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Kingfish 2020 Annual Report

Annual Report16 July 2020KFLFinancials

ANNUAL REPORT
2020

31 MARCH

2
kingfish limited /

ANNUAL REPORT

2020

CALENDAR

Annual Shareholders’ Meeting

Ellerslie Event Centre, Auckland

20 AUGUST 2020, 10:30AM

Next Dividend Payable

SEPTEMBER 2020

Interim Period End

30 SEPTEMBER 2020

03About Kingfish

06Directors’ Overview

10Manager’s Report

18The STEEPP Process

20Kingfish Portfolio Stocks

28Board of Directors

29Corporate Governance Statement

35Directors’ Statement of Responsibility

36Financial Statements Contents

54Independent Auditor’s Report

58Shareholder Information

60Statutory Information

63Directory

CONTENTS

Alistair Ryan

Chair

Carmel Fisher

Director

This report is dated 3 July 2020 and is

signed on behalf of the Board of Kingfish

Limited by Alistair Ryan, Chair, and

Carmel Fisher, Director.

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ANNUAL REPORT

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ABOUT KINGFISH

Kingfish Limited (“Kingfish” or “the Company”) is a listed investment

company that invests in quality, growing New Zealand companies. The

Kingfish portfolio is managed by Fisher Funds Management Limited

(“Fisher Funds” or “the Manager”), a specialist investment manager

with a track record of successfully investing in growth company shares.

Kingfish listed on NZX Main Board on 31 March 2004 and may invest

in companies that are listed on a New Zealand stock exchange or

unlisted companies.

INVESTMENT OBJECTIVES

The key investment objectives of Kingfish are to:

» achieve a high real rate of return, comprising both income and capital

growth, within risk parameters acceptable to the directors; and

»provide access to a diversified portfolio of New Zealand quality

growth stocks through a single tax efficient investment vehicle.

INVESTMENT APPROACH

The investment philosophy of Kingfish is summarised by the following

broad principles:

» invest as a medium to long-term investor exiting only on the basis of

a fundamental change in the original investment case;

»invest in companies that have a proven track record of growing

profitability; and

» construct a diversified portfolio of investments based on our

‘STEEPP’ investment criteria (see pages 18 and 19).

$
1.7m

Net profit

7. 2

%

Total shareholder return

2.9

%

Gross performance return

$

1.39

NAV per share

$

1.29

Share price

0.4

%

Adjusted NAV return

DIVIDENDS PAID

DIVIDENDS PAID DURING THE YEAR ENDED 31 MARCH 2020 (CENTS PER SHARE)

Total dividends of 12.63 cps were paid during the financial year (2019: 11.76 cps)

27 June

2019

3.07

cps

26 September

2019

3.23

cps

19 December

2019

3.09

cps

27 March

2020

3.24

cps

FOR THE 12 MONTHS ENDED 31 MARCH 2020

AT A GLANCE

AS AT 31 MARCH 2020

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The a2 Milk
Company

17

%

Fisher & Paykel

Healthcare

19

%


Infratil

10

%

Mainfreight

16

%


Summerset

6

%

AS AT 31 MARCH 2020

LARGEST INVESTMENTS

AS AT 31 MARCH 2020

SECTOR SPLIT

Healthcare 30%

Industrials 29%

Consumer Staples


2

0%

Utilities

1

2%

Information Technology 4%

The Kingfish portfolio also holds some cash.

These are the largest five percentage holdings in the Kingfish portfolio. The full Kingfish portfolio and percentage

holding data as at 31 March 2020 can be found on page 17.

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"The COVID-19
pandemic materially

impacted the Kingfish

FY20 result ..."

DIRECTORS’ OVERVIEW

Alistair Ryan

Chair

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ANNUAL REPORT

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The COVID-19 pandemic materially impacted
the Kingfish FY20 result as the New Zealand

sharemarket reacted to an increasingly

uncertain economic environment from mid-

February onwards.

The Kingfish portfolio is built on strong fundamentals

and proved relatively robust but was not immune to the

significant disruption to equities markets. The strong

portfolio gains that had accrued up to the end of

January were all but eliminated by financial year end,

only two months later.

It was encouraging to see global markets, including New

Zealand, recover some of the lost ground during April

and May 2020, with the Kingfish portfolio benefiting

from this partial market recovery. However, markets

(and economies) around the world remain volatile and

highly uncertain and can be expected to struggle in the

period ahead to retrieve the lost ground consequent to

the pandemic. While the future remains uncertain, history

suggests there will ultimately be a recovery beyond

previous levels. To what extent and over what period of

time is impossible to predict in the current circumstances;

however, the Kingfish portfolio provides a good spread

of quality New Zealand businesses that are continuously

monitored and closely analysed by an experienced and

capable portfolio team.

During the COVID-19 crisis, the board has maintained

close contact with the Kingfish portfolio team led by

Sam Dickie and with Fisher Funds’ Chief Investment

Officer Frank Jasper, and we are satisfied that the

STEEPP process and the rigour and analytical discipline

that goes with that has helped buffer the portfolio from

some of the more extreme market movements of recent

times. Your portfolio team has had regular contact with

the Kingfish investee companies prior to and throughout

the lockdown period and this will continue. Discussions

have centred on balance sheet strength, liquidity and

availability of capital, underlying strength of earnings

and the calibre of key management - factors that the

STEEPP process focuses on and which have held the

portfolio in good stead over the years.

Alongside monitoring the resilience of portfolio

companies in these unprecedented conditions, the

Kingfish portfolio team has focused on opportunities

to increase holdings in quality companies and to

identify new portfolio stocks. Every crisis represents an

opportunity for agile investors and your portfolio team

has been well-placed to capitalise on market weakness

and heightened volatility. Kingfish has been able to

strengthen its positions in certain key holdings during

the last two months.

The philosophy of Kingfish is to be highly invested in

equities and not to hold significant cash at bank. We

assume investors have chosen to invest in Kingfish in

order to be invested in the New Zealand sharemarket

and will make their own individual decisions about the

make up of their own investment portfolios.

At the end of January, Kingfish was on track for a

record year with Net Profit for the 10 months at $62m,

Adjusted NAV up 18% and Gross NAV up 22%. Two

months later, Net Profit was down to $1.7m, Adjusted

NAV was down to +0.4%

1

and Gross NAV +2.9%

2

,

compared to the S&P NZX50G index which had

slipped marginally into negative territory at -0.5% for

the year to March 2020. The strength of the first 10

months of FY20 meant that Kingfish was able to survive

the difficult months of February and March to end the

year in positive territory, albeit by a small margin. Total

Shareholder Return (TSR), measured by the change

in share price, less dividends paid, and adjusted

for warrants, was +7.2%

3

, inevitably down from the

+13.5% achieved last year.

The significant losses of the February/March two month

period appear to have been materially recovered by

the NZX during the subsequent months but it remains

to be seen where and when the market will settle into

a more normalised trading pattern. The variable results

for the five months February-June 2020 demonstrate

the potential short-term volatility of equities markets in

uncertain times and investors will need to wait and see

how the New Zealand sharemarket will perform during

the period ahead.

The key components of the full-year result were gains

on investments of $1.6m, dividend and interest income

of $6.1m less operating expenses and tax of $6.0m.

Operating expenses were $3.2m lower than the

corresponding period. This was mainly due to the fact

that the prior year included a performance fee paid to

the Manager of $4.3m.

Shareholders may observe that the Fisher Funds

management fee for FY20 (at $4.7m) was high in

comparison to previous years when results were more

favourable to shareholders. This apparent anomaly

1

The adjusted net asset value return is the underlying performance of the investment portfolio adjusted for dividends (and other

capital management initiatives) and after expenses, fees and tax.

2

The gross performance return is the portfolio performance before expenses, fees and tax. It is an appropriate return measure for

assessing the Manager's performance against an index or benchmark.

3

The total shareholder return – the return combines the share price performance, the warrant price performance, the net value

of converting any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the

company’s dividend reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant

expiry date.

4

Participation forms for the Dividend Reinvestment Plan (DRP) can be obtained by contacting either Kingfish or Computershare

Investor Services Limited.

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FIGURE 1: FIVE-YEAR PERFORMANCE SUMMARY
Corporate Performance

For the year ended 31 March20202019201820172016

5 years

(annualised)

Total Shareholder Return7. 2 %13.5%12.0%8.1%3.3%8.8%

Adjusted NAV Return0.4%1 7. 6 %14.7%10.6%13.0%11.1%

Dividend Return9. 4%9.0 %8.7%8.5%7. 7 %

Net Profit $1.7m$ 4 7.1 m$36.3m$22.4m$22.5m

Basic Earnings per Share0.75cps24.24cps19. 62c p s14.50 cps16.71cps

As at 31 March20202019201820172016

NAV (as per financial statements)$1.39$1.57$1.4 5$1.40$1.37

Adjusted NAV

¹

$4.80$4.78$4.07$3.54$3.20

Share price$1.29$1.35$1.31$1.29$1.31

Warrant price$0.03$0.06-$0.05-

Share price discount to NAV

²

6.7%13.1% 9. 7 % 7.0% 4.4%

DIRECTORS’ OVERVIEW CONTINUED

Alistair Ryan / Chair

Kingfish Limited

3 July 2020

is due to the monthly fee calculation, with the strong

results for the first 10 months of the financial year offset

by negative results for the last two months. Despite the

weaker overall result, the fulcrum management fee did

not activate, with the base fee of 1.25% applying for the

full year. The Performance Fee accrued at end of January

2020 was fully eliminated by year end, resetting to zero.

Kingfish issued 61 million new warrants on 9 March

2020 at an exercise price of $1.64, which will be

reduced by the value of the four quarterly distributions

made during the next 12 month period, prior to

exercise date of 12 March 2021.

The Kingfish board has confirmed the second of those

quarterly dividends, to be paid on 26 June 2020,

at 3.06 cents per share and the continuation of the

Dividend Reinvestment Plan

4

for those shareholders

who elect to participate therein.

The share buyback programme was activated from time

to time during the course of the FY20 financial year

when the discount between NAV and share price was

at least 8% and in compliance with other parameters of

the buyback policy, with 473k shares being purchased

at an average price of $1.44 per share.

The Annual Shareholders’ Meeting will be held slightly

later this year, on 20 August 2020 (at 10:30am at the

Ellerslie Event Centre), due to the allowance made by

the FMA for less stringent reporting time-frames (to

ensure quality of reporting can be maintained) in this

Covid-impacted year.

Andy Coupe, director since 2013 and chair of the

Kingfish Investment Committee, retires by 3-year

rotation at this year’s annual meeting and will stand for

re-election. The board fully endorses Andy’s re-election.

The board has resolved that Carmel Fisher, retired from

Fisher Funds since July 2017, is an independent director

(previously non-independent). All four of the current

board are therefore independent.

Your board and your portfolio management team

have been actively monitoring this volatile period for

the New Zealand sharemarket and will continue to

do so. Kingfish is a significant NZX company with net

assets of $345m as at 31 March 2020. The Company

has high liquidity and access to cash and intends to

maintain its quarterly distribution policy at least into the

foreseeable future.

We understand that shareholders are pleased to

receive the Company’s regular communications, regular

quarterly (tax-effective) dividends, regular warrants

programmes and strong share price performance

over recent years. The future is more uncertain than

it has been for some time but Kingfish is, we believe,

well-placed to trade effectively through the inevitable

uncertainties that lie ahead.

We look forward to meeting many of you again at this

year’s annual meeting in August.

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Non-GAAP Financial Information
Kingfish uses non-GAAP measures, including adjusted net asset value, gross performance return and total shareholder return. The

rationale for using such non-GAAP measures is as follows:

»adjusted net asset value – the underlying value of the investment portfolio adjusted for capital allocation decisions after

expenses, fees and tax,

»adjusted NAV return – the net return to an investor after expenses, fees and tax,

»gross performance return – the Manager’s portfolio performance in terms of stock selection before expenses, fees and tax, and

» total shareholder return – the return combines the share price performance, the warrant price performance, the net value of

converting any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the

company’s dividend reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant

expiry date.

All references to adjusted net asset value, gross performance return and total shareholder return in this Annual Report are to

such non-GAAP measures. The calculations applied to non-GAAP measures are described in the Kingfish Non-GAAP Financial

Information Policy. A copy of the policy is available at http://www.kingfish.co.nz/about-kingfish/kingfish-policies/

FIGURE 2: TOTAL SHAREHOLDER RETURN

Share Price/Total Shareholder Return

Total Shareholder ReturnShare Price

$

6.00

$

5.00

$

4.00

$

3.00

$

2.00

$

1.00

$

0.00

Mar

2016

Mar

2019

Mar

2020

Mar

2004

Mar

2005

Mar

2006

Mar

2007

Mar

2008

Mar

2009

Mar

2010

Mar

2 011

Mar

2012

Mar

2013

Mar

2014

Mar

2015

Mar

2017

Mar

2018

Manager Performance

For the year ended 31 March20202019201820172016

5 years

(annualised)

Gross Portfolio Performance (before

expenses, fees and tax)2.9%21.2%16.5%13.3%15.7%13.8%

S & P/N Z X 5 0 G(0.5%)18.3%15.6%6.6%15.7%10.9%

Performance fee hurdle / Benchmark Rate

³

8.6%9.0 %9.0 %9. 3%10.2%

NB: All returns have been reviewed by an independent actuary.

1

Kingfish’s adjusted NAV historical information has been restated as a result of correcting the warrant dilution component of the

calculation.

2

Share price discount to NAV (including warrant price on a pro-rated basis).

3

The performance fee hurdle is the Benchmark Rate (NZ 90 Day Bank Bill Index +7%).

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2020

Sam Dickie
Senior Portfolio Manager

"The combination of

our existing tried and

true process, plus the

enhancements during

the crisis, allowed us to

outperform the NZSE50

in the bull market prior to

COVID-19, during the worst

of the market fall in March

and then in the sharp

rebound since that date."

MANAGER’S REPORT

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COVID-19 – an unprecedented and uncertain time
2020 will go down in history as the year the world

came to a standstill because of COVID-19. This is an

ongoing human and economic crisis in most countries.

Fortunately, the health impact in New Zealand was more

limited than was the case in many other countries. But

the economic uncertainty and volatility that has emerged

in recent months look set to remain well into the 2021

financial year.

The first 10 months of the Kingfish financial year saw

strong performance, with the NZSE50G rising 23%

until 20 February 2020. After that, global stock markets

recorded their fastest 10%, 20% and 30% falls......ever.

By late March, five things that global stock markets were

looking for were in place:

» E

arly signs of flattening of the curve of COVID-19

new infection

»E

xtremely large global monetary response from

central banks

»Extremely large fiscal response from Governments

»A

ttractive valuations

»V

ery poor sentiment (a good contrarian signal)

Starting 23 March 2020, global stock markets staged

their fastest 30% bounce......ever.

While this kind of volatility can make your head spin,

we need to stay calm. Investors get rewarded with a

higher return for stomaching this kind of volatility. As an

active manager, we can pivot to capitalise on attractive

opportunities that the market throws our way during these

ongoing periods of volatility and economic uncertainty.

The Kingfish portfolio outperformed the New Zealand

market in both bull and bear market conditions during

the financial year.

OUR INVESTMENT PROCESS

Despite our constant striving to hone and improve our

process, it has not changed much over the last year or

two. We think it is repeatable and scalable. However, we

made some enhancements during the COVID-19 crisis.

The critical elements of our investment process have not

changed

A moat is an attribute of a business that makes it

very hard to compete with. Being able to retain your

customers in the face of competition is a very good

attribute to have. A genuine moat is wide and ideally

grows over time. Companies with wide and widening

moats are typically long-term winners in the market.

