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Kingfish 2024 Annual Report

Annual Report14 June 2024KFLFinancials

ANNUAL REPORT
2024

31 MARCH

2
CALENDAR

Next Dividend Payable

27 JUNE 2024

Annual Shareholders’ Meeting

Ellerslie Event Centre, Auckland

8 AUGUST 2024, 10:30AM

Interim Period End (1H25)

30 SEPTEMBER 2024

03About Kingfish

06Directors’ Overview

10Manager’s Report

18The STEEPP Process

20Kingfish Portfolio Stocks

26Board of Directors

27Corporate Governance Statement

35Directors’ Statement of Responsibility

36Financial Statements

54Independent Auditor’s Report

58Shareholder Information

60Statutory Information

63Directory

CONTENTS

Andy Coupe

Chair

Carol Campbell

Director

This report is dated 24 June 2024 and is

signed on behalf of the Board of Kingfish

by Andy Coupe, Chair, and Carol

Campbell, Director.

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ANNUAL REPORT

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3
ABOUT KINGFISH

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

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

Kingfish portfolio is managed by Fisher Funds Management Limited

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

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

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

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

unlisted companies.

INVESTMENT OBJECTIVES

The key investment objectives of Kingfish are to:

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

growth, within risk parameters acceptable to the directors; and

»provide access to a diversified portfolio of New Zealand quality

growth stocks through a single tax efficient investment vehicle.

INVESTMENT APPROACH

The investment philosophy of Kingfish is summarised by the following

broad principles:

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

a fundamental change in the original investment case;

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

profitability; and

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

investment criteria (see pages 18 and 19).

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ANNUAL REPORT

2024

$
19.9m

Net profit

3.7

%

Total shareholder return

6.3

%

Gross performance return

$

1. 3 4

NAV per share

$

1. 2 5

Share price

4.6

%

Adjusted NAV return

DIVIDENDS PAID

DIVIDENDS PAID DURING THE YEAR ENDED 31 MARCH 2024 (CENTS PER SHARE)

Total dividends of 10.83cps were paid during the financial year (2023: 11.64 cps)

23 June

2023

2.82

cps

22 September

2023

2.79

cps

15 December

2023

2.64

cps

28 March

2024

2.58

cps

FOR THE 12 MONTHS ENDED 31 MARCH 2024

AT A GLANCE

AS AT 31 MARCH 2024

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ANNUAL REPORT

2024

Fisher & Paykel
Healthcare

16

%


Infratil

18

%


Summerset

9

%


Mainfreight

14

%

Auckland

International

Airport

8

%

AS AT 31 MARCH 2024

LARGEST INVESTMENTS

AS AT 31 MARCH 2024

SECTOR SPLIT

Industrials 46%

Healthcare 34%

Utilities 9%

Consumer Staples 5%

Information Technology 4%

Materials 1%

Cash 1%

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

holding data as at 31 March 2024 can be found on page 17.

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ANNUAL REPORT

2024

"It has been another
challenging year for

the New Zealand

listed equities market,

however Kingfish has

delivered a $19.9m

net profit for the

31 March 2024 year."

DIRECTORS’ OVERVIEW

Andy Coupe

Chair

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ANNUAL REPORT

2024

Global investors have experienced another tough
year, with market performance being driven by a

myriad of factors. These included ongoing recessionary

concerns, high interest rates in response to inflation

and geopolitical uncertainty. Given this environment,

global share markets, which were volatile for most of the

2023 calendar year, have only recently started showing

signs of recovery. However, while the New Zealand

share market returns have lagged global share market

performance, Kingfish has performed relatively well.

The Manager has successfully turned around a half

year loss of $14.7m (for the half year to 30 September

2023) to end the 31 March 2024 financial year with

a $19.9m net profit (NPAT). While the Adjusted NAV

return

1

was up 4.6%, the total shareholder return

2

was

up 3.7%, reflecting the lower share price over the year.

The gross performance return

3

of 6.3% and the Adjusted

NAV return of 4.6% were both ahead of the Company’s

benchmark index

4

, which was up 1.9%. The Manager

believes that Kingfish remains well placed, by virtue of

the quality of the portfolio companies' business models

and their attractive long-term runways for earnings

growth. These factors, when combined with reasonable

valuations, means the current environment presents an

attractive opportunity for patient investors.

There has been a small reduction in Kingfish Limited’s

Net Asset Value (NAV) for the year, from $462 million

(as at 31 March 2023) to $458 million, which is

essentially the result of the Kingfish distribution policy,

with net distributions (net of the dividend reinvestment

plan) of $24m paid during the year, exceeding the

financial year NPAT by $4m. However, it is also

relevant to note that the Kingfish annualised adjusted

NAV performance over the longer term of three and

five years, being -0.9% and 6.6%, are 0.3 and 2.4

percentage points respectively above the S&P/NZX50G

index for those same three and five-year periods of

-1.2% and 4.2%.

Revenues and Expenses

The 2024 net profit result comprised profits on

investments of $16.7m, dividend and interest income of

$10.1m, less operating expenses and tax of $6.9m.

Overall operating expenses were $2.1m higher

than the corresponding period, mainly due to lower

management fees in the prior year, when the portfolio’s

underperformance, compared to the change in the S&P/

NZX Bank Bill 90day index for the year, led to a $2.3m

management fee rebate by the Manager, (being the

fulcrum fee

5

adjustment).

Dividends

Kingfish continues to distribute 2.0% of average net asset

value per quarter, as shareholders consistently express

the attraction of receiving the regular distributions. Over

the 12-month period to 31 March 2024, Kingfish paid

10.83 cents per share in dividends (2023:11.64 cps).

The next dividend will be 2.65 cents per share, payable

on 27 June 2024 with a record date of 6 June 2024.

Kingfish has a dividend reinvestment plan which

provides ordinary shareholders with the option to

reinvest all or part of any cash dividends in fully paid

ordinary shares. Full details of the Dividend Reinvestment

Plan

6

can be found in the Kingfish Dividend Reinvestment

Plan Offer Document, a copy of which is available at

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

strategies/

Warrants

On 6 July 2023, 83.1m new warrants were allotted.

One new warrant was issued to eligible shareholders for

every four shares held on the record date (5 July 2023).

The warrants are exercisable on 26 July 2024 at $1.37

per warrant, adjusted down for dividends declared

during the period commencing from the allotment of the

warrants, up to the announcement of the 26 July 2024

exercise price.

Share Buybacks

The share buyback programme

7

is another part of

Kingfish’s capital management. During the 12 months to

31 March 2024, the share price was, at times during

the financial year, at a discount of greater than 6% to

the adjusted NAV, and the Company bought back 0.7m

shares (FY23: Nil). Subsequent to the 31 March 2024

year end, the Company bought back 0.6m shares in the

period to 31 May 2024.

1

The adjusted net asset value return is the underlying performance of the investment portfolio adjusted for dividends, (and other

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

2

Total shareholder return - the return combines the share price performance, the warrant price performance, the net value of

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

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

expiry date.

3

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

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

4

The benchmark index is the S&P/NZX50G.

5

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

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

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

6

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

Investor Services Limited.

7

Shares purchased under the buyback programme are held as treasury stock and subsequently utilised under the dividend

reinvestment plan.

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ANNUAL REPORT

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FIGURE 1: FIVE-YEAR PERFORMANCE SUMMARY
Corporate Performance

For the year ended 31 March20242023202220212020

5 years

(annualised)

Total Shareholder Return3.7%(18.8%)0.02%6 5.1%7. 2 %8.3%

Adjusted NAV Return4.6%(3.6%)(3.5%)41.1%0.4%6.6%

Dividend Return

1

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

Net Profit/(Loss)$19.9 m($19. 5 m )($17.3m)$142.7m$1.7m

Basic Earnings per Share 5.96cps-6.00cps-5.49cps56.28cps0.75cps

OPEX ratio1.5%0.9%1.1%2.9%1.5%

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

As at 31 March20242023202220212020

NAV (as per financial statements)$1.34$1.40$1.58$1.7 7$1.39

Adjusted NAV$6.58$6.30$6.53$6.77$4.80

Share price$1.25$1.32$1.75$1.90$1.29

Warrant price$0.01-$0.05-$0.03

Share price discount / (premium) to NAV

2

6.5%5.7%( 11. 6 % )( 7. 3 % )6.7%

DIRECTORS’ OVERVIEW CONTINUED

Andy Coupe / Chair

Kingfish Limited

24 June 2024

20 Year Anniversary – 31 March 2024

At the end of March, Kingfish celebrated 20 years

since first listing on the NZX and members of the Board

and representatives from the Manager were invited to

open the day’s share market trading, in late March, at

the NZX. We are collectively proud of what Kingfish

has achieved over the 20 years, delivering competitive

returns for shareholders through numerous share market

cycles.

Annual Shareholders’ Meeting

The 2024 annual shareholders’ meeting will be held

on Thursday 8 August at 10:30am at the Ellerslie Event

Centre in Auckland and online. All shareholders are

encouraged to attend, with those who are unable to

attend either form of the meeting invited to cast their vote

on Company resolutions prior to the meeting.

Conclusion

The year ended 31 March 2024 year was yet another

challenging period for the New Zealand share market.

Notwithstanding the changeable market conditions

over the period, your directors remain confident in

the strategy of focusing on well-managed, quality

businesses, whose sustainable competitive advantages

enable them to adapt and respond to an ever-changing

environment over the medium to long-term.

We would like to thank you for your continued support

and look forward to seeing many of you at the annual

meeting on 8 August 2024.

On behalf of the board,

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ANNUAL REPORT

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

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

expenses, fees and tax,

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

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

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

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

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

expiry date,

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

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

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

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

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

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

FIGURE 2: TOTAL SHAREHOLDER RETURN

Share Price/Total Shareholder Return

Total Shareholder ReturnShare Price

$

9.00

$

8.00

$

7.00

$

6.00

$

5.00

$

4.00

$

3.00

$

2.00

$

1.00

$

0.00

Mar

2016

Mar


2019

Mar


2020

Mar


2021

Mar


2022

Mar


2023

Mar


2024

Mar


2004

Mar


2005

Mar


2006

Mar


2007

Mar


2008

Mar


2009

Mar


2010

Mar


2 011

Mar


2012

Mar


2013

Mar


2014

Mar


2015

Mar


2017

Mar

2018

Manager Performance

For the year ended 31 March20242023202220212020

5 years

(annualised)

Gross Portfolio Performance (before

expenses, fees and tax)6.3%(2.7%)(2.5%)46.0%2.9%8.6%

S & P/N Z X 5 0 G I n d e x1.9%(1.9%)(3.6%)28.2%(0.5%)4.2%

Performance fee hurdle/Benchmark Rate

3

12. 7 %10.2%7. 5 %7. 3 %8.6%

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

1

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

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

2

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

3

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

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ANNUAL REPORT

2024

Matt Peek
Portfolio Manager

“It was encouraging

to see Kingfish’s

companies collectively

deliver resilient

performance in a

difficult economic

environment.”

MANAGER’S REPORT

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ANNUAL REPORT

2024

SUMMARY AND MARKET REVIEW
During the financial year to 31 March 2024, the New

Zealand market benchmark

1

rose by 1.9%, while

Kingfish delivered a Gross Performance Return of 6.3%.

By comparison, the MSCI World index which measures

global markets, was up 31% in NZ dollar terms. Many

key markets have performed more strongly than the

New Zealand market (such as the S&P 500 up 36% in

the US and the S&P/ASX 200 up 17% in Australia, both

in NZ dollar terms).

A key reason why the New Zealand market has

delivered lower returns recently has been the weaker

economic environment. Our economy has seen

economic growth fail to match expectations and come

in at lower levels of growth overall. New Zealand

ultimately has proved more fragile in this environment

than other countries such as the US and Australia,

despite all moving to higher interest rate settings.

Chart: Since the start of the 2024 financial year

New Zealand’s real GDP growth has fallen short of

expectations and come in lower than other regions

Source: Bloomberg

The Reserve Bank of New Zealand (RBNZ) has been

resolute in maintaining a high Official Cash Rate to

ensure inflation returns to acceptable levels. This has

hurt New Zealand households, which overall are

indebted.

In New Zealand, we typically have short duration fixed

term mortgages, with one and two years popular. For

example, the two-year mortgage rate has risen from

lows of around 2.5% in mid-2021 to highs of around

7% in late 2023. This means households refinancing

onto higher rates over this period have seen meaningful

reductions in discretionary income, especially after

factoring significant cost-of-living inflation on essentials

(such as groceries, fuel, rates and insurance).

US households are typically on 30-year fixed

rate mortgages, and so collectively have not seen

discretionary income reduced in this manner. Australia

has a similar dynamic to New Zealand, with most

households on floating mortgages. However, as at 31

March 2024 the Reserve Bank of Australia had only

hiked its cash rate to 4.35%, versus the RBNZ’s 5.5%,

which means Australian households haven’t been

squeezed as hard.

Private consumption forms about 60% of New Zealand

GDP, so it has not been surprising to see a sluggish

economy while the Kiwi consumer keeps their wallet in

their pocket as this dynamic plays out.

Fortunately, Kingfish has a modest exposure to

companies that rely on the New Zealand consumer. In

fact a number of portfolio companies derive a lot of

income from offshore. However, we acknowledge some

of Kingfish’s companies have been impacted by the

weaker local economy.

Chart: Seasonally adjusted NZ retail sales volumes fell

for the eighth consecutive quarter in December 2023,

highlighting the weak consumer environment

Source: Stats NZ; retail sales volumes expressed using

constant September 2010 quarter prices

THE KINGFISH PORTFOLIO YEAR IN

REVIEW

Overall, it was a positive year for Kingfish, with

its portfolio of high quality growth companies

withstanding the test of a particularly difficult New

Zealand economic environment. However, returns in

absolute terms were below long term averages.

Kingfish outperformed its New Zealand equity market

benchmark for the financial year, with a Gross

Performance Return of 6.3% versus the S&P/NZX 50 of

1.9%.

1

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

3.5%

3.0%

2.5%

2.0%

1.5%

1.0%

0.5%

0.0%

2023 2024

New ZealandAustraliaUnited StatesGlobal

2023 20242023 20242023 2024

Actual 2023 and latest estimate for 2024

Expectations at the start of FY24

$28b

$26b

$24b

$22b

$20b

Dec 2016Dec 2017 Dec 2018Dec 2019Dec 2020Dec 2021Dec 2022Dec 2023

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ANNUAL REPORT

2024

During the financial year to 31 March 2024, Kingfish’s
performance reflected a variety of idiosyncratic factors

affecting its diverse portfolio of companies. We discuss

each of these in turn in the next section.

Positive performance was spread across companies

in a range of sectors. A number of the negative

contributors were exposed to a slowing consumer

environment, both in New Zealand and overseas.

These included the likes of Delegat, Freightways and

Port of Tauranga. Mainfreight also delivered below

MANAGER’S REPORT CONTINUED

PERFORMANCE HIGHLIGHTS

Vista

Movie theatre software provider Vista (+44%) saw its

share price rise as investors began to better appreciate

the potential of its growth trajectory for coming years.

