ARB 2012 Annual Report

2012
ARB CORPORATION LIMITED
ABN 31 006 708 756
New ARB retail stores open in Orange,

Bundaberg, Burleigh Heads and Welshpool.
Construction begins on ARBs second Thailand-based

warehouse and manufacturing plant.
ARBs international presence

continues to grow with success
in a number of countries.
ARB donates to numerous charity organisations,

including Yalari and Drive 4 Life.
ARB launches a new range of recovery points with

the aim of setting a new industry benchmark for
design, safety and use.
A major Christmas promotion results in

significant sales for an extensive range
of ARB products, including Air Lockers
and Old Man Emu suspension.
New 4x4 products are launched for the latest facelift

vehicles, including the Toyota HiLux and LandCruiser
200 Series.
ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

ABN 31 006 708 756
Table of Contents
CONTENTS
PAGE
Corporate Information
Chairman's Statement
Corporate Governance Statement
Directors' Report
11
Auditor's Independence Declaration
16
Financial Report for the year ended 30 June 2012

Consolidated Income Statement
17
Consolidated Statement of Comprehensive Income
18
Consolidated Statement of Financial Position
19
Consolidated Statement of Changes in Equity
20
Consolidated Statement of Cash Flows
21
Notes to the Financial Statements
22
Directors' Declaration
43
Independent Auditor's Report
44
ASX Additional Information
46

ABN 31 006 708 756
Corporate Information
Directors
Roger G Brown B.E., M.B.A.
Andrew H Brown
John R Forsyth B.E., M.B.A.
Robert D Fraser B.Ec., LLB (Hons)
Ernest E Kulmar B.Com., FCPA
Andrew P Stott
Company Secretary
Principal Registered Office
42-44 Garden Street
Kilsyth Victoria 3137 Australia
Tel: (03) 9761 6622
Fax: (03) 9761 6807
Auditors
Pitcher Partners
Level 19
15 William Street
Melbourne Victoria 3000
Location of Register of Securities
Computershare Investor Services Pty Limited
Yarra Falls, 452 Johnston Street
Abbotsford Victoria 3067
Tel: +61 (0)3 9415 4000 (investors)
Tel: 1300 850 505 (investors within Australia)
Fax: (03) 9473 2587
Stock Exchange
Australian Securities Exchange
Level 45, South Tower
Rialto, 525 Collins Street

ABN 31 006 708 756
Chairmans Statement_________________________________________________________________
RESULTS
ARB Corporation Limited (ARB or the Company) achieved a net profit after tax of $38.5 million for the year ended
30th June 2012. This represented a 1.7% increase over the prior years net profit after tax.
The result was achieved in a very challenging year, particularly in relation to the disruption to the 4WD vehicle supply
due to the floods in Thailand, but also in terms of the economic difficulties faced by many countries in which the
Companys export customers operate.
The Companys profit was achieved on a 5.7% increase in sales to $269 million from $254 million last year. A
summary of the 2011/12 result is presented below:
Year to 30 June
2012
$000
2011
$000
Change
Sales Revenue
Total Revenue
Net Profit Before Tax
Less Tax
Net Profit After Tax
268,718
271,843
52,788
14,289
38,499
254,171
256,553
51,315
13,461
37,854
+ 5.7%
53.1
52.2
11.0
14.0
25.0
100%
10.0
13.0
23.0
100%
Basic EPS cents

DPS cents
Interim
Final
Total
Franked Amount
+ 2.9%
+ 1.7%
The Company intends to pay an increased final fully franked dividend of 14.0 cents per share on the 19th October
2012. This brings total ordinary dividends for the year to 25 cents per share fully franked, compared with 23 cents per
share fully franked last year. The Record Date for the final dividend will be the 5th October 2012.
10 YEAR HISTORICAL PERFORMANCE
The sales, profits and dividends per share performance of the Company over the past 10 years is illustrated in the
graphs below:
300,000
$'000
250,000
200,000
SALES REVENUE
150,000
Annual sales revenue has grown at an average

compound rate of 13.2% over the past 10 years.
100,000
50,000
0
Aust Aftermarket
OEM
Exports

ABN 31 006 708 756
Chairmans Statement (continued) ______________________________________________________
45000
40000
$'000
35000
30000
25000
NET PROFIT AFTER TAX
20000
Net profit after tax has grown at an average

compound rate of 15.8% over the past 10 years.
15000
10000
5000
0
70.00
Cents
60.00
50.00
DIVIDENDS PER SHARE
40.00
Dividends per share have grown steadily over the

past 10 years with special dividends paid in
2004/05 and 2009/10. All dividends have been
fully franked.
30.00
20.00
10.00

Interim
Final
Special
HIGHLIGHTS OF THE 2011/12 YEAR

Sales
The Companys sales growth for the 2011/12 year of 5.7% was achieved despite some significant adverse impacts
on the supply of new 4WD vehicles worldwide. Two major natural disasters affected new vehicle supply during the
period. Early in the first half, supply of 4WD vehicles from both Japan and Thailand continued to be impacted by the
Japanese earthquake and tsunami which occurred in March 2011. Vehicle supply problems were compounded by the
floods in Thailand which severely restricted vehicle availability worldwide from November 2011 until March 2012 in
some of ARBs key market segments.
The serious impact of the natural disasters in Japan and Thailand on sales of new 4WD vehicles in Australia during
the first nine months of the financial year is illustrated in the following table.

ABN 31 006 708 756
Impact of Japanese and Thai natural disasters on 4x4 utility sales in Australia
Period
9 months
July to March
3 months
April to June
Total
Units Sold
2011/12
Units Sold
2010/11
Change
73,187
71,004
+3.1%
33,282
25,737
+29.3%
106,469
96,741
+10.1%
4WD vehicle production and sales progressively recovered and by April 2012 output had returned to above pre-flood
levels for most affected vehicle manufacturers, causing a spike in demand for ARB products which exceeded the
Companys capacity to satisfy.
Of total group sales for the year, the Australian aftermarket accounted for 66%, whilst export sales represented 22%
and sales to vehicle manufacturers (OEMs) were 12%.
The Companys export sales, direct from Australia and Thailand and to customers via ARBs US subsidiary Air Locker
Inc., were severely hampered by the strong Australian dollar and poor economic conditions in a number of markets.
Sales in the USA increased by 10.2% in US dollar terms and by 6.9% when consolidated in Australian dollars.
Overall, total export sales in Australian dollar terms increased by 5.9% for the year to 30 June 2012 compared with
the prior year.
ARBs market leading store network and warehousing operations throughout Australia were further expanded and
strengthened during the period. The Company opened a new ARB store at Orange, NSW and ARB licensed stores
were established at Burleigh Heads and Bundaberg in Qld and Welshpool in WA during the year. As at 30 June 2012
there were 44 ARB stores in Australia, 16 of which were Company owned. ARB stores will continue to be added to
the distribution network as opportunities arise.
In July 2012, the Company acquired the business of Top Gear Car & 4WD Accessories in Alice Springs, NT.
Products
ARB regards product development as essential and it is a key element in maintaining the Companys long-term
competitive advantage. Expenditure on R&D was increased over the period and new products are regularly being
released to ARBs markets worldwide.
The 2011/12 year was a year in which a significant number of new vehicle releases occurred and these provide
opportunities for ARB. Consequently, the Companys R&D department is actively developing both aftermarket and
OEM products. It is also continuing to work on a number of long-term product development projects.
Manufacturing
Manufacturing capacity planning during the year was difficult due to the uncertain impact on vehicle production due to
the floods in Thailand. Information on the extent of disruption and the timing of the recovery was difficult to obtain.
Regardless of the 2011/12 issues, plans to increase capacity to meet future demand were implemented during the
year and construction of a new warehouse and factory in Thailand is well under way. Completion of the building is
expected in late 2012, followed by the setting up of manufacturing and warehousing operations. Some facility
improvements will also be required in Australia during the 2012/13 year.
Financial
th
ARB strengthened its balance sheet during the period and had a net cash balance of $33.2 million at the 30 June
th
2012. This compares with a net cash balance of $30.7 million at the 30 June 2011.
The Companys strong financial position ensures that ARB can react quickly to appropriate opportunities, such as
further earnings accretive capital projects or suitable acquisitions.
Exchange rates have fluctuated significantly over the year. The Company has some natural hedges through its
operations in Australia, USA and Thailand and also through its purchasing and selling arrangements. However,
changes in exchange rates affect costs in different geographic markets and management believes that more stable
currency markets generally create a better business environment for the Company over the longer term.
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ABN 31 006 708 756
Staff
To handle the Companys current level of business and its expected future growth, ARB has increased its senior
management team. Three senior appointments have been made to strengthen areas which required additional
management resources. Employee numbers have also increased over the year but the full benefit from the higher
staff levels has not yet been fully realised.
The Board is pleased to announce that Executive Director Mr Andrew Brown has been formally appointed Managing
Director of the Company. Andrew has, in effect, been performing in that role for some time and has been instrumental
in many of the activities that have resulted in the strong performance of the Company over many years.
Mr Roger Brown remains as Chairman and Executive Director. The Board expresses its appreciation for Rogers
excellent contribution as Managing Director and is pleased that his contribution to the Company will continue with his
ongoing involvement.
THE FUTURE
The Companys modest growth in 2011/12 was achieved in the face of very difficult industry and global market
conditions. The current economic environment remains challenging. However, the outlook for the Company is positive
and the Board is optimistic about the future, notwithstanding capacity constraints which are limiting growth in the
short term. A first quarter trading update will be provided to shareholders at the AGM in October 2012.
ARBs main growth strategies remain focused on achieving the following:
increasing output from the Companys manufacturing plants as demand requires;

further strengthening ARBs store network throughout Australia, particularly in areas where 4WD vehicle
sales are strong;
fast tracking the development of new products to supply ARBs aftermarket customers both locally and
overseas;
developing the Thule Car Rack Systems and ARB Off Road businesses;
ensuring that Kingsley Enterprises has new products to supply its existing customers both locally and
overseas; and
concentrating the Companys sales efforts in areas of the world where industries and other activities
are creating high demand for 4WD vehicles.
With strong brands around the world, very capable senior management and staff, a strong balance sheet and growth
strategies in place, ARB is well positioned to continue on-going success despite the global economic challenges.
Roger Brown
Chairman
th
15 August 2012

