Kiwi Property delivers strong financial result
NZX RELEASE
21 May 2018
Kiwi Property delivers strong financial result
Kiwi Property today announced a strong result for the year ended 31 March 2018, posting an
after-tax profit
1
of $120.1 million, driven by another record operating result as measured by funds
from operations (FFO)
2
. FFO grew by 8.2% to $111.3 million, reflecting a 5.2% lift in rental income
to $192.1 million, largely due to contributions from prior year completed developments and
strategic acquisitions.
Chair, Mark Ford, said that the result was positive for shareholders and that the Company’s
property portfolio was in excellent shape and positioned well for the future.
“In the 2018 financial year, we continued to grow revenues while improving the quality of our
investment portfolio through the sale of non-core assets, strategic acquisitions and the
commencement of new development projects. We have also improved our conservative
gearing position and executed strongly on capital management initiatives,” said Mr Ford.
A full-year dividend of 6.85 cents per share will be paid to shareholders, in line with guidance and
up from 6.75 cents per share in the prior year.
positioned for growth
“During the year, we successfully raised $157 million (net of issue costs) through a pro-rata
entitlement offer. We were pleased with the support we received from investors as this was an
important step to assist with funding our future investment and development opportunities,” said
Mr Ford.
“In February, we were delighted to give the green light to the previously foreshadowed
$223 million Galleria retail expansion at Sylvia Park, following 11 years of outstanding performance
and growth at the centre. Our vision for Sylvia Park is the creation of a world-class town centre
offering our customers exceptional retail, dining, entertainment and workplace experiences. This
latest retail expansion will consolidate the centre’s position as New Zealand’s favourite shopping
destination,” said Mr Ford.
focused execution
Chief Executive, Chris Gudgeon, said: “We currently have $370 million of developments in
progress that will continue to add significantly to both the income performance and quality of
our property portfolio.”
Sylvia Park continues to be a major focus, with highlights including:
> Our new dining offer, The Grove Dining District, which opened 100% leased in
December 2017.
> The ongoing construction and leasing of our $80 million office tower development,
No.1 Sylvia Park, anchored by insurance giant IAG. Post balance date, 6,740 sqm (five full
floors and a part floor) were leased to banking group, ANZ, taking the building to 90% leased.
> Commencement of construction of our Galleria retail expansion. The project is scheduled for
completion in mid-2020 and will feature approximately 60 new specialty retailers, a flagship
Farmers department store, international mini-majors and additional multi-deck carparking.
“At Northlands in Christchurch, we commenced construction of our vibrant new dining and
entertainment precinct, to be known as Langdons Quarter, in line with our strategy of providing
compelling dining and entertainment experiences that respond to customer demand”, said Mr
Gudgeon.
2
The Company continued its capital recycling programme with the sale of previously identified
non-core properties. The Majestic Centre was sold for $123.2 million in December 2017 and, post
balance date, an agreement to sell North City for $100 million was secured.
“Our balance sheet remains strong with gearing reducing to 29.7% as at 31 March 2018, down
from 34.5% in the prior year. A further highlight was the securing of a corporate credit rating and
the subsequent seven-year retail bond issue that raised $125 million,” said Mr Gudgeon.
strong investment portfolio performance
Kiwi Property’s investment portfolio was 99.6% occupied at year end, above its long-term
average, with a weighted average lease term of 5.3 years. The portfolio value increased to
$3.1 billion and net tangible asset backing increased to $1.40 per share.
Overall, rentals achieved through new leasing and rent reviews delivered growth of 3.5%.
Total retail sales of $1.8 billion were recorded across the retail portfolio, $1.6 billion of these from
our portfolio of seven shopping centres equating to growth of 3.9% (1.3% like-for-like) from last
year with particularly strong performances seen at Sylvia Park, The Plaza and Centre Place –
North. Positive total sales growth was recorded across most categories, with strong growth
delivered in the mini-majors, commercial services and pharmacy and wellbeing categories.
dividends and outlook
“Supportive economic and property market fundamentals, in combination with the robustness of
our property portfolio provides us with confidence the Company will continue to deliver a strong
financial performance,” said Mr Ford.
“We are projecting an increased cash dividend of 6.95 cents per share for the 2019 financial
year, absent material adverse events or unforeseen circumstances.”
“Our key focus in the year ahead will be on progressing our development projects underway at
Sylvia Park and Northlands, while also progressing our town centre vision for our development
land at Drury, South of Auckland,” said Mr Ford.
additional information
Kiwi Property has today also released an Annual Result Presentation, Annual Report, Property
Compendium and Sustainability Report which are available for download on the Company’s
website kp.co.nz/annual-result or from nzx.com.
Notes
1. The reported profit has been prepared in accordance with New Zealand generally accepted accounting
practice (GAAP) and complies with New Zealand Equivalents to International Financial Reporting
Standards. The reported profit information has been extracted from the annual financial statements
which have been the subject of an audit pursuant to the New Zealand Auditing Standards issued by the
External Reporting Board.
2. FFO is an alternative non-GAAP performance measure used by Kiwi Property to assist investors in assessing
the Company’s underlying operating performance and to determine income available for distribution.
FFO is a measure commonly used by real estate entities to describe their underlying and recurring
earnings from operations. FFO does not have a standard meaning prescribed by GAAP and therefore
may not be comparable to information presented by other entities. FFO is calculated by Kiwi Property in
accordance with the Voluntary Best Practice Guidelines issued by the Property Council of Australia (the
Guidelines). During the financial year, the Guidelines amended the method used to derive FFO to include
the amortisation of leasing fees. Kiwi Property has amended its current year FFO calculation to reflect this
change. The reported FFO information has been extracted from the Company's annual financial
statements which have been the subject of an audit pursuant to New Zealand Auditing Standards issued
by the External Reporting Board.
> Ends
3
Contact us for further information
Chris Gudgeon
Chief Executive
chris.gudgeon@kp.co.nz
+64 9 359 4011
Gavin Parker
Chief Operating Officer
gavin.parker@kp.co.nz
+64 9 359 4012
Stuart Tabuteau
Chief Financial Officer
stuart.tabuteau@kp.co.nz
+64 9 359 4025
About us
Kiwi Property (NZX: KPG) is the largest listed property company on the New Zealand Stock
Exchange and is a member of the S&P/NZX 15 Index. We’ve been around for more than 20 years
and we proudly own and manage a $3.1 billion portfolio of real estate, comprising some of New
Zealand’s best shopping centres and prime office buildings. Our objective is to provide investors
with a reliable investment in New Zealand property by targeting superior risk-adjusted returns over
time through the ownership and active management of a diversified, high-quality portfolio. S&P
Global Ratings has assigned Kiwi Property a corporate credit rating of BBB (stable) and an issue
credit rating of BBB+ for each of its fixed rate senior secured bonds. Kiwi Property is licensed under
the Real Estate Agents Act 2008. To find out more, visit our website kp.co.nz
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creating
exceptional
experiences
Kiwi Property has been creating exceptional experiences
for New Zealanders for nearly two and a half decades.
As New Zealand has grown, so too have we, keeping in
step with stakeholder demand for exceptional retail
and workplace experiences.
Today, we own a $3.1 billion portfolio including some of
New Zealand’s best known and most loved buildings.
In Auckland these include the iconic Sylvia Park, the
landmark Vero Centre and ASB’s head office building at
Wynyard Quarter, and in the Waikato, The Base,
in a joint venture with Tainui.
Our property assets are more than their physical
presence; they are spaces where New Zealanders can
shop, work, connect, live and grow. By ensuring our
assets remain attractive and in demand, we are able to
provide our investors with a reliable investment in
New Zealand property, targeting superior risk-adjusted
returns over time.
We are creating exciting places to shop and work.
In this Annual Report, we feature many of the
experiences we are shaping for our tenants and
their customers.
Image to be updated
Image to be updated
01
people
We’re passionate about creating a team of exceptional
people who are well cared for and who are empowered to
deliver outstanding outcomes for our stakeholders.
planet
Our sustainability programme has been in place for more
than 15 years and is aimed at creating better environmental
outcomes whilst optimising asset performance.
profit
When you create exceptional experiences, you
create assets that are in demand, resilient and that
perform strongly through market cycles.
We deliver for our stakeholders by taking a
holistic approach to investment management,
focusing on people, planet and profit.
Throughout this report you will read how the activities
Kiwi Property has undertaken during the 2018 financial
year have fulfilled these three elements.
people
profitplanet
kiwi property
annual report 2018
02
contents
kiwi
creating exceptional experiences
for New Zealanders
IFC
property
our destinations
PG 08
group
our strategy and results
PG 26
contents
2018 annual reporting suite
In conjunction with this Annual Report, Kiwi Property has released a
Property Compendium, Sustainability Report and Annual Results
Presentation which form part of our 2018 annual reporting suite.
All documents are available on our website,
kp.co.nz/annual-result
annual meeting
The 2018 annual meeting of
Kiwi Property shareholders will be held at
10.00am on Thursday, 7 June 2018.
Level 4, Lounge West, South Stand, Eden Park
Gate G, 42 Reimers Avenue, Kingsland, Auckland
feedback
We welcome your questions and value your
feedback about our reporting approach.
Please contact us at info@kp.co.nz
Find us at linkedin.com/company/
kiwi-property-group
03
our shopping centres offer a
compelling retail mix and exceptional
social experiences
The rise of the digital age has brought with it an
increasing need for people to connect more in
real world environments.
In our shopping centres across New Zealand,
we are working tirelessly to deliver exceptional
experiences that bring Kiwis together – through
improved retail services, exciting family, community
and entertainment events, and by delivering
in-demand retailers, exciting pop-up attractions
and outstanding food choices.
By delivering engaging environments for
New Zealanders to shop, we attract high-quality
retailers, stay ahead of the competition, generate
increased foot traffic and produce high-performing
sales environments that ultimately provide better
returns for our investors.
On pages 10-15 and 20-25, read examples of
how our retail strategy is delivering exceptional
new experiences for our shopping centre
customers and retail tenants.
to
toshopshop
exceptional
places
Artist’s impression
kiwi property
annual report 2018
04
05
our office buildings connect people
beyond a simple place to work
As the lines between work and play continue
to blur, businesses are demanding more from
their workplaces than ever before.
Kiwi Property partners with our office tenants
to create contemporary spaces that are fit for
purpose and which focus on productivity,
engagement and connectivity.
Concierge services, resort-style end-of-trip facilities
and electric bike charging stations are just the start.
By delivering engaging workplace environments,
we are meeting the demands of our business
tenants and maintaining high occupancy levels
in our office buildings, thereby providing reliable
returns for our investors.
On pages 16-19, read examples of how our office
strategy is delivering exceptional new experiences
for our office tenants and customers.
totoworkwork
exceptional
places
kiwi property
annual report 2018
06
07
p
pe r
r
o
p
pe
t yt y
r
r
o
kiwi property
annual report 2018
08
Kiwi Property has been part of the New Zealand
landscape since 1993. We’ve developed
best-in-class shopping centres and landmark
office towers, and we increasingly see
ourselves as town centre investors.
But much more than that, we’ve created wonderful spaces that
New Zealanders can simply enjoy.
Each year, our shopping centres attract over 50 million visitors who
spend $1.8 billion on food, entertainment, retail goods and personal
services. Our office buildings provide great workplaces for over
6,000 New Zealanders, and we deliver a broad range of programmes
to support the prosperity and wellbeing of the communities
in which we operate.
Our properties are diverse environments that connect and engage
people through great experiences. They are spaces where
communities come together.
When we create great experiences, we seek to unite our
stakeholders, build brand preference and loyalty, and drive better
outcomes for our shareholders.
Today, we proudly own and manage $3.1 billion in direct
property investments in a portfolio that comprises some
of New Zealand’s best retail and office assets. We also manage
over $370 million of property on behalf of third parties.
Across our portfolio, we have more than $370 million of
development projects underway to deliver even better
environments for our tenants and customers.
In this section of the report you can read more about some of the
activities we have been working on over the past year.
wonderful
spaces
Find out more about our properties
in our Property Compendium which
can be found on our website,
kp.co.nz/annual-result
09
Sylvia Park: Auckland’s
retail powerhouse
Sylvia Park continues to be a great
New Zealand retail success story. Growing
in value by over $285 million since opening
in 2006, the centre was last year named
New Zealand’s favourite shopping centre
to visit in a nationwide survey conducted
by Nielsen
1
.
Since the 2009 financial year, annual retail
sales at the centre have grown by nearly
$200 million to $551 million and our net
income has grown by more than $14 million
to over $41 million per annum. Our retailers
have seen customer numbers grow to more
than 15 million every year.
By bringing the right stores and operators
to Sylvia Park, we have created a highly
productive retail environment.
We are positioning the centre for the future
by constantly evolving our retail mix in
response to consumer preferences,
focusing on high performing stores and
in-demand retailers.
Sylvia Park is currently home to more than
200 retailers. Some of the great names
we have introduced to Sylvia Park in recent
times include New Zealand’s first ever
stores for fashion giants H&M and Zara,
the homewares retailer Adairs, beauty
specialist Kiehls, apparel retailer Seed,
and outstanding food merchants including
PappaRich and a new Malaysian street food
venture, Hawker & Roll.
In the past year, we have added to the
shopper experience with the addition
of The Grove Dining District. The Grove
Dining District provides a contemporary
alfresco dining experience featuring
ten restaurants and a new landscaped
outdoor and entertainment area.
This year we will complete a ~600 space
centrally located multi-storey carpark
adding further amenity to the centre for
our customers.
We are thrilled to have recently
commenced works on our Galleria retail
expansion project. Read more on this
exciting project on page 12. It’s all part of
our commitment to deliver the spaces
where New Zealanders want to be.
“Sylvia Park has been a runaway
success since we first opened its
doors in 2006.”
– Chris Gudgeon, Chief Executive
1. In 2017, Sylvia Park was named New Zealand’s favourite shopping centre to visit in a nationwide Nielsen
survey. The survey was conducted by Nielsen from 20 February to 13 March 2017. Nielsen had a sample size
of 2,507 interviews, with a predicted margin error of +/- 2.0% at the 96% confidence level.
l
l
y
y
s
s
a
a
ii
v
v
kiwi property
annual report 2018
10
$287m
value gain
cagr
+
4.9%
FY07FY08FY09FY10FY11FY12FY13FY14FY15FY16FY17FY18
$414
$835
capital expenditure, value and value gain ($m)
cumulative value gaincumulative book value
net operating income ($m)
(excluding property management fees)
FY09FY10FY11FY12FY13FY14FY15FY16FY17FY18
$27.1
$41.6
specialty sales productivity ($/sqm)
FY09FY10FY11FY12FY13FY14FY15FY16FY17FY18
$7,200
$13,400
moving annual turnover ($m)
FY09FY10FY11FY12FY13FY14FY15FY16FY17FY18
$353
$551
cagr
5.1%
cagr
7.1%
11
we’re taking
sylvia park to
the next level
“Our shoppers have been asking for more retail
brands in one easy location and we are excited to
be able to deliver for them. We expect to bring a
host of new to New Zealand brands to Sylvia Park,
as well as a great mix of local favourites.”
– Ian Passau,
GM Development
Artist’s impression
kiwi property
annual report 2018
12
13
leven years after we first opened its
doors, New Zealand’s favourite
shopping centre is about to get even
better. We have given the green light
to a $223 million retail expansion at Sylvia Park.
In response to customer demand, our Galleria retail
expansion will add approximately 60 new retailers
and 18,000 sqm of retail space to the centre.
Key features include:
— a new two-level, 8,100 sqm flagship Farmers
department store
— new i
nternational brands and concept stores,
including selected retailers from Sylvia Park’s
current waiting list of specialty tenants
— a new generation, sophisticated dining
precinct delivering quality casual dining and
chef-inspired concepts, and
— a new multi-deck carpark, offering approximately
900 carparks, with direct access to the Galleria,
taking the total number of carparks at the centre
to around 5,000.
Sylvia Park, located 10km south of the Auckland
CBD, is New Zealand’s largest shopping centre and,
on completion of the expansion project, will have
total retail floor space of over 90,000 sqm.
This latest retail expansion will further consolidate
the centre’s position as New Zealand’s favourite
shopping centre and is the latest in a suite of
projects, all contributing to our vision to deliver
a world-class town centre at Sylvia Park.
Since opening New Zealand’s first H&M and
Zara stores in October 2016 we successfully
opened The Grove Dining District in
December 2017, featuring an expanded range
of contemporary dining experiences.
By mid-2018 we will complete construction of
our new 10-level office building, bringing
approximately 1,000 office workers to the site,
and by the end of this year we will complete our
new five-level, ~600 space, central carpark building.
project details
We have executed a fixed price lump sum contract
for the Galleria project with our builder, Naylor Love,
which provides construction cost certainty for our
investors. Works commenced in March of this year
and we look forward to opening the doors to
customers in mid-2020.
The projected value of Sylvia Park on completion
of the Galleria project has been assessed by
independent valuer CBRE at $1.12 billion.
The project is being debt funded from existing
facilities and is expected to provide an initial net
incremental income yield on capital expenditure of
5.7%, growing to 6.2% by year three and an internal
rate of return in excess of 10%.
Further information about Sylvia Park can be
obtained from the centre’s website sylviapark.org.
e
e
people We will create Auckland’s largest
enclosed retail centre, delivering a world-class
shopping experience while continuing to provide
exceptional community programmes including
KiwiFit and KiwiBubs.
planet Sylvia Park has a number of
environmental programmes in place including
rainwater harvesting for grey water, solar panels
for electricity generation and recycling
programmes for waste management.
During construction of the Galleria, wherever
possible, our main contractor will seek to
reuse and recycle construction materials,
minimise waste, and source local materials
and sub-contractors.
profit The Galleria project is expected to
provide an initial net incremental income
yield on capital expenditure of 5.7%, growing
to 6.2% by year three, a developmental
margin of $20 million and an internal rate of
return in excess of 10
%.
kiwi property
annual report 2018
14
Artist’s impressions
15
Tell us about IAG. Who are you and
what do you do in New Zealand?
IAG is the leading general insurance
provider in New Zealand. Insurance
products are sold directly to customers
predominantly under the AMI and State
brands, and through intermediaries
(insurance brokers and authorised
representatives) predominantly under
the NZI and Lumley brands. Personal
lines and commercial products are also
distributed under third party brands by
IAG’s corporate partners, including large
financial institutions (ASB, BNZ, Westpac).
IAG employs about 3,500 staff housed
in 81 locations throughout New Zealand.
What attracted IAG to Sylvia Park as a
destination for your business?
Location, amenity and access:
— the location – the site is accessible,
particularly for staff living in East
and South Auckland
— am
enity – a shopping centre and
gym on site, and
— access to public transport – the site
has its own train station and bus links.
How many employees will you house
at Sylvia Park and what functions will
they perform?
About 350 staff supporting customers
with insurance sales, claims management
and various other support functions, for
example: loss adjusting and motor
vehicle assessing.
How would you describe the
IAG culture?
At IAG we encourage staff to live our
Spirit: Closer, Braver, Faster.
What does workplace flexibility
mean at IAG?
Enabling staff to have more choice in
where, when, with who and how they
will work. Staff may work at our new
hubs like Sylvia Park or from home,
or a mixture of both. This also extends
to flexibility on hours or days of the
week worked. Within our office there
is a choice of work settings, including
normal desks which anyone can use,
collaborative spaces and focus areas.
How have your workplace
environments changed over time?
What has been the biggest driver
of change?
We have been operating in an open
plan environment for some time, with
standard desking and a choice of meeting
rooms. Each person has their own desk.
We are now moving to an environment
where most people will not have a
designated desk but work in zones and
choose their work setting depending
on their work. For example, if working
on a detailed document or presentation
then you may choose to work in a focus
area, or if working on a project you may
choose to sit close to other project
members around one table.
The drivers of change are:
— to m
eet the needs of teams that are
continually changing in size
— th
e increasing need to support project
activities, and
— recognition that for improved
productivity people need more choice
in alternative settings to work in.
It is also very inefficient from a cost
perspective to have designated desks
not being utilised while people are on
leave or in lengthy meetings. Generally,
we can operate allowing for an 80%
desk-to-staff ratio, as long as we have
some settings that support peak times
of use. Technology through use of WiFi
and mobile devices has helped support
this new environment.
“Thanks to the hard work of
our commercial and development
teams, high-quality corporates
ANZ and IAG, together with
the ground floor retailers, will
occupy around 90% of the office
building, providing our investors
with a predictable, long-term
income stream.”
– Michael Holloway, GM Commercial,
Kiwi Property
sylvia park prepares to
welcome its first office tenants
Kiwi Property will soon welcome insurer IAG as an anchor tenant
to its new No.1 Sylvia Park office building, delivering a new home
for IAG’s support team and a long-term rental income stream for
Kiwi Property. We caught up with Tim Griffith, National Property &
Administration Manager, to discuss IAG’s new life at No.1 Sylvia Park.
kiwi property
annual report 2018
16
Tim Griffith, National Property & Administration Manager, IAG
What was your inspiration for your
fit-out? What did you hope to achieve
for the business?
A flexible environment that accommodates
changing numbers of staff and enables staff
choice. We are an insurance company and
at times need to support various events
(weather or earthquake) which the more
flexible workspace will support.
What are you most looking forward
to at Sylvia Park?
Bringing our different teams together,
enabling a mix of experiences from our
many different brands and staff. Staff who
enjoy shopping will be looking forward to
having New Zealand’s largest shopping
experience next to their workspace.
Artist’s impression of No.1 Sylvia Park
people Our office tenants will enjoy
outstanding end-of-trip facilities, bicycle parking
and all the amenity of a shopping centre.
Our office tenants will also enjoy exceptional
public transport access, with Sylvia Park
having its own railway station and bus links.
planet No.1 Sylvia Park has achieved a
5-star Green Star design rating, which means
the building is highly resource efficient.
profit Following ANZ’s full occupation, the
project is expected to yield 7.4% with an
internal rate of return in excess of 9.0%.
17
Financial services corporate Suncorp New Zealand – best known locally
for its Asteron Life and Vero Insurance brands – has been a mainstay tenant
at Kiwi Property’s Vero Centre since it first opened in 2000. A major shift
in business strategy meant an equally major rethink on how it housed
its New Zealand head office, leading to a spectacular upgrade
of its Vero Centre premises.
vero centre –
realising suncorp’s
cut-through vision
Paul Smeaton (CEO) and Catherine Dixon (Executive General Manager, People
Experience), Suncorp and Chris Gudgeon, Chief Executive, Kiwi Property
kiwi property
annual report 2018
18
c
c
atherine Dixon, Suncorp’s
Executive General Manager,
People Experience,
remembers clearly the
hurdles faced by Suncorp New Zealand
in bringing its life and general insurance
businesses together.
“At the beginning, we still very clearly
had a life business and a general
insurance business; our Asteron Life
business was ‘blue’ and our general
insurance business, being Vero
Insurance, was ‘red’,” she recalled.
“The sense of belonging to one brand
had not really come to fruition. We had
pulled everyone together but we didn’t
have a single identity. With our teams still
sitting in areas defined by our market
brands, we weren’t using our space
efficiently, so used our lease renewal
as an opportunity to really look at the
way we work.”
That’s when Suncorp approached
Kiwi Property with a bold vision to bring
their united organisation to life, at the
same time seeking to change the way
many of the Suncorp teams worked
to produce higher collaboration,
productivity and connectivity.
Suncorp’s Vero Centre head office
houses around 800 employees, from
senior management to those in insurance
assessment, support and customer
service. In the company’s previous
environment, teams were assigned
spaces within floors, but Suncorp
wanted even greater workplace flexibility.
“We wanted to be much more fluid in
the way we worked. We recognised that
we needed to work differently to create
greater collaboration...and one of the
ways we could achieve that was by having
consecutive office floors connected by an
internal staircase,” said Ms Dixon.
“The way our people work really does
depend on their role: we have those
who are in our contact centre where they
need a really clear ergonomic work
station that is well set up with good
technology; those who are a little more
fluid, who move around from time to
time, such as team leaders; and those
people who work far more flexibly.
“We also recognised that not everyone
is going to be in the building at the same
time. We have assessors and sales teams
out on the road and a large number
of people who need or want to work
flexibly and need to be well connected by
technology from home.”
Out of this recognition grew a new
workplace mandate: improved
technology, agile working environments,
inter-floor connectivity, and a mix of
formal and informal spaces for people
to meet and collaborate.
“Kiwi Property’s support in achieving this
was absolutely critical. They’ve been a
truly fantastic partner to work with, not
just providing us with decant space so we
could undertake the refurbishment and
cut through the floors while still
operating, but in trusting and helping to
realise our vision, the centrepiece of
which is a very beautiful staircase, which
allows our people to easily connect and
collaborate,” she said.
The staircase, is in itself, an
engineering spectacle; over
140 tonnes of concrete were
removed from four floors,
replaced by 40 tonnes of steel.
"Technology was another huge enabler
of our workplace vision. With over 800
people working in this building, 300 in
different parts of New Zealand and
colleagues in Australia, India and the
Philippines, technology was key to ensuring
a high level of connectivity.
Through this redevelopment we have been
able to take away the ‘red’ and the ‘blue’
and unite under a single Suncorp brand;
our ’go to market’ brands are there, but
you would be hard placed to tell now who
in our office works under which brand.
That’s exactly what we wanted to achieve,”
said Ms Dixon.
The final floor was occupied in April 2018.
While Suncorp is still getting used to
its new environment, Ms Dixon said
the immediate feedback was
overwhelmingly positive.
“There are a lot more conversations going
on within the business, and you see more
people naturally congregating in small
groups to catch up and to deal with issues,
rather than setting up formal meetings,”
said Ms Dixon.
“Kiwi Property’s upgrade to the lobby has
also facilitated our shift to more mobile
working. Our people use it a lot. You would
never go to the lobby without seeing
Suncorp people having a meeting with
internal and external people,” said Ms Dixon
“And our people love all the new facilities,
especially those who cycle to work or go
to the gym.”
How are the staff adapting to an agile
working environment?
"We knew that this was going to be a big
shift for our people, so we had a change
strategy in place to help everyone settle
into our new workplace. We also ran
development programmes for leaders on
how to lead teams who are dispersed or
working in new ways. It’s a new way of
thinking for some," said Ms Dixon.
"It’s fair to say that some took to it like
ducks to water and others are working
their way through it."
What’s next for Suncorp?
“There is always a danger that, once things
are in place, everyone relaxes and nothing
happens after that. We have to be proactive
and check how it is going. We have a team
of people – our floor champions – plus our
real estate and HR people, who are
continuing to work with teams to ensure
they feel supported in their environment
and empowered to continuously improve
our workspace culture."
Suncorp have also installed a new
system, Serraview, to help employees
locate both people and available
workstations. It will also allow them to
monitor utilisation, and improve the
effectiveness of the workspace over time.
Paul Smeaton,
Suncorp New Zealand CEO
As founding tenants, Suncorp
New Zealand has enjoyed a long and
proud association with Kiwi Property
and the Vero Centre.
Two years ago, Suncorp New Zealand
embarked on a journey to create an
inspiring new workplace so our people
could thrive.
Our new home is a transformative
space that provides our people with
different options, depending on how
they choose to work. I was thrilled to
share our official opening of it last
month with Ngāti Whātua Ōrākei, the
mana whenua of Tāmaki Makaurau,
who brought to life for us their rich
history and connection with the area.
I look forward to the next stage of our
journey in the Vero Centre.
19
Is it possible that the modern lifestyle destination will drop the
four-letter word M.A.L.L. as it reinvents itself as a mixed-use
offering featuring food, hospitality, entertainment and other
experiential asset-growth segments?
Looking across New Zealand and the world, it is clear our
shopping centres, malls, retail precincts – whatever you want
to call them – are no longer single-purpose shopping malls,
they are mixed-use spaces offering so much more than
product-focused retail.
Changing customer needs and behaviours bring new
opportunities to our lifestyle destinations through food,
hospitality and entertainment. The ever-changing demands
of consumers is one of the biggest concerns our clients
have as they seek to tailor buildings, spaces and experiences
fit for the modern lifestyle. Those consumer behaviours are
constantly evolving. Reacting and responding to global
trends and individual needs, consumers now demand a
highly customised lifestyle. As people seek more ways to
connect in real time and extend their social experiences,
food is a big component of this.
As advisors to the retail industry, we are witnessing
a number of important changes in the sector:
The shopping centre is now a food and
hospitality destination.
Vegan and vegetarian options are growing fast
and millennials are demanding quality and choice –
fast food is no longer the go-to food.
Fresh food markets are continuing to grow in
New Zealand and overseas.
Entertainment will continue to grow as food and
hospitality increases.
The evening economy is growing and will
continue to do so.
Home delivery for food will evolve and include more
choices in beverages and desserts.
Food tenancies will grow sales by focusing on home,
office and venue deliveries.
Shopping centres will be defined by their food and
hospitality credibility.
Hospitality groups are now replacing Mum and Pop
fast food operators.
Fast food operators are elevating their offer to
introduce table service.
Quick service operators will offer table service and
alcohol as part of their strive to elevate service and
maximise average spend.
Beautiful spaces are now the norm, not the exception.
“Reacting and responding to global trends
and individual needs, consumers now
demand a highly customised lifestyle.”
– Francis Loughran, Founder and Managing
Director of Future Food
navigating the new
food frontier
At Kiwi Property, we’ve been actively addressing the surge in demand for food experiences, reflected
by the recent delivery of our dining lanes, The Brickworks and The Grove Dining District, at LynnMall and
Sylvia Park. It’s also reflected in our remixing efforts across our retail portfolio and in developments,
such as the new Langdons Quarter contemporary food precinct at Northlands and the sophisticated
casual dining experience within the Galleria retail project at Sylvia Park.
We asked our independent food advisor, Francis Loughran, Founder and Managing Director of Future
Food, why he believes food is reshaping the shopping centre environment. He had this to say:
Food is fast becoming the new retail frontier as people across the
world seek dining experiences to add to their social calendars.
kiwi property
annual report 2018
20
people Kiwi Property has increased dining
and entertainment options for New Zealand
shoppers in step with customer demand.
Examples include our new outdoor dining lanes,
The Grove Dining District at Sylvia Park and
The Brickworks at LynnMall and our
development of the new Northlands’ food
precinct, Langdons Quarter.
planet With an increased food offer comes
the potential for increased waste to landfill.
Examples of initiatives we have in place across
our portfolio to divert waste from landfill include:
— turning coffee grounds waste to compost,
which is used by community gardens for
growing fresh fruit and vegetables
— waste sorting to ensure that, where possible,
items are recycled, and
— encouraging our retailers to use paper rather
than plastic straws.
profit In FY18, one-third of all new lease
deals across our shopping centre portfolio
were to food tenants. Half of these were new
to the portfolio.
21
We’re excited that HOYTS has agreed to provide an
outstanding cinema offer to Northlands’ moviegoers for
another 15 years – tell us about your exciting new fit-out.
It is a cinema experience unlike anything else available in
Christchurch. We have taken cinema-going to the next level!
HOYTS Northlands is now a fully-licensed cinema featuring
HOYTS powered recliners. Every standard seat in the entire
complex is a recliner, so guests can put their feet up, kick back
and relax to enjoy their movie.
What do you think will excite your audiences the
most about your new fit-out?
We started our design phase with our “EXPERIENCE MORE”
brand promise in mind, so have approached the site with
comfort and guest experience at the heart of our offer. Our
powered recliners are built with more room to relax and more
comfort overall, so our guests will love heading to the movies.
We have had fantastic feedback from our other recliner sites
with guests sharing their love for the new experience, “The new
seats are awesome! So comfortable and the best way to watch
a movie. Nice work HOYTS!” There really is no better way to
experience a movie at the cinema.
Are Kiwi moviegoers any different to global audiences?
Kiwis, like all cinemagoers around the world, love a great movie.
What makes New Zealand such a wonderful market is the love
and support for local product. We often see Kiwi movies outdo
the Hollywood blockbusters at the box office – that is HUGE!
It’s great to see Kiwi moviegoers get behind local talent.
It’s actually a very rare thing in many markets.
What’s the biggest change to occur in cinemas
over the past 20 years?
There have been so many changes but they’ve all led to industry
improvements. Digital cinema changed the way movies could
be viewed and allowed for more cinemas to have access to
great films. The whole entertainment experience at the cinema
has changed, particularly at HOYTS where we have opted to
move on from the traditional upright cinema seats and a typical
food and beverage option that’s just a soft drink and popcorn.
Instead, we’ve stuck to our mission to innovate, create and
challenge the normal cinema experience by putting in powered
recliner seats more comfortable than anything you can imagine
as well as adding in a fully licensed bar with food offering.
The cinema has become a complete entertainment experience.
What’s driving that change?
Technology has played a huge part in this. The cinema
experience we only dreamed of a few years ago is now a reality
thanks to innovations in the technology space. It’s a very
exciting time to be in this industry.
Thinking about the entire cinema experience, what is always
a sure-fire hit with moviegoers?
Great movies and great experiences. While we can’t control
what movies get made, we can make sure our guests have an
outstanding experience when they visit us. This is why we are
refurbishing our network of cinemas and continually challenging
ourselves to create the best experience possible; this includes
our customer service as well as our physical cinema space.
food and film:
northlands receives an
entertainment makeover
Currently under construction are our 13 new food tenancies, including two new external
restaurants, along with a contemporary refurbishment from cinema operator HOYTS.
HOYTS has just unveiled a dazzling refurbishment. We asked Tyrone Dodds,
General Manager Property and Development for HOYTS, what Northlands moviegoers
can look forward to at the new-look HOYTS.
Northlands shoppers are in for a treat with the creation of Langdons Quarter,
a vibrant new dining and entertainment precinct.
“As more Kiwis seek spaces to socialise and
interact in their daily lives, we are increasing our
food and entertainment offers across our portfolio.”
– Greg Tolley, Development Manager, Kiwi Property
kiwi property
annual report 2018
22
people Northlands’ shoppers will now be
able to experience a first-class cinema offer,
combined with a modernised food offer and
outdoor dining options.
planet As part of our redevelopment, we
will also be investing $6.8 million in seismic
strengthening activities as we seek higher asset
performance in a seismically active region.
profit The Langdons Quarter dining
precinct is due to open to our customers
in November 2018, with 62% of the food offer
and dining tenancies committed.
The newly refurbished HOYTS Northlands
opened its doors to customers in May 2018.
We are targeting a 6.0% initial yield on
non-seismic project cost, and a target
10-year internal rate of return of 8.0%.
What has been the inspiration for your fit-out?
Our guests are always our inspiration; how can we
make it a more enjoyable experience – give them
more room, more comfort.
What’s the best night to visit HOYTS
Northlands and why?
That actually isn’t an easy answer! The experience
is going to be fantastic any day or night of the
week, so it truly does come down to what the
guest prefers. What we typically see is that our
teen market likes the weekend nights, families
enjoy the day time as they entertain their children,
parents/carers with babies enjoy the weekdays
with our Prams at the Pix sessions, our retired or
shift-working audience tends to visit during
weekdays and of course an opening night of
a big blockbuster movie is always popular for
those who want to see it before anyone else.
We always aim to provide our audiences with
a diversity of content, so any day of the week
is a good day to visit us.
What movie are you most looking forward
to this year?
There are some outstanding movies coming
out this year. I am really looking forward to
Deadpool 2 which opened on 17 May just after
the completion of the HOYTS Northlands
makeover. My kids and I are also looking
forward to Incredibles 2 on 14 June.
Tyrone Dodds, General Manager Property and Development for HOYTS
23
fresh, tasty and vibrant:
hawker & roll debuts
at sylvia park
Having wowed New Zealanders with the Malaysian flavours of
his acclaimed Madam Woo restaurants, Josh Emett is inspiring Sylvia Park
shoppers with his new casual eatery, Hawker & Roll.
In another superb collaboration with business partner and CEO, Fleur Caulton, Hawker & Roll
is taking diners by storm with its fresh, tasty and vibrant Malaysian street food-style fare.
We caught up with Josh to talk about food, business and his new Sylvia Park venture.
Josh Emett and Fleur Caulton, Hawker & Roll
kiwi property
annual report 2018
24
You’ve partnered with Fleur Caulton to
create the Mayfare Group. What is it
that brought you together and keeps
you together?
Both Fleur and I are passionate about
good food, good cuisine, and excellent
service. We both grew up surrounded
by food and in restaurants, so it’s a space
that we both feel very comfortable in and
committed to. It’s also wonderful working
together with Fleur because she’s a
passionate Kiwi and firmly believes in
supporting New Zealand industry
whenever possible.
Madam Woo has been a runaway
success in New Zealand; what led you
to create Hawker & Roll?
Madam Woo is recognised as one of the
best restaurants in New Zealand, with the
flagship location in Queenstown recently
making the Cuisine Good Food Awards
Short List for 2017. Fleur and I were eager
to adapt the much-loved menu into a
format that can reach a broader audience.
What attracted you to Sylvia Park?
When considering a location for our
first Hawker & Roll, we wanted it to be
Auckland, and Sylvia Park felt like a
natural fit because of the new restaurant
precinct, The Grove Dining District,
which opened in December 2017.
With renovations underway, Sylvia Park
is set to become New Zealand’s leading
destination for international retail brands,
which is exactly the backdrop we wanted
for Hawker & Roll.
What can diners expect at
Hawker & Roll?
Guests who dine at Hawker & Roll are
welcomed with an energetic and lively
atmosphere, surrounded by Asian-inspired
décor that creates the perfect backdrop
for a relaxed meet up with friends or
family. Hawker & Roll offers more options
and flavours of the hawker roll currently
available at Madam Woo. The menu also
includes a variety of healthy sides and
add-ons, as well as a selection of grab
and go options for those in a rush.
What excites you most about food?
The hawker roll is a crowd favourite;
people started raving about it from the
moment we opened our doors. But we
didn’t want to stop there: the hospitality
industry is all about being innovative, so
we thought, we have this well-loved dish,
how can we make it even better? That’s
the most exciting thing about food to me:
how we can always build on what’s been
done before.
How do you keep your menus fresh
and exciting? From where or from
whom do you draw your inspiration?
Travel. Each year we take a group of staff
from Madam Woo to Malaysia so they can
constantly feel re-inspired by the cuisine.
It’s amazing how getting out of your
comfort zone and trying different flavours
and food combinations can inspire you in
the kitchen.
If you could have a long lunch in one
of your restaurants with anyone at all,
who would it be?
Roger Federer, he is the man. He has
eaten at restaurants I have run before but
I have always left him in peace.
What’s the biggest business
challenge you’ve faced? What did
you learn from it?
Learning how to balance work and
home life. It took me a good few years
to figure out that you can’t have one
without the other.
What ingredient are you never without
in your own kitchen?
Eggs – a key ingredient in so many things
from savoury to sweet. There are always
avocados as well.
What’s next for the Mayfare Group?
With this new fast-casual format, the idea
is to have the Sylvia Park location be the
first of many. We’re really excited about
opening our second Hawker & Roll in
Queenstown very soon. Aside from that
we always have our heads down and
focused on all our businesses to make
sure they are running like clockwork.
“Delivering exciting new
experiences and great operators
is what makes Kiwi Property so
successful – we’re listening to
our customers and delivering.”
– Aubrey Cheng, Manager Retail
Leasing, Kiwi Property
25
g
up
r
o
g
u p
r
o
kiwi property
annual report 2018
26
we are
kiwi property
long-term
total returns
>9%
per annum
our vision
to deliver New Zealand’s best retail and workplace experiences
our investment strategy
we invest in a diversified portfolio of retail
and office assets that are expected to
outperform by consistently attracting high
levels of tenant demand
our goals
our strategy enablers
our values
our people-oriented culture is proudly built on
excellence, leadership and doing what’s right
our objective
to provide investors with a reliable investment
in New Zealand property through the
ownership and active management of a
diversified high-quality portfolio
pre-tax funds from operations
per share growth
>2%
per annum
we add value
we acquire, develop and
divest property assets to
optimise value
we maintain a strong
balance sheet
we focus on maintaining a
strong financial position with
conservative gearing
we are active managers
we seek to optimise asset
performance through intensive
asset management
we leadwe have a passion
for excellence
we do
what’s right
we’re people-
people
27
results
our core portfolio
we focus on the growth and enhancement
of a core investment property portfolio
we have a strong bias to Auckland
we favour Auckland given its superior prospects for economic,
population and employment growth
we have a strong retail bias
we target
— prominent regional shopping centres
— large format retail centres
that are in
— the ’golden triangle’, predominantly Auckland (in particular
locations favoured by the Auckland Unitary Plan) and the Waikato
— regions outside of Auckland with positive growth prospects
our office portfolio
we target
—prime-grade assets in Auckland
— assets in Wellington that attract
long-term leases to the Crown
third party management
we also manage properties for third parties and joint owners to diversify
our revenue streams and leverage our management platform
kiwi property
annual report 2018
28
office
buildings
shopping
centres
large format
centres
$1.9b
6 properties in
Auckland
$301m
1
3 properties in
Wellington
$262m
2 properties in
Hamilton
$207m
1 property in
Palmerston North
$240m
1 property in
Christchurch
1. On 11 April 2018, Kiwi Property entered into an unconditional agreement for the sale of North City.
The asset is recorded at its net sale price and settlement is expected to occur no later than July 2018.
in addition to our core portfolio, we hold other
properties and development land with a combined
value of over $140 million
29
results
This annual report is dated 18 May 2018
and is signed on behalf of the board by:
MARK FORD
CHAIR
MARY JANE DALY
CHAIR OF THE AUDIT
AND RISK COMMITTEE
K E Y DATE S
7 June 2018
annual meeting of shareholders
19 June 2018
KPG030 (2024 maturity) bond interest payment
21 June 2018
FY18 final dividend payment
20 August 2018
KPG010 (2021 maturity) bond interest payment
7 September 2018
KPG020 (2023 maturity) bond interest payment
19 November 2018
FY19 interim result announcement
19 December 2018
FY19 interim dividend payment
KPG030 (2024 maturity) bond interest payment
kiwi property
annual report 2018
30
contents
results
PG 32
financials
delivering on strategy
PG 62
five-year summary
PG 64
financial statements
PG 67
notes to financials
PG 73
corporate governance
PG 101
other investor
information
remuner
ation report
PG 118
other shareholder information
PG 124
directory
PG 131
31
results
letter from the chair
Mark Ford, Chair
kiwi property
annual report 2018
32
chair’s report
target
long-term
total returns
>9%
per annum
pre-tax funds from operations
per share growth
>2%
per annum
achieved
long-term
total returns
9.3%
2017: 9.7% per annum
pre-tax funds from operations
per share growth
-
2.5%
2017: 12.5% per annum
disciplined
investment strategy
Dear shareholders
Welcome to our 2018 annual report.
