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Fletcher Building confirms FY20 annual results

Full Year Results18 August 2020FBUMaterials

Fletcher Building Limited, Private Bag 92114, Auckland 1142, 810 Great South Road, Penrose, Auckland 1061, New Zealand



Fletcher Building confirms FY20 annual results


Auckland, 19 August 2020: Fletcher Building today announced its audited annual results,

confirming a net earnings loss for the year ended 30 June 2020 (FY20) of $196 million compared

to a profit of $164 million in the year ended 30 June 2019 (FY19). The Group also confirmed

strong operating cash flows of $410 million and ended the year with a strong balance sheet with

liquidity of $1.6 billion.

Summary:

 Final results in line with market announcement of 11 August 2020

 Revenue of $7,309 million

 EBIT before significant items $160 million

 Net Loss After Tax of $196 million, compared to a profit of $164 million in FY19

 Strong cash flows of $410 million

 Balance sheet strong with liquidity of $1.6 billion and net debt of $0.5 billion

 Nil dividend

Fletcher Building CEO Ross Taylor said: “Fletcher Building’s FY20 performance was characterised

by the impacts of COVID-19 and the actions we took to ensure we were well positioned to

successfully navigate the market uncertainty in FY21 and beyond. Prior to March 2020, the

business was trading in line with expectations and making good progress with operating

efficiencies. The subsequent lockdown in New Zealand and restrictions in Australia had a

significant impact on our FY20 revenues and profitability.

“Our focus through this period has been on three key areas: the health and safety of our people;

enhancing the resilience of our business by managing our costs, cash flows and balance sheet;

and ensuring we stay focused on strong customer performance and delivering our strategy.

“We have been unwavering in our commitment to health and safety. We are driving positive

change in our safety culture through our company values and a genuine belief that all workplace

injuries are preventable. In FY20 serious injuries reduced from 15 to 8 and we had no fatalities.

While our Total Recordable Injury Frequency Rate (TRIFR) 5-year trend continues downward, our

FY20 rate was slightly up from last year. This only strengthens our commitment and focus on

preventing all injuries.

“Anticipating lower market activity ahead, we have taken some difficult but decisive actions to

reset the cost base of the business. We expect these actions to deliver a permanent reduction in

our cost base in FY21 of approximately $300 million per annum. Significant items in respect of

this restructuring, along with one-off charges in our Rocla business and from the early repayment

of our USPP debt, have totalled $276 million in FY20. We have sized our business for a market

Page | 2
downturn of around 25 percent in New Zealand and around 20 percent in Australia, although

there is a high degree of uncertainty over the outlook. We will be looking hard at the trends in

activity over the next few months and will be ready to adapt and respond if needed.

“As already announced, we decided to raise a further $150 million provisions against our

historical construction projects. While this was disappointing, Fletcher Construction, through a

reset of bid margins and disciplines now has a $2.4 billion forward-order book of new work with

a materially better margin outlook and lower-risk profile.

“Pleasingly, our operating cash flows in FY20 have remained robust at $410 million, supported by

effective working capital management in a disrupted period. We have also preserved strong

liquidity and funding lines. Our leverage ratio remains below the bottom end of our target range,

we have total available funding of $2.1 billion as at 30 June 2020, and liquidity for the Group was

$1.6 billion. In addition, we pre-emptively renegotiated covenants with our lenders to enable us

to rely on more favourable terms for covenant testing through to the end of 2021, should we need

to.

“As a result of the actions we have taken, our business is well-positioned to continue to drive its

strategy and performance improvement. We will continue key investments in our digital and

innovation strategies, while also taking opportunities to grow our market share either in our

existing product lines or in logical adjacencies. With our strong balance sheet, we expect the

tougher market will present better opportunities to achieve our aspirations and overall strategies.”

In line with the Company’s Dividend Policy, the Board has not declared a final dividend for FY20.

#Ends

Authorised by:

Andrew Clarke

Company Secretary

For further information please contact:

MEDIA

Christian May

General Manager – Corporate Affairs

+64 21 305 398

Christian.May@fbu.com

INVESTORS AND ANALYSTS

Aleida White

Head of Investor Relations

+64 21 155 8837

Aleida.White@fbu.com

---

Results Announcement
(for Equity Security issuer/Equity and Debt Security issuer)



Results for announcement to the market

Name of issuer Fletcher Building Limited

Reporting Period 12 months to 30 June 2020

Previous Reporting Period 12 months to 30 June 2019

Currency NZD


Amount (000s) Percentage change

Revenue from continuing

operations

$7,309,000 (12%)

Total Revenue $7,309,000 (21%)

Net profit/(loss) from

continuing operations

( $196,000) N/A

Total net profit/(loss) ( $196,000) N/A

Final Dividend (Not Applicable)

Amount per Quoted Equity

Security

The Board has not declared a final dividend for FY20.

Imputed amount per Quoted

Equity Security


Record Date

Dividend Payment Date

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$2.87 $3.53

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Fletcher Building Limited recorded a net loss of ($196,000,000) in

FY20, compared to a net profit in FY19, therefore the percentage

change is not meaningful.

Authority for this announcement

Name of person authorised to

make this announcement

Andrew Clarke, Company Secretary

Contact person for this

announcement

Aleida White, Head of Investor Relations

Contact phone number +64 21 155 8837

Contact email address investor.relations@fbu.com

Date of release through MAP 19/08/2020


Audited financial statements accompany this announcement.

---

Fletcher Building
Full Year Results to

30 June 2020

ROSS TAYLOR

—Chief Executive Officer

BEVAN MCKENZIE

—Chief Financial Officer

19 August 2020

Important Information
2

ThispresentationhasbeenpreparedbyFletcherBuildingLimitedanditsgroupofcompanies(“FletcherBuilding”)forinformationalpurposes. Thisdisclaimer

appliestothisdocumentandtheverbalorwrittencommentsofanypersonpresentingit .

ThispresentationprovidesadditionalcommentontheAnnualFinancialResults2020dated19August2020. Assuch,it shouldbereadinconjunctionwithand

subjecttotheexplanationsandviewsgiveninthatdocument. Unlessotherwisespecified,allinformationis fortheyearended30June2020.

Incertainsectionsofthispresentation,FletcherBuildinghaschosentopresentcertainfinancialinformationexclusiveoftheimpactofsignificantitemsand/or

theresultsofthebusinessesdivestedintheyearended30June2019. Forthe12monthsended30June2020, theGroup’sfinancialstatementsareprepared

inaccordancewiththenewleaseaccountingstandardNZIFRS16, adoptedfrom1 July2019. Inpriorperiods,leasecostswerefullyreportedinEBIT. Under

NZIFRS16, thetwocomponentsofleasecostsarereportedseparately:(1) thedepreciationofright-of-useassetsisreportedinEBITand(2) thedeemed

interestportionoftheleaseliabilityis reportedinleaseinterestexpense.Financialtablesinthispresentation(whereindicated)showboththereportedresult

forthepriorperiod,aswellasa proformarestatementofthepriorperiodtoillustratetheimpactofNZIFRS16hadit beenappliedandtoallowfora like-for-

likecomparison. A numberofnon-GAAPfinancialmeasuresareusedinthispresentationwhichareusedbymanagementtoassesstheperformanceofthe

businessandhavebeenderivedfromFletcherBuilding’sfinancialstatementsforthe12monthsended30June2020.Youshouldnotconsideranyofthese

statementsinisolationfrom,orasa substitutefortheinformationprovidedintheFinancialStatementsforthe12monthsended30June2020, whichare

availableat

www.fletcherbuilding.com.

TheinformationinthispresentationhasbeenpreparedbyFletcherBuildingwithduecareandattention,however,neitherFletcherBuildingnoranyofits

directors,employees,shareholdersnoranyotherpersongivenanyrepresentationsorwarranties(eitherexpressorimplied)astotheaccuracyor

completenessoftheinformationandtothemaximumextentpermittedbylaw,nosuchpersonshallhaveanyliabilitywhatsoevertoanypersonforanyloss

(including,withoutlimitation,arisingfromanyfaultornegligence)arisingfromthispresentationoranyinformationsuppliedinconnectionwithit .

Thispresentationmaycontainforwardlookingstatements,thatis statementsrelatedtofuture,notpast,eventsorothermatters. Forwardlookingstatements

mayincludestatementsregardingourintent,belieforcurrentexpectationsinconnectionwithourfutureoperatingorfinancialperformance,ormarket

conditions. Suchforwardlookingstatementsarebasedoncurrentexpectations,estimatesandassumptionsandaresubjecttoanumberofrisksand

uncertainties,includingmaterialadverseevents,significantone-offexpensesandotherunforeseeablecircumstances. Thereisnoassurancethatresults

contemplatedinanyoftheseprojectionsandforwardlookingstatementswillberealised. Actualresultsmaydiffermateriallyfromthoseprojected. Exceptas

requiredbylaw,ortherulesofanyrelevantstockexchangeorlistingauthority,nopersonis underanyobligationtoupdatethispresentationatanytimeafter

itsreleaseortoprovidefurtherinformationaboutFletcherBuilding.

Theinformationinthispresentationdoesnotconstitutefinancialproduct,legal,financial,investment,taxoranyotheradviceora recommendation.

Fletcher Building Full Year Results Presentation | © August 2020

Fletcher Building
Full Year Results Presentation 2020

Agenda

1. ResultsOverview Ross Taylor

2. Positioning for FY21 Ross Taylor

3. Financial Results Bevan McKenzie

4.Strategy and Outlook Ross Taylor

Navigated COVID-19 impacts, business set up for FY21, and
maintained momentum on key strategies and focus areas

4

Fletcher Building Full Year Results Presentation | © August 2020

•Responded quickly to

COVID-19 impacts

•Focus on health and

safety of our people

•Strong customer

service performance

•Cash and balance

sheet remain strong

FY20

•Positioned the

business cost base for

reduced activity in

FY21

•Accelerated key

ecommerce activities

•Ensured debt lines

and liquidity remain

strong and available

FY21 set-up

•Strategy and growth

ambitions remain

unchanged

•Ongoing focus on

profitability and

operational excellence

•Complete Australia

portfolio

rationalisation

•Clear historical

Construction projects

FY21 and beyond

COVID-19 response to NZ lockdown and Australia restrictions
focused on health and safety, customer service, costs and cash

5

Fletcher Building Full Year Results Presentation | © August 2020

•Serious injuries reduced by over 60% year-on-

year

•COVID-19 impact resulted in Q4 operating

earnings of c$50m, a c$200m reduction on

expected Q4 earnings

•Strong operating cash flows of $410m

•Balance sheet strength preserved, liquidity

$1.6b, net debt $0.5b

ActionsFY20 Results

•Safely shut down and restarted NZ businesses and

dealt with Australia restrictions

•Maintained customer service and performance

•COVID-19 Support Hub App launched,

downloaded by 7,000 of our people, financial

hardship fund in place

•Bridging Pay Programme implemented (govt

supported)

•Strong focus on costs and cash:

>Capex reduced

>Board, Execs and GM remuneration reduced,

no STI bonuses

>Debtors / Creditors well managed

>Negotiated reductions in both NZ property lease

costs and other key supply agreements, all

discretionary spend stopped

>Interim dividend cancelled, share buyback

programme suspended

•Well through the historical Construction work book
•Additional $150m provisions in Buildings and Infrastructure businesses due to:

>COVID-19 disruptions and productivity impacts, both in FY20 and ongoing (50%)

>Issues on historically completed projects (20%)

>Prudent risk provision across portfolio of legacy work (30%)

•c$600m legacy work to complete, down from $2.2b at HY18

•c$175m of legacy project losses remaining to incur as cash outflows

While the Construction division continued to progress and finish

historical projects, the provision envelope has increased

6

Fletcher Building Full Year Results Presentation | © August 2020

Setting up for likely lower market activity in FY21 required
permanent reductions to our cost base and workforce

7

Fletcher Building Full Year Results Presentation | © August 2020

•Reductions to operating footprint, supply chain

costs and general costs

•Workforce size will be reduced by c12% (over

1,500 people) matched to probable future

market activity

•Australia portfolio rationalisation continuation

•Renegotiated debt covenants to preserve

liquidity and retired a further USD$300m of our

most expensive debt lines, saving c$40m of

future interest payments

•Capex envelope reduced until market outlook

more certain

•Actions expected to achieve a permanent

reduction in cost base in FY21 of c$300m p.a.

•FY20 significant items of $276m:

>Right-sizing of the cost base $187m

>Rocla asset impairments $59m

>Debt restructuring resulted in one-off

Make Whole payment $30m

•FY21 significant items of c$90m as final cost-

out actions completed

•Significant items (FY20 and FY21) are

expected to be c55% cash/45% non-cash

ActionsImpact

FY20 - Financial results
8

Fletcher Building Full Year Results Presentation | © August 2020

EBIT

1

$160m

FY2019 $549m

EPS

(23.5c)

FY2019 28.8c

EBIT margin

2.2%

FY2019: 6.6%

Dividend

nil

FY2019: 23cps

Cash flows from

operating activities

$410m

FY2019 $153m

Leverage ratio

0.9x

Target range: 1.0-2.0x

Revenue

$7,309m

FY2019 $8,308m

Net Earnings/(Loss)

($196m)

FY2019 $246m

Note: All metrics are for continuing operations except cash flow from operating activities. RTG and Formica were sold in FY19

1

Measures before significant items are non-GAAP measures used by management to assess the performance of the business and

have been derived from Fletcher Building’s financial statements for the 12 months ended 30 June 2020. Details of significant

items can be found in note 2 of the financial statements

•Good momentum in Laminex and Insulation
•Tradelink/Stramit poor 2

nd

half – few larger projects

•Rocla/Iplex loss c$15m – few large projects, lower

volumes, Rocla industrial action as sites closed

9

$740m

FY19 $802m

$1,471m

FY19: $1,596m

$1,173m

FY19: $1,314m

$2,802m

FY19: $3,024m

$1,318m

FY19: $1,702m

$466m

FY19: $639m

Gross Revenue

EBIT

1

$74m

FY19: $89m

$85m

FY19: $115m

$87m

FY19: $167m

$33m

FY19: $77m

($147m)

FY19: $51m

$65m

FY19: $137m

•Growth in line with market

•Strategic digital and automation investment

•Good performance in finishing trades, early

stage civil and infrastructure softer

•Steel market remained challenging

•Housing market demand remained strong and

prices supportive

•COVID-19 delayed land development and

housing settlements now moved into FY21

•Year-on-year margin expansion (pre-COVID-19)

•Market share gains in Firth and cement

•Price gains in aggregates and ready-mix

•Lockdown significantly affected paving, civil and

building works programmes

•Provisions of $150m, $600m legacy work to go

•Strong order book of $2.4b with good wins

FY20 - Division performance summary

1

FY19 has been adjusted for proforma IFRS16 to allow for a like-for-like comparison (12 months FY19 reported +IFRS16 proforma adjustment)

Measures before significant items are non-GAAP measures used by management to assess the performance of the business and has been derived from

Fletcher Building’s financial statements for the 12 months ended 30 June 2020. Details of significant items can be found in note2 of the financial statements

Fletcher Building Full Year Results Presentation | © August 2020

Distribution

Building

Products

Concrete

Construction

Residential and

Development

Australia

FY20 - Balanced scorecard metrics: safety and sustainability
10

Safety

Sustainability

•Group-wide ‘Protect’ programme reset well underway,

Protect now one of our core values

•Our aim is to have zero injuries every day

•Significant improvement in serious injuries from 20 in

FY19 to 8 in FY20

•FY20 focus on critical risks but continue to target TRIFR

under 5.0

•Committed to reduce carbon emissions by 30% by 2030,

first building and construction company in Australasia to

set a Science-based Target for carbon reduction

•Aligns with aims to limit global warming to below 2

o

C

•Carbon emissions remained c8% below FY18 levels,

through market activity and permanent reductions from

our focus on carbon emissions and operating efficiencies

•Favourable outcomes on footprint rationalisation -cost

out and sustainability

Total Recordable Injury

Frequency Rate

1

6.9

5.1

5.0

5.7

FY17FY18FY19FY20

1

TRIFR = Total no. of recorded injuries per million man hours worked. Does not include Restricted Work Injuries.

2

Serious Injury include immediate treatment as an in-patient at hospital for more than 24 hours or immediate treatment for a serious injury or illness as defined by Safe Work Australia.

3

Carbon data excludes emissions from the International division which was divested in FY19.

1,238

1,147

1,132

FY18FY19FY20

Carbon (CO

2

) Emissions

(thousand Tonnes)

3

Serious injuries

2

33

21

20

8

FY17FY18FY19FY20

Safety

Sustainability

Fletcher Building Full Year Results Presentation | © August 2020

FY20 - Balanced scorecard metrics: engagement and customer
11

Engagement

Customer

•Significant engagement through COVID-19 Support Hub

App

•Group values refreshed: Protect, Be Bold, Customer

Leading, Better Together

•Continue to drive employee engagement >80% (top

quartile)

•NPS result improvements continue to be underpinned by

high product quality and reliability, and professional

customer service

•Rollout and embed customer service promises across

all businesses

•Drive to a best in class net promoter score of >55

Employee Engagement Rating

1

Net Promoter Score

2

26

28

39

39

FY17FY18FY19FY20

66%

67%

70%

71%

FY16FY17FY18FY19

1

Next employee engagement survey planned for FY21

2

Net Promoter Score calculated as % Promoters (9 - 10) minus % Detractors (0 -6). Prior years have been restated to reflect inclusion of all Business Units in NPS programme.

Engagement

Customer

Fletcher Building Full Year Results Presentation | © August 2020

Fletcher Building
Full Year Results Presentation 2020

Agenda

1. ResultsOverview Ross Taylor

2. Positioning for FY21 Ross Taylor

3. Financial Results Bevan McKenzie

4.Strategy and Outlook Ross Taylor

FY21 - Positioned for reduced activity
Focus on preserving profitability and balance sheet position

13

Fletcher Building Full Year Results Presentation | © August 2020

Market

Preserve

profitability,

cost base

reset

Cash flow

and

liquidity

•Suite of cost-out actions already implemented to preserve profitability

•Benefit of a c$300m cost reduction in FY21, though offset by market decline

•Further work on cost out (property and supply chain) planned for FY21

•Business reset for market downturn of c25% in NZ and c20% in Australia

•Expect stronger first half compared to second half as economies slow, unemployment rises

•Remains very uncertain – we will monitor closely and continue to adjust as necessary

Capex

•Targeted capital investment over last 5 years allows us to sensibly restrict base capex to

c$150m in FY21, plus $50m for next phase of WWB plant

•Preserving investment in key strategic projects, esp. sustainable manufacturing and digital

platforms

•Ongoing focus on cash flows and working capital, good disciplines established over past 3 years

•Liquidity of $1.3b post-repayment of USPP 2012 notes

•Funding costs reduced by $20m to c$60m in FY21

Market

positions

•Relentless focus on customer

•Target to increase market share through downturn

•Stay very attuned to opportunities in our existing segments and logical adjacencies

FY18FY19FY20FY21FFY22F
7,636

8,687

9,118

7,750

7,595

8,342

8,403

8,688

7,819

8,210

FY18FY19FY20FFY21FFY22F

Market outlook

Positioning NZ businesses for overall market downturn of c25%

Residential Consents (#)

NZ Historical and Forecast

Value of Commercial and Infrastructure work put in place

(Nominal $m)

Key:CommercialInfrastructure

14

33k

Source: Infometrics, FB Management Estimates. These are our base case estimates for FY21, though we acknowledge that there

is a lot of uncertainty over the outlook and that actual activity levels may be materially different.

35k

37k

25k

23k

-32%

-10%

-15%

Overall

•Outlook is uncertain, influenced by unemployment,

govt. spending, inward migration and COVID-19

clusters

Residential

•46% of NZ revenue, key driver of NZ profitability

•FBU base case is for residential consents to decline

c30% in FY21 and a further 10% in FY22

•Returning residents, low interest rates, government

stimulus remain supportive

Commercial / Non-residential

•30% of NZ revenue

•FBU base case is for commercial work put in place to

decline c15% in FY21, then stabilise in FY22, weighted

to downside

Infrastructure

•24% of NZ revenue

•FBU base case is for infrastructure work put in place

to decline c10%, then to grow steadily, solid outlook

Fletcher Building Full Year Results Presentation | © August 2020

Building Products
Focus on margins, product innovation and sustainable

manufacturing

15

Fletcher Building Full Year Results Presentation | © August 2020

Finishing

Products

(WWB, TINZ,

Laminex)

Steel

Pipes

(Humes, Iplex)

•Ongoing focus on pricing disciplines and holding margins

•c$400m new WWB Tauranga, commence 6 months later

•Driving growth through new products e.g. GIB products, TINZ building

wraps, expanded product range in Laminex

•Continue to launch new products and deliver superior customer service

•Digital initiatives to improve efficiency and customer experience

through WWB customer app and new Laminex website

•COVID-19 resulted in further footprint and cost

rationalisation to drive margin improvements in FY21

•Continue to drive product innovation and customer service

e.g. through Dimond mobile roll-to-roof system

•Footprint rationalised, continue to drive improvements

in Humes, inventory reduced

•Deliver Iplex revenue and margin growth through

expanded product range

•Mobile extrusion plant commissioned and fully

operational

GIB Weatherline

CSP lighting poles and barriers

Concrete
Focus on margins, sustainability and operational footprint

16

Fletcher Building Full Year Results Presentation | © August 2020

•Ongoing momentum in pricing disciplines

and market share gains achieved in FY20

•Firth new ready-mix concrete plant in Mt

Maunganui driving efficiencies

•Acquisitions delivering - Tamaherequarry

acquired in Mar’19 delivering strong EBIT

return

•Quarry and ready-mix networks right-sized

•Masonry further manufacturing footprint

rationalisation

•Firth digital connectivity to improve customer experience in

FY21

•Upsurge in switch to digital dockets

•GBC tyre-derived fuel cost and carbon reduction initiative

going live in FY21

•GBC innovation on pozzolans continues

•Environmental Product Declarations for Golden Bay cement,

an Australasian first in cement

•Masonry new sized paving options

Operating

efficiency and

pricing

Ecommerce,

digitisation and

automation

Sustainability

and Product

Innovation

Firth new ready-mix concrete plant in Mt Maunganui

Distribution
Focus on network efficiency and digital offer to customers

17

Fletcher Building Full Year Results Presentation | © August 2020

•Ongoing focus on pricing disciplines

•Regional hub structures introduced in Auckland and Christchurch, closed

underperforming stores

•Workforce optimisation programme

Network

efficiency

Ecommerce and

digitisation

•Distribution digital transformation providing 24x7 omnichannel experience in

PlaceMakers

>70% of branch transactions now digitised

>Trade App launched in April

>Shop.PlaceMakerslaunched

>Accelerating trade portal plans and estimation transformation

•Transforming transport

capability

>Efficiency improved through

own vehicle delivery

>Service levels enhanced

through uber-style “track

your truck”

•“Skip the counter” enabling

seamless in-branch experience

Product

Innovation and

Customer

Service

•#2 house builder in New Zealand
•New home sales mainly priced $600-900k

•Strong operating disciplines and customer focus

•c4,000 future lots under control, >4 years’ supply

•Clever Core new manufacturing plant, global

innovation into NZ to evolve the way we build

houses, 40 produced in FY20 since Oct-19 opening,

FY21 external sales planned

•Intend to scale apartment business

Residential and Development

Strongly positioned to expand, leveraging off-site manufacturing

18

Fletcher Building Full Year Results Presentation | © August 2020

Residential and Development

•Targeting c700-800 unit sales for FY21

•Land Development $25m p.a. run-rate but will

be higher in FY21 due to delayed FY20

settlements

Fortnightly House Sales, strong sales post lockdown

Rolling fortnightly 2 Jul’19 to 27 Jul’20

Average fortnightly over FY20

# Conditional Agreements

0

20

40

60

80

02/07/1902/10/1902/01/2002/04/2002/07/20

Jul’19 Oct’19 Jan’20 Apr’20 Jul’20

Level 4

Lockdown

Christmas

FY21

Fletcher Living WaiataShores

Construction
Strengthened future order book

19

Fletcher Building Full Year Results Presentation | © August 2020

Significant progress made on two fronts since HY18

2.2

0.6

0.7

2.4

HY18FY18FY19FY20

High-risk, lump sum D&C

Lower-risk smaller jobs,

maintenance contracts

Work to Complete ($b)

1.Completed significant number of legacy jobs,

risk reduced

2.New work won with materially better margin

outlook and significantly lower and more

appropriate risk profile

•Winning the right work with the right customers

egWatercare, AIA runway, strong pipeline of

pavement and maintenance

•Securing new work in line with targeted

balanced portfolio and better risk profile:

>1/3

rd

Lump Sum / D&C

>1/3

rd

Alliance / Measure & Value

>1/3

rd

Maintenance

•$2.4b of non-legacy work provides base for

future years:

>c $850m for delivery in FY21

>c $500m for delivery in FY22

>c $1.1b for delivery in FY23+

•Expect non-legacy work to deliver 3-5% EBIT

margins

Strong future pipeline

Note: The part of the NZICC rebuild funded by insurance is included in $2.4b FY20 order book

Value of Commercial and Infrastructure work done
(A$b)

FY18FY19FY20FFY21FFY22F

44

46

48

110

92

95

Market outlook

Positioning Australia businesses for market downturn of c20%

20

Residential Approvals (#)

FY18FY19FY20FY21FFY22F

AU Historical and Forecast

232k

188k

Key:CommercialInfrastructure

Source: Bis Oxford, FB Management Estimates. These are our base case estimates for FY21, though we acknowledge that there

is a lot of uncertainty over the outlook and that actual activity levels may be materially different.

169k

129k

129k

41

86

41

98

-24%

-9%

-15%

Overall

•Outlook is uncertain, influenced by unemployment,

govt. spending, inward migration and COVID-19

clusters

Residential

•57% of AU revenue, key driver of AU profitability

•FBU base case is for residential approvals to decline

c25% in FY21, then stabilise in FY22

•Low interest rates, government stimulus remain

supportive, WFH driving renovation activity

Commercial / Non-residential

•29% of AU revenue

•FBU base case is for commercial work put in place to

decline c15% in FY21, weighted to downside, then

stabilise in FY22

Infrastructure

•14% of AU revenue

•FBU base case is for infrastructure work put in place

to decline c10% but most resilient sector, then to

grow steadily

Fletcher Building Full Year Results Presentation | © August 2020

Australia
Laminex, Fletcher Insulation turnaround momentum; margin focus

21

Fletcher Building Full Year Results Presentation | © August 2020

Laminex and

Fletcher

Insulation

Tradelink

Pipes

•Continue momentum in Laminex through customer traction on refreshed product range, Compact

decorative surface launched

•Well-positioned for online trading amid pandemic with Laminex digital delivering online volume growth,

>$100m sales transacted through ecommerce in <12 months

•Fletcher Insulation improving earnings through targeted segmental performance and operating efficiencies

•Insulation single site manufacturing and focus on lowest cost to manufacture delivering efficiencies

•Automation and capability improvements in manufacturing businesses

•Key growth initiatives including continued SME growth, civil expansion momentum

•SME focus has driven 3% share growth over past 3 years in network plumber / builder segments

•Footprint optimised, store/showroom upgrades continue

•Oliveri bathroom product range expanded

•Investing in backbone and customer-facing systems

•Iplex project delivery and manufacturing efficiency

remains market-leading

•Rocla Emu Plains and Gailes site closures

•Rocla divestment recommenced, expect this to be completed through FY21

Stramit

•Product ranges extended - Infiniti and SharpLine

•Good momentum in sheds

•New website driving customer visits

Tradelink virtual renovation consultation

Fletcher Building
Full Year Results Presentation 2020

Agenda

1. ResultsOverview Ross Taylor

2. Positioning for FY21 Ross Taylor

3. Financial Results Bevan McKenzie

4.Strategy and Outlook Ross Taylor

Income statement
Profit impacted by COVID-19, provisions and restructuring costs

23

Reported results

NZ$m

Jun 2019

12 months

Jun 2020

12 months

Change

$m

Revenue8,3087,309(999)

EBITDA723530(193)

EBIT before significant items from continuing operations549160(389)

Significant items(94)(276)(370)

EBIT from continuing operations455(116)(571)

Lease interest expense-(69)(69)

Funding costs(116)(80)36

Tax (expense)/benefit(80)81161

Non-controlling interests(13)(12)1

Net earnings from discontinued operations net of tax(82)-82

Net earnings/(loss)164(196)(360)

Basic earningsper share (EPS – cents)19.2(23.5)(42.7)cps

Dividends declared per share (EPS – cents)23.0-(23.0)cps

Fletcher Building Full Year Results Presentation | © August 2020

•Gross cost-out benefit in FY21 c$300m, split evenly
between COGS and SG&A

•Rapid payback on c$160m cash costs

•Cost-out benefits offset by expected market decline

•Closed Rocla sites to be developed and sold in FY21-22

•USPP 2012 exit reduces interest by c$17m p.a.

•Right-sizing cost base:

>1,500 redundancies

>Operational footprint and office space rationalised

•Rocla restructuring and impairment of assets on

closed sites

•USPP Make Whole: cost of early USPP 2012 exit

•Cash costs mainly consist of redundancies, site exits

(onerous leases, make good), USPP Make Whole

payment

Significant items

Major restructuring programme to respond to market slowdown

FY20-21 restructuring programmeKey Focus Areas

24

Fletcher Building Full Year Results Presentation | © August 2020

Significant items

NZ$mFY20FY21FTo t a l

Right-sizing cost base18790277

Rocla5959

USPP Make Whole3030

Total27690366

Cash flow timing

NZ$mFY20FY21FTo t a l

Right-sizing cost base59101160

Rocla41216

USPP Make Whole-3030

Total63143206

Benefits

Cash flow
Strong cash flows delivered despite challenging trading conditions

25

NZ$m

Jun 2019

12 months

Jun 2020

12 months

Change

$m

EBIT from continuing operations before significant items549160(389)

Depreciationand amortisation174370196

Lease principal and interest payments-(240)(240)

Provisions and other(42)182224

Trading cash flow before working capitalmovements681472(209)

Working capital movements(96)93189

Trading cash flow from continuing ops excl. legacy Construction and significant items585565(20)

Discontinued operations14-(14)

Legacy Construction cash flow(270)(186)84

Significant items(20)(63)(43)

Trading cashflow3093167

Add: Lease principal payments-171171

Less: cash tax paid(28)-28

Less: funding costs paid(128)(77)51

Cash flows from operatingactivities153410257

Free Cash Flow from continuing operations excluding legacy Construction269269-

Note: Legacy Construction cash flow includes Building and Infrastructure projects

Free Cash Flow = Trading cash flow less capex less cash tax, excluding M+A activities

Fletcher Building Full Year Results Presentation | © August 2020

Working capital
Cash flow supported by close management of working capital

26

Key working capital metrics (days)

As at

Jun 2019

As at

Jun 2020

Change

(days)

Debtor Days40.739.01.7

Inventory Days74.275.1(0.9)

Payables Days47.946.9(1.0)

Materials and Distribution total cycle67.067.2(0.2)

Cash flow working capital movements continuing ops excl. legacy

Construction and significant items

NZ$m

Jun 2019

12 months

Jun 2020

12 months

Change

$m

Residential and Development(27)5077

Construction excluding legacy(6)1622

Debtors289567

Inventories(54)(1)53

Creditors(37)(67)(30)

Cash flow working capital movements(96)93189

Fletcher Building Full Year Results Presentation | © August 2020

Cash Flow Working Capital Movements (NZ$m)

Key Working Capital Metrics - Materials and Distribution Total Cycle (days)

•FY20 capex spend reduced by $70m as a cash
preservation measure through COVID-19

•Capex programme focused on enabling investments

for strategy, especially digital, manufacturing

efficiency and operating capacity, product & service

innovation, sustainability, eg:

>PlaceMakers digital programme

>Firth ready-mix trucks and plant replacement

>Quarry and Cement heavy mobile-equipment

>WWB land secured in Tauranga

Capex

Reduced spend but ongoing focus on key areas of strategy

27

124

3

32

65

8

$232m

Capex by Markets (NZ$m)

NZ Core

Residential and

Development

Construction

AustraliaCorporate

Fletcher Building Full Year Results Presentation | © August 2020

•FY21 capex c$175-200m, includes $50m for next

phase of WWB plant

•Prudent reduction is mainly in maintenance capex,

leveraging solid investments in prior years

•Preserving investment in key strategic projects,

esp. sustainable manufacturing and digital

FY21 Capex

FY20 Capex

218
497

44

565

128

147

186

240

77

47

63

Net Debt

Jun-19

Reclassification

to lease liabilities

FY19 final

dividend

payment

Repurchase of

shares

Legacy projectsCapexFunding costsOtherTrading cashSignificant items

cash

Net Debt

Jun-20

28

Net debt

Strong trading cash flows supporting net debt position

Net Debt: Jun-19 to Jun-20 (NZ$m)

2

1

Opening debt restated from $325m to now include debt hedging activities

2

Other includes Minority distribution of $9m and Hedging/FX on debt of $15m, make whole adjustment of $30m, partly

offset by divestments/asset disposals of $6m

Fletcher Building Full Year Results Presentation | © August 2020

1

0.4x
0.9x

FY19FY20

29

Leverage

Leverageof 0.9x is below bottom end of target range

Leverage (Net Debt / EBITDA)

1

Target

range

2.0x

1.0x

1

Fletcher Building Full Year Results Presentation | © August 2020

1. Due to material impact of FX movements on balance sheet value of debt in recent months, the Group will use hedged

value of debt in its leverage calculation – i.e. Net Debt includes impact of CCIRS derivatives. FY19 has not been restated

as historic impact of debt hedging on leverage ratio has been relatively limited (c0.1x).

•Good cash flow performance means leverage ratio

(Net Debt / EBITDA) remains below target range of

1.0x-2.0x

•Includes impact of construction provisions, which

increased Jun-20 leverage by 0.2x

•Expect to remain at lower end of leverage range,

continued preference for conservative balance

sheet metrics

100100
16

149

459

525

400

13

14

FY21FY22FY23FY24-25FY26+

Capital NotesUSPPBank SyndicateOther

Funding

Strong maturity profile $1.3b liquidity after USPP payment

30

Debt Maturity Profile at Jun-20 (NZ$m)

•Undrawn credit lines of $525m and cash of $1.1b as at

30 June 2020

•$350m USPP debt repaid in Jul-20 (interest $17m

lower p.a.)

•Syndicated banking facility renegotiated in 1H20,

establishing new 3 and 5-year tenor

•Lender amendments enable more favourableterms

for covenant testing to the end of calendar 2021 if

required

1

NZ$m

Facilities

30 Jun 20

Drawings

30 Jun 20

Syndicate925400

USPP809809

Capital Notes365365

Other2727

Total2,1261,601

1

Includes CCIRS component and excludes fair value hedge component

Fletcher Building Full Year Results Presentation | © August 2020

•Chart does not include $350m USPP debt repaid post

balance date

Summary
Strong balance sheet and cash flows, focused on margin

31

Fletcher Building Full Year Results Presentation | © August 2020

•$1.3b liquidity

•0.9x leverage ratio

•Gross debt reduced by $1.0b

1

since Jun-18 (incl. USPP 2012

exit)

•Exit of high-cost USPP debt and

other debt reduces interest

costs c$20m

•Strong tenor in funding lines

•Covenant waivers provide

certainty through to Dec-21

•Operating cash flows strong,

despite COVID-19 impact on

earnings

•Focus on working capital

delivering ongoing cash release

•Working capital cycle reduced

from 71.3 days to 67.0 days

since Jun-17

•Capex rapidly and sensibly

reduced while maintaining key

investments

•At HY20, Concrete and core

Building Products delivering

year-on-year margin expansion

•Moved decisively to reset costs

in anticipation of reduced

market activity, well organised

and continue to remain vigilant

to market movements

•FY21 focus on margin through:

>Locking in benefits of cost

reset

>Pricing discipline

>Cost to serve / segment

profitability

>Additional property and

supply chain savings

Balance SheetCash FlowMargin

1

Excludes $400 million syndicate drawn in March 20 recognised in cash balances to support liquidity

Fletcher Building
Full Year Results Presentation 2020

Agenda

1. ResultsOverview Ross Taylor

2. Positioning for FY21 Ross Taylor

3. Financial Results Bevan McKenzie

4.Strategy and Outlook Ross Taylor

FY21 and beyond -strategy and focus remain unchanged
Remain well positioned to execute strategy

33

1. Strengthen

and grow the

NZ core

3. Stabilise

Construction

4. Turnaround

and grow

Australia

•Complete the historical Construction order book

•Continue to build out the “go forward” lower risk/higher margin order book across all Construction

business units

•Continue to upskill the business and improve overall operating disciplines and consistency

2. Profitable

growth in

Residential and

Development

•Continued focus on operational excellence and driving profitability

•Complete the fix of underperforming businesses

•Market share growth through customer service performance, product innovation and adding logical

adjacencies

Fletcher Building Full Year Results Presentation | © August 2020

•Continued performance across residential business

•Progressively build apartment capability and volumes

•Grow Clever Core adding external customers and a broader product range

•Pipeline of industrial land development supporting a minimum of c$25m p.a. ongoing profits

•Portfolio rationalisation and associated business sales

•Strong focus on driving top line growth, operational performance and margin improvements

•Market share growth through customer service performance, product innovation and adding logical

adjacencies

FY21 outlook
34

Fletcher Building Full Year Results Presentation | © August 2020

•Business reset for market downturn of c25% in NZ and c20% in Australia

•Expect stronger first half compared to second half as economies slow, unemployment rises

•However, the year remains very uncertain

•Sharpened focus and ready to act, vigilant to macro factors, market activity and how forecasts evolve

•We have a strong balance sheet and a resilient business reset to withstand market pressures

•We remain well-positioned to implement our strategy

Fletcher Building
Full Year Results Presentation 2020

Appendix

Value of Commercial and Infrastructure work done
(A$b)

FY16FY17FY18FY19FY20F

38

38

44

46

48

95

88

110

92

95

FY16FY17FY18FY19FY20

6,627

7,318

7,636

8,687

9,118

6,022

6,200

8,342

8,403

8,688

FY16FY17FY18FY19FY20F

Industry context New Zealand and Australia

Residential Consents (#)

NZ Historical

Value of Commercial and Infrastructure work put in place

(Nominal $m)

Key:CommercialInfrastructure

36

29k

30k

33k

35k

37k

Key:HousesApartments

Retirement

Units

Townhouses

Residential Approvals (#)

FY16FY17FY18FY19FY20

AU Historical

239k

169k

232k

188k

Key:HousesApartments

Townhouses

222k

Key:CommercialInfrastructure

Source: Statistics NZ, Infometrics, Bis Oxford

Fletcher Building Full Year Results Presentation | © August 2020

30%
20%

15%

20%

10%

5%

Group revenue by market

NZ

Residential

NZ

Commercial

NZ

Infrastructure

FBU Revenue by Market (%)

AU

Infrastructure

AU

Commercial

AU

Residential

37

Fletcher Building Full Year Results Presentation | © August 2020

•Strong volumes and operating performance
in plasterboard, insulation and laminates

outside of the NZ lockdown period

•Pipes volumes and performance impacted

by subdued infrastructure activity,

aggressive competition and wet first quarter

•Steel challenging trading conditions

exacerbated by NZ lockdown period and

declining global steel prices impacting

inventory valuations

•Divisional cash flow lower but cash

conversion was 83%, up from 61% in FY19

•Capex spend includes $22m on new WWB

plant at Tauranga

38

NZ$m

Jun 2019

12 months

Reported

Jun 2019

12 months

pro forma

1

Jun 2020

12 months

Gross Revenue

1,3141,3141,173

EBITDA

2

177214140

EBIT

2

16016787

Trading Cash Flow

2

157157125

ROFE

3

%

22%24%13%

Capex

555553

Cash Conversion

4

64%61%83%

Building Products (ex Steel) EBIT

2

127132101

Steel EBIT

2

3335(14)

Domestic board volumes (m

2

)

-4%

Domestic laminate sales (m

2

)

-10%

Pipe volumes (t)

-11%

Steel volumes (t)

-15%

Resi, 42%Com, 28%Infra, 30%

Divisional Exposure

Building Products

Results overview

Fletcher Building Full Year Results Presentation | © August 2020

1

Jun 2019 12 months pro forma is Jun 2019 12 months reported adjusted for IFRS 16

2

Before significant items

3

EBIT/Closing Funds

4

Cash conversion = FCF/EBIT

39
NZ$m

Jun 2019

12 months

Reported

Jun 2019

12 months

pro forma

1

Jun 2020

12 months

Gross Revenue

1,596

1,5961,471

EBITDA

2

114

161132

EBIT

2

104

11585

Trading Cash Flow

2

9898117

ROFE

3

%

35%46%41%

Capex

232321

Cash Conversion

4

72%65%113%

PlaceMakers revenue

-7%

Mico revenue

-8%

Distribution

Results overview

Divisional Exposure

Resi, 79%Com, 21%

•Revenue growth before and after NZ

lockdown, some key stores open during

lockdown but minimal activity

•Good growth in most geographical segments

prior to lockdown, Auckland and

Christchurch lower post lockdown

•PlaceMakers Antigua Street and Helensville

sites closed

•Cash flow higher on reduced working

capital, with tight inventory and debtor

management

•Continued focus on digital transformation

programme and property upgrades

Fletcher Building Full Year Results Presentation | © August 2020

1

Jun 2019 12 months pro forma is Jun 2019 12 months reported adjusted for IFRS 16

2

Before significant items

3

EBIT/Closing Funds

4

Cash conversion = FCF/EBIT

Concrete
Results overview

40

NZ$m

Jun 2019

12 months

Reported

Jun 2019

12 months

pro forma

1

Jun 2020

12 months

Gross Revenue

802

802740

EBITDA

2

134

164148

EBIT

2

84

8974

Trading Cash Flow

2

136136100

ROFE

3

%

13%14%12%

Capex

656550

Cash Conversion

4

85%80%68%

Aggregates sales volumes

-13%

Domestic cement volumes

-5%

Ready-mix volumes

-9%

Divisional Exposure

Resi, 44%Com, 29%Infra, 27%

•Revenue growth across all business units

outside of NZ lockdown period with strong

resurgence in volumes post lockdown

•Price gains in aggregates and ready-mix

•Higher market share in Firth

•New customers in GBC, following reduced

number of competitors

•Capex investments in further quarry

resource development, additional heavy

mobile equipment for both quarries and

cement operations, ready-mix trucks and

plant replacement in Firth

Fletcher Building Full Year Results Presentation | © August 2020

1

Jun 2019 12 months pro forma is Jun 2019 12 months reported adjusted for IFRS 16

2

Before significant items

3

EBIT/Closing Funds

4

Cash conversion = FCF/EBIT

Residential and Development
Results overview

41

NZ$m

Jun 2019

12 months

Reported

Jun 2019

12 months

pro forma

1

Jun 2020

12 months

Gross Revenue

639

639466

EBITDA

2

137

13968

EBIT

2

137

13765

Trading Cash Flow

2

9595118

ROFE

3

%

21%21%11%

Capex

773

Cash Conversion

4

64%64%177%

Residential EBIT

2

848463

Land Development EBIT

2

56566

Clever Core EBIT

2

(3)(3)(4)

•Market demand strong Oct-Mar and post NZ

lockdown, continued strength in key $600k-

$900k pricing category

•Residential EBIT lower due to timing of

settlements and lockdown taking place

during key selling period (post-COVID-19

sales flowing through into FY21)

•666 (627 dwellings and 39 sections) units

sold vs 755 (735 dwellings and 20 sections)

in FY19

•Land development EBIT includes first of two

sale transactions of a Penrith site, second

site sale delayed until FY21

•Cash flow supported by receipts from FY19

Land Development transaction and delays in

land purchases

•>4 years’ supply of lots under control, of

which c67% are on balance sheet

Fletcher Building Full Year Results Presentation | © August 2020

1

Jun 2019 12 months pro forma is Jun 2019 12 months reported adjusted for IFRS 16

2

Before significant items

3

EBIT/Closing Funds

4

Cash conversion = FCF/EBIT

•Paving, earthworks, civil works halted
through Level 4 lockdown impacting

revenues

•EBIT also impacted by wet first quarter,

reducing bitumen and asphalt volumes in

Higgins

•Buildings and Infrastructure provisions of

$150m mainly from COVID-19 shutdowns

and productivity impacting both FY20 and

beyond

•Cash flow driven by Buildings projects

outflow of $213m as key projects near

completion

•Profile of work shifting to more balanced

portfolio with $2.4b of revenue backlog that

has a better margin outlook and lower and

more appropriate risk profile

Construction

Results overview

42

NZ$m

Jun 2019

12 months

Reported

Jun 2019

12 months

pro forma

1

Jun 2020

12 months

Gross Revenue

1,702

1,7021,318

EBITDA

2

68

89(107)

Underlying EBIT

2

47

513

Buildings and Infrastructure Provisions

-

-(150)

EBIT

2

47

51(147)

Trading Cash Flow

2

(210)(210)(148)

ROFE

3

% (ex Buildings)

15%17%(50%)

Capex

313132

Cash Conversion

4

NMNMNM

Revenue backlog

1,4451,4452,929

Fletcher Building Full Year Results Presentation | © August 2020

1

Jun 2019 12 months pro forma is Jun 2019 12 months reported adjusted for IFRS 16

2

Before significant items

3

EBIT/Closing Funds

4

Cash conversion = FCF/EBIT

Australia
Results overview

43

NZ$m

Jun 2019

12 months

Reported

Jun 2019

12 months

pro forma

1

Jun 2020

12 months

Gross Revenue

3,024

3,0242,802

EBITDA

2

119

208168

EBIT

2

57

7733

Trading Cash Flow

2

575749

ROFE

3

%

3%5%2%

Capex

919165

Cash Conversion

4

NMNMNM

Building Products Aus. EBIT

2

404726

Distribution Aus. EBIT

2

8157

Steel Aus. EBIT

2

11165

Divisional costs

(2)(1)(5)

•Revenue held well relative to market decline,

increase in Steel revenue, better trading in

May and June

•Building Products: strong turnaround

momentum in Laminex (new product range

and digital offering) and Insulation with

earnings growth achieved despite subdued

market activity. This performance was offset

by c$15m of losses in Rocla and Iplex as

project work did not eventuate, general

volumes dropped

•Stramit and Tradelink both had poor 2H20 as

larger project volumes dropped significantly

•Trading cash flow supported from improved

inventory management and debtor collections

but impacted by restructuring costs

•Divisional costs movement mainly due to one-

off pension valuation benefit of $2m received

in FY19

Divisional Exposure

Resi, 57%Com, 29%Infra, 14%

1

Jun 2019 12 months pro forma is Jun 2019 12 months reported adjusted for IFRS 16

2

Before significant items

3

EBIT/Closing Funds

4

Cash conversion = FCF/EBIT

Fletcher Building Full Year Results Presentation | © August 2020

---

Fletcher Building Limited
Annual Report 2020

Our Year
Performance

Contents

This Annual Report is dated 19 August 2020

and is signed on behalf of the Board by:

Robert McDonald

Director

Bruce Hassall

Chair

When used in this Annual Report, references to the ‘Company’ are references to Fletcher

Building Limited. References to ‘Fletcher Building’ or the ‘Group’ are to Fletcher Building Limited,

together with its subsidiaries and its interests in associates and joint ventures. All references to

financial years (e.g. FY19 and FY20) in this Annual Report are to the financial year ended 30 June.

