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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/28/23 Integrated Media Technology Ltd. 20-F 12/31/22 172:19M EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size
1: 20-F Annual Report HTML 3.77M
2: EX-2.1 Description of Securities Registered Under Section HTML 53K
12 of the Exchange Act
3: EX-4.16 Director's Agreement Between Imte and Mr. HTML 74K
Zhongqing Yang Dated April 29, 2022
4: EX-8.1 List of Subsidiaries HTML 45K
7: EX-13.1 Annual or Quarterly Report to Security Holders HTML 46K
8: EX-13.2 Annual or Quarterly Report to Security Holders HTML 46K
5: EX-12.1 Statement re: the Computation of Ratios HTML 51K
6: EX-12.2 Statement re: the Computation of Ratios HTML 51K
9: EX-15.1 Consent of Independent Registered Public HTML 46K
Accounting Firm for the 2021 and 2022 Financial
Statements
10: EX-15.2 Consent of Independent Registered Public HTML 47K
Accounting Firm for the 2020 Financial Statements
16: R1 Document And Entity Information HTML 121K
17: R2 Consolidated Statements of Profit or Loss and HTML 159K
Other Comprehensive Income
18: R3 Consolidated Statements of Profit or Loss and HTML 49K
Other Comprehensive Income (Parentheticals)
19: R4 Consolidated Statements of Financial Position HTML 156K
20: R5 Consolidated Statements of Financial Position HTML 51K
(Parentheticals)
21: R6 Consolidated Statements of Changes in Equity HTML 112K
22: R7 Consolidated Statements of Cash Flows HTML 171K
23: R8 Reporting Entity HTML 55K
24: R9 Basis of Accounting HTML 48K
25: R10 Significant Accounting Policies HTML 182K
26: R11 Revenue and Segment Information HTML 352K
27: R12 Other Income HTML 57K
28: R13 Finance Costs HTML 59K
29: R14 Loss before Income Tax HTML 110K
30: R15 Income Tax Expense HTML 83K
31: R16 Dividends HTML 48K
32: R17 Loss per Share HTML 56K
33: R18 Trade Receivables, Other Receivables and Other HTML 73K
Current Assets
34: R19 Inventories HTML 54K
35: R20 Loan Receivable HTML 55K
36: R21 Investment in an Associate HTML 70K
37: R22 Amounts Due From Former Group Companies HTML 51K
38: R23 Plant and Equipment HTML 105K
39: R24 Intangible Assets HTML 98K
40: R25 Trade and Other Payables HTML 56K
41: R26 Convertible Promissory Notes HTML 79K
42: R27 Amounts Due to Related Companies HTML 51K
43: R28 Leases HTML 78K
44: R29 Financial Assets at Fair Value Through Other HTML 58K
Comprehensive Income
45: R30 Derivative Financial Instruments HTML 59K
46: R31 Warrant Liabilities HTML 53K
47: R32 Controlled Entities HTML 84K
48: R33 Business Combinations HTML 144K
49: R34 Issued Capital HTML 121K
50: R35 Reserves HTML 50K
51: R36 Commitments HTML 57K
52: R37 Financial Risk Management HTML 319K
53: R38 Related Parties HTML 74K
54: R39 Cash Flow Information HTML 198K
55: R40 Key Management Personnel Disclosures HTML 59K
56: R41 Parent Entity Information (Unaudited) HTML 75K
57: R42 Prior Year Reclassifications HTML 48K
58: R43 Events Occurring After The Reporting Date HTML 49K
59: R44 Group Details HTML 47K
60: R45 Accounting Policies, by Policy (Policies) HTML 260K
61: R46 Significant Accounting Policies (Tables) HTML 54K
62: R47 Revenue and Segment Information (Tables) HTML 358K
63: R48 Other Income (Tables) HTML 56K
64: R49 Finance Costs (Tables) HTML 58K
65: R50 Loss before Income Tax (Tables) HTML 110K
66: R51 Income Tax Expense (Tables) HTML 87K
67: R52 Loss per Share (Tables) HTML 55K
68: R53 Trade Receivables, Other Receivables and Other HTML 70K
Current Assets (Tables)
69: R54 Inventories (Tables) HTML 53K
70: R55 Loan Receivable (Tables) HTML 52K
71: R56 Investment in an Associate (Tables) HTML 74K
72: R57 Amounts Due From Former Group Companies (Tables) HTML 50K
73: R58 Plant and Equipment (Tables) HTML 105K