I am pleased to report that Kiwi Property has again delivered a positive result for shareholders
and that our property portfolio is in excellent shape and positioned well for the future. It is a
direct result of the disciplined and consistent implementation of our investment strategy over
many years that puts us in our current position of strength. Property is a long-dated asset class
and successful property companies focus on the long term.
As always, we remain focused on our objective of providing investors with a reliable investment
in property. We continued to meet our shareholder goals by delivering long-term total returns
of 9.3% per annum, in excess of our 9% target. Due to an increased number of shares on issue
following the equity raise in July 2017 and the sale of a non-core asset, we were below our
target pre-tax funds from operations per share growth of greater than 2%, achieving -2.5% per
annum for the latest financial year, compared with +12.5% per annum for the prior year.
Undertaking this equity raise in July 2017 was an important step to assist us with funding our
future investment and development opportunities. We were pleased with the support we
received from you, our investors, raising net proceeds of $157 million.
In February, we were delighted to give the green light to the previously foreshadowed
$223 million Galleria retail expansion of Sylvia Park, following 11 years of outstanding
performance and growth at the centre. The proceeds from the equity raise are being
applied to funding this development. Our vision for Sylvia Park is the creation of a
world-class town centre, offering our customers exceptional retail, dining, entertainment
and workplace experiences. This latest retail expansion will consolidate the centre’s
position as New Zealand’s favourite shopping destination.
You can read more about our projects at Sylvia Park, together with
a full update on the financial and operating highlights for the year,
in the report from our Chief Executive, Chris Gudgeon,
commencing on page 38.
33
results
people, planet and profit
Your board has maintained a steadfast commitment to environmental, social
and governance matters, which we refer to as our focus on ‘people, planet and profit’
(turn to page 02 to read more).
This year, we are releasing our 2018 Sustainability Report alongside our Annual Report.
Like many companies, our sustainability programme began with a focus on implementing
environmental initiatives that would reduce operating costs and allow us to tread more lightly
on this planet. Today, more than 15 years later, we are increasingly focused on engagement that
brings us closer to our communities, builds better social experiences and rewards, produces a
strong corporate culture and ensures our investments are enduring. I encourage you to read
our Sustainability Report which you can download from our website.
The Sustainability Report is available on our website,
kp.co.nz/annual-result
As always, we are committed to ensuring the Company adheres to best practice corporate
governance principles and high levels of ethical standards. During the year, we adopted all
of the NZX’s best practice recommendations encompassed in the new NZX Corporate
Governance Code. You can read more about our corporate governance practices
commencing on page 101.
Your board has also continued to focus on the health, safety and wellbeing of our people, as
well as the gender and ethnic diversity of our people to ensure we are well placed to serve
our customers and the communities in which we operate. You can read more about our
people initiatives commencing on page 46.
leadership change
Last July our Chief Executive, Chris Gudgeon, signalled his intention to retire from
the position in September 2018, after ten years in the role.
We have conducted interviews of domestic and international candidates in our search for a new
Chief Executive to replace Chris. We have been impressed by the high calibre of candidates
and look forward to providing you with an update on our selection in the near future.
We are grateful to Chris for his contribution to Kiwi Property over his ten-year tenure and look
forward to making the most of his talents in his remaining time with the business.
board changes
We said goodbye this year to Joanna Perry, who had served as an independent director for
close to 11 years and we welcomed in her place Mark Powell. Mark is well known in
New Zealand and brings with him extensive experience in strategy setting and execution,
cultural and digital transformation, property development, mergers and acquisitions and
joint venture management in publicly listed companies.
Following Joanna’s retirement, Mary Jane Daly was appointed Chair of the Audit and Risk
Committee, and Mark Powell was appointed as a Member of the Audit and Risk Committee.
The change in both the board and leadership team is an opportunity to inject fresh ideas into
our business, while maintaining a clear focus on our investment objectives and the execution
of our business strategy.
kiwi property
annual report 2018
34
chair’s report
FY18 cash dividend
6.85 cents
per share
projected FY19 cash dividend
6.95 cents
per share
MARK FORD
CHAIR
dividends
I am pleased to confirm a full-year cash dividend of 6.85 cents per share, up from 6.75 cents
in the prior year and in line with guidance.
Our dividend policy is to pay out up to 100% of funds from operations (FFO)
1
, our measure of
underlying earnings. To provide flexibility, we retain income to smooth dividends through
times when earnings are affected in the short term by planned investment or development
activity. Our target payout ratio is typically between 85% and 95% of FFO.
We are committed to delivering sustainable and attractive returns to our shareholders.
For some investors, Adjusted Funds From Operations (AFFO)
1
represents an important
measure of dividend sustainability. The use of dividend policies based on AFFO is an
increasing trend with New Zealand property entities and is common amongst
Australian property entities.
In light of this, it is the board’s intention to transition to a dividend policy based on AFFO, over
time. Over the next few years, the board will be looking to balance the competing priorities
of maintaining and gradually increasing cash dividends, while at the same time seeking to
grow AFFO to cover those dividends.
We are pleased to advise that for the 2019 financial year, we are projecting an
increased cash dividend of 6.95 cents per share, absent material adverse events or
unforeseen circumstances.
outlook
Supportive economic and property market fundamentals, in combination with the
robustness of our property portfolio provides us with confidence the Company will continue
to deliver a strong financial performance.
conclusion
Thank you to my board colleagues and our people for their continued enthusiasm and
dedication to delivering exceptional outcomes.
I would also like to thank our investors for your continued support of Kiwi Property. I look
forward to being able to share more details on our 2018 annual result at the annual meeting
of shareholders, which will be held in Auckland on Thursday, 7 June 2018. Details of the
meeting can be found on page 03 of this report.
1. Funds from operations (FFO) and adjusted funds from operations (AFFO) are non-GAAP financial information and are common investor metrics for property entities.
The Company calculates FFO and AFFO in accordance with the Voluntary Best Practice Guidelines issued by the Property Council of Australia. For further information
on FFO and AFFO refer to page 65.
35
results
the board
MARY JANE DALY
CHAIR OF THE AUDIT AND RISK COMMITTEE
DATE APPOINTED: SEPTEMBER 2014
DATE LAST RE-ELECTED: JULY 2016
BCOM, MBA
Financially savvy
Risk manager
Strategically agile
Skier
RICHARD DIDSBURY
MEMBER OF THE REMUNERATION AND
NOMINATIONS COMMITTEE
DATE APPOINTED: JULY 1992
DATE LAST RE-ELECTED: JULY 2017
BE
Entrepreneur
Winemaker
Property developer
Arts patron
MARK FORD
CHAIR OF THE BOARD
MEMBER OF THE AUDIT AND RISK COMMITTEE AND
REMUNERATION AND NOMINATIONS COMMITTEE
DATE APPOINTED: MAY 2011
DATE LAST RE-ELECTED: JULY 2017
ACA, FACD (DIP), NSWIT DIP (COMM.)
Property and development savvy
Deal doer
Street wise
Collector of funky t-shirts
kiwi property
annual report 2018
36
the board
JANE FREEMAN
CHAIR OF THE REMUNERATION AND
NOMINATIONS COMMITTEE
DATE APPOINTED: AUGUST 2014
DATE LAST RE-ELECTED: JULY 2016
BCOM
Strategist
Coach and mentor
Leader
Fitness enthusiast
MIKE STEUR
MEMBER OF THE AUDIT AND RISK COMMITTEE AND
REMUNERATION AND NOMINATIONS COMMITTEE
DATE APPOINTED: JANUARY 2010
DATE LAST RE-ELECTED: JULY 2015
DIP VAL, FRICS, FPINZ, FAPI, MAICD
Extensive property experience
Connected
Forward looking
Boatie
MARK POWELL
MEMBER OF THE AUDIT AND RISK COMMITTEE
DATE APPOINTED: OCTOBER 2017
BSC, MSC, MBA, BTHEOL, MA
Retail leader
Problem solver
Rugby fanatic
Theologian
Comprehensive profiles of our directors can be found
on our website, kp.co.nz/about-us/our-people
37
results
chief executive's review
chief executive’s review
Chris Gudgeon, Chief Executive
kiwi property
annual report 2018
38
positioned
for growth
In the 2018 financial year, we continued to grow revenues while improving the quality
of our investment portfolio through the sale of non-core assets, strategic acquisitions and
the commencement of new development projects.
We have maintained our conservative gearing, executed strongly on capital
management initiatives and made ourselves more attractive to investors by
securing a corporate credit rating.
We increasingly see ourselves as mixed-use or town centre investors, creating diverse,
engaging environments that connect New Zealanders – exceptional places for
exceptional people. A strong focus on customer experience inspires our
management priorities and investment activities.
Over the next few pages I share with you our highlights of the 2018 financial year.
achieved strong financial result
Net profit after tax
1
was $120.1 million, which is down on the prior year result of
$143.0 million, due to lower revaluation gains on our property portfolio this year and the
absence of fair value gains on interest rate derivatives experienced in the prior year.
Importantly however we delivered a strong underlying operating result, as measured by our
funds from operations (FFO)
2
. FFO again grew to a record result of $111.3 million (up 8.2%)
predominantly reflecting growth of 5.2% in rental income to $192.1 million, driven largely by
contributions from completed developments and strategic acquisitions.
Our property portfolio value increased to $3.1 billion, with net tangible assets increasing to
$1.40 per share, up from $1.39 in the prior year.
As outlined by the Chair, we are pleased to confirm a full-year cash dividend to shareholders of
6.85 cents per share, in line with guidance and up from 6.75 cents per share in the prior year.
This strong result reflects the benefit of our ongoing portfolio enhancement and is
underpinned by the focused execution of our investment strategy.
1. The reported profit has been prepared in accordance with New Zealand generally accepted accounting practice (GAAP) and complies with New Zealand Equivalents to
International Financial Reporting Standards. The reported profit information has been extracted from the annual financial statements which have been the subject of an
audit pursuant to the New Zealand Auditing Standards issued by the External Reporting Board.
2. FFO is an alternative non-GAAP performance measure used by Kiwi Property to assist investors in assessing the Company’s underlying operating performance and to
determine income available for distribution. FFO is a measure commonly used by real estate entities to describe their underlying and recurring earnings from operations.
FFO does not have a standard meaning prescribed by GAAP and therefore may not be comparable to information presented by other entities. FFO is calculated by
Kiwi Property in accordance with the Voluntary Best Practice Guidelines issued by the Property Council of Australia (the Guidelines). During the 2018 financial year, the
Guidelines amended the method used to derive FFO to include the amortisation of leasing fees. Kiwi Property has amended its current year FFO calculation to reflect this
change. The reported FFO information has been extracted from the Company’s annual financial statements which have been the subject of an audit pursuant to
New Zealand Auditing Standards issued by the External Reporting Board.
Kiwi Property is in excellent shape, with a high-quality portfolio of retail
centres and office buildings, a robust balance sheet and an exceptional team
of professionals committed to executing a clear investment strategy.
Our Chief Financial Officer, Stuart Tabuteau, provides more in-depth
details of our financial result on page 62.
39
results
outlook for New Zealand
shopping centres is robust
The outlook for New Zealand’s retail
sector remains robust.
Compared to global benchmarks, the
New Zealand shopping centre sector is
relatively undersupplied, with the amount
of retail floorspace per person being one
quarter that of the United States and half
that of Australia. Particularly in Auckland,
the growth in retail floorspace has not
kept pace with demand, which has been
fuelled by population growth, creating
opportunities for strong centres to
expand and take market share.
Further underpinning the outlook for
retail sales growth more generally is the
prospect of continuing economic
growth. The latest New Zealand Institute
of Economic Research (NZIER)
Consensus Forecast projects solid
growth in GDP for the next few years,
citing increased expectations for
household and Government spending
and a rebound in consumer confidence
that is expected to flow through to solid
growth in household spending.
NZIER’s GDP growth forecast for the
year to March 2019 is 3.1%, growing
to 3.3% in 2020 before moderating to
2.
9% by 2021.
Within Kiwi Property’s shopping centres,
demand for space from domestic and
international retailers is strong, as
evidenced by our high 99.6% portfolio
occupancy rate. This is because at
Kiwi Property we focus on delivering
the right mix of in-demand retailers and
customer experiences – an approach
which delivers positive results for our
specialty store operators who have
witnessed sales productivity improve
7.1% in the past 12 months from
$9,900 per square metre to $10,600
per square metre.
After more than a decade of competition
from online sales, we can now say with
confidence that the retail sector has
room for both online sales and bricks
and mortar retail, with the latter’s ability
to connect people socially becoming
an increasingly important differentiator.
As online retailers become more
sophisticated, their need for an
omni-channel presence to capture
both online and instore sales has
evolved and we are now witnessing
more online retailers dovetail their
online presence with physical stores.
This is a positive outcome for retail
property owners, who will have even
greater choice when selecting the right
tenant mix for their centres.
The natural coexistence of bricks and
mortar retail and online retail is borne
out with research from global property
research firm MSCI, who produced
an interesting piece recently on retail
property returns in the United States.
MSCI’s research
1
indicates that total
returns from retail property have not
been materially impacted from the
growth in online when compared against
returns from other property classes.
The firm’s data tracked returns over a
16-year period – during which time online
sales grew at 15% per annum from 1% to
9% of total sales.
1. MSCI Research Insights, February 2018.
chief executive’s review
our strategic objective
to provide investors
with a reliable investment
in New Zealand property
through the ownership
and active management
of a diversified
high-quality portfolio
FY18 highlights
profit after tax
$120.1m
2017: $143.0m
funds from operations
$111.3m
2017: $102.8m
funds from operations
per share
7. 8 4 c p s
2017: 7.95 cps
net tangible assets
$1.40 per share
2017: $1.39 per share
kiwi property
annual report 2018
40
3. Further information about S&P Global Ratings’ credit rating scale is available at www.standardandpoors.com.
A rating is not a recommendation by any rating organisation to buy, sell, or hold Kiwi Property securities.
The rating is current as at the date of this Annual Report and may be subject to suspension, revision or
withdrawal at any time by S&P Global Ratings.
maintain a strong
balance sheet
we focus on maintaining
a strong financial position
with conservative gearing
FY18 highlights
gearing 29.7%
corporate credit rating
BBB (stable)
weighted cost of debt
4.99%
FY19 balance sheet focus
We will:
Focus on further diversifying
our sources of debt facilities
and extending the weighted term
of our overall debt facilities.
add value through
our investment
decisions
we add value through
the strategic acquisition,
divestment and development
of property assets
FY18 investment highlights
increased our weighting
to our preferred sector
sector diversification
by portfolio value
retail
68%
office
27%
other
5%
robust capital management
We continued to maintain a strong
and conservative balance sheet and
stayed active in our capital
management programme.
We were delighted to secure a credit
rating during the year, with the Company
being assigned a corporate credit rating
of BBB (stable) from S&P Global Ratings
3
and an issue credit rating of BBB+ in
respect of the Company’s fixed-rate
senior secured bonds.
During the year, we undertook the
following capital management activities:
— raised $161 million of new equity
through a fully underwritten
pro-rata entitlement offer, providing
a net $157 million to reduce bank
debt before being applied to
value-enhancing projects
— further diversified our sources of
debt through the addition of China
Construction Bank and HSBC to
our pool of lenders, and
— ra
ised $125 million through the
issue of seven-year fixed-rate
senior secured bonds.
At year end:
— ou
r gearing ratio reduced to 29.7%,
down from 34.5% in the prior year, due
to the repayment of bank debt from
the proceeds of the entitlement offer
and the sale of The Majestic Centre,
together with the positive valuation
gains on our property portfolio
— we m
aintained a healthy 3.6-year
weighted average term to maturity
on our debt facilities, and
— we m
aintained a low weighted
average cost of debt of 4.99%.
creating value for the future
development of property assets
We currently have $370 million of
developments in progress that will
continue to add significantly to both
the income performance and quality
of our property portfolio.
In our office portfolio, we delivered
refurbished premises for the insurer
Suncorp New Zealand and law firm,
Russell McVeagh, at our landmark
Auckland office tower, Vero Centre.
The retention of both these tenants on
long leases of 12 years has provided
income security for the Company and the
refurbishments have transformed the
working environments for these tenants.
Read more about Suncorp’s stunning
new fit out on page 18 of this report.
In December 2017, we delivered a
$9 million dining precinct at Sylvia Park,
known as ‘The Grove Dining District’.
Created to respond to current consumer
demand for food and entertainment, the
project opened with ten eateries offering
a vibrant array of food, including Josh
Emmett and Fleur Caulton’s Hawker &
Roll, along with Birdie’s Bar and Deli,
Cleaver & Co, The Little District, Mexico,
Better Burger, Garrison’s Public
House, Casablanca, Wagamama and
The Coffee Club.
The project opened 100% leased and
will deliver an initial yield of 7.8% growing
to 8.2% over the following two years,
with a projected 10-year internal rate of
return of 10%.
Read more about Josh Emmett and
Fleur Caulton’s Hawker & Roll venture
on page 24 of this report.
The Grove Dining District followed the
successful opening of H&M and Zara in
2016, and was the next in a series of
projects being delivered at Sylvia Park,
all designed to bring to life our vision to
create a world-class town centre.
In addition to the dining precinct we
undertook the following development
activity at Sylvia Park during the year:
—Progressed construction and leasing of
our office building referred to as
‘No.1 Sylvia Park’. With completion of
this project expected by July this year,
we are delighted that the building is
now 90% leased. The building is
anchored by insurance giant IAG and,
post balance-date we leased 6,740 sqm,
or five whole floors and a part floor to
banking group, ANZ. Both of these
high-quality tenants have committed to
nine-year leases. Attracting tenants of
such high calibre to the building is
testament to the truly unique and
high-quality office solution and working
environment the building offers.
Further testament to the building’s
quality was confirmation that it has
achieved a 5-star Green Star design
rating, meaning the building is
highly efficient from a resource
usage perspective.
sector diversification
41
results
chief executive’s review
FY19 focus
We will:
Continue to progress
our developments at
Sylvia Park – bringing to
life our vision to create a
world-class town centre.
Open Langdons Quarter
at Northlands to customers
in November 2018.
Progress structure
planning process for our
Drury land with
Auckland Council.
Settle the sale of North City.
geographic diversification
by portfolio value
Auckland
66%
Wellington
10%
Hamilton
9%
Christchurch
8%
Palmerston North
7%
geographic diversification
The cost of the project remains on
budget at $80 million. ANZ will
progressively take occupation
between June and December 2019.
Following ANZ’s full occupation, the
project is expected to yield 7.4% with
a projected 10-year internal rate of
return in excess of 9%.
Read more about IAG’s move to No. 1
Sylvia Park on page 16 of this report.
— Progressed construction of a new
$36 million multi-deck carpark.
This project is on-budget and on-time
to complete in November 2018,
delivering ~600 additional parking
spaces for our customers.
— As noted by the Chair, we were
delighted to announce that we were
proceeding with our retail Galleria
expansion, bringing approximately
60 new specialty retailers, a two-
storey Farmers department store,
international mini-majors and a
further multi-deck carpark adding
~900 car spaces. Construction
commenced in March this year
and we look forward to opening the
doors to customers in mid-2020.
The project is expected to provide
an initial yield of 5.7%, growing to
6.2% by year three, and an internal
rate of return in excess of 10%.
Read more about the history and success
of Sylvia Park and our Galleria
development plans on pages 10 to 17.
The other major project we commenced
during the year was construction of a
vibrant new dining and entertainment
precinct, to be known as Langdons
Quarter, at Northlands in Christchurch.
Again, this development is directly in line
with our strategy of providing compelling
food and dining experiences that
respond to customer demand.
The project features a new dining
precinct beneath a newly refurbished
HOYTS cinema offer, together with
seismic strengthening works in that area.
The total cost of our development is
$18.8 million (which includes $6.8 million
of seismic strengthening works) and is
expected to provide a 6% yield on cost
(excluding strengthening costs) in the first
full year post completion. Construction
commenced in January 2018 and is due
to complete in November 2018.
Read more about why food is important
on page 20 and about our makeover at
Northlands on page 22.
Looking to the longer-term horizon, we
have progressed our town centre
planning for our 51-hectare landholding in
Drury, south of Auckland, which we aim to
develop over a 20-year timeframe to
coincide with predicted population
growth, household formation and
employment growth in South Auckland.
In conjunction with key infrastructure
providers and neighbouring landowners
and developers, we are participating in
the Auckland Council-led structure plan
for the broader Drury/Opaheke precinct.
This is a pre-cursor to securing a town
centre zoning that will enable us to
construct or facilitate retail, commercial
and residential development on the land.
transaction activity
Our asset recycling programme of
previously identified non-core assets
progressed well during the year. The sale
of The Majestic Centre settled in
December 2017 for $123.2 million and,
post balance-date, we secured the sale of
North City for $100 million. Settlement is
scheduled to occur no later than July 2018.
These sales enable us to pay down debt
to provide us with further funding
capacity to focus on value-added
investment opportunities in line with our
core investment strategy.
Kiwi Property assumed management of
The Majestic Centre on behalf of its new
owner in December 2017 but will no
longer manage North City on settlement
of the sale.
During the year we acquired a 3.2 hectare
property adjacent to Sylvia Park for
$27.1 million. When combined with our
existing adjacent landholdings at Sylvia
Park, this acquisition has enabled us to
consolidate a strategic 7.7-hectare
landholding adjacent to Sylvia Park.
We have no immediate plans to redevelop
the land; however, given our world-class
town centre vision for Sylvia Park and
Mt Wellington’s status as a Metropolitan
Centre, it makes good sense for us as a
long-term investor to increase our
landholdings in this strategic location.
kiwi property
annual report 2018
42
intensive asset management
We are active managers of our property
investments, which means we employ
dedicated teams to ensure our shopping
centres provide the right tenancy mix and
attractions for our customers, and that
our office buildings remain in high
demand from business tenants.
Kiwi Property is now enjoying the benefits
of both a stable economy and a sound
delivery platform. Continuing demand for
quality retail and office property, especially
in Auckland, is keeping occupancy high.
Economic growth is supporting demand
and ongoing rental growth, with improving
operating revenues. Investor demand for
high quality assets continues to lift
property values.
retail portfolio – creating
exceptional places to shop
To deliver on our strategy to create
exceptional places to shop, we have
continued to focus on improving our
retail offer and responding to customer
preferences by continuing to refine
our tenancy mix and by creating
exceptional experiences.
This has included re-weighting our retail
mix into categories experiencing higher
customer demand such as food catering
and retail services. We are also focusing
on a wide range of initiatives to enhance
the retail experience for our customers
and retailers, in a continuously changing
retail landscape.
The improvement in many of our key
metrics during the year reflects this focus.
key metrics
Retail income was up 5.8% (3.1%
like-for-like) on the prior year due to
full-year contributions from Westgate
Lifestyle, The Base and the Zara and H&M
developments at Sylvia Park, offset by
reduced income at Northlands as a result
of development impacted tenancies and
vacancies. Further, our income is
underpinned by the predominance of
fixed and CPI-related rent reviews. Rent
reviews completed in the current year
resulted in an uplift over prior passing
rents of 3.4%.
Our retail portfolio was 99.7% occupied at
31 March 2018, above our long-term
average occupancy of 99%, with a
weighted average lease term of 3.8 years.
retail sales
Total retail sales grew by 3.4% to
$1.8 billion during the year. Our portfolio
of seven shopping centres recorded total
sales of $1.6 billion, an increase of 3.9%,
while attracting more than 50 million
shopper visitors.
Particularly strong performances were
seen at Sylvia Park, where sales grew by
9.0%, and The Plaza, up by 5.1%. We were
pleased to see consistent like-for-like
growth of between 2.6% and 3.3% across
the majority of our shopping centre
portfolio and an overall 7.1% increase in
sales productivity for specialty retailers
to $10,600 per square metre. Consistent
with this, our specialty gross occupancy
cost (GOC) was 12.1%, down from 12.4%
a year earlier, indicating improved
affordability of rents and greater scope
for future rental growth.
Against the trend, sales at North City in
Porirua declined by 3.9% on a like-for-like
basis, but this was expected given the
elevated levels of trading experienced
during 2017 when other Wellington retail
centres were disrupted by the November
2016 Kaikōura earthquake. Like-for-like
sales at Northlands were also 1.5% lower
but again, this was not unexpected given
the redevelopment works currently
underway and the opening of new
supermarkets within its trading catchment.
experiences
This year we have continued our roll-out
of high-speed WiFi in each of our centres.
Our customers are able to access this
free of charge and the rich data we are
gathering from this is enabling us to gain
insights into customer behaviour,
including dwell times, foot traffic and the
way customers move around our centres.
Our focus in FY19 is to build a strong
data platform to leverage this information
to further enhance our customer
experiences, provide insights to our
retailers, and improve the way we
manage the centres.
4. Post balance date, the Company entered into an agreement for the sale of North City.
The sale is due to settle no later than July 2018.
intensive asset
management
we seek to optimise asset
performance through
intensive asset
management
our retail portfolio
4
9 retail centres
$2.1 billion value
355,000 sqm
net lettable area
964 tenants
$136.5 million
net operating income
FY18 retail portfolio
highlights
99.7% occupancy
3.8 years WA LT
+3.3% uplift on prior passing
rental from new leasing and
rent reviews
$1.8 billion retail sales
>50 million visitors a year
FY19 retail
portfolio focus
We will:
Use the customer data
we are collecting to further
connect with our customers.
Continue the leasing
programme for our Galleria
development at Sylvia Park.
Finalise our leasing deals at
Langdons Quarter.
43
results
chief executive’s review
our office portfolio
4 office buildings
$831 million value
96,000 sqm
net lettable area
59 tenants
$50.3 million
net operating income
FY18 office portfolio
highlights
99.3% occupancy
10.1 years WA LT
+4.4% uplift on prior passing
rental from new leasing and
rent reviews
FY19 office
portfolio focus
We will:
Focus on leasing up vacant
and expiring space in the
Vero Centre.
Roll-out a pilot of a tenant
internet portal within the
Vero Centre.
Welcome our first office
tenants to No.1 Sylvia Park.
We completed over 2,000 retail activations
in our centres. Activations are ‘pop up’
retail activities that allow retailers to
showcase products and brands that create
added attractions for shoppers while
garnering further income streams
for our investors.
We have continued to improve digital
wayfinding for easier parking and
have partnered with Be. Accessible to
provide an accessibility rating for each
of our centres.
office portfolio – creating
exceptional workplaces
Our office portfolio is in good shape,
due in part to recently completed
developments and the securing of long
lease terms at key assets, including
ASB North Wharf, The Aurora Centre and
44 The Terrace. Occupancy sits at 99.3%,
with a long weighted average lease term
of 10.1 years, providing long-term security
of income for our shareholders.
Office rental income was up 3.3%
(0.9% like-for-like) on the prior year,
with contributions from completed
developments at The Aurora Centre
and 44 The Terrace, offset by the
disposal of The Majestic Centre and
reduced income at the Vero Centre
largely due to a surrender payment
received in the prior year.
Our office assets provided a revaluation
gain of $54.3 million, benefiting not only
from macro-economic factors such as
positive office market fundamentals and
investor sentiment, but also property-
specific factors such as seismic resilience,
strong tenant covenants, long WALT and
limited deferred maintenance. The total
value of the portfolio is now $831 million.
The Vero Centre alone has contributed
$123 million in value gains over the past
five years, and when combined with
ASB North Wharf, our Auckland assets
have contributed $172 million.
Leasing activity was largely limited to that
within our premier Auckland office tower,
Vero Centre. New leases and rent reviews
completed have provided an uplift of
4.4% over prior passing rentals.
At Vero Centre, we have been successful
in retaining all key tenants on new
long-term leases and have facilitated
their requirement for office space
efficiency.
Good examples of this are
key anchor tenants Russell McVeagh
and Suncorp who have completed new,
inspiring and contemporary fit-outs.
A key focus for us in the year ahead
will be leasing 5,600 sqm of space, or
14% of the building, that has either
become vacant as a result of those
tenants reducing their space
requirements, or is space due to expire
in FY19. Subsequent to balance date,
we have completed leasing deals over
1,100 sqm of this vacant space with a
weighted average lease term of eight
years. With strong enquiry from tenants
we are confident in our ability to achieve
100% occupancy in the short term.
We also look forward to the completion
of No.1 Sylvia Park and welcoming our
first ever office tenants at Sylvia Park.
We continue to sharpen our emphasis
on our customers – our tenants and their
people – within our office buildings as we
position Kiwi Property as the provider of
choice for exceptional workplaces.
In each of our office buildings we have,
or are introducing, first-class end-of-trip
facilities, bookable visitor carparks,
carpark sharing options, concierge
services and more food and beverage
choices. An exciting initiative to be rolled
out over the next year is a tenant portal,
which will connect our tenants within a
building and provide online services,
including carpark booking and coffee
ordering, as well as building maintenance
services. These are designed to save our
customers time, money or both.
kiwi property
annual report 2018
44
treading more lightly on our planet
We are proud of our leadership position in
sustainability. We consider it an important
part of our value proposition.
Our corporate social responsibility
programme, which we bring together under
our ‘sustainability’ banner, has been in
operation for more than 15 years. Like many
companies, we began with a focus on
implementing environmental initiatives,
helping us to tread more lightly on the
planet while reducing operating costs.
Today, we are increasingly focused on
engagement that brings us closer to
our communities, builds better social
be
haviours and rewards, produces a
strong corporate culture and ensures our
investments are enduring.
Our sustainability programme was rewarded
again in the current year with a number of
successes and firsts.
Read more about our current year
sustainability highlights commencing
on page 50.
For the first time this year, we are releasing
our standalone Sustainability Report
alongside our Annual Report. If you want
to read more about our sustainability
programme, you can view this report on
our website kp.co.nz/sustainability.
fostering a high-performing culture
We see people and culture as a key enabler
to the delivery of our strategy. We have
been working diligently to build a highly
engaged, diverse and inclusive workforce.
A key focus over the past year has been
the preparation for moving into our new
corporate home at the Vero Centre, which
we did in April of this year. Due to growth in
our teams, our Auckland corporate teams
had been spread out over three floors in
two locations for the past few years. We are
excited to have brought everyone together
again under one roof and on one floor.
appointment of GM Retail
Subsequent to year end, we were pleased to
announce the appointment of Linda Trainer
to the role of GM Retail. Linda brings over
20 years’ experience in property, retail,
management and marketing. She has
overall responsibility for developing,
championing and delivering the retail
portfolio’s strategic objectives and goals,
and leading the retail team to optimise
profitability and investment performance.
Read more about the activities we have
been doing with our people on page 46.
reflections on the past decade
As noted by the Chair, I will be finishing my
tenure with Kiwi Property this September.
I have thoroughly enjoyed working with
Kiwi Property; it is a Company built on the
strength of its people and the outstanding
platform of knowledge and expertise
contained within it. I extend a very warm
thank you to the board and the entire
management team for their considered
counsel, indefatigable approach to creating
an exceptional company culture, and their
determination to deliver outstanding results
for all stakeholders.
On page 56, I reflect more on my time
at Kiwi Property.
the year ahead
Kiwi Property has performed well in FY18,
and we look forward to delivering positive
results in the year ahead.
Our key focus for the year ahead will be
on progressing our development projects
underway at Sylvia Park and Northlands
while also progressing our long-term town
centre vision for Drury.
We will continue to optimise the
performance of our portfolio by seeking
ways to improve our tenant and customer
experiences, ensuring our assets remain
resilient and in demand.
Once again, I thank you for your support of
Kiwi Property, and for the support given to
me during my time here.
CHRIS GUDGEON
CHIEF EXECUTIVE
45
results
strategic objectivesoutcomes this yearour future focus
we’re
people-
people
To create a workplace of
the future with new ways
of working
With a move to new corporate offices
in the Vero Centre in April 2018, we
have moved to activity-based work
practices, empowering our team to
work where and how they choose,
with maximum flexibility and minimum
constraints, to optimise collaboration,
productivity, wellbeing and space.
We will monitor the success of
our new workplace through
employee engagement and
productivity measures, and fine
tune where possible to ensure
our workplace of the future
remains fit for purpose.
We have embraced digital ways of
working with the use of apps for
internal communication, employee
carparking, pay and leave self-service,
performance and development and
remote system security access.
We will continue to leverage
technology and digitisation
of the workplace to increase
productivity, reduce occupancy
costs per employee and increase
our sustainable practices.
Our objective is to create a workplace that attracts, engages, develops and retains
the best people in the property industry, and for our team to be empowered,
inspired and free to be and do their best together, for our customers and investors.
– Kylie Eagle, Head of People and Culture
Kiwi Property has been evolving its people and culture strategy since we were
established. Here are some of our achievements for 2018, and an overview of
what we will be focused on in the year ahead.
creating a
strong culture
kiwi property
annual report 2018
46
chief executive’s review
strategic objectivesoutcomes this yearour future focus
we lead
Build leadership capability
at all levels of the
organisation as an enabler
of our strategic objectives
and our culture
In 2017 we launched ‘Elevate’,
the Kiwi Property Leadership
Development programme built
on developing leaders who are:
—real and adaptable
—coaches and connectors, and
— discoverers and visionaries.
87% of our people leaders
participated in leadership training
during the 2018 financial year.
Our leadership development
focus will continue to develop
how our leaders think and
learn, rather than what to think
and do.
We will work on measuring
our progress in this area by
undertaking an organisational
employee survey and
comparing our leadership
style profile against our
starting profile.
we have a
passion for
excellence
To attract, develop and
retain talent
We provide potential for development
via experience, exposure and education.
— 70% of development via
experience, day-to-day tasks,
challenges and practice.
— 20
% of development via
exposure to others, work situations
and collaboration.
— 10
% of development via education
and structured learning.
Attracting, developing and
retaining the best talent in the
industry is critical to building
a sustainable and high
performance organisation.
We are working towards
ensuring our talent is engaged
and career growth occurs
through individual learning and
development plans and a
coordinated approach to talent
management.
To support and build a future pipeline
of talent, we have committed to
supporting the education, promotion
and enablement of careers in the
property industry for Māori and
Pasifika students.
During the 2018 financial year, in
conjunction with Keystone Trust, we
designed a scholarship programme
for Māori and Pasifika students
undertaking tertiary study in property.
We look forward to being able
to name the first recipient of
the Kiwi Property Māori and
Pasifika scholarship in 2018.
CHRISTIE ZHAO
COMMERCIAL PROPERTY
MANAGER
47
results
strategic objectivesoutcomes this yearour future focus
we do
what’s
right
Create a culture of
inclusion, diversity, health
and safety, wellbeing and
giving back
cultural awareness
We continued to grow employee
awareness of New Zealand’s cultural
diversity through education and
celebrations of Diwali, Chinese
New Year and Matariki.
We have started the investment
to understand what makes
workplaces inclusive.
Our goal is to broaden and embed
diversity and inclusion into our ways
of working.
wellbeing
In the 2018 year there were 208
occurrences of employee
participation in at least one wellbeing
programme. For example, 45 of our
people took part in the Auckland
Marathon in November 2017.
We will continue our focus
on wellbeing.
diversity
During 2017, new diversity objectives
were put in place to continue focused
work on developing a workforce that is
a more reflective representation of the
communities and customers we serve.
The new objectives focused on
sourcing and attracting a broader
candidate talent pool and identifying
alternative recruitment channels in
order to attract and source a greater
representation of Māori, Pacific
Peoples, Asian and female candidates.
We are proud of our achievements
during 2018. At 31 March 2017,
the representation of women in
the leadership team was 17%.
At 31 March 2018, this increased to
25% and, post the reporting period,
increased further to 36%.
Of the 28 new recruits to Kiwi Property
during FY18, the ethnicity profiles of
these team members are moving us
closer to our objective of better
reflecting the communities we serve.
This can be seen in the table aside where
we compare the ethnicity profile of new
team members joining the business in
FY18 to New Zealand’s ethnicity profile
from the 2013 census.
We will continue our focus to
increase the proportion of women
and Māori, Pasifika and Asian
ethnicities in senior leadership roles.
chief executive’s review
Kiwi Property
recruits FY18
New Zealand
profile 2013
census
European89%74%
Māori22%15%
Asian15%11%
Pacific Peoples4%7%
Middle Eastern,
Latin American,
African
4%1%
The statistics add to greater than 100%
as some employees identify with more
than one ethnic group.
kiwi property
annual report 2018
48
69%
of our people leaders
are women
87%
of our people leaders
participated in leadership
training in FY18
208
wellbeing courses
or activities were
undertaken in FY18
providing the opportunity to inject
fresh ideas into the business
212
health and safety related
courses were
undertaken in FY18
16%
rolling annual
employee turnover
our people
highlights
across our workforceacross our workforce
1
new director
3
1
new leadership
team members
1. The role of Manager Shopping Centres, held by Shelley Jenkin, was elevated to a Leadership Team position on 23 April 2018. Linda Trainer was appointed to the role of
GM Retail on 6 April 2018 and commenced with Kiwi Property on 23 April 2018. Rebecca Oliphant was appointed to the role of Strategy Manager and commenced with
Kiwi Property on 28 August 2017.
49
results
categorycurrent year initiativesoutcomes
waste — continued to roll out the recent
learnings from our Sylvia Park
waste trials across the balance
of the retail portfolio
— we have reduced waste by a further 4.3% over the year – equivalent to
diverting waste from over 221 jumbo bins
—since our 2012 base measurement year, we have diverted
310 tonnes of waste from landfill, the equivalent of filling
507 jumbo bins
water — continued to implement
operational refinements to
achieve further efficiencies
— over the year, we have saved enough water to fill over 101 domestic
swimming pools
—since our 2012 base measurement year, we have reduced
water consumption by 23 million litres, enough water to fill
over 467 domestic swimming pools
energy — maintained our continuous
improvement approach to
reduce energy consumption
— upgraded a further 15% of
common area lighting to LEDs
— energy usage has reduced 7.9% over the year. This represents enough
energy to power over 199 houses for a year
—since our 2012 base measurement year, we have saved
enough energy to power 448 houses for a year
LED replacement project
— si
nce 2016, we have replaced over 9,700 fluorescent lights
with energy efficient LEDs. 80% of the portfolio’s common
area lighting has now been upgraded
— expected to save over 3,300,000 kWh per annum (enough to power
300 homes for a year)
— LED lights typically last 25 times longer than fluorescent
lights. As a result, this programme is expected to negate the need for
almost 300,000 fluorescent lamps over the life of
the LEDs installed
— LE
Ds also do not contain mercury, which means the programme will
prevent the need to dispose of almost 9kg of mercury
Our aim is to tread lightly on the planet; in doing so, we can create efficiencies
across our portfolio while building asset and business resilience.
– Jason Happy, National Facilities Manager
Our sustainability programme has now been in place for over 15 years.
Here is a summary of some of our sustainability achievements
for 2018. For more in-depth information you are invited to
read our 2018 Sustainability Report. This is available on
our website, kp.co.nz/sustainability.
building business
resilience
chief executive’s review
kiwi property
annual report 2018
50
categorycurrent year initiativesoutcomes
carbon — targeted achieving the highest
rating of NZX-listed entities in
the Carbon Disclosure Project
— submitted carbon footprint to
CDP for certification
— achieved A- rating in the carbon disclosure project
− for the third consecutive year, retained highest CDP rating of any
New Zealand listed entity
— retained our FSTE4Good rating
− one of only five New Zealand entities included in this index
— retained the highest level of carbon certification, ‘Carbon Managed’
− our carbon footprint has reduced by 40% over our 2012 base year
NABERSNZ — continued our programme to
obtain 4-5 star NABERSNZ
ratings for all office buildings
owned or managed by
Kiwi Property by FY20
— 4 star – “excellent”
— 5 st
ar – “market leading”
— 6 st
ar – (top rating)
“aspirational”
— to date ratings have been obtained for:
− ASB North Wharf 4.5-star
− 44 T
he Terrace 4.5-star (2017)
− Th
e Aurora Centre 5.5-star. This is an exceptional outcome given this
was a refurbishment, reflecting investment over time and careful
design specifications for the refurbishment.
solar
— de
rived more energy for
base building needs from
natural resources
— Ki
wi Property is set to become New Zealand’s largest commercial user
of solar power after signing a non-binding Memorandum of
Understanding in 2017 with Meridian Energy to install solar arrays at four
shopping centres (in addition to the existing solar array at Sylvia Park)
seismic
resilience
— continued our commitment
to people safety and asset
endurance by continuing
our seismic strengthening
works programme
— in recent years we have spent over $137 million upgrading our assets to
be more resilient in the event of seismic activity
— du
ring the current year, works were undertaken at LynnMall, The Plaza,
North City and Northlands
tenant
engagement
— delivered a retailer awards
programme encouraging
sustainable shop fitouts
— Kiwi Property sponsored the 2017 New Zealand Retail Interiors
Association’s first sustainability award. This award used Environmentally
Sustainable Design (ESD) criteria developed by Kiwi Property (using a
specialist consultant) to assess entrants’ submissions.
− Th
e inaugural award was won by Lush’s Queen Street store.
2degrees’ Queen Street store was awarded a highly commended.
− Th
e awards evening was well attended, raising both the profile of
sustainability in the retail fit out industry and Kiwi Property as a
leader in sustainability.
51
results
leading trends
Electric vehicles (EV) are one of the major sustainability trends in supporting New Zealand to be a low carbon economy. We are
seeking to support these early users, understand how this substantial change will impact on our assets, then ready our assets
accordingly.
categorycurrent year initiativesoutcomes
electric
vehicles
— expanded our range of free
EV chargers for our customers
— In late 2017, we concluded another agreement with Tesla to add four
super chargers at our shopping centre in Palmerston North, The Plaza.
This installation forms part of Tesla’s ambition to have a super charger
highway between Auckland and Wellington.
— Th
ere are now 26 free electric car charging stations across
five of our shopping centres, including eight Tesla super
charger stations and 18 charging stations provided in
partnership with Meridian Energy.
— Us
age of our EV stations has risen dramatically over the year
(see chart below). Typically, we are now seeing in excess of
900 uses across the portfolio a month with a total plug in time
of over 1,100 hours per month.
—Th
e typical stay time for an EV is just over 1 hour and 10 minutes,
which is around 10 minutes longer than the average customer stay.
May 17 Jun 17
Jul 17Aug 17Sep 17Oct 17 Nov 17 Dec 17 Jan 18Feb 18
77
929
ev usage across sylvia park, lynnmall,
the plaza and northlands (by month)
chief executive’s review
EV charging at Northlands in
partnership with Meridian Energy
kiwi property
annual report 2018
52
ESG riskswhat we are doing
our people — Failing to ensure we continue
to recruit and retain the
best people.
— We are focused on creating a great working environment for our
people, supporting our employment proposition.
— We firmly believe that a diverse team, coupled with a safe and healthy
work environment, flexible working arrangements and a positive team
culture, will enable innovation, creativity and better business outcomes
to flourish.
our
communities
— Not remaining a valued part
of the communities in which
we operate.
