Bell Shakespeare Annual Report 2009 by Bell Shakespeare

ANNUAL REPORT 2009

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ACN 050 055 251

ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2009

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

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BELL SHAKESPEARE | 2009 ANNUAL REPORT

CONTENTS 07

ARTISTIC DIRECTOR’S REPORT

CHAIRMAN’S REPORT

GENERAL MANAGER’S REPORT

CREATIVE DEVELOPMENT: MIND’S EYE

LEARNING

MARKETING & DEVELOPMENT

CORPORATE GOVERNANCE REPORT

ARTISTIC SELF-ASSESSMENT

OUR DONORS

OUR PARTNERS

FINANCIAL STATEMENTS

ADDITIONAL INFORMATION

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Artistic Director’s Report With the 2009 theatre programme bedded down before the onset of the Global Financial Crisis, it was with some trepidation that we set about its delivery given the uncertainty around how external conditions would affect our income-generating capacity. Despite the precarious outlook, we decided to move forward with what was an artistically vibrant and challenging season: three out of our four productions were not well-known plays, and the fourth was a provocative interpretation of a well-known play featuring an all-female cast. We began the year with Ben Jonson’s satirical comedy The Alchemist. Jonson is the greatest of Shakespeare’s contemporaries and his plays are all too rarely produced in Australia. Seeing them gives us a greater appreciation of Shakespeare’s theatrical context and provides further insights as to what makes Shakespeare unique in terms of language, characterisation and social commentary. It is essential for actors and directors as well as audiences to experience the world in which Shakespeare flourished and to become more fully acquainted with the work of many of his brilliant contemporaries. We co-produced The Alchemist with Queensland Theatre Company (QTC), which gave us the opportunity as a national company to work with some of the best artists based in Brisbane. Furthermore, the combined resources of the two organisations led to some innovative design solutions, particularly in relation to the sets and costumes. Because the play deals so much with disguise, role-playing and trickery, I encouraged the actors to assemble their own costumes from existing QTC and Bell Shakespeare wardrobe stock. Costumes could be of any style or period as long as they made a strong character statement. Costume racks were placed on stage so that we could watch the actors change from one role to another. The costumes were assembled under the expert eye of Bruce McKinven who also designed the set. The Alchemist is not a glamorous play – it deals with the seedy underbelly of a London inhabited by crooks, pimps and charlatans. The production successfully captured the vitality and earthiness of Jonson’s vision and related it as closely as possible to the present day. ‘…speeds like an arrow through two hours of non-stop mayhem… Bell draws great performances from his actors, and makes the text… accessible.’ Courier Mail, 28 February 2009 ‘The strength of this production lies with the quality of the ensemble, who enthusiastically bond together under Bell’s confident direction, highlighted by Bruce McKinven’s bohemian design, turning this story of deception and fraud into a rollicking comedy.’ The Daily Telegraph, 25 March 2009 ‘Director John Bell unleashes his cast and lets them rule the stage

with a strut and playfulness. It is hard not to be caught up in the childlike antics of the rascals.The physical and lyrical gags come fast as the performers do their best to outdo each other in a display the likes of which is rarely seen in theatre today.’ Sun Herald, 29 March 2009 Venus & Adonis, our successful 2008 co-production with Malthouse Theatre, directed by Associate Artistic Director Marion Potts, played its premier Sydney season. The Sydney season marked another important collaboration for Bell Shakespeare, working for the first time with Sydney Theatre Company to present the season in their venue, Wharf 2. These collaborations with our colleague companies are extremely valuable as we harness the creativity of a wide and diverse pool of artists in creating and presenting our works. ‘Marion Potts’ enchanting Shakespeare adaption… Gray and Prior are both excellent, their catty physicality and fine, desultory singing voices constructing a believable panoply of vaguely disappointed, vaguely commercial lust.’ Sydney Morning Herald, 16 February 2009 ‘Gloriously sultry cabaret performers Melissa Madden Gray and Susan Prior own the stage in this theatrical interpretation of Shakespeare’s poem... this beautifully constructed production, directed by Marion Potts, is filled with intrigue and drama.’ The Daily Telegraph, 18 February 2009 Our largest production of the year was Shakespeare’s Pericles, one of his lesser-known works, with which the Company had great success in 1994. Again, collaboration was high on the agenda with my desire to set the production in a non-specific Asian-influenced world; TaikOz, the Australian percussion ensemble, seemed the perfect fit. Together with a strong cast led by Marcus Graham, well-suited to the role which requires both youthful vigour and mature emotional experience, and John Gaden in the role of Gower, the production was a tremendous success. The musicians threw themselves wholeheartedly into the project; composing the score, singing, dancing and displaying their skills in martial arts. Taking on board an essentially Japanese aesthetic, Julie Lynch designed ravishing sets and costumes which reflected the mythic-fairytale elements of the play. The audience response was very enthusiastic, especially in Melbourne. ‘Gloriously colourful and with a simmering live score… an exciting, vibrant theatrical experience… Bell Shakespeare productions are consistently good and Pericles makes an even bigger splash than usual…’ The Daily Telegraph, 2 July 2009 ‘Bell Shakespeare’s collaboration with TaikOz, the Japanesestyle taiko drumming ensemble, proves inspired in this beautiful production… The poetry in Pericles may not always soar, but this exquisite production certainly does.’ The Sunday Telegraph, 5 July 2009

BELL SHAKESPEARE | 2009 ANNUAL REPORT

The production which covered the most territory in 2009 was Marion Potts’ The Taming Of The Shrew which played 35 venues all over Australia, winding up its tour in the Sydney Opera House. Marion decided to tackle the contentious gender politics of the play by employing an all-female cast. This provided 11 female actors with the opportunity to play a wide variety of comedy roles and comment on male ‘bad behaviour’ in a way that was both confronting and liberating. Set in a deliberately tawdry reception centre, the production sought to demonstrate Shakespeare’s comments on the mercenary nature of the marriage ‘market’. The setting, enlivened by high-spirited karaoke interludes, ensured that the audience identified closely with gender politics and marital challenges that are much the same now as they were 400 years ago. ‘The production is a winner, with superb performances all round… a clever, entertaining and unusual spin.’ The Daily Telegraph, 26 October 2009 ‘… remarkable… a top night’ Stage Noise, 23 October 2009 Our creative development wing, Mind’s Eye, bore fruit with some promising works in progress. In addition to the remount of Venus & Adonis there were public readings of Kate Mulvaney’s The Wreath (based on Ophelia’s flowers in Hamlet) and Ian Wilding’s Forever Seven (inspired by Jaques’ Seven Ages of Man speech in As You Like It); a delightful segment of Arden, a hip-hop version of As You Like It; and an installation based on Richard III, employing two actors, a cage and an attack dog. Some or all of these may see future development. In the meantime, another half-dozen are being explored and submissions continue to pour in. Our Learning programme saw another year of outstanding work with three Actors At Work teams working all over Australia, residencies in indigenous communities, and workshops and seminars for students and teachers. Bell Shakespeare’s Learning programme continues to expand at an extraordinary rate while maintaining – and lifting – its level of artistic excellence. As with other sectors of the Company, we are conducting an ongoing and rigorous reassessment of this programme to make it more efficient, exceptional and attractive to artistic personnel.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

I was also pleased to confirm the appointment of Jessica Tuckwell as the inaugural Artist in Residence in late 2009, made possible through the Company’s Young Artists Endowment. Jessica is a recent graduate in Directing and will spend 2010 working with me and the Company, putting her years of study and experience into practical use across a range of projects. I am particularly proud of this initiative and delighted that the Company is able to commit to and invest in the next generation of artists, providing them with a solid foundation of classical training. Bell Shakespeare finished 2009 proud of its artistic endeavours and in a very healthy financial position – well situated to celebrate our 20th anniversary in 2010 with confidence and enthusiasm. John Bell AO

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Chairman’s Report As we head into our 20th year, it is enormously gratifying that the Company has built such a robust and solid foundation. As Bell Shakespeare faced some of the toughest external economic conditions in its history, we bunkered down and prepared for the worst. I am pleased to report that the Company’s detailed planning and risk-management strategies resulted in a modest surplus for the period, an outstanding result given the conditions. The period was once again both an artistic and a financial success with the Company’s level of activity across its theatre, Learning and Mind’s Eye programmes continuing to grow. Highlights for the period include the remount of Venus & Adonis and its inclusion in the Auckland International Arts Festival; our collaboration with the wonderful TaikOz on the production of Pericles; our first allfemale cast in The Taming Of The Shrew; and the continued growth of our Learning programme with the expansion of our artist-in-residence programmes in remote and regional Australia.

I would like to take this opportunity to thank my fellow Board members for their time and dedication to the Company. The skills and wealth of experience they bring to the table ensure that the strategic planning process is both robust and grounded, and their due diligence in terms of governance ensures that operations remain on track with a formalised business plan. Finally, I am delighted that in 2010 the Company will once again showcase the talent of the man who has led this grand ambition. John Bell will take on King Lear, one of the Bard’s greatest roles, in a national capital city tour premiering with a Gala Opening at the Sydney Opera House in March. It is a fitting way to mark both John’s and the Company’s contribution to the arts and I do hope you will join us in the celebrations. Tim Cox AO

It was also a time of sadness and reflection as we mourned the passing away of Tony Gilbert AM, the Company’s founding and ongoing benefactor, long-term Board Director and highly valued member of the Bell Shakespeare family. It is timely to recall that it was Tony’s phone call to John Bell that led to the creation of Bell Shakespeare. Indeed, it was only due to his ongoing generosity that we are now poised to celebrate 20 years of operations. True to form, Tony has left a substantial bequest to the Company, continuing his commitment to its ongoing viability. With Bell Shakespeare firmly ensconced as the national theatre company, taking its work to all states and territories each and every year, we are actively planning for its future security and aiming to ensure another 20 years of successful operations. Priorities include securing a permanent home for the Company with our own rehearsal and performance space; an enhanced theatre programme attracting the best performers and creative teams; extending our national footprint; international touring and exchange; implementing a broadened income base; enhancing customer relations systems and effectively harnessing the increasingly challenging and exciting digital world.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

General Manager’s Report Commencing the year under the shadow of the Global Financial Crisis, the Company prepared for a significant drop in revenue by re-forecasting the budget and implementing a rigorous cost-reduction strategy to offset some income loss. We began the year with Ben Jonson’s The Alchemist and, despite very positive reviews, our concerns about a drop in revenue were realised with the production falling short of its Box Office target. Another artistically successful coproduction with Queensland Theatre Company, the season opened in Brisbane before touring to Sydney, Canberra and Perth with mixed responses from our audiences. The Company was delighted to partner with Sydney Theatre Company (STC) for the first time to remount Venus & Adonis for a Sydney season at STC’s Wharf 2. The Company was invited to follow this season with a presentation at the Auckland International Arts Festival. Audiences in both Sydney and Auckland responded positively to this innovative interpretation of Shakespeare’s poem, and we are exploring further international touring opportunities for the production. With drummers ready to pound away, the Company upped sticks and moved to ‘drum-friendly’ Newtown in innerwestern Sydney for rehearsals of its production of Pericles in collaboration with the Australian-based Japanese drumming ensemble TaikOz. The collaboration proved a triumph – an aural and visual feast. Negative reviews in Sydney failed to deter audiences and the Company achieved its second-best Box Office result ever in Melbourne. The year was rounded out with the national tour playing some 35 venues through NSW, V IC, TAS, QLD, NT, SA and the ACT. The casting of The Taming Of The Shrew gave a new spin to the gender politics of this classic play by providing the Company with the chance to work with an all-female ensemble of actors. Given the nature of the classical canon, we seldom enjoy this opportunity, too often having only a handful of roles to offer female performers. The production proved a winner with audiences and we were very pleased to hear that it generated animated discussion in theatre foyers right around the country. Mind’s Eye continued its vital role as the Company’s research and development arm. As well as funding the development of five new works in the period, the Company staged readings of Forever Seven and The Wreath, plays previously commissioned as part of the Mind’s Eye programme. The staged readings were enjoyed by audiences and performers alike and provided an important (and rare) opportunity for feedback in the playwright’s process.

