Annual Report

Annual
Report
2021
RETAIL
IS OUR
WORLD.

Briscoe Group Limited Annual Report 2021
Contents
2

Contents
4 Stronger Together
6 At a Glance
8 Board of Directors’
Review
12 Highlights
14 Managing Director’s
Review of Operations
18 Strength in Our Brands
22 Our Customers
24 Growing Together
• Our People
• Our Community
• Our Environment
28 Winning Moving Forward
32 Consolidated Financial
Statements
75 Independent Auditor’s
Report
80 Corporate Governance
Statement
94 General Disclosures
97 Top 20 Shareholders
98 Directory
Briscoe Group Limited Annual Report 2021
Contents
3

Briscoe Group Limited Annual Report 2021
Stronger Together
4
“From operating dark stores
to navigating through the
challenges of a disrupted
global supply chain, it’s
certainly been an unexpected
year, that together, we’ve
come out stronger.”
Rod Duke
Group Managing Director
Stronger
Together

Briscoe Group Limited Annual Report 2021
Stronger Together
5

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
6
We are a leading New Zealand retailer with
a blend of bricks and mortar and online
shopping channels, offering our customers
the best range of brands at great prices.
At a
Glance
Briscoe Group Limited Annual Report 2021
At a Glance
6
More than
2,000 Team
Members
$686,000
raised for
Cure Kids
46 million
website visits
Over
500,000
units sold
per week
More than
90,000 product
choices available

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
7
Plus, our online stores
DISTRIBUTION CENTRE
Briscoe Group Limited Annual Report 2021
At a Glance
7
briscoes.co.nzlivingandgiving.co.nzrebelsport.co.nz
RETAIL
IS OUR
WORLD.
Purpose-built Support Office
and Customer Contact
Centre in Auckland
Distribution Centre in
South Auckland
88
Stores
Nationwide
41
Rebel Sport
Stores
1
Living &
Giving Store
46
Briscoes
Homeware
Stores
REBEL SPORT STORESBRISCOES HOMEWARE STORES
88 stores with online fulfilment
capability providing delivery
for pickup options

Briscoe Group Limited Annual Report 2021
Board of Directors’ Review
8
Board of
Directors’
Review
Our operating and financial performance for the year was
remarkably strong. We emerged from this period a more
robust and resilient company – with an enhanced business
platform and a new sense of the strength and growth
potential inherent in the business.
In this report we obviously intend to focus on our results for the
2020/21 year but also want to emphasise with you a number of
initiatives and developments that the business has underway.
These are already impacting the way we do business and
whilst some were based on strategic work already underway
leading into 2020/21, others are more recent. It was apparent
with the onset of Covid-19 that the way we were all living
had to change and similarly, what our customers and our
employees required would alter too. We quickly saw that the
pandemic was offering us a great opportunity to change the
way we were operating, and the progress and success of
these initiatives continue to illustrate this.
Our first priority with the onset of the Covid-19 pandemic
was to ensure the health and wellbeing of our employees
and customers. This involved protecting them from the
virus itself and, in the case of employees, from the resulting
threats to job and income security. In an environment that
mandated the closure of our entire store network for several
weeks, with the ultimate duration being uncertain, that was
no small undertaking. We committed to continue paying our
people their full salaries and we set an objective, which was
duly achieved, of getting through this period without making
any staff redundant.
Given the certainty of a collapse in revenue over a
significant period of time, we were eligible for and received
the first round of government wage subsidy. This was of
considerable assistance in meeting our commitments to
employees, although there remained a significant gap
that the Company funded from its own resources. It was
particularly pleasing that we were eventually in a position to
repay the subsidy in full, in October 2020, being one of the
first major retailers to do so.
The year under review tested the Company – our business model,
our strategy and our capacity to respond to changes in the operating
environment – in ways that could not have been foreseen.
“ Our greatest strength is the
combination of our people,
our customers, our suppliers
and our business partners.
”

Briscoe Group Limited Annual Report 2021
Board of Directors’ Review
9
701.8
M
SALES REVENUE
7.47%.
$
Our trading performance recovered from the effects
of the national lockdown more quickly than could have
been expected. This was a rebound in two parts – pent-
up consumer demand resulting from closure in our store
network lasting 50 days and a jump in online sales. The
completion of our revamped online platform earlier in the
2020/21 year, along with the completion of our Click-and-
Collect fulfilment network, proved very timely.
The pandemic has reinforced the importance of continually
reviewing our systems, processes and assumptions that help
to drive our business – starting with the ways in which we
communicate and work together and continuing through
the supply chain, inventory management and sales and
fulfilment processes. There have been meaningful benefits
and improvements, as described in the commentary below.
While protecting and adapting the business was a matter
of urgency, management had made significant progress on
implementing a number of strategic and growth initiatives
pre-Covid. The ability our leadership team has demonstrated
to balance and move forward on these very different
imperatives during a period of intense pressure is highly
valued and appreciated by the Board.
Financial Performance
Briscoe Group’s sales revenue grew by 7.47% to a record
$701.8 million for the year. Gross margin dollars increased
by 19.27% to $307.1 million, while gross margin percentage
increased from 39.43% to 43.76%. Both sales and gross
profit set new benchmarks for the Company’s performance.
Net profit after tax (NPAT) was up by 16.96% to $73.2
million – a remarkable result given an erratic trading year
heavily affected by Covid-19 and also considering the
Group received no dividend this year from its investment
in Kathmandu Holdings Limited (KMD). The previous year’s
result included $9.5 million of rights entitlements benefits
and dividends from KMD. We remain supportive of the
Kathmandu business and continue to monitor its progress
through this difficult trading environment.
The Group’s balance sheet remains strong, with cash and
bank balances of $100.4 million as at 31 January 2021
and no term debt. Inventory is always a key area of focus
– despite widely reported supply issues the Company’s
inventories closed at a higher level than in the previous
year, ensuring a healthy stock position for the beginning
of the new financial year.

Dividend
The directors have resolved to pay a final dividend of 13.5
cents per share (cps). The dividend is fully imputed and,
when added to the interim dividend of 9.0cps and the
special dividend paid in January of 6.0cps, brings the total
dividend for the year to 28.5cps. The final dividend was paid
on 31 March 2021. The share register closed to determine
entitlements to the dividend at 5pm on 24 March 2021.

We were delighted to be able to provide an additional return
to our shareholders in the form of the 6cps special dividend
paid during January 2021, and also to be in a position to
increase both the interim and final dividend payments.
to appoint Mark Callaghan as an independent, non-executive
director of Briscoe Group, effective 1 January 2021.
Mark is an experienced business leader with demonstrated
commercial abilities in strategy and operations gained
across a number of notable FMCG organisations, including
Frucor Beverages and Cadbury Schweppes. He has held a
variety of positions from marketing management to CEO
to Board Director. Mark is currently Chief Executive Officer
of Phytomed Medicinal Herbs Ltd, an Independent Non-
Executive Chairman of Office Products Depot Ltd and a
member of the New Zealand Institute of Directors.
A key feature of good governance is for boards to
challenge themselves consistently to ensure the highest
level of service to the companies they serve. With Mark’s
appointment we are confident that the Briscoe Group
Board of Directors has an excellent balance of the attributes
required to meet the future needs of the business.
The Board recently made its annual determination as to
the independence of directors. It was determined that all
directors other than the Managing Director continue to
be independent. As part of the determination, the tenure
of the Chair was considered carefully. While the Board
acknowledged that the tenure was significant, it agreed
unanimously that it did not compromise in any way the
Chair’s ability to bring an independent view, act in the best
interests of the issuer and represent the best interests of all
shareholders.
Equity-based Remuneration Scheme
The Board is of the view that all shareholders benefit from
the participation of key senior executives in long-term,
appropriately-priced, equity-based remuneration that
crystallises only on delivery of increased shareholder value.
As previously reported, the Board approved in March 2019
the Senior Executive Incentive Plan designed to replace the
previous Executive Share Option Plan. Under this new plan,
selected senior employees could be granted Performance
Rights which, upon vesting, would reward the employees
with ordinary shares in the Company. Performance Rights
vest after three years subject to the Company’s achievement
against Total Shareholder Return and Earnings Per Share
growth targets.
We continue to be of the view that this is an appropriate
long-term incentive scheme and to date three tranches of
Performance Rights have been issued under this Plan.
Further details in relation to equity-based remuneration can
be found in Note 6.2 (page 70) of the financial statements
within this Annual Report.
“ Briscoe Group is committed
to the highest standards
of governance and
management, based on
implementing best practice
structures and policies.
”

Corporate Governance
Briscoe Group is committed to the highest standards of
governance and management, based on implementing best
practice structures and policies. It has always been a strong
feature of the Company that the Board and Executive teams
work effectively together and are aligned around the business
objectives.
The Board recognises that corporate governance
encompasses a broad spectrum of policies, processes and
practices from how a company values its stakeholders through
to impact on the community and environment. As well as
the usual company policies available on our website, Briscoe
Group has a number of initiatives in relation to its involvement
in the community as well as proactively ensuring a positive
environmental impact. These are expanded further on pages
25 and 26 of this Annual Report.
In the last Annual Report we advised that we had commenced
a search for an additional director. That search was delayed
as a result of the disruption caused by Covid-19, but we were
delighted to announce in December that the Board intended
Briscoe Group Limited Annual Report 2021
Board of Directors’ Review
10

Conclusion
The Board is extremely proud of the performance of the
whole Briscoe Group team, the financial results and the way
the Company has endeavoured to balance the interests of
all stakeholder groups – the team, customers, suppliers and
shareholders alike.
No matter how successful we have been at navigating the
unique circumstances during 2021, we are acutely aware
that the current year could prove equally challenging.
Nevertheless we are confident that the robust response of
people and organisations across the country, along with the
anticipated vaccination programme, will eventually bring us
back to a position where trading conditions resemble the
norms that applied before the arrival of Covid-19. Just as the
business responded brilliantly to the unique circumstances of
the past year, we have every confidence it will continue to
do so.
Our greatest strength is the combination of our people,
our customers, our suppliers and our business partners
and the Board want to thank all of them for their enormous
efforts during this most difficult year. We fully recognise the
commitment that they make to the success of this company
and we are sure, share in our excitement for 2021 and beyond.
Briscoe Group Limited Annual Report 2021
Board of Directors’ Review
11
From left: Mark Callaghan, Tony Batterton, Dame Rosanne Meo (Chair), Rod Duke and Andy Coupe.
On behalf of the Board:
Dame Rosanne Meo (
Chair)
Rod Duke
Andy Coupe
Tony Batterton
Mark Callaghan

Briscoe Group Limited Annual Report 2021
Highlights
12
Highlights
A proactive and
united response
to COVID-19
Increased customer
satisfaction (NPS)
across our brands
2.5 million tonnes
mixed recycling
New online
platform launched
Established strategic
partnership with KPMG
Click & Collect rolled out
to all stores
Black Friday promotions
produced record sales
All team members paid in
full during lockdowns
$11.5 million wage
subsidy repaid in full

Briscoe Group Limited Annual Report 2021
Highlights
13
Growth of 7.5% includes online
growth of 79.7% and a slight
decline of 1.7% in bricks and
mortar stores despite imposed
alert-level shutdowns.
TOTAL REVENUE
$M AND GROWTH %
202020212019201820172016
605.1
555.5
585.9
631.9
653.0
NET PROFIT AFTER TAX*
$M AND % SALES
202020212019201820172016
47.1
59.4
61.3
63.4
62.6
The new online platform and
nationwide roll-out of Click and
Collect provided the capability
to successfully manage the step-
change in online volume.
ONLINE MIX OF SALES
%
Focus on margin enhancement
across all stages of product life
cycle has produced significant
margin improvement.
GROSS PROFIT MARGIN
%
202020212019201820172016
40.1%
40.6%
40.0%
40.1%
39.4%
43.8%
21.7
27.2
27.8
28.7
28.2
32.9
Strong increase in earnings per
share on the back of record
earnings and profit.
EARNINGS PER SHARE*
CENTS
202020212019201820172016
75.0
55.5
43.5
46.7
81.1
FREE CASH FLOW
$M
Solid positive free cash flow (defined
as net cash from operating activities
less net cash used in investing
activities) helps to maintain the
Group’s strong balance sheet.
20202021201920182017
2016
-41.9
202020212019201820172016
11.3%
10.0%
8.2%
6.1%
4.5%
18.8%
701.8
9.2%
7.5%
5.5%
3.3%3.3%
4.4%
73.2
8.5%
10.1%10.1%
10.0%
10.4%
9.6%
Record net profit after tax (NPAT)
despite the challenges of Covid-19.
*Values for 2020 and 2021 shown
inclusive of impact of NZ IFRS16
“ In a year which produced so many highlights, both
financial and non-financial, the ability of the business
to be proactive and decisive meant we could offer
reassurance to our stakeholders and ultimately protect
the Group’s strong balance sheet position to support our
future growth.
”
- Geoff Scowcroft Chief Financial Officer
*Values for 2020 and 2021 shown
inclusive of impact of NZ IFRS16
Key performance indicators
(KPIs) are used by the Board and
throughout the Group to monitor
business performance

Briscoe Group Limited Annual Report 2021
Managing Director’s Review of Operations
14
The latest year was truly remarkable – the Covid-19 pandemic
made extraordinary demands on the resilience and adaptability
of the business. Our response highlighted the capability of
teams in all parts of the Company.
Managing
Director’s
Review of
Operations
Our senior leadership team continued to demonstrate
the highest level of strategic awareness and flexibility. The
commitment and dedication of our teams – instore, in
distribution and in online fulfilment – once again provided the
foundations on which a strong operational performance could
be built.
Had the operating context been known in advance I doubt
anyone would have predicted the results achieved – strong
increases in revenue and earnings for the year, a substantial
shift upward in margins and the restoration of dividend
payments just a few months after they were suspended in
highly uncertain trading conditions.
Results
The cornerstone of our performance was a rapid and agile
response to the national Level 4 lockdown, which closed all stores
in our network with five weeks remaining in the first quarter. A
steep decline in sales from that point onward was inevitable.
Our stores remained closed for 50 days, but the impact on our
performance was overtaken by a rapid increase in online trading
and then strong pent-up demand when store trading resumed. It
is clear that our customers are increasingly comfortable shopping
in both our store and online channels, moving between them
according to the needs of the moment.
Sales of both homewares and sporting goods remained
high for the rest of the year despite our stores in Auckland
being closed again during the regional Level 3 lockdown, for
just under two weeks in August 2020. Across the full year,
homeware sales rose by 6.89% to $439.2 million and those
for sporting goods by 8.45% to $262.6 million.
The results incorporate an additional week’s trading, 53 weeks
compared to 52 in the previous year. The Group operates
on a weekly trading and reporting cycle that requires a 53-
week year every five-to-six years to realign the financial and
calendar year-ends.
The significant increase in gross margin, in both raw dollar
and percentage terms, is perhaps the most encouraging
feature of the year’s results. The massive disruptions to trading
from Covid-19 accelerated our strategic plans to optimise
margin. This includes; enhancing pre-season planning and
buying processes, use of improved data analytics to maximise
our seasonal trading events, improving inventory flow and
reducing the level of clearance product.
Our work to improve margins is ongoing as part of the supply
chain improvement stream in our strategy programme.
While every year’s trading is different, we do believe that
changes made to date and others still to come will have
significance for the way we operate going forward.

Briscoe Group Limited Annual Report 2021
Managing Director’s Review of Operations
15
Inventories were $91.5 million at the end of the year – up
$4.1 million due predominantly to early landings of some
homeware stock to avoid delays ahead of Chinese New Year.
Given the impact of the pandemic on product sourcing,
our strong relationships with suppliers have been incredibly
valuable to us in securing reliable and consistent supply. We
are very grateful to our supply partners for their collaboration
and co-operation through this extraordinary year.
The Group invested $27.4 million in capital projects during
the year, of which $18.3 million was for the development of
property owned by the Group in Auckland, Silverdale and
Invercargill. The balance was for the fit-out of relocated
stores, online platform improvements, security system
upgrades and enhancements to system software and
hardware.
Store Network
Despite the disruptions created by Covid-19 the Group
progressed a number of store development projects
during the year.
The Briscoes Homeware and Rebel Sport stores in Nelson
were relocated in May, to a new dual site with more
carparking and better access for customers. The new stores
are bigger and brighter, with the Rebel Sport store featuring
our new generation fit-out. The former Group-owned Rebel
Sport premises were sold.
The refurbishment of the Briscoes Homeware and Rebel
Sport stores in Tauranga was completed in July. The new
configuration features a bigger Briscoes Homeware store and
new back-of-house and common team facilities.
Work also continued on a number of refurbishment
projects at Group-owned properties. The re-roofing of
Briscoes Invercargill was completed in October 2020. The
construction of a new concept Briscoes Homeware store at
36 Taylors Road, Auckland has been completed and the store
is now trading. This allows us to introduce a new Rebel Sport
store in the retail space on the ground floor of the Support
Office building at 1 Taylors Road.
The Silverdale development is still progressing well
and the construction phase is well over halfway to
completion. The opening of these new concept
Briscoes Homeware and Rebel Sport stores in
October 2021 will make it easier for our customers
in Silverdale, Orewa, the Hibiscus Coast and
surrounding areas to shop with us.
As part of the refreshed Rebel Sport branding programme
our Rebel Sport stores are being converted progressively to
feature new signage and a modernised exterior profile.
Our store development programme reflects the ongoing
re-examination of our retail footprint – stores, online platform
and distribution centre capacity – with a view to ensuring
we understand the optimal size and location mix to take the
Company into the future.

