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Tower Limited Annual Report 2022

Annual Report15 December 2022TWRFinancials

Tower Limited
Annual Report 2022

2022 YEAR IN REVIEW02
UPDATE FROM CHAIR & CEO 04

MAKING INSURANCE EASY 06

• Innovating to make insurance easier for customers 12

• Creating beautifully simple and rewarding customer experiences 14

• Transparency & fairness at the heart of our customer experience 16

• Flood risk-based pricing 18

• Expanding our core product range 20

• Partnering everywhere 22

• Making insurance affordable and accessible 24

• Investing in the Pacific 26

CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME28

• Managing the impacts of climate change 32

• Supporting our communities through climate change 34

SUPPORTING CUSTOMERS THROUGH LARGE EVENTS AND EVERYDAY CLAIMS 40

• FY22 large events and everyday claims 42

• Transforming our claims experience 48

PUTTING OUR PEOPLE FIRST50

• Diverse and inclusive to the core 54

• Supporting our people 56

• Developing careers in the Pacific58

PROTECTING THE FUTURE 60

• Managing our ESG issues 62

• Our ESG strategy 63

BOARD OF DIRECTORS 64

CONSOLIDATED FINANCIAL STATEMENTS 66

• Financial Statements 66

• Notes to the consolidated financial statements 74

INDEPENDENT AUDITOR'S REPORT 113

APPOINTED ACTUARY'S REPORT 118

CORPORATE GOVERNANCE AT TOWER 122

GRI CONTENT INDEX 136

TOWER DIRECTORY 142

REGISTRAR 143

TOWER LIMITED

ANNUAL REPORT 2022

TOWER LIMITED ANNUAL REPORT 2022TOWER LIMITED ANNUAL REPORT 2022 01

13
%

$

27.3m

$

18.9m

319k

200k

2022 IN REVIEW

Underlying GWP growth

$457m vs $404m in FY21*

Underlying profit incl. large events

vs $20.8m in FY21*

*For a reconciliation of Tower’s underlying GWP and underlying profit, which are non-GAAP measures, to its reported GWP

and profit after taxation respectively, see Tower’s FY22 Investor Presentation, announced 23 November, 2022 via the NZX.

Profit after taxation

$19.3m in FY21

Customer growth

vs 304,000 in FY21

My Tower registrations

vs 132k in FY21

50

%

30

%

$

19

m

78

%

7.8

73

k

Of Tower customers hold

multiple products

Reduction in New Zealand electricity

emissions after moving to 6 Green Star

head office, vs 2020 baseline year

Large events

vs $13.9m in FY21

Employee NPS

vs 7.7 in FY21

Everyday claims paid

in New Zealand

Growth in EV policies - 4140 policies

in FY22 vs 2320 in FY21

02032022 YEAR IN REVIEW2022 YEAR IN REVIEW

UPDATE
FROM

CHAIR &

CEO

"At Tower, our purpose is to inspire, shape

and protect the future for the good of our

customers and communities."

Strong growth and

business performance

We are pleased to report that in the

year to 30 September 2022, our

underlying profit including large events

was $27.3m, up 31% from $20.8.m for

the full-year 2021. Underlying profit,

excluding large events, was $41m,

compared to $30.8m in the prior year.

Profit after taxation was $18.9m, versus

$19.3m at the end of FY21.

Tower’s focus on simple and rewarding

customer experiences combined

with our digital and data capability

have contributed to strong growth.

During the financial year we grew

customer numbers to 319,000, up 5%

on last financial year. We also grew our

underlying gross written premiums

(GWP) 13% year on year, up to $457m.

Reflecting these positive results and

based on Tower’s dividend policy, the

Board has declared a final dividend

of 4 cents per share. This will be

paid on 1 February 2023,bringing

total dividends for FY22 to 6.5 cents

per share.

We remain in a strong capital and

solvency position. As at 30 September

2022, Tower’s New Zealand parent

solvency ratio was 205% and the

company was holding $22m above

itstarget solvency margin.

In March, the Board returned $30.6m in

excess capital to shareholders by

way of a compulsory share buyback

under a court-sanctioned Scheme

of Arrangement.

In FY22 Tower successfully navigated

global and domestic challenges

including record inflation, supply

chain blockages, access to talent,

and increasing large events. We are

pleased that the actions we have taken

to address these challenges, combined

with consistent growth and strong

underlying business performance, are

delivering results for shareholders.

Delivering on innovation and growth

Our flagship Tower Direct business

continues to go from strength to

strength, growing GWP by 17% to

$320m as we innovate to build

rewarding and engaging

relationships with customers.

Our digitisation strategy has seen us

make the process of purchasing and

managing insurance policies and

making a claim even easier on one

simple online platform. We have

also enhanced transparency

of pricing and individual property risk

with the introduction of our flood

and earthquake risk rating tool.

Digitisation of our Pacific business

continues at pace and we are now

operating on one core platform across

New Zealand and the Pacific, leading

to further improvements in efficiency

and competitiveness.

Similarly, our partnerships business

has attracted new partners such as

Ray White, and our flagship Trade

Me offering has increased by 38% to

45,000 policies. During the year we

were pleased to complete our strategy

of acquiring legacy insurance books

from banks and migrating them to

Tower Direct, reducing commission

payments by around $11m per year.

Our technology partnerships

are enabling the business to be

increasingly nimble in responding

to challenges and capitalising on

opportunities.

In the financial year we were

particularly pleased to win a number

of industry awards for our leading

customer experience, including the

Insurance Business Awards New

Zealand General Insurer of the Year,

MICHAEL

STIASSNY

Chairman

BLAIR

TURNBULL

CEO

and the top Canstar Car Insurer of

the Year and Outstanding Value Car

Insurance Awards for the second

year running.

Recognising our people

Our 2022 financial year result is a credit

to Tower’s management and people

who focused on delivering our strategy

and the resulting customer benefits.

We were pleased to have further

bolstered our leadership team and

Board this financial year. In January,

we welcomed both our Chief Financial

Officer, Paul Johnston, and Chief Claims

Officer, Steve Wilson, and in June,

Greg Moore joined as Chief Digital

and Data Officer.

In February we farewelled Steve Smith

who had been a Director of Tower since

2012. On 30 November, Warren Lee

retired following seven years' service

to Tower. We sincerely thank Steve

and Warren for their considerable

contribution towards Tower’s

transformation over the years.

Just after the close of the financial year,

the Board was pleased to welcome

Geraldine McBride as a Director on

1 October. Geraldine brings extensive

governance and technology industry

experience both internationally and in

New Zealand.

Managing the impacts of

climate change

It’s clear that the biggest challenge

we collectively face is the threat of

climate change.

Tower is committed to navigating the

changing climate in support of our

customers and communities in

New Zealand and the Pacific, and in the

long-term interests of our shareholders.

That’s why we have introduced flood

risk-based pricing and a parametric

insurance pilot, to better inform and

prepare our customers and business

for the future.

Increasing the large event limit in our

financial plans and the successful

renewal of Tower’s reinsurance

programme also provide important

protection from this volatility.

In the coming financial year, we will

respond to the Government’s new,

mandatory Climate-related Disclosures

reporting regime by sharing the risks

and opportunities we anticipate from

a range of potential climate change

scenarios. We see this regime as a

positive opportunity to inform our

business strategy and support

future resilience.

Environmental, social and

governance commitments

This year, for the first time, we are

pleased to integrate environmental,

social and governance (ESG)

commentary throughout our annual

report, in accordance with the

Global Reporting Initiative (GRI) 2021

Standards. This approach reflects our

commitment to transparency and

providing shareholders with the widest

possible view of our activities.

Tower has identified and prioritised its

most relevant ESG impacts and has

initiatives in place to address them.

These are highlighted throughout the

report with a list of our material topics

summarised on page 62.

We welcome feedback on this report

from our shareholders and look forward

to sharing our progress as we continue

our sustainability journey, in tandem

with our other strategic priorities.

0504UPDATE FROM CHAIR & CEOUPDATE FROM CHAIR & CEO

MAKING
INSURANCE EASY

0607MAKING INSURANCE EASYMAKING INSURANCE EASY

Key to our strategy is a
relentless focus on our

customers, deepening

our relationships with

them through rewards,

new products and other

offerings that make

sense and create value.

0809MAKING INSURANCE EASYMAKING INSURANCE EASY

DON’T JUST TAKE
OUR WORD FOR IT

“The My Tower login

is super easy to use

to update and change

policies.”

– Pradeep, Tower customer, August 2022

“Just great service,

easily accessible

and right first time!!”

– Davina, Tower customer, March 2022

“Incredible friendliness,

so engaging and

explained everything.”

– Carolyn, Tower customer, December 2021

NEW ZEALAND INSURTECH INITIATIVE

OF THE YEAR AWARD

Insurance Asia Awards 2022 – Quick Quote,

Awarded in June

CELENT CUSTOMER EXPERIENCE

TRANSFORMATION

Celent Model Insurer Awards 2022,

Awarded in March

Awarded in September

Awarded in September

NEW ZEALAND GENERAL INSURER

OF THE YEAR

Insurance Business Awards NZ 2022,

Awarded in February

CANSTAR CAR INSURER

OF THE YEAR

CANSTAR 2022 OUTSTANDING VALUE

CAR INSURANCE AWARD

1110MAKING INSURANCE EASYMAKING INSURANCE EASY

INNOVATING TO MAKE INSURANCE
EASIER FOR CUSTOMERS

Throughout the year we’ve continued

to enhance our unique My Tower

offering. In addition to purchasing

insurance, making a claim, and

updating and keeping track of policies

on one simple online platform,

customers can also:

• View a personalised comparison

of pricing changes at renewal time

• View their property’s individual

risk profile for flooding and

earthquakes

• Adjust their sum insured

• Update their personal details

and payment methods

• View discounts and promotions.

In FY22 Tower continued

to invest in and develop

industry-leading

technology and tools to

deliver beautifully simple

customer experiences.

This digital focus has

contributed to our flagship

Tower Direct business

performing well in FY22,

with GWP up 17% to $320m.

Customers are increasingly engaging with us online.

Customers now registered for My Tower NZ, vs 132k in FY21

200k

Of Tower Direct sales now digital

66

%

Increase in Tower Direct online quotes from FY21

17

%

Of service tasks and transactions completed digitally in NZ

50

%

Of claims now lodged online in NZ

48

%

1213INNOVATING TO MAKE INSURANCE EASIER FOR CUSTOMERSINNOVATING TO MAKE INSURANCE EASIER FOR CUSTOMERS

CREATING
BEAUTIFULLY

SIMPLE AND

REWARDING

CUSTOMER

EXPERIENCES

Charlie the chatbot

Charlie the chatbot handled more than 92,000

customer queries in FY22. Through clever use of

artificial intelligence, Charlie can answer more than

10,000 unique questions and is learning more every

day. Charlie is available to customers 24/7.

Quick Quote

Making it quicker to get a quote has increased the

number of quotes we’ve provided. Quick Quote uses

big data and automation to make the insurance

quotation process as simple as possible for

customers. A quote from Tower now only requires

responses to between five and nine questions,

depending on the policy.

1415CREATING BEAUTIFULLY SIMPLE AND REWARDING CUSTOMER EXPERIENCESCREATING BEAUTIFULLY SIMPLE AND REWARDING CUSTOMER EXPERIENCES

TRANSPARENCY & FAIRNESS AT
THE HEART OF OUR CUSTOMER

EXPERIENCE

We are focused on building trust, through fair and transparent insurance services.

Our customer research tells us that

insurers traditionally do not make

things easy for customers; only a

quarter of Kiwis told us they are

confident they have the right cover

for all their risks*. Three-quarters of

people surveyed also told us that

transparency of information is one

of the most important factors when

deciding on an insurance provider.

We recognise the need for clearly

worded and simple descriptions

of insurance products that ensure

customers understand what they’re

covered for.

Easy to understand insurance

In addition to ensuring our policies

achieve the WriteMark plain English

standard, we progressed several

important initiatives in FY22 aimed at

increasing transparency and fairness.

These include our approach to risk-

based pricing for flooding which

launched in November 2021,

and continually simplifying and

improving our customer self-service

offering through digitisation.

We enhanced our digital platform to

provide customers with transparent

pricing. We also challenged industry

norms by making it easier for

customers to cancel their insurance

online without needing to call the

contact centre.

With 82% of customers surveyed

saying they are likely or very likely

to insure with Tower again in the

future, this approach has removed an

unnecessary pain point for customers.

Toka Tū Ake – EQC levy change

A substantial change to premiums in

2022 was driven by the Government’s

decision to double the amount Toka

Tū Ake – EQC will pay out in certain

types of natural disasters, to $300k

per household.

With most customers seeing a

resulting increase in premiums,

Tower proactively explained the

change in premiums to customers,

including producing an easy-to-

understand video which received

positive customer feedback.

*From Tower research commissioned in September 2021, which surveyed 1,000 New Zealanders

Putting things right for our customers

An important part of being fair and

transparent is fronting up and fixing

things when we don’t get them right.

In the 2023 financial year, Tower will

put things right for customers whose

discounts weren’t calculated correctly.

Following an internal review, we

identified that some customers who

hold multiple policies with Tower

have not received the multi-policy

discount they were entitled to. After

we identified the issue, we proactively

advised the Financial Markets

Authority (FMA). We are identifying

affected customers and calculating

refunds due. Customers will not need

to take any action as we will make

contact directly as appropriate. We

sincerely apologise to customers who

have been affected by this error. We

have put new processes in place to

ensure that customers always receive

their correct discounts.

1716TRANSPARENCY & FAIRNESS AT THE HEART OF OUR CUSTOMER EXPERIENCETRANSPARENCY & FAIRNESS AT THE HEART OF OUR CUSTOMER EXPERIENCE

FLOOD
RISK-BASED

PRICING

In November 2021, Tower introduced

flood risk-based pricing and a new

online tool to help all Kiwis better

understand and prepare for the

risks their properties face, and to

ensure we keep premiums fair

and transparent.

The tool was developed in

partnership with Risk Management

Solutions (RMS, a global risk-

modelling company). It’s the first fully

probabilistic flood model for

New Zealand and allows a low,

medium or high rating for every

residential address in the country.

We also use this data to help

customers understand their

premiums. Through My Tower

we have raised the benchmark

around open and transparent

pricing for customers, by presenting

visual breakdowns of customer

premiums in a simple chart, where

they can easily compare year-on-

year changes for the various

pricing elements.

Throughout 2022, all home

insurance customers who have

held Tower policies prior to

November 2021 have been

transitioned to our new flood-risk

rating model, with nearly 90%

receiving a reduction in the flood-

risk portion of their premiums.

Looking forward, Tower will expand

its risk-based pricing approach to

include coastal erosion and coastal

flooding risk by the end of 2023,

with windstorm to follow.

1918FLOOD RISK-BASED PRICINGFLOOD RISK-BASED PRICING

Injured dogs recovered
55

Of travel insurance policies were

for trips to Australia - our most

popular destination

19

%

Sick cats nursed back

to health

18

EXPANDING OUR CORE

PRODUCT RANGE

At Tower, we’re all about solving our customers’

problems before they even know they have them.

This enables us to build deeper relationships with

customers who then stay with us longer.

In FY22, Tower developed a new

renovation insurance product. We also

partnered with Allianz Partners to offer

travel and pet insurance.

Travel cover

Tower launched travel insurance in

October 2021. Once borders opened

fully in March, Kiwis left the country in

earnest with 19% of travel insurance

policies purchased for trips to

Australia, followed by New Zealand

at 14%, the UK at 12%, and Fiji and the

US at 9%.

Pet insurance

We launched pet insurance in

December 2021. From home and

contents to canines and cats,

customers are now able to insure

their most precious possessions

and furry friends with Tower.

Contract Works –

Renovation cover

Kiwis took out more than 30,000

renovation consents for their houses

last year. But our research* shows

many people aren’t aware home

insurance doesn’t cover everything

related to renovating.

In August 2022, Tower launched

Contract Works – Renovation cover.

It’s separate from house insurance

and builders’ insurance, and covers

damage while work is being done, as

well as theft of construction materials.

Disciplined, data-driven underwriting

improving risk accuracy

We are staying ahead of inflationary

pressures by ensuring accurate sum

insured amounts for our customers’

homes. Now almost 100% of our house

customers’ sums insured are updated

automatically on their policies, either

by the consumer price index or the

Cordell calculator, compared to only

77% a year ago.

Our underwriting capability is

becoming increasingly automated,

with 95% of risks in New Zealand

now sold without requiring a manual

underwriting review.

We are continuously monitoring

our pricing to ensure we stay both

competitive and profitable. Our agility

and data-driven capabilities have

enabled us to make more than 140

pricing and underwriting adjustments

in the year.

*From Tower research commissioned in July 2022, which surveyed 1,005 New Zealanders

20

21EXPANDING OUR CORE PRODUCT RANGEEXPANDING OUR CORE PRODUCT RANGE

PARTNERING EVERYWHERE
Bringing Kiwis home safe

We’re proud to celebrate one

year of partnering with Coastguard

New Zealand. New Tower Boat

customers are eligible for a discounted

Coastguard membership.

Coastguard volunteers and staff are

also eligible for insurance discounts.

These discounted rates help drive

Coastguard memberships and

ultimately, keep more Kiwis

water safe.

Smart, meaningful

partnerships have been

key to unlocking growth

amid a rapidly changing

insurance landscape.

In FY22 Tower’s

Partnerships business

increased GWP from

active partners by 35%

to $54m and Tower has

attracted a number of new

partners over the year.

Ray White Concierge

Unlike any other service in the New

Zealand property industry, Ray White

launched Concierge in partnership

with Tower in October 2022.

Our partnership with Ray White makes

it even easier for people to insure their

home during a seamless property

purchase process experience, with

access to our entire product range and

My Tower platform.

Kiwi Adviser Network

In September 2022, Tower partnered

with the Kiwi Adviser Network

(KAN). KAN has relationships with

200 advisors and 20 New Zealand

mortgage lenders across NZ.

This partnership helps simplify

insurance referrals for advisers and

is another positive step forward for

Tower’s partnerships advisory model,

helping to accelerate the growth of

our network by 35% to 1,500 active

advisors throughout FY22.

Flagship Trade Me Partnership

Our flagship Trade Me partnership

has gone from strength to strength

this financial year, growing 38% to

$25m GWP and helping Tower reach

a range of customers through Trade

Me Insurance (TMI). In March, TMI

extended its offering to include our

Boat insurance product. With more

than 3,000 boats for sale on Trade Me

at any one time, we're continuing to

provide insurance cover for products

on Trade Me with our online journey.

TSB

In May we announced a new five-year

referral agreement with TSB, providing

the opportunity for further growth.

Tower has underwritten TSB-branded

insurance products since 2004.

Legacy insurance book

acquisitions complete

In September we completed our

strategy of acquiring legacy insurance

books and migrating them to Tower

Direct. We announced we would

acquire and assume Kiwibank’s rights

and obligations relating to servicing

a portfolio of insurance policies

underwritten by Tower.

Since February 2021, Tower has

purchased books for a total price

of $26m from ANZ, Westpac, TSB

and Kiwibank, ending commission

payments and enabling us to have

a direct relationship with these

customers, who hold more than

88,000 assets and contents policies.

Previously, Tower paid total

commission to these partners

of around $11m per annum.

Reducing commissions

The transformation of our Partnerships

business to a lower commission model

and our legacy book acquisitions have

resulted in commission payments

reducing to 2.2% of gross earned

premiums in FY22.

2223PARTNERING EVERYWHEREPARTNERING EVERYWHERE

MAKING INSURANCE
AFFORDABLE AND ACCESSIBLE

Providing affordable and accessible insurance is a priority for Tower, including in

our Pacific markets, where most people are either not insured or are underinsured.

Low rates of insurance in the Pacific

are due to a range of issues, including

the insurability of many Pacific homes,

the unique ownership structures of

properties within families, affordability,

a lack of insurance products to suit

their needs, or a lack of available

internet or transportation to access

insurance products.

We know that not having the right

cover makes people, communities, and

economies reliant on aid, which creates

unnecessary uncertainty and can mean

it takes more time to recover when the

worst happens.

As a Kiwi and Pacific insurer, we have

a responsibility to ensure insurance

remains accessible and affordable.

This is a challenge given the current

inflationary environment and

increasing risks from large events

and climate change.

We are committed to providing

products that meet our customers’

needs, offering insurance services that

are as affordable and accessible as

possible, and increasing the number

of people with appropriate insurance.

We continuously monitor our

pricing and benefits to ensure we are

competitive and offer value for money.

We have also formed an affordability

focus group to ensure our team have

all the right skills necessary to help

customers navigate affordability issues.

In the Pacific, Tower has advocated

strongly for higher penetration of

insurance.

This year we made a submission to

the Fiji National Financial Inclusion

Strategy, calling for fast and affordable

internet access. We participated in an

industry initiative to develop a financial

literacy programme for insurance

with the United Nations Development

Programme (UNDP). And in February

we announced a partnership with

Business Link Pacific to increase

insurance knowledge in the

South Pacific.

Cyclone Response Cover

We see the Pacific as an excellent

test bed for new technology and

product development. With weather

events becoming more extreme,

it’s important for insurers to look at

different insurance models to help

communities recover more quickly

from widespread damage.

Parametric insurance provides a

rapid cash pay-out when a

customer is impacted by a weather

event, regardless of damage and

without the need for an insurance

assessor’s signoff.

In October 2022, Tower launched

Cyclone Response Cover, a parametric

insurance pilot in Fiji, ahead of the

2022/2023 cyclone season. Cyclone

Response Cover automatically pays

customers following cyclone events,

based on windspeed and proximity.

It aims to help communities recover

more quickly from a large event and

offers financial security and peace

of mind to customers who may not

benefit from traditional insurance.

It’s an affordable, lower-cost, lower

total cover approach and nimbler

than the assessment-based insurance

models we have now. It isn’t a silver

bullet and won’t replace assessment-

based insurance, but it’s part of the

solution – importantly, it’s a step

forward in increasing insurance

accessibility across the Pacific.

Following the pilot phase, Cyclone

Response Cover will be available

to all Tower customers in Fiji for the

2023/2024 cyclone season. From

there, Tower will begin to expand

the product into our other Pacific

Island markets.

“Cyclones bring a lot of damage to our

village. This type of insurance will help

us buy food and replace or repair our

damaged possessions. It just costs

a few bundles of fish to pay for the

premiums for the whole year.”

– Ledua, Tower Fiji Cyclone Response Cover pilot customer.

2524MAKING INSURANCE AFFORDABLE AND ACCESSIBLEMAKING INSURANCE AFFORDABLE AND ACCESSIBLE

Tower’s core platform has now
been rolled out across seven Pacific

countries, supporting a return to

growth for our Pacific business with

GWP up 8% to $58m.

In this time, Tower has been able to

tap into local talent, expertise and

important perspectives on issues

like product development and more

recently, climate change.

Our Pacific team has been

instrumental in the development of

our parametric insurance pilot and

in understanding climate change

impacts on our Pacific customers.

Our operations hub in Suva is the heart

of our Pacific arm. In the last two years

alone, we’ve celebrated significant

growth in Fiji, creating more than 50

new jobs for local people, and we

now have staff in Suva working across

every Tower business unit.

This growth both bolsters the local

economy and safeguards overall

Tower has been helping to protect Pacific Island customers and communities with

insurance for more than 140 years.

business continuity and resilience.

Having people across different regions

means our team in Fiji can support our

Pacific customers as well as peaks

and troughs in customer service calls

across the Tower Group.

Beyond investing in talent, we’re also

investing heavily in digital and data

technologies to increase insurance

accessibility and bring a more modern,

streamlined insurance experience to

the Pacific region.

We’ve invested nearly NZ$7m into our

Pacific digital transformation, and our

digital platform is now live in every

Pacific market we operate in.

In March 2022, we launched Fiji and

the Pacific’s first ever online quote-to

buy insurance experience, and this is

INVESTING IN THE PACIFIC

Of all Fiji new business purchased

via new digital platform

88

%

Core NZ and Pacific personal

lines platform now live

1

Of all new business in

the Pacific purchased via

new platform

45

%

Increase in Fiji new

business vs FY21

71

%

now also live in Vanuatu and Tonga.

In April 2022, we launched our

signature My Tower platform in Fiji,

followed by My Tower Vanuatu in

November 2022.

My Tower means our Fiji customers

no longer need to make the trip to

one of our branches to make a claim,

purchase insurance, change their sum

insured or pay their premiums – all of

this can now be done online via

My Tower.

We plan to launch online quote to buy

and My Tower across all our Pacific

territories by the end of FY23.

Simplifying our Pacific business

In December 2021, Tower completed

the acquisition of its subsidiary

National Pacific Insurance Limited

(NPI) which operates across Tonga,

American Samoa and Samoa. Tower

has begun the process of rebranding

NPI to Tower.

In June 2022, Tower announced the

conditional sale of all its shares in

its Papua New Guinea subsidiary to

Alpha Insurance Limited. The sale

was completed in October 2022. It

delivers good value to shareholders

and will enable Tower to accelerate

streamlining and modernising our

Pacific business operation.

2627INVESTING IN THE PACIFICINVESTING IN THE PACIFIC

CLIMATE CHANGE – TACKLING THE
CHALLENGE OF A LIFETIME

2829CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIMECLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME

Tower is focused on managing
the impacts of climate change,

both within our business and

for the communities we serve.

We recognise that we have a

responsibility to make a positive

contribution to mitigating

climate change through our own

operations, and through our

influence as a committed Kiwi

and Pacific business.

3031CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIMECLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME

Continuing to expand our risk-based
pricing strategy to include more

climate-related hazards.

Budgeting for increasing large

events in our planning to manage

financial impacts.

1 2

Implementing a robust reinsurance

programme to provide protection

from volatility.

Working towards a more sustainable

future by supporting communities

through climate change and reducing

emissions through every aspect of our

value chain.

3 4

Robust reinsurance programme

In October 2022, we successfully

renewed our reinsurance programme

for the 2023 financial year, obtaining

comprehensive cover with very

competitive rates for our home, motor,

boat and commercial portfolios, across

New Zealand and the Pacific.

Tower’s reinsurance strategy provides

protection from volatility caused by

large events and maintains financial

flexibility to support growth, while

underpinning strong solvency.

Tower increased the catastrophe

upper limit to $934m to reflect

business growth. The catastrophe

cover excess is $11.9m, up from

$11.3m in FY22.

