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CDI 2020 Annual Report

Annual Report18 March 2021CDIReal Estate

ANNUAL REPORT 2020

Cover: Prestons Park, Christchurch
Kewa Road subdivision, Auckland

CONTENTS
Directors’ Review 2

Board of Directors 3

Corporate Governance 4

Trend Statement & Financial Summary 10

Financial Statements 11

Independent Auditor's Report 30

Regulatory Disclosures 33

Statutory Information 35

Subdivision Location Map 40

Corporate Directory 41

The Directors of CDL Investments New Zealand Limited are pleased

to present the Annual Report of the Company for the year ended

31 December 2020.

Signed for and on behalf of the Board of Directors:


Colin Sim BK Chiu

Chairman Managing Director

19 March 2021

This booklet is printed using

vegetable inks on certified

forest paper.

2 | CDL Investments New Zealand Limited
DIRECTORS' REVIEW

FINANCIAL PERFORMANCE

CDL Investments New Zealand Limited (“CDI”) is pleased to report that after an extraordinary year, the company recorded a profit after tax of

$30.1 million (2019: $34.1 million) in 2020, which is a very creditable result under challenging circumstances.

Reflecting the fact that the company was able to trade during lockdown and also reflecting active demand in all regions during the year, CDI’s

property sales & other income totaled $88.8 million (2019: $91.8 million). Profit before tax was $41.8 million (2019: $47.4 million).

At 31 December 2020, CDI’s shareholders’ funds increased to $257.1 million (2019: $235.5 million) and total assets also increased to $265.0

million (2019: $240.7 million). Net tangible asset per share (at book value) was 91.7 cents (2019: 84.5 cents).

PROPERTY PORTFOLIO

Our Dominion Road (Papakura, South Auckland) and Kewa Road (North Shore, Auckland) subdivisions both sold well and further stages

commenced development in 2020. Demand was high and we expect that the new additional stages will sell quickly in 2021.

Sales at Prestons Park (Christchurch) were also very positive and we recorded additional sales at Magellan Heights (Hamilton)

and Northwood (Hastings).

During 2020, CDI acquired a total of 1.4 hectares of land in the Hawkes Bay region. Additional acquisitions are being considered in 2021 to

ensure that the company has sufficient development stock in areas where we forecast demand to remain high and which can be developed

and sold over the short to medium term.

The five unit Commercial Centre located at Stonebrook (Rolleston, Selwyn District) is complete and the first lease agreements were signed in Q4 2020

with the tenants commencing their operations during Q1 2021. Construction of the fifteen unit Commercial Centre at Prestons Park, Christchurch has

commenced with Block 1 (five units) scheduled to be completed in July 2021 and Block 2 (ten units) due to be completed in December 2021.

In addition, the company has entered into an agreement for a Design Build and Lease development at one of its commercially-zoned sites

in Wiri, Auckland. This is a very positive step for CDI’s diversification strategy and construction of the warehouse/ office is scheduled to

commence in February 2021.

CDI did not apply for assistance from the government Wage Subsidy programme.

As at 31 December 2020, the independent market value of CDI’s property holdings was $292.8 million (2019: $315.6 million). At cost, the

portfolio was valued at $164.8 million (2019:$182.7 million) in line with CDI’s accounting policies.

DIVIDEND ANNOUNCEMENT

The Board has resolved to maintain its fully imputed ordinary dividend at 3.5 cents per share payable on 14 May 2021. The amount reflects the

profit result achieved in 2020 but will also allow the company to retain earnings to acquire additional land during the course of this year.

The record date will be 30 April 2021. The Dividend Reinvestment Plan will apply to this dividend.

SUMMARY AND OUTLOOK

Shareholders should be pleased that CDI was able to achieve a result in 2020 which mirrored 2019 especially in a year which, to put it mildly,

was discombobulating. CDI with its geographically diverse portfolio of residential sections in Auckland, Hamilton and Christchurch benefitted

from unusually positive market conditions. While these conditions remain evident, the company is optimistic that 2021 will also see a solid

level of sales across New Zealand for residential sections. New stages will be developed and brought to market to meet this demand including

sections in Kewa Road and Dominion Road in Auckland, and Prestons Park in Christchurch.

Over the past seven years, we have selectively acquired 154.5 hectares of land for our core business of residential development. These

acquisitions will continue as more identified opportunities become available and announcements made in due course. In the past three years,

we have also embarked on strategies to diversify our development programme and revenue stream and we will continue with this where we

believe this is suitable and will deliver additional value to shareholders.

The Board is confident that the acquisitions made and those to be made in 2021 will ensure that the Company is able to secure a sufficient

pipeline of development land to maintain CDI’s future profitable operations.

On behalf of the Board, I thank our staff for their extraordinary work in an extraordinary year.


Colin Sim

Chairman

CDL Investments New Zealand Limited | 3

COLIN SIM

(Chairman & Non-Executive Director)

Mr Sim is the executive chairman of the East Quarter Group of companies (East Quarter Hurstville, EQ Projects and EQ Constructions) (EQ)

in Australia. EQ is currently involved in the development and construction of residential units across New South Wales. Mr Sim is also an

executive director of Waterbrook Lifestyle Resorts (Waterbrook); an award-winning creator, developer and operator or luxury resort lifestyles

for retirees. Mr Sim has strong analytical skills and extensive experience in construction and property development/investment in Australia.

He studied Mechanical Engineering in London and has lived in Sydney, Australia for the last 40 years.

Mr. Sim was elected as a director at the 2018 annual meeting of shareholders.

B K CHIU

(Managing Director / Member of the Audit Committee)

Mr Chiu is also the Managing Director of Millennium & Copthorne New Zealand Limited. Prior to joining the company, Mr. Chiu was Regional

Vice - President and Managing Director, Asia of Merisant Company. He holds a Masters degree in agricultural economics and marketing from

Massey University, Palmerston North.

Mr. Chiu was last elected as a director at the 2018 annual meeting of shareholders.

ROY AUSTIN

(Independent Non-Executive Director / Chairman of the Audit Committee)

Mr. Austin has been a principal at Northington Partners, a private investment bank and is currently a Consultant to that firm. He has

extensive investment banking experience across a wide range of industries covering mergers, acquisitions, divestments, capital raising and

IP commercialisation. His practical experience also includes participation in local and international manufacturing, marketing and European

and New Zealand based private equity funds. In 2017 he was awarded a Companion of the New Zealand Order of Merit. He is a Chartered

Accountant and a member of the New Zealand Institute of Directors and CAANZ (Chartered Accountants Australia & New Zealand).

Mr. Austin was last elected as a director at the 2020 annual meeting of shareholders.

JOHN HENDERSON

(Independent Non-Executive Director / Member of the Audit Committee)

Mr. Henderson is currently the Managing Director of John Henderson Resources Limited and an Independent Director of Te Hoiere Asset

Holding Company Limited, Maara Moana Limited and Ding Bay Limited. In 2015, he was appointed by NZ Department of Conservation to

the Waipu Cove Reserve Board and was elected Board Chair. Previously, Mr. Henderson had a 28 year career with the Starwood Hotels and

Resorts Group holding various senior corporate management positions across Asia Pacific, Europe, and North America.

Mr. Henderson was last elected as a director at the 2019 annual meeting of shareholders.

EIK SHENG KWEK

(Non-Executive Director)

Mr. Kwek is currently the Group Chief Strategy Officer of City Developments Limited (“CDL”) and has been in that role since 2018. Mr. Kwek

joined CDL in 2009, covering Business Development for overseas projects before being appointed as Head of Corporate Development. He

assumed his role as Chief Strategy Officer in 2014 and was additionally appointed Head, Asset Management in April 2016. Prior to joining

CDL, he was with the Hong Leong Group of companies in Singapore specialising in corporate finance roles since 2006.

He is also Executive Director of Millennium & Copthorne Hotels Limited, previously listed on the London Stock Exchange as Millennium

& Copthorne Hotels plc. He holds a Bachelor of Engineering in Electrical and Electronics Engineering from Imperial College of Science,

Technology and Medicine and a Master of Philosophy in Finance from Judge Business School, Cambridge University.

Mr. Kwek was appointed to the Board on 1 January 2020 and was elected as a director at the 2020 annual meeting of shareholders.

VINCENT YEO

(Non-Executive Director)

Mr. Yeo is Chief Executive Officer and Executive Director of M&C REIT Management Limited. From 1993 to 1998, he was Managing Director

of CDL Hotels New Zealand Limited (now Millennium & Copthorne Hotels New Zealand Limited) and CDL Investments New Zealand Limited.

He previously also served as an Executive Director of Millennium & Copthorne Hotels plc in London and President, Millennium & Copthorne

Hotels Asia Pacific Region.

Mr. Yeo was last elected as a director at the 2020 annual meeting of shareholders.

BOARD OF DIRECTORS

4 | CDL Investments New Zealand Limited
All of CDI’s employees are expected to act in the best interests

of CDI and to enhance the reputation of the company. CDI also

has a number of operational policies which must be followed

by employees and the CDI Code of Conduct forms part of each

employee’s employment agreement.

CDI also believes in fair dealing with its customers and suppliers,

shareholders, employees and other stakeholders and external

third parties.

CDI revised its Share Trading Policy in 2018 which applies to

Directors and Officers. It also has a global Whistleblowing

Policy which extends to all management and employees. The

Whistleblowing Policy facilitates the disclosure and impartial

investigation of any serious wrongdoing. This policy advises

employees of their right to disclose serious wrongdoing, and

sets out the Company’s internal procedures for receiving and

dealing with such disclosures. The policy is consistent with, and

facilitates, the Protected Disclosures Act 2000 and is supported

by the Board.

BOARD COMPOSITION AND PERFORMANCE

(PRINCIPLE 2)

To ensure an effective Board, there should be a

balance of independence, skills, knowledge, experience

and perspectives.

CDI’s Board has responsibility, control and oversight of the

business activities, strategic direction and the governance of

CDI and its subsidiary companies. It looks at how the company

is operating, how risk and compliance are managed, approving

financial and other reports and capital expenditure and reporting

to CDI’s shareholders. The Board approves CDI’s budgets and

business plans as well as significant projects and has statutory

obligations for other matters such as the payments of dividends

and the issue of shares. The Board is accountable to CDI’s

shareholders for the company’s performance.

Certain powers are delegated to Board Committees and

Subcommittees. The role of the Committees is detailed under

Principle 3.

Day-to-day management is delegated to the Managing Director

and senior management. The levels of authority are approved by

way of a Delegated Authorities Manual which is reviewed by the

Audit Committee and ultimately approved by the Board.

Appointments to the Board are considered by the Board and

the Board takes into account the skills required to allow it to

carry out its functions and governance role. The Board does not

impose a restriction on the tenure of any Director as it considers

that such a restriction may lead to the loss of experience and

expertise from the Board.

CDI’s Constitution specifies a minimum number of three

directors and a maximum number of nine directors at any

one time. Two directors must ordinarily be living in New

Zealand. In line with the NZX Main Board Listing Rules, CDI

CDL Investments New Zealand Limited is committed to maintaining

strong corporate governance in line with best practice at all times. Its

corporate governance framework, set out below, complies materially

with the NZX Corporate Governance Code (“the NZX Code”) as well

as the Financial Markets Authority Corporate Governance Principles

and Guidelines (the FMA Principles).

ETHICAL BEHAVIOUR

(PRINCIPLE 1)

Directors should set high standards of ethical behaviour, model

this behaviour and hold Management accountable for these

standards being followed throughout the organisation.

All of CDI’s directors are bound by the Board’s Code of Ethics which

is as follows:

• Directors shall undertake their duties with due care and

diligence at all times and will conduct themselves honestly and

with integrity. Directors shall not do anything, or cause anything

to be done, which may or does brings CDI or the Board into

disrepute.

• All Directors must act in the best interests of the company and

exercise independent and unfettered judgement. All Directors

must carry out their duties with integrity and honesty and

participate in open and constructive discussions.

• To the best of their ability, Directors will use reasonable

endeavours to ensure that CDI’s records and documents

(including its financial reports) are true and complete and

comply with the requisite reporting standards and controls.

