Full Year Results to 31 March 2023 / Annual Report

1
Ascension Capital Limited
Auckland

Ascension Capital Limited (NZX: ACE)

The Board of Ascension Capital Limited (NZX: ACE) has today announced the financial results of the
company for the twelve months ended 31 March 2023.

Full year results announcement for the twelve months ended 31 March 2023

Results for announcement to the market
Name of issuer Ascension Capital Limited (NZX: ACE)
Reporting Period 12 months to 31 March 2023
Previous Reporting Period 12 months to 31 March 2022
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$0 209.9%
Total Revenue $0 209.9%
Net profit/(loss) from
continuing operations
$(161) (6.2)%
Total net profit/(loss) $(161) (6.2)%
Interim/Final Dividend
Amount per Quoted Equity
Security
The company does not propose to pay a dividend at this time.
Imputed amount per Quoted
Equity Security
Not applicable
Record Date Not applicable
Dividend Payment Date Not applicable
Current period Prior comparable period
Net tangible assets per Quoted
Equity Security
$(0.04155)
As at 31 March 2023
$(0.03317)
As at 31 March 2022
A brief explanation of any of
the figures above necessary to
enable the figures to be
understood
Refer to the Annual Report which accompanies this announcement.

2
Authority for this announcement
Name of person authorised to
make this announcement
Sean Joyce
Contact person for this
announcement
Sean Joyce
Contact phone number +6 21 865 704
Contact email address sean@corporate-counsel.co.nz
Date of release through MAP 26 May 2023

Audited financial statements accompany this announcement.

Ends

---

Ascension Capital Limited


Annual Report


For the year ended 31 March 2023

Ascension Capital Limited
Annual Report
For the year ended 31 March 2023



1
Contents

Letter from the Chair 2
Statement of Profit or Loss and other Comprehensive Income 3
Statement of Changes in Equity 4
Statement of Financial Position 5
Statement of Cash Flows 6
Notes to the Financial Statements 7
Independent Auditor’s Report 20
Shareholder Information 23
Board of Directors 27
Corporate Governance Statement 28
Company Directory 31

Ascension Capital Limited
Letter from the Chair
For the year ended 31 March 2023



2


17 May 2023



Dear Shareholder,

The financial result for the Company for the year ended 31 March 2023 is a loss after taxation of
NZ$160,508, which is largely made up of the directors’ fees, NZX listing costs, and legal and accounting
costs.
There were no changes in the board of directors or issued capital during the year.
The cashflow requirements for the year were financed through a series of loans, amounting to $70,000, from
Excalibur Capital Partners Limited, a company controlled by Sean Joyce, a director of the Company.
An agreement remains with the directors to forego the payment of directors’ fees until such time as the
Company has sufficient funds to make such payments.
On 17 April, post the end of the financial year, the Company issued 2,350,000 new ordinary fully paid
shares at an issue price of $0.029 per share. The initiative has raised $68,150 in aggregate. The placement
has been made to a number of wholesale investors.
The funds raised from the placement will be utilised to fund the ongoing working capital requirements of the
Company whilst it continues to undertake investigations to find a suitable business initiative to acquire via a
reverse takeover transaction.
The focus of the Board has been to continue to seek to identify a suitable business opportunity to invest in
and/or acquire through a reverse takeover (“RTO”) transaction. Currently, there are no new RTO initiatives
being actively investigated, but the Company will provide the market with any updates as to material
developments as they may arise.
We thank you for your continued patience and support and look forward to working hard to ultimately
provide you with an RTO transaction proposal to consider in the near future.



Keith Jackson
Chair

Ascension Capital Limited
Statement of Profit or Loss and other Comprehensive Income
For the year ended 31 March 2023


The accompanying notes form part of these financial statements and should be read in conjunction with them.

3







2023 2022
NoteNZ$NZ$
Interest income - financial assets at amortised cost499161
Total operating income499161
Operating expenses5(156,797)(170,811)
Finance costs(4,210)(521)
Operating loss before tax(160,508)(171,171)
Tax expense7--
Net loss for the year(160,508)(171,171)
Other comprehensive income
Other comprehensive income for the year, net of tax--
Total comprehensive loss attributable to shareholders(160,508)(171,171)
Earnings/(loss) per share from continuing operations:
- basic and diluted earnings/(loss) per share (NZ$)8(0.00838)(0.00894)

Ascension Capital Limited
Statement of Changes in Equity
For the year ended 31 March 2023


The accompanying notes form part of these financial statements and should be read in conjunction with them.

4






NoteShare AccumulatedTotal
capitallossesequity
NZ$NZ$NZ$
Balance at 1 April 202116,071,545(16,535,587)(464,042)
Net loss attributable to shareholders-(171,171)(171,171)
Total comprehensive loss for the year-(171,171)(171,171)
Balance at 31 March 202216,071,545(16,706,758)(635,213)
Balance at 1 April 202216,071,545(16,706,758)(635,213)
Net loss attributable to shareholders-(160,508)(160,508)
Total comprehensive loss for the year-(160,508)(160,508)
Balance at 31 March 20231316,071,545(16,867,266)(795,721)

Ascension Capital Limited
Statement of Financial Position
As at 31 March 2023


The accompanying notes form part of these financial statements and should be read in conjunction with them.

5





For and on behalf of the Board:




Director Director

Dated: 17 May 2023

2023
2022
Note
NZ$
NZ$
ASSETS
Current assets
Cash and cash equivalents
9
550
4,080
Other current assets
10
4,726
4,371
Taxation receivable
7
81
-
Term deposit - NZX bond
11
21,111
20,730
Total current assets
26,468
29,181
LIABILITIES
Current liabilities
Trade and other payables
12
72,548
68,963
Payable to directors
17.3
270,000
190,000
Related party advances (unsecured)
17.1
479,641
405,431
Total current liabilities
822,189
664,394
Net assets (liabilities)
(795,721)
(635,213)
EQUITY
Share capital
13
16,071,545
16,071,545
Accumulated losses
(16,867,266)
(16,706,758)
Total equity
(795,721)
(635,213)

Ascension Capital Limited
Statement of Cash Flows
For the year ended 31 March 2023


The accompanying notes form part of these financial statements and should be read in conjunction with them.