Briscoe Group Limited Annual Report 2021
Managing Director’s Review of Operations
16
Online
Our online business experienced extraordinary growth
with the move to a national lockdown in March 2020 and
continued to perform at higher levels through the rest of
the year. Online sales for the full year were 79.65% above
those for the previous year. They were 18.82% of total sales,
compared with 11.30% in the previous year. While the mix
was clearly influenced by the closure of stores during the two
lockdowns, we are confident that the online proportion of our
business is experiencing a significant step-change upward.
Our online platform had been revamped in a major project
completed early in the year as part of our shift towards an
online customer targeting strategy. We moved successfully
to increase the capacity of the new platform in response to
the closure of the store network during the national lockdown.
The implementation of online fulfilment centres throughout
our network was also crucial in dealing with the surge in
online trading.
We also completed the roll-out of Click and Collect facilities
across all stores – a great example of the speed with which
our teams can respond to accelerate plans when required.
The Click and Collect facilities were invaluable during the
lockdowns, proving extremely popular with shoppers and
accounting for more than 30% of all our online orders during
the second half of the year.
It is important to note that our digital strategy also includes
a significant in-store dimension – the development of
digital tools for our store teams to free up time that is then
available to be invested in providing advice and service to our
customers.
Looking Ahead
The factors that underpinned our
strong performance in the latest
year remain in place.
Our leadership team continues to act decisively to protect
and improve earnings in the short-term while also ensuring
that we develop strategic options and programmes that will
facilitate longer-term growth. Our business is run via a lean
and flat management structure in which roles are clearly
defined and value driven, information and decisions travel
efficiently and quick decision-making and implementation
are encouraged.
Our ultimate focus remains on offering our customers
compelling brand propositions and enjoyable shopping
experiences. Our unique value proposition continues to
resonate strongly with customers. Our focus on driving
high levels of customer service in-store is measured against
a standard retail metric – Net Promoter Score, which
indicates how likely customers are to recommend a store
to friends or colleagues. Based on over 200,000 individual
pieces of feedback received during the year, both Briscoes
Homeware and Rebel Sport continued to make
progress on this aspect of the business.
We also monitor online traffic and conversion with a view to
understanding and improving the experience of customers
using that platform. We also actively monitor social
sentiment on retail brands, finding that in regard to Briscoe
Group this is improving consistently in comparison with
other retailers.
The strategic initiatives established at the start of calendar
2020 have laid the foundations for a range of plans to
sustain and build the business over the next three to five
years. These plans have three key dimensions:
• Significantly enhancing the shopping
experience our customers enjoy.
• An end-to-end review and redesign of our
supply chain, from source to customer.
• Developing new streams of revenue.
We have partnered with KPMG in regard to identifying and
implementing supply chain improvements and we have
already realised some benefits from this exercise.
We continue to see significant opportunity for growth in
our existing stores and in online trading, and through further
improvement in our internal systems and disciplines.
Your Board is confident that, whatever conditions prevail in
the current year, the Company will continue to maintain a
high standard of operating and financial performance.
Rod Duke
Group Managing
Director

Briscoe Group Limited Annual Report 2021
Managing Director’s Review of Operations
17

Briscoe Group Limited Annual Report 2021
Strength in Our Brands
18
Briscoes Homeware is New Zealand’s leading homewares retailer.
We deliver quality you can trust through leading brands, sourced
both locally and from throughout the world.
Helping Kiwi’s
Live for Better
Strength in
Our Brands

Briscoe Group Limited Annual Report 2021
Strength in Our Brands
19
Briscoes Homeware
Part of New Zealand’s popular culture, led
by the Briscoes Lady and our love of a sale,
New Zealand has a strong connection with
the Briscoes brand. Briscoes Homeware
resonates strongly with New Zealanders.
When surveyed 71%* of customers
responded with Briscoes as their first choice.
*TRA Brand Edge Research 2020
At the core of Briscoes DNA is living better.
We believe that our home is an active
participant in shaping who we are and how
we live as individuals and as families. We
don’t just fill our homes for functional or
stylistic reasons, we choose the things we
put in them because of the role they play in
our lives.
Every day, through our product ranging, our
promotional foundation and our customer
engagement we are helping Kiwi’s get more
out of life by providing quality homeware
products at great prices. We are embracing
digital media and technology to engage
and appeal to existing and new audiences.
In 2020 we introduced Augmented Reality
technology to promote our outdoor range.
This allowed our customers to visualise
the outdoor setting in their own space. We
will continue to trial new technologies to
enhance customer experience and attract
new customer groups.
Our social media platforms continue to
grow as we focus on communicating
different aspects of our brand and product
range. Allowing us to build a conversation
with our customers, the content we create is
based on their interests, and provides useful
tips and tricks, inspiration, and opportunities
to engage. A highly responsive channel,
metrics for engagement, intent to purchase,
and revenue achieved from social media
activity continue to perform strongly.
920,000
Pillows
2,000,000
Towels
68,000
Vacuum cleaners
1,700,000
Pieces of dinnerware
600,000
Glasses
For our 2020/21 year
our customers across NZ
bought from us:
Living & Giving
An established Kiwi brand, Living &
Giving continues to grow its omnichannel
presence with 63% of its sales now online.
The home of premium brands such as
Ecoya, Le Creuset and Jamie Oliver, if
you’re looking for the perfect gift for
yourself or your home, look no further.

20
Kiwi’s love Rebel Sport.
A one stop shop for all sporting gear,
Rebel Sport is home of the world’s
leading brands of apparel and equipment.
Strength in
Our Brands
Briscoe Group Limited Annual Report 2021
Strength in Our Brands

21
Rebel Sport opened its first store in 1996
with the vision of making the world’s
leading sports brands accessible to all New
Zealanders. A unique, cool and innovative
brand, it disrupted the conventional and
pioneered the concept of big box sports
retail in New Zealand.
Today, Rebel Sport’s ambitions are just as
lofty; to make sport happen for more New
Zealanders, more often. For the first timers,
the tryers, and the winners, be it Olympic
gold or that first walk around the block.
We have a purpose to drive
the sporting environment
both as a retailer selling
products and as a community
to drive sports participation.

Delivering to this ambition, we are
committed to working with sports bodies
to make grass roots more accessible for all
New Zealanders encouraging participation at
all levels. Rebel Sport works with a number
of sports associations including Basketball,
Cricket, Rugby, Netball, Tennis, Volleyball,
Golf and via partnerships with Weetbix
Tryathlon and Round the Bays. We believe in
encouraging Kiwi’s to get out there and give
it a go. Why play only one sport when there’s
so much more fun to be had?
Moving forward our focus for Rebel Sport
is to ensure we stay relevant to a passionate
and dynamic sports shopper base.
Investment in content and technology
enables Rebel Sport to leverage sports
ambassador relationships and engage
sports lovers on and off the field.
380,000
Pairs of socks
60,000
Basketballs
998,000
Items of mens clothing
132,000
Pairs of tights
1,780,000
Pairs of shoes
For our 2020/21 year
our customers across NZ
bought from us:
Briscoe Group Limited Annual Report 2021
Strength in Our Brands

Briscoe Group Limited Annual Report 2021
Our Customers
22
Our
Customers
With the breadth of product
range across Briscoes Homeware
and Rebel Sport we know our
brands appeal to a broad group of
shoppers.
During 2020, Briscoe Group undertook two significant
research projects; Customer Journey mapping and defining
our Customer Segmentation. These will help us to better
understand our customers and their shopping habits. For
both Briscoes Homeware and Rebel Sport, we mapped
our customers purchase journey instore and online. The
combined initiatives mapped the process our customers
go through to make their purchase decision informing
where we should invest to enhance customer experience.
The deeper understanding of the customer journey has
increased the speed of development for experience
enhancements both in store and online including informing
our new store concept design.
Customer segmentation analytics for both brands,
identified the value and behavioural habits of our shopper
base. This in turn will allow us to develop more targeted
marketing activations to grow our loyal shopper base
beyond 2021. We now have better capability to measure
the effectiveness of marketing spend and drive stronger
shopper engagement.
This year Briscoes Group has bedded in the new eCommerce
platform Episerver. This allows us to concentrate on the
online customer experience, with a laser focus on creating
frictionless experiences for our online shoppers through user
experience enhancements, personalisation and stronger
online storytelling.
We have also introduced a marketing automation tool,
Emarsys, to start to have 1:1 conversations with our customers
both through email and using data to personalise their online
browsing experiences.
We are investing in strenghtening our in house digital and
data capability, with the objective of delivering a digitally
connected online and instore experience for our customers.
“ Knowing our customer behavior and value through
segmentation will drive creative and greater relevancy
in how we engage with them. It allows the business
to gain visibility of our investment to
ensure we have long term strategic
growth with the NZ shopper.
”
- Fiona Stewart

GM Marketing
“ We continue to focus on our omni experience and using
digital to enhance the instore as well as
connecting all the ways our shoppers
interact with us.
”
- Isabel Campbell
GM Online and Digital
Briscoe Group is continuously measuring customer
satisfaction through Net Promoter Score (NPS). NPS is a
metric used globally to measure customer engagement and
advocacy levels. Continuous improvement of our NPS metrics
is a focus for both brands, and we are extremely encouraged
by the results, with both brands continuing to lift year on year,
now sitting significantly above industry benchmarks.

Briscoe Group Limited Annual Report 2021
Our Customers
23
Brand health tracking over 2020 also shows incredible
improvements for both brands. In this highly competitive
retail market, Briscoes Homeware’s brand health metric has
lifted 3% leading the marketing in homewares.
2.2%
INCREASE
ON 2019
75
NPS
PIECES OF
FEEDBACK FOR
FY ‘20
129423
19.03%
FEEDBACK
INCREASE
ON 2019
9.2
AVERAGE
RATING PER
VISIT 2020
9.2
AVERAGE
RATING PER
VISIT 2019
129K
6.85%
INCREASE
ON 2019
63
NPS
PIECES OF
FEEDBACK FOR
FY ‘20
82323
47.90%
FEEDBACK
INCREASE
ON 2019
9.0
AVERAGE
RATING PER
VISIT 2020
8.9
AVERAGE
RATING PER
VISIT 2019
82K
Loyalist shopper
segments average
spend +16%
Loyalist shopper
segments average
spend +9%
Total active
shopper base
+ 9% YoY.
Total active
shopper base
+ 6% YoY.
Average frequency of shops - total shoppers 4.1x
Average frequency of shops - loyalists 7.0x
Average frequency of shops - total shoppers 3.3x
Average frequency of shops - loyalists 5.2x
Rebel Sport’s brand health has also lifted by 4%, leading the
NZ sport retail category.
In a year in which we saw customer shopping behavior significantly change, both brands grew their total customer and loyalist bases.

Briscoe Group Limited Annual Report 2021
Growing Together
24
Growing
Together
Our People
Our decision to ensure our team were paid in full throughout
the period of the lockdown, despite uncertainty as to the form
of government support, alongside clear communication as to
what the company would be doing to support them proved
to be a successful formula.
From a business perspective, it also meant we laid the
foundation to resume trade with the goodwill of our team
and the confidence of our customers as the alert levels
were lowered.
Leveraging our learning management system as a conduit
for communications, both to and from our team, saw
engagement with the platform climb to 98%. Critical
Covid-19 related training was able to be deployed, for
example the appropriate use of masks and gloves as well
as daily company updates helping to support and inform
all of our team.
“ As much as 2020 was a year of disrupted trade and
interrupted supply of products, above all else, it was
a year of people. I am proud of the way in which our
Company responded to the challenges, whether they
were team on the frontline or working in support roles
throughout the business.
”
- Aston Moss
Group General Manager
Human Resources
Alongside supporting our team members through what
proved to be a tumultuous and uncertain year, we increased
our investment through creation of our new Management
and Leadership programme. This programme is critical to our
continued capability building, ensuring we set both new and
existing managers up for success.
Just as we are building organisational capability throughout
our retail leadership team, so too we continue to build the
capabilities of our team members in our support roles.
Gender, as just one lens through which we evaluate our
progress on diversity, has been positively impacted by
our work to ensure unbiased recruitment, selection and
development of our people, along with ensuring we develop
and maintain an inclusive culture. The fruits of these efforts
are evident: our most recent talent assessment within the
business shows that almost 40% of those identified as high
impact or high potential are female.
To support our key business initiatives which will make
our team members’ jobs easier and further enhance our
customers’ shopping experience we have enhanced and
leveraged our skills and expertise in internal communications,
training and development and change management.
Health and Safety continues to be a priority. Encouragingly,
the journey we are on with our team through the promise
of ‘Safe Home Every Day’ was validated and rewarded with
confirmation of a discount to our Experience Rating through
ACC. Our work on traffic management plans stands out as an
example of how we develop and implement safe processes
and behaviours as part of our overall approach.
“ I’m very proud of the way our team rose to meet the
challenges and uncertainty of 2020. Pivoting rapidly
to scale up our fulfilment network, roll out click and
collect and operate dark stores, each challenge was
met efficiently and with resounding positivity from
the team. With Covid as a backdrop, it’s a true credit
to the team to see customer service levels continuing
to improve and witness many new
initiatives taking flight to ensure
sustainable growth.
”
- Nick Turner
General Manager Retail Operations
& Property

Briscoe Group Limited Annual Report 2021
Growing Together
25
Our Community
Briscoe Group Scholarship Programme
Briscoe Group has been a proud First Foundation Partner
since 2013. With the generous support of the RA Duke
Trust, we help fulfil the First Foundation mission of providing
students access to higher education through the Briscoe
Group-First Foundation Scholarship. Each year, applications
are opened to Briscoe Group team members and immediate
family members currently enrolled at a NZ Secondary school
in Year twelve or thirteen. Successful applicants receive a
three-year scholarship that includes significant financial
support, mentorship, and paid work experience.
Twenty three scholarships have been awarded to date, with
14 scholars currently progressing with their studies and
supported by the programme. The start of 2021 saw the
award of a further three scholarships from within the Group.
We were delighted to recognise a scholar (Jarod Goodwin,
pictured below) who has completed both his tertiary study
and the scholarship programme, made all the more exciting
in seeing him move to full time employment in one of our
support teams.
“ Briscoe Group is a huge part of our DNA, our
relationship teed off with the very first fundraising Golf
Day, moving on to become a regular annual event
for Cure Kids. The team at Cure Kids are inspired by
the enthusiasm and passion of all the team at Briscoe
Group fundraising nationwide.
”
- Frances Benge
CEO Cure Kids

Cure Kids Partnership
At a charitable level, since 2004 Briscoe Group Limited has
been a key partner of Cure Kids, a charity set up to find cures
and better treatments for serious illnesses and diseases that
affect thousands of children in New Zealand.
Our generous customers, staff and suppliers support the
Group’s efforts to raise funds for this wonderful charity and
we’re proud to say that in 16 years of partnership we have
raised over $8.1 million dollars together.
In 2020, a year of such significant disruption for our
customers and stores, we were proud to raise $686,000
for Cure Kids health research.
Rebel Sport is proud to partner with a large range of sporting organisations.
Pass It Forward
Rebel Sport’s key community partnership, Pass It Forward was
born from a collaboration with a key supplier with the objective
of giving every child the opportunity to play sport. The Pass
It Forward initiative provides sporting gear to under-funded
schools.
In the past 5 years Rebel Sport and Pass It Forward have
given away over 40,000 pieces of equipment, equating
to more than $1 million in value.
Grassroots Sports Partnerships
Within NZ there is a renewed focus on youth sports, with
a shift in emphasis from performance to participation.
Through partnerships with sporting associations such as the
Basketball New Zealand 3x3 and the Sanitarium Weetbix
Tryathlon, we are working hard to make sport accessible
and fun for New Zealand’s youth.
In 2020 we also continued our support for a number of
employees furthering their education at tertiary level through
MBA’s and other post- graduate studies. In 2021 we have
managers progressing their studies through the University of
Auckland and Auckland University of Technology.

Briscoe Group Limited Annual Report 2021
Growing Together
26
Briscoe Group remains committed to reducing its impact on
the environment. We continue to work with suppliers on a range
of initiatives. Last year our supplier of Cloud 9 pillows, moved to
compostable packing removing around 500,000 plastic bags
annually from landfill. This year we have continued to introduce
improvements; replacing the Cloud 9 plastic shower curtain
sleeves with cardboard, plastic packaging has been removed
from our Hampton & Mason frypans, and Simple Clean has
reduced the plastic in their cleaning cloths packaging.
Many of the Briscoes Homeware and Rebel Sport brand partners
have developed sustainable ranges such as Adidas Parley Green
& Parley Blue made from recycled materials and the Just Home
recycled range. We are proud to introduce the ecostore range
within Briscoes, a brand established for its environmental purpose.
2.545m tonnes
of mixed recycling
Recycling
Over 134,000
units
Plastic Packaging Reduction
Paper usage
targeted saving of
60% for 2021/22
Online Fulfilment
Up to 30%
reduction in
consumption
LED light initiative
Our Environment
“ As well as developing our own plans, we embrace
those developments being made by our

supplier partners to produce more
environmentally responsible products
and packaging.
”
- Fraser Collins Group GM - Mechandise
We have compliance agreements in place with our partners to
ensure products are produced ethically. We have always been
committed to the highest standards of social responsibility and
work with international organisations to uphold this.
Operational improvements have also delivered waste reduction.
Briscoe Group has three waste streams;
• Clear Plastics
• Cardboard
• General
We work closely with EnviroWaste, our waste management
partner to better educate our stores on waste management and
disposal. Operational improvement such as the implementation of
digital fulfilment has also delivered waste reduction. In the coming
year we are forecasting to remove over 2 million pieces of paper
from our in-store processes.
This year, as part of our LED light program, we have introduced
lighting wellness for each of our stores. In addition to our new
store builds we have six stores planned for refurbishment in 2021.
From this initiative we estimate a reduction of 15-30% power
consumption per store. This work will also deliver improved lux
output, greater uniformity of lighting and brighter stores for an
enhanced customer experience.
Briscoe Group is actively working with Retail NZ on sustainability
issues that may impact the broader retail industry in New Zealand.
We have a desire to work with like minded retailers on how we
might reduce our environmental footprint and do the right thing
by New Zealanders. We will release more on this initiative in the
coming year.

Briscoe Group Limited Annual Report 2021
Growing Together
27

Briscoe Group Limited Annual Report 2021
Winning Moving Forward
28
Winning
Moving Forward
• Completion of online replatform.
• Nationwide roll out of Click and Collect.
• Creation of customer segmentation analytics providing a
deeper understanding of customer behaviour and value.
• Increased customer satisfaction levels, Briscoes up to 75 (up
1.2 on last year) and Rebel Sport 63 (up 3.8 on last year).
• Active customer base increase of over 20%.
• Further nationwide expansion of our Online order fulfilment sites –
delivering 1.5m customer parcels.
• Optimisation of our online picking process to increase efficiencies.
• Enhanced data analytics capability to increase product availability.
• Enhancing pre-season planning and buying processes.
• Use of improved data analytics to maximise our seasonal trading
events.
• Improving inventory flow and reducing the level of
clearance product.
• Embedded the strategic partnership with KPMG.
• Completed the software development for extended
online product ranging.
• Optimised online delivery fee profile.
2020/21 Achievement
Future
Supply
Chain
New
Revenues
Attract
Grow
Retain
Customer
Our Strategic Progress
From the strategy formulated in early 2020 to create
sustainable growth over the next 3-5 years solid progress has
been made. We successfully managed to trade the business
strongly whilst laying the foundations for future growth.
In the first year of our strategic plan we have focused heavily
on customer and supply chain improvements.
“ Although 2020 was a challenging year due to the
Covid-19 pandemic, our strategic programme
has continued at pace due to the high level of
engagement and ownership from our team.

