Bell Shakespeare 2007 Annual Report

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

FINANCIAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2007

Registered Office and Principal Place of Business: Level 1, 33 Playfair Street The Rocks NSW 2000 Telephone:

(02) 8298 9000

Facsimile:

(02) 9241 4643

Email:

mail@bellshakespeare.com.au

Web

www.bellshakespeare.com.au

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

1

CONTENTS

CHAIRMAN’S REPORT

3–6

DIRECTORS’ REPORT

7 – 12

AUDITOR’S INDEPENDENCE DECLARATION AUDIT REPORT

13 14–15

DECLARATION BY DIRECTORS

16

INCOME STATEMENT

17

BALANCE SHEET

18

STATEMENT OF CHANGES IN EQUITY

19

CASH FLOW STATEMENT

20

NOTES TO THE ACCOUNTS

21 – 35

ADDTIONAL INFORMATION

36 – 37

INFORMATION SUMMARY

38 – 39

SPONSORS AND DONORS

40 – 47

2

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

CHAIRMAN'S REPORT

2007 for Bell Shakespeare heralded a year of change. We had moved forward positively throughout 2006 to strengthen the balance sheet, restructure our regional and capital city tours to minimise risk in 2007 and plan for a year when the administration and artistic companies would benefit from improved resources and training. All of this and more was delivered in 2007 and I am pleased to highlight our key achievements in this Annual Report.

This year we performed to approximately 200,000 Australians in eleven hundred performances and workshops in all States and Territories, staggering statistics for this modestly resourced Company.

Our performance year opened with a new production of Macbeth directed by John Bell. This production introduced our new touring model with Macbeth opening in the Playhouse, Sydney Opera House and then touring to 31 venues across 5 States and Territories and played 156 performances. This tour under the auspices of the Federal touring fund Playing Australia was an outstanding success for the Company.

Later in the year we premiered Shakespeare’s great tragedy Othello presented for the first time in the Company’s 17 year history under the skilled direction of Marion Potts. This production played 90 performances over 13 playing weeks with Wayne Blair in the title role and Marcus Graham as his nemesis Iago.

We wrapped up the year with a cheeky rework of Gogol’s The Government Inspector starring William Zappa and Darren Gilshenan. This translation and adaptation by Roger Pulvers astounded audiences with its wit and daring with all 19 roles played by the two actors.

Bell Education continued to break new ground with a dynamic team driving an extraordinarily ambitious set of activities across Australia including: Early in the year we piloted a scheme supported by the federal government for twelve regional and remote based teachers to spend an intensive all expenses paid internship in Sydney with the Company. The Regional Teacher Scholarship is designed to nourish and encourage new and innovative Shakespeare in the classroom teaching strategies. The teachers were selected from Country Areas Programme schools and were judged on their enthusiasm and that of the school and community for them to be chosen.

For the first time Bell Shakespeare also participated in CROC-Fest a unique education programme for students in regional and remote locations presenting ten Macbeth workshops in a tent in Shepparton.

BHP Billiton continued to champion Actors At Work in-schools performances in remote Australia. Performances were held in Newman, Port Hedland, Emerald, Blackwater and Groote Eylandt. Students and community members were entertained by the energetic inschools education team. Language was no barrier for even the youngest audience members in the Groote Eylandt communities, where the antics of Shakespeare’s comic characters proved universal.

We continue to play to capacity houses with our Schools Matinees. 12,799 students attended special daytime performances for schools for in-theatre productions – Macbeth, Othello and The Government Inspector. These matinees inspire students and develop their interest in live performance.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

3

CHAIRMAN'S REPORT (continued)

The enormously popular Student Workshop programme presented by Bell Shakespeare arts educators saw 77 workshops scheduled across Australia, each a two hour interactive exploration of Shakespeare’s plays stimulating student’s creative and personal responses to Shakespeare’s plays.

In addition we programmed 81 Macbeth Mania! 90 minute regional access workshops introducing students to John Bell’s upcoming production of Macbeth arming students with knowledge and confidence before they attended the production in the theatre.

Continuing our focus on also teaching the teachers, Teacher Forums were presented in Sale, VIC, Canberra, ACT and Coffs Harbour, NSW giving teachers a sampling of the array of programmes available through Bell Shakespeare Education and Teacher Workshops; an all day interactive session on specific plays gave teachers fresh and practical approaches to use in the classroom. Online resources including Teachers’ Kits, Podcasts and the Discussion Board provide further support for the teaching of Shakespeare.

Two Artist Residencies in VIC and NT gave students an extended period to explore Shakespeare’s work with a Bell Shakespeare arts educator with remarkable performance outcomes including Tennant Creek High School students’ take on Romeo And Juliet in Lungkuu And The Rose.

In the initiatives seventh year we continued to award student scholarships to two students following an exhaustive audition programme across Australia. With the high standard of entry this year three scholarships were awarded. This Regional Student Scholarship scheme is proudly supported and encouraged by Colonial Foundation.

This impressive level of education programming and initiatives was rewarded by the successful negotiation of federal funds totalling $1million over 3 years (2008 to 2010) in support of our expanding national education programme with a particular emphasis on reaching CAP (Country Areas Programme) funded schools.

In an amazing example of philanthropic leadership the Vincent Fairfax Family Foundation announced $1million in matching funds over 5 years to further extend this access initiative.

Sadly we also acknowledge the passing of Lady Nancy Fairfax who championed this wonderful Foundation; we will miss her love and encouragement.

Philanthropy strengthened as did support from Foundation and Trusts with a robust interest from all in our more remote and regional programmes. New investment was received from the Norman H Johns Trust, Ian Potter Foundation and the Besen Family Foundation. They join long term supporters the Colonial Foundation, Scully Fund, Collier Charitable Fund, Goldman Sachs JB Were Foundation and the Macquarie Group Foundation in making an extraordinary range of community outreach programmes possible.

Significant fundraising functions in three private homes replaced the rather dated black tie dinner fundraising concept. Kathryn and Nick Greiner, Graham and Charlene Bradley and Louise and the late John Gourlay (Melbourne) all hosted wonderful networking functions with exceptional guest lists. The significant donations raised will be invested in future funds designed to support new and emerging artists as well as our new community initiative Hearts In A Row. Hearts In A Row returned for its second year with an amazing level of philanthropic support.

This initiative proudly also replaces fundraising dinners on our balance sheet and encourages a real and measurable outcome for the recipient groups and donors. 30 Rows were purchased in Sydney Opera House Bell seasons by consortia, corporate supporters and individuals and donated to 33 recipient groups.

4

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

CHAIRMAN'S REPORT (continued)

We proudly announced a new endowment to support new and emerging artists identified in training institutions as being gifted and talented with a keen eye on Shakespeare. The challenge is to raise $1million by June 2008 with the investment returning an income to pay a salary to the selected individual for up to 10 months every year. In the first instance we will be focussing on directors who will receive this very special scholarship. I am delighted to say that at the end of 2007 we had reached 50% of our target.

Corporate partners enthusiastically embraced our efforts to accept the geographic challenges of Australia’s States and Territories. In 2007 we welcomed JPMorgan as NSW Education Sponsor, Westpac Institutional Bank, Supporting the Arts, Four Seasons Hotel as Accommodation Partner, Sydney and Macquarie Mortgages/Macquarie Puma as a Corporate Partner.

The continued commitment of Australia Post, Optus, Fujitsu, BHP Billiton, KPMG, AUSTAR, Wesfarmers, Australian Unity, Yalumba, Jantz, Sofitel Melbourne, Gilbert + Tobin and the Sydney Harbour Foreshore Authority collectively represents eighty two years of support of our theatre productions and educational programmes.

In March we also had an unexpected move of the administration to new offices in the Cleland Bond Stores in The Rocks. With the generous assistance of the Sydney Harbour Foreshore Authority and NSW Ministry for the Arts this was financially manageable and I am pleased to see Bell in an environment that fits our expanding needs most perfectly. We were also delighted to have the recommitment from the Premier and the NSW Government to house the entire company ultimately on Wharf 2/3 with the Australian Theatre for Young People.

The appointment of Ms Marion Potts to the newly minted position of Associate Artistic Director will be responsible for the evolution of a new development wing of Bell Shakespeare, Mind’s Eye. This programme aims to explore original, lateral ways of presenting Shakespeare. Marion has eased her way into the Bell Artistic team and has already produced some exciting work. Venus And Adonis which was in development this year will be on the stage in partnership with Melbourne’s Malthouse Theatre.

Another exciting project this year was in partnership with London’s Globe Theatre. Two actors from Bell Shakespeare, Julie Goss and Matthew Moore were selected for this prestigious acting Fellowship, which takes the form of a four-week intensive programme.

This programme allows selected actors from around the world to explore voice, movement, verse and acting techniques with Globe tutors who also teach them how to master the specific challenges of the playing space. The costs of these scholarships were shared between the Australia Council’s Major Performing Arts Board (MPAB) and a specific Bell fundraising strategy.

In a year of tremendous highs there were also some very deep lows, including the passing of one of Bell Shakespeare’s and indeed Australia’s great philanthropists Mr John Gourlay AM in tragic circumstances and Ms Jennie Tate, a stage and costume designer of unprecedented style, warmth and sensitivity to the director’s vision.