• So that the Board may determine a Director’s independence

and to ensure that there are no conflicts of interest, all

Directors shall disclose all relevant business and / or personal

interests they may have to the Board forthwith as well as any

relationships they may have with CDI.

• All Directors shall ensure that they do not support any

organisation other than in a personal capacity without the prior

written approval of the Chairman.

• Directors shall not accept any gifts or personal benefits

from external parties if it could be perceived that this could

compromise or influence any decision by the Board or by CDI.

• All Directors shall maintain and protect the confidentiality of

all information about CDI at all times except where disclosure is

permitted or required by law.

• All Directors shall ensure that they do not use company

information and / or property for personal gain or profit.

All Directors shall use and / or retain Company information

and property only for business purposes in their capacity as

Directors of CDI or to meet legal obligations.

• All Directors shall comply with the laws and regulations that

apply to CDI;

• All Directors shall immediately report any illegal or unethical

behaviour of which they become aware to the Chairman of the

Board and to the Chairman of the Audit Committee.

CORPORATE GOVERNANCE

CDL Investments New Zealand Limited | 5

OUR FRAMEWORK FOR EMBRACING DIVERSITY:

a) Talent Recruitment & Selection Process

- All positions at CDLI are to be filled on the basis of merit

and qualifications.

- We recognise the importance of having a diverse

workforce and thus encouraging people from all

backgrounds to apply to work with our team

b) Learning & Development

- CDLI seeks to develop our employees and to hone their

technical, management and leadership skills.

- Management staff will receive training around Diversity

and EEO awareness .

REVIEW OF POLICY

The company will:

- undertake periodic reviews of its Diversity Policy and its

deliverables;

- obtain diversity metrics from other organisations and

compare them with sector and best practice guidelines;

and

- produce a report on diversity for CDI’s Board and Senior

Management annually.

The Board is in the process of determining its targets for promoting

diversity and is currently aiming for female board representation to

be at least 20% of the Board by 2023.

In terms of CDI’s permanent staff, 50% are male and 50% are female.

BOARD COMMITTEES

(PRINCIPLE 3)

The Board should use committees where this will enhance

its effectiveness in key areas while still retaining board

responsibility.

Committees help the Board in carrying out its responsibilities

and CDI currently has one standing committee being its Audit

Committee which is comprised solely of Independent Directors. The

current members of the Audit Committee are Roy Austin (Chair),

John Henderson and BK Chiu. Senior management attend only by

invitation.

The table below reports attendance of the Audit Committee members

during 2020:

DIRECTOR MEETINGS ATTENDED

Roy Austin (Chair) 3/3

John Henderson 3/3

BK Chiu 3/3

The Board also forms subcommittees as and when required.

The Audit Committee recently reviewed and revised its charter

which will be published shortly. The charter outlines the Committee’s

membership, role and responsibilities which include receiving reports

from the internal and external auditors, make recommendations

CORPORATE GOVERNANCE – continued

is required to have at least two Independent Directors. Currently,

CDI has determined that its Chair Colin Sim and Messrs. Austin

and Henderson are Independent Directors as none of them have

a Disqualifying Relationship (as that term is defined in the

NZX Main Board Listing Rules) or Substantial Product Holders.

Messrs Chiu, Kwek and Yeo are not considered by the Board to be

Independent Directors.

Board meetings are generally held quarterly with additional

meetings convened when required. The table below details directors’

attendances during 2020.

DIRECTOR MEETINGS ATTENDED

Colin Sim 3/3

BK Chiu 3/3

Roy Austin 3/3

John Henderson 3/3

Kian Seng Tan* 3/3

Vincent Yeo 3/3

* Mr. ES Kwek was appointed from 1 January 2020.

In 2018, the Board devised its own Skills Matrix to demonstrate the

skills, experience and diversity of its Board.

SKILL / ATTRIBUTE RELEVANT DIRECTOR

Sales, marketing and brand experience Chiu, Yeo

Governance experience Austin, Chiu, Henderson,

Kwek, Sim, Yeo

Large enterprise / Multinational business Chiu, Henderson,

or leadership experience Kwek, Sim, Yeo

Accounting / Finance / Tax experience Austin, Kwek

Business strategy experience Austin, Chiu, Henderson,

Kwek, Sim, Tan, Yeo

Property development / Chiu, Kwek, Sim, Yeo

management experience

The Board encourages all directors to undertake their own continuous

education so that they can perform their duties as directors and

provide maximum benefit to the Board and to shareholders.

In 2018, CDLI adopted a Diversity Policy with the following principles:

• We encourage diversity and inclusion in the workplace, not

just because it is best practice, but also because it makes good

business sense.

• We create a working environment free of harassment,

victimisation and unlawful discrimination and have a

whistleblowing policy in place. We promote dignity and respect

for all employees where individual differences and their

contributions are recognised and valued.

• These principles apply to our own staff, suppliers and

stakeholders and we aim to apply them in our local communities

as well.

6 | CDL Investments New Zealand Limited
about the audit services, oversee those audit services and reviewing

and recommending the Company’s financial statements (half-year

and full year) and corporate governance policies.

CDI formed a Nominations Committee of the Board comprising

Messrs. Austin and Chiu in 2020. The Committee has been

considering possible nominations for a new appointment to

the Board.

CDI does not currently have a Remuneration Committee. The Board

as a whole deals with the issues that would normally be dealt with

by these committees and conducts periodic reviews of its fees and

the remuneration of the Managing Director and senior management.

Vacancies and appointments to the Board are considered by the

Board as a whole. For those reasons, CDI does not consider it

necessary to form and maintain either Committee at this time.

The Board has not established a protocol which sets out procedures

to be followed in the event of a takeover offer being received by

the Company. This is because the Board considers that receipt of

a takeover offer to be a very unlikely event in light of CDL Hotels

Holdings New Zealand Limited’s long-term majority shareholding

in the Company. CDI is also the owner of property assets including

“sensitive land” (as defined under the Overseas Investment Act 2015)

which, if the subject of an overseas takeover offer, would require

regulatory and / or government approvals for their acquisition.

CDI’s Board believes that the Company would have sufficient time

to adopt protocols and procedures necessary to respond to any such

offer when received and to communicate those to shareholders. CDI’s

Board therefore believes that it is reasonable and appropriate for the

Company not to follow Recommendation 3.6 of the new Code at this

time but agrees with the principles behind Recommendation 3.6.

REPORTING & DISCLOSURE

(PRINCIPLE 4)

The Board should demand integrity in financial and

non-financial reporting and in the timeliness and balance

of corporate disclosures.

As an NZX-listed entity, CDI recognises the need to ensure that it

is fully compliant in terms of reporting and disclosure and has in

place a Continuous Disclosure Policy (CDP) which applies to CDI,

its subsidiaries (“Group”), and all their respective directors and

employees. The Board has appointed the Chairman, the Chairman

of the Audit Committee, the Managing Director, the Company

Secretary and the Vice President Finance to act as CDI’s Continuous

Disclosure Committee (the Disclosure Committee). A quorum of

the Disclosure Committee shall consist of no less than three (3) of

these persons.

The Disclosure Committee is responsible for:

• Determining what information amounts to material information

and must be disclosed;

• Determining the timing of disclosure of any information in

accordance with the CDP;

• Approving the content of any disclosure to NZX (including

matters not directly covered by the CDP);

• Ensuring that all employees and directors within the Group

whom the Committee considers appropriate receive a copy of

the CDP and appropriate training with respect to it;

• Developing mechanisms designed to identify potential material

information (e.g. agenda item on management meetings); and

• Liaising with legal advisers in respect of CDI’s compliance with

its continuous disclosure obligations.

The key points from the CDP are:

• No person may release material information concerning CDI

to any person who is not authorised to receive it without the

approval of the Disclosure Committee.

• The Board will consider at each Board meeting whether there

is any information that may require disclosure in accordance

with the CDP, and will note any disclosures made subsequent to

the prior meeting. Any employee or director of CDI must inform

a member of the Disclosure Committee as soon as practicable

after that person becomes aware of any material information.

• The CDP includes a list of incidents which should be disclosed

to a member of the Disclosure Committee. The Disclosure

Committee must confer, decide whether disclosure is required,

and coordinate disclosure of any material information in a form

specified by the Listing Rules as soon as practicable after it

becomes aware of the existence of material information, unless

it determines:

a) a reasonable person would not expect the information to be

disclosed; and

b) the information is confidential and its confidentiality is

maintained; and

c) one or more of the following applies:

i) it would breach the law to disclose the information; or

ii) the information concerns an incomplete proposal or

negotiation; or

iii) the information comprises matters of supposition or is

insufficiently definite to warrant disclosure; or

iv) the information is generated for internal management

purposes of CDI or its subsidiaries; or

v) the information is a trade secret.

The Disclosure Committee will ensure that all Board members, not

already aware of the information, are promptly provided with it.

• The Disclosure Committee is responsible for CDI’s obligations

under the Listing Rules to release material information to NZX

to the extent necessary to prevent development or subsistence

of a market for its listed securities which is materially influenced

by false or misleading information emanating from the issuer

or any associated person of the issuer; or other persons in

circumstances in each case which would give such information

substantial credibility.

CORPORATE GOVERNANCE – continued

CDL Investments New Zealand Limited | 7

RISK MANAGEMENT

(PRINCIPLE 6)

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.

CDI’s Board, Audit Committee and Management Team all have a role

in identifying areas of risk and understanding their impact on the

Company as well as how these areas are to be mitigated.

CDI’s Management Team is responsible for the day-to-day

identification, assessment and management of risks applicable to

the Company as well as the implementation of appropriate controls,

processes and policies to manage such risks. Management also

ensures that there are training programmes in place to identify,

mitigate or eliminate hazards and risks in the workplace.

The Audit Committee’s role is to review and report to the Board on

the adequacy of Management’s oversight and implementation of

risks with particular regard to financial and operational risks. The

Audit Committee also has oversight of the Company’s Internal Audit

function and reviews internal audit reports as part of its duties.

The Board is ultimately responsible for the oversight and

implementation of the Company’s responses to risk management.

CDI’s Board has identified four main risks areas being Market,

Operational, Financial and Global Risks. Market Risks may arise

through changes in demand from customers, competitor pricing

development trends and external events. Operational Risks may

arise from changes to the regulatory environment such as district

or local plan changes, health and safety issues, material changes

to CDI’s subdivisions and development plans or strategy, overseas

investment legislation, key personnel changes and other such events.

Financial Risks may arise where earnings or cashflow change or are

affected in some way due to adverse customer demand or other

market conditions or events within or outside CDI’s control. Global

Risks refer to situations like a global catastrophe, natural disaster or

crisis event which is beyond CDI’s control but have an impact on its

earnings and / or operations.

CDI has a series of internal controls in place covering such areas

as financial monitoring and reporting, human resources and risk

management. The primary responsibility for monitoring and reporting

against internal controls and remedying any deficiencies lies with

Management.

CDI also keeps current insurances appropriate to its business with

reputable global insurers.

• All employees of CDI, as soon as practicable after becoming

aware of a rumour or speculation that is “generally available

to the market”, must disclose the existence of that rumour or

speculation to a member of the Disclosure Committee.

• The Disclosure Committee is also responsible for co-ordinating

CDI’s responses to leaks and inadvertent disclosures. Even in

the event that leaked or inadvertently disclosed information is

not price sensitive, the Disclosure Committee should consider

whether the information should be released to NZX via its

market announcement platform in order to provide investors

with equal access.

• All external communications by CDI must comply with the

CDP, any media policy and the Company’s rules with respect

to confidential information. No material information is to be

disclosed to such persons before it is released to NZX.

• Slides and presentations used in briefings should be released to

NZX for immediate release to the market.

Prior to approval and release of CDI’s half year and full year results,

the Vice President Finance and Company Secretary are required to

provide a letter of representation to the Board (or its nominated

subcommittee) that the financial statements have been prepared

in accordance with generally accepted accounting practice and are

correct in all material respects.

Copies of annual reports and key corporate governance documents and

policies are available at https://cdlinvestments.co.nz/corporate_profile/.

REMUNERATION

(PRINCIPLE 5)

The remuneration of directors and executives should be

transparent, fair and reasonable.

