Hallenstein Glasson Holdings Limited logo

HLG Annual Report for the year ended 1 August 2022

Annual Report26 October 2022HLGConsumer Discretionary

ANNUALREPORT

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
The last financial year 2022 was

certainly turbulent with trading

affected by lockdowns in both

New Zealand and Australia as

well as several other external

factors.

These included various restrictions in trading

due to Covid as well as continued disruption

to our supply chain with lockdowns in the

countries we source our product from, as

well as rising costs and delays to freight.

The teams across the business have once

again been fantastic in navigating these

disruptions, proving they are dynamic and

agile in the way they work.

ENTSCONT

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
HIGHLIGHTSHIGHLIGHTS

CHAIRMAN’S REPORT CHAIRMAN’S REPORT

CHIEF EXECUTIVE CHIEF EXECUTIVE

OFFICER’S REPORTOFFICER’S REPORT

SUSTAINABILITY SUSTAINABILITY

MATTERS MATTERS

HALLENSTEIN HALLENSTEIN

BROTHERSBROTHERS

GLASSONSGLASSONS

INDEPENDENT INDEPENDENT

AUDITOR’S AUDITOR’S

REPORT REPORT

FINANCIAL FINANCIAL

STATEMENTS STATEMENTS

GENERAL GENERAL

DISCLOSURES DISCLOSURES

CORPORATE CORPORATE

GOVERNANCE GOVERNANCE

STATEMENTSTATEMENT

SHAREHOLDER SHAREHOLDER

INFORMATION INFORMATION

DIRECTORY & DIRECTORY &

CALENDARCALENDAR

18

20

24

55

60

66

68

02

04

06

10

16

1

ENTSCONT

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
2

2,113

TEAM MEMBERS

117

TOTAL STORES

Now that there is less

disruption, I feel we

have come out the

other side with the

brands stronger than

ever and ready to

take on the challenges

that we will face in


the future.

STUART DUNCAN

CHIEF EXECUTIVE OFFICER

HIGHLIGHTS

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
3

27.9

% OF TOTAL REVENUE

THROUGH ONLINE RETAIL

UP FROM 24.0% IN 2021

42.93

EARNINGS PER

ORDINARY SHARE

%

CENTS

351

SALES

UP 0.1%

M

$

26

PROFIT AFTER TAX

DOWN - 23.2%

M

$

90

TOTAL EQUITY

M

205

TOTAL ASSETS

M

$

$

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
4

The Company advises that Group sales

for the 12 months to 1 August 2022

were $351.21 million which were +0.1%

up on the prior year ($350.76 million).

The audited net profit after tax for

the 12 months was $25.61 million,

a decrease of -23.2% on the prior

corresponding period ($33.32 million).

Overall, to achieve sales on par with

the prior year was pleasing given

the numerous challenges faced in

the year. During the first six months

of the year sales were adversely

impacted by the numerous lockdowns

in both New Zealand and Australia,

with stores closed and 5,432 trading

days lost, resulting in a decrease

of -6.2% on the prior year.

Sales for the six-months ended 1 August

2022 were up 6.6% on the same period

last year as all stores remained open

throughout the season. During this

period the business was faced with a

difficult trading environment with the

Omicron surges impacting on staffing

and customers shopping habits,

particularly in the New Zealand market.

The Gross Margin held steady during

the year at 57.6% compared to 57.4% in

the prior year. The exchange rate was

improved in the first half of the year but

declined considerably in the second half.

There was a focus placed on negotiating

better prices with suppliers which

helped to hold margin, but this was

off-set by increased freight costs and

shipping delays resulting from the

ongoing global impact of COVID-19.

During the financial period significant

effort was made to reduce operating

costs and inventory levels were well

managed to preserve liquidity. The

higher inventory balance at year

end is due to goods in transit at

the balance date in order to ensure

certainty of product availability during

the upcoming peak trade period.

Glassons — Australia

Sales in Australia were $156.94 million

which was an increase of +17.43%

on the corresponding period. Net

profit after tax was $19.11 million,

an increase of +16.4% on the prior

corresponding period ($16.42 million).

During the year, a new store was opened

in Marion, Adelaide in September 2021.

This is the first store in South Australia

and has been very successful since its

opening. New stores were also opened

in Penrith, New South Wales in March,

and in Canberra, Australian Capital

Territories in April. The Burwood, Sydney

store was closed in March. The business

continues to look for opportunities for

new stores in Australia with a number

of sites currently under review, to

support planned growth. A store in

Macarthur Square, Sydney has been

opened post year end in September

2022, while the Pacific Fair store in

Queensland has been extended and

refurbished. Further refurbishments

are planned in the next six months.


Additional office and studio space

was taken adjacent to the current

Fulfilment Centre in Sydney to ensure

adequate space was in place to

support the expected future growth

of the Australian operation

s.

Glassons —New Zealand

Sales in New Zealand for the year

were $104.37 million, a decrease

of -12.96% on the prior year. Net

profit after tax was $4.08 million,

a decrease of -64.7% on the prior

corresponding period ($11.55 million).

Over the last year the North West store

in Auckland was refurbished in July, and

the Invercargill store was relocated to

the new Invercargill Central mall in June.

With the ongoing large increases in

online sales there has been significant

investment in digital. The Glassons

app is undergoing continuous

enhancements and now has more

than 850,000 downloads.

Glassons continues to maintain a strong

brand position in the markets it operates

in, supported by our focus on the latest

trends with sustainability in mind. Digital

is at the forefront of customer service and

engagement, both online and instore.

CHAIRMAN’S

REPORT

5
Hallenstein Brothers

Sales for the 12 month period were

$89.91 million (including Australia), a

decrease of -7.50% on the prior period.

Net profit after tax was $2.09 million,

a decrease of -56.6% on the prior

corresponding period ($4.82 million).

During the year our Nelson store

was refurbished in May and new

fixtures to better display product

were rolled out to key stores.

Sales were significantly impacted by

the lockdowns in the first half of the

year, particularly due to the number of

demand driving events such as weddings

and festivals that were cancelled or

postponed over the summer months.

Hallensteins has continued to see strong

growth in casual categories and the

team has maintained their focus on the

current trends and must have products.

Growth in the Australian operations in

the second half of the year has been

pleasing, and it is great to see the

improvements made to the website

and our social media channels creating

engagement with our customers in

both New Zealand and Australia.

E-Commerce

Online sales grew over the period

by 16.1% against the prior year with

significant growth experienced during

periods of store closures. Online sales

now represent 27.88% of total sales

for the full financial year, up from

24.04% in the prior year. Growth in

online sales is expected to be more

difficult in the coming year as we

compare against prior periods that

included substantial lockdowns.

Investment continues in digital to

ensure we are ahead of the market

in our functionality and technology

as well as our web fulfillment in

Distribution Centers. There is also

focus on digital marketing and

customer experience to continue to

accelerate our online sales growth.

Dividend

The Directors have declared a final

dividend of 24 cents per share (not

imputed) (24 cents per share partially

imputed last year) to be paid on 16th

December 2022. Together with the

interim dividend of 18 cents per share

that was paid on 14th April 2022,

the full year dividend is 42 cents per

share. The dividend payment is able

to be maintained as the Company’s

balance sheet continues to be strong,

and inventories well controlled.

Future Outlook

The first eight weeks of the new

financial year have seen Group sales

improve by +68.49% on the prior year.

Last year there were multiple store

closures for much of the 8 week period

across Australia and New Zealand

due to lockdowns, so the percentage

increase is not directly comparable. The

Group is looking forward to a year of

comparably minimal Covid interruptions

and refocusing on its key strategies

of quality on-trend product, speed to

market, customer service and investment

in digital. However, there remains margin

pressure caused by the USD exchange

rate and the higher than normal freight

costs. There have also been increases

in operating costs due to inflationary

pressure. The Group is now focused

on ensuring our performance for the

key peak trading months ahead.

A further update will be provided

at the Annual Meeting of

Shareholders in December 2022.

Warren Bell

Chairman

GROUP SALES

2 7. 9 %

OF GROUP TURNOVER

M

$

ONLINE SALES

351.21

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
6

The last financial year 2022

was certainly turbulent

with trading affected by

lockdowns in both New

Zealand and Australia as

well as several other

external factors.

These included various restrictions

in trading due to Covid as well as

continued disruption to our supply

chain with lockdowns in the countries

we source our product from, as well as

rising costs and delays to freight. The

teams across the business have once

again been fantastic in navigating

these disruptions, proving they are

dynamic and agile in the

way they work.

During the government-imposed

lockdowns we were able to pivot

our business to rely more on digital,

showing the investment we continue

to make is paying off. Once the stores

were able to trade again the teams

had all staff back and we were able

to avoid closing any stores even with

increased cases of staff absence

which shows the commitment and

dedication from our teams.

The second half of the financial year

did not have any lockdowns, but

restrictions were still in place. It was

pleasing to see that sales rebounded

and were up +6.6% on the previous

second half.

Now that there is less disruption, I feel

we have come out the other side with

the brands stronger than ever and

ready to take on the challenges that

we will face in the future.

During the financial year there

continued to be pressure on costs, we

paid our staff during the lockdowns

as well as continuing to honour our

fixed costs. While we did have some

support from the government wage

subsidies and rent relief from the

majority of landlords this only partly

covered our expenses. There was

also pressure from inflationary cost

increases as well as an impact from

the increased cost of freight. The

teams did well to mitigate some of

these increases with good negotiation

on cost prices and tight cost controls.

While we saw challenges on both

sides of the Tasman it was clear that

Australia recovered quicker than

New Zealand, resulting in a strong

performance from Glassons Australia.

While Glassons New Zealand didn’t

have as strong a performance during

the second half of the year, there

has been improvements as we have

moved into the new financial year.

Glassons continues to lead the way

as a fashion brand and continues

to respond with agility to customer

demand while remaining relevant

in the markets it trades within. We

continue to expand the physical store

presence in Australia and invest in

digital in both markets.

Hallensteins Brothers has successfully

increased the casual product offering

to help offset the decline in demand

for tailored product while there have

been less events. This has included

moving to a more smart-casual

product range in fitting with current

trends. Investment in the website

continues to be a focus and we have

seen growth from both New Zealand

and Australia.

CHIEF

EXECUTIVE

OFFICER’S

REPORT

7
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022

Retail

During the financial year we have continued to

improve the customer experience in our physical

stores by investing in stores fit outs, technology

and team training. There were refits in Glassons

Northwest Store, Auckland and Hallenstein Brothers

Nelson. New Glassons stores were opened in Marion,

South Australia, Penrith, New South Wales and

Canberra, ACT with the new concept design. We

have invested in a new app to better communicate

with our teams and new hardware to streamline the

transactional process. Training has been undertaken

in improving our customer service and in staff

wellbeing. The above is all fundamental in providing

exceptional customer service.

Digital

Digital is crucial to the growth of our

business, and we achieved a 16% increase

in online sales over the financial year.

Digital sales now account for 28% of total

sales. As the Chairman mentioned, the new

season will be hard to compare due to the

lockdowns last year but I am confident

with our significant investment in the

digital platforms and marketing, we will

be well placed to continue that growth.

The Glassons App success continues

with downloads over 850k. More

enhancements have been made to improve

the functionality including allowing

customers to leave reviews of their physical

shopping experience and enabling us to

communicate directly with their device.

Hallenstein Brothers website has received

further investment enhancing the functionality

and improving the imagery. This has led

to better engagement with customers on

social channels and improved online sales.

We will continue to invest and focus on digital

to allow us to grow the online sales and

ensure we are market leaders in this area.

117

STORES ACROSS

THE GROUP

4

NEW

STORES

2

STORES

REFURBISHED

GROUP ONLINE

SALES GROWTH

16%

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
8

Product

With international borders once

again opening up, both Hallensteins

Brothers and Glassons design,

buying and production teams have

been able to travel internationally.

This has helped to understand new

trends in international markets and

get closer to our suppliers. More

travel is planned to improve our

relationships with our suppliers and

help with the speed to market of our

product. Creating relevant desirable

product is still fundamental to the

business and we drive product

innovation to lead the market.

Sustainability

We are now in the third year of

producing our Made with Care

Sustainability Report and we continue

to make progress on our sustainability

journey. We have increased our use

of more sustainable fabric across

our brands which include organic,

recycled, and traceable materials. To

ensure transparency and authenticity

we have aligned with a number of

certification programmes. There is still

much work to do but I am proud of the

steps we have taken on our journey

which has been backed positively by

the 2022 Tearfund Ethical Fashion

Report. Fundamental to our strategy

is to maintain our integrity and be

transparent, which is ingrained in all

we do. To find more details you can

visit our sustainability pages on our

websites which are regularly updated.

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
9

Moving into the new financial year there is a positivity

around less disruption from Covid related issues, but due to

the extended lock downs last year it is difficult to compare

our performance. We have seen trading improve in both

New Zealand and Australia, but much will depend on the key

trading months ahead. Our Team have shown their resilience

during the last financial year, and this has put us in a good

position moving forward.

There are challenges ahead from continued freight

disruption, FX pressures and the inflationary increases to

our costs, but we are focused to maintain our strategic

direction and we will continue to deliver great and affordable

fashion product to our customers underpinned by our

sustainability ethos.

There will be continued investment in digital to improve

customer engagement and improvements to physical stores

to provide a great customer experience. This strategic

direction with an overarching drive to deliver on operating

excellence as well as investment in our people allows us to

ensure there will be further growth opportunities.

Finally, I would like to thank the team for their loyalty and

commitment shown during these disruptive times. With their

help I am confident that the business is in great shape for the

future.

Outlook

Stuart Duncan

Group CEO

10
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022

SUSTAINABILITY

MATTERS

This is our third year of sustainability reporting. During that time, we’ve stayed

true to our strategy; a journey that embraces a genuine goal of doing more

and doing better. Throughout the business, we continue to improve on our

sustainability foundation and commitment — Made with Care.

Following is a summary of the report but you can read the full version on

the Group website at www.hallensteinglasson.co.nz/sustainability

11
HALLENSTEIN GLASSON HOLDINGS SUSTAINABILITY FRAMEWORK

VISION

TO BUILD A SUSTAINABLE BUSINESS ON A FIRM FOUNDATION OF INTEGRITY

PILLARS

AREAS OF

FOCUS

Staff

wellbeing and

empowerment

Community

support

Sustainable

stores and

operations

Climate

change

Sustainable

Fabrics and

products

Ethical and

transparent

supply

chains

IMPORTANT

ISSUES

Engaged and

empowered

diverse

workforce

Meaningful

investment

Plastics and

packaging

Our carbon

footprint

Certified

fabrics

Supplier

partnerships

Safe working

environment

Reducing

waste

Preparing

for climate

change

Pre-loved

garments

Ethical

factories

Career

development

Energy

efficiency

Cruelty-free

fashion

Effective &

transparent

communication

Product

stewardship

COMMUNICATE OUR STRATEGY CLEARLY TO STAFF, CUSTOMERS & SHAREHOLDERS

PeoplePlanetProduct

Three years ago, HGH developed a sustainability framework; it’s a roadmap to guide the

business on our sustainability journey. We have a clear vision based on our pillars (Product,

Planet, People), specific areas of focus, and the important issues within those focus areas.

Let’s take a closer look.

11

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
12

OUR 2022 KEY FOCUS

AREAS ARE:

SUSTAINABLE FABRICS

AND PRODUCTS

ETHICAL AND

TRANSPARENT

SUPPLY CHAINS

CLIMA

TE CHANGE

SUSTAINABLE

STORES AND

OPERATIONS

STAFF WELLBEING

AND EMPOWERMENT

CERTIFICATIONSINCREASEREDUCEDO NOT USE

OCS/GRS

Certified Organic or

Recycled cotton

Conventional

cotton

Angora

EUROPEAN FLAX

®

Certified Eco linen

Non Certified

linen

Silk

LENZING™

ECOVERO™

Certified Eco

viscose

Non Certified

viscose

Fur

GRS

Certified Recycled

polyester

Virgin

polyester

Mohair

GRS

Certified Recycled

nylon

Virgin nylonExotic skins

GRS

Certified Recycled

wool

Virgin wool

As you know, we’re focused

on more of our product being

sustainably sourced and

certified, every year.