Life Members were celebrated and new appointments made welcoming Martin Dickson AM, and Susie Dickson and Bryony Cox to our highest level acknowledgement of their tremendous support over many years. I would also like to publicly thank all Bell patrons and donors for their impressive philanthropic support.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

5

CHAIRMAN'S REPORT (continued)

With a keen eye on governance and steady growth, we continued to search for new Board appointments. Our strategy is to have the highest level administration and directors in support of the overriding objective to ensure stability and security, while always taking the artistic risks and challenges as appropriate. We were delighted to welcome Mr Richard Freudenstein, CEO News Digital Media, News Limited and Mr Ken Steinke, CEO and Managing Director, West Australian Newspapers to our Board in 2007.

The area of core funding of Bell Shakespeare has proved challenging over the last five years as the Company’s has grown with demand and its profile strengthening across Australia. We were greatly relieved to have some of this financial pressure removed with the announcement that our base grant would be increased in 2008. We are grateful to the Federal Government and its partner in arts support the NSW Government for their vision and endorsement in making this decision.

We warmly thank the Australian Government and the Australia Council, its arts funding and advisory body, Playing Australia and the Department of Education, Science and Training (now replaced by DEEWR) and the NSW Government through the office of Minister for the Arts, Hon Frank Sartor.

In addition to Federal and State support for our core activities we also successfully negotiated support from the ACT and SA Governments for our national education programmes. These new funds partner VICT Arts and NSW Education Ministries who have been enthusiastic supporters for some many years.

We continue to closely monitor our exposures and feel a tremendous responsibility to offer security to our valued staff and artistic companies. To that end with the outstanding pro bono support of KPMG we continue to conduct thorough Risk Analysis of all aspects of the Company’s activities. In addition our 3 year Business Planning process continues to reward with a steady hand on the wheel.

I congratulate the administration, artistic companies and the Board for their collective vision, boundless energy and spirit in delivering the most innovative range of programmes and productions across the length and breadth of Australia. Our mantra is to make Shakespeare accessible to all Australians and I firmly believe we are meeting this challenge. John Bell’s artistic leadership and Jill Berry’s management leadership continue to make the Company’s vision an exciting reality.

Tim Cox AO Chairman

6

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

DIRECTORS’ REPORT The Board of Directors of The Bell Shakespeare Company Limited (a reporting entity) has pleasure in submitting the financial report for the year ended 31 December 2007.

Directors The names of the directors in office during the financial year and up to the date of this report are: Timothy Kenneth Fabian Cox (Chairman) Ilana Rachel Atlas John Anthony Bell Richard John Freudenstein Graham Charles Froebel Kathryn Therese Greiner Antony de Jong Christopher David Jordan James Leslie McLachlan Margaret Hannah Osmond Kenneth Noel Steinke* Gilbert Randall Thew *Kenneth Noel Steinke was appointed a director on 1 January 2008 and continues to be in office at the date of this report.

Principal Activity The principal activity of the company was the presentation of theatrical productions and education programs.

No significant change in the nature of this activity occurred during the year.

Results The net profit of the company for the year ended 31 December 2007 was $815,550 (2006: $615,775).

The income of the company is exempt from Income Tax under section 50–45 of the Income Tax Assessment Act 1997.

Review of Operations During the year, the company completed seasons in Sydney, Canberra, Melbourne and also toured in various states in Australia. Further details of operations are contained in the Chairman’s Report.

Dividends The Constitution of Association of the company prohibits the distribution of income and property by way of dividend or bonus.

Significant Changes There were no significant changes during the year ended 31 December 2007.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

7

DIRECTORS’ REPORT (continued) Matters Subsequent to the End of the Financial Year There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material nature that has significantly affected or may significantly affect: (i)

the operations of the company;

(ii)

the results of those operations; or

(iii)

the state of affairs of the company subsequent to the financial year ended 31 December 2007.

Options No options to shares in the company have been granted during the financial year and there were no options outstanding at the date of this report.

Future Developments Likely developments in the operations of the company and the expected results of those operations in future financial years have not been included in this report as the inclusion of such information is likely to result in unreasonable prejudice to the company.

INFORMATION ON DIRECTORS AND COMPANY SECRETARY The qualifications and experience of the Directors and Company Secretary in office at the date of this report are as follows: T K F Cox – AO MComm Director since May 1999. Tim Cox, Chairman of the Company, is a Company Director. Founder of Cox Inall Communications Pty Ltd, an integrated communications and media group. He has also served as Chairman of The Australian Ballet and the Australian Major Performing Arts Group.

I R Atlas – BJuris (Hons) LLB (Hons) LLM Director since January 2004. Ilana Atlas is Group Executive People & Performance at Westpac.

Previously she was a partner at Mallesons Stephen Jaques, a national law firm. She is a member of the Council of the Australian National University.

J A Bell – AM BA (Hons) Director since July 1990. John Bell performed with the Old Tote Theatre Company from 1963 to 1964.

Other experience includes British Council Scholarship to Bristol Old Vic Drama School, UK in 1964; Associate Artist at Royal Shakespeare Company from 1965 to 1969; Company Director of the Nimrod Theatre, 1970 to 1984; Head of Acting, NIDA, 1970; and freelance work as Director and Actor until 1991. In 1997 the National Trust of Australia named him as one of the 100 Australian National Living Treasures. He has been the Artistic Director of the company since its foundation.

G C Froebel – BCom LLB CA Director since April 1998. Graham Froebel is the Group Taxation Manager of Boral Limited. He was previously a partner with the international accounting firm Arthur Andersen.

8

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

DIRECTORS’ REPORT (continued) INFORMATION ON DIRECTORS AND COMPANY SECRETARY (continued) R J Freudenstein – BEc LLB (Hons) Director since December 2006, Richard Freudenstein has worked for News Corporation and related companies since 1994. He is currently the chief executive officer for News Digital Media, the digital division of News Limited. He is currently chairman of realestate.com.au Ltd. He has served as Chairman of the Royal Television Society, Chairman of Nickelodeon UK and as a Director of the English National Ballet.

K T Greiner AO BSocWk Director since October 2005. Kathryn Greiner is Chairman of Biotech Capital Pty Ltd and Australian Hearing. She is also a Director of the National Capital Authority, an advisory council member of LEK Consulting and a Councillor of Bond University.

A de Jong – MBA LLB (Hons) BSc Director since February 2002. Antony de Jong is the Director Payments Solutions & Transaction Services at Telstra. Previously he was a Partner at global technology and information services company Accenture. He is also President of the Duldig Gallery Inc, a public museum, gallery and arts resource centre in Melbourne.

C D Jordan AO BCom LLB LLM FCA Director since March 2006. Chris Jordan is the NSW Chairman of KPMG. He is the Deputy Chairman of the Board of Taxation, an advisory board to the Federal Treasurer. He is also a board member of the Sydney Children’s Hospital Foundation and for the Sydney 2009 World Masters Games Advisory Committee.

J L McLachlan BSc LLB LLM Director since January 2004. James McLachlan is a Media and Sports Consultant with over 20 years commercial and legal experience in those industries. Prior to commencing his consultancy practise in 2005, James was CEO of PBL Enterprises and Group General Counsel of PBL. He is a Director of the Sir Robert Menzies Memorial Foundation Limited and a member of the Executive Committee of the Sydney Peace Foundation.

M H Osmond Director since October 2005. Margy Osmond was appointed Chief Executive of the State Chamber of Commerce (NSW) in August 2001. She is also a Director on a number of Boards including the State Transit Authority and the NSW Government’s Major Events Board, and is Chair of the World Masters Games 2009. Margy’s background is in politics, corporate affairs and government relations.

K N Steinke – Bbus, MBA Director since January 2008. Ken Steinke is Managing Director and CEO of West Australian Newspapers, WA’s major newspaper publisher. Previously, he was CEO of APN NZ National publishing, publisher of the NZ Herald. Ken is a current ABaF councilor and a director of several industry and community bodies.

G R Thew – BCom MA (Ec Hist) Director since April 1998. Gil Thew has over 25 years’ experience in the Information Technology Industry in Australia and overseas, 15 years at CEO level. He is currently CEO of Wolken Management Services Pty Ltd. He is a Deputy Chairman of the NSW Australian Information Industry Association and a former Director of the Epilepsy Association of Australia.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

9

DIRECTORS’ REPORT (continued) INFORMATION ON DIRECTORS AND COMPANY SECRETARY (continued) M Ramsden – BCom (Accy) CPA Company Secretary since December 2006. Mark Ramsden is currently the Finance Manager of the Bell Shakespeare Company. He has extensive financial management experience across a wide range of industries including the Performing Arts.

The interests of the directors in the ordinary share capital of the company at the date of this report are: Beneficial Interest in Ordinary Shares T K F Cox I R Atlas J A Bell G C Froebel K T Greiner A de Jong C D Jordan J L McLachlan M H Osmond G R Thew R J Freudenstein K N Steinke

Number of shares 5,000 5,000 5,001 5,005 5,000 5,000 5,000 5,000 5,000 5,005 5,000 5,000

The above shares are deemed to have no commercial value. The Constitution of the company prohibits the distribution of income and property by way of dividend or bonus. The Constitution also prohibits the return of capital or of any other distribution to members on winding up.