References to $ and NZ$ are to New Zealand dollars unless otherwise stated.

In certain sections of this report the Group has chosen to present certain financial information

exclusive of the impact of Significant Items and/or the results of the Building + Interiors (B+I)

business unit, consistent with previous market guidance. Where such information is presented,

it is clearly described and marked with an appropriate footnote. This allows the readers of this

report to better understand the underlying operations and performance of the Group.

To navigate this report, click the links to the left to

navigate to desired pages. You can also click the

View contents page

menu button on the top of

any page to return here.

This is an interactive PDF designed

to enhance your experience. The

best way to view this report is with

Adobe Acrobat Reader.

Other Disclosures

Governance

Financial Report

Divisional Review

Welcome to our FY20 Annual Report, which describes our business operations, approach to doing

business, performance for the year and focus for FY21. As with our previous reports, we include

commentary on our strategy, governance, environmental and social performance of our business as

well as our financial results. We welcome questions, comments or suggestions about this report to

investor.relations@fbu.com.

This report and our previous reports and presentations are available at fletcherbuilding.com.

At a Glance
nil

2019 23 cps

(

$

196m)

Net (loss)/earnings

– reported

2019

(2)

$164m

$

7,309m

Revenue

People in New Zealand,

Australia and the South Pacific

Operating sites

2019 $8,308m

2019 6.6%

2.2

%

(1)

Measures before significant items are non-GAAP measures used by management to assess the performance of the Group and have been derived from Fletcher Building Limited’s

financial statements for the year ended 30 June 2020.

(2)

The 2019 number includes discontinued operations which were divested during the year.

(3)

Total recordable injury frequency rate. Measured by the number of recordable injuries per million hours worked. TRIFR does not include restricted work injuries.

(4)

Note that the employee engagement survey did not take place as originally planned in March 2020 because of the COVID-19 crisis.

(5)

Net Promoter Score is a measure of how satisfied our customers are with our business. Prior years have been restated to reflect inclusion of all business units in NPS programme.

Leverage ratio

(economic net debt/EBITDA)

2019

(2)

0.4x

$

410m

Cash flows from

operating activities

$

160m

EBIT before

significant items

(1)

2019 $549m

2019 $153m

(2)

(23.5¢)0.9x

Earnings per share

2019 28.8¢

EBIT margin before

significant items

(1)

Safety TRIFR

(3)

2019 5.0

5.7

Employee engagement

Customer NPS

(5)

2019 39

39

Carbon Emission

2019 1,298,266 tCO

2

e

1,132,416 tCO

2

e

71

%

(4)

2019

650

+

15,000

+

Total dividend

Fletcher Building Limited Annual Report 20201

Chair’s Report
OVERVIEW OF FY20

This has been an extraordinary and challenging year for Fletcher

Building and for our shareholders. The unprecedented events of

COVID-19 required decisive action and strong governance to ensure

the Group was positioned for both the immediate impacts and the

ensuing economic downturn. Importantly, the Group balance sheet

has remained very strong.

Ahead of COVID-19, the Group was in a good position to deliver

on its goals and execute its strategy. However, the impact of

the stringent shutdown requirements in New Zealand as well

as the health and safety measures required in Australia due to

the COVID-19 pandemic, resulted in the Group delivering a loss

attributable to shareholders of $196 million in FY20 compared to a

profit of $164 million in FY19. We had to make some very difficult

decisions this year which unfortunately included cancelling our

interim dividend and not declaring a final dividend.

As the COVID-19 pandemic unfolded in March, the Board turned

very quickly to addressing the immediate challenges of the rapidly

evolving situation. We provided oversight and support to the

executive team as they focused on the health and operational

situation affecting our people, our customers and our suppliers. In

New Zealand, we shut down almost all of our operations for a five-

week period in an unprecedented country-wide lockdown.

We then shifted to preserving the strong balance sheet and

liquidity positions we had established, as well as sizing the

Group for the lower market outlook and we took decisive action

to reduce costs which affected almost all our stakeholders. This

included suspending our on-market share buyback programme,

reducing capital expenditure, effective management of creditors

and debtors and stopping all non-essential expenditure. We also

reduced remuneration across the Board, executive team and general

managers, placed employees on the 'Bridging Pay Programme',

removed STI bonuses and unfortunately, given the uncertainty of the

situation, cancelled our interim dividend. In addition, we negotiated

more favourable terms on our lending agreements allowing us to

rely on more favourable debt covenants. We are grateful to our

shareholders, customers, suppliers and other stakeholders for

their support. Because of these actions, our strong balance sheet

withstood the uncertainty of the crisis and ended the year with net

debt of $497 million and liquidity of $1.6 billion (adjusting for the

repayment of debt on 29 July 2020 the Group's liquidity at 30 June

2020 would have been $1.3 billion). We have not needed to

raise capital.

While we took decisive action, we were unable to prevent a material

earnings impact, and unfortunately, we decided to increase our

provisions across our Buildings and Infrastructure projects in our

Construction division by $150 million. The majority of the provisions

were as a result of impacts from COVID-19 shutdowns and

productivity losses which will affect FY20 and beyond. Importantly

we are now well through the legacy work left to complete across

buildings and infrastructure and at the same time we have

successfully bid and won new work that is of much higher quality

and importantly at a significantly lower risk than the legacy work we

have just about completed. The margins and contract terms have

been strictly controlled through the bid processes to ensure they

are more balanced and appropriate. While the additional provisioning

on historical projects is disappointing, Fletcher Construction is

increasingly well set-up to deliver sustainable earnings in the future.

Dear Shareholders

Dear Shareholders

Bruce Hassall, Chair.

Fletcher Building Limited Annual Report 20202

At the same time, we were also focused on ensuring Fletcher
Building is effectively set up for the inevitable lower market activity

that will play out in FY21. This has resulted in the recognition of

significant items in FY20 of $276 million, the majority of which relate

to the difficult but necessary decisions to permanently reduce our

cost base including property footprint reduction, rationalisation

across our supply chain, logistics and procurement activities, and

regrettably a reduction in our workforce by approximately 12%. We

are also recognising impairments and restructuring costs to the

Rocla business that is being divested and the early repayment of the

some of our most expensive debt resulted in a one-off payment of

$30 million, albeit saving $17 million in interest per annum.

OUR PEOPLE

We are very proud of our Fletcher Building people who worked with

commitment to meet the Government requirements of the various

lockdown levels in New Zealand, as well as meeting the rules in

Australia, with social distancing, personal protective equipment and

contact tracing.

We responded rapidly and effectively to the impact of COVID-19,

sadly losing some talented and hard-working people through the

resizing of the business. On behalf of my Board colleagues, I would

like to express our sincere appreciation for the continued dedication

and efforts of the Group’s workforce during FY20; especially for

their focus on rising to the new challenges and during a period of

signi

ficant uncertainty.

As part of the multi-year reset of the Protect safety programme, the

Board are resolutely behind the belief that all injuries are preventable,

and the work being done by the Group to embed this and the aim to

have zero injuries every day. Fletcher Building is heading in the right

direction, driven by strong and compassionate leadership, with no

deaths and fewer serious injuries this year. A slight increase in the

Total Recordable Injury Frequency Rate, while disappointing, means

that we will continue to drive improvement in this area and ensure

our workplaces are safer.

BOARD DEVELOPMENTS AND GOVERNANCE

During the year, there were a number of changes to the Board.

Tony Carter retired from the Board at last year’s Annual Shareholders’

Meeting (ASM) while Steve Vamos resigned from the Board

in March. We thank both Tony and Steve for their considerable

knowledge, experience and contribution over their 10 and 5-year

respective tenures.

We welcomed Peter Crowley to the Board who was appointed as an

independent non-executive director in October. We continue to look

to renew and refresh the Board’s mix of skills and experience from a

broad stakeholder point of view.

ANNUAL SHAREHOLDER MEETING

This year’s ASM will be held in November 2020. We look forward to

shareholders taking the opportunity to ask questions.

LOOKING AHEAD

The Board remains firmly focused on achieving the Fletcher Building

strategy, sustainability targets and continuing our focus on the Protect

safety programme. We are confident that Fletcher Building is well-

positioned for the new market reality.

We are dedicated to improving profitability in our businesses so

that we deliver shareholder value and we continue to deliver on our

aspirations in the building solutions sector in New Zealand

and Australia.




Bruce Hassall

Chair

Fletcher Building Limited Annual Report 20203

CEO’s Report
Ross Taylor, CEO.

Fletcher Building’s FY20 performance was characterised by the

impacts of COVID-19 and the actions we took to ensure we were

well positioned to successfully navigate the market uncertainty in

FY21 and beyond.

An unwavering commitment to health and safety was a hallmark for

the year overall. As the risk of COVID-19 emerged, we moved quickly

to adopt rigorous hygiene, distancing and contact tracing protocols.

We continued our focus on the multi-year reset of our safety

programmes across the entire business. We are driving positive

change in our safety culture through our company values and a

genuine belief that all workplace injuries are preventable. In FY20,

in our drive towards zero injuries we were pleased to see we had

no fatalities and total serious injuries reduced from 15 to 8. While

our Total Recordable Injury Frequency Rate (TRIFR) 5-year trend

continues to show progress, our FY20 rate was slightly up from last

year. This only moves to strengthen our commitment and focus on

preventing all injuries.

OPERATIONAL PERFORMANCE

When we updated shareholders at the half-year, we were trading to

expectations, making good progress with operating efficiencies, and

had solid investment plans to drive growth.

Then, as COVID-19 crossed New Zealand and Australian borders

through March 2020, the resulting reduction in trading levels and

productivity had a significant impact on revenue and profitability.

In New Zealand, we had a period of nearly five weeks in March-April

where a Government-imposed ‘Level 4’ lockdown required almost

all our business to be shut down with trading restricted to essential

services only. The exceptional response of our people meant we shut

down some 400+ sites, safely, and in just three days. Revenue from

our New Zealand operations during this period was almost nil.

In Australia, the country took similar protective measures to keep its

people safe, resulting in lower revenues and productivity levels, and

higher operating costs, in the context of uncertain trading conditions.

As this was unfolding, we moved quickly taking all measures we could

to reduce costs: Board and senior management pay cuts, $70 million

reduction in capital expenditure, reduced spending in areas such

as marketing and introduced a 12-week ‘Bridging Pay Programme’

for employees.

As a result of our pragmatic and decisive action we have preserved

our operating cash flow and strong balance sheet, despite materially

reduced earnings.

FLETCHER CONSTRUCTION

We have continued to make good progress in working through the

historical construction projects, with only $0.6 billion of the original

$2.2 billion from 2018 remaining. At the same time, we have also

progressively rebuilt the operations and skills of this business.

An important part of this was the reset of our bid margins and

disciplines, and the risks we would accept on projects. Since this

reset, we have successfully won new work comprising a forward

order book of approximately $2.4 billion with a materially better

margin outlook and lower risk profile.

Through the FY20 year-end process we decided to increase the

provisions to complete our historical construction projects by

$150 million. This addresses three main issues that emerged:

COVID-19 costs and productivity losses which we have not been

able to claim under our contracts with clients, issues arising from

a handful of historically completed projects and a prudent risk

allowance across the legacy work left to complete.

While the need for additional provisioning is disappointing, I believe

Fletcher Construction is now increasingly well positioned to focus on

its future, and a sustainable and profitable earnings outlook.

FY20 OPERATING PERFORMANCE

For FY20, Group revenue was $7,309 million, down from $8,308

million in FY19.

Operating earnings before significant items from continuing

operations was $310 million and accounting for the construction

provisions reduced to $160 million compared to $549 million in FY19.

Pleasingly, cash flows from operating activities were well managed

through the COVID-19 impacts and strong at $410 million.

Fletcher Building Limited Annual Report 20204

SETTING UP THE COMPANY FOR THE
NEW MARKET REALITY

As trading and movement restrictions eased in late April, while

uncertainty remained, expert forecasts pointed to a meaningful

market decline and reduced customer demand across all our

businesses. While no one can be certain exactly how our markets

will perform in FY21 it was important to adopt a base case scenario

to plan for.

In New Zealand our baseline planning is for residential consents to

decline by around 30% from peak levels in FY20 and non-residential

activity to be impacted by a reduced private sector project pipeline.

Infrastructure shows promise of a lesser decline owing to the

Government’s commitment to ‘shovel-ready’ projects. In Australia,

a similar trend is expected though with a lesser decline in the

residential sector, given the already low level of activity by

historical standards.

Accordingly, we have reset the cost base and cash burn of the

business. This meant reducing our annual capital expenditure,

retiring our most expensive debt lines, taking operational efficiencies

in our supply chains and property footprint, forfeiting Short-Term

Incentive (STI) payments and salary increases across the Group, and

regrettably, reducing our workforce by around 1,500 positions. While

these moves were necessary, there is no doubt that this has been a

challenging time for our people. Throughout, our people have done

an exceptional job of serving our customers, safely managing our

operations, and resetting the business. We recognise their hard work

and valuable contribution to the Group in FY20.

This reset will achieve permanent annual cost savings of

approximately $300 million per annum but incurred one-off

restructuring costs contributing to significant items of $276 million.

This translated to a net loss for the Group of $196 million, compared

to a profit of $164 million in FY19.

CAPITAL MANAGEMENT

Our balance sheet remains strong with a Group leverage ratio (net

debt/EBITDA) below the bottom end of our target range and we have

total available funding of $2.1 billion as at 30 June 2020. Of this,

$525 million was undrawn with $1.1 billion of cash on hand, meaning

total liquidity for the Group was $1.6 billion. In early June we pre-

emptively renegotiated our lending covenants which will enable the

Group to rely on more favourable terms for covenant testing through

to the end of 2021. Since balance date, we made an early repayment

of US$200 million and AU$99 million of USPP notes, our most

expensive form of debt, meaning the Group's liquidity at 30 June

2020 would have been $1.3 billion.

The share buyback continues to be suspended, having acquired

29.1 million shares for a total consideration of $147 million,

representing 3.4% of issued capital.

STEADFAST FOCUS ON STRATEGY

Notwithstanding the uncertainty and disruption in our markets

and the broader economy, we remain on track and committed to

executing our strategy and achieving our vision to be the undisputed

leader in New Zealand and Australian building solutions – with

products and distribution at our core.

FY20 saw continued progress on enabling our strategies through

investments and innovation across our business. We opened

Clever Core, New Zealand’s largest offsite home manufacturing

facility, which brings unprecedented pace to Fletcher Living’s ability

to deliver housing to its developments. We were the first building

materials and construction company in New Zealand and Australia

to commit to a Science-Based Target (SBT) for carbon emissions

and were included for the first time in the DJSI Australia index,

one of only five New Zealand business in either the Australia

or Asia-Pacific indices. We opened a new concrete plant in Mt

Maunganui, committed to developing our new Winstone Wallboards

facility in nearby Tauranga and completed the retail precinct at the

iconic Commercial Bay development, which will transform Auckland’s

CBD. Following a brief pause, the sale process for Rocla continues

in a market of improving investor sentiment and is targeted to be

completed in FY21.

Looking ahead, we will continue to focus on investing significantly

in our digital and innovation strategies, while also looking for

opportunities to grow our market share either in our existing product

lines or in logical adjacencies. With our strong balance sheet

position, we expect the coming tougher market environment will

afford us even better opportunities to achieve our aspirations and

overall strategies.

CONCLUSION

Recognising the unexpected events of FY20 and ongoing uncertainty

in our markets, we made some difficult but necessary decisions

under challenging circumstances. This has ensured a strong balance

sheet for short-term market conditions and a business positioned

to help rebuild the New Zealand and Australian economies in the

longer-term; just as we have done for more than 100 years.

I want to thank our shareholders, people, customers and suppliers

for their trust and support in our business and look forward to our

next update.



Ross Taylor

CEO

Fletcher Building Limited Annual Report 20205

Strengthen
and grow the

New Zealand core

We are continuing our focus

on operational excellence

and driving profitability.

We will complete the fix of

underperforming businesses.

We will target market share

growth through customer

service performance, product

innovation and adding

logical adjacencies.

We will continue our strong

performance across the

residential business. We will

aim to progressively build

apartment capability and

volumes. Clever Core will

grow through adding external

customers and a broader

product range. Meanwhile

we have a solid pipeline of

industrial land development

which will support a

minimum of circa $25 million

p.a. ongoing profits.

We are focused on completing

the historical Construction

order book. Meanwhile we

continue to build out the "go

forward" lower risk/higher

margin order book across all

Construction business units.

We will continue to upskill the

business and improve overall

operating disciplines and

consistency.

We are rationalising our

portfolio and associated

business sales. We have

a strong focus on driving

top line growth, operational

performance and margin

improvements. We aim to grow

market share through customer

service performance, product

innovation and adding

logical adjacencies.

1.

Profitable growth

in Residential and

Development

2.

Stabilise

Construction

3.

Turnaround and

grow Australia

4.

Our Strategy

Vision: To be the undisputed leader in New Zealand and Australian

building solutions – with products and distribution at our core.

There are six key enablers of our strategy:

There are four key focus areas to our strategy:

Strong safety culture

Engaged and capable

people, with a lean

operating model

Fit for purpose

systems

and next-generation

digital capabilities

Disciplined

performance

improvement


and capital allocation

Leading

innovation

anchored in

environmental


consciousness

Customer intimacy

through channel ownership

Fletcher Building Limited Annual Report 20206

To support our strategy, we continue to focus on sustainability.
Sustainability aimsMaterial issueDivisions with most impact

Be the leader in making

sustainable building products

–The environmental footprint of our products

–Customer engagement

Building Products, Distribution,

Concrete, Australia

Support our people and

our communities

–The health, safety and wellbeing of our

people and supply chain

–Our people and culture

–Our role as a large employer

Corporate, Building Products, Distribution,

Concrete, Residential and Development,

Construction, Australia

Build healthy homes

and deliver sustainable

infrastructure

–Building design and construction

–Customer engagement

–Product inno

vation

Building Products, Distribution,

Concrete, Residential and Development,

Construction, Australia

Careful management of our

resources and emissions

–The resources w

e use as a large

manufacturer and our impact on those

resources (energy, water and materials)

–Our carbon, water and waste emissions

Building Products, Distribution,

Concrete, Residential and Development,

Construction, Australia

Partner with our supply

chain to deliver

sustainable outcomes

–Our supply chain practices and performance

–Marketing and communications

–How we work with government and with

industry partners

Corporate, Building Products, Distribution,

Concrete, Residential and Development,

Construction, Australia

Transparent environmental,

social and governance

reporting

–Our governance structures, ethics and risk

management, including supply chain

–Financial performance and return to

our shareholders

Corporate

SUSTAINABLE DEVELOPMENT GOALS

The Sustainable Development Goals are a global set of goals

adopted by New Zealand, Australia and all United Nations

member states that support strategies to improve health and

education, reduce inequality, and spur economic growth while

tackling climate change and working to preserve our oceans

and forests. Fletcher Building’s sustainability aims support the

following eight United Nations Sustainable Development Goals.

Our Sustainability Aims

As a large business, we recognise our operations have an impact

on many people. Our sustainability strategy is based on what is

most important to our business, people, communities, customers,

investors and key stakeholders. Our strategy addresses the areas

where we have the most impact, and our aims and targets focus on

where our actions will lead to meaningful change – these are our

Material Issues.

The table below shows how the aims of our sustainability strategy

align to our Material Issues and the Sustainable Development

Goals most relevant to these aims. We have noted which divisions

have the most impact on achieving the aim, and we report on

performance against each aim in the following Sustainability

section of this report on pages 8-18. Page 49 of this report

summarises how we assessed our Material Issues.

Fletcher Building Limited Annual Report 20207

Sustainability
Performance

Our sustainability strategy deepens our

commitment to our people, sustainable products,

carbon emission reduction initiatives and

transparent reporting.

As part of this, we are focused on increasing the

level of transparency and disclosure within our

operations and supply chain. We have had a Code

of Conduct for our people for some years, and in

FY20 we published our supplier Code of Conduct.

This requires all our suppliers to demonstrate

transparency in the way they work, how they

treat their employees and suppliers, and their

environmental protection measures.

In FY20 we added to our governance policies by

publishing our Human Rights Policy. This includes

our commitment to put processes in place to

prevent unethical practices in our operations and

supply chains.

Our aspiration is to be the New Zealand and Australian leader

in sustainable building materials, construction and distribution.

We’ve been making meaningful and consistent changes so our

business thrives and we play our part in a sustainable future.

Fletcher Building has commenced the implementation

of a comprehensive Modern Slavery Compliance

Programme, which addresses our obligations.

We are initially adopting a risk-based approach to

implementation, focusing on specific industry and

geographical segments. We will comply with annual

modern slavery reporting obligations, which will

commence from 31 March 2021.

We also continue to proactively participate in the

Carbon Disclosure Project and the Dow Jones

Sustainability Index (DJSI). We use the insights from

these indices to inform and improve our governance

and sustainability performance. Our increased focus

on sustainability was recognised this year with the

inclusion of Fletcher Building in the DJSI Australia

index, one of only five New Zealand businesses in

either the DJSI Australia or DJSI Asia-Pacific indices.

Significant initiatives in FY20Information in this report

Protect safety p 11

Reduce the environmental impact of our products p 17, 18

Put a gender pay parity plan in placep 10, 11

Set group wide Science-Based Target for carbon reductionsp 16

Implement supplier Code of Conductp 8

Move to full Environmental, Social and Governance reportingCoverage of this report

In our FY19 report, we noted six significant initiatives for FY20. We provide an update on these

initiatives in this report.

Sustainability

to set a Science Based

Carbon Target in our

Sector, in New Zealand

and Australia

FIRST

Fletcher Building Limited Annual Report 20208

To be part of a
sustainable future, we

are working on six aims:

BE THE LEADER IN MAKING

SUSTAINABLE BUILDING PRODUCTS

–Reduce the environmental impact of

our products

–Gain sustainability product certifications

TRANSPARENT

ENVIRONMENTAL, SOCIAL AND

GOVERNANCE REPORTING

–Improve environmental, social

and governance reporting across

our business

CAREFUL MANAGEMENT

OF OUR RESOURCES AND

EMISSIONS

–Reduce carbon emissions in

line with a below 2

o

C future

PARTNER WITH OUR

SUPPLY CHAIN TO DELIVER

SUSTAINABLE OUTCOMES

–Improv

e environmental, social

and governance reporting

within

our supply chain

SUPPORT OUR PEOPLE AND

OUR COMMUNITIES

–Protect our people from harm

–Improve diversity, equity and

inclusion in our workplace

–Provide world-class learning and

development opportunities

–Measure the impact and

opportunities we provide in the

communities where we build

BUILD HEALTHY HOMES AND DELIVER

SUSTAINABLE INFRASTRUCTURE

–Meet a consistent sustainabilit

y standard

for our construction projects

–Understand what mat

ters to our customers

and lead in providing sustainable solutions

–Innovate to sustainably grow revenue,

margin and markets

Fletcher Building Limited Annual Report 20209

Our senior leaders are engaging directly with
our people to establish the change we need.

We continue to set clear expectations on role

modelling safe behaviours and performance

against these expectations is linked to senior

leader remuneration. Across the business, our

people have been positive and open to their role

in how we can all make our workplaces safer.

Over the coming years, we will continue

to improve our practices in assessing and

managing critical risks within our operations.

We continue to use Radar, an enterprise-wide

risk management tool, to record and monitor

our health and safety performance. For FY20,

our overall Total Recordable Injury Frequency

Rate (TRIFR) increased slightly from last year.

We have also provided further transparency by

reporting separate employee and contractor

TRIFR rates. This year, serious and fatal

injuries were significantly lower. While any

injury is unacceptable, a drop from five

fatalities and 15 serious injuries (combined

total 20) in FY19 to zero fatalities and eight

serious injuries in FY20 indicates that we are

heading in the right direction.

Close to 10,000 of our people across

the Group took part in safety training

programmes this year. We also focused on

supporting and developing our people in

other areas. The wide range of learning and

development programmes we offer include

safety leadership and compliance training,

sales and customer service programmes,

Rainbow Tick training for leaders and core

management and leadership skills. As part

of providing great career opportunities for

our people we offer leadership development

programmes for all levels from emerging

leaders to executives. This year we have had

Supporting our people

and communities

Our first priority is always the health and safety of our people and

everyone we work with. This year we built upon our safety focus and

began a multi-year programme to improve safety in our workplaces

driven by the belief that all injuries are preventable.

a greater focus on female leader development

opportunities, improving how we induct

new employees into Fletcher Building, and

redesigning our core leadership programmes

to include a range of online and in-person

approaches to deliver programmes for a variety

of learning styles. We have increased the level of

feedback from participants and track outcomes

to understand the impact and effectiveness

of these programmes. We want our business

to be inclusive for everyone. We track the

diversity of our workforce at all levels and report

our diversity metrics. This includes reporting

progress on the diversity of people in leadership

roles to our Board. In FY20 we developed a

company-wide Inclusion and Diversity strategy

which will drive our progress in this area. We

have three areas of focus: fostering an inclusive

workplace culture, increasing the representation

of women across all parts of the business, and

increasing leadership opportunities for groups

that are currently under-represented: women,

Ma

-

ori, Pasifika and indigenous people.

In FY20, we undertook a detailed analysis

of pay and implemented gender pay parity

reporting processes across the Group. This has

enabled us to gain understanding, self-monitor

and report to the Board. Alongside this, we took

part in Global Women’s Champions for Change

pilot programme for gender pay gap reporting.

This pilot provided a broad cross-industry

review of male versus female pay and is being

used to develop a framework for comparable

Sustainability

5.65

FY19: 5.00

FY20

Total Recordable Injury

Frequency Rate (TRIFR)

FY19: 0.34

FY20


Serious Injury

Fr

equency Rate

0.17

We are heading in the right

direction with safety.

Fletcher Building Limited Annual Report 202010

This year we reset our commitment to health and
safety and started on our multi-year safety culture

change programme.

Following the reflections of a deep assessment of

the culture and performance of our businesses, we

developed a roadmap to help us realise a future

where

zero injuries everyday is possible. The

roadmap includes five focus areas:

1. Shifting mindsets

2. Developing our leaders

3. Enabling our frontline

4. Managing our critical risks

5.

Driving accountability

The journey this year began with senior leaders

reflecting on our own leadership and challenging our

safety beliefs. As part of this, we agreed that safety

needed to be integral to everything we do. We reset

‘Protect’ as a Fletcher Building company value along

with refining behaviours which support the value and

establish the belief: all injuries are preventable. The

link between safety performance and senior leader

remuneration was also strengthened this year. All

senior leaders are required to complete a set number

of safety leadership walks for STI eligibility.

Each division now has plans to implement the

roadmap in a way that is line-led by operational chief

executives, general managers and management. This

is supported by EHS partners, and focused on critical

risks as well as driving our TRIFR down. Some of

the activities already underway include a safety

leadership programme (for all levels from frontline

supervisor to executive), the development and

launch of life saving rules and active risk containment

activities across all our sites.

Protect Reset

Case Study

and meaningful reporting. Fletcher Building Chair Bruce

Hassall, director Barbara Chapman and CEO Ross Taylor are

three of the 55 chairs and CEOs involved in Champions for

Change, which aims to advance inclusion and diversity in

New Zealand, through identifying initiatives and actions in this

space such as closing the gender pay gap.

We recognise that women are under-represented in our

industry and are actively working to promote careers for

women. In 2020 we became corporate members of the

National Association of Women in Construction and teamed

up with GirlBoss NZ to run the first ‘speed internship’ week

for young women interested in careers in science, technology,

engineering and mathematics.

(1)

Total recordable injury frequency rate. Measured by the total number of recordable

injuries per million hours worked. TRIFR does not include restricted work injuries.

(2)

Serious Injury includes immediate treatment as an in-patient at hospital for more

than 24 hours or immediate treatment for a serious injury or illness as defined by

Safe Work Australia.

FY20FY19FY18FY17FY16

6.7

6.9

5.1

5.0

5.65

5.76

5.26

TRIFR

(1)

TotalEmployeesContractors

Serious Injuries

(2)

FY20FY19FY18FY17FY16

25

33

21

20

8

Fletcher Building Limited Annual Report 202011

Our latest startup Clever Core used Fletcher Building’s
own recruitment platform Switch Up to employ people

entering the workforce for the first time or people

wanting to retrain for a career in manufacturing and

construction. Our people at Clever Core have gained

skills in the growing field of offsite manufacturing and

have opportunities to move into management and

specialist roles.

Switch Up is an award-winning recruitment tool

developed by Fletcher Building to transform the way

we attract, select and develop first-time job seekers. It

is designed to engage young people and simplifies the

application process. Job descriptions are provided by

videos from current employees describing their lives

on the job. Instead of creating CVs, applicants create

job-seeker profiles and answer employer questions that

are designed to give applicants insight into employment

and the skills required for the job. All applicants

receive feedback, and Switch Up directs unsuccessful

applicants to resources that will help them to fill the

gaps in their profile and develop the necessary skills to

be successful.

Future workforce matched

with future-focused

manufacturing

Case Study

The programme excited participants by what our business

and industry has to offer through site tours, networking and

a ‘Dragon’s Den’ style idea pitching event. We are a finalist

in the 2020 Diversity Awards NZ for this initiative and five

of the GirlBoss participants will take part in paid internships

with us in FY21.

Within Fletcher Building we have targeted recruitment,

training and retention policies for bringing young people

into our business, and for supporting our Ma

-

ori and

Pasifika workforce.

We work with the Ministry of Social Development, Work

and Income NZ, Te Puni Kokiri, The Southern Initiative, Kiwis

Can Do, The Solomon Group, South Pacific Indigenous

Engineering Students Network and TupuToa to support

career pathways for Ma

-

ori and Pasifika people.

Our Whakatupu programme has been running for more than

five years. This programme was developed with our people

and is specifically aimed at providing leadership pathways

for our Ma

-

ori employees and to bring initiatives from the

Whakatupu cohorts into our workforce. After completing

Whakatupu, 93% of participants we surveyed reported

higher engagement at work. Participants also reported

improved business skills and a stronger connection to their

role in the business.

We provide our people with the opportunity to be nominated

for Connect – an award-winning youth focused development

and mentoring programme targeted at those new to

working or with less than 18 months work experience. The

programme is founded on Ma

-

ori and Pasifika values. While

Connect is for all employees, it recognises that Ma

-

ori and

Pasifika people are under-represented in leadership positions

and aims to build a pipeline of talent for future promotion.

TupuToa is an innovative internship programme creating

pathways for Ma

-

ori and Pasifika university students into

careers in the corporate and professional sectors. We are

proud to be a principal sponsor of the programme and this

year we supported eight internships and five interns have

taken permanent roles in our business.

This year, Fletcher Building also provided 35 additional

construction internships and 40 graduate positions in

finance, technology, construction and sustainability roles

across the business.

We have been a principal sponsor of First Foundation for

20 years. The programme is designed to give young people

the opportunity to achieve their dreams, irrespective

of socio-economic status, through financial support for

education and work experience. Often the students are

the first in their family to attend university. We provide

scholarships to five students each year. Sponsored students

receive $22,000 over three years towards university costs

and take part in five weeks’ paid work experience per annum

to develop skills and people networks.

It is really exciting to see our latest venture

come together, being expertly guided by

a team of highly motivated young people

keen to use new skills gained through

specialist training they wouldn’t get

anywhere else. We are proud to match

this future-focused manufacturing facility

with our future workforce.

– Ross Taylor.

Supporting our people and communities (Continued)

Fletcher Building Limited Annual Report 202012

hours of learning
hours of training per person

10,250

75,800

7. 4

of our people took part in around

In FY20, over

We are proud to have maintained our Rainbow

Tick certification. This year we supported Pride

events in Auckland, Wellington and Queenstown

and expanded our Pride network to our Australian

businesses. We also adjusted our HR systems

to include a wider range of gender and

pronoun options.

Employees in New Zealand, Australia and the

South Pacific Islands have access to financial

support through the Fletcher Building Employee

Educational Fund (EEF). Between 1 April 2019 and

31 March 2020, the EEF assisted 644 employees

and dependants with further education and tuition,

and a further 182 dependants with development

initiatives, such as Spirit of Adventure and Outward

Bound adventures. Support totalled over $5.8

million. Employees in New Zealand can also access

the Fletcher Building Employee Welfare Fund

(EWF) which supports our people in the event of

death, disability or financial hardship resulting from

unexpected medical events. This year, hardship

applications relating to COVID-19 were also

considered. In total, the fund supported our people

to a total of more than $352,000 between 1 April

2019 and 31 March 2020 and a further $152,000

in response to COVID-19 hardship situations. The

EWF also provided $446,500 to support Employee

Assistance Programme services and Health and

Wellbeing initiatives for employees. Both the EEF

and EWF are independent entities of Fletcher

Building. We sincerely thank both the EEF and

EWF for their generosity and support which make

a substantial difference to our people.

The past year brought us a new common challenge in health

and wellbeing: COVID-19. Our people responded quickly,

restricting travel and large gatherings by early March, and

implementing self-managed isolation protocols for returning

travellers and individuals potentially exposed to the virus.

A critical risk approach was taken, with all businesses

implementing mandatory controls and routinely evaluating their

implementation and effectiveness. We achieved 99% verification

that all businesses and sites had the required controls in place

which included contact tracing, provision for distancing, robust

cleaning and hygiene practices and educational systems. In

addition, we monitored and supported over 400 of our people

who had potential exposures and possible symptoms from

March through to June 2020 and continue to mitigate our risk in

line with Government recommendations.

We were also acutely aware

of the effects of the New

Zealand lockdown and

economic uncertainty in New

Zealand and Australia from

COVID-19 on mental health

and wellbeing.

In response, we launched

a mobile phone COVID-19

Support Hub app. The Hub

app was downloaded by

over 7,000 of our people.

It proved a valuable

communication tool providing

an easy place to find business

updates, payroll help,

financial help, and general

wellbeing advice, particularly

while New Zealand was in

lockdown and workplaces

were shut. The Hub app was

also used to connect people

to government help lines,

expert advice or simply a

volunteer to talk through what

they were experiencing. The

app is generously funded by the Employee Welfare Fund and

we plan to adapt it as a one-stop shop for company information

and real-time updates for our people.

Alongside this, we provided everyone at Fletcher Building

access to former All Black and mental health champion Sir John

Kirwan's mental wellbeing app 'Mentemia'.

Supporting our

people’s health &

wellbeing during

COVID-19

Case Study

Fletcher Building Limited Annual Report 202013

Careful management of our
resources and emissions

39%

Waste percent

diverted from landfill

We understand the urgent need to address carbon

emissions, and as part of that commitment we

are the first company in our sector in Australasia

to publish a Science-Based Target (SBT) for

carbon reduction for scope 1 (direct) and scope 2

(indirect) emissions. Our target was independently

verified by the SBT Initiative in December 2019.

We report our carbon emissions every year to the

Carbon Disclosure Project (CDP).

In FY20, scope 1 and scope 2 carbon emissions

were 847,643 tCO

2

e and 284,773 tCO

2

e,

respectively. The combined total of 1,132,416

tCO

2

e is a reduction of 1.3% from FY19. FY19

emissions were low due to a six-week mill

breakdown at Golden Bay Cement, which

represents around 50% of Fletcher Building’s

emissions. In FY20, emissions from our

New Zealand businesses were unsually low due

to the COVID-19 'Level 4' lockdown and operating

restrictions in April and May in other New Zealand

Sustainability

As a leading construction, building products manufacturing and

distribution business, a key aim of our sustainability strategy is careful

management of our resources and emissions.

0

200,000

400,000

600,000

800,000

1,000,000

1,200,000

1,400,000

FY20FY19FY18FY17FY16

Emissions (tCO

2

e)

Combined scope 1 & 2 emissions

Scope 1 emissions

Scope 2 emissions

Combined scope 1 and 2 carbon emissions

*Figures exclude International Division.

operations. The Australia division, which largely

continued operating as normal, had an overall

reduction of 2.3% from FY19 largely through site

consolidation and energy efficiency.

We assess our Greenhouse Gas emissions

using the Greenhouse Gas Protocol Corporate

Accounting Standard, in accordance with

international best practice. Using this

methodology, we estimate that our scope 3

emissions were 848,025 tCO

2

e. These are the

emissions associated with the manufacture

of materials we have purchased, and services

supplied to us. Our FY20 emissions will be

externally verified in FY21.

Reducing waste to landfill remains an area of

focus, and in particular reducing waste from

construction and demolition activities, which is

a significant component of landfill waste in both

New Zealand and Australia. Reducing the waste

we generate and applying ‘circular economy’

principles to use waste from one industry as

a raw material input for another will be key to

overall waste reduction.

We put these principles into place in the

design of our new Winstone Wallboards plant

which is planned to reduce manufacturing

waste by 90%. We continue to have zero

waste to landfill from our Oliveri business and

we worked collaboratively with other New

Zealand businesses as part of the XLabs Circular

Economy Lab, organised by Auckland Tourism,

Events, and Economic Development (ATEED).

At XLabs we focused on taking waste out of the

life cycle of medium density fibreboard (MDF).

MDF is strong, inexpensive material made from

waste wood fibre and is commonly used in

making kitchen, bathroom and office furniture,

but it is not easily reprocessed. We are now

pursuing a number of options with our

Innovation team.

In FY20 our waste to landfill was 26,442t and

diversion from landfill was 16,787t. This equates

to 39% diversion from landfill which exceeds our

target of 30%. Further waste reduction is a goal

for FY21.

Fletcher Building Limited Annual Report 202014

Our response to water and fire crises in Australia and New Zealand
We responded to the devastating impact of bushfires

in Australia with direct donations exceeding $280,000

to the Rural Fire Service (NSW), Country Fire Authority

(VIC), Red Cross (NSW Bushfire Appeal) and Salvation

Army (Disaster Appeal). We provided paid time off

work for our people to volunteer in rural firefighting

and other emergency crews to help their communities

in affected areas. In addition staff at our Rocla

Wodonga site worked over the Christmas break to

supply power poles to reconnect electricity to several

communities across New South Wales and Victoria.

In Auckland, we implemented water saving measures

in response to severe drought conditions in summer

2019-2020. Fletcher Construction’s Infrastructure

and Higgins teams have installed rainwater capture

and collection systems and the Pipeworks team

are now using UV light instead of hot water to cure

pipes, saving an estimated 160,000L of water for

one pipeline installed as part of a major transport

project. A number of our businesses including Tasman

Insulation and Winstone Wallboards already use bore

water, and we are exploring how we can supply any

excess non-potable water we have to others.

Case Study

Fletcher Living and Winstone Aggregates have been

working with Auckland’s Watercare to supply

non-potable groundwater from Three Kings quarry

to construction businesses, sites and projects

around Auckland.

Other steps are being taken to prepare for future

droughts and increase water conservation across

Fletcher Building including investigation of closed-loop

water systems in manufacturing plants and increased

rainwater storage across the Group.

Fletcher Living and Winstone Aggregates

have been working with Auckland’s

Watercare to supply non-potable

groundwater from Three Kings quarry

to construction businesses, sites and

projects around Auckland.

Fletcher Building Limited Annual Report 202015

In December 2019, Fletcher Building became the first
building materials and construction company in

New Zealand and Australia to attain an independently

verified Science-Based Target (SBT) for carbon

emissions reduction. SBTs are important because they

are based on robust climate science, and the strict

verification process ensures that the decarbonisation

target set by a company is meaningful in a global

context. SBTs also drive innovation, increase

competitiveness and demonstrate climate leadership.

Fletcher Building’s SBT is a public commitment that

we will reduce direct and indirect carbon emissions

by 30% by 2030, from 2018 as a baseline year. Our

target is in line with the Paris Agreement to limit

global warming to well below 2°C and ensures

Fletcher Building takes responsible action towards its

contribution to climate change.

We have developed carbon reduction roadmaps that

identify key initiatives over the next 10 years for all

business units and are actively tracking progress of

each business unit. Some of the first carbon reduction

activities are to increase energy efficiency in new

facilities through use of renewable energy and by

transitioning our vehicle fleet to include more hybrid

and electric vehicles. In FY20, there were a number of

Science-Based Targets

significant ongoing projects: alternative fuels and lower

carbon materials in cement manufacture at Golden Bay

Cement, the design of our new Winstone Wallboards

facility which is planned to significantly reduce carbon

emissions; and ongoing LED lighting replacement

for Tradelink stores which will reduce electricity

consumption and associated emissions by more than

40% over the next six years.

In December 2019, Fletcher Building

became the first building materials and

construction company in New Zealand

and Australia to attain an independently

verified Science-Based Target (SBT) for

carbon emissions reduction.

Case Study

Fletcher Building Limited Annual Report 202016

Better products, houses
and infrastructure

Sustainability

EPDs assess the environmental impact of

a product across the entire product lifecycle.

EPDs provide a verifiable and transparent product

assessment against an international standard and

empower our customers to make an informed

choice about the environmental impact of the

products they choose. We have nine EPDs

already published in Australia and New Zealand

and five more underway. You will find these green

products in our Fletcher Living homes.

A number of our products also hold other

sustainability certifications such as Declare labels

and Environmental Choice certifications that

are recognised within green building standards

As part of our aim to be the New Zealand and Australian leader

in sustainable building materials, we are increasing the number

of products we manufacture that hold Environmental Product

Declarations (EPDs) and other sustainability certifications.

including Green Star and Homestar. Our

environmental certifications are disclosed on our

businesses' websites.

We are active members of sustainable

construction organisations including the

Sustainable Business Council, the Sustainable

Business Network, the New Zealand Green

Building Council and the Infrastructure

Sustainability Council Australasia. We have been

working closely with these industry bodies and

Government to embed more sustainable methods

into construction as part of post COVID-19

recovery packages for the construction industry.

09

Published EPDs

05

EPDs in

development

AUSTRALASIA

Furniture, Fittings & Flooring

Licence No. 3208041

Fletcher Building Limited Annual Report 202017

Golden Bay Cement's Eversure
TM

and Everfast

TM


cements and Winstone Wallboards' plasterboards

GIB

®

were three of our earliest products to have

their full environmental impact assessed.

All hold Declare labels, Environmental

Choice New Zealand, Good Environmental

Choice Australia (GECA) or Global GreenTag

certification, and an EPD.

Declare labels are part of one of the world’s

most stringent sustainable building certification

programmes, the Living Building Challenge.

A Declare label shows, in a simple and transparent

way, several product properties including where

the product is made, its end-of-life options, and

the list of ingredients used to make it. The label

also shows whether the product is “Red List

Free”, meaning that it does not contain chemical

substances known to be harmful to the environment

or to the people using them.

Greener materials for homes and infrastructure

Environmental Choice New Zealand and Global

GreenTag are independently-run ecolabels identifying

the most environmentally friendly products, and

are recognised within both the New Zealand and

Australian Green Building Council’s rating system.