This is an ongoing journey;

we haven’t yet reached some

of our preferred sourcing and

certification targets, but we

are most definitely on our

way. As always, progress is a

balancing act.

To help, we’ve created

a comprehensive list of

our preferred fabrics with

certification so we can easily

see our product sourcing mix.

It’s called our fabric sourcing

matrix, and you can see it

here. The most desirable

fabrics are obviously those

on the left.

1. SUSTAINABLE FABRICS AND PRODUCTS

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
13

2. ETHICAL AND

TRANSPARENT

SUPPLY CHAINS

Knowing who participates in our supply chain,

meeting them and checking their operations is

important to us. We achieve visibility through:

— Auditing

— Partners such as Qualspec SGT and QIMA

— Eyes and ears on the ground. Now we can travel

again, we can see factory conditions first-hand.

Our external audit partner, Qualspec SgT, audits

factories on our behalf to assess our suppliers’

compliance with our Code of Conduct.

Ensuring factories have independent monitoring

systems in place is important to us. In 2022 we

partnered with QIMA to enhance transparency

by providing a confidential grievance reporting

channel within our main factories.

3. CLIMATE ACTION

Since our 2021 Sustainability Report, we have been

busy collecting the data we need to measure our

carbon footprint as it stands. It’s been quite an

exercise.

We are now in the process of analysing the data —

this is the first step in developing our carbon

management and reduction strategy. To achieve

meaningful carbon reduction as a business, we

needed to know where we’re at

— what base level

we are working from. Now we have that information,

we’ll set our targets and develop a reduction road map.

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022
14

4. SUSTAINABLE STORES AND OPERATIONS

THREE RS CONTINUE TO BE OUR FOCUS – REDUCE, REUSE, RECYCLE

We have an ambitious goal — by 2025, to reduce by 50% what goes to landfill from our distribution

centres. We are working hard to achieve this and are engaging an independent waste audit later

this year to help us plan a robust waste minimisation strategy. In Australia we have partnered with

WastePro to help with our waste reduction. We constantly review all product packaging reducing it

wherever possible. Sourcing sustainable packaging is always our priority.

15
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022

5. STAFF WELL-BEING

MENTAL HEALTH AND WELLBEING

Earlier this year, we engaged with the NZ Institute of Wellbeing & Resilience (NZIWR) to deliver some

tools to help our teams.

NZIWR conducted a series of live webinars over a period of eight weeks in December and January 2022.

The workshop topics were curated into two distinct series – one an introduction to resilience, the second

focusing more tightly on managing stress.

UNCONSCIOUS BIAS

We delivered the programme in 2022. The programme educated our team on Unconscious Bias and how

to recognise and understand their own bias so they could improve their interactions and communication

with each other and with customers. This training supported our Equality, Diversity and Inclusion Policy.

16
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022

INSTAGRAM FOLLOWERS

55.1

K

TIKTOK FOLLOWERS

44.5

K

42

STORES

IN NEW ZEALAND

4

STORES

IN AUSTRALIA

17
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022

WARREN BELL

CHAIRMAN

Investment continues in digital to ensure we

are ahead of the market in our functionality

and technology as well as our web fulfillment

in Distribution Centers.

90

TOTAL SALES

M

DOWN -7.5%

$

18
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022

INSTAGRAM FOLLOWERS

700

K

TIKTOK FOLLOWERS

160

K

19
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022

36

STORES

IN NEW ZEALAND

35

STORES

IN AUSTRALIA

104

NEW ZEALAND SALES

M

AUSTRALIAN SALES

DOWN -13.0%

157

M

UP 17.4%

Glassons continues to lead the way as a

fashion brand and continues to respond

with agility to customer demand while

remaining relevant in the markets it

trades within.

STUART DUNCAN

CHIEF EXECUTIVE OFFICER

$

$

20



PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000, www.pwc.co.nz


Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

Our opinion

In our opinion, the accompanying financial statements of Hallenstein Glasson Holdings Limited (the

Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial

position of the Group as at 1 August 2022, its financial performance and its cash flows for the year

then ended in accordance with New Zealand Equivalents to International Financial Reporting

Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).


What we have audited

The Group's financial statements comprise:

● the statement of financial position as at 1 August 2022;

● the statement of comprehensive income for the year then ended;

● the statement of changes in equity for the year then ended;

● the statement of cash flows for the year then ended; and

● the notes to the accounts, which include significant accounting policies and other explanatory

information.


Basis for opinion

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

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

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

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the

International Code of Ethics for Professional Accountants (including International Independence

Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we

have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the area of tax compliance and tax advisory

services. In addition, certain partners and employees of our firm may deal with the Group on normal

terms within the ordinary course of trading activities of the Group. The provision of these other

services has not impaired our independence as auditor of the Group.

Key audit matters

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

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.


TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000,

www.pwc.co.nz

Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

Our opinion

In our opinion, the accompanying financial statements of Hallenstein Glasson Holdings Limited (the

Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial

position of the Group as at 1 August 2021, its financial performance and its cash flows for the year

then ended in accordance with New Zealand Equivalents to International Financial Reporting

Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

What we have audited

The Group's financial statements comprise:

●the statement of financial position as at 1 August 2021;

●the statement of comprehensive income for the year then ended;

●the statement of changes in equity for the year then ended;

●the statement of cash flows for the year then ended; and

●the notes to the financial statements, which include significant accounting policies and other

explanatory information.

Basis for opinion

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

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

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

Our firm carries out other services for the Group in the areas of tax compliance and tax advisory

services. In addition, certain partners and employees of our firm may deal with the Group on normal

terms within the ordinary course of trading activities of the Group. These relationships and provision

of other services has not impaired our independence as auditor of the Group.

Key audit matters

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

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

INDEPENDENT AUDITOR’S REPORT

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000,

www.pwc.co.nz

Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

Our opinion

In our opinion, the accompanying financial statements of Hallenstein Glasson Holdings Limited (the

Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial

position of the Group as at 1 August 2021, its financial performance and its cash flows for the year

then ended in accordance with New Zealand Equivalents to International Financial Reporting

Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

What we have audited

The Group's financial statements comprise:

●the statement of financial position as at 1 August 2021;

●the statement of comprehensive income for the year then ended;

●the statement of changes in equity for the year then ended;

●the statement of cash flows for the year then ended; and

●the notes to the financial statements, which include significant accounting policies and other

explanatory information.

Basis for opinion

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

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

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

Our firm carries out other services for the Group in the areas of tax compliance and tax advisory

services. In addition, certain partners and employees of our firm may deal with the Group on normal

terms within the ordinary course of trading activities of the Group. These relationships and provision

of other services has not impaired our independence as auditor of the Group.

Key audit matters

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

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

21
PwC

Description of the key audit matter How our audit addressed the key audit matter

Inventory valuation

As at 1 A ugust 2021, the Group held

$27.8 million (2020: $24.6 million) of

finished goods, net of inventory

adjustments of $1.4 million (2020: $0.4

million). Given the size of the inventory

balance relative to the total assets of the

Group and the estimates and judgements

described below, the valuation of

inventory required significant

audit attention and is a key audit matter.

As disclosed in Note 3.2, inventory is held

at the lower of cost and net

realisable value (NRV) determined using

the weighted average cost method. At

year end, the valuation of inventory is

reviewed by management and the

carrying value of inventory is reduced

where inventory is forecast to be sold

below cost.

The inventory adjustment is determined

based on various factors including

historical data, current trends and product

information from buyers. Determining the

appropriate level of provisioning involves

judgement and the application of

assumptions including management’s

expectations of f uture sales levels and

estimation of selling price adjustments.

We have performed the following procedures over

the valuation of inventory:

●For a sample of inventory items, tested costing to

supplier invoices and shipping documents;

●We tested that the ageing report used by

management correctly aged inventory items by

agreeing a sample of aged inventory items to the

date of purchase as shown on third party invoices;

●On a sample basis we tested the net realisable

value of inventory items to recent selling prices;

●We assessed the percentage write down applied

to older inventory with reference to historic

inventory write downs and recoveries on slow

moving inventory;

●We re-perfomed the calculation of the inventory

write down;

●Considered the impact of COVID-19 on the

inventory valuation by discussing the impact with

management and considering the impact on slow

moving items on the NRV calculations;

●We also made enquires of management, including

those outside of the finance function, and

considered the results of our testing above to

determine whether any specific write downs were

required; and

●Reviewed the appropriateness of disclosures in

the financial statements.

From the procedures performed no material

exceptions were identified.

TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED

INDEPENDENT AUDITOR’S REPORT

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000,

www.pwc.co.nz

Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

Our opinion

In our opinion, the accompanying financial statements of Hallenstein Glasson Holdings Limited (the

Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial

position of the Group as at 1 August 2021, its financial performance and its cash flows for the year

then ended in accordance with New Zealand Equivalents to International Financial Reporting

Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

What we have audited

The Group's financial statements comprise:

●the statement of financial position as at 1 August 2021;

●the statement of comprehensive income for the year then ended;

●the statement of changes in equity for the year then ended;

●the statement of cash flows for the year then ended; and

●the notes to the financial statements, which include significant accounting policies and other

explanatory information.

Basis for opinion

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

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

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

Our firm carries out other services for the Group in the areas of tax compliance and tax advisory

services. In addition, certain partners and employees of our firm may deal with the Group on normal

terms within the ordinary course of trading activities of the Group. These relationships and provision

of other services has not impaired our independence as auditor of the Group.

Key audit matters

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

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.




PwC 2

Description of the key audit matter How our audit addressed the key audit matter

Inventory valuation

As at 1 August 2022, the Group held

$33.4 million (2021: $27.8 million) of

finished goods, net of inventory

adjustments of $0.3 million (2021: $1.4

million). Given the size of the inventory

balance relative to the total assets of the

Group, and the estimates and judgements

described below, the valuation of

inventory required significant

audit attention and is a key audit matter.

As disclosed in Note 3.2, inventories

are held at the lower of cost and net

realisable value (NRV). At year end,

the valuation of inventory is reviewed

by management and its cost is reduced

where inventory is forecast to be sold

below cost.

The inventory adjustment is determined

based on various factors including

historical data, current trends, and product

information from buyers. Determining the

appropriate level of provisioning involves

judgement and the application of

assumptions including management’s

expectations of future sales levels and

estimation of selling price.


We have performed the following procedures over

the valuation of inventory:

● for a sample of inventory items, tested inventory

costing to supporting documentation;

● we tested the accuracy of the ageing report used

by management to calculate inventory provisions

by agreeing a sample of aged inventory items to

third party invoices;

● on a sample basis we tested the net realisable

value of inventory items to selling prices;

● we performed analytical procedures on selected

inventory provisions to assess their

reasonableness and that they appropriately met

our expectations;

● we also made enquiries of management, including

those outside of the finance function, and

considered the results of our testing above to

determine whether any specific write downs were

required; and

● reviewed the appropriateness of disclosures in the

financial statements.



Our audit approach


Overview




Overall group materiality: $1.75 million, which represents approximately 5% of

Group profit before tax.

We chose Group profit before tax as the benchmark because, in our view, it is

the benchmark against which the performance of the Group is most commonly

measured by users, and is a generally accepted benchmark.

Our Group audit scope focused on the major operating locations. In aggregate,

the locations selected as part of our audit scoping contributed 98% of the

Group’s Revenue and 99% of the Group’s profit before tax.

As reported above, we have one key audit matter, being:

● Inventory valuation.

22
PwC

Our audit approach

Overview

Overall group materiality: $2.3 million, which represents

approximately 5% of Group profit before tax.

We chose Group profit before tax as the benchmark because, in our

view, it is the benchmark against which the performance of the

Group is most commonly measured by users, and is a generally

accepted benchmark.

Our Group audit scope focused on the major operating locations. In

aggregate, the locations selected as part of our audit scoping

contributed 98% of the Group’s Revenue and 99% of the Group’s

profit before tax.

We agreed with the Audit and Risk Committee that we would report

to them any misstatements identified during our audit above

$100,000 as well as misstatements below that amount that, in our

view, warranted reporting for qualitative reasons.

As reported above, we have one key audit matter, being:

●Inventory valuation

As part of designing our audit, we determined materiality and assessed the risks of material

misstatement in the financial statements. In particular, we considered where management made

subjective judgements; for example, in respect of significant accounting estimates that involved

making assumptions and considering future events that are inherently uncertain. As in all of our audits,

we also addressed the risk of management override of internal controls, including among other

matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain

reasonable assurance about whether the financial statements are free from material misstatement.

Misstatements may arise due to fraud or error. They are considered material if, individually or in

aggregate, they could reasonably be expected to influence the economic decisions of users taken on

the basis of the financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall Group materiality for the financial statements as a whole as set out above. These,

together with qualitative considerations, helped us to determine the scope of our audit, the nature,

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

and in aggregate, on the financial statements as a whole.

How we tailored our group audit scope

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an

opinion on the financial statements as a whole, taking into account the structure of the Group, the

accounting processes and controls, and the industry in which the Group operates.

TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000,

www.pwc.co.nz

Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

Our opinion

In our opinion, the accompanying financial statements of Hallenstein Glasson Holdings Limited (the

Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial

position of the Group as at 1 August 2021, its financial performance and its cash flows for the year

then ended in accordance with New Zealand Equivalents to International Financial Reporting

Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

What we have audited

The Group's financial statements comprise:

●the statement of financial position as at 1 August 2021;

●the statement of comprehensive income for the year then ended;

●the statement of changes in equity for the year then ended;

●the statement of cash flows for the year then ended; and

●the notes to the financial statements, which include significant accounting policies and other

explanatory information.

Basis for opinion

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

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

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

Our firm carries out other services for the Group in the areas of tax compliance and tax advisory

services. In addition, certain partners and employees of our firm may deal with the Group on normal

terms within the ordinary course of trading activities of the Group. These relationships and provision

of other services has not impaired our independence as auditor of the Group.

Key audit matters

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

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

INDEPENDENT AUDITOR’S REPORT




PwC 3

As part of designing our audit, we determined materiality and assessed the risks of material

misstatement in the financial statements. In particular, we considered where management made

subjective judgements; for example, in respect of significant accounting estimates that involved

making assumptions and considering future events that are inherently uncertain. As in all of our audits,

we also addressed the risk of management override of internal controls, including among other

matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain

reasonable assurance about whether the financial statements are free from material misstatement.

Misstatements may arise due to fraud or error. They are considered material if, individually or in

aggregate, they could reasonably be expected to influence the economic decisions of users taken on

the basis of the financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall Group materiality for the financial statements as a whole as set out above. These,

together with qualitative considerations, helped us to determine the scope of our audit, the nature,

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

and in aggregate, on the financial statements as a whole.

How we tailored our group audit scope

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion

on the financial statements as a whole, taking into account the structure of the Group, the accounting

processes and controls, and the industry in which the Group operates.

Other information

The Directors are responsible for the other information. The other information comprises the

information included in the Annual report, but does not include the financial statements and our

auditor's report thereon. The Annual report is expected to be made available to us after the date of this

auditor's report.

Our opinion on the financial statements does not cover the other information and we will not express

any form of audit opinion or assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other

information and, in doing so, consider whether the other information is materially inconsistent with the

financial statements or our knowledge obtained in the audit, or otherwise appears to be materially

misstated.

When we read the other information not yet received, if we conclude that there is a material

misstatement therein, we are required to communicate the matter to the Directors and use our

professional judgement to determine the appropriate action to take.

Responsibilities of the Directors for the financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of

the financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the

Directors determine is necessary to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

In preparing the 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.