Reinsurers are attracted to Tower’s

robust risk management capabilities,

strong underwriting, including our

approach to risk-based pricing, and

our dynamic rating capability.

Climate-related Disclosures

The New Zealand Government's

new Climate-related Disclosures

reporting regime will come into effect

for accounting periods starting after

1 January 2023 and will therefore

apply to Tower’s FY24 reporting.

We see this reporting regime as a

positive opportunity to inform our

business strategy and are planning

to make some early Climate-related

Disclosures in our FY23 reporting.

Lifting awareness & education

To help raise awareness of risks

and climate change issues we

are sharing useful data with New

Zealand customers via our flood and

earthquake hazard model. We also

support scientific research, education

and innovation through our partnership

with Waikato University’s Bachelor of

Climate Change Studies.

MANAGING THE IMPACTS

OF CLIMATE CHANGE

Tower has four main strategies for managing climate change impacts:

We are committed to championing informed and

pragmatic dialogue on climate change impacts

and responses. Throughout the year, Tower

has been vocal on these issues with a range of

stakeholders and media in New Zealand and in

the Pacific. We are clear about what’s needed.

Insurers need to develop new products and models.

1

Local and central government need to invest

in mitigation solutions for suburbs and cities.

2

We need urgent changes to building codes and to

take weather events into consideration as we plan

new housing developments.

3

3332MANAGING THE IMPACTS OF CLIMATE CHANGEMANAGING THE IMPACTS OF CLIMATE CHANGE

Managing the impacts of climate

change

Tower is committed to helping New Zealand and the
Pacific’s transition to a more sustainable future.

SUPPORTING COMMUNITIES

THROUGH CLIMATE CHANGE

Our greatest opportunity to support

this aim is by positively influencing and

supporting our customers through the

services and products we provide.

Ensuring our product development

and innovation supports climate

change resilience and action is a

priority for Tower. We know traditional

insurance products fail to adequately

support many Pacific people who

either do not have insurance or are

underinsured. To help build future

resilience in the face of climate

change in the Pacific, we are piloting

parametric insurance with Cyclone

Response Cover and improving the

accessibility of insurance products

through digital investments.

In New Zealand, Tower is supporting

more sustainable forms of transport

with innovative insurance offerings

including policies that cover electric

and hybrid vehicles, e-bikes and

e-scooters.

Decarbonising transport

Since broadening the range of EVs

we insure in 2021 and the introduction

of government schemes to incentivise

uptake of EV and hybrid vehicles,

sales of EV policies continued to soar,

with the number of Tower EV policies

increasing by 78% during 2022.

Sustainability benefit

Our $15,000 sustainability payment,

on top of the sum insured, provides

an incentive to choose sustainable

building materials and features when

building a new home following a total

loss from fire or flood.

Growth in EV cover

Growth in hybrid vehicle cover

78

%

65

%

3435SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGESUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE

GoCarma carbon feature
This year, we updated our GoCarma

app to present customers’

personalised carbon emissions from

driving and give feedback on how to

improve driving to reduce emissions.

Carbon emissions target

Tower has set a science-based

reduction target of 21% over five

years from our 2020 base year.

We first calculated our carbon

footprint for two financial years in

2021 in accordance with the

requirements of the Greenhouse

Gas Protocol and ISO 14064-1:2018.

We have ambitiously elected to

use FY20 (1 October 2019 – 30

September 2020) as our first year of

measurement, which includes multiple

lockdowns in all the markets we

operate in. While this base year does

not reflect our pre-Covid footprint, we

are aiming to incorporate the lessons

of three years of working remotely and

travelling less.

We take measuring and reducing our

emissions seriously as we recognise

that every effort to reduce emissions

helps to mitigate global warming.

Our carbon impacts reach well beyond

the boundaries of our own operational

activities and include the activities of

our whole value chain, including the

suppliers we work with.

Our emissions profile

Our emissions temporarily reduced in

FY21 due to the substantial reduction

in travel and energy use experienced

by many office-based companies

throughout the pandemic. As

expected, our ambitious targets are

proving challenging as we continue

to grow and increase customer

interactions, particularly in the

Pacific islands.

This return to normal activities has

seen our overall carbon footprint

increase 12% to 617 tCo2e against

our FY20 baseline year (551 tCo2e).

This is largely driven by our Pacific

fleet of 18 vehicles which have

doubled emissions compared to our

FY20 base year contributing to a 78%

increase in our Scope 1 emissions.

We are committed to reducing our

fleet emissions and have already

taken actions to curb these, such

as replacing our New Zealand fleet

with plug-in hybrid vehicles. This has

helped manage increases to our New

Zealand mobile combustion emissions

in FY22 and we expect to see the full

benefit of this change in FY23.

We will transition four of our Pacific

fleet vehicles to hybrids in FY23.

Some 62% of Tower’s greenhouse

gas (GHG) emissions come from our

Pacific operations. While this is largely

due to vehicle use, it also reflects the

energy supply in the Pacific compared

to mostly renewable sources in New

Zealand. In our Pacific premises we

rely on generators when the local

electricity grids regularly fail. In FY23

we will investigate how we can

implement more sustainable electricity

sources for our Pacific properties.

The move to our new 6 Green Star-

rated building in Auckland has

helped reduce our corporate office

emissions and waste in New Zealand,

contributing to a 30% reduction

in Scope 2 emissions and an 80%

decrease in emissions from our

Auckland premises versus our

base year.

Air travel accounted for 12% of our

emissions in FY22. While this was up

63% from FY21 as we reconnected

with our people in the Pacific after

two years of restrictions, it is down

42% compared to the FY20 base year,

contributing to a 5% reduction in Scope

3 emissions. In FY22 we implemented

a new Sustainable Business Travel

Policy, which requires staff to first

consider alternatives to travelling such

as use of video conference, as well as

more sustainable ways to travel.

Paper use and waste were minor

contributors to our carbon footprint

in FY22.

In FY22 we also developed a Supplier

Code of Conduct, which sets out our

environmental, social and governance

expectations for all our suppliers. In

FY23 we will work proactively with

suppliers to understand and reduce

our broader emissions profile.

In taking responsibility for our

emissions, our preferred approach

is to invest in initiatives that reduce

gross emissions as much as possible.

Therefore, we have elected not to

offset our FY22 emissions.

SCOPEFY20 (TCO2E)FY21 (TCO2E)FY22 (TCO2E)

SCOPE 1169115

300

SCOPE 2180165126

SCOPE 320298

191

Emissions by scope

3637SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGESUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE

NEW 6 GREEN STAR
HEAD OFFICE

Tower’s new home at 136 Fanshawe Street was designed,

developed, and constructed with sustainability in mind.

The building is equipped with cutting-edge technology aimed

at saving energy and cutting waste, and features a 6 Green Star

rating, using the Green Star NZ – Office Built V3 tool.

3839SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGESUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE

SUPPORTING CUSTOMERS
THROUGH LARGE EVENTS

AND EVERYDAY CLAIMS

4041SUPPORTING CUSTOMERS THROUGH LARGE EVENTS AND EVERYDAY CLAIMSSUPPORTING CUSTOMERS THROUGH LARGE EVENTS AND EVERYDAY CLAIMS

FY22 LARGE EVENTS
AND EVERYDAY CLAIMS

OCT 21

JAN 22

FEB 22

JUN-JUL 22

FEB 22

MAR 22

AUG 22

Hunga Tonga -

Hunga Ha’apai

volcanic eruption

& tsunami

Cyclone Dovi

Nationwide storms

North & South Island

floods (incl Westport

and West Coast)

North Island

rainstorms

Nelson-Tasman

floods

SEP 22

359

%

$7.7m

68

17.5

k

31.3k

11.2k

Increase in mask-related claims,

mainly for broken or lost hearing aids

and glasses

In claims related to damage caused

by children*

Lightning strikes resulting

in claims

*Parents and caregivers at Tower were unsurprised by this statistic

Car windscreens replaced or repaired

Vehicles fixed or replaced (in addition

to windscreen claims)

Claims for Kiwi and Pacific homes

4243FY22 LARGE EVENTS AND EVERYDAY CLAIMS FY22 LARGE EVENTS AND EVERYDAY CLAIMS

HUNGA TONGA–
HUNGA HA'APAI

VOLCANIC

ERUPTION

AND TSUNAMI

Since then, Tower’s goal has been to

help the people of Tonga recover as

quickly as possible, so they can focus

on rebuilding their lives.

Initial response

The force of the eruption severed

Tonga’s internet and communications

cable, with international

communications not restored until

five weeks later. However, Tower’s

operational resilience meant we were

able to communicate immediately

with our people to ensure their safety

and begin to help customers. It also

meant that our in-country claims

partner networks could be deployed

almost immediately to begin assessing

damage and assisting customers.

Lodging claims and fast

Simultaneously, we ran radio ads

letting all people in Tonga, including

our customers, know how to protect

their homes and cars from further

damage and how to make a claim.

January 2022 saw a one in a thousand year event;

the Hunga Tonga–Hunga Ha'apai volcanic eruption

and subsequent tsunami in Tonga. The event was

seen and felt around the globe and was an incredibly

challenging time for the people of Tonga, including

our Tower team and customers.

Our locally based staff proactively

contacted customers to lodge claims,

and within three weeks almost all

customers had been contacted and

the status of their homes and cars

was known.

We are proud to say that due to our

planning for in-country resource in

case of large events, Tower paid its

first claim within a month of the event

as soon as the banking networks were

re-established. Within two months,

we had lodged every claim, settled

many and understood the likely cost

to Tower. All our customers had a

settlement pathway in place. At the

end of the financial year Tower had

settled 93% of all claims related to

the event.

Tower is incredibly proud of the

courage and dedication displayed

by our teams to do what’s right for

our customers and really make a

difference in their lives, during such

a difficult and traumatic time.

"One thing that stands

out for us is honesty.

Thank you very much

for always being there

for us in the bad times,

during Cyclone Harold

and the Tsunami.”

– Marian, Tower Tonga Customer

4445FY22 LARGE EVENTS AND EVERYDAY CLAIMS FY22 LARGE EVENTS AND EVERYDAY CLAIMS

LAKE
ŌHAU FIRE,

TWO

YEARS ON

October 2020

“You don’t think it will happen to

you but having gone through

something like this, you wouldn’t

go without insurance.”

– Nyree Schaar, Tower customer & Lake Ōhau resident

October 2022 marked

the two year anniversary

of the Lake Ōhau fire, one

of New Zealand’s largest

wildfires on record.

October 2022

Tower customers Nyree and Pieter

Schaar, along with their children Josh

and Emily, cat Whiskers and dog Rex,

lost their family home of 10 years in the

fire, alongside nearly 50 other houses.

We caught up with the Schaars in

their new home, completely rebuilt

by Tower, amongst one of the most

stunning landscapes in the country.

Meeting with the Schaars reminded

us of how important our role is to

make things easier on people’s

journey to recovery.

“We knew driving away that it was

gone. You can’t have flames that

close to the house and still have a

home,” says Nyree.

“I wasn’t sure what we were insured for,

and I had an awful feeling we weren’t

insured for enough. I had just been

burying my head in the sand in a bit of

a daze. We’d paid to build our home,

friends and family helped with labour

and we’d done a lot ourselves. We

couldn’t afford to replace it.

“By lunch time that day our house

was gone, and I thought ‘okay this is

serious now’. I called Tower and they

were incredibly helpful, they paid us

$1,000 upfront to buy necessities and

confirmed we had enough cover to

rebuild. My reaction was ‘oh thank God’.

“We’ve still got a mortgage. We’d

probably be living on site right now in a

caravan if we didn’t have insurance.”

Over the next week a Tower

representative checked in daily with

the family. Within a week they’d been

assigned a Claims Manager.

“He was in contact pretty quickly and

organised the removal of everything

from the site. Overall, we’ve been happy

with the service provided.”

The Schaar family was “so relieved”

when they got the keys to their new

home in June 2022.

“We rebuilt the same house with some

minor changes. We were sitting there

the first night and all said it felt exactly

the same, even the cat only took about

20 minutes before she was settled.”

474746FY22 LARGE EVENTS AND EVERYDAY CLAIMS FY22 LARGE EVENTS AND EVERYDAY CLAIMS

Inflation impacts all facets
of life, including how far

your insurance cover will

stretch. Due to the sharp

increase in inflation over

the previous 12 months,

in FY22 it became more

expensive to repair and

rebuild homes, and

repair or replace cars

and contents.

TRANSFORMING

OUR CLAIMS

EXPERIENCE

Tower’s unique advantage is

our ability to identify and quickly

address emerging trends, Thanks to

our investments in digital and data

technology, Tower is able to quickly

identify and address emerging trends,

In the financial year, we continued

to take decisive actions to deliver

improvements, including:

• Working with our supply chain to

enhance efficiencies and improve

our customer experience

• Launching a new feature that will

allow us to further automate the

process of detecting genuine and

suspicious claims in real time

• Continuing to improve our digital

capability to streamline the claims

lodgement process, which has seen

the proportion of New Zealand

claims lodged online increase from

31% to 48%.

Our increasing scale is also continuing

to deliver efficiencies, with Tower’s

BAU loss ratio being brought back to a

more normal level of 48.9%, compared

to 50.2% in the 2021 financial year.

Our new Repair Partners

In June 2022, Tower announced that

we would reassess our motor repairer

relationships across the country,

to evolve to a model that prioritises

strong partnerships, innovation

and streamlined experiences for

customers.

As part of the process, we issued a

Request for Proposal (RFP) to suppliers

in Auckland, Hamilton, Tauranga,

Wellington, Christchurch and Dunedin

to create a new repair network.

In October 2022, the network for

the six main centres was finalised,

consisting of 12 motor Repair Partners

across 19 locations, who are investing

in their businesses, looking to innovate,

and are keen to grow alongside us.

Each Repair Partner now provides

a new and improved repair

experience, where Tower customers

are pre-authorised.

Tower will commence an RFP for the

rest of New Zealand and strategically

source a new Repair Partner network

in Fiji, in FY23.

Enhancing the customer

experience with new remote

assessing innovation

To help speed up motor claims

processing and repairs and get

customers back on the road sooner,

Tower trialled a remote assessment

tool with a small group of motor

repairers during 2021.

In October 2022, the tool went live

with our Repair Partners, as part of

our new repair experience offering.

Our remote assessment tool operates

via a smartphone app that allows

customers to talk to repairers in real

time and submit video and images of

vehicle damage. The same information

submitted to the repairer during the

remote assessment is also passed

via the app to Tower, decreasing

administration time for repairers and

making the claims approval process

faster.

The tool saves customers an extra

drive to the workshop and associated

carbon emissions.

Detecting potential fraud via AI

In April 2022, Tower implemented

an AI-based technology which

automates the process of detecting

genuine and suspicious claims in real

time, to allow for a faster process for

customers in need.

By putting claims with low risk of

fraud on a fast track, this new

technology is standardising and

further speeding up claims

screening with greater accuracy.

While it is early days, the results

are promising. Tower's detection

rate of potentially unjustified claims

has improved by 300%, which has

led to a greater proportion of

claims either being withdrawn or

appropriately declined.

4948TRANSFORMING OUR CLAIMS EXPERIENCETRANSFORMING OUR CLAIMS EXPERIENCE

PUTTING OUR
PEOPLE FIRST

5051PUTTING OUR PEOPLE FIRSTPUTTING OUR PEOPLE FIRST

We believe that
genuinely caring

for our people’s

wellbeing is

fundamental to


a healthy and

agile culture.

5253PUTTING OUR PEOPLE FIRSTPUTTING OUR PEOPLE FIRST

v
The Tower team comes from all walks

of life and cares for one another.

We recognise that a lack of diversity

excludes minority groups which

limits diverse thinking and impacts

mental health and emotional

wellbeing. Diversity is an important

part of customer innovation. We

are committed to having a diverse

and inclusive workplace that builds

people’s physical and emotional

wellbeing.

Investing in a positive business culture

that prioritises the personal growth of

our people impacts our attractiveness

‘Inspire’ and ‘shape’ because our innovative and disruptive thinking is driving

New Zealand and Pacific insurance forward, at a pace nobody else is used to.

And ‘protect,’ of course, because that is our fundamental role as an insurer.

DIVERSE AND INCLUSIVE

TO THE CORE

In the 2022 financial year, Tower undertook a programme

of cultural change and improvement. From November

2021 to February 2022, we collaborated with diverse

groups of people from across the business to get a

shared understanding of who we are now and who we

want to be in the years to come. The result was a new

company purpose, values and employee proposition.

as an employer and retention of

talented employees.

Tower has policies and processes in

place to ensure equal opportunities for

roles at Tower. Our recruitment policy

incorporates cultural considerations for

conducting interviews and outlines a

process to ensure all interview panels

are balanced culturally and by gender.

Tower offers unconscious bias training

to all staff.

In FY22 we commenced an emerging

talent programme, with a focus on

identifying diverse future leaders.

Our purpose

Our values

“To inspire, shape and protect the future for the good

of customers and communities.”

N

S

E

We do what's rightOur people come first

Progress boldlyOur customers are our compass

These are in addition to our existing benefits

which include group insurances, discounts

on insurance, retail partner discounts,

contemporary parental leave entitlements,

eyesight testing, study assistance and more.

Our new employee benefits

In today’s competitive market for talent, we know

that people want to work for a company that has

a strong purpose and whose values align with

their own. It was important to us that our company

benefits reflect this, and we introduced a new set of

employee benefits for all our people in June 2022.

1

2

3

4

Birthday day off

An additional paid day off work.

The ability to purchase eight extra

annual leave days each year.

The use of our sick leave allowance

(up to 10 days a year) has now

been expanded to include time for

proactively managing personal or

family wellness.

New guidance which empowers

leaders and teams to determine

the best approach for them while

balancing customer, company,

team and individual priorities.

Eight extra leave days

Wellbeing leave

Flexible working

5554DIVERSE AND INCLUSIVE TO THE COREDIVERSE AND INCLUSIVE TO THE CORE

SUPPORTING
OUR PEOPLE

Our approach is working

Across 2021, our employee engagement score improved from 7.1 in the first

quarter to 7.7 in the last quarter. Employee engagement continued to improve to

7.8 at the end of FY22.

Hosted mental health first aid training

seminars

Achieved Rainbow Tick recertification

Provided staff with onsite Flu vaccinations

and time off to receive Covid-19

vaccinations and boosters

Provided free and anonymous EAP

counselling sessions

Started the Tower Kapa Haka Rōpū

Hosted webinars sharing practical tips to

manage stress and anxiety

Introduced meeting-free

Friday afternoons

Celebrate Diwali, Ramadan, Matariki, Pacific

Language Weeks, Lunar New Year, Pink

Shirt Day and International Women’s Day

Received DVFREE tick certification

and participated in Shine awareness

programmes and fundraisers.

To support our diverse people, we:

To support our people’s wellbeing, we:

MIND

THE GAP

In March 2022, Tower joined the Mind the Gap register as one of the first 50

businesses in New Zealand to publicly report its gender pay gap.

While our results aren’t unique to Tower, we are committed to doing everything

we can to support women to progress in their careers, as they choose. This

includes using this data to make positive changes across our business where

needed, starting with our emerging talent programme formed at the end of

FY22, and by committing to targets to increase gender and ethnic diversity

across Tower’s leadership population.

Gender pay equity gap

Leadership gender pay gap

Gender pay gap

Comparing our senior leadership population

and the average pay gap between men and

women, our leadership pay gap is 2.2% (men

are paid 2.2% more than women).

CELEBRATING OUR PEOPLE

In recognition of Tower as a great place to work, Tower was named an Insurance

Business New Zealand Top Insurance Employer for 2022

Head of Portfolio Performance, Oliver Bale, Head of Underwriting, Nick Meister,

and Customer Experience Owner, Krutika Chikara, named on the Insurance

Business New Zealand Rising Stars 2022 list

0.1

2.2

25.9

%

%

%

When we compare like-for-like roles for

women and men at Tower in New Zealand,

our pay equity gap is –0.1% (women are paid

.1% more than men for the same role).

When we take the total salary for all women and divide

that by the number of women, and the total salary of all

men and divide that by the number of men, we have a

gap of 25.9%.

For the most part, this is because we have a larger

proportion of women in some our New Zealand frontline

roles, and a greater proportion of men in senior roles.

Head of Customer Partnerships and Relationships, Sarah-Jane Wild, named on

the Insurance Business New Zealand Elite Women 2022 list

Head of Pacific Operations, Ali Wilkinson, winner of the 2022 ANZIIF Making a

Difference Awards, Claims Award

-

5657SUPPORTING OUR PEOPLESUPPORTING OUR PEOPLE

DEVELOPING
CAREERS IN

THE PACIFIC

As a major insurer in the Pacific

and New Zealand, we’re investing

in the economic future of the

communities that our people live,

play and work in.

We do this by creating meaningful job opportunities

and fostering career development ‘at home’ in the

Pacific Island nations we operate in.

Our operations hub in Suva is the heart of our Pacific

arm. In the last two years alone, we’ve created 50

new jobs in Fiji and now employ more than 100

people across the Pacific, with the vast majority

being local women. Our roles in Fiji comprise the

full range of corporate positions, including, finance,

technology, human resources, marketing and

customer service.

Partnering with our Pacific family adds value to

both the Pacific and New Zealand economies.

It also enhances the cultural ties of all countries

and as the largest insurer in the region, creates

great, localised experiences for our more than

30,000 Pacific customers.

5859DEVELOPING CAREERS IN THE PACIFICDEVELOPING CAREERS IN THE PACIFIC

PROTECTING
THE FUTURE

6061PROTECTING THE FUTUREPROTECTING THE FUTURE

MANAGING OUR ENVIRONMENTAL,
SOCIAL AND GOVERNANCE

(ESG) ISSUES

As the largest Kiwi insurer, Tower plays a crucial role in protecting New Zealand

and the Pacific, contributing to their prosperity for future generations.

Walking the talk authentically on

sustainability is vital to ensure integrity

and credibility. That means making sure

the right foundations are in place and

ensuring we are always thinking ahead.

In 2022 we were pleased to launch

Tower’s first ESG strategy, which

guides how we manage relevant

environmental, social and governance

issues. This annual report is Tower’s

first step into sustainability reporting

with the aim of continuing to improve

our disclosures and performance.

This report has been prepared in

accordance with the Global Reporting

Initiative (GRI) 2021 standards.

Tower has been part of Kiwi and Pacific

communities for more than 150 years,

supporting customers to protect

the things they love and need. This

strategy and report provide us with the

opportunity to be more transparent

about our broader business activities.

Our approach to identifying

material impacts

In 2021, we identified a range of

topics and impacts through research

and engagement which included

interviewing a range of stakeholder

representatives and relevant experts.

We spoke to our Board, shareholders

and partners, representatives from

the wider insurance industry and

financial markets, as well as experts in

sustainable finance and climate change.

We undertook employee workshops

involving senior management and a

diverse range of people and roles from

across the business.

In 2022, we assessed and prioritised

the full range of Tower’s sustainability

impacts using the GRI 3: 2021

methodology. The full results are listed

below with relevant impacts identified

and addressed throughout the report.

The impacts reflect Tower’s business

operations in both New Zealand and

the Pacific Islands.

These material issues have

been reviewed and approved by

our leadership.

• Affordable and accessible

insurance

• Transparent and fair insurance

• Managing the impacts of

climate change

• Carbon emissions

• Product development and

innovation

• Diversity and inclusion

• Employee wellbeing

• Corporate governance

• Data protection

• Corporate community citizenship

• Environmental footprint

• Responsible investment

ESG Governance

Tower’s Board provides the highest

level of ESG governance at Tower. The

Board approves our ESG reporting and

monitors our performance through

periodic updates from management.

ESG Governance is formalised through

an executive level steering committee

which has responsibility for overseeing

progress on our initiatives and monitors

environmental and social risks. Our

ESG performance is coordinated by

the Head of Corporate Affairs and

Sustainability, reporting to the CEO.

The Board and management will

continue their focus on ESG governance

and climate risks and opportunities by

developing new policies and enhancing

our governance framework in FY23.

Our ESG targets

We are continuing to develop our

ESG targets and measures. We have

identified targets for the following

material impacts:

Fair and transparent insurance:

• 80% of all products are WriteMark

certified by end of FY23, 95% by

end of FY25.

Affordable & accessible insurance:

• 40% of transactions in the Pacific

are completed via digital platform

by end of FY25.

• Consistent digital offerings in

place across New Zealand and our

Pacific markets by end of FY23.

• 1,000 parametric policies in place

in the Pacific by the end of FY23.

Carbon emissions target:

• Tower has set a target, grounded

in science, of a 21% reduction over

five years from our 2020 base year.

Diversity & inclusion,

and wellbeing targets:

• Safety – Tower’s safety target is

zero harm. Tower is committed

to creating a culture where

incidents, near misses, hazards and

discomfort are reported.

• Diversity – Drive practices and

outcomes that will result in Tower's

leadership reflecting the diversity

(gender and ethnicity) of our

customers and communities -

100% of hiring panels, candidate

shortlists and succession plans

consist of one woman candidate

and one ethnically diverse

candidate. Attrition of diverse talent

is kept below the level of gender

and ethnic representation.

OUR ESG

STRATEGY

6263MANAGING OUR ESG ISSUESOUR ESG STRATEGY

WENDY THORPE
BA (French), BBus (Accounting), Grad Dip,

Applied Fin & Inv, Harvard AMP, FFin, GAICD

Non-Executive Director

Independent

Director from: 1 March 2018

Wendy had an extensive executive

career in financial services, leading

technology and operations in

insurance and wealth management.

Her most recent executive role was

as Group Executive, Operations for

AMP Ltd, and she was previously

Chief Operations Officer and Chief

Information Officer for AXA

in Australia.

Wendy is Chair of Online Education

Services, Chair of Epworth Healthcare,

and a Non-Executive Director of

People's Choice Credit Union and

Data Action. Wendy has a Bachelor

of Arts from LaTrobe University, a

Bachelor of Business from Swinburne

University and a Graduate Diploma

in Applied Finance and Investment

from the Securities Institute of

Australia. She completed the

Advanced Management Program at

Harvard Business School, is a Fellow

of the Financial Services Institute of

Australasia and a Graduate member

of the Australian Institute of

Company Directors.

Wendy resides in Melbourne

—Australia.

