Vector Limited/Announcement
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Financial Results for the year to 30 June 2018

Full Year Results23 August 2018VCTUtilities

FINANCIAL RESULTS FOR THE YEAR TO 30 JUNE 2018

FY18 RESULT SLIGHTLY BELOW LAST YEAR’S,

WITH APRIL STORM COSTS A FACTOR


Vector Chairman, Michael Stiassny, said, “Reflecting on the last twelve months, and indeed

on the past decade, we’ve made solid progress on our mission to create a new energy

future. We are continuing to take the lead on developing new energy technologies, customer-

focused innovation and on the sustainability of our sector.

“We’ve continued to diversify into areas like metering, ‘Internet of Energy’, data analytics,

solar and batteries. This diversification is essential to the future of Vector and the customers

we serve.

“Shareholders will receive a fully-imputed final dividend of 8.0 cents, taking the final dividend

to 16.25 cents per share, up from 16.0 cents per share in 2017. Despite delivering 12

consecutive years of dividend growth, as signalled last year Vector is a business operating in

a challenging environment and responding to change does come at a cost.

“In particular, our ability to pay ongoing increasing dividends could also be significantly

impacted by the reset of our electricity network revenues in 2020, which is largely a function

of interest rates prevailing at the time, and of expenditure allowances set by the Commerce

Commission.

“For the FY18 financial year, adjusted EBITDA was $470.1 million – slightly below last year’s

result

1

. Notably, the fierce storm in April 2018 caused widespread damage across Auckland

and significant inconvenience for customers, as well as drove an additional $4 million in

unexpected network repair costs.”

While revenue was up across all business areas, group net profit was down 11.3% to $149.8

million, primarily due to a significant increase in depreciation and amortisation in the period.


1

FY18 guidance “at or around last year’s result” of $474m

MARKET RELEASE

24 August 2018



MARKET RELEASE

24 August 2018


Adjusted EBITDA (excluding capital contributions) generated by our Regulated Networks fell

0.7% to $358.6 million due largely to increased maintenance costs. In addition to the costs of

the April storm, Vector spent an additional $4m on network maintenance in FY18, particularly

to address additional vegetation and tree management needs in Auckland.

Gas Trading adjusted EBITDA fell 6.8% to $34.4 million from $36.9 million a year earlier. The

prior year’s result included an insurance settlement of $5.3 million in relation to damage to

the Liquigas facilities at Lyttelton during the 2012 earthquake. Excluding this one-off,

underlying Gas Trading EBITDA was up 8.9% with strong volumes and higher production at

the Kapuni Gas Treatment Plant being offset by lower natural gas margins.

Adjusted EBITDA in the Technology business rose 6.5% to $130.5 million with further gains

on smart metering following the Power of Choice reforms in Australia and continued meter

deployment in New Zealand. That said, we are disappointed that growth in our Technology

business was not higher. This can largely be attributed to lower than expected heat-pump

business performance by E-Co Products Group, and by the investment in launching HRV

Solar. The underlying E-Co Products Group business is well positioned to play a role

supporting Government initiatives for energy efficient and healthy homes.

Capital expenditure (capex) rose 3.8% to $381.2 million from $367.4 million in the prior

period. This was driven by Auckland growth, higher network replacement capital expenditure

and an increase in Australian meter deployments. This was partially offset by lower Gas

Trading capex (the prior period included investment in the Bottle Swap processing plant) and

a slow-down in meter deployment rates in New Zealand.

Our balance sheet remains healthy, with gearing as at 30 June 2018 at 48.8%, up from

47.1% a year earlier, and 47.3% as at 31 December 2017.

Solid Operational Progress

Vector Group Chief Executive Simon Mackenzie said, “The twelve months saw a number of

operational highlights, including a record number of new electricity connections, continued

expansion of our metering business, a solid performance in Gas Trading, the repositioning of

E-Co Products Group, the launch of Vector Lights, continued leadership on sustainability and

becoming the first large New Zealand corporate to be Living Wage accredited.



MARKET RELEASE

24 August 2018


“However, while the underlying operational performance was sound, the slower than

expected growth in Technology and significant additional tree management and April storm

related costs have dragged on the financial result.

“As well as the physical impact, the April storm also saw our outage app fail, resulting in a

poor customer experience and causing other customer channels to be impacted. Since the

storm, Vector has reviewed its storm response procedures, has engaged with a wide range

of industry and Government stakeholders, and a number of corrective actions based on

lessons from the storm are well underway. These include an overhaul of outage

management systems, processes and tools to improve the customer experience.

“The storm review also highlighted shortfalls in tree management regulation. The thousands

of trees that damaged lines in April were not owned by Vector and under current regulations

we have restricted abilities to manage them. Undergrounding is not necessarily a panacea.

While 55% of the electricity network is underground, the cost to underground the remaining

45% of the network in Auckland is enormous (we estimate over $5 billion), and we believe

there is little consumer or political appetite for the large energy price increases that would be

required to fund this.

“Strong connection growth and an increase in replacement capex has resulted in a significant

increase in regulated capex, up to $245.8 million from $210.6 million in the prior year. Given

the size of the investment required to support the ongoing anticipated growth of Auckland's

energy networks, it is of significant concern that our regulated electricity network is not

earning its regulatory cost of capital. Vector's electricity network ROI

2

for the 2018 regulatory

year was only 5.49% - significantly lower than the regulatory WACC

3

of 7.19%.

“This is largely due to Commerce Commission forecast errors in the current regulatory

parameters. Absent these errors, Vector's electricity revenues for the 2018 regulatory year

would have been almost $28 million higher. Whilst we anticipate the majority of these errors

will be corrected at the next reset (April 2020), they will continue to significantly impact

network returns until then.

“Although the regulatory environment is otherwise relatively stable, balancing safety, price,

service quality, and future investment is challenging for network operators and regulators


2

Return on Investment, as defined by the Commerce Commission

3

Weighted Average Cost of Capital



MARKET RELEASE

24 August 2018


alike. In that regard, we are working closely with the Commission on penalties for breaches

of the quality thresholds. The reality is the current Commerce Commission price and quality

regime may not adequately account for Auckland growth, changes to health and safety best-

practice, or more extreme weather events. As a result, meeting quality targets will be a

significant challenge for Vector and the wider industry. It is crucial that this issue is

addressed no later than at the 2020 reset of regulatory parameters.

“A political review of the New Zealand electricity sector is currently underway. We welcome

the review, because distribution companies are already fully transparent through regulation

and we hope to see greater transparency across the sector. The New Zealand generation

and retail market has not been looked at in earnest for around a decade and it is right to

question whether consumers are receiving the benefits of competition. Recent reviews in

similar markets such as the United Kingdom and Australia have identified genuine market

concerns at both the retail and generation levels of the market.”

Looking ahead

Mr Stiassny said, “When I joined the Board of Vector in 2002, the New Zealand electricity

sector was in a state of flux on the back of the Bradford reforms and Commerce Commission

intervention. Today, the electricity sector is once again transforming as new energy

technology emerges, consumers take the driver’s seat and the regulatory environment

struggles to keep pace with what are extraordinary changes and times.

“Over the past 12 months, we have continued to accommodate Auckland’s relentless and

rapid growth through smart investment in quality network infrastructure, adding more than

14,000 new electricity and gas connections to our network. This is our responsibility, but we

do so with an eye on the future and what’s coming down the track to ensure that we avoid

unnecessary expenditure on obsolete technologies or traditional assets that load

unnecessary costs on consumers. While we have a projected $2 billion investment spend to

meet growth over the next 10 years, it can only be spent once. Vector can’t afford to get it

wrong, so investment and technology decisions are not made lightly.



MARKET RELEASE

24 August 2018


“Looking ahead we expect largely flat Regulated Network earnings through to the next

electricity reset in 2020, and continued growth in our Technology business. We expect

adjusted EBITDA for FY19 to be between $470 - $480 million

4

. Looking even further ahead,

to the next decade and beyond, Vector will need to continue its transformation. It is certain

that the industry will continue to be disrupted and the impacts of climate change will continue

to be felt. Vector will need to not only stay ahead of the curve, but to balance the needs of

customers today with those of the next generation.”


Results Table


12 months ended 30 June FY18 $m FY17 $m Change %

Revenue 1,328.4 1,226.7 +8.3%

Adjusted EBITDA 470.1 474.4 -0.9%

Net Profit after tax 149.8 168.9 -11.3%

Operating cash flow 389.9 335.7 +16.1%

Dividend per share (cents) 16.25 16.00 +1.6%



About Vector


Vector is the country’s largest distributor of electricity and gas, owning the lines and pipes to

households and businesses across Auckland. It is working innovatively to create a smarter and

more affordable energy future. Vector is listed on the New Zealand Stock Exchange with ticker

symbol VCT. Our majority shareholder, with voting rights of 75.1%, is Entrust.


For further information, visit www.vector.co.nz

ENDS



4

This excludes any impact from the adoption of IFRS 16 Leases.

Contact

MEDIA QUERIES:

Richard Llewellyn

Head of Corporate Communications

Mobile 027 523 2362

ANALYST QUERIES:

Dan Molloy

Chief Financial Officer

64-9-213-5179 Mobile 021-441-311

---

FINANCIAL &
OPERATIONAL

RESULTS

24 August 2018

FULL YEAR ENDED 30 JUNE 2018

Insert new artwork

2
This presentation contains forward-looking statements.

Forward-looking statements often include words such as "anticipates", "estimates", "expects", "intends", "plans",

"believes“ and similar words in connection with discussions of future operating or financial performance.

The forward-looking statements are based on management's and directors’ current expectations and

assumptions regarding Vector’s businesses and performance, the economy and other future conditions,

circumstances and results.

As with any projection or forecast, forward-looking statements are inherently susceptible to uncertainty and

changes in circumstances. Vector’s actual results may vary materially from those expressed or implied in its

forward-looking statements.

DISCLAIMER

3
•Dividend

•FY18 Snapshot

•Financial Performance

•Segment Performance

•Outlook

•Q & A

AGENDA

4
DIVIDEND

5
12 CONSECUTIVE YEARS OF DIVIDEND GROWTH

6.00

6.506.506.506.50

6.75

7.00

7.25

7.507.50

7.75

8.00

8.25

6.00

6.50

6.75

7.25

7.50

7.50

7.50

7.75

7.75

8.00

8.00

8.00

8.00

FY06FY07FY08FY09FY10FY11FY12FY13FY14FY15FY16FY17FY18

Dividend growth (cents per share)

InterimFinal

•FY18 Adjusted EBITDA of $470.1m

−FY18 Guidance “at or around last year’s result”

of $474m

−April storm & under-performance of E-Co’s

heat pump division weighed on result

•Full year dividend 16.25 cents per share

−Up 0.25 cents per share on prior year

−Fully imputed

•Dividend policy post 2020 will depend

on the next electricity reset (1 April

2020)

−Network revenues from 1 April 2020 to 31

March 2025 significantly impacted by 5 year

Govt bond rate in June-August 2019 &

network expenditure allowance for DPP3

6
FY2018 SNAPSHOT

7
FY2018 OPERATIONAL SNAPSHOT

Vector Lights launched

January 2018

Continuing to support Auckland

growth

•New electricity & gas connections

up 13% to 14,300

•Regulated capex up 17% to

$245.8m

Metering growth continues

•Deployed 85k advanced meters

in NZ to effectively complete NZ

mass market deployment

•Deployed 40k meters in Australia

for five leading retailers

Solid performance from Gas

Trading

•Volumes up across all business

lines

•New LPG bottling plant

commissioned in South Auckland

Creating a new energy future

•PowerSmartsolar and battery

projects in South Pacific and New

Zealand

•HRV launched residential solar

offering

April storm saw 200 kmph

winds cut power to over

150,000 homes

8
•Announced target to be Net Zero Carbon by

2030

•1

st

accepted Safety Case in NZ for new

BottleSwapplant in South Auckland

•LTIFR reduced by 9%

•TRIFR result for FY18 higher at 12.54 due to

improved reporting, remain optimistic of

achieving longer-term goal of <6

•Maintained certification to AS/NZS 4801 and

ISO 14001 for our Health Safety & Environment

Management System

•First large NZ corporate to be living wage

accredited

•Females now make up 34% of direct reports to

the executive, up from 21% in FY17

CONTINUED LEADERSHIP IN SUSTAINABILITY

14.04

12.95

7.45

8.04

8.18

12.54

FY13FY14FY15FY16FY17FY18

Total Recordable Injury Frequency Rate (TRIFR)

Number of recordable injuries per million hours worked, including contractors

2.76

2.80

2.90

2.96

2.52

2.30

FY13FY14FY15FY16FY17FY18

Total Lost Time Injury Frequency Rate (LTIFR)

Number of lost time injuries per million hours worked, including contractors

‹#›
FINANCIAL

PERFORMANCE

10
1,226.7

474.4

367.4

168.9

335.7

159.3

1,328.4

470.1

381.2

149.8

389.9

162.1

RevenueAdjusted EBITDACapital ExpenditureNet ProfitOperating Cash FlowFull Year Dividend

FY17FY18

3, 4

OVERVIEW OF FINANCIAL PERFORMANCE

Adjusted EBITDA is not a GAAP measure of profit. For a reconciliation of adjusted EBITDA to EBITDA and net profit refer to page33 of this presentation.

+8.3%

-0.9%-11.3%

+16.1%

+3.8%

+1.8%

11
EARNINGS GROWTH IN TECHNOLOGY OFFSET BY OTHER SEGMENTS

474.4

470.1

-2.6

-2.5

+8.0

-6.5

-0.7

FY2017Regulated

Networks

Gas TradingTechnologyCorporateGroup

Eliminations*

FY2018

2018 ADJUSTED EBITDA MOVEMENT ($M)

* Group elimination of ($0.7m) is in relation to margin earned by the Technology segment in the delivery of solutions to the Regulated Networks

Underlying cost

increase of $1.5m.

YoY change driven by

one-off revenue in

prior year ($3.8m)

(see slide 24)

Driven by smart

meter growth

(see slide 22)

Prior year included

insurance settlement of

$5.3m (see slide 23)

April storm cost

$4.4m

(see slide 19)

12
NET PROFIT DOWN 11% DUE PRIMARILY TO HIGHER

DEPRECIATION & AMORTISATION EXPENSE

168.9

149.8

-3.1

-15.0

+16.7

+4.8

-18.9

+6.6

-10.1

FY2017Earnings

(net of tax)

Tunnel tax gain

(prior period)

One off tax gain

in this period

Interest

(net of tax)

Depreciation &

Amortisation

(net of tax)

Capital

Contributions

(net of tax)

OtherFY2018

MOVEMENT IN NET PROFIT AFTER TAX ($M)

1

MEL Network Limited was removed from the NZ companies register in March 2018. The intercompany loan between Vector Limited and MEL Network Limited was written off

following the removal, resulting in an income tax benefit of $16.7m for the group

1

Increase is driven by

growth in asset base,

amortisation of

intangible (E-Co), and

a revision to the asset

lives for some assets;

Other includes

prior period tax

washup,

associates and

fair value change

on financial

instruments

13
NET CAPEX UP 1.5%, WITH GROWTH IN REGULATED CAPEX

OFFSETTING A DECLINE IN GAS TRADING & METERING

57%

9%

28%

6%

64%

5%

25%

6%

GROSS CAPEX BY SEGMENT

Regulated Networks

Gas Trading

Technology

Corporate

FY2017

FY2018

305.2

309.7

62.3

71.5

0

50

100

150

200

250

300

350

FY2017FY2018

GROSS CAPITAL EXPENDITURE ($m)

Net capexCapital contributions

•Gross capex up 3.8% to $381.2m. Net capex (after contributions) up 1.5% at $309.7m

•Growth capex up 0.4% to $229.3m. Replacement capex up 9.2% to $151.9m

14
$858 MILLION OF REFINANCING COMPLETED IN FY2018

2,6252,6822,7452,7411,9331,9682,2202,2532,378

52.5%

52.9%

53.6%

53.4%

43.7%

43.9%

47.1%

47.3%

48.8%

Jun 14Dec 14Jun 15Dec 15Jun 16Dec 16Jun 17Dec 17Jun 18

NET ECONOMIC DEBT & GEARING ($m)

Net economic debt ($m)Gearing

•Gearing now 48.8%

•Sufficient headroom in place to cover debt maturing in Jan 2019

350

297

150

251

277

138

286

355

300

240

307

FY18FY19FY20FY21FY22FY23FY24FY25FY26FY27FY28FY29FY30

GROUP DEBT MATURITY ($M)

Credit Wrapped Floating Rate NotesUSPP

Sterling 7.625% BondsBank Facilities

NZ Wholesale Bond5.7% Hybrid Capital Bonds

15
SEGMENT PERFORMANCE

16
AUCKLAND GROWTH CONTINUES WITH RECORD

CONNECTION NUMBERS & CAPITAL INVESTMENT

5,408

6,202

7,813

8,526

9,138

11,135

2,464

3,107

2,821

3,323

3,515

3,165

FY13FY14FY15FY16FY17FY18

NEW CONNECTIONS

Electricity ConnectionsGas Connections

Regulated

Networks

Segment

•New electricity and gas connections up 13.0%

to 14,300

–563,076 electricity connections (up 1.4%)

–109,229 gas connections (up 2.4%)

•Capex up 16.7% due to Auckland growth and

higher replacement spend

•Capital Contributions up 14.7% to $70.2m

driven by connection growth & infrastructure

development

•Electricity Regulated Asset Base (RAB) as at

31 March is $3.0b. Gas RAB is c$405m

164.4

183.7

170.4

201.0

210.6

245.8

FY13FY14FY15FY16FY17FY18

REGULATED NETWORK CAPEX $M

ReplacementGrowth

82%

increase

in 5

years

17
ELECTRICITY NETWORK NOT EARNING EXPECTED RETURN

DUE TO FORECAST ERRORS IN REGULATORY PARAMETERS

Regulated

Networks

Segment

•Electricity operating expenditure expected to be

broadly in line with regulatory allowance over 5 years

of DPP2 (1 April 2015 to 31 March 2020)

•Electricity capital expenditure expected to be slightly

higher than regulatory allowance over DPP2

•Electricity revenue over DPP2 expected to be

significantly less than regulatory allowance

–CPI has been consistently lower than 2% assumption used by

Commission in setting DPP2 revenues. Same issue in DPP1

–Commission set DPP2 revenues on basis that volume growth

would be 1.1% pa. Vector has seen minimal volume growth

over DPP2. Average consumption has been falling for past

decade

–Absent the various forecast errors, RY18 electricity revenue

would have been c$28m higher

7.19%

5.49%

DPP2 Expected ROIActual ROI

RY18 Electricity ROI

Gap of

1.70%

417

389

-10

-12

-6

RY18 DPP

Revenue

Lower Forecast

CPI

Lower Volume

Growth

Forecast ErrorRY18 Actual

Revenue

ELECTRICITY DPP REVENUE VARIANCE ($M)

1

1

Return on Investment as defined by the Commerce

Commission, comparable to a vanilla WACC

These should no

longer be a factor from

the next reset (1 April

2020), but will

continue to drag on

EDB returns until then

18
QUALITY THRESHOLDS ARE CHALLENGING GIVEN CURRENT

INDUSTRY AND ENVIRONMENTAL FACTORS

Regulated

Networks

Segment

•Quality targets in current DPP (DPP2) are 18% (SAIDI) and

25% (SAIFI) lower than DPP1

•SAIDI breaches in 2015 & 2016 regulatory years.

•SAIDI and SAIFI breaches in 2017 & 2018 largely as a

result of shift to de-energised work practices in order to

provide a safer environment for our lines staff and the

general public

•From 1 April 2018 quality breaches will see regulated

revenue reduced by ~$4m pa

•Commission has indicated it will take action in respect of

2015/16 breaches. Penalty regime unclear and untested at

this time. Maximum possible fine is $5m per breach but we

anticipate a materially lower final result

•We have applied to the Commission to re-open the DPP

and reset our quality targets on the basis of changes to

HSE practices

1.24

1.12

1.01

1.45

1.84

1.11

1.85

2.14

RY11RY12RY13RY14RY15RY16RY17RY18

SAIFI

System Average Interruption Frequency Index

SAIFISAIFI Limit

114

96

96

141

155

117

174

226

RY11RY12RY13RY14RY15RY16RY17RY18

SAIDI

System Average Interruption Duration Index (minutes)

SAIDISAIDI Limit

19
SEVERAL FACTORS WEIGHING ON REGULATED EARNINGS

•Growth in electricity revenues (largely due to growth in

connections) largely offset by gas reset in October 2017,

which saw prices reduce by 14%

•April storm resulted in additional operating cost of

$4.4m and a further $2.4m in capex

•Maintenance & vegetation expenditure up $4.0m to

improve reliability. Further increases in FY19

•Networks EBITDA expected to be largely flat to next

reset (1 April 2020)

–Continued under-recovery of revenue due to Commerce

Commission forecast errors

–Settlement with Commission for LUFC adjustment will

impact revenue by $4.5m in FY19 and $4.9m in FY20

–Missing SAIDI/SAIFI targets to reduce revenue by c$4m

pa from 1 April 2018 onwards

–Penalty likely for 2015 and 2016 breaches, and potentially

thereafter until new targets are set (either via DPP re-

opener or in DPP3)

Regulated

Networks

Segment

1

There is an corresponding decrease in the Technology segment

361.2

358.6

-4.7

+5.4

-4.4

-4.0

+5.4

-0.3

FY2017Gas RevenueElectricity

revenue

(net of

passthrough)

April StormHigher other

maintenance

Restructure of

internal

comms

charges

OtherFY2018

ADJUSTED EBITDA MOVEMENT ($M)

1

20
AUSSMART METER DEPLOYMENTS TO EXCEED NZ IN FY19

Technology

Segment

•Deployed 84,878 smart meters in NZ in FY18

–NZ mass market rollout now complete. Fleet now 1.34m

–Weighted average contracted life remaining > 7 years

1

•Deployed 40,169 smart meters in Australia in FY18

–Smart meter installations stalled in the lead up to Power of

Choice, which went live on 1 December

–Now installing more than 7,000 meters per month for five

leading retailers across 3 states (QLD, NSW & SA)

–64,370 meters installed as at 30 June 2018; net book

value of $44 million

–Expect to deploy 80-100,000 smart meters in Australia in

FY19 at capital cost of ~$50 million

2

–Contracts characterised by strong counter-parties, terms of

12 years+ per meter & indexation for CPI

0

2,000

4,000

6,000

8,000

10,000

12,000

14,000

16,000

MONTHLY SMART METER DEPLOYMENT

Australia Smart Meters DeployedNZ Smart Meters Deployed

Power of Choice

reforms took

effect

Planned

trajectory

1

Excludes Arc meters and meters not owned by Vector

2

Includes meter cost, install cost, and the cost of Vector’s deployment team

21
E-CO HAS FACED CHALLENGES IN FY18,

BUT UNDERLYING BUSINESS WELL POSITIONED

Technology

Segment

•E-Co Products faced several challenges in FY18:

–Margin pressure in EES (heat pumps)

–Closure of retrofit windows business unit

–Significant upfront investment in launching HRV Solar

–Transition from private equity ownership together with

investment in HSE and staff post acquisition

•Ventilation and water filtration businesses

performing well

–Excluding one-off costs above, underlying EBITDA ~$7m

•E-Co Products is well positioned to support the

Government’s healthy and energy efficient homes

agenda

1,400

10,803

1,592

11,497

Water SystemsVentilation Systems

HRV (unit sales)

FY17FY18

22
TECHNOLOGY RESULT DRIVEN BY SMART METER ROLLOUT

122.5

130.5

+8.4

+2.9

-5.4

+2.1

FY2017Additional Smart

Meters in NZ

Additional Smart

Meters in Australia

Restructure of

internal comms

charges

OtherFY2018

ADJUSTED EBITDA MOVEMENT ($M)

Technology

Segment

•Technology segment result includes E-Co

Products Group & PowerSmart from 1 April

2017

•FY18 Technology adjusted EBITDA up 6.5%

characterised by:

–Smart meter gains offset by reduction in internal

communications revenues

–Lower than expected result from E-Co Products due

primarily to under-performance in its heat pumps

division

1

There is an corresponding reduction in cost in the Regulated Networks segment

1

23
GAS TRADING VOLUMES UP ACROSS ALL SEGMENTS

36.9

34.4

-5.3

-3.4

+4.9

+0.9

+0.4

FY2017Liquigas

earthquake

settlement

(prior year)

Natural gas

margins

Higher Kapuni

production

Higher Liquigas

throughput

OtherFY2018

ADJUSTED EBITDA MOVEMENT ($M)

Gas Trading

Segment

•Strong volumes across all areas underpinned by

increased production at Kapuni

•Absent prior year one off (insurance proceeds),

underlying segment earnings up 8.9%

•Natural Gas margins continue to be impacted by

strong competition

•LPG operations occupy strong market position with

volume increases across all categories

352

320

302

266

229

203

158

301

284

248

240

200

185

155

FY18FY17FY16FY15FY14FY13FY12

BOTTLE SWAP VOLUMES (‘000 cylinders)

H1H2

24
CORPORATE RESULT PRIMARILY IMPACTED BY ONE OFF

REVENUE IN PRIOR PERIOD

Corporate

Segment

(46.2)

(53.4)

-3.8

-1.2

-0.7

-1.2

-0.3

FY2017One off revenue

Centralisation

of costs

Group

eliminations

Digital

CapabilityOtherFY2018

ADJUSTED EBITDA MOVEMENT ($M)

•Corporate result impacted by:

–One off revenue in prior period

–Centralisation of some costs previously accounted for in

Regulated Networks ($1.2m)

–Cost increase of $1.5m (3.2%) primarily due to building

capability in Digital

–Elimination of the margin earned by PowerSmartdelivering

solutions to Regulated Networks ($0.7m)

•Tidied up balance sheet

–Sold stake in NZ Windfarms ($6.4m)

–Divested treasury shares ($14.0m)

–Removed legacy subsidiaries and wrote-off associated

intercompany loan (dating to last century), realising tax gain

of $16.7m

1

1

MEL Network Limited was removed from the NZ companies register in March 2018. The

intercompany loan between Vector Limited and MEL Network Limited was written off following

the removal, resulting in an income tax benefit of $16.7m for the group

25
OUTLOOK

26
•Expect largely flat Network earnings through to 2020

–Auckland growth to continue. Expect circa 11,000 new electricity connections in FY19

–LUFC settlement, exceeding SAIDI/SAIFI targets & Commerce Commission forecast errors counteracting impact of growth and

leading to under-recovery on regulated revenue by ~$30m pa

–At this stage we are expecting an uplift in Electricity revenue from the next reset on 1 April 2020 due primarily to the correction of

current under-recovery (although this is very sensitive to numerous assumptions, especially the risk free rate prevailing in late 2019)

–Current interest rate forecasts would result in a regulated WACC of c5.8% for DPP3, 140bp below the regulated WACC of 7.2% for

DPP2

•Technology segment will continue to deliver EBITDA growth

–Expect to install 70k smart meters in NZ & 80-100k smart meters in Australia

–New energy technologies via PowerSmart & E-Co Products Group

•Expect adjusted EBITDA for FY19 between $470-$480m

1

•Expect net capex in FY19 to be c$340m

OUTLOOK

1

Guidance range does not include impact of adopting IFRS 16, which will see EBITDA increase due to the reclassification of leases from operating expense to

finance expense. We will provide a further update with our FY19 interim results.

27
Q&A

ANY QUESTIONS?

28
APPENDICES

29
5 YEAR ADJUSTED EBITDA PERFORMANCE BY SEGMENT

FY2014FY2015FY2016FY2017FY2018

Regulated Networks

351.1349.7368.5361.2358.6

Gas Trading

50.946.940.636.934.4

Technology

94.0105.5113.5122.5130.5

Corporate

(49.6)(50.2)(49.6)(46.2)(53.4)

Total Group

446.5451.9473.0474.4470.1

446.5

451.9

473.0

474.4

470.1

Adjusted EBITDA (Continuing Operations Only)

$million

For the year ended 30 June

30
GROUP PROFIT STATEMENT

YEAR ENDED 30JUNE($M)

INCOME STATEMENT

2018

$m

2017

$m

Change

%

Revenue (excluding capitalcontributions)

1,256.91,164.4+7.9

Operatingexpenditure(786.8)(690.0)-14.0

AdjustedEBITDA470.1474.4-0.9

CapitalContributions71.562.3+14.8

Depreciationandamortisation(225.9)(199.6)-13.2

Netinterestcosts(130.7)(137.3)+4.8

Fairvaluechangeonfinancialinstruments3.11.6+93.8

Associates(shareofnetprofit/(loss))(1.5)1.6-193.8

Tax(36.8)(34.1)-7.9

Netprofitfortheperiod149.8168.9-11.3

31
GROUP CASH FLOW

YEAR ENDED30 JUNE($M)

CASH FLOW

2018

$m

2017

$m

Operating cash flow

389.9335.7

Replacement capex

(152.7)(137.0)

Dividendspaid

(163.9)(161.0)

Cashavailableforgrowthanddebtrepayment

73.337.7

Growthcapex

(234.1)(217.3)

Acquisitions

(3.1)(91.0)

Proceedsfromsaleofinvestments

7.8-

Otherinvestmentactivities

(13.6)0.4

Predebtfinancingcash(outflow)/inflow

(169.7)(270.2)

Increase/(decrease)inborrowings

170.8(33.6)

Otherfinancingactivities

11.9(2.7)

Increase/(decrease)incash

13.0(306.5)

32
SEGMENT RESULTS

YEAR ENDED 30 JUNE($M)

REGULATED NETWORKSTECHNOLOGYGAS TRADINGCORPORATE

20182017Change %20182017Change %20182017Change %20182017Change %

Revenue excluding

CapitalContributions

706.0680.7+3.7272.3212.9+27.9290.3281.8+3.00.94.9-81.6

Operating expenditure(347.4)(319.5)-8.7(141.8)(90.4)-56.9(255.9)(244.9)-4.5(54.3)*(51.1)-6.3

Segment Adjusted

EBITDA

358.6361.2-0.7130.5122.5+6.534.436.9-6.8(53.4)(46.2)-15.6

CAPEX

Replacement 123.8102.6+20.711.311.8-4.26.16.4-4.710.718.3-41.5

Growth 122.0108.0+13.082.492.5-10.911.026.3-58.213.91.5+826.7

Total capex245.8210.6+16.793.7104.3-10.217.132.7-47.724.619.8+24.2

* Corporate includes a group elimination of ($0.7m) in relation to margin earned by the Technology segment in the delivery of

solutions to the Regulated Networks.

33
GAAP TO NON-GAAP RECONCILIATION

Vector’s standard profit measure prepared under New Zealand GAAP is net profit.

Vector has used non-GAAP profit measures when discussing financial performance

in this document. The directors and management believe that these measures

provide useful information as they are used internally to evaluate performance of

business units, to establish operational goals and to allocate resources. For a more

comprehensive discussion on the use of non-GAAP profit measures, please refer to

the policy ‘Reporting non-GAAP profit measures’ available on our website

(vector.co.nz).

Non-GAAP profit measures are not prepared in accordance with NZ IFRS (New

Zealand International Financial Reporting Standards) and are not uniformly defined,

therefore the non-GAAP profit measures reported in this document may not be

comparable with those that other companies report and should not be viewed in

isolation or considered as a substitute for measures reported by Vector in

accordance with NZ IFRS.

Definitions

EBITDA

Earnings before interest, taxation, depreciation and amortisation.

Adjusted EBITDA

EBITDA adjusted for fair value changes, capital contributions, associates,

impairments and significant one-off gains, losses, revenues and/or expenses.

1

Extracted from audited financial statements

GAAP toNon-GAAP reconciliation

EBITDA and Adjusted EBITDA

Year ended 30 June

2018

$M

2017

$M

Reportednet profit for the period (GAAP)

149.8168.9

Addback:netinterestcosts

1

130.7137.3

Addback:tax(benefit)/expense

1

36.834.1

Addback:depreciationandamortisation

1

225.9199.6

EBITDA543.2539.9

Adjustedfor:

Associates(shareofnet(profit)/loss)

1

1.5(1.6)

Fairvaluechangeonfinancialinstruments

1

(3.1)(1.6)

CapitalContributions

1

(71.5)(62.3)

Impairment

1

--

AdjustedEBITDA470.1474.4

34
SEGMENT ADJUSTED EBITDA

SEGMENTADJUSTED EBITDA ($m)

20182017

Yearended 30 June

Reported

segment EBITDA

less capital

contributions

Segment

adjusted EBITDA

Reported

segment EBITDA

less capital

contributions

Segment

adjusted EBITDA

Technology

131.8(1.3)130.5123.6(1.1)122.5

Gas Trading

34.40.034.436.90.036.9

Unregulated Segments

166.2(1.3)164.9160.5(1.1)159.4

Regulated Segments

428.8(70.2)358.6422.4(61.2)361.2

Corporate

(53.4)0.0(53.4)(46.2)0.0(46.2)

TOTAL

541.6(71.5)470.1536.7(62.3)474.4

---

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Vector Limited

John RodgerDIRECTORS RESOLUTION

09 978 78522382018

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$

7 September, 201814 September, 2018

---

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---

EMPOWERING
AR 2018

VECTOR

://

for new zealand’s
energy

consumer

revolution.

2Vector://AR 18
01/05:

VECTOR.CO.NZ
EMPOWERING

YOU.

POWERFUL

TODAY

FORCES

ARE SHAPING

NEW ENERGY TECHNOLOGIES ARE IMPROVING. CONSUMERS

ARE EXPECTING MORE AND MORE CHOICE AND CONTROL.

THE ECONOMY IS PROGRESSIVELY ELECTRIFYING – STARTING

WITH TRANSPORT. USE OF SOLAR, WIND, AND BATTERY IS ON

THE WAY UP. CLIMATE CHANGE IS INCREASINGLY BEING FELT.

VECTOR IS EMBRACING ALL THESE FORCES – TO PUT MORE

POWER IN YOUR HANDS.

ENERGY USE.

3Vector://AR 18

Vector://AR 184
WE BELIEVE IT’S ABOUT SHOWING LEADERSHIP, TECHNOLOG-

ICALLY, CONNECTIVELY AND SUSTAINABLY. LEADERSHIP ON

ENERGISING YOUR LIFE, HOME, AND BUSINESS. LEADERSHIP

ON DIVERSIFYING INTO NEW BUSINESSES AND NEW ENERGY

TECHNOLOGIES TO CREATE FRESH CUSTOMER SOLUTIONS.

LEADERSHIP ON CREATING CHANGE TO BENEFIT CONSUMERS.

LEADERSHIP ON ADDRESSING CLIMATE CHANGE AND EXTREME

WEATHER EVENTS. LEADERSHIP ON SAFETY, DIVERSITY, AND

THE THINGS THAT MATTER MOST.

STAYING AHEAD

OF THE

CURVE.

4Vector://AR 18

02/05:

Vector://AR 1755Vector://AR 18

6Vector://AR 18
03/05:

CHANGE
VECTOR HAS COME A LONG WAY OVER THE YEARS. WE’VE

STRENGTHENED OUR CONNECTION TO AUCKLAND, AND

REPOSITIONED FOR THE FUTURE. WE’RE THINKING BEYOND

TODAY, AND LEARNING FAST AS WE GO. NEW ZEALAND’S ENERGY

FUTURE WILL BE EVEN MORE DISRUPTIVE, MORE CONSUMER

ORIENTED, MORE TECHNOLOGY-ENABLED, MORE RESILIENT,

MORE DEMOCRATIC, MORE SUSTAINABLE AND, ULTIMATELY,

MORE ABOUT CHOICE. YOUR CHOICE.

