Announcement PDF Appendix 4E Preliminary final report Period ending on or after 30 June 2025 Rule 4.3A Appendix 4E Preliminary final report Period ending on or after 30 June 2025 For FINBAR GROUP LIMITED (ACN 009 113 473) Results for Announcement to the Market Note: To be read in conjunction with 2025 Financial Report, lodged on the same date as this document The following information must be given to ASX under listing rule 4.3A. 1. Details of the reporting period and the previous corresponding period. Refer to 30th June 2025 Financial Report attached 2. Key information in relation to the following. This information must be identified as “Results for announcement to the market”. 2.1 The amount and percentage change up or down from the previous corresponding period of revenue from ordinary activities. Revenue $284,467,000 (2024: $194,344,000) Percentage change 46.37% (2024: 472.19%) 2.2 The amount and percentage change up or down from the previous corresponding period of profit (loss) from ordinary activities after tax attributable to members. Comprehensive Profit* $14,375,000 (2024: $16,427,000) Percentage change -12.49% (2024: 490.47%) *Profit for year including revaluation of property, plant and equipment recognised through reserves. 2.3 The amount and percentage change up or down from the previous corresponding period of net profit (loss) for the period attributable to members. Comprehensive Profit* $14,375,000 (2024: $16,427,000) Percentage change -12.49% (2024: 490.47%) *Profit for year including revaluation of property, plant and equipment recognised through reserves. 2.4 The amount per security and franked amount per security of final and interim dividends or a statement that it is not proposed to pay dividends. Final Dividend 2024 Paid during period: $0.08 (2023: $0.00) Final Dividend 2025 Proposed: $0.02 (Paid 6 August 2025) 2.5 The record date for determining entitlements to the dividends (if any). 23 July 2025 2.6 A brief explanation of any of the figures in 2.1 to 2.4 necessary to enable the figures to be understood. Refer to attached information release 01/01/2012 Appendix 4E Page 1 Appendix 4E Preliminary final report Period ending on or after 30 June 2025 3. A statement of comprehensive income together with notes to the statement, prepared in compliance with AASB 101 Presentation of Financial Statements or the equivalent foreign accounting standard. Refer to 30th June 2025 Financial Report attached Note: statement of comprehensive income may be referred to as profit and loss statement in certain jurisdictions. 4. A statement of financial position together with notes to the statement. The statement of financial position may be condensed but must report as line items each significant class of asset, liability, and equity element with appropriate sub-totals. Refer to 30th June 2025 Financial Report attached Note: statement of financial position may be referred to as balance sheet in certain jurisdictions. 5. A statement of cash flows together with notes to the statement. The statement of cash flows may be condensed but must report as line items each significant form of cash flow and comply with the disclosure requirements of AASB 107 Statement of Cash Flows, or for foreign entities, the equivalent foreign accounting standard. Refer to 30th June 2025 Financial Report attached 6. A statement of retained earnings, or a statement of changes in equity, showing movements. Refer to 30th June 2025 Financial Report attached 7. Details of individual and total dividends or distributions and dividend or distribution payments. The details must include the date on which each dividend or distribution is payable and (if known) the amount per security of foreign sourced dividend or distribution. Final Dividend 2024 Paid 10 October 2024: $21,770,000 Final Dividend 2025 Declared to be paid 6 August 2025: $5,442,000 8. Details of any dividend or distribution reinvestment plans in operation and the last date for the receipt of an election notice for participation in any dividend or distribution reinvestment plan. The company has a dividend reinvestment plan under which holders of ordinary shares may elect to have all or part of their dividend entitlements satisfied by the issue of new ordinary shares rather than being paid in cash. The DRP will not be active for dividends relating to the 2025 financial year. 9. Net tangible assets per security with the comparative figure for the previous corresponding period. $249,104,000/272,123,142 (issued capital) = $0.92 per share (2024: $0.94) 10. Details of entities over which control has been gained or lost during the period, including the following: Refer to 30th June 2025 Financial Report attached 10.1 Name of the entity. Refer to 30th June 2025 Financial Report attached 10.2 The date of the gain or loss of control. Refer to 30th June 2025 Financial Report attached 10.3 Where material to an understanding of the report – the contribution of such entities to the reporting entity’s profit from ordinary activities during the period and the profit or loss of such entities during the whole of the previous corresponding period. Refer to 30th June 2025 Financial Report attached Appendix 4E Page 2 01/01/2012 Appendix 4E Preliminary final report Period ending on or after 30 June 2025 11. Details of associates and joint venture entities including the following. 