23
TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000,

www.pwc.co.nz

Independent auditor’s report

To the shareholders of Hallenstein Glasson Holdings Limited

Our opinion

In our opinion, the accompanying financial statements of Hallenstein Glasson Holdings Limited (the

Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial

position of the Group as at 1 August 2021, its financial performance and its cash flows for the year

then ended in accordance with New Zealand Equivalents to International Financial Reporting

Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

What we have audited

The Group's financial statements comprise:

●the statement of financial position as at 1 August 2021;

●the statement of comprehensive income for the year then ended;

●the statement of changes in equity for the year then ended;

●the statement of cash flows for the year then ended; and

●the notes to the financial statements, which include significant accounting policies and other

explanatory information.

Basis for opinion

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

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

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

Our firm carries out other services for the Group in the areas of tax compliance and tax advisory

services. In addition, certain partners and employees of our firm may deal with the Group on normal

terms within the ordinary course of trading activities of the Group. These relationships and provision

of other services has not impaired our independence as auditor of the Group.

Key audit matters

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

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

PwC

Description of the key audit matter How our audit addressed the key audit matter

Inventory valuation

As at 1 A ugust 2021, the Group held

$27.8 million (2020: $24.6 million) of

finished goods, net of inventory

adjustments of $1.4 million (2020: $0.4

million). Given the size of the inventory

balance relative to the total assets of the

Group and the estimates and judgements

described below, the valuation of

inventory required significant

audit attention and is a key audit matter.

As disclosed in Note 3.2, inventory is held

at the lower of cost and net

realisable value (NRV) determined using

the weighted average cost method. At

year end, the valuation of inventory is

reviewed by management and the

carrying value of inventory is reduced

where inventory is forecast to be sold

below cost.

The inventory adjustment is determined

based on various factors including

historical data, current trends and product

information from buyers. Determining the

appropriate level of provisioning involves

judgement and the application of

assumptions including management’s

expectations of f uture sales levels and

estimation of selling price adjustments.

We have performed the following procedures over

the valuation of inventory:

●For a sample of inventory items, tested costing to

supplier invoices and shipping documents;

●We tested that the ageing report used by

management correctly aged inventory items by

agreeing a sample of aged inventory items to the

date of purchase as shown on third party invoices;

●On a sample basis we tested the net realisable

value of inventory items to recent selling prices;

●We assessed the percentage write down applied

to older inventory with reference to historic

inventory write downs and recoveries on slow

moving inventory;

●We re-perfomed the calculation of the inventory

write down;

●Considered the impact of COVID-19 on the

inventory valuation by discussing the impact with

management and considering the impact on slow

moving items on the NRV calculations;

●We also made enquires of management, including

those outside of the finance function, and

considered the results of our testing above to

determine whether any specific write downs were

required; and

●Reviewed the appropriateness of disclosures in

the financial statements.

From the procedures performed no material

exceptions were identified.

INDEPENDENT AUDITOR’S REPORT

PwC 4

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole,

are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that

includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that

an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a material misstatement

when it exists. Misstatements can arise from fraud or error and are considered material if, individually

or in the aggregate, they could reasonably be expected to influence the economic decisions of users

taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the

External Reporting Board’s website at:

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

This description forms part of our auditor’s report.

Who we report to

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

undertaken so that we might state those matters which we are required to state to them in an auditor’s

report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our

audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Indumin

Senaratne (Indy Sena).

For and on behalf of:

Chartered Accountants

30 September 2022 Auckland

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 1 AUGUST 2022

$’000NOTE20222021

Sales revenue2.1351,214350,759

Cost of sales2.1(148,950)(149,549)

Gross profit202,264201,210

Other operating income2.2439477

Selling expenses(126,947)(117,236)

Distribution expenses(12,043)(11,328)

Administration expenses(26,658)(23,847)

Total expenses(165,648)(152,411)

Operating profit37,05549,276

Finance income2.1177106

Finance expense2.1, 2.2(2,146)(2,430)

Profit before income tax35,08646,952

Income tax expense6.1(9,481)(13,632)

Net profit after tax attributable to the shareholders


of the Holding Company2

.125,60533,320

Other comprehensive income

– Items that will not be reclassified to profit or loss

Gains (net of tax) on revaluation of land and buildings6.1484,921

Increase in share option reserve6.1168109

– Items that may be subsequently reclassified to profit or loss

Fair value gain/(loss) (net of tax) in cash flow hedge reserve 6.11252,385

Total comprehensive income for the year attributable


to the shareholders of the Holding Company

25,94640,735

Earnings per share

Basic and diluted earnings per share2.4 42.93 55.86

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

24

STATEMENT OF FINANCIAL POSITION
AS AT 1 AUGUST 2022

$’000NOTE20222021

Equity

Contributed equity5.127, 8 0527, 357

Asset revaluation reserve24,89424,846

Cashflow hedge reserve632507

Share option reserve228101

Retained earnings36,89436,342

Total equity90,45389,153

Represented by

Current assets

Cash and cash equivalents3.135,11339,204

Trade and other receivables466239

Advances to employees242291

Prepayments5,2751,559

Taxation Receivable

572-

Inventories3.233,44127, 81 0

Derivative financial instruments7. 41,188715

Total current assets76,29769,818

Non-current assets

Property, plant and equipment4.250,41552,025

Right of use assets4.167,14667, 2 23

Investment property4.33,3723,372

Intangible assets601566

Deferred tax6.27, 3 6 46,474

Total non-current assets128,898129,660

Total assets205,195199,478

Current liabilities

Trade payables13,2888,826

Employee benefits7.17, 2527,13 1

Other payables16,50313,124

Lease liabilities4.124,65522,991

Derivative financial instruments7. 42891

Taxation payable-4,611

Total current liabilities61,98756,684

Non-current liabilities

Lease liabilities4.152,75553,641

Total liabilities114,742110,325

Net assets90,45389,153

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

The Financial Statements are signed for and on behalf of the Board and were authorised for issue on 30 September 2022.

GRAEME POPPLEWELLGRAEME POPPLEWELL

DIRECTOR

30 SEPTEMBER 2022

MALCOM FORD

DIRECTOR

30 SEPTEMBER 2022

25

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 1 AUGUST 2022

$’000

NOTE

SHARE

CAPITAL

TREASURY

STOCK

ASSET

REVALUATION

RESERVE

CASH

FLOW

HEDGE

RESERVE

SHARE

OPTION

RESERVE

RETAINED

EARNINGS

TOTAL

EQUITY

Balance at 1 August 202029,279(220)19,925(1,878)6439,93287,102

Comprehensive income

Profit for Year-----33,32033,320

Revaluation net of tax6.1--4,921---4,921

Cash flow hedges net of tax6.1---2,385--2,385

Increase in share option reserve6.1----109-109

Total comprehensive income --4,9212,38510933,32040,735

Transactions with owners

Purchase of treasury stock5.1, 5.2-(1,964)----(1,964)

Dividends 2.3, 5.1-74---(36,982)(36,908)

Transfer to employee advances5.1-188----188

Transfer of share option reserve

to retained earnings ----(72)72-

Total transactions with owners-(1,702)--(72)(36,910)(38,684)

Balance at 1 August 2021

29,279(1,922)24,84650710136,342

89,153

Comprehensive income

Profit for year-----25,60525,605

Revaluation net of tax6.1--48---48

Cash flow hedges net of tax6.1---125--125

Increase in share option reserve6.1----168-168

Total comprehensive income --4812516825,60525,946

Transactions with owners

Sale of treasury stock5.1, 5.2-259----259

Dividends2.3, 5.1-148---(25,053)(24,905)

Transfer of share option reserve

to retained earnings ----(41)41-

(Gain) / loss on sale of


treasury stock transferred

to retained earnings 5

.1-41---(41)-

Total transactions with owners-448--(41)(25,053)(24,646)

Balance at 1 August 202229,279(1,474)24,84663222836,89490,453

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

26

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 1 AUGUST 2022

$’000NOTE2022

Cash flows from operating activities

Cash was provided from:

Sales to customers351,569351,355

Rent received2.2249260

Government grants2.22,3623,875

Interest income2.117096

Interest on debtors2.1710

354,357355,596

Cash was applied to:

Payments to suppliers217, 6 63219,095

Payments to employees66,42759,115

Interest paid on leases2.22,1462,430

Taxation paid15,63313,523

301,869294,163

Net cash flows from operating activities52,48861,433

Cash flows from investing activities

Cash was provided from:

Proceeds from sale of property, plant and equipment and intangible assets61113

Repayment of employee advances49189

110302

Cash was applied to:

Purchase of property, plant and equipment and intangible assets4.28,2817, 8 9 0

8,2817, 8 9 0

Net cash flows (applied to) investing activities(8,171)( 7, 5 8 8)

Cash flows from financing activities

Cash was provided from:

Sale of treasury stock and dividends5.1, 5.240774

40774

Cash was applied to:

Dividend paid2.325,05336,982

Lease liability payments4.123,76225,411

Purchase of treasury stock5.1, 5.2 - 1,964

48,81564,357

Net cash flows (applied to) financing activities(48,408)(64,283)

Net (decrease) in funds held(4,091)(10,438)

Cash and cash equivalents at the beginning of the year39,20449,642

Cash and cash equivalents at the end of the year3.135,11339,204

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

2021

27

STATEMENT OF CASH FLOWS CONTINUED
FOR THE YEAR ENDED 1 AUGUST 2022

$’000

NOTE20222021

Net profit after taxation25,60533,320

Add/(deduct) items classified as investing or financing activities

(Gain)/loss on sale of plant and equipment2.2(13)48

Add/(deduct) non cash items

Depreciation and amortisation2.234,14435,167

Net fair value gain on investment property2.2 - (160)

Deferred taxation6.2(969)(1,058)

Impairment expense2.2271253

Share option expense168109

Add/(deduct) movements in working capital items

Taxation payable(5,183)1,166

Trade and other receivables and prepayments1,585

Trade and other payables and employee benefits8,039(5,824)

Inventories(5,631)(3,173)

Net cash flows from operating activities52,48861,433

RECONCILIATION OF PROFIT AFTER TAXATION TO CASH FLOWS FROM OPERATING ACTIVITIES

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

(3,943)

28

Statement of compliance
These financial statements for the year ended 1 August 2022 have been prepared in accordance with

Generally Accepted Accounting Practice (GAAP). They comply with New Zealand equivalents to International

Financial Reporting Standards (NZ IFRS), other New Zealand accounting standards and authoritative notices

that are applicable to entities that apply NZ IFRS. The financial statements comply with International Financial

Reporting Standards (IFRS).

Basis of preparation of financial statements

The principal accounting policies adopted in the preparation of the financial statements are set out below.

These policies have been consistently applied to all the periods presented, unless otherwise stated.

The reporting currency used in the preparation of these financial statements is New Zealand dollars,

rounded where necessary to the nearest thousand dollars.

Entities reporting

The financial statements are the Consolidated Financial Statements of the Group comprising Hallenstein

Glasson Holdings Limited and subsidiaries, together they are referred to in these financial statements as ‘the

Group’. The parent and its subsidiaries are designated as for-profit entities for financial reporting purposes.

Principles of consolidation

Subsidiaries

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is

exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect

those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control

is transferred to the Group. They are deconsolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains and losses on transactions between Group companies

are eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency

with the policies adopted by the Group.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2022

1. BASIS OF PREPARATION

This section presents a summary of information considered relevant and material to assist the reader in understanding

the foundations on which the financial statements as a whole have been compiled. Accounting policies specific to

notes shown in other sections are disclosed in a shaded box and are included as part of that particular note.

1.1 GENERAL INFORMATION

Reporting entity


Hallenstein Glasson Holdings Limited (“Company” or “Parent”) together with its subsidiaries (the “Group”)

is a retailer of men’s and women’s clothing in New Zealand and Australia.

The Company is a limited liability company incorporated and domiciled in New Zealand. The address of its

registered office is Level 3, 235-237 Broadway Newmarket, Auckland.

Statutory base

Hallenstein Glasson Holdings Limited is a company registered under the Companies Act 1993 and is a FMC

reporting entity under Part 7 of the Financial Markets Conduct Act 2013. The Company is also listed on the

New Zealand Stock Exchange (NZX). The financial statements of the Group have been prepared in accordance

with the requirements of Part 7 of the Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules.

The financial statements were approved for issue by the Board of Directors on 30 September 2022.

1.2 GENERAL ACCOUNTING POLICIES

20222021

Hallenstein Bros Limited100%100%Retail of menswear in New Zealand

Hallenstein Brothers Australia Limited100%100%Retail of menswear in Australia

Glassons Limited100%100%Retail of womenswear in New Zealand

Glassons Australia Limited100%100%Retail of womenswear in Australia

Retail 161 Limited100%100%Non trading company

Retail 161 Australia Limited100%100%Non trading company

Hallenstein Properties Limited100%100%Property ownership in New Zealand

PRINCIPAL SUBSIDIARIES

INTEREST HELD BY

PARENT AND GROUP

PRINCIPAL ACTIVITIES

INVESTMENTS IN SUBSIDIARIES

29

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

Historical cost convention

These financial statements have been prepared under the historical cost convention, as modified by the

revaluation of land and buildings and financial assets and liabilities (including derivative instruments)

measured at fair value.

Critical accounting estimates, judgements and assumptions

The preparation of financial statements in conformity with NZ IFRS requires the use of certain critical

accounting estimates. It also requires management to exercise its judgement in the process of applying

the Group’s accounting policies.

Property, plant and equipment: The Group has assessed whether the carrying value of its property, plant

and equipment has suffered any impairment since they were acquired. The recoverable amounts of cash

generating units (at a subsidiary level) have been determined based on value in use calculations. These

calculations require the use of estimates and projections of future operating performance.

Inventory provision: The Group assess the inventory provision using management judgement which

considers a range of factors including the review of historical data, the age of inventory and current selling

price trends to determine the appropriateness of the provision.

Revaluation of land and buildings: The fair value of the Group’s land and buildings is determined by the

Board following an independent valuation undertaken at least every three years. The basis of the valuation

is assessed within a range indicated by two valuation approaches: discounted cash flow analysis and an

income capitalisation approach. The key assumptions are disclosed in note 4.2.

Revaluation of investment property: The fair value of the Group’s investment property is determined by

the Board following an independent valuation undertaken annually. The basis of the valuation is assessed

within a range indicated by two valuation approaches: discounted cash flow analysis and an income

capitalisation approach. The key assumptions are disclosed in note 4.3.

FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

Items included in the financial statements of each of the Group’s operations are measured using

the currency of the primary economic environment in which it operates (‘the functional currency’).

The financial statements are presented in New Zealand dollars, which is the Group’s presentational

currency.

Transactions and balances

The results and financial position of all the Group entities that have a functional currency different

from the presentation currency are translated into the presentation currency as follows:

(a)


a

ssets and liabilities for each balance sheet presented are translated at the closing rate at the

date of that balance sheet; and

(b)


i

ncome and expenses for each statement of comprehensive income are translated at average

exchange rates.

All resulting exchange differences are recognised in the statement of comprehensive income.

1. BASIS OF PREPARATION (CONTINUED)

30

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

1. BASIS OF PREPARATION (CONTINUED)

1.3 SIGNIFICANT EVENTS AND TRANSACTIONS

Trade in the first half of the 2022 financial year continued to be disrupted by the COVID-19 pandemic,

resulting in 5,432 lost trading days across the Group.

At 11.59pm on 17 August 2021, New Zealand re-entered Level 4 lockdown due to an outbreak of the

Delta variant. The Group announced it had closed all Hallenstein Brothers stores and Glassons stores

across New Zealand. On 7 September 2021, the rest of New Zealand outside of Auckland entered Alert

Level 2, with Auckland remaining in Alert Level 4. The Group was further impacted by localised lockdowns

in Northland and the Waikato. Non-Auckland Hallenstein Brothers and Glassons stores were reopened

with strict protocols in place in line with Government recommendations.

