Annual Report for the 6 months ended 31 December 2022

1
NEW ZEALAND RURAL LAND COMPANY
www.nzrlc.co.nz
listed on:
ANNUAL REPORT
FOR THE SIX MONTHS ENDED 31 DECEMBER 2022
Rural Land Co
New Zealand
The Rural Land Investors

2
NEW ZEALAND RURAL LAND COMPANY
CONTENTS
1
4
2
3
SECTION
SECTION
SECTION
SECTION
2022
Review
Statutory
Information
Financial
Statements
5 Statutory Information
16 Financial Statements44 Company Directory
3 2022 Review
Company
Directory
This report is dated 31 March 2023 and is signed on behalf of the Board of New Zealand Rural Land Company Limited:
Rob Campbell
Independent Chair
Christopher Swasbrook
Director

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NEW ZEALAND RURAL LAND COMPANY
New Zealand Rural Land Co (NZX: NZL) has recorded a net profit after tax of $5.3m for the financial year ended 31 December
2022 along with a further increase in the value of its property portfolio.
The results cover the period 1 July 2022 – 31 December 2022, following a change in NZL’s balance date to 31 December (from
30 June).
NZL currently owns 11,710 hectares (28,963 acres) of high quality productive rural land in New Zealand which is fully tenanted
on long-term leases with regular CPI adjustment provisions. NZL generates shareholder value through a combination of asset
value appreciation and cash flows from its long-term leases.
NZL’s portfolio increased in value by +0.94% in the six months to 31 December 2022 reflecting the resilience and quality of
NZL’s portfolio in an uncertain macroeconomic environment which is putting downward pressure on the value of many other
assets.
Since listing on the NZX on 21 December 2020, NZL’s audited NAV per share has increased at a compound annual growth
rate (CAGR) of approximately +15% per annum.
Forestry Estate Acquisition and Capital Raise Announcement
On 21 October 2022, NZL announced it had entered into an agreement to acquire up to 100% of a forestry estate located
in Manawatū-Whanganui in the North Island. The estate is comprised of five individual properties with a total area of
approximately 2,383ha.
NZL’s cost to acquire 100% of the estate is approximately $63.7m (subject to final costs), with a settlement date of 15 April
2023. The entire estate will be leased to New Zealand Forest Leasing (NZFL) for a period of 20 years.
Post forest acquisition, NZL will own 14,093 hectares of rural land with a 12.1 year weighted average lease term (by value), with
100% occupancy across eight tenants. From completion of this transaction NZL forecasts an increase to its FY23 and FY24
dividend per share of +3.7% and +17.4% respectively, an increase in NZL’s weighted average lease term by +34.4% and material
growth in the scale and diversity of NZL’s asset and tenant base.
At the time of announcing the acquisition, NZL said the purchase would be funded through a combination of debt and equity.
NZL has spent considerable time assessing funding options for the acquisition that would be in the best interests of
shareholders.
The most earnings and dividend accretive option in the time available is to purchase 100% of the forest funded via a 1:3 pro-
rata rights issue at a cost of $1.00 per share, to raise approximately $38.5m. For every 3 new Shares allotted to investors
under the Offer, NZL also allotted 1 warrant for no additional consideration. Each Warrant gives its holder the right, but not
the obligation, to subscribe for one additional ordinary share in NZL on or before the expiry date (30 November 2025) for an
exercise price of NZD$1.20. The warrants are listed on the NZX under the ticker NZLWA.
In addition, $25.2m further debt will be raised via Rabobank, with total facility limits expected to increase to approximately
$131.0m.
The pro-rata rights offering raised approximately $24.0m from existing investors. NZL Director Christopher Swasbrook is now
in Europe seeking to place the shortfall to European investors based on expressions of interest from an earlier European
Investor Roadshow.
A detailed forestry acquisition and equity raising presentation is available at: https://www.nzrlc.co.nz/reports-presentations.

Chair Report
1
SECTION
2022
Review

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NEW ZEALAND RURAL LAND COMPANY
Dividend
NZL paid a half year dividend of 2.03 cps for the period 1 July – 31 December 2022, an increase of +27% on the previous six
month period (1 January 2022 - 30 June 2022).
The dividend was paid on Friday, 10 March 2023, with a record date of Tuesday, 7 March 2023. There was no Dividend
Reinvestment Plan (DRP) offered for this dividend.
Nil Impact from Extreme Weather Events
New Zealand has had a series of extreme weather events at the beginning of 2023. NZL’s properties were unaffected and the
forestry acquisition was also unscathed.
Outlook
NZL’s strategy is to own quality rural land in New Zealand, grow and diversify its portfolio while delivering attractive risk-
adjusted returns.
NZL’s leases incorporate regular, uncapped, CPI reviews. That means higher inflation results in higher than anticipated rental
growth. And NZL is insulated from inflation-impacted and all other operational on-farm costs by owning only the land.
Post the forestry acquisition NZL forecasts FY23 AFFO of between $6.0m and $6.5m and FY24 AFFO rising to $8.0m
to $8.5m. NZL has hedging arrangements in place for 39% of its total borrowings at an average all in cost of 4.5%. NZL’s
remaining debt is borrowed on a floating rate at an average all in cost of 6.3%. NZL’s weighted average interest cost (fixed and
floating) is 5.6%.
From 1 July 2024, NZL will start to see the positive impact of rental growth with approximately 55% of the portfolio (by lease
income) due for CPI review. These reviews are CPI-indexed. CPI accumulated since the leases began (1 June 2021) totals
+12.6% to 31 December 2022 and is forecast by the market to be more than +18% for the three years to 30 June 2024.
The outlook for NZL remains extremely positive, NZL continues discussions with international investors via Perella Weinberg
Partners in New York and NZL Director Christopher Swasbrook who is leading a European investor expansion programme for
the company.
Rob Campbell
Independent Chair

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NEW ZEALAND RURAL LAND COMPANY
2
SECTION
STATUTORY
INFORMATION
DIRECTORS
NZL’s shareholders elect Directors to look after their interests. Directors are expected to:
• Ensure the strategic goals of NZL are clearly established and strategies are in place to achieve them;
• Approve and monitor NZL’s financial statements, corporate governance and other reporting, including reporting to
Shareholders and other stakeholders in accordance with its statutory functions;
• Establish procedures and systems to promote a culture and remuneration practice within NZL which facilitates the
recruitment, professional development and retention of staff;
• Ensure that NZL has appropriate risk management and regulatory compliance policies in place and monitor the integrity of
these policies;
• Familiarise itself with issues of concern to Shareholders and significant Stakeholders, including customers, staff, lessee’s
and the community; and
• Monitor the performance of NZL’s Manager.
Rob Rob Campbell, appointed in September 2020, has more than 30 years’ experience in investment management and corporate
governance. He is the Chair of Ara Ake and Chancellor of Auckland University of Technology. Rob trained as an economist and
has worked in a variety of capital market advisory and governance roles over a long period.
Sarah Kennedy, appointed in September 2020, is the Founder & CEO of Calocurb Limited, a direct to consumer company selling
internationally. She is the former CEO of Lifestream International, a New Zealand-owned company specialising in bioavailable,
ethical, plant-based health foods. Sarah has also been chief executive of Designer Textiles International. From 2011 to 2014, she
held a number of senior roles with Fonterra, such as vice president of international farming based in China, managing director of
dairy nutrition, and managing director of RD1 — Fonterra’s chain of rural retail stores. Before that, Sarah was managing director
of Healtheries/Vitaco for a decade. Sarah is a veterinarian by training.
Christopher Swasbrook, appointed in September 2020, is one of the founders of New Zealand Rural Land Management. He
is also the founder and managing director of Elevation Capital Management. He was previously a Partner of Goldman Sachs
JBWere Pty, co-head of institutional equities at Goldman Sachs JBWere (NZ) and a foundation broker of the NZX. He has
been a board member of the Financial Markets Authority since 2019. He is also a director of Allied Farmers Limited, Bethunes
Investments Limited and SwimTastic Limited.
Tia Greenaway, appointed in September 2021, currently leads the Rautaki Māori team for He Pou a Rangi, Climate Change
Commission and is responsible for delivering the Iwi/Māori aspects of the Commission’s work programme. Tia has broad
experience in the Māori sector and holds various roles on Iwi and Ahu Whenua Trusts and Committees operating mainly in
farming and forestry. Tia is passionate about improving wellbeing outcomes for our taiao and our mokopuna and has been a
key contributor to the development of the wellbeing framework He Ara Waiora - A Pathway towards Wellbeing, a collaboration
between Māori thought-leaders and the Treasury. Tia is a member of Chartered Accountants Australia and New Zealand.
for the period ended 31 December 2022

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NEW ZEALAND RURAL LAND COMPANY
ENVIRONMENTAL, SOCIAL, AND GOVERNANCE
NZL and its tenants share a vision of sustainable practices. These include practices that enhance the health and wellbeing of the NZL and its tenants share a vision of sustainable practices. These include practices that enhance the health and wellbeing of the
natural environment, animals and communities connected to the land. NZL is prioritising working with tenants who share these natural environment, animals and communities connected to the land. NZL is prioritising working with tenants who share these
values. Additionally, NZL and its tenants agree to binding sustainability pledges in leases. values. Additionally, NZL and its tenants agree to binding sustainability pledges in leases.
CORPORATE GOVERNANCE
The Board is committed to the highest standard of corporate governance as established by recognised best practice. The
Board is responsible for establishing and implementing NZL’s corporate governance frameworks. NZL’s corporate governance
practices have been prepared in accordance with the Financial Markets Authority’s Corporate Governance Handbook, the
requirements of the NZX Listing Rules and the recommendations in the NZX Corporate Governance Code (NZX Code).
The Board has implemented governance principles and processes to establish, shape and maintain appropriate governance
standards and behaviours throughout NZL that align with the NZX Code. The adoption of governance principles ensures that
the Board act in accordance with agreed standards of ethical and moral behaviour, including observing NZL’s Code of Ethics.
Copies of NZL’s key corporate governance documents, including NZL’s Board Charter and Code of Ethics, are available at NZL
Policy Documents & Constitution section of NZL’s website: https://nzrlc.co.nz/company-policy-documents.
This statement was approved by the Board on 31 March 2023, and was accurate as at that date.
Corporate Governance Structure
The Board are elected by Shareholders of NZL. The Board has overall responsibility for the governance of NZL, while the day-
to-day management of NZL has been delegated to the Manager. The respective roles of the Board and the Manager within this
corporate governance structure are summarised below.
Role of the Board
The primary role of the Board is to approve and monitor the strategic direction of NZL that is recommended by the Manager and
to add long-term value to NZL’s shares, whilst having appropriate regard to the interests of all material Stakeholders. Further
information on the Board’s role and responsibilities is set out in the Board Charter.
Board Committees
The Board may establish a committee to consider certain issues and functions in more detail. The Board retains ultimate
responsibility for the functions of its committees and determines their responsibilities. The Board has established two standing
committees, and other committees may be established on a case-by-case basis where the Board considers it appropriate to do
so.
Audit and Risk Committee
The Board has established an Audit and Risk Committee (Sarah Kennedy (Chair), Rob Campbell and Tia Greenaway), with the
role of overseeing financial reporting, accounting policies, financial management, and internal control systems. The Audit and
Risk Committee responsibilities are outlined in the Audit and Risk Committee Charter available on NZL’s website.
Remuneration Committee
The Board has established a Remuneration Committee, with the role of recommending Director remuneration packages to
Shareholders. The Remuneration Committee responsibilities are outlined in the Remuneration Committee Charter available on
NZL’s website.
SECTION 2. STATUTORY INFORMATION