74: R59 Intangible Assets (Tables) HTML 97K
75: R60 Trade and Other Payables (Tables) HTML 55K
76: R61 Convertible Promissory Notes (Tables) HTML 73K
77: R62 Amounts Due to Related Companies (Tables) HTML 50K
78: R63 Leases (Tables) HTML 78K
79: R64 Financial Assets at Fair Value Through Other HTML 55K
Comprehensive Income (Tables)
80: R65 Derivative Financial Instruments (Tables) HTML 55K
81: R66 Warrant Liabilities (Tables) HTML 50K
82: R67 Controlled Entities (Tables) HTML 84K
83: R68 Business Combinations (Tables) HTML 139K
84: R69 Issued Capital (Tables) HTML 76K
85: R70 Commitments (Tables) HTML 53K
86: R71 Financial Risk Management (Tables) HTML 308K
87: R72 Related Parties (Tables) HTML 74K
88: R73 Cash Flow Information (Tables) HTML 198K
89: R74 Key Management Personnel Disclosures (Tables) HTML 55K
90: R75 Parent Entity Information (Unaudited) (Tables) HTML 71K
91: R76 Reporting Entity (Details) HTML 50K
92: R77 Significant Accounting Policies (Details) HTML 60K
93: R78 Significant Accounting Policies (Details) - HTML 58K
Schedule of depreciation rates used for each class
of depreciable assets
94: R79 Significant Accounting Policies (Details) - HTML 60K
Schedule of new, revised or amended standards and
interpretations
95: R80 Revenue and Segment Information (Details) HTML 50K
96: R81 Revenue and Segment Information (Details) - HTML 63K
Schedule of revenue and segment information
97: R82 Revenue and Segment Information (Details) - HTML 61K
Schedule of timing of transfer of good or services
98: R83 Revenue and Segment Information (Details) - HTML 67K
Schedule of revenue by geographic location
99: R84 Revenue and Segment Information (Details) - HTML 65K
Schedule of non-current assets by geographic
location
100: R85 Revenue and Segment Information (Details) - HTML 70K
Schedule of major customers
101: R86 Revenue and Segment Information (Details) - HTML 183K
Schedule of segment information for the reporting
period
102: R87 Other Income (Details) - Schedule of other income HTML 57K
103: R88 Finance Costs (Details) - Schedule of financial HTML 56K
costs
104: R89 Loss before Income Tax (Details) - Schedule of HTML 131K
loss before income tax
105: R90 Income Tax Expense (Details) - Schedule of income HTML 55K
tax expense
106: R91 Income Tax Expense (Details) - Schedule of HTML 62K
prima-facie tax on loss before income tax expense
107: R92 Income Tax Expense (Details) - Schedule of HTML 48K
prima-facie tax on loss before income tax expense
(Parentheticals)
108: R93 Income Tax Expense (Details) - Schedule of HTML 54K
deferred tax liabilities
109: R94 Income Tax Expense (Details) - Schedule of HTML 51K
unrecognised deferred tax assets
110: R95 Income Tax Expense (Details) - Schedule of HTML 49K
unrecognised deferred tax assets (Parentheticals)
111: R96 Dividends (Details) HTML 47K
112: R97 Loss per Share (Details) - Schedule of loss per HTML 56K
share
113: R98 Trade Receivables, Other Receivables and Other HTML 50K
Current Assets (Details)
114: R99 Trade Receivables, Other Receivables and Other HTML 71K
Current Assets (Details) - Schedule of trade
receivables
115: R100 Trade Receivables, Other Receivables and Other HTML 56K
Current Assets (Details) - Schedule of analysis of
trade receivables
116: R101 Inventories (Details) - Schedule of Inventories HTML 52K
117: R102 Loan Receivable (Details) HTML 56K
118: R103 Loan Receivable (Details) - Schedule of loans HTML 51K
receiveble
119: R104 Investment in an Associate (Details) HTML 47K
120: R105 Investment in an Associate (Details) - Schedule of HTML 53K
investment in an associate
121: R106 Investment in an Associate (Details) - Schedule of HTML 54K
quoted market price
122: R107 Investment in an Associate (Details) - Schedule of HTML 60K