On 5 August 2021 Victoria announced that the state would enter a strict lockdown and all twelve Glassons

stores located in Victoria were closed. On 9 October 2021, the NSW strict lockdown rules were lifted and all

thirteen Glassons stores located in NSW were able to reopen after being closed since July 2021. The twelve

Glassons stores in Victoria reopened on 29 October 2021 when the lockdown restrictions were lifted.

On 9 November 2021 Auckland entered Alert Level 3 Step 2 and the Auckland stores for both Hallenstein

Brothers and Glassons were re-opened with strict protocols in place in line with the Government

recommendations.

As part of its response to COVID-19, the New Zealand Government provided wage subsidies over a specific

calendar period to eligible businesses to help employers continue to pay their employees and protect jobs

impacted by the alert level changes. The Group has applied NZ IAS 20 Accounting for Government Grants

and Disclosure of Government Assistance in accounting for the funds received from the COVID-19 Wage

Subsidy. Government wage subsidies received during the period have been accounted for as government

grants and offset against the expenses to which they relate in the same period as they are incurred as

disclosed in note 2.2.

Since the outbreak of COVID-19, the Group’s focus has been on remaining agile and meeting the needs

of our employees and customers. During periods of store closures, the web stores continued to trade. An

increased focus has been placed on the e-commerce side of the business, resulting in significant growth

in online sales. The Group has worked closely with its suppliers to ensure inventory is well controlled. Where

stores were unable to trade due to the various lockdowns, the Group has entered negotiations for rent relief

support from landlords. While some negotiations have been resolved, others are ongoing.

Certain key judgements and estimates are applied in these financial statements. The Directors have assessed

the impact of COVID-19 on these judgements and estimates and concluded that changes are not necessary.

With the current COVID-19 settings in both New Zealand and Australia, all stores across the network are now

open and operating in accordance with local government regulations, prioritising the health and safety of

our employees and customers.

31

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

2. PERFORMANCE


2.1 SEGMENT INFORMATION

The Board of Directors considers the business from both a product and geographic perspective as follows:

— Hallenstein Bros Limited (New Zealand) and Hallenstein Brothers Australia Limited (Australia)

— Glassons Limited (New Zealand)

— Glassons Australia Limited (Australia)

— Hallenstein Properties Limited (New Zealand) (Property)


The reportable segments derive their revenues primarily from the retail sale of clothing. The revenues from

external parties reported to the Board of Directors are measured in a manner consistent with that in the

statement of comprehensive income. There are no significant revenues derived from a single external customer.


SEGMENT RESULTS

For the year ended 1 August 2022

Operating segments are reported in a manner consistent with the internal reporting provided to the Board

of Directors. The Board of Directors is the chief operating decision maker and is responsible for allocating

resources and assessing performance of the operating segments and they delegate that authority through

the Group Chief Executive Officer.

$’000

GLASSONS

NEW ZEALAND

GLASSONS

AUSTRALIA

HALLENSTEINSPROPERTYPARENTTOTAL GROUP

INCOME STATEMENT

Sales revenue from

external customers

104,368156,93889,908--351,214

Cost of sales(49,038)(61,346)(38,566)--(148,950)

Finance income

493288-8177

Finance expenses

(913)(657)(575)-(1)(2,146)

Depreciation and

software amortisation

(11,417)(12,725)(9,560)(418)(24)(34,144)

Profit/(loss) before income tax5,69026,0282,922447(1)35,086

Income tax (expense)/benefit(1,611)(6,915)(830)(125)-(9,481)

Net profit/(loss) after income tax4,07919,1132,092322(1)25,605

BALANCE SHEET

Current assets18,05227,72123,4484,8032,27376,297

Non-current assets47, 51135,41323,80822,15610128,898

Current liabilities19,99124,28717, 5 8 8526961,987

Non-current liabilities23,73217, 30 411,719--52,755

Purchase of property, plant and

equipment and intangibles

1,8404,9831,40256-8,281

32

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

2. PERFORMANCE (CONTINUED)

SEGMENT RESULTS

FOR THE YEAR ENDED 1 AUGUST 2021

2.2 INCOME AND EXPENSES

$’000

GLASSONS

NEW ZEALAND

GLASSONS

AUSTRALIAHALLENSTEINSPROPERTYPARENTTOTAL GROUP

INCOME STATEMENT

Sales revenue from

external customers

11

9,911133,64797, 201--350,759

Cost of sales

(53,887)(53,855)(41 , 8 07 )--(149,549)

Finance income

221569--106

Finance expenses

(999)(678)(752)-(1)(2,430)

Depreciation and

software amortisation

(

11,372)(12,699)(10,731)(348)(17)(35,167)

Profit/(loss) before income tax

16,07523,5166,690679(8)46,952

Income tax (expense)/benefit

(4,522)(7,095)(1,872)2(13,632)

Net Profit/(loss) after income tax11,55316,4214,818534(6)33,320

BALANCE SHEET

Current assets18 ,74720,33924,0134,8471,87269,818

Non-current assets48,68830,67627, 9 0 422,38210129,660

Current liabilities18,05620,41117, 81 63277456,684

Non-current Liabilities24,26214,87114,508--53,641

Purchase of property, plant and

equipment and intangibles

2,6273,3521,9074-7, 8 9 0

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services,

excluding Goods and Services Tax, rebates and discounts and after eliminating sales within the Group.

Revenue is recognised as follows:

Sales of goods — Retail

Sales of goods are recognised when a Group entity has delivered a product to the customer. For in-store

sales, control passes to the customer at point of sale. For online sales, the order and the delivery to the

customer are considered to comprise a single performance obligation, therefore control passes to the

customer when the goods are delivered. Retail sales are usually in cash, credit card, debit card or by various

pay later services. The recorded revenue is the gross amount of sale (excluding GST), including credit card

fees and service fees payable for the transaction. Such fees are included in selling expenses.

The Group offers customers the option of purchasing gift cards. This is considered deferred revenue until

such time where the customer redeems the gift card on future purchases. A contract liability for the purchase

of a gift card is recognised at the time of the sale. Revenue is recognised when the gift card is redeemed or

when they expire. As at 1 August 2022, the gift card liability balance recognised under “Other payables” was

$3.480M (2021: $3.051M, 2020: $2.342M). $1.338M of the opening balance was redeemed or expired in the

current year.

Interest income

Interest income is recognised using the effective interest method.

Rental income

Rental income from operating leases (net of any incentives) is recognised on a straight line basis

over the lease term.

(145)

33

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

2. PERFORMANCE (CONTINUED)

INCOME AND EXPENSES

Profit before income tax includes the following specific income and expenses:

$’00020222021

Other operating income

Rental income249260

Insurance proceeds19057

Net fair value gain on investment property-160

Expenses

Occupancy costs4,0671,425

Impairment expense271253

Audit of financial statements

PwC New Zealand231189

Other services

Performed by PwC New Zealand

1

-5

Performed by PwC Australia

2

2020

Directors’ fees649695

Wages, salaries and other short term benefits

3

64,18758,521

Depreciation of property, plant and equipment9,5549,981

Depreciation of right of use assets24,27024,884

Amortisation of software320302

Total depreciation and amortisation34,14435,167

Interest on leases2,1462,430

(Gain)/loss on disposal of property, plant and equipment(13)48

DIVIDENDS2022202120222021

Cents per

share

Cents per

share

$’000$’000

Final dividend for the year ended 1 August 202124.0014,316

Interim dividend for the year ended 1 August 202218.0010,737

Interim dividend for the year ended 1 August 202015.008,947

Final dividend for the year ended 1 August 202024.0014,316

Interim dividend for the year ended 1 August 202123.0013,719

42.0062.0025,05336,982

2.3 DIVIDENDS

Provision is made for the amount of any dividend declared on or before the balance date but not distributed

at balance date.

Dividends paid were partially imputed. Supplementary dividends of $160,701 (2021: $373,763) were paid to

shareholders not resident in New Zealand for tax purposes for which the Group received a foreign investor tax credit.


1

Amount paid in respect of tax compliance and advisory services provided in New Zealand.

2

Amount paid in respect of tax compliance and tax advisory services provided in Australia.

3

Wages, salaries and other short term benefits includes wage subsidy benefit from the New Zealand government

of $2.362M (2021: Job keeper benefit from the Australian government of $2.139M was recognised). $2.362M was

received in cash during the year (2021: $3.875M).

34

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

BASIC

Basic earnings per share is calculated by dividing the profit after tax of the Group by the weighted average

nu

mber of ordinary shares outstanding during the year.

DILUTED

Diluted earnings per share is calculated by adjusting profit after tax and the weighted average number of

o

rdinary shares outstanding to assume conversion of all dilutive potential ordinary shares. There are no

options convertible into shares as at 1 August 2022 (2021: Nil).

T

he carrying amount of cash and cash equivalents equals the fair value.

3. WORKING CAPITAL


3.1 CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash on hand, EFTPOS (electronic funds transfer point of sale)

transactions which have not been cleared by the bank at balance date, deposits held at call with financial

institutions, other short-term highly liquid investments with original maturities of three months or less that

are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes


in value, and bank overdrafts.

S

tatements of cash flows

The following are the definitions of the terms used in the statement of cash flows:

(I.) Cash comprises cash and cash equivalents.

(II.)


I

nvesting activities are those activities relating to the acquisition, holding and disposal of property, plant and

equipment, investments and employee advances.

(III.)

F

inancing activities are those activities which result in changes in the size and composition of the capital

structure of the Group. This includes lease payments, equity and debt not falling within the definition of

cash. Dividends paid are included in financing activities.

(IV.) Operating activities include all transactions and other events that are not investing or financing activities.

Earnings per share

$’00020222021

Profit after tax25,60533,320

Weighted average number of ordinary shares outstanding59,64959,649

Basic and diluted earnings per share (cents per share)42.9355.86

Cash and cash equivalents

$’00020222021

Cash at bank33,37532,692

Short term bank deposits1,6686,447

Cash on hand7065

Total cash and cash equivalents35,11339,204

2. PERFORMANCE (CONTINUED)

Basic and diluted earnings per share is calculated by dividing the profit attributable to equity holders of the

Company by the weighted average number of ordinary shares outstanding during the period, adjusted for

bonus elements in ordinary shares issued during the period.

2.4 EARNINGS PER SHARE

35

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

3.2 INVENTORIES

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted

average method and includes expenditure incurred in acquiring the inventories and bringing them to their

existing location and condition. Net realisable value is the estimated selling price in the ordinary course of

business, less applicable variable selling expenses, excluding borrowing costs.

Following the publication of IFRS Interpretations Committee (IRFRIC) agenda decision on Costs Necessary

to Sell Inventories, in June 2021, the Group has reconsidered its accounting treatment in relation to which

costs to include when determining the net realisable value of inventory. The Group’s reconsideration of this

accounting treatment has not resulted in any adjustment to how it determines net realisable value.

Right-of-use assets and lease liabilities arising from a lease are initially measured on a present value basis.

Lease liabilities include the net present value of the remaining lease payments.

Right-of-use assets are initially recognised on commencement of lease at cost, comprising the initial amount

of the lease liabilities less any lease incentives received. Right-of-use assets are subsequently depreciated

using the straight-line method from the commencement date to the end of the lease term.

The group leases retail stores under non-cancellable operating leases expiring within one to seven years.

There is a small portion of lease contracts which contain renewal rights. In considering the lease term for

these contracts, the Group has determined that rights of renewals are not reasonably certain to be exercised

due to the nature and location of the stores and the changing retail environment. It is the Group’s strategy


to renegotiate the terms of all leases at their expiry instead of exercising renewal rights. This agile strategy

is enabled by having stores relatively small in size and not highly customised, and therefore relatively straight

f

orward to move locations. In addition, with the current retail market uncertainty and the continuing growth

of online sales compared to store sales, the Group needs to maintain a degree of flexibility.

Both right-of-use assets and lease liabilities are discounted applying the interest rate implicit in the lease.

If that rate cannot be determined, the lessee’s incremental borrowing rate is used, being the rate that the

lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar

economic environment with similar terms and conditions.

In response to the COVID-19 pandemic the International Accounting Standards Board has issued

amendments to IFRS 16 Leases to allow lessees not to account for rent concessions as lease modifications


if they are a direct consequence of COVID-19 and meet certain conditions.

T

he practical expedient will only apply if:

— the revised consideration is substantially the same or less than the original consideration;

— the reduction in lease payments relates to payments due on or before 30 June 2022; and

— no other substantive changes have been made to the terms of the lease.

The Group adopted this practical expedient in the year ended 1 August 2020 and has applied it to all

eligible rent concessions in the year ended 1 August 2022.

I

nventory adjustments are provided at year end for stock obsolescence within cost of sales in the Statement

of Comprehensive Income.

T

he cost of inventories recognised as an expense and included in cost of sales amounted to $148,661,516

(2021: $149,308,971).

Inventories

$’00020222021

Finished goods

33,73529,235

Inventory adjustments

(294)(1,425)

Net inventories

33,44127, 8 1 0

3. WORKING CAPITAL (CONTINUED)

4. LONG TERM ASSETS


4.1 LEASES

36

The following tables show the movements and analysis in relation to the right-of-use assets and lease liabilities.
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2022

4. LONG TERM ASSETS (CONTINUED)

Right of use assets

$’00020222021

Opening net book value 67, 22 3 73,628

Depreciation(24,270) (24,884)

Additions 23,772 19,026

Impairment(271) (253)

FX impact 692 (294)

Carrying amount 67,146 67, 2 23

Lease liabilities

$’000

20222021

Opening lease liabilities 76,632 85,663

Lease modifications and additions 26,383 19,149

Interest for the period 2,146 2,430

Lease payments made(25,908) (27, 8 41)

Covid-19 rent abatements received to date(2,636) (2,369)

FX impact 793 (4 0 0)

Closing lease liabilities 77, 410 76,632

Current lease liability 24,655 22,991

Non-current lease liability 52,755 53,641

Total future lease liabilities 77, 410 76,632

Short term leases where the Group is the lessee

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are

classified as operating leases. Payments made under operating leases (net of any incentives received from

the lessor) are charged to the profit and loss in the Statement of Comprehensive Income on a straight line

basis over the period of the lease.

The Group is the lessor

Assets leased to third parties under operating leases are included in Investment Property in the Statement of

Financial Position. Rental income (net of any incentives given to lessees) is recognised on a straight line basis

over the lease term. Lease receivables are disclosed under Note 4.3 Investment Property.

37

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

Lease liabilities maturity analysis for the year ended 1 August 2022

$’000

MINIMUM LEASE

PAYME NTS

INTERESTPRESENT

VALUE

Due within one year

26,941 (2,286) 24,655

One to two years

21,994 (1,557) 20,437

Two to five years 31,985 (1,619) 30,366

Later than five years 2,006 (54) 1,952

Total 82,926 (5,516) 77, 410

Current 24,655

Non-current 52,755

Total 77, 410

Lease related expenses included in the income statement:

$’000

20222021

Depreciation 24,270 24,884

Rent on short-term leases 6,703 3,794

Covid-19 rent abatements received to date(2,636) (2,369)

Interest on leases

2,146 2,430

Total 30,483 28,739

4. LONG TERM ASSETS (CONTINUED)

Lease commitments

The Group currently has no non-cancellable short-term operating lease agreements as at 1 August 2022.

