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Asset Plus FY19 Annual Report

Annual Report28 June 2019APLReal Estate

ANNUAL REPORT 2019

35 Graham Street, Auckland.

Contents
Chairman’s Letter 1

Key Points from the Financial Year 2

Strategy Update 4

Performance of the Portfolio 5

Property Report 6

Finance Report 12

Director Profiles 16

The Manager 17

Corporate Govenance 18

Financial Statements 26

Independent Auditor’s Report 54

Shareholder Statistics 57

Directory 59

Chairman’s Letter
Chairman’s

Letter

The twelve months to 31 March 2019 has been a period of ongoing

transition for the Company, as we have implemented the change to

an external manager, Augusta Funds Management. We have also

moved the focus of the Company to a future value-add strategy

and commenced execution of new acquisitions and restructuring

of the existing portfolio.

The acquisition of the Auckland Council tenanted 35

Graham Street, in the Auckland CBD fits the Company’s

new strategy by providing an immediate uplift in earnings

as well as redevelopment potential over the medium

term. The Graham Street acquisition will be settled on 28

June 2019 now that the shareholder vote has passed.

The Board is committed to growing the portfolio in a

disciplined manner, which may inevitably require future

equity raises. The primary focus of the Board is to close

the share price gap to NTA and by realising non-core

assets at or above valuation, and we are taking the first

steps in this process to foster investor confidence in the

portfolio and the new strategy.

The operating earnings for the full year are reduced as

a result of the sales, of 17 Print Place in Christchurch,

and of the AA Centre. The divestments were necessary

to reset the Asset Plus portfolio to one that will offer

shareholders yield plus growth over time. The three

remaining properties have performed as expected.

Future development and leasing opportunities have

been investigated within the portfolio with the aim to

maximise the value of the existing assets.

Leasing activity has been positive over the past twelve

months and the manager has been very active in this

space with all key tenant expiries renewed. Seeking

a further anchor tenant at Eastgate remains a key

priority, and we continue to consider all options as we

focus on developing a viable future for this asset.

We have been in talks for some time, with Heinz Wattie’s

in regard to the ongoing development of their facility

in Hastings. Unfortunately, the warehouse extension

has been put on hold and will not be proceeding in the

near term. As the property is no longer core the Board

determined that this property should be divested. The

realised capital from such a sale will support future

acquisitions and capital required for developments.

The Board remains patient and disciplined in the current

market to ensure we find the best investments which

we think provide appropriate risk-adjusted returns and

align with the new strategy. Augusta and the Board

considered a number of potential opportunities which

despite not proceeding, gives the Board confidence that

the Augusta team are well placed to source acquisitions

that fit with our mandate.

The dividend is to be maintained at the current level

but will be subject to quarterly review and ongoing

assessment as we consider the needs of the business,

taking into account potential future acquisitions.

The Board is pleased with Augusta’s performance

as manager and the progress they have made on

formulating and executing a new strategy for the

Company which will provide for sustainable growth

over the longer term.

Regards

Bruce Cotterill

Chairman

01

Key Points
from the Financial Year

8.5

%

%

LOAN TO VALUE RATIO

$

4.74

ADJUSTED FUNDS

FROM OPERATIONS

1

OF

million

(26.6% at 31 March 2018).

NET PROFIT AFTER TAX

$

3.803

million

($3.095 million in

the prior year).

Key Points from the Last Financial Year

($6.15 million in

the prior year).

1

AFFO is a non-GAAP financial information, calculated based on guidance issued by the Property Council of Australia. Asset

Plus considers that AFFO is a useful measure for shareholders and management because it assists in assessing the Company’s

underlying operating performance. This non-GAAP financial information does not have a standardised meaning prescribed by

GAAP and therefore may not be comparable to similar financial information prescribed by other entities. The calculation of AFFO

has been reviewed by the auditors. A reconciliation between Net Profit After Tax and AFFO can be found on page 14.

96.7

PORTFOLIO

OCCUPANCY

due to the sale of AA Centre.

reduced from 97.4%

02

Exit of
AA Centre

in July 2018,

further loss

on disposal of

$0.91 million.

WALT

5.5

due to the renewal of Countdown at

Eastgate and the sale of AA Centre.

years

34

and interest rate swap

arrangements cancelled.

of debt repaid post

the AA Centre sale

69.4

NET TANGIBLE

ASSETS

reduced from 70.6 cps

increased from

4.4 years (prior year)

cents per share

$

POST

BALANCE

DAT E

$

58

million

Key Points from the Last Financial Year (Continued)

driven by loss on revaluation

on investment property.

with settlement to

occur on 28 June 2019.

million

PURCHASE OF 35 GRAHAM

STREET, AUCKLAND FOR

03

Strategy Update
Strategy

Update

Asset Plus adopts an active management philosophy

encompassing asset and financial management, strategic

investments, acquisitions and divestments and the judicious

development of new and existing assets.

Close the share price to NTA gap

by maximising value of the existing

assets - and exit of non-core assets

as appropriate

Create sustainable growth of

shareholder total returns through

disciplined acquisition

A growth mandate to target assets

for their ability to contribute to a

yield plus growth strategy

Adopt a wide ranging diversified,

value-add strategy that is

sector agnostic

Geographical capability to invest

in major regions with a focus on

assets north of Taupo and more

specifically, Auckland

Seek assets capable of sector

outperformance through active

management and development

Provide the S&P/NZX All Real

Estate Index with a real estate

growth stock which is capable

of taking advantage of inevitable

changing economic conditions

Impact of 35 Graham Street

Transaction

The transaction will initiate a further phase of

Asset Plus’ investment strategy to provide investors

with an investment in a diversified portfolio of

New Zealand commercial property with a ‘Yield

Plus Growth’ investment strategy. The Transaction

delivers on this strategy by:

• Supporting an objective to enhance returns

for investments, with the acquisition being

accretive to earnings during the two year lease

term to Auckland Council.

• Providing a growth opportunity through

capital enhancement from the redevelopment

of the asset.

• Creating an opportunity to gain exposure to

anticipated future positive Auckland CBD office

market rental growth.

Heinz Wattie’s Divestment

Whilst a sale of Heinz Wattie’s property, (as it

has now been identified as non-core), will reduce

operating earnings, balance sheet capability is

bolstered to assist further acquisition activity and/

or redevelopment. The ability to exit the property

at valuation is a key strategic objective.

Potential Acquisitions

The Manager has been actively pursuing a number

of potential acquisitions over the course of the

year in conjunction with the Board. We retain a

disciplined and patient approach, to ensure the

right assets are purchased with the appropriate

risk profile and suitable forecast financial

return that aligns with our strategy. Potential

acquisitions were highly contested during the

year with a number of offshore purchasers active

in the market. Those offshore participants have

a substantially lower weighted average cost of

capital, reducing initial yields for prime grade stock

to below 6%. This has proved challenging for the

manager to successfully acquire assets, however

our disciplined, proactive approach and leverage of

our strong relationship base has proved successful

in the acquisition of 35 Graham Street, which we

intend to leverage for further growth opportunities.

04

Performance of the portfolio
Performance

of the portfolio

Since taking on management of the Asset

Plus portfolio in March 2018, Augusta have

completed a strategic review of all assets

to align with the revised yield plus growth

strategy. We have identified opportunities

to derive value-add strategies from those

existing assets and actively pursued these

opportunities over the course of the year.

Some opportunities identified will not proceed and the

assets have become non-core therefore divestment will

be explored to ensure capital can be recycled into other

prospects within the target geographical locations. A

number of strategies remain in play to maximise the

value of the existing assets.

The performance of the portfolio has been consistent

with the prior period. We have been actively managing

the portfolio to leverage lease renewals, extensions

and leasing of vacant space. We retain the same

disciplined approach in relation to the value-add

strategies for the existing assets, as applied to

new acquisitions.

Fair

Value

($m)

Occupancy

(%)

WALT

(Years)

Passing

Rent

Yield

(%)

Eastgate

Shopping

Centre

54.5935.16.7%

Roskill Centre

- Stoddard Rd

39.51004.06.5%

Heinz Wattie’s

Warehouse

- held for sale

29.11007.97.6%

Total123.196.75.5

05

Roskill Centre -
Stoddard Road

Local Shopping Centre

The March 2019 valuation for Roskill Centre has increased by 3.80% or $1.45m

on the previous year. The uplift was largely due to an increase in WALT and

passing income as a result of the 7 lease renewals completed in FY19. The

value increase is further attributed to an increase in market rents and firming

of capitalisation rates.

22 Stoddard Road,

Mt Roskill, Auckland

Property Report

Stoddard Road

Shopping Centre31-Mar-1831-Mar-19Change

Valuation38,050,00039,500,000

Net Contract Income2,499,0542,567,103

Passing Initial Yield6.58%6.50%

Cap. Rate6.25%6.125%

Net Market RentaI2,416,8852,455,983

WALT (years)

3.764.02

A total of 7 lease renewals were completed during the

year. The total rent from the renewals equate to $565,661

p.a., or 21.5% of the total rental income for the Centre,

taking the WALT from 3.76 years in March last year to

4.02 years.

As a result of rent reviews and renewals during the year,

the net contract income has increased by $68,049 p.a.

The future focus is to secure upcoming lease renewals

and further boost the WALT of the property. Recent tenant

retention is a positive signal and we expect this trend to

continue. Mt Roskill is a sought after area, with significant

residential development currently underway and planned for

the future, by HLC, a wholly owned subsidiary of Housing

New Zealand Corporation. There remains a continuing focus

on presentation of the Centre and strategies to enhance

value into the future.

06

The March 2019 valuation for Heinz Wattie’s distribution centre has
increased by 6.2% or $1.70m on the previous year. The uplift was

largely due to increased income as a result of the CPI rent review in

FY19 and a firming of the capitalisation rate from 8.125% to 8.00%.

Property Report (continued)

Heinz Wattie's

Warehouse31-Mar-1831-Mar-19Change

Valuation27,400,000 29,100,000

Net Contract Income2,134,094 2,201,390

Passing Initial Yield7.82%7.56%

Cap. Rate8.125%8.00%

Net Market Rental2,305,371 2,355,037

WALT (years)8.90 7.90

Heinz Wattie’s -

Warehouse

113 Elwood Road,

Hastings

The previously proposed redevelopment including a

warehouse extension and concurrent lease extension is

no longer proceeding in the near to medium term as the

tenant’s requirements have changed. On this basis the

asset no longer aligns with Asset Plus value add strategy.

Given the asset is no longer core, is regional and with a

healthy 7.90 years of tenure remaining at balance date it

was determined that this property investment should

be divested.

07

Eastgate -
Shopping Centre

Cnr Buckleys Road &

Linwood Avenue,

Christchurch

Property Report (continued)

The March 2019 valuation for Eastgate has decreased $4.4m or 7.5% on the

prior year. The key driver for the decrease was a reduction in market rental and

a softening of the capitalisation rate. Passing income remains flat on the prior

year and the WALT has increased with the Countdown exercising a 4 year right

of renewal (RoR). A further 4 year RoR has been agreed subject to payment of

the landlord contribution towards works within the tenancy.

Eastgate31-Mar-1831-Mar-19Change

Valuation58,900,00054,500,000

Net Contract Income3,717,0663,635,879

Passing Initial Yield6.41%6.66%

Cap. Rate8.00%8.13%

Net Market RentaI4,688,0874,463,681

WALT (years)

4.765.07

The Countdown lease renewal was significant for the Centre.

Countdown has exercised a 4 year right of renewal (RoR).

A further 4 year RoR has been agreed subject to payment

of the landlord contribution towards seismic restraint of

services within the tenancy. Other key lease renewals during

the year include Postie Plus, Paper Plus, Sushi Time, Number

One Shoes and Westpac.

Moving Annual Turnover (MAT) remains largely flat on

previous years, whilst foot traffic remains stable with the

Centre well frequented by the local community.

During the year a seismic assessment has been obtained

for the separate “The Warehouse” building. This

assessment identified some deficiencies in particular

areas of the structure. Design work has now been

completed to rectify this and bring the building up to 67%

New Building Standard (NBS) with all consents obtained, a

tender completed and Naylor Love awarded the contract.

Works are due for completion in late 2019.

Management has been focused on completing a

masterplan of the Centre and is working with a number

of potential retailers to bring to the Centre. Whilst such

a deal might not materially alter the net rental profile of

the Centre it is expected to boost foot traffic, minimise

unrecovered OPEX, reduce speciality retail vacancy

and assist with existing tenant retention in the future.

Management continues to proactively engage with

existing tenants to renew their lease commitments on

longer terms.

Our continuing focus is to secure an internal anchor

tenant which compliments the Centre and explore

opportunities to secure external tenants to maximise the

currently underutilised excess land.

08

09

Property Report (continued)
35 Graham Street

– Future acquisition

This acquisition is a key step in the execution of Asset Plus’ `Yield Plus

Growth’ investment strategy. This strategy was adopted following the

externalisation of management of the Company to Augusta and it is

exciting to be able to embark on the first acquisition for that strategy.

