Annual financial statement
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Emyria Limited Appendix 4E Preliminary final report 1. Company details Name of entity: Emyria Limited ABN: 96 625 085 734 Reporting period: For the year ended 30 June 2026 Previous period: For the year ended 30 June 2025 2. Results for announcement to the market 2026 2025 Change Change $ $ $ % Revenue from customer sales and clinical services 4,053,475 1,394,747 2,658,728 191% Loss from ordinary activities after tax attributable to members (6,114,401) (3,142,758) (2,971,643) 95% Net loss for the period attributable to members (6,114,401) (3,142,758) (2,971,643) 95% Dividends There were no dividends paid, recommended or declared during the current financial period. Comments The loss for the Group after providing for income tax amounted to $6,114,401 (30 June 2025: $3,142,758). Research and Development Tax Refund and Other Income totalled $287,179 (30 June 2025: $1,599.855) bringing total Revenue to $4,340,654 (30 June 2025: $2,994,602). For Emyria's subsidiary Mind Body Consulting Pty Ltd revenue is calculated after deducting the doctors' and therapists share of the revenue earned from provision of clinical services. 3. Net tangible assets Reporting period Previous period Cents Cents Net tangible assets per ordinary security 0.91 0.56 4. Control gained over entities Not applicable. 5. Loss of control over entities Not applicable. 6. Dividends Current period There were no dividends paid, recommended or declared during the current financial period. Previous period There were no dividends paid, recommended or declared during the previous financial period.
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Emyria Limited Appendix 4E Preliminary final report 7. Details of associates and joint venture entities Not applicable. 8. Audit qualification or review The financial statements have been audited and an unmodified opinion has been issued. 9. Attachments The Annual Financial Report of Emyria Limited for the year ended 30 June 2026 is attached.
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Emyria Limited ABN 96 625 085 734 Annual Financial Report - 30 June 2026
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Emyria Limited Corporate directory 30 June 2026 1 Directors Gregory Hutchinson - Executive Chairman Dr Michael Winlo - Executive Director Dr Karen Smith - Non-Executive Director Professor Sir John Tooke - Non-Executive Director Dr Mohit Kaushal - Non-Executive Director Company secretary Susan Park Registered office and principal Level 1, 516 Hay Street, Subiaco WA 6008 place of business Telephone: 08 6559 2800 Website: www.emyria.com Email: info@emyria.com Share register Automic Pty Ltd Level 5, 191 St Georges Terrace Perth, Western Australia 6000 Auditor Stantons Level 2, 40 Kings Park Road West Perth, Western Australia 6005 Bankers National Australia Bank Level 14, 100 St Georges Terrace Perth, Western Australia 6000 Stock exchange listing Emyria Limited shares are listed on the Australian Securities Exchange (ASX code: EMD)
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Emyria Limited Contents 30 June 2026 2 Directors' report 3 Auditor's independence declaration 21 Consolidated statement of profit or loss and other comprehensive income 22 Consolidated statement of financial position 23 Consolidated statement of changes in equity 24 Consolidated statement of cash flows 25 Notes to the consolidated financial statements 26 Consolidated entity disclosure statement 59 Directors' declaration 60 Independent auditor's report to the members of Emyria Limited 61
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Emyria Limited Directors' report 30 June 2026 3 The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'Group') consisting of Emyria Limited (referred to hereafter as the 'Company' or 'parent entity') and the entities it controlled at the end of, or during, the year ended 30 June 2026. Directors The following persons were directors of Emyria Limited during the whole of the financial year and up to the date of this report, unless otherwise stated: Mr Gregory Hutchinson - Executive Chairman Dr Michael Winlo - Executive Director Dr Karen Smith - Non-Executive Director Professor Sir John Tooke - Non-Executive Director Dr Mohit Kaushal - Non-Executive Director Principal activities The principal activity of the Group is delivering and developing new treatments for mental health and selected neurological conditions including the delivery of psychedelic assisted therapy. The Group’s activities are informed by Real-World Data collected with patients across its wholly-owned, clinical service subsidiaries. Significant changes in the state of affairs There were no significant changes in the state of affairs of the Group during the financial year. Review of Operations The period marked an inflection point for the Company with multi-state expansion of Emyria’s Empax Clinics through a repeatable, capital light growth platform for advanced mental health care in Australia and increasing payer support across private health, workers compensation and other insurers. The Company also demonstrated measurable outcomes of Emyria’s PTSD and Treatment Resistant Depression Programs. Finally, the Global Empax Partnership Program was established to support Global Psychedelic Drug Sponsors. During the full-year ended 30 June 2026, Emyria delivered total revenue (including R&D tax incentive and other income) of $4,340,654 (30 June 2025: $2,994,602). Revenue acceleration was driven by the expansion of Emyria’s Empax clinic network into Australia’s four largest states and the start of insurer-funded treatments across multiple states. The loss for the Group after providing for income tax amounted to $6,114,401 (30 June 2025: $3,142,758), reflecting investment in the Company’s national expansion infrastructure, and clinical workforce scaling across multiple states. Per-clinic costs are expected to be moderate as the network scales and operational leverage improves. At 30 June 2026, Emyria held a cash balance of $7,290,015, enabling the Company to continue executing on its national Empax clinic strategy.
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Emyria Limited Directors' report 30 June 2026 4 Key Milestones for Emyria: National Empax Clinic Network Established and Generating Revenue Five clinics are now operating or secured across Western Australia (WA), Queensland (QLD), Victoria (VIC) and New South Wales (NSW) validating the Company’s scalable, capital-light, hospital-integrated national rollout model. Brisbane (QLD) and Perth (WA) Clinic are demonstrating increased utilisation with Perth Clinic, the most mature of the five clinics, demonstrating profitability as a stand alone clinic. Emyria’s projected timeline to breakeven and subsequent profitability for a newly established standalone clinic is 9-12 months. Approximately 130 Clinicians (therapists and psychiatrists) have been contracted and trained by Emyria to support its growing national clinic network, with 14 Empax psychiatrists having obtained Authorised Prescriber status. Clinicians are typically contracted rather than employed to support a capital light and scalable business model. Once Sydney (NSW) clinic is activated Emyria will have 18 operational beds across its Empax site network allowing for 90 dosing days capacity per week, with each dosing day providing approximately $10,000 revenue to the company. Critically, Emyria has secured exclusive rights to establish Empax clinics across all current and future Avive Health sites, providing a pipeline of treatment locations across Australia without requiring Emyria to fund or operate standalone sites. PTSD and Treatment Resistant Depression Program Outcomes Post Traumatic Stress Disorder (PTSD) Program Clinically significant long-term results from Emyria’s PTSD treatment program. 12+ months post treatment data as of December 31, 2025, demonstrates durable remission for ~67% of patients, and ongoing clinically significant benefits for ~76%, with the results demonstrating long term symptom relief. Treatment Resistant Depression Program In a first cohort of 10 patients, each with a starting assessment and a follow-up at least three months after completing treatment, patients showed clinically significant reductions in depression and trauma symptoms, alongside improvements in quality of life and daily functioning. Every change was statistically significant. Most striking is that depression symptoms in this treatment-resistant group fell by 6.8 points on average, from 16.8 to 10.0, a clinically significant improvement. Empax Global Partnership Program During the period Emyria launched its Empax Global Partnership Program, a new services platform enabling international drug sponsors to access Emyria’s established clinical delivery infrastructure. The launch represents a strategic inflection point, positioning Emyria as a global clinical delivery platform, and establishes a dual revenue model combining existing reimbursed treatment programs with high-margin, sponsor-funded services. The Program provides a structured pathway for drug sponsors and clinical research organisations (CROs) to deliver complex treatment protocols through Emyria’s Empax network, supporting both clinical trial execution and post- approval commercial rollout.Emyria is currently generating revenue by providing clinical trial site services for international drug sponsor Psyence Biomed, through being a clinical trials site for a Phase IIb trial in Adjustment Disorder in patients with advanced cancer. Medibank Agreement Expanded Nationally Medibank’s funding agreement now covers Emyria’s Treatment- Resistant Depression (TRD) and Post-Traumatic Stress Disorder (PTSD) programs across Empax Clinics in Perth (WA), Brisbane (QLD) and Mornington Peninsula (VIC). This represents the first national roll-out of private health insurance-backed funding for these unique treatments, reinforcing insurer confidence in Emyria’s evidence-based care approach and positive long-term clinical outcomes. Government Payer Access Secured In November, the Department of Veterans’ Affairs (DVA) announced it would fund eligible veterans to receive new therapies for PTSD and TRD. This landmark decision by a government payer establishes dual reimbursement pathways (Medibank and DVA) for Emyria and materially de-risks the Company’s revenue model while also signalling broader public acceptance of these treatments.
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Emyria Limited Directors' report 30 June 2026 5 Strengthened Balance Sheet In November 2025 the Company completed an $8.0 million institutional placement with specialist life-sciences and healthcare-aligned investors to accelerate the national clinic rollout. Emyria Healthcare Excellence Recognition In August, Emyria was recognised with the National Outstanding Clinic of the Year Award at the Patients Australia Awards, recognising leadership, patient-centred care, and clinical impact at a national level. In November, Emyria was awarded the Wesfarmers Wellbeing Platinum Award at the WA Innovators of the Year, recognising outstanding innovation advancing medical and social wellbeing in the community. The award included a $30,000 cash prize. Emyria’s Innovation Pipeline Drug discovery is a long-term, blue-sky opportunity for the Company and programs are supported with non-dilutive funding and learnings from our real-world clinical services. Emyria's proprietary CBD formulation advanced to Tier 3 within the NIH-supported PSPP (Pre-clinical Screening Program for Pain), and the gold-standard disease animal model studies were completed during the period. The program now has a compelling technical data package behind it, complemented by in vivo clinical data, which together position the Company to evaluate a range of commercialisation options. The MDMA analogue program, also supported by the NIH, continued to progress, with the project agreement with UWA extended during the period. Reports continue to be received from the NIH, and pivotal assays have now been completed that further validate the Company's two lead proprietary programs. Emyria’s Strategic Focus for the Period Emyria’s national clinic footprint, accelerating revenue trajectory, growing reimbursement pathways through private health insurance, government and workers compensation insurers, and positive, durable real-world treatment outcomes positioned the Company for a transformative 2026 with demand indicators remaining positive. Emyria continues to focus on its commitment to rollout a national clinic network while supporting Global Drug Sponsor programs and building the proprietary real-world dataset that informs its innovation pipeline. Future developments, prospects and business strategy Emyria will continue focusing on increasing clinic utilisation and scaling its Empax Centre model to meet growing demand for advanced mental health treatments, including psychedelic-assisted therapy. Supported by strong clinical outcomes and insurer funding, the Group continues expanding in the eastern states of Australia through partnerships with private hospitals. An additional key focus will be on enhancing clinical service efficiency and real- world data capture to improve care, inform further payer engagement and support future innovation. Emyria will also continue focusing on growing its Empax Global Partnership Program. While clinical services remain the priority, Emyria will continue progressing its MDMA analogue and Ultra-Pure CBD programs through targeted, non-dilutive funding opportunities. Business risk Access to Capital: While we anticipate generating revenue from our clinical services, these earnings may not be sufficient to cover the full scope of business expenses and required investments. As such, Emyria will continue to depend on external financing through equity or debt to sustain the business. Any limitations on our ability to secure the necessary funding could adversely impact our operational sustainability and delay our path to profitability. Patient Safety in Clinical Services: Emyria provides comprehensive clinical care to patients with severe mental health issues, including the provision of emerging treatments such as psychedelic-assisted therapy. The vulnerable nature of this patient population elevates the importance of maintaining stringent safety protocols. There is an inherent risk associated with any medical intervention and thorough patient evaluations and informed consent are crucial. Despite these precautions, there can be no assurance that adverse events will not occur. Such events could have legal repercussions, attract negative publicity, and harm Emyria’s brand and financial standing. Ensuring the competence and suitability of clinicians is crucial. All clinicians must be rigorously vetted, trained in the specialised treatments offered, and supervised to maintain the highest standards of care. Failure to adequately vet and train clinicians could result in suboptimal treatment outcomes and potentially, legal ramifications.
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Emyria Limited Directors' report 30 June 2026 6 Clinical Data: Emyria holds sensitive clinical data that is susceptible to cybersecurity risks, including potential attacks or breaches from both internal and external parties. These breaches could occur whether access to the data is authorised or unauthorised. Consequently, there's a risk that sensitive information may be publicly exposed or permanently lost. Any such cybersecurity attack or data breach could impact Emyria's compliance with relevant data protection or privacy legislation. Non-compliance with such legislation could lead to penalties, attract negative publicity, and adversely affect the company's brand and reputation. Commercial Risk: Emyria may explore various corporate opportunities, such as acquisitions, licensing, or partnerships to advance its reach in mental health care delivery and drug development programs. There is no guarantee that any such opportunities can be finalised on commercially acceptable terms. Even if terms for licensing and partnerships are agreed upon, unforeseen factors related to the environment, technology, or market conditions may impede the performance of distributors and collaborators in delivering contracted outcomes. Moreover, the future success of Emyria hinges on market acceptance and client retention. This involves convincing prospective clients and partners of the efficacy of Emyria's products and services. Reimbursement Risk: A substantial proportion of Emyria's revenues comprise reimbursement from a single private health payer. Reimbursement terms and eligibility criteria are set by the payer and may change with limited notice. The Department of Veterans' Affairs (DVA) has also agreed to fund PAT, though approvals are subject to strict eligibility criteria. Other funders have covered our treatments, but so far, only on a case-by-case basis. There is no guarantee that current reimbursement arrangements will continue or that additional payers will fund Emyria's services on acceptable terms. Any adverse change to these arrangements could have a material adverse effect on Emyria's revenue, cash flow, and financial position. Concentration Risk: Emyria derives a significant proportion of its revenue from patients funded by a single private health insurer. The current operations and future growth forecasts are substantially dependent on maintaining this relationship and continuing to attract patient volumes under the relevant funding arrangements. Emyria does not benefit from minimum patient volume commitments and there can be no assurance that future referral volumes will be maintained at historical or forecast levels. Any reduction in patient referrals, changes to the insurer's funding policies, reimbursement arrangements, eligibility criteria, or a termination or deterioration of the agreement could materially reduce revenue and operating cash flows. Such an outcome could adversely affect the financial performance, financial position and ability to execute the overall growth strategy. Information Technology: Emyria is dependent on robust information technology, software, data centres, and communication systems for its operations. The systems are susceptible to various risks, including disruptions, failures, service outages, or data corruption, which could occur due to computer viruses, malware, internal or external misuse, cyber-attacks, or other disruptions like natural disasters and power outages. A disruption to any of these platforms or systems could have a significant adverse impact on Emyria's operations. Competition: The healthcare, biotechnology and pharmaceutical sectors are highly competitive and subject to rapid technological changes, both in Australia and internationally. Emyria faces competition from existing alternative treatments as well as from companies developing new products and services targeting similar medical conditions. There is no assurance that Emyria will be able to successfully compete in this landscape. Some of these competing companies may possess or develop technologies that are superior to Emyria's, or have substantially greater financial, technical, and human resources. As a result, Emyria's services, expertise, or products could be rendered obsolete, less attractive, or uneconomical due to advances in technology or alternative approaches developed by Emyria's competitors.