Companies that struggle to keep their customers and

have no moat, or a narrow moat, often struggle to

generate long-term returns to shareholders.

We continue to strive to think like business owners

rather than the average financial analyst. Such analysts

update their Fisher & Paykel company model and meet

management every six months or so with a focus primarily

on the most recently released set of results. We think there

is more value in talking to their competitors and their

customers. We will spend only limited time in our frequent

meetings with management talking about historical

financial results and the rest of the meeting talking about

the three to five-year outlook. This enables us to see

opportunities that the average financial analyst does not

see. For example, last year, the market was fixated on

the upcoming poor flu season which could negatively

impact the company’s hospital division’s results and the

dearth of new Obstructive Sleep Apnea (OSA) masks.

Our contrarian view was simple – the flu cycle varies year

to year, so any weakness associated with this is a buying

opportunity. And 50 years of R&D do not disappear

overnight – the company will come out with more world

beating OSA masks. We bought the stock in May 2019

while most others were selling. Since then, the company’s

share price has gained almost 100%.

We continue to build every day our open and honest

culture where everyone can freely admit we simply do

not know all the answers to the hardest questions. As

legendary investor Peter Lynch said, “my own portfolio

constantly reminds me that the so-called smart money is

exceedingly dumb about 40% of the time”. Mr Market

teaches us the hard way how to remain humble every

day! We still analyse all our decision making not in

the context of share price moves but via thesis maps

and catalyst tracking and we consider all our decision

making in four quadrants:

We analyse our decision making via four quadrants

Good process,

Bad outcome

Thoroughly revisit

position,

potential chance

to add more

Good process,

Good outcome

Repeat and

embed

Bad process,

Bad outcome

We strive not to

end up here!

Bad process,

Good outcome

Reduce or exit

position and

redeploy cash

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ANNUAL REPORT

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MANAGER’S REPORT CONTINUED
Our style is still the same, underpinned by the STEEPP

process. We still maintain our high-quality gate and

we are focused on high quality management teams,

especially those we consider “intelligent fanatics”. We

continue to unashamedly run a high conviction, highly

concentrated portfolio. And we continue to invest

in companies with long runways for growth, almost

irrespective of the economic backdrop.

We enhanced our process to help navigate the rapidly

changing environment

To work effectively at pace in an environment where there

was significant new information coming out every day,

we looked at every company through the same lens and

segmented the portfolio into risk buckets. The Kingfish

team, and many of the broader Fisher Funds investment

team, managed portfolios through the Global Financial

Crisis (the GFC). So, we thrived at the higher pace the

COVID-19 crisis required. We had literally hundreds

of calls with our companies, their customers, their

competitors, their suppliers and other stakeholders in the

This amount of information looked at through exactly

the same lens of the four questions, coupled with clear

segmentation of the portfolio into risk buckets, allowed

us to be nimble and to capitalise on the fast moving

opportunities in front of us during the COVID-19 crisis.

We owned less of buckets 3 and 4 and more of

buckets 1 and 2 into the teeth of the crisis. For instance,

we maintained a small position in Auckland Airport

right until the share price fully captured all the obvious

risks. We had cut our weighting in Summerset in late

January and we ran our very large positions in Fisher

& Paykel Healthcare and a2 Milk right into the trough

of the crisis on 23 March. We then pivoted by trimming

10 weeks since we became concerned about COVID-19.

When you are gathering that volume of information, it is

critical you look at every company through the same lens

to draw the best insights.

We asked every management team the same four

questions:

» How are you ensuring the safety of your people?

»What is your liquidity situation or your balance

sheet position?

»What is a bear, base and bull outcome for revenues

and profits during the crisis and out the other side?

»Critically, especially for us long-term investors, how

are you going to come out the other side of this as a

better company and thrive in a post-COVID world?

That allowed us to rapidly segment the portfolio into

four buckets. I want to stress that this pyramid reflects

the impact of this unique situation and is not how we

view our companies under normal circumstances.

We categorised the portfolio companies into four risk buckets under COVID-19

some of our positions in buckets 1 and 2 and buying

positions in buckets 3 and 4. We trimmed Fisher &

Paykel Healthcare, Meridian and some a2 Milk near

the apex of the crisis and switched that into Auckland

Airport and Vista, especially via their equity issuance.

We were also adding to our heavily oversold positions

in Summerset and Mainfreight.

The combination of our existing tried and true process,

plus the enhancements during the crisis, allowed us

to outperform the NZSE50 in the bull market prior to

COVID-19, during the worst of the market fall in March

and then in the sharp rebound since that date.

Bucket 1

Bucket 2

Bucket 3

Bucket 4

Companies that should trade very well through

the COVID-19 crisis

Typically more defensive earnings streams (e.g.

purely essential services)

More economically sensitive earnings streams

but impacted by COVID-19

Caught in the eye of the storm

Also (outside our portfolio):

• Retail • Airlines

• Hospitality • Tourism

• Entertainment

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Our process and style have weathered a variety of market conditions well
First 3 quartersMarch quarterFY20SubsequentTotal

From31- M a r-1931- D e c -1931-Mar-1931-Mar-2031-Mar-19

To31- D e c -1931-Mar-2031-Mar-2015-May-2015-M ay-20

Kingfish*20.4%-14.5%2.9%12. 7 %16.0%

NZSE50G16.7%-14.8%-0.5%9. 5 %9.0%

Outperformance3.7%0.2%3.4%3.2%7. 0 %

*Figures represent gross performance return by the Manager

KEY DEVELOPMENTS WITHIN THE

KINGFISH PORTFOLIO

There has always been significant “noise” around a2

Milk

– often misplaced in our view. In the last year or so,

the market has been worried about regulatory risk, CEO

changes and the firm’s heavy investment in its brand,

among other things. But the company outperformed a

very strong NZ share market in the 2019 calendar year

and then outperformed during the March 2020 quarter.

When stocks react sharply to unexpected news, as

a2 Milk did when management significantly stepped

up investment in the brand, human nature means

market participants suffer the full range of emotions.

To ensure our investment decisions are not impacted

by these human emotions, we take a step back and

ask ourselves: has the big picture thesis changed?

We pay attention to any change in the breadth of the

firm’s moat, those attributes that protect a company

from competition and any change in our view on

management. Do customers still love the product?

Has the medium-term earnings power of the company

changed? One key metric we refer to in China is a2’s

infant formula market share. Over calendar 2019 this

increased from 5.4% to 6.6%. Revenue growth in liquid

milk in the US more than doubled over that period. The

targeted investment a2 is undertaking in both China

and the US will widen a2 Milk’s moat. If the company

had not materially stepped up its investment, it could

have harvested more profit in the next one to two

years than it is now going to. However, with the step

up in investment it is likely to harvest materially more

profit in years 3-10 than it could have otherwise. That

is classic long-term thinking and is a classic Fisher

Funds company. We took advantage of the short-term

weakness following the September 2019 investor day

and bought more shares in a2 Milk.

During COVID-19, the company has fared well, taking

market share as mothers have shored up their infant

formula supplies. E-commerce is likely to be a key

driver of sales in a post-COVID world (not just for a2

Milk but for many companies in many industries) and

a2 is a market leader in this channel.

Think back to that 3rd question we asked our

companies during the COVID-19 crisis: “What is a

bear, base and bull outcome for revenues and profits

during the crisis and out the other side?” Auckland

Airport effectively avoided answering that tricky

question, but they did raise enough equity capital to

take any balance sheet funding stress off the table right

through until December 2021. The larger than expected

$1.2 billion equity raising can sustain the balance sheet

even if the current extremely low level of passengers

moving through the airport continues through 2021.

That is not their base case, but we applauded the

prudent approach. Auckland Airport is a long duration,

near monopoly asset, and was priced near our long-

term bear case valuation. So, we added to the position

including in the capital raising at a discounted price.

People will travel again.

During our visit to the US last year, we met with Fisher &

Paykel Healthcare’s key US executives and competitors

ResMed and Vapotherm. We spent time with doctors

and experts in respiratory disease/illness and attended

a Sleep Conference that showcased Fisher & Paykel

Healthcare’s and key competitors' sleep apnoea masks.

Meeting Justin Callaghan, the head of Fisher & Paykel’s

US operation, reminded us of how critical it is to have

experience in an industry that thinks of product cycles

in decades, not quarters or years. Justin has been with

Fisher & Paykel for more than 25 years and discussing

the huge total addressable market opportunity for

the fast-growing nasal high flow products and the

competitive environment renewed our confidence that

the key US business is in good hands. The US market

is by far the largest healthcare market in the world and

accounts for almost 50% of the company’s revenue. The

nasal high flow products that we discussed with Justin

now make up approximately 30% of group revenue and

are growing almost three times as fast as the overall

group. Given the huge body of clinical papers published

on nasal high flow and Fisher & Paykel’s brand Optiflow

(150-200 papers per annum for the past couple of

years vs less than 25 per annum 5 years ago), it is not

surprising that Optiflow is now used in most hospitals in

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kingfish limited /

ANNUAL REPORT

2020

MANAGER’S REPORT CONTINUED
the US. The huge opportunity that remains is adoption

rates in those hospitals. Fisher & Paykel treats around

three to four million patients annually with Optiflow and

we think the total addressable market here is 40-50

million patient set-ups globally per annum. It is worth

remembering that while Fisher & Paykel Healthcare’s

Obstructive Sleep Apnea (OSA) masks treat only one

condition, Optiflow can treat a multitude of respiratory

illnesses — chronic obstructive pulmonary disease,

chronic bronchitis, emphysema and pneumonia, to name

a few. While we were aware of the benefits of Optiflow,

it was useful to have these validated by the pulmonary

care doctors we spoke with. They reinforced the benefits,

including a major improvement in patient comfort over

competitor products, the ability to be easily set up by

respiratory therapists who are the most common users,

and importantly that it is much less expensive than

normal non-invasive ventilation.

Our analytical process during the last quarter has been

quite different for Fisher & Paykel Healthcare. COVID-19

is a respiratory illness and Fisher & Paykel Healthcare

are respiratory and humidification experts. The

company is ramping production in its hospital division

as rapidly as possible to treat COVID-19 patients with

both its invasive ventilation and market-leading high

flow oxygen devices and consumables. Most of our

analysis has centred around sizing the amount of extra

volume the company will sell in this crisis and over the

next 1-2 years. We have learned that it pays to have

flex capacity on hand as a manufacturer – Fisher &

Paykel Healthcare has been able to ramp up 30% extra

hospital product capacity within two weeks.

Freightways continues to hold a strong position in

express parcel delivery in New Zealand and had been

structurally improving its profitability in the growing

“Business to Consumer” (B2C) segment. It supported its

essential service customers during COVID-19 Alert Level

4, including delivering groceries for its key customer

Countdown. However, after an in-depth review of the

position in 2019, we concluded that the moats of some

of the peripheral group businesses were narrower

than we had originally thought and so we re-sized the

position accordingly.

We increased our large position in infrastructure

manager Infratil over the course of the year. With

its portfolio reorganisation largely complete, the

company is now well-positioned in high-growth

sectors while remaining diversified by sector and

geography. In particular, the company is now geared

strongly towards growth in data usage and data

security through its investments in CDC data centres

and Vodafone. This continues to pay off as CDC

has continued to grow very strongly. Infratil has also

sensibly bet on renewable electricity through its

investments in Tilt Renewables and Longroad Energy.

The bulk of Infratil’s portfolio is well-positioned to

endure COVID-19, namely data and communications

investments Canberra Data Centres and Vodafone

NZ, plus electricity investments Trustpower and Tilt.

Although Wellington Airport is operating well below

capacity, this only comprises 10% to 15% of Infratil’s

net asset value.

We visited Mainfreight’s Los Angeles operation during

the financial year and met with key US executives.

Mainfreight’s US operations are now more than a

quarter of total group revenues and the division is

growing significantly faster than the overall group. In

the context of a huge market, Mainfreight is tiny and

is small even relative to its competitors in what is a

very fragmented market. Mainfreight’s US transport

operations are less than one twentieth of the size of

the number one market share player in the US and the

number one player only has around 10% market share!

At an individual customer level, multi industrial giant GE

spends a massive $1 billion on freight every year with

Mainfreight winning a tiny sliver of that business. This is

a huge opportunity to grow. After a few false starts over

the past decade, we believe that Mainfreight now has

the people, the infrastructure and the culture in place to

continue this superior growth rate. We were especially

impressed with the focus on a high performing sales

culture across all divisions of the business. We continue

to think that the company has a long runway for growth

outside of New Zealand and are backing management

to successfully grow the business in Europe and the US

and still think this is underappreciated by the market.

Mainfreight’s aim is to pull through COVID-19 without

letting go of its most valuable assets: its people. The

company is seeing its team members reciprocate its

loyalty to them

– they are proud to be providing an

essential service to keep New Zealand and the globe

functioning during the crisis. Despite being impacted

from lockdowns across its business, the company has

seen resilience in warehousing, some insulation of

transport volume from its focus on "everyday freight

that lets a city breathe" and has also pivoted to take

new opportunities in charter air freight.

We reduced our position in Meridian over the fiscal

year. The company was trading on a particularly

expensive valuation in late 2019 and risks were not

being sensibly priced. This reflected the “hunt for yield”

as New Zealand interest rates dropped to historic lows.

The shares fell sharply when Rio Tinto announced it

was reviewing its majority ownership of the Tiwai Point

aluminium smelter, which consumes approximately 13%

of New Zealand's electricity. We trimmed the position

again in early 2020 as the shares reached new highs,

seemingly pricing no risk of an adverse outcome with

the smelter, despite the review being ongoing.

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Pushpay has performed well, upgrading earnings
mid-March. After balance date (in May), the company

gave very strong profit guidance for the year ahead.

This has been a classic example of what we call

“operating leverage” – companies with scalable

businesses that can grow revenues while holding costs

broadly flat can see their profits grow at astonishing

rates. Pushpay has seen an acceleration in the use of

its digital applications at its customers’ churches in the

US. Its product is tailor-made to suit a situation such

as COVID-19 where congregations cannot physically

gather and sermons must be delivered over the internet.

We ran stress tests on our retirement operators Ryman

and Summerset during COVID-19, testing liquidity, cash

flow and balance sheet strength. Both have hundreds of

millions of headroom on their debt facilities and have

no meaningful expiries for over two years. Both can

withstand large falls in new sales and resales without

breaching covenants. Long wait lists and residents often

having medical events that necessitate moving into

a village or into care mitigates the risk that sales are

weak for an extended period. This is a time when both

operators will provide assurance and comfort for their

residents and further build their brand strength.

When you have been developing high-quality

retirement villages successfully for as long as Ryman

and Summerset have, you are going to develop a huge

amount of in-house expertise. The expertise to secure a

large parcel of bare land in a high-quality location and

shepherd it through the difficult process of consenting

and turn out consistently high-quality apartments and

integrated care facilities has created wide moats

around these companies. And then to have the ability

to replicate that process dozens of times in both NZ

and Australia means the moats continue to widen.

Ryman hosted an investor day in Melbourne during

the year which we attended. Awareness of Ryman in

Melbourne is strengthening, resulting in strong demand

for its product. The company is well positioned versus

its Australian counterparts that do not cater to the

increasing demand for a continuum of care model


independent retirement living all the way through to

acute aged care and dementia care.