The total pool for Directors’ Fees is capped at $180,000 and was

last approved by shareholders in 1996. All non-executive directors

receive a base fee of NZ$30,000 per annum. The Chair of the Audit

Committee receives a further NZ$5,000 per annum. Executive

Directors do not receive Directors’ or Committee fees.

Employee (including the Managing Director and senior management)

remuneration is made up of two primary components being a fixed

component and a short term incentive. Remuneration is determined

with reference to market information as well as the responsibilities

of the position, experience and overall performance. Short term

incentives are designed to reward high performing employees with

appropriate incentives which are measured on key performance

indicators which are reviewed and monitored regularly and company

performance. The Company reserves the right to suspend or adjust

incentives if targets are not met. CDI does not currently have an

employee share plan or a long term incentive scheme.

CORPORATE GOVERNANCE – continued

8 | CDL Investments New Zealand Limited
AUDITORS

(PRINCIPLE 7)

The Board should ensure the quality and independence of the

external audit process.

External Audit plays a critical role in ensuring the integrity of

financial reporting. The role of the external auditor is to plan and

carry out an audit of CDI’s annual financial reports and review the

half-yearly reports. The Audit Committee reviews the performance

and independence of the external auditors.

CDI has in place an External Auditor Independence Policy which deals

with the provision of services by the CDI’s external auditors, auditor

rotation and the relationships between the external auditor and the

Company. The policy states that:

The Audit Committee shall only recommend to the Board a firm to be

external auditor if that firm:

• would be regarded by a reasonable investor, with full knowledge

of all relevant facts and circumstances, as capable of exercising

objective and impartial judgment on all issues encompassed

within the auditor’s engagement;

• audit partners are members of Chartered Accountants Australia

New Zealand (CAANZ);

• has not, within two years prior to the commencement of the

audit, had as a member of its audit engagement team CDI’s

Managing Director, Vice President Finance, Group Accounting

Manager, or any member of the Company’s Management who

acts in a financial oversight role.

• does not allow the direct compensation of its audit partners for

selling non-audit services to CDI.

The general principles to be applied in assessing non-audit services

are as follows:

a) the external auditor should not have any involvement in the

production of financial information or preparation of financial

statements such that they might be perceived as auditing their own

work. This includes the provision of bookkeeping and payroll services

as well as valuation services where such valuation forms an input

into audited financial information;

b) the external auditor should not perform any function of

management, or be responsible for making management decisions;

c) the external auditor should not be responsible for the design or

implementation of financial information systems; and

d) the separation between internal audit and external audit should

be maintained.

CDI’s Audit Committee shall pre-approve all audit and related services

that are to be provided by the auditor. Aside from core external

audit services, it is appropriate for the CDI’s auditors to provide the

following services:

• due diligence (except valuations) on proposed transactions;

• review of financial information where third party verification

is required or deemed necessary (outside the normal audit

process);

• completion audits / reviews;

• financial model preparation or review;

• accounting policy advice;

• listing advice;

• accounting/technical training; and

• taxation services of an assurance nature

It is not considered appropriate for CDI’s external auditors to provide:

• book keeping services related to accounting records or financial

statements;

• tax planning and strategy services unless specifically approved

by the Audit Committee;

• appraisal / valuation services including opinions as to fairness;

• provision of payroll services;

• the design or implementation of financial information systems;

• outsourced internal audit and risk management services;

• legal services;

• management functions;

• broker / dealer / investment adviser / investment banking

services;

• advocacy for the Company;

• actuarial services; and

• assistance in the recruitment of senior management.

These prohibitions apply to all offices of the audit firm, including

overseas offices and affiliates.

The billing arrangements for services provided by CDI’s external

auditors should not include any contingent fees.

CDI’s expects that its external auditors will rigorously comply

with their own internal policies on independence and all relevant

professional guidance, including independence rules and guidance

issued by CAANZ.

The nature of services provided by CDI’s auditors and the level of

fees incurred should be reported to the Audit Committee Chairman

semi-annually (or sooner where requested) to enable the Committee

to perform its oversight role and report back to the Board. This policy

does not prescribe any particular ratio of non-audit service fees to

audit fees but the Committee shall monitor the fees and ratio.

CORPORATE GOVERNANCE – continued

CDL Investments New Zealand Limited | 9

The continued appointment of CDI’s external auditors is confirmed

annually by the Board on recommendation from the Audit

Committee.

Rotation of the lead audit partner or firm will be required every five

years. Lead audit partners who are rotated will be subject to a 2 year

cooling off period (i.e. 2 years must expire between the rotation

of an audit partner and that partner’s next engagement with the

Company).

The hiring by CDI of any former lead audit partner or audit manager

must first be approved by the Chairman of the Audit Committee.

There are no other restrictions on the hiring of other staff from the

audit firm.

KPMG are currently CDI’s external auditor and the lead external audit

engagement partner was rotated in 2018.

The Audit Committee monitors local and overseas practice on auditor

independence regularly to ensure that this policy remains consistent

with best practice and meets CDI’s requirements.

CDI’s external auditors also attend the Company’s Annual Meeting

to answer any questions from shareholders as to the audit and the

content of the Annual Report.

SHAREHOLDER RIGHTS & COMMUNICATION

(PRINCIPLE 8)

The Board should respect the rights of shareholders and foster

constructive relationships with shareholders that encourage

them to engage with the issuer.

CDI is committed to providing shareholders and stakeholders with

timely information on its activities and performance. CDI does this

through a number of channels including:

• announcements in accordance with continuous disclosure as

required under the Listing Rules;

• publication of the company’s annual and interim reports which

are sent to all shareholders; and

• encouraging shareholders to attend the Annual Meeting in May

of each year to hear the Chairman and the Managing Director

provide updates on the company’s performance, ask questions

of the Board and vote on the resolutions to be determined at

the meeting. Resolutions at shareholder meetings are usually

determined by poll where each ordinary shareholder has one

vote per share.

Relevant communications, copies of annual reports and key corporate

governance documents and policies are now available on a dedicated

webpage https://cdlinvestments.co.nz/corporate_profile/.

CORPORATE GOVERNANCE – continued

CDL INVESTMENTS NEW ZEALAND LIMITED
10 | CDL Investments New Zealand Limited

2016

2016

2016

2016

2017

2018

2020

2019

2018

2019

2020

2017

2018

2019

2020

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

Dollars ($ '000)

Group Equity

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset Backing Per Share (Before Distribution)

85,000

90,000

95,000

Dollars ($ '000)

36,000

2016

2016

2016

2016

2017

2018

2020

2019

2018

2019

2020

2017

2018

2019

2020

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

Dollars ($ '000)

Group Equity

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset Backing Per Share (Before Distribution)

85,000

90,000

95,000

Dollars ($ '000)

36,000

FINANCIAL SUMMARY

For the year ended 31 December 2020

TREND STATEMENT

For the year ended 31 December 2020

Property Sales & Other Income

Profit for the Year

Group Equity

Asset Backing Per Share (Before Distribution)

2016

2016

2016

2016

2017

2018

2020

2019

2018

2019

2020

2017

2018

2019

2020

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

Dollars ($ '000)

Group Equity

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset Backing Per Share (Before Distribution)

85,000

90,000

95,000

Dollars ($ '000)

36,000

2016

2016

2016

2016

2017

2018

2020

2019

2018

2019

2020

2017

2018

2019

2020

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

Dollars ($ '000)

Group Equity

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset Backing Per Share (Before Distribution)

85,000

90,000

95,000

Dollars ($ '000)

36,000

In thousands of dollars (unless otherwise stated) 2016 2017 2018 2019 2020

Property sales & other income 74,471 78,667 85,030 91,794 88,778

Profit before income tax 37,538 44,668 46,719 47,426 41,811

Profit for the year 27,028 32,161 33,641 34,140 30,099

Earnings per share 9.77c 11.60c 12.10c 12.26c 10.75c

Dividends per share 3.00c 3.50c 3.50c 3.50c 3.50c

Percentage of dividends per share over earnings per share 30.7% 30.2% 28.9% 28.5% 32.6%

Asset backing per share (before distributions) 58.4c 67.1c 75.7c 84.5c 91.7c

Total assets 168,277 191,706 217,614 240,700 265,005

Group equity 161,795 186,112 210,594 235,510 257,131

CDL Investments New Zealand Limited | 11

CDL INVESTMENTS NEW ZEALAND LIMITED

FINANCIAL STATEMENTS – CONTENTS

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 12

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 13

CONSOLIDATED STATEMENT OF FINANCIAL POSITION 14

CONSOLIDATED STATEMENT OF CASH FLOWS 15-16

NOTES TO THE FINANCIAL STATEMENTS 17-29

INDEPENDENT AUDITOR'S REPORT 30-32


REGULATORY DISCLOSURES 33-34

STATUTORY INFORMATION 35-39

REGULATORY DISCLOSURES & STATUTORY INFORMATION –

CONTENTS

12 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

The accompanying notes form part of, and should be read in conjunction with these financial statements.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 December 2020

GROUP

In thousands of dollars Note 2020 2019

Revenue 88,633 91,610

Cost of sales (43,290) (40,861)

Gross Profit 45,343 50,749

Other income 145 184

Administrative expenses 3, 4 (256) (240)

Property expenses (417) (384)

Selling expenses (2,541) (2,559)

Other expenses 3, 4 (1,499) (1,349)

Results from operating activities 40,775 46,401

Finance income 5 1,038 1,029

Finance costs 5 (2) (4)

Net finance income 1,036 1,025

Profit before income tax 41,811 47,426

Income tax expense 6 (11,712) (13,286)

Profit for the period 30,099 34,140

Total comprehensive income for the period 30,099 34,140

Profit attributable to:

Equity holders of the parent 30,099 34,140

Total comprehensive income for the period 30,099 34,140

Earnings per share (cents per share) 14 10.75 12.26

CDL Investments New Zealand Limited | 13

CDL INVESTMENTS NEW ZEALAND LIMITED

The accompanying notes form part of, and should be read in conjunction with these financial statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2020

GROUP

In thousands of dollars Note Share Capital Retained Earnings Total Equity

Balance at 1 January 2019 54,864 155,730 210,594

Total comprehensive income for the period

Profit for the period - 34,140 34,140

Total comprehensive income for the period - 34,140 34,140

Transactions with owners of the Company

Shares issued under dividend reinvestment plan 13 510 - 510

Dividend to shareholders 13 - (9,734) (9,734)

Supplementary dividend - (309) (309)

Foreign investment tax credits - 309 309

Balance at 31 December 2019 55,374 180,136 235,510

Balance at 1 January 2020 55,374 180,136 235,510

Total comprehensive income for the period

Profit for the period - 30,099 30,099

Total comprehensive income for the period - 30,099 30,099

Transactions with owners of the Company

Shares issued under dividend reinvestment plan 13 1,280 - 1,280

Dividend to shareholders 13 - (9,758) (9,758)

Supplementary dividend - (286) (286)

Foreign investment tax credits - 286 286

Balance at 31 December 2020 56,654 200,477 257,131

14 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31 December 2020

GROUP

In thousands of dollars Note 2020 2019

SHAREHOLDERS’ EQUITY

Issued capital 13 56,654 55,374

Retained earnings 200,477 180,136

Total Equity 257,131 235,510

Represented by:

NON CURRENT ASSETS

Property, plant and equipment 23 32

Development property 8 119,096 145,138

Investment property 9 3,325 -

Investment in associate 17 2 2

Total Non Current Assets 122,446 145,172

CURRENT ASSETS

Cash and cash equivalents 12 10,111 34,435

Short term deposits 15 86,620 19,620

Trade and other receivables 11 3,486 3,932

Development property 8 42,342 37,541

Total Current Assets 142,559 95,528

Total Assets 265,005 240,700

NON CURRENT LIABILITIES

Deferred tax liabilities 10 59 63

Lease liability 3 10

Total Non Current liabilities 62 73

CURRENT LIABILITIES

Trade and other payables 3,932 984

Employee entitlements 52 38

Income tax payable 3,821 4,081

Lease liability 7 14

Total Current Liabilities 7,812 5,117

Total Liabilities 7,874 5,190

Net Assets 257,131 235,510

For and on behalf of the Board

R AUSTIN, DIRECTOR, 17 February 2021 BK CHIU, MANAGING DIRECTOR, 17 February 2021

CDL Investments New Zealand Limited | 15

CDL INVESTMENTS NEW ZEALAND LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 31 December 2020

GROUP

In thousands of dollars Note 2020 2019

CASH FLOWS FROM OPERATING ACTIVITIES

Cash was provided from:

Receipts from customers 89,391 89,650

Interest received 871 1,225

Cash was applied to:

Payment to suppliers (21,979) (49,854)

Payment to employees (546) (527)

Deposits paid on unconditional contracts for development land - (78)

Purchase of development land (1,260) (9,060)

Income tax paid (11,690) (13,646)

Net Cash Inflow from Operating Activities 54,787 17,710

CASH FLOWS FROM INVESTING ACTIVITIES

Cash was provided from:

Short term deposits 19,620 38,620

Cash was applied to:

Development of investment property (3,325) -

Purchase of plant and equipment (6) (6)

Short term deposits (86,620) (19,620)

Net Cash Inflow/(Outflow) From Investing Activities (70,331) 18,994

CASH FLOWS FROM FINANCING ACTIVITIES

Cash was applied to:

Dividend paid (8,478) (9,224)

Principal repayment of lease liability (16) (16)

Supplementary dividend paid (286) (309)

Net Cash Outflow from Financing Activities (8,780) (9,549)

Net Increase/(Decrease) in Cash and Cash Equivalents (24,324) 27,155

Add Opening Cash and Cash Equivalents 34,435 7,280

Closing Cash and Cash Equivalents 12 10,111 34,435

The accompanying notes form part of, and should be read in conjunction with these financial statements.

