Hallenstein Glasson Holdings Limited logo

HLG Annual Report for the year ended 1 August 2019

Annual Report28 October 2019HLGConsumer Discretionary

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HALLENSTEIN GLASSON HOLDING LIMITED | ANNUAL REPORT 2019

Contents

Highlights

Chairman’s Report

Group Managing

Director’s Report

Sustainability Matters

Hallenstein Brothers

Glassons

Independent Auditor’s Report

Financial Statements

General Disclosures

Corporate Governance

Statement

Shareholder Information

Directory & Calendar

02

04

06

10

12

14

18

23

54

58

64

65

A year of continued

growth for Hallenstein

Glasson Holdings.

The strength in the performance of our

brands is underpinned by our teams’

relentless drive to provide great product in

a format that best suits our customer needs.

We move confidently into the new season

knowing we have the people and capacity

to deliver our mandate of sustainable long

term growth in New Zealand and Australia.

MARY DEVINE GROUP MANAGING DIRECTOR

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019
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Highlights

288

SALES

UP 3.36%

M

$

29

PROFIT AFTER TAX

UP 6.06%

M

$

75

TOTAL EQUITY

M

$

15.2

% OF TOTAL REVENUE

THROUGH ONLINE SALES

UP FROM

12.8% IN 2018

105

TOTAL ASSETS

M

$

48.65

EARNINGS PER ORDINARY SHARE

%

CENTS

1,602

TEAM MEMBERS

116

TOTAL STORES

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019
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Chairman’s

Report

RESULTS FOR

FULL YEAR ENDED

1 AUGUST 2019

The Company advises that

the audited net profit after

tax for the 12 months to

1 August 2019 was $29.02

million, an increase of 6.06%

over the corresponding period

last year ($27.36 million).

Group sales were $287.55

million, an increase of 3.36%

over the corresponding period

last year ($278.20 million).

Sales have been amended and

restated for last year in line with

the requirements of NZ IFRS

15 to account for freight charges

paid by our online customers.

This has no impact on profit.

The 2018/19 financial year has

seen margin pressure across the

Group, the main factors being

the lower USD exchange rate

and the increased promotional

activity across both the

New Zealand and Australian

markets. The gross margin has

fallen by 130 basis points from

61.3% to 60.0%. Expenses have

been well controlled across the

Group and this is being carried

on into the new trading year.

SEGMENT RESULTS

GLASSONS NEW ZEALAND

Sales for the year were $100.73

million, an increase of 3.91% on

the prior year. Sales growth in

the second half continued to

build and improve on the growth

in the first half of the year.

Fashion remains the key

focus for Glassons, and the

brand continues to bring

to market the products

customers want with speed and

agility. Ongoing investment

in digital is enhancing the

customer engagement

both online and in store.

During the year, refurbishments

were completed in the

flagship Newmarket Store

(Auckland), Bayfair (Tauranga),

Palmerston North and Te

Rapa (Hamilton). The Hornby

Outlet Store (Christchurch)

has just completed an upgrade

in the current financial year.

To support the increase in

online sales, a new Fulfilment

Centre is currently under

construction in Christchurch.

This is due for completion in

October in time for peak trade

in the lead up to Christmas.

GLASSONS AUSTRALIA

Sales for the year were $89.50

million, an increase of 13.89% on

the prior year including the new

store openings. By continuing

to deliver great customer

service, evolving our product

offer and improving our speed

to market we have enhanced

our strong brand position.

During the year stores in

Parramatta (Sydney) and

Highpoint (Melbourne) were

refurbished and the footprint of

the Bondi store (Sydney) was

expanded. New stores opened

in The Glen in Melbourne and

Liverpool in Sydney. A move to a

new Fulfilment Centre in Sydney

is planned for early next year.

This will support the planned

growth in the Australian

market in both online and

physical store sales.

Further investment is

proceeding in Australia in the

current financial year, with a

new store opening in Robina

on the Gold Coast and a larger

refurbished store is planned

for Eastgardens in Sydney.

A number of other stores are

currently being considered.

HALLENSTEIN BROTHERS

Sales for the year were $97.33

million (including Australia), an

increase of 0.26% on the prior

year. The second half of the

year proved much tougher for

Hallenstein Brothers. This was

due in part to the milder winter,

as well as some challenges with

the product offering. A great

deal of work has been done to

improve the product offer and

we are already seeing an upturn

in sales and positive customer

feedback for the new season.

Sales growth continues in

Australia with the original three

stores achieving incremental

year on year increases over the

12-month period. Towards the

end of the year an outlet store

was opened in Harbour Town on

the Gold Coast to support the

full price stores. Opportunities

for expansion into new Australian

sites are now being considered.

In New Zealand, a new store

was opened in Frankton in

Queenstown and refurbishments

have been completed at Botany

(Auckland), Bayfair (Tauranga)

and Te Rapa (Hamilton).

For the current financial

year the Hornby Outlet

Store (Christchurch) has

just been completed. The

Fulfilment Centre in Auckland

was also expanded during

the year to support the

growth in online sales.

Investment has continued

in digital to help drive sales

and improve customer

engagement with website

developments and an increased

use of technology in store.

PROPERTIES

Prior to the end of the

financial year, the investment

property in Lambton Quay

was sold resulting in a gain

on sale of approximately

$1.1 million after costs.

E-COMMERCE

Online sales continue to grow

significantly ahead of physical

stores as a result of the

Company’s ongoing investment

in digital and customer demand.

Online sales now represent 15%

of Group turnover. Investment

will continue in this key strategic

area to provide relevant content

across mediums to enhance

customer engagement.

DIVIDEND

The Directors have declared

a final dividend of 24 cents per

share (fully imputed) (24 cents

per share last year) to be paid

on 17th December 2019.

Together with the interim

dividend of 20 cents per share

that was paid on 18th April

2019, the full year dividend

is 44 cents per share. The

dividend payment is able

to be maintained as the

Company’s balance sheet

continues to be strong, and

inventories well controlled.

FUTURE OUTLOOK

The first eight weeks of the

new financial year have seen

Group sales grow +7.23% on

the prior year (including new

stores). With the recovery of

Hallenstein Brothers in New

Zealand underway, and with

the consistent growth of

Glassons in both markets, the

focus on the key strategies

of speed to market, customer

service and investment in digital

will continue. However, there

remains margin pressure caused

by the NZD/USD exchange rate

and we are cognisant of the key

trading months ahead and the

challenging market environment.

An update will be provided

at the Annual Meeting of

Shareholders in December 2019.

M

WARREN BELL

CHAIRMAN

GROUP SALES

$287.55

ONLINE SALES

15.2

%

OF GROUP TURNOVER

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Group Managing

Director’s Report

It is a very pleasing

result for the Group

in a competitive and

ever changing retail

landscape.

A particular highlight is

the ongoing growth of the

Glassons Australia business,

which continues to go from

strength to strength. Under

strong leadership, the team

are delivering a compelling

brand and product offer

to our customers.

Glassons New Zealand continues

to lead the local fashion market.

Investment in new store

refurbishments has reinforced

the brand position. The launch

of Glassons Vintage in the

Auckland Newmarket store

has also been successful.

Hallensteins had a more

challenging year due to the

product offer. Whilst sales

were maintained, there was

more aggressive discounting

to ensure we ended the year

in a clean stock position.

A lot of work has been done

to strengthen the product

offer and we are seeing an

improvement in sales and

positive customer feedback.

OVERALL THE BUSINESS

SUCCESS HAS BEEN

DRIVEN BY:

• Depth of talent and agility

of our teams

• Clearly defined customer

segments and profiles

• Our buying strategies

and focus on being

fashion forward

• Ability to be fluid across

channels, ensuring relevancy

and connectivity to our

customers

At the heart of

the business is an

entrepreneurial

spirit, which

empowers our

people to ensure

the customer is

at the forefront

of our brand and

product delivery.

MARY DEVINE

GROUP MANAGING

DIRECTOR



116

STORES

ACROSS THE GROUP

4

NEW

STORES

10

STORES

REFURBISHED

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PEOPLE

We have talented and

committed people right across

our business, from the pivotal

retail teams through to product

development, sourcing,

marketing, digital, finance

and distribution centres.

We pride ourselves on the

importance of empowerment

and allowing key leaders to

show initiative and flourish in

a demanding environment.

In the past year we have

focused on increasing our

talent within the Buying,

Production and Digital

teams as we acknowledge

the importance of these

functions in our business.

At the heart of our business,

no matter what role we may

have individually, we are

mindful to keep the customer

experience at the forefront of

our decision making process.

RETAIL EXPERIENCE

As a Group and within

each brand we value the

importance of a compelling

retail experience and continue

to improve, innovate and

evolve our stores. There has

been sustained investment,

not only in new stores,

but also refurbishments,

fixtures and technology.

Four new stores were opened:

The Glen (Melbourne), Liverpool

(Sydney), Harbour Town

(Gold Coast) and Frankton

(Queenstown). Additionally,

numerous stores throughout the

network had refurbishments.

Further investment is

proceeding in Australia with

new store openings planned.

Technology remains an area

of focus, with mobile devices

enabling our teams to provide

seamless customer service

whilst also facilitating more

efficient store operations.

The service ethos of our retail

teams is essential for positive

customer experiences in

store. We continue to invest

and roll-out service training

programmes for our teams.

DIGITAL

With continued investment in digital for both

brands we have seen growth online of 21.5% for

the Group, which translates to 16.0% of Glassons

total sales and 13.7% for Hallensteins.

The respective digital teams continue to improve

functionality of websites, and to invest in on-going

and relevant content whilst enhancing our social

media strategies.

A specific highlight has been the successful

introduction of image search for Glassons – this

allows customers to use any product image to

search for similar product on our website.

Other functionality improvements include the

introduction of Glassons hot/cold product templates

which show a variety of climate-dependent styling

options for a specific garment, as well as the

recently launched Hallensteins “Suit Switcher”

which demonstrates the same suit worn two ways.

Website navigation has been simplified with capsule and

category search buttons located on the Home Page.

There is an overarching strategy to reduce

promotional activity on the websites, with the

preference to demonstrate the integrity of our

brand position. We also continue to engage with our

customers via focus groups which provide valuable

insights into the perception and delivery of our brands

and product.

GROUP ONLINE

SALES GROWTH

GLASSONS ONLINE SALES GROWTH

31.9

HALLENSTEINS ONLINE SALES GROWTH

10.3

SUPPLY CHAIN

For both brands, having an agile and diverse supply base is essential to respond to both

fashion trends and customer demand.

Our production and buying teams work closely with suppliers, visiting on a regular basis to

manage quality and deliver performance.

We remain mindful of the impact of the global political environment and any repercussions

this may have on manufacturing within China and the region. Diversification across suppliers

remains highly relevant to manage risk and provide performance parameters to meet speed

to market programmes.

We have committed in the new financial year to two new Fulfilment Centres: Glassons

New Zealand and Glassons Australia, to provide operating efficiency to support the

omni-channel growth of the business.

OUTLOOK

We are pleased with the start to the season for

both brands and in both markets. However, as

always in fashion retail we remain cautious of the

volatility of the market, the impact of increasing

costs and less favourable foreign exchange rates.

From a growth perspective, we are confident of

the potential of the Glassons brand in the Australian

market and will also pursue further opportunities

in Australia for Hallensteins. Continued investment

in digital, enhanced personalised content and

communication to our customers will remain a priority.

On a personal note, I would like to thank all of the

Hallenstein Glasson staff for their contribution.

It is a great business to be part of and together

we relish the challenges and opportunities ahead.

MARY DEVINE

GROUP MANAGING DIRECTOR

21.5

%

%

%

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019
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Sustainability

Matters

At Hallenstein

Glasson

Holdings we

continue to

work hard

to improve

transparency

across our

business.

We’ve had some key wins this

year and we are proud of what

has been achieved to date.

We understand our responsibility

to the environment, our

customers, team members and

shareholders to develop policies

that ensure ethically sound and

environmentally sustainable

practices are implemented in all

aspects of our operations. In a

world of growing populations

and finite resources, it is essential

we drive change with continued

investment in sustainable solutions.

We’ve already seen a significant

improvement of our rating in

the Ethical Fashion Report and

we continue to strive for even

better outcomes for all our

stakeholders as we advance on

our sustainability journey.

2019 ACHIEVEMENTS

PEOPLE

Together we make a commitment

to drive worker empowerment by

upholding our values of respect,

dignity, non-discrimination and

providing safe workplaces.

People are our business.

• Maintained a B+ rating in the

2019 Ethical Fashion Report

even with the tightening

of criteria.

• The Hallenstein Glasson

Production teams continue

to make regular visits to

our supplier factories in

China, India and Bangladesh

with the view to building

lasting relationships with our

manufacturing partners.

• The Group continues to reduce

its supplier turnover with more

than half of suppliers having

partnered with the business

for over ten years. This helps

to improve our visibility across

the supply chain.

• We piloted a “whistle-

blower app” in a number of

our supplier factories. The

app supports workers by

providing an anonymous

communication channel.

• Conducted 84 audits across

our supply base including

our supplier’s second tier

factories and textile mills.

• Continued to engage with

our teams and customers

across both brands to

understand their priorities

in the area of sustainability.

• Created new training

programmes to help

develop our store teams to

realise their full potential.

PLANET

The environmental impact of

the global apparel and textile

industry is significant. Supporting

circularity and adopting the

Three R’s – Reduce, Reuse and

Recycle – across our business

operations is vital in transitioning

to a sustainable future.

• Removed plastic shopping

bags from retail stores in NZ.

• Sourced 100% of our paper

and cardboard from

sustainable forests.

• Introduced reusable satchels

for moving stock from

Fulfilment Centres to stores,

replacing cartons.

• Installed recycling hubs in

Auckland Head Office.

• Recycled 99% of all our paper,

cardboard and plastic in our

Fulfilment Centres.

• Replaced in-store lighting

with low energy LED lighting

to reduce power usage.

PRODUCT

By laying the correct foundation

we can improve all stages of

the product life cycle from

design, raw material production,

packaging, transport, and

marketing through to final sale.

We are committed to delivering

sustainable fashion created

with integrity.

• Glassons is supporting the

Breast Cancer Foundation

NZ (BCFNZ) in 2019 to raise

awareness and funds to go

towards the prevention,

treatment and support of

New Zealanders living with

breast cancer. Glassons have

partnered with NZ influencers

Bic Runga and ShaanXO, as

well as designers Zambesi

and Twenty-Seven Names,

to create a limited-edition

‘Pink Ribbon’ accessories

collection (sock and head

scarf). These were released

in Glassons NZ stores during

October, with 100% of profits

going to BCFNZ.

• Our product is increasingly

coming from renewable

sources. We’re using more

natural fibres and we’ve

introduced a small range of

garments made with Tencel –

a textile produced from

natural cellulose wood pulp

that is fully biodegradable.