We have created the foundations to
deliver sustainable growth over the
coming years.
”
- Andrew Scott COO

Briscoe Group Limited Annual Report 2021
Winning Moving Forward
29
• Roll out extended online ranging of new products, including
premium homewares and sporting goods.
• Trial new product categories online and in store.
• Proactively review new retail opportunities.
• Optimise supply chain efficiency to reduce split parcels and
optimise online profitability.
• Optimise all stages of the merchandise process, including
seasonal and promotional buy process, allocation and
replenishment.
• Increase on shelf availability through new analytical tools.
• Complete future DC network modelling analysis.
• Deliver mobile solutions for store team members and reinvest
time to increase customer service levels.
• Increase speed of development for customer experience
enhancements both in store and online.
• Leverage customer segmentation to drive increased visit
frequency.
• Launch new email CRM automation tool to drive relevancy
and customer engagement.
Attract
Grow
Retain
Customer
Future
Supply
Chain
2021/22 Key focus areas
New
Revenues
Over 30 analytical processes and products have been created
to support the way we buy, how we move and store inventory,
how we plan, and how we manage inventory within our 88
Stores. These processes also connect to our suppliers, at the
start of the value chain, and most importantly, deliver value to
our customers at the end of the chain.
In the year ahead we will have completed our network
modelling. This will provide the business with a comprehensive
development plan on the required supply chain infrastructure
to achieve our future growth.
“KPMG New Zealand is proud to continue
supporting Briscoe Group throughout 2020 and
2021 to improve their supply chain and operations.
The program is making great progress, having
established a new data and analytics capability that
services the rest of the business
”
- Ian Williamson,
KPMG Partner - Management Consulting

Briscoe Group Limited Annual Report 2021
Winning Moving Forward
30

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
32

For the 53 week period ended 31 January 2021
Consolidated
Financial
Statements
For the period ended 31 January 2021
Introduction
These financial statements have been presented in a style which attempts to make them less complex and more relevant to
shareholders.
We have grouped the note disclosures into six sections:
1. Basis of Preparation
2. Performance
3. Operating Assets and Liabilities
4. Investments
5. Financing and Capital Structure
6. Other Notes
Each section sets out the accounting policies applied to the relevant notes.
The purpose of this format is to provide readers with a clearer understanding of the financial affairs of the Group.
Accounting policies have been shown in blue font for easier identification.

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
33
Table of Contents
Consolidated Financial Statements
Directors’ Approval of Consolidated Financial Statements35
Consolidated Income Statement36
Consolidated Statement of Comprehensive Income37
Consolidated Balance Sheet38
Consolidated Statement of Cash Flows39
Consolidated Statement of Changes in Equity41
Notes to the Consolidated Financial Statements:
1. Basis of Preparation
42
1.1 General Information
42
1.2 General Accounting Policies
42
2. Performance
44
2.1 Segment Information
44
2.2 Income and Expenses
46
2.3 Taxation
47
2.3.1 Taxation – Income statement
47
2.3.2 Taxation – Balance sheet
48
2.3.3 Imputation credits
49
2.4 Earnings Per Share
50
3. Operating Assets and Liabilities
51
3.1 Working Capital
51
3.1.1 Cash and cash equivalents
51
3.1.2 Trade and other receivables
51
3.1.3 Inventories
52
3.1.4 Trade and other payables
52
3.2 Held-For-Sale-Assets
53
3.3 Property, Plant and Equipment
54
3.4 Intangible Assets
56
3.5 Leases
56
3.5.1 Right-of-use assets
57
3.5.2 Lease liabilities
57
3.5.3 Lease liabilities maturity analysis
58
3.5.4 Lease related expenses included in the income statement
58
3.5.5 Lease payments included in the cashflow statement
58

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
34

For the 53 week period ended 31 January 2021
4. Investments
59
4.1 Investment in Equity Securities
59
5. Financing and Capital Structure
60
5.1 Interest Bearing Liabilities
60
5.2 Financial Risk Management
60
5.2.1 Derivative financial instruments
60
5.2.2 Credit risk
61
5.2.3 Interest rate risk
61
5.2.4 Liquidity risk
61
5.2.5 Market risk
63
5.2.6 Sensitivity analysis
64
5.3 Equity
66
5.3.1 Capital risk management
66
5.3.2 Share capital
66
5.3.3 Dividends
67
5.3.4 Reserves and retained earnings
67
6. Other Notes
68
6.1 Related Party Transactions
68
6.1.1 Parent and ultimate controlling company
68
6.1.2 Key management personnel
68
6.1.3 Directors’ fees and dividends
69
6.2 Employee Equity-Based Remuneration
70
6.2.1 Equity-settled share options
70
6.2.2 Equity-settled performance rights
71
6.2.3 Equity-based remuneration reserve
73
6.3 Contingent Liabilities
73
6.4 Impact of Covid-19
73
6.5 Events After Balance Date
74
6.6 New Accounting Standards
74
Table of Contents

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
35

For the 53 week period ended 31 January 2021
Authorisation for Issue
The Board of Directors authorised the issue of these Consolidated Financial Statements on 16 March 2021.
Approval by Directors
The Directors are pleased to present the Consolidated Financial Statements for Briscoe Group Limited for the 53
week period ended 31 January 2021. (Comparative period is for the 52 week period ended 26 January 2020).
16 March 2021
For and on behalf of the Board of Directors
Dame Rosanne Meo
CHAIRMAN

Rod Duke
GROUP MANAGING DIRECTOR
Directors’ Approval of Consolidated Financial Statements

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
36

For the 53 week period ended 31 January 2021
Notes
Period ended
31 January 2021
$000
Period ended
26 January 2020
$000
Sales revenue701,797653,017
Cost of goods sold
(394,681)(395,515)
Gross profit
307,116257,502
Other operating income2.21399,661
Store expenses (110,845)(100,342)
Administration expenses
(80,524)(69,598)
Earnings before interest and tax115,88697,223
Finance income 421 724
Finance costs
(14,888)(13,635)
Net finance cost5.1 (14,467) (12,911)
Profit before income tax 101,419 84,312
Income tax expense
2.3.1 (28,220) (21,729)
Net profit attributable to shareholders
73,19962,583
Earnings per share for profit attributable to shareholders:
Basic earnings per share (cents) 2.432.928.2
Diluted earnings per share (cents)2.432.828.0
The above consolidated income statement should be read in conjunction with the accompanying notes.
Consolidated Income Statement

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
37

For the 53 week period ended 31 January 2021
Notes
Period ended
31 January 2021
$000
Period ended
26 January 2020
$000
Net Profit attributable to shareholders73,19962,583
Other comprehensive income:
Items that will not be subsequently reclassified
to profit or loss:
Change in value of investment in equity securities4.1(92,174)38,513
Items that may be subsequently reclassified to
profit or loss:
Fair value gain recycled to income statement from
cashflow hedge reserve
(608)(4,077)
Fair value (loss)/gain taken to the cashflow hedge reserve(2,084)3,022
Deferred tax on fair value gain taken to income
statement from cashflow hedge reserve
2.3.2 170 1,142
Deferred tax on fair value loss/(gain) taken to cashflow
hedge reserve
2.3.2584(846)
Total other comprehensive (loss)/income(94,112)37,754
Total comprehensive (loss)/income attributable
to shareholders
(20,913)100,337
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
Consolidated Statement of Comprehensive Income

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
38
Notes
31 January 2021
$000
26 January 2020
$000
ASSETS
Current assets
Cash and cash equivalents3.1.1100,41767,414
Trade and other receivables3.1.23,5343,533
Inventories3.1.391,47387,414
Held-for-sale assets3.2-5,408
Derivative financial instruments5.2.532269
Total current assets
195,456164,038
Non-current assets
Property, plant and equipment3.3117,39797,265
Intangible assets3.43,6083,464
Right-of-use assets3.5.1255,850266,001
Deferred tax2.3.214,75011,676
Investment in equity securities4.161,930154,104
Total non-current assets
453,535532,510
TOTAL ASSETS648,991696,548
LIABILITIES
Current liabilities
Trade and other payables3.1.480,95281,260
Lease liabilities3.5.319,27717,744
Taxation payable2.3.212,4134,895
Derivative financial instruments5.2.53,3781,014
Total current liabilities
116,020104,913
Non-current liabilities
Trade and other payables3.1.4930852
Lease liabilities
3.5.3272,994278,664
Total non-current liabilities273,924279,516
TOTAL LIABILITIES389,944384,429
NET ASSETS259,047312,119
EQUITY
Share capital5.3.261,83960,752
Cashflow hedge reserve5.2.5(2,457)(519)
Equity-based remuneration reserve6.2.3444841
Other reserves5.3.4(25,923)66,251
Retained earnings
225,144184,794
TOTAL EQUITY259,047312,119
The above consolidated balance sheet should be read in conjunction with the accompanying notes.
Consolidated Balance Sheet
As at 31 January 2021

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
39

For the 53 week period ended 31 January 2021
Notes
Period ended
31 January 2021
$000
Period ended
26 January 2020
$000
OPERATING ACTIVITIES
Cash was provided from
Receipts from customers 701,574 652,701
Rent received1512
Dividends received3 6,832
Premium received from KMD rights issue -2,720
Interest received 450850
Insurance recovery2297
702,064663,212
Cash was applied to
Payments to suppliers (450,182) (450,085)
Payments to employees(80,006)(75,593)
Interest paid(14,889)(13,631)
Net GST paid (27,508) (20,310)
Income tax paid (22,913) (24,085)
(595,498) (583,704)
Net cash inflows from operating activities 106,566 79,508
INVESTING ACTIVITIES
Cash was provided from
Proceeds from sale of property, plant and equipment
1,99611
1,99611
Cash was applied to
Purchase of property, plant and equipment3.3 (25,540) (17,410)
Purchase of intangible assets(1,889)(1,768)
Investment in equity securities
4.1-(13,602)
(27,429) (32,780)
Net cash outflows from investing activities(25,433)(32,769)
FINANCING ACTIVITIES
Cash was provided from
Issue of new shares5.3.29191,620
Net proceeds from borrowings
--
9191,620
Cash was applied to
Dividends paid5.3.3 (33,370) (45,494)
Lease liability payments
(15,588)(16,264)
(48,958)(61,758)
Net cash outflows from financing activities(48,039)(60,138)
Net increase in cash and cash equivalents 33,094 (13,399)
Cash and cash equivalents at beginning of period 67,414 80,777
Effect of exchange rate changes on cash and cash equivalents(91)36
Cash and cash equivalents at period end3.1.1 100,417 67,414
Consolidated Statement of Cash Flows

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
40

For the 53 week period ended 31 January 2021
Consolidated Statement of Cash Flows (continued)
RECONCILIATION OF NET CASH FLOWS FROM
OPERATING ACTIVITIES TO REPORTED NET PROFIT
Period ended
31 January 2021
$000
Period ended
26 January 2020
$000
Reported net profit attributable to shareholders73,19962,583
Items not involving cash flows
Depreciation and amortisation expense31,84527,326
Adjustment for fixed increase leases / inducements-(790)
Bad debts and movement in doubtful debts(40)95
Inventory adjustments1,563510
Amortisation of equity-based remuneration 183 273
Loss on disposal/surrender of assets 501 148
34,052 27,562
Impact of changes in working capital items
Decrease (increase) in trade and other receivables39 (806)
Decrease (increase) in inventories (5,622) (6,907)
Increase (decrease) in taxation payable 7,518 (1,935)
Increase (decrease) in trade payables(9,974) 2,925
Increase (decrease) in other payables and accruals
7,354 (3,914)
(685) (10,637)
Net cash inflow from operating activities 106,566 79,508
NET DEBT RECONCILIATION
Period ended
31 January 2021
$000
Period ended
26 January 2020
$000
Cash and cash equivalents
Cash and cash equivalents at beginning of period
67,41480,777
Net increase in cash and cash equivalents
33,094(13,399)
Effect of exchange rate changes
(91)36
Cash and cash equivalents at period end100,41767,414
Lease liabilities
Opening value
(296,408)-
Movement on transition
-(259,462)
Cash flows
15,58816,264
Lease acquisitions
(13,126)(53,210)
Lease surrenders
1,675-
Total lease liabilities at period end(292,271)(296,408)
Net debt reconciliation(191,854)(228,994)
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
41

For the 53 week period ended 31 January 2021
Notes
Share
Capital
$000
Cashflow
Hedge
Reserve
Equity-Based
Remuneration
Reserve
Other
Reserves
$000
Retained
Earnings
$000
Total
Equity
$000
$000$000
Balance at 27 January 2019 58,929 240 1,097 27,738185,537273,541
Impact of adopting NZ IFRS 16----(18,205)(18,205)
Adjusted balance as at 28 January 201958,9292401,09727,738167,332255,336
Net profit attributable to shareholders for the period---- 62,583 62,583
Other comprehensive income:
Change in value of investment in equity
securities
4.1---38,513-38,513
Net fair value loss taken through cashflow
hedge reserve
- (759) --- (759)
Total comprehensive (loss)/income for the period- (759)-38,513 62,583100,337
Transactions with owners:
Dividends paid5.3.3----(45,494)(45,494)
Share options charged to income statement6.2.1-- 168-- 168
Performance rights charged to income
statement
6.2.2--105--105
Share options exercised5.3.2/6.2 1,823- (203)--1,620
Transfer for share options lapsed and forfeited6.2.3-- (373)- 373-
Deferred tax on equity-based remuneration2.3.2/6.2.3--47--47
Balance at 26 January 202060,752(519)84166,251184,794312,119
Net profit attributable to shareholders for the period----73,199 73,199
Other comprehensive income:
Change in value of investment in equity
securities
4.1---(92,174)-(92,174)
Net fair value loss taken through cashflow
hedge reserve
-

(1,938)
--- (1,938)
Total comprehensive (loss)/income for the period-(1,938)- (92,174) 73,199(20,913)
Transactions with owners:
Dividends paid5.3.3---- (33,370)(33,370)
Share options charged to income

statement
6.2.1------
Performance rights charged to income
statement
6.2.2--183--183
Share options exercised5.3.2/6.21,087- (168)-- 919
Transfer for share options lapsed and forfeited6.2.3-- (521)- 521-
Deferred tax on equity-based remuneration2.3.2/6.2.3--109--109
Balance at 31 January 202161,839(2,457)444(25,923)225,144259,047
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
Consolidated Statement of Changes in Equity

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
42

For the 53 week period ended 31 January 2021
1. Basis of Preparation
This section presents a summary of information considered relevant and material to assist the reader in understanding
the foundations on which the financial statements as a whole have been compiled. Accounting policies specific to
notes shown in other sections are included as part of that particular note.
1.1 General Information
Briscoe Group Limited (the Company) and its subsidiaries (together the Group) is a retailer of homeware and sporting goods. The
Company is a limited liability company incorporated and domiciled in New Zealand and is listed on the New Zealand Stock Exchange
(NZX). Briscoe Group Limited is registered under the Companies Act 1993 and is an FMC Reporting Entity under Part 7 of the Financial
Markets Conduct Act 2013. The address of its registered office is 1 Taylors Road, Morningside, Auckland. The Company is registered in
Australia as a foreign company under the name Briscoe Group Australasia Limited and is listed on the Australian Securities Exchange
as a foreign exempt entity. (NZX / ASX code: BGP).
The financial statements of the Group have been prepared in accordance with the requirements of Part 7 of the Financial Markets
Conduct Act 2013 and the NZX Main Board Listing Rules.
These audited consolidated financial statements have been approved for issue by the Board of Directors on 16 March 2021.
1.2 General Accounting Policies
These consolidated financial statements have been prepared in accordance with Generally Accepted Accounting Practice (GAAP).
They comply with New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) and other applicable Financial
Reporting Standards, as appropriate for for-profit entities. The consolidated financial statements also comply with International
Financial Reporting Standards (IFRS).
The consolidated financial statements are presented in New Zealand dollars which is the Company’s functional currency and the
Group’s presentation currency. All financial information has been presented in thousands, unless otherwise stated.
The principal accounting policies adopted in the preparation of the financial report are set out below. These policies have been
consistently applied to all the periods presented, unless otherwise stated.
Entities reporting
The consolidated financial statements reported are for the consolidated Group which is the economic entity comprising Briscoe
Group Limited and its subsidiaries. The Group is designated as a for-profit entity for the purposes of complying with GAAP.
Reporting period

These consolidated financial statements are in respect of the 53-week period 27 January 2020 to 31 January 2021 and provide a
balance sheet as at 31 January 2021. The comparative period is in respect of the 52-week period 28 January 2019 to 26 January 2020.
The Group operates on a weekly trading and reporting cycle resulting in 52 weeks for most years with a 53-week period occurring
once every 5-6 years.
Principles of consolidation

Subsidiaries are all entities over which the Company has control. The Company controls an entity when the Company is exposed to, or
has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the
entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Company. They are deconsolidated from
the date that control ceases.
Intercompany transactions, balances and unrealised gains or losses on transactions between Group companies are eliminated.
Accounting policies of subsidiaries are changed when necessary to ensure consistency with the policies adopted by the Company.

