Australian Institute of Professional Photography Limited ABN 77 050 167 498

DIRECTORS REPORT Your directors present the financial report of the Australian Institute of Professional Photography Limited (the Company) for the financial year ended 30 June 2012.

BOARD OF DIRECTORS

The names and details of each person who has been a director during the year and to the date of this report are:

Name of director J De Rooy Chairperson K Lyons - President A Harrison Treasurer (appointed 1 January 2012) A Bennett (resigned 30 June 2012) R Edwards (resigned 30 June 2012) R Eason J Boyd (resigned 16 December 2011) J Singh (resigned 30 June 2012)

Title/occupation Hon. FAIPP Photographer M.Photog. Photographer Photographer M.Photog. Photographer Photographer M.Photog. Photographer AAIPP Photographer Consultant

Qualifications/experience Assoc Dip Arts (Photog) Diploma Justice Admin BA Design

Diploma of Photography BA Fine Arts Cert 4 Training & Assessment Photography Certificate BA Photography Cert 4 Business B Commerce / B IT (ANU) MBA (In progress UOM/DUKE) CISA PMP PRINCE2

D Watson M Neumann (appointed 1 July 2012) F Biasi (appointed 1 July 2012) S Pather (appointed 5 July 2012)

Consultant Photographer Photographer Consultant

Dip of marketing

Directors have been in office since the start of the financial year, to the date of this report, unless otherwise stated.

-1-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
The number of directors meetings and the number of meeting attended by each of the directors during the financial year were:

Name of director J De Rooy A Bennett R Edwards R Eason J Boyd K Lyons J Singh D Watson A Harrison

Number of meetings eligible to attend 8 8 8 8 3 8 8 8 5

Number of meetings attended 7 5 8 8 2 7 5 7 5

SHORT AND LONG TERM OBJECTIVES Short term: Successful introduction of Accreditation Program Development of Risk Management Strategy and Annual Business Plan

Longer term objective / vision For the AIPP to champion the profession of photography

STRATEGY FOR ACHIEVING THE OBJECTIVES Cohesive delivery of benefits and services around Australia to all stakeholders To be in a financially sustainable position To increase accredited membership levels by 16% year on year for the next 5 years For AIPP accredited members to be recognised by the general public as photographers of choice For the AIPP to be recognised as the leading industry body/spokesperson To maintain the values and cultures of the AIPP

-2-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
OPERATING RESULT The deficit of the Company for the financial year after providing for income tax amounted to $13,423 (2011: $137,748 deficit). PERFORMANCE MEASURES AND KEY PERFORMANCE INDICATORS The key performance measures that the AIPP will use to monitor its progress against its longer term goals include: Number of members within each category, number of new members vs continuing members and membership retention rates, spread of membership levels across all states, and across photography genres. Operating annual revenue and expenses. Minimum cash balance level as a percentage of total annual expenses. Membership and attendance numbers at signature events at the APPA event, and The Event. Employee retention and satisfaction surveys. Results from annual membership satisfaction surveys.

MEMBERSHIP AND CONDITIONS ON WINDING UP The Company is incorporated under the Corporations Act 2001 and is a company limited by guarantee. If the Company is wound up, the constitution states that each member is required to contribute a maximum of $20 each toward meeting any outstanding obligations of the Company. At 30 June 2012 the number of members was 2,936 (2011: 2,868).

AUDITORS INDEPENDENCE DECLARATION A copy of the Auditors Independence Declaration as required under section 307C of the Corporations Act is set out on Page 4.

Signed in accordance with a resolution of the Board of Directors.

K Lyons, President

A Harrison, Treasurer

Dated this

day of

2012

-3-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
AUDITORS INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF AUSTRALIAN INSTITUTE OF PROFESSIONAL PHOTOGRAPHY LIMITED I declare that, to the best of my knowledge and belief, during the year ended 30 June 2012 there have been: i. no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and no contraventions of any applicable code of professional conduct in relation to the audit.

ii.