ABN 31 006 708 756
Corporate Governance Statement
For the Year Ended 30 June 2012
The Board of ARB Corporation Limited ("ARB" or the "Company") is committed to high standards of corporate governance and
supports the principles of good corporate governance and best practice recommendations as published in the second edition
Corporate Governance Guidelines of the ASX Corporate Governance Council in August 2007 and revised subsequently.
ASX Listing Rule 4.10 requires ARB to disclose the extent to which it has followed these best practice recommendations. This
statement outlines the key corporate governance practices of ARB, as they relate to the recommendations of the ASX Corporate
Governance Council.
The Board recognises that some practices are more relevant to larger companies. The Board has adopted those practices that it
believes will maximise long term shareholder value given ARBs specific circumstances.
1.
The Roles of the Board and Management
The Board of Directors is responsible for increasing shareholder value through leadership and direction of the Company. Matters
reserved for the Board include:
-
setting the strategic direction of the Company;

appointing and reviewing the performance of the Managing Director;
setting objectives for which the Managing Director is responsible;
approving major investment decisions and financial budgets;
monitoring financial and operating performance;
determining capital, funding and dividend policies;
planning Board and management succession;
defining the limits to management's responsibilities;
ensuring the Company complies with the law and conforms to the highest standards of financial and ethical behaviour.
Board Meetings are held regularly and the Board meets on other occasions to deal with matters that require attention between
scheduled meetings.
The responsibility for the operation and administration of the economic entity is delegated by the Board to the Managing Director,
the Executive Directors and the Departmental Executives.
The Board of ARB and senior management monitor the performance of all Divisions through the preparation of weekly
management reports and monthly management accounts.
The weekly management reports are circulated to all Board members to ensure that they are aware of key developments within the
Company and in the industry and environment in which it operates.
The monthly management accounts are prepared using accrual accounting techniques and report each Division's results. These
monthly management accounts are compared by management with monthly targets. Each Division has key performance indicators
and reports to the Board monthly.
The monitoring of ARBs performance by the Board and management assists in identifying the areas where additional attention is
required.
The Executive Directors evaluate the performance of the senior management team on an informal basis throughout the year and on
a formal basis once per year.
2.
The Structure of the Board
The composition of the Board is determined in accordance with ARBs constitution and the ASX Listing Rules.
The Board regards a Director as independent if he or she is free from any material interest in, or other material relationship with,
the Company, other than as a Director, which could reasonably be perceived to materially interfere with the Director's ability to
exercise independent judgement with respect to the matter being considered. Independence and materiality are considered by the
Board in the context of all of the relevant circumstances.
The Board presently comprises three Executive Directors and three independent Non-executive Directors. The Board believes that,
at present, this structure combines the skills, experience and efficiency of operation best suited to governing the Company.
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ABN 31 006 708 756
Corporate Governance Statement (continued)
The Executive Chairman has undertaken this role since the company listed on the ASX in 1987. The Board acknowledges the
recommendation of the ASX Corporate Governance Council that the Chairman be a Non-executive Director. However, the Board
believes that the wealth of knowledge and expertise of the current Chairman and his interest in the Company as a substantial
shareholder, make it appropriate for him to be the Chairman.
For the same reasons, the Board does not comprise a majority of independent Directors. The Board believes that all of its Directors
exercise due care and skill with respect to the matters which they consider and bring objective judgement to bear in decision
making.
Committees
The Board of Directors, as part of its responsibility to oversee the strategic direction of the Company, has established guidelines
and committees to ensure that its businesses operate ethically and fairly and to ensure that the assets of the Company are properly
protected. The committees which the Board has established are as follows:
-
Audit Committee
Risk Management Committee
Remuneration and Nomination Committee
The Board, through the Remuneration and Nomination Committee, attempts to assess objectively its performance and that of its
committees and individual members. The Board regularly undertakes performance reviews on an informal basis.
The requirement for membership of this committee is that the member must be an independent Non-executive Director and able to
make a contribution to this decision-making process. The Remuneration and Nomination Committee is composed of the three Nonexecutive Directors of ARB and is chaired by one of those independent Non-executive Directors.
Appointment of Directors
One of the roles and responsibilities of the Remuneration and Nomination Committee is to recommend to the Board the selection
and appointment of suitable Directors to the Company.
The committee considers the size and composition of the Board and the selection and appointment of new Directors as required
based upon the existing expertise and experience of the Board and the future requirements of the Company and the desirability of
increasing diversity as a means of enhancing shareholder value.
The Boards objective is to achieve the mix of skills and diversity that is best suited to maximising long term shareholder value
given the circumstances at any particular time. The Board believes that the Remuneration and Nomination Committee is best
placed to assess these requirements rather than using intermediaries.
The conditions relating to a Director's appointment are provided to the Director in writing prior to appointment. All Directors are
subject to re-election by rotation in accordance with ARBs constitution. Shareholders are encouraged to participate in the reelection of Directors.
Directors may obtain independent professional advice, at the Company's expense, on matters arising in the course of their Board
duties after obtaining the Chairman's approval, which cannot be unreasonably withheld.
The other information with respect to the structure of the Board noted in the Guide to Reporting on Principle 2 has been provided in
the Directors Report as the Board believes this is a more appropriate place at which to disclose such information.
3.
Ethical Business Practices
ARB is committed to be being a socially responsible corporate citizen, using honest and fair business practices.
The Company does not have a formal Code of Conduct because the Company believes that a more effective means of enhancing
investor confidence and actively promoting ethical and responsible decision-making is for the Board and the senior management
team to foster, through their own actions, an ethical corporate culture.
Similarly, the Board believes that it has fostered and that the Company and its employees have a governance culture that
encourages excellence and ethical business practices to enhance long term shareholder value. This includes the advancement of
all employees in an ethical manner as appropriate irrespective of gender, age, ethnicity and cultural background.
88

ABN 31 006 708 756
Accordingly, the Board has not adopted a formal diversity policy or set measurable objectives based on diversity alone. The Board
believes that this is consistent with its objective of generating long term shareholder value in an ethical manner.
The proportion of women employed by the consolidated entity in the following roles are:
Board
Senior Management
Consolidated entity
0%
17%
14%
The Board promotes open and honest disclosure and discussion, together with consideration and respect for the interests of all
legitimate stakeholders, at all Board and weekly management meetings.
In addition, the Board and the senior management of the Company regularly consider relevant matters including conflicts of
interest, corporate opportunities, business practices, confidentiality, fair dealing, complaints handling, protection and proper use of
the Companys assets, compliance with laws and regulations and reporting unlawful and unethical behaviour.
The Board has ultimate responsibility for resolving all matters concerning ethical and responsible decision-making.
These procedures are designed to ensure that the integrity of the Company is maintained and that investor confidence is
enhanced.
The Board encourages Non-executive Directors to own shares in the Company to further link their interests with the interests of all
shareholders.
The Company is aware of its legal and other obligations to all legitimate stakeholders. The Board believes that appropriate
recognition of these interests will enhance shareholder value in the long term.
The Board believes that the shareholders of the Company ultimately assess the performance of the Board, its committees,
individual Directors and senior management based on the financial performance of the Company in the context of the commercial,
legal and ethical framework within which the Company operates.
Directors' share trading
The Board of Directors has a formal policy for share dealing by Directors. This policy allows for the buying and selling of ARB
shares only during the four-week periods following the annual and half yearly results announcements and the annual general
meeting, unless approval is obtained from the Chairman to deal in the Companys shares outside these times.
4.
Safeguard Integrity
ARB has an Audit Committee with a formal charter. The Audit Committee is composed of the three independent Non-executive
Directors of ARB and is chaired by one of those independent Non-executive Directors.
The Board considers that the composition of the present Audit Committee maintains integrity and is most operationally effective for
a company of ARB's size and Board composition.
The primary function of the Audit Committee is to recommend to the Board the selection and appointment of the external auditors,
based on the audit requirements of the Company and the independence and suitability of the auditors. The Audit Committee also
acts as an interface between the Board and the external auditors to:
-
ensure that the external auditors who are selected and appointed remain appropriate to the needs of the Company;
review the independence of the external auditors;
ensure the rotation of the external audit engagement partners in accordance with regulatory requirements;
review, with management and the auditors, the Company's periodic statutory accounts and reports;
review the systems and controls established by management to safeguard the assets of the Company;
monitor procedures in place aimed at ensuring compliance with the Corporations Act 2001 and the Australian Stock
Exchange Listing Rules;
monitor the effective management of financial and other business risks.
The Audit Committee has reviewed the external auditor's independence and is satisfied that they are not restricted in forming an
independent view on the Group's financial report.
The provision of non-audit services by the external auditors to the Group has been restricted by the Board to ensure audit
independence.
The other information with respect to safeguarding the integrity of financial reporting noted in Guide to Reporting on Principle 4 has
been provided in the Directors Report.
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ABN 31 006 708 756
5.
Timely Disclosure of Material Matters
The Companys aim is to ensure timely, balanced and continuous disclosure to the market of all material matters concerning the
Company in accordance with the ASX continuous disclosure regime.
The policies and procedures designed to ensure compliance with ASX Listing Rules and Corporations Act 2001 disclosure
requirements and to ensure accountability at a senior management level for that compliance are as follows:
the Company must notify the market, via the ASX continuous disclosure regime, of any price sensitive information;
the Directors, Company Secretary and the Financial Controller are designated as Disclosure Officers who are
responsible for reviewing potential disclosures and deciding what information should be disclosed;
only a Disclosure Officer may authorise communication with external parties on behalf of the Company thereby
safeguarding confidentiality of corporate information;
the onus is on all Executives to inform a Disclosure Officer of all potential disclosures as soon as they become
aware of the information. The senior management team is responsible for ensuring staff understand and comply
with this policy;
ASX and media releases must be approved by a Director who is a Disclosure Officer.
6.
Rights of Shareholders
The shareholders of ARB are responsible for voting on the election of Directors at the Annual General Meeting in accordance with
the Companys constitution.
The Annual General Meeting also provides shareholders with the opportunity to express their views on matters concerning the
Company and to vote on other items of business for resolution by shareholders. ARBs policy is to encourage effective shareholder
participation at general meetings.
ARB requests that a senior partner of the firm of auditors attends the Annual General Meeting and be available to answer
shareholder questions about the conduct of the audit and the preparation and content of the auditor's report.
ARB has a policy of effective communication with shareholders through:
-
the Annual Report which is distributed to all shareholders;

disclosures made to the ASX;
letters to shareholders after half year and full year results announcements;
notices and explanatory memoranda in relation to resolutions to be put to a vote;
AGMs at which shareholders are given an opportunity to participate.
7.
Risk Management
The Board has established a Risk Management Committee to oversee the management of business risks and internal control. This
is a management committee composed of the Executive Directors and the Financial Controller.
The Risk Management Committee identifies, assesses, monitors and manages business risks and internal control procedures by
considering such matters as part of the regular weekly meetings of the senior management team of the Company.
Minutes of every management meeting are circulated to the Board which has the ultimate responsibility of ensuring that the risk
mitigation actions recommended at these meetings are implemented.
8.
Fair and Responsible Remuneration
ARB has established a Remuneration and Nomination Committee. The Remuneration and Nomination Committee is composed of
three independent Non-executive members of the Board. The Chairman of the Committee is appointed by the Board.
The primary function of the Remuneration and Nomination Committee is to review senior executive remuneration structures, review
senior management succession plans and monitor Directors' remuneration levels.
The Committee may engage appropriately qualified consultants to provide it with advice and recommendations.
The independent Non-executive Directors are remunerated by way of fees and statutory superannuation.
Additional information with respect to remuneration noted in Guide to Reporting on Principle 8 has been provided in the Directors'
report.
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ABN 31 006 708 756
Directors' Report
The Directors present their report together with the financial report of the consolidated entity of ARB Corporation Limited, being the
Company and its controlled entities, for the financial year ended 30 June 2012 and the auditor's report thereon. This financial report
has been prepared in accordance with Australian Accounting Standards.
Principal Activities
The principal activities of the consolidated entity during the course of the financial year remained unchanged and were the design,
manufacture, distribution and sale of motor vehicle accessories and light metal engineering works.
Results
The consolidated profit for the year attributable to the members of the Company after income tax expense, was $38,499,000 (2011:
$37,854,000).
Review of Operations
A review of the consolidated entities operations is included in the Chairman's Statement on pages 3 to 6.
Significant Changes in the State of Affairs
During the period, the Company continued to engage in its principal activity, the results of which are disclosed in the attached
financial statements.
After Balance Date Events
Subsequent to 30 June 2012, the Company has acquired the business of Top Gear & 4WD Accessories in Alice Springs, Northern
Territory. While providing useful business in Alice Springs, the acquisition of the business is not material to the performance of the
Company.
No matters or circumstances have arisen since the end of the financial year that have significantly affected or may significantly
affect the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in
future financial years.
Likely Developments
The Company will continue to pursue its operating and financial strategies to create shareholder value. Further information is
included in the Chairman's statement.
Environmental Regulation
The consolidated entity's operations are not subject to any significant environmental Commonwealth or State environmental
regulations or laws.
Dividend Paid, Recommended and Declared
Dividends paid or proposed by the Company since the end of the previous financial year were:
$'000s
In respect of the prior financial year:

- A final fully franked ordinary dividend of 13 cents per share was recommended by the
Directors in the June 2011 Financial Report and subsequently paid on 21 October 2011
9,423
In respect of the current financial year:

- An interim dividend of 11 cents per share fully franked was paid on 20 April 2012
- The final dividend proposed by the Directors of the Company to be paid on 19 October
2012 is a fully franked dividend of 14 cents per share
Total dividends in respect of the year ended 30 June 2012
7,973
10,147
18,120
The final dividend proposed by the Directors of the Company has not been provided for in the Consolidated Statement of Financial
Position as at 30 June 2012.
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ABN 31 006 708 756
Directors' Report (continued)
Information on Directors and Company Secretary
The qualifications, experience and special responsibilities of each person who has been a Director of ARB Corporation Limited at
any time during or since the end of the financial year are provided below, together with details of the Company Secretary as at the
year end.
NAME & QUALIFICATIONS
AGE
EXPERIENCE AND SPECIAL RESPONSIBILITIES
Mr. Roger G Brown

B.E., M.B.A.
Executive Director
Chairman
61
Wide range of experience within the automotive industry in Australia and

overseas.
Executive Director of ARB Corporation Limited since 1987.
Chairman of ARB since 1987.
Managing Director of ARB Corporation Limited from 1987 to 2012.
Member of the Risk Management Committee.
Mr. Andrew H Brown

Executive Director
Managing Director
54
Wide range of experience in automotive engineering and marketing.

Managing Director of ARB Corporation Limited since 2012.
Executive Director of ARB Corporation Limited from 1987 to 2012.
Member of the Risk Management Committee.
Mr. John R Forsyth

B.E., M.B.A.
Executive Director
Company Secretary
64
Director of ARB Corporation Limited since 1987.

Executive Director of ARB Corporation Limited since 1989.
Chairman of the Risk Management Committee.
Appointed Company Secretary on 1 October 2004.
Mr. Robert D Fraser

B.Ec., LLB (Hons)
Non-executive Director
46
Company Director and corporate adviser. Director of Taylor Collison Limited

and Non-executive Director of F.F.I. Holdings Limited and Gowing Bros Ltd.
Non-executive Director of Crane Group Limited between June 2004 and
February 2011 and Symex Holdings Limited between January 2011 and
February 2012.
Non-executive Director of ARB Corporation Limited since 2004.
Chairman of the Audit Committee.
Chairman of the Remuneration and Nomination Committee.
Mr. Ernest E Kulmar

B Com., FCPA
69
Business consultant with experience in a range of industries.

Non-executive Director of Robson Civil Projects Pty Limited.
Member of the Remuneration and Nomination Committee and the Audit
Committee.
Mr. Andrew P Stott

55
Wide 4WD industry experience.

Managing Director of an importing and distribution company.
Member of the Remuneration and Nomination Committee and the Audit
Committee.
Share Options
No options over unissued shares or interests in the consolidated entity were granted during or since the end of the financial year
and there were no options outstanding at the end of the financial year.
Indemnification and Insurance of Directors, Officers and Auditors
The Company has, during the financial year, in respect of any person who is or has been an officer of the Company or a related
body corporate:
- paid a premium of $33,000 in respect of Directors' and Officers' Liability insurance which indemnifies the Directors and
Officers of the Company for any claims made against the Directors and Officers of the Company, subject to conditions
contained in the insurance policy. Further disclosures required under Section 300(1)(g) of the Corporations Act 2001 are
prohibited under the terms of the contract.
No indemnities have been given or insurance premiums paid during or since the end of the financial year, for the auditors of the
consolidated entity.
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Directors' Meetings
The number of meetings of the Board of Directors and of each Board committee held during the financial year and the numbers of
Directors', Audit Committee and Remuneration & Nomination Committee meetings attended by each Director were:
Number of meetings held

Mr. Roger G Brown
Mr. Andrew H Brown
Mr. John R Forsyth
Mr. Robert D Fraser
Mr. Ernest E Kulmar
Mr. Andrew P Stott
Directors'
12
Audit
Committee
5
Remuneration
& Nomination
2
12
12
12
12
12
12
5
5
5
2
2
2
In addition to scheduled meetings, the Board has informal discussions on a regular basis to consider relevant issues. It also
discusses strategic, operational and risk matters with senior management and undertakes site visits.
Auditor's Independence Declaration
A copy of the Auditor's Independence Declaration as required under section 307C of the Corporations Act 2001 in relation to the
audit for the financial year is provided with this report.
Non-Audit Services
Non-audit services are approved by resolution of the Audit Committee and approval is provided in writing to the Board of Directors.
Non-audit services provided by the auditors of the consolidated entity during the year, Pitcher Partners, are detailed below. The
Directors are satisfied that the provision of the non-audit services during the year by the auditor is compatible with the general
standard of independence for auditors imposed by the Corporations Act 2001.
Amounts paid or payable to an auditor for non-audit services provided during the
year by the auditor to any entity that is part of the consolidated entity for:
Taxation services
Other miscellaneous services
2012
($'000s)
2011
($'000s)
24
2
29
16
Remuneration Report
Remuneration Policies
The Board's policy for determining the nature and amount of remuneration of key management personnel is agreed by the Board of
Directors as a whole based on the recommendations of the Remuneration and Nomination Committee. The Board obtains
professional advice where necessary to ensure that the Company attracts and retains talented and motivated key management
personnel who can enhance Company performance through their contributions and leadership.
For Executive Directors and key management personnel, the Company provides a remuneration package that incorporates both
cash-based and non cash-based remuneration. The contracts for service between the Company and specified key management
personnel are on a continuing basis, the terms of which are not expected to change in the immediate future. The remuneration
policy is not directly related to Company performance. The Board considers a remuneration policy based on short-term returns may
not be beneficial to the long-term creation of wealth by the Company for shareholders.
The Company determines the maximum amount for remuneration for Directors by resolution.
1313

ABN 31 006 708 756
Details of the nature and amount of each major element of the emoluments of each Director of the Company and each of the key
management personnel of the Company and the consolidated entity for the financial year are:
Salary
& Fees
2012
Directors
Roger G. Brown (Executive)
Andrew H. Brown (Executive)
John R. Forsyth (Executive)
Robert D. Fraser
Ernest E. Kulmar
Andrew P. Stott
Non-cash
Benefits
Super
contributions
Total
279,188
279,188
279,188
70,184
58,785
47,756
26,600
26,600
26,600
-
25,127
25,127
25,127
6,316
5,291
4,298
330,915
330,915
330,915
76,500
64,076
52,054
1,014,289
79,800
91,286
1,185,375
Directors
Robert D. Fraser
Ernest E. Kulmar
Andrew P. Stott
266,178
266,178
266,178
57,885
56,061
45,542
25,800
25,800
25,800
-
23,956
23,956
23,956
5,210
5,046
4,099
315,934
315,934
315,934
63,095
61,107
49,641
Total
958,022
77,400
86,223
1,121,645
Total
2011
Key Management Personnel

'Key Management Personnel' are those persons having authority and responsibility for planning, directing and controlling the
activities of the consolidated entity, directly or indirectly, including any Director (whether executive or otherwise) of that entity.
Being a working Board, strategic direction and decision making is exercised through the Board.
Directors' Interests and Contracts
As at the date of this report, the ordinary shares of ARB Corporation Limited held by each Director, either directly or indirectly were:
Robert D. Fraser
Ernest E. Kulmar
(a)
9,550,994 (a)
9,550,994 (a)
2,814,667
25,077
15,888
Common to each Director are shares held in associated entities of Rogand Unit Trust, a trust that holds 9,507,387
ordinary shares and Rogand Superannuation Fund that holds 25,729 ordinary shares. Each Director also holds 8,939
shares directly.
Since the end of the previous financial year no Director of the Company, other than as disclosed in Note 26, has received or
become entitled to receive any benefit (other than a benefit included in the aggregate amount of remuneration received or due and
receivable by Directors shown in the consolidated financial report) because of a contract made by the Company, its controlled
entities or a related body corporate with a Director or with a firm of which a Director is a member, or with an entity in which the
Director has a substantial interest.
Proceedings on Behalf of the Consolidated Entity
No person has applied for leave of Court to bring proceedings on behalf of the consolidated entity.
1414

ABN 31 006 708 756
Rounding of Amounts
The amounts contained in the Directors' report and in the financial report have been rounded to the nearest $1,000 (where
rounding is applicable) under the option available to the Company under ASIC Class Order CO 98/0100. The Company is an entity
to which the class order applies.
Signed in accordance with a resolution of the Directors.
R.G. Brown
Director
J.R. Forsyth
Director
Melbourne, 15 August, 2012
1515
An independent Victorian Partnership

ABN 27 975 255 196
AUDITOR'S INDEPENDENCE DECLARATION

To the Directors of ARB Corporation Limited
In relation to the independent audit for the year ended 30 June 2012, to the best of my knowledge and belief
there have been:
(i) No contraventions of the auditor independence requirements of the Corporations Act 2001.
(ii) No contraventions of any applicable code of professional conduct.
A R FITZPATRICK
PITCHER PARTNERS
Partner
Melbourne
15 August 2012
Liability limited by a scheme approved under Professional Standards Legislation
Pitcher Partners, including Johnston Rorke, is an association of independent firms

Melbourne | Sydney | Perth | Adelaide | Brisbane
An independent member of Baker Tilly International
16
16

