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Rakon 2024 Annual Report

Annual Report27 June 2024RAKInformation Technology

Rakon Limited
T +64 9 573 5554

8 Sylvia Park Road, Mt Wellington, Auckland 1060, New Zealand

Private Bag 99943, Newmarket, Auckland 1149, New Zealand

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© 2023 Rakon Limited. All Rights Reserved. Unauthorised use or publication is expressly prohibited.



27 June 2024


Rakon 2024 Annual Report

Rakon has released its Annual Report for the twelve months ended 31 March 2024 (FY24). The report

is available to view or download on the Rakon website.

You can also view or download previous Annual Reports, Interim Reports and announcements on the

Rakon website.


ENDS


Investor and media relations

Nick Laurent

investors@rakon.com

+64 21 240 7541

www.rakon.com

About Rakon

Rakon is a world leader in advanced frequency control and timing solutions for communications

where speed and reliability are paramount. Our ground-breaking technology and products enable

customers across our core markets of Telecommunications, Positioning and Space and defence, and

emerging core market of AI computing hardware, to develop next generation applications for life-

changing technologies.

Rakon has three manufacturing plants, six research and development centres, and sixteen customer

support offices worldwide. Founded in Auckland in 1967, Rakon is proud of its New Zealand heritage.

It is a public company listed on the New Zealand stock exchange, NZX, ticker code RAK.

---

RAKON / ANNUAL REPORT / 2024

Synchronising
the AI revolution.

Rakon’s Niku


TCXO platform.

Groundbreaking semiconductor

design combined with cutting-

edge XMEMS

®

oscillator

technology. Delivering the

precise timing and synchronisation

required for next-generation data

centres and AI Factories.

Niku


TCXO platform not shown to scale.

RAKON / ANNUAL REPORT / 2024

Precision is power.
Our products help people to connect, explore and innovate.

They are the ‘heartbeat’ for electronic systems, delivering fast,

precise and stable connectivity in everything from mobile

networks and autonomous vehicles to satellite constellations

and AI data centres.

Whether connecting to a 5G tower or to a rover exploring Mars,

our technology is relied on to deliver the highest performance in

even the most extreme conditions.

Thanks to our constant drive to innovate, we continue to

empower our customers to create the next-generation of

life-transforming technologies. On Earth, and beyond.

About Rakon

01

RAKON / ANNUAL REPORT / 2024

Supplying the global
space industry

For over 40 years Rakon has worked alongside leading

agencies including NASA, ESA and ISRO to develop

ground-breaking products for their space programmes.

We’ve now leveraged that experience and expertise to

capture growth opportunities within the fast-growing

commercial space industry, and are a top-3 supplier for

our subsystems products.

We’re seeing unprecedented demand for our expanding

product range and are proud to have been selected to

supply our subsystems for two new Low-Earth Orbit

satellite constellations (see page 28).

02

RAKON / ANNUAL REPORT / 2024

Emerging core market: AI
Rakon’s technology and products are ideally suited

for overcoming the synchronisation challenges

that data centres face with AI workloads.

Our solutions help to unlock the major

performance gains demanded by AI workloads,

and we are working with leading players in

AI hardware to enable next-generation

platforms and data centres (see page 26).

03

RAKON / ANNUAL REPORT / 2024

This document reports on Rakon’s
operational and financial performance for

the year to 31 March 2024 (FY24). We

have focused on what we believe matters

most to our stakeholders and business.

This report provides a clear look at our company and shows

how we are delivering against our strategic priorities of

technology innovation, core market growth, customer

partnerships, and flexible, scalable operations.

Our commitment to sustainability is demonstrated through

our Environmental, Social and Governance (ESG) actions

and this report includes an update on our progress across

a number of material ESG related topics. In a change from

last year’s report, we will deliver our climate reporting as

a standalone online document, to be published on or

before 31 July 2024, that will be available on our website:

rakon.com/investors/reports-presentations-events.

We have endeavoured to ensure all information is

accurate, including performing internal verification.

The information provided in this report has been

compiled in line with NZX Listing Rules and

recommendations for investor reporting.

The financial statements on pages 65-113 have been

prepared in accordance with appropriate accounting

standards and have been independently audited by

PricewaterhouseCoopers.

We know many investors prefer to view this report

online. Our company review and financial documents

are included in this report, in an easy-to-read format.

We welcome your feedback on this report, including

how we can improve. Please email your feedback to:

investors@rakon.com.

Welcome to our 2024 Annual Report

04

RAKON / ANNUAL REPORT / 2024

THE YEAR
IN CONTEXT

LONG-TERM

GROWTH PLAN

CORE MARKET

OVERVIEW

SUSTAINABILITY

AND ESG

AI, SPACE, AND INDIA

MANUFACTURING

FINANCIALS AND

OTHER DISCLOSURES

Contents

Our global operations 06

Performance snapshot 08

Highlights 08

Chair & CEO report 09

Four paths to growth 14

How we create

long-term value 15

3 year roadmap 16

Space and defence 20

Telecommunications 22

Positioning 24

Emerging core market: AI 26

Synchronising AI 27

Subsystem success in space 28

Four decades of

space exploration 29

Framework for efficiency

and innovation 30

Our People 32

Board and

Management profiles 35

Driving sustainability

through our business 40

Our ESG framework 42

Improving our

environmental impact 44

Our supply chain, people

and practices 49

Contributing in

our communities 50

Corporate Governance 51

Glossary 63

Consolidated

financial statements 66

Notes to the consolidated

financial statements 72

Independent

Auditor’s Report 110

Remuneration Report 114

Shareholder

Information 2024 119

Indexing 122

Directory 124

05

RAKON / ANNUAL REPORT / 2024

~
70

countries with

Rakon customers

7

company and partner

manufacturing sites

6

R&D centres

of excellence

16

customer support

locations

~

850

employees worldwide

45

nationalities in the

Rakon global team

KEY:

••

Manufacturing sites

••

R&D centres

••

Customer support locations

••

Quality assurance

••

Key manufacturing partners

Our global operations

06

RAKON / ANNUAL REPORT / 2024THE YEAR IN CONTEXT

THE YEAR
IN CONTEXT

07

RAKON / ANNUAL REPORT / 2024THE YEAR IN CONTEXT

REVENUE
$128.0m

▼ $52.3M OR 29%

Highest ever space

segment revenue

CYCLICAL SLOWDOWN IMPACTING

TELCO AND POSITIONING

Top 3 player in space

subsystems

NEW SATELLITE SPACE CONTRACTS POSITION

RAKON AS A TOP PLAYER IN SUBSYSTEMS

Consistent market

share gains

NEAR 100% DESIGN WIN RATE

ON TARGETED PROJECTS

Emerging core market:

AI computing hardware

EXPANDING PRODUCT RANGE FOR AI DATA CENTRES

Delivery of 3-year

growth plan

ALL FY24 MILESTONES ACHIEVED OR IN PROGRESS

NET PROFIT AFTER TAX (NPAT)

$4.5m

▼ $18.7MM OR 81%

OPERATING CASH FLOW

$ 1 7. 8m

▲ $6.7MM OR 60%

UNDERLYING EBITDA1

$13.5m

▼ $28.7M OR 68%

NET CASH

$ 1 7. 8m

▼ $3.9M OR 18%

Performance snapshotHighlights

All figures are presented in New Zealand dollars unless otherwise indicated.

All comparisons are to the prior corresponding period (i.e. 12 months to 31 March 2023) unless otherwise stated.

1 Refer to the footnote on page 63 for the definition of Underlying EBITDA as a non-GAAP financial measure, referred to in this document.

GROSS MARGIN

$ 5 7. 9m

▼ $30.9M OR 35%

08

RAKON / ANNUAL REPORT / 2024THE YEAR IN CONTEXT

Chair & CEO report
In challenging and evolving market

dynamics, we continue to drive more

efficiency through the business and

execute on our plan to protect the path

towards sustainable future growth.

The last 12 months have been the most challenging

in Rakon’s history from a demand standpoint, as we

experience a cyclical downturn in some of our core markets.

Our telecommunications and positioning customers continue

to work through their inventories, after stockpiling through the

global supply chain disruptions, and, in telecommunications,

mobile network operators continue to defer some planned 5G

capex. Alongside this the Board and Management team have

spent considerable time and resources working on the

acquisition proposal received in December last year.

Despite this, we’re proud to say that our team has

demonstrated remarkable adaptability and agility as we

continue to execute our strategic growth plan and optimise

our business to ensure we are set up for future success.

We have also continued to gain market share and secure

design wins at a consistently high rate, which positions us

well to capture a larger market share as conditions improve.

In May, we announced a

$17 million space contract

to supply our subsystems

for a new Low Earth Orbit

satellite constellation

We are delivering exceptional results in the space segment

and making strong headway with AI computing hardware

as an emerging core market. The investments we’re making

will keep this momentum going. In May, we announced a

$17 million space contract to supply our subsystems for a

new Low Earth Orbit (LEO) satellite constellation. This was

followed by a second subsystems contract win in June

to supply our products for another new LEO satellite

constellation. These wins have helped to establish Rakon

as a top global supplier for our space subsystems products –

further tangible proof that our strategic plan and investments

are delivering results.

We continue to have confidence in the fundamental growth

drivers across all our core and emerging core markets. Rakon

has a diversified and growing range of cutting-edge products,

industry-leading innovation and customer service, a clear plan

for growth and efficiency initiatives already in place to drive

future profitability improvements.

LORRAINE WITTEN / CHAIR

SINAN ALTUG / CEO

09

RAKON / ANNUAL REPORT / 2024THE YEAR IN CONTEXT

CHAIR & CEO REPORT / CONTINUED
FY24 FINANCIAL RESULT

Looking back at the 12 months ended 31 March 2024 (FY24),

revenue was $128.0 million, compared with $180.3 million

for the year ended 31 March 2023 (FY23). Excluding the

completion of one-off chip shortage contracts in the prior

year, revenue was down $36 million. While we continue

to gain market share we have seen orders received in both

our telecommunications and positioning segments fall as

customers take longer than anticipated to work through

their stockpiled inventory.

The space and defence segment, buoyed by recent space

contract wins, was a standout success with revenue

increasing by 27% to $36.8 million.

Gross profit was lower at $57.9 million and margin

percentage was 45% (FY23: 49%), impacted by one-off

redundancy and restructuring costs and manufacturing

inefficiencies that occur with lower volumes of production.

Total Operating Expenses were $59.5 million. Excluding

the costs related to the acquisition proposal and retention

incentives, of $2.2 million, operating expenses fell by

$1.5 million to $57.3 million. The success we are having

with our cost-cutting and efficiency initiatives have more

than offset inflationary pressures and the continued

investment in the growth strategy.

Underlying EBITDA was $13.5 million (FY23: $42.2 million)

and Net Profit after tax was $4.5 million (FY23: $23.2 million).

Capital expenditure of $17.0 million was spent on strategic

investments as Rakon continues to deliver on its growth plan.

Included in this was a key ongoing project to accelerate the

transfer of high-priority space and telco products from France

and New Zealand into the new Indian facility.

BALANCE SHEET AND DIVIDEND UPDATE

Rakon’s balance sheet remains robust, with net assets of

$159.3 million. The company had $17.8 million in net cash

at balance date, $3.9 million lower than a year ago reflecting

ongoing capital expenditures investments along with incurring

costs associated with the acquisition proposal. Operating

Cash Flow was a positive $16.8 million this year, up 51% over

last year driven by our focus on working capital management

including a $7.7 million reduction in total inventory balances.

In April 2024, Rakon entered into a 2-3 year debt facility with

global banking and financial services group, HSBC, replacing

a previous facility with an Australian bank at a similar cost

structure. With this, Rakon’s working capital facility has

increased to NZ$24 million, plus an additional US$14 million

facility for capital expenditure. The refinancing gives us

additional flexibility to support organic growth globally,

and future M&A activity, over the coming years.

Rakon continues to manage the balance sheet to support the

company’s long-term sustainability. Given the FY24 financial

performance and the unanticipated cost of the acquisition

proposal, the Board has not declared a dividend in relation

to FY24. While the Board continues to have confidence

in the company’s future, as outlined in its dividend policy,

it must also take into account the company’s operational

cash requirements, debt levels, interest rates, and market

conditions. This decision was not taken lightly and a return

to dividends will be considered at the next annual results.

SIGNIFICANT PROGRESS AGAINST OUR

GROWTH STRATEGY

The opportunities before Rakon remain real, growing and

significant. The 3-year strategic growth plan is essential to

ensure our market leadership position is retained and we are

positioned to capture these opportunities. The growth plan

was developed to deliver improved revenue and margins and,

importantly, diversify revenue to provide increased protection

through the cycles.

During the year we launched our next generation Niku™

semiconductor chip and MercuryX™ product range for AI

and cloud data centres. This growing AI computing hardware

product portfolio is already contributing to revenue and is

projected to provide additional design wins, collaborations,

10

RAKON / ANNUAL REPORT / 2024THE YEAR IN CONTEXT

CHAIR & CEO REPORT / CONTINUED
and revenue growth within the next 12 months. In May 2024,

we signed our largest space contract with a global leader in

communications satellites (see page 28). Rakon will supply

its Master Reference Oscillator subsystems for a new satellite

constellation, with deployment starting in FY26 and running

for an initial period of 3 years, with the potential for a

substantial extension thereafter. The contract will provide

over $3 million of revenue in FY25. We also secured another

subsystems contract win in June, to supply our products

for a second LEO satellite constellation. These wins are

a significant development for Rakon’s space business and

tangible confirmation that our strategy and investments

to become a key supplier in this rapidly growing ecosystem

are delivering results. We will continue to target strategic

high-level contracts in this sector and are confident that

our latest products and technology have put the company

in a strong position to deliver future wins.

We are progressing well with transferring select product

lines from France and New Zealand to the new Indian facility

and this is a key area of focus for the current financial year.

This will bring some margin improvement later in the current

financial year by increasing manufacturing cost efficiencies

and is expected to bring greater benefit as the transfer

program continues.

DRIVING EFFICIENCY ACROSS THE BUSINESS

As we navigate today’s market dynamics and high inflation

environment, your Board and Management have not shied

away from the hard decisions. We have adjusted operations

and reduced costs, while protecting our future path to growth

and ensuring we maintain market leadership. Actions taken

have included:

• the optimisation of manufacturing cost structures, including

an accelerated schedule for Indian facility production of

high-priority product lines from New Zealand and France;

• a continued focus on optimising inventory that led to

a $7.7 million overall decline year-on-year and will

continue to drive reductions;

• an ongoing process to streamline operations globally,

ensuring all key expenditures across the board contribute

to Rakon’s growth strategy; and

• a 13% reduction in our global workforce over the last year,

in line with current production levels.

We will continue to target

strategic high-level contracts

in [the space] sector and

are confident that our latest

products and technology

have put the company

in a strong position to

deliver future wins.

11

RAKON / ANNUAL REPORT / 2024THE YEAR IN CONTEXT

CHAIR & CEO REPORT / CONTINUED
NON-BINDING INDICATIVE OFFER

On 18 December 2023, Rakon announced it was undertaking

a process to consider an unsolicited, non-binding, indicative

proposal (the Proposal). Rakon advises that, following a period

of due diligence, the Proposal will not be progressed further

and the process is at an end. Rakon refers shareholders to its

market announcement dated 19 June 2024 on this matter.

OUTLOOK

As we head into the first half of FY25, there is no doubt it

will continue to be challenging in both the telecommunications

and positioning segments, with uncertainty as to when the

mobile operators will recommence deferred investment in

5G networks.

With a strong order book for FY25, the space and defence

segment is expected to continue along its current growth

trajectory. This includes the new contract signed in May

which will deliver a $3 million revenue benefit in the

current year. Rakon will continue to focus on efficiency

initiatives driving further cost savings and improving

future resilience and competitiveness.

Rakon continues to have confidence in the fundamental

growth drivers supporting its core markets, and our Tier 1

customers are currently anticipating better markets towards

the end of FY25. With an established and strong presence

in the space segment, the recent contract wins, and several

new product launches, the company is in a strong position

to secure further contract wins.

We have a solid foundation of products, innovation

and customer service, a clear plan to grow, and efficiency

initiatives underway to improve profitability. The

opportunities across the ongoing evolution of 5G, cloud

and edge computing, AI hardware, autonomous machines

and vehicles, and the entire space ecosystem remain

significant and growing.

Your Board and Management take our commitment to drive

long-term shareholder value very seriously. With confidence

in our future we will continue to optimise the business and

invest in our plan for future sustainable growth.

LORRAINE WITTEN / CHAIR

SINAN ALTUG / CEO

LEADERSHIP AND GOVERNANCE

We were delighted to welcome Drew Davies as our

Chief Financial Officer in October last year. Drew’s extensive

experience and proven track record aligned perfectly with

our strategic direction. His financial acumen and strategic

leadership have been and continue to be invaluable as we

drive forward our growth strategy.

In July last year, Yin Tang Tseng (Tony) retired from the

Board. The Board would like to take this opportunity to

thank Tony for his contribution since 2017 when Siward

became a substantial shareholder and entered into a

technology partnership with Rakon. As we farewelled Tony,

we welcomed Jung Meng Tseng (JM) to the Rakon Board.

As the President of Siward Crystal Technology Company,

JM brings extensive technical, industry and business

knowledge and experience to the Board. In March this

year, Steve Tucker also stepped down reflecting workload

commitments. We thank Steve for the valuable innovative

exporting knowledge and insights he has brought to the

company, which has been of benefit as we continued

to expand and grow our global markets. The Board

now comprises of six directors, four of whom are

independent directors.