— Our assets play an important role in the prosperity of local
communities, providing places of economic activity and focal places to
work, shop and socialise.
— We h
ave numerous community and tenant programmes to support
the prosperity of our tenants and businesses and aid local communities
to flourish.
our buildings
— Fa
iling to ensure our buildings
continue to thrive in future
operating environments.
— We b
uild and enhance our properties to meet current and expected
future operating environments, as determined by regulation,
infrastructure and climatic demands, thereby building resilience.
our
environment
— Fa
iling to ensure our
environmental performance
meets regulatory requirements
and operational efficiency
demands.
— We a
ctively work to reduce our environmental footprint and resource
use through continuously refining our operations and by deploying new
economically sustainable technology and practices.
our tenants
— Fa
iling to ensure our buildings
remain attractive to work, shop
and socialise in.
— We s
trive to continuously provide our tenants safe, healthy, accessible
and desirable buildings that support their business growth in a
sustainable manner.
— We a
lso strive to continuously provide our customers with sustainable,
community focused, safe, healthy and accessible buildings to shop and
socialise in.
our Environmental, Social and Governance (ESG) proposition and risks
Sustainability is an integral part of our value proposition, supporting our profitability, resilience and longevity. As well as
adding value to both ourselves and our tenants, our sustainability programme builds resilience by addressing the material
environmental, social and governance (ESG) factors for our business. Our key ESG risks are noted below, along with a
brief summary of steps we are taking to mitigate those risks (further details of our risk management practices and policies
can be found on page 112.
To address all of the above in an integrated manner, we have an overarching sustainability strategy. A cross-divisional committee,
including senior managers, is charged with implementing, monitoring and managing this strategy, ensuring sustainability is woven
into our business practices.
Each year, we report our performance against our ESG targets through disclosures made in our Annual Report, our Sustainability
Report and our Greenhouse Gas Inventory Document, all of which can be found on our website kp.co.nz/sustainability.
53
results
contributing to
stronger communities
Our success is linked to the success of the local communities
in which we operate. Accordingly, we consider it vital that we
play an active role in supporting New Zealanders to prosper.
chief executive’s review
employment
Kiwi Property has long been a supporter of New Zealand’s
charitable Keystone Trust, which has been giving students a
hand-up into property related tertiary studies for 20 years.
In 2015, we welcomed Keystone scholarship recipient
James Petherick to our commercial team on a part-time basis
as part of Keystone’s scholarship programme. Since then,
James has rotated through the facilities management team and
is currently working with the retail property team.
Here we talk to James about his experiences with the Keystone
Trust and Kiwi Property.
James, you’re obviously settling in well to the property
sector. What attracted you to the industry in the first place?
I was half way through my final year of high school, when I
booked an appointment with the school’s careers advisor, where
at this stage I still had no idea which career I wanted to pursue.
He suggested I explore the property industry as his daughter
had done so and found it to be an enjoyable and rewarding
career choice. I then spent a few weeks at the Dilworth Trust
Board shadowing the Head of Property, where I learnt that there
is much more to the property industry than residential real estate
agents. It was then I knew this was the industry I wanted to be in.
How did you hear about the Keystone scholarship programme?
Again it was my careers advisor who told me about Keystone; it was
a scholarship that provided much more than financial assistance,
including the tools needed to be successful in the industry.
How much of a difference has the scholarship made?
It is cliché, but I am not sure where I would be without the
Keystone scholarship. They provided me with a buddy in my first
year of university which really helped me to find my feet in the
new environment, which was completely different to school.
The numerous networking events provided by Keystone have
allowed me to meet the leaders in the property industry and
also helped me get my job here at Kiwi Property.
What has surprised you most about your working life?
The amount of interaction between people; everyone seems
to be regularly out of their desks, and at meetings with
tenants, contractors, or fellow colleagues, or away at one of
our properties.
How would you describe the culture at Kiwi Property?
The culture at Kiwi Property is second to none. The employees
really are ’people-people’. When I first started I was a little shy but
everyone was so welcoming which made me feel at ease.
Everyone always says ‘hi’ and shows genuine interest in how I am
doing which makes me feel appreciated and valued within the
organisation. It is the people that I work alongside that really
make coming to work that little bit more enjoyable.
What are some of the projects you’ve been able to work on?
Do you have a favourite?
I have been involved with the development of Westgate Lifestyle,
The Majestic Centre seismic strengthening project, the Vero
Centre lobby refurbishment and many more. However, if I had to
choose a favourite it would be the lobby refurbishment at the Vero
Centre. I was tasked with selling all the old lobby furniture to Vero
Centre tenants, with all proceeds given to charity.
Do you have a view yet on where you would like your career
to take you?
Not yet. With the rotations I have done through the different
teams at Kiwi Property it has meant that my shortlist of possible
career choices continues to grow. I definitely want to pursue the
property side of my degree and hope my career can tackle
some of the key property issues New Zealand faces.
Thinking about your time at Kiwi Property, what skills have
you acquired along the way?
I have acquired time-management skills as I have had to balance
my part-time work with Kiwi Property on top of my full-time
university studies and my other activities. Furthermore, I have
gained a lot of confidence and self-belief – if I truly put my mind to
something, anything is possible.
We do this by not only creating vibrant places to shop and work, but also by creating a strong
corporate culture, operating ethically and with high levels of governance, supporting
employment and education in our industry, and by giving back to our communities through
volunteering, sponsorship and helping community groups to flourish.
kiwi property
annual report 2018
54
communities
community experiences
Our shopping centres touch the lives of millions of customers every year.
We know that, as local gathering places, our centres have an important role
to play in strengthening their communities. Our centre management teams
d
e
velop initiatives to support their local communities. As a result, we
support more than 50 grassroots initiatives that promote the provision of
local employment, wellbeing and social engagement. Some great
examples include:
—KiwiFit – a safe, all-weather community exercise group
—Ki
wiBubs – a free club created to help Kiwi parents find support, practical
advice and friendship
—free childcare for 0-5 year olds for two hours per day at selected centres
—Ch
ristmas gift wrapping – with all donations going to local
charities, and
—supporting grass root sports through the ’Match Hero’ programme at
selected centres.
volunteering
Our volunteering programme provides each of our employees one day of
paid leave each year to participate in volunteering.
Over the year to 31 March 2018, our people provided 65 days of community
service. Some of the causes our team contributed to this year included:
—fundr
aising for breast cancer awareness
—tr
ack maintenance, tree planting and path construction for Cue Haven
Community & Management Trusts, a restoration of former farm land to
a native nature reserve
—pa
inting, gardening and meal preparation for The Lifewise Trust, an
Auckland-based community social development organisation, who
develop new ways to solve challenging social issues. They work with
families, older people, people with disabilities, and people at risk of
homelessness, to turn people’s lives around
—fo
od and toy donations for the Auckland City Mission Christmas
Appeal, and
—tree releasing (freeing trees from overgrown grass) for Waiheke
Resources Trust, which works towards sustainability for Waiheke Island.
Are there challenges in undertaking
full-time study and working in a corporate
environment like Kiwi Property? How have
you worked through those challenges?
At times, it can be a bit of a balancing act –
especially during exam time – but I am a
person who likes being busy. At first it was
also challenging working on particular tasks
by myself without supervision because I was
so used to being watched like a hawk at
boarding school.
James is now in his final year at the
University of Auckland studying a Bachelor
of Property and Bachelor of Commerce
conjoint, majoring in Accounting and
Marketing. As well as being named
Property Student of the Year in 2017, he
placed third in the Australasian Real Estate
Case Competition hosted by the University
of Sydney, and also competed in the
Cornell International Real Estate
Competition hosted by Cornell University
(held in New York).
Top: Students from
Blockhouse Bay School
who won $2,000 from
Kiwi Property through
’The Big Hoot’ competition.
Bottom: Our team
clearing tracks for Cue
Haven Community &
Management Trusts.
James Petherick, Kiwi Property
55
results
What first attracted you to Kiwi Property?
Definitely the people. Over a long time Kiwi Property has established a great reputation for good people
doing good things in the property sector – being leaders and being unafraid to take a calculated risk.
The perfect place to work if you are passionate about property.
What are you most proud of in your time at Kiwi Property?
I am very proud to have been part of a team of people that has grown Kiwi Property from a $2.1 billion
business in 2008 into a $3.1 billion business today – with a high-quality portfolio of core property assets
that include some of the very best commercial property in New Zealand. Whether it’s our iconic
Auckland office assets, our Wellington government office precinct or our leading portfolio of shopping
centres – our properties are some of the most recognised and envied in the country. Sylvia Park is
New Zealand’s favourite shopping centre and well on track to becoming a truly world-class town centre.
Other highlights for me have been the development of ASB North Wharf, our investment in LynnMall,
the creation of our Wellington government office precinct (44 and 56 The Terrace), our joint venture with
Tainui at The Base and the acquisition of our landholdings in Drury, South Auckland.
What’s the greatest challenge Kiwi Property has overcome during your time?
At Kiwi Property we negotiated the challenges of the global financial crisis in 2008 reasonably well,
but then faced a whole set of new challenges with the Canterbury earthquakes in 2011. Thankfully, the
PwC Centre in Armagh Street and our Northlands shopping centre performed well from a life safety
perspective but it was an extremely difficult time for our staff and tenants.
reflections on the
past ten years
In a decade of service, our Chief Executive Chris Gudgeon has overseen the internalisation,
corporatisation, rebranding and growth of Kiwi Property. Chris will retire from the business
in September 2018. Here he reflects on his ten years with Kiwi Property.
chief executive’s review
kiwi property
annual report 2018
56
Together with all Cantabrians, we faced the initial
trauma and dislocation from the quake followed by
years of battling through the red zoning, demolition,
insurance claims and repairs to a point where
thankfully the re-build phase is the main focus.
The quakes have been a sharp reminder that we
live in a seismically-active country and have led us
to revisit the seismic resilience of all our buildings.
In the case of Kiwi Property, this has required us to
spend over $137 million on earthquake strengthening
nationwide – which has been tough on our
shareholders but the right thing to do from
a safety perspective.
How would you describe the Kiwi Property culture?
When we separated from our previous parent,
Commonwealth Bank of Australia, we took the
opportunity to come up with our own set of values
uniting around the idea of ‘Exceptional People,
Exceptional Places’ – all trying our best to be the
best in the property sector and, in a way that
looks after people – be they staff, customers or
other stakeholders.
What has internalisation done for the Company?
Internalising management made a lot of sense for
Kiwi Property.
To start with, it reduced the cost of management by
circa $8 million per annum when we internalised in
2014. Given our growth since 2014, the cost saving to
shareholders would be even more today.
Secondly it focuses us exclusively on shareholder
returns – which is made real for staff through our short
and long-term incentive schemes.
And finally, it has given us greater freedom to express
ourselves more creatively through our culture, our
brand and our vision.
What have you enjoyed most about the role of
Chief Executive?
Working with our talented team to take Kiwi Property
forward has been a real privilege. Kiwi Property as a
company is in a very strong position with great assets
and a balance sheet that enables it to capitalise on
some great opportunities going forward.
What’s next for you?
After ten very enjoyable years at Kiwi Property it is
time to move on and I am looking forward to a change.
I am really excited about doing something different –
and working out what that might be is a big part of
the excitement.
2008
a decade of growth
2018
$3.1b
1,023
$2 .1b
850
$925m
$1.8b
Auckland
50%
Wellington
19%
Christchurch
16%
Hamilton
9%
Palmerston North
6%
retail
55%
office
42%
other
3%
retail
68%
office
27%
other
5%
Auckland
66%
Wellington
10%
Christchurch
8%
Hamilton
9%
Palmerston North
7%
total assets
geographic
diversification
sector
diversification
number
of tenants
retail
portfolio sales
total assets under
management have increased
the geographic weighting
of the portfolio has moved
to our preferred regions
of Auckland and the
’golden triangle’
the sector weighting of
the portfolio has moved
toward our retail bias
$870m$1.9b
market capitalisation
57
results
our leadership team
KYLIE EAGLE
HEAD OF PEOPLE
AND CULTURE
BCS, GRADUATE DIPLOMA
IN BUSINESS
People strategist
Connector
Communicator
Novice surfer
JASON HAPPY
NATIONAL FACILITIES
MANAGER
BE, MSC
(FACILITIES
AND ENVIRONMENT
MANAGEMENT)
Saver of planets
Innovator
Practical
Paddler
leadership team
CHRIS GUDGEON
CHIEF EXECUTIVE
BE (CIVIL), MBA, FRICS
Leader
Innovator
Problem solver
Sailor
AUBREY CHENG
MANAGER RETAIL LEASING
BCOM, BPROP
Salesman
Relationship builder
Curator
Epicurean
GAVIN PARKER
CHIEF OPERATING OFFICER
BCOM,
GRADUATE DIPLOMA
IN BUSINESS, CA
Strategist
Implementer
Precisionist
Fisherman
DAVID GREENWOOD
MANAGER PORTFOLIO
ANALYSIS
BCOM (FINANCE),
BPROP, MPINZ
Analyst
Spreadsheeter
Valuer
Streak runner
kiwi property
annual report 2018
58
1. On 23 April 2018, the role of Manager Shopping Centres was elevated to a Leadership Team position.
2. Linda was appointed to the role of GM Retail on 6 April 2018 and commenced with Kiwi Property on 23 April 2018.
Comprehensive profiles of our leadership team
can be found on our website, kp.co.nz/about-us/
leadership-team
MICHAEL HOLLOWAY
GM COMMERCIAL
BSC (UK), MSC (UK), FRICS
Office visionary
Connector
Numbers geek
Martial artist
SHELLEY JENKIN
1
MANAGER SHOPPING
CENTRES
BPROP
Retail strategist
Partnership builder
CX champion
Intrepid walker
TREVOR WAIREPO
GENERAL COUNSEL AND
COMPANY SECRETARY
LLB, BA, MBA
Legal eagle
Mitigator
Straightshooter
Son’s golf caddy
STUART TABUTEAU
CHIEF FINANCIAL OFFICER
BCOM, BA, CA
Treasurer
Collaborator
Finance leader
Cyclist
REBECCA OLIPHANT
STRATEGY MANAGER
BA, BCOM (HONS)
Strategist
Innovator
Deal doer
Shopper
NATASHA LOULANTING
MANAGER PROJECTS
AND ANALYTICS
Analyst
Organiser
Precisionist
Sun-loving bookworm
LINDA TRAINER
2
GM RETAIL
DIP BUS
Retail innovator
Enabler
Collaborator
Outdoor junkie
IAN PASSAU
GM DEVELOPMENT
MBA (TECHMGT), BE
(CIVIL), NZCE (CIVIL)
Builder
Civil engineer
Visionary
Fisherman
59
financialsfinancials
kiwi property
annual report 2018
62
delivering on strategy
delivering on strategy
2018 saw continued revenue growth while improving the quality of our investment portfolio through developments, strategic acquisitions
and the sale of non-core assets, resulting in funds from operations growth of over 8%.
2018
$000
2017
$000
Property revenue249,263238,136
Less direct property expenses(57,168)(55,599)
Net rental income192,095182,537
Property management and other income2,0271,692
Interest and finance charges(42,645)(43,236)
Employment and administration expenses(20,567)(17,987)
Straight-lining of fixed rental increases(2,100)(2,079)
Amortisation of tenant incentives and leasing fees7,8736,774
Current tax expense(25,414)(24,869)
Funds from operations111,269102,832
Net fair value gain on investment properties26,52841,037
Net fair value gain/(loss) on interest rate derivatives(2,390)9,732
Loss on disposal of investment properties(7,069)(1,345)
Litigation settlement expenses–(770)
Straight-lining of fixed rental increases2,1002,079
Amortisation of tenant incentives and leasing fees(7,873)(6,774)
Deferred tax expense(2,463)(3,794)
Profit after income tax120,102142,997
rental income growth
Rental income growth was driven by full-year contributions from prior year acquisitions of Westgate Lifestyle and The Base,
combined with completed developments at Sylvia Park, The Aurora Centre and 44 The Terrace. This was partially offset by the
disposal of a non-core asset The Majestic Centre. The balance of the portfolio was underpinned by like-for-like rental income
growth at Sylvia Park (4.7%), The Plaza (+3.6%), North City (+4.9%) and ASB North Wharf (+4.3%).
net rental income
$192.1m
+5.2% 2017: $182.5 million
rental income growth ($m)
ACQUISITIONS
DEVELOPMENTS
DISPOSALS
STATIC PORTFOLIO
14
12
10
8
6
4
2
–
63
ffinancials
funds from operations
The strong rental income performance resulted in funds
from operations (FFO) growth of 8% to $111.3 million. On a per
share basis, FFO was down 1.4% due to additional shares on
issue following the $157 million (net of issue costs) equity raise
to fund our growth initiatives.
after-tax profit
After-tax profit was 16% lower than the prior year as a result
of lower revaluation gains on our property portfolio relative to
the prior year as the quantum of capitalisation rate firming
stabilises, and the absence of fair value gains on interest rate
derivatives experienced in the prior year.
$111.3m
+8.2% 2017: $102.8 million
profit after tax
$1 2 0.1m
-16.0% 2017: $143.0 million
pre-tax FFO per share
9.63 cents
-2.5% 2017: 9.87 cents
gross dividend per share
8.74 cents
+0.8% 2017: 8.67 cents
cash dividend per share
6.85 cents
+1.5% 2017: 6.75 cents
shareholder returns
Pre-tax FFO per share reduced by 2.5% as a result of the additional shares on issue after the equity raise. Gross dividends increased
by 1% and shareholders will receive a final dividend of 3.425 cents per share, taking the full-year cash dividend to 6.85 cents, up 1.5%
on the prior year.
strong balance sheet
Our balance sheet remains strong, evidenced by the increase in total assets and net tangible asset backing and the decrease in
gearing to 29.7%. During the year, we delivered on a number of important capital management initiatives. We successfully
raised $157 million (net of issue costs) through a pro-rata entitlement offer, issued our third seven-year retail bond raising
$125 million at a competitive coupon of 4.33% per annum, and further diversified our bank debt funding, adding two new
lenders, China Construction Bank and HSBC.
total assets
$3 .1b
+3% 2017: $3.0 billion
S&P Global Ratings credit rating
BBB
+
fixed-rate bonds
shareholders’ funds
$2.0b
+10% 2017: $1.8 billion
net tangible assets per share
$1.40
+1.4 cents 2017: $1.39
gearing ratio
2 9.7 %
-480bps 2017: 34.5%
cost of debt
4.99%
+38bps 2017: 4.61%
7. 8 4 cps
-1.4% 2017: 7.95 cps
funds from operations
kiwi property
annual report 2018
64
five-year summary
five-year summary
financial performance
FOR THE YEAR ENDED 31 MARCH
2018
$m
2017
$m
2016
$m
2015
$m
2014
$m
Income
Property revenue and management income251.0239.6208.6 206.3
208.2
Other income0.30.36.5 0.4
5.4
Insurance income– – – –
49.4
Net fair value gain on investment properties26.541.0175.9 58.3
8.5
Net fair value gain on interest rate derivatives– 9.7 – –
29.1
Total income277.8290.6391.0 265.0
300.6
Expenses
Direct property expenses(57.2)(55.6)(51.6)(50.5)(59.5)
Interest and finance charges(42.6)(43.2)(33.5)(52.6)(56.9)
Manager’s fees– – – – (8.1)
Employment and administration expenses(20.5)(18.0)(16.2)(15.1)(6.2)
Net fair value loss on interest rate derivatives(2.4) – (17.6)(13.1) –
Termination of management arrangements– – – (2.1)(74.5)
Other expenses(7.1)(2.1)(0.4)(7.2)(4.8)
Total expenses(129.8)(118.9)(119.3)(140.6)(210.0)
Profit before income tax148.0171.7271.7124.490.6
Income tax benefit/(expense)(27.9)(28.7)(20.9)(9.2) 10.7
Profit after income tax
1
120.1143.0250.8115.2101.3
funds from operations
FOR THE YEAR ENDED 31 MARCH
2018
$m
2017
$m
2016
$m
2015
$m
2014
$m
Profit after income tax120.1 143.0 250.8 115.2 101.3
Adjusted for:
Net fair value gain on investment properties(26.5)(41.0)(175.9)(58.3)(8.5)
Loss on disposal of investment properties7.11.3 – 0.8 3.3
Net fair value loss/(gain) on interest rate derivatives2.4(9.7)17.6 13.1 (29.1)
Termination of management arrangements– – – 2.1 74.5
Insurance adjustment/(income)– – – 5.1 (49.4)
Litigation settlement expenses/(income)– 0.8 (5.9) 1.3 (3.5)
Straight-lining of fixed rental increases(2.1)(2.1)(2.3)(4.1)(2.7)
Amortisation of tenant incentives and leasing fees7.86.76.45.65.3
Deferred tax expense/(benefit)2.53.8 0.4 4.0(10.5)
Funds from operations
2
111.3 102.8 91.1 84.8 80.7
65
ffinancials
dividends
FOR THE YEAR ENDED 31 MARCH
2018
$m
2017
$m
2016
$m
2015
$m
2014
$m
Funds from operations111.3 102.8 91.1 84.8 80.7
Less amount retained(14.1)(15.5)(7.2)(14.5)(16.0)
Cash dividend97.2 87.3 83.9 70.3 64.7
Payout ratio87%85%92%83%80%
cpscpscpscpscps
Cash dividend 6.85 6.75 6.60 6.50 6.40
Imputation credits 1.89 1.92 1.62 0.44 –
Gross dividend 8.74 8.67 8.22 6.94 6.40
financial position
AS AT 31 MARCH
2018
$m
2017
$m
2016
$m
2015
$m
2014
$m
Assets
Investment properties 3,052.0 2,969.4 2,669.9 2,275.8 2,130.2
Cash and cash equivalents 10.7 9.8 6.2 6.2 9.2
Other assets 22.8 20.7 22.3 13.6 96.4
Total assets 3,085.5 2,999.9 2,698.4 2,295.6 2,235.8
Liabilities
Interest bearing liabilities 913.5 1,030.4 814.2 766.4 786.5
Mandatory convertible notes – – – – 119.7
Deferred tax liabilities 95.8 93.4 92.3 90.1 93.5
Other liabilities 82.1 70.0 75.1 56.5 47.6
Total liabilities 1,091.4 1,193.8 981.6 913.0 1,047.3
Equity
Share capital 1,432.9 1,272.6 1,241.1 1,079.1 934.5
Share-based payments reserve 0.4 0.5 0.2 – –
Retained earnings 560.8 533.0 475.5 303.5 254.0
Total equity 1,994.1 1,806.1 1,716.8 1,382.6 1,188.5
Total equity and liabilities 3,085.5 2,999.9 2,698.4 2,295.6 2,235.8
Gearing ratio29.7%34.5%30.3%33.5%35.2%
Net tangible assets per security$1.40$1.39$1.34$1.21$1.17
1. The reported profit has been prepared in accordance with New Zealand generally accepted accounting practice and complies with New Zealand Equivalents to International
Financial Reporting Standards. The reported profit information has been extracted from the annual financial statements which have been the subject of an audit pursuant to
New Zealand Auditing Standards issued by the External Reporting Board.
2.
FFO is an alternative non-GAAP performance measure used by Kiwi Property to assist investors in assessing the Company’s underlying operating performance and to determine
income available for distribution. FFO is a measure commonly used by real estate entities to describe their underlying and recurring earnings from operations. FFO does not have a
standard meaning prescribed by GAAP and therefore may not be comparable to information presented by other entities. FFO is calculated by Kiwi Property in accordance with the
Voluntary Best Practice Guidelines issued by the Property Council of Australia (the Guidelines). During the 2018 financial year, the Guidelines amended the method used to derive
FFO to include the amortisation of leasing fees. Kiwi Property has amended its current year FFO calculation to reflect this change.
kiwi property
annual report 2018
66
five-year summary
property metrics
AS AT 31 MARCH
20182017201620152014
Number of core properties1314141212
Net lettable area (sqm) 451,230 474,381 374,739 364,713 373,277
Occupancy rate99.6%98.8%98.7%98.4%97.8%
Weighted average lease term (years) 5.3 5.6 5.1 4.5 4.7
Weighted average capitalisation rate6.11%6.40%6.61%6.92%7.19%
interpretation
The following commentary is provided to assist with the
interpretation of the five-year summary:
2018
— Acquired 30.6 hectares of land at Drury in South Auckland
for $32.7 million.
— Acquired property adjacent to Sylvia Park, Auckland
for $27.1 million.
— 1 for 11 entitlement offer completed, raising $157 million
(net of costs).
— Th
e Majestic Centre, Wellington, was sold.
— A $1
25 million bond issue was completed (2024 expiry).
2017
— Acquired a 50% interest in The Base in Hamilton for
$192.5 million.
— Centre Place – South, Hamilton, was sold.
— Concluded developments at Westgate Lifestyle, Auckland,
44 The Terrace and The Aurora Centre, Wellington.
— Completed development of H&M and Zara at
Sylvia Park, Auckland.
— A $1
25 million bond issue was completed (2023 expiry).
2016
— 1 for 9 entitlement offer completed, raising $148.1 million
(net of costs).
— We
stgate Lifestyle, Auckland was acquired.
2015
— Kiwi Income Property Trust was converted to a company
and rebranded as Kiwi Property.
— Final 50% interest in 205 Queen Street, Auckland,
was sold.
—Sylvia Park Lifestyle, Auckland, was acquired.
— A $125 million bond issue was completed (2021 expiry).
— $120 million of mandatory convertible notes were
converted to shares.
— Re
furbishment works at The Aurora Centre, Wellington,
commenced.
2014
— The management of Kiwi Income Property Trust was
internalised. A termination payment of $72.5 million
($52.5 million after tax) was made to the former manager.
This payment was tax deductible, therefore reducing the
tax payable in 2014 and 2015.
— Following internalisation, all employees were employed
directly by the Trust.
— The development of our iconic Auckland office building,
ASB North Wharf, was completed, together with the
redevelopment of Centre Place in Hamilton.
— Final insurance proceeds for Northlands’ seismic damage
were received.
— 50
% of 205 Queen Street, Auckland, was sold.
five-year summary (continued)
67
ffinancials
consolidated statement
of comprehensive income
PG 68
consolidated statement
of changes in equity
PG 69
consolidated statement
of financial position
PG 70
consolidated statement
of cash flows
PG 71
notes to the consolidated
financial statements
PG 73
independent
auditor’s report
PG 97
financial statements
kiwi property
annual report 2018
68
financial statements
Note
2018
$000
2017
$000
Income
Property revenue2.1 249,263 238,136
Property management income 1,742 1,506
Interest and other income 285 186
Net fair value gain on interest rate derivatives3.4.2– 9,732
Net fair value gain on investment properties3.2 26,528 41,037
Total income 277,818 290,597
Expenses
Direct property expenses (57,168) (55,599)
Interest and finance charges2.2 (42,645) (43,236)
Employment and administration expenses2.2 (20,567) (17,987)
Net fair value loss on interest rate derivatives3.4.2 (2,390)–
Loss on disposal of investment properties (7,069) (1,345)
Litigation settlement expenses– (770)
Total expenses (129,839) (118,937)
Profit before income tax 147,979 171,660
Income tax expense2.3 (27,877) (28,663)
Profit and total comprehensive income after income tax attributable to shareholders 120,102 142,997
Basic and diluted earnings per share (cents)3.6.3 8.66 11.10
consolidated statement
of comprehensive income
FOR THE YEAR ENDED 31 MARCH 2018
The consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
69
ffinancials
Note
Share
capital
$000
Share-based
payments
reserve
$000
Retained
earnings
$000
Total
equity
$000
Balance at 1 April 2016 1,241,129 168 475,468 1,716,765
Profit after income tax–– 142,997 142,997
Dividends paid3.6.2–– (85,533) (85,533)
Dividends reinvested3.6.1 31,922 –– 31,922
Long-term incentive plan3.6.4 (429) 197 114 (118)
Balance at 31 March 2017 1,272,622 365 533,046 1,806,033
Balance at 1 April 2017 1,272,622 365 533,046 1,806,033
Profit after income tax–– 120,102 120,102
Dividends paid3.6.2–– (92,404) (92,404)
Dividends reinvested3.6.1 3,842 –– 3,842
Shares issued – entitlement offer3.6.1 156,950 –– 156,950
Long-term incentive plan3.6.4 (478) 36 33 (409)
Balance at 31 March 2018 1,432,936 401 560,777 1,994,114
consolidated statement
of changes in equity
FOR THE YEAR ENDED 31 MARCH 2018
The consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
kiwi property
annual report 2018
70
financial statements
consolidated statement
of financial position
AS AT 31 MARCH 2018
Note
2018
$000
2017
$000
Current assets
Cash and cash equivalents 10,697 9,772
Trade and other receivables3.1 14,261 12,883
24,958 22,655
Non-current assets
Investment properties3.2 3,051,964 2,969,365
Property, plant and equipment 3,764 1,218
Interest rate derivatives3.4.2 658 2,428
Deferred tax assets3.3 4,114 4,208
3,060,500 2,977,219
Total assets 3,085,458 2,999,874
Current liabilities
Trade and other payables3.5 57,430 45,464
Income tax payable 9,290 7,163
Interest rate derivatives3.4.2 627 198
67,347 52,825
Non-current liabilities
Interest bearing liabilities3.4.1 913,502 1,030,358
Interest rate derivatives3.4.2 14,725 17,258
Deferred tax liabilities3.3 95,770 93,400
1,023,997 1,141,016
Total liabilities 1,091,344 1,193,841
Equity
Share capital3.6.1 1,432,936 1,272,622
Share-based payments reserve 401 365
Retained earnings 560,777 533,046
Total equity 1,994,114 1,806,033
Total equity and liabilities 3,085,458 2,999,874
For and on behalf of the board, who authorised these financial statements for issue on 18 May 2018.
The consolidated statement of financial position should be read in conjunction with the accompanying notes.
MARK FORD
CHAIR
MARY JANE DALY
CHAIR OF THE AUDIT AND
RISK COMMITTEE
71
ffinancials
consolidated statement
of cash flows
FOR THE YEAR ENDED 31 MARCH 2018
Note
2018
$000
2017
$000
Cash flows from operating activities
Property revenue 247,835 236,122
Property management income 1,727 1,384
Interest and other income 285 186
Direct property expenses (58,290) (56,672)
Interest and finance charges (42,054) (42,823)
Employment and administration expenses (18,149) (14,935)
Income tax expense (23,287) (24,105)
Goods and Services Tax received 151 1,757
Net cash flows from operating activities 108,218 100,914
Cash flows from investing activities
Proceeds from disposal of investment properties 122,083 46,141
Acquisition of investment properties (59,828) (213,944)
Expenditure on investment properties (108,877) (91,228)
Interest and finance charges capitalised to investment properties (3,755) (2,626)
Acquisition of property, plant and equipment (3,035) (857)
Net litigation settlement income – 3,530
Proceeds from other investment activities – 28
Net cash flows used in investing activities (53,412) (258,956)
Cash flows from financing activities
Proceeds from issue of shares 156,950 –
Own shares acquired for long-term incentive plan (633) (429)
Proceeds from/(repayment of) bank loans (242,500) 92,000
Proceeds from fixed rate bonds 123,555 123,585
Settlement of interest rate derivatives (2,724) –
Dividends paid (88,529) (53,497)
Net cash flows from/(used in) financing activities (53,881) 161,659
Net increase in cash and cash equivalents 925 3,617
Cash and cash equivalents at the beginning of the year 9,772 6,155
Cash and cash equivalents at the end of the year 10,697 9,772
The consolidated statement of cash flows should be read in conjunction with the accompanying notes.
kiwi property
annual report 2018
72
financial statements
2018
$000
2017
$000
Reconciliation of profit after income tax
to net cash flows from operating activities
Profit after income tax 120,102 142,997
Items classified as investing or financing activities:
Movements in working capital items relating to investing and financing activities (2,925) 907
Non-cash items:
Net fair value loss/(gain) on interest rate derivatives 2,390 (9,732)
Net fair value gain on investment properties (26,528) (41,037)
Movement in deferred tax assets 94 2,725
Movement in deferred tax liabilities 2,370 1,070
Movements in working capital items:
Trade and other receivables (1,378) 1,742
Income tax payable 2,127 764
Trade and other payables 11,966 1,478
Net cash flows from operating activities 108,218 100,914
consolidated statement
of cash flows (continued)
FOR THE YEAR ENDED 31 MARCH 2018
The consolidated statement of cash flows should be read in conjunction with the accompanying notes.
73
notes
notes to the consolidated
financial statements
FOR THE YEAR ENDED 31 MARCH 2018
1. general information
1.1
repor
ting entity
PG 74
1.2 basis of preparation PG 74
1.3
significant changes during the y
ear
PG 74
1.4 group structure PG 74
1.5
new st
andards, amendments
and interpret
ations
PG 74
1.6 key judgements and estimates PG 75
1.7
accounting policies PG 75
2.
profit and lo
ss information
2.1
proper
ty revenue
PG 76
2
.2
expense
s
PG 77
2
.3
tax e
xpense
PG 78
3
.
financial position inf
ormation
3.1
trade and other
receivables PG 80
3.2
investment properties PG 80
3.3
deferred tax PG 85
3.4
funding PG 85
3.5
trade and other payables PG 87
3.6
equity PG 88
4.
financial risk management
4.1 interest rate risk PG 91
4.2
credit risk PG 92
4.3
liquidity risk PG 92
5. other information
5.1
segment information PG 93
5.2
related party transactions PG 94
5.3
key management personnel PG 95
5.4
commitments PG 95
5.5
subsequent events PG 96
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
74
notes
1. general information
FOR THE YEAR ENDED 31 MARCH 2018
1.1 reporting entity
The financial statements are for Kiwi Property Group Limited
(Kiwi Property or the Company) and its controlled entities
(the Group). The Company is incorporated and domiciled in
New Zealand, is registered under the Companies Act 1993
and is a reporting entity for the purposes of the Financial
Markets Conduct Act 2013. The Company is listed with
NZX Limited with its ordinary shares quoted on the NZX Main
Board and fixed-rate bonds quoted on the NZX Debt Market.
The principal activity of the Group is to invest in
New Zealand real estate.
1.2 basis of preparation
The financial statements have been prepared in accordance
with New Zealand Generally Accepted Accounting Practice
(GAAP) and the Financial Markets Conduct Act 2013. They
comply with New Zealand Equivalents to International Financial
Reporting Standards (NZ IFRS) and other guidance as issued by
the External Reporting Board, as appropriate for profit-oriented
entities, and with International Financial Reporting Standards.
The financial statements are prepared on the basis of historical
cost, except where otherwise identified. The functional and
reporting currency used in the preparation of the financial
statements is New Zealand dollars.
1.3 significant changes during the year
The financial position and performance of the Group was
affected by the following events and transactions during the
reporting period:
entitlement offer
On 17 July 2017, the Group completed a 1 for 11 entitlement offer
raising a total of $157.0 million (net of issue costs) through the
issue of 118.1 million shares at $1.36 each.
fixed-rate bonds
On 19 December 2017, the Group issued $125 million of
seven-year fixed-rate senior secured bonds. For further details
refer to Note 3.4.1.
investment property acquisitions and disposals
On 20 September 2017, the Group settled its acquisition of
30.6 hectares of land at Drury in South Auckland for
$32.7 million including acquisition costs.
On 13 October 2017, the Group acquired property at
79 Carbine Road and 10 Clemow Drive in Mount Wellington,
Auckland for $27.1 million.
On 11 December 2017, the Group settled the sale of The Majestic
Centre, Wellington for $123.2 million (before disposal costs).
Kiwi Property manages the property on behalf of the purchaser.
On 11 April 2018, the Group entered into an unconditional
agreement to dispose of North City for $100 million (before
disposal costs). The disposal is due to settle no later than July 2018.
1.4 group structure
controlled entities
The Company has the following wholly-owned subsidiaries:
Kiwi Property Holdings Limited (KPHL), Kiwi Property Holdings
No. 2 Limited (KPHL2), Kiwi Property Te Awa Limited (KPTAL) and
Sylvia Park Business Centre Limited (SPBCL). SPBCL owns
Sylvia Park and Sylvia Park Lifestyle, KPHL2 owns the
development land at Drury and KPTAL owns the Group’s 50%
interest in The Base. All other properties are owned by KPHL.
The Company has control over the trust fund operated by Pacific
Custodians (New Zealand) Limited as trustee for the Company’s
long-term incentive plan (for further details refer to Note 3.6.4).
The trust fund is consolidated as part of the Group.
joint venture
The Group holds its 50% interest in The Base by way of an
unincorporated joint venture. The Group has determined that its
interest constitutes a joint arrangement as the relevant decisions
about the property require the unanimous consent of both
parties. The joint arrangement has been classified as a joint
operation on the basis that the parties have direct rights to the
assets and obligations for the liabilities relating to their share of
the property in the normal course of business. The Group
recognises its share of assets, liabilities, revenue and expenses
of the joint venture.
principles of consolidation
The consolidated financial statements include the Company and
the entities it controls up until the date control ceases. The
balances and effects of transactions between controlled entities
and the Company are eliminated in full.
1.5 new standards, amendments and interpretations
The following new standards have been published but are not
yet effective and have not been early adopted by the Group:
NZ IFRS 9 Financial instruments
This standard will replace NZ IAS 39. NZ IFRS 9 addresses
the classification, measurement and recognition of financial
assets and liabilities through a simplified mixed measurement
model. The standard is required to be adopted by the Group in
its financial statements for the year ending 31 March 2019.
Having completed an assessment of the standard, the impact is
immaterial from a profit and loss and net asset perspective,
however some presentational changes to the financial
statements will be required.
The introduction of the new expected credit losses model, that
replaces the incurred loss impairment model, will not have a
material financial impact on the provisioning for the Group’s
trade receivables.
Kiwi Property does not currently apply an accounting policy of
hedge accounting under NZ IAS 39. The new hedging rules align
hedge accounting more closely with the Group’s risk
management practices. As a general rule it will be easier to apply
hedge accounting going forward if the Group chooses to do so.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
75
notes
NZ IFRS 15 Revenue from contracts with customers
This standard addresses the recognition of revenue from
contracts with customers. It specifies the revenue recognition
criteria governing the transfer of promised goods or services to
customers in an amount that reflects the consideration to which
the entity expects to be entitled to in exchange for those goods
or services. The standard is required to be adopted by the Group
in its financial statements for the year ending 31 March 2019.
The majority of revenue for the Group is derived from rental
income from lease agreements with tenants. Accounting for
lease income is scoped out of NZ IFRS 15 as it is within the scope
of NZ IAS 17 (and NZ IFRS 16 from the point that standard is
adopted). However, certain non-rental income streams, such as
property management income, are within scope of NZ IFRS 15.
Having completed an assessment of the standard, the financial
impact will not be material.
NZ IFRS 16 Leases
This standard replaces the current guidance in NZ IAS 17.
NZ IFRS 16 requires a lessee to recognise a lease liability
reflecting future lease payments and a ’right-of-use’ asset for
virtually all lease contracts. Lessor accounting remains largely
unchanged from NZ IAS 17. The standard is required to be
adopted by the Group in its financial statements for the year
ending 31 March 2020. A right of use asset and corresponding
liability reflecting future lease payments will be recognised
based on the commitments at 31 March 2020.
As outlined in Note 5.4, the Group has several occupational
ground leases of properties/parts of properties in its
investment property portfolio. The Group is assessing the
impact of NZ IFRS 16 on these ground leases. There is not
expected to be a material impact on the overall financial
position, however some presentational changes to the
financial statements will be required.
1.6 key judgements and estimates
In the process of applying the Group’s accounting policies, a
number of judgements have been made and estimates of future
events applied. Judgements and estimates are found in the
following notes:
Note 2.3Tax exp e n s ePG 79
Note 3.2Investment propertiesPG 83
Note 3.4.2Interest rate derivativesPG 87
Note 3.6.4Share-based paymentsPG 90
1.7 accounting policies
Accounting policies that summarise the measurement basis
used and are relevant to an understanding of the financial
statements are provided throughout the notes to the
consolidated financial statements. Other relevant policies
are provided as follows:
measurement of fair values
The Group classifies its fair value measurement using a fair value
hierarchy that reflects the significance of the inputs used in
making the measurements. The fair value hierarchy has the
following levels:
— Level 1: Quoted prices (unadjusted) in active markets for
identical assets or liabilities.
— Level 2: Inputs other than quoted prices included within
Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).
— Level 3: Inputs for the asset or liability that are not based on
observable market data (unobservable inputs).
The carrying amount of all financial assets and liabilities is
equivalent to their fair values apart from the fixed-rate bonds
(refer to Note 3.4.1 for further details on the fair value of the
fixed-rate bonds).
goods and services tax
The financial statements have been prepared on a Goods and
Services Tax exclusive basis, with the exception of receivables
and payables which are inclusive of Goods and Services Tax
where relevant.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
76
notes
2. profit and loss information
FOR THE YEAR ENDED 31 MARCH 2018
2.1 property revenue
2018
$000
2017
$000
Gross rental income 252,193 242,831
Straight-lining of fixed rental increases 2,100 2,079
Amortisation of capitalised lease incentives (5,030) (6,774)
Property revenue 249,263 238,136
The contractual future minimum property operating lease income to be received on properties owned by the Group at balance date
is as follows:
2018
$000
2017
$000
Within one year 238,643 244,363
One year or later and not later than five years 741,748 763,284
Later than five years 414,261 465,317
Property operating lease income 1,394,652 1,472,964
recognition and measurement
The Group enters into retail and office property leases with
tenants on its investment properties. The Group has determined
that it retains all significant risks and rewards of ownership of
these properties and has therefore classified the leases as
operating leases.
Rental income from those leases, including fixed rental
increases, is recognised on a straight-line basis over the
term of the lease.
Lease incentives offered to tenants as an inducement to
enter into leases are capitalised to investment properties
and then amortised over the term of the lease as a reduction
of rental income.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
77
notes
2.2 expenses
2018
$000
2017
$000
Interest and finance charges on bank loans 31,618 35,097
Interest on fixed-rate bonds 14,777 10,765
Capitalised to investment properties (3,750) (2,626)
Interest and finance charges 42,645 43,236
Auditor’s remuneration:
Statutory audit and review of the financial statements 238 229
Assurance related services 33 33
Attendance and voting procedures at shareholder meetings 4 4
Benchmarking of executive remuneration 9 28
Review of long-term incentive plan 45 –
Directors’ fees 704 652
Employee entitlements 21,898 19,417
Less: recognised in direct property expenses (6,723) (6,083)
Less: capitalised to investment properties (3,117) (2,058)
Information technology 1,298 1,314
Investor related expenses 670 700
Occupancy costs 1,769 874
Professional fees 1,590 1,483
Trustees’ fees 69 57
Other 2,080 1,337
Employment and administration expenses 20,567 17,987
recognition and measurement
interest and finance charges
The interest and finance charges on bank loans are expensed
in the period in which they occur, other than associated
transaction costs, which are capitalised and amortised over
the term of the facility to which they relate.