• Introduced Vintage products

across both brands supporting

our recycle / reuse philosophy.

FUTURE

We are consolidating our

plan to help the business

identify and remain focused

on several key areas. In

2019 our priorities include

reducing packaging and

the impact of waste right

across our supply chain,

in our stores and in our

Head Offices. We are also

investigating how we can

better communicate with

our customers with respect

to our achievements to

date, as well our plans for

the continued integration

of sustainable policies and

initiatives into our everyday

business. More information

can be found on our

website.

We understand our

responsibility to the

environment, our

customers, team

members and

shareholders.



MARY DEVINE

GROUP MANAGING

DIRECTOR

HALLENSTEINS HAS INTRODUCED

A TENCEL SHIRT COLLECTION

PAPER BAGS INTRODUCED

IN NZ STORES

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019
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Opportunities for expansion into

new Australian sites are now being

considered.

97

TOTAL SALES

UP 0.26%

$

M

37.2

INSTAGRAM FOLLOWERS

K

MARY DEVINE

GROUP MANAGING DIRECTOR

43

STORES

IN NEW ZEALAND

4

STORES

IN AUSTRALIA

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101

NEW ZEALAND SALES

UP 3.91%

M

$

355

INSTAGRAM FOLLOWERS

K

89

AUSTRALIAN SALES

UP 13.89%

M

$



A particular highlight is

the ongoing growth of

the Glassons Australia

business, which continues

to go from strength

to strength.

37

STORES

IN NEW ZEALAND

32

STORES

IN AUSTRALIA

MARY DEVINE

GROUP MANAGING DIRECTOR

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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PricewaterhouseCoopers, 188 Q uay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz



Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

The financial statements comprise:

 the statement of financial position as at 1 August 2019;

 the statement of comprehensive income for the year then ended;

 the statement of changes in equity for the year then ended;

 the statement of cash flows for the year then ended; and

 the notes to the financial statements, which include significant accounting policies.


Our opinion

In our opinion, the financial statements of Hallenstein Glasson Holdings Limited (the Company),

including its subsidiaries (the Group), present fairly, in all material respects, the financial position of

the Group as at 1 August 2019, its financial performance and its cash flows for the year then ended in

accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards (IFRS).

Basis for opinion

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

NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of

our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)

Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance

Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for

Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

Our firm carried out other services for the Group in the areas of tax advisory and tax compliance

services and assisted the branch in Australia with filing the unaudited financial statements of the

branch with the Australian Securities and Investments Commission. The provision of these other

services has not impaired our independence as auditor of the Group.

Independent Auditor’s Report

TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED



PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz



Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

The financial statements comprise:

 the statement of financial position as at 1 August 2019;

 the statement of comprehensive income for the year then ended;

 the statement of changes in equity for the year then ended;

 the statement of cash flows for the year then ended; and

 the notes to the financial statements, which include significant accounting policies.


Our opinion

In our opinion, the financial statements of Hallenstein Glasson Holdings Limited (the Company),

including its subsidiaries (the Group), present fairly, in all material respects, the financial position of

the Group as at 1 August 2019, its financial performance and its cash flows for the year then ended in

accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards (IFRS).

Basis for opinion

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

NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of

our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)

Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance

Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for

Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

Our firm carried out other services for the Group in the areas of tax advisory and tax compliance

services. The provision of these other services has not impaired our independence as auditor of the

Group.



PwC

34



Our audit approach

Overview


An audit is designed to obtain reasonable assurance whether the financial

statements are free from material misstatement.

Overall Group materiality: $1,972,100, which represents 5% of profit before

tax.

We chose profit before tax as the benchmark because, in our view, it is the

benchmark against which the performance of the Group is most commonly

measured by users, and is a generally accepted benchmark.

We agreed with the Audit and Risk Committee that we would report to

them misstatements identified during our audit above $100,000 as well as

misstatements below that amount that, in our view, warranted reporting for

qualitative reasons.


We have determined that there is one key audit matter:

 Inventory Valuation

Materiality

The scope of our audit was influenced by our application of materiality.

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall Group materiality for the financial statements as a whole as set out above. These,

together with qualitative considerations, helped us to determine the scope of our audit, the nature,

timing and extent of our audit procedures and to evaluate the effect of misstatements, both

individually and in aggregate on the financial statements as a whole.

Audit scope

We designed our audit by assessing the risks of material misstatement in the financial statements and

our application of materiality. As in all of our audits, we also addressed the risk of management

override of internal controls including among other matters, consideration of whether there was

evidence of bias that represented a risk of material misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an

opinion on the financial statements as a whole, taking into account the structure of the Group, the

accounting processes and controls, and the industry in which the Group operates.

Our Group audit scope focused on the major operating locations. In aggregate, the locations selected

as part of our audit scoping contributed 98% of the Group’s Revenue and 94% of the Group’s profit

before tax.

Audits of each major operating location are performed by PwC New Zealand at a materiality level

calculated by reference to a proportion of Group materiality appropriate to the relative scale of the

operations concerned. The remaining operations were not considered significant to the Group and

were subject to other procedures including analytical procedures.

Independent Auditor’s Report

TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED



PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz



Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

The financial statements comprise:

 the statement of financial position as at 1 August 2019;

 the statement of comprehensive income for the year then ended;

 the statement of changes in equity for the year then ended;

 the statement of cash flows for the year then ended; and

 the notes to the financial statements, which include significant accounting policies.


Our opinion

In our opinion, the financial statements of Hallenstein Glasson Holdings Limited (the Company),

including its subsidiaries (the Group), present fairly, in all material respects, the financial position of

the Group as at 1 August 2019, its financial performance and its cash flows for the year then ended in

accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards (IFRS).

Basis for opinion

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

NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of

our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)

Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance

Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for

Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

Our firm carried out other services for the Group in the areas of tax advisory and tax compliance

services. The provision of these other services has not impaired our independence as auditor of the

Group.

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019
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PwC

35



Key audit matters

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

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

Key audit matter How our audit addressed the key audit matter

Inventory Valuation

As at 1 August 2019, the Group held $24

million of inventories. Given the size of the

inventory balance relative to the total

assets of the Group and the estimates and

judgements described below, the valuation

of inventory required significant audit

attention.

As disclosed in Note 3.2, inventories are

held at the lower of cost and net realisable

value determined using the weighted

average cost method. At year end, the

valuation of inventory is reviewed by

management and the cost of inventory is

reduced where inventory is forecast to be

sold below cost.

The determination of whether inventory

will be realised for a value less than cost

requires management to exercise

judgement and apply assumptions.

Management undertake the following

procedures for determining the level of

write down required:

 Use inventory ageing reports together

with historical trends to estimate the

likely future saleability of slow moving

and older inventory lines;

 For inventory aged greater than one

year, management apply a percentage

based write down to inventory. The

percentages are derived from

historical levels of write down; and

 Perform a line-by-line analysis of

remaining inventory to ensure it is

stated at the lower of cost and net

realisable value and a specific write

down is recognised if required.


We have performed the following procedures over the

valuation of inventory:

 For a sample of inventory items, re-performed the

weighted average cost calculation and compared

the weighted average cost to the purchase invoices;

 We tested that the ageing report used by

management correctly aged inventory items by

agreeing a sample of aged inventory items to the

invoices;

 On a sample basis we tested the net realisable

value of inventory lines to recent selling prices;

 We assessed the percentage write down applied to

older inventory with reference to historic inventory

write downs and recoveries on slow moving

inventory;

 We re-performed the calculation of the inventory

write down; and

 We also made enquires of management, including

those outside of the finance function, and

considered the results of our testing above to

determine whether any specific write downs were

required.

From the procedures performed we have no matters to

report.


Independent Auditor’s Report

TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED



PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz



Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

The financial statements comprise:

 the statement of financial position as at 1 August 2019;

 the statement of comprehensive income for the year then ended;

 the statement of changes in equity for the year then ended;

 the statement of cash flows for the year then ended; and

 the notes to the financial statements, which include significant accounting policies.


Our opinion

In our opinion, the financial statements of Hallenstein Glasson Holdings Limited (the Company),

including its subsidiaries (the Group), present fairly, in all material respects, the financial position of

the Group as at 1 August 2019, its financial performance and its cash flows for the year then ended in

accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards (IFRS).

Basis for opinion

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

NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of

our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)

Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance

Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for

Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

Our firm carried out other services for the Group in the areas of tax advisory and tax compliance

services. The provision of these other services has not impaired our independence as auditor of the

Group.



PwC

36



Information other than the financial statements and auditor’s report

The Directors are responsible for the annual report. Our opinion on the financial statements does not

cover the other information included in the annual report and we do not, and will not express any form

of assurance conclusion on the other information. At the time of our audit, there was no other

information available to us.

In connection with our audit of the financial statements, our responsibility is to read the other

information and, in doing so, consider whether the other information is materially inconsistent with

the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially

misstated. If, based on the work we have performed on the other information that we obtained prior to

the date of this auditor’s report, we conclude that there is a material misstatement of this other

information, we are required to report that fact.

Responsibilities of the Directors for the financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of

the financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the

Directors determine is necessary to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Group’s ability to

continue as a going concern, disclosing, as applicable, matters related to going concern and using the

going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease

operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

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

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

that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee

that an audit conducted in accordance with ISAs NZ and ISAs will always detect a material

misstatement when it exists. Misstatements can arise from fraud or error and are considered material

if, individually or in the aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the

External Reporting Board’s website at:

https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-

report-1/


This description forms part of our auditor’s report.



Independent Auditor’s Report

TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED



PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz



Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

The financial statements comprise:

 the statement of financial position as at 1 August 2019;

 the statement of comprehensive income for the year then ended;

 the statement of changes in equity for the year then ended;

 the statement of cash flows for the year then ended; and

 the notes to the financial statements, which include significant accounting policies.


Our opinion

In our opinion, the financial statements of Hallenstein Glasson Holdings Limited (the Company),

including its subsidiaries (the Group), present fairly, in all material respects, the financial position of

the Group as at 1 August 2019, its financial performance and its cash flows for the year then ended in

accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards (IFRS).

Basis for opinion

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

NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of

our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)

Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance

Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for

Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

Our firm carried out other services for the Group in the areas of tax advisory and tax compliance

services. The provision of these other services has not impaired our independence as auditor of the

Group.

Statement Of Comprehensive Income
FOR THE YEAR ENDED 1 AUGUST 2019

$’000

NOTE20192018

(Restated)

Sales revenue

2.1

287,550

278,197

Cost of sales

2.1

(114,999)

(107,567)

Gross profit

172,551

170,630

Other operating income

2.2

2,197

820

Selling expenses

(101,674)

(99,492)

Distribution expenses

(8,351)

(7,601)

Administration expenses

(25,502)

(26,538)

Total expenses

(135,527)

(133,631)

Operating profit

39,221

37,819

Finance income

2.1

221

251

Profit before income tax

39,442

38,070

Income tax expense

6.1

(10,422)

(10,709)

Net profit after tax attributable to the shareholders

of the Holding Company

2.1

29,020

27,361

Other comprehensive income

– Items that will not be reclassified to profit or loss

Gains (net of tax) on revaluation of land and buildings

6.1

2,810

-

Increase in share option reserve

6.1

98

124

– Items that may be subsequently reclassified to profit or loss

Fair value gain/(loss) (net of tax) in cash flow hedge reserve

6.1

(644)

3,393

Total comprehensive income for the year attributable

to the shareholders of the Holding Company

31,284

30,878

Earnings per share

Basic and diluted earnings per share

2.4

48.65

45.87

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

22

23

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019



PwC

37



Who we report to

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

undertaken so that we might state those matters which we are required to state to them in an auditor’s

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

responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our

audit work, for this report or for the opinions we have formed.


The engagement partner on the audit resulting in this independent auditor’s report is Keren Blakey.

For and on behalf of:

Chartered Accountants

27 September 2019

Auckland


Independent Auditor’s Report

TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED



PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz



Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

The financial statements comprise:

 the statement of financial position as at 1 August 2019;

 the statement of comprehensive income for the year then ended;

 the statement of changes in equity for the year then ended;

 the statement of cash flows for the year then ended; and

 the notes to the financial statements, which include significant accounting policies.


Our opinion

In our opinion, the financial statements of Hallenstein Glasson Holdings Limited (the Company),

including its subsidiaries (the Group), present fairly, in all material respects, the financial position of

the Group as at 1 August 2019, its financial performance and its cash flows for the year then ended in

accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards (IFRS).

Basis for opinion

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

NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of

our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)

Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance

Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for

Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

Our firm carried out other services for the Group in the areas of tax advisory and tax compliance

services. The provision of these other services has not impaired our independence as auditor of the

Group.

Statement of Financial Position
AS AT 1 AUGUST 2019

$’000

NOTE20192018

Equity

Contributed equity5.1

28,974

27,818

Asset revaluation reserve

18,419

15,609

Cashflow hedge reserve

1,095

1,739

Share option reserve

58

155

Retained earnings

26,454

23,019

Total equity75,000

68,340

Represented by

Current assets

Cash and cash equivalents3.1

16,506

17,453

Trade and other receivables

1,652

182

Advances to employees

372

464

Prepayments

4,535

3,871

Inventories

3.2

24,011

20,959

Derivative financial instruments7.5

1,534

2,417

Total current assets48,610

45,346

Non-current assets

Property, plant and equipment4.2

49,539

36,811

Investment property4.3

2,968

8,464

Intangible assets

439

560

Deferred tax6.2

3,024

940

Total non-current assets

55,970

46,775

Total assets

104,580

92,121

Current liabilities

Trade payables

6,798

5,506

Employee benefits7.1

4,775

4,786

Other payables

14,110

10,777

Taxation payable

3,897

2,712

Total current liabilities29,580

23,781

Total liabilities29,580

23,781

Net assets75,000

68,340

The Financial Statements are signed for and on behalf of the board and were authorised for issue on 27 September 2019.

