AFC releases Annual Report for the year ended 31 March 2022

AFC GROUP HOLDINGS LIMITED
ANNUAL REPORT 2022
FOR THE YEAR ENDED 31 MARCH 2022

AFC GROUP HOLDINGS LIMITED
ANNUAL REPORT CONTENTS
FOR THE YEAR ENDED 31 MARCH 2022
Page
Directors' Profiles
2
Directors' Report
3
Corporate Governance Statement4 - 5
AFC Longview Limited6
AFC International Trading Group Limited 7
National Dairy Group Limited 8
AFC Biotechnology Manufacture Co Limited 9
AFC GoGlobal Ecommerce Limited 10
AFC Education Investment Limited 10
Financial Statements 11
Consolidated Statement of Comprehensive Income 12
Consolidated Statement of Changes in Equity 13
Consolidated Statement of Financial Position 14
Consolidated Statement of Cash Flows15
Notes to the Consolidated Financial Statements 16 - 52
Independent Auditor's Report53 - 55
Shareholder and Statutory Information56 - 58
Corporate Information59
AFC Group Holdings Limited Annual Report 2022
Page 1

AFC GROUP HOLDINGS LIMITED
QIANG LI
ZILEI WANG
JINGWEI MA
Mr. Zilei Wang graduated from Shanghai
International Studies University, where he
obtained a Master Degree of Arts in English
Language and Literature. He is a member of The
Chinese Institute of Certified Public Accountants
(CICPA) and has business experience in
corporate finance, cross-border mergers and
acquisitions, corporate governance and financial
management in New Zealand. He sits on the
Board of several private companies in New
Zealand.
Mr. Wang joined AFC in 2018 and is an
Independent Director of AFC Group Holdings
Limited, and member of the Audit and Risk
committee.
DIRECTORS' PROFILES
YANG XIA
BO XIAN CAO
Mr. Bo Xian Cao is a Chinese National and a
New Zealand Citizen. He moved to New Zealand
in 1994 and he has over 22 years business
experience in China and New Zealand. He has
held various executive positions in export related
sectors specifically primary industries (including
Hydroponics) and Skin Care industries. Mr. Cao
has developed skills in trading between New
Zealand and Asian countries specialising in
Hong Kong and China.
Mr. Cao joined AFC in 2016 and he is currently
the director of AFC Group Holdings Limited, and
Chairman of the Audit and Risk committee.
Yang Xia is a Chinese National with more than
30 years of experience in commerce and
finance. Prior to starting his own business, he
held management and leadership roles in the
Chinese Government’s finance department and
in major nationally owned Chinese companies.
He is a former director general of the Anhui
Chaohu Foreign Trade and Economic Relations
Commission. He currently holds directorships in
various Chinese companies spanning a range of
industries.
In 2007 Mr Xia formed his own investment
company, Guangdong Yinrui Investment &
Management Company. While a majority of his
investments are in China, he has also invested in
a chemical company in Thailand. Mr Xia is
currently in the process of expanding his
investment activities into Australia and New
Zealand having founded NZ Silveray Group
Limited in February 2014.
Ms Jingwei Ma was appointed director of AFC
Group Holdings Limited on 29 March 2021. Ms
Jingwei Ma graduated from Japan Aichi
University in 2010, major in International
Relations. She is a visionary entrepreneur who
owns a business in the education sector and
operates two female fitness clubs in Xi’an China.
Both of her businesses have achieved
remarkable results.
Ms Ma has brought her governance expertise
and trading channels to AFC to stimulate the
international trade sector.
Mr. Qiang Li had more than 10 years’ experience
in the health industry before he came to New
Zealand in 2001 to study for his MBA
qualification. He joined GMP Dairy Limited in
2004. He gained experience in research and
development, purchasing and production
department. He’s also promoted New Zealand
health products into the Chinese market
successfully while he was working with GMP. He
joined the GMP management group in 2010, and
during that time promoted the “KAWALA” brand
of milk products into the Chinese market.
Mr. Li joined AFC in 2016 and is an Independent
Director of AFC Group Holdings Limited, and
member of the Audit and Risk committee.
AFC Group Holdings Limited Annual Report 2022
Page 2

AFC GROUP HOLDINGS LIMITED
AFC Group Holdings Limited
1.
2.
3.
4.
5.
AFC Longview Limited (“AFCLV” and “Longview Estate”)
1.
2.
3.
4.
5.
AFC Biotechnology Manufacture Co Ltd (“AFCBIO”)
1.
2.
3.
DIRECTORS' REPORT
The spread of COVID-19 has severely impacted many local economies around the globe. In New
Zealand, businesses have been forced to cease or limit operations for long or indefinite periods of time.
Measures taken to contain the spread of the virus, including travel bans, quarantines, social distancing,
and closures of non-essential services have triggered significant disruptions to businesses, resulting in
an economic slowdown.
The fiscal year 2022 has been a challenging year for AFC Group Holdings Limited and its subsidiaries
("AFC"). But with the relaxation of control measures (e.g. gradual opening of borders), it is believed that
the situation will improve. Meanwhile, ACF has been actively and continuously taking various measures
to deal with various challenges.
In summary, by taking various measures to increase sales and save costs, the AFC Group will continue
to work hard to enable future revenue growth and return value to our shareholders in the 2023 fiscal year.
While the company is developing itself, it will also be a good messenger of investment and trade between
New Zealand and China. By fulfilling the corporate social responsibilities and obligations of a locally listed
company, AFC is aiming to contribute to the happiness of the people of New Zealand and China.
AFC is prepared to cut down its costs through office space integration.
Independent directors of AFC will continue to take a 30% reduction in remuneration. Other
directors will voluntarily receive no director fees.
AFC attended the 4th China International Import Expo (CIIE) to promote the group and products.
AFC employed more senior personnel who can bring sales and profit to the group.
AFC is helping and providing more opportunities for New Zealand small and medium enterprises to
enter the Chinese market, AFC Group has actively participated in the China (Anhui) 5G
International Food City and the "EFOODLINE" global e-commerce platform.
AFCLV continues to maintain its pricing strategy and marketing campaign. The pricing strategy and
marketing campaign is allowing more people to gain access to the White Diamond Wine.
Longview Estate actively participated in different wine exhibitions, such as Winetopia and NZ WINE
Roadshows, to promote wine and increase sales.
AFCLV is committed to developing export markets through launching of marketing campaigns and
increase of online sales channels in China.
Longview Estate has taken actions to cut costs, such as better work schedules organisation and
people management.
AFCBIO will increase the use of online distribution channels in 2023 fiscal year, which include
continuously using the shoppertainment to promote masks, Jingdong, Wei Pin Hui and Staff Live
Stream on Tmall.
The re-opening of borders will bring more customers to AFCBIO, thus generate more sales.
AFCBIO is prepared to outsource its inventory storage to a third party. This will cut down the rental
fee of warehouse and other ancillary costs, such as electricity and monitoring fee.
Longview Estate intends to revaluate its land. It will be a change of accounting policies from
historical value to fair value.
AFC Group Holdings Limited Annual Report 2022
Page 3

AFC GROUP HOLDINGS LIMITED
Meetings
Attended
Meetings Held
Yang Xia
44
44
Qiang Li
44
Zilei Wang
44
44
AUDIT COMMITTEE
Yang Xia
Qiang Li
Zilei Wang
FemaleMale FemaleMale
Directors1414
Officers2231
The Board of Directors (“the Board”) of AFC Group
Holdings Limited (“AFC” or “the Company”)
recognises the need forstrong corporate
governance practices and has adopted a
comprehensive corporate governance code.
The Board believes that the corporate governance
structures and practices encourage the creation of
value for AFC shareholders whilst ensuring the
highest standards of ethical conduct and providing
accountability and control systems commensurate
with the risks involved.
ROLE AND COMPOSITION OF THE BOARD
The Board is responsible for the direction and
control of AFC and is accountable to shareholders
and others for AFC’s performance and its
compliance with applicable laws, regulations and
standards.
AFC offers shareholders an experienced Board with
skills across a number of industries and disciplines.
The AFC Constitution requires a minimum of three
Directors. The Board elects a Chairman whose
primary responsibility is the efficient functioning of
the Board.
For 31 March 2022, the Board comprised of the
following directors:
Jingwei Ma
Bo Xian Cao
Independent
CORPORATE GOVERNANCE STATEMENT
The Board met 4 times during the year and received
papers, including regular reports from management,
to read and consider before each meeting. The Board
is provided at all times with accurate timely
information on all aspects of AFC’s operations and is
kept informed of key risks to AFC on a continuing
basis.
In addition, the Board meets whenever necessary to
deal with specific matters needing attention between
scheduled meetings, including a number of meetings
to consider various opportunities. These meetings are
not included in the numbers below.
Board Members
Bo Xian Cao
The AFC Audit Committee has been established to
focus on audit and risk management and specifically
addresses responsibilities relative to financial
reporting and regulatory conformance.
The Audit Committee is accountable for ensuring the
performance and independence of the external
auditors and also makes recommendations to the
Board.
The Audit Committee held and attended 4 meetings
during the year and comprised of the following
members:
Bo Xian Cao (Chairman)
Qiang Li
Zilei Wang
ETHICAL CONDUCT
AFC has adopted a policy of business ethical conduct
that is designed to formalise its commitment to high
standards of ethical conduct and to provide all
Directors and representatives with clear guidance on
those standards. These are governed by its Code of
Ethics, Conflicts of Interest Policy and its Insider
Trading Policy.
Jingwei Ma
Profiles of the individual Directors can be found on
page 2.
20222021
Non-Executive (Chair)
Non-Executive
Non-Executive
Independent
AFC Group Holdings Limited Annual Report 2022
Page 4

AFC GROUP HOLDINGS LIMITED
CORPORATE GOVERNANCE STATEMENT CONTINUED
OTHER COMMITTEES
SHAREHOLDER INFORMATION
The Board recognises the importance of providing
comprehensiveandtimelyinformationto
shareholders.
AFC maintains a website for shareholders,
www.afcnz.com.Shareholderreports,market
announcements, copies of Annual Reports,
presentations, press releases and news articles, as
well as performance data, are posted on the
website.
AFC’s Code of Ethics details the ethical and
professional behavioural standards required of the
Directors and other officers. The code also provides
the means for proactively addressing and resolving
potential ethical issues.
The Conflicts of Interest Policy details the process to
be adopted for identifying conflicts of interest and
the actions that should be taken.
The Code of Ethics and Conflicts of Interest Policy
are available for the shareholders upon request.
Due to the importance of nomination and
remuneration matters the Board as a whole
addresses these and consequently there is no
separate Nomination or Remuneration Committee.
AFC Group Holdings Limited Annual Report 2022
Page 5

AFC GROUP HOLDINGS LIMITED
AFC LONGVIEW LIMITED
Longview Estate was established by the Vuletich family in 1969. Longview Estate Wines pioneered wine-growing
in Whangarei. Longview is the oldest commercially operating vineyard in northern New Zealand with a total area
of 4.22 hectares of vines. The Winery produces a series of wines with annual output of 16,000 litres. Varieties
include Merlot, Cabernet Franc, Malbec, Syrah, Chardonnay, White Diamond and Gewürztraminer. The major
wines are Reserve Gewurztraminer, Chardonnay, White Diamond, Merlot Cabernet Franc Malbec-Syrah and
Gumdiggers Port. White Diamond is the unique product in New Zealand. White Diamond grapes produce a
sweet fragrant, fruity wine, with an intense grape flavour. “Once tasted never forgotten”.
AFC Group Holdings Limited Annual Report 2022
Page 6

AFC GROUP HOLDINGS LIMITED
AFC INTERNATIONAL TRADING GROUP LIMITED
AFC International Trading Group Limited (AFCIT) was setup to purchase products in New Zealand and
export these to China. The company is involved in sourcing food products, health supplement products and
cosmetic products. The Company has not purchased any new products and continued to sell the remaining
products during the year.
AFC Group Holdings Limited Annual Report 2022
Page 7

AFC GROUP HOLDINGS LIMITED
NATIONAL DAIRY GROUP LIMITED
National Dairy Group Limited (NDG) is involved in research and development, manufacturing and
management. All NDG products pass the qualification of GMP (Good Manufacturing Practice) in New
Zealand. NDG is a wholly owned subsidiary of AFC Group Holdings Limited (AFC), NDG owns the “ Morning “
brand plus other brands. Its products are sold across New Zealand, Australia and China. NDG promotes
natural health and scientific nutrition so it is able to provide its customers with high quality health food. The
company has not traded and have not performed any research and development activities during the year.
AFC Group Holdings Limited Annual Report 2022
Page 8

AFC GROUP HOLDINGS LIMITED
AFC Biotechnology Manufacture Co Limited started production in July 2016. The designed annual capacity of
the production line is 7 million sheets of cosmetic facial mask. With the most advanced face mask production
line in New Zealand, the company adopts GMP standard and operates in a dust-free work shop. The Company
sells both in New Zealand and exports primarily to China.
AFC BIOTECHNOLOGY MANUFACTURE CO. LIMITED
AFC Group Holdings Limited Annual Report 2022
Page 9