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Emyria Limited Directors' report 30 June 2026 7 Clinical trials: Clinical trials inherently come with elements of risk, including the potential for negative, inconclusive, or non-efficacious results. These factors can significantly impact the commercial potential and profitability of the evaluation of our drug assets comprising Ultra-Pure CBD capsules (EMD-RX7, and EMD-RX9) and proprietary MDMA analogues. The enrolment of patients into trials is susceptible to delays due to various challenges such as the supply chain disruptions, economic downturns, and difficulties in hiring qualified staff. Regulatory approvals, importation, and customs requirements can further delay the progression of clinical trials. Data obtained from clinical trials can also be interpreted differently by different stakeholders, including regulatory authorities. This could potentially delay, limit, or prevent the receipt of regulatory approvals. Moreover, Phase 3 clinical trial data may not necessarily be indicative of the results obtained upon completion or in future stages. Interpreting masked data is subject to further analysis once unmasked, and negative outcomes at any stage could inhibit further development, limit commercial potential, or impede marketing approval. Lastly, our MDMA analogues are subject to stringent safety and efficacy assessments. Failure to demonstrate a strong safety profile or sufficient therapeutic efficacy in future clinical studies could hinder their ongoing clinical development and market release. Delays in patient recruitment or challenges in securing clinical locations may also impact the timeline of our clinical programs. Research and Development: The future success of Emyria is closely tied to the outcomes of clinical trials for our medication-assisted programs as well as our proprietary MDMA analogues, and their eventual approval as safe and effective treatments. These programs are currently in various stages of clinical development, and the possibility of commercialisation, which would generate sales and revenue, remains uncertain and potentially years away. Continued progress requires further research and development, including ongoing evaluation of safety and efficacy in clinical trials, followed by regulatory approval prior to marketing authorisation and payer coverage for clinical services. Drug development is an inherently high-risk endeavour. Until Emyria can provide further clinical evidence supporting the efficacy of its treatments in improving patient outcomes, the success of these products remains speculative. Risks associated with research and development include, but are not limited to, uncertain outcomes, delays in development, and general scientific uncertainties surrounding the development of novel pharmaceutical products. Materialisation of any of these risks could significantly impede Emyria's progress and adversely affect its future financial performance. Regulatory Approval: Emyria operates in a highly regulated sector concerning the manufacture, distribution, and supply of pharmaceutical products as well as the use of experimental treatments like psychedelic-assisted therapies. Achieving and maintaining the necessary approvals, licences, and registrations from relevant regulatory authorities across various jurisdictions is not guaranteed. There may be instances where agencies like the Therapeutic Goods Administration (TGA) or Food and Drug Administration (FDA) identify deficiencies requiring resolution or request additional studies or approvals beyond what is currently planned. This could result in delays and increased costs for our clinical trials as well as our care programs. Emyria also faces the risk of policy, regulation, and legislative changes in all jurisdictions where it operates. Failure to secure or sustain required approvals or adapt to regulatory changes could adversely impact Emyria's ability to commercialise and manufacture its treatments. Intellectual Property (IP): The acquisition and maintenance of intellectual property rights are crucial for safeguarding the potential value generated from biotechnology research and development. Emyria's success partially hinges on its capacity to secure patents, maintain trade secret protection, and operate without violating the intellectual property rights of third parties. However, the biotechnology sector is often fraught with complex and uncertain legal and factual questions surrounding patent positions. As such, there is no guarantee that Emyria's existing or future patents will provide commercially significant protection or that they will not infringe upon the rights of others. Additionally, patent disputes can arise due to the complex nature of the technologies involved. The issuance of a patent is not an assurance against the competitive technologies that may bypass Emyria's patented technology. Furthermore, Emyria's patent strategies may not offer global coverage, leaving room for generic competition in some markets.
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Emyria Limited Directors' report 30 June 2026 8 Commercialisation: While Emyria's products such as our Ultra-Pure CBD capsules (EMD-RX7, and EMD-RX9) and proprietary MDMA analogues have shown promise in preclinical assays and clinical trials, they have not yet been approved for commercial sale. We anticipate that it may take several years for these products to gain regulatory approval, if they do at all. If approval is granted, there will be a significant increase in commercialisation expenses. These costs will be associated with setting up sales channels, marketing initiatives, distribution networks, manufacturing capabilities, and supply chain management. Moreover, the success of these products is not guaranteed and will depend on market acceptance by healthcare professionals, patients, and payors within the medical community. Product and Program Safety and Efficacy: The reputation and commercial success of Emyria hinge on the health, safety, and efficacy of its products and care programs, including our Ultra-Pure CBD capsules (EMD-RX7, and EMD- RX9), proprietary MDMA analogues and psychedelic-assisted therapy programs. Serious or unforeseen health, safety, or efficacy concerns could result in reduced market acceptance, reputational damage, product recalls, and potential product liability claims. While Emyria plans to obtain product liability insurance to mitigate such risks, there is no assurance that adequate coverage will be available at a commercially acceptable cost. Any concerns regarding the health, safety, or efficacy of our products are likely to diminish customer demand and adversely affect Emyria's profitability. Litigation: Emyria operates in a sector where the potential for litigation is high. This includes but is not limited to, claims related to breaches of agreements, intellectual property infringement, and employment issues such as personal injuries and occupational health and safety. The financial ramifications of defending against a lawsuit can be substantial, even if the defence is ultimately successful. An unsuccessful defence could result in significant financial damages and costs levied against Emyria, thereby impacting its financial stability. Legislative changes, for instance in antitrust and intellectual property laws, can further elevate the risks associated with litigation. Additionally, Emyria may find it necessary to initiate legal proceedings to defend its intellectual property rights. The pharmaceutical industry is particularly known for extensive litigation, including class actions initiated by end-users or purchasers of pharmaceutical products. As such, Emyria must be prepared to navigate a complex legal landscape that poses various risks to its operations. Reliance on Key Personnel: The success of Emyria is highly dependent on the expertise and commitment of its key personnel. These individuals possess unique skills and knowledge crucial to the provision of mental health care services, the development of our intellectual property and the progression of our clinical trials. As Emyria advances towards drug registration, the company will require additional specialists in clinical development, as well as key financial and administrative staff. Additionally, as Emyria broadens its scope in the provision of emerging mental health care services the company will require sufficiently trained clinicians and support staff. There is no guarantee that Emyria will succeed in attracting and retaining qualified personnel. Failure to do so could significantly hinder our clinical development operations and could have a material adverse impact on our financial performance. Dividends There were no dividends paid, recommended or declared during the current or previous financial year. Matters subsequent to the end of the financial year No matter or circumstance has arisen since 30 June 2026 that has significantly affected, or may significantly affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years other than the expiry of 625,000 unlisted options on 16 August 2026.
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Emyria Limited Directors' report 30 June 2026 9 Information on directors Name: Mr Gregory Hutchinson Title: Executive Chairman (appointed on 21 November 2023 - Non-Executive Chair moving to Executive Chairman on 22 January 2025) Experience and expertise: Mr. Hutchinson's professional background includes founding, commercialising and scaling of innovative clinical delivery care models. Mr. Hutchinson has held leadership roles in rapidly scaling clinical services delivery for over 30 years, including 15 years in his immediate past role as as the CEO of Sonic HealthPlus and Deputy CEO of Sonic Clinical Services, subsidiaries of Sonic Healthcare Limited (ASX: SHL) an S&P/ASX 100 company. Mr. Hutchinson co-founded and is a director of 5D Clinics, a national radiation oncology business specialising in dedicated radiosurgical treatment using CyberKnife technology. Other current directorships: None. Former directorships (last 3 years): None. Interests in shares: 42,654,762 Interests in options: 21,191,468 Interests in rights: 28,080,000 Name: Professor Sir John Tooke Title: Non-Executive Director (appointed 10 February 2020) Experience and expertise: Sir John is Chairman of Academic Health Solutions, a start-up Group offering expert advice to clients internationally on medical research and innovation strategy and health service transformation. He is Senior Independent Director at BUPA Chile and was until 2019 non-executive director of the BUPA main Board and the Chair of the Medical Advisory Council. He chaired the Oversight Group for the Academy of Medical Sciences project ‘How we best use scientific evidence to judge the benefits and harms of medicines’. He also served as an Independent Review Board Member for Google DeepMind Health (UK). Sir John was Head of the School of Life and Medical Sciences at University College London (UCL) as Vice Provost (Health) and Academic Director of UCL Partners from 2010 - 2015. He is the Past President of the Academy of Medical Sciences in the UK. Sir John is a clinician scientist with over 30 years’ experience as a consultant physician specialising in diabetes, endocrinology, vascular medicine and internal medicine with broad research experience (basic biomedical, experimental medicine, and applied health research including improvement science) recognised through Fellowship of the Academy of Medical Sciences. He held a Board position at the Francis Crick Institute (2011 -2015) and was a Member of the Council for Science & Technology (2011-2015) reporting to the Prime Minister (UK). Other current directorships: Academic Health Solutions Ltd Bupa Chile Former directorships (last 3 years): None. Interests in shares: Nil. Interests in options: Nil. Interests in rights: Nil.
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Emyria Limited Directors' report 30 June 2026 10 Name: Dr Mohit Kaushal Title: Non-Executive Director (appointed 21 August 2023) Experience and expertise: Dr Mohit Kaushal is a Senior Advisor at General Atlantic, providing strategic support and advice to the firm’s investment teams and portfolio companies in the Healthcare sector, drawing on his extensive career in investing, clinical medicine, academia, and public policy. Mohit served as a member of the White House Health IT task force during the Obama Administration and built and led the first dedicated healthcare team at the Federal Communications Commission. He served on the Food and Drug Administration Safety and Innovation Act Workgroup of the Health IT Policy Committee and the National Committee on Vital and Health Statistics, advising Health and Human Services on data access and use. Mohit is also an ER physician, an Adjunct Professor of Biomedical Data Science at Stanford University and continues to be active within public policy as a Scholar in Residence at the newly created Duke Margolis Center for Health Policy. Earlier in his career, he was a Visiting Scholar at the Brookings Institution. Other current directorships: Starling Oncology (previously The Oncology Institute (NASDAQ)). Former directorships (last 3 years): Oak Street Health. Interests in shares: 2,000,000 Interests in options: Nil. Interests in rights: Nil. Name: Dr Michael Winlo Title: Executive Director (appointed on 8 November 2019 - Managing Director moving to Executive Director on 22 January 2025 ) Experience and expertise: Michael has a Bachelor of Medicine and Bachelor of Surgery with Honours from the University of Western Australia as well as a Master of Business Administration from Stanford University. Prior to Emyria, Michael was CEO and a Director at Linear Clinical Research Ltd (Linear) providing clinical trial services for US- and Asia-based biotech companies. Linear was the first site in Australia and one of only a few in the world to successfully adopt electronic data capture technology. Under Michael's leadership, Linear’s revenues grew over 300% in just over three years (to over $23 million per year). Prior to Linear, Michael was Health Lead at Palantir Technologies – a Big Data company based in Silicon Valley California. Other current directorships: None. Former directorships (last 3 years): DorsaVi (October 2023 - July 2025) Nanoveu (March 2023 - December 2025) Interests in shares: 1,324,230 Interests in options: 5,632,650 Interests in rights: 4,500,000
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Emyria Limited Directors' report 30 June 2026 11 Name: Dr Karen Smith Title: Non-Executive Director (appointed 29 November 2021 – Executive Director, moving to Non-Executive Director on 13 November 2023) Experience and expertise: Karen Smith, M.D., Ph.D., MBA., LLM, is a Biotech/Pharmaceutical Executive, Board Director and Clinical/Scientific Advisor in the US, Europe, Canada and Australia. Her breadth of experience covers 100+ clinical trials and 20+ major regulatory approvals in multiple jurisdictions including FDA (USA), EMA (Europe), TGA (Australia), ANVISA (Brazil), and PMDA (Japan); leading to product launches across diverse therapeutic areas including oncology (Herceptin, Vyxeos), rare disease (Defitelio), cardiology (Irbesartan), dermatology (Voluma, Botox, Aczone), neuroscience (Abilify, Solriamfetol), and anti-infectives (Teflaro). In addition to growth and creation of R&D pipelines, Dr Smith’s successful record of business development includes acquisitions, divestitures, and partnership deals. Dr. Smith has held various executive roles over the past 20 years, including President, CEO, Global Head of R&D, and Chief Medical Officer. Earlier in her career, she held senior leadership roles at Allergan, AstraZeneca, and Bristol Myers Squibb. Dr. Smith currently serves on the Board of Sangamo Therapeutics (SGMO), Skye Therapeutics (SKYE), and Context Therapeutics (CNTX). Previously, Dr. Smith served on the Board of Forward Pharma (FWD), Sucampo Pharma (SCMP), Acceleron Pharma (XLRN), Antares Pharma (ATRS), Marianna Oncology (Private), Talaris Therapeutics (TALS), and Capstan Therapeutics (Private) – all were successfully exited. Dr. Smith holds several degrees, including an MD, a PhD in Oncology, an MBA (Masters in Business), and an LLM (Masters in Law). Other current directorships: None. Former directorships (last 3 years): None. Interests in shares: 633,333 Interests in options: Nil. Interests in rights: Nil. 'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all other types of entities, unless otherwise stated. 'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes directorships of all other types of entities, unless otherwise stated. Company secretary Ms Susan Park (appointed 1 March 2023) Ms Park is a governance professional with over 25 years’ experience in the corporate finance industry and extensive experience in Company Secretary and Non-Executive Director roles in ASX, AIM, Nasdaq and TSX listed companies. Ms Park holds a Bachelor of Commerce from the University of Western Australia majoring in Accounting and Finance, is a Member of the Australian Institute of Chartered Accountants, a Fellow of the Chartered Institute for Securities & Investment, a Graduate Member of the Australian Institute of Company Directors and a Fellow of the Chartered Governance Institute. She is Managing Director of boutique advisory firm Park Advisory Pty Ltd which provides Boards with company secretarial and corporate governance advice and input. She is currently Company Secretary of several ASX listed companies.