The latest addition to the certification for Golden Bay

Cement is the EPD. Simon Harper, National Sales

and Marketing Manager said: “With the EPD, we

are able to demonstrate that Golden Bay Cement

has significantly lower carbon emissions than our

competitors when measured against the same

criteria. This transparency now allows the industry

to be confident that cement from Golden Bay Cement

is utilised on their project that it results in the lowest

carbon concrete available”.

Winstone Wallboards has held an EPD for GIB

®


plasterboard for several years and used its existing

EPD as a robust baseline to design improvements for

its new Tauranga production facility that will further

reduce the environmental impact of its products.

With the EPD, we are able to

demonstrate that Golden Bay Cement

has significantly lower carbon

emissions than our competitors.

– Simon Harper.

Case Study

Fletcher Building Limited Annual Report 202018

Performance
Fletcher Living Waiata Shores

Fletcher Building Limited Annual Report 202019

Group Performance
Reported results

Year ended

June 2020

NZ$M

Year ended

June 2019

NZ$MChange %

Total revenue7,3098,308(12%)

EBIT before significant items

(1)

160549(71%)

Significant items

(2)

(276)(94)(194%)

EBIT(116)455(125%)

Lease interest expense(69)-NM

Funding costs(80)(116)31%

Earnings/(loss) before tax(265)339(178%)

Tax (expense)/benefit81(80)201%

Earnings/(loss) after tax(184)259(171%)

Non-controlling interests(12)(13)8%

Net earnings/(loss)(196)246(180%)


Basic earnings per share (cents)(23.5)28.8NM

Basic earnings per share before significant items (cents)0.436.7NM

Dividends declared per share (cents)-23NM

Cash flows from operating activities

(3)

410153168%

Capital expenditure232285(19%)

Revenue

Year ended

June 2020

NZ$M

Year ended

June 2019

NZ$MChange %

Building Products1,1731,314(11%)

Distribution1,4711,596(8%)

Concrete74 0802(8%)

Residential and Development466639(27%)

Construction1,3181,702(23%)

Australia2,8023,024(7%)

Other1011(9%)

Continuing operations7,9809,088(12%)

Less: intercompany revenue(671)(780)(14%)

Group external revenue7,3098,308(12%)

(1)

Measures before significant items are non-GAAP measures used by management to assess the performance of the Group and has been derived from Fletcher Building Limited’s financial

statements for the year ended 30 June 2020.

(2)

Significant items relate principally to restructuring charges recognised. Further details of significant items can be found in note 2 of the financial statements.

(3)

The 2019 number includes discontinued operations which were divested during the year.

Fletcher Building Limited Annual Report 202020

$
87m

$

85m

(

$

147m)

$

33m

EBITEBIT before significant items

(1)

Reported

Year ended

June 2020

NZ$M

Reported

Year ended

June 2019

NZ$M

Change

%

Reported

Year ended

June 2020

NZ$M

Pro forma

Year ended

June 2019

NZ$M

Reported

Year ended

June 2019

NZ$M

20R vs

19P

Change

%

Building Products68150(55%)87167160(48%)

Distribution67104(36%)85115104(26%)

Concrete6184(27%)748984(17%)

Residential and Development64137(53%)65137137(53%)

Construction(160)47NM(147)5147NM

Australia(133)(21)NM337757(57%)

Corporate(83)(46)(80%)(37)(38)(40)3%

Continuing operations(116)455(125%)160598549(73%)

Divested businesses-(58)(100%)-8282(100%)

Total(116)397(129%)160680631(76%)

Lease interest expense(69)-NM(69)(64)-NM

Funding costs(80)(118)32%(80)(118)(118)32%

Earnings before tax(265)279(195%)11498513(98%)

Tax benefit/(expense)81(102)179%4(133)(133)103%

Earnings after tax(184)177(204%)15365380(96%)

Non-controlling interests(12)(13)8%(12)(13)(13)8%

Net earnings(196)164(220%)3352367(99%)

Building Products

EBIT* 2020

Distribution

EBIT* 2020

Construction

EBIT* 2020

Australia

EBIT* 2020

EBIT 2019 $167m

(p)

(48%)

$

65m

Residential and

Development

EBIT* 2020

EBIT* 2019 $137m

(p)

(53%)

EBIT* 2019 $115m

(p)

(26%)

EBIT* 2019 $51m

(p)

(388%)

EBIT* 2019 $77m

(p)

(57%)

$

74m

Concrete

EBIT* 2020

EBIT* 2019 $89m

(p)

(17%)

* Before significant items.

(1)

Measures before significant items are non-GAAP measures used by management to assess the performance of the Group and has been derived from Fletcher Building Limited’s financial

statements for the year ended 30 June 2020.

Fletcher Building Limited Annual Report 202021

Group Overview
In FY20 the Group reported external revenue from continuing

operations of $7,309 million, compared to $8,308 million in the

prior year. EBIT before significant items from continuing operations

was $160 million, compared to $549 million reported in the prior

year. Group net earnings from continuing operations were a loss of

$196 million, compared to a profit of $246 million reported in the

prior year. Cash flows from operating activities were $410 million,

compared to $153 million in the prior year.

Prior to March, the Group had traded largely in line with

expectations, with good performances in several businesses

(especially Concrete, core Building Products, Residential &

Development, and Laminex Australia) offset by weakness in Steel

and in the pipes businesses in both New Zealand and Australia.

In New Zealand, a ‘Level 4’ lockdown to control COVID-19 required

the Group to close almost all of its local operations from 25 March to

28 April. The Group moved rapidly to reduce costs and preserve cash

flow and balance sheet strength, with measures including: reducing

Board and executive remuneration; cutting non-essential spend in

areas such as travel and marketing; establishing a 3-month ‘Bridging

Pay Programme’ for employees, supported by the government

wage subsidy; daily monitoring of cash collections; reducing FY20

capital expenditure by approximately $70 million; and deferring

some residential land purchases. With almost no revenue, the

cost control measures enabled the Group to reduce its loss in

New Zealand in April from an ordinary monthly cost run-rate of

approximately $100 million to an unaudited EBIT loss before

significant items of $55 million.

As COVID-19 restrictions eased through May and June, the

New Zealand businesses experienced a gradual ramp-up of

operations and mixed levels of trading activity, with revenue

generally between 80% and 100% of pre-COVID-19 expectations.

Those core businesses exposed to the residential finishing trades

generally performed better in the ramp-up period than those focused

on earlier stage civil and infrastructure work. Residential house sales

were strong through May and June, though with settlement dates

generally scheduled for FY21. Productivity on construction projects

were adversely impacted, especially on commercial sites, due to

social distancing health measures.

In Australia, while there was no hard lockdown, activity levels were

also impacted by government-imposed measures to contain the

spread of the virus. This resulted in revenue at around 90% of

pre-COVID-19 expectations through 4Q20, which adversely impacted

productivity and together with additional costs impacted margins

across the division’s manufacturing and distribution operations.

Overall, the reduced trading levels and lower productivity

resulting from the pandemic restrictions had an adverse impact of

approximately $200 million on EBIT before significant items.

In addition to this, the FY20 result was impacted by a $150 million

increase in provisions on the historical construction projects.

Three factors led to the increased provisions. Around 50% was

due to reduced productivities on key legacy projects, which were

significantly disrupted by COVID-19 in FY20, and with ongoing

challenges expected in FY21 across supply chains and project

resourcing. Around 20% of the additional provisions was due

to issues which have arisen on a small number of historically

completed projects. The final 30% consists of a prudent risk

provision across the portfolio of legacy work.

While this additional provisioning is disappointing, the division

continues to make progress in its reset. The costs to complete

the legacy project work across the Buildings and Infrastructure

businesses has reduced from approximately $2.2 billion in February

2018 to approximately $600 million currently, and the division’s

forward order book has been rebuilt to comprised $2.4 billion of

new work with a materially better margin outlook and significantly

lower and more appropriate risk profile.

In response to an expected market downturn arising from the

COVID-19 pandemic, the Group moved to decisively reset its cost

base in FY20. This included a reduction in its operational footprint,

including the exit of some offices, warehouses, and manufacturing

sites, and ceasing some unprofitable product lines. Regrettably,

an expectation of lower market activity also resulted in a reduction

of Group headcount by around 1,500 roles. This, together with the

completion of the Australia ‘P100’ cost-out programme, significant

manufacturing site closures associated with the disposal of the

Rocla business, and make whole costs from the early repayment

of USPP notes has resulted in total restructuring costs for the

Group (recognised as significant items) in FY20 of $276 million.

The key feature of the Group’s FY20 result was the significant impact of the COVID-19

pandemic in the latter part of the financial year. Trading levels, operating productivities and

earnings were materially affected across the Group from March to June as governments put in

place measures to contain the spread of the virus. Positively, cash flows were well-managed

and strong through this period, and as a result the Group has maintained a strong balance sheet

and liquidity position at year-end.

Fletcher Building Limited Annual Report 202022

The Group’s funding costs for the year decreased by 32% to
$80 million, resulting principally from lower debt levels following

$650 million of debt repayments since June 2018. A tax benefit of

$81 million in FY20 compared to a tax expense of $102 million in

the prior year.

Basic earnings per share from continuing operations were (23.5)

cents in FY20, compared to 28.8 cents in the prior year. Adjusting

for the impact of significant items, earnings per share from

continuing operations were 0.4 cents, compared with 36.7 cents

in the prior year.

GROUP CASH FLOWS

Cash flows from operating activities were $410 million, compared

to $153 million in the prior year. The cash flow result was achieved

despite a material reduction in earnings as a result of COVID-19. This

reflects the Group’s ongoing focus on working capital efficiency

as well as the specific cash preservation measures undertaken

through the final quarter of the year. Close management of

customer collections resulted in a $95 million inflow from

receivables for the year, partly offset by a $67 million reduction in

creditors positions.

In Construction, the ongoing cost of completing the legacy

Buildings projects resulted in trading cash outflows of $213 million

in FY20 compared to outflows of $257 million in the prior year.

Capital expediture cash flows from continuing operations were

$240 million in FY20, compared with $285 million in the prior

year. The lower level in FY20 reflects a decision to reduce capital

expenditure in the fourth quarter of the year by $70 million relative

to pre-COVID-19 expectations. The Group’s focus on cash and

balance sheet also resulted in a reduction of residential land

purchases relative to pre-COVID-19 expectations.

FUNDING

Total available funding as at 30 June 2020 was $2,126 million.

Of this, $525 million was undrawn and there was an additional

$1,104 million of cash on hand, meaning total liquidity for the

Group at 30 June 2020 was $1,629 million.

On 30 June 2020, the Group announced its intention to make an

early repayment of US$200 million and AU$99 million of USPP

notes. The repayment was on 29 July 2020 from the Group’s

cash reserves and reflected a decision to retire the Group’s most

expensive source of debt. Repayment of the notes will reduce the

Group’s funding costs by $17 million in FY21. After taking account

of foreign exchange and interest rate derivatives held in respect

of these notes, the repayment amount made was $350 million.

Adjusting for this prepayment, the Group’s liquidity at 30 June 2020

would have been $1.3 billion.

The Group’s gearing at 30 June 2020 was 12.3% compared with

7.2% at 30 June 2019.

The Group’s leverage ratio (net debt / EBITDA) at 30 June 2020 was

0.9 times compared with 0.4 times at 30 June 2019.

The average maturity of the Group’s debt at 30 June 2020 is 4 years

(excluding the USPP notes prepaid on 29 July 2020) and the hedged

currency split is 36% Australian dollar; 63% New Zealand dollar; and

1% spread over various other currencies.

Approximately 46% of all borrowings have fixed interest rates

with an average duration of 2.2 years. Inclusive of floating rate

borrowings, the average interest rate on the debt (based on year-end

borrowings) is 3.7%.

NZ IFRS 16

For the year ended 30 June 2020, the Group’s financial statements

are prepared in accordance with the new lease accounting standard

NZ IFRS 16, adopted from 1 July 2019. In prior years, lease costs

were fully reported in EBIT. Under NZ IFRS 16, the two components

of lease costs are reported separately: (1) the depreciation of

right-of-use assets is reported in EBIT and (2) the deemed interest

portion of the lease liability is reported in lease interest expense. The

pro forma effect of NZ IFRS 16 in the prior year was a $49 million

favourable impact on EBIT and a $15 million adverse impact on net

earnings. Financial tables in this Annual Report (where indicated)

show both the reported result for the prior year, as well as a pro

forma restatement of the prior year to illustrate the impact of

NZ IFRS 16 had it been applied and to allow for a like-for-like

comparison. Commentary on the divisional operating performance

compares principally with the pro forma results for the prior year.

OUTLOOK

The Group has undertaken a thorough cost reset process to prepare

for an expected market downturn of c25% in New Zealand and

c20% in Australia. The first half of FY21 is expected to be stronger

than the second half of the year, as the economic impact of the

COVID-19 pandemic flows through to activity levels. However, the

outlook is uncertain, and the Group will remain vigilant to macro

factors and movements in forecasts. The Group has a strong balance

sheet and is well-positioned to implement its strategy with the ability

to react to market activity as needed.

Fletcher Building Limited Annual Report 202023

15%
Building

Products

Winstone Wallboards

Laminex New Zealand

Tasman Insulation

Iplex New Zealand

Humes

Fletcher Steel

Altus JV

% of Revenue

Divisional Review

The Building Products division reported gross revenue of $1,173 million,

which was 11% lower than the prior year. EBIT before significant items was

$87 million, compared to $167 million in the prior year.

Prior to March, the businesses primarily selling into residential finishing trades (Winstone Wallboards,

Tasman Insulation, Laminex) were trading at or near record volumes, and delivering year-on-year margin

improvements. The Steel and Pipes businesses had experienced softer volumes, driven by subdued

infrastructure sector activity combined with aggressive competition in key product categories. Margins

in the Steel business were further impacted by significant inventory devaluations due to declining global

steel prices.

The Building Products businesses almost entirely ceased operations during the COVID-19 ‘Level 4’

lockdown, resulting in a $22 million loss in April. In May and June, volumes returned strongly in the

residential finishing trades, driven by pent up demand from work ceased during the lockdown, while

volumes in other segments settled at around 80% of pre-COVID-19 Levels.

The division recognised $19 million in significant items in the year, reflecting headcount reductions

and rationalisation of certain sites and product lines to prepare for an expected lower level of

market activity.

Trading cash flow for the division of $125 million was $32 million lower than the prior year.

Capital expenditure in the year was $53 million, in line with the prior year spend of $55 million.

$22 million of the FY20 spend related to the initial investment in the new Wallboards plant in Tauranga.

Future Focus

The division’s focus continues to be in four key areas: product innovation and adjacencies;

improvements in customer experience; operating efficiencies and enhanced pricing disciplines.

The division has continued to invest in ensuring its manufacturing facilities are the most

efficient in market, including material investments in the first phase of the new Wallboards

facility and the commissioning of a HDPE mobile extrusion pipe plant in Iplex. Expanded

product ranges were introduced in Pipes, Easysteel and Laminex, and Dimond launched an

innovative mobile roll-to-roof system. New products introduced in prior years continue to deliver

growth, with GIB Weatherline, GIB Barrierline, PVC-O, and Tasman Insulation’s building wraps

range all trending well.

Several digital initiatives have been launched to improve efficiency and customer experience,

notably in Winstone Wallboards and Laminex, while Tasman Insulation continues to introduce

new channels to market. The division’s pricing capability and discipline continues to improve,

with the Pipes and Steel businesses exiting FY20 with stronger margins as a result of initiatives

to address areas of price leakage.

$

1,173m

REVENUE

Fletcher Building Limited Annual Report 202024

Building Products
Financial Summary

Year ended 30 JuneReported

2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Gross revenue1,1731,3141,314(11%)

External revenue9221,0131,013(9%)

EBIT before

significant items

(2)

87167160(48%)

Significant items

(3)

(19)(10)(10)(90%)

Funds678692723(2%)

Trading cash flow125157157(20%)

Capital expenditure5355554%

Building Products

EBIT before significant items

(2)

Year ended 30 JuneReported

2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Building Products101132127(23%)

Steel(14)3533(140%)

Total87167160(48%)

(1)

The pro forma figures for the year ended 30 June 2019 have been restated for comparative

purposes to include the impact from NZ IFRS 16.

(2)

EBIT before significant items is a non-GAAP measure used by management to assess the

performance of the business and has been derived from Fletcher Building Limited's financial

statements for the period ended 30 June 2020.

(3)

Details of significant items can be found in note 2 of the financial statements.

Fletcher Building Limited Annual Report 202025

Distribution
PlaceMakers

Mico

Forman Building Systems

Divisional Review

The Distribution division reported gross revenue of $1,471 million,

which was 8% lower than the prior year. EBIT before significant items

was $85 million, compared to $115 million in the prior year.

Prior to March, the division was delivering revenue growth of 2% above the prior year. Gross margins

were steady despite continued competitive intensity especially in large commercial projects. PlaceMakers

was growing in all geographical segments, except for the Lower South Island. Mico experienced growth

across their three key customer segments; Commercial, Group Home Builders and SME.

Both the Mico and PlaceMakers businesses were deemed essential services during the COVID-19

‘Level 4’ lockdown with the businesses selecting branches in larger centres or those servicing essential

projects to remain open at significantly reduced capacity. Trading volumes were limited with April revenue

down 86% on the prior year, resulting in an $11 million loss in April. In May and June, the businesses

experienced mixed volumes, with declines in the Auckland and Christchurch regions while other regions

were steady on the prior year.

The division recognised $18 million in significant items relating to redundancies, the closure of the

PlaceMakers Antigua Street (Christchurch) and Helensville (Auckland) sites and associated fixed asset

impairments. Prior to March, the businesses had begun a workforce optimisation initiative that was

accelerated in May and June to ensure staffing levels in the branch network and support offices were both

efficient and sized for expected future market conditions.

Trading cash flows for the division was $117 million, $19 million up on the prior year. This was the result of

reduced working capital, with tight management of both inventory and debtors throughout the year.

Capital expenditure in the year was $21 million, compared to $23 million in the prior year, with investment

centred on property upgrades and digital innovation.

Future Focus

Ensuring competitive customer offerings, ease of doing business and market leading service

remain core to the division’s strategy.

PlaceMakers released its Trade App in April, allowing customers greater flexibility in how they

choose to interact with PlaceMakers, including the ability to order product on line, through click

and collect and select enhanced delivery options. Further development of our digital capability

remains a key priority with further e-commerce offerings, including the trade portal and

refreshed consumer e-commerce platform, to be launched in FY21.

PlaceMakers have also begun grouping branches into regional hubs, with these structures now

in place in mid Canterbury, Christchurch, Nelson-Marlborough and North Auckland. Hubs will

provide greater consistency for customers who transact with multiple branches and enable

efficient delivery via a combination of centralised distribution centres and branch deliveries.

18%

% of Revenue

$

1,471m

REVENUE

Fletcher Building Limited Annual Report 202026

Year ended 30 JuneReported
2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Gross revenue1,4711,5961,596(8%)

External revenue1,4401,5521,552(7%)

EBIT before

significant items

(2)

85115104(26%)

Significant items

(3)

(18)--NM

Funds209251300(17%)

Trading cash flow117989819%

Capital expenditure2123239%

(1)

The pro forma figures for the year ended 30 June 2019 have been restated for

comparative purposes to include the impact from NZ IFRS 16.

(2)

EBIT before significant items is a non-GAAP measure used by management to assess

the performance of the business and has been derived from Fletcher Building Limited's

financial statements for the period ended 30 June 2020.

(3)

Details of significant items can be found in note 2 of the financial statements.

Distribution

Financial Summary

Fletcher Building Limited Annual Report 202027

Concrete
Winstone Aggregates

Golden Bay Cement

Firth Industries

Divisional Review

The Concrete division reported gross revenue of $740 million, 8% lower

than the prior year. EBIT before significant items was $74 million, a

decrease of $15 million or 17% compared to the prior year.

Prior to March the division was tracking strongly with revenue growth of 2% and earnings in all

businesses tracking ahead of the prior year. Firth saw a strong lift in sales price, combined with a gain in

market share. In Golden Bay Cement, domestic cement volumes lifted following the exit of a competitor

from the imported cement market. Winstone Aggregates earnings were up year on year due to strong

price increases and a favourable shift in product mix. The Tamahere quarry purchased in March 2019

completed its first full year of operations under our ownership with a strong EBIT return.

The Concrete businesses ceased operations during COVID-19 ‘Level 4’ lockdown. This resulted in lower

earnings in March and a $13 million loss in April. The division experienced a strong recovery of activity in

May and June across all segments and products, with revenue up 2% on the prior year.

The division recognised $13 million of significant items reflecting headcount and property rationalisation

decisions in line with our expectations of lower future business volumes. These initiatives include a

refinement of our quarry network and the right-sizing our ready-mix network.

Trading cash flow for the division was $100 million, compared with $136 million in the prior year,

reflective of lower earnings during the final part of the financial year, while working capital management

remained solid.

Capital expenditure for the division was $50 million. Investment in the year included further quarry

resource development to meet forecast demand, additional heavy mobile equipment for both

quarries and the cement operation, while Firth continued its programme of ready-mix truck and

plant replacement.

Future Focus

The division’s strategic focus continues to be on projects that support long-term capability,

reduce carbon emissions, improve customer service experience – especially through digital

connectivity – and ensure cost competitive manufacturing and supply chain positions.

Firth is now progressing with a digital channel to market and we expect initial implementation

in FY21. Masonry will further rationalise its manufacturing network to drive efficiencies in line

with plans already in progress. Product development continues in masonry with new sized

paving options and more environmentally friendly honed surface finishes.

Golden Bay Cement’s major cost reduction initiative - the Tyre Derived Fuel initiative - a project

in conjunction with Ministry for the Environment, enabling energy cost improvements and

reduction in carbon emissions will complete the construction phase in January 2021 with the

first tyre derived fuel to be generated in February 2021. The business continues to work on

the development of a low carbon and sustainable cementitious material which will reduce the

carbon footprint for Concrete.

9%

% of Revenue

$

740m

REVENUE

Fletcher Building Limited Annual Report 202028

Year ended 30 JuneReported
2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Gross revenue74 0802802(8%)

External revenue503549549(8%)

EBIT before

significant items

(2)

748984(17%)

Significant items

(3)

(13)--NM

Funds607646656(6%)

Trading cash flow10 0136136(26%)

Capital expenditure50656523%

(1)

The pro forma figures for the year ended 30 June 2019 have been restated for

comparative purposes to include the impact from NZ IFRS 16.

(2)

EBIT before significant items is a non-GAAP measure used by management to assess

the performance of the business and has been derived from Fletcher Building Limited's

financial statements for the period ended 30 June 2020.

(3)

Details of significant items can be found in note 2 of the financial statements.

Concrete

Financial Summary

Fletcher Building Limited Annual Report 202029

Residential and
Development

Residential

Land Development

Clever Core

Divisional Review

The Residential and Development division reported revenue of $466 million,

which was 27% lower than the prior year. EBIT before significant items were

$65 million, compared to $137 million in the prior year. The decline in both

revenue and EBIT was largely due to a reduction in houses sold and less

properties taken to profit in the Development business.

The Residential business experienced a mixed market throughout FY20. Activity was slow during the first

quarter of the financial year, but from mid-October until mid-March there was a notable increase in sales

demand and firmer pricing in both the Auckland and Christchurch markets.

The Development business completed the first of two transactions on the former Crane Copper Tube site

in Sydney contributing EBIT of $12 million, with the second site transaction being delayed until 1H21.

Clever Core, the division’s new panelisation business, officially opened in October 2019. The plant has

produced 40 panelised houses for Fletcher Living’s developments in Auckland. The production and

installation rate of panels achieved late in the year are trending well for the future success of

this business.

From March until early May, house sales were negatively impacted by the COVID-19 ‘Level 4’ lockdown.

The absence of sales during these important sales months, as well as delays in the completion of houses,

led to 666 units being taken to profit in FY20 compared to 755 units in the prior year.

May and June house sales activity was strong, although most of these sales will settle in the new

financial year. The demand for Auckland houses in the $600k – $900k price range remains especially

strong, reflecting interest from both first-time buyers and investors.

Trading cash flow for the division was $118 million compared to $95 million in the prior year. Cash flow

in the current year included a $50 million receipt related to the Wiri land development sale that was

completed in FY19, and which offset the lower FY20 earnings.

Funds employed reduced from $651 million at 30 June 2019 to $604 million, mainly due to the Wiri

settlement. Land stocks in the division has remained constant, with a total of 2,596 lots (either finished

sections or development land) held on balance sheet at the end of FY20. The business has a further

1,323 residential lots under unconditional purchase agreements to be delivered over the next four years.

Future Focus

We continue to focus on delivering houses at mid-market price points in Auckland across a

range of developments and have a commitment to continuing to broaden the types of homes

offered, including more apartments. In Christchurch the near-term focus is increasingly on the

One Central development and supplementing it with opportunities in growth corridors.

Clever Core will increase the volume of houses it supplies into Fletcher Living and look to

commence sales to external customers in FY21.

The Development business has a good pipeline of Fletcher Group land available for industrial

development that has arisen from recent restructuring decisions, including the divestment of

the Rocla business in Australia.

6%

% of Revenue

$

466m

REVENUE

Fletcher Building Limited Annual Report 202030

Residential and Development
Financial Summary

Year ended 30 JuneReported

2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Gross revenue466639639(27%)

External revenue460639639(28%)

EBIT before

significant items

(2)

65137137(53%)

Significant items

(3)

(1)--NM

Funds604651651(7%)

Trading cash flow118959524%

Capital expenditure37757%

Residential and Development

EBIT

Year ended 30 June Reported

2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Residential638484(25%)

Land Development65656(89%)

Clever Core(4)(3)(3)(33%)

Total65137137(53%)

(1)

The pro forma figures for the year ended 30 June 2019 have been restated for comparative

purposes to include the impact from NZ IFRS 16.

(2)

EBIT before significant items is a non-GAAP measure used by management to assess the

performance of the business and has been derived from Fletcher Building Limited's financial

statements for the period ended 30 June 2020.

(3)

Details of significant items can be found in note 2 of the financial statements.

Residential and

Development

Fletcher Building Limited Annual Report 202031

Construction
South Pacific

Brian Perry Civil

Higgins

Buildings

Infrastructure

Divisional Review

The Construction division reported gross revenue of $1,318 million, 23%

or $384 million lower than the prior year. EBIT before significant items of

$(147) million compared to $51 million in the prior year.

Prior to March, Higgins was trading well with expectations of a strong finish to the year. Brian Perry had a slow

start to the year but was benefiting from demand for urgent Watercare work with respect to the Auckland

drought and urgent runway work at Auckland Airport. Completion of the legacy Buildings and Infrastructure

projects was continuing to expectations and within the provisions set in February 2018. Rebuild work had

commenced on the New Zealand International Convention Centre, which was affected by a fire in October

2019, with insurance responding to loss and damage on this project.

The 'Level 4' lockdown significantly impacted all of the division’s businesses as paving, civil and building works

ceased. This included the Commercial Bay project in downtown Auckland, which was within days of meeting

agreed opening dates on the retail and office precincts. COVID-19 also resulted in the cancellation of Auckland

Airport’s Domestic Jet Facility project, where Fletcher Construction had been part of a successful joint venture

bid. Construction activities resumed under 'Level 3' in late April, however productivities were impacted by a

gradual ramp-up in site work as well as social distancing protocols, especially on commercial building sites.

Through the year-end review process, it was decided to increase provisions to complete the historical

construction projects by $150 million. Three factors led to the increased provisions. Around 50% was due

to reduced productivities on key legacy projects, which were significantly disrupted by COVID-19 in FY20,

and with ongoing challenges expected in FY21 across supply chains and project resourcing. Around 20% of

the additional provisions was due to issues which have arisen on a small number of historically completed

projects. The final 30% consists of a prudent risk provision across the portfolio of legacy work.

While this additional provisioning is disappointing, the division continues to make progress in its reset. In

February 2018, the division had work to complete of approximately $2.2 billion for major projects across the

Buildings and Infrastructure businesses, almost all of which comprised large, higher-risk, fixed price projects.

Currently, approximately $600 million of this work remains to be completed. Over this period, the division has

also rebuilt its forward order book to comprise $2.4 billion of new work with a materially better margin outlook

and lower and more appropriate risk profile. This order book includes primarily: smaller, self-perform work in

Higgins and Brian Perry; national and local maintenance contracts; a strong pipeline of road pavement work;

and the 10-year Watercare Enterprise Framework Agreement, providing an estimated $1.3 billion backlog of

work for Brian Perry and Infrastructure over 10 years.

In FY20, the division recognised $13 million of significant items, consisting mainly of redundancy and property

rationalisation costs.

Trading cash flow for the division was an outflow of $148 million in FY20, compared to an outflow of $210

million in the prior year. Cash outflows for the Buildings and Infrastructure legacy work were $186 million,

compared to $270 million in the prior year. Excluding the legacy work, trading cash for the division was an

inflow of $38 million, compared to an inflow of $60 million the prior year, with Higgins performing strongly.

The division invested $32 million in capital expenditure in FY20. Consistent with the prior year, the focus of

investment continues to be in the manufacture and supply of bituminous products in Higgins and in plant for

foundations in Brian Perry Civil.

Future Focus

The priorities will continue to be to complete the remaining legacy projects within provisions,

leverage a strengthened set of project and risk management capabilities in winning and

delivering new work effectively, and bring innovative solutions to bear for key customers, with a

strengthened leadership team in place.

The division remains well positioned to tender and deliver work in the significant pipeline of

Infrastructure work announced by the Government in the transport sector and in the growing

remedial and new works in the water sector.

17%

% of Revenue

$

1,318m

REVENUE

Fletcher Building Limited Annual Report 202032

Construction
Financial Summary

Year ended 30 JuneReported

2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Gross revenue1,3181,7021,702(23%)

External revenue1,2611,6221,622(22%)

EBIT before

significant items

(2)

(147)5147(388%)

Significant items

(3)

(13)--NM

Funds50384832%

Trading cash flow(148)(210)(210)30%

Capital expenditure323131(3%)

Construction

EBIT

Year ended 30 June Reported

2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Higgins143936(64%)

Infrastructure, South

Pacific, Brian Perry

Civil & FC Buildings

(94)1211(883%)

Total

(80)5147(257%)

B+I Legacy(67)NM

Total(147)5147(388%)

(1)

The pro forma figures for the year ended 30 June 2019 have been restated for comparative

purposes to include the impact from NZ IFRS 16.

(2)

EBIT before significant items is a non-GAAP measure used by management to assess

the performance of the business and has been derived from Fletcher Building Limited's

financial statements for the period ended 30 June 2020.

(3)

Details of significant items can be found in note 2 of the financial statements.

Fletcher Building Limited Annual Report 202033

Australia
Laminex Australia

Iplex Australia

Rocla

Fletcher Insulation

Tradelink

Oliveri Solutions

Stramit

Building Products Australia:

Divisional Review

Distribution Australia:

Steel Australia:

The Australian division reported gross revenue of $2,802 million

compared with $3,024 million in the prior year. EBIT before significant

items was $33 million, compared to $77 million in the prior year.

The performance in the division was mixed through the year, with most businesses impacted by the sharp

decline in the residential market, which saw commencements down approximately 20% on the prior year.

Building Products Australia saw continued strong turnaround momentum in the Laminex and Fletcher

Insulation businesses, both of which grew earnings despite subdued market activity. Laminex revenue

declined 7%, however EBIT increased by 5% due to market share gains driven by new product ranges,

growth in volumes transacted through the business’s ecommerce platform, and the benefit of cost-out

initiatives. In the Pipelines businesses (Iplex-Rocla), revenue declined due to delays in key infrastructure

projects and subdued residential subdivision activity, resulting in a loss of c$15 million in these businesses.

A decision was taken through the year to divest the Rocla business, with completion of this transaction

expected in FY21.

Distribution Australia revenue was down 4% while Steel Australia revenue increased 4% with share gains

in the distributor and commercial segments. However, both businesses reported reduced earnings, as

competitive intensity placed ongoing pressure on price and margin, and Stramit was impacted by lower

sales in the shed segment. Tradelink’s focus on the small to medium network customer segment (SME)

continues to provide increased stability in revenue, despite the residential downturn. Tradelink has largely

completed its store footprint expansion, and is now focused on the showroom and branch refurbishment

programme. Stable earnings in Oliveri continued in the year as a result of favourable margin mix changes to

the bathroom product range.

The division recognised a $166 million charge to significant items during the year, relating to costs

associated with the rationalisation of its property footprint and fixed cost base, along with the reduction

of headcount.

Capital expenditure in the year was $65 million, with key investments focused on automation and capability

improvements in the manufacturing businesses and system upgrades in the distribution business.

Trading cash flow of $49 million compared to $57 million in the prior year, reflecting the cash impact

of restructuring costs recognised in FY19. Excluding the cash impact of significant items, FY20 trading

cash flow was $92 million, compared to $71 million in the prior year, reflecting focused improvements in

inventory management and debtor collections.

Future Focus

With a healthy pipeline of product and service innovation, including through improved digital

capabilities. The cost-out programme is now largely complete with focus now on key growth

initiatives. Enablers of growth include: new digital offerings through expanded digital presence

and platforms, which will build off the success of the Laminex eCommerce platform that

has now delivered >$100 million of online sales in <12 months; acceleration of new product

adjacencies, including a focus on architectural offers in Stramit, Design by Tradelink, and

compact range enhancements in Laminex; as well as a continuation of customer focus with

refined value propositions.

35%

% of Revenue

$

2,802m

REVENUE

Fletcher Building Limited Annual Report 202034

Australia
Financial Summary

Year ended 30 June Reported

2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Gross revenue2,8023,0243,024(7%)

External revenue2,7232,9332,933(7%)

EBIT before

significant items

(NZ$m)

(2)

337757(57%)

EBIT before

significant items

(A$m)

(2)

31

7253

(57%)

Significant items

(3)

(166)(78)(78)(113%)

Funds1,4941,6021,735(7%)

Trading cash flow495757(14%)

Capital expenditure65919128%

Australia

EBIT

Year ended 30 June Reported

2020

NZ$M

Pro forma

2019

(1)

NZ$M

Reported

2019

NZ$M

20R v 19P

Change

%

Building Products

Australia

264740(45%)

Distribution Australia7158(53%)

Steel Australia51611(69%)

Divisional costs(5)(1)(2)NM

Total337757(57%)

(1)

The pro forma figures for the year ended 30 June 2019 have been restated for comparative

purposes to include the impact from NZ IFRS 16.

(2)

EBIT before significant items is a non-GAAP measure used by management to assess

the performance of the business and has been derived from Fletcher Building Limited's

financial statements for the period ended 30 June 2020.

(3)

Details of significant items can be found in note 2 of the financial statements.

Fletcher Building Limited Annual Report 202035

Our Board
MARTIN BRYDON

MBA, FAICD, FAIM, Dip Elect Eng, Dip Elron Eng

Independent Non-Executive Director

Term of office: Appointed director 1 September 2018, last elected

2018 annual meeting.

Board committees: Member of the Nominations Committee

and Member of the Safety, Health, Environment and

Sustainability Committee.

Martin has more than 40 years' experience in the Australian

building products sector, having started his career as an indentured

engineering cadet with BHP. He joined Cockburn Cement Limited

in 1981, where he then served as CEO from 1998-1999. Following

Cockburn Cement’s merger into Adelaide Brighton in 1999, he held

a number of senior management roles before his appointment

as CEO and managing director in 2014. Martin retired following a

distinguished 30-year career with Adelaide Brighton in January 2019.

BRUCE HASSALL

BCom, FCA (CAANZ)

Chair and Independent Non-Executive Director

Term of office: Appointed director 1 March 2017, last elected 2017 annual meeting.

Board committees: Chair of the Nominations Committee and Member of the

Remuneration Committee.

Bruce Hassall has had a distinguished career with broad and deep commercial and

strategic experience, and connections across the New Zealand economy, including

in the small medium enterprise (SME), commercial, government and export sectors.

As former senior partner and CEO of PwC New Zealand he has extensive advisory

background and knowledge of the corporate environment. Bruce is the Chair of The

Farmers' Trading Company Limited and Prolife Foods Limited and is a director of Bank

of New Zealand and Fonterra Co-operative Group Limited.

BARBARA CHAPMAN

CNZM, BCom, CMInstD

Independent Non-Executive Director

Term of office: Appointed director 1 September 2018, last elected

2018 annual meeting.

Board committees: Chair of the Remuneration Committee and

Member of the Nominations Committee.

Barbara brings extensive and diverse trans-Tasman executive

experience to the Board having served as CEO and managing director of

ASB Bank for seven years and having held a number of senior executive

roles responsible for marketing, communications, human resources,

life insurance and retail banking in New Zealand and Australia. She has

an extensive list of professional achievements to her credit, including

being named New Zealand Herald's 2017 Business Leader of the Year.

In 2019, Barbara was made a Companion of the New Zealand Order of

Merit for services to business. Barbara is the Chair of Genesis Energy

Limited and NZME (New Zealand Media and Entertainment) Limited,

and deputy Chair of The New Zealand Initiative. She is also Chair of the

APEC 2021 CEO Summit.

Fletcher Building Limited Annual Report 202036

DOUG MCKAY
ONZM, BA, AMP (Harvard), CMInstD

Independent Non-Executive Director

Term of office: Appointed director 1 September 2018, last elected

2018 annual meeting.

Board committees: Chair of the Safety, Health, Environment and

Sustainability Committee, Member of the Audit and Risk Committee

and Member of the Nominations Committee.

Doug brings considerable business leadership and commercial

experience, as the former CEO of major manufacturing and distribution

businesses in New Zealand and Australia, such as Lion Nathan, Carter

Holt Harvey, Goodman Fielder, Sealord and Independent Liquor. He

was the inaugural CEO of the amalgamated Auckland Council until the

end of 2013. In 2015, Doug was made an Officer of the New Zealand

Order of Merit for services to business and local government. Doug

is the Chair of Bank of New Zealand and Eden Park Trust Board and is

a director of Genesis Energy Limited, IAG New Zealand Limited and

National Australia Bank.

ROB MCDONALD

BCom, FCA

Independent Non-Executive Director

Term of office: Appointed director 1 September 2018, last elected

2018 annual meeting.

Board committees: Chair of the Audit and Risk Committee,

Member of the Nominations Committee and Member of the

Remuneration Committee.

Rob McDonald's finance career spans over 30 years with a strong

track record in financial and risk management, developed over

two decades with Air New Zealand. As the airline's chief financial

officer, he received a number of accolades during his career,

including CFO of the Year in the Deloitte Top 200 in 2015 and the

Fairfax Media New Zealand CFO of the Year award in 2010. Rob is

the Chair of Contact Energy Limited and is a director of AIA New

Zealand Limited and the Chartered Accountants of Australia and

New Zealand.

CATHY QUINN

ONZM, LLB

Independent Non-Executive Director

Term of office: Appointed director 1 September 2018, last elected

2018 annual meeting.

Board committees: Member of the Audit and Risk Committee,

Member of the Nominations Committee and Member of the

Safety, Health, Environment and Sustainability Committee.

Cathy practiced as one of New Zealand's foremost commercial

and corporate lawyers for over 30 years. In 2016, Cathy was made

an Officer of the New Zealand Order of Merit for services to law

and women. Cathy is a director of Rangatira Limited and Tourism

Holdings Limited, and a Board member of New Zealand Treasury

and chairs Fertility Associates Holdings Limited.

PETER CROWLEY

BEcon, BA, FAICD

Independent Non-Executive Director

Term of office: Appointed director 1 October 2019, last elected 2019

annual meeting.

Board committees: Member of the Audit and Risk Committee,

Member of the Nominations Committee and Member of the Safety,

Health, Environment and Sustainability Committee.

Peter Crowley has over 35 years of experience in the construction

materials and building products industries across Australia,

New Zealand, Asia, Europe and North America. From 2003-2015,

he served as managing director and CEO of GWA Group Limited,

a leading Australian supplier of building fixtures and fittings to

households and commercial premises. He also spent 18 years in

the cement industry, including various chief executive roles with the

Rugby Group plc and a variety of managerial roles with Queensland

Cement and its parent company Holcim. Peter is a director of

Barrambin Trading Company Pty Ltd, The Riverside Coal Transport

Company Pty Ltd and Wesley Medical Research Limited.

Fletcher Building Limited Annual Report 202037

Executive Team
For the full biographies of our Executive Team, please see our website.

ROSS TAYLOR

Chief Executive Officer

STEVE EVANS

Chief Executive Residential and

Development

HAMISH MCBEATH

Chief Executive Building Products

CLAIRE CARROLL

Chief People and Communications Officer

DEAN FRADGLEY

Chief Executive Australia

BRUCE MCEWEN

Chief Executive Distribution

WENDI CROFT

Chief Health and Safety Officer

IAN JONES

Chief Executive Concrete

BEVAN MCKENZIE

Chief Financial Officer

PETER REIDY

Chief Executive Construction

ANDREW CLARKE

Group General Counsel and

Company Secretary

DANIEL BEECHAM

Chief Information Officer

Fletcher Building Limited Annual Report 202038

Corporate Governance
The Board is committed to ensuring that Fletcher Building has appropriate corporate

governance arrangements in place that are consistent with the size and nature of the

Group’s operations.

At Fletcher Building, governance is about creating a strong and principled ethics-based culture, where accountability and transparency

improve the quality and clarity of decision-making within the Group. The primary objective is to create and adhere to a corporate culture

that is open and transparent, develops capabilities, and identifies opportunities to create value for our stakeholders.

The Group’s approach to applying the principles and recommendations outlined in the NZX Corporate Governance Code (“the

Code”) is set out below (including where its practice materially differs from the Code). The Group’s constitution, the Board

and committee charters, code of conduct and policies referred to in this statement are available to view on our website at

fletcherbuilding.com/investor-centre/corporate-governance

This governance statement is current as at 30 June 2020 and was approved by the Board on 18 August 2020.

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 CONDUCT

The Group has a written Code of Conduct with which all directors, senior executives and employees are required to comply. The Code of

Conduct documents minimum standards of ethical behaviour and the Group’s expectations on loyalty and conflicts of interest, insider trading,

holding of offices in another Company or public office, intellectual property and misconduct.

In addition, the Group has a written Anti-bribery and Corruption Policy, which provides for a zero-tolerance approach to bribery and corruption,

whether in the private or public sector anywhere in the world. The policy also sets out expectations around giving and receiving gifts, political

and charitable donations and dealings with business partners. All Fletcher Building personnel must adhere strictly to the requirements of this

policy.

Fletcher Building has a free phone and online service (“FBuCall”) that can be used by any Fletcher Building personnel to report suspected

unacceptable, unethical or illegal behaviour in the workplace. This service is operated by external providers, who act as an independent third

party to ensure calls are kept anonymous.

Fletcher Building is also committed to upholding Human Rights across all its business operations. Human Rights are fundamental civil, political,

economic and social rights and freedoms that every human is entitled to without discrimination and include the right to be treated decently at

work, to express opinions and beliefs without fear of recrimination, to have privacy, and to be free from harassment, abuse or discrimination. In

December 2019, the Board adopted a Human Rights Policy, which describes how Fletcher Building will uphold and monitor human rights within

its business operations.

The Modern Slavery Act 2018 is an Australian Commonwealth Act which commenced on 1 January 2019. Our updated Human Rights Policy

includes the statement that Fletcher Building prohibits the use of all forms of forced labour, including indentured labour, bonded labour, prison

labour, modern forms of slavery and any form of human trafficking within our supply chain. The first of the annual statements are required to

be reported to the Australian Border Force by 31 March 2021. The statements will be published on an online portal controlled by the Australian

Border Force.

SECURITIES TRADING POLICY

The Group has a policy that applies to all directors, employees and contractors of Fletcher Building Limited and its subsidiaries

(“Fletcher Building Personnel”), as well as trusts, companies, persons and other entities controlled by Fletcher Building Personnel.

Persons also covered by the policy are any secondee, adviser or contractor who is in possession of material information that is not

available to the market and who intends to trade, or advise or encourage others to trade, in listed securities of Fletcher Building or any

of its subsidiaries.

The policy employs the use of blackout periods to restrict persons covered by the securities trading policy who are likely to have knowledge

of, or access to, inside information from trading. This group of personnel must notify the Group Secretary of their intent to trade. In addition,

through our share registry, Computershare Investor Services Limited (Computershare), we actively monitor trading in Fletcher Building

shares by senior personnel.

Fletcher Building Limited Annual Report 202039

Principle 2 – Board Composition and Performance
“To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and perspectives.”

BOARD’S ROLES AND RESPONSIBILITIES

The role of the Board is to provide overall strategic guidance and effective oversight of management for the purposes of protecting and enhancing

the value of Fletcher Building assets in the best interests of the Group. The Board has statutory responsibility for the affairs and activities of the

Group, which in practice is achieved through delegation to the CEO who is charged with the day-to-day leadership and management of

the Group.

The Board’s roles and responsibilities are formalised in a Board charter, which is available on the Group’s website. The Board charter sets out those

functions that are delegated to management and those that are reserved for the Board. Under the Board charter, the Group Secretary is secretary

to the Board and accountable directly to the Board, through the Chair, on all matters to do with the proper functioning of the Board.

NOMINATION AND APPOINTMENT OF DIRECTORS

Procedures for the appointment and removal of directors are governed by the Group’s constitution. The Nominations Committee makes

recommendations to the Board in respect of Board and committee composition and, when required, identifies individuals it considers to be

qualified to become Board members.

