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Kingfish 2023 Annual Report

Annual Report27 June 2023KFLFinancials

ANNUAL REPORT
2023

31 MARCH

2
CALENDAR

Next Dividend Payable

23 JUNE 2023

Annual Shareholders’ Meeting

Ellerslie Event Centre, Auckland

4 AUGUST 2023, 10:30AM

Interim Period End (1H24)

30 SEPTEMBER 2023

03About Kingfish

06Directors’ Overview

10Manager’s Report

18The STEEPP Process

20Kingfish Portfolio Stocks

26Board of Directors

27Corporate Governance Statement

34Directors’ Statement of Responsibility

35Financial Statements

53Independent Auditor’s Report

57Shareholder Information

58Statutory Information

61Directory

CONTENTS

Andy Coupe

Chair

Carol Campbell

Director

This report is dated 26 June 2023 and is

signed on behalf of the Board of Kingfish

by Andy Coupe, Chair, and Carol

Campbell, Director.

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ANNUAL REPORT

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3
ABOUT KINGFISH

Kingfish Limited (“Kingfish” or “the Company”) is a listed investment

company that invests in quality, growing New Zealand companies. The

Kingfish portfolio is managed by Fisher Funds Management Limited

(“Fisher Funds” or “the Manager”), a specialist investment manager

with a track record of successfully investing in growth company shares.

Kingfish listed on NZX Main Board on 31 March 2004 and may invest

in companies that are listed on a New Zealand stock exchange or

unlisted companies.

INVESTMENT OBJECTIVES

The key investment objectives of Kingfish are to:

»achieve a high real rate of return, comprising both income and capital

growth, within risk parameters acceptable to the directors; and

»provide access to a diversified portfolio of New Zealand quality

growth stocks through a single tax efficient investment vehicle.

INVESTMENT APPROACH

The investment philosophy of Kingfish is summarised by the following

broad principles:

»invest as a medium to long-term investor exiting only on the basis of

a fundamental change in the original investment case;

»invest in companies that have a proven track record of growing

profitability; and

»construct a diversified portfolio of investments based on the ‘STEEPP’

investment criteria (see pages 18 and 19).

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ANNUAL REPORT

2023

-
$

19.5m

Net loss

-18.8

%

Total shareholder return

-2.7

%

Gross performance return

$

1.40

NAV per share

$

1.32

Share price

-3.6

%

Adjusted NAV return

DIVIDENDS PAID

DIVIDENDS PAID DURING THE YEAR ENDED 31 MARCH 2023 (CENTS PER SHARE)

Total dividends of 11.64 cps were paid during the financial year (2022: 14.34 cps)

23 June

2022

3.16

cps

23 September

2022

2.83

cps

16 December

2022

2.86

cps

24 March

2023

2.79

cps

FOR THE 12 MONTHS ENDED 31 MARCH 2023

AT A GLANCE

AS AT 31 MARCH 2023

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ANNUAL REPORT

2023

Mainfreight
17

%


Infratil

17

%

Auckland

International

Airport

9

%

Fisher & Paykel

Healthcare

16

%

Summerset

9

%

AS AT 31 MARCH 2023

LARGEST INVESTMENTS

AS AT 31 MARCH 2023

SECTOR SPLIT

Healthcare 32%

Industrials 31%

Utilities 23%

Consumer Staples 7%

Information Technology 3%

Financials 2%

Cash 2%

These are the five largest percentage holdings in the Kingfish portfolio. The full Kingfish portfolio and percentage

holding data as at 31 March 2023 can be found on page 17.

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ANNUAL REPORT

2023

“It has been a
challenging year for

the New Zealand

listed equities market,

which disappointingly

has resulted in a net

loss for Kingfish (after

expenses, fees and tax)

o f $19. 5 m .”

DIRECTORS’ OVERVIEW

Andy Coupe

Chair

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ANNUAL REPORT

2023

Investors have experienced another tough year, with
markets being driven by a myriad of factors. These

included recession concerns, rapidly rising interest rates

in response to inflation, the geo political uncertainty in

Europe, and the ongoing normalisation of conditions

post COVID induced irregularities. In March, just before

the end of the Kingfish financial year, we saw both US

and European central banks undertake action to avoid a

banking liquidity crisis, which in turn led to a further fall

in global investor and consumer confidence.

During these periods of macro-economic change and

uncertainty we often see equity markets become driven

by sentiment towards short-term events and earnings

risk, rather than longer-term fundamentals, leading

to increased volatility. Some high quality, established

and profitable companies have seen their shares sold

down alongside their more speculative counterparts,

while their longer-term prospects are unchanged. The

Manager believes that Kingfish remains well-placed,

by virtue of the quality of the portfolio companies'

business models and their attractive long-term runways

for earnings growth. These factors, when combined

with more favourable valuations, means the current

environment presents an attractive opportunity for

patient investors.

Notwithstanding these share market challenges, the

directors are disappointed to report a reduction in

Kingfish Limited’s Net Asset Value (NAV) for the year,

from $505 million to $462 million. The Kingfish portfolio

recorded a negative 2.7% Gross Performance Return

1


and a negative 3.6% Adjusted Net Asset Value (NAV)

Return

2

. It is always disappointing to record a negative

return for any reporting period, however we note that

the Kingfish performance was broadly in-line with the

S&P/NZX50 benchmark which was negative 1.9%

for the same period. It is also relevant to note that the

Kingfish annualised adjusted NAV performance over

the longer term of three and five years, being 9.5% and

9.1%, are 2.8 and 1.7 percentage points above the

S&P/NZX50G index for those same three and five-year

periods of 6.7% and 7.4%.

Revenues and Expenses

The 2023 net loss result comprised losses on investments

of $23.7m, operating expenses and tax of $4.8m, less

dividend and interest income of $9.0m.

Overall operating expenses were $1.9m lower than the

corresponding period, mainly due to lower management

fees.

The management agreement fee rebate formula

has reduced the Kingfish annual management fee

from 1.25%pa to 0.75%pa, a saving of $2.3m. This

adjustment occurred because the gross performance

return of the Kingfish portfolio for the year was 6.1

percentage points below the change in the S&P/NZX

Bank Bill 90day index for the year (3.2%)

3

.

Dividends

Kingfish continues to distribute 2.0% of average net asset

value per quarter, as shareholders consistently express

the attraction of receiving the regular distributions. Over

the 12-month period to 31 March 2023, Kingfish paid

11.64 cents per share in dividends (2022:14.34 cps).

The next dividend will be 2.82 cents per share, payable

on 23 June 2023 with a record date of 8 June 2023.

Kingfish has a dividend reinvestment plan which

provides shareholders with the option to reinvest all or

part of any cash dividends in fully paid ordinary shares.

Full details of the dividend reinvestment plan

4

can be

found in the Kingfish Dividend Reinvestment Plan Offer

Document, a copy of which is available at www.kingfish.

co.nz/investor-centre/capital-management-strategies.

Warrants

The most recent warrant issued by Kingfish (KFLWG) was

out-of-the-money on its exercise date of 18 November

2022, and therefore only 133,568 (0.17%) of the 79

million warrants were exercised. Warrants continue to be

a part of the overall capital management programme.

1

The Gross Performance Return is the portfolio performance before expenses, fees and tax. It is an appropriate return measure for

assessing the Manager’s performance against an index or benchmark.

2

The Adjusted Net Asset Value is the underlying performance of the investment portfolio adjusted for dividends, (and other

capital management initiatives) and after expenses, fees and tax.

3

The management fee reduces by 0.10% for each 1.0% pa that the gross return (expressed as a percentage of the gross asset

value at the beginning of the financial year) achieved on the portfolio, is less than the change in the S&P/NZX Bank Bill 90 Day

Index over the year. Subject to a minimum 0.75% pa management fee.

4

Participation forms for the Dividend Reinvestment Plan (DRP) can be obtained by contacting either Kingfish or Computershare

Investor Services Limited.

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ANNUAL REPORT

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FIGURE 1: FIVE-YEAR PERFORMANCE SUMMARY
Corporate Performance

For the year ended 31 March20232022202120202019

5 years

(annualised)

Total Shareholder Return(18.8%)0.02%6 5.1%7. 2 %13.5%10.3%

Adjusted NAV Return(3.6%)(3.5%)41.1%0.4%1 7. 6 %9.1%

Dividend Return

1

7. 7 %7. 4 %7. 7 %8.5%8.6%

Net (Loss) / Profit ($19. 5 m )($17.3m)$142.7m$1.7m$ 4 7.1 m

Basic Earnings per Share-6.00cps-5.49cps56.28cps0.75cps24.24cps

OPEX ratio0.9%1.1%2.9%1.5%3.0%

OPEX ratio (before performance fee)0.9%1.1%1.5%1.5%1.5%

As at 31 March20232022202120202019

NAV (as per financial statements)$1.40$1.58$1.7 7$1.39$1.57

Adjusted NAV$6.30$6.53$6.77$4.80$4.78

Share price$1.32$1.75$1.90$1.29$1.35

Warrant price-$0.05-$0.03$0.06

Share price discount / (premium) to NAV

2

5.7%( 11. 6 % )( 7. 3 % )6.7%13.1%

DIRECTORS’ OVERVIEW CONTINUED

Andy Coupe / Chair

Kingfish Limited

26 June 2023

Share Buybacks

The share buyback programme

5

is another part of

Kingfish’s capital management. During the 12 months to

31 March 2023, the share price was never at a discount

of greater than 6% when compared to the adjusted

NAV, and therefore there were no buybacks, (FY22:Nil).

Subsequent to 31 March 2023, the company has bought

back 379,378 shares in the period to 31 May 2023.

Annual Shareholders’ Meeting

The 2023 annual shareholders’ meeting will be held

on Friday 4 August at 10:30am at the Ellerslie Event

Centre in Auckland and online. All shareholders are

encouraged to attend, with those who are unable to

attend either form of the meeting invited to cast their vote

on company resolutions prior to the meeting.

Conclusion

The year ended 31 March 2023 was yet another

challenging period for the New Zealand share market.

Notwithstanding the changeable market conditions

over the period, your directors remain confident in

the strategy of focusing on well-managed, quality

businesses, whose sustainable competitive advantages

enable them to adapt and respond to an ever-changing

environment over the medium to long term.

We would like to thank you for your continued support

and look forward to seeing many of you at the annual

meeting on 4 August.

On behalf of the Board,

5

Shares purchased under the buyback programme are held

as treasury stock and subsequently utilised under the dividend

reinvestment plan.

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ANNUAL REPORT

2023

Non-GAAP Financial Information
Kingfish uses the following non-GAAP measures:

» adjusted net asset value – the underlying value of the investment portfolio adjusted for capital allocation decisions after

expenses, fees and tax,

»adjusted NAV return – the percentage change in the adjusted net asset value,

»gross performance return – the Manager’s portfolio performance in terms of stock selection before expenses, fees and tax,

»total shareholder return – the return combines the share price performance, the warrant price performance, the net value of

converting any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the

Company’s dividend reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant

expiry date,

»OPEX ratio – the percentage of Kingfish’s assets used to cover operating expenses, excluding tax and brokerage, and

»dividend return – how much Kingfish pays out in dividends each year relative to its average share price during the period.

(Dividends paid by Kingfish may include dividends received, interest income, investment gains and/or return of capital.)

All references to adjusted net asset value, gross performance return and total shareholder return in this Annual Report are to

such non-GAAP measures. The calculations applied to non-GAAP measures are described in the Kingfish Non-GAAP Financial

Information Policy. A copy of the policy is available at https://www.kingfish.co.nz/about-kingfish/kingfish-policies.

FIGURE 2: TOTAL SHAREHOLDER RETURN

Share Price/Total Shareholder Return

Total Shareholder ReturnShare Price

$

9.00

$

8.00

$

7.00

$

6.00

$

5.00

$

4.00

$

3.00

$

2.00

$

1.00

$

0.00

Mar

2016

Mar


2019

Mar


2020

Mar


2021

Mar


2022

Mar


2023

Mar


2004

Mar


2005

Mar


2006

Mar


2007

Mar


2008

Mar


2009

Mar


2010

Mar


2 011

Mar


2012

Mar


2013

Mar


2014

Mar


2015

Mar


2017

Mar

2018

Manager Performance

For the year ended 31 March20232022202120202019

5 years

(annualised)

Gross Portfolio Performance (before

expenses, fees and tax)(2.7%)(2.5%)46.0%2.9%21.2%11. 5 %

S & P/N Z X 5 0 G(1.9%)(3.6%)28.2%(0.5%)18.3%7. 4 %

Performance fee hurdle / Benchmark Rate

3

10.2%7. 5 %7. 3 %8.6%9.0 %

NB: All returns have been reviewed by an independent actuary.

1

Kingfish’s dividend return is calculated by dividing the dividends paid in a given year by the average share price for that year.

(The dividend policy of paying a quarterly dividend that is 2% of average NAV has been consistently applied).

2

Share price discount / (premium) to NAV (including warrant price on a pro-rated basis).

3

The performance fee hurdle is the Benchmark Rate (the change in the NZ 90 Day Bank Bill Index +7%).

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ANNUAL REPORT

2023

Matt Peek
Portfolio Manager

“While it was a challenging

year in financial markets,

Kingfish’s portfolio

companies continued

to focus on positioning

themselves to create future

value for shareholders.”

MANAGER’S REPORT

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ANNUAL REPORT

2023

SUMMARY AND MARKET REVIEW
The last year and a half in global markets has been

tough. The New Zealand market has not been immune

but has held up better.

During the financial year to 31 March 2023, the New

Zealand share market benchmark

1

fell by -1.9%, and

Kingfish was slightly lower at -2.7% (gross performance

return). By comparison, the MSCI World index, which

measures developed world markets, was down -7.0%.

The financial year began with global markets lacking

in confidence. Inflation was rising and concerns were

growing that it could only be contained by much more

restrictive monetary policy by central banks. Higher

interest rates impact the markets negatively in two

key ways. Firstly, higher interest rate settings tend to

weigh on global economic growth, which means a less

conducive environment for companies to do business.

Secondly, the valuation of most financial assets (shares

and bonds) falls as interest rates rise, as the discount

rate applied to future cash flows increases.

To add to this, Russia invaded Ukraine in late February

2022. While most thought it would be over relatively

quickly, that proved not to be the case and sadly the

conflict is still ongoing at the time of writing. This has

disrupted global energy markets, pushing the cost of oil

up significantly from already elevated levels, adding

additional inflationary pressures and a headwind to

economic activity.

Domestically, the Reserve Bank of New Zealand moved

to address inflation with restrictive monetary policy,

hiking the Official Cash Rate more aggressively than

expected. Higher interest rates naturally led to concerns

that this could precipitate a recession, given New

Zealand households are highly indebted. Alongside

the prospect of falling house prices, these rising interest

rates acted to reduce discretionary spending in the

economy.

In the first half of the year, against this backdrop, the

NZ market

1

fell -8.6%.

In the second half of the year, data began to show

inflation had peaked and was starting to reduce, which

saw those key longer-term interest rates stabilise, albeit

at considerably higher levels.

Despite continued negative headlines in the second

half of the 2023 financial year, the New Zealand share

market rose +7.4%

1

due to the improving inflationary

backdrop and rising global markets.

THE KINGFISH PORTFOLIO YEAR

IN REVIEW

It has been a tricky environment for growth orientated

investors, including Kingfish.

In the 2023 financial year, Kingfish’s performance was

negatively impacted by the interest rate and housing

market effect on the retirement village companies and

more economically sensitive names like Mainfreight and

Freightways.

Positive performers in the portfolio came in three buckets.

Firstly, more defensive growth/infrastructure companies

such as Infratil and Auckland Airport performed

well. Secondly, less economically sensitive healthcare

companies EBOS and Fisher & Paykel Healthcare

continued to grow as pharmacy volumes and the number

of respiratory patients rose with a growing and ageing

population. Thirdly, some companies’ performance

benefited from ‘self help’ initiatives such as a2 Milk, which

is back to growth under its new management team, and

Pushpay, which solicited takeover offers during the year.

While it was a challenging year in financial markets,

Kingfish’s portfolio companies continued to focus

on positioning themselves to create future value for

shareholders.

1

S&P/NZX 50 gross index excluding imputation credits.

Chart: Despite a tough 2023 financial year, the New Zealand market held up better than global markets

31-Mar-22 30-Jun-22 30-Sep-22 31-Dec-22 31-Mar-23

105

100

95

90

85

80

75

-1.9%

-7.0%

S&P/NZX 50 MSCI World

Second half: +7.4%

First half: -8.6%

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2023

Chart: Portfolio Company Total Share Returns (year to 31 March 2023)
MANAGER’S REPORT CONTINUED

While we rejected the initial takeover bid of $1.34, we

voted in favour of the revised $1.42 offer with the view

it was the best option for Kingfish shareholders.

EBOS

Over the last 12 months, EBOS (+15%) delivered the

operating performance you would expect from a

high-quality defensive growth business, being solid

organic growth. Pleasingly, its significant LifeHealthcare

medical device distribution business performed in

line with expectations at the time of its acquisition in

late 2021 and has improved the diversity and growth

options for the business.