AFC GROUP HOLDINGS LIMITED
AFC EDUCATION INVESTMENT LIMITED
AFC Education Investment Limited (AFCEI) was established to acquire and reconstruct for educational
institutes. It integrates the educational resources and models of studying abroad between China and New
Zealand. The company was not trading during the year.
AFC GOGLOBAL ECOMMERCE LIMITED
GoGlobal is designed to be a platform which specialises in the sale of quality New Zealand and Australian
products to China. This easy to use international platform allows producers and retailers to access the vast
Chinese market with ease. The sellers can control their own prices, inventory, and all other aspects of the
marketing and sales process from New Zealand. The company was not trading during the year.
AFC Group Holdings Limited Annual Report 2022
Page 10

AFC GROUP HOLDINGS LIMITED
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022

AFC GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2022
20222021
Notes
NZ$ NZ$
Operating Revenue2 415,023 646,910
Cost of Sales(383,971)(894,258)
Gross profit31,052 (247,348)
Other Income2
245,620 307,144
Expenses
Selling and Distribution Expenses3 (45,019)(156,023)
Administration Expenses3
(886,156)(945,238)
Reversal/(Impairment loss) on trade receivables9 (176)276
(654,679)(1,041,189)
Finance Income
2
2 8
Finance Expense
3
(87,662)(69,337)
Gain on Lease Modification
13 31,506 -
Impairment on Property, Plant and Equipment
12 (27,592)(161,333)
(83,746)(230,662)
Loss before income tax(738,425)(1,271,851)
Income tax expenses4 - -
Loss for the year(738,425)(1,271,851)
Other comprehensive income
- -
Total comprehensive loss for the year(738,425)(1,271,851)
Loss and total comprehensive loss attributable to:
Equity holders of the parent(410,219)(632,463)
Non-controlling interest
7
(328,206)(639,388)
(738,425)(1,271,851)
Loss per share:
Basic and Diluted Earning per share in NZ$
5
(0.00011)(0.00017)
Operating loss
The financial statements are to be read in conjunction with the notes to the financial statements set out on pages 16 to 52.
AFC Group Holdings Limited Annual Report 2022
Page 12

AFC GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2022
Notes
Issued
Share
Capital
Accumulated
Losses
Equity
Holders of
the Parent
Non-
Controlling
Interests
Total
NZ$ NZ$ NZ$ NZ$ NZ$
Balance as at 1 April 202028,679,503 (26,318,018) 2,361,485 201,681 2,563,166
Net loss for the financial year
7
-(632,463) (632,463) (639,388) (1,271,851)
Other comprehensive income-----
Total comprehensive loss
-(632,463) (632,463) (639,388) (1,271,851)
Balance as at 31 March 202128,679,503 (26,950,481) 1,729,022 (437,707) 1,291,315
Net loss for the financial year
7
-(410,219) (410,219) (328,206) (738,425)
Other comprehensive income-----
Total comprehensive loss
-(410,219) (410,219) (328,206) (738,425)
Balance as at 31 March 202228,679,503 (27,360,700) 1,318,803 (765,913) 552,890
The financial statements are to be read in conjunction with the notes to the financial statements set out on pages 16 to 52.
AFC Group Holdings Limited Annual Report 2022
Page 13

AFC GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2022
Notes
SHAREHOLDERS EQUITY
Issued share ca
p
ital
Accumulated losses
Total Equity attributable to shareholders of the company
Non-controlling Interest
Total shareholders funds
Represented by:
CURRENT ASSETS
Cash and cash equivalents
Trade, other and related party receivables
Inventories
Prepayments and other current assets
Total current assets
NON.CURRENT ASSETS
Property,
p
lant and equipment
Right-of-use assets
Intangible assets
Total non-current assets
Total assets
CURRENT LIABILITIES
Trade, other and related pa
rty
payables
Lease liabilities
Total current liabilities
NON-CURRENT LIABILITIES
Borrowin
g
s
Lease liabilities
Total non-current llabllltles
Total llabllltles
Net assets
For and behalf of the Board, dated _______ _
Yang Xia
Bo Xian Cao
Director
Director
6
7
8
9
11
10
12
13
15
16
13
17
13
2022
NZ$
28,679,503
(27,360,700)
1,318,803
(765,913)
552,890
14,451
8,943
352,162
49,005
424,561
1,431,194
9,553
708
1,441,455
1,866,016
1,248,492
11,234
1,259,726
53,400
53,400
1,313,126
552,890
2021
NZ$
28,679,503
(26,950,481)
1,729,022
(437,707)
1,291,315
3,375
181,781
491,874
76,838
753,868
1,488,055
494,463
858
1,983,376
2,737,244
866,581
164,768
1,031,349
53,400
361,180
414,580
1,445,929
1,291,315
The financial statements a
to be read in conjunction with the notes to the financial statements set out on pages 16 to 52.
AFC Group Holdings Limited Annual Report 2022
Page 14
28/06/2022

AFC GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2022
20222021
Notes
NZ$ NZ$
Cash flows from operating activities
Cash was received from:
Receipts from customers 461,947 766,310
Receipts from related parties142,533 238,279
Interest received2 8
Other receipts251,757 300,216
Cash was applied to:
Payments to suppliers and employees(894,403) (1,463,836)
Payments to related parties- -
Interest paid(56,122)(25,592)
Lease interest
13
(31,541)(43,745)
Net cash outflow from operating activities
18
(125,827)(228,360)
Cash flows from investing activities
Cash was received from:
Proceeds from disposal of property, plant and equipment
-
1,739
Cash was applied to:
Purchase of property, plant and equipment
12
(4,403)-
Net cash inflow/(outflow) from investing activities(4,403)1,739
Cash flows from financing activities
Cash was received from:
Proceeds from borrowings
17
- 53,400
Received from related parties312,210 123,853
Cash was applied to:
Payments for lease liabilities principal
(164,769)(152,090)
Net cash inflow from financing activities147,441 25,163
17,211 (201,458)
Foreign currency translation adjustment
(6,135)6,928
Cash and cash equivalents at the beginning of the year
3,375 197,905
Cash and cash equivalents at the end of the year
8
14,451 3,375
Net decrease in cash and cash equivalents
The financial statements are to be read in conjunction with the notes to the financial statements set out on pages 16 to 52.
AFC Group Holdings Limited Annual Report 2022
Page 15

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES
REPORTING ENTITY
1.1Statement of compliance
1.2 Basis of preparation
Fair value measurement
For financial reporting purposes, ‘fair value’ is the price that would be received to sell an asset, or paid to
transfer a liability, in an orderly transaction between market participants (under current market conditions)
at the measurement date, regardless of whether that price is directly observable or estimated using
another valuation technique.
When estimating the fair value of an asset or liability, the entity uses valuation techniques that are
appropriate in the circumstances and for which sufficient data are available to measure fair value,
maximising the use of relevant observable inputs and minimising the use of unobservable inputs. Inputs to
valuation techniques used to measure fair value are categorised into three levels according to the extent to
which the inputs are observable:
AFC Group Holdings Limited (the “Company”) is a company incorporated and domiciled in New Zealand and
registered under the Companies Act 1993. The Company is listed and its ordinary shares are quoted on the NZX
main board equity security market (NZX main market) and the addresses of its registered office and principal place of
business are disclosed in the Corporate Information section of this report. The Company is an FMC Reporting Entity
undertheFinancialMarkets ConductAct 2013and its financial statements comply withthe Companies Act 1993and
the Financial Markets Conduct Act 2013.
The consolidated financial statements of AFC Group Holdings Limited for the year ended 31 March 2022 comprise
the Company and its subsidiaries (together referred to as the "Group"). For the purposes of complying withgenerally
accepted accounting practice in New Zealand ("NZ GAAP"), the Group is a for-profit entity.As a listed company, the
Group is considered a Tier One entity. The principal activity of the Company and the Group is to produce,
manufacture and purchase food, health, and cosmetic products for distribution in New Zealand and the Chinese
markets. The Group also operates in the winery and vineyard industry which has manufacturing operations.
These financial statements have been prepared in accordance with NZ GAAP. They comply with New Zealand
equivalents to International Financial Reporting Standards and other applicable Financial Reporting Standards ("NZ
IFRS"), as applicable to the Group as a profit oriented entity. These financial statements also comply with
International Financial Reporting Standards ("IFRS").
The consolidated financial statements were approved and authorised for issue by the directors on
_______________. The directors are not able to amend the financial statements after issue.
The consolidated financial statements are prepared on a cost basis except for biological produce which has been
measured at fair value. The preparation of financial statements in conformity with NZ IFRS and IFRS requires the
use of certain critical accounting estimates and assumptions. It also requires management to exercise its judgement
in the process of applying the group’s accounting policies. The areas involving a higher degree of judgement or
complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are
disclosed in note 1.23.
The consolidatedfinancialstatements for theGroup are presentedinNewZealanddollars($), whichis thefunctional
currency of all entities within the Group. All financial information has been rounded to the nearest dollar unless
otherwise stated.
AFC Group Holdings Limited Annual Report 2022
Page 16
28/06/2022

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.3 New accounting standards adopted
1.4Basis of consolidation
1.5Intangible assets
1.6Going concern
• Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the
entity can access at the measurement date.
• Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the
asset or liability, either directly or indirectly.
• Level 3 inputs are unobservable inputs for the asset or liability.
The consolidated financial statements have been prepared on a going concern basis. The Group incurred a net loss
for the year of $738,425. At 31 March 2022, the Group's current liabilities exceeded its current assets by $835,165
and had positive equity of $552,890. The Group has suffered reduced sales in FY2022 due to the Covid-19
pandemic and has taken steps manage the business accordingly.
Profitorlossandeach componentofother comprehensive income ("OCI")areattributedtothe equityholders ofthe
parent oftheGroupandtothe non-controlling interests, evenif this resultsin the non-controlling interests having a
deficit balance. The financial statementsofsubsidiariesare preparedfor the same reportingperiod asthe
Company, using consistent accounting policies.Allintra-group assetsandliabilities,equity, income, expensesand
cash flows relating to transactions between members of the Group are eliminated in full on consolidation.
TheGrouptreats transactions with non-controlling interestsastransactions with equity ownersoftheGroup.For
purchases from non-controlling interests, the difference betweenanyconsiderationpaid andthe relevant share
acquiredofthe carrying valueof netassetsofthe investeeis recordedinequity.Gainsorlossesondisposalsto
non-controlling interests are also recorded in equity.
Thereare no newstandards, amendmentstostandards,orinterpretationstoexisting standards, that haveany
impact on the Group for the year ended 31 March 2022.
When theGrouphasless than a majorityofthe votingorsimilar rightsof aninvestee, theGroupconsidersall
relevant facts and circumstances in assessing whether it has power over an investee, including:
- The contractual arrangement with the other vote holders of the investee;
- Rights arising from other contractual arrangements; and
- The Group’s voting rights and potential voting rights.
The consolidated financial statements comprise the financial statementsofthe Companyandits subsidiariesas at
31March2022.Subsidiariesarethose entities over which theGrouphascontrol. Controlisachieved when the
Groupisexposed,or hasrights,tovariable returns from its involvement with the investeeand hasthe abilityto
affect those returns through its power over the investee.
TheGroupre-assesses whetheror notit controlsaninvesteeif factsandcircumstances indicate that thereare
changestoone ormoreofthe three elementsofcontrol. Consolidationof aninvesteebeginswhen theGroup
obtains control over the investeeandceases when theGrouploses controlofthe investee. Assets,liabilities,
incomeandexpensesof aninvestee acquiredordisposedof duringthe yearareincludedinthe statementof
comprehensive income from the date theGroupgainscontrol until the date theGroupceasestocontrol the
investee.
Intangible assets compriseoftrademarks. Trademarksarecarriedatcost lessanyaccumulated amortisation.
Trademarks have a finite useful lifeof 10yearsandtheGroupamortises these using the straight-line method over
10 years. Trademarks are recognised in the statement of financial position at cost less accumulated amortisation.
AFC Group Holdings Limited Annual Report 2022
Page 17