Before a person is appointed to the Board, checks as to the person’s character, experience, education, criminal record and bankruptcy history

are conducted. Each director receives a letter formalising his or her appointment. That letter outlines the key terms and conditions of his or

her appointment, including Fletcher Building’s expectations of the role of director, and is required to be countersigned confirming agreement.

DIRECTOR INDEPENDENCE

The Group acknowledges the importance of having independent directors, ensuring it has the correct balance of skills to optimise the financial

performance of the Group and maximise returns to shareholders.

The Board currently comprises seven directors, with a wide range of skills and experience. The qualifications and experience of each of the

directors, including length of service, are set out in “Our Board” section on pages 36 and 37.

The factors that the Board will consider in whether a director is ‘independent’ are set out in Appendix A of the Board charter. Any director

who has a change in relevant circumstance to any of the factors listed in Appendix A must immediately notify the Chair of that change so that

his or her independence can be re-assessed. If there is a change in the Board’s determination, it will be announced to the market. The Board

considers all the current directors as at 30 June 2020 to be independent.

The Chair is an independent director and is not the CEO. In addition, the Chair of the Audit and Risk Committee is not the Chair of the Board,

and pursuant to its charter all members of this committee are non-executive and independent directors.

DIVERSITY POLICY

Fletcher Building has a Diversity Policy, which is available on the Group’s website. The Remuneration Committee reviews progress against

diversity initiatives developed by the Group to deliver outcomes against the Policy. Further information on diversity initiatives can be found in

“Supporting our People and Communities” section on pages 10 to 13.

The Board is satisfied with the initiatives being implemented by the Group and its performance with respect to the Diversity Policy. The

policy does not currently include a requirement for the Board (or a committee) to set measurable objectives for achieving diversity (as is

recommended by the NZX Corporate Governance Code), as the Board has considered diversity outcomes can be achieved without measurable

objectives. Fletcher Building developed a Diversity and Inclusion strategy during the 2019 calendar year. Implementation of this strategy will

include the establishment of targets, reporting and governance. We are currently updating our Diversity Policy as an output of this work and the

new policy will be implemented in the 2020 calendar year.

Additionally, as members of the Champions for Change network in New Zealand, Fletcher Building has provided diversity reporting as input

into the Champions for Change Annual Diversity Report 2020, providing benchmark against appropriate external comparators as per current

policy requirements.

Corporate Governance (Continued)

Fletcher Building Limited Annual Report 202040

The numbers and proportion of male and female within Fletcher Building as at 30 June 2020 are set out in the table below.
20202019

WomenMenWomenMen

Board of directors2 (29%)5 (71%)2 (25%)6 (75%)

Executive committee2 (17%)10 (83%)2 (17%)10 (83%)

Senior management

(1)

17 (25%)51 (75%)16 (25%)48 (75%)

All employees21% 79%20%80%

(1)

Senior management for these purposes includes any person who reports to a member of the executive committee.

BOARD SKILLS MATRIX

The Board has adopted a skills matrix which takes account of the breadth of the Group’s business interests and the nature of the Group’s

strategic focus. Skills and diversity that are relatively underweight are considered in making appointments to the Board. The matrix shows the

representation of expertise among the current directors.

DIRECTOR INDUCTION AND PROFESSIONAL DEVELOPMENT

The Board conducts induction and continuing professional development for directors, which includes visits to Group operations

and briefings from key executives and industry experts. Directors are provided with material health and safety information relevant

to the business.

The Safety, Health, Environment and Sustainability Committee maintained regular meetings throughout the year and conducted targeted

site visits (where COVID-19 travel restrictions permitted) to observe first-hand the business response to critical safety issues.

BOARD PERFORMANCE

Reviews of the performance of the Board and individual directors are carried out regularly to ensure the Board as a whole and individual

directors are performing to a high standard.

The Board carried out a comprehensive review of its performance and of the committees during FY20, with the assistance of an independent

consultant Propero Consulting Limited. The collective results of the review were then reported to the Board by the Chair and discussed with

directors. The Board is focused on implementing the recommendations that came out of this review in FY21.

Business contextCapabilityKey elementsDirector expertise

Product and market

knowledge

Industry

Construction and infrastructure / Manufacturing and

distribution / Land and property development

New Zealand / Australia building products sector

Functional Expertise

Financial expertise

Prior CFO, ARC Chair experience,

Financial risk management

Commercial depth

Business operations at scale

Commercialisation of research-based innovation

Technology and digital

innovation

Cybersecurity, data analytics, disruptive

technology, digital platforms

Sales and go-to-market

Marketing, retail, service delivery, customer

engagement, omnichannel

M&A, divestments,

corporate restructuring

M&A, divestments, corporate and balance

sheet structuring

Government, legal,

regulatory, governance

Engagement with government stakeholders, legal,

policy and regulatory environments, NZX/ASX

experience, ESG, Shareholder engagement

Health and safetySafety standards and best practice

People, culture

transformation

Leading transformation / cultural turnaround,

talent management and remuneration

Key: Very strong Strong Solid Some gaps

This Key represents the assessment of the strength of the skills and experience of the Board as a whole.

Fletcher Building Limited Annual Report 202041

ComitteeRoleMembers as at 30 June 2020
Audit and Risk Committee

(ARC)

The role of the ARC is to advise and assist the Board in discharging

the responsibilities with respect to external financial reporting, internal

control environment, internal audit and external audit functions, and risk

management practices.

Rob McDonald (Chair)

Peter Crowley

Doug McKay

Cathy Quinn

Nominations CommitteeThe committee’s role is to identify and recommend individuals to the Board

for nomination as members of the Board and its committees and the terms,

if any, of such membership.

All non-executive directors are

members of the Nominations

Committee.

Bruce Hassall (Chair)

Remuneration CommitteeThe principal role of the committee is to oversee and regulate compensation

and organisation matters affecting the Group, including remuneration and

benefits, policies, performance and remuneration of the Group’s senior

executives, management development and succession planning of the CEO

and his direct reports.

Barbara Chapman (Chair)

Bruce Hassall

(effective 1 July 2020)

Rob McDonald

Safety, Health,

Environment and

Sustainability Committee

(SHES)

The role of the committee is to assist the Board to provide leadership and

policy for SHES management within Fletcher Building. The committee

focuses on compliance with legislative and regulatory requirements and the

promotion of good SHES governance.

Doug McKay (Chair)

Peter Crowley

Martin Brydon

Cathy Quinn

Principle 3 – Board Committees

“The Board should use committees where this will enhance its effectiveness in key areas, while still retaining Board responsibility.”

In accordance with the Board charter, various committees have been set up to enhance the Board’s effectiveness in key areas, while still

retaining overall responsibility. As at 30 June 2020 the Board committees were:

–Audit and Risk Committee

–Nominations Committee

–Remuneration Commit

tee

–Safet

y, Health, Environment and Sustainability Committee

Each committee is governed by a charter setting out its roles and responsibilities (a copy of which is available on the Group’s website). Committees

do not take action or make decisions on behalf of the Board unless specifically mandated by prior Board authority to do so. Employees only attend

meetings of the Audit and Risk Committee and Remuneration Committee at the invitation of the particular committee. From time to time, the

Board may create ad-hoc committees to examine specific issues on its behalf.

Corporate Governance (Continued)

Fletcher Building Limited Annual Report 202042

ATTENDANCE AT BOARD AND COMMITTEE MEETINGS
The table below shows directors’ attendance at the Board and committee meetings during the year ended 30 June 2020.

Board

Audit and Risk

Committee

Nominations

Committee

(1)

Remuneration

Committee

Safety, Health,

Environment and

Sustainability

Committee

Number of meetings held 174364

Bruce Hassall (Chair)

(2)

173351

Martin Brydon1734

Antony Carter

(3)

5212

Barbara Chapman1736

Peter Crowley

(4) / (5)

15222

Rob McDonald

(6)

17434

Doug McKay16434

Cathy Quinn16434

Steve Vamos

(7)

823

(1)

All non-executive directors are members of the Nominations Committee.

(2)

Bruce Hassall attended all committee meetings in an ex officio capacity, excluding his attendance as Chair of the Nominations Committee.

(3)

Antony Carter retired from the Board on 28 November 2019 following conclusion of the Annual Shareholders' Meeting.

(4)

Peter Crowley was appointed to the Board on 1 October 2019.

(5)

Peter Crowley was appointed member of the Audit and Risk Committee and Safety, Health, Environment and Sustainability Committee, each effective 20 December 2019.

(6)

Rob McDonald was appointed member of the Remuneration Committee effective 20 December 2019.

(7)

Steve Vamos resigned from the Board effective 30 March 2020.

TAKEOVER PROTOCOLS

The Board has established detailed protocols that set out the procedure to be followed if there is a takeover offer for the Group, including

any communication between Group insiders and the bidder.

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

Fletcher Building is committed to ensuring that all of our investors have timely access to full and accurate material information about the Group.

Our Continuous Disclosure Policy sets out the internal processes designed to ensure that the Group complies with the disclosure obligations of

the NZX and ASX. The Board has adopted this policy, which applies to all members of the Board and executive, all employees of Fletcher Building

and its affiliated entities, as well as consultants, contractors and other service providers where they have a relevant contractual obligation to

Fletcher Building or one of our businesses. The Continuous Disclosure Policy is available on the Group’s website.

Directors formally consider at each Board meeting whether there is relevant material information which should be disclosed to the market.

DISCLOSURE OF CODES AND CHARTERS

All of our key governance documents (including the Code of Conduct, key corporate policies and Board and committee charters) are available on

our website at fletcherbuilding.com/investor-centre/corporate-governance.

SAFEGUARDING INTEGRITY IN FINANCIAL REPORTING

The Audit and Risk Committee oversees the accounting and internal control systems, policies and procedures to ensure compliance with the legal

requirements, in respect of accounting policies, financial reporting, internal control, external audit and environmental regulation in all jurisdictions

in which the Group operates.

Fletcher Building Limited Annual Report 202043

In addition, prior to approving the full year financial statements, the Board received from the chief financial officer a declaration that, in his opinion,
the financial records of the Group have been properly maintained and that the financial statements comply with the appropriate accounting

standards and give a true and fair view of the financial position and performance of the Group and that the opinion has been formed on the basis of

a sound system of risk management and internal control that is operating effectively.

SUSTAINABILITY

The Sustainability section on pages 8 to 18 discusses non-financial focus areas for our business, including environmental, economic and social

matters. The Board and executives recognise that sustainability is critical to Fletcher Building's success.

Fletcher Building is committed to building strong relationships with our stakeholders. At the local level, our businesses thrive on regular

engagement with customers, suppliers, neighbours and local communities. At a Group level, we engage with Government and regulatory

authorities. We are members of the following environment and sustainability organisations:

–Infrastructure Sustainability Council of Australia –Sustainable Business Council

–Lifecycle Association of New Zealand –Sustainable Business Network

–NZ Green Building Council

Further sustainability information can be found on the Group’s website at fletcherbuilding.com/about-us/environment-and-sustainability/.

Principle 5 – Remuneration

“The remuneration of directors and executives should be transparent, fair and reasonable.”

Fletcher Building’s remuneration strategy is designed to attract, retain and motivate high calibre people at all levels of the organisation with

remuneration programmes that are market-competitive, flexible and affordable, provide incentive to drive for both annual and long-term

results, and maximise shareholder value.

Our practices for setting remuneration are detailed in our Remuneration Policy. The policy is governed by the Remuneration Committee in

line with its charter, which is available on the Group's website.

The ‘Remuneration Report’ on pages 50 to 59 outlines in detail the remuneration framework of Fletcher Building, as well as the

remuneration of the directors, the CEO and other executives and senior management. This includes a discussion on

share-based remuneration.

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 FRAMEWORK

The purpose of the risk management framework of the Group is to ensure that the key risks faced are identified, assessed, controlled, monitored

and reported so that the Group can achieve its objectives and protect its people, customers, financial results and reputation.

The Fletcher Building risk management framework is based on a three lines of defence model as set out below. This starts – and operational

accountability ultimately rests – with the managers in the individual business units and the divisional chief executives. Our risk management

and assurance processes support this through our Group functions and are overseen by the Board and executive team, with a dedicated

internal audit team which takes a risk-based approach to auditing key business activities and reports directly to the Audit and Risk Committee.

Risks identified through other business wide processes, such as the materiality assessment described on page 49, are used to inform the risk

management framework and where material are included in risk management processes.

Corporate Governance (Continued)

Fletcher Building Limited Annual Report 202044

FBU Board
ARC

Internal Audit

Executive Committee

Finance

Legal

People

Division

BUBUBUBU

Division

EHS

Group

Risk

IT

Pr

operty

3rd Line of Defence:

Board, Executive and

Internal Assurance

2nd Line of Defence:

Group Functions

1st Line of Defence:

Operating Units

As part of its risk management responsibility, the Audit and Risk Committee receives regular reports of the material, emerging and existing key

risks, the current and target risk ratings, and the measures in place to mitigate the risks.

The Fletcher Building risk management framework provides a consistent framework for the management of risk, ensuring the alignment with

strategy, business processes and technology. The Group’s approach aligns with the international risk management framework as established

under the International Organisation for Standardisation (ISO) ISO31000:2018 Risk Management – Principles and Guidelines.

ACTIVITY IN FY20

In FY20 Fletcher Building reviewed and refreshed both its risk management policy and risk management framework. This review enabled

both the policy and framework to be refreshed to reflect the updated ISO31000:2018 Risk Management – Principles and Guidelines as well

as internal developments within the Group.

Both the updated risk management policy and risk management framework were reviewed by an external party to ensure that these

documents were pragmatic, clearly understood and representative of current good market practices.

Additionally, through the year there were risk workshops including individual business units’ managers and the Group Risk team reviewing the

specific business unit risk registers. This is an integral part of the risk management framework at Fletcher Building and helps form part of the

updates provided to the Audit and Risk Committee.

Fletcher Building also utilised external experts in the provision of the risk engineering programme. This programme covered 22 key sites in FY20

and the resulting risk engineering reports provide valuable insights to both management as well as our insurers.

COVID-19 RESPONSE

In FY20, like many businesses, Fletcher Building was materially impacted by COVID-19. The Group's response began in late January 2020

with a focus on monitoring our supply chain, particularly with respect to the potential disruption in China. This risk was well managed by the

Group through strong supplier relationships and proactive management of existing resilience stock levels. Regular reporting to both senior

management and the Board occurred during this period.

As COVID-19 developed into a global pandemic the response by the Group focused on keeping its people safe from the developing health

and safety risk and ensuring that our business units could continue to operate in a normal manner. The Group’s Crisis Management Team was

mobilised and through this period met 29 times between February and April 2020. Additionally, during this period the Board met on a regular

basis to be updated on the COVID-19 response by the business.

In Australia, this focus resulted in the majority of our businesses being able to operate with relatively few restrictions through this period.

In New Zealand, our operations were required to cease during COVID-19 Alert 'Level 4' as most operations were deemed to be non-essential

services. This resulted in the temporary closure of over 450 sites and the requirement for ~9,400 of our people to either work from home or

enter the Group’s 'Bridging Pay Programme'. This period saw a robust response by the Group, leveraging its business continuity and IT recovery

plans to manage the business through this event.

With the transition in New Zealand from COVID-19 Alert 'Level 4' to Alert 'Level 3' in late April, the Group was able to execute the ‘Return

to Work’ plans that the business unit managers and divisional lead teams had developed. Most of our operations were able to recommence

in Alert 'Level 3' to respond to the requirements of our customers and help the rebuilding of the New Zealand economy. The Group utilised

innovative solutions in this period such as the in-house development of a contact tracing system.

Fletcher Building Limited Annual Report 202045

KEY RISKS
The Fletcher Building risk management framework is focused on the 10 key commercial (non-Health and Safety) risks that the

Group faces across its business. These risks are dynamic and during the course of FY21 new risks and uncertainties may materialise

owing to changes in economic conditions, regulatory environment and other factors.

The 10 key risks, their potential impacts and how they are managed by the Group are:

DescriptionHow this risk may impact

Fletcher Building

How we manage this risk at

Fletcher Building

Business Resilience

A disruption to business processes,

in particular the loss of key assets,

may lead to an inability to undertake

the activities of a business unit or

the Group.

The occurrence of a disruption

event at a key site could lead to

an extended operational interruption,

which may negatively impact the

financial performance of the business

unit and ultimately the Group.


Business units have business continuity plans in place to address

the identified operational continuity risks as well as to enable

preventative measures to be undertaken.


Regular monitoring of the risk environment occurs to ensure that

key risks are appropriately covered by insurance (where practical

and cost effective).


An established independent risk engineering review programme is

in place for our key sites.


We re

view long-term risks associated with climate change and

resource availability at Group level to assess our resilience and the

risk horizon.

Economic and

Construction Downturn

The building and construction

industries in which the Group

operates are fundamentally

cyclical and are impacted by the

macroeconomic conditions within

both the New Zealand and

Australian economies.

The failure by the Group to identify

early and respond to cyclical downturns

may impact financial results and

operational performance by business

units and the Group.

• Senior Leadership teams of business units and divisions monitor

their key markets and are supported by the Corporate centre with

in-depth market analysis.

• Monthly operational revie

ws are undertaken by the CEO and

executives with business units and divisions, as well as the Board

undertaking business unit deep dives.

• Strong focus on working capital, capital expenditure and balance

sheet management.

Regulatory and Legal

With the Group operating in a

number of different business

sectors as well as countries it is

subject to a wide range of regulatory

requirements and jurisdictions.

These regulations and jurisdictions

can be complex and subject to

change and may affect the

Group’s operations.

Additionally, we recognise that failure

to adhere to, or monitor changes to

the various regulatory requirements

may lead to the imposition of penalties,

operational disruption or reputational

damage. Fletcher Building is committed

to complying with legal and regulatory

requirements across all our operations.

• The Group has developed a broad range of policies that address

the regulatory and legal risks that are faced by the business.

A number of these policies are located at fletcherbuilding.com/

investor-centre/corporate-governance/

• A ke

y development in recent years is the establishment of

commercial Golden Rules, which provide a framework for all staff

on the type of contractual risks that the Group is prepared to

accept and/or how they should be managed commercially.

Product Quality

The Group constructs, manufactures

as well as sources from third

parties a range of structures and

building products that are required

to meet local and international

standards and regulations.

The structures constructed or

products manufactured, supplied

and/or purchased may not meet

relevant international or local standards

and regulations may lead to product

recalls, remediation costs and/or

financial penalties.


Robust product qualit

y control systems and processes exist within

our businesses to manage this risk.


Supplier vet

ting and reviews are undertaken by both our

businesses and where appropriate by third parties.


External experts pro

vide independent audits on business units'

manufacturing and product quality control processes.

Supply Chain

Disruption to business unit operations

through the ineffective coordination,

and control of the organisational

supply chain. The Group’s supply

chain may face a variety of challenges

such as pandemics, logistical and

public infrastructure constraints or

disruption to key suppliers.

Disruption to business unit or

Group operations through the

ineffective coordination, and

control of the organisational supply

chain may result in operational

disruption, negatively impact financial

performance, imposition of penalties

and reputational damage.


Business units hav

e business continuity plans in place that address

the identified supply chain issues.


Where possible business units look to establish contingent

supply agreements across material/product suppliers and

logistical pro

viders.

Corporate Governance (Continued)

Fletcher Building Limited Annual Report 202046

DescriptionHow this risk may impact
Fletcher Building

How we manage this risk at

Fletcher Building

People

The failure of the Group to

attract, retain and support our

people (including engagement

with collective representation

groups) negatively impacting

business units or the Group.

The failure of the current processes

to attract and retain talented staff

can have a negative impact on the

functioning of a business unit and

the Group.

Additionally, industrial action by

collective representation groups can

cause operational disruption.


The People and Performance function within the Group supports

business units by providing advice, tools, processes and policies to

drive employee, team and business performance.


With a core value of the Group being, Better Together, the Group is

committed to driving greater diversity in all parts of the business.

Please refer to pages 10 to 13 of this report for further details on

the Group’s focus on People and Communities.


The Group continues to focus on identifying and developing talent,

leveraging its world-class leadership programmes to grow the

Group’s emerging and established leaders.


FBuSay, the Group wide employee engagement survey provides

valuable insights on staff engagement.

Environment

Business unit operations may cause

environmental damage through the

failure to comply with the required

environmental laws, resource

consents and regulations.

Additionally, failure to execute the

strategic initiatives required for

the Group to achieve its objective

of being the New Zealand and

Australian leader in sustainable

building materials, construction and

distribution, in particular, achieving a

30% reduction of carbon emissions

by 2030.

Failure to comply with the

environmental laws, resource

consents and regulations may result

in imposition of penalties and

reputational damage.

Additionally, the inability to achieve

the Group’s sustainability objectives

may result in decreased demand

from customers for the Group’s

services and building materials.


Business units that hav

e potential environmental impacts have

Environmental Management Plans in place and have monitoring

processes in place for resource consents.

• At both Group and business unit level we engage with regulators

on proposed changes to standards and regulations.


The Group has a stated sustainability strategy and accompanying

annual targets. Please refer to pages 8 and 9 of this report

for further details on the Group’s sustainability strategy

and performance.

Technology Resilience

Fletcher Building is dependent on

information technology systems to

maintain its operations.

Failure to provide reliable, resilient,

adaptable, and efficient technology

infrastructure may impact the

operations of the business units or

the Group.

Additionally, the Group is

also exposed to threats by third

parties that can create operational

disruption or result in the loss

of confidential data.

Failure to provide reliable, resilient,

adaptable, and efficient technology

infrastructure may cause operational

disruption, reputational damage to

business units or the Group.

Failure to safe-guard confidential

information may also result imposition

of penalties and reputational damage.


Continued capital expenditure investment in technology systems

across the Group to support our operations.

• Development of IT disaster recovery plans for each business unit.

• A dedicated team within Group Technology to address the

ever-evolving cyber security threats that the Group faces.

• Group-wide education and aw

areness training in relation to

cyber-threats.

Contractual

The Group has a diverse portfolio

of business units and the execution

of onerous contract(s) by any one

of the business units may result

in the Group incurring liabilities or

performance under contracts that are

commercially adverse.

The execution of onerous contracts

may have the potential to negatively

impact financial performance or

the reputation of a business unit

or the Group.


The Group has est

ablished delegated financial authorities

(‘DFA’s) that business units and the Group must adhere to.


The Group has de

veloped commercial Golden Rules which

govern the way we contract with external parties.

Corporate Reputation and Social

License to Operate

The Group appreciates the privileged

position it has in the communities it

operates in as a Company and the

social responsibility that it has to

a wide range of stakeholders. In a

diverse and ever-changing economic

and social environment, the Group

needs to consider its operations to

ensure that it continues to address

the interests of all its

key stakeholders.

The failure to act in a way which

supports a strong corporate and

social reputation for the Group with

its key stakeholders (government,

investors, customers and communities)

may result in adverse commercial,

reputational or regulatory outcomes

leading to negatively impacting the

financial performance of a business

unit or the Group.


Engagement with the communities and how w

e work with

stakeholders takes different forms for each business unit

and project.

Fletcher Building Limited Annual Report 202047

RISK CAPTURE AND REPORTING
The risk and uncertainties that are faced by the individual business units are captured in the enterprise-wide risk management tool, Radar. The

information captured in Radar enables risk management information captured at the business unit level to be disseminated at higher levels of

the organisation. The Group has also increased the cadence of operational risk reporting through business unit operations reviews. This allows

the Group to see where decisions are regularly being made when assessing risk in implementing the business strategy and to understand how

different risks affect different parts of the business.

HEALTH AND SAFETY

Fletcher Building has a health and safety management framework called Protect. Management of health and safety risks is discussed in more

detail on page 11. Health and safety risks are captured within Radar.

Principle 7 – Auditors

“The Board should ensure the quality and independence of the external audit process.”

The Audit and Risk Committee performs an annual performance assessment of the external auditor to ensure ongoing quality and effectiveness.

EY is our external auditor.

The Auditor Independence Policy includes requirements for the rotation of external audit engagement partners. The Auditor Independence

Policy is available on our website. In addition, the policy covers the provision of non-audit services by the Group’s auditor. Auditor’s fees and

expenses paid to EY are presented within note 6 of the Group financial statements included in this Annual Report. The other work performed

by the external auditor beyond the statutory audit was pre-approved in accordance with the policy and is not considered to compromise

independence as the services did not constitute material sums of money or relate to strategic matters affecting the Group.

Representatives from EY attend Fletcher Building’s Annual Shareholders' Meeting each year, where they are available to answer questions from

shareholders relevant to the audit.

INTERNAL AUDIT

Fletcher Building has an internal audit function, which evaluates and improves the effectiveness of key risk management, control and

governance processes. Internal audit develops an annual internal audit plan for approval by the Audit and Risk Committee and is accountable

for its implementation. To provide for the independence of the internal audit function, internal audit reports functionally to the Audit and Risk

Committee and administratively to the chief financial officer.

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.”

COMMUNICATING WITH SHAREHOLDERS

Fletcher Building maintains a website, which includes information about Fletcher Building’s financial performance, operational activities,

corporate governance and other information of specific relevance to investors and stakeholders. Core requirements on communicating with

shareholders are formalised in a Shareholder Communications Policy, which is available on the website.

The Group operates an investor relations programme, which includes scheduled interactions with institutional investors, analysts and other

market commentators. Presentations are also disclosed on the Group’s website and the NZX and ASX announcement platforms. The Chair

meets with major shareholders in New Zealand and Australia on an annual basis as well as on an ad-hoc basis. The CEO and chief financial

officer attend an analysts’ and investors’ call after release of the interim and full year results and answer questions raised by analysts and

investors. The Board also annually obtains research on the perceptions that the New Zealand and Australian investment community has of the

Group, management and performance.

ELECTRONIC COMMUNICATIONS

Shareholders have the option to receive communications from, and send communications to, Fletcher Building in electronic form. Shareholders

are actively encouraged to take up this option.

SHAREHOLDER VOTING

Major decisions that may change the nature of Fletcher Building are presented as resolutions at the Annual Shareholders' Meeting and voted

on by shareholders. There have been no major decisions made during the year which would change the nature of Fletcher Building and which

would require shareholder approval.

ANNUAL SHAREHOLDERS’ MEETING

All shareholders are entitled to attend the Group’s Annual Shareholders' Meeting, either in person or by representative. Resolutions at

shareholders' meeting are by way of a poll, where each shareholder has one vote per share. Fletcher Building encourages shareholders to ask

questions in advance of the meeting, to encourage further engagement with the Group and provide management with a view of the concerns

of the Group’s shareholders. Our notice of meeting is sent to all of our shareholders and posted on our website at least 20 working dates prior

to the meeting.

The Group is closely monitoring the COVID-19 situation and the travel restrictions it has caused. As a result, the Group may elect to hold the

Annual Shareholders' Meeting in 2020 as a virtual meeting.

Corporate Governance (Continued)

Fletcher Building Limited Annual Report 202048

Sustainability Materiality Assessment
As a large business, we recognise our operations have an impact on many people. Our sustainability strategy is based on what is most

important to our business, people, communities, customers, key stakeholders and investors. Our sustainability strategy addresses the areas

where we have the most impact, and our aims and targets focus on where our actions will lead to meaningful change.

In FY18 we commissioned independent experts to carry out a materiality assessment to inform the development of the sustainability strategy

for Fletcher Building. The materiality assessment identified the key issues stakeholders want Fletcher Building to address and was designed

and executed in line with the AA1000SES internationally recognised standard for stakeholder engagement.

The assessment identified 28 aspects of sustainability that are material for Fletcher Building. We ran a series of internal workshops to identify

which aspects were most material in the immediate future, and which aspects were most material for a ten-year horizon.

We then validated the assessment in FY19 through interviews with a number of our major institutional investors who have committed to the

UN Principles of Responsible Investment framework. We also reviewed our FY18 performance, regional and international trends and disruptors

for our market sector, the components of leading sustainability indexes, the performance of leading peers in our market sectors, surveys of

attitudes and concerns around sustainability from Colmar Brunton in New Zealand and the Lowy Institute in Australia, and the UN Sustainable

Development Goals (SDGs).

The information from these interviews and reviews was used to validate our materiality assessment. The material issues identified underpin

the six core aims of our sustainability strategy, which we first published in our FY19 Annual Report and can be referred to in this report on

page 9.

Two of our most significant material issues in both time horizons are safety and carbon emissions/climate change. In FY20, we kicked off

a multi-year cultural change safety reset with the inclusion of Protect as a core value and the establishment of Safety Leadership Walks as

a gateway to leadership incentive schemes in addition to the targets for all of our senior leaders to reduce recordable injuries (TRIFR). We

include targets for carbon reduction in plans for all our business units and in remuneration incentives for senior managers in areas of the

business with the most impact on our carbon emissions and climate change.

We recognise that because the issues that matter to our business and our stakeholders will change over time, the issues that are

material for our business will change. We will look to carry out a review of our material issues in FY21 and FY22 as part of our current plan to

move to integrated reporting.

Fletcher Building Limited Annual Report 202049

Message from the Remuneration Committee Chair
Dear Shareholders

On behalf of the Board, I am pleased to present Fletcher Building’s Remuneration Report for the financial

year ended 30 June 2020.

Over the year we have seen some significant events impacting our business and people, starting with

the fire at the New Zealand International Convention Centre in October, the bushfires in Australia through

December / January, and ending with the global pandemic of COVID-19 from March of this year. Our people

have demonstrated great resilience and an ongoing dedication to their customers, team and the Group.

Through this, our focus has remained on our people, customers and shareholders as we have navigated

through these challenges and made the decisions needed for the longer-term health of the Group.

Details on some of the decisions we have made in response to these events are provided below, as well as

an overview of changes we have made relating to our safety approach in our short-term incentives, and our

new look remuneration report.

Strengthening our safety approach in our short-term incentives

As a company we have placed significant investment in strengthening our safety governance, practice

and culture. Although our overall Total Recordable Injury Frequency Rate (TRIFR) remained relatively

unchanged from FY19, serious injuries were significantly lower, and most importantly there were no

fatalities in FY20. While every injury is unacceptable, we are demonstrating solid progress in enhancing

our safety culture. This is evidenced through the genuine and committed approach our people are taking

in building on the positive progress we are making with our safety beliefs, values and behaviours.

To emphasise its importance, safety is a gateway into our short-term incentive (STI) plan. This requires

all senior leaders in the business to complete a set number of safety leadership walks before any STI

payment is made, irrespective of whether financial or individual performance has been achieved. Safety

leadership walks are an essential lead indicator that allows us to better understand where greater

safety focus is needed and sets the business up to be accountable for taking action where necessary.

The leadership walks play a vital part in further reinforcing a leadership safety culture through creating

important safety conversations, providing visibility of our senior leaders and the importance they place

on safety, as well as providing a fresh set of eyes across our critical risks.

New look remuneration report

We have made changes to our remuneration report this year, so our remuneration frameworks and

approach to rewarding for performance are more transparent and better understood. We have included

additional graphics to support that understanding, which enable us to more simply demonstrate the clear

link we require between performance and remuneration outcomes.

This remuneration report includes: a summary of our remuneration governance approach; the impact

business performance for FY20 has had on incentives; and our remuneration framework and how that

links to our strategy. We have also added a more detailed overview of the CEO’s remuneration outcomes

for FY20.

Remuneration

Report

Our remuneration

strategy aims to

attract, retain

and motivate high

calibre people at

all levels of the

organisation, to

support our vision

and strategy.

BARBARA CHAPMAN

Remuneration Committee

Chair

Fletcher Building Limited Annual Report 202050

COVID-19 and the impact on our businesses and people
This financial year, COVID-19 provided a significant challenge to our organisation with almost all of our New Zealand businesses shut down

during 'Level 4' lockdown, excluding a small number of essential services. In addition Australia, while continuing to operate, was impacted

by reduced trading and COVID-19 safety protocols during H2. The revenue our businesses were able to generate during this period was

significantly reduced. As a result, we put in place a number of remuneration strategies as part of managing the Group’s immediate financial

position and to prepare for the longer-term impacts of COVID-19 on the economy.

As we thought through these strategies, we looked to balance the needs of our shareholders, customers and people during a time of

significant uncertainty.

At the end of March, we put in place a 'Bridging Pay Programme' for our people not working over the lockdown period in New Zealand. This

involved stepped down pay reductions over a period of 12 weeks. Our aim was to provide certainty around pay and working arrangements so

our people could plan their finances as best as possible. We also launched a mobile app which enabled us to answer questions around leave

and pay entitlements, and to provide financial and wellbeing support tools for our people while they were not at their workplaces. Additional

funding was also provided to the Fletcher Building Employee Welfare Fund (EWF). Those people facing genuine hardship during the lockdown

were able to apply for COVID-19 financial hardship grants through the EWF.

Owing to the impact of the COVID-19 lockdown on revenue, we were eligible for $68 million in wage subsidies from the New Zealand

Government, which was passed on in full to employees in accordance with the scheme. Our most senior people in New Zealand who

continued to work through the shut down which included the Board directors, CEO, chief executives and other senior leaders, also took

temporary pay cuts. The cuts were 30% for the directors, CEO and chief executives; these remain in place for the directors and CEO through

to end of Q1 FY21 (30 September 2020). Senior people who were not required to work through the shut down were placed on the 'Bridging

Pay Programme'.

With expectations that COVID-19 will lead to a downturn in FY21 and potentially beyond, it was imperative that the Group reposition its cost

base and operating model. This has meant making some very difficult decisions, including reviewing the number of people we employ. In

May we entered into a consultation process to reduce the number of people we employ in both New Zealand and Australia, by approximately

1,500 roles. We supported these people with career advice and wellbeing support, as well as ensuring every permanent employee leaving

Fletcher Building would receive a payment of no less than four weeks’ base salary to recognise the exceptional circumstances.

Short-term incentives and application of discretion

Further, even though some businesses performed sufficiently well to trigger eligibility for incentive payments, and in some cases performed

well above target (in the case of operating cash), the directors exercised their discretion to determine that no STI payments for performance

in FY20 would be made across the Group irrespective of performance levels. Total estimated STI payments that would have been paid

is circa $13 million. I am confident this was the right thing to do in light of the remuneration strategies in place across the Group, and

cancellation of the FY20 interim dividend.

This means for FY20, the CEO and executive will receive no STI payments. Last year the CEO and executives’ STI payments ranged from

4% to 146% of their STI target.

And finally, to further contain labour costs, we made the decision that no remuneration review would take place for FY21.

We appreciate the resilience of our people in supporting these decisions, which is a testament to the culture that Ross and his team

are building.

The decisions around jobs and pay, while necessary to manage our costs, in no way reflect the performance of our people in what has been

a unique and challenging environment; we value our people highly and are grateful for their efforts. In a year that has provided a number of

challenges, the response of our people has been exceptional, and I am very proud of the dedication shown by them.

I invite you to review the full remuneration report.

Barbara Chapman

Remuneration Committee Chair

Fletcher Building Limited Annual Report 202051

The role of the Remuneration Committee
The principal role of the Remuneration Committee is broader than purely remuneration matters. Its role is to oversee and regulate remuneration

and organisation matters affecting the Group, including remuneration and benefits policies, performance and remuneration of the Group’s senior

executives, development and succession planning for the CEO and direct reports to the CEO, and major organisation changes.

The Remuneration Committee is kept apprised of relevant market information and best practice, obtaining advice from external advisors

when necessary.

Key decisions made by the Remuneration Committee during FY20 included: approval of FY19 STI payouts (which were made in September

following completion of the financial year), review and approval of base salaries for the CEO and chief executives and the STI framework for

senior leaders for FY20, pension plan governance matters, people and remuneration strategies put in place in response to COVID-19 - including

the decision to apply discretion to determine that no STI payments would be made for FY20, and a review of the Group’s remuneration

disclosures with resulting changes made to this remuneration report.

Performance and the impact on incentives

Short-term incentives (STI)

EBIT performance during FY20 was below target levels for the CEO, chief executives and the majority of senior management resulting in

most not meeting the performance thresholds required for eligibility for payment on EBIT or individual goals. Cash performance during FY20

was in some cases well above target performance levels, resulting in eligibility for payment for some executives and senior management.

However, the Board exercised its discretion to determine that no STI payments for performance in FY20 would be made across the Group

irrespective of performance levels. This decision was made having regard to the impacts of COVID-19, the impact of the Group performance

on shareholders – which included the cancellation of the FY20 interim dividend, and the critical management of cash.

Long-term incentives

The July 2016 long-term share scheme grant (specifically the remaining relative total shareholder return tranche, which was within the

12-month retest period up to 30 June 2020), was below the minimum threshold performance levels and therefore was forfeited. The

July 2017 long-term share scheme grant was below minimum threshold performance levels, and has therefore entered the 12-month

retest period.

Further details on each of these incentive schemes are provided on the following pages.

Executive and senior management remuneration strategy and framework

Fletcher Building’s remuneration strategy aims to attract, retain and motivate high calibre people at all levels of the organisation, to support

our vision and strategy.

Total remuneration is comprised of three elements - fixed remuneration, a short-term variable incentive, and a long-term share scheme.

Remuneration levels are reviewed and benchmarked annually for market competitiveness, and alignment with strategic and performance

priorities. A peer group comprised of New Zealand and Australian companies generally comparable in size, complexity and industry is used

to benchmark executives. The benchmarking peer group was reviewed and refreshed in 2019, to ensure it included companies that displayed

similar characteristics by way of industry/sector, market capitalisation, revenue, geographic scope and employee numbers, and so it reflected

where the Group wins and loses talent from. In light of no remuneration review taking place for FY21, this benchmarking exercise was not

undertaken in FY20.

Fixed remuneration

Fletcher Building’s policy is to set fixed remuneration based on capability, performance, size of role, and industry benchmarks in the

country in which the employee is located. Participation in retirement savings plans is made available to employees as required by

remuneration practices in relevant countries.

Short-term variable incentive (STI)

STIs are designed to incentivise the Group’s earnings, operating cash and those measures that drive sustainable business performance

by rewarding employees' performance against both financial and individual goals. Participation in the STI plan is by annual invitation at the

discretion of the Group. Target levels of STI opportunity range from 20% to 100% of base salary depending on the role. For the CEO the

target STI opportunity is set at 100% of base salary.

Remuneration Report (Continued)

Fletcher Building Limited Annual Report 202052

Vision
To be the undisputed leader in New Zealand and Australian

building solutions – with products and distribution at our core

Governance

Our Board is responsible for the Group’s remuneration policy, with the Remuneration Committee

assisting in the conduct of its responsibilities. The principal role of the committee is to oversee and

regulate remuneration and organisation matters affecting the Group

Remuneration Principles

(a full set of our remuneration principles are available in our remuneration policy)

Remuneration Framework and How it Supports the Strategy

Shareholder

Focus on creation

of shareholder

value – short and

long-term

Fixed

Remuneration


Executives are

benchmarked against

a peer group comprised

of New Zealand and

Australian companies

generally comparable

in size, complexity

and industry

Short-Term

Incentives


Recognises, on a

discretionary basis,

achievement of

the Group and individual

performance objectives

Long-Term

Incentives

Aims to drive

long- term,

sustainable

results and creation

of shareholder

value

Includes base

salary and any

non-cash benefits and

superannuation/

KiwiSaver

Annual cash

payment following

final audited

financial year

results

Rewards for financial,

individual and safety

performance measured

using a balanced

scorecard

Relative Total

Shareholder Return

referenced to an

industry comparator

peer group

Allocation of

Fletcher Building

shares, with vesting

after 3 years, based

on achievement of

shareholder return over

this period. Allocation

is made using face value

at the time of grant

Set based

on capability,

performance, job

size, and industry

benchmarks

Attract and

retain key talent

to drive the delivery

of the Group

strategy. Rewards

ongoing performance

in role

Retains and

motivates key talent,

and drives alignment

by rewarding for

achievement of

the Group goals

and creation of

shareholder value

Supporting the

alignment of our most

senior people with

shareholder interests

ensuring value is only

created f

or our people

where relative total

shareholder return is

realised. Encouraging

long-term sustainability

and achie

vement of

the Group strategy

Remuneration

Element

At Risk and Subject to

Performance Outcomes

Element

Delivery

Performance

Measure

Relationship

to Strategy

Our People

Attract and

retain high calibre

people, rewarding

high standards

of performance

and values

Strategy

Focus on key

company goals

and objectives –

short and

long-term

Risk

Encourage con-

duct that does not

expose the Group

to inappropriate risk

and promotes high

standards

Fletcher Building Limited Annual Report 202053

Financial targets
For the CEO and senior management roles in Corporate, the financial target is based on the Group EBIT and operating cash. For those

senior management roles operating in specific divisions or business units, the financial target is based on their own division/business

unit EBIT and operating cash or working capital depending on the business’ priorities. Each of these financial measures are assessed

separately at the time of determining STI payments. To ensure an appropriate balance between focusing on individual division/business

unit financials and that of the Group or respective division that the business unit operates in, a multiplier (either up or down) is applied

based on achievement of Group EBIT, or division EBIT targets.

Financial targets are set at three levels: a threshold level, which must be met before any STI is paid, a target level, and a maximum level

that reflects stretch performance. For FY20, the financial threshold level was set at 90% of target. The maximum financial level is generally

set at 110% or 120% of target.

The CEO, chief financial officer, and operating roles have 70% of their STI opportunity based on financial measures, with the remaining 30%

on individual goals. As functional roles have a greater ability to directly influence company performance through their individual goals, 50% of

their STI opportunity is based on individual goals with the remaining 50% on financial measures.

Individual goals

Individual goals for the executives and senior management are aligned to the different priorities and development phases in which their

businesses are operating. This may include above plan growth, gross profit margin expansion, talent, diversity and innovation, and other

strategic goals that drive performance beyond the current financial year. The executives' objectives were reviewed by the Board, and in the

case of the CEO were approved directly by the Chair.

The performance range for individual goals is between 0% and 100%, with no opportunity for stretch performance. If the threshold EBIT

target is not met, no individual component of the STI is payable.

Achievement against each executives’ individual goals is reviewed by the Board at the time of reviewing and approving STI payouts.

Safety performance

To reinforce a line led safety culture, and to place emphasis on the importance of active and authentic leadership for safety on site, safety

leadership walks are a gateway for any STI payment to be made. The number of safety walks required to be completed differs by role with

operating roles and EHS roles completing no less than 12 per year.

In addition, a multiplier of between 0.9 and 1.1 is applied to the overall STI outcome based on achievement against TRIFR targets. Injury

reduction targets (i.e., reduction in TRIFR) are set for each business and tracking of this important measure provides us with year on year

comparisons of actual safety performance. TRIFR is used as a common measure for injury performance globally and, as such, enables

external benchmarking which we use to understand how our safety performance compares to other companies.

In the event of a fatality or serious injury, the Board has the discretion to adjust any or all of the STI payment and in doing so will consider

the leader’s length of time in role (and therefore ability to influence), their demonstrated leadership prior to the incident as well as the quality

of the leader’s response post-incident. The Board recognises the importance of this discretion and has and will continue to adjust outcomes

where it considers appropriate.

Clawback

The Board also has the discretion to require repayment of an employee’s STI for a period of up to three years where the Group’s financial

statements were incorrectly reported, there is misconduct that causes a financial trading loss that has not been taken into account in the

STI calculations or an error or misstatement has resulted in a material overpayment.

Long-Term Share Scheme

A long-term performance incentive scheme designed to align employee remuneration with sustainable financial outcomes for shareholders

over the longer term is in place. The Group has a share based executive long-term share scheme (ELSS) which is offered to certain

senior employees, including the executives and senior management. The scheme is a share-based scheme except in circumstances where,

due to regulatory requirements, employees cannot participate fully or at all by way of shares. In such circumstances, the employee receives

an equivalent economic entitlement which is paid partially or fully by way of a cash bonus entitlement. This non share-based scheme will

no longer operate from FY21, as no employees remain on this scheme. Participation in any year is by annual invitation at the discretion of

the Group.

Under the ELSS, participants purchase shares in the Group at the offer price with an interest-free loan. The offer price is established at

market value at the commencement of the three year restrictive period. The shares are held by a trustee on behalf of participants until

the end of that three year restrictive period. The performance criteria comprises a relative total shareholder return (TSR) measure, and the

restrictive period is extended by up to twelve months if the TSR criteria is not met at the end of the initial three year restrictive period.

Remuneration Report (Continued)

Fletcher Building Limited Annual Report 202054

Provided the nominated share performance criteria are met and participants remain employed with the Group throughout the restrictive
period, a cash bonus is paid to meet the repayment of the interest-free loan and legal title in the shares is then transferred to the participants.

To the extent that the share performance criteria are not met or the participant ceases to be employed by the Group, the shares are forfeited

and the proceeds used to repay the interest-free loan. Exceptions to this are considered in the case of redundancy, retirement or being an

executive with five or more years of service.

Performance criteria for 2019 ELSS grant

The sole performance criteria for the 2019 ELSS grant is relative TSR. TSR performance is determined by benchmarking, by way of percentile

ranking, the TSR performance of the Group against the TSR performance for the same period of a comparator group. The comparator group

used for the 2019 offer comprises Adelaide Brighton, BlueScope, Boral, Brickworks, CSR, GWA Group, James Hardie, Metro Performance

Glass, Reece and Steel & Tube.

