Michael Hill International Limited logo

Annual Report to Shareholders

Annual Report11 October 2023MHJConsumer Discretionary

MICHAEL HILL | 2023 ANNUAL REPORT 1
Annual Report

2023

2 MICHAEL HILL | 2023 ANNUAL REPORT
DISCLAIMER: Certain statements in this report constitute forward-looking statements. Forward-looking statements are statements (other than statements of

historical fact) relating to future events and the anticipated or planned financial and operational performance of Michael Hill International Limited and its related

bodies corporate (the Group). The words “targets”, “believes”, “expects”, “aims”, “intends”, “plans”, “seeks”, “will”, “may”, “might”, “anticipates”, “projects”, “assumes”,

“forecast”, “likely”, “outlook”, “would”, “could”, “should”, “continues”, “estimates” or similar expressions or the negatives thereof, generally identify these forward-

looking statements. Other forward-looking statements can be identified in the context in which the statements are made. Forward-looking statements include,

among other things, statements addressing matters such as the Group’s future results of operations; financial condition; working capital, cash flows and capital

expenditures; and business strategy, plans and objectives for future operations and events, including those relating to ongoing operational and strategic

reviews, sustainability targets, expansion into new markets, future product launches, points of sale and production facilities. Although the Group believes that

the expectations reflected in these forward-looking statements are reasonable, they are not guarantees or predictions of future performance or statements of

fact. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the Group’s actual results,

performance, operations or achievements or industry results, to differ materially from any future results, performance, operations or achievements expressed or

implied by such forward-looking statements. Such risks, uncertainties and other important factors include, among others: global and local economic conditions;

changes in market trends and end-consumer preferences; fluctuations in the prices of raw materials, currency exchange rates, and interest rates; the Group’s plans

or objectives for future operations or products, including the ability to introduce new jewellery and non-jewellery products; the ability to expand in existing and

new markets and risks associated with doing business globally and, in particular, in emerging markets; competition from local, national and international companies

in the markets in which the Group operates; the protection and strengthening of the Group’s intellectual property rights, including patents and trademarks; the

future adequacy of the Group’s current warehousing, logistics and information technology operations; changes in laws and regulations or any interpretation thereof,

applicable to the Group’s business; increases to the Group’s effective tax rate or other harm to the Group’s business as a result of governmental review of the

Group’s transfer pricing policies, conflicting taxation claims or changes in tax laws; and other factors referenced to in this report.Should one or more of these risks or

uncertainties materialise, or should any underlying assumptions prove to be incorrect, the Company’s actual financial condition, cash flows or results of operations

could differ materially from that described herein as anticipated, believed, estimated or expected. Accordingly, you are cautioned not to place undue reliance on any

forward-looking statements, as there can be no assurance the actual outcomes will not differ materially from the forward-looking statements in this report. Except as

required by applicable laws or regulations (including the ASX Listing Rules), the Group does not intend, and does not assume any obligation, to update any forward-

looking statements contained herein. All subsequent written and oral forward-looking statements attributable to us or to persons acting on the Group’s behalf are

expressly qualified in their entirety by the cautionary statements referred to above and contained elsewhere in this report.

TERMINOLOGY: In this report, unless otherwise specified or appropriate in the context, the term “Company” refers to Michael Hill International Limited, and the terms

“Group” or “Michael Hill” refer to the Company and its subsidiaries (as appropriate).

MICHAEL HILL | 2023 ANNUAL REPORT 3
CONTENTS

The Directors are pleased to present the

annual report of Michael Hill International

Limited and its subsidiaries for the year

ended 2 July 2023.

135

Corporate

Directory

5

Company Profile

6

Letter from

the Chair

8

CEO’s Message

10

Performance

Highlights

42

Executive

Leadership Team

45

Directors’

Report

56

Remuneration

Report

71

Auditor’s

Independence

Declaration

11

Key Facts

12

Performance

14

Trend Statement

16

Sustainability

73

Financial

Statements

126

Directors’

Declaration

127

Independent

Auditor’s Report

133

Additional

Information

4 MICHAEL HILL | 2023 ANNUAL REPORT

MICHAEL HILL | 2023 ANNUAL REPORT 5
COMPANY PROFILE

The Michael Hill Group is a market leading jewellery retailer, with a portfolio of

brands, operating a network of over 300 stores across Australia, New Zealand and

Canada, with multiple international digital platforms.

The first Michael Hill store opened in 1979 when Sir

Michael Hill and his wife, Lady Christine Hill launched

their unique retail jewellery formula in Whangarei, on

the North Island of New Zealand.

With engaging store designs, a product range devoted

exclusively to accessible jewellery and the clever use

of high impact advertising, Michael Hill rapidly gained

popularity and rose to national prominence.

In 2016, Michael Hill moved its primary stock exchange

listing to the Australian Securities Exchange and

maintains a secondary listing on the New Zealand

Stock Exchange (ASX/NZX: MHJ).

Over the last four years, the Company has been on

a transformative journey reshaping many aspects of

the business, underpinned by a clearly defined

strategic agenda to elevate the brand and drive

growth. The strategic framework is customer-led and

continually evolving as we adapt to the ever-changing

landscape of retail – with a focus on elevating our

Brand, growing our Loyalty membership, enhancing

and innovating our Digital & Omni-channel capabilities,

refining our Retail Fundamentals, continual Product

Evolution, exploring New Territories & Services,

maintaining a Cost Conscious Culture and with

a focus on Sustainability.

On 1 June 2023, the Group strategically acquired a

complementary and scalable Australian value-led

jewellery retailer, Bevilles.

Around the world, the Group employs over 2,800

employees across retail sales, manufacturing and

corporate roles. As of 2 July 2023, the Group operates

172 stores in Australia (including 26 Bevilles stores),

46 in New Zealand and 86 stores in Canada.

From 1979 to the present day, and as we look to the

future, Michael Hill is dedicated to creating quality

jewellery for our customers to celebrate the key

moments in their lives.

At Michael Hill, we are committed to becoming a

more sustainable and ethically responsible business,

protecting our eco-system and contributing to

the communities we serve in meaningful ways, for

generations to come.

Information on our corporate governance policies

and practices, including our Corporate Governance

Statement, is available on our Investor Centre website

at investor.michaelhill.com

Our purpose:

The people behind the

moments that matter

6 MICHAEL HILL | 2023 ANNUAL REPORT
continues on its aspirational brand journey, we will

maintain a strong connection to our rich heritage and

our founders’ vision.

COMMITMENT TO OUR PEOPLE AND OUR

VALUES

I have taken great pride in the way in which our leadership team

in New Zealand and our Group Executive team have responded

to and supported our New Zealand team members and

customers impacted by the spate of retail crime events and ram

raids we have experienced in New Zealand along with a series of

extreme weather events. It’s during these times of adversity that

our values, who we are and what we stand for get truly tested.

I’m proud to be part of a team who have clearly demonstrated

and lived the Company’s values as we have responded to these

challenges: We care, We create outstanding experiences,

We are professional and We are inclusive and diverse.

Pleasingly, our engagement survey was completed by 84% of

our workforce and resulted in an engagement score of 82%,

which is 10% higher than the global retail industry average.

Our consistently high engagement score demonstrates how

hard we continue to work to ensure that Michael Hill remains

an employer of choice and is a great place to work.

SUSTAINABILITY MANIFESTO

In August 2022, we released our 2030 sustainability manifesto

centered around three key pillars: People, Product and

Planet. During the year, we have made great progress

with our goals: reduced our scope 1 emissions by 39%,

reduced our head office waste by 65% and made significant

donations towards empowering women with Dress for

Success and Women’s Refuge.

In addition, we have launched our Re:cycle initiative in

Australia – a digitally enabled gold recycling program, that

encourages customers to recycle gold jewellery pieces in

exchange for a Michael Hill e-gift card. The opportunity in

the coming year to extend this offering to New Zealand and

Canada is exciting.

LETTER FROM

THE CHAIR

NAVIGATING CHALLENGING

MARKET CONDITIONS

FY23 has been a challenging year for Michael Hill.

We have successfully transitioned from FY22; when we

continued to benefit from Covid economic stimulus,

reduced operating costs and travel restrictions in all our

markets, which boosted domestic retail spend, to FY23

which has seen inflation in wages, gold, diamonds and

other input costs, along with rising interest rates eating into

disposable consumer spending and an increased portion

of that remaining spend being redirected to domestic and

international leisure travel.

We have also experienced a particularly challenging security

environment in New Zealand, with record levels of retail

crime necessitating a significant increase in spend on security

counter-measures, resulting in increased stock losses.

Despite these challenges we have maintained an unwavering

commitment to our strategy; with an increased investment in

elevating the Michael Hill brand and product offering, a strong

commitment to executing on the retail fundamentals, strong

cost and inventory management and investment in a series of

new brand offerings to expand our addressable market.

Against this backdrop the business has delivered a solid

performance for FY23, with record revenue, elevated

margins and strong earnings. I’m both proud and grateful

for the agility, resilience, perseverance and focus that Daniel

and the entire Michael Hill team have displayed in delivering

these results.

STRENGHTHENING THE HERITAGE OF

THE BRAND

The heritage of our brand and creative inspiration from

our founders continues to underpin the foundations of the

Company. This year saw the launch of ‘The Jewellers’ brand

campaign, which focused on our origins as a fine jeweller,

the vision of our founders, and showcasing our craftmanship,

creativity and commitment to quality. As the Michael Hill brand

Dear shareholders,

MICHAEL HILL | 2023 ANNUAL REPORT 7
In August this year, the Board appointed Dave Whittle as a

Non-Executive Director. Dave’s experience and expertise will

bring a fresh perspective, with a wealth of knowledge across

data, technology and brand which will be invaluable to the

Company. His extensive experience in marketing, omni-

channel retail and digital transformation complements the

existing Board composition.

IN CONCLUSION

I am immensely proud of Daniel, our highly capable executives

working alongside him and the broader Michael Hill team.

Even though FY23 was a particularly challenging year, the

team remained focused, executed on our strategy, delivered

a plethora of initiatives, and successfully acquired a new

brand, Bevilles, which represents a fabulous opportunity

to expand our addressable market and support our growth

ambitions for FY24.


Regards,

Robert Fyfe

Chair

CAPITAL MANAGEMENT

Last year, the Company articulated a capital management

framework for the business which included pursuing acquisition

opportunities in the jewellery sector. Pleasingly, the business

successfully acquired an earnings accretive, scalable and

complementary Australian value-led jewellery brand, Bevilles.

With the Bevilles team having successfully transitioned, the

key focus is now on expanding the store network nationally.

During the year, the Company commenced its on-market share

buy-back with 8.63m shares bought back, representing 2.2%

of issued capital for a total cash cost of A$10.2m. The directors

have decided to discontinue the on-market share buy-back.

Furthermore, we were pleased to declare a final dividend of

AU3.5 cents per share, bringing our total dividend for the

year to AU7.5 cents per share, representing ~70% of adjusted

annual NPAT, and at the higher end of the Company’s Dividend

Distribution Policy target range of 50% to 75%.

OUR BOARD

It continues to be a privilege to serve on the Michael Hill

Board alongside such a talented group of directors, including

our founder, Sir Michael Hill, a true entrepreneur and creative

spirit who continues to inspire and challenge us all.

8 MICHAEL HILL | 2023 ANNUAL REPORT
We also continued to focus on digital to modernise customer

experience, and reach new markets. The creation of a dual

language Canadian website allows us to attract a new

French speaking customer base in Quebec and across

Canada. Additionally, we have continued to expand our

marketplace strategy by opening into new markets for

the brand. In May, we partnered with Zalora to enter both

Singapore and Malaysia markets.

In October 2023, the business will launch its new bespoke

brand TenSevenSeven, focused on servicing the high-end

of the market with its unique personalised diamond ring

proposition. With these additional brands and channels,

the Michael Hill Group now services all significant customer

segments of the fine jewellery category, and delivers multiple

new growth pipelines.

CULTURE AND TEAM

And most importantly, the Michael Hill business is built on

the foundations of a great culture and a fantastic team as

evidenced by our most recent engagement survey result, with

our global engagement score above 80%.

As we approach the key trading period of Christmas, our

teams are excited and energised by the new product ranges

we will be launching, and our new emotive Christmas

campaign. While inflation and rising interest rates have

impacted consumer spending, I am confident that the Group

strategy has us well-placed to continue to take market share.


Regards,

Regards,

Daniel Bracken

Managing Director and CEO

CEO’S

MESSAGE

RECORD REVENUE WITH STRONG MARGIN

While we finished FY23 with comparable EBIT slightly below

prior year due to a more challenging second half, we still

delivered record revenue, strong elevated margin and the

second highest comparable EBIT in the Company’s history.

These results were underpinned by our clearly articulated

strategic initiatives, and most notably during the year:

• elevating ATV supported by Michael Hill’s aspirational

brand journey,

• leveraging our loyalty program, which now has over two

million members,

• continuing to evolve our product – during the year we

introduced some amazing new ranges,

• and most importantly, a relentless focus on retail

fundamentals driving continued improvement in

productivity across all markets.

INVESTING FOR GROWTH

In August 2022, the Company executed a seamless relocation

of its global headquarters to new purpose-built premises

housing the global support functions, with a reimagined

artisanal jewellery workshop and state-of-the-art Australasian

distribution centre. Our new offices provide a contemporary,

dynamic and productive environment, strategically aligned to

Michael Hill’s aspirational brand journey.

In June 2023, the Company completed the Bevilles

acquisition, successfully transitioning all team members,

stores and inventory to the Group. As the Michael Hill brand

elevates its position in the market, the Bevilles business gives

us the opportunity to capture market share at the value end of

the fine jewellery category. Currently a 26 store business, it is

primed for a significant real estate expansion strategy.

It has been a very busy year at Michael Hill and I’d like to both

acknowledge and thank the team for their unwavering focus

and energy throughout the year.

MICHAEL HILL | 2023 ANNUAL REPORT 9

$203.3M
Healthy inventory

position including

Bevilles

PERFORMANCE

HIGHLIGHTS

OPERATIONAL PERFORMANCE

2.0M+

3 1%

Quebec,

Singapore &

Malaysia

$41.3M

Digital sales were

largely flat to LY

Brilliance by Michael Hill

membership now over

Pure play brand Medley

delivered sales growth of

New digital markets

entered:

Three new stores

opened and five under-

performing stores

were closed

Executed acquisition strategy with

purchase of Bevilles

on last year

KEY FINANCIAL RESULTS

$629.6M

Group operating

revenue increased

by 5.8% to

$58.9M

Second highest

comparable earnings

before interest and

tax (EBIT)

AU 7.5

cps

Total dividends for

the year

$8.4M

Net cash position

64.2%

Strong group gross margin

10 MICHAEL HILL | 2023 ANNUAL REPORT

Successful transition to new

global headquarters

MICHAEL HILL | 2023 ANNUAL REPORT 11
KEY FACTS

TRADING RESULTS

% Change2023

$000’s

2022

$000’s

Group revenue5.8% 629,562595,210

Gross profit5.1% 404,440384,826

Earnings before interest

& tax (EBIT)*

(19.6%) 58,88373,236

Comparable EBIT*(6.3%) 58,88962,870

Net profit before

tax (NPBT)

(24.3%) 49,74765,703

Net profit after

tax (NPAT)

(24.7%) 35,18246,712

Net cash inflow from

operating activities

(28.2%) 80,072111,574

FINANCIAL POSITION

% Change2023

$000’s

2022

$000’s

Contributed

equity 379,688,884

ordinary shares

(2.4%) 11,11211,388

Total equity(3.3%) 188,615195,095

Total assets6.9% 546,488511,179

Net cash(91.3%) 8,36795,844

Capital expenditure52.5% 34,27122,471

KEY RATIOS

20232022

Return on average shareholders

funds

18.3%25.3%

Gross margin64.2%64.7%

Interest expense cover (times)5.99.7

Equity ratio34.5%38.2%

Working capital ratio 3.4 : 13.7 : 1

Current ratio 1.6 : 11.8 : 1

DIVIDENDS (including final dividend)

20232022

Per ordinary share AU7.5cAU7.5c

Times covered by net profit

after tax

1.241.60

KEY INVESTOR RATIOS

20232022

Basic earnings per share9.20c12.03c

Diluted earnings per share9.00c11.86c

EBIT to sales9.4%12.3%

Return on average

total assets

6.7%9.3%

SEGMENT REVENUE GROWTH (local currency)

20232022

Australia9.1%(2.8%)

New Zealand5.8%(1.6%)

Canada(0.5%)34.8%

Group5.8%7. 0 %

STORE NUMBERS

20232022

Australia

1

172147

New Zealand 4648

Canada 8685

Total stores

1

304280

SHARE PRICE AT YEAR END

20232022

Share price (ASX)AUD 0.90AU$0.93

* EBIT and Comparable EBIT are Non-IFRS information and are unaudited. Please refer to page 52 for an explanation of Non-IFRS information and a

reconciliation of EBIT and Comparable EBIT.

1

Includes 26 Bevilles stores in 2023

12 MICHAEL HILL | 2023 ANNUAL REPORT
64.2

62.0

60.6

62.7

64.7

%

Gross margin

FY19FY20 FY21 FY22 FY23

629.6

AU$ MILLIONS

Group revenue

492.1

569.5

556.5

595.2

FY19FY20 FY21 FY22FY23

YEAR ENDED 2 JULY 2023

Revenue by country

PERFORMANCE

AUSTRALIA

53%

CANADA

28%

NEW ZEALAND

19%

58.9

34.6

-5.2

56.6

62.9

AU$ MILLIONS

Comparable EBIT

FY19FY20 FY21 FY22FY23

MICHAEL HILL | 2023 ANNUAL REPORT 13
203.3

AU$ MILLIONS

* Includes Bevilles inventory

Inventory

179.5

178.7

171.2

181.5

FY19FY20 FY21 FY22FY23*

%

Return on

average assets

FY19FY20 FY21 FY22FY23

4.3

0.7

8.2

9.3

6.7

18.3

%

Return on average

shareholders’ funds

9.4

1.9

25.0

25.3

FY19FY20 FY21 FY22FY23

35.2

AU$ MILLIONS

Net profit from operating

activities after tax

16.5

3.1

41.0

46.7

FY19FY20 FY21 FY22FY23

7. 5

AU CENTS PER SHARE

Ordinary dividend

4.0

1.5

4.5

7. 5

FY19FY20 FY21 FY22FY23

116.6

AU$ MILLIONS

EBITDA

40.5

69.7

114.7

125.2

FY19FY20 FY21 FY22FY23

14 MICHAEL HILL | 2023 ANNUAL REPORT
TREND STATEMENT

Financial performance

2023

$’000

2022

$’000

2021

$’000

2020

$’000

2019

$’000

Group revenue 629,562 595,210 556,486 492,060 569,500

Earnings before interest, tax, depreciation and

amortisation (EBITDA)

116,607 125,180 114,733 69,690 40,481

Depreciation and amortisation 57,724 51,944 48,061 55,611 19,366

Earnings before interest and tax (EBIT) 58,883 73,236 66,672 14,079 21,115

Net interest paid 9,136 7,533 7,591 9,594 2,304

Net profit before tax (NPBT) 49,747 65,703 59,081 4,485 18,811

Income tax 14,565 18,991 18,066 1,426 2,313

Net profit after tax (NPAT) 35,182 46,712 41,015 3,059 16,498

Net operating cash flow 80,072 111,574 134,497 83,699 38,969

Ordinary dividends paid during the year 30,719 25,239 11,636 5,817 19,365

Financial position

2023

$’000

2022

$’000

2021

$’000

2020

$’000

2019

$’000

Cash 20,867 95,844 72,361 11,204 7,923

Inventories 203,260 181,539 171,246 178,742 179,503

Other current assets 20,735 14,749 27,463 31,007 35,878

Total current assets 244,862 292,132 271,070 220,953 223,304

Other non-current assets 59,546 42,121 37,729 57,857 72,742

Deferred tax assets 49,118 58,552 68,329 74,468 67,708

Total tangible assets 353,526 392,805 377,128 353,278 363,754

Right-of-use assets 139,052 107,385 105,882 123,911 –

Other Intangible assets 36,215 10,989 6,013 24,429 15,439

Goodwill 17,695----

Total assets 546,488 511,179 489,023 501,618 379,193

Total current liabilities 155,001 158,596 151,522 159,405 105,130

Non-current borrowings 12,500 – – 10,681 32,704

Lease liabilities 117,518 91,386 99,382 115,848 –

Other long term liabilities 72,854 66,102 63,806 61,878 64,607

Total liabilities 357,873 316,084 314,710 347,812 202,441

Net assets 188,615 195,095 174,313 153,806 176,752

Reserves and retained profits 177,503 183,707 163,028 142,790 165,768

Paid up capital 11,112 11,388 11,285 11,016 10,984

Total shareholder equity 188,615 195,095 174,313 153,806 176,752

Basic earnings per share9.20c12.03c10.57c0.79c4.26c

Diluted earnings per share9.00c11.86c10.53c0.79c4.25c

Dividends declared per share (interim) AU4.0c AU3.5c AU1.5c AU1.5c AU2.5c

Dividends declared per share (final) AU3.5c AU4.0c AU3.0c – AU1.5c

Net tangible asset backing$0.35$0.20 $0.16 $0.01 $0.42

TREND STATEMENT

MICHAEL HILL | 2023 ANNUAL REPORT 15
Analytical Information20232022202120202019

EBITDA to sales18.5%21.0%20.6%14.2%7.1 %

EBIT to sales9.4%12.3%12.0%2.9%3.7%

Net profit after tax to sales5.6%7. 8 %7. 4%0.6%2.9%

EBIT to total assets10.8%14.3%13.6%2.8%5.6%

Return on average shareholders funds18.3%25.3%25.0%1.9%9.4%

Return on average total assets6.7%9.3%8.2%0.7%4.3%

Working capital ratio 3.4 : 1 3.7 : 1 3.7 : 1 3.4 : 1 5.0 : 1

Current ratio 1.6 : 1 1.8 : 1 1.8 : 1 1.4 : 1 2.1 : 1

EBIT interest expense cover5.99.78.81.58.6

Effective tax rate29.3%28.9%30.6%31.8%12.3%

Net borrowings to equity(4.4%)(49.1%)(41.5%)(0.3%)23.5%

Equity ratio34.5%38.2%35.6%30.7%46.6%

Shares issued at year end excl Treasury 379,688,884388,285,374 388,142,149 387,769,105 387,750,000

Exchange rate for translating:

- New Zealand results 1.091.06 1.07 1.04 1.06

- Canadian results 0.900.92 0.95 0.90 0.95

Store numbers20232022202120202019

Australia 172

1

147 150 155 167

New Zealand 46 48 49 49 52

Canada 86 85 86 86 86

Total stores

1

304 280 285 290 305

¹ Includes 26 Bevilles stores in 2023.

“Pleasingly, FY23 delivered

record revenue with the second

highest comparable EBIT in

the company’s history, together

with continued elevated

gross margin.”

DANIEL BRACKEN, MANAGING DIRECTOR & CEO

16 MICHAEL HILL | 2023 ANNUAL REPORT
MICHAEL HILL -

THE JEWELLER THAT CARES

SUSTAINABILITY

In August 2022, we announced our Sustainability Strategy for 2030 centered around

three key pillars – People, Product and Planet. Since then, we have made significant

progress in our sustainability journey towards our goals with a rigor and discipline

that align to our Executive Management and Board Cadence.

Our new 2030 vision for environmental, social and governance (ESG) relevant issues is to transform how we source and

manufacture our products, impact our planet and improve people’s lives, and we have mapped out a new strategic architecture

with supporting pillars and goals we are striving to achieve by 2030.

Through these goals, we are committed to bringing change in how we operate to drive sustainable practices that benefit our

customers, our planet and future generations. Through our internal operations, we aim to move our business and the broader

jewellery industry toward a more sustainable, innovative and responsible future. We plan to have an active voice in key industry

sectors, while educating our customers on the choices they can make to support and drive our journey.

With our new strategic focus, combined with strong governance and direction, we look forward to providing regular updates

on our progress. We recognise these goals require consistent and long-term focus and efforts – by us, by others in the retail and

jewellery industry, by customers, and by governments – however our commitment to striving for our goals is unwavering.

MICHAEL HILL | 2023 ANNUAL REPORT 17
Responsible Suppliers

100% of all suppliers meet our expectations on their social and

environmental impacts [by 2030]

Empowering Women

Deliver initiatives and develop partnerships focused on empowering

and supporting over 100,000 women [by 2030]

Great Place to Work

Michael Hill will maintain a leading workforce engagement score

of greater than 80%

PEOPLE

We will improve the

lives of people across

our value chain

THE MICHAEL HILL SUSTAINABILITY VISION & STRATEGIC

DIRECTION

Our ESG vision is to: transform how we source and manufacture our products, impact our planet and improve people’s lives.

We aim to move our business and the broader jewellery industry towards a more sustainable, innovative, and responsible future.

This strategic framework outlines the goals Michael Hill is working to achieve by 2030.

These goals are being progressed through a structured framework of cross functional team members with a clear governance

program, linking back to the Board. An internal ESG Steering Committee has been created and meets regularly with the CEO and is

accountable for deciding on strategic orientations and accountability for progress. This Committee feeds into the Board quarterly

to update on progress and strategic information and decisions and gain strategic endorsement where required.

Transparency

100% use of certified sustainable or responsibly sourced natural

diamonds, coloured gemstones and cultured pearls [by 2030]

Metal Stewardship

100% of Michael Hill’s products will be made from certified recycled,

local, artisanal or responsibly sourced metals [by 2025]

Innovation

We will pioneer an innovation hub to champion and integrate jewellery

circularity, product innovation and laboratory created diamonds [by 2024]

PRODUCT

100% of our products

will be sustainable,

responsible or circular

Zero Carbon Operations

Acheive net zero carbon operations (scopes 1 & 2) [by 2025]

Nature Positive

Contributing to the restoration and conservation of the natural

environment in our key markets [by 2025]

Eliminate Waste

We will send zero waste to landfill and eliminate single use plastic from

our packaging [by 2027]

PLANET

We will nurture nature

and reduce our negative

impacts to net zero

18 MICHAEL HILL | 2023 ANNUAL REPORT
RESPONSIBLE JEWELLERY COUNCIL

The Responsible Jewellery Council (RJC) is the jewellery and watch industry’s leading standard setting organisation.

Membership requires companies to demonstrate compliance with rigorous codes of practices covering all aspects of the

business from sourcing and procurement to manufacturing and selling of jewellery, with a key focus on human rights.

Michael Hill is proud to continue our long standing RJC membership, with our recertification to 2025 being a major milestone in our

sustainability journey achieved this financial year. This demonstrates our commitment to responsible jewellery and promoting trust

and transparency in our supply chains.

Whilst we closely monitor ongoing developments with the RJC and the broader global impacts on the jewellery industry supply

chains, Michael Hill continues to endorse the RJC’s Code of Practices as the benchmark for our business.

As part of our recertification, Michael Hill made a provenance claim relating to the De Beers Code of Origin range. The range

includes diamonds ethically sourced from the De Beers Code of Origin Trusted Source Program, reflecting a dedication to social

and environmental responsibility. Michael Hill plans to make further provenance claims for certification by the RJC across the house

of brands in support of our sustainability strategy regarding responsible sourcing, chain of custody, sustainability certified and

provenance for Michael Hill products in the coming years.

A KEY PARTICIPANT IN INDUSTRY CHANGE

At Michael Hill, we want to be a part of the solution, advocating for change within our industry, setting high standards and

expectations of our suppliers. The jewellery industry supply chain remains long and complex. The materials we use to craft

our jewellery – namely precious metals and gemstones – come from a variety of sources, all with varying locations, risks,

and production methods. Multiple stakeholders are engaged throughout Michael Hill’s supply chain to gain confidence and

assurance over sourcing practices for materials and to ensure sourcing practices comply with Michael Hill’s sustainability strategy.

Some suppliers have the capability and capacity to meet these demands and may even be further ahead on their journey than

Michael Hill, however others have limited capability and capacity, and require drastic industry change to make this happen. For the

latter, we work closely to share knowledge, information and guidance on how those suppliers can improve their practices and align

with our high expectations.

We have become a more active member of the jewellery community this year, through championing innovative, sustainable

products and introducing new circular services for our customers, whilst working with partners, suppliers and other participants

in the jewellery industry. Our challenge is still to use our voice to advocate for industry change relating to sustainability through

industry relationships, memberships, and products we sell to our customers, however we are working hard to advocate for change

and have set this expectation for delivery throughout our entire supply chain.

MICHAEL HILL | 2023 ANNUAL REPORT 19
“We are becoming a part of

the solution, advocating for

change within our industry

and introducing innovative,

new sustainable products

and services.”

DANIEL BRACKEN, MANAGING DIRECTOR & CEO

20 MICHAEL HILL | 2023 ANNUAL REPORT
Reduced our Scope 1

emissions by

Reduced head office

waste by

39%

23,839

products crafted

in our Brisbane

manufacturing facility

Retail industry high global

engagement score at

FY23 SUSTAINABILITY

HIGHLIGHTS

82%

$150,000+

100%

towards empowering women with

Dress for Success (AU & CA) and

Women’s Refuge (NZ)

of our Scope 1 Emissions calculated

of all employees identify

as female

PEOPLE

PRODUCT

PLANET

85%

Launched Re:cycle, our

gold recycling program –

an innovative circularity

program for customers

Repaired over 401,641 pieces of our

customers’ jewellery, extending product

lifespan and preventing waste

Certified Sustainable and Carbon

Neutral Laboratory-grown diamonds

make up 7.7% of our total diamond mix

65%

MICHAEL HILL | 2023 ANNUAL REPORT 21
PEOPLE

Everything at Michael Hill originates with our people. We bring

the customer experience to life by hiring the brightest talent.

Our values of ‘We Care’, ‘We Are Inclusive and Diverse’, ‘We

are Professional’, and ‘We Create Outstanding Experiences’

pervade all of our people choices and practices, beginning

with the attraction of a new team member and continuing

throughout our people lifecycle. We welcome change or

innovation where needed. 2023 saw the introduction of

new improved people practices that continue to support

and enable our greatest attribute, our people.

GREAT PLACE TO WORK

A HIGHLY ENGAGED CULTURE

At Michael Hill we strive to ensure our culture consistently

drives the behaviours needed to deliver a remarkable

experience to our customers. Our leaders are focused on

value-adding activities to support the execution of the business

strategy and objectives. Our internal communication platforms

provide a comprehensive array of need-to-know information

and insights that enhance collaboration, productivity, and

engagement. They build trust in our workplace, improve

knowledge sharing and empower and align our team.

Our positive and rewarding environment is enhanced by

coaching and development activities that allow our team

members to be confident and comfortable in delivering a

premium service to customers, colleagues and all stakeholders.

We are focused on delivering exceptional experiences through

strong and consistent processes across the organisation as we

elevate our brand.

Our people are our priority, and we are focused on responding

to feedback, taking actions, and making the changes necessary

to ensure our engagement levels remain best in class and push

our performance to new heights. The voices of our team are

important to us. The FY23 We’re Listening process included

both an Engagement Survey and a Pulse Survey. We are proud

to have scored 82% engagement for the 2022 Engagement

Survey and 81% engagement for the 2023 Pulse Survey.

We continue to have industry leading engagement scores

and participation rates of over 80%. These results showcase

that Michael Hill is an exceptional employer of choice in the

retail environment with a culture that is unparalleled.

ATTRACTING AND RETAINING THE BEST

In 2023 we completely reinvigorated our Employee Value

Proposition (EVP) in the external market to ensure we

consistently attract the best talent, the People Behind The

Moments That Matter. We launched refreshed recruitment

campaigns with a renewed focus on benefits and delivering

the ‘what’s in it for me’ message to candidates. We now also

offer a seamless experience on desktop and mobile devices

and utilise fresh new imagery to capture attention and

showcase life at Michael Hill. Part of our EVP process was to

capture a uniquely Michael Hill experience through our EVP

video, which highlighted our employment brand, and we also

launched an updated website designed to capture candidate’s

interest by targeting what candidates are looking for today.

Diversity, equity and inclusion, wellbeing, our sustainability

journey, and career development were key focuses.

2023 was dominated by a challenging talent market and in an

effort to make Michael Hill’s offer stand out we also created

a premium pre-commencement onboarding process where

candidates receive a Digital Introduction Booklet, a new and

engaging contract of employment and a Digital Welcome To

Michael Hill Booklet. Supporting flexibility that works for all is

core to our offer.

We continue to utilise leading edge recruitment techniques

to ensure we meet the needs of the business and can quickly

modify our approach based on the needs of the business and

the candidate market. We utilise psychometric testing, video

interviewing and online reference checking to ensure we can

support the business to fill roles quickly with quality talent.

This year we introduced our Enterprise Agreement in Australia

which showcases care for our team through the introduction

of paid parental leave for primary and secondary carers and

extended definitions to allow for greater utilisation, paid

domestic violence Leave, flexible public holiday leave, and

offering our team members rates of pay greater than the

relevant Modern Award.

We also launched our exclusive rewards platform across

the organisation offering percentage off discounts, cashback,

weekly recipe inspiration, wellbeing tips and much more.