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.6Going concern (continued)
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
1.7Revenue
Sale of goods - Contracts with customers
The conditions noted above indicate the existence of a material uncertainty about the Group’s ability to continue as
a going concern.
As disclosed in note 19 there are related party payables of $968,153. It has been agreed that payment of
these will be deferred until such time as the group has the liquidity to settle these liabilities.
Detailed budgets for the two operational segments have been prepared which supports the going concern
assumption.
The key estimate in the budgets is the expected level of sales volumes of wine and cosmetic face masks.
In May 2022 two exporting contracts to sell $648,000 of wine were signed . Another contract to sell $57,000
of face masks to China was signed. There will be other such expected contracts in FY2023.
The Group has significantly revised its domestic pricing strategy on the core product, White Diamond wine,
which has already lead to significantly increasing sales volumes at a positive Gross Margin. The contracts
signed can be served as an evidence.
Sales of cosmetic face masks in New Zealand have been negatively affected by the closure of borders in
previous years. The re-openning of borders is believed to reverse the downward trend of domestic sales.
Meanwhile, the Group has created new distribution channels in China, its primary market for the product.
Based on the current stages of negotiations with customers, the Directors are anticipating sales in FY2023
on similar levels of pre-Covid sales in FY2018 and FY2019.
The key factors the Directors considered in determining that the Going Concern assumption was appropriate
include the following:
There is minimal external debt and no externally imposed capital requirements.
In response to the Covid-19 pandemic, the Group has reduced the fixed cost base of the business. This has
been achieved with the reduction in Directors fees and reduction in staff levels. The Group is prepared to
outsource its inventory storage and integrate its office space, which will significantly reduce the rental
expenditure of warehouse and other other ancillary costs.
The Group has significant property at Longview vineyard which includes three residential housing units. This
property is unencumbered. The Directors consider that this property could be utilised to raise debt from a
major New Zealand bank if liquidity needs required it. They do not forecast that this will be necessary in the
foreseeable future.
The Group has considerable stocks of Finished Goods which will convert to positive cash inflows when
settled by sale, with little or no cash outflow required.
Revenue from contracts with customersis recognised when thegoods aredeliveredtotheport ofdeliveryandhave
been accepted by the customer.
TheGroupgenerates revenue primarily from the saleofwineandDDmaskstoits customers. Other sourcesof
revenue include interest income and rental income.
For contracts that permit the customertoreturnanitem, revenueisrecognisedtothe extent thatit ishighly
probablethat a significant reversalinthe revenue recognised willnotoccur. The amountofrevenue recognisedis
adjusted for expected returns basedonhistorical dataandtrends for returns. TheGroupreviews its estimateof
expected returns at each reporting date.
TheGrouprecognises revenueunderNZIFRS15when a customer obtains controlofthe goods. TheGroup
recognises revenuetodepict the transferofproductstocustomersinanamount that reflects the considerationto
which the entity expects to be entitled to in exchange for those goods or services.
AFC Group Holdings Limited Annual Report 2022
Page 18

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.7Revenue (continued)
Interest income
Government grant
1.8Foreign currency
1.9Inventories
Interest income is accrued on a time apportionedbasis, byreference to the principaloutstanding 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.
Grant income is recognised as revenue when it becomes receivable unless the Group has a liability to repay the
grant if the requirements of the grant are not fulfilled. A liability is recognized to the extent that such conditions are
unfulfilled at the end of the reporting period and is released to revenue as the conditions are fulfilled.
Transactions in foreign currencies are translated to the functional currency of the Group at exchange rates at the
dates of the transactions.
Included within the cost of inventory is the fair value of the grapes (agricultural produce) at the time the grapes are
harvested. At the point of harvest, the harvest of grapes qualifyas agricultural produce under NZ IAS 41: Agriculture
and are recorded at fair value at that date. The fair value at point of harvest becomes the basis of cost when
accounting for inventories.
Growing Costs: Harvesting of the grape crop is ordinarily performed in late March. Costs incurred in growing the
grapes including anyapplicable harvest costs, are initiallyallocated into the cost of inventoryas part of the total cost
to acquire and grow the agriculturalproduce. At the point of harvest, a fair valueadjustment is made so that the cost
per tonne is adjusted to fair value in accordance with NZ IAS 41: Agriculture and NZ IFRS 13: Fair Value
Measurement. Anydifference between cost and fair value is included withinthe statement of comprehensive income
as cost of sales.
Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the
functional currency at the exchange rate at the date. The foreign currency gains or loss on monetary items is the
difference between amortised cost in the functional currency at the beginning of the year, adjusted for effective
interest and payments during the year,and the amortised cost in foreign currency translated at the exchange rate at
the end of year.
The Directors’ assessment of the value is determined after reviewing and comparing the market price with the cost
and as a result of this, the carrying value of some inventories have been written down to estimated net realisable
value. The total amount of the provision written off to profit or loss at 31 March 2022 was $273,920 (31 March 2021:
$335,809).
The valuation of inventory is determined under the principle of lower of cost or net realisable value. The cost of
inventories is based on the first in first out principle, and includes expenditure incurred in acquiring the inventories
and bringing them to their existing location and condition. Net realisable value is the estimated selling price in the
ordinary course of business, less the estimated costs of completion and selling expenses.
Rental
Rental Income is recognised as income on a straight-line basis over the term of the lease.
AFC Group Holdings Limited Annual Report 2022
Page 19

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.10Leases
The Group as a lessee
Lease Liabilities
The Group as a lessor
1.11Cash and cash equivalents
1.12Employee benefits
Right-of-use assets
A right-of-use asset is recognisedat thecommencement dateof a lease. The rightof useasset ismeasured atcost,
which comprises the initial amount of the lease liability,adjusted for, as applicable, any lease payments made at or
before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except
where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing
the underlying asset, and restoring the site or asset.
Provision is made for benefits accruing to employees in respect of wages and salaries, annual leave and sick leave
whenitis probablethatsettlement willbe requiredandtheyare capableof beingmeasured reliably.Provisionsmade
in respect of employee benefits are measured at their nominal values using the remuneration rate expected to apply
at the time of settlement.
Cash and cash equivalents comprise cash on hand and cash in bank.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated
usefullifeof theasset,whicheveristheshorter. Where theGroupexpects toobtainownershipof theleasedassetat
the end of the lease term, the depreciationis over its estimated useful life. Right-of-use are subject to impairment or
adjusted for any remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases
with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to
profit or loss as incurred.
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the
present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit
in the lease or, if that rate cannot be readily determined, the group’s incremental borrowing rate. Lease payments
comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on and index
or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when
the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable
lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are
remeasured if there is a change in the following: future lease payments arising from a change in the index or a rate
used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease is
remeasured, an adjustment is made to the corresponding right-of-use asset, or to profit or loss if the carrying amount
of the right-of-use asset is fully written down.
Rental Income from operating leases is recognised as income on a straight-line basis over the period of the lease.
AFC Group Holdings Limited Annual Report 2022
Page 20

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.13Financial assets
Financial assets at amortised cost
1.14Financial Liabilities
Financial liabilities at amortised cost
Interest and dividends
Related party payables
1.15Equity
1.16Goods and services tax (“GST”)
The Group measures debt assets at amortised cost as the Group holds the financial assets for the collection of the
contractual cash flows, and the contractual cash flows under the instrument solely represent payments of principal
and interest. All other debt and equityinstruments including investments in equityinvestments are recognised at fair
value.
Interestanddividendsareclassifiedasexpensesor asdistributionsof profit consistentwiththestatement of financial
position classification of the related debt or equity instruments or component parts of compound instruments.
Trade and other payables are initially measured at fair value less transaction costs and subsequently carried at
amortised cost and due to their short term nature they are not discounted. They represent liabilities for goods and
services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group
becomes obliged to make future payments in respect of the purchase of these goods and services.
Transaction costs arising on the issue of equity instruments are recognised directly in equity as a reduction of the
proceeds of the equity instruments to which the costs relate. Transactions costs are the costs that are incurred
directly in connection with the issue of those equity instruments and which would not have been incurred had those
instruments not been issued.
Revenue,expenses, assets and liabilitiesare recognised net of the amount of goods and services tax (GST), except
for receivables and payables, which are recognised inclusive of GST.
Share capital is classified as equity when the amount represents a residual interest. Incremental costs directly
attributable to the issue of new shares or warrants are shown in equity as a deduction, net of tax, from the proceeds.
When shares recognised as equity are repurchased, the amount of the consideration paid, which includes directly
attributable costs is recognised as a deduction from equity. Repurchased shares are classified as treasury shares.
When treasuryshares are soldor reissued subsequently,theamount receivedis recognisedas an increase inequity
and the resulting surplus or deficit on the transaction is presented within share premium.
Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs and are
subsequently measured at amortised cost using the effective interest method.
Trade, other and related party receivables are amounts due from customers and related parties in the ordinary
course of business. The Group holds the trade, other and related party receivables with the objective to collect the
contractual cash flows and therefore subsequently measures them at amortised cost using the effective interest
method.
AFC Group Holdings Limited Annual Report 2022
Page 21

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.17Income tax
1.18Property, plant and equipment
Recognition and measurement
Subsequent costs
Depreciation
not depreciated
0% - 2% Diminishing Value
40% - 50% Diminishing Value
20% Diminishing Value
10% - 40% Diminishing Value
20% - 30% Diminishing Value
Fixture and Fittings and Office Equipment 8% - 20% Diminishing Value
7.5% Diminishing Value
Items of property, plant and equipment are measured at cost less accumulated depreciation and any impairment
losses.
Grape Vines / Bearer Plants
Land & Land Improvements
Taxation expense comprises both current and deferred tax.
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the
item if it is probablethat the future economic benefits embodied withinthe part willflow to theGroup andits cost can
be measured reliably. The costs of the day-to-day servicing of property, plant and equipment are recognised in the
profit and loss component of the consolidated statement of comprehensive income as incurred.
Cost includes expenditure that is directlyattributableto the acquisition of the asset. In the event that settlement of all
or partof thepurchase considerationis deferred,cost isdetermined bydiscountingtheamounts payableinthefuture
to their present value as at the date of acquisition.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as
separate items (major components) of property, plant and equipment.
Deferred tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be available
against which deductible temporary differences or unused tax losses and tax offsets can be utilised.
Buildings
Leasehold Improvements
Computer Equipment
Depreciation is recognised in the consolidatedstatement of comprehensive income to writeoff the cost of an item of
property, plant and equipment over its expected useful life, at the following rates:
Current tax is the expected tax payable on the taxable income for the financial year, using tax rates enacted or
substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Income tax is recognised in the Income Statement except when it relates to items that are recognised directlyunder
other comprehensive income, in which case the income tax is recognised in other comprehensive income.
Plant & Equipment
Deferred tax is accounted for using the balance sheet method, providing for temporary differences between the
carrying values of assets and liabilities in the financial statements and the corresponding tax base of these items.
Deferred tax is determined using tax rates and regulations enacted at the balance sheet date in New Zealand, which
is the jurisdiction the Group operates and generates taxable income in.
Motor Vehicles
AFC Group Holdings Limited Annual Report 2022
Page 22

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.18 Property, plant and equipment (continued)
1.19 Biological Assets
1.20Impairment of assets
Financial assets
Non-financial assets
At each reporting date the Group reviews the carrying amounts of its tangible and intangible assets to determine
whetherthereisanyindicationthatthose assets havesuffered an impairment loss. If anysuchimpairment exists,the
recoverable amount of the asset is estimated to establish the impairment loss, if any.
Biological assets consist of grape fruit bunches. The Group grows and purchases grapes to use in the production of
wine, as part of normal operations. Grapes are normally harvested between March and May each year. The grapes
harvested and purchased are adjusted to fair value at the point of harvest after taking into consideration of various
market factors, as well as reviewing the district average pricing report for grapes of similar quality and variety. Any
adjustment to bring the cost of sales to fair value is recognised in inventory and cost of sales.
When a trade receivable is uncollectible, it is written off against the allowance account. Subsequent recoveries of
amounts previously written off are credited against the allowance account. Changes in the carrying amount of the
allowance account are recognised in profit or loss.
In determinig theexpected credit losses, theGroup is requiredto look at howcurrent andfuture economic conditions
impact the amount of loss and calculate a probability-weightedestimate of credit losses over the expected life of a
Financial Instrument.
For financial assets carried at amortised cost, the amount of the impairment is the difference between the asset’s
carrying amount and the present value of estimated future cash flows, discounted at the original effective interest
rate. The carryingamount of the financial asset is reduced bythe impairment loss directlyfor all financial assets with
the exception of loan and trade receivables where the carrying amount is reduced through the use of an allowance
account.
If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively
to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed
through profit or loss to the extent thecarryingamount of theinvestment at the datethe impairment is reversed does
not exceed what the amortised cost would have been had the impairment not been recognised.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is
greater than its estimated recoverable amount. The useful lives and residual values are reviewed annually.
For trade, other and related party receivables, the group applies the NZ IFRS 9 simplified approach in measuring
expected credit losses which uses a lifetime expected loss allowance for all trade receivables and contract assets.
The Group also considers other forward looking economic factors in determining the impairment of trade, other and
related party receivables.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains or
losses are included in the profit and loss component of the consolidated statement of comprehensive income.
AFC Group Holdings Limited Annual Report 2022
Page 23