6





2023 2022
Note
NZ$NZ$
Cash flows used in operating activities
Interest received3-
Payments to suppliers(73,567)(90,075)
Income tax (paid) refunded3470
Net cash flows used in operating activities
16
(73,530)(90,005)
Cash flows from financing activities
Related party advances received17.170,00045,000
Net cash flows from financing activities70,00045,000
Net increase/(decrease) in cash and cash equivalents(3,530)(45,005)
Cash and cash equivalents at the beginning of the year4,08049,085
Cash and cash equivalents at the end of the year
95504,080

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


7
1. General information
These financial statements are for Ascension Capital Limited (‘Ascension’ or ‘the Company’).
Ascension Capital Limited is a limited liability company incorporated and domiciled in New Zealand. Its
registered office is at c/- Duncan Cotterill Lawyers, Level 2, Tower Building, 50 Customhouse Quay,
Wellington 6143.
The Company is currently non trading and is focused on identifying a suitable business opportunity to
invest in and/or acquire through a reverse take-over transaction.
2. Basis of preparation
The financial statements have been prepared in accordance New Zealand Generally Accepted Accounting
Practice (‘NZ GAAP’). The Company is a for-profit entity for the purposes of complying with NZ GAAP.
The financial statements comply with New Zealand equivalents to International Financial Reporting
Standards (‘NZ IFRS’) and International Financial Reporting Standards (‘IFRS’).
Ascension is a company registered under the Companies Act 1993 and is an FMC reporting entity under
the Financial Markets Conduct Act 2013. The Company is listed on the NZX Market. These financial
statements have been prepared in accordance with the requirements of the Financial Markets Conduct
Act 2013 and the NZX Main Board Listing Rules.
The financial statements have been prepared on a historical cost basis. Historical cost is generally based
on the fair value of the consideration given in exchange for goods and services.
The financial statements are presented in New Zealand dollars which is the Company’s functional
currency, rounded to the nearest dollar.
2.1. Going concern
The Company incurred a net loss of $160,508 for the year ended 31 March 2023 (year ended 31 March
2022: net loss of $171,171) and generated negative operating cash flows of $73,530 (year ended
31 March 2022: $90,005 negative). As at 31 March 2023 the Company has reported net liabilities of
$795,721 (31 March 2022: $635,213 negative).
The considered view of the Board of Directors of the Company is that, after making enquiries, there is a
reasonable expectation that the Company will have access to adequate resources and commitments from
its creditors, that will enable it to meet its financial obligations for the foreseeable future. Accordingly, the
directors continue to adopt the going concern basis of accounting in preparing the annual financial
statements for the year ended 31 March 2023.
The Company has a Loan Facility Agreement and Working Capital Loan Agreement with Excalibur Capital
Partners Limited (‘Excalibur’) (refer note 17.1). Excalibur is a substantial shareholder in Ascension and is
controlled by S Joyce (a non-executive director of Ascension). As at 31 March 2023 the total liability
payable under these agreements is $479,641 (31 March 2022: $405,431) and is shown as related party
advances in the Statement of Financial Position.
The Loan Facility Agreement is repayable on demand however, Excalibur has agreed to not make
demand unless and until the Company is in a position to repay the advance and pay its creditors as they
fall due. Excalibur has also confirmed that it anticipates most, if not all, of the $379,910 due from the
Company to Excalibur under this facility, may ultimately be converted into ordinary shares in Ascension in
the event of a reverse takeover transaction proceeding. The terms of the loan can be found in note 17.1.
The Working Capital Loan Agreement with Excalibur provides a funding line of $95,000. At 31 March 2023
the Company had fully utilised this facility. The funds advanced under this loan agreement accrue interest
at a rate of 5% per annum. The loan becomes repayable when the Company completes a reverse
takeover transaction and is repayable either in new shares issued at the same price as the shares issued
for the reverse takeover transaction, or in cash, at the discretion of Excalibur.

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


8
As at 31 March 2023 the Company had $550 in cash and cash equivalents, trade payables of $1,778 and
accruals of $70,770. Of the $70,770, $45,000 relates to director fees payable to a former director, that
have been confirmed will not be called upon unless the Company has the means to pay the balance due.
Aside from the $21,111 term deposit that earns interest, the Company has no income earning assets from
which to derive revenue that may enable the Company to settle its obligations unless it is able to obtain
cash through the sale of further equity or a new business transaction.
The directors have agreed to forego payment of directors’ fees until such time as the Company has
sufficient funds to make such payments.
S Joyce has confirmed that he is willing and able to provide all reasonable financial support to the
Company to ensure that Ascension meets its obligations under the solvency test at section 4 of the
Companies Act 1993 for at least 12 months from the date the financial statements are approved.
On 17 April 2023 the Company issued 2,350,000 fully paid ordinary shares at $0.029 per share to a
number of wholesale investors. This raised $68,150 additional cash for the Company. The funds raised
from this share placement will be utilised to fund the ongoing working capital requirements of the
Company while it continues to undertake investigations to find a suitable business initiative to acquire via
a reverse takeover transaction.
The Board of Directors acknowledge that there are material uncertainties with respect to the going
concern assumption. The focus of the board going forward is to identify a suitable business opportunity to
invest in and/or acquire through a reverse takeover transaction. In the event that the cash received from
the share subscription noted above, is not sufficient to fund the operating expenses, or the Company is
unable to identify a suitable business opportunity to invest in and/or acquire, this would give rise to a
material uncertainty in relation to the Company’s ability to continue as a going concern. If sufficient
additional funds cannot be obtained the Company may be unable to realise its assets and discharge its
liabilities in the normal course of business. The financial statements do not include any adjustments that
may need to be made should the Company no longer continue to be a going concern.
3. Summary of significant accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set out below.
These policies have been consistently applied to all the periods presented.
3.1. Interest income
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.
3.2. Income tax
The income tax expense for the year comprises current and deferred tax. The income tax expense is
recognised in the profit and loss component of the Statement of Profit or Loss or Other Comprehensive
Income, except to the extent that it relates to items recognised in other comprehensive income or directly
in equity. In this case the tax is also recognised in other comprehensive income or directly in equity,
respectively.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted
at the reporting date.
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