The underlying pharmaceutical wholesale market

continues to benefit from strong sales of antiviral

medicines and high value speciality medicines. Outside

of Community Pharmacy, EBOS continues to gain

market share in its Contract Logistics business and the

company has also successfully brought its pet food

manufacturing in house which has allowed it to capture

further profit margin in its Animal Care division.

PERFORMANCE HIGHLIGHTS

Pushpay

The best performer in the Kingfish portfolio for the

year was Pushpay (+22% total share return) after it

received a takeover offer during the year, which was

subsequently completed in May 2023.

The possibility of a takeover dominated newsflow and

share price action for Pushpay over the last year, with

the company finally taken private in late May 2023 for

$1.42 per share. It took over a year from the company

announcing it had received approaches from interested

third parties to shareholders accepting a revised offer.

Pushpay remains the leader in software for churches

to manage their congregation and receive donations.

The business is still the leader in its sector, though

competitors have been catching up in more recent

times. The company has further runway for future

growth, although this is contingent on successfully

gaining traction in the Catholic sector. It was

disconcerting through the takeover process to see the

board seemingly unwilling to back the business and

management to achieve its growth aspirations.

Pushpay

EBOS

Infratil

Fisher & Paykel Healthcare

Auckland Airport

The a2 Milk Company

Meridan Energy

Port of Tauranga

Contact Energy

Mainfreight

Freightways

Summerset

Vista

Delegat

Ryman

+22%

+15%

+14%

+12%

+11%

+11%

+8%

+4%

-1%

-14%

-21%

-23%

-25%

-36%

-39%

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Fisher & Paykel Healthcare
Fisher & Paykel Healthcare (FPH, +12%) recovered

from a tough start to the year as operating conditions

returned to normal after a couple of years heavily

influenced by COVID waves. The company emerged

from an ebb in demand in the first half to bounce back

strongly in the second as it continues to change clinical

practice and sell more of its respiratory equipment

globally.

As we have previously discussed, FPH performed

exceptionally during COVID, as sales for its high flow

nasal oxygen therapy products Airvo (the hardware)

and Optiflow (the consumables) exploded in response

to the pandemic.

Hardware sales were subsequently expected to be

muted for a time as hospitals globally digested 10

years’ worth of hardware sales in around two years.

However, hardware sales have held up better than

expected and remain ahead of pre-COVID levels,

supported by new product launches plus equipment

upgrades and expansions across the company’s large

and diverse global customer base.

Consumable sales have been more unpredictable than

expected. In the first half of the financial year, hospitals

reduced their nasal high flow consumables stocks after

later COVID variants proved far less severe which

impacted the company’s sales. In addition, indirect

COVID-induced irregularities such as fatigue and

understaffing of medical professions have hampered

changing clinical practice. This has tempered hardware

utilisation and short-term sales expectations for

consumables, as the global healthcare system takes

time to settle into more normal conditions.

Despite some greater than expected volatility in

earnings in the short term, FPH continues to invest

for the future. Its growth aspirations remain to

sustainably double every 5-6 years, which translates

to growth of around 12-14% annually. During the

year, it announced several new products, including

Switch & Trace, which solve common headaches for

anaesthesiologists. These products facilitate use of

FPH’s Optiflow high flow nasal oxygen system in this

large and underpenetrated market. The anesthesia

market is estimated to be around 50 million patients

per year which translates to NZ$5 billion annual sales

potential. This further extends FPH’s long runway for

growth to a total addressable market to over NZ$25

billion and 250 million patients (and growing) across

both its Hospital and Homecare divisions.

Infratil

Infrastructure investment company Infratil (+14%)

delivered another significant year of investment and

divestment activity, while its key portfolio assets

generally continued to grow and perform well

regardless of the economic climate.

One NZ (formerly Vodafone) sold its mobile tower

assets, realising value equivalent to around 80% of

Infratil's original purchase price whilst foregoing only

around 10% of the earnings. This provided Infratil with

a meaningful cash position at a time when debt levels

were a growing headache for many other companies.

Infratil’s US-based renewable electricity developer

Longroad Energy raised US$500 million to accelerate

its growth plans, at significantly higher valuation to

what Infratil paid when it first invested in 2016. With

the energy transition in the United States still being

in its early stages, and the US Government starting

to meaningfully incentivise renewable electricity

developments, Longroad Energy has a particularly

exciting future ahead of it.

During the year, Infratil also announced the

establishment of an Australian renewable energy

platform (Mint Renewables) to be chaired by Deion

Campbell, former CEO of Tilt Renewables. Like the US,

Australia needs to build a large number of renewable

energy projects over the next decade to transition

towards renewables, which are only around 30% of

electricity generation currently, as the country still gets

around half its power from burning coal.

Canberra Data Centres (CDC) is still Infratil’s largest

investment. It’s a great example of the investment

opportunities within its existing portfolio. Having just

completed around $1 billion of investment in data

centres in Western Sydney, CDC expects to invest

a similar amount in coming years as it expands its

business in Auckland and Melbourne. Demand for

data centre capacity is still very strong, with data

sovereignty and security trends reinforcing CDC's value

proposition to government and critical infrastructure

clients.

Auckland Airport

Auckland Airport (+11%) was a positive contributor to

returns as it continues to recover financially following

the impact of reduced international passenger numbers

as a result of COVID border closures.

Travel is back – and it seems this time it’s for real.

After several years of border restrictions and

domestic lockdowns, New Zealand has opened up

for unrestricted travel. Airlines have taken time to

re-establish their networks, with Air New Zealand

bringing back its last plane from the desert in May

2023.

International passengers had recovered to 76% of

2019 levels by March 2023, and airline capacity data

suggests this will reach around 90% later in 2023.

New Zealand's destination attractiveness remains

strong, with many countries’ inbound passenger arrivals

close to pre-COVID levels. Chinese passenger numbers

are finally beginning to pick up, after a prolonged

period where the country took a more cautious stance

on resuming international travel.

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ANNUAL REPORT

2023

MANAGER’S REPORT CONTINUED
Auckland Airport is beginning the next phase of

terminal expansion, announcing a $3.9 billion capital

programme over the next half-decade. This includes

$2.2 billion to replace the domestic terminal which

is now over 50 years old! This investment will allow

Auckland Airport to significantly lift airport charges to

earn an appropriate return on the capital invested.

The a2 Milk Company

The a2 Milk Company (+11%) is back on a growth

trajectory under its refreshed management team,

primarily off the back of market share gains in the

Chinese infant formula sector.

The brand’s ‘a2 Platinum’ English Label brand has

always had a fairly strong position in the cross-

border e-commerce and daigou segments of the

market. However, most of the company’s ongoing

growth is coming from its Chinese Label ‘a2 Zhichu’

brand in more traditional channels – that is, high end

supermarkets, specialist ‘Mother & Baby’ stores, and

also increasingly domestic e-commerce platforms.

The company’s China-based team has continued to

raise brand awareness and rate of trial by customers

over time to new highs. This has enabled market share

to grow at strong rates from low levels. a2 still only

has around 3% market share in these channels so there

is plenty of scope for further growth, especially as

many historically popular international brands are on

the wane. Moving forward, the management team is

focused on launching entry level and super premium

products to supplement the growth of its existing

brands.

Meridian Energy

Renewable electricity company Meridian (+8%)

benefited from elevated electricity prices during the

year. This upward pressure on prices in recent times

has been the result of relatively stable national demand

for electricity, the higher cost of supply for thermal

generators (due to shortages in gas fields and coal

prices spiking subsequent to the war in Ukraine), and

the lead time for new low-cost renewable generation to

come online.

Over time, the country that requires a significant

amount of new generation capacity is built to meet

demand growth from the progressive electrification

of the vehicle fleet and the transition away from

other non-renewable energy sources such as thermal

heating. In this regard, Meridian has been developing

its Harapaki wind farm, which is expected to be

commissioned in 2024.

Port of Tauranga

Port of Tauranga (+4%) is slowly emerging from

COVID-related supply chain challenges. These

challenges included ships skipping some New Zealand

ports, storage yards getting clogged with shipping

containers, and poor cost and efficiency outcomes due

to the scarcity of labour. New Zealand ports began the

re-establishment of berthing windows (fixed schedules

for ship arrivals) in March 2023, a significant step

towards returning to normal patterns of activity and

efficiency.

Port of Tauranga has also seen a move towards more

rational competition from Ports of Auckland, which has

lifted its charges in a long overdue move to address

its poor financial performance. The Port of Tauranga

also lifted charges to recover increased labour and rail

costs. The company’s pricing power is an important

feature of its investment case, and is helping it continue

to grow earnings in an environment where cargo

volume growth is subdued.

PERFORMANCE LOWLIGHTS

Summerset and Ryman Healthcare

It was a challenging year for retirement villages

Summerset (-23%) and Ryman Healthcare (-39%).

The headwinds from the slower housing market

persisted through the year. REINZ data shows that by

the end of the 2023 financial year, New Zealand’s

housing market index had fallen around -17% from its

November 2021 peak, with the Auckland market down

around -22%. This saw a halt to the operators’ ability

to continue to increase unit prices, although overall

the sector has not had to reduce prices as they did not

increase as rapidly as the broader housing market in

recent years.

In addition, sales volumes have fallen to levels last

seen back in the Global Financial Crisis (2008-2009)

as many would-be buyers wait on the sidelines and

vendors are reluctant to drop their asking price. This

environment meant that prospective retirement village

residents struggled to sell their houses and generally

took longer to settle on units.

Ryman in particular felt the acute impact of this, as it

came into the year with a higher level of debt, and

more apartments in urban locations. As cash proceeds

took longer to be realised, Ryman saw its debt levels

rise higher and faster than expected. In January 2023,

the company raised around $900 million to restore

its balance sheet and re-calibrate its growth plans.

We reduced Kingfish’s shareholding in Ryman as the

situation deteriorated.

Summerset remains confident in its balance sheet, with

a diversified build programme focused on less capital-

intensive broadacre sites. It also expects to deliver its

first Australian units for sale by the end of the calendar

year.

Despite the challenge at present, the retirement village

business model is still attractive. The operators are

still seeing strong levels of interest from prospective

residents. Underlying demand is set to increase strongly

over coming decades as the population ages. The

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ANNUAL REPORT

2023

companies’ reputations have been reinforced through
COVID and the support they provided residents in

recent weather events here in New Zealand. The

companies have recently been valued at the cheapest

valuations that they ever have on account of poor

sentiment around the housing market. Overall, both

companies are well positioned for the future.

Delegat Group

Oyster Bay owner Delegat (-36%) continues to grow its

premium wine business off the back of continued strong

growth in the North American market. However, during

the year, it has had to contend with cost pressures and

work through the impact from a lower than expected

harvest in 2021, which reduced profit margins.

The US market is still seeing consumers migrate towards

‘premium’ wines (US$10+ price point), which only

have about half the representation of other similar

markets. Also, the American consumer is coming from

a legacy position of having a large historical exposure

to Californian chardonnay. However, the consumer

is continuing to shift more towards different varietals

to what they have traditionally consumed, and from

other regions. So, while it is well established here in

New Zealand, overall Oyster Bay’s range including

sauvignon blanc and pinot gris continue to have

significant runway for further growth in the US.

Meanwhile, the company has continued to invest

ahead of time to be able to grow production to match

its future demand projections. This includes acquiring

land to convert to vineyards and expanding its wineries

as volumes scale up. While the company is currently

selling around 3.5 million 12-bottle cases per year, this

positions it well for growth towards 5 million over time.

Vista

Movie theatre software provider Vista (-25%) has

had to contend with escalating costs of software

developers, ahead of benefiting from the increased

revenues its transition to a software subscription based

model will bring.

During the year, Vista made progress against its key

medium-term objective of signing up customers to its

upgraded Cloud and Digital products, which replace

its legacy ‘on premise’ systems. The new products

provide customers with a solution that overall has more

functionality and requires less in-house IT resources to

support.

Early adopters have signed on to upgrade to the

new platform including the largest Canadian chain,

Cineplex, an existing Vista customer.

The transition to a fully cloud-based software-as-a-

service model over the coming years will see the

company significantly grow its revenue and profitability

as more customers adopt the new products.

Freightways

Freightways (-21%) is one of the two largest players in

the New Zealand courier market. Over the last couple

of years, the company has grown volumes from the

tailwind of consumers increasingly embracing shopping

online and having purchases delivered by courier.

However, this tailwind turned to a headwind during the

year.

The retail sector only comprises around a quarter of

the company’s network courier volumes, with large

exposures to more resilient sectors including automotive

and pharmaceutical. The resilience of these sectors

plus gains in market share from other providers mean

that Freightways has held volumes steady despite the

tougher economic climate.

Mainfreight

Whatever part of the economic cycle we are in, the

Mainfreight (-14%) team is focused on customer service

and long term growth from network expansion and

market share gains.

The company is growing and intensifying its network

through adding new branches across all products and

in all regions. Investment into new facilities is improving

service quality which assists in customer wins and

retention and efficiency which boosts profitability. This

includes purpose-built Transport cross-docks and larger

Warehouses, including in Europe and the US.

Australia is a key region where Mainfreight has

matured as a company over recent years, as the

company has improved its service offering and

gained traction with customers. Rewinding to put the

company’s progress in context, in the 2017 financial

year, the Australian business had 51 branches and

its operating profit was only 53% of that of the New

Zealand business. Over the next 5 years this had

grown to 66 branches and 84%. In that time, operating

profits have roughly tripled. But the growth runway

remains significant as the business is still smaller

than the New Zealand business despite the market

opportunity being about five times the size. At its

investor day in late 2022, the company outlined its

plans to take the number of branches to close to 100.

The company saw growth slow over the course of the

2023 financial year as economic headwinds have

intensified. However, it is well placed to navigate

softer conditions and come out the other side stronger.

Its team possess the mentality of a ‘business owner’,

because of the company’s strong performance culture

that feeds down from its senior leadership team, who

have significant ‘skin in the game’ from their meaningful

shareholdings. The company pays its team members a

percentage of branch profits, so they are incentivised to

manage costs tightly and work hard for new business

whatever the conditions. The company operates a

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MANAGER’S REPORT CONTINUED
decentralised structure, where branch managers and

their teams are empowered to make decisions quickly

to respond to changing conditions. This saw the New

Zealand business perform creditably even during the

sharp downturn of the Global Financial Crisis in 2009.

Contact Energy

Contact Energy (-1%) is particularly well placed to

benefit from the development of renewable electricity

in New Zealand over time. Contact has a significant

pipeline of new generation projects split between

geothermal, wind, and solar power.

Contact expects first power from its Tauhara geothermal

plant in mid-2023. This power plant will produce 1.4

terrawatt hours of electricity per year, which is enough

to power around 200,000 households. It also has

plans to add the same amount of generation again

on the steamfield, including announcing a smaller

power station at Te Huka and the receipt of consents

to replace its legacy Wairakei power stations with an

upsized power station at Te Mihi.

CONCLUSION

The last couple of years has seen weaker market

and Kingfish performance. However, it is also

worth remembering progress is not linear. We

have experienced other periods of weak market

performance, and periods where Kingfish’s

performance has lagged the benchmark, such as

during the Global Financial Crisis in 2008-2009.

However, Kingfish’s gross portfolio has outperformed

the New Zealand market

1

over longer term periods

including the last three, five, and ten years, and since

inception.

Chart: Kingfish’s long-term gross performance return

(compared to benchmark) has weathered short-term

volatility

OUTLOOK

Despite the doom and gloom around the New Zealand

economy, there are many reasons to remain optimistic

about the outlook.

The key force that caused the downturn in the first

place has improved: globally and locally inflation

certainly looks to have peaked.

Interest rates are higher than they have been recently,

but we are likely near the end of the RBNZ hiking

cycle.

Economic cycles will continue to ebb and flow, but

companies with competitive advantages, sound

balance sheets, and highly credible management

teams are better placed to weather any storms along

the way and emerge stronger.

Those attributes are exactly what we look for when

selecting companies for Kingfish, so needless to say we

remain constructive on the outlook for the portfolio. I

look forward to updating you on progress.

Chart: NZ and US inflation peaked in mid 2022,

around the time the New Zealand share market

reached its recent low point


Matt Peek / Portfolio Manager

Fisher Funds Management Limited

26 June 2023

16.0%

14.0%

12.0%

10.0%

8.0%

6.0%

4.0%

2.0%

0.0%

-2.0%

-4.0%

1 year3 years

(p.a.)

5 years

(p.a.)

10 years

(p.a.)

Inception

(p.a.)

10

8

6

4

2

0

-2

Dec 2020

Mar 2023Mar 2021

Jun 2021

Sep 2021

Dec 2021

Mar 2022

Jun 2022

Sep 2022

Dec 2022

US Inflation (CPI) NZ Inflation (CPI)

Year-on-year inflation (%)

-

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ANNUAL REPORT

2023

PORTFOLIO HOLDINGS SUMMARY
AS AT 31 MARCH 2023

Listed Companies% Holding

Auckland International Airport8.6%

Contact Energy4.0%

Delegat Group2.2%

EBOS Group4.0%

Fisher & Paykel Healthcare16.0%

Freightways3.4%

Infratil1 7.1 %

Mainfreight16.9%

Meridian Energy2.0%

Port of Tauranga2.4%

Pushpay Holdings2.1%

Ryman Healthcare3.6%

Summerset Group8.5%

The a2 Milk Company 4.7%

Vista Group3.1%

Equity Total98.6%

New Zealand dollar cash1.4%

TOTAL100.0%

The information in this Manager’s Report (including all text, data and charts) has been prepared as at late-May 2023. The

information has been prepared as a general summary of the matters covered only, and it is by necessity brief. The information

and opinions are based upon sources which are believed to be reliable, but Kingfish Limited and its officers and directors make

no representation as to its accuracy or completeness. The report is not intended to constitute professional or investment advice

and should not be relied upon in making any investment decisions. Professional financial advice from a financial adviser should

be taken before making an investment. To the extent that the report contains data relating to the historical performance of Kingfish

Limited or its portfolio companies, please note that fund performance can and will vary and that future results may have no

correlation with results historically achieved.