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.20Impairment of assets (continued)
1.21Earnings per share
1.22Cash Flows
The following are the definitions used in the consolidated statement of cash flows:
1.23 Critical accounting judgments and key sources of estimation uncertainty
Cash and cash equivalents are short term, highly liquid investments that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value.
Operating activities are the principal revenue-producing activities of the Group and other activities that are not
investing or financing activities.
Investing activities are the acquisition and disposal of long-term assets not included in cash and cash equivalents.
Financing activities are activities that result in changes in the size and composition of the contributed equity and
borrowings of the Group.
TheGrouppresents basicanddilutedearnings pershare(EPS)data for itsordinaryshares. BasicEPSis
calculatedbydividing the profitorloss attributabletoordinaryshareholdersofthe Companybythe weighted
average number of ordinary shares outstanding during the period.
DilutedEPSisdeterminedbyadjusting the profitorloss attributabletoordinaryshareholdersandthe weighted
average numberof ordinaryshares outstanding for the effectsof alldilutive potentialordinaryshares, which
comprises of warrants.
Indeterminingandapplying accounting policies, judgementis oftenrequiredin respectofitems where the choiceof
specific policy, accounting estimateorassumptiontobefollowed could materially affect the reported resultsor net
asset position of the Group should it later be determined that a different choice would be more appropriate.
If the recoverable amountof anassetis estimatedtobeless than its carrying amount, the carrying valueis reduced
tothe recoverable amount.Animpairment lossis recognisedin profitorloss immediately, unless the relevant asset
is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
TheGrouppreparesits consolidated financial statementsinaccordance withNZIFRS, the applicationofwhich
oftenrequiresjudgementstobemadebymanagement when formulating theGroup’sfinancial positionandresults.
UnderNZIFRS, the Directorsarerequiredtoadoptthose accounting policies mostappropriatetotheGroup’s
circumstances for the purposeofpresenting a trueandfair viewoftheGroup’sfinancial position, financial
performance and cash flows.
Estimatesandunderlying assumptionsarereviewedon an ongoingbasis. Revisionstoaccounting estimatesare
recognisedin theperiodin which the estimateis revisedandin anyfutureperiodsaffected.Inparticular, information
aboutsignificantareas ofestimation uncertaintyandcritical judgementsinapplying accounting policies that have
the most significant effect on the amount recognised in the financial statements are described in more detail below.
All impairment losses are immediately recognised through profit and loss.
Recoverable amountis thehigher offair value less coststosellandvalueinuse.Inassessing valueinuse, the
estimated future cash flowsarediscountedtotheir present value using apretax discount rate that reflects current
market assessmentsofthe time valueofmoneyandthe risks specifictothe asset for which the estimatesoffuture
cash flows have not been adjusted.
AFC Group Holdings Limited Annual Report 2022
Page 24

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
1.ACCOUNTING POLICIES (continued)
1.23 Critical accounting judgments and key sources of estimation uncertainty (continued)
Impairment of trade, other and related party receivables
Recognition of provision for deferred tax assets
Provision for Inventory
Impairment of property, plant and equipment
2.REVENUE
20222021
NZ$NZ$
Operating revenue
Sales - wine products
335,560 155,676
Sales - cosmetic products
79,463 484,310
Sales - other products
- 6,924
Total operating revenue
415,023 646,910
Other Income
26,700 58,711
Rental Income
18,880 24,953
Covid-19 wage subsidy
200,040 223,480
245,620 307,144
Total Income
660,643 954,054
In determining whether an item of property, plant and equipment is impaired, the Group applies NZ IAS 36
Impairment of Assets. This assessment involves the review of the carrying amount of its assets or cash-generating
unit and if this exceeds the recoverable amount. This assessment involves estimating the value in use of an asset
andestimatingthefuturecashinflowsandoutflowsto bederivedfrom thecontinueduse of theassetanditsdisposal
and applying an appropriate discount rate to those future cash flows.
The Group has not recognised a deferred tax asset (2021: No deferred tax asset recognised) on its statement of
financial position as at reporting date. Significant judgement is required in determining if the utilisation of deferred
assets is probable. The recognition of deferred tax assets is based upon whether it is more likely than not that
sufficient andsuitabletaxableprofits willbeavailableinthefutureagainstwhichthereversalof temporarydifferences
can be deducted. To determine the future taxable profits, reference is made to the latest forecasts of future earnings
of the Group. Where the temporary differences are related to losses, relevant tax law is considered to determine the
availability of the losses to offset against the future taxable profits (refer note 4).
The Group's assessment of provisions for inventory obsolescence and net realisable value involves making
estimates and judgements in relation to future selling prices. The Group considers a wide range of factors including
historical data, current trends, recent sales data and product information from buyers as part of the process to
determine the appropriate value of these provisions.
In determining the impairment of trade, other and related party receivables provision, the Group assesses the
balances by applying the expected loss and forward looking approach under NZ IFRS 9. This assessment involves
making estimates and judgements regarding the historical data and trends, factors such as economic conditions,
external ratings, cash flow projections and other information available that impacts the customers of the Group.
AFC Group Holdings Limited Annual Report 2022
Page 25

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
2.REVENUE (continued)
20222021
NZ$NZ$
Finance Income:
Interest received on bank account
2 8
2 8
Operating revenue - Geographical locations
Sales - Wine
products
Sales -
Cosmetic
products
Sales - Other
products Total
NZ$NZ$NZ$NZ$
China
223,975 19,027 - 243,002
New Zealand
111,585 60,436 - 172,021
Operating Revenue
335,560 79,463 - 415,023
China
25,007 213,485 226 238,718
New Zealand
130,669 270,825 6,698 408,192
Operating Revenue
155,676 484,310 6,924 646,910
3.EXPENSES
20222021
NoteNZ$NZ$
Included in Cost of Sales Expenses
Cost of Goods Sold
445,860 721,242
Provision for Inventory Obsolescence
11
(61,889)173,016

Included in Selling and Distribution Expenses
Advertising
273 986
Business Events 9,644 53,111
Freight and Courier4,746 2,746
Salaries and Sales Commission 30,356 97,656
Profit / (Loss) before income tax has been determined
after charging:
Operating revenue is attributed to the following geographical locations on the basis of the country the
customer is trading in.
31 March 2022
31 March 2021
AFC Group Holdings Limited Annual Report 2022
Page 26

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
3.EXPENSES (continued)
20222021
NoteNZ$NZ$
Included in Administration Expenses
Accounting and Consulting
33,500 15,300
Amortisation of Intangible Assets
15
150
150
Depreciation for property, plant and equipment
12
33,671 73,699
Depreciation for right-of-use assets
13
166,470 166,243
Directors Fees
15,167 61,005
Entertainment
5,508 12,898
Insurance
22,320 29,507
Kiwisaver Contributions
2,410 5,841
Legal Fees
4,635 461
Management Fees
19
35,000
30,000
Salaries421,418 623,789
NZX costs
11,000 10,900
Motor Vehicle Expenses11,620 15,762
Auditors' remuneration
Audit of financial statements64,310 58,647
Total fees paid to auditors
64,310 58,647
20222021
NoteNZ$NZ$
Finance costs:
Interest paid on borrowings from related parties
19
53,427 25,475
13
31,541
43,745
Other interest paid2,694 117
87,662 69,337
4.INCOME TAX EXPENSE
4.1. Components of Income tax expense
The income tax expense for the year is nil, (2021: $nil)
Lease interest
The tax rate used for the reconciliation below is the corporate tax rate of 28% (2021: 28%) payable by New
Zealand corporate entities on taxable profits under New Zealand tax law.
The auditors of the financial statements for 2022 were William Buck Audit (NZ) Limited (2021: William Buck
Audit (NZ) Limited).
The auditors of the Wine Standard Management Plan for 2022 were Quality Auditing Specialists Limited
(2021: Quality Auditing Specialists Limited).
AFC Group Holdings Limited Annual Report 2022
Page 27

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
4.INCOME TAX EXPENSE (continued)
20222021
Reconciliation of effective tax rate
NZ$NZ$
Profit / (loss) before income tax
(738,425) (1,271,851)
(206,759) (356,118)
Expected income expense / (benefit)
(206,759) (356,118)
Adjustments
Non deductible expenses
25,585 64,464
Non taxable income
(24,548)(62,581)
Deferred tax adjustments
- (4,519)
Losses brought forward
(1,155,282) (899,171)
Losses offset against other deferred tax assets
(22,877)102,643
Losses not recognised and carried forward
1,383,881 1,155,282
Income tax expense
- -
4.2 Deferred tax assets and liabilities
20222021
NZ$NZ$
Deferred tax assets/(liabilities) arising from the following:
Unused tax losses
1,383,881 1,155,282
Provisions and accruals
107,235 122,655
Property, plant and equipment
46,190 45,301
Right of use assets and lease liabilities
470 8,816
Tax benefits not recognised
(1,537,776) (1,332,054)
Deferred tax assets as at 31 March
- -
Movements
Balance as at
31 March
NZ$
NZ$
Unused tax losses
256,111
1,155,282
Provisions and accruals
48,686
122,655
Property, plant and equipment
45,141
45,301
Right of use assets and lease liabilities
8,816
8,816
Deferred tax not recognised
(358,754)
(1,332,054)
- -
Unused tax losses
228,599
1,383,881
Provisions and accruals
(15,420)
107,235
Property, plant and equipment
889
46,190
Right of use assets and lease liabilities
(8,346)
470
Deferred tax not recognised
(205,722)
(1,537,776)
- -
31 March 2022
1,155,282
122,655
45,301
8,816
(1,332,054)
-
Income tax expense/(benefit) calculated at 28%
-
1 April
31 March 2021
Opening Balance
NZ$
899,171
73,969
160
-
(973,300)
AFC Group Holdings Limited Annual Report 2022
Page 28

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
4.INCOME TAX EXPENSE (continued)
4.2 Deferred tax assets and liabilities (continued)
5.
EARNINGS PER SHARE
20222021
NZ$NZ$
Basic earnings per share
Profit/ (Loss) after taxation attributable to equity holders of the parent(410,219) (632,463)
3,664,253,194 3,664,253,194
Basic and Diluted Earning per share in NZ$(0.00011) (0.00017)
6.AUTHORISED AND ISSUED SHARE CAPITAL
6.1Ordinary shares
Shares
IssuedGroup
No.NZ$
Balance at 1 April 2020
3,664,253,194 28,679,577
Movement for 2021 financial year
Ordinary shares authorised and issued
- -
Ordinary shares on issue at 31 March 2021
3,664,253,194 28,679,577
Treasury shares
(37,082)(74)
3,664,216,112 28,679,503
Ordinary shares on issue at 31 March 2021 excluding
treasury shares
31 March 2021
Weighted average number of ordinary shares on issue
The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per
share are as follows:
There have been no other transactions involving ordinary shares or potential ordinary shares between the
reporting date and the date of authorisation of these financial statements.
The Group has not recognised the deferred tax asset of $1,537,776 on its Statement of Financial Position as
at reporting date as the Group has determined that the utilisation of deferred tax assets is not probable. In
deciding whether to recognise the deferred tax assets, the Group also considers whether it is likely that
sufficient and suitable taxable profits will be available in the future against which the reversal of temporary
differences can be deducted.
Losses can be carried forward indefinitely under New Zealand tax law (assuming shareholder continuity
requirements are met and approval of the Inland Revenue Department is obtained).
The above amounts are tax effected balances. Obtainingthe benefits of the deferred tax assets is dependent
upon deriving sufficient assessable income and the Group have assessed that there will not be sufficient
taxable income with which to utilise the asset based on the forecasts provided.
AFC Group Holdings Limited Annual Report 2022
Page 29

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
6.AUTHORISED AND ISSUED SHARE CAPITAL (continued)
6.1Ordinary shares
Shares
IssuedGroup
No.NZ$
Balance at 1 April 2021
3,664,253,194 28,679,577
Movement for 2021 financial year
Ordinary shares authorised and issued
- -
Ordinary shares on issue at 31 March 2022
3,664,253,194 28,679,577
Treasury shares
(37,082)(74)
3,664,216,112 28,679,503
6.2
Warrants
6.3Dividend
7.
NON-CONTROLLING INTEREST
There are non-controlling interests in AFC Biotechnology Manufacture Co Limited and AFC Longview Limited.
AFC Biotechnology Manufacture Co Limited
AFC Longview Limited
Both entities are incorporated and domiciled in New Zealand.
All ordinary shares issued are fully paid. All ordinary shares rank equally with one vote attached to each fully
paid ordinary share and have equal dividend rights and no par value.
Treasury shares are those shares acquired by the company from shareholders who exercised their minority
buy back rights at the time shares were issued to NZ Silveray Group Limited. These shares are held by the
company until the directors resolve to reissue the shares or to cancel the shares. At balance date, the
company held 37,082 treasury shares which were acquired during 2016.
No warrants were issued during the 2022 year.
No dividends have been declared or paid for the year ended 31 March 2022 (2021: $nil).
AFC BiotechnologyManufacture Co Limited was incorporated in July2016 with100 ordinaryshares issued at
$10,000 for each share. For the FY2022 year,AFC Group Holdings Limited held 51% of the shares and non-
controllinginterestheldremaining 49% of theshares (NZ SilverayGroup Limited held24% of the shares, Wei
Li held 20% of the shares and others held remaining 5% of the shares).
31 March 2022
On 26 February 2016 AFC Longview Limited was recapitalised by the issue of 2,399,999 shares of $1 each
for cash. 1,223,999 shares were subscribed by AFC Group Holdings Limited (51% shareholding) and NZ
Silveray Group Limited (a non-controlling interest) subscribed to the remaining 1,176,000 shares (49%
shareholding).
Ordinary shares on issue at 31 March 2022 excluding
treasury shares
AFC Group Holdings Limited Annual Report 2022
Page 30