We added to Vista during the year. Unfortunately, the

position has significantly detracted from our performance

this year. Off the back of a strong 2018 result, the

company confidently projected another year of roughly

20% revenue growth. This led to exuberant expectations

from new investors, especially in relation to the dynamic

Movio business. This drove the share price to a high

valuation. On reflection, we should have reduced the

position at that point as the company had a mixed track

record of achieving guidance. The subsequent reset was

a painful example of how a growth company can be

punished when expectations are not met.

In 2020, the company was hit hard by COVID-19 as

cinemas globally shut and entered survival mode.

Many simply paused paying their fees to Vista to

conserve cash. This put the company’s liquidity position

under stress, despite the company having cash on

its balance sheet and undrawn debt facilities. We

participated in the company’s equity raising at $1.05,

which ensures Vista has sufficient liquidity for an

extended period. COVID-19 aside, Vista has continued

to grow its market share to 50% for its core cinema

product globally outside of China. It is multiple times

the size of its next biggest global competitor. The

company will return to growth when cinemas inevitably

re-open and COVID-19 has represented a buying

opportunity at a depressed valuation. While it is easy

to become despondent about recent poor share price

performance and the pain we have worn, we think

the company is making long-term decisions that will

continue to grow its moat and over time this will lead to

a stronger, larger business.

PORTFOLIO CHANGES

Active management means relentless and continuous

improvement

Active management has enhanced returns significantly

for clients since Kingfish’s inception. Total gross

performance return for Kingfish has been around

800% since inception in 2004. That compares to the

NZSE50G that has generated around 300% gross

performance return. We think active management is

going to be even more important in the next decade.

Interest rates are low. Global economic growth has

been anaemic. Valuations are not cheap. These point

to lower future market returns. In our view, this means

that the return from active management goes from

being the cream on the cake to be the whole cake.

With that view, we are more focused than ever on

generating attractive active returns.

Portfolio changes since 31 March 2019

I wrote in last year’s annual report that “we will never

be afraid to change our minds”. This year, we changed

our mind and exited our small remaining position in

Fletcher Building.

At the time of investment in April 2018, we identified

five positive changes. Firstly, we were expecting the

company to enter an earnings upgrade cycle from

refocusing and rationalising the Australian business,

which had not been managed well previously and

was performing below its potential. Secondly, we

were expecting the momentum in the New Zealand

building cycle to continue because of the significant

housing deficit. Thirdly, the business was becoming

a simplified story around its core New Zealand and

Australian businesses, most of which had solid moats

and had performed well historically (think the likes

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MANAGER’S REPORT CONTINUED
of Placemakers, Golden Bay Cement and Winstone

Wallboards). Fourthly, the company was divesting the

global Formica business, which did not suit a business

that was otherwise focused in New Zealand and

Australia. Lastly, we thought that the equity raising would

improve what was an overleveraged balance sheet.

These positive catalysts played out largely as we

expected. The major shortcoming of our investment

thesis was that a sharp Australian housing downcycle

impacted that business and severely reduced earnings,

which hurt the Australian division and made any upside

from its reorganisation more long dated and uncertain.

The key thing we were reminded of was to be wary

of cyclical risks. Cyclical companies carry additional

risks because an unexpected or pronounced shift in the

cycle can trump other parts of the investment thesis. We

reduced the position size progressively and ultimately

exited the position.

Portfolio company returns - year to 31 March 2020

Total Shareholder Return

We exited our small remaining position in Restaurant

Brands during the financial year. We had earlier sold

most of our holding into the partial takeover offer

alongside management and the board.

We are constantly honing and trying to improve our

process. A key part of that is not only tracking our

returns and our returns vs the NZSE50 but also tracking

the profitability of our decision making. The active

management changes during the 2020 financial year

added almost 1- 2 percentage points of performance to

the Kingfish portfolio return.

Fisher & Paykel Healthcare

A2 Milk

Port of Taurange

Pushpay Holdings

Meridian Energy

Infratil

Mainfreight

Ryman Healthcare

Delegat

Summerset

Freightways

Auckland Airport

Vista

-80% -60% -40% -20% 0% 20% 40% 60% 80% 100%

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PORTFOLIO HOLDINGS SUMMARY
AS AT 31 MARCH 2020

Listed Companies% Holding

Auckland International Airport5.0%

Delegat Group2.9%

Fisher & Paykel Healthcare18.6%

Freightways3.9%

Infratil10.1%

Mainfreight15.7%

Meridian Energy2.3%

Port of Tauranga3.9%

Pushpay Holdings1.7%

Ryman Healthcare5.2%

Summerset5.7%

The a2 Milk Company 16.6%

Vista Group2.3%

Equity Total93.9%

New Zealand dollar cash6.1%

TOTAL100.0%


Sam Dickie / Senior Portfolio Manager

Fisher Funds Management Limited

3 July 2020

OUTLOOK

The pace of the March 2020 sell-off in global equity

markets and the subsequent rally was breath-taking.

There remains extreme economic uncertainty brought

about by the COVID-19 crisis and we should brace for

more volatility ahead.

We continue to favour quality companies with long

runways for growth irrespective of the short-term

economic backdrop. Our largest positions have

exceptionally long runways for growth through

continuing to take market share and benefiting from

long-term structural growth tailwinds. This should help

us endure the inevitable economic slowdown brought

about by COVID-19.

That coupled with our existing process and continuous

process enhancement stands the Kingfish portfolio in

solid stead for the year ahead and beyond.

Economists expect a sharp fall in GDP growth in the

current year

8.0%

6.0%

4.0%

2.0%

0.0%

-2.0%

-4.0%

-6.0%

-8.0%

Global GDP GrowthNZ Real GDP Growth

2017 2018 20192020 2021

Source: IMF

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STRENGTH OF
THE BUSINESS

What is the company’s

competitive advantage? Is it

sustainable? Is the company a

market leader? Does it have

a dominant position? A strong

business is one that can maintain

its profit margins by employing a

unique strategy.

TRACK

RECORD

How has the company performed

in the past? Has the company

performed under the same

management team? Has it grown

organically or by acquisition? How

did the company react during a

downturn? Fisher Funds prefers to

buy established companies that

have executed well in the past.

EARNINGS

HISTORY

How fast has the company been

able to grow its earnings in the

past? How consistent has earnings

growth been? Fisher Funds prefers

to buy companies that exhibit

secular growth characteristics

where they have proven the ability

to provide a high or improving

return on invested capital.

THE STEEPP PROCESS

Fisher Funds employs a process that it calls STEEPP to analyse existing and potential portfolio

companies. This analysis gives each company a score against a number of criteria that Fisher Funds

believes need to be present in a successful portfolio company. All companies are then ranked

according to their STEEPP score to broadly determine their portfolio weighting (or indeed whether

they make the grade to be a portfolio company in the first place).

The STEEPP criteria are as follows:

STE

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EARNINGS
GROWTH FORECAST

What is the company’s earnings

growth forecast over the next

three to five years? What is the

probability of achieving the

forecast? What do we expect the

company’s earnings potential to

be? Fisher Funds notices that too

many analysts focus on short-term

earnings. As long-term growth

investors, Fisher Funds thinks about

where the company’s earnings

could be in three to five years.

PEOPLE/

MANAGEMENT

Who are the management team

and how long have they been in

their roles? Who are the directors,

what is their history with the

company, and what do they bring

to the board? What is the depth of

management in the organisation

and is there a succession plan for

the key executive roles? Do the

management team own shares

in the business and how are

they rewarded? Has the board

and management exhibited

good corporate behaviour in the

areas of environmental, social

and governance considerations?

For Fisher Funds, the quality of

the company management and

its corporate governance is of

paramount importance.

PRICE/

VALUATI O N

How much of the future earnings

growth is already reflected in

the share price? Where does the

current share price sit in relation

to our worst to best case valuation

range? A company will generate

a higher score where the market

price currently reflects little of that

company’s upside potential.

EPP

Applying this STEEPP analysis, Fisher Funds constructed a portfolio for

Kingfish which comprised 13 securities at the end of March 2020.

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Total shareholder return sourced from Bloomberg and excludes imputation credits.
THE KINGFISH PORTFOLIO STOCKS

The following is a brief

introduction to each of your

portfolio companies, with a

description of why Fisher Funds

believes they deserve a position

in the Kingfish portfolio. Total

shareholder return is for the year

to 31 March 2020 and is based

on the closing price for each

company plus any dividends

received. For companies that are

new to the portfolio in the year,

total shareholder return is from

the first purchase date to

31 March 2020.

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WHAT DOES IT DO?
Auckland International Airport (AIA)

owns and operates New Zealand’s major

gateway as well as 1500 hectares of land

surrounding the airport. AIA operates

under a ‘dual till’ regulatory regime,

meaning that the company’s aeronautical

operations are subject to rate of return

regulation, whereas the other non-

aeronautical operations are unregulated.

Over 50% of AIA’s revenue is derived

from non-aeronautical operations, such as

retail, parking, hotel accommodation and

property rental.

WHY DO WE OWN IT?

AIA is well-positioned to benefit from

New Zealand’s positive long-term tourism

outlook. With aspirations for 40 million

total passengers per annum by 2044,

combined with a strengthening consumer

business and leveraging its land bank,

AIA’s non-aeronautical operations are

expected to continue to deliver attractive

returns on invested capital into the future.

WHAT DOES IT DO?

Delegat Group produces and distributes

super-premium wine internationally under

the Oyster Bay and Barossa Valley Estate

brands. Oyster Bay is the number one

selling New Zealand wine brand in the

UK, Australia and Canada, and is growing

quickly in the US.

WHY DO WE OWN IT?

Delegat continues to grow its profits

annually despite currency fluctuations.

The company has invested for growth

by expanding its winery capacity and

increasing vineyard plantings to meet its

goal of achieving high single digit growth in

case sales in the short-term. The majority of

the growth is likely to be driven by the still

relatively immature US market.

- 38

%

Total Shareholder Return

-15

%

Total Shareholder Return

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WHAT DOES IT DO?

Fisher & Paykel Healthcare is a leading

designer, manufacturer and distributor of

innovative medical devices for patients who

require acute respiratory and obstructive

sleep apnoea care. Over 95% of its

products are sold outside New Zealand

from dedicated manufacturing facilities in

Auckland and Mexico.

WHY DO WE OWN IT?

We are attracted to the latent demand for

Fisher & Paykel Healthcare’s innovative care

products as the worldwide population ages

and the incidence of chronic respiratory

diseases and obesity rises. Through its

own research and development, Fisher

& Paykel Healthcare has continued to

develop products that significantly expand

its potential patient base, while maintaining

high returns on invested capital.

+ 96

%

Total Shareholder Return

WHAT DOES IT DO?

Freightways operates a range of

nationwide express delivery operations

with brands including NZ Couriers,

Post Haste and Big Chill. The company

has also developed an information

management business on both sides of

the Tasman encompassing document

storage, data services and secure

destruction services.

WHY DO WE OWN IT?

Freightways is one of two dominant

players in the New Zealand courier

market and its information management

business has a trans-Tasman footprint.

The company has an impressive track

record of stable organic growth and

value-accretive acquisitions that leverage

off its existing infrastructure. Earnings

have been resilient in times of recession,

and are growing at least as strongly as

the domestic economy in more buoyant

times.

- 31

%

Total Shareholder Return

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WHAT DOES IT DO?
Mainfreight is a global supply chain

logistics company. It is a specialist freight

forwarder and distributor, with interests

spanning managed warehousing,

transportation of hazardous substances,

international air and sea freight, and

domestic transport. Its operations span

New Zealand, Australia, the Americas,

Europe and Asia.

WHY DO WE OWN IT?

Mainfreight is a very well-run company

with a special company culture that has

delivered strong performance over time.

It continues to open new trade lanes

as it spreads its logistics footprint ever

wider. Growth should come organically

as it works towards its goal of becoming

a global logistics provider.

-2

%

Total Shareholder Return

WHAT DOES IT DO?

Infratil invests in a diverse range of

infrastructure businesses, with a portfolio

focused on data and communications

and renewable electricity, with smaller

exposures to airports and aged care. It is

externally managed by an experienced

management team.

WHY DO WE OWN IT?

We are attracted to Infratil’s portfolio of

infrastructure assets that are not easily

replicable and its track record since listing

has been strong.

-2

%

Total Shareholder Return

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WHAT DOES IT DO?

Meridian Energy is New Zealand’s

largest electricity generator, producing

approximately 30% of the country’s

electricity in an average year, sourced

100% from renewable hydro and

wind resources. The company also

has a dominant retail business in New

Zealand, operating under the Meridian

and Powershop brands, and is well

positioned to double the size of its

Australian retail base.

WHY DO WE OWN IT?

Meridian is a well-run company, with a

portfolio of long-dated quality renewable

generation assets which provide Meridian

with the advantage of being amongst the

lowest cost marginal electricity producers.

Meridian is favourably positioned over

the long term to benefit from key sector

event risks and is generating increasing

free-cashflows given its decreasing capital

expenditure requirements.

+1

%

Total Shareholder Return

WHAT DOES IT DO?

Port of Tauranga is the natural gateway

to and from international markets

for many of New Zealand’s major

businesses. It is in close proximity to

many important exporters in the forestry,

dairy, meat and fruit industries. Its

investment in port facilities in Timaru and

an inland port near Christchurch opens

up the South Island for exports to be

hubbed out of Tauranga.

WHY DO WE OWN IT?

Port of Tauranga continues to grow

in importance as a leading shipping

port in New Zealand for both exports

and imports. It has many natural

advantages, including excellent access

for road and rail, large land holdings

and, more recently, a deep harbour for

bigger ships to call. It has an important

strategic 10-year agreement with Kotahi

which underwrites its investment in

Primeport Timaru and its Metroport near

Christchurch.

+15

%

Total Shareholder Return

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WHAT DOES IT DO?
Ryman Healthcare was formed in 1984 to

develop, construct and operate retirement

villages in New Zealand. It now has a

portfolio of retirement villages around New

Zealand and is now replicating its model in

Victoria, Australia. Ryman Healthcare is the

largest owner and developer of retirement

villages in New Zealand.

WHY DO WE OWN IT?

Ryman Healthcare has stuck to its winning

formula since inception. Industry dynamics

are attractive, and Ryman Healthcare

continues to lift its build rate of units and

beds to meet latent demand from an ageing

population. Victoria has a similar ageing

demographic to that in New Zealand

but Ryman’s continuum of care offering is

more unique there compared to existing

product, so this market represents an area

of considerable future growth.

-14

%

Total Shareholder Return

WHAT DOES IT DO?

Pushpay is a leading mobile payments and

engagement provider to the US faith sector,

with a growing customer base focused on

medium and large churches in the US. It also

has a church management software business,

Church Community Builder. Together these

enable churches to manage and interact

seamlessly with their congregation in an

effective and modern way.

WHY DO WE OWN IT?

Pushpay provides the best in class product

and service. Its combination of ongoing

product development and leading customer

service gives us comfort that Pushpay will

retain this edge over weaker competitors.

Pushpay’s addressable market is very large

(cUS$90bn) and digital giving remains

under-penetrated but growing.


+6

%

Total Shareholder Return

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WHAT DOES IT DO?

Summerset is an integrated retirement

village builder, owner and operator. The

company has retirement villages spread

around New Zealand and is a leading

developer of retirement villages in New

Zealand with a significant land bank. It

has recently acquired sites in Australia

and is also looking to grow there.

WHY DO WE OWN IT?

Summerset successfully operates a

continuum of care model with aged care

integrated into its villages. It has delivered

on growing its portfolio at attractive

development margins. This indicates that

it is executing its business model well, and

has a large land bank to continue the roll-

out of its sought-after villages.

-16

%

Total Shareholder Return

WHAT DOES IT DO?