Meetings of Directors During the financial year six meetings of directors were held and attended as follows.

Directors’ Meetings Eligible To Attend Number Attended T K F Cox I Atlas J A Bell R J Freudenstein G C Froebel K T Greiner A de Jong C D Jordan J McLachlan M H Osmond G R Thew

10

6 6 6 6 6 6 6 6 6 6 6

6 4 5 5 4 5 6 6 4 2 4

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

DIRECTORS’ REPORT (continued) Directors' and Auditors' Indemnification The company has not, during or since the end of the previous financial year, in respect of any person who is or has been an officer or auditor of the company:• •

indemnified or made any relevant agreement for indemnifying against a liability incurred as an officer, including costs and expenses in successfully defending legal proceedings; or paid or agreed to pay a premium in respect of a contract insuring against a liability incurred as an officer for the costs or expenses to defend legal proceedings;

with the exception of the following matter.

During the financial year the company obtained insurance for each of the following persons to indemnify directors and officers for loss arising from any claims made against them by reason of any wrongful act. The premium paid was $4,316.

T K F Cox I Atlas J A Bell G C Froebel K T Greiner A de Jong C D Jordan K N Steinke

J McLachlan M H Osmond G R Thew M Ramsden J S Berry C M Tooher R J Freudenstein

Environmental Review The company’s operations are not regulated by any significant environmental regulation under a law of the Commonwealth or of a state or territory.

Directors’ Benefits During or since the end of the previous financial year, no director has received or become entitled to receive a benefit because of a contract, other than benefits disclosed in the financial statements or the fixed salary of a full time employee of the company or a related corporation or with a firm of which a director is a member, or with a company in which a director has a substantial financial interest.

Office Bearers at date of the Report T K F Cox, Chairman J A Bell, Artistic Director M Ramsden, Company Secretary Ms J S Berry, General Manager C M Tooher, Deputy General Manager Proceedings on behalf of the company No person has applied for leave of court to bring proceedings on behalf of the company or intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or any part of those proceedings. The company was not a party to any such proceedings during the year.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

11

DIRECTORS’ REPORT (continued) Auditor’s Independence Declaration A copy of the Auditor’s Independence Declaration as required under section 307C of the Corporations Act 2001 is set out on the following page.

This report has been made in accordance with a resolution of directors.

-------------------------------------------------Director

-------------------------------------------------Director

Sydney Dated: 27 February 2008

12

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

DECLARATION OF INDEPENDENCE BY DAVID GOMAN UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF THE BELL SHAKESPEARE COMPANY LIMITED

As lead auditor of The Bell Shakespeare Company Limited for the year ended 31 December 2007, I declare that, to the best of my knowledge and belief, there have been no contraventions of: •

the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

•

any applicable code of professional conduct in relation to the audit.

David Goman Partner

Dated in Sydney this 28th day of February 2008

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

13

INDEPENDENT AUDIT REPORT TO THE MEMBERS OF THE BELL SHAKESPEARE COMPANY LIMITED We have audited the accompanying financial report of The Bell Shakespeare Company Limited, which comprises the balance sheet as at 31 December 2007, and the income statement, statement of changes in equity and cash flow statement for the year ended on that date, 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 in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing and maintaining internal controls 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.

Auditor’s Responsibility Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, 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 entity’s 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 entity’s 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.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Independence In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001 would be in the same terms if it had been given to the directors at the time that this auditor’s report was made.

14

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

Audit Opinion Auditor’s Opinion In our opinion: (a)

the financial report of The Bell Shakespeare Company Limited is in accordance with the Corporations Act 2001, including: (i)

giving a true and fair view of the company’s financial position as at 31 December 2007 and of its performance for the year ended on that date; and

(ii)

complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; and

(b) other mandatory financial reporting requirements in Australia.

BDO Kendalls Chartered Accountants

David Goman Partner Dated in Sydney this 28th day of February 2008

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

15

Declaration by Directors The Directors of The Bell Shakespeare Company Limited declare that: (a)

(b)

the financial statements comprising the Income Statement, Balance Sheet, Statement of Changes in Equity and Cash Flow Statement and accompanying notes are in accordance with the Corporations Act 2001: (i)

give a true and fair view of the financial position as at 31 December 2007 and the performance for the year ended on that date of the company.

(ii)

comply with the Accounting Standards and the Corporations Regulations 2001; and

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 and is signed for and on behalf of the Directors by:

-------------------------------------------------Director

-------------------------------------------------Director

Sydney Dated: 27 February 2008

16

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

INCOME STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2007 Note

Revenue

4

2007 $

2006 $

9,252,617

8,423,311

(4,901,002)

(4,826,589)

(1,205,522) (2,330,543)

(929,753) (2,051,194)

(8,437,067)

(7,807,536)

815,550

615,775

-

-

815,550

615,775

Performance: Production expenses Management expenses: Marketing/Fundraising Administration 3 Profit before income tax expense Income tax expense

1(d)

Net Profit

12

The accompanying notes form part of these financial statements

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

17

BALANCE SHEET AS AT 31 DECEMBER 2007 Note

2007 $

2006 $

598,210 685,927 286,054

322,976 159,813 140,459

1,570,191

623,248

227,201 1,529,926 601,368

70,487 1,180,756 505,255

Total non-current assets

2,358,495

1,756,498

Total assets

3,928,686

2,379,746

1,825,121 141,268

1,084,011 66,136

1,966,389

1,150,147

13,865

43,988

13,865

43,988

Total Liabilities

1,980,254

1,194,135

NET ASSETS

1,948,432

1,185,611

96,041 6,127 1,846,264

96,041 58,856 1,030,714

1,948,432

1,185,611

ASSETS Current assets Cash and cash equivalents Receivables Other current assets

16 5 5

Total current assets

Non-current assets Plant & equipment Available-for-sale financial assets Other financial assets

LIABILITIES Current liabilities Payables Short-term provisions

6 7 8

9 10

Total current liabilities Non-current liabilities Long-term provisions

10

Total non-current liabilities

EQUITY Issued capital Reserves Retained earnings

11 12 12

TOTAL EQUITY

The accompanying notes form part of these financial statements

18

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2007 Issued Capital

Reserves

Retained Earnings

Total Equity

Opening balance at 1 January 2006 Profit for the year Net income recognised directly in equity: - Available-for-sale financial assets

96,041 -

17,371 -

414,939 615,775

528,351 615,775

-

41,485

-

41,485

Closing balance at 31 December 2006

96,041

58,856

1,030,714

1,185,611

Opening balance at 1 January 2007 Profit for the year Net income recognised directly in equity: - Available-for-sale financial assets

96,041 -

58,856 -

1,030,714 815,550

1,185,611 815,550

-

(52,729)

-

(52,729)

Closing balance at 31 December 2007

96,041

6,127

1,846,264

1,948,432

The accompanying notes form part of these financial statements

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

19

CASH FLOW STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2007 Note

2007 $

2006 $

4,434,148 (8,139,499) 3,211,287 1,280,332 123,400 72,715 6,373 28,973 1,017,729

4,687,271 (7,590,431) 2,134,700 1,175,084 85,593 37,990 5,612 (12,622) 523,197

(401,899) 106,945 (203,058) (244,483) (742,495)

150,000 (272,331) 116,667 (352,685) (45,871) (404,220)

275,234 322,976

118,977 203,999

598,210

322,976

Cash flow from operating activities Receipts from sales Payments to suppliers & employees Receipts from fundraising Grants and subsidies received Investment income received Interest received Rehearsal studio hire income received Net GST paid Net cash provided by operating activities

17

Cash flow from investing activities Available-for-sale financial assets: receipts Available-for-sale financial assets: payments Other financial assets: receipts Other financial assets: payments Payment for plant and equipment Net cash used in investing activities Net increase in cash held Cash at the beginning of the financial year Cash as at the end of the financial year

16

The accompanying notes form part of these financial statements

20

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 NOTE 1 – STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES The financial report is a general purpose financial report that has been prepared in accordance with Australian equivalents to International Financial Reporting Standards (AIFRS), other authoritative pronouncements of the Australian Accounting Standards Board, Urgent Issues Group Interpretations and the Corporations Act 2001.

Compliance with Australian equivalents to International Financial Reporting Standards (AIFRS) ensures that the financial report comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (IFRS) except for: •

Segment reporting because AASB 114 ‘Segment Reporting’ does not apply to not-for-profit organisations; and

•

Impairment of assets under AASB 136 ‘Impairment of assets’.

Basis of Preparation The accounting policies have been consistently applied, unless otherwise stated.

Reporting Basis and Conventions The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected financial assets and liabilities for which the fair value basis of accounting has been applied.

The following is a summary of the material accounting policies adopted by The Bell Shakespeare Company Limited in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated. (a)

Going concern The financial report has been prepared on a going concern basis, which contemplates continuity of normal trading activities and the realisation of assets and settlement of liabilities in the normal course of business. The company’s continued existence is ultimately dependent upon the success of future productions, government support and fundraising. If the company is unable to continue as a going concern it may be required to realise its assets and extinguish its liabilities other than in the normal course of business and at amounts different from those stated in the financial report. The company has in existence programmes for the development and continuation of both donations and corporate sponsorship and for government support. It is clear that these programmes are essential to the continued existence of the company.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

21

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 1 – STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Accounting Policies (b)

Revenue Revenue from the provision of theatrical and educational productions is recognised upon the provision of the service to customers. Revenue from the sale of programs and merchandise is recognised upon the delivery of goods to customers.