The Company continues its mission to bring the great works to life for all Australians regardless of physical location, with our Learning programmes reaching further geographically than ever before. In addition, the continued expansion of our Learning initiatives saw us deliver the broadest variety of programmes yet, both within schools and in the wider community. Despite the pessimistic economic outlook at the beginning of the year, the Company remained firmly committed to delivering the level of activity originally programmed, in the belief that this is of vital importance to our many and varied stakeholders. In 2009 Bell Shakespeare provided employment for over 80 artists and stage crew. Of course, the Company’s work, or indeed this level of activity, would not be possible without the generous support of both the public and private sectors. Government support at all levels remains strong and continues to be the cornerstone of the Company’s operations. Increased Core funding from the Australia Council and Arts NSW made available through the Second Model Funding Review saw a high level of activity in the areas of artist development, art-form development and Learning programmes. Private support through our corporate partners, trusts and foundations and our many valued private donors remained robust in a particularly tough year. In the end, the financial result for the year was less than expected drop in earned income and a commensurate decrease in total costs giving rise to a modest surplus – a far better result than expected at the outset of the year. Congratulations and thanks to our hard working administration team for an excellent result achieved while at the same time bedding down a new corporate structure, re-branding the organisation, developing a new website and planning the 20th anniversary celebrations. The Company heads into 2010 with strong cash reserves and a robust balance sheet, confident and ready to celebrate its 20th birthday and the next 20 years, and we look forward to doing so with all stakeholders, including our ever-loyal audience. Christopher Tooher

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Creative Development: Mind’s Eye Mind’s Eye, Bell Shakespeare’s development arm, was formally launched in April 2008 to explore and develop alternative ways of approaching the works of William Shakespeare and other classics. That year, the Company put out a national call for projects to take into creative development in 2009. Receiving some 35 applications, the Company shortlisted proposals and then selected five projects for development in 2009. We were also very pleased to re-stage Venus & Adonis in 2009, a work developed through Mind’s Eye and produced initially with Malthouse Theatre, Melbourne. The Sydney season was co-presented with Sydney Theatre Company as part of their Next Stage programme. The production received considerable critical acclaim and was nominated in a number of categories at both the Helpmann and Sydney Theatre Awards. It then played a week of performances as part of the Auckland Arts Festival. Mind’s Eye projects selected in 2009 were a diverse mix and required different resources to support their development, specific to the processes of the artist/s involved. Arden, a hip hop theatre adaptation of As You Like It, was bought to Mind’s Eye for development by the creative team comprising Candy Bowers, Kim Bowers and Laura Scrivano. They wanted to re-tell the play using hip hop as the vehicle and saw in this project the chance to take Shakespeare to young people, particularly those of varying ethnic and cultural backgrounds, using their language and their culture as the main form of communication. With the support of the Australia Council’s Young and Emerging Artists fund, the piece was developed dramaturgically through 2009. A workshop was then held at Casula Powerhouse and included hip hop artists/performers Teila Watson and Omar Musa, dramaturge Leonie Tillman and the creative team. With the relationship between Orlando and Rosalind as a focus, a 20-minute excerpt fusing original text with hip hop and popular music, specially composed rap poetry, composed music and sung text, was created. Two showings, held at the conclusion of the workshop period, generated very positive responses and we will be looking to take this piece into further development, potentially producing it in the future. Writers Tom Holloway and Rick Viede were each commissioned to develop two new plays to first-draft stage. Tom Holloway used Shakespeare’s Romeo And Juliet as his starting point to create the companion pieces Love and Violence. Tom wanted to take the sense of the powerful and destructive love in Romeo And Juliet, and use it to explore a controversial taboo in contemporary society. With the first

BELL SHAKESPEARE | 2009 ANNUAL REPORT

draft delivered, Tom is continuing work to take the piece to second-draft stage. Rick Viede’s new play A 3rd Sect? (working title) is a modern investigation of the battlefield that is sex and gender during the Restoration period. Rick began writing and researching this new work in 2009 and called on the expertise of designer Stephen Curtis to discuss the Elizabethan period, costuming and codes of dress as a means of assisting with character and plot development. This piece is at first-draft stage. A live installation proposal was submitted to Mind’s Eye by Designer/Installation Artist Anna Tregloan. Using Shakespeare’s Richard III as a starting point, Anna was interested in asking the question, is history fiction? The work is founded on a principle that the audience that greets artists, seeks and discovers, not as a homogenous mass, but as individuals. Anna worked with actors Paul Lum and Dan Spielman, composer Max Lyandvert, fight director Nigel Poulton and a trained attack dog, in a disused warehouse space over a 10-day period, exploring ways to create this live installation piece. Discussions continue around taking this piece to its next stage of development. The Rest Is Silence is a ‘wordless’ response to Hamlet that, through a sequence of six large-scale images, aims to explore and explode the inner threads of Shakespeare’s play. Expanding the idea of the dumb-show, and ranging from highly expressionistic imagery to über-naturalism, The Rest Is Silence is a portfolio of images about the grieving, treachery, procrastination and lust of Elsinore. Brought to Mind’s Eye by Matthew Lutton, Artistic Director of Perthbased company ThinIce, the initial workshop for this piece was held with creative collaborators Tom Holloway, Eamon Flack and Marion Potts over a four-day period. In 2009 we also staged readings of plays created by previously commissioned writers Ian Wilding and Kate Mulvany. With both works still at draft stage, we assembled two groups of actors to rehearse and read these new works to an invited audience. Kate Mulvany’s play The Wreath featured a cast of seven actors including Alison Bell, Maggie Blinco,Vanessa Downing, Judi Farr, Sandy Gore, Deborah Kennedy and Hayley McElhinney and was directed by Shannon Murphy. Ian Wilding’s Forever Seven included Ron Haddrick, Robyn Nevin, Gigi Perry, Toby Schmitz, Ella Scott Lynch and William Zappa and was directed by Marion Potts.

Both writers benefited enormously from these readings as it afforded them the opportunity to hear their work read aloud, to gauge audience response and to expose their work to industry colleagues in a semi-formal setting. The Company continues to solicit new Mindâ&#x20AC;&#x2122;s Eye proposals through its submission process and will have a number of new works in development in 2010, as well as the continued development of 2009 projects. In welcoming all these artists to the Company we were able to support and develop new work, providing resources, production and artistic support, without the expectation of an immediate performance outcome. The process allowed for rigorous creative development and enabled artistic teams to experiment within a safe setting. Supporting the creation of new and cross-artform work supports the Companyâ&#x20AC;&#x2122;s ongoing artistic vibrancy and connects us to a wider and more diverse pool of both emerging and established artists.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Learning In 2009 Bell Shakespeare reached further into regional and remote schools and communities than ever before, with the support of the Federal Government, corporate partners and philanthropic trusts and foundations. With the goal of providing access to the vibrant and engaging world of Shakespeare, the range of education activities reached some of the more isolated communities in locations such as Cape York, Thursday Island, Groote Eylandt, Woomera, Kalgoorlie and Georgetown. In 2009 Bell Shakespeare’s Learning programmes and resources reached a total of 88,227 teachers and students. In Theatres In theatres across Australia Bell Shakespeare presented Ben Jonson’s The Alchemist, and William Shakespeare’s Pericles and The Taming Of The Shrew. Each production brought something unique to the student audiences. The Alchemist was a work unknown to today’s school-aged youth and Jonson, a contemporary of Shakespeare, certainly aroused the curiosity of the audience. Whilst students found the language at times daunting, they were curious about the antics of the conniving characters Face and Lovewit, and their discourse in the street vernacular of Shakespeare’s day. The romance Pericles was relished for its visual spectacle. A lesser-known work by Shakespeare, it delivered a glamorous and exciting experience for audiences: ‘The day was an enormous success and, as a direct consequence, the students have pleaded for another excursion to the city and have specifically requested to see a Shakespeare play.They felt privileged and “grown-up” to be invited to see the play.The atmosphere and novelty of being in the city, at the Opera House, is an experience many students would not be afforded under their normal life circumstances... However, the greatest benefit to have come out of this experience has been the students’ curriculum enrichment and desire to explore theatre. Shakespeare has been demystified!’ Romana Kolar, Head Teacher English, Miller Technology High School, 2009 The last theatrical production for the year was The Taming Of The Shrew. The all-female cast and Australian wedding reception centre set design gave the youth audiences plenty to watch and giggle at. ‘The thing I enjoyed most was having an all girl cast, it shows that women can do anything they set their minds to.This was my first ever live theatre production and at first I thought it would be boring because I had never read The Taming Of The Shrew, but I was proven wrong. I really enjoyed the performance. It gave me a new perspective on Shakespeare’s work, I’ve only read a few of his plays but seeing it live is a whole other experience.’ 15-year-old student, John Edmondson High School, 2009

BELL SHAKESPEARE | 2009 ANNUAL REPORT

‘I liked the performance The Taming Of The Shrew because I have never seen a live performance before. So this was a good experience for me. I have never been up close and personal to the Opera House so that was a good experience for me. Also I have not seen a live performance that was good and I will remember it. But mainly I think the fact that all the cast were ladies and some did look like real men.’ 14-year-old student, John Edmondson High School, 2009 Actors At Work The three Actors At Work teams gave a total of 539 performances. Again these unique and vibrant one-hour performances of contemporary, relevant and energetic interpretations of Shakespeare’s plays were adored by the students for whom they were created. Bell Shakespeare is committed to creating access to live theatre for Australian students regardless of the demands of the country’s challenging geography. The three Actors At Work teams, each comprising four energetic young actors, were on the road from March to October in the 2009 school year. A total of 61,970 students across the country experienced live performances through Actors At Work including those in places as isolated as Thursday Island, Tennant Creek, Groote Eylandt and Cape York. For the first time, a total of 23 days was required for travel alone to reach some of the regional and remote locations on the tour. ‘Thank you for an all too brief visit.What a wealth of talent we have in this country – I hope it continues to be appreciated by those of us who have little opportunity to see live theatre.’ Patricia Elliot, Teacher, Katherine High School, NT ‘Year 7 and 8 giggled a lot at the kissing stuff – and fell for Romeo.Year 9 and 10 liked the unpacking of language so they could understand it.Year 10, 11 and 12 were engaged by the murder/mystery of Macbeth.’ Janet Giwd, Gilmore College for Girls,VIC Online There were 8,824 unique visits to the Education pages of the Bell Shakespeare website in 2009. The Optus Make A Scene competition featured augmented reality technology for the first time and there were 2,598 interactions with this, and 246 impressive entries to the competition. Workshops A total of 4,413 students explored Shakespeare’s plays through the practical Student Workshops programme. In addition, 209 teachers participated in Professional Development programmes across the country. The Regional Access Student Workshops, which toured to regional locations ahead of The Taming Of The Shrew, reached 1,601 students.