Late in 2023, the company announced a succession of

new contracts signed by its cinema exhibitor customers

to migrate onto Vista’s next generation Digital and

Cloud products. The new products replace its legacy

‘on premise’ systems and provide customers with a

solution that overall has more functionality and requires

less in-house IT resources to support.

Vista

Summerset

Infratil

Vulcan Steel

Contact Energy

Meridian Energy

a2 Milk

Mainfreight

F&P Healthcare

Freightways

Auckland Airport

Port of Tauranga

Ryman

Delegat

EBOS

+44%

+33%

+21%

+19%

+17%

+16%

+9%

+2%

-2%

-2%

-3%

-11%

-13%

-18%

-24%

average performance by its high standards as a result

of subdued local and global freight market conditions.

Overall, it was encouraging to see Kingfish’s

companies collectively deliver resilient performance in

a difficult economic environment.

Part of Kingfish’s rationale for investing in a

concentrated portfolio of quality growth companies

is so that when the economic tide goes out, they are

not swept away with it. This was the case in the 2024

financial year.

Chart: Portfolio Company Total Share Returns (year to 31 March 2024)

During the year, the company also realigned its customer

facing teams, which allows for more consistent customer

engagement and is saving around $10 million annually.

This is a much-improved result compared to the cost

pressure from rising software developer wages that had

hampered the company previously.

The outlook for 2024 and beyond is for revenue

growth as customers are onboarded to the new

products, while the company now has the resources in

place to facilitate the transition, limiting cost growth.

Summerset

Strong execution by its management team and housing

market sentiment improving from depressed levels saw

Summerset (+33%) deliver strong returns over the last

12 months.

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ANNUAL REPORT

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In the prior year, the share prices of New Zealand’s
retirement village companies (including Summerset)

came under indiscriminate pressure due to broader

challenges facing the local housing market as prices

and sales volumes both fell.

In the year to 31 March 2024, national house prices

stabilised (actually increasing 3% over the year) and

sales volumes increased 14% on the prior year. Market

conditions still remain somewhat tougher than recent

history with sales volumes 18% below the average for

the five years prior to COVID.

However, this modest recovery has allowed Summerset

to continue its growth trajectory. It hit records for unit

deliveries and sales across both new villages and the

resale of units at existing villages for the 2023 calendar

year (its latest financial year). The company’s ability to

hold prices to deliver solid sales margins also meant

it was able to achieve a respectable +11% growth in

underlying earnings versus the 2022 calendar year.

Summerset’s preference for broad acre sites and a

lower weighting to aged care units has increasingly

proved the optimal strategy in recent years and remains

valid into the future.

Summerset’s focus on villages with lower peak capital

outlay and shorter development time frames has seen it

deliver attractive development cash profits and recycle

these into new villages, which has also kept debt

levels in check. In turn, this has allowed it to continue

purchasing land for future villages, which has supported

an increasing build rate over time. This is the key to its

attractive earnings growth profile going forward.

Infratil

Infratil (+21%) continued the strong momentum of recent

years, observing continued growth within its portfolio

and adeptly rebalancing its exposures to align to

opportunities.

Key holding CDC Data Centres announced impressive

progress, including targets to increase the size of the

business four-fold by the end of the decade. This is

supported by ongoing demand and the emergence

of Artificial Intelligence workloads in Australia. CDC's

move into Melbourne has been so successful that they

are already building their second site before opening

the first one.

A major event was the acquisition of a further 49.9%

stake in One NZ (formerly Vodafone New Zealand)

from investment partner Brookfield. The transaction

means Infratil essentially owns the entire company

(aside from a small 0.1% management shareholding),

providing complete control over strategy and the ability

to align this with its long-term horizon. Higher profit

margin targets were announced with the transaction.

One NZ will be a meaningful cash generator,

providing funding for investment into other portfolio

companies and delivering returns above cost of capital.

Renewable electricity continues to contribute to

portfolio returns. Infratil’s portfolio company Longroad

Energy hosted an investor day in Arizona to highlight

the scale of the opportunity in the United States. This

will see Longroad build out a 6-gigawatt pipeline of

renewable electricity projects as they progress towards

US$600 million of core operating earnings by 2027.

Gurin Energy, Infratil's Asian renewable energy

platform, presented to us and other Infratil investors in

Sydney. Gurin is ahead of its initial investment case by

a factor of around five times, winning major projects in

Singapore, the Philippines and Thailand as it supports

the regions transition away from fossil fuels.

Finally, a new investment in Console Connect was

announced. Console Connect provides infrastructure

for software-defined networking and the prospects

for high-returning investments in new submarine cable

infrastructure is a key opportunity for the business.

This investment deepens Infratil's presence in digital

infrastructure and shows it is continuing to balance the

portfolio between strong cash generating assets, such as

One NZ, and growth options such as Console Connect

which will pay off over a longer-term horizon.

Contact Energy and Meridian Energy

Local electricity companies Contact Energy (+17%)

and Meridian Energy (+16%) benefitted from New

Zealand electricity prices remaining elevated during

the year. Gas remains in short supply, which is keeping

the cost of thermal generation elevated. In addition,

there is a lag in the ability to pass wholesale prices

on to retail customers, so pricing in this segment also

continues to rise. There are some emerging signs New

Zealand’s electricity demand is beginning to grow after

a prolonged period of industrial closures and thermal

efficiency in households having muted demand growth.

New generation projects coming to market will see

earnings growth, even if electricity prices ease back

from current levels. Meridian’s Harapaki wind farm and

Contact’s Tauhara geothermal power station are both

scheduled to come online in 2024, which will provide

meaningful uplifts in earnings.

The possible closure of the Tiwai Point aluminium

smelter has presented an ongoing risk to the sector

since Rio Tinto indicated it may look to close the site

back in 2020, before extending its power contracts

until the end of 2024. The smelter consumes about

13% of New Zealand’s electricity in a given year, so

would flood the market with cheap electricity if it were

to close. Since 2020, aluminium prices have risen and

the smelter’s profitability is much improved, and in late

May 2024 Meridian and Contact agreed a renewed

contract on better terms.

The a2 Milk Company

The a2 Milk Company (+9%) continued to grow, taking

further market share in the Chinese infant formula

sector.

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ANNUAL REPORT

2024

MANAGER’S REPORT CONTINUED
This allowed it to be one of the best performing brands

in that market. The company now has around 6-7%

market share and remains focused on extending its

distribution channels that are growing strongly and

where it is under-represented. This should lead to

further growth over time.

Mainfreight

Mainfreight (+2%) has a proud history of profitable

growth over the long term. However, the current

environment means its continued focus on network

expansion and market share gains have been usurped

in the short term by softer volumes.

The company saw a sharp deterioration in profitability

in the first quarter of the 2024 financial year due to

lower freight volumes through its network, with fixed

costs weighing on performance. Given the company’s

long-term focus and appreciation for the competitive

advantage it derives from its team and culture,

Mainfreight elected to retain all permanent team

members and ride out the lower volume environment.

This was justified as soon as the subsequent quarter, as

its focus on market share gains and a hiring freeze saw

returns improve.

Despite its strengths, Mainfreight remains affected

in the short term by lower freight volumes and many

customers globally destocking (rather than replenishing)

inventories in response to lower than anticipated

consumer demand. We are seeing some signs that

global ocean and air freight volumes are improving,

although certain local freight markets remain subdued.

What remains important for the company is its

unwavering focus on building for the long term. It

continues to focus on winning customers based on

service and controlling international freight at both origin

and destination to reduce commissions paid away to

outside agents. It also continues to focus on increasing

the proportion of customers using inbound and outbound

freight services that attach to its strongly growing

warehousing offering. Mainfreight also continues to

expand geographically, with new branches opening,

including in promising new markets like India.

We remain confident that we will look back on the

current tricky period as a hurdle cleared in its ‘100-

year’ vision.

PERFORMANCE LOWLIGHTS

EBOS

EBOS (-24%) delivered solid operating performance

across its business units over the last 12 months but

this was overshadowed by the unexpected loss of the

Chemist Warehouse pharmaceutical supply contract for

Australia to competitor Sigma from 1 July 2024.

The community pharmacy industry overall remains in

growth including EBOS’s leading Australian franchise

pharmacy group, TerryWhite Chemmart (TWC). TWC

continues to perform strongly due to its focus on care

and health advice and is well positioned to provide

more services over time, which reduces pressure on

core primary healthcare services, in line with the

Australian government’s objectives.

EBOS’s medical devices businesses, including its recent

LifeHealthcare acquisition, are performing in line with

expectations. Its hospital business has demonstrated

market share gains, and the Contract Logistics unit is

expected to grow strongly as it utilises new capacity

added in New Zealand and Australia.

Additionally, the Animal Care division is benefitting

from its newly built in-house manufacturing facility,

which will enable new product development and

further revenue growth.

The loss of the Chemist Warehouse contract translates

to a meaningful A$2 billion step down in revenue

for EBOS, with an estimated impact of around A$75

million in pre-tax earnings. Ongoing share gains,

cost-cutting initiatives, and acquisition opportunities are

expected to bridge the earnings shortfall; nevertheless,

this contract loss has temporarily created a one-year

hiatus in EBOS’s attractive earnings growth profile.

Delegat Group

Oyster Bay wine brand owner Delegat (-18%) had

to contend with more problematic market conditions

over the previous 12 months. These included domestic

cost pressures and customers limiting orders to run

down their inventories in a tepid environment for wine

consumption in its key markets of Australia, the UK and

North America.

This detracted from its brand momentum in the US,

where it continues to be one of the best performing

premium wine brands (US$10+ price point) from a

retail sales perspective.

We believe the recent share price reflects a heightened

focus on near-term conditions and does not consider

the longer-term earnings potential from volume growth

and recovery in profit margins. The company is actively

adjusting pricing and optimising its distribution strategy

to address this.

Ryman Healthcare

Ryman has been a stark contrast with our larger

retirement operator holding, Summerset. Ryman’s

operational performance and share price performance

over the year (-13%) has been disappointing and we

have further reduced Kingfish’s position in the company.

Positively, the company is increasingly focused on

cashflow outcomes with some success. As part of

this, it is tempering its rate of development as it puts

uneconomic sites up for sale or defers development.

These actions, while limiting short-term growth, are

necessary to improve its capital allocation discipline.

Ryman also reduced profit guidance for the year to 31

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ANNUAL REPORT

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March 2024 due to lower-than-expected new sales
and reduced margins on resales, with softer market

conditions and incomplete main buildings cited as key

factors.

We are aware the capital allocation decisions of prior

management are not a quick fix. We have reduced

Kingfish’s holding meaningfully over recent years and

again this year. We support changes made to the

board and management over the year and expect over

time to see improved operational performance and the

strategic direction of the company.

Despite these challenges, our work suggests the

brand and resident proposition continue to resonate

well. Ryman has a large established business that will

continue to generate growing cash flows as it resells

units as they become available over time.

Port of Tauranga

Port of Tauranga (-11%) experienced a tough year,

facing container volume headwinds in a softening

economy, cost inflation as unions and Kiwirail reset

charges, and a resurgent competitor in Ports of

Auckland as supply chain disruption normalised.

Containerised imports declined due to weak consumer

demand and some loss of market share to Ports of

Auckland. Improvements in Auckland's service levels,

from a low base in recent years, and higher rail costs

for Port of Tauranga have restored Port of Auckland’s

competitiveness in imports. Both ports believe market

share to have now stabilised.

There have been some offsets, including strong log

volumes as Cyclone Gabrielle-damaged logs are

harvested early. The environment for pricing remains

favourable, with Ports of Auckland recently putting

through significant pricing increases (from starting

levels that are lower than Australasian ports), which

Port of Tauranga has typically been able to follow.

Auckland Airport

Auckland Airport (-3%) continued to see passenger

traffic return post-pandemic, with passenger levels

growing to around 90% of the same period in 2019

from lower levels. Much of the focus within the business

as well as for investors has been on the capital

investment programme to modernise the airport’s oldest

and most outdated infrastructure, and the appropriate

(regulated) return it can receive.

Auckland Airport announced plans to spend $6.7

billion over the next ten years on regulated investments,

primarily expanding its terminal facilities, including a

new integrated international and domestic terminal.

During the year, it was announced that prices will

increase around 20% per year on average over

the next four years to support the investment and

provide a fair return on capital. What 'fair' means

is a matter of dispute among the airport, airlines

and the Commerce Commission. The Commerce

Commission is due to make key rulings on Auckland

Airport's proposed pricing over the course of 2024.

This introduces some risk that Auckland Airport may

need to walk back price rises, though the company is

resolute in this position. Separately, the NZ Airports

Association, representing major New Zealand

airports, has taken the Commerce Commission to

court for a 'Merits Review' to challenge the framework

applied to determining a fair return. This won't impact

Auckland Airport's pricing over the next four years but

could potentially have an impact beyond that.

Freightways

Leading local courier operator Freightways (-2%)

demonstrated subdued but resilient performance

against the tough New Zealand economic backdrop.

Over recent periods, the company has seen same-

customer volumes in its core network courier business

down around 5-6% year-on-year, reflecting the

economic slowdown. It has also managed to take

market share from competitors to end up with volumes

modestly in positive territory (up 1-2% in the second

half of 2023). Performance has been similarly

challenging in its Big Chill temperature-controlled

logistics business.

Although growth in this environment has been

challenging, the company has continued to invest

for the future, when volumes will inevitably improve.

In New Zealand, it has opened a new temperature-

controlled facility at the Ruakura inland port. In

Australia it has invested to expand and semi-automate

its Allied Express bulky item delivery operations and its

medical waste processing equipment.

Fisher & Paykel Healthcare

Fisher & Paykel Healthcare's (FPH) share price

performance slightly lagged the broader index over the

past year (-2%).

After experiencing unprecedented demand during the

pandemic, and subsequent volatility as hospital systems

built and destocked inventories during subsequent

COVID waves, the past year marked a return to a

more typical revenue profile for FPH. The demand for

hospital respiratory support products is now showing

more consistent growth. The company's strong product

innovation in both its Hospital and Homecare segments

is now driving higher revenue growth expectations.

FPH is actively working to improve its profit margins

through continuous improvement efforts, although

during the year it emerged that the company will

likely take several years to return to its targeted gross

margin of 65% (of revenue). Additionally, the company

is investing in its sales force to capitalise on its strong

pipeline of products released in recent years, which

has incurred additional costs. Investors had anticipated

a quicker recovery of profit margins, which explains the

soft share price performance.

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MANAGER’S REPORT CONTINUED
The flip side of this dynamic is that the new product

outlook means brighter long-term growth prospects

off the back of its new products. For example, it has

increasingly adapted its Nasal High Flow oxygen

technology for use in anesthesia, to keep patient

oxygen levels high and monitor carbon dioxide

levels as they are being ‘put under’. This reduces

the likelihood of a procedure being aborted and

rescheduled, which is inconvenient and costly. This

opens a relatively new and potentially very lucrative

market of over 50 million patients globally, a similar

size to the market for its existing Nasal High Flow

respiratory support applications. FPH is entering a

period of strong earnings growth, driven by double-

digit revenue growth in both Hospital and Homecare,

combined with margin expansion.