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
43

For the 53 week period ended 31 January 2021
Subsidiaries Activity2021 Interest2020 Interest
Briscoes (New Zealand) LimitedHomeware retail100%100%
The Sports Authority Limited (trading as Rebel Sport)Sporting goods retail100%100%
Rebel Sport LimitedName protection100%100%
Living and Giving LimitedName protection100%100%
All companies above are incorporated in New Zealand and have a balance date consistent with that of the Company as outlined in the
accounting policies.
Historical cost convention

These financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain assets as
identified in specific accounting policies detailed throughout these financial statements.
Critical accounting judgements and estimates
In the process of applying the Group’s accounting policies and the application of accounting standards, a number of estimates
and judgements have been made. The estimates and underlying assumptions are based on historical experience and adjusted for
current market conditions and other factors, including expectations of future events that are considered to be reasonable under the
circumstances. If outcomes within the next financial period are significantly different from assumptions, this could result in adjustments
to carrying amounts of the asset or liability affected. Further explanation as to estimates and assumptions made by the Group can be
found in the notes to the financial statements:
Areas of judgement and estimationNote
Inventories3.1.3
Leases3.5
Foreign currency translation
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at
period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income
statement, except when deferred in which case they are recognised in other comprehensive income as qualifying cash flow hedges.
1. Basis of Preparation

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
44

For the 53 week period ended 31 January 2021
2. Performance
This section reports on the results and performance of the Group, providing additional information about individual
items, including performance by operating segment, revenue, expenses, taxation and earnings per share.
2.1 Segment Information
An operating segment is a component of an entity that engages in business activities which earns revenue and incurs expenses and for
which the chief operating decision maker (CODM) reviews the operating results on a regular basis and makes decisions on resource
allocation. The Group has determined its CODM to be the group of executives comprising the Managing Director, Chief Operating
Officer and Chief Financial Officer.
The Group is organised into two reportable operating segments, namely homeware and sporting goods, reflecting the different retail
sectors within which the Group operates. The Company is considered not to be a reportable operating segment. Eliminations and
unallocated amounts as shown below are primarily attributable to the Company. There were no inter-segment sales in the period
(2020: Nil).
Information regarding the operations of each reportable operating segment is included below. Segment profit represents the profit
earned by each segment and is extracted from the income statements associated with the two trading subsidiary companies, Briscoes
(New Zealand) Limited and The Sports Authority Limited (trading as Rebel Sport). Earnings before interest and tax (EBIT) is a non-
GAAP measure and used by CODM to assess the performance of the operating segments. This measure should not be viewed in
isolation, nor considered as a substitute for measures reported in accordance with NZ IFRS. This non-GAAP financial measure may not
be comparable to similarly titled amounts reported by other companies.
For the period ended 31 January 2021
Homeware
Sporting
goods
Eliminations/
UnallocatedTotal Group
$000$000$000$000
INCOME STATEMENT
Total sales revenue 439,234 262,563- 701,797
Gross profit 192,293 114,823- 307,116
Earnings before interest and tax 66,979 46,495 2,412 115,886
Finance income7233316421
Finance costs(9,851)(4,925) (112)(14,888)
Net finance cost (9,779) (4,592) (96) (14,467)
Income tax expense (15,821) (11,736) (663) (28,220)
Net profit after tax 41,379 30,167 1,653 73,199
BALANCE SHEET ITEMS:
Assets 363,231 217,35868,402
1.
648,991
Liabilities 254,506 135,178 260 389,944
OTHER SEGMENTAL ITEMS:
Acquisitions of property, plant and
equipment, intangibles and investments
23,497 3,931- 27,428
Depreciation and amortisation expense 20,333 11,512- 31,845
$000
1. Investment in equity securities61,930
Intercompany eliminations(2,193)
Other balances8,665
68,402

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
45

For the 53 week period ended 31 January 2021
2. Performance
For the period ended 26 January 2020
Homeware
Sporting
goods
Eliminations/
UnallocatedTotal Group
$000$000$000$000
INCOME STATEMENT
Total sales revenue410,908242,109-653,017
Gross profit162,29795,205-257,502
Earnings before interest and tax49,39036,44711,38697,223
Finance income18551524724
Finance costs(8,944)(4,560)(131)(13,635)
Net finance cost(8,759)(4,045)(107)(12,911)
Income tax expense(11,641)(9,075)(1,013)(21,729)
Net profit after tax28,99023,32710,26662,583
BALANCE SHEET ITEMS:
Assets337,014220,417139,117
1.
696,548
Liabilities257,717145,045(18,333)384,429
OTHER SEGMENTAL ITEMS:
Acquisitions of property, plant and
equipment, intangibles and investments
15,3323,84613,60232,780
Depreciation and amortisation expense17,30910,017-27,326
$000
1. Investment in equity securities156,887
Intercompany eliminations (23,159)
Other balances5,389
139,117

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
46

For the 53 week period ended 31 January 2021
2.2 Income and Expenses
Revenue recognition
Revenue comprises the fair value of consideration received or receivable for the sale of goods and services, net of Goods and Services
Tax (GST), and discounts and after eliminating sales within the Group. Revenue is recognised as follows:
Sales of goods - retail
For all sales, control is considered to pass to the customer at the point when the customer can use or otherwise benefit from the
goods and services. For in-store sales, control passes to the customer at point of sale. For online sales, the order along with delivery to
the customer are considered to comprise a single performance obligation, therefore control is considered to pass to the customer on
delivery of the goods. Retail sales are predominantly by credit card, debit card or in cash.
Rental income
Rental income (net of any incentives given to lessees) is recognised on a straight line basis over the period of the lease.
Interest income
Interest income is recognised on a time-proportionate basis using the effective interest method.
Dividend income
Dividend income is recognised when the right to receive the dividend is established.
Profit before income tax includes the following specific income and expenses:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Income
Rental income1512
Dividends received36,832
Premium from KMD rights issue-2,720
Insurance recovery2297
Gain on lease surrender99-
Expenses
Depreciation of property, plant and equipment 8,4006,594
Amortisation of software costs1,745824
Depreciation of right-of-use assets21,70019,908
Interest on leases14,77213,504
Operating lease rental expense271,215
Wages, salaries and other short-term benefits85,35273,712
Equity-based remuneration (refer also Note 6.2)183273
Amounts paid to auditors:
1.
Statutory Audit108108
Half year review2626
Other services--
1. Refer to Note 6.1.1 in relation to tax services performed by PwC in relation to RA Duke Trust.
2. Performance

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
47

For the 53 week period ended 31 January 2021
2.3 Taxation
Current and deferred income tax
The income tax expense for the period is the tax payable on the current period’s taxable income based on the income tax rate
adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and
liabilities and their carrying amounts in the financial statements.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in
New Zealand, being the country where the Group operates and generates taxable income. The Group periodically evaluates positions
taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions
where appropriate on the basis of amounts expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between tax bases of assets and
liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined using tax rates (and
laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred
income tax asset is realised or the deferred income tax liability is settled.
Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the
temporary differences can be utilised.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when
the deferred tax balances relate to the same taxation authority. Current tax assets and liabilities are offset when the entity has a legal
enforceable right to offset and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.
Goods and Services Tax (GST)
The income statement, statement of comprehensive income and statement of cash flows have been prepared so that all components
are stated exclusive of GST. All items in the balance sheet are stated net of GST, with the exception of trade receivables and trade
payables, which include GST invoiced.
2.3.1 Taxation – Income statement
The total taxation charge in the income statement is analysed as follows:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
(a) Income tax expense
Current tax expense:
Current tax 30,311 21,994
Adjustments for prior periods120156
30,431 22,150
Deferred tax expense:
Decrease in future tax benefit current period (1,408) (294)
Tax effect of disposal of buildings(203)-
Tax effect of legislative changes(478)-
Adjustments for prior periods (122)(127)
(2,211) (421)
Total income tax expense 28,220 21,729
2. Performance

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
48

For the 53 week period ended 31 January 2021
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
(b) Reconciliation of income tax expense to tax rate
applicable to profits
Profit before income tax expense 101,419 84,312
Tax at the corporate rate of 28% (2020: 28%) 28,397 23,607
Tax effect of amounts which are either non-deductible
or non-assessable in calculating taxable income
506(1,906)
Tax effect of disposal of buildings(203)-
Tax effect of legislative changes(478)-
Prior period adjustments (2)28
Total income tax expense 28,220 21,729
The Group has no tax losses (2020: Nil) and no unrecognised temporary differences (2020: Nil).
2.3.2 Taxation – Balance sheet
(a) Deferred Taxation
The following are the major deferred taxation liabilities and assets recognised by the Group and movements thereon during the current
and prior period:
DepreciationProvisions
Derivative
financial
instruments
Net lease
liabilityTotal
$000$000$000$000$000
At 27 January 2019(162)3,674(94)-3,418
Impact of adopting NZ IFRS 16---7,4947,494
Credited / (charged) to the income statement64(663)-1,020421
Credited to equity-47--47
Net credited to other comprehensive income--296
1.
-296
At 26 January 2020(98)3,0582028,51411,676
Credited to the income statement188339-1,6842,211
Credited to equity-109--109
Net credited to other comprehensive income-- 754
1.
-754
At 31 January 2021 903,506 95610,19814,750
1. Net credited to other comprehensive income comprises deferred tax on fair value gain taken to income statement of $170,211 (2020: deferred
tax on fair value gain of $1,141,574) and deferred tax on fair value loss taken to cash flow hedge reserve of $583,545 (2020: deferred tax on fair
value gain of $846,031).
2. Performance

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
49

For the 53 week period ended 31 January 2021
(b) Taxation payable
The following is the analysis of the movements in the taxation payable balance during the current and prior period:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Movements:
Balance at beginning of period (4,895) (6,830)
Current tax (30,431) (22,150)
Tax paid 22,675 23,761
Foreign investor tax credit (FITC) 238 324
Balance at end of period (12,413) (4,895)
2.3.3 Imputation credits
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Imputation credits available for use in
subsequent accounting periods:
107,174 92,284
The above amounts represent the balance of the imputation account as at the end of the reporting period, adjusted for:
• Imputation credits that will arise from the payment of the provision for income tax,
• Imputation debits that will arise from the payment of dividends recognised as liabilities at the reporting date, and
• Imputation credits that will arise from the receipt of dividends recognised as receivables at the reporting date.
The consolidated amounts include imputation credits that would be available to the Company if subsidiaries paid dividends.
2. Performance

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
50

For the 53 week period ended 31 January 2021
2.4 Earnings per share
Earnings per share (EPS) is the amount of post-tax profit attributable to each share.
Basic EPS is computed by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares on
issue during the period.
Diluted EPS adjusts for any commitments the Group has to issue shares in the future that would decrease the Basic EPS. These are
in the form of share options and performance rights. Diluted EPS is therefore computed by dividing the net profit attributable to
shareholders by the weighted average number of ordinary shares on issue during the period, adjusted to include the potentially dilutive
effect if share options and performance rights to issue ordinary shares were exercised and converted into shares.
Period ended
31 January 2021
Period ended
26 January 2020
Net profit attributable to shareholders $000 73,199 62,583
Basic
Weighted average number of ordinary shares on issue (thousands) 222,340 221,998
Basic earnings per share 32.9 cents 28.2 cents
Diluted
Weighted average number of ordinary shares on issue adjusted for share options and
performance rights issued but not exercised (thousands)

223,142

223,872
Diluted earnings per share 32.8 cents 28.0 cents
2. Performance

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
51

For the 53 week period ended 31 January 2021
3. Operating Assets and Liabilities
This section reports the assets used to generate the Group’s trading performance and the liabilities incurred as a
result. Liabilities relating to the Group’s financing activities are addressed in Note 5. Assets and liabilities in relation to
deferred taxation and taxation payable are shown in Note 2.3. The carrying amounts of financial assets and liabilities
are equivalent to their fair value unless otherwise stated.
3.1 Working Capital
Working capital represents the assets and liabilities the Group generates through its trading activity. The Group
therefore defines working capital as cash, trade and other receivables, inventories and trade and other payables.
3.1.1 Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions and other short-term,
highly liquid investments with original maturities of three months or less, that are readily convertible to known amounts
of cash and that are subject to an insignificant risk of changes in value.
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Cash at bank or on hand100,41767,414
As at 31 January 2021 the Group held foreign currency equivalent to NZ$0.735 million (2020: NZ$2.372 million) which is included in
the table above. The foreign currency in which the Group deals primarily is the US Dollar.
3.1.2 Trade and other receivables
Trade receivables arise from sales made to customers on credit or through the collection of purchasing rebates from
suppliers not otherwise deducted from suppliers’ payable accounts. Trade receivables are recognised initially at
the value of the invoice sent to the customer (fair value) and subsequently at the amounts considered recoverable
(amortised cost). Trade receivable balances are reviewed on an on-going basis.

Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Trade receivables431611
Prepayments 1,937 2,198
Other receivables 1,166 724
Total trade and other receivables 3,534 3,533
No interest is charged on trade receivables.

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
52

For the 53 week period ended 31 January 2021
3. Operating Assets and Liabilities
3.1.3 Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is determined using a weighted average
method and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and
condition. Net realisable value is the estimated selling price in the ordinary course of business, less applicable variable
selling expenses.
The Group assesses the likely residual value of inventory. Stock provisions are recognised for inventory which is
expected to sell for less than cost and also for the value of inventory likely to have been lost to the business through
shrinkage between the date of the last applicable stocktake and balance date. In recognising the provision for inventory,
judgement has been applied by considering a range of factors including historical results, current trends and specific
product information from buyers.
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Finished goods 96,027 90,204
Inventory provisions and adjustments (4,554) (2,790)
Net inventories 91,473 87,414
3.1.4 Trade and other payables
Trade and other payable amounts represent liabilities for goods and services provided to the Group prior to the end of a financial
period, which are unpaid.
Trade payables
Trade payables are recognised at the value of the invoice received from a supplier (fair value). The carrying value of trade payables is
considered to approximate fair value as the amounts are unsecured and are usually paid within 60 days of recognition.
Employee entitlements
Wages and salaries, annual leave and sick leave
Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be settled
within 12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date
and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are
recognised when the leave is taken and measured at the rates paid or payable. The liability for employee entitlements is carried at the
present value of the estimated future cash flows.
Bonus plans
A liability is recognised for bonuses payable to employees where a contractual obligation arises for an agreed level of payment
dependent on both company and individual performance criteria.
Long service leave
The liability for long service leave is recognised as a non-current liability and measured as the present value of expected future
payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method.
Consideration is given to expected future wage and salary levels, history of employee departure rates and periods of service. Expected
future payments are discounted using market yields at the reporting date on government bonds with terms to maturity that match, as
closely as possible, the estimated future cash outflows.

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
53

For the 53 week period ended 31 January 2021
3. Operating Assets and Liabilities
Provisions
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated
reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.
Provisions relate to returns in relation to sales of goods directly imported by the Group and are expected to be fully utilised within the
next twelve months. Provisions relating to inventory, receivables and employee benefits have been treated as part of those specific
balances. There are no other provisions relating to these financial statements.
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Trade payables 50,460 60,434
Employee entitlements 15,809 10,463
Other payables and accruals 15,516 11,107
Provisions 97 108
Total trade and other payables 81,882 82,112
Shown in balance sheet as:
Current liabilities 80,952 81,260
Non-current liabilities 930 852
Total trade and other payables 81,882 82,112
3.2 Held-For-Sale Assets
Held-for-sale assets are assets that are available for immediate sale in their present condition, subject only to normal
sale terms, and for which there is a high probability that they will be offered for sale or sold. The Group measures a held-
for-sale asset at the lower of carrying value and fair value less costs to sell.
Held-for-sale assets were:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Property- 5,408

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
54

For the 53 week period ended 31 January 2021
3.3 Property, Plant and Equipment
All property, plant and equipment is stated at historical cost less depreciation and any impairment adjustments. Historical cost
includes expenditure that is directly attributable to the acquisition of property, plant and equipment. Costs are included in an asset’s
carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated
with an item will flow to the Group and the cost of an item can be measured reliably.
Assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date.
An asset’s carrying amount is written down immediately to its recoverable amount if its carrying amount is greater than its estimated
recoverable amount.
Gains and losses on disposals of assets are determined by comparing proceeds with carrying amounts. These gains and losses are
included in the income statement.
Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost, net of their
estimated residual values, over their estimated useful lives, as follows:
- Freehold buildings 33 years
- Plant and equipment 3 - 15 years
Property, plant and equipment is reviewed whenever events or changes in circumstances indicate that the carrying amount may not
be recoverable. An impairment loss is recognised for the amount by which an asset’s carrying amount exceeds its recoverable amount.
The recoverable amount is the higher of an asset’s fair value less costs to sell, or value in use.
The Group assesses whether there are indications, for example loss-making stores, for certain trigger events which may indicate that an
impairment in property, plant and equipment values exist at balance date.
3. Operating Assets and Liabilities

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
55

For the 53 week period ended 31 January 2021
Land and
buildings
Plant and
equipmentTotal
$000$000$000
At 27 January 2019
Cost 77,115 79,556 156,671
Accumulated depreciation (5,702) (58,953) (64,655)
Net book value 71,413 20,603 92,016
Period ended 26 January 2020
Opening net book value 71,413 20,603 92,016
Additions 4,671 12,739 17,410
Disposals- (159) (159)
Reclassified as held-for-sale asset(5,408)-(5,408)
Depreciation charge (1,426) (5,168) (6,594)
Closing net book value 69,250 28,015 97,265
At 26 January 2020
Cost 74,853 85,857 160,710
Accumulated depreciation (5,603) (57,842) (63,445)
Net book value 69,250 28,015 97,265
Period ended 31 January 2021
Opening net book value 69,250 28,015 97,265
Additions 18,504 7,036 25,540
Disposals (263) (155) (418)
Reclassified as held-for-sale asset3,410-3,410
Depreciation charge (1,842) (6,558) (8,400)
Closing net book value 89,059 28,338 117,397
At 31 January 2021
Cost 96,010 89,175 185,185
Accumulated depreciation (6,951) (60,837) (67,788)
Net book value 89,059 28,338 117,397
Capital commitments
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Capital commitments in relation to property, plant and equipment
at balance date not provided for in the financial statements
7,458
1.
22,740
1. $6.5 million relates to building contracts for the development and construction of new retail premises at 36 Taylors Road, Auckland and also at
Silverdale, North Auckland (2020: $22.1 million).
3. Operating Assets and Liabilities

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
56

For the 53 week period ended 31 January 2021
3.4 Intangible Assets
Intangible assets are non-physical assets used by the Group to operate the business. Software costs have a finite useful life. Software
costs are capitalised and amortised on a straight-line basis over the estimated useful economic life of 2 to 5 years.
Software is the only intangible asset recorded in the financial statements. All software has been acquired externally.
3.5 Leases
Right-of-use assets and lease liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the
net present value of the remaining lease payments. Lease payments to be made under reasonably certain extension options are also
included in the measurement of the liabilities.
Right-of-use assets are initially recognised on commencement of lease at cost, comprising the initial amount of the lease liabilities
less any lease incentives received. Right-of-use assets are subsequently depreciated using the straight-line method from the
commencement date to the end of the lease term. In considering the lease term, the Group applies judgement in determining whether
it is reasonably certain that an extension or termination option will be exercised.
Both right-of-use assets and lease liabilities are discounted applying interest rate implicit in the lease, or if this cannot be determined,
the incremental borrowing rate at the commencement of the lease. To determine the incremental borrowing rate the Group have
applied a blended secured and unsecured borrowing rate. For the secured rate the Group have utilised third party financing options
and adjusted for an appropriate credit spread.
Extension options are included in a number of property leases across the Group. These are used to maximise operational flexibility in
terms of managing the assets used in the Group’s operation. Extension options held are exercisable only by the Group and not by the
respective lessor.
The following tables show the movements and analysis in relation to the right-of-use assets and lease liabilities, created on the
adoption of NZ IFRS 16.
3. Operating Assets and Liabilities

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
57

For the 53 week period ended 31 January 2021
3.5.1 Right-of-use assets:
Land and Buildings
$000
Period ended 26 January 2020
Movements on transition232,699
Additions53,210
Depreciation for the period(19,908)
Closing carrying amount 266,001
At 26 January 2020
Cost285,909
Accumulated depreciation(19,908)
Carrying amount266,001
Period ended 31 January 2021
Opening carrying amount266,001
Additions13,126
Surrender(1,577)
Depreciation for the period(21,700)
Closing carrying amount255,850
At 31 January 2021
Cost296,491
Accumulated depreciation(40,641)
Carrying amount255,850
3.5.2 Lease liabilities:
As at
31 January 2021
As at
26 January 2020
$000$000
Opening value296,408-
Movements on transition-259,462
Additions13,12653,210
Surrender(1,675)-
Interest for the period14,77213,504
Lease payments made(30,360)(29,768)
Total lease liabilities292,271296,408
3. Operating Assets and Liabilities

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
58

For the 53 week period ended 31 January 2021
3.5.3 Lease liabilities maturity analysis:
Minimum lease
paymentsInterest
Present
Value
$000$000$000
Within one year33,170(13,893)19,277
One to five years124,032(47,128)76,904
Beyond five years263,211(67,121)196,090
Total420,413(128,142)292,271
Current19,277
Non-current272,994
Total292,271
3.5.4 Lease related expenses included in the income statement:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Depreciation21,70019,908
Short-term leases271,215
Interest on leases14,77213,504
Total36,49934,627
3.5.5 Lease payments included in the cashflow statement:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Total cash outflow in relation to leases30,36029,768
3. Operating Assets and Liabilities

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
59

For the 53 week period ended 31 January 2021
4. Investments
This section explains how the Group records investments made in listed securities.
4.1 Investment in Equity Securities
During 2015, 2018 and 2019 Briscoe Group Limited acquired a total of 48,007,465 shares in Kathmandu Holdings Limited (KMD) for a
cost of $87,853,048. This holding represented a 6.77% ownership in KMD as at 31 January 2021.
These shares are equity investments, quoted in the active market, which the Group has elected to designate as a financial asset at fair
value through other comprehensive income (FVOCI). An adjustment was made at period end to reflect the fair value of these shares
as at 31 January 2021
1.
.
$000
At 27 January 2019101,989
Additions13,602
Change in fair value credited to other reserves38,513
At 26 January 2020154,104
Additions-
Change in fair value credited to other reserves(92,174)
At 31 January 202161,930
1. Fair value determined to be $1.29 per share as per NZX closing price of Kathmandu Holdings Limited as at 29 January 2021 (2020: $3.21)
(Level 1 in the fair value hierarchy).