Interest and investment revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

Government grants are recognised in revenue on a cash basis in accordance with AASB 1004 where this standard is applicable.

Fundraising income received for the support of activities are included as income in the Income Statement. Income received in advance for the next year’s season is included in current liabilities as income received in advance since the company is required to spend funds according to the funding agreements and where this does not occur a refund of those funds is required.

(c)

Productions in progress Where the company has theatrical productions in progress, the practice is for the running costs for the tour of each activity to be accumulated and reduced by box office income until completion, at which time the result is determined and the company’s share brought to account. All costs with respect to uncompleted seasons are carried forward at balance date on the basis that it is reasonably expected that future revenue sufficient to absorb the costs carried forward will be derived. Where this is not the case such costs are written off in the period in which they are incurred.

(d)

Income tax The income of the company is exempt from income tax under section 50 – 45 of the Income Tax Assessment Act 1997.

(e)

Plant and equipment Office furniture, equipment and vehicles are carried at cost less any accumulated depreciation and impairment losses. The depreciation rates used for each class of depreciable asset are: • •

Office furniture and equipment: 20% – 33% straight line Vehicles: 20% straight line

Items of production and theatre equipment, including sets, props and wardrobe, are shown as fully depreciated except in particular circumstances. Certain items are, from time to time, disposed of, or re-utilised wholly or partially, in the creation of sets or wardrobe for other productions. The costs of the theatre equipment retained in the Balance Sheet represents the items of theatre equipment effectively remaining. (f)

Leases Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as expenses on a straight-line basis over the period of the lease.

22

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 1 – STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) (g)

Employee benefits Annual Leave Provision is made for the company’s liability for employee benefits arising from services rendered by employees to balance date. Employee benefits expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled plus related on-costs.

Long Service Leave Other employees benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits. Expected future payments are discounted using national government bond rates at balance sheet date with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

(h)

Investments and financial liabilities Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured as set out below.

Available-for-sale financial assets Available-for-sale financial assets are reflected at fair market value. Unrealised gains and losses arising from changes in fair value are taken directly to equity.

Other financial assets Other financial assets are reflected at fair market value and largely represent cash balances, which are not available for use.

Financial liabilities Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation.

Fair value Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value for unlisted investments.

(i)

Foreign currency transactions and balances Foreign currency transactions during the year are converted to Australian currency at the rates of exchange applicable at the date of the transactions. Amounts receivable and payable in foreign currencies at balance sheet date are converted at the rates of exchange ruling at that date. The gains and losses from conversion of short-term assets and liabilities, whether realised or unrealised, are included in profit and loss as they arise.

(j)

Goods and services tax (GST) Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of the GST is not recoverable from the Australian Tax Office. In these circumstances, the GST is recognised as part of the cost of the acquisition of the assets or as part of an item of the expense. Receivables and payables in the balance sheet are shown exclusive of GST.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

23

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 1 – STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) (k)

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

(l)

Impairment of assets At each reporting date the company reviews the carrying value of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expense to the income statement. For the purpose of assessing value in use, this represents depreciated current replacement costs as the company is a not-for-profit entity.

(m)

Cash and cash equivalents Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet.

(n)

Trade and other receivables Trade and other receivables are recognised at original invoice amounts less an allowance for uncollectible amounts and have repayment terms between 30 and 90 days. Collectibility of trade receivables is assessed on an ongoing basis. Debts which are known to be uncollectible are written off. An allowance is made for doubtful debts where there is objective evidence that the company will not be able to collect all amounts due according to the original terms.

(o)

Trade and other payables Trade and other payables represent liabilities for goods and services provided to the company prior to the year-end and which are unpaid. These amounts are unsecured and have 30–60 day payment terms.

24

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 1 – STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued) (p)

Accounting standards issued but not yet effective Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2007 reporting periods. The company’s assessment of the impact of these new standards and interpretations is set out below.

AASB reference

Nature of Change

Application date:

Impact on Initial Application

AASB 8 (Issued Feb 2007) Operating Segments

Replaces the disclosure requirements of AASB 114: Segment Reporting.

Periods commencing on or after 1 January 2009

Applies to listed or similar entities only As this is a disclosure standard only, there will be no impact on amounts recognised in the financial statements. However, disclosures required for the operating segments will be significantly different to what is currently reported (business and geographical segment).

AASB 123 (revised Jun 2007) Borrowing Costs

To the extent that borrowing costs are directly attributable to the acquisition, construction or production of a qualifying asset, the option of recognising borrowing costs immediately as an expense has been removed.

Consequently all borrowing costs for qualifying assets will have to be capitalised.

Periods commencing on or after 1 January 2009

The transitional provisions of this standard only require capitalisation of borrowing costs on qualifying assets where commencement date for capitalisation is on or after 1 January 2009. As such, there will be no impact on prior period financial statements when this standard is adopted.

AASB 101 (Revised Sep 2007)

Amendments to presentation and naming of the financial statements.

Annual reporting periods commencing on or after 1 January 2009

As this is a disclosure standard only, there will be no impact on amounts recognised in the financial statements. However, there will be various changes to the way financial statements are presented and various changes to names of individual financial statements.

Presentation of Financial Statements

NOTE 2 – ACCOUNTING ESTIMATES AND JUDGEMENTS Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. (a)

Critical accounting estimates and assumptions The company makes estimates and assumptions concerning the future. The resulting accounting estimates, by definition, seldom equal the related actual results. There are no estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities.

(b)

Critical judgements in applying the entity’s accounting principles There are no critical judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

25

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) Note

2007 $

2006 $

21,000 2,964 87,769 278,162 3,479,574

19,678 8,559 34,097 278,104 3,302,548

NOTE 3 –PROFIT BEFORE INCOME TAX Profit before income tax expense has been determined after charging Auditors’ remuneration - Audit of parent company - Audit of subsidiary company - Other services Depreciation Rental expense on operating leases Employee benefit expense

6

NOTE 4 – REVENUE Fundraising income Performance income Grants and subsidies Programme and merchandise sales Investment income Interest received Studio hire Total revenue

2,871,101 4,522,124 1,585,972 70,932 123,400 72,715 6,373 9,252,617

2,171,950 4,718,820 1,327,232 76,114 85,593 37,990 5,612 8,423,311

Included in the grants and subsidies are amounts of $433,542 received from the Australia Council (2006: $376,226), $641,057 received from the NSW Ministry for the Arts (2006: $604,291), $40,000 received from the NSW Department of Education and Training (2006: $40,000), $342,673 received from Playing Australia (2006: $266,086), $80,000 received from Arts Victoria (2006: $40,000) and $48,700 received from the Federal Department of Education (2006: $nil).

NOTE 5 – RECEIVABLES AND OTHER CURRENT ASSETS Receivables: Trade and other receivables

685,927

159,813

Other assets: Prepayments and other assets

286,054

140,459

26

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) Note

2007 $

2006 $

226,488 (97,545) 128,943

264,365 (199,418) 64,947

393,620 (373,322) 20,298

421,315 (415,775) 5,540

Motor vehicle – cost Less accumulated depreciation

19,091 (19,091) -

19,091 (19,091) -

Leasehold improvements – cost Less accumulated depreciation

103,946 (25,986) 77,960

-

Total plant and equipment

227,201

70,487

NOTE 6 – PLANT & EQUIPMENT

Office furniture & equipment – cost Less accumulated depreciation

Production & theatre equipment – cost Less accumulated depreciation

(a) Movement in carrying amounts:

2007

Office furniture & fittings Production & theatre equipment Leasehold improvements Motor vehicle Total

2006

Office furniture & fittings Production & theatre equipment Motor vehicle Total

Net book value at 1/1/07 64,947 5,540 70,487

Additions

Deprecation

120,956 19,581 103,946 244,483

56,960 4,823 25,986 87,769

Net book value at 1/1/06 53,684 5,029 58,713

Additions

Deprecation

42,235 3,636 45,871

30,972 3,125 34,097

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

Net book value at 31/12/07 128,943 20,298 77,960 227,201

Net book value at 31/12/06 64,947 5,540 70,487

27

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) Note

2007 $

2006 $

457,193 212,651 860,082 1,529,926

190,081 173,825 816,850 1,180,756

NOTE 7 – AVAILABLE-FOR-SALE FINANCIAL ASSETS

NON-CURRENT Managed Fixed Interest Portfolio Bell Shakespeare Development Trust RIS Investments - Units in Investment Trust Total Available-For-Sale Financial Assets

7(a)

(a) Movement in carrying amounts:

2007

Managed Fixed Interest Portfolio Bell Shakespeare Development Trust RIS Investments - Units in Investment Trust Total 2006 Managed Fixed Interest Portfolio Bell Shakespeare Development Trust RIS Investments - Units in Investment Trust Total

Opening Balance

Additions

Disposals

Revaluation (deficit) / surplus

Closing Balance

190,081

267,112

-

-

457,193

173,825

35,000

-

3,825

212,651

816,850

99,785

-

(56,554)

860,082

1,180,756

401,899

-

(52,579)

1,529,926

136,925

153,156

(100,000)

-

190,081

162,793

50,000

(50,000)

11,032

173,825

717,222

69,175

-

30,453

816,850

1,016,940

272,331

(150,000)

41,485

1,180,756

(a) RIS Investments RIS Investments represent a part of the amount invested under the Reserve Incentive Scheme (‘RIS’), an initiative of the two core Funding Bodies, the Australia Council and the NSW Ministry for the Arts. In accordance with the RIS Agreement between the company and the Funding Bodies, these funds may only be accessed with the express agreement of the Funding Bodies and under prescribed circumstances until 12 June 2018, after which date they are freed from any restrictions.