WILL ONLY

ACCELERATE.

7Vector://AR 18

COMMITTED
TO THE

LONG GAME.

ACCELERATING CHANGE MAKES OUR VISION MORE VITAL

THAN EVER. WE HAVE TO KEEP MOVING AND STAY COMMITTED

TO PLAYING THE LONG GAME, BEING RESILIENT AND BEING

RESPONSIVE TO THE POWERFUL FORCES THAT ARE SHAPING

ENERGY USE. WE ARE UNDERPINNING NEW ZEALAND’S ENERGY

CONSUMER REVOLUTION FOR HOWEVER YOU CHOOSE TO

POWER YOUR LIFE.

04/05:

8Vector://AR 18

04/05:

BECAUSE IT’S THE RIGHT THING TO DO.
TO EMPOWER YOU.

WHY?WHY?

9Vector://AR 18

TAKING
VECTOR HAS ALWAYS LOOKED TO THE FUTURE, TO STAY READY FOR

ENERGY CHANGE.

THE LEAD.

05/05:


10Vector://AR 18

- A lines company 100% owned
by Auckland Energy Consumer

Trust (AECT)

- Michael Stiassny appointed

to Vector’s Board

- Acquired UnitedNetworks

(including Northern Auckland

and Wellington electricity

networks, plus gas distribution

in Auckland and broadband in

Wellington and Auckland)

2002

- Acquired majority stake in

NGC Holdings Ltd to continue

diversifying

2004://

- In partnership with Auckland

Council, ‘Vector Lights’

illuminated Auckland’s

Harbour Bridge with 90,000

LED bulbs, showcasing

the potential of solar and

battery technology to light

New Zealand’s energy future.

- Founding member of Climate

Leaders Coalition Group

2018+

- AECT floated 25% of Vector

on NZX to raise capital for

further diversification into new

energy solutions and to

complete full takeover of NGC

Holdings Ltd

2005://

- Began trialling micro wind

turbine technology

- Invested in advanced metering

technology to better manage

infrastructure and give more

transparency over power bills

2007://

- Divested Wellington electricity

network to focus on Auckland

2008://

- Supported the introduction of

one of the first bottle swap

programmes in New Zealand

2009://

- Bought Kwik-Swap (that then

became Bottle Swap)

2011://

- Deployed solar and battery

arrays for Department of

Conservation on Hauraki

Gulf islands

- First photovoltaic solar and

battery storage system installed

at Quay Street substation

2012://

- Connected first residential

customer to solar power and

battery technology

- Completed the acquisition

of Contact Energy’s gas

metering business

- Outage Manager app

launched

2013://

- Joined the ’25% group’ of

corporates having at least

25% female representation

on its board

- Acquired Arc Innovations

from Meridian Energy, further

expanding advanced metering

2014://

- Announced a new vision for

the company: ‘Creating a

New Energy Future’

- Switched on our first electric

vehicle charging station, the

first of many across Auckland

- Advanced metering business

continued to grow, now

supplying more than one

million meters

- Implemented a new policy

requiring lines work to be

undertaken in a de-energised

state wherever possible, putting

the health and safety of its

people first

2015://

- Switched on New Zealand’s

first Tesla Powerwall battery

- Installed a state-of-the-art

grid-sized battery in Glen

Innes substation to strengthen

network resilience

- Collaborated with Ngti Whtua

rkei to demonstrate future

community energy solutions

- Sold national gas transmission

and non-Auckland distribution

businesses to focus on

Auckland

- Awarded ‘Rainbow Tick’ for

efforts to create an open and

inclusive workplace

- First Australian advanced

meters went live in Sydney

- Major shareholder, AECT,

rebranded to become Entrust

2016://

- Invested in E-Co Products Group

and PowerSmart to help enable

distributed generation, energy

democracy and more

consumer choice

- mPrest machine learning

introduced to help identify

failure risks before they happen.

Vector acquired stake in mPrest

- Committed to the United

Nations Sustainable

Development Goals, initially

focusing on seven that

specifically support our

strategic focus on

decarbonisation and climate

action and social inequalities

- New state-of-the-art bottle

swap plant in Papakura

commissioned, with first

accepted Major Hazard Facility

Safety Case in New Zealand

- Commenced a digital

transformation by establishing

a strategy to drive new levels of

efficiencies

- First large New Zealand

corporate to be Living Wage

accredited

- Vector committed to be Net

Zero Carbon by 2030

2017://

- Partnered to trial New Zealand’s

largest installation of solar

panels

- Acquired Siemens’ 50%

shareholding in Advanced

Metering Services Limited

(AMS) to become 100% owner

2010://


Vector://AR 1811

About this report://
This report, dated 23 August 2018, is a review of

Vector’s economic, social, and environmental performance

for the financial year ended 30 June 2018.

The financial information has been prepared in accordance

with appropriate accounting standards, and has been

independently audited by KPMG.

The social, economic and sustainability information has

been compiled in line with NZX rules and recommendations

for investor reporting, as well as Vector’s commitments

to the United Nations Sustainable Development Goals.

Our greenhouse gas (GHG) emissions as reported on

page 51 were also independently assured by KPMG

in accordance with ISAE3410. The approach is also

consistent with GHG protocol.

The report has drawn from a wide range of information

sources. These include: our stakeholders, our customers,

our communities, our sustainability framework, our value

drivers, our risk register, our Board reports, our asset

management plan, our financial accounts, and

our operational reports.

Throughout the report, we have focused on what matters

most to our stakeholders and our business.

Care has been taken to ensure all information in this

report is accurate, including internal assurance and

verification processes and Board approval.

Forward-looking statements in this report are based on best

available information and assumptions regarding Vector’s

businesses and performance, the economy and other

future conditions, circumstances and results. As with any

forecast, forward-looking statements are subject to

uncertainty. Vector’s actual results may vary from those

expressed or implied in these forward-looking statements.

SECTION:

New Zealand’s energy

consumer revolution://

01.

Vector

today://

02.

14 — 27

28 — 35

We’ve been playing the long game, to help empower you

for the energy consumer revolution that is coming.

14 ————— Chairman’s Statement

16 ————— Board tribute to the Chairman

18 ————— Group Chief Executive’s Report

22 ————— Case study: Electrification of the economy

24 ————— Case study: Internet of Energy

26 ————— Case study: Vector Lights

A more integrated look at how Vector strives

to create long-term value.

30 ————— Performance snapshot

32 ————— About Vector: Our business model

34 ————— Creating long-term value

Vector://AR 1812

Operations, leadership and
sustainable business://

03.

Statutory

report://

04.

36 — 6162 — 134

A closer look at the Vector Group and operations.

38 ————— Business Unit Reports

38 —————— Regulated networks

40 —————— Gas trading

42 —————— Technology

44 —————— People, safety and risk

52 ————— Our Board

54 ————— Our management team

5 6 ————— En t r u s t

57 ————— Joint ventures and investments

58 ————— Operating statistics

59 ————— Non-GAAP financial information

60 ————— Financial performance trends

All the statutory numbers and information.

64 ————— Financial statements

108 ————— Independent auditors report

115 ————— Statutory information

125 ————— Risk management

128 ————— Corporate governance

132 ————— Remuneration and performance

134 ————— Financial calendar and directory

CONTENTS

Vector

Vector://AR 1813

2018


MICHAEL STIASSNY

CHAIRMAN

Benjamin Franklin missed one vital point when he noted that

nothing is certain in life except death and taxes – he should

have added a third, change.

When I joined the Board of Vector in 2002, the New Zealand

electricity sector was in a state of flux on the back of the

Bradford reforms and Commerce Commission intervention.

Today, the electricity sector is once again transforming as new

energy technology emerges, consumers take the driver’s seat

and the regulatory environment struggles to keep pace with

what are extraordinary changes and times.

Change has been a constant. Increasingly, consumers have

sought greater control and choice of the services they rely on to

live their lives. Energy has not been immune. Vector’s response

has been to determine how best to meet that desire for control

and choice.

Over the past 16 years, we have worked to transform our network

from a traditional, one-way grid to an intelligent, connected,

open and innovative platform. Vector is now at the centre of the

‘Internet of Energy’, the ultimate enabler for innovative retailers,

both domestic and international, to create exciting new products

and services to directly benefit consumers.

What has set Vector apart has been our ability to identify those

new trends, to pivot and to evolve to meet the future. We have

chosen to lead, not to follow; to embrace change and to shake

off the shackles of a traditional network business focused

solely on electricity distribution. Today, Vector is a diversified,

sustainable energy group; change has been hardwired into our

DNA and as a result, we are well positioned to create and deliver

a new energy future.

Vector continues to play the long game for the best interests

of consumers. We sold out of natural gas transmission in

anticipation of the inevitable move away from fossil fuels; we

have invested in intelligent network capabilities, advanced

metering, batteries and the ‘Internet of Energy’, fully aware that

energy democratisation was on its way. We have stopped ‘live

lines’ work wherever possible, in the knowledge that while it

might affect our regulated operating performance measures,

putting lives at risk is simply wrong.

Over the past 12 months, we have also continued to

accommodate Auckland’s relentless and rapid growth through

smart investment in quality network infrastructure, adding more

than 14,000 new electricity and gas connections to our network.

This is our responsibility, but we do so with an eye on the future

and what’s coming down the track to ensure that we avoid

unnecessary expenditure on obsolete technologies or traditional

assets that load unnecessary costs on consumers.

There are newer and better ways to grow and improve the

network to meet Auckland’s needs. And while we have

a projected $2 billion investment spend to meet growth

over the next 10 years, it can only be spent once. Vector

can’t afford to get it wrong, so investment and technology

decisions are not made lightly.

Vector is committed to contributing to a decarbonising economy,

and as New Zealand’s largest energy distributor we can, and will,

lead by example. We are championing the adoption of clean

Increasingly, consumers

have sought greater control

and choice of the services

they rely on to live their

lives. Energy has not been

immune.”


POWERING THE

EMPOWERING

CONSUMERS.

FUTURE;

2018

Vector://AR 1814

CHAIRMAN’S STATEMENT

energy technology to not only improve the network, but also to
reduce Auckland’s carbon footprint and ensure the region can

grow sustainably. Swimming against the status quo tide is never

easy, but it was and remains the right thing to do.

Shareholders will receive a fully imputed final dividend of

8.0 cents, taking the full year dividend to 16.25 cents per share,

up from 16.0 cents per share in 2017.

Despite delivering 12 consecutive years of dividend growth,

as signalled last year, Vector is a business operating in a

challenging environment and responding to change therefore

does come at a cost. Adjusted EBITDA of $470.1 million

– slightly below last year’s result – underscores the need

for Vector to continue to strategically diversify to ensure

long-term profitability.

Our ability to pay ongoing increasing dividends could also be

significantly impacted by the reset of our electricity network

revenues in 2020, which is largely a function of interest rates

prevailing at the time, and expenditure allowances set by the

Commerce Commission.

Looking ahead, to the next decade and beyond, Vector will need

to continue our transformation. Change within the sector and

wider environment will continue unabated and while the business

has increasingly taken a customer-focused path, there is much

work still to do to be considered a market leader in this regard.

It is certain that the industry will continue to be disrupted

and Vector will need to not only stay ahead of the curve,

but also to balance the needs of customers today with those

of the next generation.

From where I sit, it is clear that electrification of the economy

will continue to accelerate, driven by the downward cost curves

in technology, the convergence of transport and energy, and

the need to respond to the imperative of climate change.

There are significant risks and opportunities for Vector’s

businesses as a consequence.

In May I announced I would not be seeking re-election, and will

be standing down at this year’s annual shareholders meeting.

I leave Vector knowing that it is in the best possible position

to mitigate the risks and capitalise on the opportunities that

lie ahead.

Earlier this year, Vector welcomed David Bartholomew and

Sibylle Krieger to the Board, both of whom have significant

industry and Australian experience. I am confident that as my

tenure comes to an end, Vector has the necessary governance

expertise in place to continue to successfully navigate energy

sector disruption and the change that will always be a constant.

It has been a pleasure to serve Vector’s shareholders and

the people of Auckland. I will view Vector Lights on Auckland

Harbour Bridge as a constant reminder of what the new energy

future is capable of achieving.

Michael Stiassny

Chairman

2018

Vector://AR 1815

CHAIRMAN’S STATEMENT

A TREE A LONG TIME AGO.”
BECAUSE SOMEONE PLANTED

IN THE SHADE TODAY

“SOMEONE’S

SITTING

WARREN BUFFETT

AFTER 16 YEARS OF SERVICE TO VECTOR’S SHAREHOLDERS

AND THE PEOPLE OF AUCKLAND, MICHAEL STIASSNY’S

LEGACY IS HAVING SECURED A SUSTAINABLE FUTURE

PATH FOR VECTOR. —————————————————————————————

BOARD TRIBUTE TO THE CHAIRMAN

BOARD TRIBUTE

To the Chairman

2018

Vector://AR 1816

Michael’s leadership has been instrumental in achieving a
successful public listing on the NZX; ensuring Aucklanders

retained ownership of their energy assets; and in making sure

that Vector could both maintain and invest in our traditional

network, while at the same time exploring solutions for very

different future possibilities.

Michael has been unafraid to challenge those around him to

think laterally, to grasp the issues of today and navigate the

technological solutions of the future. As a result, his influence

has seen Vector lead innovation in the electricity sector through

early adoption of disruptive technologies in production, storage,

delivery and management, and in doing so, clearly empower

consumers. On the global stage, Vector is acknowledged as

being at the forefront of energy democratisation.

Under Michael’s stewardship, the Vector Board and management

team have delivered 12 consecutive years of dividend growth,

75% of which was delivered directly to the people of Auckland

by way of the Entrust dividend. However, he has also been

outspoken in his belief that Vector’s continued financial health

requires further diversification, rejection of the industry status

quo and a sharp eye on macro-trends.

A genuine advocate for diversity both within the organisation

and at the boardroom table, Michael has championed Vector’s

diversity and Rainbow Tick initiatives, the Living Wage

accreditation, our sustainability leadership and introduced the

Future Directors’ programme. He has also been unequivocal in

his support for Vector’s strong health and safety policies that

has seen the company cease ‘live lines’ work wherever possible

to protect maintenance crew’s lives.

Never one to shy away from controversy or making tough calls,

Michael Stiassny has led Vector with unswerving dedication to

improve Auckland’s energy future by planning today for what

will happen tomorrow.

BOARD TRIBUTE

To the Chairman

2018

Vector://AR 1817

A CLIMATE OF
CHANGE.

OPERATING IN

RESULTS REFLECT THE CHANGING

WORLD AROUND US.

Vector’s financial and operational results for FY18 reflect the

relentless and continual changes to our operating environment.

These include ongoing changes to the sector, consumer

preferences, technology, and even to New Zealand’s climate.

The Vector team, across our entire group, continue to embrace

change and lead responses to these forces on behalf of our

customers and Auckland.

Despite challenging circumstances, our FY18 financial results

were broadly on-target, with adjusted EBITDA of $470.1 million

slightly below last year’s result of $474.4 million. While revenue

was up across all business areas, group net profit was down

11.3% to $149.8 million, primarily due to a significant increase

in depreciation and amortisation in the period.

Adjusted EBITDA (excluding capital contributions) in our

Regulated Networks segment of Vector fell 0.7% to $358.6

million, with higher maintenance costs of $7.5 million required

to address additional vegetation and tree management needs

in Auckland and costs associated with the April 2018 storm.

The ferocious wind-storm in April caused widespread damage

across Auckland and caused significant inconvenience for

many customers, as well as drove an additional $4 million in

unexpected network repair costs.

Climate change modelling indicates extreme weather will likely

become more common. The impact on physical infrastructure

may be felt in many ways, including increased erosion, flooding,

and, as we saw in April, increased wind damage to trees.

As well as the massive impact, the storm saw our outage app

fail, resulting in a poor customer experience and causing other

customer channels to be impacted. Following the storm, the

Vector outage app was hacked, resulting in some users of the

app having their contact details accessed by a third party.

Vector took this matter extremely seriously and took immediate

steps to contain the breach and protect the customers

information to the full extent possible.

Since the storm, Vector has reviewed its storm procedures and

response, has undertaken extensive engagement with a wide

range of industry and Government stakeholders, and a number

of corrective actions based on lessons from the storm are well

underway. These include an overhaul of outage management

systems, processes and tools to improve the customer experience.

The storm review also highlighted shortfalls in tree management

regulation. The thousands of trees that damaged lines in April

were not owned by Vector and under current regulations we

have restricted abilities to manage them.


SIMON MACKENZIE

GROUP CHIEF EXECUTIVE

GROUP CHIEF EXECUTIVE’S REPORT

2018

Vector://AR 1818

Undergrounding is not necessarily a panacea. While 55% of
the electricity network is underground, the cost to underground

the remaining 45% of the network with overhead lines in Auckland

is enormous (we estimate over $5 billion), and we believe there

is little consumer or political appetite for the large energy price

increases that would be required to fund this.

Gas Trading adjusted EBITDA fell 6.8% to $34.4 million from

$36.9 million a year earlier. The prior year’s result included an

insurance settlement of $5.3 million in relation to damage to

the Liquigas facilities at Lyttelton during the 2012 earthquake.

Excluding this one-off, underlying Gas Trading EBITDA was up

8.9% with strong volumes and higher production at the Kapuni

Gas Treatment Plant being offset by lower natural gas margins.

Adjusted EBITDA in the Technology business rose 6.5% to

$130.5 million with further gains on smart metering following

the Power of Choice reforms in Australia and continued meter

deployment in New Zealand. That said, we are disappointed

that growth in our Technology business area was not higher.

This can largely be attributed to a lower than expected

heat-pump business performance by E-Co Products Group,

and by the investment in launching HRV Solar. The underlying

E-Co Products Group business is well positioned to play a role

supporting Government initiatives for energy efficient and

healthy homes.

Capital expenditure (capex) rose 3.8% to $381.2 million from

$367.4 million in the prior period. This was driven by Auckland

growth, higher network replacement capital expenditure and

an increase in Australian meter deployments. This was partially

offset by lower Gas Trading capex (the prior period included

investment in the Bottle Swap processing plant) and a slow-

down in meter deployment rates in New Zealand.

Our balance sheet remains healthy, with gearing as at

30 June 2018 at 48.8%, up from 47.1% a year earlier, and

47.3% as at 31 December 2017.

SOLID OPERATIONAL PROGRESS.

Reflecting on the past 12 months, and indeed on the past

decade, we’ve made solid progress on our mission to create

a new energy future. We are continuing to take the lead on

developing new energy technologies, customer-focused

innovation and on the sustainability of our sector. We’ve

continued to diversify into areas like metering, ‘Internet of

Energy’, data analytics, solar and batteries.

Central to Vector’s business is our responsibility to ensure we

continue to deliver reliable energy to Auckland. Every year we

spend significant amounts on vegetation management and

network maintenance to pre-empt problems for customers

before they occur.

We invest in network upgrades to reflect the ways in which

energy use is changing. The development, integration, and

use of new energy technologies like solar panels, storage

batteries, and electric vehicle (EV) chargers on our power

network is trending upwards. Peer-to-peer capabilities are

opening up multi-directional energy flows.

GROUP CHIEF EXECUTIVE’S REPORT

2018

Vector://AR 1819

The city we serve is rapidly changing also. As one of the fastest
growing developed cities in the world, about a quarter of

New Zealanders now call Auckland home. No other developed

nation has such a concentration of its population in a single

urban area. Auckland’s population is expected to hit two million

by 2028 according to Auckland Council. Growth is a resilience

challenge, as infrastructure must accommodate it smartly,

reliably, and cost-effectively. One consequence of this growth is

traffic congestion, which hampers response times for Vector’s

field crews seeking to restore critical services each time the

network is damaged and power is cut.

Vector must provide the platform for new technologies while

at the same time keeping the lights on for more and more

people. We must continue to execute on our network and

customer strategies to proactively respond to emerging

technologies and the expectations of customers, now and

into the future. To help this, Vector has, alongside tech

start-up company mPrest, developed a ‘system of systems’

energy platform solution called DERMS (or Distributed

Energy Resource Management System). This is allowing

Vector to build an ‘Internet of Energy’ platform for the future,

enabling a flexible and dynamic environment that responds

quicker to new technologies and consumer preferences.

In July 2018 Vector announced it will distribute more than

$16 million of Loss Rental Rebate (LRR) surpluses directly to

Auckland electricity account holders as an annual payment.

LRRs are the surplus created once the costs in New Zealand’s

electricity wholesale market have been calculated and they vary

year by year. While historically Vector has provided LRRs to

retailers, our concern has been that for retailers whose customer

base extends beyond the Auckland area, it is difficult to ensure

that the rebates are returned solely to Auckland customers.

We believe direct distribution is fairer and more transparent.

Gas Trading saw a growth in revenue on the back of increased

Kapuni field production and higher LPG and Bottle Swap

volumes, with the state-of-the-art new bottling plant opened

in Papakura significantly increasing bottle fill and refurbishment

capacity. Bottle Swap volumes were up 8% on the previous year,

and the new plant is delivering significant efficiencies and safety

benefits, as well as being the first Major Hazard Facility in

New Zealand to have an accepted Safety Case.

Our technology and unregulated businesses continue to develop.

Vector Advanced Metering Services Australia (VAMSA), our

Australian smart meter business, is successfully deploying smart

meters for most of the major Australian electricity retailers

following the Power of Choice market reforms in 2017. Vector

has built a strong track-record of meter deployment in both

Australia and New Zealand.

Vector is putting the finishing touches on a large 5MW battery

for Territory Generation in Alice Springs in the Northern Territory,

while a similar PowerSmart project in Niue in the South Pacific

is well underway.

Strong connection growth and an increase in replacement

capex has resulted in a significant increase in regulated capex,

up to $245.8 million from $210.6 million in the prior year.

RECENT AWARDS

2018 DELOITTE ENERGY

EXCELLENCE AWARDS

Our OnGas Bottle Swap

Plant in Papakura won the

Health and Safety Initiative

of the Year.

Our project with Dominion

Salt to design and build a

new, innovative system

integrating battery power

with wind energy was a

finalist in the Large Energy

User Initiative of the Year.

2018 PUBLIC RELATIONS

INSTITUTE OF

NEW ZEALAND AWARDS

Vector Lights won the

Marketing Communication

Award for Public Relations.

2018 RESPONSIBLE

BUSINESS NETWORK

AWARDS

Finalist in the Communications

Campaign of the year for

Vector Lights.

2017 SUSTAINABLE

BUSINESS NETWORK

AWARDS

Our project with Ngāti

Whātua Ōrākei property

investment arm Whai Rawa

to install a networked system

of solar panels and battery

storage on the 30 home

Kāinga Tuatahi housing

development won the

Revolutionising Energy award

at the Sustainable Business

Network Awards.

2017 NEW ZEALAND

INNOVATION AWARDS

Our Glen Innes network-tied

battery was highly commended

in the Technology Solutions

category.

GROUP CHIEF EXECUTIVE’S REPORT

2018

Vector://AR 1820

continued

Given the size of the investment required to support the
ongoing anticipated growth of Auckland’s energy networks, it

is of significant concern that our regulated electricity network

is not earning its regulatory cost of capital. Vector’s electricity

network ROI for the 2018 regulatory year was only 5.49% -

significantly lower than the regulatory WACC of 7.19%. This is

largely due to Commerce Commission forecast errors in the

current regulatory parameters. Absent these errors, Vector’s

electricity revenues for the 2018 regulatory year would have

been almost $28 million higher. We anticipate the majority of

these errors will be corrected at the next reset (April 2020), but

will continue to significantly impact network returns until then.

Although the regulatory environment is relatively stable,

balancing safety, price, service quality, and investing in the future

can be challenging for network operators and regulators alike.

In that regard, we are working closely with the Commerce

Commission on penalties for breaches of quality thresholds.

The reality is the Commerce Commission’s current regime

may not adequately account for congested Auckland traffic,

changes to health and safety best-practice, and more extreme

weather events. As a result, meeting quality targets will be a

significant challenge for Vector and the wider industry. It is

crucial that this issue is addressed no later than at the 2020

reset of regulatory parameters.

Our approach to health and safety is informed by the founding

principle that nothing matters more than people. This is true

also of our approach to our own people. Vector is proud to have

been the first large corporate in New Zealand to become an

accredited Living Wage employer. Alongside this, we are taking

steps to proactively identify and address any pay equity issues

within our business.

The year also saw changes to the Vector management

team with Rod Snodgrass joining us in November 2017 as

Chief Customer Officer, and Brian Ryan, our GM for Emerging

Technologies, departing in July 2018 after four years with Vector

to take up a role in the United Kingdom.

In July 2018 Vector was also proud to be one of the founding

companies of the Climate Leaders Coalition, a collective of

business leaders who have committed to act on climate change,

a move consistent with our commitment to be Net Zero Carbon

by 2030.

LOOKING AHEAD.

We have many reasons to be confident about the future. As

the economy continues to progressively electrify, trends such

as widespread EV adoption must be planned for at an industry,

network and community level to ensure those who can afford

new energy technologies are not being, in effect, subsidised

by those who cannot, in the form of costly upgrades to, or cost

impositions from, generation, transmission or distribution assets.

With the pace of change rapidly increasing, Vector must invest

dynamically to ensure good optionality, and have the flexibility

to pivot as and when scenarios emerge. This will help avoid poor

investment decisions as well as maximise the benefits to

consumers of new energy technologies. More dynamic investment

also requires us to better understand customers energy use.

Right now, a significant challenge is that distribution companies

do not have ready access to smart meter data held by retailers.

This impedes the ability of networks to adequately respond to

storms as they cannot ‘see’ faults at the household level. As a

collective industry, it is clear there needs to be better sharing of

secure real-time information to deliver improved customer service.

A political review of the New Zealand electricity sector is

currently underway. We welcome the review, because distribution

companies are already fully transparent through regulation and

we hope to see greater transparency across the sector. The

New Zealand generation and retail market has not been looked

at in earnest for around a decade and it is right to question

whether consumers are receiving the benefits of competition.

Recent reviews in similar markets such as the United Kingdom

and Australia have identified genuine market concerns at both

the retail and generation levels of the market.

Technology has an ever more powerful role to play in New Zealand’s

future – as an enabler, it will unlock greater choice, increased

resilience, lower costs, and a reduction in carbon. Regardless

of what we or others wish, industry disruption will march on, so

Vector must stay ahead of the technology curve and meet the

needs of customers, tomorrow as well as today.

Looking ahead we expect largely flat Regulated Network earnings

through to the next electricity reset in 2020, and continued

growth in our Technology business. We expect adjusted EBITDA

for FY19 to be between $470 - $480 million.

1


Simon Mackenzie

Group Chief Executive

———

1 This excludes any impact from the adoption of IFRS 16 Leases.

GROUP CHIEF EXECUTIVE’S REPORT

continued

2018

Vector://AR 1821

PREPARING THE MARKET FOR AN EV REVOLUTION.
Next generation EVs will have bigger batteries, which will mean

longer charges. By today’s standards, one slow EV charger

(7kW) adds the equivalent of 2.8 houses to the grid. Every fast

charger (22kW) adds 8.8 houses and a rapid charger (50kW)

adds 20 houses.

This level of demand is expected to put unprecedented pressure

on the network, which will ultimately require significant

technology upgrades.

Under the current market and regulatory settings, these

upgrade costs will compete with other demands for network

expansion and investment. They will need to be spread out

evenly across all electricity users – regardless of whether they

are in the position to upgrade to an EV.

For these reasons, Vector is working to raise awareness of the

expected (and unexpected) consequences of energy and

transport convergence.

Our goal is to ensure the next set of policy and regulatory

decisions gives us the certainty we need to make smart

investment decisions that more equitably benefit all Aucklanders

now and in the future.

There is no denying that the threat of climate change has

turned the world of energy on its head.

Under the Paris climate accord, ambitious carbon targets have

been set, and businesses around the globe have been

challenged to step up and help deliver.

As more industries move away from fossil fuels and towards

cleaner electricity, Vector is firmly focused on preparing

Auckland for a new energy future.

A key area of focus for us is the growing convergence of the

energy and transport sectors.

It’s clear that the popularity of EVs is on the rise and that the

reign of the internal combustion engine (ICE) is on the decline.

What is less obvious is the impact these trends will have on our

network, and our place in the new energy ecosystem.

THE RISE OF ELECTRIC VEHICLES IN NEW ZEALAND.

New Zealand’s mostly clean energy supply puts us in a unique

position to transition swiftly to an EV nation. Consumer appetite

for EVs is already evident, with 4,363 EVs registered on

Auckland roads as at January this year compared to just

600 in 2016.

When respected futurist Tony Seba visited New Zealand last

year, he boldly predicted EVs will be cheaper than petrol cars

within a decade.

This is all good news for the environment and the air we breathe,

but the rapid rise of EVs is going to bring its own set of

challenges, including to network management.

If we don’t work collectively to solve these challenges, it could

hold New Zealand back from reaching its target of net zero

carbon emissions by 2050.

WHEN ENERGY AND TRANSPORT

CONVERGE.

SDG://

CASE

STUDY://

CASE STUDY:

Electrification of the economy

2018

Vector://AR 1822

OPPORTUNITY, INNOVATION AND NEW TECHNOLOGY.
Recently Vector introduced a two-way EV charger that transforms

EVs into mobile power sources.

When connected to a Vehicle-to-Grid charger at home or work,

charge from an EV can be used as a power boost for the

building, as a cheaper power source when electricity prices are

at their peak, and will eventually be able to power homes during

electricity outages.

This type of technology has the potential to smooth out the

growing impact EVs will have on our peak electricity demand,

while also giving people energy reserves on demand, greater

flexibility and an alternative to using energy from the grid.

When you add solar and battery systems into the home along

with emerging home energy management systems, you’ve got

a truly future-ready smart energy home that diversifies energy

supply, lowers carbon emissions and reduces consumer

energy costs.

EVS COULD BE THE ANSWER.

Although there will be speed bumps along the way, the reality

is that, ready or not, the EV revolution is coming – transforming

the energy world in the process. It’s just a matter of when.

Beyond clearing the air and achieving our carbon neutral

targets, Vector believes EVs could assist the resilience of power

networks – particularly as the frequency of extreme weather

events increases and demands we diversify supply as much

as possible.

As a leading voice in the new energy future discussion, Vector is

committed to understanding these trends and providing solutions

for consumers. n

CONVERGENCE //

Although there will

be speed bumps

along the way,

the reality is that,

ready or not, the

EV revolution is

coming. It’s just a

matter of when.”


CASE STUDY:

Electrification of the economy

2018

Vector://AR 1823

All of this is occurring while, at the same time, Vector’s network
control has full visibility of when and where spikes in the

demand for energy will occur, so that we can better plan for and

control the network, and manage energy load to lessen stress

on infrastructure. It also means that as the city grows and

evolves we can seamlessly upgrade and future-proof Auckland’s

energy platform to help ‘plug-in to the grid’, whatever the future

has in store.

In this way, our network can provide you with the freedom to

take up energy alternatives, as well as sell energy back to the

network, trade energy via peer-to-peer trading, or store energy

via batteries. It sounds futuristic. But it wasn’t that long ago that

the idea of solar panels powering homes was scoffed at – now

they’re going to be compulsory in all new homes in California

from 2020.

DERMS.

Today, across Vector’s energy network, there are thousands

of solar panel and storage battery connections on the network.

In the past five years, the number of EVs in New Zealand has

skyrocketed from just 192 in January 2013 to 9,241 in July 2018

– a 4,713% increase. This spike in EVs and other distributed

The world of energy is rapidly becoming more complex, and

transitioning from ‘hardware driven’ to ‘hardware and

software driven’.

How you receive, use and store your energy in 10 years’ time will

be significantly different to now. Can you remember how your

day played out before the iPhone was launched in 2007? How

you had to physically go to the bank or sit at a desktop to

transfer money? Or how you got around in a new town before

clicking to open Google maps? Ten years is not that long.

Vector is doing everything it can to help you stay ahead of the

curve by investing in an intelligent, connected, open and

innovative platform that will allow smarter network management

and enable innovative retailers to create exciting new products

and services for consumers.

HOW YOU MIGHT USE ENERGY IN THE FUTURE.

Picture this: you’ve just arrived home in your EV. It’s been a

sunny day, so the HRV solar panels on your roof have generated

enough energy to fully charge your home battery. The family is

turning on the heater, the television, and appliances in the

kitchen in preparation for dinner.

The price of using power may have changed from earlier in the

day. But it’s all good – you’ve got a full storage battery, so you

can use that to power your home. And while that’s happening,

you’ve plugged your EV into the wall to discharge energy left in

your car’s battery to sell onto the Auckland energy network and

make a little bit of money. As you’re getting ready for bed, you

reverse the charge of your car battery to fill it up for the

commute to work tomorrow – either from what’s left in your

storage battery, or directly from the power grid now that the

price of electricity has changed again. The next day you repeat

the cycle.

THE INTERNET OF

ENERGY.

SDG://

CASE

STUDY://

CASE STUDY:

The Internet of Energy

2018

Vector://AR 1824

energy resources (DERs) is in line with our projections for tens
of thousands of these DERs to be connected to the grid by

2020. This prompted Vector to develop and introduce a

sophisticated management and control ‘system of systems’

energy platform solution called DERMS (Distributed Energy

Resource Management System).

In development for 12 months, the first DERMS product release

in April 2018 gave us the ability to monitor batteries on

substations such as in Glen Innes. Later this year, an additional

release will allow integration of EV chargers and home batteries

onto DERMS. When fully operational, it will connect traditional

infrastructure (like electricity lines and substations) with new

energy generation and storage (like solar and battery energy

solutions) onto one platform. It will allow Vector to integrate,

oversee, manage, and optimally power more than half a million

homes and businesses in real-time. Or to put it another way,

the ’Internet of Energy’.

The potential benefits are enormous. For example, we will be

able to better predict potential transformer overloads and draw

from other energy sources to avoid outages. We will be able to

dynamically shift loads in response to sudden changes in

demand or during significant weather events such as the storm

in April 2018. We will be able to easily move energy around

the network and to and from homes. We also see it as a way to

help democratise energy and address energy poverty through

greater network control and by providing a platform for choice

and innovation. We can help enable consumers to make the

most of any distributed technology, including solar, battery and

peer-to-peer trading.

In introducing the Internet of Energy, we have had to develop a

hybrid delivery model. Alongside traditional network engineering

we’ve had to work with relatively new IT concepts such as an

open micro-service architecture, and exponential technologies

such as artificial intelligence, machine learning, and cloud

storage and management.

It’s a new and exciting prospect for the energy sector – not just

for New Zealand but even globally there has been significant

interest in this emerging network technology. n

RAPID TRANSITION //

How you receive,

use, and store

your energy in

10 years time will

be significantly

different to now.”


CASE STUDY:

The Internet of Energy

2018

Vector://AR 1825

lightbulbs instead of LED’s, not only would the installation give
off a disconcerting warmth while driving across the Auckland

Harbour Bridge, but it would also burn five times as much

energy. To light the bridge with old-school light bulbs would

have required 1,240 solar panels – compared with 248 currently

– which would need the equivalent of more than 100 household

rooftops to accommodate.