GRAHAM STUART

BCom (Hons), MS, FCA


Non-Executive Director

Independent

Director from: 24 May 2012

With over 30 years of senior

management experience, Graham

has held senior leadership roles

with several major corporates, in

New Zealand and overseas, the latest

being the Sealord Group of which he

was Chief Executive Officer for

seven years.

Graham has a Bachelor of

Commerce (First Class Hons) from

the University of Otago, a Master of

Science from Massachusetts Institute

of Technology and is a Fellow of

Chartered Accountants Australia and

New Zealand. Graham has served

on a number of government bodies

including the Food & Beverage

Taskforce and the Māori Economic

Development Panel.

Graham resides in Auckland

—New Zealand.

MICHAEL STIASSNY

LLB, BCom, CFInstD

Chairman

Non-Executive Director

Independent

Director from: 12 October 2012

Michael is a Chartered Fellow and

past President of the Institute of

Directors. He has both a Commerce

and Law degree from the University

of Auckland. He is Chairman of Ngāti

Whātua Ōrākei Whai Rawa Limited

and New Zealand Automotive

Industries Ltd, and is a director of a

number of other companies including

Tegel Group Holdings Ltd, and New

Talisman Gold Mines Ltd.

Michael resides in Auckland

—New Zealand.

GERALDINE MCBRIDE

BSc


Non-Executive Director

Independent

Appointed Director: 1 October 2022

Geraldine has extensive governance

and technology industry experience,

having performed Board and senior

leadership roles both in New Zealand

and internationally, with Sky Network

Television Limited, SAP, Dell and IBM.

Geraldine is the founder and CEO of

MyWave.

Geraldine holds a Bachelor of Science

from Victoria University and is a

Chartered Member of the NZIOD.

Geraldine was appointed to fill a

casual vacancy on the Board. She will

retire at the 2023 Annual Shareholder

Meeting and will be eligible to stand

for re-election.

Geraldine resides in Christchurch

—New Zealand.

WARREN LEE

BCom, CA


Non-Executive Director

Independent

Director from: 26 May 2015

Warren has extensive experience in

the international financial services

industry. Warren's two most recent

executive positions were Chief

Executive Officer of the Victorian

Funds Management Corporation and

Chief Executive Officer, Australia and

New Zealand for AXA Asia Pacific

Holdings Limited. Warren is currently

a non-executive director of MetLife

Limited, MyState Limited, and Avenue

Hold Limited. He has a Bachelor

of Commerce from the University

of Melbourne and is a member of

Chartered Accountants Australia and

New Zealand. Warren retired from the

board on 30 November 2022.

Warren resides in Melbourne

—Australia.

BOARD

OF DIRECTORS

MARCUS NAGEL

MBA (International Management),

MBA (Banking and Finance)

Non-Executive Director

Not Independent

Director from: 14 January 2019

Marcus has significant insurance

industry experience.

For a decade he has performed

senior leadership roles for Zurich in

Europe and globally. In his last role

at Zurich, he served as the Chief

Executive Officer of Zurich Germany

managing both life insurance and

general insurance businesses. He

has also held the position of Vice

Chairman of the joint venture with

ADAC, Germany’s largest Automotive

Club, Chairman of the direct insurer,

DA Direct, and Chairman of the life

insurer, Zurich Deutscher Herold.

Prior to that, he also managed the

independent financial adviser/broker

business for Zurich Global Life.

Marcus holds a Master’s Degree in

Banking and Finance from Goethe

University in Frankfurt, Germany and

Master of International Management

from the Arizona State University

Thunderbird School of Global

Management in Arizona, United States

of America. Marcus was nominated by

Bain Capital Credit LP (Bain Capital) to

represent Bain Capital’s stake in Tower

(Bain Capital hold 19.99% of Tower’s

ordinary shares) and his appointment

was supported by the Tower Board.

Marcus resides in Schindellegi

—Switzerland.

6465BOARD OF DIRECTORSBOARD OF DIRECTORS

CONSOLIDATED
FINANCIAL STATEMENTS

6667CONSOLIDATED FINANCIAL STATEMENTSCONSOLIDATED FINANCIAL STATEMENTS

Notes to the consolidated financial statements
1Overview74

1.1About this report74

1.2Consolidation74

1.3Critical accounting judgements and estimates76

1.4Segmental reporting76

2Underwriting activities78

2.1Underwriting revenue78

2.2Net claims expense79

2.3Underwriting expense79

2.4Net outstanding claims80

2.5Unearned premium liability84

2.6Deferred insurance costs85

2.7Receivables85

2.8Payables86

2.9Provisions87

2.10Assets backing insurance liabilities87

3Investments87

3.1Investment income87

3.2Investments88

3.3Fair value hierarchy88

4Risk management89

4.1Risk management overview89

4.2Strategic risk89

4.3Insurance risk89

4.4Credit risk91

4.5Market risk92

4.6Liquidity risk93

4.7Capital management risk94

4.8Operational risk95

4.9Regulatory and compliance risk95

4.10Conduct risk95

4.11Cyber risk95

4.12Climate change risk95

5Capital structure96

5.1Contributed equity96

5.2Reserves96

5.3Net tangible assets per share97

5.4Earnings per share97

5.5Dividends97

6Other balance sheet items98

6.1Property, plant and equipment98

6.2Intangible assets99

6.3Leases102

7Tax 104

7.1Tax expense104

7.2Current tax104

7.3Deferred tax105

7.4Imputation credits107

8Other information107

8.1Notes to the consolidated statement of cash flows107

8.2Related party disclosures108

8.3Auditor's remuneration108

8.4Discontinued operation and asset held for sale109

8.5Contingent liabilities110

8.6Subsequent events110

8.7Capital commitments111

8.8Impact of new accounting standards and changes in

interpretation of current standards111

Independent Auditor's report, and Appointed Actuary's report

Independent Auditor's report113

Appointed Actuary's report118

Financial Statements

Consolidated statement of comprehensive income70

Consolidated balance sheet71

Consolidated statement of changes in equity72

Consolidated statement of cash flows73

6869CONSOLIDATED FINANCIAL STATEMENTSCONSOLIDATED FINANCIAL STATEMENTS

Consolidated statement of comprehensive income
FOR THE YEAR ENDED 30 SEPTEMBER 2022

NOTE

2022

$000

RE-PRESENTED

2021

$000

Gross written premium 445,580 396,003

Unearned premium movement(27,258)(9,383)

Gross earned premium 2.1 418,322 386,620

Outward reinsurance premium(66,116)(60,341)

Movement in deferred reinsurance premium(152)1,586

Outward reinsurance premium expense(66,268)(58,755)

Net earned premium 352,054 327,865

Claims expense(240,147)(226,920)

Less: Reinsurance and other recoveries revenue2.115,243 24,601

Net claims expense2.2(224,904)(202,319)

Gross commission expense(14,390)(17,667)

Commission revenue2.1 5,105 6,461

Net commission expense(9,285)(11,206)

Underwriting expense2.3(94,220)(87,160)

Underwriting profit23,645 27,180

Investment income3.1 1,498 559

Investment expense(338)(384)

Other income1,355 707

Other expenses(63)(52)

Financing and other costs(897)(363)

Profit before taxation from continuing operations25,200 27,647

Tax expense7.1(7,526)(9,245)

Profit after taxation from continuing operations17,674 18,402

Profit after taxation from discontinued operation8.41,181 913

Profit after taxation for the year18,855 19,315

Items that may be reclassified to profit or loss

Currency translation differences3,948 (1,213)

Items that will not be reclassified to profit or loss

Gain on asset revaluation5.2 – 159

Deferred income tax relating to asset revaluation5.2 – (16)

Other comprehensive loss net of tax3,948 (1,070)

Total comprehensive profit for the year22,803 18,245

Earnings per share:

Basic and diluted earnings per share (cents) for continuing operations5.44.43 4.21

Basic and diluted earnings per share (cents)5.44.734.43

Profit after taxation attributed to:

Shareholders18,803 18,683

Non-controlling interests52 632

18,855 19,315

Total comprehensive profit attributed to:

Shareholders 22,737 17,729

Non-controlling interests66 516

22,803 18,245

The above statement should be read in conjunction with the accompanying notes.

Consolidated balance sheet

AS AT 30 SEPTEMBER 2022

NOTE

2022

$000


2021

$000

Assets

Cash and cash equivalents8.184,502116,129

Investments3.2258,634 277,470

Receivables 2.7242,089216,925

Current tax asset7.2a13,069 12,901

Assets classified as held for sale8.420,811 –

Deferred tax asset7.3a23,893 24,450

Deferred insurance costs2.637,819 31,967

Right of use assets6.3a(i)23,326 25,577

Property, plant and equipment 6.15,417 9,374

Intangible assets6.294,653 88,592

Total assets804,213 803,385

Liabilities

Payables2.858,911 69,977

Unearned premiums2.5238,116 212,275

Outstanding claims2.4124,531 122,338

Lease liabilities6.3a(ii)35,054 39,421

Provisions2.911,873 6,709

Current tax liabilities7.2b136 170

Liabilities classified as held for sale8.49,258 –

Deferred tax liabilities7.3b8,806 2,775

Total liabilities486,685 453,665

Net assets317,528 349,720

Equity

Contributed equity5.1460,191 492,424

Accumulated losses(41,212)(39,995)

Reserves5.2(101,451)(105,385)

Total equity attributed to shareholders317,528 347,044

Non-controlling interests – 2,676

Total equity317,528 349,720

The above statement should be read in conjunction with the accompanying notes.

The financial statements were approved for issue by the Board on 23 November 2022.


Michael P Stiassny Graham R Stuart

Chairman Director

7071CONSOLIDATED BALANCE SHEETCONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Consolidated statement of changes in equity
YEAR ENDED 30 SEPTEMBER 2022

ATTRIBUTED TO SHAREHOLDERS

CONTRIBUTED

EQUITY

$000

ACCUMULATED

LOSSES

$000

RESERVES

$000

NON-CONTROLLING

INTEREST

$000

TOTAL EQUITY

$000

Year Ended 30 September 202

Balance as at 30 September 2021492,424 (39,995)(105,385)2,676 349,720

Comprehensive income

Profit for the year – 18,803 – 52 18,855

Currency translation differences – – 3,934 14 3,948

Total comprehensive income – 18,803 3,934 66 22,803

Transactions with shareholders

Capital return to shareholders(30,634) – – – (30,634)

Purchase of non-controlling interests(1,599) – – (2,742)(4,341)

Dividends paid – (20,028) – – (20,028)

Other – 8 – – 8

Total transactions with shareholders(32,233)(20,020) – (2,742)(54,995)

At the end of the year460,191 (41,212)(101,451) – 317,528

Year Ended 30 September 2021

Balance as at 30 September 2020 492,424 (48,107)(104,431) 2,160 342.046

Comprehensive income

Profit for the year – 18,683 – 632 19,315

Currency translation differences – – (1,097)(116)(1,213)

Gain on asset revaluation – – 159 – 159

Deferred income tax relating to asset revaluation – – (16) – (16)

Total comprehensive income

– 18,683 (954)516 18,245

Transactions with shareholders

Dividends Paid

– (10,541) – – (10,541)

Other

– (30) – – (30)

Total transactions with shareholders

– (10,571) – – (10,571)

At the end of the year

492,424 (39,995)(105,385)2,676 349,720

The above statement should be read in conjunction with the accompanying notes.

Consolidated statement of cash flows

FOR THE YEAR ENDED 30 SEPTEMBER 2022

2022

$000

RE-PRESENTED

2021

$000

Cash flows from operating activities

Premiums received 425,677 389,236

Interest received 6,519 5,268

Fee and other income received4,063 6,212

Reinsurance and other recoveries received11,745 17,668

EQC settlement receipt – 52,883

Motor premium refund payments – (1,351)

Reinsurance paid(57,256)(54,288)

Reinsurance paid in relation to settlement of EQC receivable – (10,741)

Claims paid(238,483)(213,756)

Employee and supplier payments(90,191)(92,384)

Income tax paid(1,768)(1,928)

Operating activities cashflow from discontinued operations(522)1,276

Net cash inflow from operating activities59,784 98,095

Cash flows from investing activities

Proceeds from sale of interest bearing investments181,412 156,544

Proceeds from sale of unlisted equity investments – 25

Payments for purchase of interest bearing investments(181,578)(190,548)

Payments for purchase of intangible assets (14,695)(8,866)

Payments for purchase of customer relationships

(6,089)(14,434)

Payments for purchase of property, plant & equipment(2,617)(3,163)

Investing activities cashflow from discontinued operations(103)1,220

Net cash outflow from investing activities(23,670)(59,222)

Cash flows from financing activities

Payments for capital return to shareholders(30,634) –

Purchase of non-controlling interests(4,341) –

Received from lessor on signing of new lease – 10,944

Dividends paid(20,028)(8,866)

Facility fees and interest paid(897)(378)

Payments relating to lease liabilities(6,044)(2,684)

Financing activities cashflow from discontinued operations(1,766)(1,287)

Net cash outflow from financing activities(63,710)(2,271)

Net (decrease)/increase in cash and cash equivalents(27,596)36,602

Effect of foreign exchange rate changes3,765 (581)

Cash and cash equivalents at the beginning of the year 116,129 80,108

Cash and cash equivalents at the end of the year 92,298 116,129

Cash from discontinued operations 8.4 (7,796) –

Cash and cash equivalents at the end of the year from continuing operations84,502 116,129

The above statement should be read in conjunction with the accompanying notes.

The 2022 balance represents the purchase of Westpac and TSB's rights and obligations relating to servicing a portfolio of insurance underwritten by Tower. The 2021 balance represents the

purchase of ANZ's rights and obligations relating to servicing a portfolio of insurance underwritten by Tower. Please refer to note 6.2 for more information.

7273CONSOLIDATED STATEMENT OF CASH FLOWSCONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Notes to the consolidated financial statements
FOR THE YEAR ENDED 30 SEPTEMBER 2022

OVERVIEW

This section provides information that is helpful to an overall understanding of the financial statements and the areas of critical accounting

judgements and estimates included in the financial statements. It also includes a summary of Tower's operating segments.

1.1 About this Report

a. Entities reporting

The financial statements presented are those of Tower Limited (the Company) and its subsidiaries. The Company and its subsidiaries together are referred

to in this financial report as Tower or the Group. The address of the Company's registered office is 136 Fanshawe Street, Auckland, New Zealand.

During the periods presented, the principal activity of the Group was the provision of general insurance. The Group predominantly operates in New

Zealand with some of its operations based in the Pacific Islands region.

The financial statements were authorised for issue by the Board of Directors on 23 November 2022. The entity’s owners or others do not have the power

to amend the financial statements after issue.

b. Statutory base

Tower Limited is a company incorporated in New Zealand under the Companies Act 1993 and listed on the NZX Main Board and the Australian Securities

Exchange. The Company is a reporting entity under Part 7 of the Financial Markets Conduct Act 2013.

c. Basis of preparation

The Company is a for-profit entity and the financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting

Practice (NZ GAAP). They comply with International Financial Reporting Standards (IFRS), New Zealand Equivalents to International Financial Reporting

Standards (NZ IFRS) and other applicable financial reporting standards, as appropriate for Tier 1 for-profit entities.

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 Group financial statements are presented in New Zealand dollars and rounded to the nearest thousand dollars. They have been prepared in

accordance with the historical cost basis except for certain financial instruments that are stated at their fair value.

d. Re-presentation of comparatives

The Group's Papua New Guinea Operations ("disposal group") constitutes a discontinued operation and is classified as held for sale as at 30 September

2022. Profit or loss information for the current period is prepared on a continuing basis with net results from discontinued operations presented

separately. Profit or loss information for 2021 has been re-presented for comparability. Refer to note 8.4 for further details.

Where necessary, comparative information has been reclassified for consistency with the current year presentation.

1.2 Consolidation

a. Principles of consolidation

The Group financial statements incorporate the assets and liabilities of all subsidiaries of the Company at balance date and the results of all subsidiaries

for the year.

Subsidiaries are those entities over which the consolidated entity has control, being power over the investee; exposure, or rights to variable returns from

its involvement with the investee; and the ability to use its power over the investee to affect the amount of the investor’s returns.

The results of any subsidiaries acquired during the year are consolidated from the date on which control was transferred to the consolidated entity and

the results of any subsidiaries disposed of during the year are consolidated up to the date control ceased. During the year ended 30 September 2022,

Tower Limited acquired the minority shareholding of National Pacific Insurance Limited. This is now 100% owned by Tower Limited.

The acquisition of controlled entities from external parties is accounted for using the acquisition method of accounting. Non-controlling interests in the

results and equity of subsidiaries are shown separately in the statement of comprehensive income, statement of changes in equity and balance sheet

respectively. Acquisition related costs are expensed as incurred.

When the Group ceases to have control, any retained interest in the entity is re-measured to its fair value at the date when control is lost, with the change

in carrying amount recognised in profit or loss.

Intercompany transactions and balances between Group entities are eliminated on consolidation.

1.2 Consolidation (continued)

b. Foreign currency

(i) Functional and presentation currencies

The financial statements of each Group entity are presented in the currency of the primary economic environment in which the entity operates. The

Group financial statements are presented in New Zealand dollars and rounded to the nearest thousand dollars unless stated otherwise.

(ii) Transactions and balances

In preparing the financial statements of the individual entities, transactions denominated in foreign currencies are translated into the entities

functional and reporting currency using the exchange rates in effect at the transaction dates. Monetary items receivable or payable in a foreign

currency are translated at reporting date at the closing exchange rate.

Translation differences on non-monetary items such as financial assets held at fair value through profit or loss are reported as part of their fair value

gain or loss.

Exchange differences arising on the settlement or retranslation of monetary items at year end exchange rates impact profit after tax in the

consolidated statement of comprehensive income unless the items form part of a net investment in a foreign operation. In this case, exchange

differences are taken to the Foreign Currency Translation Reserve and recognised (as part of comprehensive profit) in the statement of

comprehensive income and the statement of changes in equity.

(iii) Consolidation

For the purpose of preparing consolidated financial statements the assets and liabilities of subsidiaries with a functional currency different to the

Company are translated at the closing rate at the balance date. Income and expense items for each subsidiary are translated at a weighted average

of exchange rates over the period, as a surrogate for the spot rates at transaction dates. Foreign currency translation differences are taken to the

Foreign Currency Translation Reserve and recognised in the statement of comprehensive income and the statement of changes in equity.

Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and

are translated at the closing rate with movements recorded through the Foreign Currency Translation Reserve in the statement of changes in equity.

On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that particular foreign operation is recognised in the

statement of comprehensive income.

c. Subsidiaries

The table below lists Tower Limited's principal subsidiary companies and controlled entities. All entities have a balance date of 30 September.

HOLDINGS

NAME OF COMPANYINCORPORATION20222021

Parent Company

New Zealand general insurance operations

Tower LimitedNZParentParent

Subsidiaries

Overseas general insurance operations

Tower Insurance (Cook Islands) LimitedCook Islands100%100%

Tower Insurance (Fiji) LimitedFiji100%100%

Tower Insurance (PNG) Limited (refer Note 8.4)PNG100%100%

National Pacific Insurance Limited ("NPI") (refer Note 5.1)Samoa100%71%

National Pacific Insurance (Tonga) Limited (refer Note 5.1)Tonga100%71%

National Pacific Insurance (American Samoa) Limited (refer Note 5.1)American Samoa100%71%

Tower Insurance (Vanuatu) LimitedVanuatu100%100%

Management service operations

Tower Services LimitedNZ100%100%

7475NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1.3 Critical accounting judgements and estimates
In preparing these financial statements management is required to make estimates and related assumptions about the future. The estimates and related

assumptions are based on experience and other factors that are considered to be reasonable, and are reviewed on an ongoing basis. Revisions to the

estimates are recognised in the period in which they are revised, or future periods if relevant. The key areas in which estimates and related assumptions

are applied are as follows:

—Net outstanding claims note 2.4

—Liability adequacy test note 2.5

—Intangible assets note 6.2

—Lease liabilities (incremental borrowing rate) note 6.3a(ii)

—Deferred tax note 7.3

1.4 Segmental reporting

a. Operating segments

Tower operates in two geographical segments, New Zealand and the Pacific region. New Zealand comprises the general insurance business

underwritten in New Zealand. Pacific Islands comprises the general insurance business underwritten in the Pacific by Tower subsidiaries and branch

operations. Other contains balances relating to Tower Services Limited (management services entity), and also includes intercompany eliminations and

group diversification benefits.

The Group does not derive revenue from any individual or entity that represents 10% or more of the Group's total revenue.

The Pacific Islands operating segment excludes the disposal group and assets and liabilities held for sale. The prior year comparatives have been

re-presented accordingly. Intercompany transactions with the disposal group are eliminated within continuing operations, refer note 8.4.

1.4 Segmental reporting (continued)

b. Financial performance of continuing operations

NEW ZEALAND

$000

PACIFIC ISLANDS

$000

OTHER

$000

TOTAL

$000

Year Ended 30 September 2022

Gross written premium395,490 50,090 – 445,580

Gross earned premium369,871 48,451 – 418,322

Outward reinsurance premium(51,026)(15,242) – (66,268)

Net earned premium318,845 33,209 – 352,054

Net claims expense(207,184)(18,066)346 (224,904)

Net commission expense(8,048)(1,237) – (9,285)

Underwriting expense(76,089)(18,131) – (94,220)

Underwriting profit/(loss)27,524 (4,225)346 23,645

Net investment income1,023 137 – 1,160

Other expenses192 203 – 395

Profit before tax from continuing operations28,739 (3,885)346 25,200

Profit after tax from continuing operations21,642 (4,314)346 17,674

Year Ended 30 September 2021 (Re-presented)

Gross written premium351,058 44,945 – 396,003

Gross earned premium340,568 46,052 – 386,620

Outward reinsurance premium(44,918)(13,837) – (58,755)

Net earned premium295,650 32,215 – 327,865

Net claims expense(195,343)(6,888)(88)(202,319)

Net commission expense(9,762)(1,444) – (11,206)

Underwriting expense(76,519)(10,641) – (87,160)

Underwriting profit14,026 13,242 (88)27,180

Net investment income43 132 – 175

Other expenses182 110 – 292

Profit before tax from continuing operations14,251 13,484 (88)27,647

Profit after tax from continuing operations8,855 9,620 (73)18,402

c. Financial position of continuing operations

NEW ZEALAND

$000

PACIFIC ISLANDS

$000

OTHER

$000

TOTAL

$000

Additions to non-current assets

30 September 2022

29,547 883 (4,327)26,103

Additions to non-current assets

30 September 2021

51,970 430 – 52,400

Total assets 30 September 2022723,805 74,539 (14,942)783,402

Total assets 30 September 2021708,527 92,843 (10,615)790,755

Total liabilities 30 September 2022426,930 51,462 (965)477,427

Total liabilities 30 September 2021405,058 43,660 (617)448,101

Additions to non-current assets include additions to property, plant and equipment, right of use assets, intangible assets and investments in subsidiaries.

7677NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1.4 Segmental reporting (continued)
Definition

An operating segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are

different to those of other operating segments. Operating segments are reported in a manner consistent with the internal reporting provided to the

chief operating decision-maker (the Chief Executive Officer) who reviews the operating results on a regular basis and makes decisions on resource

allocation and assessing performance.

2. UNDERWRITING ACTIVITIES

This section provides information on Tower 's underwriting activities.

Tower collects premiums from customers in exchange for providing insurance coverage. These premiums are recognised as revenue when they

are earned by Tower , with a liability for unearned premiums recognised on the balance sheet.

When customers suffer a loss that is covered by their policy, Tower will make payments to customers or suppliers, which it recognises as claims

expenses. To ensure Tower ’s obligations to customers are properly recorded within the financial statements, Tower recognises provisions for

outstanding claims.

To manage Tower ’s risk and optimise its returns, Tower reinsures some of its exposure with reinsurance companies. The premiums paid to

reinsurers are recognised as an expense, while recoveries from reinsurers are recognised as revenue.

2.1 Underwriting Revenue

Composition

2022

$000

2021

$000

Gross written premium 445,580 396,003

Movement in unearned premium liability(27,258)(9,383)

Gross earned premium 418,322 386,620

Reinsurance and other recoveries revenue 15,243 24,601

Reinsurance commission 3,971 5,343

Insurance administration services commission 1,134 1,118

Commission revenue 5,105 6,461

Underwriting revenue 438,670 417,682

Recognition and measurement

Gross earned premium is recognised in the period in which the premiums are earned during the term of the contract, excluding taxes and levies

collected on behalf of third parties. It includes a provision for expected future premium cancellations (which is offset against gross premium

receivables, see note 2.7), and customer remediation (see note 2.9). The proportion of premiums not earned in the consolidated statement of

comprehensive income at reporting date is recognised in the consolidated balance sheet as unearned premiums.

Reinsurance and other recoveries on paid claims, reported claims not yet paid, claims incurred but not reported and claims incurred but not

enough reported are recognised as revenue. Recoveries are measured as the expected future receipts and recognised when the claim is incurred.

Reinsurance commission revenue includes reimbursements by reinsurers to cover part of Tower 's management and sales expense over the term

of the reinsurance agreements. Reinsurance commission income can also include a proportion of expected profitability of business ceded to the

reinsurer. The final value of the variable commission is based on the achievement of a hurdle rate over time. This revenue is recognised over the

term of the reinsurance agreements dependent on the profitability of proportional arrangement which is reassessed at each reporting date.

Insurance administration services commission includes a percentage of levies collected on behalf of third parties and is recognised at the point

the levy is collected.

2.2 Net claims expense

Composition

EXC. CANTERBURY EARTHQUAKECANTERBURY EARTHQUAKETOTAL

2022

$000

2021

$000

2022

$000

2021

$000

2022

$000

2021

$000

Gross claims expense231,034 226,611 9,113 309 240,147 226,920

Reinsurance and other recoveries revenue(13,613)(23,396)(1,630)(1,205)(15,243)(24,601)

Net claims expense217,421 203,215 7,483 (896)224,904 202,319

Recognition and measurement

Net claims expense is measured as the difference between net outstanding claims liability at the beginning and end of the financial year plus any

claims payments made net of reinsurance and other recoveries received during the financial year. Please refer to note 2.4 for more information.

Additional disclosures related to the Canterbury earthquake events in 2010 and 2011 are provided in note 2.4..