The Managed Fixed Interest Portfolio is an investment portfolio managed by Perpetual Trustees for the company. The investments are fixed interest securities and cash with returns typically in the range 6% to 7%.

The Bell Shakespeare Development Trust holds investments in a balanced investment portfolio and the portfolio is managed by Perpetual Trustees.

28

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

Notes forming part of the Financial Statements for the year ended 31 December 2007 (Continued) Note

2007 $

2006 $

8(a) 8(a)

93,313 -

90,255

8(b)

243,055 200,000 65,000 601,368

350,000 65,000 505,255

NOTE 8 – OTHER FINANCIAL ASSETS INVESTMENTS NON-CURRENT RIS Investments: Bank Term Deposit Bank Deposit Advance Grant Investment: Bank Deposit Bank Term Deposit Guarantee Deposit

(a) RIS Investments RIS Investments represent a part of the amount invested under the Reserve Incentive Scheme (“RIS”), an initiative of the two core Funding Bodies, the Australia Council and the NSW Ministry for the Arts. In accordance with the RIS Agreement between the company and the Funding Bodies, these funds may only be accessed with the express agreement of the Funding Bodies and under prescribed circumstances until 12 June 2018, after which date they are freed from any restrictions. (b) Other bank deposits Other Bank deposits are not considered accessible to the company for the purposes of this classification.

2007 $

2006 $

563,032 1,262,089

369,269 714,742

1,825,121

1,084,011

128,964 12,304 141,268

66,136 66,136

13,865

43,988

Aggregate employee benefits

142,829

110,124

Number of employees at year end:

27

22

NOTE 9 –PAYABLES CURRENT Trade and other payables Income received in advance

NOTE 10 – PROVISIONS SHORT TERM Employee benefits Unbilled touring costs

LONG TERM Employee benefits

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

29

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) 2007 $

2006 $

96,041

96,041

58,856

17,371

(52,729) 6,127

41,485 58,856

1,030,714 815,550

414,939 615,775

1,846,264

1,030,714

NOTE 11 – ISSUED CAPITAL Issued capital 96,041 ordinary shares of $1.00 each The above shares are deemed to have no commercial value. The Constitution of the company prohibits the distribution of income and property by way of dividend or bonus.

The Constitution also prohibits the return of capital or of any other distribution to members on winding up.

NOTE 12 – RESERVES AND RETAINED EARNINGS (a) Reserves Reserves at beginning of the year Unrealised (loss) / gain on revaluation of available-for-sale investments Reserves at end of year (b) Retained earnings Retained earnings at the beginning of the financial year Net profit for the year Retained profits at the end of the financial year

NOTE 13 – LEASING COMMITMENTS (a) Operating Lease Commitments Non-cancellable operating leases contracted for but not capitalised in the financial statements Payable: •

not later than one year

247,479

174,319

•

later than one year but not later than 5 years

309,504

562,934

556,983

737,253

The major part of the lease commitments reported above relate to the rental of office and rehearsal premises for the company and include leases expiring in March 2010 with no option to renew. A lesser part relates to the lease of office equipment which expires in June 2011; this lease carries an escalation clause which is expected to be in line with economic conditions.

30

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 14 – REMUNERATION OF DIRECTORS AND EXECUTIVES (a) Directors The following persons were the directors of the company during the financial year: (i) Chairman (non-executive) T K F Cox (ii) Executive Director J A Bell (iii) Non-executive Directors I R Atlas R J Freudenstein G C Froebel K T Greiner A de Jong C D Jordan J L McLachlan M H Osmond G R Thew (b) Executives The following persons were the three executives with the greatest authority for the strategic direction and management of the company: J A Bell – Artistic Director J S Berry – General Manager C M Tooher – Deputy General Manager M Ramsden – Finance Manager No payments were made to any director or executive for post-employment benefits, termination benefits, share-based payments or other long-term benefits. Short-term compensation paid and/or payable to the key management personnel were as follows:

Salary and fees Superannuation Bonuses Income paid or payable

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

2007 $ 514,711 46,324 39,000 600,035

2006 $ 504,808 45,433 22,000 572,241

31

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 15 – RELATED-PARTY TRANSACTIONS Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated. Donations were received from certain Directors and Director-related parties during the year and these are named amongst those private donors listed in the attachment to this report.

2007 $

2006 $

-

25,050

(a) Director-related persons Remuneration paid to Anna Volska, wife of John Bell, for acting and directing NOTE 16 – RECONCILIATION OF CASH AND CASH EQUIVALENTS For the purpose of the Cash Flow Statements, cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet. Cash at the end of the financial year as shown in the balance sheet is made up as follows:

Cash on hand Cash at bank

2007 $

2006 $

1,389 596,821 598,210

1,949 321,027 322,976

NOTE 17 – RECONCILIATION OF CASH FLOW FROM OPERATIONS WITH PROFIT AFTER TAX 2007 $

2006 $

815,550

615,775

87,769

34,097

Changes in assets & liabilities: (Increase) / decrease in other receivables Decrease in prepayments and other assets (Decrease) / increase in trade and other payables Increase in provisions

(526,114) (145,595) 741,110 45,009

(47,232) 25,882 (117,843) 12,518

Cash flow from operating activities

1,017,729

523,197

Profit for the year Non-cash-flow items: Depreciation

32

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 18 – FINANCE FACILITIES 2007 $

2006 $

130,000 20,000 110,000

120,000 10,000 110,000

Standby arrangements with banks to provide funds and support facilities.

Multi Option Credit Facility Amount used Unused credit facility

Security Details The multi option facility, which includes a bank overdraft facility of $50,000 (2006: $50,000) a credit card facility of $20,000 (2006: $10,000) and a general credit facility of $60,000 (2006: $60,000), is arranged with the Commonwealth Bank of Australia with general terms and conditions being set and agreed to from time to time. The Bank facility is secured by a Registered Equitable Mortgage given by The Bell Shakespeare Company Limited over all its assets including uncalled capital, and Keyman Insurance assigned to the Bank in respect of John Bell.

A letter of set off has also been given by The Bell Shakespeare Company Limited to the bank over a term deposit of $65,000.

NOTE 19 – FINANCIAL INSTRUMENTS (a) Financial risk management The company’s financial instruments consist mainly of deposits with banks, local money market instruments, investments, trade receivable and payables. The main risks the company is exposed to through its financial instruments are interest rate risk (see section (c) below), liquidity risk and credit risk. (i)

Credit risk The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets is the carrying amount of those assets, net of any provisions for doubtful debts, as disclosed in the balance sheet and notes to the financial statements. The company does not have any material credit risk exposure to any single debtor or group of debtors.

(ii)

Liquidity risk Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding through trading and an adequate resource of committed credit or other finance facilities. The company manages its liquidity rate risk by monitoring cash flow daily and reviewing cash flow forecasts which assists in managing its day to day needs.

(iii)

Foreign exchange risk The company is rarely exposed to foreign currency risk and where this may arise, if material, the company would hedge transactions.

(iv)

Price risk The company is exposed to price risk through investments held which are classified as available for sale. The company has not hedged such risk. The company is not exposed to commodity price risk.

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

33

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 19 – FINANCIAL INSTRUMENTS (Continued) (b) Net fair values The net fair value of financial assets and liabilities approximates their carrying value. No financial assets or liabilities are readily traded on organised markets in standardised form. The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed in the balance sheet and in the notes to and forming part of the financial statements. (c) Interest rate risk The company’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is as follows:

Notes

Floating Rate

Fixed Rate 1 year or less

Non Interest Bearing

Total

685,927 286,054 1,072,733 2,044,714

598,210 685,927 286,054 1,529,926 601,368 3,701,485

-

-

1,825,121

1,825,121

-

-

2007 Financial Assets: Cash and cash equivalent Trade and other receivables Other current assets Available-for-sale financial assets Other financial assets Sub total

16 5 5 7 8

Weighted average interest rate Financial Liabilities: Trade and other payables

598,210 457,193 243,055 1,298,458

358,313 358,313

6.24%

6.68%

-

-

9

Weighted average interest rate

N/A

Net Financial Assets

N/A

1,298,458

358,313

219,593

1,876,364

322,976 190,081 440,255 953,112

65,000 65,000

159,813 140,459 990,675 1,290,947

322,976 159,813 140,459 1,180,756 505,255 2,309,259

5.05%

6.05%

-

-

-

-

1,084,011

1,084,011

-

-

2006 Financial Assets: Cash and cash equivalent Trade and other receivables Other current assets Available-for-sale financial assets Other financial assets Sub total

16 5 5 7 8

Weighted average interest rate Financial Liabilities: Trade and other payables Weighted average interest rate Net Financial Assets

34

9 N/A

953,112

N/A 65,000

206,936

1,225,248

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2007 (CONTINUED) NOTE 20 – CAPITAL REQUIREMENTS There are no regulatory requirements to maintain a minimum level of capital. The company does not have a capital management plan. All capital requirements are met through the annual sponsorships, donations and grants which form part of the net revenue of the company, and the profits generated by the company’s operations. Over the past years of operation these surpluses have been accumulated to support the ongoing operations of the company.