Vector Lights is also an example of how new and exciting

technology can come together to provide innovative energy

solutions. Solar power, storage batteries, and peer-to-peer

capabilities virtualise the connection between battery to bridge

and power a massive lighting structure in a completely

renewable and sustainable way which doesn’t put added

pressure on our network or cost the earth in carbon emissions.

There is no reason why the same thinking which led to Vector

Lights being supported by a ‘micro-grid’ of sorts, such as the

ones being developed by PowerSmart in the Pacific Islands,

couldn’t be applied to more remote areas of Auckland. These

areas are often connected by lines traversing many kilometres

of rugged bush or coastline. In this way, Vector Lights is a real-

world example of the exciting new energy solutions Vector can

tap into for the benefit of Aucklanders.

Globally, the energy sector is being transformed through

innovation and new technology. It’s one of the most exciting

times to be involved in the industry, but it is also one of the

most unpredictable.

As New Zealand’s biggest energy distributor, Vector must lead

the adoption of clean energy technology to improve the

network, reduce Auckland’s carbon footprint, and to ensure

the region’s infrastructure can keep pace.

In this age of technology steamrolling over traditional business

operating models it’s about making the right choices and

providing customers with options to support Auckland’s long-

term interests. Investing in the network is about ensuring

resilience as the city grows, and doing what we can to make

sure the lights stay on for Aucklanders – especially during

major weather events outside of our control, like the storm

in April 2018.

Vector Lights on Auckland Harbour Bridge, part of a 10 year smart

energy partnership with Auckland Council, has become a symbol

of new energy. It has its lighting needs met by solar and battery

technology, with almost 3km of LED pixels (over 90,000)

installed. It serves as a reminder to us and our customers in

Auckland that times are changing.

To get an idea of the pace of change in energy technology,

it’s worth trying to imagine retrofitting old technology in place

of new. If Vector Lights consisted of over 90,000 filament

A BEACON FOR THE FUTURE

OF ENERGY.

SDG://

CASE

STUDY://

CASE STUDY:

Vector Lights

2018

Vector://AR 1826

Vector Lights is
an example of how

new and exciting

technology can come

together to provide

innovative energy

solutions.”


FUTURE PROOF //

As well as transforming the Waitematā Harbour as a guiding

light toward a smart energy future, Vector Lights has also

become an experience and a destination, giving Aucklanders

a f ocal point for celebration and recognition.

Since its launch on Auckland Anniversary Weekend in January

2018, Vector Lights has played host to light and sound shows

celebrating a breadth of diversity. From Māori history to Chinese

New Year, Auckland Pride, Pasifika Festival, and Matariki

celebrations, Vector Lights has quickly become a cultural

destination in Auckland.

Vector Lights on Auckland Harbour Bridge enhances an icon

of the city, adding vibrancy and interest to Aucklanders and

visitors from around the world. As an energy company owned

by Aucklanders, it is Vector’s responsibility to contribute to

our city’s shared future. Vector Lights is the highlight of that

commitment and our work to prepare the region for the new

energy future. n

CASE STUDY:

Vector Lights

2018

Vector://AR 1827



2018

Vector://AR 1828



2018

Vector://AR 1829

VECTOR.CO.NZ

EMPOWERING

YOU.

VECTOR TODAY.

02.

EMPOWERING

358.6
$

MILLION

470.1

$

MILLION

Group Net Profit

Full year dividendCapital expenditure

Net electricity connections

up 7,976 (1.4%)

Regulated Networks

Adjusted EBITDA

Group Adjusted EBITDA

Net gas connections up

2,559 (2.4%)

Smart meters (cumulative)

149.8

109,229563,076

1,405,936

1

$

MILLION

Unregulated business

Adjusted EBITDA

164.9

$

MILLIONGAS

CONNECTIONS

ELECTRICITY

CONNECTIONS

381.2

$

MILLIONCENTS PER SHARE

16.25

SMART METERS

1 Includes meters managed not owned.

PERFORMANCE SNAPSHOT


2018

Vector://AR 1830

Announced return of Loss
Rental Rebates directly to

consumers

Announced target to be

Net Zero Carbon by 2030

Internet of Energy ‘system

of systems’ DERMS in

production

First large New Zealand

corporate to be Living Wage

accredited

PowerSmart projects

underway in South Pacific

and New Zealand

Vector Lights launched

January 2018

Opened new OnGas Bottle

Swap plant in Papakura,

with first accepted Safety

Case for a Major Hazard

Facility in New Zealand

April’s storm saw 200 km/h

plus winds cut power to over

150,000 homes

Now deploying smart

meters across three

Australian states

HRV Solar launchedIncrease in percentage of

women directly reporting to

the management team, up

from 21% to 34%

Record number of new

electricity connections in

Auckland (11,135)

PERFORMANCE SNAPSHOT


2018

Vector://AR 1831

INPUTS
(RESOURCES)

VECTOR FOUNDATION AND

ENABLERS//:

— To create a new energy future, all parts of the Vector Group

need to focus on customer choice and control.

— In doing this, we will encounter opportunity and risk.

— At a macro level, these opportunities and risks are all

filtered through the lens of climate change, financial

prudence, technological change, and changes to

consumer expectations.

— In response to these forces, and to create value, we have

built a portfolio of energy businesses and/or brands, with

varying degrees of maturity.

— We take a long-term view with our portfolio.

— Each business has its own strategy to create new

customer solutions.

— They are all supported by active consideration of our

portfolio mix and potential partnerships and collaborations

with like-minded others, and by a foundation of enabling

qualities such as leadership, innovation, sound governance

and customer focus.

– Our targeted outcomes are consistent with the United

Nations Sustainable Development Goals (SDG’s), in

particular SDG 3, 7, 9, 10, 11, 13 and 17.

HOW VECTOR THINKS ABOUT

CREATING VALUE //

THE WORLD IN WHICH VECTOR

STRIVES TO CREATE VALUE//:

Financial

- Cash and cash equivalents

- Debt

- Investment in infrastructure

Social & relationship

- Relationships with customers and suppliers

- Employees

- Collaboration with stakeholders

- Partnerships

Human

- Experienced and diverse workforce

- Responsible leadership

Natural

- Land: for infrastructure and operations

- Solar: for generation of solar power

- Gas: for processing and distribution

We have applied the international integrated

reporting framework to capture how we create value.

This framework allows us to show how we use our

resources or capital. We have represented our core

business activities and how our business outputs help

achieve our targeted outcomes. We also recognise the

important enabling activities that support our various

business activities.

Intellectual

- Vector and utility-specific skills

- Research and development

Manufactured

- Property, plant and equipment

- Buildings/facilities

- Network

ABOUT VECTOR

Our business model

2018

Vector://AR 1832

Vector’s core business activities are
facilitated through the following:

Regulated Networks:

- Delivery of sustainable, safe,

reliable and resilient electricity

and gas networks for Auckland

(Vector)

Gas Trading:

- Sale and distribution of

gas products to residential,

commercial and industrial

customers (OnGas)

- Processing of natural gas for

transmission and distribution

- Production of LPG and natural

gasoline

Technology:

- Design and provision of

residential and commercial energy

management solutions (E-Co

Products and PowerSmart)

- Provision of end-to-end metering

services to energy retailers and

distributors (AMS)

- Provision of fibre and

telecommunications services

(Vector Communications)

- Development of new energy

technologies for benefit of

consumers (Vector Group-wide)

Financial outputs

- Shareholder dividends

- Regulated and unregulated income

- Appropriate investment in

diversification

- Improved cost efficiencies

Operational outputs

- Number of electricity and gas

connections

- EV charging sessions

- MWh of installed solar energy

- Number of connected distributed

energy resources

- Volume of gas bottles filled,

refurbished and distributed

- Customer satisfaction measures

- Greenhouse gas emissions

- Number of meters deployed

- Regulated performance measures

Technological outputs

- Number of new energy customer

solutions

- Improved network and digital

capabilities

People outputs

- Strong talent development

programmes

- Effective stakeholder

engagement and collaboration

- Total recordable and lost time

injury rates

- Diversity statistics

- Strong and ongoing dividend flow

- Meet electricity and gas needs for

Auckland population growth

- Maintain optimal balance between

price and quality of service

- Maximise consumer benefits of

energy technology change

- Market leader in new energy

solutions

- Market leader in healthy home

and energy solutions

- Net zero carbon by 2030

- Continual reduction in Lost Time

Injury Frequency Rate (LTIFR) and

Total Recordable Injury Frequency

Rate (TRIFR)

- Preferred workplace for talent,

diversity and inclusiveness

- Brand recognised as trusted,

innovative and leading

SOUND GOVERNANCE (see pages 52-53, 128-131) // STRONG MANAGEMENT (see pages 54-55) //

SAFETY ALWAYS APPROACH

(see pages 44-51) // TECHNOLOGY LEADERSHIP (see pages 22-27, 38-43) //

ACTIVE COMMUNITY & STAKEHOLDER ENGAGEMENT

(see page 35) // PROTECTIVE RISK

MANAGEMENT

(see pages 125-127) // FAIR REMUNERATION (see pages 132-133)

BUSINESS

ACTIVITIES

OPERATIONAL

OUTPUTS

TARGETED

OUTCOMES

VECTOR IS OPERATING AMIDST A WIDE RANGE OF

ENVIRONMENTAL, TECHNOLOGICAL, ECONOMIC, SOCIETAL,

POLITICAL AND INDUSTRY FORCES//:

ABOUT VECTOR

Our business model

2018

Vector://AR 1833

Determining what matters involves identifying potentially
important matters using a range of sources, including

media articles, trend updates, business unit planning,

and stakeholder engagement. These matters are

assessed for importance, to Vector and our stakeholders.

The increasing frequency and

severity of storms impacts on

the reliability of our network,

as seen during the April

2018 storm. Extreme weather

events have the potential

to disrupt our network for

long periods, and we need

to understand how they will

impact us, and what we can

do about it.

EXTREME WEATHER

EVENTS

Ensuring pricing is fair and

transparent, particularly in the

face of increased distributed

energy, pricing reforms and

rising energy poverty. Our

customers want fair and

transparent pricing, and we

advocate on their behalf.

ENERGY AFFORDABILITY

The transition to electrification

and automation of all forms

of transport, from passenger

vehicles to public transport.

This will impact how

customers use and interact

with energy, shifting and

increasing demand.

ELECTRIFICATION

OF TRANSPORT

Inequality in society has

been increasing year on

year, especially in relation to

income and home ownership.

We support equitable

pay policies, including

the Living Wage, and we

advocate for equitable and

fair remuneration with our

supply chain.

SOCIAL INEQUALITY

We are seeing an increased

number of cyber threats on

our systems, including a data

breach of our outage app

in April 2018. Ensuring the

safety and security of these

systems is key to building

a resilient business. Our

network is critical for the

success of New Zealand, and

any cyber threats need to be

treated seriously. We need to

have the right tools in place to

mitigate any potential threats.

CYBER SECURITY

We support the low carbon

transition by decarbonising

our own operations through

efficiency and substitution

while assisting in the

global transition. We are

creating new products and

services that will reduce

carbon from the energy and

transportation sectors.

LOW CARBON

TRANSITION

Regulations control the way

our business operates and

interacts with our customers.

We must actively work with

political and regulatory

stakeholders on behalf of

consumers.

POLITICAL AND

REGULATORY

UNCERTAINTY

Vector’s working environment

has a number of potential

hazards, largely associated

with electricity and gas. Our

focus on health and safety

is critical to ensuring these

hazards are managed.

WORKER SAFETY

A number of sectors are

converging, including energy,

transport and information

technology. Sector

convergence will lead to more

competition, particularly

for talent, and will provide

customers with access

to easy and convenient

energy options.

SECTOR CONVERGENCE

Customers have more control

over how they use and

consume energy than ever

before. They are empowered

and want access to a range

of options. We need to

diversify and provide choice

for customers, so that we

have a role in how technology

and people interact with our

network in the future.

CUSTOMER CHOICE

Making sure our network

has the ability to meet the

demands of a growing

Auckland. Customers want

to have energy available at all

times, we need to ensure our

network is resilient to storms,

and can meet peak demands

of a growing population and

electrifying economy.

ENERGY RELIABILITY

CREATING LONG-TERM VALUE

2018

Vector://AR 1834

MATERIAL VALUE DRIVERS AND

KEY STAKEHOLDERS //

MATERIAL MATTERCUSTOMERSEMPLOYEESSUPPLIERSSHARE-
HOLDERS

REGULATORSENERGY

INDUSTRY

COMMUNITIESMEDIACENTRAL

GOVERN-

MENT

LOCAL

GOVERN-

MENT

IWI

Extreme weather events

Energy affordability

Energy reliability

Electrification of transport

Customer choice

Worker safety

Cyber security

Social inequality

Sector convergence

Political and regulatory

uncertainty

Low carbon transition

STAKEHOLDERHOW DO WE ENGAGE?

Customers

Websites / Media releases / Customer contact centres / Sales / Direct mail / Dividends

Employees

Staff events / Internal communications / Internal social media / Green papers

Suppliers

Contract negotiations / Supplier briefings / Tenders

Shareholders

Annual and half year reports / Investor presentations / Continuous disclosure through NZX /

Dividends

Regulators

Policy submissions / Thought leadership engagements / Green papers / Meetings / Participation

in workshops

Energy Industry

Participation in working groups / Open engagement / Membership of industry associations /

Green papers

Communities

Websites / Media releases / Social media / Sponsorships / Schools programme

Media

Media releases / Opinion-editorials / Partnerships

Central Government

Policy submissions / Participation in working groups / Thought leadership engagement

Local Government

Regular meetings / Policy submissions / Thought leadership engagements

Iwi

Regular meetings / Engagement on developments / Customer Advisory Board /

New technology developments

HOW WE ENGAGE WITH

OUR STAKEHOLDERS

ENGAGING WITH KEY

STAKEHOLDERS

CREATING LONG-TERM VALUE

2018

Vector://AR 1835



2018

Vector://AR 1836

VECTOR.CO.NZ
EMPOWERING

YOU.

OPERATIONS, LEADERSHIP AND SUSTAINABLE BUSINESS.

03.

EMPOWERING



2018

Vector://AR 1837

Revenue for our Regulated Networks business increased
4.6% to $776.2 million from $741.9 million the year before.

This was largely driven by the release of accumulated Loss

Rental Rebates

1

and an increase in capital contributions –

up 14.7% to $70.2 million – reflecting continued connection

growth and significant infrastructure development taking

place across Auckland.

Underlying revenue (net of contributions, loss rental rebates,

and pass-throughs) was flat, with growth in connections offset

by declining electricity consumption and lower gas revenue

following the regulatory reset of gas distribution prices from

1 October 2017 which resulted in a 14% reduction in prices.

From April 2018, our electricity revenue has also been impacted

by the settlement

2

with the Commerce Commission, which will

see $13.9 million returned to Auckland consumers by reducing

the amount of revenue we recover over two regulatory years.

The impact on the FY18 result is $1 million.

New electricity connections

rose 21.9% to 11,135

from 9,138 on the back

of continued Auckland

growth.”


New electricity connections rose 21.9% to 11,135 from 9,138 on

the back of continued Auckland growth. New gas connections

fell 10.0% to 3,165 from 3,515. Total connections to the

electricity network stood at 563,076 at year end, up 1.4% from

555,100 a year ago. Total gas connections were 109,229, up

2.4% from 106,670 a year ago.

Aided by the increase in connections and the colder

temperatures in the latter part of the year, volumes transported

across the electricity network rose 1.3% to 8,442GWh from

8,332GWh. Auckland gas distribution network volumes were

up slightly at 14.5PJ from 14.3PJ the previous year, due largely

to connection growth.

Adjusted EBITDA (which excludes capital contributions) fell

slightly (0.7%) on the prior year to $358.6 million from $361.2

million on the back of higher maintenance costs. The increase

in maintenance costs ($7.5 million) is driven by an increase in

vegetation maintenance targeting the worst performing feeders

and the April 2018 storm which resulted in additional costs of

$4 million.

Strong connection growth and an increase in replacement capex

has resulted in a significant increase in regulated capex, up to

$245.8 million in FY18 from $210.6 million in the prior year.

Given the size of the investment required to support the

ongoing anticipated growth of Auckland’s energy networks,

it is of significant concern that our regulated electricity network

is not earning its regulatory cost of capital. Vector’s electricity

network ROI

3

for the 2018 regulatory year was only 5.49% -

significantly lower than the regulatory WACC

4

of 7.19%. This is

largely due to Commerce Commission forecast errors in the

current regulatory parameters.

Absent these errors, Vector’s electricity revenues for the 2018

regulatory year would have been almost $28 million higher.

Whilst we anticipate the majority of these errors will be

corrected at the next reset (April 2020), they will continue

to significantly impact network returns until then.

Our Regulated Asset Base (RAB) now stands at $3.4 billion.

The electricity RAB amounts to $3.0 billion and the Auckland

gas distribution RAB is around $405 million.

Vector has been in ongoing discussions with the Commerce

Commission regarding penalties for historic breaches of its

regulated SAIDI performance quality targets. The challenge for

Vector, and indeed all line companies, is that the current regime

provides limited guidance for balancing price and quality. Lack of

precedent means it is difficult to predict the potential financial

impact. This makes meeting quality standards very challenging

in an environment of rapid technological change, increased

customer expectations, greater focus on health and safety,

increased dependence on electricity, and ongoing city growth. n

REGULATED NETWORKS

———

1 Vector will pass Loss Rental Rebate surpluses directly to Electricity account

holders. The accumulated Transpower receipts have been released to Other

Income and a provision for payment is reflected in Other Expenses.

2 In 2014/15 the assumptions we made around customers being placed by their

electricity retailer on the most suitable plan did not eventuate. As a result, we

unintentionally earnt more than allowed by the Commerce Commission.

3 Return on Investment, as defined by the Commerce Commission.

4 Weighted average cost of capital.

SDG://

BUSINESS UNIT REPORTS

Regulated Networks

2018

Vector://AR 1838

CASE STUDY: BATTLING THE ELEMENTS
To better understand the potential physical impact of climate

change on Auckland’s electricity and gas network, Vector

commissioned an assessment of how projected increases in

global warming might lead to physical impacts on assets. The

business was already acutely aware of the impact of high wind

events and a review of network fault and outage data against

historical wind speeds confirmed this correlation. However, less

was known about other climate parameters and how these,

along with wind, would be affected under climate change.


THE APRIL 2018

STORM SAW

MASSIVE DAMAGE

FROM TREES

DRAGGING DOWN

POWER LINES.

REGULATED NETWORKS //

CASE STUDY: PROTECTING THE CROWN JEWELS

At the heart of our regulated business is a control system that

manages the operation of the distribution network. Traditionally,

control systems were ‘air gapped’ (a network security measure)

from IT/Corporate systems to provide a layer of protection.

As more internet connected distributed energy resources (DER),

fault sensors and hot water load controllers become standard

components of a modern distribution network, relying only on

this type of defence is less effective as the potential attack and

risk of compromise of our control system increases.


STATE OF THE

ART TECHNOLOGY

HELPS CONTROL

AUCKLAND’S

NETWORK.

SDG://

To understand how the climate is expected to change, we chose

two different scenarios that relate to how the world’s greenhouse

gas emissions will track out to 2030 and 2050. The first

(RCP4.5) of these aligned to the world meeting the Paris

agreement and keeping warming to within two degrees. The

second (RCP8.5) was more closely aligned to the current rate

of emissions continuing with significantly more impact expected.

The modelling covered the climate variables of wind, precipitation

and temperature, and revealed that wind will continue to have

the most significant impact on Vector’s assets with the number

of hours with wind in the 70-80km/h range projected to

increase materially.

While not specifically modelled, flooding and landslides/erosion

were considered to pose a moderate risk, while both sea level

rise/storm surge and wildfires were projected to be low risk.

Although low lying areas of Vector’s network will be increasingly

vulnerable to high tides and coastal events as sea levels continue

to rise, key assets including substations and grid exit points are

generally not at elevations that will be affected by sea level rise

out to 2050.

SDG://

In response to this, we have deployed a solution which provides

real-time artificial intelligence-based threat detection. This

solution has visibility of connected network assets on the electricity

distribution control network to enable early visibility of any

potential attacks. This improves our responsiveness and limits

the potential impact of any breach.

This was largely driven by

the release of accumulated

Loss Rental Rebates

and an increase in capital

contributions – up 14.7%

to $70.2 million – reflecting

continued connection

growth and significant

infrastructure development

taking place across Auckland.

4.6%

Revenue for our Regulated

Networks business increased:

to

$776.2M

BUSINESS UNIT REPORTS

Regulated Networks

2018

Vector://AR 1839

GAS TRADING
Revenue for the Gas Trading business increased 3.0% to

$290.3 million from $281.8 million a year earlier. This is on the

back of higher field production at Kapuni up 11.9% to 9.4PJ,

natural gas volumes at 18.3PJ, and higher Liquigas, LPG and

Bottle Swap volumes.

Gas Trading adjusted EBITDA fell 6.8% to $34.4 million from

$36.9 million a year earlier. The prior year result included an

insurance settlement of $5.3 million in relation to damage to the

Liquigas facilities at Lyttelton during the 2012 earthquake.

Excluding this one-off, underlying Gas Trading EBITDA was up

8.9% with strong volumes across most segments and higher

production at the Kapuni Gas Treatment Plant being offset by

lower natural gas sales margins, due to strong competition in

the market.

Vector’s LPG operations continue to occupy a strong market

position. All segments of the LPG business saw increased

volumes. The new Bottle Swap plant in Papakura is fully

operational and is helping drive efficiencies and further growth

in our Bottle Swap operations. Bottle Swap 9kg volumes were

up 8.0% to 652,859 bottles from 604,391 a year earlier.

LPG tolling volumes were up 8.6% to 183,540 tonnes from

169,046 tonnes a year earlier.

Industry reaction to the Government’s ban on new offshore

block offers for oil and gas suggests that the decision will have

limited impact in the short to medium-term as this ban does not

affect existing exploration licences. That said, the change is an

important signal of the Government’s policy intentions for the

longer-term. n

SDG://

BUSINESS UNIT REPORTS

Gas Trading

2018

Vector://AR 1840

GAS TRADING //
3.0%

Revenue for the Gas Trading

business increased:

to

$290.3M

This is on the back of higher

field production at Kapuni

up 11.9% to 9.4PJ, natural

gas volumes at 18.3PJ and

higher Liquigas, LPG and

Bottle Swap volumes.


THE NEW ONGAS

BOTTLE SWAP PLANT

WAS THE FIRST

ACCEPTED SAFETY

CASE FOR MAJOR

HAZARD FACILITIES.

CASE STUDY: A FIRST IN NEW ZEALAND FOR VECTOR

Late last year Vector became the first organisation in

New Zealand to submit and gain acceptance of a Safety Case

by WorkSafe. Required for all upper-tier Major Hazard Facilities

in New Zealand since the Health and Safety at Work Act came

into force in April 2016, a Safety Case demonstrates that a

Major Hazard Facility’s owner has the ability and means to

control major incident hazards effectively.

The Safety Case was for our new OnGas Bottle Swap Plant in

Papakura, which started operating in August 2017. The plant

was officially opened by the Hon. Iain Lees-Galloway, Minister

for Workplace Relations and Safety, in February 2018.

Preparing the Safety Case required significant input from a wide

range of stakeholders over a 12 month period and was a key

milestone in ensuring effective health and safety controls were

in place for the new plant.

The first accepted Safety Case in New Zealand represents

a ‘step change’ in the management of facilities where there

is significant risk from hazardous substances to workers and

possibly the public. It’s only through acceptance of a safety

case by the regulator that an operator gains their license

to operate.

The first Major Hazard Facility to be built under the new Act, the

plant at Papakura will join our existing Kapuni Gas Treatment

Plant in Vector’s portfolio of Upper Tier Major Hazard Facilities.

SDG://

BUSINESS UNIT REPORTS

Gas Trading

2018

Vector://AR 1841

The Technology business unit revenue rose 27.9% to
$273.6 million from $214.0 million a year earlier, driven largely

by increased deployment of smart meters and the acquisition

of E-Co Products Group (trading as HRV) and PowerSmart

from 31 March 2017. Adjusted EBITDA for the Technology

division rose 6.5% to $130.5 million, with gains from the smart

meter roll-out diluted by a disappointing result from E-Co’s

heat pump division.

This year we installed 84,878 advanced meters in New Zealand

and approximately 40,000 advanced meters in Australia. Our

smart meter base grew 9.8% to 1.41 million

1

from 1.28 million

the year before. Vector has now largely completed our mass

smart meter roll-out in New Zealand, and we are now targeting

a reduced deployment of around 70,000 meters over the next

12 months by managing the existing electricity meter fleet and

installing new and replacement meters as required.

Australia remains our next phase of growth for the metering

business. The Power of Choice reforms took effect from

1 December 2017. This means metering has become competitive

across New South Wales, Queensland, and South Australia.

Vector has contracts with most major Australian electricity

retailers and is currently deploying more than 7,000 meters

a month.

Vector’s electricity business restructured its arrangements

with Vector Communications over the fibre used to provide

SCADA connectivity across its network. As a result, Vector

Communications’ revenue (and Regulated Networks operating

expenditure) has decreased by $5.4 million relative to the prior

year. Excluding this change, Vector Communications has

delivered a steady result in what is a highly competitive market.

As mentioned in the 2018 half year result, we have been

disappointed by the performance of E-Co’s heat pump division.

The E-Co result was also impacted by the closure of the retrofit

window business and a significant investment in developing

the HRV solar business. E-Co’s core ventilation products have

continued to perform strongly and we remain confident that

the business will remain a market leader for healthy and energy

efficient home solutions. n

TECHNOLOGY

Adjusted EBITDA

for the Technology

division rose to

$130.5 million from

$122.5 million.”


SDG://

———

1 Including 135,284 meters which are

managed, but not owned, by Vector.

BUSINESS UNIT REPORTS

Technology

2018

Vector://AR 1842

TECHNOLOGY //

NEW ENERGY

SOLUTIONS

WILL CONTINUE

TO PROVIDE

CONSUMERS WITH

MORE CONTROL

AND CHOICE.

2 7.9%

Revenue for the Technology

business increased:

to

$273.6M

Driven largely by increased

deployment of smart

meters in New Zealand

and Australia and the

acquisition of E-Co

Products Group (trading

as HRV) and PowerSmart

from 31 March 2017.

BUSINESS UNIT REPORTS

Technology

2018

Vector://AR 1843

Building resilience across our business, and empowering our
people is what our People, Safety and Risk team does best.

From implementing diversity and inclusion initiatives, investing

in our peoples learning and development, ensuring everyone

gets home healthy and safe, to guarding the future sustainability

of Vector, everything our team does is about creating and

protecting value. This enhances our reputation, making sure

that we attract and retain the best people, while keeping pace

with a constantly changing and challenging environment.

AN INCLUSIVE EMPLOYER//

We are determined to foster a culture of innovation and diversity

of thought as we see this as essential for future proofing our

business to be able to embrace disruption. This includes

targeting our demographic mix, tackling inequalities and

investing in our people.

Workforce demographics

We are starting to make traction on our goal to have a workforce

representative of New Zealand’s population – across gender,

ethnicity and age.

We have seen a slight improvement in the percentage of

women working in our business overall. However, for women in

leadership positions the change has been significant. Women

now make up 34% of our direct reports to the executive team,

up from 21% in FY17. At the governance level, an additional

female director has been appointed this year, resulting in

38% female representation.

Vector’s ethnicity demographics have recorded minor

movements since 2017 with employees identifying as Asian

increasing by 1.7% and Māori 0.6%. Despite respective 2.0%

increases since 2014, Māori and Pasifika are underrepresented

in our workforce. This is something we are actively addressing

through leadership initiatives such as Te Whakaterehia Māori

Acceleration Programme and Vector’s Growing Pasifika Niu

Leaders Programme.

The age of our employees hasn’t had any significant changes

from FY17. We remain under-represented in the 20 to 29 age

group. We are seeking to address this through several initiatives

to attract youth.

Each year we run direct programmes to bring young people into

the business including summer internships, graduate placement

and apprenticeships. In FY18 we enrolled 12 young people

across these programmes.

Women in STEM

As an engineering, technology and increasingly digital business

Vector has supported a range of initiatives that promote Science,

Technology, Engineering and Mathematics (STEM) to young

women to encourage them to choose a career in these fields.

Vector participated in ShadowTech, an initiative that provides

girls in Years 9 to 11 with an opportunity to experience what

working in the technology sector is like, hosting and mentoring

students. We also continue to sponsor the EPro8 Challenge

and were involved in Future in Tech’s Tiaki Programme.

These STEM focused programmes provided an opportunity to

meet and interact with some of our female engineers. Our

ongoing schools programme where we teach pupils about

energy safety and sustainability is another area where girls are

exposed to the industry. Our Kapuni facility also participated in

Girls with High Vis inviting young women to try jobs that

traditionally are more popular with men.

PEOPLE, SAFETY AND RISK

Women now make up

34% of our direct reports

to the executive team,

up from 21% in FY17.”


SDG://

BUSINESS UNIT REPORTS

People, Safety and Risk

2018

Vector://AR 1844

PEOPLE, SAFETY AND RISK //
VECTOR EMPLOYEES

BY AGE AND GENDER

AGEMALEFEMALE

GRAND

TOTAL

UNDER 20112

20-2425934

25-29503585

30-347849127

35-398437121

40-447741118

45-496541106

50-547534109

55-59551469

60+531063

GRAND TOTAL563271834

VECTOR LEADERSHIP GROUP

BY GENDER

VECTOR GENDER

BREAKDOWN

MALE

2018

FEMALE

2018

MALE

2017

FEMALE

2017

Directors5 (62%)3 (38%)5 (71%)2 (29%)

Executive team6 (86%)1 (14%)5 (83%)1 (17%)

Direct reports to

the executive team25 (66%)13 (34%)30 (79%)8 (21%)

Across Vector

Group563 (68%)271 (32%)548 (69%)244 (31%)

14.3%

7. 6%

26.9%

29.7%

21.3%

0.1%

VECTOR EMPLOYEES

BY AGE


UNDER 20


20 – 29


30 – 39



40 – 49


50 – 59


60+


32%

68%

VECTOR EMPLOYEES

BY GENDER


FEMALE


MALE

9.7%

6.5%

1.4%

37.5%

26.4%

3.0%

5.6%

9.8%

VECTOR EMPLOYEES

BY ETHNICITY


ASIAN


EUROPEAN


MELAA*



NZ EUROPEAN


NZ MĀORI


OTHER



PASIFIKA


UNKNOWN

*

Middle Eastern, Latin American, and African

Data in all charts and tables on

this page exclude statistics from

subsidiaries PowerSmart and

E-Co Products Group.

BUSINESS UNIT REPORTS

People, Safety and Risk

2018

Vector://AR 1845

Diversity and inclusion initiatives
One of the strengths of our diversity and inclusion programme

is that our people develop the initiatives themselves.

He Kete Harakeke, Vector’s Māori group, launched a Māori

cultural mobile phone app ‘Vector Te Kete’, with the aim to

increase awareness and interest in Te Reo and Tikanga.

Our Rainbow Committee designed, developed and organised

our involvement in the annual Auckland Pride Festival. Vector

Lights provided a rainbow hued light show for the duration of

the festival. For the Pride Parade itself over 80 Vector

employees and their family members walked the route. Vector

has been accredited with the Rainbow Tick since 2016 in

recognition of our ongoing commitment to the LGBTI+ community.

Members of our Diversity and Inclusion Committee also created

an event to support the anti-bullying campaign, Pink Shirt Day.

Pay Equity

This year we undertook our first pay equity audit to ensure our

employees were receiving fair remuneration. Based on average

remuneration, there is a 14.9% average pay gap between

females and males, which is close to the New Zealand average.

Following the audit we have updated our remuneration policy

and set up the framework to complete an annual pay equity

audit and to address any variances immediately.

Living Wage

Vector was the first large corporate organisation in New Zealand

to be accredited as a Living Wage Employer by the Living Wage

Movement. This accreditation affirms our pledge to fairness and

equity in our approach to remuneration. The commitment

extends beyond direct employees with Vector also encouraging

subsidiaries, contractors and suppliers to adopt the same

approach. Being part of this movement and helping to raise the

wages floor in New Zealand is one way Vector can contribute to

reducing inequality.

Learning and Development

We have a comprehensive learning and development

programme which blends e-learning, facilitator led workshops

and action learning syndicates all designed to grow skills and

behaviours aligned to our values. One of the highlights this year

has been the impact of the no nonsense and simple messages

from the workshops delivered by All Black Manager, Gilbert

Enoka, on leadership and driving high performance.

We continue to build on the leadership programmes that we

launched in 2017, with our second Women in Leadership and

Pasifika programmes now underway. Forty women have been

involved in the Women in Leadership programme. A key

strength of this initiative is that the participants learn by

undertaking real Vector projects.

Our second Pasifika Niu Leaders Programme has been launched,

and has expanded from 12 participants to 18 representing

12 organisations. The Growing Pasifika Niu Leaders Programme

was designed by Vector after we saw a gap in tailored leadership

programmes. We wanted to reach beyond Vector to other

corporates to create a network of leaders of Pasifika origin. The

programme provides Pasifika leaders an opportunity to explore

and develop their leadership potential through the lens of a

shared Pasifika heritage with leaders from other corporates to

build a strong support network.

We have now had more than 60 people complete our emerging

and first-time leader programme, Foundations of Leadership.

The initiative is building a strong pipeline of talent for our

business, and the understanding that everyone, not just those

who manage people, has a role as a leader.

We hosted a “career thinking” series at our Auckland, Wellington

and Christchurch offices. Inspirational speakers on the topics of

personal and professional development encouraged our people

to think about their careers.

BUSINESS UNIT REPORTS

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2018

Vector://AR 1846

To help build capability around sustainable business practices
Vector sends directors, executives and a mix of both senior and

junior employees on courses run by the Cambridge Institute for

Sustainability Leadership. Our Chief Risk Officer is part of the

faculty sharing Vector’s experience with other businesses across

Australasia.

FUTURE WORKPLACE

Future proofing our business means identifying how our people

want to work, and creating a range of options that meet their

needs. We have started by considering how we redesign our

head office more effectively to create a modern work space

which is flexible, collaborative and responsive.

In May, we began a three-month trial of a concept called

Core Working Hours. This trial is aimed at providing options

for employees who wish to reduce time spent in peak

commuting times, as well as allowing flexibility for people

to drop off or pick up children or to provide care for others.

The concept builds upon a recent employee survey which

indicated that 67% of respondents are accessing informal

flexible working arrangements.

Hours of

training

completed

11,099

The key area for me is

going from a person

who enjoyed blending

into the background,

being invisible, to now

co-leading a Pasifika

Network within

Auckland Transport.”



2017 GRADUATE,

JO LEPUA,

AUCKLAND TRANSPORT

BUSINESS UNIT REPORTS

People, Safety and Risk continued

2018

Vector://AR 1847

FY16FY17
57%

50%

71%

70%

FY18

80% 80%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

WELLBEING 360

PARTICIPANTS (%)


ACTUAL AMOUNT


TARGET AMOUNT


LOOKING AFTER OUR PEOPLE//

Our focus on worker safety and the wellbeing of our people

continues to mature. A culture of safety is leading to better

engagement and more robust reporting of incidents, and our

wellbeing initiatives continue to focus on wellbeing from a

physical, mental, social and work perspective, which has seen

our programmes become more holistic.