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
60

For the 53 week period ended 31 January 2021
5. Financing and Capital Structure
This section reports on the Group’s funding sources and capital structure, including its balance sheet liquidity and
access to capital markets.
5.1 Interest Bearing Liabilities
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised
cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the income
statement over the period of the borrowings using the effective interest method. Borrowings are classified as current liabilities unless
the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.
The Group has an unsecured facility with the Bank of New Zealand for $30 million. Any drawdowns are repayable in full on expiry date
of the facility being 20 September 2021. Interest is payable based on the BKBM rate plus applicable margin. The facility is sufficiently
flexible that the amounts can be drawn down and repaid to accommodate fluctuations in operating cash flows within overall limits,
without the need for prior approval of the bank. The facility was not drawn down during the period.
The covenants entered into by the Group require specified calculations of Group’s earnings before interest, tax, depreciation and
amortisation (EBITDA) plus lease rental costs to exceed total fixed charges (net interest expense and lease rental costs) at the end of
each half during the financial period. Similarly EBITDA must be no less than a specified proportion of total net debt at the end of each
half. The Group was in compliance with the covenants throughout the period.
There were no amounts repayable under the facility as at 31 January 2021. (2020: Nil).
Net finance income / (costs)
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Interest income 421 724
Interest expense - leases (14,772) (13,504)
Interest expense – other(4)(11)
Other finance costs (112) (120)
Net finance cost (14,467) (12,911)
5.2 Financial Risk Management
The Group’s activities expose it to various financial risks including credit risk, liquidity risk and market risk (such as currency risk and
equity price risk). The Group’s overall risk management programme seeks to minimise potential adverse effects on the Group’s financial
performance. The Group uses certain derivative financial instruments to hedge certain risk exposures.
5.2.1 Derivative financial instruments
Derivatives are recognised initially at fair value on the date a derivative contract is entered into and are subsequently re-measured to
their fair value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging
instrument, and if so, the nature of the item being hedged. The Group designates certain derivatives as hedges of highly probable
forecast transactions (cash flow hedges).

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
61

For the 53 week period ended 31 January 2021
5. Financing and Capital Structure
At the inception of a transaction the economic relationship between hedging instruments and hedged items, and the risk management
objective and strategy for undertaking various hedge transactions, are documented. An assessment is also documented, both at hedge
inception and on an on-going basis, of whether the derivatives that are used in hedging transactions have been and will continue to be
effective in offsetting changes in fair values or cash flows of hedged items.
Cash flow hedge
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges, is recognised in
other comprehensive income. The gain or loss relating to the ineffective portion is recognised immediately in the income statement
within cost of goods sold.
Amounts accumulated in other comprehensive income are recycled in the income statement in the periods when the hedged item
will affect profit or loss (for instance when the forecast purchase that is hedged takes place). However, when a forecast transaction
that is hedged results in the recognition of a non-financial asset (for example, inventory) or a non-financial liability, the gains and
losses previously deferred in other comprehensive income are transferred from other comprehensive income and included in the
measurement of the initial cost or carrying amount of the asset or liability.
When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any
cumulative gain or loss existing in other comprehensive income at that time remains in other comprehensive income and is recognised
when the forecast transaction is ultimately recognised in the income statement. When a forecast transaction is no longer expected
to occur, the cumulative gain or loss that was reported in other comprehensive income is immediately transferred to the income
statement within cost of goods sold.
Derivatives that do not qualify for hedge accounting
Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of these derivative instruments are
recognised immediately in the income statement within administration expenses.
5.2.2 Credit risk
Credit risk refers to the risk of a counterparty failing to discharge an obligation. In the normal course of its business, Briscoe Group
incurs credit risk from trade receivables and transactions with financial institutions. The Group places its cash, short-term investments
and derivative financial instruments with only high-credit-rated, Board-approved financial institutions. Sales to retail customers are
settled predominantly in cash or by using major credit cards. Less than 1% of reported sales give rise to trade receivables. The Group
holds no collateral over its trade receivables.
5.2.3 Interest rate risk
The Group has no long-term interest-bearing liabilities but does have interest rate risk exposure from periodic short-term drawdowns
of established funding facilities and placements of short term deposits, as operating cash flows necessitate. The Group’s short to
medium term liquidity position is monitored daily and reported to the Board monthly.
5.2.4 Liquidity risk
Liquidity risk is the risk that an unforeseen event or miscalculation in the required liquidity level will result in the Group foregoing
investment opportunities or not being able to meet its obligations in a timely manner, and therefore gives rise to lower investment
income or to higher borrowing costs than otherwise. Prudent liquidity risk management includes maintaining sufficient cash, and
ensuring the availability of adequate amounts of funding from credit facilities.
The Group’s liquidity exposure is managed by ensuring sufficient levels of liquid assets and committed facilities are maintained based
on regular monitoring of a rolling 3-month daily cash requirement forecast. The Group’s liquidity position fluctuates throughout the
period, being strongest immediately after the end of the period. The months leading up to Christmas trading put the greatest strain on
Group cash flows due to the build-up of inventory as well as the interim dividend payment. The Group operates well within its available
funding facilities.

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
62

For the 53 week period ended 31 January 2021
The table below analyses the Group’s financial liabilities and gross-settled forward foreign exchange contracts into relevant maturity
groupings based on the remaining period from the balance sheet date to the contractual maturity date. The cash flow hedge ‘outflow’
amounts disclosed in the table are the contractual undiscounted cash flows liable for payment by the Group in relation to all forward
foreign exchange contracts in place at balance date. The cash flow hedge ‘inflow’ amounts represent the corresponding injection of
foreign currency back to the Group as a result of the gross settlement on those contracts, converted using the forward rate at balance
date. The carrying value shown is the net amount of derivative financial liabilities and assets as shown in the balance sheet. Changes in
the carrying value affect profit when the underlying inventory to which the derivatives relate, is sold.
Trade and other payables are shown at carrying value in the table. No discounting has been applied as the impact of discounting is not
significant.
An analysis detailing remaining contractual maturities for lease liabilities is shown in Note 3.5.3.
As at 31 January 2021
3 months
or less
3 – 6
months
6 – 9
months
9 – 12
monthsTotal
Carrying
Value
$000$000$000$000$000$000
Trade and other payables(63,195)---(63,195)(63,195)
Forward foreign exchange contracts
Cash flow hedges:
- outflow (22,359) (17,787) (19,481)(1,739) (61,366)
- inflow 20,97116,777 18,524 1,748 58,020
- Net (1,388) (1,010) (957) 9 (3,346) (3,346)
As at 26 January 2020
3 months
or less
3 – 6
months
6 – 9
months
9 - 12
monthsTotal
Carrying
Value
$000$000$000$000$000$000
Trade and other payables(69,233)---(69,233)(69,233)
Forward foreign exchange contracts
Cash flow hedges:
- outflow(17,779)(16,768)(27,323) (2,998)(64,868)
- inflow 17,746 16,600 26,763 3,014 64,123
- Net (33) (168) (560) 16 (745)(745)
The cash flow hedges inflow amounts use the forward rate at balance date.
5. Financing and Capital Structure

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
63

For the 53 week period ended 31 January 2021
5.2.5 Market risk
Equity price risk
The Group is exposed to equity price risk arising from the investment held in Kathmandu Holdings Limited, classified in the balance
sheet as investment in equity securities. (Refer Note 4.1).

Foreign exchange risk
The Group is exposed to foreign exchange risk arising from currency exposures primarily to the US dollar, in respect of purchases of
inventory directly from overseas suppliers.
The Group’s foreign exchange risk is managed in accordance with Board-approved Group Treasury Risk Management Policies. The
current policy requires hedging of both committed and forecasted foreign currency payment levels across the current and subsequent
three calendar quarters. The policy is to cover 100% of committed purchases and lower levels of forecasted purchases depending on
which quarter the forecasted exposure relates to. Hedging is reviewed regularly and reported to the Board monthly.
The Group uses forward foreign exchange contracts and maintains short-term holdings of foreign currencies in foreign denominated
currency bank accounts, with major financial institutions only, to hedge its foreign exchange risk in anticipation of future purchases.
The following table shows the fair value of forward foreign exchange contracts held by the Group as derivative financial instruments at
balance date:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Current assets
Forward foreign exchange contracts32269
Total current derivative financial instrument assets32269
Current liabilities
Forward foreign exchange contracts 3,3781,014
Total current derivative financial instrument liabilities 3,378 1,014
The contracts are subject to an enforceable master netting arrangement, which allows for net settlement of the relevant assets and
liabilities. For financial reporting purposes these are not offset.
Forward foreign exchange contracts – cash flow hedges
Where forward foreign exchange contracts have been designated and tested as an effective hedge the portion of the gain or loss on
the hedging instrument that is determined to be an effective hedge is recognised directly in other comprehensive income. These gains
or losses are released to the income statement at various dates over the subsequent financial period as the inventory for which the
hedge exists, is sold.
The fair value of these contracts is determined by using valuation techniques as they are not traded in an active market. The valuation
techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates.
The fair value is determined by mark-to-market valuations using forward exchange. These derivatives have been determined to be
within level 2 of the fair value hierarchy as all significant inputs required to ascertain their fair value are observable.
Forward foreign exchange contracts are used for hedging committed or highly probable forecast purchases of inventory for the
ensuing financial period. The contracts are timed to mature when major shipments of inventory are scheduled to be dispatched and
the liability settled. The cash flows are expected to occur at various dates within one year from balance date.
5. Financing and Capital Structure

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
64

For the 53 week period ended 31 January 2021
At balance date these contracts are represented by assets of $32,361 (2020: $269,484) and liabilities of $3,378,483 (2020:
$1,014,488) and together are included in equity as part of the cash flow hedge reserve, net of deferred tax, as a net loss of $2,409,208
(2020: net loss $536,403). The cash flow hedge reserve also consists of gains and losses, net of deferred tax, from foreign currencies
used as hedges, as a net loss of $47,826 (2020: net gain of $17,341). The total of these net gains and losses amount to a net loss of
$2,457,034 (2020: net loss $519,062).
When forward foreign exchange contracts are not designated and tested as an effective hedge, the gain or loss on the forward foreign
exchange contract is recognised in the income statement.
At balance date there are no such contracts in place (2020: Nil).
5.2.6 Sensitivity analysis
Based on historical movements and volatilities and review of current economic commentary the following movements are considered
reasonably possible over the next 12 month period:
• A shift of -10% / +10% (2020: -10% / +5%) in the NZD against the USD, from the period-end rate of 0.7168 (2020: 0.6617),
• A shift of -0.25% / +0.25% (2020: -0.25% / +0.25%) in market interest rates from the period-end weighted average deposit rate of
0.35% (2020: 1.51%).
• A shift of -10% / +20% (2020: -10% / +20%) in the NZX share price of Kathmandu Holdings Ltd from the period-end closing share
price of $1.29 (2020: $3.21)
If these movements were to occur, the positive / (negative) impact on consolidated profit after tax and consolidated equity for each
category of financial instrument held at balance date is presented below.

As at 31 January 2021
Interest
rate
Foreign
exchange rate
Equity
price
Carrying-0.25%+0.25%-10%+10%-10%+20%
amountProfitEquityProfitEquityEquityEquityEquityEquity
$000$000$000$000$000$000$000$000$000
Financial Assets:
Cash and cash equivalents
1.
100,417(179)(179)17917959(48)--
Derivatives – designated as
cashflow hedges (Forward
foreign exchange contracts)
2.
32----306(254)--
Investment in equity securities
3.
61,930------(6,193)12,386
Financial Liabilities:
Derivatives – designated as
cashflow hedges (Forward
foreign exchange contracts)
2.
3,378----4,296(3,579)--
Total increase / (decrease)(179)(179)1791794,661(3,881)(6,193)12,386
Receivables and payables have not been included above as they are denominated in NZD and are non-interest bearing and
therefore not subject to market risk.
5. Financing and Capital Structure

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
65

For the 53 week period ended 31 January 2021
As at 26 January 2020
Interest
rate
Foreign
exchange rate
Equity
price
Carrying-0.25%+0.25%-10%+5%-10%+20%
amountProfitEquityProfitEquityEquityEquityEquityEquity
$000$000$000$000$000$000$000$000$000
Financial Assets:
Cash and cash equivalents
1.
67,414(117)(117)117117190(81)--
Derivatives – designated as
cashflow hedges (Forward
foreign exchange contracts)
2.


269


-


-


-


-


1,899


(813)


-


-
Investment in equity securities
3.
154,104------(15,410)30,821
Financial Liabilities:
Derivatives – designated as
cashflow hedges (Forward
foreign exchange contracts)
2.


1,014


-


-


-


-


3,221


(1,383)


-


-
Total increase / (decrease)(117)(117)1171175,310(2,277)(15,410)30,821
Receivables and payables have not been included above as they are denominated in NZD and are non-interest bearing and therefore
not subject to market risk.
1. Cash and cash equivalents include deposits at call which are at floating interest rates.
2. Derivatives designated as cashflow hedges are foreign exchange contracts used to hedge against the NZD:USD foreign exchange risk arising from
foreign denominated future purchases. There is no profit or loss sensitivity as the hedges are 100% effective.
3. Investment in equity securities represents shares held in Kathmandu Holdings Ltd. There is no profit or loss sensitivity as impacts from changes in
KMD’s share price are accounted for through equity.
5. Financing and Capital Structure

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
66

For the 53 week period ended 31 January 2021
5.3 Equity
5.3.1 Capital risk management
The Group’s capital comprises contributed equity, reserves and retained earnings.
The Group’s objective when managing capital is to achieve a balance between maximising shareholder wealth and ensuring the Group
is able to operate competitively with the flexibility to take advantage of growth opportunities as they arise. In order to meet these
objectives the Group may adjust the amount of dividend payments made to shareholders and/or seek to raise capital through debt
and/or equity. There are no specific banking or other arrangements which require the Group to maintain specified equity levels.
5.3.2 Share capital

Share capital comprises ordinary shares only. Incremental costs directly attributable to the issue of new shares or options are shown in
equity as a deduction, net of tax, from the proceeds.
All shares on issue are fully paid. All ordinary shares rank equally with one vote attached to each fully paid ordinary share and have
equal dividend rights and no par value.
Contributed equity – ordinary shares
No. of authorised sharesShare capital
Period ended
31 January 2021
Period ended
26 January 2020
Period ended
31 January 2021
Period ended
26 January 2020
SharesShares$000$000
Opening ordinary shares 222,188,500 221,599,500 60,752 58,929
Issue of ordinary shares arising from the exercise of
options

277,500

589,000

1,087
1.