PORTFOLIO ADDITION AND EXIT

Vulcan Steel

Kingfish added Vulcan Steel to the portfolio in May

2023. It has positively contributed to total returns since

shares were first purchased.

Vulcan is the leading steel and aluminium distribution

and value-add processing player in New Zealand

and Australia. The company has a differentiated

business model built around a leading customer service

proposition. Vulcan’s ‘delivery in full and on time’

metrics are well ahead of competitors, which enables it

to charge a premium for this reliability. This translates to

higher profit margins and returns on capital invested.

While it sounds simple, this high service model is driven

by Vulcan’s performance culture and customer-centric

mentality. It is enabled by its self-built technology

platform and own in-house fleet of delivery vehicles,

but particularly by its people and approach to

customer service. The current management team

have grown the business organically and have a

business owner mentality with plenty of ‘skin in the

game’. This mentality is pushed down throughout the

organisation through its flat organisational structure

and de-centralised management approach, with its

team members on the floor also participating in the

business’s success through profit share incentives.

From its beginnings in the 1990s, Vulcan has grown to

command the leading position in the New Zealand steel

distribution market. It is early on its growth journey in

Australia and still has ample runway to take market share

in the fragmented Australian market from a very low

base using its proven strategy. However, it is succeeding:

it is already larger in Australia than New Zealand.

Vulcan has more recently moved into aluminium by

acquiring Ullrich Aluminium, the leading trans-Tasman

player in this space. This increases the company’s

growth opportunities moving forwards.

Of course, as a company exposed to capital

investment, Vulcan is currently seeing cyclical pressure

on its near-term earning power as a result of the

challenging economic conditions. The business is

run very efficiently with a low cost base and so still

delivering significant cash flows at a time when its

competitors are under acute pressure.

We believe we have invested at prices that present

attractive upside over time as cyclical pressures abate

and the company’s growth shines through.

Pushpay

Early in the 2023 financial year we sold our shares in

Pushpay into the takeover offer (which we discussed in

last year’s annual report).

CONCLUSION AND OUTLOOK

It was pleasing to see Kingfish perform positively

against a generally lacklustre economy and New

Zealand sharemarket. This was particularly timely given

Kingfish celebrated its 20-year anniversary as a listed

company with the close of the financial year, having

traded on the New Zealand Stock Exchange for the

first time on 31 March 2004.

Since inception, Kingfish has delivered shareholders

an average annual Adjusted NAV Return of 10.1%

versus the New Zealand equity market benchmark

2


return of 8.0%. While the last five years have seen

lower absolute returns, it has been reassuring that

Kingfish has also outperformed the New Zealand share

market by a similar margin as it has historically, with an

average annual Adjusted NAV Return of 6.6% versus

the benchmark

2

return of 4.2%. This five-year period

spans a range of market conditions, dating back

prior to the COVID pandemic. It captures the global

government stimulus-induced consumption boom and

subsequent recent inflationary period. It also captures

the sharp rise in interest rates and ensuing recessionary

conditions in New Zealand.

Chart: Although the environment for returns has been

lower in the last five years compared to since inception,

Kingfish has continued to deliver superior returns to the

S&P/NZX 50 benchmark index

2

S&P/NZX 50G index

12%

10%

8%

6%

4%

2%

0%

Last 5 years

(p.a.)

Kingfish (Adj. NAV Return)S&P/NZX 50

20 years since inception

(p.a.)

Source: Kingfish

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ANNUAL REPORT

2024

PORTFOLIO HOLDINGS SUMMARY
AS AT 31 MARCH 2024

Listed Companies% Holding

Auckland International Airport8.4%

Contact Energy7. 3 %

Delegat Group1.8%

EBOS Group6.4%

Fisher & Paykel Healthcare16.0%

Freightways3.2%

Infratil1 7. 8 %

Mainfreight13.9%

Meridian Energy1.5%

Port of Tauranga2.7%

Ryman Healthcare2.5%

Summerset Group8.5%

The a2 Milk Company 3.2%

Vista Group4.5%

Vulcan Steel1.2%

Equity Total98.9%

New Zealand dollar cash1.1%

TOTAL100.0%

The information in this Manager’s Report (including all text, data and charts) has been prepared as at late May 2024. The

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

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

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

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

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

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

correlation with results historically achieved.


Matt Peek / Portfolio Manager

Fisher Funds Management Limited

24 June 2024

The backbone for this outperformance has been

Kingfish’s focus on those rare high-quality growth

companies that can endure a range of conditions and

deliver shareholder returns over the long term.

OUTLOOK

Last year, I wrote that “despite the doom and gloom

around the New Zealand economy, there are many

reasons to remain optimistic about the outlook”.

The RBNZ has now kept its Official Cash Rate at a high

level (5.5%) for around a year, which has seen inflation

head back near the top of its target range of 1-3%. The

economic downturn has been protracted but we are

now close to the point where the RBNZ can begin to

provide some relief.

Kingfish’s portfolio companies have continued to

manage their businesses with an eye to the long term.

Their recent results in the first half of calendar 2024

have shown they have collectively proved resilient in a

tough environment.

I am proud the portfolio has withstood this test. This

has added to our conviction that these companies

remain well positioned for the current environment and

will go on to even bigger and better things when the

landscape turns more positive in the future.

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ANNUAL REPORT

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STRENGTH OF
THE BUSINESS

What is the company’s

competitive advantage? Is it

sustainable? Is the company a

market leader? Does it have

a dominant position? A strong

business is one that can maintain

its profit margins by employing a

unique strategy.

TRACK

RECORD

How has the company performed

in the past? Has the company

performed under the same

management team? Has it grown

organically or by acquisition? How

did the company react during a

downturn? Fisher Funds prefers to

buy established companies that

have executed well in the past.

EARNINGS

HISTORY

How fast has the company been

able to grow its earnings in the

past? How consistent has earnings

growth been? Fisher Funds prefers

to buy companies that exhibit

secular growth characteristics

where they have the proven ability

to provide a high or improving

return on invested capital.

THE STEEPP PROCESS

Fisher Funds employs an investment and analysis model that it calls the STEEPP process to analyse

existing and potential portfolio companies. This analysis gives each company a score against a

number of criteria that Fisher Funds believes need to be present in a successful portfolio company.

All companies are then ranked according to their STEEPP score to broadly determine their portfolio

weighting (or indeed whether they make the grade to be a portfolio company in the first place).

The STEEPP criteria are as follows:

S

T

E

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EARNINGS GROWTH
FORECAST

What is the company’s earnings

growth forecast over the next

three to five years? What is the

probability of achieving the

forecast? What does Fisher Funds

expect the company’s earnings

potential to be? Fisher Funds

notices that too many analysts

focus on short-term earnings. As

long-term growth investors, Fisher

Funds thinks about where the

company’s earnings could be in

three to five years.

PEOPLE/

MANAGEMENT

Who are the management team

and how long have they been in

their roles? Who are the directors,

what is their history with the

company, and what do they bring

to the board? What is the depth of

management in the organisation

and is there a succession plan for

the key executive roles? Do the

management team own shares

in the business and how are

they rewarded? Has the board

and management exhibited

good corporate behaviour in the

areas of environmental, social

and governance considerations?

For Fisher Funds, the quality of

the company management and

its corporate governance is of

paramount importance.

PRICE/

VALUATIO N

How much of the future earnings

growth is already reflected in

the share price? Where does the

current share price sit in relation

to Fisher Funds worst to best case

valuation range? A company will

generate a higher score where the

market price currently reflects little

of that company’s upside potential.

E

P

P

Applying this STEEPP analysis, Fisher Funds constructed a portfolio for

Kingfish which comprised 15 securities at the end of March 2024.

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

The following is a brief

introduction to each of your

portfolio companies, with a

description of why Fisher Funds

believes they deserve a position in

the Kingfish portfolio. Total share

return is for the year to 31 March

2024 and is based on the closing

price for each company plus any

dividends received (excluding

imputation credits).

For companies that are new to the

portfolio in the year, total share

return is from the first purchase

date to 31 March 2024.

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ANNUAL REPORT

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WHAT DOES IT DO?
Auckland International Airport

(AIA) owns and operates New

Zealand’s major gateway as

well as 1500 hectares of land

surrounding the airport. AIA

operates under a ‘dual till’

regulatory regime, meaning

that the company’s aeronautical

operations are subject to light-

handed regulation, whereas

the other non-aeronautical

operations are unregulated. Most

of AIA’s revenue is derived from

non-aeronautical operations,

such as retail, parking, hotel

accommodation and property

rental.

WHY DO WE OWN IT?

AIA is well-positioned to benefit

from New Zealand’s positive

long-term tourism outlook. AIA has

a robust aeronautical business,

supported by a dominant share of

long-haul international traffic and

refreshed terminal infrastructure.

This is paired with a duty free and

retail business which has a very

attractive return on capital, and

a property landbank which will

support earnings growth for many

years to come.

WHAT DOES IT DO?

Contact Energy is a large

electricity generator, producing

approximately 20-25% of New

Zealand’s electricity in an

average year. The vast majority

of its electricity is from hydro and

geothermal resources.

WHY DO WE OWN IT?

Contact Energy has a balanced

portfolio of quality renewable

generation assets across both

islands, and this is matched by

demand from a strong electricity

retailing business plus commercial

and industrial customers. Its

established business provides

solid cash flows which underpin

an attractive level of dividends.

Contact has an attractive pipeline

of generation projects, from a

variety of renewable sources

including geothermal in the near

term, plus wind and solar longer

term.

-3

%

+17

%

Total Share ReturnTotal Share Return

-18

%

Total Share Return

WHAT DOES IT DO?

Delegat Group produces and

distributes super-premium wine

internationally under the Oyster

Bay and Barossa Valley Estate

brands. Oyster Bay is a leading

New Zealand wine brand in the

UK, Australia, Canada and the US.

WHY DO WE OWN IT?

Delegat has invested for continued

growth by expanding its winery

capacity and increasing vineyard

plantings to meet its goals for

growth in case sales towards five

million cases. A large part of the

growth is likely to be driven by the

US market, which remains relatively

immature in penetration of the

sauvignon blanc and pinot gris

varietals.

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KINGFISH PORTFOLIO STOCKS CONTINUED
WHAT DOES IT DO?

Fisher & Paykel Healthcare is a

leading designer, manufacturer

and distributor of innovative

medical devices for patients who

require acute respiratory and

obstructive sleep apnoea care.

Over 95% of its products are

sold outside New Zealand from

dedicated manufacturing facilities

in Auckland and Mexico.

WHY DO WE OWN IT?

We are attracted to the demand

for Fisher & Paykel Healthcare’s

innovative care products as the

worldwide population ages and

the incidence of chronic respiratory

illness and other health issues

rises. Through its own research

and development, Fisher & Paykel

Healthcare has continued to

develop products that significantly

expand its potential patient base,

while maintaining high returns on

invested capital.

-2

%

Total Share Return

WHAT DOES IT DO?

Freightways operates a range

of nationwide express delivery

operations in New Zealand with

brands including NZ Couriers,

Post Haste and Big Chill, as well

as Allied Express in Australia.

The company has also developed

ancillary businesses on both sides

of the Tasman, encompassing

document storage, data services,

secure destruction and waste

renewal.

WHY DO WE OWN IT?

Freightways is one of two dominant

players in the New Zealand courier

market, and it has a presence in

Australia which has extended its

growth prospects. The company

has a track record of organic

growth over time supplemented

by acquisitions that leverage

off its existing infrastructure and

capabilities.

-2

%

Total Share Return

-2 4

%

Total Share Return

WHAT DOES IT DO?

EBOS is Australasia’s largest

diversified pharmaceutical and

medical care products group,

focusing primarily on wholesale

logistics and distribution of

pharmaceuticals, medical devices

and other products. The company

typically has a leading market

position in each market segment it

operates in. EBOS also operates

in the animal care sector as a

veterinary wholesaler, distributor

and retailer of animal healthcare

products, pet accessories and

premium foods across Australasia.

WHY DO WE OWN IT?

EBOS’ scale and market position

mean that it is a low-cost operator,

which it complements with a

leading service proposition which

has allowed it to take market share

over time. The sector has a tailwind

from the ageing population

demographic and the increasing

prevalence of chronic diseases.

It has a strong track record of

supplementing the growth in its

core operations with moves into

higher growth adjacencies and

successful acquisitions.

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WHAT DOES IT DO?
Infratil invests in 'ideas that

matter', with a portfolio of

infrastructure investments focused

on key long-term structural

thematics such as digital

connectivity and the transition to

renewable energy. It is externally

managed by an experienced

management team in Morrison,

which has deep global expertise

in global infrastructure markets.

WHY DO WE OWN IT?

Infratil has a high-quality portfolio

of growth infrastructure assets

coupled with a strong record of

delivering returns to shareholders.

This has been delivered via smart

capital allocation to 'core' and

'growth' opportunities, balanced by

realising asset value at opportune

times.

+21

%

Total Share Return

WHAT DOES IT DO?

Mainfreight is a global supply

chain logistics company. Its services

primarily span domestic transport,

managed warehousing, and

international air and sea freight.

Its operations span New Zealand,

Australia, the Americas, Europe,

and Asia.

WHY DO WE OWN IT?

Mainfreight is a well-run company

with a special culture that has

delivered strong performance over

time. It has strong positions in

New Zealand and Australia and

continues to open new trade lanes

as it spreads its logistics footprint

ever wider. Growth should come

organically as it takes market share

and works further towards its 100-

year vision of becoming a leading

global logistics provider.

+2

%

Total Share Return

WHAT DOES IT DO?

Meridian Energy is New

Zealand’s largest electricity

generator, producing

approximately 30% of the

country’s electricity in an

average year, sourced 100%

from renewable hydro and

wind resources. The company

also has a retail business in

New Zealand, operating under

the Meridian and Powershop

brands.

WHY DO WE OWN IT?

Meridian is a well-run company,

with a portfolio of long-

dated, quality hydro and wind

generation assets which give it

the advantage of being amongst

the lowest cost marginal electricity

producers.

+16

%

Total Share Return

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KINGFISH PORTFOLIO STOCKS CONTINUED
-13

%

Total Share Return

-11

%

Total Share Return

+33

%

Total Share Return

WHAT DOES IT DO?

Port of Tauranga is the natural

gateway to and from international

markets for many of New

Zealand’s major businesses. It is

close to many important exporters

in the forestry, dairy, meat and fruit

industries. Its investment in port

facilities in Timaru and an inland

port near Christchurch opens up

the South Island for exports to be

hubbed out of Tauranga.

WHY DO WE OWN IT?

