Third Age Health releases 2022 Annual Report
17 June 2022
Annual Report for the year ended 31 March 2022
Third Age Health Services Limited (NZX: TAH) is pleased to release to shareholders its annual report for the
year ended 31 March 2022 (Annual Report).
If you would like a copy of the Annual Report, please request a copy within 15 working
days of receiving this notice. Please email our share registry at operations@linkmarketservices.co.nz
You may also obtain a copy by electronic means, free of charge from our website by accessing the
following link: https://www.thirdagehealth.co.nz/financial-statements/
Authorised for issue by:
Bevan Walsh
Chair
For more information, please contact:
Ruth Morse, Head of Communications, Marketing and Engagement – Third Age Health
+64 21 263 1415
ruthm@thirdagehealth.co.nz
About Third Age Health
Third Age Health is the leader in providing quality health care services for older people including those living in retirement villages, private
hospitals, secure dementia units as well as in communities across New Zealand. A dedicated Third Age Health clinical team provides onsite
clinics, rostered rounds and after hours on-call healthcare services aimed at supporting the health and wellbeing of older people to
improve quality of life. As well as providing clinical services for over 50 aged care facilities throughout New Zealand, Third Age Health
owns several general practices providing primary healthcare to their local community. www.thirdagehealth.co.nz
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ANNUAL
REPORT
2022
thirdagehealth.co.nz
Care | Trust | Kindness
Our goal
To be the healthcare
provider of choice for older
adults living in a range of
settings throughout New
Zealand.
Contents
Consolidated statement of comprehensive income
Consolidated statement of changes in equity
Consolidated statement of financial position
Consolidated statement of cash flows
Notes to the consolidated financial statements
Our business snapshot
Our opportunity
FY22 Highlights at a glance
FY22 Financial summary
Chair report
CEO review
FY22 Highlights and key events
Our team our Board
Directors' responsibility statement
Consolidated financial statements
Independent auditor's report
Statement of corporate governance
Shareholder and statutory information
Corporate directory
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06
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59
70
75
Third Age Health currently provides healthcare services for older adults living in
aged residential care (ARC) facilities, care home hospital wings and dementia units.
In addition we provide primary healthcare for people of all ages via a group of
boutique community general practices in key locations.
OUR BUSINESS
We offer community-based, mobile and
virtual services that deliver
quality healthcare.
Our specialised team of around 30 Nurse
Practitioners and General Practitioners
work in partnership with ARC providers
and their care teams.
Through our family of general practices,
we provide quality healthcare for people of
all ages in the community and they are the
'hubs' to extend services to ARC facilities.
We have national reach and currently
provide services to over 50 ARC facilities
throughout the country, including some of
the largest aged care providers in
New Zealand.
Our dedicated clinical teams provide
onsite clinics, rostered rounds and after
hours on-call medical care for residents of
our ARC partners.
3
An ageing population
New Zealand has an ageing population, with the numbers
of those aged over 65 years expected to accelerate over
the next 50 years and account for 23% of New Zealand’s
population by 2036. In May 2022 there was 780,880
people over the age of 65 years, this is expected to more
than double by 2048, when an estimated 1.5M people will
be aged over 65 years.
The 85+ years age group is also forecast to increase by
more than 30% by 2048, from 88,000 people in 2020 to
between 270,000 – 320,000 people.(i)
Increasing healthcare demands as people age
Since the early 1990s, average life expectancy in New
Zealand has gone up by nearly six years, with the average
New Zealander now living up to 82 years of age.(ii)
As people age, their healthcare demands increase, with
those aged over 65 years accounting for 16% of the
population but using over 42% of healthcare services. The
average 85 year old uses 16 times more healthcare than
the average 40 year old.
More emphasis is being put on prevention strategies to
help people age positively and remain healthier for longer.
With increasing numbers of people entering aged care,
often with complex health needs, the demand for quality
healthcare services will continue. Private sector aged care
providers need trusted partners – Third Age Health is
aiming to meet this need.
A desire for continuity of care
The number of people moving into a retirement village is
growing and patients are looking for continuity of care as
they transition to a different living environment.
Workforce headwinds
The aged care sector faces challenges resourcing their
clinical needs due to an aging workforce, smaller numbers
of new people entering the sector, increasing workloads
and low funding for ARC in New Zealand.
There is recognition today that the increasing care needs
in aged residential care are being stretched and that
additional funding and resource will be needed over time.
OUR OPPORTUNITY
(i) National population projections 2020 (base) – 2073, Statistics New Zealand, 8 December 2020. https://www.stats.govt.nz/information-releases/national-
population-projections2073#ageingwww.stats.govt.nz
(ii) Health’s insatiable demand for expenditure, 21 April, 2021. https://berl.co.nz/economic-insights/healths-insatiable- demand-expenditure
Our Strengths
Third Age Health is well
positioned to respond to the
growing market need.
We specialise in providing care for
older people, aged 65+ years.
We have a proactive model of care
focused on prevention and
maintaining quality of life.
At the core of our business are our
partnerships with aged care
providers around New Zealand.
Our specialised aged care clinical
teams work in partnership with
clients to deliver a quality
healthcare service.
Our goal is to be an employer of
choice, providing attractive career
pathways and a rewarding
environment for healthcare
professionals.
We are advocates and thought
leaders for aged care in New
Zealand, continually seeking
improvements in the provision
of care.
4
FY22 HIGHLIGHTS AND EVENTS AT A GLANCE
Third Age Health is making positive progress under its new leadership team, with Board
approval of a future focused strategic plan, ongoing acquisitions of community General
Practices and investment into people, systems and capabilities to enable growth.
First full year as a listed company
Strengthened the leadership team with the appointment of Tony Wai as new Chief
Executive Officer from October 2021 and Neil Hopkins joining the company as Acting
Chief Financial Officer in June 2021
Continued to deliver quality patient care to aged care providers and patients across
New Zealand. Third Age Health’s standard use of remote management and
telehealth services have proved invaluable in the Covid-19 environment
Refreshed the Board with appointment of two new directors - Wayne Williams as an
Independent Director and Diane Budres as a non-Independent Director
Announced the retirement of Bevan Walsh as chair, effective from the conclusion of
the 2022 Annual Meeting, and the appointment of John Fernandes as incoming chair
Wayne Williams announced as incoming Audit Committee Chair to take up the role
when John Fernandes commences as Board Chair.
Business review completed by new CEO and Board approval of a future focused
strategic plan
Growing number of clinical practitioners joining the group
Appintment of a Medical Director, Dr Peter Zink
Establishment of Clinical Team and Clinical Advisory Committee
Signing of new contracts with ARC providers
Acquisition of Belmont Medical Centre, which was settled on 11 October 2021, and
Ponsonby Medical Centre, which settled 31 March 2022
Investment into resources and capability
Strategic progress
5
FY22
$000
FY21
$000
% Change
ARC Revenue4,7124,754(0.9%)
GP Revenue1,18873661.4%
Total Revenue5,9005,4907.5%
NPBT1,5611,5530.5%
NPAT1,1731,04112.7%
Cash at year end1,1241,829(38.5%)
Total assets at year end4,8603,55036.9%
Dividends declared excluding FY21
special dividend (cents per share)
8.578.026.8%
FY22 FINANCIAL SUMMARY
Audited results for the year ended 31 March 2022
Result reflects first full year as a listed company and associated expenses, investment into
resources, a number of one-off expenses reflecting the business reset plus five months’
contribution from Belmont Medical Centre, following its acquisition on 11 October 2021
Performance in line with the record FY21 result, despite challenges and sector headwinds during
the year
GP revenue was up 61.4% of which 23.5% was organic growth from exisiting general practice
Hawkes Bay Wellness
Total revenue $5.9m, up 7.5% year-on-year
Gross margin increased from 60% to 63%
Total expenses increased in line with investment into workforce and capability and include a
number of one-off expenses reflecting the business reset
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CHAIR REPORT
Bevan Walsh
Chair
Bevan Walsh
Chair
We are pleased to present to you Third Age Health’s Annual Report for
the 12 months ended 31 March 2022, which celebrates our first full
year as an NZX-listed company.
Our first step was the appointment of Tony Wai as our new CEO, who commenced the role in
October 2021. It was very important for the Board that we had someone with the necessary
vision, energy, relationship-building-skills, health system expertise and specific experience to
lead our company.
Tony has spent the last fourteen years in two major organisations within the health sector in
New Zealand, in C-suite roles including Chief Operations Officer, Chief Financial Officer, and
more recently, as interim CEO at Procare. His wealth of experience and vision for how we can
better-serve our clients and patients is already proving of value to Third Age Health.
Dear Shareholder
New leadership
Refining our strategy
When we listed the company in February 2021, we outlined the opportunity we saw to expand
our services and build demand for our innovative, integrated model of care for older people.
Following the appointment of Tony Wai, an indepth business review was undertaken to further
refine our strategy and ensure an appropriate operating model was in place to drive sustainable
long term growth for Third Age Health.
A future-focused strategy has now been put in place, which
revolves around providing a consistent primary health
service as people move from community living into the
aged care setting. We expect our growth to be driven by
increasing the number of partnerships with Aged
Residential Care providers, and through expanding our
offer to people living independently in retirement villages
and in the local community.
Our business model centres on four pillars – workforce and
capability, clinical efficiency and quality, commercial
sustainability and growth, and health innovation. Initiatives
are being progressed under each of these areas.
Your Board’s primary priority during the year was to ensure we had the right strategy and
leadership team in place to enable us to take advantage of the growth opportunities we had
identified for the company.
7
The targeted acquisition of local General Practices (GP clinics) plays an important supporting
role in our strategy. We were pleased to welcome Belmont Medical Centre and Ponsonby
Medical Centre to the group. Since year end, we have also announced the acquisition of
Devonport Family Medicine, further expanding our presence in the Auckland market.
In May 2022, Third Age Health entered into a $3 million loan facility with ANZ Bank Limited to
support the company’s acquisition strategy. A portion of the facility was drawn to fund the
acquisition of Devonport Family Medicine and we intend to make use of it for future
acquisitions.
There is significant opportunity in the sector and, with the right model in place and the
innovation and capability to support it, we are focused on becoming a leading national
provider of healthcare for older people.
Our people
On behalf of the Board, we would like to acknowledge the outstanding efforts of Third Age
Health’s team, who have demonstrated resilience and strength during what has been a
challenging time particularly for the aged care sector. Our people provide an outstanding
service for our patients and our thanks go to them for this.
We are committed to creating value for our shareholders, through share price growth,
dividend yield and continually improving company performance.
We had a pleasing FY22 financial result, with a lift in revenue and profit, despite the
challenges and sector headwinds during the year. This has enabled the directors to declare
a final dividend of 4.05 cents per share, an 6.8% increase on the previous year.
More details on Third Age Health’s financial result can be read in the CEO’s review which
starts on page 10.
Shareholder value
Goverance
Your Board provides a mix of complementary skills, expertise and experience that bring
collective value to Third Age Health. During the year, we were pleased to welcome Wayne
Williams as an Independent Director and Diane Budres as a non-Independent Director.
Wayne was formerly a partner with KPMG and has close to 30 years’ experience within the
health sector, working in line management and consulting roles within primary care, DHBs
and the MOH. Wayne is currently CEO of Alliance Health Plus Trust.
Diane resides in North America and has a background in public health and finance. She has
a passion for higher education and is the founder of The Budres Foundation, a scholarship
program based on learning by doing.
Both Wayne and Diane have provided valued support to the Board team as we further
refined and set out our growth strategy.
8
We are committed to creating a sustainable business, one with a strong long-term outlook which
provides high-quality services to our patients and customers and creates value for shareholders.
New Zealand has a rapidly aging population and there is growing demand from those people who
wish to ‘age in place’. Third Age Health has identified the potential to expand its offer beyond aged
residential care facilities and with an innovative approach and by building capacity we are aiming to
respond to this growing market need.
It's clear in the current tight healthcare labour market that finding and recruiting a quality clinical
team is a challenge and is key to meeting the population needs. It’s fair to say though, that it’s
always been a challenge, and we’ve expanded our reach over the years in spite of it, but it shouldn’t
be forgotten that it is an important factor in our ability to grow, and is always a focus - how we can
attract and retain our professional clinical team to serve our patients and clients.
I believe it will be even more important in future for us to successfully leverage the effects of our
human resources - to efficiently do more with the team we have and even more with those we will
add - not by people working harder (they already work really hard) but by us developing, over time,
more efficient ways to deliver care for our patients, and I expect very good results on this front from
our recent investments in capability that Tony has outlined in his CEO overview on the following
pages.
We have substantial momentum in FY23 as we utilise the additional resources and capability we
have already invested into over the past few months, to execute on our strategy. Our team are
assiduously developing ever more intelligent ways to realise the growth potential for our company,
and we will be innovative and resourceful as we navigate the risks and challenges of the current
environment.
We are excited about our future as we move forward with our new leadership team and a clear
strategy for growth.
Thank you for your support.
Bevan Walsh | Chair
I have also announced my resignation as Chair, effective from the conclusion of the 2022 Annual
Shareholders’ Meeting. Founding a service that provides high quality primary medical care to
older adults and helping to guide it to the point it is at now, has been the highlight of my career.
I am incredibly proud of what has been achieved in terms of health services innovation to date. I
will continue to serve as a Board director and intend to remain a significant shareholder for the
foreseeable future.
I am delighted to announce that John Fernandes has been appointed to succeed me as Chair.
John has been a director of the company since 2019, and serves as our Audit Committee Chair.
That role will be fulfilled by Wayne Williams as soon as John steps into his new role as Chair. I am
excited to see Third Age Health continue to grow and deliver, under the leadership of John as
Chair of the Board and Tony Wai as CEO.
Outlook
9
9
Third Age Health delivered a pleasing performance in FY22, despite challenges and sector
headwinds including ongoing impacts from the Covid-19 pandemic, rising costs and work force
pressures. In particular, the effects of the pandemic and workforce shortages constrained our
progress on some greenfield opportunities.
Following an indepth review during the second half of the financial year, we are now investing
into capability and systems to support future growth. The full year result reflects this investment
as well as a number of one-off expenses related to the business reset and five months’
contribution from Belmont Medical Centre, following its acquisition on 11 October 2021.
Total Revenue increased 7.5% year on year to $5.9m, driven by the strategic acquisition of
community General Practices, with 61.4% growth in GP revenues. Hawkes Bay Wellness Centre
recorded growth of 23.5%, with revenue for the year of $0.9m (FY21: $0.7m), while new General
Practice, Belmont Medical Centre Limited, which was acquired on 11 October 2021, contributed
an additional $0.3m revenue since acquisition. Revenue from services to Aged Residential Care
facilities was in line with the prior year, with the decision of one client to move services in-house
quickly offset by the addition of a number of new ARC partnerships in Taranaki, a new market for
us.