The a2 Milk Company sells ‘a2’-branded

fresh milk and infant milk formula

internationally. As the name suggests,

its products contain only A2 beta-casein

protein, on the basis that it is more

comfortably digested than normal milk

(which contains a mix of both A1 and A2

proteins). In recent years, the company has

grown sales and market share rapidly in

Australia and China and is currently also

focused on its growing business in the US.

WHY DO WE OWN IT?

The a2 Milk Company has a small but fast

growing share of the very lucrative Chinese

infant formula market. Management have

capably executed on its growth plans

to date and we expect its market share

to continue growing across a range of

distribution channels. In addition, there

is potential for further upside from new

products and geographies.

+20

%

Total Shareholder Return

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WHAT DOES IT DO?
Vista Group is an innovative and

profitable IT company primarily providing

sophisticated software to cinema

exhibitors. It has over 40% worldwide

market share with clients in around

100 countries. Its integrated software

systems allow cinema exhibitors to run

wide-ranging functions such as ticketing,

food and beverage sales, staff and film

scheduling, loyalty schemes, digital

signage as well as external customer

interfaces like websites, mobile apps and

call centres. Vista Group also has a range

of smaller group businesses that leverage

its depth of data and cinema industry

intellectual property.

WHY DO WE OWN IT?

We are attracted to Vista Group’s profitable

core business which provides sophisticated

software to cinema operators of all sizes.

We believe that this business still has many

years of growth ahead of it, particularly in

less developed countries. Additionally, the

company’s data analytics business (Movio)

and other early stage businesses have

exciting long-term growth prospects.

- 76

%

Total Shareholder Return

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Pictured left to right: Alistair Ryan, Carmel Fisher, Andy Coupe, and Carol Campbell.
Alistair Ryan MComm (Hons), CA

Chair of the Board

Chair of Remuneration and Nominations Committee

Independent Director

Alistair Ryan is an experienced company director

and corporate executive with extensive corporate

and finance sector experience in the listed company

sector in New Zealand and Australia. He is a director

of Barramundi, Marlin Global, Metlifecare and

Kiwibank, and a member of the FMA’s Audit Oversight

Committee. Alistair had a 16-year career with SKYCITY

Entertainment Group Limited (from pre-opening and

pre-listing in 1996 through 2012). Alistair was a

member of the senior executive team and also served

as a director of various SKYCITY subsidiary and

associated companies. Prior to SKYCITY, Alistair was a

Corporate Services Partner with Ernst & Young, based

in Auckland. He is a fellow of Chartered Accountants

Australia and New Zealand. Alistair’s principal place

of residence is Auckland.

Alistair was first appointed to the Kingfish board on 10

February 2012.

Andy Coupe LLB

Chair of Investment Committee

Independent Director

Andy Coupe has extensive commercial and capital

markets experience having worked in a number of

sectors within the financial markets for over 30 years,

principally with international investment bank UBS. His

senior roles principally encompassed large equity capital

market and takeover transactions. Andy is a director of

Barramundi, Marlin Global, Briscoe Group and Gentrack

Group. He is also Chair of the New Zealand Takeovers

Panel and Chair of Television New Zealand. Andy’s

principal place of residence is Tamahere, Hamilton.

Andy was first appointed to the Kingfish board on 1

M arc h 2013.

Carol Campbell BCom, CA, CMInstD

Chair of Audit and Risk Committee

Independent Director

Carol Campbell is a chartered accountant and

a member of Chartered Accountants Australia

and New Zealand. Carol has extensive financial

experience and a sound understanding of efficient

board governance. Carol holds a number of

directorships across a broad spectrum of companies

including T&G Global, New Zealand Post, NZME

and Kiwibank. Carol is also a director of Barramundi

and Marlin Global. Carol was a director of The

Business Advisory Group, a chartered accountancy

practice, for 11 years and prior to that a partner at

Ernst & Young for over 25 years. Carol’s principal

place of residence is Auckland.

Carol was first appointed to the Kingfish board on 5

J un e 2012.

Carmel Fisher CNZM, BCA, INFINZ (Fellow)

Independent Director

Carmel Fisher established Fisher Funds Management

Limited in 1998. Carmel’s interest and involvement in the

New Zealand share market spans over 30 years and

she is widely recognised as one of New Zealand's most

experienced investment professionals. Carmel was an

investment analyst and portfolio manager for several

stockbroking and institutional firms before launching

Fisher Funds as a boutique fund manager. She was

managing director of Fisher Funds for 20 years before

retiring and selling the company in 2017. Carmel is also

a director of Barramundi and Marlin Global. Carmel’s

principal place of residence is Auckland.

Carmel was made a Companion of the New Zealand

Order of Merit in the 2019 New Years honours for her

services to the New Zealand finance industry.

Carmel was first appointed to the Kingfish board on 30

January 2004.

BOARD OF DIRECTORS

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FOR THE YEAR ENDED 31 MARCH 2020
CORPORATE GOVERNANCE

STATEMENT

Kingfish’s board recognises the importance of good

corporate governance and is committed to ensuring

that the Company meets best practice governance

principles to the extent that it is appropriate for the

nature of the Kingfish operations. Strong corporate

governance practices encourage the creation of

value for Kingfish shareholders, while ensuring the

highest standards of ethical conduct and providing

accountability and control systems commensurate with

the risks involved.

The board is responsible for establishing and

implementing the Company’s corporate governance

frameworks, and is committed to fulfilling this role in

accordance with best practice having appropriate

regard to applicable laws, the NZX Corporate

Governance Code (“NZX Code”) and the Financial

Markets Authority Corporate Governance in New

Zealand - Principles and Guidelines. The board oversees

the management of Kingfish, with the day-to-day

portfolio and administrative management responsibilities

of Kingfish being delegated to Fisher Funds

Management Limited (“Fisher Funds” or “the Manager”).

As at 31 March 2020, Kingfish was in compliance

with the NZX Code, with the exception of

recommendations 4.31 and 5.32 for the reasons

explained under the relevant principles.

The corporate governance policies and procedures, and

board and committee charters, are regularly reviewed

by the board against the corporate governance

standards set by NZX, any regulatory changes and

developments in corporate governance practices.

The Kingfish constitution and each of the charters,

codes and policies referred to in this section are

available on the Kingfish website (www.kingfish.co.nz )

under the “About Kingfish” “Policies” section.

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 & STANDARDS OF

PROFESSIONAL CONDUCT

Kingfish’s Code of Ethics & Standards of Professional

Conduct details the ethical and professional

behavioural standards required of the directors

and those employees of the Manager who work on

Kingfish matters.

The Code of Ethics & Standards of Professional Conduct

covers a wide range of areas including standards of

behaviour, conflicts of interest, proper use of Company

information and assets, compliance with laws and

policies, reporting concerns and receiving gifts.

Any person who becomes aware of a breach or

suspected breach of the Code of Ethics & Standards of

Professional Conduct is required to report it immediately

in accordance with the procedure set out in the Code of

Ethics & Standards of Professional Conduct.

Training on the Code of Ethics & Standards of

Professional Conduct is included as part of the

induction process for new directors and relevant

employees of the Manager.

The Code of Ethics & Standards of Professional Conduct

is also available on the Kingfish website for directors

and staff to access at any time.

SECURITIES TRADING POLICY

Kingfish’s Securities Trading Policy details the

restrictions on persons nominated by Kingfish (including

its directors and employees of the Manager who work

on Kingfish matters) (“Nominated Persons”) on trading

in Kingfish shares and other securities.

Nominated Persons, with the permission of the board

of Kingfish, may trade in Kingfish shares only during

the trading window commencing immediately after

Kingfish’s weekly disclosure of its net asset value to the

New Zealand Stock Exchange (“NZX”) and ending at

the close of trading two days following the net asset

value disclosure.

Nominated Persons may not trade in Kingfish shares

when they have price sensitive information that is not

publicly available.

The Securities Trading Policy is available on the

Kingfish website.

CONFLICTS OF INTEREST POLICY

The Conflicts of Interest Policy outlines the board’s

policy on conflicts of interest. The policy details the

process to be adopted for identifying conflicts of

interests and managing any such conflicts.

Principle 2 – Board composition and performance

To ensure an effective board, there should be

a balance of independence, skills, knowledge,

experience and perspectives.

1

Kingfish does not have a formal environmental, social and governance (ESG) framework. However, the Manager has a formal

ESG framework which governs its stock selection, which the board is fully supportive of and committed to.

2

There is no CEO remuneration disclosure as Kingfish delegates its management personnel requirements to Fisher Funds pursuant

to an Administration Services Agreement.

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BOARD CHARTER
Kingfish’s board operates under a written charter which

defines the respective functions and responsibilities of the

board, focusing on the values, principles and practices

that provide the corporate governance framework.

The board has overall responsibility for all decision

making within Kingfish. The board is responsible for

the direction and control of Kingfish and is accountable

to shareholders and others for Kingfish’s performance

and its compliance with the appropriate laws and

standards. The board has delegated the day-to-day

management of Kingfish to the Manager.

The board uses committees to address certain matters

that require detailed consideration. The board retains

ultimate responsibility for the function of its committees

and determines their responsibilities. The board is

assisted in meeting its responsibilities by receiving

reports and plans from the Manager and through its

annual work programme.

Directors have access to key employees of the

Manager who are connected to the activities of

Kingfish and can request any information they consider

necessary for informed decision making.

The board charter is available on the Kingfish website.

NOMINATION AND APPOINTMENT OF

DIRECTORS

In accordance with Kingfish’s constitution and NZX

Listing Rules, a director must not hold office without

re-election past the third annual meeting following his

or her appointment or three years (whichever is the

longer). A director appointed by the board must not

hold office (without re-election) past the next annual

meeting following his or her appointment. Procedures

for the appointment and removal of directors are

contained in Kingfish’s constitution and the board

charter. The Remuneration and Nominations Committee

is responsible for identifying and nominating candidates

to fill director vacancies for board approval.

WRITTEN AGREEMENT

Kingfish provides a letter of appointment to each

newly appointed director setting out the terms of their

appointment which they are required to sign. The letter

includes information regarding the board’s responsibilities,

expectations of directors and independence, expected

time commitments, indemnity and insurance provisions,

declaration of interests and confidentiality. New directors

are required to formally consent to act as a director.

DIRECTOR INFORMATION AND INDEPENDENCE

The board comprises four directors with diverse

backgrounds, skills, knowledge, experience and

perspectives. Information about each director

including a profile of experience, length of service and

attendance at board meetings is available on page 28

of this Annual Report and also on the Kingfish website.

The board takes into account guidance provided under

the NZX Listing Rules and the factors specified in the

NZX Corporate Governance Code in determining the

CORPORATE GOVERNANCE STATEMENT CONTINUED

independence of directors. Director independence is

considered annually. Directors have undertaken to inform

the board as soon as practicable if they think their status

as an independent director has or may have changed.

As at 31 March 2020, the board considers that

Alistair Ryan (Chair), Carol Campbell and Andy

Coupe are independent directors and therefore a

majority of the board are independent directors.

At the time of signing the 31 March 2020 financial

statements, the board considers that Carmel Fisher is

now an independent director by virtue of the fact that

it has been circa three years since Carmel previously

held roles within Fisher Funds.

Information in respect of directors’ ownership interests

is available on page 60.

DIVERSITY

Kingfish has a formal Diversity Policy. The board

views diversity as including but not being limited

to, skills, qualifications, experience, gender, race,

age, ethnicity and cultural background. The board

recognises that having a diverse board will enhance

effectiveness in key areas.

All appointments to the board are based on merit,

and include consideration of the board’s diversity

needs, including gender diversity. Under the Diversity

Policy, the principal measurable diversity objective is to

embed gender diversity as an active consideration in

all succession planning for board positions. During the

year, there were no appointments to the board.

The board’s gender composition was as follows:

NumberProportion

2020FemaleMaleFemaleMale

Directors2250%50%

NumberProportion

2019FemaleMaleFemaleMale

Directors2250%50%

The board believes that Kingfish has achieved the

objectives set out in its Diversity Policy for the year

ended 31 March 2020.

DIRECTOR TRAINING

All directors are responsible for ensuring they remain

current in understanding their duties as directors. To

ensure ongoing education, directors are regularly

informed of developments that affect the Company’s

industry and business environment.

ASSESSMENT OF DIRECTOR PERFORMANCE

The Remuneration and Nominations Committee

conducts a formal review of director, committee and

board performance annually. Appropriate strategies

for improvement are recommended to the board as

and when required. The Chair of the board also has

discussions with directors on individual performance.

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INDEPENDENT CHAIR AND SEPARATION OF THE
CHAIR AND CHIEF EXECUTIVE

The Chair of the board is an independent director.

Kingfish delegates its management personnel

requirements to Fisher Funds pursuant to an

Administration Services Agreement. The Chair of the

board is a different person to the Chief Executive of

Fisher Funds.

Principle 3 – Board committees

The board should use committees where this will

enhance its effectiveness in key areas, while still

retaining board responsibility.

The board has three standing committees: the

Audit and Risk Committee, the Remuneration and

Nominations Committee and the Investment Committee.

Each committee operates under a charter approved

by the board. The charter of each committee is

reviewed annually.

DIRECTOR MEETING ATTENDANCE

A total of eight board meetings, two Audit and

Risk Committee meetings, one Remuneration and

Nominations Committee meeting and two Investment

Committee meetings were held in the 2020 financial

year. Director attendance at board meetings and

committee member attendance at committee meetings

is shown below.

DirectorBoard

Audit and

Risk

Committee

Remuneration

and

Nominations

Committee

Investment

Committee

Carol

Campbell

8/82/21/12/2

Andy

Coupe

8/82/21/12/2

Carmel

Fisher*

8/82/21/12/2

Alistair

Ryan

8/82/21/12/2

* Carmel Fisher was an attendee at the Audit and Risk

Committee meetings but was not at the time a member of the

Audit and Risk Committee.

AUDIT AND RISK COMMITTEE

The Audit and Risk Committee Charter sets out the

objectives of the Audit and Risk Committee which

are to provide assistance to the board in fulfilling its

responsibilities in relation to the Company’s financial

reporting, internal controls structure, risk management

systems and the external audit function. The Audit and

Risk Committee charter is available on the Kingfish

website.

The Audit and Risk Committee focuses on audit

and risk management and specifically addresses

responsibilities relative to financial reporting and

regulatory compliance.

The Audit and Risk Committee is accountable for

ensuring the performance and independence of the

external auditor, including that the external auditor or

lead audit partner is changed at least every five years.

The Audit and Risk Committee also reviews the

appropriateness of any non-audit services and

recommends to the board which services, other

than the statutory audit, may be provided by

PricewaterhouseCoopers as auditor.

The auditor has a clear line of direct communication

at any time with either the Chair of the Audit and Risk

Committee or the Chair of the board, both of whom are

independent directors. During the year, the Audit and

Risk Committee held private sessions with the auditor.

The Audit and Risk Committee currently comprises all of

the directors and is chaired by Carol Campbell.

The Audit and Risk Committee may invite the Corporate

Manager and/or other employees of the Manager and

such other persons including the external auditor to

attend meetings as it considers necessary to provide

appropriate information and explanations.

REMUNERATION AND NOMINATIONS

COMMITTEE

The Remuneration and Nominations Committee

Charter sets out the objectives of the Remuneration

and Nominations Committee, which are to set and

review the level of directors’ remuneration, ensure

a formal rigorous and transparent procedure for

the appointment of new directors to the board

and evaluate the balance of skills, knowledge and

experience on the board. The Remuneration and

Nominations Committee also assesses the performance

of directors, the board and board sub-committees.