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


9
recognition (other than in a business combination) of assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit.
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 Company expects, at the end of the reporting period, to recover or settle the
carrying amount of its assets and liabilities.
3.3. Goods and services tax
Revenues, expenses, assets and liabilities are recognised net of the amount of goods and services tax
(GST) except:
• where the amount of GST incurred is not recovered from the taxation authority, it is recognised as
part of the cost of acquisition of an asset or as part of an item of expense; or
• for receivables and payables, which are recognised inclusive of GST.
The net amount of GST recoverable or payable to the taxation authority is included as part of receivables
or payables.
The Company does not currently produce revenue. The Board is actively investigating opportunities for a
business acquisition and expects the Company will generate taxable supplies in the future. The Company
is therefore registered for GST.
3.4. Statement of cash flows
The following are definitions of the terms used in the Statement of Cash Flows:
• Cash and cash equivalents include cash on hand and deposits held at call with banks with original
maturities of three months or less that are readily convertible to known amounts of cash.
• Operating activities are the principal revenue-producing activities of the Company. Also included in this
category are other activities that are not investing or financing activities.
• Investing activities are those relating to the acquisition and disposal of long-term assets.
• Financing activities are those activities which result in changes in the size and composition of the
contributed equity and borrowings of the Company.
3.5. Financial instruments
Financial assets and financial liabilities are recognised in the Statement of Financial Position when the
Company becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are
directly attributable to the acquisition or issue of financial assets and financial liabilities are added to, or
deducted from, the fair value of the financial assets or financial liabilities, as appropriate, on initial
recognition.
3.6. Financial assets
Financial assets are subsequently measured at amortised cost on the basis of the Company’s business
model for managing financial assets and the contractual cash flow characteristics of the financial assets.
The Company classifies its financial assets as at amortised cost only if both of the following criteria are
met:
• the asset is held within a business model whose objective is to collect the contractual cash flows: and
• the contractual terms give rise to cash flows that are solely payments of principal and interest.

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


10
Financial assets at amortised cost
The Company holds receivables with the objective to collect the contractual cash flows, the cash flows are
solely payments of principal and interest, and therefore measures them subsequently at amortised cost
using the effective interest method less any impairment.
The Company’s financial assets at amortised cost include cash and cash equivalents, term deposits and
trade receivables. Cash and cash equivalents include cash in hand and deposits held on call with banks.
Impairment of financial assets
The Company recognises a loss allowance for expected credit losses on receivables. The amount of
expected credit losses is updated at each reporting date to reflect changes in credit risk since initial
recognition of the respective financial instrument.
The Company recognises lifetime expected credit losses (‘ECL’) for receivables. The expected credit
losses on these financial assets are estimated using a provision matrix based on the Company’s historical
credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions
and an assessment of both the current as well as the forecast direction of conditions at the reporting date,
including time value of money where appropriate.
Lifetime ECL represents the expected credit losses that will result from all possible default events over the
expected life of a financial instrument.
The Company recognises an impairment loss in profit or loss for all financial instruments with a
corresponding adjustment to their carrying amount. The carrying amount of the financial asset is reduced
by the impairment loss directly for all financial assets with the exception of trade receivables, where the
carrying amount is reduced through the use of an allowance account. Changes in the carrying amount of
the allowance account are recognised in profit or loss.
The Company writes off a financial asset when there is information indicating that there is no reasonable
expectation of recovery. For example, when the debtor has been placed under liquidation or has entered
into bankruptcy proceedings, or in the case of trade receivables, when the amounts are over one year
past due, whichever occurs sooner. Financial assets written off may still be subject to enforcement
activities under the Company’s recovery procedures, taking into account legal advice where appropriate.
Any recoveries made are recognised in profit or loss.
Derecognition of financial assets
The Company 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 Company neither transfers nor retains substantially all the risks and
rewards of ownership and continues to control the transferred asset, the Company recognises its retained
interest in the asset and an associated liability for amounts it may have to pay. If the Company retains
substantially all the risks and rewards of ownership of a transferred financial asset, the Company
continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds
received.
On derecognition of a financial asset, the difference between the asset's carrying amount and the sum of
the consideration received and receivable is recognised in profit or loss.
3.7. Financial liabilities
Financial liabilities are classified as ‘other financial liabilities'.
Other financial liabilities
Other financial liabilities (including trade and other payables, payables to directors and related party
advances) are 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.

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


11
Derecognition of financial liabilities
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or
expires. When an existing financial liability is replaced by another from the same lender on substantially
different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as the derecognition of the original liability and the recognition of a new liability. The
difference in the respective carrying amounts is recognised in profit or loss.
3.8. Share capital
Ordinary shares are classified as equity. Share capital is recognised at the fair value of the consideration
received by the Company. Incremental costs directly attributable to the issue of new shares are shown in
equity as a deduction, net of tax, from the proceeds.
3.9. Earnings per share
Basic earnings per share
Basic earnings (loss) per share is calculated by dividing the profit or loss attributable to ordinary
shareholders of the Company by the weighted average number of ordinary shares outstanding during the
period.
Diluted earnings per share
Diluted earnings (loss) per share is determined by adjusting the profit or loss attributable to ordinary
shareholders and the weighted average number of ordinary shares outstanding, for the effects of all
dilutive potential ordinary shares.
4. Critical accounting estimates and judgements
The preparation of these financial statements in conformity with generally accepted accounting practice
requires that the Directors makes estimates and assumptions that affect the reported amounts of assets
and liabilities as well as the disclosures of contingent assets and liabilities as at the date of the financial
statements, and the profit and loss amounts during the year. The actual results could differ from these
estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimates are revised and in any future
periods affected.
The following are the key judgements that the directors have made in the process of applying the
Company’s accounting policies:
• application of the Going Concern basis (refer Note 2.1)
• determining the appropriate GST registration for the Company (refer note 3.3)

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


12
5. Operating expenses

6. Segment reporting
The Company is organised into one operating segment and one geographical segment in New Zealand.
The operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision maker. The chief operating decision maker is the Board of Directors.
7. Income tax


Tax receivable


2023 2022
NZ$NZ$
Directors' fees(80,000)(80,000)
NZX fees(16,585)(20,999)
Legal fees(1,505)(4,123)
Fees paid to the auditor
For the current year audit(25,000)(22,000)
For the prior year audit(500)(1,890)
(25,500)(23,890)
2023 2022
NZ$NZ$
Loss from continuing operations(160,508)(171,171)
Income tax calculated at 28% (2022: 28%)(44,942)(47,928)
Non deductible expenses421743
Current tax losses not recognised44,52147,185
Income tax expense--
2023 2022
NZ$NZ$
Balance at beginning of year-70
Current tax--
Resident witholding tax on accrued interest115-
Tax refund received(34)(70)
81-

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


13
Deferred tax

Utilisation of the tax losses is subject to compliance with income tax legislation on continuity of
shareholders and/or business activities and the availability of future taxable income.
At year end the deferred tax benefit of those losses has not been recognised in the Statement of Financial
Position.