Managing Family Violence

This year, we introduced our Managing Family Violence policy

and training. Our policy details how employees who are

experiencing or escaping family violence can be supported and

to guide the response of managers to employees whose work

life is affected by family violence.

Awareness has been increased through the rollout across the

Vector group of a family violence e-learning module and training

workshops were facilitated by Women’s Refuge. This training

was further reinforced by the launch of an e-learning module

on preventing bullying and harassment.

Wellbeing Programme

FY18 was the second year that Vector has run a concentrated

and dedicated wellbeing programme. Over the past 12 months

Vector employees have been able to take part in a wide range of

wellbeing initiatives. One of our biggest successes this year was

the increase in participation for the monthly Resilience and

Wellbeing (RAW) challenges of 158%. The challenges target

four key areas of wellbeing – social, mental, physical, and work

wellbeing and encourage participants to undertake activities

over a month-long period. The Auckland HSE Committee also

organised and ran a Health, Safety and Environment (HSE)

Expo at the Head Office, highlighting a number of health,

environmental and safety topics and activities.

We have also seen a continued increase in participation in the

Wellbeing 360 survey – going from a 71% participation rate in

FY17 to 80% in FY18.

Our wellbeing programme is underpinned by the provision

of a range of free occupational health services and

wellness monitoring.

BUSINESS UNIT REPORTS

People, Safety and Risk continued

2018

Vector://AR 1848

AS/NZS
Certification maintained

for New Zealand and

Australia business

4801

NZS

Certification maintained

for Vector’s safety

management system for

Public Safety

7901

HSE Leadership

engagements

undertaken

195

Students attended Stay

Safe around Electricity

schools programme

3,218

HSE Training hours

completed

5,825

Ensuring we have competent and trained employees is key to our

ability to deliver our services and products safely and efficiently.

Our people have completed over 5,825 hours in HSE specific

training during FY18, covering topics such as lone worker

safety, management of fatigue, management of stress, and

carbon emissions.

HSE leadership engagements are a vital part of building on

our HSE culture as it allows senior management to interact

and engage with the wider workforce and develop strong HSE

conversations. A total of 195 leadership engagements took

place over FY18.

Safety Performance

In addition to lead indicators, we also track a number of lag

indicators which include Lost Time Injury Frequency Rate

(LTIFR), and Total Recordable Injury Frequency Rate (TRIFR).

Further, the severity of lost time indicators is measured by

tracking and counting the number of working days lost due

to the injury. Vector consolidates all contractor and direct

employee safety statistics to provide a holistic picture of safety

performance across our total business. We have made an

8.7%, improvement in our LTIFR over FY17. Our TRIFR has

increased by 53%, which we attribute to having a more open

and transparent reporting culture amongst our workforce.

0

02

04

06

08

10

12

14

16

FY14FY15FY16FY18

12.95

7.45

8.04

12.54

FY17

8.18

0

02

04

06

08

10

12

14

16

FY18FY14FY15FY16FY17

2.80

2.90

2.96

2.30

2.52

TOTAL RECORDABLE INJURY FREQUENCY RATE

Number of recordable cases per million hours

worked including contractors

LOST TIME INJURY FREQUENCY RATE

Number of lost-time injuries per million hours

worked including contractors

TRIFR – COMBINED LTIFR – COMBINED

BUSINESS UNIT REPORTS

People, Safety and Risk continued

2018

Vector://AR 1849

ACTION ON CLIMATE CHANGE//
Climate change is being recognised as an economic issue with

real costs but also as opportunities for businesses that are

embracing a clean energy future.

Vector has taken a significant step forward by making an

ambitious commitment on reducing greenhouse gas emissions

and improving our understanding of climate change impacts as

part of our commitment to climate action.

In 2017 Vector announced a commitment to achieve net zero

carbon emissions by 2030. This acknowledges that while 2050

is the proposed target for the country, early action will avoid

significant costs in the future.

The commitment to net zero carbon has been supported by

a range of leadership action. Our Group Chief Executive has

co-led a leadership group from the business community on

climate action which culminated in the creation of a Climate

Leaders Coalition. The Coalition is committing to emissions

reduction in line with the Paris Agreement. Vector has also

brought two important thought leaders to New Zealand –

Professor Will Steffan and Simon Corbell, who spoke on the

science of climate change and the experience of the Australian

Capital Territory in tackling climate change.

To help spur practical action at a city level, Vector sponsored

and actively participated in Auckland’s first Climathon, hosted

by the University of Auckland. This 24-hour hackathon exposed

participants to design thinking processes and they emerged

with a number of concepts for reducing emissions.

Vector supported the inaugural New Zealand Sustainable

Development Goals (SDG) Summit this year through

sponsorship and by contributing to the business session.

In addition, over the last year Vector has also completed two

major pieces of work to understand the impacts of climate

change on the business.

The assessment of physical impacts was focused on the

Auckland electricity and gas networks and has been used to

inform the latest Asset Management Plans for both networks.

The modelling of transition impacts to a two degree world was

economy-wide, recognising Vector’s exposure to a range of

sectors and interdependence with a number of key areas of

decarbonisation such as EV and solar uptake.

There are clear financial implications for the business from both

the transition to a two degree economy and the physical

impacts on assets. Vector is following the recommendations of

the Task Force on Climate-related Financial Disclosures (TCFD)

to guide disclosure on how we are responding to climate

change. As part of this, Vector has submitted a climate response

to the Carbon Disclosure Project (CDP).

At a regulatory level, Vector has been actively engaged in the

Productivity Commission inquiry into the Low Emissions economy

and early consultation on the proposed Zero Carbon Bill.

ENVIRONMENTAL MANAGEMENT//

Vector has continued to achieve the milestones in our FY16 to

FY19 Environmental Strategy. In FY18 we successfully maintained

ISO14001 certification of our environmental management

system, expanded our GHG emissions reporting, completed

environmental monitoring plans in all our businesses, undertook

a review of our waste management activities and set our first

carbon reduction target.

We have continued to address gaps identified in our initial

environmental gap analysis with 97% of actions now complete.

We have also focused on raising environmental awareness

through delivery of carbon and environmental e-learning

modules to more than 80% of our people.

For the FY18 year we have expanded our reporting on GHG

emissions to include our most material scope 3 emissions

(generated from business travel and fuel consumption by our

network field service providers).

Our scope 1 emissions have increased by 9% from FY17. This

rise is the result of increased production volumes at the Kapuni

Gas Treatment Plant which we are unable to control. Scope 2

emissions have decreased by 8% due to lower electricity

transmission losses.

Successful initiatives undertaken during the year to reduce

greenhouse gas emissions included:

• Completing the transition of our corporate vehicle fleet to

100% electric or PHEV vehicles

• Completing an upgrade of our air-conditioning systems and

IT servers in our head office resulting in a 66% reduction in

electricity usage for this equipment

• Solar installation on two further substations.

To engage our people and signal the increasing importance of

climate action for our business we set a modest target of 10%

reduction in carbon intensity of our corporate carbon emissions

for the year. We achieved the target with a 14% reduction in

intensity (reduction in absolute emissions was 15% or 200.84

tonnes CO

2

-e). This covers business travel, fleet fuel use, and

electricity consumption across our offices – activities that all of

our people can influence in some way. This target is part of the

short term incentive for all employees creating a financial

imperative for action.

We received one environmental infringement notice from

Auckland Council during FY18. This occurred when a contractor,

while working on an excavation, inadvertently pumped sediment

laden water from a trench into the stormwater drain. A detailed

investigation was completed, which resulted in the contractor’s

environmental management procedures being updated and

employee awareness training undertaken. n

BUSINESS UNIT REPORTS

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2018

Vector://AR 1850

CASE STUDY:// TWO DEGREE ECONOMIC MODELLING
During the year Vector commissioned a report on the economic

impacts of a transition to a two degree world with a particular

focus on the sectors of most relevance to the business. The

modelling used three scenarios for how New Zealand might

achieve net zero GHG emissions. These scenarios included one

to achieve the target by 2050; another with the same 2050

timeframe but with any real action delayed until after 2030;

and a third that sets an ambitious timeframe of 2040.

The exercise has provided Vector with valuable insights into the

key changes that would be required in the energy sector,

including transport, for New Zealand to be able to successfully

achieve net zero carbon. It has also enabled a level of optimism

that the transition can be completed while continuing with

modest economic growth.

Vector will utilise this information in our strategic assessment

of risks and opportunities that are likely to result from the

transition. n

FY17

FY18

195.64tCO

2

e

642.29tCO

2

e

CARBON AVOIDED THROUGH

VECTOR EV CHARGERS

FUTURE FOCUS AREAS//

Future of Work

We recognise that artificial intelligence and robotics are

significantly disrupting the way we work and we therefore need

to identify what will add value and how we can upskill employees

to ensure a fair transition into new roles. A cross functional

project team is investigating opportunities associated with

artificial intelligence and robotics and is collaborating with other

New Zealand corporate businesses to share ideas.

Circular Economy

We are beginning the process of reducing materials

consumption and waste to landfill by taking a circular economy

approach. This will incorporate not only the materials we use

directly but also consideration of products that are part of our

value chain including batteries and solar panels.

Safety 2

Safety 2 focuses on looking at what goes right 99% of the time

and why – rather than a retrospective view once something has

gone wrong. It is a new lens to safety but one that we are

confident in progressing with the business.

Mental Wellbeing

In recognition that mental health traverses both personal and

work lives we are seeing a need to provide a more formal

support network for our people. An initial step on this journey

will be the creation of mental health first aiders. n

CARBON BASELINE

FY18FY17% CHANGE

Scope 1*369,946 tCO

2

e340,176 tCO

2

e9%

Scope 2**29,069 tCO

2

e 31,597 tCO

2

e-8%

Scope 3***5,866 tCO

2

e––

* The majority (over 89.89%) of our scope 1 emissions relate to both the energy used to process gas at Vector’s Kapuni Gas

Treatment Plant and the fugitive carbon emitted as part of the Benfield process applied at the site. The volume of gas that

Vector is required to process at this site is determined by the gas field owner, who is the “miner” under the Climate Change

Response Act. Vector is unable to control this in any way and is required to process the gas under the Kapuni Gas

arrangements implemented by the New Zealand Government in the 1970’s when it was the Natural Gas Corporation of

New Zealand.

** Our scope 1 and 2 carbon data is inclusive of the cogeneration facility at Kapuni Gas Treatment Plant, which has been

apportioned 50% between the two joint venture parties, but excludes emissions from subsidiaries PowerSmart NZ Limited

and E-Co Products Group Limited.

*** Scope 3 emission sources include business travel, transmission and distribution loss for purchased electricity ex Auckland,

and fuel consumption for our Networks Field Service Providers.

SDG://

ISO

certified

14001

BUSINESS UNIT REPORTS

People, Safety and Risk continued

2018

Vector://AR 1851


SIBYLLE

KRIEGER

MICHAEL STIASSNY

BCom, LLB, CA, FInstD

CHAIRMAN, INDEPENDENT

NON-EXECUTIVE DIRECTOR

APPOINTED ON 11 SEP 2002

Michael Stiassny is a fellow

of Chartered Accountants

Australia and New Zealand

and prominent strategic

adviser, specialising in issues

resolution. He is a director

of a number of public and

private companies, Chairman

of the NZ Transport Agency

and is Chairman of Ngāti

Whātua Ōrākei Whai Rawa

Limited and Tower Limited.

Michael is a fellow and former

president of the Institute of

Directors in New Zealand (Inc).

DAVID BARTHOLOMEW

BE (Hon), MBA

INDEPENDENT NON-EXECUTIVE

DIRECTOR

APPOINTED ON 28 FEB 2018

David Bartholomew is the

former Chief Executive of

DUET Group, an ASX-listed

utilities and energy company.

Aside from Vector, he is

a non-executive director

of Endeavour Energy, the

NSW electricity distributor;

Northern Territory Power &

Water Corporation; Dussur,

the Saudi Arabia Industrial

Investment Company; and

The Helmsman Project, a

not-for-profit organisation

providing coaching and

leadership development

programmes for Year 9

students in Western Sydney.

Before joining DUET, David

was Director of Infrastructure

at Hastings Funds Management.

His prior experience includes

roles with LendLease, The

Boston Consulting Group and

BHP Minerals.

JAMES CARMICHAEL

BE, FIPENZ, CMInstD

NON-INDEPENDENT

NON-EXECUTIVE DIRECTOR

APPOINTED ON 23 OCT 2008

James Carmichael is a trustee

of Entrust and an executive of

Energy Trusts of New Zealand

Inc. His significant international

energy sector experience

included responsibility for

multi-billion-dollar energy

assets and acquisition

strategy for Power-Gen

International Limited and

thermal and hydro power

generation investment

decisions for Ranhill

Power Berhad.

SIBYLLE KRIEGER

LLB (Hons), LLM, FAICD, MBA

INDEPENDENT NON-EXECUTIVE

DIRECTOR

APPOINTED ON 1 MAY 2018

Sibylle Krieger is an

experienced non-executive

director and board chair, with

a focus on regulated sectors

and sectors undergoing rapid

change. She has over 35 years

of commercial experience.

Sibylle is the independent

Chair of Xenith IP Group

Limited, a publicly listed

company, and an independent

director of MyState Limited.

She is also an independent

non-executive director of the

Australian Energy Market

Operator Limited. In the past

Sibylle has served on a range

of boards of both for profit

and not-for-profit organisations.

From 2006 to 2012 Sibylle

spent two terms as a Tribunal

member of IPART, the principal

NSW economic regulator. In

her executive career, Sibylle

was a partner of two major

commercial law firms, and held

a number of management

roles in both firms.


MICHAEL

STIASSNY


DAVID

BARTHOLOMEW


JAMES

CARMICHAEL

Our experienced

directors hail from

diverse backgrounds

and lead Vector

on behalf of our

shareholders and

other stakeholders

OUR BOARD

2018

Vector://AR 1852


JONATHAN

MASON

STRONG GOVERNANCE //


BOB

THOMSON


KAREN

SHERRY


DAME

ALISON

PATERSO N

JONATHAN MASON

MBA, MA, BA

INDEPENDENT

NON-EXECUTIVE DIRECTOR

APPOINTED ON 10 MAY 2013

Jonathan Mason has extensive

commercial experience.

He has worked in financial

management positions in the

oil and gas, chemicals, forest

products and dairy industries

in New Zealand and the USA

for International Paper,

ExxonMobil Corporation,

Carter Holt Harvey, Cabot

Corporation and Fonterra.

Jonathan also has experience

as a non-executive director on

boards in both New Zealand

and the USA and is currently

a director of Air New Zealand

Limited, New Zealand Assets

Management Limited (NZAM),

Westpac New Zealand

Limited and Zespri Group

Limited. He is also an Adjunct

Professor of Management at

the University of Auckland,

focusing on finance.

DAME ALISON PATERSON

DNZM, QSO, DCom(hc),

FCA, ADistFInstD

INDEPENDENT

NON-EXECUTIVE DIRECTOR

APPOINTED ON 7 MAR 2007

Dame Alison Paterson

is Chair of the Forestry

Industry Safety Council, Kiwi

Wealth Group, Te Aupouri

Commercial Development

Limited and Te Aupouri

Fisheries Management

Limited. She is also a

member of the New Zealand

Markets Disciplinary Tribunal

and a member of the Health

Quality & Safety Commission

New Zealand.

KAREN SHERRY

QSM, BA, MA (Hons),

LLB (Hons), C.FInstD.

NON-INDEPENDENT

NON-EXECUTIVE DIRECTOR

APPOINTED ON 24 JUL 2006

Karen Sherry is a director and

shareholder of the firm Bell-

Booth Sherry Limited where

she specialises in commercial

and trust law. She is a trustee

and former Chair of Entrust.

Karen is the Chair of Energy

Trusts of New Zealand Inc

and a director of the Energy

Efficiency and Conservation

Authority. She is also a

chartered fellow of the

Institute of Directors in

New Zealand.

BOB THOMSON

BEng (Electrical), DipBS

INDEPENDENT

NON-EXECUTIVE DIRECTOR

APPOINTED ON 18 MAR 2005

Bob Thomson was chief

executive of Transpower

Limited and, since 2004,

has been an adviser to

Energy Trusts of New Zealand

Inc. Prior to his appointment

at Transpower, he held a

range of senior management

and engineering positions in

the New Zealand Electricity

Department and Electricity

Corporation of New Zealand

Limited. Bob was involved in

the reform of the electricity

industry, including as a board

member of the Electricity

Market Company Limited

from 1994 to 1998. He

is a fellow of Engineering

New Zealand (formerly the

Institution of Professional

Engineers New Zealand).

OUR BOARD

2018

Vector://AR 1853

KATE BEDDOE
BA, LLB

CHIEF RISK OFFICER

Kate Beddoe leads Vector’s

people, safety, sustainability

and risk teams to ensure

these areas are aligned and

support Vector’s strategy

and culture. Areas of her

responsibility include

enterprise risk management,

sustainability, business

continuity management,

internal audit, cyber security,

HSE and human resources.

Kate’s background includes

strategic and operational risk

management, business

continuity, OHSE, sustainability,

insurance and commercial

law. Prior to joining Vector in

July 2012, Kate was with

Amcor Limited where she

held the global position of

Vice-President, Risk and

Sustainability and has held

management roles with

Toyota and Bonlac Foods

(Fonterra).

Vector’s management

team are experts in

their field, committed

to delivering world-

class infrastructure

services, and attuned

to the rapidly evolving

demands of our

customers.


SIMON

MACKENZIE


ANDRE

BOTHA


DAN

MOLLOY

SIMON MACKENZIE

Grad DipBS (Dist), DipFin, NZCE

GROUP CHIEF EXECUTIVE

OFFICER

Simon Mackenzie is passionate

about the power of technology

to transform the energy

industry and consumers’ lives.

As Group Chief Executive

Officer, he has expanded and

driven Vector’s portfolio of

businesses to embrace

innovative technologies and

strategies to deliver efficient,

sustainable energy solutions

to consumers.

Simon was appointed

Vector’s Group Chief

Executive Officer in 2008.

His tertiary qualifications

include engineering, finance

and business studies, and

the Advanced Management

Programme at the

Wharton School, University

of Pennsylvania.

Kate is also a director and

Vice President of RIMS

(Risk Management Society)

Australasia and a faculty

member of the Cambridge

Institute for Sustainability

Leadership – Business and

Sustainability Executive

Leadership Programme

(Melbourne).

ANDRE BOTHA

BEng, MEng, PG DipBus

CHIEF NETWORKS OFFICER

Andre is Vector’s Chief

Networks Officer, accountable

for Vector’s regulated

electricity and gas businesses.

He brings 28 years’

experience in the energy

sector with a proven track

record at executive level,

initially as Chief Engineer with

Eskom in South Africa and

most recently as Chief

Operations Officer with

Western Power in Australia.

Andre holds an ME (Electrical)

degree from the University of

Pretoria and a PGDip

(Finance) from the University

of Auckland.

DAN MOLLOY

BSc

CHIEF FINANCIAL OFFICER

Dan Molloy leads Vector’s

finance team and is

responsible for financial

and management reporting,

corporate finance, procurement,

transaction processing,

investor relations, treasury

and tax. He has 15 years’

experience in the professional

services sector across a

range of disciplines, including

corporate finance, valuation,

insolvency, restructuring

and business turnaround.

Dan joined Vector from

Northpower, where he was

Chief Financial Officer.


K ATE

BEDDOE

OUR MANAGEMENT TEAM

2018

Vector://AR 1854


BRIAN

RYAN

EXPERIENCED LEADERSHIP //


NIKHIL

RAVISHANKAR


ROD

SNODGRASS

NIKHIL RAVISHANKAR

BSc BComm (Hons)

CHIEF DIGITAL OFFICER

Nikhil Ravishankar leads the

Vector Group Digital team

and is responsible for

managing Vector’s IT and

digital functions. He works

across the group to help

shape Vector’s response to

disruptive technologies and

evolve Vector’s customer

engagement, business

enablement, and Energy

Internet of Things capabilities.

Prior to joining Vector, Nikhil

was with Accenture where he

held the position of Managing

Director for New Zealand

operations and also sat on its

Global Advisory Council for

Telecommunications and

Media practice. Prior to his

role at Accenture, he was the

Head of Technology Strategy

for Spark and was part of their

group transformation office.

BRIAN RYAN

MBA (Hons), BTech

GROUP GENERAL MANAGER

EMERGING TECHNOLOGIES

Brian Ryan led the Emerging

Technologies team, focused

on the company’s growth and

development, through the

implementation of disruptive

customer solutions and new

technologies. He headed the

Vector Communications

business, having previously

held strategic and commercial

executive roles in both the

technology and manufacturing

environments. Brian was a

board member and Vector’s

representative for the

Elemental Excelerator, a not-

for-profit organisation with

offices in Palo Alto, California,

and Hawaii that helps start-

ups change the world, one

community at a time. Brian

left Vector on 6 July 2018.

ROD SNODGRASS

BCA, CA, MinstD

CHIEF CUSTOMER OFFICER

Rod Snodgrass joined Vector

in November 2017 as Chief

Customer Officer. His focus is

on delivering great customer

experiences and new products,

services and revenues through

the design and delivery of

new business models that

leverage innovative, renewable

and sustainable technologies.

Rod has over 20 years

experience in corporate

strategy, innovation, digital

growth and transformation in

the New Zealand telco, media,

internet and digital sectors.

Rod is currently on the board

of Metlife Care, Jucy and

SMX, and has sat on

numerous local and global

boards and is passionate

about building and executing

corporate, market, business

and product shaping

strategies and innovation.

Prior to that he was Chief

Executive of Spark Ventures,

leading from inception

Spark’s incubator and

innovation arm. n

OUR MANAGEMENT TEAM

2018

Vector://AR 1855

ENTRUST IS VECTOR’S MAJORITY SHAREHOLDER.
Entrust exists to ensure Aucklanders’ best interests remain

at the heart of Vector’s new energy future. For 25 years,

through strong and consistent ownership, Entrust has helped

Vector navigate new technology, economic disruption and

other challenges. As we look to the future, Entrust’s focus

remains locked on delivering outcomes for beneficiaries, and

energy consumers.

About Entrust

Entrust, which was formerly known as the Auckland Energy

Consumer Trust (AECT), was formed in 1993 as part of the

corporatisation of the Auckland Electric Power Board (AEPB).

Shares in the new company, which later became Vector, were

transferred to Entrust to hold on behalf of residential and

business consumers in the AEPB supply area.

Entrust’s role

Entrust’s mandate is to ensure Aucklanders get value from the

75.1% stake they hold in Vector. There are more than 325,000

households and businesses in the former AEPB supply area.

Entrust plays a key role in proposing and appointing directors to

the Vector Board, with two of Vector’s directors also Entrust

trustees. They approve all of Vector’s major financial

transactions and investment decisions.

Entrust is actively involved in regulatory and industry issues –

advocating for energy consumers throughout Auckland and

beyond. Recently Entrust has spoken out about a proposal to

increase Auckland’s transmission prices which they believe is

unfair and unnecessary.

Entrust also funds a proportion of the undergrounding of

overhead lines in the Entrust district, and promotes new

technologies such as solar, batteries, and community and

emergency generators.

Auckland benefits

Vector’s asset base has grown strongly in the 25 years Entrust

has been at the helm of Auckland’s shareholding stake. Entrust

has supported Vector to achieve this through diversification

into new sectors like energy metering, gas distribution and

new technologies.

Vector’s growth has allowed Entrust to distribute more than

$1.3 billion to its beneficiaries. In the past year alone it

distributed over $110 million.

Entrust trustees

Entrust has five trustees, who are elected every three years.

The trustees are: William Cairns (Chairman), Michael Buczkowski

(Deputy Chairman), Karen Sherry*, James Carmichael* and

Paul Hutchison. n


FROM LEFT TO RIGHT


SEATED: PAUL HUTCHISON,

KAREN SHERRY, AND

MICHAEL BUCZKOWSKI

(DEPUTY CHAIRMAN)

STANDING: WILLIAM CAIRNS

(CHAIRMAN) AND

JAMES CARMICHAEL.


* James Carmichael and

Karen Sherry sit on the

Vector Board.

ENTRUST ONLINE://

www.entrustnz.co.nz

www.facebook.com/entrustnz

0508 ENTRUST (0508 368 7878)

PO Box 109626, Auckland 1149

ENTRUST

2018

Vector://AR 1856

JOINT VENTURES AND INVESTMENTS //
Vector has investments in a number of businesses that

complement our network businesses and strengthen our

capabilities in the energy services field.

50%

50%

60.25%

7.7 7%

KAPUNI ENERGY

JOINT VENTURE

Vector Kapuni Limited (a wholly owned subsidiary of Vector)

holds a 50% interest in an unincorporated joint venture that

operates a cogeneration plant situated at the Kapuni Gas

Treatment Plant, producing electricity and steam for the gas

treatment plant and other customers.

TREESCAPE

Vector holds a 50% shareholding in Tree Scape Limited, one of

Australasia’s largest specialist tree and vegetation management

companies, with depots throughout New Zealand and in

Queensland and New South Wales. Treescape employs more

than 500 employees. Its customers include councils, utilities,

government agencies, construction companies and developers.

Treescape implements Vector’s planned vegetation management

programme, which plays a major role in minimising the impact of

severe weather on Vector’s electricity network.

www.treescape.co.nz

LIQUIGAS

NGC Holdings Limited (a wholly owned subsidiary of

Vector) holds a 60.25% shareholding in Liquigas Limited,

New Zealand’s leading company for tolling, storage and

distribution of bulk LPG. Liquigas has employees and depots

in Auckland, New Plymouth, Christchurch and Dunedin.

www.liquigas.co.nz

mPREST

Vector holds a 7.77% shareholding in mPrest Systems

(2003) Limited. The mPrest technology allows network

companies to better monitor, analyse, and control energy

networks and connect traditional infrastructure like

electricity lines and substations with new technology

like solar and battery energy solutions.

www.mprest.com

JOINT VENTURES AND INVESTMENTS

2018

Vector://AR 1857

1. As at 30 June.
2. Net number of customers added during the period, includes disconnected,

reconnected and decommissioned ICPs.

3.

Regulatory year - 12 months to 31 March (audited).

4. Billable ICPs.

5. The number of new connections in gas distribution for the year ended 30 June

2018 includes an adjustment for 341 ICPs following a data cleanse by one of the

retailers. The change was first applied in the 3 months ended 30 September

2017 and so has no impact on the comparative period.

6.

Excludes gas sold as gas liquids. These sales are included within the gas liquids

sales tonnages.

7.

Total of retail and wholesale LPG and natural gasoline.

8. Number of 9kg LPG bottles swapped and sold during the year.

9. Includes product tolled in Taranaki and further tolled in the South Island.

10. The number of smart meters deployed as at 30 June 2018 includes 135,284

meters managed but not owned by Vector (30 June 2017: 102,808).

VECTOR OPERATING

STATISTICS

YEAR ENDED 30 JUNE20182017

ELECTRICITY

Customers

1, 4

563,076555,100

New connections11,1359,138

Net movement in customers

2

7,9765,047

Volume distributed (GWh)8,4428,332

Networks length (km)

1

18,69418,503

SAIDI (minutes)

3


Normal operations

226.2173.3

Extreme events31.238.8

Total257.4212.1

GAS DISTRIBUTION

Customers

1, 4

109,229106,670

New connections

5

3,1653,515

Net movement in customers

2

2,5592,348

Volume distributed (PJ)

6

14.514.3

GAS TRADING

Natural gas sales (PJ)

6

18.317.8

Gas liquid sales (tonnes)

7

77,65673,119

9kg LPG bottles swapped

8

652,859604,391

Liquigas LPG tolling (tonnes)

9

183,540169,046

TECHNOLOGY

Electricity: smart meters

1, 10

1,405,9361,280,889

Electricity: legacy meters

1

86,50596,529

Electricity: prepay meters

1

623,555

Electricity: time-of-use meters

1

12,32712,134

Gas meters

1

224,770221,495

Data management and service connections

1

8,8108,823

OPERATING STATISTICS

2018

Vector://AR 1858

Vector’s standard profit measure prepared under New Zealand Generally Accepted Accounting
Practice (GAAP) is net profit. Vector has used non-GAAP profit measures when discussing

financial performance in this document. The directors and management believe that these

measures provide useful information as they are used internally to evaluate performance of

business units, to establish operational goals and to allocate resources. For a more comprehensive

discussion on the use of non-GAAP profit measures, please refer to the policy ‘Reporting non-

GAAP profit measures’ available on our website (vector.co.nz).

Non-GAAP profit measures are not prepared in accordance with New Zealand International

Reporting Standards (NZ IFRS) and are not uniformly defined; therefore, the non-GAAP profit

measures reported in this document may not be comparable with those that other companies

report and should not be viewed in isolation from or considered as a substitute for measures

reported by Vector in accordance with NZ IFRS.

DEFINITIONS

EBITDA: Earnings before interest, taxation, depreciation and amortisation from

continuing operations

Adjusted EBITDA:

EBITDA from continuing operations adjusted for fair value changes,

associates, impairments, capital contributions, and significant one-off gains,

losses, revenues and/or expenses.

GAAP TO NON-GAAP RECONCILIATION

YEAR ENDED 30 JUNE ($ MILLION)

Group EBITDA and adjusted EBITDA from continuing operations

20182017

Reported net profit for the period (GAAP)

149.8 168.9

Add back: net interest costs

1

130.7 137.3

Add back: tax (benefit)/expense

1

36.834.1

Add back: depreciation and amortisation

1

225.9 199.6

EBITDA543.2 539.9

Adjusted for:

Associates (share of net (profit)/loss)

1

1.5(1.6)

Capital contributions

1

(71.5)(62.3)

Fair value change on financial instruments

1

(3.1)(1.6)

Impairment

1

– –

Adjusted EBITDA

470.1 474.4

1. Extracted from audited financial statements

20182017

YEAR ENDED 30 JUNE ($ MILLION)

Segment adjusted EBITDA

REPORTED

SEGMENT

EBITDA

LESS CAPITAL

CONTRIBUTIONS

SEGMENT

ADJUSTED

EBITDA

REPORTED

SEGMENT

EBITDA

LESS CAPITAL

CONTRIBUTIONS

SEGMENT

ADJUSTED

EBITDA

Technology

131.8 (1.3)130.5 123.6 (1.1)122.5

Gas Trading

34.4 – 34.4 36.9 – 36.9

Unregulated segments

166.2 (1.3)164.9 160.5 (1.1)159.4

Regulated segment

428.8 (70.2)358.6 422.4 (61.2)361.2

Corporate

(53.4) – (53.4)(46.2) – (46.2)

TOTAL

541.6(71.5)470.1 536.7 (62.3)474.4

NON-GAAP FINANCIAL INFORMATION

2018

Vector://AR 1859

YEAR ENDED 30 JUNE ($ MILLION)20182017201620152014
PROFIT OR LOSS – CONTINUING OPERATIONS

1

Total income

1,328.41,226.71,144.61,153.41,122.3

Adjusted EBITDA

470.1474.4473.0451.9446.5

Depreciation and amortisation

(225.9)(199.6)(194.6)(179.0)(168.5)

Adjusted EBIT

244.2274.8278.4272.9278.0

Net profit – continuing operations

149.8168.958.988.3114.4

PROFIT OR LOSS – DISCONTINUED OPERATIONS

Total income

––110.7140.6136.6

Adjusted EBITDA

––75.388.590.5

Depreciation and amortisation

––(5.8)(16.2)(15.3)

Adjusted EBIT

––69.572.375.2

Net profit – including discontinued operations

149.8168.9274.4149.4171.3

BALANCE SHEET

Total equity

2,457.92,448.32,398.32,298.62,307.8

Total assets

5,808.05,574.65,603.06,123.05,839.1

Economic net debt (borrowings net of cash and deposits)

2,377.82,220.11,932.92,745.12,625.0

CASH FLOW

Operating cash flow

389.9335.7352.1369.2366.6

Capital expenditure

(386.8)(354.3)(340.1)(311.8)(327.4)

Dividends paid

(163.9)(161.0)(159.2)(155.4)(156.7)

KEY FINANCIAL MEASURES

Adjusted EBITDA/total income

35.4%38.7%41.3%39.2%39.8%

Adjusted EBIT/total income

18.4%22.4%24.3%23.7%24.8%

Equity/total assets

42.3%43.9%42.8%37.5%39.5%

Return on assets (adjusted EBITDA/assets)

8.1%8.5%8.4%7.4%7.6%

Gearing

2

48.8%47.1%43.7%53.6%52.5%

Net interest cover – continuing ops (adjusted EBIT/net finance costs) (times)

1.92.01.61.51.6

Earnings (NPAT) per share (cents) including discontinued activities

14.816.727.214.616.9

Dividends declared, cents per share (fully imputed)

16.2516.0015.7515.5015.25


1. Prepared on a continuing basis, excluding contribution from gas transmission and Non-Auckland gas distribution for all periods presented.

2. Gearing is defined as economic net debt to economic net debt plus adjusted equity. Adjusted equity means total equity adjusted for hedge reserves.

446.5473.0474.4470.1

FY14FY15FY16FY17FY18

0

100

-100

200

300

400

500

600

700

451.9

ADJUSTED EBITDA (CONTINUING OPERATIONS)

$ MILLION


REGULATED NETWORKS


GAS TRADING


TECHNOLOGY


CORPORATE



TOTAL GROUP

FIVE YEAR FINANCIAL PERFORMANCE

FINANCIAL PERFORMANCE TRENDS

2018

Vector://AR 1860

FY14FY15FY16FY17FY18
171.3

149.4

274.4

168.9

149.8

0

50

100

150

200

250

300

FY14FY15FY16FY17FY18

366.6

369.2

352.1

335.7

389.9

0

50

100

150

200

250

300

350

400

450

NET PROFIT

(INCLUDING DISCONTINUED OPERATIONS)

$ MILLION

OPERATING CASH FLOWS

(INCLUDING DISCONTINUED OPERATIONS)

$ MILLION

6%

65%

25%

4%

F

Y

1

8

F

Y

1

7

6%

28%

9%

57%

49%

51%

F

Y

1

8

F

Y

1

7

53%

47%

CAPITAL EXPENDITURE

SOURCE OF FUNDING – GEARING


As at 30 June


REGULATED NETWORKS


GAS TRADING



TECHNOLOGY


CORPORATE


REGULATED NETWORKS


GAS TRADING



TECHNOLOGY


CORPORATE


INTER-SEGMENT


ECONOMIC


NET DEBT


ADJUSTED EQUITY


-100

150

400

650

900

1150

1400

FY14FY15FY16FY17FY18

1,122.3

1,153.4

1,144.6

1,226.7

1,328.4

TOTAL INCOME

(CONTINUING OPERATIONS)

$ MILLION

STANDARD &

POOR’S RATING

/ S TAB LE

BBB

FIVE YEAR FINANCIAL PERFORMANCE //

FINANCIAL PERFORMANCE TRENDS

2018

Vector://AR 1861

Vector://AR 1862
2018

Vector://AR 1863
STATUTORY REPORT.

04.

PERFORMANCE

2018

VECTOR.CO.NZ

EMPOWERING

YOU.