The Remuneration and Nominations Committee

currently comprises all of the directors and is chaired

by Alistair Ryan.

The Remuneration and Nominations Committee

may invite the Corporate Manager and/or other

employees of the Manager and such other persons

including the external auditor to attend meetings

as it considers necessary to provide appropriate

information and explanations.

The Remuneration and Nominations Committee

charter is available on the Kingfish website.

INVESTMENT COMMITTEE

The Investment Committee Charter sets out the objective

of the Investment Committee, which is to oversee the

investment management of Kingfish to ensure the

portfolio is managed in accordance with the investment

mandate and with the long-term performance

objectives of Kingfish. The Investment Committee

Charter is available on the Kingfish website.

The Investment Committee currently comprises all of the

directors and is chaired by Andy Coupe.

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TAKEOVER RESPONSE PROTOCOLS
The board has adopted a formal Takeover Response

Protocol as an internal framework that sets out the process

to be followed if there is a takeover offer for Kingfish.

Principle 4 – Reporting and disclosure

The board should demand integrity in financial and

non-financial reporting, and in the timeliness and

balance of corporate disclosures.

CONTINUOUS DISCLOSURE

Kingfish is committed to promoting investor confidence

by providing complete and equal access to information

in accordance with the NZX Listing Rules. Kingfish

has a Continuous Disclosure Policy designed to ensure

this occurs and a copy of the policy is available on

the Kingfish website. The Corporate Manager is

responsible for ensuring compliance with the NZX

continuous disclosure requirements and overseeing and

coordinating disclosure to the exchange.

CHARTERS AND POLICIES

Kingfish’s key corporate governance documents,

including its Code of Ethics and Standards of

Professional Conduct, board and committee charters

and other policies, are available on Kingfish’s website

under the “About Kingfish” “Policies” section.

FINANCIAL REPORTING

Kingfish believes its financial reporting is balanced,

clear and objective. Kingfish is committed to ensuring

integrity and timeliness in its financial and non-financial

reporting, ensuring the market and shareholders are

provided with an objective view on the performance of

the Company.

The Audit and Risk Committee oversees the quality

and integrity of external financial reporting including

the accuracy, completeness and timeliness of financial

statements. The Audit and Risk Committee reviews

half-yearly and annual financial statements and

makes recommendations to the board concerning

accounting policies, areas of judgement, compliance

with accounting standards, stock exchange and legal

requirements and the results of the external audit.

As at 31 March 2020, Kingfish does not have a formal

environmental, social and governance (ESG) framework.

Kingfish considers that, given the nature of its operations

(as an investment company), it is not appropriate to

maintain an ESG framework due to the lack of available

metrics relevant to its business against which it could

report on such matters. Kingfish will continue to assess

the relevance of adopting an ESG framework. However,

the Manager has a formal ESG framework which

governs its stock selection, which the board is fully

supportive of and committed to.

Principle 5 – Remuneration

The remuneration of directors and executives should

be transparent, fair and reasonable.

DIRECTORS’ REMUNERATION

The Director Remuneration Policy sets out the structure

of the remuneration to directors, the review process

and reporting requirements. The Director Remuneration

Policy is available on the Kingfish website.

Directors’ fees are determined by the board on

the recommendation of the Remuneration and

Nominations Committee within the aggregate

amount approved by shareholders. The current

directors’ fee pool limit of $157,500 (plus GST if any)

was approved by shareholder resolution at the 2018

Annual Shareholders’ Meeting.

Each year the Remuneration and Nominations

Committee reviews the level of directors’ fees. The

Remuneration and Nominations Committee considers

the skills, performance, experience and level of

responsibility of directors when undertaking the

review, and is authorised to obtain independent

advice on market conditions.

The following table sets out the remuneration

received by each director from Kingfish for the year

ended 31 March 2020.

Directors’ remuneration* for the 12 months ended

31 March 2020

A B Ryan (Chair)$50,000

(1)

C A Campbell$ 3 7, 5 0 0

(2)

R A Coupe$ 3 7, 5 0 0

(3)

C M Fisher$32,500

(4)

*excludes GST

(1)

$4,979 of this amount was applied to the purchase of

3,387 shares under the Kingfish share purchase plan.

(Alistair Ryan holds in excess of the 50,000 share threshold

set out in the director share purchase plan but has elected

to continue in the plan).

(2)

Included in this total amount is $5,000 that Carol Campbell

receives as Chair of Audit and Risk Committee. $3,734 of

this amount was applied to the purchase of 2,540 shares

under the Kingfish share purchase plan.

(3)

Included in this total amount is $5,000 that Andy Coupe

receives as Chair of Investment Committee. $3,734 of this

amount was applied to the purchase of 2,540 shares under

the Kingfish share purchase plan.


(4)

Carmel Fisher is a substantial Kingfish shareholder and has

holdings in excess of the 50,000 threshold set out in the

director share purchase plan. (Details of director holdings can

be found in the Statutory Information section on page 60).

Details of remuneration paid to directors are also

disclosed in note 10 to the financial statements for the

financial year ended 31 March 2020. The directors’

fees disclosed in the financial statements include a

portion of non-recoverable GST expensed by Kingfish.

CORPORATE GOVERNANCE STATEMENT CONTINUEDCORPORATE GOVERNANCE STATEMENT CONTINUED

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DIRECTORS’ SHAREHOLDING - SHARE PURCHASE
PLAN

A Share Purchase Plan was introduced by the board in

2012 which requires each director to allocate 10% of

their annual director’s fee to the purchase (on market)

of Kingfish shares. Once an individual director’s

shareholding reaches 50,000 shares, the director can

select whether to continue with the plan. The intention

of the Share Purchase Plan is to further align the

interests of directors with those of shareholders.

CORPORATE MANAGEMENT REMUNERATION

Kingfish delegates its management personnel

requirements to Fisher Funds pursuant to an

Administration Services Agreement. For this reason,

Kingfish does not have a Chief Executive Officer and

it does not consider it appropriate to make disclosures

about remuneration for the Manager’s personnel. The

fees paid to Fisher Funds for administration services are

set out in note 10 to Kingfish’s financial statements for

the year ended 31 March 2020.

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.

RISK MANAGEMENT FRAMEWORK

The board has overall responsibility for Kingfish’s system

of risk management and internal control. Kingfish has

in place policies and procedures to identify areas of

significant business risk and implements procedures to

manage those risks effectively.

Key risk management tools used by Kingfish include

the Audit and Risk Committee function, outsourcing of

certain functions to service providers, internal controls,

financial and compliance reporting procedures and

processes and business continuity planning. Kingfish also

maintains insurance policies that it considers adequate

to meet its insurable risks.

The board is actively involved in tracking the

development of existing risks and the emergence of new

risks to Kingfish’s business. The Audit and Risk Committee

and board receive regular reports on the operation of

risk management policies and procedures. Significant

risks are discussed at each board meeting, and/or as

required.

In addition to Kingfish’s policies and procedures in

place to manage business risks, Fisher Funds has its own

comprehensive risk management policy. The board is

informed of any changes to Fisher Funds’ policy.

The spread of COVID-19 has severely impacted

economies around the globe. In many countries,

businesses have been forced to cease or limit operations

for long or indefinite periods of time. Global stock

markets have experienced great volatility and a

significant weakening.

The board of Kingfish has, since the initial period of

share market volatility (from March and through April

2020), held special additional meetings with the

Manager to ensure that appropriate risk management

processes and procedures, including the rigorous

application of the STEEPP process, were being adhered

to. The application of the STEEPP process ensures stock

selection, de-selection and the in-depth testing of the

stock assessment processes. These additional meetings

have enabled the board to monitor and closely oversee

the portfolio management process undertaken by the

Manager as part of their mandated approach.

During the period of rapid volatility in the New Zealand

equity market, Kingfish increased its usual weekly NAV

reporting from once per week on Thursdays, to twice

per week, with the NAVs published on both Mondays

and Thursdays. This continued through the NZ lockdown

period with Kingfish reverting to once per week NAV

reporting from the week commencing 18 May 2020.

The duration and impact of the COVID-19 pandemic, as

well as the effectiveness of government and central bank

responses, remains unclear at this time. It is not possible

to reliably estimate the duration and severity of these

consequences, as well as their impact on the financial

position and results of Kingfish for future periods.

The preparation of the Kingfish Limited financial

statements has not required the addition of any new

judgements or estimate.

HEALTH AND SAFETY

The Manager operates under a Health and Safety

Policy. Under this policy, Fisher Funds assumes

responsibility for the health and safety of its employees.

Principle 7 – Auditors

The board should ensure the quality and

independence of the external audit process.

Kingfish’s Audit and Risk Committee makes

recommendations to the board on the appointment

of the external auditor. The Audit and Risk Committee

monitors the independence and effectiveness of the

external auditor and approves and reviews any non-

audit services performed by the external auditor. An

External Auditor Independence Policy which documents

the framework of Kingfish’s relationship with its external

auditor was adopted in May 2018. This policy includes

procedures:

a.

t

o sustain communication with Kingfish’s external

auditor;

b.

to ensure that the ability of the external auditor to

carry out its statutory audit role is not impaired, or

could reasonably be perceived to be impaired;

c.

t

o address what, if any, services (whether by type

or level) other than their statutory audit roles may be

provided by the auditor to Kingfish; and

d.

t

o provide for the monitoring and approval by the

Kingfish Audit and Risk Committee of any service

provided by the external auditor to the issuer other

than in their statutory audit role.

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The Audit and Risk Committee meets with the external
auditor, without management present, to approve their

terms of engagement, audit partner rotation (at least

every five years) and audit fee, and to review and

provide feedback in respect of the annual audit plan.

The Audit and Risk Committee holds private sessions

with the external auditor.

Kingfish’s current external auditor,

PricewaterhouseCoopers (“PwC”), was appointed

by shareholders at the 2007 annual meeting in

accordance with the provisions of the Companies Act

1993. PwC is automatically reappointed as auditor

under Part 11, Section 207T of the Companies Act.

The Audit and Risk Committee has assessed PwC to be

independent and confirmed that the non-audit services

provided in relation to confirming the amounts used in

the performance fee calculation has not compromised

PwC’s independence. Written confirmation of PwC’s

independence has been obtained by the board.

PwC, as external auditor of the 2020 financial statements,

will attend this year’s annual meeting and will be

available to answer questions about the conduct of the

audit, preparation and content of the auditor’s report,

accounting policies adopted by Kingfish and their

independence in relation to the conduct of the audit.

Kingfish does not have an internal audit function;

however, the Company regularly reviews all areas of

risk management and focuses on all operating and

compliance risk obligations. Kingfish delegates day-to-

day management responsibilities to Fisher Funds and the

Corporate Manager is responsible for operational and

compliance risks across Kingfish’s business.

Principle 8 – Shareholder rights and relations

The board should respect the rights of shareholders

and foster constructive relationships with

shareholders that encourage them to engage with

the issuer.

INFORMATION FOR SHAREHOLDERS

The board recognises the importance of providing

shareholders comprehensive, timely and equal access

to information about its activities. The board aims to

ensure that shareholders have available to them all

information necessary to assess Kingfish’s performance.

Kingfish’s website, www.kingfish.co.nz, provides

information to shareholders and investors about

the Company. Kingfish’s ‘Investor Centre’ part of its

website contains a range of information, including

periodic and continuous disclosures to the NZX, half

year and annual reports and content related to the

Annual Shareholders’ Meeting. The website also

contains information about Kingfish’s directors, copies

of key corporate governance documents and general

Company information.

The board recognises that other stakeholders may

have an interest in Kingfish’s activities. While there are

no specific stakeholders’ interests that are currently

identifiable, Kingfish will continue to review policies in

consideration of future interests.

COMMUNICATING WITH SHAREHOLDERS

Kingfish communicates regularly with its shareholders

through its monthly and quarterly updates. The

Company receives questions from shareholders from

time to time, and has processes in place to ensure

shareholder communications are responded to within

a reasonable timeframe. The Company’s website

sets out Kingfish’s appropriate contact details for

communications from shareholders. Kingfish also

provides options for shareholders to receive and send

communications by post or electronically.

SHAREHOLDER VOTING RIGHTS

When required by the Companies Act 1993, Kingfish’s

Constitution and the NZX Listing Rules, Kingfish will

refer decisions to shareholders for approval. Kingfish’s

policy is to conduct voting at its shareholder meetings

by way of poll and on the basis of one share, one vote.

NOTICE OF ANNUAL MEETING

The 2020 Kingfish Notice of Annual Meeting will be

sent to shareholders at least 20 working days prior to the

meeting and will be published on the Company’s website.

This year’s meeting will be held at 10.30am on 20

August 2020, at the Ellerslie Event Centre in Auckland.

Full participation of shareholders is encouraged at the

annual meeting and shareholders are encouraged to

submit questions in writing prior to the meeting.

MANAGEMENT AGREEMENT RENEWAL

The Management Agreement between Kingfish and

Fisher Funds is subject to renewal every five years.

The Management Agreement is next subject to

renewal in 2024.

NZX WAIVERS

Kingfish outsources all investment management

functions and administration services to Fisher

Funds under the Management Agreement entered

into when Kingfish first listed. The Management

Agreement has been amended to reflect the evolving

relationship between Kingfish and Fisher Funds, with

such amendments being largely administrative. Since

December 2014, administration services previously

provided for in the Management Agreement have

been recorded in a separate Administration Services

Agreement. The rationale for this change was to create

efficiencies for Kingfish across staff utilisation and

costs. There was no substantive change to the nature or

scope of services or the actual costs payable.

Kingfish was granted a waiver by NZX Regulation

on 30 May 2017 from (pre 1 January 2019)

NZX Listing Rule 9.2.1 so that it is not required to

obtain shareholder approval for the entry into the

Administration Services Agreement and specific

amendments to the Management Agreement. The

waiver is provided on the conditions specified in

paragraph 2 of the waiver decision, which is available

on Kingfish’s website: www.kingfish.co.nz/investor-

centre/market-announcements/.

CORPORATE GOVERNANCE STATEMENT CONTINUED

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FOR THE YEAR ENDED 31 MARCH 2020
We present the financial statements for Kingfish Limited for the year ended 31 March 2020.

We have ensured that the financial statements for Kingfish Limited present fairly the financial position of the

Company as at 31 March 2020 and its financial performance and cash flows for the year ended on that date.

We have ensured that the accounting policies used by the Company comply with generally accepted

accounting practice in New Zealand and believe that proper accounting records have been kept. We have

ensured compliance of the financial statements with the Financial Markets Conduct Act 2013.

We also consider that adequate controls are in place to safeguard the Company’s assets and to prevent and

detect fraud and other irregularities.

The Kingfish board authorised these financial statements for issue on 22 June 2020.



Alistair Ryan Carmel Fisher


Carol Campbell


A

ndy Coupe

DIRECTORS’ STATEMENT

OF RESPONSIBILITY

CORPORATE GOVERNANCE STATEMENT CONTINUED

CAPITAL RAISINGS

Kingfish Warrant Issue (KFLWE)

On 12 July 2019, Kingfish warrant holders had the

option to convert their warrants into ordinary Kingfish

shares at an exercise price of $1.25 per warrant. On

the same day, Kingfish shares were trading on-market

at $1.45, a 16% premium to the exercise price.

Warrant holders took advantage of this discount,

with 41,889,557 warrants out of a possible

48,368,533 warrants (87%) being converted into

Kingfish ordinary shares.

The new shares were allotted to warrant holders on

18 July 2019. All new shares have the same rights as

current Kingfish shares, including participating in the

Company’s quarterly dividend policy.