Gross margin increased from 60% to 63%, benefiting from the expanded General Practice
portfolio.
Total expenses grew in line with planned investment into the workforce and capability and also
include a full year of listed company and governance costs following listing in February 2021.
There were a number of expenses totalling $0.14m during the year that are considered one -off
and non-recurring that reflect the period of reset.
Net profit after tax (NPAT) increased by 12.7% to $1.2m.
Third Age Health has a strong financial position with net operating cashflow of $1.0m. Cash and
cash equivalents were $1.1m as at 31 March 2022.
CEO REVIEW
Bevan Walsh
Chair
At Third Age Health, we aspire to be the national healthcare
provider of choice for older adults living in a range of settings
throughout New Zealand. We will do this by providing a
consistent primary health service as people move from
community living into the aged care setting.
It has now been six months since I joined Third Age Health and I
have been inspired by the passion and commitment of our team,
and those we partner with, to providing a quality healthcare service
for older New Zealanders.
FY22 Performance
Tony Wai
CEO
10
Setting a pathway for future growth
When first taking on the role of CEO in October last year, I conducted a deep dive review of our
operating model and sector opportunities. This has allowed us to further refine our strategy to
enable us to achieve our goals. We have identified two pathways to grow our company and
deliver value for our shareholders.
Firstly, to increase the number of partnerships we have with Aged Residential Care providers;
and secondly, to expand our offer to older people in the local community and those living
independently in retirement villages. Acquisition of local GP clinics plays an essential supporting
role in this.
Our growth strategy is supported by attractive sector dynamics including an ageing population,
an increasing need for quality care and escalating demand for qualified clinicians specialising in
providing care for older people.
To support our growth aspirations, we have been investing in capability to enable Third Age
Health to take advantage of the opportunities that exist and to keep growing. We have four clear
pillars which support our business model and already we are making good progress on
initiatives under each of these.
Workforce and capability
As New Zealand’s aging population grows, so does the demand for quality nurses and doctors
who have a passion for providing care for older people. This is a complex, high demand and
growing area, with well documented challenges around resourcing. We take the pressure off our
customers by providing specialised aged care clinical teams to work in partnership with them to
deliver a quality healthcare service.
To support our growth aspirations, we have a need for high quality practitioners. A number of
our practitioners are recruited from offshore, a process that has been particularly disrupted by
COVID-19. With restrictions lifting, we are now actively recruiting to build our team.
Our goal is to be an employer of choice, providing attractive career and development pathways
and a rewarding workplace environment for healthcare professionals. Over the next year, we are
looking forward to introducing a pathway for Registered Nurses to attain Nurse Practitioner
qualifications, enabling them to provide a higher level of care and benefit from increased pay
levels.
We recognise the additional challenges and disruption caused by the pandemic, which has
particularly impacted on the delivery of aged care. On behalf of the Board and management, we
would like to acknowledge and thank the Third Age Health team for their tireless efforts and
commitment to delivering quality care for our patients. It is a privilege to work with these
healthcare heroes who have gone above and beyond in their care over the last year.
11
Clinical efficiency and quality
Underpinning all we do is the provision of high quality healthcare. Our new strategy includes
a reimagined care quality framework and ensures quality is at the heart of the healthcare
service we provide.
We provide continuity of care from trusted clinicians and are advocates for improvements to
support the provision of quality healthcare for older people. In line with this, we have been
expanding our clinical oversight and guidance and, in March this year, established our first
Clinical Advisory Committee. This is a key element of our transition to establish a revised
model of care and quality framework that meets patient and client needs.
The Committee brings together thought leaders and experts from clinical and academic
backgrounds across a range of disciplines. The committee is chaired by Third Age Health
Medical Director, Dr Peter Zink, who was appointed in December 2021. Working alongside
him another new appointee, Clinical Change Advisor Lucy Wu, who was the driving force
behind the establishment of the Committee.
We see this as an important step in not only improving the healthcare we are delivering but
also a way of increasing collaboration across the sector. Our intention is to be action
orientated and the drivers of change and we’re keen to share what we learn along the way in
the hope that it contributes to solving some of the macro level issues and improves
healthcare for older people.
Commercial growth
Our revenue is generated from ARC contractor services, patient enrolment and patient visits,
and we monitor our performance closely.
With New Zealand’s rapidly aging population there is the potential to grow beyond aged care
facilities and to include those people who wish to age in place, and this will be part of our
longer term strategy.
While our core focus remains on the provision and management of healthcare services to
Aged Residential Care (ARC), private geriatric hospitals and secure dementia facilities, we are
now looking to expand our services to older people living in a wider range of settings. This
includes those living independently or in serviced apartments in a retirement village, as well
as those still at home in the community.
The integration of general practice into our operating model builds capability and resilience
around our workforce; and enables continuity of care and a more comprehensive service
offering for our Aged Residential Care facility clients; as well the ability to increase patient
enrolments across both general practice and aged care.
During the second half of the year, we were pleased to settle the acquisition of Belmont
Medical on Auckland’s North Shore, on 11 October 2021, and Ponsonby Medical Centre,
which settled on 31 March 2022 with the benefits to be seen in FY23. Since year end, we have
acquired Devonport Family Medicine.
A number of new service contracts have also been signed with ARC providers, including
seven facilities in Taranaki, a new market for us.
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Health innovation
One of Third Age Health’s strengths is our
integrated and innovative model of care. We
are harnessing technology and building our
virtual healthcare capability to enhance clinical
efficiency and patient delivery. This has
proved a valuable benefit during the Covid-19
pandemic, allowing us to keep our people and
our patients safe and reducing the risk of
infection, while continuing to provide
personalised care.
Under our business investment plan, more
capability has been introduced to the
company, along with investment into IT
systems and processes to enhance efficiency
and patient delivery. This will enable future
growth and increase our ability to scale to
meet increasing demand.
Our focus on sustainability
Our people, our patients and the teams of
carers at the ARC providers we partner with
are at the heart of our business. As to be
expected therefore, the social aspect of our
ESG philosophy is the most important to us.
We have programmes in place to help our
people realise their ambitions and achieve
their goals. Our Clinical Advisory Committee
will take a lead role in identifying solutions and
advocating for improved care for senior
people. And we will continue to work closely
with other sector organisations to ensure that
together we can develop and deliver the best
possible model of senior care.
While our environmental footprint is not large,
we are conscious of taking steps to minimise
our impact where we can. Our increasing use
of digital technology to deliver virtual
healthcare not only enhances how we deliver
care, but also has environmental benefits with
less travel required.
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Thank you for your support.
Tony Wai | Chief Executive Officer
We have big aspirations, a clear strategy and great people in place to help us realise our
ambitions. Our focus remains on our key drivers – increasing patient enrolments in our family of
general practices and in contracted aged care facilities; acquisitions of primary care medical
centres; and ongoing business improvements.
Over the next 12 to 18 months, we will continue to build capability, continue execution on our
new strategy and invest into our business and growth initiatives.
We have initiatives in place to expand our reach and are building strategies to attract and retain
a valuable clinical workforce. Our ongoing investment in data and technology will help us
streamline and optimise the delivery of care and will create the ability to scale our business
efficiently. We will continue to identify general practices in key areas to add to our network, to
provide an anchor for local aged care clients.
In FY23, our strategic focus is on building a sustainable platform to enable Third Age Health to
scale and take advantage of identified opportunities for growth.
Outlook
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ARC clients
FY2022 HIGHLIGHTS
During the past year Third Age Health has expanded its national footprint with
the addition of a new region; providing medical services to seven ARC facilities
in Taranaki. In addition two new general practices have been added to the
network. Our combined ARC and general practice enrolled population is up
approximately 40% on FY2021.
3
General
Practices*
11,537
Total enrolled
patients**
4,703
Of the total enrolled
patients are 65+ years
* Since year end, 31 March 2022, TAH added another General Practice to its group, Devonport Family Medicine on 2 May 2022, taking the total to four at
time of this annual report publication.
** This figure does not include Devonport Family Medicine as the practice was purchased outside of FY22.
15
Creating a network of community general
practices to support ARC service delivery
Belmont Medical Centre
Belmont Medical Centre serves the Devonport
Peninsula on Auckland’s North Shore, providing
comprehensive quality healthcare to members of
that community. One of its founding doctors, Dr
Jennifer Waddell still works within the practice, and
takes a holistic approach to healthcare.
A key strategy for Third Age Health is to expand our spectrum of care to those
living independently in retirement villages or in the community. Growing our
family of local GP practices is an important component to delivering on this
opportunity. Local GP practices provide an anchor point to provide care
to both the local community and a number of ARCs near by.
"Our team is passionate about providing the best
healthcare for our community. The combination of
providing healthcare in a general practice and for our
local aged care facilities is fantastic as often patients
we have seen for many years in the community move
into aged care locally and we are still able to provide
continuity of care for them in their final years.”
Dr Jenni Waddell
Ponsonby Medical Centre
Ponsonby Medical Centre is the second general practice
purchase for Third Age Health in the 2022 financial year,
following Belmont Medical Centre in late 2021.
“Ponsonby Medical Centre has a very experienced clinical team
who provide great family healthcare for the local community.
As we focus on older adults as a population of interest the
integration of general practice into our operating model plays
an important role in helping us build capability and resilience
around workforce and enables us to provide continuity of care
and a more comprehensive service offering for the growing
aged population."
Tony Wai , CEO
"As a small community practice, we are delighted to be part of
Third Age Health, who we know hold the same values in
ensuring continuity of care for our enrolled patients and the
local community.”
Dr Dion Martley
New Clinical Advisory Committee to focus on
improving primary care for older people
Third Age Health has established its first Clinical Advisory Committee. The Committee brings
together thought leaders and experts from clinical and academic backgrounds in general
practice, nursing, older people’s health, psychiatry, gerontology, palliative care as well as
innovation, user experience and solution design. Members of the group were selected for
not only their expertise but their diversity of thought and willingness to come together with
a provider to find solutions to bridge the gap between the resources currently available and
the healthcare that’s needed for older people to improve their quality of life.
It’s really motivating to be working with a great group of people who bring to the table ideas which will
help us tackle the challenge of providing great healthcare for people, at a time when we are
experiencing the collision of increasing clinical complexity, workforce pressures and stagnant funding.
“Healthcare for people living in aged care is really fragmented. As a provider with national reach, we
have a good view on the variation in service provision and delivery across New Zealand. It’s important
to occasionally step back from the day-to-day delivery of healthcare and with the help of experts give
time and thought to how we can change the way we are doing things to get
better outcomes.
Dr Peter Zink
Chair, Clinical Advisory Committee
The Clinical Advisory Committee meeting online.
17
Professor Ngaire Kerse, Joyce Cook Chair in Ageing Well and GP
Professor Jenny Carryer, Massey University Professor and Head of NZ College of Nurses
Dr Jackie Broadbent, Geriatrician
Dr Dianne Leach, General Practitioner and practice owner
Dr Jane Casey, Psychogeriatric Specialist
Emily Preston, Senior Project Lead, Innovation Unit
Dr Carol McAllum, Director of Quality & Parnerships for Mercy Hospice, Palliative Medicine
Specialist and former specialist General Practitioner
Dr Peter Zink, General Practitioner and Third Age Health Medical Director
Lucy Wu, Third Age Health Clinical Change Advisor
Clinical Advisory Committee members
Passion for the health of older
people at heart of new career with
Third Age Health
Wendy Walsh, Nurse Practitioner
Wendy Walsh has been caring for the wellbeing of
older people since she was in her teens when she had
a part time job as a care assistant at Sun Haven, a care
home in her local area. She had no idea at the time
that she would one day be a highly skilled nurse
practitioner specialised in the health of older people
and be responsible for the medical care of residents in
seven aged residential care facilities across the
Taranaki region.
It’s so important to have a holistic approach when supporting the health
of older people and a nursing background is the perfect foundation. I love
the complexity of health care need in my role. As people age, they
generally have several aliments that affect wellbeing and I enjoy providing
medical care that improves their quality of life.
Dr Fei Wu, General Practitioner
Fei is a general practitioner based in Auckland who
splits his time between general practice and visiting
patients in age residential care. He believes it is a
privilege to be helping people improve their quality of
life as they age and enjoys visiting rest homes each
week to see his patients.
What’s not to love about people as they age, they have the best sense
of humour and tell great stories. The things I learn from older patients
when I visit them in aged care really complements the work I do in
general practice. The mix of both roles is perfect.
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OUR BOARD
Bevan founded Third Age Health with the goal of revolutionising the way Kiwi
nursing homes access their medical services. He has a strong commitment
to delivering excellent service, and plays an active role in shaping Third Age
Health’s practice philosophy.
Bevan Walsh | Chair
OUR TEAM
John is CFO of MacroActive and Executive Director of Anjuli Mack Fit. He has
experience in strategy, finance and continuous improvement within financial
services, telco, media and technology businesses in New Zealand and a
Master of Business Administration from The University of Auckland.
John Fernandes | Independent Director
Norah is the current CEO of Heritage Life Care (NZ). A highly skilled and
experienced business executive, Norah's knowledge of the Aged Care sector
is extensive. Norah sits on the Board of some New Zealand's most
respected companies.
Norah Barlow, ONZM | Independent Director
Wayne Williams | Independent Director (appointed 10 Jun 2021)
Wayne is formerly a Partner of KPMG and has close to 30 years’ experience
within the health sector. He has worked in line management and consulting
roles within primary care, DHBs and the Ministry of Health, and he is
currently CEO of Alliance Health Plus Trust .
Diane Budres | Non- independent Director (Appointed 14 Sept 21)
Based in North America, Diane holds qualifications in education, public
health and human ecology. She is the founder and a director of The Budres
Foundation, a scholarship program based on learning by doing. Diane has
previously held directorships with First National Bank, Apple Bank, Nelson
Properties and DBS.
Clinical team
63%
Female
37%
Male
38
55
Total team
19
20
Consolidated Financial Statements
Third Age Health Services Limited
and subsidiaries
For the year ended 31 March 2022
Third Age Health Services Limited
Directors’ responsibility statement
21
The Directors of Third Age Health Services Limited (the “Company”) are pleased to present to shareholders the
Consolidated Financial Statements for Third Age Health Services Limited and its subsidiaries (“the Group”) for
the year ended 31 March 2022.