Robert Bradfield Bradfield Partners Dated: Sydney, Australia

-4-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2012 Note 2012 $ 2,281,110 (892,060) (75,182) 3 (71,468) (722,930) (505,439) (21,465) (5,989) (13,423) 4 (13,423) (13,423) 2011 $ 1,906,398 (913,778) (40,274) (32,792) (693,099) (346,148) (18,055) (137,748) (137,748) (137,748)

Revenues from ordinary activities Administration expenses Equipment expenses Depreciation expense Seminars, functions and awards expenses Employee benefits expense Other expenses from ordinary activities Bad Debts Surplus / (deficit) before income tax Income tax expense Surplus / (deficit) for the year Other comprehensive income for the year Total comprehensive income attributable to members of the Company

The accompanying notes form part of this financial report.

-5-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2012 Note CURRENT ASSETS Cash assets Receivables Other Current Assets TOTAL CURRENT ASSETS NON-CURRENT ASSETS Property, plant and equipment Intangible assets TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Payables Provisions TOTAL CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY General Reserve Retained Earnings TOTAL EQUITY 613,578 613,578 627,001 627,001 10 11 492,595 33,715 526,310 526,310 613,578 323,408 13,680 337,088 337,088 627,001 8 9 67,508 176,552 244,060 1,139,888 283,640 283,640 964,089 5 6 7 653,225 113,911 128,692 895,828 524,235 111,969 44,245 680,449 2012 $ 2011 $

The accompanying notes form part of this financial report.

-6-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2012

Retained Earnings Balance 1 July 2010 Net surplus / (deficit) during 2011 year Transfer from reserves 532,797 (137,748) 231,952

General Reserve 231,952 (231,952)

Total

764,749 (137,748) -

Balance 30 June 2011 Net surplus / (deficit) during 2012 year

627,001 (13,423)

627,001 (13,423)

Balance 30 June 2012

613,578

613,578

The accompanying notes form part of this financial report.

-7-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2012 Note CASH FLOWS FROM OPERATING ACTIVITIES Receipts from operations Payments to suppliers Interest received Net cash provided by operating activities CASH FLOWS FROM INVESTING ACTIVITIES Payment for plant and equipment Net cash provided (used) by investing activities Net increase / (decrease) in cash held Cash at the beginning of the financial year Cash at the end of the financial year 14a (31,889) (31,889) 128,990 524,235 653,225 (207,927) (207,927) (196,935) 721,169 524,235 14b 2,431,409 17,684 160,879 1,870,537 22,299 10,992 (2,288,213) (1,881,844) 2012 $ 2011 $

The accompanying notes form part of this financial report.

-8-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012 NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES The directors have prepared the financial statements on the basis that the Company is a non-reporting entity because there are no users dependent on general purpose financial statements. The financial statements are therefore special purpose financial statements that have been prepared in order to meet the needs of members. The financial statements have been prepared in accordance with the significant accounting policies disclosed below, which the directors have determined are appropriate to meet the needs of members. Such accounting policies are consistent with the previous period unless stated otherwise. The financial statements have been prepared on an accruals basis and are based on historical costs unless otherwise stated in the notes. The accounting policies that have been adopted in the preparation of the statements are as follows:

a.

Income Tax The Company adopts the principle of mutuality and is liable for income tax only on income derived from non members and from investments.

b.

Plant and Equipment Plant and equipment is stated at historical cost, including costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management, less depreciation and any impairment. The assets residual values and useful lives are reviewed and adjusted, if appropriate, at each reporting date. Gains and losses on disposal are calculated as the difference between the net disposal proceeds and the assets carrying amount and are included in the profit or loss in the year that the item is derecognised. Depreciation All fixed assets are depreciated over the useful lives of the assets commencing from the time the asset is held ready for use. The assets carrying amount is written down immediately to its recoverable amount if the assets carrying amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the income statement.

c.

Cash & Cash Equivalents Cash and cash equivalents include cash on hand, deposits held at-call with banks, other short-term highly liquid investments, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet.

d.

Change in Accounting Policy The board has determined to transfer the balance of the general reserve to retained earnings. The general reserve is not being monitored and does not require separate disclosure .

-9-

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Ctnd)

e.

Revenue Members subscriptions are levied, either twelve months in advance, or paid through monthly direct debits. Members subscriptions levied annually are recognised when levied. In instances where the subscriptions are unpaid after a period of three months, the member is deemed to be non-active and the revenue is reversed. Subscription revenue received from members who have elected to make monthly direct debit payments are recognised when the payment is received. Revenues from seminars, meetings, conventions and exhibitions is recognised when the goods and services are provided. Interest revenue is recognised on a cash basis.

f.