The relative TSR performance and resulting vesting entitlements are set out below:

Relative TSR percentilePercentage vesting entitlement

Below 51

st

Nil

At 51

st

50%

Above 51

st

to below 75

th

51% – 99% linear pro-rata

At 75

th

or above10 0%

The Board has the discretion to determine the extent to which any shares held in the ELSS should be transferred in any takeover, merger or

corporate restructure.

Vesting and forfeiture history

Prior to 2017, the ELSS performance criteria consisted of both relative TSR and an earnings per share (EPS) target. The vesting and forfeiture of

shares (due to failure to meet performance criteria) over the last five years is set out in the following table:

Date of grantShares granted% vested% forfeitedEPS Target

July 20191,386,100

In-Flight

N/A

July 20181,041,605N/A

July 2017890,075

(1)

N/A

July 2016905,2110%10 0%

(2)

70.1 – 76.3

October 20153,208,0830%10 0%67.1 – 73.1

(1)

FB’s TSR did not meet the minimum vesting threshold for the three years ended 30 June 2020 for the 2017 issue. Therefore, the restrictive period has been extended to 30 June 2021.

(2)

The 2016 EPS tranche was forfeited in August 2019 and the restrictive period for the TSR tranche was extended for 12 months until 30 June 2020. FB’s TSR did not meet the minimum

vesting threshold for the period ended 30 June 2020. Therefore, the remaining 50% shares in the 2016 issue will be forfeited in August 2020.

In addition, in 2019 the Board granted a special retention in the form of a one-off share-based arrangement to the value of $1,000,000 to the

CEO as disclosed in the 2019 Annual Report. This arrangement will vest 30 June 2022, subject to him remaining employed with the Group.

Minimum shareholding requirement

Over time, executives and senior managers must acquire and maintain a holding in the Group’s ordinary shares until such time as the greater

of the sum invested or the market value of their shareholding exceeds 50% of their base remuneration. The Group believes this shareholding

requirement strengthens the alignment of executives and senior management with the interests of shareholders and puts their own

remuneration at risk to long-term Group performance.

In addition, for the CEO and his direct reports, if at the time of appointment to an executive role, the greater of the market value or cost of the

individual’s shareholding is less than the value of 10% of their base remuneration, the executive is required to apply no less than 25% of the

after-tax value of any STI payment to acquire shares in the Group on or before 31 March of the following financial year. This requirement applies

for the first two years of employment as an executive.

As at 30 June 2020, the CEO had a holding in the Group’s ordinary shares equal to 57% of his base remuneration. This has been calculated

in accordance with the minimum shareholding requirement methodology, which uses the greater of the sum invested or the market value of

the shares.

FBuShare

FBuShare is Fletcher Building’s employee share plan available to all permanent employees. The plan aims to connect our people with our

performance, and to promote employee engagement and retention. Employees acquire shares in the Group and, if they continue to be employed

after a three year qualification period, they become entitled to receive one bonus award share for every two shares purchased in the first year of

each qualification period and still owned at the end of that period. FBuShare does not require any performance criteria to be met. FBuShare has

a minimum contribution rate of NZ$500 per annum and a maximum contribution rate of NZ$5,000 per annum (or the equivalent currency in other

countries). Directors are not eligible to participate in FBuShare.

Fletcher Building Limited Annual Report 202055

Remuneration Report (Continued)
CEO’S REMUNERATION


Ross Taylor’s annual base salary as at 30 June 2020 was $2,050,000

(1)

, with an on-target STI of 100% of base salary and LTI of

100% of base salary.

The current mix of remuneration components for the CEO is set out below, and clearly shows the significant weighting of variable pay

(at risk), which is subject to achievement of short-term and long-term strategic goals.

The remuneration received for FY20 is significantly lower due to the 30% pay reduction due to COVID-19, and no FY20 STI payment made.

The remuneration Ross Taylor received for FY20 and FY19 comprised of the following:

FY20FY19

Base remuneration$1,903,302$2,050,248

Other benefits

(2)

$61,802$106,503

Short-term incentive accrued in the financial year, payable in September of the following

financial year

$0$1,095,819

(5)

Received

(3)

$1,965,104$3,252,570

Shares granted

Long-term incentive - number of shares granted 196,495

(4)

263,628

(5)

Long-term incentive - face value of grant$2,050,000$2,050,000

Refer above for details of the STI and ELSS.

(1)

A 30% pay reduction due to COVID-19 on this value is in place from Q4 FY20 through to end of Q1 FY21.

(2)

Includes KiwiSaver and medical insurance premium.

(3)

This table sets out remuneration awarded for the relevant financial year. The table on page 58 shows remuneration received during the year, which includes amounts relating to prior years

but paid in the year due to timing differences.

(4)

Based on a share price of NZ$6.99, being the volume weighted average price for the five business days prior to 1 July 2018.

(5)

Based on a share price of NZ$5.21, being the volume weighted average price for the five business days prior to 1 July 2019.

CEO

Maximum

Performance

Pay Mix

CEO on

Target

Performance

Pa

y Mix

42%

STI*

33%

STI*

33%

LTI*

33%

BR*

28%

BR*

28%

LTI*

1%

Other

Benefits

1%

Other

Benefits

Variable Pay

(at risk)

LTI*: Long-term incentive

STI*: Short-term incentive

BR*: Base Remuneration

Fletcher Building Limited Annual Report 202056

CEO’S REMUNERATION

For FY20, the following financial and non-financial measures were considered by the Board to be key to incentivise earnings and operating

cash, and to drive sustainable business performance. The table below summarises performance against targets for each of these measures

under the CEO’s FY20 STI.

In addition to the measures set out below, considerable focus during the last half of FY20 has been on responding to and leading through

the COVID-19 global pandemic and preparing the Group for an economic downturn. Although the shut down and COVID-19 had a material

impact on achievement of EBIT, positive gains were made controlling cash at a time when the Group’s ability to generate revenue was

significantly impacted.

Measure

Scorecard

Weighting

‘Target’

(payout

range)

Actual

Outcome Comment

Safety Gateway

Gate for any

payment

Provided active and authentic leadership for safety on site through safety

leadership walks.

Financial Targets

FB Group EBIT (gateway

to individual goals)

50%

(0%-76%)

The EBIT loss of $(116) million did not meet the threshold target level set

as it was impacted by both the COVID-19 market impacts (which included

an almost complete shut down of the NZ businesses), and increase in the

provision envelope to complete the remaining legacy construction projects.

This resulted in no payment for this measure. As EBIT is also the gate to

eligibility for payment against individual goals, no payment for individual goals

was made irrespective of achievement against some of these goals.

FB Group Cash

20%

(0%-30%)

Cash flow performance for the FY20 year was materially above budget. This

was achieved from strong cash disciplines across the business which were well

maintained through the COVID-19 shut down, and enhanced by decisions to

restrict both capital expenditure and residential land purchases through the year.

Individual Goals

Australian division has momentum

for the turnaround and is set up to

achieve growth in FY21

10%

(0%-10%)

The Australian business did not meet its budget targets as a result of the

market slowdowns from the COVID-19 impacts. While the business was reset

through the year to ensure it was set up on a go forward basis to deal with

this – goal was not achieved.

Gross profit margin uplift for NZ

Core, and deploy strategies and

operating disciplines to ensure set

up to achieve FY21 gross profit

margin uplift beyond current plan

5%

(0%-5%)

The NZ businesses did not achieve the targeted profit levels for FY21 as a

result of the shut down and market contraction resulting from the impacts of

COVID-19. While the business was reset through the year to ensure it was set

up on a go forward basis to deal with this – this goal was not achieved.

Growth and innovation initiatives

identified, and plan being

implemented that credibly point

to EBIT uplift between FY20 and

FY23 Forecast

5%

(0%-5%)

A suite of potential growth initiatives are identified with plans in place, that

align with the overall Group strategy. These will be progressively implemented

over the coming years.

Construction division strategy and

organisation set up with a credible

and robust plan to implement

through FY21

5%

(0%-5%)

FCC reset continuing to plan across; order book, team and skills rebuild, robust

and consistent bid and delivery disciplines, appropriate project risk profiles

and the continuing completion of legacy and historical projects. Unfortunately,

we decided to increase our provisions across our Buildings and Infrastructure

projects in our Construction division by $150 million, the majority of which

were as a result of impacts from COVID-19 shutdowns and productivity which

impacted both in FY20 and beyond.

Senior leadership fit for purpose.

Capabilities assessed with agreed

actions delivered

5%

(0%-5%)

Senior Leadership team in place, working effectively, and appropriate

development plans in place.

Safety

Safety Performance

Multiplier

of between

0.9-1.1

Group Total Recordable Injury Frequency Rate (TRIFR) for FY20 was 5.7

(a slight increase from FY19’s TRIFR of 5.0). As such the targeted improvement

was not achieved. Of note however was the significant decrease in serious

injuries (down from 20 in FY19 to 8 in FY20). Critical risks and reducing

serious/fatal harm were the primary safety focus of the business.

FY20 STI Outcome

10 0%

(0%-150%)

0%

Even though performance against the FB Group cash measure would have

triggered eligibility for an incentive payment for this component, the directors

exercised their discretion to determine that no STI payment would be made

for performance in FY20.

Key:

Above Target AchievementFull achievement against targetPartial achievement against targetNo achievement against target

Fletcher Building Limited Annual Report 202057

Remuneration Report (Continued)
EMPLOYEE REMUNERATION

Section 211(1)(g) of the Companies Act 1993 requires disclosure of the number of employees or former employees of the Group whose

remuneration and any other benefits received by them during the year in their capacity as employees, was equal to or exceeded $100,000 per

annum and to state the number of such employees or former employees in brackets of $10,000. These amounts are included below and include

all applicable employees or former employees of Fletcher Building worldwide. The remuneration amounts include all monetary amounts and

benefits actually paid during the year, including redundancies and the face value of long-term incentives vested.

From NZ$ to NZ$

New Zealand

business

activities

International

business

activitiesTotal

420,000 - 430,000213

430,000 - 440,000314

440,000 - 450,000101

450,000 - 460,000123

470,000 - 480,000101

480,000 - 490,000707

490,000 - 500,000213

500,000 - 510,000022

510,000 - 520,000303

530,000 - 540,000101

540,000 - 550,000303

550,000 - 560,000202

560,000 - 570,000101

570,000 - 580,000011

580,000 - 590,000101

590,000 - 600,000011

600,000 - 610,000112

610,000 - 620,000213

630,000 - 640,000101

640,000 - 650,000202

700,000 - 710,000101

730,000 - 740,000101

750,000 - 760,000022

790,000 - 800,000101

800,000 - 810,000101

830,000 - 840,000101

1,140,000 - 1,150,000202

1,400,000 - 1,410,000101

1,520,000 - 1,530,000101

1,730,000 - 1,740,000011

3,060,000 - 3,070,000101

2,2851,8574,142

From NZ$ to NZ$

New Zealand

business

activities

International

business

activitiesTotal

100,000 - 110,0005074 11918

110,000 - 120,000373322695

120,000 - 130,000300257557

130,000 - 140,000214181395

140,000 - 150,000140144284

150,000 - 160,000118101219

160,000 - 170,00010288190

170,000 - 180,0007768145

180,000 - 190,0006645111

190,000 - 200,000563894

200,000 - 210,000422466

210,000 - 220,000282856

220,000 - 230,000432871

230,000 - 240,000211435

240,000 - 250,000171633

250,000 - 260,00019827

260,000 - 270,00020828

270,000 - 280,000181230

280,000 - 290,00015722

290,000 - 300,0008412

300,000 - 310,00014721

310,000 - 320,000628

320,000 - 330,000437

330,000 - 340,0009817

340,000 - 350,0004610

350,000 - 360,000123

360,000 - 370,000538

370,000 - 380,000022

380,000 - 390,000224

390,000 - 400,000202

400,000 - 410,0007310

410,000 - 420,000314

This table is required by law and sets out remuneration that has been received during this year, and so includes amounts that relate to prior periods (due to timing of payments).

Fletcher Building Limited Annual Report 202058

DIRECTORS' REMUNERATION
The current total directors' remuneration pool approved by shareholders in 2011 is $2 million per annum. Directors receive remuneration

determined by the Board on the recommendation of the Nominations Committee. Remuneration must be within the aggregate amount per

annum approved by shareholders. There are no schemes for retirement benefits for non-executive directors. Information of directors’ holding of

securities is set out on page 117.

As a result of COVID-19, effective 1 April 2020 the Board agreed to a reduction of 30% to the Chair and non-executive directors fees to remain

in place through to the end of September 2020. Subsequently in June 2020, the Nominations Committee considered the appropriateness of

current fee levels in light of COVID-19 and its impact on the Group's future performance and recommended to the Board no increase to the

directors' fees for FY21, which remain at the current fee levels of FY20.

The remuneration scale for directors is outlined below:

Remuneration scale

(1)

PositionFY20FY21

Board of directorsChair

(2)

$367,200 $367,200

Non-Executive director $142,800 $142,800

Audit and Risk CommitteeChair $37,000 $37,000

Member $19,000 $19,000

Remuneration CommitteeChair $28,000 $28,000

Member $14,000 $14,000

Nominations CommitteeChair--

Member $8,000 $8,000

Safety, Health, Environment and


Sustainability Committee

Chair $28,00

0 $28,000

Member $14,000 $14,000

Non-vouchable expense allowance $5,000 $5,000

Overseas based directors travelling allowance $18,000 $9,000

(1)

This table shows fees before the application of 30% reduction in Board fees referred to above.

(2)

No additional fees are paid to the Board Chair for committee roles.

Fees to directors for unscheduled, additional work required for the Group is time based, payable at $1,200 per half day. No payments for this

work were made in FY20 and none are budgeted for FY21. Directors do not receive any further remuneration for also being directors of Fletcher

Building Industries Limited, the NZX listed issuer of the Group's capital notes. Directors' fees exclude GST, where appropriate. In addition,

Board members are entitled to be reimbursed for costs directly associated with carrying out their duties, including travel costs.

Details of the total remuneration received by each Fletcher Building director for FY20 (i.e. after including the 30% reduction in Board fees

from 1 April 2020) are as follows:

DirectorsBoard Fees

Audit

and Risk

Committee

Nominations

Committee

(1)

Remuneration

Committee

Safety, Health,

Environment and

Sustainability

Committee

Non-vouchable

expense

allowance

Overseas

based

directors

travelling

allowance

Total

Remuneration

Bruce Hassall

(Chair)

$339,660.00 $ -

(Chair)

$5,00

0.00 $344,660.00

Martin Brydon $132,090.00 $8,000.00 $14,000.00 $5,000.00 $18,000.00 $177,090.00

Antony Carter

(2)

$58,594.57 $7,796.20 $3,282.61 $5,744.57 $2,051.63 $77,469.58

Barbara Chapman $132,090.00 $8,000.00 $28,000.00

(Chair)

$5,00

0.00 $173,090.00

Peter Crowley

(3) / (4)

$96,390.00 $10,119.57 $6,000.00 $7,456.52 $3,750.00 $13,500.00 $137,216.09

Rob McDonald

(5)

$132,090.00 $37,000.00

(Chair)

$8,000.00 $7,456.52 $5,000.00 $189,546.52

Doug McKay $132,090.00 $19,000.00 $8,000.00 $28,000.00

(Chair)

$5,0

0

0.00 $192,090.00

Cathy Quinn $132,090.00 $19,000.00 $8,000.00 $14,000.00 $5,000.00 $178,090.00

Steve Vamos

(6)

$107,100.00 $6,000.00 $10,500.00 $3,750.00 $127,350.00

Total$1,262,194.57 $92,915.77 $55,282.61 $51,701.09 $63,456.52 $39,551.63 $31,500.00 $1,596,602.19

(1)

All non-executive directors are members of the Nominations Committee.

(2)

Antony Carter retired from the Board on 28 November 2019 following conclusion of the Annual Shareholders' Meeting.

(3)

Peter Crowley was appointed to the Board on 1 October 2019.

(4)

Peter Crowley was appointed member of the Audit and Risk Committee and Safety, Health, Environment and Sustainability Committee effective 20 December 2019.

(5)

Rob McDonald was appointed member of the Remuneration Committee effective 20 December 2019.

(6)

Steve Vamos resigned from the Board effective 30 March 2020.

Fletcher Building Limited Annual Report 202059

Financial
Report

Fletcher Building Limited Annual Report 202060

June
2020*

June

2019

June

2018

June

2017

June

2016

June

2015

June

2014

June

2013

June

2012

June

2011

Notes

(2)(1)

NZ$M NZ$M NZ$M NZ$M NZ$M NZ$M NZ$M NZ$M NZ$M NZ$M

Financial performance

Operating revenue7,309 9,307 9,471 9,3999,0048,6618,4018,5178,8397,416

Earnings before interest and taxation (EBIT)(116)397(118)273719503592569403492

Net earnings (196)164(190)94462270339326185283

Cash flow from operations410153396243660575489559448402

Earnings per share - basic (cents per share)(23.5)19.2(25.5)13.567.039.249.347.627.245.0

Dividends for the period (cents per share)0.023.00.039.039.037.036.034.034.033.0

Return on average funds (%)

(3)

(2.7)7. 4(2.2)4.913.49.611. 710.87. 410.6

Return on average equity (%)

(4)

(5.1)4.0(5.2)2.512.47. 79.99.45.28.2

Financial performance - before significant items

Earnings before interest and taxation (EBIT)16063150525682653624569556596

Net earnings 3367(60)321418399362326317359

Earnings per share - basic (cents per share)0.443.0(8.1)46.360.658.052.747.646.557.1

Return on average funds (%)

(3)

3.711. 80.99.412.712.512.310.810.212.8

Return on average equity (%)

(4)

0.18.8(1.7)8.711. 611. 310.59.49.010.4

Balance sheet

Current assets3,824 4,121 3,9443,4193,2223,2722,9582,8683,1123,104

Non-current assets4,954 3,589 4,6014,2544,0454,2293,9834,2574,3674,388

Total assets8,778 7,710 8,5457,6737,2677,5016,9417,1257,4797,492

Current liabilities2,385 2,330 2,3561,9961,9971,9471,5961,5571,9361,700

Non-current liabilities2,858 1,207 2,0472,0971,5571,8441,8912,0142,0912,092

Total liabilities5,243 3,537 4,4034,0933,5543,7913,4873,5714,0273,792

Capital 3,280 3,427 3,4252,6782,6502,6332,6242,6062,5822,553

Reserves2207146938781,0411,0507959138381,113

Minority equity35322424222735353234

Total equity3,5354,1734,1423,5803,7133,7103,4543,5543,4523,700

Total liabilities and equity8,7787,7108,5457,6737,2677,5016,9417,1257,4797,492

Other financial data

Total shareholders return (%)

(5)

(21)(29)(6)011(3)951(27)14

Net tangible assets per share ($)2.873.532.852.702.872.802.602.612.652.71

Gearing (%)

(6)

12.37. 223.535.327.331.832.333.537.434.3

Leverage (%)

(7)

0.90.44.82.71. 62.02.02.32.62.4

* June 2020 includes the impact of NZ IFRS 16 - Leases and incorporates right-of-use asset, right-of-use liability, right-of-use asset depreciation and lease liability interest expense.

(1)

The Crane Group was acquired with an effective acquisition date of 28 March 2011.

(2)

The June 2012 balance sheet has been restated following revisions to IAS 19 Employee Benefits adopted by the Group.

(3)

EBIT to average funds (net debt and equity less deferred tax asset).

(4)

Net earnings to average shareholders' funds.

(5)

Share price movement in year and gross dividend received, to opening share price.

(6)

Net debt to net debt and equity.

(7)

Net debt to EBITDA.

Trend Statement

Fletcher Building Limited Annual Report 202061

Consolidated Income Statement
FOR THE YEAR ENDED 30 JUNE 2020

Continuing operationsNotes

2020

NZ$M

2019

NZ$M

Revenue37,3098,308

Cost of goods sold(5,496)(6,025)

Gross margin1,8132,283

Selling, general and administration expenses(1,660)(1,748)

Share of profits of associates and joint ventures7 14

Significant items2.1(276)(94)

Earnings before interest and taxation (EBIT)(116)455

Lease interest expense27(69)

Funding costs15(80)(116)

Earnings before taxation(265)339

Taxation benefit/(expense)2481(80)

Earnings after taxation(184)259

Earnings attributable to non-controlling interests(12)(13)

Net earnings/(loss) from continuing operations(196)246

Net loss from discontinued operations net of tax(82)

Net earnings/(loss) attributable to the shareholders(196)164

Net earnings per share (cents)5

Basic(23.5) 19.2

Diluted(23.5) 19.0

Net earnings per share from continuing operations (cents)

Basic(23.5) 28.8

Diluted(23.5) 27.7

Weighted average number of shares outstanding (millions of shares)5

Basic 835 853

Diluted 835 951

Dividends declared per share (cents)17 23

The accompanying notes form part of and are to be read in conjunction with these financial statements.

On behalf of the Board, 19 August 2020

Bruce Hassall

Robert McDonald

Chair

Director

Fletcher Building Limited Annual Report 202062

Consolidated Statement of Comprehensive Income
FOR THE YEAR ENDED 30 JUNE 2020

2020

NZ$M

2019

NZ$M

Net earnings/(loss) attributable to shareholders(196)164

Net earnings attributable to non-controlling interests12 13

Net earnings/(loss)(184)177

Other comprehensive income

Items that do not subsequently get reclassified to income statement:

Movement in pension reserve(17)(25)

(17)(25)

Items that may be reclassified subsequently to income statement:

Movement in cash flow hedge reserve(6)(6)

Movement in currency translation reserve 35 (34)

29 (40)

Items that have been reclassified to income statement during the year:

Reclassification from currency translation reserve 7

7

Other comprehensive income12 (58)

Total comprehensive income/(loss) for the year(172)

119

Total comprehensive income/(loss) for the year arises from:

Continuing operations(172)178

Discontinued operations (59)

(172)119

The accompanying notes form part of and are to be read in conjunction with these financial statements.

Fletcher Building Limited Annual Report 202063

Consolidated Statement of Movements in Equity
FOR THE YEAR ENDED 30 JUNE 2020

NZ$MNotesShare capital Retained earningsShare-based payments reserve Cash flow hedge reserve Currency translation reserve Pension reserve TotalNon-controlling interestTotal Equity

Total equity at 30 June 20183,425 875 9 (157)(53)4,099 24 4,123

Total comprehensive income for the year 164 (6)(27)(25)106 13 119

Movement in non-controlling interests 19 (5)(5)

Dividends paid to shareholders of the parent18 (68)(68)(68)

Reclassification of pension reserve on disposal

of business

(73)73

Movement in share-based payment reserve2 2 2

Movement in treasury stock 182 2 2

Total equity at 30 June 20193,427 898 11 (6)(184)(5)4,141 32 4,173

Change in accounting policies27 (183)(183)(183)

Adjusted equity at 30 June 20193,42771511 (6) (184) (5)3,958 32 3,990

Total comprehensive income/(loss) for the year(196)(6)35 (17)(184)12 (172)

Movement in non-controlling interests 19 (9)(9)

Dividends paid to shareholders of the parent17(128)(128)(128)

Movement in share-based payment reserve1 1 1

Repurchase of shares 18(147)(147)(147)

Movement in treasury stock 18

Total equity at 30 June 20203,280 391 12 (12)(149)(22)3,50035 3,535

The accompanying notes form part of and are to be read in conjunction with these financial statements.

Fletcher Building Limited Annual Report 202064

Consolidated Balance Sheet
AS AT 30 JUNE 2020

AssetsNotes

2020

NZ$M

2019

NZ$M

Current assets:

Cash and cash equivalents71,104 1,372

Current tax assets2466 66

Contract assets36940

Derivatives16125 5

Debtors81,041 1,298

Inventories91,215 1,340

3,620 4,121

Assets classified as held for sale2.5204

Total current assets3,8244,121

Non-current assets:

Property, plant and equipment121,555 1,754

Intangible assets131,133 1,129

Right-of-use assets271,413

Investments in associates and joint ventures20158 152

Inventories9301 264

Retirement plan assets2542 61

Derivatives1667 108

Deferred tax assets24285 121

Total non-current assets4,954 3,589

Total assets8,778 7,710

Liabilities

Current liabilities:

Creditors, accruals and other liabilities101,098 1,254

Provisions11251 346

Lease liabilities27172

Current tax liabilities245 5

Derivatives167 4

Contract liabilities3223 119

Borrowings14581 602

2,337 2,330

Liabilities directly associated with assets held for sale2.548

Total current liabilities2,385

Non-current liabilities:

Creditors, accruals and other liabilities1060 84

Provisions1126 18

Lease liabilities271,549

Deferred tax liabilities242

Derivatives1613 8

Borrowings141,210 1,095

Total non-current liabilities

2,858 1,207

Total liabilities5,243 3,537

Equity

Share capital18 3,280 3,427

Reserves220 714

Shareholders' funds 3,500 4,141

Non-controlling interests 19 35 32

Total equity 3,535 4,173

Total liabilities and equity8,778 7,710

The accompanying notes form part of and are to be read in conjunction with these financial statements.

Fletcher Building Limited Annual Report 202065

Consolidated Statement of Cash Flows
FOR THE YEAR ENDED 30 JUNE 2020

2020

NZ$M

2019

NZ$M

Cash flow from operating activities

Receipts from customers7,5129,139

Dividends received1 6

Payments to suppliers, employees and other(6,957)(8,836)

Interest paid(146)(128)

Income tax paid(28)

Net cash from operating activities410 153

Cash flow from investing activities

Sale of property, plant and equipment5 5

Sale of subsidiaries/investments1 1,320

Sale of cash in subsidiaries (37)

Purchase of property, plant and equipment and intangible assets(240)(348)

Purchase of subsidiaries/businesses(26)

Net cash from investing activities(234)914

Cash flow from financing activities

Issue of capital notes10 0 10 0

Drawdown of borrowings401

Repayment of borrowings(269)(199)

Principal elements of lease payments(171)

Repurchase of shares(147)

Repurchase of capital notes(220)(181)

Distribution to non-controlling interests(9)(7)

Dividends (128)(68)

Net cash from financing activities(443)(355)

Net movement in cash held

(267)

712

Add: opening cash and cash equivalents

1,372

665

Effect of exchange rate changes on net cash

(1)

(5)

Closing cash and cash equivalents1,104 1,372

The accompanying notes form part of and are to be read in conjunction with these financial statements.

Fletcher Building Limited Annual Report 202066

Notes to the Financial Statements 2020
1. Statement of accounting policies

General information

The financial statements presented are those of Fletcher Building Limited (the Company) and its subsidiaries (the Group). The Group is primarily

involved in the manufacturing and distribution of building materials and residential, commercial and infrastructure construction. Fletcher Building

Limited is domiciled in New Zealand. The registered office of the Company is 810 Great South Road, Penrose, Auckland.

The Company is registered under the Companies Act 1993 and is a Financial Markets Conduct Act 2013 reporting entity in terms of the Financial

Reporting Act 2013. The Group is a for-profit entity.

Basis of presentation

These financial statements have been prepared in accordance with Generally Accepted Accounting Practice in New Zealand, which is the

New Zealand equivalent to International Financial Reporting Standards (NZ IFRS). They also comply with International Financial Reporting Standards.

These financial statements are presented in New Zealand dollars ($), which is the Group’s presentation currency and rounded to the nearest

million unless otherwise stated.

The consolidated financial statements comprise the income statement, statement of comprehensive income, statement of movements in equity,

balance sheet, statement of cash flows, and statement of accounting policies, as well as the notes to these financial statements.

Changes in presentation

The Group has restated the comparative information included in the disclosure notes for significant items (note 2.1), earnings per share (note

2.4) and segmental information (note 4) to exclude the results of Formica and the Roof Tile Group discontinued operations. The comparative

financial information for each business, including financial performance, cash flow performance, and assets and liabilities is disclosed as part of

discontinued operations in the Group's consolidated financial statements for the year ended 30 June 2019.

Accounting convention

The financial statements are based on the general principles of historical cost accounting, except that certain financial assets and liabilities, as

described below are stated at their fair value.

The accounting policies have been applied consistently by all Group entities throughout all periods presented, except as disclosed below,

"Changes in accounting policies".

Accounting policies are disclosed within each of the applicable notes to the financial statements and are marked with this icon.

Critical accounting estimates and judgements

The preparation of financial statements in conformity with NZ IFRS requires the directors to make estimates and judgements that affect the

reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported

amounts of sales and expenses during the reporting period. Estimates and judgements are continually evaluated and are based on historical

experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Actual results

could differ from those estimates. The estimates and assumptions are reviewed on an ongoing basis.

The estimates and judgements that are critical to the determination of the amounts reported in the financial statements have been disclosed with the

relevant notes in the financial statements are marked with this icon, or where applied to the financial statements as a whole, are detailed below.

COVID-19

On 11 March 2020, the World Health Organisation officially declared COVID-19, the disease caused by novel coronavirus, a global pandemic.

COVID-19, as well as the measures introduced to slow the spread of the virus, have since had a significant impact on the global economy

and the markets the Group operates in. The Group has considered the impact of COVID-19 and associated market volatility in preparing its

financial statements.

New Zealand

In March 2020, the New Zealand Government announced the COVID-19 alert system (Levels 1-4) which specified the level of risk and restrictions

that were to be followed. New Zealand entered alert 'Level 4' lockdown on 25 March 2020, which required mandatory nationwide suspension of

all non-essential services. In full compliance with the 'Level 4' restrictions, the Group suspended almost the entirety of its business activities.

On 27 April 2020, New Zealand moved to alert 'Level 3', permitting the Group to resume general operations with the requirement to comply with

the Government's social distancing directions and guidelines still in place. The Government subsequently announced the move to alert 'Level 2' on

13 May 2020 and then alert 'Level 1' on 18 June 2020 with all restrictions on business activities removed.

Australia

On 22 March 2020, the Australian Government introduced social distancing measures aimed at stopping the transmission of COVID-19. Under

the regime introduced, construction and construction related activities were permitted to operate subject to compliance with physical distancing

requirements. As such, the Group continued its operations in Australia while complying with the Australian Government's social distancing and

safety requirements.

Fletcher Building Limited Annual Report 202067

Impact of COVID-19 on the macroeconomic outlook
Forward-looking information, including an explanation of the scenarios considered in determining the Group’s forward-looking assumptions for

the purposes of its impairment and expected credit loss assessments, ('ECL') have been provided in notes 2.2 and 16.3 respectively. Noting

the wide range of possible scenarios and macroeconomic outcomes, and the relative uncertainty of how COVID-19 and its social and economic

consequences will flow, the Group considers that these scenarios represent reasonable and supportable forward-looking views as at the

reporting date.

Key statements of balance sheet items and related disclosures that have been impacted by COVID-19 are as follows:

Basis of consolidation

The consolidated financial statements comprise the Company, it's controlled entities and its interest in associates, partnerships and joint

arrangements. Intercompany transactions are eliminated in preparing the consolidated financial statements.

Subsidiaries

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to,

variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the

entity. Subsidiaries are included in the consolidated financial statements using the acquisition method of consolidation, from the date control

commences until the date control ceases.

Foreign currency

Translation of the financial statements of foreign operations

The assets and liabilities of the Group’s overseas operations are translated into New Zealand currency at the rates of exchange prevailing at

balance date. The revenue and expenditure of these entities are translated using an average exchange rate reflecting an approximation of

the appropriate transaction rates. Exchange variations arising on the translation of these entities and other currency instruments designated

as hedges of such investments are recognised directly in the currency translation reserve. The cumulative exchange variations would be

reclassified subsequently to earnings if the overseas operation to which the reserve relates were to be sold or otherwise disposed of.


Foreign currency transactions

Transactions in foreign currencies are translated at exchange rates at the date of the transactions.

Monetary assets and liabilities in foreign currencies at balance date are translated at the rates of exchange prevailing at balance date.

Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in earnings, except where deferred in

other comprehensive income as qualifying cash flow hedges and qualifying net investment hedges.

Non-monetary assets and liabilities in foreign currencies are translated at the exchange rates in effect when the amounts of these assets and

liabilities were determined.

CategoryAssessmentNotes

Debtors

The Group undertook a review of its trade debtor portfolio and applicable ECL provisions. The review

considered the macroeconomic outlook, customer credit quality and the effect of payment deferral options

as at the reporting date.

2.1, 16.3

Goodwill and brand

impairment

The Group has considered the impact of COVID-19 on New Zealand and Australian macroeconomic outlook.

Relative uncertainty around the short and long-term impact of the pandemic has been incorporated in the

Group's forward looking assumptions.

2.1, 2.2

Finite life non-

financial assets

Finite life assets, including property, plant and equipment, intangible assets and right-of-use assets,

have been assessed for indicators of impairment. This assessment incorporated a consideration of

COVID-19 as an indicator.

2.1

Inventories

The Group has performed a review of its inventory ranges and categories and how adverse

macroeconomic outlook impacts realisability of inventory and its net realisable value.

2.1

Debt covenants

The Group has assessed the impact on its current and forecast performance against its debt covenant

metrics. No covenant breaches have been identified as at 30 June 2020 nor at the time at which these

financial statements were authorised for issue.

14

Long-term

construction

contracts

The Group has considered the impact of COVID-19 on the status of its long-term construction contracts,

including the impact of restrictions introduced by the New Zealand Government in the period of March

to June 2020 on the projects' progress and contract position as at the balance date.

2.6

Rent abatements

The Group has elected to adopt the COVID-19-Related Rent Concession practical expedient issued

by New Zealand External Reporting Board in June 2020.

2, 2.1

Government grants

The Group received the funds from the New Zealand Government's wage subsidy scheme, income from

the wage subsidy has been accounted for under NZ IAS 20 - Accounting for Government Grants and

Disclosure of Government Assistance.

2.3

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202068

2. Key estimates and judgements
This section provides details of the key estimates and judgements undertaken when preparing these financial statements.

Changes in accounting policies

The following sets out the new accounting standards and amendments to standards that were applicable to the Group from 1 July 2019.

NZ IFRS 16 Leases

NZ IFRS 16 is effective for the Group from 1 July 2019 and sets out the principles for the recognition, measurement, presentation and

disclosure of leases for both lessees and lessors. NZ IFRS 16 replaces NZ IAS 17 and the related interpretations.

The Group adopted the modified retrospective approach on transition which resulted in a cumulative catch-up adjustment to equity as at

1 July 2019. The comparative information presented for the year ended 30 June 2019 has not been restated and therefore continues to be

shown under NZ IAS 17. The Group's activities as a lessor are not material and therefore the Group has not recognised any changes to lessor

accounting as a result of the transition to NZ IFRS 16.

Under NZ IFRS 16, a single lessee accounting model requires right-of-use assets and lease liabilities to be recognised in the balance sheet fo

r

most lease contracts at the lease commencement date. The lease liabilities are initially measured at the present value of the lease payments

that are not yet paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily

determined, the Group's incremental borrowing rate. Generally the Group uses the incremental borrowing rate as the discount rate and this

rate is determined on a portfolio basis, in relation to asset type, location and duration of obligation.

Lease liabilities are subsequently measured at amor

tised cost and are increased by the interest charged and decreased by the lease payments

made. Lease liabilities are remeasured when there is a change in future lease payments arising from a change in an index or rate, a change

in the estimate of the amount expected to be payable under a residual value guarantee, or as appropriate, changes in the assessment of

whether a renewal or purchase option is reasonably certain to be exercised or a termination clause is reasonably certain not to be exercised.

The Group has applied judgement to determine the discount rate applicable to each lease and the lease term for those lease contracts that

include a renewal or termination option. The assessment of whether the Group is reasonably certain to either exercise a renewal option or not

exercise a termination option significantly impacts the value of lease liabilities and right-of use assets recognised on the balance sheet.

Right-of-use assets are initially measured at cost, which is an amount equal to the cor

responding lease liabilities adjusted for any lease

payments made at or before commencement date, less any lease incentives received. Right-of-use assets are subsequently measured at

cost less any accumulated depreciation and impairment losses, adjusted for certain remeasurements to the lease liabilities. Depreciation is

calculated on a straight-line basis over the expected useful economic life of a lease which is taken as the lease term.

The Group applies both the short-term and low

-value lease exemptions allowed under NZ IFRS 16 which recognises payments for leases of

12 months or less or leases of a low value on a straight-line basis as an expense in the income statement. The Group also adopted the

following transition reliefs to:

NoteDescription

Financial Performance

Note 2Key estimates and judgements

Note 3Revenue from contracts with customers

Note 4Segmental information

Note 5Net earnings per share

Note 6Income statement disclosures

Working Capital Management

Note 7Cash and cash equivalents

Note 8Debtors

Note 9Inventories, including land and developments

Note 10Creditors, accruals and other liabilities

Note 11Provisions

Long-term Investments

Note 12Property, plant and equipment

Note 13Intangible assets

NoteDescription

Funding and Financial Risk Management

Note 14Borrowings

Note 15Funding costs/(income)

Note 16Financial risk management

Group Structure and Related Parties

Note 17Dividends and shareholder tax credits

Note 18Capital

Note 19Non-controlling interests

Note 20Investments in associates and joint ventures

Note 21Related party disclosures

Other Information

Note 22Capital expenditure commitments

Note 23Contingent liabilities

Note 24Taxation

Note 25Retirement plans

Note 26Share-based payments

Note 27Impact of NZ IFRS 16 and other reclassifications

Note 28Subsequent events

Fletcher Building Limited Annual Report 202069

- exclude the initial direct costs in the measurement of the right-of-use asset as at the date of initial application;
- use the benefit of hindsight to assist in the assumptions and judgements regarding renewals; and

- rely on previous assessments on whether leases are onerous.

Refer to note 27 for further information on the adoption and impact of NZ IFRS 16.

COVID-19-Related Rent Concessions

In June 2020, the New Zealand Accounting Standards Board provided a practical expedient to NZ IFRS 16. The expedient permits Tier-1 and

Tier-2 reporting entities not to assess whether rent concessions that occur as a direct consequence of the COVID-19 pandemic and meet

specified conditions as lease modifications and, instead, to account for those rent concessions as reassessments. The Group has elected

to adopt the expedient.

NZ IFRIC 23

NZ IFRIC 23 is effective for the Group from 1 July 2019. NZ IFRIC Interpretation 23 “Uncertainty over income tax treatments” clarifies the

recognition and valuation principles applicable to income tax risks. These risks arise when there is uncertainty related to a tax position

adopted by the Group that could be challenged by the tax authorities. The Group has not identified any material impact to the financial

statements at 1 July 2019 following the implementation of NZ IFRIC 23.

There are no other new standards, updates and interpretations published and effective whose impact could be significant for the Group.

2.1 SIGNIFICANT ITEMS

In reporting financial information, the Group presents non-GAAP performance measures, which are not defined or specified under the

requirements of NZ IFRS.

The Group believes that these non-GAAP measures, which are not considered to be a substitute for or superior to NZ IFRS measures, provide

stakeholders with additional helpful information on the performance of the business. The non-GAAP measures are consistent with how the

business performance is planned and reported within the internal management reporting to the Board and Audit and Risk Committee.

The Group makes certain significant item adjustments to the statutory profit measures in order to derive many of these non-GAAP measures.

The Group’s policy is to exclude items that are considered to be significant in both nature and/or quantum and where treatment as an

adjusted item provides stakeholders with additional useful information to assess the year-on-year trading performance of the Group. On this

basis, the following items were included within significant items for the year ended 30 June 2020:

- Restructuring and other associated costs arising from significant strategy c

hanges that are not considered by the Group to be part

of the



normal operating costs of the business.

- Impacts of significant one-off adver

se events that have material effect on the Group's financial performance and financial position.

- Impairment charges and pro

visions that are considered to be significant in nature and/or value to the trading performance of

the business.

- Net gains and losses on the disposal of proper

ties where a commitment to close has been demonstrated.

As a direct consequence of COVID-19 and its impact on the New Zealand and Australian business activities, the Group has undertaken a

number of initiatives to prepare for an expected downturn in market conditions in FY21 and potentially beyond. An announcement was

made to the market on 20 May 2020 outlining restructuring plans. Implementation of the programme in May and June 2020 resulted in the

Group incurring restructuring and property rationalisation costs and asset impairment charges, these have been classified by the Group as

significant items, as outlined below:

2020

Restructuring

activity (1)

NZ$M

Property

rationalisation (2)

NZ$M

Impairment of

assets (3)

NZ$M

Total

NZ$M

Building Products(6)(3)(10)(19)

Distribution (9)(3)(6)(18)

Concrete (5)(5)(3)(13)

Residential and Development(1)(1)

Construction(8)(3)(2)(13)

Australia(32)(33)(101)(166)

Other(32)(1)(13)(46)

Total significant items before taxation(93)(48)(135)(276)

Tax benefit on above items24 15 38 77

Total significant items after taxation(69)(33)(97)(199)

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202070

(1) Restructuring activity
Business restructure ($63m)

The Group announced its restructuring strategy in New Zealand and Australia on 20 May 2020, implementation of the restructure plan has

resulted in the Group recognising a $63 million provision in relation to redundancy and other associated costs.

Funding restructure ($30m)

On 29 June 2020, the Group provided notice to the US private placement noteholders ('USPP') of the intention to prepay A$99 million and

US$200 million of notes on issue with original maturities of 2022 and 2024. The prepayment of the private placement borrowings is part of a

revised funding strategy reflecting the requirement to reduce funding costs as the Group enters a period of uncertainty. The Group recognised

a significant item cost of $30 million in the income statement related to the make whole component of the prepayment as governed by the

private placement borrowing agreement. This cost is partially offset by the impact of related debt hedging activities. The USPP make whole (net

of hedging benefits) has been included as a significant item on the basis that it is a transaction resulting from a change to the Group's funding

strategy which has had significant impact on the Group's profit.

(2) Property rationalisation

As part of its organisational reset process, the Group has reviewed its operational property footprint, with an intention to identify and exit

office, warehouse and depot leases in order to rationalise property requirements. Property rationalisation costs primarily relate to recognition

of impairment on right-of-use assets, make good costs and losses incurred on early termination of leases. Property rationalisation costs were

partially offset by gains recognised on COVID-19 related rent concessions.

(3) Impairment of assets

The Group has recognised a number of charges in the year associated with reductions to the carrying values of the following asset categories:

Property, plant and equipment and intangible assets ($97m)

Uncertainty in the market conditions has been determined as an indicator of impairment for the Group's property, plant and equipment and

finite life intangible assets. For such assets, testing has been performed to assess the recoverability of the asset values. Impairment charges

were recognised where the recoverable value of the assets did not support their carrying value. Details of impairment charges recognised in

the year are disclosed in notes 12 and 13.

Inventory ($32m)

The Group has recognised charges in the year associated with the write down of inventory. These write downs relate to the discontinuation

of certain product ranges and disposal of inventory held at closed sites, distribution centres and warehouses.

Expected credit losses ($6m)

The Group estimated its ECL as at 30 June 2020 based on a range of forecast economic conditions. COVID-19 has had a significant impact on

economic scenarios used by the Group to determine the ECL, with the probability of an adverse economic scenario in the near term estimated

as high. As such the Group recognised a significant item charge of $6 million that reflects expected deterioration of its customers' portfolio

credit quality.

For more details on key assumptions and estimates used in the ECL assessment, please refer to note 16.3.

2019

Restructuring

activity

NZ$M

Total

NZ$M

Building Products (10) (10)

Australia (78) (78)

Corporate (6) (6)

Total significant items before taxation

(94)(94)

Tax benefit on above items27 27

Total significant items after taxation

(67)(67)

Restructuring activity

The Group had recognised a charge of $94 million for restructuring costs, $78 million of which is in Australia, associated with the restructure

of various businesses across the Group as an extension of the strategic reset that began in FY18. The restructuring includes redundancies and

property exit costs, as well as associated advisory costs incurred.

Fletcher Building Limited Annual Report 202071

2.2 INTANGIBLE ASSET IMPAIRMENT TESTING
Goodwill and brands were tested for impairment in June 2020. Each cash generating unit (CGU) that carries goodwill or brands is valued on a

value-in-use or fair value less costs of disposal basis using a discounted cash flow model. Management has used its past experience of sales

growth, operating costs and margin, and external sources of information where appropriate, to determine their expectations for the future.

These cash flow projections are principally based on the business units' forecast five year plan, which are risk adjusted where appropriate. Cash

flows beyond five years have been extrapolated using estimated terminal growth rates, which do not exceed the long-term average growth rate

for the industries and countries in which the business units operate. The terminal growth rate used was 1.75% (2019: 2.5%).


COVID-19

In response to COVID-19 the Group undertook a review of key assumptions in estimating carrying values of relevant CGUs. The review

considered the impact of the COVID-19 pandemic on overall macroeconomic outlook, the Group's market segments and projected discount

and growth rates as at the reporting date. While these model inputs, including forward-looking information, were revised overall, valuation

methodology remained consistent with prior periods.

New Zealand and South Pacific CGU's

The goodwill and brand balances for the 15 New Zealand and South Pacific CGU's represent 46% of the total balance for the Group. The cash

flows are discounted using a nominal rate specific to each business and jurisdiction. New Zealand businesses have employed discount rates

between 8.0% and 10.0% (2019: between 8.0% and 9.0%), and the South Pacific business has employed a discount rate of 18.5% (2019:

18.5%), reflecting the risk profile of each business and for the regions in which the CGUs operate.