The remaining 6,487,976 warrants which were not

exercised lapsed, and all rights in regards to them

expired.

The additional funds were invested during July 2019

in Kingfish’s investment portfolio of stocks, in similar

proportions to the existing portfolio.

Kingfish Warrant Issue (KFLWF)

On 9 March 2020, Kingfish issued 61,578,083

warrants to shareholders based on a record date of

6 March 2020. Kingfish shareholders were issued

one warrant for every four shares held. Each warrant

gives shareholders the right, but not the obligation, to

subscribe for one additional ordinary share in Kingfish

on the 12 March 2021 exercise date.

The exercise price will be $1.64 less any dividends

declared during the period up to the exercise date.

The final exercise price will be calculated and advised

to warrant holders at least six weeks before the

exercise date.

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FINANCIAL
STATEMENTS CONTENTS

36

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2018

37Statement of Comprehensive Income

38Statement of Changes in Equity

39Statement of Financial Position

40Statement of Cash Flows

41Notes to the Financial Statements

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2020

Notes
2020

$000

2019

$000

Interest income 292 279

Dividend income 5,834 6,545

Net changes in fair value of investments 2 1, 575 49, 4 8 8

Other income 28 0

Total net income 7, 7 2 9 5 6, 312

Operating expenses3 5,957 9,170

Operating profit before tax 1,772 4 7, 1 4 2

Total tax expense4 30 79

Net operating profit after tax attributable to shareholders 1, 74 2 47,063

Total comprehensive income after tax attributable to shareholders 1, 74 2 47,063

Basic earnings per share6 0.75c 24.24c

Diluted earnings per share6 0.75c 23.81c

The accompanying notes form an integral part of these financial statements.

FOR THE YEAR ENDED 31 MARCH 2020

STATEMENT OF COMPREHENSIVE INCOME

KINGFISH LIMITED

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Attributable to shareholders of the company
Notes



Share

Capital

$000

Performance

Fee Reserve

$000

Retained

Earnings

$000

Total

Equity

$000

Balance at 31 March 2018 2 05,123 1,118 70,035 2 76,2 76

Comprehensive income

Net operating profit after tax 0 0 4 7, 0 6 3 4 7, 0 6 3

Other comprehensive income 0 0 0 0

Total comprehensive income for the year ended 31 March 2019 0 0 47,063 47,063

Transactions with owners

Dividends paid5 0 0 (22,816) (22,816)

Share buybacks5 (546) 0 0 (546)

Shares issued from treasury stock under dividend

reinvestment plan5 462 0 0 462

New shares issued under dividend reinvestment plan5 8,16 5 0 0 8,16 5

Prior year Manager's performance fee settled with ordinary

shares 1,0 89 (1,0 96) 0 (7)

Prior year Manager's performance fee settled with

treasury stock 22 (22) 0 0

Manager's performance fee to be settled with ordinary

shares 0 2,043 0 2,043

Warrant issue costs (19) 0 0 (19)

Total transactions with owners for

the year ended 31 March 2019 9,17 3 925 (22,816) (12, 718)

Balance at 31 March 2019 214,296 2,043 94,282 310,621

Comprehensive income

Net operating profit after tax 0 0 1, 74 2 1, 74 2

Other comprehensive income 0 0 0 0

Total comprehensive income for the year ended 31 March 2020 0 0 1, 74 2 1, 74 2

Transactions with owners

Dividends paid5 0 0 ( 2 9, 4 74 ) ( 2 9, 4 74 )

Share buybacks5 (681) 0 0 (681)

Shares issued from treasury stock under dividend

reinvestment plan5 600 0 0 600

New shares issued under dividend reinvestment plan5 10,358 0 0 10,358

Shares issued for warrants exercised5 52,247 0 0 52,247

Prior year Manager's performance fee settled with

ordinary shares 1,898 (1,9 07 ) 0 (9)

Prior year Manager's performance fee settled with treasury

stock 136 (136) 0 0

Total transactions with owners for the year ended 31 March 2020 64,558 (2,043) ( 2 9, 4 74 ) 33,041

Balance at 31 March 2020 278,854 0 66,550 345,404

The accompanying notes form an integral part of these financial statements.

FOR THE YEAR ENDED 31 MARCH 2020

STATEMENT OF CHANGES IN EQUITY

KINGFISH LIMITED

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2020

Notes
2020

$000

2019

$000

SHAREHOLDERS' EQUITY 345,404 310,621

Represented by:

ASSETS

Current Assets

Cash and cash equivalents 9 18,493 19, 2 74

Trade and other receivables 7 2,387 12,810

Investments at fair value through profit or loss 2 324,953 281, 547

Total Current Assets 345,833 313,631

TOTAL ASSETS 345,833 313,631

LIABILITIES

Current Liabilities

Trade and other payables 8 429 3,010

Total Current Liabilities 429 3,010

TOTAL LIABILITIES 429 3,010

NET ASSETS 345,404 310,621

These financial statements have been authorised for issue for and on behalf of the Board by:


A B Ryan / Chair

C A Campbell / Chair of the Audit and Risk Committee

22 June 2020 22 June 2020

The accompanying notes form an integral part of these financial statements.

AS AT 31 MARCH 2020

STATEMENT OF FINANCIAL POSITION

KINGFISH LIMITED

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2020

FOR THE YEAR ENDED 31 MARCH 2020
Notes

2020

$000

2020

$000

Operating Activities

Sale of investments 9 7, 9 6 3 92,589

Interest received 292 280

Dividends received 6,296 6,636

Other income received 27 3,10 9

Purchase of investments (13 0,18 6) ( 73,14 0 )

Operating expenses ( 8,191) (6,147 )

Taxes paid (30) (69)

Net cash (outflows)/inflows from operating activities9 (33,829) 23,258

Financing Activities

Proceeds from warrants exercised 52,247 0

Share buybacks (683) (544)

Warrant issue costs 0 (19)

Dividends paid (net of dividends reinvested) (18,516) (14,189)

Net cash inflows/(outflows) from financing activities 33,048 (14,752)

Net (decrease)/increase in cash and cash equivalents held (781) 8,506

Cash and cash equivalents at beginning of the year 19, 2 74 10, 768

Cash and cash equivalents at end of the year9 18, 493 19, 2 74

The accompanying notes form an integral part of these financial statements.

STATEMENT OF CASH FLOWS

KINGFISH LIMITED

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FOR THE YEAR ENDED 31 MARCH 2020
NOTES TO THE FINANCIAL STATEMENTS

KINGFISH LIMITED

NOTE 1 BASIS OF ACCOUNTING

Reporting Entity

Kingfish Limited ("Kingfish" or "the Company") is listed on the NZX Main Board, is registered in New

Zealand under the Companies Act 1993 and is an FMC Reporting Entity under the Financial Markets

Conduct Act 2013.

The Company’s registered office is Level 1, 67-73 Hurstmere Road, Takapuna, Auckland.

Basis of Preparation

These financial statements have been prepared in accordance with the requirements of Part 7 of

the Financial Markets Conduct Act 2013, the NZX Main Board listing rules and New Zealand

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

International Financial Reporting Standards (NZ IFRS) as appropriate for profit-oriented entities, and

International Financial Reporting Standards (IFRS).

The financial statements have been prepared on the historical cost basis, as modified by the fair

valuation of certain assets as identified in specific accounting policies and in the accompanying notes.

The functional and reporting currency used to prepare the financial statements is New Zealand

dollars, rounded to the nearest one thousand dollars.

The financial statements include GST where it is charged by other parties as it cannot be reclaimed.

The impact of COVID-19 was assessed during the preparation of these financial statements and

whether there were any indicators affecting the Company's ability to operate as a going concern. No

indicators were identified, and the Company remains a going concern.

Accounting Policies

Accounting policies that summarise the recognition and measurement basis used and are relevant

to an understanding of the financial statements, are provided throughout the notes to the financial

statements and are designated by a

symbol.

The accounting policies adopted have been consistently applied to all years presented, unless

otherwise stated.

There are no new accounting standards, amendments to standards and interpretations that have a

material impact on these financial statements. The same applies for any new standards, amendments

to standards and interpretations that have been issued but are not yet effective.

Critical Judgements, Estimates and Assumptions

The preparation of financial statements requires the directors to make judgements, estimates and

assumptions that affect the application of policies and reported amounts of assets and liabilities,

income and expenses. Judgements are designated by a

j

symbol in the notes to the financial

statement. There were no material estimates or assumptions required in the preparation of these

financial statements.

Authorisation of Financial Statements

The Kingfish Board of Directors authorised these financial statements for issue on 22 June 2020.

No party may change these financial statements after their issue.

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2020

NOTE 2 INVESTMENTS
j

Given that the investment portfolio is managed, and performance is evaluated, on a fair value

basis in accordance with a documented investment strategy, Kingfish has classified all its

investments at fair value through profit or loss.

Investments are initially recognised at fair value and are subsequently revalued to reflect changes

in fair value. Net changes in the fair value of investments are recognised in the Statement of

Comprehensive Income.

Financial assets at fair value through profit or loss comprise of New Zealand listed equity

investment assets.

All purchases and sales of investments are recognised at trade date, which is the date the

Company commits to purchase or sell the investment and transaction costs are expensed as

incurred. When an investment is sold, any gain or loss arising on the sale is included in the

Statement of Comprehensive Income. Realised gains or losses are calculated as the difference

between the sale proceeds and the carrying amount of the item.

The fair value of listed equity investments traded in active markets are based on last sale prices

at balance date, except where the last sale price falls outside the bid-ask spread for a particular

investment, in which case the bid price will be used to value the investment. The decline in equity

markets as a result of the COVID-19 adversely impacted the closing value of investments as at 31

March 2020. Trading was not suspended as at year-end for any of the investments held by the

Company.

Dividend income from investments is recognised in the Statement of Comprehensive Income when

the Company's right to receive payments is established (ex-dividend date).

Investments recognised at fair value are categorised according to a fair value hierarchy that shows

the extent of judgement used in determining their fair value. Where unadjusted quoted prices are

used, the investments are categorised as Level 1. When inputs derived from quoted prices are

used, the investments are categorised as Level 2. If inputs are not based on observable market

data, they are categorised as Level 3.

j

All listed equity investments held by Kingfish are categorised as Level 1. There have been no

transfers between levels of the fair value hierarchy during the year (31 March 2019: none).

There were no financial instruments classified as Level 2 or 3 at 31 March 2020 (31 March

2019: none).

There have been no changes to the fair value hierarchy classification of investments as a result of

COV I D -19.

FOR THE YEAR ENDED 31 MARCH 2020

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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2020

NOTE 3 OPERATING EXPENSES
2020

$000

2019

$000

Management fees (note 10) 4,671 3,657

Performance fees (note 10) 0 4,322

Administration services (note 10) 159 159

Directors' fees (note 10) 174 168

Custody, accounting and brokerage 612 548

Investor relations and communications 136 128

NZX fees 55 62

Professional fees 50 40

Fees paid to the auditor:

Statutory audit and review of financial statements 40 39

Non assurance services

1

0 2

Other operating expenses 60 45

Total operating expenses 5,957 9,17 0

1

Non-assurance services in the prior period relate to the audit of the prior period performance fee.

NOTE 4 TA X ATION

Kingfish is a Portfolio Investment Entity ("PIE") for tax purposes.

Taxation expense comprises both current and deferred tax. Current tax is the expected tax

payable on the taxable income for the year, using tax rates enacted or substantively enacted at

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

current and prior periods is recognised as a liability or asset to the extent that it is unpaid (or

refundable). Deferred tax (if any) is recognised as the difference between the carrying amounts

of assets and liabilities in the financial statements and the amounts used for taxation purposes. A

deferred tax asset is only recognised to the extent it is probable it will be utilised.

j

A deferred tax asset of $8,813,609 at 31 March 2020 (2019: $7,780,623) has not been

recognised as the tax structure of the Company is unlikely to lead to the utilisation of a deferred

tax asset. This unrecognised deferred tax asset is reviewed annually.

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2020

NOTE 4 TAXATION CONTINUED
Taxation expense is determined as follows:

2020

$000

2019

$000

Operating profit before tax 1,772 4 7, 1 4 2

Non-taxable realised gain on investments (33,427) (24,910)

Non-taxable unrealised loss/(gain) on investments 31,879 (24,556)

Imputation credits 1,696 2,133

Non-deductible expenditure 554 490

Taxable income 2, 4 74 299

Tax at 28% 693 84

Imputation credits (1,696) (2,133)

Deferred tax not recognised 1,033 2,085

Forfeit of foreign tax credits 0 43

Total tax expense 30 79

Taxation expense comprises:

Current tax 30 79

30 79

Current tax balance

Opening balance 0 10

Current tax expense (30) (79)

Tax paid 30 69

Current tax receivable 0 0

Imputation credits

The imputation credits available for subsequent reporting periods total $237,774 (2019: $501,366).

This amount represents the balance of the imputation credit account at the end of the reporting

period, adjusted for imputation credits that will arise from the receipt of dividends recognised as a

receivable at 31 March 2020.

NOTE 5 SHAREHOLDERS' EQUITY

Share Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new

shares and warrants are shown in equity as a deduction.

When shares are acquired by the Company, the amount of consideration paid is recognised

directly in equity. Acquired shares are classified as treasury stock and presented as a deduction

from share capital. When treasury stock is subsequently sold or reissued, the cost of treasury

stock is reversed and the realised gain or loss on sale or reissue, net of any directly attributable

incremental transaction costs, is recognised within share capital.

FOR THE YEAR ENDED 31 MARCH 2020

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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2020

Kingfish has 248,587,907 fully paid ordinary shares on issue (2019: 197,889,673). All ordinary
shares are classified as equity, rank equally and have no par value. All shares carry an entitlement

to dividends and one vote is attached to each fully paid ordinary share.

Buybacks

Kingfish maintains an ongoing share buyback programme. For the year ended 31 March 2020,

Kingfish acquired 472,965 shares valued at $680,614 (2019: 395,172 shares, $545,832) under the

programme which allows up to 5% of the ordinary shares on issue (as at the date 12 months prior to

the acquisition) to be acquired. Shares acquired under the buyback programme are held as treasury

stock and subsequently reissued to shareholders under the dividend reinvestment plan. There were

no shares held as treasury stock at balance date (31 March 2019: 46,377 shares held as treasury

stock).

Warrants

61,578,083 new Kingfish warrants were allotted on 9 March 2020, and quoted on the NZX Main

Board on 10 March 2020. One new warrant was issued to all eligible shareholders for every four

shares held on record date (6 March 2020). The warrants are exercisable at $1.64 per warrant,

adjusted down for dividends declared during the period up to the exercise date of 12 March 2021.

Warrant holders can elect to exercise some or all of their warrants on the exercise date. The net cost

of issuing the warrants is deducted from share capital.

On 12 July 2019, 41,889,557 warrants valued at $52,361,927, less issue costs of $115,176 (net

$52,246,751), were exercised at $1.25 per warrant and the remaining 6,478,976 warrants lapsed.

Dividends

Dividend distributions to the Company's shareholders are recognised as a liability in the financial

statements in the period in which the dividends are declared by the Kingfish board.