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NEW ZEALAND RURAL LAND COMPANY
Board Membership
The Board shall comprise of at least three Directors, with at least two independent Directors, and an intention that one
Director is nominated and appointed as a representative of the Manager. The composition of the Board reflects the duties and
responsibilities it is required to perform in setting NZL’s strategy and ensuring it is implemented.
At the date of this Annual Report, the Board comprises four Directors (three independent Directors and one non-independent
Director).
Independence
The Board Charter of NZL sets out the standards for determining whether a Director is independent for the purposes of service
on the Board and committees. These standards reflect the requirements of the NZX Listing Rules. A Director is independent
if the Board affirmatively determines that the Director has satisfied these standards. As at 31 December 2022, the Board has
determined that:
• Sarah Kennedy,
Tia GreenawayTia Greenaway and Rob Campbell are Independent Directors; and
• Christopher Swasbrook is a non-Independent Director because of his service provider role with, the Manager.
Tenure
Directors are not appointed for fixed terms. However, the Constitution and the NZX Listing Rules require all Directors to stand
for re-election at the third annual meeting after appointment or after three years (whichever is longer). A Director appointed by
the Board to fill a casual vacancy must also stand for election at the following annual meeting.
Board and Committee Meetings
The Board holds at least eight meetings per year, and additional Board meetings are held where necessary in order to prioritise
and respond to issues as they arise. The Board and committee meetings and attendance in the six months to 31 December 2022
are
set out below:
AttendeeBoard MeetingsAudit and Risk CommitteeRemuneration Committee*
Rob Campbell
4/44/41/11/1-
Sarah Kennedy
3/43/41/11/1-
Christopher Swasbrook
4/44/4--
Tia Greenaway
4/44/40/1-
* No remuneration committee meetings were required during the period because there were no proposals to alter Driectors’ fee.
Independent Professional Advice
Directors are entitled to seek independent professional advice on any aspect of the Directors’ duties at NZL’s expense, with the
approval of the Chair.
During the period no instances have arisen whereby a Board committee or individual director has needed to seek independent
legal or financial advice. However, the Board has access to appropriate internal and external expertise to support board
assurance activities:
• All executives of the Manager have direct access to the Board and each of the Directors;
• The external Audit Firm Lead Partner has direct access to the Chair of the Audit and Risk Committee, and has “Board only”
time without management present at Audit and Risk Committee meetings; and
• The Board has directly sought expert external valuation, corporate finance, tax, and legal advice as required.
SECTION 2. STATUTORY INFORMATION

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NEW ZEALAND RURAL LAND COMPANY
Board Assessment
Now that NZL has been in operation for two years, and appointment of the full Board of four Directors has been completed, in
the next six months the Board will perform an evaluation of the Board and its sub-committee’s performance.
Directors’ and Officers’ Insurance
While acting in their capacities as Directors, NZL provides indemnity and insurance cover for Directors to the fullest extent
permitted by law. As permitted by its Constitution, NZL has entered into a deed of indemnity, insurance and access indemnifying
each Director for potential liabilities, losses, costs and expenses they may incur for acts or omissions in their capacity as Director,
and agreeing to effect directors’ and officers’ liability insurance for those persons, in each case subject to the limitations set out
in the Companies Act 1993.
Role of New Zealand Rural Land Management Limited Partnership
The day-to-day management responsibilities for NZL have been delegated to the Manager under a long-term Management
Agreement. The Management Agreement details a comprehensive list of the Manager’s duties and responsibilities, and the fees
payable to the Manager (which are summarised in the Financial Statements at page 33 of this report). Under the Management
Agreement, the Manager is responsible for the:
• Management and administration of NZL including secretariat services;
• Management of properties owned by NZL;
• Sourcing of sale and purchase opportunities, including overseeing the due diligence and execution processes;
• Operation of lease arrangements;
• Communication with investors; and
• Administration of dividends and distributions.
Manager Performance
A key role of the Board is to monitor the performance of the Manager. NZL benefits from having a management team with a
great breadth and depth of skills, however the Board recognises that the interests of the Manager and the interests of NZL’s
Shareholders have the potential to conflict.
The Board is responsible for identifying, assessing and resolving any potential conflicts in relation to NZL’s structure, NZL’s
adopted strategies and the resulting potential fees payable to the Manager. Any matters to be considered under the Management
Agreement by NZL are considered and determined by the independent Directors on the Board. Where the Board must vote on
any matter relating to the Manager, Chris Swasbrook is interested and must not vote on that matter.
Diversity
NZL has a Diversity Policy, which describes NZL’s approach to diversity and inclusion. NZL believes that building and celebrating
diversity in the workplace creates an inclusive workplace culture and delivers enhanced business performance. The Diversity
Policy applies to the Board and the Manager and should be read in conjunction with NZL’s Code of Ethics and all other policies
that cover areas such as values, culture and employee expectations. A copy of the Diversity Policy is available on NZL’s website.
The Board has not at this time completed an evaluation of performance against the diversity policy. The Board has not at this time completed an evaluation of performance against the diversity policy. Evaluating performance
against the diversity policy will be completed in the next 6 months.
SECTION 2. STATUTORY INFORMATION

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NEW ZEALAND RURAL LAND COMPANY
The following table provides a quantitative breakdown as at 31 December 2022 as to the gender composition of the Board: as at 31 December 2022 as to the gender composition of the Board:
31 December 202230 June 2022
FemaleMale% FemaleFemaleMale% Female
Board2250%2250%
Officers010%010%
NZX Corporate Governance Code
NZL considers that during the six months ended 31 December 2022, NZL materially complied with the Code. NZL does deviate
from the Code, by not having a formally established Nominations Committee. Given the current nature and structure of NZL, the
Board considers the matters related to nominations are best undertaken by the entire Board.
Risk Management Risk Management
The Audit and Risk Committee ensures that NZL fulfils its responsibilities in all matters related to risk management. The
Committee is responsible for overseeing financial reporting, accounting policies, financial management and internal control
systems. Formal control and reporting processes have been introduced to ensure the Board is properly and regularly informed
on corporate financial matters.

Health & SafetyHealth & Safety
NZL owns farming property and leases it to tenants, and the Manager manages the lease arrangement on behalf of NZL. This
scenario creates overlapping health and safety duties for the properties. NZL, the Manager, and the tenant have carefully
considered each parties’ ability to influence and control health and safety matters, and are progressing toward reflecting this in
a Health and Safety Overlapping Duties Agreement. This takes into account who has control over work activity, control of the
workplace and control over workers, and allocates in a detailed register responsibilities based on who is in the best position to
control, influence and manage each health and safety obligation to ensure successful implementation and avoid duplication of
efforts.
In addition, both NZL and the Manager are developing a Health & Safety Management Plan, and the Manager has developed
a Quarterly Health and Safety Governance Report for the NZL Board which will provide an update and performance rating for
each risk.
Directors’ Relevant Interests
As at 31 December 2022, the Directors of NZL who have relevant interests (as defined in the Financial Market Conduct Act 2013)
in quoted financial products of NZL are as follows:
NZL Ordinary SharesBeneficial InterestsNon-beneficial Interests
Rob Campbell477,984-
Sarah Kennedy40,678-
Christopher Swasbrook
752,458752,4582,101,5002,101,500
Tia Greenaway6,102-
As at 31 December 2022, the Directors of NZL held, in aggregate, 2.92% of NZL’s ordinary shares.
SECTION 2. STATUTORY INFORMATION

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NEW ZEALAND RURAL LAND COMPANY
Directors disclosed the following acquisitions and disposals of relevant interests in NZL shares during the six months ended 31
December 2022 pursuant to section 148 of the Companies Act 1993:
NZL Ordinary Shares
Beneficial interests
as at 31 December
2022
Change
from 30 June 2022
Non-beneficial
Interests
as at 31 December
2022
Change
from 30 June 2022
Rob Campbell477,984---
Sarah Kennedy40,678---
Christopher Swasbrook752,458752,458+412,458+412,4582,101,5002,101,500--
Tia Greenaway
6,1026,102------
Interests Register
The following are the
relevant interests of the Directors of NZL and its subsidiaries:
Rob CampbellRob Campbell
Director of Ara Ake Limited
Chancellor of Auckland University of Technology
Director of RC Custodian Limited
Director of Tutanekai Investments
Sarah Kennedy
Founder and CEO of Calocurb Limited
Director of Final Mile Holdings Limited
Director of Lanaco Limited
Director of Lifestream International Limited
Christopher Swasbrook
Director of Allied Farmers Limited
Director of Bethunes Investments Limited
Director of SwimTastic Limited
Director of Elevation Capital Management Limited
Board Member of Financial Markets Authority
Member of NZX Listing Sub-Committee
Tia Greenaway
Member of New Zealand Maori Tourism Audit and Risk Committee
Trustee of Ngati Tutemohuta Charitable Trust
Associate Trustee of Opepe Farm Trust
Committee Member of Opepe Investment Committee
Director of Piata Horizons Limited
Member of Rongowhakaata Iwi Trust Audit and Finance Committee
Responsible Trustee of Tauhara Middle 14 Trust
Responsible Trustee of Tauhara Middle Lands Trust
SECTION 2. STATUTORY INFORMATION