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
7.
NON-CONTROLLING INTEREST (continued)
202120222021
NZ$NZ$NZ$
Summarised statement of financial position
Current assets357,150 306,870 362,428
Current liabilities1,641,017 1,694,685 1,573,829
Current net assets/(liabilities)(1,283,867) (1,387,815) (1,211,401)
Non-current assets176,337 1,398,309 1,414,173
Non-current liabilities19,000 15,400 15,400
Non-current net assets157,337 1,382,909 1,398,773
Net assets(1,126,530)(4,906)187,372
(552,000)(2,404)91,812
Summarised statement of comprehensive income
Revenue484,385 335,560 155,694
Loss for the year(977,452) (192,275) (327,422)
Other comprehensive income- - -
Total comprehensive loss(977,452) (192,275) (327,422)
(478,951)(94,215)(160,437)
Summarised cash flows
Cash flows from operating activities(262,996) (115,555) (212,581)
Cash flows from investing activities- (2,577)1,745
Cash flows from financing activities193,781 120,414 188,177
(69,215)2,282 (22,659)
(246,977)
AFC Biotechnology Manufacture Co
Limited
The non-controllinginterest in AFC BiotechnologyManufacture Co Limited andAFC LongviewLimited are set
out below. The amounts stated are before any inter-company eliminations.
152,056
Net increase/(decrease) in cash
and cash equivalents
10,920
(504,035)
-
(141,136)
-
19,000
AFC Longview Limited
2022
NZ$
62,300
1,796,832
(1,734,532)
122,966
(1,630,566)
Net Assets attributed to non-
controlling interest
(798,977)
103,966
79,463
(504,035)
Loss allocated to non-
controlling interest
AFC Group Holdings Limited Annual Report 2022
Page 31

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
7.
NON-CONTROLLING INTEREST (continued)
AFC Longview Limited (94,215)(98,060)
AFC Biotechnology Manufacture Co Limited (246,977) (257,058)
(341,192) (355,118)
AFC Longview Limited (160,437) (166,985)
AFC Biotechnology Manufacture Co Limited (478,951) (498,501)
(639,388) (665,486)
20222021
NZ$NZ$
AFC Longview Limited
Opening Balance 1 April 2021/1 April 2020
91,812 252,249
Loss and total comprehensive loss attributed to non-controlling interest
(94,215) (160,437)
(2,403)91,812
AFC Biotechnology Manufacture Co Limited
Opening Balance 1 April 2021/1 April 2020
(529,519)(50,568)
Loss and total comprehensive loss attributed to non-controlling interest
(246,977) (478,951)
(776,496) (529,519)
Total effect of non-controlling interest
(778,899)(437,707)
8.CASH AND CASH EQUIVALENTS
20222021
NZ$NZ$
Cash at bank and on hand14,451 3,375
Total cash and cash equivalents
14,451 3,375
The effect on the profit and loss attributable to non-controlling interest and to the equityholders of the parent
of AFC Longview Limited and AFC Biotechnology Manufacture Co Limited is summarised as follows:
Total comprehensive loss
for the year
Loss allocated
to non-
controlling
interest
Loss allocated
to the equity
holders of the
parent
31 March 2022
(192,275)
(504,035)
(696,310)
31 March 2021
(327,422)
(977,452)
(1,304,874)
The effect on the equity attributable to the owners of AFC Longview Limited and AFC Biotechnology
Manufacture Co Limited is summarised as follows:
The carrying amount of cash and cash equivalents approximates their fair value.
Cash at bank earns interest at floating rates on daily deposit balances. There is no overdraft facility for the
Group.
AFC Group Holdings Limited Annual Report 2022
Page 32

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
9.TRADE, OTHER AND RELATED PARTY RECEIVABLES
20222021
Note
NZ$NZ$
Trade receivables - third parties6,849 53,949
Trade receivables - related parties
19
2,100 128,014
8,949 181,963
Allowance for impairment losses(6)(182)
Total trade and related party receivables
8,943 181,781
Analysis of trade and related party receivables
Current
361 -
Past due 0-30
49 30
Past due 31-90
4,032 137,500
Past due more than 90
4,507 44,433
8,949 181,963
20222021
NZ$NZ$
Movement in the allowance for impairment losses
Opening Balance 1 April
182 458
Reversal of prior year provision
(182)(458)
6 182
6 182
Closing Balance 31 March
Trade debtors are non-interest bearing and receipt is normally on 30 days terms. Related party receivables
are non-interest bearing and repayable on demand as disclosed in note 19.
Charge for the financial year
The directors consider that there is no material difference between the carrying value and fair value of trade
debtors and related party receivables. The Group's management considers that all financial assets that are
not impaired or past due for each of the reporting dates under review are of good credit quality.The directors
also consider that the receivables that are past due and not impaired are fully recoverable.
The Group establishes an allowancefor impairment that represents its estimate of expected losses inrespect
of trade and related party receivables.
The group applies both a specific loss component and a collective loss component in determining the
allowance for impairment. The specific loss component considers and relates to individually significant
exposures and the collective loss component is based on expected losses that are established for groups of
similar assets. The collective loss allowance is determined based on historical data of payment statistics for
similar financial assets. The Group also considers other forward looking economic factors in determining the
impairment of trade, other and related party receivables.
AFC Group Holdings Limited Annual Report 2022
Page 33

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
10.PREPAYMENTS AND OTHER CURRENT ASSETS
20222021
NZ$NZ$
Advances to suppliers
- 10,340
Prepayment of expenses
43,535 44,268
Taxation receivable
182 181
GST receivable
5,288 22,049
49,005 76,838
11.INVENTORIES
20222021
NZ$NZ$
Work in progress
123,509 131,934
Finished goods
502,573 695,749
Provision for inventory
(273,920)(335,809)
Total Inventories
352,162 491,874
20222021
NZ$NZ$
Provision for closing stock
(335,809)(162,793)
- -
61,889 (173,016)
(273,920)(335,809)
Opening provision for inventory
Reversal of opening provision for inventory
Released to profit and loss
Closing provision for closing stock
Inventoryof$273,920has beenexpensedandwritten downtonetrealisable value/lowerofcost(2021:
$335,809).
Assessing write downs for inventory obsolescenceand netrealisable value involves making estimatesand
judgements in relation to future selling prices between the most recent store stock counts and reporting date.
The fair value of agricultural produce as at the point of harvest was $6,725 (2021: $6,548).
Prepayment of inventory is required to secure the production of specific inventory items produced to the
Group's specification.
AFC Group Holdings Limited Annual Report 2022
Page 34

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
12.
PROPERTY, PLANT AND EQUIPMENT
Land Buildings
Land
Improve
ment
Plant &
Equipment
Motor
Vehicles
Computer
Equipment
Fixture &
Fittings,
Office
Equipment
Bearer
Plants -
Grape Vines
Total
NZ$NZ$NZ$NZ$NZ$NZ$NZ$NZ$NZ$
Year ended 31 March 2021
Cost
Cost as at 1 April 2020
320,000 905,199 50,000 438,190 98,744 30,754 202,071 80,000
2,124,958
Additions - - - - - - - - -
Disposal- - - - (26,484) (1,999)- - (28,483)
Impairment - - - (116,082)- - (45,251)- (161,333)
Written off- - - - (791)- - - (791)
Cost as at 31 March 2021320,000 905,199 50,000 322,108 71,469 28,755 156,820 80,000 1,934,351
Accumulated Depreciation
- (8,013)- (184,776) (70,412) (24,959) (85,670) (21,433)(395,263)
- (2,805)- (39,618) (6,635) (2,502) (17,746) (4,393)(73,699)
Disposal- -- - 21,458 1,208 - -
22,666
- -- - - - - - -
- (10,818)- (224,394) (55,589) (26,253) (103,416) (25,826)(446,296)
Carrying Amount
Cost
320,000 905,199 50,000 322,108 71,469 28,755 156,820 80,000
1,934,351
- (10,818)- (224,394) (55,589) (26,253) (103,416) (25,826)(446,296)
320,000 894,381 50,000 97,714 15,880 2,502 53,404 54,174 1,488,055
Year ended 31 March 2022
Cost
Cost as at 1 April 2021
320,000 905,199 50,000 322,108 71,469 28,755 156,820 80,000
1,934,351
Additions - - - - - 4,403 - - 4,403
Disposal- - - - - -- - -
Impairment - - - - - - (52,604)- (52,604)
Written off- - - - - -- - -
Cost as at 31 March 2022320,000 905,199 50,000 322,108 71,469 33,158 104,215 80,000 1,886,149
Accumulated Depreciation
- (10,818)- (224,394) (55,589) (26,253) (103,416) (25,826)(446,296)
- (2,565)- (12,453) (1,888) (2,480) (10,222) (4,063)(33,671)
- -- - - - - - -
- - - - - - 25,012 - 25,012
- (13,383)- (236,847) (57,477) (28,733) (88,626) (29,889)(454,955)
Carrying Amount
Cost
320,000 905,199 50,000 322,108 71,469 33,158 104,215 80,000 1,886,149
- (13,383)- (236,847) (57,477) (28,733) (88,626) (29,889)(454,955)
320,000 891,816 50,000 85,261 13,992 4,425 15,589 50,111 1,431,194
As the East Tamaki lease term has been changed and the lease will be terminated in April 2022, the Group have recognised an impairment of $27,591
for fixtures & fittings at that property.
Bearer plants consist of grape vines on our vineyards here in New Zealand. As at 31 March 2022, the Group had grape vines planted
on 4.22 productive hectares of land (2021: 4.22 hectares).
Accumulated Depreciation
at 1 April 2020
Accumulated
Depreciation at 31 March
2021
Accumulated Depreciation
Carrying Amount 31
March 2021
Depreciation charge for
the year
Accumulated Depreciation
Carrying Amount 31
March 2022
Accumulated Depreciation
at 1 April 2021
Depreciation charge for
the year
Accumulated
Depreciation at 31 March
2022
Impairment
Disposal
Written off
AFC Group Holdings Limited Annual Report 2022
Page 35

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
13.RIGHT-OF-USE ASSETS
13.1Right-of-use assets
Year ended 31 March 2021
BuildingsForkliftTotal
At 1 April 2020
644,192 12,874 657,066
Depreciation
(161,415)(4,828)(166,243)
Effect of modification to lease terms
3,640 - 3,640
At 31 March 2020
486,417 8,046 494,463
Year ended 31 March 2022
BuildingsForkliftTotal
At 1 April 2021
486,417 8,046 494,463
Depreciation
(161,643)(4,828)(166,470)
Effect of modification to lease terms
(318,440)-(318,440)
At 31 March 2022
6,334 3,218 9,553
13.2Lease liabilities
Year ended 31 March 2021
BuildingsForkliftTotal
At 1 April 2020
661,236 13,163 674,399
Lease interest
42,306 1,439 43,745
Lease payments
(190,005)(5,832)(195,837)
Effect of modification to lease terms
3,641 - 3,641
At 31 March 2021
517,178 8,770 525,948
Lease liabilities
Current lease liabilities
159,723 5,045 164,768
Non-current lease liabilities
357,455 3,725 361,180
Total lease liabilities
517,178 8,770 525,948
Year ended 31 March 2022
BuildingsForkliftTotal
At 1 April 2021
517,178 8,770 525,948
Lease interest
30,754 787 31,541
Lease payments
(190,476)(5,833)(196,309)
Effect of modification to lease terms
(349,946)-(349,946)
At 31 March 2022
7,509 3,724 11,234
Lease liabilities
Current lease liabilities
7,509 3,724 11,234
Non-current lease liabilities
- - -
Total lease liabilities
7,509 3,724 11,234
The East Tamaki lease will be terminated after balance date and therefore the Group has recognised a
modification to the lease and a gain on lease modification of $31,506 in the profit and loss.
The group leases two properties in the New Zealand. The periodic rent is fixed over the lease term for both the
property leases.
AFC Group Holdings Limited Annual Report 2022
Page 36