The Directors are responsible for presenting financial statements in accordance with New Zealand law and
generally accepted accounting practice, which present fairly in all material respects the financial position of
the Group as at 31 March 2022 and the results of its operations and cash flows for the year ended on that
date.
The Consolidated Financial Statements of the Group have been prepared using accounting policies which have
been consistently applied and supported by reasonable judgements and estimates and that all relevant
financial reporting standards have been followed.
The Directors believe that proper accounting records have been kept which enable with reasonable accuracy
the determination of the financial position of the Group and facilitate compliance of the Financial Statements
with the Companies Act 1993, NZX Listing Rules and Financial Markets Conduct Act 2013.
The Directors ensure that they have taken adequate steps to safeguard the assets of the Group and to prevent
and detect fraud and other irregularities. Internal control procedures are also considered to be sufficient to
provide a reasonable assurance as to the integrity and reliability of the Financial Statements.
The Consolidated Financial Statements presented are signed on behalf of the Board on 16 June 2022 by:
Bevan Walsh
Founder and Chair
John Fernandes
Audit Committee Chair
Third Age Health Services Limited
Consolidated statement of comprehensive income
For the year ended 31 March 2022
22
2022 2021
Notes $000 $000
Revenue 5 5,900 5,490
Cost of Sales
(2,205) (2,169)
Gross Profit
3,695 3,321
Other Income 6 31 52
Employees and contractors 8 (1,251) (1,086)
Professional and consulting fees 9 (486) (349)
Other expenses
(263) (228)
Depreciation & amortisation
(142) (114)
Finance Costs
(23) (43)
Profit before Income Tax
1,561 1,553
Income Tax Expense 11 (388) (512)
Profit after income tax
1,173 1,041
Other Comprehensive Income for the year, net of tax
- -
Total Comprehensive income for the year
1,173 1,041
Earnings per share (note 13)
Basic earnings per share (cents per share)
11.9 11.1
Diluted earnings per share (cents per share)
11.8 11.0
These Consolidated Financial Statements are to be read in conjunction with the accompanying notes.
Third Age Health Services Limited
Consolidated statement of changes in equity
For the year ended 31 March 2022
23
Share Capital
Share Based
Payments
Reserve
Retained
earnings Total
Notes $000 $000 $000 $000
Balance at 1 April 2020
(1,300) 607 1,555 862
Profit for the year
- - 1,041 1,041
Total comprehensive income for the year
- - 1,041 1,041
Shares issued
1,531 - - 1,531
Dividend 12 - - (1,400) (1,400)
Transaction costs arising on issue of shares
(58) - - (58)
Balance at 31 March 2021
173 607 1,196 1,976
Profit for the year
- - 1,173 1,173
Total comprehensive income for the year
- - 1,173 1,173
Shares issued
342 - - 342
Dividend 12 - - (831) (831)
Tax credit on share based payments
- 21 - 21
Deferred tax credit on share based payments 11.2
9
9
Share based payments 24.3 - 6 - 6
Balance at 31 March 2022
515 643 1,538 2,696
These Consolidated Financial Statements are to be read in conjunction with the accompanying notes.
Third Age Health Services Limited
Consolidated statement of financial position
For the year ended 31 March 2022
24
2022 2021
Notes $000 $000
Current assets
Cash and cash equivalents
14 1,124 1,829
Trade and other receivables
15 386 325
Loan receivable
16 313 59
Total current assets
1,823 2,213
Non-current assets
Property, plant and equipment
22 11
Right-of-use-assets
17 1,093 227
Intangible assets
18 1,902 782
Trade and other receivables
15 20 20
Loan receivable
16 - 297
Total non-current assets
3,037 1,337
Total assets
4,860 3,550
Current liabilities
Trade and other payables
20 668 592
Current tax liabilities
55 319
Employee share purchase plan deposits
24.1 75 345
Lease liabilities
17 111 53
Total current liabilities
909 1,309
Non-current liabilities
Trade and other payables 20 29 -
Lease liabilities 17 977 180
Deferred tax liability 11.2 249 85
Total non-current liabilities
1,255 265
Total liabilities
2,164 1,574
Net assets
2,696 1,976
Equity
Share capital
23 515 173
Share based payments reserve
643 607
Retained earnings
1,538 1,196
Total equity
2,696 1,976
These Consolidated Financial Statements are to be read in conjunction with the accompanying notes.
Third Age Health Services Limited
Consolidated statement of cash flows
For the year ended 31 March 2022
25
2022 2021
Notes $000 $000
Cash flows from operating activities
Receipts from other operating activities
5,885 5,473
Payments to suppliers and employees
(4,147) (3,512)
Interest received
16 30
Interest paid
(23) (43)
Income taxes paid
(691) (398)
Net cash flows from operating activities 10 1,040 1,550
Cash flows from investing activities
Payments to purchase property, plant and equipment
(3) -
Acquisition of general practices 19.2 (971) -
Cash acquired through acquisition of general practices
4 -
Net cash flows used in investing activities
(970) -
Cash flows from financing activities
Deposits received under share purchase plan 24.1 72 308
Share purchase plan deposits applied to acquire shares 24.1 (342) -
Proceeds from issuing shares 23 342 1,266
Payments for costs of issuing shares
- (57)
Principal elements of loan repayments 16 47 -
Repayments of borrowings
- (673)
Payment of principal portion of lease liabilities 17 (63) (51)
Dividend paid 12 (831) (1,400)
Net cash flows from financing activities
(775)
(607)
Net increase in cash and cash equivalents
(705) 943
Cash and cash equivalents at the beginning of the period
1,829 886
Cash and cash equivalents at the end of the period 14
1,124 1,829
These Consolidated Financial Statements are to be read in conjunction with the accompanying notes.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
26
1. Reporting entity
These Consolidated Financial Statements are for Third Age Health Services Limited and its subsidiaries (the
"Group"). The Parent is incorporated and domiciled in New Zealand and registered under the Companies Act
1993. The parent's shares are publicly traded on the New Zealand Stock Exchange (NZX) and are listed on the
main board of the NZX. The principal trading activity of the Group is the provision of medical services to the
aged care sector. Those companies included in the Group are disclosed in note 25.1.
The Consolidated Financial Statements of the Group are for the year ended 31 March 2022. The Financial
Statements were authorised for issue by the Directors as dated in the Directors' Responsibility Statement.
2. Statement of accounting policies
2.1. Basis of preparation
The Financial Statements have been prepared in accordance with New Zealand Generally Accepted Accounting
Practice ("NZ GAAP"). They comply with the New Zealand equivalents to International Financial Reporting
Standards ("NZ IFRS") and other applicable Financial Reporting Standards, as appropriate. These Financial
Statements comply with International Financial Reporting Standards ("IFRS") as published by the International
Accounting Standards Board. For the purposes of complying with NZ GAAP, the Group is a for-profit entity.
These Financial Statements have been prepared in accordance with the Financial Markets Conduct Act 2013.
2.2. Basis of measurement
The Financial Statements have been prepared on the historical cost basis except financial instruments that are
measured fair values at the end of each reporting period, as explained in the accounting policies below.
Historical cost is based on the fair value of the consideration given in exchange for goods and services.
2.3. Basis of consolidation
The Consolidated Financial Statements incorporate the Financial Statements of the Company and entities
(including structured entities) controlled by the Company and its subsidiaries. Control is achieved when the
Company:
• has power over the investee
• is exposed, or has rights, to variable returns from its involvement with the investee; and
• has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there
are changes to one or more of the three elements of control listed above.
When necessary, adjustments are made to the Financial Statements of subsidiaries to bring their accounting
policies into line with the Group's accounting policies.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
27
All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between
members of the Group are eliminated in full on consolidation.
2.4. Functional and presentational currency
The individual Financial Statements of each Group entity are maintained in the currency of the primary
economic environment in which the entity operates (its functional currency). For the purpose of the
consolidated Financial Statements, the results and position of each Group entity are expressed in New Zealand
Dollars (NZD), rounded to thousands, which is the functional currency of the Company and the presentation
currency for the consolidated Financial Statements.
In preparing the Financial Statements of each individual group entity, transactions in currencies other than the
entity's functional currency (foreign currencies) are recognised at the rates of exchange prevailing at the dates
of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies
are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are
denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was
determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not
retranslated.
Exchange differences on monetary items are recognised in profit or loss in the period in which they arise.
The Group has no foreign operations and the functional currency of all the Group subsidiaries is NZD.
2.5. Goods and services tax (GST)
Revenue, expenses, assets and liabilities are recognised net of the amount of goods and services tax (GST)
except:
• Where the amount of GST incurred is not recovered from the taxation authority, it is recognised as part of
the cost of acquisition of an asset or as part of an item of expense; or
• For receivables and payables which are recognised inclusive of GST (the net amount of GST recoverable
from or payable to the taxation authority is included as part of receivables or payables).
2.6. Financial instruments
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual
provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly
attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets
and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the
financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly
attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are
recognised immediately in profit or loss.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
28
Financial instruments are classified into the following specified categories: ‘fair value through profit or loss'
(FVTPL), ‘fair value through other comprehensive income' (FVOCI) and 'at amortised cost'. The classification
depends on the nature and purpose of the financial instrument and is determined at the time of initial
recognition.
The Group’s financial assets consist of cash, short term deposits, trade receivables and related party
receivables.
Financial assets - Cash and short-term deposits
Cash and short-term deposits comprise cash at bank and on hand and short-term deposits with a maturity of
three months or less.
Financial assets - Trade and other receivables
Trade receivables are non-derivative financial assets and measured at amortised cost less impairment.
Impairment of trade receivables is recorded through a loss allowance account (bad debt provision). The
amount of the loss allowance is based on the simplified Expected Credit Loss (ECL) approach which involves
the Group estimating the lifetime ECL at each balance date. The lifetime ECL is calculated using a provision
matrix based on historical credit loss experience and adjusted for forward looking factors specific to the
debtors and the economic environment.
Financial assets - Related party receivables
Related party receivables are measured at amortised cost. The Group does not expect any credit loss on
related party receivables.
Financial assets - Derecognition of financial assets
The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire,
or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to
another party. If the Group neither transfers nor retains substantially all the risks and rewards of ownership
and continues to control the transferred asset, the Group recognises its retained interest in the asset and an
associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards
of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also
recognises a collateralised borrowing for the proceeds received.
Financial assets - Impairment of financial assets
Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each
reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a
result of one or more events that occurred after the initial recognition of the financial asset, the estimated
future cash flows of the investment have been affected.
The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets
with the exception of trade receivables, where the carrying amount is reduced through the use of an
allowance account.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
29
Financial liabilities and equity instruments
Financial liabilities and equity instruments - Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of an entity after
deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received,
net of direct issue costs.
Financial liabilities and equity instruments - Financial liabilities
Financial liabilities at amortised cost (including borrowings, related party payables and trade and other
payables) are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method.
The effective interest method is a method of calculating the amortised cost of a financial liability and of
allocating interest expense over the relevant period. The effective interest rate is the rate that exactly
discounts estimated future cash payments (including all fees and points paid or received that form an integral
part of the effective interest rate, transaction costs and other premiums or discounts) through the expected
life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial
recognition.
Financial liabilities and equity instruments - Derecognition of financial liabilities
The Group derecognises financial liabilities when, and only when, the Group's obligations are discharged,
cancelled or they expire. The difference between the carrying amount of the financial liability derecognised
and the consideration paid and payable is recognised in profit or loss.
2.7. Business combinations
Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a
business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair
values of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the
acquiree and the equity interests issued by the Group in exchange for control of the acquiree. Acquisition-
related costs are recognised in profit or loss as incurred.
At the acquisition date, the identifiable assets acquired, and the liabilities assumed are recognised at their fair
value, except deferred tax assets or liabilities, and assets or liabilities related to employee benefit
arrangements which are recognised and measured in accordance with NZ IAS 12 Income taxes and NZ IAS 19
Employee benefits respectively.
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-
controlling interests in the acquiree, and the fair value of the acquirer's previously held equity interest in the
acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the
liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets
acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-
controlling interests in the acquiree and the fair value of the acquirer's previously held interest in the acquiree
(if any), the excess is recognised immediately in profit or loss as a bargain purchase gain.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
30
2.8. Comparatives
Where appropriate, comparative information has been reclassified to conform to the current period’s
presentation.
2.9. Changes in accounting policies
All significant accounting policies have been applied on a basis consistent with those used in the audited
Consolidated Financial Statements of the Group for the year ended 31 March 2021.
2.10. Standards issued but not yet effective
There are no new or amended accounting standards mandatory for the year ended 31 March 2022 that were
considered to have a material impact to the Group. The International Accounting Standards Board has issued a
number of standards, amendments and interpretations which are not yet effective, of which an impact on the
Group’s Consolidated Financial Statements is not yet determined.
3. Impact of Covid -19
COVID-19 (also known as Coronavirus) was declared a pandemic by the World Health Organisation on 11
March 2020. The Company continues to monitor the impact of COVID 19 both locally and globally as well as
the recommendations from the New Zealand Government.
As an essential service all business units of the Group continued to operate through the periods of COVID-19
lockdown. Continuity of activities has been maintained through adoption of recommended safety measures
and utilising core infrastructure such as virtual meetings and collaboration tools already in place prior to the
pandemic.
While uncertainty exists as to the impact COVID-19 will have on the economy and the demand for the Group’s
services in the future based on the services provided and its current financial position the Board have assessed
there is unlikely to be any material impacts on the Group resulting from the COVID-19 pandemic.
The Group has not made any claims under the New Zealand government COVID-19 financial support
programmes during the period ended 31 March 2022 (2021: Nil).
4. Use of accounting estimates and judgements
The preparation of these Financial Statements requires management to make estimates and assumptions.
These affect the amounts of reported revenue and expense and the measurement of assets and liabilities.
Actual results could differ from these estimates. The principal areas of judgement and estimation in these
Financial Statements are:
• Loan receivable from Third Age Digital Health (note 16)
• Determination of lease term (note 17)
• Acquisition accounting (note 19.2)
• Accounting for employee share purchase plans (note 24)
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
31
5. Revenue recognition
5.1. Revenue from contracts with customers
Revenue has been categorised as consultation revenue, capitation revenue and other revenue.
Consultation revenue
The Group earns revenue from the provision of medical consultation services. Each consultation performed is
a separate performance obligation satisfied at a point in time. The price for each consultation is a fixed amount
based on an agreed rate card with the customer. Revenue is recognised once the consultation service has been
provided. Revenue from contracts with customers is measured at the fair value of the consideration received
or receivable and may be reduced for rebates and other similar allowances.