Goods and Services Tax (GST) Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the Statement of Financial Position are shown inclusive of GST.

g.

Impairment of assets At each reporting date, the Company assesses whether there is any indication that individual assets are impaired. Where impairment indicators exist, recoverable amount is determined and impairment losses are recognised in the profit or loss where the assets carrying value exceeds its recoverable amount. Recoverable amount is the higher of an assets fair value less costs to sell and value in use. As the future economic benefits of all of the Companys assets are not primarily dependent upon its ability to generate net cash inflows, and if deprived of the asset, the Company would replace the assets remaining future economic benefits, value in use is determined as the depreciated replacement cost of the asset, rather than by using discounted cashflows.

h.

Employee Benefits Provision is made for the Companys liability for employee benefits arising from services rendered by employees to the end of the reporting period. Employee benefits expected to be settled within one year together with benefits arising from wages, salaries and annual leave which may be settled after one year, have been measured at the amounts expected to be paid when the liability is settled. Other employee benefits payable later than one year have been measured at the net present value. Contributions are made by the entity to an employee superannuation fund and are charged as expenses when incurred.

i.

Comparative Figures Where required by accounting standards, comparative figures have been adjusted to conform with changes in presentation for the current financial year.

- 10 -

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012

NOTE 2: REVENUE Operating activities subscriptions received advertising revenue seminars, functions and award revenue insurance commissions sponsorship received sundry income Non-operating activities interest received Total Revenue from Ordinary Activities NOTE 3: PROFIT FROM ORDINARY ACTIVITIES Profit from ordinary activities before income tax expense has been determined after: Expenses: Depreciation of plant and equipment Remuneration of auditor - audit of financial report of the entity - other services to the entity

2012 $

2011 $

823,367 136 861,324 1,313 541,875 35,411 2,263,426 17,684 17,684 2,281,110

798,904 685,651 1,597 390,769 7,178 1,884,099 22,299 22,299 1,906,398

71,468

32,792

16,000 5,627 21,627

14,500 5,000 19,500

- 11 -

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012

NOTE 4: INCOME TAX EXPENSE Prima facie tax payable on profit from ordinary activities before income tax at 30% : Tax effect of: - current year tax losses not brought to account Income tax expense

2012 $

2011 $

(4,026) 4,026 -

(41,324) 41,324 -

NOTE 5: CASH ASSETS Cash at bank 653,225 653,225 524,235 524,235

NOTE 6: RECEIVABLES CURRENT Trade debtors Less: Provision for impairment NOTE 7: OTHER CURRENT ASSETS Prepayments Deferred expenses 125,359 3,333 128,692 41,012 3,233 44,245 113,911 113,911 111,969 111,969

NOTE 8: PROPERTY PLANT & EQUIPMENT Plant and equipment - at cost Less: accumulated depreciation 116,368 (48,860) 67,508 336,542 (52,902) 283,640

- 12 -

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012

NOTE 8: PROPERTY PLANT & EQUIPMENT (continued)

Movements in Carrying Amounts Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end of the current financial year: 2012 $ Balance at the beginning of the year Additions Disposals Reclassification to intangible assets Depreciation expense Carrying amount at end of year NOTE 9: INTANGIBLE ASSETS Intangible assets Less: accumulated depreciation 232,187 (55,635) 176,552 Movements in Carrying Amounts Movement in the carrying amounts for each class of intangible assets between the beginning and the end of the current financial year: Balance at the beginning of the year Reclassification to intangible assets Depreciation expense Carrying amount at end of year 176,552 176,552 283,640 31,888 (176,552) (71,468) 67,508 2011 $ 111,000 207,927 (2,495) (32,792) 283,640

NOTE 10: PAYABLES CURRENT Trade creditors and accruals GST Liability PAYG Withheld 454,503 10,804 27,288 492,595 248,933 47,911 26,564 323,408

- 13 -

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012 2012 $ NOTE 11: PROVISIONS Employee Benefits Number of employees 33,715 7 13,680 4 2011 $

NOTE 12: CONTINGENT LIABILITIES AND CONTINGENT ASSETS There are no contingent liabilities or contingent assets of the Australian Institute of Professional Photography Limited at the date of signing of the financial report.