The interest expense on fixed-rate bonds is recognised using
the effective interest rate method.
To determine the amount of borrowing costs capitalised to
investment properties that are being constructed or developed
for future use, the Group uses the weighted average interest
rate applicable to its outstanding borrowings during the year.
For 2018 this was 4.91% (2017: 4.67%).
employee entitlements
Employee benefits are expensed as the related service is
provided. Details of the employee entitlements expense in
relation to share-based payments is outlined in Note 3.6.4.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
78
notes
2.3 tax expense
A reconciliation of profit before income tax to income tax expense follows:
2018
$000
2017
$000
Profit before income tax 147,979 171,660
Prima facie income tax expense at 28% (41,434) (48,065)
Adjusted for:
Net fair value gain/(loss) on interest rate derivatives (669) 2,725
Net fair value gain on investment properties 7,428 11,490
Loss on disposal of investment properties (1,979) (377)
Litigation settlement expenses– (216)
Depreciation 7,054 6,953
Deferred leasing costs 137 992
Deductible capitalised expenditure 1,655 954
Prior year adjustment 1,317 (144)
Other 1,077 819
Current tax expense (25,414) (24,869)
Depreciation recoverable (2,733) (2,108)
Net fair value loss/(gain) on interest rate derivatives (94) (2,725)
Deferred leasing costs and other temporary differences 364 1,039
Deferred tax expense (2,463) (3,794)
Income tax expense reported in profit (27,877) (28,663)
Imputation credits available for use in subsequent periods 13,808 12,715
recognition and measurement
current tax
Current tax is the expected tax payable on the taxable income
for the year, using tax rates enacted or substantively enacted at
balance date, and any adjustment to tax payable in respect of
previous years.
deferred tax
Deferred tax is recognised in respect of all taxable temporary
differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used
for taxation purposes. For deferred tax liabilities or assets arising
on investment property measured at fair value, it is assumed
that the carrying amounts of investment property will be
recovered through sale (refer to Note 3.3).
imputation credits
The imputation credits available represent the balance of the
imputation credit account at the end of the reporting period,
adjusted for imputation credits which will arise from the
payment of the income tax liability.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
79
notes
key estimates and assumptions: income tax
deferred tax on depreciation
Deferred tax is provided in respect of depreciation expected to
be recovered on the sale of investment properties at fair value.
Investment properties are valued each year by independent
valuers. These values include an allocation of the valuation
between the land and building components. The calculation
of deferred tax on depreciation recovered relies on this
allocation provided by the valuers.
The calculation of deferred tax on depreciation recovered also
requires an assessment to be made of market values attributable
to fixtures and fittings. The market values of fixtures and fittings
for significant properties have been assessed utilising
independent valuation advice and the remaining properties
have been assessed with reference to previous transactional
evidence and their age and quality.
depreciation recovered on the PricewaterhouseCoopers
Centre (PwC Centre), Christchurch
The impairment of the PwC Centre in the year ended
31 March 2012 (resulting from the 2010 and 2011 Canterbury
earthquakes) and the associated insurance recovery triggered
a potential tax liability for depreciation recovered.
Following the earthquakes, the Government introduced
legislation which provides, in certain circumstances, rollover
relief for taxpayers affected by the earthquakes where insurance
income will be used to acquire or develop replacement property
in the Canterbury region. The legislation requires that the
replacement property is available for use by 31 March 2019.
As at 31 March 2018, the Group continues to qualify for this
relief and a deferred tax liability of $4.2 million continues
to be provided.
It is anticipated that the replacement property currently
expected to be developed by the Group in the Canterbury
region will not be available for use by 31 March 2019, therefore
the deferred tax liability is expected to crystallise into a current
tax liability in the 2019 financial year.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
80
notes
3. financial position information
FOR THE YEAR ENDED 31 MARCH 2018
3.1 trade and other receivables
2018
$000
2017
$000
Trade debtors 10,087 6,563
Provision for doubtful debts (357) (147)
Prepayments 4,531 4,082
Deposit on development land– 2,385
Trade and other receivables 14,261 12,883
recognition and measurement
Trade debtors are initially recognised at fair value and
subsequently measured at amortised cost using the effective
interest rate method, less an allowance for impairment.
Collectability of trade debtors is reviewed on an ongoing basis
and a provision for doubtful debts is made when there is
evidence that the Group will not be able to collect the
receivable. Debtors are written off when recovery is no
longer anticipated. There are no overdue debtors
considered impaired that have not been provided for.
3.2 investment properties
recognition and measurement
Investment properties are properties held for long-term capital
appreciation and to earn rentals.
initial recognition – acquired properties
Investment properties are initially measured at cost, plus related
costs of acquisition. Subsequent expenditure is capitalised to
the asset’s carrying amount when it adds value to the asset and
its cost can be measured.
initial recognition – properties being developed
Investment properties also include properties that are being
constructed or developed for future use as investment
properties. All costs directly associated with the purchase
and construction of a property, and all subsequent capital
expenditures for the development qualifying as acquisition
costs, are capitalised. Borrowing costs are capitalised if they
are directly attributable to the development.
subsequent recognition
After initial recognition, investment properties are measured
at fair value as determined by independent registered valuers.
Investment properties under construction are carried at cost
until it is possible to reliably determine their fair value, from
which point they are carried at fair value. Investment properties
are valued annually and may not be valued by the same valuer
for more than three consecutive years.
Any gains or losses arising from changes in fair value are
recognised in profit or loss in the reporting period in which
they arise.
lease incentives
Lease incentives provided by the Group to lessees are included
in the measurement of fair value of investment properties and
are treated as separate assets. Such assets are amortised on a
straight-line basis over the respective periods to which the lease
incentives apply.
disposals
Investment properties are derecognised when they have been
disposed of. The net gain or loss on disposal is calculated as
the difference between the carrying amount of the investment
property at the time of the disposal and the proceeds on
disposal and is included in profit or loss in the reporting period
in which the disposal settled.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
81
notes
Investment properties held by the Group are as follows:
Valuer
Capitalisation
rate
%
Fair value
31 March
2017
$000
Capital
movements
2018
$000
Fair value
gain/(loss)
2018
$000
Fair value
31 March
2018
$000
Retail
Sylvia Park
1
CBRE 5.38 755,000 69,497 10,503 835,000
Sylvia Park Lifestyle CBRE 6.25 70,900 (233) 3,333 74,000
LynnMall CBRE 6.25 271,000 2,130 870 274,000
Westgate Lifestyle JLL 6.38 87,000 286 2,714 90,000
The Base
2
JLL 6.25 195,000 1,512 5,988 202,500
Centre Place – North JLL 8.75 66,000 554 (7,554) 59,000
The Plaza Colliers 7.00 215,500 6,529 (15,029) 207,000
North City
3
110,500 4,217 (15,567) 99,150
Northlands Colliers 7.13 248,500 8,926 (17,426) 240,000
2,019,400 93,418 (32,168) 2,080,650
Office
Vero Centre CBRE 5.50 381,000 8,879 30,121 420,000
ASB North Wharf Colliers 5.63 196,250 1,318 11,432 209,000
The Majestic Centre
4
119,400 (119,400)––
The Aurora Centre Colliers 6.38 140,650 4,330 7,270 152,250
44 The Terrace Colliers 6.63 41,750 2,618 5,532 49,900
879,050 (102,255) 54,355 831,150
Other
Other properties Various 57,915 29,555 5,594 93,064
Development land JLL 13,000 35,353 (1,253) 47,100
70,915 64,908 4,341 140,164
Investment properties 2,969,365 56,071 26,528 3,051,964
1. Sylvia Park has been valued at $1.12 billion assuming completion of the office building, central carpark, galleria and southern carpark developments, less costs to
complete of $261 million and a $24 million allowance for profit and risk.
2. Represents the Group’s 50% ownership interest. Refer to Note 1.4 for further information.
3.
On 11 April 2018, the Group entered into an unconditional agreement to dispose of North City for $100 million. The carrying value as at 31 March 2018 represents the
net disposal proceeds. The sale is due to settle no later than July 2018.
4. On 11 December 2017, the Group settled the sale of The Majestic Centre for $123.2 million. Refer to Note 1.3 for further details.
The main contractor submitted a final claim for works at The Majestic Centre which exceeded the Company’s assessment of the amount due. Post balance date,
the arbitration of the claim was settled. The settlement has been reflected in the loss on disposal of investment properties in the statement of comprehensive income.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
82
notes
3.2 investment properties (continued)
Valuer
Capitalisation
rate
%
Fair value
31 March
2016
$000
Capital
movements
2017
$000
Fair value
gain/(loss)
2017
$000
Fair value
31 March
2017
$000
Retail
Sylvia Park
1
CBRE 5.88 704,000 39,652 11,348 755,000
Sylvia Park LifestyleCBRE 6.38 69,800 168 932 70,900
LynnMallCBRE 6.38 269,000 2,669 (669) 271,000
Westgate LifestyleJLL 6.50 70,250 17,462 (712) 87,000
The Base
2
JLL 6.50 – 193,528 1,472 195,000
Centre Place – NorthJLL 8.63 65,500 3,987 (3,487) 66,000
Centre Place – South 46,700 (46,700)––
The PlazaColliers 7.00 211,000 6,582 (2,082) 215,500
North CityColliers 7.63 109,500 783 217 110,500
NorthlandsColliers 7.25 243,000 2,606 2,894 248,500
1,788,750 220,737 9,913 2,019,400
Office
Vero CentreCBRE 5.75 358,000 7,150 15,850 381,000
ASB North WharfColliers 5.75 187,750 1,286 7,214 196,250
The Majestic CentreCBRE 7.25 112,250 12,288 (5,138) 119,400
The Aurora CentreColliers 6.50 125,900 12,352 2,398 140,650
44 The TerraceColliers 6.88 35,500 4,123 2,127 41,750
819,400 37,199 22,451 879,050
Other
Other propertiesVarious 61,770 (5,929) 2,074 57,915
Development land JLL – 6,401 6,599 13,000
61,770 472 8,673 70,915
Investment properties 2,669,920 258,408 41,037 2,969,365
1. Sylvia Park was valued at $840 million assuming completion of the office and dining lane developments less costs to complete of $75 million and an allowance
for profit and risk.
2. Represents the Group’s 50% ownership interest. Refer to Note 1.4 for further information.
The movement in the Group’s investment properties during the year is as follows:
2018
$000
2017
$000
Balance at the beginning of the year 2,969,365 2,669,920
Capital movements:
Acquisitions (refer to Note 1.3) 59,828 209,220
Disposal of The Majestic Centre (refer to Note 1.3) (128,373)–
Disposal of Centre Place – South– (46,407)
Capitalised costs (including fees and incentives) 128,882 101,265
Capitalised interest and finance charges 3,755 2,626
Amortisation of lease incentives, fees and fixed rental income (8,021) (8,296)
56,071 258,408
Net fair value gain on investment properties 26,528 41,037
Balance at the end of the year 3,051,964 2,969,365
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
83
notes
key estimates and assumptions:
valuation and fair value measurement of investment properties
introduction
All of the Group’s investment properties have been determined
to be Level 3 (2017: Level 3) in the fair value hierarchy because all
significant inputs that determine fair value are not based on
observable market data. Refer to Note 1.7 for further information
on the fair value hierarchy.
valuation process
All investment properties were valued as at 31 March 2018
with the exception of North City which is subject to an
unconditional sale and purchase agreement and accordingly
is carried at the net disposal proceeds (and as at 31 March 2017).
All valuations are prepared by independent valuers who
are members of the Group’s valuation panel and members
of the New Zealand Institute of Valuers.
The adopted valuations of investment properties have been
assessed within a range indicated by at least two valuation
approaches; most commonly an income capitalisation approach
and discounted cash flow approach. In addition, the adopted
valuation of an investment property undergoing development
may be assessed using a residual approach. These approaches
contain unobservable inputs in determining fair value which are
summarised in the table below.
The valuations of the independent valuers are reviewed by the
Group and adopted as the carrying value in the financial
statements subject to any specific adjustments required.
The Group’s management verifies all major inputs to the
valuations, assesses valuation movements when compared to
the previous year and holds discussions with the independent
valuers as part of this process.
valuation inputs
The significant unobservable inputs used and the sensitivity to a
change in those inputs are as follows:
Class
of propertyInputs used to measure fair value
Range of significant
unobservable inputs
Sensitivity20182017
RetailCore capitalisation rate
5.4%– 8.8%
5.9%
– 8.6%The higher the capitalisation rates and
discount rate, the lower the fair value.
Other income capitalisation rate
5.4%– 15.0%
5.9%– 15.0%
Discount rate
7.0%– 9.8%
7.8%– 9.5%
Terminal capitalisation rate
5.9%– 9.0%
6.4%– 8.9%
Gross market rent (per sqm)
1
$281– $682
$279– $753The higher the market rent and growth
rate, the higher the fair value.
Rental growth rate (per annum)
-0.2%– 5.8%
-0.7%– 4.6%
OfficeCore capitalisation rate
5.5%– 6.6%
5.8%– 7.3%The higher the capitalisation rates and
discount rate, the lower the fair value.
Other income capitalisation rate
6.5%– 7. 5 %
6.8%– 8.3%
Discount rate
7.0%– 8.3%
7.4%– 8.5%
Terminal capitalisation rate
5.8%– 7. 3 %
6.1%– 7.8%
Gross market rent (per sqm)
1
$421– $662
$395– $658The higher the market rent and growth
rate, the higher the fair value.
Rental growth rate (per annum)
0.0%– 3.5%
0.0%– 4.0%
OtherCore capitalisation rate
5.0%– 11.5%
5.8%– 10.0%The higher the capitalisation rates and
discount rate, the lower the fair value.
Discount rate
7.0%– 12.0%
8.3%– 11.0%
Terminal capitalisation rate
5.3%– 11.8%
5.8%– 10.5%
Gross market rent (per sqm)
1
$101– $230
$133– $265The higher the market rent and growth
rate, the higher the fair value.
Rental growth rate (per annum)
0.0%– 3.0%
0.0%– 3.5%
1. Weighted average by property.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
84
notes
3.2 investment properties (continued)
Generally, a change in the assumption made for the adopted
core capitalisation rate is accompanied by a directionally similar
change in the adopted terminal capitalisation rate. The adopted
core capitalisation rate forms part of the income capitalisation
approach and the adopted terminal capitalisation rate forms
part of the discounted cash flow approach.
When calculating the income capitalisation approach, the gross
market rent has a strong interrelationship with the adopted core
capitalisation rate. An increase in the gross market rent and an
increase in the adopted core capitalisation rate could potentially
offset the impact to the fair value. The same can be said for a
decrease in each input. A directionally opposite change in the
two inputs could potentially magnify the impact to the fair value.
When assessing a discounted cash flow, the adopted discount
rate and the adopted terminal capitalisation rate have a strong
interrelationship in deriving fair value. An increase in the
adopted discount rate and a decrease in the adopted terminal
capitalisation rate could potentially offset the impact to the fair
value. The same can be said for an opposite movement in each
input. A directionally similar change in the two inputs could
potentially magnify the impact to the fair value.
The table below explains the key inputs used to measure fair
value for investment properties:
Valuation techniques
Income capitalisation approachA valuation technique which determines fair value by capitalising a property’s sustainable net
income at an appropriate, market-derived rate of return with subsequent capital adjustments
for near-term events, typically including letting up allowances, capital expenditure and the
difference between contract and market rentals.
Discounted cash flow approachA valuation technique which requires explicit assumptions to be made regarding the prospective
income and expenses of a property over an assumed holding period, typically 10 years. The
assessed cash flows are discounted to present value at an appropriate, market-derived discount
rate to determine fair value.
Residual approachA valuation technique used primarily for property which is undergoing, or is expected to
undergo, redevelopment. Fair value is determined through the estimation of a gross realisation
on completion of the redevelopment with deductions made for all costs associated with
converting the property to its end use including finance costs and a typical profit margin for
risks assumed by the developer.
Unobservable inputs within the income capitalisation approach
Gross market rentThe annual amount for which a tenancy within a property is expected to achieve under
a new arm’s length leasing transaction, including a fair share of property operating expenses.
Core capitalisation rateThe rate of return, determined through analysis of comparable, market-related sales
transactions, that is applied to a property’s sustainable net income to derive value.
Other income capitalisation rateThe rate of return that is applied to other, typically variable or uncontracted, sources of property
income to derive value and that is assessed with consideration to the risks in achieving each
income source.
Unobservable inputs within the discounted cash flow approach
Discount rateThe rate, determined through analysis of comparable market-related sales transactions, that
is applied to a property’s future net cash flows to convert those cash flows into a present value.
Terminal capitalisation rateThe rate which is applied to a property’s sustainable net income at the end of an assumed
holding period to derive an estimated future market value.
Rental growth rateThe annual growth rate applied to market rents over an assumed holding period.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
85
notes
3.3 deferred tax
2018
$000
2017
$000
Deferred tax assets
Interest rate derivatives 4,114 4,208
Deferred tax liabilities
Depreciation recoverable (87,973) (85,240)
Deferred leasing costs and other temporary differences (7,797) (8,160)
(95,770) (93,400)
Net deferred tax liabilities (91,656) (89,192)
recognition and measurement
Deferred tax is provided for all taxable temporary differences
between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for taxation
purposes. Deferred tax assets are recognised to the extent that
it is probable that future taxable profits will be available to utilise
them. For deferred tax assets or liabilities arising on investment
property, it is assumed that the carrying amounts of investment
property will be recovered through sale.
The carrying amount of deferred tax assets is reviewed at each
balance date and reduced to the extent that it is no longer
probable that sufficient taxable profit will be available to allow
all or part of the deferred tax asset to be utilised.
Deferred tax assets and liabilities are measured at the tax rates
that are expected to apply to the year when the asset is realised
or the liability is settled, based on tax rates (and tax laws)
applicable at balance date.
3.4 funding
3.4.1 interest bearing liabilities
The Group’s secured interest bearing liabilities are as follows:
2018
$000
2017
$000
Bank loans 540,000 782,500
Fixed-rate bonds 375,000 250,000
Unamortised capitalised costs on fixed-rate bonds (1,498) (2,142)
Interest bearing liabilities 913,502 1,030,358
Weighted average interest rate for drawn debt
(inclusive of bonds, active interest rate derivatives, margins and line fees)4.99%4.61%
Weighted average term to maturity for the combined facilities 3.6 years 3.5 years
recognition and measurement
All interest bearing liabilities are initially recognised at the fair
value of the consideration received, less directly attributable
transaction costs. After initial recognition, they are subsequently
measured at amortised cost using the effective interest rate
method whereby the transaction costs are spread over the
expected life of the instrument.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
86
notes
3.4.1 interest bearing liabilities (continued)
bank loans
The bank loans are provided by ANZ Bank New Zealand, Bank
of New Zealand, China Construction Bank (New Zealand),
Commonwealth Bank of Australia, The Hongkong and Shanghai
Banking Corporation (HSBC) and Westpac New Zealand.
During the year, the Group secured an additional $100 million
of three, four and five-year facilities from HSBC and an additional
$100 million six-year facility from China Construction Bank
and paid down $258 million of shorter dated facilities from
existing lenders.
As at 31 March 2018, the committed facilities totalled $917 million
(2017: $975 million) and the undrawn facilities available totalled
$377 million (2017: $192.5 million).
fixed-rate bonds
The following table provides details of the Group’s fixed
rate bonds:
NZX code
Value of issue
$000
Date
issued
Date of
maturity
Interest
rateInterest payable
Fair value
2018
$000
Fair value
2017
$000
KPG010 125,000 6-Aug-1420-Aug-21
6.15%
February, August 135,254 133,644
KPG020 125,000 7-Sep-167-Sep-23
4.00%
March, September 125,848 120,860
KPG030 125,000 19-Dec-1719-Dec-24
4.33%
June, December 127,403 –
Fixed-rate bonds 375,000 388,505 254,504
The fair value of the fixed-rate bonds is based on their listed
market prices at balance date and is classified as Level 1 in the
fair value hierarchy (2017: Level 1). Refer to Note 1.7 for further
information on the fair value hierarchy.
security
The bank loans and fixed-rate bonds are secured by way of a
Global Security Deed. Pursuant to the Deed, a security interest
has been granted over all of the assets of the Group. No
mortgage has been granted over the Group’s properties,
however, the Deed allows a mortgage to be granted if an event
of default occurs.
3.4.2 interest rate derivatives
The Group is exposed to changes in interest rates and uses interest rate derivatives to mitigate these risks by exchanging floating rate
interest obligations for fixed rate interest obligations (commonly referred to as interest rate swaps).
The following table provides details of the fair values, notional values, terms and interest rates of the Group’s interest rate derivatives.
2018
$000
2017
$000
Interest rate derivative assets – non-current 658 2,428
Interest rate derivative liabilities – current (627) (198)
Interest rate derivative liabilities – non-current (14,725) (17,258)
Net fair values of interest rate derivatives (14,694) (15,028)
Notional value of interest rate derivatives – active 385,000 425,000
Notional value of interest rate derivatives – forward starting 140,000 220,000
Notional values 525,000 645,000
Weighted average term to maturity – active 2.3 years 2.4 years
Weighted average term to maturity – forward starting 4.9 years 5.4 years
Weighted average term to maturity 2.9 years 3.4 years
Weighted average interest rate – active
1
3.80% 3.91%
Weighted average interest rate – forward starting
1
3.56% 3.58%
Weighted average interest rate
1
3.74% 3.80%
1. Excluding fees and margins.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
87
notes
recognition and measurement
Interest rate derivative instruments are initially recognised at fair
value on the date on which a derivative contract is entered into
and are subsequently re-measured to fair value each balance
date exclusive of accrued interest. Fair values at balance date
are calculated to be the present value of the estimated future
cash flows of these instruments. Transaction costs are
expensed on initial recognition and recognised in profit or loss.
Derivatives are carried as assets when their fair value is positive
and as liabilities when their fair value is negative.
The Group does not designate any derivatives into hedging
relationships. Gains or losses arising from changes in fair value
of interest rate derivatives are recognised in profit or loss.
key estimate: fair value
of interest rate derivatives
The fair values of interest rate derivatives are determined from
valuations prepared by an independent treasury adviser using
valuation techniques classified as Level 2 in the fair value
hierarchy (2017: Level 2). Refer to Note 1.7 for further information
on the fair value hierarchy. These are based on the present value
of estimated future cash flows based on the terms and
maturities of each contract and the current market interest rates
at balance date. Fair values also reflect the current
creditworthiness of the derivative counterparties. These values
are verified against valuations prepared by the respective
counterparties. The valuations were based on market rates at
31 March 2018 of between 1.96% for the 90-day BKBM and 3.06%
for the 10-year swap rate (2017: 2.00% and 3.45%, respectively).
3.4.3 capital management
The Group’s capital includes equity and interest bearing liabilities. The Group maintains a strong capital base to ensure investor,
creditor and market confidence and to sustain the Group’s ongoing activities. The impact of the level of capital on shareholder
returns and the need to maintain a balance between the higher returns that might be possible with greater gearing and the
advantages and security afforded by a sound capital position is recognised by the Group. The Group is subject to the capital
requirement imposed by the Group’s Senior Facilities Agreement and Master Trust Deed governing its interest bearing liabilities
which require that total finance debt be maintained at no more than 45% of the total assets of the Group. This capital requirement
has been complied with throughout the year.
3.5 trade and other payables
2018
$000
2017
$000
Trade creditors 29,099 26,747
Interest and finance charges payable 2,918 4,416
Development costs payable 19,217 8,902
Employment liabilities 4,246 4,020
Rent in advance 663 243
Goods and Services Tax 1,287 1,136
Trade and other payables 57,430 45,464
recognition and measurement
Trade and other payables are carried at amortised cost and due
to their short-term nature are not discounted. Provisions are
recognised when the Group has a legal or constructive
obligation as a result of a past event, it is probable that a future
outflow of cash or other benefit will be required and a reliable
estimate can be made of the amount of the obligation.
In conjunction with the disposal of The Majestic Centre (refer to Note 1.3), interest rate swaps with a face value of $40 million were
closed out during the year for a payment of $2.7 million. The net fair value loss on the remaining interest rate derivatives for the year
was $2.4 million. The difference between these two amounts represents the movement in the net interest rate derivative liabilities
from 31 March 2017 to 31 March 2018.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
88
notes
3.6 equity
3.6.1 share capital
The following table provides details of movements in the Group’s issued shares:
2018
Number
000
2018
Amount
$000
2017
Number
000
2017
Amount
$000
Balance at the beginning of the year 1,299,389 1,272,622 1,276,420 1,241,129
Issue of shares:
Dividend reinvestment 2,831 3,842 22,917 31,922
Entitlement offer (refer to Note 1.3) 118,132 156,950 ––
Employee share ownership plan 63 – 52 –
Long-term incentive (LTI) plan– (478)– (429)
Balance at the end of the year 1,420,415 1,432,936 1,299,389 1,272,622
1,378,582 shares at a cost of $2.0 million are held by
Pacific Custodians (New Zealand) Limited (the LTI Trustee)
for the Group’s LTI plan (2017: 1,211,499 shares, at a cost of
$1.6 million). Refer to the share-based payments Note 3.6.4
for further information.
recognition and measurement
Share capital is recognised at the fair value of the consideration
received by the Company. Costs relating to the issue of new
shares have been deducted from proceeds received.
All shares carry equal weight in respect of voting rights, dividend
rights and rights on winding up of the Company and have no
par value.
3.6.2 dividends
Dividends paid during the year comprised:
Date declared
2018
cps
2018
$000Date declared
2017
cps
2017
$000
Cash 3.375 43,856 3.300 42,123
Imputation credits0.980 12,735 0.840 10,722
Final dividend19-May-174.355 56,591 13-May-164.140 52,845
Cash 3.425 48,548 3.375 43,410
Imputation credits0.920 11,587 0.940 12,090
Interim dividend17-Nov-174.345 60,135 18-Nov-164.315 55,500
Cash 6.800 92,404 6.675 85,533
Imputation credits1.900 24,322 1.780 22,812
Total dividends8.700 116,726 8.455 108,345
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
89
notes
The Group operates a Dividend Reinvestment Plan (DRP) which allows eligible shareholders to elect to reinvest dividends in shares.
The board, at its sole discretion, may suspend the DRP at any time and/or apply a discount to which shares are issued under the DRP.
On 18 May 2018, the board declared a final cash dividend for the six months ended 31 March 2018 of 3.425 cents per share
(equivalent to $48.6 million), together with imputation credits of 0.97 cents per share. The dividend record date is 6 June 2018 and
payment will occur on 21 June 2018.
3.6.3 earnings per security
Basic and diluted earnings per share (EPS) are calculated by dividing the post-tax profit for the year by the weighted average number
of shares outstanding during the year.
2018 2017
Basic and diluted EPS (cents) 8.66 11.10
Profit used in the calculation of basic and diluted EPS ($000) 120,102 142,997
Weighted average number of shares used in the calculation of basic and diluted EPS (000) 1,386,649 1,287,840
3.6.4 share-based payments
long-term incentive plan (LTI plan)
The Group provides an LTI plan for selected senior employees. Under the LTI plan, ordinary shares in the Company are purchased on
market by Pacific Custodians (New Zealand) Limited (the LTI Trustee). Participants purchase shares from the LTI Trustee with funds
lent to them by the Company. The number of shares that vest depends on the Company’s absolute total shareholder return as well as
its ranking relative to comparator entities in the S&P/NZX All Real Estate Index. If the individual is still employed by the Company at
the end of the vesting period and the hurdles have been achieved, the employee is provided a cash amount which must be used to
repay the loan and the relevant number of shares are then transferred to the individual.
recognition and measurement
The fair value of the LTI plan at grant date is recognised over the
vesting period of the plan as an employee entitlements expense,
with a corresponding increase in the share-based payments
reserve. The fair value is independently measured using an
appropriate option pricing model.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
90
notes
3.6.4 share-based payments (continued)
Number of shares
Grant date
Measurement
date
Share price
at grant date
Balance
at the
beginning
of the year
Granted
during the
year
Exercised
during the
year
Forfeited
during the
year
Balance at
the end of
the year
2018
1 April 201731 March 2020$1.383– 534,691 –(42,623) 492,068
1 April 201631 March 2019$1.466 459,785 –– (70,910) 388,875
1 April 201531 March 2018$1.260 448,375 –– (75,472) 372,903
15 December 201431 March 2017$1.232 303,339 –(291,201)(12,138)–
1,211,499 534,691 (291,201) (201,143) 1,253,846
2017
1 April 201631 March 2019$1.466– 459,785 –– 459,785
1 April 201531 March 2018$1.260 565,887 –– (117,512) 448,375
15 December 201431 March 2017$1.232 359,029 –– (55,690) 303,339
924,916 459,785 – (173,202) 1,211,499
key estimates and assumptions: fair value measurement of LTI plan
The fair value of the LTI plan has been determined using a Monte Carlo simulation to model a range of future share price outcomes
for the Company and comparator entities in the S&P/NZX All Real Estate Index. The fair value at grant date and the measurement
inputs used were as follows:
Measurement date
31 March
2020
31 March
2019
31 March
2018
Weighted average share price at grant date$1.383$1.466$1.260
Risk-free rate2.2%2.1%3.1%
Standard deviation of the entities in the S&P/NZX All Real Estate Index8.9%-14.6%8.4%-15.2%8.7%-21.5%
Correlation between Company share price and other entities
in the S&P/NZX All Real Estate Index0.280.200.25
Estimated fair value per share$0.508$0.502$0.495
The volatility and correlation measures were derived from
measuring the standard deviation and correlation of returns for
listed entities in the S&P/NZX All Real Estate Index over a
three-year period. The risk free rate was based on government
bond yields over the same period.
It has been assumed that participants will remain employed with
the Company on the vesting date. Dividend assumptions are
based on projected dividend payments over the vesting period.
The employee entitlements expense relating to the LTI plan
for the year ended 31 March 2018 is $190,148 (2017: $196,569)
with a corresponding increase in the share-based payments
reserve. The unamortised fair value of the remaining shares at
31 March 2018 is $330,508 (2017: $246,456).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
91
notes
4. financial risk management
FOR THE YEAR ENDED 31 MARCH 2018
In the normal course of business, the Group is exposed to a
variety of financial risks. This section explains the Group’s
exposure to financial risks, how these risks could affect the
Group’s financial performance and how they are managed.
Th
e Group is exposed to the following financial risks through its
use of financial instruments:
— interest rate risk
—cre
dit risk
—liq
uidity risk
financial instruments
The following items in the statement of financial position are
classified as financial instruments: cash and cash equivalents,
trade and other receivables, trade and other payables, interest
bearing liabilities and interest rate derivatives. All financial
instruments are recorded at amortised cost with the exception
of interest rate derivatives, which are recorded at fair value
through profit or loss.
risk management
The board has overall responsibility for establishing and
overseeing the Group’s risk management framework. The board
has established an audit and risk committee with responsibilities
that include risk management, compliance and financial
management and control.
The Group has developed a risk management framework
which guides management and the board in the identification,
assessment and monitoring of new and existing risks.
Management report to the audit and risk committee and
the board on relevant risks and the controls and treatments
of those risks.
4.1 interest rate risk
nature of the risk
Interest rate risk is the risk that fluctuations in interest rates
impact the Group’s financial performance or the fair value of its
holdings of financial instruments.
risk management
The Group adopts a policy of reducing its exposure to changes
in interest rates by utilising interest rate derivatives to limit future
interest cost volatility by exchanging floating rate interest
obligations for fixed rate interest obligations. The Group has
established a treasury management group consisting of senior
management and external treasury advisors to review and
set treasury strategy within the guidelines of its debt and
hedging policy.
exposure
The Group’s exposure to interest rate risk arises primarily from
bank loans which are subject to floating interest rates. The
weighted average interest rate, term to maturity of interest
bearing liabilities and details of the interest rate derivatives
utilised are set out in Note 3.4.2. The fair value of interest rate
derivatives is impacted by changes in market interest rates.
sensitivity to interest rate movements
The following sensitivity analysis shows the effect on profit
or loss and equity if market interest rates at balance date had
been 100 basis points higher or lower with all other variables
held constant.
100 bps increase ($000)100 bps decrease ($000)
(12,846)12,158
(15,418)
(9,249)
(11,101)
14,392
8,754
10,362
2018 – equityprofit or loss (pre-tax) – 2018
2017 – equityprofit or loss (pre-tax) – 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
92
notes
4.2 credit risk
nature of the risk
Credit risk is the risk that a counterparty will default on its
contractual obligations, resulting in financial loss to the Group.
The Group incurs credit risk in the normal course of business
from trade receivables and transactions with financial institutions.
risk management
The risk associated with trade receivables is managed with a
credit policy which includes performing credit evaluations on
tenants and imposing standard payment terms and the
monitoring of aged debtors. Collateral is obtained where
possible. The risk from financial institutions is managed by
placing cash and deposits with high credit quality financial
institutions only.
exposure
The carrying amounts of financial assets recognised in the
statement of financial position best represent the Group’s
maximum exposure to credit risk and are recognised net of any
provision for losses on these financial instruments.
4.3 liquidity risk
nature of the risk
Liquidity risk is the risk that the Group will not be able to meet its
financial obligations as they fall due.
risk management
The Group evaluates its liquidity requirements on an ongoing basis
by continuously forecasting cash flows. The Group generates
sufficient cash flows from its operating activities to meet its
obligations arising from its financial liabilities and has bank
facilities available to cover potential shortfalls. The Group’s
approach to managing liquidity risk is to ensure it will always have
sufficient liquidity to meet its obligations when they fall due under
both normal and stress conditions. The Group manages liquidity
by maintaining adequate committed credit facilities and spreading
maturities in accordance with its Debt and Hedging Policy.
exposure
The following table analyses the Group’s financial liabilities into
relevant maturity groupings based on the earliest contractual
maturity date at balance date. The amounts are contractual
undiscounted cash flows, which includes interest through to
maturity and assumes all other variables remain constant.
Statement of
financial position
$000
Contractual cash flows (principal and interest)
Total
$000
0-6 mths
$000
6-12 mths
$000
1-2 yrs
$000
2-5 yrs
$000
> 5 yrs
$000
2018
Trade and other payables 48,316 48,316 48,316 ––––
Interest bearing liabilities 913,502 1,050,527 18,577 18,577 291,548 460,277 261,548
Net interest rate derivatives 14,694 19,132 4,427 4,002 6,207 4,401 95
Net financial liabilities 976,512 1,117,975 71,320 22,579 297,755 464,678 261,643
2017
Trade and other payables 35,649 35,649 35,649 ––––
Interest bearing liabilities 1,030,358 1,169,812 19,211 19,211 293,512 837,878 –
Net interest rate derivatives 15,028 16,872 4,084 3,984 6,485 3,736 (1,417)
Net financial liabilities 1,081,035 1,222,333 58,944 23,195 299,997 841,614 (1,417)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
93
notes
5. other information
FOR THE YEAR ENDED 31 MARCH 2018
5.1 segment information
Operating segments are reported in a manner consistent with
the internal reporting provided to the chief operating decision
maker. The chief operating decision maker, who is responsible
for allocating resources and assessing performance of the
operating segments, is the Chief Executive.
Operating segments have been determined based on the
reports reviewed by the Chief Executive to assess performance,
allocate resources and make strategic decisions.
The Group’s primary assets are investment properties.
Segment information regarding investment properties is
provided in Note 3.2.
The Group operates in New Zealand only.
The following is an analysis of the Group’s profit by
reportable segments:
Retail
$000
Office
$000
Other
$000
Total
$000
2018
Property revenue 177,831 67,018 4,414 249,263
Less: straight-lining of fixed rental increases 811 (2,876) (35) (2,100)
Less: direct property expenses(42,312) (13,680) (1,176) (57,168)
Segment profit 136,330 50,462 3,203 189,995
2017
Property revenue 169,385 64,909 3,842 238,136
Less: straight-lining of fixed rental increases 213 (2,253) (39) (2,079)
Less: direct property expenses(40,605) (13,875) (1,119) (55,599)
Segment profit 128,993 48,781 2,684 180,458
retail 72%
office
26%
other
2%
segment profit
retail 71%
office
27%
other
2%
segment profit
2018
2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
94
notes
5.1 segment information (continued)
A reconciliation of the segment profit to the profit before income tax reported in the consolidated statement of comprehensive
income is provided as follows:
2018
$000
2017
$000
Segment profit 189,995 180,458
Property management income 1,742 1,506
Rental income resulting from straight-lining of fixed rental increases 2,100 2,079
Interest and other income 285 186
Litigation settlement expenses–(770)
Net fair value gain on investment properties 26,528 41,037
Interest and finance charges (42,645)(43,236)
Employment and administration expenses (20,567)(17,987)
Net fair value gain/(loss) on interest rate derivatives (2,390) 9,732
Loss on disposal of investment properties (7,069)(1,345)
Profit before income tax 147,979 171,660
5.2 related party transactions
The Group holds its 50% interest in The Base by way of an unincorporated joint venture. Kiwi Property manages the entire property
on behalf of the joint venture and receives management fees in accordance with the Property Management Agreement.
During the year, the following transactions were undertaken with the joint venture:
2018
$000
2017
$000
Property management fees 1,252 969
Expenditure reimbursement 515 597
Leasing fees 814 529
Development management fees 169 114
Legal fees 68 92
Retail design management fees 88 57
Total related party transactions 2,906 2,358
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
95
notes
5.3 key management personnel
2018
$000
2017
$000
Directors’ fees 704 652
Short-term employee benefits5,288 5,637
Other long-term benefits– 40
Termination benefits– 158
Share-based payments 36 197
Key management personnel costs 6,028 6,684
Additional disclosures relating to key management personnel are set out in the remuneration report on page 118. Further details
regarding share-based payments can be found in Note 3.6.
4.
5.4 commitments
development and other costs
The following costs have been committed to but not recognised in the financial statements as they will be incurred in future
reporting periods:
2018
$000
2017
$000
Development costs at Sylvia Park 185,152 43,859
Development costs at LynnMall 1,819 –
Development costs at The Plaza 5,111 2,430
Development costs at North City – 2,609
Development costs at Northlands 8,042 2,020
Development and leasing costs at Vero Centre 261 3,775
Development costs at 44 The Terrace 45 2,192
Development and other commitments 200,430 56,885
The Base
Under the Group’s agreement to purchase 50% of The Base from The Base Limited (TBL), TBL has the right to require the Group to
purchase its remaining 50% interest, at a price determined by independent valuation, between 2018 and 2021.
Drury development land
The Group is committed to the purchase of 8.5 hectares of additional development land in Drury, South Auckland at a price to be
determined by independent market valuation.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
96
notes
5.4 commitments (continued)
operating leases
The Group has commitments for lease payments under operating leases in effect at balance date but not recognised as liabilities,
payable as follows:
2018
$000
2017
$000
Within one year 54 614
One year or later and not later than five years 2 –
Later than five years––
Operating lease commitments 56 614
ground leases
Ground leases exist over ASB North Wharf, The Base and certain adjoining properties. In addition, ground leases also exist over parts
of the land at Sylvia Park, Westgate Lifestyle, Centre Place – North, The Plaza and Northlands. The amount paid in respect of ground
leases during the year was $1.1 million (2017: $1.1 million). The leases terminate between November 2026 and March 3007. Due to the
duration of the leases and the different methods of calculating the lease payments, the total value of the overall commitment has not
been calculated.
5.5 subsequent events
On 18 May 2018, the board declared a final dividend. For further details refer to Note 3.6.2.
97
notes
We have audited the consolidated financial statements
which comprise:
— th
e consolidated statement of financial position as at
31 March 2018;
— the consolidated statement of comprehensive income
for the year then ended;
— th
e consolidated statement of changes in equity
for the year then ended;
— th
e consolidated statement of cash flows for the year
then ended; and
— th
e notes to the consolidated financial statements,
which include significant accounting policies.
our opinion
In our opinion, the consolidated financial statements of Kiwi
Property Group Limited (the Company), including its controlled
entities (the Group), present fairly, in all material respects, the
consolidated financial position of the Group as at 31 March 2018,
its consolidated financial performance and its consolidated cash
flows for the year then ended in accordance with New Zealand
Equivalents to International Financial Reporting Standards (NZ
IFRS) and International Financial Reporting Standards (IFRS).
basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (New Zealand) (ISAs NZ) and International
Standards on Auditing (ISAs). Our responsibilities under those
standards are further described in the Auditor’s responsibilities
for the audit of the consolidated financial statements section of
our report.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
We are independent of the Group in accordance with
Professional and Ethical Standard 1 (Revised) Code of Ethics for
Assurance Practitioners (PES 1) issued by the New Zealand
Auditing and Assurance Standards Board and the International
Ethics Standards Board for Accountants’ Code of Ethics
for Professional Accountants (IESBA Code), and we have
fulfilled our other ethical responsibilities in accordance with
these requirements.
Our firm carries out other services for the Group in the areas
of other related assurance services comprising the audits of
special purpose financial information in accordance with
tenancy agreements, voting procedures over the annual
shareholders’ meeting, the benchmarking of executive
remuneration and review of the long-term incentive plan.
The provision of these other services has not impaired our
independence as auditor of the Group.
independent auditor’s report
TO THE SHAREHOLDERS OF KIWI PROPERTY GROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
98
our audit approach
overview
An audit is designed to obtain reasonable assurance whether
the consolidated financial statements are free from material
misstatement.
Overall group materiality: $6.2 million.
We agreed with the Audit and Risk
Committee that we would report to them
misstatements identified during our audit
above $0.6 million as well as misstatements
below that amount that, in our view,
warranted reporting for qualitative reasons.
We have one key audit matter: Valuation of
investment properties.
materiality
The scope of our audit was influenced by our application of
materiality.
Based on our professional judgement, we determined certain
quantitative thresholds for materiality, including the overall
Group materiality for the consolidated financial statements as a
whole as set out above. These, together with qualitative
considerations, helped us to determine the scope of our audit
and the nature, timing and extent of our audit procedures and to
evaluate the effect of any misstatements, both individually and in
aggregate on the consolidated financial statements as a whole.
Overall group materiality$6.2 million.
How we determined it5% of profit before tax excluding valuation movements relating
to investment properties and interest rate derivatives.
Rationale for the materiality
benchmark applied
We applied this benchmark because, in our view, it is reflective
of the metrics against which the performance of the Group is
most commonly measured.
audit scope
We designed our audit by assessing the risks of material misstatement in the consolidated financial statements and our application of
materiality. As with all of our audits, we also addressed the risk of management override of internal controls, including among other
matters consideration as to whether there was evidence of bias that represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the consolidated financial
statements as a whole, taking into account the structure of the Group, the accounting processes and controls, and the industry in
which the Group operates.
key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated
financial statements of the current year. We have one key audit matter: Valuation of investment properties. The matter was addressed
in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on the matter.