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

Graeme Popplewell

DIRECTOR

27 SEPTEMBER 2019

Malcom Ford

DIRECTOR

27 SEPTEMBER 2019

Statement of Changes in Equity

FOR THE YEAR ENDED 1 AUGUST 2019

$’000

SHARE

CAPITAL

TREASURY

STOCK

ASSET

REVALUATION

RESERVE

CASH

FLOW

HEDGE

RESERVE

SHARE

OPTION

RESERVE

RETAINED

EARNINGS

TOTAL

EQUITY

Balance at 1 August 201729,279(2,009)15,609(1,654)32717,27158,823

Comprehensive income

Profit for year-----27,36127,361

Cash flow hedges net of tax6.1---3,393--3,393

Increase in share option reserve6.1----124-124

Total comprehensive income

---3,39312427,36130,878

Transactions with owners

Purchase of treasury stock5.1, 5.2-(800)----(800)

Sale of treasury stock5.1, 5.2-606----606

Dividends 2.3, 5.1-177---(22,069)(21,892)

Transfer to employee advances5.1-725----725

Transfer of share option

reserve to retained earnings

----(296)296-

(Gain)/loss on sale of treasury

stock transferred to retained

earnings

5.1-(160)---160-

Total transactions with owners

-548--(296)(21,613)(21,361)

Balance at 1 August 201829,279(1,461)15,6091,73915523,01968,340

Comprehensive income

Profit for year

-----29,02029,020

Revaluation net of tax6.1

--2,810---2,810

Cash flow hedges net of tax6.1

---(644)--(644)

Increase in share option

reserve

6.1

----98-98

Total comprehensive income --2,810(644)9829,02031,284

Transactions with owners

Sale of treasury stock5.1, 5.2

-1,289----1,289

Dividends 2.3, 5.1

-160---(26,246)(26,086)

Transfer to employee advances5.1

-173----173

Transfer of share option

reserve to retained earnings

----(195)195-

(Gain) / loss on sale of treasury

stock transferred to retained

earnings

5.1

-(466)---466-

Total transactions with owners-1,156--(195)(25,585)(24,624)

Balance at 1 August 201929,279(305)18,4191,0955826,45475,000

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

24

25

Statement of Cash Flows
FOR THE YEAR ENDED 1 AUGUST 2019

NOTE2019

Cash flows from operating activities

Cash was provided from:

Sales to customers

287,643

278,834

Rent received

2.2

802

780

Interest income

2.1

205

232

Interest on debtors

2.1

16

19

288,666

279,865

Cash was applied to:

Payments to suppliers

190,754

182,507

Payments to employees

51,737

51,315

Taxation paid

10,183

10,731

252,674

244,553

Net cash flows from operating activities35,992

35,312

Cash flows from investing activities

Cash was provided from:

Proceeds from sale of property, plant and equipment

and intangible assets

65

488

Proceeds from sale of investment property

7,750

-

Repayment of employee advances

266

499

8,081

987

Cash was applied to:

Purchase of property, plant and equipment and intangible assets

4.2

20,223

9,312

20,223

9,312

Net cash flows (applied to) investing activities(12,142)

(8,325)

Cash flows from financing activities

Cash was provided from:

Sale of treasury stock and dividends

5.1, 5.21,449

783

1,449

783

Cash was applied to:

Dividend paid2.3

26,246

22,069

Purchase of treasury stock5.1, 5.2

-

800

26,246

22,869

Net cash flows (applied to) financing activities(24,797)

(22,086)

Net increase / (decrease) in funds held(947)

4,901

Cash and cash equivalents at the beginning of the year17,453

12,552

Cash and cash equivalents at the end of the year

3.1

16,506

17,453

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

Statement of Cash Flows continued

FOR THE YEAR ENDED 1 AUGUST 2019

$’000

NOTE20192018

Net profit after taxation29,020

27,361

Add/(deduct) items classified as investing or financing activities

Loss on sale of plant and equipment2.2

158

481

Gain on sale of investment property2.2

(1,187)

-

Add/(deduct) non cash items

Depreciation and amortisation

2.2

8,446

7,908

Net fair value gain on investment property2.2

(208)

-

Deferred taxation

6.2

(948)

(215)

Share option expense

98

124

Add/(deduct) movements in working capital items

Taxation payable

1,185

195

Trade and other receivables and prepayments

(2,134)

599

Trade and other payables and employee benefits

4,614

(787)

Inventories

(3,052)

(354)

Net cash flows from operating activities35,992

35,312

RECONCILIATION OF PROFIT AFTER TAXATION TO CASH FLOWS FROM OPERATING ACTIVITIES

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

2018

(Restated)

$’000

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

26

27

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

1. BASIS OF PREPARATION

This section presents a summary of information considered relevant and material to assist the reader in

understanding the foundations on which the financial statements as a whole have been compiled. Accounting

policies specific to notes shown in other sections are disclosed in a shaded box and are included as part of that

particular note.

1.1 GENERAL INFORMATION

Reporting entity

Hallenstein Glasson Holdings Limited (“Company” or “Parent”) together with its subsidiaries (the “Group”)

is a retailer of men’s and women’s clothing in New Zealand and Australia.

The Company is a limited liability company incorporated and domiciled in New Zealand. The address of its

registered office is Level 3, 235-237 Broadway Newmarket, Auckland.

Statutory base

Hallenstein Glasson Holdings Limited is a company registered under the Companies Act 1993 and is a FMC

reporting entity under Part 7 of the Financial Markets Conduct Act 2013. The Company is also listed on

the New Zealand Stock Exchange (NZX). The financial statements of the Group have been prepared in

accordance with the requirements of Part 7 of the Financial Markets Conduct Act 2013 and the NZX Main

Board Listing Rules.

The financial statements were approved for issue by the Board of Directors on 27 September 2019.

1.2 GENERAL ACCOUNTING POLICIES

Statement of compliance

These financial statements for the year ended 1 August 2019 have been prepared in accordance with

Generally Accepted Accounting Practice (GAAP). They comply with New Zealand equivalents to

International Financial Reporting Standards (NZ IFRS), other New Zealand accounting standards and

authoritative notices that are applicable to entities that apply NZ IFRS. The financial statements comply

with International Financial Reporting Standards (IFRS).

Basis of preparation of financial statements

The principal accounting policies adopted in the preparation of the financial statements are set out below.

These policies have been consistently applied to all the periods presented, unless otherwise stated.

The reporting currency used in the preparation of these financial statements is New Zealand dollars,

rounded where necessary to the nearest thousand dollars.

Entities reporting

The financial statements are the Consolidated Financial Statements of the Group comprising Hallenstein

Glasson Holdings Limited and subsidiaries, together they are referred to in these financial statements as ‘the

Group’. The parent and its subsidiaries are designated as for-profit entities for financial reporting purposes.

Principles of consolidation

Subsidiaries

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group

is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to

affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on

which control is transferred to the Group. They are deconsolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains and losses on transactions between Group

companies are eliminated. Accounting policies of subsidiaries have been changed where necessary to

ensure consistency with the policies adopted by the Group.

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

Historical cost convention

These financial statements have been prepared under the historical cost convention, as modified by the

revaluation of land and buildings and financial assets and liabilities (including derivative instruments)

measured at fair value.

Critical accounting estimates, judgements and assumptions

The preparation of financial statements in conformity with NZ IFRS 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.

Property, plant and equipment: The Group has assessed whether the carrying value of its property, plant

and equipment have suffered any impairment since they were acquired. The recoverable amounts of cash

generating units (at a subsidiary level) are determined based on value in use calculations. These calculations

require the use of estimates and projections of future operating performance.

Inventory provision: The Group assess the inventory provision using management judgement which

considers a range of factors including the review of historical data, the age of inventory and current selling

price trends to determine the appropriateness of the provision.

Revaluation of land and buildings: The fair value of the Group’s land and buildings is determined by the

Board following an independent valuation undertaken at least every three years. The basis of the valuation is

assessed within a range indicated by two valuation approaches: discounted cash flow analysis and an income

capitalisation approach. The key assumptions are disclosed in note 4.2.

Revaluation of investment property: The fair value of the Group’s investment property is determined by the

Board following an independent valuation undertaken annually. The basis of the valuation is assessed within

a range indicated by two valuation approaches: discounted cash flow analysis and an income capitalisation

approach. The key assumptions are disclosed in note 4.3.

Foreign currency translation

Functional and presentation currency

Items included in the financial statements of each of the Group’s operations are measured using the currency

of the primary economic environment in which it operates (‘the functional currency’). The financial statements

are presented in New Zealand dollars, which is the Group’s functional and presentational currency.

Transactions and balances

The results and financial position of all the Group entities that have a functional currency different from the

presentation currency are translated into the presentation currency as follows:

(a) assets and liabilities for each balance sheet presented are translated at the closing rate at the date of

that balance sheet; and

(b) income and expenses for each statement of comprehensive income are translated at average

exchange rates.

All resulting exchange differences are recognised in the statement of comprehensive income.

20192018

Hallenstein Bros Limited100%100%Retail of menswear in New Zealand

Hallenstein Brothers Australia Limited100%100%Retail of menswear in Australia

Glassons Limited

100%

100%Retail of womenswear in New Zealand

Glassons Australia Limited

100%

100%Retail of womenswear in Australia

Retail 161 Limited

100%

100%Non trading company

Retail 161 Australia Limited

100%

100%Non trading company

Hallenstein Properties Limited

100%

100%Property ownership in New Zealand

PRINCIPAL SUBSIDIARIES

INTEREST HELD BY

PARENT AND GROUP

PRINCIPAL ACTIVITIES

Investments in Subsidiaries

1. BASIS OF PREPARATION (CONTINUED)

Conntes0t2e46noss1e4C1n82e6s4n2320t8454oeeMon4AtR1A04Y DE

Conntes0t2e46noss1e4C1n82e6s4n2320t8454oeeMon4AtR1A04Y DE

28

29

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

2. PERFORMANCE


2.1 Segment information

The Board of Directors considers the business from both a product and geographic perspective as follows:

• Hallenstein Bros Limited (New Zealand) and Hallenstein Brothers Australia Limited (Australia)

• Glassons Limited (New Zealand)

• Glassons Australia Limited (Australia)

• Hallenstein Properties Limited (New Zealand) (Property)


The reportable segments derive their revenues primarily from the retail sale of clothing. The revenues from

external parties reported to the Board of Directors are measured in a manner consistent with that in the

statement of comprehensive income. There are no significant revenues derived from a single external customer.


Segment results

For the year ended 1 August 2019

$’000

GLASSONS

NEW ZEALAND

GLASSONS

AUSTRALIAHALLENSTEINSPROPERTYPARENTTOTAL GROUP

INCOME STATEMENT

Sales revenue from

external customers

100,72889,49697,326--287,550

Cost of sales

(41,274)(33,492)(40,233)--(114,999)

Finance income

4848109-16221

Depreciation and

software amortisation

2,2662,8982,988294-8,446

Profit before income tax

15,79411,36410,0362,14410439,442

Income tax expense

(4,434)(3,291)(2,839)7567(10,422)

Net profit after income tax

11,3608,0737,1972,21917129,020

BALANCE SHEET

Current assets

10,18010,26818,6466,0183,49848,610

Non-current assets

18,48810,04410,73416,6871755,970

Current liabilities

9,31210,7168,9475069929,580

Purchase of property, plant and

equipment and intangibles

10,1863,7344,6171,686-20,223

Operating segments are reported in a manner consistent with the internal reporting provided to the

Board of Directors. The Board of Directors is the chief operating decision maker and is responsible

for allocating resources and assessing performance of the operating segments and they delegate

that authority through the Group Managing Director.

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

2. PERFORMANCE (CONTINUED)

Segment results

For the year ended 1 August 2018

$’000

GLASSONS

NEW ZEALAND

GLASSONS

AUSTRALIAHALLENSTEINSPROPERTYPARENTTOTAL GROUP

INCOME STATEMENT

Sales revenue from

external customers

96,94178,57697,078-5,602278,197

Cost of sales

(39,205)(28,000)(38,170)-(2,192)(107,567)

Finance income

885392-18251

Depreciation and

software amortisation

2,1532,3112,8963751737,908

Profit/(loss) before income tax

14,80211,15912,414712(1,017)38,070

Income tax expense

(4,156)(3,132)(3,507)(199)285(10,709)

Net profit after income tax

10,6468,0278,907513(732)27,361

BALANCE SHEET

Current assets

15,0298,89920,141(307)1,58445,346

Non current assets

10,9298,8678,85718,155(33)46,775

Current liabilities

7,5588,2007,632462(71)23,781

Purchase of property, plant and

equipment and intangibles

3,1763,0702,286726549,312

Sale of Storm business assets

On 30 April 2018 the Group’s wholly owned subsidiary, Retail 161 Limited, concluded the sale of the Storm

business assets to Blackstar Holdings Limited. On and from settlement, the Storm business ceased trading

under Retail 161 Limited’s ownership and continues to trade under Blackstar’s ownership.

The sales revenue and cost of sales noted in the prior year have been included in the Parent segment

in the table above and represent trade generated by the Storm business for the nine months ended

30 April 2018.

2.2 Income and expenses

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and

services, excluding Goods and Services Tax, rebates and discounts and after eliminating sales within

the Group.

Revenue is recognised as follows:

Sales of goods – retail

Sales of goods are recognised when a Group entity has delivered a product to the customer. For in-store

sales, control passes to the customer at point of sale. For online sales, the order and the delivery to the

customer are considered to comprise a single performance obligation, therefore control passes to the

customer when the goods are delivered. Retail sales are usually in cash, credit card or by debit card. The

recorded revenue is the gross amount of sale (excluding GST), including credit card fees payable for the

transaction. Such fees are included in selling expenses.

Interest income

Interest income is recognised using the effective interest method.

Rental income

Rental income from operating leases (net of any incentives) is recognised on a straight line basis over the

lease term.

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31

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

2. PERFORMANCE (CONTINUED)

Income and expenses

Profit before income tax includes the following specific income and expenses:

$’00020192018

Other operating income

Rental income

802

780

Insurance proceeds

-

40

Net fair value gain on investment property

208

-

Gain on sale of investment property

1,187

-

Expenses

Occupancy costs

29,873

29,571

Amounts paid to auditors - statutory audit

145

130

Other services from auditors*

32

27

Directors’ fees

647

518

Wages, salaries and other short term benefits

51,727

51,601

Total depreciation

8,164

7,652

Amortisation of software

282

256

Total depreciation and amortisation

8,446

7,908

Loss on sale of property, plant and equipment

158

481

Dividends2019201820192018

Cents per

share

Cents per

share

$’000

$’000

Interim dividend for the year ended 1 August 201920.0011,930

Final dividend for the year ended 1 August 2018

24.0014,316

Interim dividend for the year ended 1 August 201820.0011,929

Final dividend for the year ended 1 August 201717.0010,140

Total44.00

37.00

26,246

22,069

* Amount paid in respect of tax compliance and tax advisory services provided in Australia and New Zealand

and assisting the Hallenstein Brothers Australia branch with filing financial statements with Australian

Securities and Investments Commission.

2.3 Dividends

Provision is made for the amount of any dividend declared on or before the balance date but not distributed

at balance date.

All dividends paid were fully imputed. Supplementary dividends of $488,875 (2018: $289,810) were paid to

shareholders not resident in New Zealand for tax purposes for which the Group received a foreign investor

tax credit.

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

Basic

Basic earnings per share is calculated by dividing the profit after tax of the Group by the weighted average

number of ordinary shares outstanding during the year.