Special Projects The development of diverse platforms for social inclusion through explorations of Shakespeare’s works included Remote Residencies in Nhulunbhuy, Northern Rivers NSW, Thursday Island and Cape York, as well interactive sessions with the Clemente Catalyst programme and Young Carers. In partnership with the Australian Catholic University and Mission Australia through the Clemente Catalyst programme, Bell Shakespeare provides adults who have become socially, economically and domestically disadvantaged through various circumstances the opportunity to undertake a course of study at undergraduate level. After successfully completing two Catalyst courses, students may apply to be accepted into a programme of study at the Australian Catholic University to complete a full Bachelors degree. In 2009, Resident Artist in Education Matt Edgerton spent three two-hour sessions with the students, culminating in a short performance of excerpts from Michael Gow’s Away which includes references to and lines from King Lear and A Midsummer Night’s Dream. This provided the course participants with a uniquely Australian exploration of the ideas in these two plays. Young people who are the primary caregiver for a disabled or terminally ill family member escaped into the world of Shakespeare through interactive activities presented by Bell Shakespeare at the annual NSW Young Carers camp. In just two hours, these remarkable young people stepped into an imaginative and reflective world, exploring experiences in a safe and playful environment, providing some relief from their daily responsibilities.

A group of 11 teachers from the 2007 – 2009 RTS alumni was selected to develop their Teaching Shakespeare units for inclusion in a national online resource created by The Learning Federation, the digital facility of the Curriculum Corporation. ‘Thanks so much for the opportunity that Bell and TLF have given us. I felt so overwhelmed with all the great stuff that the other teachers were doing.’ Carolyn McMurtrie, RTS Recipient 2008 Regional Performance Scholarship A total of 148 young people auditioned for the Regional Performance Scholarship (RPS). Each audition took the form of a mini-Masterclass whereby the auditioning student explored and experimented with their chosen monologue under the direction of a Bell Shakespeare Arts Educator. The three recipients of the 2009 Regional Performance Scholarship were from Singleton NSW, Tanunda SA, and Townsville QLD. They spent a week in rehearsal with the cast of the 2010 production of King Lear. ‘I loved getting the chance to meet so many industry professionals and ask them as many questions as I wanted, and talking about their history in the Arts was AMAZING!! Thank you so much again!’” Clara Solly Slade, RPS Recipient 2009 ‘Meeting all those amazing people and being a part of that world, even if it was only a week, still gave me such a burst of knowledge, insight and confidence in pursuing my career! Thank you!!’ Andrew Johnston, RPS Recipient 2009

Professional Development Bell Shakespeare has established a partnership with the Division of Professional Learning (DPL), Faculty of Education of the University of Sydney. This partnership enables teachers undertaking the Regional Teacher Scholarship (RTS), or equivalent hours of Bell Shakespeare Professional Development programmes, to count these learning activities towards credit in a Master of Education degree. The Regional Teacher Scholarship enjoyed its third year in 2009. Designed for teachers working in regional and remote schools, the RTS is currently the only national professional learning opportunity specifically for remote and regional teachers. After the review panels in each state and in the Northern Territory have provided feedback and advice on the applicants, 12 recipient teachers are selected. In July 2009, the 12 teachers travelled to Sydney for an intensive four days of exploration and training in teaching Shakespeare.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

MARKETING & DEVELOPMENT Marketing The beginning of the year, overshadowed by the GFC, saw single ticket sales weaken, with The Alchemist failing to meet its targets. However, from June onwards, sales for our productions of Pericles, Venus & Adonis and The Taming Of The Shrew improved significantly, with these productions either nearly meeting, or, in some cases, exceeding their targets. The Company successfully rebranded and developed a new website in time for the launch of the 2010 season in October 2009. The process, which followed on from our in-depth market research on our brand in 2007/2008, involved working with staff and Board to redefine our vision and purpose, our market positioning, values and attributes in order to respond effectively to the changing nature of our business, to create a new brand architecture and solid brand platform for the future. The website redevelopment was a major achievement, serving to address a weakness in our communications and providing us with a vehicle to deliver additional services and communicate to our customers nationally. Both of these projects were delivered over a six-month period and involved huge commitment, dedication and hard work from the team. The rebrand and new website have been extremely well received by our stakeholders and customers; the 2010 anniversary subscription season has seen us attract the highest number of subscribers ever. We also began work on a study to determine the feasibility of bringing some box office operations in-house as part of our increased commitment to customer service and developing more sophisticated customer insights. It will enable us to resolve some of the issues associated with the management of our ticketing inventory and the integrity of our data. Philanthropy We are grateful to our donors and community partners for continuing their support of the Company in a difficult financial year. While we saw a small downturn in income in this area, we were nonetheless able to successfully launch our Hearts In A Row programme in Canberra, and enjoyed continued support for the programme in Sydney for a fourth year. Hearts In A Row is an initiative which raises funds for our Learning programme and is designed to enable disadvantaged schools and community groups to attend a Bell Shakespeare production as our V IP guests. We were delighted to receive sizeable donations to our Young Artists Endowment programme. The Young Artists Endowment creates a unique opportunity for a young artist to train with the Company for a year under the guidance of John Bell AO, developing strong grounding in the classical theatre tradition and an understanding of what is involved in the artistic leadership of a company like

Bell Shakespeare. The programme is significant not only because of the unique opportunity it affords a young artist, but because it demonstrates Bell Shakespeare’s commitment to training and ensuring the sustainability of the local performing arts industry. We were very pleased to appoint Jessica Tuckwell as the first Director in Residence in late 2009 under this scheme. In 2009, we conducted a market research study of our current, lapsed and prospective donors in conjunction with the postgraduate students of the School of Marketing at the University of New South Wales. The purpose of the research was to explore motivations for giving, as well as donors’ attitudes and expectations, helping us to refine and improve our programmes and communications. The response rate to the survey was well above average and provided useful insights which have been incorporated into our annual giving campaign, Supporting Cast, in 2010, as well as our other initiatives. We also delivered an impressive range of Learning programmes in metropolitan centres and regional and remote locations for teachers and students, thanks to the many trusts and foundations who support us in this area. Corporate Partnerships We began the year with a study of our existing portfolio of corporate partners, conducted by a third party. We received consistently positive feedback around our brand, products and the team. All partners agreed that the uniqueness and high quality of our productions as well as the good nature and enthusiasm of our people sets us apart from other arts and not-for-profit organisations. One of the partners surveyed confirmed that their executives and clients are “invited to a lot of events and don’t go to many others, but will always go to Bell Shakespeare”. In relation to the Bell Shakespeare team, particularly those involved in partnership management and servicing, our partners praised our ability to manage stakeholders from board level and senior management right through to those managing the partnerships on a day-to-day basis. Our ability to provide unique business solutions and excellent service was evidenced later in the year when we successfully signed on three new corporate partners. Given the year’s very challenging market conditions we are extremely proud to be one of the few arts organisations that expanded its portfolio and we are delighted to welcome these new partners to the Bell Shakespeare family. Thank you to all of our partners for investing in us in 2009. Together we delivered a wide range of outstanding programmes and events, enabling us to help our partners meet their marketing and other business objectives. For the full list of our 2009 corporate and community partners please see page 32 – 33. BELL SHAKESPEARE | 2009 ANNUAL REPORT

BELL SHAKESPEARE | 2009 ANNUAL REPORT

CORPORATE GOVERNANCE REPORT The following report outlines the measures adopted by Bell Shakespeare to comply with the eight Good Practice Governance Principles published and monitored by the Australia Council’s Major Peforming Arts Board. 1. Lay solid foundations for management and oversight During 2009, the Board continued to operate in line with the principles and practices set out in the Company’s Corporate Governance Policy adopted in 2005. The focus of the six Board Meetings held in 2009 was the regular review and monitoring of progress towards achieving the goals and outcomes outlined in the Company’s 2009-2011 Business Plan as well as artistic programming, financial performance and risk management. Directors’ commitment to Board Meetings is reflected by a very high overall attendance rate of 71% with eight out of ten directors attending four or more meetings. In addition, Board members committed to participate with senior management in the annual strategic planning process which culminated in the 2010-2012 Business Plan. Several sub-committees and working groups complement the strategic role of Board at an operational level. 2. Structure the Board to add value The Nominations Subcommittee is responsible for sourcing and recruiting new directors. During 2009, the Board welcomed the appointment of well-known media personality and marketing expert Jane Caro. During 2009, there were two retirements from the Board. Further information, including a brief biography of each director, is contained in the Directors’ Report. 3. Promote ethical and responsible decision-making The Bell Shakespeare Company’s Governance Framework is broadly informed by the Company’s Constitution. Section 8 of that document sets out the Board’s powers of delegation to subcommittees and management. Each of the Board subcommittees has its own charter. Roles and responsibilities of all personnel are clearly defined and documented within position descriptions, letters of appointment and contracts. Decision-making also takes place within the context of the Company Risk Management Plan. The Company adheres to all legislative requirements to ensure that all decisions are made in an ethical and responsible manner. 4. Safeguard integrity in Financial Reporting A primary aim of the Board is to grow the financial reserves underpinning the Company’s future activities. Progress continued during 2009 with the Company exceeding its policy goal of accumulating reserves equivalent to 20% of annual operating costs. In fact, the ratio at 31 December 2009 was approximately 24% but the increase over the previous year was more due to a reduction in the cost base as the Company posted only a modest surplus. The Executive Subcommittee meets bi-monthly in between Board meetings to review management accounts and to advise on any substantial financial or management issues as they arise, but now has a stronger focus on artistic and personnel issues. The Audit and Finance Subcommittee also meets regularly to review major financial issues such as the budget, annual audit and investment policy as well as overseeing the format and content of all forms of financial reporting.

5. Risk management Historically, a risk management working group comprised of Board members, management and a specialist consultant has assessed the Company’s risk profile and put forward a risk management plan for review by the full Board. This process will be reinvigorated and integrated with the overall Company Business planning process from 2010. 6. Encourage enhanced performance The Government Relations Subcommittee meets informally and continues to work towards increasing the Company’s profile in all political spheres. The Company has engaged a specialist consultancy to provide further assistance in this complex area. The New Media and Education Subcommittee meets regularly with the objective of assisting management to keep abreast of developments in these critical areas and identifying how they might impact on the Company’s operations. Outside of the Board and Subcommittee structure, the Company receives extensive advice and feedback from external reference groups in the areas of Artistic Vibrancy and the delivery of Learning Programmes. 7. Remunerate fairly and responsibly The Chairman takes responsibility for regular performance and salary reviews for the General Manager and Artistic Director. Base salary levels and any increments are determined by reference to experience, skill sets, marketplace considerations and industry comparisons. This latter takes the form of discussion with other MPAB Chairmen regarding salary levels for similar positions and by reference to published industry surveys. The Chairman then makes recommendations to the Executive Committee regarding salary levels. The Executive Committee must then sign off on the Chairman’s recommendations before they can be implemented. The Board is kept informed of movements in senior executive salaries. Responsibility for other management salaries is delegated to the General Manager whose recommendations are reviewed by the Chairman. 8. Recognise the legitimate interests of stakeholders Recognising, and responding to, the interests and needs of internal and external stakeholders is a central tenet of the Company’s Annual three-year Business Plan. Two major progressions in this area during 2009 were the development of a new website and a complete rebrand of the organisation. The Company holds an Annual General Meeting of members as required by law. Sponsors and donors are acknowledged throughout the year in all marketing materials, programmes and publications as well as in this Annual Report In summary, the Board believes that Directors and management are well informed and equipped to deal decisively with structural, strategic or operational issues as they arise in the future. Tim Cox AO Chairman BELL SHAKESPEARE | 2009 ANNUAL REPORT

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Artistic self-assessment Bell Shakespeare has an established and active Artistic Advisory Panel comprising Bell Shakespeare artistic staff and external representatives from the broader community. This body meets biannually to appraise Bell Shakespeare’s annual programme of work across all areas of the Company’s operations. It looks at the artistic ambitions of the Company as a whole, and of each production individually, together with the reach and impact of Bell Shakespeare nationally, educationally and within the community. The panel is comprised as follows: Ilana Atlas (Chair) Corporate audience members and sponsors Mattthew Brown Education, community and regional audiences Campion Decent Industry peers and theatre community Jo Litson Theatre criticism and media Hugh Mackay Broader social and cultural influences David Malouf AO Broader arts community Nick Marchand Industry peers and theatre community Brett Sheehy International touring and festivals John Bell AO Artistic Director Marion Potts Associate Artistic Director Matthew Edgerton Resident Artist in Education Leigh Travers Executive Assistant Each panel member is asked to report from their areas of experience in relation to the stated artistic goals for the Company as a whole and for each production. These goals are circulated prior to each meeting and then discussed at length. The discussion and feedback from this meeting is minuted and forwarded to the senior management and Board for review which informs future programming decisions.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