16 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS – continued

For the year ended 31 December 2020

GROUP

In thousands of dollars Note 2020 2019

RECONCILIATION OF PROFIT FOR THE PERIOD TO CASH FLOWS FROM OPERATING ACTIVITIES

Net Profit after Taxation 30,099 34,140

Adjusted for non cash items:

Depreciation 1 1

Depreciation of right-of-use assets 14 14

Income tax expense 6 11,712 13,286

Adjustments for movements in working capital:

(Increase)/Decrease in receivables 446 (1,948)

Increase in development properties 21,241 (12,955)

Increase/(Decrease) in payables 2,964 (1,182)

Cash generated from operating activities 66,477 31,356

Income tax paid (11,690) (13,646)

Cash Inflow from Operating Activities 54,787 17,710

CDL Investments New Zealand Limited | 17

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2020

SIGNIFICANT ACCOUNTING POLICIES

REPORTING ENTITY

CDL Investments New Zealand Limited (the “Company”) is a company domiciled in New Zealand, registered under the Companies Act 1993 and

listed on the New Zealand Stock Exchange. The Company is a FMC Reporting Entity in terms of the Financial Markets Conduct Act 2013 and

the Financial Reporting Act 2013.

The financial statements of the Company for the year ended 31 December 2020 comprises the Company and its subsidiary (together referred to

as the “Group”).

The principal activity of the Group is the development and sale of residential land properties.

(a) Statement of compliance

The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”). They

comply with New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”) and other applicable Financial Reporting

Standards, as appropriate for Tier 1 profit-oriented entities. The financial statements also comply with International Financial Reporting

Standards (“IFRS”).

The financial statements were authorised for issuance on 17 February 2021.

(b) Basis of preparation

The financial statements are presented in New Zealand Dollars ($), which is the Company’s functional currency. All financial information

presented in New Zealand dollars has been rounded to the nearest thousand.

The financial statements have been prepared on the historical cost basis.

The preparation of financial statements in conformity with NZ IFRS requires management to make judgements, estimates and assumptions

that affect the application of company policies and reported amounts of assets and liabilities, income and expenses. Estimates and

underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the

estimate is revised and in any future period affected.

In particular, information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that

have the most significant effect on the amounts recognised in the financial statements are described in Note 2 – Accounting Estimates

and Judgements.

(c) Basis of consolidation

(i) Subsidiaries

Subsidiaries are entities controlled by the Company. The Company controls an entity when it is exposed to, or has rights to, variable

returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial

statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date

on which control ceases.

(ii) Subsidiaries

Intragroup balances and any unrealised gains and losses or income and expenses arising from intragroup transactions, are eliminated in

preparing these consolidated financial statements.

(d) Property, plant and equipment

Items of property, plant and equipment are stated at cost less accumulated depreciation. The cost of purchased property, plant 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 condition necessary for their intended service. Depreciation on assets is calculated using

the straightline method to allocate cost to their residual values over their estimated useful lives, as follows:

Plant and equipment 3 - 10 years

(e) Trade and other payables

Trade and other payables are stated at cost.

(f) Revenue

Revenue represents amounts derived from land and property sales, and is recognised when the customer obtains control of the property

and is able to direct and obtain the benefits from the property. The customer gains control of the property when the Company receives full

and final consideration for the property and the Company transfers over the Certificate of Title.

18 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

SIGNIFICANT ACCOUNTING POLICIES – continued

(g) New standards and interpretations not yet adopted

The following new standards and amendments to standards are not yet effective for the year ended 31 December 2020, and have not been

applied in preparing these consolidated financial statements:

• Onerous Contracts – Cost of Fulfilling a Contract (Amendments to NZ IAS 37)

• Interest Rate Benchmark Reform – Phase 2 (Amendments to NZ IFRS 9, IAS 39, NZ IFRS 7, NZ IFRS 4 and NZ IFRS 16)

• COVID-19 Related Rent concessions (Amendment to NZ IFRS 16)

• Property, Plant and Equipment: Proceeds before Intended Use (Amendments to NZ IAS 16)

• Reference to Conceptual Framework (Amendments to NZ IFRS 3)

• Classification of Liabilities as Current or Non-current (Amendments to NZ IAS 1)

• NZ IFRS 17 Insurance Contracts and Amendments to NZ IFRS 17 Insurance Contracts

The Group has assessed the new standards and the adoption of these standards is not expected to have a material impact on the Group’s

financial statements.

CDL Investments New Zealand Limited | 19

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

1. SEGMENT REPORTING

Operating segments

The single operating segment of the Group consists of property operations, comprising the development and sale of residential land sections.

The Group has determined that its chief operating decision maker is the Board of Directors on the basis that it is this group which determines

the allocation of resources to segments and assesses their performance.

An operating segment is a distinguishable component of the Group:

• that is engaged in business activities from which it earns revenues and incurs expenses,

• whose operating results are regularly reviewed by the Group’s chief operating decision maker to make decisions on resource

allocation to the segment and assess its performance, and

• for which discrete financial information is available.

Geographical segments

Segment revenue is based on the geographical location of the segment assets. All segment revenues are derived in New Zealand.

Segment assets are based on the geographical location of the development property. All segment assets are located in New Zealand.

The Group has no major customer representing greater than 10% of the Group’s total revenues.

2. ACCOUNTING ESTIMATES AND JUDGEMENTS

Management discussed with the Audit Committee the development, selection and disclosure of the Group’s critical accounting policies and

estimates and the application of these policies and estimates.

Key sources of estimation uncertainty

In Note 15, detailed analysis is given of the interest rate and credit risk exposure of the Group and risks in relation thereto. The Group is also

exposed to a risk of impairment to development properties should the carrying value exceed the market value due to market fluctuations in the

value of development properties. However, there is no indication of impairment as in Note 8 the carrying value of development properties is

$161,438,000 (2019: $182,679,000) while the market value determined by an independent registered valuer is $286,380,000 (2019: $315,620,000).

3. ADMINISTRATIVE AND OTHER EXPENSES

The following items of expenditure are included in administrative and other expenses: GROUP

In thousands of dollars Note 2020 2019

Auditors’ remuneration

- Audit fees 55 54

- Tax compliance & advisory fees 4 7

Depreciation 15 15

Directors’ fees 17 130 130

Rental payments 66 66

Other 939 790

Total excluding personnel expenses 1,209 1,062

20 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

4. PERSONNEL EXPENSES

The following items of expenditure are included in administrative and other expenses: GROUP

In thousands of dollars 2020 2019

Wages and salaries 480 455

Employee related expenses and benefits 64 70

Increase in liability for long-service leave 2 2

546 527

The Group’s net obligation in respect of long-term service benefits, is the amount of future benefit that employees have earned in return for

their service in the current and prior periods. The obligation is calculated using their expected remunerations and an assessment of likelihood

the liability will arise.

5. NET FINANCE INCOME

GROUP

In thousands of dollars 2020 2019

Interest income 1,038 1,029

Finance income 1,038 1,029

Interest expense (2) (4)

Finance costs (2) (4)

Net finance income 1,036 1,025

Finance income comprises interest receivable on funds invested that are recognised in the profit or loss. Interest income is recognised in profit

or loss as it accrues, using the effective interest method.

Finance costs comprises interest costs on lease liabilities that are recognised in the income statement.

6. INCOME TAX EXPENSE

Recognised in the statement of comprehensive income

In thousands of dollars GROUP

Current tax expense 2020 2019

Current year 11,711 13,289

Adjustments for prior years 5 5

11,716 13,294

Deferred tax expense


Origination and reversal of temporary differences (4) (10)

Adjustments for prior years - 2

(4) (8)

Total income tax expense in the statement of comprehensive income 11,712 13,286

CDL Investments New Zealand Limited | 21

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

6. INCOME TAX EXPENSE – continued

Reconciliation of effective tax rate

GROUP

In thousands of dollars 2020 2019

Profit before income tax 41,811 47,426

Income tax using the company tax rate of 28% (2019: 28%) 11,707 13,279

Adjusted for: Under/(over) provided in prior years 5 7

11,712 1 3,286

Effective tax rate 28% 28%

Income tax for the year comprises current and deferred tax. Income tax is recognised in profit or loss except to the extent that it relates to

items recognised directly in equity or other comprehensive income, in which case it is recognised in equity or in other comprehensive income.

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

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

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting

purposes and the amounts used for taxation purposes. The temporary differences relating to investments in subsidiaries are not provided for to

the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of

realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can

be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

7. IMPUTATION CREDITS GROUP

In thousands of dollars 2020 2019

Imputation credits available for use in subsequent reporting periods 75,946 67,765

8. DEVELOPMENT PROPERTY GROUP

In thousands of dollars 2020 2019

Expected to settle greater than one year 119,096 145,138

Expected to settle within one year 42,342 37,541

Development property 161,438 182,679

Development property is carried at the lower of cost and net realisable value. Cost includes the cost of acquisition, development, and holding

costs such as interest. Interest and other holding costs incurred after completion of development are expensed as incurred. All holding costs are

written off through profit or loss in the year incurred with the exception of interest holding costs which are capitalised during the period when

active development is taking place. No interest (2019: nil) has been capitalised during the year. Development property includes deposits paid on

unconditional contracts for development land.

The Group’s inventory of development property is reviewed at each balance date to ensure its carrying amount is recorded at the lower of

its cost and net realisable value. The net realisable value of the development property is the estimated selling price in the ordinary course of

business less the estimated costs of completion and costs necessary to make the sale. The determination of net realisable value of inventory

involves estimates taking into consideration prevailing market conditions, current prices and expected date of commencement and completion

of the project, the estimated future selling price, cost to complete projects and selling costs. An impairment loss is recognised in the income

statement to the extent that the carrying value of development property exceeds its estimated net realisable value.

The value of development property held at 31 December 2020 was determined, on an open market existing use basis, by an independent

registered valuer, DM Koomen SPINZ of Extensor Advisory Limited as $286.4 million (2019: $315.6 million). The fair value is determined to

estimate the net realisable value.

The fair value of development property as determined by the independent valuer is categorised as Level 3 based on the inputs to the valuation

methodology. The basis of the valuation is the hypothetical subdivision approach and/or block land sales comparisons to derive the residual

block land values. The major unobservable inputs that are used in the valuation model that require judgement include the individual section

prices, allowances for profit and risk, projected completion and sell down periods and interest rates during the holding period. The estimated

fair value would increase or (decrease) if: the individual section prices were higher/(lower); the allowances for profit were higher/(lower); the

allowances for risk were lower/(higher); the projected completion and sell down periods were shorter/(longer); and the interest rate during the

holding period was lower/(higher).