12

RAKON / ANNUAL REPORT / 2024THE YEAR IN CONTEXT

LONG-TERM
GROWTH PLAN

13

RAKON / ANNUAL REPORT / 2024LONG-TERM GROWTH PLAN

A clear growth strategy to build long-term value
FOUR PATHS

TO GROWTH

Rakon’s growth strategy is

based around an evolving

set of objectives which

focus on: growing our core

business, maintaining our

product and technology

leadership, expanding into

new markets, and being a

world-class manufacturer.

Each path has key areas

where we are focusing

our efforts to drive growth.

This may be through

organic growth initiatives

or strategic acquisitions

which accelerate growth

through access to markets

or technologies. As we

invest in growth, our

investments will align

with these areas.

GROW

OUR CORE

BUSINESS

MAINTAIN PRODUCT

AND TECHNOLOGY

LEADERSHIP

EXPAND INTO

NEW MARKETS

DELIVER

WORLD CLASS

MANUFACTURING

STRATEGIC ACQUISITIONS SUPPORTING GROWTH STRATEGY

Telco market leadership

– products using

proprietary technologies

Space and defence –

market access in North

America

Precision industry

Positioning applications

New technology design-in

Rakon semiconductor

chips – accelerate

time-to-market

XMEMS

®

– deliver next

generation products and

performance

Space and defence – move

up value chain into

equipment and subsystems

NewSpace

Cloud computing

Autonomous vehicles

AI hardware

Targeting key customer

partnership in new markets

Global Manufacturing

Roadmap

Manufacturing capacity

and capability expansion

Advanced supply chain

management

XMEMS

®

nanotechnology

volume manufacturing

14

RAKON / ANNUAL REPORT / 2024LONG-TERM GROWTH PLAN

How we create long-term value
Growth of

our people

Advancement

of technology

Life-changing

applications and

scientific discovery

Increased

shareholder value

Improved

delivery

OUR OUTPUTS

Our 850+

global team

Global manufacturing

platform & supply

Intellectual capital,

R&D investment and

trusted brand

Financial resources

and capability

Partnerships and

relationships

OUR INPUTS

Our strategic pillars:

customer partnerships;

technology innovation;

core markets, and flexible,

scalable operations –

are our key drivers of

value and underpin

our planning, activities

and how we measure

performance. They are

critical to the creation

of long-term value, while

providing the flexibility

to explore emerging

opportunities and thrive.

A VALUES-DRIVEN CULTURE

Our values-driven, innovation-focused culture provides the foundation – shaping how we capture opportunities,

manage risk, look after each other, and deliver on our ESG objectives and sustainability goals.

Enduring

relationships

and

development

of market

opportunities

Creating

first-mover

advantage and

next-generation

solutions

Enabling

efficient

delivery and

supporting

long product

life cycles

Building

leadership in

high growth,

high tech

markets

C

O

R

E


M

A

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15

RAKON / ANNUAL REPORT / 2024LONG-TERM GROWTH PLAN

Growth strategy: 3 year roadmap
Investors will be familiar

with our growth roadmap

as we enter into year three.

Our strategy is focused

and resilient, designed to

build long-term value in

high-growth markets.

We aim to grow market

share, improve margins,

and diversify our revenue

base to reduce reliance

on the highly cyclical

telecommunications sector.

Despite market volatility,

our teams have delivered

on our roadmap. We have

met most of our targets for

FY24, and some initiatives

have been strategically

reprioritised and shifted

to FY25.

NEW

MANUFACTURING

FACILITY IN INDIA

Transfer of select

Space subsystems

Transfer of select

NZ products

Transfer of select

NewSpace products

Launch of enhanced MercuryX


Chip based product revenue

growing to over 60%

Volume production of XMEMS

®

XMEMS

®

products qualified into

key 5G platforms

Chip based product

revenue growing

Release of Vulcan



next generation chip

Leadership in

targeted market

segments

Expansion into

other product

categories

Become a top 3

player in

subsystems

Delivery of orders

Recognised player in the

NewSpace ecosystem

Significant orders secured

FY2025FY2024

RAKON DESIGNED

SEMICONDUCTOR

CHIPS

XMEMS

®


NANOTECHNOLOGY

MANUFACTURING

NEWSPACE

BUSINESS

Construction completed

Fitout / capacity expansion

Existing manufacturing

transfer

Substantial increase in R&D

and chip design capability

Release of Niku


next

generation chip

Continued investment in

XMEMS

®

capability

Release of initial XMEMS

®


based products

R&D and supply chain

investment

Strategic relationships

established

FY2023

16

RAKON / ANNUAL REPORT / 2024LONG-TERM GROWTH PLAN

CORE MARKET
OVERVIEW

17

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

FY24 REVENUE
$37m

▲ UP 27%

GROSS MARGIN

65%

Space and defence

Core markets mixed;

strong progress in space

FY24 has been challenging from a demand standpoint in

some of our core markets. However, our space and defence

segment has continued to grow, reaching its highest-ever

revenue level, and is set to maintain this trajectory buoyed

by recent space contract wins. In our other core markets,

we have faced the same cyclical slowdown as our peers,

especially in telecommunications as mobile network

operators deferred planned 5G infrastructure capital

expenditures. Despite this, we’ve continued to gain market

share and maintained a high design win rate across all

markets. We believe this is a clear precursor that the

company is poised to capture a larger market share as

conditions improve.

18

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

CORE MARKETS MIXED; STRONG PROGRESS IN SPACE / CONTINUED
FY24 REVENUE

$67m

▼ DOWN 34%

Telecommunications

FY24 REVENUE

$14m

▼ DOWN 59%

Positioning

GROSS MARGIN

34%

GROSS MARGIN

44%

19

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

Space and defence
A strategic push to diversify our

products and move up the value

chain in the global space industry,

including the development of

groundbreaking subsystem

products, has opened up new

opportunities and led to recent

contract wins to supply our

products for Low Earth Orbit

satellite constellations.

20

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

SPACE AND DEFENCE / CONTINUED
In FY24 our space and defence segment continued to grow,

reaching its highest-ever revenue level up 27% to $36.8m,

and is set to maintain this trajectory buoyed by recent

space contract wins. Gross margin grew by 22% to $24m –

a continued reflection of the bespoke, high value and

performance requirements for this market.

In May 2024, we announced Rakon’s largest space contract

win, to supply our groundbreaking subsystems for a new

Low Earth Orbit (LEO) satellite constellation (see page 28).

The contract is worth up to $17m over the next 3 years,

representing over $3m of revenue in FY25, with the

potential for a substantial extension thereafter.

As further validation of our growth strategy for the space

sector, we secured a second subsystems contract win in June

2023 to supply another new LEO satellite constellation. These

wins are a direct result of Rakon’s strategic push to expand

and diversify our product range, and move up the value chain,

in the fast growing LEO satellite constellation and commercial

space (NewSpace) market. It is further validation that Rakon’s

growth strategy for the rapidly expanding space ecosystem is

delivering results and that our confidence for securing future

high level contracts in this sector is well placed.

Rakon has a strong order book for FY25 and beyond,

reflecting robust demand for our space products, and

we expect continued growth as we focus on diversifying

our product offering and increasing market share. In the

defence market, we are seeing continued strong demand

in communication applications.

The recent space contract wins put Rakon ahead of schedule

in achieving our three-year growth strategy milestone of

becoming a top-3 supplier for our space subsystem products.

We are also on track to double our serviceable addressable

market for the global space industry, in the next 5 years,

largely driven by demand for our subsystem products.

We continue to grow our partnerships in the ‘traditional’

space segment as well, and were incredibly proud to have

several of our cutting-edge products onboard the Indian

Space Research Organisation’s (ISRO) Chandrayaan-3

spacecraft which completed the first successful landing

on the Moon’s South Pole in August 2023 (see page 29).

FY24FY23FY22FY21FY20

Gross MarginGross Margin %

$19m

69%69%

68%68%

65%

$20m

$17m

$20m

$24m

FY24FY23FY22FY21FY20

$28m

$30m

$24m

$37m

$29m

REVENUE

GROSS MARGIN

21

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

Telecommunications
We continue to deliver consistent

market share gains and a high

design win rate for this segment.

However, FY24 sales were down

due to stockpiled inventory with

our largest customers – as the

rate of 5G network upgrades

globally has fallen versus prior

periods. Included in this segment

is our AI computing hardware

product revenue, which we

believe will grow significantly

to become a standalone core

market.

22

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

TELECOMMUNICATIONS / CONTINUED
FY24FY23FY22FY21FY20

$65m

$77m

$86m

$67m

$101m

REVENUE

FY24FY23FY22FY21FY20

Gross MarginGross Margin %

$26m

40%

44%

40%

43%

34%

$31m

$38m

$43m

$23m

GROSS MARGIN

Telecommunications revenue declined 34% to $66.9m,

primarily due to delayed 5G infrastructure investments by

global mobile network operators. Gross margins fell from

42% to 34%, reflecting several factors, including restructuring

and redundancy charges incurred during the year, the

production ramp up costs at our new Indian facility during

2023, as well as the lower overall production volumes

globally leading to inefficiencies in cost allocation from

our manufacturing operations.

As discussed previously, we continue to gain market share

and our rate of design wins remains consistently high,

however, we have faced a cyclical slowdown as mobile

network operators deferred planned capital expenditures.

This has led to lower orders and longer inventory cycles

in this market segment.

Our product leadership ensures high rates of inclusion

in network equipment as well as third party reference

designs. We believe this is a clear precursor that Rakon

is poised to capture a larger market share as conditions

improve. We continue to experience key design wins with

our new XMEMS

®

manufactured products being qualified

into next generation 5G and 6G equipment, as well as strong

uptake for our latest next-generation product ranges – Niku



and MercuryX


.

Currently included in the telecommunications segment is an

emerging core market for Rakon: AI computing hardware.

Our technology and products are ideally suited for this

emerging market and are already generating revenue.

We are working with leading players in AI hardware to

enable the next-generation platforms for new ‘AI Factory’

data centres, and expect this business to grow significantly

over next 5 years to become a key core market for us

(see page 26).

Looking ahead, following to the outlook of our large

Tier 1 telecom infrastructure customers, we expect the

telecommunications market to remain somewhat muted

at least in the first half of FY25. However, we anticipate

potential stabilisation on a year-on-year basis during the

second half of the 2025 fiscal year.

We expect our gross margin levels to return back to their

normal levels as we regain operating leverage with increase

in demand, the start of volume production in India, and

additional efficiency initiatives.

23

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

Positioning
Our market share in positioning

remains steady, but the segment

continues to be affected by

customers’ stockpiled inventories,

resulting in lower sales. We are

securing a consistently high rate

of design wins, especially in the

precision positioning segment,

where we anticipate we will

capture a larger market share as 

conditions improve.

24

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

POSITIONING / CONTINUED
Positioning market revenue declined 59% to $13.9m in FY24.

Segment revenue is down $20m from the prior year, and is

primarily lower due to customers drawing down stockpiled

inventories, resulting in lower sales, with our market share

remaining steady. It should be noted that when the one-off

TCXO shortage revenues in FY23 are excluded, our

positioning segment revenues are down $10m or 41%

from the prior year.

Our gross margin in the positioning market of $6.2m is down

by $12m annually, but when the margins associated with

the TCXO shortage sales in the prior year are excluded, the

segment gross margin is down $7m annually. The gross

margin percentage of 44% is down annually, primarily

due to the lower order volumes and inefficiencies in cost

allocation from manufacturing operations.

Similar to the telecommunications segment, the positioning

sector is showing a temporary slowdown of orders as

customers continue to readjust inventory levels. We are

also facing increased competition and price erosion,

particularly in the consumer positioning segment,

but overall volumes have remained steady.

Our positioning products meet the most accurate positioning

requirements in key industries, such as aircraft and marine

navigation, automotive, autonomous agriculture and mining,

and we have maintained a strong position in the high-end

precise positioning segment. Looking ahead, this will continue

to be a key market for us with several new applications

enabled by increasingly precise positioning.

The short-term outlook in the positioning segment remains

suppressed but is expected to stabilise in the second half

of the fiscal year. Our latest suite of products has extended

our technological leadership for the positioning segment

and resulted in increased opportunities to develop and

capture additional market share as conditions improve.

FY24FY23FY22FY21FY20

Gross MarginGross Margin %

$7m

36%

58%

48%

53%

44%

$7m

$16m

$18m

$6m

FY24FY23FY22FY21FY20

$19m

$14m

$28m

$14m

$34m

REVENUE

GROSS MARGIN

25

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

Emerging core market: AI
Rakon is making significant strides

in the emerging core market of AI

computing hardware, a segment we

anticipate could potentially rival our

current telecommunications market

revenues over the next 5 years.

Our technology and products are uniquely positioned to

tackle the timing and synchronisation challenges that data

centres face with AI workloads (see next page for details).

Our innovative solutions enhance performance, data

integrity

1

 and security

2

. They also improve power

efficiency, addressing a major concern for data centres

and the leading AI players.

Over the past 12 months we have continued to work with

the leading players in the AI hardware ecosystem to enable

next-generation platforms and data centres, including AI

Factories. These collaborations are critical for ensuring our

solutions are integrated into cutting-edge AI infrastructure.

At the core of our AI computing hardware solutions are our

next-generation semiconductor chips, MercuryX


and Niku


,

which are the platforms for our new AI computing hardware

product lines.

The launch of these products has been met with high

customer demand and we are seeing substantially high

conversion rates on samples provided to world leading

AI infrastructure companies. These products are already

generating revenue, and we expect this to increase

significantly over the next five years.

1 Data Integrity: synchronisation across distributed systems allows

consistent timestamps to be maintained and ensures that events and

data updates occur in the correct temporal order, mitigating conflicts

and discrepancies.

2 Data security: accurate and reliable timekeeping helps manage cache

expiration and invalidation, prevents stale data from being served,

ensures that certificates (e.g. SSL/TLS) are valid during their intended

lifespan, and help to detect anomalies and security breaches by

correlating timestamped log entries.

26

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

Synchronising AI
Rakon’s technology and products

are ideally suited for overcoming the

synchronisation challenges that data

centres face with AI workloads. But

what does that actually mean?

At a basic level, it’s about data. Lots of data. Specifically the

massive workloads created by generative AI.

To handle these workloads, data centres need to operate

with greater speed and efficiency. One of the best ways to

achieve this is through parallel and distributed processing:

• ‘Parallel processing’ is like splitting up a complex task

into multiple parts that are worked on simultaneously

by different people (in AI workloads, replace “task” with

computations and “people” with processors like GPUs).

• ‘Distributed processing’ spreads the task (data and

computations) across multiple locations (servers).

Each server handles only part of the overall workload,

and communicates with servers working on the other

parts to complete the task collaboratively.

For AI workloads, parallel and distributed processing

speeds up tasks like training machine learning models,

and improves overall efficiency and scalability through

distributing data, training, and inference tasks across

different servers or clusters.

To have effective parallel and distributed processing

you need incredibly precise and reliable timing – placing

more stringent requirements on oscillator hardware

when compared to non-AI applications. Delivering on

these requirements is an area where Rakon’s industry-

leading technology and products excel.

Our AI computing hardware solutions help unlock the major

performance gains demanded by AI workloads, including

high bandwidth availability (allowing large data volumes)

and ultra-low latency (reducing response times down

to nanoseconds).

That’s why we’ve been selected to work with leading

players in the AI hardware ecosystem, collaborating on

the next-generation platforms and data centres for this

revolutionary technology.

27

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

Subsystem success in space
The latest contracts awarded to Rakon

to supply our groundbreaking Master

Reference Oscillators (MROs) for two

new Low Earth Orbit (LEO) satellite

constellations reinforce our position as

a top subsystem supplier in the global

space industry.

These contracts include Rakon’s largest space contract,

which was awarded by MDA Space, a leading player for

communications satellites, Earth and space observation,

and space exploration and infrastructure. We are pleased

to continue and deepen our long-standing partnership with

MDA Space, who are a well respected industry leader and

a trusted partner to the global space ecosystem. The LEO

satellite constellation to be supplied by this contract is Telesat

Lightspeed, an innovative new global network that will bring

enterprise-class connectivity to customers worldwide.

Following this contract win, Rakon picked up as second

subsystem contract in June 2024 to supply another new

LEO constellation. These wins are validation that Rakon’s

growth strategy for the rapidly expanding space ecosystem

is delivering results and that our confidence for securing

future high level contracts in this sector is well placed.

Rakon’s MRO subsystems provide highly accurate and

stable frequency references, and precision timing that

enable satellite communications and synchronisation.

Our ultra-stable oscillator technology also delivers

industry-leading reliability and timing holdover (ability

to maintain uninterrupted frequency stability and time,

during periods when a GPS signal may be unavailable).

Our growing range of products has increased Rakon’s

addressable market within the global space industry to

$250m, and we are now a top-3 global supplier for our

space subsystems. We are on track to double our share

of serviceable addressable market in the next 5 years,

largely driven by demand for subsystem products.

We also recently released several new products for

our space product range, including new GNSS (Global

Navigation Satellite System) receivers, MROs, and

ultra-stable oscillators.

Rakon is also preparing to launch a new range of

semiconductor chips for space oscillators. These chips

are the first of their kind in the space industry. More

information will be provided soon.

A rendering of a Telesat Lightspeed satellite based on MDA’s new

software-defined platform. Credit: Telesat

28

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

For over 40 years Rakon has worked
alongside leading agencies, including

NASA, European Space Agency (ESA)

and Indian Space Research Organisation

(ISRO), to develop ground-breaking

products for over 50 space programmes,

including NASA’s Mars Perseverance rover.