ABN 31 006 708 756
Consolidated Income Statement
Note
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Sales revenue
268,718
254,171
Other revenue
3,125
2,382
271,843
256,553
(127,896)
(57,728)
(6,363)
(4,488)
(6,953)
(8,811)
(6,816)
52,788
(14,289)
(121,168)
(50,574)
(6,090)
(4,140)
(6,280)
(8,415)
(8,571)
51,315
(13,461)
38,499
37,854
53.12
52.23
Total revenue
Materials and consumables used

Employee expenses
Depreciation and amortisation expense
Advertising expense
Distribution expense
Occupancy costs
Other expenses
Profit before income tax expense
Income tax expense
Profit attributable to members of the parent entity

Basic and Diluted Earnings per share (cents)
22
The Consolidated Income Statement is to be read in conjunction with the Notes to the Financial Statements set out on pages 22 to
42.
1717

ABN 31 006 708 756
Consolidated Statement of Comprehensive Income
Note
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
38,499
37,854
(70)
868
798
(56)
(3,983)
(4,039)
39,297
33,815
Other comprehensive income

Movement in fair value of cash flow hedges, net of tax
Exchange differences on translation of foreign operations, net of tax
Other comprehensive income for the year
Total comprehensive income for the year attributable to members of the
parent entity
16
16
The Consolidated Statement of Comprehensive Income is to be read in conjunction with the Notes to the Financial Statements set
out on pages 22 to 42.
1818

ABN 31 006 708 756
Consolidated Statement of Financial Position
As at 30 June 2012
Note
CURRENT ASSETS
Cash and cash equivalents
Receivables
Inventories
Other assets
18
7
8
9
Total current assets
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
33,234
36,979
50,870
384
30,695
31,796
42,077
268
121,467
104,836
52,596
2,748
11,297
46,174
2,415
11,199
66,641
59,788
188,108
164,624
25,179
70
3,343
7,730
23,381
4,846
6,655
36,322
34,882
610
467
610
467
36,932
35,349
151,176
129,275
46,618
662
103,896
46,618
(136)
82,793
151,176
129,275
NON-CURRENT ASSETS
Property, plant and equipment
Deferred tax assets
Intangible assets
10
5
11
Total non-current assets

Total assets
CURRENT LIABILITIES
Payables
Other financial liabilities
Current tax liabilities
Provisions
12
13
5
14
Total current liabilities

NON-CURRENT LIABILITIES
Provisions
14
Total non-current liabilities

Total liabilities
Net assets
EQUITY
Contributed equity
Reserves
Retained profits
15
16
16
Total equity
The Consolidated Statement of Financial Position is to be read in conjunction with the Notes to the Financial Statements set out on
pages 22 to 42.
1919

ABN 31 006 708 756
Consolidated Statement of Changes in Equity
Contributed
equity
Consolidated Entity
($'000s)
Balance as at 1 July 2011
Reserves
($'000s)
Retained
earnings
Total
equity
($'000s)
($'000s)
46,618
(136)
82,793
129,275
Profit for the year

(70)
868
38,499
-
38,499
(70)
868
Total comprehensive income for the year
798
38,499
39,297
Dividends paid
(17,396)
(17,396)
Total transactions with owners in their capacity as owners
(17,396)
(17,396)
Transactions with owners in their capacity as owners:
Balance as at 30 June 2012
46,618
662
103,896
151,176
Balance as at 1 July 2010
46,618
3,903
60,885
111,406
Profit for the year

(56)
(3,983)
37,854
-
37,854
(56)
(3,983)
Total comprehensive income for the year
(4,039)
37,854
33,815
Transactions with owners in their capacity as owners:

Dividends paid
(15,946)
(15,946)
Total transactions with owners in their capacity as owners
(15,946)
(15,946)
46,618
(136)
82,793
129,275
Balance as at 30 June 2011
The Consolidated Statement of Changes in Equity is to be read in conjunction with the Notes to the Financial Statements set out on
pages 22 to 42.
2020

ABN 31 006 708 756
Consolidated Statement of Cash Flows
Note
Cash Flows From Operating Activities

Receipts from customers
Payments to suppliers and employees
Interest received
Income tax paid
Other income received
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
286,844
(241,045)
1,481
(16,135)
1,434
280,054
(227,998)
899
(14,888)
1,276
32,579
39,343
(11,837)
(1,069)
805
(9,508)
(1,039)
(851)
239
Net cash used in Investing activities
(12,101)
(11,159)
Cash Flows From Financing Activities

Dividends paid
(17,396)
(15,946)
Net cash used in Financing activities
(17,396)
(15,946)
(543)
2,539
(2,446)
9,792
30,695
20,903
33,234
30,695
Net cash provided by Operating activities
18
Cash Flows From Investing Activities

Payments for property, plant and equipment
Payments for research & development
Payments for investments & goodwill
Proceeds from sales of property, plant & equipment
19
Foreign exchange differences

Net increase in cash held
Cash at the beginning of the financial year
Cash at the end of the financial year
18
The Consolidated Statement of Cash Flows is to be read in conjunction with the Notes to the Financial Statements set out on
pages 22 to 42.
2121

ABN 31 006 708 756
NOTE CONTENTS
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
Statement of significant accounting policies

Financial risk management
Revenues from continuing operations
Profit from continuing operations
Income tax
Dividends
Receivables
Inventories
Other assets
Intangible assets
Payables
Provisions
Contributed equity
Reserves and retained earnings
Parent entity information
Cash flow information
Business combinations
Commitments and contingencies
Financing arrangements
Earnings per share
Auditors' remuneration
Controlled entities
Directors and executives
Related party transactions
Segment information
Subsequent events
2222

ABN 31 006 708 756
1.
Statement of significant accounting policies
The following is a summary of significant accounting policies adopted by the consolidated entity in the preparation and presentation
of the financial report. The accounting policies have been consistently applied, unless otherwise stated.
(a)
Basis of preparation of the financial report
This financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting
Standards, Interpretations and other authoritative pronouncements of the Australian Accounting Standards Board and the
Corporations Act 2001. The consolidated entity is a for-profit entity for the purpose of preparing the financial statements.
The financial report covers ARB Corporation Limited and its controlled entities as a consolidated entity. ARB Corporation Limited is
a company limited by shares, incorporated and domiciled in Australia.
The financial report was authorised for issue by the Directors as at the date of the Directors' report.
Compliance with IFRS
The consolidated financial statements of ARB Corporation Limited also comply with the International Financial Reporting Standards
(IFRS) as issued by the International Accounting Standards Board (IASB).
Historical Cost Convention
The financial report has been prepared under the historical cost convention, as modified by revaluations to fair value for certain
classes of assets as described in the accounting policies.
(b)
Going concern
The financial report has been prepared on a going concern basis.

(c)
Principles of consolidation
The consolidated financial statements are those of the consolidated entity ("the Group"), comprising the financial statements of all
entities. ARB Corporation Limited has the power to control the financial and operating policies so as to obtain benefits from its
activities. Details of the controlled entities are contained in Note 24.
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent
accounting policies. Adjustments are made to bring into line any dissimilar accounting policies.
All inter-company balances and transactions, including any unrealised profits or losses have been eliminated on consolidation.
Subsidiaries are fully consolidated from the date on which control is established.
(d)
Revenue recognition
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the
buyer and the costs incurred or to be incurred in respect of the transaction can be measured reliably. Risks and rewards of
ownership are considered passed to the buyer at transfer of ownership of the goods to the customer.
Revenue from rendering services to customers is recognised upon delivery of the service to the customer.
Interest revenue is recognised when it becomes receivable on a proportional basis taking into account the interest rates applicable
to the financial assets.
(e)
Cash and cash equivalents include cash on hand and at banks, short-term deposits with an original maturity of six months or less
held at call with financial institutions, and bank overdrafts.
(f)
Inventories
Inventories are measured at the lower of cost and net realisable value. Costs incurred in bringing each product to its present
location and condition are accounted for as follows:
-
Raw materials and consumables: purchase cost on a first-in-first-out basis;

Finished goods and work in progress: cost of direct material and labour and a proportion of manufacturing overheads
based on normal operating capacity.
2323

ABN 31 006 708 756
Notes to the Financial Statements (continued)
1.
Statement of significant accounting policies (continued)
(g)
Cost and valuation

Freehold land and buildings are shown at cost less accumulated depreciation for buildings and accumulated impairment losses.
All other classes of property, plant and equipment are stated at cost less depreciation and accumulated impairment losses.
Depreciation
Land is not depreciated. The depreciable amounts of all other fixed assets are depreciated over their estimated useful lives
commencing from the time the asset is held ready for use.
The useful lives for each class of assets are:
-
Buildings:
Plant and equipment:
(h)
Leases
2012
40 years
3 to 10 years
2011
40 years
3 to 10 years
Leases are classified at their inception as either operating or finance leases based on the economic substance of the agreement so
as to reflect the risks and benefits incidental to ownership.
Operating Leases
Lease payments for operating leases, where substantially all of the risks and benefits remain with the lessor, are charged as
expenses in the period in which they are incurred.
(i)
A business combination is a transaction or other event in which an acquirer obtains control of one or more businesses and results
in the consolidation of the assets and liabilities acquired. Business combinations are accounted for by applying the acquisition
method.
The consideration transferred is determined as the aggregate of fair values of assets given, equity issued and liabilities assumed in
exchange for control. Deferred consideration payable is discounted to present value using the Group's incremental borrowing rate.
Goodwill is recognised initially at the excess over the aggregate of the consideration transferred, the fair value of the noncontrolling interest, and the acquisition date fair value of the acquirer's previously held equity interest (in case of step acquisition),
less the fair value of the identifiable assets acquired and liabilities assumed.
Acquisition related costs are expensed as incurred.
(j)
Intangibles
Goodwill
Goodwill is initially measured as described in Note 1 (i).
Goodwill is not amortised but is tested annually for impairment, or more frequently if events or changes in circumstances indicate
that it might be impaired. Goodwill is carried at cost less accumulated impairment losses.
Research and Development
Expenditure on research activities is recognised as an expense when incurred.
Expenditure on development activities is capitalised only when technical feasibility studies identify that the project will deliver future
economic benefits and these benefits can be measured reliably. Capitalised development expenditure is stated at cost less
accumulated amortisation. Amortisation is calculated using a straight-line method to allocate the cost of the intangible asset over its
estimated useful lives, which range from 3 to 5 years. Amortisation commences when the intangible asset is available for use.
Other development expenditure is recognised as an expense when incurred.
Distribution Rights
The distribution rights were recorded at fair value on acquisition.
Amortisation is calculated using a straight-line method to allocate the cost over the period of the distribution rights.
2424