represents amounts in associate? financial
statements
123: R108 Amounts Due From Former Group Companies (Details) HTML 52K
124: R109 Amounts Due From Former Group Companies (Details) HTML 47K
- Schedule of Amounts Due From Former Group
Companies
125: R110 Plant and Equipment (Details) - Schedule of plant HTML 85K
and equipment
126: R111 Intangible Assets (Details) - Schedule of HTML 92K
intangible assets
127: R112 Trade and Other Payables (Details) - Schedule of HTML 58K
trade and other payables
128: R113 Convertible Promissory Notes (Details) HTML 72K
129: R114 Convertible Promissory Notes (Details) - Schedule HTML 52K
of convertible promissory notes
130: R115 Convertible Promissory Notes (Details) - Schedule HTML 58K
of convertible promissory notes entered during the
year
131: R116 Convertible Promissory Notes (Details) - Schedule HTML 55K
of convertible promissory notes converted to
shares
132: R117 Amounts Due to Related Companies (Details) - HTML 47K
Schedule of amounts due to related companies
133: R118 Leases (Details) HTML 46K
134: R119 Leases (Details) - Schedule of carrying amount of HTML 64K
the group?s right of use assets
135: R120 Leases (Details) - Schedule of lease liabilities HTML 62K
136: R121 Financial Assets at Fair Value Through Other HTML 54K
Comprehensive Income (Details)
137: R122 Financial Assets at Fair Value Through Other HTML 52K
Comprehensive Income (Details) - Schedule of
financial assets at fair value through other
comprehensive income
138: R123 Derivative Financial Instruments (Details) HTML 66K
139: R124 Derivative Financial Instruments (Details) - HTML 55K
Schedule of derivative financial instruments
140: R125 Warrant Liabilities (Details) HTML 65K
141: R126 Warrant Liabilities (Details) - Schedule of HTML 47K
warrant liabilities
142: R127 Controlled Entities (Details) - Schedule of HTML 144K
entities controlled
143: R128 Business Combinations (Details) HTML 65K
144: R129 Business Combinations (Details) - Schedule of net HTML 69K
gain (loss) on the disposals during the year
145: R130 Business Combinations (Details) - Schedule of net HTML 95K
assets disposed
146: R131 Business Combinations (Details) - Schedule of net HTML 58K
cash flows from disposal of subsidiaries
147: R132 Business Combinations (Details) - Schedule of HTML 71K
purchase consideration, the net assets acquired
and goodwill
148: R133 Issued Capital (Details) HTML 293K
149: R134 Issued Capital (Details) - Schedule of share HTML 55K
capital
150: R135 Issued Capital (Details) - Schedule of ordinary HTML 72K
share capital
151: R136 Commitments (Details) HTML 47K
152: R137 Commitments (Details) - Schedule of lease payments HTML 52K
for rent office under non-cancellable leases
153: R138 Financial Risk Management (Details) HTML 79K
154: R139 Financial Risk Management (Details) - Schedule of HTML 149K
effective interest rates as at the reporting date
155: R140 Financial Risk Management (Details) - Schedule of HTML 83K
foreign currency denominated financial assets and
liabilities which expose the Group to currency
risk
156: R141 Financial Risk Management (Details) - Schedule of HTML 59K
account forward exchange contracts that offset
effects from changes in currency exchange rates
157: R142 Financial Risk Management (Details) - Schedule of HTML 85K
remaining contractual maturity for its
non-derivative financial liabilities based on the
agreed repayment terms
158: R143 Financial Risk Management (Details) - Schedule of HTML 49K
assets and liabilities that are measured at fair
value in the consolidated financial statements
159: R144 Financial Risk Management (Details) - Schedule of HTML 54K
the opening and closing fair value balance of