In Canada we commenced a registered retirement savings

plan that our managers can contribute to that includes a

company matching component to support our team members

comfortable retirement.

Our commitment to our culture is reinforced further in renewed

people practices throughout our People Cycle including

performance management, 360-degree reviews and talent

mapping. Our talent mapping strategies allow us to recognise

our top talent for advancement and create development

plans to retain and grow our teams and our leadership bench

strength. In 2023 we introduced a new systemised talent

mapping process to further streamline and simplify our

processes allowing greater visibility and transparency and

more meaningful conversations to support decision making.

We know that one of the key success factors of high

performing organisations is putting their people first.

We are committed to investing in our people to develop

their skills, expertise and careers and to create business

value through the execution of business strategy.

22 MICHAEL HILL | 2023 ANNUAL REPORT
Gender SplitAge Distribution

1496647316

AUSTRALIA

667

704

1088

AGED <30

AGED >50

AGED

30-50

8 5%

Female

2087 FEMALE

EMPLOYEES

886

FULL TIME

70 7

PA R T

TIME

1 5%

Male

369 MALE

EMPLOYEES

3 EMPLOYEES HAVE NOT PROVIDED

GENDER INFORMATION

CANADANEW ZEALAND

494

CASUAL

294

FULL TIME

3 9

PA R T

TIME

3 6

CAS-

UAL

OUR TEAM STATISTICS

As at 2 July 2023 employee numbers across our markets out of a total 2459

CRAFTSMANSHIP

At Michael Hill, the art of craftsmanship lies at the heart of our rich heritage, defining the essence of who we are. Our unwavering

commitment to preserving and enhancing this tradition has driven us to continually evolve and refine our capabilities. Nestled in

Brisbane, our home to 35 masterful artisans serves as the crucible where creativity meets skill.

In 2023, our dedication to craftsmanship led us to forge a significant partnership with TAFE Queensland. Together, we have

embarked on a transformative apprenticeship program, meticulously designed to nurture emerging talents in alignment with

our values and honouring our heritage. This collaboration symbolises our deep-rooted belief in passing on the torch of artisanal

excellence to the next generation.

In our relentless pursuit of excellence, we embrace not only the time-honoured techniques but also cutting-edge innovations in

our craft. We recognise that true preservation lies in the fusion of tradition and technology. To this end, we have integrated state-

of-the-art technologies and harnessed the power of modern expertise. Through strategic innovation, and nurturing the talents of

tomorrow, we embark on a journey to safeguard our legacy while propelling it into new dimensions.

We remain steadfast in our commitment to championing craftsmanship – not merely as a part of our history, but as the very soul

that guides us into a future imbued with the brilliance of human ingenuity.

MICHAEL HILL | 2023 ANNUAL REPORT 23
Engagement

Engagement Scores by Length of Service

Participation

EMPLOYEE ENGAGEMENT

We pride ourselves on having a highly engaged and enabled workforce who love what they do and where they work.

Our Engagement Survey in August 2022 was completed by 84% of our workforce and resulted in an engagement score of 82%.

This positive result sets us apart from the global retail industry average of 72% and confirms that Michael Hill remains an employer

of choice and is a great place to work.

Our results also show that across all length of service demographics we continue to outperform against the global retail average.

This enabled us to measure the experience of our

seasonal team members who are a key enabler of quarter

two performance. The survey asked our seasonal casuals

to consider our recruitment process, engagement, and

onboarding experience. We were pleased to see that

these seasonal team members were also highly engaged,

with a score of 85%.

82%84%

0%20%40%60%80%100%

< 1 YEARS85%

3-5 YEARS81%

16-20 YEARS82%

1-2 YEARS79%

11-15 YEARS79%

6-10 YEARS81%

>20 YEARS88%

ENGAGEMENT SURVEY 2022

AUSTRALIA - 81%

AU Support CentreAU Retail

85%80%

New Zealand

78%

NEW ZEALAND - 78%CANADA - 84%

CA Support CentreCA Retail

100%83%

Engagement

85%

Participation

37%

SEASONAL CASUAL 2023 SURVEY

24 MICHAEL HILL | 2023 ANNUAL REPORT
INVESTING IN OUR TEAM

At Michael Hill, our steadfast commitment to cultivating skills

and enhancing capabilities is a cornerstone of our strategic

vision to future-proof our workforce. In the realm of retail,

we have diligently ingrained a culture of learning, ensuring

that our team members receive continuous training that

encompasses vital aspects such as product knowledge,

sales techniques, and exceptional service. Our resolute

focus on learning extends further into leadership

development, with comprehensive programs centered

on retail operational leadership as well as holistic business

leadership. These programs offer a comprehensive guide

to navigating the intricacies of people practices across the

employee life cycle, equipping our leaders with the necessary

tools to inspire and empower their teams.

In tandem with these initiatives, LinkedIn Learning stands

as a pivotal resource, fostering an environment where

every team member can proactively create personalised

development plans and actively engage in a wealth of learning

opportunities. As we look to the horizon, our commitment

to skill enrichment extends beyond the confines of our retail

sphere. Our manufacturing apprenticeship program and

corporate internship initiatives, in partnership with esteemed

Australian institutions such as TAFE Queensland,

The Queensland University of Technology, and Griffith

University, lay the foundation for nurturing young talent.

These dynamic pathways not only infuse fresh perspectives

but also ensure that our teams remain fortified and adaptable

for the challenges and opportunities that lie ahead.

At Michael Hill, our resolute dedication to building a skilled

and empowered workforce is a testament to our enduring

commitment to excellence and innovation.

DIVERSITY, EQUITY & INCLUSION

Michael Hill recognises its talented and diverse workforce

as a key competitive advantage. Our business performance

reflects the quality and skill of our people and behaviours that

are aligned to our Group Values. We are firmly committed

to developing policies, practices and ways of working that

support diversity.

Michael Hill’s Diversity, Equity and Inclusion (DEI) Committee

has continued its work through the year and is formed with

a diverse representation of team members from our global

workforce. The Committee is dedicated to and is passionate

about elevating our diversity and inclusion strategy in a variety

of ways, including a calendar of cultural, world and religious

days to celebrate the diversity within our organisation and

communities, through awareness raising and educational

initiatives. The Committee promotes educational content

and works with LinkedIn Learning to promote and elevate

our team’s perspective and understanding of our teams and

communities we live in.

Our unwavering commitment to fostering diversity and

inclusion at Michael Hill is a cornerstone of our organisational

ethos. In October 2022, a pivotal milestone was reached as

we conducted our inaugural Diversity and Inclusion Pulse

Check, an integral component of the Michael Hill ‘We’re

Listening’ strategy. This initiative garnered a remarkable 834

responses from across the globe, representing 37% of our

workforce, and yielded an impressive overall DEI score of 82%.

These invaluable insights serve as a compass guiding our

endeavors to create an environment where every team

member feels a profound sense of belonging, experiences

psychological safety, and perceives their voice as impactful.

It is with great pride that we note the resounding success of

our inclusion efforts, as evidenced by scores exceeding 83%

in key areas such as open discussions of social and cultural

backgrounds, fair treatment for all, the ability to advocate

for diversity and inclusion without personal risk, and the

commitment demonstrated by our managers in handling

diversity matters adeptly.

The commendable themes that have emerged from our

assessment accentuate our strengths in inclusive hiring

practices, the harmonious integration of diverse cultures

and backgrounds, and the steadfast cultivation of a

welcoming and accepting workplace for all. As we reflect on

these achievements, we remain resolute in our dedication to

furthering diversity and inclusion across every facet of Michael

Hill, ensuring a rich tapestry of perspectives and experiences

that fuel our collective success.

GENDER EQUALITY

At Michael Hill we are committed to fostering a gender equal

workplace and providing opportunities for women to thrive

at all levels of the business. 85% of our global workforce is

female, 43% of our Executive Leadership Team is female, and

65% of our global leadership positions are held by females.

For this reason, it was important that International Women’s

Day was celebrated across all three countries Michael Hill

operates in. Teams worked together to pledge ways to

increase our allyship and continue to ‘Embrace Equity’

for females in the workforce. We shared learnings and

experiences in a panel discussion with our key senior

leaders and encouraged team members to continue to

learn how to challenge their own biases which make an

impact in their lives.

MICHAEL HILL | 2023 ANNUAL REPORT 25
DIVERSITY & INCLUSION INITIATIVES

The DEI Committee has played a pivotal role in orchestrating

a series of impactful initiatives that reflect our unwavering

commitment to diversity, equity, and inclusion. With a keen

focus on education, awareness, and community engagement,

the Committee has successfully orchestrated a range of global

diversity calendar events throughout the year. These events,

such as International Women’s Day with the empowering

theme #EmbraceEquity, International Pride month in June,

World Mental Health Day in October, and the International

Day of People with Disability in December, serve as powerful

platforms to foster understanding and advocate for an

inclusive Michael Hill community.

In addition to these calendar events, the DEI Committee’s

influence extends through thought-provoking blog posts.

These blogs, including topics such as “Brilliance in our

differences: Embracing Neurodiversity at Michael Hill,” “A guide

to gender pronouns for #PRIDEMonth,” “Ramadan blessings to

our Islamic community", “Lunar New Year”, “Today is Waitangi

Day, NZ’s National Celebration” embody the spirit of inclusivity

by addressing pertinent issues and showcasing the vibrant

tapestry of perspectives within our organisation.

Furthermore, the DEI Committee has brought forth the

enlightening “Room for All” podcast episodes, which

serve as powerful conversations on diverse subjects.

Episodes celebrating PRIDE, acknowledging Canada Day,

raising awareness about neurodiversity, commemorating

Diwali: The Festival of Lights, and initiating dialogue about

mental health exemplify the Committee’s dedication to

fostering open discussions that enrich understanding and

create an inclusive dialogue. Collectively, these endeavours

represent the remarkable impact and significance of the DEI

Committee’s efforts in driving forward our commitment to

diversity and inclusion at Michael Hill.

The next year will see the continuation of the Diversity and

Inclusion program of work. The following initiatives will be

implemented in the next financial year:

• Inclusion of diversity training in leadership

development programs

• Ongoing reporting and review of diversity metrics

• Development of ‘employee resource groups’ strategy

• Increase accessibility requirements in line with health

and wellbeing strategy.

26 MICHAEL HILL | 2023 ANNUAL REPORT

MICHAEL HILL | 2023 ANNUAL REPORT 27
HEALTH, SAFETY AND SECURITY

At Michael Hill, safeguarding the health, safety, wellbeing and security of our team members, customers and visitors remains

our utmost priority. The past few years have presented numerous challenges, including the pandemic, rising youth crime rates,

and mounting cost of living pressures. Against this backdrop, Michael Hill continues to pave the way by embracing flexible work

options, collaborating proactively with external stakeholders to establish industry-leading security measures, fortifying our

infrastructure to deter criminal activity, and implementing assistance programs and benefit schemes that underscore the value we

place on our team members at Michael Hill. As we forge ahead, fuelled by our ongoing growth, Michael Hill remains dedicated to

expanding our knowledge, presence and approach to health, safety, wellbeing, and security.

Key achievements across the health, safety and security portfolio in FY23 include:

• Continued downward trends of lost time and significant incident rates. Lost Time Injury Frequency Rate down to 5.43 compared

to 9.50 in FY 2018, and Significant Incident Frequency Rate down to 1.90 compared to 6.04 in FY 2018

• 11% of our workforce participated in our 6 week – 15 Minute Exercise Challenge

• Obtained an annual utilisation rate of 4.0% regarding our Employee Assistance Program (EAP) compared to an industry

rate of 1.7%

• Ongoing upgrades of CCTV and / or intrusion alarm systems across our stores

• Installed fog cannons, dual pendant alarms, guarding and improved store fortification requirements across a number of our store

in New Zealand in response to the increased levels of crime and incidents in our stores

• Rolled out Mental Health First Aid Training to 32 of our retail leaders.

EMPOWERING WOMEN

Gender equality is not only a fundamental human right, but a necessary foundation for a peaceful, prosperous, and sustainable

world. There has been progress over recent decades: more girls are going to school, fewer girls are forced into early marriage,

more women are serving in parliament and positions of leadership, and laws are being reformed to advance gender equality.

Despite these gains, many global challenges remain.

With over 85% of the people working at Michael Hill identifying as female, and the majority of our customer base identifying as

women, Michael Hill’s philanthropic efforts are aimed at improving the lives of women, through enabling opportunities. By 2030 we

aim to deliver initiatives and programs focused on empowering and supporting over 100,000 women and have strong roadmaps

and partnerships in development to deliver this goal in the coming years.

This year, Michael Hill was again proud to support Dress for Success in empowering women. Dress for Success is a global not-for-

profit organisation that empowers women to achieve economic independence and improve their lives; by providing a network

of support, professional attire, and the development tools to thrive in work and in life, and operate in our three markets, Australia,

New Zealand and Canada.

This year Michael Hill introduced a new partner to our Empowering Women program, The Women’s Refuge in Auckland.

Through the sales of our charity earring product, we supported their Safe Nights program, designed to provide girls and women

a safe night to escape family violence including safe clean bed, hot meal, secure transport, and helpful advice.

Coinciding with International Women’s Day in March 2023, Michael Hill launched our annual campaign to raise funds for Dress for

Success and The Women’s Refuge with various activations:

DRESS FOR SUCCESS SUPPORT OFFICE VOLUNTEERING PROGRAM:

Last year we commenced our first ever paid volunteering program with Dress for Success in Brisbane. Feedback from all teams who

participated was positive, and the program was made a permanent offering for all head office team members. The volunteering

program continued in FY23, with 117 of our team participating as a “working bee” this year. The volunteering team members

unpacked donated items, cleaned displays, and sorted clothes racks to assist Dress for Success in their daily operations. This year:

• 117 team members took up the opportunity, resulting in Michael Hill successfully donating over 468 hours, worth $23,399 of paid

volunteering hours to assist Dress for Success Brisbane

• Though an evolution of our enterprise agreement, one day of paid community service leave per calendar year has been made

available to eligible Australian retail store-based team members.

28 MICHAEL HILL | 2023 ANNUAL REPORT
EMPOWERING WOMEN EARRINGS SALES:

Between March and June this year, we asked customers to help us support our mission to empower women, by purchasing a pair

of beautiful 6mm button cultured freshwater pearl earrings in sterling silver for $25. For every purchase, Michael Hill donated $15

to Dress for Success in AU and CA, and The Women’s Refuge in NZ, raising over $150,000 to be split across our charity partners.

We supported this initiative across our entire store network as well as online, and received great engagement from our teams and

customers, connecting with the cause, and the elected charities.

AUCTION FOR ACTION:

At times through our business operations, products can become impaired or damaged, and are unable to be sold to customers.

We saw this as an opportunity to raise further funds for Dress for Success with these impaired products being repaired by our

manufacturing team and auctioned to head office team members, with all funds over the reserve price donated to Dress for

Success. This initiative saw over $4,300 donated this financial year.

ASSISTING OUR LOCAL COMMUNITY WITH RECOVERY

February 2023 saw some of the worst floods in New Zealand across the North Island, with Auckland being the most significantly

affected. In addition to ensuring our Michael Hill team were safe and supported, we wanted to support the local communities in

which we live and operate to get back on their feet. To assist in community recovery Michael Hill donated $50,000 to Auckland

City Mission, to support their front-line flood response efforts for those most in need.

About Auckland City Mission:

Every day, the Mission responds to poverty and great need in our Auckland. People come to The Mission when they need access

to permanent and sustained housing, enough nutritious food to eat, and when their physical and mental health is compromised.

“ We are grateful to partner

with Michael Hill Jeweller

to help Women’s Refuge

provide safe nights for

women and children

experiencing family

violence across Aotearoa.

Without the support of

generous partners and

community, we would

struggle to be there for the

thousands of women and

children who need our help

each year.”

DR ANG JURY, ONZM, CHIEF

EXECUTIVE, NATIONAL

COLLECTIVE OF INDEPENDENT

WOMEN’S REFUGES

MICHAEL HILL | 2023 ANNUAL REPORT 29
“Volunteering has given our head office team

the opportunity to do deeply impactful work

in the community.”

JO MATTHEWS, CHIEF PEOPLE OFFICER

30 MICHAEL HILL | 2023 ANNUAL REPORT
Legend: Achieved | Partially Achieved | Continual Improvement*

RESPONSIBLE SUPPLIERS

Michael Hill is working closely with our key suppliers across our sourcing and procurement ecosystems to ensure our suppliers’

manufacturing and operations comply with our responsible sourcing practices.

Our vision is by 2030, 100% of our suppliers will meet our expectations on their social and environmental impacts, however we are

confident our jewellery suppliers will achieve this goal sooner. To achieve this, several initiatives have commenced to enhance

awareness on product sourcing and expectations of doing business with Michael Hill. Our roadmap from our Modern Slavery

Statement outlines the timeframes and detail.

FY20 – FY21

• Established Supplier

Transparency Platform

• Identified key suppliers to engage on

supplier transparency platform

• Developed Ethical Supply

Chain Assessment

• All Tier 1 jewellery and packaging

suppliers onboarded onto

Supplier Transparency Platform

and completed the Ethical Supply

Chain Assessment (accounts for 60%

of total supplier spend)

• Updated Code of Ethics and Code of

Conduct for Suppliers

• Reviewed and updated of key

supplier contracts and supply terms

and conditions

• Covid-19 response plan and

crisis management

• 2021 Group team

engagement survey

• Updated team member Code

of Conduct

• Health, safety and wellbeing focus

• Appointment of senior leader

responsible for sustainability

• Alignment of Modern Slavery

Questionnaire to RJC standards

• Issued our first Modern

Slavery Statement

FY22 – FY24

• Establish a process for undertaking due

diligence for Tier 2 and 3 suppliers

• Reviewed new supplier onboarding

process and supplier scorecards,

including implementation of quarterly

business review processes with

suppliers conforming to adherence to

modern slavery, ESG and responsible

sourcing requirements.

• Established an Ethical Supply Chain

Assessment tailored to non-jewellery

industry suppliers

• Onboarding more suppliers

onto the supplier transparency

program. The focus was on categories

that involved human services or higher

risk industries (e.g. property, security,

maintenance, facilities management,

packaging, offshore vendors) and

marketing and digital/IT vendors.

This is representative of 30% of

Michael Hill’s supplier base and 85%

of total supplier spend.

• Recommenced the regularity

of supplier visits to high risk

production facilities.

• Developed remediation plans with

high risk supplier audits or cease

supplier engagement

• RJC certification to 2025– includes

improving compliance with COP 6

Human Rights in line with UN Guiding

Principles on Business and Human

Rights and COP 7 Due Diligence for

responsible sourcing from Conflict

Affected and High Risk Areas

• Established formal committee

for ongoing responsible

sourcing practices

• Modern Slavery Training for Michael

Hill staff in key sourcing and contract

management roles, an acceleration of

FY25+ target*

• Reviewed of current

grievance mechanisms

• Sustainability – core pillar of our

strategy and brand proposition

• All jewellery suppliers meet

‘responsibly sourced’ standards.

Target revised from: 80% of key

jewellery suppliers being RJC

certified in 2022 and 100% in 2026.

• Validating supplier certifications and

membership to confirm commitment to

social and environmental performance.*

• Revised anti-slavery contract terms

and conditions.

FY25+

• Uplifting Michael Hill’s Modern Slavery

Program for new legislation to come

into effect in our markets of operation

• Complete Modern Slavery effectiveness

review (Australia).

• Developing a Modern Slavery Risk

Scorecard for measuring effectiveness

of Michael Hill’s actions in assessing

modern slavery risk*

• Annual Modern Slavery awareness

training for all staff.

• Extend Ethical Supply Chain

Assessment to all suppliers

• Revise the process for selection of

new suppliers to include completion

of a tailored questionnaire per

industry type, visits to the facilities to

understand working conditions and

appropriate revisions to the supplier

code of conduct if required

• Embedding ongoing cycle of audits

with our third-party independent

verification and audit partner on high-

risk suppliers.

• Undertake due diligence for

all suppliers

• Consideration of corporate structure

and alignment to business strategy

(e.g. B Corp certification)

• Ongoing RJC compliance monitored

through management attestation

confirming compliance with

relevant COPs.

01. FOUNDATION02. ENHANCE03. OPTIMISE




























MICHAEL HILL | 2023 ANNUAL REPORT 31
Supporting this is our responsible supplier platform,

providing us greater visibility and understanding of our

supply chain across both jewellery and non-jewellery

suppliers. This platform gathers information including:

• Supplier RJC membership status and products included

in their certification

• Other certifications and memberships held to

confirm supplier commitment to social and

environmental performance

• Type of jewellery product supplied with tailored

questionnaires based on product risk

• Site operations, including understanding product or

material supplied by site

• Further transparency over the suppliers modern slavery

practices (e.g. training, protocols, resources responsible

for sustainable procurement)

• Details of our suppliers’ primary supply chain,

where applicable.

The platform has the capability to capture sustainability

information for gaining transparency into suppliers’

sustainability commitments as part of delivering our

sustainability strategy.

Any non-conformances from suppliers are taken seriously and

we will work with these suppliers to remediate in the first

instance and terminate relationships should they not uplift

their practices in line with our expectations.

CREATING OUR PRODUCT IN BRISBANE

Craftsmanship is one of the founding pillars, and deep in

the heritage of our business. Michael Hill first established an

in-house workshop in the 1980s, and we are one of the only

Australian jewellers to maintain a retail-led workshop to this

day, with a dedicated team of master craftsmen, diamond

specialists and quality control professionals.

Where possible, we believe it is important for our business

model and local communities to keep manufacturing

industries alive in the markets we operate, to support

local jobs and protect our supply chain from disruption.

Having our in-house workshop located alongside our

head office and Australian distribution centre ensures

our manufacturing team are a central, focal point of our

organisation as we continue to increase our focus on,

and delivery of, quality product from this area.

Michael Hill has a team of 32 people, working locally in

Brisbane, Australia who hand make and bring our quality

Made in Australia pieces to life.

We have proudly partnered with TAFE Queensland to provide

employment opportunities for talented apprentices in the

jewellery trade. Our team is committed to keeping the

jewellery trade alive and have provided three apprentice

positions into our unique artisanal jewellery manufacturing

operations, with a further intake in the coming year.

• 81% of all solitaire engagement rings were Made in Australia

• Made in Australia product made up 13% of Michael Hill’s

international sales

• 26,839 individual products were made in our Australian

manufacturing facility

• 32 full time team members in our Australian

manufacturing team

32 MICHAEL HILL | 2023 ANNUAL REPORT
In the past year, we have made solid progress towards more sustainable product offerings and business operations through

actively evolving our product ranges and we will see these changes come to fruition in FY24 due to production timelines.

Our suppliers are clear on our sustainable product goals and are actively working with us to develop and supply more

sustainable product jewellery options.

It is widely known proving product origin is a complex challenge across all industries, with the jewellery category no different.

With varied layers to our supply chain, from mine, refiner, producer, retailer then end-consumer – we are working to deepen our

understanding of our complete supply chain and ensure we can create as much transparency as possible.

We have previously mentioned that rapid and comprehensive industry change is required for us to achieve some of the product

goals outlined in our 2030 strategic direction; however, we have seen a sizeable shift in our industry over the past year, collectively

working to provide more responsible and sustainable solutions. We have been advocating for and requesting more responsible

product options from all our suppliers and have made key supplier and product decisions around what is being offered in our future

product ranges.

Our 2030 strategic direction outlines a clear focus in our Product pillar, with the aim that 100% of our products will be sustainable,

responsible, or circular. To achieve this goal, three key areas of focus are pivotal – Product Transparency, Metal Stewardship, and

Innovation, and we are confident this will be achieved within the ambitious timeframes we have committed to.

PRODUCT TRANSPARENCY

Our aim is to have 100% use of certified sustainable or responsibly sourced natural diamonds, coloured gemstones and cultured

pearls by 2030. Underpinning the rollout of this pillar includes significant industry change, particularly within the coloured

gemstones and pearls industry, including responsible sourcing practices.

We have been working with our suppliers to develop a deeper understanding of our raw material supply chain, with product

supply chain mapping being developed across all ranges We are reliant on prevailing standards of due diligence, such as the

RJC’s Code of Practices standard, to help us carry out the necessary due diligence on our supply chain and we seek ESG-related

accreditation certificates from our suppliers wherever possible.

PRODUCT

MICHAEL HILL | 2023 ANNUAL REPORT 33
NATURAL DIAMONDS

Conflict Free Diamonds:

Michael Hill remains committed to offering only conflict-free

diamonds in our jewellery. We will continue to purchase our

natural diamonds from legitimate sources in accordance

with the Kimberley Process Certification Scheme (KPCS)

as supported by the World Diamond Council System of

Warranties. As part of our business practices and supply

agreements, we require diamond suppliers to warrant,

and supply evidence, that the diamonds supplied to us

are conflict-free.

Path to Provenance:

We are continually keeping up to date with any provenance

improvements to purchasing a large volume of natural

diamonds in the market, noting the global standards

for sustainable natural/mined diamonds that have been

developed by SCS Standards and other natural diamonds

with clear provenance are becoming more readily available.

Challenges of proving provenance for bulk diamonds parcels

however are still relevant.

Whist we are exploring other options to expand our path to

provenance range for our customers, we continue to provide

our customers the De Beers Code of Origin range, our natural

diamond range with provenance for our customers.

• De Beers Code of Origin: Partnering with De Beers,

Michael Hill was proud to be one of the first global retailers

to carry a range of diamonds from the De Beers Code of

Origin Trusted Source Program. De Beers is a renowned

world-leader in diamond production, and the Code of

Origin program reflects their deep commitment to social

and environmental responsibility. Diamonds with the

Code of Origin make a significant contribution to the

people and places where they are found, helping provide

jobs, healthcare and education, and helping protect the

environment through wildlife conservation and De Beers’

commitment to be carbon neutral by 2030.

At Michael Hill, responsibility and ethical sourcing are an

important focus. We are dedicated to offering our customers

the best range of diamonds and jewellery, to reflect their

preferences and personal values. Diamonds with the Code of

Origin offer customers extra peace of mind, knowing that their

diamond has had a positive impact on people and the planet.

The De Beers Code of Origin program provides assurance that

the diamond:

1. Is a natural diamond, discovered by De Beers

2. Was discovered in Botswana, Canada, Namibia or South

Africa, where it has helped provide jobs, healthcare

and education, with a particular focus on programs

supporting women and girls

3. Is conflict-free and meets De Beers Code of Origin’s

industry-leading ethical standards

4. Has helped protect the planet through wildlife

conservation and De Beers’ commitment to be carbon

neutral by 2030.

As part of our approved RJC recertification, Michael Hill has

made a certified provenance claim relating to the De Beers

Code of Origin range.

34 MICHAEL HILL | 2023 ANNUAL REPORT
“ We are committed to

providing new and innovative

services for our customers

whilst building a more

circular economy.”

KERRIE HOCKLESS,HEAD OF SUSTAINABILITY

MICHAEL HILL | 2023 ANNUAL REPORT 35
COLOURED GEMSTONES & PEARLS

There is limited guidance and inherent risk over sourcing

practices in the coloured gemstones and pearl industries in

comparison to the diamond and precious metal industry.

In response to limited available guidance, Michael Hill has

taken the initiative to develop a risk matrix which assesses

all coloured stones and pearls based on country of origin

in accordance with the Global Slavery Index, providing

intelligence to our sourcing teams about product and

sourcing locations to avoid, and the team has acted upon this

matrix when sourcing and developing coloured stone ranges.

The RJC provides standards of due diligence, such as the

Code of Practices, to help us carry out the necessary due

diligence on our supply chain, which we are heavily reliant on.

We recognise that the challenges relating to the sourcing of

coloured gemstones and pearls cannot be solved overnight.

However, using a risk-based approach, together with the

inclusion of specific questions relating to labour standards

on the supplier transparency platform, we hope to better

understand at a supplier level the type of products supplied,

and their countries of origin. With this information we will

be in a better position to assess which suppliers might be

considered higher-risk.

METAL STEWARDSHIP

Michael Hill is committed to jewellery manufacturing using

conflict-free and responsibly sourced metals. Currently 71% of

our jewellery suppliers are RJC certified or are on the journey

to becoming certified, meaning our suppliers comply with

the RJC standards for responsible ethical, human rights, social

and environmental practices throughout the diamond, gold

and platinum group metals jewellery supply chain. We plan

to have 100% of Michael Hill’s silver and gold products made

from certified recycled, responsibly sourced, local or artisanal

sources by 2025, however we will also be working to develop

a deeper understanding of all our precious metal types.

CONFLICT FREE GOLD & SILVER

Michael Hill does not support activities which cause, support

or benefit armed conflict, contribute to human rights abuses or

breaches of international humanitarian law, money laundering

and terrorist financing.

In order to comply with our commitments, we source through

suppliers who provide assurances that the precious metals

in their products are responsibly sourced and conflict free in

accordance with recognised responsible sourcing frameworks

maintained by leading industry bodies for precious metals,

such as the London Bullion Market Association, the Dubai Multi

Commodities Centre or the Responsible Minerals Initiative.

The standards protect the integrity of the global supply chain

for the precious metal markets.

We have established internal management systems and

due diligence processes to validate our suppliers’ responsible

sourcing practices, and we are confident we will source

100% conflict free all gold and silver in accordance with

our outlined goal.

RECYCLED GOLD & SILVER

Throughout the year, several of our existing suppliers have

started to offer certified recycled silver or gold which we

can use to craft our products. We have been performing due

diligence into these metal sources whilst considering how we

can bring these to market in our upcoming ranges. 96% of

our international sales are products made from gold and silver,

therefore these metal types remain our key focus to originate

from more sustainable sources.

We will introduce both certified recycled gold and silver

into our FY24 product mix to reduce our reliance on mined

metals. To introduce these certified recycled metals to our

product mix, we have required full transparency from our

suppliers through formal certifications as well as in depth

detail around their supply chains and sourcing practices.

This is to ensure any product claims satisfy our high internal

legal and compliance standards as well as RJC provenance

claim requirements. For recycled gold or silver suppliers, this

includes ensuring suppliers:

• Meet the RJC Chain of Custody certification or are on the

journey to Chain of Custody certification; or

• Hold an alternative certification including SCS recycled

content certification. Noting this is a member voluntary

standard and the standard includes Chain of Custody

requirements of its suppliers.

We have several gold suppliers who are on the journey of RJC

Chain of Custody certification for precious metals (including

recycled gold and silver), and we are committed to working

with these suppliers to bring certified options into our

supply chain, and in turn provide our customers with more

sustainable gold and silver product options.

CHAMPIONING

PRODUCT INNOVATION

At Michael Hill, we are taking the lead in innovative

jewellery product and services in the countries we operate.

The more we challenge the industry and our suppliers for

more sustainable products to sell to our customers, the more

dramatic the industry shift.

We have launched an internal Innovation Hub, involving a

group of passionate individuals who are abreast of global

movement in the category and are tasked with developing

new and innovative services and products for the future of

Michael Hill.

Meeting quarterly, the Innovation Hub has already brought

many future thinking ideas around product sourcing

and circularity to the Group Executive team for future

consideration and rollout.

36 MICHAEL HILL | 2023 ANNUAL REPORT
RE:CYLE - OUR NEW CIRCULARITY PROGRAM

The definition for circular economy defined by the European Parliament is “a model of production and consumption, which

involves sharing, leasing, reusing, repairing, refurbishing, and recycling existing materials and products for as long as possible.

That requires a transition from the traditional linear economy where natural resources are extracted, used and ultimately

discarded to an economic system that does not rely on virgin resources and reshapes how products are made, used and

recovered”. Michael Hill sees the circular economy playing a big part in the jewellery industry in the future and are committed to

introducing circularity wherever possible.

Due to the inherent fungible and circular nature of fine jewellery materials, precious metals used to craft jewellery can be refined

and recycled repeatedly, without losing their value or purity. We are fortunate to work with materials which allow us to provide

innovative services whilst building a more circular economy. We passionately believe this is something our industry should be

tapping into, to protect our planet’s precious natural resources, leading to a more sustainable and ethically responsible future.

Providing circularity services to our customers provides a dual opportunity – to reduce our environmental impact and the reliance

on virgin materials, as well as provide more service opportunities for our customers over the lifetime relationship with our brand,

and their product.

Our new exciting gold recycling program, “Re:cycle”, is the first phase of our new sustainable jewellery ecosystem which focuses

on the renewal and circularity of existing gold products. Through this program, we are encouraging all Australians to give “new life

to their old loves”, by recycling any broken, old, or no longer worn gold jewellery pieces in exchange for a Michael Hill gift card,

to purchase a new piece online or instore. With no clear competitor offering a premium gold recycling service, we chose to

lead the industry and create an innovative and market-first national program that provides genuine value to customers for their

gold products.

Through reputable global research, we know that recycling 1g of pure gold can reduce an estimated 3 tonnes of ore extraction

and avoid up to 16kg of carbon emissions. This program allows us and our customers to contribute towards reducing the need for

virgin-mined gold while reducing mining ore and carbon emissions. After a customer’s gold is recycled, we send a personalised

email which includes the individual amount of mining ore and carbon emissions they have helped avoid thorough recycling their

gold pieces.