22 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

9. INVESTMENT PROPERTY GROUP

In thousands of dollars Freehold Land Buildings Work in Total

Progress

Cost

Balance at 1 January 2020 - - - -

Acquisitions 265 2,873 187 3,325

Balance at 31 December 2020 265 2,873 187 3,325

Depreciation and impairment losses

Balance at 1 January 2020 - - - -

Balance at 31 December 2020 - - - -

Carrying amounts

Balance at 1 January 2020 - - -

Balance at 31 December 2020 265 2,873 187 3,325

Investment properties consist of retail shops at Stonebrook in Rolleston and retail shops at Prestons Park in Christchurch. The former were

completed during December 2020 while the latter are currently under construction. The fair value of investment properties held at 31 December

2020 was determined by an independent registered valuer, DM Koomen SPINZ, of Extensor Advisory Limited as $6.43 million (2019: nil).

Investment properties are properties held either to earn rental income or capital appreciation or for both, but not for sale in the ordinary

course of business, use in the production or supply of goods and services, or for administrative purposes.

Investment properties are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is

directly attributable to the acquisition of the investment properties. Costs of self-constructed investment properties include costs of materials

and direct labour, any other costs directly attributable to bringing the investment properties to a working condition for their intended use and

capitalised borrowing costs. Gains and losses on disposal of investment properties (calculated as the difference between the net proceeds from

disposal and the carrying amounts of the investment properties) are recognised in the profit and loss.

The fair value of development property as determined by the independent valuer is categorised as Level 3 based on the inputs to the valuation

methodology. The basis of the valuation is the capitalisation of the assessed market rentals allowing for vacancies and leasing fees to derive

the fair values. The major unobservable inputs that are used in the valuation model that require judgement include the rental rate on the

individual tenancy, allowances for vacancies, estimation of leasing fees, and interest rates during the holding period. The estimated fair value

would increase or (decrease) if: the individual rental rates were higher/(lower); the allowances for vacancies were (higher)/lower; the allowances

of leasing fees were lower/(higher); and the interest rate during the holding period was lower/(higher).

10. DEFERRED TAX ASSETS AND LIABILITIES

Recognised deferred tax assets and liabilities

Deferred tax assets and liabilities are attributable to the following: GROUP

Assets Liabilities Net

In thousands of dollars 2020 2019 2020 2019 2020 2019

Development property - - (116) (118) (116) (118)

Employee benefits 50 48 - - 50 48

Trade and other payables 7 7 - - 7 7

Net tax assets/(liabilities) 57 55 (116) (118) (59) (63)

CDL Investments New Zealand Limited | 23

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

10. DEFERRED TAX ASSETS AND LIABILITIES – continued

Movement in deferred tax balances during the year GROUP

In thousands of dollars Balance 1 Jan 2019 Recognised in profit or loss Balance 31 Dec 2019

Plant and equipment (1) 1 -

Development property (126) 8 (118)

Employee benefits 56 (8) 48

Trade and other payables - 7 7

(71) 8 (63)

GROUP

In thousands of dollars Balance 1 Jan 2020 Recognised in profit or loss Balance 31 Dec 2020

Development property (118) 2 (116)

Employee benefits 48 2 50

Trade and other payables 7 - 7

(63) 4 (59)

11. TRADE AND OTHER RECEIVABLES GROUP

In thousands of dollars 2020 2019

Trade receivables 86 29

Other receivables and prepayments 3,400 3,903

Trade and other receivables 3,486 3,932

None of the trade and other receivables are impaired.

Trade and other receivables are stated at their cost less impairment losses. The Group applies the simplified approach to providing for expected

credit losses prescribed by NZ IFRS 9, which permits the use of the lifetime expected credit loss provision for all trade receivables. The allowance

for doubtful debts on trade receivables are either individually or collective assessed based on number of days overdue. The Group takes into

account the historical loss experience and incorporate forward looking information and relevant macroeconomic factors.

12. CASH AND CASH EQUIVALENTS GROUP

In thousands of dollars 2020 2019

Bank balances 6,111 3,935

Call deposits 4,000 30,500

Cash and cash equivalents 10,111 34,435

Cash and cash equivalents comprise cash balances and call deposits with an original maturity of three months or less.

24 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

13. CAPITAL AND RESERVES PARENT

Share capital 2020 2020 2019 2019

Shares ‘000s $000’s Shares ‘000s $000’s

Shares issued 1 January 278,806 55,374 278,119 54,864

Issued under dividend reinvestment plan 1,629 1,280 687 510

Total shares issued and outstanding 280,435 56,654 278,806 55,374

All shares carry equal rights and rank pari passu with regard to residual assets of the Company and do not have a par value. At 31 December

2020, the authorised share capital consisted of 280,435,135 fully paid ordinary shares (2019: 278,805,580).

Dividend Reinvestment Plan

In 1998, the Company adopted a Dividend Reinvestment Plan pursuant to which shareholders may elect to receive ordinary dividends in the

form of either cash or additional shares in the Company. The additional shares are issued at the weighted average market price for the shares

traded over the first five business days immediately following the Record Date.

Accordingly, the Company issued 1,629,555 additional shares under the Dividend Reinvestment Plan on 15 May 2020 (2019: 687,093) at a

strike price of $0.7854 per share issued (2019: $0.7422).

Dividends

The following dividends were declared and paid during the year 31 December:

PARENT

In thousands of dollars 2020 2019

3.5 cents per qualifying ordinary share (2019: 3.5 cents) 9,758 9,734

9,758 9,734


After 31 December 2020 the following dividends were declared by the directors. The dividends have not been provided for and there are

no income tax consequences. It is anticipated that a portion of the dividends declared will be paid by way of shares through the Dividend

Reinvestment Plan.

In thousands of dollars

PARENT

3.5 cents ordinary dividend per qualifying ordinary share 9,815

3.5 cents total dividend per qualifying ordinary share 9,815

CDL Investments New Zealand Limited | 25

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

14. EARNINGS PER SHARE

Basic and diluted earnings per share

The basic earnings per share and the diluted earnings per share are the same. The calculation of basic and diluted earnings per share at 31

December 2020 was based on the profit attributable to ordinary shareholders of $30,099,000 (2019: $34,140,000); and weighted average

number of ordinary shares outstanding during the year ended 31 December 2020 of 279,892,000 (2019: 278,577,000), calculated as follows:

Profit attributable to ordinary shareholders (basic & diluted) GROUP

In thousands of dollars 2020 2019

Profit for the period 30,099 34,140

Profit attributable to ordinary shareholders 30,099 34,140

Weighted average number of ordinary shares

PARENT

2020 2019

Shares ‘000s Shares ‘000s

Issued ordinary shares at 1 January 278,806 278,119

Effect of 1,629,555 shares issued in May 2020 1,086 -

Effect of 687,093 shares issued in May 2019 - 458

Weighted average number of ordinary shares at 31 December 279,892 278,577

15. FINANCIAL INSTRUMENTS

The Group only holds non-derivative financial instruments which comprise trade and other receivables, cash and cash equivalents, short term

deposits, and trade and other payables.

Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through profit or loss, any

directly attributable transaction costs. Subsequent to initial recognition nonderivative financial instruments are measured as described below.

Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire or if the Group transfer the

financial asset to another party without retaining control or substantially all risks and rewards of the asset. Financial liabilities are derecognised

if the Group’s obligations specified in the contract expire or are discharged or cancelled.

GROUP

In thousands of dollars Note 2020 2019

Financial Assets

Cash and cash equivalents 12 10,111 34,435

Short term deposits 86,620 19,620

Trade and other receivables 11 3,486 3,932

Financial Liabilities

Trade and other payables 3,932 984

Exposure to credit and interest rate risks arises in the normal course of the Group’s business.

26 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

15. FINANCIAL INSTRUMENTS – continued

Credit risk

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations are performed on

all customers requiring credit over a certain amount. The Group does not require collateral in respect of financial assets.

The key factor in managing risk is that the Certificate of Title is only transferred to the purchaser when all cash is received in full upon

settlement.

The Group’s exposure to credit risk is mainly influenced by its customer base. As such it is concentrated to the default risk of its industry.

However, geographically there is no credit risk concentration.

Cash, cash equivalents, and term deposits are allowed only in liquid securities and only with counterparties that have a credit rating equal to or

better than the Group. Given their high credit ratings, management does not expect any counterparty to fail to meet its obligations.

At the balance date there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying

amount of each financial asset.

Interest rate risk

The Group has no exposure to interest rate risk as there are no funding facilities (2019: nil). However, the Group is exposed to movements

in interest rates on short-term investments which is explained in the Sensitivity analysis. Interest income is earned on the cash and cash

equivalent balance and the short term deposits balance.

Sensitivity analysis

The Group manages interest rate risk by maximising its interest income through forecasting its cash requirements and cash inflows. Over the

longer-term, however, permanent changes in interest rates will have an impact on profit.

A decrease of one percentage point in interest rates would have decreased the Group’s profit before income tax by $579,000 (2019: $299,000)

in the current period.

Effective interest and repricing analysis

In respect of income earning financial assets, the following tables indicate the effective interest rates at the balance sheet date and the periods

in which they reprice.

Liquidity risk

Liquidity risk represents the Group’s ability to meet its contractual obligations. The Group evaluates its liquidity requirements on an ongoing

basis. In general, the Group generates sufficient cash flows from its operating activities to meet its obligations arising from its financial

liabilities. It is the Group’s policy to provide credit and liquidity enhancement only to wholly owned subsidiaries.

The following table sets out the contractual cash flows for all financial liabilities that are settled on a gross cash flow basis:

GROUP

20202019

In thousands of dollarsBalance Sheet6 months or less6-12 monthsBalance Sheet6 months or less6-12 months

Trade and other payables3,9323,932-984984-

3,9323,932-984984-

GROUP

2020

2019

Note Effective Total 6 months 6-12


In thousands of dollars interest rate or less months

Cash and cash equivalents 12 0.00% to 0.62% 10,111 10,111 -

Short term deposits 0.50% to 1.70% 86,620 86,500 120

96,731 96,611 120




Effective Total 6 months 6-12

interest rate or less months

0.00% to 1.68% 34,435 34,435 -

2.15% to 3.00% 19,620 19,500 120

54,055 53,935 120

CDL Investments New Zealand Limited | 27

CDL INVESTMENTS NEW ZEALAND LIMITED



Effective Total 6 months 6-12


interest rate or less months

0.00% to 1.68% 34,435 34,435 -

2.15% to 3.00% 19,620 19,500 120

54,055 53,935 120

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

15. FINANCIAL INSTRUMENTS – continued

Estimation of fair values

The following summarises the major methods and assumptions used in estimating the fair values of financial instruments reflected in the

above tables.

(a) Cash, accounts receivable, accounts payable and related party receivables. The carrying amount for these balances approximate their

fair value because of the short maturities of these items.

Capital management

The Group’s capital includes share capital and retained earnings.

The Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future

development of the business. The impact of the level of capital on shareholders’ return is also recognised and the Group recognises the need

to maintain a balance between the higher returns that might be possible with greater gearing and the advantages and security afforded by a

sound capital position.

The Group is not subject to any external imposed capital requirements.

The allocation of capital is, to a large extent, driven by optimisation of the return achieved on the capital allocated.

The Group’s policies in respect of capital management and allocation are reviewed regularly by the Board of Directors.

There have been no material changes in the Group’s management of capital during the period.

16. CAPITAL AND LAND DEVELOPMENT COMMITMENTS

As at 31 December 2020, the Group had entered into contractual commitments for development expenditure and purchases of land.

Contractual agreements for the purchase of land are subject to a satisfactory outcome of the Group's due diligence process, board approval,

and OIO approval. Development expenditure represents amounts contracted and forecast to be incurred in 2021 in accordance with the Group’s

development programme.

GROUP

In thousands of dollars 2020 2019

Development expenditure 19,696 30,845

Land purchases 56,258 13,631

75,954 44,476

28 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

17. RELATED PARTIES

Identity of related parties

The Company has a related party relationship with its subsidiary as well as a fellow subsidiary of its parent (see Note 18), and with its Directors and

executive officers.

Transactions with key management personnel

None of the Directors of the Company and their immediate relatives have control of the voting shares of the Company. Key management

personnel include the Board comprising non-executive directors and executive directors.