Capitation revenue
The Group provides various medical services on a ‘stand ready’ basis on behalf of Primary Health Organisations
(PHOs). This capitation revenue is recognised monthly based on the number of enrolled patients and the
agreed rate for the particular patient. The agreed rate will be affected by the characteristics of the patient, for
example, their age or gender. Revenue is recognised on an over time basis measured on a time lapsed basis.
Other revenue
Other revenue is made up of claims revenues for vaccinations, ACC and general medical services (GMS),
recognised on a point in time basis, once the services have been given to the patient.
Revenue from contracts with customers
2022 2021
$000 $000
Capitation revenue
Aged medical care services 1,519 1,524
General practice medical services 905 564
Consultation revenue
Aged medical care services 3,105 3,120
General practice medical services 274 172
Other revenue
Aged medical care services 88 110
General practice medical services 9 -
Total revenue from contracts with customers
5,900 5,490
Geographical information
Over the two years covered by the Consolidated Financial Statements, the Group operated in New Zealand
only.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
32
Information about major customers
Included in total revenue are revenues that arose from services provided to the Group’s largest customers.
The Group derived revenue from the following significant customers:
2022 2021
$000 $000
Customer 1
1,287 1,045
Customer 2
670 763
No other single customers contributed 10% or more to the Group’s revenue for both 2022 and 2021.
6. Other income
2022 2021
$000 $000
Interest Income 20 30
Other Income 11 22
Total Other Income 31 52
6.1. Interest income
Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to
the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by
reference to the principal outstanding and at the effective interest rate applicable, which is the rate that
exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's
net carrying amount on initial recognition.
7. Segment information
7.1. Products and services from which reportable segments derive their revenue
The Group's reportable segments are as follows:
• Aged medical residential care services, being the provision of medical care services to the aged care
sector.
• General practice medical services
7.2. Segment revenues and results
The following is an analysis of the Group’s revenue and results from continuing operations by reportable
segment:
Segment revenue
2022 2021
$000 $000
Aged medical care services
4,712 4,754
General practice medical services
1,188 736
Total for operations
5,900 5,490
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
33
Segment profit before tax
2022 2021
$000 $000
Aged medical care services
1,340 1,369
General practice medical services
221 184
Total for operations
1,561 1,553
Segment profit includes the following items:
For the year ended 31 March 2022
Aged care General practice
Segment profit includes the following items:
medical services medical services
$000 $000
EBITDA
1,321 385
Depreciation & amortisation
1 141
Finance costs
- 23
Interest income
20 -
Income tax expense
326 62
For the year ended 31 March 2021
Aged care General practice
Segment profit includes the following items:
medical services medical services
$000 $000
EBITDA
1,374 306
Depreciation & amortisation
2 112
Finance costs
33 10
Interest income
30 -
Income tax expense
460 52
EBITDA represents profit before tax excluding amounts for (1) interest income; (2) finance expenses; and (3)
depreciation and amortisation expenses.
7.3. Segment assets and liabilities
Segment assets
2022 2021
$000 $000
Aged medical care services New Zealand 1,513 2,857
General practice medical services 4,014 753
Total segment assets
5,527 3,610
Intercompany elimination (667) (60)
Total segment assets 4,860 3,550
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
34
Segment liabilities
2022 2021
$000 $000
Aged medical care services New Zealand
922 1,057
General practice medical services
1,909 577
Total segment liabilities
2,831 1,634
Intercompany elimination (667) (60)
Total segment liabilities 2,164 1,574
8. Costs of employees, contractors, and directors includes:
2022 2021
Note
$000 $000
Salaries and wages
916 545
Short term incentives
20 0
Defined contribution (KiwiSaver)
20 11
Share based payments expense
24.3
13 0
Employee benefit expense
969 556
Fees to full time contractors
305 307
Former CEO Incentives
(23) 223
1,251 1,086
Retentions bonuses for the former CEO accrued in the year ended 31 March 2021 were reversed following his
resignation at 30 September 2021.
9. Professional and consulting fees
2022 2021
$000 $000
Fees paid to auditor
56 47
Accounting and taxation services
121 63
Legal expenses
82 10
Directors’ fees
126 60
Listing and share registry costs
39 167
Company secretarial
7 -
CEO Recruitment
44 -
Other consultancy costs
11 2
486 349
Fees paid to auditor of $56,650 (2021: $46,760) relates to fees for the annual audit of the Consolidated
Financial Statements and does not include any amounts for other assurance or non-assurance services.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
35
Accounting and taxation services includes accounting fees of $99,383 (2021: $89,504), of which $75,402 were
incurred during the first 5 months of the year. Accounting fees have reduced following the appointment of the
Acting CFO in June 2021.
Legal expenses include $30,342 in respect of acquisition activity during the year ended 31 March 2022 (2021:
Nil).
10. Reconciliation of profit for the year to net cash from operating activities
2022 2021
$000 $000
Profit before income tax 1,561 1,553
Adjustments to reconcile profit before tax to net cash
flows:
Depreciation and other amortisation 142 114
Share based payments expense 13 -
Expenses settled through issuance of shares - 141
Interest charged on loan (4) -
Working capital adjustments:
Trade and other receivables (61) (39)
Trade and other payables 83 180
Impact of working capital acquired (3) -
1,731 1,949
Income tax paid (691) (399)
Net cash from operating activities 1,040 1,550
11. Taxation
11.1. Income tax recognised in profit or loss relating to continuing operations
Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised
in other comprehensive income or directly in equity, in which case, the current and deferred tax are also
recognised in other comprehensive income or directly in equity respectively. Where current tax or deferred tax
arises from the initial accounting for a business combination, the tax effect is included in the accounting for
the business combination.
Tax expense comprises:
2022 2021
$000 $000
Current income tax
438 537
Deferred income tax
(50) (26)
Prior period adjustment
- 1
Total income tax expense recognised in the current year 388 512
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
36
Income tax expense for the year can be reconciled to the accounting profit as follows:
2022 2021
$000 $000
Profit before tax from continuing operations
1,561 1,553
Income tax expense/(benefit) calculated at 28%
437
435
Effect of non-deductible expenses
18
76
Tax credit on share based payments
(67)
-
Prior period adjustments
-
1
Income tax expense recognised in profit or loss relating to
continuing operations
388 512
11.2. Deferred tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in
the Financial Statements and the corresponding tax bases used in the computation of taxable profit. Deferred
tax assets are generally recognised for all deductible temporary differences to the extent that it is probable
that taxable profits will be available against which those deductible temporary differences can be utilised. Such
deferred tax assets are not recognised if the temporary difference arises from the initial recognition (other
than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit
nor the accounting profit. In addition, deferred tax liabilities are not recognised if the temporary difference
arises from the initial recognition of goodwill.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in
subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the
reversal of the temporary difference and it is probable that the temporary difference will not reverse in the
foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such
investments and interests are only recognised to the extent that it is probable there will be sufficient taxable
profits against which to utilise the benefits of the temporary differences and they are expected to reverse in
the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the
extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the
asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in
which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or
substantively enacted by the end of the reporting period.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
37
The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from
the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying
amount of its assets and liabilities.
Deferred tax liability
Deferred tax liability is made up of the following deferred tax assets and liabilities.
2022 2021
$000 $000
Deferred tax asset
279 83
Deferred tax liability
(528) (168)
(249) (85)
Deferred tax assets relate to:
Provisions and accruals
32 18
Lease liabilities
223 65
Share based payments
24 -
279 83
Deferred tax liabilities relate to:
Right-of-use-assets
(218) (63)
Intangible assets
(310) (105)
(528) (168)
The movement on deferred tax is summarised as follows.
Provisions
and
accruals
Right-of-
use-assets
Leases Share
based
payments
Intangible
assets
Totals
Notes $000 $000 $000 $000 $000 $000
Opening net deferred tax
asset/(liability)
18 (63) 65 - (105) (85)
Additions through
acquisitions 19.2
- - - - (223) (223)
Recognised in the profit
and loss 11.1
(14) 154 (157) (15) (18) (50)
Recognised in the share
based payments reserve
- - - (9) - (9)
Closing net deferred tax
asset/(liability)
32 (217) 222 24 (310) (249)
11.3. Imputation credits
The Group had New Zealand imputation credits of $710,493 (2021: $340,423) available for use in subsequent
periods.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
38
12. Dividends
Cents per share $000
Dividends paid during the year ended 31 March 2022:
Interim dividend 4.52 450
Final dividend for the year ended 31 March 2021 3.91 381
831
Cents per share $000
Dividends paid during the year ended 31 March 2021:
Interim dividend 4.12 400
Special dividend 10.26 1,000
1,400
13. Earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the shareholders of the Group by
the weighted average number of ordinary shares outstanding during the financial year, excluding treasury
shares.
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take
into account the after-income tax effect of interest and other financing costs associated with dilutive potential
ordinary shares, and the weighted average number of ordinary shares that would have been outstanding
assuming the conversion of all dilutive potential ordinary shares.
Reconciliation of earnings used in calculating earnings per share
2022 2021
$000 $000
Net profit attributable to the ordinary shareholders of the
Group
1,173 1,041
Earnings used in the calculation of basic earnings per share
from continuing operations
1,173 1,041
Weighted average number of shares used as the denominator
2022 2021
Shares Shares
000's 000's
Weighted average number of ordinary shares used as the
denominator in calculating basic earnings per share
9,832 9,388
Adjustments for calculation of diluted earnings per share:
Employee share options 74 39
Weighted average number of ordinary shares and potential
ordinary shares used as the denominator in calculating
diluted earnings per share
9,906 9,427
Excludes shares held by the Third Age Employee Purchase Plan Share Trust (note 23).
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
39
14. Cash and cash equivalents
2022 2021
$000 $000
Cash on hand and at bank 1,124 1,829
1,124 1,829
15. Trade and other receivables
Current
2022 2021
$000 $000
Trade receivables 343 315
Prepayments and other receivables 43 10
386 325
As at 31 March 2022 94% of the Group's trade receivables are current (2021: 99%).
Non-current
2022 2021
$000 $000
Deposit with NZX
20 20
20 20
16. Loan receivable
2022 2021
$000 $000
Current
Third Age Digital Health Limited Loan Note 313 59
Non-current:
Third Age Digital Health Limited Loan Note
-
297
313 356
Interest has been charged at rates between 5.73% - 6.54% for the year ended 31 March 2022 (2021:6.35%)
and the Group has recognised interest income of $19,332 (2021: $21,010).
In May 2021 monthly principal repayments commenced in line with the loan agreement with a total $62,414
paid during the year. Repayments were ceased by Third Age Digital Health Limited (TADH) in March 2022 in a
breach of the loan agreement.
The loan was set up to be repaid through monthly instalments by 31 March 2026 with early repayment
permitted. Following failure of TADH to maintain the monthly payments the Company is now seeking full
settlement, so the loan is considered to be current.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
40
While the loan to TADH is unsecured the Board of TADH provided the Company with a warranty that it had
received legally binding assurances of financial support from its major shareholders such that in the borrower’s
opinion (acting reasonably and in good faith) TADH would make all repayments.
Michael Haskell is the Director of TADH, and its major shareholders are Michael Haskell & Associates Limited
and Bevan Walsh, both major shareholders of the Company. As such the loan is considered a related party loan
(note 25.2).
The Independent Directors of the Company are seeking to enforce the warranties provided by TADH including
the potential appointment of a liquidator to TADH, and therefore remain of the view that the loan will be
recovered in full.
17. Right of use assets and lease liabilities
Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset
is available for use by the Group. Each lease payment is allocated between the liability and finance cost. The
finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of
interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the
shorter of the asset's useful life and the lease term on a straight-line basis.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include
the net present value of the following lease payments:
• fixed payments (including in-substance fixed payments), less any lease incentives receivable;
• variable lease payment that are based on an index or a rate;
• amounts expected to be payable by the lessee under residual value guarantees;
• the exercise price of a purchase option if the lessee is reasonably certain to exercise that option, and
• payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The lease payments are discounted using the interest rate implicit in the lease, if that rate can be determined,
or the Group's incremental borrowing rate.
Right-of-use assets are measured at cost comprising the following:
• the amount of the initial measurement of lease liability.
• any lease payments made at or before the commencement date, less any lease incentives received.
• any initial direct costs, and
• restoration costs.
17.1. Extension and termination options
Extension options are included in the Group's lease agreement. Extension options held are exercisable by both
the Group and by the respective lessor.
17.2. Determination of the lease term
In determining the lease term, management considers all facts and circumstances that create an economic
incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
41
after termination options) are only included in the lease term if the lease is reasonably certain to be extended
(or not terminated).
The assessment is reviewed if a significant event or a significant change in circumstances occurs which affects
this assessment and that is within the control of the lessee.
17.3. Key judgements
Hawkes Bay Wellness Centre Limited, a subsidiary of the Company, lease the premises at 536 Kennedy Road,
Napier, New Zealand. The lease is for a term of 5 years with one right of renewal of 5 years and a final expiry
date of 31 March 2030. Initially, the 5-year right of renewal was excluded from the lease term on the basis it
was not reasonably certain to be exercised. As at reporting date the Group are now reasonably certain to
exercise the right of renewal given substantial renovations have been carried out on the premises in the last 6
months. As a result, the Group have reassessed the lease liability as at the reporting date. The reassessment
has resulted in a modification to the lease and an increase to the right-of-use asset and lease liability of
$334,087.
As a result of the acquisition of Belmont Medical Centre Limited practice on 11 October 2021 (note 19), the
Group entered into a lease of the premises at 3 Williamson Avenue, Belmont, Auckland, 0622. The lease had
an initial term of five years with a single right of renewal of a further 5 years. Given the practice has long been
established at that location it is regarded as reasonably certain that the lease will be renewed.
With the acquisition of the business of Ponsonby Medical Centre (note 19.2) on 31 March 2022 the Group
entered into a 6-year lease of the premises at 1 Vermont Street, Ponsonby, Auckland 1011. There are no rights
of renewal.
Amounts recognised in the balance sheet
Right-of-use assets
2022 2021
$000 $000
Opening balance
227
-
Additions
606 284
Lease reassessment
334 -
Depreciation
(74) (57)
Closing balance
1,093 227
Lease liabilities
2022 2021
$000 $000
Opening balance
233
-
Additions
583 284
Lease reassessment
334 -
Interest
23 10
Repayments
(85) (61)
Closing balance
1,088 233
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
42
Current
111 53
Non-current
977 180
1,088 233
Amounts recognised in the statement of profit or loss
2022 2021
$000
$000
Depreciation of right-of-use assets property
74 57
Interest expense (included in finance cost)
23 10
The total cash outflow for leases in the 12-month period ended March 2022 was $94,342 (2021: $77,646).