1,823
1.
Balance at end of period 222,466,000 222,188,500 61,839 60,752
1. When share options are exercised the amount in the share options reserve relating to those options exercised, together with the exercise price
paid by the employee, is transferred to share capital. The amounts transferred for the 277,500 shares issued during the period ended 31 January
2021 were $168,415 and $918,525 respectively (2020: $202,970 and $1,619,750 respectively for the 589,000 shares issued).
5. Financing and Capital Structure

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
67

For the 53 week period ended 31 January 2021
5.3.3 Dividends
Provision is made for the amount of any dividend declared on or before the balance date but not distributed at balance date.
Period ended
31 January 2021
Cents per share
Period ended
26 January 2020
Cents per share
Period ended
31 January 2021
$000
Period ended
26 January 2020
$000
Special dividend for the period ended
31 January 2021
6.00- 13,348 -
Interim dividend for the period ended
31 January 2021
9.00- 20,022 -
Final dividend for the period ended
26 January 2020
1.
----
Interim dividend for the period ended
26 January 2020
- 8.50- 18,881
Final dividend for the period ended
27 January 2019
- 12.00- 26,613
15.00 20.50 33,370 45,494
1. The final dividend of 12.50 cps for year ended 26 January 2020 announced on 16 March 2020 was cancelled on 23 March 2020 as a result of
potential impact of Covid-19.
All dividends paid were fully imputed (refer also to Note 2.3.3 for imputation credits available for use in subsequent periods).
Supplementary dividends of $238,416 (2020: $323,716) were provided to shareholders not tax resident in New Zealand, for
which the Group received a Foreign Investor Tax Credit entitlement.
On 16 March 2021 the Directors resolved to provide for a final dividend to be paid in respect of the period ended 31 January
2021. The dividend will be paid at a rate of 13.50 cents per share for all shares on issue as at 24 March 2021, with full imputation
credits attached.
5.3.4 Reserves and retained earnings
Cashflow hedge reserve
The hedging reserve is used to record gains and losses on a hedging instrument in a cash flow hedge that are recognised
directly in other comprehensive income, as described in the accounting policy in section 5.2. The amounts are recognised as
profit or loss when the associated hedged transaction affects profit or loss. (Refer also to the consolidated statement of changes
in equity).
Equity-based remuneration reserve

The equity-based remuneration reserve is used to recognise the fair value of share options and performance rights granted but
not exercised, lapsed or forfeited. Amounts are transferred to share capital when vested share options or performance rights are
exercised. (Refer also to the consolidated statement of changes in equity, and Note 6.2).
Other reserves

Other reserves represents the adjustment made at balance date to reflect the fair value of the investment in Kathmandu
Holdings Limited. (Refer also to the consolidated statement of changes in equity and Note 4.1).
5. Financing and Capital Structure

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
68

For the 53 week period ended 31 January 2021
6. Other Notes
6.1 Related Party Transactions
6.1.1 Parent and ultimate controlling party
Briscoe Group Limited is the immediate parent, ultimate parent and controlling party for all companies in the Group.
During the period the Company advanced and repaid loans to its subsidiaries by way of internal current accounts. In presenting the
financial statements of the Group, the effect of transactions and balances between fellow subsidiaries and those with the Company
have been eliminated. No interest is charged on internal current accounts. All transactions with related parties were in the normal
course of business and were provided on normal commercial terms.
The Group undertook transactions with the following related parties as detailed below:
• The RA Duke Trust, of which RA Duke is a trustee, as owner of the Rebel Sport premises at Panmure, Auckland, received rental
payments (net of rental relief) of $613,663 (2020: $645,000) from the Group, under an agreement to lease premises to The Sports
Authority Limited (trading as Rebel Sport).
• Kein Geld (NZ) Limited, an entity associated with RA Duke, received rental payments (net of rental relief) of $520,001 (2020:
$564,598) as owner of the Briscoes Homeware premises at Wairau Park, Auckland, under an agreement to lease premises to
Briscoes (NZ) Limited.
• The RA Duke Trust (including RA Duke Limited) received dividends of $25,714,289 (2020: $35,035,134).
• P Duke, spouse of RA Duke, received payments of $65,000 (2020: $65,000) in relation to her employment as an overseas buying
specialist with Briscoe Group Limited, and rental payments (net of rental relief) of $918,570 (2020: $825,000) as owner of the
Briscoes Homeware premises at Panmure, Auckland under an agreement to lease premises to Briscoes (NZ) Limited.
• The RA Duke Trust paid PwC $24,950 for tax services performed in relation to shareholder continuity as a result of changes made
to the RA Duke Trust Deed.
6.1.2 Key management personnel
Key management includes the Directors of the Company and those employees who the Company has deemed to have disclosure
obligations under subpart 6 of the Financial Markets Conduct Act 2013, namely the Chief Financial Officer, the Chief Operating Officer
and the General Manager Human Resources.

Key management compensation was as follows:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Salaries and other short-term employee benefits 2,854 2,274
Equity-based remuneration10079
Directors’ fees293295
Total benefits 3,247 2,648
Key management did not receive any termination benefits during the period (2020: Nil).
Key management did not receive and are not entitled to receive any post-employment or long-term benefits (2020: Nil).
Executives included in key management received dividends of $143,151 (2020: $239,766) in relation to Briscoe Group shares held.

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
69

For the 53 week period ended 31 January 2021
6.1.3 Directors’ fees and dividends
Directors received Directors’ fees and dividends in relation to their personally held shares as detailed below:
Period ended
31 January 2021
Period ended
26 January 2020
Directors’ feesDividendsDirectors’ feesDividends
$000$000$000$000
Executive Director
RA Duke----
Non-Executive Directors
RPO’L Meo132-132-
MM Devine
1.
--121
AD Batterton78-74-
RAB Coupe772772
HJM Callaghan
2.
6---
29322953
The following Directors received dividends in relation to their non-beneficially held shares as detailed below:
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Executive Director
RA Duke25,71435,035
Non-Executive Directors
RPO’L Meo1521
MM Devine
1.
--
AD Batterton34
RAB Coupe--
HJM Callaghan
2.
--
1. Mary Devine resigned as a Director effective from 31 March 2019.
2. Mark Callaghan was appointed by the Board as a Director effective from 1 January 2021.
6. Other Notes

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
70

For the 53 week period ended 31 January 2021
6.2 Employee Equity-Based Remuneration
6.2.1 Equity settled share options
The Executive Share Option Plan allows Group employees to be granted options to acquire shares of the Company. The fair value
of options granted is recognised as an employee expense in the income statement with a corresponding increase in the
equity-based payment reserve. The fair value is measured at grant date and amortised over the vesting periods. The fair value of the
options granted is measured using the Black Scholes valuation model, taking into account the terms and conditions upon which the
options are granted. When options are exercised the amount in the equity-based payment reserve relating to those options, together
with the exercise price paid by an employee, is transferred to share capital. When any share options lapse upon employee termination,
the amount in the share-based payments reserve relating to those rights is transferred to retained earnings.
On 25 July 2003 the Board approved an Executive Share Option Plan to issue options to selected senior executives and, subject to
shareholder approval, to Executive Directors. Options may be exercised in part or in full by the holder three years after the date of issue,
and lapse after four years if not exercised. Each option entitles the holder to one ordinary share in the capital of the Company. The
exercise price is determined by the Board but is generally set by reference to the weighted average market price of ordinary shares in
the Company for the period of five business days before and five business days after, as the Board in its discretion sees fit, either:
(a) the date on which allocations are decided by the Board; or
(b) the date on which allocations are made.
The Company does not intend to issue any further options under this plan and the final tranche was issued on 23 August 2016.
The estimated fair value for each tranche of options issued is expensed over the vesting period of three years, from the grant date. The
Company has expensed in the income statement $Nil (2020: $167,910) in relation to share options.
Movements in the number of share options outstanding and their related weighted average exercise prices are as follows:
Period ended 31 January 2021Period ended 26 January 2020
Weighted average
exercise priceOptions
Weighted average
exercise priceOptions
$ per share000$ per share000
Opening balance3.311,1353.092,472
Issued----
Forfeited--3.25(435)
Exercised3.31(277)2.75(589)
Lapsed3.31(858)2.75(313)
Closing balance--3.311,135

The weighted average share price for options exercised during the period was $3.43 (2020: $3.46). There were no outstanding
options at balance date (2020: 1,135,000 of which 1,135,000 were exercisable).
Share options outstanding at the end of the period have the following expiry dates, exercise dates and exercise prices:
Expiry monthExercise monthExercise price
Period ended
31 January 2021
000
Period ended
26 January 2020
000
August 2020August 2019$3.31-1,135
Total share options outstanding-1,135

The weighted average remaining contractual life of options outstanding at the end of the period was 0.00 years (2020: 0.50).
6. Other Notes

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
71

For the 53 week period ended 31 January 2021
6.2.2 Equity settled performance rights
The Senior Executive Incentive Plan grants Group employees performance rights subject to performance hurdles being met. The fair
value of rights granted is recognised as an employee expense in the income statement with a corresponding increase in the employee
share-based payment reserve. The fair value is measured at grant date and amortised over the vesting periods. When performance
rights vest, the amount in the share-based payments reserve relating to those rights is transferred to share capital. There is no exercise
price for these performance rights and there is no right to dividends during the vesting periods.
On 26 March 2019 the Board approved the Briscoe Group Senior Executive Incentive Plan to grant performance rights to key
senior management personnel as a long-term incentive programme. The third tranche of performance rights were issued under this
programme during the period.
Performance rights granted are summarised below:
TrancheGrant Date
Balance at
start of period
(number)
Granted during
the period
(number)
Vested during
the period
(number)
Lapsed during
the period
(number)
Balance at the
end of period
(number)
115 Apr 2019105,780--(15,480)90,300
226 Jun 2019104,167--(14,881)89,286
330 Jul 2020-136,218--136,218
209,947136,218-(30,361)315,804
In each tranche the performance rights are subject to a combination of an absolute Total Shareholder Return (TSR) growth hurdle and/
or an EPS growth hurdle. EPS growth hurdle is considered a non-market condition. The relative hurdle weighting for each tranche is
shown in the table below:
TrancheGrant DateTSR WeightingEPS Weighting
115 Apr 201950%50%
226 Jun 201950%50%
330 Jul 202050%50%
The proportion of performance rights subject to the absolute TSR growth hurdle which may vest is dependent on Briscoe Group
Limited’s TSR compound annual growth rate (CAGR) across a 3-year measurement period. For each tranche that vests the rights
are awarded on a straight-line basis dependent on the TSR CAGR achieved. The percentage of TSR related performance rights vest
according to the following performance criteria:
% VestingTranche 1Tranche 2Tranche 3
0%< 9.0% CAGR< 10.1% CAGR< 12.4% CAGR
50%= 9.0% CAGR= 10.1% CAGR= 12.4% CAGR
51% - 99% (Straight-line prorata)> 9.0%, < 13.0% CAGR> 10.1%, < 13.0% CAGR> 12.4%, < 16.0% CAGR
100%=> 13.0% CAGR=> 13.0% CAGR=> 16.0% CAGR
6. Other Notes

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
72

For the 53 week period ended 31 January 2021
The TSR performance is calculated across the following periods:
TranchePerformance Period
1Announcement date of FY 2017/18 Result to announcement date of FY 2020/21 Result
2Announcement date of FY 2018/19 Result to announcement date of FY 2021/22 Result
3Announcement date of FY 2019/20 Result to announcement date of FY 2022/23 Result
The fair value of the TSR performance rights have been valued under a variant of the dividend adjusted Binomial Options Pricing
Model (BOPM). The fair value of TSR performance rights, along with the assumptions used to simulate the future share prices are
shown below:

Tranche 1Tranche 2Tranche 3
Fair value of TSR performance rights$18,617$22,813$47,200
Current price at grant date$3.34$3.30$3.37
Risk free interest rate1.71%1.71%0.30%
Expected life (years)1.92.82.6
Expected share volatility
1.
16%
1.
16%
1.
24%
2.
1. Volatility represents the volatility of the Briscoe Group (BGP) NZD share price over the two-year period to February 2019.
2.Volatility represents the volatility of the Briscoe Group (BGP) NZD share price over a five-year period to July 2020.
The estimated fair value for each tranche of performance rights issued is amortised over the vesting period from the grant date.
The proportion of performance rights subject to the EPS growth hurdle which may vest is dependent on Briscoe Group Limited’s EPS
compound annual growth rate (CAGR) across a 3-year measurement period. For each tranche that vests the rights are awarded on a
straight-line basis dependent on the EPS CAGR achieved. The percentage of EPS related performance rights vest according to the
following performance criteria:
% VestingTranche 1Tranche 2Tranche 3
0%< 1.9% CAGR< 0.8% CAGR< 1.8% CAGR
50%= 1.9% CAGR= 0.8% CAGR= 1.8% CAGR
51% - 99% (Straight-line prorata)> 1.9%, < 3.0% CAGR> 0.8%, < 2.6% CAGR> 1.8%, < 4.6% CAGR
100%=> 3.0% CAGR=> 2.6% CAGR=> 4.6% CAGR
The EPS performance is calculated across the following periods:
TranchePerformance Period
1FY 2020/21 EPS relative to FY 2017/18 EPS
2FY 2021/22 EPS relative to FY 2018/19 EPS
3FY 2022/23 EPS relative to FY 2019/20 EPS
The fair value of the EPS performance rights have been assessed as the Briscoe Group Limited’s share price as at grant date less the
present value of the dividends forecast to be paid prior to each vesting date. The fair value of each EPS performance right has been
calculated to be $3.05, $2.79 and $2.76 for tranche 1, tranche 2 and tranche 3, respectively.
The estimated fair value for each tranche of performance rights issued is amortised over the vesting period from grant date.
Vesting of performance rights also requires the employee to remain in employment with the Company during the performance period.
The Company has expensed in the income statement $182,969 (2020: $104,820) in relation to performance rights.
6. Other Notes

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
73

For the 53 week period ended 31 January 2021
6.2.3 Equity-based remuneration reserve
Period ended
31 January 2021
Period ended
26 January 2020
$000$000
Balance at beginning of period8411,097
Current period amortisation183273
Options forfeited and lapsed transferred to retained earnings(521)(373)
Options exercised transferred to share capital(168)(203)
Deferred tax on performance rights10947
Balance at end of period444841
6.3 Contingent Liabilities
There were no contingent liabilities as at 31 January 2021 (2020: Nil).
6.4 Impact of Covid-19
On 11 March 2020, the World Health Organisation declared COVID-19 a global pandemic. COVID-19 has brought disruptions and
uncertainties to businesses and economies globally. These disruptions impacted on the operations of Briscoe Group predominantly
during the first half of the financial year. The Level 4 lockdown from 26 March 2020 saw all bricks and mortar stores cease trading.
Essential goods were sold online across both Briscoes Homeware and Rebel Sport during Level 4 and full online trading resumed
when New Zealand moved to Level 3 on 28 April 2020. On 14 May 2020 New Zealand moved to Level 2 and full trading operations
recommenced. As previously reported, the impact on the first quarter trading was significant resulting in a decline in sales of 35.6%
compared to the same period last year. However, consumer demand since New Zealand came out of the nationwide lockdown, has
been strong for the Group which has seen this increased demand sustained throughout the year. The Group reported increased sales
of 28.2% for the second quarter with the half-year sales closing only 3.5% down on the same period for the previous year. The Group’s
online platform and ‘Click and Collect’ capability has been outstanding and enabled the Group to serve the increased level of online
demand, especially during the subsequent Level 3 lockdowns imposed in Auckland during August 2020, February 2021 and March
2021.
The resurgence in consumer demand since the end of nationwide lockdown has assisted in the record profit produced by the Group
for the year ended 31 January 2021. An assessment of the impact of Covid-19 on the Briscoe Group financial statements is summarised
below.
• On 23 March 2020 the Board cancelled the final dividend for the year ended 26 January 2020 of 12.5 cents per share(cps) as a
result of the potential impact of Covid-19. On 1 October 2020 an interim dividend of 9.00 cps was paid by the Group and then on
20 January 2021 a special dividend of 6.00cps was paid.
• In April 2020 the Group was eligible for and received $11.5 million of New Zealand Government wage subsidy. This was repaid in
full in October 2020.
• The Group engaged with landlords for rent relief, however there is no significant impact on the financial statements from the rent
relief.
• The reintroduction of depreciation allowances for commercial buildings by the New Zealand Government has led to the need to
adjust deferred tax balances (refer Note 2.3).
• Other than minor immaterial inventory adjustments for a few impacted categories, there are no other provisions in these financial
statements for the period ended 31 January 2021 for financial impacts of Covid-19.
6. Other Notes

Briscoe Group Limited Annual Report 2021
Consolidated Financial Statements
74

For the 53 week period ended 31 January 2021
The Board note the high level of business uncertainty that continues to exist in relation to the impacts of the Covid-19 pandemic. The
risks and uncertainties faced by the Group include (and are not limited to):
• Further government-imposed lockdowns,
• the possibility of supply chain disruption around the ability to obtain stock or where stock delivery may be delayed. This may
negatively affect revenue and inventory provisioning, and
• erosion of consumer spending negatively affecting revenue.
6.5 Events After Balance Date
On 16 March 2021 the Directors resolved to provide for a final dividend to be paid in respect of the period ended 31 January 2021. The
dividend will be paid at a rate of 13.50 cents per share for all shares on issue as at 24 March 2021, with full imputation credits attached.
(Note 5.3.3)
6.6 New Accounting Standards
There were no new standards applied during the period.
6. Other Notes

75
Briscoe Group Limited Annual Report 2021
Independent Auditor’s Report
PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand
T: +64 9 355 8000, www.pwc.co.nz
Independent auditor’s report
To the Shareholders of Briscoe Group Limited
Our opinion
In our opinion, the accompanying consolidated financial statements of Briscoe Group Limited (the
Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial
position of the Group as at 31 January 2021, its financial performance and its cash flows for the period
then ended in accordance with New Zealand Equivalents to International Financial Reporting
Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).
What we have audited
The Group's consolidated financial statements comprise:
the consolidated balance sheet as at 31 January 2021;
the consolidated income statement for the period then ended;
the consolidated statement of comprehensive income for the period then ended;
the consolidated statement of changes in equity for the period then ended;
the consolidated statement of cash flows for the period then ended; and
the notes to the consolidated financial statements, which include 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)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the consolidated financial statements
section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
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) (PES 1) issued by the New Zealand Auditing and Assurance Standards
Board and the International Code of Ethics for Professional Accountants (including International
Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA
Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm provided tax services to entities related to the Briscoes Group, specifically in relation to
shareholder continuity. The provision of these other services has not impaired our independence as
auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the consolidated financial statements of the current period. These matters were addressed
in the context of our audit of the consolidated financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.

Briscoe Group Limited Annual Report 2021
Independent Auditor’s Report
76
PwC
Description of the key audit matter How our audit addressed the key audit matter
Inventory existence and valuation
At 31 January 2021, the Group held
inventories of $91.5 million. Given the
value of inventories relative to the total
assets of the Group, and the judgements
applied in provisioning against inventory
shrinkage, slow moving and obsolete
inventory, this has been considered a
key audit matter.
As described in note 3.1.3 to the
consolidated financial statements,
inventories are stated at the lower of
cost and net realisable value.
The Group has sophisticated inventory
systems in place to accurately record
and report inventory movements and the
value of inventory on hand.
Cyclical counts of inventories are
performed at various times throughout
the period which includes an
assessment of slow moving and
obsolete stock. The cyclical counts
provide management with evidence over
quantity and quality of inventory on
hand.
Management applies judgement in
determining inventory valuation, in
particular the level of provisions for
inventory which is expected to sell for
less than cost due to obsolescence or
damage, adjustments for unearned
rebate income and inventory shrinkage
since the last stock count.
Our audit procedures included:
gaining an understanding of inventory processes
and assessing the design and implementation of
relevant inventory controls, particularly controls over
the cyclical counting process.
observing management’s stocktake process at
selected locations throughout the period and
undertaking our own test counts. For those locations
not visited, on a sample basis, inspecting the results
of stock counts and confirming stock count
variances were appropriately adjusted.
on a sample basis, testing the cost of inventory to
supplier invoices and contracts providing evidence
to support the accuracy of inventory costing.
we corroborated our understanding of the inventory
provisioning process with merchandising personnel
outside of the finance function.
testing that period-end inventory is carried at lower
of cost and net realisable value by testing a sample
of inventory items to the most recent retail price less
costs to sell.
on a sample basis, testing unearned rebate income
to supplier contracts.
assessing the shrinkage provision by testing the
shrinkage rate used to calculate the provision since
the last store stock counts. This includes comparing
the rate used to the actual shrinkage rates
previously observed and reviewing the level of
actual inventory shrinkage recorded during the
current period.
performing substantive analytical procedures over
all material inventory provisions to assess
adequacy.
From the procedures performed we have no matters to
report.