From early April until the end of July 2023, the Re:cycle program has delivered:

• Pure gold recycled: 1,192 grams

• 2734.18 grams of gold alloy received

• Mining ore avoided: 3,575 tonnes

• Carbon emissions saved: 19,068 kilograms

EXTENDING PRODUCT LIFE THROUGH REPAIRS

We take pride in the quality product we sell, as well as the relationship we have with our customers, however over time jewellery

wear and tear is inevitable. We provide a quality jewellery repair offering in store for all Michael Hill product, and in New Zealand

we offer repairs on any jewellery products, working with global partners to repair and restore even the most precious jewellery

back to life.

This year Michael Hill has repaired over 401,641 pieces of jewellery for our customers, preventing waste and extending each

product’s lifespan.

THE HIGHEST STANDARD IN LABORATORY GROWN DIAMONDS

Michael Hill is still one of the few global retailers to become an Accredited Retailer for SCS-007 Certified Sustainability Rated

Laboratory Created Diamonds, and in the past year have received a raft of positive global press acknowledging the innovative and

sustainable nature of this new product we offer our customers.

Sales of this product have increased to 7.7% of our overall diamond mix while attracting a new sustainability-conscious customer to

our brand. We see our certified sustainability rated laboratory-grown diamonds providing our customer the 5th C when purchasing

a diamond – Choice. We will be expanding this range of laboratory-grown diamonds in FY24.

Setting a new standard of excellence, a Certified Sustainability Rated Diamond has been independently evaluated in accordance

with the SCS-007 Sustainability Rated Diamonds Standard and certified against five pillars of sustainability achievement provided by

SCS global. Our entire range of laboratory created diamonds are certified sustainable, meaning they have achieved:

• Verified origin traceability: Sustainability Rated Diamonds are tracked through a verified origin traceability process that provides

99.9% accuracy of the origin of each diamond through its entire chain of custody, from producer to point of sale

• Ethical stewardship: each diamond is certified to adhere to twelve core ethical principles aligned to the strictest internationally

recognized norms of business integrity

• Verified climate neutral: Sustainability Rated Diamonds are certified on their journey toward achieving full Climate Neutrality –

produced in a manner that mitigates both current annual and past (“legacy”) greenhouse gas emissions still affecting the climate

MICHAEL HILL | 2023 ANNUAL REPORT 37
• Sustainable production practices: Sustainability Rated Diamond producers are committed to the principle of doing no harm to

humans or environment, and are actively working to avoid, eliminate or offset any impacts that might be associated with the

production process

• Sustainability investments: Sustainability Rated Diamond producers engage in sustainability investments that help uplift artisanal

and small-scale miners and other vulnerable communities, clean the air, protect the climate and protect endangered watersheds

and ecosystems.

• Each certified diamond is accompanied by a detailed certificate which is provided to the customer at the point of purchase.

The certificate explains their diamond’s sustainability rating was earned, including origin traceability, conformance with rigorous

ethical and environmental requirements, progress in reaching climate neutrality and zeroing out other production-related

impacts, and sustainability investments.

38 MICHAEL HILL | 2023 ANNUAL REPORT
Our 2030 strategic vision shows our focus in our planet pillar with the aim that we will nurture nature and reduce our negative

impacts to net zero. To achieve this goal, three key areas of focus are pivotal – Zero Carbon Operations, Nature Positive and

Eliminate Waste. Since announcing these goals in August 2022, we have made great traction measuring our carbon and waste and

have crafted a clear roadmap on how we aim to achieve our goals.

The United Nations Net Zero Coalition outlines emissions need to be reduced by 45% by 2030 and reach net zero by 2050 for the

planet to stay below a 1.5°C increase in global warming. At Michael Hill, we recognise we need to move beyond the finite energy

buried in the Earth towards the infinite energy that surrounds us – with our first step to get our own house in order and establish

greenhouse gas emission baselines, and reduction targets.

Alongside global warming, companies are being challenged more and more with reducing waste, managing resources, and

diverting them from landfill. We are committed to the well-known principles of the waste hierarchy and searching for better ways

to operate so that we reduce natural resource consumption in our operations and find innovative ways to reduce the amount of

residual waste.

ZERO CARBON OPERATIONS

We are committed to consistently searching for better ways to operate, and to benefit and reduce our impact on the environment.

We have acted in the past year towards our ambition for our Scope 1 and 2 operations to be Net Zero Carbon by 2025.

Issues around the climate crisis are well comprehended across business, political and social agendas around the world.

Our customers, suppliers and team expect us to act and address the risk of climate change to our business and reduce the

impact of operating our business on the climate.

We note the release of Treasury’s consultation on climate-reporting disclosure standards in Australia, which will be based on

the International Sustainability Standards Board’s IFRS S2 Climate-related Disclosures standard. Guidance from the Australian

Accounting Standards Board, to be released later in 2023, will provide clear direction on what Michael Hill needs to report, and

by when. As we await the final standards, we are following the Green House Gas (GHG) Protocol, with guidance from our local

regulatory agencies.

PLANET

MICHAEL HILL | 2023 ANNUAL REPORT 39
SCOPE 1, 2 AND 3 PROGRESS:

Scope 1 and 2:

• A team has been tasked to identify and calculate the Group’s Scope 1 and 2 emissions. Work continues to capture and calculate

all of the Group’s emissions in these categories with significant progress achieved in the past year.

• Scope 2 emissions are being calculated across our entire store network in the markets we operate (AU, NZ, and CA). We are

confident that by the next annual report period we will have all Scope 2 emissions calculated.

• August 2022 saw the Michael Hill Brisbane Head Office move to a state-of-the-art facility which has environmental considerations

throughout many design elements. The building features a 99KW solar panel system to reduce energy consumption, water tanks

to capture rainwater to be used in the building’s facilities systems for all landscaping, insulated glass to reduce heat loss and

gain, as well as efficient LED lighting all aimed at reducing environmental impact. Through this move to a more environmentally

conscious building, we have reduced our Head Office energy consumption by 39% from the first full month of moving in.

• To support our existing solar energy generation, our Brisbane Head Office Energy supply will become 100% renewable energy

in 2024.

• We also aim to make our Head Office a Net Zero operation in 2024, supported by fully accredited net-zero emission energy

supply and offsetting residual unavoidable emissions.

• Michael Hill has entered renewable energy supply arrangements in New Zealand to ensure all NZ stores’ energy consumption is

from 100% certified renewable energy sources in 2024.

• We are currently addressing solutions with key stakeholders including landlords around the use of renewable energy for our

store electricity consumption. Landlords such as LendLease, Scentre Group, GPT and Vicinity provide various renewable energy

plans for retailers to use. These opportunities will continue to be assessed over the coming financial year.

Scope 3:

• Our focus since announcing our Net Zero goal has been on calculating and reducing our Scope 1 and 2 emissions, however we

are seeking to engage our supply chain partners about their plans to reduce their emissions in the coming year.

We are pleased with our progress towards our ambition of Net Zero carbon operations for Scope 1 and 2 by 2025.

NATURE POSITIVE

The 2022 WWF Living Planet report states that land-use change is still the biggest current threat to nature, destroying or

fragmenting the natural habitats of many plant and animal species on land, in freshwater and in the sea. Its most comprehensive

finding to date shows an average 69% decline in the relative abundance of monitored wildlife populations around the world

between 1970 and 2018. We accept that our business operations, along with many others, are indirectly connected to the

deterioration of the natural environment through the extraction and processing of raw materials upstream, the use of other finite

resources and consumption of goods and services.

Michael Hill recognises the impact that mining in particular (the core source of the majority of our product) has on the planet and

ecosystems around it. As a wider part of our ESG strategy, we wish to proactively contribute towards protecting and restoring a

part of our vulnerable environment by partnering with organisations that help to protect and restore nature.

As outlined in our 2030 manifesto, we are committed to contributing to the restoration and conservation of the natural environment

in our key markets and plans are underway to launch a program around this in FY24.

SEPTEMBERNOVEMBERFEBRUARYOCTOBERJANUARYDECEMBERMARCHM AYAPRILJUNE

FY22FY23

AUSTRALIA HEAD OFFICE ELECTRICITY CONSUMPTION

40 MICHAEL HILL | 2023 ANNUAL REPORT

MICHAEL HILL | 2023 ANNUAL REPORT 41
ELIMINATE WASTE

Our aim is to send zero waste to landfill by first minimising then diverting waste from our operations, and educating our colleagues

on reusing and recycling. We will also eliminate single use plastics from our packaging by 2027.

Eliminating waste across our entire business has required extensive auditing across all our touchpoints to collate and measure our

current baseline waste data. We are confident of the type and quantities of waste we are producing across our entire business and

are using a structured waste hierarchy to minimise and divert all waste possible.

We are consistently training and educating our internal departments on waste management and making changes wherever

possible to reduce our waste and, in turn, our impact on the environment.

REDUCING OUR HEAD OFFICE WASTE

In moving to our new Head Office at Cannon Hill, we have

made significant changes in our approach to waste resulting in

a reduction of 65%. This reduction is due to several initiatives

being implemented across our daily operations including:

• Purchasing a metal crusher in our Brisbane Distribution

Centre, to flatten and recycle all aluminum containers our

overseas suppliers transport our product in, rather than

send to landfill.

• Reducing printing stations across the office, while

introducing hot desk working environments with

limited storage.

• Introducing a new segregated waste management

system including general recycling, organic waste, paper

cardboard recycling and general waste sections with clear

labelling in all waste areas.

PRODUCT WASTE

We are fortunate to work with precious metals that can

readily contribute to the circular economy and be reused

many times over without losing their value. Our product waste

from manufacturing processes, including aged stock, is well

managed to ensure minimal waste. Michael Hill is also proud

to offer services for our customers to manage the end-of-life

journey for their preloved products, including repairs or gold

recycling under our Re:cycle program, to reduce waste to

landfill. We are exploring other innovative services for our

customers to trade up their preloved items and reduce the

need for more virgin materials in the industry.

TECHNOLOGY WASTE

Through upgrading some of our store technology, we worked

with our partner Truis to donate and repurpose 90 iPads

in November 2022. The iPads were wiped, upgraded and

donated to 3 Brisbane schools (Richland, Darra and Carol Park

State Schools) to use for primary school students’ education.

REDUCING OUR WASTE IN STORES

Store waste can come from several areas including, general

waste, packaging / transportation waste and store de-fit

waste. We are actively conversing with our landlords to

ensure we are adhering to their waste policies across our

network and educating our team members on the importance

of their adoption.

Our landlords are also actively involved in developing

innovative de-fit strategies for closed stores adopting the

waste hierarchy, however further adoption and innovation is

required in this space.

We are currently in the final stages of designing our “Store of

the Future” – a new store design for future Michael Hill stores

and are implementing our waste hierarchy into these designs

from inception through contemplating the end of life for each

of the materials used.

We aim to use materials in this design from as much recycled,

sustainable, or eco-friendly materials as possible.

A MEMBER OF APCO

Michael Hill is an Australian Packaging Covenant (APCO) Brand

Owner Member, ensuring we meet regulatory obligations

under the National Environment Protection Measure

2001 (NEPM) and as a commitment towards reducing the

environmental impact of our packaging. As a member we

have access to the Sustainable Packaging Guidelines (SPGs), a

government-supported, national resource for packaging best

practice, and have started to implement recommendations

across our business.

SEPTEMBERNOVEMBERFEBRUARYOCTOBERJANUARYDECEMBERMARCHM AYAPRILJUNE

FY22FY23

HEAD OFFICE WASTE VOLUME

42 MICHAEL HILL | 2023 ANNUAL REPORT
DANIEL BRACKEN

MANAGING DIRECTOR &

CHIEF EXECUTIVE OFFICER

Daniel has more than 25 years’ experience managing some

of the world’s most iconic brands. He has an extensive

background in retailing, fashion, and brand development in

Australia and international markets, as a Chief Executive Officer

and in senior executive positions across strategy, marketing,

merchandise, product design and digital and customer

engagement strategies.

Prior to joining Michael Hill as CEO in November 2018,

Daniel was CEO at Specialty Fashion Group and previously

held positions as the Group Vice President, Strategy for

Burberry London, as Deputy CEO and Chief Merchandise &

Customer Officer of Myer, and as CEO of The Apparel Group.

During his time at Specialty Fashion Group, Daniel led

the company’s corporate restructure and the successful

divestment of a number of brands, returning the company to

profitability. At Myer, he oversaw merchandise buying, design,

sourcing, and manufacturing, and led the Myer brand and

customer experience strategy. During his tenure, the Apparel

Group owned leading fashion brands Sportscraft, Saba,

Willow, and JAG.

His international experience includes more than 15 years at

Burberry London in the United Kingdom, where he was a key

member of the leadership team involved in their turnaround

into an iconic global brand. He performed a range of roles at

Burberry including Vice President – Strategy (Group), Head of

Merchandising & Production (Ready to Wear), and Commercial

& Operations Director (Menswear).

ANDREW LOWE

CHIEF FINANCIAL OFFICER &

COMPANY SECRETARY

Andrew joined Michael Hill in 2017 as Chief Financial Officer,

and later assumed the role of Company Secretary. He holds a

Bachelor of Commerce, a Bachelor of Laws and a Masters of

Applied Finance, and is a qualified Chartered Accountant and

a Chartered Taxation Adviser of the Taxation Institute

of Australia.

Andrew has extensive experience in corporate governance,

mergers and acquisitions, finance and leadership roles across

a range of listed corporate groups with Australian and offshore

operations, including roles with Aurizon, Cleanaway Waste

Management and Anglo American.

L-R Andrew Lowe, Amy Sznicer, Daniel Bracken, Matt Keays, Joanne Matthews, Jo Feeney, Keith Louie

EXECUTIVE

LEADERSHIP TEAM

MICHAEL HILL | 2023 ANNUAL REPORT 43
JOANNE MATTHEWS

CHIEF PEOPLE OFFICER

Joanne joined Michael Hill in January 2019 with extensive

experience in change leadership, and talent management and

development. This experience was gained across 14 years in

senior human resource leadership roles, including as Divisional

Human Resources Manager (Leisure) for Super Retail Group.

Joanne has also worked as the Executive General Manager,

Human Resources for MAX Solutions Pty Ltd, a national

organisation that delivers health, training and humanitarian

solutions for Federal and State Governments, and prior to this

she worked in retail operations with Woolworths. With a large

workforce across Australia, New Zealand and Canada, Joanne’s

experience is well aligned to deliver on the Company’s

core talent priorities of team engagement and attracting,

developing, rewarding and retaining top quality people at

Michael Hill. Joanne holds an MBA and Bachelor of Business in

Human Resources and Marketing.

AMY SZNICER

CHIEF RETAIL OFFICER

Amy has over 25 years’ leadership experience, across retail

and beauty industries, having worked with prominent retail

brands such as Witchery, GAP, Bras n Things, Guess Jeans and

Aldo. She has led the roll out of over 200 new retail stores in

Australia, New Zealand and Singapore and was named 2006

Australian Young Business Woman of the Year at the Telstra

Business Women’s Awards.

Amy’s extensive career in specialty fashion retailing has built

a broad skill set that goes beyond store operations. She has

worked as an Executive Leader in privately owned, private-

equity controlled, and listed organisations. Amy is extremely

passionate about dynamic leadership, a strong company

culture, deep retail foundations and driving high performance

in an ever-changing retail landscape. These qualities enable

her to consistently deliver the highest standard of customer

service and ultimately, strong business performance.

MATT KEAYS

CHIEF INFORMATION OFFICER

Matt joined Michael Hill in June 2015, bringing with him

extensive international IT experience in the retail space.

Prior to joining the company, Matt led the global IT strategy

for Forever New as their General Manager Information

Technology, and prior to that worked as Chief Information

Officer for Super Amart where his final project was successfully

leading a full-scale disaster recovery process after the

Queensland floods in 2011. He also worked for leading national

footwear and apparel company, Colorado Group after

enjoying his long retail apprenticeship with 11 years at Country

Road, where he worked initially as a Finance Accountant, and

also gained solid shop floor experience during his tenure.

Matt has strong technical skills and a track record of

developing an effective team focused on business alignment.

Matt’s career has seen him lead significant technology and

infrastructure programs, covering Microsoft Dynamics, Infor,

Oracle and JDE. He has helped retail businesses implement

and embrace data warehousing with his first Microsoft based

implementation as far back as 2004. The Michael Hill advanced

data warehouse went live in 2016 and his team continually

evolve our data platforms to align with the strategic shifts

across the business.

KEITH LOUIE

CHIEF DIGITAL OFFICER

Keith joined Michael Hill in August 2021, as our first Chief Digital

Officer. He brings more than 30 years’ experience in consumer

goods production, wholesale, retail and advisory across Europe

and Australasia, and deep experience of eCommerce leadership

and digital transformation over the last 15 years.

Keith led online shopping for Coles Supermarkets for six

years during its transformation under the Wesfarmers group,

rebuilding the customer experience and operating model.

Subsequently, he led online retail for Target and advised other

Wesfarmers brands on eCommerce, before becoming CEO

of the national Aussie Farmers Group, a privately-owned fresh

food production, wholesale, online retail, and logistics group.

More recently, Keith has advised various listed, private

and Government entities on eCommerce and digital

transformation, building on his earlier experience as a Director

and Associate Partner of management consulting firm PwC,

and with IBM’s Global Business Solutions team. Keith is known

for innovative ideas, thinking strategically, applying a rigorous

commercial lens, and taking action to transform businesses

digitally. In doing so, he inspires the teams he leads to deliver

change and improve customer experiences.

JO FEENEY

CHIEF MARKETING OFFICER

Jo joined Michael Hill in March 2021 as Chief Marketing Officer to lead

the revitalisation and growth of the Company’s brand, delivering

end to end marketing strategies in an omni-channel environment.

Jo is responsible for shaping the Company’s messaging,

delivering an outstanding experience to the Michael Hill

customer across both digital and traditional marketing

channels and leading the vision for a world class loyalty program.

Jo brings with her over 20 years’ experience in both local and

global organisations (including Woolworths, Telstra, Foxtel

and McDonald’s), specialising in strategic brand building, end

to end marketing communications and driving key customer

growth strategies across channels. In her most recent role

as Director of Marketing at McDonald’s Australia, she was

responsible for marketing, brand and media strategies

and driving commercial growth through innovation and

re- imagination of the brand. Jo is also a recognised leader

in creativity – winning multiple awards both locally and

internationally. She brings a fresh approach to driving the future

growth of the brand through a lens of commercial creativity.

44 MICHAEL HILL | 2023 ANNUAL REPORT
“ Even though FY23 was a

particularly challenging

year, the team remained

focused, executed on

our strategy, delivered a

plethora of initiatives, and

successfully acquired a new

brand, Bevilles”

ROB FYFE, CHAIR

MICHAEL HILL | 2023 ANNUAL REPORT 45
DIRECTORS’ REPORT

The Directors present their report on the consolidated entity (referred to hereafter

as the ‘Group’) consisting of Michael Hill International Limited ACN 610 937 598

(‘Michael Hill International’ or the ‘Company’) and all controlled subsidiaries for

the year ended 2 July 2023. FY23 is a 53-week period (27 June 2022 to 2 July 2023)

compared to FY22 a 52-week period (28 June 2021 to 26 June 2022).

PRINCIPAL ACTIVITIES

The Group operates predominately in the retail sale of jewellery and related services sector in Australia, New Zealand and Canada.

There were no significant changes in the nature of the Group’s activities during the year.

DIVIDENDS

Dividends paid to members during the financial year were as follows:

LIKELY DEVELOPMENTS AND EXPECTED RESULTS

OF OPERATIONS

Information on likely developments in the Group’s operations and the expected results of operations have been included in the

Review of Operations and Strategic Update sections of this report.

DIVIDENDS

2023

$’000

2022

$’000

Final dividend for the year ended 26 June 2022 of 4.0 cents (2021: 3.0 cents) per fully paid share

paid on 23 September 2022 (2021: 24 September 2021)

15,53111,649

Interim dividend for the year ended 2 July 2023 of 4.0 cents (2022: 3.5 cents) per fully paid share

paid on 24 March 2023 (2022: 25 March 2022)

15,18813,590

The directors have declared the payment of a final dividend of 3.5 cents per fully paid ordinary

share (2022: 4.0 cents). The final dividend will be unfranked for Australian purposes, with nil

New Zealand imputation credits and with conduit foreign income. The aggregate amount of the

proposed dividend expected to be paid on 22 September 2023 out of retained earnings, but not

recognised as a liability at year end, is:

13,28915,531

46 MICHAEL HILL | 2023 ANNUAL REPORT
REVIEW OF OPERATIONS

The Group achieved the following key outcomes for the 2023

financial year:

KEY FINANCIAL RESULTS

• Group operating revenue increased by 5.8% to $629.6m

(2022: $595.2m, 2021: $556.5m).

• Comparable EBIT* decreased by 6.3% to $58.9m


(2022: $62.9m), given inflationary cost pressures and

substantial investments in New Zealand security measures.

This compares favourably to FY21 by 4% (2021: $56.6m).

• Group gross margin decreased by 50 bps to 64.2% (2022:

64.7%), yet 150 bps ahead of FY21 (62.7%).

• Statutory net profit after tax decreased to $35.2m (2022:

$46.7m), with the variance to comparable EBIT performance

largely driven by AASB 16 Leases and IFRIC SaaS.

• Healthy inventory position to support elevated sales

at $203.3m (2022: $181.5m), with the increase mainly

attributable to the Bevilles acquisition.

• Deployment of cash on share buy-back, dividends, the

Bevilles acquisition and reinvestment in the business,

resulted in a net cash position of $8.4m (2022: $95.8m).

• A three year $90m banking facility was finalised on

favourable terms in June, providing access to an additional

$20m, to support strategic growth initiatives.

• Final dividend of 3.5 cents per share declared, delivering

total dividends for the year of 7.5 cents per share (2022: 7.5

cents per share).

OPERATIONAL PERFORMANCE

• Group revenue was up 5.8% for the year, with Australia +9.1%,

New Zealand +5.8% and Canada flat.

• Digital sales were largely flat at $41.3m (2022: $41.9m, 2021:

$34.0m) for the year, demonstrating a strong second half

recovery from -9% at the end of the first half.

• Brilliance by Michael Hill membership now over 2 million

(2022: ~1.4 million members), driving repeat customers and

higher ATV.

• Key initial focus for Bevilles is on integration and store roll

outs, with three sites secured and another three sites close

to finalisation for pre-Christmas opening, with a further

tranche of sites already identified for the second half.


The newly acquired Bevilles business contributed four

weeks of sales to the FY23 Group result.

• For Michael Hill, three new stores opened (AU: 2, CA: 1) and

five under-performing stores permanently closed (AU: 3, NZ:

2) during the year. With the inclusion of 26 acquired Bevilles

stores, the store network totals 304 across all markets at the

end of the year (2022: 280).

FY23 - GROUP BUSINESS

PERFORMANCE

The Group has reported operating revenue of $629.6m (2022:

$595.2m) for the 2023 financial year (53-week retail financial

year ended 2 July 2023). Comparable EBIT* for the Group was

reduced to $58.9m for the year (2022: $62.9m), a decline of

6.3% year on year, due to higher COGS pressure, wage inflation

and elevated New Zealand security costs.

While the Company delivered record revenue for the year,

this was driven by a particularly strong first half performance,

followed by a more challenging second half as macroeconomic

conditions deteriorated and consumer confidence declined.

Notwithstanding the impact of sustained elevated raw material

input costs (diamonds and gold), and while slightly down on

prior year, the Company still delivered strong gross margins.

This performance was underpinned by the aspirational brand

strategy and the ability to elevate ATV even in a challenging

retail environment.

Whilst the Company’s digital channels declined in the first

half as it cycled the pandemic digital surge, there was a

strong return to growth in the second half driven by improved

customer experience, traffic and conversion. Throughout the

year, the Company has continued to make good progress in its

various omni-channel offerings, with 50% of digital sales now

being fulfilled via a store.

In August 2022, the Company executed a seamless

relocation of its global headquarters to new purpose-built

leased premises housing the global support functions,

reimagined artisanal jewellery workshop and a state-of-the-art

Australasian distribution centre. These new premises provide

a contemporary, dynamic and productive environment,

strategically aligned to Michael Hill’s aspirational brand journey.

On 1 June 2023, the Company completed the Bevilles

acquisition, successfully transitioning all team members, stores

and inventory to the Group. Accordingly, four weeks of Bevilles

trade are reflected in the Group and Australian segment results.

Inventory year-end holdings were $203.3m (2022: $181.5m), with

Michael Hill on target and broadly in line with prior year. The lift

in stock holdings was largely driven by the inventory acquired

in the Bevilles transaction.

During the year, the Company benefited from strong operating

cashflows, successfully acquired Bevilles, returned capital to

shareholders through a buy-back and dividends, continued

investment in both the core business and growth initiatives,

which resulted in a year end net cash position of $8.4m (2022:

$95.8m). Furthermore, the Company refinanced a three year

$90m bank facility on favourable terms, which will support

future strategic growth initiatives.

Michael Hill opened three new stores (AU: 2, CA: 1) and closed

five under-performing stores across the network (AU: 3, NZ:

2) during the year. With the inclusion of 26 acquired Bevilles

stores, the store network totals 304 across all markets at the

end of the year (2022: 280).

*EBIT and Comparable EBIT are non-IFRS information and are unaudited. Please refer to non-IFRS information section in this report for an

explanation of non-IFRS information and a reconciliation of EBIT and Comparable EBIT.

MICHAEL HILL | 2023 ANNUAL REPORT 47
SEGMENT RESULTS

FY23 delivered strong results in all markets, despite cycling record results in FY22 and facing challenging economic market

conditions during FY23H2.

The results below are expressed in local currency.

AUSTRALIAN RETAIL PERFORMANCE

Operating Results (AU $’000)20232022202120202019

Revenue 331,007303,409 312,264 266,610 313,587

Gross profit 211,823 196,936 194,148 161,030 194,052

Gross margin64.0%64.9%62.2%60.4%61.9%

Comparable EBIT53,54951,75054,34727,64132,626

Comparable EBIT as a % of revenue16.2%17.1%1 7. 4%10.4%10.6%

Number of stores172*147 150 155 167

NEW ZEALAND RETAIL PERFORMANCE

Operating Results (NZ $’000)20232022202120202019

Revenue 132,359 125,090 127,067 106,696 120,064

Gross profit 81,961 79,288 78,771 63,641 73,011

Gross margin61.9%63.4%62.0%59.6%60.8%

Comparable EBIT25,62230,13035,11921,06724,125

Comparable EBIT as a % of revenue19.4%24.1%27.6%19.7%20.1%

Number of stores4648 49 49 52

Retail segment revenue increased by 9.1% to $331.0m for the year.

In addition to a record sales performance, the segment also delivered a strong gross margin for the year of 64.0%, slightly down on

prior year (FY22: 64.9%), yet up 210 bps on pre-pandemic levels (FY19: 61.9%).

*During the year, two stores opened, and three under-performing stores closed, resulting in 172 stores (including 26 Bevilles stores)

at year end (FY22: 147).

Retail segment revenue increased by 5.8% to NZ$132.4m for the year.

Gross margin for the year was 61.9% (FY22: 63.4%), largely attributable to the higher penetration of diamond sales in this market.

This result was still 110 bps above pre-pandemic levels (FY19: 60.8%).

New Zealand earnings were directly and adversely impacted by a ~$5m investment required to be made for uplifted and ongoing

security measures to protect our team, customers and stores. Additionally, impacted stores experienced softer sales in the period

immediately following an incident.

During the year, two under-performing stores closed, resulting in 46 stores at year end (FY22: 48).

48 MICHAEL HILL | 2023 ANNUAL REPORT
CANADIAN RETAIL PERFORMANCE

Operating Results (CA $’000)20232022202120202019

Revenue 158,894 159,661 118,445 110,799 133,146

Gross profit 100,531 103,623 72,643 63,991 80,726

Gross margin63.3%64.9%61.3%57.8%60.6%

Comparable EBIT27,11028,78512,320(2,412)9,797

Comparable EBIT as a % of revenue17.1%18.0%10.4%(2.2%)7. 4%

Number of stores8685 86 86 86

Retail segment revenue was CA$158.9m for the year, largely flat to prior year.

Gross margin declined to 63.3% for the year, as the segment cycled a record gross margin in FY22 (64.9%). This result was still 270

bps ahead of pre-pandemic levels (FY19: 60.6%).

The overall performance of this segment is a credit to the strategic focus placed on Canada in recent years. With strong and

refreshed leadership, brand awareness continues to increase, and productivity metrics have lifted significantly.

During the year, one store opened, resulting in 86 stores at year end (FY22: 85).

CAPITAL MANAGEMENT

DIVIDENDS AND SHARE BUY-BACK

Taking into consideration the Group's performance and strength of balance sheet, the Board has decided to declare a final

dividend of 3.5 cents per share, unfranked for Australian purposes, with nil New Zealand imputation credits and with conduit

foreign income.

This delivers a total dividend for the year of 7.5 cents per share, representing ~70% of adjusted annual NPAT, and at the higher end

of the Group's Dividend Distribution Policy target range of 50% to 75%.

Subject to the Company’s ongoing trading performance and growth plans, the Board’s intention is for dividends to remain at the

higher end of the target range.

The Company commenced its on-market share buy-back on 19 September 2022, which was paused on 21 November 2022.

The directors have decided to discontinue the buy-back. Under the buy-back, the Company acquired 8,631,237 shares (ASX

4,350,875; NZX 4,280,362), being 2.2% of Company's shares on issue at the commencement of the buy-back, at a total cash cost of

A$10,206,543. The total number of shares on issue following the completion of the on-market share buy-back was 379,688,884.

GROUP STRATEGY

EMPHASIS ON GROWTH

As the Michael Hill brand continues its aspirational brand journey to a more premium position, the acquisition of the Bevilles

business in late FY23 provides a vehicle to take market share at the value end of the fine jewellery category. Additionally, in the first

half of FY24, the Company will launch its new bespoke brand TenSevenSeven, focused on servicing the high-end of the market with

its unique personalised diamond ring proposition.

With these additional brands, the Michael Hill Group now services all significant customer segments of the fine jewellery category,

and delivers multiple new growth pipelines.

The Bevilles brand will deliver both sales and profit growth through a significant real estate expansion strategy, coupled with digital

growth and an optimised business model. For FY24, three sites have been secured and another three sites are close to finalisation

for pre-Christmas opening, with a further tranche of sites already identified for the second half. Leveraging group capabilities

and partnerships, Bevilles will benefit from optimisation of both supply chain and vendor relationships delivering margin and cost

benefits to the business. With system integration planned for the second half of FY24, this will drive further opportunities in both

productivity and efficiencies by leveraging a common technology platform.

TenSevenSeven is a new start-up brand designed to test a completely unique and elevated proposition, capturing an entirely new

high-end customer. The brand will be brought to life through an immersive digital experience supported by the gradual roll-out of

a limited number of showrooms in key capital cities. Customers will be invited to select from thousands of unique diamonds, paired

with a ring design of their choice and ultimate handcrafting in our artisanal Australian workshop.

The Michael Hill brand continues to deliver growth through its elevated brand strategy driving higher productivity and strong

margins across all channels.

MICHAEL HILL | 2023 ANNUAL REPORT 49
1. Brand & Loyalty

The strategy to elevate and modernise the Michael Hill brand

underpins the overarching vision for the business. Highly

engaging and emotive marketing campaigns focusing on

key life moments, with an emphasis on product, quality and

craft, are leading the transition away from price and promotion,

towards emotional long-term customer relationships.

The Brilliance by Michael Hill loyalty program underpins

customer engagement and has now grown to over two

million members.

2. Digital & Omni-channel

Michael Hill’s digital transformation continues with a

shift to a new headless website architecture, providing

greater flexibility, productivity and improved customer

experience. The role of our digital platforms is not only to

serve as a transactional channel but also to provide product

education, and brand messaging to drive traffic to our

physical stores. More than half of our online transactions are

now fulfilled from stores, and with data insights show a large

proportion of our instore sales originate from online and

digital marketing, demonstrating the success of the Michael

Hill's omni-channel strategy.

3. Retail Fundamentals

Bricks and mortar retail is at the core of the Michael

Hill business, driving more than 90% of sales. The retail

fundamentals strategy has delivered a 21% lift in productivity

per store over the last four years. During FY23, the business

invested in refreshing a significant portion of our store network

as we elevate the instore experience to align with the brand

strategy. The retail team continues to focus on productivity as

the key performance metric for stores, in conjunction with a

deliberate emphasis on lifting average transaction value.

4. Product Evolution

Product evolution is at the centre of a customer-led retail

strategy, and is critical to achieve sales growth and support

elevated margin. The laboratory grown diamond category

continues to expand, with higher sales growth and margins,

helping to offset high input costs for both mined diamonds

and gold. During the course of the year, the business invested

in new talent and capability across product, buying, sourcing

and procurement, as well as technology investments in

merchandise planning. The Michael Hill artisanal Australian

manufacturing facility was upgraded as part of the move

to new global headquarters, optimising both production

and costs.