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NEW ZEALAND RURAL LAND COMPANY
Directors’ RemunerationDirectors’ Remuneration
TThe remuneration paid to NZL and its subsidiaries’ Directors in respect of the six months ended 31 December 2022 was as
follows (these amounts exclude GST, where appropriate):
DirectorSix Months to 31 December 2022 (NZD)
Rob Campbell
48,750.0048,750.00
Sarah Kennedy
32,499.9632,499.96
Christopher Swasbrook
NilNil
Tia Greenaway32,499.96
Total
113,749.92113,749.92
Directors also receive reimbursement for reasonable travelling, accommodation and other expenses incurred in the course of Directors also receive reimbursement for reasonable travelling, accommodation and other expenses incurred in the course of
performing their duties.performing their duties.
Directors do not receive any retirement benefits, and do not receive share options. Whist NZL strongly encourages NZL’s share Directors do not receive any retirement benefits, and do not receive share options. Whist NZL strongly encourages NZL’s share
ownership to support shareholder alignment, it is not compulsory given that personal circumstances may mean share ownership ownership to support shareholder alignment, it is not compulsory given that personal circumstances may mean share ownership
is not appropriate or achievable.is not appropriate or achievable.
Any proposed increases in non-executive Director fees will be put to shareholders for approval. If independent advice is sought Any proposed increases in non-executive Director fees will be put to shareholders for approval. If independent advice is sought
by the Board, it will be disclosed to shareholders as part of the approval process.by the Board, it will be disclosed to shareholders as part of the approval process.
The following Board skills matrix outlines the qualifications, capabilities, geographical location, tenure and gender of each
member of the Board:
The following Board skills matrix outlines the qualifications,
capabilities, geographical location, tenure and gender of
each member of the Board
Rob CampbellChris Swasbrook Sarah KennedyTia Greenaway
Director Qualification
CNZM,
BA (Hons),
MPhil (Economics)
BCom (Economics) PGDip (Business) MPA (Accounting)
Strategic knowledge of rural investmentsYes Ye sYe s Ye s
Strategic knowledge of funds management businesses
Ye sYes NoNo
Financial
Ye sYes Ye sYe s
Risk management/regulatory
Ye sYes NoYe s
Sustainability
NoNoYe sYe s
Legal No No Yes Yes
People leadership and culture
Ye sYe sYe sYe s
Listed company governance Yes Yes Ye sNo
Capital markets Ye sYe sYe sNo
Geographic location Auckland Auckland Auckland Wellington
Tenure (years) 27 Months27 Months27 Months16 Months
Gender Male Male Female Female
Employee Remuneration
NZL, including its subsidiaries, have no employees. NZL is managed by the Manager under the Management Agreement. Details
of the fees paid to the Manager are included in the Financial Statements on pa
ge 33.ge 33.
Subsidiaries
NZL has one subsidiary, NZRLC Dairy Holdings Limited, a company incorporated in New Zealand in March 2021. As at 31
December 2022, the Directors of NZRLC Dairy Holdings Limited are Rob Campbell, Sarah Kennedy, Christopher Swasbrook
and Tia Greenaway.
SECTION 2. STATUTORY INFORMATION

12
NEW ZEALAND RURAL LAND COMPANY
Donations
NZL, including its subsidiaries, did not make any donations during the six months endedNZL, including its subsidiaries, did not make any donations during the six months ended 31 December 2022. NZL has a policy
of not making political donations.
Annual Meeting of ShareholdersAnnual Meeting of Shareholders
The Notice of 2022 Annual Meeting was provided to shareholders within the 10 working days’ notice requirement under the
Companies Act 1993. The NZX Corporate Governance Code recommends not less than 20 working days’ notice. The period
was shorter because NZL was, within the 20 working day period, in a process of finalising the terms of the Acquisition of a
forestry estate requiring shareholder approvals.
Dividends PaidDividends Paid
A dividend for the six month period to 31 December 2022 of 2.03 cents per share was paid to shareholders.
Company Secretariat ServicesCompany Secretariat Services
Company Secretariat Services are provided by the Manager. The Manager manages the independence of Company Secretariat Company Secretariat Services are provided by the Manager. The Manager manages the independence of Company Secretariat
Services via oversight from the Manager’s Board of Directors. The Board of the Manager does not consist of any NZL Directors.Services via oversight from the Manager’s Board of Directors. The Board of the Manager does not consist of any NZL Directors.
AuditorsAuditors
The Audit and Risk Committee reviews the quality and cost of the audit undertaken by the NZL’s external auditors and provides The Audit and Risk Committee reviews the quality and cost of the audit undertaken by the NZL’s external auditors and provides
a formal channel of communication between the Board, senior management and external auditors.a formal channel of communication between the Board, senior management and external auditors.
The Audit and Risk Committee approves the auditor’s terms of engagement, audit partner rotation (at least every five years) The Audit and Risk Committee approves the auditor’s terms of engagement, audit partner rotation (at least every five years)
and audit fee, and reviews and provides feedback in respect of the annual audit plan. The Board is aware that a lengthy audit and audit fee, and reviews and provides feedback in respect of the annual audit plan. The Board is aware that a lengthy audit
firm tenure has the potential to compromise auditor independence, and therefore will rotate the audit firm after 10 years unless firm tenure has the potential to compromise auditor independence, and therefore will rotate the audit firm after 10 years unless
on balance it is not in the interests of NZL to do so. The Committee periodically has time with the external auditor without on balance it is not in the interests of NZL to do so. The Committee periodically has time with the external auditor without
management present. The Audit and Risk Committee also assesses the auditor’s independence on an annual basis.management present. The Audit and Risk Committee also assesses the auditor’s independence on an annual basis.
An External Auditor Independence Policy has been adopted and sets out the services that may or may not be performed by the An External Auditor Independence Policy has been adopted and sets out the services that may or may not be performed by the
external auditor.external auditor.
PricewaterhouseCoopers (PwC) was appointed as external auditor for NZL on 16 November 2020 and Richard Day was PricewaterhouseCoopers (PwC) was appointed as external auditor for NZL on 16 November 2020 and Richard Day was
appointed as Lead Audit Partner on the same date.appointed as Lead Audit Partner on the same date.
All audit work is fully separated from non-audit services, to ensure that appropriate independence is maintained. The amount of All audit work is fully separated from non-audit services, to ensure that appropriate independence is maintained. The amount of
fees paid to PwC for audit work in Ffees paid to PwC for audit work in FY22 are identified in note 19 of the consolidated financial statements. At the 2022 Annual the 2022 Annual
MeMeeting shareholders authorised the Directors to fix the auditor’s fees and expenses for the ensuing year.
PwC has provided the Audit and Risk Management Committee with written confirmation that, in its view, it was able to operate
independently during the year.
PwC attended the 2022 Annual Shareholders’ Meeting and were available to answer any questions.
No non-audit services were provided by PwC.
NZX Waivers NZX Waivers
No waivers from the NZX Listing Rules were granted to the Company or relied upon by the Company during the six months No waivers from the NZX Listing Rules were granted to the Company or relied upon by the Company during the six months
ended 31 December 2022.
SECTION 2. STATUTORY INFORMATION

13
NEW ZEALAND RURAL LAND COMPANY
Substantial Product Holders
The following information is pursuant to section 293 of the Financial Markets Conduct Act 2013. The total number of voting
securities of NZL on issue as at 24 March 2023 was 138,977,554. According to notices received by NZL, the following persons
were substantial product holders in NZL as at 31 December 2022:
Ordinary sharesNumber held
ANZ New Zealand Investments Limited, ANZ Bank
New Zealand Limited and ANZ Custodial Services
New Zealand Limited
10,723,48110,723,481
Jarden Securities Limited and Harbour Asset
Management Limited
10,319,76810,319,768
Clyde and Rena Holland
10,089,27810,089,278
Vaulterra Holdings LLC
5,960,0005,960,000
Spread of Shareholders
The spread of the Shareholders of NZL as at 24 March 2023 is
aas follows:
Number of SharesNumber of HoldersTotal Shares HeldPercentage (%)
1 - 1,00012489,8760.06
1,001 – 5,0003941,143,6650.82
5,001 – 10,0002501,927,3731.39
10,001 – 50,0003638,162,7295.87
50,001 – 100,000695,171,9543.72
100,001 and over68122,481,95788.13
Total1,268138,977,554100.00
Spread of Warrant Holders
The spread of the Warrant Holders of NZL as at 24 March 2023 is as follows:
Number of WarrantsNumber of HoldersTotal Warrants HeldPercentage (%)
1 - 1,000247109,0591.40
1,001 – 5,000158359,9614.62
5,001 – 10,00031203,4112.61
10,001 – 50,00014331,4604.25
50,001 – 100,0005397,5815.10
100,001 and over66,390,35082.01
Total4617,791,822100.00
SECTION 2. STATUTORY INFORMATION
Credit Rating
NZL does not have a credit rating.

14
NEW ZEALAND RURAL LAND COMPANY
Twenty Largest Shareholders
The twenty largest Shareholders of NZL as
at at 24 March 2023 are as follows:
ShareholdersNumber held
New Zealand Permanent Trustees Limited 19,389,514
Premier Nominees Limited10,259,583
Accident Compensation Corporation9,210,583
TEA Custodians Limited7,098,317
Forsyth Barr Custodians Limited6,863,333
FNZ Custodians Limited6,287,441
MFL Mutual Fund Limited6,186,032
Allied Farmers Limited4,200,000
Janice Catherine Walker & Sonya Jane Walker & Duncan Varhan Fea 4,000,000
New Zealand Depository Nominee3,503,076
HSBC Nominees (New Zealand) Limited3,077,094
Custodial Services Limited2,840,147
JP Morgan Chase Bank2,564,076
Citibank Nominees (NZ) Limited2,543,767
Wairahi Investments Limited2,400,000
New Zealand Permanent Trustees Limited2,300,000
Investment Custodial Services Limited2,205,417
DFS Investment Partners LLC1,950,790
Custodial Services Limited1,949,534
Public Trust RIF Nominees Limited1,475,894
SECTION 2. STATUTORY INFORMATION