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Emyria Limited Directors' report 30 June 2026 12 Meetings of directors The number of meetings of the Company's Board of Directors ('the Board') held during the year ended 30 June 2026, and the number of meetings attended by each director were: Full Board Risk Committee Attended Held Attended Held Mr Gregory Hutchinson - Executive Chairman 8 8 - - Dr Michael Winlo - Executive Director 7 8 3 3 Dr Karen Smith - Non-Executive Director 7 8 2 3 Dr Mohit Kaushal - Non-Executive Director 5 8 - - Professor Sir John Tooke - Non-Executive Director 8 8 3 3 Held: represents the number of meetings held during the time the director held office. Mr. Gregory Hutchinson and Dr Mohit Kaushal are not members of the Risk Committee. Shares under option and subject to performance rights Unissued ordinary shares of Emyria Limited under option at the date of this report are as follows: Exercise Number Grant date Expiry date price under option 25/10/2022 23/11/2026 $0.296 3,000,000 24/11/2022 23/11/2026 $0.296 2,000,000 31/10/2023 10/11/2026 $0.120 8,500,000 31/10/2023 10/11/2026 $0.120 13,333,333 05/10/2023 05/10/2026 $0.120 7,854,778 07/05/2024 07/05/2027 $0.100 26,380,000 02/08/2024 04/03/2029 $0.064 450,000 05/08/2024 04/03/2029 $0.064 600,000 15/08/2024 04/03/2029 $0.064 600,000 15/07/2024 04/03/2029 $0.064 4,000,000 14/02/2025 04/03/2028 $0.051 2,000,000 11/02/2025 04/03/2028 $0.051 3,000,000 19/03/2025 28/03/2028 $0.051 7,000,000 29/08/2025 01/03/2027 $0.050 55,793,458 19/08/2025 01/03/2027 $0.050 2,500,000 22/09/2025 22/03/2027 $0.050 159,733,537 28/11/2025 27/11/2027 $0.120 10,000,000 306,745,106 Unissued ordinary shares of Emyria Limited under performance rights at the date of this report are as follows: Number under Issue date Expire date Performance rights 28/03/2025 28/03/2029 2,500,000 28/05/2026 28/05/2028 1,000,000 28/05/2026 28/05/2031 48,080,000 51,580,000 For details of options and performance rights issued to directors and other key management personnel, please refer to the Remuneration Report.
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Emyria Limited Directors' report 30 June 2026 13 Shares issued on the exercise of options The following ordinary shares of Emyria Limited were issued during the year ended 30 June 2026 and up to the date of this report on the exercise of options granted: Exercise Number of Options code price shares issued EMDAAC $0.050 7,066,870 The following ordinary shares of Emyria Limited were issued during the year ended 30 June 2026 and up to the date of this report on the conversion of performance rights granted: Performance rights code Conversion price Number of shares issued EMDPR1 $0.00 2,000,000 Remuneration report (audited) The remuneration report details the key management personnel remuneration arrangements for the Group, in accordance with the requirements of the Corporations Act 2001 and its Regulations. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all directors. The remuneration report is set out under the following main headings: ● Principles used to determine the nature and amount of remuneration ● Details of remuneration ● Service agreements ● Share-based compensation ● Additional information ● Additional disclosures relating to key management personnel Principles used to determine the nature and amount of remuneration The objective of the Group's executive reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives and the creation of value for shareholders, and it is considered to conform to the market best practice for the delivery of reward. The Board of Directors ('the Board') ensures that executive reward satisfies the following key criteria for good reward governance practices: ● competitiveness and reasonableness ● acceptability to shareholders ● performance linkage / alignment of executive compensation ● transparency Non-executive directors remuneration Remuneration to Non-Executive Directors reflects the demands which are made on, and the responsibilities of, the Non-Executive Directors. The maximum aggregate for remuneration of Non-Executive Directors is set by shareholders and is currently $500,000. For the year ended 30 June 2026, exclusive of superannuation guarantee the annual cash remuneration paid to Non-Executive Directors was $50,000 per annum each. Executive remuneration Remuneration to Executive Directors reflects the demands which are made on, and the responsibilities of, the Executive Directors. Executive Directors’ remuneration is reviewed to ensure it is appropriate and in line with the market. Other than notice periods, there are no other benefits paid to Executive Directors other than superannuation guarantee amounts as required.
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Emyria Limited Directors' report 30 June 2026 14 The executive remuneration and reward framework has four components: ● base pay and non-monetary benefits ● short-term performance incentives ● share-based payments ● other remuneration such as superannuation and long service leave The combination of these comprises the executive's total remuneration. Short-term incentives The Company’s approach in regard to the use of short-term cash incentives will be assessed by the board on an ongoing basis as the Company evolves. Long-term incentives To align the board and management with shareholder’s interests and with market practices of peer companies and to provide a competitive total remuneration package, the Board introduced a long-term incentive (“LTI”) plan to motivate and reward Executives and Non-Executive Directors. The LTI is provided as options over ordinary shares of the Group under the rules of the Securities Incentive Plan. During the year ended 30 June 2026 there were 30,080,000 Performance Rights issued to two Executive Directors. Use of remuneration consultants No remuneration consultants were engaged or used for the Group during the year ended 30 June 2026. Voting and comments made at the Company's 2025 Annual General Meeting ('AGM') At the November 2025 AGM, 99.05% of the votes received supported the adoption of the remuneration report for the year ended 30 June 2025. The Company did not receive any specific feedback at the AGM regarding its remuneration practices. Share trading policy The trading of shares issued to participants under any of the Group’s employee equity plans is subject to, and conditional upon, compliance with the Group’s security trading policy as per the Group’s Corporate Governance Policy. Directors and executives are prohibited from entering into any hedging arrangements over unvested options under the Group’s employee securities incentive plan. Details of remuneration Amounts of remuneration Details of the remuneration of key management personnel of the Group are set out in the following tables. The key management personnel of the Group consisted of the following directors of Emyria Limited: ● Mr Gregory Hutchinson ● Dr Michael Winlo ● Dr Karen Smith ● Professor Sir John Tooke ● Dr Mohit Kaushal
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Emyria Limited Directors' report 30 June 2026 15 Short-term benefits Non-monetary Post- employment benefits Share- based payments Cash salary and fees Cash bonus Annual leave entitlement movement Super- annuation Equity- settled Total 2026 $ $ $ $ $ $ Non-Executive Directors: Dr Karen Smith 50,000 - - - - 50,000 Dr Mohit Kaushal 50,000 - - - 4,586 54,586 Prof. Sir John Tooke 50,000 - - - - 50,000 Executive Directors: Mr Gregory Hutchinson 170,404 - 13,108 20,448 317,028 520,988 Dr Michael Winlo 260,000 - 30,500 31,200 49,572 371,272 580,404 - 43,608 51,648 371,186 1,046,846 Short-term benefits Non-monetary Post- employment benefits Share- based payments Cash salary and fees Cash bonus Annual leave entitlement movement Super- annuation Equity- settled Total 2025 $ $ $ $ $ $ Non-Executive Directors: Dr Karen Smith 50,000 - - - - 50,000 Dr Mohit Kaushal 50,000 - - - 44,047 94,047 Prof. Sir John Tooke 50,000 - - - - 50,000 Executive Directors: Mr Gregory Hutchinson 121,641 - 5,966 8,919 41,598 178,124 Dr Michael Winlo 335,737 - (23,582) 37,685 52,066 401,906 607,378 - (17,616) 46,604 137,711 774,077 The proportion of remuneration linked to performance and the fixed proportion are as follows: Fixed remuneration At risk - STI At risk - LTI Name 2026 2025 2026 2025 2026 2025 Non-Executive Directors: Dr Karen Smith 100% 100% - - - - Prof. Sir John Tooke 100% 100% - - - - Dr Mohit Kaushal 92% 53% - - 8% 47% Executive Directors: Mr Gregory Hutchinson 39% 77% - - 61% 23% Dr Michael Winlo 87% 87% - - 13% 13%
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Emyria Limited Directors' report 30 June 2026 16 Service agreements Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details of these agreements are as follows: Name: Dr Michael Winlo Title: Chief Scientific Officer / Executive Director Agreement commenced: 26 November 2019 / as Managing Director/CEO to Chief Scientific Officer on 22 January 2025. Term of agreement: - Dr Winlo was paid a base salary of $380,000 per annum plus statutory superannuation as Managing Director/CEO prior to January 2025. Dr Winlo is paid a base salary of $260,000 per annum plus statutory superannuation as Chief Scientific Officer. - Under the general termination of employment provision, either Party may terminate the Agreement by giving one months’ notice. - All other terms of Dr. Winlo’s Executive Employment Agreement remain unchanged. - The Company may terminate the Agreement at any time without notice if serious misconduct has occurred. On termination with cause, the Executive is not entitled to any payment other than entitlements accrued. Name: Dr Karen Smith Title: Non-Executive Director Agreement commenced: 13 November 2023 Term of agreement: - Dr Karen Smith was paid a remuneration package of $50,000 per annum. - Termination of this Agreement will be upon the date provided by either party. There is no notice period applicable to this Agreement. Name: Prof Sir John Tooke Title: Non-Executive Director Agreement commenced: 4 November 2019 Term of agreement: - Professor Tooke was paid a remuneration package of $50,000 per annum base salary. - Termination of this Agreement will be upon the date provided by either party. There is no notice period applicable to this Agreement. Name: Dr Mohit Kaushal Title: Non-Executive Director Agreement commenced: 21 August 2023 Term of agreement: Dr Mohit Kaushal will be paid a base fee of $50,000 per annum. Termination of this Agreement will be upon the date provided by either party. There is no notice period applicable to this Agreement. Name: Mr Gregory Hutchinson Title: Executive Chairman Agreement commenced: 7 September 2023 / as Non-Executive Chair to Executive Chair on 22 January 2025. Term of agreement: - Prior 22 January 2025, Mr Hutchinson was paid an hourly rate $418 per hour plus GST for his consultancy services and $80,000 per annum as Non-Executive Chair. - Mr Hutchinson is paid $190,000 per annum (inclusive of superannuation). - Under the general termination of employment provision, either Party may terminate the Agreement by giving three months’ notice. - The Company may terminate the Agreement at any time without notice if serious misconduct has occurred. On termination with cause, the Executive is not entitled to any payment other than entitlements accrued. Key management personnel have no entitlement to termination payments in the event of removal for misconduct.
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Emyria Limited Directors' report 30 June 2026 17 Share-based compensation Issue of shares There were no shares issued to directors and other key management personnel as part of compensation during the year ended 30 June 2026. Options There were no options over ordinary shares issued to directors and other key management personnel as part of compensation that were outstanding as at 30 June 2026. Details of options over ordinary shares granted, vested and lapsed for directors and other key management personnel as part of compensation during the year ended 30 June 2026 are set out below: Number of Value of Value of Number of Value of options options options options options Name Grant date Vesting date granted granted vested lapsed lapsed $ $ $ Mr Gregory Hutchinson 19/03/2025 19/03/2026 - - 22,252 - - Dr Michael Winlo 19/03/2025 19/03/2026 - - 8,901 - - Performance rights The terms and conditions of each grant of performance rights over ordinary shares affecting remuneration of directors and other key management personnel in this financial year or future reporting years are as follows: Name Number of rights granted Grant date Vesting and exercisable date Expiry date Fair value per right at grant date Dr Michael Winlo * 1,000,000 01/05/2026 30/09/2026 28/05/2031 $0.0500 Dr Michael Winlo ** 1,500,000 01/05/2026 30/04/2027 28/05/2031 $0.0500 Dr Michael Winlo *** 2,000,000 01/05/2026 31/03/2028 28/05/2031 $0.0500 Mr Gregory Hutchinson * 9,500,000 01/05/2026 30/09/2026 28/05/2031 $0.0500 Mr Gregory Hutchinson ** 8,040,000 01/05/2026 30/04/2027 28/05/2031 $0.0500 Mr Gregory Hutchinson *** 8,040,000 01/05/2026 31/03/2028 28/05/2031 $0.0500 * 15 Beds Under Contract (the aggregate number of beds or treatment rooms which the Company has the contractual right to utilise). ** 21 Beds Under Contract (the aggregate number of beds or treatment rooms which the Company has the contractual right to utilise). *** 30 Beds Under Contract (the aggregate number of beds or treatment rooms which the Company has the contractual right to utilise).