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
13.RIGHT-OF-USE ASSETS (continued)
Short-term leases and leases for low value assets
20222021
NZ$NZ$
Lease of eftpos equipment825 1,254
14.BIOLOGICAL ASSETS
Biological assets comprise the grape fruit bunches growing on the grape vines.
20222021
Carrying value of biological assets
NZ$NZ$
- -
Movements in Period
Additions at fair value
6,725 6,548
Transfer of harvested fresh fruit bunches to inventory
(6,725)(6,548)
- -
Lease payments for short-term leases and leases for low value assets expensed to profit or loss on a straight
line basis are as follows:
Balance as at 31 March
Refer to the segment reporting disclosure in note 23 for details on the vineyard and winery.
Opening Balance
The Company grows grapestouseintheproductionofwine,aspartofnormal operations. Vineyards are
located in Whangarei, New Zealand. Grapes are harvested between February and March each year.
Duringtheyearended 31March2022,theGroup harvested grapesequalto2,050litresofwine (2021:2,060
litres). The Company didnotpurchaseanywine from independent third party growers (2021:3,150litres). The
grapes harvested are adjustedto fair valueat thepointofharvestand anyadjustmentto bringthecostofsales
to fair value is recognised in inventory and cost of sales.
The Groupisexposedtofinancial risksinrespectofagricultural activity. The agricultural activityofthe
Company consistsofthemanagementofvineyardstoproduce grapes for usein theproductionofwine. The
primary financial risk associated with this activity occursdueto thelengthoftime between expending cashon
thepurchaseorplantingandmaintenanceofgrape vinesand onharvesting grapes,andultimately receiving
cash fromthesaleofwinetothird parties. The Company's strategytomanage this financial riskis toactively
reviewandmanage its working capital requirements. The qualityandquantityofthegrape harvestis
dependent on seasonal climatic factors such as rainfall, sunshine and temperature, including frosts.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term
leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are
expensed to profit or loss as incurred on a straight line basis. The group's short-term leases and leases of
low value assets include small office equipment such as eftpos equipment.
AFC Group Holdings Limited Annual Report 2022
Page 37

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
15.INTANGIBLE ASSETS
TrademarksTotal
NZ$NZ$
Year ended 31 March 2021
Cost
Cost as at 1 April 2020
1,500
1,500
Additions- -
Cost as at 31 March 20201,500 1,500
Accumulated Amortisation
(492)(492)
(150)(150)
(642)(642)
Carrying Amount
Cost
1,500
1,500
(642)(642)
858 858
Year ended 31 March 2022
Cost
Cost as at 1 April 2021
1,500
1,500
Additions- -
Cost as at 31 March 20221,500 1,500
Accumulated Amortisation
(642)(642)
(150)(150)
(792)(792)
Carrying Amount
Cost
1,500
1,500
(792)(792)
708 708
Accumulated amortisation
Carrying Amount 31 March
2022
Accumulated amortisation at 1
April 2021
Accumulated amortisation
Accumulated amortisation at 1
April 2020
Accumulated amortisation
as at 31 March 2021
Amortisation for the year
Accumulated amortisation
as at 31 March 2022
Amortisation for the year
Carrying Amount 31 March
2021
The amortisation charge of $150 (2021: $150) is recognised under administration expenses in the Statement
of Comprehensive Income.
AFC Group Holdings Limited Annual Report 2022
Page 38

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
16.TRADE, OTHER AND RELATED PARTY PAYABLES
20222021
NoteNZ$NZ$
Trade creditors
139,620 100,165
Accruals
125,534 121,123
Related party payables19
968,153
639,323
Other payables
15,185 5,970
1,248,492 866,581
17.BORROWINGS
20222021
$$
Small business cashflow loan
53,400 53,400
53,400 53,400
Non-current
Between one and five years
53,400 53,400
53,400 53,400
18.
NET CASH OUTFLOW FROM OPERATING ACTIVITIES
The reconciliation of net profit / (loss) with cash outflow from operations is as follows:
The normal trade credit terms granted to the Group range from 30 to 90 days. The trade creditors are
unsecured and non-interest bearing. The carrying amount disclosed above is a reasonable approximation of
fair value. Refer to note 19 for related parties.
The carrying amount of the borrowings is considered to be a reasonable approximation of the fair value.
Borrowings are initially recognised at fair value plus transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Any difference between the proceeds (plus transaction costs) and the redemption
amount is recognised in the income statement over the period of the borrowings using the effective interest
method. Borrowings are classified as non-current liabilities as the Group has an unconditional right to defer
settlement of the liability 12 months after the balance sheet date.
The Small Business Cash flow (Loan) Scheme (SBCS) has been introduced to support businesses impacted
by Covid-19. The Group have received one-off loans totalling $53,400 on 8 September 2020 with the final
repayment date being 8 September 2025. The loan is subject to an annual interest rate of 3% from the date
the loan is made available. Interest will not be charged if the loan is fully repaid within 2 years.
The related party advances with NZ Silveray Group Limited, Hao Long and E Way Holdings Group Limited are
interest bearing advances with interest being charged at 10.08% per annum for outstanding amounts. The
advance with Anhui Asin International Trade Co. Limited is non-interest bearing.
AFC Group Holdings Limited Annual Report 2022
Page 39

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
18.
NET CASH OUTFLOW FROM OPERATING ACTIVITIES (continued)
20222021
Note
NZ$NZ$
Loss before taxation(738,425)(1,271,851)
Adjustment for non cash items
Amortisation and impairment of intangible assets15 150 150
Depreciation of property, plant and equipment12 33,671 73,699
Depreciation of right-of-use assets13 166,470 166,243
Impairment of property, plant and equipment12 27,592 161,333
Fair value adjustment on agricultural produce170,205 234,588
6,135 (6,928)
Loss/(gain) on disposal of property, plant and equipment- 4,077
Property, plant and equipment written off- 791
Provision for closing stock (61,889)173,016
Gain on lease modification(31,506)-
Adjustment for movements in working capital items
Trade and other receivables46,925 119,400
Inventories31,396 (14,797)
Prepayments and other current assets27,832 (275)
Related party receivable125,914 155,735
Trade and other payables53,084 (106,085)
Related party payables16,619 82,544
Net cash outflow from operating activities(125,827)(228,360)
19.RELATED PARTIES
Related Parties:
Anhui Asin International Trade Co. Ltd
Guangdong Sanjiang Industry Development Limited Company associated to company's major shareholder, Mr Yang Xia
Foreign exchange differences
Related party transactions have arisen where a person(s) has control or significant influence over the reporting
entity or where two entities are controlled or jointly controlled by a person(s) that has control or significant
influence over the reporting entity.
Company associated to company's major shareholder, Mr Yang Xia
Bo Xian CaoDirector of company and subsidiary
E Way Holdings Group LimitedCompany associated with director, Mr Bo Xian Cao
Australasian International Group LimitedCompany associated to company's major shareholder, Mr Yang Xia
E Way Trading LimitedCompany associated with director, Mr Bo Xian Cao
Federation of New Zealand Shenzhen Societies Inc. Company associated with director, Mr Bo Xian Cao
Guangdong Farmside International Trading Co.
Limited
Company associated to company's major shareholder, Mr Yang Xia
AFC Group Holdings Limited Annual Report 2022
Page 40

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
19.RELATED PARTIES (continued)
Related Parties (continued):
Related party balances
The following balances were held with related parties at year end.
31 March31 March
20222021
$$
Related Party Receivables
- 125,914
Sale of products 2,100 2,100
2,100 128,014
Guangdong Silver Fern Network Technology Co.
Limited
Company associated to company's major shareholder, Mr Yang Xia
Guangdong Yinrui Investment & Management
Company
Company associated to company's major shareholder, Mr Yang Xia
Company associated with director, Mr Zilei Wang
Hao Long
Hefei Ge Lun Bu E-commerce Co., LtdCompany associated to company's major shareholder, Mr Yang Xia
Howard & Co Consulting and Advisory Services
Limited
Company associated with director, Mr Hao Long
New Zealand Fantasy Angel Biotechnology Limited
May Sun Trading Limited
Director of company and subsidiary, senior employee of AFC,
shareholder of company
Company associated to company's major shareholder, Mr Yang Xia
Company associated with director, Mr Bo Xian Cao
Company associated with shareholder of company, Lin Fang
New Zealand Asia-Pacific Cultural Exchange Centre
Limited
Tongqu Trading Group Limited
New Zealand Guangdong General Association of
Commerce Inc
Company associated with director, Mr Bo Xian Cao
New Zealand National Trade LimitedCompany associated with director, Mr Qiang Li
Hefei Ge Lun Bu E-commerce Co., Ltd
Nature of Transactions
Guangdong Farmside International Trading Co.
Limited
Sale of products
Zilei WangDirector of company
Foshan Shunde Amante Trading Co., LimitedCompany associated with senior employee, Kelly Hu
KWXS Trading LimitedCompany associated with director of subsidiary, Shuang Xia
NZ Silveray Group Limited
Super Life NZ LtdCompany associated to company's major shareholder, Mr Yang Xia
NZ Guangdong Business Development Corporation
Limited
Company associated with director, Mr Bo Xian Cao
Company's major shareholder
Qiang Li
The related parties receivables are non interest bearing, unsecured and repayable on demand. There is no collateral
or guarantees for related parties receivables. Sales made to related parties in China are made on extended terms
with payment due 3 months from the date the goods are received by the related party.
Shuang XiaDirector of subsidiary, director of NZ Silveray Group Limited
Company associated with director, Mr Bo Xian Cao
Director of company
Oceania Traceability Technology Limited
Yang XiaDirector of company and subsidiary
AFC Group Holdings Limited Annual Report 2022
Page 41

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
19.RELATED PARTIES (continued)
31 March31 March
20222021
$$
Related Party Payables
Anhui Asin International Trade Co. Ltd
50,036 49,790
Anhui Asin International Trade Co. Ltd
34,640 33,362
Australasian International Group Limited
103,679 99,429
E Way Holdings Group LimitedManagement Fees4,696 4,025
E Way Holdings Group Limited
101,569 25,112
26,553 26,313
Hao Long108,494 25,381
18,113 6,038
3,833 -
NZ Silveray Group Limited38,372 38,372
NZ Silveray Group Limited478,169 326,806
Tongqu Trading Group Limited- 4,696
968,153 639,323
Year ended Year ended
31 March
2022
31 March
2021
Related party transactions
$$
Sales of products or services provided to the following:
E Way Holdings Group Limited
3,099 2,940
NZ Silveray Group Limited
10,000 -
Federation of New Zealand Shenzhen Societies Inc.
- 122
Guangdong Farmside International Trading Co., Ltd (sales of products)
200,131 234,836
Hefei Ge Lun Bu E-commerce Co., Ltd
- 2,100
41,879 -
New Zealand Fantasy Angel Biotechnology Limited
668 142
New Zealand Guangdong General Association of Commerce Inc.
3,544 783
259,322 240,922
Advances
Director fee
Purchases of goods
The related parties payables are unsecured and repayable on demand. There is no collateral or guarantees for
related parties payables. Related parties payables for purchases of goods, directors fees and management fees are
non -interest bearing.
The related party advances with NZ Silveray Group Limited, Hao Long and E Way Holdings Group Limited are
interest bearing advances with interest being charged at 10.08% per annum for outstanding amounts. The advance
with Anhui Asin International Trade Co. Limited is non-interest bearing.
Australasian International Group Limited and NZ Silveray Goup Limited have agreed that they will not be calling
upon the group for the repayment of the above payables balances as at 31 March 2022 for a period of at least 12
months from the date of signing the 31 March 2022 financial statements, or to such a point in time as the group has
the liquidity to settle these liabilities.
Advance
Nature of Transactions
Advance
Advance
Purchases of goods
Guangdong Farmside International Trading Co.
Limited
Purchase of goods and
services
New Zealand National Trade LimitedDirector fees
Management fees
Howard & Co Charted Accountants LtdManagement fees
Foshan Shunde Amante Trading Co., Limited
AFC Group Holdings Limited Annual Report 2022
Page 42

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
19.RELATED PARTIES (continued)
Expenses repaid/recharged on behalf of the Group:
Anhui Asin International Trade Co. Ltd- 49,285
Guangdong Farmside International Trading Co. Limited
- 29,458
- 78,743
- 57,474
583 7,105
35,000 30,000
10,500 10,500
10,000 36,400
Tongqu Trading Group Limited4,083 7,000
60,167 148,479
Interest paid or credited on related party balances:
E Way Holdings Group Limited
8,457 112
Hao Long
4,645 381
NZ Silveray Group Limited - on advances
40,325 24,982
53,427 25,475
Key Management Personnel
MarchMarch
20222021
$$
Salaries and other short-term benefits
259,605 230,891
Directors' fees
14,875 35,052
274,480
265,943
20.COMMITMENTS
The Group has no capital commitments as at 31 March 2022 (2021: $nil).
Purchases from the following for services or products provided:
New Zealand National Trade Limited
Key management personnel are defined as those persons having authority and responsibility for planning, directing
and controlling the activities of the Group, directly or indirectly, and include the directors and the Chief Executive.
Remuneration paid to key management personnel is as follows:
NZ Silveray Group Limited
Howard & Co Consulting and Advisory Services Limited (Note 3)
E Way Holdings Group Limited
Anhui Asin International Trade Co. Ltd
AFC Group Holdings Limited Annual Report 2022
Page 43