5. New Territories & Services

As the business shifts from transformation to growth, the

opportunity to stretch the brand into new territories and

services is a key focus. The Michael Hill marketplace strategy

has continued, building on partnerships in all three core

markets, and now available in both Singapore and Malaysia

through a new partnership with Zalora. Following strong early

insights from The Bay in Canada, michaelhill.ca now has a dual

language offering to engage with French speaking customers

in both Quebec and across the country, and early signs are

very promising. The pure-play Medley business, while still

relatively small, delivered sales growth of 31% on last year,

and continues to test and trial new products in the demi-fine

jewellery category.

During the year, the Group developed a number of new

digitally-led services offerings: the new bespoke brand,

TenSevenSeven; the new gold recycling platform, Re:cycle;

and the ability to introduce jewellery insurance to customers

in Australia. Furthermore, the Company is in the process of

reinventing its repair service offering, initially with the creation

of an app to modernise and improve customer experience,

with the end goal of creating a seamless repair business to

drive incremental revenue.

6. Cost Conscious Culture

During the year, the Michael Hill business successfully

relocated its global headquarters including its Australasian

distribution centre. This new state-of-the-art distribution

centre is technology enabled and has generated significant

efficiencies in processing stock, fulfilment to stores and

delivery to customers. The embedded cost conscious culture

continues, with an absolute focus on cost discipline, inventory

and working capital management. In particular, the business

has invested in technology to support labour optimisation and

rostering to ensure targeted productivity levels can

be achieved.

7. Sustainability

In August 2022, Michael Hill announced its ESG manifesto for

2030, centered around three key pillars – People, Product and

Planet, with more detail in the Annual Report. An integral part

of this strategy is the launch of a circular jewellery ecosystem,

Re:new. During the year, the first phase was launched via

Re:cycle – a digitally enabled gold recycling program, that

encourages customers to give “new life to their old loves”,

by recycling gold jewellery pieces in exchange for a Michael

Hill gift card. The second phase, Re:store, will focus on

jewellery repairs, and the third phase, Re:imagine, a

diamond upgrade program.

50 MICHAEL HILL | 2023 ANNUAL REPORT

MICHAEL HILL | 2023 ANNUAL REPORT 51
RISK MANAGEMENT

The Board believes that a strong risk management framework supports the Group’s growth and success. The Group regularly

reviews its risk environment and has identified the following at risk areas and mitigating strategies:

RISK STRATEGIES AND MITIGATION

Global uncertainty due to

changing political landscapes and

increased sanctions of raw materials

creates volatility for the Group’s

operating environments

The Group has a growth strategy that embraces omni-channel expansion and strategic

acquisitions in markets that limit cannibalisation of sales and focusses on improving the

customer experience.

Furthermore, there is executive oversight of all drivers, both internal and external, and prudent

policy execution to adjust accordingly.

There are several sourcing options that are employed, including forward planning and securing

core ranges to curb the impact of rising prices of raw materials and to ensure financial exposures

are well managed.

Increase in cyber-attacks disrupting

operations and increased reliance on

third-party platform providers to have

robust cyber controls

The Group has tasked the Technology Governance Committee to oversee its response to cyber

risk and the maturing of our cyber resilience. The Group continues to invest in new technologies

and remove vulnerable points of attack throughout its digital network.

External partners have been engaged to uplift our capabilities, including both proactive and

reactive responses to cyber-attacks.

Penetration testing and disaster recovery planning are built into our operating rhythm to further

prepare and respond to attacks.

Theft appeal of our product increases

during periods of financial hardship

and uncertainty

The safety and security of our staff and customers is our most important priority. We are investing

in initiatives and processes which improve the overall security of our stores and contribute to

the safety of our staff and customers. We are working with both local and national law

enforcement bodies and other external parties to better the overall retail environment for our

staff and customers.

With the ongoing escalation of theft and violence in New Zealand, the Group continues to have

a dedicated executive led taskforce responding to these challenges and continue to implement

appropriate actions.

Sustainability goals and supply

chain transparency

The Group has also outlined its goals in the Sustainability Strategy of having all suppliers

meeting our expectations on their social and environmental impacts by 2030.

There are dedicated workstreams supporting each of our pillars of people, planet and product.

In the product and people pillars, the Group is working closely with our key suppliers across

our sourcing and procurement ecosystems to ensure our suppliers’ manufacturing and

operations comply with our responsible sourcing practices. Further, the Group has developed

a modern slavery roadmap to minimise the risk of modern slavery occurring in our business

and supply chains.

Talent acquisition and retention in

increasing regulated markets and higher

competition for resources

The Group has talent management strategies and processes to ensure the business is well

equipped to manage peak trading periods and fulfilment of specialised roles critical to our

business. These include succession planning, reviewing pipeline of external recruits and mentoring

and coaching of staff to promote internally.

Emphasis has been focused on ensuring our workforce engagement scores are above industry

benchmarks, and also ongoing commitment to diversity and inclusion through educating our

teams, sharing experiences and reporting on key metrics.

Breach of regulation or law in one of our

jurisdictions in an increasingly complex

compliance environment

The Group has in-house legal and compliance teams who are focused on compliance in our

three markets and utilise external firms for specialised advice when required. Any new legislative

requirements or rectification initiatives have dedicated teams focused on ensuring our compliance

and training our teams appropriately.

52 MICHAEL HILL | 2023 ANNUAL REPORT
NON-IFRS FINANCIAL INFORMATION

This report contains certain non-IFRS financial measures of historical financial performance. Non-IFRS financial measures are

financial measures other than those defined or specified under all relevant accounting standards. The measures therefore may not

be directly comparable with other companies' measures. Many of the measures used are common practice in the industry in which

the Group operates. Non-IFRS financial information should be considered in addition to, and is not intended to be a substitute

for, or more important than, IFRS measures. The presentation of non-IFRS measures is in line with Regulatory Guide 230 issued

by Australian Securities and Investments Commission (ASIC) to promote full and clear disclosure for investors and other users of

financial information, and minimise the possibility of those users being misled by such information.

The measures are used by management and directors for the purpose of assessing the financial performance of the Group and

individual segments. The directors also believe that these non-IFRS measures assist in providing additional meaningful information

on the drivers of the business, performance and trends, as well as the position of the Group. Non-IFRS financial measures are also

used to enhance the comparability of information between reporting periods by adjusting for non-recurring or controllable factors

which affect IFRS measures, to aid the user in understanding the Group's performance. Consequently, non-IFRS measures are used

by the directors and management for performance analysis, planning, reporting and incentive setting. These measures are not

subject to audit.

The non-IFRS measures used in describing the business performance include:

• Earnings before interest, tax, depreciation and amortisation (EBITDA)

• Earnings before interest and tax (EBIT)

• Comparable EBIT

• Significant items.

COMPARABLE EBIT

COMPARABLE EBIT HAS BEEN CALCULATED AS FOLLOWS:

2023

$’000

2022

$’000

Statutory EBIT58,883 73,236

Add back costs relating to:

Impact of IFRIC SaaS-related guidance7,3565,986

Employee restructure costs734-

Bevilles acquisition transaction costs1,960-

Less items relating to:

Impact of AASB 16 Leases(10,044)(13,489)

Government grants received (AU, NZ, CA)-(2,864)

Comparable EBIT58,88962,869

ENVIRONMENTAL REGULATIONS

The Group has determined that no particular or significant environmental regulations apply to it.

MICHAEL HILL | 2023 ANNUAL REPORT 53
From left: Jacqueline Naylor, Robert Fyfe, Daniel Bracken, Emma Hill, David Whittle, Sir Michael Hill and Gary Smith

ROBERT FYFE

B.Eng, F.E.N.Z., C.N.Z.M.

Rob was appointed a Director of the Company on 9 June 2016 and has served as Director of Michael Hill’s listed entity since 6

January 2014. He was appointed Chair of the Board in June 2021. Rob served as CEO of Air New Zealand between 2005 and 2012,

a period that saw a resurgence in Air New Zealand to become one of the most recognised and awarded airlines in the world and

one of the best performers in a tough industry. Prior to and subsequent to his time at Air New Zealand, Rob has gained extensive

general management and board experience in various retail businesses operating in New Zealand, Australia and Great Britain,

across sectors including retail banking, telecommunications, pay television, sport, manufacturing and outdoor apparel. In 2015

Rob was awarded an Honorary Doctor of Commerce from University of Canterbury and on New Year’s Eve 2020, Rob was

appointed as a Companion of the New Zealand Order of Merit for services to business and tourism.

Rob is also a Director of Air Canada and has not had any former directorships of listed entities in the last three years.

SPECIAL RESPONSIBILITIES

• Chair

• Non-Executive and Independent Director

• Member of ARMC

• Member of PDRC

SIR RICHARD (MICHAEL) HILL

K.N.Z.M.

Sir Michael is the founder of Michael Hill, and his visionary leadership has been the foundation for the Company’s successful

international expansion. Sir Michael had 23 years of jewellery retailing experience before establishing Michael Hill in 1979, which then

listed on the New Zealand Stock Exchange in 1987. Sir Michael led the Group as Chairman from 1987 until 2015 and was appointed

a Director of the Company on 9 June 2016, having served as Director of Michael Hill’s listed entity since its initial listing on the New

Zealand Stock Exchange. In 2008 he was recognised as Ernst & Young’s ‘Entrepreneur of the Year’ and in 2011 was appointed a Knight

Companion of the New Zealand Order of Merit for services to business and the arts. Sir Michael was appointed Founder President of

the New Zealand listed entity in 2015 in recognition of his special connection with Michael Hill for over 35 years.

Sir Michael is not a Director of any other listed entities and has not had any former directorships of listed entities in the last three years.

SPECIAL RESPONSIBILITIES

• Non-Executive Director

INFORMATION ON

DIRECTORS

DIRECTORS’ INTERESTS IN SHARES AND OPTIONS

148,330,600 Ordinary Shares

DIRECTORS’ INTERESTS IN SHARES AND OPTIONS

1,953,578 Ordinary Shares

54 MICHAEL HILL | 2023 ANNUAL REPORT
DAVID WHITTLE

B.A., B.Com

Dave has considerable brand, data, technology, omni-channel retail and digital transformation experience. He is a Founder of Lexer,

a global software company helping brands and retailers genuinely understand and engage their customers. In 2015, Dave became

the youngest ASX 200 Non-Executive Director when he joined the board of Myer. Previously, Dave spent 10 years with global

advertising group M&C Saatchi in a number of local and international leadership roles, culminating in three years as Managing

Director in Australia. Prior to joining M&C Saatchi, Dave was the first employee of a marketing services group that built four

digital service and software businesses.

SPECIAL RESPONSIBILITIES

• Non-Executive and Independent Director

GARY SMITH

B.Com, F.C.A., F.A.I.C.D.

Gary was appointed a Director of the Company upon incorporation on 24 February 2016 and has served as Director of Michael Hill’s

listed entity since 2 November 2012. Gary has had extensive Director experience across a range of boards and tourism related industry

bodies. He is Chairman of Flight Centre Travel Group Ltd, one of Australia’s top 100 public companies and is a member of their Audit

and Remuneration sub-committees. He is a Chartered Accountant and a Fellow of the Australian Institute of Company Directors.

Gary is a Director of Flight Centre Travel Group Limited and has not had any former directorships of listed entities in the last

three years.

SPECIAL RESPONSIBILITIES

• Non-Executive and Independent Director

• Chair of ARMC

• Member of PDRC

JACQUELINE NAYLOR

M.A.I.C.D.

Jacqueline was appointed a Director of the Company on 15 July 2020. Jacqueline is a highly regarded Australian retail leader with

over thirty years’ executive and board experience in retail, fashion and eCommerce. She is currently an Independent Non-Executive

Director of Myer and was previously a Director of PAS Group, Macpac and the Virgin Australia Melbourne Fashion Festival. This follows

an extensive career as a retail executive (and later an Executive Director) at the Just Group, where Jacqueline oversaw merchandising,

marketing and brand strategies across a portfolio of 800 stores.

Jacqueline is a Director of Myer Holdings Limited and has not had any former directorships of listed entities in the last three years.

SPECIAL RESPONSIBILITIES

• Non-Executive and Independent Director

• Member of ARMC

EMMA HILL

B.Com, M.B.A

Emma was appointed a Director of the Company on 9 June 2016 and has served as Director of Michael Hill’s listed entity since 22

February 2007. She served as Deputy Chair of the Group from 2011 until 2015 when she was appointed Chair. Emma stepped down

from the Chair role in June 2021. Emma has over 30 years’ experience with subsidiaries of the Company commencing on the shop

floor in Whangarei, New Zealand. She held a number of management positions in the Australian company before successfully leading

the expansion of the Group into Canada as Retail General Manager in 2002. Emma holds a Bachelor of Commerce degree and an MBA

from Bond University.

Emma is not a Director of any other listed entities and has not had any former directorships of listed entities in the last three years.

SPECIAL RESPONSIBILITIES

• Non-Executive Director

• Chair of PDRC

DIRECTORS’ INTERESTS IN SHARES AND OPTIONS

167,487,526 Ordinary Shares

DIRECTORS’ INTERESTS IN SHARES AND OPTIONS

80,000 Ordinary Shares

DIRECTORS’ INTERESTS IN SHARES AND OPTIONS

160,000 Ordinary Shares

DIRECTORS’ INTERESTS IN SHARES AND OPTIONS

Nil

MICHAEL HILL | 2023 ANNUAL REPORT 55
DANIEL BRACKEN

Daniel joined the Company as the CEO in November 2018 and was appointed to the Board in June 2021. He has more than 25

years’ experience managing some of the world’s most iconic brands. He has an extensive background in corporate strategy, brand

development, product design, customer engagement, digital expansion and has been instrumental in executing turnaround initiatives

across many retail businesses.

Daniel is not a Director of any other listed entities and has not had any former directorships of listed entities in the last three years.

SPECIAL RESPONSIBILITIES

• Managing Director

• Chief Executive Officer

MEETINGS OF DIRECTORS

The numbers of meetings of the Company’s Board of Directors and of each Board committee held during the year ended 2 July 2023,

and the numbers of meetings attended by each director were:

COMMITTEE MEMBERSHIP

As at the date of this report, Michael Hill International Limited has an Audit and Risk Management Committee and a People

Development and Remuneration Committee.

AUDIT AND RISK

MANAGEMENT COMMITTEE

Gary Smith (Chair)

Robert Fyfe

Jacqueline Naylor

PEOPLE DEVELOPMENT AND

REMUNERATION COMMITTEE

Emma Hill (Chair)

Robert Fyfe

Gary Smith

FULL MEETINGS

OF DIRECTORS

MEETING OF COMMITTEES

AUDIT AND RISK

MANAGEMENT

PEOPLE DEVELOPMENT

AND REMUNERATION

ABABAB

R I Fyfe

15155577

Sir R M Hill1215----

E J Hill1515--77

G W Smith13155577

J E Naylor151555--

D Whittle*------

D Bracken

1515----

A = Number of meetings attended

B = Number of meetings held during the time the director held office or was a member of the committee during the year

*D Whittle was appointed as director subsequent to balance sheet date.

COMPANY SECRETARIES

The Company has appointed two company secretaries, Andrew Lowe and Emily Bird.

Andrew Lowe, who is also the Chief Financial Officer of the Group, was appointed to the position of Company Secretary on 1 March

2019, having held that position previously (15 December 2017 to 22 January 2018). Andrew holds a Bachelor of Commerce, a Bachelor

of Laws (Hons) and a Masters of Applied Finance, and is a qualified Chartered Accountant and a Chartered Taxation Adviser of the

Taxation Institute of Australia. Andrew has extensive experience in finance and leadership roles across a range of listed corporate

groups with Australian and offshore operations.

Emily Bird, who is also the General Counsel of the Group, was appointed to the position of Company Secretary on 31 July 2020.

Emily joined Michael Hill in September 2019 as Senior Legal Counsel, and was appointed General Counsel & Company Secretary in

July 2020. She holds a Bachelor of Laws, Bachelor of Arts (Psychology), Graduate Diploma in Legal Practice, Graduate Diploma in

Applied Corporate Governance and Risk, and has completed the Company Directors Course at the Australian Institute of Company

Directors. Emily has broad legal experience with in-house roles at Lactalis Australia (formerly Parmalat Australia), Virgin Blue (now Virgin

Australia) and a secondment at Tarong Energy (now Stanwell Corporation), having started her legal career at top-tier firm Clayton Utz.


DIRECTORS’ INTERESTS IN SHARES AND OPTIONS

201,869 Ordinary Shares

4,331,046 Share Rights

56 MICHAEL HILL | 2023 ANNUAL REPORT
LETTER FROM THE CHAIR OF THE

PEOPLE DEVELOPMENT AND

REMUNERATION COMMITTEE

Dear Shareholders,

On behalf of Michael Hill Group, I am pleased to present the

FY23 remuneration report. The report outlines the Group’s

remuneration strategy and framework and details how the

Board has approached remuneration to retain and incentivise

key management personal (KMP) while aligning reward with

shareholder value creation.

Over the past several years Michael Hill Group has

achieved significant growth and transformation on the journey

to become a high performing, modern, differentiated, omni-

channel jewellery group. In FY23 however, the

Group experienced a decline on FY22 in Comparable EBIT.

This decline can be attributed to higher COGS pressure,

wage inflation and elevated New Zealand security costs.

In addition, we experienced a more challenging second half

as macroeconomic conditions deteriorated and consumer

confidence declined.

Key results from FY23 include:

• Total Group revenue of $629.6m (2022: $595.2m) – an

increase of 5.8%

• Statutory EBIT* of $58.9m (2022: $73.2m) – a decrease of 19.6%

• Comparable EBIT* of $58.9m (2022: $62.9m) – a decrease of 6.3%

• EPS of 9.20 cents (2022: 12.03 cents) – a decrease of 23.5%

*Statutory EBIT and Comparable EBIT are non-IFRS information and are

unaudited. Please refer to non-IFRS information section in the Directors'

Report for an explanation of non-IFRS information and a reconciliation

of EBIT and Comparable EBIT.

It is the Company’s policy to conduct Executive remuneration

benchmarking every three years and to consider outcomes

in line with Company policy including market trends.

Late last year we reviewed our remuneration practices to

ensure the structure and level of award was reflective of

modern compensation packages.

PricewaterhouseCoopers conducted benchmarking of KMP

and the broader Executive Team using a consumer

discretionary peer group of companies 50% to 200% of our

market cap as reference data. The insights from this review

resulted in changes to KMP and executive packages to ensure

continued retention of our high performing Executive Team

while more closely aligning compensation mix with long term

value creation.

The structure of compensation is designed with a mix of market

competitive fixed remuneration, short term incentives (STI)

to reward annual performance and long term incentives (LTI) to

align long term financial performance and shareholder

value creation.

As a result of the benchmarking the CEO’s base salary

increased by 4.50%, STI potential as a percentage of total fixed

remuneration reduced by 13% and LTI potential increased by

42%. The CFO’s base salary increased by 4.96%, STI potential

as a percentage of total fixed remuneration increased by 1%

and LTI potential increased by 7.5%.

FY23 Remuneration

The STI awarded for the year was 35% of potential and 70% of on

target for both the CEO and CFO. The KPI for on target EBIT was

not achieved, however, in consideration of the significant costs

related to New Zealand security which materially impacted profit

in New Zealand, the Committee applied discretion to award 50%

of the on target STI for the Financial KPI. The deliverables related

to the non financial KPIs of Strategy, Customer and People were

achieved and 100% of STI applicable to these KPIs was awarded.

LTI awarded over the year was 95% of fixed remuneration for

CEO and 40% for CFO. 570,674 awards vested to the CEO and

187,776 awards vested to the CFO in the year.

Non-Executive Director (NED) fees were increased by the Wage

Price Index (WPI) of 2.6%. There were no other changes to the

structure of NED fees.

In conclusion, the Board believes the remuneration changes and

outcomes for FY23 reflect an appropriate alignment between

pay and performance during the year and are also fair in terms of

the operating environment in which decisions have been made.

Whilst experiencing challenging trading, security and economic

conditions that contributed to a decline in comparable EBIT, the

Company did have a record year in revenue results. The Executive

remuneration set out in this report is considered by the Board to

be reflective of this performance.

Regards,

Emma Hill

Chair of the People Development

and Remuneration Committee

AUDITED REMUNERATION REPORT

The directors present the 2023 Michael Hill International Limited remuneration report, outlining key aspects of our remuneration

policy and framework, and remuneration awarded during FY23. The information provided in this remuneration report has been

audited as required by section 308(3C) of the Corporations Act 2001.

MICHAEL HILL | 2023 ANNUAL REPORT 57
REMUNERATION OVERVIEW

This report sets out the remuneration arrangements for Michael Hill International’s key management personnel (KMP). KMP have the

authority and responsibility for planning, directing and controlling the activities of the entity. All KMP listed below have held their

positions for the entire reporting period unless indicated otherwise.

NAMEPOSITIONCOMMENCEMENT AS KMP

Non-Executive Directors

Robert FyfeChair and Non-Executive Director2016

Sir Richard Michael HillFounder and Non-Executive Director2016

Emma HillNon-Executive Director2016

Gary SmithNon-Executive Director2016

Jacqueline NaylorNon-Executive Director2020

Managing Director and CEO

Daniel BrackenManaging Director and Chief Executive Officer2019

Executive

Andrew Lowe

Chief Financial Officer and

Company Secretary

2017

PEOPLE DEVELOPMENT AND REMUNERATION COMMITTEE

The primary objective of the People Development and Remuneration Committee (PDRC) is to assist the Board fulfil its corporate

governance and oversight responsibilities in relation to the Company’s people strategy including remuneration components,

performance measurements and accountability frameworks, recruitment, engagement, retention, talent management and

succession planning.

The following non-executive directors are members of the PDRC for the 2023 reporting period:

• Emma Hill – Chair of the PDRC

• Robert Fyfe – Chair of the Board of Directors

• Gary Smith – Independent Non-Executive Director

USE OF REMUNERATION CONSULTANTS

The PDRC obtains independent advice every three years on the appropriateness of remuneration practices of the Group given

trends in comparative companies and the objectives of the Group’s remuneration strategy. This advice was gained in FY22 and

considered in FY23 remuneration decisions. No advice was sought in FY23. Advice will next be gained in FY25 to assist in informing

remuneration outcomes in FY26.

58 MICHAEL HILL | 2023 ANNUAL REPORT
REMUNERATION FRAMEWORK

Our remuneration philosophy is guided by our vision to be a modern, differentiated, omni channel jewellery group. The structure

of compensation is designed with a mix of market competitive fixed remuneration, short term incentives to reward annual

performance and long term incentives to align financial performance and shareholder value creation.

OUR VALUES

01.02.03.

We care

We are

professional

We are inclusive

and diverse

We create

outstanding

experiences

Attract, motivate &

retain talent

Reward the

achievement of

strategic objectives

Align to shareholder

value creation

OUR REMUNERATION PHILOSOPHY

FIXED REMUNERATIONSHORT TERM INCENTIVELONG TERM INCENTIVE

How is it set?

Fixed remuneration is set with

reference to market competitive

rates in comparative companies for

similar positions, adjusted

to account for the experience,

ability and effectiveness of the

individual Executive.

Executive KMP participate

in the Group’s STI program

which is directed to achieving

Board approved on target and

outperformance targets.

The Company has established an LTI

plan as deferred compensation.

How is it

delivered?

Base salary plus any fixed elements

including superannuation and

leave entitlements.

Cash for on target performance and

for outperformance.

An issue of share rights is made to

Executive KMP. The rights vest at

the end of the performance period

if certain performance hurdles and

vesting conditions are met.

What is the

objective?

Attract and retain key

Executive talent.

Drive annual profit growth and align

Executive reward with achievement

of performance targets that

underpin strategy.

Reward Executive KMP for

sustainable long term growth

aligned to shareholders' interests.

OUR REMUNERATION FRAMEWORK

MICHAEL HILL | 2023 ANNUAL REPORT 59
RELATIONSHIP OF REMUNERATION TO GROUP PERFORMANCE

The remuneration framework operates to create a clear link between Executive remuneration and the Group’s performance.

Increased incentive remuneration outcomes for KMP reflect increased revenue, NPAT and dividends. The overall level of

remuneration takes into consideration the performance of the Group over several years. The performance of the Group over the

past five years is summarised below:

GROUP PERFORMANCE

20232022202120202019

Revenue ($'000)629,562595,210 556,486 492,060 569,500

Comparable EBIT* ($'000)58,889 62,870 56,594 25,686 34,608

Profit for the year attributable to

owners of the Company ($'000)

35,18246,712 41,015 3,059 16,498

Earnings per share (cents)9.20c12.03c10.57c0.79c4.26c

Dividends paid during the

financial year

1

($'000)

30,71925,239 11,636 5,817 19,365

Market capitalisation ($'000)339,822361,105 322,158 131,841 209,385

Share price at year end ($)0.900.93 0.83 0.34 0.54

Return on average total assets6.7%9.3%9.0%0.7%4.3%

*EBIT and Comparable EBIT are Non-IFRS Information and are unaudited. Please refer to Non-IFRS Information in the Directors' Report for an

explanation of Non-IFRS information and a reconciliation of EBIT and Comparable EBIT.

¹The dividends paid in FY21 are the postponed interim dividend for FY20 and the interim dividend for FY21. No final dividend was declared for FY20.

The first graph below shows the share price growth and movement compared to the ASX300 whilst the second graph shows the

dividend paid and yield per financial year.

Jan 23Jul 22Jan 22Jul 21Jan 21Jul 20Jan 20Jul 19

$0.0

$0.2

$0.4

$0.6

$0.8

$1.0

$1.2

$1.4

$1.6

1,000

2,000

3,000

4,000

5,000

6,000

7,000

8,000

9,000

Share PriceASX 300 (RHS)DividendYield (RHS)

FY23FY22FY21FY20

cents per share

0.0

1.0

2.0

3.0

4.0

5.0

6.0

7.0

8.0

9.0

1%

0%

2%

3%

4%

5%

6%

7%

8%

9%

10%

Share Price and ASX 300Dividend and Yield

60 MICHAEL HILL | 2023 ANNUAL REPORT
The graphs below show the relationship of KMP remuneration to revenue and Adjusted Earnings Per Share

2

for the last four

financial years.

2

Adjusted Earnings Per Share is calculated similarly to statutory Earnings Per Share except EBIT is adjusted to Comparable EBIT as set out in the

Directors' Report.

FY23 EXECUTIVE KMP REMUNERATION

In the lead up to FY23, PricewaterhouseCoopers were engaged to conduct benchmarking on KMP remuneration. As per our policy,

this formal benchmarking activity is conducted every three years. The findings from this activity contributed to the remuneration

outcomes for FY23 KMP remuneration. Any changes to remuneration mix are outlined in this section.

REMUNERATION MIX

The total remuneration for Executive KMPs comprises both fixed remuneration and at risk components in the form of on target

STI, outperformance STI and LTI. The remuneration mix is designed to compensate KMP in a way that strongly correlates to Group

performance. The outperformance STI gives the Executive KMPs the ability to earn the equivalent on target STI value in cash.


KMP

FIXED

REMUNERATION

MAXIMUM STILT ITOTAL

Daniel Bracken – CEO35.0%32.0%33.0%100.0%

Andrew Lowe – CFO49.0%32.0%19.0%100.0%

FIXED REMUNERATION

Fixed remuneration is reviewed annually, and our policy in this review is to consider the consumer price index (CPI), Executive

performance and retention, and increases to any applicable superannuation concessional contributions cap. Remuneration is set

with reference to market competitive rates in comparable companies for similar positions adjusted for the experience, ability and

effectiveness of the individual Executive KMP. Fixed remuneration includes base salary and superannuation contributions at the rate

of the concessional contributions cap. At the commencement of the reporting period, the base salary of the CEO increased by

4.50% and the base salary of the CFO increased by 4.96%. Superannuation was maintained at the concessional contributions cap of

$27,500 for both KMP.

SHORT TERM INCENTIVE SCHEME

The Group’s STI program is designed to reward delivery of annual profit targets and ensure achievement of strategic and

operational objectives. The STI is detailed in performance scorecards that are set by the PDRC. The scorecards detail the

performance goals, targets and weightings for each Executive across the key performance areas of financial, strategy, customer

and people. The CEO’s scorecard is comprised of core objectives from each Executive’s scorecard.

The program is supported by a performance management system giving visibility and transparency of progress by each Executive.

Performance against key performance indicators (KPIs) is formally measured on a biannual basis and informally in regular meetings.

$0

$500,000

$1,000,000

$1,500,000

$2,000,000

$2,500,000

$3,000,000

$3,500,000

$4,000,000

$500m

$550m

$600m

$700m

Revenue (RHS)KMP FixedKMP STIKMP LTI

FY23FY22FY21FY20

FY23FY22FY21FY20

0

(4)

(2)

2

4

6

8

10

12

14

cents per share

Adjusted EPS (RHS)KMP FixedKMP STIKMP LTI

$0

$500,000

$1,000,000

$1,500,000

$2,000,000

$2,500,000

$3,000,000

$3,500,000

$4,000,000

KMP Remuneration and Revenue

KMP Remuneration and Adjusted

Earnings Per Share

MICHAEL HILL | 2023 ANNUAL REPORT 61
The STI program in FY23 for KMP was structured as follows:

Performance period

Annual award for Financial KPI

Six monthly award for Strategy, Customer and People KPIs

Opportunity

CEO – 92% of fixed remuneration comprised of 46% for on target performance, and 46% for

outperformance (this represents a reduction of 13% on FY22)

CFO – 66% of fixed remuneration comprised of 33% for on target performance, and 33% for

outperformance (this represents an increase of 1% on FY22)

How the STI is paid?In cash for on target performance and in cash for outperformance

On target performance measures

Financial KPI 60% weighting

Strategy, Customer and People KPIs 40% weighting

Performance measure for

outperformance component

Starting at $2.0m above FY23 budgeted EBIT and increasing progressively

How is STI assessed?

The PDRC reviews the CEO’s performance against the performance targets and objectives set

for that year. The CEO assesses the performance of the CFO, with the CEO having oversight of

his direct reports and the day-to-day functions of the Company. The PDRC reviews the assessed

performance for Board endorsement.

STI OUTCOMES

The following tables detail the FY23 STI scorecard KPIs and assessment applied to the CEO.

KPI2023 PERFORMANCE ASSESSMENT

Financial (60% weighting)

EBIT

The Committee used discretion to award 50% of the on target EBIT

STI due to the significant costs related to New Zealand security which

materially impacted profit in New Zealand

Strategy (15% weighting)

Growth, Cyber security, Store of the future, Brand ambassador

On target performance achieved for all objectives

Customer (15% weighting)

Store refresh program, Insurance, Brilliance by Michael Hill loyalty

program, data and insights

On target performance achieved for all objectives

People (10% weighting)

Culture and engagement, ESG

On target performance achieved for all objectives

62 MICHAEL HILL | 2023 ANNUAL REPORT
Performance period3 years

Opportunity

CEO – 95% of fixed remuneration (this represents an increase of 42% on FY22)

CFO – 40% of fixed remuneration (this represents an increase of 7.5% on FY22)

InstrumentShare rights

Performance metric

Total Shareholder Return (TSR) compound annual growth rate (CAGR) over 3 years

Earnings per Share (EPS) CAGR over 3 years

Vesting condition

Subject to remaining an employee of the Group at the performance hurdle assessment date (10 days

following the release of the FY25 results), and satisfaction of the TSR and EPS target metrics, share rights

will vest in accordance with a sliding vesting schedule.

The absolute TSR sliding vesting schedule is as follows:

• No rights vest if TSR is equal to or less than 10% CAGR

• 10% of share rights vest for each 1% increase in CAGR performance between 10% CAGR to 20% CAGR

• 100% of share rights vest if TSR is equal to or above 20% CAGR

The EPS sliding vesting schedule is as follows:

• No rights vest if EPS is equal to or less than 5% CAGR

• 10% of share rights vest for each 1% increase in CAGR between 5% CAGR to 10% CAGR

• 100% of share rights vest if EPS is equal to or above 10% CAGR

Awards are subject to a service condition requiring the Executive KMP to remain employed by the Group

until the performance hurdle assessment date

Rationale for the performance

metric and condition

The absolute TSR and EPS metrics have been deemed by the PDRC to be a suitable market based

measure to create alignment between the interests of Executive KMP and the interests of shareholders

What happens when a KMP

ceases employment?

If the KMP’s employment is terminated for cause, or due to resignation, all unvested share rights will

lapse, unless the Board determines otherwise

Dividends and voting rights

Share rights do not confer on the holder any entitlement to any dividends or other distributions by the

Group or any right to attend or vote at any general meeting of the Group

ANALYSIS OF BONUSES INCLUDED IN REMUNERATION

INCENTIVEREMUNERATION

KMP’s short-term

incentive cash bonuses

On target

achieved


%

Out-

performance

achieved

%

Total potential

available


$

Cash STI

component


$

Total STI

included


$

Amount forfeited


$

Daniel Bracken 70 0 979,570342,850342,850636,721

Andrew Lowe 70 0359,700125,895125,895233,805

The CEO and CFO earned 70% of their on target STI. This STI was awarded due to the achievement of 100% of the strategy,

customer and people performance measures, and 50% of on target EBIT performance due to the discretion the Committee applied.