2.3 Underwriting expense

Composition

2022

$000

2021

$000

People costs84,160 64,626

People costs capitalised during the year(7,557)(3,569)

Technology 14,556 14,320

Amortisation 14,723 12,556

Depreciation

4,992 4,440

External fees10,594 10,300

Marketing11,757 8,477

Communications3,039 3,829

Miscellaneous3,258 4,319

Movement in deferred acquisition costs

(6,511)877

Claims related management expenses reclassified to claims expense(37,085)(31,320)

Service fees charged to discontinued operations

(1,706)(1,695)

Underwriting expenses94,220 87,160

Includes $2.7m (2021: $2.3m) of depreciation on right of use assets. See note 6.3b for further information.

2021 included a writedown for a deficiency on the liability adequacy test of $2.5m, refer note 2.6. This resulted in a lower amortisation expense of deferred acquisition costs in 2022.

Refer note 8.4 for further detail.

7879NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

2.4 Net outstanding claims
a. Composition

EXC. CANTERBURY EARTHQUAKECANTERBURY EARTHQUAKETOTAL

2022

$000

2021

$000

2022

$000

2021

$000

2022

$000

2021

$000

Central estimate of future cash flows89,404 87,535 18,056 16,402 107,460 103,937

Claims handling expense5,564 5,430 772 1,314 6,336 6,744

Risk Margin5,051 6,724 5,684 4,933 10,735 11,657

Gross outstanding claims100,019 99,689 24,512 22,649 124,531 122,338

Reinsurance recoveries(10,293)(18,970)(3,787)(3,880)(14,080)(22,850)

Net outstanding claims89,726 80,719 20,725 18,769 110,451 99,488

Net claim payments within 12 months76,422 69,687 8,497 7,508 84,919 77,195

Net claim payments after 12 months13,304 11,032 12,228 11,261 25,532 22,293

Net outstanding claims89,726 80,719 20,725 18,769 110,451 99,488

Recognition and measurement

Gross outstanding claims liability comprises a central estimate of future cash outflows and a risk margin for uncertainty.

The outstanding claims liability is measured at the central estimate of future cash outflows relating to claims incurred prior to the reporting date

including direct and indirect claims handling costs. The liability is measured based on the advice of the Appointed Actuary or on valuations which

have been peer reviewed by the Appointed Actuary. It is intended to include no deliberate or unconscious bias toward over or under-estimation.

Given the uncertainty in establishing the liability, it is likely the final outcome will differ from the original liability established. Changes in the claim

estimates are recognised in profit or loss in the reporting period in which the estimates are changed.

The gross outstanding claim liabilities also include a risk margin that relates to the inherent uncertainty in the central estimate of the future

payments. The risk margin represents the amount by which the liability recognised in the financial statements is greater than the actuarial estimate.

Tower currently applies a 75% probability of adequacy to the outstanding claims liability which means there is a 1-in-4 chance all future claim

payments will exceed the overall reserve held.

Discounting has been applied to the provision for outstanding claims relating to the Canterbury earthquakes, using spot rates derived from

government issued bonds. The overall discount, at 30 September 2022, is equivalent to using a uniform discount rate of 4.2% per annum. At the

previous valuation of the Canterbury earthquakes liability, discounting was not applied as it was considered immaterial in a lower interest rate

environment. Discounting has also not been allowed for on other outstanding claims as the expected timeframe for paying these claims is short,

and the impact of discounting is considered to be immaterial.

Uncertainties surrounding the liability estimation process include those relating to the available data, actuarial models and assumptions, the

statistical uncertainty associated with the general insurance run-off process and external risks.

Net outstanding claims liability is calculated by deducting reinsurance and other recoveries from gross outstanding claims. Reinsurance and other

recoveries on outstanding claims are recognised as income with the corresponding asset being recognised on the balance sheet.

2.4. Net outstanding claims (continued)

b. Reconciliation of movements in net outstanding claims liability

2022

$000

2021

$000

GROSSREINSURANCENETGROSSREINSURANCENET

Balance brought forward122,338 (22,850)99,488107,747(12,889)94,858

Claims expense – current year248,024 (20,429)227,595234,675(22,171)212,504

Claims expense – prior year(5,970)4,491 (1,479)(5,772)(2,464)(8,236)

Incurred claims recognised in profit or loss

from continuing operations

240,147 (15,243)224,904 226,920(24,601)202,319

Incurred claims recognised in profit or loss

from discontinued operations

1,907 (695)1,2121,983 (34)1,949

Claims paid and reinsurance and other

recoveries raised from continuing and

discontinued operations

(239,706)24,604 (215,102)(213,350)14,397 (198,953)

Foreign exchange1,826 (347)1,479(962)277 (685)

Liabilities reclassified as held for sale

(1,981)451 (1,530) – – –

Outstanding claims124,531 (14,080)110,451 122,338(22,850)99,488

Refer note 8.4.

c. Development of claims

The following table shows the development of net outstanding claims relative to the current estimate of ultimate claims costs for the five most recent years.

ULTIMATE CLAIMS COST ESTIMATE

PRIOR

$000

2018

$000

2019

$000

2020

$000

2021

$000

2022

$000

TOTAL

$000

At end of incident year147,806 147,073 158,309 183,003 200,370

One year later146,214 144,041 154,825 181,656 –

Two years later146,234 143,209 153,470 – –

Three years later145,752 143,233 – – –

Four years later146,157 – – – –

Ultimate claims cost146,157 143,233 153,470 181,656 200,370

Cumulative payments(145,627)(142,612)(150,821)(173,193)(134,491)

Central estimate15,237530 621 2,649 8,463 65,879 93,379

Claims handling expense6,337

Risk margin10,735

Net outstanding claim liabilities110,451

Reinsurance recoveries14,080

Gross outstanding claim liabilities124,531

All amounts in this note exclude discontinued operations, consistent with other profit or loss disclosures.

Prior year numbers have been restated at current year exchange rates to reflect the underlying development of claims.

d. Actuarial information

The estimation of outstanding claims as at 30 September 2022 has been carried out by:

(i) Geoff Atkins, BA (ActuarDc), FIAA, FIAL, FANZIIF, Appointed Actuary – Canterbury earthquake claims; and

(ii) John Feyter, B.Sc., FNZSA – all other outstanding claims

The New Zealand actuarial assessments are undertaken in accordance with the standards of the New Zealand Society of Actuaries, in particular

Professional Standard No. 30 "Valuations of General Insurance Claims". The Actuaries were satisfied as to the nature, sufficiency and accuracy of the data

used to determine the outstanding claims liability. The outstanding claims liability is set by the Actuaries at a level that is appropriate and sustainable to

cover the Group's claims obligations after having regard to the prevailing market environment and prudent industry practice.

8081NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

2.4. Net outstanding claims (continued)
e. Canterbury earthquakes

Cumulative impact of Canterbury earthquakes

As at 30 September 2022, Tower has 36 claims remaining to settle (2021: 33) as a result of the earthquakes impacting the Canterbury region during 2010

and 2011. The following table presents the cumulative impact of the four main Canterbury earthquake events on the consolidated statement of

comprehensive income.

2022

$000

2021

$000

Earthquake claims estimate net of EQC payments(953,531)(944,418)

Reinsurance recoveries733,720 732,090

Claim expense net of reinsurance recoveries(219,811)(212,328)

Reinsurance expense(25,045)(25,045)

Cumulative impact of Canterbury earthquakes before tax(244,856)(237,373)

Income tax68,560 66,464

Cumulative impact of Canterbury earthquakes after tax(176,296)(170,909)

Canterbury earthquake impact on profit or loss before tax

2022

$000

2021

$000

Net claims (gain)/expense 7,483 (896)

Critical accounting estimates and judgements

Outstanding claims liability (excluding Canterbury Earthquakes)

The estimation of the outstanding claims liability involves a number of key assumptions. Tower 's estimation uses Company specific data, relevant industry

data and general economic data for each major class of business. The estimation process factors in a number of considerations including the risks to

which the business is exposed to at a point in time, claim frequency and severity, historical trends in the development of claims as well as legal, social

and economic factors that may affect each class of business.

ASSUMPTION

2022

$000

2021

$000

Expected future claims development proportion20.3%19.7%

Claims handling expense ratio6.6%6.7%

Risk margin6.0%9.1%

Expected future claims development proportion

This is the proportion of additional claims cost that is expected to be recognised in the future for claims that have already been reported. The assumption

is expressed as a proportion of current case estimates for open claims and the resulting amount is recognised in the balance sheet as an outstanding

claims liability.

Claims handling expense ratio

This reflects the expected cost to administer current open and future claims. The ratio is calculated based on historical experience of claims handling costs.

Risk margin

Risk margins are calculated for outstanding claims in each country separately and a diversification benefit is calculated taking into account the

uncorrelated effect of random risk. The total risk margin percentage shown is calculated on a weighted average basis. The decrease in the risk margin

this year reflects the reassessment of uncertainty on claim outcomes as a result of the COVID-19 pandemic.

2.4. Net outstanding claims (continued)

Canterbury Earthquake outstanding claims liability

Assumptions are made for the estimation of outstanding claims related to the Canterbury earthquakes. The key assumptions are estimated ultimate

costs (including building costs) for settling open claims, and the numbers of new overcap claims, litigated claims, re-opened claims and their associated

costs. Other elements of judgement include the apportionment of claim costs between the four main earthquake events, future claim management

expenses and assessment of the risk margin.

ASSUMPTION

2022

$000

2021

$000

Number of future new overcap and new litigated claims 46 38

Average cost of new overcap or new litigated claim 114,000 121,000

Provision for re-opened claims 1,070,000 2,400,000

Additional portfolio-level provision for incurred but not enough reported2,355,0001,274,000

New overcap and new litigated claims

New overcap claims are typically for properties that have previously been managed by EQC but where damage is now assessed as being more extensive

than previously thought and there is now an insurance claim payable.

New litigated claims are existing or future new claims that are referred to either the Insurance Tribunal or the High Court for resolution. Costs for new

litigated claims are assumed to be substantially higher than costs for other overcap claims. Only a small number of new litigated claims is now expected.

Provision for re-opened claims

Re-opened claims arise where additional liability arises for additional scope not previously identified or where a repair has failed or where another

expense is payable for a claim that is currently closed.

f. Sensitivity Analysis

The impact on profit or loss of changes in key assumptions used in the calculation of the outstanding claims liabilities is summarised below. Each change

has been calculated in isolation from the other variables and is stated before income tax.

Outstanding claims excluding Canterbury earthquake

MOVEMENT IN

ASSUMPTION

IMPACT ON PROFIT OR (LOSS)

2022

$000

2021

$000

Expected future claims development + 10%(1,419) (1,339)

- 10%1,4191,339

Claims handling expense ratio + 10%(556) (543)

- 10%556543

Risk margin + 10%(505) (672)

- 10%505672

Canterbury earthquake outstanding claims

MOVEMENT IN

ASSUMPTION

IMPACT ON PROFIT OR (LOSS)

2022

$000

2021

$000

Number of new overcap or new litigated claims + 35%(1,817)(1,610)

- 35%1,817 1,610

Change in average cost of a new overcap or new litigated claim+ 20%(1,038)(920)

- 20%1,038 920

Number of reopened claims + 35%(375)(840)

- 35%375 840

Change in average cost of a reopened claim + 20%(214)(480)

- 20%214 480

8283NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

2.5 Unearned premium liability
Reconciliation

2022

$000

2021

$000

Opening balance 212,275 203,452

Premiums written during the year from continuing operations 445,580 396,003

Premiums earned during the year from continuing operations(418,322)(386,620)

Unearned premium movement from continuing operations27,2589,383

Premiums written during the year from discontinued operations8,0558,678

Premiums earned during the year from discontinued operations(8,684)(8,910)

Unearned premium movement from discontinued operations

(629)(232)

Foreign exchange movements3,957(328)

Liabilities reclassified as held for sale(4,745)–

Unearned premium liability from continuing operations 238,116 212,275

All unearned premiums will be earned in the 12 months after 30 September 2022 and therefore are current liabilities. The unearned premium liability is

presented net of cancellation provisions.

Recognition and measurement

Unearned premium liability is the portion of premiums written that are yet to be earned in the consolidated statement of comprehensive income.

It is calculated based on the term of the risk and in accordance with the expected pattern of the incidence of risk underwritten using an appropriate

pro-rated method.

Adequacy of unearned premium liability

Tower undertakes a liability adequacy test ("LAT") to determine whether the unearned premium liability is sufficient to pay future claims net of

reinsurance recoveries.

If the present value of expected future net cash flows relating to current insurance contracts, plus a risk margin, exceeds the unearned premium

liabilities less related deferred acquisition costs and intangible assets, then the unearned premium liability is deemed deficient. This deficiency is

immediately recognised in profit or loss. In recognising the deficiency, Tower will first write down any related deferred acquisition costs or intangible

assets before recognising an unexpired risk liability.

The unearned premium liability as at 30 September 2022 was sufficient for the New Zealand business (2021: $2.0m deficiency). The unearned

premium liabilities as at 30 September 2022 for each Pacific entity was also sufficient (2021: all sufficient with the exception of Fiji and Vanuatu where a

total deficiency of $0.5m was recognised).

%20222021

Central estimate net claims as a % of unearned premium liability45.5%45.2%

Risk margin as a % of net claims11.2%11.0%

Critical accounting estimates and judgements

The LAT is conducted using a central estimate of premium liability adjusted for risk margin and it is carried out on an individual country basis. The

test is based on prospective information and so is heavily dependent on assumptions and judgements.

2.6 Deferred insurance costs

Reconciliation

DEFERRED ACQUISITION COSTS

DEFERRED OUTWARDS

REINSURANCE EXPENSEDEFERRED INSURANCE COSTS

2022

$000

2021

$000

2022

$000

2021

$000

2022

$000

2021

$000

Balance bought forward21,11625,22010,8519,44731,96734,667

Costs deferred48,19240,32317,28317,96865,47558,291

Amortisation expense(42,765)(41,897)(17,073)(16,428)(59,838)(58,325)

Writedown due to LAT deficiency – (2,534) – – – (2,534)

Foreign exchange movements24741,303(136)1,550(132)

Asset reclassified as held for sale(248)_(1,087)_(1,335)–

Closing balance26,54221,11611,27710,85137,81931,967

Deferred insurance costs are expected to be amortised within 12 months from reporting date.

Recognition and measurement

Acquisition costs comprises costs incurred in obtaining and recording general insurance contracts such as advertising expenses, sales expenses

and other underwriting expenses. These costs are initially capitalised and then expensed in line with the earning pattern of the related premium.

Deferred acquisition costs at the reporting date represent the acquisition costs related to unearned premium.

Outwards reinsurance expense reflects premiums ceded to reinsurers and is recognised as an expense in accordance with the pattern of

reinsurance service received. Deferred outwards reinsurance expense at the reporting date represents outwards reinsurance expenses related to

unearned premium.

2.7 Receivables

Composition

2022

$000

2021

$000

Gross premium receivables200,715178,213

Provision for expected future premium cancellations(651)(655)

Premium receivable200,064177,558

Reinsurance recoveries 15,847 20,326

Canterbury earthquake reinsurance recoveries3,787 3,880

Other recoveries11,3785,207

Reinsurance and other recoveries31,01229,413

Finance lease receivables2,375 4,278

Prepayments4,411 3,279

Other receivables 2,4012,397

Receivable from discontinued operations

1,826–

Receivables242,089 216,925

Receivable within 12 months241,742 214,504

Receivable in greater than 12 months347 2,421

Receivables242,089 216,925

Refer note 8.4 for further detail.

8485NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

2.7 Receivables (continued)
Recognition and measurement

Receivables (inclusive of GST) are recognised at fair value and are subsequently measured at cost less any impairment.

Tower 's premium receivables and reinsurance and other recoveries arise from insurance contracts. These receivables are impaired if there is

objective evidence that Tower will not be able to collect all amounts due according to the original terms of the receivable.

The remainder of Tower 's receivables are assessed for impairment based on expected credit losses.

Finance lease receivables

Tower entered into a sub-lease for its previous Auckland premises. The sub-lease is for the remaining non-cancellable term of the head lease and

therefore is classified as a finance lease. The profile of the net receipts is illustrated in the table below:

2022

$000

2021

$000

Less than one year 2,074 2,019

Between one and five years 347 2,421

Total undiscounted finance lease receivable 2,421 4,440

Unearned finance income(46)(162)

Net investment in the finance lease 2,375 4,278

2.8 Payables

Composition

2022

$000

2021

$000

Trade payables 14,672 11,452

GST payable 25,951 23,264

EQC & Fire and Emergency New Zealand levies payable 11,583 10,857

Reinsurance premium payable 3,696 6,343

Unsettled investment purchases – 11,456

Other 3,009 6,605

Payables 58,911 69,977

Payable within 12 months 58,911 69,977

Payable in greater than 12 months – –

Payables 58,911 69,977

Recognition and measurement

Payables are recognised where goods or services that have been received or supplied and have been invoiced or formally agreed with the

supplier. Payables are stated at the fair value of the consideration to be paid in the future inclusive of GST. GST payable represents the net amount

payable to the respective tax authorities.

2.9 Provisions

Composition

2022

$000

2021

$000

Annual leave and other employee benefits 8,219 6,709

Customer remediation 3,654 –

Provisions 11,873 6,709

Payable within 12 months 10,7166,235

Payable in greater than 12 months1,157474

Provisions 11,873 6,709

This is a one-off provision for customer remediation arising from an error in the calculation of multi-policy discounts.

Recognition and measurement

Tower recognises a provision when it has a present obligation as a result of a past event and it is more likely than not that an outflow of resources

will be required to settle the obligation. Tower 's provision represents the best estimate of the expenditure required to settle the present obligation

at the end of the reporting period.

2.10 Assets backing insurance liabilities

Tower has determined that all assets within its insurance companies are held to back insurance liabilities, with the exception of: (i) property, plant and

equipment; (ii) right of use assets, (iii) intangible assets; and (iv) investments in operating subsidiaries. Assets backing insurance liabilities are managed in

accordance with approved investment mandate agreements on a fair value basis and are reported to the Board on that basis.

3. INVESTMENTS

Tower invests funds collected as premiums and provided by shareholders to ensure it can meet its obligations to pay claims and expenses and to

generate a return to support its profitability. Tower has a low risk tolerance and therefore the majority of its investments are in investment grade

supranational and government bonds, and term deposits.

3.1 Investment income

2022

$000

2021

$000

Interest income6,835 5,127

Net realised loss(2,028)(2,152)

Net unrealised loss(3,309)(2,416)

Investment income 1,498 559

Net realised losses relate to the maturity of fixed interest bonds, with interest coupon rates higher than market rates, purchased at higher than face value.

The corresponding higher interest received is reflected in the interest income amount.

Recognition and measurement

Tower 's investment income is primarily made up of realised and unrealised interest income on fixed interest investments and fair value gains or

losses on its investment assets. Both are recognised in the period that they are earned through profit or loss.

8687NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

3.2 Investments
2022

$000

2021

$000

Fixed interest investments258,600 277,436

Property investment34 34

Investments258,634 277,470

Recognition and measurement

Tower 's investment assets are designated at fair value through profit or loss. Investment assets are initially recognised at fair value and are remeasured to

fair value through profit or loss at each reporting date. Tower 's approach to measuring the fair value of these assets is covered in the note 3.3.

Purchases and sales of investments are recognised at the date which Tower commits to buy or sell the assets (i.e. trade date). Investments are

derecognised when the rights to receive future cash flows from the assets have expired, or have been transferred, and substantially all the risks and

rewards of ownership have transferred.

3.3 Fair value hierarchy

Tower designates its investments at fair value through profit or loss in accordance with its Treasury policy. It categorises its investments into three levels

based on the inputs available to measure fair value:

Level 1 Fair value is calculated using quoted prices in active markets. Tower currently does not have any Level 1 investments.

Level 2 Investment valuations are based on direct or indirect observable data other than quoted prices included in Level 1. Level 2 inputs include: (1)

quoted prices for similar assets or liabilities; (2) quoted prices for assets or liabilities that are not traded in an active market; or (3) other

observable market data that can be used for valuation purposes. Tower investments included in this category include government and

corporate debt, where the market is considered to be lacking sufficient depth to be considered active, and part ownership of a property that

is rented out to staff.

Level 3 Investment valuation is based on unobservable market data. Tower currently does not have any Level 3 investments.

LEVEL 1

$000

LEVEL 2

$000

LEVEL 3

$000

TOTAL

$000

As at 30 September 2022

Fixed interest investments – 258,600 – 258,600

Property investment – 34 – 34

Investments – 258,634 – 258,634

As at 30 September 2021

Fixed interest investments – 277,436 – 277,436

Property investment – 34 – 34

Investments – 277,470 – 277,470

There have been no transfers between levels of the fair value hierarchy during the current financial period (2021: nil).

4. RISK MANAGEMENT

Tower is exposed to multiple risks as it works to set things right for its customers and their communities whilst maximising returns for its

shareholders. Everyone across the organisation is responsible for ensuring that Tower 's risks are managed and controlled on a day-to-day basis.

4.1 Risk management overview

Tower ’s approach to achieving effective risk management is to embed a risk-aware culture where everyone across the organisation (including contractors

and third parties) is responsible for managing risk.

Tower ’s Board expresses its appetite for risk in a Risk Appetite Statement, which:

(i) Gives clear concise guidance to management of parameters for risk taking.

(ii) Embeds risk management into strategic and decision-making processes.

(iii) Facilitates risk to be managed at all levels of the organisation through a structured process to identify risk, and the allocation of clear, personal

responsibility for management of identified risks by assigned risk owners.

The Board then approves and adopts: (i) the Risk Management Framework (RMF) which is the central document that explains how Tower effectively

manages risk within the business; and (ii) the Reinsurance Management Strategy (ReMS) which describes the systems, structures, and processes which

collectively ensures Tower 's reinsurance arrangements and operations are prudently managed. These documents are approved annually by the Board.

The Board has delegated its responsibility to the Risk Committee to provide oversight of risk management practices and provide advice to the Board and

management when required. In addition, the Risk Committee also monitors the effectiveness of Tower ’s risk management function which is overseen by

the Chief Risk Officer (CRO). The CRO provides regular reports to the Risk Committee on the operation of the RMF.

Tower has embedded the RMF with clear accountabilities and risk ownership to ensure that Tower identifies, manages, mitigates and reports on all key

risks and controls through the three lines of defence model.

(i) First line: Operational management has ownership, responsibility and accountability for directly identifying, assessing, controlling and mitigating key

risks which prevent them from achieving business objectives.

(ii) Second Line: Tower ’s Risk, Compliance and Conduct Function is responsible for developing and implementing effective risk, compliance and conduct

management processes; providing advisory support to the first line of defence and constructively challenging operational management and risk and

obligation owners to ensure positive assurance.

(iii) Third line: Internal Audit is responsible and accountable for providing an independent and objective view of the adequacy and effectiveness of the

Group’s risk management, governance and internal control framework. Internal audit, along with other groups such as external audit, report

independently to the Board and/or the Audit Committee.

The RMF is supported by a suite of policies that address the risks and compliance obligations covered in this section.

4.2 Strategic risk

Strategic risk is the risk that internal or external factors compromise Tower 's ability to execute its strategy or achieve its strategic objectives. Strategic risk

is managed through:

(i) Monitoring and managing performance against Board approved plan and targets.

(ii) Board leading an annual strategy and planning process which considers our performance, competitor positioning and strategic opportunities.

(iii) Identifying and managing emerging risks using established governance processes and forums.

4.3 Insurance risk

Insurance risk is the risk that for any class of risk insured, the present value of actual claims payable will exceed the present value of actual premium

revenues generated (net of reinsurance). This risk is inherent in Tower 's operations and arises and manifests through underwriting, insurance

concentration and reserving risk.

8889NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

4.3 Insurance risk (continued)
a. Underwriting risk

Underwriting risk refers to the risk that claims arising are higher (or lower) than assumed in pricing due to bad experience including catastrophes,

weakness in controls over underwriting or portfolio management, or claims management issues. Tower has established the following key controls to

mitigate this risk:

(i) Use of comprehensive management information systems and actuarial models to price products based on historical claims frequencies and claims

severity averages, adjusted for inflation and modelled catastrophes, trended forward to recognise anticipated changes in claims patterns after

making allowance for other costs incurred by the Group.

(ii) Passing elements of insurance risk to reinsurers. Tower 's Board determines a maximum level of risk to be retained by the Group as a whole.

Tower 's reinsurance programme is structured to adequately protect the solvency and capital positions of the insurance business. The adequacy of

reinsurance cover is modelled by assessing Tower 's exposure under a range of scenarios. The plausible scenario that has the most financial

significance for Tower is a major Wellington earthquake. Each year, as part of setting the coming year's reinsurance cover, comprehensive modelling

of the event probability and amount of the Group's exposure is undertaken.

(iii) Underwriting limits are in place to enforce appropriate risk selection criteria and pricing with specific underwriting authorities that set clear

parameters for the business acceptance.

b. Concentration risk

Concentration risk refers to the risk of underwriting a number of like risks, where the same or similar loss events have the potential to produce claims

from many of Tower 's customers at the same time. Tower is particularly subject to concentration risks in the following variety of forms:

(i) Geographic concentration risk – Tower purchases a catastrophe reinsurance programme to protect against a modelled 1-in-1000 years whole of

portfolio catastrophe loss.

(ii) Product concentration risk – Tower 's business is weighted towards the NZ general insurance market where its risks are concentrated in house

insurance (Home & Contents) and motor insurance. Tower limits its exposure through proportionate reinsurance arrangements. The table below

illustrates the diversity of Tower 's operations.

GROSS WRITTEN PREMIUM (%)

20222021

NZPACIFIC TOTALNZPACIFIC TOTAL

Home & Contents51%3%54%52%4%56%

Motor35%3%38%34%3%37%

Commercial1%5%6%1%4%5%

Liability1%0%1%1%0%1%

Workers compensation0%1%1%0%0%0%

Other0%0%0%1%0%1%

Total88%12%100%89%11%100%

The Pacific Islands operating segment excludes the disposal group and the prior year comparatives have been re-presented accordingly.

Tower has limited exposure to long-tail classes (which comprises part of "liability" and "workers compensation"). Long-tail classes have increased

uncertainty of the ultimate cost of claims due to the additional period of time to settlement.

c. Reserving risk

Reserving risk is managed through the actuarial valuation of insurance liabilities and monitoring of the probability of adequacy booked reserves. The

valuation of the net central estimate is performed by qualified and experienced actuaries. The central estimate is subject to a comprehensive review at

least annually.