NOTE 21 – EVENTS AFTER BALANCE SHEET DATE No events have occurred since balance date which would have a material impact on the financial statements.

NOTE 22 – COMPANY INFORMATION The financial report of The Bell Shakespeare Company Limited for the year ended 31 December 2007 was authorised for issue in accordance with a resolution of Directors dated 21 February 2008 and covers The Bell Shakespeare Company Limited. The financial report is presented in Australian currency.

The address of the registered office and principal place of business is: The Bell Shakespeare Company Limited Level 1 33 Playfair Street SYDNEY NSW 2000

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

35

ADDITIONAL INFORMATION FUNDRAISING The Bell Shakespeare Company undertakes fundraising appeals throughout the year; it holds an authority to fundraise under the Charitable Fundraising Act 1991 (NSW). Additional information and declarations to be furnished under this Act are as follows: (a) Details of aggregate fundraising income and expense from fundraising appeals

Note Capital/Foundation Fund donations Young Artists Fund donations Sponsorships Donations Sponsorships - other Raffles Gross income raised by appeals Less costs of fundraising appeals: Capital/Foundation Fund Sponsorships Donations Events Raffles Costs of fundraising appeals Net surplus from fundraising appeals

4

2007 $

2006 $

93,300 324,000 1,301,330 1,136,666 7,855 7,950 2,871,101

131,000 1,004,677 1,036,273 2,171,950

520,031 196,289 465 716,785

49,250 406,804 131,254 587,308

2,154,316

1,584,642

(b) Application of funds Funds raised through the Capital Fund (formerly Foundation Fund) are designated for securing the future of the company. Funds raised through the Young Artists Fund are designated to subsidise a Creative Fellowship Program from 2008 onwards. All other funds raised support the current theatrical productions and educational work of the company. (c) Forms of appeal Appeals during the year included general appeals for sponsorship and donations. (d) Traders Bell Shakespeare employs professional staff to manage and coordinate its fundraising activities and consequently does not engage commercial fundraising traders to secure donations.

36

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

ADDITIONAL INFORMATION FUNDRAISING (continued) (e) Comparative figures and ratios 2007

2006

716,785 / 2,871,101 25%

587,308 / 2,171,950 27%

Net surplus from fundraising / /Gross income from fundraising ($) Net surplus from fundraising / /Gross income from fundraising (%)

2,154,316 / 2,871,101 75%

1,584,642 / 2,171,950 73%

Total cost of services provided / /Total expenditure ($) Total cost of services provided / /Total expenditure (%)

4,901,002 / 8,437,067 58%

4,826,589 / 7,807,536 62%

Total cost of services provided / /Total income received ($) Total cost of services provided / /Total income received (%)

4,901,002 / 9,252,617 53%

4,826,589 / 8,423,311 57%

Fundraising Results Total costs of fundraising / Gross income from fundraising ($) Total costs of fundraising / /Gross income from fundraising (%)

(f) Declaration by Chairman as required by the Charitable Fundraising Act 1991 (NSW) I, Tim Cox, Chairman of The Bell Shakespeare Company Limited, declare that in my opinion: (i) (ii) (iii) (iv)

the income statement for the year ended 31 December 2007 gives a true and fair view of all income and expenditure with respect to fundraising appeals; and the balance sheet as at 31 December 2007 gives a true and fair view of the state of affairs with respect to fundraising appeals; and the provisions of the Charitable Fundraising Act 1991 (NSW) and the regulations under that Act and the conditions attached to the authority have been complied with; and the internal controls exercised by Bell Shakespeare are appropriate and effective in accounting for all income received and applied by Bell Shakespeare from any of its fundraising appeals.

Signed

Tim Cox Chairman Dated: 27 February 2008

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

37

INFORMATION SUMMARY A – PAID ATTENDANCES

CITY

REGIONAL

TOTAL 2007

TOTAL 2006

68,051 15,984 15,543 9,798 2,267 3,439 11,765 1,585

30,782 19,467 5,136 751 2,511 1,540 932

98,833 35,451 15,543 14,934 3,018 5,950 13,305 2,517

105,376 46,197 18,217 17,335 5,837 3,345 10,251 2,167

128,432 -

61,119 -

189,551 -

208,725 4,754

61,119

189,551

213,299

LOCATION NSW VIC ACT QLD SA TAS WA NT Sub Total International

128,432 Notes: City: the capital city of the state or country Regional: other locations in that state or country B – OTHER ACCESS

The company also engages in a number of other activities through which a wider audience reaches the Bell Shakespeare Company. These include: (a) Websites: number of hits in 2007: 109,506 (2006: 71,897) (b) Pre-performance discussion groups.

C – GOVERNMENT SUPPORT Analysis of Grants and Subsidies

Core Australia Council Australia Council – Business Initiative Australia Council – Emerging Artist NSW Ministry for the Arts NSW Department of Education and Training Playing Australia Dept Education, Employment & Workplace Relations (formerly DEST) Arts Victoria Total Bell Income* Playing Australia** Effective Total Support

Touring

344,642

-

344,317 -

TOTAL 2007

Other

TOTAL 2006

180,000 342,673

68,900 20,000 116,740 40,000 -

344,642 68,900 20,000 641,057 40,000 342,673

376,226 604,921 40,000 266,086

688,959

522,673

48,700 80,000 374,340

48,700 80,000 1,585,972

40,000 1,327,232

-

-

-

-

-

688,959

522,673

374,340

1,585,972

1,327,232

*Receivable by Bell as disclosed in Note 4 to Financial Statements **Grants/Subsidies supporting Bell Activities administered by third parties.

38

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

D – SUMMARY FINANCIAL INDICATORS 2007 $

2007 %

2006 $

2006 %

Net assets

1,948,432

49.6%

1,185,611

49.8%

Total assets

3,928,686

100.0%

2,379,746

100.0%

Box office Private sector Other

4,522,125 2,871,100 273,420

48.9% 31.0% 3.0%

4,718,820 2,171,950 205,309

56.0% 25.8% 2.4%

Sub-total earned

7,666,645

82.9%

7,096,079

84.2%

Government support Core Touring Other Sub-total government

688,959 522,673 374,340 1,585,972

7.4% 5.6% 4.1% 17.1%

672,452 458,113 196,667 1,327,232

8.0% 5.4% 2.3% 15.8%

Total

9,252,617

100.0%

8,423,311

100.0%

Assets

Income

Profit Earned income Expense Earned loss Government support Net profit

7,666,645 (8,437,067)

7,096,079 (7,807,536)

(770,422) 1,585,972

(711,457) 1,327,232

815,550

615,775

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

39

40

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

41

LIST OF DONORS We are deeply grateful to the following private donors for their support during the 2007 financial year: Accenture Australia Ltd Mrs Kate Adams Ms Heather Adie Ms Frankie Airey Mr Robert Albert AO & Mrs Albert Mrs Elizabeth Aleksanian Prof Percy Allan AM Allen & Buckeridge Pty Ltd Ms Julianne Alroe The Hon Richard Alston Mr & Mrs Bill Anderson Ms Jennifer Anderson Mrs Jillian Anderson Mr & Mrs Lynn Anderson Ms Nicole Andrews & Ms Erika Barna Mr & Mrs Ian Angus Mr Timothy Ash Ms Tina Ashburner Mrs Maggie Atherton Ms Ilana Atlas & Mr Tony D'Aloisio Australia Post The Australia-Britain Society AXA Asia Pacific Holdings Limited Mr John Ayliffe Bain & Company Mr & Mrs Christopher Bantick Mr & Mrs George Barbouttis Mr Frank Barnes Mr & Mrs Graham Barr Mr Peter Barry Dr Margaret Barter Ms Beryl Barton Mrs Susan Basten Dr Richard & Mrs Michele Bate Mr Greg Bayles Mr & Mrs David Beckett Mr & Mrs Christopher Beeny Mr John Bell AM & Ms Anna Volska Dr David Bennett AO QC & Justice Annabelle Bennett Mr Tony Berg AM & Mrs Berg Berg Family Foundation Mr Bob Berghout Mrs Leah Bernstein Miss Pamela Berriman