LIST OF DONORS We are deeply grateful to the following donors for their support during the 2009 calendar year: Accenture ACTEW Corporation Heather Adie Robert Albert AO RFD RD & Libby Albert Elizabeth Aleksanian The Hon Richard Alston Ruth Anders Flora Anderson Jennifer Anderson Roger Andrews Ian & Hanne Angus Annamila Pty Ltd F O Archer Mr & Mrs John Armstrong Meredith Ash Margaret Ashby Janine Ashton Ilana Atlas & Tony D’Aloisio Isobel Attwood AUSTAR Entertainment Pty Ltd Australia-Britain Society, Southern Highlands Committee Australian Academy of Dramatic Arts (AADA) John & Helen Ayliffe David Bailey Mr & Mrs C D Bantick Dr Margaret Barter Beryl Barton Helen Baxter Heather Beanland Janette Beattie Merrilyn & Chris Beeny Tiffany Beer John Bell AO & Anna Volska Kerry Bennett Dr Gwen Benz Dr Anita Berghout Leah Bernstein Pamela Berriman Anna Binnie Sarnia Birch Ruth Bishop Ivor & Eva Bitel Ted Blamey John Blattman Boeing Australia Clare Bolton Graham & Charlene Bradley

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Brigitte Braun Dr Lyn Brignell Helen Bristow Lucie Brompton Glenda Brookes Dr Catherine Brown-Watt Beth Brown & Tom Bruce AM Berenice Buckley Geraldine Bull Bill & Sandra Burdett Susan Burns Rick Burrows Jeffrey Campbell Canberra Financial Services Jim & Diana Carlton Mark Carroll Caroline & David Carruthers Elizabeth Carvosso Patrick Cavanagh Yola & Steve Center Carol Chan Stephen & Jenny Charles Jillian M Cheek Fred & Jill Chilton Jill E Choulkes Louise Christie Phil & Leanne Chronican George Clark Robert & Carmel Clark Winifred Clark Victor Cohen Carol & Christopher Collin Christine & John Collingwood Garry Collins Ian Connellan & Jane Holliday Janet Coombs AM Mr Bernard Cooney Professor & Mrs D W Cooper The Kevin Cosgrave Family Rae Cottle Noreen Coulton-Newhouse John & Christine Counter Mary Coupe Robert & Sheena Coupe Professor Roger Covell Tim Cox AO & Bryony Cox Benjamin Cran Professor A T Craswell Jennifer Crew John Crocker Edna Crohn Susan Culverwell & Grace Farrugia Muriel Dale Dr Margaret Daley

Joanne & Sue Dalton Rhonda & David Dalton Pamela Darian-Smith Suzanne Davidson Frank & Barbara Davis Antony de Jong & Belinda Plotkin Vivianne de Vahl Davis Sarah Dease Sam Degabriele Anastasia Delaporta Charlotte Denison Jane Diamond Michael S Diamond AM MBE Jennie Dibley Martin Dickson AM & Susie Dickson Prof Phil Dolan Mr & Mrs J T Dominguez Allan W Donald Alan & Nancy Donald Patrick Donohue Lara Donovan Patrick Dowling Vivien Dunkerley Diane Dunlop Ian Dunlop Diane & John Dunlop Michael & Roslyn Dunn Jean Dunn Dr & Mrs B Dutta Karen Dwarte Jacqueline Dwyer David Eager Ailsa & Jürgen Eckel Joanne Edwards Hans & Gaby Eisen Eric Ellram Vicki Elvins Solomon Encel Saul Eslake & Linda Arenella Ralph & Maria Evans Elizabeth Evatt AC Anne Fallon Garry Feeney Ross & Clare Feller Helen Fenbury Jean Finnegan Dr Beverley Firth Paul Fisher Helen Fisher Anna Maria Fitzpatrick Professor P J Fletcher Elizabeth Florek Anita Florin Michael Fogarty

Helen Forrester Jane Forster David & Jo Frecker George Freedman Delia French Katie & Vic French Richard & Jane Freudenstein John & Diana Frew Margaret Frey Graham Froebel F J Gale Wendy Gallagher Justin & Anne Gardener Margaret Gardoll Jeffrey Gestier Gething-Sambrook Family Endowment The late Mr Tony Gilbert AM Jennifer Giles Owen Giles Elaine Gilmore Michele Gladden Colin & Sharon Goldschmidt Jan Gordon-Clark In memory of John Gourlay The Gourlay Charitable Trust Pamela Grant Peter Graves Anne Gray Richard & Anna Green Nick Greiner AC & Kathryn Greiner AO Gresham Partners Limited Pauline Griffin John Griffiths & Beth Jackson Reg Grouse Robert Gubbins Kate Guy Alison Hale Elizabeth Hamilton Rodney Harden Dr Ian Hardingham QC Lesley Harland Bruce C Hartnett & Louise Einfeld Vicki Harpur Clodagh Harrison Matilda Hartwell Steven Harvey Robert Hatch Jan Hayes Bill & Alison Hayward The Hon Peter Heerey QC John & Victoria Heffernan Jane Hemstritch

Henreva Associates Michele Hersch Margaret Heuer Armon Hicks James & Barbara Higgins John & Rosanna Hindmarsh Clive Hinton Anthony & Helen Hiscock Keris Hobbs Rev Father William Hoekstra Brian & Patricia Holdsworth Mary M Holt Ken & Lilian Horler Elizabeth Howard Lynette Howard Reverend Bill & Mrs Rosemary Huff-Johnston John Hunt Mike & Stephanie Hutchinson In memory of Herta Imhof Margaret L Ireland Ernest L Isles Irene Iurato Father Gerald Iverson Geraldine James Margaret Jamieson Joan Jardine Vincent Jewell John Colet School Graeme & Joan Johnson Cam & Caroline Johnston Corinne Johnston Marjorie Jones Gaye Jordan Robin Joyce & Bob McMullan Anton Kapel Tom & Elisabeth Karplus Ilse Katz Ann Kemeny John & Lisa Kench Kennards Hire Dr Sue Kesson Brendan Kevans Derek Kidley Dinah Kimbell Gordon & Jeannette King A J Kitchin Dirk Klein David Knoll Jeanette Knox Professor Paul Korner AO Nicholas Korner Mary Kostakidis & Ian Wilcox Jacqueline Kott

Dame Leonie Kramer AC DBE Ross Kreuiter F Kunc SC & F Rourke Marlies Lagerberg Carole Lamerton Rob Landsberry Hilary Larkum Peter Larsen William & Anne-Marie Lawson Susan & David Leaver Margaret Lederman Jennifer Ledgar & Bob Lim Sheryn Lee Edda Leembruggen Richard Leemen Owen Lennie John Lewis Lexicon Partners Limb Family Foundation Larraine Linkins Rodney Linklater Cyril Littrich Catherine Livingstone & Michael Satterthwaite Janette Lloyd Ardelle A Lohan Elizabeth & Richard Longes Dr Carolyn Lowry OAM & Mr Peter Lowry OAM Robyn Macintosh Hugh & Sheila Mackay Carol & Rod Mackenzie John Maconachie Macquarie Group Foundation George Maltby AO & Mary Maltby Jeffrey Mannell Prof & Mrs Bruce Mansfield Maple-Brown Abbott Mr & Mrs Robert Maple-Brown David Martin Mr & Mrs A A Martin In memory of the late Lloyd Martin AM Peter & Kate Mason Roger Massy-Greene & Belinda Hutchinson AM Diane Matthews Chris McDiven Margaret J McDonald Brian & Helen McFadyen Mary McKendrick James & Sian McLachlan Pat & Michael McLagan Fiona McWhinnie BELL SHAKESPEARE | 2009 ANNUAL REPORT

LIST OF DONORS Tony & Fran Meagher Ron & Margot Meldrum Ana Melville Graeme & Emma Mendelsohn The Honourable Justice John E Middleton Frances Milat Ford & Sue Miles Louise Miller Nick & Caroline Minogue Joan Mitchell Holly Mitchell & Keith Bayliss Ken Moon Shirley Morris Jill Morrison Dr David Morton Julie Moses Douglas Muecke Elizabeth Muir The Mundango Charitable Trust Dame Elisabeth Murdoch AC DBE Carolynn Murtagh Judith Musgrave Family Foundation Dr W B Muston Anne Myers Peggy Nelson Douglas & Susan Nicholas Susan L Nicholas Shirley & Jim Nield J Norman Rosemary North Linda Notley Christopher Nugent Tom & Ruth O’Dea Jennifer O’Donnell Parliamentary Liberal Members Andrew O’Keefe & Eleanor Campbell The Hon Barry O’Keefe AM QC & Mrs Jan O’Keefe Tony Oliver Kathy Olsen & Bruce Flood Gertrude O’Neil Optus Ruth & Steve Ormerod Kevin O’Shea Anne Owens Mrs Roslyn Packer AO Rosemary Palmer Uri Palti Daphne Paris Janette Parkinson Catherine Parr & Paul Hattaway C Paterson Rebel Penfold-Russell

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Jillian & Chris Perks Robert Phillips Robert F Pigott Nerelle Poroch & Phil Waite CMDR Warwick Potter RAN Kathleen Powrie Rosalie Pratt AM Jon Preedy Margaret Prest Anthony H Preston Beverley Price Ginette Priestley Trevor M Pritchard Dr Susan Pugh & Dr Michael Bennett David & Jill Pumphrey Jane Randell Donna Ravenscroft Kenneth Reed Mary & Michael Regan John B Reid AO & Lynn Rainbow Reid Peter & Karen Reid Greg J Reinhardt Pamela Reisner ResMed Foundation Dr Marilyn Rob Yvonne Roberts Roslyn Robertson Christina Roche John Roe Gwen Rogers Trudie Rogers Rolfe Motor Group Margaret Roobol-Hill Margaret S Ross AM Catherine Rothery Josie Rothwell Deanna Rowe H M P Rundle PTY LTD Mark Runnalls Patricia Rushton Sharon Rutledge Bridget & Peter Sack Jennifer Sadler Dr Elizabeth Sakker Ewan Samway Mark Scholem Ky Schulmann-Barrett & John Barrett Mr & Mrs Max Schultz Elisabeth & Doug Scott Penelope Seidler AM Peter Sekules Julia Selby Zara Selby

Mr & Mrs David Shannon Fiona Shearman Dr Juliet Sheen Sandy Shuetrim Dr Roger A Sinclair Dr Agnes Sinclair Andrew Sisson Sharon Skeggs Janner Skinner Jim & Liz Sloman Marilyn Smith Mervyn Spencer Diana Spinks Peter & Liz St George Penelope J Stamford Warren Stanfield May Steilberg Philip & Leslie Stern Heather Stock Malcolm Stuart Diane Sturrock Helen Swift & Les Neulinger Robin Syme AM & Rosemary Syme Joan Symington Alan & Jenny Talbot Carmel Taylor Diana Taylor Victoria Taylor Samuel Teed David & Jenny Templeman Diane Tennie Noel Te’o Rob & Kyrenia Thomas Patricia Thompson Cassie Thornley Patricia Tilley Georgina & Darcy Tooher Margareta Toohey Topfer Family Trust Elizabeth L Trainor Mary Tranter Douglas & Barbara Trengove Michael Treplin Ken Tribe AC & Joan Tribe Jonathan & Karin Trope Margaret Tucker John Tuckey Elva & Dennis Tyrrell Suzanne & Ross Tzannes AM UBS Foundation Kevin Underwood Jeanne Vandenbroek Dr A L Vincent R T & S J Viney