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Emyria Limited Directors' report 30 June 2026 18 Performance rights granted carry no dividend or voting rights. Details of performance rights over ordinary shares granted, vested and lapsed for directors and other key management personnel as part of compensation during the year ended 30 June 2026 are set out below: Number of Value of Value of Number of Value of rights rights rights rights rights Name Grant date Vesting date granted granted vested lapsed lapsed $ $ $ Mr Gregory Hutchinson 19/03/2025 28/03/2029 - - 2,061 - - Mr Gregory Hutchinson 19/03/2025 28/03/2029 - - 2,756 - - Mr Gregory Hutchinson 19/03/2025 28/03/2029 - - 1,738 - - Dr Mohit Kaushal 18/08/2023 17/08/2025 - - 4,586 - - Dr Michael Winlo 01/05/2026 30/09/2026 1,000,000 50,000 19,737 - - Dr Michael Winlo 01/05/2026 30/04/2027 1,500,000 75,000 12,363 - - Dr Michael Winlo 01/05/2026 31/03/2028 2,000,000 100,000 8,571 - - Mr Gregory Hutchinson 01/05/2026 30/09/2026 9,500,000 475,000 187,500 - - Mr Gregory Hutchinson 01/05/2026 30/04/2027 8,040,000 402,000 66,264 - - Mr Gregory Hutchinson 01/05/2026 31/03/2028 8,040,000 402,000 34,457 - - Additional information The earnings of the Group for the five years to 30 June 2026 are summarised below: 2026 2025 2024 2023 2022 $ $ $ $ $ Loss after income tax (6,114,401) (3,142,758) (11,455,754) (5,131,117) (7,327,691) The factors that are considered to affect total shareholders return ('TSR') are summarised below: 2026 2025 2024 2023 2022 Share price at financial year end (cents per share) 4.00 2.80 4.10 12.50 19.00 Basic earnings per share (cents per share) (0.83) (0.70) (3.19) (1.79) (2.75) Diluted earnings per share (cents per share) (0.83) (0.70) (3.19) (1.79) (2.75) Additional disclosures relating to key management personnel Shareholding The number of shares in the Company held during the financial year by each director and other members of key management personnel of the Group, including their personally related parties, is set out below: Balance at Received Balance at the start of as part of Disposals/ the end of the year remuneration Additions other the year Ordinary shares Mr Gregory Hutchinson * 35,071,429 - 7,583,333 - 42,654,762 Dr Michael Winlo * 1,115,897 - 208,333 - 1,324,230 Dr Karen Smith 633,333 - - - 633,333 Dr Mohit Kaushal ** - - 2,000,000 - 2,000,000 36,820,659 - 9,791,666 - 46,612,325 * Participation on placement of shares approved by shareholders at a General Meeting held 19 August 2025. ** On 9 January 2026, Mr Kaushal converted of 2,000,000 performance rights into 2,000,000 fully paid ordinary shares.
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Emyria Limited Directors' report 30 June 2026 19 Option holding The number of options over ordinary shares in the Company held during the financial year by each director and other members of key management personnel of the Group, including their personally related parties, is set out below: Balance at Expired/ (*) Balance at the start of forfeited/ the end of the year Granted Exercised Other (**) the year Options over ordinary shares Mr Gregory Hutchinson 8,000,000 - - 13,191,468 21,191,468 Dr Michael Winlo 5,343,259 - (111,111) 400,502 5,632,650 Dr Karen Smith 41,667 - (41,667) - - 13,384,926 - (152,778) 13,591,970 26,824,118 * Options expired on November 2025. ** It comprises: a) free attached options as part of a placement approved by shareholders at a General Meeting held 19 August 2025 and b) Loyalty Options as an eligible shareholder pursuant to the Prospectus dated 8 September 2025 on the basis of one Loyalty Option for every four shares held on the record date. Performance rights holding The number of performance rights over ordinary shares in the Company held during the financial year by each director and other members of key management personnel of the Group, including their personally related parties, is set out below: Balance at Expired/ Balance at the start of forfeited/ the end of the year Granted (*) Exercised (**) other the year Performance rights over ordinary shares Mr Gregory Hutchinson 2,500,000 25,580,000 - - 28,080,000 Dr Michael Winlo - 4,500,000 - - 4,500,000 Dr Mohit Kaushal (**) 2,000,000 - (2,000,000) - - 4,500,000 30,080,000 (2,000,000) - 32,580,000 * Performance rights granted to directors were approved by shareholders at a General Meeting held 1 May 2026. Refer to details of performance rights granted disclosed on note 22 'Share-based payments'. ** On 9 January 2026, Mr Kaushal converted of 2,000,000 performance rights into 2,000,000 fully paid ordinary shares. This concludes the remuneration report, which has been audited. Indemnity and insurance of officers During the financial year, the Company has paid a premium of $116,502 excluding GST (2025: $115,213) to insure the Directors and secretary of the Company. The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of the Company, and any other payments arising from liabilities incurred by the officers in connection with such proceedings. This does not include such liabilities that arise from conduct involving a wilful breach of duty by the officers or the improper use by the officers of their position or of information to gain advantage for themselves or someone else or to cause detriment to the Company. It is not possible to apportion the premium between amounts relating to the insurance against legal costs and those relating to other liabilities. Indemnity and insurance of auditor The Company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Company or any related entity against a liability incurred by the auditor. During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company or any related entity.
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Emyria Limited Directors' report 30 June 2026 20 Proceedings on behalf of the Company No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to 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 part of those proceedings. Auditor Stantons continues in office in accordance with section 327 of the Corporations Act 2001. Non-audit services There were no non-audit services provided during the financial year by the auditor. Auditor's independence declaration A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors' report. This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001. On behalf of the directors ___________________________ Mr Gregory Hutchinson Executive Chairman 31 August 2026
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Liability limited by a scheme approved under Professional Standards Legislation PO Box 1908 West Perth WA 6872 Australia Level 2, 40 Kings Park Road West Perth WA 6005 Australia Tel: +61 8 9481 3188 Fax: +61 8 9321 1204 ABN: 84 144 581 519 www.stantons.com.au Stantons Is a member of the Russell Bedford International network of firms 31 August 2026 Board of Directors Emyria Limited Level 1, 516 Hay Street, Leederville WA, 6007 Dear Directors RE: EMYRIA LIMITED In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Emyria Limited. As Audit Director for the audit of the financial statements of Emyria Limited for the year ended 30 June 2026, I declare that to the best of my knowledge and belief, there have been no contraventions of: (i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and (ii) any applicable code of professional conduct in relation to the audit. Yours sincerely STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD (An Authorised Audit Company) Eliya Mwale Director
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Emyria Limited Consolidated statement of profit or loss and other comprehensive income For the year ended 30 June 2026 Consolidated Note 2026 2025 $ $ The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes 22 Revenue Revenue from provision of services 5 4,053,475 1,394,747 Operating costs (3,134,141) (1,370,262) Gross profit 919,334 24,485 Other income 6 96,094 138,085 Research and Development grant received 191,085 1,461,770 Expenses Research and Development expenses (531,130) (612,837) Employee wages and director fees 7 (3,401,578) (1,391,311) Corporate compliance costs (883,227) (616,326) Finance costs (61,251) (134,561) Share based payments 22 (544,866) (406,391) Other expenses 8 (1,195,747) (1,103,461) Depreciation and amortisation expense 9 (457,769) (466,052) Impairment of intangible asset 16 (245,346) - Write off of assets 15 - (36,159) Loss before income tax expense (6,114,401) (3,142,758) Income tax expense 10 - - Loss after income tax expense for the year attributable to the owners of Emyria Limited (6,114,401) (3,142,758) Other comprehensive loss for the year, net of tax - - Total comprehensive loss for the year attributable to the owners of Emyria Limited (6,114,401) (3,142,758) Cents Cents Basic loss per share 24 (0.83) (0.70) Diluted loss per share 24 (0.83) (0.70)
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Emyria Limited Consolidated statement of financial position As at 30 June 2026 Consolidated Note 2026 2025 $ $ The above consolidated statement of financial position should be read in conjunction with the accompanying notes 23 Assets Current assets Cash and cash equivalents 11 7,290,015 3,570,045 Trade and other receivables 12 794,378 37,848 Inventories 13 329,335 - Prepayments 117,344 198,343 Total current assets 8,531,072 3,806,236 Non-current assets Other financial assets 232,945 53,933 Right-of-use assets 14 738,813 580,503 Property, plant and equipment 15 498,526 239,289 Intangibles 16 1,492,949 1,938,537 Total non-current assets 2,963,233 2,812,262 Total assets 11,494,305 6,618,498 Liabilities Current liabilities Trade and other payables 17 1,592,012 595,064 Lease liabilities 18 126,771 131,958 Provisions 19 239,132 74,463 Total current liabilities 1,957,915 801,485 Non-current liabilities Lease liabilities 18 660,613 481,541 Provisions 19 30,000 30,000 Total non-current liabilities 690,613 511,541 Total liabilities 2,648,528 1,313,026 Net assets 8,845,777 5,305,472 Equity Issued capital 20 50,973,371 41,892,781 Reserves 21 1,928,829 1,449,345 Accumulated losses (44,056,423) (38,036,654) Total equity 8,845,777 5,305,472
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Emyria Limited Consolidated statement of changes in equity For the year ended 30 June 2026 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes 24 Issued Accumulated capital Reserves losses Total equity Consolidated $ $ $ $ Balance at 1 July 2024 36,261,053 1,514,617 (35,350,310) 2,425,360 Loss after income tax expense for the year - - (3,142,758) (3,142,758) Other comprehensive loss for the year, net of tax - - - - Total comprehensive loss for the year - - (3,142,758) (3,142,758) Transactions with owners in their capacity as owners: Contributions of equity (note 20) 5,849,465 - - 5,849,465 Transaction costs from issued capital (217,737) - - (217,737) Options and performance rights issued / vested - 391,142 - 391,142 Reclassification of lapsed options - (456,414) 456,414 - Balance at 30 June 2025 41,892,781 1,449,345 (38,036,654) 5,305,472 Issued Accumulated capital Reserves losses Total equity Consolidated $ $ $ $ Balance at 1 July 2025 41,892,781 1,449,345 (38,036,654) 5,305,472 Loss after income tax expense for the year - - (6,114,401) (6,114,401) Other comprehensive loss for the year, net of tax - - - - Total comprehensive loss for the year - - (6,114,401) (6,114,401) Transactions with owners in their capacity as owners: Contributions of equity (note 20) 9,265,035 - - 9,265,035 Exercise of options and performance rights 539,345 (186,000) - 353,345 Transaction costs from issued capital (723,790) - - (723,790) Options and performance rights issued / vested - 760,116 - 760,116 Reclassification of lapsed options - (94,632) 94,632 - Balance at 30 June 2026 50,973,371 1,928,829 (44,056,423) 8,845,777
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Emyria Limited Consolidated statement of cash flows For the year ended 30 June 2026 Consolidated Note 2026 2025 $ $ The above consolidated statement of cash flows should be read in conjunction with the accompanying notes 25 Cash flows from operating activities Receipts from customers 3,315,190 1,468,690 Payments to suppliers and employees (8,055,271) (5,527,565) Interest received 51,094 15,334 Interest and other finance costs paid (60,119) (122,907) R&D refund received 191,085 1,461,770 Net cash used in operating activities 27 (4,558,021) (2,704,678) Cash flows from investing activities Payments for property, plant and equipment (366,156) (13,888) Payments for term deposits (179,012) - Payments for loan to other entities (1,418) (1,170) Proceeds from term deposit withdrawal - 96,125 Net cash (used in)/from investing activities (546,586) 81,067 Cash flows from financing activities Proceeds from issue of shares and exercised options 9,468,379 5,729,965 Transaction costs paid from the issue of shares (523,768) (160,737) Repayment of borrowings - (813,675) Repayment of lease liabilities 18 (120,034) (128,108) Net cash from financing activities 8,824,577 4,627,445 Net increase in cash and cash equivalents 3,719,970 2,003,834 Cash and cash equivalents at the beginning of the financial year 3,570,045 1,566,211 Cash and cash equivalents at the end of the financial year 11 7,290,015 3,570,045
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 26 1. General information The financial statements cover Emyria Limited as a Group consisting of Emyria Limited and the entities it controlled at the end of, or during, the year. The financial statements are presented in Australian dollars, which is Emyria Limited's functional and presentation currency. Emyria Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is: Level 1, 516 Hay Street Subiaco, Western Australia 6008 Telephone: 1300 436 363 A description of the nature of the Group's operations and its principal activities are included in the directors' report, which is not part of the financial statements. The financial statements were authorised for issue, in accordance with a resolution of directors, on 31 August 2026. The directors have the power to amend and reissue the financial statements. 2. Material accounting policy information The accounting policies that are material to the Group are set out below. The accounting policies adopted are consistent with those of the previous financial year, unless otherwise stated. New or amended Accounting Standards and Interpretations adopted The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. The adoption of the Standards and Interpretations did not have a material impact on the financial statements. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. The following Accounting Standard and Interpretation is most relevant to the Group: AASB 18 Presentation and Disclosure in Financial Statements Effective for financial years commencing on or after 1 January 2027, AASB 18 replaces AASB 101 and standardises the classification of income and expenses into operating, investing, and financing activities while establishing mandatory subtotals. The Group has not assessed the impact of AASB 18. Based on the nature of the requirements, the standard is expected to affect the presentation and disclosure of information in the Group’s financial statements, particularly the statement of profit or loss and related notes. The standard is not expected to affect the recognition or measurement of assets, liabilities, income or expenses. Going concern The financial report has been prepared on a going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the ordinary course of business. As of 30 June 2026, the Group had net working capital of $6,573,157 (2025: $3,004,751), cash and cash equivalents of $7,290,015 (2025: $3,570,045) and cash outflow from operating activities of $4,558,021 (2025: $2,704,678). The Group incurred a loss after tax of $6,114,401 (2025: $3,142,758) for the year. The Group did not have any material capital commitments as of 30 June 2026. The Directors have prepared projected cash flow information for the twelve months from the date of approval of these financial statements. The Group derives a significant proportion of its revenue from patients who are funded by a single private health provider. For the year ended 30 June 2026, this represented approximately 53% of the Group’s total revenue. The private health fund agreements are due for renewal in 2027. If the funding by the private health provider were to