LONG TERM INCENTIVE SCHEME

The FY23 LTI program for KMP was structured as follows:

MICHAEL HILL | 2023 ANNUAL REPORT 63
FY23 LTI OUTCOMES

Both Executive KMP were eligible to participate in the FY23 LTI

in accordance with the LTI program detailed in the preceding

table. For the CEO, the grant of share rights under the FY23 LTI

plan was approved by shareholders at the FY22 Annual General

Meeting. Further details of the number of share rights granted

to the CEO and CFO in relation to the FY23 LTI can be found

later in this report under the heading ‘Reconciliation of Options

and Share Rights held by KMP’.

OTHER BENEFITS

Executive KMP do not receive additional benefits, such as non-

cash benefits, other than superannuation, as part of the terms

and conditions of their appointment. Loans are not provided.

SERVICE CONTRACTS

It is the Group’s policy that service contracts for KMP are

unlimited in term but capable of termination on three months’

notice (six months in the case of the CEO) and that the Group

retains the right to terminate the contract immediately, by

making payment equal to three months’ pay in lieu of notice

(or six months in the case of the CEO). KMP are also entitled

to receive on termination of employment their statutory

entitlements of accrued annual and long service leave,

together with any superannuation benefits.

FY23 NON-EXECUTIVE DIRECTOR REMUNERATION

Total compensation for all Non-Executive Directors, last voted upon by shareholders on 29 June 2016, is not to exceed $840,000 per

annum. Directors’ base fees for FY23 were $106,945 per annum. The Board Chair receives twice the base fee. Additional fees are

paid where a Director is Chair of a committee.

It is the Company’s policy to consider CPI and the WPI in determining any increase to Directors’ fees annually. In FY23, CPI was

6.1% and WPI was 2.6%. It was decided that that the appropriate measure to apply was WPI and the Non-Executive Director fees

increased by the WPI percentage of 2.6%.

All Non-Executive Directors enter into a service agreement with the Company in the form of a letter of appointment. The letter

summarizes the Board policies and terms, including remuneration, relevant to the office of Director. Non-Executive Directors do

not receive performance-related compensation. Directors’ fees cover all main Board activities and membership of committees.

Non-Executive Directors are not provided with retirement benefits apart from statutory superannuation.

Committee Chair fees$

People Development and Remuneration22,095

Audit and Risk33,143

64 MICHAEL HILL | 2023 ANNUAL REPORT
DIRECTOR AND EXECUTIVE REMUNERATION OUTCOMES

FOR FY23

Details of the nature and amount of each major element of remuneration of each Director of the Company and other KMP of the

consolidated entity are:

SHORT-TERM

LONG-

TERM

POST-EMPLOYMENT

SHARE-

BASED

PAYMENTS

NameSalary &

fees*



$

STI cash

bonus



$

Non-monetary

benefits

(deferred

share rights)

$

Total




$

Long

service

leave


$

Super-

annuation

benefits


$

Termination

benefits



$

Share rights




$

Total




$

Proportion

remuneration

performance

related

$

Value of

rights as

proportion of

remuneration

$

Non-Executive Directors

Emma Jane Hill

2023 128,748-- 128,748---- 128,748--

2022121,907 --121,907 ----121,907 --

Sir Richard Michael Hill

2023 106,702-- 106,702---- 106,702--

2022101,034 --101,034 ----101,034 --

Gary Warwick Smith

2023 126,634-- 126,634- 13,454-- 140,088--

2022124,125 --124,125 -12,413 --136,538 --

Robert Ian Fyfe

2023 213,405-- 213,405---- 213,405--

2022202,068 --202,068 ----202,068 --

Jacqueline Elizabeth Naylor

2023 96,674-- 96,674- 10,390-- 107,064--

202294,759 --94,759 -9,476 --104,235--

Total Non-Executive Director Remuneration

2023 672,163-- 672,163- 23,844-- 696,007--

2022643,893 --643,893 -21,889 --665,782 --

MICHAEL HILL | 2023 ANNUAL REPORT 65
KMP

Daniel Bracken, CEO

2023 1,062,937 342,850- 1,405,787 21,252 27,500- 290,033 1,744,57219.65%16.62%

20221,050,052 535,544 535,543 2,121,139 35,231 27,500 -156,176 2,340,046 45.77%6.67%

Andrew Lowe, CFO

2023 523,568 125,895- 649,463 11,117 27,500- 78,139 766,21916.43%10.20%

2022502,689 169,179 169,179 841,047 15,673 27,500 - 47,161 931,381 36.33%5.06%

Total KMP Remuneration

2023 1,586,505 468,745- 2,055,250 32,369 55,000- 368,172 2,510,79118.67%14.66%

20221,552,741 704,723 704,722 2,962,186 50,904 55,000 - 203,337 3,271,427 43.08%6.22%

Total Director and KMP Remuneration

2023 2,258,668 468,745- 2,727,413 32,369 78,844- 368,172 3,206,79814.62%11.48%

20222,196,634 704,723 704,722 3,606,079 50,904 76,889 - 203,337 3,937,209 35.80%5.16%

*Salary and fees include the net leave entitlement accrual, calculated as leave accrued less leave taken.

SHORT-TERM

LONG-

TERM

POST-EMPLOYMENT

SHARE-

BASED

PAYMENTS

NameSalary &

fees*



$

STI cash

bonus



$

Non-monetary

benefits

(deferred

share rights)

$

Total




$

Long

service

leave


$

Super-

annuation

benefits


$

Termination

benefits



$

Share rights




$

Total




$

Proportion

remuneration

performance

related

$

Value of

rights as

proportion of

remuneration

$

66 MICHAEL HILL | 2023 ANNUAL REPORT
ADDITIONAL STATUTORY

INFORMATION

EQUITY INSTRUMENTS

All options or rights refer to options or rights over ordinary

shares of Michael Hill International Limited, which are

exercisable on a one-for-one basis under the executive

incentive plan.

MODIFICATION OF TERMS

OF EQUITY-SETTLED

SHARE-BASED PAYMENT

TRANSACTIONS

No terms of equity-settled share-based payment transactions

(including options and rights granted as compensation to

a KMP) have been altered or modified by the issuing entity

during the reporting period or the prior period. Upon exercise

of any option previously granted with a NZ$ exercise price,

the exercise price will be converted to AU$ with reference to

the Reserve Bank of Australia foreign exchange rate on that

date. The exercise price of any future option grants will be set

by using the same method, with reference to the Australian

Securities Exchange ('ASX').

ANALYSIS OF OPTIONS

AND RIGHTS OVER EQUITY

INSTRUMENTS GRANTED AS

COMPENSATION

No options were granted to KMP as compensation for the

financial year.

SHARE RIGHTS

The number of share rights issued to KMP and senior

management during FY23 was 4,001,391 share rights. Of these,

share rights issued to KMP are set out below. Refer to note D3

of the accompanying financial report for further details.

SHARE RIGHTS

KMPIssued during the year

Number

Fair value per share right

$

Daniel Bracken 1,386,750 0.85

Andrew Lowe 347,060 0.85

MICHAEL HILL | 2023 ANNUAL REPORT 67
BALANCE AT START OF THE YEAR

BALANCE AT END

OF THE YEAR

KMP share

rights movements

Vested and

exercisable

UnvestedIssuedForfeitedVestedExercisedVested and

exercisable

Unvested

Daniel Bracken*

FY19 LTI Plan

Tranche One- 27,504 - - 27,504- 27,504 -

Tranche Two- 27,504-- 27,504- 27,504-

Tranche Three- 55,010----- 55,010

FY20 LTI Plan

Tranche One- 35,615-- 35,615- 35,615-

Tranche Two- 35,615----- 35,615

Tranche Three- 71,229----- 71,229

FY21 LTI Plan

Single Issue- 2,057,738----- 2,057,738

FY22 LTI Plan

Single Issue- 634,081----- 634,081

FY22 STI Plan

Single Issue--480,051-480,051-480,051-

FY23 LTI Plan

Single Issue--906,699----906,699

RECONCILIATION OF OPTIONS AND SHARE RIGHTS HELD

BY KMP

No options are held by KMP. The number of rights over ordinary shares held during the financial year by KMP, including the number

issued, vested, exercised and forfeited is set out below:

68 MICHAEL HILL | 2023 ANNUAL REPORT
Andrew Lowe

FY18 LTI Plan

Tranche Two- 4,325 - - 4,325 (4,325) --

Tranche Three- 8,648 -- 8,648 - 8,648 -

FY19 LTI Plan

Tranche One- 8,365 - - 8,365 (8,365)--

Tranche Two- 8,365 -- 8,365 - 8,365 -

Tranche Three- 16,733 ----- 16,733

FY20 LTI Plan

Tranche One- 6,424 - 6,424 - 6,424 -

Tranche Two- 6,424 ----- 6,424

Tranche Three- 12,847 ----- 12,847

FY21 LTI Plan

Single Issue- 603,119 ----- 603,119

FY22 LTI Plan

Single Issue- 200,307 ----- 200,307

FY22 STI Plan

Single Issue--151,649151,649-151,649-

FY23 LTI Plan

Single Issue-- 195,411 ---- 195,411

Total- 3,819,853 1,733,810- 758,450(12,690) 745,760 4,795,213

*Share rights granted to Daniel Bracken during the reporting period were approved by shareholders at the Company's 2022 AGM as required

by ASX Listing Rule 10.14.

BALANCE AT START OF THE YEAR

BALANCE AT END

OF THE YEAR

Vested and

exercisable

UnvestedIssuedForfeitedVestedExercisedVested and

exercisable

Unvested

MICHAEL HILL | 2023 ANNUAL REPORT 69
SHAREHOLDINGS

The number of ordinary shares held during the financial year by KMP is set out below:

NAME

BALANCE

AT START OF

THE YEAR

RECEIVED ON

EXERCISE OF

RIGHTS

OTHER

CHANGES

BALANCE AT

END OF THE

YEAR

Non-Executive Directors

Emma Hill* 167,487,526 - - 167,487,526

Sir Richard (Michael) Hill* 148,330,600 - - 148,330,600

Gary Smith80,000 - - 80,000

Robert Fyfe 2,293,640 - (340,062)1,953,578

Jacqueline Naylor160,000 - - 160,000

KMP

Daniel Bracken201,869 - -201,869

Andrew Lowe 4,325 12,690- 17,015

*Includes common shareholding due to a related party.

70 MICHAEL HILL | 2023 ANNUAL REPORT
VOTING OF SHAREHOLDERS

AT LAST YEAR’S ANNUAL

GENERAL MEETING

The Company received 94.7% of “For” votes on its

remuneration report for FY22. The Company did not receive

any specific feedback at the AGM or throughout the year on its

remuneration practices.

INSURANCE OF OFFICERS

AND INDEMNITIES

The Company’s Constitution provides that it may indemnify

any person who is, or has been, an officer of the Group,

including the directors, the Secretaries and other officers,

against liabilities incurred whilst acting as such officers to

the extent permitted by law. The Company has entered into

a Deed of Indemnity, Insurance and Access with each of the

Company’s directors, Company Secretaries and certain other

officers. No director or officer of the Company has received

benefits under an indemnity from the Company during or

since the end of the year.

The Company has paid a premium for insurance for officers

of the Group. This insurance is against a liability for costs and

expenses incurred by officers in defending civil or criminal

proceedings involving them as such officers, with some

exceptions. The contract of insurance prohibits disclosure of

the nature of the liability insured against and the amount of the

premium paid.

To the extent permitted by law, the Company has agreed to

indemnify its auditor, Ernst & Young, as part of the terms of its

audit engagement agreement against claims by third parties

arising from the audit (for an unspecified amount). No payment

has been made to indemnify Ernst & Young during or since the

financial year.

NON-AUDIT SERVICES

The following non-audit services were provided by the entity's

auditor, Ernst & Young (Australia). The directors are satisfied

that the provision of non-audit services is compatible with the

general standard of independence for auditors imposed by the

Corporations Act 2001. The nature and scope of each type of

non-audit service provided means that auditor independence

was not compromised.

Ernst & Young (Australia) received or are due to receive the

following amounts for the provision of non-audit services:

ERNST & YOUNG (AUSTRALIA)

2023

$

2022

$

Advisory fees- 3,682

Total remuneration for non-audit services - 3,682

AUDITOR’S INDEPENDENCE DECLARATION

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 (Cth) is included in

this report.

ROUNDING OF AMOUNTS

The Company is of a kind referred to in ASIC Legislative Instrument 2016/191, relating to the 'rounding off' of amounts in the

Directors' Report. Amounts in the Directors' Report have been rounded off in accordance with the instrument to the nearest

thousand dollars, or in certain cases, to the nearest dollar.

This report is made on 25 August 2023 in accordance with a resolution of directors as required by section 298 of the

Corporations Act 2001.

R I Fyfe

Chair

Brisbane

25 August 2023

MICHAEL HILL | 2023 ANNUAL REPORT 71
AUDITOR’S INDEPENDENCE DECLARATION

TO THE DIRECTORS OF MICHAEL HILL

INTERNATIONAL LIMITED

As lead auditor for the audit of the financial report of Michael Hill International Limited for the financial year ended 2 July 2023,

I declare to the best of my knowledge and belief, there have been:

a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit;

b. No contraventions of any applicable code of professional conduct in relation to the audit; and

c. No non-audit services provided that contravene any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Michael Hill International Limited and the entities it controlled during the financial year.

Ernst & YoungKellie McKenzie

Partner

25 August 2023

Ernst & Young

111 Eagle Street

Brisbane QLD 4000 Australia

GPO Box 7878 Brisbane QLD 4001

Tel: +61 7 3011 3333

Fax: +61 7 3011 3100

ey.com/au

A member firm of Ernst & Young Global Limited

Liability limited by a scheme approved under Professional Standards Legislation

72 MICHAEL HILL | 2023 ANNUAL REPORT
“ It has been a very busy year

at Michael Hill and I’d like to

both acknowledge and thank

the team for their unwavering

focus and energy throughout

the year.”

DANIEL BRACKEN, MANAGING DIRECTOR & CEO

MICHAEL HILL | 2023 ANNUAL REPORT 73
FINANCIAL STATEMENTS

74

Consolidated

Statement of Profit

or Loss and Other

Comprehensive

Income

79

Notes to the

Financial

Statements

75

Consolidated

Statement of

Financial Position

126

Directors’

Declaration

76

Consolidated

Statement of

Changes In Equity

127

Independent

Auditor’s Report

77

Consolidated

Statement of

Cash Flow

133

ASX Listing

– Additional

Information

The Directors present the

consolidated financial statements of

Michael Hill International Limited

for the year ended 2 July 2023

74 MICHAEL HILL | 2023 ANNUAL REPORT
CONSOLIDATED STATEMENT OF PROFIT OR LOSS

AND OTHER COMPREHENSIVE INCOME

PROFIT OR LOSS

Notes 2023

$’000

2022

$’000

Revenue from contracts with customersA2629,562595,210

Other incomeA32,2568,913

Cost of goods sold(225,122)(210,384)

Employee benefits expenseD1(168,357)(155,332)

Occupancy costs(9,928)(9,446)

Marketing expenses(44,152)(41,174)

Selling expenses(20,871)(17,674)

Reversal/(impairment) of property, plant and equipment and

other assets

B12,244(3,774)

Depreciation and amortisation expenseF1(57,724)(51,944)

Loss on disposal of property, plant and equipment(116)(231)

Administrative expenses(25,533)(24,157)

Other expenses(22,581)(16,755)

Finance expensesF1(9,931)(7,549)

Profit before income tax49,74765,703

Income tax expenseF8(14,565)(18,991)

Profit for the year35,18246,712

OTHER COMPREHENSIVE INCOME

Notes 2023

$’000

2022

$’000

Item that may be reclassified subsequently to profit or loss:

Currency translation differences arising during the year(2,554)(977)

Other comprehensive income for the year, net of tax(2,554)(977)

Total comprehensive income for the year32,62845,735

Total comprehensive income for the year is attributable to:

Owners of Michael Hill International Limited

32,62845,735

EARNINGS PER SHARE FOR PROFIT ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF THE COMPANY

Notes 2023

cents

2022

cents

Basic earnings per shareF29.2012.03

Diluted earnings per shareF29.0011.86

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

MICHAEL HILL | 2023 ANNUAL REPORT 75
CONSOLIDATED STATEMENT OF FINANCIAL POSITION

ASSETS

Notes 2023

$’000

2022

$’000

Current assets

Cash and cash equivalentsB120,86795,844

Trade and other receivablesF314,5337,541

InventoriesA4203,260181,539

Current tax receivables689944

Contract assetsA2452845

Other current assets5,0615,419

Total current assets244,862292,132

Non-current assets

Trade and other receivables F3995227

Right-of-use assetsA5139,052107,385

Property, plant and equipmentF457,80641,012

GoodwillG117,695-

Other intangible assetsF536,21510,989

Deferred tax assetsF849,11858,552

Contract assets A2371488

Other non-current assets374394

Total non-current assets301,626219,047

Total assets546,488511,179

LIABILITIES

Current liabilities

Trade and other payablesF671,20278,397

Lease liabilitiesA541,07538,183

Contract liabilitiesA220,68524,818

ProvisionsF713,24514,306

Current tax liabilities6,7682,093

Deferred revenue212799

Deferred considerationG11,814-

Total current liabilities155,001158,596

Non-current liabilities

Lease liabilities A5117,51891,386

Contract liabilities A259,41858,605

BorrowingsB212,500-

Provisions F710,8797, 4 9 7

Deferred considerationG12,557-

Total non-current liabilities202,872157,488

Total liabilities357,873316,084

Net assets188,615195,095

EQUITY

Contributed equityF1011,11211,388

Reserves2,6093,369

Retained profits174,894180,338

Total equity188,615195,095

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

76 MICHAEL HILL | 2023 ANNUAL REPORT
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Attributable to owners of Michael Hill

International Limited

Notes




Contributed

Equity



$’000

Share-Based

Payments

Reserve


$’000

Foreign

Currency

Translation

Reserve

$’000

Retained

Profits



$’000

Total Equity




$’000

Balance at 27 June 2021 11,2856373,579158,812174,313

Profit for the year - - - 46,71246,712

Currency translation differences - - (977)- (977)

Total comprehensive income

for the year

- - (977)46,71245,735

Transactions with members in their capacity

as owners:

Dividends paidB3- - - (25,239)(25,239)

Issue of share capital on exercise of share rightsF11103(103)- - -

Transfer option reserve on forfeiture of vested optionsD3- (53)- 53-

Share-based payments expenseD3- 286- - 286

103130(25,186)(24,953)

Balance at 26 June 202211,3887672,602180,338195,095

Profit for the year- - - 35,18235,182

Currency translation differences- - (2,554)- (2,554)

Total comprehensive income for

the year

- - (2,554)35,18232,628

Transactions with members in their capacity

as owners:

Dividends paid/providedB3- - - (30,719)(30,719)

Issue of share capital on exercise of share rightsF1024(24)- - -

Share-based payments expenseD3- 1,818- -1,818

Share buy-backF10(300) -- (9,907)(10,207)

(276)1,794- (40,626)(39,108)

Balance at 2 July 202311,1122,56148174,894188,615

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

MICHAEL HILL | 2023 ANNUAL REPORT 77
CONSOLIDATED STATEMENT OF CASH FLOWS

Notes 2023

$’000

2022

$’000

Cash flows from operating activities

Receipts from customers (inclusive of GST and sales taxes)693,744686,575

Payments to suppliers and employees (inclusive of GST

and sales taxes)

(571,361)(541,509)

122,383145,066

Proceeds from sale of in-house Canadian customer

finance debtors

-14,209

Interest received79216

Other revenue received1,4604,477

Interest paid(919)(795)

Leasing interest paidA5(8,791)(6,682)

Income tax paid(6,728)(8,280)

Net GST and sales taxes paid(28,125)(36,437)

Net cash inflow from operating activitiesB180,072111,574

Cash flows from investing activities

Proceeds from sale of property, plant and equipment6136

Payments for property, plant and equipmentF4(26,479)(15,611)

Payments for intangible assetsF5(7,792)(6,860)

Acquisition of Bevilles, net of cash acquiredG1(48,113)-

Net cash (outflow) from investing activities(82,323)(22,435)

Cash flows from financing activities

Proceeds from borrowingsB221,500-

Repayment of borrowingsB2(9,000)-

Principal portion of lease paymentsA5(45,098)(40,464)

Dividends paid to Company's shareholdersB3(30,719)(25,239)

Share buyback / share options exercisedF10(10,207)-

Net cash (outflow) from financing activities(73,524)(65,703)

Net increase in cash and cash equivalents(75,773)23,435

Cash and cash equivalents at the beginning

of the financial year

95,84472,361

Effects of exchange rate changes on cash

and cash equivalents

79648

Cash and cash equivalents at the end of the financial yearB120,86795,844

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

78 MICHAEL HILL | 2023 ANNUAL REPORT

MICHAEL HILL | 2023 ANNUAL REPORT 79
NOTES TO THE

FINANCIAL STATEMENTS

NOTES TO THE

FINANCIAL STATEMENTS

Corporate Information 80

A Financial Overview 80

A1 Segment Information 80

A2 Revenue 82

A3 Other Income 84

A4 Inventories 85

A5 Leases 85

B Cash Management 88

B1 Cash And Cash Equivalents 88

B2 Borrowings 89

B3 Dividends 89

C Financial Risk Management 90

C1 Financial Risk Management 90

C2 Derivative Financial

Instruments 94

C3 Capital Management 94

D Reward And Recognition 95

D1 Employee Benefits 95

D2 Key Management Personnel 95

D3 Share-Based Payments 95

E Related Parties 98

F Other Information 99

F1 Expenses 99

F2 Earnings Per Share 99

F3 Trade And Other Receivables 100

F4 Property, Plant And Equipment 102

F5 Intangible Assets 104

F6 Trade And Other Payables 105

F7 Provisions 105

F8 Tax 106

F9 Auditors’ Remuneration 109

F10 Contributed Equity 109

F11 Reserves 110

G Business Combination 111

G1 Acquisition Of Bevilles 111

H Group Structure 113

H1 Interests In Other Entities 113

H2 Deed Of Cross Guarantee 114

H3 Parent Entity Financial

Information 117

I Unrecognised Items 118

I1 Contingencies

And Commitments 118

I2 Events Occurring After The End Of

The Reporting Period 118

J Summary of Accounting

Policies & Significant

Estimates & Judgements 119

J1 Summary Of Significant

Accounting Policies 119

J2 Significant Estimates

And Judgements 125

80 MICHAEL HILL | 2023 ANNUAL REPORT
NOTES TO THE FINANCIAL

STATEMENTS

CORPORATE INFORMATION

The consolidated financial statements of Michael Hill International Limited and its subsidiaries (collectively, the Group) for the

year ended 2 July 2023 were authorised for issue in accordance with a resolution of the directors on 25 August 2023. Michael Hill

International Limited (the Company or Parent) is a for profit company limited by shares incorporated in Australia. The Company

is listed on the Australian Securities Exchange ('ASX') as its primary listing, and maintains a secondary listing on the New Zealand

Stock Exchange ('NZX').

A FINANCIAL OVERVIEW

A1 SEGMENT INFORMATION

Management have determined the operating segments

based on the reports reviewed by the Board and

Executive Management team (chief operating decision

makers (CODM)) that are used to make strategic

decisions. The Board and Executive Management team

consider, organise and manage the business primarily

from a geographic perspective, being the country of

origin where the sale and service was performed.

The amounts provided to the Board and Executive

Management team in respect of total assets and

liabilities are measured in a manner consistent with

the financial statements. These reports do not allocate

total assets or total liabilities based on the operations

of each segment or by geographical location.

The Group's operations are in three geographical

segments: Australia, New Zealand and Canada.

The Corporate and other segment includes revenue

and expenses that do not relate directly to the relevant

Michael Hill retail segments. These predominately relate

to corporate costs and Australian based support costs,

but also include manufacturing activities, warehouse

and distribution, interest and company tax. Inter-

segment pricing is at arm's length or market value.

The segment disclosures are prepared excluding the impact

of AASB 16 Leases and IFRIC SaaS guidance. An adjustment

column representing these entries has been included

for the purposes of reconciliation to statutory results.

TYPES OF PRODUCTS AND SERVICES

Michael Hill International Limited and its controlled

entities operate predominately in the sale of jewellery

and related services.

MAJOR CUSTOMERS

Michael Hill International Limited and its controlled entities

sell goods and provide services to a number of customers

from which revenue is derived. There is no single customer

from which the Group derives more than 10% of total

consolidated revenue.

MICHAEL HILL | 2023 ANNUAL REPORT 81
YEAR ENDED 26 JUNE 2022

Australia


$’000

New

Zealand

$’000

Canada


$’000

Corporate

& other

$’000

Group pre-

adjustments

$’000

Adjustments


$’000

Group


$’000

Operating revenue303,409 117,594 174,030 177 595,210 -595,210

Gross profit196,936 74,716 112,947 227 384,826 -384,826

Gross margin64.9%63.5%64.9%64.7%64.7%

EBITDA*58,826 30,765 39,648 (46,114)83,125 42,055 125,180

Depreciation and

amortisation

(7,021)(2,356)(5,455)(2,560)(17,392)(34,552)(51,944)

Segment EBIT*51,805 28,409 34,193 (48,674)65,733 7,503 73,236

EBIT as a % of revenue17.1%24.2%19.6%11.0%12.3%

Interest income---16 16 -16

Finance costs(50)(2)-(815)(867)(6,682)(7,549)

Net profit before tax51,755 28,407 34,193 (49,473)64,882 821 65,703

Income tax expense(18,991)

Net profit after tax46,712


*EBIT and EBITDA are non-IFRS information. Please refer to non-IFRS information in the Directors' Report for an explanation of non-IFRS information

and a reconciliation of EBIT to statutory results.

YEAR ENDED 2 JULY 2023

Australia


$’000

New

Zealand

$’000

Canada


$’000

Corporate

& other

$’000

Group pre-

adjustments

$’000

Adjustments


$’000

Group


$’000

Operating revenue331,007121,470176,442643629,562-629,562

Gross profit211,82375,193111,6295,795404,440-404,440

Gross margin64.0%61.9%63.3%64.2%64.2%

EBITDA*63,77426,84236,753(48,701)78,66837,939116,607

Depreciation and

amortisation

(10,242)(3,292)(6,742)(2,197)(22,473)(35,251)(57,724)

Segment EBIT*53,53223,55030,011(50,898)56,1952,68858,883

EBIT as a % of revenue16.2%19.4%17.0%8.9%9.4%

Interest income3--792795-795

Finance costs(155)(3)-(982)(1,140)(8,791)(9,931)

Net profit before tax53,38023,54730,011(51,089)55,850(6,103)49,747

Income tax expense(14,565)

Net profit after tax35,182

SEGMENT RESULTS

82 MICHAEL HILL | 2023 ANNUAL REPORT
2022

Timing of

revenue recognition

Australia

$’000

New Zealand

$’000

Canada

$’000

Corporate & other

$’000

Total

$’000

At a point in time286,687 111,886162,665 55 561,293

Over time16,722 5,708 11,365 122 33,917

303,409 117,594174,030 177 595,210

A2 REVENUE

2023

$’000

2022

$’000

Revenue from sale of goods and repair services595,105561,293

Revenue from Professional Care Plans (PCP)32,90530,742

Interest and other revenue from in-house customer finance program5902,437

Revenue from Lifetime Diamond Warranty (LTDW)962738

Total revenue from contracts with customers629,562595,210

DISAGGREGATION OF REVENUE FROM CONTRACTS WITH CUSTOMERS

The Group derives revenue from the transfer of goods and services over time and at a point in time in the following

geographical regions:

2023

Timing of

revenue recognition

Australia

$’000

New Zealand

$’000

Canada

$’000

Corporate & other

$’000

Total

$’000

At a point in time311,884114,588168,248385595,105

Over time19,1236,8828,19425834,457

331,007121,470176,442643629,562

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 83
2023

$’000

2022

$’000

Right of return assets257577

Deferred PCP bonuses566756

Total contract assets8231,333

Deferred service revenue – PCP73,86077,148

Deferred service revenue – Lifetime Diamond Warranty5,6644,808

Right of return liabilities5791,467

Total contract liabilities80,10383,423

2023

$’000

2022

$’000

Revenue recognised that was included in the contract liability balance

at the beginning of the year

22,07524,896

Impact on revenue recognised relating to performance obligations satisfied

in previous years

2,319 -

ASSETS AND LIABILITIES RELATED TO CONTRACTS WITH CUSTOMERS

REVENUE RECOGNISED IN RELATION TO CONTRACT LIABILITIES

The following table shows how much of the revenue recognised in the current reporting year relates to carried-forward contract

liabilities and how much relates to performance obligations that were satisfied or partially satisfied in a prior year:

Revenue recognition patterns are regularly reassessed based on new and historical trends resulting in remeasurement of revenue

recognised in previous years.

84 MICHAEL HILL | 2023 ANNUAL REPORT
ACCOUNTING POLICIES AND SIGNIFICANT

ESTIMATES

(i) Sale of goods

Sales of goods are recognised when a Group entity delivers

a product to the customer. Retail sales are usually by cash,

payment and instalment plans or debit and credit cards.

The recorded revenue is the gross amount of sale (excluding

taxes), including any fees payable for the transaction and net

amounts deferred under AASB 15 Revenue from Contracts with

Customers such as significant financing components

and potential customer returns.

(ii) Repair services

Sales of services for repair work performed is recognised in the

accounting period in which the services are performed.

(iii) Deferred service revenue and expenses

The Group offers a PCP product which is considered deferred

revenue until such time that service has been provided. A PCP

is a plan under which the Group offers future services, such as

cleaning, repairs and resizing, to customers based on the type

of plan purchased. The Group subsequently recognises the

income in revenue in the Consolidated Statement of Profit

or Loss and Other Comprehensive Income once these services

are performed. An estimate based on the timing and quantum

of expected services under the plans is used as a basis to

establish the amount of service revenue to recognise in

the Consolidated Statement of Profit or Loss and

Comprehensive Income.

Direct and incremental sales staff bonuses associated with the

sale of PCPs are capitalised in contract assets and amortised in

proportion to the PCP revenue recognised.

(iv) Deferred interest revenue

Interest revenue is deferred on the in-house customer finance

program when the sale of the good or service occurs. It is

calculated as the difference between the nominal cash and

cash equivalents received from customers and the discounted

cashflows, on both interest and non-interest bearing products.

Interest revenue is brought to account over the term of the

finance agreement, and the rate used for non-interest bearing

products is in line with current, comparable market rates.

(v) Right of return assets and liabilities

Rights of return recognises the estimated returned sales under

the Group's return policy, being 30 days for all countries.

Management estimates the returned sales based on historical

sale return information and any recent trends that may suggest

future claims could differ from historical amounts. For sales

that are expected to be returned, the Group recognises a

right of return liability. The associated inventory value for

sales that are expected to be returned is recognised as a

right of return asset.

(vi) Lifetime Diamond Warranty

LTDW is a warranty provided to customers with the purchase

of jewellery items set with a diamond (excluding watches).

This has been deemed a service-type warranty and is

calculated with reference to the estimated value of service

provided to customers and the stand-alone value of customers

obtaining the service independently. Income in relation to

the LTDW is recognised in line with the estimated pattern of

customers utilising this service-type warranty.

A3 OTHER INCOME

Net foreign exchange losses of $1,570,000 have been presented in Other expenses (2022: net foreign exchange gains of $169,000).


2023

$’000

2022

$’000

Net foreign exchange gains-169

Government grants-2,864

Interest received79216

Other items1,4645,864

2,2568,913

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 85
Finished goods are held at the lower of cost and net realisable value (NRV). During the year, finished goods incurred a write-down

of $805,000 (2022: $2,565,000) to be carried at NRV. This is recognised in cost of goods sold.

A4 INVENTORIES

A5 LEASES

2023

$’000

2022

$’000

Raw materials9,54713,033

Finished goods185,602162,138

Packaging and other consumables8,1116,368

203,260181,539

RIGHT-OF-USE ASSETS

2023

$’000

2022

$’000

Right-of-use assets296,237221,894

Less: Accumulated depreciation(156,575)(113,863)

Less: Accumulated impairment(610)(646)

139,052107,385

RECONCILIATION OF RIGHT-OF-USE ASSETS

Notes 2023

$’000

2022

$’000

Opening carrying value107,385105,882

Additional right-of-use assets relating to leases entered into during

the year

G159,34134,395

Lease modifications agreed during the year14,4866,514

Depreciation expenseF1(42,211)(39,257)

Reduction in right-of-use assets as a consequence of COVID-19 on

rent concessions

(658)(1,106)

Impairment of right-of-use assets(54)-

Foreign currency translation763 957

Closing carrying value139,052107,385

86 MICHAEL HILL | 2023 ANNUAL REPORT
LEASE LIABILITIES

2023

$’000

2022

$’000

Current41,07538,183

Non-current117,51891,386

158,593129,569

RECONCILIATION OF LEASE LIABILITIES

Notes 2023

$’000

2022

$’000

Opening carrying value129,569133,686

Additional lease liabilities entered into during the yearG159,35535,173

Lease modifications agreed during the year14,4461,108

Net reduction in future lease payments as a consequence of COVID-19 on

rent concessions

(658)(1,106)

Interest expenseF18,7916,682

Lease repayments(53,889)(47,146)

Foreign currency translation9791,172

Closing carrying value158,593129,569

The incremental borrowing rate used in determining the lease liability ranged between 1.44% and 10.06% (2022: 1.44% and 9.30%).