The property currently has a net lettable area of

approximately 9,990m

2

with extensive floor plates

of circa 3,000 to 3,500m

2

and the position of the

property provides the upper floors with expansive

views across the Waitemata Harbour. The location

and zoning for the property provides considerable

potential for a re-positioning at the end of the lease

term. Potential redevelopment options include various

levels of refurbishment and re-leasing of the existing

floors through to the addition of a further two to three

levels of Grade A office space (subject to resource

consent). Any potential redevelopment would be an

extensive commitment for Asset Plus and would only be

undertaken where we consider, at the time, the project

risks have been appropriately mitigated and the expected

redevelopment margin adds value for shareholders.

The Auckland office market currently has low vacancy

rates and we believe there a number of tenant leases

expiring over the next two years that will enable

these tenants to be targeted as part of a pre-leasing

campaign. Following the redevelopment, we expect

the Property to provide Grade A office space. These are

key characteristics, in our opinion, for considering any

development in the Auckland office market.

We believe this transaction delivers on this strategy by:

• Supporting an objective to enhance returns for

investments, with the acquisition being accretive

to earnings during the two year lease term to

Auckland Council.

• Providing a growth opportunity through capital

enhancement from the redevelopment of the asset.

• Creating an opportunity to gain exposure to

anticipated future positive Auckland CBD office

market rental growth.

Transaction Summary

Following the acquisition of 35 Graham Street for $58

million, Auckland Council will lease the whole property

for two years with no rights of renewal. This time period

will provide Asset Plus with a holding income at a

strong property yield of 6.85% and increased earnings

per share above their current levels. At the same time,

this period will provide Asset Plus and the Augusta

team with the time required to progress the potential

redevelopment including obtaining resource consent,

tenant commitments and construction plans.

10

Property Report (continued)
View from purposed top floor

35 Graham Street,

Auckland

As part of the transaction, Asset Plus will extend its

existing debt facility with BNZ by $55 million (to a

maximum of $75 million). Following settlement of the

Transaction, the gearing profile of the Company will

increase from approximately 8.5% to 38%.

In summary, key benefits of the acquisition are;

• an immediate increase to earnings through the

strong purchase yield of 6.85%;

• a strong tenant covenant from Auckland Council

during the two year lease term;

• a well located central Auckland property, re-weighting

Asset Plus’ exposure to the Auckland CBD office

market; and

• an asset with substantial redevelopment potential.

The summary and impact of the transaction is set

out below;

• Purchase Price $58m.

• Settlement 28 June 2019.

• After acquisition LVR will increase from 8.5% to 38%.

• An immediate earnings accretion to 3.76 cents

per share supports the current dividend (assuming

current assets are retained).

• Acquisition of the asset will enhance geographic

diversification by increasing Asset Plus exposure to

the Auckland property market.

• Auckland Council sale and leaseback for a 2-year term.

• $3.975m annual net contract rental.

• Preferred development strategy is to fully refurbish

and add further floors.

• Development spend estimated at $90 - $100 million

with target development margin of 15%, and return on

cost of 6.6%.

• The funding structure for the potential future

development phases (in addition to the $6 million

pre-construction spend) will be contingent on the

Asset Plus balance sheet at the time. Development

funding will likely be made available through the

recycling of one or more existing assets creating

sufficient balance sheet capability to fund a material

portion of the forecast development spend. Additional

debt will be sought to fund the balance of the

development and/or future capital may need to be

raised if the gearing ratio exceeds 40% on an as if

complete basis. Asset Plus will update shareholders

in due course on the potential redevelopment and

potential funding structure.

11

Finance Report
Finance

Report

2019

$’000

2018

$’000

2017

$’000

2016

$’000

2015

$’000

Total Net Revenue9,15111,704 11,90611,575 11,475

Administration Expenses

(1,766)

(2,225) (2,612) (2,318) (2,112)

Redundancy Costs

-

(726) - - -

Net Finance Costs

(1,079)

(2,821) (2,726) (2,448) (2,404)

Total Operating Income6,3065,932 6,568 6,809 6,959

Gain/(Loss) on Sale of Property, Plant

and Equipment

(14)

(29) (87)

-

1

Loss on Sale of Investment Property

(915)

(2,970) - - -

Unrealised Interest Rate Swap

Gain/(Loss)

133

79 732(677) (829)

Fair Value Gain/(Loss) in Value of

Investment Property

(1,767)

(2,945) (1,651) 3,160 1,187

Transaction Costs

(224)

(686) (1,339) - -

Sale of Management Rights

-

4,500 - - -

Net Profit Before Taxation3,5193,881 4,223 9,292 7,318

Income Tax Expense

284

(786) (1,150) (895) (933)

Profit and Total Comprehensive Income

For the Year, Net of Tax

3,8033,0953,0738,3976,385

Basic and Diluted Earnings Per Share

2.35

1.91 1.90 5.19 3.94

Five Year Financial Summary

12

Financial Result Summary
2019

$’000

2018

$’000

Variance

$’000 Comments

Total Net Revenue9,15111,704 (2,553)

Income lower due to the impact of

property divestment (AA Centre and

Print Place)

Administration Expenses(1,766)(2,225) 459

Administration expenses lower due

to the benefits of externalisation

and the property divestments

Redundancy Costs-(726) 726Costs of externalisation in FY18

Net Finance Costs(1,079)(2,821) 1,742

Lower due to debt repayment

and facility reduction following

divestment of the AA Centre

Total Operating Income6,3065,932 374

Loss on Sale of Property, Plant

and Equipment

(14)(29) 15

Loss on Sale of Investment Property(915)(2,970) 2,055

Loss in 2019 due to further costs in

relation to the AA Centre

Unrealised Interest Rate Swap Gain

1337 9 54

All interest rate swaps were exited

in July 2018

Fair Value Loss in Value of

Investment Property

(1,767)(2,945) 1,178

Loss in 2019 primarily due to

a reduction in market rental at

Eastgate partially offset by

growth at Stoddard Road and

Heinz Wattie’s

Transaction Costs(224)(686) 462

2019 transactions costs relate to

Heinz Wattie’s - now held for sale

Sale of Management Rights-4,500 (4,500)

Externalisation to Augusta

Net Other Losses(2,787)(2,051) (736)

Net Profit Before Taxation3,5193,881 (362)

Income Tax284(786) 1,070


Profit and Total Comprehensive Income

for the Year, Net of Tax

3,8033,095 708

Finance Report (continued)

13

Finance Report (continued)
Adjusted Funds from Operations - Reconciliation to Net Profit After Tax

1

AFFO is a non-GAAP financial information, calculated based on guidance issued by the Property Council of Australia. Asset

Plus considers that AFFO is a useful measure for shareholders and management because it assists in assessing the Company’s

underlying operating performance. This non-GAAP financial information does not have a standardised meaning prescribed by

GAAP and therefore may not be comparable to similar financial information prescribed by other entities. The calculation of AFFO

has been reviewed by the auditors.

2019

$’000

2018

$’000 Comments

Statutory Net Profit After Tax

3,803

3,095

Investment Property and Inventory

Loss on Sale of Investment Property

915

2,970

Fair Value Loss in Investment Property

1,767

2,945

Depreciation on Owner Occupied PP&E

-

357

Financial Instruments

Fair Value Gain on the Mark to Market

of Derivatives

(133)

(79)

Deferred Tax

Deferred Tax Expense(665)(438)

Tax on Depreciation Recovery (Non-Operating) - 209 Depreciation recovered from Print Place

Other Unrealised Or One-Off Items

Sale of Management Rights - (4,500) Sale of management rights to Augusta

Transaction Costs224686

Relates to sale costs associated with Heinz

Wattie’s (2018: $430k from Kiwi proposal,

$256k for Augusta externalisation)

Restructuring Costs - 523 After tax effect of redundancy payments

Non Operating - Current Tax(948) -

Tax in relation to cancellation of interest rate

swaps and loss on disposal associated with

the AA Centre

Net Loss on Sale of Property, Plant

and Equipment

1 4 29

Net Operating Income After Tax

4,977

5,797

14% reduction from ‘18 to ‘19

Incentives and Rent Straightening

Amortisation of Lease Incentives and Costs

188

482

Higher in '18 due to accelerated

amortisation at the AA Centre

Funds From Operations (Ffo)

5,165

6,279

18% reduction from ‘18 to ‘19

Incentives Given for the Accounting Period

(275)

-

Maintenance CAPEX

(151)

(131)

Adjusted Funds From Operations (AFFO)

1

4,739

6,148

23% reduction from ‘18 to ‘19

CPS2.933.80

14

Finance Report (continued)
Balance Sheet

2019

$’000

2018

$’000Comments

Cash at Bank

781472

Investment Properties94,077124,556Lower in 2019 due to divestment of the AA Centre

Properties Held for Sale28,89043,814Heinz Wattie's Distribution centre (2018: AA Centre)

Other Assets2,318759AA Centre retentions/recoveries and Colliers trust account (Eastgate)

Total Assets126,066169,601

Borrowings

10,50044,500Debt repaid on the divestment of the AA Centre

Deposits Received-4,7002018 included a deposit paid in relation to AA Centre sale

Other Liabilities3,2526,062

Total Liabilities13,75255,262

Shareholders Equity

112,314114,339

Net Tangible Assets Per Share ($)0.690.71

Capital Management

$10.5 million of debt is currently drawn which

represents an LVR of 8.5% (26.6% in the prior year).

Gearing is expected to increase to 38% post the 35

Graham Street acquisition. The loan facility limit was

reduced to $20 million but will increase to $75 million

post the 35 Graham Street acquisition.

Interest rate swaps were terminated during the year

as $34 million of debt was repaid on the back of the

AA Centre divestment.

The NTA is now 69.4 cents per share (down from 70.6

cps in the pcp) driven by the unrealised revaluation loss

on investment property as well as the realised loss on

disposal of Print Place.

Dividends

Annual cash dividends remain at 3.6 cents per share.

Whilst the operating earnings generated for the year

ended 31 March 2019 were 3.1 cents per share the

Board elected to maintain the current dividend profile

on the basis of potential acquisition activity and the fact

the balance sheet has been under utilised since the AA

Centre divestment in July 2018.

15

Bruce Cotterill
Chairman,

Non-Executive

Independent Director

Bruce Cotterill

joined the Board

of Asset Plus in

April 2017. Bruce

is an experienced

CEO, Chairman and

Company Director,

who has excelled in a

number of sectors and in a

range of extremely demanding

roles. This includes businesses going

through major transformation brought about by financial

performance, structural change and cultural issues. As

a CEO he has led real estate group Colliers, both in New

Zealand and Australia, Kerry Packer’s ACP Magazines,

and iconic New Zealand sportswear company

Canterbury International. As CEO of Yellow Pages Group

he was appointed to lead that company through a

period of dramatic change, including the restructure of

the Company’s $1.8 billion of debt. Bruce was Chairman

of Noel Leeming Group for 8 years until that Company’s

sale to The Warehouse, and he is currently Chairman of

Swimming New Zealand.

Carol Campbell

Non-Executive

Independent

Director

Carol Campbell

joined the Board

of Asset Plus in

May 2015 and

chairs the Audit

and Risk Committee.

Carol is a Chartered

Accountant and a member

of Chartered Accountants

Australia and New Zealand. Carol has extensive

financial experience and a sound understanding of

efficient Board governance. Carol holds a number of

directorships across a broad spectrum of companies,

including T&G Global, New Zealand Post, NZME and

the Fisher Listed Investment companies – Kingfish,

Barramundi and Marlin Global, where she is also Chair

of the Audit and Risk Committee. She is also a Director

of Kiwibank. Carol was a Director of The Business

Advisory Group for 11 years, a Chartered Accountancy

Practice, and prior to that a partner at Ernst & Young

for over 25 years.

Paul Duffy

Non-Executive Director

Paul Duffy has over 36

years’ experience in the

property investment/

development industry,

including CEO/

executive director of

DNZ Property Fund

(now named Stride

Property) for 13 years.

During his career, Paul

held the position of General

Manager of Fletcher Property

Limited and was Joint Managing

Director of US Real Estate Subsidiaries for the Abu

Dhabi Investment Authority. In this role he oversaw

the formation of a large real estate portfolio in the

United States and Europe. Paul is currently a Director

of Leighs Construction and a number of private

companies. Paul is also the chairman of Augusta

Capital and Augusta Funds Management and is

therefore not an independent director.

Allen Bollard

Non-Executive

Independent Director

Allen has a long

background

in accounting,

business analysis,

risk management,

tax, and finance,

mostly in property and

construction. Starting

as a partner in a major

accounting firm, he was then

CFO for three listed property companies and for

ten years was CEO/CFO of Tramco Group, which

managed and financed several large privately held

leasehold land owning partnerships including Viaduct

Harbour Holdings, Tram Lease, Quay Lease, Kiwi

Forests, Wairakei Pastoral and Calland Properties

Ltd. He is now an independent business and finance

consultant and Director, still advising Tramco and is

an independent trustee for the Wyborn and Green

families. He is the Government approved independent

director of Tamaki Makaurau Community Housing

Joint Venture and Chair of the Odyssey House Board

of Trustees.