Materiality
Audit scope
Key audit
matters
independent auditor’s report
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
99
notes
Key audit matterHow our audit addressed the key audit matter
Valuation of investment properties
Refer to note 3.2 of the consolidated financial statements.
The Group’s investment properties comprise retail and office
portfolios and at $3.1 billion represent the majority of the assets as
at 31 March 2018.
The valuation of the Group’s property portfolio is inherently
subjective due to, among other factors, the individual nature of
each property, location and the expected future rental income for
each respective property.
The existence of significant estimation uncertainty, coupled with
the fact that only a small percentage difference in individual
property valuation assumptions, when aggregated, could result in
material misstatement, is why we have given specific audit focus
and attention to this area.
The valuations were carried out by third party valuers, Colliers
International New Zealand Limited, Jones Lang LaSalle Limited and
CBRE Limited (the Valuers). The Valuers were engaged by the
Group, and performed their work in accordance with the
International Valuation Standards and the Australia and New
Zealand Valuation and Property Standards. The Valuers used by the
Group are well known firms, with experience in the markets in
which the Group operates and are rotated across the portfolio on a
three-yearly cycle.
In determining a property’s valuation, the Valuers take into account
property specific information such as the current tenancy
agreements and rental income earned by the asset. They then
apply assumptions in relation to capitalisation rates and current
market rent and anticipated growth, based on available market
data and transactions, to arrive at a range of valuation outcomes,
from which they derive a point estimate. Due to the unique nature
of each property, the assumptions applied take into consideration
the individual property characteristics at a granular tenant by
tenant level, as well as the qualities of the property as a whole.
Comparable market information is available in New Zealand for the
Group’s properties, other than for some of the Group’s significant
properties by value, which are unique in New Zealand due to their
size. The Valuers take into consideration other market information
for these properties in light of this.
The Group has adopted the assessed values determined by the
Valuers.
For properties that have development work ongoing at 31 March
2018, the costs to complete these developments were taken into
account by the Valuers.
External valuations
We read the valuation reports for all properties and discussed the
reports with each of the Valuers. We confirmed that the valuation
approach for each property was in accordance with accounting
standards and suitable for use in determining the carrying value of
investment properties at 31 March 2018.
It was evident from our discussions with management and the
Valuers and our review of the valuation reports that close attention
had been paid to each property’s individual characteristics and its
overall quality, geographic location and desirability as a whole.
We assessed the Valuers’ qualifications, expertise and their objectivity
and we found no evidence to suggest that the objectivity of any
Valuer in their performance of the valuations was compromised.
We carried out procedures, on a sample basis, to test whether
property-specific information supplied to the Valuers by the
Group reflected the underlying property records held by the
Group. For the items tested, the information was consistent.
Assumptions
Our work over the assumptions focused on the largest properties
in the portfolio and those properties where the assumptions used
and/or year-on-year fair value movement suggested a possible
outlier versus market data for the retail and office sectors. We also
engaged our own in-house valuation specialist to critique and
challenge the work performed and assumptions used by the
Valuers. In particular, we compared the valuation metrics used by
the Valuers to recent market activity.
Where comparable market information was not available in New
Zealand, the Valuer has used other information and specific value
drivers for the property. In challenging this approach, we
considered the comparability of the data used.
We concluded that the assumptions used in the valuations were
supportable in light of available and comparable market evidence.
We obtained management’s estimates of costs to complete on
the properties under development. We compared these estimates
to budgets and external quantity surveyors’ reports and consider
the estimates to be reasonable based on available information.
Overall valuation estimates
Because of the subjectivity involved in determining valuations for
individual properties and the existence of alternative assumptions
and valuation methods, we determined a range of values that were
considered reasonable for an individual property to evaluate the
independent property valuations used by management. If we find
an error in a property valuation or determine that the valuation is
outside the reasonable range, we would evaluate the error or
difference against overall materiality to determine if there is a
material misstatement in the consolidated financial statements.
The valuations adopted by the Group were all within our acceptable
ranges. We also considered whether or not there was bias in
determining individual valuations and found no evidence of bias.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
kiwi property
annual report 2018
100
independent auditor’s report
information other than the financial statements and auditor’s report
The directors are responsible for the annual report. Our opinion
on the consolidated financial statements does not cover the
other information included in the annual report and we do not
and will not express any form of assurance conclusion on the
other information.
In connection with our audit of the consolidated financial
statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is
materially inconsistent with the consolidated financial
statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated. If, based on the work we
have performed on the other information that we obtained prior
to the date of this auditor’s report, we conclude that there is a
material misstatement of this other information, we are required
to report that fact. We have nothing to report in this regard.
responsibilities of the directors for the consolidated financial statements
The directors are responsible, on behalf of the Company, for the
preparation and fair presentation of the consolidated financial
statements in accordance with NZ IFRS and IFRS, and for such
internal control as the directors determine is necessary to enable
the preparation of consolidated financial statements that are free
from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors
are responsible for assessing the Group’s ability to continue as a
going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting
unless the directors either intend to liquidate the Group or to
cease operations, or have no realistic alternative but to do so.
auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about
whether the consolidated financial statements, as a whole, are
free from material misstatement, whether due to fraud or error,
and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with ISAs NZ
and ISAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are
considered material if, individually or in aggregate, they could
reasonably be expected to influence the economic decisions of
users taken on the basis of these consolidated financial
statements.
A further description of our responsibilities for the audit of the
consolidated financial statements is located at the External
Reporting Board’s website at: https://www.xrb.govt.nz/
standards-for-assurance-practitioners/auditors-responsibilities/
audit-report-1/
This description forms part of our auditor’s report.
who we report to
This report is made solely to the Company’s shareholders, as a
body. Our audit work has been undertaken so that we might
state those matters which we are required to state to them in an
auditor’s report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company’s
shareholders, as a body, for our audit work, for this report or for
the opinions we have formed.
The engagement partner on the audit resulting in this
independent auditor’s report is Jonathan Skilton.
For and on behalf of:
Chartered Accountants Auckland
18 May 2018
need more?
We provide a range of policies and disclosures on our website,
kp.co.nz/about-us/corporate-governance, including:
Audit and Risk Committee Charter
Board Charter
Code of Ethics
Constitution
Corporate Governance Statement
Diversity and Equal Employment
Opportunity Policy
Dividend Policy
External Auditor Independence Policy
Investment and Management Philosophy
Market Disclosure Policy
Master Trust Deed
(in relation to our bond programme)
Remuneration and Nominations
Committee Charter
Remuneration Policy
Securities Trading Policy
Sustainability and Responsible
Investment Statement
corporate governance
we are committed to the highest standards of corporate governance
Our corporate governance framework draws on principles, guidelines, recommendations and requirements from a
range of sources including the NZX Listing Rules and NZX Corporate Governance Code (the NZX Code). In addition,
the Board has approved policies and practices which aim to reflect best practice corporate governance.
The overarching purpose of the NZX Code is to promote good corporate governance.
The NZX Code contains eight corporate governance principles. For each principle, the NZX Code sets out good
pr
actice recommendations. There are a total of 32 recommendations.
NZX Listing Rule 10.4.5(i) requires Kiwi Property (and other listed entities) to either comply with each recommendation
or explain why a recommendation was not complied with. The NZX Code also requires Kiwi Property to report on how
we complied with the recommendations set out in the NZX Code that we have adopted for the year ended 31 March 2018.
NZX Code compliance
Kiwi Property has followed the recommendations set out in the NZX Code for the year ended 31 March 2018 except, and to the
extent, set out in the following pages. This statement is current as at 31 March 2018 and has been approved by our Board.
The NZX Code was published on 10 May 2017 and came into effect on 1 October 2017. Accordingly, this is Kiwi Property’s
first period of reporting against the NZX Code. While the NZX Code did not exist for part of the Company’s reporting period,
nevertheless reporting is required by the NZX Code for the entire 12-month reporting period.
In prior years, Kiwi Property adopted governance principles which did not differ materially from the NZX Corporate Governance
Best Practice Code; the predecessor to the current NZX Code. In prior years we also reported against
the principles, guidelines and recommendations set out in the Financial Markets Authority’s (FMA) Corporate Governance
Ha
ndbook. That handbook applied to listed and unlisted entities. In February 2018 the FMA published an updated
handbook. The updated handbook makes clear that it does not apply to Kiwi Property and other NZX-listed entities
and instead only applies to unlisted entities. As such we no longer report against the principles, guidelines and recommendations
s
e
t out in the handbook.
The corporate governance policies, practices and processes that Kiwi Property adopted or followed for the year ended
31 March 2018 are summarised or referred to in this and the following pages.
101
governance
recommendation 1.1 – The board should document
minimum standards of ethical behaviour to which the
issuer’s directors and employees are expected to
adhere (a code of ethics). The code of ethics and where to find
it should be communicated to the issuer’s employees. Training
should be provided regularly. The standards may be contained
in a single policy document or more than one policy. The code
of ethics should outline internal reporting procedures for any
breach of ethics, and describe the issuer’s expectations about
behaviour, namely that every director and employee:
(a)
ac
ts honestly and with personal integrity in all actions;
(b) declares conflicts of interest and proactively advises of any
potential conflicts;
(c)
un
dertakes proper receipt and use of corporate information,
assets and property;
(d)
in t
he case of directors, gives proper attention to the
matters before them;
(e)
ac
ts honestly and in the best interests of the issuer,
shareholders and stakeholders and as required by law;
(f)
ad
heres to any procedures around giving and receiving gifts
(for example, where gifts are given that are of value in order
to influence employees and directors, such gifts should not
be accepted);
(g)
adheres to any procedures about whistle blowing (for
example, where actions of a whistle blower have complied
with the issuer’s procedures, an issuer should protect and
support them, whether or not action is taken); and
(h) ma
nages breaches of the code.
Our Board is committed to maintaining high ethical standards
and an ethical culture based on trust, transparency,
integrity and absolute honesty.
code of ethics
Our Code of Ethics underpins our employment contracts and
our consultancy agreements. It’s so important to us that failure
to comply with the Code of Ethics could result in disciplinary
action, including dismissal.
Our Code of Ethics requires our directors, employees and
consultants to:
— ac
t properly and efficiently and within the authorities and
discretions delegated to them
— avoid putting themselves in a position where they stand to
benefit personally (directly or indirectly) or could be accused
of insider trading
— en
sure they and the Company comply with all laws
and regulations
— ma
intain confidentiality at all times, and
—be
absolutely honest.
The Code of Ethics and our Fraud and Corruption Policy set out
our procedures for reporting and managing any breach of
ethics, including unethical behaviour.
Our people can access our Code of Ethics and all of our other
policies via our intranet. This is communicated to our people.
Our people undertake regular training to help maintain high
ethical standards and an ethical culture. During the year ended
31 March 2018, this included training on bribery and corruption,
conflicts of interest and fraud. Ethics training was undertaken
in April 2018.
high ethical standards
principle 1 – Code of ethical behaviour
Directors should set high standards of ethical behaviour, model this
behaviour and hold management accountable for these standards
being followed throughout the organisation.
kiwi property
annual report 2018
102
corporate governance
our values
our behaviours are underpinned by our values
we’re people-people
We’re approachable and welcoming. We’re willing and able.
We’re all for people. Ultimately what we build, improve and
protect are places for people.
we have a passion for excellence
We create exceptional places and experiences for investors,
our people, tenants and customers. We’re creators of wealth
and returns. We aim for excellence in everything we do and
strive for continuous improvement.
we do what’s right
Integrity lies at our heart. We bring honesty and reciprocal
respect to all our dealings. We’re honest and transparent.
We’ve earned the trust of our investors, tenants and customers,
and we work hard to never take it for granted.
we lead
We take a leadership stance. We’re always innovating. We set
new benchmarks to lead the way. We’re open minded and
available to embrace new ideas and feedback. We lead by
example, always mindful that our investors rely on us.
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governance
diverse skills and knowledge
principle 2 – Board composition and performance
To ensure an effective board, there should be a balance of
independence, skills, knowledge, experience and perspectives.
recommendation 2.1 – The board of an issuer should
operate under a written charter which sets out the
roles and responsibilities of the board. The board
charter should clearly distinguish and disclose the respective
roles and responsibilities of the board and management.
Our Board Charter sets out the roles, responsibilities,
composition, structure and approach of the Board. The Charter
provides that the Board’s responsibilities include:
— overseeing the business and affairs of the Company
— establishing, alongside the leadership team, the Company’s
strategic direction and financial objectives
—ensuring accountability to shareholders through appropriate
reporting and regulatory compliance
— managing the appointment and succession of the Chief
Executive, and reviewing the remuneration and performance
of the Chief Executive
— mo
nitoring the appointment, performance and remuneration
of the direct reports to the Chief Executive, and
— monitoring its own contribution to the Company’s
performance.
our responsible business practices
We are committed to transparency and fairness in dealing with
all of our stakeholders and ensuring adherence to applicable
laws and regulations.
Confidential information: Under our Confidential Information
Policy, all our people have a responsibility to ensure that all
confidential information is properly protected and secured.
Conflicts of interest: The Company has in place a Conflicts of
Interest Policy to ensure that all actual, apparent and potential
conflicts of interest between the Company and any of its
directors, employees and contractors are identified and
managed appropriately. The Company recognises the
importance of identifying and managing appropriately conflicts
of interest to demonstrate its commitment to conducting its
business ethically and with integrity.
Compliance: Under our Compliance Policy, the Company is
committed to ensuring that it conducts its business in a lawful
manner while also complying with the Company’s values, Code
of Ethics and other policies.
Fraud and Corruption: The Company’s Fraud and Corruption
Policy encourages, enables and protects our people to report
fraud, corruption, unethical behaviour, auditing and accounting
irregularities, maladministration, false expense claims and
substantial waste of the Company’s funds or resources.
Knowledge of fraud, corruption, error, breach of law, compliance
failure, concealed practice or unethical behaviour, which may be
detrimental to the interests of the Company, can be reported to
the Company’s anonymous and independent Whistle-Blower
hotline. Alternatively, it can be reported to any layer of
management, people and culture, the Chair of the Board or the
Chair of the Audit and Risk Committee, or to a dedicated internal
‘fraud’ email address.
Furthermore, our policy provides that no person who, in good
faith, reports fraudulent, corrupt or unethical behaviour shall
suffer harassment, retaliation or adverse employment
consequences. Any person who retaliates against someone
who has reported a violation in good faith will be subject to
disciplinary action which may include dismissal.
gifts and entertainment
Our Gifts and Entertainment Policy sets out the principles, process
and roles and responsibilities for accepting, declining, giving,
seeking approval for and reporting gifts and entertainment. The
objectives of this policy include providing fair, consistent and
transparent guidelines in relation to gifts and entertainment and
maintaining a culture of trust, transparency, integrity and honesty.
recommendation 1.2 – An issuer should have a
financial product dealing policy which applies to
employees and directors.
Our Securities Trading Policy sets out the principles and
processes to be followed in relation to trading shares and other
securities of the Company. The policy provides that our people
must not use their knowledge of the Company or its business to
engage in trading securities of the Company for their benefit or
the benefit of anyone else. The policy applies to the Company’s
directors and employees.
Our people are required to obtain consent before trading
Company securities.
kiwi property
annual report 2018
104
corporate governance
The Board Charter also provides that responsibility for the
implementation of strategic objectives for the Company and the
day-to-day management of operations is delegated to the Chief
Executive. The Chief Executive may delegate functions and
authorities to others.
Specific delegations of authority to the Chief Executive
and others are set out in the Company’s Delegated
Authorities schedule.
recommendation 2.2 – Every issuer should have a
procedure for the nomination and appointment
of directors to the board.
selection and appointment
The Remuneration and Nominations Committee assists the
Board with identifying potential candidates for appointment as
directors of the Company. The Remuneration and Nominations
Committee Charter outlines the process to be followed by the
Committee in identifying and recommending potential
candidates for appointment.
Shareholders are notified each year by a NZX notice of their right
to nominate a candidate for election as a director at that year’s
annual meeting of the Company. The notice is also published
on the Company’s website.
All directors are elected by shareholders or appointed by the
Board. Pursuant to the Company’s Constitution, any director
appointed by the Board retires at the next annual meeting of the
Company but is then eligible for election by shareholders.
Independent search firms may be retained to identify suitable
candidates for directorships.
The number of directors is determined in accordance with
the Company’s Constitution. The Constitution provides
that the minimum number of directors is three and the
maximum is eight.
The Company’s Constitution also provides that the minimum
number of independent directors (as defined in the NZX Listing
Rules) shall be two except where there are eight directors then
the minimum shall be three independent directors or one third
of the total number, whichever is greater.
retirement and rotation
In each year, one third of directors must retire from office and
may offer themselves for re-election at the annual meeting of
shareholders. Directors to retire are those who have been
longest in office since they were last elected or deemed elected.
independence
Independence is determined in accordance with the
requirements of the NZX Listing Rules. The Board has
determined that, as at 31 March 2018, all directors were
independent. This assessment is based on the fact that:
— All directors are non-executive directors, who are not
substantial shareholders.
— All directors are free of any business or other relationship
that would materially interfere with, or could reasonably
be seen to materially interfere with, the independent
exercise of their judgement.
— No d
irectors have been employed or retained to provide
material professional services by the Company within the
previous three years.
— No d
irector is a director, partner or senior executive or
material shareholder of a firm which provides professional
services to the Company.
— No d
irector is a material supplier to the Company or has any
other material contractual relationship with the Company
other than as a director of the Company.
—No
director controls, or is an executive or other representative
of an entity, which controls 5% or more of the Company’s
voting securities.
recommendation 2.3 – An issuer should enter into
written agreements with each newly appointed
director establishing the terms of their appointment.
The Company has a written agreement with each director
setting out the terms and conditions of their appointment.
recommendation 2.4 – Every issuer should disclose
information about each director in its annual report or
on its website, including a profile of experience, length
of service, independence and ownership interests.
Our Board is structured in such a way that, as a group, it has the
skills, knowledge, experience and diversity to meet and
discharge its roles and responsibilities.
The Board currently comprises the following directors, each with
their own specialist skill sets, including but not limited to:
Mark Ford (Chair) – extensive property industry experience.
Mary Jane Daly – a strong background in banking, finance
and insurance.
Richard Didsbury – a career in business and property.
Jane Freeman – extensive experience in retail and
customer-driven technology.
Mark Powell – extensive experience in retail and strategy setting
and execution.
Mike Steur – more than 30 years of property experience.
During the year ended 31 March 2018, Joanna Perry ceased to be
a director with effect from 30 September 2017 and Mark Powell
was appointed as a director with effect from 1 October 2017.
As at 31 March 2018, no director owned any of the Company’s
shares or other financial products.
105
governance
Further information on each of our directors can be found
on page 36 of this report and on the Company’s website,
kp.co.nz/about-us/our-people
recommendation 2.5 – An issuer should have a written
diversity policy which includes requirements for the
board or a relevant committee of the board to set
measurable objectives for achieving diversity (which, at a
minimum, should address gender diversity) and to assess
annually both the objectives and the entity’s progress in
achieving them. The issuer should disclose the policy or a
summary of it.
We value and support diversity in all forms, be it gender,
ethnicity, sexual orientation, age, physical abilities, family status,
religious beliefs or other ideologies.
The Company targets a diverse workforce that reflects the
individuals and communities that make up New Zealand.
Our Diversity and Equal Employment Opportunity Policy (DEEO)
recognises that diversity and equal employment opportunities
help us to:
— attract, retain and provide development opportunities to
employees from a wide range of backgrounds which in turn
broadens the Company’s perspective, thinking and decision
making as well as our innovative capability
— co
nnect with, reflect and understand the communities and
markets in which we operate, allowing us to better meet the
needs of our tenants and customers
— improve employee engagement and productivity by
harnessing each individual’s uniqueness, and
— ac
hieve a competitive advantage by improving our reputation
and optimising Company performance.
Our DEEO Policy requires the Company to, every year:
— se
t measurable objectives for achieving increased diversity
and ensuring equal employment opportunities within the
Company (the DEEO Policy stipulates that such objectives
will, at a minimum, address gender diversity), and
— as
sess its current diversity objectives and its progress in
achieving those objectives.
Prior to the NZX Code coming into force, our DEEO Policy
required diversity objectives to be set and assessed every two
years and, did not expressly state that such objectives should, at
a minimum, address gender diversity. More balanced gender
diversity was already a key focus of the Company’s diversity
efforts, and the Company was satisfied that review and
assessment of its gender diversity objectives every two years
ensured sufficiently regular focus on this important issue.
To align with recommendation 2.5 of the NZX Code, the Company
updated its DEEO Policy with effect from 8 September 2017 to
provide for annual consideration and assessment of its diversity
objectives and to stipulate that such objectives must, at a
minimum, address gender diversity.
The Board has evaluated the performance of the Company
against the DEEO Policy and considers that the Company has
complied with the policy.
diversity objectives
The current objectives are:
the Board
In compiling a short-list of potential candidates, at least one female director candidate and one
director candidate from the ethnic groups of either Māori, Asian or Pacific Peoples will be included,
wherever possible.
leadership team
The short-list identifying potential candidates for a leadership team position will include at least one
female candidate and one candidate from the ethnic groups of either Māori, Asian or Pacific Peoples,
wherever possible.
all other roles
The hiring manager commits to ensuring an awareness of gender and ethnic diversity via their recruitment
and selection practices, and include one candidate from the ethnic groups of either Māori, Asian, or Pacific
Peoples, wherever possible.
diversity and
inclusion learning
and development
The Company commits to providing ongoing learning and development initiatives to continue to grow our
people’s understanding of diversity and the benefits arising from a culture that supports and promotes a
diverse and inclusive workforce and leadership team.
pay equity
The Company commits to undertaking an annual pay equity review to assess the impact of gender
on the pay and participation of women in the workforce and to ensure unconscious bias does not
impact remuneration decisions.
kiwi property
annual report 2018
106
corporate governance
gender diversity
The following table provides a breakdown of the gender composition of the directors and officers of the Company, the Company’s
leadership team together with all employees as at the current and prior balance dates:
20182017
numberproportion %numberproportion %
femalemalefemalemalefemalemalefemalemale
directors243367335050
officers
1
142080060100
leadership team
1,2,3
3925752101783
all employees126477327113546832
ethnic diversity
Our ethnic diversity at the current and prior balance dates was as follows:
20182017
European75%77%
Māori10%9%
Asian9%8%
Middle Eastern, Latin American, African5%5%
Pacific Peoples5%4%
not disclosed5%6%
The statistics add to greater than 100% as some employees identify with more than one ethnic group.
2018
female employees
73%
2018
male
employees
27%
2017
female employees
68%
2017
male
employees
32%
1. At 31 March 2018, the role of GM Retail was vacant so accordingly excluded from these statistics. Linda Trainer was appointed to this role on 6 April 2018 and
commenced with Kiwi Property on 23 April 2018. Post the appointment of Linda, the officers of the Company comprise two females and four males
(33% female, 67% male).
2.
On 2
3 April 2018, the role of Manager Shopping Centres was elevated to a leadership team position. This role is held by Shelley Jenkin.
3.
Po
st the appointment of Linda and the inclusion of Shelley, the leadership team comprises five females and nine males (36% female, 64% male).
107
governance
recommendation 2.6 – Directors should undertake
appropriate training to remain current on how to best
perform their duties as directors of an issuer.
Our Board Charter requires our directors to undertake regular
training to educate and update themselves on how to
appropriately and effectively perform their duties as directors.
New directors take part in a comprehensive Company
induction programme.
During the year ended 31 March 2018, our directors undertook
training and attended workshops regarding the Company’s
operations including in relation to strategy, risk management,
insurance and the Company’s new takeover response manual.
recommendation 2.7 – The board should have a
procedure to regularly assess director, board and
committee performance.
Prior to the NZX Code coming into force, we did not have a
formal procedure in place setting out the basis on which
director, Board and committee performance would be regularly
assessed. We did not consider it necessary to have such a
procedure in place, as the Company’s existing policy was to
conduct regular reviews of the performance of individual
directors and the Board (with the assistance of an external
facilitator, where the Board considered that such external input
would be appropriate). The last Board performance assessment
was completed in the year ended 31 March 2017 and was
facilitated by an independent consultant.
In response to the NZX Code, we have developed and
subsequently adopted on 15 February 2018 a formal procedure
setting out the basis on which director, Board and committee
performance would be regularly assessed. The procedure
provides that a formal performance review (facilitated by an
independent party) will be carried out in respect of the Board,
each standing committee and each director at least once every
three years, whilst informal performance reviews of the Board,
each standing committee and each director will be carried out
annually except in any year in which a formal performance
review is undertaken.
recommendation 2.8 – The Chair and the CEO
should be different people.
The Chief Executive is not a director of the Company.
In recognition of the importance of independent views and
the Board’s role in supervising management, the Company’s
Board Charter prohibits the Chair from also holding the
position of Chief Executive.
recommendation 3.1 – An issuer’s audit committee
should operate under a written charter. Membership
on the audit committee should be majority
independent and comprise solely of non-executive directors of
the issuer. The chair of the audit committee should not also be
the chair of the board.
recommendation 3.2 – Employees should only
attend audit committee meetings at the invitation
of the audit committee.
The Audit and Risk Committee (ARC) has a written charter
approved by the Board which is reviewed every two years.
The principal purpose of the ARC is to assist the Board to
exercise due care, diligence and skill in relation to:
— th
e integrity of external financial reporting
— th
e appointment and performance of external and
internal auditors
— fi
nancial management and internal control systems
— ac
counting policy and practice
effective delegation of duties
principle 3 – Board committees
The board should use committees where this will enhance its
effectiveness in key areas, while still retaining board responsibility.
To assist in the execution of its duties and consider complex issues, our
Board has two standing committees. On behalf of the Board and, subject to
the terms of each committee’s charter, these committees review matters
and make recommendations to the Board for decision.
kiwi property
annual report 2018
108
corporate governance
— the risk management framework and the monitoring of
compliance within that framework
— compliance with applicable laws, regulations, standards,
codes of practice and the NZX Listing Rules, and
— related party transactions.
The Chair and membership of the ARC is determined by the
Board. The ARC must have a minimum of three directors, with a
majority comprising independent directors. The ARC must also
be comprised solely of non-executive directors. The ARC Chair
cannot also be Chair of the Board.
At least one member must have an accounting or financial
background, and all other members should be financially literate
and have an understanding of risk management activities, given
the specialised functions of the ARC.
The current members of the ARC are Mary Jane Daly (Chair),
Mark Ford, Mark Powell and Mike Steur. All members are
non-executive directors and the Chair of the ARC is an
independent director and not the Chair of the Board.
At the invitation of the ARC, management and other employees
may attend an ARC meeting.
recommendation 3.3 – An issuer should have a
remuneration committee which operates under a
written charter (unless this is carried out by the whole
board). At least a majority of the remuneration committee
should be independent directors. Management should only
attend remuneration committee meetings at the invitation of
the remuneration committee.
recommendation 3.4 – An issuer should establish a
nomination committee to recommend director
appointments to the board (unless this is carried out
by the whole board), which should operate under a written
charter. At least a majority of the nomination committee should
be independent directors.
The Remuneration and Nominations Committee (RNC) has
a written charter approved by the Board which is reviewed
every two years.
The principal purpose of the RNC is to assist the Board with
appropriate remuneration policies and practices. It also assists
with planning Board composition and ensuring there is an
appropriate mix of skills, experience, expertise and diversity.
Specifically, this committee assists with, amongst other things:
— the establishment of remuneration policies and practices
to ensure the Company continues to attract and retain top
talent at all levels
— discharging the Board’s responsibilities around setting and
reviewing the remuneration of directors, the Chief Executive
and direct reports to the Chief Executive
— planning our Board’s composition, including succession
planning to ensure that there is an appropriate mix of skills,
experience, expertise and diversity
— ev
aluating the competencies required of prospective
directors (both executive and non-executive), including
requirements of the NZX Listing Rules, and
— id
entifying prospective directors and establishing their
degree of independence.
The Chair and membership of the RNC is determined by the
Board. The RNC must have a minimum of three directors, with
a majority comprising independent directors. The RNC Chair
must be an independent director and cannot also be Chair
of the Board.
RNC members are expected to have an appropriate level of
knowledge and understanding of remuneration practice, as well
as legal and regulatory requirements relating to remuneration.
The current members of the RNC are Jane Freeman (Chair),
Richard Didsbury, Mark Ford, and Mike Steur. All members are
non-executive directors and the Chair of the RNC is an
independent director and is not the Chair of the Board.
At the invitation of the RNC, management and other employees
may attend a RNC meeting.
recommendation 3.5 – An issuer should consider
whether it is appropriate to have any other board
committees as standing board committees. All
committees should operate under written charters. An issuer
should identify the members of each of its committees, and
periodically report member attendance.
temporary committee: due diligence committee
number 1
During the 2018 financial year, a committee was established to
coordinate and oversee the due diligence in respect of the
Company’s 1 for 11 entitlement offer of ordinary shares dated
19 June 2017. This committee operated under terms of
reference, not a written charter, which were set out in a due
diligence planning memorandum.
The directors who were members of this committee were
Mary Jane Daly (Chair), Mark Ford and Mike Steur.
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governance
temporary committee: due diligence committee
number 2
During the 2018 financial year, a committee was established to
coordinate and oversee the due diligence in respect of the
Company’s offer of $125 million of fixed-rate senior secured
bonds issued on 19 December 2017. This committee operated
under terms of reference, not a written charter, which were set
out in a due diligence planning memorandum.
The directors who were members of this committee were
Mary Jane Daly (Chair) and Mike Steur.
board and committee meeting attendance
The table below sets out the attendance details for each Board and committee meeting held during the year.
committeeboard
audit and risk
committee
remuneration and
nominations
committee
due diligence
committee 1
due diligence
committee 2
number of meetings74565
Mary Jane Daly74n/a65
Richard Didsbury6n/a4n/an/a
Mark Ford7455n/a
Jane Freeman6n/a5n/an/a
Joanna Perry
1
42n/an/an/a
Mark Powell
2
32n/an/an/a
Mike Steur
74555
recommendation 4.1 – An issuer’s board should have
a written continuous disclosure policy.
The Company is committed to providing immediately and
equally to all investors fair and full disclosure of material
information in accordance with the NZX Listing Rules.
Our Market Disclosure Policy sets out the responsibilities,
processes and guidance that reflect this commitment.
A management Disclosure Committee has been established to
help the Company meet its continuous disclosure obligations.
The Committee comprises the Chief Executive, the Chief
Operating Officer, the Chief Financial Officer and the General
Counsel and Company Secretary.
recommendation 3.6 – The board should establish
appropriate protocols that set out the procedure to be
followed if there is a takeover offer for the issuer including
any communication between insiders and the bidder. It should
disclose the scope of independent advisory reports to shareholders.
These protocols should include the option of establishing an
independent takeover committee, and the likely composition and
implementation of an independent takeover committee.
On 8 September 2017, the Board formally adopted a Takeover
Response Manual. The Manual details the steps to be followed
to prepare and implement a response to a takeover offer, as
well as matters to consider including communications with
shareholders and other stakeholders, amongst other things.
The Manual also includes the option for the Board to establish
a takeover committee.
reporting integrity
principle 4 – Reporting and disclosure
The board should demand integrity in financial and non-financial
reporting, and in the timeliness and balance of corporate disclosures.
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annual report 2018
110
corporate governance
All directors and employees are responsible for reporting
immediately to any member of the Disclosure Committee any
information that they consider to be or likely to be material
information. In addition, the Board will consider at each Board
meeting whether there is any information, arising from matters
discussed at the meeting or otherwise, that may require
disclosure in accordance with the Market Disclosure Policy.
recommendation 4.2 – An issuer should make
its code of ethics, board and committee charters
and the policies recommended in the NZX Code,
together with any other key governance documents,
available on its website.
As noted on page 101, all of the Company’s key corporate
governance documents are available on the Company’s website
(including its Code of Ethics, Board Charter, Audit and Risk
Committee Charter, Remuneration and Nominations Committee
Charter and all other documents which the NZX Code
recommends should be made available on our website).
Following the NZX Code coming into effect, the Company’s
Remuneration Policy and Diversity and Equal Employment
Opportunity Policy were both made available on the Company’s
website in February 2018. Prior to the NZX Code coming into
effect, there was no requirement or general expectation that
either of those policies would be publicly disclosed, and the
Company had considered it unnecessary to make those
policies publicly available. The Company considered that
appropriate remuneration and diversity disclosures were
made in its annual reports.
recommendation 4.3 – Financial reporting should be
balanced, clear and objective. An issuer should
provide non-financial disclosure at least annually,
including considering material exposure to environmental,
economic and social sustainability risks and other key risks.
It should explain how it plans to manage those risks and how
operational or non-financial targets are measured.
We are committed to ensuring that our financial reporting is
balanced, clear and objective.
The Audit and Risk Committee helps to ensure our financial
reporting is balanced, clear and objective. This includes,
amongst other things:
— reviewing and reporting to our Board on annual and interim
financial statements, related stock exchange announcements
and all other financial information published or released to
the market, and
— assisting our Board to review the effectiveness of the internal
control environment, including the effectiveness and
efficiency of operations, reliability of financial reporting and
compliance with applicable laws and regulations.
Management accountability for the integrity of the Company’s
financial reporting is reinforced by the certification from the
Chief Executive, Chief Operating Officer and Chief Financial
Officer in writing that, to the best of their knowledge:
— the Company’s financial statements present a true and fair
view in all material respects
— accounting policies have been appropriately applied, and
— they have assessed the security controls over the financial
information and are satisfied that procedures in place are
adequate to ensure the integrity of the information provided.
This certification was provided for the financial statements
contained in this annual report.
The Board receives regular reports on the financial and
non-financial performance of the Company including health and
safety, major projects, capital and treasury management, risk
and compliance management, people and culture, as well as
reports from the external and internal auditors.
We provide non-financial disclosure at least annually through
various channels, including via our annual report and the suite
of documents released alongside it. Disclosure of our key
financial risks and management of those risks can be found on
pages 91 and 92. Pages 53 and 112-115 summarise our material
environmental, social and governance risks, amongst others,
together with our approach to managing them.
Details of how we measure various operational and non-financial
targets are also detailed in our Sustainability Report. This report
is available on our website kp.co.nz/sustainability.
1. Joanna Perry attended all Board and Audit and Risk Committee meetings that occurred prior to her retirement which was effective
30 September 2017.
2.
Ma
rk Powell attended all Board and Audit and Risk Committee meetings that occurred following his appointment on 1 October 2017.
111
governance
recommendation 5.1 – An issuer should recommend
director remuneration to shareholders for approval
in a transparent manner. Actual director remuneration
should be clearly disclosed in the issuer’s annual report.
At the 2017 annual meeting of Kiwi Property, shareholders
approved a $17,500 (+2.4%) increase in the directors’ fee pool
from $720,000 to $737,500 per annum,
plus GST (if any).
Disclosure of how the Board has allocated the directors’ fee
pool and the remuneration paid to directors during the year
ended 31 March 2018 can be found in the remuneration report
commencing on page 118.
recommendation 5.2 – An issuer should have a
remuneration policy for remuneration of
directors and officers, which outlines the relative
weightings of remuneration components and relevant
performance criteria.
Our Remuneration Policy sets out the various remuneration
components for directors, officers and other employees.
Further information about our remuneration strategy and
policies is set out in the remuneration report.
These pages also provide details of the:
— relative weightings of remuneration components and
relevant performance criteria for the directors and officers
of the Company, and
— numbers of employees and former employees who
received remuneration and other benefits above
$100,000 per annum.
recommendation 5.3 – An issuer should disclose
the remuneration arrangements in place for the CEO in
its annual report. This should include disclosure of the
base salary, short term incentives and long term
incentives and the performance criteria used to determine
performance based payments.
Detailed disclosure of the remuneration arrangements in
place for the Chief Executive (including disclosure of the
Chief Executive’s base salary, short-term incentives and
long-term incentives and the performance criteria used to
determine performance based payments) can be found in
the remuneration report.
recommendation 6.1 – An issuer should have a risk
management framework for its business and the
issuer’s board should receive and review regular
reports. A framework should also be put in place to
manage any existing risks and to report the material risks facing
the business and how these are being managed.
risk management framework
We are committed to managing effectively the risks we face
in achieving our objectives. We believe risk management is a
critical business discipline that helps us achieve our objectives
by reducing uncertainty, increasing the likelihood of achieving
our objectives, minimising losses, and providing greater
freedom to plan and use resources for innovation and
managed risk taking.
transparent remuneration
principle 5 – Remuneration
The remuneration of directors and executives
should be transparent, fair and reasonable.
sound risk management
principle 6 – Risk management
Directors should have a sound understanding of the key risks
faced by the business, and should regularly verify there are
appropriate processes to identify and manage these.
kiwi property
annual report 2018
112
corporate governance
We have adopted as our risk management framework the
New Zealand and Australian Risk Management Standard
(AS/NZS ISO 31000:2009). The framework provides risk
management principles which we have also adopted.
Our Risk Management Policy includes our risk management
principles. The key objectives of this policy are to ensure:
— we m
anage effectively the risks we face in achieving our
objectives, and
— our people are aware of and meet their responsibilities to
identify, evaluate and treat the risks that may prevent or
restrict us from achieving our objectives.
In addition to our risk management framework and policy, we
have also adopted a risk management strategy. Our strategy is
designed to increase our risk management performance and our
risk management maturity. Our strategy includes initiatives in
relation to seven areas of risk management: governance, culture,
assessment and measurement, management and monitoring,
reporting and insights, data and technology and
risk appetite.
Our Board is ultimately responsible for ensuring that the
Company manages effectively the risks we face in achieving our
objectives. The Audit and Risk Committee assists the Board in
this respect by overseeing our risk management framework,
policy and strategy.
In 2018 our Board attended a risk workshop with management.
At this workshop the Board provided feedback and guidance to
management in relation to the risk management strategy
initiatives for the year ended 31 March 2018.
Our Board and Audit and Risk Committee receive from
management regular risk management reports. These
reports include:
— a su
mmary of our risk register
— as
sessments of any new risks or re-assessments of existing
risks, and
— de
tails of our key risks, including the expected trend for each
key risk until the next reporting period.
risk register and key risks
Our risk register contains all of the risks that we have identified as
being a risk to us achieving our objectives. Each risk on our risk
re giste r:
— is classified into one of four groups: strategic, operations,
financial and compliance
— includes an assessment of that risk’s impact to the business,
likelihood of occurrence and its overall rating
— has a risk owner, and
— has details of how we manage that risk.
As at 31 March 2018, our key risks included, among others:
— breach of operating and working protocols resulting in death
or serious harm
— failure to recognise and respond to competitive dynamics
— lack of capacity of our people and adverse organisational
culture (ability to attract, retain and develop our people)
— non-compliance with legal (including regulatory) or
financial obligations
— inability of information systems to adequately protect critical
data and infrastructure from theft, corruption, unauthorised
usage, viruses or sabotage, and
— failure to manage and deliver projects in line with business
cases – on time, to specification and on budget.
Further information in respect of our financial risks is contained
in pages 91 and 92.
During the 2018 financial year, our risk assessment process
comprised consideration of new and existing risks to achieving
our objectives. This included identification and assessment of
each risk’s impact, likelihood and overall rating, allocating the risk
to one or more owners and specifying how we manage that risk.
This process was undertaken on a regular basis at the time each
risk management report was prepared. The results of this
process were included in each risk management report. The
Board and the Audit and Risk Committee reviewed the reports
and provided feedback and guidance to management in respect
of the results of the risk assessment process. Our risk register
was then updated to include any new risks or changes to the
assessment of any existing risks.
Kiwi Property therefore confirms that it has carried out a robust
risk assessment process for the 2018 financial year.
recommendation 6.2 – An issuer should disclose
how it manages its health and safety risks and should
report on their health and safety risks, performance
and management.
health and safety management
People save people. We take this to heart, which is why we
regard health and safety as everyone’s concern. We look to
advance our health and safety practices through active
participation by our people, striving to deliver healthy and
injury-free places of work. This is our health and safety vision.
governance
Our Board recognises that effective governance of health and
safety is essential for our continued success and the wellbeing
of our people. Our Health and Safety Charter sets out our
Board’s commitment, responsibilities and approach to health
113
governance
and safety governance. Our Board has determined that health
and safety shall be governed by the Board as a whole, as
opposed to a committee of the Board.
Our commitment to healthy and injury-free places of work is
reflected in our Health and Safety Policy. The objectives of our
policy are:
— th
e prevention of work related injuries or illnesses, and
— the promotion of safe work practices.
Our Health and Safety Charter and Policy are supported
by our Health and Safety Manual. Our Manual sets out the
roles and responsibilities for our management of health and
safety as well as our standard processes, procedures and
documents including our health and safety training and
qualification requirements.
Health and safety is a formal agenda item for all regular Board
meetings. At these meetings, our Board receives from
management health and safety reports. These reports contain
health and safety performance information which include a
summary of serious incidents, serious harm incidents and
non-serious incidents that occurred during the period,
comparisons against the prior period and the results of our
health and safety audits. These reports also include updates
on our health and safety assurance and enhancement activities.
Our Board also receives health and safety training and
undertakes site visits to see our health and safety management
in practice.
Health and safety leadership is provided by our Health and
Safety Leadership Committee. The committee’s work includes
considering the effectiveness of our health and safety
documentation and practice as well as reviewing incident
reports and the action taken in response to those incidents.
The committee members include, amongst others, the
Chief Executive, Chief Operating Officer, GM Commercial,
GM Development, GM Retail, General Counsel and Company
Secretary, Head of People and Culture, and National Facilities
Manager. During the 2018 financial year, the committee
met five times.
The engagement of our people with health and safety is
supported by our Health and Safety Committee. The
committee’s work includes providing a forum for our people,
through our Health and Safety Representatives, to participate
in improving health and safety at our places of work. The
committee members include the Head of People and Culture,
Health and Safety Representatives, Health and Safety Systems
Co-ordinator and Facilities Portfolio Manager. During the 2018
financial year, the committee met six times.
Our people who are site safety managers support the work
undertaken by our Health and Safety Committee. Our site safety
managers assist in reviewing and updating regularly the health
and safety risks for their sites, provide health and safety
information to our people, undertake investigations of health and
safety incidents and notify WorkSafe of any notifiable events,
amongst other things.
In addition, our Health and Safety Systems Co-ordinator helps to
manage and oversee our health and safety systems.
assurance
Assurance in respect of our health and safety management is
provided through regular health and safety site audits. These
involve a physical site inspection and a review of health and
safety documentation and practice at that site.
In addition, assurance has also been provided through the ACC
Workplace Safety Management Practices (WSMP) audit. The
ACC audit standards have 10 elements and each element
comprises a number of requirements that need to be met.