18. Intangible assets
2022 2021
Notes
$000
$000
Goodwill
18.1
796 408
Intangibles
18.3
1,106 374
1,902 782
18.1. Goodwill
Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the
business less accumulated impairment losses, if any.
2022 2021
Goodwill
Note
$000 $000
Opening balance
408 408
Additions
19.2
388 0
Closing balance
796 408
Goodwill impairment
Opening balance
- -
Accumulated Impairment losses
- -
Closing balance
- -
Net carry amount of goodwill
796 408
On disposal of the relevant cash-generating unit, the attributable amount of goodwill is included in the
determination of the profit or loss on disposal.
18.2. Impairment of goodwill
For the purposes of impairment testing, goodwill is allocated to each of the Group's cash-generating units (or
groups of cash-generating units) that is expected to benefit from the synergies of the combination.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
43
A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more
frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-
generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying
amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the
carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised directly in profit or
loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.
Goodwill has been allocated for impairment testing purposes to Hawkes Bay Wellness Centre (HBWC) Limited
and the General Practice businesses acquired during the current financial year, Belmont Medical Centre
Limited (BMC) and Ponsonby Medical (Third Age Health) Limited (PMC). Each are considered a Cash
Generating Unit (CGU).
The allocation of goodwill for each CGU is as follows.
2022 2021
$000 $000
Hawkes Bay Wellness Centre Limited
408 408
Belmont Medical Centre Limited
13 -
Ponsonby Medical (Third Age Health) Limited
375 -
796 408
For the 2022 reporting period, the recoverable amount of the cash-generating units was determined based on
value-in-use calculations which require the use of assumptions. The calculation uses cash flow projections
based on a financial forecast covering a five-year period.
A forecast was generated to model the expected growth of the three CGUs. The following table sets out key
assumptions within the forecast:
Cash generating unit HBWC BMC PMC
Discount Rate
15% 15% 15%
Terminal growth rate 2% 2% 2%
EBITDA Growth 15% 10% 10%
In 2021 an assessment was undertaken for HBWC only using the same key assumptions.
The value-in-use is estimated to exceed the carrying amount of HBWC by $4.1 million of BMC by $0.3 million
and PMC by $0.9 million. As such, there has been no impairment of the asset during the year.
The Directors do not believe that a reasonably possible change in a key assumption (described above) would
cause the carrying value of the CGUs to exceed their recoverable amount.
18.3. Other intangible assets
Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated
amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
44
estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each
reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.
As a result of the acquisition of general practices, separately identified Intangible assets have been recognised
from the patient enrolled database of the general practices and an ongoing funding agreement with the
Primary Health Organisations (PHOs).
Patient database PHO agreement Total
Note
$000 $000 $000
Cost:
Balance at 31 March 2021
208 326 534
Additions
19.2
336 460 796
Balance at 31 March 2022
544 786 1,330
Patient database PHO agreement Total
$000 $000 $000
Accumulated depreciation:
Balance at 31 March 2021
(62) (98) (160)
Amortisation expense
(24) (39) (63)
Balance at 31 March 2022
(86) (137) (223)
Carrying amount at 31 March 2022
458 649 1,107
Carrying amount at 31 March 2021
146 228 374
The patient database and PHO agreement are amortised on a straight-line basis over ten years.
19. Business Combinations
19.1. Group composition
The parent entity is Third Age Health Services Limited, a company incorporated in New Zealand.
The Group had the following subsidiaries as at 31 March 2022:
Ownership Ownership
Subsidiary name Country of incorporation
2022 2021
Hawkes Bay Wellness Centre Limited (HBWC) New Zealand
100% 100%
Belmont Medical Centre Limited New Zealand
100% -
Ponsonby Medical (Third Age Health) Limited New Zealand
100% -
Third Age Employee Share Purchase Plan Trust New Zealand
100% 100%
19.2. Acquisitions
During the financial year ended 31 March 2022 the Company completed two acquisitions of general practices,
to support the Group’s future growth strategy, which revolves around providing a consistent primary health
service as people move from community living into the aged care setting. The acquisition of local general
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
45
practices plays an essential part in this, to expand Third Age Health’s offer to people in the local community
and those living independently in retirement villages.
Belmont Medical Centre
The Group acquired Belmont Medical Centre (BMC) on 11 October 2021 for an acquisition price of $0.17
million by acquiring the share capital of the practice. The results of the practice since acquisition are included
in these Consolidated Financial Statements for the year ended 31 March 2022, contributing $276,808 to Group
revenues and $6,889 to Group EBITDA.
If the acquisition of BMC had occurred at the beginning of the reporting period, it is estimated that revenues
of $0.6 million would have been included in the Consolidated Statement of Comprehensive Income. NZ IFRS
accounting matters identified post-acquisition make it impractical to ascertain the profit/loss that would have
resulted if the acquisition had occurred at the beginning of the reporting period.
Ponsonby Medical (Third Age Health) Limited
The Group acquired the assets and business of Ponsonby Medical Centre (PMC) on 31 March 2022, through a
new wholly owned Group entity. As the acquisition was completed on 31 March 2022 there is no material
impact on the results for the current year. Given the short timeframe since acquisition date and the
complexity involved, the accounting for the business combination under NZ IFRS 3 Business Combinations has
not been finalised as at the date of this report.
The Company will report the impact of the acquisition on the Group in the Annual Consolidated Financial
Statements for the year ending 31 March 2023.
If the acquisition of PMC had occurred at the beginning of the reporting period, it is estimated that revenues of
$1.0 million would have been included in the Consolidated Statement of Comprehensive Income. NZ IFRS
accounting matters identified post-acquisition make it impractical to ascertain the profit/loss that would have
resulted if the acquisition had occurred at the beginning of the reporting period.
Details of the fair value of identifiable assets and liabilities acquired purchase consideration and goodwill are
as follows:
Belmont
Medical Centre
Ponsonby
Medical Centre
Total
$000 $000 $000
Consideration transferred
Cash 171 800 971
Total consideration
transferred 171 800 971
$000 $000 $000
Current assets
Cash and receivables 40 - 40
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
46
Belmont
Medical Centre
Ponsonby
Medical Centre
Total
$000 $000 $000
Non-current assets
Property, plant and equipment 7 5 12
Intangible Assets 212 584 796
Total assets acquired 259 589 848
Non-current liability
Accruals and employee
benefits
(42) -
(42)
Non-current liability
Deferred tax liability
(59)
(164)
(223)
Total net assets acquired 158 425 583
Goodwill 13 375 388
An assessment of goodwill is tested for impairment annually, or more frequently when there is an indication
that the unit may be impaired, (note 18.2). Legal expenses reported in note 9 include $30,342 in respect of
acquisition activity during the year ended 31 March 2022 (2021: Nil).
20. Trade and other payables
Current
2022 2021
$000 $000
Trade payables
340 333
GST payable
109 103
Withholding tax payable
10 -
Accruals and other payables
209 156
668 592
Non-current
2022 2021
Note
$000 $000
Liability for cash settled options
24.2 7 -
Accruals and other payables
22 -
29 -
Current trade payables are typically paid within 30 days of the invoice date or on the 20th of the month
following the invoice date.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
47
21. Financial instruments
2022 2021
Financial assets Notes
$000
$000
Financial assets at amortised cost
Cash and cash equivalents 14 1,124 1,829
Trade receivables 15 343 314
Loan receivable 16 313 356
Financial liabilities
Financial liabilities at amortised cost
Trade payables and accruals 20 549 489
Employee share purchase loans 24.1 75 345
21.1. Fair value measurements
As at 31 March 2022 and 2021, the Group has no financial assets nor liabilities measured at fair value.
22. Financial risks
This note presents information about the Group's exposure to each financial risk and how those risks are
managed.
22.1. Market risk
The Group has no material exposure to foreign currency risk nor interest rate risk as the Group has no
borrowings at this time.
22.2. Credit risk
Credit risk is the risk of the failure of a debtor or counterparty to honour its contractual obligation resulting in
financial loss to the Group.
Financial assets, which potentially subject the Group to credit risk, consist principally of cash and cash
equivalents, trade and other receivables, and loan receivables. The maximum credit risk at 31 March 2022 is
the carrying value of these assets on the balance sheet. The directors consider the Group's exposure to credit
risk from cash and cash equivalents and trade and other receivables to be minimal given that
• The Group's cash and cash equivalents are held with Westpac, BNZ, ASB and Kiwibank. Westpac, BNZ and
ASB are all rated AA- based on rating agency Standard & Poors. Standard & Poors no longer rate Kiwibank,
but rating from Moody’s Investor Services and Fitch Ratings are A1 and AA respectively
• Following a review of banking services, the Group will be transitioning its major banking arrangements to
the ANZ during the year ending 31 March 2023. Standard & Poors rating for ANZ is AA-.
• The Group's customers are typically low credit risk and, historically, there has been minimal bad debt
expense recorded.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
48
There is a higher credit risk associated with the Loan Receivable due from Third Age Digital Health Limited
(note 16).
22.3. Liquidity risk
The Group manages liquidity to ensure that it has sufficient liquidity to meet its liabilities when due.
Ultimate responsibility for liquidity risk management rests with the board of directors. The Group manages
liquidity risk through continuous cash management and monitoring of forecast and actual cash flows.
22.4. Maturity profile
The following table details the Group’s exposure to liquidity risk.
Contractual maturity dates
On demand
Less than one
year
Greater than
one year Total
Financial liabilities as at 31
March 2022: Notes
$000 $000 $000 $000
Trade and other payables 20
-
668
-
668
Employee share purchase
plan deposits 24.1
75
-
-
75
Lease liabilities 17
-
111
977
1,088
75 779 977 1,831
On demand
Less than one
year
Greater than
one year Total
Financial liabilities as at 31
March 2021: Notes
$000 $000 $000 $000
Trade and other payables 20
-
592
-
592
Employee share purchase
plan deposits 24.1
345
-
-
345
Lease liabilities 17
-
53
180
233
345 645 180 1,170
Employee share purchase plan deposits relate to deposits received on partially repaid share plans (note 24.1).
The Group classifies these amounts as on demand as in the event that an employee leaves or is made
redundant or a contractor ceases to provide services then any repayments that have been made are returned.
22.5. Capital risk management
The Group manages its capital (comprising of cash and cash equivalents) to ensure that entities in the Group
will be able to continue as going concerns while maximising the return to stakeholders through the
optimisation of the debt and equity balance. The Group is funded through existing cash reserves at this time.
Management's current expectation is additional investments will be funded through existing cash reserves or
external borrowing. For the year ended 31 March 2022, the Group was not subject to any externally imposed
capital requirements. Subsequent to year end the Company entered into a $3 million debt facility with ANZ
Bank Limited (note 27.3)
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
49
23. Share Capital
Ordinary shares
All ordinary shares rank equally with one vote attached to each fully paid share. Total issued share capital is
10,000,000 ordinary shares. As at 31 March 2022, of the total number of issued shares, 50,000 (2021: 250,000)
were held in trust for specific participants under the Employee Share Purchase Plan (ESPP, note 24.1).
Accordingly, the shares are not tradeable on the NZX until they vest.
Third Age Employee Share Purchase Plan Trust
The Company has established a Share Trust, the Third Age Employee Share Purchase Plan Trust. The Share
Trust holds shares in the Company on trust for participants in the Employee Share Purchase Plan (ESPP). The
Share Trust is controlled by the Company and is therefore consolidated in these Consolidated Financial
Statements.
Treasury shares and shares held in Trust
At 1 April 2020, the Company held 152,600 ordinary shares as Treasury Shares which were all re-issued during
the year ended 31 March 2021 as part of a share placements that year, prior to the Company joining the NZX.
Shares held by the Share Trust are treated as treasury stock and not included within the Group number of
shares on issue.
At 1 April 2020 there were 838,804 shares held, 508,804 in a pool and 330,000 held for specific participants of
the Third Age Employee Share Purchase Plan Trust (“Trust”). During the year ended 31 March 2021, all
508,804 shares held in the pool were issued to shareholders and 80,000 shares were issued to a Trust
participant prior to the Company joining the NZX. Further details of the shares held and the movements in
respect of Trust participants are provided in note 24.1.
24. Share Based Payments
24.1. Employee share purchase plan (ESPP)
The Company operates an employee share purchase plan ('ESPP') for certain employees and contractors
('participants'). Under the SPP, participants are provided with a “loan” to purchase an agreed number of
shares in the Company at a share price established by the Board. The share price is estimated by the Board
based on their assessment of the fair value of the Company at the time. The loans are typically for a 36- or 60-
month term, interest free with monthly repayments. They are secured against the shares. The shares are held
on trust by the Third Age Employee Share Purchase Plan Trust until such time as the loans are fully repaid.
Participants are permitted to repay the loans at any time. In the event that an employee leaves or is made
redundant or a contractor ceases to provide services then any repayments that have been made are returned
and the allotted shares are returned to the pool.
Under NZ IFRS 2 Share-based payment, this type of arrangement is accounted for as an 'in substance' share
option - an equity settled share-based payment. The loans are not recognised as assets of the Company as
they are only secured against the underlying shares and are considered limited in recourse. Instead, the fair
value of the arrangement is calculated at grant date and is recognised over the vesting period of the
arrangement as a share-based payment expense in profit or loss and accumulated in the share-based payment
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
50
reserve. The share options vest immediately as there are no service or performance conditions and
participants are able to repay their loans in full at any time and have their shares issued. Partial repayments
made under the loans are recorded as a liability until such time as the loan is repaid in full at which time the
shares are issued, and amounts are recognised as share capital in equity.
2022 2021
$000 $000
Deposits received on partially repaid share plans
75 345
75 345
Movements in shares held on behalf of participants during the year
Weighted average share
Number of shares purchase price
000's
$
Balance at 1 April 2021 250
1.67
Fully paid and issued during the year (200)
1.71
Balance at 31 March 2022
50
1.51
Balance at 1 April 2020 330 1.65
Fully paid and issued during the year (80) 1.57
Balance at 31 March 2021
250 1.67
In November 2021 200,000 shares priced at $1.71 vested. As a result the deposits received in respect of those
shares was transferred to share capital and the 200,000 shares were transferred from the Third Age Employee
Share Purchase Plan Trust in to the name of the participant.
The share purchase price for shares held on behalf of participants at 31 March 2022 was $1.51 (2021: $1.51 -
$1.71). There were no share rights granted under the ESSP during the year ended 31 March 2022 (2021: Nil).