4.4 Credit risk

Credit risk is the risk of loss that arises when a counterparty fails to meet their financial obligations to Tower in accordance with the agreed terms. Tower 's

exposure to credit risk primarily results from transactions with security issuers, reinsurers and policyholders and is set out below.

a. Investment and treasury

Tower manages its investment and treasury credit risks in line with limits set by the Board:

(i) New Zealand cash deposits that are internally managed are limited to banks with a minimum Standard & Poor's (S&P) AA- credit rating.

(ii) Cash deposits and investments that are managed by external investment managers are limited to counterparties with a minimum S&P A- credit rating.

(iii) Tower holds deposits and invests in Pacific regional investment markets through its Pacific Island operations to comply with local statutory

requirements and in accordance with Tower investment policies. These deposits and investments generally have low credit ratings representing the

majority of the value included in the 'Below BBB' and 'not rated' categories in the table below. This includes deposits and investments with Australian

bank subsidiaries that comprise 55% (2021: 88%) of the 'not rated' category.

CASH AND CASH EQUIVALENTSFIXED INTEREST INVESTMENTSTOTAL

2022

$000

2021

$000

2022

$000

2021

$000

2022

$000

2021

$000

AAA – – 119,198 94,430 119,198 94,430

AA66,228 83,614 110,957 143,548 177,185 227,162

A – – 24,399 33,100 24,399 33,100

BBB – – – – – –

Below BBB 1,614 9,173 2,009 2,226 3,623 11,399

Not rated 16,660 23,342 2,071 4,166 18,731 27,508

Total84,502 116,129 258,634 277,470 343,136 393,599

b. Reinsurance

Tower manages its reinsurance programme in line with the ReMS. Tower seeks to manage the quantum and volatility of insurance risk in order to reduce

exposure and overall cost.

Tower 's policy is to only deal with reinsurers with a credit rating of S&P A- or better unless local statutory requirements dictate otherwise. Additional

requirements of the policy are for no individual reinsurer to have more than 25% share of the overall programme and Tower is prohibited from offering

inwards reinsurance to external entities. The following table provides details on Tower 's exposure to reinsurance recoveries:

REINSURANCE ON:

OUTSTANDING CLAIMSPAID CLAIMSTOTAL

2022

$000

2021

$000

2022

$000

2021

$000

2022

$000

2021

$000

AAA – – – – – –

AA5,830 12,005 2,929 1,028 8,759 13,033

A8,319 10,805 2,220 320 10,539 11,125

BBB 9 – – – 9 –

Below BBB 102 – 3 – 105 –

Not rated 220 40 2 4 222 44

Total14,480 22,850 5,154 1,352 19,634 24,202

9091NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

4.4 Credit risk (continued)
The following table provides further information regarding the ageing of reinsurance recoveries on paid claims at the balance date.

PAST DUE

NOT DUE

$000

1 MONTH

$000

1 TO 2 MONTHS

$000

2 TO 3 MONTHS

$000

OVER 3 MONTHS

$000

TOTAL

$000

As at 30 September 2022

Reinsurance recoveries on paid claims5,154 – – – – 5,154

As at 30 September 2021

Reinsurance recoveries on paid claims 1,352 – – – – 1,352

c. Premium receivable

Tower 's premium receivable balance primarily relates to policies which are paid on either a fortnightly or monthly basis. Payment default or policy

cancellation – subject to the terms of the policyholder's contract – will result in the termination of the insurance contract eliminating both the credit risk

and the insurance risk.

PAST DUE

NOT DUE

$000

1 MONTH

$000

1 TO 2 MONTHS

$000

2 TO 3 MONTHS

$000

OVER 3 MONTHS

$000

TOTAL

$000

As at 30 September 2022

Net premium receivable192,464 5,933 1,188 384 95200,064

As at 30 September 2021

Net premium receivable 169,915 5,514 1,484 562 83 177,558


This includes premiums that are less than 30 days outstanding (which are owed but not past due) of $4.0m (2021: $5.5m).

4.5 Market risk

Market risk is the risk of adverse impacts on investment earnings resulting from changes in market factors. Tower 's market risk is predominately as a

result of changes in the value of the New Zealand dollar (currency risk) and interest rate movements. Tower 's approach to managing market risk is

underpinned by its Treasury Policy as approved by the Board.

a. Currency risk

Tower 's currency exposure arises from the translation of foreign operations into Tower 's functional currency (currency translation risk) or due to

transactions denominated in a currency other than the functional currency of a controlled entity (operational currency risk). The currencies giving rise to

this risk are primarily the US dollar, Fijian dollar and Papua New Guinea (PNG) kina.

Tower 's principal currency risk is currency translation (where movement impacts equity). Tower generally elects not to hedge this risk as it is difficult

given the size and nature of the currency markets in the Pacific. Tower seeks to minimise its net exposure to foreign operational risk by actively seeking to

return surplus cash and capital to the parent company.

Operational currency risk impacts profit and generally arises from:

(i) Procurement of goods and services denominated in foreign currencies. Tower may enter into hedges for future transactions, using authorised

instruments, provided that the timing and amount of those future transactions can be estimated with a reasonable degree of certainty.

(ii) Investment assets managed by the external investment manager that are denominated in foreign currencies. Tower 's Board set limits for the

management of currency risk based on prudent asset management practice. Regular reviews are conducted to ensure that these limits are

adhered to.

4.5 Market risk (continued)

The following table demonstrates the impact of the New Zealand dollar weakening or strengthening against the most significant currencies for which

Tower has foreign exchange exposure holding all other variables constant.

DIRECT IMPACT ON EQUITYIMPACT ON PROFIT OR (LOSS)

2022

$000

2021

$000

2022

$000

2021

$000

New Zealand Dollar – USD

Currency strengthens by 10%(793)(581)11323

Currency weakens by 10%969710(138)(28)

New Zealand Dollar – Fijian Dollar

Currency strengthens by 10%(854)(1,667)(74)(38)

Currency weakens by 10%1,0442,0379047

New Zealand Dollar – PNG Kina

Currency strengthens by 10%(629)(743)4430

Currency weakens by 10%769908(54)(36)

b. Interest rate risk

Tower is exposed to interest rate risk through its holdings in interest-bearing assets. Interest-bearing assets with a floating interest rate expose Tower to

cash flow interest rate risk, whereas fixed interest investments expose Tower to fair value interest rate risk.

Tower 's interest rate risk primarily arises from fluctuations in the valuation of fixed-interest investments recognised at fair value and from the underwriting

of general insurance contracts, which have interest rate exposure due to the use of discount rates in calculating the value of insurance liabilities.

Fixed-interest investments are measured at fair value through profit or loss. Movements in interest rates impact the fair value of interest-bearing financial

assets and therefore impact profit or loss (there is no direct impact on equity). The impact of a 1% increase or decrease in interest rates on fixed interest

investments is shown below (holding everything else constant).

IMPACT ON PROFIT OR (LOSS)

2022

$000

2021

$000

Interest rates increase by 1% (2021: 0.5%)(1,617)(988)

Interest rates decrease by 1% (2021: 0.5%)1,690960

Tower manages its interest rate risk through Board approved investment management guidelines that give regard to policyholder expectations and risks,

and to target surplus for solvency as advised by the Appointed Actuary.

4.6 Liquidity risk

Liquidity risk arises where liabilities cannot be met as they fall due as a result of insufficient funds and/or illiquid asset portfolios. Tower mitigates this risk

through maintaining sufficient liquid assets to ensure that it can meet all obligations on a timely basis.

Tower is primarily exposed to liquidity risk through its obligations to make payment for claims of unknown amounts on unknown dates. Fixed-interest

investments can generally be readily sold or exchanged for cash to settle claims and are managed in accordance with the policy of broadly matching the

overall maturity profile to the estimated pattern of claim payments. This is illustrated in the table below:

NET OUTSTANDING CLAIMS LIABILITYCASH AND INVESTMENTS

2022

$000

2021

$000

2022

$000

2021

$000

Floating interest rate (at call) – – 84,649 116,217

Within 3 months 45,224 42,949 28,181 75,129

3 to 6 months 20,726 17,070 44,940 31,890

6 to 12 months 18,969 17,176 55,407 47,381

After 12 months 25,532 22,293 129,959 122,982

Total 110,451 99,488 343,136 393,599

9293NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

4.7 Capital management risk
Capital risk is the risk that capital is insufficient or not of the best form to provide a buffer against losses arising from unanticipated events, while also

maximising the efficient use of capital with a view to enhancing growth and returns, and adding long-term value to Tower 's shareholders.

Tower has a documented description of its capital management process which sets out Tower 's principles, approaches, and processes in relation to

capital management that enables it to operate at an appropriate level of target solvency capital which is within the bounds of Tower 's risk appetite.

The capital management process allows the Board, management, rating agencies and the regulator to understand Tower 's approach to capital

management, including requirements for formulating capital targets, and monitoring, reporting and remediating capital as required.

The operation of the capital management process is reported annually to the Board together with a forward-looking estimate of expected capital

utilisation and capital resilience. In addition, Tower carries out stress, reverse stress and scenario testing to ensure the level of capital is appropriate given

its risk appetite.

a. Regulatory solvency capital

The Reserve Bank of New Zealand (RBNZ) is the prudential regulator and supervisor of all insurers carrying on insurance business in New Zealand, and is

responsible for administering the Insurance (Prudential Supervision) Act 2010. Tower measures the adequacy of capital against the Solvency Standards

for Non-life Insurance Business published by the RBNZ alongside additional capital held to meet RBNZ minimum requirements and any further capital as

determined by the Board.

Foreign operations are subject to regulatory oversight in the relevant jurisdiction. It is Tower 's policy to ensure that each of the licenced insurers in the

Group maintain an adequate capital position within the requirements of the relevant regulator.

During the year ended 30 September 2022 the Group complied with all externally imposed capital requirements (2021: complied).

Tower Limited's Group and Parent solvency margin are illustrated in the table below.

2022

$000

2021

$000

PARENTGROUPPARENTGROUP

Actual solvency capital136,423171,647 179,439 214,128

Minimum solvency capital66,53079,018 66,252 79,927

Solvency margin

69,89392,629 113,187 134,201

Solvency ratio205%217%271%268%


Tower is required to maintain a solvency margin of at least $15m (2021: $25m), due to a license condition issued by the RBNZ.

In October 2020, the RBNZ commenced consultation on a review of the Insurance (Prudential Supervision) Act 2010. As part of the overall process, the

RBNZ issued an exposure draft on an interim solvency standard (ISS) in July 2021 which anticipated the introduction of IFRS 17. The final ISS was issued in

October 2022.

Tower will apply the new ISS from 1 October 2023. The ISS: combines requirements for life and non-life insurers, which were previously separate

standards; proposes enhancements to the transparency of solvency reporting; provides for increased prudential supervision for insurers operating close

to their minimum solvency margin; and imposes some changes that will impact solvency margins. The change in the ISS which is expected to have the

largest impact on Tower 's solvency margin, the introduction of the operational risk capital charge, will be phased in over the four years to 2026. While

Tower is still assessing the ISS in its final form, Tower expects to maintain an appropriate capital position under the ISS.

b. Capital composition

The balance sheet capital mix at reporting date is shown in the table below:

2022

$000

2021

$000

Total equity attributed to shareholders 317,528 347,044

c. Financial strength rating

Tower Limited has an insurer financial strength rating of "A- (Excellent)" and a long-term issuer credit rating of "a-" as affirmed by international rating

agency AM Best Company Inc. in April 2022.

4.8 Operational risk

Operational risk is the risk of loss due to inadequate or failed internal processes or systems, human error or from external events.

Tower 's approach is to proactively manage our operational risks to mitigate potential customer detriment, regulatory or legal censure, financial and

reputational impacts.

Tower has in place appropriate operational processes and systems, including prevention and detection measures. These include processes which seek

to ensure Tower can absorb and/or adapt to internal or external occurrences that could disrupt business operations.

Management and staff are responsible for identifying, assessing, recording and managing operational risks in accordance with their roles and

responsibilities. Associated controls for identified risks are recorded and then actively monitored and managed through our enterprise risk management

system (ERMS). Incidents are managed by the first line of defence and overseen by the second line of defence, with ongoing reporting to management

and the Board Risk Committee.

Tower also maintains and regularly updates its Crisis Management, Business Continuity and Disaster Recovery Plans to minimise the impact of material

incidents or crisis events and to support continuity of critical systems and processes.

4.9 Regulatory and compliance risk

Regulatory and compliance risk is defined as the risk of legal, regulatory or reputational impacts arising from failure to manage compliance obligations, or

failure to anticipate and prepare for changes in the regulatory environment.

Tower , via its ERMS, has in place an obligations management framework. The framework provides operational and managerial oversight of applicable

and relevant regulatory compliance obligations to Tower and supports Tower in discharging its obligations under legislation across NZ & the Pacific.

Tower engages with regulators and regularly monitors developments in regulatory requirements to support ongoing compliance.

4.10 Conduct risk

Conduct risk is defined as the risk that conduct may contribute to poor outcomes for customers.

Tower manages Conduct risk through a number of measures including undertaking ongoing product reviews to ensure products are delivering good

customer outcomes, reviewing customer feedback to identify conduct trends or issues, completing quality assurance reviews, managing vulnerable

customers, holding workshops with frontline staff to identify potential conduct issues and embedding and monitoring controls across the business to

deliver fair customer outcomes.

Tower 's approach to managing conduct risk is set out in its Conduct Governance Framework. The framework is a collation of policies, frameworks and

processes and ensures there's robust governance in place to oversee Tower 's conduct risk profile including reporting to the Management and Board

Committees.

4.11 Cyber risk

Cyber risk is any risk associated with financial loss, disruption or damage to the reputation of Tower resulting from either the failure, or unauthorised or

erroneous use of its information systems.

Tower ’s approach to Cyber risk is to proactively protect against, monitor for and respond to those cyber threats seen to be targeting the organisation.

Tower continues to monitor evolving key cyber risks, which are being discussed and reviewed on a monthly basis through our Management Risk and

Conduct Committee and on a quarterly basis with the Risk Committee. Risk mitigation is achieved through ongoing investment in Tower ’s Security

programme and Tower ’s dedicated security function.

4.12 Climate change risk

Climate change risk is the risk associated with the unpredictable nature and impacts of weather events which may increase in frequency and severity

over time due to changes in climate.

Tower ’s RMF considers environmental and emerging risks, which are regularly reported to the Board. Tower 's approach to managing climate change risk

includes leading the market by continuing to expand our risk-based pricing strategy for climate-related hazards, maintaining a robust reinsurance

programme to provide protection from volatility in weather events, planning for increasing large events over time in our budget process to limit financial

impacts, and supporting communities through climate change via product development and education of customers.

Tower considers that climate change risk does not impact the valuation of the majority of Tower 's assets and liabilities, where these assets are expected

to be realised in one year or less. For non-current assets, Tower has looked to its short-medium term forecasting, which implicitly includes allowances for

the risk of climate change in forecasts of the severity and frequency of future claims, including large events. These forecasts show continued profitability

for Tower , which supports the carrying value of non-current assets. Accordingly, Tower does not consider that climate change risk has a material impact

on the assets and liabilities recorded in these financial statements, as at 30 September 2022.

9495NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

5. CAPITAL STRUCTURE
This section provides information about how Tower finances its operations through equity. Tower 's capital position provides financial security to its

customers, employees and other stakeholders whilst operating within the capital requirements set by regulators.

5.1 Contributed equity

2022

$000

2021

$000

Opening balance492,424 492,424

Return of share capital to shareholders

(30,634) –

Purchase of non-controlling interests (1,599) –

Total contributed equity460,191 492,424

Represented by:

Opening balance421,647,258 421,647,258

Cancellation of shares on return of capital

(42,163,271) –

Total shares on issue379,483,987 421,647,258

On 9 March 2022 the Group completed its ordinary share buy-back for a consideration of $30.6m (including transaction costs). This resulted in 42.2m shares being cancelled during the year

ended 30 September 2022.

On 14 October 2021 Tower Limited reached an agreement to increase its shareholding in National Pacific Insurance Limited from 71.39% to 93.88% for a consideration of $3.4m. Tower Limited

subsequently commenced a process to acquire the remaining 6.12% shareholding which completed on 17 December 2021 for a consideration of $0.9m.

Ordinary shares issued by the Company are classified as equity and are recognised at fair value less direct issue costs. All shares rank equally with one

vote attached to each share. There is no par value for each share.

5.2 Reserves

2022

$000

2021

$000

Opening balance(6,082)(4,985)

Currency translation differences arising during the year3,934 (1,097)

Foreign currency translation reserve(2,148)(6,082)

Opening balance1,707 1,564

Gain on revaluation – 159

Deferred tax on revaluation – (16)

Asset revaluation reserve1,707 1,707

Capital reserve11,990 11,990

Separation reserve

(113,000)(113,000)

Reserves(101,451)(105,385)

The separation reserve was created in 2007 at the time of the demerger of the New Zealand and Australian businesses in accordance with a ruling provided by the Australian Tax Office (ATO). It

will be carried forward indefinitely as a non-equity reserve to meet the requirements of the ATO.

5.2 Reserves (continued)

Recognition and measurement

The assets and liabilities of entities whose functional currency is not the New Zealand dollar are translated at the exchange rates ruling at balance

date. Income and expense items are translated at a weighted average of exchange rates over the period approximating spot rates at the

transaction dates. Exchange rate differences are taken to the foreign currency translation reserve.

Tower 's land and buildings are valued at fair value less accumulated depreciation. Any surplus on revaluation of these items is transferred directly

to the asset revaluation reserve unless it offsets a previous decrease in value recognised in profit or loss in which case it is recognised in the

consolidated statement of comprehensive income.

5.3 Net tangible assets per share

2022

$000

2021

$000

Net tangible assets per share 0.55 0.57

Net tangible assets per share have been calculated using the net assets as per the balance sheet adjusted for intangible assets (including goodwill) and

deferred tax assets divided by total shares on issue.

5.4 Earnings per share

20222021

Profit from continuing operations attributable to shareholders ($ thousands)17,622 17,770

Profit from discontinued operations attributable to shareholders ($ thousands)1,181913

Weighted average number of ordinary shares for basic and diluted earnings per share (number of shares)397,851,001 421,647,258

Basic and diluted earnings per share (cents) for continuing operations4.434.21

Basic and diluted earnings per share (cents)4.734.43

The basic and diluted average numbers of ordinary shares shown above are used for calculating all earnings per share measures including those for

profit after tax from discontinued operations (note 8.4).

5.5 Dividends

On 30 June 2022, Tower paid an interim dividend of 2.5 cents per share (2021: 2.5 cents per share), with the cash impact of $9.5m (2021: $10.5m).

On 23 November 2022, the Board approved a final dividend of 4 cents per share (2021: 2.5 cents per share), with the dividend being payable on 1

February 2023. The anticipated cash impact of the final dividend is approximately $15.2m (2021: $10.5m).

9697NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

6. OTHER BALANCE SHEET ITEMS
This section provides information about assets and liabilities not included elsewhere.

6.1 Property, plant and equipment

Composition:

30 September 2022

LAND AND

BUILDINGS

$000

OFFICE EQUIPMENT

AND FURNITURE

$000

MOTOR VEHICLES

$000

COMPUTER

EQUIPMENT

$000

TOTAL

$000

Composition:

Cost

– 4,547 1,949 5,237 11,733

Accumulated depreciation

– (2,303)(979)(3,034)(6,316)

Property, plant and equipment – 2,244 970 2,203 5,417

Reconciliation:

Opening balance4,102 1,968 769 2,535 9,374

Depreciation – (422)(288)(1,577)(2,287)

Additions – 814 500 1,277 2,591

Disposals – (85) – (4)(89)

Foreign exchange movements456 (23)15 (23)425

Assets reclassified as held for sale

(4,558)(8)(26)(5)(4,597)

Closing Balance – 2,244 970 2,203 5,417

Assets reclassified as held for sale include the Suva building ($4.5m) and the assets of discontinued operations. Refer to Note 8.4.

During the year, and following the decommissioning of several legacy ‘on premise’ IT systems, a review of property, plant & equipment with zero book values was completed. As a consequence,

property, plant and equipment with a total cost and accumulated depreciation of $12.6m were written off as they are no longer in use. As the assets had zero book values, there was no impact

on profit or loss from these write-offs.

30 September 2021

Composition:

Cost4,102 4,257 1,616 17,292 27,267

Accumulated depreciation – (2,289)(847)(14,757)(17,893)

Property, plant and equipment4,102 1,968 769 2,535 9,374

Reconciliation:

Opening balance4,035 2,989 1,083 1,934 10,041

Depreciation for continuing operations – (838)(242)(1,104)(2,184)

Depreciation for discontinued operations – (90)(18)(2)(110)

Additions – 1,437 – 1,654 3,091

Revaluations159 – – – 159

Disposals – (1,527)(34)56 (1,505)

Foreign exchange movements(92)(3)(20)(3)(118)

Closing Balance4,102 1,968 769 2,535 9,374

6.1 Property, plant and equipment (continued)

Recognition and measurement

Property, plant and equipment is initially recorded at cost including transaction costs and subsequently measured at cost less any accumulated

depreciation and impairment losses.

Depreciation is calculated using the straight line method to allocate the asset's cost or revalued amounts, net of any residual amounts, over their

useful lives. The assets' useful lives are reviewed and adjusted if appropriate at each balance date. An asset's carrying amount is written down

immediately to its recoverable amount if it is considered that the carrying amount is greater than its recoverable amount.

Furniture & fittings 5-9 years

Leasehold property improvements 3-12 years

Motor vehicles 5 years

Computer equipment 3-5 years

Land and buildings are shown at fair value, based on periodic valuations by external independent appraisers less subsequent depreciation for

buildings. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset and the net amount

is restated to the revalued amount of the asset.

6.2 Intangible assets

a. Amounts recognised in the balance sheet

30 September 2022

GOODWILL

$000

SOFTWARE

$000

CUSTOMER

RELATIONSHIPS


$000

TOTAL

$000

Composition:

Cost

17,744 79,259 34,745 131,748

Accumulated amortisation

– (25,801)(11,294)(37,095)

Intangible Assets17,744 53,458 23,451 94,653

Reconciliation:

Opening balance17,744 48,527 22,321 88,592

Amortisation – (9,764)(4,959)(14,723)

Additions – 16,934 6,089 23,023

Disposals – (184) – (184)

Transfers to property, plant and equipment – (2,055) – (2,055)

Closing Balance17,744 53,458 23,451 94,653


During the year, and following the decommissioning of several legacy IT systems, a review of intangible assets with zero book values was completed. As a consequence, intangible assets with a

total cost and accumulated amortisation of $32.8m were written off as they are no longer in use. As the assets had zero book values, there was no impact on profit or loss from these write-offs.

9899NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

6.2a Amounts recognised in the balance sheet (continued)
30 September 2021

GOODWILL

$000

SOFTWARE

$000

CUSTOMER

RELATIONSHIPS


$000

TOTAL

$000

Composition:

Cost17,744 98,850 28,656 145,250

Accumulated amortisation – (50,323)(6,335)(56,658)

Intangible Assets17,744 48,527 22,321 88,592

Reconciliation:

Opening balance17,744 47,866 12,238 77,848

Amortisation – (8,205)(4,351)(12,556)

Additions – 10,528 14,434 24,962

Disposals – (237) – (237)

Transfers to property, plant and equipment – (1,425) – (1,425)

Closing Balance17,74448,52722,32188,592

In the year ended 30 September 2021, Tower acquired and assumed ANZ's rights and obligations related to servicing the insurance polices of a group of customers already underwritten by Tower,

and entered into a non-compete agreement for a period of 5 years. In the year ended 30 September 2022, Tower acquired and assumed Westpac's and TSB Bank's rights and obligations relating

to servicing the insurance polices of two further groups of customers already underwritten by Tower. The amounts capitalised includes the price paid and associated acquisition/migration

costs. The assets will be amortised over 5 year (the ANZ non-compete agreement) or 10 years (for other customer relationships), with the pattern of amortisation being aligned with expected net

cashflow benefits over this period.

Recognition and measurement

Intangible assets are assets without physical substance. They are recognised as an asset if it is probable that expected future economic benefits

attributable to the asset will flow to Tower and that costs can be measured reliably.

Application software and customer relationships are recorded at cost less accumulated amortisation and impairment. Application software is

amortised on a straight line basis over the estimated useful life of the software. Customer relationships are amortised over the estimated useful life

in accordance with the pattern of economic benefit consumption.

Internally generated intangible assets are recorded at cost which comprise all directly attributable costs necessary to create, produce and prepare

the asset to be capable of operating in the manner intended by management. Amortisation of internally generated intangible assets begins when

the asset is available for use and is amortised on a straight line basis over the estimated useful life.

The useful lives for each category of intangible assets with a finite life are as follows:

—capitalised software: 3-5 years for general use computer software and 3-10 years for core operating system software

—customer relationships: 5-10 years

Goodwill (i.e. assets with an indefinite useful life) generated as a result of business acquisition is initially measured as the excess of the purchase

consideration over the fair value of the net identifiable assets and liabilities acquired. Goodwill is not subject to amortisation but is tested for

impairment annually or more frequently where there are indicators of impairment.

Critical accounting estimates and judgements

The customer relationships asset predominantly consists of customer relationship asset with a useful life equivalent to the customer base’s

expected lifespan of ten years with the exception of one asset with an additional non-compete component that has a contracted useful live of

five years.

Where applicable the estimated capitalised cost related to the customer relationships asset has been apportioned between the two asset

components by valuing the non-compete at the differential in net present value of the asset from improved customer retention over the non-

compete period, pro-rated over the full asset value. This valuation is calculated with reference to cash flow forecasts that combine past experience

with future expectations based on prevailing and anticipated market factors, expected retention rates (86-94%) and a discount rate of 12.5% for

each customer relationship asset.

6.2a Amounts recognised in the balance sheet (continued)

b. Impairment testing

An impairment charge is recognised in profit or loss when the carrying value of the asset, or cash-generating unit (CGU), exceeds the calculated

recoverable amount.

(i) Software and customer relationships

Software and customer relationships are reviewed at each reporting date by determining whether there is an indication that the carrying values may

be impaired. If an indication exists, the asset is tested for impairment. A loss is recognised for the amount by which the carrying value exceeds the

asset's recoverable value.

There were no indications of impairment during the year and therefore these assets were not tested for impairment (2021: no indications).