Imputation credit account

8. Earnings per share


At 31 March 2023, there were no financial instruments that carried any shareholder dilution rights that
were considered to be dilutive (2022: nil). Accordingly, basic and diluted earnings/(loss) per share are
identical for the accounting periods being reported on.
2023 2022
NZ$NZ$
Tax losses for which no deferred tax asset has been recognised783,529 622,650
Potential tax benefit @ 28%219,388 174,342
2023 2022
NZ$NZ$
Opening balance-70
Taxes paid/(refunds received)81(70)
Adjustment per prior period tax return3,437-
3,518-
Imputation credits available for use in subsequent periods based on a tax
rate of 28% (2021: 28%)
2023 2022
NZ$NZ$
Basic & diluted earnings/(loss) per share
From continuing operations(0.00838)(0.00894)
Total basic & diluted earnings/(loss) per share(0.00838)(0.00894)
2023 2022
NZ$NZ$
Profit/(loss) from continuing operations(160,508)(171,171)
(160,508)(171,171)
19,148,82819,148,828
The profit/(loss) and weighted average number of ordinary shares used in the calculation of earnings/(loss)
per share are as follows:
Weighted average number of ordinary shares used in the calculation of
basic and diluted earnings per share

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


14
On 5 November 2021 the Company undertook a one hundred to one share consolidation. The earnings
per share calculation for both the current and comparative periods, reflects the impact of this share
consolidation.
9. Cash and cash equivalents

10. Other current assets

11. Term deposit – NZX bond
The term deposit with ANZ has been placed in favour of the New Zealand Stock Exchange. The term
deposit is not highly liquid and does not form part of the day-to-day cash management. The interest rate
on the term deposit is 4.7% per annum (2022: 1.6%).
12. Trade and other payables

The $45,000 payable to former director is due to J van Wijk who resigned as a director during the 2021
year. The amount is payable on demand, however J van Wijk has agreed to forego payment of this
balance until such time as the Company has sufficient funds to make such payment.

2023 2022
NZ$NZ$
5504,080
5504,080
Cash at bank - on call
2023 2022
NZ$NZ$
4,1614,100
GST receivable
565271
4,7264,371
Prepayments
2023 2022
NZ$NZ$
Trade payables1,778 1,963
Accruals25,770 22,000
Payable to former director45,000 45,000
72,548 68,963

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


15
13. Share capital


On 5 November 2021 the Company undertook a one hundred to one share consolidation.
All issued shares are fully paid ordinary shares and carry one vote per share, carry a right to dividends
and a pro rata share of net assets on wind up. All ordinary shares have no par value.
14. Financial instruments
The Company has entered into a number of non-derivative financial instruments all of which are classified
as financial assets and liabilities at amortised cost. The carrying values of these items approximate their
fair value. They are listed as follows:

15. Financial risk management
The Company is subject to a number of financial risks including market risk (including interest rate risk),
liquidity risk and credit risk.

No. of SharesNZ$
Ordinary shares at 1 April 20211,914,888,10516,071,545
100 to 1 share consolidation(1,895,739,277)-
Ordinary shares as at 31 March 202219,148,82816,071,545
Ordinary Shares as at 1 April 202219,148,82816,071,545
Ordinary shares issued during the year--
Ordinary shares as at 31 March 202319,148,82816,071,545
2023 2022
NZ$NZ$
Financial assets at amortised cost
Cash and cash equivalents5504,080
Term deposit21,11120,730
Total financial assets
21,66124,810
Financial liabilities at amortised cost
Trade payables and other liabilities72,54868,963
Payables to directors
270,000190,000
Related party advances
479,641405,431
Total financial liabilities822,189664,394

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


16
15.1. Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will
affect the Company’s income or the value of its holdings of financial instruments. The objective of market
risk management is to manage and control the market risk exposures within acceptable parameters, while
optimising the return on risk. There is minimal market risk.
15.2. Interest rate risk
Interest rate risk is a component of market risk. It is the risk of loss to the Company arising from adverse
changes in interest rates. The Company’s financing activities are exposed to interest rate risk in respect of
its interest earning assets and interest-bearing liabilities. Changes to interest rates can impact the
Company’s financial results by affecting the interest earned or payable on these assets and liabilities.
There is minimal interest rate risk.
15.3. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial
instrument fails to meet its contractual obligations and arises from cash and cash equivalents, deposits
with banks and the Company’s receivables. The Company’s maximum credit risk is represented by the
carrying value of these financial assets.
The Company currently has no amounts due from customers.
The credit risk associated with cash transactions and deposits is managed through the Company’s
policies that limit the use of counterparties to high credit quality financial institutions.
15.4. Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its obligations associated with financial
liabilities as they fall due. The Company has total liabilities of $822,189. Several creditors who are owed a
combined $794,641, shown as due in 6 to 12 months in the table below, have agreed to support the
Company and not demand repayment until the Company has sufficient funds available to pay outstanding
balances (refer to note 2.1).
The following table provides a maturity analysis of the Company’s remaining contractual cash flows
relating to financial liabilities. Contractual cash flows include contractual undiscounted principal and
interest payments.