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STRENGTH OF
THE BUSINESS

What is the company’s

competitive advantage? Is it

sustainable? Is the company a

market leader? Does it have

a dominant position? A strong

business is one that can maintain

its profit margins by employing a

unique strategy.

TRACK

RECORD

How has the company performed

in the past? Has the company

performed under the same

management team? Has it grown

organically or by acquisition? How

did the company react during a

downturn? Fisher Funds prefers to

buy established companies that

have executed well in the past.

EARNINGS

HISTORY

How fast has the company been

able to grow its earnings in the

past? How consistent has earnings

growth been? Fisher Funds prefers

to buy companies that exhibit

secular growth characteristics

where they have proven the ability

to provide a high or improving

return on invested capital.

THE STEEPP PROCESS

Fisher Funds employs a process that it calls STEEPP to analyse existing and potential portfolio

companies. This analysis gives each company a score against a number of criteria that Fisher Funds

believes need to be present in a successful portfolio company. All companies are then ranked

according to their STEEPP score to broadly determine their portfolio weighting (or indeed whether

they make the grade to be a portfolio company in the first place).

The STEEPP criteria are as follows:

S

T

E

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EARNINGS GROWTH
FORECAST

What is the company’s earnings

growth forecast over the next

three to five years? What is the

probability of achieving the

forecast? What do we expect the

company’s earnings potential to

be? Fisher Funds notices that too

many analysts focus on short-term

earnings. As long-term growth

investors, Fisher Funds thinks about

where the company’s earnings

could be in three to five years.

PEOPLE/

MANAGEMENT

Who are the management team

and how long have they been in

their roles? Who are the directors,

what is their history with the

company, and what do they bring

to the board? What is the depth of

management in the organisation

and is there a succession plan for

the key executive roles? Do the

management team own shares

in the business and how are

they rewarded? Has the board

and management exhibited

good corporate behaviour in the

areas of environmental, social

and governance considerations?

For Fisher Funds, the quality of

the company management and

its corporate governance is of

paramount importance.

PRICE/

VALUATIO N

How much of the future earnings

growth is already reflected in

the share price? Where does the

current share price sit in relation

to our worst to best case valuation

range? A company will generate

a higher score where the market

price currently reflects little of that

company’s upside potential.

E

P

P

Applying this STEEPP analysis, Fisher Funds constructed a portfolio for

Kingfish which comprised 15 securities at the end of March 2023.

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Total share return sourced from Bloomberg and excludes imputation credits.
THE KINGFISH PORTFOLIO STOCKS

The following is a brief

introduction to each of your

portfolio companies, with a

description of why Fisher Funds

believes they deserve a position

in the Kingfish portfolio. Total

share return is for the year to

31 March 2023 and is based

on the closing price for each

company plus any dividends

received. For companies that are

new to the portfolio in the year,

total shareholder return is from

the first purchase date to

31 March 2023.

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WHAT DOES IT DO?
Auckland International Airport

(AIA) owns and operates New

Zealand’s major gateway as

well as 1500 hectares of land

surrounding the airport. AIA

operates under a ‘dual till’

regulatory regime, meaning

that the company’s aeronautical

operations are subject to light-

handed regulation, whereas the

other non-aeronautical operations

are unregulated. Over 50% of

AIA’s revenue is derived from

non-aeronautical operations,

such as retail, parking, hotel

accommodation and property

rental.

WHY DO WE OWN IT?

AIA is well-positioned to benefit

from New Zealand’s positive

long-term tourism outlook. With

aspirations for 40 million total

passengers per annum by 2044,

combined with a strengthening

consumer business and

leveraging its land bank, AIA’s

non-aeronautical operations are

expected to continue to deliver

attractive returns on invested

capital into the future.

WHAT DOES IT DO?

Contact Energy is a large

electricity generator, producing

approximately 20-25% of New

Zealand’s electricity in an average

year. The vast majority of its

electricity is from renewable hydro

and geothermal resources.

WHY DO WE OWN IT?

Contact Energy has a balanced

portfolio of quality renewable

generation assets across both

islands, and this is matched by

demand from a strong electricity

retailing business plus commercial

and industrial customers. Its

established business provides

solid cash flows which underpin

an attractive level of dividends.

Contact has an attractive pipeline

of generation projects from a

variety of renewable sources

including geothermal in the near

term, plus wind and solar longer

term.

+ 11

%

-1

%

Total Share ReturnTotal Share Return

-36

%

Total Share Return

WHAT DOES IT DO?

Delegat Group produces and

distributes super-premium wine

internationally under the Oyster

Bay and Barossa Valley Estate

brands. Oyster Bay is the number

one selling New Zealand wine

brand in the UK, Australia and

Canada, and is growing quickly in

the US.

WHY DO WE OWN IT?

Delegat has invested for continued

growth by expanding its winery

capacity and increasing vineyard

plantings to meet its goal of

continuous growth in case sales. A

large part of the growth is likely to

be driven by the US market, which

remains relatively immature.

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KINGFISH PORTFOLIO STOCKS CONTINUED
WHAT DOES IT DO?

Fisher & Paykel Healthcare is a

leading designer, manufacturer

and distributor of innovative

medical devices for patients who

require acute respiratory and

obstructive sleep apnoea care.

Over 95% of its products are

sold outside New Zealand from

dedicated manufacturing facilities

in Auckland and Mexico.

WHY DO WE OWN IT?

We are attracted to the demand

for Fisher & Paykel Healthcare’s

innovative care products as the

worldwide population ages and

the incidence of chronic respiratory

illness and other health issues

rises. Through its own research

and development, Fisher & Paykel

Healthcare has continued to

develop products that significantly

expand its potential patient base,

while maintaining high returns on

invested capital.

+ 12

%

Total Share Return

WHAT DOES IT DO?

Freightways operates a range

of nationwide express delivery

operations in New Zealand with

brands including NZ Couriers,

Post Haste and Big Chill, as well

as Allied Express in Australia.

The company has also developed

ancillary business on both sides

of the Tasman encompassing

document storage, data services,

secure destruction, and waste

renewal.

WHY DO WE OWN IT?

Freightways is one of two dominant

players in the New Zealand

courier market and its information

management business has a trans-

Tasman footprint. The company

has a track record of stable

organic growth and value-accretive

acquisitions that leverage off its

existing infrastructure.

-21

%

Total Share Return

+ 15

%

Total Share Return

WHAT DOES IT DO?

EBOS Group is Australasia’s

largest diversified pharmaceutical

and medical care products group,

focusing primarily on wholesale

logistics and distribution of

pharmaceuticals, medical devices,

and other products. The company

typically has a leading market

position in each market segment it

operates in. EBOS also operates

in the animal care sector as a

veterinary wholesaler, distributor

and retailer of animal healthcare

products, pet accessories and

premium foods across Australasia.

WHY DO WE OWN IT?

EBOS’ scale and market position

mean that it is a low-cost operator,

which it complements with a

leading service proposition which

has allowed it to take market share

over time. The sector has a tailwind

from the ageing population

demographic and the increasing

prevalence of chronic diseases.

It has a strong track record of

supplementing the growth in its

core operations with moves into

higher growth adjacencies and

successful acquisitions.

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ANNUAL REPORT

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WHAT DOES IT DO?
Infratil invests in a diverse range

of infrastructure businesses, with

a portfolio focused on data,

communications and renewable

energy, with smaller exposures

to healthcare and airports. It

is externally managed by an

experienced management team.

WHY DO WE OWN IT?

We are attracted to Infratil’s

portfolio of infrastructure assets that

are not easily replicable and its

strong track record since listing.

+14

%

Total Share Return

WHAT DOES IT DO?

Mainfreight is a global supply

chain logistics company. Its services

primarily span domestic transport,

managed warehousing, and

international air and sea freight.

Its operations span-New Zealand,

Australia, the Americas, Europe,

and Asia.

WHY DO WE OWN IT?

Mainfreight is a very well-run

company with a special company

culture that has delivered strong

performance over time. It continues

to open new trade lanes as it

spreads its logistics footprint

ever wider. Growth should come

organically as it takes market share

and works further towards its 100-

year vision of becoming a leading

global logistics provider.

-14

%

Total Share Return

WHAT DOES IT DO?

Meridian Energy is New

Zealand’s largest electricity

generator, producing

approximately 30% of the

country’s electricity in an

average year, sourced 100%

from renewable hydro and

wind resources. The company

also has a retail business in

New Zealand, operating under

the Meridian and Powershop

brands.

WHY DO WE OWN IT?

Meridian is a well-run company,

with a portfolio of long-dated,

quality renewable generation

assets which provide Meridian

with the advantage of being

amongst the lowest cost marginal

electricity producers.

+8

%

Total Share Return

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KINGFISH PORTFOLIO STOCKS CONTINUED
+ 22

%

Total Share Return

-39

%

Total Share Return

+4

%

Total Share Return

WHAT DOES IT DO?

Pushpay is a leading mobile

payment and engagement provider

to the US faith sector, with a

growing customer base focused

on medium and large churches

in the US. It also has a church

management software business

ChurchStaq. Together these enable

churches to manage and interact

seamlessly with their congregation

in an effective and modern way.

WHY DO WE OWN IT?

Pushpay provides a best-in-

class product and service. Its

combination of ongoing product

development and leading customer

service gives us comfort that

Pushpay will retain this edge over

weaker competitors. Pushpay’s

addressable market is very large

(approximately US$90 billion)

and digital giving remains under-

penetrated but growing.


WHAT DOES IT DO?

Port of Tauranga is the natural

gateway to and from international

markets for many of New

Zealand’s major businesses. It is

close to many important exporters

in the forestry, dairy, meat and fruit

industries. Its investment in port

facilities in Timaru and an inland

port near Christchurch opens up

the South Island for exports to be

hubbed out of Tauranga.

WHY DO WE OWN IT?

Port of Tauranga continues to

grow in importance as a leading

shipping port in New Zealand

for both exports and imports. It

has many natural advantages,

including excellent access for

road and rail, large land holdings

and a deep harbour for bigger

ships to call. Port of Tauranga

continues to increase container

market share, supported by its

investments in Metroport near

Auckland, Primeport Timaru, its

Ruakura hub, and a long-term

strategic agreement with Kotahi

(a joint venture between leading

exporters).

WHAT DOES IT DO?

Ryman Healthcare was formed in

1984 to develop, construct and

operate retirement villages in New

Zealand. It now has a portfolio of

retirement villages around New

Zealand and is replicating its

model in Victoria, Australia. Ryman

Healthcare is the largest owner and

developer of retirement villages in

New Zealand.

WHY DO WE OWN IT?

Ryman Healthcare has been the

industry pioneer in retirement

living. Industry dynamics are

attractive, and Ryman Healthcare

expects to lift its build rate of units

and beds to meet latent demand

from an ageing population.

Victoria has a similar ageing

demographic to New Zealand and

represents an attractive area for

future growth; Ryman’s continuum

of care offering is popular but

offered by few competitors

currently.

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2023

-23
%

Total Share Return

+11

%

Total Share Return

-25

%

Total Share Return

WHAT DOES IT DO?

Summerset is an integrated

retirement village builder, owner

and operator. The company has

retirement villages spread around

New Zealand and is a leading

developer of retirement villages in

New Zealand with a significant

land bank. Summerset has entered

Australia and is in the process of

building out a portfolio of villages

from its land bank there too.

WHY DO WE OWN IT?

Summerset successfully operates a

continuum of care model with aged

care integrated into its villages.

It has developed a strong and

consistent track record of growth

in its build rate and earnings.

With brand awareness converging

on Ryman, proven development

capability and a robust balance

sheet, Summerset is well placed to

meet the growing needs of ageing

populations in New Zealand and

Australia.

WHAT DOES IT DO?

Vista Group is an innovative IT

company primarily providing

sophisticated software to cinema

exhibitors. It has 35% worldwide

market share with clients in over

100 countries. Its integrated

software systems allow cinema

exhibitors to run wide-ranging

functions such as ticketing, food

and beverage sales, staff and

film scheduling, loyalty schemes,

digital signage as well as external

customer interfaces like websites,

mobile apps and call centres. Vista

Group also has a range of smaller

group businesses that leverage its

depth of data and cinema industry

intellectual property.

WHY DO WE OWN IT?

We are attracted to Vista Group’s

profitable core business which

provides sophisticated software

to cinema operators of all sizes.

We believe that this business

still has many years of growth

ahead of it, plus will benefit from

migrating customers to its cloud-

based offering. Additionally,

the company’s data analytics

business (Movio) supplements this

by providing valuable insights to

exhibitors and studios.

WHAT DOES IT DO?

The a2 Milk Company sells ‘a2’-

branded fresh milk and infant milk

formula internationally. As the name

suggests, its products contain only

A2 beta-casein protein, on the basis

that it is more comfortably digested

than normal milk (which contains a

mix of both A1 and A2 proteins).

In recent years, the company has

grown sales and market share

rapidly in Australia and China

and is currently also focused on its

growing business in the US.

WHY DO WE OWN IT?

The a2 Milk Company has a small

but growing share of the very

lucrative Chinese infant formula

market. We expect its market

share to continue growing across

a range of distribution channels.

In addition, there is potential for

further upside from new products

and geographies.

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Andy Coupe LLB, CMInstD
Chair of the Board

Chair of Remuneration and Nominations Committee

Independent Director

Andy Coupe is a professional company director with

a wide range of governance experience. Prior to that

he held senior roles in investment banking, with a

particular focus on equity capital markets. Andy is Chair

of Barramundi, Marlin Global, and Television New

Zealand, and is also a director of Briscoe Group. Andy

was formerly Chair of Farmright, Solid Energy New

Zealand and the New Zealand Takeovers Panel. Andy’s

principal place of residence is Hamilton.

Andy was first appointed to the Kingfish board on 1

M arc h 2013.

Fiona Oliver LLB, BA, CFInstD

Independent Director

Fiona Oliver is a professional director, and her

governance roles span a range of business sectors

including renewable energy, natural gas, technology,

and professional and financial services. She is a director

of Barramundi and Marlin Global. Fiona is also a

director (and audit committee chair) of Gentrack Group

Limited and the First Gas Group. She is also a director

of Freightways Limited, Summerset Holdings Limited,

the New Zealand Superannuation Fund and Wynyard

Group Limited (in liquidation). Fiona’s Executive career

was in the financial services sector in New Zealand

and overseas. In New Zealand, her roles included

Chief Operating Officer of Westpac’s investment arm,

BT Funds Management, and General Manager of

AMP NZ’s Wealth Management division. In Sydney

and London, Fiona managed the Risk and Operations

function for AMP’s private capital division. Prior to this,

Fiona was a senior corporate and commercial solicitor in

New Zealand and overseas, specialising in mergers and

acquisitions. Fiona is a Chartered Fellow of the Institute

of Directors and a member of Global Women. Fiona

was awarded the Beacon Award by the New Zealand

Shareholders Association in 2021 for her role as chair

of the independent directors of Tilt Renewables Limited

during the attempted takeover of this company in 2018.

Fiona’s principal place of residence is Auckland.

Fiona Oliver was first appointed to the Kingfish board on

1 June 2022.

Carol Campbell BCom, FCA, CFInstD

Chair of Audit and Risk Committee

Independent Director

Carol Campbell is an experienced company director

who has a sound understanding of efficient board

governance and extensive financial experience.

Carol is a director and Chair of the Audit and Risk

committees of Barramundi and Marlin Global, and

Chair of the Audit and Risk committee of Kingfish.

Carol also holds a number of directorships across

a broad spectrum of companies including T&G

Global, New Zealand Post, Chubb Insurance New

Zealand and NZME, where she is also the Chair of

the Audit and Risk committees, and she is a Director

of Kiwibank. Carol is a fellow of both Chartered

Accountants Australia and New Zealand and the

Institute of Directors. Carol had her own chartered

accountancy practice for 11 years after a successful

career as a partner at Ernst & Young for over

25 years. Carol’s principal place of residence is

Auckland.

Carol was first appointed to the Kingfish board on 5

J un e 2012.

David McClatchy BCom

Chair of Investment Committee

Independent Director

David McClatchy is an experienced company director

who has extensive investment management experience

across New Zealand and international markets over

the last 35 years. David is a director of Barramundi,

Marlin Global, Trust Investment Management and on

the Board of Guardians of NZ Superannuation. Before

returning to New Zealand in 2019, David was Group

Chief Investment Officer for Insurance Australia Group

and Director and Head of IAG Asset Management. Prior

to this, David had a 16-year career with ING as Chief

Executive and Chair of ING Investment Management in

Australia and Chief Investment Officer and Director of

ING New Zealand. David’s principal place of residence

is Tauranga.