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 27 cease for their members, or if revenue were to be materially reduced, and if the Group was unable to replace that revenue within an appropriate timeframe or secure alternative sources of funding, this may have a material adverse impact on the Group’s cash flows. In response to the uncertainty arising from this, the Directors have considered severe but plausible downside forecast scenarios. These forecasts indicate that, taking account of reasonably possible downsides, the Group is expected to continue to operate, with headroom and within available cash levels. Key to the forecasts are relevant assumptions regarding the business, business model, any legal or regulatory restrictions and shareholder support, in particular: • Details of the results of the key scenario modelling on the entity’s ability to meet its obligations over the forecast period. • Mitigating actions undertaken or planned by directors and group to manage and respond to cash flow uncertainties or potential risks of shortfall in financing and the implementation status and uncertainties that arise from them. The Directors are satisfied they will be able to raise additional funds as required and thus it is appropriate to prepare the financial statements on a going concern basis. The Directors are confident that the operations of the Group will continue to grow with the assistance of raising additional funds. If necessary, the Group can delay research and development expenditures and Directors can also institute cost saving measures to further reduce corporate and administrative costs or explore other opportunities to sell data and/or its clinics. In the event that the Group is unable to obtain sufficient funding for ongoing operating and capital requirements, there is a material uncertainty that may cast significant doubt as to whether the Group will continue as a going concern and therefore proceed with realising its assets and discharging its liabilities in the normal course of business at the amounts stated in the financial report. The consolidated financial statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts or to the amounts or classification of liabilities that may be necessary should the Group not be able to continue as a going concern. Basis of preparation These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with IFRS Accounting Standards as issued by the International Accounting Standards Board ('IASB'). Historical cost convention The consolidated financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets, financial assets and liabilities at fair value through profit or loss, investment properties, certain classes of property, plant and equipment and derivative financial instruments. Critical accounting estimates The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 3. Parent entity information In accordance with the Corporations Act 2001, these financial statements present the results of the Group only. Supplementary information about the parent entity is disclosed in note 29. Principles of consolidation The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Emyria Limited ('Company' or 'parent entity') as at 30 June 2026 and the results of all subsidiaries for the year then ended. Emyria Limited and its subsidiaries together are referred to in these financial statements as the 'Group'.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 28 Where controlled entities have entered or left the Group during the year, the financial performance of those entities is included only for the period of the year that they were controlled. A list of controlled entities is contained in note 28 to the financial statements. In preparing the consolidated financial statements, all intragroup balances and transactions between entities in the consolidated Group have been eliminated in full on consolidation. Operating segments Operating segments are presented using the 'management approach', where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation of resources to operating segments and assessing their performance. Foreign currency translation The financial statements are presented in Australian dollars, which is Emyria Limited's functional and presentation currency. Foreign currency transactions and balances Foreign currency transactions are translated into Australian dollars using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognised in profit or loss. They are deferred in equity if they relate to qualifying cash flow hedges and qualifying net investment hedges or are attributable to part of the net investment in a foreign operation. Foreign exchange gains and losses that relate to borrowings are presented in the statement of profit or loss, within finance costs. All other foreign exchange gains and losses are presented in the consolidated statement of profit or loss on a net basis within other income or other expenses. Non-monetary items that are measured at fair value in a foreign currency are translated using the exchanges rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. For example, translation difference on non-monetary assets and liabilities such as equities held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss and translation differences on non-monetary assets such as equities classified as financial assets are recognised in other comprehensive income. Group companies The results and financial position of foreign operations (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: • assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position, • income and expenses for each statement of profit or loss and statement of comprehensive income are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions), and • all resulting exchange differences are recognised in other comprehensive income. On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and of borrowings and other financial instruments designated as hedges of such investments, are recognised in other comprehensive income. When a foreign operation is sold or any borrowings forming part of the net investment are repaid, the associated exchange differences are reclassified to profit or loss, as part of the gain or loss on sale. Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the closing rate.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 29 Revenue recognition The Group recognises revenue as follows: Revenue from contracts with customers Revenue is recognised at an amount that reflects the consideration to which the Group is expected to be entitled in exchange for transferring goods or services to a customer. For each contract with a customer, the Group: identifies the contract with a customer; identifies the performance obligations in the contract; determines the transaction price which takes into account estimates of variable consideration and the time value of money; allocates the transaction price to the separate performance obligations on the basis of the relative stand-alone selling price of each distinct good or service to be delivered; and recognises revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the customer of the goods or services promised. Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as discounts, rebates and refunds, any potential bonuses receivable from the customer and any other contingent events. Such estimates are determined using either the 'expected value' or 'most likely amount' method. The measurement of variable consideration is subject to a constraining principle whereby revenue will only be recognised to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur. The measurement constraint continues until the uncertainty associated with the variable consideration is subsequently resolved. Amounts received that are subject to the constraining principle are recognised as a refund liability. Sales of service (Revenue from patients and research projects and data deals) Revenue from rendering of service is recognised upon the delivery of service to the customers. Revenue from medical consultations facilitated by Mind Body Consulting Pty Ltd is recognised when services are provided. The entity only recognises its share of revenue earned, with the remainder paid directly to consulting doctors. Interest Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset. Other revenue Other revenue is recognised when it is received or when the right to receive payment is established. Government grants Government grants are assistance by the government in the form of transfers of resources to the Group in return for past or future compliance with certain conditions relating to the operating activities of the entity. Government grants include government assistance where there are no conditions specifically relating to the operating activities of the Group other than the requirement to operate in certain regions or industry sections. Government grants relating to income are recognised as income over the periods necessary to match them with the related costs and grants relating to assets are regarded as a reduction in asset. Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognised net of expenses. Income tax The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 30 Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for: ● When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or ● When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset. Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entities which intend to settle simultaneously. Cash and cash equivalents Cash and cash equivalents includes 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 changes in value. Inventories Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the first- in, first-out principle. In the case of manufactured inventories, cost includes freight and associated costs incurred to bring the products to the Company in readiness for sale. Net realisable value is the estimated selling price less the estimated selling expenses. Property, plant and equipment Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment (excluding land) over their expected useful lives as follows: Fixtures and fittings 20% - 40% Leasehold improvements 20% Computer equipment and software 20% - 40% The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date. Leasehold improvements are depreciated over the unexpired period of the lease or the estimated useful life of the assets, whichever is shorter. An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the Group. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 31 Right-of-use assets A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset. Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. Intangible assets Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible assets are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising from the derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying amount of the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in the expected pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or period. Goodwill Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for impairment, or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not subsequently reversed. Goodwill is carried at cost less any accumulated impairment losses. Goodwill is calculated as the excess of the sum of: i. the consideration transferred at fair value; ii. any non-controlling interest (determined under either the fair value or proportionate interest method); and iii. the acquisition date fair value of any previously held equity interest; over the acquisition date fair value of any identifiable assets acquired and liabilities assumed. The acquisition date fair value of the consideration transferred for a business combination plus the acquisition date fair value of any previously held equity interest shall form the cost of the investment in the separate financial statements. Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group’s interests and the non- controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to owners of the Company. When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by applicable Accounting Standards). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under AASB 9: Financial Instruments, when applicable, the cost on initial recognition of an investment in an associate or a joint venture.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 32 The amount of goodwill recognised on acquisition of each subsidiary in which the Group holds less than 100% interest will depend on the method adopted in measuring the non-controlling interest. The Group can elect in most circumstances to measure the non-controlling interest in the acquiree either at fair value (full goodwill method) or at the non-controlling interest’s proportionate share of the subsidiary’s identifiable net assets (proportionate interest method). In such circumstances, the Group determines which method to adopt for each acquisition and this is stated in the respective note to the financial statements disclosing the business combination. Under the full goodwill method, the fair value of the non-controlling interest is determined using valuation techniques which make the maximum use of market information where available. Goodwill on acquisition of subsidiaries is included in intangible assets. Goodwill on acquisition of associates is included in investments in associates. Goodwill is tested for impairment annually and is allocated to the Group’s cash-generating units or groups of cash- generating units, representing the lowest level at which goodwill is monitored and not larger than an operating segment. Gains and losses on the disposal of an entity include the carrying amount of goodwill related to the entity disposed of. Research and development Research costs are expensed as incurred. Development expenditures on an individual project are recognised as an intangible asset when the Group can demonstrate: · the technical feasibility to complete the intangible asset so that the asset will be available for use or sale, · its intention to complete and its ability and intention to use or sell the asset, · how the asset will generate future economic benefits, · the availability of resources to complete the development of the asset, and · the ability to measure reliably expenditure during development. Directly attributable costs that are capitalised include employee costs and an appropriate portion of relevant overheads. Capitalised development costs are recorded as intangible assets and amortised from the point at which the asset is ready for use. Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete and the asset is available for use. It is amortised over the period of expected future benefit. Amortisation is recorded in cost of sales. During the period of development, the asset is tested annually for impairment. Patents and trademarks Significant costs associated with patents and trademarks are deferred and amortised on a straight-line basis over the period of their expected benefit, being their finite life of 10 years. Software Costs associated with maintaining software programmes are recognised as an expense as incurred. Development costs that are directly attributable to the design and testing of identifiable and unique software products controlled by the Group are recognised if, and only if, all of the following have been demonstrated: where the following criteria are met: · it is technically feasible to complete the software so that it will be available for use, · management intends to complete the software and use or sell it, · there is an ability to use or sell the software, · it can be demonstrated how the software will generate probable future economic benefits, · adequate technical, financial and other resources to complete the development and to use or sell the software are available, and · the expenditure attributable to the software during its development can be reliably measured. The Group amortises software with a limited useful life using the straight-line method between 2-5 years.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 33 Intangible assets acquired separately Intangible assets acquired separately are recorded at cost less accumulated amortisation and impairment. Amortisation is charged on a straight-line basis over their estimated useful lives when available for use. The estimated useful life and amortisation method is reviewed at the end of each annual reporting period, with any changes in these accounting estimates being accounted for on a prospective basis. Impairment of non-financial assets Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit. Trade and other payables These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The amounts are unsecured and are usually paid within 30 days of recognition. Lease liabilities A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down. Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Group expects some or all of a provision to be reimbursed the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the Statement of Profit or Loss and Other Comprehensive Income net of any reimbursement. Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the reporting date. The discount rate used to determine the present value reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision resulting from the passage of time is recognised in finance costs. Employee benefits Short-term employee benefits Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 34 Other long-term employee benefits The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are measured at the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on high quality corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows. Termination benefits Termination benefits are payable when employment is terminated before the normal retirement date, or when an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises termination benefits when it is demonstrably committed to either terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal or to providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the end of the reporting period are discounted to present value. Share-based payments The Group operates equity-settled share-based payment employee share and option schemes. The fair value of the equity to which employees become entitled is measured at grant date and recognised as an expense over the vesting period, with a corresponding increase to an equity account. The fair value of shares is ascertained as the market bid price. The fair value of options is ascertained using a Black–Scholes pricing model which incorporates all market vesting conditions. The number of shares and options expected to vest is reviewed and adjusted at each reporting date such that the amount recognised for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest. Share-based compensation benefits are provided to directors, employees and consultants via the option terms and conditions set out by the Group. The fair value of options granted under the option terms and conditions set out by the Group is recognised as a share-based payments expense with a corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value of the options granted, which includes any market performance conditions and the impact of any non-vesting conditions but excludes the impact of any service and non-market performance vesting conditions. Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each period, the entity revises its estimates of the number of options that are expected to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss, with a corresponding adjustment to equity. When the options are exercised, the Group transfers the appropriate number of shares to the director, employee or consultant. The proceeds received net of any directly attributable transaction costs are credited directly to equity. Fair value measurement When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market. Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 2. Material accounting policy information (continued) 35 Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value measurement. For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable, with external sources of data. Issued capital Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Earnings per share Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable to the owners of Emyria Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year. Diluted earnings per share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares. Goods and Services Tax ('GST') and other similar taxes Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense. Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position. Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows. New Accounting Standards and Interpretations not yet mandatory or early adopted Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the Group for the annual reporting period ended 30 June 2026. The Group has not yet assessed the impact of these new or amended Accounting Standards and Interpretations. 