These requirements are assessed according to one of three
performance levels: primary, secondary and tertiary.
Our most recent ACC WSMP audit was undertaken on
27 September 2016. We achieved a tertiary performance level
in respect of a number of audit elements including commitment
to safety management practices, planning, review, and
evaluation and protection of our people from on-site work.
Overall our performance level was assessed at secondary.
This level recognises that we have adopted and demonstrated
good standards of workplace health and safety practice.
We have not subsequently undertaken a WSMP audit because
ACC discontinued the scheme on 1 April 2017. However, in
2017 we arranged an independent health and safety audit of our
documentation and practices. The results of the audit
confirmed that we continued to adopt and demonstrate
good standards of workplace health and safety practice.
health and safety risks
Our health and safety risks are assessed using the same risk
assessment methodology that we use to assess all other risks.
Health and safety risks are identified for each site and each risk is
then assessed in terms of its impact, likelihood, its overall rating
and how we will manage that risk. This information is recorded in
a health and safety risk register for each site.
As at 31 March 2018, our key health and safety risks included:
— wo
rking at heights – such as a fall from the roof of a building
— hazardous substances – such as an injury or illness from
being exposed to a hazardous substance, and
— electricity – such as an electric shock from electrical
equipment.
kiwi property
annual report 2018
114
corporate governance
recommendation 7.1 – The board should establish a
framework for the issuer’s relationship with its external
auditors. This should include procedures: (a) for
sustaining communication with the issuer’s external
auditors; (b) to ensure that the ability of the external auditors
to carry out their statutory audit role is not impaired, or could
reasonably be perceived to be impaired; (c) to address what,
if any, services (whether by type or level) other than their
statutory audit roles may be provided by the auditors to the
issuer; and (d) to provide for the monitoring and approval by the
issuer’s audit committee of any service provided by the external
auditors to the issuer other than in their statutory audit role.
The Audit and Risk Committee (ARC) assists the Board with
ensuring the quality and independence of the external and
internal audit processes.
The ARC Charter and the External Auditor Independence Policy
provide the framework for our relationship with our external and
internal auditors.
The ARC Charter requires the Committee to, amongst
other things:
— review and recommend to the Board the appointment,
replacement and fees of the external and internal auditors
— confirm and ensure the independence of the external
auditors in accordance with our External Auditor
Independence Policy
— re
view the external and internal audit plans, and
— review and assess the performance of the external and
internal auditors.
The ARC is required by our External Auditor Independence
Policy to only recommend to the Board a firm to be appointed
as external auditor if that firm:
— wo
uld be regarded by a reasonable investor, with full
knowledge of all relevant facts and circumstances, as capable
of exercising objective and impartial judgement on all issues
within their engagement, and
— do
es not allow the direct compensation of its audit partners
to be linked to fees for non-audit services to the Company.
The External Auditor Independence Policy also requires the ARC
to pre-approve the nature of audit and non-audit related services
that are to be provided by our external auditor. The following
guidelines ensure that any related services will not conflict with
the independent role of the external auditor:
— Th
e external auditor may not have any involvement in
the production of financial information or preparation of
financial statements that might be perceived as auditing
their own work.
— Th
e external auditor may not perform any function
of management, or be responsible for making
management decisions.
health and safety performance
We believe our commitment to health and safety and the engagement and participation of our employees to improve health and
safety is reflected in the health and safety performance in respect of our employees.
20182017
deaths––
occupational diseases––
medical treatment injuries44
first aid injuries1220
all injuries1624
workforce injury rate
1
9%14%
1. All injuries / total number of employees.
audit quality and independence
principle 7 – Auditors
The board should ensure the quality and independence of the external audit process.
115
governance
— The external auditor may not be responsible for the design
or implementation of financial information systems.
— The external auditor may not perform any internal
audit function.
Note 2.2 to the financial statements on page 77 details what was
paid by the Company to the external auditor as audit fees and, as
a separate item, for other services.
Our External Auditor Independence Policy contains the
procedures to be adopted by the Board and also management
to sustain communication with the external auditors. The policy
provides that:
— di
rectors are entitled to direct access to the external auditors
without management present, and
— management is entitled to direct access to the external
auditor without directors present.
For the 2018 financial year our external auditor was
PricewaterhouseCoopers. The NZX Listing Rules require the lead
external audit partner to be changed every five years. In
accordance with these rules, the lead external audit partner
changed from Sam Shuttleworth to Jonathan Skilton with effect
from the start of the 2018 financial year.
recommendation 7.2 – The external auditor should
attend the issuer’s Annual Meeting to answer questions
from shareholders in relation to the audit.
Sam Shuttleworth of PricewaterhouseCoopers, our external
auditor, attended the annual meeting of shareholders in
2017 to answer questions from shareholders in relation to our
external audit.
A representative of PricewaterhouseCoopers will attend our
annual meeting in 2018.
recommendation 7.3 – Internal audit functions
should be disclosed.
For the 2018 financial year, KPMG was our internal auditor.
Our internal auditor provides assurance in respect of the risks
impacting our business. This assists the Board, ARC and
management in:
—managing risks
— improving the efficiency and effectiveness of internal
control systems
— monitoring compliance with policies and procedures and
regulatory requirements, and
— providing assurance over the operating effectiveness of
internal controls.
The internal auditor was appointed by the Board and reported
against the internal audit plan on a three-monthly basis.
recommendation 8.1 – An issuer should have a website
where investors and interested stakeholders can
access financial and operational information and key
corporate governance information about the issuer.
We seek to ensure our shareholders understand our activities
by communicating effectively with them and giving them ready
access to clear and balanced information. To assist with this,
the Company:
— maintains a website, kp.co.nz
— pr
ovides shareholders with annual and interim reports and
webcasts of its annual and interim results (available
live and archived on our website)
— provides information to the media and briefings with
research analysts, and
— holds an annual meeting of shareholders in which
shareholder participation is encouraged.
All the Company’s NZX announcements are automatically
published on our website. Our website, which is regularly
updated, also contains:
— information about our people, our property portfolio and our
investment philosophy
— ou
r sustainability activities and achievements, and our annual
sustainability report
keeping our investors informed
principle 8 – Shareholder rights and relations
The board should respect the rights of shareholders and foster
constructive relationships with shareholders that encourage them
to engage with the issuer.
kiwi property
annual report 2018
116
corporate governance
— key financial information and the annual and interim reports
— key dates, and
— key corporate governance documents (as outlined on
page 101).
Investors can also direct questions and comments through the
Company’s website.
recommendation 8.2 – An issuer should allow
investors the ability to easily communicate with the
issuer, including providing the option to receive
communications from the issuer electronically.
communications
electronic communications with investors
We encourage all investors to receive communications from us
electronically. Communicating electronically is faster, better for
the environment and more cost-effective. To date, ~69% of our
investors have told us that they prefer we communicate with
them this way.
We understand that this does not suit everyone, so printed
copies of reports are provided to shareholders who have not
opted to receive documents electronically or who request a
printed copy.
investor relations programme
Our investor relations team coordinates an active investor
relations programme, customised to suit the needs of different
investor groups. The programme includes:
— Th
e Company’s annual meeting which all shareholders
have the right to attend. We encourage investors to take
part in the annual meeting as it provides an opportunity
for shareholders to air their views and ask questions of the
Board and management.
— An annual report (which is published annually in May) and
interim report (which is published annually in November) and
includes an overview of operations and financial results for
the year/period. We encourage investors to access these
reports online to assist with our commitment to the
environment. It is also faster and more cost-effective.
— Each six months, the annual and interim results are webcast
to analysts and key institutional investors. A recording of each
annual and interim result presentation is provided on the
Company’s website. Briefings are provided to institutional
investors, brokers and the media by management following
annual and interim result announcements.
— The Company maintains regular dialogue with the
New Zealand Shareholders Association and, from time to
time, conducts roadshows for retail investors.
— Management meets with investors throughout the year.
— Ou
r investor relations team manages investor queries on
a daily basis.
recommendation 8.3 – Shareholders should have the
right to vote on major decisions which may change the
nature of the company in which they are invested in.
As an issuer that is obliged to comply with the NZX Listing Rules,
the Company must obtain the approval of its shareholders (by
way of an ordinary resolution or, if required, a special resolution)
before entering into any transaction which would change the
essential nature of its business.
recommendation 8.4 – Each person who invests
money in a company should have one vote per share of
the company they own equally with other shareholders.
The Company’s Constitution provides that voting by
shareholders will be by voice or by show of hands, as determined
by the Chair, unless a poll is demanded. The Company’s
Constitution also provides that a shareholder entitled to attend
and vote at a meeting may appoint a proxy to attend and vote on
their behalf.
To respect the principle of one share one vote, a poll was
demanded in respect of the resolutions at the Company’s 2017
annual meeting, in accordance with the Company’s Constitution,
and voting was by poll. A poll will also be demanded at the
Company’s 2018 annual meeting.
recommendation 8.5 – The board should ensure that
the annual shareholders notice of meeting is posted
on the issuer’s website as soon as possible and at
least 28 days prior to the meeting.
The Company’s 2017 annual meeting took place on 28 July 2017.
Notice of that meeting was posted on the Company’s website
on 13 July 2017 in accordance with the requirements of the
Companies Act 1993.
The Company’s 2018 annual meeting will take place on
7 June 2018. Notice of that meeting was posted on the
Company’s website on 4 May 2018.
117
governance
remuneration report
remuneration strategy
The Board supports a remuneration strategy that is aligned to our investors’
interests and encourages the achievement of our strategic objectives.
kiwi property’s vision and objectives are linked to remuneration structures
our vision
performance metricsremuneration strategyremuneration framework
To deliver New Zealand’s
best retail and workplace
experiences
—Long-term total shareholder
returns of >9% per annum
—Annual operating earnings
before interest and tax
—Employee job performance
and achievement of
‘stretch’ goals aligned to
strategic objectives
Our remuneration strategy is to
drive the achievement of
strategic objectives and to focus
our people’s performance and
subsequent remuneration
outcomes on the achievement
of sustainable, superior returns
Our remuneration framework
is designed to attract, retain,
motivate and reward our
people to deliver exceptional
performance that is aligned to
our investors’ interests
our remuneration structure
fixed annual
remuneration (FAR)
short-term incentive
scheme (STI)
long-term incentive
plan (LTI)
employee share
ownership plan (ESOP)
—ba
se salary that is
competitively benchmarked
at the median of the market
—be
nefits include income
protection, life and total
permanent disability
insurance and KiwiSaver
company contributions
at 3%
—a discretionary, at-risk
incentive for salaried,
permanent employees
—company and individual
based performance
measures, founded on
‘stretch’ goals
—inc
entives benchmarked
at market median
—a d
iscretionary share-based
plan, with a three-year vesting
period, for executives and
employees (by invitation)
—reflects reward for delivery of
sustained results over
the long term
—the LTI performance hurdles
consist of an absolute and
relative total shareholder
return, measured
independently of each
other over the three-year
performance period
—assists in employee retention
objectives
—a discretionary share-based
plan, with a three-year
vesting period that is
designed to align our
people’s interests with
those of our shareholders
—an annual grant that enables
our permanent employees to
acquire $781 of new shares
for $1
—pro
vides our people with
an opportunity to take an
ownership stake in the
business
—as
sists in employee retention
objectives
kiwi property
annual report 2018
118
remuneration report
STI
The STI potential for our people has a component linked to the
Company’s performance and a component linked to personal
performance against specific stretch goals.
Both components are based on ‘stretch’ performance goals.
Measures may change year-on-year to best drive business
objectives and performance. Incentives are set around the
market median for target performance, with potential for
participants to earn more for premium performance.
performance measures
company performance
— Th
e Company performance measure is linked to the
Company’s budgeted Operating Earnings before Interest
and Tax (Operating EBIT).
— The scheme is designed to drive out-performance of the
Operating EBIT metric.
— The Board determines an annual Operating EBIT target
that must be achieved before any incentive is paid.
— Once this target is achieved, payment of the Company
component commences at 50% and can increase to a
maximum of 115% depending on the level of Operating
EBIT out-performance.
individual performance
Measures are discussed and agreed between each people
leader and their direct report, in line with the following principles:
— Between one and three stretch goals are set which relate to
the Company’s strategy and its current priorities and each
employee’s individual role.
— Measures will be quantifiable, objective and able to be
measured.
— All individual measures and targets are underpinned by the
concept of stretch performance (not business as usual). This
is consistent with how the Company’s measures and targets
have been set and is aligned to the Company’s goal of paying
incentives where ‘above and beyond’ performance levels
have been achieved.
LTI
The Company’s officers, leadership team and certain other employees may be invited to join the Company’s LTI plan on an annual
basis. Performance is measured against absolute and relative Total Shareholder Returns (TSR) measured independently of each
other over a three-year performance period.
componentLTI grant componentmeasure
absolute TSR
hurdle
50% —The Company’s TSR must exceed 9% per annum, compounding over the
performance period.
relative TSR
hurdle
50% —Requires the Company’s TSR to be compared with the TSRs of the entities that make up
the S&P/NZX All Real Estate Index (excluding Kiwi Property and CDL Investments New
Zealand Limited, referred to
as the ‘peer group’).
—The TSRs of the entities in the peer group over the performance period will be ranked
from highest to lowest.
—If Kiwi Property’s TSR over the performance period exceeds the 50th percentile
in the peer group, 50% of this portion of the LTI grant will vest (i.e. 25% of the
total LTI grant).
—If K
iwi Property’s TSR over the performance period exceeds the 75th percentile
in the peer group, 100% of this portion of the LTI grant will vest (i.e. 50% of the
total LTI grant).
—Th
ere is a straight-line progression and apportionment between these two points.
119
other
relative weightings of remuneration components for officers
— Officers (as defined by the NZX Listing Rules) of the Company comprise the Chief Executive, Chief Operating Officer,
GM Commercial, GM Development, GM Retail and the Strategy Manager.
— The total remuneration package for each of our officers comprises FAR, STI and LTI.
— The STI potential for our officers is as follows:
STI % of FAR
% of STI attributed to Company
Operating EBIT performance
% of STI attributed to
individual performance
Chief Executive50%50%50%
other officers
30-40%50%50%
— The LTI potential for our officers is as follows:
LTI % of FAR
Chief Executive 30%
other officers
2 5 - 2 7. 5 %
performance and development
All of our people participate in a formal performance and development review every six months. The outcomes of the end-of-year
review inform decisions regarding remuneration adjustments in accordance with the Company’s policy.
annual remuneration review
The Board is responsible for the overall remuneration strategy and for reviewing and setting the remuneration of the
Chief Executive and Chief Operating Officer. The Remuneration and Nominations Committee is responsible for reviewing and
setting the remuneration of the direct reports of the Chief Executive and advising the Board on the remuneration of the
Chief Executive and Chief Operating Officer. The total pool available for remuneration of our employees is set by the Board
at the time the annual budget is approved.
To underpin our remuneration decision-making and ensure our employees are paid appropriately, we use a benchmarking job
matching approach utilising market data from several external remuneration consultancies.
pay equity
Kiwi Property is committed to undertaking an annual pay equity review to assess the impact of gender on the pay and participation of
women in the workforce and to ensure unconscious bias does not impact remuneration decisions.
kiwi property
annual report 2018
120
remuneration report
remuneration outcomes for the year
employee remuneration
During the reporting period there were 73 employees and former employees, excluding directors of the Company and the Chief
Executive, who received remuneration and other benefits in their capacity as employees, totalling $100,000 or more.
Remuneration includes salary, short-term incentive payments, long-term incentive payments that have vested, employer’s
contributions to superannuation, redundancy payments, the cost of providing insurance plans and sundry benefits received in their
capacity as employees (including the cost of fringe benefit tax). Employee remuneration does not include long-term incentives that
have not vested.
amount of remuneration ($)number of employeesamount of remuneration ($)number of employees
100,000 – 110,000
7
250,001 – 260,0002
110,001 – 120,000
9
260,001 – 270,0002
120,001 – 130,000
3
270,001 – 280,0002
130,001 – 140,000
4
290,001 – 300,0002
140,001 – 150,000
5
300,001 – 310,0002
150,001 – 160,000
3
320,001 – 330,0001
160,001 – 170,000
4
330,001 – 340,0001
170,001 – 180,000
4
340,001 – 350,0001
180,001 – 190,000
1
360,001 – 370,0001
190,001 – 200,000
3
370,001 – 380,0001
200,001 – 210,000
3
380,001 – 390,0001
210,001 – 220,000
3
410,001 – 420,0001
220,001 – 230,000
2
910,001 – 920,0001
240,001 – 250,000
3
total employees earning $100,000+73
employees included but no longer employed by Kiwi Property 5
LT I
LTIs that have been granted, vested, or forfeited by executives (being the officers of the Company and other members of the
Company’s leadership team, but excluding the Chief Executive), as at 31 March 2018, are detailed in the following table.
grant date
measurement
date
total
participantsgrant value
number of shares
granted
number of shares
forfeited
number of shares
vested
15 December 201431 March 201710$ 4 9 6 ,1 9 5269,837(64,260)205,577
1 April 201531 March 201812$845,617449,416(192,983)
not applicable yet1 April 201631 March 201911$786,408359,373(70,910)
1 April 201731 March 202011$883,3624 2 7,7 6 0(42,623)
Note 3.6.4 of the financial statements on pages 89 and 90 provides further details of the number of shares granted, lapsed
and exercised.
121
other
employee share ownership plan (ESOP)
The ESOP was launched in 2015 and provides our people with an opportunity to take an ownership stake in the business.
Permanent full-time and part-time employees (excluding directors) are eligible to participate in the ESOP. Shares are purchased
and held in trust for employees during a holding period of three years, at which point the shares vest.
shares held on behalf of employees201620172018
shares issued during the year 50,82052,82076,857
shares forfeited during the year(3,025)(4,448)(7,293)
total shares held on behalf of employees4 7,7 9 548,37269,564
chief executive remuneration
Chris Gudgeon took up the role of Chief Executive in August 2008. His employment agreement comprises standard conditions
that are appropriate for a Chief Executive in the market. The Chief Executive’s remuneration for the year ended 31 March 2018
includes salary, a short-term incentive payment, a long-term incentive payment (where vested), employer’s contributions to
KiwiSaver, the cost of providing insurance plans and sundry benefits. It does not include long-term incentives that have not vested.
The Chief Executive’s remuneration is detailed in the following table:
20172018
fixed annual remuneration (including KiwiSaver and value of benefits)$74 3,5 8 3$74 6,4 8 3
short-term incentive paid (including KiwiSaver)
$ 3 6 7,7 74$ 2 9 7, 9 8 8
The basis of the Chief Executive’s STI is set out on pages 119 and 120. His target for the year was $257,364 (2017: $256,394), with a
maximum payable of $407,096 (2017: $393,680) plus KiwiSaver.
LTI
Long-term incentives that have been granted and vested to the Chief Executive as at 31 March 2018 are set out in the following table:
grant datemeasurement dategrant value
number of shares
granted
number of shares
vested
15 December 201431 March 2017$16 4,0148 9 ,1 9 285,624
1 April 201531 March 2018$218,942116,470
not applicable yet1 April 201631 March 2019$219,72810 0,412
1 April 201731 March 2020$220,598106,931
First NZ Capital was appointed by the Board to act as the Recognised Independent Party (RIP) for the purposes of the
15 December 2014 LTI grant made to the Chief Executive by Kiwi Property. Their assessment was as follows:
— Ab
solute performance hurdle: First NZ Capital concluded that Kiwi Property’s annualised TSR exceeded the TSR hurdle and
therefore 50% of the LTI Plan Shares were eligible for vesting.
— Relative performance hurdle: First NZ Capital concluded that Kiwi Property’s TSR ranked above the 50th percentile of the
peer group, however ranked below the 75th percentile. Based on a progressive vesting scale it was assessed that 46% of the
LTI Plan Shares were eligible for vesting.
This resulted in the vesting of 85,624 shares in respect of the 15 December 2014 LTI grant.
kiwi property
annual report 2018
122
remuneration report
1. Of the $40,000 discretionary pool, $15,000 was paid for additional responsibilities during the year.
2. Mary Jane Daly was appointed chair of the Audit and Risk Committee on 1 October 2017.
3.
Mark Powell was appointed as a director, effective 1 October 2017.
4.
Jo
anna Perry retired as a director, effective 30 September 2017.
director remuneration
The directors’ remuneration is paid in the form of directors’ fees.
At the Company’s 2017 annual meeting, shareholders approved a total directors’ fee pool of $737,500 per annum. The Board has
allocated the pool as follows:
fee
number of persons
holding office
total fee pool
Chair (including membership of all committees)$165,0001
$165,000
Director (excluding the Chair)$92,0005
$460,000
Chair of the Audit and Risk Committee$20,0001
$20,000
Audit and Risk Committee member$10,0002
$20,000
Chair of the Remuneration and Nominations Committee$16,2501
$16,250
Remuneration and Nominations Committee member$ 8 ,12 52
$16,250
discretionary pool
1
$40,000n/a
$40,000
total$ 7 3 7, 5 0 0
The fees paid to our directors during the year ended 31 March 2018 are outlined below:
directordutiesfees
Mary Jane Daly
2
Director
Chair of the Audit and Risk Committee
$106,353
Richard DidsburyDirector
Member of the Remuneration and Nominations Committee
$98,872
Mark FordChair
Member of the Audit and Risk Committee
Member of the Remuneration and Nominations Committee
$161,76 6
Jane FreemanDirector
Chair of the Remuneration and Nominations Committee
$121,391
Mark Powell
3
Director
Member of the Audit and Risk Committee
$51,000
Mike SteurDirector
Member of the Audit and Risk Committee
Member of the Remuneration and Nominations Committee
$108,872
Joanna Perry
4
Director
Chair of the Audit and Risk Committee
$55,353
123
other
other shareholder information
reporting entity
Kiwi Property Group Limited (the Company) was incorporated
under the Companies Act 1993 on 16 October 2014. In
December 2014, investors approved a move from a unit trust to
a company structure. Prior to this approval, the entity (known as
Kiwi Income Property Trust) was a unit trust established under
the Unit Trusts Act 1960 by a Trust Deed dated 21 August 1992.
stock exchange listing
The Company’s shares are quoted on the NZX under the ticker
code KPG and the Company’s bonds are quoted on the NZDX
under the ticker codes KPG010, KPG020 and KPG030.
credit rating
S&P Global Ratings has assigned a corporate credit rating of
BBB (stable) to the Company and an issue credit rating of
BBB+ to each of the Company’s fixed-rate senior secured
bonds (KPG010, KPG020 and KPG030).
Further information about S&P Global Ratings’ credit rating
scale is available at www.standardandpoors.com. A rating is not
a recommendation by any rating organisation to buy, sell or
hold the Company’s securities. The credit ratings referred to in
this annual report are current as at 18 May 2018 and may be
subject to suspension, revision or withdrawal at any time by
S&P Global Ratings.
changes in the nature of the business
There were no changes to the nature of the Company’s business
during the year.
NZX waivers
The following is a summary of waivers granted by NZX during the
year ended 31 March 2018 and relied on by the Company.
— Waivers in relation to the Company’s 1 for 11 Entitlement
Offer (Offer). Capitalised terms below have the meanings
given to them in the Offer Document dated 19 June 2017
(which is available on the Company’s website at kp.co.nz/
investor-centre).
— On 16 June 2017, NZX granted the Company a waiver from
Listing Rule 7.11.1 in respect of the Offer, subject to certain
terms and conditions, to enable the Company to allot the
New Shares under the Institutional Entitlement Offer and
Institutional Bookbuild eight Business Days after the close
of the Institutional Entitlement Offer.
— In relation to the Offer, the Company relied on the NZX
class waiver for accelerated entitlement offers, dated
13 June 2017. The following is a summary of each aspect
of the class waiver relied on by the Company:
− Wa
iver from Listing Rule 7.3.1(a), permitting the
Company to not obtain Shareholder approval for the
issue of New Shares in connection with the Offer.
This waiver is subject to the condition that the issue be
conducted in accordance with Listing Rule 7.3.4(a) (read
in conjunction with Listing Rules 7.3.4(d) to 7.3.4(h)),
except for the requirement in Listing Rule 7.4.3(a) that
the Offer is renounceable (provided that New Shares
not taken up by Eligible Shareholders are offered under
the Bookbuilds and that such Bookbuilds are undertaken
in accordance with the Offer Document).
− Wa
iver from Listing Rule 7.10.1, enabling Eligible
Institutional Shareholders to be notified of their
Entitlement prior to the Record Date and enabling
notification to occur by means other than physical
letters of entitlement.
− Waiver from Listing Rule 7.10.2, to the extent it would
otherwise require the Institutional Entitlement Offer to
remain open for 12 Business Days, subject to the
condition that the Company’s announcement of the
Offer, and this Offer Document, clearly state that a
shorter than usual offer period will be available to
Eligible Institutional Shareholders under the Institutional
Entitlement Offer.
− Waiver from Listing Rule 7.10.8, to the extent it would
otherwise require the Company to notify NZX of the
Offer five Business Days prior to the ex-date for the
Offer, subject to the condition that the Offer is notified
to NZX in accordance with Listing Rule 7.10.8 no later
than five Business Days before the ex-date for the Offer.
NZX disciplinary action
There has been no action taken by NZX in relation to the
Company and the NZX has not exercised any of its powers set
out in Listing Rule 5.4.2 in relation to the Company.
auditor
PricewaterhouseCoopers (PwC) has continued to act as the
Company’s external auditor and has undertaken the audit of
the financial statements for the 31 March 2018 financial year.
PwC will be automatically reappointed as external auditor at
the Company’s next annual meeting pursuant to section 207T
of the Companies Act 1993.
In accordance with our External Auditor Independence Policy,
the Company requires the audit partner to rotate every five
years. A new partner was appointed for the 2018 financial year.
donations, sponsorship and volunteering
During the year, the Company donated shopping centre
gift vouchers totalling $1,240 to the New Zealand Breast
Cancer Foundation.
The Company is a longstanding corporate sponsor (currently
$10,000 per annum) of Keystone Trust. Keystone is a charitable
trust that assists tertiary students from disadvantaged
backgrounds to further their education in property industry-
related fields.
Volunteering within the communities in which we invest and
operate is important to the Company. For details of our
volunteering over the past year, refer to page 55.
kiwi property
annual report 2018
124
other shareholder information
other
directors of the Company’s subsidiaries
As at 31 March 2018, the directors of the subsidiary companies
Kiwi Property Holdings Limited, Kiwi Property Holdings
No. 2 Limited, Kiwi Property Te Awa Limited and Sylvia Park
Business Centre Limited, were Chris Gudgeon, Gavin Parker
and Trevor Wairepo.
During the year to 31 March 2018, no director ceased to hold
office as a director of the subsidiary companies.
Directors of the Company’s subsidiaries do not receive any
remuneration or other benefits in their capacity as a director of
those companies, except the indemnity and insurance referred
to below.
directors’ indemnity and insurance
In accordance with the constitution of the Company and section
162 of the Companies Act 1993, the directors of the Company
continue to receive an indemnity from the Company and
insurance to cover liabilities that may arise out of the normal
performance of their duties.
The directors of the subsidiary companies also continue to
receive an indemnity from each subsidiary company and
insurance to cover liabilities that may arise out of the normal
performance of their duties.
annual meeting of shareholders
The Company’s annual meeting of shareholders will be held at
10.00am on Thursday, 7 June 2018 at Eden Park, Auckland.
interest register entries
In accordance with section 211(1)(e) of the Companies Act 1993,
details of the entries made in the Interests Register of the
Company during the year are set out over the page, together
with the existing entries as at 31 March 2018.
125
namename of company/entitynature of interest
Mary Jane DalyAirways Corporation of New Zealand LimitedDeputy Chair
Airways International LimitedDirector
Auckland Transport
1
Director
Cigna Life Insurance New Zealand LimitedDirector
Earthquake CommissionDeputy Chair
New Zealand Green Building Council
2
Chair
Richard DidsburyAuckland International Airport Limited
2
Director and Shareholder
Auckland City Mission Redevelopment Committee
1
Chair
Brick Bay Development TrustTrustee
Brick Bay Investment TrustTrustee
Brick Bay Trustee LimitedDirector and Shareholder
Brick Bay Wines LimitedDirector and Shareholder
Commitee for Auckland Trustee
NX2 Hold GP Limited (Northern Express consortium)Chair
SkyCity Entertainment Group LimitedDirector and Shareholder
Mark FordCBUS Property Pty Limited and related entitiesDirector
Dexus Property GroupDirector
Prime Property Fund Asia GP Pte LimitedDirector
RREEF China Commercial Trust Management Limited
(Manager of China Commercial Trust and a Subsidiary of Deutsche Bank)
Director
The Ford Family Superannuation FundDirector
Jane FreemanArgosy Property LimitedSpouse of Director (Christopher Hunter)
ASB Bank Limited
2
Director
Foodstuffs North Island LimitedDirector
Jane Freeman Consulting LimitedDirector and Shareholder
NZ Strong ConstructionSpouse of Director (Christopher Hunter)
Joanna Perry
3
Genesis EnergyDeputy Chairman
IFRS Advisory CouncilChairman
JMGP LimitedDirector and Shareholder
Partners Group Holdings LimitedDirector
Partners Life LimitedDirector
Regional Facilities AucklandDeputy Chair
Rowing New ZealandDirector
Sport and Recreation New ZealandDirector
Trade Me Group LimitedDirector
kiwi property
annual report 2018
126
other shareholder information
other
namename of company/entitynature of interest
Mark Powell
4
Carey Baptist Theological College
1
Elected board member
JB Hi-Fi Group Limited
1
Director
Massey Business School
1,2
CEO in residence
Stihl Shop NZ
1
Advisory board member
The Halls Group Limited
1
Director
Trinity Lands Limited
1
Director
Venn Foundation NZ
1
Chair
Mike SteurBWP Management LimitedDirector
Dexus Wholesale Property FundDirector
Healthcare Wholesale Property Fund
1
Chair
M & D Steur Investments Pty LimitedShareholder
1. Entry added by notice given by the director during the year.
2.
En
try removed by notice given by the director during the year.
3
Joanna Perry ceased to be a director with effect from 30 September 2017.
4. Mark Powell was appointed director with effect from 1 October 2017.
127
shareholder statistics
AS AT 31 MARCH 2018
twenty largest shareholders
shareholder
number
of shares
% of total
issued shares
HSBC Nominees (New Zealand) Limited 169,456,648 11.93
Citibank Nominees (NZ) Limited 119,963,124 8.45
Accident Compensation Corporation 112,575,287 7.93
HSBC Nominees (New Zealand) Limited 99,847,929 7.03
Premier Nominees Limited <Wholesale Trans-Tasman Property> 77,451,464 5.45
JPMorgan Chase Bank 61,874,708 4.36
Cogent Nominees Limited 58,089,859 4.09
FNZ Custodians Limited 46,537,838 3.28
Investment Custodial Services Limited 35,794,096 2.52
BNP Paribas Nominees NZ Limited 33,806,052 2.38
National Nominees New Zealand Limited 33,342,976 2.35
Premier Nominees Ltd <Armstrong Jones Property Securities Fund> 27,098,134 1.91
Forsyth Barr Custodians Limited 22,982,819 1.62
Custodial Services Limited 22,914,836 1.61
New Zealand Superannuation Fund Nominees Limited 22,397,695 1.58
MFL Mutual Fund Limited 21,788,512 1.53
JBWere (NZ) Nominees Limited 18,407,772 1.30
New Zealand Permanent Trustees Limited 15,130,966 1.07
Private Nominees Limited 14,791,636 1.04
TEA Custodians Limited 12,228,151 0.86
total 1,026,480,502 72.29
total shares on issue 1,420,414,825
spread of shareholders
size of holding
number
of holders
% of total
holders
number
of shares
% of total
issued shares
1-1,000 666 5.94 307,626 0.02
1,001-5,000 1,719 15.34 5,309,175 0.37
5,001-10,000 2,018 18.00 15,347,989 1.08
10,001-50,000 5,515 49.21 124,831,269 8.79
50,001-100,000 816 7.28 55,431,971 3.90
100,001 and over 474 4.23 1,219,186,795 85.84
total 11,208 100.00 1,420,414,825 100.00
kiwi property
annual report 2018
128
other shareholder information
other
geographic distribution of shareholders
size of holding
number
of shares
% of total
issued shares
New Zealand1,032,246,48172.67
United States177,896,41812.52
United Kingdom 63,915,9344.50
Australia63,196,4984.45
Norway21,223,7891.49
Japan16,690,6271.18
rest of the world45,245,0783.19
total
1,420,414,825 100.00
bondholder statistics
AS AT 31 MARCH 2018
spread of KPG010 bondholders (August 2021 maturity)
size of holding
number
of holders
% of total
holders
number
of bonds
% of total
issued bonds
1-1,000 – – – –
1,001-5,000 131 9.92 655,000 0.52
5,001-10,000 324 24.55 3,097,000 2.48
10,001-50,000 708 53.64 19,536,000 15.63
50,001-100,000 89 6.74 7,561,000 6.05
100,001 and over 68 5.15 94,151,000 75.32
total
1,320 100.00 125,000,000 100.00
spread of KPG020 bondholders (September 2023 maturity)
size of holding
number
of holders
% of total
holders
number
of bonds
% of total
issued bonds
1-1,000 – – – –
1,001-5,000 46 7.90 230,000 0.18
5,001-10,000 113 19.41 1,102,000 0.88
10,001-50,000 318 54.64 9,317,000 7.45
50,001-100,000 47 8.08 4,169,000 3.34
100,001 and over 58 9.97 110,182,000 88.15
total 582 100.00 125,000,000 100.00
129
spread of KPG030 bondholders (December 2024 maturity)
size of holding
number
of holders
% of total
holders
number
of bonds
% of total
issued bonds
1-1,000– –– –
1,001-5,000 42 8.05 210,000 0.17
5,001-10,000 111 21.26 1,082,000 0.87
10,001-50,000 284 54.40 7,865,000 6.29
50,001-100,000 36 6.90 3,062,000 2.45
100,001 and over 49 9.39 112,781,000 90.22
total 522 100.00 125,000,000 100.00
substantial product holders
In accordance with section 293 of the Financial Markets Conduct Act 2013, listed below are the names and details of all
persons who, according to the Company’s records and disclosures made, are substantial product holders of the Company as at
31 March 2018. The total number of ordinary shares on issue at 31 March 2018 was 1,420,414,825.
name
number of
shares held at
date of notice
date of
disclosure
Accident Compensation Corporation
1,2
104,473,105
29-Apr-16
ANZ New Zealand Investments Limited
3,4
147,407,526
20-Nov-17
Blackrock, Inc and related bodies corporate
5
71,147,019
19-Mar-18
Some of the above relevant interests comprise a mixture of shares which are legally and/or beneficially held and shares over which
voting control is held.
1. Nicholas Bagnall, Guy Eliffe, Paul Robertshawe, Blair Tallott, Jason Hamilton, Jonathan Davis and Blair Cooper are employees and either a portfolio manager,
equity analyst or corporate governance manager of Accident Compensation Corporation (ACC). Under current ACC investment policies, they have the
discretion to exercise control over some or all the rights to vote and/or acquisition or disposal of some or all of the financial products of which ACC is the
beneficial owner.
2. In
cluding personal holdings of Blair Cooper, an employee and portfolio manager of Accident Compensation Corporation (notice dated 29 April 2016) 58,529 shares.
3.
AN
Z New Zealand Investments Limited (ANZ Investments) acts as a manager or investment manager for certain managed investment schemes under investment
management contracts and as a discretionary investment management service (DIMS) provider in respect of investment portfolios under a wholesale DIMS client
agreement. ANZ Investments has a relevant interest in the financial products arising only from the powers of investment contained in the investment management
contracts and wholesale DIMS client agreement as it has.
4.
Including relevant interests held by ANZ Bank New Zealand Limited (ANZ Bank), ANZ Custodial Services New Zealand Limited (ANZCS) and OnePath Funds
Management Limited (Australia) (OnePath). ANZ Bank acts as a discretionary investment management service (DIMS) provider in respect of investment portfolios
under a DIMS client agreement. ANZ Bank has a relevant interest in the financial products arising only from the powers of investment contained in the DIMS client
agreements it has. ANZCS is the custodian for: ANZ Investments wholesale discretionary investment management service under a custody agreement; and
ANZ Bank’s discretionary investment management service and trading and custody service under a custody agreement. OnePath is the responsible entity of a
number of registered managed investment schemes and the trustee of a number of unregistered schemes under investment management contracts. OnePath
has a relevant interest in the financial products arising only from the powers of investment contained in the investment management contracts.
5.
Th
e nature of the relevant interest is the power to control the acquisition or disposal of the quoted voting product and/or the exercise of a right to vote attached to
the quoted voting product, arising only from the powers of investment contained in each case under investment management agreements appointing each entity
as investment manager of funds or separate accounts (i.e. entity currently exercising investment discretion on behalf of the relevant funds or separate accounts).
kiwi property
annual report 2018
130
other shareholder information
other
directory
COMPANY
Kiwi Property Group Limited
Level 7, Vero Centre
48 Shortland Street
PO Box 2071
Shortland Street
AUCKLAND 1140
T: 64 9 359 4000
W: kp.co.nz
E: info@kp.co.nz
BOND TRUSTEE
Public Trust
Level 9
34 Shortland Street
PO Box 1598
Shortland Street
AUCKLAND 1140
T: 0800 371 471
W: publictrust.co.nz
E: cstenquiry@publictrust.co.nz
SECURITY TRUSTEE
New Zealand Permanent Trustees Limited
Level 9
34 Shortland Street
PO Box 1598
Shortland Street
AUCKLAND 1140
T:
08
00 371 471
E:
c
stenquiry@publictrust.co.nz
REGISTRAR
Link Market Services Limited
Level 11, Deloitte Centre
80 Queen Street
PO Box 91976
AUCKLAND 1142
T:
64 9 3
75 5998 or 0800 377 388
W: linkmarketservices.co.nz
E: enquiries@linkmarketservices.co.nz
AUDITOR
PricewaterhouseCoopers New Zealand
PwC Tower
188 Quay Street
Private Bag 92162
AUCKLAND 1142
T: 64 9 355 8000
W: pwc.co.nz
BANKERS
ANZ Bank New Zealand
Bank of New Zealand
China Construction Bank (New Zealand)
Commonwealth Bank of Australia
The Hongkong and Shanghai Banking
Corporation
Westpac New Zealand
131
kp.co.nz
20
17
20
18
Annual Report 2018
Kiwi Property
---
p
pe r
r
o
p
pe
t yt y
r
r
o
All data in this document is for the year ended
and/or as at 31 March 2018. Due to rounding,
numbers within this report may not add up
precisely to the totals provided and percentages
may not precisely reflect the absolute figures.
This property compendium should be read in
conjunction with the 2018 Kiwi Property Annual
Report, which is available on our website,
kp.co.nz/annual-result
about
kiwi property
Kiwi Property (NZX: KPG) is the largest listed property
company on the New Zealand Stock Exchange and
is a member of the S&P/NZX 15 Index.
We have nearly two and a half decades of expertise in
property investment, development and asset management.
We proudly directly own and manage a $3.1 billion property
portfolio. We manage over $370 million of properties for
third party clients. We invest only in New Zealand.
We own and have developed best-in-class shopping centres
and landmark office towers. But much more than that,
we’ve created spaces that New
Zealanders can enjoy.
Our properties are diverse environments that
engage people through great experiences.
They are places to shop, work, connect, live and grow.
contents
overview
PG 04
our retail portfolio
PG 10
Kiwi Property is the largest owner of retail properties
in New Zealand. Our portfolio consists of seven
shopping centres and two large format retail centres,
together valued at $2.1 billion. The properties are
home to over 950 tenants and generate $1.8 billion
of retail sales per annum.
our office portfolio
PG 24
Kiwi Property owns four office buildings, together
valued at $831 million. The properties are home to
some of New Zealand’s most respected companies
and government departments.
0404
property compendium 2018
kiwi property
overview
overview
our core portfolio
we focus on the growth and enhancement of
a core investment property portfolio
office
buildings
shopping
centres
large format
centres
$1.9b
6 properties in
Auckland
$301m
1
3 properties in
Wellington
$262m
2 properties in
Hamilton
$207m
1 property in
Palmerston North
$240m
1 property in
Christchurch
we have a strong
bias to Auckland
we favour Auckland given its
superior prospects for economic,
population and employment growth
we have a
strong
retail bias
we target
−prominent regional
shopping centres
− large format retail centres
that are in
−th
e ‘golden triangle‘,
predominantly Auckland (in
particular locations favoured
by the Auckland Unitary Plan)
and the Waikato
− regions outside of Auckland with
positive growth prospects
our office
portfolio
we target
−pri
me-grade assets in Auckland
− as
sets in Wellington that
attract long-term leases to
the Crown
third party
management
we also manage properties for third
parties and joint owners to diversify
our revenue streams and leverage
our management platform
in addition to our core portfolio, we hold other
properties and development land with a combined
value of over $140 million
1.On 11 April 2018, Kiwi Property entered into an unconditional agreement for the sale of North City.
The asset is recorded at its net sale price and settlement is expected to occur no later than July 2018.
geographic diversification
sector diversification
0505
retail
68%
office
27%
other
5%
05
geographic diversification
by portfolio value
sector diversification
by portfolio value
Auckland
66%
Wellington
10%
Hamilton
9%
Christchurch
8%
Palmerston North
7%
0606
property compendium 2018
kiwi property
overview
Our tenant base is well diversified by tenant type and industry. In our retail
portfolio, we offer a broad retail mix to ensure we satisfy shopper demand.
In our office portfolio, we attract tenants from across a range of industries,
ensuring our income and risk are appropriately diversified.
Our top 20 tenant list comprises respected companies, government
departments and successful retail chains. Overall, our top 20 tenants occupy
49% of the portfolio by area, account for 39% of gross income received
and have a weighted average lease term of approximately eight years.
75%
total retail
25%
total office
we are home to
over 1,000 tenants
specialty
49%
mini-majors
12%
department stores and DDS
6%
supermarkets
5%
cinemas
2%
home and living majors
1%
total retail75%
government6%
banking6%
legal 4%
insurance 3%
financial services3%
other3%
total office 25%
retail portfolio tenant mix
by investment portfolio gross income
office portfolio tenant mix
by investment portfolio gross income
ASB Bank
6.8%
Ministry of Social Development
4.7%
Farmers
1
3.1%
Progressive Enterprises
2.8%
Cotton On Clothing
1.8%
Foodstuffs
1.8%
Bell Gully
1.8%
Just Group
1.8%
Suncorp
1.8%
The Warehouse
1.7%
Hallenstein/Glasson
1.5%
Russell McVeagh
1.4%
HOYTS Cinemas
1.4%
Kmart
1.3%
ANZ Bank
1.0%
Whitcoulls
1
1.0%
Craigs Investment Partners
0.9%
Pascoes
1
0.8%
Hannahs
0.8%
Westpac
0.7%
1. Controlled by the James Pascoe Group.
top 20 tenants
by investment portfolio gross income
office
retail
overview
0707
The overall portfolio weighted average lease term (WALT) is 5.3 years.