15
NEW ZEALAND RURAL LAND COMPANY
Twenty Largest Warrant Holders
The twenty largest Warrant Holders of NZL as at 24 March 2023 are as follows:
Warrant HoldersNumber held
Accident Compensation Corporation1,636,731
Premier Nominees Limited854,965
TEA Custodians Limited644,802
Forsyth Barr Custodians Limited577,777
MFL Mutual Fund Limited515,502
New Zealand Permanent Trustees Limited299,999
Citibank Nominees (NZ) Limited280,593
FNZ Custodians Limited265,204
HSBC Nominees (New Zealand) Limited243,013
JP Morgan Chase Bank213,672
New Zealand Permanent Trustees Limited196,334
Custodial Services Limited157,044
Public Trust RIF Nominees Limited122,991
FNZ Custodians Limited108,103
New Zealand Depository Nominee102,820
Elizabeth Beatty Benjamin & Michael Murray Benjamin100,000
Custodial Services Limited84,206
Elevation Capital Management Limited83,606
Jarden Securities Limited70,436
Donald Hamish MacKintosh59,333
SECTION 2. STATUTORY INFORMATION

16
NEW ZEALAND RURAL LAND COMPANY
3
SECTION
Financial
Statements
New Zealand Rural Land Company Limited and its subsidiaries
Directors' responsibility statement
For and on behalf of the Board
DirectorDirector
The Board of Directors of New Zealand Rural Land Company Limited authorised the financial statements for issue on 28 February
2023.
The directors are pleased to present the financial statements of New Zealand Rural Land Company Limited and its subsidiaries for the
financial period ended 31 December 2022.
2

17
NEW ZEALAND RURAL LAND COMPANY
17
NEW ZEALAND RURAL LAND COMPANY
New Zealand Rural Land Company Limited and its subsidiaries
For the 6 month period ended 31 December 2022
Notes
$'000$'000
Gross rental income
Rental income75,681 8,215
Net rental income5,681 8,215
Less overhead costs
Directors fees(114)(217)
Insurance(40)(80)
Marketing expenses(11)(1)
Management fees20(467)(632)
Professional and consulting fees(295)(456)
Performance fee20(495)(4,115)
Other expenses(53)(85)
Total overhead costs(1,475)(5,586)
Profit before net finance (expense) / income, other income and income tax4,206 2,629
Finance income1,590 3,550
Finance expense(2,615)(2,408)
Net finance (expense) / income8(1,025)1,142
Profit before other income and income tax3,181 3,771
Other income
Change in fair value of investment property52,258 35,342
Profit before tax5,439 39,113
Income tax (expense) / benefit9.1(174)567
Profit and total comprehensive income for the period5,265 39,680
CentsCents
Basic and diluted earnings per share254.59 42.43
Consolidated statement of comprehensive income
12 month period
ended 30 June
2022
6 month
period ended
31 December
2022
These financial statements are to be read in conjunction with the accompanying notes
3

18
NEW ZEALAND RURAL LAND COMPANY
18
NEW ZEALAND RURAL LAND COMPANY
New Zealand Rural Land Company Limited and its subsidiaries
Consolidated statement of financial position
At 31 December 2022
31 December
2022
30 June 2022
Notes
$'000$'000
Current assets
Cash and cash equivalents101,942 1,004
Trade and other receivables11269 1,411
Current tax receivable13 10
Total current assets2,224 2,425
Non-current assets
Investment property5267,360 264,899
Deposit for forestry estate acquisition66,294 -
Loan receivable1219,144 18,554
Deferred tax assets9.2915 1,089
Derivative assets132,506 1,792
Other non-current assets377 256
Total non-current assets296,596 286,590
Total assets298,820 289,015
Current liabilities
Trade and other payables14594 923
Income in advance- 579
Borrowings151,968 -
Other current liabilities319 150
Total current liabilities2,881 1,652
Non-current liabilities
Borrowings15105,000 100,768
Total non-current liabilities105,000 100,768
Total liabilities107,881 102,420
Net assets190,939 186,595
Share capital16134,180 129,632
Share based payment reserve18495 4,115
Retained earnings56,264 52,848
Total equity190,939 186,595
$$
Net Assets Value (NAV) per share22.21.6517 1.6564
Net Tangible Assets (NTA) per share22.21.6221 1.6309
These financial statements are to be read in conjunction with the accompanying notes
4

19
NEW ZEALAND RURAL LAND COMPANY
19
NEW ZEALAND RURAL LAND COMPANY
New Zealand Rural Land Company Limited and its subsidiaries
Consolidated statement of changes in equity
For the 6 months ended 31 December 2022
Notes
$'000$'000$'000$'000
Balance at 1 July 2021
93,514 1,625 15,115 110,254
Comprehensive Income
Profit for the period- - 39,680 39,680
Total comprehensive income- - 39,680 39,680
Transactions with shareholders
Contributed capital1634,852 - - 34,852
Transaction costs16(551)- - (551)
Performance fee issued in ordinary shares161,625 (1,625)- -
Performance fee payable in ordinary shares18- 4,115 - 4,115
Dividends paid17- - (1,947)(1,947)
Dividend reinvestment plan issues17192 - - 192
Balance at 30 June 2022
129,632 4,115 52,848 186,595
Comprehensive Income
Profit for the period- - 5,265 5,265
Total comprehensive income
- - 5,265 5,265
Transactions with shareholders
Contributed capital16476 - - 476
Transaction costs16
(43)- - (43)
Performance fee issued in ordinary shares16
4,115 (4,115)- -
Performance fee payable in ordinary shares18- 495 - 495
Dividends paid17- - (1,849)(1,849)
Balance at 31 December 2022
134,180 495 56,264 190,939
Share capital
Retained
earnings
Total
Share based
payment
reserve
These financial statements are to be read in conjunction with the accompanying notes
5

20
NEW ZEALAND RURAL LAND COMPANY
20
NEW ZEALAND RURAL LAND COMPANY
New Zealand Rural Land Company Limited and its subsidiaries
Consolidated statement of cash flows
For the 6 months ended 31 December 2022
Notes
$'000$'000
Cash flows from operating activities
Lease income received
5,887 6,505
Payments to suppliers
(271) (394)
Management fees paid
(377) (663)
Income taxes (paid) / received
(3) 12
Interest paid
(3,041) (1,890)
Interest received
329 599
Net cash generated by operating activities2,524 4,169
Cash flows from investing activities
Payments for investment properties
- (90,492)
Payments for deposit for forestry acquisition
6 (6,294) -
Payments for leasehold improvements
(121) (181)
Payment for loan receivable- (12,018)
Net cash used in investing activities(6,415)(102,691)
Cash flows from financing activities
Proceeds from issue of ordinary shares521 34,822
Payment of transaction costs on issue of ordinary shares(43) (551)
Dividends paid(1,849) (1,755)
Proceeds from borrowings6,200 60,768
Repayment of borrowings- (14,254)
Net cash generated by financing activities4,829 79,030
Net increase / (decrease) in cash and cash equivalents938 (19,492)
Cash and cash equivalents beginning of the period1,004 20,496
Cash and cash equivalents at the end of the period101,942 1,004
6 month period
ended 31
December 2022
12 month
period ended 30
June 2022
These financial statements are to be read in conjunction with the accompanying notes
6

21
NEW ZEALAND RURAL LAND COMPANY
21
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
1Reporting entity
2Basis of preparation
2.1Statement of compliance and reporting framework
2.2
Functional and presentation currency
2.3Basis of measurement
Revenue, expenses, assets and liabilities are recognised net of the amount of goods and services tax (GST) except:
•
•
These financial statements are for the 6 month period ending 31 December 2022. The comparative period is the 12 month period ended
30 June 2022. The Group changed its balance date from 30 June to 31 December in the period to best align with the dairy farming
financial year.
for receivables and payables which are recognised inclusive of GST (the net amount of GST recoverable from or payable to the
taxation authority is included as part of receivables or payables).
New Zealand Rural Land Company Limited and its subsidiaries
The consolidated financial statements for New Zealand Rural Land Company Limited (the "Company" or "Parent") and its subsidiary (the
"Group") are for the economic entity comprising the Company and its subsidiary. The Group's principal activity is investment in New
Zealand rural farmland.
where the amount of GST incurred is not recovered from the taxation authority, it is recognised as part of the cost of
acquisition of an asset or as part of an item of expense; or
The Company is incorporated in New Zealand and registered under the Companies Act 1993. The Company is an FMC reporting entity for
the purposes of the Financial Markets Conduct Act 2013 and the Financial Reporting Act 2013. The Company was incorporated on 11
September 2020 and is domiciled in New Zealand. The Company is listed on the New Zealand Stock Exchange (NZX Limited) with ordinary
shares listed on the NZX Main Board. The address of the Company's registered office is 50 Customhouse Quay, Wellington Central,
Wellington, New Zealand.
These financial statements are presented in New Zealand dollars, which is the Group's functional currency. All amounts have been
rounded to the nearest thousand, unless otherwise stated.
The financial statements have been prepared on the historical cost basis except for derivative financial instruments and investment
properties which are measured at fair value.
The Group has adopted External Reporting Board Standard A1 Accounting Standards Framework (For-profit Entities Update) (XRB A1).
The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice ("NZ GAAP") and
the Financial Markets Conduct Act 2013. They comply with New Zealand equivalents to International Financial Reporting Standards ("NZ
IFRS") and other applicable Financial Reporting Standards, as appropriate. These financial statements comply with International Financial
Reporting Standards ("IFRS") as published by the International Accounting Standards Board. For the purposes of complying with NZ GAAP,
the Group is a for-profit entity. These financial statements have been prepared in accordance with the requirements of the Companies
Act 1993 and on a going concern basis (note 6).
7

22
NEW ZEALAND RURAL LAND COMPANY
22
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
2.4Basis of consolidation
•
•
•
2.5Financial instruments
Financial assets - Derecognition of financial assets
Financial assets - Impairment of financial assets
Financial instruments are classified into the following specified categories: ‘fair value through profit or loss' (FVTPL), and 'at amortised
cost'. The classification depends on the business model and nature of the cash flows of the financial instrument and is determined at the
time of initial recognition.
is exposed, or has rights, to variable returns from its involvement with the investee; and
has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more
of the three elements of control listed above.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control
of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the
consolidated statement of profit or loss and other comprehensive income from the date the Company gains control until the date when
the Company ceases to control the subsidiary.
When necessary, adjustments are made to the financial statements of a subsidiary to bring their accounting policies into line with the
Group's accounting policies.
All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are
eliminated in full on consolidation.
has power over the investee;
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company and
its subsidiary. Control is achieved when the Company:
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the instruments.
The Group’s financial assets consist of cash, trade receivables, derivatives and loan receivable.
The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the
financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Group neither transfers nor
retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its
retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and
rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a
collateralised borrowing for the proceeds received.
Impairment of financial assets are recorded through a loss allowance account (bad debt provision). The amount of the loss allowance is
based on the simplified Expected Credit Loss (ECL) approach which involves the Group estimating the lifetime ECL at each balance date.
The lifetime ECL is calculated using a provision matrix based on historical credit loss experience and adjusted for forward looking factors
specific to the debtors and the economic environment.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the
acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through
profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial
recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit
or loss are recognised immediately in profit or loss.
8