As at 31 March 2022 50,000 options remain unvested (2021: 250,000 options).
24.2. Employee Share Option Plan (ESOP)
On the 4 September 2021 (grant date) the Board approved the offer of 300,000 options under a Company
Employee Share Option Plan (ESOP) to the CEO, Tony Wai on the following terms:
• The options were issued at an exercise price of $2.36, based on the Volume Weighted Average Price
(VWAP) for the Company’s shares on the NZX for the 20 Business Days prior to 27 September 2021 (the
date the CEO commenced employment).
• The Options will vest in three tranches, 60,000, 90,000 and 150,000.
• Vesting is subject to continued employment and agreed performance targets achieved by 27 September
2024, 27 September 2025, and 27 September 2026.
• the expiry date of the options will be one year after the date of vesting.
Under the terms of the ESOP there is an option to settle a portion of option in cash, primarily to offset any
income tax liability arising at the time the employee exercises their options. Given current income tax rates it
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
51
has been concluded a 39% tax rate will apply. Based on that assumption it is assumed that 39% of each
tranche of options should be treated as cash settled, the remainder will be equity settled.
Equity-settled options
The total number of equity-settled options is 183,000, which were valued at grant date using the Monte Carlo
simulation valuation model. The fair value of the equity settled options is $43,920 which will be expensed over
the vesting periods for each tranche. The weighted average fair value of the equity settled options is $0.24.
Key estimates and judgements at grant date
The value was calculated using the following significant inputs into the model.
• A share price of $2.24 at the grant date.
• An exercise price simulated to determine a VWAP for the 20 days to 27 September 2021.
• A share volatility of 32.5%, based on daily share price movements since the Company listed on 15
February 2021.
• A dividend yield based on actual dividends issued and assuming a 15% growth rate.
• A risk-free interest rate of 1.45%.
The total amount of fair value recognised in the Consolidated Statement of Comprehensive Income up to 31
March 2022 was $6,275 with the corresponding entry in the Share Based Payments Reserve.
The weighted average contractual life of the equity-settled options on 31 March 2022 is 67 months.
Cash-settled options
The total number of cash-settled options is 117,000 which were valued at grant date using the same inputs as
with the equity settled options. The value at grant date was $28,080, with a weighted average fair value of
$0.24.
Under NZ IFRS for cash-settled options, the Company shall remeasure the fair value of the liability to settle the
options for cash at the end of each full year and half year reporting period and at the date of settlement, with
any changes in fair value recognised in profit or loss for the period.
The fair value of the cash-settled options was remeasured under the Monte Carlo Method as of 31 March
2022. The value at that date was $46,332, with the weighted average fair value of the equity settled options
being $0.396.
Key estimates and judgements as of 31 March 2022
The remeasured value was calculated using the following significant inputs into the model.
• The valuation date of 31 March 2022.
• A share price at valuation date of $2.84.
• An exercise price of $2.36 being the exercise price of 27 September 2021.
• A share volatility of 29.7%, based on daily share price movements since the Company listed on 15
February 2021.
• A dividend yield based on actual dividends issued and assuming a 15% growth rate.
• A risk-free interest rate of 3.16%.
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
52
The total amount of fair value recognised in the Consolidated Statement of Comprehensive Income up to 31
March 2022 was $6,501 with the corresponding entry for the liability under Trade and other payables (non-
current) (note 20).
The weighted average contractual life of the cash-settled options on 31 March 2022 is 67 months.
24.3. Share based payments expense
2022 2021
$000 $000
Employee share option plan:
Share based payments expense equity-settled 6 -
Share based payments expense cash-settled 7 -
Employee share purchase plan - -
13 -
25. Related party transactions
25.1. Group composition
The Group is comprised of the following entities:
Subsidiary name Country of incorporation
2022 2021
Hawkes Bay Wellness Centre Limited (HBWC) New Zealand 100% 100%
Belmont Medical Centre Limited New Zealand 100% -
Ponsonby Medical (Third Age Health) Limited New Zealand 100% -
Third Age Employee Share Purchase Plan Trust New Zealand 100% 100%
Investments
The Group's ownership interest in all subsidiaries and investments is equal to its proportion of voting rights
held. The Group has no restrictions relating to its ability to access or use the assets and settle the liabilities of
the Group. Devonport Family Medicine (Third Age Health) Limited was incorporated on 12 April 2022 as a
wholly owned subsidiary of Third Age Health Services Limited (note 27.2).
25.2. Related party transactions
Name of related party Nature of relationship Transaction 2022 2021
$000 $000
Michael Haskell, CEO (resigned 30 September 2021) Shareholder Contractor fee 132 261
Bonus accruals (23) 123
Shares - 100
Bevan Walsh Director & Shareholder Director fees 12 12
John Fernandes Director & Shareholder Director fees 40 18
Norah Barlow Director & Shareholder Director fees 38 18
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
53
Name of related party Nature of relationship Transaction 2022 2021
$000 $000
Wayne Williams (appointed 10 June 2021) Director Director fees 29 -
Diane Budres (appointed 14 September 2021) Director & Shareholder Director fees 7 -
David Kerr (resigned 29 October 2020) Director & Shareholder Director fees - 12
Directors’ fees for John Fernandes, Norah Barlow and Wayne Williams for the year ended 31 March 2022 also
includes fees as members of the Audit Committee. John Fernandes, Chair receives a fee of $5,000 per annum,
while Norah Barlow and Wayne Williams each receive a fee of $2,500 per annum. The amounts to Norah
Barlow and Wayne Williams remained unpaid as of 31 March 2022.
Directors’ fees for the year ended 31 March 2021 of $59,500 for services rendered during the period includes
$36,000 of shares in the Parent in compensation for services rendered during the period.
Loan receivable from Third Age Digital Health Limited (TADH) (note 16)
Bevan Walsh (Director and Shareholder), Michael Haskell (former CEO, resigned 30 September 2021 and
Shareholder) and Diane Budres (Director and Shareholder) are all shareholders of TADH which has a loan due
to Company (see note 16). Michael Haskell is also a Director of TADH. Bevan Walsh resigned as a director of
TADH on 20 December 2021.
25.3. Key management personnel compensation
2022 2021
Short term benefits:
$000 $000
CEO remuneration
Tony Wai 151 -
Michael Haskell (resigned 30 September 2021) 110 483
261 483
Other key management personnel 436 182
697 665
CEO remunerations in 2022 includes remuneration for Tony Wai, CEO and former CEO Michael Haskell who
resigned on 30 September 2021.
In 2021 Directors’ remuneration of $59,500 was included in Other key management personnel. This number is
now disclosed under Related Party Transactions (note 25.2).
CEO long term incentive
On 4 September 2021, the Company entered into a long-term employee share option plan with CEO, Tony Wai
(note 24.2). The costs attributable to the options during the financial year are disclosed in note 24.3.
26. Contingent liabilities and contingent assets
The Group has no contingent liabilities or contingent assets as at 31 March 2022 (2021: Nil).
Third Age Health Services Limited
Notes to the Consolidated Financial Statements
For the year ended 31 March 2022
54
27. Subsequent events
27.1. Final dividend declared
On 30 May 2022 the Board declared a final dividend for the year of 4.05 cents per share taking the total
dividend for the year to 8.57 cents per share.
27.2. Acquisition of Devonport Family Medicine
On 2 May 2022 the Company acquired the business and assets of Devonport Family Medicine (DFM) for cash
consideration of $0.4 million and was acquired as a continuation of the Group’s growth strategy, a key
acquisition which will enable the Company to continue to develop the model of healthcare for older people.
Given the short timeframe since acquisition date and the complexity involved, the accounting for the business
combination under NZ IFRS 3 Business Combinations has not been finalised as at the date of this report. The
Company will report the impact of the acquisition on the Group in the Interim Financial Statements for the six
months ending 30 September 2022.
The acquisition of DFM has no impact on the results presented in these Consolidated Financial Statements for
the year ended 31 March 2022, given the acquisition occurred after the end of the reporting period.
27.3. ANZ loan facility
Subsequent to year end the Company entered into a $3 million debt facility with ANZ Bank New Zealand
Limited to provide capital to support the Group’s planned acquisition strategy.
Key terms of the facility are:
• Amount: $3 million.
• Lender: ANZ Bank New Zealand Limited.
• Borrower: Third Age Health Services Limited.
• Guarantors: Third Age Health Services Limited and Group trading companies
• Term: 2 years.
• Covenants: A Debt-to-EBITDA (based on 12 “months” results) is capped at two times, tested at each
reporting date.
• Security: a first ranking security over the borrower and guarantors which includes cross guarantee and
indemnity of debt.
The loan was drawn to fund the acquisition of Devonport Family Medicine and will be utilised for future
acquisitions.
No other matter or circumstances has occurred subsequent to year end that has significantly affected or may
affect, the operations of the Group, the results of those operations or the state of affairs of the entity in
subsequent financial years.
A member firm of Ernst & Young Global Limited
Independent auditor’s report to the Shareholders of Third Age Health Services
Limited
Opinion
We have audited the financial statements of Third Age Health Services Limited (“the Company”) and its
subsidiaries (together “the Group”) on pages 22 to 54, which comprise the consolidated statement of
financial position of the Group as at 31 March 2022, and the consolidated statement of comprehensive
income, consolidated statement of changes in equity and consolidated statement of cash flows for the
year then ended of the Group, and the notes to the consolidated financial statements including a
summary of significant accounting policies.
In our opinion, the consolidated financial statements on pages 22 to 54 present fairly, in all material
respects, the consolidated financial position of the Group as at 31 March 2022 and its consolidated
financial performance and cash flows for the year then ended in accordance with New Zealand
equivalents to International Financial Reporting Standards and International Financial Reporting
Standards.
This report is made solely to the Company's shareholders, as a body. Our audit has been undertaken so
that we might state to the Company's shareholders those matters we are required to state to them in an
auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company and the Company's shareholders, as a body,
for our audit work, for this report, or for the opinions we have formed.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report.
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled our
other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Other than in our capacity as auditor we have no relationship with, or interest in, the Company or any of
its subsidiaries. Partners and employees of our firm may deal with the Group on normal terms within the
ordinary course of trading activities of the business of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the consolidated financial statements of the current year. These matters were addressed in the
context of our audit of the consolidated financial statements as a whole, and in forming our opinion
thereon, but we do not provide a separate opinion on these matters. For each matter below, our
description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial statements section of the audit report, including in relation to these matters. Accordingly, our
audit included the performance of procedures designed to respond to our assessment of the risks of
A member firm of Ernst & Young Global Limited
material misstatement of the financial statements. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion on the
accompanying consolidated financial statements.
Revenue
Why significant How our audit addressed the key audit matter
Revenue is a key focus of shareholders and
management in measuring the Group’s
progress towards its growth objectives.
The Group’s principal revenue stream, the
provision of consultation services, continues
to be recognised at the point in time at which
the service is provided.
The Group’s other significant revenue stream,
the provision of capitation services, is
recognised over time as the service is
provided. As billing takes place on a monthly
basis there is no deferral of revenues.
Disclosures in relation to the Group’s revenue
are included in Note 5 to the consolidated
financial statements.
In obtaining our audit evidence we:
► considered management’s assessment of the
Group’s contracts with customers, the related
performance obligations and the resultant
revenue recognition approach;
► assessed the Group’s revenue recognition
accounting policies and procedures against the
requirements of NZ IFRS 15 Revenue from
Contracts with Customers;
► analysed the correlation between the Group’s
recorded revenue and movements in accounts
receivable and cash using data analysis
techniques;
► selected a sample of revenue transactions
recorded around period end and assessed
whether they had been recorded in the correct
period; and
► evaluated whether the disclosures in relation
to revenue were in compliance with the
disclosure requirements of NZ IFRS 15
Revenue from Contracts with Customers.
A member firm of Ernst & Young Global Limited
Information other than the financial statements and auditor’s report
The Directors of the company are responsible for the Annual Report, which includes information other
than the consolidated financial statements and auditor’s report.
Our opinion on the consolidated financial statements does not cover the other information and we do
not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
with the consolidated financial statements or our knowledge obtained during the audit, or otherwise
appears to be materially misstated.
If, based upon the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Directors’ responsibilities for the financial statements
The Directors are responsible, on behalf of the entity, for the preparation and fair presentation of the
consolidated financial statements in accordance with New Zealand equivalents to International Financial
Reporting Standards and International Financial Reporting Standards, and for such internal control as
the Directors determine is necessary to enable the preparation of financial statements that are free
from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Directors are responsible for assessing on behalf
of the entity the Group’s ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless the Directors either
intend to liquidate the Group or cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with International Standards on Auditing (New
Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud
or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these consolidated financial
statements.
A further description of the auditor’s responsibilities for the audit of the financial statements is located
at the External Reporting Board’s website: https://www.xrb.govt.nz/standards-for-assurance-
practitioners/auditors-responsibilities/audit-report-1/. This description forms part of our auditor’s
report.
The engagement partner on the audit resulting in this independent auditor’s report is Graeme Bennett
Chartered Accountants
Auckland
17 June 2022
58
Third Age Health Services Limited
Corporate Governance
59
The objective of the Board of Third Age Health Services Limited (“the Company”) is to enhance shareholder
value. The Board considers there is a strong link between good corporate governance and the achievement of
this objective.
The company seeks to follow the best-practice recommendations for listed companies to the extent that it is
appropriate to the size and nature of the Company’s operations. The best practice principles which the
Company considers in its governance approach are the New Zealand Exchange (NZX) Listing Rules relating to
corporate governance, and the NZX Corporate Governance Code (NZCGC), and the Financial Market
Authority’s Corporate Governance Principles and Guidelines, (altogether “Principles”).
The Board considers that its corporate governance framework complies with NZCGC recommendation, except
as stated within this report. This report is presented by addressing the eight principles and the associated
recommendations of the NZCGC.
The information in this report is current as at the date of release of the Annual Report for the year ended 31
March 2022 and has been approved by the Board.
The key corporate governance documents referred to in this report are available under the investors section of
the Company’s website at https://www.thirdagehealth.co.nz
Principle 1 – Code of Ethical Behaviour
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).
The code of ethics and where to find it should be communicated to the issuer’s employees. Training should be
provided regularly. The standards may be contained in a single policy document or more than one policy.