NZ$NZ$NZ$NZ$
Non-derivative financial liabilities
As at 31 March 2023
Trade and other payables72,54872,54827,54845,000
Payable to directors
270,000270,000-270,000
Related party advances
479,641479,641-479,641
822,189822,18927,548794,641
As at 31 March 2022
Trade and other payables68,96368,96323,96345,000
Payable to directors
190,000190,000-190,000
Related party advances
405,431405,431-405,431
664,394664,39423,963640,431
Carrying
amount
Contractual
cash flows
Payable
0-6 months
Payable
6-12 months

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


17
15.5. Capital management
The Company’s objectives when managing capital comprising shareholders’ equity are to safeguard its
ability to continue as a going concern in order to provide returns to shareholders and benefits to other
stakeholders and to maintain an optimal capital structure to reduce the cost of capital. The Company’s
policies in respect of capital management and allocation are reviewed regularly by the Board of Directors.
The Company has negative equity. The capital requirements of the Company will be considered once its
future purpose is determined. Refer to note 2.1 for further information.
16. Reconciliation of loss after taxation with cash flow from operating activities


2023 2022
NZ$NZ$
Net loss after taxation(160,508)(171,171)
Adjusted for:
Interest on term deposit - financial asset at amortised cost(381)(161)
Interest on related party advances4,210521
Movements in working capital
(Increase) / decrease in other current assets(355)471
(Increase) / decrease in taxation receivable(81)70
Increase / (decrease) in trade and other payables3,585265
Increase / (decrease) in payables to directors80,00080,000
Net cash outflows from operating activities(73,530)(90,005)

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


18
17. Related parties
17.1. Related party advances


The related party advances are payable to Excalibur Capital Partners Limited (‘Excalibur’) under a Loan
Facility Agreement and a Working Capital Loan Agreement. Excalibur is a substantial shareholder in
Ascension and is controlled by S Joyce (a non-executive director of Ascension).

17.1.1 Loan Facility Agreement
The loan facility is repayable on demand however, Excalibur has agreed to not make demand unless and
until the Company is in a position to repay the advance and pay its creditors as they fall due. This loan is
unsecured. Excalibur has confirmed no interest is due or payable on the balance.
17.1.2 Working Capital Loan Agreement
On 10 November 2021 the Company entered into a Working Capital Loan Facility Agreement with
Excalibur for a funding line of $75,000. The funding facility was subsequently increased to $95,000. The
funds advanced under this facility accrue interest at a rate of 5% per annum. The loan becomes repayable
when the Company completes a reverse takeover transaction and is repayable either in new shares
issued at the same price as the shares issued for the reverse takeover transaction, or in cash, at the
discretion of Excalibur. The loan is unsecured.
17.2. Directors’ remuneration



2023 2022
NoteNZ$NZ$
Loan facility agreement
Balance at 1 April379,910359,910
Loan advances received-20,000
Balance at 31 March
17.1.1379,910379,910
Working capital loan agreement
Balance at 1 April25,521-
Loan advances received70,00025,000
Interest accrued at 5%4,210521
Balance at 31 March
17.1.299,73125,521
Total related party advances479,641405,431
2023 2022
NZ$NZ$
K Jackson20,00020,000
J Cilliers20,00020,000
S Joyce20,00020,000
R Gower20,00020,000
Total remuneration of directors80,00080,000

Ascension Capital Limited
Notes to the Financial Statements
For the year ended 31 March 2023


19
17.3. Payable to directors


The amounts payable to current and former directors are payable on demand, however the directors have
agreed to forego payment of directors’ fees until such time as the Company has sufficient funds to make
such payments.
No interest is accruing on the outstanding balances.
17.4. Related party transactions
There are no related party transactions other than those discussed above in notes 17.1 to 17.3.
18. Contingent liabilities
There are no contingent liabilities at 31 March 2023 (2022: nil).
19. Commitments
There are no commitments at 31 March 2023 (2022: nil).
20. Events subsequent to reporting date
On 17 April 2023 the Company issued 2,350,000 fully paid ordinary shares at $0.029 per share to a
number of wholesale investors. The Company received total cash of $68,150 from the share placement.

2023 2022
NZ$NZ$
Current directors
K Jackson80,00060,000
J Cilliers80,00060,000
S Joyce55,00035,000
R Gower55,00035,000
270,000190,000

INDEPENDENT AUDITOR’S REPORT
TO THE SHAREHOLDERS OF ASCENSION CAPITAL LIMITED

Opinion
We have audited the financial statements of Ascension Capital Limited (“Ascension”), which
comprise the statement of financial position as at 31 March 2023, and the statement of Profit
or loss and other comprehensive income, statement of changes in equity and statement of
cash flows for the year then ended, and notes to the financial statements, including a
summary of significant accounting policies.
In our opinion, the accompanying financial statements present fairly, in all material respects,
the financial position of Ascension as at 31 March 2023, and its financial performance and its
cash flows for the year then ended in accordance with New Zealand equivalents to
International Financial Reporting Standards (“NZ IFRS”).
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (New
Zealand) (“ISAs (NZ)”). Our responsibilities under those standards are further described in the
Auditor’s Responsibilities for the Audit of the financial Statements section of our report. We
are independent of Ascension in accordance with Professional and Ethical Standard 1
International Code of Ethics for Assurance Practitioners (including International
Independence Standards) (New Zealand) issued by the New Zealand Auditing and Assurance
Standards Board, and we have fulfilled our other ethical responsibilities in accordance with
these requirements. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Other than in our capacity as auditor, we have no relationship with, or interests in Ascension.
Material Uncertainty Related to Going Concern
We draw attention to Note 2.1 to the financial statements, which indicates that Ascension
incurred a net loss of $160,508 for the year ended 31 March 2023 and has negative cashflows
from operating activities of $73,530. Ascension’s current liabilities exceeded its total assets
as at 31 March 2023 by $795,721. As stated in Note 2.1, these events or conditions, along with
other matters as set forth in Note 2.1, indicate that a material uncertainty exists that may
cast significant doubt on Ascension’s ability to continue as a going concern. Our opinion is not
modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial statements of the current period. These matters
were addressed in the context of our audit of the financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.
Except for the matter described in the Material Uncertainty Related to Going Concern
section, we have determined that there are no other key audit matters to communicate in
our report.