Our products are currently onboard ESA’s Jupiter Icy

Moons Explorer mission (JUICE) which will make detailed

observations of Jupiter and three of its moons – looking for

signs of life.

In June 2023 we helped ISRO make history, with several

of our products onboard Chandrayaan-3’s lunar lander and

rover as part of the first successful landing on the Moon’s

South Pole – exploring an area thought to be rich with

water ice that could be an essential resource for future

moon missions.

And in September 2023 our products took off again with

ISRO, onboard the Aditya-L1 mission to study the Sun.

It’s a privilege to be part of these missions of uncharted

discovery and we are proud to continue our collaborations

with these leading agencies.

Four decades of space exploration

Chandrayaan-3 launch. Credit: ISRO

29

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

Framework for efficiency and innovation
“ICC” – INNOVATE, CAPTURE, CAPITALISE

In FY24 we stepped up our ‘Innovate, Capture, Capitalise’

(ICC) initiative, refining a five-year plan that aims to deliver

on key goals to support Rakon’s growth strategy:

• Innovate; enabling new product and technology

development – including through flexible processes

and increased capacity availability

• Capture; delivering fast turnaround times on

customer samples, and small-scale production

capability to capture market share earlier

• Capitalise; using Rakon’s global manufacturing

capabilities to enable high-volume, low-cost

manufacturing where practical.

The five-year ICC plan is a strategic program of work

across our global operations, starting with an accelerated

plan for enabling capability and volume manufacturing of

key products, transferred from our New Zealand and

France locations, at our Indian facility.

STRATEGIC INVESTMENTS IN INDIA

Rakon’s world-class manufacturing facility in Bengaluru, India,

inaugurated in June 2023, is well on its way to delivering

on long-term competitive advantages and significant cost

reductions. The accelerated transfer of existing manufacturing

production lines for both our telecommunications and space

and defence market segments will result in improved gross

margins when the Indian facility production volume of these

transferred products ramps up in Q4 FY25.

Our manufacturing presence in India also continues to open

doors for Rakon, aligning with the Indian Government’s ‘Make

in India’ initiative. We are continuing to work with the Indian

Government on applications through various programmes

to access benefits, in the form of Government reimbursement

of a significant percentage of capex investment, for setting up

product lines in India.

As we carry-out these product transfers, and capture

additional value through our Indian operations, our UK,

New Zealand, and France business units will continue to

play a crucial role in innovation (R&D) and manufacturing.

Our new facility in Bengaluru, India, inaugurated June 2023

30

RAKON / ANNUAL REPORT / 2024CORE MARKET OVERVIEW

SUSTAINABILITY
AND ESG

31

RAKON / ANNUAL REPORT / 2024

CULTURE AND VALUES
Rakon’s culture of innovation not only drives our next

generation technology, it also connects our people to

the same mission, and to a work environment that

allows them to feel comfortable being themselves while

making meaningful contributions to our goals. We

attract high calibre talent, invest in their development

and create a safe and inclusive environment, focused

on empowering our people to do their best work while

supporting them to look after their well-being.

The collective passion among our team for contributing

towards next generation innovation and solutions leads

to collaboration, a commitment to customer and

continued team success. The strong engagement

of Rakon’s team members is reflected in our internal

surveys where employees name product, quality,

technology, and culture as the key things they rate

most highly about Rakon.

PASSION

We’re driven by our energy and

excitement to create solutions

and new possibilities.

RESPECT

We treat others as we expect

to be treated; we listen, value

diverse perspectives and take

nothing for granted.

COURAGE

We’re proactive

and challenge the status quo

with a ‘can do’ approach.

PERSEVERANCE

We’ve the determination to have

another go and achieve the best

outcome as a team.

INTEGRITY

We’re honest, transparent and

strive to do the right thing

by each other and the planet.

OUR VALUES

Our People

People are at the heart of

everything we do.

Whether it’s life-changing applications for our

products or maintaining close ties with customers

and a long-term approach to relationships within

our markets, Rakon’s culture is built around putting

people first, and central to that is our global team.

We attract high calibre talent, invest in their

development and create a safe and inclusive

environment, focused on empowering our people

to do their best work while supporting them to

look after their well-being.

74%

OF RAKON TEAM

MEMBERS ARE

“ENGAGED”

88%

FEEL THEY CAN BE

THEIR AUTHENTIC

SELF AT WORK

(based on results from Q4 2023 internal survey)

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RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

OUR PEOPLE / CONTINUED
DIVERSITY & INCLUSION

Rakon is a global organisation, with a workforce

located across 10 countries and representing over

45 different nationalities.

We’re proud of the wide range of skills, backgrounds,

ethnicities and experiences in our global team. They reflect

the diversity of our customers and the communities in

which we operate.

We recognise the importance of diversity and inclusion

at the strategic and day-to-day levels in achieving our

business objectives, fulfilling customer needs, and creating

a high-performing, enjoyable and values-driven culture.

Our diversity policy outlines our commitment to a diverse and

inclusive working environment globally. The unique strengths

and characteristics of our team members are recognised, and

we strive to provide an environment across all of our sites,

where everyone can feel comfortable bringing their authentic

selves into the workplace.

Our global talent acquisition and management programmes,

along with our succession management processes, guide our

efforts to attract, develop and retain high calibre candidates

and employees who are aligned to our culture and values.

Diversity by gender

HEALTH, SAFETY AND WELL-BEING

Rakon is committed to the health, safety and wellness of

our team. Across our global locations we have established

practices to promote a safe and healthy working environment,

compliant with local health and safety legislation. We have

ongoing education and training, as well as the implementation

of initiatives for continuous improvement.

Over FY24, five Lost Time Incidents (LTIs) were recorded

(compared to two in FY23) and 32 incidents were recorded

(compared to 31 in FY23).

These numbers reflect the consistent positive impact of our

ongoing education and training efforts, including improved

reporting procedures for Rakon India and Rakon France, as

part of our initiatives for continuous improvement.

New Zealand

■ Female44%

■ Male56%

Global

■ Female29%

■ Male71%

2024 Rakon India annual sports day

33

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

OUR PEOPLE / CONTINUED
EMPLOYEE WELL-BEING

Supporting and looking after the well-being and mental

health of our employees is at the core of Rakon’s culture.

We regularly review and implement new initiatives designed

to promote and improve workplace wellness, so that our

people can monitor and maintain personal well-being, and be

at their best within the workplace and in their personal lives.

These initiatives include:

• Flexible working, including a move globally to hybrid

working where employees can perform some of their roles

from home. At our manufacturing operations, employees

are able to request shift adjustments to accommodate

personal circumstances

• Access for employees to Rakon’s outsourced Employee

Assistance Programme (EAP) or similar counselling

services

• Mental Health ‘First Aid’ training for people leaders

• Online seminars on well-being, stress management,

boosting mental health and personal wellness available

for all employees

• Regular check-ins from managers to their team members

and anonymised employee surveys focused on feedback

around how they are and what else we could be doing

to better support our teams and people.

ATTRACTING AND RETAINING TALENT

A technology pioneer for more than 50 years, Rakon has

always recognised the importance of developing talent

and promoting from within. We strive to provide meaningful

career opportunities for our team members – across all levels

and areas of the business, and particularly in the highly

competitive skills environment.

Length of tenure – global

LEARNING & DEVELOPMENT

Raising up and developing leaders at all levels is a continuous

focus. We provide development opportunities for our people

leaders through a number of different programmes delivered

around the globe. We also offer professional development

across our business and continue to grow the opportunities

available. Through our graduate programme, we offer support

to team members where appropriate to continue their

educational qualifications.

Our yearly graduate programme is run globally and allows

our new graduates to sample different parts of the business,

eventually settling in an area most suited to their capabilities

and interests. Across the global business we partner with

multiple technical institutes to ensure we have a varied range

of skills, backgrounds and experiences joining our team.

235

HAVE BEEN PART OF OUR

GLOBAL TEAM FOR 10+ YEARS

Years at Rakon

■ 5 and under55%

■ 6-1016%

■ 11-2015%

■ 21-3011%

■ 31+3%

TEAM

MEMBERS

34

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

Board and
Management

profiles

35

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

Our Board
Lorraine Witten

CHAIR AND INDEPENDENT DIRECTOR

BMS (Hons); CFInstD; FCA

Appointed 2017

Lorraine is a professional director with extensive experience

in technology and Information Communications Technology

(ICT) sectors, as well as strategy and entrepreneurship.

She is a director of NZX & ASX listed Mercury and Move

Logistics, and New Zealand private company vWork.

She is a Chartered Fellow of the New Zealand Institute of

Directors and a Fellow of Chartered Accountants Australia

and New Zealand (CAANZ).

Keith Watson

INDEPENDENT DIRECTOR

NZCE (Telecom); CMI

Appointed 2018

Keith is a professional director with substantial governance

and leadership experience in technology and engineering

companies across Asia Pacific, the Americas, Central Europe,

UK, Australia and New Zealand.

He is currently Chair of Counties Energy, ECL Group and

the New Zealand Institute of Economic Research (NZIER)

and a director of Acumen and Wine Works.

He is a Chartered Member of the Institute of Directors

in New Zealand.

Sinead Horgan

INDEPENDENT DIRECTOR

BComm; MAcc; CMInstD; FCA

Appointed 2022

Sinead is a professional director with significant experience

in finance, strategy development, risk management and

M&A across Europe, the Americas, Asia, Australia, and

New Zealand.

She is a director and Chair of the Audit and Risk Committees

of FMG (Farmers Mutual Group) and EcoCentral. She is also

a director or trustee of a number of other private companies

and not-for-profit organisations.

She is a Chartered Member of the New Zealand Institute

of Directors and a Fellow of the Institute of Chartered

Accountants Ireland.

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RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

OUR BOARD / CONTINUED
Brent Robinson

EXECUTIVE DIRECTOR

Hon FIPENZ

Appointed 1991

Brent’s 44 years at Rakon includes establishing global

operations and markets and almost 36 years as

Managing Director/CEO.

Brent is an Honorary Fellow of the Institute of Professional

Engineers New Zealand and was awarded the New Zealand

Hi-Tech Trust – Flying Kiwi Award in 2011.

Brent is also a director of Quantifi Photonics Limited.

Jung Meng (JM) Tseng

DIRECTOR

Appointed to the Board on 13 July 2023 and

elected at the 2023 annual meeting.

Jung Meng (JM) is the president of Siward Crystal Technology

Co. Limited (Siward), a substantial shareholder (12.19%) in

Rakon. An experienced business leader with over 45 years

in the frequency control product industry, JM has helped

grow Siward to become a global leader with revenue of

US$100+ million.

JM is a director of Securitag Assembly Group Limited,

Apex Optech Co., Limited and Siward subsidiaries.

He holds an EMBA from Feng Chia University in Taiwan.

Keith Oliver

INDEPENDENT DIRECTOR

BE (Hons)

Appointed 2017

Keith is a professional director and business advisor with

an extensive management, governance and investment

background in NZ technology companies operating in

international markets in Asia, Europe and the Americas.

He is currently the Executive Chair of Blackhawk Tracking

Systems, a director and business advisor with Alto Capital and

a director of AoFrio (formerly Wellington Drive Technologies)

and private company vWork.

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RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

Rakon management team
Dr Sinan Altug

CHIEF EXECUTIVE OFFICER

Drew Davies

CHIEF FINANCIAL OFFICER

Brent Robinson

CHIEF TECHNOLOGY OFFICER

Maureen Shaddick

GENERAL COUNSEL AND

COMPANY SECRETARY

38

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

Our management team are core to

Rakon’s success and for leading our

people to capture opportunities and

navigate challenges. It is the vision,

insight and understanding of our

leadership, coupled with their strong

operational oversight, that ensures

continued delivery of our growth

strategy and long-term value creation

for shareholders.

RAKON MANAGEMENT TEAM / CONTINUED
Margo Thomas

GENERAL MANAGER

GLOBAL PEOPLE AND CAPABILITY

Michael McIlroy

ADVANCED TECHNOLOGY

MANAGER – GLOBAL ENGINEERING

Scott Stemper

GLOBAL QUALITY MANAGER

Cliff Hand

GENERAL MANAGER OPERATIONS

Arun Parasnis

MANAGING DIRECTOR, RAKON INDIA

Adam Robinson

GLOBAL SALES MANAGER

Darren Robinson

CHIEF MARKETING OFFICER

39

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

40
RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

Driving sustainability

through our business

Consistent with our belief that

connectivity can play a major role

in the future sustainability of our

planet, our vision for sustainability

is simple – to support people

and the planet through the

connected future. This focus is

increasingly embedded in our

decision-making and behaviour,

and is closely aligned with our

business strategy.

DRIVING SUSTAINABILITY THROUGH OUR BUSINESS / CONTINUED
ENVIRONMENT

• Implementing a sustainability management software

platform to facilitate the collection, calculation, analysis

and reporting of Scope 1, 2 and 3 greenhouse gas

emissions across Rakon’s global operations.

• Preparing our first mandatory climate-related disclosure

as a reporting entity under the External Reporting Board’s

(XRB) Aotearoa New Zealand Climate Standards (NZCS).

• Engaging with global teams to develop their understanding

of climate change and expectations from stakeholders

including regulators, customers and shareholders.

• Exploring vision and opportunities for execution of

sustainability in practice on a large scale at our new

Manufacturing Centre of Excellence in Bengaluru, India.

SOCIAL

• Fostering health and safety and well-being practices and

consistent reporting across global operations for healthy

workforce and safe workplaces.

• Regular employee engagement surveys across

global teams.

• Focus on Rakon’s Supplier Code of Conduct and

procurement terms and conditions to support an ethical

and sustainable supply chain including addressing quality,

environment, climate change, business practices, labour

practices, management systems and governance.

• Continued contribution to local communities through

staff-initiated activities that reflect staff interest

and values.

GOVERNANCE

• Regular engagement with the Board and

Committees reflecting their oversight

responsibilities and strategic focus on ESG

and climate-related matters.

• Recognition of the importance of understanding,

monitoring and addressing Rakon’s climate-

related risks and opportunities.

• Investment in software platform that enables

reliable and repeatable measurement of

emissions and other environmental data. Data

will inform initiatives and support reporting.

FY24 PROGRESS

Over the past year we have continued to work on our

sustainability journey, including developing our capability

for environmental, social and governance (ESG) reporting.

Here we highlight our main achievements for FY24,

with further details provided on pages 44-48 and

in our Climate Statement which will be available on

Rakon’s website on or before 31 July 2024:

rakon.com/investors/reports-presentations-events.

In FY25, we plan to build on our achievements to date and

to pursue further initiatives and activities that address our

material ESG topics related to our products, supply chain,

operations, people and governance. Enablers that are

important to our progress include training and development,

ongoing engagement with our people, assigning roles and

responsibilities across the organisation to support ESG and

climate change initiatives and activities and engagement

with our shareholders, customers and suppliers.

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RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

Our ESG framework supports our sustainability goals. In this
section we share our material ESG issues, how they impact

our business and our priorities for improvement. We also

provide an update of our performance and progress over

FY24. This includes performance in the key environmental

areas of carbon, waste and water.

MATERIALITY ASSESSMENT – WHAT OUR

STAKEHOLDERS THINK

In FY22 we undertook an assessment to identify the most

important ESG aspects for Rakon. This assessment entailed:

• a desktop review of Rakon’s own information and

external information, including current trends, peer

analysis, media reports; and

• stakeholder engagement with institutional and

other investors, potential investors, senior

management and staff.

The output of this work continues to help us to determine

the environmental, social and governance topics we should

prioritise (as set out on the next page). However, we recognise

all ESG related topics are important to sustainability and

how we must govern and manage our global business

and operations.

Our ESG framework

42

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

OUR ESG FRAMEWORK / CONTINUED
OUR PRIORITY AREAS

The table below summarises and defines the

environmental, social and governance topics that

Rakon and its stakeholders believe are most material

to the company. They are wide-reaching and impact

Sustainable products

Sustainable operations

Ethical supply chain

An engaged, healthy, diverse

and capable workforce

Risk management

TopicSub-topics

• Sustainable materials and product design

• Waste and circularity

• Decarbonisation (scope 3)

• Waste and hazardous material management

• Water management

• Decarbonisation (scope 1 and 2)

• Climate adaptation and resiliency

• Responsible sourcing of materials

• Modern slavery

• Responsible selling of products

• Bribery and corruption

• Employee health, safety and well-being

• Employee engagement and growth

• Diversity and inclusion

• Risk management

• Disclosure

• Compliance to legal and regulatory requirements

Definition

Minimising the negative impact of our products and

embracing innovation to positively impact the environment.

Sustainable and efficient use and protection of resources

in the operating processes, particularly manufacturing.

Adapting to the physical impacts of climate change to

maintain a resilient business model.

Ethical sourcing of raw materials, especially in relation

to conflict minerals and labour, particularly in partner

manufacturing plants outside New Zealand where labour

laws differ. Policy of compliance with international trade

laws and practice of due diligence about sales and exports of

products, who is buying and for what. No tolerance for bribes,

facilitation payments or kickbacks in any business activities

including in engagement with public officials.

Cultivating a strong, healthy workplace culture that attracts,

engages and develops high performing teams that embrace

diversity of thought.

Maintaining robust risk management processes supported by

internal controls and assurance.

ENVIRONMENT

SOCIAL

GOVERNANCE

most parts of our operations. From these topics, we identify

the areas where we should focus our efforts to improve

sustainability. As we implement improvement initiatives,

we are concurrently developing our framework to support

the measurement, reporting and assurance of our

performance across these areas.