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
21.FINANCIAL INSTRUMENTS
Categories of financial assets and liabilities
Financial
assets at
amortised
cost
Financial
liabilities at
amortised
cost
Total
NZ$NZ$NZ$
Financial Assets:
Cash and cash equivalents14,451 - 14,451
Trade and related party receivables8,943 - 8,943
Total financial assets23,394 - 23,394
Financial liabilities:
Trade and other payables
-
1,243,705 1,243,705
Borrowings
-
53,400
53,400
Lease liabilities
-
11,234 11,234
Total financial liabilities- 1,308,339 1,308,339
Financial Assets:
Cash and cash equivalents3,375 - 3,375
Trade and related party receivables181,781 - 181,781
Total financial assets185,156 - 185,156
Financial liabilities:
Trade and other payables- 856,838 856,838
Borrowings53,400 53,400
Lease liabilities- 525,948 525,948
Total financial liabilities- 1,436,186 1,436,186
The specific financial risks that the Group is exposed to are discussed below.
31 March 2022
The use of financial instruments exposes the Group to credit, interest rate and liquidity risks. The Group's
overall risk management programme seeks to minimise potential adverse effects on the Group's financial
performance.
31 March 2021
The fair value of the financial instruments of the Group approximates their carrying value.
The carrying amounts presented in the statement of financial position relate to the following categories of
assets and liabilities:
AFC Group Holdings Limited Annual Report 2022
Page 44

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
21.FINANCIAL INSTRUMENTS (continued)
Capital management
Credit risk
The values in the statement of financial position are also the maximum credit risk exposure.
Credit risk concentration profile
Exposure to credit risk
The exposure of credit risk for trade and other receivables by geographical region is as follows:
20222021
NZ$NZ$
China
2,100 128,014
6,843 53,767
Total trade and related party receivables8,943 181,781
Financial instruments which potentially are subject to credit risk principally relate to bank accounts, loans
receivable, trade receivables and other receivables. The Group's exposure to credit risk arises from potential
default of the counterparty. The bank accounts are placed with high credit quality financial institutions. The
Company performs credit evaluations on all customers requiring advances. The Company generally requires
collateral or other security to support loans advanced. The board and management on a regular basis assess
all receivables.
New Zealand
The capital structure of the Group consists of equity attributable to equity holders of the parent, comprising of
issued capital and retained earnings. The Group's capital includes shares net of accumulated losses with total
shareholders' funds equal to $552,891 (2021: $1,291,315). The related party advances of $722,872 (2021:
$410,661) included in the Group's capital structure are disclosed in note 19. As there is no collateral over the
related party advances, the maximum exposure is represented by the carrying amount of the payables as at
the end of the reporting period.
The Group is not subject to any externally imposed capital requirements.
The Board reviews the Group's capital structure regularly. The capital of the Group is monitored to ensure
equity holder objectives are met, the primary of which is to ensure the Group provides a consistent return to its
equity shareholders through a combinations of capital growth and distributions. The Group manages its capital
to ensure the entities in the Group will be able to continue as going concerns.
As the Group does not hold any collateral, the maximum exposure to credit risk is represented by the carrying
amount of the financial assets as at the end of the reporting period.
The Group's concentrations of credit risk relate to two balances owing as at balance date. One (1) amount is
owing from a customer which constituted approximately 77% of its total trade receivables as at the end of the
reporting period and balance is owing by one (1) related party customer which constitutes the remaining 23%
of total trade receivables as at the end of the report period. (2021: 69% of the total trade receivables and
related party receivables related to one of the Groups' related party customers).
AFC Group Holdings Limited Annual Report 2022
Page 45

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
21.FINANCIAL INSTRUMENTS (continued)
Credit risk (continued)
Ageing analysis
The ageing analysis of the Group’s trade and related party receivables as at reporting date is as follows:
20222021
NZ$NZ$
Not past due
361 -
Past due 0-30
49 30
Past due 31-90
4,026 137,318
Past due more than 90
4,507 44,433
Total trade and related party receivables
8,943 181,781
Expected credit loss assessment as at 1 April 2021 and 31 March 2022
Interest rate risk
Liquidity risk
The Group believe that no further impairment allowance is necessary in respect of trade and related party
receivables. They are substantial companies with good track records. 25% (2021: 70%) of the receivables that
are past due relate to amounts owing by one (1) related party and the balance of 75% of the recivables that are
past due relate to one customer.
Interest rate risk is where the risk of loss to the Group from adverse changes in interest rates. The Group
exposure to interest rate changes that can affect the performance of the operation relates primarily to changes
in fixed rates at the time term loans are renegotiated.
The Group exposure to interest rate risk is minimal as the interest‑bearing financial instruments carry fixed
interest rates and are measured at amortised cost. As such, sensitivity analysis is not disclosed.
The Group has recognised impairment losses on trade, other and related party receivables of $6 (2021: $182)
based on the expected loss model assessment under NZ IFRS 9.
This includes assessing and allocating expected loss rates based on historical data and trends using loss rates
that are calculated using actual credit losses experienced for the 2020 and 2021 years. These rates are also
adjusted for factors such as economic conditions, external ratings, cash flow projections and other information
available that impacts the customers of the Group. The Group has used unemployment rates and inflation
rates for the assessment and calculation of the expected loss.
The Group has also assessed and included specific expected losses amounts relating to specific customers
where there are indications that the customer is not expected to be able to pay their outstanding balances.
Liquidity risk arises mainly from general funding and business activities. The Group practices prudent risk
management by maintaining sufficient cash balances and the availability of funding through certain committed
credit facilities.
AFC Group Holdings Limited Annual Report 2022
Page 46

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
21.FINANCIAL INSTRUMENTS (continued)
Liquidity risk (continued)
0 to 6
months
7 to 12
months
1 to 2
years
Over 2
years
Total
NZ $NZ $NZ $NZ $NZ $
230,933 23,349 857 20,414 275,554
Related party payables
968,151 - - - 968,151
Borrowings
53,400 - - - 53,400
Lease liabilities
11,234 - - - 11,234
1,263,718 23,349 857 20,414 1,308,338
211,490 974 - 5,051 217,514
Related party payables
639,323 - - - 639,323
Borrowings
- 53,400 - - 53,400
Lease liabilities
80,796 83,971 175,498 185,683 525,948
931,609 138,345 175,498 190,734 1,436,186
Interest rate risk profile
At the reporting date the interest rate profile of interest-bearing financial instruments was:
20222021
NZ$NZ$
Fixed interest instruments
Financial assets
- -
Financial Liabilities
(752,865)(956,647)
Total
(752,865)(956,647)
The Financial assets and liabilities are fixed for various terms.
Fair value of financial assets and liabilities
The Group considers expected cash flows from financial assets in assessing and managing liquidity risk, in
particular its cash resources, trade receivables and the provision of funding from related parties and bank loan
facilities.
The following table sets out the maturity profile of the financial liabilities as at the end of the reporting period
based on contractual undiscounted cash flows (including interest payment computed using contractual rates
or, if floating, based on the rate at the end of the reporting period):
Trade creditors and other
payables
2022
Financial Liabilities
The fair value of financial assets and financial liabilities are determined using standard terms and conditions of
the relevant instruments. The method used in determining the fair values of financial instruments are
discussed in note 1.13 and 1.14.
2021
Financial Liabilities
Trade creditors and other
payables
AFC Group Holdings Limited Annual Report 2022
Page 47

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
22.INVESTMENT IN SUBSIDIARIES
Name of subsidiary
Principal activity
20222021
Vineyard and winery51%51%
Commodity trading100%100%
National Dairy Group Limited100%100%
51%51%
100%100%
100%100%
All the subsidiaries are incorporated in New Zealand and have 31 March balance dates.
23.
SEGMENT REPORTING
Vineyard and winery
Manufacturing
AFC Biotechnology Manufacture Co Limited which manufactures cosmetic face masks.
AFC Biotechnology Manufacture Co Limited Manufacturing
AFC Longview Limited
AFC International Trading Group Limited
The Group operates in a number of business segments in New Zealand. The Group has determined its
operating segments into three segments, namely vineyard and winery, manufacturing and corporate. These
segments reflect the different type of industry sectors within which the Group operates. The Company is
considered to be in the corporate operating segment.
Information regarding the operations of each reportable operating segment is included below.
Refer to note 7 for further details of non-controlling interests in AFC Longview Limited and AFC Biotechnology
Manufacture Co Limited.
AFC Longview Limited, a vineyard and winery based in Whangarei which produces and sells a number of
varietals and blends of wine.
The Group's operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision-maker. The chief operating decision-maker is the person or group that allocates
resources to and assesses the performance of the operating segments on an entity. The Group has
determined the Group's Board of Directors as its chief operating decision-maker as the board is responsible
for allocating resources and assessing the performance of the operating segments and making strategic and
operating decisions. Income and expenses directly associated with each segment are included in determining
each segment's performance.
Ownership interest and voting
rights
AFC GoGobal Ecommerce Limited Non-Trading
AFC Education Investment Limited Non-Trading
Source and distribute
goods to China
AFC Group Holdings Limited Annual Report 2022
Page 48

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
23. SEGMENT REPORTING (continued)
Corporate
Year ended 31 March 2022
Vineyard
and winery Corporate Manufacturing
Eliminations
and
adjustments
Year ended 31
March 2022
NZ$NZ$NZ$NZ$NZ$
Operating Income
Operating Revenue
335,560 - 79,463 - 415,023
Other Revenue
94,472 511,224 35,392
(395,468)245,620
Interest Income-
264,768 2
(264,768)2
Gain on Lease Modification
-
21,458 10,048
- 31,506
Total Revenue430,032 797,450 124,905 (660,236)692,151
Cost of sales255,014 1,394 164,804 (37,241)383,971
Operating Expenses
Interest134,477
82,771 135,183
(264,769)87,662
- 27,742 - - 27,742
18,440 128,330 53,371 200,141
216,785 625,828 246,673 (358,226)731,060
369,702 864,671 435,227 (622,995)1,046,605
(194,684) (68,615)(475,126)- (738,425)
Assets
Segment assets1,705,179 6,340,012 106,896 (6,286,071)1,866,016
Capital Expenditure- - - - -
Segment Liabilities1,712,494 1,444,150 1,708,552 (3,552,071)1,313,125
The Group's taxation has not been allocated to segments and is included centrally. Financing has been
allocated to segments.
Segment profit/
(loss) before tax
Amortisation and
Impairment losses
Sales between the segments of the Group are made on in a similar manner to transactions with third parties.
No operating segments have been aggregated to form the above reportable operating segments.
Total operating
expenses
Other expenses
Depreciation
The operations of this segment include providing accounting, management and administration services to
other segments of the Group. In additon, AFC International Trading Group Limited, sources packaged food
products, cosmetics and health products and National Dairy Group Limited sources food products for
distribution for China. AFC GoGlobal ECommerce Limited, AFC Education Investment Limited and National
Dairy did not trade during the 2022 financial year and have been included under this segment.
AFC Group Holdings Limited Annual Report 2022
Page 49

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
23. SEGMENT REPORTING (continued)
Year ended 31 March 2021
Vineyard
and winery Corporate Manufacturing
Eliminations
and
adjustments
Year ended 31
March 2021
NZ$NZ$NZ$NZ$NZ$
Operating Income
Operating Revenue
155,694 6,924 484,385 (93)646,910
Other Revenue
110,771 652,013 100,036
(555,676)307,144
Interest Income-
208,521 9
(208,522)8
Total Revenue266,465 867,458 584,430 (764,291)954,062
Cost of sales295,044 5,785 628,480 (35,051)894,258
Operating Expenses
Interest111,415
62,390 104,054
(208,522)69,337
- 150 161,333 - 161,483
20,799 19,569 33,331 - 73,699
166,629 745,950 634,684 (520,127)1,027,136
298,843 828,059 933,402 (728,649)1,331,655
(327,422)33,614 (977,452)(591)(1,271,851)
Assets
Segment assets1,776,601 6,385,665 533,487 (5,958,509)2,737,244
Capital Expenditure- - - - -
Segment Liabilities1,589,229 1,421,192 1,660,017 (3,224,509)1,445,929
20222021
NZ$NZ$
(738,425)(1,271,851)
- -
(738,425)(1,271,851)
1,866,016 2,737,244
- -
1,866,016 2,737,244
1,313,126 1,445,929
- -
1,313,126 1,445,929
Total liabilities for operating segments
Total operating expenses
Segment profit/ (loss) before
tax
Adjustments
Position
Total assets for operating segments
Add: deferred tax asset
Position
Profit / (loss) before tax for operating segments
The eliminations and adjustments of segment profit, assets and liabilities relate to intercompany transactions
and balances which are eliminated on consolidation.
Taxation benefit for the year
Profit / (loss) after taxation
Amortisation and
Impairment losses
Depreciation
Other expenses
AFC Group Holdings Limited Annual Report 2022
Page 50