David McClatchy was first appointed to the Kingfish

board on 1 July 2021.

Pictured left to right: David McClatchy, Carol Campbell, Fiona Oliver and Andy Coupe.

BOARD OF DIRECTORS

26

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ANNUAL REPORT

2023

FOR THE YEAR ENDED 31 MARCH 2023 AND CURRENT AS AT THE DATE OF THIS ANNUAL REPORT
CORPORATE GOVERNANCE

STATEMENT

Kingfish’s board recognises the importance of good

corporate governance and is committed to ensuring that

the Company meets best practice governance principles

to the extent that they are appropriate for the nature

of Kingfish’s operations. Strong corporate governance

practices encourage the creation of value for Kingfish

shareholders, while ensuring the highest standards of

ethical conduct and providing accountability and control

systems commensurate with the risks involved.

The board is responsible for establishing and

implementing the Company’s corporate governance

frameworks and is committed to fulfilling this role in

accordance with best practice, having appropriate

regard to applicable laws, the NZX Corporate

Governance Code (“NZX Code”), and the Financial

Markets Authority's Corporate Governance in New

Zealand - Principles and Guidelines. The board oversees

the management of Kingfish, with the day-to-day

portfolio and administrative management responsibilities

of Kingfish being delegated to Fisher Funds

Management Limited (“Fisher Funds” or “the Manager”).

This Corporate Governance Statement reports against

the NZX Code which came into effect on 17 June 2022.

A revised NZX Code recently came into effect for

financial years commencing on or after 1 April 2023

and Kingfish will report on that basis in its next Annual

Report.

Over the financial year ended 31 March 2023,

Kingfish was in compliance with the NZX Code,

with the exception of recommendations 4.3

1

and

5.3

2

. The Company is not in compliance with those

recommendations due to the specific nature of the

Company's business model and more particularly for the

reasons explained below in the commentary regarding

the relevant NZX Code principles. The alternative

governance practices adopted by Kingfish in respect of

those matters have the approval of the board.

The Company's corporate governance policies and

procedures and board and committee charters, are

regularly reviewed by the board against the corporate

governance standards set by NZX Limited (“NZX”) and

to reflect any changes required by law, guidance from

other relevant regulators, and developments in corporate

governance practices.

Kingfish's constitution and each of the Company's

charters, codes, and policies referred to in this section

are available on the Kingfish website (www.kingfish.

co.nz ) under the “About Kingfish” and “Policies”

sections.

Principle 1 – Code of ethical behaviour

Directors should set high standards of ethical

behaviour, model this behaviour, and hold

management accountable for these standards being

followed throughout the organisation.

CODE OF ETHICS & STANDARDS OF

PROFESSIONAL CONDUCT

Kingfish’s Code of Ethics & Standards of Professional

Conduct details the ethical and professional behavioural

standards required of the directors of the Company and

those employees of the Manager who work on Kingfish

matters.

The Code of Ethics & Standards of Professional Conduct

covers a wide range of areas including: standards of

behaviour, conflicts of interest, proper use of Company

information and assets, compliance with laws and

policies, reporting concerns, and receiving gifts.

Any person who becomes aware of a breach or

suspected breach of the Code of Ethics & Standards of

Professional Conduct is required to report it immediately

in accordance with the procedure set out in the Code of

Ethics & Standards of Professional Conduct.

Compliance with the Code of Ethics & Standards of

Professional Conduct is monitored through education

and notification by individuals who become aware of

any breach.

Training on the requirements of the Code of Ethics &

Standards of Professional Conduct is included as part

of the induction process for new directors and relevant

new employees of the Manager, and there is regular

training on the requirements of the Code of Ethics &

Standards of Professional Conduct for existing directors

and relevant employees of the Manager.

The Code of Ethics & Standards of Professional Conduct

is available on Kingfish's website for directors of the

Company and employees of the Manager to access at

any time.

SECURITIES TRADING POLICY

Kingfish’s Securities Trading Policy details the

restrictions on persons nominated by Kingfish (including

its directors and employees of the Manager who work

on Kingfish matters) (“Nominated Persons”) relating to

their trading in Kingfish shares and other securities.

1

Kingfish does not have a formal environmental, social, and governance (ESG) framework. However, the Manager has a formal

ESG framework which governs its stock selection, which the board is fully supportive of and committed to.

2

There is no CEO remuneration disclosure as Kingfish delegates its management personnel requirements to Fisher Funds pursuant

to an Administration Services Agreement and does not have its own CEO.

27

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ANNUAL REPORT

2023

Nominated Persons, with the permission of the board
of Kingfish, may trade in Kingfish shares only during

the trading window commencing immediately after

Kingfish’s weekly disclosure of its net asset value on

NZX’s market announcement platform and ending at

the close of trading two days following the net asset

value disclosure.

Nominated Persons may not trade in Kingfish shares

when they have price sensitive information that is not

publicly available.

The Securities Trading Policy is available on Kingfish's

website.

Principle 2 – Board composition and performance

To ensure an effective board, there should be

a balance of independence, skills, knowledge,

experience, and perspectives.

BOARD CHARTER

Kingfish’s board operates under a written charter which

defines the respective functions and responsibilities of the

board, focusing on the values, principles, and practices

that provide the Company's corporate governance

framework.

The board has overall responsibility for all decision

making within Kingfish. The board is responsible for the

direction and control of Kingfish and is accountable to

shareholders and others for Kingfish’s performance and

its compliance with the applicable laws and standards.

The board has delegated the day-to-day portfolio and

administrative management responsibilities relating

to Kingfish to the Manager. The responsibilities of

the Manager are clear as they are described in the

Management Agreement and Administration Services

Agreement with Kingfish.

The board uses committees to address certain matters

that require detailed consideration. The board retains

ultimate responsibility for the function of its committees

and determines their responsibilities. The board is

assisted in meeting its responsibilities by receiving

regular reports and plans from the Manager and

through its annual work programme.

Directors have access to key employees of the Manager

who are connected to the activities of Kingfish and can

request any information they consider necessary for

informed decision making.

The Board Charter is available on Kingfish's website.

NOMINATION AND APPOINTMENT OF

DIRECTORS

In accordance with Kingfish’s constitution and NZX

Listing Rules, a director must not hold office without

re-election past the third annual shareholders’ meeting

following his or her appointment or three years

(whichever is the longer). A director appointed by the

board must not hold office (without re-election) past the

next annual shareholders’ meeting following his or her

appointment.

CORPORATE GOVERNANCE STATEMENT CONTINUED

Procedures for the nomination, appointment and removal

of directors are contained in Kingfish’s constitution and

the Board Charter. The Remuneration and Nominations

Committee of the board is responsible for identifying

and nominating candidates to fill director vacancies for

board approval.

WRITTEN AGREEMENT

Kingfish provides a letter of appointment to each

newly appointed director setting out the terms of their

appointment which they are required to sign. The letter

includes information regarding the board’s responsibilities,

expectations of directors and independence, expected

time commitments, indemnity and insurance provisions,

obligations to declare relevant conflicting interests, and

confidentiality. New directors are required to formally

consent to act as a director.

DIRECTOR INFORMATION AND INDEPENDENCE

The board comprises four directors with diverse

backgrounds, skills, knowledge, experience, and

perspectives. Information about each director, including

a profile of their experience, length of service,

independence and attendance at board meetings is

available on pages 26 and 29 of this Annual Report

and also on Kingfish's website.

The board takes into account guidance provided under

the NZX Listing Rules including the factors specified

in the NZX Code in determining the independence

of directors. Director independence is considered

annually. Directors have undertaken to inform the

board as soon as practicable if they think their status as

an independent director has or may have changed.

As at 31 March 2023, the board considers that

each of Andy Coupe (Chair), Carol Campbell, David

McClatchy, and Fiona Oliver are independent directors

and therefore the board has determined that all of the

directors on the board are independent directors.

Information in respect of each director's ownership

interests in Kingfish shares is available on page 58.

DIVERSITY AND INCLUSION

Kingfish has a formal Diversity and Inclusion Policy

applicable to the Company's directors. The board

views diversity as including, but not being limited

to, skills, qualifications, experience, gender, race,

age, ethnicity, and cultural background. The board

recognises that having a diverse and inclusive board

will enhance effectiveness in key areas and that

membership of the board is best served by having

a mix of individuals with appropriate expertise and

a breadth of experience, who are each encouraged

to regularly contribute their views. This objective is

recognised in the Diversity and Inclusion Policy.

All appointments to the board are based on merit,

and include consideration of the board’s diversity

needs, including gender diversity. The principal

measurable diversity objective adopted by the

board is to embed gender diversity as an active

consideration in all succession planning for board

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ANNUAL REPORT

2023

positions. The board assesses annually both the
objective set out in the Diversity and Inclusion Policy

and the Company's progress in achieving that

objective. During the financial year to 31 March

2023, Alistair Ryan (Chair since 2012) retired from

the board with effect from 1 June 2022. Andy Coupe,

a director on the Kingfish board since 2013, and

previous Chair of Kingfish's Investment Committee,

succeeded Alistair Ryan as Chair of the board. The

board appointed Fiona Oliver as an independent

director effective 1 June 2022.

The board’s gender composition as at the two most

recent annual balance dates was as follows:

NumberProportion

31 March 2023FemaleMaleFemaleMale

Directors2250%50%

NumberProportion

31 March 2022FemaleMaleFemaleMale

Directors1325%75%

The board is comprised of four individuals who have

a wide range of skills, knowledge and corporate

experience in the financial services sector. The board

recognises that having a diverse board will assist it in

effectively carrying out its role and that its membership

is best served by having a mix of individuals with

appropriate expertise and a breadth of experience.

The board reviews its diversity in terms of, skills,

qualifications, experience, gender, race, age, ethnicity

and cultural background. The Remuneration and

Nominations Committee’s annual assessment of the

board’s diversity concluded that the board had met the

diversity objectives set out in the Diversity and Inclusion

Policy.

The Diversity and Inclusion Policy is available on

Kingfish's website.

DIRECTOR TRAINING

All directors are responsible for ensuring they remain

current in understanding how best to perform their

duties as directors. To ensure ongoing education,

directors are regularly informed of developments

that affect the Company’s industry and business

environment.

ASSESSMENT OF BOARD AND DIRECTOR

PERFORMANCE

The Remuneration and Nominations Committee

conducts a formal review of director, committee, and

board performance annually. The review includes

an assessment of whether appropriate training has

been undertaken by directors. Appropriate strategies

for improvement are recommended to the board as

and when required. The Chair of the board also has

discussions with directors on individual performance as

considered appropriate.

INDEPENDENT CHAIR AND SEPARATION OF THE

CHAIR AND CHIEF EXECUTIVE

The current Chair of the board is an independent

director. Kingfish does not have a Chief Executive

Officer as it delegates its management personnel

requirements to the Manager pursuant to an

Administration Services Agreement. The Chair of the

board is a different person to the Chief Executive

Officer of the Manager.

Principle 3 – Board committees

The board should use committees where this will

enhance its effectiveness in key areas, while still

retaining board responsibility.

The board has three standing committees: the

Audit and Risk Committee, the Remuneration

and Nominations Committee, and the Investment

Committee.

Each committee operates under a charter approved by

the board. The charter of each committee is reviewed

annually.

DIRECTOR MEETING ATTENDANCE

A total of nine board meetings, two Audit and

Risk Committee meetings, one Remuneration and

Nominations Committee meeting, and two Investment

Committee meetings were held in the financial year

ended 31 March 2023. Director attendance at board

meetings and committee meetings is shown below.

DirectorBoard

Audit and

Risk

Committee

Remuneration

and

Nominations

Committee

Investment

Committee

Carol

Campbell

9/92/21/12/2

Andy

Coupe

8/92/21/12/2

David

McClatchy

9/92/21/12/2

Alistair

Ryan

#

2/21/11/10/0

Fiona

Oliver

# *

7/ 71/10/02/2

#

The meeting attendance for Alistair Ryan and Fiona Oliver

pertain to the meetings that were held while they were

directors.

*

Fiona Oliver also attended an Investment Committee meeting

and a board meeting during May 2022 as an observer

shortly before her appointment became effective.

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ANNUAL REPORT

2023

AUDIT AND RISK COMMITTEE
The Audit and Risk Committee Charter sets out the

objectives of the Audit and Risk Committee, which

are to provide assistance to the board in fulfilling its

responsibilities in relation to the Company’s financial

reporting, internal controls structure, risk management

systems, and the external audit function. The Audit

and Risk Committee Charter is available on Kingfish's

website.

The Audit and Risk Committee focuses on audit

and risk management and specifically addresses

responsibilities relative to financial reporting and

regulatory compliance.

The Audit and Risk Committee is accountable for

ensuring the performance and independence of

the Company's external auditor, including that the

external auditor or lead audit partner is changed at

least every five years.

The Audit and Risk Committee also reviews the

appropriateness of any non-audit services and

recommends to the board which services, other

than the statutory audit, may be provided by

PricewaterhouseCoopers as external auditor.

The external auditor has a clear line of direct

communication at any time with either the Chair of the

Audit and Risk Committee or the Chair of the board,

both of whom are independent directors. During the

financial year ended 31 March 2023, the Audit and

Risk Committee held private sessions with the external

auditor.

The Audit and Risk Committee currently comprises all

of the directors, each of whom are considered to be

independent, and is chaired by Carol Campbell.

The Audit and Risk Committee may invite the

Corporate Manager and/or other employees of

the Manager and such other persons, including the

external auditor, to attend meetings, as it considers

necessary to provide appropriate information and

explanations.

REMUNERATION AND NOMINATIONS

COMMITTEE

The Remuneration and Nominations Committee

Charter sets out the objectives of the Remuneration

and Nominations Committee, which are to set and

review the level of directors’ remuneration, ensure

a formal rigorous and transparent procedure for

the appointment of new directors to the board,

and evaluate the balance of skills, knowledge, and

experience on the board. The Remuneration and

Nominations Committee also assesses the performance

of individual directors, the board, and board

committees.

The Remuneration and Nominations Committee

currently comprises all of the directors, each of whom

are considered to be independent. Andy Coupe took

over as Chair of the Remuneration and Nominations

Committee with effect from 1 June 2022 when Alistair

Ryan resigned as a director.

The Remuneration and Nominations Committee may

invite the Corporate Manager and/or other employees

of the Manager and such other persons, including the

external auditor, to attend meetings as it considers

necessary to provide appropriate information and

explanations.

The Remuneration and Nominations Committee Charter

is available on Kingfish's website.

INVESTMENT COMMITTEE

The Investment Committee Charter sets out the objective

of the Investment Committee, which is to oversee the

investment management of Kingfish to ensure the

portfolio is managed in accordance with the investment

mandate and with the long-term performance

objectives of Kingfish. The Investment Committee

Charter is available on Kingfish's website

The Investment Committee currently comprises all of

the directors, each of whom are considered to be

independent. David McClatchy took over as Chair

of the Investment Committee with effect from 1 May

2022. Andy Coupe was the previous Chair of the

Investment Committee.

TAKEOVER RESPONSE PROTOCOLS

The board has adopted a formal Takeover Response

Protocol as an internal framework that sets out the process

to be followed if there is a takeover offer for Kingfish.

Principle 4 – Reporting and disclosure

The board should demand integrity in financial and

non-financial reporting, and in the timeliness and

balance of corporate disclosures.

CONTINUOUS DISCLOSURE

Kingfish is committed to promoting investor confidence

by providing complete and equal access to information

in accordance with the NZX Listing Rules. Kingfish

has a Continuous Disclosure Policy designed to ensure

this occurs and a copy of the policy is available

on Kingfish's website. The Corporate Manager is

responsible for overseeing and co-ordinating required

disclosures to the market.

CHARTERS AND POLICIES

Kingfish’s key corporate governance documents,

including its Code of Ethics & Standards of Professional

Conduct, board and committee charters, and other

policies, are available on Kingfish's website under the

“About Kingfish” and “Policies” sections.

FINANCIAL REPORTING

Kingfish believes its financial reporting is balanced,

clear, and objective. Kingfish is committed to ensuring

integrity and timeliness in its financial and non-

financial reporting and ensuring the market and

shareholders are provided with an objective view on

the performance of the Company.

The Audit and Risk Committee oversees the quality and

integrity of external financial reporting, including the

accuracy, completeness, and timeliness of financial

CORPORATE GOVERNANCE STATEMENT CONTINUEDCORPORATE GOVERNANCE STATEMENT CONTINUED

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ANNUAL REPORT

2023

statements. The Audit and Risk Committee reviews
half-yearly and annual financial statements and

makes recommendations to the board concerning

accounting policies, areas of judgement, compliance

with accounting standards, stock exchange and legal

requirements, and the results of the external audit.

ESG FRAMEWORK

The NZX Code recommends that environmental,

economic and social sustainability factors and

practices are included in its non-financial disclosures.

As at 31 March 2023, Kingfish did not have a

formal environmental, social, and governance (ESG)

framework. Kingfish considers that, given the nature

of its operations (as an investment company), it is not

appropriate to maintain an ESG framework due to the

lack of available metrics relevant to its business against

which it could report on such matters. Kingfish will

continue to assess the relevance of adopting an ESG

framework. However, the Manager has a formal ESG

framework which governs its stock selection, which the

Kingfish board is fully supportive of and committed to.