43

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

We recognise the importance of
protecting the environment and our

Corporate Environmental Policy sets

out our commitment to achieving

environmental best practice.

We are highly conscious of the need to protect the world’s

environment and be efficient in the use of energy and

natural resources. We aim to develop environmentally

friendly products and technologies through our design

and development processes and endeavour to use

appropriate methods to dispose of and treat our wastes

to prevent pollution.

Our Environmental Management System (EMS) is central to

meeting our customers’ expectations, achieving continuous

environmental improvement and maintaining compliance

with applicable laws and regulations relating to the protection

of the environment and the welfare of our employees.

As part of this commitment. Rakon is certified to ISO14001

standard at its sites in Auckland, New Zealand and Bengaluru,

India. This standard sets out the requirements for our EMS.

We have been reporting to CDP (formerly known as the

Carbon Disclosure Project) since 2010. The information

we measure across our global operations includes refrigerant

use and the consumption of carbon dioxide, electricity, fuel

and natural gas. CDP, a global environmental disclosure

system, enables our customers to access information about

our environmental practices, management of risks and

opportunities and improvement initiatives and to support

their assessment of their own carbon footprint.

Over the past year we have made good progress on

improving our processes for measuring and reporting our

environmental performance. We have implemented an energy

efficiency and sustainability management software platform,

which enables input of data from global teams and access

to data and reports for local and corporate-wide business

requirements and initiatives. Our environmental metrics

include measurement of greenhouse gas (GHG) emissions,

electricity usage, waste to landfill and water consumption.

We had expected to set meaningful environmental targets

to support our environmental management goals in FY24,

however we expect to be better positioned in FY25 to

consider whether there are meaningful environmental

targets for some Rakon locations.

Improving our environmental impact

44

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

IMPROVING OUR ENVIRONMENTAL IMPACT / CONTINUED
GREENHOUSE GAS (GHG) EMISSIONS

Rakon’s most relevant climate change metrics relate to

GHG emissions. We currently measure Rakon’s Scope 1

(Direct) and Scope 2 (Indirect Energy) GHG emissions

and are now commencing a project to collect, measure

and disclose Scope 3 (Other Indirect) GHG emissions

for FY25 and onwards.

Currently, Rakon’s principal sources of GHG emissions are

electricity usage to run offices, factories and manufacturing

equipment and processes and the use of carbon dioxide in

parts of our production process.

We have changed the basis of our GHG emissions

measurement from a calendar year basis to a financial

year basis to meet the requirements of the mandatory

climate-related disclosures regime.

Rakon’s Scope 1 (Direct) and Scope 2 (Indirect Energy)

GHG emissions, using the location-based method,¹

across our global operations are set out on the right.

Emissions by Country

The decrease in total Scope 1 & 2 GHG emissions between

calendar year 2022 and FY24 has been driven mainly by

reduced carbon dioxide use in production processes at Rakon

New Zealand, with some offset from increased carbon dioxide

use in production processes at Rakon India (Scope 1). Scope 2

emissions relating to electricity consumption have remained

similar in total between these two periods. There was lower

production output in New Zealand resulting in lower electricity

consumption, offset by higher electricity consumption in India

driven by its higher production output and due to more carbon

intensive electricity provided by the national grid in India than

by New Zealand’s national grid.

0

1,000

2,000

3,000

4,000

5,000

6,000

FY242022

Scope 2 emissions (tCO

2

e)

Scope 1 emissions (tCO

2

e)

Scope 1 & 2 emissions intensity (tCO

2

e per m units produced) 

Scope 1 & 2 emissions intensity (tCO2e per $m of revenue)

  

tCO

2

e

tCO

2

e per Sm / tCO

2

e per m unts

0

20

40

60

80

100

120

140

160

180

200

GHG EMISSIONS

SCOPE 1 & 2 GHG EMISSIONS (tCO

2

E) FY24

■ India85%

■ New Zealand9%

■ France5%

■ UK1%

45

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

IMPROVING OUR ENVIRONMENTAL IMPACT / CONTINUED
The reduction in the use of CO

2

in New Zealand was primarily

achieved as a result of the continuation of a project to switch

from the use of CO

2

to N

2

in the temperature testing ovens

used in the manufacturing process. This project is

well-advanced. We are planning to trial a similar switch at

Rakon India early in FY25 for products that currently require

CO

2

for testing. We expect that the CO

2

to N

2

change process

for Rakon India will be a multi-year, phased approach driven

by customer requirements and the speed of product lifecycle

changes. Lifecycle changes for products which require CO

2


for testing may be impacted by timing of re-qualification

processes with relevant customers.

As the GHG emissions data demonstrates, Rakon’s greatest

source of emissions is at its Rakon India operations and

therefore Rakon India also presents the greatest challenge

and opportunity for emissions reduction.

Rakon India is currently assessing an opportunity to

purchase renewable electricity for at least some of its

electricity usage for FY25. If this initiative is viable and

verifiable, it would lead to a reduction in Scope 1 and 2

GHG emissions for Rakon India in FY25 and for Rakon

globally, using the market-based method.2

Targets

While we measure our GHG emissions and have commenced

initiatives focused on reducing our Scope 1 GHG emissions,

we have not yet set reduction targets. We had planned to set

reduction targets by the end of FY24 but that work has been

delayed due to the factors including:

• Reduced revenue in a tough macro-economic environment

put increased pressure on budgets and available

resources; and

• Difficulty in establishing a baseline operating position

for Rakon India’s new facility completed in mid-2023

(impacting our ability to establish Scope 1 and 2 GHG

emissions reduction targets).

Similarly, our previously signaled work towards becoming

a Toitū carbonreduce certified organisation in New Zealand

and related initiatives have also been delayed.

Rakon will continue to assess whether it can set meaningful

targets and appropriate timing for setting any such targets.

Carbon Intensity

Our total Scope 1 & 2 GHG emissions revenue related

intensity measure (tonnes of CO

2

e per $m of revenue)

has increased from calendar year 2022 due to lower sales

volumes in FY24, following the completion of the high volume

one-off chip shortage contracts early in calendar year 2023.

This is also shown in the more significant increase in the

production related intensity measure (tonnes of CO

2

e per

million units produced) where the need to run production

at high capacity during calendar year 2022 for the one-off

contracts contrasts with smaller production runs in FY24

at lower, less efficient volumes due to fixed costs being a

substantial proportion of the cost base. The reduction in

Rakon’s holding of finished goods stock over FY24 also

contributed to the increase in this production-related intensity

measure due to reduced production volumes. Given that

electricity consumption is relatively fixed for a given Rakon

facility regardless of the volume of production, we expect

significant on-going variability in these intensity measures

and consider the absolute GHG emissions measures

(tonnes of CO

2

e) to be of more relevance.

Scope 2 GHG emissions measurement approaches:

1 Location-based method – uses an emission factor calculated from all electricity delivered to the grid in a period; and

2 Market-based method – uses contractual instruments (e.g., renewable energy certificates) which reflect emissions from

renewable electricity generation that organisations have purposefully chosen.

Sourced from: www.toitu.co.nz

46

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

IMPROVING OUR ENVIRONMENTAL IMPACT / CONTINUED
OUR MANUFACTURING OPERATIONS

New Zealand

Our New Zealand manufacturing operation retained its

ISO14001 (Environmental Management System Certification)

during the year with two minor non-compliances identified

which have now been addressed. New Zealand’s EMS is

regularly reviewed following the Plan-Do-Check-Act

methodology and a continuous improvement approach is

taken with EMS targets based on the last two years of data.

CO


During the year, we continued our project to convert

temperature testing ovens (for oscillator production) from

using CO

2

to using N

2

. We have seen a significant reduction

in our CO

2

usage, which has contributed to ongoing CO

2


reduction efforts. The opportunities for further conversion

are limited for our New Zealand operation.

Electricity

Electricity consumption does not change significantly relative

to production volumes of products and is affected only to

some degree by some products requiring more electricity to

manufacture than others. Therefore, a substantial proportion

of such costs are incurred regardless of the volumes produced.

options in New Zealand being curtailed as a result of overseas

recycling agencies ceasing import of recycling from New

Zealand, and some of Rakon’s plastic waste (e.g. plastic reels)

having a fire retardant compound which is incompatible with

recycling. There are ongoing initiatives in place to recycle

e-waste, metal parts and other plastics. We were not able to

set a waste reduction target for the New Zealand operation in

FY24 for similar reasons to those that impacted our GHG

emissions target process. We maintain our intent to set a

target and plan to do so in FY25.

Measure

Calendar Years

Financial

Year

202020212022FY24

Waste to landfill

(tonnes)

17.725.5829.5122.62

Measure

Calendar Years

Financial

Year

202020212022FY24

Waste recycled

(tonnes)*

N/a21.4129.3518.74

Percentage of

waste recycled*

N/a45.6%49.9%45.3%

* N/a – not available that year

Measure

Calendar

Year

2022

Financial

Year

FY24

Electricity Consumption

(MWh/Year)

4,7854,249

Water

Total water consumption in New Zealand decreased by

0.8% against calendar year 2022. Our New Zealand

operation’s principal use of water is in the manufacturing

cleanrooms which operate at a similar level regardless of

changes in production volumes, as well as for general staff 

and cleaning requirements.

Measure

Calendar Years

Financial

Year

202020212022FY24

Water usage

(cubic metres)

10,98211,03311,12211,031

Waste

While the percentage of waste recycled has decreased

slightly from calendar year 2022, the tonnage of waste to

landfill has also decreased, influenced by lower production

volumes and associated waste. The previous increase in

waste to landfill up to 2022 was largely due to recycling

47

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

IMPROVING OUR ENVIRONMENTAL IMPACT / CONTINUED
Rakon India

Rakon’s new manufacturing facility in Bengaluru, India is now

fully operational. The new facility is certified for ISO14001

(Environment management system) with validity through

to February 2025 and for ISO 45001 (Occupational health

and safety management system) with validity through to

December 2024 with zero non-compliances to date.

The new factory is a green building incorporating various

sustainable building practices and has applied for ‘LEED

Certification’ (Leadership in Energy and Environmental

Design). Rakon is expecting to achieve LEED Silver rating

certification by July 2024.

In the design and construction of the new manufacturing

facility, Rakon’s goal was to achieve zero water discharge

from the premises. During the financial year FY24, 1.3 million

litres of recycled water from the inhouse STP (Sewage

treatment plant) and ETP (Effluent treatment plant) were used

for toilet use and for gardening purposes. We also collected

0.42 million litres of water through rainwater storage tanks

which is used for gardening and cleaning purposes. Rainwater

is also collected through rainwater recharge pits to improve

the Groundwater table at the premises.

Energy efficiency is also a focus with various measures

including use of LED lights, motion sensors for lighting control,

energy efficient motors, variable frequency drives for HVAC

and AHU motors, and evaporator cooling systems being

implemented in the new facility. Double-glazed tinted glass

is used in office and other areas to reduce the temperature

inside thereby reducing the air conditioning load.

48

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

Rakon recognises that visibility of
labour and business practices, sources

of materials and end use of products

are important issues for many of our

stakeholders including customers,

suppliers, investors, employees

and regulators.

In addition to addressing these matters in our Supplier Code

of Conduct and broader Business Code of Conduct, Rakon

has codes and policies which set out how we approach the

sourcing of materials, products and labour as well as who

we sell to.

Key codes and policies include our Supplier Code of Conduct,

Trade Compliance Policy, Conflict Minerals Statement, Slavery

and Human Trafficking Statement and Whistleblowing

(Protected Disclosure) Policy.

Rakon’s standard terms of procurement require our suppliers

to comply with our Supplier Code of Conduct and Conflict

Minerals Statement as updated from time to time. Our

Supplier Code of Conduct addresses our high expectations

regarding our suppliers’ responsibility for and attention

to business ethics, health and safety, environment and

sustainability, employees’ rights and management systems.

Rakon’s products are used in a wide range of applications

in many different industries and market sectors.

Our Trade Compliance Policy sets out principles and

processes that Rakon employees are required to follow

in relation to sales and exports of Rakon products and

imports of materials including due diligence processes.

With customers in the defence industry, it is important

to comply with rules designed to control sales and exports

of products that may have a military end use.

Staff training, business management system protocols

and senior management oversight and escalation processes

support compliance. Compliance assurance reporting is

required by the Board bi-annually.

Our supply chain, people

and practices

49

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

India
Rakon India continues to forge strong community

partnerships and provides ongoing support for two

local charitable organisations to help fund the provision

of health-related services to the elderly and youths.

Those organisations are the Swami Vivekananda

Youth Movement (SVYM), which provides palliative

care services for patients living with or dying from

advanced progressive illness, and the Shri Sarva

Dharma Sharanalaya Trust, which provides assisted

living, medical support, and other special services for

senior citizens with chronic and progressive health

related requirements.

The Rakon India team is also working with the Indian

Forest Department on a key local reforestation project,

using indigenous plant biodiversity. In addition to a

financial contribution for the project, Rakon India team

members will be taking part in upcoming programmes

to assist with the tree planting.

France

In France, we participate in a government initiative to

offer intern programmes and financial assistance for

students, with a particular focus on those studying

engineering. The opportunities created through this

initiative assist financially disadvantaged students

in pursuing careers in engineering and technology.

The resulting broadening of the pool of talent available

for the local high tech ecosystem also benefits companies

like Rakon.

United Kingdom

Our Research and Development centre in the United Kingdom,

continues to support a charity radio station at the Princess

Alexandra Hospital, in Harlow, Essex. Established in 1970,

the station broadcasts exclusively to the patients and staff

of the hospital.

New Zealand

In New Zealand, we regularly provide study opportunities

to students, including work experience placements and

support for engineering students. These initiatives provide

a pathway to employment for some of the students and

aligns with our long history of fostering talent and strategic

focus on technology leadership. We also support a number

of New Zealand charities each year.

Over the past year, we have donated to NZ Downs Syndrome

Association, NZME Auckland Special Children’s Christmas

Party, Radio Lollipop Appeal, Kidney Kids, Koru Care, Kids Big

Day Out and Westpac Helicopter Trust. Our New Zealand

team also held a fundraising day for Gumboot Friday with

proceeds helping to provide youth counselling.

Contributing in

our communities

Rakon is committed to actively

and positively contributing to

the communities in each of the

countries and locations we operate

in. Over the past year we have

supported a range of initiatives

that improve well-being or

assist with education and

career prospects.

50

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

The Board of Rakon Limited is committed
to conducting business in the right way

and maintaining the highest standards of

corporate behaviour and accountability.

The Board regularly reviews Rakon’s

corporate governance framework and

supports best practice reporting.

The Board confirms that in the year to 31 March 2024, the

company’s corporate governance practices complied with

the recommendations in the NZX Corporate Governance

Code (1 April 2023).

The information in this Annual Report is current as at

27 June 2024 and has been approved by the Board.

The key corporate governance documents referred

to in this report are available on Rakon’s website at:

www.rakon.com/investors/corporate-governance.

Rakon is listed on the NZX Main Board and is subject

to regulatory control and monitoring by both the NZX

and the Financial Markets Authority (FMA).

Corporate Governance

CODE OF ETHICAL BEHAVIOUR

We are committed to ensuring the highest standards

of honesty and integrity are maintained by our directors

(Directors), employees, suppliers, contractors and

consultants, in all activities conducted by, or in the

interests of, Rakon.

Corporate policies, guidelines, procedures and practices

address how we support our people, respect communities,

act in the interests of our investors, conduct our business and

protect the environment. This includes our requirements in

relation to health, safety and wellbeing, and ethical behaviour.

Ethical standards and guiding principles are set out in our

Business Code of Conduct. The high standards of honesty,

integrity and ethical conduct which Directors are required

to maintain, are also set out in the Board Charter which is

regularly reviewed by the Board.

Rakon’s Business Code of Conduct sets out our expectations

of ourselves and our suppliers of how we operate and do

business. It includes respect for, and compliance with, all laws

in the countries in which we operate and universally

recognised standards for the environment, human rights,

labour and ethics.

Rakon has processes in place to ensure all new and existing

employees have awareness and understanding of the

Business Code of Conduct and other company policies. These

include an Employee Handbook which is provided to all new

employees. The Handbook is regularly reviewed and updated

and is available on the in-house portal, along with all human

resources and corporate policies and procedures. Training

sessions with managers and team leaders aim to equip them

to guide and support their teams. Rakon recognises it is

necessary to use a range of methods and approaches over

time to promote awareness and obtain assurance of

understanding and compliance.

Directors and employees are expected to report material

breaches of the Business Code of Conduct. Rakon’s

Whistle Blowing (Protected Disclosure) Policy, supports

the expectation that directors and employees should report

breaches of the Business Code of Conduct and policies,

as well as other wrongdoing or suspected wrongdoing. The

policy provides a framework and process for safe reporting

and is accessible by all employees on the in-house portal.

Rakon’s Financial Product Trading Policy addresses the

risk of insider trading in Rakon securities by Directors,

employees and contractors. Additional trading restrictions

apply to Restricted Persons as defined in the policy, including

Directors, and certain employees. Regular reminders of the

purpose and meaning of this policy are provided to staff and

Directors including advice in relation to the commencement

and end of restricted trading periods. Details of Directors’

shareholdings as at 31 March 2024 are set out in the

Shareholder Information section on page 119. The policy

is also available on the in-house portal and notices about

restricted trading periods and reminders about the rules

regarding financial product trading and related policies

are provided to employees.  