ABN 31 006 708 756
1.
(k)
Impairment
Assets with an indefinite useful life are not amortised but are tested annually for impairment in accordance with AASB 136. Assets
subject to annual depreciation or amortisation are reviewed for impairment whenever events or circumstances arise that indicate
that the carrying amount of the asset may be impaired.
An impairment loss is recognised where the carrying amount of the asset exceeds its recoverable amount. The recoverable amount
of an asset is defined as the higher of its fair value less costs to sell and value in use.
(l)
Taxes
Current income tax expense or revenue is the tax payable on the current period's taxable income based on the applicable income
tax rate adjusted by changes in deferred tax assets and liabilities.
Deferred tax assets and liabilities are recognised for temporary differences at the applicable tax rates when the assets are
expected to be recovered or liabilities are settled. No deferred tax asset or liability is recognised in relation to temporary differences
if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting
profit or taxable profit or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only when it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity.
Tax Consolidation
The parent entity and its controlled Australian entities have formed an income tax consolidated group under the tax consolidation
legislation. The parent entity is responsible for recognising the current tax liabilities and deferred tax assets arising in respect of tax
losses, for the tax consolidated group. The tax consolidated group has also entered into a tax funding agreement whereby each
company in the group contributes to the income tax payable in proportion to their contribution to the net profit before tax of the tax
consolidated group.
(m)
Employee benefits
Liabilities arising in respect of wages and salaries, annual leave and any other employee benefits expected to be settled within
twelve months of the reporting date are measured at their nominal amounts based on remuneration rates which are expected to be
paid when the liability is settled. All other employee benefit liabilities are measured at the present value of the estimated future cash
outflow to be made in respect of services provided by employees up to the reporting date.
(n)
Financial instruments
Loans and Receivables

Loans and receivables are measured at fair value at inception and subsequently at amortised cost using the effective interest rate
method.
Financial Liabilities
Financial liabilities include trade payables, other creditors and loans from third parties.
Hedge Accounting
Certain derivatives are designated as hedging instruments and are classified as cash flow hedges.
At the inception of each hedging transaction the Group documents the relationship between the hedging instruments and hedged
items, its risk management objective and its strategy for undertaking the hedge transaction. The Group also documents its
assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions
have been and will continue to be highly effective in offsetting changes in cash flows of hedged items.
Cash flow hedge
To qualify as a cash flow hedge the underlying transactions generating the cash flows must be highly probable.
Changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognised in equity in the cash
flow hedging reserve. The gain or loss is released to profit or loss in the same period when the forecast transactions occur, thereby
mitigating any exchange fluctuations that would have transpired in the absence of the hedge.
2525

ABN 31 006 708 756
1.
(o)
Foreign currency
Functional and presentation currency

The financial statements of each Group entity are measured using its functional currency, which is the currency of the primary
economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars
which is the parent entity's functional and presentation currency.
Transactions and balances
Transactions in foreign currencies of entities within the consolidated entity are translated into functional currency at the rate of
exchange ruling at the date of the transaction.
Foreign currency monetary items that are outstanding at the reporting date (other than monetary items arising under foreign
currency contracts where the exchange rate for that monetary item is fixed in the contract) are translated using the spot rate at the
end of the financial year.
Except for certain foreign currency hedges, all resulting exchange differences arising on settlement or re-statement are recognised
as revenues and expenses for the financial year.
Entities that have a functional currency different to the presentation currency are translated as follows:
Assets and liabilities are translated at year end exchange rates prevailing at that reporting date;
Income and expenses are translated at actual exchange rates or average exchange rates for the period, where
appropriate; and
All resulting exchange differences are recognised as a separate component of equity.
(p)
Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not
recoverable from the Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as
part of an item of the expense. Receivables and payables in the Consolidated Statement of Financial Position are shown inclusive
of GST.
Cash flows are presented in the Consolidated Statement of Cash Flows on a gross basis, except for the GST component of
investing and financing activities, which are disclosed as operating cash flows.
(q)
Comparatives
Where necessary, comparative information has been reclassified and repositioned for consistency with current year disclosures.
(r)
Rounding amounts
The Group is of a kind referred to in ASIC Class Order CO 98/0100 and in accordance with that Class Order, amounts in the
financial statements have been rounded off to the nearest thousand dollars, or in certain cases, to the nearest dollar.
(s)
New accounting standards and interpretations
A number of accounting standards and interpretations have been issued at the reporting date but are not yet effective and have not
yet been adopted for the annual reporting period ended 30 June 2012. These are as follows:
AASB 10 Consolidated Financial Statements, replaces all of the guidance on control and consolidation in AASB 127 Consolidated
and Separate Financial Statements, and Interpretation 12 Consolidation - Special Purpose Entities . The core principle that a
consolidated entity presents a parent and its subsidiaries as if they are a single economic entity remains unchanged, as do the
mechanics of consolidation.
AASB 11 Joint Arrangements, introduces a principles-based approach to accounting for joint arrangements. The focus is no longer
on the legal structure of joint arrangements, but rather on how rights and obligations are shared by the parties to the joint
arrangement. Based on the assessment of rights and obligations, a joint arrangement will be classified as either a joint operation or
joint venture. Joint ventures are accounted for using the equity method, and the choice to proportionately consolidate will no longer
be permitted. Parties to a joint operation will account for their share of revenues, expenses, assets and liabilities in much the same
way as under the previous standard. AASB 11 also provides guidance for parties that participate in joint arrangements but do not
share joint control.
The Group does not expect AASB 10 and AASB 11 to have an impact on its reporting structure.
A number of other accounting standards and interpretations have been issued at the reporting date but are not yet effective. The
Directors have not yet assessed the impact of these standards or interpretations.
2626

ABN 31 006 708 756
2.
Financial risk management
The consolidated entity is exposed to a variety of financial risks comprising:

(a)
Currency risk
(b)
Interest rate risk
(c)
Credit risk
Liquidity risk
(d)
Fair values
(e)
The Board of Directors has overall responsibility for ensuring that the risk mitigation actions recommended by the Risk
Management Committee are implemented. The Board's policy with respect to the Group's exposure to financial risks is to seek to
minimise potential adverse effects on the financial performance as a result of risks arising from financial instruments.
(a)
Currency risk
Derivative financial instruments are used by the Group to hedge exposure to exchange rate risk associated with foreign currency
transactions. Transactions for hedging purposes are undertaken without the use of collateral as only reputable institutions with
sound financial positions are dealt with.
The Group enters into forward exchange contracts to buy and sell specified amounts of foreign currencies in the future at stipulated
exchange rates. The objective in entering the forward exchange contracts is to protect the consolidated entity against unfavourable
exchange rate movements for both the contracted and anticipated future sales and purchases undertaken in foreign currencies.
Forward exchange contracts as at 30 June were:
JUN 2012
A($'000s)
Settlement
Less than 6 months
Settlement
Less than 6 months
Settlement
Less than 6 months
JUN 2011
A($'000s)
Sell AUD/Buy EUR

858
0.7768
Forward Exchange Rate

-
6.6943
Sell AUD/Buy THB

2,845
JUN 2011
$
Sell AUD/Buy SEK

265
JUN 2012
$
31.6302
The Group trades in various foreign currencies for both sales and purchases.
The Group purchases some equipment in Euro (EUR). To minimise the risk on the exposure to Euro the Group may take out hedge
contracts.
The Group purchases product in Swedish Krona (SEK). To minimise the risk on the exposure to Swedish Krona the Group may
take out hedge contracts.
The Group purchases product in Thai Baht (THB). To minimise the risk on the exposure to Thai Baht the Group may take out
hedge contracts.
There is a net excess of United States Dollars (USD) received over the Group's United States Dollars payments. Accordingly, the
Group monitors the foreign currency exchange rates and may take out hedge contracts to stabilise the Group's sale of United
States Dollars.
If the Group considers its exposure in a foreign currency to be significant it will consider the use of hedging contracts.
Sensitivity
No reasonable movement in the Australian dollar (AUD) rates used to determine the fair value of the consolidated entity's financial
instruments would result in a significant impact on profit or equity.
2727

ABN 31 006 708 756
2.
Financial risk management (continued)
(b)
Interest rate risk
The Group monitors its cash flow on a daily basis with the aim of minimising its borrowings and therefore its interest rate risk.
Borrowings as at the year ended 30 June 2012 were $nil (2011: $nil). Finance facilities available and used as at the reporting date
are disclosed in Note 21.
The consolidated entity's exposure to interest rate risks and the effective interests of financial assets and liabilities, both recognised
and unrecognised at the balance date, are as follows:
Note
Consolidated Entity
2012
Financial assets
Cash
Receivables
Financial liabilities
Payables
2011
Financial assets
Cash
Receivables
Financial liabilities
Payables
(c)
Weighted
Average
Interest rate
Floating
Interest
rate
($'000s)
Fixed interest maturing in:

1 year
More than
or less
1 year
($'000s)
($'000s)
Non
Interest
Bearing
Total
($'000s)
($'000s)
18
7
4.79%
-
33,234
-
36,979
33,234
36,979
12
25,179
25,179
18
7
5.20%
-
30,695
-
31,796
30,695
31,796
12
23,381
23,381
Credit risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an
obligation.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date of recognised financial
assets is the carrying amount of those assets, net of any provisions for impairment of those assets, as disclosed in the
Consolidated Statement of Financial Position and Notes to the Financial Statements.
Credit risk for derivative financial instruments arises from the potential failure by counterparties to the contract to meet their
obligations. The credit risk exposure to forward exchange contracts is the net fair value of these contracts.
The consolidated entity does not have any material credit risk exposure to any single debtor or group of debtors under financial
instruments entered into by the consolidated entity.
Concentrations of credit risk
The consolidated entity minimises concentrations of credit risk in relation to trade receivables by undertaking transactions with a
large number of customers. The majority of cash holdings are held on deposit with Australian banks.
(d)
Liquidity risk
The Group monitors its cashflow on a daily basis to ensure it can meet its obligations associated with financial liabilities.
Maturity analysis
The table below represents the undiscounted carrying amounts of financial instruments that are due to be settled within the next six
months in accordance with their contractual terms.
CONSOLIDATED
Carrying Amount
JUN 2012
JUN 2011
($'000s)
($'000s)
Receivables
Payables
Net maturities
2828
33,234
36,979
(25,179)
30,695
31,796
(23,381)
45,034
39,110

ABN 31 006 708 756
2.
Financial risk management (continued)
(e)
Fair values
The net fair value of financial assets and financial liabilities approximates their carrying amounts as disclosed in the Consolidated
Statement of Financial Position and Notes to the Financial Statements.
Derivative hedging instruments fair values have been determined based on observable inputs including foreign currency forward
exchange rates. Derivative hedging instruments are classified as Level 2 in the fair value measurement hierarchy. All other
financial assets and liabilities carrying amounts are a reasonable approximation of fair values as they are short term trade
receivables and payables.
3.
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Revenues from continuing operations
Sales Revenue
Revenue from sale of goods
Other revenue:
Interest
Net gain on disposal of property, plant and equipment
Rent
Foreign exchange gains/(losses)
Other
Total other revenues
268,718
254,171
1,481
239
(29)
1,434
3,125
899
125
53
82
1,223
2,382
271,843
256,553
158,441
149,188
693
4,699
5,392
621
4,478
5,099
911
60
971
931
60
991
Total depreciation and amortisation
6,363
6,090
Other expense items:

Movement in provisions for impairment
Research and development expenditure
Operating lease rentals
Net loss on disposal of property, plant and equipment
5
3,002
4,733
-
(74)
2,025
4,099
37
Total Income from Continuing Operations