Greg Wade Sharyn & Fred Walker Janice Walker Keith Ward John Ward Juliette Ward Brooke Warren Patricia A Wasson Rachel Watkins Deanne Weir & Jules Anderson Nevil Weller Westpac Anthony Whiddon & Kim Ryan Alexander G White OAM Sally White Angus & Emma White Elizabeth Whitecross & Ian French Margaret Whitlam AO Kathleen T Wilcox George M Wilkins Liz Wilkinson Elizabeth & Philip Williams Gordon & Diana Winch Roger Woock & Fiona Clyne Carolyn Wood John Wood Lindsay Wood Helen C Woodward Carolyn Wright Leila Wright Margaret Wright Captain W Graham Wright RAN ret Margie Yen Joanne Young Laurel A Young-Das Ronald Yuen Isobel & George Yuille Barry Zietsch Sofie Zivanovic Charles Zoi Anonymous (20)

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THANK YOU TO OUR 2009 PARTNERS

Supporting The Arts

Principal Education & Youth Sponsor

LEADING SPONSORS

NSW Education Sponsor

Actors At Work

Official Wellbeing Partner MAJOR SPONSORS

Supporting Regional Communities

Wa Tour Partner

Far North Qld Arts Education

SUPPORTING PARTNERS

Special Event Sponsor

Legal Partner

COMPANY PARTNERS

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Special Event Sponsor

Community Partner

Accommodation Partner Melbourne

Public Affairs Advisors

COMMUNITY PARTNERS

The following funds, trusts and foundations are supporting our national education initiatives VINCENT FAIRFAX FAMILY FOUNDATION COLONIAL FOUNDATION THE IAN POTTER FOUNDATION OLIVER-AFFLECK FUND THE SCULLY FUND COLLIER CHARITABLE FUND BESEN FAMILY FOUNDATION

GOVERNMENT PARTNERS

Bell Shakespeare is assisted by the NSW Government through Arts NSW.

Bell Shakespeare is assisted by the Australian Government through the Australia Council, its arts funding and advisory body.

Bell Shakespeare Learning is supported by the Australian Government through the Department of Education, Employment and Workplace Relations under the Quality Outcomes Programme.

The Australian Government is proud to be associated with Bell Shakespeare through the national performing arts touring programme, Playing Australia, which gives Australians across the country the opportunity to see some of our best performing arts.

Bell Shakespeare Learning activities in SA are made possible with assistance from the SA Government.

This project has received financial assistance from the Queensland Government through Arts Queensland.

Bell Shakespeare Learning is assisted by the NSW Government through the NSW Department of Education and Training.

Bell Shakespeare Learning activities in the ACT are made possible with assistance from the ACT Government.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

FINANCIAL STATEMENTS

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 DIRECTORS’ REPORT THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 DIRECTORS' REPORT

Your directors present this report on the Company for the financial year ended 31 December 2009. Directors The names of each person who has been a director during the year and to the date of this report are: Timothy Kenneth Fabian Cox Ilana Rachel Atlas John Anthony Bell Catherine Jane Caro (appointed 22/04/09) Richard John Freudenstein Graham Charles Froebel Kathryn Therese Greiner Antony De Jong Christopher David Jordan James Leslie McLachlan Margaret Hannah Osmond Kenneth Noel Steinke (retired 9/02/09) Gilbert Randall Thew (retired 9/02/09) Directors have been in office since the start of the financial year to the date of this report unless otherwise stated. Company Secretary The following person held the position of Company secretary at the end of the financial year: Mark Ramsden - BComm (Accy) CPA Principal Activities The principal activity of the Company during the financial year was: the presentation of theatrical productions and learning programs. No significant changes in the nature of the Company’s activity occurred during the financial year. Operating Results The profit of the Company amounted to $26,958. The income of the company is exempt from income tax under section 50-45 of the Income Tax Assessment Act 1997 Dividends Paid or Recommended The Constitution of Association of the company prohibits the distribution of income and property by way of dividend or bonus. Review of Operations

During the year, the company completed seasons in Sydney, Canberra, and Melbourne and also toured in various states in Australia. Further details of operations are contained in the Chairman’s Report. Significant Changes in State of Affairs No significant changes in the Company's state of affairs occurred during the financial year. After Balance Date Events No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years. Future Developments The Company expects to maintain the present status and level of operations and hence there are no likely developments in the Company’s operations. Environmental Issues The Company’s operations are not regulated by any significant environmental regulation under a law of the Commonwealth or of a state or territory. Options No options over issued shares or interests in the Company were granted during or since the end of the financial year and there were no options outstanding at the date of this report. Information on Directors Timothy Kenneth Fabian Cox Qualifications

— —

Chairman, Director since May 1999 AO Mcomm

BELL SHAKESPEARE | 2009 ANNUAL REPORT

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

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 Options DIRECTORS’ REPORT

No options over issued shares or interests in the Company were granted during or since the end of the financial year and there were no options outstanding at the date of this report.

Information on Directors

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 —DIRECTORS' Chairman, Director since May 1999 REPORT

Timothy Kenneth Fabian Cox Qualifications Experience

— —

AO Mcomm 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.

Special Responsibilities

—

Executive, Nominations, Marketing & Development committees

Ilana Rachel Atlas Qualifications Experience

— — —

Special Responsibilities

—

Deputy Chairman, Director since January 2004 1 Bjuris (Hons) LLB (Hons) LLM Recently retired from Westpac Banking Corporation where she held the role of Group Executive - People and prior to that was Group Secretary and General Counsel. Previously, Ilana was a partner at Mallesons Stephen Jaques, a national law firm. Member of the Council of the Australian National University. Executive, Nominations committees

John Anthony Bell Qualifications Experience

— — —

Artistic Director since inception July 1990 AO BA (Hons) Performed with the Old Tote Theatre Company from 1963 to 1964. 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. In 2009 John was appointed as an Officer in the Order of Australia in recognition of his service to the performing arts.

Special Responsibilities

—

Executive, Nominations committees

Catherine Jane Caro Qualifications Experience

— — —

Director since April 2009 BA (Eng Lit) Author, lecturer, mentor, social commentator, columnist, workshop facilitator, media broadcaster and award winning advertising writer. Runs her own communications consultancy and lectures in Advertising Creative at The School of Communication Arts at UWS. Also sits on the Board of the NSW Public Education Foundation.

Richard John Freudenstein Qualifications Experience

— — —

Director since December 2006 BEc LLB (Hons) Worked for News Corporation and related companies since 1994. Currently the CEO of The Australian Newspaper and CEO of News Digital Media, the digital division of News Limited. Also Chairman of realestate.com.au Ltd, Chairman of CareerOne.com.au and a Director of News Limited, FOXTEL and ESPN Star Sports. Has served as Chairman of the Royal Television Society, Chairman of Nickelodeon UK and as a Director of the English National Ballet.

Special Responsibilities

—

Finance & Audit, New Media & Education committees

Graham Charles Froebel Qualifications Experience

— — —

Director since April 1998 BCom LLB CA Group Taxation Manager of Boral Limited and previously a partner with the international accounting firm Arthur Andersen.

Special Responsibilities

—

Executive, Finance & Audit committees

Kathryn Therese Greiner Qualifications Experience

— — —

Special Responsibilities

—

Director since October 2005 AO BSocWk Chairman of Biotech Capital Pty Ltd and Australian Hearing. Also a Director of the National Capital Authority, an advisory council member of LEK Consulting and a Councillor of Bond University.

Antony De Jong Qualifications Experience

— — —

Special Responsibilities

—

Nominations, Marketing & Development committees

Director since February 2002 BSc LLB (Hons) MBA, GAICD Director of Strategy, Business Development and Marketing Operations in Telstra’s Enterprise & Government division. Previously, Partner with Accenture, a global technology and information services company. President of The Duldig Gallery Inc, a public museum, gallery and arts resource centre in Melbourne. Finance & Audit committee

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 DIRECTORS’ REPORT THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 DIRECTORS' REPORT

Christopher David Jordan Qualifications Experience

— — —

Director since March 2006 AO BCom LLB LLM FCA 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.

Special Responsibilities

—

Finance & Audit, Government Relations, Marketing & Development

James Leslie McLachlan Qualifications Experience

— — —

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

Special Responsibilities

—

New media and Education committee

Margaret Hannah Osmond Qualifications Experience

— — —

Director since October 2005

Special Responsibilities

—

Chief Executive of the Australian National Retailers Association [ANRA], which was established in 2006 as a lobby and research organisation to be the voice of the Australia’s largest retailers. Chaired Sydney's successful bid to secure the hosting rights for 2009 World Masters Games on behalf of the NSW Government and has been Chair of the Sydney Organising Committee for this international sporting event since 2004. Recently been appointed to the Australian Sports Commission and Boardmember of the Retail Employee’s Superannuation Trust [REST].  Government Relations, Marketing & Development committees

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 Timothy Kenneth Fabian Cox Ilana Rachel Atlas John Anthony Bell Catherine Jane Caro Richard John Freudenstein Graham Charles Froebel Kathryn Therese Greiner Antony De Jong Christopher David Jordan James Leslie McLachlan Margaret Hannah Osmond

Number of shares 5,000 5,000 5,001 5,000 5,000 5,005 5,000 5,000 5,000 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, 6 meetings of directors were held. Attendees by each director were as follows: Directors Meetings Number eligible to attend Number attended Timothy Kenneth Fabian Cox 6 5 Ilana Rachel Atlas 6 3 John Anthony Bell 6 5 Catherine Jane Caro 4 2 Richard John Freudenstein 6 5 Graham Charles Froebel THE BELL SHAKESPEARE COMPANY 6 LIMITED ABN:487 050 055 251 Kathryn Therese Greiner 4 6 DIRECTORS' REPORT Antony De Jong 5 6 Christopher David Jordan 6 5 James Leslie McLachlan 3 6 Margaret Hannah Osmond 4 6 3 Gilbert Randall Thew 2 2

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 DIRECTORS’ REPORT Indemnifying Officers or Auditor No indemnities have been given or insurance premiums paid, during or since the end of the financial year, for any person who is or has been an officer or auditor of the Company with the exception of the following matter. During the financial year the company obtained insurance to indemnify directors and officers, as named in this report, for loss arising from any claims made against them by reason of any wrongful act. The premium paid was $3,960. 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. 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 the date of this report T K F Cox, Chairman J A Bell, Artistic Director M Ramsden, Company Secetary C M Tooher, General Manager Auditor’s Independence Declaration The lead auditor’s independence declaration for the year ended 31 December 2009 has been received and can be found on page 5 of the directors’ report. Signed in accordance with a resolution of the Board of Directors.