Port of Tauranga is New Zealand's

premier port, dominating exports

and also a strong presence in

imports. The company has a long

track record as the most efficient

container port in New Zealand,

while its bulk business is supported

by proximity to key cargo such

as Central North Island forests.

Future growth will be supported by

capacity extension and increasing

share of out of region cargo (via

transshipment and a new inland

port at Ruakura in the Waikato).

WHAT DOES IT DO?

Ryman Healthcare was formed in

1984 to develop, construct and

operate retirement villages in New

Zealand. It now has a portfolio of

retirement villages around New

Zealand and is replicating its

model in Victoria, Australia. Ryman

Healthcare is the largest owner and

developer of retirement villages in

New Zealand.

WHY DO WE OWN IT?

Ryman Healthcare has been the

industry pioneer in retirement

living. Industry dynamics are

attractive, and Ryman Healthcare

has positioned itself with a strong

brand supported by its approach

of being the pioneer in offering

a continuum of care. Victoria has

a similar ageing demographic to

New Zealand and represents an

attractive area of opportunity, with

Ryman having now established a

meaningful presence in the region.

WHAT DOES IT DO?

Summerset is an integrated

retirement village builder, owner

and operator. The company has

retirement villages spread around

New Zealand and is a leading

developer of retirement villages in

New Zealand with a significant

land bank. Summerset has entered

Australia and is in the process of

building out a portfolio of villages

from its land bank there too.

WHY DO WE OWN IT?

Summerset successfully operates a

continuum of care model with aged

care integrated into its villages.

It has developed a strong and

consistent track record of growth in

its build rate and earnings, with a

geographically diverse approach

and focus on broadacre sites that

promote the timely recycling of

capital into new villages. Summerset

is well placed to meet the growing

needs of ageing populations in both

New Zealand and Australia, where

it has an emerging pipeline.

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+9
%

Total Share Return

+44

%

+19

%

Total Share ReturnTotal Share Return

WHAT DOES IT DO?

Vista Group is an innovative

software company primarily

providing operating solutions to

cinema exhibitors. It has a leading

worldwide market share with

clients in around 100 countries. Its

integrated software systems allow

cinema exhibitors to run wide-

ranging functions such as ticketing,

food and beverage sales, staff

and film scheduling, loyalty

schemes, digital signage as well

as external customer interfaces like

websites, mobile apps and call

centres. Vista Group also has a

range of smaller group businesses

that leverage its depth of data

and cinema industry intellectual

property.

WHY DO WE OWN IT?

We are attracted to Vista’s

core business which provides

sophisticated specialist software

to cinema operators of all sizes

and software and data products

to movie studios. We believe that

this business still has many years

of growth ahead of it as it benefits

from migrating customers to its next

generation cloud-based offering.

WHAT DOES IT DO?

Vulcan Steel is the leading steel

and aluminium distributor and

value-add processing player in

New Zealand and Australia. Its

business model involves providing

industry-leading customer service,

for which it commands a premium.

WHY DO WE OWN IT?

Vulcan has grown to command

the leading position in the New

Zealand steel and aluminium

distribution markets. In Australia

there is ample runway to take

market share in the fragmented

Australian market from a very low

base using its proven strategy. It

is an impressive business in an

unexciting industry.

WHAT DOES IT DO?

The a2 Milk Company sells ‘a2’-

branded fresh milk and infant milk

formula internationally. As the name

suggests, its products contain only

A2 beta-casein protein, on the basis

that it is more comfortably digested

than normal milk (which contains a

mix of both A1 and A2 proteins).

In recent years, the company has

grown sales and market share

rapidly in Australia and China

and is currently also focused on its

growing business in the US.

WHY DO WE OWN IT?

The a2 Milk Company has a

growing share of the lucrative

Chinese infant formula market. We

expect its market share to continue

growing across a range of market

segments. In addition, there is

potential for further upside from new

products and geographies.

25

kingfish limited /

ANNUAL REPORT

2024

Andy Coupe LLB, CFInstD
Chair of the Board

Chair of Remuneration and Nominations Committee

Independent Director

Andy Coupe is a professional company director with

a wide range of governance experience. Prior to that,

he held senior roles in investment banking, with a

particular focus on equity capital markets. Andy is Chair

of Barramundi and Marlin Global, and is also a director

of Briscoe Group. Andy was formerly Chair of Television

New Zealand, Farmright, Solid Energy New Zealand,

and the New Zealand Takeovers Panel. Andy’s principal

place of residence is Hamilton.

Andy was first appointed to the Kingfish board on 1

M arc h 2013.

Fiona Oliver LLB, BA, CFInstD

Independent Director

Fiona Oliver is a professional director and her

governance roles span a range of business sectors,

including renewable energy, natural gas, technology,

and professional and financial services. She is a director

of Barramundi and Marlin Global. Fiona is also a

director (and Audit Committee Chair) of Gentrack Group

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

of Freightways Limited, Summerset Holdings Limited, the

New Zealand Superannuation Fund, New Zealand Water

Polo and Wynyard Group Limited (in liquidation). Fiona’s

Executive career was in the financial services sector in

New Zealand and overseas. In New Zealand, her roles

included Chief Operating Officer of Westpac’s investment

arm, BT Funds Management, and General Manager

of AMP NZ’s Wealth Management division. In Sydney

and London, Fiona managed the Risk and Operations

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

Fiona was a senior corporate and commercial solicitor in

New Zealand and overseas, specialising in mergers and

acquisitions. Fiona is a Chartered Fellow of the Institute

of Directors and a member of Global Women. Fiona

was awarded the Beacon Award by the New Zealand

Shareholders Association in 2021 for her role as Chair of

the independent directors of Tilt Renewables Limited during

the attempted takeover of this company in 2018. Fiona’s

principal place of residence is Auckland.

Fiona Oliver was first appointed to the Kingfish board on

1 June 2022.

Carol Campbell BCom, FCA, CFInstD

Chair of Audit and Risk Committee

Independent Director

Carol Campbell is an experienced company director

who has a sound understanding of efficient board

governance and extensive financial experience.

Carol is a director and Chair of the Audit and Risk

Committees of Barramundi and Marlin Global, and

Chair of the Audit and Risk Committee of Kingfish.

Carol also holds a number of directorships across

a broad spectrum of companies, including T&G

Global, Chubb Insurance New Zealand, and NZME,

where she is also the Chair of the Audit and Risk

Committees. Carol is currently Chair of New Zealand

Post. Carol is a fellow of both Chartered Accountants

Australia and New Zealand and the Institute of

Directors. Carol had her own chartered accountancy

practice for 11 years after a successful career as a

partner at Ernst & Young for over 25 years. Carol’s

principal place of residence is Auckland.

Carol was first appointed to the Kingfish board on 5

J un e 2012.

David McClatchy BCom

Chair of Investment Committee

Independent Director

David McClatchy is an experienced company director

who has had extensive investment management

experience across New Zealand and international

markets over the last 35 years. David is a director

of Barramundi, Marlin Global, Trust Investment

Management, and on the Board of Guardians of NZ

Superannuation. Before returning to New Zealand in

2019, David was Group Chief Investment Officer for

Insurance Australia Group and Director and Head of

IAG Asset Management. Prior to this, David had a

16-year career with ING as Chief Executive and Chair

of ING Investment Management in Australia and Chief

Investment Officer and Director of ING New Zealand.

David’s principal place of residence is Tauranga.

David McClatchy was first appointed to the Kingfish

board on 1 July 2021.

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

BOARD OF DIRECTORS

26

kingfish limited /

ANNUAL REPORT

2024

FOR THE YEAR ENDED 31 MARCH 2024 AND CURRENT AS AT THE DATE OF THIS ANNUAL REPORT
CORPORATE GOVERNANCE

STATEMENT

Kingfish’s board recognises the importance of good

corporate governance and is committed to ensuring that

the Company meets best practice governance principles

to the extent that they are appropriate for the nature of

Kingfish’s operations as an investment entity limited in

its activities to holding shares in other listed companies.

Strong corporate governance practices encourage

the creation of value for Kingfish shareholders, while

ensuring the highest standards of ethical conduct

and providing accountability and control systems

commensurate with the risks involved.

The board is responsible for establishing and

implementing the Company’s corporate governance

framework and is committed to fulfilling this role in

accordance with best practice, having appropriate

regard to applicable laws, the NZX Corporate

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

Markets Authority's Corporate Governance in New

Zealand - Principles and Guidelines. The board oversees

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

portfolio and administrative management responsibilities

of Kingfish being delegated to Fisher Funds

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

The Company's corporate governance policies and

procedures and board and committee charters, are

regularly reviewed by the board against the corporate

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

to reflect any changes required by law, guidance from

other relevant regulators, and developments in corporate

governance practices.

REPORTING AGAINST THE NZX CODE

This Corporate Governance Statement reports against

the amended NZX Code which came into effect on

1 April 2023. It is current as at the date of this Annual

Report and has been approved by the board.

Over the financial year ended 31 March 2024,

Kingfish was in compliance with the NZX Code,

with the exception of recommendations 4.3 and

5.3. The Company is not in compliance with those

recommendations due to the specific nature of the

Company's business model, as outlined above. In

particular:

»in relation to recommendation 4.3, Kingfish does not

have a formal environmental, social and governance

(ESG) framework. However, the Manager has a

formal ESG framework which governs its stock

selection, which the board is fully supportive of and

committed to; and

» in relation to recommendation 5.3, there is no CEO

remuneration disclosure as Kingfish delegates its

management personnel requirements to Fisher Funds

pursuant to an Administration Services Agreement

and does not have its own CEO.

These matters are explained below in the commentary

regarding the relevant NZX Code principles. The

alternative governance practices adopted by Kingfish in

respect of those matters (also described below) have the

approval of the board.

WHERE TO FIND CORPORATE GOVERNANCE

MATERIALS ON KINGFISH’S WEBSITE

Kingfish's constitution and each of the Company's

charters, codes and policies referred to in this section are

available on the Kingfish website (kingfish.co.nz) under

the “About Kingfish” and “Policies” sections.

Principle 1 – Ethical standards

Directors should set high standards of ethical

behaviour, model this behaviour, and hold

management accountable for these standards being

followed throughout the organisation.

CODE OF ETHICS & STANDARDS OF

PROFESSIONAL CONDUCT

Kingfish’s Code of Ethics & Standards of Professional

Conduct details the ethical and professional behavioural

standards required of the directors of the Company and

those employees of the Manager who work on Kingfish

matters.

The Code of Ethics & Standards of Professional Conduct

covers a wide range of areas, including: standards of

ethical behaviour, conflicts of interest, proper use of

Company information and assets, compliance with laws

and policies, reporting concerns, and receiving gifts.

Any person who becomes aware of a breach or

suspected breach of the Code of Ethics & Standards of

Professional Conduct is required to report it immediately

in accordance with the procedure set out in the Code of

Ethics & Standards of Professional Conduct.

Compliance with the Code of Ethics & Standards of

Professional Conduct is monitored through education and

notification by individuals who become aware of any

breach.

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ANNUAL REPORT

2024

Training on the requirements of the Code of Ethics &
Standards of Professional Conduct is included as part of

the induction process for new directors and relevant new

employees of the Manager.

The Code of Ethics & Standards of Professional Conduct

is available on Kingfish's website for directors of the

Company and employees of the Manager to access at

any time.

SECURITIES TRADING POLICY

Kingfish’s Securities Trading Policy details the restrictions

on persons nominated by Kingfish (including its directors

and employees of the Manager who work on Kingfish

matters) (“Nominated Persons”) relating to their trading in

Kingfish shares and other securities.

Nominated Persons, with the permission of the board of

Kingfish, may trade in Kingfish shares only during the

trading window commencing immediately after Kingfish’s

weekly disclosure of its net asset value on NZX’s market

announcement platform and ending at the close of

trading two days following the net asset value disclosure.

Nominated Persons may not trade in Kingfish shares

when they have price sensitive information that is not

publicly available.

The Securities Trading Policy is available on Kingfish's

website.

Principle 2 – Board composition and performance

To ensure an effective board, there should be

a balance of independence, skills, knowledge,

experience, and perspectives.

BOARD CHARTER

Kingfish’s board operates under a written charter which

defines the respective functions and responsibilities of the

board, focusing on the values, principles and practices

that provide the Company's corporate governance

framework.

The board has overall responsibility for all decision

making within Kingfish. The board is responsible for the

direction and control of Kingfish and is accountable to

shareholders and others for Kingfish’s performance and

its compliance with the applicable laws and standards.

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

administrative management responsibilities relating

to Kingfish to the Manager. The responsibilities of

the Manager are clear, as they are described in the

Management Agreement and Administration Services

Agreement with Kingfish.

The board uses committees to address certain matters

that require detailed consideration. The board retains

ultimate responsibility for the function of its committees

and determines their responsibilities. The board is assisted

in meeting its responsibilities by receiving regular reports

and plans from the Manager and through its annual work

programme.

CORPORATE GOVERNANCE STATEMENT CONTINUED

Directors have access to key employees of the Manager

who are connected to the activities of Kingfish and can

request any information they consider necessary for

informed decision making.

Individual directors may (with the prior approval of the

Chair) engage and consult with independent external

professional advisors from time to time, with any costs

being met by the Company.

The Kingfish Board Charter is available on Kingfish's

website.

NOMINATION AND APPOINTMENT OF

DIRECTORS

In accordance with Kingfish’s constitution and NZX Listing

Rules, a director must not hold office without re-election

past the third annual shareholders’ meeting following

his or her appointment or three years (whichever is the

longer). A director appointed by the board must not

hold office (without re-election) past the next annual

shareholders’ meeting following his or her appointment.

Procedures for the nomination, appointment and removal

of directors are contained in Kingfish’s constitution and

the Board Charter. The Remuneration and Nominations

Committee of the board is responsible for identifying and

nominating candidates to fill director vacancies for board

approval. The board uses a skills matrix to help ensure

the correct mix of skills is achieved when considering

appropriate appointments for the board.

WRITTEN AGREEMENT

Kingfish provides a letter of appointment to each

newly appointed director setting out the terms of their

appointment which they are required to sign. The letter

includes information regarding the board’s responsibilities,

expectations of directors and independence, expected

time commitments, indemnity and insurance arrangements,

obligations to declare relevant conflicting interests, and

confidentiality. New directors are required to formally

consent to act as a director.

DIRECTOR INFORMATION

The current board comprises four directors with diverse

backgrounds, skills, knowledge, experience and

perspectives. Information about each Kingfish director,

including a profile of their experience, length of service,

independence, and attendance at board meetings and

committee meetings held during the financial year ended

31 March 2024 is available on pages 26 and 30 of this

Annual Report and also on Kingfish's website.

Information in respect of each director's ownership

interests in Kingfish shares is available on page 60 of this

Annual Report.

INDEPENDENCE

The board takes into account guidance provided under

the NZX Listing Rules, including the factors specified

in the NZX Code in determining the independence

of directors. Director independence is considered

by the board annually having regard to all relevant

28

kingfish limited /

ANNUAL REPORT

2024

factors, including the directors’ interests, position and
relationships. Directors have undertaken to inform the

board as soon as practicable if they think their status as

an independent director has or may have changed.