4.
Profit from continuing operations
Profit from continuing operations before income tax has been

determined after the following specific expenses:
Cost of goods sold
Depreciation of non-current assets:
Buildings
Plant and equipment
Amortisation of non-current assets:
Research and development capitalised
Distribution right
2929

ABN 31 006 708 756
5.
Income tax
(a)
The components of tax expense:
(b)
(c)
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Current tax
Deferred tax
Under/(over) provision prior year
14,666
(333)
(44)
14,121
(217)
(443)
Total income tax expense
14,289
13,461
Income tax expense

Prima facie income tax expense at 30% (2011: 30%) on the operating profit
Increase/(decrease) in income tax expense due to:
Non tax deductible items
Differences in overseas tax rates
Other
Research & development & building allowance deductions
Income tax expense on operating profit
15,836
15,395
2
(1,412)
17
(110)
14,333
(44)
16
(1,407)
(22)
(78)
13,904
(443)
Total income tax expense
14,289
13,461
4,846
(16,135)
14,666
(34)
6,056
(14,888)
14,121
(443)
3,343
4,846
2,553
635
365
776
2,170
633
358
739
4,329
3,900
607
754
220
640
707
138
1,581
1,485
2,748
2,415
Current tax liabilities

Movements during the year were as follows:
Balance at beginning of year
Income tax paid
Current income tax liability on operating profit
(d)
Deferred tax
Deferred tax assets
Deferred tax asset comprises the estimated future benefit at applicable income tax rates
of the following items:
Provisions, accruals and accrued employee benefits
Doubtful debt impairment
Inventory impairment
Income tax expense on group unrealised profit
Deferred tax liabilities
Provision for deferred income tax comprises the estimated expenses at applicable
income tax rates for the following items:
Difference in depreciation and amortisation of property, plant and equipment
for accounting and income tax purposes
Research & development expenditure capitalised
Other income not yet assessable
Net deferred tax assets/(liabilities)
3030

ABN 31 006 708 756
6.
Dividends
Note
Dividends recommended or paid by the Company are:
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
(i)
a final fully franked ordinary dividend of 13 cents per share (2011: 12

cents fully franked) paid on 21 October 2011
9,423
8,698
(ii)
an interim fully franked ordinary dividend of 11 cents per share (2011: 10

cents fully franked) paid on 20 April 2012
7,973
7,248
(iii)
a final fully franked ordinary dividend is proposed of 14 cents per share

(2011: 13 cents fully franked) to be paid on 19 October 2012
17,396
15,946
10,147
9,423
16
The dividends paid by the Company were fully franked at the tax rate of 30% (2011: 30%) and the recommended final dividend will
be fully franked at the tax rate of 30%.
Dividend franking account
The balance of the franking account at year end that could be distributed as franked dividends using franking credits already in
existence or which will arise from the payment of income tax provided for in the financial statements and after deducting franking
credits to be used in payment of the above dividends:
Franking Credits (measured on a tax paid basis under Australian Legislation)
7.
31,319
25,964
36,340
2,754
39,094
2,115
32,289
1,617
33,906
2,110
36,979
31,796
Receivables
Current
Trade receivables
Other receivables
Less: provision for impairment
Provision for impairment
Receivables ageing analysis at 30 June is:
Not past due
Past due 0 - 30 days
Past due 31 - 90 days
Past due more than 91 days
CONSOLIDATED
CONSOLIDATED
Gross
Impairment
2012
($'000s)
Gross
2011
($'000s)
Impairment
34,497
2,763
1,107
727
(1,484)
(83)
(71)
(478)
31,501
1,986
301
118
(1,868)
(40)
(101)
(101)
39,094
(2,115)
33,906
(2,110)
2012
($'000s)
2011
($'000s)
Trade receivables are non interest bearing with 30 days terms. An impairment loss is recognised when there is objective evidence
that an individual trade receivable is impaired. The impairment losses have been included within Other expenses in the
Consolidated Income Statement. All trade receivables that are not impaired are expected to be received.
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Movements in the provision for impairment were:

Opening balance at 1 July
Charge for the year
Amounts written off
Foreign exchange translation
Closing balance at 30 June
3131
(2,110)
(5)
8
(8)
(2,184)
13
14
47
(2,115)
(2,110)

ABN 31 006 708 756
8.
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Inventories
Current
Raw materials and Work in progress, at cost
Finished goods, at cost
Goods in transit, at cost
11,461
30,737
8,672
9,328
26,599
6,150
50,870
42,077
384
268
Land and buildings, at cost

Less: accumulated depreciation
34,821
3,930
30,891
29,926
3,243
26,683
Plant and equipment, at cost

Less: accumulated depreciation
55,591
33,886
21,705
49,536
30,045
19,491
52,596
46,174
Freehold Land and Buildings

Balance at the beginning of financial year
Additions
Depreciation
Foreign exchange impact
26,683
4,880
(693)
21
24,218
3,870
(621)
(784)
Balance at the end of financial year
30,891
26,683
Plant & Equipment

Additions
Disposals
Depreciation
Foreign exchange impact
19,491
6,957
(339)
(4,699)
295
19,235
5,638
(151)
(4,478)
(753)
21,705
19,491
9.
Other assets
Current
Prepayments
10.
Total property, plant and equipment

Net book value
(a)
Movements in the carrying amounts
(b)
Property, plant and equipment have been granted as security over bank facilities. Refer to Note 21 for details.
(c)
The Group commenced a three year rotational independent valuation of freehold land and buildings in the year ended 30
June 2011. As at 30 June 2012, 12 of the 15 properties had been independently valued. The collective valuations were
$26.3 million, compared with their collective carrying value of $22.9 million.
3232

ABN 31 006 708 756
11.
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Intangible assets
300
225
75
300
165
135
8,708
8,708
10,656
8,142
2,514
9,587
7,231
2,356
11,297
11,199
135
(60)
195
(60)
75
135
Goodwill
Additions
8,708
-
7,857
851
8,708
8,708
Research & Development

Additions
Amortisation
2,356
1,069
(911)
2,248
1,039
(931)
2,514
2,356
Distribution right, at cost

Less: accumulated amortisation
Goodwill
Research & development, at cost
Less: accumulated amortisation
(a)
Movements in the carrying amounts
Distribution right, at cost

Amortisation
Impairment
Goodwill is allocated to the following cash-generating units. The impairment test for each of these units has been prepared using a
value in use calculation with the following assumptions. Growth rates are based upon Director's assumptions and consideration of
historical averages. The terminal value has been calculated based on an earnings multiple of 5 times.
Goodwill
($'000s)
2012
2011
Growth
rate
Discount
Rate
(post tax)
Period of
projection
Thule Car Rack systems

Kingsley Enterprises
ARB Corporation (Australia)
1,748
3,226
3,734
5.0%
4.5%
6.5%
10.0%
10.0%
10.0%
5 years
5 years
5 years
Thule Car Rack systems

Kingsley Enterprises
ARB Corporation (Australia)
1,748
3,226
3,734
5.0%
4.5%
6.5%
9.0%
9.0%
9.0%
5 years
5 years
5 years
No reasonable change in any of the key assumptions would result in an impairment.

12.
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Payables
Current
Trade payables
Other payables
3333
17,773
7,406
20,226
3,155
25,179
23,381

ABN 31 006 708 756
13.
Current
Derivatives that are designated and effective as hedging instruments carried at fair value:
70
Forward exchange contracts

14.
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Provisions
Current
Employee benefits
7,730
6,655
Non-current
Employee benefits
610
467
8,340
7,122
46,618
46,618
Total employee benefits

15.
Contributed equity
Issued and paid up capital

72,481,302 ordinary shares (2011: 72,481,302)
Fully paid ordinary shares carry one vote and carry the right to dividends.
Movements during the year
CONSOLIDATED
JUN 2012
JUN 2011
No. of shares
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Balance at the beginning of the financial year
72,481,302
72,481,302
46,618
46,618
Balance at the end of the financial year
72,481,302
72,481,302
46,618
46,618
Capital Management
When managing capital, the Board monitors, with consideration of the domestic and international economic climates, the Group's
debt and liquidity levels. The capital management objective is to maintain the dividend payment ratio, whilst generating cash for
future growth. It is the Board's current intention to maintain a dividend payout ratio of between 40% to 60% of Net Profit after Tax,
excluding any special dividends.
During 2012 the Company paid dividends of $17,396,000 (2011: $15,946,000).
3434

ABN 31 006 708 756
16.
Reserves and retained earnings
Note
Reserves
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
4,090
(3,358)
(70)
4,090
(4,226)
-
662
(136)
103,896
82,793
4,090
4,090
Foreign Currency Translation Reserve

Movement during the year
(4,226)
868
(243)
(3,983)
(3,358)
(4,226)
Cash Flow Hedge

Amount recognised in equity in the current period
(70)
56
(56)
(70)
Capital profits
Foreign currency translation reserve
Cash flow hedge
Retained earnings
Capital Profits
Balance at the beginning and end of the financial year
Capital profits reserve reflects previously realised profits on sale of capital assets.
Foreign currency translation reserve reflects exchange differences on translation of foreign operations.
Cash flow hedge reserve reflects the difference between the hedge contracts translated at the year end and contractual exchange
rates.
Retained earnings
Net profit attributable to members of the parent entity
Dividends paid
3535
82,793
38,499
(17,396)
60,885
37,854
(15,946)
103,896
82,793

ABN 31 006 708 756
17.
COMPANY
JUN 2012
JUN 2011
($'000s)
($'000s)
Parent entity information
Profit before income tax expense

Income tax expense
Total comprehensive income for the year attributable to members of the
parent entity
54,439
(13,681)
40,758
50,730
(12,872)
37,858
40,847
37,802
The Profit before income tax expense includes dividends received from subsidiaries of $8,290,000 (2011: $6,101,000) which are
eliminated on consolidation.
Current assets
Total assets
Current liabilities
Total liabilities
Net assets
Equity
Contributed equity
Capital profits reserve
Cash flow hedge reserve
Retained profits
Total equity
Capital expenditure commitments
Contracted, but not provided for and payable within one year
18.
115,030
177,532
99,866
158,375
31,396
32,007
34,949
35,416
145,525
122,959
46,618
3,991
(70)
94,985
46,618
3,991
72,350
145,525
122,959
766
95
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Cash flow information
(i) Reconciliation of Cash
33,234
30,695
38,499
37,854
Add/(less) items classified as Investing/financing activities:

(Profit)/loss on disposal of non-current assets
(239)
(88)
Add/(less) non-cash items

Depreciation and amortisation
Provision for impairment
6,363
5
6,090
(74)
Net cash provided by operating activities before change in assets and liabilities
44,628
43,782
Change in assets and liabilities