The code of ethics should outline internal reporting procedures for any breach of ethics, and describe the
issuer’s’ expectations about behaviour, namely that every director and employee:
a. acts honestly and with personal integrity in all actions;
b. declares conflicts of interest and proactively advises of any potential conflicts;
c. undertakes proper receipt and use of corporate information, assets and property;
d. in the case of directors, give proper attention to the matters before them;
e. acts honestly and in the best interest of the issuer, as required by law, and takes account of interests of
shareholders and other stakeholders;
f. adheres to any procedures around giving and receiving gifts (for example where gifts are given that are of
value in order to influence employees and directors, such gifts should not be accepted);
g. adheres to any procedures about whistle blowing (for example, where actions of a whistle blower have
complied with the issuer’s procedures, an issuer should protect and support the, whether or not action is
taken): and
h. manages breaches of the code”
The Company complies with this recommendation, though the Code of Ethics was published in March 2022.
Directors observe and foster high ethical standards. The Company expects its Directors, officers, and
employees to act legally, to maintain high ethical standards, and to act with integrity consistent with the
Company’s policies, guiding principles and values. The Company adopts policies to ensure it maintains high
standards of performance and behaviour when dealing with the Company’s customers, suppliers, shareholders
Third Age Health Services Limited
Corporate Governance
60
and staff. The specific governance policies in place throughout the year were a Diversity and Inclusion policy,
Market Disclosure Policy and the Financial Products Trading policy.
The Code of Ethics can be found on the investor section of the Company’s website
(https://www.thirdagehealth.co.nz).
Recommendation 1.2
“An issuer should have a financial product dealing policy which applies to employees and directors.”
The Company complies with this recommendation. The Financial Products Trading Policy can be found on the
investor section of the Company’s website (https://www.thirdagehealth.co.nz/).
Principle 2 - Board composition & Performance
Recommendation 2.1
“The board of the issuer should operate under a written charter which set 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 Company complies with this recommendation, with the board operating under a Board charter which is
available on the investor section of the Company’s website (https://www.thirdagehealth.co.nz).
Recommendation 2.2
“Every issuer should have a procedure for the nomination and appointment of directors to the board.”
The Company complies with this recommendation. The Board has decided that these functions will be carried
out by the main board within the terms of reference of this Board Charter. A copy of the Board Charter is
available on the investor section on the Company’s website (https://www.thirdagehealth.co.nz).
Recommendation 2.3
“An issuer should enter into written agreements with each newly appointed director establishing the terms of
their appointment.”
The Company complies with this recommendation. All current Directors and senior executives have entered
into written agreements with the Company setting out the terms of their appointment. In accordance with the
NZX Listing Rules, all Directors are required to retire (though may be re-elected) not later than the third annual
meeting following the Director’s appointment, or after three years, whichever is longer. Any Directors
appointed by the Board since the previous annual meeting must also retire and are eligible for election.
Recommendation 2.4
“Every issuer should disclose information about each director in its annual report or on its website, including
profile of experience, length of service, independence and ownership interest and director attendance at Board
meetings.”
The Company complies with this recommendation. The biographies of the Directors are available in this
Annual Report and on the Company’s website (https://www.thirdagehealth.co.nz).
With regard to Board meeting attendance, the Board meets as often as it deems appropriate, including
sessions to review the performance of the business, to consider the strategic direction and to approve annual
Third Age Health Services Limited
Corporate Governance
61
budgets. As is common nowadays, video conferences are mostly used which also suits the dispersed nature of
the Board and management.
The table below sets out Director attendance at Board meetings during FY22, including meetings to approve
strategic plans, budgets and the release of annual and half year results.
Director Number of meetings
eligible to attend
Number of meetings
attended
Bevan John Walsh 9 9
John Samuel Ronny Fernandes 9 9
Norah Kathleen Barlow 9 9
Wayne Geoffrey Williams (appointed 10 June 2021) 8 8
Diane Lynn Budres (appointed 14 September 2021)
5 5
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.”
The company complies with this recommendation, though is still developing measurable diversity and
inclusion objectives that it can review and report against annually. A written policy can be found on the
investor section of the Company’s website (https://www.thirdagehealth.co.nz).
NZX listed issuers are required to report quantitative data on the gender breakdown of Directors and Officers
at the financial year end. The policy behind the rule is to provide information to allow investors to maintain an
informed view of diversity as a factor relevant to an Issuer’s expected performance.
As at 31 March 2022 the mix of male and female of the Board and Company’s Key Management Personnel (the
CEO and persons that report to the CEO) was as follows:
2022 2021
Male Female Male Female
Non-executive Directors 3 2
2 1
Key Management Personnel 4 5
2 2
Recommendation 2.6
“Directors should undertake appropriate training to remain current on how to best perform their duties as
directors of an issuer.”
Members of the Board undertake regular professional training to remain current on how best to perform their
duties. The Company encourages all Directors to undertake appropriate training and education so that they
may best perform their duties. This may include attending presentations on changes in governance, legal and
regulatory frameworks; attending technical and professional development courses; site visits and briefings
from key executives; and attending presentations from industry experts and key advisers.
Third Age Health Services Limited
Corporate Governance
62
Recommendation 2.7
“The Board should have a procedure to regularly assess director, board, and committee performance.”
The Board have introduced an assessment process to enable an annual assessment of the Directors, and the
Board plus senior executives. The Board considers individual and collective performance, together with the
skill sets, training and development and succession planning required to govern the business.
Recommendation 2.8
“A majority of the Board should be independent directors.”
The Company complies with this recommendation. In determining directors’ independence, the Board has
applied factors outlined in the commentary to Corporate Governance Code recommendation 2.4.
The Board currently comprises five Directors, three of whom are independent:
• Bevan John Walsh, Chairman, Non-independent Director.
• John Samuel Ronny Fernandes, Independent Director.
• Norah Kathleen Barlow, Independent Director.
• Wayne Williams, Independent Director (appointed 10 June 2021).
• Diane Budres, Non-independent Director (appointed 14 September 2021).
Directors’ interests disclosed for the financial year ended 31 March 2022 are provided in the Shareholder and
Statutory Information section of this Annual Report.
Recommendation 2.9
“An issuer should have an independent chair of the Board. If the chair is not independent, the chair and the
CEO should be different people.”
During the year ended 31 March 2022, the Company partly complied with this recommendation noting that
the chair is not independent, but the chair and CEO are different people. The Board has determined that Bevan
John Walsh (Chair) is not independent by virtue of his significant shareholding. However, the Board considers
that the skills and experience provided by Mr. Walsh and the alignment of interests with other shareholders
outweigh any benefits of the recommendation that the chair be independent. The Board further considers
that despite Mr. Walsh being non independent the majority of the other Directors are independent non-
executive Directors and so there is sufficient openness and challenging of opinions to ensure a diversity of
views are considered by the Board, and the Chairman’s independent decision making is not compromised.
It was announced to the NZX on 30 May 2022 that Bevan Walsh will be stepping down as Chair and that John
Fernandes (Independent Director) will be appointed as Chair at the conclusion of the forthcoming Annual
General Meeting.
Principle 3 – Board Committees
Recommendation 3.1
“An issuer’s audit committee should operate under a written charter. Membership on the audit committee
should be a majority of independent directors and comprise solely on non-executive directors of the issuer. The
Chair of the audit committee should be an independent director and not the chair of the board.”
The Company complies with this recommendation. The board operates an Audit Committee which provides a
forum for the effective communication between the Board and external auditors. The Committee reviews the
Third Age Health Services Limited
Corporate Governance
63
annual and half-yearly financial statements, prior to their approval by the Board, the effectiveness of internal
control, the Company finance function, information systems, and the efficiency and effectiveness of the audit
function.
During the year ended 31 March 2022 the Committee comprised of John Fernandes (Chair and Independent
Director), Norah Barlow (Independent Director) and Wayne Williams (Independent director), appointed
following his appointment to the Board on 10 June 2021. Bevan Walsh (Non-independent Director) resigned
from the Committee on 18 October 2021. The Audit Committee Charter can be found on the investors section
of the Company’s website (https://www.thirdagehealth.co.nz).
It was announced to the NZX on 30 May 2022 that John Fernandes (Audit Committee Chair and Independent
Director) will be appointed as Chair of the Board at the conclusion of the forthcoming Annual General Meeting.
Wayne Williams (Independent Director) will take over as Audit Committee Chair and John Fernandes will
remain a member of the Committee.
The table below sets out Director’s attendance at Audit Committee meetings during FY22.
Director Number of meetings
eligible to attend
Number of meetings
attended
John Samuel Ronny Fernandes
3 3
Norah Kathleen Barlow
3 3
Wayne Geoffrey Williams (appointed 10 June 2021)
3 3
Bevan John Walsh (resigned 18 October 2021) 1 1
Recommendation 3.2
“Employees should only attend the audit committee at the invitation of the audit committee.”
The Company complies with this recommendation. Employees and other non- members of the committee
only attend by invitation.
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”.
Given the size and nature of the Board there is no standing committees for remuneration, but the Board has
decided that these functions will be carried out by the main Board within the terms of reference of the Board
Charter. A copy of the Board Charter is available on the investors section of the Company’s website
(https://www.thirdagehealth.co.nz).
Recommendation 3.4
“An issuer should establish a nominations 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 nominations committee should be independent directors.”
Given the size and nature of the Board there is no standing committees for nominations, but the Board has
decided that these functions will be carried out by the main board within the terms of reference of the Board
Charter. A copy of the Board Charter is available on the investor section of the Company’s website
(https://www.thirdagehealth.co.nz).
Third Age Health Services Limited
Corporate Governance
64
Recommendation 3.5
“An issuer should consider whether it is appropriate to have any other board committees as standing
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 will continue to access the requirements for further standing committees. The Board will use
standing committees where this will enhance its effectiveness in key areas, while still retaining Board
responsibility.
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 including any communication between insiders and the bidder. The board should
disclose the scope of independent advisory reports to shareholder. These protocols should disclose the option of
establishing an independent takeover committee, and the likely composition and implementation of an
independent takeover committee.”
In the case of a takeover offer, the Company will form an Independent Takeover Committee to oversee
disclosure and response and engage expert legal and financial advisors to provide advice on procedure. The
Company does not have a formal Takeover Response Policy at this stage and so is not compliant with this
recommendation.
Principle 4 - Reporting and disclosure
Recommendation 4.1
“The issuer’s board should have written continuous disclosure policy.”
The Company complies with this recommendation. The Company’s directors are committed to keeping
investors and the market informed of all material information about the Company and its performance, in a
timely manner. The company has adopted a Market Disclosure Policy to ensure that material information is
identified, reported, assessed and, where required, disclosed to the market in a timely manner. A copy of the
Policy is available on the investors section of the Company’s website (https://www.thirdagehealth.co.nz).
Recommendation 4.2
“An issuer should make its code of ethics, board and committee charters and the policies recommended in the
NZX Code, together with any other key governance documents, available on its website.”
The Company complies with this recommendation. Published policies and charters are found the investor
section of the Company’s website (https://www.thirdagehealth.co.nz).
Recommendation 4.3
“Financial reporting should be balanced, clear and objective. An issuer should provide non-financial disclosures
at least annually, including considering environmental, economic, and social 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.”
In addition to all information required by law, the Company also seeks to provide meaningful information to
ensure stakeholders and investors are well informed, including financial and non-financial information.
Third Age Health Services Limited
Corporate Governance
65
Financial Information
Senior Management is responsible for implementing and maintaining appropriate accounting and financial
reporting principles, policies, and internal controls designed to ensure compliance with accounting standards
and applicable laws and regulations.
The Board’s Audit Committee oversees the quality and integrity of external financial reporting, including the
accuracy, completeness, balance and timeliness of financial statements. It reviews the Company’s full and half
year financial statements and makes recommendations to the Board concerning accounting policies, areas of
judgement, compliance with accounting standards, stock exchange and legal requirements, and the results of
the external audit.
For the financial year ended 31 March 2022, the Directors believe that proper accounting records have been
kept that enable the determination of the Company’s financial position with reasonable accuracy and facilitate
compliance of the financial statements with the Financial Markets Conduct Act 2013.
The Company’ full and half year financial statements are available on the investor section of the Company’s
website (https://www.thirdagehealth.co.nz).
Non‑financial information
The Company sets out, reports against and discusses its strategic objectives in a variety of communications
including the Chair and CEO’s commentary in reports to shareholders.
Principle 5 – 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.”
The Company complies with this recommendation. Remuneration of Directors and senior executives is a key
responsibility of the Board. The Board ensures that remuneration is benchmarked to the market for, Director
and Board positions.
Recommendation 5.2
“An issuer should have a remuneration policy for remuneration of directors and officers, which outlines the
relative weightings of remuneration component and relevant performance criteria.”
The Company complies with this recommendation.
Director remuneration
The total remuneration pool available for Directors was fixed at listing at $150,000 per annum for all non-
executive Directors. This was applied to four directors and following the appointment of a fifth director on 14
September 2021 the pool was increased to $185,000 under Listing Rule 2.11.3. The Board determines the level
of remuneration paid to Directors from that pool. Directors also receive reimbursement for reasonable
travelling, accommodation and other expenses incurred in the course of performing their duties.
Third Age Health Services Limited
Corporate Governance
66
Any proposed increases in pool of fees for non-executive Director fees and remuneration will be put to
shareholders for approval. If independent advice is sought by the Board, it will be disclosed to shareholders as
part of the approval process.
Board role approved remuneration
The fees payable to a non-executive Chair currently amount to $12,000 per annum plus a performance-based
fee of $23,000 payable on achievement of agreed growth targets. The fees payable to the Independent
Directors is $35,000 per annum. The Chair of the Audit Committee receives $5,000 per annum while members
receive $2,500 per annum.
Executive remuneration
In general, executive remuneration comprises a fixed base salary, an at-risk short-term incentive payable
annually linked to business performance and incentives linked to longer term share growth. At-risk incentives
are paid against targets agreed with executives at the commencement of the period and are based on financial
measures, mainly earnings targets.
Recommendation 5.3
“An issuer should disclose the remuneration arrangements in place for the CEO in its annual report. This should
include disclosure of base salary, short term incentives and long-term incentives and the performance criteria
used to determine performance-based payments.”
The Company complies with this recommendation. The CEO remuneration is detailed under note 25.3 of the
Consolidated Financial Statements.
Principle 6 - 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. An issuer should report the material risks facing the business and how these are being
managed.”
The Board has overall responsibility for the Company’s system of risk management and internal control. The
Board delegates day-to-day management of the risk to the CEO. In addition, the Audit Committee provides an
additional and more specialised oversight of the Company’s risks in addition to the oversight provided by the
Board.
Risk Identification
The senior management team is required to regularly identify the major risks affecting the business and
develop structures, practices, and processes to manage and monitor these risks. The CEO provides an updated
risk register at each Board meeting.
Insurance
The Company maintains insurance policies that it considers adequate to meet its insurable risks.