level 2 financial instruments
160: R145 Related Parties (Details) - Schedule of HTML 55K
remuneration of directors of the company
161: R146 Related Parties (Details) - Schedule of material HTML 67K
transactions with its related parties
162: R147 Cash Flow Information (Details) - Schedule of HTML 148K
reconciliation of liabilities arising from
financing activities
163: R148 Cash Flow Information (Details) - Schedule of HTML 66K
changes in working capital
164: R149 Key Management Personnel Disclosures (Details) HTML 48K
165: R150 Key Management Personnel Disclosures (Details) - HTML 51K
Schedule of total remuneration paid or payable to
the directors and senior management
166: R151 Parent Entity Information (Unaudited) (Details) - HTML 51K
Schedule of comprehensive income
167: R152 Parent Entity Information (Unaudited) (Details) - HTML 63K
Schedule of financial position
170: XML IDEA XML File -- Filing Summary XML 341K
168: XML XBRL Instance -- f20f2022_integrated_htm XML 5.35M
169: EXCEL IDEA Workbook of Financial Reports XLSX 340K
12: EX-101.CAL XBRL Calculations -- imte-20221231_cal XML 182K
13: EX-101.DEF XBRL Definitions -- imte-20221231_def XML 1.58M
14: EX-101.LAB XBRL Labels -- imte-20221231_lab XML 3.40M
15: EX-101.PRE XBRL Presentations -- imte-20221231_pre XML 1.63M
11: EX-101.SCH XBRL Schema -- imte-20221231 XSD 760K
171: JSON XBRL Instance as JSON Data -- MetaLinks 664± 954K
172: ZIP XBRL Zipped Folder -- 0001213900-23-033927-xbrl Zip 805K
Exhibit 2.1
DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT
General
The following description of the ordinary shares of Integrated Media Technology Limited (the “Company” or “IMTE) is intended as a summary only and therefore not a complete description of the Company’s outstanding ordinary shares. The description is based upon, and is qualified by reference to the Company’s Constitution (the “Constitution”), specimen ordinary share certificate, which was filed as exhibits to the Annual Report on Form 20-F, of which this Exhibit 2.1 is a part.
Australian law does not limit the authorized share capital that may be issued by a corporation and does not recognize the concept of par value. Subject to our Constitution, the Australian Corporations Act (the “Corporations Act”), and the rules governing the listing of our securities on the Nasdaq Capital Market (“Nasdaq”), our directors are entitled to issue shares in our capital, grant options over unissued shares, and settle the manner in which fractions of a share are to be dealt with. The directors may decide the persons to whom, and the terms on which, shares are issued or options are granted as well as the rights and restrictions that attach to those shares or options subject to our Constitution, the Corporations Act and Nasdaq rules.
As at December 31, 2022, there are 20,524,754 outstanding shares of the Company.
Ordinary shares
Voting Rights
Under our Constitution, the rights and restrictions attaching to a class of shares, each shareholder has one vote on a show of hands at a meeting of the shareholders unless a poll is demanded under the Constitution or the Corporations Act. On a poll vote, each shareholder shall have one vote for each fully paid share. Shareholders may vote in person or by proxy, attorney or representative. Under Australian law, shareholders of a public company are not permitted to approve corporate matters by written consent. Our Constitution does not provide for cumulative voting.
Dividend Rights
Our board of directors may from time to time determine to pay dividends to shareholders. Unclaimed dividends may be invested by our directors as they think fit for the benefit of IMTE until claimed or otherwise disposed of in accordance with our Constitution.