Details of the Manager’s ESG framework can be seen

on the Manager’s website at www/fisherfunds.co.nz/

responsible-investing.

CLIMATE-RELATED DISCLOSURES

The Financial Sector (Climate-related Disclosures and

Other Matters) Amendment Act 2021 received royal

assent in October 2021. This legislation introduces a

new financial reporting requirement which requires

certain entities, known as Climate Reporting Entities

(CREs), to produce annual climate statements that

identify and report on the impact of climate change

on their organisations and disclose greenhouse gas

emissions. It will impact the reporting of most NZX

listed issuers such as Kingfish.

The New Zealand External Reporting Board (XRB)

has developed the Aotearoa New Zealand Climate

Standards, which were finalised at the end of 2022

and apply to Kingfish’s current financial year (being

the financial year ending 31 March 2024) because it

commenced after 1 January 2023. These standards

are based on the recommendations of the Taskforce on

Climate-related Financial Disclosures (TCFD) and are

consistent with international developments. Kingfish is

committed to reporting on a basis consistent with the

new standards to the extent applicable to its business.

The Kingfish board will determine the appropriate

climate risk reporting for Kingfish, in accordance with

the new standards.

Principle 5 – Remuneration

The remuneration of directors and executives should

be transparent, fair and reasonable.

DIRECTORS’ REMUNERATION

The Company's Director Remuneration Policy sets

out the structure of the remuneration for directors,

the review process, and reporting requirements. The

Director Remuneration Policy is available on Kingfish's

website.

Directors’ fees are determined by the board on the

recommendation of the Remuneration and Nominations

Committee within the aggregate amount approved

by shareholders. The current directors’ fee pool limit

of $157,500 (plus GST if any) was approved by

shareholder resolution passed at the 2018 Annual

Shareholders’ Meeting.

Each year, the Remuneration and Nominations

Committee reviews the level of directors’ fees. The

Remuneration and Nominations Committee considers

the skills, performance, experience, and level of

responsibility of directors when undertaking the review,

and is authorised to obtain independent advice on

market conditions.

The following table sets out the remuneration received

by each director from Kingfish for the financial year

ended 31 March 2023. No director received fees or

payment for any other services to the Company. No

retirement payments were made or agreed to be made

to any director during the financial year ended 31

March 2023.

Directors’ remuneration* for the 12 months ended

31 March 2023

Andy Coupe (Chair)$ 4 7, 5 0 0

(1)

Carol Campbell$ 3 7, 5 0 0

(2)

David McClatchy$ 3 7, 0 8 3

(3)

Alistair Ryan$8,333

(4)

Fiona Oliver$ 2 7, 0 8 3

(5)

*excludes GST

(1)

Included in this total amount is $417 that Andy Coupe

received as Chair of the Investment Committee, (for one

month). $4,978 of this amount was applied to the purchase

of 2,830 shares under the Kingfish Share Purchase Plan.

(Andy Coupe holds in excess of the 50,000 share threshold

set out in the Kingfish Share Purchase Plan but has elected

to continue in the plan).

(2)

Included in this total amount is $5,000 that Carol Campbell

received as Chair of the Audit and Risk Committee. $3,750

of this amount was applied to the purchase of 2,120 shares

under the Kingfish Share Purchase Plan. (Carol Campbell

holds in excess of the 50,000 share threshold set out in the

Kingfish Share Purchase Plan but has elected to continue in

the plan).

(3)

Included in this total amount is $4,583 that David

McClatchy received as the Chair of the Investment

Committee. $3,690 of this amount was applied to the

purchase of 2,120 shares under the Kingfish Share Purchase

Plan.

(4)

Alistair Ryan retired as Chair of the Kingfish board on 1

June 2022.

(5)

Fiona Oliver joined the Kingfish board on 1 June 2022.

Details of remuneration paid to directors are also

disclosed in note 10 to the financial statements for the

financial year ended 31 March 2023. The directors’

fees disclosed in the financial statements include a

portion of non-recoverable GST expensed by Kingfish.

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ANNUAL REPORT

2023

DIRECTORS’ SHAREHOLDING - SHARE PURCHASE
PLAN

The Kingfish Share Purchase Plan was introduced

by the board in 2012 which requires each director

to allocate 10% of their annual director’s fees to the

purchase (on market) of Kingfish shares. Once an

individual director’s shareholding reaches 50,000

shares, the director can elect whether or not to continue

in the plan. The intention of the Share Purchase Plan is

to further align the interests of directors with those of

Kingfish shareholders.

EXECUTIVE REMUNERATION

Kingfish delegates its management personnel

requirements to Fisher Funds pursuant to an

Administration Services Agreement. For this reason,

Kingfish does not have a Chief Executive Officer and

it does not consider it appropriate to make disclosures

about remuneration for the Manager’s personnel

or include those personnel in the application of the

Company's remuneration policies. Kingfish does

not set the remuneration policies applicable to the

Manager's personnel. The fees paid to Fisher Funds

for administration services are set out in note 10 to

Kingfish’s financial statements for the financial year

ended 31 March 2023.

Principle 6 – Risk management

Directors should have a sound understanding of

the material risks faced by the issuer and how to

manage them. The board should regularly verify that

the issuer has appropriate processes that identify

and manage potential and material risks.

RISK MANAGEMENT FRAMEWORK

The board has overall responsibility for Kingfish’s system

of risk management and internal control. Kingfish has

in place policies and procedures to identify areas of

significant business risk and implements procedures to

manage those risks effectively.

Key risk management tools used by Kingfish include

the Audit and Risk Committee function, outsourcing of

certain functions to service providers, internal controls,

financial and compliance reporting procedures and

processes, and business continuity planning. Kingfish

also maintains insurance policies that it considers

adequate to meet its insurable risks.

The board is actively involved in tracking the

development of existing risks and the emergence of

new risks to Kingfish’s business. The Audit and Risk

Committee and board receive regular reports on the

operation of risk management policies and procedures

from the Manager. As part of the robust risk assessment

process, significant risks are discussed at each board

meeting, and/or as required. A full risk assessment

report, including the action plan for mitigating risks, is

provided at all Audit and Risk Committee meetings.

In addition to Kingfish’s policies and procedures in

place to manage business risks, the Manager has its

own comprehensive risk management policy. The

board is informed of any changes to the Manager's risk

management policies.

During Kingfish’s 2023 financial year, global stock

markets (including the NZX equities market in which

Kingfish invests) experienced renewed market volatility

due to recession concerns, rapidly rising interest rates

in response to inflation and the ongoing political

uncertainty in Europe (Ukraine/Russia conflict).

The preparation of Kingfish's financial statements for the

financial year ended 31 March 2023 has not required

the addition of any new judgements or estimates.

Kingfish provides shareholders and warrant holders

with regular communications covering the performance

of the Company and of the underlying stocks invested

in by the Company. These types of communications

include monthly updates, quarterly newsletters, and

annual reports. Numerous NZX announcements are

also made, including weekly and month end NAV per

share updates, as well as interim and annual financial

statements.

HEALTH AND SAFETY

The Manager operates under a Health and Safety

Policy. Under this policy, Fisher Funds assumes

responsibility for the health and safety of its employees.

Principle 7 – Auditors

The board should ensure the quality and

independence of the external audit process.

Kingfish’s Audit and Risk Committee makes

recommendations to the board on the appointment

of the external auditor. The Audit and Risk Committee

monitors the independence and effectiveness of

the external auditor and approves and reviews any

non-audit services performed by the external auditor.

An External Auditor Independence Policy, which

documents the framework of Kingfish’s relationship with

its external auditor, was adopted by the board in May

2018. This policy includes procedures:

a. to sustain communication with Kingfish’s external

auditor;

b. to ensure that the ability of the external auditor to

carry out its statutory audit role is not impaired, or

could reasonably be perceived to be impaired;

c. to address what, if any, services (whether by type

or level) other than its statutory audit roles may be

provided by the external auditor to Kingfish; and

d. to provide for the monitoring and approval by the

Audit and Risk Committee of any service provided

by the external auditor to Kingfish other than in its

statutory audit role.

The Audit and Risk Committee meets with the external

auditor, without representatives of the Manager

present, to approve its terms of engagement, audit

partner rotation (at least every five years), and the

audit fee, as well as to review and provide feedback in

respect of the annual audit plan.

CORPORATE GOVERNANCE STATEMENT CONTINUED

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ANNUAL REPORT

2023

Kingfish’s current external auditor,
PricewaterhouseCoopers (“PwC”), was appointed

by shareholders at the 2007 annual meeting in

accordance with the provisions of the Companies Act

1993. PwC is automatically reappointed as auditor

under Part 11, Section 207T of the Companies Act at

the Annual Shareholders' Meeting, except in the limited

circumstances set out in the Act.

The Audit and Risk Committee has assessed PwC to

be independent and confirmed that the non-audit

services it has provided in relation to confirming the

amounts used in the Manager's performance fee

calculation (in prior years) have not compromised

PwC’s independence. Written confirmation of PwC’s

independence has been obtained by the board.

PwC, as external auditor of Kingfish’s 2023 financial

statements, will attend this year’s Annual Shareholders'

Meeting and will be available to answer questions

about the conduct of the audit, preparation and content

of the auditor’s report, accounting policies adopted

by Kingfish, and its independence in relation to the

conduct of the audit.

Kingfish does not have an internal audit function,

however the Company regularly reviews all areas

of risk management and focuses on all operating

and compliance risk obligations as described above

in relation to Principle 6. Kingfish delegates day-

to-day portfolio and administrative management

responsibilities relating to Kingfish to the Manager, and

the Corporate Manager is responsible for managing

operational and compliance risks across Kingfish’s

business and reporting on those matters to the board

as needed.

Principle 8 – Shareholder rights and relations

The board should respect the rights of shareholders

and foster constructive relationships with

shareholders that encourage them to engage with

the issuer.

INFORMATION FOR SHAREHOLDERS

The board recognises the importance of providing

shareholders with comprehensive, timely, and equal

access to information about its activities. The board

aims to ensure that shareholders have available to

them all information necessary to assess Kingfish’s

performance.

Kingfish’s website, www.kingfish.co.nz, provides

information to shareholders and investors about the

Company. Kingfish’s ‘Investor Centre’ part of its website

contains a range of information, including periodic and

continuous disclosures to NZX, annual reports, and

content related to the Annual Shareholders’ Meeting.

The website also contains information about Kingfish’s

directors, copies of key corporate governance

documents, and general company information.

The board recognises that other stakeholders may

have an interest in Kingfish’s activities. While there are

no specific stakeholders’ interests that are currently

identifiable, Kingfish will continue to review policies in

consideration of future interests.

COMMUNICATING WITH SHAREHOLDERS

Kingfish communicates regularly with its shareholders

through its monthly and quarterly updates. The Company

receives questions from shareholders from time to time,

and has processes in place to ensure shareholder

communications are responded to within a reasonable

timeframe. The Company’s website sets out Kingfish’s

appropriate contact details for communications from

shareholders. Kingfish also provides options for

shareholders to receive and send communications by

post or electronically.

SHAREHOLDER VOTING RIGHTS

When required by the Companies Act 1993, Kingfish’s

Constitution, and the NZX Listing Rules, Kingfish will refer

decisions to shareholders for approval. Kingfish’s policy

is to conduct voting at its shareholder meetings by way of

poll and on the basis of one share, one vote.

NOTICE OF ANNUAL MEETING

The 2023 Kingfish Notice of Annual Shareholders'

Meeting will be sent to shareholders at least 20 working

days prior to the meeting and will be published on

Kingfish's website.

Subject to any COVID-19 or similar restrictions which

prevent the Company from holding a physical meeting,

this year’s Annual Shareholders' Meeting will be held at

10.30am on 4 August 2023, at the Ellerslie Event Centre

in Auckland, and online. Full participation of shareholders

is encouraged at the Annual Shareholders' Meeting and

shareholders are also encouraged to submit questions in

writing prior to the meeting if they are unable to attend

either form of the meeting.

MANAGEMENT AGREEMENT RENEWAL

The Management Agreement between Kingfish and

Fisher Funds is subject to renewal every five years. The

Management Agreement is next subject to renewal in

March 2024.

NZX WAIVERS

There were no waivers granted by NZX or relied upon

by the Company in the financial year ended 31 March

2023.

CAPITAL RAISINGS

Kingfish Warrant Issue (KFLWG)

On 15 November 2021, Kingfish issued 79,075,168

warrants to eligible shareholders. On 18 November

2022 (the “Exercise Date”), Kingfish warrant holders had

the option to convert their warrants into ordinary Kingfish

shares at an exercise price of $1.90 per warrant. On the

Exercise Date, 133,568 warrants were converted into

Kingfish ordinary shares, with new shares being allotted

to the relevant warrant holders on 23 November 2022.

The remaining 78,941,600 warrants which were not

exercised lapsed, and all rights in regards to them

expired.

The funds received through the exercise of the warrants

were invested in Kingfish’s then current investment

portfolio of stocks.

33

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ANNUAL REPORT

2023

FOR THE YEAR ENDED 31 MARCH 2023
We present the financial statements for Kingfish Limited for the year ended 31 March 2023.

We have ensured that the financial statements for Kingfish Limited present fairly the financial position of the

Company as at 31 March 2023 and its financial performance and cash flows for the year ended on that date.

We have ensured that the accounting policies used by the Company comply with generally accepted

accounting practice in New Zealand and believe that proper accounting records have been kept. We have

ensured compliance of the financial statements with the Financial Markets Conduct Act 2013.

We also consider that adequate controls are in place to safeguard the Company’s assets and to prevent and

detect fraud and other irregularities.

The Kingfish board authorised these financial statements for issue on 22 May 2023.


Andy Coupe Carol Campbell


David McClatchy Fiona Oliver

DIRECTORS’ STATEMENT

OF RESPONSIBILITY

34

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ANNUAL REPORT

2023

FINANCIAL
STATEMENTS CONTENTS

36Statement of Comprehensive Income

37Statement of Changes in Equity

38Statement of Financial Position

39Statement of Cash Flows

40Notes to the Financial Statements

35

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ANNUAL REPORT

2023

Notes
2023

$000

2022

$000

Interest income 471 75

Dividend income 8,551 7, 8 0 9

Net changes in fair value of investments 2 (23,693) (19,951)

Other income 0 1, 413

Total (loss) (14, 671) (10,654)

Operating expenses3 4,775 6,632

Net (loss) before tax (19, 4 4 6 ) ( 1 7, 2 8 6 )

Total tax expense4 23 20

Net (loss) after tax attributable to shareholders (19, 4 6 9 ) ( 1 7, 3 0 6 )

Total comprehensive (loss) after tax attributable to shareholders (19, 4 6 9 ) ( 1 7, 3 0 6 )

Basic (losses) per share6 (6.00c) (5.49c)

Diluted (losses) per share6 (6.00c) (5.49c)

The accompanying notes form an integral part of these financial statements.

FOR THE YEAR ENDED 31 MARCH 2023

STATEMENT OF COMPREHENSIVE INCOME

KINGFISH LIMITED

36

kingfish limited /

ANNUAL REPORT

2023

Attributable to shareholders of
the Company

Notes



Share

Capital

$000

Retained

Earnings

$000

Total

Equity

$000

Balance at 31 March 2021 376,079 175,368 5 51, 4 4 7

Comprehensive income

Net (loss) after tax0 ( 1 7, 3 0 6 ) ( 1 7, 3 0 6 )

Total comprehensive (loss) for the year ended 31 March 20220 ( 1 7, 3 0 6 ) ( 1 7, 3 0 6 )

Transactions with shareholders

Dividends paid5 (d) 0 (45,207) (45,207)

New shares issued under dividend reinvestment plan5 (e) 16,505 0 16,505

Shares issued for warrants exercised (net of exercise costs)5 (c)(1)0(1)

Warrant issue costs5 (c)(29)0(29)

Total transactions with shareholders for

the year ended 31 March 2022 16, 475 (45,207) (28,732)

Balance at 31 March 2022 392,554 112,855 505,409

Comprehensive income

Net (loss) after tax 0 (19, 4 6 9 ) (19, 4 6 9 )

Total comprehensive (loss) for the year ended 31 March 2023 0 (19, 4 6 9 ) (19, 4 6 9 )

Transactions with shareholders

Dividends paid5 (d) 0 ( 3 7, 7 3 0 ) ( 3 7, 7 3 0 )

New shares issued under dividend reinvestment plan5 (e) 13,134 0 13,134

Shares issued for warrants exercised (net of exercise costs)5 (c) 243 0 243

Warrant issue costs5 (c) (3) 0 (3)

Total transactions with shareholders for the year ended 31 March 2023 13, 3 74 ( 3 7, 7 3 0 ) (24,356)

Balance at 31 March 2023 405,928 55,656 461,584

The accompanying notes form an integral part of these financial statements.