Director Profiles

Director Profiles

16

The Manager
Founded in 2001, Augusta is a leading diversified

listed fund manager with value-adding and asset

management expertise across New Zealand and

Australia. Augusta owns and manages 74 properties

across the office, retail and industrial sectors, with

$1.80 billion of assets under management.

Augusta employs 40 staff across offices in Auckland,

Christchurch and New Plymouth, with specialist

expertise in asset management and development

management, as well as other essential professional

functions including accounting, treasury and investor

relations, legal, compliance and company secretariat.

The number of assets it manages gives Augusta a

vantage point from which to understand the market

and unlock real estate opportunities. Augusta

has comprehensive and up-to-date knowledge

and insights pertaining to property buyers/sellers,

tenants and, importantly, the constant and subtle

shifts to lending and bank sentiment. Understanding

this sentiment has a critical bearing on the

investment strategies ultimately determined

for each property it manages.

Augusta’s wide market reach, coupled with its

professional expertise across all the key areas of asset

management, represents the backbone of the value

proposition which will underpin its strategy for the Asset

Plus portfolio future growth and success.

There is a dedicated asset manager for each property

within the portfolio with oversight from the senior

management team in respect to portfolio strategy.

In line with the yield plus growth ambitions of Asset

Plus, each asset manager has been selected for their

ability to actively manage each asset and exhaust all

avenues to extract value from the existing portfolio.

The Manager

17

Corporate Govenance
Corporate

Governance

Principle 1 – Code of Ethical Behaviour

Directors should set

high standards of ethical

behaviour, model this

behaviour and hold

management accountable

for these standards being

followed throughout

the organisation.

A Code of Ethics has been adopted by which the

Company has set out expectations for all Directors,

officers, any employees and representatives to act in

a manner consistent with its guiding principles and

the values set out in its Code of Ethics. This Code sets

out clear expectations of ethical decision-making

and personal behaviour in regard to confidentiality,

securities trading, transparency, company information,

conflict resolution processes, workplace responsibilities,

environmental responsibility and stakeholder interaction.

A copy of the Code of Ethics is available at www.

assetplusnz.co.nz/wp-content/uploads/code_of_ethics_

final.pdf.

Any illegal or unethical behaviour is to be reported

to the Board. The Chairman may determine whether

an exception or waiver is granted. Otherwise a sub-

committee of the Board will be formed to determine

what action should be taken.

Asset Plus’ manager, Augusta, has also adopted a

Code of Ethics which applies to its employees and

directors. The Code sets out the minimum standards

expected of Augusta’s employees and directors and is

intended to facilitate decisions that are consistent with

Augusta values, business goals and legal and policy

obligations. A copy of the Augusta Code of Ethics is

available at www.augusta.co.nz/assets/Uploads/

Augusta-Code-of-Ethics.pdf.

Asset Plus has also adopted a Share Trading Policy

which sets out the rules for dealing in the listed

financial products of Asset Plus. The policy prohibits

trading by directors of Asset Plus without the written

consent of the Company Secretary. The Board may set

‘no trade’ periods around the release of the Annual

and Interim reports, changes in Asset Plus’ capital

structure or where there is significant acquisition or

divestment activity. A copy of the policy is available at

www.assetplusnz.co.nz/wp-content/uploads/share_

trading_policy_final.pdf.

Augusta has also adopted an Insider Trading Policy

which sets out the rules for dealing in the financial

products of any entity that Augusta manages

(including Asset Plus). The policy prohibits trading

by any employee or director of Augusta without the

written consent of the Augusta Chair. Other than in

exceptional circumstances, all trading is prohibited

during blackout periods for 30 days prior to half- and

full-year balance dates until the first trading day

after the relevant results are announced. A copy of

the policy is available at www.augusta.co.nz/assets/

Uploads/Augusta-Insider-trading-policy.pdf.

The Board of Asset Plus is committed to maintaining the highest standards of business

behaviour and accountability.

Accordingly, the Board has adopted corporate governance policies and practices designed to

promote responsible conduct.

The corporate governance framework is set out in Asset Plus’ Corporate Governance

Manual, a copy of which can be found at the Company’s website: www.assetplusnz.co.nz/

corporate-governance.

This section sets out Asset Plus’ corporate governance policies, practices and processes

with reference to the NZX Corporate Governance Code’s eight key principles and

supporting recommendations. The Board considers that it has followed the recommendations

of the NZX Corporate Governance Code except as set out below under each Principle.

18

Corporate Govenance (continued)
Principle 2 – Board Composition

and Performance

To ensure an effective board,

there should be a balance

of independence, skills,

knowledge, experience

and perspectives.

Board Charter

The Asset Plus Board has adopted a Board Charter

and Governing Principles which sets out that

the specific responsibilities of the Board and its

Committees include:

• oversight of the Company including its control and

accountability procedures and systems;

• setting the strategic direction and objectives of

the Company;

• overseeing the audit and monitor risk;

• approval of operating plans including annual

business plans and budgets;

• monitoring actual results against the annual

business plan, budget and strategic objectives;

• delegating the appropriate authority of the

management of the Company, and monitoring

management’s performance on a regular basis;

• setting the remuneration of the Directors;

• approval and monitoring of the progress of capital

expenditure, capital management initiatives and

acquisitions and divestments;

• approval of capital structure and dividend

policies; and

• oversight of disclosure and monitoring of price

sensitive matters affecting the Company.

Director nominations and appointments

The Board has adopted a Nomination Committee

Charter which sets out the procedure for nominating

and appointing potential directors to the Board.

Given its size, the full Board of Asset Plus acts as the

Nominations Committee. The responsibilities set out in

the Nomination Committee Charter are:

• to identify and nominate candidates to fill Board

vacancies as and when they arise;

• before making an appointment, to evaluate the

balance of skills, knowledge and experience on

the Board and, in the light of the evaluation, to

determine the role and capabilities required for

the appointment;

• to formulate succession plans for Directors taking

into account the challenges and opportunities

facing the Company and the skills and expertise

accordingly required to govern the Company in

the future;

• to regularly review the structure, size and

composition (including the skills, knowledge

and experience) of the Board and to make

any changes;

• to keep under review the leadership requirements

of the Company, both non-executive and

executive, with a view to ensuring the continued

ability of the Company to compete efficiently in

the marketplace; and

• to consider such other matters relating to Board

nomination or succession issues as may be

identified by the Board.

Formal agreements are entered into with all

new directors.

19

Board composition
Director profiles are on page 16 and director

shareholdings are listed on page 27.

Directors undertake continuing education to keep their

skills current and understand how to best perform

their duties.

The Board Charter sets out that the Board will review

its performance as a whole on an annual basis and

instigate additional comprehensive reviews as may

be deemed necessary from time to time. External

consultants may be commissioned as needed to assist

in the assessment of individual director performance,

the effectiveness of the Board’s processes and/or the

Board’s own effectiveness.

Diversity

Asset Plus has not adopted a diversity policy as it no

longer has any employees following externalisation of

management to Augusta. Instead, the Asset Plus Board

has reviewed the Manager’s diversity policy and relied on

the Manager to implement diversity measures with

its employees.

Breakdown of Gender Composition of Asset Plus’

Directors and Officers.

MaleFemale

Financial

YearDirectorsOfficersDirectorsOfficers

Year ending

31 March

2019

3310

Year ending

31 March

2018

33

10

Chair and CEO

In accordance with the NZX Corporate Governance Code

and as a result of management being externalised, Asset

Plus’ Chair is not also its CEO.

Principle 3 – Board Committees

The board should use

committees where this will

enhance its effectiveness in

key areas, while still retaining

board responsibility.

The Asset Plus Board has established a separate Audit

and Risk Committee comprising of three directors. The

Corporate Governance Manual also includes charters for

Nominations Committee and Remuneration Committee.

However, the full Board undertakes the responsibilities

of those Committees. Given the size and operations of

Asset Plus, the Board does not consider that any further

committees are necessary.

Audit and Risk Committee

The Audit and Risk Committee’s primary

objectives are:

• to set the principles and standards with respect

to internal controls, accounting policies and the

nature, scope, objectives and functions of the

external audit. This objective enables the Board

to satisfy itself that management is discharging

its responsibilities in accordance with established

processes and, wherever practical, best practice

methodologies; and

• to ensure the efficient and effective management

of all business risks, and the efficient and

effective compliance with Asset Plus’ Risk

Management Policy.

Corporate Govenance (continued)

20

Key responsibilities for the Audit and Risk
Committee include:

• Establishing guidelines for the selection,

appointment and/ or removal of the external

auditor as well as the rotation of the lead partner

of the audit firm;

• Ensuring the external auditor is discharging

its responsibilities, including monitoring the

effectiveness, objectivity and independence

of the external auditor;

• Reviewing draft financial statements, NZX

preliminary announcements and annual and

interim reports;

• Reviewing accounting policies and practices;

• Reviewing the risk management policy and the

annual risk management plans; and

• Reviewing the Delegated Authority

Policy annually.

The members are all independent directors being Carol

Campbell (Chair), Allen Bollard and Bruce Cotterill. The

Audit and Risk Committee is required to meet at least

twice a year, with four meetings being held in the 2019

financial year.

Representatives of the Manager only attend meetings

of the Audit and Risk Committee at the invitation of

the committee.

Remuneration Committee

The full Board acts as the Remuneration Committee.

The Remuneration Committee Charter is included in

the Corporate Governance Manual. The responsibilities

include setting and reviewing all components of the

remuneration of non-executive Directors.

Nominations Committee

The full Board acts as the Nominations Committee.

The Nominations Committee Charter is included in the

Corporate Governance Manual. The responsibilities

are as set out on page 19.

Takeover protocols

In June 2018, the Board adopted protocols setting

out the procedures to be followed if a takeover offer

is received.

Principle 4 – Reporting and Disclosure

The board should demand

integrity in financial and non

financial reporting, and in

the timeliness and balance

of corporate disclosures.

Continuous disclosure

Asset Plus has adopted a disclosure policy setting

out its approach to disclosing material information

and communication with shareholders or analysts.

Asset Plus recognises that the cornerstone of New

Zealand and international securities law is full and fair

disclosure of material information and that the timely,

non-exclusionary distribution of information to the

public is crucial to the efficiency and integrity of the

capital markets.

A copy of the policy is available on Asset Plus’ website

at www.assetplusnz.co.nz/corporate-governance,

along with the Corporate Governance Manual.

Non-financial disclosures

As the size of Asset Plus’ portfolio is currently only three

properties, the recommendation regarding non-financial

disclosures has not been complied with due to the cost

of such compliance. This will be further evaluated as the

portfolio grows.

Corporate Govenance (continued)

21

Principle 5 – Remuneration
The remuneration of directors and executives should be

transparent, fair and reasonable.

Remuneration of directors is reviewed by the Board.

The director remuneration pool was approved at $300,000 when Asset Plus was formed following the

corporatisation of the National Property Trust in 2011. In June 2017, the Asset Plus Board approved the following

director fees which have continued to be paid during the past year:

Director remuneration

DirectorBase director feesCommittee feesAnnual fee

Amount paid

during the year

Bruce Cotterill $90,000 – chair-$90,000$90,000

Carol Campbell$65,000$10,000 – Chair of Audit and Risk Committee$75,000$75,000

Allen Bollard$65,000$5,000 – Member of Audit and Risk Committee $70,000$70,000

Paul Duffy$65,000-$65,000$65,000

Total $300,000$300,000

Approved pool$300,000

As Asset Plus no longer has any employees, it does not have a remuneration policy.

Chief Executive remuneration

Following the externalisation of management to Augusta, Asset Plus no longer has a CEO.

Corporate Govenance (continued)

22

Principle 6 – Risk Management
Directors should have a

sound understanding of the

material risks faced by the

issuer and how to manage

them. The Board should

regularly verify that the issuer

has appropriate processes

that identify and manage

potential and material risks.

Asset Plus has a risk management policy (set out in the

Corporate Governance Manual). As part of this a range

of risks have been identified from financial/operational

risk to investment market risk with causes, potential

outcomes and risk management strategies detailed.

Asset Plus also relies on Augusta’s risk management

framework to identify, oversee, manage and control risks

that Asset Plus faces. Key risks have been identified

including interest rate and treasury risk, cyber security,

construction and development risk, compliance with

regulatory obligations, property risks (such as tenant

default), fraud and health and safety risks.

Augusta is responsible under the management

agreement for advising the Asset Plus Board on

risk management matters. The Audit and Risk

Committee will receive such reports and oversee

risk management.

Health and safety

Augusta oversees health and safety compliance on a

day to day basis for Asset Plus in conjunction with the

property managers for each property. Each property

has a hazard register which is managed on a day to

day basis by the property managers and overseen by

Augusta’s asset managers.

Augusta has recently engaged an independent health

and safety expert to undertake an audit of each property

within Asset Plus’ portfolio to provide independent

assurance that health and safety hazards are being

identified and appropriately managed. Following

completion of the audits, the hazard registers for each

property will be updated.