Other Information
The directors are responsible for the other information. The other information comprises the
Letter from the Chair, Shareholder Information, Board of Directors, Corporate Governance
Statement and Company Directory.
Our opinion on the financial statements does not cover the other information and we do not
express any form of audit opinion or assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated. If, based on the work we have performed, we
conclude that there is a material misstatement of this other information, we are required to
report that fact. We have nothing to report in this regard.
Directors’ Responsibilities for the Financial Statements
The directors are responsible on behalf of Ascension for the preparation and fair presentation
of the financial statements in accordance with NZ IFRS, and for such internal control as the
directors determine is necessary to enable the preparation of financial statements that are
free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible on behalf of Ascension for
assessing Ascension’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 Ascension or to cease operations, or have no realistic alternative
but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as
a whole are free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance
but is not a guarantee that an audit conducted in accordance with ISAs (NZ) will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located
at the External Reporting Board’s website at: https://www.xrb.govt.nz/assurance-
standards/auditors-responsibilities/audit-report-2/.
This description forms part of our auditor’s report.

Who we Report to
This report is made solely to the Ascension 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 Ascension and the Ascension
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 Henry
McClintock.




BDO WELLINGTON AUDIT LIMITED
Wellington
New Zealand
17 May 2023

Ascension Capital Limited
Shareholder Information
For the year ended 31 March 2023


23
Stock exchange listing
The Company’s shares are quoted on the NZX Main Board. As at 12 April 2023, the total number of
ordinary shares on issue was 19,148,828.

Distribution of security holders
Details of the distribution of ordinary shares amongst shareholders as at 12 April 2023 are set out below.



20 largest shareholdings
The 20 largest shareholdings as at 12 April 2023 are provided in the table below.




Size of HoldingNumber%Number%
1-999530 68.39%70,039 0.37%
1,000-4,999106 13.69%230,260 1.20%
5,000-9,99935 4.52%223,587 1.17%
10,000-49,99968 8.77%1,286,399 6.73%
50,000-99,99910 1.29%694,034 3.62%
99,999 or more26 3.34%16,644,509 86.91%
775 100.00%19,148,828 100.00%
Number of Security HoldersNumber of Securities
NameNo. of shares% of shares
Forsyth Barr Custodians Limited 3,331,781 17.40%
Excalibur Capital Partners Limited2,336,412 12.20%
Trinity Portfolio Limited1,947,227 10.17%
Forsyth Barr Custodians Limited1,451,440 7.58%
Foster Capital NZ Limited890,000 4.65%
Ilakolako Investments Limited794,350 4.15%
Li Da Yang666,660 3.48%
Beconwood Superannuation Pty Limited600,000 3.13%
Chao Wang533,340 2.79%
Belinda Anne Edmond500,000 2.61%
Stuart Macintosh431,586 2.25%
Andrew Fiori-Dea372,802 1.95%
Graeme Keith Jackson & Patricia Frances Jackson & Phillip Mack Picot 359,407 1.88%
Hai Yan Xiang333,495 1.74%
Daniel John Reed310,625 1.62%
John Edward Connell250,000 1.31%
Anthony Theodore Bus220,991 1.15%
Takawa Trustees Limited200,262 1.05%
Jarden Securities Limited - NZCSD200,000 1.04%
Martin Harvey Teulon & Eileen Mary Quigley200,000 1.04%

Ascension Capital Limited
Shareholder Information
For the year ended 31 March 2023


24
Substantial security holders
As at 31 March 2023 the following persons are substantial product holders according to the Company’s
records and disclosures under the Financial Markets Conduct Act 2013. The number of ordinary shares
set out below are taken from the relevant substantial product holder notices.


Directors
The names of the directors holding office during the year are:
K Jackson
J Cilliers
R Gower
S Joyce

Interests register
The following entries were made in the interest register during the year ended 31 March 2023:
• The directors provided the following disclosure of entities in which, due to the nature of their
relationship, may be related parties to Ascension.

Director Entity Status
G.K. Jackson Cooks Global Foods Limited Director and shareholder

Dairy Farm Investments (Ruawhata) Limited Director and indirect shareholder

Halberg Endowment Fund Trustee

Jackson & Associates Limited Director and shareholder

Nikau Trust Trustee

Pic’s Peanut Butter Director

Weihai Station Limited Director
J.L.P. Cilliers Acanthus Limited Director

Callisto One L Limited td Director

Incrementum Limited Director and shareholder

Millennium Mineral Resources Limited Director

MMR New Zealand International Limited Director

Myland Partners (NZ) Limited Director

Southern Charter Financial Group Limited Director and shareholder

Western City Holdings Limited Director


No. of shares% of shares
Lindsey Investment Trust3,331,781 17.40%
Excalibur Capital Partners Limited2,336,412 12.20%
Trinity Portfolio Ltd / Joseph Van Wijk1,947,227 10.17%
Rochdale Investments Limited1,451,440 7.58%

Ascension Capital Limited
Shareholder Information
For the year ended 31 March 2023


25
Director Entity Status
R.H. Gower Apprentice Training Trust Trustee
Arno Investments Limited Director and shareholder
CER Trustee Company Limited Director and shareholder
Clever Nutrition Limited Director and shareholder
WasteCo Group Limited Director
Gower Management Group Limited Director and shareholder
Ika Nui Charters Limited Director
Me Today Limited Director
Mitsui Credit Limited Director and shareholder
New Zealand Food Innovation Auckland
Limited
Director
New Zealands Best Food and Beverage
Limited
Director
Nxt Fuels Limited Director
Primeport Timaru Limited Director
Rec No. 2 Limited Director
Rec No. 3 Limited Director
RF Project 1 Limited Director
Roger Gower & Associates Limited Director and shareholder
Utility Security Limited Director and shareholder
S.R. Joyce Ascension Capital Limited Director and shareholder
Best Start Educare Limited Director
Blackwell Global Finance Limited Director
Blackwell Global Funds Limited Director
Blackwell Global Holdings Limited Director
CM Partners Limited Director and shareholder
CMP Consulting Limited Director
CMP Growth Capital Fund Limited Director and shareholder
Connaught Trust Limited Director and shareholder
Connemara Capital Limited Director and shareholder
Connemara Consulting Limited Director and shareholder
Connemara Finance Limited Director
Connemara Real Estate Limited Director
Excalibur Capital Nominee Company
Limited
Director and shareholder
Excalibur Capital Partners Limited Director and shareholder
Maverick Capital Trust Limited Director and shareholder
Mounterowen Limited Director and shareholder
Oceania Capital Trust Limited Director and shareholder
T.L. Jones Limited Director
The Guardian Multi Family Office Limited Shareholder


• K Jackson, J Cilliers, R Gower and S Joyce each receive directors’ fees of $20,000 per annum.
• Excalibur Capital Partners Limited (a company controlled by S Joyce) is the creditor in a loan
arrangement with the Company (as debtor) for $479,641.