3. Critical accounting judgements, estimates and assumptions The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 3. Critical accounting judgements, estimates and assumptions (continued) 36 Share-based payment transactions The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity. Refer to note 22. Allowance for expected credit losses The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected credit loss rate for each group. These assumptions include recent sales experience and historical collection rates. Goodwill and other indefinite life intangible assets The Group tests annually, or more frequently if events or changes in circumstances indicate impairment, whether goodwill and other indefinite life intangible assets have suffered any impairment, in accordance with the accounting policy stated in note 2. The recoverable amounts of cash-generating units have been determined based on value-in- use calculations. These calculations require the use of assumptions, including estimated discount rates based on the current cost of capital and revenue growth rates of the estimated future cash flows. Impairment of non-financial assets other than goodwill and other indefinite life intangible assets Impairment exists when the carrying value of an asset or cash generating unit (“CGU”) exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm’s length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a Discount Cash Flow (“DCF”) model. The cash flows are derived from the projected cash flow for the next five years and do not include restructuring activities that the Group is not yet committed to or significant future investments that will enhance the asset’s performance of the CGU being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash- inflows and the growth rate used for extrapolation purposes. Impairment of property, plant and equipment The Group assesses impairment of property, plant and equipment at each reporting date by evaluating conditions specific to the Group and to the particular asset that may lead to impairment. If an impairment trigger exists, the recoverable amount of the asset is determined. This involves fair value less costs of disposal or value-in-use calculations, which incorporate a number of key estimates and assumptions. Determining the lease term of contract with renewal and termination options – Group as lessee The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The Group has a lease contract that includes an extension option. The Group applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., construction of significant leasehold improvements or significant customisation to the leased asset). Lease make good provision A provision has been made for the present value of anticipated costs for future restoration of leased premises. The provision includes future cost estimates associated with closure of the premises. The calculation of this provision requires assumptions such as application of closure dates and cost estimates. The provision recognised for each site is periodically reviewed and updated based on the facts and circumstances available at the time. Changes to the estimated future costs for sites are recognised in the statement of financial position by adjusting the asset and the provision. Reductions in the provision that exceed the carrying amount of the asset will be recognised in profit or loss.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 3. Critical accounting judgements, estimates and assumptions (continued) 37 Capitalisation of internally developed project development Distinguishing the research and development phases of a new project development and determining whether the recognition requirements for the capitalisation of development costs are met requires judgement. After capitalisation, management monitors whether the recognition requirements continue to be met and whether there are any indicators that capitalised costs may be impaired. Deferred Tax Assets and Liabilities The Group recognises deferred tax assets in respect of tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Judgement is required to determine the amount of deferred tax assets that can be recognised, based upon likely timing and level of future taxable profits, together with future tax planning strategies. Deferred tax liabilities are recognised when it is considered probable that there will be a future outflow of funds to a taxing authority. A change in estimate of the likelihood of a future outflow and/or in the expected amount to be settled would be recognised in profit or loss in the period in which the change occurs. This requires the application of judgment as to the ultimate outcome, which can change over time depending on facts and circumstances. 4. Operating segments AASB 8 ‘Operating Segments’ requires a “management approach” under which segment information is presented on the same basis as that useful for internal reporting purposes by the chief operating decision maker (“CODM”). The Group is organised into 3 main operating segment, being the Clinical Services (Mind Body Consulting), Clinical Services Other and Corporate Services. The chief operating decision makers of the Group are the Executive Directors and Officers. All of the Group’s activities are interconnected and all significant operating decisions are based on analysis of the Group as three segments. The financial results of the segment are the equivalent of the financial statements as a whole. All revenues and material assets are considered to be derived and held in one geographical area being Australia.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 4. Operating segments (continued) 38 Operating segment information Clinical Services Mind Body Consulting (Pax Centre) Clinical Services Other Corporate Services Elimination Entries Total Consolidated - 2026 $ $ $ $ $ Revenue Sales to external customers 787,364 3,092,274 - - 3,879,638 Other revenue - 173,837 - - 173,837 Research and Development grant received - - 191,085 - 191,085 Total revenue 787,364 3,266,111 191,085 - 4,244,560 Other income 15,000 - 30,000 - 45,000 Interest revenue - - 51,094 - 51,094 Depreciation and amortisation (185,979) (61,402) (210,388) - (457,769) Impairment of assets (245,346) - - - (245,346) Share based payments - - (544,866) - (544,866) Finance costs (53,552) - (7,699) - (61,251) Other expenses (447,295) (3,831,039) (4,867,489) - (9,145,823) Loss before income tax expense (129,808) (626,330) (5,358,263) - (6,114,401) Income tax expense - Loss after income tax expense (6,114,401) Assets Segment assets 2,510,774 1,622,636 11,007,565 (3,646,670) 11,494,305 Total assets 11,494,305 Liabilities Segment liabilities 1,006,574 2,771,956 815,272 (1,945,274) 2,648,528 Total liabilities 2,648,528
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 4. Operating segments (continued) 39 Clinical Services Mind Body Consulting (Pax Centre) Clinical Services Other Corporate Services Elimination Entries Total Consolidated - 2025 $ $ $ $ $ Revenue Sales to external customers 661,911 647,316 - - 1,309,227 Other revenue - - 85,520 - 85,520 Research and Development grant received - - 1,461,770 - 1,461,770 Total revenue 661,911 647,316 1,547,290 - 2,856,517 Other income 46,715 29,706 46,330 - 122,751 Interest revenue 1 2,136 13,197 - 15,334 Depreciation and amortisation (182,606) (53,765) (229,681) - (466,052) Share based payments - - (406,391) - (406,391) Fixed asset written off - (34,828) (1,331) - (36,159) Finance costs (55,192) (31) (79,338) - (134,561) Other expenses (475,628) (1,165,148) (3,453,421) - (5,094,197) Loss before income tax expense (4,799) (574,614) (2,563,345) - (3,142,758) Income tax expense - Loss after income tax expense (3,142,758) Assets Segment assets 2,454,133 155,715 6,327,556 (2,318,906) 6,618,498 Total assets 6,618,498 Liabilities Segment liabilities 820,123 678,707 431,706 (617,510) 1,313,026 Total liabilities 1,313,026 5. Revenue from provision of services Consolidated 2026 2025 $ $ Revenue from patients 3,879,638 1,309,227 Other revenue 173,837 85,520 4,053,475 1,394,747 All revenue from contracts with customers are generated in Australia. Revenue from contracts with customers is recognised when the relevant performance obligation is delivered to the customer. The Group derives a significant proportion of its revenue from patients who are funded by a single private health payer. For the year ended 30 June 2026, this represented approximately 53% of the Group’s total revenue.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 40 6. Other income Consolidated 2026 2025 $ $ Interest income 51,094 15,334 Gain on modification of lease 15,000 47,528 Other income 30,000 75,223 96,094 138,085 7. Employee wages and director fees Consolidated 2026 2025 $ $ Salaries and directors' fees 3,062,181 1,544,960 Superannuation 313,918 127,369 Salary reallocation (177,428) (221,222) Payroll tax 202,907 (59,796) 3,401,578 1,391,311 8. Other expenses Consolidated 2026 2025 $ $ Travel and conference expenses 153,624 49,727 Administration costs 434,086 332,399 IT consultancy fees 135,334 189,243 Consultancy fees 456,494 518,931 Other expenses 16,209 13,161 1,195,747 1,103,461 9. Depreciation and amortisation expense Consolidated 2026 2025 $ $ Depreciation expense on right-of-use assets 150,608 157,663 Depreciation expense on plant and equipment 106,919 100,912 Amortisation expense on intangible assets 200,242 207,477 457,769 466,052
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 41 10. Income tax Consolidated 2026 2025 $ $ Income tax expense temporary deferred tax differences (1,335,923) (61,112) Net deferred tax assets not brought to account 1,335,923 61,112 Aggregate income tax expense - - Numerical reconciliation of income tax expense and tax at the statutory rate Loss before income tax expense (6,114,401) (3,142,758) Tax at the statutory tax rate of 25% (1,528,600) (785,690) Tax effect amounts which are not deductible/(taxable) in calculating taxable income: Non-deductible expenses 200,960 102,570 Effect of tax losses and timing differences not recognised as deferred tax 1,377,098 1,048,561 Other non-assessable income (49,458) (365,441) Income tax expense - - Amounts recognised in equity Aggregate current and deferred tax arising in the reporting period and not recognised in statement of profit or loss and other comprehensive income but directly debited or credited to equity. Consolidated 2026 2025 $ $ Amounts recognised in equity Current tax - - Net deferred tax 130,942 40,184 130,942 40,184 Consolidated 2026 2025 $ $ Deferred tax assets not recognised Deferred tax assets not recognised comprises temporary differences attributable to: Prior year tax losses not recognised 6,106,859 4,859,203 Capital raising costs and transaction costs in equity 201,137 85,051 Plant and equipment 58,764 137,552 Right-of-use asset lease liability 196,846 153,375 Intangible assets 79,277 74,274 Other temporary differences 116,044 62,624 Off-set deferred tax liabilities (200,328) (280,346) Total deferred tax assets not recognised 6,558,599 5,091,733
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 10. Income tax (continued) 42 Deferred tax assets have not been brought to account at 30 June 2026 because the directors do not believe it is appropriate to regard realisation of the future tax benefit as probable. These benefits will only be obtained if: (i) the Group derives future assessable income of a nature and of an amount sufficient to enable the benefit from the deduction for the loss to be realised; (ii) the Group complies with the conditions for the deductibility imposed by law including the continuity of ownership and/or business tests; and (iii) no changes in tax legislation adversely affect the Group in realising the benefit from the deduction for the loss. 11. Cash and cash equivalents Consolidated 2026 2025 $ $ Cash at bank 7,290,015 3,570,045 Notes to the consolidated statement of cash flows: For the purposes of the consolidated statement of cash flows, cash and cash equivalents include cash on hand and at bank and term deposits that have an original maturity of less than 3 months. 12. Trade and other receivables Consolidated 2026 2025 $ $ Trade receivables 782,765 18,955 Accrued income 8,443 10,393 Other receivables 3,170 8,500 794,378 37,848 Allowance for expected credit losses The ageing of the trade receivables and expected credit losses are as follows: Expected credit loss rate Carrying amount Allowance for expected credit losses 2026 2025 2026 2025 2026 2025 Consolidated % % $ $ $ $ Less than 3 months overdue - - 760,552 18,955 - - 3 to 6 months overdue - - 20,567 - - - Over 6 months overdue - - 1,646 - - - 782,765 18,955 - - The Group applies the simplified approach in providing for expected credit losses (ECL) prescribed by AASB 9. The expected credit losses on trade receivables are estimated using a provision matrix by reference to past defaults experience and analysis of the debtors’ current financial position. There has been no change in the estimation process used during the current reporting period.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 43 13. Inventories Consolidated 2026 2025 $ $ Stock on hand - at cost 329,335 - Inventories at the reporting date relate to medicines which are controlled drugs. These are held by authorised pharmacies and manufacturers on behalf of the Group. 14. Right-of-use assets Consolidated 2026 2025 $ $ Land and buildings - right-of-use 932,563 816,182 Less: Accumulated depreciation (193,750) (235,679) 738,813 580,503 Refer to note 18 for further details on associated lease liabilities. Reconciliations Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below: Land and buildings - right-of-use Consolidated $ Balance at 1 July 2024 901,568 Lease modified (163,402) Depreciation expense (157,663) Balance at 30 June 2025 580,503 Additions 246,165 Lease modified 62,753 Depreciation expense (150,608) Balance at 30 June 2026 738,813 Consolidated 2026 2025 $ $ Gain on modification of lease Reduction in carrying value of the ROU asset as at 30 June 158,310 (163,402) Less: Lease liability (173,310) 168,930 Less: Make good provision 30,000 42,000 15,000 47,528
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 14. Right-of-use assets (continued) 44 Consolidated 2026 2025 $ $ AASB 16 related amounts recognised in Consolidated Statement of Profit or Loss and Other Comprehensive income Interest expense (53,552) (53,180) Depreciation (150,608) (157,663) Short term lease payment (172,594) (23,918) Other income – gain on modification of lease 15,000 47,528 Options to extend or terminate The Group uses hindsight in determining the lease term where the contract contains options to extend or terminate the lease. 15. Property, plant and equipment Consolidated 2026 2025 $ $ Leasehold improvements - at cost 795,051 568,388 Less: Accumulated depreciation (445,569) (378,600) 349,482 189,788 Office furniture and equipment - at cost 299,141 159,648 Less: Accumulated depreciation (150,097) (110,147) 149,044 49,501 498,526 239,289 Reconciliations Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below: Leasehold improvements Office furniture and equipment Total Consolidated $ $ $ Balance at 1 July 2024 288,032 74,441 362,473 Additions - 18,541 18,541 Disposals - (4,654) (4,654) Write off of assets (29,481) (6,678) (36,159) Depreciation expense (68,763) (32,149) (100,912) Balance at 30 June 2025 189,788 49,501 239,289 Additions 226,663 139,493 366,156 Depreciation expense (66,969) (39,950) (106,919) Balance at 30 June 2026 349,482 149,044 498,526
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 45 16. Intangibles Consolidated 2026 2025 $ $ Goodwill - at cost 1,561,471 1,561,471 Less: Impairment (245,346) - 1,316,125 1,561,471 Development costs - at cost 860,068 860,068 Less: Accumulated amortisation (683,244) (483,852) 176,824 376,216 Software - at cost 189,868 189,868 Less: Accumulated amortisation (189,868) (189,018) - 850 1,492,949 1,938,537 Reconciliations Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below: Goodwill Development costs (i, ii) Software Total Consolidated $ $ $ $ Balance at 1 July 2024 1,561,471 513,107 8,936 2,083,514 Additions - 62,500 - 62,500 Amortisation expense - (199,391) (8,086) (207,477) Balance at 30 June 2025 1,561,471 376,216 850 1,938,537 Impairment of assets (245,346) - - (245,346) Amortisation expense - (199,392) (850) (200,242) Balance at 30 June 2026 1,316,125 176,824 - 1,492,949 The Group started capitalising development costs relating to Openly and EMD-003 projects during the financial year ended 30 June 2021. The Board assesses each project (development cost) at the balance sheet date: i. Openly: The Company received TGA approval for its clinical management support web-based application software in September 2020. Costs associated with further development of this device have been capitalised. The costs are currently being amortised. ii. EMD-RX5: Relates to the use of cannabidiol for the treatment of psychological distress. During the prior year, Emyria commenced a phase III study for the use of cannabidiol for the treatment of psychological distress. During routine stability assessments, an issue with the dissolution rates of the capsules was identified, leading to a pause in the trial. As a result, the associated project costs for EMD-RX5 have been conservatively impaired.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 16. Intangibles (continued) 46 Impairment testing Goodwill acquired through business combinations have been allocated to the following cash-generating unit. Consolidated 2026 2025 $ $ Clinical Services - Mind Body Consulting (Pax Centre) 1,561,471 1,561,471 Impairment loss (245,346) - Total 1,316,125 1,561,471 The recoverable amount of the consolidated entity's goodwill has been determined by a value-in-use calculation using a discounted cash flow model, based on a 1 year projection period approved by management given it is a stable trading business, the nature of the service offering and extrapolated for a further 4 years using a steady growth rate, together with a terminal value. Key assumptions are those to which the recoverable amount of an asset or cash-generating units is most sensitive. The following key assumptions were used in the discounted cash flow model for the clinical services operation: ● 13% pre-tax discount rate; ● 3.5% per annum average projected revenue growth rate; ● 3.0% terminal value rate. An impairment loss has been recognised for the Clinical Services, Mind Body Consulting (Pax Centre) cash- generating unit following an increase to the allocation of the carrying amount of corporate assets for the period. Pre-tax discount rate The discount rate of 13% pre-tax reflects managements estimate of the time value of money and the consolidated entity’s weighted average cost of capital adjusted for the health sector, the risk free rate and the volatility of the share price relative to market movements. Revenue growth rate Management believes the average projected 3.5% revenue growth rate is prudent and justified, based on the stable trading activities for the centre and clinical service offering. The revenue growth rate is based on past trading activities and further improvements in utilisation of the existing facilities. Terminal value rate The weighted average growth rate used to extrapolate beyond the five years. Management believes the terminal value rate is reasonable based on the management’s understanding of the current market. Sensitivity Analysis As disclosed in note 3, the directors have made judgements and estimates in respect of impairment testing of goodwill. The impairment of $245,346 has resulted in the recoverable amount to be the same as the carrying amount at balance date. Any negative changes in the key assumptions would result in a further impairment charge.