FOR THE YEAR ENDED 31 MARCH 2023

STATEMENT OF CHANGES IN EQUITY

KINGFISH LIMITED

37

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ANNUAL REPORT

2023

Notes
2023

$000

2022

$000

SHAREHOLDERS' EQUITY 461,584 505,409

Represented by:

ASSETS

Current Assets

Cash and cash equivalents 9 6,396 8,006

Trade and other receivables 7 2,652 3,519

Investments at fair value through profit or loss 2 4 53,179 494,850

Total Current Assets 462,227 506,375

TOTAL ASSETS 462,227 506,375

LIABILITIES

Current Liabilities

Trade and other payables 8 643 966

Total Current Liabilities 643 966

TOTAL LIABILITIES 643 966

NET ASSETS 461,584 505,409

These financial statements have been authorised for issue for and on behalf of the Board by:


R A Coupe / Chair C A Campbell / Chair of the Audit and Risk Committee

22 May 2023 22 May 2023

The accompanying notes form an integral part of these financial statements.

AS AT 31 MARCH 2023

STATEMENT OF FINANCIAL POSITION

KINGFISH LIMITED

38

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ANNUAL REPORT

2023

FOR THE YEAR ENDED 31 MARCH 2023
Notes

2023

$000

2022

$000

Operating Activities

Sale of listed equity investments 91,9 92 78,856

Interest received 471 75

Dividends received 8,620 7, 7 9 5

Other income received 0 1, 414

Purchase of listed equity investments (72,849) (69,786)

Operating expenses (5,465) (15,124 )

Taxes paid (23) (20)

Net cash inflows from operating activities9 2 2, 74 6 3,210

Financing Activities

Shares issued for warrants exercised (net of exercise costs)243 (1)

Warrant issue costs (3)(29)

Dividends paid (net of dividends reinvested) (24,596) (28,702)

Net cash (outflows) from financing activities (24,356) (28,732)

Net (decrease) in cash and cash equivalents held (1, 610 ) (25,522)

Cash and cash equivalents at beginning of the year 8,006 33,528

Cash and cash equivalents at end of the year9 6,396 8,006

The accompanying notes form an integral part of these financial statements.

STATEMENT OF CASH FLOWS

KINGFISH LIMITED

39

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ANNUAL REPORT

2023

FOR THE YEAR ENDED 31 MARCH 2023
NOTES TO THE FINANCIAL STATEMENTS

KINGFISH LIMITED

NOTE 1 BASIS OF ACCOUNTING

Reporting Entity

Kingfish Limited ("Kingfish" or "the Company") is listed on the NZX Main Board, is registered in New

Zealand under the Companies Act 1993 and is an FMC Reporting Entity under the Financial Markets

Conduct Act 2013.

The Company’s registered office is Level 1, 67-73 Hurstmere Road, Takapuna, Auckland.

Basis of Preparation

These financial statements have been prepared in accordance with the requirements of Part 7 of

the Financial Markets Conduct Act 2013, the NZX Main Board listing rules and New Zealand

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

to International Financial Reporting Standards (NZ IFRS) as appropriate to for-profit entities, and

International Financial Reporting Standards (IFRS).

The financial statements have been prepared on the historical cost basis, except for financial assets at

fair value through profit or loss.

The functional and reporting currency used to prepare the financial statements is New Zealand

dollars, rounded to the nearest one thousand dollars. Where relevant, prior year comparatives have

been reclassified to conform with current year financial statement presentation. Where there has been

a material restatement of comparative information the nature of, and the reason for the restatement is

disclosed in the relevant notes.

The operating expenses include GST where it is charged by other parties as it cannot be reclaimed.

Accounting Policies

Accounting policies that summarise the recognition and measurement basis used and are relevant

to an understanding of the financial statements, are provided throughout the notes to the financial

statements and are designated by a symbol.

The accounting policies adopted have been consistently applied to all years presented, unless

otherwise stated.

There are no new accounting standards, amendments to standards and interpretations that have a

material impact on these financial statements. The same applies for any new standards, amendments

to standards and interpretations that have been issued but are not yet effective.

Financial Reporting by Segments

The Company operates in the New Zealand investment industry.

The Company is managed as a whole and is considered to have a single operating segment. There is

no further division of the Company or internal segment reporting used by the Directors when making

strategic, investment or resource allocation decisions.

There has been no change to the operating segment during the year.

Critical Judgements, Estimates and Assumptions

The preparation of financial statements requires the directors to make judgements, estimates and

assumptions that affect the application of policies and reported amounts of assets and liabilities,

income and expenses. Judgements are designated by a symbol in the notes to the financial

statements. Deferred tax is the key area where estimates and related assumptions are applied (Refer to

Note 4).

Authorisation of Financial Statements

The Kingfish Board of Directors authorised these financial statements for issue on 22 May 2023.

No party may change these financial statements after their issue.

j

40

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ANNUAL REPORT

2023

NOTE 2 INVESTMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
j

Given that the investment portfolio is managed, and performance is evaluated, on a fair value

basis in accordance with a documented investment strategy, Kingfish has classified all its

investments at fair value through profit or loss.

Investments are initially recognised at fair value and are subsequently revalued to reflect changes

in fair value. Net changes in the fair value of investments are recognised in the Statement of

Comprehensive Income.

Investments at fair value through profit or loss comprise New Zealand listed equity investment

assets.

All purchases and sales of investments are recognised at trade date, which is the date the

Company commits to purchase or sell the investment and transaction costs are expensed as

incurred. When an investment is sold, any gain or loss arising on the sale is included in the

Statement of Comprehensive Income. Realised gains or losses are calculated as the difference

between the sale proceeds and the carrying amount of the item.

The fair value of listed equity investments traded in active markets are based on last sale prices

at balance date, except where the last sale price (which may have been prior to balance date)

falls outside the bid-ask spread at close of business on balance date for a particular investment, in

which case the bid price will be used to value the investment.

Dividend income from investments is recognised in the Statement of Comprehensive Income when

the Company's right to receive payments is established (ex-dividend date).

Investments recognised at fair value are categorised according to a fair value hierarchy that shows

the extent of judgement used in determining their fair value. Where unadjusted quoted prices are

used, the investments are categorised as Level 1. When significant inputs derived from observable

market data are used, the investments are categorised as Level 2. If significant inputs are not

based on observable market data, they are categorised as Level 3.

j

All listed equity investments held by Kingfish are categorised as Level 1. There have been no

transfers between levels of the fair value hierarchy during the year (2022: none). There were no

financial instruments classified as Level 2 or 3 at 31 March 2023 (2022: none).

Investments at fair value through profit or loss

2023

$000

2022

$000

New Zealand listed equity investments 4 53,179 494,850

Total investments at fair value through profit or loss 4 5 3,179 494,850

Net changes in fair value of investments

New Zealand listed equity investments(23,693)(19,951)

Net changes in fair value of investments through profit or loss (23,693) (19,951)

41

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ANNUAL REPORT

2023

NOTE 3 OPERATING EXPENSES
2023

$000

2022

$000

Management fees (note 10(a)(i)) 3,499 5,344

Administration services (note 10(a)(i)) 159 159

Directors' fees (note 10(b)) 181 185

Custody, accounting and brokerage 456 489

Investor relations and communications 174 190

NZX fees 94 70

Professional fees 34 54

Fees paid to the auditor:

Statutory audit and review of financial statements 56 53

Non assurance services

1

0 5

Other operating expenses 122 83

Total operating expenses 4,775 6.632

1

Non-assurance services relate to agreed upon procedures performed in respect of the performance

fee calculation. The prior year figure relates to the procedures performed for the 2021 year which were

underaccrued and paid for during the 2022 financial year. There have been no procedures performed in the

2023 financial year. No other fees were paid to the auditor.

NOTE 4 TAXATION

Kingfish is a Portfolio Investment Entity ("PIE") for tax purposes.

Taxation expense comprises both current and deferred tax. Current tax is the expected tax

payable on the taxable income for the year, using tax rates enacted or substantively enacted at

balance date, and any adjustment to tax payable in respect of previous years. Current tax for

current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or

refundable). Deferred tax (if any) is recognised as the difference between the carrying amounts

of assets and liabilities in the financial statements and the amounts used for taxation purposes. A

deferred tax asset is only recognised to the extent it is probable it will be utilised.

j

A deferred tax asset of $13,401,607, resulting largely from tax losses of $47,140,497, at 31 March

2023 (2022: tax asset of $12,761,635, tax losses of $45,005,418) has not been recognised, as

the tax structure of the Company is unlikely to lead to the utilisation of a deferred tax asset. This

unrecognised deferred tax asset is reviewed annually.

FOR THE YEAR ENDED 31 MARCH 2023

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

42

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ANNUAL REPORT

2023

NOTE 4 TAXATION CONTINUED
Taxation expense is determined as follows:

2023

$000

2022

$000

Net (loss) before tax (19, 4 4 6 ) ( 1 7, 2 8 6 )

Non-taxable realised gain on investments (20,957) (22,405)

Non-taxable unrealised loss on investments 4 4,681 42,362

Imputation credits 2,668 2,306

Non-deductible expenditure 380 407

Taxable income 7, 3 2 6 5,384

Tax at 28% 2,051 1,508

Imputation credits (2,668) (2,306)

Deferred tax not recognised 640 818

Total tax expense 23 20

Taxation expense comprises:

Current tax 0 20

0 20

Current tax balance

Opening balance 0 0

Current tax expense 0 (20)

Tax paid 0 20

Current tax receivable 0 0

Imputation credits

The imputation credits available for subsequent reporting periods total $312,173 (2022: $261,652).

This amount represents the balance of the imputation credit account at the end of the reporting

period, adjusted for imputation credits that will arise from the receipt of dividends recognised as a

receivable at 31 March 2023.

NOTE 5 SHAREHOLDERS' EQUITY

a. Share Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new

shares and warrants are shown in equity as a deduction.

When shares are acquired by the Company, the amount of consideration paid is recognised

directly in equity. Acquired shares are classified as treasury stock and presented as a deduction

from share capital. When treasury stock is subsequently sold or reissued, the cost of treasury

stock is reversed and the realised gain or loss on sale or reissue, net of any directly attributable

incremental transaction costs, is recognised within share capital.

Kingfish has 330,213,075 fully paid ordinary shares on issue (2022: 320,875,194). All ordinary

shares are classified as equity, rank equally and have no par value. All shares carry an entitlement

to dividends and one vote is attached to each fully paid ordinary share.

43

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ANNUAL REPORT

2023

NOTE 5 SHAREHOLDERS' EQUITY CONTINUED
b. Buybacks

Kingfish maintains an ongoing share buyback programme. For the year ended 31 March 2023,

Kingfish did not acquire any shares (2022: nil) under the programme which allows up to 5% of the

ordinary shares on issue (as at the date 12 months prior to the acquisition) to be acquired. Shares

acquired under the buyback programme are held as treasury stock and subsequently reissued to

shareholders under the dividend reinvestment plan. There were no shares held as treasury stock at

balance date (2022: nil).

c. Warrants

On 18 November 2022, 133,568 new Kingfish warrants valued at $253,779 less exercise costs

of $11,221 (net $242,558) were exercised at $1.90 per warrant, and the remaining 78,941,600

warrants lapsed.

Warrant exercise costs of $1,205 were incurred in April 2021 relating to the March 2021 warrant

exercise.

Warrants issue costs of $3,094 (2022: $29,030) were incurred in July 2022 relating to the

November 2021 warrant listing.

d. Dividends

Dividend distributions to the Company's shareholders are recognised as a liability in the financial

statements in the period in which the dividends are declared by the Kingfish board.

Kingfish has a distribution policy where 2% of average NAV is distributed each quarter. Dividends

paid during the year comprised:

2023

$000

Cents per

share

2022

$000

Cents per

share

23 Jun 2022 10,14 0 3.16 25 Jun 2021 11, 2 3 4 3.60

23 Sep 2022 9,14 3 2.83 24 Sep 2021 11, 0 5 9 3.52

16 Dec 2022 9, 3 0 4 2.86 17 Dec 2021 11,608 3.67

24 Mar 2023 9,14 3 2.79 25 Mar 2022 11, 3 0 6 3.55

3 7, 7 3 0 11. 6 4 45,207 14.34


e. Dividend Reinvestment Plan

Kingfish has a dividend reinvestment plan which provides ordinary shareholders with the option to

reinvest all or part of any cash dividends in fully paid ordinary shares at a 3% discount to the five-

day volume weighted average share price from the date the shares trade ex-entitlement. During the

year ended 31 March 2023, 9,204,313 ordinary shares totalling $13,133,721 (2022: 8,838,053

ordinary shares totalling $16,504,860) were issued in relation to the plan for the quarterly dividends

paid. To participate in the dividend reinvestment plan, a completed participation notice must be

received by Kingfish before the next record date.

FOR THE YEAR ENDED 31 MARCH 2023

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

44

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ANNUAL REPORT

2023

NOTE 6 EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the

Company by the weighted average number of ordinary shares on issue during the year. Diluted

earnings per share assumes conversion of all dilutive potential ordinary shares in determining the

denominator. Potential ordinary shares include outstanding warrants.

Basic (losses) per share20232022

Net (loss) after tax attributable to shareholders ($'000) (19, 4 69 ) ( 1 7, 3 0 6 )

Weighted average number of ordinary shares on issue net of treasury

stock ('000) 324,446 315, 429

Basic (losses) per share (6.00c) (5.49c)

Diluted (losses) per share

Net (loss) after tax attributable to shareholders ($'000) (19, 4 69 ) ( 1 7, 3 0 6 )

Weighted average number of ordinary shares on issue net of treasury

stock ('000) 324,446 315, 429

Diluted effect of warrants ('000)

1

0 0

324,446 315, 429

Diluted (losses) per share (6.00c) (5.49c)

1

Warrants on issue during the period were not assumed to be exercised because they were antidilutive.There

were no outstanding warrants on issue at 31 March 2023.

45

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ANNUAL REPORT

2023

NOTE 7 TRADE AND OTHER RECEIVABLES
Trade and other receivables are classified as financial assets at amortised cost and are initially

recognised at fair value, and subsequently measured at amortised cost less any provision for

impairment. Receivables are assessed on a case-by-case basis for impairment.

j

The trade and other receivables' carrying values are a reasonable approximation of fair value.

2023

$000

2022

$000

Dividends receivable 272 341

Unsettled investment sales0 1, 4 33

Related party receivable (note 10(a)(ii)) 2,333 1,688

Prepayments 47 57

Total trade and other receivables 2,652 3, 519

NOTE 8 TRADE AND OTHER PAYABLES

Trade and other payables are classified as other financial liabilities and are initially recognised at

fair value, and subsequently measured at amortised cost.

j

The trade and other payables' carrying values are a reasonable approximation of fair value.

2023

$000

2022

$000

Related party payable (note 10(a)(i)) 499 547

Unsettled investment purchases 0 268

Other payables and accruals 14 4 151

Total trade and other payables 643 966

FOR THE YEAR ENDED 31 MARCH 2023

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

46

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ANNUAL REPORT

2023

NOTE 9 CASH AND CASH FLOW RECONCILIATION
Cash and Cash Equivalents

Cash and cash equivalents are classified as financial assets at amortised cost and comprise cash

on deposit at banks and short-term money market deposits.

2023

$000

2022

$000

Cash - New Zealand dollars 6,396 8,006

Cash and cash equivalents 6,396 8,006

Reconciliation of Net (Loss) after Tax to Net Cash Flows

Net (loss) after tax (19, 4 6 9 ) ( 1 7, 3 0 6 )

Items not involving cash flows

Unrealised losses on revaluation of investments 4 4,681 42,362

4 4,681 42,362

Impact of changes in working capital items

(Decrease) in trade and other payables (323) (8,007)

Decrease/(increase) in trade and other receivables 867 (3,150)

544 (11,15 7 )

Items relating to investments

Amounts paid for purchases of investments (72,849) (69,786)

Amounts received from sales of investments net of realised gains/losses 71,0 0 4 56,445

Movements in unsettled purchases of investments 268 1,219

Movements in unsettled sales of investments (1, 4 33) 1, 4 33

(3,010) (10,689)

Net cash inflows from operating activities 2 2, 74 6 3,210

47

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ANNUAL REPORT

2023

NOTE 10 RELATED PARTY INFORMATION
Parties are considered to be related if one party has the ability to control or exercise significant

influence over the other party in making financial or operational decisions.

a. Fisher Funds Management Limited

Fisher Funds Management Limited ("Fisher Funds" or "the Manager") is an entity that provides key

management personnel services to Kingfish by virtue of its management agreement.

In return for the performance of its duties as Manager, Fisher Funds is paid the following fees:

Management fee: 1.25% (plus GST) per annum of the gross asset value, calculated weekly and

payable monthly in arrears. The fee reduces if the Manager underperforms, thereby aligning the

Manager's interests with those of the Kingfish shareholders. For every 1% underperformance (relative

to the change in the NZ 90 Day Bank Bill Index) the management fee percentage is reduced by

0.1%, subject to a minimum 0.75% per annum management fee.

Performance fee: Fisher Funds may earn an annual performance fee of 10% plus GST of excess

returns over and above the performance fee hurdle return (being the change in the NZ 90 Day Bank

Bill Index plus 7%) subject to achieving the High Water Mark ("HWM"). The total performance fee

amount is subject to a cap of 1.25% of the adjusted net asset value (prior to performance fees) and is

settled fully in cash.