Director Dated this

Timothy Kenneth Fabian Cox 10th

day of

March

2010

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 AUDITOR’S INDEPENDENCE DECLARATION UNDER S 307C OF THE CORPORATIONS ACT 2001

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055YEAR 251 ENDED 31 DECEMBER 2009 STATEMENT OF COMPREHENSIVE INCOME FOR THE STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2009 2009 $ 9,083,862 (3,925,160) (124,146) (268,145) (1,013,860) (912,704) (547,575) (142,836) (33,008) (849,776) (1,239,694) 26,958 26,958

2008 $ 9,962,073 (3,831,440) (114,217) (268,797) (1,065,203) (876,838) (766,019) (186,548) (42,197) (1,035,810) (1,328,604) 446,400 446,400

Other comprehensive income: Increase/(decrease) in fair value of available for sale financial assets

119,504

(111,698)

Total comprehensive income for the year

146,462

334,702

Note Revenue Other income Employee benefits expense Depreciation and amortisation Rental expense Production expenses Marketing expenses Administration expenses Fundraising expense Merchandise expense Venue costs Touring Costs Other expenses Profit before income tax Income tax expense Profit after income tax for the year

2 2 3 3 3

The accompanying notes form part of these financial statements

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2009 THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2009 Note ASSETS CURRENT ASSETS Cash and cash equivalents Trade and other receivables Other assets TOTAL CURRENT ASSETS NON-CURRENT ASSETS Financial assets Plant and equipment Intangible assets TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables Short term provisions TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Long term provisions TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Retained earnings Available-for-sale revaluation reserve Issued Capital TOTAL EQUITY

2009 $

2008 $

4 5 6

1,081,283 716,175 94,194 1,891,652

953,489 159,658 102,476 1,215,623

7 8 9

2,268,097 78,674 73,601 2,420,372 4,312,024

2,073,472 169,245 2,242,717 3,458,340

10 11

1,778,121 110,896 1,889,017

1,103,340 117,884 1,221,224

73,103 73,103 1,962,120 2,349,904

33,674 33,674 1,254,898 2,203,442

2,239,930 13,933 96,041 2,349,904

2,212,972 (105,571) 96,041 2,203,442

The above Statement of Financial position should be read in conjunction with the accompanying notes.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN:87 87 050 050 055 251251 THE BELL SHAKESPEARE COMPANY LIMITED ABN: 055 STATEMENT OF CHANGES IN EQUITY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2009 FOR THE YEAR ENDED 31 DECEMBER 2009

Issued Capital $ Balance at 1 January 2008

96,041

Effects of changes in accounting policies: Note 1.

96,041

Profit for the year

Retained Earnings

Total

6,127

1,846,264

1,948,432

(79,692)

Changes in accounting policy for advertising brochures Restated Balance at 1 January 2008

Available-forsale Revaluation Reserve $

6,127

1,766,572

1,868,740

446,400

(111,698)

Other comprehensive income: Decrease in fair value of available-for-sale financial assets Balance at 31 December 2008

Note 1.

Balance at 1 JANUARY 2009 Profit for the year Other comprehensive income: Increase in fair value of available-for-sale financial assets Balance at 31 DECEMBER 2009

96,041

(105,571)

2,212,972

2,203,442

96,041 -

(105,571) -

2,212,972 26,958

2,203,442 26,958

119,504

96,041

13,933

2,239,930

2,349,904

Note 1. Closing balance at 31 Dec 2008 does not agree to prior year accounts due to the

restatement of retained earnings following from the change in accounting standards (advertising costs).

The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 STATEMENT OF CASH FLOWS FOR THE ENDED 31 DECEMBER 2009 THE BELL SHAKESPEARE COMPANY LIMITED ABN: YEAR 87 050 055 251 STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2009 Note CASH FLOW FROM OPERATING ACTIVITIES Receipt of Grants Other receipts Payments to suppliers and employees Interest received Receipts from sales Receipts from fundraising Investment income received Net GST received Net cash provided from operating activities

CASH FLOW FROM INVESTING ACTIVITIES Receipts from other financial assets Payment for property, plant and equipment Payment for intangible assets Payment for available-for-sale of investments Payment for other financial assets Net cash used in investing activities Net increase in cash held Cash at the beginning of the financial year Cash at the end of the financial year

The above Statement of Cash Flows should be read in conjunction with the accompanying notes.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

2009 $

2008 $

2,619,931 55,207 (8,694,450) 56,043 3,474,828 2,666,937 65,319 66,275 310,090

2,315,148 10,500 (9,546,722) 96,259 4,678,175 2,885,270 124,607 73,009 636,246

116,666 (26,883) (80,293) (152,734) (39,052) (182,296)

297,222 (56,261) (515,526) (6,402) (280,967)

127,794 953,489 1,081,283

355,279 598,210 953,489

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009

These financial statements are for THE BELL SHAKESPEARE COMPANY LIMITED as an individual entity, incorporated and domiciled in Australia. THE BELL SHAKESPEARE COMPANY LIMITED is a company limited by shares. Note 1

Statement of Significant Accounting Policies

Basis of Preparation The financial statements are general purpose financial statements that have been prepared in accordance with Australian Accounting Standards (including Australian Accounting Interpretations) and the Corporations Act 2001 . Australian Accounting Standards set out accounting policies that the AASB has concluded would result in financial statements containing relevant and reliable information about transactions, events and conditions. Material accounting policies adopted in the preparation of these financial statements are presented below and have been consistently applied unless otherwise stated. The financial statements have been prepared on an accruals basis and are based on historical costs, modified, where applicable by the measurement at fair value of selected non-current assets, financial assets and financial liabilities. Accounting Policies (a)

Going Concern The financial statements have 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 statements. 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.

(b)

Revenue Revenue from 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. Government grants are recognised in revenue on a cash basis in accordance with AASB 1004 where this standard is applicable. If conditions are attached to the grant which must be satisfied before it is eligible to receive the contribution, the recognition of the grant as revenue will be deferred until those conditions are satisfied. When grant revenue is received whereby the entity incurs an obligation to deliver economic value directly back to the contributor, this is considered a reciprocal transaction and the grant revenue is recognised in the Statement of Financial Position as a liability until the service has been delivered to the contributor, otherwise the grant is recognised as income on receipt. Interest and investment revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets. Fundraising income received for the support of activities is included as income in the Statement of Comprehensive Income. 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)

Property, Plant and Equipment Each class of property, plant and equipment is carried at cost or fair values as indicated, less, where applicable, accumulated depreciation and impairment losses. Plant and equipment Plant and equipment are measured on the cost basis less depreciation and impairment losses. The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the assets employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts. Depreciation The depreciable amount of all fixed assets is depreciated on a straight-line basis over the asset's useful life to the entity commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements. The depreciation rates used for each class of depreciable assets are: Class of Fixed Asset Office furniture and equipment Vehicles

Depreciation Rate 20%-30%, straight line 20%, straight line

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each Statement of Financial Position date. Asset classes carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains or losses are included in the Statement of Comprehensive Income. (e)

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 lease term.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 NOTES TO THE NOTES FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 (f)

Financial Instruments Initial Recognition and Measurement Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist. Classification and Subsequent Measurement Subsequent to initial recognition these instruments are measured as set out below. (i) Available-for-sale financial assets Available-for-sale financial assets comprise investments in listed and unlisted entities and any non-derivatives that are not classified as any other category of financial assets, and are classified as non-current assets (unless management intends to dispose of the investment within 12 months of end of the reporting period). After initial recognition, these investments are measured at fair value with gains or losses recognised as a separate component of equity (available-for-sale investments revaluation reserve). Where there is a significant or prolonged decline in the fair value of an available for sale financial asset (which constitutes objective evidence of impairment) the full amount including any amount previously charged to equity, is recognised in the net profit for the period. Purchases and sales of available for sale financial assets are recognised on settlement date with any change in fair value between trade date and settlement date being recognised in the available for sale reserve. On sale, the amount held in available for sale reserves associated with that asset is removed from equity and recognised in the net profit for the period. (ii) Other financial assets Other financial assets are reflected at fair market value and largely represent cash balances, which are not available for use. (iii) 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 all unlisted securities, including recent arm’s length transactions, reference to similar instruments and option pricing models. Impairment At each end of the reporting period, the entity assesses whether there is objective evidence that a financial instrument has been impaired. In the case of available-for-sale financial instruments, a prolonged decline in the value of the instrument is considered to determine whether an impairment has arisen. Impairment losses are recognised in the Statement of Comprehensive Income.

(g)

Impairment of Assets At the end of each reporting period, the entity reviews the carrying values 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 expensed to the Statement of Comprehensive Income. Where the future economic benefits of the asset are not primarily dependent upon on the asset's ability to generate net cash inflows and when the entity would, if deprived of the asset, replace its remaining future economic benefits, value in use is determined as the depreciated replacement cost of an asset. Where it is not possible to estimate the recoverable amount of an assets class, the entity estimates the recoverable amount of the cash-generating unit to which the class of assets belong.

(h)

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 employee 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 Statement of Financial Position date with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

(i)

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 Statement of Financial Position.

(j)

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

(k)

Income Tax No provision for income tax has been raised as the entity is exempt from income tax under Div 50 of the Income Tax Assessment Act 1997 .

(l)

Intangibles Website upgrade Website upgrade is recorded at cost, has a finite life and is carried at cost less any accumulated amortisation and impairment losses. It has an estimated useful life of three years. It is assessed annually for impairment.

(m)

Provisions Provisions are recognised when the entity has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. Provisions recognised represent the best estimate of the amounts required to settle the obligation at the end of the reporting period.

(n) 46

Foreign currency transactions and balances BELL SHAKESPEARE | 2009 ANNUAL REPORT

Australian Taxation Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of expense. Receivables and payables in the Statement of Financial Position are shown inclusive of GST. (k)

Income Tax No provision for income tax has been raised as the entity is exempt from income tax under Div 50 of the Income Tax Assessment Act 1997 .

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 (l) Intangibles Website NOTES TOupgrade THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 Website upgrade is recorded at cost, has a finite life and is carried at cost less any accumulated amortisation and impairment losses. It has an estimated useful life of three years. It is assessed annually for impairment.

(m)

Provisions Provisions are recognised whenTHE the entity a legal or constructive obligation, as a result of past for251 which it is probable that an outflow of BELLhas SHAKESPEARE COMPANY LIMITED ABN: 87 events, 050 055 economic benefits will result and that outflow can be reliably measured.FOR Provisions represent the best estimate of the amounts required to NOTES TO THE FINANCIAL STATEMENTS THE recognised YEAR ENDED 31 DECEMBER 2009 settle the obligation at the end of the reporting period.

(n)

Foreign currency transactions and balances Foreign currency transactions during the year are converted to Australian11 currency at the rates of exchange applicable at the date of the transactions. Amounts receivable and payable in foreign currencies at Statement of Financial Position 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 the Statement of Comprehensive Income as they arise.

(o)

Trade and other receivables Trade and other receivables are recognised at original invoice amounts less an allowance for uncollectible amounts and have repayment terms of 30 days. Collectability 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.

(p)

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 day payment terms.

(q)

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

(r)

Change of accounting policy

(s)

New Accounting Standards for application in future periods There are no new, revised and amended standards and interpretations that have mandatory application dates for future reporting periods which the Directors believe will have a material impact on the Company

(t)

The company has adopted the amendments to AASB 138 Intangible Assets prescribed by AASB 2008-5 Amendments to Australian Accounting Standards arising from the Annual Improvements Project (issued July 2008). This has resulted in the following change in accounting policy: Expenditure incurred on subscription brochures and other advertising materials is to be expensed when incurred, not when used. Expenditure on advertising brochures and other advertising materials received but not yet distributed to customers are currently recognised as other assets/prepayments in the balance sheet. On initial adoption of these amendments at 1 January 2008, retained earnings will decrease by $79,692 being the balance of advertising brochures and other advertising materials at the date. Further, when comparatives for the year ended 31 December 2008 are restated, profit for that year will increase by $34,537 to $446,400 due to $45,155 of brochures on hand at that date. A restated statement of financial position as at 1 January 2008 has not been presented as the impact of the adjustments made is not material and has been fully disclosed above.

Critical accounting estimates and judgments

The directors evaluate estimates and judgments incorporated into the financial statements based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the company. Key Estimates General

Estimates and assumptions 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. Impairment The company assesses impairment at the end of each reporting period by evaluation of conditions and events specific to the company that may be indicative of impairment triggers. Recoverable amounts of relevant assets are reassessed using value-in-use calculations which incorporate various key assumptions. Key Judgements

(a) Available-for-sale investments There are no critical judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities.