Vector://AR 1864
2018

FINANCIAL STATEMENTS

Financial Statements

65 ————— Profit or Loss

66 ————— Other Comprehensive Income

67 ————— Balance Sheet

68 ————— Cash Flows

69 ————— Changes in Equity

70 ————— Notes to the Financial Statements

108 ————— Independent Auditor’s Report

2018 FINANCIAL STATEMENTS

These financial statements for the year ended 30 June 2018 are dated 23 August 2018,

and signed for and on behalf of Vector Limited by:

Director

23 August 2018

Director 23 August 2018

And management of Vector Limited by:

Group Chief Executive

23 August 2018

Chief Financial Officer 23 August 2018

Vector://AR 1865
2018

PROFIT OR LOSS

for the year ended 30 June

NOTE

2018

$M

2017

$M

Revenue51,328.41,226.7

Operating expenses6(786.8)(690.0)

Depreciation and amortisation(225.9)(199.6)

Interest costs (net) 7(130.7)(137.3)

Fair value change on financial instruments83.11.6

Associates (share of net profit/(loss))12.2(1.5)1.6

Profit/(loss) before income tax186.6203.0

Tax benefit/(expense)9(36.8)(34.1)

Net profit/(loss) for the period149.8168.9

Net profit/(loss) for the period attributable to

Non-controlling interests

1.63.1

Owners of the parent 148.2165.8

Basic and diluted earnings per share (cents) 22.314.816.7

Vector://AR 1866
2018

OTHER COMPREHENSIVE INCOME

for the year ended 30 June

NOTE

2018

$M

2017

$M

Net profit/(loss) for the period149.8168.9

Other comprehensive income net of tax

Items that may be re-classified subsequently to profit or loss:

Net change in fair value of hedge reserves

19.28.940.3

Translation of foreign operations(0.3)0.1

Items that will not be re-classified to profit or loss:

Fair value change on financial asset

121.11.8

Other comprehensive income for the period net of tax9.742.2

Total comprehensive income for the period net of tax159.5211.1

Total comprehensive income for the period attributable to

Non-controlling interests

1.63.1

Owners of the parent 157.9208.0

Vector://AR 1867
2018

BALANCE SHEET

as at 30 June

NOTE

2018

$M

2017

$M

CURRENT ASSETS

Cash and cash equivalents

21.327.914.9

Trade and other receivables11210.0206.3

Derivatives190.1–

Inventories11.611.3

Intangible assets1.02.4

Income tax84.751.1

Total current assets335.3286.0

NON-CURRENT ASSETS

Receivables

110.1–

Derivatives1956.538.0

Investment in associate12.28.19.6

Other investments12.415.06.2

Intangible assets131,397.21,397.2

Property, plant and equipment (PPE)143,995.73,837.5

Deferred tax100.10.1

Total non-current assets5,472.75,288.6

Total assets5,808.05,574.6

CURRENT LIABILITIES

Trade and other payables

16258.5250.0

Provisions1724.44.8

Borrowings18224.2399.7

Derivatives1965.86.6

Income tax0.70.5

Total current liabilities573.6661.6

NON-CURRENT LIABILITIES

Payables

1644.941.5

Provisions1722.620.4

Borrowings182,171.11,770.7

Derivatives1951.2156.5

Deferred tax 10486.7475.6

Total non-current liabilities2,776.52,464.7

Total liabilities3,350.13,126.3

EQUITY

Equity attributable to owners of the parent

2,440.42,430.6

Non-controlling interests in subsidiaries17.517.7

Total equity2,457.92,448.3

Total equity and liabilities5,808.05,574.6

Net tangible assets per share (cents)22.3104.2103.5

Gearing ratio (%)22.348.847.1

Vector://AR 1868
2018

CASH FLOWS

for the year ended 30 June

NOTE

2018

$M

2017

$M

CASH FLOWS FROM OPERATING ACTIVITIES

Receipts from customers

1,312.21,224.2

Interest received 2.09.0

Dividends received 0.52.0

Payments to suppliers and employees(736.5)(686.6)

Interest paid(127.0)(151.7)

Income tax refunded–0.9

Income tax paid (61.3)(62.1)

Net cash flows from/(used in) operating activities21.1389.9335.7

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of PPE and software intangibles

0.40.4

Proceeds from sale of investments37.8–

Purchase and construction of PPE and software intangibles(386.8)(354.3)

Acquisition of businesses3(1.7)(91.0)

Post-completion payment for acquisition of businesses(1.4)–

Other investments3(14.0)–

Net cash flows from/(used in) investing activities(395.7)(444.9)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from borrowings

21.2570.8239.6

Repayment of borrowings21.2(400.0)(273.2)

Dividends paid (163.9)(161.0)

Sale of treasury shares14.0–

Other financing cash flows21.2(2.1)(2.7)

Net cash flows from/(used in) financing activities21.218.8(197.3)

Net increase/(decrease) in cash and cash equivalents13.0(306.5)

Cash and cash equivalents at beginning of the period14.9321.4

Cash and cash equivalents at end of the period27.914.9

Cash and cash equivalents comprise:

Bank balances and on-call deposits

21.319.67.0

Short-term deposits 21.38.37.9

27.914.9

Vector://AR 1869
2018

CHANGES IN EQUITY

for the year ended 30 June

NOTE

ISSUED

SHARE

CAPITAL

$M

TREASURY

SHARES

$M

HEDGE

RESERVES

$M

OTHER

RESERVES

$M

RETAINED

EARNINGS

$M

NON-

CONTROLLING

INTERESTS

$M

TOTAL

EQUITY

$M

Balance at 1 July 2016875.0(9.2)(89.3)(1.1)1,606.516.32,398.2

Net profit/(loss) for the

period

– – – –165.83.1168.9

Other comprehensive

income

– – 40.31.9– – 42.2

Total comprehensive income– –40.31.9165.83.1211.1

Dividends – – ––(159.3)(1.7)(161.0)

Total transactions with

owners

– – ––(159.3)(1.7)(161.0)

Balance at 30 June 2017875.0(9.2)(49.0)0.81,613.017.72,448.3

Net profit/(loss) for the

period

––––148.21.6149.8

Other comprehensive

income

––8.90.8––9.7

Total comprehensive income––8.90.8148.21.6159.5

Dividends 3––––(162.1)(1.8)(163.9)

Sale of treasury shares35.09.0––––14.0

Total transactions with

owners

5.09.0––(162.1)(1.8)(149.9)

Reclassification on sale

of financial asset

–––(1.9)1.9––

Balance at 30 June 2018880.0(0.2)(40.1)(0.3)1,601.017.52,457.9

Vector://AR 1870
2018

NOTES TO THE FINANCIAL STATEMENTS

7 1 ————— No t e 1

Company information

7 1 ————— No t e 2

Summary of significant

accounting policies

7 2 ————— No t e 3

Significant transactions

and events

7 4 ————— No t e 4

Segment information

7 7 ————— No t e 5

Revenue

7 8 ————— No t e 6

Operating expenses

7 8 ————— No t e 7

Interest costs (net)

7 9 ————— No t e 8

Fair value change

on financial instruments

7 9 ————— No t e 9

Income tax expense/

(benefit)

8 0 ————— No t e 1 0

Deferred tax

8 1 ————— No t e 1 1

Trade and other receivables

8 3 ————— No t e 1 2

Investments

8 6 ————— No t e 1 3

Intangible assets

8 8 ————— No t e 1 4

Property, plant and

equipment (PPE)

9 0 ————— No t e 1 5

Operating leases

9 1 ————— No t e 1 6

Trade and other payables

9 1 ————— No t e 1 7

Provisions

9 2 ————— No t e 1 8

Borrowings

9 4 ————— No t e 1 9

Derivatives and hedge

accounting

9 9 ————— No t e 2 0

Financial risk management

1 0 2 ————— No t e 2 1

Cash flows

1 0 4 ————— No t e 2 2

Equity

1 0 6 ————— No t e 2 3

Related party transactions

1 0 7 ————— No t e 2 4

Contingent liabilities

1 0 7 ————— No t e 2 5

Business combinations

1 0 7 ————— No t e 2 6

Events after balance date

2018
Vector://AR 1871

NOTES TO THE FINANCIAL STATEMENTS

01. Company information://

Reporting entityVector Limited is a company incorporated and domiciled in New Zealand, registered under the

Companies Act 1993 and listed on the NZX Main Board (NZX). The company is an FMC reporting

entity for the purposes of Part 7 of the Financial Markets Conduct Act 2013. The financial

statements comply with this Act.

The financial statements presented are for Vector Limited Group (“Vector” or “the group”)

as at, and for the year ended 30 June 2018. The group comprises Vector Limited (“the parent”),

its subsidiaries, and its investments in associates, financial assets and joint arrangements.

In accordance with the Financial Markets Conduct Act 2013, where a reporting entity prepares

consolidated financial statements, parent company disclosures are not required.

Vector Limited is a 75.1% owned subsidiary of Entrust which is the ultimate parent entity

for the group.

The primary operations of the group are electricity and gas distribution, natural gas and LPG

sales, gas processing, metering, telecommunications and new energy solutions.

02. Summary of significant

accounting policies://

Statement of complianceThe financial statements comply with New Zealand equivalents to International Financial Reporting

Standards (NZ IFRS), and other applicable Financial Reporting Standards, as appropriate for Tier 1

for-profit entities. They also comply with International Financial Reporting Standards.

Basis of preparationThe financial statements have been prepared in accordance with New Zealand Generally Accepted

Accounting Practice (NZ GAAP) as appropriate to Tier 1 for-profit entities.

They are prepared on the historical cost basis except for the following items, which are measured

at fair value:

—the identifiable assets and liabilities acquired in a business combination; and

—certain financial instruments, as disclosed in the notes to the financial statements.

The presentation currency is New Zealand dollars ($). All financial information has been rounded

to the nearest 100,000, unless otherwise stated.

The statements of profit or loss, other comprehensive income, cash flows and changes in equity

are stated exclusive of GST. All items in the balance sheet are stated exclusive of GST except for

trade receivables and trade payables, which include GST.

Significant accounting policies,

estimates and judgements

Vector’s management is required to make judgements, estimates, and apply assumptions that

affect the amounts reported in the financial statements. They have based these on historical

experience and other factors they believe to be reasonable. Actual results may differ from these

estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to

accounting estimates are recognised in the period in which the estimate is revised and in the

future periods affected.

Accounting policies, and information about judgements, estimations and assumptions that have

had a significant effect on the amounts recognised in the financial statements are disclosed in

the relevant notes as follows:

—Revenue recognition (Note 5)

—Consolidation basis and classification and valuation of investments (Note 12)

—Impairment and valuation of goodwill (Note 13)

—Property, plant and equipment: valuation and classification of expenses (Note 14)

—Provisions (Note 17)

—Borrowings: measurement bases (Note 18)

—Valuation of derivatives (Note 19)

—Financial risk management – impairment of financial instruments (Note 20)

—Business combinations (Note 25)

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

72

02. Summary of significant

accounting policies://

CONTINUED

New and amended accounting

standards adopted

—Disclosure Initiative (Amendments to IAS 7)

The group has adopted Disclosure Initiative (Amendments to IAS 7) in the current year.

The impact of the amendment is limited to disclosures only, requiring a disclosure of changes

in liabilities arising from financing activities. Refer to note 21.2.

03. Significant transactions

and events://

Significant transactions and events that have occurred during the year ending 30 June 2018:

Commerce Commission

settlement

On 7 July 2017, Vector and the Commerce Commission agreed the settlement of an over-

recovery of electricity revenue by Vector during the regulatory years ended 31 March 2014 and

31 March 2015.

The agreement was to effect the settlement through future price adjustments for the regulatory

years ending 31 March 2019 and 31 March 2020. Total value of the adjustments is approximately

$13.9 million, including accumulated interest of $3.8 million. Financially the adjustments will

impact the group’s reported revenues and interest costs over three financial years, commencing

in the current year ended 30 June 2018 (3 months), and subsequently in years ended 30 June

2019 (12 months) and 30 June 2020 (9 months).

InvestmentsmPrest Systems (2003) Limited

On 4 October 2017, Vector invested $14.0 million (US $10.0 million) into mPrest Systems (2003)

Limited (mPrest). The investment is accounted for as a financial asset on the Balance Sheet.

The mPrest technology allows utilities to better monitor, analyse, forecast and control energy

networks and connect traditional infrastructure like electricity lines and substations with new

technologies like solar and battery energy solutions. Vector is in the process of rolling out the

mPrest technology across its Auckland network to improve its services to its customers.

At 30 June 2018, Vector holds 7.8% of the issued capital in mPrest.

SolPho Limited

Vector Energy Solutions Limited acquired 100% of the shares in SolPho Limited for cash

consideration of $0.7 million on 1 November 2017. SolPho Limited owns one of the largest solar

arrays in New Zealand, and the power is sold via a long-term offtake agreement.

Aircon Direct Limited

E-Co Products Group Limited and its associated subsidiary acquired the business of Aircon Direct

Limited for cash consideration of $1.0 million on 22 September 2017. Aircon Direct Limited is a

provider of air conditioning and ventilation system services and represents a geographical

expansion to E-Co Products Group’s business.

Sale of investmentsNZ Windfarms Limited

On 23 February 2018, the group executed the unconditional sale of its 22.11% shareholding in NZ

Windfarms Limited, an NZX listed renewable power generation entity. The sale transaction settled

on 27 February 2018 for a total consideration of $6.4 million, representing the fair value of the

investment at the time of sale. No gains and losses arose from the sale.

Power Ledger Pty Limited

Vector purchased a 2.7% equity stake in Power Ledger Pty Limited (“PowerLedger”) for $0.4m

in the prior year and concurrently entered into a trial arrangement with the company to test its

blockchain peer-to-peer technology on Vector’s network. The equity stake was repurchased by

PowerLedger from Vector in the current year for a consideration of $1.4 million, giving rise to a gain

of $1.0 million. The trial arrangement between the two parties ended at the time of the repurchase.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

73

03. Significant transactions

and events://

CONTINUED

Sale of treasury sharesOn 9 November 2017, the group sold 4,244,923 treasury shares to various investors for a total

of $14.0 million, at $3.30 per share (a 2.9% discount to the closing price on 8 November 2017).

This resulted in a gain of $5.0 million which has been recorded within issued share capital in equity.

Debt programmeOn 25 October 2017, Vector issued a total of $415.8 million (US $300.0 million) of USD senior

notes maturing on 25 October 2027 and 25 October 2029 respectively.

On 26 October 2017, the group repaid $400.0 million of floating rate notes.

On 2 February 2018, Vector entered four new senior credit facilities to replace three facilities

maturing on 3 February 2018. The new facilities mature on 2 February 2021.

On 25 June 2018, Vector issued a further $140.0 million of fixed rate wholesale bonds. The bonds

have a fixed rate of 4.996% and mature on 14 March 2024.

DividendsVector Limited’s final dividend for the year ended 30 June 2017 of 8.00 cents per share was

paid on 15 September 2017, with a supplementary dividend of 1.41 cents per non-resident share.

The total dividend paid was $79.6 million.

Vector Limited’s interim dividend for the year ended 30 June 2018 of 8.25 cents per share

was paid on 11 April 2018, with a supplementary dividend of 1.46 cents per non-resident share.

The total dividend paid was $82.5 million.

Liquigas Limited, a subsidiary of the group, paid an interim dividend in December 2017 of

$0.6 million and a final dividend in June 2018 of $1.2 million to the company’s non-controlling

interests.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

74

04. Segment information://

SegmentsVector reports on three reportable segments in accordance with NZ IFRS 8 Operating Segments.

These segments are reported internally to the group chief executive and the board of directors.

This reporting is used to assess performance and make decisions about the allocation of resources.

The segments are unchanged from those reported in Vector’s Annual Report for the year ended

30 June 2017. The segments are:

Regulated Networks

Auckland electricity and gas distribution services.

Gas Trading Natural gas and LPG sales, storage and processing, and cogeneration.

Technology Metering services, telecommunications and new energy solutions.

Segment information is prepared and reported in accordance with Vector’s accounting policies.

Intersegment transactions included in the revenues and operating expenses for each segment are

on an arms’ length basis.

The Technology segment includes the financial performance of E-Co Products Group Limited,

SolPho Limited, PowerSmart NZ Limited and Aircon Direct Limited from the dates of acquisition.

Segment profitThe measures of segment profit reported to the group chief executive and the board of directors

are earnings before interest and tax and earnings before interest, tax, depreciation and

amortisation (EBITDA).

Corporate activitiesCorporate activities, comprising shared services and investments, earn revenues that are incidental

to Vector’s operations and do not meet the definition of an operating segment under NZ IFRS 8.

The results for corporate activities are reported in the reconciliations of segment information to

the group’s financial statements.

Interest costs (net), fair value change on financial instruments and associates (share of net profit/

(loss)) are reported as corporate activities and are not allocated to the segments.

Major customersVector engages with three major customers, each of which contribute greater than ten percent of

the group’s revenue. These customers are large energy retailers. For the year ended 30 June 2018,

the customers contributed $223.6 million (2017: $228.2 million), $177.2 million (2017: $177.6 million)

and $162.7 million (2017: $160.4 million) respectively, which is reported across all segments.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

75

04. Segment information://

CONTINUED

2018

REGULATED

NETWORKS

$M

GAS

TRADING

$M

TECHNOLOGY

$M

INTER-

SEGMENT

$M

TOTAL

$M

External revenue:

Sales

684.6290.3263.9–1,238.8

Third party contributions70.2–1.3–71.5

Other17.2–––17.2

Intersegment revenue4.2–8.4(12.6)–

Segment revenue776.2290.3273.6(12.6)1,327.5

External expenses:

Electricity transmission expenses

(220.6)–––(220.6)

Gas purchases and production expenses–(187.1)––(187.1)

Technology cost of sales––(78.5)–(78.5)

Network and asset maintenance(58.4)(16.9)(12.4)–(87.7)

Employee benefit expenses(15.1)(13.4)(31.4)–(59.9)

Other expenses(46.5)(33.5)(18.7)–(98.7)

Intersegment expenses(6.8)(5.0)(0.8)12.6–

Segment operating expenses(347.4)(255.9)(141.8)12.6(732.5)

Segment EBITDA428.834.4131.8–595.0

Depreciation and amortisation(115.0)(20.7)(76.2)–(211.9)

Segment profit/(loss)313.813.755.6–383.1

Segment capital expenditure245.817.193.7–356.6

During the year, the Technology segment delivered technology related network projects for Regulated Networks at a margin of

$0.7m. The assets are included in the segment capital expenditure for Regulated Networks. The $0.7m margin is included in the

segment information presented for Technology and has been eliminated in the reconciliation below.

Reconciliation to revenue, profit/(loss) before income tax and capital expenditure

reported in the financial statements:

2018

REVENUE

$M

PROFIT/(LOSS)

BEFORE

INCOME TAX

$M

CAPITAL

EXPENDITURE

$M

Reported in segment information1,327.5383.1356.6

Amounts not allocated to segments (corporate activities):

Revenue 0.90.9–

Employee benefit expenses– (28.6)–

Other operating expenses– (25.0)–

Elimination of margin on inter–segment transaction–(0.7)–

Depreciation and amortisation – (14.0)–

Interest costs (net)– (130.7)–

Fair value change on financial instruments– 3.1–

Associates (share of net profit/(loss))– (1.5)–

Capital expenditure– –24.6

Reported in the financial statements1,328.4186.6381.2

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

76

04. Segment information://

CONTINUED

2017

REGULATED

NETWORKS

$M

GAS

TRADING

$M

TECHNOLOGY

$M

INTER-

SEGMENT

$M

TOTAL

$M

External revenue:

Sales

674.8281.8202.9–1,159.5

Third party contributions61.2–1.1–62.3

Intersegment revenue5.9–10.0(15.9)–

Segment revenue741.9281.8214.0(15.9)1,221.8

External expenses:

Electricity transmission expenses

(212.6)–––(212.6)

Gas purchases and production expenses–(181.7)––(181.7)

Technology cost of sales––(35.7)–(35.7)

Network and asset maintenance(50.9)(20.0)(14.4)–(85.3)

Employee benefit expenses(16.0)(15.0)(26.0)–(57.0)

Other expenses(31.7)(21.9)(13.0)–(66.6)

Intersegment expenses(8.3)(6.3)(1.3)15.9–

Segment operating expenses(319.5)(244.9)(90.4)15.9(638.9)

Segment EBITDA422.436.9123.6–582.9

Depreciation and amortisation(103.5)(15.1)(68.9)–(187.5)

Segment profit/(loss)318.921.854.7–395.4

Segment capital expenditure210.632.7104.3–347.6

In March 2017, the Technology segment granted an indefeasible right of use (“IRU”) to the Regulated Networks segment for

the exclusive use of a network of fibre and fibre-associated telecommunications assets. The agreement is recognised as a finance

lease and replaces the previous telecommunications services agreement between the two segments. The impact is a reduction

in intersegment sales for the Technology segment and an equivalent reduction in intersegment expenses for the Regulated

Networks segment.

During the year, the Technology segment procured and sold $1.4 million of technology related network assets to Regulated Networks

at zero margin. The assets are included in the segment capital expenditure for Regulated Networks. The impact of the sale

transaction is not reflected in the segment information presented for Technology.

Reconciliation to revenue, profit/(loss) before income tax and capital expenditure

reported in the financial statements:

2017

REVENUE

$M

PROFIT/(LOSS)

BEFORE

INCOME TAX

$M

CAPITAL

EXPENDITURE

$M

Reported in segment information1,221.8395.4347.6

Amounts not allocated to segments (corporate activities):

Revenue

4.94.9–

Employee benefit expenses–(25.8)–

Other operating expenses–(25.3)–

Depreciation and amortisation –(12.1)–

Interest costs (net)–(137.3)–

Fair value change on financial instruments–1.6–

Associates (share of net profit/(loss))–1.6–

Capital expenditure––19.8

Reported in the financial statements1,226.7203.0367.4

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

77

05. Revenue://

NOTE

2018

$M

2017

$M

Sales 41,238.81,159.5

Third party contributions471.562.3

Other418.14.9

Total 1,328.41,226.7

PoliciesRevenue is measured at the fair value of consideration received, or receivable.

Revenue is recognised when:

—The amount of the revenue and the costs in respect of the transaction can be measured

reliably; and

—It is probable that the economic benefits of the transaction will flow to Vector.

Sales of goods are recognised when the risks and rewards of the goods have been transferred

to the buyer.

Sales of services are recognised as the services are delivered, or if applicable on a percentage

of completion basis.

Third party contributions towards the construction of property, plant and equipment are

recognised to reflect the percentage completion of the underlying construction activity.

JudgementsManagement must apply judgement where:

—The timing of customer payments for services does not coincide with the timing of delivery

of those services; and/or

—Multiple services are delivered under one contract.

New accounting standards

not yet adopted

NZ IFRS 15 Revenue from Contracts with Customers (including subsequent amendment)

NZ IFRS 15 applies to contracts to deliver goods and services to customers. Guiding principles

in the standard will affect when, how, and how much revenue is recognised in an entity’s financial

statements in any given reporting period. The standard and its subsequent amendment will

replace all existing IFRS guidance for revenue recognition. The most relevant to Vector are:

NZ IAS 18 Revenue, NZ IAS 11 Construction Contracts, and NZ IFRIC 18 Transfers of Assets

from Customers.

We approached our assessment of the impact of NZ IFRS 15 by analysing the key revenue

streams of each of the group’s three segments. Our findings have indicated the adoption of

NZ IFRS 15 will not have a material impact on the group financial statements.

Key considerations for each segment are as follows:

—Regulated Networks: timing and amount of third party contributions recognised each year.

—Gas Trading: pricing structures of gas contracts and determination of the appropriate

transaction price for a contract.

—Technology: identifying the performance obligations promised in metering services contracts

and determining the appropriate transaction price.

The group continues to assess the full impact of the standard, in anticipation of the standard

becoming mandatory for the group in financial year ended 30 June 2019.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

78

06. Operating expenses://

NOTE

2018

$M

2017

$M

Electricity transmission 4220.6212.6

Gas purchases and production 4187.1181.7

Technology cost of sales478.535.7

Network and asset maintenance487.785.3

Other direct expenses59.030.4

Employee benefit expenses488.582.8

Administration expenses20.016.1

Professional fees15.014.4

IT expenses15.014.4

Other indirect expenses 15.416.6

Total 786.8690.0

Fees paid to auditorsFees were paid to KPMG as follows:

—audit or review of financial statements: $506,000 (2017: $530,000);

—regulatory assurance: $366,000 (2017: $508,000);

—other audit fees: $50,000 (2017: $24,000)

Other audit fees include the audit of guaranteeing group financial statements, bond registers

and agreed upon procedures required by certain contractual arrangements.

There were no other services provided by KPMG during the year ended 30 June 2018

(2017: $16,000).

07. Interest costs (net)://

2018

$M

2017

$M

Interest expense133.0144.1

Capitalised interest(4.4)(4.8)

Interest income(2.2)(7.1)

Other4.35.1

Total 130.7137.3

PoliciesInterest costs (net) include interest expense on borrowings and interest income on funds invested

which are recognised using the effective interest rate method.

Capitalised interestVector has capitalised interest to PPE and software intangibles while under construction at an

average rate of 5.8% per annum (2017: 6.5%).

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

79

08. Fair value change on

financial instruments://

2018

$M

2017

$M

Fair value movement on hedging instruments 32.2(53.6)

Fair value movement on hedged items(29.1)56.3

Reclassification of investment in associate to financial asset–(1.1)

Total gains/(losses)3.11.6

09. Income tax expense/

(benefit)://

Reconciliation of income tax expense/(benefit)

2018

$M

2017

$M

Profit/(loss) before income tax186.6203.0

Tax at current rate of 28% 52.256.8

Current tax adjustments:

Non-deductible expenses

3.32.0

Relating to prior periods – depreciation method–17.2

Relating to prior periods – tax dispute settlement–(12.6)

Relating to prior periods – others1.9(6.1)

Relating to MEL Network Limited removal(16.7)–

Other(1.3)(3.1)

Deferred tax adjustments:

Relating to prior periods – depreciation method

–(17.2)

Relating to prior periods – tax dispute settlement–(2.5)

Relating to prior periods – others(2.6)(0.4)

Income tax expense/(benefit)36.834.1

Comprising:

Current tax

28.143.2

Deferred tax8.7(9.1)

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

80

09. Income tax expense/

(benefit)://

CONTINUED

Other adjustmentsMEL Network Limited removal

MEL Network Limited (MEL), a wholly owned subsidiary of Vector, was removed from the

Companies Office register on 27 March 2018. Following the removal, the related party advance

between MEL and Vector Limited was written off, resulting in an income tax benefit of $16.7m to

the group. A private binding ruling was obtained to confirm the tax benefit.

Prior period adjustmentsChange in depreciation method

The group recognised a $17.2 million income tax expense and an equivalent deferred income tax

credit in the prior year in relation to the group’s decision to change the tax depreciation method used

for property, plant and equipment from the diminishing value method to the straight-line method.

Tax dispute settlement

Vector recognised a $15.0 million income tax benefit as a prior period adjustment in the prior

year. The adjustment was made following a judgment made by the Court of Appeal in respect of

a tax dispute between Vector and the Inland Revenue. The dispute related to the tax treatment

of monies received from Transpower for various rights including access to Vector’s tunnel from

Penrose to Hobson and the transmission corridor on the North Shore. The Court of Appeal found

in favour of Vector.

PoliciesIncome tax expense/(benefit) comprises current and deferred tax and is calculated using rates

enacted or substantively enacted at balance date.

Current and deferred tax is recognised in profit or loss unless the tax relates to items in other

comprehensive income, in which case the tax is recognised as an adjustment in other

comprehensive income against the item to which it relates.

Imputation creditsThere are no imputation credits available for use as at 30 June 2018 (2017: nil), as the imputation

account has a debit balance as of that date.

10. Deferred tax://

Deferred tax liability/(asset)

NOTE

PPE AND

INTANGIBLES

$M

PROVISIONS

AND

ACCRUALS

$M

HEDGE

RESERVES

$M

OTHER

$M

TOTAL

$M

Balance at 1 July 2016493.2(10.2)(34.7)8.2456.5

Recognised in profit or loss(13.2)1.9–2.2(9.1)

Recognised in other comprehensive income––15.7–15.7

Recognised from business combinations12.4–––12.4

Balance at 30 June 2017492.4(8.3)(19.0)10.4475.5

Recognised in profit or loss23.5(11.3)–(3.5)8.7

Recognised in other comprehensive income––3.5–3.5

Recognised from business combinations25(1.1)–––(1.1)

Balance at 30 June 2018514.8(19.6)(15.5)6.9486.6

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

81

10. Deferred tax://

CONTINUED

The group’s deferred tax position is presented in the balance sheet as follows:

2018

$M

2017

$M

Deferred tax asset(0.1)(0.1)

Deferred tax liability486.7475.6

Total486.6475.5

PoliciesDeferred tax is:

—Recognised on temporary differences between the carrying amounts of assets and liabilities

for financial reporting purposes and the amounts used for taxation purposes.

—Not recognised for the initial recognition of goodwill.

—Measured at tax rates that are expected to be applied to the temporary differences when

they reverse.

11. Trade and other receivables://

2018

$M

2017

$M

Current

Trade receivables

71.677.4

Accrued revenues105.5101.9

Interest receivable17.313.2

Prepayments11.79.9

Other3.93.9

Balance at 30 June210.0206.3

Non-current

Other

0.1–

Balance at 30 June0.1–

At 30 June, the exposure to credit risk for trade and other receivables by type of counterparty was

as follows.

2018

$M

2017

$M

NOT CREDIT

IMPAIRED

CREDIT

IMPAIRED

NOT CREDIT

IMPAIRED

CREDIT

IMPAIRED

Business customers60.10.756.10.1

Mass market customers4.4–11.20.1

Third party asset damages0.43.92.12.9

Residential and other5.2–7.70.3

Total gross carrying amount70.14.677.13.4

Loss allowance(0.1)(3.0)(0.2)(2.9)

70.01.676.90.5

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

82

11. Trade and other receivables://

CONTINUED

The following table provides information about the exposure to credit risk and expected credit

losses for trade receivables as at 30 June.

2018

$M

2017

$M

CARRYING

AMOUNT

LOSS

ALLOWANCE

CARRYING

AMOUNT

LOSS

ALLOWANCE

Not past due56.5–60.80.2

Past due 1 – 30 days7.2–6.0–

Past due 31 – 120 days4.10.13.60.3

Past due more than 120 days3.83.07.02.6

Balance at 30 June71.63.177.43.1

PoliciesReceivables are initially recognised at fair value. They are subsequently adjusted for credit

impairment losses.

Discounting is not applied to receivables where collection is expected to occur within the next

twelve months.

Credit riskIn assessing credit losses for trade receivables, the group applies the simplified approach and

records lifetime expected credit losses (“ECLs”) on trade receivables.

Lifetime ECLs result from all possible default events over the expected life of a trade receivable.

The group considers the probability of default upon initial recognition of the trade receivable,

based on reasonable and available information on the group’s customers and groups of

customers. The group’s trade receivables are monitored in two groups: business customers,

and mass market residential customers.

In assessing ECLs on trade receivables the group considers both quantitative and qualitative

inputs. Quantitative data includes past collection rates, industry statistics, ageing of receivables,

and trading outlook. Qualitative inputs include past trading history with the group.

The group’s customer acceptance process includes a check on credit history, profitability, and

the customer’s external credit rating if available. Different levels of sale limits are also imposed

on customer accounts by nature.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

83

12. Investments://

JudgementsClassifying investments as either subsidiaries, associates, financial assets or joint operations

requires management to judge the degree of influence which the group holds over the investee.

These judgements impact upon the basis of consolidation accounting which is used to recognise

the group’s investments in the consolidated financial statements.

12.1 Investments in subsidiaries

Trading subsidiariesSignificant trading entities and holding companies in the group are listed below.

PERCENTAGE HELD

PRINCIPAL ACTIVITY20182017

Subsidiaries with 30 June balance date

NGC Holdings LimitedHolding company

100%100%

Vector Gas Trading LimitedNatural gas trading and processing100%100%

Vector Kapuni LimitedJoint operator – cogeneration plant100%100%

Liquigas LimitedBulk LPG storage, distribution, and management 60%60%

On Gas LimitedLPG sales and distribution100%100%

Vector Metering Data Services LimitedHolding company 100%100%

Advanced Metering Assets LimitedMetering services 100%100%

Advanced Metering Services LimitedMetering services 100%100%

Vector Advanced Metering Services (Australia) Pty

LimitedMetering services

100%100%

Vector Advanced Metering Assets (Australia) LimitedMetering services 100%100%

Arc Innovations LimitedMetering services 100%100%

Vector Communications LimitedTelecommunications 100%100%

Vector Energy Solutions LimitedHolding company100%100%

PowerSmart NZ LimitedEnergy solutions services100%100%

Vector ESPS Trustee LimitedTrustee company100%100%

Vector Energy Solutions (Australia) Pty LimitedEnergy solutions services100%100%

E-Co Products Group LimitedHolding company100%100%

Cristal Air International LimitedVentilation systems assembler and brand

franchisor

100%100%

HRV Home Solutions LimitedVentilation systems, water systems and

parts sales

100%100%

Ventilation Australia Pty LimitedHolding company100%100%

HRV Australia Pty LimitedVentilation system and parts sales100%100%

Energy Efficient Solutions NZ (2016) LimitedHome heating solutions sales100%100%

HVAC Hero 2016 LimitedWholesaler of systems and parts 100%100%

SolPho LimitedEnergy solutions services100%–

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

84

12. Investments://

CONTINUED

12.1 Investments in subsidiaries

CONTINUED

PoliciesSubsidiaries are entities controlled directly or indirectly by the parent. Vector holds over 50% of

the voting rights in all entities reported as subsidiaries. There are currently no indicators that

Vector does not have control consistent with these voting rights.

The financial statements of subsidiaries are reported in the financial statements using the

acquisition method of consolidation.

Intra-group balances and transactions between group companies are eliminated on consolidation.

GeographyAll subsidiaries are incorporated in New Zealand, except for the following which are incorporated

in Australia:

—Vector Advanced Metering Services (Australia) Pty Limited;

—Vector Energy Solutions (Australia) Pty Limited;

—Ventilation Australia Pty Limited;

—HRV Australia Pty Limited.

12.2 Investment in associate

PERCENTAGE HELD

ASSOCIATEPRINCIPAL ACTIVITYBALANCE DATE

COUNTRY OF

INCORPORATION20182017

Tree Scape LimitedVegetation management31 MarchNew Zealand50%50%

2018

$M

2017

$M

Carrying amount of associates

Balance at 1 July

9.615.6

Reclassification of investment in NZ Windfarms Limited

to financial asset

–(5.6)

Share of net profit/(loss) of associate(1.5)1.6

Dividends received–(2.0)

Balance at 30 June8.19.6

Equity accounted earnings of associate

Profit/(loss) before income tax

(2.1)2.2

Income tax benefit/(expense)0.6(0.6)

Share of net profit/(loss) of associate(1.5)1.6

Total recognised revenues and expenses(1.5)1.6

PoliciesAssociates are entities in which Vector has significant influence, but not control or joint control,

over the operating and financial policies. Vector holds over 20%, but not more than half, of the

voting rights in all entities reported as associates, and has assessed that there are currently no

indicators that Vector does not have significant influence consistent with these voting rights.