Augusta’s Legal and Compliance Manager oversees

compliance with Augusta’s health and safety

framework including regular reporting to the Board.

This includes monthly reporting to the Board on key

health and safety statistics, incidents and hazard

remedies. This is in addition to quarterly reporting

to Augusta’s Health and Safety Committee which

considers all health and safety hazards and incidents.

The Asset Plus Board also considers health and safety

issues at each board meeting and as they arise if

necessary. A key focus for the Asset Plus Board is

ensuring that hazards are identified and remedied

and that reporting identifies the progress with

remedial actions.

A health and safety assessment will be conducted of

all new properties to identify all relevant hazards prior

to acquisition.

Principle 7 – Auditors

The board should ensure the

quality and independence of

the external audit process.

The Audit and Risk Committee Charter sets out Asset

Plus’ framework for managing relationships with

its auditor. This includes the ability for directors to

communicate directly with auditors and for auditors

to attend meetings of the Audit and Risk Committee

without management present. Any non-audit services

provided by the audit firm must be approved by the Audit

and Risk Committee.

Grant Thornton is the auditor of Asset Plus with the

audit partner rotated every 5 years. Grant Thornton

attends each annual shareholder meeting and

is available to answer shareholder questions at

the meeting.

Asset Plus has no separate internal audit function as it

has no employees.

Corporate Govenance (continued)

23

Principle 8 – Shareholder Rights
and Relations

The board should respect

the rights of shareholders

and foster constructive

relationships with

shareholders that

encourage them to

engage with the issuer.

Asset Plus’ website at www.assetplusnz.co.nz includes a

range of information including bios for directors, copies of

the Corporate Governance Manual, the constitution and

historical annual and interim reports.

The Company engages with shareholders through

annual and interim reports, results conference

calls, presentations to shareholders and the annual

shareholder meeting.

Shareholders have the right to receive communications

electronically by notifying the share registrar. Major

decisions which require approval under the NZX Main

Board Listing Rules are submitted to shareholders for

approval. All voting at shareholder meetings (such as

recent meeting for the 35 Graham Street acquisition) is

conducted by a poll.

The annual shareholders notice of meeting will be

provided to shareholders at least 28 days prior to the

annual meeting.

Statutory disclosures

Principal Activities

Asset Plus Limited is a listed commercial property

investment company investing solely in New Zealand

real estate.

Board Composition

The table below sets out details of the current directors of

Asset Plus Limited and its subsidiary, including the date

on which they were appointed.

No persons ceased to be a director of the Company or its

subsidiary during the year ending 31 March 2019.

DirectorDate Appointed

Bruce Cotterill21 April 2017

Carol Campbell25 May 2015

Allen Bollard21 April 2017

Paul Duffy21 April 2017

Board Attendance

Directors attended the following formal meetings of the

Board in the year to 31 March 2019.

Director

Board Meetings

Held

Board

Meetings

attended

Bruce Cotterill1111

Carol Campbell1111

Allen Bollard11

11

Paul Duffy11

10

Interest Register Record

The following disclosures were recorded in the interest

register during the year ended 31 March 2019.

Specific Disclosures

Paul Duffy made specific disclosure of an interest in

the 35 Graham Street transaction as a result of being

a director of Augusta Funds Management Limited

which would receive an acquisition fee of $580,000

in connection with the acquisition. No other specific

disclosures were made during the year for interests in

any transactions entered into by Asset Plus Limited or

its subsidiaries.

Corporate Govenance (continued)

24

Name of DirectorNature of InterestCore Business
Allen Bollard

Independent TrusteeWyborn Capital Trust

DirectorPuhinui Park GP Limited

Carol CampbellDirector

Chubb Insurance New Zealand Limited

Director

Kiwibank Limited - resignation on 31 Augusta 2018 and reappointment on 20

November 2018

Bruce CotterillDirectorMove Logistics Limited - resignation on 12 June 2018 disclosed

Paul John DuffyDirectorNo additional disclosures during the year

General Disclosures

The following general disclosures were made in the year ended 31 March 2019 in respect to the Company

under Section 140(2) of the Companies Act 1993.

Corporate Govenance (continued)

Share Dealings by Directors

There were no share dealings by the Directors in the year

ending 31 March 2019.

Securities of the Company in which each Director had a

relevant interest as at 31 March 2019:

DirectorHolding

Security

Held

Nature of

Relevant Interest

Carol

Campbell

50,000Shares

Registered holder

and beneficial

owner

Indemnity and Insurance

The Company has affected Directors and Officers

liability insurance at prevailing rates for all Directors.

The Company and its subsidiaries have continued to

indemnify the Directors for any costs referred to in

Section 162(3) of the Companies Act 1993 and any

liability or costs referred to in Section 162(4) of the Act.

Donations

The Company did not make any donations in the year to

31 March 2019 (2018: Nil).

Audit Fees

Amounts paid to the Auditor of the Company:

2019

$’000

2018

$’000

Grant Thornton Audit Fees84

79

In addition to the audit fee

the following other fees

were paid to Auditors:

Other Assurance Services4829

Total132108

25

The notes set out on pages 33 to 53 form part of, and should be read in conjunction with, the consolidated financial statements.
2019 Financials

Financial Statements for the year ended 31 March 2019

26

Financial Statements
The notes set out on pages 33 to 53 form part of, and should be read in conjunction with, the consolidated financial statements.

Financial Statements

Contents

Consolidated Statement

of Comprehensive Income 28

Consolidated Statement of

of Changes in Equity 29

Consolidated Statement of

Financial Position 30

Consolidated Statement

of Cash Flows 31

Reconciliation of Net Profit

to Net Cash Inflow from

Operating Activities 32

Notes to the Consolidated

Financial Statements 33

Independent

Auditor’s Report 54

27

Financial Statements
The notes set out on pages 33 to 53 form part of, and should be read in conjunction with, the consolidated financial statements.

Note

2019

$’000

2018

$’000

Gross Rental Revenue13,35016,694

Direct Property Operating Expenses(4,199)(4,995)

Net Rental Revenue59,15111,699

Other Revenue-5

Total Net Revenue9,15111,704

Administration Expenses6(1,766)(2,951)

Net Finance Costs6(1,079)(2,821)

Total Operating Expenses(2,845)(5,772)

Total Operating Income6,3065,932

Sale of Management Rights-4,500

Loss on Sale of Investment Property11(915)(2,970)

Unrealised Interest Rate Swap Gain13379

Fair Value Loss in Value of Investment Properties10(1,767)(2,945)

Loss on Sale of Property, Plant and Equipment(14)(29)

Transaction Costs22(224)(686)

Net Profit Before Taxation3,5193,881

Income Tax7284(786)

Net Profit After Taxation3,8033,095

Other Comprehensive Income--

Profit and Total Comprehensive Income For the Year, Net of Tax3,8033,095

Basic/Diluted Earnings Per Share2.351.91

Consolidated Statement

of Comprehensive Income

For the year ended 31 March 2019

28

Financial Statements
The notes set out on pages 33 to 53 form part of, and should be read in conjunction with, the consolidated financial statements.

Financial Statements

Note

Share Capital

$’000

Accumulated

Loss

$’000

Total

$’000

Opening Balance at 01 April 2018134,089(19,750)114,339

Profit For the Year-3,8033,803

Profit and Total Comprehensive Income For the Year, Net of Tax-3,8033,803

Dividends18-(5,828)(5,828)

Closing Balance at 31 March 2019134,089(21,775)112,314

Note

Share Capital

$’000

Accumulated

Loss

$’000

Total

$’000

Opening Balance at 01 April 2017134,089(17,016)117,073

Profit For the Year-3,0953,095

Profit and Total Comprehensive Income For the Year, Net of Tax-3,0953,095

Dividends18-(5,829)(5,829)

Closing Balance at 31 March 2018134,089(19,750)114,339

Consolidated Statement

of Changes in Equity

For the year ended 31 March 2019

29

Financial Statements
The notes set out on pages 33 to 53 form part of, and should be read in conjunction with, the consolidated financial statements.

Note

2019

$’000

2018

$’000

Current Assets

Cash at Bank781472

Trade Receivable, Prepayments and Other Receivables91,839679

Taxation Receivable413-

Total Current Assets3,0331,151

Properties Held for Sale1128,89043,814

Non-Current Assets

Investment Properties1094,077124,556

Property, Plant and Equipment126680

Total Non-Current Assets94,143124,636

Total Assets 126,066169,601

Current Liabilities

Trade Payables, Provisions and Accruals141,3842,227

Taxation Payable-462

Deposits Received-4,700

Total Current Liabilities1,3847,389

Non-Current Liabilities

Borrowings1310,50044,500

Interest Rate Swaps13-840

Deferred Taxation71,8682,533

Total Non-Current Liabilities12,36847,873

Total Liabilities13,75255,262

Net Assets112,314114,339

Contributed Capital134,089134,089

Accumulated Loss(21,775)(19,750)

Shareholders Equity112,314114,339

The Board of Asset Plus Limited approved the consolidated financial statements for issue on 29 May 2019.

Bruce Cotterill Carol Campbell

Chairman Chair Audit and Risk Committee

Consolidated Statement

of Financial Position

As at 31 March 2019

30

Financial Statements
The notes set out on pages 33 to 53 form part of, and should be read in conjunction with, the consolidated financial statements.

Note

2019

$’000

2018

$’000

Cash Flows from Operating Activities

Cash was provided from/(applied to):

Gross Rental Revenue13,22217,286

Interest Revenue2041

Taxation Paid(1,256)(1,057)

Other Revenue-5

Operating Expenses(7,211)(6,908)

Interest Expense(998)(2,902)

Net Cash Inflow from Operating Activities3,7776,465

Cash Flows from Investing Activities

Cash was provided from/(applied to):

Sale of Investment Property37,5178,250

Cost of Disposal of Investment Property-(220)

Deposit Received from Investment Property Held for Sale-4,700

Capital Expenditure on Investment Properties(355)(4,738)

Transaction Costs(4)(686)

Sale of Management Rights-4,500

Net Cash Inflow from Investing Activities37,15811,806

Cash Flows from Financing Activities

Cash was provided from/(applied to):

(Repayment)/Drawdown of Bank and Other Loans (Secured)(34,000)(14,000)

Distributions Made to Shareholders18(5,828)(5,829)

Payment to Cancel Interest Rate Swaps(798)-

Net Cash Outflow from Financing Activities(40,626)(19,829)

Net Increase/(Decrease) in Cash and Cash Equivalents309(1,558)

Cash and Cash Equivalents at the Beginning of the Year4722,030

Cash and Cash Equivalents at the End of the Year781472

Consolidated Statement

of Cash Flows

For the year ended 31 March 2019

31

Financial Statements
The notes set out on pages 33 to 53 form part of, and should be read in conjunction with, the consolidated financial statements.

2019

$’000

2018

$’000

Net Profit after Taxation3,8033,095

Items Classified as Investing or Financing Activities:

Unrealised (Gain)/Loss in Fair Value of Investment Properties1,7672,945

Transaction Costs224686

Loss on Disposal of Investment Property9152,750

Loss on Sale of Plant and Equipment142 9

Cost of Sale of Print Place-220

Unrealised Loss in Fair Value of Interest Rate Swaps(133)(79)

Movement in Deferred Taxation(665)(439)

Finance Costs105-

Sale of Management Rights-(4,500)

Movements in Working Capital Items:

Trade Receivable, Prepayments and Other Receivables(128)868

Trade and Other Payables(1,250)367

Taxation Payable(875)166

Non-Cash Item

Depreciation-357

Net Cash Inflow from Operating Activities3,7776,465

Reconciliation of Net Profit to Net

Cash Inflow from Operating Activities

For the year ended 31 March 2019

32

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

1. Corporate Information

The consolidated financial statements comprise of

Asset Plus Limited (the “Company”) and its subsidiary

(collectively the “Group”).

The company is a limited liability company incorporated

and domiciled in New Zealand whose shares are listed

on the New Zealand Stock Exchange. The Company is

an FMC Reporting Entity under the Financial Markets

Conduct Act 2013. The registered office is located in

Level 2, Bayley’s House, 30 Gaunt Street, Wynyard

Quarter, Auckland.

The nature of the operations and principal activities of the

Group are investing in industrial, retail and commercial

property in New Zealand.

2. Summary of Significant

Accounting Policies

(a) Basis of Preparation

The consolidated financial statements have been

prepared in accordance with generally accepted

accounting practice in New Zealand (“NZ GAAP”), the

Companies Act 1993, the requirements set out in section 7

of the Financial Markets Conduct Act 2013 and the Main

Board Listing Rules of the NZX. The consolidated financial

statements have been prepared on a historical cost basis,

except for investment properties and derivative financial

instruments which have been measured at fair value.

The consolidated financial statements are presented in

New Zealand dollars and all values are rounded to the

nearest thousand dollars ($’000), except where

otherwise indicated.

The consolidated financial statements have been

prepared on the basis that the Group is a going concern.