ACCOUNTING POLICIES AND SIGNIFICANT JUDGEMENTS

The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to

control the use of an identified asset for a period of time in exchange for consideration.

Group as a lessee

The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-

value assets which are recognised in the profit or loss. The Group recognises lease liabilities to make lease payments and right-of-

use assets representing the right to use the underlying assets.

Right-of-use assets

The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available

for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any

remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct

costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use

assets are depreciated on a straight-line basis over the lease term.

The right-of-use assets are also subject to impairment. Refer to the accounting policies in note J1(F).

If ownership of the leased asset transfers to the Group at the end of the lease term or the cost reflects the exercise of a purchase

option, depreciation is calculated using the estimated useful life of the asset.

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 87
Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those

leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also

applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value.

Lease payments on short-term leases and leases of low-value assets are expensed on a straight-line basis over the lease term.

Lease liabilities

At commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments

to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any

lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid

under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to

be exercised by the Group and payments of penalties for terminating the lease, if the lease term reflects the Group exercising

the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses (unless

they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease

commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement

date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments

made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease

term, a change in the lease payment (e.g., changes to future payments resulting from a change in an index or rate used

to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

The Group has several lease contracts that include extension options. These options are negotiated by management to provide

flexibility in managing the leased-asset portfolio and align with the Group’s business needs. Management exercises significant

judgement in determining whether these extension options are reasonably certain to be exercised (refer to note J2).

Set out below are the undiscounted potential future rental payments relating to the period following the exercise date of extension

options that are not included in the lease term:

Within

five years

$’000

More than

five years

$’000

2023

Total

$’000

Within

five years

$’000

More than

five years

$’000

2022

Total

$’000

Extension options expected not

to be exercised

1,0581441,202163 202 365

88 MICHAEL HILL | 2023 ANNUAL REPORT
B CASH MANAGEMENT

B1 CASH AND CASH EQUIVALENTS

2023

$’000

2022

$’000

Cash at bank and on hand20,86795,844

RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH INFLOW FROM OPERATING ACTIVITIES

Notes 2023

$’000

2022

$’000

Profit for the year35,18246,712

Adjustment for:

Depreciation of property, plant and equipmentF412,63210,954

Depreciation of right-of-use assetsA542,21139,257

Amortisation of intangible assetsF52,8811,733

Impairment of property, plant and equipmentF4(2,293)521

Impairment of other assets493,253

Non-cash employee benefits expense – share-based paymentsD31,818286

Make good interest220109

Net loss on sale of non-current assets116231

Net exchange differences(2,508)335

Other non-cash movements-(5,338)

Change in operating assets and liabilities

(Increase)/decrease in trade and other receivables(8,446)14,037

(Increase)/decrease in inventories(2,772)(10,812)

(Increase)/decrease in deferred tax assets9,4339,778

(Increase)/decrease in other non-current assets137393

(Increase)/decrease in other current assets1,249(904)

(Decrease)/increase in trade and other payables(15,839)187

(Decrease)/increase in current tax liabilities4,931(6)

(Decrease)/increase in provisions5,080855

(Decrease)/increase in contract liabilities(4,009)(7)

Net cash inflow from operating activities80,072111,574

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 89
B2 BORROWINGS

On 30 June 2023, the Group extended its financing agreement with ANZ Banking Group and HSBC Australia for an availability period

of three years. The financial arrangement includes a $92 million multi-option borrowing facility and ancillary working capital facilities in

line with the business requirements of the Group. At balance date, $12.5m was drawn on these facilities. Refer to note C3 for details of

covenants relating to the financing facilities.

20232022

Current


$’000

Non-

Current

$’000

Total


$’000

Current


$’000

Non-

Current

$’000

Total


$’000

Bank Loans-12,50012,500---

Total secured borrowings-12,50012,500---

B3 DIVIDENDS

ORDINARY SHARES

2023

$’000

2022

$’000

Final dividend for the year ended 26 June 2022 of 4.0 cents (2021: 3.0 cents) per fully paid share

paid on 23 September 2022 (2021: 24 September 2021)

15,53111,649

Interim dividend for the year ended 2 July 2023 of 4.0 cents (2022: 3.5 cents) per fully paid

share paid on 24 March 2023 (2022: 25 March 2022)

15,18813,590

30,71925,239

FRANKING AND IMPUTATION CREDITS

2023

$’000

2022

$’000

Franking credits available for subsequent reporting periods based on a tax rate of 30.0%

(2022: 30.0%)

2,8122,679

Imputation credits (NZ$) available for subsequent reporting periods based on New Zealand tax

rate of 28.0% (2022: 28.0%)

2,19612,116

DIVIDENDS NOT RECOGNISED AT THE END OF THE REPORTING PERIOD

2023

$’000

2022

$’000

Since year-end, the Directors have recommended a 3.5 cents (2022: 4.0 cents) per fully paid

share final dividend.

13,289-

The dividends paid during the current financial period and corresponding previous financial period were fully imputed and not franked.

The franking credit amounts represent the balance of the franking account as at the end of the financial year, adjusted for franking credits

that will arise from the payment and refund of income tax payable.

The above imputation credit amounts represent the balance of the imputation account as at the end of the financial year, adjusted for

imputation credits that will arise from the payment and refund of income tax payable.

As the dividend recommended by the Directors since year end, but not recognised as a liability at year end, will be unfranked there will

be no reduction in the franking account.

The final dividend, which was unpaid at balance sheet date, will be unfranked for Australian purposes, with nil New Zealand imputation

credits and with conduit foreign income.

90 MICHAEL HILL | 2023 ANNUAL REPORT
C FINANCIAL RISK MANAGEMENT

C1 FINANCIAL RISK MANAGEMENT

The Group's activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk and price

risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial

markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Group seeks to use

derivative financial instruments such as foreign exchange contracts and interest rate swaps to hedge certain risk exposures as

required by its treasury policy. Derivatives are exclusively used for hedging purposes, i.e. not as trading or other speculative

instruments. The Group uses different methods to measure different types of risk to which it is exposed. These methods

include sensitivity analysis in the case of interest rate and foreign exchange risks and ageing analysis for credit risk.

RISKEXPOSURE ARISING FROMMEASUREMENTMANAGEMENT

Market risk

Foreign exchange

Future commercial transactions

Recognised financial assets and

liabilities not denominated in AUD

Cash flow forecasting and

sensitivity analysis

Forward exchange

contracts (FEC)

Interest rate

Long-term borrowings at

variable rates

Sensitivity analysisInterest rate swaps

Input pricesComponents of finished goodsSensitivity analysisEnd product pricing flexibility

Credit risk

Cash and cash equivalents and

trade receivables

Ageing analysis

Diversification of bank deposits,

credit limits and letters of credit

Liquidity riskBorrowings and other liabilitiesRolling cash flow forecasts

Availability of committed credit

lines and borrowing facilities

The Group’s overall risk management program includes a focus on financial risk including the unpredictability of financial markets

and foreign exchange risk.

The policies are implemented by the central finance function that undertakes regular reviews to enable prompt identification of

financial risks so that appropriate actions may be taken.

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 91
MARKET RISK

Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities that are denominated in a

currency that is not the entity’s functional currency and net investments in foreign operations.

The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, including

the purchase of inventory. Where it is considered appropriate, the Group enters into forward foreign exchange contracts to buy

specified amounts of various foreign currencies in the future at a pre-determined exchange rate.

Exposure

The Group’s exposure to foreign currency risk at the end of the reporting year, expressed in transactional currency, was as follows:

2 JULY 202326 JUNE 2022

USD

$’000

NZD

$’000

CAD

$’000

EUR

$’000

USD

$’000

NZD

$’000

CAD

$’000

EUR

$’000

Cash and cash equivalents344-11210,348 --117

Trade receivables(36)45954318 3 9 15

Trade payables(8,484)-(29)(784)(11,302)(108)(59)(793)

Forward exchange contracts:

Buy foreign currency5,400-------

Net foreign currency

exposure

(2,776)431(718)(636)(105)(50)(661)

Sensitivity

The following table summarises the sensitivity of the Group's financial assets and financial liabilities to foreign currency risk.

The foreign exchange sensitivities are based on the Group's exposure existing at balance date. Sensitivity figures are pre-tax.

IMPACT ON

PRE-TAX PROFIT

IMPACT ON OTHER

COMPONENTS OF EQUITY

2023

$’000

2022

$’000

2023

$’000

2022

$’000

AUD increases 10%485190 --

AUD decreases 10%(593)(232)--

92 MICHAEL HILL | 2023 ANNUAL REPORT
INTEREST RATE RISK

The Group's main interest rate risk arises from long-term borrowings and cash. Borrowings issued at variable rates expose the

Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. Group policy

is to maintain fixed interest cover of core debt in line with the Group's treasury policy. As the Group has a working capital facility,

no core debt was identified.

To manage variable interest rate borrowings risk, the Group may enter into interest rate swaps in which the Group agrees to

exchange, at specified intervals, the difference between fixed and variable rate interest amounts calculated by reference to an

agreed-upon notional principal amount. At 2 July 2023, the Group had no core debt and there were no swaps in place (2022: no

swaps in place).

The interest rate derivatives require settlement of net interest receivable or payable each 30 days and are settled on a net basis.

The exposure of the Group’s borrowings to interest rate changes at the end of the reporting year are as follows:

2023

$’000

% of total

loans

2022

$’000

% of total

loans

Variable rate borrowings12,500100.0% -0.0%

12,500100.0%-0.0%

An analysis by maturities is provided below. The percentage of total loans shows the proportion of loans that are currently at

variable rates in relation to the total amount of borrowing.

The details of the variable rate borrowings outstanding are outlined below.

Sensitivity

Profit or loss is sensitive to higher/lower interest income from cash and cash equivalents as a result of changes in interest rates.

Other components of equity change as a result of an increase/decrease in the fair value of the cash flow hedges of borrowings.

All other non-derivative financial liabilities have a contractual maturity of less than 6 months.

NOTES TO THE FINANCIAL STATEMENTS CONT.

IMPACT ON

PRE-TAX PROFIT

IMPACT ON OTHER

COMPONENTS OF EQUITY

2023

$’000

2022

$’000

2023

$’000

2022

$’000

Interest rates – increase by 100 basis points 84958 --

Interest rates – decrease by 100 basis points(84)(958)--

2 JULY 202326 JUNE 2022

Weighted

average

interest rate

%

Balance


$’000

Weighted

average

interest rate

%

Balance


$’000

Bank overdrafts and bank loans6.01%12,5000.00%-

Net exposure to cash flow interest rate risk12,500-

MICHAEL HILL | 2023 ANNUAL REPORT 93
FLOATING RATE

2023

$’000

2022

$’000

Expiring beyond one year (bank overdrafts)1,9141,909

Expiring beyond one year (bank loans)77,50070,000

79,41471,909

CREDIT RISK

Credit risk is managed on a Group basis and refers to the risk of a counterparty failing to discharge an obligation. In the normal

course of business, the Group incurs credit risk from trade receivables and transactions with financial institutions. The Group places

its cash and short term deposits with only high credit quality financial institutions. Sales to retail customers are required to be

settled via cash, major credit cards or passed onto various credit providers in each country.

At the reporting date, no material credit risk exposure existed in relation to potential counterparty failure on financial instruments.

The Group provides interest-free consumer credit in Canada as a secondary product and the credit risk exposure which exists

against this financial instrument is detailed in note F3. Other than the loss allowance recognised in trade and other receivables in

note F3, no financial assets were impaired or past due. The maximum exposure to credit risk at the end of the reporting year is the

carrying amount of each class of financial assets disclosed in note F3.

CONTRACTUAL MATURITIES OF FINANCIAL LIABILITIES

At 2 July 2023


Less than

6 months


$’000

6-12 months



$’000

Between 1

and 2 years


$’000

Between 2

and 5 years


$’000

Over 5 years



$’000

Total contractual

cash flow


$’000

Non-derivatives

Lease liabilities25,69920,06933,27448,33615,766143,144

Trade payables71,202----71,202

Borrowings---12,500-12,500

Total non-derivatives96,90120,06933,27460,83615,766226,846

LIQUIDITY RISK

The Group maintains prudent liquidity risk management with sufficient cash and the availability of funding through an adequate

amount of committed credit facilities.

Financing arrangements

The Group’s objectives when managing capital are to ensure sufficient liquidity to support its financial obligations and execute

the Group's operational and strategic plans. The Group continually assesses its capital structure and makes adjustments to it with

reference to changes in economic conditions and risk characteristics associated with its underlying assets.

The Group had access to an overdraft facility, as well as a $90m working capital facility. The following were undrawn from these

facilities at the end of the reporting year:

The termination date of the financing facilities provided to the Group by both Australia and New Zealand Banking Group Limited

and The Hongkong and Shanghai Banking Corporation Limited, Sydney Branch is 31 August 2026.

Maturities of financial liabilities

The tables below analyse the Group's financial liabilities into relevant maturity groupings based on their contractual maturities for:

• all non-derivative financial liabilities, and

• net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of

the timing of the cash flows.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying

balances as the impact of discounting is not significant.

94 MICHAEL HILL | 2023 ANNUAL REPORT
C2 DERIVATIVE FINANCIAL INSTRUMENTS

The Group is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative

instruments are foreign currency risk and interest rate risk. The Group does not apply hedge accounting.

C3 CAPITAL MANAGEMENT

The Group's objectives when managing capital are to:

• safeguard its ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for

other stakeholders, and

• maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return

capital to shareholders, issue new shares or sell assets to reduce debt.

There are a number of external bank covenants in place relating to debt facilities. These covenants are calculated and reported to

the banks quarterly on a pre-AASB 16 Leases basis. The principal covenants relating to capital management are the EBIT fixed cover

charge ratio, consolidated debt to EBITDA, consolidated debt to capitalisation, and consolidated debt to inventory. There have

been no breaches of these covenants and the Group continues to collaborate with the external financing partners as required.

NOTES TO THE FINANCIAL STATEMENTS CONT.

Derivatives

Outward payments FECs8,011----8,011

Inward receipts FECs(8,163)----(8,163)

Net FECs(152)(152)

At June 26 2022

Non-derivatives

Lease liabilities21,73019,80632,49951,79820,146145,979

Trade payables78,397----78,397

Total non-derivatives100,12719,80632,49951,79820,146224,376

CONTRACTUAL MATURITIES OF FINANCIAL LIABILITIES

At 2 July 2023


Less than

6 months


$’000

6-12 months



$’000

Between 1

and 2 years


$’000

Between 2

and 5 years


$’000

Over 5 years



$’000

Total contractual

cash flow


$’000

MICHAEL HILL | 2023 ANNUAL REPORT 95
D REWARD AND RECOGNITION

D1 EMPLOYEE BENEFITS

EMPLOYEE BENEFITS

2023

$’000

2022

$’000

Employee wages147,781139,155

Employee wages on-costs and post-retirement benefits18,75815,891

Employee share-based payments expense1,818286

168,357155,332

D2 KEY MANAGEMENT PERSONNEL

2023

$

2022

$

Short-term employee benefits2,727,4133,606,080

Long-term benefits32,36950,904

Post-employment benefits78,84476,889

Share-based payments368,172203,337

3,206,7983,937,210

D3 SHARE-BASED PAYMENTS

OPTIONS

Options are granted from time to time at the discretion of Directors to senior executives within the Group. Motions to issue

options to related parties of Michael Hill International Limited are subject to the approval of shareholders at the Annual

General Meeting in accordance with the Company's constitution.

Options are granted under the plan for no consideration. Options expire ten years after granted, vest over five years, are

exercisable at any time during the final five years and vesting is subject to remaining employed by the Group.

Options granted under the plan carry no dividend or voting rights. When exercisable, each option is convertible into one

ordinary share.

96 MICHAEL HILL | 2023 ANNUAL REPORT
20232022

Set out below are summaries of options granted

under the plan:

Average exercise

price per option

Number of

options

Average exercise

price per option

Number of

options

Opening balance NZD options1.70700,0001.63 1,000,000

Vested options forfeited during the year--1.46 (300,000)

Closing balance NZD options1.70700,0001.70 700,000

Opening balance AUD options1.56300,0001.56 300,000

Closing balance AUD options1.56300,0001.56 300,000

OPTIONS OUTSTANDING AT THE END OF THE YEAR

Grant dateExpiry dateExercise price20232022

29 November 201330 September 2023NZ$1.82500,000 500,000

10 November 201430 September 2024NZ$1.63100,000 100,000

22 January 201630 September 2025NZ$1.14100,000 100,000

22 September 201630 September 2026AU$2.12100,000 100,000

5 October 201730 September 2027AU$1.44100,000 100,000

22 September 201830 September 2028AU$1.11100,000 100,000

1,000,0001,000,000

Options outstanding at the end of the year have the following expiry dates and exercise prices:

The weighted average remaining contractual life of share options outstanding at the end of the period was 1.7 years

(2022: 2.8 years).

The exercise price will be converted to Australian dollars using the Reserve Bank of Australia exchange rate on the day the

option is exercised.

SHARE RIGHTS

The Company introduced a deferred compensation plan (LTI) involving the granting of share rights to eligible participants in

2016 and was approved by shareholders at the Company’s Annual General Meeting held on 31 October 2016.

Under the plan, a senior executive may be granted share rights by the Company. Each share right represents a right to receive

one ordinary share in the Company, subject to the terms and conditions of the plan.

An allocation of share rights is made to each eligible participant on an annual basis to a value of 65% of their target

opportunity. The performance metric used is Total Shareholder Return (TSR) compound annual growth rate (CAGR) over

3 years.

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 97
Subject to remaining an employee of the Group for a period of 3 years and satisfaction of TSR target metric, the share rights

issued during the year will vest in accordance with the sliding vesting schedule:

• no share rights vest if TSR is equal to or less than 10% CAGR;

• 10% share rights vest for each 1% increase in CAGR performance between 10% CAGR to 20% CAGR;

• 100% share rights vest if TSR is equal to or above 20% CAGR.

During the year, the Board agreed to grant 4,001,391 share rights to eligible participants of the deferred compensation plan,

subject to continual employment for a period of three years and an absolute Total Shareholder Return condition for vesting in

three years.

20232022

Average fair

value per

share right

Number of share

rights

Average fair

value per

share right

Number of share

rights

Opening balance 0.216,112,3320.20 4,577,518

Granted0.854,001,3910.29 2,106,647

Exercised0.74(34,747)0.86 (143,225)

Forfeited0.29(24,095)0.30 (428,608)

Closing balance0.3710,054,8810.21 6,112,332

The number of share rights in each tranche is based on the prescribed dollar value for each tranche divided by the volume

weighted average share price ('VWAP') of Michael Hill International Limited shares over ten trading days following the shares

trading subsequent to the final Annual results announcement.

Share rights issued during the current financial year used the Monte Carlo model to determine the fair value of share rights using

the following inputs:

20232022

Number of rights4,001,3912,106,647

Share price$1.15$0.85

Annualised volatility45%40%

Expected dividend yield6.8%7. 0 %

Risk free rate3.42%0.18%

Fair value of share right$0.85$0.29

2023

$’000

2022

$’000

Expenses arising from share-based payment transactions1,818286

98 MICHAEL HILL | 2023 ANNUAL REPORT
ACCOUNTING POLICY

Options

The fair value was measured at grant date and is recognised

over the period during which the employees become

unconditionally entitled to the options. The fair value at

grant date for options issued during prior financial years was

independently determined using a Binomial option pricing

model, which is an iterative model for options that can be

exercised at times prior to expiry. The model takes into

account the grant date, exercise price, market performance

conditions, the impact of dilution, the non-tradeable nature

of the option, the share price at grant date and expected price

volatility of the underlying share, the expected dividend yield

and the risk-free interest rate for the term of the option. It also

assumes the options will be exercised at the mid-point of the

exercise period.

The fair value of options granted is recognised as an employee

benefits expense with a corresponding increase in equity.

The total amount to be expensed is determined by reference

to the fair value of the options granted:

• including any market performance conditions (e.g. the

entity’s share price)

• excluding the impact of any service and non-market

performance vesting conditions (e.g. profitability, sales

growth targets and remaining an employee of the entity

over a specified period), and

• including the impact of any non-vesting conditions (e.g. the

requirement for employees to save or holdings shares for a

specific period of time).

The total expense is recognised over the vesting period,

which is the period over which all of the specified vesting

conditions are to be satisfied. At the end of each year, the

entity revises its estimates of the number of options that

are expected to vest based on the non-market vesting and

service conditions. It recognises the impact of the revision to

original estimates, if any, in profit or loss, with a corresponding

adjustment to equity.

Upon the exercise of options, the balance of the share-based

payments reserve relating to those options is transferred to

share capital.

Share rights

Share rights are granted to eligible senior executives in

accordance with the Company's deferred compensation

plan ('LTI'). The fair value of rights granted is recognised as

an employee benefit expense with a corresponding increase

in equity.

The fair value was measured at grant date using the Monte

Carlo method and is recognised over the period during which

the employees become unconditionally entitled to the rights.

The total expense is recognised over the vesting period, which

is the period over which all of the specified vesting conditions

are to be satisfied. At the end of each year, the entity revises

its estimates of the number of share rights that are expected to

vest based on the non-market vesting and service conditions. It

recognises the impact of the revision to original estimates, if any,

in profit or loss, with a corresponding adjustment to equity.

Upon the exercise of the share rights, the balance of the share-

based payments reserve relating to those rights is transferred

to share capital.

NOTES TO THE FINANCIAL STATEMENTS CONT.

E RELATED PARTIES

RELATED PARTY TRANSACTIONS

2023

$

2022

$

A contribution to the Michael Hill Violin Charitable Trust was paid by the Group during the year37,624-

Graphic design services rendered by a related party of board members-16,621

All transactions with related parties were in the normal course of business and on normal terms and conditions.

MICHAEL HILL | 2023 ANNUAL REPORT 99
F OTHER INFORMATION

F1 EXPENSES

DEPRECIATION AND AMORTISATION

Notes 2023

$’000

2022

$’000

Depreciation on property, plant and equipmentF412,63210,954

Depreciation on right-of-use assetsA542,21139,257

Total depreciation54,84350,211

Amortisation on software F52,8811,733

Total amortisation2,8811,733

Total depreciation and amortisation57,72451,944

RECONCILIATION OF EARNINGS USED IN CALCULATING EARNINGS PER SHARE

Basic earnings per share

2023

$’000

2022

$’000

Profit attributable to the ordinary equity holders of the Company used

in calculating basic earnings per share

35,18246,712

Diluted earnings per share

Profit from continuing operations attributable to the ordinary equity

holders of the Company

35,18246,712

FINANCE COSTS

Notes 2023

$’000

2022

$’000

Interest on lease liabilitiesA58,7916,682

Bank and interest charges920 758

Interest on make good provision220 109

9,9317,549

F2 EARNINGS PER SHARE

FOREIGN EXCHANGE

2023

$’000

2022

$’000

Net foreign exchange loss1,570 -

100 MICHAEL HILL | 2023 ANNUAL REPORT
WEIGHTED AVERAGE NUMBER OF SHARES USED AS THE DENOMINATOR

2023

Number

2022

Number

Weighted average number of ordinary shares used as the denominator

in calculating basic earnings per share

382,252,063388,268,845

Adjustments for calculation of diluted earnings per share:

Share rights

8,446,0835,668,197

Weighted average number of ordinary and potential ordinary shares used as the denominator

in calculating diluted earnings per share

390,698,146393,937,042

Options and share rights granted to employees under the Michael Hill International Limited Employee Option Plan are considered

to be potential ordinary shares and have been included in the determination of diluted earnings per share to the extent to which

they are dilutive. All options outstanding at financial year end were considered to be non-dilutive. The options and share rights

have not been included in the determination of basic earnings per share. Details are set out in note D3.

NOTES TO THE FINANCIAL STATEMENTS CONT.

F3 TRADE AND OTHER RECEIVABLES

20232022

Current

$’000

Non-current

$’000

Total

$’000

Current

$’000

Non-current

$’000

Total

$’000

Trade receivables3,494-3,4943,795 - 3,795

Provision for expected credit loss(225)-(225)(657)- (657)

3,269-3,2693,138 - 3,138

Canadian in-house customer finance5,0411,0276,068524 240 764

Provision for expected credit loss(152)(32)(184)(202) (13)(215)

4,8899955,884322 227 549

Sundry debtors6,375-6,3754,081 - 4,081

14,53399515,5287,541 227 7,768

TRADE RECEIVABLES

Trade receivables from sales made to customers through

third party credit providers are non-interest bearing and are

generally on 0–30 day terms.

CANADIAN IN-HOUSE CUSTOMER FINANCE

In October 2012, the Group launched an in-house customer

finance program in the Canadian and United States markets.

The terms available to customers range from an interest-

bearing revolving line of credit through to interest free terms

of between 6 and 40 months, although 12 to 18 months is the

typical financing period.

The receivables from the in-house customer finance program

are comprised of a large number of transactions with no one

customer representing a significant balance. The finance

portfolio consists of contracts of similar characteristics that

are evaluated collectively for expected credit losses (ECL).

The Canadian in-house customer finance loan book was

previously determined to be an asset held for sale, refer

to note F4. The sale was finalised during the prior period.

The balance remaining consists of the unsold loan accounts,

and any customer sales made under the program after the

completion date of the loan book sale.

SUNDRY DEBTORS

Sundry debtors relates to supplier credits, security deposits

and other sundry receivables. Based on the credit history

of these debtors, it is expected that these amounts will be

received when due and no impairment is recognised.

MICHAEL HILL | 2023 ANNUAL REPORT 101
AGEING OF TRADE RECEIVABLES

2023

$’000

2022

$’000

Current3,1972,829

< 30 days past due91254

30 – 60 days past due6484

60+ days past due142628

3,4943,795

MOVEMENTS IN THE PROVISION FOR ECL OF TRADE RECEIVABLES ARE AS FOLLOWS:

2023

$’000

2022

$’000

Opening balance657373

Additional provisions recognised225614

Net amounts written back/(written off)(657)(329)

Exchange differences-(1)

Closing balance225657

AGEING OF CANADIAN IN-HOUSE CUSTOMER DEBTOR FINANCE

2023

$’000

2022

$’000

Current, aged 0 – 30 days5,171600

Past due, aged 31 – 90 days40940

Past due, aged more than 90 days488124

6,068764

EFFECTIVE INTEREST RATES

All receivables are non-interest bearing except for a small

portion of in-house customer finance receivables. In-house

customer finance receivables are recognised net of significant

financing components determined in accordance with AASB15

Revenue from Contracts with Customers..

ECL AND RISK EXPOSURE

An ECL analysis is performed at each reporting date.

The maximum exposure to credit risk is the carrying value of

in-house customer finance program and trade receivables.

The Group does not hold collateral as security. The Group

evaluates the concentration of risk with respect to these

receivables as low. For further details refer to note C1.

102 MICHAEL HILL | 2023 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS CONT.

MOVEMENTS IN THE PROVISION FOR ECL OF CANADIAN IN-HOUSE CUSTOMER DEBTOR FINANCE

ARE AS FOLLOWS:

2023

$’000

2022

$’000

Opening balance215-

Additional provisions recognised5311,382

Net amounts written off(565)(1,149)

Exchange differences3(18)

Closing balance184215

F4 PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT

Plant and

equipment

$’000

Fixtures and

fittings

$’000

Leasehold

improvements

$’000

Display

materials

$’000

Total


$’000

At 27 June 2021

Cost33,906 34,291 78,996 2,184 149,377

Accumulated depreciation and impairment(27,294)(28,152)(56,563)(915)(112,924)

Net book amount6,612 6,13922,433 1,269 36,453

Year ended 26 June 2022

Opening net book amount6,612 6,139 22,433 1,269 36,453

Exchange difference(36)12 325 27 328

Additions2,835 2,192 6,648 4,297 15,972

Disposals(77)(97)(69)(23)(266)

Depreciation charge(2,569)(2,254)(5,498)(633)(10,954)

Impairment loss(23)(151)(219)(128)(521)

Closing net book amount6,742 5,841 23,620 4,809 41,012

At 26 June 2022

Cost36,315 35,733 86,673 6,489 165,210

Accumulated depreciation

and impairment

(29,573)(29,892)(63,053)(1,680)(124,198)

Net book amount6,7425,841 23,6204,80941,012

MICHAEL HILL | 2023 ANNUAL REPORT 103
IMPAIRMENT LOSS

As per the Group's accounting policies, the Group impairs assets where the recoverable amount is less than the carrying amount

and reverses the impairment if no longer applicable. This also includes assets held at stores facing closure. Any assets held at an

impaired store that are able to be redeployed throughout the Group are not impaired.

A review of impairment indicators was performed. The accounting policy for this is disclosed in note J1. There were no indicators of

impairment identified. The Group treats each store as a separate cash-generating unit for impairment testing of property, plant and

equipment and right of use assets.

DEPRECIATION METHODS AND USEFUL LIVES

Depreciation is calculated using the straight-line method to allocate the cost or revalued amounts of the assets, net of their residual

values, over their estimated useful lives or, in the case of leasehold improvements and certain leased plant and equipment, the

shorter lease term as follows:

• Plant and equipment | 4 – 7 years

• Motor vehicles | 3 – 5 years

• Fixtures and fittings | 6 – 10 years

• Leasehold improvements | 6 – 10 years

• Display materials | 2 – 5 years

Year ended 2 July 2023

Opening net book amount6,7425,84123,6204,80941,012

Exchange difference(62)4319231204

Additions5,8753,51512,4552,94524,790

Acquisition of Bevilles270-1,7253212,316

Disposals(62)(13)(58)(44)(177)

Depreciation charge(2,478)(2,132)(5,603)(2,419)(12,632)

Impairment write-back/(loss)2422231,893(65)2,293

Closing net book amount10,5277, 47 734,2245,57857,806

At 2 July 2023

Cost41,12238,35398,3429,743187,560

Accumulated depreciation and impairment(30,595)(30,876)(64,118)(4,165)(129,754)

Net book amount10,527 7,477 34,2245,57857,806

PROPERTY, PLANT AND EQUIPMENT

Plant and

equipment

$’000

Fixtures and

fittings

$’000

Leasehold

improvements

$’000

Display

materials

$’000

Total


$’000

104 MICHAEL HILL | 2023 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS CONT.

F5 INTANGIBLE ASSETS

INTANGIBLE ASSETS

Brand, Loyalty Programs

& Trademarks

$’000

Computer software


$’000

Total


$’000

At 27 June 2021

Cost79 18,928 19,007

Accumulated amortisation and impairment- (12,994)(12,994)

Net book amount79 5,934 6,013

Year ended 26 June 2022

Opening net book amount79 5,934 6,013

Additions- (151)(151)

Disposals- 6,860 6,860

Amortisation charge- (1,733)(1,733)

Closing net book amount79 10,91010,989

At 26 June 2022

Cost7925,71525,794

Accumulated amortisation-(14,805)(14,805)

Net book amount7910,91010,989

Year ended 2 July 2023

Opening net book amount7910,91010,989

Exchange difference-(106)(106)

Additions-7,7927,792

Acquisition of Bevilles20,421-20,421

Amortisation charge-(2,881)(2,881)

Closing net book amount20,50015,71536,215

At 2 July 2023

Cost20,50033,50954,009

Accumulated amortisation and impairment-(17,794)(17,794)

Net book amount20,50015,71536,215

IMPAIRMENT LOSS

A review of intangibles impairment indicators was performed during the period, with no indicators identified.

MICHAEL HILL | 2023 ANNUAL REPORT 105
F6 TRADE AND OTHER PAYABLES

2023

$’000

2022

$’000

Trade payables39,42244,558

Annual leave liability10,37610,211

Accrued expenses4,0064,620

Consumption taxes payable2,8033,376

Other payables14,595 15,632

71,202 78,397

F7 PROVISIONS

20232022

Current

$’000

Non-current

$’000

Total

$’000

Current

$’000

Non-current

$’000

Total

$’000

Employee benefits9,9862,09012,07610,617 1,667 12,284

Assurance-type warranties1,927-1,9271,613 120 1,733

Make good provision5948,7899,3831,876 5,710 7,586

Restructuring costs738-73880 - 80

Diamond warranty---120- 120

13,24510,87924,12414,306 7,497 21,803

MOVEMENTS IN PROVISIONS

Employee

benefits


$’000

Assurance-type

warranties


$’000

Make good

provision


$’000

Restructuring

costs


$’000

Diamond

warranty


$’000

Total



$’000

Opening carrying amount12,2841,7337,5868012021,803

Changes in provisions recognised390194921733 -2,238

Recognised on Bevilles acquisition724----724

Amounts incurred and charged(1,348)-(109)(80)(120)(1,657)

Exchange differences26-9855-1,016

Closing carrying amount12,0761,9279,383738-24,124

106 MICHAEL HILL | 2023 ANNUAL REPORT
ACCOUNTING POLICIES AND

SIGNIFICANT ESTIMATES

Employee benefits

Employee benefits includes provision for long service

leave, revaluation of employee benefits in New Zealand and

the provision for remediation. Provisions are measured at

the present value of management's best estimate of the

expenditure required to settle the present obligation at the

end of the reporting year.