Diluted

Diluted earnings per share is calculated by adjusting profit after tax and the weighted average number of

ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. There are no

options convertible into shares as at 1 August 2019 (2018: Nil).

3. WORKING CAPITAL


3.1 Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other

short-term highly liquid investments with original maturities of three months or less that are readily

convertible to known amounts of cash and which are subject to an insignificant risk of changes in value,

and bank overdrafts.

Statements of cash flows

The following are the definitions of the terms used in the statement of cash flows:

(I.) Cash comprises cash and cash equivalents.

(II.) Investing activities are those activities relating to the acquisition, holding and disposal of property,

plant and equipment, investments and employee advances.

(III.) Financing activities are those activities which result in changes in the size and composition of the

capital structure of the Group. This includes both equity and debt not falling within the definition of

cash. Dividends paid are included in financing activities.

(IV.) Operating activities include all transactions and other events that are not investing or financing activities.

Earnings per share

$’00020192018

Profit after tax

29,020

27,361

Weighted average number of ordinary shares outstanding

59,649

59,649

Basic and diluted earnings per share (cents per share)

48.65

45.87

Cash and cash equivalents

$’00020192018

Cash at bank

15,439

6,064

Short term bank deposits

1,004

11,329

Cash on hand

63

60

Total cash and cash equivalents16,506

17,453

2. PERFORMANCE (CONTINUED)

Basic and diluted earnings per share is calculated by dividing the profit attributable to equity holders of the

Company by the weighted average number of ordinary shares outstanding during the period, adjusted for

bonus elements in ordinary shares issued during the period.

2.4 Earnings per share

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33

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

3.2 Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted

average method and includes expenditure incurred in acquiring the inventories and bringing them to their

existing location and condition. Net realisable value is the estimated selling price in the ordinary course of

business, less applicable variable selling expenses, excluding borrowing costs.

The Group is the lessee

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are

classified as operating leases. Payments made under operating leases (net of any incentives received from

the lessor) are charged to the profit and loss in the Statement of Comprehensive Income on a straight line

basis over the period of the lease.

The Group is the lessor

Assets leased to third parties under operating leases are included in Investment Property in the Statement

of Financial Position. Rental income (net of any incentives given to lessees) is recognised on a straight line

basis over the lease term. Lease receivables are disclosed under Note 4.3 Investment Property.

4. LONG TERM ASSETS


4.1 Leases

Lease commitments:

The Group leases various retail outlets under non-cancellable operating lease agreements. Leases reflect

normal commercial arrangements with varying terms, escalation clauses and renewal rights.

Inventory adjustments are provided at year end for stock obsolescence within cost of sales in the Statement

of Comprehensive Income.

The cost of inventories recognised as an expense and included in cost of sales amounted to $114,717,733

(2018: $107,199,239).

Inventories

$’00020192018

Finished goods

24,308

21,189

Inventory adjustments

(297)

(230)

Net inventories24,011

20,959

Lease commitments

$’00020192018

At balance date the future aggregate minimum

lease commitments were as follows:

Due within one year

25,422

24,381

One to two years

22,959

20,498

Two to five years

41,086

39,314

Later than five years

7,144

3,955

Total operating lease commitments96,611

88,148

3. WORKING CAPITAL (CONTINUED)

Recognition and measurement

Land and buildings were valued on 1 August 2019 by Telfer Young (Hawkes Bay) Ltd, Fordbaker Valuation

Limited and Colliers International who are independent registered valuers and associates of The New

Zealand Institute of Valuers. The valuers have recent experience in the location and category of the item

being valued. The fair values of the assets represent the estimated price for which a property could be

sold on the date of valuation in an orderly transaction between market participants.


The adopted valuation has been assessed within a range indicated by two valuation approaches: income

capitalisation approach and discounted cash flow analysis.


The following table summarises the valuation approach and key assumptions used by the valuers to arrive

at fair value.

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

Valuation approachDescription of the valuation approach

Income capitalisation

approach

A valuation methodology which determines fair value by capitalising

a property’s sustainable net income at an appropriate, market derived

capitalisation rate (yield). Unobservable inputs within the income

capitalisation approach include:

a) Net Market Rent which is the annual amount for which a tenancy within

a property is expected to achieve under a new arm’s length leasing

transaction after deducting a fair share of property operating expenses.

b) Capitalisation Rate (yield) which is the rate of return, determined through

analysis of comparable, market related sales transactions which is applied

to a property’s sustainable net income to derive value.

Discounted cash

flow analysis

With the discounted cash flow approach (DCF) a cash flow budget is

established for the property over a ten-year time horizon. Within the cash

flow an allowance is made for rental growth as well as deducting costs

associated with property ownership. A terminal value is also estimated and

the cash flows are discounted at a market rate to arrive at a net present value.

Unobservable inputs within the discounted cash flow approach include:

a) The discount rate which is the rate determined through analysis of

comparable market related sales transactions which is applied to a

property’s future net cash flows to convert those cash flows into a

present value.

b) The terminal capitalisation rate which is the rate applied to a property’s

sustainable net income at the end of an assumed holding period to

derive an estimated market value.

c) Rental growth rate which is the annual growth rate applied to market

rent over an assumed holding period.

d) Expenses growth which is the annual amount applied to property

operating expenses over an assumed holding period.

4. LONG TERM ASSETS (CONTINUED)

4.2 Property, plant and equipment

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35

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

Land and

buildings -

warehouse

20,668Income

capitalisation

approach and

discounted

cash flow

analysis

Net market

rent

$92 - $184

per m2

The higher the rent

per square metre the

higher the fair value

Capitalisation

rate (yield)

5.00% - 7.75%The lower the yield the

higher the fair value

Discount rate7.13% - 7.75%The higher the discount

rate the lower the fair

value

Terminal

capitalisation

rate

5.25% - 7.75%The higher the terminal

rate the lower the fair

value

Rental growth

rate

2.30% -

3.00%

The higher the rental

growth rate the higher

the fair value

Expenses

growth

1.58% - 2.15%The higher the expenses

the lower the fair value

DESCRIPTIONFAIR VALUE AT

1 AUGUST 2019

$’000

VALUATION

TECHNIQUE

UNOBSERVABLE

INPUTS

RANGE OF

UNOBSERVABLE

INPUTS

RELATIONSHIP OF

UNOBSERVABLE

INPUTS TO FAIR VALUE

Land and buildings

- retail

4,452Income

capitalisation

approach and

discounted

cash flow

analysis

Net market

rent

$556 per m2The higher the rent

per square metre the

higher the fair value

Capitalisation

rate (yield)

6.80%The lower the yield the

higher the fair value

Discount rate8.01%The higher the discount

rate the lower the fair

value

Terminal

capitalisation

rate

7.25%The higher the terminal

rate the lower the fair

value

Rental growth

rate

0.75% -

2.40%

The higher the rental

growth rate the higher

the fair value

Expenses

growth

1.90% - 2.40%The higher the expenses

the lower the fair value

4. LONG TERM ASSETS (CONTINUED)

The revaluation surplus net of applicable deferred income taxes was credited to other comprehensive

income and is shown in the asset revaluation reserve in shareholders’ equity.

At each reporting date, where a valuation report is not obtained the most recent valuation reports are

reviewed by the management team. The review focuses on checking material movements and ensuring

all additions and disposals are captured and that there have been no material changes to the underlying

assumptions on which the valuations are based.

Land and building measurements are categorised as Level 3 in the fair value hierarchy. During the year

there were no transfers between levels of the fair value hierarchy.

Both the income capitalisation approach and discounted cash flow analysis contain unobservable inputs

in determining fair value. These are summarised in the table below:

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

Subsequent costs are included in the assets carrying amount or recognised as a separate asset, as

appropriate, only when it is probable that future economic benefits associated with the item will flow

to the Group and the cost of the item can be measured reliably.

Increases in the carrying amount arising on revaluation of land and buildings are credited to other

comprehensive income and shown as an asset revaluation reserve in shareholders’ equity. Decreases

that offset previous increases of the same asset are charged in other comprehensive income and debited

against the asset revaluation reserve directly in equity; all other decreases are charged to the statement

of comprehensive income. Each year on revaluation, the difference between depreciation based on

the revalued carrying amount of the asset charged to the statement of comprehensive income, and

depreciation based on the assets original cost is transferred from ‘other reserves’ to ‘retained earnings’.

Depreciation

Land is not depreciated. Depreciation on other assets is calculated using the straight line method to

allocate their cost, net of their residual values, over their estimated useful lives, as follows:

• Buildings 67 years

• Plant and equipment 2 – 5 years

• Furniture, fittings and office equipment 5 – 10 years

Impairment

An assets carrying amount is written down immediately to its recoverable amount if the assets carrying

amount is greater than its estimated recoverable amount. Assets that are subject to amortisation are

reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount

may not be recoverable, for example a planned store closure, withdrawal from a business segment, or

assessment of loss making stores. Assets are grouped at the lowest levels for which there are separately

identifiable cash flows (cash generating units).

Disposal

Gains and losses on disposals are determined by comparing proceeds with the carrying amount.

These are included in the Statement of Comprehensive Income.

4. LONG TERM ASSETS (CONTINUED)

Conntes0t2e46noss1e4C1n82e6s4n2320t8454oeeMon4AtR1A04Y DE

Conntes0t2e46noss1e4C1n82e6s4n2320t8454oeeMon4AtR1A04Y DE

36

37

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2018

FOR THE YEAR ENDED 1 AUGUST 2019


$’000

LAND AT FAIR

VALUE

BUILDINGS AT

FAIR VALUE

FIXTURES &

FITTINGS

PLANT &

EQUIPMENTTOTAL

Opening NBV6,09710,84415,2104,66036,811

Additions

1,8755,4779,1633,55520,070

Disposals

--(185)(46)(231)

Depreciation

-(297)(5,597)(2,270)(8,164)

Transfers

(49)(739)(71)-(859)

Revaluations

1,564348--1,912

Closing NBV9,48715,63318,5205,89949,539

Cost/valuation9,48715,63360,27522,469107,864

Accumulated depreciation

--(41,755)(16,570)(58,325)

Closing NBV9,48715,63318,5205,89949,539

$’000

LAND AT FAIR

VALUE

BUILDINGS AT

FAIR VALUE

FIXTURES &

FITTINGS

PLANT &

EQUIPMENTTOTAL

Opening NBV6,09710,52415,6004,17936,400

Additions-

7055,6442,6128,961

Disposals-

-(696)(202)(898)

Depreciation-

(385)(5,338)(1,929)(7,652)

Closing NBV6,09710,84415,2104,66036,811

Cost/valuation6,09711,22956,35719,51093,193

Accumulated depreciation-

(385)(41,147)(14,850)(56,382)

Closing NBV6,09710,84415,2104,66036,811

$’000

20192018

Land

5,580

3,705

Buildings

12,794

7,245

Cost

18,374

10,950

Accumulated depreciation

(1,714)

(1,514)

Net book amount16,660

9,436

If land and buildings were stated on a historical cost basis, the amounts would be as follows:

FOR THE YEAR ENDED 1 AUGUST 2019

4. LONG TERM ASSETS (CONTINUED)

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

4.3 Investment property

Valuation approachDescription of the valuation approach

Income capitalisation

approach

A valuation methodology which determines fair value by capitalising

a property’s sustainable net income at an appropriate, market derived

capitalisation rate (yield). Unobservable inputs within the income capitalisation

approach include:

a) Net Market Rent which is the annual amount for which a tenancy within

a property is expected to achieve under a new arm’s length leasing

transaction after deducting a fair share of property operating expenses.

b) Capitalisation Rate (yield) which is the rate of return, determined through

analysis of comparable, market related sales transactions which is applied

to a property’s sustainable net income to derive value.

Discounted cash flow

analysis

With the discounted cash flow approach (DCF) a cash flow budget is

established for the property over a ten-year time horizon. Within the cash flow

an allowance is made for rental growth as well as deducting costs associated

with property ownership. A terminal value is also estimated and the cash flows

are discounted at a market rate to arrive at a net present value.

Unobservable inputs within the discounted cash flow approach include:

a) The discount rate which is the rate determined through analysis of

comparable market related sales transactions which is applied to a

property’s future net cash flows to convert those cash flows into a present

value.

b) The terminal capitalisation rate which is the rate which is applied to a

property’s sustainable net income at the end of an assumed holding

period to derive an estimated market value.

c) Rental growth rate which is the annual growth rate applied to market rent

over an assumed holding period.

d) Expenses growth which is the annual amount applied to property

operating expenses over an assumed holding period.

4. LONG TERM ASSETS (CONTINUED)

Recognition and measurement

Land and buildings were valued on 1 August 2019 by Telfer Young (Hawkes Bay) Ltd who are independent

registered valuers and associates of The New Zealand Institute of Valuers. The valuers have recent

experience in the location and category of the item being valued. The fair values of the assets represent

the estimated price for which a property could be sold on the date of valuation in an orderly transaction

between market participants.

The adopted valuation has been assessed within a range indicated by two valuation approaches: income

capitalisation approach and discounted cash flow analysis.

The following table summarises the valuation approach and key assumptions used by the valuers to arrive

at fair value.

The revaluation surplus was credited to other income in the Statement of Comprehensive Income. Subsequent

revaluation surpluses or losses will be recognised through Statement of Comprehensive Income.

Land and building measurements are categorised as Level 3 in the fair value hierarchy. During the year

there were no transfers between levels of the fair value hierarchy.

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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39

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

DESCRIPTIONFAIR VALUE AT

1 AUGUST 2019

$’000

VALUATION

TECHNIQUE

UNOBSERVABLE

INPUTS

RANGE OF

UNOBSERVABLE

INPUTS

RELATIONSHIP OF

UNOBSERVABLE

INPUTS TO FAIR VALUE

Land and

buildings – retail

2,968Income

capitalisation

approach and

discounted

cash flow

analysis

Net market rent$556 per m2The higher the rent

per square metre the

higher the fair value

Capitalisation

rate (yield)

6.80%The lower the yield

the higher the fair

value

Discount rate8.01%The higher the

discount rate the

lower the fair value

Terminal

capitalisation

rate

7.25%The higher the

terminal rate the

lower the fair value

Rental growth

rate

0.75% - 2.40%The higher the rental

growth rate the

higher the fair value

Expenses

growth

1.90% - 2.40%The higher the

expenses the lower

the fair value

Lease receivables

The Group owns rental property that it leases under non-cancellable operating lease agreements to external parties.

Leases reflect normal commercial arrangements with varying terms, escalation clauses and renewal rights.