42

Mr Tony Berry Mrs Louise Binnie Ms Sarnia Birch Dr Ruth Bishop Mr & Mrs Ivor Bitel Mr Anthony Bland Mr John Blattman Boeing Australia Ms Clare Bolton & Mr Lloyd Hughes Mr & Mrs Les Boreham Mrs Maureen Boswell Mr & Mrs Graham Bradley Graham & Charlene Bradley Foundation Mr & Mrs Reg Bradshaw Mrs Leeron Branicki Dr Lyn Brignell Ms Helen Bristow Mr & Mrs John Brogden Ms Jennifer Brown Ms Laurel Brown Mr Tom Bruce AM & Mrs Beth Bruce Mrs Karon Buchanan Ms Sienna Dune Buchanan Mr & Mrs Ken Buckley Mrs Geraldine Bull Mr & Mrs Richard Bunting Mr & Mrs Bill Burdett Mr Rick Burrows Mr Oswald Butz Miss Michelle Calf Mrs Diane Callender Mr Robert Campbell Mr Edmund Campion Mr David Carl Mr Jim Carlton Ms Nelli Carrel Mr Mark Carroll Mr & Mrs David Carruthers Dr David Castelan Mr Lynne Cattell Mr & Mrs Peter Caunt Mr & Mrs Tim Cavanough Mr & Mrs Stephan Center Dr David Champion & Dr Caroline Champion Mrs Betty Charles The Hon Stephen & Mrs Jenny Charles Mr Terry Charleston Mr John & Mrs Jillian Cheek The Hon Justice Chernov AO & Mrs Chernov Mr & Mrs Frederick Chilton Ms Louise Christie Mr & Mrs Philip Chronican Mr & and Mrs George Clark Mr & Mrs Robert Clark Ms Jill Clarke

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

Mr Andrew Close Ms Christianna Cobbold Dr & Mrs John Cocks Mr Cynthia Coghill & Mrs Coghill Mr Richard Cogswell Ms Jennifer Cohen Mr Victor H Cohen Mrs Alice Coleman Mr Christopher Collin Mr John & Mrs Christine Collingwood Mr Brendan Comas Mr Roland Comfort Dr Brian Connor AM Ms Janet Coombs AM Professor & Mrs D Cooper Mr Kevin Cosgrave Mr Robert Coupe Ms Jane Cousens Mr Tim Cox AO & Mrs Bryony Cox Prof Allen Craswell & Ms Lyn Tanner Mr John Crocker Mrs Edna Crohn Mr Anthony Crossley & Ms Chris Rossiter Ms Susan Culverwell & Ms Grace Farrugia Mrs Rhonda Dalton Ms Sue & Joanne Dalton Ms Robyn Dalziel Prof & Mrs I Darian-smith Mr & Mrs Frank Davis Mrs Margaret Davis Mr Antony de Jong Mr & Mrs Henri de Jong Dr Vivianne de Vahl Davis Mrs Francesca Deane Emeritus Prof Christine Deer Mr Sam Degabriele The Deloitte Foundation Ms Jennie Dibley Mr Martin Dickson AM & Mrs Susie Dickson Mr Brian Dobbs & Mrs Dobbs Dr Phil Dolan Mrs Veronica Dollar Mr Jim Dominguez CBE AM & Mrs Dominguez Dr Alan Donald Mr Allan W Donald Mr Rod Donnelly Mr Malcolm Douglas & Ms Maria Sola Mr & Mrs John Downer Mr Ian Dunlop Mr & Mrs John Dunlop Mrs Jean Dunn Mr & Mrs Michael Dunn Ms Sandra Dureau Dr & Mrs Bishnu Dutta Ms Karen Dwarte Ms Jacqueline Dwyer Mr David Eager Mrs Josephine Eberhard

Mr & Mrs J端rgen Eckel Mr Edwards & Ms Hope Mr & Mrs Hans Eisen Mrs Lynette Eiszele Mr Paul Elliott QC Mr Eric Ellram Ms Diana Encel Mr Saul Eslake & Ms Linda Arenella Mr & Mrs Ralph Evans The Hon Elizabeth Evatt AC Ms Kate Evers The late Lady Nancy Fairfax AO Dr & Mrs Don Faithfull Ms Anne Fallon Mr Ross Feller & Dr Clare Willington Mr Robert Felton Ferris Family Foundation Dr Joyce Fildes Mrs Judith Finney Ms Marcia Fleet Professor & Mrs Peter Fletcher Ms Susan Fletcher Mr Richard Flitcroft Mr & Mrs Peter Ford Mr William J Forrest AM Mr David Franks Mr & Mrs David Frecker Ms Gail Freeman Mr & Mrs Vic French Mr & Mrs Richard Freudenstein Dr & Mrs John Frew Ms Margaret Frey Mr Graham Froebel Mrs Susan Gabriel Mr Colin Gagaeler Mr Brett Gale Miss Fiona Gale Ms Wendy Gallagher Mr & Mrs Justin Gardener Ms Mary-Jane Gething & Mr Joseph Sambrook Mr Philip Ghirardello Mr Tony Gilbert AM Ms Jennifer Giles Mr Owen Giles Ms Elaine Gilmore Ms Michele Gladden Mr John Godfrey & Ms Miranda Beale Mr & Mrs Colin Goldschmidt BDO Kendalls Mr David Gordon Dr Janette Gordon-Clark The Gourlay Charitable Trust Mrs Ingeborg L Grant Mrs Pamela Grant Mr Peter Graves Mr Leslie Gray Mr Maurice Green AM & Mrs Green

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

43

Mrs Anna Green The Hon Nick Greiner AC & Mrs Kathryn Greiner AO Dr & Mrs Gary Grohmann Mr Reg Grouse Mr Ernie Gruijthuijsen Ms Ishanthi Gunawardana Mr Desmond Stuart Guy Dr Catherine Guy Ms Angela Haddow Mrs Alison Hale Mr John Hambly Mr Glenn Hamilton Ms Lydia Hamilton Mr & Mrs Greg Hammond Ms Louise Hamshere Dr Lesley Hardcastle Dr Ian Hardingham QC Ms Barbara Harland Ms Lesley Harland Ms Vicki Harpur Mrs Mary Harris Mr & Mrs Andrew Harrison Mr Bruce Hartnett & Ms Louise Einfeld Mrs Ruth Hartnett Ms Matilda Hartwell Dr Frank Harvey Mr Steven Harvey Miss Monica Hasn Mr Robert & Mrs Kathleen Hatch Mr Paul Hattaway & Ms Catherine Parr Mr Philip Haultain Mrs Barbara Haverfield Mr Max Haverfield & Mrs Haverfield Ms Jan Hayes Mr Harry Haythorne Mr & Mrs Bill Hayward The Hon Justice Peter Heerey Mr Peter Heley & Ms Stella Heley-Groves Ms Meredith Hellicar Ms Jane Hemstritch Mr Stephen Henderson Mrs Michele Hersch Dr John Heywood Ms Amanda Higgs Mr & Mrs John Hindmarsh Mr & Mrs Anthony Hiscock Ms Margaret Hoare Mr Roger Hobbs Mr Timothy Hobbs Rev Father William Hoekstra Mr Earle Hoffman OAM Mr & Mrs Nick Holder Mrs Patricia Holdsworth Mr Rod Hollingsworth Mrs Valda Homer Mr John Horacek Mr Ken Horler AM QC & Mrs Horler

44

Mr John & Mrs Patricia Howard Rev & Mrs Bill Huff-Johnston Mr & Mrs Michael Hutchinson Mr Wayne Ihaka & Mrs Ihaka Mr Irwin Imhof Ms Avril Ingram & Mr Alan Dawson Dr & Mrs Vernon Ireland Mr Terence Irving Father Gerry Iverson Dr John Griffiths & Ms Beth Jackson Ms Jayne Jagot Mr Howard James Ms Ruth Jankovskis Mrs Margaret & Mr Richard Jaworski Mrs Barbara Jenkins Mrs Chrissie Jephcott Mr Leslie Jesudason Mr Vincent Jewell Mr Robert & Mrs Anne Johanson John Colet School Mr & Mrs Graeme Johnson Susan Johnson Mr & Mrs Cam Johnston Ms Gloria Jones & Mr John Thacker Mr Harry Julian Ms Julie Kantor Dr Tom Karplus & Dr Elisabeth Karplus Lady Catherine Kater AM Mrs Ilse Katz Mr & Mrs Michael Katz Mr & Mrs Michael Keary Ms Glenda Keighran Miss Elizabeth Kelly Mr John & Mrs Lisa Kench Dr Sue Kesson Mr Patrick Kevans Mr James Kimpton AM & Mrs Kimpton Mr & Mrs Gordon King Miss Helen Kingston Mrs Joan Kitchin Ms Jeanette Knox Professor Paul Korner AO Ms Mary Kostakidis Mrs Susan Kraft Dame Leonie Kramer AC Mr Franรงois Kunc SC Ms Alexis Lander Mr Michael & Dr Julie Landvogt Sydney Harbour Foreshore Authority Ms Robyn Lansdowne Mr Athol & Mrs Millie Lapthorne Miss Carolynn Larsen Mr John & Mrs Dymphna Laurie Mrs Sarah Lawrence Ms Anne-Marie Lawson Mr & Mrs David Leaver Mrs Margaret Lederman Mrs Edda Leembruggen