Note 2

Revenue and Other Income Note Revenue from Government Grants and Other Grants — State/federal government grants Other Revenue — Charitable income and fundraising revenue — Performance revenue — Programme and merchandise revenue — Investment income/(loss) — Interest received — Other revenue Total Revenue Other Income Total Other Income Total Revenue and Other Income

2009 $

2008 $

2,412,005 2,412,005

2,521,383 2,521,383

2,553,835 3,855,443 86,010 65,319 56,043 55,207 6,671,857 9,083,862

2,902,575 4,411,756 65,823 (46,223) 96,259 10,500 7,440,690 9,962,073

9,083,862

9,962,073

BELL SHAKESPEARE | 2009 ANNUAL REPORT

Note 3

Expenses 2009 $

Profit for the year includes the following specific expenses Depreciation and Amortisation — leasehold improvements — furniture and equipment — website upgrade Total Depreciation and Amortisation

(a)

Rental expense on operating leases — minimum lease payments Total rental expense Auditor Remuneration — audit services — other services Total Audit Remuneration

(b)

Note 4

2008 $

35,298 82,156 6,692 124,146

34,649 79,568 114,217

268,145 268,145

268,797 268,797

23,950 5,014 28,964

21,675 4,507 26,182

Reconciliation of Cash and Cash Equivalents

For the purpose of the Statement of Cash Flows, 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 Statement of Financial Position. Cash at the end of the financial year as shown in the Statement of Financial Position is made up as follows: 2009 $

CURRENT Cash at bank Cash on hand Cash on deposit Note 5

2008 $

700,452 2,350 378,481 1,081,283

437,504 2,100 513,885 953,489

Trade and Other Receivables Note

CURRENT Trade receivables Other receivables Total current trade and other receivables

2009 $

2008 $

712,265 3,910 716,175

151,034 8,624 159,658

Credit risk - Trade and Other Receivables The company does not have any material credit risk exposure to any single receivable or group of receivables. The following table details the company’s trade and other receivables exposed to credit risk (prior to collateral and other credit enhancements) with ageing analysis and impairment provided for thereon. Amounts are considered as ‘past due’ when the debt has not been settled with the terms and conditions agreed between the company and the customer or counter party to the transaction. Receivables that are past due are assessed for impairment by ascertaining solvency of the debtors and are provided for where there are specific circumstances indicating that the debt may not be fully repaid to the company. The balances of receivables that remain within initial trade terms (as detailed in the table) are considered to be of high credit quality.

2009 Trade and term receivables Other receivables Total

2008 Trade and term receivables Other receivables Total

Gross Amount $ 712,265 3,910 716,175 Gross Amount $ 151,034 8,624 159,658

Past due and impaired $

Past due but not impaired (days overdue) <30 31 – 60 61 – 90 $ $ $ 83,432 16,010 3,910 83,432 19,920 -

Past due and impaired $

Past due but not impaired (days overdue) 31 – 60 61 – 90 <30 $ $ $ 63,313 945 8,624 71,937 945 -

Within initial trade terms $ 612,823

>90 $ -

612,823

>90 $ 3,019

Within initial trade terms $ 83,757

3,019

83,757

The company does not hold any financial assets whose terms have been renegotiated, but which would otherwise be past due or impaired. The Company has been in direct contact with the relevent customers whose balances are past due and are reasonably satisfied that payment will be received in full. Note 6

Other Assets 2009 $

CURRENT Prepayments

BELL SHAKESPEARE | 2009 ANNUAL REPORT

94,194 94,194

2008 $ 102,476 102,476

THE BELL SHAKESPEARE COMPANY LIMITED 87ABN: 050 251 THE BELL SHAKESPEARE COMPANYABN: LIMITED 87055 050 055 251 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 Note 7

Financial Assets 2009 $

2008 $

1,985,846

1,246,344

7b 7c 7c 7c

103,767 29,167 49,317 100,000 2,268,097

99,715 145,833 516,580 65,000 2,073,472

7d 7b

1,013,685 149,639 822,522

425,705 132,060 688,580

1,985,846

1,246,345

2009 $

2008 $

Note

NON-CURRENT Available-for-sale financial assets Other financial assets RIS - Bank Term Deposit Bank Deposit Managed cash on deposit Bank guarantee deposit a. Available-for-sale financial assets comprise: — Unlisted investments at fair value Managed Fixed Interest Portfolio Balanced Investment Fund RIS Investments - Units in Investment Trust

b. 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. c. Other Bank deposits and managed cash are not considered accessible to the company for the purposes of this classification. d. The Managed Fixed Interest Portfolio is an investment portfolio managed by Perpetual Trustees for the company. The investments are fixed interest securities and cash management funds with returns typically in the range 4% to 6%. Note 8

Property, Plant and Equipment

PLANT AND EQUIPMENT Production and theatre equipment At cost Less accumulated depreciation Office furniture and equipment At cost (Accumulated depreciation) Leasehold improvements At cost (Accumulated depreciation) Motor vehicle At cost (Accumulated depreciation) Total plant and equipment

43,063 (22,944) 20,119

27,484 (10,882) 16,602

222,592 (175,948) 46,644

253,405 (144,073) 109,332

107,844 (95,933) 11,911

103,946 (60,635) 43,311

19,091 (19,091) 78,674

19,091 (19,091) 169,245

Movements in Carrying Amounts Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end of the current financial year: Leasehold Improvements $

2008 Balance at the beginning of the year Additions at cost Depreciation expense Carrying amount at end of year 2009 Balance at the beginning of the year Additions at cost Depreciation expense Carrying amount at end of year

Production & Theatre Equipment

Office Furniture and Equipment $

Total $

77,960 (34,649) 43,311

20,298 4,266 (7,962) 16,602

128,943 51,995 (71,606) 109,332

227,201 56,261 (114,217) 169,245

43,311 3,899 (35,298) 11,912

16,602 15,579 (12,062) 20,119

109,332 7,405 (70,094) 46,643

169,245 26,883 (117,454) 78,674

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 ABN: 05087055 THE BELL SHAKESPEARE COMPANY LIMITED 050 251 055 251 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 Note 9

Intangible Assets 2009 $

Website Upgrade Cost Accumulated amortisation Net carrying value

80,293 (6,692) 73,601 Website Upgrade $

Movements in Carrying Amounts 2008 Balance at the beginning and end of the year

80,293 (6,692) 73,601

Trade and Other Payables

CURRENT Trade payables Deferred income

(a)

10(a)

Note Financial liabilities at amortised cost classified as trade and other payables Trade and other payables — Total Current — Total Non-Current Less deferred income Financial liabilities as trade and other payables

Note 11

2009 Balance at the beginning of the year Additions Amortisation charge Note 10

2008 $

2009 $

2008 $

634,461 1,143,660 1,778,121

362,318 741,022 1,103,340

2009 $

2008 $

1,778,121 1,778,121 (1,143,660) 634,461

1,103,340 1,103,340 (741,022) 362,318

Provisions 2009 $

CURRENT Employee Benefits Unbilled touring costs NON-CURRENT Employee Benefits

Analysis of Total Provisions Current Non-current

2008 $

92,949 17,947 110,896

83,884 34,000 117,884

73,103 73,103

33,674 33,674

2009 $ 110,896 73,103 183,999

2008 $ 117,884 33,674 151,558

Provision for Long-term Employee Benefits A provision has been recognised for employee entitlements relating to long service leave. In calculating the present value of future cash flows in respect of long service leave, the probability of long service leave being taken is based on historical data. The measurement and recognition criteria relating to employee benefits has been included in Note 1(h) to these financial statements. Note 12

Issued Capital 2009 $

Issued Capital 96,041 ordinary shares of $1.00 each

2008 $

96,041

BELL SHAKESPEARE | 2009 ANNUAL REPORT

96,041

Capital and Leasing Commitments

(a) Operating Lease Commitments Non-cancellable operating leases contracted for but not capitalised in the financial statements

2009 $ 116,367 78,698 195,065

Payable – minimum lease payments — not later than 12 months — later than 12 months but not later than 5 years

2008 $ 295,656 166,992 462,648

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. Note 14

Contingent Liabilities and Assets 2009 $

Estimates of the potential financial effect of contingent liabilities that may become payable: Bank guarantee - lease premises Bank guarantees - autopay facility

Note 15

2008 $

70,000 30,000

42,000 60,000

100,000

102,000

Events After the Balance Date

No events have occurred since balance date which would have a material impact on the financial statements. Note 16

Key Management Personnel Compensation

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the company, directly or indirectly, including any director (whether executive or otherwise) of that entity. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Key Management Persons (KMP) has been taken to comprise the directors and members of the executive management responsible for the day to day financial and operational management of the entity. The aggregate compensation of Key Management Persons during the year comprising amounts paid or payable or provided for was as follows: Short-term benefits

2009 Total compensation

$ 554,652

2008 Total compensation

654,587

Note 17

Post employment benefits $

Other long-term benefits

Termination benefits

Total -

$ 554,652

81,000

735,587

Related Party Transactions

Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other persons unless otherwise stated. During the year donations were received from certain Directors and Director-related parties and these are named amongst those private donors listed in the attachment to this report. Note 18

Cash Flow Information

Note Reconciliation of cash flow from operations with profit after income tax Profit after income tax Non cash flows Depreciation and amortisation Impairment loss on revaluation of available for sale financial assets Change in assets and liabilities (Increase)/decrease in trade and other receivables Increase/(decrease) in trade and other payables (Increase)/decrease in other assets Increase/(decrease) in provisions Net cash provided by operating activities

2009 $

2008 $

26,958

446,400

124,146 -

114,217 170,830

(556,517) 674,780 8,282 32,441 310,090

526,269 (721,781) 103,886 (3,575) 636,246

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87ABN: 05087055 251 THE BELL SHAKESPEARE COMPANY LIMITED 050 055 251 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR YEAR ENDED 31 DECEMBER 2009 NOTES TO THE FINANCIAL STATEMENTS FOR THE ENDED 31 DECEMBER 2009 Note 19

Finance Facilities 2009 $

Standby arrangements with banks to provide funds and support facilities. Credit Card facility Multi Option credit facility Amount used Unused credit facility

30,000 27,500 2,500

2008 $ 130,000 20,000 110,000

Security Details The credit card facility of $30,000 (2008: N/A) is arranged with Westpac Banking Corporation with general terms and conditions being set and agreed to from time to time.The multi option facility has been discontinued but included a bank overdraft facility (2008: $50,000) a credit card facility (2008: $20,000) and a general credit facility (2008: $60,000), and was arranged with the Commonwealth Bank of Australia. with general terms and conditions being set and agreed to from time to time. A letter of set off has also been given by The Bell Shakespeare Company Limited to the bank over a term deposit of $70,000. Note 20

Financial Instruments

The company’s financial instruments consist mainly of deposits with banks, local money market instruments, short-term investments, accounts receivable and payable and leases. a. Net fair value 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 Statement of Financial Position and in the notes to and forming part of the financial statements. Carrying Carrying Fair Value Amount Variance Fair Value Amount Variance 2009 2009 2009 2008 2008 2008 $ $ $ $ $ $ Note Financial Assets Cash and cash equivalents 4 1,081,283 1,081,283 953,489 953,489 Loans and receivables 5 716,175 716,175 159,658 159,658 Other financial assets 7 282,251 282,251 827,128 827,128 Available-for-sale financial assets 7(a) 1,985,846 1,985,846 1,246,344 1,246,344 4,065,555 4,065,555 3,186,619 3,186,619 Financial Liabilities Financial liabilities at amortised cost 10(a) 634,461 634,461 362,318 362,318 — Trade and other payables 634,461 634,461 362,318 362,318 b. Financial Risk Management The main risks the company is exposed to through its financial instruments are interest rate risk (see section (c) below), price risk, 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 Statement of Financial Position 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. Maturity Analysis for Financial Liabilities Monetary liabilities have differing maturity profiles depending on the contractual term. The company’s monetary liabilities comprise of trade payables which have repayment terms of 30 days.