With long-term leases of between 12 and 18 years over almost all office space
in three of our office buildings (ASB North Wharf, The Aurora Centre and
44 The Terrace), together with recent leasing at Vero Centre, the office WALT
is strong at 10.1 years – meaning our rental income is ‘locked-in’ for longer.
With close to 90% of our tenants on fixed or CPI-related annual
rent increases, the uplift in income provided through rent review
mechanisms underpins growth across our portfolio and provides for
a more predictable income stream.
we have long-term,
locked-in revenues
rent review structures
by investment portfolio gross income
fixed62%
CPI-based27%
market and other11%
vacant or
holdover5%
FY19
13%
FY20
10%
FY21
7%
FY22
14%
FY23
8%
FY24
10%
FY25
6%
FY26+
27%
lease expiry profile
by investment portfolio gross income
office
retail
rent review structures
Lease expiry profile % protfolio by gross income
Sylvia Park Lease expiry profile (by gross income)
Sylvia Park Lifestyle Lease expiry profile (by gross income)
LynnMall Lease expiry profile (by gross income)
Westgate Lifestyle Lease expiry profile (by gross income)
The Base Lease expiry profile (by gross income)
Centre Place - North Lease expiry profile (by gross income)
The Plaza Lease expiry profile (by gross income)
North City Lease expiry profile (by gross income)
Northlands Lease expiry profile (by gross income)
Vero Centre Lease expiry profile (by gross income)
ASB North Wharf Lease expiry profile (by gross income)
Graph from
18. Property compendium_word component_FINAL FOR CREATURE.docx
AND Graph from
Property compendium Graphs.xlsx
Expiry tab
Graphs from
Property compendium Graphs.xlsx
Ret tab
Graphs from
Property compendium Graphs.xlsx
Off tab
The Majestic Centre Lease expiry profile (by gross income)
The Aurora Centre Lease expiry profile (by gross income)
44 The Terrace Lease expiry profile (by gross income)
0808
property compendium 2018
kiwi property
overview
location
ownership
% valuer
value
$m
capitalisation
rate
%
10-year IRR
%
net
lettable
area
sqm
tenants
no.
carparks
no.
net
operating
income
$m
1
occupancy
%
2
WA LT
yearskey tenants
investment portfolio
Sylvia Park
3
Auckland 100 CBRE 835.0 5.38 7.1 74,8 4 3 206 3,800 44.2 100.0 3.7
Countdown, H&M, HOYTS Cinemas, PAK′nSAVE,
The Warehouse, Zara
Sylvia Park Lifestyle Auckland 100 CBRE 74.0 6.257.6 16,536 16 393 4.9 100.0 3.5 Freedom Furniture, Spotlight, Torpedo7
LynnMall Auckland 100 CBRE 274.0 6.257.6 37, 5 70 143 1,319 18.6 100.0 5.0 Countdown, Farmers, Reading Cinemas
Westgate Lifestyle Auckland 100 JLL 90.0 6.38 8.0 25,581 28 622 5.8 100.0 6.4
Briscoes, Freedom Furniture, Harvey Norman,
Rebel Sport
The Base
4
Hamilton 50 JLL
202.5
6.258.1 85,552 162 3,343 12.0 99.9 3.1
Farmers, HOYTS Cinemas, Mitre 10 Mega,
The Warehouse
Centre Place – North Hamilton 100 JLL 59.0 8.758.6 15,807 82 554
5.9
96.2 3.2 Lido Cinemas, METRO by HOYTS Cinemas
The Plaza Palmerston North 100 Colliers 207.0 7.00 9.0 32,202 104 1,251 16.6 100.0 3.5 Countdown, Farmers, Kmart
North City
5
Porirua 100 Colliers 99.1 8.38 9.8 25,514 105 1,102 9.5 100.0 3.9 Farmers, Kmart, Reading Cinemas
Northlands Christchurch 100 Colliers 240.0 7.13 9.3 41,632 118 1,708 19.0 99.62.8
Countdown, Farmers, HOYTS Cinemas, PAK’nSAVE,
The Warehouse
retail portfolio
2,080.6
6.257. 8 355,235
964
14,092
136.5
99.7 3.8
Vero Centre Auckland 100 CBRE 420.0 5.506.9 39,542 34 420 20.2 98.46.6
Bell Gully, Craigs Investment Partners, nib,
Russell McVeagh, Suncorp
ASB North Wharf Auckland 100 Colliers 209.0 5.637. 8 21,625 12 97 12.1 100.0 12.6 ASB Bank
The Aurora Centre Wellington 100 Colliers 152.36.388.3 24,503 3 308 8.9 100.0 16.2 Ministry of Social Development
44 The Terrace Wellington 100 Colliers 49.96.638.1 10,325 10 – 3.1 100.0 8.5
Commerce Commission, Energy Efficiency and
Conservation Authority, Tertiary Education Commission
office portfolio 831.25.767. 5 95,995 59 825 44.3 99.3 10.1
investment portfolio
2,911.8
6.117.7 451,230 1,023 14,917
180.8
99.6 5.3
other properties
adjoining propertiesVarious 100Various 93.13.2
development landAuckland 100 JLL47.1–
other properties 140.2 3.2
total portfolio
3,052.0
184.0
portfolio overview
0909
location
ownership
% valuer
value
$m
capitalisation
rate
%
10-year IRR
%
net
lettable
area
sqm
tenants
no.
carparks
no.
net
operating
income
$m
1
occupancy
%
2
WA LT
yearskey tenants
investment portfolio
Sylvia Park
3
Auckland 100 CBRE 835.0 5.38 7.1 74,8 4 3 206 3,800 44.2 100.0 3.7
Countdown, H&M, HOYTS Cinemas, PAK′nSAVE,
The Warehouse, Zara
Sylvia Park Lifestyle Auckland 100 CBRE 74.0 6.257.6 16,536 16 393 4.9 100.0 3.5 Freedom Furniture, Spotlight, Torpedo7
LynnMall Auckland 100 CBRE 274.0 6.257.6 37, 5 70 143 1,319 18.6 100.0 5.0 Countdown, Farmers, Reading Cinemas
Westgate Lifestyle Auckland 100 JLL 90.0 6.38 8.0 25,581 28 622 5.8 100.0 6.4
Briscoes, Freedom Furniture, Harvey Norman,
Rebel Sport
The Base
4
Hamilton 50 JLL
202.5
6.258.1 85,552 162 3,343 12.0 99.9 3.1
Farmers, HOYTS Cinemas, Mitre 10 Mega,
The Warehouse
Centre Place – North Hamilton 100 JLL 59.0 8.758.6 15,807 82 554
5.9
96.2 3.2 Lido Cinemas, METRO by HOYTS Cinemas
The Plaza Palmerston North 100 Colliers 207.0 7.00 9.0 32,202 104 1,251 16.6 100.0 3.5 Countdown, Farmers, Kmart
North City
5
Porirua 100 Colliers 99.1 8.38 9.8 25,514 105 1,102 9.5 100.0 3.9 Farmers, Kmart, Reading Cinemas
Northlands Christchurch 100 Colliers 240.0 7.13 9.3 41,632 118 1,708 19.0 99.62.8
Countdown, Farmers, HOYTS Cinemas, PAK’nSAVE,
The Warehouse
retail portfolio
2,080.6
6.257. 8 355,235
964
14,092
136.5
99.7 3.8
Vero Centre Auckland 100 CBRE 420.0 5.506.9 39,542 34 420 20.2 98.46.6
Bell Gully, Craigs Investment Partners, nib,
Russell McVeagh, Suncorp
ASB North Wharf Auckland 100 Colliers 209.0 5.637. 8 21,625 12 97 12.1 100.0 12.6 ASB Bank
The Aurora Centre Wellington 100 Colliers 152.36.388.3 24,503 3 308 8.9 100.0 16.2 Ministry of Social Development
44 The Terrace Wellington 100 Colliers 49.96.638.1 10,325 10 – 3.1 100.0 8.5
Commerce Commission, Energy Efficiency and
Conservation Authority, Tertiary Education Commission
office portfolio 831.25.767. 5 95,995 59 825 44.3 99.3 10.1
investment portfolio
2,911.8
6.117.7 451,230 1,023 14,917
180.8
99.6 5.3
other properties
adjoining propertiesVarious 100Various 93.13.2
development landAuckland 100 JLL47.1–
other properties 140.2 3.2
total portfolio
3,052.0
184.0
NOTES:
1. Net operating income (NOI) is expressed inclusive of property management fees and
excludes rental income from straight-lining fixed rental increases ($2.1 million). This
schedule excludes income earned from The Majestic Centre prior to its sale. The sale
settled December 2017.
2. Vacant tenancies with current or pending development works are excluded from the
occupancy statistics. At 31 March 2018 excludes, 671 sqm at Sylvia Park, 2,495 sqm
at The Base and 1,356 sqm at Northlands. Tenancies at Westgate Lifestyle subject to
vendor underwrite are treated as occupied.
3
Sylvia Park has been valued at $1.12 billion assuming completion of the office
building, central carpark, galleria and south carpark developments, less costs
to complete of $261 million and a $24 million profit and risk allowance.
The capitalisation rate and the 10-year IRR are the ′as if complete’ assessed rates.
4. Value and income statistics represent Kiwi Property’s 50% interest.
Other statistics reflect the entire asset.
5. On 11 April 2018, Kiwi Property entered into an unconditional agreement for the
sale of North City. The asset is recorded at its net sale price and the capitalisation
rate and 10-year IRR are the equivalent rates based on the asset�s gross sale price
of $100 million. Settlement is expected to occur no later than July 2018.
ll
aa
ii
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tt
sylvia park
PG 14
sylvia park lifestyle
PG 15
lynnmall
PG 16
westgate lifestyle
PG 17
the base
PG 18
centre place – north
PG 19
the plaza
PG 20
north city
PG 21
northlands
PG 22
1212
property compendium 2018
kiwi property
retail
1. Not all large format retail tenants report sales.
our retail portfolio
$2 .1b
portfolio value
6.25%
weighted average
capitalisation rate
$136.5m
net operating income
99.7%
occupancy
$1.8b
annual sales
1
7 shopping centres
2 large format retail centres
355,000 sqm net lettable area
964 tenants
14,092 carparks
>50 million customer visits per annum
retail
retail portfolio
geographic weighting
1313
property type
by retail portfolio value
regional centres
89%
large format centres
8%
sub-regional centres
3%
geographic weighting
by retail portfolio value
Auckland
61%
Hamilton
13%
Christchurch
11%
Palmerston North
10%
Wellington
5%
tenant diversification
by retail portfolio gross income
specialty
65%
mini-majors
17%
department stores and DDS
8%
supermarkets
6%
cinemas
3%
home and living majors
1%
property type
tenant diversification
1414
property compendium 2018
kiwi property
retail
property overview
ownership interest (%) 100
centre typeRegional
date completedJun-07
last refurbished/redeveloped2015-2018
net lettable area (sqm) 74,8 4 3
tenants (no.) 206
carparks (no.) 3,800
property metrics
net operating income ($m) 44.2
occupancy (%) 100.0
weighted average lease term (years) 3.7
valuation metrics
valuation ($m) 835.0
capitalisation rate (%) 5.38
10-year internal rate of return (%) 7.1
sales performance
annual sales ($m) 550.8
specialty sales ($/sqm) 13,400
specialty gross occupancy costs (%) 12.1
Developed by Kiwi Property over 11 years ago,
New Zealand’s largest shopping centre, Sylvia Park,
has unparalleled exposure and accessibility,
attracting annual sales of more than $550 million.
We opened the first stores in New Zealand for H&M
and Zara in 2016. More recently we brought together
some exceptional food experiences in a new dining
precinct known as ‘The Grove Dining District’. A new
office tower will open in mid-2018 and a new ~600
space multi-deck carpark will open in late-2018.
We recently commenced construction of a new
Galleria retail level. This will open in mid-2020,
featuring a Farmers department store, a dining
precinct and approximately 60 specialty stores.
vacant or
holdover3%
FY19
23%
FY20
9%
FY21
11%
FY22
15%
FY23+
39%
lease expiry profile
by gross income
key tenants
Countdown
H&M
HOYTS Cinemas
PAK’nSAVE
The Warehouse
Zara
286 Mount Wellington Highway
Mount Wellington
Auckland
sylviapark.org
tenant diversification
by gross income
specialty70%
mini-majors18%
department stores and DDS3%
supermarkets6%
cinemas3%
home and living majors–
other–
sylvia park
sylvia park
retail portfolio
1515
Located on a prominent site adjacent to Auckland’s
southern motorway, Sylvia Park Lifestyle is a large
format retail complex constructed in 2011.
Its location immediately opposite our flagship
asset, Sylvia Park, provides customers with a broad,
complementary and compelling retail offer in this
strong destination.
key tenants
Freedom Furniture
Spotlight
Torpedo7
393 Mount Wellington Highway
Mount Wellington
Auckland
sylviapark.org
vacant or
holdover–
FY19
3%
FY20
32%
FY21
2%
FY22
36%
FY23+
27%
lease expiry profile
by gross income
tenant diversification
by gross income
sylvia park lifestyle
specialty4%
mini-majors96%
department stores and DDS–
supermarkets–
cinemas–
home and living majors–
other–
property overview
ownership interest (%) 100
centre typeLarge format
date acquired (constructed 2011)Dec-14
last refurbished/redevelopedN/A
net lettable area (sqm) 16,536
tenants (no.) 16
carparks (no.) 393
property metrics
net operating income ($m) 4.9
occupancy (%)100.0
weighted average lease term (years) 3.5
valuation metrics
valuation ($m) 74.0
capitalisation rate (%) 6.25
10-year internal rate of return (%) 7.6
sales performance
sales are not reported
sylvia park lifestyle
1616
property compendium 2018
kiwi property
retail
New Zealand’s first-ever shopping centre, LynnMall,
opened in 1963 and has been delivering quality retail
to Auckland’s western suburbs for over 50 years.
In 2015, we expanded the centre to incorporate
an eight-screen Reading Cinemas complex and
‘The Brickworks’ dining precinct. The centre provides
a compelling and convenient shopping destination
in the developing town centre of New Lynn.
lease expiry profile
by gross income
key tenants
Countdown
Farmers
Reading Cinemas
3058 Great North Road
New Lynn
Auckland
lynnmall.co.nz
tenant diversification
by gross income
lynnmall
specialty68%
mini-majors11%
department stores and DDS7%
supermarkets9%
cinemas5%
home and living majors–
other–
property overview
ownership interest (%) 100
centre typeRegional
date acquired (constructed 1963)Dec-10
last refurbished/redeveloped2015
net lettable area (sqm) 37, 5 70
tenants (no.) 143
carparks (no.) 1,319
property metrics
net operating income ($m) 18.6
occupancy (%) 100.0
weighted average lease term (years) 5.0
valuation metrics
valuation ($m) 274.0
capitalisation rate (%) 6.25
10-year internal rate of return (%) 7.6
sales performance
annual sales ($m)241.8
specialty sales ($/sqm)9,700
specialty gross occupancy costs (%)10.9
vacant or
holdover5%
FY19
10%
FY20
8%
FY21
8%
FY22
17%
FY23+
52%
lynmall
retail portfolio
1717
vacant or
holdover–
FY19
–
FY20
–
FY21
–
FY22
1%
FY23+
99%
Forming part of the Westgate Town Centre
development off the north-western motorway
in Auckland, Westgate Lifestyle provides 28 large
format retail stores. The centre, which is located
in a high residential growth area, features a range
of home and living retailers.
key tenants
Briscoes
Freedom Furniture
Harvey Norman
Rebel Sport
57-61 Maki Street
Westgate
Auckland
westgatelifestyle.co.nz
lease expiry profile
by gross income
tenant diversification
by gross income
westgate lifestyle
specialty12%
mini-majors66%
department stores and DDS–
supermarkets–
cinemas–
home and living majors19%
other3%
property overview
ownership interest (%) 100
centre typeLarge format
date acquired (constructed 2015–2016)Sep-15
last refurbished/redevelopedN/A
net lettable area (sqm) 25,581
tenants (no.) 28
carparks (no.) 622
property metrics
net operating income ($m)5.8
occupancy (%) 100.0
weighted average lease term (years)6.4
valuation metrics
valuation ($m)90.0
capitalisation rate (%)6.38
10-year internal rate of return (%)8.0
sales performance
sales are not reported
westgate lifestyle
1818
property compendium 2018
kiwi property
retail
property overview
ownership interest (%) 50
centre typeRegional
date acquired (constructed in stages: 2004–2014)May-16
last refurbished/redevelopedN/A
net lettable area (sqm) 85,552
tenants (no.) 162
carparks (no.) 3,343
property metrics
net operating income ($m) – 50% interest 12.0
occupancy (%)99.9
weighted average lease term (years) 3.1
valuation metrics
valuation ($m) – 50% interest 202.5
capitalisation rate (%) 6.25
10-year internal rate of return (%) 8.1
sales performance
annual sales ($m) 276.6
specialty sales ($/sqm) 10,100
specialty gross occupancy costs (%) 11.7
specialty53%
mini-majors25%
department stores and DDS12%
supermarkets–
cinemas4%
home and living majors6%
other–
vacant or
holdover7%
FY19
13%
FY20
12%
FY21
12%
FY22
16%
FY23+
40%
The Base is New Zealand’s largest single-site retail
asset, located in Hamilton’s growing northern suburbs.
This dominant asset comprises both an enclosed
regional shopping centre, Te Awa, as well as large
format retailing. Kiwi Property is proudly partnering
with Tainui Group Holdings in a 50:50 joint venture.
Kiwi Property manages the entire asset for the
joint venture.
lease expiry profile
by gross income
key tenants
Farmers
HOYTS Cinemas
Mitre 10 Mega
The Warehouse
Corner of Te Rapa Road
and Wairere Drive
Hamilton
the-base.co.nz
tenant diversification
by gross income
the base
the base
retail portfolio
1919
property overview
ownership interest (%) 100
centre typeSub-regional
date acquired (constructed 1985)Dec-94
last refurbished/redeveloped2011
net lettable area (sqm) 15,807
tenants (no.) 82
carparks (no.) 554
property metrics
net operating income ($m) 5.9
occupancy (%)96.2
weighted average lease term (years) 3.2
valuation metrics
valuation ($m) 59.0
capitalisation rate (%) 8.75
10-year internal rate of return (%) 8.6
sales performance
annual sales ($m)68.2
specialty sales ($/sqm) 8,200
specialty gross occupancy costs (%) 11.5
specialty86%
mini-majors8%
department stores and DDS–
supermarkets–
cinemas6%
home and living majors–
other–
vacant or
holdover7%
FY19
20%
FY20
21%
FY21
7%
FY22
10%
FY23+
35%
Centre Place – North is Hamilton CBD’s destination
for food, fashion and entertainment. The centre
features both Lido and METRO by HOYTS cinema
complexes, together with a good range of indoor
and outdoor dining options. The centre is
adjacent to Centre Place – South which was sold
in 2016 but is still managed by Kiwi Property for
its owners.
key tenants
501 Victoria Street
Hamilton
centreplace.co.nz
lease expiry profile
by gross income
tenant diversification
by gross income
centre place – north
centre place north
Lido Cinemas
METRO by HOYTS Cinemas
2020
property compendium 2018
kiwi property
retail
property overview
ownership interest (%) 100
centre typeRegional
date acquired (constructed 1986)Aug-93
last refurbished/redeveloped2010
net lettable area (sqm) 32,202
tenants (no.) 104
carparks (no.) 1,251
property metrics
net operating income ($m) 16.6
occupancy (%) 100.0
weighted average lease term (years) 3.5
valuation metrics
valuation ($m) 207.0
capitalisation rate (%) 7.0 0
10-year internal rate of return (%) 9.0
sales performance
annual sales ($m)193.1
specialty sales ($/sqm) 9,600
specialty gross occupancy costs (%) 13.9
specialty77%
mini-majors2%
department stores and DDS16%
supermarkets5%
cinemas–
home and living majors–
other–
vacant or
holdover7%
FY19
18%
FY20
11%
FY21
11%
FY22
27%
FY23+
26%
The Manawatu’s premium shopping destination is
The Plaza, located in the heart of Palmerston North’s
CBD. The centre extends over 32,000 sqm with
more than 100 retail shops providing a wide
mix of fashion, food, services and general retailing.
lease expiry profile
by gross income
key tenants
Countdown
Farmers
Kmart
84 The Square
Palmerston North
theplaza.co.nz
tenant diversification
by gross income
the plaza
the plaza
retail portfolio
2121
property overview
ownership interest (%) 100
centre typeRegional
date acquired (constructed 1990)Dec-93
last refurbished/redeveloped2004
net lettable area (sqm) 25,514
tenants (no.) 105
carparks (no.) 1,102
property metrics
net operating income ($m) 9.5
occupancy (%) 100.0
weighted average lease term (years) 3.9
valuation metrics
net sale proceeds ($m) 99.1
equivalent capitalisation rate (%) 8.38
equivalent 10-year internal rate of return (%) 9.8
sales performance
annual sales ($m)113.6
specialty sales ($/sqm) 8,800
specialty gross occupancy costs (%) 12.5
specialty75%
mini-majors1%
department stores and DDS19%
supermarkets–
cinemas3%
home and living majors–
other2%
vacant or
holdover6%
FY19
15%
FY20
12%
FY21
7%
FY22
24%
FY23+
36%
Located within the town centre of Porirua, North City
has been providing quality national and international
retailing to its catchment for over 25 years.
The two-level centre is supported by an adjoining
New World supermarket under separate ownership.
On 11 April 2018, Kiwi Property entered into an
unconditional agreement for the sale of North City.
The asset is recorded at its net sale price and the
capitalisation rate and 10-year IRR are the equivalent
rates based on the asset‘s gross sale price of
$100 million. Settlement is expected to occur no
later than July 2018.
key tenants
Farmers
Kmart
Reading Cinemas
2 Titahi Bay Road
Porirua
northcityshopping.co.nz
lease expiry profile
by gross income
tenant diversification
by gross income
north city
north city
2222
property compendium 2018
kiwi property
retail
property overview
ownership interest (%) 100
centre typeRegional
date acquired (constructed 1967)Mar-94/Mar-98
last refurbished/redeveloped2018
net lettable area (sqm) 41,632
tenants (no.) 118
carparks (no.) 1,708
property metrics
net operating income ($m)19.0
occupancy (%)99.6
weighted average lease term (years) 2.8
valuation metrics
valuation ($m) 240.0
capitalisation rate (%) 7.13
10-year internal rate of return (%) 9.3
sales performance
annual sales ($m)291.3
specialty sales ($/sqm) 11,300
specialty gross occupancy costs (%) 12.2
specialty66%
mini-majors4%
department stores and DDS11%
supermarkets16%
cinemas3%
home and living majors–
other–
vacant or
holdover13%
FY19
20%
FY20
19%
FY21
4%
FY22
16%
FY23+
28%
retail
One of New Zealand’s largest enclosed shopping
centres, Northlands has been servicing its
Christchurch catchment for more than 50 years.
This single-level regional shopping centre has been
progressively redeveloped over many years to meet
demand and demographic shifts. We are now
underway with the construction of ‘Langdons
Quarter’, a new food precinct being created at the
southern end of the centre and complementing
the adjacent HOYTS cinema offer.
lease expiry profile
by gross income
key tenants
Countdown
Farmers
HOYTS Cinemas
PAK’nSAVE
The Warehouse
55 Main North Road
Papanui
Christchurch
northlands.co.nz
tenant diversification
by gross income
northlands
northlands
retail portfolio
2323
ii
oe
ffff
oo
cc
vero centre
PG 28
asb north wharf
PG 29
the aurora centre
PG 30
44 the terrace
PG 31
2626
property compendium 2018
kiwi property
office
4 assets
96,000 sqm net lettable area
59 tenants
825 carparks
$831.2m
portfolio value
5.76%
weighted average
capitalisation rate
$44.3m
net operating income
99.3%
occupancy
1 0.1 years
weighted average lease term
our office portfolio
2727
office portfolio
property grade
by office portfolio value
Premium
51%
A-grade
18%
A-grade campus
25%
B-grade
6%
geographic weighting
by office portfolio value
Auckland
76%
Wellington
24%
tenant diversification
by office portfolio gross income
government
26
%
banking
25
%
legal
18%
insurance
11%
financial services10%
other
9%
consultancy
1%
property grade
geographic weighting property
tenant diversification property
2828
property compendium 2018
kiwi property
office
property overview
ownership interest (%) 100
building gradePremium
date acquired (constructed 2000)Apr- 01
last refurbished/redeveloped2016
net lettable area (sqm) 39,542
typical floorplate (sqm) 1,200
carparks (no.) 420
property metrics
net operating income ($m) 20.2
occupancy (%)98.4
weighted average lease term (years)6.6
valuation metrics
valuation ($m)420.0
capitalisation rate (%)5.50
10-year internal rate of return (%)6.9
legal37%
insurance24%
financial services21%
other11%
banking3%
consultancy3%
government1%
vacant or
holdover5%
FY19
6%
FY20
4%
FY21
6%
FY22
7%
FY23+
72%
Our flagship office asset, Vero Centre, was
completed in 2000 and remains one of Auckland’s
most prestigious office buildings, attracting and
retaining some of the country’s most respected
companies as tenants. The property has won
numerous awards for excellence in design,
construction and efficiency. The lobby was
comprehensively upgraded in 2016.
key tenants
Bell Gully
Craigs Investment
Partners
nib
Russell McVeagh
Suncorp
48 Shortland Street
Auckland
lease expiry profile
by gross income
tenant diversification
by gross income
vero centre
vero centre
2929
office portfolio
A showcase of environmental design and innovative
office space solutions, ASB North Wharf is an
award-winning, seven-level office building which
was developed by Kiwi Property for ASB Bank.
ASB has a lease over all the office space until 2031.
The waterfront location and striking architecture
have made it a landmark on the cityscape, and it
includes award-winning restaurants creating an
active frontage to North Wharf.
property overview
ownership interest (%) 100
building gradeA-grade campus
date completedMay-13
last refurbished/redevelopedN/A
net lettable area (sqm) 21,625
typical floorplate (sqm) 4,000
carparks (no.) 97
property metrics
net operating income ($m) 12.1
occupancy (%) 100.0
weighted average lease term (years) 12.6
valuation metrics
valuation ($m) 209.0
capitalisation rate (%) 5.63
10-year internal rate of return (%) 7. 8
lease expiry profile
by gross income
tenant diversification
by gross income
banking91%
other9%
government–
legal–
insurance–
financial services–
consultancy–
vacant or
holdover–
FY19
–
FY20
1%
FY21
1%
FY22
–
FY23+
98%
key tenant
ASB Bank12 Jellicoe Street
Auckland
asb north wharf
asb north wharf
3030
property compendium 2018
kiwi property
office
The Aurora Centre is a mainstay accommodation
option for the New Zealand Government with all of
the office space leased to the Ministry of Social
Development until 2034. A comprehensive
refurbishment and seismic strengthening project
was completed in 2016.
property overview
ownership interest (%) 100
building gradeA-grade
date acquired (constructed 1968)Apr- 04
last refurbished/redeveloped2014–2016
net lettable area (sqm) 24,503
typical floorplate (sqm)
upper: 1,100
lower: 1,800
carparks (no.) 308
property metrics
net operating income ($m) 8.9
occupancy (%) 100.0
weighted average lease term (years) 16.2
valuation metrics
valuation ($m) 152.3
capitalisation rate (%) 6.38
10-year internal rate of return (%) 8.3
lease expiry profile
by gross income
tenant diversification
by gross income
government98%
other2%
banking–
legal–
insurance–
financial services–
consultancy–
vacant or
holdover–
FY19
–
FY20
–
FY21
–
FY22
–
FY23+
100%
key tenant
Ministry of
Social Development
56 The Terrace
Wellington
the aurora centre
the aurora centre
3131
office portfolio
Well located within the Wellington parliamentary
sector, 44 The Terrace provides 10,000 sqm of
efficient office space over 12 levels. All office
floors are leased by government tenants mostly
on long-term leases. A comprehensive
refurbishment and seismic strengthening project
was completed in 2017.
property overview
ownership interest (%) 100
building gradeB-grade
date acquired (constructed 1987)Sep-04
last refurbished/redeveloped2015–2017
net lettable area (sqm) 10,325
typical floorplate (sqm) 800
carparks (no.) –
property metrics
net operating income ($m)3.1
occupancy (%)100.0
weighted average lease term (years)8.5
valuation metrics
valuation ($m)49.9
capitalisation rate (%)6.63
10-year internal rate of return (%)8.1
lease expiry profile
by gross income
tenant diversification
by gross income
government90%
other10%
banking–
legal–
insurance–
financial services–
consultancy–
vacant or
holdover–
FY19
–
FY20
7%
FY21
–
FY22
1%
FY23+
92%
key tenants
Commerce
Commission
Energy Efficiency
and Conservation
Authority
Tertiary Education
Commission
44 The Terrace
Wellington
44 the terrace
44 the terrace
3232
property compendium 2018
kiwi property
office
3333
kp.co.nz
---
sustain
sustain
abilityability
kiwi property
sustainability report 2018
1
we are
kiwi property
Kiwi Property (NZX: KPG) is the largest
listed property company on the
New Zealand Stock Exchange and is a member
of the S&P/NZX 15 Index. We’ve been around for
nearly two and a half decades and today we proudly
own and manage $3.1 billion in direct property
investments in a portfolio comprising some
of New Zealand’s best retail and office buildings.
We also manage over $370 million of property
on behalf of third parties.
All data in this document is for the year ended and/or as at 31 March 2018. Due to
rounding, numbers within this report may not add up precisely to the totals provided
and percentages may not precisely reflect the absolute figures.
This Sustainability Report should be read in conjunction with the 2018 Kiwi Property
Annual Report, which is available on our website, kp.co.nz/annual-result
kiwi property
sustainability report 2018
2
Welcome to our 2018 Sustainability Report, which for the first time we are
releasing alongside our Annual Report and follows the release of our
2017 Sustainability Report in September 2017.
Our sustainability programme, which incorporates our corporate social responsibility
activities, has been in operation for more than 15 years. Like many companies,
we began with a focus on implementing environmental initiatives that would reduce
operating costs and allow us to tread more lightly on this planet.
Today, we are increasingly focused on engagement that brings us closer to our communities,
builds better social experiences, produces a strong corporate culture and ensures our
investments are more resilient and enduring. Our Board and management are committed to
focusing on people, planet and profit to build business sustainability.
In early 2018, we reset our sustainability strategy to inform our goals for the next three years.
We look forward to sharing our past successes and our future targets in this report.
“Focusing on people, planet and profit will see us continue
to build business resilience and endurance.”
– Jason Happy, National Facilities Manager
kiwi property
sustainability report 2018
3
why
sustainability is important to Kiwi Property
PG 04
how
we implement, monitor and measure sustainabilityŁ
PG 05
people
what we do�
PG 07
planet
how we actively manage resource use�
PG 15
profit
how we build asset resilience�
PG 31
governane
PG 32
contents
we are kiwi property
PG 01
kiwi property
sustainability report 2018
4
we’re people-people
we have a passion
for excellence
our sustainable practices are integral to who we are and are reflective of our values
we do what’s rightwe lead
We’re approachable and welcoming.
We’re willing and able. We’re all for
people. Ultimately what we build, improve
and protect are places for people.
example: This year we launched a
scholarship for Māori and Pasifika students
to promote greater representation in the
property sector. We also currently provide
an annual sponsorship to the Keystone Trust
which provides scholarships and industry
support to students wishing to enter into
the property industry while studying.
We create exceptional places and
experiences for investors, our people,
tenants and customers. We’re creators of
wealth and returns. We aim for excellence
in everything we do and we strive for
continuous improvement.
example: We are constantly improving
the technical features of our assets to
achieve greater efficiency and safety,
ensuring they meet changing societal
trends and our changing environment by
moving to renewable power sources,
harvesting rainwater and minimising waste.
Integrity lies at our heart. We bring
honesty and reciprocal respect to all our
dealings. We’re honest and transparent.
We’ve earned the trust of our investors,
tenants and customers, and we work hard
to never take it for granted.
example: We recently strengthened our
Wellington office buildings to achieve
higher seismic performance ratings.
In a subsequent earthquake the buildings
each performed well, ensuring our
tenants were not only safe but were
able to immediately return to work.
We take a leadership stance. We’re always
innovating. We set new benchmarks to lead
the way. We’re open-minded and available
to embrace new ideas and feedback.
We lead by example, always mindful that
our stakeholders rely on us.
example: For the third consecutive year,
in 2017, we retained the highest Carbon
Disclosure Project rating (A-) of any
New Zealand-listed entity.
sustainability is important to Kiwi Property
why
why
kiwi property
sustainability report 2018
5
board
The Board has ultimate responsibility
for sustainability, and reviews and
monitors progress against targets.
sustainability committee
Chaired by the National Facilities Manager,
the Sustainability Committee includes
senior managers from across the business.
chief executive
The Chief Executive is tasked by the Board
to implement the sustainability strategy
and report progress six times per year.
each year, Kiwi Property reviews its sustainability strategy, which is
implemented using both top down and bottom up management
Our journey started with a commitment in 2003 when we began integrating sustainability into our
operations. At that time, we recognised that we could play an important role in protecting and
enhancing the environment for future generations. In doing so, we established our commitment to
securing a viable and sustainable property sector through integrating environmental considerations
into our business practices. And so, our sustainability programme was established, focusing initially
on reducing the Company’s environmental footprint through resource efficiency.
our roles and responsibilities
we implement, monitor and measure sustainability
how
how
implementation
The Sustainability Committee
implements our sustainability strategy
and manages the programme of
actions. Each key asset within our
portfolio has a Facilities Manager who
is responsible for achieving
operational efficiencies and
implementing our environmental
programmes. Typically, one third
of their performance bonus
depends on them achieving the
set targets. Our retail Centre
Managers include sustainability
initiatives in their annual plan and
each retail centre has a Sustainability
Champion who supports the Facilities
Manager to implement the
broader community and
sustainability initiatives.
global alignment
We have aligned the Company to the
UNPRI
1
and have conducted a full
sustainability and climate change
review. The review analysed internal
and external sustainability factors,
including comparing the Company’s
practices with best practice.
These included CDP, UNPRI, AA1000
and GRESB (Global Real Estate
Sustainability Benchmarking).
A climate change risk and opportunity
assessment, from asset level through
to strategic level, was conducted and
informed the strategy development.
reporting
Our sustainability performance is
reported through the Company’s
Annual Report, this standalone
Sustainability Report and a
Greenhouse Gas Inventory which are
published on our website
kp.co.nz. In addition, we benchmark
our performance through the
Carbon Disclosure Project (CDP)
and FTSE4Good.
stakeholder feedback
A stakeholder review of investors,
customers and employees was
undertaken to understand their
expectations of Kiwi Property.
This feedback is an important
element in the development of
our sustainability strategy.
kiwi property
sustainability report 2018
6
1. United Nations Principles for Responsible Investment.
kiwi property
sustainability report 2018
7
”We firmly believe that a
diverse team, with flexible
working arrangements and
a positive team culture, will
enable innovation, creativity
and better business outcomes.”
– Kylie Eagle, Head of People
and Culture
we’re focused on creating great working environments for our people.
The diversity, resilience, safety and wellbeing of our people is integral
to the success of our sustainability strategy
We’re passionate about what we
do and the way we do it. We know
that passionate people can create
extraordinary results.
The success of Kiwi Property is
driven by a team of more than
170 professionals who are guided
by our values which promote
behaviours such as leadership,
excellence, approachability, empathy,
trustworthiness and accountability.
As we grow, we are keen to ensure
that our team grows with us. We’re
proud that many of our team members
have moved throughout the business
into new roles and new functions
and we actively seek to promote
from within.
what we do
people
people
69%
of our people leaders
are women
87%
of our people leaders
participated in leadership
training in FY18
208
wellbeing courses
or activities were
undertaken in FY18
providing the opportunity to inject
fresh ideas into the business
212
health and safety related
courses were
undertaken in FY18
1
new director
3
1
new leadership
team members
16%
rolling annual
employee turnover
across our workforceacross our workforce
1.The role of Manager Shopping Centres, held by Shelley Jenkin, was elevated to a Leadership Team position on 23 April 2018. Linda Trainer was appointed
to the role of GM Retail on 6 April 2018 and commenced with Kiwi Property on 23 April 2018. Rebecca Oliphant was appointed to the role of Strategy
Manager and commenced with Kiwi Property on 28 August 2017.
kiwi property
sustainability report 2018
8
we provide equal access for all
Not only do we comply with the
requirements of the Building Act
2004, we have also partnered with
Be. Accessible to have all our retail
centres assessed to ensure they are
designed to enable people with
disabilities to use the centres with the
same convenience as those who do
not have disabilities. We look forward to
sharing the results of our assessment
in the future.
At a minimum our properties include:
—accessible routes
—c
arparks
—f
ootpaths, ramps and landings
—e
ntrances, corridors, doorways
and doors
—st
airs
—lif
ts
—p
ublic facilities
—p
laces of assembly,
entertainment and recreation, and
—ac
cessible outdoor public areas.
we lead by example
As a leading property company in
New Zealand, we utilise the knowledge
we have gained to educate our
tenants to minimise their own
environmental impacts through
Sustainability Design Guidelines in
our Fitout Manuals.
As a result, we have recorded a
dramatic improvement in our tenants’
electricity efficiency, leading to a
49% reduction in carbon emissions
over the past six years.
Further, to support our own resource
consumption reductions, smart meters
are being progressively installed
throughout the portfolio in partnership
with registered meter owners, in
accordance with industry regulations.
These, along with Kiwi Property’s own
metering, will support our Facilities
Managers to proactively manage the
efficiency of our buildings.
we support our communities
Our success is linked to the success
of the local communities in which our
buildings and people operate. It is
therefore fundamental that we play
an active role in supporting our local
communities. Together with our
tenants, we provide this support by
hiring local people, providing safe and
healthy environments to visit, and great
places to shop, eat and work.
Our shopping centres each conduct
active community programmes to
engage with our local communities.
Each year, we run over 50 community
programmes that provide avenues for
communities to connect and prosper.
At a corporate level, we provide
sponsorship to support professionalism
and diversity within the property
industry. We also provide opportunities
for our employees to volunteer within
the community.
The Company is a longstanding
corporate sponsor (currently
$10,000 per annum) of Keystone Trust.
Keystone is a charitable trust that
assists tertiary students from
disadvantaged backgrounds to
further their education in property
industry-related fields.
Additionally, this year we will provide a
scholarship programme for Māori and
Pasifika students embarking on tertiary
study in property.
kiwi property
sustainability report 2018
9
we give back
Kiwi Property’s Volunteering
Programme provides each
employee one day of paid leave
each year to enable them to
participate in volunteering.
Over the year to March 2018, our
people provided organisations with
65 days of community service. Some
of the causes our team contributed to
this year included:
—fun
draising for breast
cancer awareness
—tr
ack maintenance, tree planting
and path construction for Cue
Haven Community &
Management Trusts, a restoration
of former farm land to a native
nature reserve
—p
ainting, gardening and meal
preparation for The Lifewise Trust,
an Auckland-based community
social development organisation.
They develop new ways to solve
challenging social issues and
work with families, older people,
people with disabilities, and
people at risk of homelessness,
to turn people’s lives around
NORTHLANDS
KIWIFIT MEMBER,
KAREN COUCH
Has lived in the
neighbourhood
for 40 years
H
as walked over 3,600
kilometres and worn
out more than 12 pairs
of shoe
s
Enjoys the exercise,
making new friends
and socialising at the
end of se
ssions
Recommends the
mango smoothie at
Robert Harris, post walk
LYNNMALL
KIWIBUBS MEMBER,
FIFITA AND
BUB, IMOGEN
Long-time shopper
at LynnMall
Loves the diversity of
cultures she sees at the
centr
e, the food options
and the friendly staff
Wouldn’t go anywhere
else to shop or have
her mums’ coffee
group meetings
A
ttends KiwiBubs
with BFF, Susan
—f ood and toy donations for
Auckland City Mission Christmas
Appeal, and
—tree releasing (freeing trees from
overgrown grass) for Waiheke
Resources Trust, which works
towards sustainability for
Waiheke Island.
we support grassroots initiatives
Our retail centre management teams
have the responsibility of developing
initiatives to support their local
communities. As a result, we support
more than 50 grassroots initiatives
that promote the provision of
local employment, wellbeing and
social engagement. Some great
examples include:
—K
iwiFit – a safe, all-weather
community exercise group
—K
iwiBubs – a free club created
to help Kiwi parents find support,
practical advice and friendship
—C
hristmas gift wrapping –
with all donations going to local
c
harities, and
—s
upporting grass roots sports
through the ’Match Hero’
programme at selected centres.
kiwi property
sustainability report 2018
10
“Kiwi Property’s Health and
Safety Policy is displayed
in each building and is
incorporated into the
health and safety
practices of each site.”
– Louise Hunt, Health and Safety
Systems Coordinator
we care for the safety of our
employees, tenants and communities
Our Board recognises that effective
governance of health and safety is
essential for our continued success
and the wellbeing of our people.
Health and safety is fully integrated
into our governance and
management practices.
The Board has full oversight of
health and safety, with the
Health and Safety Committee
reporting to the Board bi-monthly.
For further information on our risk
management framework and health
and safety management, refer to pages
112 to 115 of our 2018 Annual Report
which is available on our website
kp.co.nz/annual-result.
areas of focus are
focus area
activitywhat we do
People in
and around
our buildings
Managing the daily health
and safety of our employees,
contractors, tenants and
communities
All our sites operate a system
that is compliant with the
Health and Safety at Work Act
and New Zealand Work Safe
Management Programme
(WSMP) standard
Our buildingsEnsuring our buildings are
safe and accessible
All buildings comply
with New Zealand building
and earthquake codes
All buildings have disability
access and comply with
the building access for
people with a disability
standard NZS 4121
our report card
We have assessed all current operations to determine associated risks, and have
put in place controls to eliminate or minimise these risks:
—in regards to our employees, new operations or machinery is assessed for
health and safety risk prior to being used
—employees are informed of the health and safety workplace hazards and
controls, and
—a s
ystem is in place for employees to provide input into identifying new
hazards or improvement suggestions as well as providing feedback to
the Health and Safety Committee.
kiwi property
sustainability report 2018
11
Our Health and Safety Management System for all of our sites is
independently audited to the New Zealand WSMP standard’s secondary level
(New Zealand’s national standard for a Health and Safety Management System,
equivalent to HSAS18001).
achieving zero ‘notifiable injury and
illness’ incidents in the workplace
We seek to improve our workplace
health and safety wherever possible.