11.1 Name of the associate or joint venture entity. Refer to 30th June 2025 Financial Report attached 11.2 Details of the reporting entity’s percentage holding in each of these entities. Refer to 30th June 2025 Financial Report attached 11.3 Where material to an understanding of the report - aggregate share of profits (losses) of these entities, details of contributions to net profit for each of these entities, and with comparative figures for each of these disclosures for the previous corresponding period. Refer to 30th June 2025 Financial Report attached 12. Any other significant information needed by an investor to make an informed assessment of the entity’s financial performance and financial position. Refer to 30th June 2025 Financial Report attached 13. For foreign entities, which set of accounting standards is used in compiling the report (e.g. International Financial Reporting Standards). Not applicable 14. A commentary on the results for the period. The commentary must be sufficient for the user to be able to compare the information presented with equivalent information for previous periods. The commentary must include any significant information needed by an investor to make an informed assessment of the entity’s activities and results, which would include but not be limited to discussion of the following: Refer to attached information release 14.1 The earnings per security and the nature of any dilution aspects. Refer to 30th June 2025 Financial Report attached 14.2 Returns to shareholders including distributions and buy backs. Refer to 30th June 2025 Financial Report attached 14.3 Significant features of operating performance. Refer to 30th June 2025 Financial Report attached 14.4 The results of segments that are significant to an understanding of the business as a whole. Refer to 30th June 2025 Financial Report attached 14.5 A discussion of trends in performance. Refer to attached information release 14.6 Any other factors which have affected the results in the period or which are likely to affect results in the future, including those where the effect could not be quantified. Refer to attached information release 01/01/2012 Appendix 4E Page 3 Appendix 4E Preliminary final report Period ending on or after 30 June 2025 15. A statement as to whether the report is based on accounts which have been audited or subject to review, are in the process of being audited or reviewed, or have not yet been audited or reviewed. Based on accounts that have been audited 16. If the accounts have not yet been audited and are likely to contain an independent audit report that is subject to a modified opinion, emphasis of matter or other matter paragraph, a description of the modified opinion, emphasis of matter or other matter paragraph. Not applicable 17. If the accounts have been audited and contain an independent audit report that is subject to a modified opinion, emphasis of matter or other matter paragraph, a description of the modified opinion, emphasis of matter or other matter paragraph. Not applicable Appendix 4E Page 4 01/01/2012 2 0 2 5 F i nb a r G r oup L i m i t e d A nnua l Re p or t DIRECTORS’ DECLARATION Finbar Group Limited Financial Report CONTENTS PAGE Directors’ Report (including Corporate Governance Statement) 2 Consolidated Statement of Profit or Loss and Other Comprehensive Income 17 Consolidated Statement of Changes in Equity 18 Consolidated Statement of Financial Position 19 Consolidated Statement of Cash Flows 20 Notes to the Consolidated Financial Statements 21 Consolidated Entity Disclosure Statement 52 Directors’ Declaration 53 Independent Auditor's Report 54 Lead Auditor's Independence Declaration 58 ASX Additional Information 59 DIRECTORS’ REPORT For the Year Ended 30 June 2025 The Directors present their report together with the consolidated financial report of the Group, comprising Finbar Group Limited ('the Company'), its subsidiaries and the Group's interest in equity accounted investees for the financial year ended 30 June 2025 and the independent auditor's report thereon. CONTENTS OF DIRECTORS' REPORT PAGE 1 Directors 3 2 Company Secretary 4 3 Directors' Meetings 4 4 Corporate Governance Statement 4 4.1 Board of Directors 5 4.2 Remuneration Committee 5 4.3 Remuneration Report - Audited 5 4.3.1 Principles of Remuneration - Audited 5 4.3.2 Directors' and Executive Officers' Remuneration - Audited 7 4.3.3 Analysis of Bonuses included in Remuneration Report - Audited 8 4.3.4 Directors' and