Lease liabilities maturity analysis for the year ended 1 August 2021

$’000

MINIMUM LEASE

PAYME NTS

INTERESTPRESENT

VALUE

Due within one year 24,820 (1,829) 22,991

One to two years

20,739 (1,224) 19,515

Two to five years 32,706 (1,248) 31,458

Later than five years 2,710 (42) 2,668

Total 80,975 (4,343) 76,632

Current 22,991

Non-current 53,641

Total 76,632

Lease payments included in the cash flow statement:

$’000

20222021

Interest paid on leases (operating activities) 2,146 2,430

Payments for lease liabiities principal (financing activities)

23,762 25,411

Total cash outflows from leases 25,908 27, 8 41

38

4.2 PROPERTY, PLANT AND EQUIPMENT
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2022

4. LONG TERM ASSETS (CONTINUED)

Recognition and measurement

Land and buildings were valued on 1 August 2021 by Telfer Young (Hawkes Bay) Ltd, Fordbaker Valuation

Limited and Colliers International who are independent registered valuers and associates of The New

Zealand Institute of Valuers. The valuers have recent experience in the location and category of the item

being valued. The fair values of the assets represent the estimated price for which a property could be sold

on the date of valuation in an orderly transaction between market participants.

The adopted valuation has been assessed within a range indicated by two valuation approaches: Income

capitalisation approach and discounted cash flow analysis. These valuation approaches and the key

assumptions used by the valuers to arrive at fair value have been summarised in Note 4.3.

At each reporting date, where a valuation report is not obtained the most recent valuation reports are

reviewed by the management team. The review focuses on assessing that the value of the property is


no less than from the 1 August 2021 valuation to today. Confirmation was obtained from the valuers that

the valuations from 1 August 2021 were still appropriate as at 1 August 2022.

L

and and building measurements are categorised as Level 3 in the fair value hierarchy. During the year

there were no transfers between levels of the fair value hierarchy.

B

oth the income capitalisation approach and discounted cash flow analysis contain unobservable inputs

in determining fair value. These have been disclosed in the 2021 Annual Report which can be accessed via

t

he website: www.hallensteinglasson.co.nz

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as

appropriate, only when it is probable that future economic benefits associated with the item will flow

to the Group and the cost of the item can be measured reliably.

I

ncreases in the carrying amount arising on revaluation of land and buildings are credited to other

comprehensive income and shown as an asset revaluation reserve in shareholders’ equity. Decreases

that offset previous increases of the same asset are charged in other comprehensive income and debited

against the asset revaluation reserve directly in equity; all other decreases are charged to the statement of

comprehensive income.

All other property, plant and equipment is stated at historical cost less depreciation and impairment.

Historical cost includes expenditure that is directly attributable to the acquisition of the items. This cost

includes labour attributable to bringing the assets to the location and working condition for its intended use.

Depreciation

Land is not depreciated. Depreciation on other assets is calculated using the straight line method to allocate

their cost, net of their residual values, over their estimated useful lives, as follows:

— Buildings 67 years

— Plant and equipment 2 — 5 years

— Furniture, fittings and office equipment 5 — 10 years

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate at each balance date.

Impairment

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. Assets that are subject to amortisation are

reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount

may not be recoverable, for example a planned store closure, withdrawal from a business segment, or

assessment of loss making stores. Assets are grouped at the lowest levels for which there are separately

identifiable cash flows; a stores assets is the relevant cash generating unit. If, in a subsequent period, the

amount of the impairment loss decreases and it can be related objectively to an event occurring after the

impairment was recognised, the reversal of the previously recognised impairment loss is recognised in the

consolidated statement of comprehensive income.

The value in use calculation evaluates recoverability based on the stores’ forecasted discounted cash


flows, which incorporate estimated sales, margin & expense growth based upon current plans for the

store. Key assumptions in the determination of recoverable amount are:

— the estimate of future cash flows of the store incorporating reasonable sales growth and margin

improvement; and

— the discount rate incorporating the rates of return based on the risk and uncertainty inherent in the

forecast cash flows.

39

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

4. LONG TERM ASSETS (CONTINUED)

Following a review of store performance and consideration of other impairment indicators, the Group has

identified one store where indicators of impairment exist as at 1 August 2022. Further impairment testing was

performed with a write down recognised against the associated store’s right-of-use asset. Refer to note 4.1.

No material impairment was identified.

D

isposal

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These are

included in the Statement of Comprehensive Income.

FOR THE YEAR ENDED 1 AUGUST 2021

FOR THE YEAR ENDED 1 AUGUST 2022


$’000

LAND AT FAIR

VALUE

BUILDINGS AT

FAIR VALUE

FIXTURES &

FITTINGS

PLANT &

EQUIPMENTTOTAL

Opening NBV11,04518,81416,8085,35852,025

Additions

- - 5,7352,1917, 926

Disposals

- - (35)(14)(49)

Depreciation

- (518)(6,216)(2,820)(9,554)

Revaluations

- 67 - - 67

Closing NBV11,04518,36316,2924,71550,415

Cost/valuation11,04518,81471,70226,255127, 81 6

Accumulated depreciation

- - (55,410)(21,540)(77,401)

Closing NBV11,04518,36316,2924,71550,415

$’000

LAND AT FAIR

VALUE

BUILDINGS AT

FAIR VALUE

FIXTURES &

FITTINGS

PLANT &

EQUIPMENTTOTAL

Opening NBV8,30316,21618,4835,95648,958

Additions -

- 5,1172,3217, 43 8

Disposals -

- (122)(37)(159)

Depreciation -

(42 9)(6,670)(2,882)(9,981)

Revaluations 2,742

3,027 - - 5,769

Closing NBV11,04518,81416,8085,35852,025

Cost/valuation11,04518,81466,20024,208120,267

Accumulated depreciation -

- (49,392)(18,850)(68,242)

Closing NBV11,04518,81416,8085,35852,025

40

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

4. LONG TERM ASSETS (CONTINUED)

$’00020222021

Land4,2704,270

Buildings12,79212,792

Cost17,0 6217,0 62

Accumulated depreciation(2,482)(2,226)

Net book amount14,58014,836

If land and buildings were stated on a historical cost basis, the amounts would be as follows:

4.3 INVESTMENT PROPERTY

RECOGNITION AND MEASUREMENT

Investment property consists of a portion of land and buildings for the purpose of retail. Land and

buildings were valued on 1 August 2022 by Telfer Young (Hawkes Bay) Ltd who are independent registered

valuers and associates of The New Zealand Institute of Valuers. The valuers have recent experience in

the location and category of the item being valued. The fair values of the assets represent the estimated

price for which a property could be sold on the date of valuation in an orderly transaction between market

participants.

The adopted valuation has been assessed within a range indicated by two valuation approaches: Income

capitalisation approach and discounted cash flow analysis.

The following table summarises the valuation approach and key assumptions used by the valuers to arrive

at fair value.

Valuation approachDescription of the valuation approach

Income capitalisation

approach

A valuation methodology which determines fair value by capitalising

a property’s sustainable net income at an appropriate, market derived

capitalisation rate (yield). Unobservable inputs within the income capitalisation

approach include:

a) Net Market Rent which is the annual amount for which a tenancy within a

property is expected to achieve under a new arm’s length leasing transaction

after deducting a fair share of property operating expenses

b) Capitalisation Rate (yield) which is the rate of return, determined through

analysis of comparable, market related sales transactions which is applied

to a property’s sustainable net income to derive value.

Discounted cash

flow analysis

With the discounted cash flow approach (DCF) a cash flow budget is

established for the property over a ten-year time horizon. Within the cash flow

an allowance is made for rental growth as well as deducting costs associated

with property ownership. A terminal value is also estimated and the cash flows

are discounted at a market rate to arrive at a net present value.

Unobservable inputs within the discounted cash flow approach include:

a)

The discount rate which is the rate determined through analysis of

comparable market related sales transactions which is applied to a property’s

future net cash flows to convert those cash flows into a present value.

b)


T

he terminal capitalisation rate which is the rate which is applied to a

property’s sustainable net income at the end of an assumed holding

period to derive an estimated market value.

c)

Rental growth rate which is the annual growth rate applied to market rent

over an assumed holding period.

d)


E

xpenses growth which is the annual amount applied to property operating

expenses over an assumed holding period.

41

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

Lease receivables

The Group owns rental property that it leases under non-cancellable operating lease agreements to external

p

arties. Leases reflect normal commercial arrangements with varying terms and renewal rights.

The future minimum rental payments receivable under these leases is as follows:

Investment Property

$’00020222021

Opening balance3,3723,212

Net gain / (loss) from fair value adjustment-160

Closing balance3,3723,372

$’000

20222021

Due within one year

206229

One to two years199162

Two to five years

70201

Total lease receivables

475592

The market valuation as at 1 August 2022 was in line with the valuation performed as at 1 August 2021 so

no revaluation surplus of Investment Property was recognised within other income in the Statement of

Comprehensive Income (2021 $0.160M). Subsequent revaluation surpluses or losses will be recognised

through Statement of Comprehensive Income.

Land and building measurements are categorised as Level 3 in the fair value hierarchy. During the year

there were no transfers between levels of the fair value hierarchy.

Both the income capitalisation approach and discounted cash flow analysis contain unobservable inputs in

determining fair value. These are summarised in the table below:

4. LONG TERM ASSETS (CONTINUED)

RANGE OF SIGNIFICANT

UNOBSERVABLE INPUTS

CLASS OF

PROPERTY

INPUTS USED TO

MEASURE FAIR VALUE

20222021SENSITIVITY

Land and

Buildings —

Retail

Net Market Rent$345 per m2$331 per m2

The higher the market rent and

growth rate, the higher the fair value

Rental growth rate1.5% — 2.15%0.0% — 2.50%

Capitalisation rate (yield)6.00%5.75%

The higher the capitalisation rates and

discount rate, the lower the fair value.

Discount rate7.02%7.11%

Capitalisation rate6.50%6.50%

Expenses growth2.0% — 5.9%1.4% — 2.5%

The higher the expenses, the lower

the fair value.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,

only when it is probable that future economic benefits associated with the item will flow to the Group and the

cost of the item can be measured reliably.

42

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

5. EQUITY

5.1 SHARE CAPITAL

Ordinary shares are classified as capital, net of treasury stock.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction,

net of tax, from the proceeds.

Treasury stock

Shares purchased on market under the executive share scheme are treated as treasury stock on acquisition

at cost. On vesting to the employee, treasury stock shares are credited to equity and an employee loan is

recorded initially at fair value and subsequently at amortised cost.

Reserves

The asset revaluation reserve records revaluations of property, net of tax. The cash flow hedge reserve

records the fair value of derivative financial instruments, net of tax that meet the hedge accounting criteria.

The Share Option reserve is used to record the accumulated value of unvested share rights arising from the

executive share scheme which have been recognised in the statement of comprehensive income.

2022202120222021

SHARESSHARES$000’s$000’s

Balance at beginning of year59,352,06159,563,06027, 35729,059

Purchase of treasury stock-(297,000)-(1,964)

Sale of Treasury Stock50,000-259-

Dividends --14874

Share options exercised-86,001-188

Loss on sale of treasury stock transferred


to retained earnings

--41-

B

alance at end of year59,402,06159,352,06127, 8 0527, 357

Representing:

Share capital59,649,06159,649,06129,27929,279

Treasury stock (net of dividends)(247,000)(297,000)(1,474)(1,922)

Total59,402,06159,352,06127, 8 0527, 357

CONTRIBUTED EQUITY

All shares are fully paid and rank equally.

43

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

The Company operates an employee share scheme for certain senior executives to purchase ordinary shares

in the Company.

The Company provides the employees with limited recourse loans on an interest free basis to assist

employees’ participation.

The loans are applied to purchase shares on market and the shares are treated as treasury stock.

The loan amount is the total market value of the shares plus any commission applicable on the date of

purchase.

Any dividends payable on the shares are applied towards the repayment of the advance.

Shares purchased under the scheme are held by two directors as custodians and vest three years from the

date of purchase. In the event the employee leaves the company during the vesting period, the loan is repaid

by selling the shares on market. Any gain or loss arising from the sale of shares is included in equity. Refer to

note 5.1 for further detail on treasury stock.

In accordance with NZ IFRS 2 this scheme is an equity-settled scheme.

There were no shares issued during the 2022 financial year. The model inputs for shares issued during the

year ended 1 August 2021 included a share issue price ranging between $6.01 — $7.60, an expected price

volatility ranging between 33% — 42%, a risk free interest rate ranging between 0.10% — 0.54% and an

estimated 3 year vesting period.

Executive share schemeYEAR ENDED 1 AUGUST 2022YEAR ENDED 1 AUGUST 2021

Number

of shares

Av

erage

exercise price

per share option

Number


of shares

Av

erage

exercise price

per share option

Balance at beginning of financial year297,000$6.6186,001$3.49

Purchased on market during the year - - 297,000$6.61

Forfeited during the year(50,000)$5.18--

Exercised during the year

-

-

(86,001)

$3.49

Balance at end of financial year247,000$6.62297,000$6.61

Percentage of total shares held by

scheme

0.41%0.50%

Equity settled share-based compensation benefits are provided to employees in accordance with the

Group’s executive share scheme. The fair value of share rights granted under the scheme is recognised as an

employee benefit expense with a corresponding increase in equity. The fair value is measured at grant date

and recognised over the period during which the employees become unconditionally entitled to the share

rights.

The fair value at grant date of the share rights are determined using a Black Scholes Pricing model that

takes into account the exercise price, the term of the share right, the vesting and performance criteria, the

non-tradable nature of the share right, the share price at grant date and expected price volatility of the

underlying share, the expected dividend yield and the risk-free interest rate for the term of the share right.

At each balance date, the Group revises its estimate of the number of share rights that are expected to

become exercisable. The employee benefit expense recognised each period takes into account the most

recent estimate.

Upon the vesting of share rights, the balance of the share option reserve relating to the share rights is

transferred to retained earnings.

5. EQUITY (CONTINUED)

5.2 EXECUTIVE SHARE SCHEME

44

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

6. TAXATION

6.1 INCOME TAX EXPENSE

The statement of comprehensive income and statement of cash flows have been prepared so that all

components are stated exclusive of GST. All items in the statement of financial position are stated net of

GST, with the exception of receivables and payables, which include GST invoiced.

GOODS AND SERVICES TAX (GST)

The income tax expense or revenue for the period is the tax payable or receivable on the current period’s

taxable income based on the notional income tax rate for each jurisdiction, adjusted by changes in deferred

tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities

and their carrying amounts in the financial statements and unused tax losses.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to

apply when the assets are recovered or liabilities are settled, based on those tax rates which are enacted or

substantively enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of

deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception

is made for certain temporary differences arising from the initial recognition of an asset or a liability. No

deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a

transaction, other than a business combination, that at the time of the transaction did not affect either

accounting profit or taxable profit or loss.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is

probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount

and tax bases of investments in operations where the company is able to control the timing of the reversal of

the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised

directly in equity.

Income tax expense

$’00020222021

The tax expense comprises:

Current tax expense 11,39114,667

Prior period adjustment(941)-

Deferred tax expense (note 6.2)

- Future tax benefit current year

(969)

(1,035)

Total income tax expense9,48113,632

Reconciliation of income tax expense to tax rate applicable to profits

Profit before income tax expense35,08646,952

Tax at 28% (2021: 28%)9,82413,147

Tax effect of:

- Income not subject to tax-(45)

- Expenses not deductible for tax6049

- Adjustment due to different rate in different jurisdictions538481

- Prior period adjustment(941)-

Total income tax expense9,48113,632

The effective tax rate for the year was 27.0% (2021: 29.0%).

The Group has no tax losses (2021: Nil) and no unrecognised temporary differences (2021: Nil).

45

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

The tax (charge)/credit relating to components of other comprehensive income are as follows:

The above amounts represent the balance of the imputation account as at the end of the reporting period,

adjusted for:

— Imputation credits that will arise from the payment of the provision for income tax;

— I

mputation debits that will arise from the payment of dividends recognised as liabilities at the reporting date; and


Imputation credits that will arise from the receipt of dividends recognised as receivables at the reporting date.