23
NEW ZEALAND RURAL LAND COMPANY
23
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
2.5Financial instruments (continued)
Financial liabilities - Amortised cost
Financial liabilities - Derecognition of financial liabilities
3
Critical accounting estimates and judgements
• Fair valuation of investment property (note 5)
• Deferred tax on investment property (note 9.2)
• Recognition of loan receivable (note 12)
3.1
Fair value estimation
•
•
• Level 3 inputs are unobservable inputs for the asset or liability.
The preparation of these financial statements requires management to make estimates and assumptions. These affect the amounts of
reported revenue and expense and the measurement of assets and liabilities. Actual results could differ from these estimates. The
principal areas of judgement and estimation in these financial statements are:
The carrying value of all other financial assets and liabilities held at amortised cost reasonably approximates the fair value due to the
short term nature of the financial instruments.
Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the significance of the
inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are
determined based on a reassessment of the lowest level of input that is significant to the fair value measurement. For financial reporting
purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value
measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as
follows:
Financial liabilities at amortised cost (including borrowings, related party payables and trade and other payables) are initially recognised
at fair value and subsequently measured at amortised cost using the effective interest method.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over
the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and
points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts)
through the expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial
recognition.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation
technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if
market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value
for measurement and/or disclosure purposes in these financial statements is determined on such a basis.
The Group’s assets and liabilities that are measured at fair value are investment property and derivative financial instruments. Investment
property is measured using level 3 valuation techniques as further detailed in Note 5.
Derivative financial instruments are measured using level 2 valuation techniques, which is based on inputs other than quoted prices in an
active market that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). This
valuation technique maximises the use of observable market data where it is available and relies as little as possible on entity specific
estimates. The derivatives are valued based on the mark to market valuations of the interest rate swaps on 31 December 2022.
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the
measurement date;
Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or
liability, either directly or indirectly; and
The Group derecognises financial liabilities when, and only when, the Group's obligations are discharged, cancelled or they expire. The
difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in
profit or loss.
9

24
NEW ZEALAND RURAL LAND COMPANY
24
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
4
Segment information
5
Investment properties
Fair value of rural land investment properties:
31 December 2022
Land area
Opening
balanceAdditions ¹
Lease fee
amortisation
Capitalised
lease
incentive ²
Revaluation
gainCarrying value
Hectares$'000$'000$'000$'000$'000$'000
Canterbury
5,765
139,808 -(4) (89) 1,172140,887
Otago3,50080,138-(2) -65080,786
Southland
1,386
44,953 -(18) 316 43645,687
Fair value of investment properties264,899 -(24) 227 2,258 267,360
¹
²
Property valuations will be carried out at least annually by independent registered valuers.
Investment property is initially measured at cost and subsequently measured at fair value with any change therein recognised in profit or
loss. Any gain or loss arising from a change in fair value is recognised in profit or loss.
The Group operates in one business segment being New Zealand rural land.
Included in the Group's total rental income, more than 10% was received from four significant customers, Performance Livestock Limited,
Sustainable Grass Limited, Performance Dairy Limited, and WHL Capital Limited. The total rental income derived in the 6 month period
ended 31 December 2022 from these customers was $0.679 million, $0.584 million, $1.547 million, and $1.824 million respectively (year
ended 30 June 2022: $1.358 million, $1.167 million, $3.095 million, and $2.029 million respectively). No other single customer
contributed 10% or more of the Group's total rental income (year ended 30 June 2022: nil).
Net of amortisation.
Includes directly attributable acquisition costs.
Initial direct costs incurred in negotiating and arranging operating leases and lease incentives granted are added to the carrying amount
of the leased asset.
Investment properties are derecognised when they have been disposed of and any gains or losses incurred on disposal are recognised in
profit or loss in the year of derecognition.
Location
Investment property is property held either to earn rental income, for capital appreciation or for both.
Included in the Group's total gross finance income, excluding gains on the fair value of derivative instruments, more than 10% was
received as interest income from two significant customers. The total gross interest income derived in the 6 month period ended 31
December 2022 from these customers was $0.297 million and $0.610 million respectively (year ended 30 June 2022: $0.549 million and
$1.1 million respectively). No other single customer contributed 10% or more of the Group's total finance income (year ended 30 June
2022: nil).
10

25
NEW ZEALAND RURAL LAND COMPANY
25
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
5
Investment properties (continued)
30 June 2022
Land area
Opening
balanceAdditions ¹
Lease fee
amortisation
Capitalised
lease
incentive ²
Revaluation
gainCarrying value
LocationHectares$'000$'000$'000$'000$'000$'000
Canterbury5,765 126,581 - (8) 1,273 11,962 139,808
Otago3,500 - 61,544 (30) - 18,624 80,138
Southland1,386 11,097 29,096 (5) 94,756 44,953
Fair value of investment properties137,678 90,640 (43) 1,282 35,342 264,899
¹
²
5.1Fair value measurement, valuation techniques and inputs
The Group's investment properties were valued by Colliers International, with values applicable as at 31 December 2022.
Key inputs used to measure fair value:
31 December
2022
30 June 2022
Land growth rate3%3%
CPI
2%2%
Discount rate
7.15%7%
Terminal rate6.65%6.5%
External, independent valuers, having appropriate recognised professional qualifications and recent experience in the location and
category of the property being valued, value the Group’s investment property portfolio at least every 12 months. The fair values are
based on market values, being the estimated amount for which a property could be exchanged on the date of the valuation between a
willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably,
prudently and without compulsion.
Includes directly attributable acquisition costs.
During the year there were no transfers of investment properties between levels of the fair value hierarchy. The valuation techniques
used in measuring the fair value of investment property, as well as the significant unobservable inputs used are as follows:
Investment properties are classified as level 3 (inputs are unobservable for the asset or liability) under the fair value hierarchy on the
basis that adjustments must be made to observable data of similar properties to determine the fair value of an individual property.
The investment properties have been assessed on a fair value basis utilising the income approach for the Group's interest as lessor and a
market approach to assess the reversionary value of the assets at the expiry of the current lease terms. The valuation includes the
consideration made by the valuer for the applicable climate risks.
Net of amortisation.
The net present value of the income provided under the lease agreements have been assessed to be above prevailing market leases for
similar assets. This results in the Group's interest assessment in the leases being greater than the current fair value for the asset on the
basis of the fee simple valuation.
11

26
NEW ZEALAND RURAL LAND COMPANY
26
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
5.2Valuation methodology
Key valuation inputDescription
Land growth rateIncreaseDecrease
CPIIncreaseDecrease
Discount rateDecreaseIncrease
Terminal rateDecreaseIncrease
IncreaseDecrease
6Forestry estate acquisition
7Rental income
Gross lease receipts5,4527,416
Straight line rental adjustments317975
Amortisation of capitalised lease incentives(88)(176)
Rental income5,6818,215
In addition to the proceeds of the Equity Raising, the Acquisition will be funded with $25.2 million of new debt, with total debt facility
limits increased from $107 million to $131 million. Bank funding is conditional on final credit approval and NZL securing funding for the
balance of the Acquisition purchase price. The Group also has an option with New Zealand Forest Land Limited (“NZFL”), where at the
Group’s discretion it can require NZFL to invest up to $18m of equity in the estate. If the Group exercises that option then NZFL can sell
its investment back to the Group after 18 months (post settlement at a floored price).
NZL has an unconditional contract to acquire forestry assets of approximately 2400ha, located in the Whanganui/Manawatu region for
approximately $63m subject to final costs (“the Acquisition”). The Acquisition and its associated costs are to be primarily funded from the
proceeds of a 1 for 3 pro-rata rights offer in March 2023 to be made to existing shareholders to raise up to $38.5 million (“Equity
Raising”). The success of the Equity Raising is dependent upon shareholders taking up the offer. To any extent that shareholders do not
participate in the Equity Raising, NZL may place their shares with new investors following the close of the Equity Raising.
The Directors have considered NZL’s ability to fund the Acquisition and the related costs and are comfortable with being able to meet this
commitment based on the current plans in place and outlined above. The Directors believe there are no material uncertainties and NZL
remains a going concern.
Rental income from investment property leased to clients under operating leases is recognised in the consolidated statement of
comprehensive income on a straight-line basis over the term of the lease, taking into account rent free periods. Where lease incentives
are provided to customers, the cost of incentives are recognised over the lease term on a straight-line basis as a reduction to rental
income.
Increase in
input
Measurement sensitivity
The rate applied to discount future cashflows, it reflects transactional
evidence from similar types of property assets. Used in the income
approach.
The rate used to assess the terminal value of the property. Used in the
income approach.
12 month
period ended
30 June 2022
6 month
period ended
31 December
2022
The rate applied to the expected land value growth. Used in the income
approach.
The expected inflation increase applied to the lease income every three
years. Used in the income approach.
Decrease in
input
The valuer's assessment of the annual net market income per hectare
attributable to the property. Used in the income approach.
The settlement date for the acquisition is 15 April 2023. A deposit of $6.2 million, being 10% of the total purchase price, was paid in
November 2022.
Market rental assessment
In the unlikely event the Equity Raising is unsuccessful there are other options available that support the Groups ability to continue as a
going concern. This includes, but is not limited to, additional funding options available to settle the acquisition such as the placement of
financial products to new investors on negotiated terms or bridging finance given that two dairy farm assets are subject to put and call
arrangements and are expected to be disposed of within the next 12 months.
12