77
Briscoe Group Limited Annual Report 2021
Independent Auditor’s Report
PwC
Our audit approach
Overview
Overall group materiality: $5,070,000, which represents approximately
5% of profit before tax.
We chose profit before tax as the benchmark because, in our view, it is a
key financial metric used in assessing the performance of the Group. We
chose 5% based on our professional judgement, noting that it is also
within the range of commonly accepted thresholds for entities where
profit before tax is considered the appropriate benchmark.
We performed a full scope audit over the consolidated financial
information of the Group.
As reported above, we have one key audit matter, being:
Inventory existence and valuation
As part of designing our audit, we determined materiality and assessed the risks of material
misstatement in the consolidated financial statements. In particular, we considered where
management made subjective judgements; for example, in respect of significant accounting estimates
that involved making assumptions and considering future events that are inherently uncertain. As in all
of our audits, we also addressed the risk of management override of internal controls, including among
other matters, consideration of whether there was evidence of bias that represented a risk of material
misstatement due to fraud.
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain
reasonable assurance about whether the consolidated financial statements are free from material
misstatement. Misstatements may arise due to fraud or error. They are considered material if,
individually or in aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of the consolidated financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall Group materiality for the consolidated financial statements as a whole as set out
above. These, together with qualitative considerations, helped us to determine the scope of our audit,
the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both
individually and in aggregate, on the consolidated financial statements as a whole.

Briscoe Group Limited Annual Report 2021
Independent Auditor’s Report
78
PwC
How we tailored our group audit scope
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the consolidated financial statements as a whole, taking into account the structure of the
Group, the accounting processes and controls, and the industry in which the Group operates.
Other information
The Directors are responsible for the other information. The other information comprises the
information included in the Annual report, but does not include the consolidated financial statements
and our auditor's report thereon. The Annual report is expected to be made available to us after the
date of this auditor's report.
Our opinion on the consolidated financial statements does not cover the other information and we will
not express any form of audit opinion or assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
with the consolidated financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated.
When we read the other information not yet received, if we conclude that there is a material
misstatement therein, we are required to communicate the matter to the Directors and use our
professional judgement to determine the appropriate action to take.
Responsibilities of the Directors for the consolidated financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of
the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal
control as the Directors determine is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Directors are responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to liquidate
the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements, as a whole, are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements is
located at the External Reporting Board’s website at:
https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/
This description forms part of our auditor’s report.

79
Briscoe Group Limited Annual Report 2021
Independent Auditor’s Report
PwC
Who we report to
This report is made solely to the Company’s Shareholders, as a body. Our audit work has been
undertaken so that we might state those matters which we are required to state to them in an auditor’s
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s Shareholders, as a body, for our
audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is
Indumin Senaratne (Indy Sena).
For and on behalf of:
Chartered Accountants
16 March 2021
Auckland

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
80
Corporate
Governance
Statement
Corporate Governance
Briscoe Group is committed to maintaining the highest standards of governance by implementing best practice structures and
policies. This Corporate Governance Statement sets out the corporate governance polices, practices and processes adopted or
followed by Briscoe Group (including the guiding principles, authority, responsibilities, membership and operation of the Board
of Directors) and has been approved by the Board.
The best practice principles (and underlying recommendations) which Briscoe Group has had regard to in determining its
governance approach, are the principles set out in the NZX Corporate Governance Code (‘NZX Code’). The Board’s view is that
Briscoe Group’s corporate governance policies, practices and processes generally follow the recommendations set by the NZX
Code. This Corporate Governance Statement includes disclosure of the extent to which Briscoe Group has followed each of
the recommendations in the NZX Code (or, if applicable, an explanation of why a recommendation was not followed and any
alternative practices followed in lieu of the recommendation).
Briscoe Group Limited is a company incorporated in New Zealand and is also registered in Australia as a foreign company
under the name Briscoe Group Australasia Limited. It is listed on the NZX and also, as a foreign exempt entity, on the Australian
Securities Exchange (ASX). As such Briscoe Group is exempt from complying with most of the ASX’s Listing Rules and must
undertake to comply with the listing rules of its home exchange (NZX). Briscoe Group also supports the ASX Corporate
Governance Council’s Corporate Governance Principles and Recommendations.
Further information about Briscoe Group’s corporate governance framework (including the Board and Board committee
charters, and codes and selected policies referred to in this section) is available to view at www.briscoegroup.co.nz.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
81
Principle 1 – Code of Ethical Behaviour
Directors should set high standards of ethical behaviour, model this behaviour and hold management
accountable for these standards being followed throughout the organisation.
Code of Values and Conduct and Related Policies

Recommendation 1.1: The Board should document minimum standards of ethical behaviour to which the issuer’s Directors and
employees are expected to adhere (a code of ethics) and comply with the other requirements of Recommendation 1.1 of the
NZX Code.
Briscoe Group expects its Directors, senior management and employees to maintain the highest standards of honesty,
integrity and ethical conduct in day to day behaviour and decision making. The Board has adopted a Code of Conduct which
incorporates the requirements set out in Recommendation 1.1, forms part of the induction process for all new employees and
is available on Briscoe Group’s website. The Code of Conduct is reviewed annually and was last reviewed in March 2021. All
Directors and employees must provide acknowledgement that they have read and understood the content. To ensure that our
expectations are known and understood, both training and reinforcement are delivered via our online learning platform as part of
initial and ongoing training.
Trading in Company Securities Policy
Recommendation 1.2: An issuer should have a financial product dealing policy which applies to employees and Directors.
The Trading in Company Securities Policy sets out Briscoe Group’s requirements for all Directors and employees in relation to
trading Briscoe Group shares and is available on Briscoe Group’s website. In general, Directors and employees are allowed to
trade in Briscoe Group shares during two ‘trading windows’. Trading windows commence on the day after the half-year and full-
year results are announced to the market and run for a period of 60 days. Trading outside these windows is generally prohibited.
Proposed transactions by Directors and employees during the trading windows require approval. The policy also provides that
no Directors, employees or independent contractors can trade shares if they are in possession of price sensitive information that
is not publicly available.
Principle 2 – Board Composition and Performance
To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and
perspectives.

Board Charter
Recommendation 2.1: The Board of an issuer should operate under a written charter which sets out the roles and responsibilities
of the Board. The Board charter should clearly distinguish and disclose the respective roles and responsibilities of the Board and
management.
The Board has adopted a formal Board Charter which sets out the respective roles, responsibilities, composition and structure
of the Board and senior management, and this is available on Briscoe Group’s website. The Board is responsible for overseeing
the management of the Company and its subsidiaries and to direct performance by optimising the short-term and long-term
best interests of the Company and its Shareholders. This includes approving the Company’s objectives, reviewing the major
strategies for achieving them and monitoring the Company’s performance. The focus of the Board is the creation of company
and shareholder value and ensuring the Company is committed to best practice. Responsibility for the day-to-day management
of Briscoe Group has been delegated to the Managing Director and other senior management. Management are responsible
for implementing the objectives and strategies approved by the Board, within the ambit of risk set by the Board. The Company
Secretary provides company secretarial services to the Board and is accountable to the Board through the Chair.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
82
Nomination and Appointment of Directors
Recommendation 2.2 and 2.3: Every issuer should have a procedure for the nomination and appointment of Directors to
the Board. An issuer should enter into written agreements with each newly appointed Director establishing the terms of their
appointment.
The Board collectively considers the nomination of Directors. In doing this, the Board’s procedure involves careful
consideration of the composition of the Board in relation to the Company’s needs and operating environment to ensure
relevant skills and experience. This also applies to the consideration of additional or replacement Directors, subject to the
constitutional limitation of the number of Directors. In so doing, as noted above, the priority must be on ensuring the skills,
experience and diversity on the Board, and the skills that are necessary or desirable for the Board to fulfil its governance role
and to contribute to the long-term strategic direction of the company. The Board may engage consultants to assist in the
identification, recruitment and appointment of suitable candidates.
When appointing new Directors, the Board ensures that the constitutional requirements in respect of Directors will continue
to be satisfied. There must be at least three and no more than five Directors, at least two of whom are resident in New Zealand
and also at least two Directors must be determined by the Board to be independent (as defined in the NZX Listing Rules).
The Board also takes into consideration recommendation 2.8 - a majority of the Board should be independent Directors.
The constitution provides that all Directors are elected by Shareholders. Directors may be appointed by the Board to fill
vacancies, but they are then subject to re-election at the next annual Shareholder meeting. In addition to Directors retiring
by rotation, and eligible for re-election, nominations may be made by Shareholders. All new Directors enter into a written
agreement with Briscoe Group setting out the terms of their appointment.
Directors
Recommendation 2.4: Every issuer should disclose information about each Director in its Annual Report or on its website,
including a profile of experience, length of service, independence and ownership interests.
The Board currently comprises five Directors; four independent and one Executive Director. The Board has considered which
of its Directors are deemed to be independent for the purposes of the NZX Listing Rules and has determined that as at 31
January 2021, four Directors are independent, including the Chair and the Chair of the Audit and Risk Committee. As at the
date of this Annual Report, the Directors are:
Dame Rosanne MeoChair, IndependentAppointed in May 2001
Rod DukeExecutive DirectorAppointed in March 1992
Tony BattertonIndependentAppointed in June 2016
Andy CoupeIndependentAppointed in October 2016
Mark CallaghanIndependentAppointed in January 2021
DirectorNumber of shares in which a relevant interest is held
Dame Rosanne Meo100,000 shares
Rod Duke171,566,383 shares
Tony Batterton20,000 shares
Andy Coupe10,000 shares
A profile of experience for each Director is available on Briscoe Group’s website.
Directors disclosed the following relevant interests in shares as at 31 January 2021:
The directors (other than Dame Rosanne Meo) have carefully considered her tenure as a director and as Chair, and whether
it leads to any influence or perceived influence, in a material way, affecting her capacity to bring an independent view, to act
in the best interests of Briscoe Group, or to represent shareholders. They have observed the robust and critical approach that
she brings in challenging management and strategic priorities, while clearly facilitating open and constructive dialogue both
between members of the Board, and also between the management and the other members of the Board. As such, they have
determined that Dame Rosanne Meo continues to qualify as an independent Director.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
83
Diversity
Recommendation 2.5: An issuer should have a written Diversity Policy which includes requirements for the Board or a relevant
committee of the Board to set measurable objectives for achieving diversity (which, at a minimum, should address gender
diversity) and to assess annually both the objectives and the entity’s progress in achieving them. The issuer should disclose the
policy or a summary of it.
We appreciate that our workforce, including potential employees, come from all walks of life. Every individual is unique, having
different skills and experiences including but not limited to educational opportunity and achievement. People come from many
cultures and backgrounds, along with a wide range of other personal attributes including gender, age, disability (mental, learning
or physical), economic background, language(s) spoken, marital/partnered status, physical appearance, race, religious beliefs
and gender identity or orientation. Briscoe Group has a commitment to attracting, selecting, developing and retaining the most
suitable employees from this diverse range of attributes. The Group’s Diversity and Inclusiveness Policy is available on Briscoe
Group’s website.
We have a very high level of long-term employees and a strong “sense of belonging within the Briscoes family.” We
acknowledge that traditionally the retail sector has had high representation of women in its operations and yet has been
underrepresented in senior management. We would note that in our recent assessment of high talent in our organisation, 37%
are female.
Similarly, there has been an inadequate retail specific tertiary educational focus, although it has, as a sector, provided a working
environment with good opportunities for family-oriented workplace balance through long term part-time participation.
Education is fundamental and we are pleased with the developments in this area in recent years. During 2020 we continued our
support for a number of employees furthering their education at tertiary level through MBAs and other post-graduate studies.
The Board and management recognise that diversity without inclusiveness does not result in the balanced workforce desired
in the business. Briscoe Group has in place policies and procedures to encourage and support equitable treatment for all
employees and includes consideration of internal applicants for jobs with the Group. We do however agree with a recent
Institute of Directors commentary which stated that diversity should be approached through the lens of demonstrated
competence.
Briscoe Group has partnered with a number of external organisations to develop and deliver educational materials in this
important area, all of which are available through our online training platform.
We acknowledge that traditonally any narrowness in diversity is not sustainable and believe that an increased emphasis on a
collaborative and inclusive culture and focus on developing talent will secure this realignment. Ensuring that all employees at all
levels and in all workplace environments feel secure and safe, confident and appreciated through understanding the importance
of diversity is most important to us.
A breakdown of the gender composition of Directors and officers as at the Company’s balance date,
including comparative figures, is shown below:
31 January 202126 January 2020
FemaleMaleFemaleMale
Directors1413
Officers
1,2.
-3-3
Other Senior Management
3.
2212
1. Excludes Managing Director (included in breakdown of Directors).
2. Officers is defined as the members of the senior management team, who report either directly to the Board or to the Group
Managing Director.

3. General Manager positions not reporting directly to the Group Managing Director.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
84
Director Training
Recommendation 2.6: Directors should undertake appropriate training to remain current on how to best perform their duties as
Directors of an issuer.
The Board expects all Directors to undertake continuous education to remain current on how to best perform their
responsibilities and keep abreast of changes and trends in economic, political, social, financial and legal climates and
governance practices. The Board also ensures that new Directors are appropriately introduced to management and the
business, that all Directors are updated on relevant industry and company issues and receive copies of appropriate company
documents to enable them to perform their roles. The expectation that Directors undergo ongoing training (informal or formal)
and education is reinforced in the Board Charter.
Board Evaluation
Recommendation 2.7: The Board should have a procedure to regularly assess Director, Board and committee performance.
The Chair of the Board leads an annual performance review and evaluation of the performance of Directors, the Board as a
whole, and of the Board committees against the Board and committee charters, including seeking Director’s views relating to
Board and committee process, efficiency and effectiveness. The Chair of the Board also engages with individual Directors to
evaluate and discuss performance and professional development.
Independent Directors
Recommendation 2.8: A majority of the Board should be Independent Directors.
The Board currently comprises of five Directors; four independent and one executive Director. Further details of the Board
composition are above at Recommendation 2.4.
Separation of Board Chair and CEO
Recommendation 2.9: The Chair and the CEO should be different people.
The Board Charter makes explicit that the Chairman and the Managing Director roles are separate.
Principle 3 – Board Committees
The Board should use committees where this will enhance its effectiveness in key areas, while still retaining
Board responsibility.
Audit and Risk Committee
Recommendation 3.1: An issuer’s audit committee should operate under a written charter. Membership on the audit committee
should be majority independent and comprise solely of non-executive directors of the issuer. The chair of the audit committee
should not also be the Chair of the Board.
The Audit and Risk Committee operates under a written Charter, and this is available on Briscoe Group’s website. The Audit and
Risk Committee currently comprises Tony Batterton (Chair), Dame Rosanne Meo and Andy Coupe and it met three times during
the year. The Audit and Risk Committee advises and assists the Board in discharging its responsibilities with respect to financial
reporting, compliance and risk management practices of Briscoe Group.
Recommendation 3.2: Employees should only attend Audit Committee meetings at the invitation of the Audit Committee.
The Managing Director, Chief Financial Officer, Chief Operating Officer, Finance Manager and Internal Audit Manager attend
Audit and Risk Committee meetings at the invitation of the Audit and Risk Committee. Briscoe Group’s external auditor also
attends meetings at the committee’s invitation. The Audit and Risk Committee receives reports from the external auditor
without management present, concerning any matters that arise in connection with the performance of management’s role and
otherwise as necessary to protect the independence of the Audit and Risk Committee from undue influence.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
85
Remuneration Committee
Recommendation 3.3: An issuer should have a Remuneration Committee which operates under a written charter (unless
this is carried out by the whole Board). At least a majority of the Remuneration Committee should be Independent Directors.
Management should only attend Remuneration Committee meetings at the invitation of the Remuneration Committee.
The Board operates a Human Resources Committee which incorporates remuneration. The Human Resources Committee
currently comprises Andy Coupe (Chair), Dame Rosanne Meo and Mark Callaghan. It met five times during the year. It assists
the Board in discharging its responsibilities with respect to the remuneration and performance of the Group Managing Director
and other senior executives, remuneration of Directors and human resources policy and strategy. The Human Resources
Committee operates under the Human Resources Committee Charter, and this is available on Briscoe Group’s website. Selected
management only attend Human Resource Committee meetings at the invitation of the Human Resources Committee.
Nomination Committee
Recommendation 3.4: An issuer should establish a nomination Committee to recommend Director appointments to the
Board (unless this is carried out by the whole Board), which should operate under a written charter. At least a majority of the
Nomination Committee should be independent Directors.
The Board does not operate a separate Nomination Committee as Director appointments are considered by the Board as a
whole. The Board’s procedure for the nomination and appointment of Directors is summarised under Principle 2 above (under
the heading “Nomination and Appointment of Directors”).
Overview of Board Committees
Recommendation 3.5: An issuer should consider whether it is appropriate to have any other Board committees as standing
Board committees. All committees should operate under written charters. An issuer should identify the members of each of its
committees, and periodically report member attendance.
The Board does not operate any other committees apart from the Audit and Risk Committee and the Human Resources
Committee. Briscoe Group has considered whether any other standing Board committees are appropriate and has determined
not. Each committee operates under a charter which is available on Briscoe Group’s website. Committee members are
appointed from members of the Board and membership is reviewed on an annual basis. Any recommendations made by the
committees are submitted to the full Board for formal approval.
Attendance at Board and Committee Meetings
for the Year Ended 31 January 2021
BoardAudit and RiskHuman Resources
Number of meetings held
1.
1735
AttendedAttendedAttended
Dame Rosanne Meo
1735
Rod Duke
2.
1624
Tony Batterton
3.
1733
Andy Coupe
1735
Mark Callaghan
4.
000
1. Additional Board meetings were held across April and May to regularly assess the impacts of Covid-19.
2. Rod Duke resigned from the Audit and Risk and HR committees 1 July 2020.
3. Tony Batterton was appointed as a member of the HR Committee effective from 1 July 2020.
4. Mark Callaghan was appointed by the Board as a Director effective from 1 January 2021.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
86
Takeover Protocols
Recommendation 3.6: The Board should establish appropriate protocols that set out the procedure to be followed if there is a
takeover offer for the issuer (amongst other matters).
Given Briscoe Group’s shareholding structure, with the largest Shareholder being a member of the Board, the Board considers
the likelihood of an unanticipated takeover to be low, and so the Board does not consider this recommendation to be necessary.
However, in the event of a takeover offer, the Board has already agreed that a Takeover Response Committee would be
convened, comprised of Independent Directors. That committee would consider the Company’s actions in relation to the
takeover offer, including seeking appropriate legal, financial and strategic advice, complying with takeover regulation (including
the appointment of an independent advisor under the Takeovers Code and the preparation of a Target Company Statement) and
determining what additional information (if any) would be provided by the Company to the bidder.
Principle 4 – Reporting and Disclosure
The Board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of
corporate disclosures.
Continuous Disclosure
Recommendation 4.1: An issuer’s Board should have a written Continuous Disclosure Policy.
As a listed company, there is an imperative to ensure the market is informed, and the listed securities are being fairly valued by
the market. In addition to statutory disclosures, the company provides ongoing updates of its operations. This material is made
publicly available through releases to the NZX and ASX, in accordance with the relevant Listing Rules. Briscoe Group has a
Continuous Disclosure Policy, and this is available on Briscoe Group’s website. The purpose of this policy is to: ensure Briscoe
Group complies with its continuous disclosure obligations; ensure timely, accurate and complete information is provided to
all Shareholders and market participants; and outline the responsibilities in relation to the identification, reporting, review and
disclosure of material information relevant to Briscoe Group.
Charters and Policies
Recommendation 4.2: An issuer should make its code of ethics, Board and committee charters and the policies recommended
by NZX Code, together with any other key governance documents, available on its website.
Information about Briscoe Group’s corporate governance framework (including Code of Conduct, Board and Board committee
charters, and other selected key governance codes and policies) is available to view on Briscoe Group’s website.
Financial and Non-Financial Reporting
Recommendation 4.3: Financial reporting should be balanced, clear and objective. An issuer should provide non-financial
disclosure at least annually, including considering environmental, economic and social sustainability factors and practices. It
should explain how operational or non-financial targets are measured. Non-financial reporting should be informative, include
forward looking assessments, and align with key strategies and metrics monitored by the Board.
Financial Reporting
The Audit and Risk Committee oversees the quality and integrity of external financial reporting including the accuracy,
completeness and timeliness of financial statements, and ensuring that financial reporting is balanced, clear and objective.
It reviews annual and half year financial statements and makes recommendations to the Board concerning the application
of accounting policies and practice, areas of judgement, compliance with accounting standards, stock exchange and legal
requirements, and the results of the external audit.
Management’s accountability for Briscoe Group’s financial reporting is reinforced by the written confirmation from the
Managing Director and Chief Financial Officer that, in their opinion, financial records have been properly maintained and that
the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position
and performance of Briscoe Group. Such representations are given on the basis of a sound system of risk management and
internal control which is operating effectively in all material respects in relation to financial reporting risk.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
87
Non-Financial Reporting - Sustainability
Briscoe Group assesses its exposure to environmental, economic and social sustainability as part of the overall framework for
managing risk (see Principle 6 – Risk Management). Briscoe Group is committed to improving standards of environmental
performance to enable a more efficient and sustainable future. Accordingly, we have the following initiatives which are
incorporated into regular management reporting to the Board.
Being one of New Zealand’s leading retailers encompassing multiple large-format retail outlets, there are many ways we look to
improve our environmental performance.
Currently the Group’s sustainability initiatives cover:
• Waste Management
• Energy Efficiency
WASTE MANAGEMENT
The Group’s waste management strategy recognises that product sourcing is the first step in the supply chain and the best
opportunity in minimising unnecessary packaging. Initiatives have been implemented to:
• Work with suppliers to reduce packaging and specify recyclable packaging types at source,
• Ensure that the Group is using recyclable packaging materials in efficient quantities, and
• Ensure that stores have the adequate tools and services to enable effective landfill minimisation.
ENERGY EFFICIENCY
Specifying energy efficient elements within our building documentation for new stores ensures a high level of energy efficiency
for the entire lifecycle of the building.