(b) Statement of Compliance

The consolidated financial statements comply with New

Zealand equivalents to International Financial Reporting

Standards (‘NZ IFRS’) and International Financial Reporting

Standards (‘IFRS’) as appropriate for a profit-oriented entity

that falls into the Tier 1 for profit category as determined

by the New Zealand Accounting Standards Board.

Changes in accounting policies

The accounting policies adopted are consistent with

those of the previous financial year, except where new

accounting standards which have been issued and are

effective for the current reporting period, or which are

issued but not yet effective and may be early adopted,

have been adopted for the first time. Certain comparative

information has been reclassified to conform with the

current year’s presentation.

The Group has adopted the accounting standards which

are issued and effective for reporting periods beginning

on or after 1 January 2018. These amendments and

interpretations apply for the reporting period beginning 1

April 2018 as follows:

NZ IFRS 15 Revenue from contracts with customers

This standard specifies how and when revenue should

be recognised and requires disclosures about the

nature, amount, timing and uncertainty of revenues and

cash flows arising from customer contracts. Revenue

is recognised when a customer obtains control of the

good or service and thus has the ability to direct the use

and obtain the benefits from the good or service. This

standard replaces NZ IAS 18 Revenue.

Revenue is measured based on the consideration

specified in a contract with a customer and excludes

amounts collected on behalf of third parties. The company

recognises revenue when it transfers control of a product

or service to a customer. A performance obligation is a

promise in a contract to transfer a distinct good or service

(or a bundle of goods and services) to the customer and is

the unit of account in NZ IFRS 15. A contract’s transaction

price is allocated to each distinct performance obligation

and recognised as revenue, when, or as, the performance

obligation is satisfied.

The Group’s revenue is rental income which is out of the

scope of NZ IFRS 15. Refer to Note 5 Net Rental Revenue

for information on principal activities and revised

accounting policies.

NZ IFRS 9 Financial instruments

NZ IFRS 9 establishes principles for the financial reporting

of financial assets and financial liabilities that will present

relevant and useful information to users of financial

statements for their assessment of the amounts, timing

and uncertainty of an entity’s future cash flows. NZ IFRS

9 also introduces an expected credit loss model for the

impairment of financial assets.

This standard also includes new guidance which will align

hedge accounting more closely with risk management. It

does not fully change the types of hedging relationships

or the requirement to measure and recognise

ineffectiveness; however, it allows more hedging strategies

that are used for risk management purposes to qualify

for hedge accounting. The Group does not currently apply

hedge accounting under NZ IAS 39.

Classification of financial instruments

The Group classifies its financial assets as fair value

through profit and loss (“FVTPL”), fair value through

other comprehensive income (“FVTOCI”) and amortised

cost according to the Group’s business objectives

for managing the financial assets and based on the

contractual cash characteristics of the financial assets.

The Group classifies its financial liabilities as amortised

cost or FVTPL.

33

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

Measurement

Financial instrument typeNZ IAS 39NZ IFRS 9

Financial assets

Cash and cash equivalents Amortised costAmortised cost

Interest rate swapsFVTPLFVTPL

Trade receivable and otherLoans and receivablesAmortised cost

Financial liabilities

BorrowingsAmortised costAmortised cost

Interest rate swapsFVTPLFVTPL

Trade payable and otherLoans and receivablesAmortised cost

The Group has adopted both NZ IFRS 9 Financial

Instruments and NZ IFRS 15 Revenue from contracts with

customers, as required. The retrospective method has been

adopted for the initial application of both these standards.

The adoption of NZ IFRS 9 does not have a material

impact on the financial statements.

The implementation of NZ IFRS 15 has required a change

in the presentation of operating cost recovery income

included in the consolidated statement of comprehensive

income. This standard does not apply to rental income

which makes up more than 85 per cent of the total

revenue of the Group. With the implementation of NZ

IFRS 15, it has been necessary to separate revenue

components between rental income and operating cost

recoveries which has been done in Note 5 Net Rental

Revenue. As a result, comparative information has also

been presented to align to the reporting requirements.

There has been no changes in the amount or timing

of revenue recognised therefore no restatement of

comparative information has been required.

Accounting standards that are issued but not

yet effective

The Group has elected not to early adopt the following

standards, which have been issued by the New Zealand

Accounting Standards Board.

NZ IFRS 16 Leases (effective for annual reporting

periods beginning on or after 1 January 2019)

NZ IFRS 16 requires a lessee to recognise a lease liability

reflecting future lease payments and a ’right-of-use’ asset

for all lease contracts. Lessors reporting requirements are

similar to the previous standard NZ IAS 17 Leases.

This standard is required to be adopted by the Group in its

financial year ending 31 March 2020. A right of use asset

and corresponding liability reflecting future lease payments

will be recognised based on commitments at that date.

The following table presents the types of financial instruments held by the Group within each financial instrument

classification under NZ IAS 39 and NZ IFRS 9:

The Directors have evaluated the impact of this new

standard on the consolidated financial position and

performance of the Group. Their current preliminary

evaluation has indicated that there is no material effect

on the Group’s result due to adopting the new standards,

but in some instances additional disclosures may

be required.

(c) Basis of Consolidation

The consolidated financial statements incorporate the

assets, liabilities, equity, income, expenses and cash flows

of the entities controlled by Asset Plus Limited at the end

of the reporting period. A controlled entity is any entity

over which Asset Plus Limited has the power to direct

relevant activities, exposure or rights, to variable returns

from its involvement with the investee, and the ability to

use its power over the investee to affect the amount of

investor return.

In preparing these consolidated financial statements,

subsidiaries are consolidated from the date the Group

gains control until the date on which control ceases.

The financial statements of the subsidiaries are prepared

for the same reporting period as the parent company,

using consistent accounting policies. In preparing the

consolidated financial statements, all intercompany

balances, transactions, unrealised gains and losses

resulting from intra-group transactions and dividends

have been eliminated in full.

On 28 September 2018 the subsidiaries of the Group

were amalgamated into one subsidiary, Asset Plus

Investments Limited, in accordance with Section 222 of

the Companies Act 1993.

The table below represents investments in all subsidiaries

at reporting date:

In prior year all subsidiaries were wholly owned

companies incorporated in New Zealand and have a 31

March annual reporting date.

Percentage Held

31 March 2019

Asset Plus Investments Limited100%

34

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

(d) Goods and Services Tax (GST)

Revenue and expenses are recognised net of the amount

of GST except where the GST incurred on a purchase of

goods and services is not recoverable from the taxation

authority, in which case the GST is recognised as part of

the cost of acquisition of the item as applicable.

All items in the consolidated statement of financial

position are stated net of GST, with the exception of

receivables and payables, which include GST invoiced.

Cash flows are included in the Consolidated statement

of cash flows on a net basis and the GST component of

cash flows arising from investing and financing activities

is classified as part of operating activities.

3. Significant Accounting Estimates

and Judgements

The preparation of these consolidated financial statements

requires the use of certain critical accounting estimates.

It also requires management to exercise its judgement in

the process of applying the Group’s accounting policies.

As at 31 March 2019

Note

Effective interest

rate range

Less than 1 year

$’000

1 - 2 years

$’000

2 years +

$’000

Financial Assets

Cash at Bank1.50%781--

Trade Receivables and Other Receivables91,826--

Total Financial Assets2,607--

Financial Liabilities

Trade Payables and Other Payables14365--

Borrowings4.04% - 7.14%-10,500-

Total Financial Liabilities36510,500-

As at 31 March 2018

Financial Assets

Cash at Bank1.75%472--

Trade Receivables and Other Receivables9339--

Total Financial Assets811--

Financial Liabilities

Trade Payables and Other Payables14828--

Borrowings2.605% - 4.55%--44,500

Interest rate swaps*840--

Total Financial Liabilities1,668-44,500

* The interest rate swaps have an average interest rate of 3.64% and a notional value of $40 million.

Percentage Held

31 March 2018

Eastgate Shopping Centre Limited100%

The National Property Trust No 2 Limited100%

22 Stoddard Road Limited100%

99 Albert Street Limited100%

NPT Management Team Limited100%

NPT 10 Limited100%

NPT 11 Limited100%

Although the Group has internal control systems in

place to ensure that estimates can be reliably measured,

actual amounts may differ from those estimates.

The areas involving a higher degree of judgement or

areas where assumptions are significant to the Group

include following:

• Valuations of Investment Properties (Note 10)

• Determination of Deferred Taxes (Note 7)

4. Financial Risk Management

Objectives and Policies

The Group’s principal financial instruments comprise bank

loans, cash, trade receivables, payables and derivatives.

Financial assets and liabilities are recognised on the

consolidated statement of financial position when the

Group becomes a party to the contractual provisions of

the instrument.

The main risks arising from the Group’s financial

instruments are interest rate risk, credit risk and liquidity

risk. The Board reviews and agrees policies for managing

each of these risks and they are summarised below.

Interest rate risk

The Group has exposure to interest rate risk to the extent

that it borrows for fixed terms at floating interest rates. To

manage this exposure, the Group enters into interest rate

swaps. At the reporting date, the notional value of interest

rate swaps was nil (2018: $40million).

The Group’s exposure to interest rate risk and the effective

weighted interest rates for each class of financial asset

and liability were:

35

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

The Group’s assets and liabilities which are subject to interest rate changes, consist of cash and cash equivalents and

secured bank loans. A change of 1% in interest rates would have increased/(decreased) profit after income tax and equity

in respect of these items by the amounts shown below. This analysis assumes all other variables remain constant.

2019

$’000

2018

$’000

1% increase

Cash at Bank614

Borrowings(105)(99)

1% decrease

Cash at Bank(6)(14)

Borrowings10599

Fair value risk

A comparison between financial assets and financial liabilities fair value and carrying amounts is set out below. The

net fair value is not materially different from the carrying value. The methods used for determining fair value have been

disclosed in Note 15.

As at 31 March 2019Note

Designated

as fair value

$’000

Amortised cost

$’000

Total

carrying

amount

$’000

Fair value

$’000

Financial Assets

Cash at Bank-781781781

Trade Receivable and Other Receivables9-1,8261,8261,826

Total Financial Assets-2,6072,6072,607

Financial Liabilities

Trade Payables and Other Payables14-365365365

Borrowings-10,50010,50010,500

Total Financial Liabilities-10,86510,86510,865

As at 31 March 2018

Financial Assets

Cash at Bank-472472472

Trade Receivable and Other Receivables9-339339339

Total Financial Assets-811811811

Financial Liabilities

Trade Payables and Other Payables14-828828828

Borrowings-44,50044,50044,500

Interest rate swaps840-840840

Total Financial Liabilities84045,32846,16846,168

Credit risk

In management’s opinion, the Group trades only with recognised, creditworthy third parties, whose obligations to the

Group are contractually enforceable under tenancy agreements and car park licences. Financial instruments, which

potentially subject the Group to credit risk, principally consist of bank balances, receivables and advances to tenants.

With respect to credit risk arising from the other financial assets of the Group, which comprise interest received on cash

and cash equivalents and interest rate swaps in respect to the ‘receive’ portion, the Group’s exposure to credit risk arises

from default of the counter party, with a maximum exposure equal to the carrying amount of these instruments. Bank

of New Zealand, who is the counter party in respect to these financial assets of the Group, currently holds an AA- credit

rating (issued by Standard & Poors).

36

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

As at 31 March 2019

Balance

$’000

Contractual

cash flows

$’000

On demand

$’000

< 1 year

$’000

1 - 2 years

$’000

2 - 5 years

$’000

> 5 years

$’000

Financial Liabilities

Non-derivative financial liabilities

Trade payables and Other

Payables

365365-365---

Borrowings10,50010,500--10,500--

Interest and fees payable

to the bank

10564-433131--

Total10,87511,429-79810,631--

As at 31 March 2018

Financial Liabilities

Non-derivative financial liabilities

Trade payables and Other

Payables

828828-828---

Borrowings44,50044,500---44,500-

Interest and fees payable

to the bank

-5,577-2,4122,412753-

Derivative financial liabilities

Interest rate swap (net settled)840378-9292194-

Total46,16851,283-3,3322,50445,447-

Liquidity risk

Liquidity risk arises from the Group’s financial liabilities and the ability to meet all its obligations to repay financial

liabilities as and when they fall due. The Group actively monitors its position to ensure that sufficient funds are available

to meet liabilities as they arise. Liquidity is monitored on a regular basis and reported to the Board monthly.

The table below reflects all contractually fixed pay-offs for settlement and repayments resulting from recognised financial

liabilities. This table is based on all interest rate variables being held constant over the relevant period of time. It does

not allow for potential future margin changes as these can not be easily identified as at balance date. All payments are

undiscounted and the timing of the cash flows is based on the contractual terms of the underlying contract.

Capital management

The Group’s capital includes contributed capital and

accumulated loss.

The Group’s policy is to maintain a strong capital base so

as to maintain investor, creditor and market confidence

and to sustain future development of the business.

The impact of the level of capital on Shareholders’ return

is also recognised and the Group recognises the need to

maintain a balance between the higher returns that might

be possible with greater gearing and the advantage and

security afforded by a sound capital position.

The Group’s policies in respect of capital management

and allocation are reviewed quarterly by the Board

of Directors.