$’00020222021

BEFORE

TA X

TA X

(CHARGE)

/ CREDIT

AFTER

TA X

BEFORE

TA X

TA X

(CHARGE)

/ CREDIT

AFTER

TA X

Gains (net of tax) on revaluation

of land and buildings

67(19)485,769(848)4,921

Fair value gain / (loss) (net of tax)

in cash flow hedge reserve

185(60)1253,355(970)2,385

Increase in share option reserve168-168109-109

6.2 DEFERRED TAX

$’00020222021

Amounts recognised in profit or loss

Depreciation4,455

4,601

Provisions and accruals1,7731,625

Net lease liability

1,4221,302

7, 6507, 528

Amounts recognised directly in equity

Asset revaluation reserve(19)(848)

Cash flow hedges(267)(206)

Total amount recognised7, 3 6 46,474

Movements

Balance at beginning of year6,4747, 23 4

Credited to the income statement9691,058

(Charged)/credited to equity(79)(1,818)

Balance at end of the year7, 3 6 46,474

6.3 IMPUTATION CREDITS

$’00020222021

Imputation credits available for subsequent reporting periods2,7013,777

6. TAXATION (CONTINUED)

46

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

7. OTHER


7.1 EMPLOYEE BENEFITS

WAGES AND SALARIES, ANNUAL LEAVE AND SICK LEAVE

Liabilities for wages and salaries, including non monetary benefits, annual leave and accumulating sick

leave expected to be settled within 12 months of the reporting date are recognised in other payables in

respect of employees’ services up to the reporting date and are measured at the amounts expected to be

paid when the liabilities are settled. Liabilities for non accumulating sick leave are recognised when the

leave is taken and measured at the rates paid or payable.

7.2 CONTINGENCIES

Contingent liabilities under contracts, guarantees and other agreements arising in the ordinary course of business

on which no loss is anticipated are as follows:

Letters of credit

Bank letters of credit issued to secure future purchasing requirements are matched to a contingent asset of

the same value representing inventories purchased.

7.3 RELATED PARTY TRANSACTIONS

During the year, the Company advanced and repaid loans to its subsidiaries by way of internal current

accounts. In presenting the financial statements of the Group, the effect of transactions and balances

between fellow subsidiaries and those with the Parent have been eliminated.

The Group undertook transactions with the related interests of the majority shareholder as detailed below:

Employee benefits

$’00020222021

Holiday pay accrual and other benefits7, 2 527,13 1

20222021

T C Glasson

Rent on retail premises based on independent valuations2,0392,017

Contingencies

$’00020222021

Financial guarantee1,235456

Bank guarantee provided to the New Zealand Stock Exchange Limited7575

47

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

The following Directors received Directors’ fees and dividends in relation to shares held personally as follows:

DIRECTORS’ FEESDIVIDENDS

$’0002022202120222021

Mr T C Glasson85904,6716,895

Mr W J Bell13513534

Ms K Bycroft9595--

Mr M Donovan

*

785-58

Mr G Popplewell858880117

Mr M Ford 10010546

Ms M Devine

**

5728--

Ms S Vincent85691928

Payments to Mr G Popplewell

$’00020222021

Consulting fees-50

$’00020222021

Short term employee benefits2,7992,821

Termination benefits160-

Share scheme benefit168109

* Mr M Donovan’s directorship ceased on 20 July 2021 and final fees were paid in August 2022.

** Ms M Devine’s directorship ceased on 30 March 2022.

Key management compensation was as follows:

7. OTHER (CONTINUED)

The Company operates an employee share scheme for certain senior executives and is outlined in Note 5.2.

Total remuneration of $376K was paid by the Company to close family members of the Board of Directors for

individuals that were either employed or engaged as consultants by the Company in the year ended 1 August

2022 (2021: $312K).

Payments to Karen Bycroft

$’00020222021

Consulting fees217

48

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

7.4 FINANCIAL RISK MANAGEMENT

Fair value estimation

Fair value estimates are classified in a hierarchy based on the inputs to valuation techniques used to

measure fair value. The different levels have been defined as follows:

— Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1).

— Inputs other than quoted prices included within Level 1 that are observable for the asset or liability,

either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2).

— Inputs for the asset or liability that are not based on observable market data (that is, unobservable

inputs) (Level 3).

The Group’s policy is to recognise transfers into and out of fair value hierarchy levels as of the date of

the event or change in circumstances that caused the transfer.

The Group has financial instruments that are classified as Level 2 within the fair value hierarchy. The fair

value of financial instruments that are not traded in an active market (for example, over-the-counter

derivatives) is determined by using valuation techniques. These valuation techniques maximise the use

of observable market data where it is available and rely as little as possible on entity specific estimates.

If all significant inputs required to fair value an instrument are observable, the instrument is included

within Level 2. Under Level 2 the Group holds forward foreign exchange contracts. The fair value of these

forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date,

with the resulting value discounted back to present value. Refer to note 7.4.4.

The Group’s land and buildings within property, plant and equipment and investment property is classified

as Level 3 in the fair value hierarchy as one or more of the significant inputs into the valuation are not

based on observable market data. Refer to notes 4.2 and 4.3 for more information.

Derivatives

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and

are subsequently re-measured to their fair value. The method of recognising the resulting gain or loss

depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the

item being hedged. The company designates certain derivatives as either; (1) hedges of the fair value of

recognised assets or liabilities or a firm commitment (fair value hedge); or (2) hedges of highly probable

forecast transactions (cash flow hedges).

The Group documents at the inception of the transaction the relationship between hedging instruments

and hedged items, as well as its risk management objective and strategy for undertaking various hedge

transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis,

whether the derivatives that are used in hedging transactions have been and will continue to be highly

effective in offsetting changes in fair values or cash flows of hedged items.

Cash flow hedge

The effective portion of changes in the fair value of derivatives that are designated and qualify as

cash flow hedges is recognised in equity in the cash flow hedge reserve. The gain or loss relating to

the ineffective portion is recognised immediately in the profit and loss component of Statement of

Comprehensive Income.

Amounts accumulated in equity are recycled in the Statement of Comprehensive Income in the periods

when the hedged item will affect profit or loss (for instance when the forecast sale that is hedged takes

place). However, when the forecast transaction that is hedged results in the recognition of a non-financial

asset (for example, inventory) or a non-financial liability, the gains and losses previously deferred in equity

are transferred from equity and included in the measurement of the initial cost or carrying amount of the

asset or liability.

When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria

for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is

recognised when the forecast transaction is ultimately recognised in the Statement of Comprehensive

Income. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that

was reported in equity is immediately transferred to the profit and loss component of the Statement of

Comprehensive Income.

Derivatives that do not qualify for hedge accounting

Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of these

derivative instruments are recognised immediately in the Statement of Comprehensive Income.

7. OTHER (CONTINUED)

49

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

7.4.1 FINANCIAL RISK FACTORS

The Group’s activities expose it to various financial risks including, liquidity risk, credit risk, and market risk

(including currency risk and cash flow interest rate risk). The Group’s risk management strategy is to minimise

adverse effects on Comprehensive Income. Derivative financial instruments are used to hedge currency risk.

7.4.2 LIQUIDITY RISK

Liquidity risk is the risk that the Group will be unable to meet its financial obligations as they fall due. The

Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient

liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring

unacceptable losses or risking damage to the Group’s reputation.

The Group manages liquidity risk by maintaining adequate reserves, and by regularly monitoring cash flow.

At balance date, the Group had $35.113 million (2021: $39.204 million) in cash reserves and accordingly,

management consider liquidity risk to be relatively low.

The table below analyses the Group’s financial liabilities and gross-settled derivatives into relevant maturity

groupings based on the remaining period from the statement of financial position to the contractual maturity

date. The cash flow hedge “outflow” amounts disclosed in the table are the contractual undiscounted cash

flows liable for payment by the Group in relation to all forward foreign exchange contracts in place at balance

date. The cash flow hedge “inflow” amounts represent the corresponding inflow of foreign currency back to

the Group as a result of the gross settlement on those contracts, converted using the spot rate at balance

date. The carrying value shown is the net amount of derivative financial liabilities and assets as shown in the

statement of financial position.

Trade payables are shown at carrying value in the table. No discounting has been applied as the impact of

discounting is not significant.

7. OTHER (CONTINUED)

AS AT 1 AUGUST 2022

$’000

LESS THAN 3

MONTHS

3-12

MONTHS

TOTALCARRYING

VALUE

Trade and other payables

29,791-29,79129,791

29,791-29,79129,791

Forward foreign exchange contracts

Cash flow hedges:

— Outflow( 17, 467 )(12,575)(30,042)(30,042)

— Inflow18,26212,70530,96730,941

Net795130925899

AS AT 1 AUGUST 2021

$’000

LESS THAN 3

MONTHS

3-12

MONTHSTOTAL

CARRYING

VALUE

Trade and other payables

21,950-21,95021,950

21,950-21,95021,950

Forward foreign exchange contracts

Cash flow hedges:

— Outflow(12,943)(10,982)(23,925)(23,925)

— Inflow13,19011,40724,59724,639

Net247425672714

50

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

7. OTHER (CONTINUED)

7.4.4 MARKET RISK

Foreign exchange risk

The Group is exposed to foreign exchange risk arising from currency exposure predominantly with the

US dollar with the purchase of inventory from overseas suppliers.

The Board has established a Treasury Risk Policy to manage the foreign exchange risk. The policy is

reviewed on a regular basis, and management report monthly to the Board to confirm policy is adhered

to. All committed foreign currency requirements are fully hedged, and approximately 50% (2021: 59%)

of anticipated foreign currency requirements are hedged on a rolling twelve month basis.

The Group uses forward exchange contracts with major retail banks only to hedge its foreign exchange

risk arising from future purchases.

7.4.3 CREDIT RISK

Credit risk is the risk of the failure of a debtor or counterparty to honour its contractual obligations resulting

in financial loss to the Group. The Group incurs credit risk from trade receivables and transactions with

financial institutions. The Group places its cash, short-term investments and derivative financial instruments

with high credit quality financial institutions. Retail sales are predominantly settled in cash or by using major

credit cards. 0.1% (2021: 0.1%) of sales give rise to trade receivables. This maximum exposure to credit risk is

the carrying amount of trade receivables.

Concentration of credit risk with respect to debtors is limited due to the large number of customers included

in the Group’s customer base.

The Group does not require collateral or other security to support financial instruments with credit risk.

51

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

7. OTHER (CONTINUED)

Forward exchange contracts — cash flow hedges

These contracts are used for hedging committed or highly probable forecast purchases of inventory.

The contracts are timed to mature during the month the inventory is shipped and the liability settled.

The cash flows are expected to occur at various dates within one year from balance date.

When forward exchange contracts have been designated and tested as an effective hedge the portion

of the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised

directly in equity. These gains or losses will be released in the profit and loss in the Statement of

Comprehensive Income at various dates over the following year as the hedged risk crystallises.

At balance date the Group had entered into forward exchange contracts to sell the equivalent of

NZ$30.042 million (2021: NZ$23.925 million), primarily in US Dollars. At balance date these contracts

are represented by net assets of $0.899 million (2021: assets of $0.714 million). When foreign exchange

contracts are not designated and tested as an effective hedge, the gain or loss on the foreign exchange

contract is recognised in the profit and loss in the Statement of Comprehensive Income.

At balance date there are no such contracts in place (2021: $Nil).

Interest rate risk

The Group has no interest bearing liabilities. Exposure to interest rate risk arises only from the impact

on income from operating cash flows as a result of interest bearing assets, such as cash deposits.

Sensitivity analysis

Based on historical movements and volatilities and management’s knowledge and experience,

management believes that the following movements are ‘reasonably possible’ over a 12 month period:


Proportional foreign exchange movement of -10% (depreciation of NZD) and +10%

(appreciation of NZD) against the USD, from the year end rate of $0.6297 (2021: $0.7013).



P

roportional foreign exchange movement of -10% (depreciation of NZD) and +10%

(appreciation of NZD) against the AUD, from the year end rate of $0.9012 (2021: $0.948).


A p

arallel shift of +2% / -2% in the market interest rates from the year end deposit rate of 2.5%

(2021: 0.25%).

52

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2022

7. OTHER (CONTINUED)

AS AT 1 AUGUST 2021INTEREST RATEFOREIGN EXCHANGE RATE

-1% +1%-10%+10%

$’000

CARRYING

AMOUNT

PROFITEQUITYPROFITEQUITYPROFITEQUITYPROFITEQUITY

FINANCIAL ASSETS

Loans and receivables

Cash and cash equivalents

39,204(392)(392)3923921,8901,890(1,546)(1,546)

Accounts receivable

239--------

Advances to employees

291--------

FINANCIAL LIABILITIES

Liabilities at amortised cost

Trade and other payables

21,950----(1,098) (1,098)898898

Derivatives used for hedging

Derivatives designated as cash

flow hedges (forward foreign

exchange contracts)

(714)-----1,968-(1,610)

Total increase / decrease(392)(392)3923927922,760(648)(2,258)

AS AT 1 AUGUST 2022INTEREST RATEFOREIGN EXCHANGE RATE

-2% +2%-10%+10%

$’000

CARRYING

AMOUNT

PROFITEQUITYPROFITEQUITYPROFITEQUITYPROFITEQUITY

FINANCIAL ASSETS

Loans and receivables

Cash and cash equivalents

35,113(702)(702)7027022,7102,710(2,218)(2,218)

Accounts receivable

466--------

Advances to employees

242--------

FINANCIAL LIABILITIES

Liabilities at amortised cost

Trade and other payables

29,791----(1,560) (1,560)1,2761,276

Derivatives used for hedging

Derivatives designated as cash

flow hedges (forward foreign

exchange contracts)

(899)-----2,477-(2,027)

Total increase / decrease(702)(702)7027021,1503,627(942)(2,969)

The parent is not exposed to any interest rate or foreign exchange risk.

If these movements were to occur, the post-tax impact on profit and loss and equity for each

category of financial investment:

53

7.4.5 CAPITAL RISK MANAGEMENT
The Group’s objectives when managing capital are to maximise the value of shareholder equity and

ensure that the Group continues to safeguard its ability to continue as a going concern. Group capital

consists of share capital, reserves and retained earnings. In order to meet these objectives, the Group

may adjust the amount of dividend payment made to shareholders. The Group has no specific banking

or other arrangements which require that the Group maintain specific equity levels.

7.5 EVENTS SUBSEQUENT TO BALANCE DATE

Subsequent to year end, the Board has resolved to pay a final dividend of 24.0 cents per share

(not imputed) (2021: 24.0 cents partially imputed). The dividend will be paid on 16th December 2022

to all shareholders on the Company’s register as at 5:00pm, 9th December 2022.

7.6 STANDARDS, AMENDMENTS AND INTERPRETATIONS TO EXISTING STANDARDS

There have been no changes in accounting policies or standards.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2022

7. OTHER (CONTINUED)

54

GENERAL DISCLOSURES
Board of Directors

Directors of the Company in office at the end of the year or who ceased to hold office during the year:

Principal activities of the Group

Hallenstein Glasson Holdings Limited is a non-trading Holding Company. The principal trading subsidiaries are

Glassons Limited, Glassons Australia Ltd (involved in the retail of women’s apparel), Hallenstein Bros Limited and

Hallenstein Brothers Australia Limited (retail of men’s apparel). The subsidiaries are 100% owned by Hallenstein

Glasson Holdings Limited.

DirectorQualifications / ExperienceSpecial Responsibilities

Warren James BellM Com FCA. Appointed December 1986.

Mr Bell holds appointments on a number of

boards of both public and private companies,

and is a professional director.

Chairman of the Board

Non-executive Director

Timothy Charles GlassonFounder of Glassons womenswear retail chain.

Appointed November 1985 on merger with

Hallensteins.

Non-executive Director

Graeme James Popplewell

Former CEO, B Com FCA. Appointed

March 1985.