Where Vector has 50% voting rights in an entity reported as an associate, we have determined

that this does not constitute joint control as there is more than one combination of parties that

can achieve majority voting rights and control through board voting.

Investments in associates are reported in the financial statements using the equity method.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

85

12. Investments://

CONTINUED

12.3 Interest in joint operation

INTEREST HELD

JOINT OPERATIONPRINCIPAL ACTIVITYBALANCE DATE20182017

Kapuni Energy Joint VentureCogeneration plant operator30 June50%50%

PoliciesA joint operation is where Vector is a party to a joint arrangement, and has rights to the assets and

obligations for the liabilities relating to the arrangement.

Vector has assessed that the contractual arrangement governing the Kapuni Energy Joint Venture,

of which Vector Kapuni Limited is a party, meets the criteria of a joint arrangement, and that the

rights and obligations conferred by that contract meet the classification of a joint operation.

The interest in the joint operation is reported in the financial statements using the proportionate

method.

12.4 Other investments

mPrest Systems (2003) Limited

On 4 October 2017, Vector invested $14.0 million (US $10.0 million) into mPrest Systems (2003)

Limited. The investment is accounted for as a financial asset at fair value through other

comprehensive income (“OCI”) on the Balance Sheet.

At 30 June 2018, Vector holds 7.8% of the issued shares in mPrest Systems (2003) Limited.

The group has determined the fair value of the asset as $15.0 million at 30 June 2018, with the

upward movement of $1.0 million recognised in OCI. There have been no purchases, disposals,

issues or settlements made during the year.

For fair value measurement purposes, the financial asset is classified as level 3 on the fair value

hierarchy (see Note 20 for explanations of various levels in the hierarchy). The table below provides

information on how the fair value of the asset is determined.

DESCRIPTION

FAIR VALUE

2018

$M

VALUATION

TECHNIQUE

SIGNIFICANT

UNOBSERVABLE INPUTRANGE

SENSITIVITY OF FAIR

VALUE TO CHANGES

IN INPUT

Offshore private equity

investment

$15.0

Market

comparable

companies

approach

Enterprise value /

revenue multiple – a

multiple inferred from

financial information

of comparable public

companies operating

in the same geography.

Enterprise value /

revenue multiple

(times)

3.2 - 4.0

A 10% change in

the multiple used

will result in a $1.6

million change in

the fair value.

The group’s team of valuation specialists is responsible for establishing the appropriate valuation

techniques and inputs into the valuation models, including an assessment of any inputs obtained

from third party or market sources.

The valuation team report to the chief financial officer, and any significant valuation issues are

reported to the group’s audit committee.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

86

13. Intangible assets://

NOTE

CUSTOMER

INTANGIBLES

$M

EASEMENTS

$M

SOFTWARE

$M

TRADE

NAMES

$M

GOODWILL

$M

TOTAL

$M

Carrying amount 1 July 201613.014.554.7–1,198.11,280.3

Cost21.714.5229.1–1,198.11,463.4

Accumulated amortisation(8.7)–(174.4)––(183.1)

Transfers from PPE–1.824.9––26.7

Acquisition of business28.2–2.116.867.9115.0

Amortisation for the period(2.8)–(21.8)(0.2)–(24.8)

Carrying amount 30 June 201738.416.359.916.61,266.01,397.2

Cost49.916.3252.516.81,266.01,601.5

Accumulated amortisation(11.5)–(192.6)(0.2)–(204.3)

Transfers from PPE–0.524.4––24.9

Acquisition of business25––––3.63.6

Disposals––(0.1)––(0.1)

Amortisation for the period(4.5)–(23.1)(0.8)–(28.4)

Carrying amount 30 June 201833.916.861.115.81,269.61,397.2

Cost49.916.8276.616.81,269.61,629.7

Accumulated amortisation(16.0)–(215.5)(1.0)–(232.5)

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

87

13. Intangible assets://

CONTINUED

13.1 Goodwill

Goodwill by reportable segment

2018

$M

2017

$M

Regulated Networks1,050.21,021.5

Gas Trading156.8156.8

Technology62.687.7

Total 1,269.61,266.0

PoliciesGoodwill represents the excess of the consideration transferred over the fair value of Vector’s

share of the net identifiable assets of an acquired subsidiary.

Goodwill is carried at cost less accumulated impairment losses.

AllocationGoodwill is monitored internally at a group level. However, it is allocated to operating segments for

impairment testing purposes as this is the highest level permissible under NZ IFRS.

During the year ended 30 June 2018, the group has allocated a total of $28.7 million of goodwill

recognised through the acquisitions of E-Co Products Group Limited and PowerSmart NZ Limited

to the electricity cash generating unit (CGU) within the Regulated Networks segment.

Impairment testingGoodwill is tested at least annually for impairment against the recoverable amount of the

operating segments to which it has been allocated.

For all segments the recoverable amount of each segment to which goodwill is allocated exceeds

the net assets plus goodwill allocated. Therefore the group has determined that no impairment to

goodwill has occurred during the period.

JudgementsTo assess impairment, management must estimate the future cash flows of operating segments

including the CGUs that make up those segments. This entails making judgements including:

—the expected rate of growth of revenues;

—margins expected to be achieved;

—the level of future maintenance expenditure required to support these outcomes; and

—the appropriate discount rate to apply when discounting future cash flows.

AssumptionsThe recoverable amounts attributed to the electricity, gas distribution, metering, gas trading and

communications CGUs are calculated on the basis of value-in-use using discounted cash flow

models. Future cash flows are forecast based on actual results and business plans.

For the electricity, gas distribution and metering CGUs, a ten year period has been used due to

the long-term nature of the group’s capital investment in these businesses and the predictable

nature of their cash flows. A five year period has been used for the gas trading and

communications CGUs.

Terminal growth rates in a range of 1.0% to 2.0% (2017: 1.0% to 2.0%) and post-tax discount rates

between 4.8% to 9.0% (2017: 4.8% and 7.6%) are applied. Rates vary for the specific segment

being valued.

Projected cash flows for regulated businesses are sensitive to regulatory uncertainty. Estimated

future regulated network revenues and the related supportable levels of capital expenditure are

based on default price-quality path determinations issued by the Commerce Commission and are

in line with estimates published in the asset management plans.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

88

13. Intangible assets://

CONTINUED

13.2 Other intangible assets

PoliciesOther intangible assets are initially measured at cost, and subsequently stated at cost less any

accumulated amortisation and impairment losses.

Software, customer intangibles, and trade names have been assessed as having a finite life greater

than 12 months, and are amortised from the date the asset is ready for use on a straight line basis

over its estimated useful life. The estimated useful lives (years) are as follows:

Software 2 – 36

Customer intangibles 3 – 20

Trade names 20

Easements are not amortised, but are tested for impairment at least annually as part of the

assessment of the carrying values of assets against the recoverable amounts of the operating

segments to which they have been allocated.

14. Property, plant

and equipment (PPE)://

DISTRIBUTION

SYSTEMS

$M

ELECTRICITY

AND GAS

METERS

$M

LAND,

BUILDINGS

AND

IMPROVE-

MENTS

$M

COMPUTER

AND TELCO

EQUIPMENT

$M

OTHER

PLANT AND

EQUIPMENT

$M

CAPITAL

WORK IN

PROGRESS

$M

TOTAL

$M

Carrying amount 1 July 20162,752.1419.5167.2101.7114.6115.13,670.2

Cost3,609.9684.3195.2196.8200.7115.15,002.0

Accumulated depreciation (857.8)(264.8)(28.0)(95.1)(86.1)–(1,331.8)

Additions––––2.5367.4369.9

Acquisition of business––0.80.21.9–2.9

Transfers – Intangible assets–––––(26.6)(26.6)

Transfers – Other 221.973.08.417.324.0(344.6)–

Disposals(4.0)––(0.1)––(4.1)

Depreciation for the period(108.1)(43.6)(3.9)(11.2)(8.0)–(174.8)

Carrying amount 30 June 20172,861.9448.9172.5107.9135.0111.33,837.5

Cost3,818.4756.0204.7208.9229.0111.35,328.3

Accumulated depreciation(956.5)(307.1)(32.2)(101.0)(94.0)–(1,490.8)

Additions––––2.5381.2383.7

Acquisition of business0.6–––––0.6

Transfers – Intangible assets–––––(24.9)(24.9)

Transfers – Other 223.873.81.96.334.1(339.9)–

Disposals(3.7)–––––(3.7)

Depreciation for the period(120.3)(44.1)(3.7)(14.3)(15.1)–(197.5)

Carrying amount 30 June 20182,962.3478.6170.799.9156.5127.73,995.7

Cost4,028.1829.2206.6206.6265.6127.75,663.8

Accumulated depreciation(1,065.8)(350.6)(35.9)(106.7)(109.1)–(1,668.1)

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

89

14. Property, plant

and equipment (PPE)://

CONTINUED

PoliciesPPE is initially measured at cost, and subsequently stated at cost less depreciation and any

impairment losses. Cost may include:

—Consideration paid on acquisition

—Costs to bring the asset to working condition

—Materials used in construction

—Direct labour attributable to the item

—Interest costs attributable to the item

—A proportion of directly attributable overheads incurred

—If there is a future obligation to dismantle and/or remove the item, the costs of doing so

Capitalisation of costs stops when the asset is ready for use.

Subsequent expenditure that increases the economic benefits derived from the asset is capitalised.

Uninstalled assets are stated at the lower of cost and estimated recoverable amount.

Depreciation commences when an asset becomes available for use.

Depreciation of PPE, other than freehold land and capital work in progress, is calculated on a

straight line basis and expensed over the useful life of the asset. Useful lives are reviewed regularly

and adjusted as appropriate for the revised expectations.

Estimated useful lives (years) are as follows:

Buildings 40 – 100

Distribution systems 5 – 100

Leasehold improvements 5 – 20

Meters and meter inspections 2 – 40

Other plant and equipment 3 – 55

JudgementsManagement must apply judgement when evaluating:

—Whether costs relate to bringing the items to working condition

—The amount of overhead costs which can be reasonably directly attributed to the construction

or acquisition of an asset

—Whether subsequent expenditure on the asset increases the future economic benefits to be

obtained from that asset

—Whether any indicators of impairment have occurred which might require impairment testing

of the current carrying values

Capital commitmentsThe estimated capital expenditure for PPE and software intangibles contracted for at balance date

but not provided is $68.0 million for the group (2017: $52.6 million).

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

90

15. Operating leases://

2018

$M

2017

$M

Aggregate minimum lease payments under non-cancellable

operating leases where Vector is the lessee

Within one year

9.18.9

One to five years16.622.7

Beyond five years14.516.5

Total40.248.1

PoliciesPayments made under operating leases, where the lessors effectively retain the risks and benefits

of ownership, are recognised in profit or loss on a straight-line basis over the lease term.

Lease incentives received are recognised as an integral part of the total lease expense over the

term of the lease.

Lease of premisesThe majority of the operating lease commitments relate to the group’s leases of premises.

These, in the main, give the group the right to renew the lease at the end of the current lease term.

New accounting standards

not yet adopted

NZ IFRS 16 Leases

NZ IFRS 16 will replace all existing guidance on leases. Under NZ IFRS 16, an entity’s right to

control the use of an asset (analogous to an operating lease under NZ IAS 17 Leases) meets the

definition of, and is recognised as, an asset on the balance sheet. A lease liability reflecting future

lease payments is also recognised. Vector is a lessee in predominantly property and land leases.

NZ IFRS 16 is mandatory for the group’s financial year ended 30 June 2020 with early adoption

permitted if NZ IFRS 15 is also adopted. The group has elected to early adopt NZ IFRS 16 for the

financial year ended 30 June 2019.

NZ IFRS 16 will not have a material impact on the group’s net profit before tax. However, NZ IFRS

16 will require that the group recognises additional depreciation and interest expense in respect of

its leased assets and lease liabilities, with a corresponding decrease in operating expenses.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

91

16. Trade and other payables://

2018

$M

2017

$M

Current

Trade payables

160.2164.0

Deferred payables8.510.4

Employee benefits 15.615.9

Deferred income34.325.6

Finance leases0.30.4

Interest payable39.633.7

Balance at 30 June258.5250.0

Non-current

Deferred income

8.910.6

Deferred payables35.830.0

Finance leases0.20.4

Other non-current payables–0.5

Balance at 30 June44.941.5

Other payablesVector accrues employee benefits which remain unused at balance date, and amounts expected

to be paid under short-term cash bonus plans.

Deferred income includes third party contributions received in excess of those recognised in profit

or loss.

Deferred payables include third party rebates payable in excess of those paid in cash.

17. Provisions://

PROVISION FOR

DISTRIBUTION

TO CUSTOMERS

DECOMMISSIONING

PROVISIONS

$M

OTHER

$M

TOTAL

$M

Balance 1 July 2017–20.44.825.2

Additions16.60.43.020.0

Unwinding of discount–1.8–1.8

Balance at 30 June 201816.622.67.847.0

Comprising:

Current

16.6–7.824.4

Non-current–22.6–22.6

PoliciesA provision is recognised where the likelihood of a resultant liability is more probable than not, and

the amount required to settle the liability can be reliably estimated.

Decommissioning The decommissioning provisions represent the present value of the future expected costs for

dismantling the group’s gas treatment and cogeneration plants situated at Kapuni and depot

assets situated at various regions in New Zealand. Timing of economic outflows represents

management’s best estimate of the end of the useful life of the plant and associated assets.

Other provisionsThese provisions comprise amounts that may be required to be utilised within one year or a longer

period dependent on ongoing negotiations with third parties involved. There are currently no

foreseeable uncertainties which would be reasonably expected to lead to material changes in the

amounts provided.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

92

18. Borrowings://

2018CURRENCY

MATURITY

DAT E

FACE

VALUE

$M

UNAMORT-

ISED COSTS

$M

FAIR VALUE

ADJUSTMENT

ON HEDGED

RISK

$M

CARRYING

VALUE

$M

FAIR

VALUE

$M

Bank facilities – variable rateNZDMar 2020 – Feb 2021110.0(1.1)–108.9108.9

Capital bonds – 5.7% fixed rateNZD–307.2(1.3)–305.9324.9

Wholesale bonds – 4.996%

fixed rateNZDMar 2024

240.04.4–244.4244.1

Senior notes – fixed rateUSDSep 2019 – Sep 20291,112.9(2.6)52.61,162.91,150.7

Floating rate notes – variable rateNZDOct 2020350.0(1.0)–349.0342.4

Medium term notes – 7.625%

fixed rateGBPJan 2019

285.6(0.3)(61.1)224.2231.4

Balance at 30 June2,405.7(1.9)(8.5)2,395.32,402.4

2017CURRENCY

MATURITY

DAT E

FACE

VALUE

$M

UNAMORT-

ISED COSTS

$M

FAIR VALUE

ADJUSTMENT

ON HEDGED

RISK

$M

CARRYING

VALUE

$M

FAIR

VALUE

$M

Bank facilities – variable rateNZDFeb 2018 – Mar 202095.0(1.0)–94.094.1

Capital bonds – 5.7% fixed rateNZD–307.2(1.6)–305.6319.3

Wholesale bonds – 4.996%

fixed rateNZDMar 2024

100.0(0.3)–99.798.3

Senior notes – fixed rateUSDSep 2019 – Sep 2022697.2(1.4)23.5719.3711.3

Floating rate notes – variable rateNZDOct 2017 – Oct 2020750.0(1.6)–748.4736.0

Medium term notes – 7.625%

fixed rateGBPJan 2019

285.6(0.9)(81.3)203.4222.7

Balance at 30 June2,235.0(6.8)(57.8)2,170.42,181.7

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

93

18. Borrowings://

CONTINUED

PoliciesBorrowings are initially recorded at fair value, net of transaction costs. After initial recognition,

borrowings are measured at amortised cost with any difference between the initial recognised

amount and the redemption value being recognised in interest costs in profit or loss over the

period of the borrowing using the effective interest rate method.

The carrying value of borrowings includes the principal converted at contract rates (face value),

unamortised costs and a fair value adjustment for the component of the risk that is hedged. The

fair value is calculated by discounting the future contractual cash flows at current market interest

rates that are available for similar financial instruments. The fair value of all borrowings, calculated

for disclosure purposes, are classified as level 2 on the fair value hierarchy, explained further in

Note 20.

Bank facilitiesFour new floating rate bank facilities were added to replace the three facilities that matured in

February 2018. The new facilities mature in February 2021.

Capital bondsCapital bonds of $307.2 million are unsecured, subordinated bonds with the next election date set

as 15 June 2022. The interest rate was fixed at 5.7% at the previous election date of 15 June 2017.

Wholesale bondsIn June 2018, Vector issued a further $140.0 million of fixed rate wholesale bonds to the existing

$100.0 million wholesale bonds. The bonds have a fixed rate of 4.996% and mature in March 2024.

Senior notesIn October 2017, a total of $415.8 million (USD 300.0 million) of USD senior notes were issued.

$277.2 million (USD 200.0 million) matures in October 2027 and $138.6 million (USD 100.0

million) matures in October 2029.

Floating rate notesThe $350.0 million floating rate notes are credit wrapped by MBIA Insurance Corporation. In

October 2017, $400.0 million of floating rate notes were repaid and replaced by the October 2017

senior notes issue.

Medium term notesThe $285.6 million medium term notes are due to be repaid in January 2019. Vector has

sufficient undrawn facilities to provide liquidity cover for the refinancing.

CovenantsAll borrowings are unsecured and are subject to negative pledge arrangements and various lending

covenants. These have all been met for the years ended 30 June 2018 and 30 June 2017.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

94

19. Derivatives and

hedge accounting://

CASH FLOW HEDGESFAIR VALUE HEDGESCOST OF HEDGINGTOTAL

2018

$M

2017

$M

2018

$M

2017

$M

2018

$M

2017

$M

2018

$M

2017

$M

Derivative assets

Cross currency swaps––56.835.8(1.7)(3.7)55.132.1

Interest rate swaps1.45.9––––1.45.9

Forward exchange contracts0.1–––––0.1–

Total 1.55.956.835.8(1.7)(3.7)56.638.0

Derivative liabilities

Cross currency swaps

(65.9)(94.7)(0.4)(11.6)0.51.2(65.8)(105.1)

Interest rate swaps(51.0)(57.7)––––(51.0)(57.7)

Forward exchange contracts(0.2)(0.3)––––(0.2)(0.3)

Total (117.1)(152.7)(0.4)(11.6)0.51.2(117.0)(163.1)

Key observable market data for fair value measurement20182017

Foreign currency exchange (FX) rates as at 30 June

NZD-GBP FX rate

0.51230.5629

NZD-USD FX rate0.67660.7334

Interest rate swap rates

NZD1.89% to 3.03%1.85% to 3.36%

USD2.09% to 2.97%1.22% to 2.51%

GBP0.50% to 1.64%0.25% to 1.62%

Sensitivity to changes in market rates

2018

$M

2017

$M

Impact on comprehensive income:

Sensitivity to change in interest rates

-1% change in interest rates

(35.3)(42.6)

+1% change in interest rates33.939.0

Sensitivity to change in foreign exchange rates

-10% change in foreign exchange rates(8.0)(2.4)

+10% change in foreign exchange rates7.93.0

Impact on profit or loss:

Sensitivity to change in interest rates

-1% change in interest rates

(0.4)(1.4)

+1% change in interest rates0.31.2

Sensitivity to change in foreign exchange rates

-10% change in foreign exchange rates–2.8

+10% change in foreign exchange rates0.1(1.5)

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

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19. Derivatives and

hedge accounting://

CONTINUED

PoliciesVector initially recognises derivatives at fair value on the date the derivative contract is entered into,

and subsequently they are re-measured to their fair value at each balance date. All derivatives are

classified as level 2 on the fair value hierarchy explained in Note 20.

Fair value is calculated as the present value of the estimated future cash flows based on observable

interest yield curves and/or foreign exchange market prices. The carrying values of the financial

instruments are the fair values excluding any interest receivable or payable, which is separately

presented in the balance sheet in other receivables or other payables.

The resulting gain or loss on re-measurement is recognised in profit or loss immediately, unless

the derivative is designated and effective as a hedging instrument, in which case the timing of

recognition in profit or loss depends on the nature of the designated hedge relationship.

Vector designates certain derivatives as either:

—Fair value hedges (of the fair value of recognised assets or liabilities or firm commitments); or

—Cash flow hedges (of highly probable forecast transactions).

At inception each transaction is documented, detailing:

—The economic relationship and the hedge ratio between hedging instruments and hedged items;

—The risk management objectives and strategy for undertaking the hedge transaction; and

—The assessment (initially and on an ongoing basis) of whether the derivatives that are used in

the hedging transaction are highly effective in offsetting changes in fair values or cash flows of

hedged items.

The underlying risk of the derivative contracts is identical to the hedged risk component (i.e. the

interest rate risk and the foreign exchange risk) therefore the group has established a one-to-one

hedge ratio.

Hedge accounting is discontinued when the hedge instrument expires or is sold, terminated,

exercised, or no longer qualifies for hedge accounting.

Fair value hedgesVector has entered into cross currency interest rate swaps (the hedging instruments) to hedge the

interest rate risk and foreign currency risk (the hedged risk) arising in relation to its USD senior

notes (the hedged items). These transactions have been designated into fair value hedges.

The following are recognised in profit or loss:

—The change in fair value of the hedging instruments; and

—The change in fair value of the underlying hedged items attributable to the hedged risk.

Once hedging is discontinued, the fair value adjustment to the carrying amount of the hedged

item arising from the hedged risk is amortised through profit or loss from that date through to

maturity of the hedged item.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

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19. Derivatives and

hedge accounting://

CONTINUED

Cash flow hedgesVector has entered into interest rate swaps and cross currency interest rate swaps (the hedging

instruments) to hedge the variability in cash flows arising from interest rate and foreign currency

exchange rate movements in relation to its NZD floating rate notes, GBP medium term notes and

USD senior notes.

The effective portion of changes in the fair value of the hedging instruments are recognised in

other comprehensive income.

The following are recognised in profit or loss:

—any gain or loss relating to the ineffective portion of the hedging instrument; and

—fair value changes in the hedging instrument previously accumulated in other comprehensive

income, in the periods when the hedged item is recognised in profit or loss.

Once hedging is discontinued, any cumulative gain or loss previously recognised in other

comprehensive income is recognised in profit or loss either:

—at the same time as the forecast transaction; or

—immediately if the transaction is no longer expected to occur.

Market rate sensitivityAll derivatives are measured at fair value. A change in the market data used to determine fair

value will have an impact on Vector’s financial statements.

The table on the previous page shows the sensitivity of the financial statements to a range of

possible changes in the market data at balance date.

Rights to offsetVector enters into derivative transactions under International Swaps and Derivatives Association

(ISDA) master agreements. The ISDA agreements do not meet the criteria for offsetting in the

balance sheet for accounting purposes. This is because Vector does not have any currently legally

enforceable right to offset recognised amounts. Under the ISDA agreements the right to offset is

enforceable only on the occurrence of future events such as a default on the bank loans or other

credit events. The potential net impact of this offsetting is disclosed in column ‘amount after

applying rights of offset under ISDA agreements.’ Vector does not hold and is not required to post

collateral against its derivative positions.

2018

$M

2017

$M

DERIVATIVES

POSITION

AS PER

BALANCE

SHEET

AMOUNT

AFTER

APPLYING

RIGHTS OF

OFFSET

UNDER ISDA

AGREEMENTS

DERIVATIVES

POSITION

AS PER

BALANCE

SHEET

AMOUNT

AFTER

APPLYING

RIGHTS OF

OFFSET

UNDER ISDA

AGREEMENTS

Derivative assets56.610.638.0–

Derivative liabilities (117.0)(71.0)(163.1)(125.1)

Net amount(60.4)(60.4)(125.1)(125.1)

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

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19. Derivatives and

hedge accounting://

CONTINUED

19.1 Effects of hedge accounting on the financial position and performance

The tables below demonstrate the impact of hedged items and the hedging instruments designated in hedging relationships:

Cash flow hedges

2018

FACE VALUE

$M

WEIGHTED

AVERAGE

RATE

CARRYING

AMOUNT

ASSETS/

(LIABILITIES)

$M

CHANGE IN

FAIR VALUE

USED FOR

MEASURING

INEFFECTIVE-

NESS

$M

HEDGING

(GAIN)

OR LOSS

RECOGNISED

IN CASH

FLOW HEDGE

RESERVE

$M

HEDGE

INEFFECTIVE-

NESS

RECOGNISED

IN PROFIT

OR LOSS

$M

(GAIN)

OR LOSS

RECOGNISED

IN COST OF

HEDGING

$M

Interest risk

Hedged item: NZD floating

rate exposure on borrowings

(790.0)(49.0)

Hedging instrument: Interest

rate swaps

(1,100.0)4.2%(49.6)(49.6)49.6––

Interest and exchange risk

Hedged item: GBP fixed rate

exposure on borrowings

(285.6)(66.2)

Hedging instrument: Cross

currency swaps

(285.6)10.8%(65.6)(65.9)4.8–(0.3)

Total–

Cash flow hedges

2017

FACE VALUE

$M

WEIGHTED

AVERAGE

RATE

CARRYING

AMOUNT

ASSETS/

(LIABILITIES)

$M

CHANGE IN

FAIR VALUE

USED FOR

MEASURING

INEFFECTIVE-

NESS

$M

HEDGING

(GAIN)

OR LOSS

RECOGNISED

IN CASH

FLOW HEDGE

RESERVE

$M

HEDGE

INEFFECTIVE-

NESS

RECOGNISED

IN PROFIT

OR LOSS

$M

(GAIN)

OR LOSS

RECOGNISED

IN COST OF

HEDGING

$M

Interest risk

Hedged item: NZD floating

rate exposure on borrowings

(1,000.0)(52.8)

Hedging instrument: Interest

rate swaps

(1,420.0)5.0%(51.9)(51.9)51.9––

Interest and exchange risk

Hedged item: GBP fixed rate

exposure on borrowings

(285.6)(96.3)

Hedging instrument: Cross

currency swaps

(285.6)10.8%(94.0)(94.7)13.4–(0.7)

Total–

The NZD floating rate exposure includes $350.0 million from the floating rate notes (2017: $750.0 million) and $440.0 million

arising from hedging the USD senior bonds (2017: $250.0 million), as allowable under NZ IFRS 9.

The interest rate swaps include $310.0 million of forward starting swaps (2017: $420.0 million).

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

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19. Derivatives and

hedge accounting://

CONTINUED

19.1 Effects of hedge accounting on the financial position and performance CONTINUED

Fair value hedges

2018

FACE VALUE

$M

WEIGHTED

AVERAGE

RATE

$M

ACCUMULATED

FAIR VALUE

HEDGE

ADJUSTMENTS

$M

CARRYING

AMOUNT

ASSETS/

(LIABILITIES)

$M

CHANGE IN

FAIR VALUE

OF THE

HEDGED

ITEM

$M

CHANGE IN

FAIR VALUE

OF THE

HEDGING

INSTRUMENT

$M

CHANGE IN

VALUE IN

COST OF

HEDGING

$M

Interest and exchange risk

Hedged item: USD fixed rate

exposure on borrowings

(1,112.9)(52.6)(1,162.9)(29.1)

Hedging instrument: Cross

currency swaps

(1,112.9)floating55.032.21.8

Total(29.1)32.2

Fair value hedges

2017

FACE VALUE

$M

WEIGHTED

AVERAGE

RATE

$M

ACCUMULATED

FAIR VALUE

HEDGE

ADJUSTMENTS

$M

CARRYING

AMOUNT

ASSETS/

(LIABILITIES)

$M

CHANGE IN

FAIR VALUE

OF THE

HEDGED

ITEM

$M

CHANGE IN

FAIR VALUE

OF THE

HEDGING

INSTRUMENT

$M

CHANGE IN

VALUE IN

COST OF

HEDGING

$M

Interest and exchange risk

Hedged item: USD fixed rate

exposure on borrowings

(697.1)(23.5)(719.3)56.3

Hedging instrument: Cross

currency swaps

(697.1)floating21.0(53.6)(1.0)

Total56.3(53.6)

Hedging instruments and hedged items are included in the line items “Derivatives” and “Borrowings” respectively in the balance

sheet. Ineffectiveness is the sum of the change in fair value of the hedged item and the change in fair value of the hedging

instrument. The source of ineffectiveness is largely due to counterparty credit risk on the derivative instruments. Hedge

ineffectiveness is included in the “Fair value change on financial instruments” in the profit or loss.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

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19. Derivatives and

hedge accounting://

CONTINUED

19.2 Reconciliation of

changes in hedge reserves

Hedge reserves

2018

CASHFLOW

HEDGE

RESERVE

$M

COST OF

HEDGING

$M

TOTAL

$M

Opening balance47.21.849.0

Hedging gains or losses recognised in OCI33.2(1.4)31.8

Transferred to profit or loss(44.4)–(44.4)

Recognised as basis adjustment to non-financial assets0.2–0.2

Deferred tax on change in reserves3.10.43.5

Closing balance39.30.840.1

Hedge reserves

2017

CASHFLOW

HEDGE

RESERVE

$M

COST OF

HEDGING

$M

TOTAL

$M

Opening balance89.00.489.4

Hedging gains or losses recognised in OCI1.62.03.6

Transferred to profit or loss(59.5)–(59.5)

Recognised as basis adjustment to non-financial assets(0.1)–(0.1)

Deferred tax on change in reserves16.2(0.6)15.6

Closing balance47.21.849.0

20. Financial risk

management://

PoliciesFair value measurement hierarchy

Financial instruments measured at fair value are classified according to the following levels:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; or

Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset

or liability, either directly (prices) or indirectly (derived from prices); or

Level 3: Inputs for the asset or liability that are not based on observable market data

(unobservable inputs).

Risk management framework

Vector has a comprehensive treasury policy, approved by the board of directors, to manage

financial risks arising from business activity. The policy outlines the objectives and approach that

the group applies to manage:

—Interest rate risk;

—Credit risk;

—Liquidity risk;

—Foreign exchange risk; and

—Funding risk.

For each risk type, any position outside the policy limits requires the prior approval of the board

of directors. Each risk is monitored on a regular basis and reported to the board.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

100

20. Financial risk

management://

CONTINUED

20.1 Interest rate risk

Interest rate exposure

2018

< 1 YEAR

$M

1 – 2 YEARS

$M

2 – 5 YEARS

$M

> 5 YEARS

$M

TOTAL

$M

Interest rate exposure: borrowings745.6296.6707.7655.82,405.7

Derivative contracts:

Interest rate swaps

(1,070.0)(30.0)790.0310.0–

Cross currency swaps1,112.9(296.6)(400.5)(415.8)–

Net interest rate exposure788.5(30.0)1,097.2550.02,405.7

Interest rate exposure

2017

< 1 YEAR

$M

1 – 2 YEARS

$M

2 – 5 YEARS

$M

> 5 YEARS

$M

TOTAL

$M

Interest rate exposure: borrowings845.0285.6753.8350.52,234.9

Derivative contracts:

Interest rate swaps

(790.0)(230.0)600.0420.0–

Cross currency swaps697.1–(446.6)(250.5)–

Net interest rate exposure752.155.6907.2520.02,234.9

PoliciesVector is exposed to interest rate risk through its borrowing activities.

Interest rate exposures are managed primarily by entering into derivative contracts. The main

objectives are to minimise the cost of total borrowings, control variations in the interest expense

of the borrowings from year to year, and where practicable to match the interest rate risk profile

of the borrowings with the risk profile of the group’s assets.

The board of directors has set and actively monitors maximum and minimum limits for the net

interest rate exposure profile.

20.2 Credit risk

PoliciesCredit risk represents the risk of cash flow losses arising from counterparty defaults. Vector is

exposed to credit risk in the normal course of business from:

—Trade receivable transactions with business and mass market residential customers; and

—Financial instruments transactions with financial institutions.

The carrying amounts of financial assets represent the group’s maximum exposure to credit risk.

The group has credit policies in place to minimise the impact of exposure to credit risk and

associated financial losses:

—The board of directors must approve placement of cash, short-term cash deposits or

derivatives with financial institutions whose credit rating is less than A+. As at 30 June 2018,

all financial instruments are held with financial institutions with credit rating above A+;

—The board of directors sets limits and monitors exposure to financial institutions; and

—Exposure is spread across a range of financial institutions. Where we deem there is credit

exposure to energy retailers and customers, the group minimises its risk by performing credit

evaluations and/or requiring a bond or other form of security.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

101

20. Financial risk

management://

CONTINUED

20.3 Liquidity risk

Contractual cash flows maturity profile

2018

PAYABLE

<1 YEAR

$M

PAYABLE

1 – 2 YEARS

$M

PAYABLE

2 – 5 YEARS

$M

PAYABLE

>5 YEARS

$M

TOTAL

CONTRACTUAL

CASH FLOWS

$M

Non-derivative financial liabilities

Trade payables

168.710.722.42.7204.5

Borrowings: interest109.182.6161.891.2444.7

Borrowings: principal334.5288.21,118.3683.42,424.4

Derivative financial (assets)/liabilities

Cross currency swaps: inflow

(291.7)(330.0)(546.2)(524.3)(1,692.2)

Cross currency swaps: outflow349.7332.2498.3530.91,711.1

Forward exchange contracts: inflow(8.4)–––(8.4)

Forward exchange contracts: outflow8.5–––8.5

Net settled derivatives

Interest rate swaps

21.022.113.3(0.8)55.6

Group contractual cash flows691.4405.81,267.9783.13,148.2

Contractual cash flows maturity profile

2017

PAYABLE

<1 YEAR

$M

PAYABLE

1 – 2 YEARS

$M

PAYABLE

2 – 5 YEARS

$M

PAYABLE

>5 YEARS

$M

TOTAL

CONTRACTUAL

CASH FLOWS

$M

Non-derivative financial liabilities

Trade payables

174.48.021.90.1204.4

Borrowings: interest 87.784.0142.115.3329.1

Borrowings: principal400.0204.31,195.4348.22,147.9

Derivative financial (assets)/liabilities

Cross currency swaps: inflow

(47.4)(251.7)(497.4)(253.4)(1,049.9)

Cross currency swaps: outflow55.5336.8508.1257.91,158.3

Forward exchange contracts: inflow(23.5)–––(23.5)

Forward exchange contracts: outflow23.8–––23.8

Net settled derivatives

Interest rate swaps

29.217.517.8(3.4)61.1

Group contractual cash flows699.7398.91,387.9364.72,851.2

The above table shows the timing of non-discounted cash flows for all financial instrument liabilities and derivatives.

The cash flows for capital bonds, included in borrowings, are disclosed as payable within 2 – 5 years as the next election date set for

the capital bonds is 15 June 2022 and the bonds have no contractual maturity date.

PoliciesVector is exposed to liquidity risk where there is a risk that the group may encounter difficulty in

meeting its day to day obligations due to the timing of cash receipts and payments.

The objective is to ensure that adequate liquid assets and funding sources are available at all times

to meet both short term and long term commitments. The board has set a minimum headroom

requirement for committed facilities over Vector’s anticipated 18 month peak borrowing requirement.

At balance date, in addition to short-term deposits, Vector has access to undrawn funds of

$545.0 million (2017: $530.0 million).