27
NEW ZEALAND RURAL LAND COMPANY
27
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
7.1Operating lease income commitments
Future minimum rental receivables under non-cancellable operating leases are as follows:
Within 1 year11,338 11,338
After 1 year but not more than 5 years45,353 45,353
More than 5 years50,588 63,296
Total property operating lease income
107,279 119,987
8Finance income and expense
$'000$'000
Finance income
Interest income
9191,660
Gain on fair value of derivative instruments6711,890
Finance expense
Interest expense(2,615)(2,408)
Net finance (expense) / income(1,025)1,142
9Income taxes
Income tax expense represents the sum of the tax currently payable and deferred tax.
6 month
period ended
31 December
2022
12 month
period ended
30 June 2022
The commitments above are calculated based on the contract rates using the term certain expiry dates of lease contracts. Actual rental
amounts in future may differ due to CPI adjustments within the lease agreements.
Finance expense includes interest expense incurred on borrowings and any loss on fair value of derivative instruments. Interest expense
is recognised using the effective interest method. Gain on fair value of derivative instruments details are included in note 13.
The Group has entered into investment property leases (as lessor) which have remaining non-cancellable lease terms of between 10 and
11 years.
Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive
income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in
equity respectively.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before tax’ as reported in the
consolidated Statement of Comprehensive Income because of items of income or expense that are taxable or deductible in other years
and items that are never taxable or deductible. The Group's current tax is calculated using tax rates that have been enacted or
substantively enacted by the end of the reporting period.
Finance income includes interest income derived from financial assets and any gain on fair value of derivative instruments. Interest
income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of
income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the
effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the
financial asset to that asset's net carrying amount on initial recognition.
6 month
period ended
31 December
2022
12 month
period ended
30 June 2022
13

28
NEW ZEALAND RURAL LAND COMPANY
28
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
9.1Income tax recognised in statement of comprehensive income
$'000$'000
Current tax expense
--
Deferred tax expense / (benefit)
174(567)
Income tax expense / (benefit)
174(567)
Reconciliation of income tax expense to prima facie tax payable:
Profit before tax
5,43939,113
Income tax expense calculated at 28%
1,52310,952
Effect of expenses that are not deductible in determining taxable profit
325
Effect of income that is not assessable in determining taxable profit
(632)(9,896)
Tax depreciation
(720)(1,540)
Prior period adjustment
-(108)
Income tax expense / (benefit)
174(567)
9.2Deferred tax assets
31 December 2022
$'000 $'000 $'000
Lease fees(62) (1) (63)
Lease incentives(488) (67)(555)
Tax losses1,637 (106) 1,531
Other2-2
Total deferred tax asset / (liability)1,089(174)915
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements
and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable
temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is
probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax
assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business
combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In addition, deferred
tax liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or
the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the
Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Recognised in
profit or loss
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Closing
balance
6 month
period ended
31 December
2022
12 month
period ended
30 June 2022
Opening
balance
14

29
NEW ZEALAND RURAL LAND COMPANY
29
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
9.2Deferred tax assets (continued)
30 June 2022
$'000 $'000 $'000
Lease fees(42)(20) (62)
Lease incentives(131)(357) (488)
Tax losses807830 1,637
Depreciation on investment property(112)112-
Other-22
Total deferred tax asset / (liability)5225671,089
Key Judgement
10Cash and cash equivalents
Dec 2022 Jun 2022
$'000$'000
Cash at bank
1,942 1,004
Total cash and cash equivalents
1,9421,004
11Trade and other receivables
Trade receivables are non-derivative financial assets and measured at amortised cost less impairment.
Dec 2022 Jun 2022
$'000$'000
Trade receivables41 1,054
Prepayments228 312
Other receivables- 45
Total trade and other receivables2691,411
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short‑term, highly liquid
investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject
to an insignificant risk of changes in value, and bank overdrafts.
Cash and cash equivalents at the end of the reporting period as shown in the statement of cash flows can be reconciled to the related
items in the statement of financial position as follows:
Opening
balance
Recognised in
profit or loss
Closing
balance
The Group has chosen not to rebut the presumption in NZ IAS 12 Income taxes that the carrying value of investment properties will be
recovered through sale.
15

30
NEW ZEALAND RURAL LAND COMPANY
30
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
12Loan receivable
Dec 2022 Jun 2022
$'000$'000
Non-current:
McNaughtons home block
6,321 6,021
Makikihi Farm
12,823 12,533
Total loan receivable
19,14418,554
13Derivatives
Dec 2022 Jun 2022
$'000$'000
Derivative assets
2,5061,792
2,5061,792
14Trade and other payables
Dec 2022 Jun 2022
$'000$'000
Trade payables and accruals
436 908
GST payable
158 15
Total trade and other payables594923
The loan receivable balances have been considered and determined no impairment is required at reporting date.
Derivative financial instruments, comprising interest rate swaps are classified as fair value through profit or loss ("FVTPL"). Subsequent to
initial recognition, changes in fair value of such derivatives and gains or losses on their settlement are recognised in the consolidated
statement of comprehensive income in finance income and expense.
The Group has determined that these arrangements have the substance of loans with 10% market interest rates per annum.
On 1 June 2021, the Group acquired land at 30 Cooneys Road, Morven for $5.4 million and simultaneously entered into a lease and a put
and call agreement with Performance Dairy Limited (PDL), a related entity to the vendor. Under the call agreement, PDL can acquire the
land on 31 May in any year (providing a minimum 90 days notice has been provided) from the Group for $5.4 million plus 10% interest
compounding annually. Under the put agreement, from 1 June 2023 the Group can require PDL to acquire the land on 31 May any year
under the same pricing mechanism and notice requirements. The put and call option has a 99 year life.
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year which are unpaid.
The amounts are unsecured and are usually paid within 30 days from recognition. Trade payables are recognised initially at fair value and
subsequently measured at amortised cost.
The loans are secured by a General Security Deed and cross guarantee from certain Van Leeuwen Group entities.
Key Judgement
On 2 August 2021, the Group acquired land at a North Canterbury Dairy Farm (Makikihi Farm) for $12 million and simultaneously entered
into a lease and a put and call agreement with Makikihi Robotic Dairy Limited (MRDL), a related entity to the vendor. Under the call
agreement, MRDL can acquire the land on 31 May in any year (providing a minimum 90 days notice has been provided) from the Group
for 12 million plus 10% interest compounding annually. Under the put agreement, from 1 August 2023 the Group can require MRDL to
acquire the land on 31 May any year under the same pricing mechanism and notice requirements. The put and call option has a 99 year
life.
16

31
NEW ZEALAND RURAL LAND COMPANY
31
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
15Borrowings
Dec 2022 Jun 2022
$'000$'000
Current borrowings:
Rabobank facility
1,968 -
Non-current borrowings:
Rabobank facility
105,000 100,768
Total borrowings
106,968100,768
Total
Undrawn
facility
Drawn
amountFair value
Dec 2022
$'000$'000$'000$'000
Bank facility A1 June 20256.35%46,000 -46,000 46,000
Bank facility B1 June 20246.20%29,500 -29,500 29,500
Bank facility B31 January 20236.20%2,000 321,968 1,968
Bank facility C1 June 20266.50%29,500 -29,500 29,500
107,000 32 106,968 106,968
Total
Undrawn
facility
Drawn
amountFair value
Jun 2022
$'000$'000$'000$'000
Bank facility A1 June 20254.01%46,000 4,232 41,768 41,768
Bank facility B1 June 20243.84%29,500 -29,500 29,500
Bank facility C1 June 20264.14%29,500 -29,500 29,500
105,000 4,232 100,768 100,768
The terms of the borrowings includes the following covenants that the Group must ensure at all times:
•
Interest coverage ratio is greater than 2.0;
•
Loan to valuation ratio does not exceed 40%; and
•
Capital expenditure in each financial year shall not exceed 120% of the budgeted forecast capital expenditure.
Effective
interest rate
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost.
Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the consolidated statement of
comprehensive income over the period of the borrowings using the effective interest method. Borrowings are classified as current
liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.
There is a general security deed over all of the assets of the Group as security of the borrowings.
The Group has complied with the financial covenants of its borrowing facilities during the 6 month period to December 2022.
Effective
interest rate
Expiry date
The Group has entered into a revolving credit facility agreement with Rabobank on 21 May 2021 and renewed on 8 December 2022 and
28 December 2022. The facility agreement has a limit of $107,000,000 with floating interest rates ranging over the three tranches of the
debt. Interest is payable quarterly in arrears.
Expiry date
17

32
NEW ZEALAND RURAL LAND COMPANY
32
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
16Issued capital
Notes
Authorised and issued
Balance at 1 July 2021
93,51478,930,970
Rights issue to existing shareholders (September 2021)
18,486 16,805,868
Rights issue to existing shareholders (June 2022)
16,366 15,586,890
Performance fee issued in ordinary shares
1,625 1,163,162
Dividend reinvestment plan issues
17192 162,004
Transaction costs arising on issue of shares
(551) -
Balance at 30 June 2022
129,632112,648,894
Rights issue to existing shareholders (August 2022)
476 452,929
Performance fee issued in ordinary shares
4,115 2,499,747
Transaction costs arising on issue of shares
(43) -
Balance at 31 December 2022
134,180115,601,570
17Dividends
18Share based payment reserve
Dec 2022 Jun 2022
$'000$'000
Arising on share-based payments (performance fee)
495 4,115
Balance at end of the period
495 4,115
19Remuneration of auditors
Dec 2022 Jun 2022
Assurance and other services
$'000$'000
Statutory audit services
102 96
10296
The share based payment reserve relates to the Manager's performance fee that is settled through the issue of shares. More details on
performance fees are provided in note 20.1.
During the period, total dividends of $1.849 million were declared. An ordinary dividend of $0.016 per share with no supplementary
dividend was issued in September 2022. No imputation credits were attached to the dividend.
In August 2022, a rights issue to existing shareholders closed with 0.5 million shares being issued at $1.05 per share.
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity
instruments issued are recognised at the proceeds received, net of direct issue costs.
Repurchase of the Group's own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or
loss on the purchase, sale, issue or cancellation of the Group's own equity instruments.
$'000
No. of
ordinary
shares
The June 2022 performance fee was settled with 2.5 million shares being issued in September 2022 at an equivalent of $1.6462 per share.
All shares have equal voting rights, participate equally in any dividend distribution or any surplus on the winding up of the Company. The
shares have no par value.
During the year the following fees were paid or payable for services provided by PricewaterhouseCoopers New Zealand as the auditor of
the Group:
Equity-settled share-based payment transactions with parties other than employees are measured at the fair value of the goods or
services received, except where that fair value cannot be estimated reliably, in which case they are measured at the fair value of the
equity instruments granted, measured at the date the entity obtains the goods or the counterparty renders the service.
18