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

Mr Richard Leemen & Mrs Leemen Mr Owen Lennie Mr William Leslie Dr Peter Lewin Mr John Lewis Mr Bob Lim & Ms Jennifer Ledgar Mr & Mrs George Limb Dr Susan Linton Ms Betty Loftus Mrs Ardelle A Lohan Dr Michael Long AM Mr & Mrs Richard Longes Mr Susan Louden Mr Peter & Mrs Carolyn Lowry Mr Graeme Lush Ms Sue Lyons Mrs Robyn Macintosh Mr & Mrs Hugh Mackay Mr & Mrs Rod Mackenzie Professor James Mackie Hon Mr Ian Macphee AO & Mrs Macphee Macquarie Bank Limited Mrs Margaret Malgo Mr George & Mrs Mary Maltby Mr & Mrs Gilbert Mane Mr Jeff Mannell Prof Bruce Mansfield Maple-Brown Abbott Limited Miss Debrah Marinaro Dr & Mrs Philip Marnie Mr & Mrs Alan Martin Mrs Alexandra Martin Mr David Martin Mr & Mrs Peter Mason Mr Roger Massy-Greene & Ms Belinda Hutchinson Miss Diane Matthews Mr & Mrs Stan May Mr John McCallum AO & Ms Googie Withers AO Ms H C McCathie Mr & Mrs Owen McClung Mrs Christine McDiven Miss Patricia McEnerny Mr & Mrs Brian McFadyen Sir Ian McFarlane Ms Jean Mcgrady Ms Alison Mcintyre Ms Jennifer McKee Mrs Miriam McKoy Mr James McLachlan Ms Ann Mclaren Ms Merran McLaren Ms Kim Mclean Mrs Maria McMahon Mr Donald McMichael The Hon Bob McMullan MP & Ms Robin Joyce

Mrs Norma McMurdo Mr John McMurtrie & Ms Deborah Smithers Mr Kevin McNamara Mrs Fiona Mcwhinnie Mr Douglas Meagher QC & Mrs Meagher Mr Richard Meenahan & Mrs Meenahan Mrs Margot Meldrum Dr Graeme & Emma Mendelsohn The Hon Justice John E Middleton QC Dr John Middleton Mr Nigel Milan & Ms Judi Stack Ms Denise Millar Mrs Louise J Miller Mrs Jean Millner Mr & Mrs Nick Minogue Ms Holly Mitchell & Mr Keith Bayliss Mr John & Mrs Elizabeth Moen Dr & Mrs Denis Moir Mrs Elaine Moon Mr Weston Moorhouse Ms Shirley Morris Dr David Morton Mrs Julie Moses Mr Douglas Muecke Ms Elizabeth Muir Mr John Muller The Mundango Charitable Trust Ms Kay M Murray Ms Carolynn Murtagh Dr William B Muston Mrs Rosalind Myer Mr Rupert Myer AM Dr Anne Myers Hal Myers Mrs B Neill Mr Sam Neill Mrs Annabelle Neilson Dr Margaret Nelson Mrs Margaret Newton Mrs Muriel Newton Mr & Mrs Douglas Nicholas Mr Jim Nield & Mrs Nield Mrs Helen Norman Ms Jean Norman Mrs Rosemary North Miss Linda Notley Dr Edward J Nuffield Dr Helen Nugent AO Mr & Mrs Tom O'Dea Ms Margaret O'Donnell The Hon Mr Barry O'Keefe AM & Mrs Jan O’Keefe Mr Tony Oliver Mr Graham O'Loghlin Mr & Mrs Steve Ormerod Mr George Osgood Mr Kevin O'Shea Mr Bruce & Mrs Catherine Oslington

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

45

Optus Mrs Roslyn Packer AO Ms Rosemary Palmer Ms & Ms Alex Paris Ms Ann Parry Mrs Robyn Parsons Mr Jeremy Pascoe Mrs Annie Passmore Ms Christine Paterson Miss Joan Pearson The Nigel & Patricia Peck Foundation Ms Rebel Penfold-Russell Dr & Mrs John Percy Mrs Polly Peres Ms Elaine A Peterson Mr Jeffrey Phillips Mrs Nola Pickett Dr Tom J Playfair Ms Carmelan Polce & Ms Derek Kidley Mr Brian & Ms Jane Pollard Ms Maureen Poole Commander Warwick Potter Mr Clive Powell AM Ms Rosalie Pratt AM Mr Robert Preston Ms Beverley Price Ms Ginette Priestley Mr Warwick Procter Dr & Mrs Tony Pryor Dr Susan Pugh & Prof Michael Bennett Mr & Mrs David Pumphrey Mr Michael Quinn Ms Patricia Quinn Ms Jane Randell Mr & Mrs Rod Ravenscroft Mrs Jenny Rayner Mr Kenneth Reed Mr Ian Reid & Ms Jill Potts Mr John Reid AO Mr & Mrs Peter Reid Professor Greg Reinhardt Mrs Pamela Reisner Resmed Foundation Mrs Wendy Richards Mr Glenn Richmond & Mrs Richmond Dr Marilyn Rob Ms Roslyn Robertson & Mr Donald Wyllie Mr and Mrs Andrew Rodger Mr John Roe Ms Trudie Rogers Ms Catherine Rothery Mr Harry Rundle Mrs Patricia Rushton Ms Sharon Rutledge Mr Jon Ryan Dr & Mrs Peter Sack Ms Jennifer Sadler Dr Elizabeth Sakker

46

Mr Richard Salisbury Ms Jenny Salmon Ms Kay Schapper Mrs Yashian Schauble Ms Jennifer Schroeder Mr & Mrs Max Schultz Mr & Mrs Hans Sch端ttler Mr Douglas & Mrs Elisabeth Scott Mrs Penelope Seidler Dr Stephen P Sekules Mrs Zara Selby David & Daniela Shannon Prof Peter & Ms Trish Sheldrake Mr Robert Shelston & Mrs Shelston Mr Anthony Shepherd Mrs Sandra Shuetrim Mr & Mrs Rodney Simpson Ms Alison Pert Dr Agnes Sinclair Mrs Pamela Sinclair Ms Sharon Skeggs Ms Jann Skinner Ms Alisa Smith Professor & Dr Andrew Smith Dr & Mrs Derek Smith Mr Rod Smith Mrs Marie-Louise Smith Mr & Mrs David Smithers Mr Mervyn Spencer Miss Shoba Srinivasan Mr John E Stafford Mr & Mrs W Stanfield Mr Shane Stanley & Ms Sally Wilkins Mr Peter Stapleton Ms Sandy Starbuck Ms May Steilberg Mr & Mrs Phil Stern Mr George Stewart Ms Heather Stock The Hon Justice Margaret Stone Mrs Liz Story Ms Katrina Strickland Dr Malcolm Stuart Dr Douglas Sturkey Mrs Diane Sturrock Mr Bill Sweeney Mr Robin Syme AM & Mrs Rosemary Syme Dr Joan Symington Mr & Mrs Alan Talbot Ms Carmel Taylor Mr Graham Taylor Ms Victoria Taylor Mr Samuel Teed Mr Patrick Tehan QC Mr & Mrs David Templeman Mrs Diane Tennie Miss Christina Terpaj

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

Gil Thew & Wilson Breen Mr David Thomas Mr & Mrs Rob Thomas Ms Sue Thomson Ms Cassie Thornley Mr Ronald Thyer Mrs Elizabeth L Trainor Miss Ruth Trait Ms Mary Tranter Mr & Mrs Russell Tregonning Ms Sophie Treleaven Mr Douglas Trengove Mr Ken Tribe AC Mr Jonathan & Mrs Karin Trope Mrs Margaret Tucker Mr John Tuckey Miss Jennifer Turnbull Mr & Mrs Ewen Tyler Mr Ross Tzannes UBS Foundation Mr Kevin Underwood Mrs Lynette Urquhart Dr Yvette Vella Mr Peter Vickery QC & Mrs Claire Vickery Mr & Mrs R T Viney Mr Greg Wade Mr Phil Waite & Ms Nerelle Poroch Ms Janice Walker Mr & Mrs Frederick Walker Miss Vicki Walker Mrs Marjorie Wallace Ms Colleen Walles Ms Beverley Walters Ms Sherry Wang Dr John Ward Ms Juliette Ward Dr & Mrs David Wardlaw Mr Paul Warren Mrs Jan Webb Ms Deanne Weir & Mr Jules Anderson Mr & Mrs Nevil Weller The Hon Justice Anthony Whealy QC Mr Anthony Whiddon & Ms Kim Ryan Mr Richard Whiley Rev & Mrs Peter Whitaker Mrs Sally White Mr Geoffrey White OAM Ms Elizabeth Whitecross & Mr Ian French Mrs Margaret Whitlam AO Rev George Wilkins Mr Evan Williams AM Dr Philip Williams Mr Robyn Williams AM Mr Arthur Wilson Mrs Diana & Mrs Gordon Winch Mrs Keith Winsbury & Mrs Winsbury Mr David Winterbottom Mr Adrian Wolst

Dr Roger Woock & Ms Fiona Clyne Mr John Wood Ms Lynn Wood & Mr Max Berghouse Miss Helen C Woodward Mr & Mrs Daryl Wraith Mrs Barbara Wright Ms Carolyn Wright Commander W G Wright Ms Margie Yen Mr Harrison Young & Ms Kirsty Hamilton Mr Ronald Yuen Mr & Mrs George Yullie Mr Barry Zietsch

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

47

48

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251