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

102

20. Financial risk

management://

CONTINUED

20.4 Foreign exchange risk

Policies Vector is exposed to foreign exchange risk through its borrowing activities, foreign currency

denominated expenditure, and through our Australian subsidiaries.

Foreign exchange exposure is primarily managed through entering into derivative contracts.

The board of directors requires that all significant foreign currency borrowings and expenditure

are hedged into NZD at the time of commitment to drawdown or when the exposure is highly

probable. Hence, at balance date there is no significant exposure to foreign currency risk.

20.5 Funding risk

PoliciesFunding risk is the risk that Vector will have difficulty refinancing or raising new debt on

comparable terms to existing facilities. The objective is to spread the concentration of risk

so that if an event occurs the overall cost of funding is not unnecessarily increased. Details

of borrowings are shown in Note 18.

The board of directors has set the maximum amount of debt that may mature in any one

financial year.

21. Cash flows://

21.1 Reconciliation of net profit/

(loss) to net cash flows from/

(used in) operating activities

Reconciliation of net profit/(loss) to net cash flows from/

(used in) operating activities

NOTE

2018

$M

2017

$M

Net profit/(loss) for the period149.8168.9

Items classified as investing activities

Net loss/(gain) on disposal of PPE and software intangibles

2.44.3

Net loss/(gain) on sale of investments(1.1)–

1.34.3

Non-cash items

Depreciation and amortisation

225.9199.6

Non-cash portion of interest costs (net)1.7(3.8)

Fair value change on financial instruments8(3.1)(1.6)

Associates (share of net (profit)/loss)12.21.5(1.6)

Increase/(decrease) in deferred tax 8.6(9.1)

Increase/(decrease) in provisions21.4(1.3)

Other non-cash items0.4–

256.4182.2

Cash items not impacting net profit/(loss)

Dividend received from associate

12.2–2.0

Changes in assets and liabilities

Trade and other payables

35.08.2

Inventories(1.2)(2.0)

Trade and other receivables(18.2)(11.2)

Income tax (33.2)(16.7)

(17.6)(21.7)

Net cash flows from/(used in) operating activities389.9335.7

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

103

21. Cash flows://

CONTINUED

21.2 Reconciliation of movement

of liabilities to cash flows arising

from financing activities

Reconciliation of movement of

liabilities to cash flows arising from

financing activities

FINANCE

LEASESBORROWINGSDERIVATIVESTOTAL

As at 1 July 20170.82,170.4125.12,296.3

Net draw downs–170.8–170.8

Other financing cash flows(0.4)(1.7)–(2.1)

Financing cash flows(0.4)169.1–168.7

Fair value changes–49.3(64.7)(15.4)

Premium received5.15.1

Borrowing fees paid–(3.7)–(3.7)

Amortisation of debt raising costs–5.1–5.1

New finance leases0.1––0.1

As at 30 June 20180.52,395.360.42,456.2

New accounting standard

adopted

The group has adopted the disclosure requirements in Disclosure Initiative (Amendments to

IAS 7). The table above provides an explanation of changes in the group’s liabilities for which

cash flows have been classified as financing activities in the cash flow statement.

21.3 Cash and cash equivalents

PoliciesCash and cash equivalents are carried at amortised cost less an allowance for expected

credit losses.

Cash and cash equivalents includes deposits that are on call.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

104

22. Equity://

22.1 Share Capital

SharesThe total number of authorised and issued shares is 1,000,000,000 (2017: 1,000,000,000).

All ordinary issued shares are fully paid, have no par value and carry equal voting rights and equal

rights to a surplus on winding up of the parent.

At balance date 86,148 shares (2017: 109,090) are allocated to the employee share purchase

scheme.

22.2 Capital Management

PoliciesVector’s objectives in managing capital are:

—To safeguard the ability of entities within the group to continue as a going concern;

—To provide an adequate return to shareholders by pricing products and services commensurate

with the level of risk; and

—Maintain an investment grade credit rating.

Vector manages and may adjust its capital structure in light of changes in economic conditions

and for the risk characteristics of the underlying assets. To achieve this Vector may:

—Adjust its dividend policy;

—Return capital to shareholders;

—Issue new shares; or

—Sell assets to reduce debt.

Vector primarily monitors capital on the basis of the gearing ratio.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

105

22. Equity://

CONTINUED

22.3 Financial ratios

Earnings per share

2018

$M

12 MONTHS

2017

$M

12 MONTHS

Net profit attributable to owners of the parent 148.265.8

Weighted average ordinary shares outstanding during the period

(number of shares)

998,370,185995,651,036

Total earnings per share14.8 cents16.7 cents

Net tangible assets per share

2018

$M

2017

$M

Net assets attributable to owners of the parent 2,440.42,430.6

Less total intangible assets (1,398.2)(1,399.6)

Total net tangible assets1,042.21,031.0

Ordinary shares outstanding (number of shares)999,913,852995,645,987

104.2 cents103.5 cents

Economic net debt to economic net debt plus adjusted equity

ratio (“gearing ratio”)

2018

$M

2017

$M

Face value of borrowings2,405.72,235.0

Less cash and cash equivalents(27.9)(14.9)

Economic net debt2,377.82,220.1

Total equity2,457.92,448.3

Adjusted for hedge reserves40.149.0

Adjusted equity 2,498.02,497.3

Economic net debt plus adjusted equity 4,875.84,717.4

48.8%47.1%

22.4 Reserves

Hedge reservesHedge reserves comprise the cash flow hedge reserve and cost of hedging.

The cash flow hedge reserve records the effective portion of changes in the fair value of

derivatives that are designated as cash flow hedges.

The gain or loss relating to the ineffective portion is recorded in profit or loss within interest

costs (net).

During the year, $44.4 million (2017: $59.5 million) was transferred from the cash flow hedge

reserve to interest expense.

Cost of hedging records the change in the fair value of the cost to convert foreign currency into

New Zealand dollars as required under NZ IFRS 9.

Other reservesOther reserves comprise:

—A share-based payment reserve relating to the employee share purchase scheme. When

shares are vested to the employee, the reserve is offset with a reduction in treasury shares.

—A foreign currency translation reserve to record exchange differences arising from the

translation of the group’s foreign operations.

—A reserve recording the group’s share of its associates other comprehensive income.

—A reserve to record the fair value movements in the group’s investments in financial assets.

2018
NOTES TO THE FINANCIAL STATEMENTS

continued

Vector://AR 18

106

23. Related party

transactions://

2018

$M

2017

$M

Transactions with Entrust

Dividends paid

122.0120.2

2018

$M

2017

$M

Transactions with associates and joint operations

Purchases of electricity and steam from KEJV

8.97.8

Sale of gas to KEJV9.48.3

Sales of operations and maintenance services to KEJV 1.71.9

Sales of administration and other services to KEJV0.10.1

Purchase of vegetation management services from

Tree Scape Limited

7.46.8

Dividends received from Tree Scape Limited–2.0

Directors’ fees received from Tree Scape Limited0.10.1

Transactions with key management personnel

Salary and other short-term employee benefits

5.45.5

Directors’ fees0.90.9

Related partiesRelated parties of the group include the associates and joint operations disclosed in Note 12, the

ultimate parent entity (Entrust) and key management personnel (directors and the executive team).

OtherThe group may transact on an arms’ length basis with companies in which directors have a

disclosed interest.

Receivables/ (Payables)

2018

$M

2017

$M

Tree Scape Limited–(0.7)

KEJV0.30.5

2018
Vector://AR 18107

NOTES TO THE FINANCIAL STATEMENTS

continued

24. Contingent liabilities://

DisclosuresThe directors are aware of claims that have been made against entities of the group and, where

appropriate, have recognised provisions for these within Note 17 of these financial statements.

No material contingent liabilities have been identified.

25. Business combinations://

In the prior year, Vector Energy Solutions Limited and its subsidiary, Vector Contracting Services

Limited acquired 100% of the voting shares in E-Co Products Group Limited (“E-Co Products”)

and the business and net assets of PowerSmart NZ Limited (“PowerSmart”) respectively.

In the prior year, goodwill was recognised based on provisional fair values of the assets and

liabilities acquired at the time of acquisition. On the date of acquisition, Vector repaid $15.4 million

of E-Co Products’ liabilities. The repayment was treated as a separate transaction.

The table below sets out the final fair values of assets and liabilities acquired. The measurement

period ended on 31 March 2018, 12 months after acquisition date.

2018

$M

2017

$M

Fair value of net assets acquired at acquisition date

Net working capital

(0.4)0.9

Property, plant and equipment (including software)5.05.0

Identifiable intangible assets 45.045.0

Deferred tax liability(11.3)(12.4)

Bank debt and other liabilities(17.9)(15.4)

Goodwill70.767.9

Net assets and liabilities acquired91.191.0

Cash paid 31 March 201792.092.0

Post-acquisition adjustment(0.9)(1.0)

Total consideration91.191.0

26. Events after balance date://

ApprovalThe financial statements were approved by the board of directors on 23 August 2018.

Final dividendOn 23 August 2018, the board declared a final and fully imputed dividend for the year ended

30 June 2018 of 8.0 cents per share.

No adjustment is required to these financial statements in respect of this event.

2018
Vector://AR 18108

INDEPENDENT AUDITOR’S REPORT




© 2018 KPMG, a New Zealand partnership and a member firm of the KPMG network of independent

member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity.


Combined Independent Auditor’s and

Assurance Report

General

Our assurance procedures consisted of the audit of the consolidated financial statements of Vector Limited and

limited assurance procedures on Greenhouse Gas Baseline Totals presented in Vector Limited’s annual report for

the period ending 30 June 2018.

Independent Auditor’s Report

To the shareholders of Vector Limited

Report on the consolidated financial statements

Opinion

In our opinion, the accompanying consolidated

financial statements of Vector Limited and its

subsidiaries (the “Group”) on pages 65 to 107:

i. present fairly in all material respects the Group’s

financial position as at 30 June 2018

ii. its financial performance and cash flows for the

year ended on that date; and

iii. comply with New Zealand equivalents to

International Financial Reporting Standards (NZ

IFRS) and International Financial Reporting

Standards.

We have audited the accompanying consolidated

financial statements which comprise:

— the consolidated balance sheet as at 30 June

2018;

— the consolidated profit or loss and statement of

other comprehensive income, statement of

changes in equity, and statement of cash flows

for the year then ended; and

— notes, including a summary of significant

accounting policies and other explanatory

information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (“ISA’s (NZ)”). 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 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 and the IESBA Code.

Our responsibilities under International Standards on Auditing (New Zealand) are further described in the Auditor’s

Responsibilities for the audit of the consolidated financial statements section of our report.

Our firm has also provided other services to the Group in relation to regulatory and other assurance services. Subject to

certain restrictions, partners and employees of our firm may also deal with the Group on normal terms within the ordinary

course of trading activities of the business of the Group. These matters have not impaired our independence as auditor of

the Group. The firm has no other relationship with, or interest in, the Group.

2018
Vector://AR 18109

INDEPENDENT AUDITOR’S REPORT








Materiality

The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the

nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually

and on the consolidated financial statements as a whole. The materiality for the consolidated financial statements

as a whole was set at $9 million. This was determined with reference to a benchmark of Group profit before

income tax. We chose profit before income tax as the benchmark as the Group is a profit oriented business and in

our view, this is a key measure of the of the Group’s performance.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the Group’s financial statements in the current period. We summarise below those matters and our key audit

procedures to address those matters in order that the shareholders as a body may better understand the process

by which we arrived at our audit opinion. Our procedures were undertaken in the context of and solely for the

purpose of our statutory audit opinion on the consolidated financial statements as a whole and we do not express

discrete opinions on separate elements of the consolidated financial statements.

The key audit matter How the matter was addressed in our audit

1. Capitalisation and asset lives (Property, plant and equipment of $3,996 million, with additions during the

year of $384 million). Refer to Note 14 of the financial statements.

Capitalisation of costs and useful lives

assigned to these assets are a key audit

matter due to the significance of property,

plant and equipment to the Group’s

business, and due to the judgement

involved in determining the carrying value

of these assets, principally:

— the decision to capitalise or expense

costs relating to the electricity and

gas distribution networks. This

decision depends on whether the

expenditure is considered to enhance

the network (and therefore capital), or

to maintain the current operating

capability of the network (and

therefore an expense); and

— the estimation of the useful life of the

asset once the costs are capitalised.

Estimated lives range between 2 and

100 years, resulting from the diversity

of property, plant and equipment

across a portfolio of businesses.

There is also judgment when

estimating asset lives due to the

uncertainty of the impact of

technological change.

Our audit procedures in this area included, among others:


examining the operating effectiveness of controls related to the

approval of capital projects;

— assessing the nature of capitalised costs by checking a sample

of costs to invoice to determine whether the description of the

expenditure met the capitalisation criteria in the relevant

accounting standards;

— assessing the useful economic lives stated in the accounting

policies of the Group by comparing to industry benchmarks and

our knowledge of the business and its operations; and

— assessing whether the useful economic lives of each individual

asset capitalised in the current period was within the stated

policies.

We found no material errors in the amounts capitalised in the period

and that the estimated useful lives of assets were within an

acceptable range when compared to those used in the industry.

2018
Vector://AR 18110

INDEPENDENT AUDITOR’S REPORT

continued








The key audit matter How the matter was addressed in our audit

2. Impairment assessment of a) the Gas Trading and b) the Regulated Networks cash generating units

(inclusive of $1,207 million of goodwill). Refer to Note 13 of the financial statements

We considered the impairment

assessment of the Gas Trading cash

generating unit (CGU), including $ 157m of

goodwill, to be a key audit matter due to

the continued low margin trading

environment and also in the context of the

impairment of $64 million recorded in 30

June 2016 period.

We also considered the impairment

assessment of the Regulated Networks

CGUs to be a key audit matter due to the

significance of goodwill of $1,050 million

to the financial position of the Group and

the significant judgment used to estimate

future pricing of the regulated revenue

streams beyond the timeframe of the

current Commerce Commission

regulatory price paths.

The procedures we performed to evaluate the impairment

assessments included:

— assessing whether the methodology adopted in the discounted

cash flow models was consistent with accepted valuation

approaches within the energy industry;

— evaluating the significant future cash flow assumptions by

comparing to historical trends, customer contracts and supplier

agreements, Asset Management Plans, regulatory pricing

models and budgets;

— comparing the discount rates applied to the estimated future

cash flows and the terminal growth rates to relevant

benchmarks using our own valuation specialists;

— challenging the above assumptions and judgements by

performing sensitivity analysis, considering a range of likely

outcomes based on various scenarios; and

— comparing the Group’s total net assets as at 30 June 2018 of

$2,458 million to its market capitalisation of $3,390 million at 30

June 2018 which implied total headroom of $932 million.

For each CGU we found the methodology to be consistent with

industry norms. We found:

— the discount and terminal growth rates were in an acceptable

industry range;

— future cash flow assumptions to be supportable by comparison

to the sources we considered above; and

— the overall comparison of the Group’s net assets to market

capitalisation did not indicate an impairment.

3. Valuation of investments in new energy technologies and markets as part of the Group’s strategy to

‘Create a New Energy Future’

During the 18 months ending 30 June

2018 the Group has invested circa $210

million in new energy technologies and

markets as part of its strategy to ’Create a

New Energy Future’, including but not

limited to:

— acquisitions of E-Co Products Group

Limited and PowerSmart NZ Limited

(refer Note 25 of the financial

statements);

— investment in mPrest Systems (2003)

Limited in October 2017; and

The procedures we performed to conclude on the valuation

assessments included:

— understanding the sale and purchase agreement for the

acquisitions, critically assessing the approach and assumption

used to identify and value the respective intangible assets and

understanding the intrinsic value that is represented by the

resulting goodwill;

— evaluating the performance of the Australian metering business,

in particular understanding the status and critically challenging

the expected future outlook of the Group’s bids for meter data

and deployment contracts with Australian energy retailers

2018
Vector://AR 18111

INDEPENDENT AUDITOR’S REPORT

continued








The key audit matter How the matter was addressed in our audit

— continued investment in developing a

presence in the Australian electricity

metering market to coincide with

changes to the market regulation and

structure.

We consider the valuation of investments

in new energy technologies and markets

to be a key audit matter because of the

judgement involved whether through;

— valuing intangible assets and goodwill

acquired in a business or asset

purchase;

— assessing the fair value of

investments, when carried at fair

value, in absence of a listed-market

reference; or

— considering impairment in markets

where the future outcomes are more

uncertain than in the Group’s

established businesses.


relating to the “Power of Choice” regime that came into effect

from 1 December 2017;

— assessing whether there are indicators of impairment in respect

of any of these investments; and

— assessing the fair value of mPrest.

We did not identify any material errors in the valuations attributed to

the investments in the new non-regulated activities outlined

opposite.


Use of this Independent Auditor’s Report

This report is made solely to the shareholders as a body. Our audit work has been undertaken so that we might

state to the shareholders those matters we are required to state to them in the 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 shareholders as a body, for our audit work, this report or any of the opinions we have formed.

Responsibilities of the Directors for the consolidated financial

statements

The Directors, on behalf of Vector Limited, are responsible for:

— the preparation and fair presentation of the consolidated financial statements in accordance with generally

accepted accounting practice in New Zealand (being NZ IFRS) and International Financial Reporting Standards;

— implementing necessary internal control to enable the preparation of consolidated financial statements that are

fairly presented and free from material misstatement, whether due to fraud or error; and

— assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to

going concern and using the going concern basis of accounting unless they either intend to liquidate or to

cease operations, or have no realistic alternative but to do so.

2018
Vector://AR 18112

INDEPENDENT AUDITOR’S REPORT

continued








Auditor’s Responsibilities for the Audit of the consolidated financial

statements

Our objective is:

— 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 International Standards on Auditing (New Zealand) will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they

could reasonably be expected to influence the economic decisions of users taken on the basis of these

consolidated financial statements.

A further description of our responsibilities for the audit of these consolidated financial statements is located at the

External Reporting Board (XRB) website at:

https://www.xrb.govt.nz/Site/Auditing_Assurance_Standards/Current_Standards/Page1.aspx

This description forms part of our Independent Auditor’s Report.

Independent Limited Assurance Report

To the Directors of Vector Limited

Report on the Greenhouse Gas Baseline Totals

Conclusion

Based on our limited assurance engagement, which is not a reasonable assurance engagement or an audit,

we have not become aware of any matter that would lead us to believe that the Greenhouse Gas Baseline

Totals (“GHG Baseline”) presented in Vector’s Limited’s Greenhouse Gas Statement (“GHG Statement”)

has not, in all material respects, been prepared in accordance with the Greenhouse Gas Protocol (“the

Protocol”) for the period of 1 July 2017 to 30 June 2018.


Information subject to assurance

We have performed an engagement to provide limited assurance in relation to Vector Limited (“Vector”)

Greenhouse Gas Baseline Totals (“GHG Baseline”), presented in Vector’s Limited’s Greenhouse Gas Statement

(“GHG Statement”) that Vector has prepared, in all material respects, in accordance with the Greenhouse Gas

Protocol (“the Protocol”) for the period of 1 July 2017 to 30 June 2018 (“the reporting period”).

Criteria

The scope of our limited assurance services was Vector’s GHG Baseline, prepared in accordance with the Protocol

and presented in the GHG Statement for the period 1 July 2017 to 30 June 2018.

The operations included in the scope were those deemed by Vector to be within their current operational control

boundary. The scope of our services excluded greenhouse gas emissions outside of the reporting period and

outside of Vector’s designated control boundary.

2018
Vector://AR 18113

INDEPENDENT AUDITOR’S REPORT

continued









Standards we followed

We conducted our limited assurance engagement in accordance with International Standard on Assurance

Engagements (New Zealand) 3410 Assurance Engagements on Greenhouse Gas Statements (“ISAE (NZ) 3410”).

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion.

In accordance with this standard we have:

— used our professional judgement to plan and perform the engagement to obtain limited assurance that the

information subject to assurance is free from material misstatement, whether due to fraud or error

— considered relevant internal controls when designing our assurance procedures, however we do not express a

conclusion on the effectiveness of these controls; and

— ensured that the engagement team possess the appropriate knowledge, skills and professional competencies.

The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in

extent than for a reasonable assurance engagement. Consequently the level of assurance obtained in a limited

assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable

assurance engagement been performed.

Restriction of distribution and use

Our report should not be regarded as suitable to be used or relied on by any party s other than Vector for any

purpose or in any context. Any party other than Vector who obtains access to our report or a copy thereof and

chooses to rely on our report (or any part thereof) will do so at its own risk.

To the fullest extent permitted by law, we accept or assume no responsibility and deny any liability to any party

other than Vector for our work, for this independent limited assurance report, or for the conclusions we have

reached.

Our report is released to Vector on the basis that it shall not be copied, referred to or disclosed, in whole (save for

Vector’s own internal purposes) or in part, without our prior written consent.

Directors’ responsibility for the GHG Baseline Totals and GHG Statement

The Directors of Vector are responsible for the preparation and fair presentation of the GHG Baseline presented in

Vector’s GHG Statement in accordance with the Protocol. This responsibility includes such internal control as the

Directors determine is necessary to enable the preparation of the GHG Statement that is free from material

misstatement whether due to fraud or error.

Our responsibility

Our responsibility is to express a conclusion to the Directors on the preparation and presentation of the GHG

Baseline presented in Vector’s GHG Statement in accordance with the Protocol.

Our independence and quality control

We have complied with the independence and other ethical requirements of Professional and Ethical Standard 1

(Revised) issued by the New Zealand Auditing and Assurance Standards Board, which is founded on fundamental

principles of integrity, objectivity, professional competence and due care, confidentiality and professional

behaviour.

The firm applies Professional and Ethical Standard 3 (Amended) and accordingly maintains a comprehensive

system of quality control including documented policies and procedures regarding compliance with ethical

requirements, professional standards and applicable legal and regulatory requirements.

Our firm has also provided other services to Vector. Subject to certain restrictions, partners and employees of our

firm may also deal with Vector on normal terms within the ordinary course of trading activities of the business of

Vector. These matters have not impaired our independence as assurance providers of Vector for this engagement.

The firm has no other relationship with, or interest in, Vector.

2018
Vector://AR 18114

INDEPENDENT AUDITOR’S REPORT

continued








Other Information

The Directors, on behalf of the Group, are responsible for the other information included in the entity’s Annual

Report. Other information may include the Chairman and Chief Executive reports, the financial performance trends

and disclosures relating to corporate governance and statutory information. Our opinion on the consolidated

financial statements does not cover any other information and we do not express any form of assurance

conclusion thereon.

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 materially

misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this

other information, we are required to report that fact. We have nothing to report in this regard.






Malcolm Downes – Audit Partner

David Sutton – Assurance Partner

For and on behalf of

KPMG

Auckland

23 August 2018


2018
STATUTORY INFORMATION

Vector://AR 18

115

Interests register

Each company in the group is required to maintain an interests register in which the particulars of

certain transactions and matters involving the directors must be recorded. The interests registers

for Vector Limited and its subsidiaries are available for inspection at their registered offices.

Particulars of entries in the interests registers made during the year ended 30 June 2018 are set

out in this Statutory Information section.

Information used by directors

During the financial year there were no notices from directors of Vector Limited, or any subsidiary,

requesting to use information received in their capacity as a director which would not otherwise

have been available to them.

Indemnification and insurance of directors and officers

As permitted by the constitution and the Companies Act 1993, Vector Limited has indemnified its

directors, and those directors who are directors of subsidiaries against potential liabilities and costs

they may incur for acts or omissions in their capacity as directors. In addition, Vector Limited has

indemnified certain senior employees against potential liabilities and costs they may incur for acts

or omissions in their capacity as employees of Vector Limited, or directors of Vector subsidiaries.

During the financial year, Vector Limited paid insurance premiums in respect of directors and

certain senior employees’ liability insurance which covers risks normally covered by such policies

arising out of acts or omissions of directors and employees in their capacity as such. Insurance is

not provided for criminal liability or liability or costs in respect of which an indemnity is prohibited

by law.

Donations

Vector Limited made donations of $6,850 during the year ended 30 June 2018. Subsidiaries of

Vector Limited made donations of $10,390 during the year ended 30 June 2018.

Credit rating

At 30 June 2018 Vector Limited had a Standard & Poor’s credit rating of BBB/stable, and a

Moody’s credit rating of Baa1/stable.

NZX regulation waivers and rulings

Vector Limited has been granted waivers from the requirements of various listing rules to allow the

constitution to contain certain provisions which are not ordinarily contained in the constitution of a

company listed on the NZX Main Board, including, in particular, provisions giving certain rights to

Entrust. Vector has been given a non-standard designation by NZX due to the inclusion of these

provisions in its constitution.

Exercise of NZX powers

NZX did not exercise any of its powers set out in Listing Rule 5.4.2 (relating to powers to cancel,

suspend or censure an issuer) with respect to Vector Limited.

Trustees of Entrust

During the year ended 30 June 2018, Vector Limited made payments to J Carmichael and

K Sherry, trustees of Entrust (Vector Limited’s majority shareholder) totalling $201,300 in respect

of their roles as directors on the Vector Limited board.

Subsidiaries and associates

A list of each of the Company’s subsidiaries and associates is contained on pages 116 and 117.

Other than Solpho Limited, which was acquired on 01 November 2017 and MEL Network Limited,

which was removed from the Companies Office register on 27 March 2018, the Company has not

gained or lost control of any entity during the year ended 30 June 2018.

STATUTORY INFORMATION //

2018
Vector://AR 18116

STATUTORY INFORMATION

continued

Directors

The following directors of Vector Limited and current group companies held office as at 30 June 2018 or resigned (R) as a director

during the year ended 30 June 2018. Directors marked (A) were appointed during the year.

PARENTDIRECTORS

Vector LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson,

D Bartholomew (A), S Krieger (A)

All of the above directors in office at 30 June 2018 are independent directors, except for J Carmichael and K Sherry who are

trustees of Entrust (Vector Limited’s majority shareholder).

SUBSIDIARIESDIRECTORS

Advanced Metering Assets LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

Advanced Metering Services LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

Arc Innovations LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

Auckland Generation LimitedS Mackenzie, D Molloy

Cristal Air International LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

E-Co Products Group LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

Energy Efficient Solutions NZ

(2016) Limited


J Carmichael (R), B Gordon (R), S Mackenzie

HRV Australia Pty LimitedJ Carmichael (R), B Gordon (R), S Mackenzie, J Sheridan

HRV Clean WaterJ Carmichael (R), B Gordon (R), S Mackenzie

HRV Filters LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

HRV Home Solutions LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

HRV Marketing LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

HVAC Hero 2016 LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

Liquigas LimitedT Barstead (R), A Gilbert, D Molloy, G O’Brien, T Palmer (R), J Seymour, R Sharp,

A Smith (R), B Talacek, C Thompson (R), M Trigg, B Boswell (A), L Glover (A)

NGC LimitedS Mackenzie, D Molloy

NGC Holdings LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

On Gas LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

PowerSmart NZ LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

Safe Filters LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

Safe Windows LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

SolPho LimitedK Fagan (R), J Mowat (R), S Mackenzie (A), M Bassett-Smith (A) (R), S Robinson (R),

B Gordon (A) (R)

UnitedNetworks LimitedS Mackenzie, D Molloy

Vector Advanced Metering Assets

(Australia) Limited


J Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

Vector Advanced Metering Services

(Australia) Pty Limited


S Mackenzie, J Sheridan

Vector Communications LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

Vector ESPS Trustee LimitedS Mackenzie, D Molloy

Vector Gas Trading LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

Vector Gas Investments LimitedS Mackenzie, D Molloy

Vector Kapuni LimitedS Mackenzie, D Molloy

Vector Management Services LimitedS Mackenzie, D Molloy

Vector Metering Data Services LimitedJ Carmichael, H Fletcher (R), J Mason, A Paterson, K Sherry, M Stiassny, R Thomson

Vector Energy Solutions (Australia)

Pty Limited


J Carmichael (R), B Gordon (R), S Mackenzie, J Sheridan

Vector Energy Solutions LimitedJ Carmichael (R), B Gordon (R), S Mackenzie

Ventilation Australia Pty LimitedJ Carmichael (R), B Gordon (R), S Mackenzie, J Sheridan

2018
Vector://AR 18117

STATUTORY INFORMATION

continued

Directors

CONTINUED

ASSOCIATESDIRECTORS

Tree Scape LimitedA Botha, E Chignell, S Mackenzie, D Molloy, K Smith, B Whiddett

Directors’ remuneration and value of other benefits received from Vector Limited and current group companies for the year ended

30 June 2018:

DIRECTORS OF VECTOR LIMITED

PAID BY

PARENT

$

PAID BY

SUBSIDIARIES

$

H Fletcher (R)25,163–

J Carmichael100,650–

J Mason100,650–

A Paterson100,650–

K Sherry100,650–

M Stiassny201,300–

R Thomson100,650–

D Bartholomew (A)33,987–

S Krieger (A)16,821–

780,521–

DIRECTORS OF SUBSIDIARIES

PAID BY

PARENT

$

PAID BY

SUBSIDIARIES

$

T Barstead (R)–6,015

D Molloy–5,000*

G O’Brien–6,250

J Seymour –5,000

R Sharp –5,000*

J Sheridan–17,029

B Talacek–5,000*

A Smith (R)–2,928

C Thompson (R)–3,743

L Glover (A)–1,257

B Boswell (A)–235

M Trigg–42,808

–100,265

* Directors’ fees relating to any Vector Limited employee are paid to the company.

2018
Vector://AR 18118

STATUTORY INFORMATION

continued

Directors

CONTINUED

Directors of Vector Limited

Entries in the interests register of Vector Limited during the year to 30 June 2018 that are not set out elsewhere in this annual report:

DIRECTORENTITYPOSITION

J CarmichaelAku Investments Limited

Energy Trusts of New Zealand

Entrust

Projectmax Limited

UniServices

Director

Executive member

Trustee

Director

Advisor

J MasonAir New Zealand Limited

Beloit College, Wisconsin, USA

New Zealand Assets Management Limited

University of Auckland

Westpac New Zealand Limited

Zespri Group Limited

Director

Trustee

Director

Trustee and Adjunct Professor of Management

Director

Director

A PatersonAM Paterson Trust

BJ Paterson Trust

Donny Charitable Trust

Forestry Industry Safety Council

Health Quality & Safety Commission

Kiwi Wealth Group

NZ Markets Disciplinary Tribunal

Te Aupouri Commercial Development Limited

Te Aupouri Fisheries Management Limited

Trustee

Trustee

Trustee

Chair

Member

Chair

Member

Chair

Chair

K SherryBell-Booth Sherry Limited

Energy Efficiency and Conservation Authority (EECA)

Energy Trusts of New Zealand

Entrust

Sasha & Otto Limited

Director and shareholder

Director

Chair

Trustee

Director and shareholder

2018
Vector://AR 18119

STATUTORY INFORMATION

continued

Directors

CONTINUED

Directors of Vector Limited

Entries in the interests register of Vector Limited during the year to 30 June 2018 that are not set out elsewhere in this annual report:

CONTINUED

DIRECTORENTITYPOSITION

M StiassnyAuckland Hebrew Congregation Trust Board

Bengadol Corporation Limited

Emerald Group Limited

Gadol Corporation Limited

Ngati Whatua Orakei Whai Rawa Limited

NZ Transport Agency

Plan B Limited

Stride Investment Management Limited

Stride Property Limited

Tower Insurance Limited

Tower Limited

Chairman

Director and shareholder

Director

Director and shareholder

Chairman

Chairman

Director

Director

Director

Director

Chairman

R ThomsonCalnan Holdings Limited

Energy Trusts of New Zealand

R & M Thomson Holdings Limited

Director and shareholder

Consultant

Director and shareholder

D BartholomewEndeavour Energy, NSW, Australia

Northern Territory Power & Water Corporation

Dussur

The Helmsman Project

Non-executive Director

Non-executive Director

Non-executive Director

Non-executive Director

S KriegerXenith IP Group Limited

MyState Limited

Australian Energy Market Operator Limited

Vesale Pty Limited

Non-executive Chair and shareholder

Non-executive Director and shareholder

Non-executive Director

Non-executive Director, Company Secretary

and shareholder

The entities listed above against each director may transact with Vector Limited and its subsidiaries in the normal course of

business. Auckland based directors (J Carmichael, J Mason, A Paterson, K Sherry and M Stiassny) are Vector Limited residential

electricity customers.

Directors of subsidiaries

There are no entries in the interests register of subsidiaries up to 30 June 2018 that are not set out elsewhere in this annual report.

2018
Vector://AR 18120

STATUTORY INFORMATION

continued

Employees

The number of current employees of the company and the group receiving remuneration and

benefits above $100,000 in the year ended 30 June 2018 are set out in the table below:

CURRENT EMPLOYEESGROUPCOMPANY

$100,001 – $110,0005342

$110,001 – $120,0006152

$120,001 – $130,0006352

$130,001 – $140,0004332

$140,001 – $150,0004633

$150,001 – $160,0002117

$160,001 – $170,0002017

$170,001 – $180,0002017

$180,001 – $190,0001512

$190,001 – $200,0001010

$200,001 – $210,0001413

$210,001 – $220,0001110

$220,001 – $230,00063

$230,001 – $240,000128

$240,001 – $250,00011

$250,001 – $260,00041

$260,001 – $270,00044

$270,001 – $280,00032

$280,001 – $290,00031

$290,001 – $300,00054

$310,001 – $320,00011

$320,001 – $330,00032

$330,001 – $340,00021

$340,001 – $350,0002–

$350,001 – $360,00022

$360,001 – $370,00022

$370,001 – $380,00011

$380,001 – $390,00022

$440,001 – $450,00011

$460,001 – $470,0001–

$490,001 – $500,00022

$540,001 – $550,00021

$560,001 – $570,00011

$750,001 – $760,00011

$790,001 – $800,00011

$850,001 – $860,00011

$1,690,001 – $1,700,00011

441351

2018
Vector://AR 18121

STATUTORY INFORMATION

continued

Employees

CONTINUED

The number of former employees of the company and the group receiving remuneration and

benefits above $100,000 in the year ended 30 June 2018 are set out in the table below:

FORMER EMPLOYEES (INCLUDING ANY TERMINATION PAYMENTS)GroupCompany

$100,001 – $110,00022

$110,001 – $120,00042

$120,001 – $130,00087

$130,001 – $140,00052

$140,001 – $130,00064

$170,001 – $180,00011

$190,001 – $200,00021

$200,001 – $210,00011

$210,001 – $220,00011

$220,001 – $230,00011

$270,001 – $280,00011

$280,001 – $290,00011

$290,001 – $300,00022

$360,001 – $370,00011

$490,000 – $500,0001–

3727

No employee of the group appointed as a director of a subsidiary or associate company receives

or retains any remuneration or benefits as a director. The remuneration and benefits of such

employees, received as employees, are included in the relevant bandings disclosed above, where

the annual remuneration and benefits exceed $100,000.