Critical accounting estimates and judgements

The recoverable amount for software and customer relationships is determined by reference to a value in use calculation based on (i) cash flow

forecasts that combine past experience with future expectations based on prevailing and anticipated market factors; and (ii) a discount rate that

appropriately reflects the time value of money and the specific risks associated with the assets.

Value-in-use calculations involve the use of accounting estimates and assumptions to determine the projected net cash flows, which are

discounted using an appropriate discount rate to reflect current market assessment of the risks associated with the assets. An impairment charge

for capitalised software is incurred where there is evidence that the economic performance of the asset is not as intended by management.

Customer relationships represent the present value of future benefits expected to arise from existing customer relationships. The assumptions for

the useful life are based on historical information.

(ii) Goodwill

Goodwill is deemed to have an indefinite useful life and is tested annually for impairment or more frequently where there is an indication that the

carrying value may not be recoverable.

Goodwill is allocated to cash generating units (CGUs) expected from synergies arising from the acquisition giving rise to goodwill. Tower 's goodwill is

allocated to the New Zealand general insurance CGU.

Tower undertook an annual impairment review and no loss has been recognised in 2022 as a result (2021: nil). COVID-19 impacts were again taken

into account when performing the review.

Critical accounting estimates and judgements

The recoverable amount of the New Zealand general insurance business is assessed by determining its value in use by discounting the future

cash flows generated from the continuing use of the unit (2021: the recoverable amount was assessed with reference to appraisal value

techniques, which is a common practice for insurance companies). A base discount rate of 14.5% was used in the calculation (2021: 12.0%). The

cash flows are based on management's plans and forecasted profits for FY23 -FY25 (2021: FY22 -FY24). The projected cash flows are determined

based on past performance and management's expectations for market developments with a terminal growth rate of 3% (2021: 2.5%).

The overall valuation is sensitive to a range of assumptions including the discount rate and the terminal growth rate. Reasonable changes to these

assumptions will not result in an impairment.

100101NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

6.3 Leases
a. Amounts recognised in the Balance Sheet

(ii) Right of use assets

30 September 2022

OFFICE SPACE

$000

MOTOR

VEHICLES

$000

TOTAL

$000

Composition:

Cost26,977 – 26,977

Accumulated depreciation(3,651) – (3,651)

Right of use assets23,326 –23,326

Reconciliation:

Opening balance25,569 8 25,577

Depreciation(2,702)(3)(2,705)

Additions438 – 438

Disposals(37)(5)(42)

Revaluations968 – 968

Net foreign exchange movements(347) – (347)

Assets reclassified as held for sale(563) – (563)

Right of use assets23,326 –23,326

30 September 2021

OFFICE SPACE

$000

MOTOR

VEHICLES

$000

TOTAL

$000

Composition:

Cost26,901 25 26,926

Accumulated depreciation(1,332)(17)(1,349)

Right of use assets25,569 8 25,577

Reconciliation:

Opening balance7,189 22 7,211

Depreciation for continuing operations(2,242)(14)(2,256)

Depreciation for discontinued operations(162) – (162)

Additions

24,332 – 24,332

Disposals(3,308) – (3,308)

Revaluations(3) – (3)

Net foreign exchange movements(237) – (237)

Right of use assets25,569 8 25,577


In August 2021 Tower entered into a new lease with a 10 year term for its Auckland premises. Tower recognised an initial right of use asset of $24.0m and an initial lease liability of $33.3m with

the difference primarily representing lease incentives. Tower has assumed no renewals of the lease past the initial 10 year term for the right of use asset and lease liability.

Recognition and measurement

Right of use assets are recognised when Tower has the right to use the corresponding assets. Right of use assets are measured at cost comprising

the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date less any lease incentives

received; and indirect costs; and restoration costs. Right of use assets are generally depreciated over the shorter of the asset's useful life and the

lease term on a straight line basis.

6.3a. Amounts recognised in the Balance Sheet (continued)

(ii) Lease liabilities

2022

$000

2021

$000

Composition:

Current6,237 6,082

Non-current28,817 33,339

Lease liabilities35,054 39,421

Due within 1 year6,237 6,082

Due within 1 to 2 years4,440 6,041

Due within 2 to 5 years11,990 12,055

Due after 5 years15,876 19,514

Discount(3,489)(4,271)

Lease liabilities35,054 39,421

Recognition and measurement

Lease liabilities are recognised at the date Tower has the right to use the corresponding asset. Lease liabilities are initially measured as the present

value of expected lease payments under lease arrangements. Lease liability will include any option to extend where it is reasonably certain that the

option will be exercised. The lease payments are discounted using the incremental borrowing rate as the interest rate in the lease cannot be readily

determined. The incremental borrowing rate is the rate of interest that Tower would have to pay to borrow over a similar term, and with a similar

security, the funds necessary to obtain an asset of a similar value to the right of use asset in a similar economic environment. Tower 's incremental

borrowing rate is based on bonds issued by financial institutions with similar credit rating and maturity profile. Incremental borrowing rates used

during the year ranged between 1.9% and 5.0% (2021: between 1.9% and 3.6%).

Subsequent repayments are split between principal and interest cost where the finance cost represents the time value of money and is charged to

the profit or loss over the lease period. The discount rate applied is unchanged from that applied at the initial recognition of the lease, unless there

are material changes to the lease.

b. Amounts recognised in the consolidated statement of comprehensive income

CLASSIFICATION

2022

$000

2021

$000

Depreciation and impairmentUnderwriting expense & corporate and other expenses(2,705)(2,252)

Interest expenseFinance costs(897)(363)

Gain on disposalOther Income12 1,179

Lease expense(3,590)(1,436)

c. Amounts recognised in the consolidated statement of cash flows

2022

$000

2021

$000

Total cash outflow for lease principal payments(6,044)(2,684)

102103NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

7. TAX
This section provides information on Tower 's tax expense during the year and its position at balance date.

7.1 Tax expense

Composition

2022

$000

2021

$000

Current tax 1,1593,745

Deferred tax6,5935,785

Adjustments in respect of prior years292 (395)

Tax expense8,0449,135

Tax expense from continuing operations7,5269,245

Tax expense from discontinued operations518(110)

Reconciliation of prima facie tax to income tax expense

2022

$000

2021

$000

Profit before tax from continuing operations25,200 27,647

Profit before tax from discontinued operations1,699803

Profit before taxation26,89928,450

Prima facie tax expense at 28% (2021: 28%)7,5327,966

Adjustments in respect of prior years293 (395)

Tax effect of non-deductible expenses and non-taxable income(732) 796

Foreign tax credits written off371 861

Other580(93)

Tax expense8,0449,135

Recognition and measurement

Tax expense is calculated on the basis of the applicable tax rates that have been enacted or substantively enacted at the end of the reporting

period in the jurisdictions Tower operates in. There have been no tax rate changes during the year in these jurisdictions. Current tax expense

relates to tax payable for the current financial reporting period while deferred tax will be payable in future periods.

7.2 Current tax

a. Current tax asset

2022

$000

2021

$000

Excess tax payments related to prior periods 12,038 12,038

Excess tax payments related to current period

1,031 863

Current tax assets13,069 12,901

Expected to be recovered from 2024 as per the Board approved operational plan for 2023 to 2025.

Excess tax payment made in the Pacific Islands during the reporting period.

7.2 Current tax (continued)

b. Current tax liability

The current tax liability balance of $136k (2021: $170k) relates to taxes payable to offshore tax authorities in the Pacific Islands.

Recognition and measurement

Overpayment of tax in the current and prior periods is recognised as a current tax asset. Current tax assets are measured at the amount expected

to be recovered from the taxation authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the end of the

reporting period.

7.3 Deferred tax

a. Deferred tax asset

Composition

2022

$000

2021

$000

Tax losses recognised23,71624,116

Software, property, plant and equipment1.9892,834

Leases352373

Provisions and accruals5,2584,165

Recognised in profit or loss31,31531,488

Impact through other comprehensive income – –

Recognised in comprehensive profit or loss31.31531,488

Set-off of deferred tax liabilities pursuant to NZ IAS 12(7,278)(7,038)

Deferred tax asset24,03724,450

Deferred tax asset from continuing operations23,89324,450

Deferred tax asset from discontinued operations144–

Reconciliation of movements

2022

$000

2021

$000

Opening balance31,488 35,397

Movements recognised in profit or loss(173)(3,909)

Deferred tax asset pre NZ IAS 12 set off31,31531,488

104105NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

7.3 Deferred tax (continued)
b. Deferred tax liability

Composition

2022

$000

2021

$000

Deferred acquisition costs(7,016)(5,481)

Customer relationships(4,412)(3,433)

Software, property, plant and equipment(4,163)–

Other

(203)(461)

Recognised in profit or loss(15,794)(9,375)

Asset revaluation(290)(438)

Recognised in comprehensive profit or loss(16,084)(9,813)

Set-off of deferred tax liabilities pursuant to NZ IAS 127,278 7,038

Deferred tax liability(8,806)(2,775)

Primarily relates to withholding tax on undistributed profit from the Pacific Islands.

Reconciliation of movements

2022

$000

2021

$000

Opening balance(9,813)(7,921)

Movements recognised in other comprehensive income148(16)

Movements recognised in profit or loss(6,419) (1,876)

Deferred tax liability pre NZ IAS 12 set off(16,084)(9,813)

Recognition and measurement

Deferred tax is income tax which is expected to be payable or recoverable in the future as a result of the unwinding of temporary differences.

These arise from differences in the recognition of assets and liabilities for financial reporting and from the filing of income tax returns. Deferred tax

is recognised on all temporary differences, other than those arising from (i) goodwill or (ii) from the initial recognition of assets and liabilities in a

transaction (other than in a business combination) that affects neither the accounting nor taxable profit or loss.

At the reporting date, the Group has recognised a deferred tax asset in respect of its unused tax losses of $84.7m (2021: $86.1m).

Deferred tax is calculated at the tax rates that are expected to apply to the year when the liability is settled or the asset realised, based on tax rates

and tax laws that have been enacted or substantively enacted at balance date.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when

they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.

Critical accounting judgements and estimates

Deferred tax assets are recognised for all unused tax losses to the extent it is probable that taxable profits will be available against which the losses

can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised based on

the likely timing and quantum of future taxable profits.

This assessment is completed on the basis of the approved strategic plans of Tower Limited and subsidiaries. Tower 's ability to utilise these tax

losses depends on the future profitability, shareholder continuity and no major change in Tower 's business. The enactment of the new business

continuity test in the Income Tax Act 2007 on 30 March 2021 for carrying forward tax losses means that Tower is able to carry forward its tax losses

even if there is a significant shareholding change, as long as the business continuity test is met.

7.4 Imputation credits

The Group imputation credit account reflects the imputation credits held by the Company as the representative member of the Group.

2022

$000

2021

$000

Imputation credits available for use in subsequent reporting periods271271

8. OTHER INFORMATION

This section includes additional disclosures which are required by financial reporting standards.

8.1 Notes to the consolidated statement of cash flow

Composition

2022

$000

2021

$000

Cash at bank54,422 88,740

Deposits at call30,080 27,389

Cash and cash equivalents84,502 116,129

The average interest rate at 30 September 2022 for deposits at call is 2.89% (2021: 0.25%).

Reconciliation of profit for the year to cash flows from operating activities

2022

$000

2021

$000

Profit after taxation from continuing operations17,67418,402

Adjusted for non-cash items

Depreciation of property, plant and equipment2,287 2,182

Depreciation, impairment and disposals of right of use assets2,705 2,252

Amortisation of intangible assets14,723 12,556

Financing costs897 363

Fair value losses on financial assets5,337 4,568

Gain on disposal of fixed assets(24)319

Change in deferred tax6,452 5,731

Adjusted for movements in working capital

Change in receivables(30,495)41,957

Change in payables41,4456,888

Change in taxation(695)1,601

Net cash inflows from operating activities from continuing operations60,306 96,819

Cashflows from operating activities from discontinued operations(522)1,276

Net cash inflows from operating activities59,78498,095

106107NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

8.2 Related party disclosures
Tower considers key management personnel to consist of the Board of Directors, Chief Executive Officer and executive leadership team. Information

regarding individual director and executive compensation is provided in the Corporate Governance section of the annual report.

2022

$000

2021

$000

Salaries and other short term employee benefits paid4,4664,799

Long term benefits773260

Termination benefits748486

Director fees676723

Related party remuneration6,6636,268

Tower insurance products are available to all key management personnel on the same terms as available to other employees. In addition, Tower

purchases indemnity insurance for all directors both past and present covering liabilities and legal expenses incurred whilst in office.

The Board has decided to implement a share based long term incentive scheme with effect from 1 October 2022.

During the year ended 30 September 2022, Tower Limited acquired the minority shareholding of National Pacific Insurance Limited. Refer Note 5.1.

Definition

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity,

directly or indirectly, including any director (whether executive or otherwise) of that entity.

8.3 Auditor's remuneration

2022

$000

2021

$000

Audit of financial statements 612599

Other assurance services

6360

Total fees paid to Group's auditors675659

Fees paid to subsidiaries' auditors different to Group auditors:

Audit of financial statements

1614

Auditors remuneration691673


Audit of financial statements includes fees for both the audit of annual financial statements and the review of the interim financial statements. PwC Fiji performs the audits of all overseas

incorporated subsidiaries with the support of PwC New Zealand and other PwC network firms. $129.6k is paid to other PwC network firms (non New Zealand) for their audit services.




Other assurance services includes annual solvency return assurance and Pacific Island regulatory return audits. The other assurance services for the year ended 30 September 2021 were

completed during the year ended 30 September 2022.






The audit of Tower Insurance (Vanuatu) Limited was performed by Law Partners (2021: Law Partners).

8.4 Discontinued operation and asset held for sale

On 10 June 2022 Tower announced the conditional sale of all of its shares in its Papua New Guinea subsidiary to Alpha Insurance Limited for a sale price

of AUD 7.9m, subject to settlement adjustments. The sale was still conditional as at 30 September 2022 and so the Group's Papua New Guinea

Operations constitutes a discontinued operation and is classified as held for sale as at 30 September 2022. Subsequently, the sale became

unconditional and was completed on 28 October 2022, for a revised price of PGK 22m, subject to settlement adjustments and transaction costs. The

estimated gain on sale that will be included in profit or loss after tax, including reclassifications of amounts in the foreign currency translation reserve, is

approximately $2.1m, however at the time these financial statements were prepared a final calculation of the gain on sale had not been completed

At 30 September 2022, Tower was actively marketing the Suva building for sale. The recoverable amount of the building of $4.5m is included in the

property, plant and equipment disclosed below. The sale is expected to be completed within a year from the reporting date.

The sale of the Suva building was approved by the Board on 3 November 2022. Refer note 8.6.

Assets and liabilities classified as held for sale

2022

$000

Assets classified as held for sale

Cash and cash equivalents7,796

Investments3,580

Receivables2,565

Current tax assets315

Deferred tax assets144

Deferred insurance costs1,335

Right of use assets479

Property, plant and equipment

4,597

Total assets classified as held for sale 20,811

Liabilities classified as held for sale

Payables 1,965

Unearned premiums4,745

Outstanding claims1,981

Lease liabilities519

Provisions48

Total liabilities classified as held for sale 9,258

Net assets classified as held for sale 11,553


Property, plant and equipment disclosed above includes the Suva building carrying value of $4.5m.




As at 30 September 2022, Tower PNG owed other members of the Tower Group of $1.8m.. The liabilities from discontinued operations disclosed above are stated without adjustment for these

intercompany transactions.

The cumulative currency translation losses recognised in other comprehensive income in relation to the discontinued operation as at 30 September

2022 were $2.7m.

108109NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

8.4 Discontinued operation and asset held for sale (continued)
Profit from discontinued operation

2022

$000

2021

$000

Gross written premium 8,055 8,678

Unearned premium movement 629 232

Gross earned premium 8,684 8,910

Outward reinsurance premium(3,187)(3,426)

Movement in deferred reinsurance premium(58)(46)

Outward reinsurance premium expense

(3,245)(3,472)

Net earned premium 5,439 5,438

Claims expense(1,907)(1,983)

Less: Reinsurance and other recoveries revenue695 34

Net claims expense(1,212)(1,949)

Gross commission expense(310)(391)

Commission revenue288 292

Net commission expense(22)(99)

Underwriting expense

(2,559)(2,591)

Underwriting profit 1,646 799

Investment income50 21

Other income/(expense)15 (2)

Financing and other costs(12)(15)

Profit before taxation 1,699 803

Tax expense(518)110

Profit after taxation from discontinued operation 1,181 913


Tower PNG paid fees to other members of the Tower Group of $2.4m during the financial year ended 30 September 2022 (2021: $2.5m), relating to the provision or reinsurance, management

and other services. These amounts are included within the reinsurance premium expense and underwriting expense lines above, and are then eliminated within continuing operations.

Earnings per share

20222021

Basic and diluted earnings per share (cents) for discontinued operations 0.30 0.22

The currency translation differences recognised in other comprehensive income during the period ending 30 September 2022 in relation to the

discontinued operation were $1.1m.

8.5 Contingent liabilities

The Group is occasionally subject to claims and disputes as a commercial outcome of conducting insurance business. Provisions are recorded for these

claims or disputes when it is probable that an outflow of resources will be required to settle any obligations. Best estimates are included within claims

reserves for any litigation that has arisen in the usual course of business.

The Group has no other contingent liabilities.

8.6 Subsequent events

On 6 October 2022, Tower entered an agreement with Kiwibank to purchase the rights and obligations relating to servicing the insurance polices of a

group of customers underwritten by Tower for $5.9m payable on 1 December 2022.

On 28 October 2022, Tower completed the sale of Tower Insurance (PNG) Limited, refer note 8.4 for more information.

On 3 November 2022, the Board approved the sale of Suva building at a price of FJD 8.2m which, after allowing for transaction costs and taxes, is greater

than the book value of this asset recorded in these financial statements. The estimated gain on sale to be recognised in profit or loss after tax is

approximately $1.1m, however at the time these financial statements were prepared a final calculation of the gain on sale had not been completed.

On 23 November 2022, the Board approved a full year dividend of 4 cents per share, with the dividend being payable on 1 February 2023 as specified by

Note 5.5. The anticipated cash impact of the final dividend is approximately $15.2m.

8.7 Capital commitments

As at 30 September 2022, Tower has nil capital commitments (2021: nil).

8.8 Impact of new accounting standards and changes in interpretation of current accounting standards

New accounting standards

No new accounting standards were implemented during the year with a material effect on Tower .

Issued and effective

The only new or revised accounting standard that is expected to have a material impact on Tower ’s financial statements is NZ IFRS 17 Insurance Contracts

(“IFRS 17”).  Other new or revised accounting standards that will be mandatory in future financial years are not expected to have a material impact.

IFRS 17

IFRS 17 is effective for periods beginning on or after 1 January 2023. Tower will apply the standard for the year ending 30 September 2024, with the

comparative period for the year ending 30 September 2023.  Tower expects to apply the standard using the full retrospective approach.

IFRS 17 replaces the current guidance in NZ IFRS 4 Insurance Contracts (“IFRS 4”), and establishes principles for the recognition, measurement,

presentation and disclosure of insurance contracts. The standard introduces substantial changes in the presentation of financial statements and

disclosures, introducing new balance sheet and income statement line items and increased disclosure requirements compared with existing reporting.

IFRS 17 contains three new measurement models. The general model measures insurance contracts based on the fulfilment cash flows (the present

value of estimated future cash flows with an explicit risk adjustment for non-financial risk) and the contractual service margin (the unearned profit that

will be recognised as services are provided over the coverage period). A modified version of the general model (the variable fee approach) is applied to

insurance contracts with direct participation features, and a simplified measurement model (the premium allocation approach, or “PAA”) is permitted in

certain circumstances. The PAA is similar to the current measurement model used for general insurance. Tower expects all its current insurance contracts

and reinsurance contracts will meet the requirements of the PAA.

Under the PAA, insurance and reinsurance contracts will be aggregated together into portfolios based on the contracts having similar risks and being

managed together, and then divided into groups based on the expected profitability of contracts and the periods in which the contracts are

written. Insurance contracts and reinsurance contracts are measured separately. Under the aggregation requirements, the identification and

measurement of contracts that are expected to be loss making will be performed at a lower granularity than occurs for the liability adequacy test under

current accounting standards, with any loss component recognised on initial recognition.

IFRS 17 makes changes to the way that discount rates are applied to future cash flows, with discount rates required to reflect the time value of money,

the characteristics of the cash flows and the liquidity characteristics of the insurance contracts. Tower has determined that it will not discount insurance

assets and liabilities for remaining coverage unless the time between the provision of the services and the premiums received will be more than one year.

Insurance assets and liabilities for incurred claims will be discounted to reflect the time value of money. The methodology for deriving the discount rate is

currently being finalised, with Tower expecting to apply the bottom-up approach, whereby a risk-free yield curve is adjusted through the addition of an

illiquidity premium.

IFRS 17 allows a choice between expensing acquisition costs related to the fulfilment cash flows immediately, or deferring them. Tower expects to defer

acquisition costs and amortise them over the coverage period of the related insurance contracts.

IFRS 17 requires a risk adjustment for non-financial risk to be applied to reflect the compensation an entity requires for bearing uncertainty about the

amount and timing of cash flows. This differs from the risk margin used under IFRS 4, which reflects the inherent uncertainty in the central estimate of

future claims cash flows. Tower is developing its framework for determining the risk adjustment and expects to use a confidence level approach.

110111NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

8.8 Impact of new accounting standards and changes in interpretation of current accounting standards (continued)
IFRS 17 also introduces significant changes to the presentation of insurance contracts. Assets and liabilities related to portfolios of insurance contracts

and reinsurance contracts will be shown separately on the balance sheet, replacing current insurance related line such as premium receivables, deferred

insurance costs and unearned premiums. In the consolidated statement of comprehensive income Tower will present income and expenses related to

insurance contracts gross of reinsurance, which will be disclosed separately.

Tower has a programme to assess the impact of adopting NZ IFRS 17 and to project manage the transition to the new standard including system

development. Tower has completed a proposed accounting policy framework under NZ IFRS 17, subject to approval by the Board, and systems

development work is in the implementation phase.

IFRS 17 is not expected the change the underlying economics or cash flows of Tower ’s business, although it may impact how profit emerges on a

year-to-year basis, and it will change the presentation in the financial statements. Due to the complexity of the requirements within the standard and with

global interpretations continuing to change, some material judgements and accounting policy choices are still under consideration by Tower , and

therefore a full assessment of the financial impact of IFRS 17 has not yet been completed.



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 Tower Limited


Our opinion

In our opinion, the accompanying consolidated financial statements of Tower Limited (the Company),

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

Group as at 30 September 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 consolidated financial statements comprise:

● the consolidated balance sheet as at 30 September 2022;

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

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

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

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

and other explanatory information.

Basis for opinion

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

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

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

section of our report.

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

for our opinion.

Independence

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

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

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

International Code of Ethics for Professional Accountants (including International Independence

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

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

Our firm carries out other assurance services for the Group over solvency and regulatory insurance

returns. 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 and relationships have not impaired our independence as auditor of the Group.

Key audit matters

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

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

in the context of our audit of the consolidated financial statements as a whole, and in forming our

opinion thereon, and we do not provide a separate opinion on these matters.






112113INDEPENDENT AUDITORS REPORTNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS




PwC 56

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

(1) Valuation of outstanding claims

(2022: $124,531,000, 2021: $122,338,000)

We considered the valuation of outstanding

claims a key audit matter as it involves an

estimation process combined with

significant judgements and assumptions,

made by management, to estimate future

cash outflows to settle claims.

The outstanding claims liability includes a

central estimate of the future cash outflows

relating to claims incurred, as at and prior

to the reporting date, and the expected

costs of handling those claims. There is

uncertainty over the amount that reported

claims and claims incurred at the reporting

date but not yet reported to the Group will

ultimately be settled at. The estimation

process relies on the quality of underlying

claims data and the use of informed

estimates to determine the quantum of the

ultimate loss.

Key actuarial assumptions applied in the

valuation of outstanding claims (excluding

Canterbury earthquakes) include:

● expected future claims development

proportion; and

● claims handling expense ratios.

Outstanding claims in relation to the

Canterbury earthquakes have a greater

degree of uncertainty and judgement. This

mainly arises due to the uncertainty as to

further deterioration of open known claims,

the Earthquake Commission (EQC)

reporting of new claims to the Group which

have gone over the $100,000 statutory

liability cap (over cap claims), new litigation

claims, reopening of closed claims,

expected claims costs for open claims and

estimates of future claims management

expenses.

Changes in assumptions can lead to

significant movements in the outstanding

claims liability.





Claims data is a key input to the actuarial estimates.

Accordingly, we:

● evaluated the design effectiveness and tested

controls over claims processing;

● assessed a sample of claim case estimates at

the year end to check that they were supported

by an appropriate management assessment and

documentation;

● assessed, on a sample basis, the accuracy of

previous claim case estimates by comparing to

the actual amount settled during the year and

analysed any escalation in the claim case

estimate to determine whether such escalation

was based on new information available during

the year;

● inspected a sample of claims paid during the

year to confirm that they are supported by

appropriate documentation and approved within

delegated authority limits; and

● tested the integrity of data used in the actuarial

models by agreeing relevant model inputs, such

as claims data, to source, on a sample basis.

Together with our actuarial experts, we:

● considered the work and findings of the actuaries

engaged by Tower;

● evaluated the actuarial models and

methodologies used, and any changes to them,

by comparing with generally accepted models

and methodologies applied in the sector;

● assessed key actuarial judgements and

assumptions and challenged them by comparing

with our expectations based on Tower’s

experience, our own sector knowledge and

independently observable industry trends (where

applicable);

● tested on a sample basis, the underlying

calculations in certain valuation models; and

● assessed the risk margin by comparing to known

industry practice. In particular we focused on the

assessed level of uncertainty in the central

estimate and the inherent uncertainty in the

remaining Canterbury earthquake claims and

consistency of the risk margin with prior periods.




PwC 57

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

The outstanding claims liability includes a

risk margin that allows for the inherent

uncertainty in the central estimate of future

claim cash outflows. In determining the risk

margin, the Group makes judgements

about the volatility of each class of

business written and the correlation

between different geographical locations.

Refer to note 2.4 to the consolidated

financial statements.

(2) Recoverability of the deferred tax

asset arising from tax losses

(2022: $23,716,000, 2021: $24,116,000)

The majority of the Group’s deferred tax

asset arises from tax losses. We

considered recoverability of the deferred

tax asset a key audit matter because

utilisation of the asset is sensitive to the

Group’s expected future profitability and

sufficient continuity of the ultimate

shareholders or business continuity.