(Increase)/decrease in inventories
(Increase)/decrease in prepayments
(Increase)/decrease in other financial assets
(Increase)/decrease in other debtors
(Increase)/decrease in trade debtors
(Increase)/decrease in deferred tax asset
(Decrease)/increase in payables
(Decrease)/increase in other financial liabilities
(Decrease)/increase in provisions
(Decrease)/increase in reserves
(Decrease)/increase in income tax payable
(8,793)
(116)
(1,137)
(4,051)
(333)
1,798
70
1,218
798
(1,503)
(1,703)
(45)
56
(1,442)
1,459
(227)
(2,127)
856
(56)
(1,210)
Net cash flow from operating activities
32,579
39,343
Cash
(ii) Reconciliations of the net profit after tax to the net cash flows from operations:
Net profit
(iii) Credit stand-by arrangements and loan facilities are identified at Note 21.
3636

ABN 31 006 708 756
19.
The consolidated entity did not have any business combinations for the year ended 30 June 2012.
During the prior year the consolidated entity purchased two retail stores in Australia: Cairns in Queensland (November 2010) and
Mandurah in Western Australia (December 2010).
A summary of these transactions is:
$'000s
Total cost of combination
1,332
Assets and liabilities acquired
Fair value at
acquisition
$'000s
Assets and liabilities acquired
Inventory
Plant and equipment
Deferred Tax Asset
Employee Entitlements
Net assets acquired
463
38
9
(29)
481
Goodwill
851
The goodwill on acquisition arises as a result of the reputations, employees and profitability of the businesses.
Goodwill is not deductible for tax purposes.
Contribution since acquisition
For the year ended 30 June 2011 the two retail stores have contributed revenue of $2,987,000 and a profit after tax of $381,000
which is included within the consolidated profit for that period.
These acquisitions were for the business assets only and accordingly appropriate accounting records are not available to ascertain
what the contribution to revenue and profits would have been if the acquisitions had been at the beginning of the reporting period.
20.
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Commitments and contingencies
Operating lease commitments

All operating leases are property leases.
Minimum lease payments
Future operating lease rentals of property, not provided for and payable as follows:
Not later than one year
Later than one year but not later than five years
Later than five years
Capital expenditure commitments

Contracted, but not provided for and payable within one year
3737
4,908
15,872
1,905
3,903
9,763
3,807
22,685
17,473
4,986
95

ABN 31 006 708 756
21.
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Financing arrangements
The consolidated entity has access to the following lines of credit:

Total facilities available:
Bank overdraft
Online facility
Other miscellaneous
Facilities utilised at balance date:

Other miscellaneous
Facilities not utilised at balance date:

Bank overdraft
Online facility
500
2,000
255
500
2,000
116
2,755
2,616
255
116
255
116
500
2,000
500
2,000
2,500
2,500
Bank overdraft
The bank overdraft is subject to annual review. Following such review, the Bank retains the right at its discretion to review all of the
terms and conditions of the facilities including without limitation all facility limits, fees, pricing, security and facility conditions. This
facility was unused at 30 June 2012.
Online facility
This facility is used for the clearance of wages and was unused at 30 June 2012.
Security & Conditions
The above facilities are secured by a First Registered Company Charge over all assets and undertakings of the Company and its
Australian controlled entities.
CONSOLIDATED
22.
Earnings per share
JUN 2012
JUN 2011
cents
cents
Earnings per share
Weighted average number of ordinary shares used in the calculation of basic
earnings per share
53.12
52.23
72,481,302
72,481,302
Diluted earnings per share do not differ from basic earnings per share and are therefore not separately disclosed.
3838

ABN 31 006 708 756
23.
Auditors remuneration
Remuneration of Pitcher Partners, the auditor of the parent entity for:
CONSOLIDATED
JUN 2012
JUN 2011
($'000s)
($'000s)
Auditing or reviewing the financial report

Taxation services
Other miscellaneous services
173
24
2
164
29
16
Auditing or reviewing the financial report of subsidiaries

Remuneration of network firms of Pitcher Partners
Remuneration of other non-related auditors
20
23
22
30
242
261
Total auditors' remuneration

24.
Controlled entities
The consolidated financial statements include the financial statements of ARB Corporation Limited and its controlled entities listed
below:
Country of Incorporation
Parent entity
ARB Corporation Limited
Australia
Controlled entities
Air Locker, Inc.
Kingsley Enterprises Pty Ltd
Off Road Accessories Ltd
ARB Off Road Ltd
United States of America

Australia
Thailand
Thailand
25.
JUN 2012
%
JUN 2011
%
100
100
100
100
100
100
100
100
JUN 2012
JUN 2011
Directors and executives
Details of Key Management Personnel

R.G. Brown
A.H. Brown
J.R. Forsyth
R.D. Fraser
E.E. Kulmar
A.P. Stott
Chairman and Executive Director

Managing Director
Company Secretary and Executive Director
Director and executive compensation by category

Short term employment benefits
Post employment benefits
3939
1,094,089
91,286
1,035,422
86,223
1,185,375
1,121,645

ABN 31 006 708 756
26.
Related party transactions
Directors
The names of each person holding the position of Director of ARB Corporation Limited during the financial year are R.G. Brown,
A.H. Brown, J.R. Forsyth, R.D. Fraser, E.E. Kulmar and A.P. Stott.
Apart from the details disclosed in this note, no Director has entered into a material contract with the Company or the economic
entity since the end of the previous financial year and there were no material contracts involving Directors' interests subsisting at
year end.
An importing and distribution company of which A.P. Stott is a Director, supplied product to ARB Corporation Limited and Kingsley
Enterprises Pty Ltd and was paid a royalty during the year on an arms length basis. The total value of the royalty was $183,453
(2011: $132,291). The transactions were not material to the Company or to A.P. Stott personally.
Directors' holdings of shares
The ordinary shares of ARB Corporation Limited held by each Director, either directly or indirectly were:
R.G. Brown (Executive)

A.H. Brown (Executive)
J.R. Forsyth (Executive)
R.D. Fraser
E.E. Kulmar
JUN 2012
JUN 2011
9,550,994
9,550,994
2,814,667
25,077
15,888
9,550,994
9,550,994
2,814,667
25,077
15,888
Common to each of R.G. Brown and A.H. Brown, are shares held in associated entities of Rogand Unit Trust, a trust that holds
9,507,387 ordinary shares and Rogand Superannuation Fund that holds 25,729 ordinary shares. Each Director also holds 8,939
shares directly.
R.G. Brown is a Director and member of Saharaton Pty Ltd., the holder of 8,939 (2011: 8,939) ordinary shares.
A.H. Brown is a Director and member of Thirty Third Jabot Nominees Pty Ltd., the holder of 8,939 (2011: 8,939) ordinary shares.
J.R. Forsyth, the holder of 9,414 (2011: 9,414) ordinary shares, is a Director and member of Formax Pty Ltd, the holder of 9,414
(2011: 9,414) ordinary shares, Formax Superannuation Pty Ltd, the holder of 792,874 (2011: 792,874) ordinary shares and Formax
Pty Ltd (Reparar Account) the holder of 2,002,965 (2011: 2,002,965) ordinary shares.
R.D. Fraser, the holder of 6,191 (2011: 6,191) ordinary shares is a trustee and a member of the Fraser Family Superannuation
Fund, the holder of 18,886 (2011: 18,886) ordinary shares.
E.E. Kulmar is a Director of Kulmar Pty Ltd which is the holder of 15,888 (2011:15,888) ordinary shares as trustee of the Kulmar
Superannuation Fund of which he is a member.
Controlled entities
Details of interests in the controlled entities, being wholly-owned subsidiary companies, are set out at Note 24. All transactions
between the Company and its controlled entities have been eliminated on consolidation.
Ultimate parent entity
The immediate parent entity and ultimate parent entity is ARB Corporation Limited.
Loans
Loans from the Company to its overseas controlled entities are charged interest monthly at arm's length rates on the outstanding
balance.
Interest revenue is brought to account by the Company in relation to these loans during the year and eliminated on consolidation:
THE COMPANY
JUN 2012
JUN 2011
($'000s)
($'000s)
107
Interest revenue
4040
131

ABN 31 006 708 756
26.
Related party transactions (continued)
Other transactions
The Company sells / purchases finished goods to / from its controlled entities - Air Locker, Inc., Kingsley Enterprises Pty Ltd, Off
Road Accessories Ltd and ARB Off Road Ltd. These transactions are conducted at arm's length.
2012
Air Locker, Inc.
ARB Off Road Ltd
Sales
($'000s)
20,431
218
1,172
698
Purchases
($'000s)
1,107
17,508
-
Mgt fee
($'000s)
548
737
430
-
Interest
($'000s)
107
-
Rent
($'000s)
241
-
Interest
($'000s)
131
-
Rent
($'000s)
274
-
Other inter company transactions included:

-
Sales by Kingsley Enterprises Pty Ltd of $51,000 to Air Locker, Inc.

Sales by Off Road Accessories Ltd of $154,000 to ARB Off Road Ltd.
Sales by ARB Off Road Ltd of $3,000 to Off Road Accessories Ltd.
Rent charged by Kingsley Enterprises Pty Ltd of $122,000 to ARB Corporation Limited.
Rent charged by Off Road Accessories Ltd of $18,000 to ARB Off Road Ltd.
Management fee charged by Off Road Accessories Ltd of $17,000 to ARB Off Road Ltd.
Intercompany dividend paid by Kingsley Enterprises Pty Ltd of $2,000,000.
Intercompany dividend paid by Off Road Accessories Ltd of $6,290,000.
2011
Air Locker, Inc.
ARB Off Road Ltd
Sales
($'000s)
19,990
256
941
643
Purchases
($'000s)
934
14,859
-
Mgt fee
($'000s)
624
598
350
-
Other inter company transactions included:

-
Sales by Kingsley Enterprises Pty Ltd of $96,000 to Air Locker, Inc.