The total remuneration and value of other benefits earned by each of the Directors of the Company for the year ended 31 December 2020 was:

GROUP

In thousands of dollars 2020 2019

C Sim 35 35

VWE Yeo 30 30

ES Kwek - -

KS Tan - -

R Austin 35 35

J Henderson 30 30

Total for non-executive directors 130 130

BK Chiu - -

Total for executive directors - -

130 130

Non-executive directors receive director’s fees only. The executive directors do not receive remuneration or any other benefits as a director of

the Parent Company or of the Company’s subsidiary.

Total remuneration of non-executive directors is included in “administrative and other expenses” (see Note 3).

Investment in associate

The Company’s subsidiary, CDL Land New Zealand Limited, has a 33.33% investment in Prestons Road Limited. The principal activities of

Prestons Road Limited are as a service provider and in this regard, it is charged with engaging suitably qualified consultants in fields such as

geotechnical engineering, resource management compliance, subdivision of land, legal and regulatory compliance and related issues.

The associate has no revenue or expenses, therefore the Group’s share of profit in its associate for the year was nil (2019: nil).

The net assets of Prestons Road Limited, not adjusted for the percentage ownership held by the Group, is $6,000 with the Group’s share equal

to $2,000. Prestons Road Limited has a 31 March balance date. No adjustment is made for the difference in balance date of Prestons Road

Limited, because it has no profits to report.

Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial and operating

policies. A joint venture is an arrangement in which the Group has joint control, whereby the Group has rights to the net assets of the

arrangement, rather than rights to its assets and obligations for its liabilities.

Interests in associates are accounted for using the equity method. They are initially recognised at cost, which includes transaction costs.

Subsequent to initial recognition, the consolidated financial statements include the Group’s share of the profit or loss and OCI of equity-

accounted investees, until the date on which significant influence or joint control ceases.

When the Group’s share of losses exceeds its interest in an equity accounted investee, the carrying amount of that interest (including any long-

term investments) is reduced to nil and the recognition of further losses is discontinued except to the extent that the Group has an obligation

or has made payments on behalf of the associate.

CDL Investments New Zealand Limited | 29

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2020

18. GROUP ENTITIES

Control of the Group

CDL Investments New Zealand Limited is a subsidiary of Millennium & Copthorne Hotels New Zealand Limited by virtue of Millennium &

Copthorne Hotels New Zealand Limited owning 65.87% (2019: 66.26%) of the Company and having three out of six of the Directors on the

Board. Millennium & Copthorne Hotels New Zealand Limited is 70.79% (2019: 70.79%) owned by CDL Hotels Holdings New Zealand Limited

(computed on voting shares), which is a wholly owned subsidiary of Millennium & Copthorne Hotels plc in the United Kingdom. The ultimate

holding company is Hong Leong Investment Holdings Pte Ltd in Singapore.

During the year CDL Investments New Zealand Limited has reimbursed its parent, Millennium & Copthorne Hotels New Zealand Limited,

$323,000 (2019: $318,000) for expenses incurred by the parent on behalf of the Group.

During 2020, CDL Investments New Zealand Limited issued no additional shares (2019: nil) to its parent, Millennium & Copthorne Hotels

New Zealand Limited, under the Dividend Reinvestment Plan (see Note 13). The total shares on issue to Millennium & Copthorne Hotels New

Zealand Limited is 184,724,438 (2019: 184,724,438).

19. CONTINGENT LIABILITIES

CDL Investments New Zealand Limited has two bank guarantees in place; the first is a requirement of being listed on the New Zealand Stock

Exchange, and the second as a security to the Auckland Council for infrastructure development surrounding the Nesdale Pond. The combined

maximum value of these guarantees is $195,000 (2019: $195,000).

30



28


Independent Auditor’s Report

To the shareholders of CDL Investments New Zealand Limited

Report on the consolidated financial statements

Opinion

In our opinion, the accompanying consolidated

financial statements of CDL Investments New

Zealand Limited (the company) and its subsidiary

(the Group) on pages 12 to 27:

i. present fairly in all material respects the Group’s

financial position as at 31 December 2016 and

its financial performance and cash flows for the

year ended on that date; and

ii. comply with New Zealand Equivalents to

International Financial Reporting Standards and

International Financial Reporting Standards.

We have audited the accompanying

consolidated financial statements which

comprise:

— the consolidated statement of financial position

as at 31 December 2016;

— the consolidated statement of comprehensive

income, statement of changes in equity and

statement of cash flows for the year then

ended; and

— notes, including a summary of significant

accounting policies and other explanatory

information.


Basis for opinion

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

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

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

Ethics for Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board and the

International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA

Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements and the

IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the Auditor’s Responsibilities for the Audit of the

consolidated financial statements section of our report.

Our firm has also provided other services to the group in relation to taxation compliance and tax advisory

services. Subject to certain restrictions, partners and employees of our firm may also deal with the group on

normal terms within the ordinary course of trading activities of the business of the group. These matters have

not impaired our independence as auditor of the group. The firm has no other relationship with, or interest in, the

group.

Materiality

The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the

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

and on the consolidated financial statements as a whole.

© 2021 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of

independent member firms affiliated with KPMG International Limited, a private English company

limited by guarantee. All rights reserved.

Independent Auditor’s Report

To the shareholders of CDL Investments New Zealand Limited

Report on the audit of the consolidated financial statements

Opinion

In our opinion, the accompanying consolidated

financial statements of CDL Investments New

Zealand Limited (the ’company’) and its subsidiary

(the 'group') on pages 12 to 29:

i.present fairly in all material respects the

Group’s financial position as at 31 December

2020 and its financial performance and cash

flows for the year ended on that date; and

ii.comply with New Zealand Equivalents to

International Financial Reporting Standards and

International Financial Reporting Standards.

We have audited the accompanying consolidated

financial statements which comprise:

—the consolidated statement of financial

position as at 31 December 2020;

—the consolidated statements of

comprehensive income, changes in equity

and cash flows for the year then ended; and

—notes, including a summary of significant

accounting policies and other explanatory

information.

Basis for opinion

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

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

We are independent of the group in accordance with Professional and Ethical Standard 1 International Code of

Ethics for Assurance Practitioners (Including International Independence Standards) (New Zealand) issued by the

New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for

Accountants’ International Code of Ethics for Professional Accountants (including International Independence

Standards) (‘IESBA Code’), and we have fulfilled our other ethical responsibilities in accordance with these

requirements and the IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the

consolidated financial statements section of our report.

Our firm has also provided other services to the group in relation to taxation compliance and taxation advisory.

Subject to certain restrictions, partners and employees of our firm may also deal with the group on normal terms

within the ordinary course of trading activities of the business of the group. These matters have not impaired our

independence as auditor of the group. The firm has no other relationship with, or interest in, the group.

Materiality

The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the

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

and on the consolidated financial statements as a whole. The materiality for the consolidated financial

statements as a whole was set at $2m determined with reference to a benchmark of group profit before tax.

We chose the benchmark because, in our view, this is a key measure of the group’s performance.

© 2021 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of
independent member firms affiliated with KPMG International Limited, a private English company

limited by guarantee. All rights reserved.

Independent Auditor’s Report

To the shareholders of CDL Investments New Zealand Limited

Report on the audit of the consolidated financial statements

Opinion

In our opinion, the accompanying consolidated

financial statements of CDL Investments New

Zealand Limited (the ’company’) and its subsidiary

(the 'group') on pages 12 to 29:

i.present fairly in all material respects the

Group’s financial position as at 31 December

2020 and its financial performance and cash

flows for the year ended on that date; and

ii.comply with New Zealand Equivalents to

International Financial Reporting Standards and

International Financial Reporting Standards.

We have audited the accompanying consolidated

financial statements which comprise:

—the consolidated statement of financial

position as at 31 December 2020;

—the consolidated statements of

comprehensive income, changes in equity

and cash flows for the year then ended; and

—notes, including a summary of significant

accounting policies and other explanatory

information.

Basis for opinion

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

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

We are independent of the group in accordance with Professional and Ethical Standard 1 International Code of

Ethics for Assurance Practitioners (Including International Independence Standards) (New Zealand) issued by the

New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for

Accountants’ International Code of Ethics for Professional Accountants (including International Independence

Standards) (‘IESBA Code’), and we have fulfilled our other ethical responsibilities in accordance with these

requirements and the IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the

consolidated financial statements section of our report.

Our firm has also provided other services to the group in relation to taxation compliance and taxation advisory.

Subject to certain restrictions, partners and employees of our firm may also deal with the group on normal terms

within the ordinary course of trading activities of the business of the group. These matters have not impaired our

independence as auditor of the group. The firm has no other relationship with, or interest in, the group.

Materiality

The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the

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

and on the consolidated financial statements as a whole. The materiality for the consolidated financial

statements as a whole was set at $2m determined with reference to a benchmark of group profit before tax.

We chose the benchmark because, in our view, this is a key measure of the group’s performance.

31

Key audit matter

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

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

audit procedures to address those matters in order that the shareholders as a body may better understand the

process by which we arrived at our audit opinion. Our procedures were undertaken in the context of and solely

for the purpose of our statutory audit opinion on the consolidated financial statements as a whole and we do not

express discrete opinions on separate elements of the consolidated financial statements.

The key audit matter How the matter was addressed in our audit

Capitalisation and Allocation of Development costs

Refer to note 8 of the consolidated financial

statements.

The group’s development property comprises land

and costs incurred to develop land into subdivisions

and individual properties for sale. At 31 December

2020 development properties amounted to $161.4

million representing 62.8% of net assets in the

consolidated statement of financial position.

Determining whether to capitalise or expense costs

relating to development of the land is subjective as it

depends whether the costs enhance the land or

maintain the current value. In addition there is

significant judgement in determining how to allocate

the costs to individual properties.

To assess the capitalisation of development costs we

examined the operating effectiveness of the Group’s

process to capitalise and record development costs.

We then obtained invoices for a sample of capitalised

costs to check whether the nature of the expense met

the capitalisation criteria in the accounting standards.

We found no exceptions.

Our procedures over the allocation of these

development costs involved considering the costs

capitalised to properties sold versus costs capitalised to

the remaining properties in the portfolio, and in

comparison to realised value upon sale. We also

checked for consistency in approach between periods.

The evidence we obtained demonstrated the allocation

of costs was in line with our expectations.

Other information

The Directors, on behalf of the group, are responsible for the other information included in the entity’s Annual

Report. Other information includes the Directors’ review, disclosures relating to corporate governance, the trend

statement and financial summary and the other information included in the Annual Report. Our opinion on the

consolidated financial statements does not cover any 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 in the audit or otherwise appears materially

misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this

other information, we are required to report that fact. We have received the Directors’ Review and have nothing

to report in regards to it. The Annual Report is expected to be made available to us after the date of this

Independent Auditor's Report and we will report the matters identified, if any, to those charged with

governance.

Use of this independent auditor’s report

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

undertaken so that we might state to the shareholders those matters we are required to state to them in the

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

31

32
32

or assume responsibility to anyone other than the shareholders as a body for our audit work, this independent

auditor’s report, or any of the opinions we have formed.

Responsibilities of the Directors for the consolidated financial

statements

The Directors, on behalf of the company, are responsible for:

—the preparation and fair presentation of the consolidated financial statements in accordance with generally

accepted accounting practice in New Zealand (being New Zealand Equivalents to International Financial

Reporting Standards) and International Financial Reporting Standards;

—implementing necessary internal control to enable the preparation of a consolidated set of financial

statements that is fairly presented and free from material misstatement, whether due to fraud or error; and

—assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related

to going concern and using the going concern basis of accounting unless they either intend to liquidate or to

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

Auditor’s responsibilities for the audit of the consolidated financial

statements

Our objective is:

—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 independent auditor’s report that includes our opinion.

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

with ISAs NZ will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error. They 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 our responsibilities for the audit of these consolidated financial statements is located at

the External Reporting Board (XRB) website at:

http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/


This description forms part of our independent auditor’s report.

The engagement partner on the audit resulting in this independent auditor's report is Aaron Woolsey.