As at 31 March 2024, the board considers that each of

Andy Coupe (Chair), Carol Campbell, David McClatchy

and Fiona Oliver are independent directors and

therefore the board has determined that all of the current

directors are independent directors.

DIVERSITY AND INCLUSION

Kingfish has a formal Diversity and Inclusion Policy

applicable to the Company's directors. The board

recognises that having a diverse and inclusive board

will enhance effectiveness in key areas and that

membership of the board is best served by having a mix

of individuals with appropriate expertise and a breadth

of experience, who are each encouraged to regularly

contribute their views. These objectives are recognised in

the Diversity and Inclusion Policy.

All appointments to the board are based on merit,

and include consideration of the board’s diversity

objective. The measurable diversity objective adopted

by the board is to embed gender diversity as an

active consideration in all succession planning for

board positions. The board assesses annually both the

objective set out in the Diversity and Inclusion Policy and

the Company's progress in achieving that objective.

The board’s gender composition as at the two most

recent annual balance dates was as follows:

NumberProportion

31 March 2024FemaleMaleFemaleMale

Directors2250%50%

NumberProportion

31 March 2023FemaleMaleFemaleMale

Directors2250%50%

The Remuneration and Nominations Committee’s

annual assessment of the board’s diversity and

progress on achieving the diversity objective of the

board concluded that the board had met the diversity

objectives set out in the Diversity and Inclusion Policy.

The Diversity and Inclusion Policy is available on

Kingfish's website.

BOARD SKILLS MATRIX

The board skills matrix sets out the key skills, expertise

and qualities that the board believes are necessary

now and into the future, taking into account the nature

of Kingfish’s operations. The skills matrix shown below

demonstrates the current alignment between the board’s

desired and actual range of skills and expertise.

Andy

Coupe

Carol

Campbell

David

McClatchy

Fiona

Oliver

QualificationsLLB;

CFInstD

BCom;

FCA;

CFInstD

BComLLB;

BA;

CFInstD

Capability

Investment

management

◊◊O◊

Listed

company

governance

OO◊O

Capital

markets/

capital

structure

O◊OO

Audit and

accounting

◊O◊O

Risk

management

experience

OOOO

Environment

and corporate

social

responsibity

◊OO◊

Investor

and other

stakeholder

relations

O◊◊◊

Geographical

location

HamiltonAucklandTaurangaAuckland

Tenure (years)11. 012.03.02.0

GenderMFMF

O = High capability

= Medium capability

The board has limited High Capability to a maximum

of four for each director.

Set out below is a description of the capabilities

adopted by the board in its skills matrix.

Investment

management

Experience in the investment

management industry in governance,

leadership or equity portfolio

management roles in other than

Kingfish Limited, Barramundi Limited

or Marlin Global Limited.

Listed company

governance

Listed company governance

experience other than in Kingfish

Limited, Barramundi Limited or Marlin

Global Limited.

Capital

markets/capital

structures

Experience in capital markets

and strong knowledge of capital

management instruments.

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kingfish limited /

ANNUAL REPORT

2024

Audit and
accounting

Audit or accounting experience in a

professional advisory firm or Audit

and Risk Committee experience other

than in Kingfish Limited, Barramundi

Limited or Marlin Global Limited.

Risk

management

Experience in identification and

mitigation of financial and non-

financial risk.

Environmental

and corporate

social

responsibility

Experience in assessing or overseeing

environmental, social and governance

initiatives, and specifically knowledge

of the implications for and application

of climate-related disclosure

obligations on listed companies.

Investor

and other

stakeholder

relations

Experience in formal and informal

communications with shareholders and

other stakeholders

DIRECTOR TRAINING

All directors are responsible for ensuring they remain

current in understanding how best to perform their

duties as directors. To ensure ongoing education,

directors are regularly informed of developments

that affect the Company’s industry and business

environment.

ASSESSMENT OF BOARD AND DIRECTOR

PERFORMANCE

The Remuneration and Nominations Committee

conducts a formal review of director, committee

and board performance annually, except that every

3 years the review is carried out by an external

party. Appropriate strategies for improvement are

recommended to the board as and when required.

The Chair of the board also has discussions with

directors on individual performance as considered

appropriate.

INDEPENDENT CHAIR AND SEPARATION OF THE

CHAIR AND CHIEF EXECUTIVE OFFICER

The current Chair of the board is an independent

director. Kingfish does not have a Chief Executive

Officer as it delegates its management personnel

requirements to the Manager pursuant to an

Administration Services Agreement. The Chair of the

board is not a director, officer or employee of the

Manager.

INDEPENDENT DIRECTORS

The board has determined that all four current

directors are independent, on the basis set out below.

In particular, none of the directors have previously

been employed in an executive role by either the

Company or the Manager. None of the directors

have derived any revenue (other than director fees)

from either the Company or the Manager. None of

the directors have provided professional services or

been in a business relationship with the Company

or the Manager. None of the directors have been

employed by the external auditor to the Company or

the Manager. None of the directors hold a material

shareholding or warrant holding in the Company or

the Manager (or have been a senior manager of, or

person associated with, a substantial shareholder of

the Company).

Andy Coupe, David McClatchy and Fiona Oliver

have been directors of Kingfish for less than 12 years

1


(it is noted that Andy’s tenure is approaching this

length of time as he has been a director for 11 years).

Carol Campbell has been a Kingfish director for just

over 12 years, having joined the Kingfish board on

5 June 2012, but notwithstanding that, in view of

the other factors referred to above, the board has

determined that Carol is an independent director. The

board’s view is that Carol’s length of service brings

important knowledge and skills to the board and

she is independent from the Manager. She has also

during her time as a director demonstrated a strong

commitment to bring an independent judgment to bear

on issues before the board, act in the best interests

of the Company and to represent the interests of

shareholders generally.

Principle 3 – Board committees

The board should use committees where this will

enhance its effectiveness in key areas, while still

retaining board responsibility.

The board has three standing committees: the Audit and

Risk Committee, the Remuneration and Nominations

Committee and the Investment Committee.

Each committee operates under a charter approved by

the board. The charter of each committee is reviewed

annually.

DIRECTOR MEETING ATTENDANCE

A total of nine board meetings, two Audit and

Risk Committee meetings, one Remuneration and

Nominations Committee meeting, and two Investment

Committee meetings were held in the financial year

ended 31 March 2024. Director attendance at board

meetings and committee meetings is shown below.

DirectorBoard

Audit and

Risk

Committee

Remuneration

and

Nominations

Committee

Investment

Committee

Carol

Campbell

9/92/21/12/2

Andy

Coupe

9/92/21/12/2

David

McClatchy

9/92/21/12/2

Fiona

Oliver

9/92/21/12/2

CORPORATE GOVERNANCE STATEMENT CONTINUEDCORPORATE GOVERNANCE STATEMENT CONTINUED

1

A period of 12 years is referred to here as it is the length of service referred to in the NZX Code which may cause a board to

determine that a director is not independent.

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kingfish limited /

ANNUAL REPORT

2024

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

objectives of the Audit and Risk Committee, which

are to provide assistance to the board in fulfilling its

responsibilities in relation to the Company’s financial

reporting, internal controls structure, risk management

systems, and the external audit function. The Audit and

Risk Committee Charter is available on Kingfish's website.

The Audit and Risk Committee focuses on audit and risk

management and specifically addresses responsibilities

relative to financial reporting and regulatory compliance.

The Audit and Risk Committee is accountable for

ensuring the performance and independence of the

Company's external auditor, including that the external

auditor or lead audit partner is changed at least every

five years.

The Audit and Risk Committee also reviews the

appropriateness of any non-audit services and

recommends to the board which services, other

than the statutory audit, may be provided by

PricewaterhouseCoopers as external auditor.

The external auditor has a clear line of direct

communication at any time with either the Chair of the

Audit and Risk Committee or the Chair of the board,

both of whom are independent directors. During the

financial year ended 31 March 2024, the Audit and Risk

Committee held private sessions with the external auditor.

The Audit and Risk Committee currently comprises all

of the directors, each of whom are considered to be

independent, and the committee is chaired by Carol

Campbell.

The Audit and Risk Committee may invite the Corporate

Manager and/or other employees of the Manager and

such other persons, including the external auditor, to

attend meetings as it considers necessary to provide

appropriate information and explanations.

REMUNERATION AND NOMINATIONS

COMMITTEE

The Remuneration and Nominations Committee

Charter sets out the objectives of the Remuneration and

Nominations Committee, which are to set and review

the level of directors’ remuneration, ensure a formal,

rigorous and transparent procedure for the appointment

of new directors to the board, and evaluate the balance

of skills, knowledge and experience on the board.

The Remuneration and Nominations Committee also

assesses the performance of individual directors, the

board and board committees.

The Remuneration and Nominations Committee currently

comprises all of the directors, each of whom are

considered to be independent. Andy Coupe is Chair of

the Remuneration and Nominations Committee.

The Remuneration and Nominations Committee may

invite the Corporate Manager and/or other employees

of the Manager and such other persons, including the

external auditor, to attend meetings as it considers

necessary to provide appropriate information and

explanations.

The Remuneration and Nominations Committee

Charter is available on Kingfish's website.

INVESTMENT COMMITTEE

The Investment Committee Charter sets out the

objectives of the Investment Committee, which are

to oversee the investment management of Kingfish

to ensure the portfolio is managed in accordance

with the investment mandate and with the long-term

performance objectives of Kingfish. The Investment

Committee Charter is available on Kingfish's website.

The Investment Committee currently comprises all

of the directors, each of whom are considered to

be independent. David McClatchy is Chair of the

Investment Committee.

TAKEOVER RESPONSE PROTOCOL

The board has adopted a formal Takeover Response

Protocol as an internal framework that sets out the

process to be followed if there is a takeover offer for

Kingfish.

Principle 4 – Reporting and disclosure

The board should demand integrity in financial and

non-financial reporting, and in the timeliness and

balance of corporate disclosures.

CONTINUOUS DISCLOSURE

Kingfish is committed to promoting investor confidence

by providing complete and equal access to information

in accordance with the NZX Listing Rules. Kingfish

has a Continuous Disclosure Policy designed to ensure

this occurs and a copy of the policy is available

on Kingfish's website. The Corporate Manager is

responsible for overseeing and co-ordinating required

disclosures to the market.

CHARTERS AND POLICIES

Kingfish’s key corporate governance documents,

including its Code of Ethics & Standards of Professional

Conduct, board and committee charters, and other

policies, are available on Kingfish's website under the

“About Kingfish” and “Policies” sections.

FINANCIAL REPORTING

Kingfish believes its financial reporting is balanced,

clear and objective. Kingfish is committed to ensuring

integrity and timeliness in its financial and non-

financial reporting and ensuring the market and

shareholders are provided with an objective view on

the performance of the Company.

The Audit and Risk Committee oversees the quality

and integrity of external financial reporting, including

the accuracy, completeness and timeliness of financial

statements. The Audit and Risk Committee reviews

half-yearly and annual financial statements and

makes recommendations to the board concerning

accounting policies, areas of judgement, compliance

with accounting standards, stock exchange and legal

requirements, and the results of the external audit.

31

kingfish limited /

ANNUAL REPORT

2024

ESG FRAMEWORK
The NZX Code recommends that an issuer provide

non-financial disclosure at least annually, including

considering environmental, social sustainability and

governance factors and practices. As at 31 March

2024, Kingfish did not have a formal environmental,

social and governance (ESG) framework. Kingfish

considers that, given the nature of its activities (as an

investment company solely investing in shares of other

listed companies), it is not appropriate to maintain an

ESG framework independent to that of the Manager.

Kingfish will continue to assess the relevance of

adopting an ESG framework. However, the Manager

has a formal ESG framework which governs its stock

research, selection and reporting, which the Kingfish

board is fully supportive of and committed to. Details

of the Manager’s ESG framework can be found on the

Manager’s website at fisherfunds.co.nz/responsible-

investing.

CLIMATE RELATED DISCLOSURES

The Financial Sector (Climate-related Disclosures and

Other Matters) Amendment Act 2021 introduces a new

financial reporting requirement which requires certain

entities, known as Climate Reporting Entities (CREs), to

produce annual climate statements within four months

after balance date that identify and report on matters

concerning the impact of climate change on their

organisations and disclose greenhouse gas emissions.

The New Zealand External Reporting Board (XRB)

has developed the Aotearoa New Zealand Climate

Standards, which set out the disclosure requirements

applicable to CREs for each of the four thematic areas

(Governance, Strategy, Risk Management and Metrics

and Targets). Kingfish is committed to reporting on a

basis consistent with the new standards to the extent

applicable to its business.

The Kingfish board has determined the appropriate

climate risk reporting for Kingfish, in accordance

with the new standards, and Kingfish will issue its first

climate-related disclosure statement by 31 July 2024,

which will be made available on the Kingfish website.

Principle 5 – Remuneration

The remuneration of directors and executives should

be transparent, fair and reasonable.

DIRECTORS’ REMUNERATION

The Company's Director Remuneration Policy sets

out the structure of the remuneration for directors,

the review process, and reporting requirements. The

Director Remuneration Policy is available on Kingfish's

website.

Directors’ fees are determined by the board on the

recommendation of the Remuneration and Nominations

Committee within the aggregate amount approved

by shareholders. The current directors’ fee pool limit

of $185,500 (plus GST if any) was approved by

shareholder resolution passed at the 2023 Annual

Shareholders’ Meeting. The director remuneration

information below reflects the increase in fees

approved by shareholders in 2023.

Each year, the Remuneration and Nominations

Committee reviews the level of directors’ fees. The

Remuneration and Nominations Committee considers

the skills, performance, experience and level of

responsibility of directors when undertaking the review,

and is authorised to obtain independent advice on

market conditions.

The table below sets out the remuneration received by

each director from Kingfish for the financial year ended

31 March 2024. No director received fees or payment

for any other services to the Company. No retirement

payments were made or agreed to be made to any

current or former director during the financial year

ended 31 March 2024.

Directors’ remuneration* for the 12 months ended

31 March 2024

Andy Coupe (Chair)$55,667

(1)

Carol Campbell$ 41,833

(2)

David McClatchy$ 41,833

(3)

Fiona Oliver$36,833

(4)

*excludes GST

(1)

$5,000 of this amount was applied to the purchase of

3,783 shares under the Kingfish Share Purchase Plan. (Andy

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

out in the Kingfish Share Purchase Plan but has elected to

continue in the plan. Andy Coupe has elected to increase

his Share Purchase Plan percentage from 10% to 20%.)

(2)

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

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

of this amount was applied to the purchase of 2,822 shares

under the Kingfish Share Purchase Plan. (Carol Campbell

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

Kingfish Share Purchase Plan but has elected to continue in

the plan.)

(3)

Included in this total amount is $5,000 that David

McClatchy received as Chair of the Investment Committee.