Kingfish has a distribution policy where 2% of average NAV is distributed each quarter. Dividends

paid during the year comprised:

2020

$000

Cents per

share

2019

$000

Cents per

share

27 Jun 2019 6 ,114 3.0729 Jun 2018 5,542 2.89

26 S ep 2019 7,827 3.2328 Sep 2018 5,798 3.00

19 De c 2019 7, 5 5 3 3.0921 Dec 2018 5,919 3.04

27 Mar 2020 7,980 3.2428 M ar 2019 5,557 2.83

2 9, 4 74 12.6 3 22,816 11. 76


Dividend Reinvestment Plan

Kingfish has a dividend reinvestment plan which provides ordinary shareholders with the option to

reinvest all or part of any cash dividends in fully paid ordinary shares at a 3% discount to the five-

day volume weighted average share price from the date the shares trade ex-entitlement. During the

year ended 31 March 2020, 7,872,492 ordinary shares totalling $10,957,572 (2019: 6,509,043

ordinary shares totalling $8,627,664) were issued in relation to the plan for the quarterly dividends

paid. To participate in the dividend reinvestment plan, a completed participation notice must be

received by Kingfish before the next dividend record date.

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NOTE 6 EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the

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

earnings per share assumes conversion of all dilutive potential ordinary shares in determining the

denominator. Potential ordinary shares include outstanding warrants.

Basic earnings per share

2020

$000

2019

$000

Profit attributable to owners of the Company 1, 74 2 4 7, 0 6 3

Weighted average number of ordinary shares on issue net of

treasury stock ('000) 231,182 194,119

Basic earnings per share 0.75c 24.24c

Diluted earnings per share

2020

$000

2019

$000

Profit attributable to owners of the Company 1, 74 2 4 7, 0 6 3

Weighted average number of ordinary shares on issue net of

treasury stock ('000) 231,182 194,119

Diluted effect of warrants ('000) 1, 796 2,162

Ordinary shares to be issued under performance fee arrangement ('000) 0 1, 4 0 9

232,978 1 9 7, 6 9 0

Diluted earnings per share 0.75c 23.81c

FOR THE YEAR ENDED 31 MARCH 2020

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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2020

NOTE 7 TRADE AND OTHER RECEIVABLES
Trade and other receivables are classified as financial assets at amortised cost and are initially

recognised at fair value, and subsequently measured at amortised cost less any provision for

impairment. Receivables are assessed on a case-by-case basis for impairment.

j

The trade and other receivables' carrying values are a reasonable approximation of fair value.

2020

$000

2019

$000

Dividends receivable 529 991

Unsettled investment sales

1

1,837 11, 7 7 8

Other receivables 21 41

Total trade and other receivables 2,387 12, 810

1

On 6 March 2019, Kingfish accepted an unconditional and irrevocable takeover offer for the

Restaurant Brand shares subject to a scaled back acceptance ratio. This was settled on 2 April

2019.

NOTE 8 TRADE AND OTHER PAYABLES

Trade and other payables are classified as other financial liabilities and are initially recognised at

fair value, and subsequently measured at amortised cost.

j

The trade and other payables' carrying values are a reasonable approximation of fair value.

2020

$000

2019

$000

Related party payable (note 10) 388 2,620

Unsettled investment purchases 0 334

Other payables and accruals 41 56

Total trade and other payables 429 3,010

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2020

NOTE 9 CASH AND CASH FLOW RECONCILIATION
Cash and Cash Equivalents

Cash and cash equivalents are classified as financial assets at amortised cost and comprise cash

on deposit at banks and short-term money market deposits.

2020

$000

2019

$000

Cash - New Zealand 18,493 19, 2 74

Cash and Cash Equivalents 18, 493 19, 2 74

Reconciliation of Net Operating Profit after Tax to Net Cash Flows

from Operating Activities

Net operating profit after tax 1, 74 2 47,063

Items not involving cash flows

Unrealised losses/(gains) on revaluation of investments 31,879 (24,556)

31, 879 (24,556)

Impact of changes in working capital items

Decrease in fees and other payables (2, 581) (204)

Decrease/(increase) in interest, dividends and other receivables 10,423 (8,493)

Change in current tax 0 10

7, 8 4 2 (8,687)

Items relating to investments

Amount paid for purchases of investments (13 0,18 6) ( 73,14 0 )

Amount received from sales of investments 9 7, 9 6 3 92,589

Realised gains on investments (33,454) (24,932)

Decrease in unsettled purchases of investments 334 1,20 8

(Decrease)/increase in unsettled sales of investments ( 9,941) 11, 6 7 9

(75,284) 7, 4 0 4

Other

Performance fee to be settled by issue of shares 0 2,043

Increase in share buybacks payable 2 (2)

Expenses in relation to prior year's performance fee settled by issue of

shares (10) (7)

(8) 2,034

Net cash (outflows)/inflows from operating activities (33,829)23,258

FOR THE YEAR ENDED 31 MARCH 2020

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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NOTE 10 RELATED PARTY INFORMATION
Parties are considered to be related if one party has the ability to control or exercise significant

influence over the other party in making financial or operational decisions.

Transactions with related parties

The Manager of Kingfish is Fisher Funds Management Limited ("Fisher Funds" or "the Manager").

Fisher Funds is a related party by virtue of the Management Agreement. In return for the

performance of its duties as Manager, Fishers Funds is paid the following fees:

(i) Management fee: 1.25% (plus GST) per annum of the gross asset value, calculated weekly

and payable monthly in arrears. The fee reduces if the Manager underperforms, thereby aligning

the Manager's interests with those of the Kingfish shareholders. For every 1% underperformance

(relative to the change in the NZ 90 Day Bank Bill Index) the management fee percentage is

reduced by 0.1%, subject to a minimum 0.75% per annum management fee.

(ii) Performance fee: Fisher Funds may earn an annual performance fee of 10% plus GST (31 March

2019: 15% plus GST) of excess returns over and above the performance fee hurdle return (being

the change in the NZ 90 Day Bank Bill Index plus 7%) subject to achieving the High Water Mark

("HWM"). From 1 April 2019 the total performance fee amount is subject to a cap of 1.25% of the

net asset value and is no longer partially settled by equity share payment, but settled fully in cash.

The HWM is the dollar amount by which the net asset value per share exceeds the highest net asset

value per share (after adjustment for capital changes and distributions) at the end of any previous

calculation period in which a performance fee was payable, multiplied by the number of shares at

the end of the period.

In accordance with the terms of the Management Agreement, when a performance fee is earned, it

is paid within 60 days of the balance date.

Performance fees paid to the Manager are recognised as an expense in the Statement of

Comprehensive Income and are treated in line with a typical operating expense.

For the year ended 31 March 2020, the Manager did not achieve a return in excess of the

performance fee hurdle return and the HWM (2019: $29,492,561). Accordingly, the Company has

not expensed a performance fee (2019: $4,321,567).

(iii) Administration fee: Fisher Funds provides corporate administration services and a monthly fee is

charged.

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NOTE 10 RELATED PARTY INFORMATION CONTINUED
Fees earned, accrued and payable:

2020

$000

2019

$000

Fees earned by and accrued to the Manager

for the year ending 31 March

Management fees 4,671 3,657

Performance fees 0 4,322

Administration services 159 159

Total fees earned by and accrued to the Manager 4,830 8,13 8

Fees payable to the Manager at 31 March

Management fees 375 329

Performance fees payable in cash 0 2,278

Administration services 13 13

Total amount payable to the Manager 388 2,620

Investments by the Manager

The Manager held shares in the Company until August 2019 when its holding was sold (31 March

2019: 1.81% of the total shares on issue). Dividends were also paid to the Manager as a result of its

shareholding.

Investment transactions with related parties

Off-market transactions between Kingfish and other funds managed by Fisher Funds take place for

the purposes of rebalancing portfolios without incurring brokerage costs. These transactions are

conducted after the market has closed at last sale price (on an arm’s length basis). Purchases for the

year ended 31 March 2020 totalled $1,816,526 (2019: $3,527,455) and sales totalled $767,561

(2019: $4 53,396).

Directors

The directors of Kingfish are the only key management personnel and they are paid a fee for

their services. The directors' fee pool is $157,500 (plus GST if any) per annum (31 March 2019:

$157,500). The amount paid to directors, inclusive of GST for three directors, is disclosed in note 3

under directors' fees (all directors earn a director's fee).

The directors or their associates also held shares in the Company at 31 March 2020 which total

4.51% of total shares on issue (31 March 2019: 2.52%) and warrants totalling 4.55% of warrants

on issue (31 March 2019: 2.58%). Dividends were also received by the directors as a result of their

shareholding.


FOR THE YEAR ENDED 31 MARCH 2020

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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NOTE 11 FINANCIAL RISK MANAGEMENT
The Company is subject to a number of financial risks which arise as a result of its investment

activities, including market risk, credit risk and liquidity risk.

Market Risk

All equity investments present a risk of loss of capital, often due to factors beyond the Company's

control such as competition, regulatory changes, commodity price changes and changes in general

economic climates domestically and internationally. The Manager moderates this risk through

careful stock selection, diversification and daily monitoring of the market positions. For corporate

governance purposes there is also regular reporting to the Board of Directors. In addition, the

Manager has to meet the criteria of authorised investments within the prudential limits defined in the

Management Agreement.

The maximum market risk resulting from financial instruments is determined as their fair value.

Price Risk

Price risk is the risk of gains or losses from changes in the market price of investments. The Company

is exposed to the risk of fluctuations in the underlying value of its listed portfolio companies. The

following companies individually comprise more than 10% of Kingfish’s total assets at 31 March

2020, and therefore fluctuations in the value of these portfolio companies will have a greater impact

on the overall investments balance.

2020 2019

Fisher and Paykel Healthcare Corporation Limited19%15%

The A2 Milk Company Limited17%15%

Mainfreight Limited16%12%

Infratil Limited10%6%

Interest Rate Risk

Interest rate risk is the risk of movements in local interest rates. The Company is exposed to the risk

of gains or losses or changes in interest income from movements in local interest rates. There is no

hedge against the risk of movements in interest rates.

The Company may use short-term fixed rate borrowings to fund investment opportunities. There were

no borrowings at 31 March 2020 (2019: nil).

Currency Risk

Currency risk is the risk that the fair value or future cash flows of an investment will fluctuate because

of changes in foreign exchange rates. The Company generally holds assets denominated in New

Zealand dollars and is therefore not directly exposed to currency risk. The portfolio companies that

Kingfish invests in may be affected by currency risk that may impact on the market value of the

underlying portfolio company.

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NOTE 11 FINANCIAL RISK MANAGEMENT CONTINUED
Sensitivity Analysis

The table below summarises the impact on net operating profit after tax and shareholders' equity to

reasonably possible changes in the carrying value of financial instruments to market risk exposure at

31 March as follows:

2020

$000

2019

$000

Price risk

1

Investments at fair value

through profit or loss

(listed) Carrying value 324,953 281, 547

Impact of a 20% change in market prices: +/- 64,991

Impact of a 10% change in market prices: +/- 28,155

Interest rate risk

2

Cash and cash

equivalents Carrying value 18,493 19, 2 74

Impact of a 1% change in interest rates: +/- 185 193

1

T he impact of COVID-19 caused the Company to review the adequacy of the market price risk sensitivity analysis.

A variable of 20% (2019: 10%) is considered appropriate for market price risk sensitivity based on the impact of

COVID-19, as well as based on historical price movements.

2

Current market circumstances caused the Company to review the adequacy of the interest rate risk sensitivity. The 1%

variable used in the previous period is considered to continue to be appropriate to illustrate the impact of COVID-19,

as well as a reasonable possible movement based on historic trends. The percentage movement for the interest rate

sensitivity relates to an absolute change in the interest rate rather than a percentage change in interest rate.

Credit Risk

Credit risk is the risk that a counterparty will default on its contractual obligations resulting in financial

loss to the Company. In the normal course of its business, the Company is exposed to credit risk from

transactions with its counterparties.

Listed securities are held by an independent custodian, Trustees Executors Limited. All transactions

in listed securities are paid for on delivery according to standard settlement instructions. Dividends

receivable are due from listed New Zealand companies and are normally settled within a month after

the Ex-Dividend date.

The Company measures credit risk and expected credit losses using probability of default, exposure

at default and loss given default. Management considers both historical analysis and forward looking

information in determining any expected credit loss. At balance date, cash at bank was held with

counterparties with a credit rating of S&P A-1+ or equivalent. In April 2020 the credit rating of the

bank was reduced to S&P AA-. Trade and other receivables are normally settled within three business

days. Management considers the probability of default to be close to zero as the counterparties have a

strong capacity to meet their contractual obligations in the near term. As a result, no loss allowance has

been recognised based on 12 month expected credit losses as any such impairment would be wholly

insignificant to the Company.

The maximum credit risk of financial assets is deemed to be their carrying amount as reported in the

Statement of Financial Position.

Other than cash at bank, short term unsettled trades and dividends receivable, there are no significant

concentrations of credit risk. The Company does not expect non-performance by counterparties,

therefore no collateral or security is required.

FOR THE YEAR ENDED 31 MARCH 2020

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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Liquidity Risk
Liquidity risk is the risk that the assets held by the Company cannot readily be converted to cash in

order to meet the Company's financial obligations as they fall due. The Company endeavours to

invest the proceeds from the issue of shares in appropriate investments while maintaining sufficient

liquidity (through daily cash monitoring) to meet working capital and investment requirements.

Liquidity to fund investment requirements can be augmented through the procurement of a debt

facility from a registered bank to a maximum value of 20% of the gross asset value of the Company.

There were no such debt facilities at 31 March 2020 (2019: nil).

There have been no subsequent events to suggest any issues with satisfying working capital and

investment requirements and COVID-19 has not impacted the liquidity risk profile.

Capital Risk Management

The Company’s objective is to prudently manage shareholder capital (share capital, reserves,

retained earnings and borrowings (if any)).

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends

paid to shareholders, return capital to shareholders, undertake share buybacks, issue new shares

and make borrowings in the short term.

The Company was not subject to any externally imposed capital requirements during the year.

Since announcing a long-term distribution policy in June 2009, the Company continues to pay 2% of

average net asset value each quarter.

NOTE 12 NET ASSET VALUE

The audited net asset value of Kingfish as at 31 March 2020 was $1.39 per share (2019: $1.57)

calculated as the net assets of $345,403,828 divided by the number of shares on issue of

248,587,907 (2019: net assets of $310,621,130 and shares on issue of 197,889,673).

NOTE 13 COMMITMENTS AND CONTINGENT LIABILITIES

There were no unrecognised contractual commitments or contingent liabilities as at 31 March 2020

(2019: nil).

NOTE 14 FINANCIAL REPORTING BY SEGMENTS

The Company operates in the New Zealand investment industry.

The Company is managed as a whole and is considered to have a single operating segment. There

is no further division of the Company or internal segment reporting used by the Directors when

making strategic, investment or resource allocation decisions.

There has been no change to the operating segments during the year.

NOTE 15 SUBSEQUENT EVENTS

The Board declared a dividend of 3.06 cents per share on 18 May 2020. The record date for this

dividend is 11 June 2020 with a payment date of 26 June 2020.

There were no other events which require adjustment to or disclosure in these financial statements.

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

T: +64 (9) 355 8000, F: +64 (9) 355 8001, www.pwc.com/nz

Independent auditor’s report

To the shareholders of Kingfish Limited

We have audited the financial statements which comprise:

● the statement of financial position as at 31 March 2020;


● 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 accompanying financial statements of Kingfish Limited (the Company) present

fairly, in all material respects, the financial position of the Company as at 31 March 2020, 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 Company 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.

Other than in our capacity as auditor we have no relationship with, or interests in, the Company.

Key audit matter

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

our audit of the financial statements of the current year. Given the nature of the Company, we have one

key audit matter: Valuation and existence of investments at fair value through profit or loss. The

matter was 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 the matter.