Cash and Cash Equivalents

Cash and cash equivalents comprise of cash on hand,

demand deposits and other short term highly liquid

investments that are readily convertible to a known

amount of cash and are subject to an insignificant risk of

changes in value.

Accounting policy

The Group recognises revenue from the following

principal activities:

Rental Revenue

The Group’s primary revenue stream. Net rental revenue

is recognised in accordance with NZ IAS 17 Leases. As

the Group retains substantially all the risks and benefits

of ownership of its investment properties, it accounts for

leases with its tenants as operating leases and begins

recognising income when the tenant has a right to use

the leased asset. The total amount of contractual rent

to be received from operating leases is recognised on a

straight-line basis over the term of the lease, including

any lease incentives.

Net rental revenue is measured based on the

consideration specified in the relevant rental agreement.

5. Net Rental Revenue

37

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

6. Administration and Net Finance Costs

Accounting policy

Interest Revenue

Interest revenue consists of interest accrued on cash deposits and is recognised using the effective interest method.

Interest and Finance Costs

Finance costs, including borrowing costs and interest payable on borrowings, are recognised in the consolidated

statement of comprehensive income when incurred. Borrowing costs incurred that do not relate to qualifying assets

are treated as an expense and are not capitalised.

2019

$’000

2018

$’000

Administration expenses

Management fees(715)(18)

Directors’ fees(300)(279)

Auditor’s remuneration(132)(108)

Professional fees(368)(313)

Personnel costs(29)(931)

Redundancy costs-(726)

Other administration costs

1

(222)(576)

Total administration expenses(1,766)(2,951)

Net finance costs

Interest and finance costs(1,100)(2,862)

Interest revenue2141

Total net finance costs(1,079)(2,821)

Auditor’s remuneration as follows:

Audit of the annual report(84)(79)

Other assurance services(48)(29)

Total auditors remuneration(132)(108)

1

Other administration costs include office costs, registry and New Zealand Stock Exchange fees and shareholder

communications costs.

2019

$’000

2018

$’000

Rental charged to tenants in the ordinary course of business11,35014,028

Operating cost recoveries from tenants and customers2,0002,666

Total gross operating revenue13,35016,694

Other revenue-5

Gross rental revenue13,35016,699

Property operating costs(4,199)(4,995)

Net rental revenue9,15111,704

Property operating costs represent property maintenance and operating expenses.

38

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

7. Income Tax

Accounting policy

Income tax in the consolidated statement of comprehensive income comprises current and deferred tax. Income

tax is recognised in profit or loss except to the extent that it relates to items recognised directly in equity, in which

case it is recognised in equity.

Current tax is the expected tax on the taxable income for the year, using rates enacted or substantially enacted at

balance date, and any adjustment to income tax payable in respect of previous periods. Current tax for current and

prior periods is recognised as a liability (or asset) to the extent it is unpaid (or refundable).

Deferred tax is provided using the liability method on all temporary differences between the carrying amounts of

assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax liabilities are recognised for all taxable temporary differences, except:

• When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a

transaction that is not a business combination and, at the time of the transaction, affects neither the

accounting profit nor the taxable profit or loss.

• In respect of the taxable temporary differences associated with investments in subsidiaries, associates and

interests in joint ventures, when the timing of the reversal of the temporary differences can be controlled and it

is probable that the temporary differences will not reverse in the foreseeable future.

Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax

assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which

the deductible temporary differences, and the carry-forward of unused tax assets and unused tax losses can be

utilised, except:

• When the deferred income tax asset relating to the deductible temporary difference arises from the initial

recognition of an asset or liability in a transaction that is not a business combination and, at the time of the

transaction, affects neither the accounting profit nor taxable profit or loss.

• When the deductible temporary difference is associated with investments in subsidiaries, associates or interests

in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the

temporary difference will reverse in the foreseeable future and taxable profit will be available against which the

temporary difference can be utilised.

The carrying amount of any deferred income tax asset is reviewed at each reporting date and reduced to the extent

that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income

tax asset to be utilised. Deferred income tax assets and liabilities are measured at the tax rates that are expected

to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have

been enacted or substantively enacted at balance date.

The Group has applied the rebuttable presumption under NZ IAS 12 that deferred tax on investment property

measured using the fair value model in NZ IAS 40 is determined on the basis that its carrying amount will be

recovered through sale.

The Group holds investment properties for the purpose of capital appreciation and rental income and therefore

the measurement of any related deferred tax reflects the tax consequences of recovering the carrying amount

of the investment property entirely through sale. In New Zealand there is no capital gains tax, therefore the tax

consequences on sale will be limited to depreciation previously claimed for tax purposes (i.e. depreciation recovered).

39

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

Major components of income tax for the year ended 31 March are:

2019

$’000

2018

$’000

Current tax

Continuing operations - current income tax charge(381)(1,224)

Current Tax(381)(1,224)

Net deferred income tax

Unrealised interest rate swap gain/(loss)(235)(22)

Investment property building depreciation1,082272

Investment property sale-209

Provisions-(119)

Other(182)98

Net deferred income tax665438

Income taxation (expense/income) reported in the consolidated statement of

comprehensive income

284(786)

A reconciliation of the income tax expense applicable to net profit before income tax at 28%, to the income tax expense

in the consolidated statement of comprehensive income for the year ended 31 March is as follows:

2019

$’000

2018

$’000

Net profit/(loss) before tax3,5193,881

Income taxation expense (28%)(985)(1,087)

Adjust for revaluations of investment property(494)(832)

Adjust for swap cancellation223-

Adjust for loss on disposal of property (fitout)7447

Adjust for capital loss on disposal of investment property(256)(824)

Adjust for sale of management rights-1,260

Adjustment for deferred tax (depreciation on buildings)1,082272

Adjustment for deferred tax (interest rate swaps)(235)-

Adjustment for depreciation (claimed in financial year)406657

Other(201)(239)

Income taxation (expense/income) reported in the consolidated statement of

comprehensive income

284(786)

40

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

Deferred income tax

2019

$’000

2018

$’000

Net deferred income tax liability relates to the following:

Deferred income tax assets

Interest rate swaps-235

Other-100

Gross deferred income tax assets-335

Deferred income tax liabilities

Investment properties recoverable depreciation(1,786)(2,868)

Other(82)-

Gross deferred income tax liabilities(1,868)(2,868)

Net deferred income tax liabilities(1,868)(2,533)

8. Segment Reporting

The principle business activity of the Group is to invest in New Zealand properties. Investment properties have similar

economic characteristics, methods of management and are under leases of various terms. Segment reporting is

presented in a consistent manner with internal reporting provided to the Board. The Board receives internal financial

information on a property by property basis, to assess property performance. The Group operates only in New Zealand.

On this basis all of the Group’s properties have been aggregated into a single reporting segment to most appropriately

reflect the nature and financial effects of the business activities.

For the year ended 31 March 2019

Investment*

property

$’000

Unallocated

$’000

Total

$’000

Total gross revenues13,350-13,350

Total net revenues9,151-9,151

Net profit/(loss) before taxation6,224(2,705)3,519

Total assets126,066-126,066

Total liabilities(13,752)-(13,752)

Other disclosures

Fair value gain/(loss) in value of investment properties(1,767)-(1,767)

* Includes properties held for sale.

For the year ended 31 March 2018

Investment*

property

$’000

Unallocated

$’000

Total

$’000

Total gross revenues16,706(12)16,694

Total net revenues11,444(12)11,432

Net profit/(loss) before taxation5,514(1,633)3,881

Total assets169,601-169,601

Total liabilities(55,262)-(55,262)

Other disclosures

Fair value gain/(loss) in value of investment properties(2,945)-(2,945)

* Includes properties held for sale.

41

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

9. Trade Receivables, Prepayments and Other Receivables

10. Investment Properties

Accounting policy

Trade Receivables, prepayments and other receivables are initially recognised at fair value plus transaction costs

and subsequently carried at amortised costs using the effective interest rate method less an allowance for any

impairment losses. Due to their short term nature, trade receivable, prepayments and other receivables are

not discounted.

The Group makes use of a simplified approach in accounting for trade receivables and records the loss

allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows,

considering the potential for default at any point during the life of the financial instrument. In calculating,

the Group uses its historical experience, external indicators and forward looking information to calculate the

expected credit losses. The impairment of trade receivables is assessed on a collective basis (grouped based on

the days past due), as they possess shared credit risk characteristics.

Further disclosure details on the expected credit loss model have not been included in the financial statements as

the amounts involved are considered by the Directors of the Group to be immaterial.

Accounting policy

Properties which are held exclusively to earn rentals and/or for capital appreciation are classified as investment

properties at their acquisition date. These are initially recognised at cost plus related costs of acquisition. After

initial recognition, investment properties are stated at fair value as determined by an independent registered

valuer. Investment properties are valued annually. The fair value is based on market values, being the estimated

amount for which a property could be exchanged on the date of the valuation between a willing buyer and

a willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted

knowledgeably, prudently and without compulsion.

In the absence of an active market, alternative valuation techniques are utilised which may include discounted

cash flow projections, capitalisation of income or sales comparison approach as appropriate to the property

being valued. The valuations are prepared by considering the aggregate of the estimated cash flows expected

from rental income, the occupancy rates, average lease terms and capitalisation rates which reflect the current

market conditions. The estimate of fair value is a judgement which has been made based on the market

conditions which apply at each reporting date.

Any gains or losses arising from changes in the fair value of investment properties are recognised in profit or loss

in the consolidated statement of comprehensive income.

2019

$’000

2018

$’000

Trade receivables157353

Expected credit losses(56)(91)

Total trade receivables101262

Colliers Property Trust Account (Eastgate) 455-

Other receivables1,27077

Total other receivables1,72577

Prepayments13340

Total trade receivable, prepayments and other receivables1,839679

Trade receivables are non-interest bearing and are on < 30 day terms. Rent is due on the first day of every month.

42

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

The tables below outline the movements in the carrying values for all directly owned investment properties:

As at 31 March 2019

Opening

balance

$’000

Capex

$’000

Gain/

(loss) on

revaluation

$’000

Disposal

$’000

Lease

amortisation

& other

$’000

Transfer

from fixed

assets

$’000

Transfer to

assets held

for sale

$’000

Closing

balance

$’000

Eastgate Shopping Centre59,063172(4,795)-137--54,577

Heinz Wattie's

Warehouse*

27,439471,646-(22)-(29,110)-

Roskill Centre38,054491,382-15--39,500

Total investment property124,556268(1,767)-130-(29,110)94,077

* Heinz Wattie’s has been reclassified as an asset held for sale during the current reporting period. A valuation was performed on this property as at 31 March 2019. The

gain on revaluation has been recognised in profit and loss in the consolidated statement of comprehensive income.

As at 31 March 2018

Opening

balance

$’000

Capex

$’000

Gain/

(loss) on

revaluation

$’000

Disposal

$’000

Lease

amortisation

& other

$’000

Transfer

from fixed

assets

$’000

Transfer to

assets held

for sale

$’000

Closing

balance

$’000

Eastgate Shopping Centre60,9411,164(3,384)-(378)720-59,063

Heinz Wattie's Warehouse27,16237255-(22)7-27,439

Roskill Centre36,0711201,795-(17)85-38,054

AA Centre42,9732,443(1,611)-(156)165(43,814)-

Print Place**11,026--(11,026)----

Total investment property178,1733,764(2,945)(11,026)(573)977(43,814)124,556

** Print Place was sold on 29 March 2018 for $8.25 million. This resulted in a loss on sale of this property of $2.97 million, recognised in profit or loss in the consolidated

statement of comprehensive income.

All properties that are not expected to be sold in the next 12 months were valued on a fair value basis at each reporting

date by independent registered valuers, listed below, who are members of the Institute of Valuers of New Zealand. These

valuers are experienced in valuing commercial properties. The fair values of the Investment Properties at each reporting

date are as follows:

As at 31 March 2019

Valuer

Capitalisation rate

%

Occupancy rate

%

WALT

Years

Valuation

$’000

Eastgate Shopping Centre

Cnr Buckleys Road & Linwood

Avenue, Christchurch

Jones Lang

LaSalle

8.1393.205.0754,500

Roskill Centre

22 Stoddard Road, Auckland

Colliers6.13100.004.0239,500

94,000

Heinz Wattie’s Warehouse*

113 Elwood Road, Hastings

Colliers8.00100.007.8929,100

96.735.51123,100

* Heinz Wattie’s was valued by an independent registered valuer as at 31 March 2019 but has been subsequently reclassified to property held for sale.