Management judgement is involved in

forecasting the timing and quantum of

future taxable profits, which are inherently

uncertain, and whether it is probable the

tax losses will be utilised in the foreseeable

future.

Refer to note 7.3 to the consolidated

financial statements.

In considering the recoverability of the deferred tax

asset arising from tax losses we performed the

following procedures:

● compared the previous management budget with

actual results to assess the reliability of

management’s forecasting;

● considered the reasonableness of the

assumptions in the year ending 30 September

2023 operational plan on the forecast utilisation

of tax losses;

● assessed the Group’s ability to maintain

sufficient continuity of the ultimate shareholders

or to meet the business continuity test and

therefore its entitlement to offset the tax losses

against future taxable profits; and

● determined whether it was probable (more likely

than not) that the tax losses would be utilised in

the foreseeable future.


114115INDEPENDENT AUDITORS REPORTINDEPENDENT AUDITORS REPORT




PwC 58


Our audit approach

Overview


Overall group materiality: $4.5 million, which represents

approximately 1% of gross written premium from continuing and

discontinued operations.

We chose gross written premium 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 for insurance companies.

A full scope audit was performed for the Company based on its

financial significance to the Group. Specified audit procedures were

performed on financial statement line items of certain subsidiaries

and analytical review procedures were performed on remaining

Group entities.

As reported above, we have two key audit matters, being:

● Valuation of outstanding claims

● Recoverability of the deferred tax asset arising from tax losses

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

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

management made subjective judgements; for example, in respect of significant accounting estimates

that involved making assumptions and considering future events that are inherently uncertain. As in all

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

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

misstatement due to fraud.

Materiality

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

reasonable assurance about whether the consolidated financial statements are free from material

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

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

users taken on the basis of the consolidated financial statements.

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

including the overall Group materiality for the consolidated financial statements as a whole as set out

above. These, together with qualitative considerations, helped us to determine the scope of our audit,

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

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

How we tailored our group audit scope

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

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

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

Other information

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

information included in the Annual Report, but does not include the consolidated financial statements

and our auditor's report thereon. The Annual Report is expected to be made available to us after the

date of this auditor's report.

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

not express any form of audit opinion or assurance conclusion thereon.




PwC 59

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

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

with the consolidated financial statements or our knowledge obtained in the audit, or otherwise

appears to be materially misstated.

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

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

professional judgement to determine the appropriate action to take.

Responsibilities of the Directors for the consolidated financial statements

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

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

control as the Directors determine is necessary to enable the preparation of consolidated financial

statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible for assessing the

Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going

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

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

Auditor’s responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error, and to

issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

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

located at the External Reporting Board’s website at:

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

This description forms part of our auditor’s report.

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 Karen Shires.


For and on behalf of:







Chartered Accountants Auckland

23 November 2022

116117INDEPENDENT AUDITORS REPORTINDEPENDENT AUDITORS REPORT

APPOINTED
ACTUARY'S REPORT

118119APPOINTED ACTUARY'S REPORTAPPOINTED ACTUARY'S REPORT



23 November 2022

The Directors

Tower Limited

136 Fanshawe Street

Auckland 1010

Dear Directors

Review of Actuarial Information contained in the financial statements

As required by Section 78 of IPSA the Appointed Actuary, Geoff Atkins of Finity Consulting, has reviewed the

actuarial information contained in, or used in the preparation of, the financial statements at 30 September

2022. Geoff Atkins and Finity have no relationship with or interest in Tower other than being a provider of

actuarial services.

I prepared the actuarial valuation of liabilities remaining from the Canterbury Earthquakes and reviewed the

actuarial valuations of insurance liabilities for the New Zealand business and the Pacific Islands businesses. I

reviewed the other actuarial information as specified by IPSA in Section 77, including the solvency calculations

for the financial statements.

No limitations were placed on me in performing the review and all data and information requested was

provided.

Nothing has come to my attention that would lead me to believe that any of the actuarial information

contained in, or used in the preparation of, the financial statements is not appropriate.

In my opinion the company has maintained a solvency margin in excess of the minimum required as at 30

September 2022.

The report is being provided for the sole use of Tower for the purpose state above. It is not intended, nor

necessarily suitable, for any other purpose and should only be relied on for the purpose for which it is intended.

Yours sincerely

Geoff Atkins (Appointed Actuary) Anagha Pasche

Fellows of the New Zealand Society of Actuaries Fellows of the New Zealand Society of Actuaries


120121APPOINTED ACTUARY'S REPORTAPPOINTED ACTUARY'S REPORT

CORPORATE GOVERNANCE
AT TOWER

122123CORPORATE GOVERNANCE AT TOWERCORPORATE GOVERNANCE AT TOWER

This section of the Annual Report provides an overview of the corporate
governance principles, policies and processes adopted and followed by

Tower’s Board during the year ending 30 September 2022 (FY22)

The Board is committed to achieving the highest

standards of corporate governance, ethical behaviour,

and accountability. When there are developments in

corporate governance practices, the Board reviews

these against Tower’s practices and updates Tower’s

practices where appropriate, including seeking external

advice to encourage an environment of continuous

improvement in Board performance.

For the reporting period to 30 September 2022, the

Board considers that Tower’s corporate governance

practices have materially adhered to the NZX Corporate

Governance Code (NZX Code). Further information about

the extent to which Tower has complied with each of

the NZX Code recommendations is set out in Tower’s

corporate governance statement, available on Tower’s

website at tower.co.nz/investor-centre.

The following policies and company documentation are

available on Tower’s website (https://www.tower.co.nz/

investor-centre/corporate-governance/policies):

• Tower Limited Constitution

• Corporate Governance Statement

• Board Charter

• Board Protocols

• Audit Committee Terms of Reference

• Risk Committee Terms of Reference

• Remuneration & Appointments Committee

Terms of Reference

• Director and Executive Remuneration Policy

• Insider Trading and Market Manipulation Policy

• Corporate Disclosure Policy

• External Audit Independence Policy

• Health and Safety Policy

• Code of Conduct Policy

• Diversity and Inclusion Policy

STATUTORY DISCLOSURES

DIVERSITY

Gender Diversity

The below table provides a quantitative breakdown

as to the gender composition of Tower’s Directors

and Officers, and other employee groups as at 30

September 2022, compared to 30 September 2021,

including subsidiaries. The Executive Leadership

team includes the Chief Executive Officer and those

employees who report directly to the Chief Executive

Officer. The Senior Leadership Team refers

to employees in remuneration band 8 and above.

Total Company figures exclude the Board of Directors,

and include permanent and fixed term employees,

and the employees of Tower’s Pacific Island subsidiaries.

30 SEPTEMBER 202230 SEPTEMBER 2021

GROUP% GROUPNUMBER% GROUPNUMBER

Board of Directors

Males80%483%5

Females20%117%1

Gender Diverse0%00%0

Executive Leadership team

Males88%767%6

Females12%1 33%3

Gender Diverse0%00%0

Senior Leadership team

Males63%2742%11

Females37%1658%15

Employees

Males38%26840%293

Females62%44660%447

Total company

Males39%30240%310

Females61%46360%465

Total employees765775

124125CORPORATE GOVERNANCE AT TOWERCORPORATE GOVERNANCE AT TOWER

Evaluation from the Board on Tower’s
performance with respect to diversity

and inclusion

Tower has a diversity and inclusion policy, focussing on

the following categories:

• Gender diversity

• Age and career progression

• Ethnicity and Pacific and Māori inclusion

• LGBTIQ+ identification and inclusion

• Accessibility

The Board considers there has been continued progress

on initiatives focused around the pillars of gender, culture,

sexuality, age and accessibility in FY22.

Tower’s bi-annual engagement survey is a key way of

measuring progress diversity and inclusion activities.

In the most recent survey, Tower’s diversity and inclusion

score increased by 0.1 over FY22. This places Tower in

the top 25% of the finance industry (and is higher than

our overall engagement score of 7.8), which the Board

considers demonstrative of the progress that we have

made over the last 12 months.

Diversity and Inclusion score

0.5 above Finance benchmark

In the top 25% of Finance

8.8

0 10

Gender

Representation

Tower’s overall female representation remains consistent

year-over-year at 60% female / 40% male. In FY22 Tower

captured data in respect of other gender identities for the

first time.

0% 20% 40% 60% 80% 100%

Female 59.92% Male 39.10% Other gender identity 0.98%

Gender pay gap

Tower has calculated its gender pay gap for New

Zealand team members. When comparing like-for-like

roles for women and men at Tower in New Zealand,

Tower’s pay equity gap is 0.1%. Comparing our senior

leadership population and the average pay gap between

men and women, our leadership pay gap is 2.2% (men

are paid 2.2% more than women).

The overall gender gap is 25.9%. For the most part, this is

because we have a larger proportion of women in some

our New Zealand frontline roles, and a larger proportion

of men in senior roles.

Tower is proud to have contributed to MindtheGap NZ

Public Pay Gap registry, and shares its gender pay gap

information on its external careers page to increase

visibility and accountability. Tower intends to extend its

pay gap reporting to include Māori and Pacific data.

Inclusion

In 2022, Tower was re-accredited by the Rainbow Tick,

reflecting Tower's commitment to valuing people in

the workplace, and embracing the diversity of sexual

and gender identities. The number of Tower employees

identifying as part of the Rainbow community fell from

93 to 81 (12.7% to 9.7%). There was also an increase in

the percentage of individuals either leaving the question

blank or choosing not to disclose from 77 to 167 (12.9%

to 19.9%). Alongside the collection of data to understand

gender identities, Tower has developed guidelines to

support Tower individuals who are transitioning.

Tower also maintained domestic violence abuse charity

Shine’s DVFree Tick for creating a domestic violence-

free workplace. This reflects Tower's commitment

to ensuring our people feel safe and have the

appropriate channels to raise any domestic violence

they may experience with a group of trained Tower First

Responders.

Throughout FY22, Tower has sponsored and celebrated

a number of events celebrating diversity including a

company-wide zoom chat with Black Fern Ruby Tui,

Fijian and Samoan language weeks, and Diwali, together

with a celebration of Te Reo Māori during Te Wiki o te

Reo Māori 2022.

Ethnicity

Representation

In FY22, Tower broadened the range of ethnicities its

employees can identify as. This has enabled Tower to

identify that 53% of its workforce is made up of diverse,

non-European ethnicities, with 42% of the workforce

being made up of European ethnicities, and 5% of the

workforce preferring not to disclose.

Achieving representation of diverse ethnicities at

leadership levels has proven challenging in a very

competitive labour and hiring market where immigration

into New Zealand has only recovered to around 1/3 of

pre-pandemic levels. A breakdown of the ethnicity of

Tower's senior staff is set out in the table above.

Tower Talent Programmes

In FY22, two targeted talent development programmes

were introduced with a view to identify, retain and

accelerate the development of diverse talent.

The Talent & Culture Group (TCG) is made up of 12 senior

leaders identified from Tower’s executive team from a

pool of high-potential talent and potential successors.

The Emerging Talent Programme (ETP) pilot was

launched in late FY22 targeting diverse talent at all levels

at Tower.

The TCG was launched in January 2022, and the

group has played a significant role in defining and

implementing key initiatives across Tower related to

talent and culture. Achievements include the definition of

Tower’s new Purpose and Values, and embedding those

values into the performance framework.

In September 2022 Tower commenced a pilot for

an Emerging Talent Programme comprising 13 staff

from Claims, Partnerships, Sales & Service and

Technology divisions. Participants come from a range of

backgrounds, genders and ethnicities.

The purpose of the programme is to:

• develop emerging talent at Tower, providing growth

opportunities for a diverse pipeline of talented people

in the business

• give participants a chance to broaden their horizons at

Tower, get exposure, learn skills and build relationships

outside of the areas they normally work

• over time increase diversity across all levels at Tower

As part of the programme, participants will have access

to learning experiences including team activities, focus

groups, guest speakers, mentoring sessions, action

learning projects and opportunities to build networks.

FY22 HIRES

CURRENT ETHNICITY BREAKDOWNBAND-78910EXECTOTALHIRESTOTALNET

Non-European

African–1–––

26


4

-14

Asian3–––––

Chinese2–1––1

Fijian2–1––1

Fijian Indian––––1–

Filipino3––––1

Indian43–––1

Māori21––––

Samoan–1––––

Sri Lankan Tamil1–––––

European

Afrikaner–1–––

73


18

Australian––––11

British1–21–1

Danish–1––––

English11––21

European31–321

German1––––1

Irish11–––1

New Zealand European241066211

South African European2––––1

Prefer not to disclose/did not disclose5––––5333

Total55211010810425

126127CORPORATE GOVERNANCE AT TOWERCORPORATE GOVERNANCE AT TOWER

BOARD COMMITTEES
During FY22 the Board comprised the following

members:

Micheal Stiassny (Chair), Graham Stuart, Steve Smith

(until 2 February 2022), Warren Lee, Wendy Thorpe,

Marcus Nagel.

The Board has determined, based on information

provided by directors regarding their interests, and

the criteria for independence contained in the Board

and Director Protocols, that as at 30 September 2022,

Mr Stiassny, Mr Stuart, Mr Lee and Ms Thorpe were

independent. The Board determined that Mr Nagel

was not independent due to his relationship with

Tower’s largest shareholder. The criteria for assessing

independence contained in the Board and Director

protocols is benchmarked against the RBNZ and NZX

independence requirements.

During FY22 the Board had the following committees:

Audit Committee

Members: Graham Stuart (Chair), Michael Stiassny, Steve

Smith (retired 2 February 2022), Warren Lee (retired 30

November), Wendy Thorpe, Marcus Nagel.

Risk Committee

Members: Warren Lee (Chair) until 31 August 2022

(retired 30 November 2022), Wendy Thorpe (Chair) from

1 September 2022, Michael Stiassny, Graham Stuart,

Steve Smith (retired 2 February 2022), Marcus Nagel.

Remuneration and Appointments Committee

Members: Michael Stiassny (Chair), Graham Stuart, Steve

Smith (retired 2 February 2022), Warren Lee (retired 30

November 2022), Wendy Thorpe, Marcus Nagel.

Other committees

Tower’s Board may establish sub-committees from time

to time. In 2022, a Results Sub-Committee was convened

on two occasions.

Board and Committee meeting attendance

The following numbers of Board and Committee

meetings were held during the year from 1 October 2021

to 30 September 2022:

• Board meetings – 12

• Audit Committee meetings – 3

• Risk Committee meetings – 4

• Remuneration and Appointments Committee – 6

• Results Sub-Committee – 2

All executive members have a standing invitation to

attend all Board meetings, although they do not always

attend the entire meeting.

The Chief Executive Officer, Chief Financial Officer, Chief

Risk Officer, General Counsel & Company Secretary

attend all Audit Committee and Risk Committee

meetings by standing invitation.

The Chief Executive Officer, Chief People Officer

and General Counsel & Company Secretary attend

all meetings of the Remuneration and Appointment

Committee by standing invitation.

All Board, Audit, Risk and Remuneration and

Appointment Committee meetings are attended by

the General Counsel & Company Secretary who is

responsible for taking accurate minutes of each meeting

and ensuring that Board procedures are observed.

BOARDAUDIT COMMITTEERISK COMMITTEE

REMUNERATION

AND APPOINTMENTS

COMMITTEE

RESULTS

SUB-COMMITTEE

Meetings held 123462

Michael Stiassny 112362

Steve Smith (retired 2 February 2022)61231

Graham Stuart123462

Warren Lee12346–

Wendy Thorpe12346–

Marcus Nagel11344–

Director attendance at Board and Committee meetings held in the year to 30 September 2022 is set out below:

Remuneration

Director Remuneration

The Board’s approach is to remunerate directors at a

similar level to comparable Australasian companies,

with a small premium to reflect the complexity of the

insurance and financial services sector. At the Annual

Shareholders’ Meeting in February 2004 shareholders

approved a maximum payment of NZ$900,000 per

annum for director fees.

Tower seeks external advice when reviewing Board

remuneration. The Remuneration and Appointments

Committee is responsible for assisting directors with the

review of directors’ fees. Remuneration is considered

through the lens of the Director and Executive

Remuneration Policy to ensure that directors and

executives are remunerated in a fair and reasonable

manner, and that such remuneration is transparently

communicated to relevant stakeholders.

Non-executive directors are also paid additional fees for

sitting on certain Board Committees.

Annual fees as approved by the Board with effect from

1 October 2020 are:

TOWER LIMITED

BOARD/COMMITTEE FEES

CHAIR (NZ$)MEMBER (NZ$)

Base fee – Board of directors 180,000 100,000

Audit Committee 10,000

(included in base

Director fee)

Risk Committee10,000

(included in base

Director fee)

Remuneration and Appointments Committee––

The total of the remuneration received by each for the

year ended 30 September 2022 are set out below (NZ$,

and exclusive of GST, if any):

REMUNERATION AND BENEFITS

RECEIVED BY TOWER LIMITED DIRECTORS IN THE YEAR ENDED 30 SEPTEMBER 2022

Michael Stiassny180,000

Graham Stuart110,000

Steve Smith38,333

Warren Lee

(Chair of Risk Committee until 1 September 2022)109,166

Wendy Thorpe

(Chair of Risk Committee commencing 1 September 2022)100,833

Marcus Nagel100,000

REMUNERATION AND BENEFITS RECEIVED BY TOWER

SUBSIDIARY DIRECTORS

IN THE YEAR ENDED 30 SEPTEMBER 2022

Rodney Reid, Director, National Pacific

Insurance Limited (retired 3 October

2021)

1625 Samoan Tala

Heseti Vaai, Director, National Pacific

Insurance Limited (retired 1 December

2021)

1625 Samoan Tala

Isikeli Tikoduadua, Director Tower

Insurance (Fiji) Limited and, National

Insurance Company (Holdings) Pte

Limited

18,000 Fijian Dollars

Barry Whiteside, Director Tower

Insurance (Fiji) Limited

20,000 Fijian Dollars

Ernie Gangloff, Director Tower

Insurance (PNG) Limited (retired 28

October 2022)

50,000 Kina

Directors of Tower Limited and its subsidiaries are

reimbursed for out of pocket expenses incurred in the

course of their activities as directors, including travel and

other expenses. As these expenses are not in the nature of

remuneration or benefits, they are not listed here.

No employee of Tower Limited or its subsidiaries who acts

as a director of a subsidiary receives any remuneration

for their role as a director of that subsidiary. The number

of employees who receive remuneration of more than

$100,000 is included in the remuneration table on

page 132. Auditor fees paid on behalf of Tower and its

subsidiaries are disclosed in the financial statements

CEO and senior executive remuneration

The Board’s approach to remunerating the Chief Executive

Officer and other key executives is to provide market-

based remuneration packages comprising a blend of

fixed and variable remuneration, with clear links between

individual and company performance, and reward. This

approach is intended to encourage Tower’s executives

to meet Tower’s short and long-term objectives. The

Remuneration and Appointments Committee reviews the

remuneration packages of the Chief Executive Officer

and the Chief Executive Officer’s direct reports at least

annually.

The Chief Executive Officer, Mr Blair Turnbull, is

remunerated through a combination of a base salary

of $650,000, (inclusive of a Kiwisaver contribution)

and variable performance incentives including a Short

Term Incentive (STI) and a Long Term Incentive (LTI).

The maximum STI is currently $325,000 per annum

based on meeting key financial and non-financial and

operational performance measures. The maximum LTI per

annum is currently $975,000 (total) should Tower deliver

Total Shareholder Return performance relative to the

performance of companies within the NZX50 index.

In FY22, Mr Turnbull was eligible for an STI payment of

$181,675, and an LTI payment of $650,000.

128129CORPORATE GOVERNANCE AT TOWERCORPORATE GOVERNANCE AT TOWER

FROMTO20212022
100,000109,9992332

110,000119,9991922

120,000129,9991629

130,000139,999825

140,000149,999718

150,000159,999816

160,000169,999515

170,000179,99923

180,000189,999110

190,000199,99928

200,000209,99918

210,000219,99910

220,000229,99933

230,000239,99921

240,000249,99901

250,000259,99920

260,000269,99922

270,000279,99901

280,000289,99933

300,000309,99902

310,000319,99902

320,000329,99911

330,000339,99910

340,000349,99920

350,000359,99910

380,000389,99901

400,000409,99901

440,000449,99901

450,000459,99910

470,000479,99901

490,000499,99901

530,000539,99910

560,000569,99910

610,000619,99910

650,000659,99901

Total115209

Employee remuneration

The table below sets out the number of employees or

former employees of Tower (excluding directors and

former directors and employees of Tower’s subsidiaries)

who received remuneration and other benefits valued

at or exceeding $100,000 for the years ended 30

September 2022 and 2021. Remuneration includes

base salary, performance payments and redundancy or

other termination payments. The 2022 figures include

company contributions of 3% of gross earnings for those

individuals who are members of a KiwiSaver scheme.

These contributions are not included in the 2021 figures.

The remuneration bands are expressed in New Zealand

Dollars.

SECURITY HOLDER INFORMATION

Substantial product holders

(as at 30 September 2022)

The names and holdings of Tower’s substantial product

holders based on notices filed with Tower under the

Financial Markets Conduct Act 2013 as at 30 September

2022 are:

NAMETOTAL ORDINARY

SHARES

Bain Capital Credit LP, Bain Capital Investments

(Europe) Limited and Dent Issuer Designated Activity

Company

67,464,858

Salt Funds Management Limited29,607,771

Accident Compensation Corporation36,239,113

Investment Services Group Limited20,589,363

New Zealand Funds Management Limited on behalf

of itself and its wholly owned subsidiary New Zealand

Funds Superannuation Limited

26,615,216

These totals may differ from the shareholdings described

in other sections on this report.

Largest shareholders

(as at 15 November 2022)

The names and holdings of the 20 largest registered

Tower shareholders as at 15 November 2022 were:

NAME

TOTAL

ORDINARY

SHARES%UNITS

1 Dent Issuer Designated Activity Company75,896,44720.00

2

Accident Compensation Corporation –

NZCSD <ACCI40>

36,318,0459.57

3

Citibank Nominees (New Zealand)

Limited – NZCSD <CNOM90>

31,063,1058.19

4

National Nominees Limited – NZCSD

<NNLZ90>

16,060,9894.23

5 Lennon Holdings Limited15,800,0004.16

6

HSBC Nominees (New Zealand) Limited

– NZCSD <HKBN90>

14,499,6643.82

7

BNP Paribas Nominees (NZ) Limited –

NZCSD <BPSS40>

13,959,3073.68

8 Masfen Securities Limited 11,430,0003.01

9

JBWere (NZ) Nominees Limited

<NZ RESIDENT A/C>

11,090,0582.92

10

HSBC Nominees (New Zealand) Limited

A/C State Street – NZCSD <HKBN45>

7,762,4432.05

12

Public Trust – NZCSD <THE ASPIRING

FUND>

6,125,0001.61

11

JP Morgan Chase Bank NA NZ Branch

– Segregated Clients Acct – NZCSD

<CHAM24>

6,116,7131.61

13

BNP Paribas Nominees (NZ) Limited –

NZCSD

4,162,0561.10

14

Investment Custodial Services Limited

<A/C C>

3,512,3730.93

15

TEA Custodian Limited Client Property

Trust Account – NZCSD <TEAC40>

3,027,2200.80

16

HSBC Nominees A/C NZ Superannuation

Fund Nominees Limited – NZCSD

<SUPR40>

2,971,4250.78

17 Rural Equities Limited2,025,0000.53

18

New Zealand Depository Nominee

Limited <A/C 1 CASH ACCOUNT>

1,956,5280.52

19

Hobson Wealth Custodian Limited

<RESIDENT CASH ACCOUNT>

1,945,6280.51

20

Forsyth Barr Custodians Limited

<1-CUSTODY>

1,779,6170.47

Totals: Top 20 holders of ORDINARY SHARES (Total)

267,501,61870.49

Securities held by Directors

At 30 September 2022, directors, or entities related to

them held relevant interests (as defined in the Financial

Markets Conduct Act 2013) in Tower Limited shares as

follows:

ORDINARY SHARES

DIRECTOR BENEFICIAL

Michael Stiassny624,897


Graham Stuart202,500


Wendy Thorpe14,625


Warren Lee108,450


Marcus Nagel56


Director trading in Tower securities

In FY22, all directors had shares cancelled as part of

a compulsory share buyback. There were no other

acquisitions or disposals of Tower shares by its directors.

NUMBER OF SHARES

CANCELLED ON 9 MARCH 2022

CONSIDERATION ($NZ)

($NZ0.72 PER SHARE)

Michael Stiassny69,43349,991.76

Graham Stuart22,50016,200

Wendy Thorpe1,6251,170

Warren Lee12,0508,676

Marcus Nagel64.32

Shareholder analysis

Tower’s shares are quoted on both the NZSX and ASX.

As at 30 September 2022, 16,301 Tower shareholders

held less than A$500 of Tower shares (i.e., less than a

marketable parcel as defined in the ASX Listing Rules),

amounting to a total of 6,249,528 of the Tower shares

on issue.

130131CORPORATE GOVERNANCE AT TOWERCORPORATE GOVERNANCE AT TOWER

In comparison, a ‘minimum holding’ under the NZX
Listing Rules means a holding of shares having a value

of at least NZ$1,000. As at 16 November 2022, 19,861

Tower shareholders held less than NZ$1,000 of Tower

Shares (being, a parcel size of 1,667 at $0.60 per share),

amounting to a total of 10,187,831 of the Tower shares on

issue.

Total voting securities

HOLDING RANGE ORDINARY SHARESNUMBER OF HOLDERS

15 November 2022379,483,98724,116

16 November 2022

(prior to compulsory

buyback completed

March 2022)421,647,25824,577


Tower’s ordinary shares each carry a right to vote on any

resolution on a poll at a meeting of shareholders. Holders

of ordinary shares may vote at a meeting in person, or by

proxy, representative or attorney.

The address and telephone number of the office at which

the register of Tower securities is kept is set out in the

directory at the back of this Annual Report.