Executives Interests - Audited 9 4.3.5 Equity Instruments - Audited 9 4.4 Audit Committee 10 4.5 Risk Management 10 4.6 Ethical Standards 11 4.7 Communication with Shareholders 11 4.8 Diversity 12 5 Principal Activities 12 6 Operating and Financial Review 12 7 Dividends 14 8 Events Subsequent to Reporting Date 15 9 Likely Developments 15 10 Directors' Interests 15 11 Indemnification and Insurance of Officers 15 12 Non-audit Services 16 13 Lead Auditor's Independence Declaration 16 2 DIRECTORS’ REPORT (Continued) For the Year Ended 30 June 2025 1. Directors The Directors of the Company at any time during or since the end of the financial year are: Executive Director and Chairman John CHAN - BSc, MBA, MAICD Director since 27 April 1995 Chairman since 15 July 2010 John Chan is Executive Director and Chairman of Finbar, and a Director of its subsidiaries and equity accounted investees. John was appointed director in 1995 and was instrumental in re-listing Finbar on the ASX as a property development company. Prior to joining Finbar, John headed several property and manufacturing companies both in Australia and overseas. John holds a Bachelor of Science from Monash University in Melbourne and a Master of Business Administration from the University of Queensland. John is a Member of the Australian Institute of Company Directors, is a Trustee for the Western Australian Chinese Chamber of Commerce, and is a former Senate Member of Murdoch University. Managing Director Darren John PATEMAN - EMBA, GradDipACG, ACSA, AGIA, MAICD Director since 6 November 2008 to 30 June 2025 Managing Director since 15 July 2010 to 30 June 2025 Darren Pateman retired as the Managing Director of Finbar, and a Director of its subsidiaries and equity accounted investees on 30 June 2025. Darren commenced with Finbar prior to its relisting on the ASX as a property development company in 1995 and in this time has played a primary role in developing Finbar's systems, strategy and culture. Darren held several positions in his 30 years with the company which has given Darren an intimate knowledge of the key aspects of Finbar's business. Darren was formerly Company Secretary from 1996 to 2010, Chief Executive Officer from 2008 to 2010, and Managing Director from 2010 to 2025 (retired). Darren is a Chartered Secretary and holds an Executive Master of Business Administration from the University of Western Australia and a Graduate Diploma in Applied Corporate Governance (GradDipACG). Darren is an Associate of the Institute of Chartered Secretaries and Administrators, and is a Member of the Australian Institute of Company Directors. Executive Director and Chief Executive Officer Ronald CHAN Director since 24 February 2017 Chief Executive Officer since 10 June 2025 Ronald Chan is the Chief Executive Officer of Finbar, and a Director of Finbar's subsidiaries and equity accounted investees. Ronald joined the Board as an Executive Director on 24 February 2017. Ronald brings 21 years of experience in Finbar's Company operations where he has worked in several roles in the organisation including marketing, contract administration, and Chief Operations Officer from 2013 to 2025 where gained an intimate understanding of the Company's relationships and systems and managed the Company's transition to digital and online marketing strategies. Non-executive Director Terence Siong Woon PEH - B.Comm, M.Comm Director since 24 April 2018 Terence is Chief Executive Officer and Executive Director of Chuan Hup Holdings Limited, an investment company listed on the Singapore Stock Exchange, and Finbar’s largest corporate shareholder. Terence has over 26 years of experience in property development investment and project management in Asia Pacific, and management experience in finance in the marine and electronics manufacturing services industries. Terence obtained his Bachelor of Commerce in Marketing from Curtin University and a Master of Commerce in Finance from the University of New South Wales. Non-executive Director Eldon WAN - B Acc, FCA Singapore Director since 31 January 2023 Eldon is the Chief Operating Officer of Chuan Hup Holdings Limited, an investment company listed on the Singapore Stock Exchange, and Finbar's largest corporate shareholder. Eldon has over 27 years of experience in the finance and accounting sectors. He has accumulated industry experience in mergers and acquisitions, financial and management reporting, budgeting, taxation, treasury as well as corporate governance and risk management matters. 