Sales by Off Road Accessories Ltd of $89,000 to ARB Off Road Ltd.
Sales by ARB Off Road Ltd of $2,000 to Off Road Accessories Ltd.
Rent charged by Kingsley Enterprises Pty Ltd of $119,000 to ARB Corporation Limited.
Rent charged by Off Road Accessories Ltd of $18,000 to ARB Off Road Ltd.
Management fee charged by Off Road Accessories Ltd of $12,000 to ARB Off Road Ltd.
Intercompany dividend paid by Kingsley Enterprises Pty Ltd of $2,000,000.
Intercompany dividend paid by Off Road Accessories Ltd of $4,101,000
Balances with entities within the Wholly-Owned Group

The aggregate amounts receivable from, and payable to, wholly-owned controlled entities of the Company at balance date:
THE COMPANY
JUN 2012
JUN 2011
($'000s)
($'000s)
Current receivables
Current payables
4141
10,922
10,063
3,797
3,345

ABN 31 006 708 756
27.
Segment information
The major products/services from which the economic entity derived revenue during the year remained unchanged and were the
design, manufacture, distribution and sale of motor vehicle accessories and light metal engineering works.
The reportable segments of the consolidated entity are based on geographical locations comprising operations in Australia, USA
and Thailand.
(a)
Income Statement
2012
Segment revenue
Total segment revenue
Intersegmental revenues
Australia
($'000s)
($'000s)
USA
($'000s)
Thailand
Eliminations
Consolidated
277,150
(34,150)
26,924
-
19,620
(17,701)
(51,851)
51,851
271,843
-
Segment revenue from external source
243,000
26,924
1,919
271,843
Total segment result

Intersegmental eliminations
41,973
(8,855)
151
-
4,873
356
(8,498)
8,498
38,499
-
Segment result from external source
33,118
151
5,229
38,499
Items included within the segment result:

Interest income
Income tax expense
1,481
5,545
14,149
($'000s)
($'000s)
77
108
741
69
(37)
1,481
6,363
14,289
(46,037)
46,037
256,553
-
2011
Segment revenue
Total segment revenue
Intersegmental revenues
260,983
(31,056)
25,139
-
16,468
(14,981)
Segment revenue from external source
229,927
25,139
1,487
256,553
Total segment result

Intersegmental eliminations
39,578
(6,174)
(364)
-
4,814
-
(6,174)
6,174
37,854
-
Segment result from external source
33,404
(364)
4,814
37,854
Items included within the segment result:

Interest income
Income tax expense
899
5,323
13,600
689
50
(22)
899
6,090
13,461
(b)
Statement of Financial Position
2012
Segment assets
Segment liabilities
Segment acquisition of property, plant, equipment
and intangibles
2011
Segment assets
Segment liabilities
Segment acquisition of property, plant, equipment
and intangibles
28.
Australia
78
(167)
($'000s)
($'000s)
($'000s)
Thailand
Eliminations
Consolidated
182,990
36,538
11,680
8,566
18,764
7,372
(25,326)
(15,544)
188,108
36,932
9,177
USA
118
3,611
163,667
39,722
10,378
7,677
14,481
2,116
10,392
70
936
($'000s)
(23,902)
(14,166)
-
($'000s)
12,906
164,624
35,349
11,398
Subsequent events
Subsequent to 30 June 2012, the Company has acquired the business of Top Gear & 4WD Accessories in Alice Springs, Northern
Territory. While providing useful business in Alice Springs, the acquisition of the business is not material to the performance of the
Company.
There has been no matter or circumstance, which has arisen since 30 June 2012 that has significantly affected or may significantly
affect:
(a) the operations, in financial years subsequent to 30 June 2012 of the consolidated entity, or
(b) the results of those operations, or
(c) the state of affairs, in financial years subsequent to 30 June 2012 of the consolidated entity.
4242

ABN 31 006 708 756
Directors' Declaration
The Directors declare that the financial statements and notes set out on pages 17 to 42 are in accordance with the Corporations
Act 2001:
(a)
Complying with Accounting Standards, and the Corporations Regulations 2001, and other mandatory professional
reporting requirements;
(b)
Complying with International Financial Reporting Standards as indicated in Note 1; and
(c)
Give a true and fair view of the financial position of the consolidated entity as at 30 June 2012 and of its performance for
the year ended on that date.
In the Directors' opinion there are reasonable grounds to believe that ARB Corporation Limited will be able to pay its debts as and
when they become due and payable.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with sections
295A of the Corporations Act 2001 for the financial period ended 30 June 2012.
This declaration is made in accordance with a resolution of the Directors.
Roger G Brown
Director
John R Forsyth
Director
Melbourne, 15 August, 2012
4343

ABN 27 975 255 196
INDEPENDENT AUDITOR'S REPORT

To the Members of ARB Corporation Limited
Report on the Financial Report
We have audited the accompanying financial report of ARB Corporation Limited and its controlled entities,
which comprises the consolidated statement of financial position as at 30 June 2012, the consolidated
statement of comprehensive income, the consolidated statement of changes in equity and the consolidated
statement of cash flows for the year then ended, notes comprising a summary of significant accounting
policies and other explanatory information, and the directors' declaration of the consolidated entity
comprising the company and the entities it controlled at the year's end or from time to time during the
financial year.
Directors' Responsibility for the Financial Report
The directors of the company are responsible for the preparation of the financial report that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
internal control as the directors determine is necessary to enable the preparation of the financial report that
gives a true and fair view and is free from material misstatement, whether due to fraud or error. In Note 1, the
directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial
Statements, that the financial statements comply with International Financial Reporting Standards.
Auditor's Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit
in accordance with Australian Auditing Standards. Those standards require that we comply with relevant
ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable
assurance about whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial report. The procedures selected depend on the auditor's judgement, including the assessment of the
risks of material misstatement of the financial report, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the entity's preparation of the financial report
that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit
also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting
estimates made by the directors, as well as evaluating the overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act
2001.

44
44

ABN 27 975 255 196
Opinion
In our opinion:
(a)
(b)
the financial report of ARB Corporation Limited is in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the consolidated entity's financial position as at 30 June 2012 and
of its performance for the year ended on that date; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001; and
the consolidated financial report also complies with International Financial Reporting Standards as
disclosed in Note 1.
Report on the Remuneration Report

We have audited the Remuneration Report included in pages 13 to 14 of the directors' report for the year
ended 30 June 2012. 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.
Opinion
In our opinion, the Remuneration Report of ARB Corporation Ltd and its controlled entities for the year
ended 30 June 2012 complies with section 300A of the Corporations Act 2001.
A R FITZPATRICK
PITCHER PARTNERS
Partner
Melbourne
15 August 2012

45
45

ABN 31 006 708 756
ASX Additional Information
Additional information required by the ASX Limited Listing Rules and not disclosed elsewhere in this report.
SHAREHOLDINGS
Substantial Shareholders
The number of shares to which substantial shareholders were entitled as listed in the Company's register of substantial
shareholders at 1 August 2012 was:
Shareholder
Ordinary
Rogand Pty Ltd

Commonwealth Bank of Australia
9,586,750
4,235,970
Class of Shares and Voting Rights

At 31 July 2012, there were 5,596 holders of the ordinary shares of the Company. The voting rights attaching to the ordinary shares
are set out in the Company's Constitution.
Distribution of shareholders (as at 31 July 2012):
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 or more
Holders
Shares Held
1,997
2,472
645
446
36
35.69
44.17
11.53
7.97
0.64
1,089,010
6,338,535
4,654,817
10,382,665
50,016,275
1.50
8.75
6.42
14.32
69.01
5,596
100.00
72,481,302
100.00
The number of shareholders holding less than a marketable parcel at 31 July 2012 was 73.
Twenty largest shareholders (as at 1 August 2012)
Name of Holder
Number of
ordinary
shares held
% of issued
ordinary
shares held
Rogand Pty Ltd

National Nominees Limited
J P Morgan Nominees Australia Limited
HSBC Custody Nominees (Australia) Limited
Citicorp Nominees Ltd
Cogent Nominees Pty Ltd
Cogent Nominees Pty Ltd <DRP>
Formax Pty Ltd (Reparar Account)
J P Morgan Nominees Australia Limited <Cash Income Account>
BKI Investment Company Limited
Cogent Nominees Pty Ltd (SMP Accounts)
Formax Pty Ltd (Superannuation Fund Account)
Milton Corporation Limited
Citicorp Nominees Pty Ltd <Colonial First State Inv Account>
Mrs Pamela Shirley Carpenter
Australian Foundation Investment Company Limited
Perpetual Trustee Company Ltd (Alliance Account)
Mr Gerard James Van Paassen (The Van Paassen Fam Account)
Bond Street Custodians Limited (Ganes Value Growth Account)
Mirrabooka Investments Limited
9,507,387
6,824,408
5,181,439
5,068,602
4,305,976
3,306,993
2,639,000
2,002,965
1,111,694
845,600
815,225
792,874
744,741
728,797
598,888
583,224
539,305
407,199
403,622
396,161
13.12
9.42
7.15
6.99
5.94
4.56
3.64
2.76
1.53
1.17
1.12
1.09
1.03
1.01
0.83
0.80
0.74
0.56
0.56
0.55
The 20 largest shareholders hold 64.57% of the ordinary shares of the Company.
There is no current on market buy back of shares.
4646

ABN 31 006 708 756
ASX Additional Information (continued)
OFFICES AND OFFICERS
Company Secretary
42-44 Garden Street
Kilsyth Victoria 3137
Telephone: (03) 9761 6622
Facsimile: (03) 9761 6807
Location of Share Register
P.O. Box 2975
Telephone: (03) 9415 5000
Facsimile: (03) 9473 2587
Stock Exchange
Telephone: 1300 300 279
4747

ABN 31 006 708 756
ASX Additional Information (continued)
THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY
OFFICES AND OFFICERS

Company Secretary
42-44 Garden Street
Kilsyth Victoria 3137
Telephone: (03) 9761 6622
Facsimile: (03) 9761 6807
Location of Share Register
P.O. Box 2975
Telephone: (03) 9415 5000
Facsimile: (03) 9473 2587
Stock Exchange
Telephone: 1300 300 279
48
ARBs quarterly customer magazine becomes

available as a free online iPad and Android app.
Continued growth in engineering, production and

manufacturing result in outstanding accessories
for new vehicles, including the Mazda BT-50.
Old Man Emu develops its first ever 4" lift kit for
the US market.
ARBs online presence increases through social

media including Facebook, Twitter and YouTube.
Open days at ARB retail stores across Australia

prove to be extremely successful.

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2012

ARB CORPORATION LIMITED

ABN 31 006 708 756

New ARB retail stores open in Orange,

Construction begins on ARBs second Thailand-based

ARBs international presence

ARB donates to numerous charity organisations,

ARB launches a new range of recovery points with

A major Christmas promotion results in

New 4x4 products are launched for the latest facelift

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

Corporate Governance Statement

Auditor's Independence Declaration

Financial Report for the year ended 30 June 2012

Consolidated Statement of Comprehensive Income

Consolidated Statement of Financial Position

Consolidated Statement of Changes in Equity

Consolidated Statement of Cash Flows

Notes to the Financial Statements

Independent Auditor's Report

ASX Additional Information

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

Basic EPS cents

Annual sales revenue has grown at an average

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

NET PROFIT AFTER TAX

Net profit after tax has grown at an average

DIVIDENDS PER SHARE

Dividends per share have grown steadily over the

HIGHLIGHTS OF THE 2011/12 YEAR

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

increasing output from the Companys manufacturing plants as demand requires;

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

The Roles of the Board and Management

setting the strategic direction of the Company;

The Structure of the Board

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

Ethical Business Practices

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

Timely Disclosure of Material Matters

the Annual Report which is distributed to all shareholders;

Fair and Responsible Remuneration

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

In respect of the prior financial year:

In respect of the current financial year:

ARB CORPORATION LIMITED AND ITS CONTROLLED ENTITIES

EXPERIENCE AND SPECIAL RESPONSIBILITIES

Mr. Roger G Brown

Wide range of experience within the automotive industry in Australia and

Mr. Andrew H Brown

Wide range of experience in automotive engineering and marketing.

Mr. John R Forsyth

Director of ARB Corporation Limited since 1987.

Mr. Robert D Fraser

Company Director and corporate adviser. Director of Taylor Collison Limited

Mr. Ernest E Kulmar