For and on behalf of

KPMG

Auckland

17 February 2021

CDL Investments New Zealand Limited | 33

CDL INVESTMENTS NEW ZEALAND LIMITED

REGULATORY DISCLOSURES

20 LARGEST SHAREHOLDERS (as at 28 February 2021) (Listing Rule 3.7.1c)

Rank Shareholder Number of Securities % of Issued Capital

1. MILLENNIUM & COPTHORNE HOTELS NEW ZEALAND LIMITED 184,724,438 65.87

2. ADRIAN HO 21,369,073 7.62

3. ACCIDENT COMPENSATION CORPORATION - NZCSD 13,602,074 4.85

4. HSBC NOMINEES (NEW ZEALAND) LIMITED - NZCSD 4,069,574 1.45

5. CHRISTINA SEET 2,434,559 0.87

6. CITIBANK NOMINEES (NEW ZEALAND) LIMITED - NZCSD 2,297,589 0.82

7. MFL MUTUAL FUND LIMITED - NZCSD 2,046,338 0.73

8. FARO EQUITIES LIMITED 1,940,000 0.69

9. HUGH GREEN LIMITED 1,205,486 0.43

10. GEOK LOO GOH 1,079,834 0.39

11. ROGER PARKER 801,032 0.29

12. NEW ZEALAND DEPOSITORY NOMINEE LIMITED 687,238 0.25

13. CALIBER TRUSTEE COMPANY LIMITED 641,573 0.23

14. STEVEN CHEONG KWOK WING 600,008 0.21

16. NATIONAL NOMINEES LIMITED - NZCSD 462,630 0.16

17. SIMON HUGH BERRY 417,825 0.15

18. TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT - NZCSD 400,996 0.14

19. ROBERT WONG + CHRISTEIN JOE WONG 390,057 0.14

20. BRUCE LESLIE DAVISON + SHONA ELIZABETH DAVISON 381,088 0.14

21. CUSTODIAL SERVICES LIMITED 380,895 0.14

NZCSD provides a custodial depositary service to its clients and does not have a beneficial interest in the shares held in its name.

HOLDINGS SIZE (as at 28 February 2021)

Range Number of shareholders Number of shares % of Issued Capital

1 - 99 11 645 0.00

100 - 199 12 1,689 0.00

200 - 499 19 6,216 0.00

500 - 999 39 25,362 0.01

1,000 - 1,999 366 493,535 0.18

2,000 - 4,999 1,008 3,100,851 1.11

5,000 - 9,999 531 3,691,446 1.32

10,000 - 49,999 679 13,676,457 4.88

50,000 - 99,999 95 6,376,248 2.27

100,000 - 499,999 82 14,532,988 5.18

500,000 - 999,999 4 2,729,851 0.97

1,000,000 + 7 235,799,847 84.08

Rounding 0.00

Total 2,853 280,435,135 100.00

32

or assume responsibility to anyone other than the shareholders as a body for our audit work, this independent

auditor’s report, or any of the opinions we have formed.

Responsibilities of the Directors for the consolidated financial

statements

The Directors, on behalf of the company, are responsible for:

—the preparation and fair presentation of the consolidated financial statements in accordance with generally

accepted accounting practice in New Zealand (being New Zealand Equivalents to International Financial

Reporting Standards) and International Financial Reporting Standards;

—implementing necessary internal control to enable the preparation of a consolidated set of financial

statements that is fairly presented and free from material misstatement, whether due to fraud or error; and

—assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related

to going concern and using the going concern basis of accounting unless they either intend to liquidate or to

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

Auditor’s responsibilities for the audit of the consolidated financial

statements

Our objective is:

—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 independent auditor’s report that includes our opinion.

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

with ISAs NZ will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error. They 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 our responsibilities for the audit of these consolidated financial statements is located at

the External Reporting Board (XRB) website at:

http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/


This description forms part of our independent auditor’s report.

The engagement partner on the audit resulting in this independent auditor's report is Aaron Woolsey.

For and on behalf of

KPMG

Auckland

17 February 2021

34 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

REGULATORY DISCLOSURES – continued

DOMICILE OF SHAREHOLDERS (as at 28 February 2021)

Number of shareholders Number of shares % of Issued Capital

New Zealand 2,747 253,271,957 96.28

Australia and overseas 106 27,163,178 3.72

Total 2,853 280,435,135 100.00

ADOPTION OF NEW NZX LISTING RULES

No waivers were sought from NZX in 2020.

SUBSTANTIAL PRODUCT HOLDERS

According to notices given to the Company under the Financial Markets Conducts Act 2013, as at 26 February 2021, the substantial product

holders in the Company are noted below

Securities Class %

Millennium & Copthorne Hotels New Zealand Limited 184,724,438 Ordinary Shares 66.26

Adrian Ho 21,369,073 Ordinary Shares 7.62

As at 28 February 2021, the total number of issued voting securities of CDL Investments New Zealand Limited (all of which are ordinary shares)

was 280,435,135.

CDL Investments New Zealand Limited | 35

CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION

DIRECTORS (section 211(1)(I) Companies Act 1993)

As at 31 December 2020, the Company’s Directors were Messrs. C Sim, BK Chiu, RJ Austin, JH Henderson, ES Kwek and VWE Yeo. Mr. KS Tan

retired as a director on 31 December 2019 and Mr. ES Kwek was appointed on 1 January 2020.

The gender breakdown of the Board is 6 male directors and 0 female directors (2019: 6 male directors and 0 female directors). CDI currently has

1 female and 3 male officers (2019: 1 female and 3 male officers).

INTERESTS REGISTER (sections 189(1)(c) and 211(1)(e), Companies Act 1993)

The Company maintains an Interests Register as required under the Companies Act 1993. For the period under review, the following entries

were recorded:

USE OF COMPANY INFORMATION (section 145, Companies Act 1993)

During the year, the Board did not receive any notices from any Directors of the Company requesting the use of company information which

they would have received in their capacity as Directors which would not otherwise have been available to them.

SHARE DEALING (section 148, Companies Act 1993)

No share dealings by Directors occurred during the year.

DIRECTORS’ AND ASSOCIATED PERSONS SHAREHOLDINGS (as at 31 December 2020)

Director 2019 2020

C Sim Nil Nil

BK Chiu Nil Nil

RJ Austin Nil Nil

J Henderson Nil Nil

ES Kwek NA Nil

VWE Yeo Nil Nil

REMUNERATION (sections 161 and 211(1)(f), Companies Act 1993)

The total remuneration and value of other benefits earned received by each of the Directors of the Company for the year ended 31 December

2020 was:

Director Remuneration

C Sim $35,000

BK Chiu Nil^

RJ Austin $35,000

J Henderson $30,000

ES Kwek Nil^

VWE Yeo $30,000

^ Mr ES Kwek, being the Executive Director of Millennium & Copthorne Hotels Limited, did not receive any fees as Chairman or as a Director of

the Company. Mr. BK Chiu, being the Managing Director of Millennium & Copthorne Hotels New Zealand Limited did not receive any fees as

Chairman or as a Director of the Company or its subsidiary.

INDEMNITY AND INSURANCE (section 162, Companies Act 1993)

In accordance with the Company’s constitution, the Company has insured all its Directors and the Directors of its subsidiary against liabilities to

other parties (except the Company or a related party of the Company) that may arise from their positions as Directors. The insurance does not

cover liabilities arising from criminal actions.

GENERAL DISCLOSURES OF INTEREST (section 140(2), Companies Act 1993)

As at 31 December 2020, the Directors of the Company have made general disclosures of interest in the following companies:

Colin Sim

Chairman/Director of:

Millennium & Copthorne Hotels New Zealand Limited

Director of:

Autocaps (Aust) Pty Ltd Autocaps Pastoral Division Pty Limited

Autocaps Vogue Pty Limited Bathurst Range Investments Pty Limited

Builders Recycling Properties Pty Ltd Builders Recycling Operations Pty Ltd

CS Investments No. 1 Pty Ltd Desert Rose Group Pty Limited

36 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION – continued

GENERAL DISCLOSURES OF INTEREST (section 140(2), Companies Act 1993) – continued

Desert Rose Holdings Pty Limited DMM Investments (NSW) Pty Ltd

East Quarter Group Pty Ltd East Quarter Hurstville Pty Limited

EQ Constructions Pty Ltd EQ Equity Pty Ltd

EQ Finance Services Pty Limited EQ Gosford Pty Ltd

EQ Projects Pty Ltd EQ Projects Holdings Pty Ltd

EQ Property Holdings Pty Ltd EQ Revesby Pty Ltd

EQ Riverside Pty Ltd EQ Zetland Pty Ltd

EQ Zetland Finance Pty Ltd Hurstville NSW Pty Limited

Llenruk Pty Ltd Naxta Pty Ltd

New Dale Sim Pty Ltd PBD Phoenix Pty Limited

PCC DevCo 1 Pty Limited Phoenix Palm Developments Pty Limited

Preslite Drive Technologies Pty Limited Proactive Management Systems Pty Ltd

SSK Investments Pty Ltd SSK Investments No 2 Pty Ltd

SSK Investments O/S Pty Ltd TECH5 Australia Pty Ltd

Waterbrook Bayview Pty Ltd Waterbrook Bayview Investment Pty Ltd

Waterbrook Bayview Village Management Pty Ltd Waterbrook Bowral Pty Ltd

Waterbrook Bowral Investment Pty Ltd Waterbrook Brand Pty Ltd

West Quarter Hurstville Pty Limited

BK Chiu

Chairman/Director of:

Quantum Limited Waitangi Resort Joint Venture Committee

Director of:

All Seasons Hotels & Resorts Limited CATG Limited

CDL Land New Zealand Limited Context Securities Limited Hospitality Group Limited

Hospitality Group Limited Hospitality Leases Limited

Hospitality Services Limited Kingsgate Hotels & Resorts Limited

Millennium & Copthorne NZ Limited Millennium & Copthorne Hotels New Zealand Limited

QINZ Holdings (New Zealand) Limited QINZ (Anzac Avenue) Limited

RJ Austin

Director of:

Austand Securities Limited Cure Kids Capital Limited

Cure Kids Ventures Limited Northington Investments Limited

Ohaupo Farms Limited Pastoral Management Limited

Trustee of:

Cure Kids

J Henderson

Director of:

Ding Bay Limited John Henderson Resources Limited

Maara Moana Limited Te Hoiere Asset Holding Company Limited

ES Kwek

Chairman / Director / President of:

Grand Plaza Hotel Corporation

Director / President of:

The Philippine Fund Limited

Director of:

125 OBS (Nominees 1) Limited 125 OBS (Nominees 2) Limited

125 OBS GP Limited Actas Holdigns Pte. Ltd

Adelais Properties Limited Adelanto Investments Pte. Limited

Adella Properties Pte. Ltd Adelphia Holdings Limited

Adisa Holdings Pte. Ltd. Allinvest Holding Pte. Ltd

Allsgate Properties Limited Alphagate Holdings Limited

Androgate Properties Limited Aquarius Properties Pte. Ltd

Archyfield Limited Asbury Holdings Pte. Ltd

Ascent View Holdings Pte. Ltd Aster Land Development Pte Ltd

Aston Properties Pte. Ltd Baynes Investments Pte Ltd

Beaumont Properties Limited Beijing Fortune Hotel Co. Ltd

Bellevue Properties Pte. Ltd Bestro Holdings Limited

Bloomshine Holdings Limited Bloomsville Investments Pte Ltd

Bop Luxembourg (125 Obs) 2 SARL Branbury Investments Ltd

Barvogate Holdings SARL Busy Bee Ventures Limited

CDL Investments New Zealand Limited | 37

CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION – continued

GENERAL DISCLOSURES OF INTEREST (section 140(2), Companies Act 1993) – continued

Camborne Developments Pte. Ltd Canvey Developments Pte. Ltd

CDL Acquisitions Pte. Ltd CDL Aquila Pte. Ltd

CDL Australia Pte. Ltd CDL Constellation Pte. Ltd

CDL Crestview Holdings Pte. Ltd CDL Crown REIT Management Pte. Ltd

CDL Entertainment & Leisure Pte. Ltd CDL Evergreen Pte. Ltd

CDL Hotels (Chelsea) Ltd CDL Hotels (Labuan) Ltd

CDL Hotels (Malaysia) Ltd CDL Hotels (U.K.) Ltd

CDL Infinity Pte. Ltd CDL Hotels Japan Pte. Ltd

CDL Land Pte. Ltd CDL Management Services Pte. Ltd

CDL Netherlands Investments BV CDL Orion Investment Holdings Pte. Ltd

CDL Pegasus Pte. Ltd CDL Perseus Pte. Ltd

CDL Pro Star Development Pty Ltd CDL Properties BV

CDL Real Estate Managers Pte Ltd CDL Regulus Pte. Ltd

CDL Suzhou Investment Pte. Ltd Central Mall Pte. Ltd

Centro Investment Holding Pte Ltd Centro Property Holding Pte Ltd

Chania Holdings Limited Chester Properties Pte Ltd (in voluntary liquidation)