The future minimum rental payments receivable under these leases is as follows:

Investment Property

$’000

20192018

Opening balance

8,464

8,464

Transfer from property, plant & equipment

859

-

Sale of investment property

(6,563)

-

Net gain / (loss) from fair value adjustment

208

-

Closing balance2,968

8,464

Lease receivables

$’000

20192018

Due within one year

174

855

One to two years

80

670

Two to five years

23

1,361

Total lease receivables277

2,886

Subsequent costs are included in the assets carrying amount or recognised as a separate asset, as

appropriate, only when it is probable that future economic benefits associated with the item will flow

to the Group and the cost of the item can be measured reliably.

Both the income capitalisation approach and discounted cash flow analysis contain unobservable inputs

in determining fair value. These are summarised in the table below:

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

5. EQUITY


5.1 Share capital

Ordinary shares are classified as capital, net of treasury stock.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a

deduction, net of tax, from the proceeds.

Treasury stock

Shares purchased on market under the executive share scheme are treated as treasury stock on

acquisition at cost. On vesting to the employee, treasury stock shares are credited to equity and an

employee loan is recorded initially at fair value and subsequently at amortised cost.

Reserves

The asset revaluation reserve records revaluations of property, net of tax. The cash flow hedge reserve

records the fair value of derivative financial instruments, net of tax that meet the hedge accounting

criteria. The Share Option reserve is used to record the accumulated value of unvested share rights arising

from the executive share scheme which have been recognised in the statement of comprehensive income.

All shares are fully paid and rank equally.

5.2 Executive Share Scheme

Equity settled share-based compensation benefits are provided to employees in accordance with the Group’s

executive share scheme. The fair value of share rights granted under the scheme is recognised as an employee

benefit expense with a corresponding increase in equity. The fair value is measured at grant date and

recognised over the period during which the employees become unconditionally entitled to the share rights.


The fair value at grant date of the share rights are determined using a Black Scholes Pricing model that

takes into account the exercise price, the term of the share right, the vesting and performance criteria, the

non-tradable nature of the share right, the share price at grant date and expected price volatility of the

underlying share, the expected dividend yield and the risk-free interest rate for the term of the share right.


At each balance date, the Group revises its estimate of the number of share rights that are expected to

become exercisable. The employee benefit expense recognised each period takes into account the most

recent estimate.


Upon the vesting of share rights, the balance of the share option reserve relating to the share rights is

transferred to retained earnings.

2019201820192018

Shares

Shares

$000’s

$000’s

Balance at beginning of year59,185,563

58,947,301

27,818

27,270

Purchase of treasury stock

-

(212,253)

-

(800)

Sale of teasury stock

267,735

183,918

1,289

606

Dividends

-

-

160

177

Share options exercised

76,529

266,597

173

725

Gain on sale of treasury stock transferred to

retained earnings

-

-

(466)

(160)

Balance at end of year59,529,827

59,185,563

28,974

27,818

Representing:

Share capital

59,649,061

59,649,061

29,279

29,279

Treasury stock (net of dividends)

(119,234)

(463,498)

(305)

(1,461)

Total59,529,827

59,185,563

28,974

27,818

Contributed equity

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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40

41

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

The Company operates an employee share scheme for certain senior executives to purchase ordinary shares

in the Company.


The Company provides the employees with limited recourse loans on an interest free basis to assist

employees’ participation.


The loans are applied to purchase shares on market and the shares are treated as treasury stock.


The loan amount is the total market value of the shares plus any commission applicable on the date of purchase.


Any dividends payable on the shares are applied towards the repayment of the advance.


Shares purchased under the scheme are held by two Directors as custodians and vest three years from the

date of purchase. In the event the employee leaves the company during the vesting period, the loan is repaid

by selling the shares on market. Any gain or loss arising from the sale of shares is included in equity. Refer to

note 5.1 for further detail on treasury stock.


In accordance with NZ IFRS 2 this scheme is an equity-settled scheme.


There were no share issues during the 2019 financial year. The model inputs for shares issued during the year

ended 1 August 2018 included a share issue price ranging between $3.31 - $4.65, an expected price volatility

of 30%, a risk free interest rate ranging between 2.2% - 2.7% and an estimated 3 year vesting period.

Executive share schemeYEAR ENDED 1 AUGUST 2019YEAR ENDED 1 AUGUST 2018

Number

of shares

Purchase /

(sale) price

Number

of shares

Purchase /

(sale) price

Balance at beginning of financial year

463,498

701,760

Purchased on market during the year

--

212,2533.77

Forfeited during the year

(267,735) (4.81)

(183,918) (3.30)

Exercised during the year

(76,529)

(266,597)

Balance at end of financial year

119,234

463,498

Percentage of total shares held by scheme

0.20%

0.78%

5. EQUITY (CONTINUED)

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

6. TAXATION


6.1 Income tax expense

The statement of comprehensive income and statement of cash flows have been prepared so that all

components are stated exclusive of GST. All items in the statement of financial position are stated net of

GST, with the exception of receivables and payables, which include GST invoiced.

Goods and Services Tax (GST)

The income tax expense or revenue for the period is the tax payable or receivable on the current period’s

taxable income based on the notional income tax rate for each jurisdiction, adjusted by changes in

deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets

and liabilities and their carrying amounts in the financial statements and unused tax losses.


Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to

apply when the assets are recovered or liabilities are settled, based on those tax rates which are enacted

or substantively enacted for each jurisdiction. The relevant tax rates are applied to the cumulative

amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability.

An exception is made for certain temporary differences arising from the initial recognition of an asset or

a liability. No deferred tax asset or liability is recognised in relation to these temporary differences if they

arose in a transaction, other than a business combination, that at the time of the transaction did not affect

either accounting profit or taxable profit or loss.


Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is

probable that future taxable amounts will be available to utilise those temporary differences and losses.


Deferred tax liabilities and assets are not recognised for temporary differences between the carrying

amount and tax bases of investments in operations where the company is able to control the timing of

the reversal of the temporary differences and it is probable that the differences will not reverse in the

foreseeable future.


Current and deferred tax balances attributable to amounts recognised directly in equity are also

recognised directly in equity.

Income tax expense

$’000

20192018

The tax expense comprises:

Current tax expense

11,370

10,924

Deferred tax expense (note 6.2)

– Future tax benefit current year

(493)

(215)

– Opening balance adjustment

(455)

-

Total income tax expense10,422

10,709

Reconciliation of income tax expense to tax rate applicable to profits

Profit before income tax expense

39,442

38,070

Tax at 28% (2018: 28%)

11,044

10,660

Tax effect of:

– Income not subject to tax

(346)

-

– Expenses not deductible for tax

80

49

– Adjustment due to different rate in different jurisdictions

99

-

– Opening balance adjustment

(455)

-

Total income tax expense10,422

10,709

The effective tax rate for the year was 26.4% (2018: 28.1%). The Group has no tax losses (2018: Nil)

and no unrecognised temporary differences (2018: Nil).

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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42

43

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

The tax (charge)/credit relating to components of other comprehensive income are as follows:

The above amounts represent the balance of the imputation account as at the end of the reporting period,

adjusted for:

• Imputation credits that will arise from the payment of the provision for income tax;

• Imputation debits that will arise from the payment of dividends recognised as liabilities at the reporting

date; and

• Imputation credits that will arise from the receipt of dividends recognised as receivables at the reporting date

$’00020192018

BEFORE

TAX

TAX

(CHARGE)

/ CREDITAFTER TAX

BEFORE

TAX

TAX

(CHARGE)

/ CREDITAFTER TAX

Gains (net of tax) on revaluation

of land and buildings

1,9128982,810

---

Fair value gain / (loss) (net of tax)

in cash flow hedge reserve

(882)238(644)

4,712(1,319)3,393

Increase in share option reserve

98-98

124-124

6.2 Deferred tax

$’000

20192018

Amounts recognised in profit or loss

Depreciation

1,058

149

Amortisation - fixed rent

438

354

Provisions and accruals

1,069

764

2,565

1,267

Amounts recognised directly in equity

Asset revaluation reserve

898

-

Cash flow hedges

(439)

(677)

Adjustment to retained earnings

-

350

Total amount recognised3,024

940

Movements

Balance at beginning of year

940

2,044

Credited/(charged) to the income statement

948

215

Credited/(charged) to equity

1,136

(1,319)

Balance at end of the year3,024

940

6.3 Imputation credits

$’000

20192018

Imputation credits available for subsequent reporting periods

14,167

18,024

6. TAXATION (CONTINUED)

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

7. OTHER


7.1 Employee benefits

Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries, including non monetary benefits, annual leave and accumulating sick

leave expected to be settled within 12 months of the reporting date are recognised in other payables in

respect of employees’ services up to the reporting date and are measured at the amounts expected to be

paid when the liabilities are settled. Liabilities for non accumulating sick leave are recognised when the

leave is taken and measured at the rates paid or payable.

7.2 Capital expenditure commitments

7.3 Contingencies


Contingent liabilities under contracts, guarantees and other agreements arising in the ordinary course of business

on which no loss is anticipated are as follows:

Letters of credit

Bank letters of credit issued to secure future purchasing requirements are matched to a contingent asset of

the same value representing inventories purchased.

7.4 Related party transactions


During the year, the Company advanced and repaid loans to its subsidiaries by way of internal current

accounts. In presenting the financial statements of the Group, the effect of transactions and balances

between fellow subsidiaries and those with the Parent have been eliminated. All transactions with related

parties were in the normal course of business and provided on commercial terms.

The Group undertook transactions with the related interests of the majority shareholder as detailed below:

Employee benefits

$’000

20192018

Holiday pay accrual and other benefits

4,775

4,786

20192018

T C Glasson

Rent on retail premises based on independent valuations

2,070

2,088

Employee benefits

$’000

20192018

Commitments in relation to store fitouts and warehouse construction

2,688

3,867

Contingencies

$’000

20192018

Financial guarantee

678

-

Bank guarantee provided to the New Zealand Stock Exchange Limited

75

75

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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45

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

The following Directors received Directors’ fees and dividends in relation to shares held personally as follows:

RELATED PARTY TRANSACTIONS

DIRECTORS’ FEESDIVIDENDS

$’000

2019201820192018

Mr T C Glasson

90

79

4,893

4,115

Mr W J Bell

135

120

8

7

Ms K Bycroft

95

88

-

-

Mr M Donovan

85

79

41

34

Mr G Popplewell

85

62

83

70

Mr M Ford

105

90

4

3

Ms M Devine

*

60

-

-

-

Payments to Mr G Popplewell

$’000

20192018

Consulting fees

48

17

$’000

20192018

Short term employee benefits

3,120

3,891

Termination benefits

546

-

Share scheme benefit

98

124

*

Ms M Devine received Directors’ Fees up to 1 April 2019, the date which she was appointed Group Managing

Director. From this date, short term employee benefits paid to Ms M Devine are included in key management

compensation below.

Key management compensation was as follows:

7. OTHER (CONTINUED)

The company operates an employee share scheme for certain senior executives which is outlined in note 5.2.

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

7.5 Financial risk management

Fair value estimation

Fair value estimates are classified in a hierarchy based on the inputs to valuation techniques used to measure

fair value. The different levels have been defined as follows:

• Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1)

• Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either

directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2)

• Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs)

(Level 3)

The Group’s policy is to recognise transfers into and out of fair value hierarchy levels as of the date of the

event or change in circumstances that caused the transfer.

The Group has financial instruments that are classified as Level 2 within the fair value hierarchy. The fair value

of financial instruments that are not traded in an active market (for example, over-the-counter derivatives)

is determined by using valuation techniques. These valuation techniques maximise the use of observable

market data where it is available and rely as little as possible on entity specific estimates. If all significant

inputs required to fair value an instrument are observable, the instrument is included within Level 2. Under

Level 2 the Group holds forward foreign exchange contracts. The fair value of these forward foreign exchange

contracts is determined using forward exchange rates at the balance sheet date, with the resulting value

discounted back to present value. Refer to note 7.5.4.

The Group’s land and buildings within property, plant and equipment and investment property is classified as

Level 3 in the fair value hierarchy as one or more of the significant inputs into the valuation are not based on

observable market data. Refer to notes 4.2 and 4.3 for more information.

Derivatives

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are

subsequently re-measured to their fair value. The method of recognising the resulting gain or loss depends on

whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.

The company designates certain derivatives as either; (1) hedges of the fair value of recognised assets or

liabilities or a firm commitment (fair value hedge); or (2) hedges of highly probable forecast transactions (cash

flow hedges).

The Group documents at the inception of the transaction the relationship between hedging instruments

and hedged items, as well as its risk management objective and strategy for undertaking various hedge

transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis,

whether the derivatives that are used in hedging transactions have been and will continue to be highly

effective in offsetting changes in fair values or cash flows of hedged items.

Cash flow hedge

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow

hedges is recognised in equity in the cash flow hedge reserve. The gain or loss relating to the ineffective

portion is recognised immediately in the profit and loss component of Statement of Comprehensive Income.

Amounts accumulated in equity are recycled in the Statement of Comprehensive Income in the periods when

the hedged item will affect profit or loss (for instance when the forecast sale that is hedged takes place).

However, when the forecast transaction that is hedged results in the recognition of a non-financial asset

(for example, inventory) or a non-financial liability, the gains and losses previously deferred in equity are

transferred from equity and included in the measurement of the initial cost or carrying amount of the asset

or liability.

When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for

hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognised

when the forecast transaction is ultimately recognised in the Statement of Comprehensive Income. When a

forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is

immediately transferred to the profit and loss component of the Statement of Comprehensive Income.

Derivatives that do not qualify for hedge accounting

Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of these

derivative instruments are recognised immediately in the Statement of Comprehensive Income.

7. OTHER (CONTINUED)

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47

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

7.5.1 Financial risk factors


The Group’s activities expose it to various financial risks including, liquidity risk, credit risk, and market risk

(including currency risk and cash flow interest rate risk). The Group’s risk management strategy is to minimise

adverse effects on Comprehensive Income. Derivative financial instruments are used to hedge currency risk.

7.5.2 Liquidity risk


Liquidity risk is the risk that the Group will be unable to meet its financial obligations as they fall due. The

Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient

liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring

unacceptable losses or risking damage to the Group’s reputation.


The Group manages liquidity risk by maintaining adequate reserves, and by regularly monitoring cash flow.

At balance date, the Group had $16.506 million (2018: $17.453 million) in cash reserves and accordingly,

management consider liquidity risk to be relatively low.


The table below analyses the Group’s financial liabilities and gross-settled derivatives into relevant maturity

groupings based on the remaining period from the statement of financial position to the contractual maturity

date. The cash flow hedge “outflow” amounts disclosed in the table are the contractual undiscounted cash

flows liable for payment by the Group in relation to all forward foreign exchange contracts in place at balance

date. The cash flow hedge “inflow” amounts represent the corresponding inflow of foreign currency back to

the Group as a result of the gross settlement on those contracts, converted using the spot rate at balance

date. The carrying value shown is the net amount of derivative financial liabilities and assets as shown in the

statement of financial position.