51

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

CORPORATE GOVERNANCE / CONTINUED
BOARD COMPOSITION AND PERFORMANCE

The Board is ultimately responsible for Rakon’s strategic

direction and oversight of Rakon’s management, with the

aim of increasing shareholder value and ensuring the

company’s obligations are met.

The Board operates under a written charter which sets out

the structure of the Board and the procedures for the

nomination, resignation and removal of Directors; and outlines

the respective responsibilities and roles of the Directors and

management. It also identifies procedures to ensure that the

Board meets regularly, conducts its meetings in an efficient

and effective manner and that Directors are fully empowered

to perform their duties and to fully participate in meetings of

the Board.

Rakon’s day-to-day management and operation is delegated

by the Board to the Chief Executive Officer. This delegation

and further sub-delegation to senior management and their

direct reports is subject to financial controls and limitations

advised from time to time as set out in Rakon’s Delegation

of Authority Policy.

In discharging their duties, Directors have direct access

to and may rely upon Rakon’s senior management and

external advisers.

Directors have the right, with the approval of the Chair or by

resolution of the Board, to seek independent legal or financial

advice at the company’s expense to assist them in the proper

performance of their duties.

While the appointment of new Directors is the responsibility

of the whole Board, the People Committee Charter outlines

the Committee’s particular duties and responsibilities in

relation to the selection and appointment of new Directors

and succession planning.

The People Committee is responsible for identifying

and recommending candidates for the role of Director,

taking into account such factors as it deems appropriate,

including tenure, capability, skill sets, experience, diversity,

qualifications, judgement and the ability to work with

other Directors.

The Board recognises a skills matrix can assist with identifying

and assessing existing Directors’ skills and competencies as

well as new skills and competencies which may be needed

to meet Rakon’s future governance requirements. The skills

and experience the Board has determined are important to

Rakon’s strategic direction and those held by the Directors

through FY24 are shown on this page. The number of elected

Directors and the procedure for their appointment, retirement

and re-election at annual meetings are set out in Rakon’s

Constitution and the NZX Listing Rules.

All Directors, including any executive Director, must retire

by rotation and if eligible, may stand for re-election at the

third annual meeting, or three years after their last election,

whichever is longer. Any Director appointed since the

previous annual meeting must also retire and is eligible

for election. To ensure a better cadence of director rotation

the director rotation schedule is adjusted from time to time

to provide for directors to retire and stand for re-election,

if eligible, earlier than the end of their three-year term since

their last election.

DIRECTORS’ SKILLS MATRIX

100%

75%

60%

75%

70%

70%

65%

ENTERPRISE LEADERSHIP

CORPORATE GOVERNANCE

FINANCE AUDIT & RISK

INDUSTRY TECHNOLOGY

STRATEGIC VALUE CREATION

M&A

INTERNATIONAL

MANUFACTURING

70%

52

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

CORPORATE GOVERNANCE / CONTINUED
All new Directors enter into a written agreement with the

company in the form of a letter of appointment. The letter

sets out the key terms and conditions of their appointment.

The letter addresses tenure, duties and responsibilities and

requirements outlined in relevant legislation, the NZX Listing

Rules, Rakon’s Constitution and the Board Charter and is

supported by general rules and practice.

Information about each of Rakon’s Directors is available on the

Rakon website and on pages 36-37. The company maintains

an interests’ register and particulars of the entries made in

the interests register during the year ended 31 March 2024

in relation to Directors’ interests are disclosed in the

Shareholder Information section on pages 119-121.

Board meetings and attendance

The Board meets as often as it deems appropriate, including

sessions to review the company’s performance against

agreed plans, and to review Rakon’s strategic direction

and forward-looking business plans. Video and/or phone

conferences are used to accommodate and reduce director

travel requirements and to address inclement weather

restricting local travel and organisational convenience.

The table (right) sets out Directors’ attendances at the

Board, Audit and Risk Committee, People Committee and

Independent Committee meetings during the year ended

31 March 2024. In total, there were 12 Board meetings,

five Audit and Risk Committee meetings and three

People Committee meetings. Directors also attended

strategy and risk workshops and the 2023 Annual Meeting.

A record of attendances at committee of independent

Directors is also included in the table.

Board

Meetings

Audit & Risk

Committee

People

Committee

Strategy

& Risk

Workshops

& Annual

Meeting

Independent

Director

Committee

Total number of meetings held1253322

Lorraine Witten1253321

Sinead Horgan125–321

Keith Watson1213321

Steve Tucker

1

104–36

Keith Oliver 11–3318

Brent Robinson 11––3 –

Yin Tang Tseng

2


Jung Meng Tseng

3

1–

Roger Yao: Observer for Jung Meng Tseng

4

11––3–

1 Steve Tucker resigned with effect from 1 April 2024

2 Yin Tang Tseng resigned with effect from 13 July 2023

3 Jung Meng Tseng was appointed with effect from 13 July 2023

4 Roger Yao is an observer for Director Jung Meng (JM) Tseng, with the consent of the Board. JM is the President of Siward Crystal Technology Co. Limited

which is a substantial shareholder (12.19%) in Rakon and is actively involved in the governance of Rakon.

53

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

CORPORATE GOVERNANCE / CONTINUED
Diversity

At Rakon, we are committed to a workforce reflecting the

diverse communities in which we operate and our customer

base, and to ensuring that our employees’ unique strengths

and characteristics are valued and celebrated.

We inherently recognise the importance of inclusion and

diversity in helping to deliver our business objectives, fulfil

the needs of our customers and create a high-performing,

values-driven culture. Committing to inclusion and diversity

means incorporating inclusion and diversity into our talent

acquisition, talent management and succession management

processes, and into our values and culture.

Rakon’s Diversity and Inclusion Policy requires Rakon to

set objectives for measuring and promoting diversity and

inclusion within the company. Progress on these objectives

is required to be monitored and assessed by the People

Committee and the Board at least annually.

In FY24 the key objective set under Rakon’s Diversity and

Inclusion Policy was consistent collation and recording of

human resources data including gender, ethnicity, tenure,

remuneration and benefits across its global operations. In

setting this objective, the Board recognised that to determine

whether Rakon’s global recruitment, succession, retention,

development and remuneration strategies were in alignment

with Rakon’s Diversity and Inclusion Policy required access to

comprehensive, reliable data on an iterative basis. The process

of collation and recording of human resources data across

Rakon’s global operations has significantly improved, enabling

enhanced reporting to the Board. As at 31 March 2024,

women represented 29% (FY23: 29%) of Rakon’s Directors

and 22% (FY23: 22%) of Rakon’s Officers (as defined in

NZX Listing Rule 3.8.1(c)). A quantitative breakdown of

the number of male and female Directors and the number

of male and female Officers as at 31 March 2024 and as at

31 March 2023 is set out in the table below. In that table the

Chief Technology Officer, who is an Executive Director, is

included as a Director, and Officers are the Chief Executive

and other direct reports of the Chief Executive Officer having

key functional responsibilities. Rakon gender data across

all its global teams can be found in the People section

pages 32-34.


Date of

determination31 March 202431 March 2023

Directors

Females229%229%

Males571%571%

Officers

Females222%222%

Males778%778%

Director Development

All Directors are encouraged to undertake appropriate training

and education to build on their governance and directorship

skills. Appropriate training and education includes: attending

presentations on changes in governance, legal and regulatory

frameworks; attending technical and professional development

courses; and attending presentations from subject matter

experts and Rakon advisers. Senior management provide

updates to the Board on relevant industry and company

issues. A number of Rakon’s Directors are chartered members

of the New Zealand Institute of Directors. During the year,

Rakon directors received further training information in

relation to climate change and reporting and initiated a

process to identify the training and development needs

of the Board as a whole and how they can best be

addressed in the Board’s annual work plan.

Board, Committee and Director Evaluation

The Board Charter requires the Board to regularly consider

individual and collective performance, together with the skill

sets, training and development and succession planning

required to govern the business. The Board initiated a Board

Evaluation process in 2023 using the Institute of Directors’

Kickstart Programme. Following receipt of the results of the

evaluation survey, the Directors met to discuss the survey

results and suggestions generated from the survey and to

consider and agree actions and initiatives for directors and

management that would support the ongoing improvement

of the Board’s administration, operation and stewardship.

The actions and initiatives have been captured in a document

to monitor progress.

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The charters of the Board’s Committees require the

Committees to undertake a self-review process, including

receiving feedback from the Board as a whole and reporting

to the Board on the outcome of the reviews. Review and

evaluation checklists are used by each Committee for the

review and evaluation exercise. Self-review of each

Committee was scheduled to be undertaken in FY24

being a year since the membership and the Chairs of the

Committees were changed and will be completed in FY25.

Independence

As of 1 April 2024, the Board comprises six Directors: five

non-executive Directors, and one executive Director. The

executive Director holds the position of Chief Technology

Officer. In order for a director to be independent, the Board

has determined, among other things, they must not be an

executive of Rakon and must have no disqualifying

relationships. The Board records guidance for determining

independence in its Charter and follows the guidelines in

the NZX Listing Rules.

By reference to this guidance, the Board considers that

as at 1 April 2024 a majority (four) of the Directors are

independent of the company and do not have any interests,

positions, associations or relationships which might interfere,

or might be seen to interfere, with their ability to bring

independent judgement to the issues before the Board.

None of the independent directors has been a director for

more than seven years, none has a significant shareholding

in Rakon and none has been an employee of the company,

the auditor or an adviser. The Board accordingly confirms:

Lorraine Witten (Chair), Keith Oliver, Keith Watson and Sinead

Horgan are independent; and Brent Robinson and Jung Meng

Tseng are not independent.

The Board recognises that from time to time it is appropriate

for the Board to confer without executive directors or other

senior management present, and for there to be separate

meetings of independent directors. The Board builds regular

sessions for independent Directors to meet into its annual

work plan.

The Chair of Rakon is an independent Director. While the

Board Charter does not require the Chair of the Board to

be an independent Director, if the Directors appoint a fellow

Director as Chair who is not independent, then they are

required to disclose this fact in the company’s annual report,

along with reasons justifying such a decision. The Rakon

Board Charter records the Board’s intention that the Chair

and Chief Executive Officer shall not be the same person.

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CORPORATE GOVERNANCE / CONTINUED
COMMITTEES

The Board has delegated certain activities

to committees to assist in the execution of its

responsibilities. The current committees of the

Board are the Audit and Risk Committee and

the People Committee (Committees).

The Committees meet as required and have terms

of reference (charters), which are approved and

regularly reviewed by the Board, and are available

on Rakon’s website.

Audit and Risk CommitteePeople Committee

Membership

• Sinead Horgan (Chair)

• Lorraine Witten

• Vacancy (following resignation of Steve Tucker

effective 31 March 2024)

• Keith Watson (Chair)

• Lorraine Witten

• Keith Oliver

Purpose

Ensure oversight of all matters related to Rakon’s financial

accounting and reporting, monitoring the processes

undertaken by external auditors and internal audit activity,

operational risk management and compliance with all

financial corporate governance requirements. Its duties

and responsibilities include:

• Review of consolidated financial statements.

• Oversight of compliance with financial reporting

rules and accounting policies.

• Review of performance of the external auditor, their

appointment and removal and their independence.

• Oversight of risk management framework, risk

policies, risk appetite and risk reviews including

climate-related risks.

• Review of the adequacy and effectiveness of

internal controls.

• Oversight of insurance programme and

treasury management.

Assist the Board in establishing coherent human resources,

remuneration and Director nomination policies and practices,

to support the successful management of Rakon. Its duties

and responsibilities include:

• Review of human resources strategy, organisational

structure and management succession planning,

• Review employee incentive schemes, remuneration for

the Chief Executive, senior management and Directors.

• Oversight of compliance with human resources and

health and safety legislation and policies.

• Oversight of Director succession planning, selection,

appointment and evaluation.

• Review induction and training programmes for new

and existing Directors.

• Review and monitor setting and implementation

of diversity and inclusion policy and objectives.

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The Committees review policies and monitor their

implementation, which are within their terms of reference.

They examine reports, information and proposals and,

where appropriate, make recommendations to the full Board.

Committees do not take, act or make decisions on behalf of

the Board unless specifically mandated by prior authorisation

from the Board to do so.

All members of the Board receive the minutes of each of the

Audit and Risk Committee and People Committee meetings

and all Directors are entitled to attend the Audit and Risk

Committee and People Committee meetings. In pursuing its

duties and responsibilities, each Committee is empowered

to seek any information it requires from employees and to

obtain independent legal or other professional advice. Each

Committee is required to report to the Board after each

meeting of the Committee.

The Audit and Risk Committee’s Charter provides that the

Committee must be comprised solely of Directors of Rakon,

have a minimum of three members, have a majority of

independent Directors and have at least one Director with an

accounting or financial background. The Chair of the Audit

and Risk Committee is not the Chair of the Board and the

current members are independent Directors and have

professional accounting qualifications and financial and

business experience. Following the resignation of one

member of the Committee on 31 March 2024 there is

currently a vacancy for a Committee member.

Management may attend Committee meetings at the

invitation of the Committee Chairs. Under the Whistleblowing

(Protected Disclosure) Policy, a person seeking to disclose a

wrongdoing or suspected wrongdoing may contact the

Committee in certain circumstances.

The People Committee’s work plan reflects duties and

responsibilities that would otherwise be covered by separate

remuneration and nomination committees. This approach is

sensible from an administrative and resourcing perspective

and facilitates regular oversight of both remuneration and

nomination matters during the year. Currently Rakon health

and safety matters are the responsibility of the full Board with

oversight of legislative compliance and policy by the People

Committee. All three of the People Committee members are

independent Directors.

Other Committees

The Board Charter specifically requires the Board to assess

regularly whether there is a need for any further standing

committees. The Board expects that any committee

established should operate under a written charter. From time

to time, special purpose committees may be formed to review

and monitor specific projects with senior management.

In December 2023, the Rakon Board approved a formal

committee of Independent Directors (Independent Committee)

and its terms of reference. The members of the Committee

are independent Directors Sinead Horgan (Chair of the

Committee), Lorraine Witten (Chair of the Board), Keith

Watson and Keith Oliver.

Takeover response guidance

Rakon does not have a specific Takeover Response Policy.

Rakon meets its takeover response preparedness through

training provided by external legal counsel and through

maintaining resources of up-to-date guidance in the

Directors’ Resource Centre. As was done in December 2023,

if a takeover situation arises, Rakon will convene a committee

of independent Directors to oversee disclosure, evaluation

and response and engage expert legal and financial advisers

to advise the committee. The terms of reference of the

Independent Committee formed in FY24 were approved

by the Board.

REPORTING AND DISCLOSURE

Rakon’s Directors are committed to keeping investors and

the market informed of all material information about the

company and its performance, in a timely manner.

Continuous Disclosure

Rakon has a Continuous Disclosure Policy to ensure that

material information is identified, reported, assessed and

disclosed promptly and without delay to the market. This

policy is regularly reviewed and circulated to Directors and

employees, along with further guidance on the application

of the policy and additional reminders about its purpose

and importance. Continuous disclosure is a standing agenda

item for each Board meeting. At each meeting the Board

considers whether there is any relevant material information

that should be disclosed to the market and minutes the

outcome of that consideration whether or not any disclosure

obligation is identified. In addition to all information required

by law, Rakon also seeks to disclose sufficient meaningful

information, including financial and non-financial information,

to ensure stakeholders and investors are kept well-informed

about the company.

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Financial information

Our business teams are responsible for implementing and

maintaining the appropriate accounting and financial reporting

principles, policies and internal controls designed to ensure

compliance with accounting standards and applicable laws

and regulations.

The Audit and Risk Committee oversees the quality and

integrity of external financial reporting, including the accuracy,

completeness, clarity, balance and timeliness of financial

statements. It reviews Rakon’s full and half-year 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.

All matters required to be addressed, and for which the

Committee has responsibility, were addressed for the

reporting period ended 31 March 2024.

For the financial year ended 31 March 2024, the Directors

believe that proper accounting records have been kept

which enable, with reasonable accuracy, the determination

of the financial position of the company and facilitate the

compliance of the financial statements with the Financial

Markets Conduct Act 2013. The Chief Executive Officer

and Chief Financial Officer have confirmed in writing to the

Board that Rakon’s external financial reports present a true

and fair view of the company’s financial position in all

material aspects.

Rakon’s full and half-year financial statements for the current

year and the past eight years, are available on our website.

Non-financial information

Rakon combines its non-financial reporting into the Annual

Report, recognising the interdependence of financial and

non-financial matters to the long-term sustainability of the

business. In late FY22 Rakon carried out a formal process

to understand Environmental, Social and Governance (ESG)

priorities including engagement with stakeholders who helped

inform the focus of the development of our formal framework

for mature sustainability reporting. Through FY23 and FY24

Rakon has continued to be guided by the roadmap first

developed in 2022.

As signalled in Rakon’s FY23 annual report, the principal focus

for FY24 has been to ensure Rakon is prepared to make its

mandatory climate reporting in relation to FY24 under the

Climate-related Disclosures regime in New Zealand

established by the External Reporting Board (XRB). Rakon’s

climate-related disclosure report in relation to FY24 will be

available on Rakon’s website or before 31 July 2024:

rakon.com/investors/reports-presentations-events.

In addition, Rakon is continuing to develop its wider ESG

Framework and pursuing initiatives that address its material

ESG topics. For further information on our progress through

FY24 see the Sustainability and ESG section of this report.

REMUNERATION

Rakon applies a fair and equitable approach to remuneration

having regard to the financial position of the company and the

external environment.

For full information please refer to the Remuneration section

at page 114.