Bondholder statistics

NZDX debt securities distribution as at 30 June 2018:

5.70% capital bonds

RANGE

NUMBER OF

BONDHOLDERS

PERCENTAGE OF

BONDHOLDERS

NUMBER OF

SECURITIES

HELD

PERCENTAGE

OF SECURITIES

HELD

5,000 – 9,99965816.19%3,552,3001.16%

10,000 – 49,9992,56062.99%51,539,70016.78%

50,000 – 99,99952312.87%29,886,0009.73%

100,000 – 499,9992917.16%44,430,00014.46%

500,000 – 999,999120.30%6,801,0002.21%

1,000,000

plus200.49%170,996,00055.66%

4,064100.00%307,205,000100.00%

The following current directors of the parent are holders (either beneficially or non-beneficially) of

Vector Limited capital bonds as at 30 June 2018:

DIRECTOR

NUMBER

OF BONDS

M Stiassny150,000

2018
Vector://AR 18122

STATUTORY INFORMATION

continued

Shareholder statistics

Twenty largest registered shareholders as at 30 June 2018:

SHAREHOLDER

ORDINARY

SHARES HELD

PERCENTAGE

OF ORDINARY

SHARES HELD

Entrust751,000,00075.10%

New Zealand Central Securities Depository Limited*58,392,5185.84%

Custodial Services Limited <A/C 3>13,465,6281.35%

FNZ Custodians Limited9,799,7250.98%

Custodial Services Limited <A/C 4>8,816,3240.88%

Custodial Services Limited <A/C 2>7,506,6160.75%

Investment Custodial Services Limited <A/C C>4,793,3500.48%

Custodial Services Limited <A/C 18>4,310,2520.43%

JBWERE (NZ) Nominees Limited <NZ Resident A/C>4,035,1040.40%

New Zealand Depository Nominee Limited

<A/C 1 CASH ACCOUNT>

2,591,8350.26%

Forsyth Barr Custodians Limited <1-CUSTODY> 2,479,9640.25%

Custodial Services Limited <A/C 1>2,426,1280.24%

Custodial Services Limited <A/C 16>1,619,5200.16%

PT (Booster Investments) Nominees Limited1,048,8230.11%

FNZ Custodians Limited <DTZ Non Resident A/C>872,2540.09%

Investment Custodial Services Limited <A/C R>621,8120.06%

Anthony Ian Gibbs + Valerie Jane Gibbs + Joseph Michael

Windmeyer <Ruby Cove Legacy A/C>

552,4600.06%

Custodial Services Limited <A/C 6>533,3040.05%

Kershaw Investments Limited475,0000.05%

Rui Zhang441,1180.04%

875,781,73587.58%

* New Zealand Central Securities Depository Limited (NZCSD) provides a depository system which

allows electronic trading of Securities for its members. As at 30 June 2018, the 10 largest

shareholdings in Vector Limited held through NZCSD were:

SHAREHOLDER

ORDINARY

SHARES HELD

PERCENTAGE

OF ORDINARY

SHARES HELD

Citibank Nominees (New Zealand) Limited12,973,6571.30%

Accident Compensation Corporation8,572,8330.86%

HSBC Nominees (New Zealand) Limited A/C State Street6,874,4130.69%

HSBC Nominees (New Zealand) Limited6,698,0550.67%

HSBC Nominees A/C NZ Superannuation Fund Nominees Limited3,917,6760.39%

ANZ Custodial Services New Zealand Limited3,432,6060.34%

BNP Paribas Nominees (NZ) Limited3,395,9870.34%

National Nominees New Zealand3,330,6590.33%

BNP Paribas Nominees (NZ) Limited2,008,0290.20%

JP Morgan Chase Bank NA NZ Branch-Segregated Clients Acct1,304,1800.13%

2018
Vector://AR 18123

STATUTORY INFORMATION

continued

Shareholder statistics

CONTINUED

Substantial product holders as at 30 June 2018:

SHAREHOLDER

NUMBER OF

RELEVANT

INTEREST

VOTING

PRODUCTS

HELD

PERCENTAGE

OF VOTING

PRODUCTS

HELD

Entrust 751,000,00075.10%

Michael Buczkowski, James Carmichael, William Cairns, Paul Hutchison and Karen Sherry are the

registered holders of the shares held by Entrust.

As at 30 June 2018, voting products issued by Vector Limited totalled 1,000,000,000 ordinary

shares. Of these shares, 4,244,923 were sold by Vector Ltd to various investors on 09 November

2 0 1 7.

Ordinary shares distribution as at 30 June 2018:

RANGE

NUMBER OF

SHAREHOLDERS

PERCENTAGE OF

SHAREHOLDERS

NUMBER OF

SHARES HELD

PERCENTAGE

OF SHARES

HELD

1 – 4996,46120.39%2,025,0290.20%

500 – 9993,29610.40%2,576,6520.26%

1,000 – 4,99916,22251.22%29,521,3442.96%

5,000 – 9,9992,8388.96%19,101,3041.91%

10,000 – 49,9992,5938.18%46,318,7044.63%

50,000 – 99,9991660.52%10,626,7841.06%

100,000

plus1050.33%889,830,18388.98%

31,681100.00%1,000,000,000100.00%

Analysis of shareholders as at 30 June 2018:

SHAREHOLDER TYPE

NUMBER OF

SHAREHOLDERS

PERCENTAGE OF

SHAREHOLDERS

NUMBER OF

SHARES HELD

PERCENTAGE

OF SHARES

HELD

Entrust10.00%751,000,00075.10%

Companies9663.05%10,481,3131.05%

Individual Holders16,86453.23%56,455,4065.65%

Joint9,42329.74%43,840,7584.38%

Nominee Companies5761.82%131,881,85113.19%

Other3,85112.16%6,340,6720.63%

31,681100.00%1,000,000,000100.00%

2018
Vector://AR 18124

STATUTORY INFORMATION

continued

Shareholder statistics

CONTINUED

The following current directors of the parent are holders (either beneficially or non-beneficially) of

Vector Limited ordinary shares as at 30 June 2018:

DIRECTOR

NUMBER

OF SHARES

J Carmichael1,322

J Mason (as a trustee of the Trumbull Trust)18,500

A Paterson (as trustee of the A M Paterson Trust)10,000

A Paterson (as trustee of the B J Paterson Trust)10,700

K Sherry840

M Stiassny65,793

R Thomson45,000

Michael Buczkowski, James Carmichael, William Cairns, Paul Hutchison and Karen Sherry are the

registered holders of the 751,000,000 ordinary shares held by Entrust. James Carmichael and

Karen Sherry are directors of Vector Limited.

The following disclosures are made pursuant to section 148 of the Companies Act 1993, in

relation to dealings during the year ended 30 June 2018 by directors of Vector Limited in the

ordinary shares of Vector Limited.

There were no acquisitions or disposals of relevant interests.

2018
Vector://AR 18125

RISK MANAGEMENT


At Vector, we recognise that rigorous risk and opportunity

management is essential for corporate stability and

performance, and supports Vector in its pursuit to create a new

energy future – to drive sustainable growth and ensure business

resilience, we must anticipate risks to our operations while

capitalising on opportunities as they arise.

Vector’s enterprise risk management (ERM) framework provides

a flexible and purpose-built approach to the application of risk

management across Vector and is consistent with the Australian

/ New Zealand Risk Management Standard “AS/NZS ISO

31000:2009 Risk management – Principles and Guideline”.

Our risk management processes and tools are embedded within

our business operations to drive consistent, effective and

accountable decision making.

In line with the Three Lines of Defence principle, all Vector

People are responsible for applying Vector’s ERM framework

within their individual roles and are encouraged to proactively

identify, analyse, escalate and treat risks. This risk mindset has

been implemented through:

• Acknowledgement of risk management’s value at Executive

and Board level;

• Relatable and easily applied risk management policies,

processes and tools;

• Integration of risk champions throughout the business; and

• Continuous training and education, both formal and informal.

To further promote accountability and transparency, key

business areas formally present their material risks to the Board

Risk and Assurance Committee (BRAC) on an annual basis.

These material risks are assessed against a group-wide set of

criteria covering both consequence and likelihood, as defined in

Vector’s Group Risk Assessment Matrix.

To support the identification of emerging risks and

opportunities, Group Risk monitors the changing business

landscape, assessing the influence of macro-economic trends

on Vector’s operating environment. These perspectives, along

with the material risks from the individual business unit risk

profiles, inform the development of the Group Key Risk Profile

which provides both the Board and Executive team with a

consolidated view of:

1. The strategically-focused risks which could have a significant

impact on the long-term value and sustainability of Vector’s

business; and

2. The material operational risks facing Vector as part of its

business-as-usual activities which require significant

oversight and control.

Vector’s Group Internal Audit function provides independent

and objective assurance on the effectiveness of governance,

risk management and internal controls across all business

operations. The team follows a co-sourced model, drawing on

both in-house and external expertise, and has unrestricted

access to all Vector staff, records and third parties (as deemed

necessary). The team liaises closely with KPMG, as Vector’s

external auditor, to share the outcomes of the internal audit

programme to the extent that they are relevant to the

financial statements.

RISK MANAGEMENT

Creating value by driving sustainable growth

Protecting value by increasing business resilience

RISK MANAGEMENT //

2018
Vector://AR 18126

RISK MANAGEMENT

continued

Areas of Focus

We continue to focus on maturing and developing our risk

management practices to deliver tangible benefits to the

business and address emerging risk areas.

Over the past year, enhancements have included:

• A refresh of Vector’s risk appetite, as expressed through the

Group Risk Assessment Matrix, to capture broader

reputational aspects and encompass sustainability

considerations.

• The establishment of a formal supplier risk management

approach to identify, manage and mitigate risks arising from

across our supply network (in conjunction with Group

Procurement).

• A review of Vector’s risk management software Active Risks

Manager (ARM) to improve its ability to support and drive

data analysis, risk reporting and control assurance activities.

• The introduction of a new risk leadership measure for internal

audit engagements, designed to influence positive change in

management’s philosophy and operating style in relation to

audits and fostering greater ownership of findings and

actions.

• The creation of an Information Governance Council to provide

strategic direction on data governance reflecting the

heightened focus on how organisations access, manage,

utilise, protect and create value from data.

• Ongoing improvements to our crisis management and

business continuity practices through training, support tool

development, and industry benchmarking.

• The formation of a cross-functional project team and

corporate partnerships to consider the impacts and benefits

of AI, automation and robotics on Vector’s future workforce.

In addition, deep dives into targeted risk areas have been

undertaken and presented at governance forums to promote

awareness and discussion. Most notably, EY were commissioned

to undertake an in-depth look at the (i) potential physical

impacts of climate change on Vector’s network (refer Case

Study: Battling the elements), and (ii) likely implications of a

transition to a net zero emissions economy.

Cyber Security

With increasing evidence of targeted attacks on the energy

sector, coupled with Vector being at the forefront of deploying

new technologies (such as DERMs) to improve management of

the network and provide innovative energy solutions to our

customers, the threat of a significant cyber security breach

remains a key risk for the business.

Vector obviously takes this threat extremely seriously and in

2017 increased its investment in technology solutions and

resources in the form of a dedicated team of security experts.

Over the course of the year, our key areas of focus included:

• improving our threat intelligence capability to detect and

respond to potential security events

• user education and awareness

• new tools to help detect and prevent potential attacks on the

core control systems that manage the distribution network

and improve the security of our network perimeter (refer Case

Study: Protecting the crown jewels – on page 39)

• partnering with a recognised global security firm for security

testing and design

• improving incident response capabilities and processes

The threat to the broader energy sector has also seen us work

more closely with industry peers through our membership of

the Control Systems Security Information Exchange (CSSIE).

CSSIE is managed by the National Cyber Security Centre (NCSC).

Through CSSIE we have helped facilitate the development of

frameworks to improve collaboration and sharing of information

relating to threats and security incidents, and updated industry

security standards.

Despite this work, we must remain vigilant to the ever-growing

threat. In April 2018 the Vector Outage App was hacked by an

unknown person, accessing the contact details of some users

of the app. Vector took immediate steps to contain the incident,

protect the app and customer data, contact impacted customers,

inform privacy authorities, remediate and re-test our cyber

controls and recover the customer data.

The incident and changing threat landscape are constant

reminders of the need to continue to invest in improving our

cyber security resilience to ensure we are able to respond

quickly to threats, and minimise any potential damage

and disruption. n

2018
Vector://AR 18127

RISK MANAGEMENT

continued

KEY AND EMERGING RISKS

RISK AREASCONTEXT

STRATEGIC RISK

Business evolution

and adaptation

Vector’s business must continue to evolve to adapt to changing customer requirements and

expectations, and balance regulated and non-regulated revenues effectively.

Rapid digitalisation

and technology

changes

Vector must innovate and keep pace with technological advancements as they emerge to remain

relevant; however, to prevent operational vulnerabilities, this rapid uptake of technology must be

adopted appropriately.

Product/service

commercialisation

As Vector expands into new services and products, the commercial, environmental and social

benefits must be assessed and balanced to deliver long-term stakeholder value.

Australian

investment

Vector must carefully manage our continued expansion into the Australian energy market,

particularly within the metering industry, to ensure delivery of acceptable investment returns.

Political and

regulatory

uncertainty

Changes in the New Zealand and Australian political and regulatory landscape and the ability of the

regulatory environment to keep pace with technological and operational change remain key

influencers on Vector and its operations.

Labour market

dynamics

The ability for Vector and our key service providers to recruit and retain the necessary workforce is

challenged by skills shortages and Auckland affordability.

OPERATIONAL RISKS

Cyber securityThe potential threat of a compromise to Vector’s IT/OT environment resulting in disruption to

critical services or confidential information being released, modified or deleted remains of

heightened concern.

Significant HSE

incident

Because of the nature of our business, Safety Always is fundamental to the way Vector operates in

order to protect our people, our contractors and the wider public.

Core business

operational failure

As a major lifeline utility within Auckland, Vector maintains strong business continuity practices to

minimise disruption stemming from the unlikely event of a significant operational incident at a

critical site.

Reputational

damage

The use, speed and hyper-transparency of social media, coupled with our increasing engagement

with customers, requires careful and appropriate management to protect Vector’s reputation in the

marketplace.

EMERGING RISKS

Accelerated climate

change adaptation

Climate change has multiple ramifications for Vector; our network assets are exposed to potential

changes in weather trends and increased severe weather events, while a transition to a net zero

emissions economy presents both risks and opportunities for the business.

Trust and ethical

conduct

perceptions

The heightened focus and public perception on organisational trust, transparency and conduct

reinforces the importance of continuing to operate in a manner that reflects the values, ethics and

expectations of our stakeholders and the wider community.

Environmental risks

Technological risks

Economic risks

Societal risks

Operational risks

2018
Vector://AR 18128

CORPORATE GOVERNANCE

GUIDING PRINCIPLES

Vector’s Board is committed to maintaining high standards of

corporate governance, ensuring transparency and fairness, and

recognising the interests of our shareholders and other

stakeholders.

Vector strives to maintain a framework of corporate governance

that reflects this commitment.

This section provides an overview of Vector’s main corporate

governance policies, practices and processes which have been

adopted and are followed by Vector’s Board. More information

can be found at: www.vector.co.nz/investors/governance.

Vector’s ordinary shares are quoted on the NZX Limited’s Main

Board and our capital bonds are quoted on the NZX Debt

Market. Consequently, Vector’s governance practices are

informed by the listing rules, principles, guidelines and

recommendations of NZX Limited’s Main Board Listing Rules

and the October 2017 Edition of the NZX Corporate

Governance Code.

During the financial year ended 30 June 2018, the October

2017 Edition of the NZX Corporate Governance Code

commenced for Vector. Vector has recently reviewed its

corporate governance practices in light of the Code. Further

changes are expected to apply from 1 July 2019 as a result of

an NZX review of the listing rules.

As at the date of the Annual Report, Vector believes that the

governance practices it has opted to follow generally align with

these principles, guidelines and recommendations with one

material exception. The NZX Corporate Governance Code

recommends that protocols be established for dealing with

takeovers. Given the Entrust’s Trust Deed, it is not practically

possible for a takeover offer to be made in respect of Vector

otherwise than by Entrust, so Vector has not adopted

takeover protocols.

PROMOTION OF ETHICAL AND RESPONSIBLE

DECISION-MAKING

Vector expects our directors and employees to act legally,

ethically, responsibly and with integrity in a manner consistent

with Vector’s policies, procedures and values.

The following policies have been put in place to assist with this.

• Code of Conduct and Ethics

Sets out the ethical standards expected from Vector’s

directors, employees and anyone acting on Vector’s behalf.

The Code of Conduct and Ethics is made available to all

employees. Vector monitors compliance with the Code

through our normal performance management processes

and our Whistleblower Policy.

• Continuous Disclosure Policy

Affirms Vector’s commitment to provide accurate, timely,

orderly and consistent disclosure and compliance with our

continuous disclosure obligations.

• Director and Executive Remuneration Policy

Sets out Vector’s policy on director and executive

remuneration.

• Directors’ Code of Practice

Sets out additional standards expected from Vector’s

directors when carrying out their duties as directors of Vector.

• Diversity and Inclusion Policy

Recognises Vector’s commitment to diversity and inclusion

and sets out measurable objectives in relation to diversity

and inclusion.

• Environmental Policy

Sets out Vector’s overarching commitment for managing the

environmental aspects of our businesses.

• Fraud Control Policy

Sets out Vector’s commitment to achieving effective fraud

control supporting an honest and ethical culture.

• Health and Safety Policy

Sets out Vector’s overarching commitments and

requirements for health, safety and well-being.

• Insider Trading Policy

Details Vector’s policy on, and rules for, dealing in Vector’s or

our subsidiaries’ quoted financial products (including

ordinary shares and bonds).

• Reporting Non-GAAP Profit Measures Policy

Sets out Vector’s position in relation to reporting profit

measures to the market other than those calculated in

accordance with GAAP.

• Risk Management Policy

Provides a framework for maximising opportunities and

managing risk (creating and protecting organisational value)

by supporting effective decision-making and robust

commercial outcomes.

• Shareholder Relations Policy

Recognises the rights of Vector’s shareholders as the owners

of the company, and encourages their ongoing active interest

in the company’s affairs.

• Stakeholder Relations Policy

Recognises the interests of stakeholders, and demonstrates

Vector’s commitment to treat all stakeholders fairly and with

respect.

• Sustainability Policy

Sets out Vector’s overarching commitment to sustainability.

• Interests Register

Vector maintains an interests register in which relevant

transactions and matters involving the directors are recorded.

See the ‘Statutory Information’ section of this Annual Report

for details of directors’ interests.

• Whistleblower Policy

Recognises Vector’s commitment to the principles of

whistleblower protection, demonstrates Vector’s commitment

to encouraging our people to speak up about serious

misconduct or serious wrongdoing and details the protection

offered if this occurs.

2018
Vector://AR 18129

CORPORATE GOVERNANCE

CORPORATE GOVERNANCE //

PROMOTING A COMPANY CULTURE WHICH EMBRACES

DIVERSITY AND INCLUSION

Vector is committed to:

• Adding to, nurturing and developing the collective relevant

skills, and diverse experience and attributes of Vector people

• Ensuring that Vector’s culture and management systems are

aligned with and promote the attainment of diversity and

inclusion

• Providing an environment in which all people are treated with

fairness and respect, and have equal opportunities available

at work

• Being recognised as an organisation that exemplifies diversity

and inclusion in action.

LAYING SOLID FOUNDATIONS FOR MANAGEMENT

Vector’s governance practices are designed to:

• Enable the board to provide strategic guidance for the

company and effective oversight of management

• Clarify the roles and responsibilities of Vector’s directors and

senior executives in order to facilitate board and management

accountability to both the company and our shareholders

• Ensure a balance of authority so that no single individual has

unfettered powers.

Each director has a duty to act in the best interests of the

company and the directors are aware of their collective and

individual responsibilities to stakeholders for the manner in

which Vector’s affairs are managed, controlled and operated.

The Board's primary objective is to protect and enhance the

value of the company while acting in the interests of the

company and our shareholders and, in that context, to have

due regard to the interests of other stakeholders. The Board

exercises this obligation through the approval of appropriate

corporate strategies, practices and processes. These include

the approval of transactions and commitments not within the

authorities delegated by the Board to management and the

review of company performance against strategic objectives.

Vector achieves board and management accountability through

its board charter, which sets out (amongst other things) matters

reserved for the board and responsibilities delegated to the

Group Chief Executive, and a formal delegation of authority

framework. The effect of this framework is that, whilst the board

has statutory responsibility for the activities of the company, this

is exercised through the delegation to the Group Chief

Executive, who is responsible for the day-to-day leadership and

management of the company. The framework also reserves

certain matters for the decision of the Board. The board charter

also sets out the expectation that all directors continuously

educate themselves to ensure that they may appropriately and

effectively perform their duties.

STRUCTURING THE BOARD TO ADD VALUE

Vector’s Board is composed of a minimum of three and a

maximum of nine directors, with at least two being ordinarily

resident in New Zealand. As at 30 June 2018, the Board

comprised eight directors, all of whom are non-executive

directors. Information on the skills, experience and expertise

of each director and their independence status is set out in

the ‘Board of Directors’ section on page 52.

The Board considers all directors to be independent with the

exception of James Carmichael and Karen Sherry who are not

independent directors as they are also trustees of Entrust,

Vector’s majority shareholder. Only independent directors are

eligible to be the Board Chairman. Directors are required to

inform the Board of all relevant information which may affect

their independence.

The Board has a formal board charter detailing the board’s

purpose, responsibilities, composition and operation, which is

published on Vector’s website. A committee or individual

director may engage separate independent professional advice

in certain situations, at the expense of the company, with the

approval of the Chairman of the Board.

PREPARATION OF ANNUAL REPORT

The Board takes an active role in preparing the Annual Report,

including the financial statements that comply with generally

accepted accounting practice. The Board contributes to and

reviews all aspects of the Annual Report.

The Audit Committee is responsible for financial reporting

integrity, which includes reviewing financial statements, reviewing

external financial reporting, assessing the fairness of financial

statements, submitting group financial statements to the board

for approval, and considering and approving the Chairman’s and

Group Chief Executive’s reports for the Annual Report.

The Board approves the Annual Report, including the financial

statements, following the recommendation to do so from the

Audit Committee.

AUDITORS

Vector’s external auditors for the year ending 30 June 2018

were KPMG. The Board, after considering the recommendations

of the Audit Committee, consider and review the appointment

of external auditors. The Board requires the rotation of the audit

partner for the statutory audit after no more than five years.

The Audit Committee provides a formal forum for

communication between the Board and the external auditors,

ensures the independence of the external auditors, has

oversight of audit planning, reviews and recommends audit fees,

considers audit opinions and evaluates the performance of the

external auditors. No issues concerning the external auditors’

independence have been identified.

2018
Vector://AR 18130

CORPORATE GOVERNANCE

continued

BOARD COMMITTEES

There are currently six board committees, to assist the Board

with specific responsibilities. Each committee reports its

proceedings back to the Board.

The committees are:

Audit Committee

Assists the Board in fulfilling its corporate governance

responsibilities to safeguard the integrity of Vector’s financial

reporting. It independently meets external auditors at least

twice a year without company employees present.

A full description of the Audit Committee’s composition and

duties is contained in the Audit Committee Charter, which is

published on Vector’s website. The committee’s members as

at 30 June 2018 were: Jonathan Mason (Chairman), James

Carmichael, Alison Paterson, Karen Sherry, Michael Stiassny

and Bob Thomson.

Regulatory Committee

Assists the Board in fulfilling its responsibilities to protect the

interests of Vector, our shareholders and stakeholders given

the regulatory environment in which Vector operates. A full

description of the Regulatory Committee’s composition and

duties is contained in the Regulatory Committee Charter,

which is published on Vector’s website. The committee’s

members as at 30 June 2018 were: James Carmichael

(Chairman), Jonathan Mason, Karen Sherry, Michael Stiassny

and Bob Thomson.

Risk and Assurance Committee

Assists the Board in fulfilling its responsibilities to protect

the interests of shareholders, customers, employees

and the communities in which Vector operates through

TABLE OF ATTENDANCE

Attendance records of Board and committee meetings for the year ended 30 June 2018 are provided in the table below.

FULL

BOARD

AUDIT

COMMITTEE

RISK AND

ASSURANCE

COMMITTEE

REMUNERATION

COMMITTEE

REGULATORY

COMMITTEE

NOMINATIONS

COMMITTEE

SUSTAINABILITY

COMMITTEEAGM

TOTAL MEETINGS

147443231

M Stiassny (Chair)

147443131

D Bartholomew ~

72


2


2


1


–1



J Carmichael

147443231

H Fletcher *

33–21–11

S Krieger ^

51


1


1


––––

J Mason

13734


3231

A Paterson

147443231

K Sherry

137443131

B Thomson

147343131

† Director attending the committee meeting who is not a member of the committee.

* Hugh Fletcher ceased to be a director on 26 September 2017.

^ Appointed on 1 May 2018

~ Appointed on 28 February 2018

establishing a sound risk management framework and

rigorous processes for internal control. A full description of

the Risk and Assurance Committee’s composition and duties

is contained in the Risk and Assurance Committee charter,

which is published on Vector’s website. Risk and Assurance

Committee members as at 30 June 2018 were: Karen

Sherry (Chair), James Carmichael, Jonathan Mason, Alison

Paterson, Michael Stiassny and Bob Thomson.

Nominations Committee

Assists the Board in fulfilling its responsibilities to have an

efficient mechanism for examination of the selection and

appointment practices of the company. For as long as

Entrust holds at least 50.01% of Vector’s shares, this

committee undertakes non-binding consultation with Entrust

prior to finalising any board recommendation regarding a

director nomination or appointment. A full description of the

Nominations Committee’s composition and duties is

contained in the Nominations Committee Charter, which is

published on Vector’s website. The Nominations Committee

considered and recommended the appointment of David

Bartholomew and Sibylle Krieger before their recent

appointments. Members of the Nominations Committee as

at 30 June 2018 were: Michael Stiassny (Chairman), James

Carmichael, Jonathan Mason, Alison Paterson, Karen Sherry

and Bob Thomson.

Remuneration Committee

Assists the Board in overseeing the appointment,

performance and remuneration of the Group Chief Executive

and members of the executive team (including succession

planning), reviewing Vector’s Remuneration Policy and

2018
Vector://AR 18131

CORPORATE GOVERNANCE

continued

CORPORATE GOVERNANCE //

reviewing and monitoring Vector’s Diversity and Inclusion

Policy. The Remuneration Committee evaluates the

performance of the Group Chief Executive and provides

input into the process and review by the Group Chief

Executive of the performance of senior management.

The evaluations are based on criteria that include the

performance of Vector and the accomplishment of strategic

objectives. During the year ended 30 June 2018,

performance evaluations of the Group Chief Executive and

executives were conducted in accordance with this process.

A full description of the Remuneration Committee’s

composition and duties is contained in the Remuneration

Committee Charter, which is published on Vector’s website.

Members of the Remuneration Committee as at 30 June

2018 were: James Carmichael (Chairman), Alison Paterson,

Karen Sherry, Michael Stiassny and Bob Thomson.

Sustainability Committee

Assists the Board in fulfilling its responsibilities and

objectives in matters related to implementing sustainable

business practices and Vector’s role as a responsible

corporate citizen; this includes but is not limited to

environmental performance and opportunities, community

engagement and investment, diversity and inclusion, ethical

business practices and human rights and sustainable supply

chain practices. The Sustainability Committee Charter is

available on Vector’s website. Members of the Sustainability

Committee as at 30 June 2018 were: Karen Sherry (Chair),

James Carmichael, Jonathan Mason, Alison Paterson,

Michael Stiassny and Bob Thomson.

REMUNERATING FAIRLY AND RESPONSIBLY

The directors’ remuneration, and certain employee

remuneration information, is set out in the ‘Statutory

Information’ section of this Annual Report. Vector’s Director and

Executive Remuneration Policy is published on Vector’s website.

Vector’s directors do not participate in an executive

remuneration or share scheme. Directors do not receive any

options, bonus payments or incentive-based remuneration. The

company does not have a scheme for retirement benefits to be

given to directors.

RESPECTING THE RIGHTS OF SHAREHOLDERS

Vector recognises the rights of shareholders as the owners of

the company and encourages their ongoing active interest in

the company’s affairs by:

• Communicating with them effectively

• Ensuring they have full access to information about the

company, including through the Vector website

• Conducting shareholder meetings in locations and at times

convenient to the majority of shareholders

• Providing shareholders with adequate opportunity to ask

questions about, and comment upon, relevant matters, and to

question directly the external auditors at shareholder meetings

• Enabling shareholders to receive communications from, and

send communications to, Vector and our security registry

electronically

• Inviting shareholders to contact the company to ask questions,

or express views, about matters affecting the company.

To facilitate this, Vector has a dedicated email address for

shareholder/investor queries, which is: investor@vector.co.nz.

Vector’s Shareholder Relations Policy is published on

Vector’s website.

Vector’s Constitution includes provisions relating to our majority

shareholder, Entrust. In addition, Vector and Entrust are parties

to a Deed Recording Essential Operating Requirements, which

includes certain policy, consultation, pricing reporting and the

energy solutions programme obligations.

RECOGNISING THE LEGITIMATE INTERESTS OF

VECTOR’S STAKEHOLDERS

Vector’s commitments to our various stakeholders are part of

our board charter and the company’s Code of Conduct and

Ethics. Vector’s Stakeholder Relations Policy is published on

Vector’s website.

MAKING TIMELY AND BALANCED DISCLOSURE

Vector has in place a Continuous Disclosure Policy designed

to ensure that we comply with NZX Limited’s Main Board

Listing Rules.

Vector ensures that public information about the company

is readily accessible to all stakeholders. The company maintains

an up-to-date website containing a comprehensive range of

information. Vector issues quarterly reports on our operational

performance and conducts detailed market briefings in

conjunction with the release of our annual and interim

financial results.

Information presented at these briefings, and public

announcements made at other times, are published on the NZX

website. In addition, they are made available on Vector’s website

following their NZX release.

Vector’s interim and annual company reports are now viewed

primarily online, but shareholders are entitled to have hard

copies of both documents, and can request them by contacting

the company. If you have any questions or would like to request

a copy of the Annual or Interim Report, please email investor@

vector.co.nz or phone +64 9 978 7788.

2018
Vector://AR 18132

REMUNERATION AND PERFORMANCE

REMUNERATION FRAMEWORK

Vector’s remuneration framework is designed to attract and

retain high performing individuals, able to support the delivery

of the company’s strategy and vision, and reward them

appropriately and competitively. The Board regularly reviews

our remuneration strategy.

All employees have fixed remuneration, targeted at the market

median, and most have the potential to earn a Short-Term

Incentive (STI). STI is a variable element of remuneration and

is only paid if both company and individual performance goals

have been met.

Fixed Remuneration

Fixed remuneration is reviewed each year based on data from

independent remuneration specialists. Employees’ fixed

remuneration is based on a matrix of their own performance and

their current position when compared to our internal role bands

and the market.

Short term incentive

STI values are set as a percentage of fixed remuneration, from

5% to 50% based on the complexity of the role. The Group Chief

Executive has an STI as a percentage of fixed remuneration as

set out later in this report. STI payments are determined following

a review of Company and individual performance and paid out at

a multiplier of between 0x and 1.0x for the Group Chief Executive,

executive leadership team, and all eligible employees.

This model is based on clear goals, differentiating performance,

and rewarding delivery.

Company performance goals are set and reviewed annually by

the Board to align with shareholder value. If company goals are

not met, including preliminary “gateway” goals, no STI is payable.

In the year ended 30 June 2018, the company goals were:

• 40% Disciplined growth and cost efficiency (EBITDA

performance against budget);

• 40% Customer and regulatory outcomes;

• 20% Sustainability.

Individual performance goals for all employees are tailored to

their role, with 50% of the goals based on ‘what’ they achieve

and 50% based on ‘how’ they perform their role, which includes

a health and safety component for all employees.

As an example of how STI is calculated, an employee with fixed

remuneration of $80,000 and an STI element of 10% may

receive between $0 and $8,000 (0x to 1.0x their STI

percentage) depending on the level of company performance

and their individual performance.

The Group Chief Executive remuneration

The Group Chief Executive’s remuneration consists of fixed

remuneration and an STI. There is no Long-Term Incentive

(LTI) or share options. This is reviewed annually by the Board

after reviewing company performance, the Group Chief

Executive’s individual performance and advice from external

remuneration specialists.

2018
Vector://AR 18133

REMUNERATION AND PERFORMANCE

REMUNERATION AND PERFORMANCE //

GROUP CHIEF EXECUTIVE REMUNERATION FOR PERFORMANCE PERIODS ENDING

30 JUNE 2018 AND 30 JUNE 2017

FIXED REMUNERATIONPAY FOR PERFORMANCETOTAL REMUNERATION

SALARY

1

NON-TAXABLE

BENEFITS

2

SUBTOTALSTISUBTOTAL

FY181,206,422–1,206,422

3

FY171,176,997–1,176,997499,047

4

499,0471,676,044

FIVE YEAR REMUNERATION SUMMARY

TOTAL

REMUNERATION

% STI AWARDED

AGAINST MAXIMUM

FY18

5

FY171,676,04484.80%

FY161,575,45474.40%

FY151,533,94773.85%

FY141,501,31674.73%

FY131,484,42779.76%

1. Salary indicates fixed remuneration, inclusive of holiday pay as per New Zealand legislation.

2. No additional benefits.

3. STI for FY18 performance period has not been calculated (scheduled for review in October 2018).

4. STI for FY17 performance period (paid FY18).

5. Total Remuneration and STI data not available at this time.

DESCRIPTION OF THE GROUP CHIEF EXECUTIVE STI, SCHEME FOR PERFORMANCE PERIOD

ENDING 30 JUNE 2018

SCHEMEDESCRIPTION

PERFORMANCE

MEASURES

PERCENTAGE OF

MAXIMUM AWARDED

STISet to a maximum of 50% of fixed

remuneration for FY18 on-plan

performance where the highest

levels of both company and

individual performance measures

are achieved.

Company performance

measures:

• 40% Disciplined growth and

cost efficiency.

• 40% Customer and

regulatory outcomes.

• 20% Sustainability.

Individual performance

measures:

• 25% Growth options.

• 25% Policy and regulatory

compliance.

• 25% Sustainability and

communications.

• 25% Health and Safety.

If met, payment will be October

2018.

2018
Vector://AR 18134

FINANCIAL CALENDAR AND DIRECTORY

2018

Final dividend paid14 September

Annual meeting 29 October

2019

First quarter operational statistics October

Second quarter operational statistics January

Half year result and report February

Interim dividend* April

Third quarter operational statistics April

Fourth quarter operational statistics July

Full year result and annual report August

Final dividend* September

* Dividends are subject to board determination.

INVESTOR INFORMATION

Ordinary shares in Vector Limited are listed and quoted on the New Zealand Stock Market (NZSX) under the company code VCT.

Vector also has capital bonds listed and quoted on the New Zealand Debt Market (NZDX). Current information about Vector’s

trading performance for its shares and bonds can be obtained on the NZX website at www.nzx.com. Further information about

Vector is available on our website www.vector.co.nz.

DIRECTORY

REGISTERED OFFICE

Vector Limited

101 Carlton Gore Road

Newmarket

Auckland 1023

New Zealand

Telephone 64-9-978 7788

Facsimile 64-9-978 7799

www.vector.co.nz

POSTAL ADDRESS

PO Box 99882

Newmarket

Auckland 1149

New Zealand

INVESTOR ENQUIRIES

Telephone 64-9-213 5179

Email: investor@vector.co.nz

This Annual Report is dated

23 August 2018 and signed

on behalf of the board by:

Michael Stiassny Jonathan Mason

ChairmanDirector

FINANCIAL CALENDAR

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