$3,750 of this amount was applied to the purchase of

2,822 shares under the Kingfish Share Purchase Plan.

(4)

$3,250 of this amount was applied to the purchase of

2,437 shares under the Kingfish Share Purchase Plan.

The 2023 Share Purchase Plan transactions were

undertaken in May 2023, prior to the passing of

the 2023 shareholder resolution that increased the

directors' fee poll limit to $185,500 (plus GST if any).

Details of remuneration paid to directors are also

disclosed in note 3 to the audited financial statements

for the financial year ended 31 March 2024. The

directors’ fees disclosed in the audited financial

statements include a portion of non-recoverable GST

expensed by Kingfish.

DIRECTORS’ SHAREHOLDING - SHARE PURCHASE

PLAN

The Kingfish Share Purchase Plan was introduced

by the board in 2012 and requires each director to

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

purchase (on market) of Kingfish shares. Once an

individual director’s shareholding reaches 50,000

CORPORATE GOVERNANCE STATEMENT CONTINUED

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shares, the director can elect whether or not to continue
in the plan. The intention of the Share Purchase Plan is

to further align the interests of directors with those of

Kingfish shareholders.

EXECUTIVE REMUNERATION

Kingfish delegates its management personnel

requirements to Fisher Funds pursuant to an

Administration Services Agreement. For this reason,

Kingfish does not have a Chief Executive Officer and

it does not consider it appropriate to make disclosures

about remuneration of the Manager’s personnel or

include those personnel in the application of the

Company's remuneration policies. Kingfish does

not set the remuneration policies applicable to the

Manager's personnel. The fees paid to Fisher Funds

for administration services are described in note 10 to

Kingfish’s audited financial statements for the financial

year ended 31 March 2024.

Principle 6 – Risk management

Directors should have a sound understanding of

the material risks faced by the issuer and how to

manage them. The board should regularly verify that

the issuer has appropriate processes that identify

and manage potential and material risks.

RISK MANAGEMENT FRAMEWORK

The board has overall responsibility for Kingfish’s system

of risk management and internal control. Kingfish has

in place policies and procedures to identify areas of

significant business risk and implements procedures to

manage those risks effectively.

Key risk management tools used by Kingfish include

the Audit and Risk Committee function, outsourcing of

certain functions to service providers, internal controls,

financial and compliance reporting procedures and

processes, and business continuity planning. Kingfish

also maintains insurance policies that it considers

adequate to meet its insurable risks.

The board is actively involved in tracking the

development of existing risks and the emergence of new

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

and board receive regular reports on the operation

of risk management policies and procedures from the

Manager. As part of the robust risk assessment process,

significant risks are discussed at each board meeting,

and/or as required.

In addition to Kingfish’s policies and procedures in

place to manage business risks, the Manager has

its own comprehensive risk management policy. The

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

management policies.

Kingfish provides shareholders and warrant holders with

regular communications covering the performance of the

Company and of the underlying stocks invested in by

the Company. These types of communications include

monthly updates, quarterly newsletters and annual

reports. Numerous NZX announcements are also made,

including weekly and month end NAV per share updates,

as well as interim and annual financial statements.

HEALTH AND SAFETY

The Manager operates under a Health and Safety Policy.

Under this policy, Fisher Funds assumes responsibility for

the health and safety of its employees.

Principle 7 – Auditors

The board should ensure the quality and

independence of the external audit process.

Kingfish’s Audit and Risk Committee makes

recommendations to the board on the appointment of the

external auditor. The Audit and Risk Committee monitors

the independence and effectiveness of the external

auditor and approves and reviews any non-audit services

performed by the external auditor. An External Auditor

Independence Policy, which documents the framework

of Kingfish’s relationship with its external auditor, was

adopted by the board in 2018. This policy includes

procedures:

a. to sustain communication with Kingfish’s external

auditor;

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

carry out its statutory audit role is not impaired, or

could reasonably be perceived to be impaired;

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

or level) other than its statutory audit roles may be

provided by the external auditor to Kingfish; and

d. to provide for the monitoring and approval by the

Audit and Risk Committee of any service provided

by the external auditor to Kingfish other than in its

statutory audit role.

The Audit and Risk Committee meets with the external

auditor, without representatives of the Manager present,

to approve its terms of engagement, audit partner

rotation

2

(at least every five years) and the audit fee, as

well as to review and provide feedback in respect of the

annual audit plan.

Kingfish’s current external auditor,

PricewaterhouseCoopers (“PwC”), was appointed

by shareholders at the 2005 annual meeting in

accordance with the provisions of the Companies Act

1993. PwC is automatically reappointed as auditor

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

the Annual Shareholders' Meeting, except in the limited

circumstances set out in the Act.

The Audit and Risk Committee has assessed PwC to be

independent and has received written confirmation of

this fact from PwC.

PwC, as external auditor of Kingfish’s 2024 audited

annual financial statements, will attend this year’s Annual

Shareholders' Meeting and will be available to answer

questions about the conduct of the audit, preparation

and content of the auditor’s report, accounting policies

2

The current PwC audit partner was appointed in 2019 and rotation will therefore occur at the end of 2024.

33

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adopted by Kingfish, and its independence in relation
to the conduct of the audit.

Kingfish does not have an internal audit function,

however the Company regularly reviews all areas

of risk management and focuses on all operating

and compliance risk obligations as described above

in relation to Principle 6. Kingfish delegates day-

to-day portfolio and administrative management

responsibilities relating to Kingfish to the Manager, and

the Corporate Manager is responsible for managing

operational and compliance risks across Kingfish’s

business and reporting on those matters to the board.

Principle 8 – Shareholder rights and relations

The board should respect the rights of shareholders

and foster constructive relationships with

shareholders that encourage them to engage with

the issuer.

INFORMATION FOR SHAREHOLDERS

The board recognises the importance of providing

shareholders with comprehensive, timely, and equal

access to information about its activities. The board

aims to ensure that shareholders have available to

them all information necessary to assess Kingfish’s

performance.

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

to shareholders and investors about the Company.

Kingfish’s ‘Investor Centre’ part of its website contains a

range of information, including periodic and continuous

disclosures to NZX, annual reports, and content related

to the Annual Shareholders’ Meeting. The website also

contains information about Kingfish’s directors, copies

of key corporate governance documents, and general

company information.

The board recognises that other stakeholders may

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

no specific stakeholders’ interests that are currently

identifiable, Kingfish will continue to review policies in

consideration of future interests.

COMMUNICATING WITH SHAREHOLDERS

Kingfish communicates regularly with its shareholders

through its monthly and quarterly updates. The

Company receives questions from shareholders from

time to time, and has processes in place to ensure

shareholder communications are responded to within

a reasonable timeframe. The Company’s website

sets out Kingfish’s appropriate contact details for

communications from shareholders. Kingfish also

provides options for shareholders to receive and send

communications by post or electronically.

SHAREHOLDER VOTING RIGHTS

When required by the Companies Act 1993, Kingfish’s

Constitution, or the NZX Listing Rules, Kingfish will refer

decisions to shareholders for approval. Kingfish’s policy

is to conduct voting at its shareholder meetings by way

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

NOTICE OF ANNUAL SHAREHOLDERS' MEETING

The 2024 Kingfish Notice of Annual Shareholders'

Meeting will be sent to shareholders at least 20

working days prior to the meeting and will be

published on Kingfish's website.

Subject to any COVID-19 or similar restrictions

which prevent the Company from holding a physical

meeting, this year’s Annual Shareholders' Meeting

will be held at 10.30am on 8 August 2024 at the

Ellerslie Event Centre in Auckland and online. Full

participation of shareholders is encouraged at the

Annual Shareholders' Meeting and shareholders are

also encouraged to submit questions in writing prior to

the meeting if they are unable to attend either form of

the meeting.

MANAGEMENT AGREEMENT RENEWAL

The Management Agreement between Kingfish and

Fisher Funds is subject to renewal every five years. The

Management Agreement is next subject to renewal in

March 2029.

NZX WAIVERS

There were no waivers granted by NZX or relied upon

by the Company in the financial year ended 31 March

2024.

CAPITAL RAISINGS

Kingfish Warrant Issue (KFLWH)

On 6 July 2023, eligible Kingfish shareholders were

issued (for free) one warrant for every four shares held

based on a record date of 5 July 2023.

Each warrant gives shareholders the right, but not the

obligation, to subscribe for one additional ordinary

share in Kingfish on the exercise date, subject to

payment of the exercise price. The exercise date is 26

July 2024.

The exercise price is $1.37 less any dividends declared

with a record date during the period commencing on

the date of allotment of the warrants (6 July 2023) and

up to the announcement of the final exercise price. The

final exercise price will be calculated and advised to

warrant holders at least six weeks before the exercise

date.

The warrants commenced trading on the NZX Main

Board on 7 July 2023 under the code KFLWH.

Further information in relation to the Kingfish warrant

issue can be found in the Warrant Terms Offer

Document dated 20 June 2023 which is available

on Kingfish’s website under “Investor Centre” and

“Warrant Terms” sections.

34

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FOR THE YEAR ENDED 31 MARCH 2024
We present the financial statements for Kingfish Limited for the year ended 31 March 2024.

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

Company as at 31 March 2024 and its financial performance and cash flows for the year ended on that date.

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

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

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

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

detect fraud and other irregularities.

The Kingfish board authorised these financial statements for issue on 20 May 2024.


Andy Coupe Carol Campbell


David McClatchy Fiona Oliver

DIRECTORS’ STATEMENT

OF RESPONSIBILITY

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FINANCIAL
STATEMENTS CONTENTS

37Statement of Comprehensive Income

38Statement of Changes in Equity

39Statement of Financial Position

40Statement of Cash Flows

41Notes to the Financial Statements

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2024

Notes
2024

$000

2023

$000

Interest income 689 471

Dividend income 9, 373 8,551

Net change in fair value of investments 2 16,704 (23,693)

Total income/(loss) 26, 76 6 (14, 671)

Operating expenses3 6,837 4,775

Net profit/(loss) before tax 19,9 2 9 (19, 4 4 6 )

Total tax expense4 24 23

Net profit/(loss) after tax attributable to shareholders 19,9 0 5 (19, 4 6 9 )

Total comprehensive income/(loss) after tax attributable to shareholders 19,9 0 5 (19, 4 6 9 )

Basic earnings/(losses) per share6 5.96c (6.00c)

Diluted earnings/(losses) per share6 5.96c (6.00c)

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

FOR THE YEAR ENDED 31 MARCH 2024

STATEMENT OF COMPREHENSIVE INCOME

KINGFISH LIMITED

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The accompanying notes form an integral part of these financial statements.
FOR THE YEAR ENDED 31 MARCH 2024

STATEMENT OF CHANGES IN EQUITY

KINGFISH LIMITED

Attributable to shareholders of

the Company

Notes



Share

Capital

$000

Retained

Earnings

$000

Total

Equity

$000

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

Comprehensive (loss)

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

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

Transactions with shareholders

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

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

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

Warrant issue costs5 (c) (3) - (3)

Total transactions with shareholders for

the year ended 31 March 2023 13, 3 74 ( 3 7, 7 3 0 ) (24,356)

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

Comprehensive income

Net profit after tax - 19,9 0 5 19,9 0 5

Total comprehensive income for the year ended 31 March 2024 - 19,9 0 5 19,9 0 5

Transactions with shareholders

Dividends paid5 (d) - (36,147 ) (36,147 )

Share buybacks5 (b) (833) - (833)

Shares utilised from treasury stock under dividend

reinvestment plan

5 (e) 672 - 672

New shares issued under dividend reinvestment plan5 (e) 12, 4 53 - 12, 4 53

Warrant issue costs5(c) (13) - (13)

Total transactions with shareholders for the year ended 31 March 2024 12,2 79 (36,147) (23,868)

Balance at 31 March 2024 418,207 3 9, 414 4 5 7, 6 2 1

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ANNUAL REPORT

2024

Notes
2024

$000

2023

$000

SHAREHOLDERS' EQUITY 4 5 7, 6 2 1 461,584

Represented by:

ASSETS

Current Assets

Cash and cash equivalents 9 4,887 6,396

Trade and other receivables 7 673 2,652

Investments at fair value through profit or loss 2 4 53,301 4 53,179

Total Current Assets 4 5 8,8 61 462,227

TOTAL ASSETS 4 5 8,8 61 462,227

LIABILITIES

Current Liabilities

Trade and other payables 8 1,24 0 643

Total Current Liabilities 1, 2 4 0 643

TOTAL LIABILITIES 1, 2 4 0 643

NET ASSETS 4 5 7, 6 2 1 461,584

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


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

20 May 2024 20 May 2024

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

AS AT 31 MARCH 2024

STATEMENT OF FINANCIAL POSITION

KINGFISH LIMITED

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2024

FOR THE YEAR ENDED 31 MARCH 2024
Notes

2024

$000

2023

$000

Operating Activities

Sale of investments 73,680 91,9 92

Interest received 687 471

Dividends received 5,926 8,620

Purchase of investments (53, 415) (72,849)

Operating expenses (4,495) (5,465)

Taxes paid (24) (23)

Net cash inflows from operating activities9 22,359 2 2, 74 6

Financing Activities

Share buybacks (833) -

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

Warrant issue costs (13) (3)

Dividends paid (net of dividends reinvested) (23,022) (24,596)

Net cash (outflows) from financing activities (23,868) (24,356)

Net (decrease) in cash and cash equivalents held (1, 5 0 9) (1, 610 )

Cash and cash equivalents at beginning of the year 6,396 8,006

Cash and cash equivalents at end of the year9 4,887 6,396

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

STATEMENT OF CASH FLOWS

KINGFISH LIMITED

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FOR THE YEAR ENDED 31 MARCH 2024
NOTES TO THE FINANCIAL STATEMENTS

KINGFISH LIMITED

NOTE 1 BASIS OF ACCOUNTING

Reporting Entity

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

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

Conduct Act 2013.

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

Basis of Preparation

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

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

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

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

International Financial Reporting Standards Accounting Standards (IFRS Accounting Standards).

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

fair value through profit or loss.

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

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

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

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

disclosed in the relevant notes.

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

Material Accounting Policies

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

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

statements and are designated by a symbol.

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

otherwise stated.

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

a material impact on these financial statements. Except for IFRS 18, Presentation and Disclosure in

Financial Statements, which is effective for annual periods beginning on or after 1 January 2027

and where an assessment has not been completed yet, the same applies for any new standards,

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

Financial Reporting by Segments

The Company operates in the New Zealand investment industry.

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

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

strategic, investment or resource allocation decisions.

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

Critical Judgements, Estimates and Assumptions

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

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

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

statements.

Authorisation of Financial Statements

The Kingfish Board of Directors authorised these financial statements for issue on 20 May 2024.

No party may change these financial statements after their issue.

j

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NOTE 2 INVESTMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
j

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

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

investments at fair value through profit or loss.

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

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

Comprehensive Income.

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

assets.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

j

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

transfers between levels of the fair value hierarchy during the year (2023: none). There were no

financial instruments classified as Level 2 or 3 at 31 March 2024 (2023: none).