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 Kingfish Limited

Kingfish Limited’s financial statements comprise:

• the statement of financial position as at 31 March 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 Kingfish Limited (the Company), present fairly, in all

material respects, the financial position of the Company as at 31 March 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 Company in accordance with Professional and Ethical Standard 1 (Revised)

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

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

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

accordance with these requirements.

Our firm carries out an additional service for the Company in the area of agreed upon procedures in

relation to the performance fee calculation. The provision of this service has not impaired our

independence.

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PwC 2

Key audit matter How our audit addressed the key audit

matter

Valuation and existence of investments at fair

value through profit or loss

Investments at fair value through profit or loss

(the investments) are valued at $325 million

and represent 94% of total assets.

Further disclosures on the investments are

included at note 2 to the financial statements.

This was an area of focus for our audit and an

area where a significant proportion of audit

effort was directed.

As at 31 March 2020, all investments were in

companies that were listed on the NZX Main

Board and were actively traded with readily

available, quoted market prices.

Management assessed the impact of COVID-19

on the Company’s financial statements

including investments at fair value through

profit or loss and included additional

disclosures in relation to the fair value of

investments and market price risk sensitivity.

All investments are held by Trustees Executors

Limited (the Custodian) on behalf of the

Company. Trustees Executors Limited also

provides administration services for the

Company.

Our audit procedures included updating our

understanding of the business processes

employed by the Company for accounting

for, and valuing, its investment portfolio.

We obtained confirmation from the

Custodian that the Company was the

recorded owner of all the recorded

investments.

We obtained copies of and assessed Trustees

Executors Limited’s Internal Controls

Reports for Custody, Investment Accounting

and Registry services for the period from 1

April 2019 to 31 March 2020.

We agreed the price for all investments held

at 31 March 2020 to independent third-party

pricing sources.

We have considered the impact of COVID-19

on the valuation of investments at fair value

through profit or loss, including the

disclosures provided in note 2.

No matters arose from the procedures

performed.


Our audit approach

Overview


An audit is designed to obtain reasonable assurance whether the financial

statements are free from material misstatement.

Overall materiality: $1,700,000, which represents approximately 0.5% of

the net assets. We used this benchmark because, in our view, the objective

of the Company is to provide investors with a total return on its assets,

taking account of both capital and income returns.

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

misstatements identified during our audit above $150,000, as well as

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

qualitative reasons.

As mentioned earlier, we have determined that there is one key audit

matter: Valuation and existence of investments at fair value through profit

or loss.

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PwC 3

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 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 Company, the

type of investments held by the Company, the use of the third-party service providers, the related

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

The Directors are responsible for the governance and the control activities of the Company. The

Directors have delegated certain responsibilities to Fisher Funds Management Limited (the

Investment Manager) and Trustees Executors Limited (the Administrator and the Custodian).

In establishing our overall audit approach, we assessed the risk of material misstatement, taking into

account the nature, likelihood and potential magnitude of any misstatement. As part of our risk

assessment, we considered the Company’s interaction with the Investment Manager and the

Administrator and the control environment in place at the Administrator and the Custodian.

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.

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. We have nothing to report in this regard, except that

not all other information was available to us at the date of our signing.

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 Company’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 Company or to

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

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PwC 4

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-2/


This description forms part of our auditor’s report.

Who we report to

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

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

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

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

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

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

For and on behalf of:





Chartered Accountants Auckland

22 June 2020



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SHAREHOLDER INFORMATION
SPREAD OF SHAREHOLDERS AS AT 21 MAY 2020

Holding Range# of Shareholders# of Shares% of total

1 to 999344162,1530.07

1,000 to 4,9999842,625,0251.06

5,000 to 9,9998465 , 9 2 7, 3 2 82.38

10,000 to 49,9992,3355 4,10 4,16 621. 76

50,000 to 99,99958640,434,28016.27

100,000 to 499,99942179,509,57231.98

500,000 +5065,825,38326.48

TOTAL5,566248,587,907100%

20 LARGEST SHAREHOLDERS AS AT 21 MAY 2020

# of Shares% of Total

ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>11 , 0 8 7, 7 5 74.46

CUSTODIAL SERVICES LIMITED <A/C 6>3,544,0601.43

CUSTODIAL SERVICES LIMITED <A/C 4>3,296,6831.33

STEPHEN JAMES THORNTON + BERNARDINA ALEIDA MARIA

SCHOLTEN + MACALISTER MAZENGARB TRUST COMPANY LIMITED

<THE THORNTON-SCHOLTEN FAMILY A>3 , 2 6 7, 6 4 41.31

ALOK DHIR2,926,5461.18

DAVID HUGH BROWN + SUSANNA LLEWELLYN BROWN2,863,0001.15

FNZ CUSTODIANS LIMITED2,733,5651.10

FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>1, 783,1710.72

ENE TRUSTEES LIMITED1, 7 76,24 50.71

INVESTMENT CUSTODIAL SERVICES LIMITED <A/C C>1,565,5770.63

MURRAY JOHN LOMBARD ALDRIDGE + LESLEY ANN ALDRIDGE +

ALDRIDGE TRUSTEE 2019 LIMITED <ALDRIDGE FAMILY A/C>1, 524,1620.61

SEATON STUART JAMES BENNY1,338,86 00.54

LLOYD JAMES CHRISTIE1,311,88 00.53

PAMELA JEAN GILLIES1,223,0000.49

CUSTODIAL SERVICES LIMITED <A/C 3>1,203,3060.48

ALBERT JOHN HARWOOD + MARLENE MARY HARWOOD1,200,5000.48

CUSTODIAL SERVICES LIMITED <A/C 2>1,051,8700.42

LEVERAGED EQUITIES FINANCE LIMITED1,038,9210.42

NEIL BARRY ROBERTS1,023,2900. 41

DAVID ROBERT APPLEBY + PRUDENCE JANE COTTER <DAVID APPLEBY

INVESTMENT A/C>1,000,0000.40

TOTAL4 6, 76 0,03718.80

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SPREAD OF WARRANT HOLDERS AS AT 21 MAY 2020
Holding Range# of Warrant Holders# of warrants% of Total

1 to 9991,0734 61,9 970.75

1,000 to 4,9992,0495, 32 4 ,1748.65

5,000 to 9,9999536, 7 71, 48211. 0 0

10,000 to 49,9991,0 482 1 , 2 5 7, 4 4 334.51

50,000 to 99,9991298,708,27214.14

100,000 to 499,9997011,949,49419. 41

500,000 +77,1 0 5 , 2 2 111. 5 4

TOTAL5,32961,578,083100%

20 LARGEST WARRANT HOLDERS AS AT 21 MAY 2020

# of Warrants% of Total

ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>2, 7 71,94 04.50

CUSTODIAL SERVICES LIMITED <A/C 6>886,0151.4 4

STEPHEN JAMES THORNTON & BERNARDINA ALEIDA MARIA

SCHOLTEN & MACALISTER MAZENGARB TRUST COMPANY LIMITED

<THE THORNTON-SCHOLTEN FAMILY A/C>7 9 7, 3 8 51.29

CUSTODIAL SERVICES LIMITED <A/C 4>735,5541.19

DAVID HUGH BROWN & SUSANNA LLEWELLYN BROWN700,0001.14

FNZ CUSTODIANS LIMITED6 69, 2611.09

ANTHONY FRANCIS O'DONNELL & EVONNE RUBY O'DONNELL545,0660.89

HSBC NOMINEES (NEW ZEALAND) LIMITED - NZCSD <HKBN90>490,9360.80

FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>456,6050 . 74

INVESTMENT CUSTODIAL SERVICES LIMITED <A/C C>392,0160.64

DAVID ROBERT APPLEBY & PRUDENCE JANE COTTER <DAVID APPLEBY

INVESTMENT A/C>375,0000.61

MURRAY JOHN LOMBARD ALDRIDGE & LESLEY ANN ALDRIDGE &

ALDRIDGE TRUSTEE 2019 LIMITED <ALDRIDGE FAMILY A/C>371,9330.60

LLOYD JAMES CHRISTIE3 2 7, 9 7 00.53

SEATON STUART JAMES BENNY326,7150.53

PAMELA JEAN GILLIES305,7500.50

CUSTODIAL SERVICES LIMITED <A/C 2>268,0140.44

CUSTODIAL SERVICES LIMITED <A/C 3>262,2 760.43

ASB NOMINEES LIMITED <146873 A/C>254,8820. 41

COLIN DAVID CRAIG BENNETT222,8550.36

DAVID JOHN GORDON221,6890.36

TOTAL11, 3 81, 8 6218.49

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STATUTORY INFORMATION
DIRECTORS’ RELEVANT INTERESTS IN EQUITY SECURITIES AT 31 MARCH 2020

Interests Register

Kingfish is required to maintain an interests register in which the particulars of certain transactions and matters

involving the directors must be recorded. The interests register for Kingfish is available for inspection at its

registered office. Particulars of entries in the interests register as at 31 March 2020 are as follows:

Ordinary SharesWarrants

Held

Directly

Held by

Associated Persons

Held

Directly

Held by

Associated Persons

A B Ryan

(1)

54,82813,380

C M Fisher

(2)

11 , 0 8 7, 7 5 71, 7 71,94 0

C A Campbell

(3)

36,3848,878

R A Coupe

(4)

33,5958,198

(1)

A B Ryan received 3,387 shares in the year ended 31 March 2020, purchased on market as per the terms of

the share purchase plan (issue price $1.47). A B Ryan and associated parties received 4,418 shares in the year

ended 31 March 2020, issued under the dividend reinvestment plan (average issue price $1.40). A B Ryan

exercised 9,071 warrants in the year ended 31 March 2020).

(2)

Associated persons of C M Fisher purchased 4,960,219 shares off market in the year ended 31 March 2020.

Associated persons of C M Fisher exercised 1,225,508 warrants in the year ended 31 March 2020.

(2)

C A Campbell received 2,540 shares in the year ended 31 March 2020, purchased on market as per the terms

of the share purchase plan (issue price $1.47). C A Campbell received 2,985 shares in the year ended 31 March

2020, issued under the dividend reinvestment plan (average issue price $1.40). C A Campbell exercised 5,853

warrants in the year ended 31 March 2020.

(3)

R A Coupe received 2,540 shares in the year ended 31 March 2020, purchased on market as per the terms

of the share purchase plan (issue price $1.47). R A Coupe received 2,756 shares in the year ended 31 March

2020, issued under the dividend reinvestment plan (average issue price $1.40). R A Coupe exercised 5,367

warrants in the year ended 31 March 2020.

DIRECTORS HOLDING OFFICE

Kingfish’s directors as at 31 March 2020 were:

»A B Ryan (Chair)

»C M Fisher

»C A Campbell

»R A Coupe

During the year, there were no appointments to the board.

In accordance with the Kingfish constitution and the NZX listing Rules, at the 2019 Annual Shareholders’ Meeting,

Alistair Ryan and Carmel Fisher retired by rotation and being eligible were re elected. Andy Coupe retires by

rotation at the 2020 Annual Shareholders’ Meeting and being eligible, offers himself for re-election.

DIRECTORS’ INDEMNITY AND INSURANCE

Kingfish has arranged Directors’ and Officers’ liability insurance covering directors acting on behalf of Kingfish.

Cover is for damages, judgements, fines, penalties, legal costs awarded and defence costs arising from wrongful

acts committed while acting for Kingfish. The types of acts that are not covered include dishonest, fraudulent,

malicious acts or omissions and wilful breach of statute or regulations.

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Kingfish has granted an indemnity in favour of all current and future directors of the Company in accordance with
its constitution.

EMPLOYEE REMUNERATION

Kingfish does not have any employees. Corporate management services are provided to Kingfish by Fisher Funds

Management Limited.

DIRECTORS’ RELEVANT INTERESTS

The following are relevant interests of Kingfish’s Directors as at 31 March 2020:

A B RyanBarramundi LimitedChair

Marlin Global LimitedChair

Metlifecare LimitedDirector

Kiwibank LimitedDirector

FMA Audit Oversight CommitteeMember

C M Fisher Barramundi LimitedDirector

Marlin Global LimitedDirector

New Zealand Trade & EnterpriseDirector

C A CampbellBarramundi LimitedDirector

Marlin Global LimitedDirector

T&G Global LimitedDirector

Hick Bros Holdings Limited & subsidiary companies Director

Woodford Properties LimitedDirector

alphaXRT LimitedDirector

New Zealand Post LimitedDirector

Key Assets FoundationTrustee

Key Assets NZ LimitedDirector

Kiwibank LimitedDirector

Asset Plus LimitedDirector

NZME LimitedDirector

Nica Consulting LimitedDirector

Cord Bank LimitedDirector

T&G Insurance LimitedDirector

Bankside Chambers LimitedDirector

Chubb Insurance New Zealand LimitedDirector

R A CoupeBarramundi LimitedDirector

Marlin Global LimitedDirector

New Zealand Takeovers PanelChair

Coupe Consulting LimitedDirector

Gentrack Group LimitedDirector

Briscoe Group Limited Director

Television New Zealand LimitedChair


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AUDITOR’S REMUNERATION
During the 31 March 2020 year, the following amounts were paid/payable to the auditor, PricewaterhouseCoopers

New Zealand.

$000

Statutory audit and review of financial statements40

Other assurance services0

Non assurance services0

PricewaterhouseCoopers New Zealand is a registered audit firm and its audit partners are licensed auditors under

the Auditor Regulation Act 2011.

DONATIONS

Kingfish did not make any donations during the year ended 31 March 2020.

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2020

REGISTERED OFFICE
Kingfish Limited

Level 1

67 – 73 Hurstmere Road

Takapuna

Auckland 0622

DIRECTORS

Independent Directors

Alistair Ryan (Chair)

Carol Campbell

Andy Coupe

Carmel Fisher

CORPORATE

MANAGEMENT TEAM

Wayne Burns

Beverley Sutton

MANAGER

Fisher Funds Management Limited

Level 1

67 – 73 Hurstmere Road

Takapuna

Auckland 0622

SHARE REGISTRAR

Computershare Investor

Services Limited

Level 2

159 Hurstmere Road

Takapuna

Auckland 0622

Private Bag 92119

Auckland 1142

Phone: +64 9 488 8777

Email: enquiry@computershare.co.nz

FOR MORE INFORMATION

For enquiries about transactions, changes of address and dividend payments, contact the share registrar above.

Alternatively, to change your address, update your payment instructions and to view your investment portfolio

including transactions online, please visit: www.investorcentre.com/NZ

FOR ENQUIRIES ABOUT KINGFISH CONTACT

Kingfish Limited, Level 1, 67 – 73 Hurstmere Road, Takapuna, Auckland 0622

Private Bag 93502, Takapuna, Auckland 0740


Phone: +64 9 489 7094 | Fax: +64 9 489 7139 | Email: enquire@kingfish.co.nz

The information contained in this annual report is provided for information purposes only and does not constitute an offer,

invitation, basis for a contract, financial advice, other advice or recommendation to conclude any transaction for the purchase

or sale of any security, loan or other instrument. In particular, the information contained in this annual report is not financial

advice for the purposes of the Financial Advisers Act 2008 and should not be relied upon when making an investment decision.

Professional financial advice from an authorised financial adviser should be taken before making an investment.

AUDITOR

PricewaterhouseCoopers

New Zealand

Level 8

188 Quay Street

Auckland 1010

SOLICITOR

Bell Gully

Level 21

48 Shortland Street

Auckland 1010

BANKER

ANZ Bank New Zealand Limited

23-29 Albert Street

Auckland 1010

NATURE OF BUSINESS

The principal activity of Kingfish

is investment in quality, growing

New Zealand companies.

DIRECTORY

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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.