In determining the employee remediation provision,

management has applied certain assumptions and judgements

including interpretation of relevant legal requirements and

expectations regarding final settlement of obligations with the

regulator. Any such estimates and assumptions may change

as new information becomes available and/or when the

remediation program is completed and approved

by the regulator.

The liability for long service leave is measured as the present

value of expected future payments to be made in respect of

services provided by employees up to the reporting date using

the projected unit credit method.

Assurance-type warranties

Provision is made for the Group’s assurance-type warranties,

being 12 month guarantee on the quality of workmanship

and the 3 year watch guarantee. In addition, all Michael Hill

watches sold before 30 June 2018 included a lifetime battery

replacement guarantee. Management estimates the provision

based on historical sale return information and any recent

trends that may suggest future claims could differ from

historical amounts.

Make good provision

The Group has an obligation to restore certain leasehold sites

to their original condition upon store closure or relocation.

This provision represents the present value of the expected

future make good commitment. Amounts charged to the

provision represent both the cost of make good costs incurred

and the costs incurred which mitigate the final liability prior

to the closure or relocation.

Restructuring

A provision has been raised for the estimated staffing exit costs

from business structure changes. Restructuring provisions are

recognised only when the Group has a constructive obligation,

which is when:

• there is a detailed formal plan that identifies the business or

part of the business concerned, the location and number of

employees affected, the detailed estimate of the associated

costs, and the timeline; and

• the employees affected have been notified of the plan’s

main features.

NOTES TO THE FINANCIAL STATEMENTS CONT.

F8 TAX

INCOME TAX EXPENSE

2023

$’000

2022

$’000

Current tax

Current tax on profits for the year 11,0437,329

Adjustments for current tax of prior periods(964) 1,618

Total current tax expense10,079 8,947

Deferred income tax

(Increase)/Decrease in deferred tax assets 3,51711,833

Adjustments for deferred tax of prior periods969(1,789)

Total deferred tax expense/(benefit)4,48610,044

Income tax expense14,565 18,991

MICHAEL HILL | 2023 ANNUAL REPORT 107
NUMERICAL RECONCILIATION OF INCOME TAX EXPENSE TO PRIMA FACIE TAX PAYABLE

2023

$’000

2022

$’000

Profit before income tax expense49,74465,703

Tax at the Australian tax rate of 30.0% (2021: 30.0%)14,92319,711

Tax effect of amounts which are not deductible (taxable) in calculating taxable income:

Non-deductible expenditure5083

Sundry items-(11)

Total current tax expense14,97319,783

Difference in overseas tax rates(542)(787)

Adjustments for current tax of prior periods(964)1,618

Adjustments for deferred tax of prior periods969(1,789)

Utilisation of tax losses not recognised-(1)

Tax losses not recognised172-

Change in tax rate on deferred tax balance(43)167

Income tax expense14,56518,991

TAX LOSSES

2023

$’000

2022

$’000

Unused United States tax losses for which no deferred tax asset has been recognised35,49735,512

Potential tax benefit @ 25.0%8,8748,878

Unused New Zealand tax losses for which no deferred tax asset has been recognised2,5972,575

Potential tax benefit @ 28.0%727721

The unused tax losses incurred in the United States and New Zealand are available indefinitely for offsetting against future

taxable profits of the countries in which the losses arose. Deferred tax assets have not been recognised in respect of these

losses as it is unknown when the New Zealand losses may be used to offset taxable profits and the United States losses are not

expected to be used.

108 MICHAEL HILL | 2023 ANNUAL REPORT
DEFERRED TAX BALANCES

2023

$’000

2022

$’000

The balance comprises temporary differences attributable to:

Expected credit loss provision114246

Fixed assets and intangibles1,55210,558

Intangible assets from intellectual property transfer21,82523,468

Deferred expenditure(162)(213)

Prepayments(89)(12)

Deferred service revenue3991,002

Right-of-use assets(40,149)(30,485)

Lease liabilities48,51337,349

Provisions17,26716,486

Unrealised foreign exchange losses(124)43

Sundry items(25)47

Inventories(3)63

Net deferred tax assets49,11858,552

Expected settlement:

Deferred tax assets expected to be recovered within 12 months21,37721,082

Deferred tax assets expected to be recovered after more than 12 months27,7413 7, 470

49,11858,552

Movements:

Opening balance at 27 June 202258,55268,329

Credited/(charged) to the income statement(3,517)(11,833)

Acquisition of Bevilles(5,105)-

Prior year adjustment(969)1,790

Foreign exchange differences157266

Closing balance at 2 July 202349,11858,552

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 109
F9 AUDITORS’ REMUNERATION

During the year the following fees were paid or payable for services provided by the auditor of the parent entity, Michael Hill

International Limited, its related practices and non-related audit firms:

ERNST & YOUNG (AUSTRALIA)

2023

$

2022

$

Fees for auditing the statutory financial report of the Company and its subsidiaries528,563502,903

Fees for other services

Advisory fees-3,682

528,563506,585

F10 CONTRIBUTED EQUITY

SHARE CAPITAL

2023

Shares

2022

Shares

2023

$’000

2022

$’000

Ordinary shares – fully paid379,688,884388,285,374 11,11211,388

Total share capital379,688,884388,285,374 11,11211,388

MOVEMENTS IN ORDINARY SHARES

Number

of shares

Total

$’000

Opening balance at 28 June 2021388,142,149 11,285

Rights converted143,225 103

Balance at 26 June 2022388,285,374 11,388

Rights converted34,747 24

Shares buy-back(8,631,237) (300)

Balance at 2 July 2023 379,688,88411,112

110 MICHAEL HILL | 2023 ANNUAL REPORT
Ordinary shares

Ordinary shares entitle the holder to participate in dividends, and to share in the proceeds of winding up the Company

in proportion to the number of and amounts paid on the shares held.

On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and on a

poll each share is entitled to one vote.

During the year the Group engaged in an on-market share buy-back program, purchasing 8,631,237 shares at an average price of

AUD1.18 per share. The buyback was apportioned against Share Capital and Retained Earnings on a par-value basis. As a result, the

Contributed Equity of the Company reflected a reduction in Share Capital of $300,000 with the remainder shown as a reduction in

Retained Earnings.

Options

Information relating to the Michael Hill International Employee Option Plan, including details of options issued, exercised

and lapsed during the financial year and options outstanding at the end of the financial year, is set out in note D3.

Rights issue

Information relating to share rights issued under the Company's deferred compensation plan, including details of rights issued,

exercised and lapsed during the financial year and rights outstanding at the end of the financial year, is set out in note D3.

F11 RESERVES

NATURE AND PURPOSES OF OTHER RESERVES

Share-based payments

The share-based payments reserve is used to recognise the value of equity-settled share-based payments provided to employees,

including key management personnel, as part of their remunerations. Refer to note D3 for further details of these plans.

Foreign currency translation

Exchange differences arising on translation of the foreign controlled entity are recognised in other comprehensive income as

described in note J1(C) and accumulated in a separate reserve within equity. The cumulative amount is reclassified to profit or loss

when the net investment is disposed of.

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 111
G BUSINESS COMBINATION

G1 ACQUISITIONS OF BEVILLES

ACQUISITION OF BEVILLES

On 1 June 2023, the Group acquired the business and selected assets of Bevilles, with consideration consisting of cash upfront

(after adjustments) and earn-out payments over two years.

Bevilles is a fast growing and profitable Australian jewellery and watch retailer that centres its brand and products on the 'value'

customer segment. As such, this provides a strong strategic fit and complements the strategy to elevate the Michael Hill brand to a

'premium' market positioning.

The Group measures the assets and liabilities assumed in the acquisition at fair value.

ASSETS ACQUIRED AND LIABILITIES ASSUMED

The fair values of the identifiable assets and liabilities of Bevilles as at the date of acquisition were:

ASSETS ACQUIRED AND LIABILITIES ASSUMED

Fair value recognised on

acquisition

$’000

Assets

Cash22

Trade receivables49

Inventories18,909

Property, plant and equipment2,316

Intangibles20,421

Right-of-use assets10,812

Other current assets172

Total assets52,700

Liabilities

Trade payables1,098

Contract liabilities1,162

Employee entitlements2,212

Lease liabilities10,812

Provisions1,001

Deferred tax liabilities5,105

Total liabilities21,390

Total identifiable net assets at fair value31,310

Goodwill arising on acquisition17,695

Purchase consideration transferred49,006

112 MICHAEL HILL | 2023 ANNUAL REPORT
The Group has assessed the value of the net assets brought on at acquisition date and has consolidated the above on a provisional

basis. From the date of acquisition, Bevilles contributed $3,759,000 in revenue and a loss of $319,000 to profit before tax of the Group.

The Group measured the acquired lease liabilities using the present value of the remaining lease payments at the date

of acquisition.

The deferred tax liability mainly comprises the tax effect of acquisition of intangible assets.

Intangible assets identified on acquisition include the Bevilles brand and the loyalty program run by the business. The brand has an

indefinite useful life and the loyalty program will be provisionally amortised over a three year period.

Goodwill comprises the value of expected synergies arising from the acquisition as well as the assembled workforce.

NOTES TO THE FINANCIAL STATEMENTS CONT.

PURCHASE CONSIDERATION

$’000

Cash consideration paid to the vendor44,635

Deferred contingent consideration paid in escrow3,500

Deferred consideration payable871

Total consideration49,006

CONTINGENT CONSIDERATION

As part of the purchase agreement with the previous owners of Bevilles, a contingent consideration has been agreed. There will be

additional cash payments to the previous owners of Bevilles of:

a. A minimum of $1,000,000; and

b. An earnings based on the Michael Hill International Limited share price with the first gate at $1.50 increasing to over $1.80.

At $1.50 the consideration will be $450,000 multiplied by the share price at the time. At over $1.80 the earn out will be

equivalent to $1,080,000 multiplied by the share price. An independent valuation has not ascribed a material value to this

component of consideration.

As at the acquisition date, the fair value of the deferred consideration discounted to balance sheet date was estimated to

be $871,000.

MICHAEL HILL | 2023 ANNUAL REPORT 113
H GROUP STRUCTURE

H1 INTERESTS IN OTHER ENTITIES

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with

the accounting policy described in noteJ1(B):

COUNTRY OF

INCORPORATION

OWNERSHIP INTEREST HELD

BY THE GROUP

2023

%

2022

%

Michael Hill Jeweller (Australia) Pty LimitedAustralia100100

Michael Hill Wholesale Pty LimitedAustralia100100

Michael Hill Manufacturing Pty LimitedAustralia100100

Michael Hill Franchise Pty LimitedAustralia100100

Michael Hill Franchise Services Pty LimitedAustralia100100

Michael Hill Finance (A Limited Partnership)Australia100100

Michael Hill Group Services Pty LimitedAustralia100100

Michael Hill Charms Pty LimitedAustralia100100

MH Bespoke Diamonds AU Pty Ltd

(previously Michael Hill Online Pty Ltd)

Australia100100

Fine Jewellery Retail AU Pty Ltd

(previously Emma & Roe Pty Limited)

Australia100100

Medley Jewellery Pty LimitedAustralia100100

Durante Holdings Pty LimitedAustralia100100

Michael Hill New Zealand LimitedNew Zealand100100

Michael Hill Jeweller LimitedNew Zealand100 100

Michael Hill Finance (NZ) LimitedNew Zealand100100

Michael Hill Franchise Holdings LimitedNew Zealand100100

MHJ (US) LimitedNew Zealand100100

Emma & Roe NZ LimitedNew Zealand100100

Michael Hill Online Holdings LimitedNew Zealand100100

Michael Hill Jeweller (Canada) LimitedCanada100100

Michael Hill LLCUnited States100100

114 MICHAEL HILL | 2023 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS CONT.

Pursuant to ASIC Class Order 2016/785, the Australian wholly-

owned subsidiaries listed below are relieved from the

Corporations Act 2001 requirements for preparation, audit and

lodgement of financial reports and directors' report in Australia.

The subsidiaries subject to the deed are: Durante Holdings Pty

Ltd, Michael Hill Group Services Pty Ltd, Michael Hill Jeweller

(Australia) Pty Ltd, Michael Hill Manufacturing Pty Ltd, Michael

Hill Wholesale Pty Ltd, Michael Hill Franchise Services Pty Ltd,

Michael Hill Franchise Pty Ltd, Michael Hill New Zealand Ltd,

Michael Hill Jeweller Ltd, Michael Hill Franchise Holdings Ltd,

Michael Hill Finance (NZ) Ltd, MH Bespoke Diamonds AU Pty

Ltd, Michael Hill Charms Pty Ltd, Fine Jewellery Retail AU Pty

Ltd, Medley Jewellery Pty Ltd, Michael Hill Online Holdings Ltd

and Emma & Roe NZ Ltd.

The Class Order requires the Parent Company and each of the

subsidiaries to enter into a Deed of Cross Guarantee. The effect

of the deed is that the Company guarantees each creditor

payment in full of any debt in the event of winding up of any of

the subsidiaries under certain provisions of the Corporations

Act 2001. If a winding up occurs under other provisions of the

Corporations Act 2001, the Company will only be liable in the

event that after six months any creditor has not been paid in

full. The subsidiaries have also given similar guarantees in the

event that the Company is wound up.

The above companies represent a Closed Group for the

purposes of the Class Order and, as there are no other parties

to the Deed of Cross Guarantee that are controlled by Michael

Hill International Limited, they also represent the Extended

Closed Group.

CONSOLIDATED STATEMENT OF PROFIT OR

LOSS, STATEMENT OF COMPREHENSIVE

INCOME AND SUMMARY OF MOVEMENTS IN

CONSOLIDATED RETAINED EARNINGS

Set out below is a consolidated statement of profit or loss,

a consolidated statement of comprehensive income and a

summary of movements in consolidated retained earnings for

the year ended 2 July 2023 of the closed group consisting of

Michael Hill International Limited and the entities noted above.

CONSOLIDATED STATEMENT OF PROFIT OR LOSS

2023

$’000

2022

$’000

Revenue from sales of goods and services435,796421,019

Sales to Group companies not in Closed Group17,12139,354

Other income(236)6,063

Cost of goods sold(160,161)(186,589)

Employee benefits expense(129,675)(117,851)

Occupancy costs(4,812)(6,711)

Marketing expenses(31,594)(29,329)

Selling expenses(12,845)(11,971)

Depreciation and amortisation expense(44,960)(38,850)

Loss in disposal of property, plant and equipment(114)(231)

Other expenses(22,885)(15,211)

Finance costs(6,583)(5,371)

Profit before income tax39,052 54,322

Income tax expense(12,964)(15,019)

Profit for the year26,088 39,303

H2 DEED OF CROSS GUARANTEE

MICHAEL HILL | 2023 ANNUAL REPORT 115
OTHER COMPREHENSIVE INCOME

2023

$’000

2022

$’000

Items that may be reclassified to profit or loss

Exchange differences on translation of foreign operations1,379 4,977

Other comprehensive income for the period, net of tax1,3794,977

Total comprehensive income for the year27,46744,281

STATEMENT OF CHANGES IN EQUITY

2023

$’000

2022

$’000

Equity at the beginning of the financial year472,985453,554

Share buy-back10,207-

Total comprehensive income/(loss)27,46744,281

Share rights through share-based payments reserve1,794286

Issue of share capital on exercise of share rights-103

Dividends paid(30,719)(25,239)

Total equity at the end of the financial year481,734472,985

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Set out below is a consolidated statement of financial position as at 2 July 2023 of the Closed Group consisting of Michael Hill

International Limited and the entities noted above.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

CURRENT ASSETS

2023

$’000

2022

$’000

Cash and cash equivalents9,97155,499

Trade receivables5,9507,010

Inventories151,266137,374

Loans to related parties246,710251,706

Other current assets4,7145,102

Total current assets418,611456,691

116 MICHAEL HILL | 2023 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS CONT.

NON-CURRENT ASSETS

Property, plant and equipment41,75627,032

Right-of-use assets108,12173,601

Investments in subsidiaries83,34687,834

Other non-current assets18,341767

Intangible assets36,21510,989

Deferred tax assets40,76748,971

Total non-current assets328,546249,194

Total assets747,1 5 7705,885

CURRENT LIABILITIES

Trade and other payables54,03558,671

Lease liabilities31,07428,351

Current tax liabilities9,4502,093

Deferred revenue14,61618,812

Provisions12,31014,219

Total current liabilities121,485122,146

NON-CURRENT LIABILITIES

Lease liabilities88,94758,295

Deferred revenue44,11345,081

Provisions10,8787, 3 78

Total non-current liabilities143,938110,754

Total liabilities265,423232,900

Net assets481,734472,985

EQUITY

Contributed equity320,585310,378

Reserves(16,352)(19,525)

Retained profits177,501182,132

Total equity481,734472,985

MICHAEL HILL | 2023 ANNUAL REPORT 117
H3 PARENT ENTITY FINANCIAL INFORMATION

SUMMARY FINANCIAL INFORMATION

The individual financial statements for Michael Hill International Limited (the Parent) show the following aggregate amounts.

STATEMENT OF FINANCIAL POSITION

2023

$’000

2022

$’000

Current assets286198

Non-current assets387,715425,363

Total assets388,001425,561

Current liabilities11,6641,398

Total liabilities11,6641,398

Net assets376,337424,163

Issued capital291,255291,531

Reserves33,50441,617

Retained earnings51,57891,015

Total equity376,337424,163

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

2023

$’000

2022

$’000

Loss for the year(39,437)(28,024)

Total comprehensive loss(39,437)(28,024)

GUARANTEES ENTERED INTO BY THE PARENT ENTITY

The Parent has issued the following guarantees in relation to the debts of its subsidiaries:

(i) Pursuant to Class Order 2016/785, Michael Hill International Limited and the subsidiaries listed below entered into a deed

of cross guarantee on 30 June 2016. The effect of the deed is that Michael Hill International Limited has guaranteed to pay

any deficiency in the event of winding up of any controlled entity or if they do not meet their obligations under the terms of

overdrafts, loans, leases or other liabilities subject to the guarantee. The controlled entities have also given a similar guarantee

in the event that Michael Hill International Limited is wound up or if it does not meet its obligations under the terms of

overdrafts, loans, leases or other liabilities subject to the guarantee.

(ii) The subsidiaries subject to the deed are: Durante Holdings Pty Ltd, Michael Hill Group Services Pty Ltd, Michael Hill Jeweller

(Australia) Pty Ltd, Michael Hill Manufacturing Pty Ltd, Michael Hill Wholesale Pty Ltd, Michael Hill Franchise Services Pty Ltd,

Michael Hill Franchise Pty Ltd, Michael Hill New Zealand Ltd, Michael Hill Jeweller Ltd, Michael Hill Franchise Holdings Ltd,

Michael Hill Finance (NZ) Ltd, Michael Hill Online Pty Ltd, Michael Hill Charms Pty Ltd, Emma & Roe Pty Ltd, Medley Jewellery

Pty Ltd, Michael Hill Online Holdings Ltd and Emma & Roe NZ Ltd.

CONTINGENT LIABILITIES OF THE PARENT ENTITY

The Parent entity had no material contingent liabilities as at balance date.

118 MICHAEL HILL | 2023 ANNUAL REPORT
I UNRECOGNISED ITEMS

I1 CONTINGENCIES AND COMMITMENTS

CONTINGENT LIABILITIES

From time to time, Companies within the Group are party to various legal actions as well as inquiries from regulators and

government bodies that have arisen in the normal course of business. The Directors have given consideration to such matters

which are or may be subject to claims or litigation at year end and are of the opinion that that any liabilities arising over

and above already provided in the financial statements from such action would not have a material effect on the Group's

financial performance.

The Group is not aware of any significant events occurring subsequent to balance date that have not been disclosed.

The Group had no material contingent liabilities as at balance date.

CONTINGENT ASSETS

The Group has no material contingent assets existing as at balance date.

COMMITMENTS

The following sets out the various lease contracts that the Group has entered into and have yet to commence as at 2 July 2023.

NOTES TO THE FINANCIAL STATEMENTS CONT.

Within

one year

$’000

One to

five years

$’000

Greater than five

years

$’000

Total


$’000

Future lease payments for these

non-cancellable lease contracts

4133,8122,9817,206

I2 EVENTS OCCURRING AFTER THE END OF THE

REPORTING PERIOD

On 2 August 2023, David Whittle was appointed as a non-executive director of Michael Hill International Limited.

No other matters or circumstances have occurred subsequent to year end that has significantly affected, or may significantly affect,

the operations of the Group, the results of those operations or the state of affairs of the Group or economic entity in subsequent

financial years.

MICHAEL HILL | 2023 ANNUAL REPORT 119
J1 SUMMARY OF SIGNIFICANT

ACCOUNTING POLICIES

(A) BASIS OF PREPARATION

The financial report is a general purpose financial report, which

has been prepared in accordance with the requirements of

the Corporations Act 2001, Australian Accounting Standards

and other authoritative pronouncements of the Australian

Accounting Standards Board.

The financial statements have been prepared on a historical

cost basis, except for derivative financial instruments that

have been measured at fair value. The consolidated financial

statements provide comparative information in respect of the

previous period.

For reporting purposes, the Group adopts a weekly 'retail

calendar' closing each Sunday. The current 53 week reporting

period ended on 02 July 2023.

The consolidated financial statements of the Group comply

with International Financial Reporting Standards (IFRS) as

issued by the International Accounting Standards Board (IASB).

(B) PRINCIPLES OF CONSOLIDATION

Subsidiaries are all entities (including special purpose)

over which the Group has control. Control is achieved when

the Group is exposed, or has rights, to variable returns from

its involvement with the investee and has the ability to

affect those returns through its power to direct the activities

of the investee. Subsidiaries are fully consolidated from

the date on which control is transferred to the Group.

They are deconsolidated from the date that control ceases.

Investments in subsidiaries are accounted for at cost in

the individual financial statements of Michael Hill

International Limited.

Intercompany transactions, balances and unrealised gains on

transactions between Group companies are eliminated on

consolidation. Unrealised losses are also eliminated unless

the transaction provides evidence of the impairment of the

transferred asset.

(C) FOREIGN CURRENCY TRANSLATION

Functional currency translation

Items included in the financial statements of each of the

Group entities are measured using the currency of the

primary economic environment in which the entity operates

('the functional currency'). The Group financial statements

are presented in Australian dollars, which is the Group's

presentation currency.

Transactions and balances

Foreign currency transactions are translated into the

functional currency using the exchange rates prevailing at

the dates of the transactions. Net foreign exchange gains

and losses resulting from the settlement of such transactions

and from the translation at year-end of monetary assets

and liabilities denominated in foreign currencies are

recognised as other income or other expenses, except

when deferred in equity as qualifying cash flow hedges

and qualifying net investment hedges or are attributable

to part of the net investment in a foreign operation.

Group companies

The results and financial position of all the Group

entities (none of which have the currency of a

hyperinflationary economy) that have a functional

currency different from the presentation currency are

translated into the presentation currency as follows:

• assets and liabilities for each balance sheet

presented are translated at the closing rate at the

date of the statement of financial position;

• income and expenses for each statement of profit

or loss and statement of comprehensive income are

translated at average exchange rates, unless this is

not a reasonable approximation of the cumulative

effect of the rates prevailing on the transaction

dates, in which case income and expenses are

translated at the dates of the transactions; and

• all resulting exchange differences are recognised

in other comprehensive income.

On consolidation, exchange differences arising from

the translation of any net investment in foreign entities,

and of borrowings and other financial instruments

designated as hedges of such investments, are

recognised in other comprehensive income.

(D) TAXES

Current income tax

The income tax expense or credit for the year is the tax

payable on the current year's taxable income based on the

applicable income tax rate for each jurisdiction adjusted by

changes in deferred tax assets and liabilities attributable

to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the

tax laws enacted or substantively enacted at the end of the

reporting year in the countries where the Group operates and

generates taxable income. Management periodically evaluates

positions taken in tax returns with respect to situations in

which applicable tax regulation is subject to interpretation.

It establishes provisions where appropriate on the basis

of amounts expected to be paid to the tax authorities.

Current tax is recognised in profit or loss, except to

the extent that it relates to items recognised in other

comprehensive income or directly in equity. In this

case, the tax is also recognised in other comprehensive

income or directly in equity, respectively.

Deferred income tax

Deferred income tax is provided in full, using the liability

method, on temporary differences between the tax bases

of assets and liabilities and their carrying amounts in the

consolidated financial statements. Deferred tax assets and

liabilities are classified as non-current assets and liabilities.

ESTIMATES AND JUDGEMENTS

J SUMMARY OF ACCOUNTING POLICIES AND SIGNIFICANT

120 MICHAEL HILL | 2023 ANNUAL REPORT
Deferred tax assets are recognised for deductible

temporary differences and unused tax losses only if it is

probable that future taxable amounts will be available

to utilise those temporary differences and losses.

Deferred tax liabilities and assets are not recognised for

temporary differences between the carrying amount and

tax bases of investments in controlled entities where the

Parent Entity is able to control the timing of the reversal

of the temporary differences and it is probable that the

differences will not reverse in the foreseeable future.

Deferred tax is recognised in profit or loss, except to

the extent that it relates to items recognised in other

comprehensive income or directly in equity. In this

case, the tax is also recognised in other comprehensive

income or directly in equity, respectively.

Deferred tax assets and liabilities are offset where there is

a legally enforceable right to offset current tax assets and

liabilities and where the deferred tax balances relate to the

same taxation authority. Current tax assets and tax liabilities

are offset where the entity has a legally enforceable right

to offset and intends either to settle on a net basis, or to

realise the asset and settle the liability simultaneously.

Tax consolidation group

Michael Hill International Limited and its wholly-owned

Australian controlled entities form a tax consolidation

group. As a consequence, one income tax return is

completed for the Australian tax group and is treated

for income tax purposes as one taxpayer.

The tax balances have been attributed for reporting

purposes to each of the entities on the basis of their

individual results. Amounts of tax due to and receivable

from the Australian Taxation Office are made by Michael

Hill International Limited as nominated member of the

Australian tax consolidated group. The current tax balance

for the Australian tax group has been allocated between

the members based on each entity’s current tax movement

for the period. Where tax losses are incurred by Australian

tax group members, these are offset within the group.

(E) GOODS AND SERVICES TAX (GST)

Revenues, expenses, assets and liabilities are

recognised net of the amount of GST, except:

• When the GST incurred on a sale or purchase of assets

or services is not payable to or recoverable from the

taxation authority, in which case the GST is recognised

as part of the revenue or the expense item or as part of

the cost of acquisition of the asset, as applicable; or

• When receivables and payables are stated

with the amount of GST included.

The net amount of GST recoverable from, or payable to,

the taxation authority is included as part of receivables

or payables in the statement of financial position.

Commitments and contingencies are disclosed

net of the amount of GST recoverable from, or

payable to, the taxation authority.

Cash flows are included in the statement of cash flows

on a gross basis and the GST components of cash flows

arising from investing or financing activities which are

recoverable from, or payable to, the taxation authority, are

presented as operating cash flows.

(F) IMPAIRMENT OF ASSETS

At each annual reporting date (or more frequently if events

or changes in circumstances indicate that they might be

impaired), the Group assesses whether there is any indication

that an asset may be impaired. Where such an indication

is identified, the Group estimates the recoverable amount

of the asset and recognises an impairment loss where

the recoverable amount is less than the carrying amount.

The recoverable amount is the higher of an asset's fair

value less costs to sell and value-in-use.

Where the recoverable amount exceeds the carrying

amount of an asset, an impairment loss is recognised.

Right-of-use assets are also incorporated into the calculation.

Subsequent to an impairment occurring, if the recoverable

amount from assets exceeds the carrying value, the impairment

loss is reversed to the extent that it has been recognised.

(G) CASH AND CASH EQUIVALENTS

Cash and cash equivalents includes cash on hand, deposits

held at call with financial institutions, other short-term,

highly liquid investments with original maturities of three

months or less that are readily convertible to known

amounts of cash and which are subject to an insignificant

risk of changes in value, and bank overdrafts. Bank

overdrafts are shown within borrowings in current liabilities

in the statement of financial position when utilised.

(H) INVENTORIES

Raw materials and finished goods are stated at the lower of

cost and net realisable value. Cost comprises direct materials,

direct labour and an appropriate proportion of variable and

fixed overhead expenditure, the latter being allocated on the

basis of normal operating capacity. Costs are assigned to

individual items of inventory on the basis of weighted average

costs. Net realisable value is the estimated selling price in

the ordinary course of business less the estimated costs of

completion and the estimated costs necessary to make the sale.

Management review stock holdings based on recoverability

at a product level and write-down as appropriate.

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 121
(I) FINANCIAL INSTRUMENTS

- INITIAL RECOGNITION AND

SUBSEQUENT MEASUREMENT

(i) Financial assets

INITIAL RECOGNITION AND MEASUREMENT

Financial assets are classified, at initial recognition,

as subsequently measured at amortised cost,

fair value through Other Comprehensive Income

(OCI), and fair value through profit or loss.

The classification of financial assets at initial recognition

depends on the financial asset’s contractual cash

flow characteristics and the Group’s business model

for managing them. With the exception of trade receivables

that do not contain a significant financing component,

the Group initially measures a financial asset at its

fair value plus, in the case of a financial asset not at

fair value through profit or loss, transaction costs.

Trade receivables that do not contain a significant

financing component are measured at the transaction price

determined under AASB15 Revenue from Contracts with

Customers. Refer to the accounting policies in note A2.

In order for a financial asset to be classified and measured

at amortised cost or fair value through OCI, it needs

to give rise to cash flows that are ‘Solely Payments of

Principal and Interest (SPPI)’ on the principal amount

outstanding. This assessment is referred to as the

SPPI test and is performed at an instrument level.

The Group’s business model for managing financial assets

refers to how it manages its financial assets in order to

generate cash flows. The business model determines

whether cash flows will result from collecting contractual

cash flows, selling the financial assets, or both.

SUBSEQUENT MEASUREMENT

Whilst there are four categories, two are relevant in

the current reporting period for the Group, being:

• Financial assets at amortised cost (debt instruments)

• Financial assets at fair value through profit or loss

FINANCIAL ASSETS AT AMORTISED

COST (DEBT INSTRUMENTS)

This category is the most relevant to the Group.

The Group measures financial assets at amortised

cost if both of the following conditions are met:

• The financial asset is held within a business model

with the objective to hold financial assets in order

to collect contractual cash flows; and

• The contractual terms of the financial asset

give rise on specified dates to cash flows that

are solely payments of principal and interest

on the principal amount outstanding.

Financial assets at amortised cost are subsequently measured

using the Effective Interest Rate (EIR) method and are subject

to impairment. Gains and losses are recognised in profit or

loss when the asset is derecognised, modified or impaired.

The Group’s financial assets at amortised cost include

trade receivables included under current and non-current

financial assets.

FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT

OR LOSS

Financial assets at fair value through profit or loss include

financial assets held for trading, financial assets designated

upon initial recognition at fair value through profit or loss, or

financial assets mandatorily required to be measured at fair

value. Financial assets are classified as held for trading

if they are acquired for the purpose of selling or repurchasing

in the near term. Derivatives, including separated embedded

derivatives, are also classified as held for trading unless

they are designated as effective hedging instruments.

Financial assets with cash flows that are not solely payments

of principal and interest are classified and measured at fair

value through profit or loss, irrespective of the business

model. Notwithstanding the criteria for debt instruments to

be classified at amortised cost or at fair value through OCI, as

described above, debt instruments may be designated at fair

value through profit or loss on initial recognition if doing so

eliminates, or significantly reduces, an accounting mismatch.

Financial assets at fair value through profit or loss are carried in

the statement of financial position at fair value with net changes

in fair value recognised in the statement of profit or loss.

This category includes derivative instruments

which the Group had not irrevocably elected

to classify at fair value through OCI..

DERECOGNITION

A financial asset (or, where applicable, a part of a financial

asset or part of a group of similar financial assets) is

primarily derecognised (i.e. removed from the Group’s

consolidated statement of financial position) when:

• The rights to receive cash flows from

the asset have expired; or

• The Group has transferred its rights to receive cash flows

from the asset or has assumed an obligation to pay the

received cash flows in full without material delay to a third

party under a ‘pass-through’ arrangement; and either (a) the

Group has transferred substantially all the risks and rewards

of the asset, or (b) the Group has neither transferred

nor retained substantially all the risks and rewards of

the asset, but has transferred control of the asset.

When the Group has transferred its rights to receive cash flows

from an asset or has entered into a pass-through arrangement,

it evaluates if, and to what extent, it has retained the risks

and rewards of ownership. When it has neither transferred

nor retained substantially all of the risks and rewards of

the asset, nor transferred control of the asset, the Group

continues to recognise the transferred asset to the extent

of its continuing involvement. In that case, the Group also

recognises an associated liability. The transferred asset and

the associated liability are measured on a basis that reflects

the rights and obligations that the Group has retained.

Continuing involvement that takes the form of a guarantee over

the transferred asset is measured at the lower of the original

carrying amount of the asset and the maximum amount of

consideration that the Group could be required to repay.

122 MICHAEL HILL | 2023 ANNUAL REPORT
IMPAIRMENT OF FINANCIAL ASSETS

Further disclosures relating to impairment of

financial assets are also provided in note F3.