RISK MANAGEMENT

Rakon is committed to the identification, monitoring and

management of material financial and non-financial risks

associated with all its business activities in the interests

of all of its stakeholders.

The Board is responsible for Rakon’s system of risk

management and internal control and delegates day-to-

day management of risk to the Chief Executive Officer.

The Audit and Risk Committee provides additional and

more specialised oversight of the company’s risks to

support the Board’s oversight.

As recorded in the Audit and Risk Committee’s Charter,

the Board delegates specific responsibilities to the

Committee to ensure appropriate risk assurance processes

are implemented. The Committee’s work plan and meeting

schedule provide dedicated time for review of the company’s

risk management framework. The Committee is required to

report its findings to the full Board.

The Board and management are focused on the continuous

improvement and effectiveness of Rakon’s risk management

framework. The Board recognises that risk is anything

that could potentially impact on Rakon’s ability to achieve

its business goals and objectives and therefore risk

management is interconnected with the Company’s

strategy and business plan.

In FY23 and FY24 Rakon worked with external risk advisory

services to assist with a review of its risk management

framework including its risk policy, risk categories, risk

appetite, risk rating methodology, risk register, risk mitigation

plans and risk reporting. Workshops were held with senior

management and the Board.

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Rakon’s risk management framework is designed to facilitate

identification of strategic, operational and financial risks,

both existing and emerging, and that these are assessed

as regards likelihood of occurrence and impact; have risk

mitigation plans; have defined management accountability;

and are reviewed on an ongoing basis.

Key risks are those risks with material implications to Rakon.

Management is required to report key risks to the Audit and

Risk Committee and Board for further review and oversight

including reviewing them relative to the Board’s appetite

for risk and the effectiveness of the implementation and

maintenance of the risk management and internal

control systems.

A high-level overview of key risks for Rakon is set out in the

following table.

Rakon’s key risks include

IssueRisk Description Controls and Mitigations

Health, Safety and

Well-being

Employee workplace

accidents and illness

Rakon maintains a global focus on health, safety and well-being.

Information on the management of health, safety and well-being across

Rakon’s global operations is provided regularly to the Board, including

incident reporting, health and safety employee meetings, drills, audits,

training and critical risks.

Product QualityDefects in product causing

losses or damage to

customers or public

Rakon maintains global quality management systems (ISO certified at

main manufacturing sites in New Zealand and India) and strong cultural

focus on quality and regular comprehensive reporting to the Board.

Competition and

Technology Disruption

Competing technology

and technology disruption

and commoditisation

Rakon maintains significant investment in R&D and a strategic focus

on technology leadership in the frequency control product industry.

Business ContinuityCatastrophic events and

supply chain disruption

Rakon maintains business continuity protocols to support

business management systems and a focus on dual sourcing

and inventory management.

Access to MarketsGeo-political issues and

climate change affecting

suppliers of parts and

product sales

Rakon maintains a strategic diversification of global suppliers, product

lines, customers and operating locations.

Cyber Security Cyber-attack or data breachRakon maintains a continuous improvement process including policies,

practices and control mechanisms to protect personal, customer business

information and to address risk of cyber attacks and data breaches.

Compliance Regulatory and contractual

compliance across

global operations

Rakon maintains compliance training, monitoring and assurance

processes and is focused on continuous improvement.

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In conjunction with Rakon’s risk management framework

Rakon reviews its insurance programme annually to ensure

it maintains an appropriate level of insurance cover for its

insurable risks. Annual insurance planning forms a key part

of the annual workplan of the Audit and Risk Committee.

Details of Rakon’s financial risk management are available

in section 25 of the Notes to the Financial Statements

on page 100.

Health, Safety and Well-being

Health, safety and well-being matters are the responsibility

of the full Board, with oversight of policy and legislative

compliance by the People Committee. The Board recognises

that effective management of employee health, safety

and well-being is essential to prevent harm and promote

well-being for employees, contractors and customers and

for the operation of a successful business.

The Board is responsible for governance and oversight of

Rakon’s health and safety framework. This includes ensuring

that the systems used to identify and manage health and

safety risks foster an effective health and safety culture,

set clear expectations, are fit for purpose, and are effectively

implemented, properly resourced, regularly reviewed and

continuously improved.

Rakon works with its global teams and regularly reviews

its health and safety policy and practices to achieve

consistency of behaviour, processes and expectations

across its global businesses.

Climate-related risks

Rakon documents, scores and manages operational

climate-related risks through its ISO14001 Environmental

Management System processes.

Rakon recognises the importance of fully integrating its

climate-related risk assessment processes into its risk

management framework and ensuring management

review and Board-level oversight. The Board requires

that the impact of climate change risks and opportunities

form part of Rakon’s strategic and financial planning.

In FY24 Rakon has undertaken a review of its climate-

related risks and opportunities for the purpose of its

mandatory climate related disclosures which will be

available on Rakon’s website on or before 31 July 2024:

rakon.com/investors/reports-presentations-events.

Management of waste and hazardous materials, water

and carbon emissions and climate adaptation and resiliency

were recognised as important topics by stakeholders

during the assessment of Rakon’s Environmental, Social

and Governance materiality issues undertaken in FY22.

The examination of climate-related risks has formed part of

the work contributing to Rakon’s Climate Statement which will

be available on Rakon’s website on or before 31 July 2024:

rakon.com/investors/reports-presentations-events.

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AUDITORS

External Audit

The Board is committed to ensuring audit independence,

both in fact and appearance, in order that Rakon’s

external financial reporting is viewed as being highly

objective and without bias.

The Audit and Risk Committee reviews the quality and cost

of the audit undertaken by the company’s external auditor

and provides a formal channel of communication between

the Board, senior management and external auditor. For the

financial year ended 31 March 2024,

PricewaterhouseCoopers (PwC) was Rakon’s external auditor,

a position it has held since 2006.

As outlined in the Audit and Risk Committee Charter, the

Committee regularly meets with the external auditor to

approve the terms of engagement and audit fee, and to

review and provide feedback in respect of the annual audit

plan. The Charter also provides for the Committee to ensure

the audit partner from the external audit firm is changed

every five years. A comprehensive review and formal

assessment of the independence and effectiveness of the

external auditor is undertaken periodically. The current audit

partner has been involved as Rakon’s audit partner for four

years. The Audit and Risk Committee also assesses the

auditor’s independence on an annual basis. The Committee

routinely allows time to meet with the external audit partner

without management present.

All audit work at Rakon is fully separated from non-audit

services, to ensure that appropriate independence is

maintained. PwC provided other services in FY24 in the

areas of providing certification of expenditure for the

purposes of the Production Linked Incentive Scheme in India,

agreed-upon procedures in relation to India’s Scheme for

Promotion of Manufacturing of Electronical Components

and Semiconductors and provides access to training material

through an on-line platform. These services were deemed

to have no effect on the independence or objectivity of the

auditor in relation to audit work. The fees paid to PwC for

audit and non-audit work are identified at section 6 in

the Notes to the Financial Statements in this 2024

Annual Report.

Rakon’s External Auditor Independence Policy provides

comprehensive and current guidance to Directors and

management to assist them in determining the services

that may or may not be performed by the external auditor.

PwC is asked to provide the Audit and Risk Committee with

written confirmation that, in their view, they were able to

operate independently during the FY24 audit.

The audit partner of the company’s external auditor, PwC,

is asked to attend the company’s annual meetings, and to

be available to answer questions from shareholders at those

meetings. The PwC audit partner attended Rakon’s 2023

Annual Shareholders’ Meeting and is expected to be in

attendance at the 2024 Annual Shareholders’ Meeting.

Internal Audit

Rakon has a number of internal controls overseen by the Audit

and Risk Committee and/or the Board, which are supported

by policy, processes and procedures and regular reporting.

These include controls for computerised information and

management systems, cyber risk and information security,

business continuity management plans, insurance, health

and safety procedures, conflicts of interest registers,

processes for prevention and identification of fraud and

legislative compliance review processes.

The company does not have a permanent in-house or

externally resourced internal audit function. From time

to time, and as required, external providers are engaged

to review its systems and internal controls. To maintain its

ISO (International Standard Organisation) accreditation

for a number of its management systems, including

its Quality Management System and Environmental

Management System, Rakon is subject to rigorous,

regular independent audits.

The Board considers an assurance programme

providing for regular review of key processes and

controls supporting critical business operations, strategic

objectives and risk management is an important arm of

its governance framework and is building this into its

risk management framework.

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SHAREHOLDER RIGHTS AND RELATIONS

We are committed to open and regular dialogue and

engagement with shareholders.

Rakon seeks to ensure that investors understand its activities

by communicating effectively with them and giving them

access to clear and balanced information. The Board regularly

reviews its shareholder communications strategy and Rakon

has a dedicated Investor Relations and Corporate

Communications Manager.

Rakon maintains a website: www.rakon.com where

shareholders and other stakeholders may obtain information

about the company, financial and other information released

to the market, up-to-date product information and key

governance information, including its Business Code of

Conduct, Board and committee charters and other policies.

The annual Corporate Governance Report is available

on Rakon’s website in the relevant annual report.

Effective from 31 July 2024, Rakon’s annual Climate

Statement is available on the Rakon website.

Rakon has a calendar of communications and events

for shareholders, including but not limited to:

• Annual Report and half-year shareholder

communications

• Annual and half-year results announcements

• Annual and interim business update and

results presentations

• Annual meetings

• Investor events

• Ad hoc investor presentations to institutional

investors and retail brokers

Rakon maintains:

• Easy access to information through the Rakon website:

www.rakon.com

• Access to a dedicated investor relations email address:

investors@rakon.com

• Option to sign-up via website to receive email

notifications of investor news

• Option to sign-up via website to receive product updates

Shareholders are actively encouraged to attend the company’s

annual meetings and vote on major decisions, which affect

Rakon. Voting is by poll, upholding the ‘one share, one vote’

philosophy. Shareholders may raise matters for discussion at

these events. In 2023, Rakon’s annual meeting was a hybrid

meeting allowing those not present at the meeting venue in

Auckland, New Zealand to actively participate in the meeting.

Shareholders and their proxies were able to vote and ask

questions and to view the live presentations whether they

attended the meeting in person or online. Rakon believes this

change better recognises the wide geographic dispersion of

shareholders in New Zealand and overseas as well as offering

greater choice to shareholders and other stakeholders.

All shareholders have the option to elect to receive electronic

communications from the company through the company’s

share registrar (Computershare) and by electing to receive

email notifications of investor news from the company.

In addition to shareholders, Rakon has a wide range of

stakeholders and maintains open channels of communication

for all audiences, including brokers, the investing community

and the New Zealand Shareholders’ Association (NZSA),

and regulators, as well as Rakon employees, customers and

suppliers. In September 2023, Rakon hosted members of

the NZSA at its premises in Auckland where they received

a presentation from management and a tour of Rakon’s

Auckland factory. In accordance with the Companies Act

1993, Rakon’s Constitution and the NZX Listing Rules,

Rakon will refer major decisions which may change the

nature of Rakon to shareholders for approval.

The Board notes the NZX Corporate Governance Code

recommendation in relation to considering the interests

of all existing financial product holders. The Board will take

account of the recommendation in the event of a capital raise,

as well as the expectation that it should explain why any

capital raising method other than pro-rata was preferred

when reporting against the NZX Code.

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RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

Crystal Filter
A filter that allows only the desired frequency to pass through

to the output.

Crystal Micro-Electro-Mechanical System (XMEMS

®

)

Rakon’s advanced quartz-based resonator technology. It is

made using Rakon’s NanoQuartz™ microfabrication process,

delivering unprecedented resonator and oscillator performance.

Crystal Oscillator (XO)

A crystal resonator combined with appropriate circuitry to

generate a variety of repeating electrical signal waveforms

(e.g. CMOS /square wave).

Crystal (Xtal) Resonator

At the heart of XOs, VCXOs, TCXOs and OCXOs are quartz

crystal resonators, which naturally oscillate at a certain

frequency with electrical stimulation. This frequency is

based off their width and the piezoelectric effect.

Master Reference Oscillator (MRO)

Used as the main source of frequency generation for satellite

payloads, Rakon’s MRO subsystems provide highly accurate

and stable frequency references, and precision timing that

enable satellite communications and synchronisation.

Glossary

Oscillator

A circuit or device that generates a fixed frequency signal

and consists of a resonator and electronic components.

Oven Controlled Crystal Oscillator (OCXO)

A crystal oscillator that uses a miniaturised oven to keep

its internal temperature constant.

Oven Controlled SAW Oscillator (OCSO)

An oven controlled oscillator using Surface Acoustic Wave

(SAW) technology.

Surface Acoustic Wave (SAW) Resonator

At the heart of SAW oscillators are SAW resonators. This is

a special type of crystal resonator that has the piezoelectric

effect occurring on the resonator’s surface, compared to

traditional resonators which are through the bulk of the

crystal resonator.

Temperature Compensated Crystal Oscillator (TCXO)

A crystal oscillator with additional circuitry to remove

frequency variations due to temperature change.

Ultra Stable Oscillator (USO)

An extremely stable oscillator used in high-end space and

instrumentation applications.

Ultra Stable TCXO

Using unique technology these TCXOs can achieve stabilities

of 50 parts per billion (ppb) over temperature.

Voltage Controlled Crystal Oscillator (VCXO)

A VCXO is an XO that allows the user to manually adjust

a control voltage; it helps to compensate for instabilities in the

output frequency. It is mainly used to bring the oscillator back

to frequency after being impacted by instabilities (e.g. long

term stability).

Voltage Controlled Oscillator (VCO)

A purely electronic oscillator circuit with an adjustable output

frequency, without the use of a crystal or SAW resonator.

Voltage Controlled SAW Oscillator (VCSO)

Similar to the VCXO, but uses a SAW resonator instead

of a traditional crystal resonator.

FIND OUT MORE

Visit our Investor Centre: www.rakon.com/investors

Definition of Underlying EBITDA

Rakon has used ‘Underlying EBITDA’ as a non-gap financial measure in this 2024 Annual Report document. Underlying EBITDA

is defined as ‘Earnings before interest, tax, depreciation, amortisation, impairment, employee share schemes, non-controlling

interests, adjustments for associate’s share of interest, tax and depreciation, loss on disposal of assets and other cash and

non-cash items’. Refer to note 4 of the Financial statements section of this document for additional information including a

reconciliation to Net Profit After Tax (NPAT).

63

RAKON / ANNUAL REPORT / 2024SUSTAINABILITY AND ESG

64
RAKON / ANNUAL REPORT / 2024

FINANCIAL
STATEMENTS AND

OTHER DISCLOSURES

65

RAKON / ANNUAL REPORT / 2024

The Directors are responsible for ensuring that the consolidated financial statements fairly present
the financial position of the Group as at 31 March 2024 (FY2024) and the financial performance

and cash flows for the year ended on that date.

The Directors consider that the consolidated financial statements of the Group have been

prepared using appropriate accounting policies, consistently applied and supported by reasonable

judgements and estimates, and that all relevant financial reporting and accounting standards have

been followed.

The Directors believe that proper accounting records have been kept, which enable, with reasonable

accuracy, the determination of the financial position of the Company and the Group and facilitate

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

The Directors consider they have taken adequate steps to safeguard the assets of the Company

and the Group and to prevent and detect fraud and other irregularities.

The Directors present the consolidated financial statements, set out in pages 67 – 109, of Rakon

Limited and its subsidiaries for the year ended 31 March 2024.

The Board of Directors of Rakon Limited authorised these consolidated financial statements for

issue on 28 May 2024.