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
23. SEGMENT REPORTING (continued)
Geographical segments
Vineyard
and winery Corporate Manufacturing
Eliminations
and
adjustments Total
NZ$NZ$NZ$NZ$NZ$
China
223,976
- 19,027 - 243,003
New Zealand
111,584 - 60,436 - 172,020
Operating Revenue
335,560 - 79,463 - 415,023
China
25,007 226 213,485 - 238,718
New Zealand
130,669 6,698 270,825 - 408,192
Operating Revenue
155,676 6,924 484,310 - 646,910
All operations, assets, and liabilities were domiciled within New Zealand.
24. NET TANGIBLE ASSETS PER SHARE
20222021
NZ$NZ$
Total assets1,866,016 2,737,244
Less right-of-use assets9,553 494,463
Less intangible assets708 858
Tangible assets1,855,755 2,241,923
Less total liabilities1,313,126 1,445,929
Add lease liabilities11,234 525,948
Net tangible assets553,863 1,321,942
Number of ordinary shares on issue3,664,253,194 3,664,253,194
Net tangible assets / liabilities per share in NZ$0.0002 0.0004
Revenue from external customers is attributed to geographical segments on the basis of the country the
customer is trading in. Revenues from six related party customers of the Group's international marketing,
vineyard and manufacturing segments represented 59% (2021: 37%) of the Group's total operating revenue.
31 March 2022
31 March 2021
The net tangible assets and number of shares used in the calculation are as follows:
AFC Group Holdings Limited Annual Report 2022
Page 51

AFC GROUP HOLDINGS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
26.CONTINGENT LIABILITIES
The Group has no contingent liabilities at 31 March 2022 (2021: Nil).
27. EVENTS AFTER THE REPORTING PERIOD
The company is actively looking for new customers and markets to increase revenue and profit. Lastly, the
Board of Directors are assessing the Group's position on an ongoing basis and will continue to keep the
market informed of any changes to the operation that may have a material impact on the current business
strategy.
During the year management had communicated with the landlord of the East Tamaki property, to discuss
options for reducing costs and an agreement was reached with the landlord for the Group to terminate their
lease earlier than agreed. The landlord also agreed to compensate the group for some of their removal and
moving costs. The lease terminated in April 2022. The Group has recognised a lease modification as at 31
March 2022.
AFC Group Holdings Limited Annual Report 2022
Page 52

AFC Group Holdings Limited
Independent auditor’s report to the Shareholders
Report on the Audit of the Consolidated Financial
Statements
Opinion

We have audited the consolidated financial statements of AFC Group Holdings Limited
and its subsidiaries (the Group), which comprise the consolidated statement of financial
position 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, and notes to the consolidated financial statements, including a
summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements give a true and fair
view of the consolidated financial position of the Group as at 31 March 2022, and of its
consolidated financial performance and its consolidated cash flows for the year then
ended in accordance with New Zealand equivalents to International Financial Reporting
Standards (NZ IFRS).
Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (New
Zealand) (ISAs (NZ)). Our responsibilities under those standards are further described in
the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
section of our report. We are independent of the Group in accordance with Professional
and Ethical Standard 1 International Code of Ethics for Assurance Practitioners (including
International Independence Standards) (New Zealand) issued by the New Zealand
Auditing and Assurance Standards Board and the International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including
International Independence Standards) (IESBA Code), and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the IESBA Code. 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 interests in, AFC
Group Holdings Limited or any of its subsidiaries.
Material Uncertainty Related to Going Concern

We draw attention to Note 1.6 in the financial statements, which indicates that the Group
incurred a net loss of $738,425 for the year ended 31 March 2022 and, as of that date, the
Group’s current liabilities exceeded its current assets by $835,165. These events or
conditions, along with other matters as set forth in Note 1.6, indicate that a material
uncertainty exists that may cast significant doubt on the Group’s ability to continue as a
going concern. Our opinion is not modified in respect of this matter.

54
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the consolidated financial statements of the current period. These matters were addressed in the
context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters. A material uncertainty on going concern has
been noted in the paragraph above.

INVENTORY OBSOLESENCE - NOTE 11
Area of focus How our audit addressed it
The Group holds material levels
of inventory that represents
19% of Total Assets.
The valuation of these assets
has a direct impact on the
Comprehensive Income of the
Company which is the reason
why we have given specific
audit focus and attention to this
area.


Our audit procedures included:
— Understanding the system of processing inventory transactions
— Attended physical inventory counts on or around the Reporting
Date
— Completed detailed substantive testing of the costing of inventory
— Tested that inventory at the reporting date is stated at the lower
of Cost or Net Realisable Value by testing a selection of
inventory items to the most recent sales price less costs to sell
— Assessing the appropriateness of the Group’s provision for
inventory based on sales history and the Group’s forecasts and
considering the level of sales in the period between the reporting
date and the time of approving the financial statements
— Ensured appropriate disclosure has been included in the financial
statements


Information Other than the Consolidated Financial Statements and Auditor’s Report
Thereon

The directors are responsible for the Annual Report which includes information other than the consolidation
financial statements and this audit report. Our opinion on the consolidated financial statements does not
cover the other information and we do not express any form of audit opinion or assurance conclusion
thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have nothing to report in this
regard.

55
Directors’ Responsibilities

The directors are responsible on behalf of the entity for the preparation of consolidated financial statements
that give a true and fair view 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 consolidated financial statements that are free
from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as
a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs (NZ) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.

A further description of our responsibilities for the audit of these financial statements is located at the
External Reporting Board (XRB) website at:

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

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

The engagement director on the audit resulting in this independent auditor’s report is Darren Wright.

Restriction on Distribution and Use

This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken
so that we might state to the Company’s shareholders those matters which we are required to state to them
in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company and the Company’s shareholders, as a body, for
our audit work, for this report or for the opinions we have formed.



William Buck Audit (NZ) Limited
Auckland

28 June 2022

AFC GROUP HOLDINGS LIMITED
SHAREHOLDER AND STATUTORY INFORMATION
RankHolding%
1
NZ SILVERAY GROUP LIMITED
1,508,808,517
41.18%
2
WEI FANG
451,043,376
12.31%
3
E WAY HOLDINGS GROUP LIMITED
198,750,000
5.42%
4
LEI CHEN
180,000,000
4.91%
5
YINRUI SHEN
180,000,000
4.91%
6
YONG ZHU
122,578,309
3.35%
7
SHANSHAN LU
120,000,000
3.27%
8
SHUOPENG WANG
100,000,000
2.73%
9
ZHONGSHENG YAO
100,000,000
2.73%
10
LIN FANG
98,750,000
2.69%
11
FEI YAO
80,000,000
2.18%
12
MINGBAO ZHANG
80,000,000
2.18%
13
TINGSONG ZHANG
47,505,000
1.30%
14
ZHAN QIN XU
30,000,000
0.82%
15
WENMING TAN
28,609,957
0.78%
16
PRAKASH PANDEY
28,513,333
0.78%
17
ANTHONY EDWIN FALKENSTEIN & IAN DONALD MALCOLM
22,347,222
0.61%
18
HAO LONG
20,000,000
0.55%
19
HUAI JI ZHOU
20,000,000
0.55%
20
WEIHUA LI
19,334,790
0.53%
Number of
shareholders
%
Number of
Shares
%
466.63%58,9180.00%
9713.98%330,1540.01%
10214.70%744,8680.02%
23634.01%5,554,8090.15%
415.91%2,768,1140.08%
7010.09%13,088,4510.36%
10214.70% 3,641,707,88099.38%
694100.00% 3,664,253,194100.00%
68097.98% 3,661,046,50199.91%
Other142.02%3,206,6930.09%
694100.00% 3,664,253,194100.00%
The company is listed on the Alternative Market of the New Zealand Exchange (NZX).
Largest Shareholders (As at 10 May 2022)
Shareholder
2,000 - 4,999
1 - 1,999
Size of Holding
Spread of Shareholders (as at 10 May 2022)
5,000 - 9,999
10,000 - 49,999
New Zealand
Geographic Spread
500,000 – plus
100,000 – 499,999
50,000 - 99,999
AFC Group Holdings Limited Annual Report 2022
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AFC GROUP HOLDINGS LIMITED
SHAREHOLDER AND STATUTORY INFORMATION (continued)
Ordinary
Shares
Beneficially
Held
Ordinary
Shares
Beneficially
Held
% Held% Held
2022202120222021
1,508,808,517 1,508,808,51741.1841.18
451,043,376 451,043,37612.3112.31
198,750,000 198,750,0005.425.42
Lei Chen
180,000,000 180,000,0004.914.91
Yinrui Shen
180,000,000 180,000,0004.914.91
2,518,601,893 2,518,601,89368.7368.73
AppointedResigned
06-Jun-16
-
13-Apr-15
-
29-Mar-21
-
Independent directors
Qiang Li01-Apr-18
-
Zilei Wang16-May-18
-
Shares beneficially owned held by associated persons for Mr Bo Xian Cao comprise his interest as the owner of
all the shares in E Way Holdings Group Limited, which company is the holder of 198,750,000 shares.
Mr Xia’s shares beneficially owned held by associated persons comprise his interest as an ultimate shareholder
in NZ Silveray Group Limited, which company is the holder of 1,508,808,517 shares.
There were no other securities transactions disclosed to the Board and entered into the Interests Register for the
year to 31 March 2022.
Wei Fang
This information reflects the company’s records and disclosures made under section 280(1)(b) of the Financial
Markets Conduct Act 2013.
E Way Holdings Group Limited
Substantial Product Holders (as at 10 May 2022)
NZ Silveray Group Limited
During the year the board of directors comprised:
Non-executive directors
Yang Xia (Chairman)
The total number of voting securities of the company on issue at 10 May 2022 was 3,664,253,194 paid ordinary
shares.
Directors
Bo Xian Cao
Jingwei Ma
-1,508,808,517
Statement of Directors’ Security Holdings (as at 31 March 2022)
SharesShares
Beneficially Owned
Held Solely
Beneficially Owned
Held by Associated
Persons
Bo Xian Cao-198,750,000
Yang Xia
AFC Group Holdings Limited Annual Report 2022
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AFC GROUP HOLDINGS LIMITED
SHAREHOLDER AND STATUTORY INFORMATION (continued)
The following are directorships held by the AFC Group Holdings Limited Directors as at 31 March 2022:
Director's fees
Other
Remuneration
NilNil
$292Nil
Qiang Li$10,500Nil
$4,083Nil
Jingwei Ma
Nil$64,923
Yanling Hu (Deputy General Manager) received a salary of $114,250 during the year.
AFC Group Holdings Limited
AFC Group Holdings Limited
Anhui Sanhe Concrete Company
Anhui Asin International Trade Co. Ltd
Guangdong Farmside International Trading Co Limited
Guangzhou Ruifeng Fertilizer Company
Guangdong Sanjiang Industrial Development Company
Guangdong SYYR Investment & Management Company
Guangdong Yinrui Investment & Management Company
Hefei Ge Lun Bu E-commerce Co., Ltd
National Dairy Group Ltd
NZ Silveray Group Limited
Sanhe Building Materials Technology Company Ltd
Zhonghui Yuanlin Construction Limited
Bo Xian Cao
AFC Biotechnology Manufacture Co Limited
AFC International Trading Group Limited
AFC Group Holdings Limited
E Way Holdings Group Limited
NZ Guangdong Business Development Corporation Limited
Oceania Traceability Technology Limited
Jingwei Ma
Statement of Directors’ Security Holdings (as at 31 March 2022) (continued)
Yang Xia
Directors' Indemnity and Insurance
The Company has not arranged policies of Directors' Liability insurance. Directors are personally liable for
obtaining insurance to ensure that generally they do not incur no monetary loss as a result of action taken as
directors.
Directors’ Remuneration and Other Benefits
The following is the remuneration paid to the Directors of AFC Group Holdings Limited for the twelve months to
31 March 2022:
Yang Xia (Chairman)
Bo Xian Cao
The director Jingwei Ma received a salary of $64,923 in FY 2022. The Directors of AFC Group Holdings Limited
did not receive any other benefits from AFC Group Holdings Limited in the 12 months to 31 March 2022.
Employees Remuneration (Excluding Directors)
There were one employees who received remuneration in excess of $100,000 during the year.
Zilei Wang
AFC Group Holdings Limited Annual Report 2022
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AFC GROUP HOLDINGS LIMITED
CORPORATE INFORMATION
SOLICITORSAFC GROUP HOLDINGS LIMITED
Buddle Findlay New Zealand LawyersSecurity code: AFC
P O Box 1433Listed on NZX Market
Auckland 1140NZ Company number: 1799581
SHARE REGISTRAR HEAD OFFICE / REGISTERED OFFICE
Computershare Investor Services Limited AFC Group Holdings Limited
Level 2, 159 Hurstmere Road245 Ti Rakau Drive
Private Bag 92-119Burswood
Auckland 1142Auckland 2013
ACCOUNTANTS
RSM New Zealand (Auckland)TELEPHONE
PO Box 20427664-9-930-0245
Level 2, Building 5
62 Highbrook Drive, HighbrookWEBSITE
Auckland 2013
www.afcnz.com
AUDITORS
William Buck Audit (NZ) Limited
P O Box 106 090
Level 4, 21 Queen Street
Auckland 1010
BANKERS
ANZ Bank New Zealand Limited
AFC Group Holdings Limited Annual Report 2022
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