(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.

Interest rate risk Interest rate risk is the risk that a financial instrument's value will fluctuate as a result of changes in market interest rates. The company's exposure to interest rate risk is minimal as its interest-bearing financial assets are managed by a mix of variable and fixed interest rate deposits. Interest rate sensitivity The company performs a sensitivity analysis to measure market risk exposures at the time of each maturity of its financial assets so as to assess the renegotiation opportunities. There is no interest rate sensitivity for trade receivables or creditors. Interest rate sensitivity arises on the investments of liquid funds. The impact on surplus arising from of a 1% shift in average interest rate on total managed funds would increase the interest income by $20,454 if the rates rose (2008: $17,785) or decrease the interest income by $20,454 (2008: $17,785) if the rates declined, respectively.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 THE BELL SHAKESPEARE COMPANY LIMITED ABN:ENDED 87 050 055 31 251 DECEMBER 2009 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2009 Weighted average interest rate

Floating Rate

Fixed Rate 1 year or less

Non Interest Bearing

Total

2009 Financial Assets: Cash and cash equivalent

3.72%

Receivables, at cost

1,078,933

2,350

1,081,283

716,175

716,175 1,985,847

Available-for-sale financial assets, at fair value

4.89%

1,013,686

972,161

Other financial assets, at amortised cost

3.36%

78,484

203,767

282,251

1,157,417

1,217,453

1,690,686

4,065,556

634,461

953,489

Subtotal Financial Liabilities: Payables 2008 Financial Assets: Cash and cash equivalent

2.15%

953,489

Available-for-sale financial assets, at fair value

4.10%

942,285

Other financial assets, at amortised cost

4.90%

145,833 2,041,607

Receivables, at cost

Subtotal

159,658

820,640

1,762,925

164,715

310,548

164,715

980,298

3,186,620

305,527

Financial Liabilities: Payables Note 21

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 surpluses generated by the companyâ&#x20AC;&#x2122;s operations. Over the past years of operation these surpluses have been accumulated to support the ongoing operations of the company.

Note 22

Entity Details

The financial statements of The Bell Shakespeare Company Limited for the year ended 31 December 2009 were authorised for issue in accordance with a resolution of Directors dated 10 March 2010 and covers The Bell Shakespeare Company Limited. The financial statements are presented in Australian currency. The registered office of the entity is: THE BELL SHAKESPEARE COMPANY LIMITED Level 1, Cleland Bond 33 Playfair Street The Rocks NSW 2000 The principal place of business is: THE BELL SHAKESPEARE COMPANY LIMITED Level 1, Cleland Bond 33 Playfair Street The Rocks NSW 2000

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 DIRECTORS’ DECLARATION THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 DIRECTORS’ DECLARATION

The directors of the entity declare that: 1.

The financial statements and notes, as set out on pages 3 to 18, are in accordance with the Corporations Act 2001: (a)

comply with Australian Accounting Standards; and

(b)

give a true and fair view of the financial position as at 31 December 2009 and of the performance for the year ended on that date of the entity.

In the directors’ opinion there are reasonable grounds to believe that the entity 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.

Director Dated this

Timothy Kenneth Fabian Cox 10th

day of

March

2010

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THE BELL SHAKESPEARE COMPANY LIMITED

BELL SHAKESPEARE | 2009 ANNUAL REPORT

THE BELL SHAKESPEARE COMPANY LIMITED ABN: 87 050 055 251 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THE BELL SHAKESPEARE COMPANY LIMITED

BELL SHAKESPEARE | 2009 ANNUAL REPORT

ADDITIONAL INFORMATION

BELL SHAKESPEARE | 2009 ANNUAL REPORT

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 2009 $

2008 $

Capital Fund Campaign

25,000

50,500

Young Artists Fund Campaign

74,000

224,800

Supporting Cast

482,024

420,704

Hearts In A Row

240,205

309,197

Bequests

250,000

Donations - Total

1,071,229

1,005,201

Sponsorships

1,042,586

1,317,334

440,020

580,040

2,553,835

2,902,575

142,836

186,548

2,410,999

2,716,077

Note Donations:

Trusts & Foundations Gross income raised by appeals Less: direct costs of fundraising appeals:

Note: 2008 restated to reflect direct costs only. Net surplus from fundraising appeals (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. 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 in any capacity.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

FUNDRAISING (continued) (e) Comparative figures and ratios 2009

2008

5,421,644

5,706,738

549,971

1,192,086

Administration

3,085,289

2,651,386

Total Expenditure

9,056,904

9,550,210

142,836 / 2,553,835

186,548 / 2,902,575

2,410,999/ 2,553,835

2,716,027/ 2,902,575

94%

Total cost of services provided / Total expenditure ($)

5,421,644/ 9,056,904

5,706,738 / 9,550,210

Total cost of services provided / Total expenditure (%)

60%

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

5,421,644/ 9,083,862

5,706,738 / 9,962,073

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

60%

57%

Overall breakdown of expenditure

Production expenses Marketing/Fundraising

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

BELL SHAKESPEARE | 2009 ANNUAL REPORT

(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 2009 gives a true and fair view of all income and expenditure with respect to fundraising appeals; and the balance sheet as at 31 December 2009 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: 10 March 2010

BELL SHAKESPEARE | 2009 ANNUAL REPORT

PAID ATTENDANCES Mainstage Productions

Learning Programs

TOTAL 2009

TOTAL 2008

NSW

48,101

25,630

73,731

99,658

VIC

14,260

11,787

26,047

48,676

ACT

10,976

2,446

13,422

12,428

QLD

LOCATION

10,454

6,263

16,717

16,738

1,346

7,175

8,521

7,375

TAS

2,184

3,868

6,052

6,889

2,804

7,343

10,147

11,446

1,399

3,842

5,241

3,219

693

Total

92,217

68,354

160,571

206,429

Metropolitan

72,635

43,078

115,713

151,225

Regional

18,889

25,276

44,165

55,204

693

92,217

68,354

160,571

206,429

Other

International Total Notes: Metropolitan: the capital city of the state Regional: other locations in that state OTHER ACCESS

The company also engages in a number of other activities through which a wider audience reaches the Bell Shakespeare Company. These include ongoing website development, remote community residencies and pre-performance audience discussion panels.

BELL SHAKESPEARE | 2009 ANNUAL REPORT

GOVERNMENT SUPPORT Analysis of Grants and Subsidies Core Australia Council Australia Council Young and Emerging Artists Australia Council Interconnections

Education

Rental subsidy

Projects TOTAL 2009 TOTAL 2008

582,832

Australia Council International Tour Arts NSW

Touring

582,832

568,617

20,000

25,000

27,000 582,832

Playing Australia

150,000

116,667

450,000

DEEWR Triennial

320,000

Arts Queensland Remote Community Residency

27,674

NSW Dept of Education

40,000

Arts Victoria

27,000

849,499

863,350

450,000

571,816

320,000

27,674

40,000

42,600

80,000

Arts SA - DPC

50,000

ACT DET

20,000

5,000

2,412,005

2,521,383

NT DET Effective Total Support

1,165,664

As disclosed in Note 2 to Financial Statements

BELL SHAKESPEARE | 2009 ANNUAL REPORT

627,000

430,000

116,667

72,674

SUMMARY FINANCIAL INDICATORS & KPI’s 2009 $000’s

2009 %

2008 $000’s

2008 %

Net assets

2,350

54.5%

2,203

63.7%

Total assets

4,312

100.0%

3,458

100.0%

Assets

Net assets /Total Expense (KPI)

25.9%

23.2%

Income Performance

3,855

42.4%

4,412

44.3%

Private sector

2,554

28.1%

2.902

29.1%

263

2.9%

126

1.3%

6,672

73.4%

7,440

74.7%

Other Sub-total: Earned Income Private Sector/Earned Income (KPI)

38.3%

39.0%

Government support: Core Touring

1,165

12.8%

1,137

11.4%

627

6.9%

749

7.5%

Education

458

5.0%

518

5.2%

Other

162

1.9%

117

1.2%

Sub-total government

2,412

26.6%

2,521

25.3%

Total Income

9,084

100.0%

9,962

100.0%

Surplus Earned income

6,672

7,440

Expense

(9,057)

(9,515)

Earned loss

(2,385)

(2,075)

2,412

2,521

446

Government support Net surplus

BELL SHAKESPEARE | 2009 ANNUAL REPORT

BUSINESS PLAN SUMMARY AND KPI’s Bus. Plan Ref.

Key Strategy

Primary Key Action

KPI

KS #1. Delivery of Theatre Programme

Ensure BSC is the pre-eminent producer and presenter of Shakespeare and related theatre in Australia.

Initiate Develop or Produce 5 new works each year.

No. of new works (I/D/P)

KS #2. Delivery of Learning Activities

Ensure BSC is the leading provider of Shakespeare related learning activities in Australia.

Expansion of Actors At Work and Masterclass programmes to increase the geographical reach of learning activities.

%age of total schools reached nationally

KS #3. Building Capability and Capacity (Resourcing)

Ensure BSC has the organisational capacity and resources to achieve key strategies in terms of delivery of theatre and learning programmes.

Restructure National touring model in order to enable BSC to achieve status as an “employer of choice” for artists and arts practitioners within the industry.

Timelines/progress as set out for each year

KS #4. Strengthen the Brand and Build the Market

Increase awareness, appeal and support for BSC to drive revenue.

Increase BSC total audience numbers by leveraging off CRM System, Market Research, rebrand and website.

Total audience numbers.

KS #5. Stakeholder relationships

Maintain positive and mutually beneficial relationships with all BSC stakeholders with focus on Govt & Corporate sectors.

Maintain Private Sector Income (Corporate and Private support) levels in line with other Earned Income

Ratio of Private Sector Income to Earned Income

KS #6. Financial sustainability & Risk management

Increase ratio of Accumulated Reserves/ Annual Expenditure.

Deliver budget operating surplus in each year under consideration.

Ratio of Net Assets to Annual Expenditure

Identify & manage exposure to risk:

Manage risk of not achieving main stage Box Office targets

BELL SHAKESPEARE | 2009 ANNUAL REPORT

% Box Office budget achieved

Actual for 2008

Target for 2009

Actual for 2009

Target for 2010 As per 2010-12 Business Plan

4 Just Macbeth (D/P), Venus & Adonis (P), The Wreath (I), Forever 7 (I)

9 The Wreath (D), Forever 7 (D) 2 x New written works (I) 5 x Other works (I)

7 2 x New written works (D) 5 x Other works (D)

27%

New KPI

24% - but was impacted by Swine â&#x20AC;&#x2DC;flu & floods.

30%

N/A

New KPI

Board and Management engagement to develop alternative models and develop internal metrics by EOY

Optimum model selected and approved by Board and Artistic & Company management and incorporated into 2011 schedule

206,429

210,000

160,571 Target proved unrealistic in face of GFC, Swine â&#x20AC;&#x2DC;flu and increased emphasis on regional and remote access

210,000 Will need to be revised downwards in view of 2009 statistics

39%

36%

38%

40%

23.5%

22.6%

25.9% Mainly due to reduced expenditure.

28.9%

104%

100%

95%

100%

(Refer to website for details of all current works in development)

BELL SHAKESPEARE | 2009 ANNUAL REPORT

PO Box 10 Millers Point NSW 2000 Telephone +61 2 8298 9000 Facsimile +61 2 9241 4643 mail@bellshakespeare.com.au bellshakespeare.com.au

BELL SHAKESPEARE | 2009 ANNUAL REPORT