On behalf of the Directors

Directors’ StatementTable of Contents

LORRAINE WITTEN

CHAIR

S HORGAN

CHAIR OF THE AUDIT AND RISK COMMITTEE

Directors’ Statement 66

Consolidated Statement of Comprehensive Income 67

Consolidated Statement of Changes in Equity 68

Consolidated Balance Sheet 69

Consolidated Statement of Cash Flows 70

Notes to the consolidated financial statements 72

Independent Auditor’s Report 110

66

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

Note
2024

$000s

2023

$000s

Continuing operations

Revenue5128,010180,334

Cost of sales(70,151)(91,542)

Gross profit57,85988,792

Other operating income7350401

Operating expenses

Selling and marketing(11,139)(10,626)

Research and development6(17,684)(16,979)

General and administration(30,666)(31,214)

Total operating expenses(59,489)(58,819)

Other gains/(losses) – net84,0922,969

Operating profit2,81233,343

Finance income9529371

Finance costs9(662)(891)

Share of net losses of associates16(2,332)(1,460)

Profit before income tax34731,363

Income tax expense214,168(8,144)

Net profit after tax for the year attributable to equity holders

of the Company4,51523,219

Note

2024

$000s

2023

$000s

Other comprehensive income/(losses)

Items that may be reclassified subsequently to profit or loss

Increase/(decrease) in fair value cash flow hedges1,256(2,517)

Cost of hedging (190)(1,494)

Income tax relating to components of other

comprehensive income(298)1,123

Exchange differences on translation of foreign operations1,1841,774

Items that will not be reclassified subsequently to profit or loss

Decrease in fair value of equity investments – Thinxtra17(1,529)(753)

Other comprehensive income/(losses) for the year, net of tax 423(1,867)

Total comprehensive income for the year attributable to

equity holders of the Company4,93821,352

Earnings per share attributable to the equity holders of the CompanyCentsCents

Basic earnings per share23 2.0 10.2

Diluted earnings per share23 2.0 10.2

Consolidated Statement of Comprehensive Income

For the year ended 31 March 2024

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

67

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

Consolidated Statement of Changes in Equity
For the year ended 31 March 2024

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

Note

Share capital

$000s

Retained

earnings

$000s

Other

reserves

$000s

Total equity

$000s

Balance at 1 April 2022181,024(23,126)(22,733)135,165

Net profit after tax for the year – 23,219–23,219

Currency translation differences24 – –1,7741,774

Cash flow hedges, net of tax24 – –(2,888)(2,888)

Changes in fair value of equity investments at fair value through other comprehensive income – Thinxtra 24 – –(753)(753)

Total comprehensive income for the year–23,219(1,867)21,352

Contribution of equity net of transaction costs

Employee share schemes

Value of employee services29––347347

Balance at 1 April 2023181,02493(24,253)156,864

Net profit after tax for the year –4,515–4,515

Currency translation differences24––1,1841,184

Cash flow hedges, net of tax24––768768

Changes in fair value of equity investments at fair value through other comprehensive income – Thinxtra 24––(1,529)(1,529)

Total comprehensive income for the year–4,5154234,938

Contribution of equity net of transaction costs

Dividend paid22 – (3,482) – (3,482)

Dividend reinvestment plan issues22568– – 568

Employee share schemes

Value of employee services29––398398

Balance at 31 March 2024181,5921,126(23,432)159,286

68

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

Consolidated Balance Sheet
As at 31 March 2024

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

Note

2024

$000s

2023

$000s

Assets

Current assets

Cash and cash equivalents1017,83121,717

Trade and other receivables1151,93651,421

Inventories1254,90662,614

Derivative financial instruments 25921,100

Financial asset at fair value through profit or loss25796

Current income tax asset1,001362

Total current assets125,773137,310

Non-current assets

Property, plant and equipment1340,14334,387

Intangible assets1410,8247,671

Right-of-use assets156,1663,435

Interest in associates1611,95314,154

Trade and other receivables112,7193,615

Financial asset at fair value through other comprehensive

income – Thinxtra173991,927

Derivative financial instruments25341,228

Deferred tax asset219,0853,543

Total non-current assets81,32369,960

Total assets207,096207,270

Note

2024

$000s

2023

$000s

Liabilities

Current liabilities

Borrowings181,4391,635

Trade and other payables1925,56529,978

Current income tax liabilities8521,688

Lease liabilities151,8171,562

Provisions201,0301,176

Derivative financial instruments253,0034,107

Total current liabilities33,70640,146

Non-current liabilities

Borrowings185,1583,600

Trade and other payables19–92

Provisions203,7813,057

Lease liabilities154,9562,507

Derivative financial instruments 25138940

Deferred tax liabilities217164

Total non-current liabilities14,10410,260

Total liabilities47,81050,406

Net assets159,286156,864

Equity

Share capital22181,592181,024

Other reserves24(23,432)(24,253)

Retained earnings1,12693

Total equity159,286156,864

69

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

Consolidated Statement of Cash Flows
For the year ended 31 March 2024

The accompanying notes form an integral part of these consolidated financial statements. Refer to note 10 for the breakdown of cash and cash equivalents.

2024

$000s

2023

$000s

Operating activities

Cash provided from

Receipts from customers136,611173,137

R&D grants received2,1382,092

Other income received594506

139,343175,735

Cash was applied to

Payment to suppliers and others(57,846)(95,749)

Payment to employees(59,770)(58,375)

Interest paid(662)(1,004)

Income tax paid(3,234)(9,495)

(121,512)(164,623)

Net cash inflow from operating activities17,83111,112

Investing activities

Cash was applied to

Purchase of property, plant and equipment(12,715)(17,342)

Purchase of intangibles(4,314)(1,356)

Net cash outflow from investing activities(17,029)(18,698)

2024

$000s

2023

$000s

Financing activities

Cash was provided from

Proceeds from borrowings875–

875–

Cash was applied to

Repayment of borrowings(1,317)(10,746)

Lease liabilities payments(1,739)(2,472)

Dividends paid(2,914)–

(5,970)(13,218)

Net cash outflow from financing activities(5,095)(13,218)

Net decrease in cash and cash equivalents (4,293)(20,804)

Effects of exchange rate changes on cash and cash equivalents4073,292

Cash and cash equivalents at the beginning of the year21,71739,229

Cash and cash equivalents at the end of the period17,83121,717

Composition of cash and cash equivalents

Cash and cash equivalents17,83121,717

Total cash and cash equivalents 17,83121,717

70

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

Consolidated Statement of Cash Flows (continued)
For the year ended 31 March 2024

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

2024

$000s

2023

$000s

Reconciliation of net profit to net cash flows from

operating activities

Reported net profit after tax4,51523,219

Adjustments for

Depreciation and amortisation expense8,1327,777

Net (decrease)/increase in allowance for expected credit loss(497)222

Provisions provided5851,103

Movement in foreign exchange rates3,834(1,333)

Share of net loss of associate2,3321,460

Deferred tax movement(5,785)(644)

Employee share based expense446347

Gain from termination of lease(126)–

8,9218,932

Change in operating assets and liabilities

Decrease/(Increase) in trade and other receivables2,816(8,794)

Decrease/(Increase) in inventories7,708(5,293)

Increase in provisions(7)785

Decrease in trade and other payables(4,505)(7,125)

Increase in tax provisions and deferred tax(1,617)(612)

Total impact of changes in working capital items4,395(21,039)

Net cash flow from operating activities17,83111,112

71

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

Notes to the consolidated financial statements
1. General information 73

2. Going concern 73

3. Statement of material accounting policies 73

4. Segment information 74

5. Revenue 77

6. Expenditure included in net profit 78

7. Other operating income 80

8. Other gains/(losses) – net 80

9. Net finance (costs)/income 80

10. Cash and cash equivalents 81

11. Trade and other receivables 81

12. Inventories 82

13. Property, plant and equipment 83

14. Intangible assets 85

15. Leases 88

16. Interest in associates 89

17. Financial asset at fair value through other comprehensive income – Thinxtra 91

18. Borrowings 92

19. Trade and other payables 94

20. Provisions 94

21. Taxation 95

22. Share capital 97

23. Earnings per share 98

24. Other reserves 99

25. Financial risk and capital management 100

26. Capital Commitments 106

27. Principal subsidiaries 106

28. Related party transactions 107

29. Share based payments 107

30. Contingencies 109

31. Subsequent events 109

72

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

1. GENERAL INFORMATION
Rakon Limited (‘the Company’ and parent company) and its subsidiaries (‘the Group’) are a global

technology company that design and manufacture advanced frequency control and timing solutions

for a wide range of applications. Rakon’s core markets are Telecommunications, Space & Defence,

and Global Positioning. The Company is a limited liability company, incorporated and domiciled in

New Zealand, and listed on the New Zealand Stock Exchange (NZX code: RAK). The address of the

registered office is 8 Sylvia Park Road, Mt Wellington, Auckland.

The Company is registered under the Companies Act 1993 and is a FMC reporting entity under

Part 7 of the Financial Markets Conduct Act 2013. The consolidated financial statements of the

Group have been prepared in accordance with the requirements of Part 7 of the Financial Markets

Conduct Act 2013 and the NZX (Main Board) Listing Rules.

The consolidated financial statements of the Group have been presented in New Zealand dollars

and have been rounded to the nearest thousand unless otherwise indicated.

2. GOING CONCERN

These consolidated financial statements have been prepared on a going concern basis. The Directors

are not aware of material uncertainties related to events or conditions that may cast significant doubt

upon the entity’s ability to continue as a going concern. In making this assessment management

and the Directors considered factors including the current profitability of the Group, current market

conditions, Group liquidity and forecast.

3. STATEMENT OF MATERIAL ACCOUNTING POLICIES

a. Basis of preparation and measurement base

The consolidated financial statements of the Group have been prepared in accordance

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

New Zealand equivalents to International Financial Reporting Standards (NZ IFRS), other

New Zealand accounting standards and authoritative notices that are applicable to entities

that apply NZ IFRS. The consolidated financial statements also comply with International

Financial Reporting Accounting Standards (IFRS Accounting Standards). The Group is a

Tier 1 for-profit entity.

The consolidated financial statements have been prepared on a historical cost basis, with the

exception of certain financial assets and liabilities, and equity instruments, which are measured

at fair value.

b. Basis of consolidation and equity accounting

The financial statements of the subsidiaries are included in the Group’s consolidated financial

statements from the date on which control commences until the date on which control ceases,

refer to note 27 for information on subsidiaries. All material intercompany transactions, balances

and unrealised gains on transactions between the subsidiaries are eliminated on consolidation.

Interest in associates are accounted for by using the equity method, refer to note 16.

c. Material accounting estimates and judgements

The preparation of the consolidated financial statements in accordance with NZ IFRS requires

management to make judgements, estimates and assumptions that affect the application of

policies and reported amounts of assets and liabilities, income and expenses. The estimates and

assumptions that involved a higher degree of judgement or complexity, or are material to the

consolidated financial statements are listed below and disclosed within the specified notes:

• Calculation of inventory provision (note 12)

• Valuation of the Group’s investment in Thinxtra (note 17)

• Recognition of deferred tax assets from carry forward losses (Rakon France) (note 21)

d. Material accounting policy information and new accounting standards

Material accounting policy information adopted in the preparation of these consolidated financial

statements are disclosed within each of the applicable notes to the consolidated financial

statements. The accounting policies have been consistently applied to all years presented with

the exception of the following standards and amendments that the Group is applying for the

first time for its annual reporting period commencing 1 April 2023:

Disclosure of Accounting Policies – Amendments to NZ IAS 1 and IFRS Practice Statement 2.

The consolidated financial statements have been updated to reflect changes to the disclosure of

accounting policies. Previously, “significant” accounting policies were disclosed. The amendments

require disclosing material accounting policies instead. This change did not have material impact on

Group’s reporting.

73

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Definition of Accounting Estimates – Amendments to NZ IAS 8. This change did not have a material
impact on the Group’s reporting.

NZ IFRS 17 Insurance Contracts became effective for annual periods commencing on or after

1 January 2023. The adoption of NZ IFRS 17 did not have a material impact to the Group’s reporting.

Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to

NZ IAS 12. This amendment did not have a material impact on the Group’s reporting.

e. New standards and interpretations not yet adopted

Certain new accounting standards, amendments to accounting standards and interpretations listed

below have been published that are not mandatory for 31 March 2024 reporting periods and have

not been early adopted by the Group. These standards, amendments or interpretations are not

expected to have a material impact on the entity in the current or future reporting periods and on

foreseeable future transactions.

• Amendments to FRS 44

• Classification of Liabilities as Current or Non-current – Amendments to NZ IAS 1 and

Non-current Liabilities with Covenants – Amendments to NZ IAS 1

IFRS 18 Presentation and Disclosure in Financial Statements, as a replacement for IAS 1. Most

of the presentation and disclosure requirements would largely remain unchanged together with

other disclosures carried forward from IAS 1. The Group is currently assessing the impact and will

disclose more detailed assessments in the future.

f. Foreign currency translation

Functional and presentation currency

The financial statements of each of the Group’s overseas operations are measured using the

currency of the primary economic environment in which the overseas entity operates (the functional

currency). The consolidated financial statements are presented in New Zealand dollars, (the

presentation currency), which is also the functional currency of the Company.

Transactions and balances

Foreign currency transactions are translated into the relevant functional currency of the Group’s

overseas operations at the exchange rates at the dates of the transactions. Monetary assets and

liabilities denominated in foreign currencies at balance date are translated to the functional currency

at the foreign exchange rate at that date. Foreign exchange differences arising from translation are

recognised in the Consolidated Statement of Comprehensive Income, except for qualifying cash

flow hedges which are recognised in other comprehensive income (OCI). Non-monetary assets and

liabilities that are measured in terms of historical cost in a foreign currency are translated using the

exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in

foreign currencies that are stated at fair value are translated at foreign exchange rates at the dates

the fair value was determined.

The assets and liabilities of all Group companies that have a functional currency that differs

from the Group’s presentation currency, including goodwill and fair value adjustments arising on

consolidation, are translated to New Zealand dollars at foreign exchange rates at balance date. The

revenues and expenses of these foreign operations are translated to New Zealand dollars at rates

approximating to the foreign exchange rates at the dates of the transactions. Exchange differences

arising from the translation of foreign operations are recognised in the foreign currency translation

reserve, refer to note 24.

Goodwill and fair value adjustments arising from the acquisition of a foreign entity are treated as

assets and liabilities of the foreign entity and are translated at the foreign exchange rates at the

balance date.

4. SEGMENT INFORMATION

The chief operating decision maker (CODM) is responsible for allocating resources and assessing

performance of the operating segments. CODM for the Group is the Chief Executive Officer.

The operating segments are presented in a manner consistent with the internal reporting provided

to the CODM. Material judgement has been applied in the determination of reportable operating

segments. Ownership of products’ intellectual property have been used as the key factor to identify

reportable operating segment and aggregation criteria, based on synergies between the businesses

not limited by geography.

The CODM assess the performance of the operating segments based on ‘Underlying EBITDA’,

a non-GAAP measure, defined as: ‘Earnings before interest, tax, depreciation, amortisation,

impairment, employee share schemes, non-controlling interests, adjustments for associate’s share

of interest, tax & depreciation, loss on disposal of assets and other cash and non-cash items. The

CODM also receives information about the segments’ revenue on monthly basis.

74

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

a. Segment results
Information relating to each reportable segment is set out below:

31 March 2024

NZ

$000s

France/

India

$000s

France

HiRel

$000s

T’maker

$000s

Other

1

$000s

Total

$000s

Segment revenue by market

Telecommunications38,81032,296256– (4,505)66,857

Global Positioning14,089426360– (1,016)13,859

Space and Defence15,7362,55119,779– (1,257)36,809

Other4,3281406,516–(499)10,485

Total segment revenue

by market72,96335,41326,911–(7,277)128,010

Underlying EBITDA9,3161,7184,501(697)(1,382)13,456

Total assets

2

101,96955,47235,79111,9531,911207,096

Additions of property, plant and

equipment, and intangibles6,9305,4844,615––17,029

Total liabilities

3

23,43613,7669,531–1,07747,810

31 March 2023

NZ

$000s

France/

India

$000s

France

HiRel

$000s

T’maker

$000s

Other

1

$000s

Total

$000s

Segment revenue by market

Telecommunications65,87439,215453– (4,961)100,581

Global Positioning35,287112233– (1,790)33,842

Space and Defence10,4482,84616,248–(640)28,902

Other12,2232345,390–(838)17,009

Total segment revenue by

market123,83242,40722,324–(8,229)180,334

Underlying EBITDA39,1177,5801,642622(6,779)42,182

Total assets

2

111,43552,03228,12614,1541,523207,270

Additions of property, plant and

equipment, and intangibles5,93510,9051,858––18,698

Total liabilities

3

26,86914,0557,930–1,55250,406

1

Revenue is losses on cash flow hedges apportioned to each market based on hedged currency. The Group’s

treasury function is carried out centrally at head office in New Zealand, refer note 25.

2

Segment assets are measured in the same way as in the consolidated financial statements. These assets are

presented as it is regularly provided to the chief operating decision maker.

3

Segment liabilities are measured in the same way as in the consolidated financial statements. These liabilities are

presented as it is regularly provided to the chief operating decision maker.

75

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

b. Segment description and principal activities
The New Zealand (NZ) operating segment designs and manufactures products for Telecommunications,

Global Positioning and Defence markets. The segment includes research and development (R&D)

engineering teams located in NZ and UK that develop new products and process innovations.

The France/India operating segment designs and manufactures products for the Telecommunication

market. Design and support services are in France and NZ, with manufacturing in India.

Rakon’s India facility in Bengaluru contract manufacture products exclusively for the Group. They

also design and manufacture products for the local Indian defence, aeronautics and space markets.

Though there is potential for future growth in the domestic market, this business currently is not

large enough for the CODM to view separately, therefore is aggregated with France Telecom.

The France HiRel operating segment designs and manufactures products for the Space & Defence

markets. Design, support services and manufacturing are predominantly carried out in France.

The Timemaker Group (T’maker) produces crystal blanks and represents the Group’s 37.07%

(2023: 37.07%) ownership interest, refer to note 16.

All other segments (Other) includes Rakon Financial Services Limited, Rakon UK Holdings Limited,

and Rakon Investment HK Limited. These are not operating segments and are not separately

included in reports provided to the CODM. Also included are the head office, and group sales

and marketing services segments. These are reported separately to the CODM.

c. Reconciliation of Underlying EBITDA to net profit after tax for the year

Underlying EBITDA is a non-GAAP measure that has not been presented in accordance with GAAP.

The Directors present Underlying EBITDA as a useful non-GAAP measure to investors, in order

to understand the underlying operating performance of the Group and each operating segment,

before the adjustment of specific cash and non-cash items and before cash impacts relating to

the capital structure and tax position. Underlying EBITDA is considered by the Directors to be the

closest measure of how each operating segment within the Group is performing. Management

uses the non-GAAP measure of Underlying EBITDA internally to assess the underlying operating

performance of the Group and each operating segment.

Continuing operationsNote

2024

$000s

2023

$000s

Underlying EBITDA13,45642,182

Depreciation and amortisation6(8,132)(7,777)

Adjustment for associate share of interest, tax and

depreciation(1,642)(2,100)

Finance costs – net9(133)(520)

Long term incentive scheme29(643)(376)

One-off costs relating to acquisition proposal6(2,206)–

Other non-cash items(353)(46)

Profit before income tax34731,363

Income tax benefit/(expense)214,168(8,144)

Net profit after tax for the year4,51523,219

76

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

5. REVENUE
The Group designs, manufactures and sells frequency control solutions for a wide range of

applications. Revenue is derived from the transfer of goods over time and also at a point in time

at an amount that reflects the consideration the Group expects to be entitled to in exchange

for products and services excluding any applicable taxes. Arrangements are agreed with the

customers, set out in the terms and conditions which cover the pricing, settlement of liabilities,

return policies and any other negotiated performance obligations.