Investments at fair value through profit or loss

2024

$000

2023

$000

New Zealand investments 4 53,301 4 53,179

Total investments at fair value through profit or loss 453,301 4 5 3,179

Net change in fair value of investments

New Zealand investments 16,704 (23,693)

Net change in fair value of investments through profit or loss 16, 704 (23,693)

FOR THE YEAR ENDED 31 MARCH 2024

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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NOTE 3 OPERATING EXPENSES
2024

$000

2023

$000

Management fees (note 10(a)(i)) 5,663 3,499

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

Directors' fees (note 10(b)) 196 181

Custody, accounting and brokerage 340 456

Investor relations and communications 187 174

NZX fees 70 94

Professional fees 32 34

Fees paid to the auditor:

Statutory audit and review of financial statements 61 56

Other operating expenses 129 122

Total operating expenses 6,837 4,775


NOTE 4 TAXATION

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

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

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

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

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

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

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

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

j

A deferred tax asset of $14,412,614, resulting largely from tax losses of $51,008,304, at

31 March 2024 (2023: tax asset of $13,401,607, tax losses of $47,140,497) has not been

recognised, as the tax structure of the Company is unlikely to lead to the utilisation of a deferred

tax asset. This unrecognised deferred tax asset is reviewed annually.

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NOTE 4 TAXATION CONTINUED
Taxation expense is determined as follows:

2024

$000

2023

$000

Net income/(loss) before tax 19,9 2 9 (19, 4 4 6 )

Non-taxable realised gain on investments ( 1 7, 6 5 9 ) (20,957)

Non-taxable unrealised loss on investments 1,057 4 4,681

Imputation credits 2, 769 2,668

Non-deductible expenditure 267 380

Taxable income 6,363 7, 3 2 6

Tax at 28% 1, 782 2,051

Imputation credits (2, 769) (2,668)

Deferred tax not recognised 1, 011 640

Total tax expense 24 23

Taxation expense comprises:

Current tax - -

- -

Current tax balance

Opening balance - -

Current tax expense - -

Tax paid - -

Current tax receivable - -

Imputation credits

The imputation credits available for subsequent reporting periods total $567,884 (2023: $312,173).

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

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

receivable at 31 March 2024.

NOTE 5 SHAREHOLDERS' EQUITY

a. Share Capital

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

shares and warrants are shown in equity as a deduction.

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

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

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

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

incremental transaction costs, is recognised within share capital.

Kingfish has 340,543,107 fully paid ordinary shares on issue (2023: 330,213,075). All ordinary

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

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

FOR THE YEAR ENDED 31 MARCH 2024

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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NOTE 5 SHAREHOLDERS' EQUITY CONTINUED
b. Buybacks

Kingfish maintains an ongoing share buyback programme. For the year ended 31 March 2024,

Kingfish acquired 660,441 shares valued at $833,124 (2023: nil) under the programme which

allows up to 5% of the ordinary shares on issue (as at the date 12 months prior to the acquisition)

to be acquired. Shares acquired under the buyback programme are held as treasury stock and

subsequently reissued to shareholders under the dividend reinvestment plan. There were 121,109

shares held as treasury stock at balance date (2023: nil).

c. Warrants

On 6 July 2023, 83,105,144 new Kingfish warrants were allotted and quoted on the NZX Main

Board from 7 July 2023. One new warrant was issued to all eligible shareholders for every four

shares held on record date (5 July 2023). The exercise date for these warrants is 26 July 2024.

Warrants issue costs of $13,413 (2023: $3,094) were incurred in August 2023 relating to the July

2023 warrant issue.

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

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

warrants lapsed.

d. Dividends

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

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

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

paid during the year comprised:

2024

$000

Cents per

share

2023

$000

Cents per

share

23 Jun 2023 9, 3 01 2.82 23 Jun 2022 10,14 0 3.16

22 Sep 2023 9, 2 74 2.79 23 Sep 2022 9,14 3 2.83

15 Dec 2023 8,849 2.64 16 Dec 2022 9, 3 0 4 2.86

28 Mar 2024 8,723 2.58 24 Mar 2023 9,14 3 2.79

36,147 10.83 3 7, 7 3 0 11. 6 4


e. Dividend Reinvestment Plan

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

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

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

year ended 31 March 2024, 10,990,473 ordinary shares totalling $13,124,763 (2023: 9,204,313

ordinary shares totalling $13,133,721) were issued in relation to the plan for the quarterly dividends

paid which comprised:

(i) 10,451,141 ordinary shares totalling $12,453,022 issued under dividend reinvestment plan (2023:

9,204,313 ordinary shares totalling $13,133,721); and

(ii) 539,332 ordinary shares totalling $671,741 of shares were utilised from treasury stock under

dividend reinvestment plan (31 March 2023: nil).

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

by Kingfish before the next record date.

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

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

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

denominator. Potential ordinary shares include outstanding warrants.

Basic earnings/(losses) per share20242023

Net profit/(loss) after tax attributable to shareholders ($'000) 19,9 0 5 (19, 4 69 )

Weighted average number of ordinary shares on issue net of treasury

stock ('000) 33 4,16 4 324,446

Basic earnings/(losses) per share 5.96c (6.00c)

Diluted earnings/(losses) per share

Net profit/(loss) after tax attributable to shareholders ($'000) 19,9 0 5 (19, 4 69 )

Weighted average number of ordinary shares on issue net of treasury

stock ('000) 33 4,16 4 324,446

Diluted effect of warrants ($'000)

1

- -

33 4,16 4 324,446

Diluted earnings/(losses) per share 5.96c (6.00c)

1

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

warrant exercise price (less dividends paid) of $1.29 was greater than the average share price of $1.25

between the date of issue and 31 March 2024.

FOR THE YEAR ENDED 31 MARCH 2024

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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

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

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

j

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

2024

$000

2023

$000

Dividends receivable 615 272

Interest receivable 2 -

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

Prepayments 56 47

Total trade and other receivables 673 2,652

NOTE 8 TRADE AND OTHER PAYABLES

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

fair value, and subsequently measured at amortised cost.

j

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

2024

$000

2023

$000

Related party payable (note 10(a)(i)) 492 499

Unsettled investment purchases 580 -

Other payables and accruals 168 14 4

Total trade and other payables 1, 2 4 0 643

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NOTE 9 CASH AND CASH FLOW RECONCILIATION
Cash and Cash Equivalents

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

on deposit at banks.

2024

$000

2023

$000

Cash - New Zealand dollars 4,887 6,396

Cash and cash equivalents 4,887 6,396

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

from Operating Activities

Net profit/(loss) after tax 19,9 0 5 (19, 4 6 9 )

Items not involving cash flows

Unrealised losses on revaluation of investments 1,057 4 4,681

1, 0 5 7 4 4,681

Impact of changes in working capital items

Increase/(Decrease) in trade and other payables 597 (323)

Decrease in trade and other receivables 1,979 867

2, 5 76 544

Items relating to investments

Amounts paid for purchases of investments (56,518) (72,849)

Amounts received from sales of investments net of realised gains 55,919 71,0 0 4

Movement in unsettled purchases of investments (580) 268

Movement in unsettled sales of investments - (1, 4 33)

(1,179) (3,010)


Net cash inflows from operating activities 22,359 2 2, 74 6

FOR THE YEAR ENDED 31 MARCH 2024

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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

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

a. Fisher Funds Management Limited

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

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

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

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

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

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

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

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

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

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

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

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

settled fully in cash.

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

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

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

the end of the period.

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

is paid within 60 days of the balance date.

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

Comprehensive Income when incurred.

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

monthly in arrears.

(i) Fees earned and payable:

2024

$000

2023

$000

Fees earned by the Manager for the year ended 31 March

Management fees 5,663 3,499

Administration services 159 159

Operating expenses 5,822 3,658

For the year ended 31 March 2024, the Manager did not achieve a return in excess of the

performance fee hurdle return and the HWM (2023: No excess returns were generated).

Accordingly, the Company has not expensed a performance fee for the year ended 31 March 2024

(2023: Nil).

Fees payable to the Manager at 31 March

Management fees 479 486

Administration services 13 13

Related party payables 492 499

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

2024

$000

2023

$000

Fees receivable from the Manager 31 March

Management fee credit note - 2,333

Related party receivable - 2,333

Fisher Fund's management fee was calculated and invoiced at 1.25% of gross asset value, with no

balance date adjustment to reduce the management fee as the gross return did not underperform

the NZ 90 Day Bank Bill Index (31 March 2023: Underperformed by 6.1 percentage points). The

Company has no outstanding management fee credit to offset against future management fee

expenses (31 March 2023: $2,332,665).

(iii) Investment transactions with related parties

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

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

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

31 March 2024 (2023: nil) and sales totalled$3,664,809 (2023: $3,398,118).

b. Directors

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

have any employees.

During the financial year the Directors earned fees for their services of $196,317 including GST

(2023: $181,125). The Directors' fee pool was $176,167 (plus GST, if any) for the year ended 31

March 2024 (31 March 2023: $157,500 plus GST, if any). The Directors' fee pool increased to

$185,500 (plus GST, if any) from 1 August 2023. There were no Director fees payable at the end of

the financial year (31 March 2023: nil).

The Directors held shares in the Company at 31 March 2024 which total 0.04% of total shares on

issue (31 March 2023: 0.04%). The Directors held warrants in the company as at 31 March 2024

which total 0.04% of total warrants on issue (31 March 2023: nil, as there were no warrants on

issue).

Dividends of $15,441 (31 March 2023: $13,949) were also received by Directors or their associates

as a result of their shareholding during the financial year.

FOR THE YEAR ENDED 31 MARCH 2024

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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NOTE 11 FINANCIAL RISK MANAGEMENT
The Company is subject to a number of financial risks which arise as a result of its investment

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

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

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

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

Market Risk

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

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

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

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

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

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

Management Agreement.

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

Kingfish considers that the market prices of the investments factor in climate change impacts and, as

such, no adjustment has been made to balances or transactions in these financial statements as a

result of climate change.

Price Risk

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

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

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

2024, and therefore fluctuations in the value of these portfolio companies will have a greater impact

on the overall investments balance.

2024 2023

Infratil Limited18%17%

Fisher and Paykel Healthcare Corporation Limited16%16%

Mainfreight Limited14%17%

Interest Rate Risk

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

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

hedge against the risk of movements in interest rates.

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

no borrowings at 31 March 2024 (2023: nil).

Currency Risk

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

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

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

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

underlying portfolio company.

Sensitivity Analysis

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

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

exposure at 31 March as follows:

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2024

2024
$000

2023

$000

Price risk

1

Investments at fair value

through profit or loss

(listed) Carrying value 4 53,301 4 53,179

Impact of a 20% change in market prices: +/- 90,660 90,636

Interest rate risk

2

Cash and cash

equivalents Carrying value 4,887 6,396

Impact of a 1% change in interest rates: +/- 49 64

An increase/(decrease) in market prices and interest rates would increase/(decrease) profit after tax

and shareholders' equity.

1

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

movements.

2

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

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

percentage change in interest rate.


Credit Risk

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

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

risk from transactions with its counterparties.

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

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

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

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

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

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

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

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

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

close to zero as the counterparties have a strong capacity to meet their contractual obligations in the

near term. As a result, no loss allowance has been recognised based on 12-month expected credit

losses as any such impairment would be wholly insignificant to the Company.

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

Statement of Financial Position.

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

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

counterparties, therefore no collateral or security is required.

Liquidity Risk

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

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

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

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

trade and other payables have contractual maturities of 3 months or less.

FOR THE YEAR ENDED 31 MARCH 2024

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

KINGFISH LIMITED

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Liquidity to fund investment requirements can be augmented through the procurement of a debt
facility from a registered bank to a maximum value of 20% of the gross asset value of the Company.

There were no such debt facilities at 31 March 2024 (2023: nil).

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

investment requirements.

Capital Risk Management

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

retained earnings) and borrowings (if any).

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

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

and secure borrowings in the short term.

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

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

average net asset value each quarter in dividends.

NOTE 12 NET ASSET VALUE

The net asset value of Kingfish as at 31 March 2024 was $1.34 per share (2023: $1.40) calculated

as the net assets of $457,621,124 divided by the number of shares on issue of 340,543,107 (2023:

net assets of $461,584,438 and shares on issue of 330,213,075).

NOTE 13 COMMITMENTS AND CONTINGENT LIABILITIES

There were no unrecognised contractual commitments or contingent liabilities as at 31 March 2024

(2023: nil).

NOTE 14 SUBSEQUENT EVENTS

On 20 May 2024, the Board declared a dividend of 2.65 cents per share. The record date for this

dividend is 6 June 2024 with a payment date of 27 June 2024.

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


53

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PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, www.pwc.co.nz

Independent auditor’s report

To the shareholders of Kingfish Limited

Our opinion

In our opinion, the accompanying financial statements of Kingfish Limited (the Company) present

fairly, in all material respects, the financial position of the Company as at 31 March 2024, its financial

performance and its cash flows for the year then ended in accordance with New Zealand Equivalents

to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting

Standards Accounting Standards (IFRS Accounting Standards).

What we have audited

The financial statements comprise:

● the statement of financial position as at 31 March 2024;

● the statement of comprehensive income for the year then ended;

● the statement of changes in equity for the year then ended;

● the statement of cash flows for the year then ended; and

● the notes to the financial statements, comprising material accounting policy information and other

explanatory information.


Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Company in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Other than in our capacity as auditor, we have no relationship with, or interests in, the Company.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in

our audit of the financial statements of the current year. Given the nature of the Company, we have

one key audit matter: Valuation and existence of investments at fair value through profit or loss. This

matter was addressed in the context of our audit of the financial statements as a whole, and in forming

our opinion thereon, and we do not provide a separate opinion on this matter.







PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, www.pwc.co.nz

Independent auditor’s report

To the shareholders of Kingfish Limited

Our opinion

In our opinion, the accompanying financial statements of Kingfish Limited (the Company) present

fairly, in all material respects, the financial position of the Company as at 31 March 2024, its financial

performance and its cash flows for the year then ended in accordance with New Zealand Equivalents

to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting

Standards Accounting Standards (IFRS Accounting Standards).

What we have audited

The financial statements comprise:

● the statement of financial position as at 31 March 2024;

● the statement of comprehensive income for the year then ended;

● the statement of changes in equity for the year then ended;

● the statement of cash flows for the year then ended; and

● the notes to the financial statements, comprising material accounting policy information and other

explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Company in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Other than in our capacity as auditor, we have no relationship with, or interests in, the Company.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in

our audit of the financial statements of the current year. Given the nature of the Company, we have

one key audit matter: Valuation and existence of investments at fair value through profit or loss. This

matter was addressed in the context of our audit of the financial statements as a whole, and in forming

our opinion thereon, and we do not provide a separate opinion on this matter.