Non-executive

Independent Director

Malcolm FordAppointed June 2010. Background includes

20 years with experience in direct sourcing

particularly in Asia, Mr Ford also has experience

in brand management across wholesale and

retail markets.

Non-executive

Independent Director

Karen BycroftBSC, Postgrad Marketing. Appointed November

2014. Background includes 25 years in Retail

in the UK and Australia with Marks and Spencer,

Sears, Woolworths, Spotlight and Country

Road. Experience in Strategy, Marketing, and

Leadership. Also an Associate of Melbourne

Business School and Executive Coach.

Non-executive

Independent Director

Mary DevineFormer Managing Director. ONZM, BCom,

MBA, CFInstD. Appointed July 2018. Mary

has extensive executive experience with

specific expertise in strategy, transformation

and multi-channel retailing. She has also

had a distinguished governance career,

with previous directorships on a number

of significant New Zealand Companies.

Directorship ceased in March 2022.

Non-executive Director

Sandra VincentAppointed October 2020. Background includes

35 years of experience in the wholesale and

retail fashion industry. Sandra is also the

Owner and Managing Director of Hartleys

which has 24 retail stores across New Zealand.

Non-executive

Independent Director

James Glasson

Appointed April 2021. James joined Glassons

Australia in 2013, after completing a Master

of Arts; Fashion Retail at the London College

of Fashion (University of Arts). Taking on

various roles within the business over the

last 8 years, including Brand Manager,

General Manager, Acting National Retail

Manager, James was appointed to CEO

of Glassons Australia in October 2017.

CEO — Glassons Australia

55

GENERAL DISCLOSURES
Review of operations

(a) Consolidated results for the Year Ended 1 August 2022

Directors

(a) Remuneration and all other benefits

(b) Dividend

Subsequent to balance date the Directors have declared a final dividend of 24.0 cents per share payable 16th

December 2022 (not imputed).

*

Mr M Donovan’s directorship ceased on 20 July 2021 and final fees were paid in August 2021.

**

Ms M Devine’s directorship ceased on 30 March 2022.

(b) Shareholdings

$’00020222021

Operating revenue351,214350,759

Profit before income tax35,08646,952

Income tax(9,481)(13,632)

Profit for the year25,60533,320

Remuneration of

Directors

20222021

$’000

DIRECTORS

FEES

OTHER

PAYME NTS/

BENEFITS

TOTAL

REMUNERATION

DIRECTORS

FEES

OTHER

PAYME NTS/

BENEFITS

TOTAL

REMUNERATION

Mr T C Glasson85-8590-90

Mr W J Bell135-135135-135

Mr M Donovan

*

7-785-85

Mr M Ford 100-100105-105

Mr G Popplewell85-858850138

Ms K Bycroft9521116957102

Ms M Devine

**

57-5728-28

Ms S Vincent85-8569-69

Mr J Glasson------

6492167069557753

Beneficially held20222021

W J Bell1,1431,143

T C Glasson11,950,58811,950,588

G J Popplewell203,604203,604

M Ford 10,00010,000

S Vincent48,59548,595

J Glasson

*

141,233141,233

Non-beneficially held

M Ford and G Popplewell as custodians for Staff Share Scheme247,000297,000

*

I ncluded within the 141,233 shares held by J Glasson are 97,000 shares which were purchased under the

Executive Employee Share Scheme that have not yet vested.

56

DATE
PURCHASE / (SALE)

NUMBER OF SHARES$

On Market Sale27/07/202 2(5,000)(26,065)

On Market Sale28/07/2022(9,600)(49,220)

On Market Sale29/07/2022(35,400)(184,325)

(c) Interests in share dealing

M Ford and G Popplewell as Trustees for the share purchase scheme

d) Disclosures of interests by Directors

W J Bell

ChairmanSt Georges Hospital Inc

DirectorRyman Healthcare Group of Companies

DirectorMeadow Mushrooms Group of Companies

DirectorCyprus Enterprises Limited

DirectorSabina Ltd

DirectorGlasson Trustee Limited

Director152 Hereford Limited

DirectorCHC Properties Ltd

DirectorWarren Bell Ltd

DirectorPoraka Ltd

DirectorHickman Family Trustees Limited

DirectorNew North Holdings Limited

DirectorWaiwetu Trustees Limited

TrusteeEmerald Trust

TrusteeWaiwetu Trust

TrusteeRyman Healthcare Share Scheme

S Vincent

DirectorHarpers Fashions Ltd

M Devine

DirectorFoodstuffs South Island Ltd

DirectorFoodstuffs New Zealand Ltd

DirectorDevine Consultancy (2014) Ltd

T C Glasson

DirectorSabina Ltd

DirectorMantles Ltd

DirectorGlasson Trustee Limited

DirectorCHC Properties Limited

DirectorJCG Trustee Limited

Director152 Hereford Limited

DirectorSIG Trustee Limited

DirectorNew North Holdings Limited

Director847 New North Road Limited

TrusteeHallenstein Glasson Staff

Benefit Trust

M Ford

TrusteeHallenstein Glasson

Staff Benefit Trust

K Bycroft

None

G J Popplewell

TrusteeHallenstein Glasson Staff

Benefit Trust

J Glasson

None

GENERAL DISCLOSURES

57

(e) Directors’ Insurance
As provided by the Company’s Constitution and in accordance with Section 162 of the Companies Act 1993

the Company has arranged Directors’ and Officers’ Liability Insurance that ensures Directors will incur no

monetary loss as a result of actions undertaken by them as Directors provided they act within the law.

(f) Directors’ and Officers’ Use of Company Information

During the period the Board received no notices pursuant to Section 145 of the Companies Act 1993 relating

to use of Company information.

State of Affairs

The Directors are of the opinion that the state of affairs of the Company is satisfactory. Details of the period

under review are included in the Chairman’s Report and the audited Statement of Comprehensive Income.

Employee Remuneration

The number of employees with the Group (other than Directors) receiving remuneration and benefits above

$100,000 in relation to the year ended 1 August 2022 was:

Employee Remuneration20222021

100,000-109,99998

110,000-119,99983

120,000-129,99955

130,000-139,99935

140,000-149,99923

150,000-159,99944

160,000-169,99932

170,000-179,99921

180,000-189,9991-

190,000-199,9993-

200,000-209,99912

210,000-219,999 - 1

220,000-229,99931

230,000-239,99912

240,000-249,99921

250,000-259,999 - 1

280,000-289,99921

290,000-299,99921

320,000-329,999 - 1

330,000-339,9991-

340,000-349,999 - 1

350,000-359,9991-

360,000-369,99912

380,000-389,999 - 1

400,000-409,9991-

420,000-429,999 - 1

460,000-469,9991-

480,000-489,999 - 1

500,000-509,9992-

560,000-569,999 - 1

620,000-629,999 - 1

640,000-649,9991-

670,000-679,9991-

GENERAL DISCLOSURES

58

Chief Executive Remuneration
The remuneration of the Group Chief Executive Officer for the year ended 1 August 2022 was:

SALARYKIWISAVER

SHORT-TERM

INCENTIVE

OTHER

BENEFITS

SUB

TOTAL

LONG-TERM

INCENTIVE

TOTAL

REMUNERATION

Group Chief

Executive Officer —

Stuart Duncan

500,184.84 18,002.90 100,000.00 30,112.64 648,300.38 - 648,300.38

The remuneration of the Group Chief Executive Officer comprises fixed and performance payments. Fixed

remuneration includes a base salary, contributions to Kiwisaver, health insurance, car allowance and a carpark.

The Group Chief Executive Officer received a short-term incentive of $100,000. The STI was approved by the

Board and is linked to the Group’s financial performance against set targets.

Remuneration to Auditors

The fee for the audit of the Holding Company and subsidiaries, paid to PricewaterhouseCoopers, was $196,970.

GENERAL DISCLOSURES

59

The Board of Directors of Hallenstein Glasson Holdings Limited (HGHL) is committed to maintaining the
highest standards of corporate governance. This statement gives an overview of the policies and processes

that are in place throughout the Company and how best-practice standards of corporate governance are

followed. This statement is current at 30 September 2022 and follows the principles outlined in the NZX

Corporate Governance Code (the Code) and outlines how HGHL is applying the recommendations in the

Code or where it is not currently following a certain code recommendation (and the reason for this).

The key HGHL corporate governance policy documents including the Board and Board committee charters

are available at www.hallensteinglasson.co.nz/investment-centre.

PRINCIPLE 1

— CODE OF ETHICAL BEHAVIOUR

“Directors should set high standards of ethical behaviour, model this behaviour and hold management

accountable for these standards being followed throughout the organisation.”

CODE OF ETHICS

The Board is committed to the highest standards of conduct and ethical behaviour in all business activities

and has adopted a code of ethics to promote and support a culture of honest and ethical behaviour,

corporate compliance and good corporate governance.

The Code of Ethics sets out the standards of conduct expected of the Directors, senior management

and employees in carrying out their day-to-day duties. This code provides a guide to the conduct that is

consistent with the Company’s values, business goals and legal obligations. The code contains the internal

reporting procedures for any breaches.

New employees receive a copy of the Code of Ethics as part of their induction, and it is available on the

Group’s website. The Board reviews the Code of Ethics annually.

FINANCIAL PRODUCT TRADING POLICY

HGHL is committed to transparency and fairness in dealing with all of its stakeholders and to ensuring

adherence to all applicable laws and regulations. The Financial Product Trading Policy details the Company’s

policy in relation to trading HGHL shares and includes restrictions on and procedures for Directors and

employees.

The policy details the procedure which must be followed when Directors and senior management (or their

related parties) wish to trade in the Company’s shares. They must notify HGHL and obtain consent prior to

trading in HGHL shares and are only permitted to trade within the periods of two windows. These windows

are from the day on which HGHL’s half year results are released (during March) and 1 July and between the

full year announcement (during September) and 1 January. Trading by an individual holding non-public

material information about the Company is prohibited.

Directors or senior managers must advise the NZX promptly if they trade in the company’s shares within the

timeframes required by law.

PRINCIPLE 2 — BOARD COMPOSITION AND PERFORMANCE

“To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience

and perspectives.”

THE BOARD

The Board of Directors is elected by shareholders to oversee the management of the Company and is

responsible for all corporate governance matters and reporting to shareholders. The Board has adopted a

board charter which sets out the roles and responsibilities of the Board and outlines how this interacts with

the role of the Group’s management. The Board Charter is available on the Group’s website.

The Board establishes the Company’s objectives, determines the strategies for achieving those objectives,

and monitors management performance. It also establishes delegated authority limits for capital expenditure,

treasury, and remuneration.

Glassons and Hallensteins operate as separate subsidiaries, each with its own management team. The Board

delegates the responsibility for the day-to-day management of each subsidiary to the management of that

subsidiary. The Board is responsible for the appointment of, and assessment of the performance of, the

Group Chief Executive Officer and the members of the senior management team.

The Board meets at least ten times each year, and in addition a full corporate strategy meeting is held each

year. Directors receive monthly reporting including profit and loss and balance sheets for each operating

subsidiary, together with operations reports from the senior executive from each business unit.

CORPORATE GOVERNANCE STATEMENT

60

CORPORATE GOVERNANCE STATEMENT
BOARD MEMBERSHIP

At the date of this annual report the Board comprises six non-executive Directors and one executive Director (being

James Glasson, the Chief Executive Officer of Glassons Australia). The Chairperson is a non-executive Director and is

a different person to the Group Chief Executive Officer for the purposes of Code Recommendation 2.9.

O

n 30 March 2022 Ms. Mary Devine, a non-executive Director of the Company, resigned from her position due to her

work commitments as CEO of Foodstuffs South Island. Her responsibilities as a Board member and member of the

various Board committees ceased at this time.

INDEPENDENT DIRECTORS AT THE DATE OF THIS REPORT ARE:

Malcolm Ford

Karen Bycroft

Graeme Popplewell

Sandra Vincent

OTHER NON-EXECUTIVE DIRECTORS ARE:

Warren Bell (Chairman)

Timothy Glasson

EXECUTIVE DIRECTOR IS:

James Glasson

The Board is currently comprised of a majority of independent Directors (Code Recommendation 2.8), and is of the

view it has an optimal mix of skills and experience to govern the Group. The high proportion of non-executive Directors

allows for robust oversight of the management of the Group and the Board is satisfied that it operates in an effective

independent manner notwithstanding a number of its Directors are technically considered to not be independent for

the purpose of the NZX Listing Rules.

Under the NZX Listing Rules a Director must not hold office past the later of three years and the third annual meeting

after their appointment without being re-elected by shareholders.

The Board may at any time appoint a person to be a Director either as an additional Director or to fill a casual vacancy.

Any person who is appointed a Director by the Board shall retire from office at the next annual meeting of the Company

but shall be eligible for election by shareholders at that next meeting.

A list of the Directors and their profiles, experience and qualifications is on page 55 of this report. A list of their relevant

ownership interests is on page 56 of this report.

NOMINATION AND APPOINTMENT OF DIRECTORS

The Nominations Committee identifies suitably qualified people who could be considered for nomination or

appointment as a Director in the event of a vacancy on the Board. The Nominations Committee Charter includes

guidelines relating to Board composition, considerations for new Director appointments and the process by which

potential Directors are nominated and assessed. All new Directors will enter into a written agreement with HGHL


setting out the terms of their appointment.

D

IVERSITY

HGHL believe that all eligible people get an equal opportunity and are all treated fairly regardless of backgrounds,

views, experiences and capabilities as well as their beliefs, physical differences, ethnicity, gender, age, thinking style

or preferences. The company has adopted a Diversity and Inclusion Policy that ensures it is continually developing a

w

ork environment that supports equality and inclusion regardless of difference.

In accordance with HGHL’s Diversity and Inclusion Policy, the Board has established measurable objectives, including

Senior Management gender diversity, and are making good progress in achieving these objectives. The Board has

responsibility for implementing, reviewing, reporting and overseeing the policy.

61

CORPORATE GOVERNANCE STATEMENT
The Board will ensure that new Directors are appropriately inducted to their role. Continuous education is also

undertaken by Directors as appropriate to ensure sure that they have skills that are relevant and up to date,

and that allow them to perform their role as Directors.

The Board evaluates its own performance and that of its committees annually. The Chairperson also meets with

Directors individually to discuss their individual performance during the year.

PRINCIPLE 3 — BOARD COMMITTEES

“The Board should use committees where this will enhance effectiveness in key areas, while retaining

Board responsibility.”

REMUNERATION COMMITTEE

The Remuneration Committee is comprised of non-executive members of the Board, and is chaired by Tim Glasson.

The other members of the Committee as at 1 August 2022 are Warren Bell and Sandra Vincent. The function of

the Committee is to make specific recommendations on remuneration packages and other terms of employment

for Directors and senior management. Management may only attend Committee meetings at the Committee’s

invitation. The Committee utilises independent advice where necessary to ensure remuneration practices are

appropriate for the Company, and to ensure the best possible people are recruited and retained. Although the

Committee does not currently have a majority of independent Directors in line with Code recommendation 3.3,

and did not during the accounting period, the Board believes the current membership has an optimal mix

of skills and experience to ensure the Committee achieves its objectives. In addition, the Committee makes

recommendations to the full Board for consideration.

The Remuneration Committee Charter is available on the Group’s website.

AUDIT COMMITTEE

The Audit Committee is comprised of non-executive members of the Board and is chaired by Malcolm Ford. The

other members of the Committee are Warren Bell and Graeme Popplewell, both of whom are Fellows of Chartered

Accountants Australia New Zealand (CAANZ) with an extensive accounting and financial background. The Board

believes the current membership has an optimal mix of skills and experience to ensure the Committee achieves

its objectives. The Committee meets directly with the external auditors and receives all correspondence between

the Company and its auditors. The main responsibility of the Committee is to ensure internal controls are effective,

financial reporting is reliable, and applicable laws and regulations are complied with. Management may only attend

Committee meetings at the Committee’s invitation.