Trade payables are shown at carrying value in the table. No discounting has been applied as the impact of

discounting is not significant.

AS AT 1 AUGUST 2019

$’000

LESS THAN 3

MONTHS

3-12

MONTHSTOTAL

CARRYING

VALUE

Trade and other payables

20,908-20,90820,908

20,908-20,90820,908

Forward foreign exchange contracts

Cash flow hedges:

- Outflow

(19,129)(26,586)(45,715)(45,715)

- Inflow

19,89927,46847,36747,249

Net

7708821,6521,534

AS AT 1 AUGUST 2018

$’000

LESS THAN 3

MONTHS

3-12

MONTHSTOTAL

CARRYING

VALUE

Trade and other payables

16,283-16,28316,283

16,283-16,28316,283

Forward foreign exchange contracts

Cash flow hedges:

- Outflow(16,007)(24,519)(40,526)(40,526)

- Inflow17,08625,89542,98142,943

Net1,0791,3762,4552,417

7. OTHER (CONTINUED)

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

7.5.3 Credit risk

Credit risk is the risk of the failure of a debtor or counterparty to honour its contractual obligations resulting

in financial loss to the Group. The Group incurs credit risk from trade receivables and transactions with

financial institutions. The Group places its cash, short-term investments and derivative financial instruments

with high credit quality financial institutions. Retail sales are predominantly settled in cash or by using major

credit cards. 0.2% (2018: 0.2%) of sales give rise to trade receivables. This maximum exposure to credit risk is

the carrying amount of trade receivables.


Concentration of credit risk with respect to debtors is limited due to the large number of customers included

in the Group’s customer base.


The Group does not require collateral or other security to support financial instruments with credit risk.


7.5.4 Market risk


Foreign exchange risk

The Group is exposed to foreign exchange risk arising from currency exposure predominantly with the US

dollar with the purchase of inventory from overseas suppliers.


The Board has established a Treasury Risk Policy to manage the foreign exchange risk. The policy is

reviewed on a regular basis, and management report monthly to the Board to confirm policy is adhered

to. All committed foreign currency requirements are fully hedged, and approximately 50% (2018: 60%) of

anticipated foreign currency requirements are hedged on a rolling twelve month basis.


The Group uses forward exchange contracts with major retail banks only to hedge its foreign exchange risk

arising from future purchases.


Forward exchange contracts – cash flow hedges

These contracts are used for hedging committed or highly probable forecast purchases of inventory. The

contracts are timed to mature during the month the inventory is shipped and the liability settled. The cash

flows are expected to occur at various dates within one year from balance date.


When forward exchange contracts have been designated and tested as an effective hedge the portion of

the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised directly

in equity. These gains or losses will be released in the profit and loss in the Statement of Comprehensive

Income at various dates over the following year as the hedged risk crystallises.


At balance date the Group had entered into forward exchange contracts to sell the equivalent of NZ$45.715

million (2018: NZ$40.526 million), primarily in US Dollars. At balance date these contracts are represented

by assets of $1.534 million (2018: $2.417 million). When foreign exchange contracts are not designated and

tested as an effective hedge, the gain or loss on the foreign exchange contract is recognised in the profit and

loss in the Statement of Comprehensive Income.


At balance date there are no such contracts in place (2018: $Nil).


Interest rate risk

The Group has no interest bearing liabilities. Exposure to interest rate risk arises only from the impact on

income from operating cash flows as a result of interest bearing assets, such as cash deposits.


Sensitivity analysis

Based on historical movements and volatilities and management’s knowledge and experience, management

believes that the following movements are ‘reasonably possible’ over a 12 month period:

• Proportional foreign exchange movement of -10% (depreciation of NZD) and +10% (appreciation of NZD)

against the USD, from the year end rate of $0.6553 (2018: $0.6789)

• Proportional foreign exchange movement of -10% (depreciation of NZD) and +10% (appreciation of NZD)

against the AUD, from the year end rate of $0.9571 (2018: $0.9173)

• A parallel shift of +1% / -1% in the market interest rates from the year end deposit rate of 1.00%

(2018: 1.75%)

7. OTHER (CONTINUED)

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49

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

AS AT 1 AUGUST 2019INTEREST RATEFOREIGN EXCHANGE RATE

-1% +1%-10%+10%

$’000

CARRYING

AMOUNT

PROFITEQUITYPROFITEQUITYPROFITEQUITYPROFITEQUITY

FINANCIAL ASSETS

Loans and receivables

Cash and cash equivalents

16,506(165)(165)1651651,0691,069(875)(875)

Accounts receivable

1,652--------

Advances to employees

372--------

FINANCIAL LIABILITIES

Liabilities at amortised cost

Trade and other payables

20,908----(895)(895)733733

Derivatives used for hedging

Derivatives designated as

cash flow hedges (forward

foreign exchange contracts)

1,534-----3,874-(3,015)

Total increase / decrease(165)(165)1651651744,048(142)(3,157)

AS AT 1 AUGUST 2018INTEREST RATEFOREIGN EXCHANGE RATE

-1% +1%-10%+10%

$’000

CARRYING

AMOUNT

PROFITEQUITYPROFITEQUITYPROFITEQUITYPROFITEQUITY

FINANCIAL ASSETS

Loans and receivables

Cash and cash equivalents

17,453(175)(175)175175638638(522)(522)

Accounts receivable

182--------

Advances to employees

464--------

FINANCIAL LIABILITIES

Liabilities at amortised cost

Trade and other payables

16,283----(703)(703)575575

Derivatives used for hedging

Derivatives designated as

cash flow hedges (forward

foreign exchange contracts)

2,417-----3,467-(2,785)

Total increase / decrease

(175)(175)175175(65)3,40253

The parent is not exposed to any interest rate or foreign exchange risk.

If these movements were to occur, the post-tax impact on profit and loss and equity for each category of

financial investment:

7. OTHER (CONTINUED)

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

7.5.5 Capital risk management

The Group’s objectives when managing capital are to maximise the value of shareholder equity and ensure that

the Group continues to safeguard its ability to continue as a going concern. Group capital consists of share

capital, reserves and retained earnings. In order to meet these objectives, the Group may adjust the amount of

dividend payment made to shareholders. The Group has no specific banking or other arrangements which require

that the Group maintain specific equity levels.

7.6 Events subsequent to balance date

Subsequent to year end, the Board has resolved to pay a final dividend of 24.0 cents (2018: 24.0 cents) per share

(fully imputed). The dividend will be paid on 17th December 2019 to all shareholders on the Company’s register as

at 5:00pm, 10th December 2019.

7.7 Standards, amendments and interpretations to existing standards

There were two new standards adopted during the year:

NZ IFRS 9: Financial Instruments (Effective date: periods beginning on or after 1 January 2018)

NZ IFRS 9, ‘Financial instruments’, addresses the classification, measurement and recognition of financial

assets and financial liabilities, introduces new rules for hedge accounting and a new impairment model for

financial assets. The Group notes the following impacts from the adoption of the new standard on 2 August 2018.

Comparative figures have not been restated in accordance with the transitional provisions of in NZ IFRS 9.

There is no impact on the Group’s accounting for financial liabilities as the new requirements only affect the

accounting for financial liabilities that are designated at fair value through profit or loss and the Group does

not have such liabilities. The derecognition rules have been transferred from NZ IAS 39 Financial Instruments:

Recognition and Measurement and have not been changed.

The new hedge accounting rules align the accounting for hedging instruments more closely with the Group’s risk

management practices. The Group’s risk management strategies and hedge documentation have been updated

to align with requirements of NZ IFRS 9 from 2 August 2019. The Group’s current hedge relationships qualify

as continuing hedges upon the adoption of NZ IFRS 9. Under NZ IFRS 9 the Group’s forward foreign exchange

contracts are accounted for using the forward rate approach, whereby the hedged risk is designated as being

changes in the forward rate, with changes in the full fair value of the forward contracts being accounted for

through other comprehensive income (to the extent the hedge is effective). There has not been a significant

change on the Group’s accounting treatment for its hedging relationships. The nature and extent of the Group’s

disclosure has been incorporated within these consolidated financial statements for the year ended 1 August 2019.

The new impairment model requires the recognition of impairment provisions based on expected credit losses

(ECL) rather than only incurred credit losses as per NZ IAS 39. Based on the Group’s assessment of historical

provision rates and forward-looking analysis, there is no expected financial impact on the impairment provisions.

NZ IFRS 15: Revenue from contracts with customers (Effective date: periods beginning on or after 1 January 2018)

NZ IFRS 15, ‘Revenue’ from contracts with customers’ deals with revenue recognition and establishes principles

for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty

of revenue and cash flows arising from an entity’s contracts with customers. Revenue is recognised when a

customer obtains control of a good or service and thus has the ability to direct the use and obtain the benefits

from the good or service. The standard replaces NZ IAS 18 ‘Revenue’ and NZ IAS 11 ‘Construction contracts’ and

related interpretations. The standard permits either a full retrospective or a modified retrospective approach for

adoption. The Group has taken a full retrospective approach and no practical expedients have been applied.

Adoption of NZ IFRS 15 has given rise to the reclassification of delivery fees charged to customers. Delivery fees

charged to customers are considered to be part of the same performance obligation as the sale of the goods, as

control of the goods only passes to customers when they physically receive the goods. Previously, the delivery

fees charged to customers by the Group have been offset against the delivery costs incurred by the Group, and

the net cost has been shown under selling expenses. Under NZ IFRS 15, it has been determined that control of the

goods does not pass to the customer until delivery, because the customer cannot use or otherwise benefit from

the goods until obtaining possession of the goods, which occurs on delivery.

7. OTHER (CONTINUED)

(2,732)

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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50

51

Notes to the Financial Statements
FOR THE YEAR ENDED 1 AUGUST 2019

The reclassification has the following effects in the year ended 1 August 2019:

• Increases sales revenue and receipts from customers by the amount of the delivery fees charged by the

Group to customers by $0.86 million

• Increases selling expenses by $0.86 million

• Increases payment made to suppliers by $0.6 million

The Group’s income statement for the comparative period shown in these consolidated financial statements

has been restated to reflect the reclassification outlined above. A reconciliation showing the adjustments

made to the income statement to restate the prior period comparatives is shown below:

As a result of the above reclassification the statement of cashflows for the year ended 1 August 2018 has

been restated to increase receipts from customers and payments made to suppliers by $0.56 million.

New accounting standards, amendments and interpretations to existing standards that are not yet

effective, and have not been early adopted by the Group, are:

NZ IFRS 16: Leases (Effective date: periods beginning on or after 1 January 2019)

NZ IFRS 16, ‘Leases’, replaces the current guidance in NZ IAS 17. Under NZ IFRS 16, a contract is, or contains, a

lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange

for consideration. Under NZ IAS 17, a lessee was required to make a distinction between a finance lease (on

balance sheet) and an operating lease (off balance sheet). NZ IFRS 16 now requires a lessee to recognise a lease

liability reflecting future lease payments and a ‘right-of-use asset’ for virtually all lease contracts. Included is an

optional exemption for certain short-term leases and leases of low-value assets; however, this exemption can only

be applied by lessees. For lessors, the accounting for leases under NZ IFRS 16 is almost the same as NZ IAS 17.

However, the guidance on the definition of a lease has been updated (as well as the guidance on the combination

and separation of contracts), lessors will also be affected by the new standard.

From the date of adoption, the income statement will also be impacted by the removal of operating lease

expenses, the recognition of an interest expense applicable to the future lease payment obligations and the

recognition of a depreciation expense in respect of the ROU asset.

2018

INCREASE /

(DECREASE)

2018

(RESTATED)

$’000

Sales revenue

277,642555278,197

Cost of sales

(107,567)

-(107,567)

Gross profit

170,075555170,630

Other operating income

820820

Selling expenses

(98,937)(555)(99,492)

Distribution expenses

(7,601)-(7,601)

Administration expenses

(26,538)-(26,538)

Total expenses

(133,076)(555)(133,631)

Operating profit

37,819-37,819

Finance income

251-251

Profit before income tax

38,070-38,070

Income tax expense

(10,709)-(10,709)

Net profit after tax attributable to the

shareholders of the Holding Company

27,361-27,361

7. OTHER (CONTINUED)

Notes to the Financial Statements

FOR THE YEAR ENDED 1 AUGUST 2019

NZ IFRS 16 will change the accounting for the Group’s operating leases and the recognition, measurement

and presentation of certain amounts recognised in the balance sheet and income statement. As at

reporting date, the Group had non-cancellable operating lease commitments of $96.6 million (refer Note

4.1). On adoption, NZ IFRS 16 will have a significant impact on the Group’s consolidated balance sheet and

consolidated income statement.

The Group uses a property system to manage its lease portfolio which also provides calculations showing

the financial impact of the new standard as at 2 August 2019, being the date of adoption. Management were

required to make various key judgements, including:

• The incremental borrowing rate used to discount lease assets and liabilities;

• The lease term including potential rights of renewals;

• Foreign exchange conversion rates; and

• Application of practical expedients and recognition exemptions allowed by the new standard, including in

respect of low value assets and short-term lease exemptions.

The Group’s process to date highlights that the potential impact based on the current lease agreements is

expected to be material to the consolidated balance sheet on the date of adoption (being 2 August 2019),

with impacts on the following line items:

• Recognition of a right of use asset of approximately $78 million;

• Recognition of a lease liability of approximately $85 million; and

• A reduction in other payables of approximately $7 million

The Group has applied the practical expedient for short term leases, and therefore this estimate excludes

leases that expire within 12 months from the balance date of this report, being 1 August 2019. Costs relating

to these leases will continue to be recognised in the income statement within selling expenses.

Management is in the process of assessing the deferred tax implications on the date of adoption. In addition

to the above and subject to issuance of specific guidance from the accounting standard setters, it is

expected that a deferred taxation asset of approximately $2 million will be recognised at 2 August 2019.

The impact on the consolidated income statement for the period ended 1 August 2020 is expected to be:

• Decrease in store expenses (operating lease rental expense) of approximately $21 million;

• Increase in depreciation expense of approximately $20 million; and

• Increase in finance costs (interest expense) of approximately $3 million.

The above has no cash effect to the Group and the change is for financial reporting purposes only.

Current estimates are likely to change at time of adoption and for the period ended 1 August 2020, mainly

due to:

• Finalisation of management’s judgements and subsequent movements in the inherent borrowing rate

(interest rates);

• New lease contracts entered into by the Group;

• Any changes to existing lease contracts; and

• Change in management’s judgement to exercise rights of renewals under lease agreements

The Group will adopt the simplified transition approach under NZ IFRS 16 on its effective date being for the

year ended 1 August 2020, and will not restate comparative amounts for the period prior to first adoption.