Operationally, comparing energy use on a site by site basis enables us to compare similarly sized stores and target potential
future savings through investment in heating, ventilation, air-conditioning and lighting systems.
In addition to the above initiatives, we are working in collaboration with Retail New Zealand and other likeminded retailers to
identify opportunities to decrease our environmental footprint. This will be research driven and will enable us to focus on the
issues that are important to New Zealanders. It is likely to cover areas such as carbon reduction, increasing recycling levels
across the business and targeting packaging for online parcels.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
88
Principle 5 – Remuneration
The remuneration of Directors and executives should be transparent, fair and reasonable.
Directors’ Remuneration
Recommendation 5.1: An issuer should recommend director remuneration to shareholders for approval in a transparent manner.
Actual director remuneration should be clearly disclosed in the issuer’s Annual Report.
In accordance with the Constitution, Shareholder approval is sought for any increase in the pool available to pay Directors’ fees.
Approval was last sought in 2016, when the pool limit was set at $380,000 per annum.
1.

The Board has determined the following allocation from the pool;
PositionFees (per annum)
Board of Directors
Chair$120,000
Member$62,500
Audit and Risk Committee
Chair$12,000
Member$6,000
Human Resources Committee
Chair$8,500
Member$6,000
Remuneration of Directors in the reporting period is tabulated below:
Board
Fee
Audit and Risk
Committee
Human
Resources
Committee
Total
Fees
Other
Payments/
Benefits
Total
Remuneration
Dame Rosanne Meo$120,000$6,000$6,000$132,000-$132,000
Rod Duke
2.
----$1,035,052$1,035,052
Tony Batterton
3.
$62,500$12,000$3,500$78,000-$78,000
Andy Coupe$62,500$6,000$8,500$77,000-$77,000
Mark Callaghan
4.
$5,208$500$500$6,208$6,208
Total$250,208$24,500$18,500$293,208$1,035,052$1,328,260
1. The Board intends to seek an increase to the Directors’ fee pool at the next Annual Meeting to be held in May 2021.
2. No Directors’ fees are paid to Executive Directors. For more information in relation to Executive Director remuneration refer to
“Managing Director Remuneration” below.
3. Tony Batterton was appointed to the HR committee effective from 1 July 2020.
4. Mark Callaghan was appointed by the Board as a Director effective from 1 January 2021.
Remuneration Policy
Recommendation 5.2: An issuer should have a Remuneration Policy for remuneration of directors and officers, which outlines
the relative weightings of remuneration components and relevant performance criteria.
Briscoe Group has adopted a Remuneration Policy which sets out the remuneration principles that apply to all Non-Executive
Directors and all employees including senior management, to ensure that remuneration practices are fair and appropriate, and
that there is a clear link between remuneration and performance. A copy of the Remuneration Policy, which is reviewed annually,
is available on Briscoe Group’s website. Briscoe Group is committed to applying fair and equitable remuneration and reward
practices in the workplace, taking into account internal and external relativity, the commercial environment, the ability to achieve
Briscoe Group’s business objectives and the creation of Shareholder value. Under Briscoe Group’s remuneration framework, job
size relative to the relevant competitive market for talent as well as individual performance against defined key performance

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
89

RemunerationNumber of Employees
$100,000 - $109,99912
$110,000 - $119,99911
$120,000 - $129,9992
$130,000 - $139,99913
$140,000 - $149,9999
$150,000 - $159,9991
$160,000 - $169,9996
$170,000 - $179,9991
$180,000 - $189,9993
$190,000 - $199,9995
$200,000 - $209,9993
objectives are key considerations in all remuneration-based decisions, balanced by the organisational context. Remuneration
for senior management includes a mix of fixed and variable components. Criteria for performance payments which comprise
short, medium and long-term incentives are regularly appraised to ensure they incorporate changing market conditions as well
as the Company’s performance in relation to strategic initiatives that are deemed by the Board to be most relevant in driving
Shareholder value.
Non-Executive Directors are paid fees in accordance with the table provided under 5.1. The levels at which fees are set reflects
the time commitment and responsibilities of the roles of Non-Executive Directors and the figures shown under 5.1 do not
include any performance-based payments. The Board uses various sources to inform its decision making on fees and consults
with expert independent advisors where appropriate.
During 2019 the Board introduced the Briscoe Group Senior Executive Incentive Plan to grant performance rights to key senior
management personnel as a long-term incentive (LTI) programme. Vesting is dependent upon achievement of Earnings per
Share (EPS) and Absolute Total Shareholder Return (aTSR) growth targets at the end of a three-year term. Three tranches of
performance rights have been issued under this programme. This replaced the existing Share Option Scheme which had been in
place since 2003.
A medium-term incentive (MTI) scheme was also introduced for other selected senior management. This plan vests in cash
rather than equity over a two-year period, using the same measures of EPS and aTSR as the LTI.
Periodically the Human Resources Committee, on behalf of the Board, seeks independent external advice to ensure that
remuneration for senior executives is appropriate and fulfils the objectives of attraction, retention and motivation. This exercise
was repeated in 2021.
In this manner, the various components of remuneration maintain alignment with the interests of Shareholders, the Company
and the individual.
Employee Remuneration
The number of employees and former employees within Briscoe Group (including the Managing Director but excluding any
other Director) receiving remuneration and benefits above $100,000, relating to the 53-week period ending 31 January 2021 is
set out in the table below:
RemunerationNumber of Employees
$220,000 - $229,9991
$230,000 - $239,9993
$240,000 - $249,9991
$310,000 - $319,9993
$320,000 - $329,9991
$390,000 - $399,9991
$440,000 - $449,9991
$470,000 - $479,9991
$520,000 - $529,9991
$640,000 - $649,9991
$790,000 - $799,9991
$1,030,000 - $1,039,9991

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
90
Managing Director Remuneration
Recommendation 5.3: An issuer should disclose the remuneration arrangements in place for the Managing Director in its
Annual Report. This should include disclosure of the base salary, short-term incentives and long-term incentives and the
performance criteria used to determine performance-based payments.
The remuneration of the Managing Director for the year ended 31 January 2021 was:
Period Ended
31 January 2021
Base Salary$716,930
Other Benefits$84,581
STI$233,541
Subtotal$1,035,052
LTI-
Total Remuneration$1,035,052
The remuneration of the Managing Director comprises fixed and performance payments. Fixed remuneration includes a base
salary and other benefits comprising; contributions to superannuation, life insurance, health insurance and a fuel card. The
Managing Director received a short-term incentive of $233,541. The target value of a STI payment is recommended by the
Human Resources Committee, approved by the Board and linked strongly to company financial performance and performance
against strategic initiatives. Given his shareholding in the Company, the Managing Director does not participate in any Company
Long Term Incentive Scheme.
Senior Management
Briscoe Group’s senior management are appointed by the Managing Director and their key performance indicators (‘KPIs’) are
comprised of specific Briscoe Group financial objectives along with business related individual objectives. Establishing and
monitoring these KPIs is done annually by the Managing Director recommending the KPIs to the Human Resources Committee,
which in turn, makes recommendations to the Board for approval. The performance of senior management against these KPIs is
evaluated annually and serves as a key determinant of any short-term incentive scheme values and payments.
Short Term Incentive Payments
Short term incentive (STI) payments are at risk cash payments designed to motivate and reward for short term (within each
financial year) performance. The target value of a STI payment is set by the Managing Director with a specified dollar potential
available to each participant in the scheme. The target areas for all employees who are entitled to a STI payment are set
based on a combination of company financial performance, specific financial performance relative to the employee’s areas of
responsibility and individual goals. The weightings applied to each of the target areas will be largely consistent throughout the
company for roles entitled to a STI payment but may vary depending on specific areas of focus as determined by the Managing
Director. The Board approves the STI payments to be made to senior management at the end of the financial year and approves
their targets for the following year.
Medium Term Incentive Payments
Medium term incentive (MTI) payments are at risk cash payments designed to motivate and reward for medium term (crossing
two financial years) performance. A two-year term provides for evaluation of performance over a longer term than used for
purposes of STI and ensures a degree of impact or sustainability thereby avoiding or reducing the risk of “short-termism”.
MTI participants are members of the senior management team who significantly influence achievement of the Company’s
performance. The target value of an MTI payment is recommended by the Managing Director for approval by the Board, with a
specified dollar amount potentially available to each participant in the scheme. Performance is assessed at Company rather than
individual level with measures aligned to those of the LTI scheme, albeit over a slightly lesser timeframe. The Board will review
performance and approve any MTI payments to be made to senior management at the end of the financial year and approve
objectives for the following year.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
91
Long Term Incentive Payments
On 26 March 2019 the Board approved a Senior Executive Incentive Plan under which selected senior employees could be
granted Performance Rights which upon vesting would reward the employees with ordinary shares in the Company. Vesting
of the Performance Rights occurs after three years and is subject to the achievement of certain performance hurdles, relating
to the Company’s achievement against Total Shareholder Return and Earnings Per Share growth targets. This plan replaced the
Share Option Scheme which had been in place since 2003.
Three tranches of Performance Rights have been issued under this Plan.
Principle 6 – Risk Management
Directors should have a sound understanding of the material risks faced by the issuer and how to manage them.
The Board should regularly verify that the issuer has appropriate processes that identify and manage potential
and material risks.
Risk Management
Recommendation 6.1: An issuer should have a risk management framework for its business and the issuer’s Board should
receive and review regular reports. A framework should also be put in place to manage any existing risks and to report the
material risks facing the business and how these are being managed.
The Board is responsible for Briscoe Group’s risk assessment, management and internal control and has carried out a robust risk
assessment process. Principally through the Audit and Risk Committee, the Board monitors policies and processes that identify
significant business risks and implements procedures to monitor these risks. A management Risk Committee comprising the
Managing Director, Chief Financial Officer, Chief Operating Officer and Internal Audit Manager meets every quarter to identify
and assess the major risks affecting the business by maintaining a risk matrix which is used to develop strategies to monitor
and mitigate these risks. Risks are assessed against the impact of the risk and the likelihood of it eventuating. The risk matrix is
provided to the Board six monthly. The management risk committee reports to the Audit and Risk Committee. Significant risks
are discussed at Board meetings, or as required. Briscoe Group maintains insurance policies that it considers adequate to meet
insurable risks.
Health and Safety
Recommendation 6.2: An issuer should disclose how it manages its health and safety risks and should report on their health and
safety risks, performance and management.
The Human Resources Committee, the General Manager Human Resources and specialist team members in the Human
Resource function assist the Board in meeting its responsibilities under the Health and Safety at Work Act 2015, other
regulations and policies.
The Human Resources Committee, along with management, is responsible for ensuring that Health and Safety has appropriate
focus and is sufficiently resourced to achieve its objectives within Briscoe Group.
Company performance across a range of measures of Health and Safety are a consistent and priority agenda item at all Board
meetings. The Board and senior management are apprised of all notifiable incidents and injuries and the actions taken to ensure
the health and wellbeing of injured persons. Actions taken to prevent incident recurrence are also advised.
Management operates and assesses the effectiveness of risk assessment and mitigation, safety processes and systems,
capability of staff and the general culture of the business in relation to safety.

Briscoe Group has implemented a Health and Safety Risk Matrix to identify specific hazards and risks, assess their severity
of impact and likelihood of occurrence, document mitigation strategies and determine the level of residual risk. The matrix
incorporates mental wellness in addition to physical safety. This matrix is reviewed at least annually by the Board and annual
Health and Safety objectives and KPIs are set for the business based on the significant risks identified.

Briscoe Group Limited Annual Report 2021
Corporate Governance Statement
92
The Company operates a continuous system of hazard identification and management along with monthly reviews of
performance to ensure that opportunities for improvement are identified and progressed. 2020 saw continued progress
with development and implementation of traffic management across our sites. In addition, significant attention was paid to
the mental health and wellbeing of our team, both generally and as a specific initiative within our wider pandemic response.
Through the invaluable combination of our online platforms for learning (Axonify) and Health & Safety (ecoPortal), we were able
to proactively engage our team throughout the pandemic. Our efforts ensured that they had all of the necessary information
in relation to good hygiene practices, use of personal protective equipment and our processes for maintaining healthy
and hygienic workplaces. In addition, our focus on the wellbeing of our people was complemented through resources on
encouraging and maintaining good mental health, which was encouragingly reinforced through the innovative use of many of
the valued brand and company ambassadors that we are fortunate to have supporting Briscoe Group. Healthy eating, exercising
and staying fit were themes reinforced throughout our response and feedback was that these were greatly appreciated. Our
managers and other leaders were proactive in engaging with their teams, understanding and accommodating individual
circumstances while supporting the continued performance of the business. We did not underestimate the importance of
providing assurance to our team that they were being listened to, that we shared and managed concerns as they arose and
that our broad and deep approach to health and safety was as important a consideration as was the managing of our trading
performance.
Monthly updates are provided to the senior management and Board on our safety performance. We have previously referred to
assessment of actual Health and Safety performance using independent information provided by ACC. In 2020, we continued
to see tangible evidence of our progress in this area with confirmation that Briscoe Group would receive a discount rather than
a loading based on our Experience Rating. Such an outcome maintains our confidence in the systems and processes we have in
place, the commitment of our people from the frontline to senior management and the Board, and encourages continued focus
in this vital area of business performance.
Using our Saas platform ecoPortal, management and the Board are able to proactively view preventative efforts and to review
safety related incidents (including those without injuries) in order to prevent incidents that pose risk to our people.
Principle 7 – Auditors
The Board should ensure the quality and independence of the external audit process.
External Audit
Recommendation 7.1 and 7.2: The Board should establish a framework for the issuer’s relationship with its external auditors.
This should include procedures prescribed in the NZX Code. The external auditor should attend the issuer’s annual shareholders
meeting to answer questions from shareholders in relation to the audit.
The Audit and Risk Committee is responsible for the oversight of Briscoe Group’s external audit arrangements. These
arrangements include procedures for the matters described in Recommendation 7.1 of the NZX Code.
The Audit and Risk Committee is committed to ensuring Briscoe Group’s external auditor is able to carry out its work
independently so that financial reporting is reliable and credible. Briscoe Group has an External Auditor Independence policy,
which is available on Briscoe Group’s website. The External Auditor Independence policy implements the procedures set out in
the NZX Code.
The policy sets out the work that the external auditor is required to do and specifies the services that the external auditor is not
permitted to do unless authorised by the both the Chair and Chair of the Audit and Risk Committee and so advised to the Board. This
is so the ability of the auditor to carry out its work is not impaired and could not reasonably be perceived to be impaired.
Briscoe Group’s external auditor is PricewaterhouseCoopers. Total fees paid to PricewaterhouseCoopers in its capacity as
auditor for period ended 31 January 2021 were $108,000 (2020: 108,000).
Total fees paid to PricewaterhouseCoopers for other professional services for the period ended 31 January 2021 were $26,000
(2020: $26,000). The other service fees comprise a half yearly review.
PricewaterhouseCoopers has historically attended the Annual Shareholders’ Meeting, and the lead audit partner is available to
answer relevant questions from Shareholders at that meeting.