Recommendation 6.2
“An issuer should disclose how it manages its health and safety risks and should report on its health and safety
risks, performance and management.”
Third Age Health Services Limited
Corporate Governance
67
The Company complies with this recommendation, with formal reporting to the board on its health and safety
risks, performance and management at Board meetings.
Principle 7 – Auditors
Recommendation 7.1
“The board should establish a framework for the issuer’s relationship with its external auditors. This should
include
a. For sustaining communication with the issuer’s external auditors;
b. To ensure that the ability of the external auditors to carry out their statutory audit role is not impaired, or
could reasonably be conceived to be impaired;
c. To address what, if any services (whether by type or level) other than their statutory audit roles may be
provided by the auditors to the issuer: and
d. To provide for the monitoring and approval by the issuer’s audit committee of any service provided to the
issuer other than in their statutory audit role.”
The Company complies with this recommendation. The Board is committed to ensuring audit independence,
both in fact and appearance, so that the Company’s external financial reporting is viewed as being highly
objective and without bias. The Audit Committee reviews the quality and cost of the audit undertaken by the
Company’s external auditors and provides a formal channel of communication between the Board, senior
management, and external auditors.
The Audit Committee approves the auditor’s terms of engagement, audit partner rotation (at least every five
years) and audit fee and reviews and provides feedback in respect of the annual audit plan. The Audit
Committee periodically has time with the external auditor without management present. The Committee also
assesses the auditor’s independence on an annual basis.
All audit work of the Company is fully separated from non-audit services to ensure that appropriate
independence is maintained. There were no other services provided by EY in FY22. The amount of fees paid to
EY for audit and non-audit work are identified on note 9 of the Consolidated Finance Statements.
EY has provided the Committee with written confirmation that, in its view, it was able to operate
independently during the year.
Recommendation 7.2
“The eternal auditor should attend the issuer’s Annual Meeting to answer questions from shareholders in
relation to the audit.”
The Company complies with this recommendation. EY will be invited to attend the FY22 Annual Shareholders’
Meeting and will be available to answer questions from shareholders at the meeting.
Recommendation 7.3
“Internal audit functions should be disclosed.”
The Company has a number of internal controls which are overseen by the Audit Committee and/or the Board.
These include controls for business continuity management, insurance, health and safety, conflicts of interest,
and prevention and identification of fraud. Given the size of the business the Company does not have an
Third Age Health Services Limited
Corporate Governance
68
internal audit function but last year engaged professional advisors Deloitte to undertake a review of internal
controls and will consider undertaking further reviews in the future.
Principle 8 – Shareholder rights and relations
Recommendation 8.1
‘An issuer should have a website where investors and interested stakeholders can access financial and
operational information and key corporate governance information about the issuer.”
The Company complies with this recommendation. The Company’s website can be found at
https://www.thirdagehealth.co.nz.
Recommendation 8.2
“An issuer should allow investors the ability to easily communicate with the issuer, including the option to
receive communications from the issuer electronically.”
The Company complies with this recommendation. The Board is committed to open and regular dialogue and
engagement with shareholders. The Company seeks to ensure that investors understand its activities by
communicating effectively with them and giving them access to clear and balanced information.
The Company has a calendar of communications and events for shareholders, including but not limited to:
• Half and full Year Results Announcements and Annual Report.
• Market announcements.
• Annual Shareholders’ Meeting.
• Scheduled and ad hoc investor presentations to institutional investors and retail brokers.
• Easy access to information through the Company’s website (https://www.thirdagehealth.co.nz).
• Access to management and the Board via a dedicated email address, investors@thirdagehealth.co.nz.
Recommendation 8.3
“Quoted equity security holders have the right to vote on major decisions which may change the nature of the
issuer in which they are invested.”
The Company complies with his recommendation. Shareholders are actively encouraged to attend the Annual
Shareholders’ Meeting and may raise matters for discussion at this event and may vote on major decisions that
affect the Company. Voting is by poll, upholding the ‘one share, one vote’ philosophy.
In accordance with the Companies Act 1993, the Company’s Constitution and the NZX Main Board Listing
Rules, the Company refers major decisions that may change the nature of the Company to shareholders for
approval. All shareholders are given the option to elect to receive electronic communications from the
Company. In addition to shareholders, the Company has a wide range of stakeholders and maintains open
channels of communication for all audiences, including brokers, the investing community, regulators, staff,
customers and suppliers.
Recommendation 8.4
“If seeking additional equity capital, issuers of quoted securities should offer further equity securities to existing
equity security holders of the same class on a pro rata basis and no less favourable before further equities are
offered to other investors.”
Third Age Health Services Limited
Corporate Governance
69
In the event that the Company will seek additional equity capital, the Company will seek to offer further equity
securities to existing equity security holders of the same class on a pro rata basis and no less favourable before
further equities are offered to other investors.
Recommendation 8.5
“The board should ensure that the notices of annual or special meetings of quoted equity security holders is
posted on the issuer’s website as soon as possible and at least 20 working days prior to the meeting.”
The Company has complied with this recommendation.
Third Age Health Services Limited
Shareholder and statutory information
70
1. Additional information required under the NZX Listing Rules
Twenty largest registered shareholders as of 31 May 2022
The Company has one class of equities, Ordinary Shares listed on the NZX Main Board under the ticker code
TAH.
The following table shows the names and holdings of the 20 largest registered holdings of listed ordinary
shares of the Company on 31 May 2022.
Shareholders Shares held at
31 May 2022
% of listed
capital
Bevan John Walsh 4,329,617 43.51%
Michael Haskell & Associates Limited 2,557,123 25.70%
Timothy Grant Livingstone & Robert Peter Webber <W. W. Flaunty Family A/C> 820,500 8.25%
New Zealand Depository Nominee <1 A/C> 336,956 3.39%
Diane Lynn Budres 248,392 2.50%
Terence De Silva 200,500 2.02%
Lenore Deirdre Bauer 156,500 1.57%
Brian Hezelton Walsh 126,379 1.27%
Jiahuan Fu 114,490 1.15%
FNZ Custodians Limited 101,480 1.02%
JSRF Limited 81,506 0.82%
Custodial Services Limited <4 A/C> 41,000 0.41%
Bruce John Mccullagh 37,000 0.37%
Dellow Nominees Limited 33,400 0.34%
Gore Holdings Limited 25,000 0.25%
John Franich & Sarah Franich <Franich Family A/C> 25,000 0.25%
Norah Kathleen Barlow & Robert Noel Barlow <Kensington A/C> 24,490 0.25%
Dean Neil Edgerton & Nicole Tonnile Edgerton & William Desmond Edgerton <Edgerton
Family A/C>
24,000 0.24%
Arthur Smethurst & Brenda Smethurst & Leigh Smethurst <Excalibur A/C> 23,000 0.23%
Brett Hiirini Shepherd 20,000 0.20%
9,326,333 93.73%
The total number of voting securities of the Company at 31 March 2022 was 10 million ordinary shares of
which 9,950,000 are listed on the NZX and 50,000 are held on Trust registered to Bevan John Walsh & T A Wai
<Third Age Health (ESOP Holding) A/C> for The Employee Share Trust. The Employee Share Trust grants
options to acquire ordinary shares to Third Age Health employees and their associated entities.
Third Age Health Services Limited
Shareholder and statutory information
71
Spread of shareholders as at 31 May 2022
The following table is the spread of listed shareholders as of 31 May 2022
Shareholder size Number of Holders Total Shares listed % of listed capital
1-1,000 90 46,792 0.5%
1,001-5,000 64 194,871 2.0%
5,001-10,000 23 194,121 2.0%
10,001-50,000 22 440,773 4.4%
50,001-100,000 1 81,506 0.8%
Greater than 100,000 10 8,991,937 90.4%
210 9,950,000 100.0%
Shareholding of Directors as of 31 March 2022
Director
2022 2021
Shares Shares
Bevan John Walsh
4,329,617 4,332,731
John Samuel Ronny Fernandes
91,168 91,168
Norah Kathleen Barlow
24,490 24,490
Wayne Geoffrey Williams (appointed 10 June 2021)
- -
Diane Lynn Budres (appointed 14 September 2021) 248,392 248,392
Michael Haskell resigned as a director on 23 May 2021. On 31 March 2021 he held 3,372,711 shares. He
remains a Substantial Shareholder.
2. Additional information required under the Financial Markets Conduct Act
2013
Substantial Security Holders
Information on Substantial Security Holders is provided pursuant to section 293 of the Financial Markets
Conduct Act 2013 (the “Act”) and details the Substantial Security Holders in the Company and their relevant
interests in the Company’s shares as of 31 March 2022. A person has a substantial holding for the purposes of
the Act if the person has a relevant interest in quoted voting products that comprise 5% or more of a class of
quoted voting products of the listed issuer.
Investor name Shares held
at 31 March 2022
% of issued
capital
Bevan John Walsh 4,329,617 43.51%
Michael Haskell & Associates Limited 3,051,258 30.67%
Lenore Deirdre Bauer
Beneficial ownership
1
1,514,972
Direct ownership 156,500
1,671,472 16.80%
1. This relates to an informal agreement relating to the beneficial ownership of a share of the shares held by Bevan John Walsh, the
exercise of voting rights attaching to those Share, and any acquisition or disposal of those Shares
Third Age Health Services Limited
Shareholder and statutory information
72
3. Additional information required under the Companies Act 1993
Directors’ remuneration and other benefits
The names of the directors of the Company who held office and the details of their remuneration and value of
other benefits received for services to Third Age Health Services Limited for the year ended 31 March 2022
were:
Board Fees Audit Committee
Fees
$ $
Bevan John Walsh
12,000 -
John Samuel Ronny Fernandes
35,000 5,000
Norah Kathleen Barlow
35,000 2,500
Wayne Geoffrey Williams (appointed 10 June 2021)
26,833 2,500
Diane Lynn Budres (appointed 14 September 2021)
7,000 -
115,833 10,000
The amounts to Norah Barlow and Wayne Williams remained unpaid as of 31 March 2022.
Former CEO, Michael Haskell resigned as a director on 23 May 2021. Michael Haskell resigned as CEO on 30
September 2021, his remuneration is disclosed in note 25.3 of the Consolidated Financial Statements.
Interests register
Directors have given notices disclosing interests pursuant to section 140(1) of the Companies Act 1993.
Particulars of entries recorded in the Company’s Interests Register during the financial year ended 31 March
2022 are set out in the following table.
Director Nature of disclosure
Bevan John Walsh 1 Bevan Walsh is a major shareholder of The Company TAH and Third Age
Digital Health Limited (TADH). Bevan Walsh resigned as a director of TADH on
20 December 2021. The Company is owned money from TADH. Details of the
loan are provided in note 16 of the Consolidated Financial Statements.
2 Indemnified to the extent allowed by the Companies Act 1993 and the
company constitution.
3 Directors and Officers insurance cover provided by the Company
John Samuel Ronny Fernandes 1 Indemnified to the extent allowed by the Companies Act 1993 and the
company constitution.
2 9,662 Shares (0.10%) in the Company, held as registered and beneficial owner
3 81,506 Shares (0.82%) in the Company held by JSRF Limited, in which John
Fernandes has a relevant interest as sole director and shareholder.
Third Age Health Services Limited
Shareholder and statutory information
73
Director Nature of disclosure
4 JSRF Limited (a company owned 100% by John Fernandes) holds an option to
purchase a further 100,000 Shares (1.03%) held by another shareholder (who
is not a director or senior manager) at $2.15 per Share. That option can be
exercised in part or in full at any time until 30 June 2024.
5 Directors and Officers insurance cover provided by the Company
Norah Kathleen Barlow 1 Norah Barlow holds a position as CEO of a client of the Company
2 24,490 (0.25%) shares in the Company held by Norah Kathleen Barlow and
Robert Noel Barlow in their capacities as trustees of a family trust associated
with Norah Barlow
3 Indemnified to the extent allowed by the Companies Act 1993 and the
company constitution.
4 Directors and Officers insurance cover provided by the Company
Wayne Geoffrey Williams
(appointed 10 June 2021)
1 Indemnified to the extent allowed by the Companies Act 1993 and the
company constitution.
2 Directors and Officers insurance cover provided by the Company
Diane Lynn Budres (appointed 14
September 2021)
1 Indemnified to the extent allowed by the Companies Act 1993 and the
company constitution.
2 Directors and Officers insurance cover provided by the Company
Michael Bruce Haskell (resigned as
a Director on 23 May 2021)
1 Michael Haskell (the former Company CEO) provides services to the Company
under a commercially negotiated contractor arrangement.
2 Michael Haskell is a shareholder of both the Company and Third Age Digital
Health Limited (TADH). The Company is owned money from TADH. Details of
the loan are provided in note 16 of the Consolidated Financial Statements
3 Indemnified to the extent allowed by the Companies Act 1993 and the
company constitution.
4 Directors and Officers insurance cover provided by the Company
Indemnity and insurance
The Company has entered into deeds of indemnity in favour of all its directors. The Company has insured all its
directors against liabilities and costs in accordance with section 162(5) of the Companies Act 1993.
Third Age Health Services Limited
Shareholder and statutory information
74
Employees’ remuneration
The number of employees or former employees, not being Directors of the Group, who received remuneration
and other benefits in their capacity as employees, the value of which exceeds $100,000 is set out below:
2022 2021
Number Number
$160,000 - $169,999 1 -
Amount payable to auditors
The amount payable to our auditor is $56,650 (2021: $46,760).
Donations
The Company made no donations during the year ended 31 March 2022.
Third Age Health Services Limited
Corporate directory
75
Registered office
536 Kennedy Road
Greenmeadows Napier
New Zealand Company number
3189884
Directors
Bevan John Walsh (Chairman, Non-independent)
John Samuel Ronny Fernandes (Independent)
Norah Kathleen Barlow (Independent)
Wayne Geoffrey Williams (Independent), appointed 10 June 2021
Diane Lynn Budres (Non-Independent), appointed 14 September 2021
Auditors
Ernst & Young
EY Building, 2 Takutai Square
Britomart
Auckland 1010
New Zealand
Registry
Link Market Services Securities Registrar
Level 11, Deloitte Centre
80 Queen Street Auckland 1010
www.linkmarketservices.co.nz
Phone:(09) 375 5998
Email: enquiries@linkmarketservices.co.nz
Legal advisors
DLA Piper New Zealand
50-64 Customhouse Quay
Wellington 6140
New Zealand
www.dlapiper.com/en/newzealand/
Third Age Health Services Ltd
P O Box 303 387, North Harbour
Auckland 0751
thirdagehealth.co.nz
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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