The HWM is the dollar amount by which the net asset value per share exceeds the highest net asset

value per share (after adjustment for capital changes and distributions) at the end of any previous

calculation period in which a performance fee was payable, multiplied by the number of shares at

the end of the period.

In accordance with the terms of the Management Agreement, when a performance fee is earned, it

is paid within 60 days of the balance date.

Performance fees paid to the Manager are recognised as an expense in the Statement of

Comprehensive Income when incurred.

Administration fee: Fisher Funds provides corporate administration services and a fee is payable

monthly in arrears.

(i) Fees earned and payable:

2023

$000

2022

$000

Fees earned by the Manager for the year ended 31 March

Management fees 3,499 5,344

Administration services 159 159

Operating expenses 3,658 5,503

For the year ended 31 March 2023, the Manager did not achieve a return in excess of the

performance fee hurdle return and the HWM (2022: No excess returns were generated).

Accordingly, the Company has not expensed a performance fee for the year ended 31 March 2023

(2022: Nil).

Fees payable to the Manager at 31 March

Management fees 486 534

Administration services 13 13

Related party payables 499 547

FOR THE YEAR ENDED 31 MARCH 2023

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

48

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ANNUAL REPORT

2023

NOTE 10 RELATED PARTY INFORMATION CONTINUED
(ii) Related Party Receivables

2023

$000

2022

$000

Fees receivable from the Manager 31 March

Management fee credit note 2,333 1,688

Related party receivable 2,333 1, 6 8 8

Fisher Fund's management fee was calculated and invoiced at 1.25% of gross asset value, with a

balance date adjustment to reduce the management fee to 0.75% of gross asset value as the gross

return underperformed the NZ 90 Day Bank Bill Index by 6.1 percentage points (31 March 2022:

3.5 percentage points). As a result of the management fee adjustment which had been accrued

during the year, Fisher Funds raised a credit note for $2,332,665 at balance date (31 March 2022:

$1,687,584) which will be used by the Company to cover future monthly management fees until fully

utilised.

(iii) Investment transactions with related parties

Off-market transactions between Kingfish and other funds managed by Fisher Funds take place for

the purposes of rebalancing portfolios without incurring brokerage costs. These transactions are

conducted after the market has closed at last sale price. There were no purchases for the year ended

31 March 2023 (2022: $3,097,605) and sales totalled $3,398,118 (2022: $1,458,243).

b. Directors

Kingfish considers its Board of Directors ("Directors") key management personnel. Kingfish does not

have any employees.

During the financial year the Directors earned fees for their services of $181,125 (2022: $184,725).

The directors' fee pool is $181,125 for the year ended 31 March 2023 (2022: $181,125). There were

no Director fees payable at the end of the period (31 March 2022: nil).

The Directors held shares in the Company at 31 March 2023 which total 0.04% of total shares on

issue (31 March 2022: 0.06%). The reduction in Director Shareholding is a result of changes in

Directors during the financial year. The Directors did not hold warrants in the Company as at 31

March 2023, as there were none on issue (31 March 2022: 0.06%).

Dividends of $13,949 (31 March 2022: $525,429) were also received by Directors or their

associates as a result of their shareholding during the financial year.

NOTE 11 FINANCIAL RISK MANAGEMENT

The Company is subject to a number of financial risks which arise as a result of its investment

activities, including market risk, credit risk and liquidity risk.

The Management Agreement between Kingfish and Fisher Funds details permitted investments.

Financial instruments currently recognised in the financial statements also comprise cash and cash

equivalents, trade and other receivables and trade and other payables.

Market Risk

All equity investments present a risk of loss of capital, often due to factors beyond the Company's

control such as competition, regulatory changes, commodity price changes and changes in general

economic climates domestically and internationally. The Manager moderates this risk through

careful stock selection, diversification and daily monitoring of the market positions. For corporate

governance purposes there is also regular reporting to the Board of Directors. In addition, the

Manager has to meet the criteria of authorised investments within the prudential limits defined in the

Management Agreement.

The maximum market risk resulting from financial instruments is determined as their fair value.

49

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ANNUAL REPORT

2023

NOTE 11 FINANCIAL RISK MANAGEMENT CONTINUED
Price Risk

Price risk is the risk of gains or losses from changes in the market price of investments. The Company

is exposed to the risk of fluctuations in the underlying value of its listed portfolio companies. The

following companies individually comprise more than 10% of Kingfish’s total assets at 31 March

2023, and therefore fluctuations in the value of these portfolio companies will have a greater impact

on the overall investments balance.

2023 2022

Mainfreight Limited17%20%

Infratil Limited17%18%

Fisher and Paykel Healthcare Corporation Limited16%14%

Summerset Group Holdings Limited8%10%

Interest Rate Risk

Interest rate risk is the risk of movements in local interest rates. The Company is exposed to the risk

of gains or losses or changes in interest income from movements in local interest rates. There is no

hedge against the risk of movements in interest rates.

The Company may use short-term fixed rate borrowings to fund investment opportunities. There were

no borrowings at 31 March 2023 (2022: nil).

Currency Risk

Currency risk is the risk that the fair value or future cash flows of an investment will fluctuate because

of changes in foreign exchange rates. The Company generally holds assets denominated in New

Zealand dollars and is therefore not directly exposed to currency risk. The portfolio companies that

Kingfish invests in may be affected by currency risk that may impact on the market value of the

underlying portfolio company.

Sensitivity Analysis

The table below summarises the impact on net operating profit after tax and shareholders' equity

to reasonably possible changes in the carrying value of financial instruments to market risk

exposure at 31 March as follows:

2023

$000

2022

$000

Price risk

1

Investments at fair value

through profit or loss

(listed) Carrying value 4 53,179 494,850

Impact of a 20% change in market prices: +/- 90,636 98,970

Interest rate risk

2

Cash and cash

equivalents Carrying value 6,396 8,006

Impact of a 1% change in interest rates: +/- 64 80

1

A variable of 20% is considered appropriate for market price risk sensitivity analysis based on historical price

movements.

2

A variable of 1% was selected as this is a reasonably expected movement based on historical volatility. The

percentage movement for the interest rate sensitivity relates to an absolute change in interest rate rather than a

percentage change in interest rate.

FOR THE YEAR ENDED 31 MARCH 2023

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

50

kingflsh limited /

ANNUAL REPORT

2023

Credit Risk
Credit risk is the risk that a counterparty will default on its contractual obligations resulting in financial

loss to the Company. In the normal course of its business, the Company is exposed to credit risk from

transactions with its counterparties.

Listed securities are held by an independent custodian, Trustees Executors Limited. All transactions in

listed securities are paid for on delivery according to standard settlement instructions and are normally

settled within three business days. Dividends receivables are due from listed New Zealand companies

and are normally settled within a month after the Ex-Dividend date.

The Company measures credit risk and expected credit losses using probability of default, exposure

at default and loss given default. Management considers both historical analysis and forward looking

information in determining any expected credit loss. At balance date, cash at bank was held with

counterparties with a credit rating of S&P AA- or equivalent. Trade and other receivables are normally

settled within three business days. Management considers the probability of default to be close to zero

as the counterparties have a strong capacity to meet their contractual obligations in the near term. As

a result, no loss allowance has been recognised based on 12 month expected credit losses as any such

impairment would be wholly insignificant to the Company.

The maximum credit risk of financial assets is deemed to be their carrying amount as reported in the

Statement of Financial Position.

Other than cash at bank, short term unsettled trades and dividends receivable, there are no significant

concentrations of credit risk. The Company does not expect non-performance by counterparties,

therefore no collateral or security is required.

Liquidity Risk

Liquidity risk is the risk that the assets held by the Company cannot readily be converted to cash in

order to meet the Company's financial obligations as they fall due. The Company endeavours to invest

the proceeds from the issue of shares in appropriate investments while maintaining sufficient liquidity

(through daily cash monitoring) to meet working capital and investment requirements. All trade and other

payables have contractual maturities of 3 months or less.

Liquidity to fund investment requirements can be augmented through the procurement of a debt facility

from a registered bank to a maximum value of 20% of the gross asset value of the Company. There were

no such debt facilities at 31 March 2023 (2022: nil).

There have been no subsequent events to suggest any issues with satisfying working capital and

investment requirements.

Capital Risk Management

The Company’s objective is to prudently manage shareholder capital (share capital, reserves, retained

earnings) and borrowings (if any).

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends

paid to shareholders, return capital to shareholders, undertake share buybacks, issue new shares and

secure borrowings in the short term.

The Company was not subject to any externally imposed capital requirements during the year.

Since announcing a long-term distribution policy in June 2009, the Company continues to pay 2% of

average net asset value each quarter in dividends.

51

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ANNUAL REPORT

2023

NOTE 12 NET ASSET VALUE
The net asset value of Kingfish as at 31 March 2023 was $1.40 per share (2022: $1.58) calculated

as the net assets of $461,584,438 divided by the number of shares on issue of 330,213,075 (2022:

net assets of $505,409,400 and shares on issue of 320,875,194).

NOTE 13 COMMITMENTS AND CONTINGENT LIABILITIES

There were no unrecognised contractual commitments or contingent liabilities as at 31 March 2023

(2022: nil).

NOTE 14 SUBSEQUENT EVENTS

Dividend: On 22 May 2023, the Board declared a dividend of 2.82 cents per share. The record

date for this dividend is 8 June 2023 with a payment date of 23 June 2023.

PushPay Holdings Limited: On 27 April 2023 the shareholders of PushPay Holdings Limited (PPH)

voted in favour of a revised scheme of arrangement, which has seen PPH sold to a consortium that

includes investment firms Sixth Street and BGH Capital for $1.42 per share. The takeover transaction

settled 19 May 2023. The PPH shares that were held in the Kingfish portfolio as at 31 March 2023

had been valued at $1.39 per share.

There were no other events which require adjustment to or disclosure in these financial statements.


FOR THE YEAR ENDED 31 MARCH 2023

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED


Independen t auditor’s report

To theshareholdersof KingfishLimited

Ouropinion

In ouropinion,theaccompanyingfinancialstatementsof KingfishLimited(theCompany)present

fairly, in allmaterialrespects,thefinancialpositionof theCompanyasat 31March2023,itsfinancial

performanceanditscashflowsfortheyearthenendedin accordancewithNewZealandEquivalents

to InternationalFinancialReportingStandards(NZIFRS)andInternationalFinancialR

eporting

Standards(IFRS).

Whatwe haveaudited

Thefinancialstatementscomprise:

●thestatementof financialpositionasat 31March2023;

●thestatementof comprehensiveincomefortheyearthenended;

●thestatementof changesin equityfortheyearthenended;

●thestatementof cashflowsfortheyearthenended;and

●thenotesto thefinancialstatements,whichincludesignificantaccountingpoliciesandother

explanatoryinformation.


Basisforopinion

We condu

ctedourauditin accordancewithInternationalStandardsonAuditing(NewZealand)(ISAs

(NZ))andInternationalStandardsonAuditing(ISAs).Ourresponsibilitiesunderthosestandardsare

furtherdescribedin theAuditor’s responsibilitiesfortheauditofthefinancialstatementssectionof our

report.

We believethattheauditevidencewehaveobtainedis sufficientandappropriateto providea basis

forouropinion.

Independence

We areindependentof theComp

anyin accordancewithProfessionalandEthicalStandard1

InternationalCodeofEthicsforAssurancePractitioners(includingInternationalIndependence

Standards)(NewZealand)(PES1)issuedbytheNewZealandAuditingandAssuranceStandards

BoardandtheInternationalCodeofEthicsforProfessionalAccountants(includingInternational

IndependenceStandards)issuedbytheInternationalEthicsStandardsBoardforAccountants(IESBA

Code),andwehavef

ulfilledourotherethicalresponsibilitiesin accordancewiththeserequirements.

Otherthanin ourcapacityasauditorwehavenorelationshipwith,orinterestsin,theCompany.

Keyauditmatter

Keyauditmattersarethosemattersthat,in ourprofessionaljudgement,wereof mostsignificancein

ourauditof thefinancialstatementsof thecurrentyear. Giventhenatureof theCompany, wehave

onekeyauditmatter:Valuationandexistenceof investmentsat fairvaluet

hroughprofitorloss.The

matterwasaddressedin thecontextof ourauditof thefinancialstatementsasa whole,andin forming

ouropinionthereon,andwedonotprovidea separateopiniononthematter.

PricewaterhouseCoopers,PwCTower,15 CustomsStreetWest,PrivateBag92162,Auckland1142NewZealand

T: +649 3558000,www.pwc.co.nz

52

kingflsh limited /

ANNUAL REPORT

2023


Independen t auditor’s report

To theshareholdersof KingfishLimited

Ouropinion

In ouropinion,theaccompanyingfinancialstatementsof KingfishLimited(theCompany)present

fairly, in allmaterialrespects,thefinancialpositionof theCompanyasat 31March2023,itsfinancial

performanceanditscashflowsfortheyearthenendedin accordancewithNewZealandEquivalents

to InternationalFinancialReportingStandards(NZIFRS)andInternationalFinancial

Reporting

Standards(IFRS).

Whatwe haveaudited

Thefinancialstatementscomprise:

●thestatementof financialpositionasat 31March2023;

●thestatementof comprehensiveincomefortheyearthenended;

●thestatementof changesin equityfortheyearthenended;

●thestatementof cashflowsfortheyearthenended;and

●thenotesto thefinancialstatements,whichincludesignificantaccountingpoliciesandother

explanatoryinformation.


Basisforopinion

We cond

uctedourauditin accordancewithInternationalStandardsonAuditing(NewZealand)(ISAs

(NZ))andInternationalStandardsonAuditing(ISAs).Ourresponsibilitiesunderthosestandardsare

furtherdescribedin theAuditor’s responsibilitiesfortheauditofthefinancialstatementssectionof our

report.

We believethattheauditevidencewehaveobtainedis sufficientandappropriateto providea basis

forouropinion.

Independence

We areindependentof theCom

panyin accordancewithProfessionalandEthicalStandard1

InternationalCodeofEthicsforAssurancePractitioners(includingInternationalIndependence

Standards)(NewZealand)(PES1)issuedbytheNewZealandAuditingandAssuranceStandards

BoardandtheInternationalCodeofEthicsforProfessionalAccountants(includingInternational

IndependenceStandards)issuedbytheInternationalEthicsStandardsBoardforAccountants(IESBA

Code),andwehave

fulfilledourotherethicalresponsibilitiesin accordancewiththeserequirements.

Otherthanin ourcapacityasauditorwehavenorelationshipwith,orinterestsin,theCompany.

Keyauditmatter

Keyauditmattersarethosemattersthat,in ourprofessionaljudgement,wereof mostsignificancein

ourauditof thefinancialstatementsof thecurrentyear. Giventhenatureof theCompany, wehave

onekeyauditmatter:Valuationandexistenceof investmentsat fairvalue

throughprofitorloss.The

matterwasaddressedin thecontextof ourauditof thefinancialstatementsasa whole,andin forming

ouropinionthereon,andwedonotprovidea separateopiniononthematter.

PricewaterhouseCoopers,PwCTower,15 CustomsStreetWest,PrivateBag92162,Auckland1142NewZealand

T: +649 3558000,www.pwc.co.nz


Independen t auditor’s report

To theshareholdersof KingfishLimited

Ouropinion

In ouropinion,theaccompanyingfinancialstatementsof KingfishLimited(theCompany)present

fairly, in allmaterialrespects,thefinancialpositionof theCompanyasat 31March2023,itsfinancial

performanceanditscashflowsfortheyearthenendedin accordancewithNewZealandEquivalents

to InternationalFinancialReportingStandards(NZIFRS)andInternationalFinancialR

eporting

Standards(IFRS).

Whatwe haveaudited

Thefinancialstatementscomprise:

●thestatementof financialpositionasat 31March2023;

●thestatementof comprehensiveincomefortheyearthenended;

●thestatementof changesin equityfortheyearthenended;

●thestatementof cashflowsfortheyearthenended;and

●thenotesto thefinancialstatements,whichincludesignificantaccountingpoliciesandother

explanatoryinformation.


Basisforopinion

We condu

ctedourauditin accordancewithInternationalStandardsonAuditing(NewZealand)(ISAs

(NZ))andInternationalStandardsonAuditing(ISAs).Ourresponsibilitiesunderthosestandardsare

furtherdescribedin theAuditor’s responsibilitiesfortheauditofthefinancialstatementssectionof our

report.

We believethattheauditevidencewehaveobtainedis sufficientandappropriateto providea basis

forouropinion.

Independence

We areindependentof theComp

anyin accordancewithProfessionalandEthicalStandard1

InternationalCodeofEthicsforAssurancePractitioners(includingInternationalIndependence

Standards)(NewZealand)(PES1)issuedbytheNewZealandAuditingandAssuranceStandards

BoardandtheInternationalCodeofEthicsforProfessionalAccountants(includingInternational

IndependenceStandards)issuedbytheInternationalEthicsStandardsBoardforAccountants(IESBA

Code),andwehavef

ulfilledourotherethicalresponsibilitiesin accordancewiththeserequirements.

Otherthanin ourcapacityasauditorwehavenorelationshipwith,orinterestsin,theCompany.