Sensitivity to reasonably possible changes in assumptions

The impairment assessment confirmed that, for these business units, the recoverable amounts exceed carrying values as at 30 June 2020.

Based on current economic conditions and performances of New Zealand and South Pacific CGUs, no reasonably possible change in a key

assumption used in the determination of the recoverable value of CGUs would result in a material impairment to the Group.

Australia CGU's


The goodwill and brand balances for the four Australia CGU's represent 54% of the total balance for the Group. The cash flows are discounted

using a nominal rate specific to each business. Australian business units employed a discount rate of 8.1% (2019: between 8.0% and 9.0%),

reflecting the risk profile of each business and for the region in which the CGUs operate.


Sensitivity to reasonably possible changes in assumptions

Throughout the current financial year the Australian economy, particularly the residential market, has experienced a significant downturn. The

Laminex Australia and Tradelink business units have been particularly impacted by this downturn, which has impacted the forecast cash flows

used to assess the carrying value of each CGU.

Group and divisional management completed a comprehensive strategic re

view of the Australia division during the year and identified a

number of strategic initiatives for the near to medium term to set the business units up for long-term margin growth. A number of these

initiatives have been implemented during the current financial year, however, the benefits of these will be achieved over the longer-term and

are, in part, dependent on the recovery of the Australian economy and residential market.

The key assumptions used in the impairment tests for the significant business units of Laminex Australia and Tradelink are outlined below.

No impairment was recognised during the financial year, however, a change in any of the key assumptions would lead to the elimination of the

excess of recoverable amount over carrying amount.

Laminex Australia (representing 28% of Group goodwill and brands balances)

Key assumptionValue attributedSensitivity (absolute movement)

Revenue growth (5-year Cumulative Average Growth Rate (CAGR))5.0%Decrease by 1.2 ppts

EBIT margin (5-year average)7.0%Decrease by 0.3 ppts

Terminal growth rate1.75%Decrease by 1.0 ppts

Discount rate8.1%Increase by 0.8 ppts

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202072

Tradelink (representing 11% of Group goodwill and brands balances)
Key AssumptionValue attributedSensitivity (absolute movement)

Revenue growth (5-year Cumulative Average Growth Rate (CAGR))4.70%Decrease by 4.6 ppts

EBIT margin (5-year average)2.40%Decrease by 0.4 ppts

Terminal growth rate1.75%Decrease by 1.2 ppts

Discount rate8.10%Increase by 1.3 ppts

Other CGU's

Based on current economic conditions and CGU performances, no reasonably possible change in a key assumption used in the determination

of the recoverable value of Australian CGUs would result in a material impairment to the Group.

2.3 SUPPLEMENTARY DISCLOSURES: GOVERNMENT GRANTS

On 17 March 2020, the New Zealand government announced the implementation of a wage subsidy scheme. The Group met the eligibility

criteria requirements of the scheme and $68 million was received by the Group for the period from March to June. The funds received by the

Group were used to mitigate employee-related costs during the eligibility period through the Group’s 'Bridging Pay Programme'. Over 8,600

employees participated in the 'Bridging Pay Programme' which is more than 90% of the Group’s New Zealand-based employees.

Funds received as part of the wage subsidy scheme have been accounted for in line with NZ IAS 20 – Government Grants and Disclosure of

Government Assistance. The Group has elected to present income received from the wage subsidy as an offsetting deduction to its employee

costs. Funds received as part of the scheme have no unfulfilled conditions or other attached contingencies as at 30 June 2020. The Group had

not materially benefitted from any other forms of government assistance during the reporting period.

2.4 SUPPLEMENTARY DISCLOSURES: EARNINGS PER SHARE

Earnings per share is disclosed in full in note 5. The below disclosure has been included to provide additional useful information by removing

the impact of significant items in the current and prior year, and the resulting impact on the earnings per share measure.

The effect of significant items on earnings per share from continuing operations is as follows:

2020

NZ$M

2019

NZ$M

Net earnings/(loss) after taxation from continuing operations

(as per income statement)

(196)246

Add back: Significant items after taxation (note 2.1)199 67

Net earnings before significant items3313

Net earnings per share before significant items from continuing operations (cents)0.4 36.7

Net earnings per share - as per income statement (cents)(23.5)28.8

2.5 ASSETS HELD FOR SALE

Rocla Pty Limited

On 19 February 2020, the Group publicly announced the decision of its Board of directors to sell the Rocla pipes and precast business, a

wholly o

wned subsidiar

y reported under the Australia segment. The divestment process was suspended on 25 March 2020 as a response to

COVID-19, and was recommenced on 1 June 2020. The sale of the Rocla business is expected to be completed within a year from the reporting

date. At 30 June 2020, the Rocla business was classified as a disposal group held for sale, therefore depreciation of the assets held for sale

ceased from 1 June 2020. The summary of the Rocla business assets included as held for sale and liabilities included as associated with held

for sale as at 30 June 2020 are presented below:


Assets

2020

NZ$M

Property, plant and equipment118

Right-of-use assets6

Inventories50

Debtors30

Assets held for sale

204

Fletcher Building Limited Annual Report 202073

Liabilities
2020

NZ$M

Creditors, accruals and other liabilities28

Provisions13

Lease liabilities7

Liabilities directly associated with assets held for sale48

Net assets directly associated with disposal group156

2.6 SUPPLEMENTARY DISCLOSURES: CONSTRUCTION ACCOUNTING

The Construction division is engaged by customers to construct and maintain buildings and infrastructure across New Zealand and the South

Pacific. The Group recognised significant provisions within the division as a number of these construction contracts were loss making. These

projects were determined to be onerous contracts and the related provisions are disclosed in note 11.

Construction projects are inherently more uncertain earlier in their lifetime, which leads to a number of significant estimates and

judgements being made at these early stages. The Group's policies for accounting for such projects are outlined below, and demonstrate

the significant judgements made. Contract assets and liabilities arising from construction work in progress at year end are disclosed below.

A summary of total contracted work under construction and details of the major construction projects and their approximate stage of

completion is disclosed to demonstrate the uncertainty that remains on these projects.

Construction accounting policies

Revenue recognition

Construction contract revenue

The Group derives revenue from the construction of building and infrastructure projects across New Zealand and the South Pacific.

Contracts entered into may be for the construction of one or several separate inter-linked pieces of large infrastructure. While it is

uncommon, contracts can be entered into for the building of several projects. Where this occurs, the Group will identify the single or

multiple performance obligations and allocate the total contract price across each performance obligation based on stand-alone selling

prices. The contract price is normally fixed at the start of the project.

The nature of construction projects leads to variations in the project size and scope. It is also normal practice for contracts to include bonus

and penalty elements based on timely construction or other performance criteria known as variable consideration, discussed below.

The performance obligation is fulfilled over time and as such revenue is recognised over time. As work is performed on the assets being

constructed they are controlled by the customer and have no alternative use to the Group, with the Group having a right to payment for

performance to date.

Generally, contracts identify various inter-linked activities required in the construction process. Revenue is recognised on the measured

output of each process based on appraisals that are agreed with the customer on a regular basis.

Maintenance contract revenue

Services revenue is primarily generated from maintenance services supplied to roading assets owned by local or central Go

vernment in

New Zealand and the South Pacific. This revenue also arises in respect of infrastructure assets previously constructed by the Group where

maintenance was included in the contract. The service contracts are typically determined to have one single performance obligation which

significantly integrated and is fulfilled over time.

Variable consideration

Revenue in relation to variations, suc

h as a change in the scope of the contract, is only included in the contract price when it is approved

by the parties to the contract, the variation is enforceable, or in certain circumstances when the amount becomes highly probable and is

approved by the Board of directors.

Construction work-in-progress - Contract assets, contract liabilities, and provisions for onerous contracts

Earnings on construction contracts (including sub-contracts) are determined using the percentage-of-completion method and represent

the value of work carried out during the year, including amounts not invoiced. Costs are recognised as incurred and revenue is recognised

on the basis of the proportion of total costs at the reporting date to the estimated total costs of the contract. Estimates of the final outcome

of each contract may include cost contingencies to take account of specific risks within each contract that have been identified. The cost

contingencies are reviewed on a regular basis throughout the contract life and are adjusted where appropriate. However, the nature of the

risks on contracts are such that they often cannot be resolved until the end of the project.

Margin on the contract is not recognised until the outcome of the contract can be reliably estimated. The Group uses its professional

judgement to assess both the ph

ysical completion and the forecast financial result of the contract. When a contract is identified as loss-

making, a provision is made for estimated future losses on the entire contract.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202074

Construction work in progress is stated at cost plus profit recognised to date, less progress billings. Cost includes all expenditure directly
related to specific projects and an allocation of fixed and variable overheads incurred in the Group’s contract activities based on normal

operating capacity.

Estimates and judgements are made relating to a number of factors when assessing construction contracts. These primarily include the

programme of work throughout the contract period, assessment of future costs after considering changes in the scope of work, maintenance

and defect liabilities, expected inflation (for unlet sub-trades) and performance bonuses or penalties.

The significant judgements inherent in accounting for the Group’s most material construction projects are:

- The extent to which a project progresses in line with the complex project programme and timetable previously formed and the resulting

impact of any programme delays or gains on project costs, especially project overheads (preliminary and general costs) and any liquidated

or other damages;

- Sub-contractor cost, in particular cost that is yet to be agreed in scope or price (including inflationary pressures) or that relating to

programme prolongation;

- The outcome of ongoing commercial negotiations, including elements of variable consideration and changes in project scope; and

- Future weather and ground conditions.

Status of construction projects (> $200 million original contract value) as at 30 June 2020:

Business unit

Percentage of

completion (% cost)

Forecast

completion

Commercial Bay - Fixed price contractBuildings96%2020

NZICC - Guaranteed maximum price and fixed price contractBuildings82%2023

Puhoi to Warkworth - Fixed price contract (Public Private Partnership)Infrastructure63%TBC

Hamilton City Edge Expressway - Alliance contractInfrastructure/Higgins76%TBC

Peka Peka to Otaki Expressway - Fixed price contractInfrastructure/Higgins55%TBC

Revenue Backlog by Business unit as at 30 June 2020:

Current Revenue Backlog

NZ$M

Top 5 projects as a % of

Revenue Backlog

Buildings

352

10 0%

Infrastructure

1,156

46%

Brian Perry Civil

762

8%

Higgins

545

33%

South Pacific

11 4

83%

2,929

N/A

Revenue backlog refers to the level of construction work the Group is contracted to but is not yet complete at year end. This represents the

performance obligations that are yet to be completed for the construction contracts active at the end of the year. The long-term nature of the

contracts held by the Buildings, Infrastructure and Higgins businesses will see these performance obligations be completed over a period

generally between one to five years, although some may extend longer. The Buildings, Infrastructure, Brian Perry Civil, and South Pacific

businesses have contracts that are either short-term in nature or are nearing completion with those performance obligations likely to be

settled within the next 12 months.

Fletcher Building Limited Annual Report 202075

New Zealand International Convention Centre (NZICC)
On 22 October 2019 there was a significant fire at the NZICC project construction site causing damage to both the International Convention

Centre and Hobson Street Hotel.

Contract Works and Third-Party Liability insurances are in place on the project, and the Fletcher Construction Company Limited is an insured

party under these policies.

The Third-Party Liability insurance policy is responding where legal liability exists and cases are being reviewed and approved for payment

on a claim-by-claim basis. There are no legal proceedings in respect of this matter that require additional provision in these financial

statements.

The NZICC project continues to be accounted for under NZ IFRS 15: Revenue from Contracts with Customers and NZ IAS 37: Provisions,

Contingent Liabilities and Contingent Assets.

The Group has assessed all relevant known facts and circumstances related to the estimation of cost to complete and insurance recoveries

and concluded based on current information that there is no impact to the NZICC forecast project loss as a result of the fire. The assessment

required key judgments and estimates (including an assessment of the cost to complete remediation, the likelihood of receipt of insurance

recoveries and quantification of any claims and costs that it is probable insurance will not cover) and as such is subject to change as the

project progresses.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202076

This section explains the results and performance of the Group, including the segmental analysis, details of significant items,
and earnings per share.

3. REVENUE FROM CONTRACTS WITH CUSTOMERS

- The Group revenue is derived from the following streams:

- Sale of building products and materials

- Development and sale of residential property

- Construction of building and infrastructure projects (refer to note 2.6)

- Maintenance service contracts (refer to note 2.6)

Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount

that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. The Group has generally

concluded that it is the principal in its revenue arrangements, because it typically controls the goods or services before transferring them to

the customer.

Building products and distribution divisions

Sale of building products and materials

The materials and distribution businesses within the Group recognise revenue when control of the goods has passed to the customer, the

associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods,

and there is a high probability that a significant reversal in the revenue recognised will not occur. Revenue is measured net of returns, trade

discounts and volume rebates. The timing of the transfer of control varies depending on the individual terms of the sales agreement. For

most sales, this occurs when the product is delivered to the customer.

Residential and Development division

Development and sale of residential projects

Through the Residential and Development di

vision the Group derives income from the sale of completed houses, construction type

projects for enabling or utilities works for large developments, and the sale of development sites surplus to Group requirements. Revenue

is recognised when control passes to the customer for each type of transaction. House sales are commonly recognised at the time of

settlement, when title passes to the customer and payment is received. Enabling or utilities works are recognised over time using a

percentage of completion method. Land development sales are recognised in line with the requirements of the specific sale and

purchase agreement.

Performance obligations vary between the types of transactions. The sale of a completed house from Group inventory to a customer is a

single performance obligation, as houses are not constructed under contract from a customer. For works contracts and development sales,

the division reviews the terms of the sale to determine whether the performance obligations are distinct and separately identifiable.


2020

Sale of

Building

Products and

Materials

Development

and Sale of

Residential

Properties

Construction

Contract

Revenue

Maintenance

Contract

RevenueTotal

Goods and services transferred

at a point in time

5,588 460


6,048

Goods and services transferred

over time


760

501 1,261

Total revenue from contracts

with customers

5,588 460 760 501 7,309

Financial Review

Fletcher Building Limited Annual Report 202077


2019

Sale of

Building

Products and

Materials

Development

and Sale of

Residential

Properties

Construction

Contract

Revenue

Maintenance

Contract

RevenueTotal

Goods and services transferred

at a point in time

6,047 639 6,686

Goods and services transferred

over time

1,095 527 1,622

Total revenue from contracts

with customers

6,047 639 1,095 527 8,308

Contract assets

The gross amount of Construction and Maintenance work in progress consists of costs attributable to work performed and emerging

profit after providing for any foreseeable losses. In applying the accounting policies on providing for these losses, accounting judgement

is required.

Construction contracts with cost and margin in advance of billings are presented as part of Contract Assets for all contracts in which costs

incurred plus recognised profits exceed progress billings. If progress billings and recognised losses exceed costs incurred plus recognised

profits, then the difference is presented as Contract Liabilities.

Contract

liabilities

Construction contracts where the total progress billings issued to clients (together with foreseeable losses if applicable) on a project exceed

the costs incurred to date plus recognised profit on the contract are recognised as a liability

2020

NZ$M

2019

NZ$M

Construction contracts with cost and margin in advance of billings69 40

Contract assets69 40

Construction contracts with billings in advance of cost and margin223 119

Contract liabilities223 119

4. SEGMENTAL INFORMATION

Segmental information is presented in respect of the Group’s industry and geographical segments. The use of industry segments as the

primary format is based on the Group’s management and internal reporting structure, which recognises groups of assets and operations

with similar risks and returns. Inter-segment pricing is determined on an arm’s length basis. The results of the previous Steel division have

been consolidated into Building Products division as announced during the year ended 30 June 2019.

Industry segments


2020

NZ$M

Gross revenue

2019

NZ$M

Gross revenue

2020

NZ$M

External revenue

2019

NZ$M

External revenue

Building Products 1,173 1,314 922 1,013

Distribution 1,471 1,596 1,440 1,552

Concrete 740 802 503 549

Residential and Development 466 639 460 639

Construction1,318 1,702 1,261 1,622

Australia 2,802 3,024 2,723 2,933

Other 10 11

Group7,980 9,088 7,309 8,308

Less: intercompany revenue (671) (780)

Group external revenue7,309 8,308 7,309 8,308

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202078


2020

NZ$M

EBIT before

significant items

2019

NZ$M

EBIT before

significant items

2020

NZ$M

Funds*

2019

NZ$M

Funds*

Building Products 87 160 678 723

Distribution 85 104 209 300

Concrete 74 84 607 656

Residential and Development 65 137 604 651

Construction(147) 47 50 48

Australia 33 57 1,494 1,735

Corporate (37) (40)(107) 60

Group160 549 3,535 4,173

* Funds represent the external assets and liabilities of the Group and are used for internal reporting purposes. Group balances such as borrowings and taxation are allocated

to Corporate as these are managed at a Group level. Funds are managed at a divisional level.


Depreciation,

depletion and

amortisation

expense

Depreciation,

depletion and

amortisation

expense

Capital

expenditure

Capital

expenditure

Building Products 53 17 53 55

Distribution 47 10 21 23

Concrete 74 50 50 65

Residential and Development 3 3 7

Construction 40 21 32 31

Australia 135 62 65 91

Corporate 18 14 8 13

Group 370 174 232 285

Geographic segments

External revenue


External revenue


EBIT before

significant items


EBIT before

significant items

New Zealand4,466 5,220 110 467

Australia 2,740 2,944 42 54

Other jurisdictions 103 144 8 28

Group7,309 8,308 160 549

Significant items (note 2.1)(276) (94)

Earnings before interest and taxation (EBIT)(116)455


Non-current

assets

+


Non-current

assets

+


Funds*


Funds*

New Zealand 2,836 1,895 2,221 2,405

Australia 1,670 1,359 1,495 1,752

Other 53 45 83 85

Debt and taxation (264) (69)

Group 4,559 3,299 3,535 4,173

+

Excludes deferred tax assets, retirement plan surplus and financial instruments.

*

Funds represent the e

xternal assets and liabilities of the Group and are used for internal reporting purposes. Group balances such as borrowings and taxation are allocated to Corporate as

these are managed at a Group level.

Fletcher Building Limited Annual Report 202079

5. NET EARNINGS PER SHARE
Earnings per share is the portion of a company's profit allocated to each outstanding ordinary share and is calculated by dividing the

earnings attributable to shareholders by the weighted average of ordinary shares on issue during the year excluding treasury stock. Capital

notes and options are convertible into the company's shares and may therefore result in dilutive securities for purposes of determining the

diluted net earnings per share. Fletcher Building may, at its option, purchase or redeem the capital notes for cash at the principal amount plus

any accrued but unpaid interest.

20202019

Net earnings per share from continuing operations (cents)

Basic(23.5) 28.8

Diluted(23.5) 27.7

Numerator (continuing operations)NZ$MNZ$M

Net earnings/(loss) from continuing operations(196)246

Numerator for basic earnings per share from continuing operations(196)246

Dilutive capital notes distribution17

Numerator for diluted net earnings per share

(196)263

Denominator (millions of shares)

Weighted average number of shares outstanding (refer to note 18)835 853

Conversion of dilutive capital notes 98

Denominator for diluted net earnings per share

835 951

6. INCOME STATEMENT DISCLOSURES

2020

NZ$M

2019

NZ$M

The following items are specific disclosures required to be made and are included within

the income statement:

Net periodic pension cost2 1

Employee related short-term costs

(1) (2)

1,332 1,604

Other long-term employee related benefits58 57

Research and development expenditure1 5

Amortisation of intangibles24 19

Bad debts written off5 6

Donations and sponsorships1 2

Maintenance and repairs143 171

(1)

Short-term employee benefits for the executive committee included in the above is disclosed in note 21.

(2)

Employee related short-term costs include offsetting income from government grants, as disclosed in note 2.3.

Description of industry segments

Building Products

The Building Products division is a manufacturer, distributor, and marketer of building products used in

the residential and commercial markets in New Zealand.

Distribution

The Distribution division consists of building, plumbing, and pipeline distribution businesses in New Zealand.

Concrete

The Concrete division includes the Group's interests in the concrete value chain, including extraction of

aggregates, and the production of cement and concrete. The division operates in New Zealand.

Residential and Development

The Residential and Development division operates both in New Zealand and Australia and involves

building and sale of residential homes in New Zealand and development and sale of commercial and

residential land in Australia and New Zealand. Development activity includes sale of land property

portfolio which are surplus to the Group's operating requirements.

Construction

The Construction division is a builder and maintainer of commercial buildings and infrastructure across

New Zealand and the South Pacific.

Australia

The Australia division manufactures and distributes building materials for a broad range of industries

across Australia.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202080

This section provides details of the key elements of working capital which includes cash, receivables, inventories and short-term liabilities.
7. CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise cash and demand deposits with banks or other financial institutions and highly liquid investments that

are readily convertible to cash.

Cash and cash equivalents include the Group's share of amounts held by joint operations of $102 million (2019: $28 million).

At 30 June 2020, approximately $19 million (2019: $30 million) of total cash and deposits were held in subsidiaries that operate in countries

where exchange controls and other legal restrictions apply and are not immediately available for general use by the Group.

2020

NZ$M

2019

NZ$M

Cash and bank balances503 189

Contract retention bank balances24 23

Short-term deposits577 1,160

1,104 1,372

Reconciliation of net earnings to net cash from operating activities

2020

NZ$M

2019

NZ$M

Net earnings(196)164

Earnings attributable to minority interest12 13

(184)177

Add/(Less) non-cash items:

Depreciation, depletions and amortisation 370 199

Other non-cash items240 108

Taxation(81)74

Loss/(gain) on disposal of businesses and property, plant and equipment7 (1)

536380

Net working capital movements

Residential and Development50 (26)

Construction(19)(276)

Other divisions:

Debtors95 26

Inventories(1)(69)

Creditors(67)(59)

58(404)

Net cash from operating activities410 153

Working Capital Management

Auditor's remuneration

NZ$000's NZ$000's

Audit and review of the financial statements

(1)

2,858 3,132

Audit services associated with Formica sale process770

Total audit and assurance services2,858 3,902

Tax services369

Other non-assurance services14 23

Total non-assurance services14 392

Total auditor remuneration

2,872 4,294

(1)

The audit includes fees for both the annual audit of the financial statements and the review of the interim financial statements.

Fletcher Building Limited Annual Report 202081

2020
NZ$M

2019

NZ$M

Trade debtors74 6834

Contract debtors69 209

Contract retentions35 42

Less provision for doubtful debts(25)(15)

Trade and contract debtors8251,070

Other receivables216 228

1,041 1,298

Current739919

0 - 30 days over standard terms75 121

31 - 60 days over standard terms6 14

61+ days over standard terms30 31

Provision(25)(15)

Trade and contract debtors825 1,070

Fair values of debtors

Due to the short-term nature of the current receivables, their carrying amount is considered to be the same as their fair value.

Impairment and risk exposure

Information about the impairment of trade receivables and the group’s exposure to credit risk and foreign currency risk can be found in

note 16.3.

9. INVENTORIES, INCLUDING LAND AND DEVELOPMENTS

Raw materials, work in progress and finished goods

Raw materials and stores, work in progress and finished goods are stated at the lower of cost and net realisable value. Cost comprises direct

materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of

normal operating capacity. Cost includes the reclassification from equity of any gains or losses on qualifying cash flow hedges relating to

purchases of raw material but excludes borrowing costs. Costs are assigned to individual items of inventory on the first-in, first-out basis.

Costs of purchased inventory are determined after deducting rebates and discounts. Net realisable value is the estimated selling price in the

ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

Land held for resale

Land held for resale is stated at the lower of cost and net realisable value. Cost is assigned by specific identification and includes the cost

of acquisition and development costs during development.

8. DEBTORS

Debtors are amounts due from customers for goods sold or services performed in the ordinary course of business. They are generally due

for settlement within 30 to 90 days and are therefore all classified as current. Debtors are recognised initially at the amount of consideration

that is unconditional, unless they contain significant financing components, when they are recognised at fair value. The Group holds the trade

receivables with the objective of collecting the contractual cash flows and therefore measures them subsequently at amortised cost using the

effective interest method. Details about the Group’s impairment policies and the calculation of the loss allowance are provided in note 16.3.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202082

2020
NZ$M

2019

NZ$M

Raw materials 364472

Work in progress377 216

Finished goods736 877

Consumable stores and spare parts39 39

1,516 1,604

Inventories held at cost1,192 1,325

Inventories held at net realisable value324 279

1,516 1,604

Current portion1,215 1,340

Non-current portion301 264

1,516 1,604

Inventory classified as non-current

The non-current portion of inventories relates to land and developments that are expected to be held for greater than 12 months (current portion

of $367 million, 2019: $408 million).

The Group also has unconditional commitments for the purchase of land to be used for residential construction totalling $257 million (2019:

$257 million), of which $77 million is expected to be delivered in the year to 30 June 2021 (June 2019: $71 million).

10. CREDITORS, ACCRUALS AND OTHER LIABILITIES

Trade creditors and other liabilities are stated at cost or estimated liability where accrued. Employee entitlements include annual leave which

is recognised on an accrual basis and the liability for long service leave which is measured as the present value of expected future payments

to be made in respect of services provided by employees.

Assumptions in determining long service leave relate to the discount rate, estimates relating to the expected future long service leave

entitlements, future salary increases, attrition rates and mortality.

2020

NZ$M

2019

NZ$M

Trade creditors609 761

Contract retentions30 37

Accrued interest30 29

Other liabilities326 319

Employee entitlements154 184

Workers' compensation schemes9 8

1,158 1,338

Current portion1,098 1,254

Non-current portion60 84

Carrying amount at the end of the year1,158 1,338

The non-current portion of creditors and accruals relates to long service employee entitlement obligations and unconditional deferred

land payments.

Fletcher Building Limited Annual Report 202083

11. PROVISIONS
Provisions for restructuring, service and environmental warranties, and other provisions are recognised when the Group has a present legal

or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a

reliable estimate can be made of the amount of the obligation.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering

the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the

same class of obligations may be small.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation

at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market

assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is

recognised as an interest expense.

Restructuring

Restructuring provisions are recognised when the Group is demonstrably committed, without realistic possibility of withdrawal, to a formal

detailed plan. Costs relating to ongoing activities are not provided for.

Warranty & Environmental

Warranty provisions represent an estimate of potential liability for future rectification work in respect of products sold and services provided.

Environmental provisions represent an estimate for future liabilities relating to environmental obligations.

Onerous contracts

An onerous contract is a contract under which the unavoidable costs (i.e., the costs that the Group cannot avoid because it has the contract)

of meeting the obligations under the contract exceed the economic benefits expected to be received under it. The unavoidable costs under a

contract reflect the least net cost of exiting from the contract, which is the lower of the cost of fulfilling it and any compensation or penalties

arising from failure to fulfil it. The cost of fulfilling a contract comprises the costs that relate directly to the contract (i.e., both incremental

costs and an allocation of costs directly related to contract activities).

Other

Other provisions relate to miscellaneous matters, across the Group, none of which are individually material.

Restructuring

NZ$M

Warranty &

environmental

NZ$M

Onerous

contracts

NZ$M

Other

NZ$M

Total

NZ$M

2020

Carrying amount at the beginning of the year32 34 264 34 364

Currency translation

Charged to earnings75 2 15033260

Settled or utilised(45)(10)(252)(20)(327)

Released to earnings(1)(4)(2)(7)

Classified as held for sale(13) (13)

48 22 16245 277

2019

Carrying amount at the beginning of the year30 39 497 45 611

Currency translation(1)(1)(2)

Charged to earnings22 12 15 49

Settled or utilised(12)(10)(233)(21)(276)

Released to earnings(5)(4)(2)(11)

Disposal of business(2)(2)(3)(7)

32 34 264 34 364

2020

NZ$M

2019

NZ$M

Current portion251 346

Non-current portion26 18

Carrying amount at the end of the year

277 364

During the year the Group utilised $45 million (2019: $12 million) in respect of restructuring obligations at certain businesses. The remaining

balance is expected to be utilised within the next 12 months. Warranty and environmental provisions are expected to be utilised over the next

three years.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202084

Long-term Investments
This section details the long-term assets of the Group including Property, Plant and Equipment and Intangible Assets.

12. PROPERTY, PLANT AND EQUIPMENT

Land, buildings, plant and machinery and fixtures and fittings are stated at historical cost less depreciation. Historical cost includes

expenditure that is directly attributable to the acquisition of the items. The cost of purchasing land, buildings, plant and machinery, fixtures

and equipment is the value of the consideration given to acquire the assets and the value of other directly attributable costs which have been

incurred in bringing the assets to the location and the condition necessary for their intended service, including subsequent expenditure.

Assets are reviewed annually for impairment indicators.

Subsequent costs are included in the asset’s car

rying amount or recognised as a separate asset, as appropriate, only when it is probable

that future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. The carrying

amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged

to profit or loss during the reporting period in which they are incurred.




Depreciation of property

, plant and equipment and amortisation of definite life intangible assets are calculated on the straight-line method.

Refer to note 13 for details of intangible assets. Expected useful lives, which are regularly reviewed, typically range between:




Buildings 30–50 years

Plant and machinery 5–15 years

Fixtures and equipment 2–10 years

Intangible assets, including software (note 13) 5–15 years

Resource extraction assets are held at historic cost and depleted o

ver the shorter of the life of the site or right to use period. Site development

costs incurred in order to commence extraction are capitalised as resource extraction assets.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated

recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss.

2020

Land

NZ$M

Buildings

NZ$M

Plant &

Machinery

NZ$M

Fixtures &

Equipment

NZ$M

Resource

Extraction

NZ$M

Leased

Assets

NZ$M

Total

NZ$M

Carrying value at 1 July 20191812041,07416295381,754

Additions8101313312194

Disposals(1)(11)(12)

Depreciation expense(10)( 111 )(28)(12)(161)

Impairment(12)(57)(6)(75)

Transfer of assets to inventory(5)(5)

Transfer of assets to right of use(38)(38)

Assets held for sale(50)(37)(25)(6)(118)

Currency translation338216

Carrying value at 30 June 20201361581,009157951,555

Represented by:

Cost1372832,2144121253,171

Accumulated depreciation and impairment(1)(125)(1,205)(255)(30)(1,616)

1361581,009157951,555

Fletcher Building Limited Annual Report 202085

2019
Land

NZ$M

Buildings

NZ$M

Plant &

Machinery

NZ$M

Fixtures &

Equipment

NZ$M

Resource

Extraction

NZ$M

Leased

Assets

NZ$M

Total

NZ$M

Carrying value at 1 July 20182553201,36817177402,231

Additions8112383315305

Acquisitions41418

Disposals(6)(19)(25)

Depreciation expense(12)(125)(30)(11)(2)(180)

Transfer of assets to inventory(19)(3)(22)

Disposal of business(51)(88)(397)(9)(545)

Currency translation(6)(5)(14)(3)(28)

Carrying value at 30 June 20191812041,07416295381,754

Represented by:

Cost1823302,280422132433,389

Accumulated depreciation and impairment(1)(126)(1,206)(260)(37)(5)(1,635)

1812041,07416295381,754

As at 30 June 2020 property, plant and equipment includes $133 million of assets under construction that are not depreciated until they are

commissioned and brought into use (2019: $145 million).

13. INTANGIBLE ASSETS

Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangibles are carried at cost

less any accumulated amortisation and accumulated impairment losses.

The Group's Intangible assets with indefinite useful lives are not amortised but are tested for impairment annually, either individually or at

the cash-generating unit level. Intangible assets with a definite life are amortised on a straight-line basis.

Goodwill is stated at cost, less any impairment losses. Goodwill is allocated to cash-generating units (CGUs) and is not amortised but is

tested annually for impairment, and when an indication of impairment exists. Brands for which all relevant factors indicate that there is no

limit to the foreseeable net cash flows are considered to have an indefinite useful life and are held at cost and are not amortised but are

subject to an annual impairment test.

For the purposes of considering whether there has been an impairment, assets are grouped at the lowest level for which there are identifiable

cash flows that are largely independent of the cash flows of other groups of assets. When the book value of a group of assets exceeds the

recoverable amount, an impairment loss arises and is recognised in earnings immediately.

Assessing the carrying value of goodwill and indefinite life brands requires management to estimate future cash flows to be generated by

the related cash-generating unit. The key assumptions used in the value in use models include the expected rate of growth of revenues and

earnings, the terminal growth rate and the appropriate discount rate to apply.

2020

Goodwill

NZ$M

Brands

NZ$M

Other

Intangibles

NZ$M

Total

NZ$M

Carrying value at the beginning of the year 7 112781401,129

Acquired during the year3939

Impairments in the income statement (Note 2.1)(10)(1)(11)(22)

Amortisation expense(24)(24)

Currency translation 7411

7082811441,133

Represented by:

Cost7083603331,401

Accumulated impairment / amortisation(79)(189)(268)

Carrying value at the end of the year7082811441,133

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202086

2019
Goodwill

NZ$M

Brands

NZ$M

Other

Intangibles

NZ$M

Total

NZ$M

Carrying value at the beginning of the year 1,0854511601,696

Acquired during the year74350

Disposed of during the year

Impairments in the income statement (Note 2.1)(3)(3)

Amortisation expense(19)(19)

Disposal of business(369)(165)(37)(571)

Currency translation (12)(8)(4)(24)

7 112781401,129

Represented by:

Cost7 113572941,362

Accumulated impairment/amortisation(79)(154)(233)

Carrying value at the end of the year7 112781401,129

As at 30 June 2020 other intangible assets include $26 million of assets being developed (2019: $39 million).

20202019

Goodwill

NZ$M

Brands

NZ$M

Goodwill

NZ$M

Brands

NZ$M

Significant intangible balances within cash generating units (CGUs)

Laminex Australia154122154119

Higgins New Zealand1141911419

Iplex New Zealand10571057

Stramit61416641

Tradelink61516050

Other2134121242

7082817 11278

The goodwill allocated to significant CGUs accounts for 70% (2019: 70%) of the total carrying value of goodwill. The remaining 'other' CGUs,

which comprise 14 (2019: 14) in total, are each less than 7% of total carrying value. The significant brand assets account for 85% (2019: 85%)

of the total carrying value of brands. The remaining 'other' brand assets are each less than 5% of total carrying value (2019: 5%).

Fletcher Building Limited Annual Report 202087

Funding and Financial Risk Management
This section includes details on the Group's funding and outlines the market, credit and liquidity risks that the Group is exposed to and how

these risks are managed, including the use of derivative financial instruments.

Capit

al risk management

The Group's objectives when managing capital are to provide returns to shareholders and benefits for other stakeholders and to maintain an

optimal capital structure that safeguards the Group's ability to continue as a going concern. In order to maintain or adjust the capital structure,

the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce

net debt.

The Group monitors its capital requirements using various measures that consider debt facility covenants. A key measure is a through-the-

cycle net debt to EBITDA ratio (leverage). Net debt represents the value of the Group's drawn borrowings adjusted for debt hedging activities

and available cash funding. During the year, the target leverage ratio range was adjusted to reflect the impacts associated with the inclusion of

debt hedging activities and the adoption of NZ IFRS 16. The adjusted target leverage ratio range is 1.0 to 2.0 times (2019: 1.5 to 2.5 times). It is

intended that the Group will not be materially outside the target leverage ratio range on a long-term basis.

On the 10 June 2020, the Group agreed amendments to its syndicate and private placement borrowing arrangements which will enable the

Group to rely on more favourable terms for covenant testing for the period June 2020 to December 2021 (inclusive). Under the agreement, the

Group may elect to rely on a level of Total Interest Cover ratio of 1.5 times (normally 2.0 times) and a level of Senior Interest Cover ratio of 2.25

times (normally 3.0 times). The Group has agreed that, should it need to rely on the more favourable covenant levels, it will not pay a dividend

until it returns to compliance with, and agrees to be tested by, normal covenant levels.

The Group was in compliance with all debt facility financial covenants as at the balance date.

The Group has not sought and does not hold a credit rating from an accredited rating agency.

14. BORROWINGS

The Group borrows in the form of private placements, bank loans, capital notes and other financial instruments. Funding costs associated with

the Group's borrowings are shown in note 15.

Borrowings are initially recognised at fair value net of attributable transaction costs, and are subsequently measured at amortised cost

using the effective interest rate method. Any borrowings that have been designated as hedged items (USD and any other foreign currency

borrowings) are carried at amortised cost plus a fair value adjustment under hedge accounting requirements. Borrowings denominated in

foreign currencies are retranslated to the functional currency at each reporting date.

Economic debt represents the face value of drawn borrowings adjusted for foreign currency movements hedged with derivative instruments.

The Group uses cross currency interest rate swaps, interest rate swaps and foreign forward exchange contracts to manage its exposure to

interest rates and borrowings sourced in currencies different from that of the borrowing entity's reporting currency. Details of debt hedging

activities and instruments used are included in note 16.

Reconciliation of liabilities arising from financing activities

The table below details changes in the Group’s net debt arising from financing activities, including both cash and non-cash changes.

2019

NZ$MCash Flows

Currency

translation

Reclassified

to lease

liabilities

Other non-cash

movements

(including

hedge

accounting)

2020

NZ$M

Private placements 886 (8)35 88 1,001

Bank loans258 142 400

Capital notes485 (120)365

Other loans68 2(2)(44)1 25

Carrying value of borrowings

(as per balance sheet)

1,697 16 33 (44)89 1,791

Less: value of derivatives used to

manage changes in hedged risks on

debt instruments

(107)(4)(22)(57)(190)

Economic debt1,590 12 11 (44)32 1,601

Less: Cash and cash equivalents(1,372)267 1 (1,104)

Net debt 218 279 12 (44)32 497

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202088

2018
NZ$MCash Flows

Currency

translation

Reclassified

to lease

liabilities

Other non-cash

movements

(including

hedge

accounting)

2019

NZ$M

Private placements 1,181 (334)6 33 886

Bank loans97 165 (4)258

Capital notes566 (81)485

Other loans94 (30)3 1 68

Carrying value of borrowings

(as per balance sheet)

1,938 (280)5 34 1,697

Less: value of derivatives used to

manage changes in hedged risks on

debt instruments

(61)12 (25)(33)(107)

Economic debt1,877 (268)(20) 1 1,590

Less: Cash and cash equivalents(665)(712)5 (1,372)

Net debt 1,212 (980)(15) 1 218

Carrying value of borrowings included within the balance sheet as follows:

2020

NZ$M

2019

NZ$M

Current borrowings 581 602

Non-current borrowings 1,210 1,095

Total borrowings 1,791 1,697

Less: Cash and cash equivalents(1,104)(1,372)

Net debt (as per balance sheet) 687 325

At reporting date, the Group had the following funding facilities:

Utilised facilities 1,601 1,590

Unutilised syndicate bank loan facilities 525 667

Total facilities 2,126 2,257

Private placements

Private placements comprise loans of AUD99 million, USD446 million, CAD15 million, EUR41 million and GBP10 million with original

maturities between 2022 and 2028.

On 29 June 2020, the Group provided notice to private placement noteholders to prepay AUD99 million and USD200 million of notes on issue

with original maturities of 2022 and 2024. As a result, $470 million of private placement notes are classified as current at 30 June 2020. The

Group recognised a significant item in the income statement related to the USPP make whole component of the prepayment (including the

impact of debt hedging activities) as governed by the private placement borrowing agreement.

At 30 June 2019, as a consequence of the Formica divestment in the prior year, the Group was required to make a mandatory prepayment

offer on a rateable portion (33%) on all senior debt including private placement noteholders. As a result, $292 million of private placements

were classified as current at 30 June 2019. In July 2019, $8 million of private placement notes with original maturities between 2026 and 2028

were prepaid.

Capital notes

At 30 June 2020 the Group had issued $365 million capital notes to retail investors (2019: $385 million) and had fully repaid unlisted capital

notes issued to institutional investors. The capital notes do not carry voting rights and do not participate in any change in value of the issued

shares of Fletcher Building Limited.

Listed capital notes

Listed capital notes are long-term fixed rate unsecured subordinated debt instruments that are traded on the NZDX. On election date, holders

may choose either to keep their capital notes on new terms or convert the principal amount and any interest into shares of Fletcher Building

Limited, at approximately 98 per cent of the current market price. If the principal amount of these notes held at 30 June 2020 were to be

converted to shares, 101 million (2019: 81 million) Fletcher Building Limited shares would be issued at the share price as at 30 June 2020, of

$3.70 (2019: $4.85).

Fletcher Building Limited Annual Report 202089

Instead of issuing shares to holders who choose to convert, Fletcher Building may, at its option, purchase or redeem the capital notes for cash
at the principal amount plus any accrued interest.

As at 30 June 2020, the Group held $135 million (2019: $115 million) of its own capital notes.

Bank Loans

At 30 June 2020 the Group had a $925 million syndicated revolving credit facility on an unsecured, negative pledge and borrowing covenant

basis. The funds under this facility can be borrowed in United States, Australian and New Zealand dollars.

On the 22 July 2019 , the Group refinanced its $925 million syndicated revolving credit facility which resulted in two tranches, $525 million

maturing in July 2022 (Tranche 1), $400 million maturing in July 2024 (Tranche 2). The refinanced syndicated revolving facility is with ANZ Bank

New Zealand Limited, Bank of China (New Zealand) Limited, Bank of New Zealand, China Construction Bank (New Zealand) Limited, Citibank

N.A., MUFG Bank Limited, The Hongkong and Shanghai Banking Corporation Limited and Westpac New Zealand Limited.

Other Loans

At 30 June 2020 the Group had unsecured loans of $25 million (2019: $24 million) some of which were subject to the negative pledge. Other

loans include bank overdrafts, short-term loans, working capital facilities and amortising loans. As part of the adoption of NZ IFRS 16,

the Group reclassified $44 million of other loans to lease liabilities, refer to note 27.

Negative pledge

The Group borrows certain funds based on a negative pledge arrangement. The negative pledge includes a cross guarantee between a

number of wholly owned subsidiaries and ensures that external senior indebtedness ranks equally in all respects and includes the covenant

that security can be given only in very limited circumstances. At 30 June 2020, the Group had debt subject to the negative pledge of $1,230

million (2019: $1,062 million).

The impact of debt hedging activities on borrowings is represented in the table below:

2020

NZ$M

Underlying borrowing exposureEconomic debt exposure

Currency of borrowingsFixed rateFloating rate

Impact of

hedgingFixed rate Floating rate% Fixed

New Zealand Dollar365405 246 415 601 41%

Australian Dollar1186 447 317254 56%

British Pound20 (20) 0%

Canadian Dollar17 (17) 0%

Euro73 (73) 0%

United States Dollar773 (773) 0%

Other14 14 0%

Total1,366 425(190)732 869 46%

2019

NZ$M

Underlying borrowing exposureEconomic debt exposure

Currency of borrowingsFixed rateFloating rate

Impact of

hedgingFixed rate Floating rate% Fixed

New Zealand Dollar385269 237 535 356 60%

Australian Dollar10410 0 437 310331 48%

British Pound20(20) 0%

Canadian Dollar18(18)0%

Euro70(70)0%

United States Dollar717(673)4410 0%

Other14 140%

Total1,314 383(107)889 701 56%

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202090

Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting its financial commitments as they fall due. The Group manages its

liquidity risk by maintaining a target level of undrawn committed credit facilities and a spread of the maturity dates of the Group's debt facilities

that it reviews on an ongoing basis.

The following maturity analysis table sets out the remaining contractual undiscounted cash flows, including estimated interest payments for

non-derivative financial liabilities and derivative financial instruments. Creditors and accruals are excluded from this analysis as they are not part

of the Group's assessment of liquidity risk because these are offset by debtors with similar payment terms.

2020

Contractual

cash flows

NZ$M

Up to 1 Year

NZ$M

1–2 Years

NZ$M

2–5 Years

NZ$M

Over 5 Years

NZ$M

Bank loans 400 400

Capital notes 365 10 0 10 0 165

Private placements

(1)

1,001 470 531

Other loans 25 11 14

Borrowings - Principal cash flows 1,791 581 100 579 531

Gross settled derivatives - to pay 906 447 105 354

Gross settled derivatives - to receive (1,096) (566) (109) (421)

Debt derivatives financial instruments - Principal

cash flows

(190) (119) (4) (67)

Total principal cash flows 1,601 462 100 575 464

Contractual interest cash flows 175 49 37 60 29

Lease liability 2,317 244 226 564 1,283

Total lease cash flow 2,317 244 226 564 1,283

Total contractual cash flows 4,093 755 363 1,199 1,776

(1)

On 29 June 2020, the Group provided notice to private placement noteholders to prepay AUD99 million and USD200 million of notes on

issue. As a result, $470 million of private placement notes are classified as current.