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 47 17. Trade and other payables Consolidated 2026 2025 $ $ Trade payables 945,825 369,910 Accrued expenses 386,130 136,610 Other payables 259,307 83,594 Contract liabilities 750 4,950 1,592,012 595,064 Trade and other payables are measured at amortised cost. None of the outstanding balance are past due at reporting date. 18. Lease liabilities Consolidated 2026 2025 $ $ Current liabilities Lease liability 126,771 131,958 Non-current liabilities Lease liability 660,613 481,541 787,384 613,499 Refer to note 25 for further information on financial instruments. Consolidated 2026 2025 $ $ Opening balance 613,499 905,009 Add: leases entered into during the financial year 231,166 - Less: Principal repayments (120,034) (128,108) Less: Lease modification 62,753 (163,402) Add: Unwinding of interest expense on lease liability 53,552 53,180 Less: Interest payment (53,552) (53,180) Carrying value as at 30 June 787,384 613,499 At initial recognition, the lease liabilities were measured at the present value of minimum lease payment using the Group’s incremental borrowing rate of 7.85%. The incremental borrowing rate was based on the unsecured interest rate that would apply if finance was sought for an amount and time period equivalent to the lease requirements of the Group. During 2026 financial year, the lease modification is due to changes in the lease payments.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 48 19. Provisions Consolidated 2026 2025 $ $ Current liabilities Annual leave (1) 200,405 65,795 Long service leave (1) 35,838 - Fringe benefits tax 2,889 8,668 239,132 74,463 Non-current liabilities Lease make good (2) 30,000 30,000 269,132 104,463 (1) The current provision for employee benefits includes all unconditional entitlements where employees have completed the required period of service and also those where employees are entitled to pro-rata payments in certain circumstances. The entire amount is presented as current as the Group expects all employees to take the full amount of accrued leave or require payment within the next 12 months. (2) Relates to the estimated cost of making good the premises in relation to the leases entered into by the Group. Movements in lease make good provision Movements in each class of provision during the current financial year, other than employee benefits, are set out below: Lease make good Consolidated - 2026 $ Carrying amount at the start of the year 30,000 Carrying amount at the end of the year 30,000 20. Issued capital Consolidated 2026 2025 2026 2025 Shares Shares Amount $ Amount $ Ordinary shares - fully paid 806,561,029 611,451,030 50,973,371 41,892,781
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 20. Issued capital (continued) 49 Movements in ordinary share capital Details Date Shares Issue price Amount $ Balance 1 July 2024 408,989,396 36,261,053 Shares issued 20/09/2024 6,400,000 $0.050 320,000 Shares issued 12/12/2024 45,200,000 $0.035 1,582,000 Shares issued 04/03/2025 2,083,333 $0.030 62,500 Shares issued 28/03/2025 28,571,429 $0.035 1,000,000 Shares issued 26/06/2025 120,206,872 $0.024 2,884,965 Capital raising cost - (217,737) Balance 30 June 2025 611,451,030 41,892,781 Shares issued 29/08/2025 52,709,795 $0.024 1,265,035 Conversion of options 30/09/2025 516,616 $0.050 25,831 Conversion of options 03/10/2025 315,612 $0.050 15,781 Conversion of options 10/10/2025 112,610 $0.050 5,630 Conversion of options 17/10/2025 2,524,780 $0.050 126,239 Conversion of options 24/10/2025 278,113 $0.050 13,906 Conversion of options 31/10/2025 190,417 $0.050 9,521 Conversion of options 07/11/2025 322,976 $0.050 16,149 Conversion of options 14/11/2025 730,114 $0.050 36,506 Conversion of options 21/11/2025 1,388,316 $0.050 69,416 Shares issued 28/11/2025 133,333,334 $0.060 8,000,000 Conversion of options 28/11/2025 217,725 $0.050 10,886 Conversion of options 05/12/2025 76,443 $0.050 3,822 Conversion of options 19/12/2025 82,785 $0.050 4,139 Conversion of options 9/01/2026 23,595 $0.050 1,180 Conversion of performance rights 9/01/2026 2,000,000 $0.000 186,000 Conversion of options 19/01/2026 158,972 $0.050 7,949 Conversion of options 23/01/2026 50,000 $0.050 2,500 Conversion of options 30/01/2026 36,250 $0.050 1,812 Conversion of options 6/02/2026 2,834 $0.050 142 Conversion of options 13/02/2026 34,212 $0.050 1,711 Conversion of options 20/02/2026 4,500 $0.050 225 Capital raising cost - (723,790) Balance 30 June 2026 806,561,029 50,973,371 Ordinary shares Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the Company does not have a limited amount of authorised capital. On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote. Capital risk management The Group manages its capital to ensure that it will be able to continue as a going concern while maximising the potential return to shareholders. The capital structure of the Company consists of equity attributable to equity holders, comprising issued capital and reserves.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 50 21. Reserves Consolidated 2026 2025 $ $ Options reserve 1,494,157 1,266,082 Performance rights reserve 434,672 183,263 1,928,829 1,449,345 Share-based payments reserve The share based payments reserve relates to share options and performance rights granted by the Company to its employees, consultants and Directors under the option terms and conditions issued by the Company. Further information about share based payments granted during the year, refer to note 22. Movements in reserves Movements in each class of reserve during the current and previous financial year are set out below: Options Options Performance rights Performance rights $ Number $ Number Opening balance 1 July 2024 1,377,251 26,800,000 137,366 2,000,000 Issue of options / performance rights 244,816 17,650,000 1,850 2,500,000 Vested options / performance rights 100,429 - 44,047 - Lapsed options reclassified to accumulated losses (326,234) (9,950,000) - - Options expired on prior years reclassified to accumulated losses (130,180) - - - Closing balance 30 June 2025 1,266,082 34,500,000 183,263 4,500,000 Issue of options / performance rights 215,250 12,500,000 426,267 49,080,000 Vested options / performance rights 107,457 - 11,142 - Options / performance rights exercised (cashless) - - (186,000) (2,000,000) Lapsed options reclassified to accumulated losses (94,632) (725,000) - - Closing balance 30 June 2026 1,494,157 46,275,000 434,672 51,580,000 22. Share-based payments Share based payment expenses recognition during the year are as follow: Consolidated 2026 2025 $ $ Share based payment expense 544,866 391,142 Share based payment expense - GBA Capital - 15,249 Intangible assets acquired with shares - 62,500 Capital raising costs 200,000 57,000 Share in lieu of services 150,000 - 894,866 525,891 The share based payment expenses incurred refers to vested options and performance rights during the year.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 22. Share-based payments (continued) 51 Shares On 29 August 2025, the Company issued 6,250,000 fully paid ordinary shares in lieu of investor relations services rendered by S3 Consortium Pty Ltd. The fair value of the services rendered was $150,000. Options On 18 June 2025, the Company announced that it would issue 2,500,000 unquoted options to GBA Capital, Lead Manager, as part consideration for their role in the placement completed in June 2025. The estimated amount of the options ($15,250) was recorded as capital raising cost in the 2025 financial year. These options were approved at the AGM on 19 August 2025 and issued on 29 August 2025 exercisable at $0.05 each, expiring on 1 March 2027. The options were revalued at the grant date (19 August 2025) and the variance between the estimate amount in June 2025 and the fair value at 19 August 2025 was recognised as capital raising cost ($26,000) during the current period. On 28 November 2025, the Company granted 10,000,000 unquoted options to the Lead Manager and Co-Manager, as part consideration for their role in the placement completed in November. Set out below are summaries of options granted under the plan: Number of options Weighted average exercise price Number of options Weighted average exercise price 2026 2026 2025 2025 Outstanding at the beginning of the financial year 34,500,000 $0.121 26,800,000 $0.160 Granted 12,500,000 $0.106 17,650,000 $0.055 Expired (725,000) $0.356 (9,950,000) $0.114 Outstanding at the end of the financial year 46,275,000 $0.113 34,500,000 $0.121 Exercisable at the end of the financial year 37,625,000 16,350,000 The weighted average remaining contractual life of options outstanding at the end of the financial year was 1.26 years (2025: 0.53 years). For the options granted during the current financial year, the valuation model used was Black Scholes and the inputs used to determine the fair value at the grant date, are as follows: Share price Exercise Expected Dividend Risk-free Fair value Grant date Expiry date at grant date price volatility yield interest rate at grant date 19/08/2025 01/03/2027 $0.043 $0.050 88.00% - 3.36% $0.0165 28/11/2025 27/11/2027 $0.057 $0.120 90.00% - 3.81% $0.0174
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 22. Share-based payments (continued) 52 Performance rights On 28 May 2026, the Company issued 49,080,000 performance rights (PRs) to employees and directors and a consultant. The directors' PRs were approved by shareholders on 1 May 2026 and the remaining ones were granted on different dates, as below: The performance rights granted to employees and directors have the following vesting conditions: - 14,500,000 PRs -> 15 Beds Under Contract (the aggregate number of beds or treatment rooms which the Company has the contractual right to utilise). - 15,540,000 PRs -> 21 Beds Under Contract (the aggregate number of beds or treatment rooms which the Company has the contractual right to utilise). - 18,040,000 PRs -> 30 Beds Under Contract (the aggregate number of beds or treatment rooms which the Company has the contractual right to utilise). The 1,000,000 performance rights granted to the consultant have the following vesting conditions: - 500,000 PRs -> 6 months from start of contract (by 12 October 2026). - 500,000 PRs -> 12 months from start of contract (by 12 April 2027). For the performance rights granted during the current financial year was fair valued based on the share price at grant date and the terms are as follows: Holder Tranche Quantity Grant date Expected vest date Expire date Fair value Directors / key management personnel Tranche 1 10,500,000 01/05/2026 30/09/2026 28/05/2031 $0.050 Directors / key management personnel Tranche 2 9,540,000 01/05/2026 30/04/2027 28/05/2031 $0.050 Directors / key management personnel Tranche 3 10,040,000 01/05/2026 31/03/2028 28/05/2031 $0.050 Employees Tranche 1 1,000,000 24/04/2026 30/09/2026 28/05/2031 $0.050 Employees Tranche 2 1,500,000 24/04/2026 30/04/2027 28/05/2031 $0.050 Employees Tranche 3 2,000,000 24/04/2026 31/03/2028 28/05/2031 $0.050 Employees Tranche 1 3,000,000 23/04/2026 30/09/2026 28/05/2031 $0.051 Employees Tranche 2 4,500,000 23/04/2026 30/04/2027 28/05/2031 $0.051 Employees Tranche 3 6,000,000 23/04/2026 31/03/2028 28/05/2031 $0.051 Consultant Tranche 1 500,000 18/05/2026 12/10/2026 28/05/2028 $0.037 Consultant Tranche 2 500,000 18/05/2026 12/04/2027 28/05/2028 $0.037 The fair value of performance rights is recognised as an expense over the expected vesting period. Share-based payment expense is recognised only where the probability of satisfying the vesting conditions exceeds 50% and is adjusted at each reporting date for changes in the estimated number of awards expected to vest. 23. Dividends There were no dividends paid, recommended or declared during the current or previous financial year. 24. Earnings per share Consolidated 2026 2025 $ $ Loss after income tax attributable to the owners of Emyria Limited (6,114,401) (3,142,758)
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 24. Earnings per share (continued) 53 Number Number Weighted average number of ordinary shares used in calculating basic earnings per share 739,787,788 448,622,373 Weighted average number of ordinary shares used in calculating diluted earnings per share 739,787,788 448,622,373 Cents Cents Basic loss per share (0.83) (0.70) Diluted loss per share (0.83) (0.70) 25. Financial instruments Financial risk management objectives The Group’s financial instruments consist mainly of deposits with banks and accounts receivables and payables and lease liabilities. The Group’s activities expose it to a variety of financial risks: market risk (ie. interest rate risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Group uses different methods to measure different types of risk to which it is exposed. The Group’s Risk Committee (“the Committee”) performs the duties of risk management in identifying and evaluating sources of financial and other risks. The Committee provides written principles for overall risk management which balance the potential adverse effects of financial risks on Group’s financial performance and position with the “upside” potential made possible by exposure to these risks and by considering the costs and expected benefits of the various methods available to manage them. Market risk Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of financial instruments will fluctuate because of changes in market interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s Australian Dollar current and non-current debt obligations with floating interest rates. The Group is also exposed to interest rate risk on its cash and short term deposits. 2026 Floating Interest rate Fixed interest rate maturing in 1 year or less Fixed interest rate maturing greater than 1 year Non-interest bearing Total Weighted average effective interest rate $ $ $ $ $ Financial assets Cash and cash equivalents 6,958,552 - - 331,463 7,290,015 0.76% Trade and other receivables - - - 794,378 794,378 - Restricted cash - - 232,945 - 232,945 3.04% 6,958,552 - 232,945 1,125,841 8,317,338 Financial liabilities Trade and other payables - - - 1,592,012 1,592,012 - Lease liabilities - 126,771 660,613 - 787,384 7.85% - 126,771 660,613 1,592,012 2,379,396
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 25. Financial instruments (continued) 54 2025 Floating Interest rate Fixed interest rate maturing in 1 year or less Fixed interest rate maturing greater than 1 year Non-interest bearing Total Weighted average effective interest rate $ $ $ $ $ Financial assets Cash and cash equivalents 657,945 - - 2,912,100 3,570,045 0.23% Trade and other receivables - - - 37,848 37,848 - Restricted cash - - 53,933 - 53,933 4.07% 657,945 - 53,933 2,949,948 3,661,826 Financial liabilities Trade and other payables - - - 595,064 595,064 - Lease liabilities - 131,958 481,541 - 613,499 7.85% - 131,958 481,541 595,064 1,208,563 Sensitivity Analysis – Interest Rate Risk The Group has performed a sensitivity analysis relating to its exposure to interest rate risk (variable) at the reporting date. This sensitivity analysis demonstrates the effect on the current period results and equity which could result from a change in interest rates. Consolidated 2026 2025 $ $ Change in loss and equity: Increase on interest by 1% 69,586 6,579 Decrease on interest by 1% (69,586) (6,579) Credit risk The Group has no significant concentrations of credit risks. Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, as well as credit exposures to customers. The maximum exposure to credit risk at the reporting date is the carrying amount of the financial assets as summarised above of this note. As at 30 June 2026, all cash and cash equivalents were held with National Australia Bank with an A (Standard and Poor’s) credit rating. In relation to trade receivables, management assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. The credit risk on other receivables is limited as it is comprised of GST recoverable from the Australian Taxation Office. The credit risk on liquid funds is limited because the counter party is a bank with high credit rating. Liquidity risk Prudent liquidity risk management involves the maintenance of sufficient cash, committed credit facilities and access to capital markets. It is the policy of the Board to ensure that the Group is able to meet its financial obligations and maintain the flexibility to pursue attractive investment opportunities through keeping committed credit lines available where possible, ensuring the Group has sufficient working capital. The Group derives a significant proportion of its revenue and operating cash inflows from patients who are funded through a single private health payer. For the year ended 30 June 2026, this represented approximately 53% of the Group’s total revenue.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 25. Financial instruments (continued) 55 As a result, the Group is exposed to customer concentration risk and liquidity risk arising from its economic dependency on this private health payer. If the funding by the private health payer was to cease for their members, or if revenue were to be materially reduced,this may adversely affect the Group’s operating cash flows and its ability to meet its financial obligations as and when they fall due. The Group manages liquidity risk by continuously monitoring forecast and actual cash flows. Remaining contractual maturities The following tables detail the Group's remaining contractual maturity for its financial instrument liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position. Weighted average interest rate 1 year or less Between 1 and 2 years Between 2 and 5 years Over 5 years Consolidated - 2026 % $ $ $ $ Non-derivatives Non-interest bearing Trade and other payables - 1,592,012 - - - Interest-bearing - variable Lease liability 7.85% 184,161 192,449 393,700 219,312 Total non-derivatives 1,776,173 192,449 393,700 219,312 Weighted average interest rate 1 year or less Between 1 and 2 years Between 2 and 5 years Over 5 years Consolidated - 2025 % $ $ $ $ Non-derivatives Non-interest bearing Trade and other payables - 595,064 - - - Interest-bearing - variable Lease liability 7.85% 128,131 87,229 290,980 309,618 Total non-derivatives 723,195 87,229 290,980 309,618 The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed above. Fair value of financial instruments Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value. 26. Fair value measurement The carrying amounts of financial assets and liabilities are assumed to approximate their fair values. The Group does not have assets and liabilities measured or disclosed at fair value as at 30 June 2026 and 2025.