43

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

As at 31 March 2018

Valuer

Capitalisation rate

%

Occupancy rate

%

WALT

Years

Valuation

$’000

Eastgate Shopping Centre

Cnr Buckleys Road & Linwood

Avenue, Christchurch

Jones Lang

LaSalle

8.0094.304.7058,910

Heinz Wattie’s Warehouse

113 Elwood Road, Hastings

Colliers8.13100.008.9027,439

Roskill Centre

22 Stoddard Road, Auckland

Colliers6.25100.003.8038,049

97.404.40124,398

A reconciliation between the carrying value and the revaluation value has been performed as follows:

As at 31 March 2019

Revaluation

2019

$’000

WIP**

2019

$’000

Carrying value

2019

$’000

Eastgate Shopping Centre 54,500 77 54,577

Roskilll Centre 39,500 - 39,500

Total Investment Properties 94,000 77 94,077

Heinz Wattie’s Warehouse

29,100 10 29,110

Total Properties Held For Sale 29,100 10 29,110

As at 31 March 2018

Revaluation

2018

$’000

WIP**

2018

$’000

Carrying value

2018

$’000

Eastgate Shopping Centre 58,910 153 59,063

Roskilll Centre 38,049 5 38,054

Heinz Wattie’s Warehouse

27,439 - 27,439

Total Investment Properties 124,398 158 124,556

** WIP (work in progress) relates to costs incurred in relation to future development work at the property.

44

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

DescriptionValuation

Valuation

techniqueUnobservable inputs

Sensitivity Of Fair Value To Changes

In the estimated fair value would

increase/(decrease):

Investment

properties*

123,100

Capitalisation

of net rental

revenue

The capitalisation rate range applied is

6.13% - 8.13%.

Retail and office rental growth was

higher (lower).

The rental reversion as a rate of

investment property value rate range is

0.01% - 1.70%. This is an adjustment for

those tenancies whose rental is above or

below the market rate.

Retail and office rental growth was

higher (lower).

The present value of capital expenditure

as a rate of investment property value

rate range is 2.45% - 3.84%.

Capital expenditure was lower (higher).

Discounted

Cash Flow

The discount rate range applied is

8.25% - 9.25%.

The discount rate was lower (higher).

Occupancy rate range applied is

93.20% - 100.00%.

The occupancy rate was higher (lower).

Rental growth rate range is

1.98% - 3.0% over 10 years.

Office rental growth was higher (lower).

A letting up period range of 3 - 8

months has been allowed at the end of

each existing lease of the properties.

Capital expenditure was lower (higher).

* Including investment properties reclassified as properties held for sale during the year ended 31 March 2019.

11. Properties Held for Sale

Accounting policy

Properties which are acquired exclusively with a view for subsequent resale are classified as properties held for

sale at their acquisition date. These properties are held for immediate sale in their present condition or the Group

has committed to selling the asset through entering into a contractual sales and purchase agreement. Properties

held for sale are measured at the lower of their carrying amount and fair value less costs to sell. The value of

these properties is reassessed at each reporting date with gains and losses arising from changes in fair values

being recognised in profit and loss.

Investment properties which meet the requirements of assets held for sale will be reclassified on the date these

requirements are met. These assets will continue to be measured under the fair value model with any gains or

losses being recognised in profit or loss in accordance with NZ IAS 40 Investment Properties. Revenue on the sale

of Assets Held for Sale is recognised when the risks and rewards have transferred to the buyer.

Fair value of properties held for sale is determined by either an independent valuation or Directors’ valuation.

Where there is an absence of current prices in an active market for properties similar in location, condition

and lease terms, a valuation will be performed using the discounted cash flow method and the capitalisation

approach. The valuations consider market assumptions of internal rates of return, rental growth, average lease

terms, occupancy rates, and the costs associated with the initial purchase of the property and yield and are

compared, where possible, to market based evidence and transactions for properties similar in location, condition

and lease terms.

The discounted cash flow method is based on the expected net rental cash flows applicable to each property,

which are then discounted to their present value using a market determined, discount risk-adjusted rate

applicable to the respective property. The capitalisation approach is based on the current contract rental and

market rental and an appropriate yield for that particular property. The market value is a weighted combination

of both the discounted cash flow and the capitalisation approach.

The valuation techniques and significant unobservable inputs are set out in the table below. Fair value hierarchies are

set out in Note 15 Fair Value Measurement.

45

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

The table below outlines the movements in the carrying values for all properties held for sale during the year:

As at 31 March 2019

Property

Opening

balance

$’000

Transfer from

investment

properties

$’000

Cost of sale of

transaction

$’000

Capex

$’000

Gain/(loss)

on sale

$’000

Disposal

$’000

Closing

balance

$’000

AA Centre*43,814---(915)(42,899)-

Heinz Wattie’s

Warehouse

-29,110(220)---28,890

Total43,81429,110(220)-(915)(42,899)28,890

As at 31 March 2018

Property

Opening

balance

$’000

Transfer from

investment

properties

$’000

Cost of

sale of

transaction

$’000

Gain/(loss)

on sale

$’000

Disposal

$’000

Closing

balance

$’000

AA Centre*-43,814---43,814

Total-43,814---43,814

* In financial year ended 31 March 2018, the AA Centre had an unconditional Sale and Purchase Agreement in place that settled in financial year ended 31 March 2019

on 12 July 2018. The sales price was $47 million and a deposit of $4.7 million had been received in relation to this transaction.

These properties were initially classified as investment properties and were subsequently reclassified to assets held for sale.

Heinz Wattie’s Warehouse was the only reclassification in the year ended 31 March 2019 (2018: AA Centre).

12. Property, Plant and Equipment

Accounting policy

Property, plant and equipment is measured at historical cost, less accumulated depreciation and impairment

losses. The net loss on sale of plant and equipment is shown in the consolidated statement of comprehensive

income. Depreciation is calculated to allocate the cost over the estimated useful life of the asset as follows:

Depreciation RateMethod

Computer Equipment30-40%Straight-line

Furniture and Fittings8.5-30%Straight-line

Plant and Equipment7-67%Straight-line

Lease Fitouts8.40%Straight-line

46

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

Cost

Lease fitouts

$’000

Plant and

Equipment

$’000

Computer

equipment

$’000

Furniture and

equipment

$’000

Total fixed

assets

$’000

At 01 April 20175245351383781,575

Additions362621676390

Disposals(16)(19)-(18)(53)

Reclassified as investment property(544)(758)(89)(115)(1,506)

At 31 March 2018-2065321406

Disposals--(11)(13)(24)

At 31 March 2019-2054308382

Depreciation

At 01 April 2017(190)(103)(96)(118)(507)

Charge for the period(48)(76)(30)(203)(357)

Disposals-3-69

Reclassified to Investment Property2381568550529

At 31 March 2018-(20)(41)(265)(326)

Disposals--10-10

At 31 March 2019-(20)(31)(265)(316)

Net book value at

31 March 2018--245680

31 March 2019--234366

A change in accounting policy in the previous reporting period resulted in property, plant and equipment that are an

integral part of the buildings being reclassified as investment property.

47

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

FacilityBank

Loan

maturity

2019

$’000

2018

$’000

Investment Property facilityBNZ22/07/202010,50044,500

Total10,50044,500

Financing facilities available

At reporting date, the following financial facilities had been negotiated and were available:

2019

$’000

2018

$’000

Facilities used at reporting date - secured bank loan (BNZ)10,50044,500

Facilities unused at reporting date - secured bank loan (BNZ)9,50025,500

Total20,00070,000

Loan security

The loan is secured by a registered first mortgage over the investment properties of the Group, an assignment of leases

over all present and directly acquired properties mortgaged to the BNZ Bank and a first general security interest over the

assets of the Group. On 1 November 2018, the bank facility limit with BNZ was reduced from $70 million to $20 million.

Loan covenants – BNZ bank

During the year ended 31 March 2019 all loan covenants were met (2018: all met).

Interest rate swaps

The Group manages its interest rate risk by using floating-to-fixed Interest Rate Swaps which have the economic effect of

converting interest on borrowings from floating rates to fixed rates.

The 4 interest rate swaps that were held at 31 March 2018 were exited in July 2018. There are currently no interest rate

swaps in place.

2019

$’000

2018

$’000

Opening balance - liability840919

Unrealised interest rate swap (gain)(133)(79)

Interest on swap settlement 91-

Settlement of swap contract(798)-

Closing balance-840

13. Borrowings

Accounting policy

Borrowings are classified as financial liabilities at amortised costs. They are initially recognised at fair value

of the consideration less directly attributable transaction costs. Subsequent to initial recognition, borrowings

are stated at amortised cost using the effective interest method. Borrowings are classified as current liabilities

unless the Group has an unconditional right to defer the settlement of the liability for at least 12 months after

the reporting date.

Borrowing costs are recognised as an expense when incurred, unless they relate to a qualifying asset and are

capitalised when incurred.

48

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

14. Trade Payables, Accruals and other Payables

Accounting policy

Trade and other payables

Trade payables are classified as financial liabilities and are initially measured at fair value less any transaction

costs and subsequently carried at amortised cost and due to their short term nature, are not discounted. They

represent liabilities for goods and services provided to the Group prior to the end of the financial year that are

unpaid and arise when the Group becomes obliged to make future payments in respect to the purchase of these

goods and services.

Provisions

Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which

it is probable that an outflow of economic benefits will result and that the outflow can be reliably measured.

2019

$’000

2018

$’000

Trade payables127593

GST payable81742

Other payables238235

Total trade and other payables4461,570

Interest accrual10284

Other accruals778373

Total accruals788657

Provisions150-

Total trade payables, accruals and other payables1,3842,227

Trade payables are non-interest bearing and are normally settled on 30 day terms. Interest payable is settled quarterly

throughout the financial year. Other payables are non-interest bearing and have an average term of 6 months.

49

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

15. Fair Value Measurement

Accounting policy

Financial assets/liabilities classified as fair value through profit and loss (“FVTPL”) are initially recognised at their

fair value and are subsequently measured at fair value at each reporting date. Gains and losses recorded on

each revaluation date are recognised within net earnings. Transaction costs of financial assets classified as FVTPL

are expensed in the consolidated statement of comprehensive income.

Interest rate swaps and other derivative financial instruments

The company selectively utilises derivative financial instruments primarily to manage financial risks, including

interest rate risk. Derivative financial instruments are recorded at fair value. The assets or liabilities relating to

unrealised mark-to-market gains and losses on derivative financial instruments are recorded in the consolidated

statement of financial position. The gain/loss on re-measurement to fair value is recognised in the consolidated

statement of comprehensive income. In determining the fair value of derivatives, an adjustment would be made

to reflect the creditworthiness of the counterparty only if material.

The table below sets out the comparison by category of carrying amounts, fair values, and fair value movement hierarchy

of all the Group’s assets and (liabilities):

Year ended 31 March 2019Year ended 31 March 2018

Quoted market

Price

(Level 1)

Market

observable

Outputs

(Level 2)

Non market

Outputs

(Level 3)

Quoted

market

Price

(Level 1)

Market

observable

Outputs

(Level 2)

Non market

Outputs

(Level 3)

Interest rate swaps----(840)-

Investment properties--94,077--124,556

Properties held for sale--28,890--43,814

Borrowings-(10,500)--(44,500)-

The quoted market price (Level 1) represents the fair value determined based on quoted prices in active markets as at the

reporting date. For financial instruments not quoted in active markets (Level 2) the Group uses present value techniques,

with a comparison to similar instruments for which market observable prices exist and other relevant models used by

market participants, which includes current swap rates on offer and also the current floating interest rate (interest rate

swaps). For properties held for sale and investment properties (Level 3), the Group uses present value techniques based

on forecasted future earnings.

There are no transfers between Level 1, 2 or 3 during the period ended 31 March 2019 (2018: None).

The Group has also assessed possible impairment for 12-month expected loss or life-time expected loss and notes that

the outcome of this is nil.

50

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

17. Earnings Per Share

18. Dividends Paid to Shareholders

Dividends paid during each reporting period comprised:

CPS

2019

$’000Date PaidCPS

2018

$’000Date Paid

Q4 prior year net dividend 0.900 1,457 20/06/180.900 1,458 16/06/17

Q1 net dividend0.900 1,457 7/09/180.900 1,457 19/09/17

Q2 net dividend0.900 1,457 19/12/180.900 1,457 10/01/18

Q3 net dividend0.900 1,457 12/03/190.900 1,457 29/03/18

Total paid during the year3.600 5,828 3.600 5,829

Mar 2019

$’000

Mar 2018

$’000

Imputation credit account

At 31 March the imputation credits available for use in subsequent reporting periods are61418

Accounting policy

Earnings per share is calculated by dividing the profit/(loss) attributable to shareholders (excluding distributions)

of the Group by the weighted average number of ordinary shares on issue during the year.

Accounting policy

Equity instruments issued by the Group are recorded as the proceeds are received, net of direct issue costs.

2019

$’000

2018

$’000

Total comprehensive income, net of tax3,8033,095

Weighted average number of ordinary Shares (‘000)161,920161,920

Earnings per share (cents) - basic and fully diluted2.351.91

Issued capital and reserves

2019

’000

2018

’000

Ordinary shares

Number of issued and fully paid shares161,920161,920

Ordinary shares have no par value

Fully paid and ordinary shares carry one vote per share, and share equally in dividends and any surplus on winding up.

16. Equity

51

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

19. Remuneration

Key management

personnel costs

2019

$’000

2018

$’000

Salary and other short term

benefits

-1,292

Directors’ remuneration300279

Total3001,571

The table above includes remuneration of the Chief

Executive Officer and other key management personnel of

the Group in the prior comparative period.