Ascension Capital Limited
Shareholder Information
For the year ended 31 March 2023


26
• Excalibur Capital Partners Limited (a company controlled by S Joyce) is the holder of 2,336,412
shares in the Company.
• K Jackson holds an interest in 359,407 shares in the Company.

Directors’ relevant interest in equity securities
As at 31 March 2023 the directors of Ascension held the following relevant interests in the ordinary shares
of the Company.


Directors’ remuneration
The following remuneration was provided to directors during the year.


Directors' indemnification
The Company indemnifies all current directors of the Group against all liabilities (other than to a member
of the Group) which arise out of the performance of their normal duties as directors, unless the liability
relates to conduct involving lack of good faith.

Employee remuneration
There was no remuneration or other benefits paid to employees during the year.

Donations
No donations were made by the Company during the year.

Auditor
BDO is the auditor for the Company. Audit fees due and payable to the auditor for the year ended
31 March 2023 were $25,000. BDO provided no other services to the Company apart from the audit of the
financial statements.
NZX Waivers
Ascension has not relied on any waivers issued by the NZX in the 12 months ended 31 March 2023.

Name of DirectorIndependent directorNature of relevant interestNo. of shares held
K JacksonIndependentBeneficial owner359,407
J CilliersIndependent-
S JoyceIndirect ownership2,336,412
R GowerIndependent-
2023
NZ$
K Jackson20,000
J Cilliers20,000
S Joyce20,000
R Gower20,000
Total remuneration of directors80,000

Ascension Capital Limited
Board of Directors

27

Keith Jackson B Com
Chairman, independent director
Keith was appointed to the Board in August 2001 and appointed as Chairman in December 2001.
Keith is experienced in business development, marketing and executive management. Keith has extensive
business interests including the executive Chairman of Cooks Global Foods Limited.
John Cilliers B Com, CA
Independent director
John was appointed to the Board in May 2016.
John has been actively involved in NZAX listings and compliance, business acquisitions,
commercialisation and the implementation of systems to support organisational growth. John is a director
of NZSX listed Southern Charter Financial Group Limited. He was formerly the Chief Financial Officer of
Pulse Energy Limited. John has a Bachelor of Commerce from South Africa and is a member of Chartered
Accountants Australia and New Zealand.
Roger Gower BCom, MBA, MPhil
Independent director
Roger was appointed to the Board in July 2020.
Roger has wide experience as a company executive, director and Chairman in both public and private
companies. He is currently Chairman of PrimePort Timaru Limited and New Zealand Food Innovation
Auckland Limited (the Food Bowl). Roger is also an independent director of NZX-listed companies Me
Today Limited and WasteCo Group Limited, and the Chief Executive of New Zealand's Best Food &
Beverage Limited (which has developed wellbeing products under the Douglas Nutrition brand). He was
also Chairman at the juice company Charlie's which listed in 2005 and, prior to that, had a corporate
career in logistics and transportation.
Sean Joyce LLB (honours), BA
Non-executive director
Sean was appointed to the Board in July 2020.
Sean has over 25 years’ experience in the corporate sector as a corporate lawyer and a market
participant. He is a principal of his own corporate law firm and is a principal of Auckland-based capital
markets advisory firm and NZX Sponsor, CM Partners Limited.
Sean has a particular focus on the capital markets and securities laws – regulatory compliance,
compliance listings, reverse listings, fund raising and offerings of various types of securities in New
Zealand. Sean has been involved in a large number of IPOs, reverse listings and takeovers of listed
companies in New Zealand and Australia.
Sean is a non-executive director of several small cap listed companies and is a non-executive director of
several significant privately held companies. Sean is a Chartered Member of the Institute of Directors
(CMinstD).
Sean is not considered to be independent under the NZX Listing Rules as Excalibur Capital Partners
Limited, a company controlled by Sean, is a substantial product holder of the Company.

Ascension Capital Limited
Corporate Governance Statement


28
The Board of Directors (“Board”) of Ascension recognise the need for strong corporate governance
practices and has adopted a comprehensive corporate governance code. The code is based on the
recommendations set out in the NZX Corporate Governance Code and the requirements of the NZX Main
Board Listing Rules. Key documents referred to in this section are available on the Company’s website
www.ascensioncapital.co.nz. The information contained in this section is current as at 31 March 2023 and
has been approved by the Board. The key documents within the code were last reviewed effective May
2023 and a summary statement of the key documents is as follows:
Code of Ethics and Financial Products Trading Policy
Ascension has adopted policies that are designed to formalise its commitment to the highest standards of
ethical conduct and to provide all Directors and representatives with clear guidance on those standards.
These are governed by the Code of Ethics and also the Financial Products Trading Policy.
The Code of Ethics details the ethical and professional behavioural standards required of the Directors
and all employees.
The Financial Products Trading Policy details the procedure whereby Ascension Directors and employees
may trade in the Company’s shares. Directors and employees may not trade in Ascension shares when
they have price sensitive information that is not publicly available. In addition, except where the Directors
have the permission of the Board, the Directors may trade in the Company’s shares only during specified
trading windows.
The Company maintains an interests register in which the particulars of certain transactions and matters
involving Directors must be recorded. Details of all matters entered into the register by individual Directors
are outlined on page 24.
Governance Code
The Board has adopted a Governance Code that sets out the roles and responsibilities of the Board and
distinguishes between the role and responsibilities of the Board and Management. Board's role is to direct
the Company and enhance its value for Shareholders in accordance with good governance principles. The
Board recognises that the quality with which it performs its functions is an integral part of the performance
of the Company and that there is a strong link between good governance and performance.
Role and Composition of the Board
Ascension retains a Board of Directors which aims to ensure that shareholders’ interests are held
paramount. The Board is responsible for the direction and control of Ascension and is accountable to
shareholders and others for the Company’s performance and compliance with the appropriate laws and
standards. A key responsibility of the Board is to monitor the performance of management on an ongoing
basis. Profiles of the individual Directors can be found on page 26.
The Company’s Constitution requires a minimum of three Directors with a maximum of seven. At least two
of the Directors must be ordinarily resident in New Zealand. The composition of the Board must include a
minimum of two Independent Directors. The Board elects a Chairman whose primary responsibility is the
efficient functioning of the Board. The Board is currently made up of four Directors and the Board
considers that three Directors are independent in terms of the New Zealand Exchange requirements.
Independent Directors
• Keith Jackson (Chairman)
• John Cilliers
• Roger Gower
Non-executive director
• Sean Joyce
Sean Joyce is not considered to be independent under the NZX Listing Rules as Excalibur Capital
Partners Limited, a company controlled by Sean, is a substantial product holder of the Company.