Keyauditmatter

Keyauditmattersarethosemattersthat,in ourprofessionaljudgement,wereof mostsignificancein

ourauditof thefinancialstatementsof thecurrentyear. Giventhenatureof theCompany, wehave

onekeyauditmatter:Valuationandexistenceof investmentsat fairvaluet

hroughprofitorloss.The

matterwasaddressedin thecontextof ourauditof thefinancialstatementsasa whole,andin forming

ouropinionthereon,andwedonotprovidea separateopiniononthematter.

PricewaterhouseCoopers,PwCTower,15 CustomsStreetWest,PrivateBag92162,Auckland1142NewZealand

T: +649 3558000,www.pwc.co.nz

53

kingflsh limited /

ANNUAL REPORT

2023



Descriptionof thekeyauditmatterHowourauditaddressedthekeyauditmatter

Valuationandexistenceofinvestments

atfairvaluethroughprofitorloss

Investmentsat fairvaluethroughprofitor

loss(investments)arevaluedat $453

millionandrepresent98%of totalassets.

Furtherdisclosuresontheinvestmentsare

includedin note2 to thefinancial

statements.

Dueto thesizeof investmentsthiswasan

areaof focusforourauditandanarea

wherea significantpro

portionof auditef fort

wasdirected.

Asat 31March2023,allinvestmentswere

in companiesthatwerelistedontheNZX

MainBoardandwereactivelytradedwith

readilyavailable,quotedmarketprices.

AllinvestmentsareheldbyTrustees

ExecutorsLimited(theCustodian)onbehalf

of theCompany. TrusteesExecutorsLimited

alsoprovidesadministrationservicesforthe

Company.

Ourauditproceduresincludedupdatingour

understandingof thebusinessprocessesemplo

yed

bytheCompanyforaccountingfor , andvaluing,its

investmentportfolio.

We obtainedconfirmationfromtheCustodianthat

theCompanywasthelegalownerof all

investmentsrecordedasat 31March2023.

We obtainedcopiesof theTrusteesExecutors

Limited’s InternalControlsReportsforCustody,

SuperannuationMemberAdministration,Investment

AdministrationandRegistryfortheperiodfrom1

April2022to 31March2023andassessedthe

impactof anyexceptionso

n theCompany’s financial

statements.

We agreedthepriceforallinvestmentsheldat 31

March2023to independentthird-partypricing

sourceswithoutexception.

Ourauditapproach

Overview

MaterialityOverallmateriality:$2,307,000,whichrepresents0.5%of netassets.

We usedthisbenchmarkbecause,in ourview, theobjectiveof the

Companyis to provideinvestorswitha totalreturnonitsassets,

takingaccountof bothcapitalandincomereturns.

Keyauditmatte

rAsreportedabove,wehaveonekeyauditmatter, being:

●Valuationandexistenceof investmentsat fairvaluethrough

profitorloss.


Aspartof designingouraudit,wedeterminedmaterialityandassessedtherisksof material

misstatementin thefinancialstatements.In particular, weconsideredwheremanagementmade

subjectivejudgements;forexample,in respectof significantaccountingestimatesthatinvolved

makingassumptionsandconsideringfutureevent

s thatareinherentlyuncertain.Asin allof ouraudits,

wealsoaddressedtheriskof managementoverrideof internalcontrols,includingamongother

matters,considerationof whethertherewasevidenceof biasthatrepresenteda riskof material

misstatementdueto fraud.

We tailoredthescopeof ourauditin orderto performsufficientworkto enableusto provideanopinion

onthefinancialstatementsasa whole,takingintoaccountthestructureof theCompany, the

acco

untingprocessesandcontrols,andtheindustryin whichtheCompanyoperates.

Materiality

Thescopeof ourauditwasinfluencedbyourapplicationof materiality. Anauditis designedto obtain

reasonableassuranceaboutwhetherthefinancialstatementsarefreefrommaterialmisstatement.

PwC2

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ANNUAL REPORT

2023



Misstatementsmayarisedueto fraudorerror. Theyareconsideredmaterialif, individuallyorin

aggregate,theycouldreasonablybeexpectedto influencetheeconomicdecisionsof userstakenon

thebasisof thefinancialstatements.

Basedonourprofessionaljudgement,wedeterminedcertainquantitativethresholdsformateriality,

includingtheoverallmaterialityforthefinancialstatementsasa wholeassetoutabove.These,

togetherwithqualitativecons

iderations,helpedusto determinethescopeof ouraudit,thenature,

timingandextentof ourauditproceduresandto evaluatetheef fectof misstatements,bothindividually

andin aggregate,onthefinancialstatementsasa whole.

Otherinformation

TheDirectorsareresponsiblefortheotherinformation.Theotherinformationcomprisesthe

informationincludedin theannualreport,butdoesnotincludethefinancialstatementsandour

auditor'sreportthereon.The

annualreportis expectedto bemadeavailableto usafterthedateof this

auditor'sreport.

Ouropiniononthefinancialstatementsdoesnotcovertheotherinformationandwewillnotexpress

anyformof auditopinionorassuranceconclusionthereon.

In connectionwithourauditof thefinancialstatements,ourresponsibilityis to readtheother

informationand,in doingso,considerwhethertheotherinformationis materiallyinconsistentwiththe

financialstatemen

ts orourknowledgeobtainedin theaudit,orotherwiseappearsto bematerially

misstated.

Whenwereadtheotherinformationnotyetreceived,if weconcludethatthereis a material

misstatementtherein,wearerequiredto communicatethematterto theDirectorsanduseour

professionaljudgementto determinetheappropriateactionto take.

ResponsibilitiesoftheDirectorsforthefinancialstatements

TheDirectorsareresponsible,onbehalfof theCompany, forthep

reparationandfairpresentationof

thefinancialstatementsin accordancewithNZIFRSandIFRS,andforsuchinternalcontrolasthe

Directorsdetermineis necessaryto enablethepreparationof financialstatementsthatarefreefrom

materialmisstatement,whetherdueto fraudorerror.

In preparingthefinancialstatements,theDirectorsareresponsibleforassessingtheCompany’s

abilityto continueasa goingconcern,disclosing,asapplicable,mattersrelate

d to goingconcernand

usingthegoingconcernbasisof accountingunlesstheDirectorseitherintendto liquidatethe

Companyorto ceaseoperations,orhavenorealisticalternativebutto doso.

Auditor’s responsibilitiesfortheauditofthefinancialstatements

Ourobjectivesareto obtainreasonableassuranceaboutwhetherthefinancialstatements,asa whole,

arefreefrommaterialmisstatement,whetherdueto fraudorerror, andto issueanauditor’s reportthat

i

ncludesouropinion.Reasonableassuranceis a highlevelof assurance,butis nota guaranteethat

anauditconductedin accordancewithISAs(NZ)andISAswillalwaysdetecta materialmisstatement

whenit exists.Misstatementscanarisefromfraudorerrorandareconsideredmaterialif, individually

orin theaggregate,theycouldreasonablybeexpectedto influencetheeconomicdecisionsof users

takenonthebasisof thesefinancialstatements.

A furtherdescriptio

n of ourresponsibilitiesfortheauditof thefinancialstatementsis locatedat the

ExternalReportingBoard’s websiteat:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-2/

Thisdescriptionformspartof ourauditor’s report.

PwC3

55

kingflsh limited /

ANNUAL REPORT

2023

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 Philip Taylor.

For and on behalf of:

Chartered AccountantsAuckland

22 May 2023

PwC4

56

kingflsh limited /

ANNUAL REPORT

2023

SHAREHOLDER INFORMATION
SPREAD OF SHAREHOLDERS AS AT 19 MAY 2023

Holding Range# of Shareholders# of Shares% of Total

1 to 999467198,6760.06

1,000 to 4,9991,1523 , 0 4 7, 9 110.92

5,000 to 9,9991,0587, 4 6 8 ,1 762.26

10,000 to 49,9992,70163,093,56619.11

50,000 to 99,9997144 9, 611, 0 3 715.02

100,000 to 499,999598113 , 2 7 2 , 0 4 934.31

500,000 +7693, 521,6 6 028.32

TOTAL6, 76 6330,213,075100%

20 LARGEST SHAREHOLDERS AS AT 19 MAY 2023

Holder Name# of Shares% of Total

ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>9, 3 8 9, 3 622.84

CUSTODIAL SERVICES LIMITED <A/C 4>6 , 6 3 7, 9 1 82.01

NEW ZEALAND DEPOSITORY NOMINEE LIMITED <A/C 1 CASH

ACCOUNT>5,313,98 41.61

STEPHEN JAMES THORNTON & BERNARDINA ALEIDA MARIA

SCHOLTEN & MACALISTER MAZENGARB TRUST COMPANY LIMITED

<THE THORNTON-SCHOLTEN FAMILY A/C>4,6 41, 50 41. 41

ASB NOMINEES LIMITED <179669 A/C>3,347,3151.01

DAVID HUGH BROWN & SUSANNA LLEWELLYN BROWN3,026,0000.92

FNZ CUSTODIANS LIMITED2,904,7070.88

LEVERAGED EQUITIES FINANCE LIMITED <DRP>2,241, 5390.68

CUSTODIAL SERVICES LIMITED <A/C 6>2,138,8 010.65

FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>1,86 0, 56 60.56

ENE TRUSTEES LIMITED1, 7 76,24 50.54

SEATON STUART JAMES BENNY1 , 7 0 7, 3 6 00.52

LLOYD JAMES CHRISTIE1,639,8500.50

NEIL BARRY ROBERTS1, 532,6 0 00.46

MURRAY JOHN LOMBARD ALDRIDGE & LESLEY ANN ALDRIDGE &

ALDRIDGE TRUSTEE 2019 LIMITED <ALDRIDGE FAMILY A/C>1, 475,2580.45

COLIN DAVID CRAIG BENNETT1, 413,2780.43

DAVID ROBERT APPLEBY & PRUDENCE JANE COTTER <DAVID APPLEBY

INVESTMENT A/C>1,295,0000.39

STEPHEN THOMAS WRIGHT & JANICE ALISON WRIGHT1, 28 9, 73 60.39

ALBERT JOHN HARWOOD & MARLENE MARY HARWOOD1,288,3070.39

SASKIA THORNTON1,25 4,1970.38

TOTAL56,173,52717. 0 2

57

kingfish limited /

ANNUAL REPORT

2023

STATUTORY INFORMATION
DIRECTORS’ RELEVANT INTERESTS IN EQUITY SECURITIES AT 31 MARCH 2023

Interests Register

Kingfish is required to maintain an interests register in which the particulars of certain transactions and matters

involving the directors must be recorded. The interests register for Kingfish is available for inspection at its

registered office. Particulars of entries in the interests register as at 31 March 2023 are as follows:

Ordinary Shares

Held

Directly

Held by Associated

Persons

R A Coupe

(1)

6 0,187Nil

C A Campbell

(2)

63,734Nil

D M McClatchy

(3)

2,252Nil

F A Oliver

(4)

NilNil

(1)

R A Coupe received 2,830 shares in the year ended 31 March 2023, purchased on market as per the terms

of the share purchase plan (issue price $1.73). R A Coupe received 4,643 shares in the year ended 31 March

2023, issued under the dividend reinvestment plan (average issue price $1.4405).

(2)

C A Campbell received 2,120 shares in the year ended 31 March 2023, purchased on market as per the terms

of the share purchase plan (issue price $1.73). C A Campbell received 4,917 shares in the year ended 31 March

2023, issued under the dividend reinvestment plan (average issue price $1.4405).

(3)

D M McClatchy received 2,120 shares in the year ended 31 March 2023, purchased on market as per the terms

of the share purchase plan (issue price $1.73). D M McClatchy received 132 shares in the year ended 31 March

2023, issued under the dividend reinvestment plan (average issue price $1.3933).

(4)

F A Oliver joined the Kingfish board after the share purchase plan had been actioned for the year and therefore

she does not hold any Kingfish shares as at 31 March 2023.

DIRECTORS HOLDING OFFICE

Kingfish’s directors as at 31 March 2023 were:

»R A Coupe (Chair)

»C A Campbell

»D M McClatchy

»F A Oliver

During the year, Fiona Oliver was appointed as an independent director (effective 1 June 2022) and Alistair Ryan

retired as a director (effective 1 June 2022).

In accordance with the Kingfish constitution and NZX Listing Rules, Fiona Oliver was elected as a director at the

2022 Annual Shareholders’ Meeting. Andy Coupe retires by rotation at the 2023 Annual Shareholders’ Meeting

and being eligible offers himself for re-election.

DIRECTORS’ INDEMNITY AND INSURANCE

Kingfish has arranged Directors’ and Officers’ liability insurance covering directors acting on behalf of Kingfish.

Cover is for damages, judgements, fines, penalties, legal costs awarded and defence costs arising from wrongful

acts committed while acting for Kingfish. The types of acts that are not covered include dishonest, fraudulent,

malicious acts or omissions, and wilful breach of statute or regulations.

Kingfish has granted an indemnity in favour of all current directors of the Company in accordance with its

constitution.

58

kingfish limited /

ANNUAL REPORT

2023

EMPLOYEE REMUNERATION
Kingfish does not have any employees. Corporate management services are provided to Kingfish by Fisher Funds

Management Limited.

DIRECTORS’ RELEVANT INTERESTS

The following are relevant interests of Kingfish’s directors as at 31 March 2023:

R A CoupeBarramundi LimitedChair

Marlin Global LimitedChair

Coupe Consulting LimitedDirector

Briscoe Group Limited Director

Television New Zealand LimitedChair

C A CampbellBarramundi LimitedDirector

Marlin Global LimitedDirector

T&G Global LimitedDirector

Hick Bros Holdings Limited & subsidiary companies Director

Woodford Properties 2018 LimitedDirector

alphaXRT LimitedDirector

New Zealand Post LimitedChair

Asset Plus LimitedDirector

Nica Consulting LimitedDirector

NZME LimitedDirector

Cord Bank LimitedDirector

T&G Insurance LimitedDirector

Bankside Chambers LtdDirector

Chubb Insurance New Zealand LimitedDirector

Kiwibank LimitedDirector

D M McClatchyBarramundi LimitedDirector

Marlin Global LimitedDirector

Guardians of NZ SuperannuationDirector

Trust Investment ManagementDirector

F A OliverBarramundi LimitedDirector

Marlin Global LimitedDirector

Gentrack Group LimitedDirector

First Gas GroupDirector

Freightways LimitedDirector

Wynyard Group Limited (in liquidation)Director

New Zealand Water PoloDirector

Summerset Group Holdings LimitedDirector

Guardians of NZ Superannuation Director


59

kingflsh limited /

ANNUAL REPORT

2023

AUDITOR’S REMUNERATION
During the 31 March 2023 year, the following amounts were paid/payable to the auditor, PricewaterhouseCoopers

New Zealand.

$000

Statutory audit and review of financial statements56

Other assurance services-

Non assurance services-

PricewaterhouseCoopers New Zealand is a registered audit firm, and its audit partners are licensed auditors under

the Auditor Regulation Act 2011.

DONATIONS

Kingfish did not make any donations during the year ended 31 March 2023.

60

kingflsh limited /

ANNUAL REPORT

2023

REGISTERED OFFICE
Kingfish Limited

Level 1

67 – 73 Hurstmere Road

Takapuna

Auckland 0622

DIRECTORS

Independent Directors

Andy Coupe (Chair)

Carol Campbell

David McClatchy

Fiona Oliver

CORPORATE

MANAGEMENT TEAM

Wayne Burns

Beverley Sutton

MANAGER

Fisher Funds Management Limited

Level 1

67 – 73 Hurstmere Road

Takapuna

Auckland 0622

SHARE REGISTRAR

Computershare Investor

Services Limited

Level 2

159 Hurstmere Road

Takapuna

Auckland 0622

Private Bag 92119

Auckland 1142

Phone: +64 9 488 8777

Email: enquiry@computershare.co.nz

FOR MORE INFORMATION

For enquiries about transactions, changes of address, and dividend payments, contact the share registrar above.

Alternatively, to change your address, update your payment instructions, and to view your investment portfolio

including transactions online, please visit: www.investorcentre.com/NZ

FOR ENQUIRIES ABOUT KINGFISH CONTACT

Kingfish Limited, Level 1, 67 – 73 Hurstmere Road, Takapuna, Auckland 0622

Private Bag 93502, Takapuna, Auckland 0740


Phone: +64 9 489 7094 | Email: enquire@kingfish.co.nz

The information contained in this annual report is provided for information purposes only and does not constitute an offer,

invitation, basis for a contract, financial advice, other advice, or recommendation to conclude any transaction for the purchase

or sale of any security, loan, or other instrument. In particular, the information contained in this annual report is not financial

advice for the purposes of the Financial Markets Conduct Act 2013, as amended, and should not be relied upon when making an

investment decision. Professional financial advice from a financial adviser should be taken before making an investment.

AUDITOR

PricewaterhouseCoopers

New Zealand

Level 27

PwC Tower

15 Custom Street West

Auckland 1010

SOLICITOR

Bell Gully

Level 21

48 Shortland Street

Auckland 1010

BANKER

ANZ Bank New Zealand Limited

23-29 Albert Street

Auckland 1010

NATURE OF BUSINESS

The principal activity of Kingfish

is investment in quality, growing

New Zealand companies.

DIRECTORY

61

kingflsh limited /

ANNUAL REPORT

2023

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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