NOTE 13: EVENTS SUBSEQUENT TO REPORTING DATE There are no events subsequent to reporting date that would affect the operating profit after tax of the Australian Institute of Professional Photography Limited for the year ended 30 June 2012.

- 14 -

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012 2012 NOTE 14: CASH FLOW INFORMATION a. Reconciliation of Cash Cash at bank 653,225 653,225 b. Reconciliation of Net Cash provided by Operating Activities to Surplus / (Deficit) from Ordinary Activities after Income Tax Surplus / (deficit) from ordinary activities after income tax Non-cash flows in profit from ordinary activities: Depreciation Loss on disposal of plant & equipment Changes in assets and liabilities: Decrease/(Increase) in receivables Decrease/(Increase) in other assets Increase/(decrease) in payables Increase/(decrease) in provisions Net cash provided by operating activities c. d. The Company has no credit stand-by or financing facilities in place. There were no non-cash financing activities during the period. (1,205) (85,184) 169,187 20,036 160,879 86,306 (99,868) 116,038 10,977 10,992 71,468 32,792 2,495 (13,423) (137,748) 524,235 524,235 $ 2011 $

NOTE 15: COMPANY DETAILS The registered office of the Company is: Australian Institute of Professional Photography Limited 323 Princes Highway Banksia NSW 2216 The principal place of business is: Australian Institute of Professional Photography Limited Suite 5, 205A Middleborough Road Box Hill VIC 3128

- 15 -

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
DIRECTORS DECLARATION The directors have determined that the Company is not a reporting entity and that this special purpose financial report should be prepared in accordance with the accounting policies described in Note 1 to the financial statements. The directors of the Company declare that:

1.

The financial statements and notes, as set out in pages 5 to 15 present fairly the Companys financial position as at 30 June 2012 and of its performance for the year ended on that date in accordance with the accounting policies described in Note 1 to the financial statements.

2.

In the directors opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of the Board of Directors.

President

K Lyons

Treasurer

A Harrison

Dated this

day of

2012

- 16 -

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
INDEPENDENT AUDIT REPORT TO THE MEMBERS OF AUSTRALIAN INSTITUTE OF PROFESSIONAL PHOTOGRAPHY LIMITED

Report on the financial report I have audited the accompanying financial report, being a special purpose financial report of Australian Institute of Professional Photography Limited (the Company), which comprises the statement of financial position as at 30 June 2012, and the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, a summary of significant accounting policies, other explanatory notes and the directors declaration. Directors responsibility for the financial report The directors of the Company are responsible for the preparation and fair presentation of the financial report and have determined that the accounting policies described in Note 1 to the financial statements, which form part of the financial report, are appropriate to meet the requirements of the Corporations Act 2001 and are appropriate to meet the needs of the members. The directors responsibility also includes designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Auditors responsibility My responsibility is to express an opinion on the financial report based on my audit. I conducted my audit in accordance with Australian Auditing Standards. These Auditing Standards require that I comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entitys preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entitys internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report. The financial report has been prepared for distribution to members for the purpose of fulfilling the directors financial reporting under the Corporations Act 2001. I disclaim any assumption of responsibility for any reliance on this report or on the financial report to which it relates to any person other than the members, or for any purpose other than that for which it was prepared. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion. Independence In conducting my audit, I have complied with the independence requirements of the Corporations Act 2001.

- 17 -

Australian Institute of Professional Photography Limited

A.B.N. 77 050 167 498
INDEPENDENT AUDIT REPORT TO THE MEMBERS OF AUSTRALIAN INSTITUTE OF PROFESSIONAL PHOTOGRAPHY LIMITED

Auditors opinion In my opinion the financial report of Australian Institute of Professional Photography Limited is in accordance with the Corporations Act 2001, including: i. giving a true and fair view of the Companys financial position as at 30 June 2012 and of its performance for the year ended on that date in accordance with the accounting policies described in Note 1; and ii. complying with Australian Accounting Standards to the extent described in Note 1 and complying with the Corporations Regulations 2001. Basis of Accounting Without modifying our opinion, we draw attention to Note 1 of the financial report, which describes the basis of accounting. The financial report has been prepared for the purpose of fulfilling the directors financial reporting responsibilities to the members of the Company. As a result, the financial report may not be suitable for another purpose.

Robert Bradfield Bradfield Partners

Sydney, Australia

- 18 -