Chestnut Avenue Developments Pte Ltd Cideco Pte Ltd

City Boost Pte. Ltd City Century Pte. Ltd

City Condominiums Pte. Ltd City Connected Communities Pte. Ltd

City Delta Pte. Ltd City Developments Investments Pte. Ltd

City Elite Pte. Ltd City Hotels Pte. Ltd

City Ikonik Pte. Ltd City Lux Pte. Ltd

City Montage Pte. Ltd City Platinum Holdings Pte. Ltd

City REIT Management Pte. Ltd City Ridgeview Pte. Ltd

City Sceptre Holdings Pte. Ltd City Sceptre Investments Pte. Ltd

City Services Offices Pte. Ltd City Strategic Equity Pte. Ltd

City Sunshine Holdings Pte. Ltd Citydev Investments Pte. Ltd

Citydev Properties Pte. Ltd Citydev Real Estate (Singapore) Pte. Ltd

Citydev Venture Holdings Pte. Ltd Cityzens Developments Pte Ltd

Cliffmont Pte Ltd (in voluntary liquidation) Copthorne Aberdeen Limited

Copthorne Hotel (Birmingham) Limited Copthorne Hotel (Cardiff) Limited

Copthorne Hotel (Effingham Park) Limited Copthorne Hotel (Gatwick) Limited

Copthorne Hotel (Manchester) Limited Copthorne Hotel (Merry Hill) Construction Limited

Copthorne Hotel (Merry Hill) Limited Copthorne Hotel (Newcastle) Limited

Copthorne Hotel (Plymouth) Limited Copthorne Hotel (Slough) Limited

Copthorne Hotel Holdings Limited Copthorne Nominees Limited Copthorne

Orchid Hotel Singapore Pte Ltd Crescent View Developments Pte Ltd

Darien Properties Investment Limited Dathan Holdings Pte Ltd

Delfi One Investments Pte Ltd Delfi Three Investments Pte Ltd

Delfi Two Investments Pte Ltd Diplomat Hotel Holding Company Limited

Eastwest Portfolio Pte Ltd Easy Thrive Ventures Limited

Eccott Pte Ltd Edeva Holdings Limited

Educado Company Limited Elishan Investments Pte Ltd

Elite Holdings Private Limited Elite Hotel Management Services Pte Ltd

Ellinois Management Services Pte Ltd Eton Properties Pte. Ltd

Euroform (S) Pte Ltd Faber-Rhine Properties Pte Ltd

Fairsteps Properties Pte. Ltd Finite Properties Investment Limited

First Platinum Holdings Pte. Ltd Freshview Developments Pte Ltd

Glades Properties Pte. Ltd Glengary Pte. Ltd

Golden Crest Holdings Pte Ltd Grand Isle Holdings Pte Ltd

Grand Strategic Pte. Ltd Grand Terre Properties Pte Ltd

Grange 100 Pte Ltd Granmill Holdings Pte Ltd

Greystand Holdings Limited Guan Realty (Private) Limited

Harbour Land Corporation Harbour View Hotel Pte Ltd

Harrow Entertainment Pte Ltd Heritage Pro International Limited

Highline Holdings Limited Highline Investments GP Limited

Hong Leong Enterprises Pte Ltd Hong Leong Hotel Development Limited

Hong Leong International Hotel (Singapore) Pte Ltd Hong Leong Properties Pte Limited

Hospitality Holdings Pte Ltd Hospitality Ventures Pte Ltd

Hotel Liverpool Limited Hotel Liverpool Management Limited

Iconique Tokutei Mokuteki Kaisha Impac Holdings Pte Ltd

Iselin Limited Island City Garden Development Pte Ltd

Island Glades Developments Pte Ltd Jayland Properties Limited

Keygate Holdings Limited King’s Tanglin Shopping Pte Ltd

Landco Properties Limited Le Grove Management Pte Ltd

38 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION – continued

GENERAL DISCLOSURES OF INTEREST (section 140(2), Companies Act 1993) – continued

Lightspark Holdings Limited Lingo Enterprises Limited

London Britannia Hotel Limited London Tara Hotel Limited

Lukestone Properties Limited M&C (CB) Limited

M&C (CD) Limited M&C Finance (1) Limited

M&C Management Holdings Limited M&C NZ Limited

M&C Reservations Services Limited M&C Asia Finance (UK) Limited

M&C Asia Holdings (UK) Limited M&C Holdings (Thailand) Limited

M&C Hotel Investments Pte Limited M&C Hotels Holdings Japan Pte Limited

M&C Hotels Holdings Limited M&C Hotels Japan Pte Limited

M&C New York Finance (UK) Limited M&C Singapore Finance (UK) Limited

M&C Sponsorship Limited Melvale Holdings Limited

Merivale JV Pty Limited Millennium & Copthorne (Australian Holdings) Limited

Millennium & Copthorne (Jersey Holdings) Limited Millennium & Copthorne Hotels Limited

Millennium & Copthorne Hotels Management (Shanghai) Limited Millennium & Copthorne Hotels New Zealand Limited

Millennium & Copthorne International Limited Millennium & Copthorne Share Trustees Limited

Millennium Hotel Holdings EMEA Limited Millennium Hotels & Resorts Services Limited

Millennium Hotels (West London) Limited Millennium Hotels (West London) Management Limited

Millennium Hotels Europe Holdings Limited Millennium Hotels Limited

Millennium Hotels London Limited New Empire Investments Pte Ltd

New Synergy Investments Pte Ltd New Vista Realty Pte Ltd

Newbury Investments Pte Ltd Nin Investment Holdings Pte Ltd

Novel Developments Pte Ltd Palmerston Holdings Sdn. Bhd.

Pavo Properties Pte Ltd Pinenorth Properties Limited

Qaiser Holdings Limited Redvale Developments Pte Ltd

Redvale Investments Pte Ltd Redvale Properties Pte Ltd

Republic Iconic Hotel Pte Ltd Republic Plaza City Club (Singapore) Pte Ltd

Reselton Properties Limited Richmond Hotel Pte Ltd

Richview Holdings Pte Ltd Rogo Investments Pte Ltd

Rogo Realty Corporation Scentview Holding Limited

Scottsdale Properties Pte Ltd Serangoon Green Pte Ltd

Siena Commercial Development Pte Ltd Siena Residential Development Pte Ltd

Siena Trustee Pte Ltd Silkpark Holdings Limited

Singapura Developments (Private) Limited South Beach Consortium Pte Ltd

South Beach International Hotel Management Pte Ltd Southwaters Investment Pte Ltd

Sparkland Holdings Pte Ltd Summit Vistas Pte Ltd

Sunmaster Holdings Pte Ltd Sunny Vista Developments Pte Ltd

Sunshine Plaza Pte Ltd TC Development Pte Ltd

Tempus Platinum Investments Tokutei Mokuteki Kaisha TOSCAP Limited

Treasure Realm Limited Trentwell Management Pte Ltd

Trentworth Properties Limited Tucana Commercial Pte Ltd

Tucana Properties Pte Ltd Tucana Residential Pte Ltd

U-Paragon Holdings Limited Ventagrand Holdings Limited

Verspring Properties Pte Ltd Verwood Holdings Pte Ltd

Vinemont Investments Pte Ltd Welland Investments Limited

White Haven Properties Pte Ltd Whitehall Holdings Limited Zatrio Pte Ltd

Representative Director of:

CDL Hotels (Korea) Ltd

Alternate Director of:

Mount V Development Pte Ltd

VWE Yeo

Executive Director / Chief Executive Officer of:

M&C Business Trust Management Limited M&C REIT Management Limited

Director of:

CDL HBT Cambridge City Pte. Ltd CDL HBT Cambridge City (UK) Ltd

CDL HBT Cambridge City Hotel (UK) Ltd CDL HBT Hanei Pte. Ltd

CDL HBT North Ltd CDL HBT Oceanic Holdings Pte Ltd

CDLHT CFM One Pte Ltd CDLHT CFM Two Pte Ltd

CDLHT CFM III BV CDLHT CFM III SRL

CDLHT Hanei One Pte.Ltd CDLHT Hanei Two Pte.Ltd

CDLHT Munich One Pte Ltd CDLHT Munich Two Pte Ltd

CDLHT MTN Pte. Ltd CDLHT Oceanic Holdings Pte Ltd

CDLHT Two Ltd Gemini Two Pte Ltd

Hospitality Holdings Pte Ltd Munich Furniture BV

CDL Investments New Zealand Limited | 39

CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION – continued

GENERAL DISCLOSURES OF INTEREST (section 140(2), Companies Act 1993) – continued

NKS Hospitality I BV NKS Hospitality III SRL

Sunshine Hotels Australia Pty Ltd The Lowry Hotel Ltd

Hospitality Holdings Pte Ltd Munich Furniture BV

NKS Hospitality I BV NKS Hospitality III SRL

Sanctuary Sands Maldives Private Limited Sunshine Hotels Australia Pty Ltd

The Lowry Hotel Ltd

EMPLOYEE REMUNERATION (section 211(1)(g), Companies Act 1993)

The number of employees or former employees of the Company and its subsidiary who received remuneration and any other benefits in their

capacity as employees, the value of which was or exceeded $100,000 per annum are as follows:

Remuneration and value of other benefits Number of employees

120,001 – 130,000 1

330,001 – 340,000 1

DONATIONS (sections 211(1)(h) and 211(2), Companies Act 1993)

The Company made no donations during the year.

AUDIT FEES (sections 211(1)(j) and 211(2), Companies Act 1993)

During the period under review, the following amounts were payable to the external auditors KPMG:

In thousands of dollars 2019 2020

Annual Audit 54 55

KPMG Other Services 7 4

SUBSIDIARY COMPANY AND DIRECTORS (section 211(2), Companies Act 1993)

The Company’s subsidiary and its directors as at 31 December 2020 are listed below:

Name Directors Ownership Activity

CDL Land New Zealand Limited BK Chiu, JC Adams

JB Pua 100.00% Development & Sale of Residential Land Sections

The directors of CDL Land New Zealand Limited did not receive any remuneration or other benefits as directors.

Auckland


Heights, Hamilton

Auckland

Kewa Road, Albany

Trig Road, Hobsonville

Christian Road, Swanson

Dominion Road, Papakura

Nelson

Pelorus Sounds, Nelson

Nelson

SUBDIVISION LOCATION MAP

CORPORATE DIRECTORY
BOARD OF DIRECTORS

Colin Sim (Chairman)

BK Chiu (Managing Director)

Kwek Eik Sheng (Non Executive Director)

Vincent Yeo (Non-Executive Director)

Roy Austin (Independent Non-Executive Director)

John Henderson (Independent Non-Executive Director)

MANAGEMENT TEAM

Jason Adams (General Manager, CDL Land New Zealand Limited)

Natasha Hood (Group Accounting Manager)

Takeshi Ito (Company Secretary)

REGISTERED OFFICE & CONTACT DETAILS

Level 13, 280 Queen Street, Auckland, New Zealand

P O Box 3248, Shortland Street, Auckland 1140, New Zealand

Telephone: +64 9 353 5077 Facsimile: +64 9 353 5098

Website: www.cdlinvestments.co.nz

AUDITORS

KPMG, Auckland

BANKERS

ANZ Bank New Zealand Limited, Auckland

SOLICITORS

Bell Gully

SHARE REGISTRAR

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road, Takapuna

Private Bag 92119, Auckland 1142, New Zealand

Telephone: +64 9 488 8700 Facsimile: +64 9 488 8787

Email: enquiry@computershare.co.nz

STOCK EXCHANGE LISTING

New Zealand Exchange (NZX)

Company Code: CDI

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