Spread of Shareholders

(as at 15 November 2022)

HOLDING RANGE

HOLDER

COUNT

HOLDER

COUNT %

HOLDING

QUANTITY

(ORDINARY

SHARES)

HOLDING

QUANTITY %

1 – 1,00017,74773.657,002,9661.84

1,001 – 5,000428017.798,839,8422.32

5,001 – 10,0007112.965,029,8591.33

10,001 – 100,00011244.6734,171,7988.91

100,001 and over221.12 324,442,52285.63

Total24, 137100379,483,987100

Indemnity and insurance

In accordance with section 162 of the Companies Act

1993 and Tower's constitution, Tower has provided

insurance for and indemnities to, directors and

employees of Tower for losses from actions undertaken

in the course of their duties. The insurance includes

indemnity costs and expenses incurred to defend an

action that falls outside the scope of the indemnity.

Particulars have been entered in the Interests Register

pursuant to section 162 of the Companies Act 1993

Interests register

Tower and its subsidiaries are required to maintain an

interests register in which the particulars of certain

transactions and matters involving the directors must

be recorded. The interests register for Tower Limited

is available for inspection on request by shareholders.

Tower’s constitution provides that an ‘interested’ director

may not vote on a matter in which he or she is interested

unless the director is required to sign a certificate in

relation to that vote pursuant to the Companies Act 1993,

or the matter relates to a grant of an indemnity pursuant

to section 162 of the Companies Act 1993.

During the year to 30 September 2022, pursuant to

section 140 of the Companies Act 1993 Tower’s directors

disclosed new interests and cessations of interest as

noted in the table below. Disclosures made since 30

September 2022 are also noted.

Warren Lee

MyState LimitedDirector

MyState Bank LimitedDirector

TPT Wealth LimitedDirector

Avenue Hold Limited (ceased 4 July 2022)Director

Avenue Bank Limited


(ceased 4 July 2022)Director

MetLife Insurance LimitedDirector

MetLife General Insurance LimitedDirector

Warakirri Asset Management LimitedDirector

Warakirri Holdings Pty LimitedDirector

Flinders Investment Partners Pty LimitedDirector

Michael Stiassny

Bengadol Corporation LimitedDirector

Emerald Group LimitedDirector

Gadol Corporation LimitedDirector

Geffen Holdings LimitedDirector

Michael Spencer LimitedDirector

Ngāti Whātua Ōrākei Housing Trustee LimitedDirector

Ngāti Whātua Ōrākei Whai Rawa LimitedChair

Poukawa Estate LimitedDirector

Ted Kingsway LimitedDirector

Whai Rawa GP LimitedDirector

Whai Rawa Kainga Development LimitedDirector

LPF Group LimitedDirector

MS10 LimitedDirector

Morgan HoldCo LimitedDirector

Remuera Investments LimitedDirector

Te Waenga LtdDirector

Tegel Group Holdings LtdDirector

New Talisman Gold Mines LtdDirector

New Zealand Automotive Investments Limited

(from 21 August 2022)

Director

Graham Stuart

Leroy Holdings LimitedDirector

EROAD LimitedChair

VinPro LimitedDirector

NorthWest Healthcare Properties Management LimitedChair

Metro Performance Glass LimitedDirector

H4G Group Limited, trading as Vet South and VetNZ

(from 1 February 2022)

Chair

Wendy Thorpe

Online Education Services Pty LimitedChair

Specific disclosures of interest

Directors made disclosures in respect of the

implementation of Tower Limited’s capital return to

shareholders whereby the company cancelled 1 share for

every 10 shares held on the record date of 8 March 2022.

Details of the shares cancelled are set out on page 131.

Directors also disclosed the monetary value of dividends

received during the year.

NATURE OF

INTEREST

MONETARY

VALUE

Michael StiassnyShareholder of

694,330 shares in

Tower Limited

17,358Based on a Dividend

of NZ$0.025 per

share declared on

24 November 2021

Shareholder of

624,897 shares in

Tower Limited

1562 Based on a Dividend

of NZ$0.0025 per

share declared on

24 May 2022

Graham StuartShareholder of

225,000 shares in

Tower Limited

5625Based on a Dividend

of NZ$0.025 per

share declared on

24 November 2021

Shareholder of

202,500 shares in

Tower Limited

506 Based on a Dividend

of NZ$0.0025 per

share declared on

24 May 2022

Wendy ThorpeShareholder of

16,250 shares in

Tower Limited

406 Based on a Dividend

of NZ$0.025 per

share declared on

24 November 2021

Shareholder of

14,625 shares in

Tower Limited

37 Based on a Dividend

of NZ$0.0025 per

share declared on

24 May 2022

Marcus NagelShareholder of 62

shares in Tower

Limited

2 Based on a Dividend

of NZ$0.025 per

share declared on

24 November 2021

Shareholder of 56

shares in Tower

Limited

0.14 Based on a Dividend

of NZ$0.0025 per

share declared on

24 May 2022

Warren LeeBeneficial

Shareholder of

120,500 shares in

Tower

3013Based on a Dividend

of NZ$0.025 per

share declared on

24 November 2021

Beneficial

Shareholder of

108,450 shares in

Tower Limited

271 Based on a Dividend

of NZ$0.0025 per

share declared on

24 May 2022

Steve SmithShareholder of

110,000 shares in

Tower Limited

2750Based on a Dividend

of NZ$0.025 per

share declared on

26 May 2021

Very Special Kids (ceased 25 October 2021)Director

Epworth Foundation (Epworth Healthcare)Chair

Ausgrid Asset Partnership (ceased 25 June 2022)Director

Ausgrid Operator Partnership (ceased 25 June 2022)Director

Plus ES Partnership (ceased 25 June 2022)Director

Australian Central Credit Union Ltd T/A People’s Choice

Credit Union

Director

Epworth Geelong LimitedDirector

Data Action (from 3 October 2022)Director

auDA (from 16 November 2022)Director

Marcus Nagel

3Arrow AGDirector

Jarowa AGDirector

Barry Whiteside

Kontiki FinanceDirector

Pacific Catastrophe Risk Insurance CompanyDirector

Bayly TrustDirector/Trustee

Isikeli Tikoduadua

Merchant FinanceChairman

Vodafone Fiji Director

Fiji Commerce Commission Commissioner

iTaukei Land Trust Board Director

Special Administrators for Suva City and Lami TownChairman

USP MBA Advisory Committee Chairman

Blair Turnbull

InsurtechNZCo-Chair

Insurance Council of New ZealandBoard member

Ernie Gangloff

Gangloff Consulting LimitedManaging Director

Gangloff Projects LimitedDirector

Pacific Training Consortium LimitedDirector

BSP Financial Group LimitedDirector

New Britain Palm Oil LimitedDirector

Highlands Pacific LimitedDirector

Business Incubation Solution LimitedDirector

BSP Finance (Fiji) Pte LimitedDirector

Institute of National Affairs Inc.President

University Rugby Football Union ClubPresident

Capital Rugby Union Inc.Treasurer

Veialawa Rereiwasaliwa

Bank of Baroda – Fiji OperationsMember, Local

Advisory Board

Angus Shelton

Shelton Contracting LimitedDirector

132133CORPORATE GOVERNANCE AT TOWERCORPORATE GOVERNANCE AT TOWER

Tower subsidiary company directors
Directors of Tower’s subsidiary companies during the

year to 30 September 2022 were:

TOWER SUBSIDIARY COMPANY DIRECTORS

Tower Services Limited Blair Turnbull, Paul Johnston and

Angus Shelton



The National Insurance

Company of New Zealand

Limited

Blair Turnbull, Paul Johnston and

Angus Shelton

National Insurance Company

(Holdings) Pte Limited

Blair Turnbull, Isikeli Tikoduadua, Paul

Johnston, Ronald Mudaliar

Southern Pacific Insurance

Company (Fiji) Limited

Blair Turnbull, Isikeli Tikoduadua,

Peter Muggleston and Barry

Whiteside, Paul Johnston

Tower Insurance (Fiji) LimitedBlair Turnbull, Isikeli Tikoduadua, Paul

Johnston, Peter Muggleston, and

Barry Whiteside

Tower Insurance (Cook Islands)

Limited

Blair Turnbull, Paul Johnston, and

Peter Muggleston

Tower Insurance (PNG) Limited


(ceased to be a subsidiary on

28 October 2022)

Blair Turnbull, Paul Johnston, Peter

Muggleston, Ronald Mudaliar, and

Ernie Gangloff

National Pacific Insurance

Limited

Rodney Reid, Peter Muggleston,

Heseti Vaai, Jeffrey Wright, Blair

Turnbull, Paul Johnston and Ronald

Mudaliar

National Pacific Insurance

(Tonga) Limited

Jeffrey Wright, Peter Muggleston,

Blair Turnbull, Paul Johnston and

Ronald Mudaliar

Tower Insurance (Vanuatu)

Limited

Blair Turnbull, Paul Johnston, Peter

Muggleston and Stephen Grant Ives

National Pacific Insurance

(American Samoa)

Rodney Reid, Jeffrey Wright, Blair

Turnbull, Ronald Mudaliar, Paul

Johnston, Veilawa Rereiwasaliwa

OTHER MATTERS

Donations

During the financial year ended 30 September 2022,

donations made by Tower Limited and its subsidiaries

totalled $4,703.94.

Credit rating

In April 2022, global rating organisation A.M. Best

Company affirmed Tower Limited’s financial strength

rating of A- (Excellent).

Waivers

Tower Limited did not rely on, or make any applications

for, waivers from the NZX Listing Rules or the ASX Listing

Rules in the financial year ending on 30 September 2022.

Trading Halt

In March 2022, Tower Limited implemented a capital

return by way of Court approved scheme of arrangement,

under which NZ$30.6m was returned to shareholders with

1 ordinary share for every 10 ordinary shares held on the

record date being cancelled. In order to facilitate the share

cancellation, a trading halt on NZX and ASX was necessary

during the Ex-Date and Record Date for the scheme

(being 7 March 2022 and 8 March 2022 respectively). As

such, NZX applied a trading halt as an operational matter

to facilitate the corporate action, and ASX agreed to grant

a trading halt at Tower’s request.

Limits on acquisition of securities under

New Zealand law

Tower undertook to the ASX, at the time it granted

Tower a full listing in July 2002, to include the following

information in its annual report. Except for the limitations

detailed below, Tower securities are freely transferable

under New Zealand law.

The New Zealand Takeovers’ Code prohibits a person

(including associates) from increasing their shareholding

to more than 20% of the voting rights in Tower except in

accordance with the Takeovers Code. The exceptions

include a full or partial takeover offer in accordance with

the Takeovers Code, a scheme of arrangement (under

the Companies Act 1993), an acquisition or an allotment

approved by an ordinary resolution of shareholders, a

creeping acquisition (in defined circumstances) and a

compulsory acquisition once a shareholder owns or

controls 90% or more of the voting rights in Tower.

The New Zealand Overseas Investment Act 2005 and

related regulations determine certain investments

in New Zealand by overseas persons. Generally, the

Overseas Investment Office’s consent is required if an

‘overseas person’ acquires Tower shares or an interest in

Tower shares of 25% or more of the shares on issue or,

if the overseas person already holds 25% or more, the

acquisition increases that holding.

The New Zealand Commerce Act 1986 is likely to prevent

a person from acquiring Tower shares if the acquisition

would, or would be likely to, substantially lessen

competition in a market.

Corporations Act 2001 (Australia)

Tower is not subject to Chapters 6, 6A, 6B or 6C of

the Corporations Act 2001 (Australia) dealing with the

acquisition of shares (such as substantial holdings and

takeovers).

The Annual Report is signed on behalf of the Board by

Michael Stiassny Graham Stuart

Chair Director

134135CORPORATE GOVERNANCE AT TOWERCORPORATE GOVERNANCE AT TOWER

GRI CONTENT INDEX
136137GRI CONTENT INDEXGRI CONTENT INDEX

GRI Content Index
DISCLOSURELOCATION/INFORMATION

GRI 2: GENERAL DISCLOSURES 2021

2-1 Organisational detailsPg 142 Tower Directory

2-2 Entities included in the organisation’s

sustainability reporting

Pg 142 Tower Directory

2-3 Reporting period,

frequency and contact

point

Tower reports sustainability information annually. This report covers the period 1 October 2021

– 30 September 2022. This report was published on 16 December, 2022. Questions about this

report can be directed to Emily.Davies@tower.co.nz

2-4 Restatements of informationThis is Tower’s first report in accordance with the GRI Standard

2-5 External assuranceExternal assurance approach is covered in our Corporate Governance Statement which can be

found in this link: https://www.tower.co.nz/investor-centre/corporate-governance/policies/

We have not sought external assurance on our sustainability information.

2-6 Activities, value chain and other

business relationships

https://www.tower.co.nz/about-us/

2-7 EmployeesTower has 780 employees across New Zealand and the Pacific, 59% of whom are women, and

41% are men. The numbers of permanent, temporary, full, and part-time employees broken down

by gender and region is currently not available.

2-8Workers who are not employeesAs at 30 September 2022, Tower had 50 contingent workers who are predominantly independent

contractors on either direct or agency contracts engaged in technology or project-based work.

There were no significant fluctuations in this number during the reporting period.

2-9Governance structure

and composition

Our Governance structure and composition, along with a list of committees of the highest

governance body can be found here: https://www.tower.co.nz/investor-centre/corporate-

governance/the-board/

2-10Nomination and selection of the

highest governance body

https://www.tower.co.nz/wp-content/uploads/2020/12/TOWER-Constitution.pdf

2-11Chair of the highest

governance body

Pg 64

2-12Role of the highest governance

body in overseeing the management

of impacts

Pg 62

2-13Delegation of responsibility for

managing impacts

The board delegates day-to-day management of the company to the CEO and does not currently

provide for any additional specific delegation of ESG impacts.

2-14Role of the highest governance body

in sustainability reporting

Pg 62

2-15Conflicts of interestSee Code of Ethics Policy in this link: https://www.tower.co.nz/investor-centre/corporate-

governance/policies/

2-16Communication of critical concernsSee Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/

corporate-governance/policies/

Communication of critical concerns regarding ESG topics is to be developed in FY23.

2-17Collective knowledge of the highest

governance body

See Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/

corporate-governance/policies/

Actions to advance the collective knowledge, skills, and experience of the highest governance

body on sustainable development to be undertaken in FY23.

Tower has reported the information cited

in this GRI content index for the period 1

October 2021 to 30 September 2022, in

accordance with the GRI Standards.

GRI 1: Foundation 2021GRI 1 used:

Statement of use:

DISCLOSURELOCATION/INFORMATION

2-18Evaluation of the performance of the

highest governance body

See Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/

corporate-governance/policies/

2-19Remuneration policiesSee Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/

corporate-governance/policies/

2-20Process to determine remunerationSee Director and Executive Remuneration Policy and Remuneration and Appointments

Committee Terms of Reference in this link:

https://www.tower.co.nz/investor-centre/corporate-governance/policies/

2-21 Annual total compensation ratioNot disclosed: information on annual compensation ratio is not reported externally.

2-22 Statement on sustainable

development strategy

Pg 62

2-23 Policy commitmentsRelevant policies currently in place can be found here: https://www.tower.co.nz/investor-centre/

corporate-governance/policies/

2-24Embedding policy commitmentsSee Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/

corporate-governance/policies/

2-25Processes to remediate

negative impacts

https://www.tower.co.nz/contact-us/complaints-and-compliments/

Remediation process for our material impacts is covered under the relevant topics.

2-26 Mechanisms for seeking advice and

raising concerns

See Code of Ethics Policy in this link: https://www.tower.co.nz/investor-centre/corporate-

governance/policies/

Staff are encouraged to raise concerns with their manager, or a senior leader. Tower’s whistle

blower service provides a confidential avenue to report any serious concerns.

2-27Compliance with laws

and regulations

In FY22 Tower recorded no significant instances of non-compliance with laws and regulations.

Accordingly there are no fines to report.

2-28Membership associationsTower is a member of Insurance Council of New Zealand and is especially active in ICNZ’s Climate

Change committee. Other memberships are detailed throughout tower.co.nz

2-29Approach to stakeholder

engagement

Tower takes a collaborative approach to stakeholder engagement. In 2022 Tower developed a

new company purpose and values with stakeholders at the heart (pg 54) Similarly, our Southern

Star drives outcomes for customers and our people, this is: "To deliver beautifully simple

experiences for our people and customers." Our ESG strategy was developed in consultation with

a range of stakeholders and considers our impacts on various stakeholder groups.

2-30Collective bargaining agreementsNone

GRI 3: MATERIAL TOPICS 2021

3-1Process to determine material topicsPg 62

3-2List of material topicsPg 63

3-3Management of material topicsAffordable and accessible insurance Pg 24

Transparent and fair insurance Pg 16

Managing the impacts of climate change Pg 30-35

Carbon emissions Pg 36-37

Product development and innovation Pg 20

Diversity and inclusion Pg 54-57

Employee wellbeing Pg 56

Corporate governance Pg 62 and 122-135

Data protection – not currently available

Corporate community citizenship – not currently available

Environmental footprint – not currently available

Responsible investment – not currently available

138139GRI CONTENT INDEXGRI CONTENT INDEX

DISCLOSURELOCATION/INFORMATION
GRI 305: EMISSIONS 2016

305-1 Direct (Scope 1) GHG emissionsPg 37

Scope 1 emissions include distributed natural gas in New Zealand and vehicle fleet fuel in

New Zealand and the Pacific.

305-2Energy indirect (Scope 2)

GHG emissions

Pg 37

Scope 2 emissions include electricity consumption from all business premises.

305-3Other indirect (Scope 3)

GHG emissions

Pg 37

Scope 3 emissions include transmission & distribution losses for electricity & gas, air travel, hotel

stays, rental cars, taxi travel, working from home, paper purchased (NZ only), waste to landfill (NZ

only) and water (NZ and some Pacific locations).

305-5 Reduction of GHG emissionsPg 37

2016 GRI 401: EMPLOYMENT 2016

401-1 New employee hires and employee

turnover

In FY22 Tower hired 307 staff to address growth and attrition. These comprised permanent, fixed

term and casual new hires. New hires by Gender: Female: 145, Male: 106, Gender Diverse: 3, Non

Binary: 2, Not disclosed: 51. New hires by region: New Zealand: 271, Pacific: 36 Number and rate of

new employees by age is currently unavailable.

Over the period employee numbers increased by 82 full-time equivalent staff from 708 in FY21 to

790 in FY22, due to increased business growth and regulatory compliance requirements.

Employee attrition was 29.9% in FY22, reflecting the year’s challenging employment market in

New Zealand.

401-2 Benefits provided to full-time

employees that are not provided to

temporary or part-time employees

Benefits are offered to both full-time and part-time permanent employees. Tower benefits

include Group Insurances, parental leave, ability to buy additional leave, birthday leave, Tower

insurance discounts, health insurance discounts, partner discounts, eyesight testing, and study

assistance.

401-3 Parental leaveTower offers Primary Paid Carer Leave & paid Parental Leave for staff who have worked with

us for 6 months or more. For the first 12 weeks, Tower will top up the IRD payment to the

equivalent of the employee's usual weekly take-home pay. Tower also offers paid keeping in

touch days, flexible working for six weeks upon return from parental leave, and we will pay a one-

off lump sum payment to IRD of 3% of base salary as a contribution (pro-rated for time

on unpaid leave).

Additionally, any Annual Leave taken on the employee's return from parental leave will be paid at

their usual rate. This is more generous than the current Holidays Act legislation and means take-

home pay is not affected when the employee takes paid annual leave.

For staff whose spouses or partners are the primary caregivers we offer two weeks' paid partner

leave. In FY22: 27 employees took parental leave (all female) versus 31 in FY21 (30 female, 1

gender not disclosed); 12 employees returned to work from parental leave during FY22 (all

female); of these 9 are still employed 12 months after return to work (all female).

GRI 403: OCCUPATIONAL HEALTH AND SAFETY 2018

403-1 Occupational health and safety

management system

See Health and Safety Policy in this link:

https://www.tower.co.nz/investor-centre/corporate-governance/policies/

403-2 Hazard identification, risk

assessment, and incident

investigation

Tower’s H&S Management System has an incident register where incidents are reported.

When reporting, it is mandatory that all incidents are rated using the Hierarchy of Control and

each incident must have a corrective action added and be reviewed on an annual basis. Once

entered into the register, incidents are then reviewed by the Health and Safety Advisor who will

investigate any incidents with an inherent high rating.

Workers are encouraged to report hazards and hazardous situations through the H&S system.

Tower’s H&S Policy is in line with New Zealand’s Health and Safety at Work Act 2015. All workers

have access to the Health and Safety Policy on Tower’s intranet.

DISCLOSURELOCATION/INFORMATION

403-3 Occupational health servicesTower workers have access to Employee Assistance Programme counselling sessions provided

offsite by external trained counsellors. These sessions are arranged by workers independently

and any information discussed is strictly confidential between EAP and Tower employees. If

employees choose to get health checks, these are done directly with General Practitioners and

results are kept confidential between the worker and General Practitioner.

403-4 Worker participation, consultation,

and communication on occupational

health and safety

As per the Health and Safety at Work Act 2015, Tower has the default ratio of 1 Health and Safety

Representative per every 19 workers. These representatives engage and consult with workers

regularly and report any concerns to the Health and Safety Advisor or/and at the Health and

Safety meeting. Tower’s H&S Management system is reviewed by the Health and Safety Advisor

annually to ensure risks are kept up to date.

Tower has several Health and Safety committees that meet monthly and are chaired by Health

and Safety committee members on a rotation basis. The Health and Safety Representatives are

chosen to represent different divisions of the business and are voted into the committee by the

Health and Safety Advisor and existing members. Committee members are allocated specific

time each month to undertake their responsibilities. Their responsibilities include, but are not

limited to, office inspections, disseminating H&S updates from the meetings to relative teams,

ensuring H&S is on the agenda at all team meetings and promotion of a wide range of health,

safety and wellbeing education and activities.

403-5 Worker training on occupational

health and safety

Tower offers training to workers who volunteer to be First Aiders, Fire Wardens, Mental Health

First Aiders, and Domestic Violence First Responders. In addition to this Defensive Driver training

every two years is mandatory for all workers where their primary employment involves driving.

Asbestos awareness training is mandatory for Building Assessors. Training is provided free of

charge and workers are given paid leave to undertake all of the above training.

403-6 Promotion of worker healthTower supports its employees that have non-work-related accidents through workstation

assessments to ensure they have the necessary equipment to undertake their job. Where a

return-to-work plan is required, Tower will work alongside ACC to facilitate a satisfactory solution

for the employee. Health checks in the Pacific are done through a local General Practitioner, and

the results are confidential and not shared with Tower.

Tower offers employees access to several health promotion services including Employee

Assistance Programme (online and in person); discounted Flu vaccinations and MoleMap skin

checks (onsite or through vouchers) and access to trained Mental Health First Aiders (online and

in-person).

Tower promotes prevention off communicable diseases in the Pacific through education on

symptoms, prevention and treatment. Our Rainbow network supports education on AIDS

awareness and prevention.

GRI 405: DIVERSITY AND EQUAL OPPORTUNITY 2016

405-1 Diversity of governance bodies

and employees

Pg 122-135

405-2 Ratio of basic salary and

remuneration of women to men

Pg 57

GRI 418: CUSTOMER PRIVACY 2016

418-1 Substantiated complaints

concerning breaches of

customer privacy and losses

of customer data.

Tower has not disclosed the number of complaints related to customer data privacy as this is

subject to confidentiality constraints.

140141GRI CONTENT INDEXGRI CONTENT INDEX

TOWER DIRECTORY
Enquiries

For customer enquiries, call Tower on 0800 808 808

or visit www.tower.co.nz

For investor enquiries:

Telephone: +64 9 369 2000

Email: investor.relations@tower.co.nz

Website: www.tower.co.nz

Board of Directors

Michael Stiassny (Chair)

Warren Lee (until 30 November 2022)

Steve Smith (until 2 February 2022)

Graham Stuart

Wendy Thorpe

Marcus Nagel

Geraldine McBride (from 1 October 2022)

Chief Executive Officer

Blair Turnbull

Company Secretary

Hannah Snelling (until March 2022)

Tania Pearson (from March 2022)

Executive Leadership Team

Blair Turnbull

Paul Johnston

Jonathan Beale

James Brownell (acting)

Michelle Finch

Andrew Hambleton

Michelle James (until March 2023)

Anna Kooperberg

Greg Moore

Ronald Mudaliar

Peter Muggleston (until March 2022)

Tania Pearson

Paula ter Brake (until August 2022)

Steven Wilson

Registered Office

New Zealand

Level 5, 136 Fanshawe Street, Auckland

PO Box 90347

Auckland

Telephone: +64 9 369 2000

Facsimile: +64 9 369 2245

Australia

C/– PricewaterhouseCoopers Nominees (N.S.W) Pty Ltd

PricewaterhouseCoopers Darling Park Tower 2

Level 1

201 Sussex Street

Sydney, NSW 2000, Australia

Auditor

PricewaterhouseCoopers

Lawyers

MinterEllisonRuddWatts

Banker

Westpac New Zealand Limited

Company numbers for FY22

Tower Limited

(Incorporated in New Zealand)

NZ Incorporation 143050

NZBN 9429040323299

ARBN 645 941 028

Stock exchanges

The Company’s ordinary shares are listed on the

NZSX and the ASX. On Wednesday 18 May 2016, Tower’s

ASX admission category changed to “ASX Foreign

Exempt Listing”.

Registrar

New Zealand

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road,

Takapuna, Auckland

Private Bag 92119

Auckland 1142

Freephone within New Zealand: 0800 222 065

Telephone New Zealand: +64 9 488 8777

Australia

Computershare Investor Services Pty Limited

Yarra Falls, 452 Johnston Street

Abbotsford VIC 3067

GPO Box 3329

Melbourne Vic 3000

Freephone within Australia: 1800 501 366

Telephone Australia: +61 3 9415 4083

Email: enquiry@computershare.co.nz

Website: www.computershare.com/nz

You can also manage your holdings electronically

by using Computershare’s secure website

www.investorcentre.com/nz

This website enables holders to view balances, change

addresses, view payment and tax information and update

payment instructions and report options.

Tower recommends shareholders elect to have any

payments direct credited to their nominated bank

account in New Zealand or Australia to minimise the risk

of fraud and misplacement of cheques.

We also encourage shareholders to receive investor

communications electronically as it keeps costs down,

delivery of our communications to you is faster and it

is better for the environment. All you need to do is log

in to www.investorcentre.com/nz and update your

‘Communication Preference’ to enable us to send all your

investor correspondence electronically where possible.

Please quote your CSN number or shareholder number

when contacting Computershare.

142143REGISTRARTOWER DIRECTORY

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.