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PwC 2

Description of the key audit matter How our audit addressed the key audit matter

Valuation and existence of investments at

fair value through profit or loss

Investments at fair value through profit or loss

(the investments) are valued at $453 million

and represent 99% of total assets at 31 March

2024.

Further disclosures on the investments are

included in note 2 to the financial statements.

As at 31 March 2024, all investments are in

actively traded companies listed on the NZX

Main Board with readily available, quoted

market prices.

All investments are held by Trustees

Executors Limited (the Custodian) on behalf of

the Company.

This was a key audit matter given the

significance of investments to the financial

statements.


Our audit procedures included updating our

understanding of the business processes

employed by the Company for accounting for, and

valuing, its investment portfolio.

We obtained confirmation from the Custodian that

the Company was the recorded owner of each of

the investments.

We obtained copies of and assessed Trustees

Executors Limited’s internal controls assurance

reports for custody and investment administration

services for the period from 1 April 2023 to 31

March 2024.

We agreed the price for all investments held at 31

March 2024 to independent third-party pricing

sources and considered the liquidity of these

investments around the balance date.


Our audit approach

Overview

Materiality Overall materiality: $2.28 million, which represents approximately 0.5% of net

assets.

We used this benchmark because, in our view, the objective of the Company is

to provide investors with a total return on its assets, taking account of both

capital and income returns.

Key audit matter As reported above, we have one key audit matter, being Valuation and

existence of investments at fair value through profit or loss.

As part of designing our audit, we determined materiality and assessed the risks of material

misstatement in the financial statements. In particular, we considered where management made

subjective judgements; for example, in respect of significant accounting estimates that involved

making assumptions and considering future events that are inherently uncertain. As in all of our audits,

we also addressed the risk of management override of internal controls, including among other

matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion

on the financial statements as a whole, taking into account the structure of the Company, the

accounting processes and controls, and the industry in which the Company operates.

Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain

reasonable assurance about whether the financial statements are free from material misstatement.

Misstatements may arise due to fraud or error. They are considered material if, individually or in

aggregate, they could reasonably be expected to influence the economic decisions of users taken on

the basis of the financial statements.

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PwC 3

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall materiality for the financial statements as a whole as set out above. These,

together with qualitative considerations, helped us to determine the scope of our audit, the nature,

timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually

and in aggregate, on the financial statements as a whole.

Other information

The Directors are responsible for the other information. The other information comprises the

information included in the Annual Report and the Company’s climate statement prepared in

accordance with Section 461Z of the Financial Markets Conduct Act 2013 (the Climate Statement), but

does not include the financial statements and our auditor's report thereon. The Annual Report and the

Climate Statement are expected to be made available to us after the date of this auditor's report.

Our opinion on the financial statements does not cover the other information and we will not express

any form of audit opinion or assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other

information and, in doing so, consider whether the other information is materially inconsistent with the

financial statements or our knowledge obtained in the audit, or otherwise appears to be materially

misstated.

When we read the other information not yet received, if we conclude that there is a material

misstatement therein, we are required to communicate the matter to the Directors and use our

professional judgement to determine the appropriate action to take.

Responsibilities of the Directors for the financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of

the financial statements in accordance with NZ IFRS and IFRS Accounting Standards, and for such

internal control as the Directors determine is necessary to enable the preparation of financial

statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company’s

ability to continue as a going concern, disclosing, as applicable, matters related to going concern and

using the going concern basis of accounting unless the Directors either intend to liquidate the

Company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole,

are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that

includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that

an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a material misstatement

when it exists. Misstatements can arise from fraud or error and are considered material if, individually

or in the aggregate, they could reasonably be expected to influence the economic decisions of users

taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the

External Reporting Board’s website at:

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

This description forms part of our auditor’s report.

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PwC 4
Who we report to

This report is made solely to the Company’s shareholders, as a body. Our audit work has been

undertaken so that we might state those matters which we are required to state to them in an auditor’s

report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our

audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Philip Taylor.

For and on behalf of:

Chartered AccountantsAuckland

20 May 2024

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ANNUAL REPORT

2024

SHAREHOLDER INFORMATION
SPREAD OF SHAREHOLDERS AS AT 17 MAY 2024

Holding Range# of ShareHolders# of Shares% of Total

1 to 999471188,4270.06

1,000 to 4,9991,0582,846,6540.84

5,000 to 9,9999796,923,9132.03

10,000 to 49,9992,60761,004,8391 7. 9 1

50,000 to 99,99973050,642,46814.87

100,000 to 499,99961311 8 , 7 1 7, 5 9 434.84

500,000 +81100,340,3212 9. 4 5

TOTAL6,539340,664,216100%

20 LARGEST SHAREHOLDERS AS 17 MAY 2024

Holder Name# of Shares% of Total

CUSTODIAL SERVICES LIMITED <A/C 4>6,522,1601.91

NEW ZEALAND DEPOSITORY NOMINEE LIMITED <A/C 1 CASH

ACCOUNT>6,460,5731.90

STEPHEN JAMES THORNTON & BERNARDINA ALEIDA MARIA

SCHOLTEN & MACALISTER MAZENGARB TRUST COMPANY LIMITED

<THE THORNTON-SCHOLTEN FAMILY A/C>5 ,112 , 3181.50

ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>4 ,8 59, 6971.43

ASB NOMINEES LIMITED <179669 A/C>4 , 741,19 81.39

LEVERAGED EQUITIES FINANCE LIMITED3,210,2070.94

DAVID HUGH BROWN3,026,0000.89

FNZ CUSTODIANS LIMITED2,506,1390 . 74

FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>2,0 59,8 5 30.60

CUSTODIAL SERVICES LIMITED <A/C 6>2,055,9380.60

SEATON STUART JAMES BENNY2 , 0 0 7, 3 6 00.59

ENE TRUSTEES LIMITED2,000,0000.59

PAUL HUGHES & TAJRENA ALEXI & CR TRUSTEES LIMITED <PHTA

INVESTMENT A/C>1,700,0000.50

ESTATE LLOYD JAMES CHRISTIE DECEASED1,639,8500.48

MURRAY JOHN LOMBARD ALDRIDGE & LESLEY ANN ALDRIDGE &

ALDRIDGE TRUSTEE 2019 LIMITED <ALDRIDGE FAMILY A/C>1,612,8 8 40.47

COLIN DAVID CRAIG BENNETT1, 5 4 5,1220.45

NEIL BARRY ROBERTS1, 542,6 0 00.45

ASB NOMINEES LIMITED <146873 A/C>1,395,8130. 41

SASKIA THORNTON1,376,0 310.40

CHARLES WATSON HARREX1,332,3280.39

TOTAL56,706,07116.65

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WARRANT HOLDER INFORMATION
SPREAD OF WARRANT HOLDERS AS AT 17 MAY 2024

Holding Range# of Warrant

Holders

# of Warrants% of Total

1 to 9991,35356 0,1620.67

1,000 to 4,9992,3366,093,4067. 3 3

5,000 to 9,9991,0 017, 0 6 8 , 6 3 98.51

10,000 to 49,9991,20224,703,7122 9. 73

50,000 to 99,99916110,880,74513.09

100,000 to 499,9999516,372,43619. 70

500,000 +1717,426,04420.97

TOTAL6,16583,105,14 4100%

20 LARGEST WARRANT HOLDERS AS AT 17 MAY 2024

Holder Name# of Warrants% of Total

NEW ZEALAND DEPOSITORY NOMINEE LIMITED <A/C 1 CASH

ACCOUNT>2,058,3492.48

ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>1,964,9252.36

CUSTODIAL SERVICES LIMITED <A/C 4>1,6 4 0, 7221.97

ASB NOMINEES LIMITED <A/C 802302 ML>1,500,0001.80

DAVID JOHN PEARCE1,214,6 531.46

STEPHEN JAMES THORNTON & BERNARDINA ALEIDA MARIA

SCHOLTEN & MACALISTER MAZENGARB TRUST COMPANY LIMITED

<THE THORNTON-SCHOLTEN FAMILY A/C>1,200,3321.4 4

RICHARD JAMES THOMAS1,030,0001.24

ASB NOMINEES LIMITED <A/C 210631 - ML>1,015,0001.22

DAVID JOHN GORDON758,9660.91

DAVID HUGH BROWN756,5000.91

LEVERAGED EQUITIES FINANCE LIMITED74 6 , 4 0 20.90

BRENDAN DEREK STUBBS & LAUREL JUNE STUBBS & B & L STUBBS

TRUST LIMITED <THE B & L STUBBS CO A/C>675,2940.81

FNZ CUSTODIANS LIMITED6 5 7, 0 4 40.79

CHARLES LEONARD MICHAEL MORING600,0000.72

SIDESO TRADING COMPANY LIMITED5 49, 78 50.66

FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>544,0860.65

CUSTODIAL SERVICES LIMITED <A/C 6>513,9860.62

ENE TRUSTEES LIMITED444,0620.53

SEATON STUART JAMES BENNY426,8400.51

ESTATE LLOYD JAMES CHRISTIE DECEASED4 0 9,96 30.49

TOTAL18,706,90922.51

59

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ANNUAL REPORT

2024

STATUTORY INFORMATION
DIRECTORS’ RELEVANT INTERESTS IN EQUITY SECURITIES AT 31 MARCH 2024

Interests Register

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

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

registered office. Particulars of entries in the interests register as at 31 March 2024 are as follows:

SharesWarrants

Held

Directly

Held by

Associated Persons

Held

Directly

Held by

Associated Persons

R A Coupe

(1)

69,9 3 8Nil16,348Nil

C A Campbell

(2)

72, 76 5Nil1 7, 0 0 8Nil

D M McClatchy

(3)

5,547Nil1,297Nil

F A Oliver

(4)

2,437Nil610Nil

(1)

R A Coupe received 3,783 shares in the year ended 31 March 2024, purchased on market as per the terms of

the share purchase plan (purchase price $1.30). R A Coupe received 5,968 shares in the year ended 31 March

2024, issued under the dividend reinvestment plan (average issue price $1.2444). R A Coupe was allotted

16,348 warrants on 6 July 2023.

(2)

C A Campbell received 2,822 shares in the year ended 31 March 2024, purchased on market as per the terms

of the share purchase plan (purchase price $1.30). C A Campbell received 6,209 shares in the year ended 31

March 2024, issued under the dividend reinvestment plan (average issue price $1.2444). C A Campbell was

allotted 17,008 warrants on 6 July 2023.

(3)

D M McClatchy received 2,822 shares in the year ended 31 March 2024, purchased on market as per the terms

of the share purchase plan (purchase price $1.30). D M McClatchy received 473 shares in the year ended 31

March 2024, issued under the dividend reinvestment plan (average issue price $1.2444). D M McClatchy was

allotted 1,297 warrants on 6 July 2023.

(4)

F A Oliver received 2,437 shares in the year ended 31 March 2024, purchased on market as per the terms of

the share purchase plan (purchase price $1.30). F A Oliver was allotted 610 warrants on 6 July 2023.

DIRECTORS HOLDING OFFICE

Kingfish’s directors as at 31 March 2024 were:

»R A Coupe (Chair)

»C A Campbell

»D M McClatchy

»F A Oliver

During the year, there were no appointments to the board.

In accordance with the Kingfish constitution, at the 2023 Annual Shareholders’ Meeting, Andy Coupe retired by

rotation and being eligible was re elected. Carol Campbell retires by rotation at the 2024 Annual Shareholders’

Meeting and being eligible, offers herself for re-election. David McClatchy also retires by rotation at the 2024

Annual Shareholders’ Meeting and being eligible, offers himself for re-election.

DIRECTORS’ INDEMNITY AND INSURANCE

Kingfish has arranged Directors’ and Officers’ Liability Insurance covering directors acting on behalf of Kingfish.

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

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

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

60

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ANNUAL REPORT

2024

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

EMPLOYEE REMUNERATION

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

Management Limited.

DIRECTORS’ RELEVANT INTERESTS

The following are relevant interests of Kingfish’s directors as at 31 March 2024:

R A CoupeBarramundi LimitedChair

Marlin Global LimitedChair

Coupe Consulting LimitedDirector

Briscoe Group Limited Director

C A CampbellBarramundi LimitedDirector

Marlin Global LimitedDirector

T&G Global LimitedDirector

Hick Bros Holdings Limited & subsidiary companies Director

Woodford Properties 2018 LimitedDirector

alphaXRT LimitedDirector

New Zealand Post LimitedChair

Asset Plus LimitedDirector

Nica Consulting LimitedDirector

NZME LimitedDirector

Cord Bank LimitedDirector

T&G Insurance LimitedDirector

Bankside Chambers LtdDirector

Chubb Insurance New Zealand LimitedDirector

D M McClatchyBarramundi LimitedDirector

Marlin Global LimitedDirector

Guardians of NZ SuperannuationBoard Member

Trust Investment ManagementDirector

F A OliverBarramundi LimitedDirector

Marlin Global LimitedDirector

Gentrack Group LimitedDirector

First Gas GroupDirector

Freightways LimitedDirector

Wynyard Group Limited (in liquidation)Director

New Zealand Water PoloDirector

Summerset Group Holdings LimitedDirector

Guardians of NZ Superannuation Board Member


61

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ANNUAL REPORT

2024

AUDITOR’S REMUNERATION
During the 31 March 2024 year, the following amounts were paid/payable to the auditor, PricewaterhouseCoopers

New Zealand.

$000

Statutory audit and review of financial statements61

Other assurance services-

Non-assurance services-

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

the Auditor Regulation Act 2011.

DONATIONS

Kingfish did not make any donations during the year ended 31 March 2024.

62

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ANNUAL REPORT

2024

REGISTERED OFFICE
Kingfish Limited

Level 1

67 – 73 Hurstmere Road

Takapuna

Auckland 0622

DIRECTORS

Independent Directors

Andy Coupe (Chair)

Carol Campbell

David McClatchy

Fiona Oliver

CORPORATE

MANAGEMENT TEAM

Wayne Burns

Beverley Sutton

MANAGER

Fisher Funds Management Limited

Level 1

67 – 73 Hurstmere Road

Takapuna

Auckland 0622

SHARE REGISTRAR

Computershare Investor

Services Limited

Level 2

159 Hurstmere Road

Takapuna

Auckland 0622

Private Bag 92119

Auckland 1142

Phone: +64 9 488 8777

Email: enquiry@computershare.co.nz

FOR MORE INFORMATION

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

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

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

FOR ENQUIRIES ABOUT KINGFISH CONTACT

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

Private Bag 93502, Takapuna, Auckland 0740


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

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

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

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

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

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

AUDITOR

PricewaterhouseCoopers

New Zealand

Level 27

PwC Tower

15 Custom Street West

Auckland 1010

SOLICITOR

Bell Gully

Level 14

1 Queen Street

Auckland 1010

BANKER

ANZ Bank New Zealand Limited

23-29 Albert Street

Auckland 1010

NATURE OF BUSINESS

The principal activity of Kingfish

is investment in quality, growing

New Zealand companies.

DIRECTORY

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ANNUAL REPORT

2024

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.