Ascension Capital Limited
Corporate Governance Statement


29
Board meetings
The Board is provided with accurate timely information on all aspects of the Company’s operations. The
Board is kept informed of key risks to the Company on a continuing basis.
The Company is currently non-trading. The key focus of the Board is to identify a suitable business
opportunity to invest in and/or acquire through a reverse takeover transaction. The Board meet once
during the year, with all Board members in attendance, to approve the annual report. As the Company is
non-trading, the Board has been able to conduct all other matters by way of Directors’ resolutions.
In the future, Board meetings will be held as required.
Diversity Policy
Ascension believes that diversity and inclusion contribute to competitive advantage and sustainable
business success which is reflected in the Companies Diversity Policy. Ascension is committed to an
inclusive workplace that fosters and promotes workplace diversity at all levels. This provides the capacity
to view problems and opportunities from many different perspectives.
Board diversity table as at 31 March
2023 2022
Male directors 4 4
Female directors - -
Gender diverse directors - -
Male officers - -
Female officers - -
Gender diverse officers - -

The Board believes that the current makeup of the Board is appropriate at this time.
Board Committees – Audit Finance and Risk Committee
The Board has overall responsibility for the Company’s system of risk management and internal control.
The Board has established a committee known as the Audit, Finance and Risk Committee. The primary
purpose of the Audit, Finance and Risk Committee is to assist the Board in fulfilling its responsibilities
relating to the Company’s management systems, accounting and reporting, external and internal audit,
finance and risk management activities. The Committee comprises John Cilliers (Chairman of Committee)
and Keith Jackson. Meetings are held not less than twice a year having regard to the Company’s reporting
and audit cycle. Key risk management tools used by Ascension include the audit committee function,
outsourcing of certain functions to experts, internal controls, financial and compliance reporting
procedures and processes, business continuity planning and insurance.
Other Committees
Due to the importance of Nomination and Remuneration matters these are addressed by the Board as a
whole and consequently there is no separate Nomination or Remuneration Committee at this time.
Continuous Disclosure
Ascension’s Market Disclosure Policy sets out the Company’s arrangements to ensure material
information is identified, reported, assessed and, where required, disclosed to the market in a timely
manner. Ascension is committed to ensuring the timely disclosure of material information about the
Company to ensuring that the Company complies with the NZX Main Board Listing Rules.
Remuneration Policy
Ascension’s Remuneration Policy is included in its Remuneration, Nomination and Health & Safety
Committee Charter which sets out the principles which apply to the remuneration of the Board and

Ascension Capital Limited
Corporate Governance Statement


30
employees. Details of individual director remuneration are outlined in Note 17.2 of the Financial
Statements.
Auditors
The Audit, Finance and Risk Committee is accountable for ensuring the performance and independence
of the external auditors – BDO Wellington Audit Limited. The Committee also recommends to the Board,
which services other than the statutory audit, may be provided by BDO Wellington Audit Limited as
auditors.
Shareholder Relations
The Board recognises the importance of providing comprehensive and timely information to shareholders.
Information is communicated to shareholders in the Interim Report and the Annual Report. The release of
the Annual Report is followed by the Annual Shareholders Meeting, which the Board recognises as an
important forum at which the shareholders can meet and question the Board. Full participation of
shareholders is encouraged at the Annual Shareholders Meeting to ensure a high level of accountability
and identification with the Company’s strategies and goals. Shareholders are encouraged to submit
questions in writing prior to the meeting.
Environmental, Social and Governance
Ascension recognises the importance of minimising our environmental, social and governance impact.
The Company is committed to minimise its environmental impact and achieve sustainable business
practices.
Summary of Exceptions
The Company’s corporate governance code is based on the recommendations set out in the NZX
Corporate Governance Code and the requirements of the NZX Main Board Listing Rules. The Board
considers that Ascension’s corporate governance code has followed these recommendations and
requirements in all material respects in the current year with the following exceptions:
• Recommendation 3.6 (protocols setting procedure to follow if takeover offer received including the
set-up of a separate committee) - there are no written protocols at this time but the whole Board
would be immediately involved and legal advice sought.
• Recommendation 4.3 (reporting includes non-financial disclosures such as exposure to
environmental risks and how those risks are managed) – due to the Company’s lack of current
operations such reporting will be considered in future years.
• Recommendation 7.2 (the external auditor should attend the issuer’s Annual Meeting to answer
questions from shareholders in relation to the audit) - the Board considered that it was not necessary
for BDO, the external auditor, to attend the 2022 Annual Meeting given the agenda and focus of the
meeting. The Board were able to provide all necessary information to shareholders. The external
auditor will be invited to attend future Annual Meetings as appropriate.
• Recommendation 8.5 (the board should ensure that the notices of annual or special meetings of
quoted equity security holders is posted on the issuer’s website as soon as possible and at least 20
working days prior to the meeting) - the Company held the 2022 Annual Meeting on 14 September
2022. The notice of the Annual Meeting was released on 24 August 2022, being less than the 20
working days recommended.
The alternate governance practices described above have been approved by the Board.

Ascension Capital Limited
Company Directory



31

Company Number:
1009777

Incorporated
21 January 2000

Directors
K Jackson
J Cilliers
R H Gower
S Joyce

Registered Office
c/- Duncan Cotterill Lawyers
Level 2, Tower Building
50 Customhouse Quay
Wellington 6143

Bankers
ANZ Bank Limited
23-29 Albert Street
Auckland 1010

Auditor
BDO Wellington Audit Limited
Level 1, Tower Building
50 Customhouse Quay
Wellington 6143

Share Registry
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Ph: +64 9 488 8777