20. Related Parties

On 26 March 2018 the Group sold the management rights

to Augusta Funds Management Limited (AFM) for $4.5

million. The Group is managed by AFM under the terms of

the signed management contract. The Parent of Augusta

Funds Management Limited, Augusta Capital Limited,

owns 18.85% of Asset Plus Limited (2018: 18.85%).

2019

$’000

2018

$’000

Consolidated Statement

of Comprehensive Income

Management fees paid to Augusta

Funds Management Limited

(715)(18)

Property management fees paid to

Augusta Funds Management Limited

(133)-

Other fees payable to Augusta Funds

Management Limited

(79)-

Sale of management rights-4,500

Consolidated Statement

of Financial Position

Accrual for management fee owed to

Augusta Funds Management Limited

158-

Accrual for property management

fee owed to Augusta Funds

Management Limited

39-

Accrual for other fees payable to

Augusta Funds Management Limited

79-

Consolidated Statement

of Changes in Equity

Dividend paid to Augusta

Capital Limited

(1,099)(1,099)

21. Lease Commitments

Accounting policy

Group as a Lessee

A lease is classified at the inception date as a

finance lease or an operating lease. Property

leases are recognised as an operating expense

in the profit or loss in the consolidated statement

of comprehensive income on a straight-line basis

over the lease term.

Group as a Lessor

The Group has entered into commercial property

leases on its investment property portfolio and has

determined that all significant risks and rewards of

ownership are retained by the Group. These leases

are classified as operating leases. Initial direct

costs incurred in negotiating the lease are added

to the carrying amount of the leased asset and

recognised as an expense over the lease term on

the same basis as net rental revenue.

Lease Incentives

In the event lease incentives are provided to

lessees, such incentives are recognised as an

asset. The aggregate benefits provided are

amortised to profit or loss in the consolidated

statement of comprehensive income on the

straight line basis over the period of the lease as

a reduction in net rental revenue, except where

another systematic basis is more representative

of the time pattern in which benefits provided

are consumed.

Net rental revenue is recognised in terms of NZ

IFRS 16. Refer to Note 5 Net Rental Revenue for

information on the adopted accounting policy.

Lessee: lease payable

On 12 July 2018, the sale of the AA Centre to Sky City was

completed and as part of the agreement the Group’s

lease obligations for its Head Office premises at Level 13,

the AA Centre, 99 Albert Street, Auckland were transferred

to the purchaser. The Group has not entered into any

leases which would be classified as finance leases.

Future minimum rental payables under non-cancellable

operating leases are as follows:

2019

$’000

2018

$’000

Due within one year-175

Due between one and five years-184

Due after five years--

52

Notes to the Consolidated
Financial Statements

For the year ended 31 March 2019

21. Lease Commitments

Lessor: lease receivable

Substantially all property owned by the Group is leased to

third party tenants and each arrangement is supported

by relevant lease documentation. The lease term varies

between properties and individual tenants within those

properties. The Group, as the lessor, grants the right of

use of the space within these properties to a lessee in

return for a consideration (rental payment) as set out in

the lease contract.

Future minimum rental revenues under non-cancellable

operating leases are as follows:

2019

$’000

2018

$’000

Due within one year9,11310,351

Due between one and five years30,56824,323

Due after five years16,05317,544

The above rental receivables are based on contracted

amounts as at 31 March 2019 and 31 March 2018. Actual

rental amounts collected in future will differ due to rental

review provisions within the lease agreements.

There are no contingent rentals.

22. Transaction Costs

During the reporting period ended 31 March 2019, estimated

disposal costs of $0.22 million relating to the future sale

of the Heinz Wattie’s asset (including agency, legal and

reimbursement fees) have been recognised when this asset

was reclassified to a property held for sale.

In the reporting period ended 31 March 2018, at a

special meeting of shareholders held on 21 April 2017, a

resolution to complete a transaction with Kiwi Property

Holdings Limited was not approved by shareholders.

$0.430 million of costs related to this transaction were

incurred during the year. In July 2017 Asset Plus Limited

received a proposal from Augusta Funds Management

Limited to sell the management rights of the Group. The

costs incurred totalled $0.256 million.

23. Commitments and Contingencies

Capital commitments

At 31 March 2019 the Group has capital commitments of

$ Nil (2018: $2.76 million).

Contingent liabilities

At the reporting date the Group had no material

contingent liabilities (2018: Nil).

24. Subsequent Events

On 29 April 2019, Asset Plus entered into a conditional

agreement to acquire 35 Graham Street, Auckland for

$58 million from Auckland Council. The agreement is

conditional on the approval of an ordinary resolution of

Asset Plus shareholders at a meeting to be held on 17

June 2019.

53

Independent Auditor’s Report
Independent

Auditor’s Report

To the Shareholders of Asset Plus Limited

Report on the Audit of the consolidated financial statements

Opinion

We have audited the consolidated financial statements of Asset Plus Limited (“the Company”) and its subsidiaries

(“the Group”), on pages 30 to 55, which comprise the consolidated statement of financial position as at 31 March 2019,

and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated

statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of

significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the

consolidated financial position of Asset Plus Limited as at 31 March 2019 and its consolidated financial performance

and consolidated cash flows for the year then ended in accordance with New Zealand Equivalents to International

Financial Reporting Standards (NZ IFRS) issued by the New Zealand Accounting Standards Board.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) issued by the

New Zealand Audit and Assurance Standards Board. Our responsibilities under those standards are further described

in the Auditor’s Responsibilities for the Audit of the consolidated financial statements section of our report. We 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 we have fulfilled our other

ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is

sufficient and appropriate to provide a basis for our opinion.

Our firm carries out other assignments for the Group in the area of related assurance services. The provision of these

other services has not impaired our independence as auditor of the Group. The firm has no other interests in Asset Plus

Limited and the entities it controlled.

54

Independent Auditor’s Report (continued)
Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the consolidated financial statements of the current period. We summarise below those matters, and our key audit

procedures, to address those matters in order that the Group’s shareholders as a body may better understand the

process by which we arrived at our audit opinion. These matters were addressed in the context of our audit of the

consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate

opinion on these matters.

Why the audit matter is significantHow our audit addressed the Key Audit Matter

Investment Property valuation

In the application of NZ IFRS, management is required

to make judgements, estimates and assumptions about

carrying values of assets and liabilities that are not

readily apparent from other sources.

The estimates and associated assumptions are based

on historical experience and various other factors

that are believed to be reasonable under the

circumstances, the results of which form the basis

of making the judgements.

The estimates and underlying assumptions are reviewed

on an ongoing basis.

As at 31 March 2019, Investment Property is carried at fair

value of $94.077 million. There are a number of risks that

can have a material impact on the investment property

balance in the consolidated financial statements, principally:

• valuations of all the investment properties may not be

performed by qualified and experienced commercial

property valuers;

• methods and assumptions used by the property

valuers, may not be considered appropriate;

• the calculation of the fair value amount for each of

the investment properties, as well as the revaluation

adjustment for the year may not be correct; and

• data provided to the property valuers may not

be appropriate.

We have:

• obtained and agreed the schedule of investment

properties to the respective independent valuation

reports, performed by valuation experts;

• evaluated the qualifications and work of

each valuation expert, for each of the

investment properties;

• inquired about and documented the methods and

assumptions used by the expert, and considered the

appropriateness of those assumptions and methods

used, for each property valuation;

• re-performed the calculation in determining the fair

value amount of each investment property, as well

as the revaluation adjustment to be recorded for

the year;

• tested the appropriateness of data provided to the

expert, for each property valuation; and

• ensured properties held for sale are recorded at

appropriate fair value at measurement date.

That any estimates or judgements made by

management are reasonable and appropriate for

reporting purposes.

55

Independent Auditor’s Report (continued)
Other Information

The directors are responsible for all other information included in the Group’s Annual Report. The other information

comprises the information included in the Annual Report, but does not include the consolidated financial statements

and our auditor’s report thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any

form of audit opinion or 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 to be materially misstated. If, based on the

work we have performed, we conclude that there is a material misstatement of this other information, we are required

to report that fact. We have nothing to report in this regard.

Directors’ responsibilities for the consolidated financial statements

The Directors are responsible on behalf of the Group for the preparation and fair presentation of the consolidated

financial statements in accordance with New Zealand equivalents to International Financial Reporting Standards issued

by the New Zealand Accounting Standards Board, and for such internal control as the Directors determines is necessary

to enable the preparation of consolidated financial statements that are free from material misstatement, whether due

to fraud or error.

In preparing the consolidated financial statements, the directors are responsible on behalf of the Group for assessing

the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using

the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations,

or have no realistic alternative but to do so.

Auditor’s responsibilities for the Audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole

are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes

our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in

accordance with ISAs (NZ) will always detect a material misstatement when it exists. Misstatements can arise from

fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to

influence the economic decisions of users taken on the basis of these consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the consolidated financial statements is located

on the External Reporting Board’s website at: https://www.xrb.govt.nz/standards-for-assurance-practitioners/

auditors-responsibilities/audit-report-1/

Restriction on use of our report

This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that

we might state to the Company’s shareholders, as a body those matters which we are required to state to them in

an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the Company and its shareholders, as a body, for our audit work, for this report or

for the opinion we have formed.

Grant Thornton New Zealand Audit Partnership

K Price

Partner

Auckland

29 May 2019

56

Shareholder Statistics
RankInvestor Name Total Units % Issued Capital

1Augusta Capital Limited 30,528,933 18.85%

2HSBC Nominees (New Zealand) Limited 19,333,567 11.94%

3Accident Compensation Corporation 16,549,350 10.22%

4Forsyth Barr Custodians Limited 5,851,179 3.61%

5National Nominees New Zealand Limited 5,491,462 3.39%

6Cogent Nominees Limited 4,960,172 3.06%

7Premier Nominees Limited 4,452,397 2.75%

8FNZ Custodians Limited 3,682,222 2.27%

9Investment Custodial Services Limited 2,681,274 1.66%

10Premier Nominees Ltd Armstrong Jones Property Securities Fund 1,709,570 1.06%

11Tea Custodians Limited 1,525,852 0.94%

12NZ Permanent Trustees Ltd Grp Invstmnt Fund No 20 1,477,249 0.91%

13Forhomes Investments Limited 1,466,394 0.91%

14Anthony Simmonds & Maureen Simmonds 1,155,019 0.71%

15

Michael Walter Daniel & Nigel Geoffrey Burton

& Michael Murray Benjamin

1,000,000 0.62%

16New Zealand Permanent Trustees Limited 963,566 0.60%

17

Francis Ivor Charles Jasper & Victoria Jane Carpenter

& Anthony Francis Segedin

950,000 0.59%

18Bhc Trustee 68 Limited 882,700 0.55%

19Bryan Thomas Seddon & Dorothy Edith Allison Seddon 630,000 0.39%

20Hawkes Bay Sailplanes Limited 625,000 0.39%

Twenty Largest Shareholders

Top 20 Shareholders (with expanded NZCSD Sub-Register) as at 17 June 2019.

Shareholder

Statistics

57

RangeHolders (start)Shares% Issued Capital
1-1000

6236,8810.02%

1001-5000

3421,025,4450.63%

5001-10000

3112,440,6181.51%

10001-50000

73217,797,95310.99%

50001-100000

1369,798,7296.05%

Greater than 100000

119130,820,80780.79%

ShareholderNumber of shares relevant interest disclosed for

Augusta Capital Limited

30,528,933

Salt Funds Management Limited

27,295,794

Westpac Banking Corporation

18,832,528

Accident Compensation Corporation

17,263,413

Spread of shareholders

The following is a spread of quoted security holders as at 19 June 2018.

Substantial Security Holders

As at 31 March 2018 the following Shareholders had filed substantial security notices in accordance

with the Financial Markets Conduct Act 2013.

Shareholder Statistics (continued)

This annual report is dated 28 June 2019 and is signed on behalf of the board by:

Bruce CotterillCarol Campbell

Chairman Chair Audit and Risk Committee

58

Directory
Company

Asset Plus Limited

PO Box 37953, Parnell 1151

Phone: 09 300 6161

www.assetplusnz.co.nz

Directors

Bruce Cotterill

Allen Bollard

Carol Campbell

Paul Duffy

Bankers

Bank of New Zealand

Level 6

Deloitte Centre

80 Queen Street

Auckland

Auditor

Grant Thornton New Zealand Audit

Partnership

L4, Grant Thornton House

152 Fanshawe Street

PO Box 1961

Auckland 1140

Registrar

Link Market Services Limited

Level 11

Deloitte Centre

80 Queen Street

Auckland 1010

PO Box 91976

Auckland 1142

Phone: 09 375 5998

Fax: 09 375 5990

Manager

Augusta Funds Management Limited

Level 2

Bayleys House

30 Gaunt Street

Wynyard Quarter

Auckland 1010

PO Box 37953

Parnell 1151

Directory

59

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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    2019-06-28

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