3 DIRECTORS’ REPORT (Continued) For the Year Ended 30 June 2025 1. Directors (continued) Alternate Director and Chief Operating Officer Melissa CHAN - B Comm, CA Alternate Director to John Chan since 19 February 2025 Chief Operating Officer since 10 June 2025 Ms Chan is a Chartered Accountant with over 25 years of experience, including 18 years in real estate across land acquisitions, development, urban regeneration, and investment in Australia, United States, and United Kingdom. She has extensive expertise in financial processes, capital structure optimisation and compliance, and supporting strategic business objectives. She is highly experienced in managing complex real estate projects across multiple asset classes, including multifamily, condominium, office, and retail. Melissa held the position of Chief Commercial Officer from 17 February 2025 to 9 June 2025. 2. Company Secretary The Company Secretary of the Company at any time during or since the end of the financial year is: Edward Guy BANK - B Bus, ASCPA Company Secretary since 2 December 2016 to 16 October 2024 Edward Bank was the Company Secretary of Finbar, and of Finbar's Subsidiaries and equity accounted investees. Ed is a Certified Practicing Accountant with 30 years experience in private practice including 8 years as the Company's external accountant. Ed joined the Company in 2005 in the capacity of Chief Financial Officer. Edward Bank retired as a Company Secretary and Chief Financial Officer on 16 October 2024. Jennifer LIM - B Comm, CA, GrapDipACG Company Secretary since 16 October 2024 Jennifer Lim is the Company Secretary of Finbar, and of Finbar's Subsidiaries and equity accounted investees. Jennifer is a Chartered Accountant (CA ANZ) and holds a Bachelor of Commerce from University of Western Australia. She holds a Graduate Diploma of Applied Corporate Governance and Risk Management (GradDipACG) from the Governance Institute of Australia. Jennifer joined Finbar as Financial Accountant in 2014. Over the years, she advanced through several positions within Finbar. Jennifer has strong foundational skills and knowledge on Finbar's operations and structure. Jennifer also holds the position of Chief Financial Officer from 16 October 2024. 3. Directors' Meetings The number of Directors’ meetings attended by each of the Directors of the Company, whilst being a Director, during the financial year are: Director Board Meetings Held Board Meetings Attended Resolutions Without Meetings Audit Committee Meetings Held Audit Committee Meetings Attended Remuneration Committee Meetings Held Remuneration Committee Meetings Attended John CHAN 4 4 8 2 2 2 2 Darren John PATEMAN* 4 4 6 N/A N/A N/A N/A Ronald CHAN 4 4 7 N/A N/A N/A N/A Melissa CHAN** N/A N/A N/A N/A N/A N/A N/A Terence Siong Woon PEH 4 4 8 2 2 2 2 Eldon WAN 4 4 8 2 2 2 2 * Darren Pateman retired on 30 June 2025. ** Melissa Chan was appointed an Alternate Director to John Chan on 19 February 2025. 4. Corporate Governance Statement The Board ('Board') of Finbar Group Limited ('Finbar' or 'the Company'), its subsidiaries and equity accounted investees (collectively the Group) is committed to maintaining a high standard of corporate governance in the conduct of the organisation's business in order to create and deliver value to shareholders. In this regard, Finbar has established a corporate governance framework, including corporate governance policies and charters to assist in this commitment. A copy of these policies and charters are available from the governance page of Finbar's website, www.finbar.com.au and are referenced throughout this document where relevant. The framework is reviewed and revised in response to changes to law, developments in corporate governance best practice and changes to the Finbar business environment. As a listed entity, Finbar is required to comply with Australian laws including the Corporations Act 2001 (Cth) and the Australian Securities Exchange Listing Rules, and to report against the ASX Corporate Governance Council's Principles and Recommendations. 4 DIRECTORS’ REPORT (Continued) For the Year Ended 30 June 2025 4. Corporate Governance Statement (continued) 4.1 Board of Directors Role of the Board The Board Charter sets out the Board's role, powers and duties, and establishes the functions reserved for the Board and those which are delegated to the management. The Board's primary role is the protection and enhancement of long-term shareholder value. To fulfil this role, the Board is responsible for the overall corporate governance of the Group. The Board has delegated responsibility for the operation and administration of the Group to the Executive Chairman, the Chief Executive Officer and Senior Executives. Composition of Board The Board recognises the importance of ensuring that Directors are free from interests and relationships that could, or could reasonably be perceived to materially interfere with the Director's ability to exercise independent judgement and act in the Group's best interests. Accordingly, the Board has adopted guidelines, set out in the Board Charter, which are used to determine the independence of the Directors. Directors must keep the Board advised, on an ongoing basis, of any interest that could potentially conflict with those of the Group. Where the Board believes that a significant conflict exists for a Director on a Board matter, the Director concerned will be restricted from receiving materials, discussing or voting on the matter. Details of each of the non-executive Directors are set out in the Directors Report (page 3). 