33
NEW ZEALAND RURAL LAND COMPANY
33
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
20Related parties
20.1Remuneration of the Manager
• Providing administrative and general services;
• Sourcing and securing potential investors and communicating with investors;
• Sourcing opportunities for the sale and purchase of Land, and operators for lease agreements in respect of Land;
• Overseeing due diligence for and executing transactions for the sale and purchase, and leasing, of Land;
• Managing the Group’s Property, including Land owned by the Group;
• Arranging regular valuations and audits of the Group; and
• Administering the payment of dividends and distributions in respect of the Group.
The Manager is remunerated via management fees, transaction fees and performance fees.
Fees paid and owing to the Manager:
Fees chargedOwing at 31
Dec
Fees chargedOwing at 30
June
$'000$'000$'000$'000
Basic management services fee467 90632 55
Land transaction fees- -1,116 -
Leasing fees- -150 -
Performance fee495 495 4,115 4,115
Total
962 585 6,013 4,170
Management fee
Transaction fee
•
•
Performance fee
20.2Key management personnel compensation
In addition to remuneration of the Manager outlined above, the Group paid directors fees during the period of $0.114 million (year ended
June 2022: $0.217 million) in cash. There was no other compensation of key management personnel during the period.
A fee is payable for the following transactions:
6 month period ended 31
December 2022
12 month period ended 30
June 2022
A monthly management fee is payable equal to 0.5% per annum of the Group's Net Asset Value, calculated on a monthly basis. The total
management fees for the period ended 31 December 2022 were $0.467 million (year ended 30 June 2022: $0.632 million).
Transaction fees incurred for the period ended 31 December 2022 were nil (year ended 30 June 2022: $1.116 million and $0.150 million)
in relation to the purchase and lease fee components (respectively). The purchase fee for the comparable period was included in the
initial carrying amount of the acquired investment property. The leasing fee for the comparative period has been added to the carrying
value of the leased asset (being investment properties) as part of the initial direct costs of arranging the lease.
The Group has appointed an external manager, New Zealand Rural Land Management Limited Partnership through a signed management
agreement. The Manager is responsible for all management functions of the Group, including:
For each lease agreement entered into, a fee of $30,000.
For each purchase or sale of land, a fee equal to 1.25% of the acquisition or divestment cost of the land and improvements;
and
A performance fee is payable to the Manager when the Group's net asset value ('NAV') per share exceeds the Group's NAV per share in
the immediately preceding financial year. This annual performance fee is calculated as 10% of the increase in NAV per share and is settled
through the issue of ordinary shares based on the NAV per share at that date. NAV per share is adjusted for the impact of capital
reconstructions (such as a rights issue at a premium or discount), with the intention of the calculation being neither prejudicial nor
advantageous to the Company or the Manager. Half of the ordinary shares issued are held in escrow and cannot be sold for 5 years. The
value of the performance fee in the 6 month period ending 31 December 2022 was $0.495 million (year ended 30 June 2022: $4.115
million). The shares will be issued to the Manager subsequent to balance date.
19

34
NEW ZEALAND RURAL LAND COMPANY
34
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
21Subsidiary
Dec 2022 Jun 2022
Name of entityCountry incorporatedEquity holdingEquity holding
NZRLC Dairy Holdings LimitedNew Zealand100%100%
SSP NI LimitedNew Zealand100%0%
22Non-GAAP measures
22.1Reconciliation of net profit after tax to adjusted funds from operations (AFFO)
Notes
$'000$'000
Net profit after tax5,26539,680
Adjustments
Unrealised net (gain) in value of investment properties5(2,258) (35,342)
Performance fee payable in shares18495 4,115
Unrealised net (gain) / loss on derivatives8(671) (1,890)
Deferred tax expense / (benefit)9.2174 (567)
Amortisation of rent free incentives788176
Amortisation of lease fee25 46
Funds from operations ('FFO')3,1186,218
FFO per share (cents)2.705.52
Adjustments
Incentives and leasing costs(315) (1,608)
Future maintenance capital expenditure¹(329)(319)
Adjusted funds from operations ('AFFO')2,4744,291
AFFO per share (cents)2.143.81
The consolidated Financial Statements incorporate the assets, liabilities and results of the subsidiary in accordance with the accounting
policy described in note 2.4.
Funds from operations ('FFO') is a non-GAAP financial measure that shows the Group's underlying and recurring earnings from its
operations and is considered industry best practice for a property fund to enable investors to see the cash generating ability of the
business. This is determined by adjusting statutory net profit (under NZ IFRS) for certain non-cash and other items. FFO has been
determined based on guidelines established by the Property Council of Australia and is intended as a supplementary measure of
operating performance. The Manager uses and considers Adjusted Funds From Operations ('AFFO') as a measure of operating cash flow
generated from the business, after providing for all operating capital requirements including maintenance capital expenditure, tenant
improvement works, incentives and leasing costs.
The following subsidiaries have been consolidated in the Financial Statements of the Group:
¹ Represents amounts set aside each financial period for future expected maintenance capital expenditure as considered prudent by the
Manager. These amounts do not qualify for recognition as liabilities on the balance sheet under NZ GAAP.
Non-GAAP measures do not have a standard meaning prescribed by GAAP and therefore may not be comparable to information
presented by other entities. These measures should not be viewed in isolation, nor considered as a substitute for measures reported in
accordance with NZ IFRS.
6 month
period ended
31 December
2022
12 month
period ended
30 June 2022
20

35
NEW ZEALAND RURAL LAND COMPANY
35
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
22.2Net assets per share and net tangible assets per share
Dec 2022 Jun 2022
Notes
$'000$'000
Total assets298,820 289,015
(Less): Total liabilities(107,881) (102,420)
Net assets190,939186,595
(Less): Deferred tax asset
9.2
(915) (1,089)
(Less): Derivative asset
13
(2,506) (1,792)
Net tangible assets187,518183,714
Number of shares issued ('000)115,602 112,649
Net assets per share ($)1.6517 1.6564
Net tangible assets per share ($)1.6221 1.6309
23Financial instruments
Categories of financial instruments:
As at 31 December 2022
Assets
$'000 $'000 $'000 $'000
Cash and cash equivalents-1,942 -1,942
Trade and other receivables-41 -41
Loan receivable-19,144 -19,144
Derivative assets2,506 --2,506
2,506 21,127 -23,633
Liabilities
Trade and other payables--436 436
Borrowings--106,968 106,968
--107,404 107,404
As at 30 June 2022
Assets
$'000 $'000 $'000 $'000
Cash and cash equivalents-1,004 -1,004
Trade and other receivables-1,099 -1,099
Loan receivable-18,554 -18,554
Derivative assets1,792- -1,792
1,79220,657 -22,449
Liabilities
Trade and other payables--908 908
Borrowings--100,768 100,768
- -101,676 101,676
Financial
assets/
liabilities at
FVTPL
Financial
assets at
amortised
cost
Financial
liabilities at
amortised
cost
Total
The Group presents net assets per share and net tangible assets per share in these financial statements. The Group believes that these
non-GAAP measures provide useful additional information to readers. Net tangible assets per share is a required disclosure under the
NZX Listing Rules and net assets per share is a measure monitored by management and required for calculating the Manager's
performance fee. The calculation of the Group's net assets per share, net tangible assets per share, and its reconciliation to the
consolidated statement of financial position is presented below:
Financial
assets/
liabilities at
FVTPL
Financial
assets at
amortised
cost
Financial
liabilities at
amortised
cost
Total
21

36
NEW ZEALAND RURAL LAND COMPANY
36
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
24Financial risk management
24.1Interest rate risk
Dec 2022 Jun 2022
$'000$'000
Financial assets
Cash at bank1,9421,004
Financial liabilities
Bank borrowings (net of economic impact of interest rate swaps)64,96876,768
Interest rate applicable at balance date
Cash at bank<1%<1%
Bank borrowings (net of economic impact of interest rate swaps)6.34%4.00%
Interest rate
decrease of
2%
Interest rate
increase of 2%
Interest rate
decrease of
2%
Interest rate
increase of 2%
$'000$'000$'000$'000
Increase / (decrease) in interest expense(1,299)1,299(1,535)1,535
24.2Credit risk
The use of financial instruments exposes the Group to interest rate, credit and liquidity risks.
Credit risk represents the risk that the counterparty to the financial instrument will fail to discharge an obligation and cause the Group to
incur a financial loss. Financial instruments which are subject to credit risk principally consist of cash, debtors and loans receivable. The
Group’s exposure to credit risk is equal to the carrying value of the financial instruments.
The Group conducts credit assessments of tenants to determine credit worthiness prior to entering into lease agreements. This includes
requiring tenants to have equity at least six times their annual lease obligations or provide other suitable security arrangements. Where
appropriate, the Group will include guarantees and/or security from tenants within lease agreements to support rental payments. In
addition, debtor balances are monitored on an ongoing basis with the result that exposure to bad debts is not significant.
The risk from financial institutions is managed by placing cash and cash equivalents with high credit quality financial institutions only. The
Group has placed its cash and cash equivalents with ASB Bank Limited and Westpac New Zealand Limited, both who are AA- rated
(Standard & Poor's).
The Group intends to further mitigate this risk in the future by expanding into other primary sectors in New Zealand, such as horticulture,
viticulture, sheep and beef.
Dec 2022
Interest rate risk is the risk that fluctuations in interest rates impact the Group's financial performance, future cash flows or the fair value
of its financial instruments.
The Group's policy is to manage its interest rates using a mix of fixed and variable rate debt. To manage this mix, the Group enters into
interest rate swaps, in which the Group agrees to exchange, at specified intervals, the difference between fixed and variable rates for
interest calculated by reference to an agreed-upon notional principal amount. These swaps are designed to economically hedge
underlying debt obligations.
The Group's exposure to variable interest rate risk and the weighted average interest rate for interest bearing financial assets and
liabilities as at 31 December 2022 was as follows:
The following sensitivity analysis represents the change in interest expense if the floating interest rates on bank borrowings (net of
economic impact from interest rate swaps) had been 2% higher or lower, with other variables remaining constant:
Jun 2022
22

