Asset Plus FY19 Annual Report
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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