2019

Contractual

cash flows

NZ$M

Up to 1 Year

NZ$M

1–2 Years

NZ$M

2–5 Years

NZ$M

Over 5 Years

NZ$M

Bank loans 258 85 173

Capital notes 485 200 10 0 185

Private placements 884 292 269 323

Other loans 68 25 1 1 41

Borrowings - Principal cash flows 1,695 602 274 455 364

Gross settled derivatives - to pay 907 337 208 362

Gross settled derivatives - to receive (1,012) (338) (299) (375)

Debt derivatives financial instruments - Principal

cash flows

(105) (1) (91) (13)

Total principal cash flows 1,590 601 274 364 351

Contractual interest cash flows 323 72 59 111 81

Total contractual cash flows 1,913 673 333 475 432

(1)

At 30 June 2019, bank loans of $85 million and private placements of $292 million were classified as current as the Group was required to

make a mandatory disposition prepayment offer on a rateable portion (33%) on all senior debt as a consequence of the Formica divestment.

Fletcher Building Limited Annual Report 202091

15. FUNDING COSTS/(INCOME)
Interest expense and income is recognised on an accrual basis in the profit or loss using the effective interest method.

Funding costs also include the changes in fair value relating to derivatives used to manage interest rate risk, and the associated changes in

fair value of the borrowings designated in a hedge relationship attributable to the hedged risk.

2020

NZ$M

2019

NZ$M

Interest income(9)(4)

Interest on borrowings and derivatives65 106

Interest expense other5 4

Net Interest expense61 106

Changes in fair value relating to:

Borrowings designated in a hedging relationship(50)33

Derivatives designated in a hedging relationship(50) (33)

Total changes in fair value

Bank fees, registry and other expenses10 5

Line fees7 9

Other (gains)/losses2 (4)

Funding costs80 11 6

Included in interest on borrowings is the net settlement of the Group's interest derivatives. This consists of $39 million of interest

income and $35 million of interest expense (2019: $44 million interest income; $43 million interest expense). Bank fees, registry and

other expenses include one-off costs in relation to the amendment waiver fees paid during the year. Other (gains)/losses includes

credit valuation adjustment (CVA) / debit value adjustment (DVA) on derivatives.


Inter

est rate risk

At 30 June 2020, 46% of the Group's debt was subject to a fixed interest rate (2019: 56% fixed).

(i) Interest rate repricing

The following tables set out the interest rate repricing profile of interest bearing financial liabilities assuming floating rate facilities are utilised to

maintain debt levels.

2020

NZ$M

2021

NZ$M

2022

NZ$M

2023

NZ$M

2024

NZ$M

2025

NZ$M

Fixed financial liabilties 732 526 315 299 80

Floating financial liabilities 869 1,075 1,286 1,302 1,521 1,601

Economic debt 1,601 1,601 1,601 1,601 1,601 1,601

% Fixed46%33%20%19%5%0%

The Group's overall weighted average interest rate (based on year end borrowings) excluding fees is 3.67% (June 2019: 5.03%). The Group's

overall weighted average interest rate (based on year end borrowings) excluding private placement borrowings to be prepaid and fees is 3.30%.

(ii) Interest rate risk

It is estimated a 100 basis point increase in interest rates would result in an increase in the Group's interest costs by approximately

$8.7 million pre-tax on the Group's debt portfolio exposed to floating rates at balance date (2019: $7.0 million) assuming that all

other variables remain constant.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202092

16. FINANCIAL RISK MANAGEMENT
Exposures to credit, liquidity, currency, interest rate and commodity price risks arise in the normal course of the Group’s business. The

principles under which these risks are managed are set out in policy documents approved by the Board. The policy documents identify the

risks and set out the Group’s objectives, policies and processes to measure, manage and report the risks. The policies are reviewed periodically

to reflect changes in financial markets and the Group’s businesses. Risk management is carried out in conjunction with the Group's central

treasury function, which ensures compliance with the risk management policies and procedures.

Derivative financial instruments, including foreign forward exchange contracts, interest rate swaps, foreign currency swaps, cross currency

interest rate swaps, options, forward rate agreements and commodity price swaps are utilised to reduce exposure to market risks. All the

Group’s derivative financial instruments are held to hedge risk on underlying assets, liabilities and forecast and committed trading and funding

transactions. The Group policy specifically prohibits the use of derivative financial instruments for trading or speculative purposes.


The table below summarises the key financial market risks to the Group and how these risk are managed:

Financial riskDescriptionManagement of risk

Foreign currency trade

transaction risk

(note 16.1(i))

Arises on the conversion of a business unit’s

foreign currency revenue and expenditure to

its functional currency, such that a material

loss or a gain may be incurred. This covers

imports, exports, capital expenditure, and

foreign currency bank accounts balances that

are not in a business unit’s functional currency.

It is Group policy that no currency exchange risk may be

entered into or allowed to remain outstanding should it arise

on committed transactions. The Group uses foreign currency

forward contracts and foreign currency options to manage the

risk on firm commitments and recognised material trade related

exposures. Majority of these transactions have maturities of less

than one year from the reporting date.


Foreign currency balance

sheet translation risk

(note 16.1(i))

Arises due to the translation of the Group’s

foreign denominated assets and liabilities,

overseas operations and subsidiaries to the

Group’s functional currency of NZD, such that

the Group’s reporting of financial ratios would

be materially affected.

It is the Group's policy to hedge this foreign currency translation

risk by borrowing in the currency of the asset in proportion to the

Group's long-term debt to debt plus equity ratio as approved by

the Board.

Where the underlying debt in any currency does not equate to

the required proportion of total debt, debt derivatives, such as

foreign exchange forwards, swaps and cross currency interest

rate swaps are entered into. These are designated as net

investment hedges where the borrowings or contracts are in a

different currency to that of the business in which they

are recognised.

To manage the net exposure to foreign currency borrowings, the

Group enters into cross currency interest rate swaps (CCIRS).

CCIRS are used to manage the combined foreign exchange risk

and interest rate risk as they swap fixed rate foreign currency

borrowings and interest payments into equivalent New Zealand

dollar-denominated or Australian dollar-denominated amounts of

principal with floating interest rates.

Interest rate risk

(note 14 & note 16.2)

The risk that the value of borrowings or cash

flows associated with the borrowings will

change due to changes in market rates.

The Group manages the fixed interest rate component of its

borrowings by entering into CCIRS, interest rate swaps, forward

rate agreements and options. It aims to maintain fixed interest rate

borrowings between certain ranges over specific time periods.

Commodity price riskArises from committed or highly probable

trade and capital expenditure transactions

that are linked to traded commodities.

The Group manages its commodity price risks through

negotiated supply contracts and, for certain commodities, by

using commodity price swaps and options. The Group manages

its commodity price risk depending on the underlying exposures,

economic conditions and access to active derivatives markets.

Cash flow hedge accounting is applied to commodity derivative

contracts. In the current year, the Group used commodity price

swaps to hedge electricity prices and diesel prices. The average

hedged electricity price for 2020 was NZ$/MWh 118 (2019: NZ$/

MWh 78). The average hedged diesel price for 2020 was NZ$/

litre 0.73 (2019: N/A).

A 10% increase in the New Zealand electricity spot price or

the New Zealand diesel spot price at balance sheet date would

not have a material impact on the Group's earnings or

equity position.

Fletcher Building Limited Annual Report 202093

Disclosure about the credit risk associated with financial instruments and fair value measurement of financial instruments is included in note
16.3 and 16.4.

Derivative financial instruments and hedge accounting

Derivatives are initially recorded at fair value and are then revalued to fair value at balance date with the resulting gain or loss on

remeasurement recognised in the income statement unless the derivative is designated into an effective hedge relationship as a hedging

instrument, in which case the timing of recognition in the income statement depends on the nature of the designated hedge relationship.

For a derivative instrument to be classified and accounted for as a hedge, it must be highly correlated with, and effective as a hedge

of the underlying risk being managed. This relationship is documented from inception of the hedge. The fair values of derivative financial

instruments are determined by applying quoted market prices, where available, or by using inputs that are observable for the asset

or liability.

- The Group may designate derivatives as:

- Fair value hedges (where the derivative is used to manage the variability in the fair value of recognised assets and liabilities);

- Cash flow hedges (where the derivative is used to manage the variability in cash flows relating to recognised liabilities or forecast

transactions); or

- Net investment hedges (where borrowings or derivatives are used to manage the risk of fluctuation in the translated value of its

foreign operations).

The Group holds derivative instruments until expiry except where the underlying rationale from a risk management point of view changes,

such as when the underlying asset or liability that the instrument hedges no longer exists, in which case early termination occurs.

Fair value hedges

Where a derivative financial instrument is designated as a hedge of a recognised asset or liability, or of a firm commitment, any gain or loss on

the derivative (hedging instrument) is recognised directly in the income statement, together with any changes in the fair value of the hedged risk

(hedged item).

Cash flow hedges

Where a derivative financial instrument is designated as a hedge of the variability in cash flows of assets or liabilities, or of a highly probable

forecasted transaction, the effective part of any gain or loss is recognised directly in the cash flow hedge reserve within equity and the

ineffective part is recognised immediately in the income statement. The effective portion is reclassified to the income statement when the

underlying cash flows affect the income statement.

Net investment hedges

Where the derivative financial instruments are designated as a hedge of a net investment in a foreign operation, the derivative financial

instruments are accounted for on the same basis as cash flow hedges through the foreign currency translation reserve (FCTR) within equity.


Cost of hedging

The forward elements of foreign exchange forwards and swaps are excluded from designation as the hedging instrument and the foreign

currency basis spreads of CCIRS are separately accounted for and recognised in other comprehensive income as cost of hedging.

Derivatives that do not qualify for hedge accounting

Where a derivative financial instrument does not qualify for hedge accounting, or where hedge accounting has not been elected, any gain or

loss is recognised directly in the income statement.

16.1 Foreign currency risk

(i) Currency transaction risk

Cash flow hedge accounting is applied to forecast transactions and short-term intra-Group cash funding. The Group designates the spot

element of foreign exchange forwards and swaps to hedge its currency risk and applies a hedge ratio of 1:1. The Group's policy is for the critical

terms of the foreign exchange forwards and swaps to align with the hedged item. The main currencies hedged are the Australian dollar, the

United States dollar, the Japanese yen, the Euro and the British pound. The gross value of these foreign exchange derivatives at 30 June 2020

was $570 million (2019: $448 million).

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202094

(ii) Currency translation risk
The effect of the Group’s hedge accounting policy in managing foreign exchange risk related to the Group’s net investments in foreign

operations is presented in the table below:

2020

NZ$M

Carrying amountNotional AmountHedge effectiveness

Hedged investments

and hedging instruments used

Amount of

investment

hedged

Foreign

currency

borrowings

Foreign currency

forwards

Change in

value used for

calculating

hedge

ineffectiveness

Net investment

hedge

gain/(loss)

recognised

in other

comprehensive

Income

Australia Dollar-denominated

Maturity of forward contracts: 0-4 months 235 (235) 2 (2)

235 (235) 2 (2)

2019

NZ$M

Carrying amountNotional AmountHedge effectiveness

Hedged investments

and hedging instruments used

Amount of

investment

hedged

Foreign

currency

borrowings

Foreign currency

forwards

Change in

value used for

calculating

hedge

ineffectiveness

Net investment

hedge

gain/(loss)

recognised

in other

comprehensive

Income

Australia Dollar-denominated

Maturity of forward contracts: 0-4 months230 (230) (2)2

230 (230) (2) 2

It is estimated a 10% weakening of the New Zealand dollar against the major foreign currencies the Group is exposed to on the net assets of its

foreign operations would result in an increase to equity of approximately $138 million (2019: $135 million) and no material impact on earnings.


The Group applies hedge accounting to foreign currency denominated borrowings that are managed by CCIRS. The hedge ratio applied is 1:1.

The hedge relationship may be designated into separate cash flow hedges and fair value hedges to manage the different components of foreign

currency and interest rate risk:

–fair v

alue hedge relationship where CCIRS are used to manage the interest rate and foreign.

–currency risk in relation to f

oreign currency denominated borrowings with fixed interest rates.

–cash flow hedge relationship where CCIRS are used to manage the variability in cash flows arising from interest rate movements on

floating interest rate payments and foreign exchange movements on payments of principal and interest.

The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on the currency,

reference interest rates, tenors, repricing dates and maturities and the notional amounts. The Group assesses whether the derivative

designated in each hedging relationship is expected to be effective in offsetting changes in the fair value of the hedged item using the

hypothetical derivative method.

In these hedging relationships, the main sources of ineffectiveness are:

–changes in counterparty credit risk and cross currency basis spreads which are not reflected in the change in the fair value of the hedged

item; and

–differences in repricing dates between the cross currency interest rate swaps and the borrowings.

Fletcher Building Limited Annual Report 202095

The effect of the Group’s hedge accounting policies in managing both its foreign exchange risk and interest rate risk related to borrowings
denominated in foreign currency is presented in the table below.

2020

NZ$M

Hedge type

Nominal

amount of

the hedging

instrument

Carrying

amount

Accumulated

cost of

hedging

Change in

value used for

calculating

hedge

ineffectiveness

Hedging

(gain) or loss

recognised

in other

comprehensive

income

Hedging

(gain)

or loss

reclassified

to income

statement

Fair value

hedge

(income

statement)

(gain)/loss

Cash flow hedging and

fair value hedging

Cross currency interest

rate swaps

USD denominated

borrowings

383 63 (8) 43 (4) (39)

Maturity: 73-97 months

Weighted average

interest rate: floating

Weighted average NZD/

USD exchange rate:

0.7055

USD denominated

borrowings

312 121 (1) 10 (7)* (11)

Maturity: 18-42 months

Weighted average

interest rate: floating

Weighted average AUD/

USD exchange rate:

1.0082

CAD denominated

borrowings

17

Maturity: 25 months

Weighted average

interest rate: floating

Weighted average NZD/

CAD exchange rate:

0.8795

EUR denominated

borrowings

73 3 (1) (1)

Maturity: 25 months

Weighted average

interest rate: floating

Weighted average NZD/

EUR exchange rate:

0.5994

GBP denominated

borrowings

20 1

Maturity: 25 months

Weighted average

interest rate: floating

Weighted average NZD/

GBP exchange rate:

0.5419

805 188 (10) 52 (4)(7) (50)

*As a consequence of the prepayment notices issued to private placement noteholders on 29 June 2020, a portion of the related cross currency interest swap designated in a cash flow hedge

relationship was ineffective and subsequently reclassified to the income statement and recognised net of the make whole significant item.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202096

2019
NZ$M

Hedge type

Nominal

amount of

the hedging

instrument

Carrying

amount

Accumulated

cost of

hedging

Change in

value used for

calculating

hedge

ineffectiveness

Hedging (gain) or

loss recognised

in other

comprehensive

income

Hedging (gain)

or loss

reclassified

to income

statement

Fair value

hedge (income

statement)

(gain)/loss

Cash flow hedging

and fair value

hedging

Cross currency

interest rate swaps

3 746 (9)35139

USD denominated

borrowings

Maturity: 85-109

months

Weighted average

interest rate: floating

Weighted average

NZD/USD exchange

rate: 0.7055

299102 (2)2615

USD denominated

borrowings

Maturity: 30-54

months

Weighted average

interest rate: floating

Weighted average

AUD/USD exchange

rate: 1.0082

673108 (11)61154

16.2 Interest rate swaps

The Group applies hedge accounting to the borrowings and the associated interest rate swaps, for movements in benchmark market

interest rates. Hedge accounting is applied on these instruments for floating-to-fixed instruments as cash flow hedges or for fixed-to-floating

instruments as fair value hedges. The Group applies a hedge ratio of 1:1.

The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on the reference

interest rates, tenors, repricing dates and maturities and the notional amounts.

The Group assesses whether the derivative designated in each hedging relationship is expected to be effective in offsetting changes in the fair

value of the hedged item using the hypothetical derivative method.

In these hedging relationships, the main sources of ineffectiveness are:

–the effect of the counterparty and the Group's own credit risk on the fair value of the interest rate swaps which is not reflected in the change

in the fair value of the hedged item; and

–differences in repricing dates between the interest rate swaps and the borrowings.

Fletcher Building Limited Annual Report 202097

2020
NZ$M

Hedge type

Nominal

amount of

the hedging

instrument

Carrying

amount -

derivative

assets/

(liabilities)

Change in

value used for

calculating

hedge

ineffectiveness

Hedging

(gain) or loss

recognised

in other

comprehensive

income

Hedging

(gain) or loss

recognised

in income

statement

Cash flow hedging

Interest rate swaps - NZD borrowings

50 (2)

Maturity: 21 months

Weighted average interest rate: 3.10%

Interest rate swaps - AUD borrowings

211 (10) (4) 4

Maturity: 18-42 months

Weighted average interest rate: 1.87%

261 (12) (4) 4

2019

NZ$M

Hedge type

Nominal

amount of

the hedging

instrument

Carrying

amount -

derivative

assets/

(liabilities)

Change in

value used for

calculating

hedge

ineffectiveness

Hedging

(gain) or loss

recognised

in other

comprehensive

income

Hedging

(gain) or loss

recognised

in income

statement

Cash flow hedging

Interest rate swaps - NZD borrowings

150 (2) (1) 1

Maturity: 5-33 months

Weighted average interest rate: 2.48%

Interest rate swaps - AUD borrowings

206 (6) (6) 6

Maturity: 32-56 months

Weighted average interest rate: 1.87%

356 (8) (7) 7

There was no hedge ineffectiveness recognised in profit or loss during the year.

16.3 Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations.

To the extent the Group has a receivable from another party, there is a credit risk in the event of non-performance by that counterparty and

arises principally from receivables from customers, derivative financial instruments and the investment of cash.


(i) Impairment of financial assets

The Group has a credit policy in place under which customers are individually analysed for credit worthiness and assigned a purchase limit.

If no external ratings are available, the Group reviews the customer's financial statements, trade references, bankers' references and/or

credit agencies' reports to assess credit worthiness. These limits are reviewed on a regular basis. Owing to the Group’s industry spread at

balance date, there were no significant concentrations of credit risks in respect of trade receivables. Refer to note 8 for debtor balances

and ageing analysis.



The Group has two types of financial assets that are subject to the expected credit loss model:

–Debtors (including trade debtors, contract debtors and contract retentions) (note 8)

–Construction contract assets (note 3)

While cash and cash equivalents are also subject to the impairment requirements of NZ IFR

S 9, the identified impairment loss

was immaterial.


Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 202098

Most goods are sold subject to retention of title clauses, so that in the event of non-payment the Group may have a secured claim. Credit risks
may be further mitigated by registering an interest in the goods sold and the proceeds arising from that supply. The Group does not otherwise

require collateral in respect of trade receivables.

Debtors and construction contract assets

The Group applies the NZ IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all

trade receivables and contract assets.

To measure the expected credit losses, trade receivables and contract assets have been Grouped based on shared credit risk characteristics

and the days past due. The construction contract assets relate to unbilled work in progress and have substantially the same risk characteristics

as the trade receivables for the same types of contracts. The Group has therefore concluded that the expected loss rates for trade receivables

are a reasonable approximation of the loss rates for the contract assets.


The expected loss rates are based on the payment profiles of historical sales the corresponding historical credit losses experienced within this

period. The historical loss rates are adjusted to reflect current and forward looking information on macroeconomic factors affecting the ability of

the customers to settle the receivables. The group has identified the GDP and the unemployment rate of the countries in which it sells its goods

and services to be the most relevant factors, and accordingly adjusts the historical loss rates based on expected changes in these factors.

In response to COVID-19 the Group undertook a review of its customer credit portfolio and its exposure to ECL. The review considered the

macroeconomic outlook, client and customer credit quality, the type of collateral held, exposure at default and the effect of payment deferral

options as at the reporting date. The increase in ECL provisions of $6 million in general reflects increased loss expectations across the

portfolio as a result of a deterioation in the New Zealand and Australian macroeconomic environment.

The table below provides movement in the Group's ECL provision:

2020

NZ$M

2019

NZ$M

Opening provision for doubtful debts as at 1 July 2019

(15)(14)

Increase in provision for doubtful debts recognised in profit or loss(15)(8)

Receivables written off during the year as uncollectible5 6

Unused amount reversed1

Closing loss allowance as at 30 June 2020

(25)(15)

Trade receivables and contract assets are written off where there is no reasonable expectation of recovery. Indicators that there is no

reasonable expectation of recovery include, amongst others, the failure of a debtor to engage in a repayment plan with the Group.

Impairment losses on trade receivables and contract assets are presented as net impairment losses within operating profit. Subsequent

recoveries of amounts previously written off are credited against the same line item.

(ii) Derivative financial instruments and the investment of cash

The Group enters into derivative financial instruments and invests cash with various counterparties in accordance with established Board

approved credit limits as to credit rating and dollar value but does not require collateral or other security except in limited circumstances.

In accordance with the established counterparty limits, there are no significant concentrations of credit risk in respect of these financial

instruments and no loss is expected.

The Group has not renegotiated the terms of any financial assets that would otherwise be overdue or impaired. The carrying amount of non-

derivative financial assets represents the maximum credit exposure. The carrying amount of derivative financial assets are at their current fair value.

Fletcher Building Limited Annual Report 202099

16.4 Fair Values
The estimated fair value measurements for financial assets and liabilities compared to their carrying values in the balance sheet, are as follows:

20202019

Classification

Carrying

Value

NZ$M

Fair

Value

NZ$M

Carrying

Value

NZ$M

Fair

Value

NZ$M

Financial assets

Cash and liquid depositsAmortised cost 1,104 1,104 1,372 1,372

DebtorsAmortised cost991991 1,085 1,085

Forward exchange contracts - fair value through profit or loss Fair value 1 1 1 1

Forward exchange contracts - cash flow hedgeFair value 2 2 1 1

Forward exchange contracts - net investment hedgeFair value 2 2

Cross currency interest rate swaps - split designationFair value 188 188 108 108

Interest rate swaps - fair value hedgeFair value 1 1

Interest rate swaps - fair value through profit or lossFair value 1 1

Total financial assets2,2872,287 2,570 2,570

Financial liabilities

Creditors and accrualsAmortised cost931931 799 799

Bank loansAmortised cost 400 400 258 258

Private placementsAmortised cost 1,001 1,007 886 956

Other loansAmortised cost 25 25 68 68

Capital notesAmortised cost 365 372 485 497

Forward exchange contracts - fair value through profit or loss Fair value 2 2 3 3

Forward exchange contracts - cash flow hedgeFair value 4 4 1 1

Forward exchange contracts - net investment hedgeFair value2 2

Interest rate swaps - cash flow hedgeFair value12 12 8 8

Total financial liabilities2,7422,755 2,508 2,590

Total financial instruments(455)(468)62 (20)

Fair value measurement

All of the Group's derivatives are in designated hedge relationships and are measured and recognised at fair value.

All derivatives are level 2 valuations based on accepted valuation methodologies. Forward exchange fair value is calculated using quoted

forward exchange rates and discounted using yield curves derived from quoted interest rates matching maturity of the contract. The fair value

of commodity price swaps is measured using a derived forward curve and discounted using yield curves derived from quoted interest rates

matching the maturity of the contract.

Interest rate derivatives are calculated by discounting the future principal and interest cash flows at current market interest rates that are

available for similar financial instruments.

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

Level 2 Inputs that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) other than

quoted prices included within level 1.

Level 3 Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Fair value disclosures

The fair values of borrowings used for disclosure are measured under level 2, by discounting future principal and interest cash flows at the

current market interest rate plus an estimated credit margin that is available for similar financial instruments with a similar credit profile to

the Group.

The interest rates across all currencies used to discount future principal and interest cash flows are between (0.5%) and 4.0%

(2019: 1.1% and 5.3%) including margins, for both accounting and disclosure purposes.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 2020100

Group Structure and Related Parties
This section details the Group's capital, non-controlling interest of subsidiaries, investments in associates and joint ventures and information

relating to transactions with other Group entities.

17. DIVIDENDS AND SHAREHOLDER TAX CREDITS

Dividends

2020

NZ$M

2019

NZ$M

Dividend of 15 cents per share paid to shareholders in October 2019 (October 2018: nil)128

There was no interim dividend paid to shareholders in April 2020 (April 2019: 8 cents per share)68

128 68

In line with the Group's dividend policy, the Board determined that it would not declare a final dividend for the 2020 financial year. The Group

had previously declared an interim dividend in February 2020, however this was cancelled in March 2020 when the impacts of COVID-19 on

the business became apparent.

Shareholder tax credits

Imputation and franking credits allow the Group to transfer the benefit from the tax it has paid in New Zealand and Australia respectively to

its shareholders when it pays dividends.

2020

NZ$M

2019

NZ$M

Imputation credit account

Imputation credits at the beginning of the year 3

Taxation paid 1 3

4 3

2020

A$M

2019

A$M

Franking credit account

Franking credits at the beginning of the year 32 32

Taxation paid(1) (1)

Franking credits received 1 1

32 32

18. CAPITAL

Ordinary shares are classified as shareholders’ funds. Costs directly attributable to the issue of new shares or options are shown in

shareholders’ funds as a reduction from the proceeds. Acquired shares are classified as treasury stock and presented as a deduction from

share capital under the treasury stock method, as if the shares are cancelled, until they are reissued or otherwise disposed of.

2020

NZ$M

2019

NZ$M

Reported capital at the beginning of the year including treasury stock3,447 3,447

Repurchase of shares(147)

Reported capital at the end of the year including treasury stock3,300 3,447

Treasury stock(20)(20)

3,280 3,427

All ordinary shares are issued and fully paid and carry equal rights in respect of voting, dividend payments and distribution upon winding up.

Fletcher Building Limited Annual Report 2020101

20202019
Number of ordinary shares issued and fully paid

Number of shares on issue at the beginning of the year853,347,141 853,347,141

Repurchase of shares(29,090,725)

Total number of shares on issue824,256,416853,347,141

Less shares accounted for as treasury stock(3,031,034)(2,574,158)

821,225,382 850,772,983

The Group commenced an on-market share buyback in September 2019. For the year ended 30 June 2020, the Group had repurchased

29,090,725 shares for the total consideration of $147 million. The purchased shares were subsequently cancelled, leaving the total number

of shares on issue at 30 June 2020 of 824,256,416 shares. In line with NZ IFRS, $0.1 million of transaction costs relating to the buyback were

offset against equity. On 25 March 2020, in response to COVID-19 and its impact on the Group's operating cash flow, the Group announced

the cancellation of the interim dividend and suspension of the on-market share buyback programme.

19. NON-CONTROLLING INTERESTS

Non-controlling interests are allocated their share of profit for the year in the income statement and are presented separately within equity in

the balance sheet. The effect of all transactions with non-controlling interests that change the Group’s ownership interest but do not result in

a change in control are recorded in equity.

2020

NZ$M

2019

NZ$M

Share capital21 22

Reserves14 10

35 32

20. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES



Investments in associates are measured using the equity method. The equity method has been used for associate entities over which the Group

has significant influence but not control.

A joint arrangement is an arrangement where two or more parties have joint control. The Group classifies its joint arrangements as either joint

operations or joint ventures depending on the legal, contractual and other rights and obligations.

2020

NZ$M

2019

NZ$M

Investment by associate/joint venture:

Wespine Industries Pty Limited53 49

Hexion Australia Pty Ltd 21 21

Altus NZ Limited64 63

Other 20 19

158 152

Equity accounted earnings comprise:

Sales - 100%359 375

Earnings before taxation - 100%18 38

Earnings before taxation - Fletcher Building share9 19

Taxation expense(2)(5)

Earnings after taxation - Fletcher Building share7 14

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 2020102

21. RELATED PARTY DISCLOSURES
The disclosures below set out transactions and outstanding balances that Group companies and other related parties have with each other.

Transactions with related parties are conducted on normal business terms.


Key management per

sonnel are defined as the Executive Committee and Board of directors.


Trading activities with related parties

Sales to

related parties

NZ$M

Purchases from

related parties

NZ$M

Amounts owing

from related

parties (within

debtors)

NZ$M

Amounts owing

to related

parties (within

creditors)

NZ$M

2020

Wespine Industries Pty Limited and Hexion Australia Pty Ltd38 3

Interpipe Holdings Limited4

Altus NZ Limited11

2019

Wespine Industries Pty Limited and Hexion Australia Pty Ltd395

Interpipe Holdings Limited10

Altus NZ Limited5

2020

NZ$M

2019

NZ$M

Key management personnel compensation

Directors' fees2 2

Executive committee remuneration paid, payable or

provided for:

Short-term employee benefits10 19

Termination benefits1 2

Fletcher Building Retirement Plan

As at 30 June 2020, Fletcher Building Nominees Limited (the New Zealand retirement plan) held $1.8 million of shares in Fletcher Building

(2019: $2.1 million of shares and $5.0 million of capital notes).

Fletcher Building Limited Annual Report 2020103

Other information
This section provides additional required disclosures that are not covered in the previous sections.

22. CAPITAL EXPENDITURE COMMITMENTS

Capital expenditure commitments are those where future expenditure has either been committed or has received Board approval at year-end,

but not recognised as liabilities is as follows:

2020

NZ$M

2019

NZ$M

Committed at year end

Property, plant and equipment and other long-term assets4 1152

Equity accounted investments1212

Approved by the directors but uncommitted at year end2262

445

126

23. CONTINGENT LIABILITIES


Claims

There are a number of legal claims and exposures that arise from the normal course of the Group's business in respect of which no provision

has been made. Where it is more likely than not that such a litigation will result in an outflow of resources that is already reasonably

estimated, a claims provision is recorded in the amount of the present value of the expected cash outflows. Such provisions cover the

estimated payments to the claimants, legal costs and the cost of potential settlements.

It is frequently impossible to reliably determine the existence of a present obligation or reasonably estimate the probability that a potential

outflow of resources will result from a pending or future litigation. Also, the amount of liability, if any, that may arise, cannot be measured

reliably at this time.

Guarantees

In certain circumstances, the Group guarantees the performance of particular business units in respect of their obligations. This includes

bonding and bank guarantee facilities used primarily by the construction business as well as performance guarantees for certain of the

Group’s subsidiaries.

Silicosis

Laminex Australia (together with other engineered stone manufacturers and fabricators) is the subject of 20 silica related personal injury

claims based in Queensland. No claims have yet been lodged in other states as at 30 June 2020. Additionally, Victoria based Slater & Gordon,

in April 2020, advised of their intent to join Laminex Australia to a class action. No further correspondence has been received.

The Group has concluded it is too early to make a reliable estimate of both the future and potential claims and the extent of liability (if an

y)

manufacturers and distributors may have. Accordingly, the Group has not recognised any provisions with respect to the outstanding or future

silicosis claims as at 30 June 2020.

Holiday Pay

The Group assesses on an ongoing basis its compliance with the Holidays Act in respect of annual and public holiday payments. Pending the

interpretation by the Court of Appeal of legislation defining "discretionary payments" under the Holidays Act, potential implications may arise

requiring the Group to remediate past holiday pay payments in respect of staff who have participated in certain incentive schemes.

NZICC

On 22 October 2019 there was a significant fire at the NZICC project construction site causing damage to both the International Convention

Centre and Hobson Street Hotel. Contract Works and Third-Party Liability insurances are in place on the project, and the Fletcher Construction

Company Limited is an insured party under these policies. Certain costs resulting from the fire may fall outside the scope of the Contract

Works and Third-Party Liability policies, with the possibility that recovery may be sought from the Group. As outlined in note 2.6, such

costs that are known or considered probable as at balance date have been included in the assessment of the onerous contract provision. It

is possible that as the project progresses additional costs will be identified that will need to be included in the onerous contract provision

or as a separate provision. Due to the uncertainty regarding whether additional costs will be identified and incurred post balance date, no

additional amounts have been recognised or disclosed as at 30 June 2020.

2020

NZ$M

2019

NZ$M

Contingent liabilities with respect to guarantees extended on trading transactions, performance

bonds and other transactions

394333

Contingent liabilities with respect to claims

394333

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 2020104

24. TAXATION
Taxation expense

The provision for current tax is the estimated amount due for payment during the next 12 months by the Group. The provision for deferred

tax has been calculated using the balance sheet liability method.

Deferred tax is recognised on tax losses, tax credits and on the temporary difference between the carrying amount of assets and liabilities

and their taxable value where recovery is considered probable. Deferred tax is not recognised on the following temporary differences:

–The initial recognition of goodwill

–The initial recognition of asset and liabilities in a transaction that is not a business combination and, at the time of the transaction, affects

neither the accounting profit nor taxable profit or loss

There are no significant deferred tax liabilities in respect of the undistributed profits of subsidiaries and associates.

Judgements are required about the application of income tax legislation. These judgements and assumptions are subject to risk and

uncertainty as there is a possibility of future changes in the interpretation and/or application of tax legislation. This may impact the amount

of current and deferred tax assets and liabilities recognised in the balance sheet and the amount of other tax losses and temporary

differences not yet recognised. In such circumstances, some or all of the carrying amounts of recognised tax assets and liabilities may require

adjustment, resulting in a corresponding credit or charge to the income statement.

COVID-19

On 17 March 2020, the New Zealand Government announced a business continuity package which included a number of tax relief initiatives.

The Group has assessed the facts and circumstances included in the COVID-19 Response (Taxation and Social Assistance Urgent Measures)

Act 2020 and concluded that the introduction of the new legislation does not have a material effect on the Group's current and deferred

tax position.

Below is the reconciliation of earnings before taxation to taxation expense:

2020

NZ$M

2019

NZ$M

Earnings/(loss) before taxation(265)280

Taxation at 28 cents per dollar(74)78

Adjusted for:

Difference in tax rates(4)(8)

Non-assessable income(3)(5)

Non-deductible expenses4 38

Tax losses for which no deferred tax asset was recognised2 9

Utilisation of previous unrecognised tax losses(3)(2)

Tax in respect of prior years(3)3

Other permanent differences11

(81)102

Tax expense/(benefit) on earnings from continuing operations(81)80

Tax expense on earnings from discontinued operations22

(81)102

Tax on (loss)/earnings before significant items(4)133

Tax benefit on significant items(77)(31)

(81)102

Total current taxation expense/(benefit)(78)117

Total deferred taxation benefit(3)(15)

(81)102

Fletcher Building Limited Annual Report 2020105

2020
NZ$M

2019

NZ$M

Current tax assets/(liabilities)

Included within the balance sheet as follows:

Current tax assets66 66

Current tax liabilities(5)(5)

61 61

Movement during the year:

Opening provision for current tax assets/(liabilities)61 46

Taxation expense78(117)

Transfer from/(to) deferred taxation(85)71

Non-controlling interest share of taxation expense3 4

Tax recognised directly in reserves 3 10

Sale of business19

Net tax payments1 28

61 61

2020

NZ$M

2019

NZ$M

Provision for deferred tax assets/(liabilities)

Included within the balance sheet as follows:

Deferred tax assets285121

Deferred tax liabilities(2)

285119

Movement during the year:

Opening provision for deferred tax assets119 124

Taxation expense3 15

Transfer (from)/to current tax85(71)

Sale of business41

Tax recognised directly in reserves 78 10

285119

Composed of:

Provisions162169

Inventories17 21

Debtors8 4

Property, plant and equipment(26)(44)

Brands(83)(77)

Tax losses128 63

Pensions(3)(5)

Leases84

Other(2)(12)

285119

The Group has recognised certain tax losses available in New Zealand and Australia on the basis that the respective companies will have future

assessable income. This assessment has been made based on forecast earnings set out in the companies' strategic plans. The Group reviews

future loss utilisations at each reporting period.

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 2020106

25. RETIREMENT PLANS
Fletcher Building Limited is the principal sponsoring company of a plan that provides retirement and other benefits to employees of the Group

in New Zealand. Participation in this plan has been closed for a number of years, although defined contribution savings plans have been made

available. Various defined benefit and defined contribution plans exist in Australia following the acquisition of the Crane, Amatek, Tasman Building

Products, and Laminex businesses which Group business units contribute to on behalf of their employees. Where the plans have a deficit in their

funded status, the companies are making additional contributions, as recommended by the trustees of the plans, to improve the funded status.

The Group’s plan assets and liabilities in respect of individual defined benefit retirement plans are calculated separately for each plan by an

independent actuary, as being the fair value of the plan’s assets less the present value of the future obligations to the members. The value of

the asset recognised cannot exceed the present value of any future refunds from the plans or reductions in future contributions to the plans,

unless a constructive right to a refund of the surplus exists, in which case the amount to be refunded is recognised as an asset. In the Group’s

balance sheet, plans that are in a surplus position are not offset with plans that are in a liability position.

Obligations for contributions to defined contribution plans are recognised in earnings as incurred. The actuarial cost of providing benefits

under defined benefit plans is expensed as it accrues over the service life of the employees, after taking account of the income expected to be

earned by the assets owned by the plans.

All retirement plan related actuarial gains or losses are recognised in other comprehensive income in the pension reserve in the year in which

they arise.

Principal assumptions made in the actuarial calculation of the defined benefit obligation relate to the discount rate, rate of salary inflation

and life expectancy. The calculation of the defined benefit obligations are based on years of service and the employees' compensation

during their years of employment. Contributions are intended to provide not only for benefits attributed to service to date but also for those

expected to be earned in the future. These obligations are accounted for in accordance with NZ IAS 19 Employee Benefits, which has the

effect of recognising the volatility in the returns earned by the plans in the pension reserve.

The following table provides the weighted average assumptions used to develop the net periodic pension cost and the actuarial present value of

projected benefit obligations for the Group's plans:

2020

%

2019

%

Assumed discount rate on benefit obligations1.022.14

Annual rate of increase in future compensation levels2.182.61

Expected returns on plan assets have been determined by the independent actuaries as the weighted average of the expected return after tax

and investment fees for each asset class by the target allocation of assets to each class.

During the year the Group contributed less than $1 million (2019: less than $1 million) in respect of its Australian defined benefit plans.

It contributed $58 million (2019: $59 million) in respect of its defined contribution plans worldwide, including KiwiSaver and Australia

Superannuation.

Fletcher Building Limited has an obligation to ensure that the funding ratio of the New Zealand plan's assets is at least 115% of the plan's

actuarial liability. This is based upon any two consecutive annual actuarial valuations as calculated by the plan's actuary. This calculation is done

on the plan's funding basis, which is completed in accordance with NZ IAS 26 Retirement Benefit Plans. At 31 March 2020, the value of the

plan assets was 142% of the actuarial liability and the funded surplus was $73 million (31 March 2019: 159%, $103 million).

The Group expects to contribute less than $1 million to its New Zealand and Australian defined benefit plans during the year to 30 June 2021.

The Group is currently not contributing to the New Zealand plan.

2020

NZ$M

2019

NZ$M

Net periodic pension cost

Service cost 3 3

Net interest cost (1)(2)

Net periodic pension cost - recognised in earnings before interest and taxation2 1

Recognised net asset/(liability)

Assets of plans 369400

Projected benefit obligation (327)(339)

Funded surplus42 61

Recognised net asset4261

Fletcher Building Limited Annual Report 2020107

2020
NZ$M

2019

NZ$M

Recognised net asset/(liability) by jurisdiction:

New Zealand plan31 47

Australian plans11 14

Retirement plan assets - recognised within non-current assets42 61

Recognised net asset4261

Movement in recognised net asset

Recognised net asset at the beginning of the year 6150

Currency translation 1

Actuarial movements for the year(17)(25)

Net periodic pension cost(2)(1)

Sale of business - liability36

Recognised net asset4261

Assets of the plans

Assets of plans at the beginning of the year400 756

Actual return on assets8 15

Total contributions1 1

Benefit payments(40)(38)

Sale of business (334)

369 400

Assets of the plans consist of:

Australasian equities45 45

International equities110 109

Property30 27

Bonds104 134

Cash and short-term deposits29 57

Other assets51 28

369 400

Projected benefit obligation

Projected benefit obligation as at the beginning of the year(339)(694)

Service cost(3)(3)

Interest cost(6)(9)

Member contributions(1)(1)

Actuarial loss arising on changes in demographic assumptions (1)

Actuarial loss arising on changes in financial assumptions(21)(24)

Actuarial gain arising on other assumptions - experience adjustments 3 (2)

Benefit payments40 37

Sale of business 361

Currency translation (3)

(327)(339)

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 2020108

26. SHARE-BASED PAYMENTS
The Group has a long-term share-based performance incentive scheme targeted at selected employees (invited to participate at the discretion

of the Company) most able to influence the results of the Group.

The long-term share scheme allows scheme participants to acquire shares in the Company at market price, funded by an interest-free loan from

the Group. The scheme participants are entitled to vote on the shares and to receive cash dividends, the proceeds of which are used to reduce

the loan. The shares are held in trust for the scheme participants by the Trustee, Fletcher Building Share Schemes Limited.

For shares granted in and prior to 2016 vesting of half of any entitlement under the executive long-term share scheme is dependent upon the

Group achieving a total shareholder return (TSR) that is equal to the TSR of the comparator Group of companies at the point that the cumulative

market capitalisation of that comparator Group exceeds 50% of the total market capitalisation of the comparator Group TSR index over a

three year restricted period. Vesting of the other half of any entitlement is dependent upon the Group achieving an earnings per share target.

However, for shares granted in and after 2017 all of the entitlement under the scheme is dependent upon the Group's TSR exceeding the 51st

percentile of the TSR of the comparator Group over a three year restricted period. Additionally, in respect of the entitlement that is dependent

on the Group's TSR, the three year restrictive period is automatically extended for an additional year if the minimum vesting threshold is not

met. Scheme participants can elect to extend the restrictive period for an additional year if the Group's TSR means that the vesting level is

between the 51st and 75th percentile of the comparator Group. No extension is permitted for the entitlement that is dependent upon achieving

an earnings per share target.

At the end of the restrictive period or any extension, the Group will pay a bonus to the executives to the extent that performance hurdles have

been met, the after-tax amount of which will be generally sufficient for the scheme participants to repay the balance of the loan in respect of

the shares which are to be transferred. Owing to the integrated nature of the scheme, for accounting purposes the Group accounts for the

incentive scheme as being equity-settled. If the performance hurdles are not met or are only partially met, the trustee will acquire the beneficial

interest in some or all of the relevant shares. The loan provided in respect of those shares which do not transfer to the scheme participants (the

forfeited shares) will be novated to the trustee and will be fully repaid by the transfer of the forfeited shares.

The Group will recognise an expense in earnings, with a corresponding increase in the share-based payments reserve, over the restrictive

period. If the performance hurdles based on TSR are not met and the shares do not transfer to the scheme participants, the amount in the

share-based payments reserve will remain in equity and will not be released to earnings. If the performance targets based on earnings per

share are not met and the shares do not transfer, the amount in the share-based payments reserve will be released to earnings.

The Group accounts for the share schemes under the treasury stock method. The receivable owing from the scheme participants,

representing the shares held in the Company, is deducted from the Group’s paid up capital. The shares are deducted from equity until the end

of the restrictive period, at which point they transfer to scheme participants or beneficial ownership of the shares transfers to the trustee.

The following are details with regard to the scheme:

2019

Award

2018

Award

2017

Award

2016

Award

Grant date1 July 20191 July 20181 July 20171 July 2016

Number of shares granted1,386,100 1,041,605 890,075

(1)

905,211

Market price per share at grant date$5.21$6.99$7.85$10.61

Total value at grant date$7,221,581$7,280,819$6,985,959$9,604,289

Vesting date30 June 202230 June 202130 June 202030 June 2019

Number of shares:

Number of shares originally granted1,386,100 1,041,605 890,075 905,211

Less forfeited over life of scheme(32,358)(150,848)(240,037)(767,808)

Less vested over life of scheme(906)

Number of shares held at 30 June 20191,353,742890,757650,038136,497

(1)

This is an average share price which includes 182,561 shares granted at $7.34 to Ross Taylor as CEO and the remainder issued to other participants at $7.98.

2020

NZ$M

2019

NZ$M

Total fair value expense in year for executive performance share scheme52

Amount recognised at year end for related bonus payable109

Fair value has been determined using Monte Carlo valuation methodology.

Fletcher Building Limited Annual Report 2020109

Employee share purchase scheme - FBuShare
The employee share purchase scheme, FBuShare, allows eligible Group employees to regularly save up to NZ$5,000 per annum of their

after-tax pay and purchase shares in the Group (purchased shares) at market prices. At the end of rolling three year qualification periods,

and provided they remain employed by a Group company, employees will be awarded one free award share for every two purchased shares

acquired in the first year of each three year qualification period and still held at the end of those periods.

Dividends payable will be re-invested in additional shares. Employees will receive award shares on any additional shares, subject to the same

conditions set out above. The employees are responsible for any income tax liability payable on dividends and on the value of any award shares.

At the end of each three year qualification period, employees may continue to hold any purchased, additional and award shares or they may sell

some or all of the shares.

The Group accrues the liability to pay for award shares over the three year qualification periods.

27. IMPACT OF NZ IFRS 16

The Group has a large number of leases, consisting of property, mobile plant and heavy machinery, commercial and passenger vehicles and IT

equipment and photocopiers. Property leases which include retail, manufacturing, distribution, storage and office sites have the most significant

impact on adoption of NZ IFRS 16 given their high value and long lease terms with renewal options. See note 2 for details of the Group's NZ

IFRS 16 accounting policies.

The following table shows the carrying amounts of the recognised right-of-use assets and the changes during the reporting period.

Year ended 30 June 2020

Land

NZ$M

Buildings

NZ$M

Plant &

machinery

NZ$M

Total

NZ$M

Opening net book value - retrospective application since lease

commencement

171,2261681,411

Opening net book value - retrospective application since transition date185389

Reclassification of finance lease asset at 30 June 2019*3838

Opening net book value 1 July 2019181,3112091,538

Additions and renewals27073145

Depreciation (2)(122)(61)(185)

Impairment(23)(23)

Disposals(65)(3)(68)

Transferred held for sale(2)(4)(6)

Currency translation23712

Closing Balance 30 June 2020201,1722211,413

* Finance lease asset has been reclassified to right-of-use asset, previously reported as property, plant and equipment.