37
NEW ZEALAND RURAL LAND COMPANY
37
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
24.3Liquidity risk
The following table outlines the Groups' liquidity profile, as at 31 December 2022, based on contractual non-discounted cash flows:
Total0-1 year1-2 years2-5 years>5 years
As at 31 December 2022
$'000$'000$'000$'000$'000
Trade and other payables
594594---
Borrowings ¹
123,3288,78435,11579,429-
Total
123,9229,37835,11579,429-
Total0-1 year1-2 years2-5 years>5 years
As at 30 June 2022
$'000$'000$'000$'000$'000
Trade and other payables
923923---
Borrowings ¹
112,6234,02933,43975,155-
Total
113,5464,95233,43975,155-
¹
24.4Capital risk management
25Earnings per share
Dec 2022 Jun 2022
Profit after income tax ($'000)5,265 39,680
Weighted average number of shares for the purpose of basic and diluted EPS ('000)114,636 93,510
Basic and diluted earnings per share (cents)4.5942.43
When managing capital risk, the Manager's objective is to ensure the Group continues as a going concern as well as to maintain optimal
returns to shareholders and benefits for other creditors.
The Group meets its objectives for managing capital through its investment decisions on the acquisition and disposal of assets, dividend
policy, and issuance of new shares. This includes restricting debt to 40% of total assets and debt will generally be sought on interest-only
repayment terms, subject to maintaining the 40% debt limit. The Group will also seek debt with mortgage security over the rural land
acquired to secure the borrowings.
Basic and diluted earnings per share amounts are calculated by dividing profit after income tax attributable to shareholders by the
weighted average number of shares on issue.
Includes contractual interest payments based on drawn down amounts at reporting date and assuming no repayments of
principal prior to expiry date.
Liquidity risk is the risk that the Group may encounter difficulty in meeting its obligations associated with its financial liabilities that are
settled by delivering cash or another financial asset. Liquidity risk mainly arises from the Group’s obligations in respect of long term
borrowings, derivatives and trade and other payables.
The Group monitors and evaluates liquidity requirements on an ongoing basis and generates sufficient cash flows from its operating
activities to meet its obligations arising from its financial liabilities and has bank facilities available to cover potential shortfalls. The
Group’s approach to managing liquidity risk is to ensure it will always have sufficient liquidity to meet its obligations when they fall due
under both normal and stress conditions.
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income
tax effect of interest and other financing costs associated with dilutive potential ordinary shares, and the weighted average number of
ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.
23

38
NEW ZEALAND RURAL LAND COMPANY
38
NEW ZEALAND RURAL LAND COMPANY
Notes to the consolidated financial statements
For the 6 month period ended 31 December 2022
New Zealand Rural Land Company Limited and its subsidiaries
26Reconciliation of profit after income tax to net cash flows from operating activities
$'000 $'000
Profit and total comprehensive income for the period
5,26539,680
Add/(less) non-cash items:
Change in fair value of derivatives(714)(1,913)
Change in fair value of investment property(2,258)(35,342)
Performance fee payable in shares4954,115
Interest income accrual(590)(1,061)
Deferred tax174(567)
Lease incentives - rent free period(228)(1,283)
Interest expense accrual(424)530
Lease fee amortisation2546
Movements in working capital items:
Decrease / (increase) in other current assets1,240(698)
(Increase) / decrease in income tax receivable(3)13
Increase in trade and other payables12170
(Decrease) / increase in income in advance(579)579
Net cash generated by operating activities2,5244,169
27Contingent liabilities and contingent assets
28Capital commitments
Dec 2022 Jun 2022
Capital expenditure commitments
$'000$'000
Forestry estate acquisition55,906 -
29Subsequent events
On 28 February 2023, the 1 for 3 rights issue was approved by the Board as detailed in note 6.
There were no other material events subsequent to the balance date.
Subsequent to balance date, the directors have approved an ordinary dividend of 2.03 cents per share to be paid on 10 March 2023.
There is a capital commitment to acquire a Forestry estate (note 6) as at 31 December 2022.
There are no contingent liabilities or assets as at 31 December 2022 (30 June 2022: nil).
6 month
period ended
31 December
2022
12 month
period ended
30 June 2022
24

39
NEW ZEALAND RURAL LAND COMPANY
39
NEW ZEALAND RURAL LAND COMPANY




PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz

Independent auditor’s report
To the shareholders of New Zealand Rural Land Company Limited
Our opinion
In our opinion, the accompanying consolidated financial statements of New Zealand Rural Land
Company Limited (the Company), including its subsidiary (the Group), present fairly, in all material
respects, the financial position of the Group as at 31 December 2022, its financial performance and its
cash flows for the six months 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 statement of financial position as at 31 December 2022;
● the consolidated statement of comprehensive income for the six months then ended;
● the consolidated statement of changes in equity for the six months then ended;
● the consolidated statement of cash flows for the six months 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.
Other than in our capacity as auditor we have no relationship with, or interests in, the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the consolidated financial statements of the current period. This matter was 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 this matter.

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PwC



Description of the key audit matter How our audit addressed the key audit matter
Valuation of investment property
As disclosed in note 5, the portfolio of
investment properties comprising rural land
in the Canterbury, Southland and Otago
regions was valued at $267.4 million as at
31 December 2022.
The valuation of investment properties is
inherently subjective. A small difference in
any one of the key market inputs, when
aggregated, could result in a material
misstatement of the valuation of investment
properties.
The valuations were carried out by an
independent registered valuer selected by
the Group. The valuer performed their work
in accordance with the International
Valuation Standards and the Australia and
New Zealand Valuation and Property
Standards. The valuer used is a well-known
firm, with experience in the market in which
the Group operates.
In determining a property's valuation, the
valuer considers available market evidence,
including recent property sales, and
property specific information, such as
current tenancy agreements and rental
income earned by the asset.
They then apply assumptions in relation to
comparable sales data, land growth rates
and discount rates, based on available
market data and transactions to determine
the overall property valuation.
Due to the unique nature of each property,
the assumptions applied take into
consideration the qualities of the lessee,
individual property characteristics, as well
as the qualities of the property as a whole.

The valuation of investment properties is inherently
subjective given that there are alternative
assumptions and valuation methods that may result
in a range of values.
We obtained sufficient appropriate audit evidence to
demonstrate management’s assessment of the
suitability of the inclusion of the valuation in the
balance sheet and disclosures made in the financial
statements were appropriate.
In assessing the individual valuations, we performed
the procedures outlined below.
We held discussions with management and the
valuers to understand:
● movements in the Group’s investment property
portfolio
● changes in the conditions of properties within the
portfolio
● the impact of climate change and related risks on
the portfolio
● the processes in place for the valuations.
On a sample basis, and in conjunction with our own
valuation experts, we performed the following
procedures:
● obtained an understanding of the key
assumptions to the valuation and assessed their
appropriateness
● agreed key inputs to the underlying sale and
purchase agreements and lease agreements for
investment properties
● inspected the valuation models used by the
valuers and assessed them for reasonableness
● critiqued and independently assessed, based on
our experts' valuation knowledge, the work
performed, including the valuation approach,
assumptions and estimates made by the Group's
valuer.
We assessed the valuer's qualifications, expertise
and their objectivity and found no evidence to
suggest that their objectivity was compromised in the
performance of their valuation.
We found no evidence of bias in determining the
values.

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NEW ZEALAND RURAL LAND COMPANY




PwC


Funding requirements for forestry
acquisition
As disclosed in note 6, the Group has an
unconditional contract to acquire forestry
assets for approximately $63 million subject
to final costs (the Acquisition). The
Acquisition and its associated costs are to
be primarily funded from the proceeds of a
1 for 3 pro-rata rights offer to be made to
existing shareholders to raise up to $38.5
million (Equity Raising). The success of the
Equity Raising is dependent upon
shareholders taking up the offer.
In addition to the proceeds of the Equity
Raising, the Acquisition will be funded with
$25.2 million of new bank debt. Bank
funding is conditional on final credit
approval and the Group securing funding
for the balance of the Acquisition purchase
price.
The Directors have considered the Group’s
ability to fund the Acquisition and the
related costs and are comfortable with
being able to meet this commitment based
on the current plans in place outlined
above. Whilst the outcome of the proposed
equity raise and finalisation of the additional
debt is uncertain, the Directors believe that
no material uncertainties exist that may
cast significant doubt on the Group’s ability
to continue as a going concern considering
also other alternative options available to
the Group.
This is a key audit matter given the
significance of these events and conditions
to conclude on the Group's ability to
continue as a going concern.

We have performed the following audit procedures to
assess the Group's ability to continue as a going
concern:
● assessed and challenged management's
forecasted cash flows and associated
assumptions
● reviewed agreements and correspondence
between the Group and their funding provider to
obtain an understanding of existing facilities and
the proposed conditional funding
● in conjunction with our PwC debt and capital
markets expert, assessed the feasibility of and
challenged management's plans to obtain the
required funding from the bank and the proposed
capital raise
● considered possible alternative funding scenarios
● considered the appropriateness of the Group's
disclosures, with specific focus on the disclosure
included in note 6.
.

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NEW ZEALAND RURAL LAND COMPANY
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PwC


Our audit approach

Overview

Overall group materiality: $936,000, which represents approximately 0.5% of net
assets.
We chose net assets as the benchmark because, in our view, the focus of the Group
in its early stages is on net asset growth.
Following our assessment of the risk of material misstatement, a full scope audit was
performed over the consolidated Group balances.
As reported above, we have two key audit matters, being:
● Valuation of investment property
● Funding requirements for forestry acquisition.

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, and the industry in which the Group operates.
Other information
The Directors are responsible for the other information. The other information comprises the
information included in the annual report (but does not include the consolidated financial statements
and our auditor's report thereon). The annual report is expected to be made available to us after the
date of this auditor’s report.
Our opinion on the consolidated financial statements does not cover the other information and we do
not and will not express any form of audit opinion or assurance conclusion thereon.

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PwC
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 Richard Day.
For and on behalf of:
Chartered Accountants
28 February 2023
Auckland

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NEW ZEALAND RURAL LAND COMPANY
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SECTION
Company
Directory
REGISTERED OFFICE
c/o Duncan Cotterill
Level 2, Chartered Accountants
50 Customhouse Quay
Wellington 6011
New Zealand
https://nzrlc.co.nz/
MANAGER
New Zealand Rural Land Management
Level 4, The Blade
12 St Marks Road
Remuera
Auckland 1050
New Zealand
SHARE REGISTRAR
Link Market Services Limited
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
New Zealand
https://www.linkmarketservices.co.nz/
AUDITOR
PricewaterhouseCoopers
Level 27, PwC Tower
15 Customs Street West
Auckland 1010
New Zealand
https://www.pwc.co.nz/
INVESTOR CONTACTS
Christopher Swasbrook
chris@nzrlc.co.nz
+64 21 928 262
Level 4, The Blade
12 St Marks Road
Remuera
Auckland 1050
New Zealand
Richard Milsom
richard@nzrlm.co.nz
+64 21 274 2476
Level 4, The Blade
12 St Marks Road
Remuera
Auckland 1050
New Zealand