Right to share in our profits
Pursuant to our Constitution, our shareholders are entitled to participate in our profits only by payment of dividends. Our board of directors may from time to time determine to pay dividends to the shareholders, subject to the requirement under the Corporations Act for the board to be satisfied that IMTE’s entire financial position will permit it to pay the proposed dividend without causing the company to be unable to pay its debt as they fall due.
Rights to share in the surplus in the event of liquidation
Our Constitution provides for the right of shareholders to participate in a surplus in the event of our liquidation, subject to the rights attaching to a class of shares.
No redemption provision for ordinary shares
There are no redemption provisions in our Constitution in relation to ordinary shares. Under our Constitution, any preference shares may be issued on the terms that they are, or may at our option be, liable to be redeemed.
Variation of Class Rights
Given that the constitution does not set out the procedure for varying or cancelling the rights attached to shares in a class of shares, the Corporations Act provides that those rights may only be varied or cancelled by:
| ● | a special resolution passed by members holding shares in the class; or |
| ● | the written consent of members with at least 75% of the votes in the class. |
Foreign Ownership Regulation
There are no specific limitations in the Corporations Act which restrict the acquisition, ownership, or disposal of shares in an Australian company by non-resident or foreign shareholders. The Foreign Acquisitions and Takeovers Act 1975 (Cth) regulates investment in Australian companies and may restrict the acquisition, ownership, and disposal of our ordinary shares by non-resident or foreign shareholders.
Shareholders Meetings
We must hold an annual general meeting within five months of the end of each fiscal year. Our end of fiscal year is currently December 31st each year. At the annual general meeting, shareholders typically consider the annual financial report, directors’ report and auditor’s report and vote on matters, including the election of directors and the appointment of the auditor (if necessary). We may also hold other meetings of shareholders from time to time. The annual general meeting must be held in addition to any other meetings which we may hold.
Unless applicable law or our Constitution requires a special resolution, a resolution of shareholders is passed if more than 50% of the votes at the meeting are cast in favor of the resolution by shareholders in person or proxy entitled to vote upon the relevant resolution. A special resolution is passed if the notice of meeting sets out the intention to propose the special resolution and it is passed if at least 75% of the votes at the meeting are cast by shareholders in person or proxy entitled to vote upon the relevant resolution.
A special resolution usually involves more important questions affecting us as a whole or the rights of some or all of our shareholders. Special resolutions are required in a variety of circumstances under our Constitution and the Corporations Act, including without limitation:
| ● | to change our name; | |
| ● | to amend or repeal and replace our Constitution; | |
| ● | to approve the terms of issue of preference shares; | |
| ● | to approve the variation of class rights of any class of shareholders; | |
| ● | to approve certain buy backs of shares; |
Listing
Our ordinary shares are listed on Nasdaq under the symbols “IMTE”.
| This ‘20-F’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 4/28/23 | None on these Dates | ||
| For Period end: | 12/31/22 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/17/22 Integrated Media Technology Ltd. S-8 8/17/22 6:320K EdgarAgents LLC/FA 8/02/22 Integrated Media Technology Ltd. 6-K 8/02/22 2:179K EdgarAgents LLC/FA 7/12/22 Integrated Media Technology Ltd. 6-K 7/11/22 5:1.2M EdgarAgents LLC/FA 4/28/22 Integrated Media Technology Ltd. 20-F 12/31/21 12:3M 1/20/22 Integrated Media Technology Ltd. 6-K 1/20/22 3:122K 1/03/22 Integrated Media Technology Ltd. 6-K 1/03/22 2:196K 12/30/21 Integrated Media Technology Ltd. 6-K 12/30/21 3:2.4M 10/14/21 Integrated Media Technology Ltd. F-1 10/13/21 8:827K 12/23/20 Integrated Media Technology Ltd. F-1 10:1M 8/12/20 Integrated Media Technology Ltd. 6-K 8/11/20 5:542K 2/12/20 Integrated Media Technology Ltd. 6-K/A 2/11/20 3:99K 1/21/20 Integrated Media Technology Ltd. 6-K 1/20/20 2:113K 5/08/17 Integrated Media Technology Ltd. 20FR12B/A 14:71M |