The following table shows the carrying amounts of the recognised right-of-use liabilities and the changes during the reporting period.

Impact on the consolidated balance sheet: Lease liabilities


Year ended 30 June 2020

Total

NZ$M

Opening net book value - retrospective application of standard since lease commencement1,669

Opening net book value - application of standard since transition date90

Reclassification of finance lease liability at 30 June 2019*44

Opening net book value 1 July 20191,803

Additions146

Repayments(171)

Disposals(67)

Transferred to held for sale(7)

Currency translation17

Closing Balance 30 June 20201,721

* Finance lease liability has been reclassified to lease liabilities, previously reported as other loans in Borrowings (note 14).

Notes to the Financial Statements 2020 (Continued)

Fletcher Building Limited Annual Report 2020110

Lease expenses recognised in consolidated income statement

For the period ended 30 June 2020

Total

NZ$M

Right-of-use asset depreciation185

Right-of-use asset impairment23

Lease interest expense69

277

Extension options

Some leases contain extension options exercisable by the Group up to one year before the end of the non-cancellable contract period.

The Group assesses at lease commencement date whether it is reasonably certain to exercise the extension options. The Group reassesses

whether it is reasonably certain to exercise the options if there is a significant event or significant change in circumstances within its control.

Transition disclosures:

(a) Weighted average incremental borrowing rate (IBR) on transition:

These lease liabilities at 1 July 2019 were measured at the present value of the remaining lease payments, discounted using the Group's IBR as

of 1 July 2019. The weighted average lessee's IBR applied to the lease liabilities on 1 July 2019 was 3.72%.

(b) Operating lease commitments reconciliation:

NZ$M

Operating lease commitments disclosed as at 30 June 20192,293

Add: Reclassification of finance lease liability at 30 June 2019*44

Less: Short-term and low-value leases recognised on a straight-line basis as expense(6)

Less: Impact of discounting at the initial date of application(528)

Lease liability recognised as at 1 July 2019 (discounted using the Group's incremental borrowing rate at the

date of initial application)

1,803

* Finance lease liability has been reclassified to lease liabilities, previously reported as other loans in Borrowings (note 14)

Impact on retained earnings

NZ IFRS 16 was applied using the modified retrospective approach without adjusting the figures for prior periods. The transition resulted in

recognition of right-of-use assets, right-of-use lease liabilities and deferred tax assets on 1 July 2019, with a net impact of $183 million being

recognised in retained earnings, summarised as follows:

NZ$M

Retained earnings - as reported 30 June 2019

898

Recognition of right-of-use assets1,500

Recognition of right-of-use liability(1,759)

Deferred tax consequences of above adjustments76

Retained earnings as at 1 July 2019 (restated)715

The transition to NZ IFRS 16 resulted in an impact on basic and diluted earnings per share. The basic and diluted earnings per share decreased by

1.4 cents per share.

28. SUBSEQUENT EVENTS

Victoria lockdown

On 3 August 2020, in response to the COVID-19 pandemic, Victorian State Government announced stage 4 restrictions for metropolitan

Melbourne area and stage 3 restrictions for regional Victoria, both effective from 11.59 pm 5 August 2020. Under stage 4 restrictions all

workplaces in metropolitan Melbourne are required to be closed unless the workplace was deemed part of a permitted industry as set out by

the Victorian Government. Introduction of these restrictions have not had material effect on the Group's Consolidated Financial Statements as

at 30 June 2020.

Other than events noted above no further matters have arisen between 30 June 2020 and the date of this report that had a material effect on the

Group's consolidated financial statements as at 30 June 2019.

Fletcher Building Limited Annual Report 2020111

Independent Auditor's Report
To the Shareholders of Fletcher Building Limited

OPINION

We have audited the financial statements of Fletcher Building Limited (“the company”) and its subsidiaries (together “the Group”)

on pages 62 to 111, which comprise the consolidated balance sheet of the group as at 30 June 2020, and the consolidated income

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

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

summary of significant accounting policies.

In our opinion, the consolidated financial statements on pages 62 to 111 present fairly, in all material respects, the consolidated

financial position of the group as at 30 June 2020 and its consolidated financial performance and cash flows for the year then

ended in accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial

Reporting Standards.

This report is made solely to the company's shareholders, as a body. Our audit has been undertaken so that we might state to the

company's shareholders those matters 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.

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (New Zealand). 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 are independent of the group in accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New Zealand) issued by the New Zealand Auditing and Assurance

Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

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

Ernst & Young provides other assurance related services to the group. Partners and employees of our firm may deal with the group

on normal terms within the ordinary course of trading activities of the business of the group. We have no other relationship with, or

interest in, the group.

KEY AUDIT MATTERS

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

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

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section of

the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated financial statements.

A member firm of Ernst & Young Global Limited


Chartered Accountants


Independent Auditor's Report

To the Shareholder of Fletcher Building Industries Limited

Report on the Financial Statements

Opinion

We have audited the financial statements of Fletcher Building Industries Limited (“FBIL” or “the Company”), on pages 2 to 11,

which comprise the balance sheet as at 30 June 2019, and the income statement, statement of comprehensive income, statement of

movements in equity and statement of cash flows for the year then ended, and notes to the financial statements including a

summary of significant accounting policies.


In our opinion, the financial statements on pages 2 to 11 present fairly, in all material respects, the financial position of FBIL as at

30 June 2019 and its financial performance and its cash flows for the year then ended in accordance with New Zealand

equivalents to International Financial Reporting Standards and International Financial Reporting Standards.


This report is made solely to the Company's shareholder. Our audit has been undertaken so that we might state to the Company's

shareholder those matters 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 shareholder for

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


Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). 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 are independent of the Company in accordance with Professional and Ethical Standard 1 (revised) Code of Ethics for

Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled our other

ethical responsibilities in accordance with these requirements.


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


Other than in our capacity as auditor we have no relationship with, or interest in FBIL. Ernst & Young has provided tax advisory

and other assurance services to various companies within the Fletcher Building Limited Group (“the Group”). Partners and

employees of our firm may deal with the Group on normal terms within the ordinary course of trading activities of the business of

the Group.


Key Audit Matters

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. These matters were addressed in the context of our audit of the financial statements as a whole, and

in forming our opinion thereon, but we do not provide a separate opinion on these matters. For the matter below, our description

of how our audit addressed the matter is provided in that context.


We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the audit of the financial statements section of

the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying

financial statements.













Accounting for investment in associate

Why significant How our audit addressed the key audit matter


The Company owns 20 per cent of the shares in Fletcher

Building Holdings New Zealand Limited (“FBHNZ”)

which currently holds all of the shares in Fletcher Building

In obtaining sufficient appropriate audit evidence, we:

► evaluated the basis of accounting and its appropriateness;

► recalculated the share of the equity accounted profits

including dividend receipts;

A member firm of Ernst & Young Global Limited


Chartered Accountants


Independent Auditor's Report

To the Shareholder of Fletcher Building Industries Limited

Report on the Financial Statements

Opinion

We have audited the financial statements of Fletcher Building Industries Limited (“FBIL” or “the Company”), on pages 2 to 11,

which comprise the balance sheet as at 30 June 2019, and the income statement, statement of comprehensive income, statement of

movements in equity and statement of cash flows for the year then ended, and notes to the financial statements including a

summary of significant accounting policies.


In our opinion, the financial statements on pages 2 to 11 present fairly, in all material respects, the financial position of FBIL as at

30 June 2019 and its financial performance and its cash flows for the year then ended in accordance with New Zealand

equivalents to International Financial Reporting Standards and International Financial Reporting Standards.


This report is made solely to the Company's shareholder. Our audit has been undertaken so that we might state to the Company's

shareholder those matters 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 shareholder for

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


Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). 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 are independent of the Company in accordance with Professional and Ethical Standard 1 (revised) Code of Ethics for

Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled our other

ethical responsibilities in accordance with these requirements.


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


Other than in our capacity as auditor we have no relationship with, or interest in FBIL. Ernst & Young has provided tax advisory

and other assurance services to various companies within the Fletcher Building Limited Group (“the Group”). Partners and

employees of our firm may deal with the Group on normal terms within the ordinary course of trading activities of the business of

the Group.


Key Audit Matters

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. These matters were addressed in the context of our audit of the financial statements as a whole, and

in forming our opinion thereon, but we do not provide a separate opinion on these matters. For the matter below, our description

of how our audit addressed the matter is provided in that context.


We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the audit of the financial statements section of

the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying

financial statements.













Accounting for investment in associate

Why significant How our audit addressed the key audit matter


The Company owns 20 per cent of the shares in Fletcher

Building Holdings New Zealand Limited (“FBHNZ”)

which currently holds all of the shares in Fletcher Building

In obtaining sufficient appropriate audit evidence, we:

► evaluated the basis of accounting and its appropriateness;

► recalculated the share of the equity accounted profits

including dividend receipts;

Independent Auditor's Report

Fletcher Building Limited Annual Report 2020112

Construction revenue and associated provision for onerous contracts
Why significantHow our audit addressed the key audit matter

A substantial amount of the Group’s revenue relates

to revenue from construction contracts. Where

these contracts have a long-term duration, revenue

and margin are recognised based on the stage of

completion of individual contracts. This is calculated

based on the proportion of total costs incurred at the

reporting date compared to the Group’s estimation

of total costs of the contract and the total expected

revenue from the relevant contract. Where a

contract is expected to be loss-making, a provision is

immediately recorded for estimated future losses on

the entire contract.

There is a high level of estimation involved in

accounting for the Group’s construction contracts, in

particular relating to:

–Initial forecasting of tot

al cost to complete,

including the estimation of cost contingencies for

contracting risks, and revisions to these forecast

costs as a result of events or conditions that

occur during the performance of the contract, or

are expected to occur to complete the contract;

and

–the recognition of variable consideration based on

an assessment b

y the Group as to whether it is

probable that the amount will be approved by the

customer and therefore recovered.

Disclosures regarding the Group’s construction

contracts are included in notes 2.6 and 3 of the

financial statements.

In obtaining sufficient appropriate audit evidence, we:

–ev

aluated the Group’s process regarding accounting for contract

revenues and costs. We tested controls including:

›the preparation, review and authorisation of monthly project reports,

which involves management assessing key aspects of contract

performance; and

›the project reviews undertaken by the Group’s Project Management

Office and management governance committee;

–used a risk rating process to select a sample of contracts for testing

based on a number of quantitative and qualitative factors. These

qualitative factors included contracts with significant deterioration

of margin and/or completion dates, significant variations and claims,

and factors which might indicate a greater level of judgement

was required by the Group. For the contracts selected, where

relevant, we:

›read the contract terms and conditions to evaluate whether the

individual characteristics of each contract were reflected in the

Group’s estimation of total costs of the contract;

›for selected contracts, undertook site visits (to either contract

sites and/or commercial offices) to underst

and the nature of risk

elements of the contracts;

›tested a sample of costs incurred to date to supporting

document

ation;

›sample tested the estimated costs to complete by agreeing

k

ey forecast cost assumptions to underlying evidence such as

subcontractor quotes, tender information, historical invoicing,

employment records or agreements with subcontractors;

›ev

aluated the Group’s ability to forecast total cost to complete by

analysing the accuracy of previous forecasts to actual outcomes;

›assessed variable consideration, where material, to supporting

document

ation and by reference to underlying contracts, and

›assessed the probability of insurance reco

veries in relation to the

New Zealand International Convention Centre project (“NZICC”)

by reference to confirmation from the insurer, forecast costs

to complete the remediation works to ensure these are within

indemnity limits, the level of cover available under the contract

works policy and receipt of progress payments to date.

–ev

aluated the Group’s legal and external experts’ reports received

on contentious matters to identify conditions that may relate to the

recognition of variable consideration or liquidated or other damages;

–evaluated contract performance in the period since year end to the

date of this report to assess the Group’s year end judgements in

respect of revenue recognition and forecast costs to complete; and

–considered the adequacy of the associated disclosures in the

financial st

atements.

Fletcher Building Limited Annual Report 2020113

Goodwill and other intangible assets’ impairment assessments
Why significantHow our audit addressed the key audit matter

The Group holds goodwill and other intangible assets of $1.1

billion at 30 June 2020.

The recoverable amount of the Group’s Cash Generating

Units (“CGUs”) is determined each reporting period by

reference to valuations prepared using discounted cash flow

models (DCF models).

DCF models contain significant judgement and estimation

in respect of future cash flow forecasts, discount rate

and terminal growth rate assumptions. Changes in

certain assumptions can lead to significant changes in the

assessment of the recoverable amount.

Disclosures regarding the Group’s key assumptions adopted

and the sensitivity to reasonably possible changes in key

assumptions which could result in impairment for certain

CGUs are included in note 2.2 of the financial statements.

In obtaining sufficient appropriate audit evidence, we:

–understood the Group’s goodwill impairment assessment

process and identified relevant controls;

–assessed the Group’s determination of CGUs based on our

understanding of the nature of the Group’s business units;

–obtained the Group’s DCF models and agreed forecasts, for

those CGUs with a higher risk of impairment, to a combination

of the Board approved FY21 budget and as applicable the FY22 -

FY25 strategic plan or other management papers;

–assessed key inputs to the DCF models including future cash

flow forecasts, discount rates, terminal growth rates as well as

the Group’s consideration of any impacts of COVID19 on these

estimates;

–considered the accuracy of previous Group cash flow

forecasting to inform our evaluation of forecasts included in the

DCF models of those higher risk CGUs;

–for those CGUs with a higher risk of impairment, in

volved our

valuation specialists to assess the Group’s discount rates.

Valuation specialists were also involved in assessing the DCF

models for valuation methodology, including the treatment of

assumptions for capital expenditure, working capital, terminal

value and the net present value calculation;

–performed sensitivit

y analysis in relation to the discount rate

and forecast cash flows to consider the potential impact of

changes in assumptions; and

–considered the adequacy of the associated disclosures in the

financial statements particularly focusing on the disclosure of

the CGUs where the impairment assessment is sensitive to

reasonably possible changes in assumptions.

Transition to NZ IFRS 16: Leases (“NZ IFRS 16”)

Why significantHow our audit addressed the key audit matter

The Group adopted NZ IFRS 16 on 1 July 2019. Under

NZ IFRS 16, the Group must recognise right of use assets and

lease liabilities arising from leases (with some exceptions) in

the consolidated balance sheet. As disclosed in Note 27, the

Group recognised right of use assets of $1.5 billion and lease

liabilities of $1.8 billion on transition.

The Group has applied the modified retrospective approach

to adoption. Under this approach, the Group recognised right

of use assets and lease liabilities in the balance sheet on 1

July 2019 and an adjustment to opening retained earnings for

those leases where the standard was applied from the lease

commencement date. Comparative financial periods were

not restated.

Judgement is required relating to the assumptions and

estimates made in order to determine the quantum of right

of use assets and lease liabilities. Key assumptions include

estimating the lease term, by considering the likelihood

of exercise of any rights of renewal, and the rates used to

discount the lease liability at transition date and, where

applicable, the right of use asset at the inception of the lease.

In obtaining sufficient appropriate audit evidence, we:

–evaluated the Group’s process for adopting NZ IFRS 16 and

identified controls;

–assessed the Group’s application of practical e

xpedients

available on transition against the requirements of NZ IFRS 16;

–inv

olved our valuation specialists to evaluate the methodology

used to determine the Group’s incremental borrowing rates

(“IBR”) applied to the lease portfolio;

–revie

wed a sample of leases to assess the Group’s

quantification of the right of use asset and lease liability as at 1

July 2019, including:

›examining k

ey contractual inputs to the calculations

including lease end dates and lease payments;

›recalculating the lease liability and right of use asset f

or a

sample of individual leases; and

›ev

aluating the treatment of contract modifications and key

judgements made in relation to rights of renewal used to

determine the lease term.

Independent Auditor's Report (Continued)

Fletcher Building Limited Annual Report 2020114

Transition to NZ IFRS 16: Leases (“NZ IFRS 16”) (cont.)
Why significantHow our audit addressed the key audit matter

Disclosures regarding the impact of the transition to NZ IFRS

16 and subsequent movements in lease related balances in

the year are included in note 27 of the financial statements.

–evaluated the completeness of leases included in the

determination of the right of use asset and lease liability;

–assessed movements in right of use assets and lease liabilities

during the year including on a sample basis, lease additions,

lease modifications, rent abatements and expired and

terminated leases;

–assessed the appropriateness of the classification of lease

liabilities between current and non-current; and

– assessed the disclosures in the consolidated financial

statements against the requirements of NZ IFRS 16 and NZ

IAS 8 Accounting policies, Changes in Accounting Estimates

and Errors.

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR’S REPORT

The directors of the company are responsible for the Annual Report, which includes information other than the consolidated financial

statements and auditor’s report.

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

assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing

so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge

obtained during the audit, or otherwise appears to be materially misstated.

If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are

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

DIRECTORS’ RESPONSIBILITIES FOR THE FINANCIAL STATEMENTS

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial statements

in accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting

Standards, 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 consolidated financial statements, the directors are responsible for assessing on behalf of the entity the group’s

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

accounting unless the directors either intend to liquidate the group or cease operations, or have no realistic alternative but to do so.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

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

material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance

is a high level of assurance, but is not a guarantee that an audit conducted in accordance with International Standards on Auditing

(New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of

users taken on the basis of these consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located at the External Reporting

Board’s website: https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/.This

description forms part of our auditor’s report.

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

Chartered Accountants

Auckland

19 August 2020

Fletcher Building Limited Annual Report 2020115

Statutory Disclosures
Bruce Hassall

Fletcher Building Industries LimitedChair

Prolife Foods LimitedChair

The Farmers' Trading Company LimitedChair

Bank of New ZealandDirector

Fonterra Co-operative Group LimitedDirector

Martin Brydon

Brydon Investment Holdings Pty LimitedDirector

Fletcher Building Industries LimitedDirector

Rytysh Pty LtdDirector

Barbara Chapman

APEC 2021 CEO Summit CommitteeChair

Genesis Energy LimitedChair

NZME LimitedChair

The New Zealand Initiative LimitedDeputy Chair

Fletcher Building Industries LimitedDirector

IAG New Zealand Limited (resigned 30 June 2020)Director

Two Tin Pigs LimitedDirector

Prime Minister's Business Advisory Council (ceased effective 15 May 2020)Member

Reserve Bank Independent Expert Advisory PanelMember

Peter Crowley

Barrambin Trading Company Pty LtdDirector

Fletcher Building Industries LimitedDirector

Interlaken Estates Pty LtdDirector

The Riverside Coal Transport Company Pty LtdDirector

Wesley Medical Research LimitedDirector

Rob McDonald

Contact Energy LimitedChair

The University of Auckland Business School Advisory BoardChair

AIA New Zealand LimitedDirector

Chartered Accountants Australia and New ZealandDirector

Fletcher Building Industries LimitedDirector

RSMcDonald Services LimitedDirector

McDonald Family TrustTrustee

Doug McKay

Bank of New ZealandChair

Eden Park Trust BoardChair

Fletcher Building Industries LimitedDirector

Genesis Energy LimitedDirector

IAG New Zealand LimitedDirector

National Australia BankDirector

Tourism Transport Limited (resigned 27 September 2019)Director

Wymac Consulting LimitedDirector

DISCLOSURE OF INTERESTS BY DIRECTORS

The following are particulars of general disclosures of interest by directors holding office as at 30 June 2020, pursuant to section 140(2) of the

Companies Act 1993. The director will be regarded as interested in all transactions between Fletcher Building and the disclosed entity. Changes

to entries disclosed during the year to 30 June 2020 are noted in brackets, for the purposes of section 211(1)(e) of the Companies Act 1993.

Fletcher Building Limited Annual Report 2020116

Cathy Quinn
Fertility Associates Holdings Limited (appointed 1 July 2019)Chair

MinterEllisonRuddWatts (effective 1 January 2020)Consultant

Fletcher Building Industries LimitedDirector

New Zealand Experience Limited (appointed 1 February 2020)Director

On Being Bold LimitedDirector

Rainbow's End Theme Park (appointed 1 February 2020)Director

Rangatira LimitedDirector

Tourism Holdings LimitedDirector

Council of the University of Auckland (appointed 26 February 2020)Member

New Zealand Treasury Advisory BoardMember

Council Executive Board of the New Zealand China Council (resigned 13 December 2019)Member

St. Jude's TrustTrustee

There were no specific disclosures made during the year of any interests in transaction entered by Fletcher Building or any of its subsidiaries.

INFORMATION USED BY DIRECTORS

There were no notices from directors of the Company requesting to disclose or use Company information received in their capacity

as directors.


INDEMNITY AND INSURANCE

In accordance with section 162 of the Companies Act 1993 and the constitution of the Company, Fletcher Building has continued to indemnify

and insure its directors, executives and employees acting on behalf of the Company, against potential liability or costs incurred in any

proceeding, except to the extent prohibited by law. The insurance does not cover liabilities arising from criminal actions.

DIRECTORS HOLDING OF SECURITIES

The Board Charter requires non-executive directors (or their associates) to hold at least 20,000 shares in the Company to demonstrate their

commitment and alignment with the Company. This shareholding can be acquired at any time prior to the Annual Shareholders' Meeting at

which they are first subject to re-election. Non-executive directors do not participate in any Company share or option plan.

Disclosure of Directors' interests in securities

Securities of the Company in which each director has a relevant interest at 30 June 2020.

DirectorOwnershipOrdinary SharesCapital Notes

Bruce Hassall (Chair)Beneficial 22,242

Martin BrydonBeneficial 20,000

Barbara ChapmanBeneficial 20,000

Peter CrowleyBeneficial 20,000

Rob McDonaldBeneficial 50,000

Doug McKayBeneficial 20,000

Cathy QuinnBeneficial 30,000

Non-Beneficial

(1)

121,197 28,014,500

(1)

Cathy Quinn also held a non-beneficial interest in securities as a Trustee of the St. Jude's Trust.

Fletcher Building Limited Annual Report 2020117

Disclosure of Directors' interests in share transactions
Directors disclosed, pursuant to section 148(2) of the Companies Act 1993, the following acquisitions of relevant interests in Fletcher Building

shares during the year ended 30 June 2020:

DirectorDate of acquisitionNature of transactionConsideration

Number of ordinary

shares acquired

Rob McDonald23 August 2019On-market purchase of shares NZ$93,950 20,000

Cathy Quinn23 August 2019On-market purchase of sharesNZ$46,975 10,000

STOCK EXCHANGE LISTINGS

Fletcher Building's ordinary shares are listed and quoted on the Main Board of NZX Limited and the Australian Securities Exchange (ASX) under

the company code 'FBU'. Fletcher Building's listing on the ASX is as a Foreign Exempt Listing. Fletcher Building must comply with the NZX

Listing Rules, but is exempt from almost all of the ASX Listing Rules. For the purposes of ASX Listing Rule 1.15.3, Fletcher Building confirms

that it continues to comply with the NZX Listing Rules.

In addition, Fletcher Building Limited maintains a sponsored Level 1 American Depositary Receipt (ADR) programme with Deutsche Bank Trust

Company Americas (Deutsche Bank). The ADRs trade over the counter in the United States of America (US) under the ticker code 'FCREY', with

each ADR representing two ordinary Fletcher Building shares. US investors may prefer to purchase ADRs rather than ordinary shares in Fletcher

Building's home market because ADRs trade, clear and settle according to US market conventions.

EXERCISE OF NZX DISCIPLINARY POWERS

Neither NZX or ASX has taken any disciplinary action against Fletcher Building during the financial year ended 30 June 2020. In particular there

was no exercise of powers by NZX under NZX Listing Rule 9.9.3 (relating to powers to cancel, suspend or censure an issuer) with respect to

Fletcher Building during the reporting period.

NZX WAIVERS

There were no waivers granted by NZX or relied on by Fletcher Building Limited in the 12 months preceding 30 June 2020.

DISTRIBUTION OF SHAREHOLDERS AND HOLDINGS AS AT 30 JUNE 2020

The total number of voting securities of Fletcher Building at 30 June 2020 was 824,256,416 fully paid ordinary shares, each conferring on the

registered holder the right to one vote on a poll at a meeting of shareholders.

Size of holdingNumber of shareholders% of shareholdersNumber of ordinary shares% of ordinary shares

1 - 1,000 16,060 45.54 6,867,334 0.83

1,001 - 5,000 13,563 38.46 32,796,261 3.98

5,001 - 10,000 3,154 8.95 22,617,097 2.75

10,001 - 100,000 2,336 6.62 53,682,821 6.51

100,001 and over 152 0.43 708,292,903 85.93

Total 35,265 100.00 824,256,416 100.00

SUBSTANTIAL PRODUCT HOLDERS

According to notices given under the Financial Markets Conduct Act 2013, the following persons were substantial product holders of the

Company as at 30 June 2020. The total number of voting securities of Fletcher Building Limited at 30 June 2020 was 824,256,416 fully paid

ordinary shares.

Substantial product holder

Number of ordinary shares in which

relevant interest is heldDate of notice

Allan Gray Group 41,759,869 22 May 2020

Perpetual Limited and subsidiaries 73,249,760 31 March 2020

Schroder Investment Management (Australia) Limited 53,315,281 10 February 2020

The Vanguard Group, Inc. 47,403,706 18 December 2018

Commonwealth Bank of Australia

(1)

41,967,254 19 March 2018

(1)

From 2000-2019 Colonial First State Global Asset Management (CFSGAM) was part of the Commonwealth Bank of Australia group’s wealth management division. In August 2019 Mitsubishi

UFJ Trust and Banking Corporation acquired the business. CFSGAM rebranded itself as First Sentier Investors. Since that time, there have been no updates to the former CBA SPH notices,

nor has there been a new SPH notice issued by First Sentier.

Statutory Disclosures (Continued)

Fletcher Building Limited Annual Report 2020118

20 LARGEST SHAREHOLDERS AS AT 30 JUNE 2020
Holder Name

Number of

ordinary shares% of issued capital

HSBC Custody Nominees (Australia) Limited 95,112,117 11.54

JP Morgan Nominees Australia Limited 80,981,758 9.82

Citicorp Nominees Pty Limited64,771,537 7.86

HSBC Nominees (New Zealand) Limited - NZCSD58,705,623 7.12

Citibank Nominees (New Zealand) Limited - NZCSD47,477,492 5.76

JPMorgan Chase Bank NA NZ Branch-Segregated Clients Acct - NZCSD42,013,712 5.10

HSBC Nominees (New Zealand) Limited A/C State Street - NZCSD40,073,744 4.86

National Nominees Limited37,051,710 4.50

Accident Compensation Corporation - NZCSD29,755,424 3.61

National Nominees Limited - NZCSD21,877,012 2.65

BNP Paribas Nominees Pty Ltd14,314,937 1.74

HSBC Nominees A/C NZ Superannuation Fund Nominees Limited - NZCSD13,965,299 1.69

BNP Paribas Noms Pty Ltd13,921,062 1.69

BNP Paribas Nominees (NZ) Limited - NZCSD12,553,924 1.52

New Zealand Depository Nominee Limited10,817,812 1.31

BNP Paribas Nominees (NZ) Limited - NZCSD10,091,584 1.22

ANZ Wholesale Australasian Share Fund - NZCSD9,365,644 1.14

JBWere (NZ) Nominees Limited8,015,842 0.97

ANZ Custodial Services New Zealand Limited - NZCSD6,766,210 0.82

FNZ Custodians Limited6,341,074 0.77

Total 623,973,517 75.69

New Zealand Central Securities Depository Limited (NZCSD) provides a custodial depository service which allows electronic trading of

securities to members. It does not have a beneficial interest in these securities. As at 30 June 2020, total holding in NZCSD were 313,045,536

or 37.98% of shares on issue.



AUDIT

OR FEES


EY has continued to act as auditors of the Group. Please refer to note 6 of the financial st

atements for audit fees paid to EY in the financial year

to 30 June 2020.


CREDIT RATING

The Group has not sought and does not hold a credit rating from an accredited rating agency.

DONATIONS

Please refer to note 6 of the financial statements for donations made in FY20. All political donations must be approved by the Board.

Fletcher Building Limited Annual Report 2020119

CompanyDirectors
Amatek Holdings Pty LimitedM Brodie, B McKenzie

Amatek Industries Pty LimitedM Brodie, B McKenzie

Amatek Investments Pty LimitedM Brodie, B McKenzie

Approach Signs LimitedC Bolt (R), B McKenzie, P Reidy

Austral Bronze Crane Copper Pty LimitedM Brodie, B McKenzie

Australian Construction Products Pty LimitedC Bolt (R), B McKenzie, N Sumich, F Hopkins (A) (R)

Bandelle Pty LimitedM Brodie, D Le Quesne (R), N Sekul

Baron Insulation Pty LtdP Lavelle, B McKenzie, D Frost (A) (R)

Boden Building Supplies Limited (70%)P Boden, B McEwen

Building Choices Limited (75%)G Close, B McEwen

Building Prefabrication Solutions LimitedB McEwen, B McKenzie

Cleaver Building Supplies Limited (75%)M Cleaver, B McEwen

Crane Enfield Metals Pty LimitedM Brodie, B McKenzie, D Clark (A) (R)

Crane Group Pty LimitedM Brodie, B McKenzie

Crane Share Plan Pty LtdM Brodie, B McKenzie

Crevet Pipelines Pty LtdB McKenzie, N Sumich, F Hopkins (A) (R)

Crevet Pty LtdM Brodie, B McKenzie

CTCI Pty LimitedJ Burgess, B McKenzie, J Nicolazzo (A) (R)

Davis & Casey Building Supplies Limited (70%)T Davis (R), B McEwen

Delcon Holdings (No. 11) LimitedC Bolt (R), D Fradgley, B McKenzie

ee-Fit Pty LimitedP Lavelle, B McKenzie, D Frost (A) (R)

Efa Technologies Pty LimitedC Bolt (R), M Brodie, B McKenzie

Fairbairn Building Supplies Limited (75%)C Fairbairn (R), B McEwen

FBHS (Aust) Pty LimitedB McKenzie, A Wilson (R), T Broxham, J Chan (A) (R)

FBII (Puhoi) LimitedC Bolt (R), B McKenzie, P Reidy

FBSOL Pty LimitedB McKenzie, A Wilson (R), T Broxham, J Chan (A) (R)

Fletcher Building (Australia) Pty LimitedC Bolt (R), M Brodie, D Le Quesne (R), A Clarke, B McKenzie, N Sekul,

M Paterson (A) (R), D Clark (A) (R)

Fletcher Building (Fiji) Pte LimitedH Clarke, A Kumar, B Leach, C White

Fletcher Building Educational Fund LimitedC Carroll, J McDonald, P Muir

Fletcher Building Holdings LimitedC Bolt (R), A Clarke, B McKenzie

Fletcher Building Holdings New Zealand LimitedC Bolt (R), A Clarke, B McKenzie

Fletcher Building Industries LimitedM Brydon, A Carter (R), B Chapman, P Crowley, B Hassall, R McDonald, D McKay,

C Quinn, S Vamos (R)

Fletcher Building Infrastructure Investments LimitedC Bolt (R), M Kernahan (R), B McKenzie, P Reidy

Fletcher Building LimitedM Brydon, A Carter (R), B Chapman, P Crowley, B Hassall, R McDonald, D McKay,

C Quinn, S Vamos (R)

Fletcher Building Nominees LimitedJ Chapman, M Farrell, J McDonald, H McKenzie, C Munkowits, G Niccol

Fletcher Building Products Australia Pty LimitedM Brodie, B McKenzie

Fletcher Building Products LimitedC Bolt (R), H McBeath, B McKenzie

SUBSIDIARY COMPANY INFORMATION


The persons listed below respectively held office as directors of Fletcher Building Limited and its subsidiary companies as at 30 June 2020, or

in the case of those persons with the letter (R) after their name ceased to hold office during the year. Alternate directors are indicated with an

(A). Except where shown below, Fletcher Building's indirect ownership interest as at 30 June 2020 was 100%.

No employ

ee of Fletcher Building appointed as a director of Fletcher Building Limited or its subsidiaries receives or retains any remuneration

or other benefits, as a director. The remuneration and other benefits of such employees, received as employees, are included in the relevant

bandings for remuneration disclosed under Employee Remuneration on page 58. Except where shown below, no other director of any

subsidiary company within the Group receives director’s fees or other benefits as a director.

Statutory Disclosures (Continued)

Fletcher Building Limited Annual Report 2020120

CompanyDirectors
Fletcher Building Share Schemes LimitedJ McDonald, G Niccol

Fletcher Building Welfare Fund Nominees LimitedR Linton, D Lucas, S Schulz, D Sixton

Fletcher Challenge Building Bolivia S.A.M Binns, K Cowie, H Ritchie

Fletcher Challenge Building UK LimitedS Evans, B McKenzie

Fletcher Challenge Finance Investments LimitedC Bolt (R), A Clarke, B McKenzie

Fletcher Challenge Forest Industries LimitedS Evans, B McKenzie

Fletcher Challenge Industries S.A.M Binns, K Cowie, H Ritchie

Fletcher Concrete (Fiji) Pte LimitedC Bolt (R), A Kumar, B Leach, C White

Fletcher Concrete and Infrastructure LimitedC Bolt (R), I Jones, H McBeath, B McKenzie

Fletcher Construction (Solomon Islands) LimitedB Leach, C White

Fletcher Construction Buildings LimitedB McKenzie, P Reidy

Fletcher Construction Company (Fiji) Pte LimitedB Leach, J Matthews

Fletcher Construction Infrastructure LimitedB McKenzie, P Reidy

Fletcher Development LimitedS Evans, B McKenzie

Fletcher Distribution LimitedC Bolt (R), B McEwen, B McKenzie

Fletcher Insulation Pty LimitedP Lavelle, B McKenzie, D Frost (A) (R)

Fletcher Morobe Construction LimitedB Leach, L Mathias (R), R Simpson

Fletcher Property Developments UK LimitedS Evans, B McKenzie

Fletcher Property Investments UK LimitedS Evans, B McKenzie

Fletcher Property LimitedC Bolt (R), A Clarke, B McKenzie

Fletcher Residential LimitedC Bolt (R), B McKenzie, S Evans

Fletcher Steel LimitedC Bolt (R), H McBeath, B McKenzie

Forman Building Systems LimitedC Bolt (R), B McEwen, B McKenzie

Gatic Pty LimitedB McKenzie, N Sumich

Geoff Brown Building Supplies Limited (75%)G Brown (R), B McEwen

Geraldton Independant Building Supplies Pty LimitedJ Burgess, B McKenzie

Graeme Joy Building Supplies LimitedB McEwen

Higgins Contractors LimitedC Bolt (R), B McKenzie, P Reidy

Higgins Group Holdings LimitedC Bolt (R), B McKenzie, P Reidy

Iplex Pipelines Australia Pty LimitedB McKenzie, N Sumich, F Hopkins (A) (R)

Iplex Pipelines NZ LimitedC Bolt (R), H McBeath, B McKenzie

Iplex Properties Pty. LimitedB McKenzie, N Sumich

Jeffcoats Building Supplies Ltd (68%)R Jeffcoat, B McEwen

Kemsley Fields Limited (56.8%)S Evans, R Peachey

Kenna Building Supplies LimitedB McEwen

Key Plastics Pty. Ltd.B McKenzie, N Sumich, F Hopkins (A) (R)

Kimura Building Supplies (2016) Limited J Kimura (R), B McEwen

Kingston Bridge Engineering Pty LtdB McKenzie, N Sumich, F Hopkins (A) (R)

Kinsey Kydd Building Supplies Limited (75%)S Kinsey, B McEwen

Koning Building Supplies LimitedB McEwen

Koyana Rocla Pipes LimitedM Kotnis, G Sharma, C Shiralkar, A Mahesh

Kusabs Building Supplies Limited (75%)G Kusabs, B McEwen

Laminates Holdings Pty LimitedJ Burgess, B McKenzie

Laminex Group Pty LimitedJ Burgess, B McKenzie, J Nicolazzo (A) (R)

Laminex Overseas Holdings Pty LimitedM Brodie, D Le Quesne (R), N Sekul

Laminex US Holdings Pty LimitedM Brodie, D Le Quesne (R), N Sekul

Fletcher Building Limited Annual Report 2020121

CompanyDirectors
Leary Building Supplies Limited (75%)B Leary, B McEwen

Macready Building Supplies Limited (75%) J Macready, B McEwen

Matt Orr Building Supplies Limited (75%)B McEwen, M Orr

McGill Building Supplies Limited (75%)B McEwen, J McGill

McInnes Building Supplies Limited (75%)B McEwen, G McInnes

Mico New Zealand LimitedC Bolt (R), B McEwen, B McKenzie

Milnes Holdings LimitedM Brodie, B McKenzie

Moire Road General Partner Limited (51%)A Crocker, S Evans, S Rapson, D Schwartfeger (R)

Morinda Australia Pty LimitedB McKenzie, A Wilson (R), T Broxham, J Chan (A) (R)

New Zealand Ceiling & Drywall Supplies Limited (90%)C Bolt (R), D Thomas

Northern Iron and Brass Foundry Pty. Ltd.B McKenzie, N Sumich, F Hopkins (A) (R)

Oliveri Solutions Pty LimitedT Broxham (R), B McKenzie, SL Naish, P Dudney (A) (R)

Paul Robinson Building Supplies Limited (75%)B McEwen, P Robinson

Pavement Technology LimitedC Bolt (R), B McKenzie, P Reidy

Penny Engineering LimitedC Bolt (R), B McKenzie, P Reidy

Penrose Retirement Nominees LimitedJ Chapman, M Farrell, J McDonald, H McKenzie, C Munkowits, G Niccol

PlaceMakers LimitedC Bolt (R), B McEwen, B McKenzie

PlaceMakers Supply, Fix & Install Limited (75%)G Close, B McEwen

Polymer Fusion Education Pty LtdB McKenzie, N Sumich

Raylight Aluminium Limited (87.5%)G Close, B McEwen

Reece Building Supplies Limited (75%)B McEwen, J Reece

Rocla Australia Pty LimitedC Bolt (R), M Brodie, B McKenzie

Rocla Concrete Pipes Pty LimitedC Bolt (R), M Brodie, B McKenzie

Rocla Industries Pty LimitedM Brodie, D Le Quesne (R), N Sekul

Rocla Pty LimitedC Bolt (R), B McKenzie, N Sumich, F Hopkins (A) (R)

Rocla Vic Pty LimitedM Brodie, D Le Quesne (R), N Sekul

S Cubed Pty LimitedB McKenzie, A Wilson (R), T Broxham, J Chan (A) (R)

Selwyn Quarries LimitedC Bolt (R), I Jones, B McKenzie

Shed Boss NZ LimitedC Bolt (R), D Fradgley, B McKenzie

Southbound Building Supplies Limited (75%)B McEwen, A Rance

Stanley Building Supplies Limited (75%)B McEwen, B Stanley-Joblin

Steven Marshall Building Supplies Limited (65%)S Marshall (R), B McEwen

Stickland Building Supplies LimitedB McEwen

Stramit Corporation Pty LimitedB McKenzie, A Wilson (R), T Broxham, J Chan (A) (R)

Sullivan & Armstrong Building Supplies LimitedB McEwen

Tasman Australia Pty LimitedM Brodie, D Le Quesne (R), N Sekul

Tasman Building Products Pty LimitedM Brodie, D Le Quesne (R), N Sekul

Tasman Insulation New Zealand LimitedC Bolt (R), H McBeath, B McKenzie

Tasman Sinkware North America, Inc.C Bolt (R), M Brodie

TBP Group Pty LimitedM Brodie, D Le Quesne (R), N Sekul

Terrace Insurances (PCC) LimitedC Bolt (R), K Carten, M Eades, B McKenzie, T Williams

The Fletcher Construction Company

(Fanshawe Street) Limited

C Bolt (R), B McKenzie, P Reidy

The Fletcher Construction Company

Cook Islands Limited

B Leach, B McKenzie, P Reidy

The Fletcher Construction Company Limited - NZC Bolt (R), B McKenzie, P Reidy

The Fletcher Construction Company Limited

(Samoa Branch)

C Bolt (R), B McKenzie, P Reidy

Statutory Disclosures (Continued)

Fletcher Building Limited Annual Report 2020122

As at 30 June 2020, Fletcher Building held an indirect ownership interest in the following associates and joint ventures.
CompanyOwnership

Altera Apartments General Partner Limited50%

Altus NZ Limited50%

Bellus Apartments General Partner Limited50%

Byfords Readi-Mix Limited50%

Cromwell Certified Concrete Limited50%

Greenraft Limited33.33%

Hexion Australia Pty Limited50%

Illico Apartments General Partner Limited50%

Interpipe Holdings Limited50%

JFC Pumps Limited50%

CompanyOwnership

Kaipara Water Transport Limited25%

NX2 Hold GP Limited13.40%

Oamaru Shingle Supplies Limited33.33%

P2W Services Limited50%

Rangitikei Aggregates Supplies Limited50%

Rodney Aggregates Supplies Limited50%

Saltus Apartments General Partner Limited50%

South Pacific Cement Limited14.85%

Verto Apartments General Partner Limited50%

Wespine Industries Pty Limited50%

CompanyDirectors

The Fletcher Organisation (Vanuatu) LimitedB Leach, Diract Ltd, Lotim Ltd

The Fletcher Trust and Investment Company LimitedC Bolt (R), B McKenzie, P Reidy

Thomas Street Pty LimitedC Bolt (R), M Brodie, B McKenzie

Tradelink Pty LtdT Broxham (R), B McKenzie. SL Naish, P Dudney (A) (R)

Winstone Wallboards LimitedC Bolt (R), H McBeath, B McKenzie, D Thomas

Young Building Supplies Limited (75%)B McEwen, C Young (R)

Fletcher Building Limited Annual Report 2020123

Corporate Directory
BOARD OF DIRECTORS

Bruce Hassall (Chair)

Martin Brydon

Barbara Chapman

Peter Crowley

Rob McDonald

Doug McKay

Cathy Quinn

EXECUTIVE TEAM

Ross Taylor

Chief Executive Officer

Bevan McKenzie

Chief Financial Officer

Andrew Clarke

Group General Counsel and Company

Secretary

Daniel Beecham

Chief Information Officer

Claire Carroll

Chief People and Communications Officer

Wendi Croft

Chief Health and Safety Officer

Steve Evans

Chief Executive Residential

and Development

Dean Fradgley

Chief Executive Australia

Ian Jones

Chief Executive Concrete

Hamish McBeath

Chief Executive Building Products

Bruce McEwen

Chief Executive Distribution

Peter Reidy

Chief Executive Construction

REGISTERED OFFICE

New Zealand

Fletcher Building Limited

810 Great South Road, Penrose

Auckland 1061, New Zealand

Private Bag 92114

Auckland 1142, New Zealand

Phone: +64 9 525 9000

Email: fbcomms@fbu.com

Web: www.fletcherbuilding.com

Australia

Level 4, 68 Waterloo Road

Macquarie Park, NSW 2113, Australia

Locked Bag 3501

North Ryde BC, NSW 1670, Australia

Phone: +61 2 8986 0900

AUDITOR

EY

PO Box 2146

Auckland 1140, New Zealand

SOLICITOR

Bell Gully

PO Box 4199

Auckland 1140, New Zealand

INVESTOR RELATIONS ENQUIRIES

Aleida White

Head of Investor Relations

Email: investor.relations@fbu.com

Phone: +64 21 155 8837

COMPANY NUMBERS

NZ Incorporation 1104175

NZBN 9429037065836

ARBN 096 046 936

REGISTRY

Computershare Investor Services Limited

(Computershare) looks after our share

register and is your first point of contact

for any queries regarding your investment

in Fletcher Building. You can view your

investment portfolio, elect to enrol in our

Dividend Reinvestment Plan, indicate your

preference for electronic communications,

supply your email address, change your

details or update your payment instructions

relating to Fletcher Building at any time by

visiting the Computershare Investor Centre

at www.investorcentre.com/nz.

New Zealand

Computershare Investor Services Limited

Private Bag 92119

Auckland 1142, New Zealand

Level 2, 159 Hurstmere Road,

Takapuna, Auckland 0622, New Zealand

Phone: +64 9 488 8777

Email: enquiry@computershare.co.nz

Web: www.computershare.com/nz

Australia

Computershare Investor Services Pty Limited

GPO Box 3329

Melbourne, VIC 3001, Australia

Yarra Falls, 452 Johnston Street

Abbotsford, VIC 3067, Australia

Phone: 1800 501 366 (within Australia)

Phone: +61 3 9415 4083 (outside Australia)

Receiving your communications

electronically

We encourage shareholders to receive

investor communications electronically

as it keeps costs down, delivery of our

communications to you is faster and it is

better for the environment. All you need to

do is log in to www.investorcentre.com/nz

and update your ‘Communication Preference’

to enable us to send all your investor

correspondence electronically where possible.

Fletcher Building Limited Annual Report 2020124

Fletcher Building Limited Annual Report 2020125

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.