4.2 Remuneration Committee The Remuneration Committee Charter sets out the Remuneration Committee's role, powers and duties, and establishes the functions delegated to the Committee by the Board. The Remuneration Committee reviews and makes recommendations to the Board on remuneration packages and policies applicable to the Executive Officers and Directors themselves of the Company and of other Group Executives. It is also responsible for share option schemes, incentive performance packages, superannuation entitlements, retirement and termination entitlements, fringe benefits policies and professional indemnity and liability insurance policies. The following directors serve on the Remuneration Committee: • Terence Siong Woon PEH (Chairman) - Non-executive Director • John CHAN - Executive Director • Eldon WAN - Non-executive Director The Remuneration Committee Charter sets out the process for the periodical evaluation of the performance of the Executive Chairman and Chief Executive Officer. These evaluations have been conducted during the period. The Remuneration Committee Charter also sets out the process for the periodical evaluation of the performance of the Senior Executives. The Remuneration Committee in consultation with the Executive Chairman and Chief Executive Officer are responsible for the periodical evaluation of the performance of the Senior Executives. These evaluations have been conducted during the period. Finbar has a written agreement, either in the form of an employment contract or letter of employment, with each Executive Director and Senior Executive which sets out the terms of their appointment. A copy of the Remuneration Committee Charter is available on Finbar's website www.finbar.com.au. 4.3 Remuneration Report - Audited 4.3.1 Principles of Remuneration Remuneration of Directors and Executives is referred to as remuneration as defined in AASB 124 Related Party Disclosures and Section 300A of the Corporations Act 2001. Key management personnel have authority and responsibility for planning, directing and controlling the activities of the Group, including Directors of the Company and other Executives. Key management personnel comprise of the Directors and Executives of the Company and the Group, including the Section 300A Executives. Remuneration levels for key management personnel and the secretary of the Company, and key management personnel and secretaries of the Group, are competitively set to attract and retain appropriately qualified and experienced Directors and Executives. The Remuneration Committee periodically obtains independent advice on the appropriateness of remuneration packages of both the Company and the Group given trends in comparative companies both locally and internationally and the objectives of the Company’s remuneration strategy. The remuneration structures explained below are designed to attract suitably qualified candidates, reward the achievement of strategic objectives and achieve the broader outcome of creation of value for shareholders. The remuneration structures take into account: • the capability and experience of the key management personnel; • the key management personnel's ability to control the Group's performance; • the key management personnel's contribution to revenue and future earnings potential; 5 DIRECTORS’ REPORT (Continued) For the Year Ended 30 June 2025 4. Corporate Governance Statement (continued) 4.3 Remuneration Report - Audited (continued) 4.3.1 Principles of Remuneration (continued) • the key management personnel's length of service; • project outcomes; and • the Group's performance including: - the Group's earnings; - the growth in share price and delivering constant returns on shareholder wealth; and - the amount of incentives within each key management person's remuneration. Remuneration packages include a mix of fixed and variable remuneration, short-term performance-based incentives and may include longterm performance-based incentives. Fixed Remuneration Fixed remuneration consists of base remuneration (which is calculated on a total cost basis and includes any fringe benefit tax charges related to employee benefits including motor vehicles), as well as employer contributions to superannuation funds. Remuneration levels are reviewed annually through a process that considers individual, business segment and overall performance of the Group. In addition, where appropriate, external consultants provide analysis and advice to ensure the Directors’ and Senior Executives’ remuneration is competitive in the market place. A Senior Executive's remuneration is reviewed on promotion. Performance Linked Remuneration Performance