Our Health and Safety Committee is
responsible for monitoring and
managing the performance of our
health and safety management system.
We have a zero ‘notifiable injury
and illness’ target (as defined by
the regulatory standard) in relation
to employees.
We have achieved this standard
in all years since setting this
objective in 2015.
We have benchmarked ourselves
against the Business Leaders Health
and Safety Forum (BLHSF), which
reports that the industry average for
recordable injuries per 200,000 work
hours is 3.29 for 2016. With our zero
’notifiable injury and illness’ incidents
record, our equivalent metric is 0.0.
1. The one injury reported during the period was an employee who, while inspecting the contents of a front-end load bin, was struck on the head
by the bin’s plastic lid. The employee suffered suspected slight concussion, however made a full recovery, returning to work the next day.
The one Kiwi Property employee
’serious’ incident was investigated
and the findings reported to the
Health and Safety Committee.
The incident was also reported
to the Board.
Kiwi Property has never had an
employee or contractor fatality at
any of its sites.
Kiwi Property also records and
investigates all incidents or reported
near misses regarding contractors
and members of the public passing
through our sites. In our portfolio, there
were 63 ’serious’ incidents relating to
customers, tenants or contractors, of
which nine were ’notifiable’ incidents in
the reporting period. This is set against
a background of more than 50 million
customers visiting our shopping
centres annually.
our report card for FY18
number of employee health and safety serious incidents
11
working hours
~298,000
% of sites covered by the certified Health and Safety
Management System
100
number of courses undertaken with external organisations
on health and safety standards in the year ended 31 March 2018
212
kiwi property
sustainability report 2018
12
“We are committed to
promoting a culture where
diversity and equal employment
opportunities are embraced.”
– Chris Gudgeon, Chief Executive
we comply with labour standards
Kiwi Property complies with all New
Zealand labour laws, which align with
International Labour Organisation (ILO)
standards regarding:
—f
reedom of association
—c
ollective bargaining
—prevention of forced labour
—prevention of child labour
—e
qual opportunity
and treatment, and
—e
limination of excessive
working hours.
Kiwi Property has a Diversity and
Equal Employment Opportunity Policy.
Kiwi Property does not pay below the
minimum wage for any positions.
We pay the minimum wage when this
is the market rate for the position.
our employee agreements
no.%
employees on full-time 40-hour week employment agreements13477
employees on part-time employment agreements
3923
total employees (permanent employees)
173100
contractors
2
casual employees (current contracts as at 31 March 2018)124
we provide a flexible workplace,
focused on wellbeing
We recognise each of our employees
have work-life demands unique to
them, which is why we promote a
flexible workplace.
Our Flexible Working Arrangement
Policy and our wellbeing initiatives
include:
—fl
exible working options
—Microsoft Office home use
—remote systems access
—Employee Assistance
Programme (EAP)
—Southern Cross health care
at preferential rates
—on-site hearing tests, melanoma
checks and flu vaccinations
—long service leave
—volunteering leave
—yoga at work
—group fitness initiatives
—l
earning and development
opportunities
—e
xtended unpaid leave
—t
ertiary study support, and
—p
urchased annual leave.
we have a vibrant culture, focused
on excellence
The ‘social’ component of our
sustainability programme focuses on
our employees, tenants and
communities, ensuring we provide
environments where people may
flourish. We do this by celebrating
diversity, ensuring we adhere to best
practice labour standards, while
providing appropriate training, cultural
awareness and wellbeing programmes.
our report card
— All employees are on
individual agreements.
— Kiwi Property has had no
employment-related findings
or fines against it.
— There have been zero incidents
reported of non-compliance with
our Diversity and Equal
Employment Opportunity Policy.
kiwi property
sustainability report 2018
13
individual training and
development for employees
is also provided for each
employee to upskill in areas
that benefit their work
we train with purpose
We’re committed to providing our
people with career progression
opportunities and training. We provide
potential for development through
experience, exposure and education.
—70% of development via
experience, day-to-day tasks,
challenges and practice.
—2
0% of development via
exposure to others, work
situations and collaboration.
—10% of development
via education and
structured learning.
To ensure our people are engaged
and career growth occurs, each
person is encouraged to have a
structured individual learning and
development plan.
For our leaders, we provide additional
training to endow them with the
necessary skills to lead our people.
87% of our people leaders participated
in leadership training during the
2018 financial year.
The total spend on employee
development training during the
2018 financial year was $398,000.
CHRISTIE ZHAO
COMMERCIAL
PROPERTY
MANAGER
Christie’s role
covers asset
and property
management
within the
commercial
portfolio
She speaks
Cantonese
and Mandarin
Is inspired
by strength
Loves to eat,
shop and walk
Relaxes with music
and good wine
RON PARKINS
DEVELOPMENT
MANAGER
Ron has worked at
Kiwi Property for
more than 10 years
His role includes
delivering shopping
centre projects
Most rewarding
development
project – delivering
H&M and Zara
stores at Sylvia Park
Is passionate about
live performances
at local theatre or
music events
Novice golfer
kiwi property
sustainability report 2018
14
we celebrate diversity
Our Diversity and Equal Employment
Opportunity Policy applies to all
employees within Kiwi Property as
well as the Board, and covers all
aspects of employment, beginning
with recruitment.
We are committed to promoting a
culture where diversity and equal
employment opportunity are
embraced. We recruit and develop
the best person for the job regardless
of gender, age, ethnicity, religious
beliefs, disability or sexual orientation.
Given women make up 73% of
the Company’s workforce, we
have placed a focus on increasing
the representation of women in
senior roles.
our diversity goals
During 2017, new diversity objectives
were put in place to continue focused
work on developing a workforce that is
a more reflective representation of the
communities and customers we serve.
The new objectives focused on
sourcing and attracting a broader
candidate talent pool and identifying
alternative recruitment channels in
order to attract and source a greater
representation of Māori, Pacific
Peoples, Asian and female candidates.
We are proud of our achievements
during 2018. At 31 March 2017, the
representation of women in the
leadership team was 17%.
At 31 March 2018, this increased to
25% and, post the reporting period,
increased further to 36%.
Kiwi Property
recruits FY18
New Zealand
profile 2013
census
European
89%
74%
Māori
22%
15%
Asian
15%
11%
Pacific Peoples4%7%
Middle Eastern,
Latin American,
African
4%
1%
Of the 28 new recruits to Kiwi Property
during FY18, the ethnicity profiles of
these team members are moving us
closer to our objective of better
reflecting the communities we serve.
This can be seen in the table aside
where we compare the ethnicity profile
of new team members joining the
business in FY18 to New Zealand’s
ethnicity profile from the 2013 census.
We will continue our focus to increase
the proportion of women and Māori,
Pasifika and Asian ethnicities in senior
leadership roles.
our gender diversity
20182017
numberproportion %numberproportion %
femalemalefemalemalefemalemalefemalemale
directors243367335050
officers
1
142080060100
leadership team
1,2,3
3925752101783
all employees126477327113546832
1. At 31 March 2018, the role of GM Retail was vacant so accordingly excluded from these statistics. Linda Trainer was appointed to this role on 6 April 2018 and commenced
with Kiwi Property on 23 April 2018. Post the appointment of Linda, the officers of the Company comprise two females and four males (33% female, 67% male).
2.
O
n 23 April 2018, the role of Manager Shopping Centres was elevated to a leadership team position. This role is held by Shelley Jenkin.
3. Post the appointment of Linda and the inclusion of Shelley, the leadership team comprises five females and nine males (36% female, 64% male).
our ethnic diversity
20182017
European75%77%
Māori10%9%
Asian9%8%
Middle Eastern, Latin American, African5%5%
Pacific Peoples5%4%
not disclosed5%6%
The statistics add to greater than 100% as some employees identify with more than one
ethnic group.
kiwi property
sustainability report 2018
15
we actively manage resource use
From our corporate head office to our
portfolio of shopping centres and
office buildings, we are committed to
effectively managing our resource
use and lowering consumption.
Our performance is measured in a
number of ways, across water, waste,
energy and carbon. For more details
refer to pages 26 to 28 of this report.
To partner with industry, we have
committed to achieve a NABERSNZ
rating of at least 4 Green Star on all
commercial buildings by 2020. To
date, ASB North Wharf, 44 The Terrace
and The Aurora Centre have achieved
4 Green Star or above.
our environmental programme
Our environmental programme
continues to reap significant rewards.
Compared with our 2012 base year
1
(for audited carbon reporting) we
have made the following savings:
kiwi property
15sustainability report 2018
There are now 26 free electric car charging
stations across five of our shopping centres,
including eight Tesla supercharger stations
which have been installed at
The Base and The Plaza.
Vehicle management systems are operating
at Sylvia Park, The Base and LynnMall to make
finding a carpark easier for our customers.
EV chargers and carparking
water consumption
reduced by 23.3 million litres
energy consumption
reduced by 4,480,000 kWh
1. Data on pages 15-28 is for the periods ended 31 December.
planet
planet
enough to supply
448
typical homes
enough to fill
467
domestic
swimming pools
waste consumption
310 tonnes diverted
from landfill
equivalent to filling
507
jumbo bins
kiwi property
sustainability report 2018
16
we support the natural environment: solar power
We have reinforced our commitment to renewable
energy, signing a non-binding Memorandum
of Understanding with Meridian Energy, with a
view to rolling out New Zealand’s largest combined
solar installation across at least four of our
shopping centres.
Under the agreement, Meridian will invest in the
upfront system cost and then charge Kiwi Property for
the solar power generated under an innovative Power
Purchase Agreement (PPA) solution. Ownership of the
array will pass to Kiwi Property at the end of the PPA
term, which is anticipated to be the mid-point of the
system’s lifecycle.
The installation programme, a first for New Zealand, is
expected to deliver capacity in excess of 650kW.
Once the programme is complete, it is expected that
Kiwi Property’s combined solar power capacity,
including the existing 350kW Sylvia Park system, will
exceed 1MW, making us the largest commercial user
of solar energy in New Zealand.
Sylvia Park solar array
kiwi property
sustainability report 2018
17
we support the natural environment: planting
We’re active supporters of the wonderful
biodiversity that sustains New Zealand. In support
of this commitment, we have been planting native
trees in appropriate green spaces in and around
our buildings.
At Sylvia Park, for example, we have planted
approximately 35,000 native plants, while at
Northlands, we maintain some 11,000 native plants.
we encourage public transport usage
With over 50 million visitors passing through our
shopping centres each year, how they arrive at our
centres is important to us. This is why we actively
support public transport usage. Most of our
shopping centres (and all of our office buildings) are
located within easy reach of public transport.
On the weekend, the Sylvia Park train station
is now the third busiest station in Auckland
kiwi property
sustainability report 2018
18
in step with global demand,
we are increasingly focused
on reducing our resource
consumption and waste
to landfill
we actively manage our
property portfolio
Our tenants and buildings rely on the
sustainable supply of energy and water.
To ensure certainty of service, we have
a continuous improvement programme
that focuses on energy and water.
This now includes installing, where
possible, photo-voltaics to create
sustainable energy and rain water
storage to improve building resilience.
Our integrated environmental
management system and programme
has been in place for more than
15 years, and is led by the National
Facilities Manager. The programme
covers all of Kiwi Property’s operations
and properties focusing on reducing
carbon and waste outputs, and
energy and water consumption.
As part of the programme, we set
annual targets that are broken down
to an individual asset level. Each
Facilities Manager is responsible
for achieving the annual targets for
their assets, and must report on
progress monthly.
Kiwi Property has not received
any environmental fines in this
reporting period.
we are responding to climate change
In 2012, we concluded a climate change
risk and opportunity analysis from an
asset level through to a strategic level.
In 2018, a further in-depth climate
change risk and opportunity review was
conducted using four defined climate
change scenarios:
—R
epresentative Concentration
Pathway (RPC) 2.6
—RPC 4.5
—RPC 6.0, and
—RPC 8.5.
Under each scenario, risks and
opportunities were broadly identified
and considered over a 50-year
plus timeframe.
These were then used to inform our
climate change programme and targets.
the coffee culture
New Zealanders love their coffee, but the waste from
coffee grounds was previously ending up in the wrong
place – as landfill. Our portfolio-wide programme to
change this habit means that over 50 tonnes of coffee
grounds have now been recycled across the country.
TE RITO GARDENS, PORIRUA
Coffee grounds from North City distributed to local
community
Te Rito Gardens collects grounds from North City
shopping centre
Te Rito Gardens is a community-based trust run by
local students and tutors that supports learning around
gardening and sustainability
kiwi property
sustainability report 2018
19
Our climate change risk assessment
identified there was low to medium risk
from the physical impacts of climate
change to our property assets.
The risks are managed through a range
of business programmes, such as: all
new office builds targeting achieving a
5 Green Star rating, continuous
improvement programmes to reduce
energy, waste and water usage,
supporting public transport and
increasing solar electricity generation
and water collection.
A significant short-term risk identified
was the increasing importance some
investors are placing on carbon
management performance when
selecting stocks.
We are mitigating this risk by
demonstrating leadership in carbon
management:
—Kiwi Property has been reporting
to the Carbon Disclosure Project
since 2006. In 2017 we were
again (for the third year running),
the top ranked New Zealand
listed company, with a score of A-.
to ensure we understand,
manage and reduce our impact,
we measure, manage and set
reduction targets and report on
our greenhouse gas emissions
—Independently Certified
Carbon Reporting to the Carbon
Warranty and ISO14064-1
standard. Verified to Reasonable
Assurance for Scope 1, 2 and
3 emissions.
Understanding the long-term risks of
climate change enables us to adapt to
the changing environment.
Some of our initiatives are:
—In
troduction of solar
derived electricity to our
property portfolio.
—P
rovision of electric vehicle
charging stations for our
customers, in support of
sustainable technologies and
early adopters.
—Rainwater harvesting to reduce
flooding risk in extreme rainfall
events and to use in droughts.
kiwi property
sustainability report 2018
20
Our climate change strategy to
address risks and reduce Kiwi Property’s
emissions are included in the
sustainability strategy, which is
reviewed and approved by the Board
annually. Our progress is reported to
the Board every two months, and to
our shareholders through our
annual reporting materials and this
Sustainability Report.
Most of our costs in managing
climate change are incorporated into
the operational budget. The need
to reduce our gas and electricity
consumption is considered when
purchasing new equipment. For
specific climate change related
expenditure, the additional costs
incurred are:
—The additional quantifiable costs
of achieving a 5 Green Star rating
on a new office building is
estimated to be $130,000
(based on our experience) in
consultancy fees and $30,000
in accreditation.
—The cost of securing NABERSNZ
ratings for all eligible buildings
is estimated to be $5,000 per
building per year.
—The cost of carbon reporting and
compliance is estimated to be
$40,000 (in our experience) for
external consultants and auditors.
Kiwi Property also supports the efforts
of other businesses and organisations
to reduce climate change. We have
done this in the following ways:
—p
articipated in the Green
Building Council Working Group
to bring the NABERSNZ
performance rating tool to
New Zealand, and
—participated in the consultations
on Auckland Council’s Low
Carbon Auckland Plan.
kiwi property
sustainability report 2018
21
we are reducing our
carbon footprint
We’ve been measuring, managing and
reporting on our carbon footprint since
2006. In 2012, and annually thereafter,
our carbon footprint has been
independently audited to Carbon
Warranty and ISO14064-1 standard.
Eighty one percent of our carbon
footprint is made up of electricity,
waste and gas, for which we have
active reduction programmes in place.
Our carbon footprint is primarily
from the operation of our commercial
buildings (35%) and our retail centres
(60%), with the remaining 5% from
corporate activities.
To view our carbon footprint in more
detail, see our carbon disclosure
document under key documents in the
sustainability section of our website –
kp.co.nz/sustainability.
in the past six years, we
have reduced our carbon
footprint by 40%
our carbon footprint emissions profile
our spatial carbon footprint
spatial carbon footprint
carbon footprint emission
electricity – location37%
waste26%
gas13%
air travel5%
hydro-fluorocarbon14%
electricity line loss4%
natural gas line loss1%
retail60%
commercial35%
corporate activities5%
kiwi property
sustainability report 2018
22
20128,677
20138,333
20147, 2 28
20155,894
20165,676
2017
5,185
In the past six years, we have reduced our carbon footprint by 40%
(including an 8.6% reduction in the last year).
The following emission reduction targets were set for the reporting period:
targetresult
Reduce
electricity use
by 1.3% – 2.6%
In the year ended 31 March 2018, we upgraded a further 15%
of common area lighting in our property portfolio to LEDs.
This takes the total number of fittings replaced to over
9,700, covering over 80% of our buildings’ common area.
Our LED upgrades are expected to annually save more than
3.3 million kWh of electricity and approximately 336 tCO
2
e.
This represents a reduction of 17% of electricity use.
Reduce waste
by 4 tCO
2
e
A waste pilot programme was successful and, overall, 4.3%
of waste was saved across the portfolio, saving 57 tCO
2
e.
Kiwi Property does not have any operations that produce or emit Nitrogen
Oxides (NOX), Sulphur Oxides (SOX) or Volatile Organic Compounds (VOC)
or hazardous waste.
carbon footprint
tCO
2
e
201217.6
201317.1
201414.8
201511.6
201610.1
2017
9.3
carbon intensity
kgC0
2
e per NLA.hours
1
Since the 2012 base year, Kiwi Property has reduced its carbon
intensity by 47%.
1. NLA.hours is net lettable area x annual hours of operation.
kiwi property
sustainability report 2018
23
how we will get there
An annual emission reduction
programme will be set to progress
towards achieving these targets. This
reduction plan will be broken down to
set individual building targets and
energy and waste reduction plans.
Facilities Managers will be responsible
for achieving their individual building
targets and programmes.
our emissions reduction targets
In 2017, we set greenhouse gas
emission reduction targets to play our
part in helping keep a rise in global
temperature to well below 2°C.
Based on climate change science,
the world needs to reduce its carbon
emissions between 49% and 72%
below 2010 levels to achieve a 2°C
temperature change by 2050.
We have set science-based targets in
line with climate change science.
Our targets are to:
—r
educe total greenhouse gas
emissions by 36% by 2020 on
2012 base year emissions
—r
educe total greenhouse gas
emissions by 40% by 2025 on
2012 base year emissions, and
—r
educe total greenhouse gas
emissions by 55% by 2050 on
2012 base year emissions.
These targets represent a year-on-year
reduction of 2.1% from 2012.
Vero Centre, Auckland
kiwi property
sustainability report 2018
24
renewable
power
case
study
In 2015, Kiwi Property
installed New Zealand’s then
largest photo-voltaic system for
producing solar power on the
roof of Sylvia Park, producing
447,566 kWh of electricity and
saving 45 tCO
2
e. This system
now produces 19% of
Sylvia Park’s base building
electricity requirements.
As outlined on page 16 of this
report, we have also signed a
Memorandum of
Understanding with Meridian
Energy to install solar arrays on
a further four of our shopping
centres, to become the largest
commercial user of solar
energy in New Zealand.
Sylvia Park solar array
kiwi property
sustainability report 2018
25
Light emitting diodes, or LEDs, are not
only more efficient than traditional
metal halides and fluorescent lamps,
they also offer far longer lifespans.
Unfortunately, LEDs are expensive,
meaning long payback times. By
partnering with ECOLight we have
transformed the economics with these
energy and material efficient forms of
lighting, for our benefit and the
environment’s benefit.
An LEDs lifespan is 25 times longer than
traditional metal halide and fluorescent
lamps, and one LED strip is equivalent to
1.5 fluorescent lamps. The project is
estimated to save over 300,000
traditional lamps being produced and
disposed of. The average fluorescent
lamp contains 30mg of mercury, which
means this project alone is estimated to
save over 9kg of mercury being used
and disposed of.
Our energy target for the reporting period
was to extend our light replacement
programme. By switching from traditional
globes to LEDs we aimed to reduce our
energy consumption by 500,000 kWh
per annum.
Our target was surpassed six-fold
with the retrofitting of 9,700 light
fittings saving 3.3 million kWh of
Traditional fluorescent
Custom retrofit LED panel
we partnered with local
company ECOLight, to
transform the economics of
LED light fittings – both
retrofit and new
power annually and 336 tCO
2
e.
As a result of this programme, 80%
of the common areas in our buildings
are now lit by LEDs.
In partnership with ECOLight, we have
developed a product that not only
revolutionises how energy efficient
lighting retrofitting is undertaken, but
a product that also actively reduces
hazardous waste to landfill.
From an economic perspective, our
light-fitting solution has reduced the
cost of LEDs to a two-year payback
period, whilst also increasing the
efficiency of the LED fittings by
including motion and daylight
sensors in each light fitting.
ECOLight is poised to support
businesses around New Zealand to
significantly improve the quality and
life expectancy of their lighting and
reduce their electricity and
maintenance costs by between
50% and 80%. Commercial lighting in
New Zealand uses 2.1 billion kWh
per year, which when replaced
with ECOLight’s LEDs will save
between 1.05 billion kWh and
1.68 billion kWh per year and
approximately 200,000 tCO
2
e.
This initiative has reduced
energy usage by
3.3 million kWh
across the portfolio, generating
savings in excess of
$500,000
per annum.
kiwi property
sustainability report 2018
26
we are actively reducing the
amount of energy we consume
Kiwi Property has had an energy
efficiency programme in place for the
past 15 years. As a result, our
buildings now consume 16% less
energy than they did in the 2012
audited base year.
We set annual energy reduction
targets. We have committed to:
—i
mprove the energy efficiency of
all our commercial buildings to
above 4 Star NABERSNZ rating
by 2020, and
—i
ncrease our use of 100%
renewable power to 15% of
total electricity usage by 2025.
since our 2012 audited base
year, we have saved enough
energy to supply 448 typical
New Zealand homes for a year
electricity intensity target
2018 – 2020
kWh/0.1 million NLA.hours
1
201820192020
92.290.388.4
gas intensity target
2018 – 2020
kWh/0.1 million NLA.hours
1
201820192020
17. 817. 417.1
100
80
60
40
20
0
electricity
-/
0.1 million NLA.hours1
20122013201420152016201720182019 2020
electricity
electricity (target)
25
20
15
10
5
0
gas
kWh/0.1 million NLA.hours1
20122013201420152016201720182019 2020
gas
g
as (target)
1. NLA.hours is net lettable area x annual hours of operation.
In the past six years we have reduced our energy use, on a like-for-
like basis, and our targets for the next three years, are as follows:
kiwi property
sustainability report 2018
27
since our 2012 audited base
year, the amount of water we
have saved would fill 467
domestic swimming pools
water
litre/0.1 million NLA.hours
1
water
water (target)
3.5
3.0
2.5
2.0
1.5
1.0
0.5
0.0
201220132014201520162017201820192020
we are actively reducing the
amount of water we consume
As a result of our persistent focus on
water management, our buildings use
7% less water than they did in our 2012
audited base year.
In New Zealand, all waste water goes
to treatment ponds and waste water
quantities are not recorded. It is
assumed that the amount of water
consumed on site compared with the
amount used for flushing and washing
is negligible and so the amount of
water entering a building is assumed
to be the same amount of waste water
going out of the building for treatment.
In the past six years we have reduced our water use, on a like-for-like
basis, and our targets for the next three years, are as follows:
water intensity target 2018 – 2020
litres/0.1 million NLA.hours
1
201820192020
2.682.622.57
1.
NLA.hours is net lettable area x annual hours of operation.
kiwi property
sustainability report 2018
28
we are actively reducing
pollution and diverting waste
from landfill
Kiwi Property recognises the needless
loss of resources that waste represents
and, as such, has a waste management
programme in place which strives to
divert waste from landfill to areas where
the resources can be reused or recovered.
Ninety percent of all waste is generated
in our retail centres, primarily by our
tenants and customers. Our waste
programmes work closely with our
tenants and shoppers to increase the use
of the recycling facilities we provide.
As a result of our persistent focus on
recycling, our buildings now send
9% less waste to landfill than they did in
our 2012 audited base year. This
equates to a reduction of 310 tonnes
per annum which is enough to fill
507 jumbo bins and represents a
reduction of 137 tCO
2
e per annum.
since our 2012 audited base
year, we have diverted enough
waste from landfill to fill 507
jumbo bins
In the past six years we have reduced our waste to landfill, on a like-for-like
basis, and our targets for the next three years, are as follows:
waste intensity target 2018 – 2020
kg/0.1 million NLA.hours
1
201820192020
13.212.912.7
waste
kg/0.1 million NLA.hours
1
waste
waste (target)
18
16
14
12
10
8
6
4
2
0
201220132014201520162017201820192020
1.
NLA.hours is net lettable area x annual hours of operation.
kiwi property
sustainability report 2018
29
As part of Kiwi Property’s
environmental management system,
we have made a commitment to
work towards preventing pollution by
minimising our environmental impacts
and emissions and, where possible,
using non-polluting alternatives.
Some of the ways we work to
prevent pollution include:
—O
ur Design and Fitout Criteria
specify low Volatile Organic
Compound (VOC) finishes
and furnishings.
—I
mplementation of a continuous
improvement programme for
the reduction of greenhouse
gas emissions.
—In the 2018 financial year,
Kiwi Property sponsored the
2017 New Zealand Retail Interiors
Association’s first sustainability
award. This award used
Environmentally Sustainable
Design (ESD) criteria developed
by Kiwi Property (using a
specialist consultant) to assess
entrants’ submissions.
−the inaugural award was won
by Lush’s Queen Street store.
2degrees’ Queen Street store
was highly commended, and
−the awards evening was
well attended, raising both
the profile of sustainability
in the retail fit out industry
and Kiwi Property as a leader
in sustainability.
our suppliers
We actively engage with our suppliers
to achieve better environmental
outcomes from our projects. Two great
examples of this are the partnerships
we formed with ECOLight to deliver our
LED light replacement programme
and with ECOtricity to deliver 100%
renewable and carbon neutral
electricity programmes.
For other suppliers, we have a strategy
to assess the full-life cost when
procuring assets. When we consider
the purchase of an asset, suppliers are
asked to provide information on the
cost of usage and disposal. This
ensures we procure the most efficient
assets, supporting our energy
reduction targets. This procurement
methodology also ensures assets last
longer requiring less capital outlay over
time, that in turn reduces operational
costs. It also provides a clear message
to our suppliers that we are not only
interested in the cost of the asset,
but rather the full cost, generally
resulting in a higher quality and
better performing asset.
kiwi property
sustainability report 2018
30
EV charging at LynnMall in partnership with Meridian
organisations Kiwi Property
belongs to
We support organisations that are
committed to sustainability, including:
Property Council New Zealand
—Our GM Commercial is the
President of the Property Council
New Zealand, Auckland Division.
New Zealand Green Building Council
—Our National Facilities Manager was
part of the working group
to introduce the
NABERSNZ
Building Performance Rating tool to
New Zealand and is currently
on the Green Star Performance
Rating Tool Working Group.
kiwi property
sustainability report 2018
31
long before Green Star rating tools were available in New Zealand,
Kiwi Property deployed best-in-class sustainable design principles
In 2005, when we built Sylvia Park, sustainable design was one of the eight guiding principles we initiated, which drove a raft
of sustainable outcomes. We even built a railway station to ensure Aucklanders could travel to Sylvia Park by train.
By building assets that remain relevant, attractive and focus on endurance, we can deliver
on our objective of providing our investors with long-term sustainable returns.
Sustainability is integrated into our buildings from two aspects: the physical structure and footprint of our buildings, and how they operate.
Given our properties are long-term investments, we seek to ensure they are resilient and fit for purpose now and in the future.
By continuously monitoring and adapting to technical, societal and environmental trends, our properties continue to evolve and stay relevant.
We actively support the communities in which we operate, because prosperous communities
sustain our business and support its growth.
we build asset resilience
resilience
Kiwi Property takes climate change
seriously, and we understand that as
both a business owner and property
owner we have a responsibility to
treat our planet well. In doing so, we
ensure our properties are resilient,
and that strategic measures are
endurance
Earthquakes are a fact of life in
New
Zealand. Asset endurance is
critical. People safety is paramount.
In recent years, we have spent over
$137 million upgrading our assets to
be more resilient in the event of further
seismic activity. This has included
projects at The Majestic Centre
1
,
44 The Terrace, The Aurora Centre,
LynnMall, The Plaza, North City
2
and Northlands.
1 The Majestic Centre was sold by Kiwi Property during the 2018 financial year. As part of the sale agreement, Kiwi Property has been appointed to manage the asset on behalf of the new owner.
2 On 11 April 2018, Kiwi Property entered into an unconditional agreement for the sale of North City. Settlement is expected to occur no later than July 2018.
profitprofit
implemented to reduce our carbon
footprint and, ultimately, our
environmental impact on the
communities in which we operate.
kiwi property
sustainability report 2018
32
governancegovernance
kiwi property
sustainability report 2018
33
The Board of Kiwi Property is
responsible for, and committed to,
ensuring the Company maintains
best practice corporate governance
structures and the highest ethical
standards and integrity.
Our Board is committed to undertaking
this role in accordance with accepted
best practice. Accordingly, our
corporate governance framework
draws on principles, guidelines,
recommendations and requirements
from a range of sources including the
NZX Listing Rules and NZX Corporate
Governance Code. In addition, the
Board has approved policies and
practices which aim to reflect best
practice corporate governance.
The corporate governance policies,
practices and processes that
Kiwi Property adopted for the year
ended 31 March 2018 are set out on
pages 101 to 117 of our Annual Report
and on our website at kp.co.nz/about-
us/corporate-governance.
Kiwi Property has been included in the
FTSE4Good Index since 2004 and, in
2018, is one of just five New Zealand
companies to be included in this index.
In addition, we have been reporting to
the Carbon Disclosure Project since
2006 and, in 2017 we were again (for
the third year running) the top-ranked
New Zealand listed company, with a
score of A- (in 2015, our score was 93A,
placing us within the group of the top
113 performing companies world-wide
and the only New Zealand entity to
be included in this group).
We are also now producing this
Sustainablity Report detailing our
sustainability practices.
our board
Our Board comprises six independent
directors, whose individual specialist
skill sets (noted on page 105 of our
2018 Annual Report) complement one
another and ensure that our Board
collectively has the skills, diversity,
experience and acumen to meet and
discharge its duties and obligations.
Kiwi Property’s Board Charter
prescribes that the Board chair will
not also hold the position of
Chief Executive. To ensure regular
rotation, the Board Charter also
stipulates that at least one third of all
directors (being those who have been
longest in office since their last
election) will retire at each annual
meeting and, if they wish to continue
as a director, seek re-election by way of
shareholder vote. At the 2017 annual
meeting, the re-election of Mark Ford
and Richard Didsbury as directors was
supported by votes of 99.58% and
96.80% respectively. Mike Steur and
we are committed to the highest standards of corporate governance
corporate governance
Jane Freeman retire by rotation and
have offered themselves for re-election
at the 2018 annual meeting to be held
on 7 June 2018.
Mark Powell was appointed to the
Board, effective 1 October 2017.
In accordance with the NZX Listing
Rules, any director appointed by the
Board must retire at the next annual
meeting but shall be eligible for
election at that meeting.
Mark was appointed by the Board
and will therefore retire at the annual
meeting. Mark has offered himself
for election.
board diversity
Kiwi Property is committed to
promoting diversity in the composition
of the Board. The Remuneration and
Nominations Committee helps to
ensure that the Board maintains an
appropriate mix of skills, experience
and diversity by recommending
kiwi property
sustainability report 2018
34
potential candidates for appointment
as directors based on a range of factors
including background and gender.
Our Diversity and Equal Employment
Opportunity Policy stipulates that in
compiling a shortlist of director
candidates at least one female and one
from the ethnic groups of either Māori,
Asian or Pacific Peoples will be
included, wherever possible.
conflicts of interest
Our Code of Ethics makes it clear
that our people are required to avoid
placing themselves in a position where
they have a conflict of interest, and
to notify our General Counsel
immediately if there is a likelihood of
a conflict of interest arising.
periodic evaluation of
board effectiveness
Reviews of the performance of the
Board and individual directors are
to be undertaken annually.
board committees
The Board has two standing
committees to assist in the execution
of its duties and allow detailed
consideration of complex issues: the
Audit and Risk Committee and
Remuneration and Nominations
Committee. Membership of
each committee is disclosed on
pages 36-37 and 109-110 of our
2018 Annual Report. The charters
for both committees are available
on our website, kp.co.nz.
audit and risk committee
The Audit and Risk Committee
assists the Board in carrying out
its responsibilities under the
Companies Act 1993, the Financial
Markets Conduct Act 2013 and the
NZX Listing Rules with respect to
accounting practices, policies and
controls. All members of the Audit
and Risk Committee, including the
Chair, are independent.
remuneration and nominations
committee
The Remuneration and Nominations
Committee assists the Board to ensure
it has appropriate remuneration policies
and practices in place to ensure the
Company continues to attract and
retain talent. The Remuneration and
Nominations Committee Charter
requires the Committee to oversee
implementation of the Company’s
remuneration policy and practices,
which set out the process and guiding
principles to be used for determining
employee remuneration. Further
details about our remuneration strategy
and structure are set out on pages
118-123 of our 2018 Annual Report.
All members of the Remuneration and
Nominations Committee, including
the Chair, are independent.
board and committee
meeting attendance
The attendance of directors at Board
and committee meetings during
FY18 is set out on page 110 of our
2018 Annual Report.
disclosure of board remuneration
Remuneration payable to our
directors for FY18 is disclosed on
page 123 of our 2018 Annual Report.
Our Board Charter expressly states that
any change to the fees available to be
paid to our directors is subject to the
approval of our shareholders.
disclosure of accounts in
relevant languages
Kiwi Property is listed on the NZX, and
its accounts are disclosed in English.
notification of annual
meeting
Kiwi Property gives advance
notification of each annual meeting
in accordance with the NZX Listing
Rules. The notice of meeting for
the 2018 annual meeting was
published 28 days before
that annual meeting. The annual
meeting will be held on 7 June 2018.
Further details are available on
our website.
protection of minority
shareholders’ rights
Kiwi Property is a widely held, publicly
listed company, so there is minimal risk
of a blockholder ownership stake being
acquired and then utilised in a manner
that adversely affects the rights of our
minority shareholders. As disclosed on
page 128 of our 2018 Annual Report, as
at 31 March 2018 our largest single
shareholder held 11.93% of the
Company’s shares and our largest
twenty shareholders collectively held
72.29% of the Company’s shares.
Robust protections for minority
shareholders apply under the
Companies Act 1993.
kiwi property
sustainability report 2018
35
we have a sound understanding of risk management
The Board has overall responsibility
for establishing and overseeing the
Company’s risk management
framework. The Board has established
an Audit and Risk Committee with
responsibilities that include risk
management, compliance and
financial management and control.
Through that committee and its own
enquiries, the Board ensures that it
retains oversight in respect of
compliance with the Company’s Code
of Ethics and the identification and
management of risks to the Company
(including sustainability risks).
The Company has developed a risk
management framework which guides
management and the Board in the
identification, assessment and
monitoring of new and existing risks,
which include environmental, social,
governance, market and financial risks.
risk management
Management regularly reports to the
Audit and Risk Committee and the
Board on any non-compliance with
the Company’s Code of Ethics as well
as management’s assessment and
management of relevant risks. The
Audit and Risk Committee is charged
with overseeing the risk management
framework and monitoring compliance
within that framework.
The Company has adopted as its risk
management framework the
New Zealand and Australian Risk
Management Standard (AS/NZS ISO
31000:2009). This framework provides
risk management principles which the
Company has also adopted.
Pages 112 to 115 of our 2018 Annual
Report provide more detail on our risk
management frameworks, policies
and procedures.
The Company has a corporate-wide
approach to non-compliance, including
procedures to investigate and follow
up on any non-compliance identified
and reporting of the number of
substantiated claims or incidents of
non-compliance.
audit quality and independence
Kiwi Property’s External Auditor
Independence Policy requires the
audit partners and review partners
of its external auditor to change every
five years.
In accordance with this policy the lead
external audit partner changed from
Sam Shuttleworth to Jonathan Skilton
with effect from the start of the 2018
financial year.
Note 2.2 to the financial statements
on page 77 of our 2018 Annual Report
details what was paid by the
Company to the external auditors
as audit fees and, as a separate item,
for other services in the year ended
31 March 2018.
code of ethics
The Company reviews its Code of
Ethics on a regular basis, and at least
every two years.
There is an anonymous whistle-blowing
mechanism (being a free telephone
hotline serviced by an independent
third party, as detailed in the
Company’s Fraud and Corruption
Policy) through which breaches of
the Company’s codes or policies can
be reported.
kiwi property
sustainability report 2018
36
our commitment to countering bribery is clearly expressed
anti-corruption
To minimise the opportunity for bribery
and corruption, Kiwi Property has a
detailed Corporate Governance Policy
and a Code of Ethics as well as a
detailed set of operational policies
overseen by our Board. Our key policy
documents are placed in the corporate
governance section of our website –
kp.co.nz/about-us/corporate-
governance.
Our commitment to countering bribery
is clearly expressed in our Fraud and
Corruption Policy and our Gifts and
Entertainment Policy, which make it
clear that bribery can take many forms
such as event tickets, flights or
accommodation. These policies also
unequivocally communicate our zero
tolerance approach to fraud and
corruption, and include multiple
practical examples of fraudulent and
corrupt conduct. As noted on page
35 of this report, there is an
anonymous whistle-blowing
mechanism through which fraud,
corruption or breach of any of the
Company’s other codes or policies
can be reported.
Our Board has oversight of the Fraud
and Corruption Policy. This Policy sets
out guiding principles to be applied by
our people to ensure that the risk of
fraud and corruption (including bribery)
is minimised. This policy includes a
framework for measuring risk in this
regard, based on the likelihood of fraud
or corruption being perpetrated and
the consequences of such fraud or
corruption. Where the residual risk
is high, management monitors and
mitigates the risk (including by tracking
its management of the risk on the
Company’s risk register).
The Company periodically reminds
employees of the key aspects of the
Fraud and Corruption Policy.
Our people undertake regular training
to help maintain high ethical standards.
During the year ended 31 March 2018,
this included training on bribery and
corruption, conflicts of interest and
fraud. Ethics training was undertaken
in April 2018.
In the period 1 April 2017 to
31 March 2018:
—T
he Company has made no
political contributions.
—N
o employees have
been dismissed due to
non-compliance with
anti-corruption policies or
Code of Ethics breaches.
—T
he Company has had no fines,
penalties or settlements awarded
against it in relation to any
corruption or governance issue.
kiwi property
sustainability report 2018
37
kp.co.nz
---
KIWI PROPERTY
Results for announcement to the market
Reporting Period 12 months to 31 March 2018
Previous Reporting Period 12 months to 31 March 2017
Amount ($000s) Percentage change
Revenue from ordinary activities 277,818 -4.4%
Profit/(loss) from ordinary activities after tax
attributable to shareholders
120,102 -16.0%
Net profit (loss) attributable to
shareholders
120,102 -16.0%
Final Dividend Amount per share Imputed amount per
share
NZ$0.03425 NZ$0.0097
Ex-Date 5 June 2018
Record Date 6 June 2018
Dividend Payment Date 21 June 2018
Dividend Reinvestment Plan
The final dividend is eligible for reinvestment in accordance with
the terms of the Dividend Reinvestment Plan (DRP). The price
for reinvestment will be calculated as the average of the
volume weighted average price at which shares are sold
through the NZX Main Board on each of the 10 business days
following and including the Ex-Date, with no discount applied.
Shareholders who wish to participate in the DRP and who have
not previously elected to participate, should contact the
Registrar:
Link Market Services
PO Box 91979
Auckland
Ph. +64 9 375 5998 or toll free on 0800 377 388
www.linkmarketservices.co.nz
Other financial information 31 March 2018 31 March 2017
Net tangible assets per share $1.40 $1.39
Basic and diluted earnings per share 8.66 cents per share 11.10 cents per share
Commentary The audited annual financial statements for the Group are
included within the Annual Report which has been released to
NZX in conjunction with this announcement.
---
APPENDIX 7 – NZSX Listing Rules
Number of pages including this one
(Please provide any other relevant
NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10. details on additional pages)
For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.
Full name
of Issuer
Name of officer authorised to
Authority for event,
make this notice
e.g. Directors' resolution
Contact phone
Contact fax
numbernumber
Date
Nature of event
BonusIf ticked,
Rights Issue
Tick as appropriate
Issue
state whether:Taxable
/ Non TaxableConversionInterestRenouncable
Rights IssueCapitalCallDividend
If ticked, stateFull
non-renouncable
change
x
whether:
InterimYear
x
SpecialDRP Applies
x
EXISTING securities affected by this
If more than one security is affected by the event, use a separate form.
Description of theISIN
class of securities
If unknown, contact NZX
Details of securities issued pursuant to this eventIf more than one class of security is to be issued, use a separate form for each class.
Description of theISIN
class of securities
If unknown, contact NZX
Number of Securities toMinimum
Ratio, e.g
be issued following eventEntitlement
1 for 2 for
Conversion, Maturity, Call
Treatment of Fractions
Payable or Exercise Date
Tick if
provide an
pari passu
ORexplanation
Strike price per security for any issue in lieu or date
of the
Strike Price available.
ranking
Monies Associated with Event
Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.
Source of
Amount per security
Payment
(does not include any excluded income)
Excluded income per security
(only applicable to listed PIEs)
Supplementary
Amount per security
Currencydividendin dollars and cents
details -
NZSX Listing Rule 7.12.7
Total monies
TaxationAmount per Security in Dollars and cents to six decimal places
In the case of a taxable bonusResident
Imputation Credits
issue state strike priceWithholding Tax(Give details)
Foreign
FWP Credits
Withholding Tax(Give details)
Timing
(Refer Appendix 8 in the NZSX Listing Rules)
Record Date 5pmApplication Date
For calculation of entitlements -Also, Call Payable, Dividend /
Interest Payable, Exercise Date,
Conversion Date. In the case
of applications this must be the
last business day of the week.
Notice DateAllotment Date
Entitlement letters, call notices,For the issue of new securities.
conversion notices mailedMust be within 5 business days
of application closing date.
OFFICE USE ONLY
Ex Date:
Commence Quoting Rights:Security Code:
Cease Quoting Rights 5pm:
Commence Quoting New Securities:Security Code:
Cease Quoting Old Security 5pm:
6 June, 201821 June, 2018
$$0.0097
$
New Zealand Dollars$0.00440168
$48,651,450
Date Payable
N/A
$0.00930714
Enter N/A if not
applicable
NZKPGE0001S9
In dollars and cents
Retained earnings
$0.02494286
Ordinary shares
+ 64-9-359-4000+64-9-359-3997210518
EMAIL: announce@nzx.com
Notice of event affecting securities
1
Kiwi Property Group Limited
Stuart Tabuteau, CFODirectors' resolution
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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