The Audit Committee Charter is available on the Group’s website.

NOMINATIONS COMMITTEE

The Nominations Committee is comprised of non-executive members of the Board and is chaired by Ms Sandra

Vincent. The other members of the Committee are Timothy Glasson and Warren Bell. When appropriate, the

Committee will make recommendations to the Board on the appointment of Directors. Although the Committee

does not currently have a majority of independent Directors in line with Code recommendation 3.4, and did

not during the accounting period, the Board believes the current membership has an optimal mix of skills and

experience to ensure the Committee achieves its objectives.

The Nominations Committee Charter is available on the Group’s website.

OVERVIEW OF BOARD COMMITTEES

The Board does not operate any other committees apart from the Audit Committee, the Remuneration Committee

and the Nominations Committee. HGHL has considered whether any other standing Board committees are

appropriate and has determined not. Each committee operates under a charter which is available on the Group’s

website. Committee members are appointed from members of the Board and membership is reviewed on an

annual basis. Any recommendations made by the committees are submitted to the full Board for formal approval.

Directors and other employees of the Group have established both a Health and Safety Committee and a

Sustainability Committee to ensure appropriate governance, performance and compliance is carried out in

these key areas. These committees are not Board committees.

Gender diversity as at 1 August20222021

Directors

Female

23

Male

55

Officers


Female

11

Male

34

Details of gender composition of the Group’s Directors and senior managers as at the balance date are as follows:

62

CORPORATE GOVERNANCE STATEMENT
HEALTH & SAFETY COMMITTEE

HGHL has also established a Health and Safety Committee. The Committee is not a Committee of the

Board, although its members include Directors, Stuart Duncan, the Group Chief Executive Officer, as well

as employees of the Group.

The Committee is chaired by Ms Karen Bycroft. The Committee oversees the:

— Group’s existing health and safety systems and processes.

— Approval of health & safety policies and procedures for the Group.

— Monitoring of any incidents, hazards and risks within the Group’s business.



C

ommunication to the Board on health and safety matters and ensures the Board is informed on matters

relating to health and safety governance, performance and compliance.

— Regular assessments on health and safety systems.

The Health and Safety Committee met five times during the year ended 1 August 2022.

The Health and Safety Committee Charter is available on the Group’s website.

SUSTAINABILITY COMMITTEE

HGHL has also established a Sustainability Committee. The Committee is not a Committee of the Board,

although its members include Directors, Stuart Duncan, the Group Chief Executive Officer, as well as

employees of the Group.

The Committee is chaired by Mr Stuart Duncan. The Sustainability Governance Board Committee guides our

sustainability strategy and monitors how we are tracking against our sustainability goals. The Committee

meets every quarter to review performance and provide strategic input and governance.

TAKEOVER RESPONSE

The Board has implemented protocols that set out the procedures to be followed if a takeover offer is

received by HGHL.

PRINCIPLE 4 — REPORTING AND DISCLOSURE

“The Board should demand integrity in financial and non-financial reporting and in the timeliness and balance

of corporate disclosures.”

Financial reporting to shareholders and the market is in accordance with generally accepted accounting

principles applied in New Zealand, and in compliance with relevant legislation and NZX requirements.

The Group’s Sustainability report is on page 10. The Group has appointed a sustainability Committee to

consider risks on environmental, social and governance factors. The Committee has developed the key areas

of focus being:

— e

nvironmentally sustainable fabrics and products;

— e

thical and transparent supply chains;


climate action/environmental impact;


sustainable stores and operations;


staffwell-being.

BoardRemunerationAuditNominations

Number of meetings held12222

AttendedAttendedAttendedAttended

Warren Bell12222

Timothy Glasson122-2

Graeme Popplewell12-2-

Malcolm Ford 12-2-

Karen Bycroft12---

Mary Devine

1

7---

Sandra Vincent122-2

James Glasson12---

1

Mary Devine’s Directorship ceased on 30 March 2022.

ATTENDANCE AT BOARD AND COMMITTEE MEETINGS FOR THE YEAR ENDED 1 AUGUST 2022

63

CORPORATE GOVERNANCE STATEMENT
The Board is responsible for ensuring it meets its obligation for continuous disclosure in accordance with the

NZX Listing Rules and acknowledges that the intent of these rules is to enable shareholders and the investment

market generally to be promptly informed of any events that may be price sensitive in regards to the Company’s

share price.

The Board has adopted a market disclosure policy which outlines the obligations of HGHL and relevant HGHL

personnel in satisfying HGHL’s continuous disclosure requirements. A copy of the policy is available on the

Group’s website.

The Directors’ shareholdings, trading of shares, together with other relevant matters for disclosure are set

out on page 56 of this report.

All key corporate governance documents, including charters and policies, are available on the Group’s website

at www.hallensteinglasson.co.nz/about-us.

PRINCIPLE 5 — REMUNERATION

“The remuneration of Directors and executives should be transparent, fair and reasonable.”

Details of Directors’ and Group Chief Executive Officer’s remuneration are shown on page 56 of this report.

Shareholders are asked to approve any increases to the pool of Directors’ fees from time to time as required

by the NZX Listing Rules. Fees are generally established using independent surveys covering New Zealand

based organisations of a similar scope and size.

Key executive remuneration comprises a base salary together with short term and long term incentives that are

based on performance which are earned subject to company profitability. The Remuneration Committee seeks

independent advice where appropriate when setting key executive remuneration.

HGHL has adopted a Remuneration Policy which outlines the principles that apply to the remuneration of

all Non-executive Directors and senior management with the aim to ensure that remuneration is fair and

appropriate. A copy of the policy is available on the Group’s website.

Details of the Group employees who have earned over $100,000 during the financial year and the Group

Chief Executive Officer’s remuneration are shown on page of this 58 & 59 report.

PRINCIPLE 6 — RISK MANAGEMENT

“Directors should have a sound understanding of the material risks faced by the issuer and how to manage

them. The Board should regularly verify that the issuer has appropriate processes that identify and manage

potential and material risks.”

The Board is responsible for reviewing and approving the Company’s risk management strategy and maintains

a risk framework that identifies and seeks to manage risks throughout the HGHL group. It also seeks to

identify new and emerging risks to the HGHL Group through this framework. The Board delegates day-to-day

management of risk to the Group Chief Executive Officer who may further delegate such responsibilities to his

or her executives and other officers. Significant risks are discussed at Board meetings as required.

While the Board is ultimately responsible for oversight of the risk management of the Group, the Audit

Committee reviews the reports of management and the external auditors on the effectiveness of systems

for internal control, financial reporting and risk management. To assist in discharging this responsibility, the

Board has in place a number of strategies designed to safeguard the Company’s assets and interests and to

ensure the integrity of reporting.

The Company maintains insurance cover with reputable insurers for most types of insurance risk. All HGHL

Group Directors and senior managers have the benefit of an indemnity as permitted by the Companies Act

1993 and HGHL’s constitution. The HGHL Group has also implemented Director and Officer (D&O) insurance

cover at HGHL’s cost. Details of these indemnities and insurance are disclosed in HGHL’s interests register as

required.

HEALTH & SAFETY

The Company has health and safety systems and processes in place that includes training employees and

recording any incidents, hazards and risks. These systems ensure we continue to provide a safe working

environment for staff, contractors and customers. HGHL has also established a Health and Safety Committee

as part of its commitment to protecting the health, safety and wellbeing of HGHL group employees – see details

of the Committee and its role above.

The Health & Safety Committee, along with senior management, is responsible for ensuring that Health and

Safety has appropriate focus and is sufficiently resourced within the Group. Senior management work with the

Health & Safety committee to investigate incidents, analyse hazard/incident trends to identify and mitigate

potential health and safety risks and review, develop and monitor compliance with health and safety processes

and procedures.

64

CORPORATE GOVERNANCE STATEMENT
Health & Safety is a consistent item on the Board meeting agendas to keep all Directors informed of the

Group’s performance across a range of measures.

The Board and the Committee receive detailed reporting on health and safety performance including health

and safety incidents, injury rates by severity, identified hazards and outputs from the workers’ health and

safety forum meetings. There has been minimal lost time due to incidents or injuries over the last financial year.

The company continues to work to mitigate risk both in store and in our Fulfilment Centres.

All staff are trained on Health & Safety procedures at induction, some examples of these include working from

height, manual lifting and personal safety. Registers are kept of potential hazards at each store and regular

reviews/audits of compliance with health and safety processes and procedures are carried out. Particular focus

is placed on safety in our Distribution Centres and regular risk assessments are carried out. The Group also

provides an Employee Assistance Programme to support with employee wellbeing.

PRINCIPLE 7 — AUDITORS

“The Board should ensure the quality and independence of the external audit process.”

The Audit Committee is responsible for overseeing the external audit arrangements. Ensuring that external

audit independence is maintained is one of the key aspects in discharging this responsibility. An Audit

Independence Policy has been adopted by the Committee to assist in meeting this responsibility.

The Audit Independence Policy covers the following areas:

— Provision of related assurance services by the external auditors.

— Auditor rotation.

— Relationships between the auditor and the Company.

— Approval of Auditor.

The Audit Committee shall only recommend the appointment of a firm to be auditor if that firm would be

regarded by a reasonable investor with full knowledge of all relevant facts and circumstances as capable of

exercising objective and impartial judgement on all issues encompassed within the auditor’s engagement.

The Audit Committee must recommend the approval of significant permissible non-audit work assignments

that are awarded to an external auditor. A copy of the policy is available on the Group’s website.

The external auditors are required to be available at each annual meeting.

INTERNAL AUDIT

The Company does not have an internal audit function. The Board is confident the key risks of the business are

being adequately managed and the internal control framework is operating effectively, including through the

risk identification and management processes outlined above.

PRINCIPLE 8 — SHAREHOLDERS’ RIGHTS AND RELATIONS

“The Board should respect the rights of shareholders and foster constructive relationships with shareholders

that encourage them to engage with the issuer.”

The Company releases all material information to the NZX as required by the NZX Listing Rules, and also

posts any key announcements to the company website at www.hallensteinglasson.co.nz. Other key

information, including annual reports, the constitution and key corporate governance documents are also

posted for ease of reference. Consistent with best practice and the Company’s continuous disclosure

obligations under the NZX Listing Rules, external communications that may contain market sensitive data

are released through NZX in the first instance. The Board approves all communications with shareholders.

Shareholders are provided with the option of receiving communications from the Company electronically.

The Company’s website includes a section on investor communications and the Company welcomes investor

enquiries.

Notice of the AGM is sent to shareholders and is posted on the company’s website at least 4 weeks prior

to the meeting.

The Company refers any significant matters, as required by the Companies Act and NZX Listing Rules, to

shareholders for approval at the AGM, and shareholders are given the opportunity to vote by proxy ahead

of the meeting or by polling if attending the meeting in person.

65

SHAREHOLDER INFORMATION
ANALYSIS OF SHAREHOLDING AS AT 30 SEPTEMBER 2022

RANGE

HOLDER

COUNT

HOLDER

COUNT %

HOLDING

QUANTITY

HOLDING

QUANTITY %

1 to 499 644 10.8 139,834 0.24

500 to 999 561 9.4 381,824 0.64

1,000 to 1,999 1,145 19.2 1,496,851 2.51

2,000 to 4,999 1,660 27. 8 4,962,655 8.32

5,000 to 9,999 982 16.4 6,453,285 10.82

10,000 to 49,999 880 14.7 15,308,300 25.66

50,000 to 99,999 68 1.1 4,423,776 7. 42

100,000 to 499,999 31 0.5 4 , 8 57, 49 5 8.14

500,000 to 999,999 2 0.1 1,065,000 1.79

1,000,000 Over 5 0.1 20,560,041 34.47

Total5,978 59,649,061 100

66

SHAREHOLDER INFORMATION
RANKNAMEADDRESSUNITS

% OF

UNITS

1Timothy Charles GlassonPO Box 248, Christchurch, 814011,950,58820.03

2

Accident Compensation

Corporation — NZCSD

C/- JP Morgan Attn Asset Services

Level 13 2 Hunter Street Wellington,

6011

1,806,3603.03

3FNZ Custodians Limited

PO Box 396 Wellington, 61401,534,5542.57

4Custodial Services Limited

C/- Craigs Investment Partners

PO Box 13155 Tauranga, 3141

1 , 427, 3052.39

5

New Zealand Depository

Nominee Limited

PO Box 2959 Wellington, 61401,070,8701.80

6

Citibank Nominees (New

Zealand) Limited — NZCSD

GPO Box 764g Melbourne Vic,

Australia, 3000

779,4281.31

7

National Nominees Limited —

NZCSD

PO Box 105390 Auckland City

Auckland, 1143

722,1511.21

8

Hickman Family Trustees Limited

PO Box 79084 Avonhead

Christchurch, 8446

565,0000.95

9

Kevin James Hickman &

Joanna Hickman

24 Waiwetu Street Fendalton

Christchurch, 8052

500,0000.84

10

HSBC Nominees (New Zealand)

Limited — NZCSD

PO Box 5947 Victoria Street

West Auckland, 1142

466,8890.78

11

JBWere (NZ) Nominees Limited

Private Bag 92085 Victoria Street

West Auckland, 1142

372,6270.62

12

Forsyth Barr Custodians Limited Private Bag 1999 Dunedin, 9054361,1130.61

13

BNP Paribas Nominees (NZ)

Limited — NZCSD

PO Box R209 Royal Exchange

Sydney,NSW, Australia, 1225

271,4900.46

14

Hobson Wealth Custodian

Limited

PO Box 991 Wellington, 61402 27, 2 1 80.38

15

GMH 38 Investments Limited

77b Long Drive St Heliers

Auckland, 1071

220,0000.37

16

ACE Finance Limited

4 Hawkswood Place Avonhead

Christchurch, 8042

219,6770.37

17

Graeme James Popplewell

26 Lemington Road Westmere

Auckland, 1022

203,6040.34

18

Estate Brian William Drummond

Deceased

C/- Cruickshank Pryde, PO Box

857 Invercargill, 9840

200,6800.34

19

GEM LimitedPO Box 209 Dunedin, 9054200,0000.34

20

HSBC Nominees (New Zealand)

Limited — NZCSD

PO Box 5947 Victoria Street

West Auckland, 1142

182,9460.31

Totals: Top 20 Holders Of Ordinary Shares23,282,50039.03

Total Remaining Holders Balance36,366,56160.97

67

ANNUAL BALANCE DATE
PRELIMINARY PROFIT

ANNOUNCEMENT

REPORTS AND ACCOUNTS

PUBLISHED

HALF YEAR RESULTS

INTERIM DIVIDEND

ANNUAL GENERAL MEETING

0 1 A U G U S T

SEPTEMBER

OCTOBER

MARCH

APRIL

15 DECEMBER 2022

AUDITORSAUDITORS

PRICEWATERHOUSECOOPERS

BANKERSBANKERS

ANZ BANK

NEW ZEALAND LTD.

REGISTERED OFFICEREGISTERED OFFICE

L E V E L 3

235 – 237 BROADWAY

NEWMARKET

AUCKLAND 1023

TEL +64 9 306 2500

FAX +64 9 306 2523

POSTAL ADDRESSPOSTAL ADDRESS

PO BOX 91 – 148

AUCKLAND MAIL CENTRE

A U C K L A N D 1 1 4 1

SHARE REGISTRARSHARE REGISTRAR

COMPUTERSHARE INVESTOR

SERVICES LIMITED

PRIVATE BAG 92119

A U C K L A N D 1 1 4 2

T

EL +64 9 488 8700

WEBSITESWEBSITES

HALLENSTEINGLASSON.CO.NZ

GLASSONS.COM

HALLENSTEINS.COM

68

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2022

CALENDAR

DIRECTORY

HALLENSTEINS.COM
GLASSONS.COM

HALLENSTEINGLASSON.CO.NZ

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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