linked remuneration includes short-term incentives (STI) and can include long-term incentives (LTI), which are designed to reward key management personnel for meeting or exceeding their financial and personal objectives. The short-term incentive is an 'at risk' bonus provided in the form of cash, whilst the long-term incentive is provided as shares or options over ordinary shares of the Company under the rules of the Employee Incentive Plan 2013 and the Director Share Plan 2014. As at 30 June 2025, there were no options on issue. Short-term Incentive The Remuneration Committee has elected to set the primary financial performance objective of 'profit before tax' as the key measure for the calculation of the short term incentives of key management personnel. The non-financial objectives vary with position and responsibility and include measures such as those outlined above. The STI for the current period was wholly based on a percentage of 'profit before tax'. Contractual amounts are accrued in the current year and discretionary amounts are accounted for in the year of payment. The contractual amount is set at 3.3% of 'profit before tax' for the 2025 financial year. The Remuneration Committee assesses the actual performance of the Group, the relevant segment and the individual key management personnel's contribution to the Group. At the end of the financial year, the performance evaluation in respect of the year ended 30 June 2025 has taken place in accordance with this process. Long-term Incentive Incentive shares or options issued under the Employee Incentive Plan 2013 or the Director Share Plan 2014 are made in accordance with thresholds set in the plans approved by shareholders at the relevant Annual General Meeting, subject to the Board's discretion. Short-term and Long-term Incentive Structure The Remuneration Committee considers that the above performance-linked remuneration structure is generating the desired outcome. The evidence of this is in respect to the long term historical profit and dividend growth of the Company, coupled with the long term retention of key management personnel resulting in the retention of Company intellectual property. Consequences of Performance on Shareholders Wealth In considering the Group's performance and benefits for shareholder wealth, the Remuneration Committee has regard to the following indices in respect of the current financial year and the previous four financial years: 2025 2024 2023 2022 2021 Total comprehensive income $14,375,000 $16,427,000 $2,782,000 $10,975,000 $8,863,000 Profit before tax $20,199,000 $24,002,000 $3,948,000 $15,048,000 $12,043,000 Dividends paid $21,770,000 $0 $5,442,000 $10,884,000 $8,163,000 Change in share price -$0.12 $0.18 -$0.02 -$0.17 $0.15 Return on capital employed 7.65% 8.49% 1.84% 5.06% 3.82% Return on total equity 5.77% 6.40% 1.16% 4.52% 3.65% Profit before tax' is considered as one of the financial targets in setting the STI. Dividends, changes in share price, and return of capital are included in the total shareholder return (TSR) calculation which is one of the performance criteria assessed for the LTI. The other performance criteria assessed for the LTI is growth in earnings per share, which takes into account the Group's net profit. 6 DIRECTORS’ REPORT (Continued) For the Year Ended 30 June 2025 4. Corporate Governance Statement (continued) 4.3 Remuneration Report - Audited (continued) 4.3.1 Principles of Remuneration (continued) Consequences of Performance on Shareholders Wealth (continued) The overall level of key management personnel's remuneration takes into account the performance of the Group over a number of years. Directors The base Directors fees for Non-executive Directors, last voted upon by the shareholders at the November 2013 AGM, is not to exceed $360,000 per annum in total. Non-executive Directors base fees (excluding Committee Fees) are presently $142,541 per annum. 4.3.2 Directors' and Executive Officers' Remuneration Details of the nature and amount of each major element of remuneration of each Director and key management personnel of the Company are: Short-Term For the year ended 30 June 2025 Directors Fees and Committee Fees $ Post - Employment Salary $ STI Cash Bonus (A) Ex-Gratia Payment**** $ Total $ Superannuation $ Other Long Term $ Total $ Executive Directors Mr John Chan, Executive Chairman - 473,031 359,199 - 832,230 30,000 10,145 872,375 Mr Darren John Pateman, Managing Director* - 762,651 359,199 762,651 1,884,501 30,000 22,267 1,936,768 Mr Ronald Chan, Chief Executive Officer* - 420,945 179,599 - 600,544 30,000 12,869 643,413 Ms Melissa Chan, Chief Operating Officer*** - 127,885 - - 127,885 14,707 - 142,592 Mr Terence Siong Woon Peh 82,270 - - - 82,270 - - 82,270 Mr Eldon Wan 82,270 - - - 82,270 - - 82,270 Mr Edward Guy Bank, Chief Financial Officer** - 489,502 119,545 - 609,047 15,231 (101,474) 522,804 Ms Jennifer Lim, Chief Finan