The Group recognises an allowance for Expected Credit

Losses (ECLs) for all debt instruments not held at fair

value through profit or loss. ECLs are based on the

difference between the contractual cash flows due in

accordance with the contract and all the cash flows

that the Group expects to receive, discounted at an

approximation of the original effective interest rate.

For trade receivables and contract assets, the Group

applies a simplified approach in calculating ECLs.

Therefore, the Group does not track changes in credit risk,

but instead recognises a loss allowance based on lifetime

ECLs at each reporting date. The Group has established

a provision matrix that is based on its historical credit

loss experience, adjusted for forward-looking factors

specific to the debtors and the economic environment.

The Group considers a financial asset in default when

contractual payments are past due. However, in certain

cases, the Group may also consider a financial asset to be

in default when internal or external information indicates

that the Group is unlikely to receive the outstanding

contractual amounts in full before taking into account

any credit enhancements held by the Group. A financial

asset is written off when there is no reasonable

expectation of recovering the contractual cash flows.

(ii) Financial liabilities

INITIAL RECOGNITION AND MEASUREMENT

Financial liabilities are classified, at initial recognition, as

financial liabilities at fair value through profit or loss, loans

and borrowings, payables, or as derivatives designated as

hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognised initially at fair value

and, in the case of loans and borrowings and payables,

net of directly attributable transaction costs.

SUBSEQUENT MEASUREMENT

The measurement of financial liabilities depends

on their classification, as described below.

FINANCIAL LIABILITIES AT FAIR VALUE THROUGH

PROFIT OR LOSS

Financial liabilities at fair value through profit or

loss include financial liabilities held for trading

and financial liabilities designated upon initial

recognition as at fair value through profit or loss.

Financial liabilities are classified as held for trading if they are

incurred for the purpose of repurchasing in the near term.

This category also includes derivative financial instruments

entered into by the Group that are not designated as

hedging instruments in hedge relationships as defined

by AASB9 Financial Instruments. Separated embedded

derivatives are also classified as held for trading unless

they are designated as effective hedging instruments.

Gains or losses on liabilities held for trading are

recognised in the statement of profit or loss.

Financial liabilities designated upon initial recognition at fair

value through profit or loss are designated at the initial date

of recognition, and only if the criteria in AASB9 Financial

Instruments are satisfied. The Group has not designated

any financial liability as at fair value through profit or loss.

LOANS AND BORROWINGS AT AMORTISED COST

This is the category most relevant to the Group. After initial

recognition, interest-bearing loans and borrowings are

subsequently measured at amortised cost using the Effective

Interest Rate (EIR) method. Gains and losses are recognised

in profit or loss when the liabilities are derecognised

as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any

discount or premium on acquisition and fees or costs

that are an integral part of the EIR. The EIR amortisation is

included as finance costs in the statement of profit or loss.

This category generally applies to interest-bearing loans

and borrowings. For more information, refer to note C1.

DERECOGNITION

A financial liability is derecognised when the obligation

under the liability is discharged or cancelled or expires.

When an existing financial liability is replaced by another

from the same lender on substantially different terms, or

the terms of an existing liability are substantially modified,

such an exchange or modification is treated as the

derecognition of the original liability and the recognition

of a new liability. The difference in the respective carrying

amounts is recognised in the statement of profit or loss.

OFFSETTING OF FINANCIAL INSTRUMENTS

Financial assets and financial liabilities are offset and the

net amount is reported in the consolidated statement

of financial position if there is a currently enforceable

legal right to offset the recognised amounts and there

is an intention to settle on a net basis, to realise the

assets and settle the liabilities simultaneously.

(J) PROPERTY PLANT AND EQUIPMENT

All property, plant and equipment is stated at

historical cost less depreciation and impairment.

Historical cost includes expenditure that is directly

attributable to the acquisition of the items.

Subsequent costs are included in the asset's carrying

amount or recognised as a separate asset, as appropriate,

only when it is probable that future economic benefits

associated with the item will flow to the Group and the

cost of the item can be measured reliably. The carrying

amount of any component accounted for as a separate

asset is derecognised when replaced. All other repairs

and maintenance are charged to profit or loss during

the reporting year in which they are incurred.

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 123
Depreciation on other assets is calculated using the straight

line method to allocate their cost or revalued amounts, net of

their residual values, over their estimated useful lives (note F4).

The assets' residual values and useful lives are reviewed, and

adjusted if appropriate, at the end of each reporting year.

An asset's carrying amount is written down immediately to its

recoverable amount if the asset's carrying amount is greater

than its estimated recoverable amount (note J1(F)).

Gains and losses on disposals are determined by comparing

proceeds with carrying amount. These are included in profit

or loss.

(K) INTANGIBLE ASSETS

Goodwill

Goodwill is initially measured at cost (being the excess of the

aggregate of the consideration transferred and the amount

recognised for non-controlling interests and any previous

interest held over the net identifiable assets acquired and

liabilities assumed). If the fair value of the net assets acquired

is in excess of the aggregate consideration transferred, the

Group re-assesses whether it has correctly identified all of

the assets acquired and all of the liabilities assumed and

reviews the procedures used to measure the amounts to be

recognised at the acquisition date. If the reassessment still

results in an excess of the fair value of net assets acquired

over the aggregate consideration transferred, then the gain is

recognised in profit or loss.

After initial recognition, goodwill is measured at cost less any

accumulated impairment losses. For the purpose of impairment

testing, goodwill acquired in a business combination is,

from the acquisition date, allocated to each of the Group’s

cash-generating units that are expected to benefit from the

combination, irrespective of whether other assets or liabilities

of the acquiree are assigned to those units.

Brand

Bevilles has an established brand operating for 89 years in the

specialty retail industry. The Bevilles brand name has been

valued using the relief-from-royalty method assuming an

indefinite useful life.

Loyalty Program

Bevilles operate a customer loyalty program which attributes

value to the business by offering a returning customer

base. The cost of intangible assets acquired in a business

combination is their fair value at the date of acquisition.

Following initial recognition, intangible assets are carried at

cost less any accumulated amortisation and accumulated

impairment losses. Internally generated intangibles, excluding

capitalised development costs, are not capitalised and the

related expenditure is reflected in profit or loss in the period in

which the expenditure is incurred.

Software

Acquired computer software licences are capitalised on

the basis of the costs incurred to acquire and bring to use

the specific software. These costs are amortised over their

estimated useful lives (three to five years).

Costs associated with developing or maintaining software

programmes are recognised as an expense as incurred.

Development costs that are directly attributable to the

design and testing of identifiable and unique software

products controlled by the Group are recognised as

intangible assets when the following criteria are met:

• it is technically feasible to complete the software so that

it will be available for use;

• Management intends to complete the software and use

or sell it;

• there is an ability to use or sell the software;

• adequate technical, financial and other resources to

complete the development and to use or sell the

software are available;

• it can be demonstrated how the software will generate

probable future economic benefits; and

• the expenditure attributable to the software during its

development can be reliably measured.

In respect to cloud computing arrangements, the Group

assesses whether the arrangement contains a lease and if not,

whether the arrangement provides the Group with a resource

that it can control. Costs associated with implementation

are then assessed as to whether they can be capitalised

in accordance with relevant accounting standards.

Directly attributable costs that are capitalised as part of the

software include employee costs and an appropriate portion of

relevant overheads.

Capitalised development costs are recorded as intangible

assets and amortised from the point at which the asset is ready

for use.

Computer software development costs recognised as assets

are amortised over their estimated useful lives (not exceeding

ten years).

Useful life

The useful lives of intangible assets are assessed as either finite

or indefinite.

Intangible assets with finite lives are amortised over the useful

economic life i.e. three years for customer loyalty program

and assessed for impairment whenever there is an indication

that the intangible asset may be impaired. The amortisation

period and the amortisation method for an intangible asset

with a finite useful life are reviewed at least at the end of

each reporting period. Changes in the expected useful life

or the expected pattern of consumption of future economic

benefits embodied in the asset are considered to modify

the amortisation period or method, as appropriate, and are

treated as changes in accounting estimates. The amortisation

expense on intangible assets with finite lives is recognised in

the statement of profit or loss in the expense category that is

consistent with the function of the intangible assets.

124 MICHAEL HILL | 2023 ANNUAL REPORT
(L) PROVISIONS

Provisions are recognised when the Group has a present

legal or constructive obligation as a result of past events, it is

probable that an outflow of resources will be required to settle

the obligation and the amount can be reliably estimated.

Where there are a number of similar obligations, the

likelihood that an outflow will be required in settlement

is determined by considering the class of obligations as

a whole. A provision is recognised even if the likelihood

of an outflow with respect to any one item included

in the same class of obligations may be small.

Present obligations arising from onerous contracts are

required to be recognised and measured as a provision.

An onerous contract is considered to exist where the

unavoidable cost of meeting the obligations under the

contract exceed the economic benefits expected to

be received from the contract.

Provisions are measured at the present value of management's

best estimate of the expenditure required to settle

the present obligation at the end of the reporting year.

The discount rate used to determine the present value

is a pre-tax rate that reflects current market assessments

of the time value of money and the risks specific to the

liability. The increase in the provision due to the passage

of time is recognised as interest expense.

(M) EMPLOYEE ENTITLEMENTS

Short-term obligations

Liabilities for wages and salaries, including non-monetary

benefits and accumulating sick leave that are expected

to be settled wholly within 12 months after the end of the

year in which the employees render the related service

are recognised in respect of employees’ services up to the

end of the reporting year and are measured at the amounts

expected to be paid when the liabilities are settled.

Liabilities for employee benefits are measured at the present

value of management’s best estimate of the expenditure

required to settle the present obligation at the reporting date.

Other long-term employee benefit obligations

The liabilities for long service leave and annual leave that are

not expected to be settled wholly within 12 months after the

end of the year in which the employees render the related

service are measured as the present value of expected

future payments to be made in respect of services provided

by employees up to the end of the reporting year using

the projected unit credit method. Consideration is given

to expected future wage and salary levels, experience of

employee departures and periods of service. Expected future

payments are discounted using the Milliman G100 discount

rates at the end of the reporting period. Remeasurements

as a result of experience adjustments and changes in

actuarial assumptions are recognised in profit or loss.

The obligations are presented as current liabilities in the

statement of financial position if the entity does not have an

unconditional right to defer settlement for at least twelve

months after the reporting year, regardless of when the actual

settlement is expected to occur.

Profit-sharing and bonus plans

The Group recognises a liability and an expense for

bonuses and profit-sharing based on a formula that takes

into consideration the profit attributable to the Company's

shareholders after certain adjustments. The Group recognises

a provision where contractually obliged or where there is a

past practice that has created a constructive obligation.

Retirement benefit obligations

The Group provides retirement benefits to

employees through a defined contribution

superannuation fund. Contributions are recognised

as expenses as they become payable.

(N) BUSINESS COMBINATIONS

Business combinations are accounted for using the

acquisition method. The cost of an acquisition is measured

as the aggregate of the consideration transferred, which

is measured at acquisition date fair value, and the amount

of any non-controlling interests in the acquiree. For each

business combination, the Group elects whether to measure

the non-controlling interests in the acquiree at fair value or

at the proportionate share of the acquiree’s identifiable net

assets. Acquisition-related costs are expensed as incurred

and included in administrative expenses. At the acquisition

date, identifiable assets acquired and liabilities and contingent

liabilities assumed in a business combination are measured

initially at their fair values, except deferred tax assets or

liabilities and assets or liabilities related to employee

benefit arrangements which are recognised and measured

in accordance with AASB 112 Income Taxes and AASB 119

Employee Benefits respectively.

The Group determines that it has acquired a business when

the acquired set of activities and assets include an input and

a substantive process that together significantly contribute

to the ability to create outputs. The acquired process is

considered substantive if it is critical to the ability to continue

producing outputs, and the inputs acquired include an

organised workforce with the necessary skills, knowledge,

or experience to perform that process or it significantly

contributes to the ability to continue producing outputs and

is considered unique or scarce or cannot be replaced without

significant cost, effort, or delay in the ability to continue

producing outputs.

When the Group acquires a business, it assesses the financial

assets and liabilities assumed for appropriate classification

and designation in accordance with the contractual terms,

economic circumstances and pertinent conditions as at the

acquisition date. This includes the separation of embedded

derivatives in host contracts by the acquiree.

Any contingent consideration to be transferred by the

acquirer will be recognised at fair value at the acquisition

date. Contingent consideration classified as equity is not

NOTES TO THE FINANCIAL STATEMENTS CONT.

MICHAEL HILL | 2023 ANNUAL REPORT 125
remeasured and its subsequent settlement is accounted for

within equity. Contingent consideration classified as an asset

or liability that is a financial instrument and within the scope

of AASB 9 Financial Instruments, is measured at fair value

with the changes in fair value recognised in the statement of

profit or loss in accordance with AASB 9. Other contingent

consideration that is not within the scope of AASB 9 is

measured at fair value at each reporting date with changes in

fair value recognised in profit or loss.

(O) CONTRIBUTED EQUITY

Ordinary shares are classified as equity.

Incremental costs directly attributable to the issue of new

shares or options are shown in equity as a deduction, net of

tax, from the proceeds.

Where any group company purchases the Company's equity

instruments, for example as the result of a share buy-back or a

share-based payment plan, the consideration paid, including

any directly attributable incremental costs (net of income

taxes) is deducted from equity attributable to the owners of

Michael Hill International Limited as treasury shares until the

shares are cancelled or reissued. Where such ordinary shares

are subsequently reissued, any consideration received, net

of any directly attributable incremental transaction costs

and the related income tax effects, is included in equity

attributable to the owners of Michael Hill International Limited.

(P) DIVIDENDS

Provision is made for the amount of any dividend declared,

being appropriately authorised and no longer at the discretion

of the entity, on or before the end of the reporting year

but not distributed at the end of the reporting year.

(Q ) EARNINGS PER SHARE

Basic earnings per share

Basic earnings per share is calculated by dividing:

• the profit attributable to owners of the Company, excluding

any costs of servicing equity other than ordinary shares

• by the weighted average number of ordinary shares

outstanding during the financial year, adjusted for bonus

elements in ordinary shares issued during the year and

excluding treasury shares (note F2).

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the

determination of basic earnings per share to take into account:

• the after-income tax effect of interest and other financing

costs associated with dilutive potential ordinary shares, and

• the weighted average number of additional ordinary shares

that would have been outstanding assuming the conversion

of all dilutive potential ordinary shares (note F2).

(R) ROUNDING OF AMOUNTS

The Company is of a kind referred to in ASIC Legislative

Instrument 2016/191, relating to the 'rounding off'

of amounts in the financial statements. Amounts in

the financial statements have been rounded off in

accordance with the instrument to the nearest thousand

dollars, or in certain cases, the nearest dollar.

Some comparative amounts included within these financial

statements have been reclassified, to allow greater

transparency when comparing current period to prior period.

The reclassification adjustments have had no impact on the

prior period Profit Before Tax, Profit After Tax, or Net Assets.

(S) CHANGES IN ACCOUNTING POLICIES

AND DISCLOSURES

Several other amendments and interpretations apply for

the first time in 2023, but do not have an impact on the

consolidated financial statements of the Group. The Group

has not early adopted any standards, interpretations or

amendments that have been issued but are not yet effective

J2 SIGNIFICANT ESTIMATES

AND JUDGEMENTS

SIGNIFICANT ESTIMATES AND JUDGEMENTS

The preparation of financial statements requires the use

of accounting estimates which, by definition, will seldom

equal the actual results. Management also needs to

exercise judgement in applying the Group’s accounting

policies. Estimates and judgements are continually

evaluated and are based on historical experience and

other factors, including expectations of future events that

are believed to be reasonable under the circumstances.

The estimates and assumptions that have a significant

risk of causing a material adjustment to the carrying

amounts of assets and liabilities within the next financial

year are incorporated within the relevant note.

The significant accounting judgements relate to the pattern

of PCP revenue recognition (note A2), and employee

remediation (note F7). Accounting for the acquisition of

Bevilles is prepared on a provisional basis (note G1).

126 MICHAEL HILL | 2023 ANNUAL REPORT
DIRECTORS’

DECLARATION

In the Directors’ opinion:

(a) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due

and payable;

(b) the financial statements and notes of the Group for the financial year ended 2 July 2023, are in accordance with the

Corporations Act 2001, including:

(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting

requirements, and

(ii) giving a true and fair view of the consolidated entity's financial position as at 2 July 2023 and of its performance for the

financial year ended on that date;

(c) as at the date of this declaration, there are reasonable grounds to believe that the members of the extended group identified in

note H1 will be able to meet any obligations or liabilities to which they are, or may become, subject to by virtue of the deed of

cross guarantee described in note H2.

Note J1(A) confirms that the financial statements also comply with International Financial Reporting Standards as issued by the

International Accounting Standards Board.

The directors have been given the declarations by the chief executive officer and chief financial officer required by section 295A of

the Corporations Act 2001.

This declaration is made in accordance with a resolution of the directors.

Robert Fyfe

Chair

Brisbane

25 August 2023

MICHAEL HILL | 2023 ANNUAL REPORT 127
Ernst & Young

111 Eagle Street

Brisbane QLD 4000 Australia

GPO Box 7878 Brisbane QLD 4001

Tel: +61 7 3011 3333

Fax: +61 7 3011 3100

ey.com/au

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF MICHAEL HILL

INTERNATIONAL LIMITED

OPINION

We have audited the financial report of Michael Hill International Limited (the Company) and its subsidiaries (collectively the Group),

which comprises the consolidated statement of financial position as at 2 July 2023 , the consolidated statement of profit or loss and

other comprehensive income, consolidated statement of

changes in equity and consolidated statement of cash flows for the year then ended, notes to the financial statements, including a

summary of significant accounting policies, and

the directors’ declaration.

In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:

(a) Giving a true and fair view of the consolidated financial position of the Group as at 2 July 2023 and of its consolidated financial

performance for the year ended on that date; and

(b) Complying with Australian Accounting Standards and the Corporations Regulations 2001.

BASIS FOR OPINION

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further

described in the Auditor’s responsibilities for the audit of the financial report section of our report. We are independent of the

Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements

of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including

Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our

other ethical responsibilities in accordance with the Code.

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

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report

of the current year. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our

opinion thereon, but we do not provide a separate opinion on these matters. For each matter below, our description of how our

audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial report section of our

report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond

to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures, including the

procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial report.

REPORT ON THE AUDIT OF THE FINANCIAL REPORT

128 MICHAEL HILL | 2023 ANNUAL REPORT
Why significant

As at 2 July 2023 the Group’s inventories balance is $203 million

or 38% of the Group’s total assets.

Inventories are primarily kept in the Group’s 304 retail stores

located in Australia, New Zealand and Canada, and the

distribution and manufacturing centres. Inventories comprise a

large number of physically small but high value items which are

subject to misappropriation and other loss.

The Group accounts for inventories in accordance with the

policy disclosed in Note J1(H) and further disclosure is included

in Note A4 of the financial report.

Inventory is considered a key audit matter due to the nature,

size and geographic spread of locations where items are held.

How our audit addressed the key audit matter

Our audit procedures included the following:

• Attended stocktakes conducted at 15 Michael Hill branded

and 5 Bevilles branded retail stores across Australia, New

Zealand and Canada.

• In addition to the retail stores, we attended the stocktakes

completed at each of the distribution and manufacturing

centres in June 2023 prior to year end.

• Testing the operating effectiveness of key controls relevant

to the conduct of physical stocktakes, the review and

investigation of stocktake variances, and the approval of

adjustments made to stock quantities.

• At these stocktakes at the retail stores, distribution and

manufacturing centres, we observed compliance with the

stocktake instructions (including the suspension of inventory

movements during the stocktake process) and selected a

sample of items to recount to establish the accuracy of the

counts performed by the Group.

• For each of the locations attended, and for a further

representative sample of retail stores, we inspected

evidence that stocktakes had been conducted in

accordance with Group policies, stock variances identified

had been reviewed and approved, and that the adjustments

were accurately recorded.

• Where stocktakes were completed prior to the year end

date, we performed inventory movement analysis, and on a

sample basis, evidenced changes in inventory quantities to

evaluate the movement of inventories between the stocktake

date and year end date. For retail locations not attended at

stocktake, we performed movements analysis on a store-by-

store basis and further analysis where the year end balances

were outside our set expectations.

• We obtained details of stock-in-transit at year end, as well as

movements either side of the year end date and performed

procedures to address the risk of incorrect cut-off of

inventory quantities at year end.

EXISTENCE OF INVENTORIES

MICHAEL HILL | 2023 ANNUAL REPORT 129
Why significant

The balance of the deferred PCP revenue liability at 2 July 2023 was

$73.9 million, and PCP revenue recognised in the income statement

for the year ended 2 July 2023 was $32.9 million as disclosed in

Note A2 of the financial report.

The recognition of Professional Care Plan (PCP) revenue is a key

audit matter due to the significant degree of estimation involved

in determining the appropriate revenue recognition pattern for

lifetime, 10 year and 3 year plans offered to the Group’s customers.

Under these plans, revenue is deferred on receipt of the payment

from the customer and recognised over time in a manner that

reflects the proportion of actual services used by customers

relative to the total amount of expected services to be provided

under the PCPs.

The estimation process for PCP revenue is based on an analysis of

actual services (through historical cleaning, repairs and re-sizing

service data) performed under these plans since inception in

October 2010, with management judgement applied to

take account of emerging trends in customer behaviour,

industry data and exceptional circumstances such as COVID

related store closures.

The result of the estimation process is reviewed by the Group on

at least an annual basis. As circumstances change over time, the

Group updates its measure of progress, and any adjustments are

recognised as a cumulative catch up in revenue recognition (or

reversal) in the current year results.

How our audit addressed the key audit matter

Our audit procedures included the following:

• Assessed the Group’s PCP revenue recognition accounting

policies and compliance with the requirements of Australian

Accounting Standards.

• Assessed the accuracy of the data used in the PCP revenue

estimation calculation and challenged the reasonableness of

the key judgements including:

– Obtained details of the sales of PCP products to

customers during the year and tested the cash receipts

were appropriately deferred.

– Obtained details of the actual cleaning, repairs and

resizing services during the year and tested a sample of

transactions to understand if repairs are accurately tagged

to the associated PCP plan date.

– Performed analysis over the historic repairs data, to

determine whether the assumptions made by the Group

were supportable, including the length of the lookback

period, any adjustments made for the impact of COVID

related store closures in recent years, and the weighting

of recent trends compared to older data.

• Tested the mathematical accuracy of the PCP revenue

estimation model and reperformed the Group’s calculation

supporting the change in estimate relating to PCP

revenue recognition.

• Re-performed management’s sensitivity analysis over the

assumptions using reasonable alternative scenarios to

determine whether there would be a material impact on

revenue recognised in the year.

• Assessed the adequacy of disclosures included in the

Notes to the financial statements of PCP revenue

recorded and deferred at year-end and the associated

estimation uncertainty.

PROFESSIONAL CARE PLAN (PCP) REVENUE RECOGNITION

130 MICHAEL HILL | 2023 ANNUAL REPORT
Why significant

On 1 June 2023 the Group acquired the business and selected

assets of Bevilles, with consideration consisting of cash upfront

of $44.6m, deferred consideration of $0.9m and contingent

consideration of $3.5m relating to earn out payments over the

next two years. The details of the provisional business combination

accounting for the acquisition are disclosed in Note G1 of the

financial report.

The acquisition has been accounted for as a business combination

in accordance with Australian Accounting Standards, and due to the

proximity of the acquisition to year end, the business combination

is accounted on a provisional basis.

In undertaking the provisional acquisition accounting, the Group is

required to measure the fair value of consideration transferred, the

fair values of identifiable assets, assumed liabilities and contingent

liabilities acquired at the acquisition date, and determine the

amount of goodwill to be recognised.

The fair value measurements require significant judgement and

complex estimation, including the:

• identification and measurement of all assets, liabilities and

contingencies of the business;

• valuation of intangible assets acquired including brand

names utilised by the Bevilles business; and

• The valuation of contingent and deferred consideration,

a portion of which is linked to the Group’s share price at

future dates.

As a result, we considered the Group’s provisional business

combination accounting and the related disclosures in the

financial report to be a key audit matter.

How our audit addressed the key audit matter

Our audit procedures included:

• Assessing the accuracy of treating the acquisition as

a business combination in accordance with Australian

Accounting Standards.

• Assessing the Group’s determination of the acquisition date

of the business combination.

• Evaluating the Group’s determination of the purchase

consideration and the fair value of future payments.

• Evaluating the qualifications, competence and objectivity

of the Group’s external experts used to determine the

provisional values recorded particularly for intangible

assets recorded.

• Using our valuation experts to independently assess

the reasonability of provisional fair value estimates

determined by the Group’s external experts, particularly for

intangible assets.

• Performing valuation cross checks on the acquired

intangible assets with reference to market and

transaction multiples.

• Testing the working capital balances, including cash,

inventory, trade receivable and payables, contract liabilities

and provisions at the acquisition date. Our procedures on

inventory included attendance at 5 retail store stocktakes

and the stocktake of the head office location at the date

of acquisition.

• Testing the provisional right of use assets and lease

liabilities recorded in accordance with Australian Accounting

Standards and underlying lease documentation.

• Involving our taxation specialists in assessing the deferred

tax balances associated with the provisional accounting for

the acquisition.

• Assessed the adequacy of the financial report disclosures

included in the Notes to the financial report setting out

the nature and basis of the provisional business

combination accounting.

ACQUISITION OF BEVILLES

MICHAEL HILL | 2023 ANNUAL REPORT 131
INFORMATION OTHER THAN THE FINANCIAL REPORT AND AUDITOR’S REPORT THEREON

The directors are responsible for the other information.

The other information comprises the information included in the Company’s 2023 annual report, but does not include the financial

report and our auditor’s report thereon.

Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance

conclusion thereon, with the exception of the Remuneration Report and our related assurance opinion.

In connection with our audit of the financial report, our responsibility is to read the other information and, in

doing so, consider whether the other information is

materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to

be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

RESPONSIBILITIES OF THE DIRECTORS FOR THE FINANCIAL REPORT

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in

accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors

determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material

misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the Group’s ability to continue as a going concern,

disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting unless the directors

either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL REPORT

Our objectives are to obtain reasonable assurance

about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and

to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that

an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably

be expected to influence the economic decisions of users taken on the basis of this financial report.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgment and maintain

professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform

audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our

opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud

may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the

circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related

disclosures made by the directors.

• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit

evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on

the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw

attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify

our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future

events or conditions may cause the Group to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the

financial report represents the underlying transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the

Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the

Group audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant

audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence,

and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence,

and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated to the directors, we determine those matters that were of most significance in the audit of the

financial report of the current year and are therefore the key audit matters. We describe these matters in our auditor’s report unless

law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a

matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected

to outweigh the public interest benefits of such communication.

132 MICHAEL HILL | 2023 ANNUAL REPORT
REPORT ON THE AUDIT OF THE REMUNERATION REPORT

OPINION ON THE REMUNERATION REPORT

We have audited the Remuneration Report included in the directors’ report for the year ended 2 July 2023.

In our opinion, the Remuneration Report of Michael Hill International Limited for the year ended 2 July 2023, complies with section

300A of the Corporations Act 2001.

RESPONSIBILITIES

The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with

section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our

audit conducted in accordance with Australian Auditing Standards.

Ernst & Young

Kellie McKenzie

Partner

Brisbane

25 August 2023

MICHAEL HILL | 2023 ANNUAL REPORT 133
ADDITIONAL INFORMATION

AS AT 25 SEPTEMBER 2023

Michael Hill has one class of shares on issue (being ordinary shares). The Company’s shares are listed on the Australian Securities

Exchange and the New Zealand Stock Exchange.

TWENTY LARGEST SHAREHOLDERS

Rank

Name

Fully Paid

Ordinary Shares

% of Fully Paid

Ordinary Shares

1

HOGLETT HAMLETT LIMITED*

148,330,60038.57

2

CITICORP NOMINEES PTY LIMITED

31,854,919 8.28

3

SQUEAKIDIN LIMITED*

19,156,9264.98

4

J P MORGAN NOMINEES AUSTRALIA PTY LIMITED

13,271,446 3.44

5

PETER KARL CHRISTOPHER HULJICH + JOHN HAMISH BONSHAW IRVING

12,464,1163.24

6

CUSTODIAL SERVICES LIMITED

9,637,959 2.51

7

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED

9,478,140 2.46

8

BNP PARIBAS NOMS PTY LTD

8,164,435 2.12

9

NEW ZEALAND CENTRAL SECURITIES DEPOSITORY LTD

7,970,707 2.07

10

NATIONAL NOMINEES LIMITED

7,267,9651.89

11

MOLE HILL LIMITED*

5,000,0001.30

12

CHRISTOPHER PETER HULJICH + CONSTANCE MARIA F HULJICH + PETER

KARL CHRISTOPHER HULJICH

3,488,8610.91

13

NEW ZEALAND DEPOSITORY NOMINEE LIMITED

3,432,272 0.89

14

FNZ CUSTODIANS LIMITED

3,125,715 0.81

15

HWM (NZ) HOLDINGS LIMITED

2,458,5700.64

16

BNP PARIBAS NOMINEES PTY LTD

2,348,734 0.61

17

FORSYTH BARR CUSTODIANS LIMITED

2,264,363 0.59

18

HULJICH FAMILY TRUST NOMINEES LIMITED

2,062,4430.54

19

VANWARD INVESTMENTS LIMITED

2,036,9740.53

20

HOBSON WEALTH CUSTODIAN LTD

1,964,928 0.51

Total 295,780,073 76.89

Total Remaining Holders Balance 88,843,890 23.11

*Denotes entities in which a member or members of the Hill family have an interest.

Number

Issued Capital 384,623,963

Number of shareholders 4,181

Minimum Parcel price $0.870

Holders with less than a marketable parcel368

134 MICHAEL HILL | 2023 ANNUAL REPORT
DISTRIBUTION OF SECURITY HOLDERS

Number of holders of fully

paid ordinary shares

Number of fully paid

ordinary shares

1 – 1,000 726 421,082

1,001 – 5,000 1,306 3,978,343

5,001 – 10,000 772 6,320,269

10,001 – 100,000 1,230 39,352,955

Over 100,001 147 334,551,314

Total 4,181 384,623,963

UNMARKETABLE PARCELS

Minimum Parcel SizeHoldersUnits

Minimum $500.00 parcel at

$0.87 per unit

575368 102,302

As at 25 September 2023, there are four substantial shareholders that Michael Hill is aware of:

The above table sets out the number of securities held by substantial shareholders in Michael Hill as disclosed in their last

substantial shareholder’s notice. Those shareholders may have acquired or disposed of securities in Michael Hill since the date of

that notice. A substantial shareholder is only required to disclose acquisition or disposals where there has been a movement of at

least 1% in their shareholding.

SHARE OPTIONS AND RIGHTS

Michael Hill has unlisted share options and rights on issue. As at 25 September 2023 there were 41 holders of options and rights.

SUBSTANTIAL HOLDERS

Name

Latest Notice DateShares

Hoglett Hamlett Limited and others*

13 October 2016148,330,600

Mark Simon Hill

3 September 2021163,487,902

Emma Jane Hill

13 October 2016167,487,526

Spheria Asset Management Pty Ltd

2 May 202344,034,477

* Includes: Hoglett Hamlett Limited (New Zealand incorporated company with company number 5994887), Sir Richard Michael Hill, Lady Ann

Christine Hill and Veritas Hill Limited (New Zealand incorporated company with company number 2303840).

MICHAEL HILL | 2023 ANNUAL REPORT 135
DIRECTORS

COMPANY SECRETARIES

PRINCIPAL REGISTERED

OFFICE IN AUSTRALIA

SHARE

REGISTER

AUDITOR

BANKERS

EMAIL

SOLICITOR

WEBSITES

R I Fyfe B.Eng, F.E.N.Z., C.N.Z.M. Chair

Sir R M Hill K.N.Z.M.

E J Hill B.Com., M.B.A.

G W Smith B.Com., F.C.A., F.A.I.C.D.

J E Naylor M.A.I.C.D.

D Bracken

D Whittle BA, B.Com

34 Southgate Avenue

Cannon Hill QLD 4170

+61 7 3114 3500

Ernst & Young

Level 51

111 Eagle Street

Brisbane QLD 4000

ANZ Australia

ANZ New Zealand

HSBC Australia

HSBC Canada

Bank of Montreal

Bank of America

online@michaelhill.com.au

A Lowe BCom, LLB (Hons), MAppFin, CA, CTA

E Bird LLB (Hons), BA (Psych), GradDipLegalPrac,

GradDipAppCorpGov, G.A.I.C.D.

Computershare Investor Services Pty Ltd

Level 1

200 Mary Street

Brisbane QLD 4000

1300 552 270 (within Australia)

+61 3 9415 4000 (outside of Australia)

Allens Linklaters

Level 26

480 Queen Street

Brisbane QLD 4000

www.michaelhill.com.au

www.michaelhill.co.nz

www.michaelhill.ca

www.michaelhill.com

www.medleyjewellery.com.au

www.bevilles.com.au

www.watchesgalore.com.au/

http://investor.michaelhill.com

CORPORATE DIRECTORY

136 MICHAEL HILL | 2023 ANNUAL REPORT

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.