7. OTHER (CONTINUED)

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53

General Disclosures
Board of Directors

Directors of the Company in office at the end of the year or who ceased to hold office during the year:

Principal activities of the Group

Hallenstein Glasson Holdings Limited is a non-trading Holding Company. The principal trading subsidiaries

are Glassons Limited, Glassons Australia Ltd (involved in the retail of women’s apparel), Hallenstein Bros

Limited and Hallenstein Brothers Australia Limited (retail of men’s apparel). The subsidiaries are 100%

owned by Hallenstein Glasson Holdings Limited.

General Disclosures

Review of operations

(a) Consolidated results for the year ended 1 August 2019

Directors

(a) Remuneration and all other benefits

(b) Dividend

An interim dividend of 20.0 cents per share together with a supplementary dividend of 3.5294 cents per

share to non-resident shareholders was paid on 18th April 2019.


Subsequent to balance date the Directors have declared a final dividend of 24.0 cents per share payable 17th

December 2019. Non-resident shareholders of the Company will also receive a supplementary dividend of

4.2353 cents per share. Dividends are fully imputed to New Zealand resident shareholders.

* Ms Devine received Directors’ Fees up to 1 April 2019, the date which she was appointed Group Managing

Director. From this date, short term employee benefits paid to Ms Devine are included in the other

payments/benfits above.

(b) Shareholdings

$’000

20192018

Operating revenue

287,550278,197

Profit before income tax

39,442

38,070

Income tax

(10,422)

(10,709)

Profit for the year29,020

27,361

Remuneration of

Directors

20192018

$’000

DIRECTORS

FEES

OTHER

PAYMENTS/

BENEFITS

TOTAL

REMUNERATION

DIRECTORS

FEES

OTHER

PAYMENTS/

BENEFITS

TOTAL

REMUNERATION

Mr T C Glasson90907979

Mr W J Bell

135135

120120

Mr M Donovan

8585

7979

Mr M Ford

105105

9090

Mr G Popplewell

8548133

621779

Ms K Bycroft

9595

8888

Ms M Devine

*

60251311

---

Total655299954

51817535

Beneficially held20192018

W J Bell7,64320,143

T C Glasson

11,950,588

11,950,588

M J Donovan

100,000

100,000

G J Popplewell

203,604

203,604

M Ford

10,000

10,000

Non-beneficially held

M Ford and M J Donovan as custodians for Staff Share Scheme

119,234

463,498

DirectorQualifications / ExperienceSpecial Responsibilities

Warren James Bell

M Com CA. Appointed December 1986.

Mr Bell holds appointments on a number

of boards of both public and private

companies, and is a professional director.

Chairman of the Board

Non-executive Director

Timothy Charles Glasson

Founder of Glassons womenswear retail

chain. Appointed November 1985 on

merger with Hallensteins.

Non-executive Director

Michael John Donovan

ANZIM. Appointed May 1990. Founder

and Director of Wild Pair, and Lippy

retail stores.

Non-executive

Independent Director

Graeme James Popplewell

Former CEO, B Com FCA.

Appointed March 1985.

Non-executive Director

Malcolm Ford

Appointed June 2010.Background

includes 20 years experience in direct

sourcing particularly in Asia. Mr Ford also

has experience in brand management

across wholesale and retail markets.

Non-executive

Independent Director

Karen Bycroft

BSC, Postgrad Marketing. Appointed

November 2014. Background includes

25 years in Retail in the UK and

Australia with Marks and Spencer,

Sears, Woolworths, Spotlight and

Country Road. Experience in Strategy,

Marketing, and Leadership. Also an

Associate of Melbourne Business

School and Executive Coach.

Non-executive

Independent Director

Mary Devine

ONZM, BCom, MBA. Appointed to

the Board July 2018. Appointed

Group Managing Director April 2019.

Background includes experience in

corporate strategy, brand marketing

and multi-channel retailing.

Also a 20 year career in Managing

Director and executive roles in

private New Zealand companies.

Group Managing Director

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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55

General Disclosures
DATE

PURCHASE / (SALE)

NUMBER OF SHARES$

On Market Sale5/4/2019(6,486)(32,334)

On Market Sale8/4/2019(21,249)(106,750)

On Market Sale9/4/2019(18,000)(89,256)

On Market Sale10/4/2019(20,000)(99,516)

On Market Sale11/4/2019(20,000)(98,853)

On Market Sale12/4/2019(12,800)(58,933)

On Market Sale16/4/2019(12,000)(56,758)

On Market Sale17/4/2019(20,000)(94,991)

On Market Sale18/4/2019(20,000)(95,144)

On Market Sale23/4/2019(20,000)(94,147)

On Market Sale24/4/2019(20,000)(94,541)

On Market Sale26/4/2019(5,414)(25,803)

On Market Sale29/4/2019(20,086)(95,431)

On Market Sale30/4/2019(20,000)(94,873)

On Market Sale1/5/2019(20,000)(95,122)

On Market Sale2/5/2019(11,700)(56,357)

Transfer to employees

(off market)(76,529)

Mr W J Bell


On Market Sale14/5/2019(12,500)(61,125)

(c) Interests in share dealing

M Ford and M Donovan as Trustees for the share purchase scheme

e) Directors’ insurance

As provided by the Company’s Constitution and in accordance with Section 162 of the Companies Act 1993

the Company has arranged Directors’ and Officers’ Liability Insurance that ensures Directors will incur no

monetary loss as a result of actions undertaken by them as Directors provided they act within the law.


(f) Directors’ and Officers’ use of company information

During the period the Board received no notices pursuant to Section 145 of the Companies Act 1993 relating

to use of Company information.

d) Disclosures of interests by Directors

W J Bell

Chairman St Georges Hospital Inc

Director Ryman Healthcare Group of Companies

Director Cyprus Enterprises and Meadow

Mushrooms Group of Companies

Director Sabina Ltd

Director Glasson Trustee Limited

Director 152 Hereford Limited

Director CHC Properties Ltd

Director Warren Bell Ltd

Director Poraka Ltd


M Donovan

Director Mike and Carol Donovan Trustee Limited

Director Donovan’s Limited


T C Glasson

Director Sabina Ltd

Director Mantles Ltd

Director Glasson Trustee Limited

Director CHC Properties Limited

Director JCG Trustee Limited

Director 152 Hereford Limited

Director SIG Trustee Limited

Trustee Hallenstein Glasson Staff Benefit Trust


M Ford

Trustee Hallenstein Glasson Staff Benefit Trust


K Bycroft

None


G J Popplewell

Trustee Hallenstein Glasson Staff Benefit Trust

General Disclosures

State of Affairs

The Directors are of the opinion that the state of affairs of the Company is satisfactory. Details of the period

under review are included in the Chairman’s Report and the audited Statement of Comprehensive Income.


Employee Remuneration

The number of employees with the Group (other than Directors) receiving remuneration and benefits above

$100,000 in relation to the year ended 1 August 2019 was:

Chief Executive and Managing Director Remuneration

The remuneration of the Chief Executive Officer and Group Managing Director for the year ended 1 August 2019 was:

The remuneration of the Chief Executive Officer comprised fixed and performance payments. Fixed

remuneration included a base salary, contributions to Kiwisaver, health insurance, car allowance and a

carpark. The Chief Executive Officer received a short-term incentive of $83,846. The STI was approved by

the Board and is linked to the Group’s financial performance against set targets. The Chief Executive Officer

resigned from 28 February 2019.


The remuneration of the Group Managing Director comprises fixed payments, and relates to the period

from 1 April 2019 to 1 August 2019. Fixed remuneration includes a base salary, contributions to Kiwisaver,

car allowance and a carpark.


Remuneration to Auditors

The fee for the audit of the Holding Company and subsidiaries, paid to PricewaterhouseCoopers, was $145,000.

Employee Remuneration

100,000-109,999

110,000-119,999

120,000-129,999

130,000-139,999

140,000-149,999

160,000-169,999

170,000-179,999

180,000-189,999

190,000-199,999

200,000-209,999

210,000-219,999

220,000-229,999

230,000-239,999

240,000-249,999

250,000-259,999

280,000-289,999

310,000-319,999

340,000-349,999

350,000-359,999

370,000-379,999

380,000-389,999

390,000-399,999

400,000-409,999

500,000-509,999

540,000-549,999

570,000-579,999

650,000-659,999

1,150,000-1,159,999

1,190,000-1,199,999

1,360,000-1,369,999

2019

6

4

4

3

4

1

2

2

2

2

2

1

1

2

1

-

1

-

1

1

2

1

-

-

1

1

-

1

-

-

2018

5

3

2

4

5

-

2

2

1

3

3

1

1

1

1

1

-

2

-

-

-

-

3

1

-

-

1

-

1

1

SALARYKIWISAVER

SHORT-TERM

INCENTIVE

OTHER

BENEFITS

TOTAL

REMUNERATION

CEO – Mark Goddard495,26032,83183,84627,136639,073

Group Managing

Director – Mary Devine233,3337,290-10,571251,194

M Devine

Director Meridian Energy Ltd

Director Foodstuffs South Island Ltd

Director Foodstuffs New Zealand Ltd

Director Devine Consultancy (2014) Ltd

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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57

Corporate Governance Statement
The Board of Directors of Hallenstein Glasson Holdings Limited (HGHL) is committed to maintaining the

highest standards of corporate governance. This statement gives an overview of the policies and processes

that are in place throughout the Company and how best-practice standards of corporate governance are

followed. This statement is current as 27 September 2019 and follows the principles outlined in the

NZX Corporate Governance Code (the Code) and outlines how HGHL is applying the recommendations

in the code or where it is not currently following certain code recommendations (and the reason for this).

The key HGHL corporate governance policy documents including the Board and Board committee charters

are available at www.hallensteinglasson.co.nz/investment-centre.


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.”


Code of Ethics

The Board is committed to the highest standards of conduct and ethical behaviour in all business activities,

and has adopted a code of ethics to promote and support a culture of honest and ethical behaviour,

corporate compliance and good corporate governance.

The Code of Ethics sets out the standards of conduct expected of the Directors, senior management

and employees in carrying out their day to day duties. This code provides a guide to the conduct that is

consistent with the Company’s values, business goals and legal obligations. The code contains the internal

reporting procedures for any breaches.

New employees receive a copy of the Code of Ethics as part of their induction and it is available on the

Group’s website. The Board reviews the Code of Ethics annually.


Financial Product Trading Policy

HGHL is committed to transparency and fairness in dealing with all of its stakeholders and to ensuring adherence

to all applicable laws and regulations. The Financial Product Trading Policy details the Company’s policy in

relation to trading HGHL shares and includes restrictions on and procedures for Directors and employees.

The policy details the procedure which must be followed when Directors and senior management (or their

related parties) wish to trade in the Company’s shares. They must notify HGHL and obtain consent prior to

trading in HGHL shares, and are only permitted to trade within the periods of two windows. These windows

are from the day on which HGHL’s half year results are released (during March) and 1 July and between the

full year announcement (during September) and 1 January. Trading by an individual holding non-public

material information about the Company is prohibited.

Directors or senior managers must advise the NZX promptly if they trade in the company’s shares within the

timeframes required by law.


Principle 2 – Board composition and performance

“To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and

perspectives.”


The Board

The Board of Directors is elected by shareholders to oversee the management of the Company and is

responsible for all corporate governance matters and reporting to shareholders. The Board has adopted a

Board Charter which sets out the roles and responsibilities of the Board and outlines how this interacts with

the role of the Group’s management. The Board Charter is available on the Group’s website.

The Board establishes the Company’s objectives, determines the strategies for achieving those objectives,

and monitors management performance. It also establishes delegated authority limits for capital expenditure,

treasury, and remuneration.

Glassons and Hallensteins operate as separate subsidiaries, each with its own management team. The Board

delegates the responsibility for the day-to-day management of each subsidiary to the management of that

subsidiary. The Board is responsible for the appointment of, and assessment of the performance of, the

Group Managing Director and the members of the senior management team.

The Board meets at least ten times each year, and in addition a full corporate strategy meeting is held each

year. Directors receive monthly reporting including detailed financial reporting for each operating subsidiary,

together with operations reports from the senior executive from each business unit.

Corporate Governance Statement

Board membership

At the date of this annual report the Board comprises six non-executive Directors and one executive Director

(being Mary Devine, the Group Managing Director). The Chairperson is a non-executive Director and is a

different person to the Group Managing Director for the purposes of Code Recommendation 2.9.

Independent Directors at the date of this report are:

Michael Donovan

Malcolm Ford

Karen Bycroft

Other non-executive Directors are:

Warren Bell (Chairman)

Timothy Glasson

Graeme Popplewell

Executive Director is:

Mary Devine

Although the Board does not currently comprise a majority of independent Directors (Code Recommendation

2.8), since Mary Devine was appointed as Group Managing Director 1 April 2019, the Board is of the view it has

an optimal mix of skills and experience to govern the Group. The high proportion of non-executive Directors

allows for robust oversight of the management of the Group and the Board is satisfied that it operates in an

effective independent manner notwithstanding a number of its Directors are technically considered to not be

independent for the purpose of the NZX Listing Rules.

Under the NZX Listing Rules a Director must not hold office past the later of three years and the third annual

meeting after their appointment without being re-elected by shareholders.

The Board may at any time appoint a person to be a Director either as an additional Director or to fill a casual

vacancy. Any person who is appointed a Director by the Board shall retire from office at the next annual

meeting of the Company, but shall be eligible for election by shareholders at that next meeting.

A list of the Directors and their profiles, experience and qualifications is on page 54 of this report.

A list of their relevant ownership interests is on page 55 of this report.

Nomination and appointment of Directors

The Nominations Committee identifies suitably qualified people who could be considered for nomination

or appointment as a Director in the event of a vacancy on the Board. The Nominations Committee Charter

includes guidelines relating to Board composition, considerations for new Director appointments and the

process by which potential Directors are nominated and assessed. All new Directors will enter into a written

agreement with HGHL setting out the terms of their appointment.


Diversity

HGHL believe that all eligible people get an equal opportunity and are all treated fairly regardless of backgrounds,

views, experiences and capabilities as well as their beliefs, physical differences, ethnicity, gender, age, thinking

style or preferences. The company has adopted a Diversity and Inclusion Policy that ensures it is continually

developing a work environment that supports equality and inclusion regardless of difference.

In accordance with HGHL’s Diversity and Inclusion Policy, the Board has established measurable objectives,

including Senior Management gender diversity, and is making good progress in achieving these objectives.

The Board has responsibility for implementing, reviewing, reporting and overseeing the policy.