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 56 27. Reconciliation of loss after income tax to net cash used in operating activities Consolidated 2026 2025 $ $ Loss after income tax expense for the year (6,114,401) (3,142,758) Adjustments for: Depreciation and amortisation 457,769 466,052 Impairment of intangibles 245,346 - Write off of property, plant and equipment - 36,159 Share-based payments 544,866 406,391 Other income – gain on lease modification (15,000) (47,528) Non cash investor relations expenses 150,000 - Change in operating assets and liabilities: Increase in trade and other receivables (756,530) (7,184) Increase in inventories (329,335) - Decrease in prepayments 81,000 132,781 Increase/(decrease) in trade and other payables 1,007,816 (420,255) Increase/(decrease) in other provisions 170,448 (128,336) Net cash used in operating activities (4,558,021) (2,704,678) 28. Related party transactions Parent entity Emyria Limited is the parent entity. Subsidiaries Interests in subsidiaries are set out below: Name of the entity Country of incorporation Class of shares 2026 2025 % % Emerald Clinical Network Pty Ltd Australia Ordinary 100% 100% Emerald Clinical Research Pty Ltd Australia Ordinary 100% 100% Emerald Data Management Pty Ltd Australia Ordinary 100% 100% Emerald IP Holdings Pty Ltd Australia Ordinary 100% 100% Mind Body Consulting Pty Ltd Australia Ordinary 100% 100% Key management personnel Key Management Personnel Compensation The aggregated compensation paid to Directors and Key Management Personnel of the Group is as follows: Consolidated 2026 2025 $ $ Short term employee benefits 580,404 607,378 Post-employment benefits 51,648 46,604 Non-monetary benefits (annual leave) 43,608 (17,616) Share based payment 371,186 137,711 1,046,846 774,077
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 28. Related party transactions (continued) 57 Transactions with related parties There were no transactions with related parties during the current and previous financial year. Receivable from and payable to related parties There were no trade receivables from or trade payables to related parties at the current and previous reporting date. Loans to/from related parties There were no loans to or from related parties at the current and previous reporting date. 29. Parent entity information Set out below is the supplementary information about the parent entity. Statement of profit or loss and other comprehensive income Parent 2026 2025 $ $ Loss after income tax (6,704,800) (2,648,865) Total comprehensive loss (6,704,800) (2,648,865) Statement of financial position Parent 2026 2025 $ $ Total current assets 7,063,210 3,588,381 Total assets 9,661,049 6,327,557 Total current liabilities 815,272 431,706 Total liabilities 815,272 431,706 Net assets 8,845,777 5,895,851 Equity Issued capital 50,973,371 41,892,760 Options reserve 1,494,157 1,266,082 Performance rights reserve 434,672 183,263 Accumulated losses (44,056,423) (37,446,254) Total equity 8,845,777 5,895,851
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Emyria Limited Notes to the consolidated financial statements 30 June 2026 58 30. Remuneration of auditors During the financial year the following fees were paid or payable for services provided by Stantons, the auditor of the Company: Consolidated 2026 2025 $ $ Audit services - Stantons Audit or review of the financial statements 81,900 81,395 31. Contingent assets and liabilities There are no contingent assets or liabilities outstanding for the Group or the Company on the current and previous financial year. 32. Commitments At the reporting date, the Company had agreed to provide $179,082 to the University of Western Australia to expand the MDMA analogue program (2025: $87,070). 33. Events after the reporting period No matter or circumstance has arisen since 30 June 2026 that has significantly affected, or may significantly affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years other than the expiry of 625,000 unlisted options on 16 August 2026.
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Emyria Limited Consolidated entity disclosure statement As at 30 June 2026 59 Place formed / Entity name Entity type Country of incorporation Ownership interest Tax residency Emyria Limited Body corporate Australia - Australia Emerald Clinical Network Pty Ltd Body corporate Australia 100% Australia Emerald Clinical Research Pty Ltd Body corporate Australia 100% Australia Emerald Data Management Pty Ltd Body corporate Australia 100% Australia Emerald IP Holdings Pty Ltd Body corporate Australia 100% Australia Mind Body Consulting Pty Ltd Body corporate Australia 100% Australia Basis of preparation Key assumptions and judgements Determination of Tax Residency Section 295 (3A) of the Corporation Acts 2001 requires that the tax residency of each entity which is included in the Consolidated Entity Disclosure Statement (CEDS) be disclosed. For the purposes of this section, an entity is an Australian resident at the end of a financial year if the entity is: a) an Australian resident (within the meaning of the Income Tax Assessment Act 1997) at that time; or b) a partnership, with at least one partner being an Australian resident (within the meaning of the Income Tax Assessment Act 1997) at that time; or c) a resident trust estate (within the meaning of Division 6 of Part III of the Income Tax Assessment Act 1936) in relation to the year of income (within the meaning of that Act) that corresponds to the financial year. The determination of tax residency involves judgment as the determination of tax residency is highly fact dependent and there are currently several different interpretations that could be adopted, and which could give rise to a different conclusion on residency. In determining tax residency, the consolidated entity has applied the following interpretations: o Australian tax residency The consolidated entity has applied current legislation and judicial precedent, including having regard to the Commissioner of Taxation’s public guidance in Tax Ruling TR 2018/5. o Foreign tax residency The consolidated entity has applied current legislation and where available judicial precedent in the determination of foreign tax residency. Where necessary, the consolidated entity has used independent tax advisers in foreign jurisdictions to assist in its determination of tax residency to ensure applicable foreign tax legislation has been complied with. At the reporting date, the Company did not have any consolidated entities with foreign residency.
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Emyria Limited Directors' declaration 30 June 2026 60 In the directors' opinion: ● the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; ● the attached financial statements and notes comply with International Financial Reporting Standards Accounting Standards as issued by the International Accounting Standards Board as described in note 2 to the financial statements; ● the attached financial statements and notes give a true and fair view of the Group's financial position as at 30 June 2026 and of its performance for the financial year ended on that date; ● there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable; and ● the information disclosed in the attached consolidated entity disclosure statement is true and correct. The directors have been given the declarations required by section 295A of the Corporations Act 2001. Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001. On behalf of the directors ___________________________ Mr Gregory Hutchinson Executive Chair 31 August 2026
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Liability limited by a scheme approved under Professional Standards Legislation PO Box 1908 West Perth WA 6872 Australia Level 2, 40 Kings Park Road West Perth WA 6005 Australia Tel: +61 8 9481 3188 Fax: +61 8 9321 1204 ABN: 84 144 581 519 www.stantons.com.au Stantons Is a member of the Russell Bedford International network of firms INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF EMYRIA LIMITED Report on the Audit of the Financial Report Opinion We have audited the financial report of Emyria Limited (“the Company”) and its subsidiaries (“the Group”), which comprises the consolidated statement of financial position as at 30 June 2026, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including material accounting policy information, the consolidated entity disclosure statement and the directors' declaration. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001 , including: (i) giving a true and fair view of the Group’s financial position as at 30 June 2026 and of its financial performance for the year then ended; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for Opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110: Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audits of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Material Uncertainty Relating to Going Concern We draw attention to Note 2 in the financial report, which indicates that the Group incurred a loss after tax of $6,114,401 and net cash outflows from operating activities of $4,558,021 in the statement of cashflows for the year ended 30 June 2026, and cash and cash equivalents of $7,290,015. As stated in Note 2, the events or conditions, along with other matters as set forth in Note 2, indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
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Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have determined the matters described below to be Key Audit Matters to be communicated in our report. Key Audit Matters How the matter was addressed in the audit Intangible assets (refer to notes 2 and 16 to the financial statements) At 30 June 2026, the Group’s consolidated statement of financial position included intangible assets amounting to $ 1,492,949. The intangible assets relate to: - Goodwill; and - Developments costs. AASB 136 Impairment of Assets (AASB 136) requires Goodwill and indefinite life intangible assets to be tested for impairment annually, whether there is any indication that an asset may be impaired. Management performed an impairment assessment and recognised a goodwill impairment of $245,346 in the year to 30 June 2026. We identified the impairment of intangible assets as a key audit matter due to the following: ▪ significance of these balances in the consolidated financial statements; and ▪ the estimation of recoverable amount of each cash generating unit (“CGU”) involves complex and subjective management estimates based on management’s judgement of key variables and market conditions such as future performance, timing of cashflows (revenues and operating expenditure), and the discount rate. Inter alia, our audit procedures included the following: i. Obtaining an understanding of and evaluating management’s processes related to the annual impairment assessment of goodwill; ii. Assessing the appropriateness of the Group’s determination of the CGUs and whether the CGUs included all assets, liabilities and cash flows attributable to the respective CGUs, including the reasonable allocation of corporate overheads; iii. Assessing and challenging the reasonableness of the key assumptions such as cash flow forecasts in comparison to historical data and key inputs used to determine the recoverable amount; iv. Testing the mathematical accuracy of the Group’s discounted cashflow model used to measure the recoverable amount; v. Assessing the impact of a range of sensitivities to the assumptions underpinning the Group’s impairment assessment; and vi. Assessing the adequacy of the rel ated disclosures in the notes to the financial statements. Share-based payment (refer to notes 2 and 22 to the financial statements) During the financial year, the Group recognised share-based payment expenses of $894,866, of which $544,866 was recognised in the statement of profit or loss and other comprehensive income , $200,000 is equity and $150,000 included in other expenses. The Group entered into a number of equity-settled share-based payment arrangements during the year, including performance rights granted to directors, employees and consultants subject to service and performance -based vesting conditions, options issued in connection with capital raising services, and shares issued in lieu of investor relations services. These are required to be valued in accordance with AASB 2 Share based payments (AASB 2). Share-based payment is a key audit matter due to: Inter alia, our procedures included the following: i. Reviewing the relevant agreements to obtain an understanding of the contractual nature and terms and conditions of the share -based payment arrangements; ii. Assessing the assumptions used in the Group’s valuation of share options being the share price of the underlying equity, interest rate, volatility, dividend yield, time to maturity (expected life) and grant date; iii. Recalculating the estimated fair value of the share options using the valuation methodology selected; iv. Assessing the allocation of the share -based payment expense over the relevant vesting period in accordance with AASB 2; and
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▪ Significance of the share -based payment expense; ▪ the complex and significant judgement and estimates used in determining the fair value of the share-based payment; and ▪ the use of valuation models requiring assumptions regarding volatility, risk -free interest rates, expected term and market - based vesting conditions. v. Assessing the adequacy of the related disclosures in the notes to the financial statements. Revenue recognition (refer to notes 2 and 5 to the financial statements) The Group recognised revenue from the provision of services of $4,053,475. Revenue comprises patient service revenue and other service revenue generated through the Group's clinical operations. Notes to the financial statements describe the accounting policies applied to revenue recognition. Revenue is recognised when the relevant services are provided to customers and the performance obligations have been satisfied. Management is required to apply judgement in assessing the timing of revenue recognition in accordance with AASB 15 Revenue from Contracts with Customers (AASB 15), including the identification of the customers, performance obligations and determination of when control of services transfers to customers. Revenue recognition is a key audit matter due to: ▪ the level of management judgement required to determine the recognition of revenue recognised from each contract in applying the requirements of AASB 15; and ▪ the significance of revenue to the Group’s financial performance. Inter alia, our procedures included the following: i. Obtaining an understanding of the revenue recognition process , particularly for patients funded through health insurance funds and evaluating the design of controls in this area; ii. Assessing whether the Group's accounting policies were in accordance with the requirements of AASB 15; iii. Testing on a sample basis, revenue transactions by agreeing revenue recognised during the year to signed customer contract and other relevant supporting documents and verifying that the revenue is recognised when the performance obligation has been satisfied; iv. Performing revenue cut -off testing around year end to assess whether revenue was recognised in the appropriate period; and v. Assessing the adequacy of the related disclosures in the notes to the financial statements. Other Information The Directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2026 but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
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Responsibilities of the Directors for the Financial Report The directors of the Company are responsible for the preparation of: a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001; and b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001, and for such internal control as the directors determine is necessary to enable the preparation of: i) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and ii) the consolidated entity disclosure statement that is true and correct and is free from misstatement whether due to fraud and error. In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the d irectors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Auditor's Responsibilities for the Audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors. • Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation. • Plan and perform the Group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on the Group financial report. We are responsible for the direction, supervision and review of the audit work performed for the purposes of the Group audit. We remain solely responsible for our audit opinion.
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We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on the Remuneration Report Opinion on the Remuneration Report We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2026. In our opinion, the Remuneration Report of Emyria Limited for the year ended 30 June 2026 complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD (An Authorised Audit Company) Eliya Mwale Director West Perth, Western Australia 31 August 2026