Details of gender composition of the Group’s Directors and senior managers as at the balance date are as follows:

Gender diversity as at 1 August20192018

Directors

Female

2

2

Male

5

5

Officers

Female

1

1

Male

4

6

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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Corporate Governance Statement
The Board will ensure that new Directors are appropriately inducted to their role. Continuous education is

also undertaken by Directors as appropriate to ensure sure that they have skills that are relevant and up to

date, and that allow them to perform their role as Directors.

The Board evaluates its own performance and that of its committees annually. The Chairperson also meets

with Directors individually to discuss their individual performance during the year.


Principle 3 – Board Committees

“The Board should use committees where this will enhance effectiveness in key areas, while retaining Board

responsibility.”


Remuneration Committee

The Remuneration Committee is comprised of non-executive members of the Board, and is chaired by Tim

Glasson. The other members of the Committee are Warren Bell and Michael Donovan. The function of the

Committee is to make specific recommendations on remuneration packages and other terms of employment

for Directors and senior management. Management may only attend Committee meetings at the Committee’s

invitation. The Committee utilises independent advice where necessary to ensure remuneration practices are

appropriate for the Company, and to ensure the best possible people are recruited and retained. Although the

Committee does not currently have a majority of independent Directors in line with Code recommendation

3.3, and did not during the accounting period, the Board believes the current membership has an optimal mix

of skills and experience to ensure the Committee achieves its objectives. In addition, the Committee makes

recommendations to the full Board for consideration.

The Remuneration Committee Charter is available on the Group’s website.


Audit Committee

The Audit Committee is comprised of non-executive members of the Board, and is chaired by Malcolm Ford.

The other members of the Committee are Warren Bell and Graeme Popplewell. Although the Committee

does not currently have a majority of independent Directors in line with Code recommendation 3.1, and did

not during the accounting period, the Board believes the current membership has an optimal mix of skills and

experience to ensure the Committee achieves its objectives. The Committee meets directly with the external

auditors at least twice a year, and receives all correspondence between the Company and its auditors. The

main responsibility of the Committee is to ensure internal controls are effective, financial reporting is reliable,

and applicable laws and regulations are complied with. Management may only attend Committee meetings

at the Committee’s invitation.


The Audit Committee Charter is available on the Group’s website.


Nominations Committee

The Nominations Committee is comprised of non-executive members of the Board, and is chaired by

Mr Michael Donovan. The other members of the Committee are Timothy Glasson and Warren Bell. When

appropriate, the Committee will make recommendations to the Board on the appointment of Directors.

The Nominations Committee Charter is available on the Group’s website. Although the Committee does not

currently have a majority of independent Directors in line with Code recommendation 3.4, and did not during

the accounting period, the Board believes the current membership has an optimal mix of skills and experience

to ensure the Committee achieves its objectives.


Health and Safety Committee

HGHL has also established a Health and Safety Committee. The Committee is not a Committee of the Board,

although its members include Directors as well as employees of the Group.

The Committee is chaired by Ms Karen Bycroft. The Committee oversees the:

• Group’s existing health and safety systems and processes

• Approval of health & safety policies and procedures for the Group

• Monitoring of any incidents, hazards and risks within the Group’s business

• Communication to the Board on health and safety matters and ensures the Board is informed on matters

relating to health and safety governance, performance and compliance

• Regular assessments on health and safety systems

• The Health and Safety Committee Charter is available on the Group’s website

Takeover Response

The Board has implemented protocols that set out the procedures to be followed if a takeover offer is

received by HGHL.

Corporate Governance Statement

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.”

Financial reporting to shareholders and the market is in accordance with generally accepted accounting

principles applied in New Zealand, and in compliance with relevant legislation and NZX requirements.

The Group’s Sustainability report is on page 10. The Group has appointed a sustainability steering group

to consider risks on environmental, social and governance factors. The steering group has developed the

current Group initiatives which include:

• Significantly reduce HGHL’s environmental footprint;

• Zero tolerance to child / forced labour;

• Actively support freedom of association and non-discrimination

The Board is responsible for ensuring it meets its obligation for continuous disclosure in accordance with

the NZX Listing Rules and acknowledges that the intent of these rules is to enable shareholders and the

investment market generally to be promptly informed of any events that may be price sensitive in regards to

the Company’s share price.

The Board has adopted a market disclosure policy which outlines the obligations of HGHL and relevant HGHL

personnel in satisfying HGHL’s continuous disclosure requirements. A copy of the policy is available on the

Group’s website.

The Directors’ shareholdings, trading of shares, together with other relevant matters for disclosure are set

out on page 55 of this report.

All key corporate governance documents, including charters and policies, are available on the Group’s

website at www.hallensteinglasson.co.nz/about-us.

Principle 5 – Remuneration

“The remuneration of Directors and executives should be transparent, fair and reasonable.”

Details of Directors’ and Group Managing Director’s remuneration are shown on page 55 of this report.

Shareholders are asked to approve any increases to the pool of Directors’ fees from time to time as required

by the NZX Listing Rules. Fees are generally established using independent surveys covering New Zealand

based organisations of a similar scope and size.

Key executive remuneration comprises a base salary together with short term and long term incentives that

are based on performance which are earned subject to company profitability. The Remuneration Committee

seeks independent advice where appropriate when setting key executive remuneration.

HGHL has adopted a Remuneration Policy which outlines the principles that apply to the remuneration of

all Non-executive Directors and senior management with the aim of ensuring that remuneration is fair and

appropriate. A copy of the policy is available on the Group’s website.

Details of the Group employees who have earned over $100,000 during the financial year and the Group

Managing Director’s remuneration are shown on page 57 of this report.

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.”

The Board is responsible for reviewing and approving the Company’s risk management strategy, and maintains

a risk framework that identifies and seeks to manage risks throughout the HGHL Group. It also seeks to

identify new and emerging risks to the HGHL Group through this framework. The Board delegates day-to-day

management of risk to the Group Managing Director who may further delegate such responsibilities to his or her

executives and other officers. Significant risks are discussed at Board meetings as required.

While the Board is ultimately responsible for oversight of the risk management of the Group, the Audit

Committee reviews the reports of management and the external auditors on the effectiveness of systems

for internal control, financial reporting and risk management. To assist in discharging this responsibility, the

Board has in place a number of strategies designed to safeguard the Company’s assets and interests and to

ensure the integrity of reporting.

The company maintains insurance cover with reputable insurers for most types of insurance risk. All HGHL Group

Directors and senior managers have the benefit of an indemnity as permitted by the Companies Act 1993 and

HGHL’s constitution. The HGHL Group has also implemented Director and Officer (D&O) insurance cover at

HGHL’s cost. Details of these indemnities and insurance are disclosed in HGHL’s interests register as required.

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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Corporate Governance Statement
Health & Safety

The Company has health and safety systems and processes in place that include training employees and

recording any incidents, hazards and risks. These systems ensure we continue to provide a safe working

environment for staff, contractors and customers. HGHL has also established a Health and Safety Committee

as part of its commitment to protecting the health, safety and wellbeing of HGHL group employees – see

details of the Committee and its role above.


The Health & Safety Committee, along with senior management, is responsible for ensuring that Health

and Safety has appropriate focus and is sufficiently resourced within the Group. Senior management work

with the Health & Safety committee to investigate incidents, analyse hazard/ incident trends to identify and

mitigate potential health and safety risks and review, develop and monitor compliance with health and safety

processes and procedures. Health & Safety is a consistent item on the Board meeting agendas to keep all

Directors informed of the Group’s performance across a range of measures.


The Board and the Committee receive detailed reporting on health and safety performance including health

and safety incidents, injury rates by severity, identified hazards and outputs from the workers’ health and

safety forum meetings. There has been minimal lost time due to incidents or injuries over the last financial

year. The company continues to work to mitigate risk both in store and in our Fulfilment Centres.


All staff are trained on Health & Safety procedures at induction, some examples of these include working

from height, manual lifting and personal safety. Registers are kept of potential hazards at each store and

regular reviews/audits of compliance with health and safety processes and procedures are carried out.

Particular focus is placed on safety in our Distribution Centres and regular risk assessments are carried out.

The Group also provides an Employee Assistance Programme to support with employee wellbeing.


Principle 7 – Auditors

“The Board should ensure the quality and independence of the external audit process.”


The Audit Committee is responsible for overseeing the external audit arrangements. Ensuring that external

audit independence is maintained is one of the key aspects in discharging this responsibility. An Audit

Independence Policy has been adopted by the Committee to assist in meeting this responsibility. The Audit

Independence Policy covers the following areas:

• Provision of related assurance services by the external auditors

• Auditor rotation

• Relationships between the auditor and the Company

• Approval of Auditor

The Audit Committee shall only recommend the appointment of a firm to be auditor if that firm would be

regarded by a reasonable investor with full knowledge of all relevant facts and circumstances as capable of

exercising objective and impartial judgement on all issues encompassed within the auditor’s engagement.

The Audit Committee must recommend the approval of significant permissible non-audit work assignments

that are awarded to an external auditor. A copy of the policy is available on the Group’s website.


The external auditors are required to be available at each annual meeting.


Internal Audit

The Company does not have an internal audit function. The Board is confident the key risks of the business

are being adequately managed and the internal control framework is operating effectively, including through

the risk identification and management processes outlined above.

Corporate Governance Statement

Shareholder Information

Principle 8 – Shareholders’ 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.”


The company releases all material information to the NZX as required by the NZX Listing Rules, and

also posts any key announcements to the company website at www.hallensteinglasson.co.nz. Other key

information, including annual reports, the constitution and key corporate governance documents are also

posted for ease of reference. Consistent with best practice and the Company’s continuous disclosure

obligations under the NZX Listing Rules, external communications that may contain market sensitive data

are released through the NZX in the first instance. The Board approves all communications with shareholders.


Shareholders are provided with the option of receiving communications from the Company electronically.

The Company’s website includes a section on investor communications and the Company welcomes

investor enquiries.


Notice of the AGM is sent to shareholders and is posted on the company’s website at least 4 weeks prior

to the meeting.


The Company refers any significant matters, as required by the Companies Act and NZX Listing Rules, to

shareholders for approval at the AGM, and shareholders are given the opportunity to vote by proxy ahead

of the meeting or by polling if attending the meeting in person.

Analysis of shareholding as at 27 September 2019

RANGE

HOLDER

COUNT

HOLDER

COUNT %

HOLDING

QUANTITY

HOLDING

QUANTITY %

1 to 4995539.41126,9340.21

500 to 9994647.90315,0520.53

1,000 to 1,9991,09218.581,422,7872.39

2,000 to 4,9991,79830.595,379,4669.02

5,000 to 9,99998816.816,401,17710.73

10,000 to 49,99986514.7214,845,55324.89

50,000 to 99,999711.214,696,8997.87

100,000 to 499,999370.636,576,27111.02

500,000 to 999,99950.093,281,0285.5

1,000,000 to 9,999,999,999,99940.0716,603,89427.84

Total5,877100.0059,649,061100

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

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63

Shareholder Information
RankNameAddressUnits% of Units

1.

Timothy Charles GlassonPO Box 248, Christchurch, 814011,950,58820.03

2.

Accident Compensation

Corporation - NZCSD

c/- Jp Morgan Att Asset Services,

PO Box 5652, Wellington, 6140

1,882,2883.16

3

FNZ Custodians LimitedPO Box 396, Wellington, 61401,634,0362.74

4

National Nominees New

Zealand Limited - NZCSD

PO Box 105390, Auckland City,

Auckland, 1143

1,136,9821.91

5

HSBC Nominees (New

Zealand) Limited - NZCSD

PO Box 5947 Wellesley Street,

Auckland, 1141

921,3051.54

6

Citibank Nominees (New

Zealand) Limited - NZCSD

GPO Box 764G, Melbourne VIC,

Australia, 3000

656,8781.10

7

Forsyth Barr Custodians

Limited

Private Bag 1999, Dunedin, 9054637,8451.07

8

Kevin James Hickman +

Joanna Hickman + John

Anthony Callaghan

PO Box 79084, Avonhead,

Christchurch, 8446

565,0000.95

9

Kevin James Hickman +

Joanna Hickman

24 Waiwetu Street, Fendalton,

Christchurch, 8052

500,0000.84

10

Investment Custodial

Services Limited

PO Box 35, Shortland Street,

Auckland, 1140

451,4270.76

11

JBWere (NZ) Nominees

Limited

Private Bag 92085, Victoria Street

West, Auckland, 1142

399,2100.67

12

Custodial Services Limited PO Box 13155, Tauranga, 3141377,4480.63

13

Custodial Services Limited PO Box 13155, Tauranga, 3141343,1880.58

14

Custodial Services Limited PO Box 13155, Tauranga, 3141285,7820.48

15

JPMorgan Chase Bank NA NZ

Branch-Segragated Clients

ACCT - NZCSD

Att: Asset Services, PO Box 5652,

Wellington, 6140

272,4990.46

16

ASB Nominees Limited

PO Box 35, Shortland Street,

Auckland, 1140

228,3100.38

17

Custodial Services Limited PO Box 13155, Tauranga, 3141209,3050.35

18

Graeme James Popplewell

26 Lemington Road, Westmere,

Auckland, 1022

203,6040.34

19

GEM LimitedPO Box 209, Dunedin, 9054200,0000.34

20

Susan Faye Jennings

19 Head Street, Sumner,

Christchurch, 8081

198,0000.33

Totals: Top 20 holders of Ordinary Shares23,053,69538.65

Total Remaining Holders Balance36,595,36661.35

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2019

64

65

Directory

AUDITORS

PRICEWATERHOUSECOOPERS

BANKERS

ANZ BANK NEW ZEALAND LTD.

REGISTERED OFFICE

LEVEL 3

235 – 237 BROADWAY

NEWMARKET

AUCKLAND 1023

TEL +64 9 306 2500

FAX +64 9 306 2523

POSTAL ADDRESS

PO BOX 91 – 148

AUCKLAND MAIL CENTRE

AUCKLAND 1141

SHARE REGISTRAR

COMPUTERSHARE INVESTOR

SERVICES LIMITED

PRIVATE BAG 92119

AUCKLAND 1142

TEL +64 9 488 8700

WEBSITES

HALLENSTEINGLASSON.CO.NZ

GLASSONS.COM

HALLENSTEINS.COM

ANNUAL BALANCE DATE

PRELIMINARY PROFIT

ANNOUNCEMENT

REPORTS AND ACCOUNTS

PUBLISHED

HALF YEAR RESULTS

INTERIM DIVIDEND

FINAL DIVIDEND

ANNUAL GENERAL MEETING

01 AUGUST

SEPTEMBER

OCTOBER

MARCH

APRIL

17 DECEMBER 2019

11 DECEMBER 2019

Calendar

HALLENSTEINS.COM
GLASSONS.COM

HALLENSTEINGLASSON.CO.NZ

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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