Typically, control transfers to the customer at the same time as the legal title of the product

is passed to the customer. This is usually on terms of delivery of the product. The transaction

price includes all amounts that the Group expects to be entitled to, net of any sales taxes.

A receivable is recognised based on the delivery terms of the products as this is the point in time

when the consideration is unconditional.

Sale of products – at a point in time

The Group recognises revenue when the performance obligations are satisfied by transferring

control of products to the customer based on the specified contract price.

Products and services transferred over time – France HiRel segment

For certain contracts in the France HiRel segment, the revenue is recognised over time as the

Group’s performance creates an asset, which does not have an alternative use to the Group, and the

Group has an enforceable right to be paid for work completed to date. The Group applies judgement

by using the percentage-of-completion method to determine the appropriate amount to recognise

in a given period. The stage of completion is measured by reference to the contract costs incurred

up to the end of the reporting period as a percentage of total estimated costs for each contract.

In case of fixed price contracts, payments are received from the customer based on an agreed

payment schedule. A contract liability is recognised when the payments exceed estimated work

completed, and contract asset when estimated work completed exceeds payments.

a. Reportable segment revenue from contracts with customers

31 March 2024

NZ

$000s

France/

India

$000s

France

HiRel

$000s

Other

1

$000s

Total

$000s

Products transferred at a point in time72,96335,41322,010(7,277)123,109

Products and services transferred

over time––4,901–4,901

Sales to external customers72,96335,41326,911(7,277)128,010

31 March 2023

NZ

$000s

France/

India

$000s

France

HiRel

$000s

Other

1

$000s

Total

$000s

Products transferred at a point in time123,83242,40719,437(8,229)177,447

Products and services transferred

over time––2,887–2,887

Sales to external customers123,83242,40722,324(8,229)180,334

1

Revenue is losses on cash flow currency hedges. The Group’s treasury function is carried out centrally at head

office in New Zealand, refer note 25.

77

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

b. Revenue by geography
The Group’s trading revenue is derived in the following regions. Revenue is allocated based on the

country in which the customer is located.

2024

$000s

2023

$000s

Asia52,70782,516

North America47,77361,892

Europe25,51630,750

Others2,0145,176

Total segment revenue by geography128,010180,334

c. Assets and liabilities related to contracts with customers

The Group has recognised the following assets and liabilities related to contracts with customers in

France HiRel segment.

2024

$000s

2023

$000s

Total current contract assets4,029952

Total current contract liabilities(360)(872)

3,66980

The contract assets have increased as the Group has provided services ahead of the agreed payment

schedules. Customer contracts liabilities are payments received in advance for subsequent delivery

of services and goods to the customers. In prior year $872,000 was recognised as customer contract

liabilities, and is recognised as revenue in the year ended 31 March 2024. The remaining

performance obligations at 31 March 2024 have an expected duration of less than a year.

The performance obligation of the products and services transferred over time that were in progress

at 31 March 2023 were mainly completed during the year, with the exception of $87,000 relating

to one project. This is expected to be finalised in 2025. The remaining performance obligations at

31 March 2024 have an expected duration of less than a year. As a consequence, the Group does

not adjust any of the transaction prices for the time value of money.

6. EXPENDITURE INCLUDED IN NET PROFIT

Additional information in respect of expenses included in the Consolidated Statement of

Comprehensive Income is as follows:

a. Breakdown of expenses by nature

Employee benefit expenses

2024

$000s

2023

$000s

Wages and salaries54,24056,073

Redundancy costs305489

Contributions to defined plans907814

Increase in liability for retirement plan (note 20)310169

Increase in liability for long service leave (note 20)232114

Long term incentive plan (note 29)643376

Total employee benefit expenses56,63758,035

Depreciation and amortisation

2024

$000s

2023

$000s

Depreciation on property, plant and equipment (note 13)5,3064,336

Amortisation on intangible assets (note 14)9521,235

Depreciation on right-of-use assets (note 15)1,8742,206

Total depreciation and amortisation8,1327,777

Research and development

2024

$000s

2023

$000s

Research and development expenses20,65419,522

Research and development government grant(1,868)(1,309)

Research and development tax credit(1,102)(1,234)

Net research and development expense17,68416,979

78

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Fees to the auditors
2024

$000s

2023

$000s

Audit and review of financial statements

PwC New Zealand 566 478

PwC France 134 115

PwC India 44 42

PwC 744 635

BDO Limited (Hong Kong)

1

32 14

T S Tay Public Accounting Corporation (Singapore)

1

1011

MHA MacIntyre Hudson (UK)

1

4438

Total audit and review fees 830 698

Assurance and audit related services

2024

$000s

2023

$000s

Performed by PwC India

Certification of expenditure for the purposes of the Production

Linked Incentive Scheme 16 –

Total assurance and audit related services 16 –

Other services

Performed by PwC New Zealand

Access to training material through an on-line platform 1 –

Agreed-upon procedures in relation to India’s Scheme for

Promotion of Manufacturing of Electronical Components

and Semiconductors (SPECS) 7–

Total other services fees8 –

Total fees paid to auditors 854 698

1

The fee relates to the annual audit of the local territory financial statements.

Employee benefits expenses

Employee entitlements to salaries, wages and annual leave to be settled within 12 months of

balance date represent present obligations resulting from employees’ services provided up to the

balance date. These are calculated at undiscounted amounts based on remuneration rates that the

Group expects to pay.

Superannuation schemes

The Group’s New Zealand and overseas operations participate in their respective government

superannuation schemes. Where the Group is required to pay fixed contributions into a separate

entity, the Group has no legal or constructive obligations to pay further contributions if the fund

does not have sufficient assets to pay all employees the benefits relating to the employee service

in the current and prior periods. The contributions are recognised as an employee benefit expense

when they are due.

Acquisition proposal - costs related to indictive offer

The Group has incurred $2,206,000 in legal, consulting, additional directors’ fee and employee

retention costs. These are recorded in general administration cost under operating expenses.

Research and development

Expenditure on research activities has been undertaken with the prospect of gaining new scientific

or technical knowledge and understanding. Any research and development taxation credits and

government grant funding for research and development are recognised when eligibility criteria

have been met and there is a reasonable assurance that tax credits and the grants will be received.

Grants and tax credits from governments are recognised at their fair value. The research and

development grants and tax credits are recognised in trade and other receivables (note 11), and

in the Consolidated Statement of Comprehensive Income. Government grants are offset against

the related expenses over the periods in which those costs are recognised.

79

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

7. OTHER OPERATING INCOME
Revenue from activities which are not related to principal activities of the Group:

2024

$000s

2023

$000s

Other income341281

Sale of raw materials944

Covid-19 government assistance

1

–76

Total other operating income350401

1

Eligible New Zealand Covid leave support subsidy

8. OTHER GAINS/(LOSSES) – NET

2024

$000s

2023

$000s

Gain/(loss) on disposal of property, plant and equipment,

and intangible assets8(33)

Foreign exchange gains/(losses) – net

Forward foreign exchange contracts

Financial asset at fair value through profit or loss(1,345)(880)

Revaluation of foreign denominated monetary assets and liabilities

1

5,4293,882

Total foreign exchange gains/(losses) – net4,0843,002

Total other gains/(losses) – net4,0922,969

1

Includes realised and unrealised gains/(losses) arising from accounts receivable and accounts payable.

9. NET FINANCE (COSTS)/INCOME

Interest income and costs are recognised in the Consolidated Statement of Comprehensive Income

as it accrues, using the effective interest rate applicable.

2024

$000s

2023

$000s

Finance income

Interest income529371

Finance costs

Interest expense on borrowings(309)(596)

Unwinding of lease make good provision(19)(17)

Interest on lease liabilities (note 15) (334)(278)

Total finance costs(662)(891)

Net finance costs(133)(520)

Interest expense rate

The average interest rate was as follows. Additional information on borrowings is presented in

note 18.

• ASB facility in New Zealand 8.57% – (2023: 7.23%)

• HDFC Bank in India 9.15% (2023: 8.75%)

• Crédit Agricole Provence Côte D’Azur facility in France 0.55% (2023: 0.55%)

• BPI France 7.2%

80

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

10. CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise of cash balances, call deposits, and other short-term highly

liquid investments with original maturities of three months or less, that are readily convertible to

known amounts of cash and which are subject to an insignificant risk of changes in value, and bank

overdrafts. Bank overdrafts are shown separately from borrowings on the Consolidated Balance

Sheet. The Group did not have any overdraft balance.

2024

$000s

2023

$000s

Cash at bank and on hand17,83121,717

11. TRADE AND OTHER RECEIVABLES

Trade and other receivables are recognised initially at the amount of consideration that is

unconditional and subsequently measured at amortised cost using the effective interest method.

Due to the short-term nature of the trade and other receivables, their carrying amount is considered

to be the same as their fair value.

Trade receivables are amounts due from customers, who are considered of acceptable credit quality,

for products or services performed in the ordinary course of the business and are non-interest

bearing. They are generally due for settlement within 30 to 120 days.

The Group has established credit policies under which each new customer is analysed individually

for credit-worthiness before payment and delivery terms and conditions are agreed. The Group’s

review includes trade references and external ratings, where appropriate and in some cases bank

references. Purchase limits are established for each customer, which represents the maximum open

amount; these limits are reviewed periodically. Customers that fail to meet the Group’s benchmark

credit-worthiness may transact with the Group only on a prepayment basis.

The trade receivables balances included $9,873,000 (2023: $13,506,000) representing 28%

(2023: 31%) due from the Group’s three largest customers. The balances due from these customers

are current and are considered a low credit risk to the Group.

The maximum exposure to credit risk at balance date is the carrying value of each class of

receivable mentioned below. The Group does not hold any collateral as security.

a. Trade and other receivables balances

2024

$000s

2023

$000s

Trade receivables34,72742,961

Less: allowance for expected credit loss(705)(1,202)

Net trade receivables34,02241,759

Prepayments1,7431,528

GST/VAT receivable478816

Receivables from related parties (note 28)245223

Other receivables

1

18,16710,710

Total trade and other receivables54,65555,036

Less non-current other receivables

1

2,7193,615

Current trade and other receivables51,93651,421

1

Other receivables includes research and development related tax credits and government grants, deposits held by

bank for guarantees, revenue cut-off adjustment and prepaid expenses.

b. Allowance for expected credit loss

Impairment losses on trade receivables are presented as net impairment losses within operating

profit. Trade receivables are written off when considered to have become uncollectable. Subsequent

recoveries of amounts previously written off are credited against the same line item.

The Group applies the NZ IFRS 9 Financial Instruments simplified approach to measure the

expected credit loss provision that uses a lifetime expected loss allowance for all trade receivables

and contract assets. The management applies judgement based on the historical credit losses,

customer aging, and forward-looking information on factors affecting the ability of the customers

to settle the receivables to calculate allowance for expected credit loss.

81

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

The loss allowance was determined as follows:
Current

$000s

Less than

30 days

past due

$000s

30 days to

120 days

past due

$000s

More than

120 days

past due

$000s

Total

$000s

As at 31 March 2024

Gross carrying amount of trade receivables 28,5383,9561,89334034,727

Expected loss rate 0.41%2.02%8.93%100.00%

Allowance for the expected credit loss11680169340705

As at 31 March 2023

Gross carrying amount of trade receivables 34,0445,7062,91851643,184

Expected loss rate 0.61%3.43%15.08%69.64%

Allowance for the expected credit loss2071964403591,202

The reconciliation of the loss allowance is as follows:

2024

$000s

2023

$000s

Opening balance1,2021,002

(Decrease)/increase in allowance recognised in profit or loss during the year(507)222

Receivables written off during the year2(50)

Foreign exchange difference828

Allowance for expected credit loss7051,202

Trade receivables are written-off where all reasonable effort to collect the overdue have been

exhausted. Indicators that there is no expectation of recovery include failure of an overdue debtor

to engage in an agreed repayment plan.

12. INVENTORIES

Inventories are stated at the lower of cost (weighted average cost for raw materials, and standard

costs for finished goods) or net realisable value. Standard costs comprise direct materials, direct

labour and appropriate proportion of variable and fixed overhead expenditure, the latter being

allocated on the basis of normal operating capacity. Net realisable value is the estimated selling

price in the ordinary course of business, less the estimated costs of completion and selling expenses.

a. Inventory classification and balances

2024

$000s

2023

$000s

Raw materials21,26825,272

Work in progress25,54827,681

Finished goods8,0909,661

Total inventories54,90662,614

b. Amounts recognised in profit and loss

Inventories recognised as an expense during the year amounted to $57,725,000 (2023: $79,095,000).

Write-downs of inventories to net realisable value amounted to $3,000 (2023: $9,000). An additional

inventory provision of $515,000 was incurred during the year (2023: $2,835,000), and unused

provision of $52,000 (2023: Nil) reversed. These were included in the cost of sales.

c. Inventory provision

In recognising the provision for inventory, material judgement has been applied by considering

a range of factors including the expected future consumptions.

An inventory provision of $6,891,000 (2023: $7,512,000) is included in the inventory balances

above. The carrying value of inventory items were reviewed in detail with adjustments to provisions

made largely on an item-by-item basis.

During the year $942,000 (2023: $2,253,000) of provisioned inventory was scrapped.

82

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

13. PROPERTY, PLANT AND EQUIPMENT
The Group recognises the cost of an item as property, plant and equipment only if it is probable

that future economic benefits associated with the item will flow to the entity, and the cost of the

item can be measured reliably.

a. Cost

The cost of purchased property, plant and equipment is the value of the consideration given to

acquire the assets and the value of other directly attributable costs, which have been incurred in

bringing the assets to the location and condition necessary for their intended service. The initial

estimate of the costs of dismantling and removing the items and restoring the site on which it

is located is also included in the cost. Where parts of an item of property, plant and equipment

have different useful lives, they are accounted for as separate items. The costs of day-to-day

maintenance of an asset are not included in the carrying amount of the asset but expensed

when incurred.

After initial recognition, the property, plant and equipment are stated at cost, less accumulated

depreciation and any impairment losses.

b. Depreciation methods and useful lives

Depreciation of property, plant and equipment, other than freehold land, is calculated on a straight-

line basis to expense the cost of the assets to their expected residual values over their useful lives

as follows:

LandNil

Buildings15 – 30 years

Leasehold improvements5 – 25 years

Plant and equipment1 – 20 years

Computer hardware1 – 10 years

Furniture and fittings3 – 20 years

Assets under constructionNil

The assets’ residual values and useful lives are reviewed, and adjusted if applicable at each

balance date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying

amount and are recognised within the ‘other gains/(losses) – net’ in the Consolidated Statement

of Comprehensive Income.

c. New Rakon India manufacturing facility

On 14 June 2023, the new state of the art research and manufacturing Centre of Excellence, located

in the SEZ Aerospace Park, Bengaluru (Bangalore) was inaugurated.

83

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

d. Property, plant and equipment breakdown
Land and

buildings

$000s

Leasehold

improve–

ments

$000s

Plant and

equipment

$000s

Computer

hardware

$000s

Other

$000s

Assets

under

construction

$000s

Total

$000s

At 31 March 2022

Cost 2,75010,946105,5485,0612,5924,448131,345

Accumulated depreciation

& impairment(381)(9,188)(93,804)(4,298)(2,286)– (109,957)

Net book value2,3691,75811,7447633064,44821,388

Year ended 31 March 2023

Opening net book value 2,3691,75811,7447633064,44821,388

Foreign exchange

differences68(14)2511414(330)3

Additions392602,76267726613,33817,342

Disposals– (726)(4,787)(408)(113)(8)(6,042)

Depreciation charge(66)(268)(3,457)(504)(41)– (4,336)

Depreciation reversal

on disposals–7254,766401113–6,005

Transfers(97)743,0404018(3,075)–

Transfers from intangibles––31––(4)27

Closing net book amounts2,3131,80914,35098356314,36934,387

At 31 March 2023

Cost 2,79710,767108,4885,5512,86214,369144,834

Accumulated depreciation

& impairment(484)(8,958)(94,138)(4,568)(2,299)– (110,447)

Net book value2,3131,80914,35098356314,36934,387

Land and

buildings

$000s

Leasehold

improve–

ments

$000s

Plant and

equipment

$000s

Computer

hardware

$000s

Other

$000s

Assets

under

construction

$000s

Total

$000s

At 31 March 2023

Cost 2,79710,767108,4885,5512,86214,369144,834

Accumulated depreciation

& impairment(484)(8,958)(94,138)(4,568)(2,299)– (110,447)

Net book value2,3131,80914,35098356314,36934,387

Year ended 31 March 2024

Opening net book value 2,3131,80914,35098356314,36934,387

Foreign exchange

differences1286220425170571

Additions1,5436835,3315881,1013,46912,715

Disposals– (1,395)(5,508)(60)(238)(949)(8,150)

Depreciation charge(70)(306)(4,323)(561)(46)– (5,306)

Depreciation reversal

on disposals(228)1,2204,940(125)119–5,926

Transfers5,361635,498148115(11,185)–

Closing net book amounts9,0472,13620,4929751,6195,87440,143

At 31 March 2024

Cost 9,82910,180114,0146,2293,8465,874149,972

Accumulated depreciation

& impairment(782)(8,044)(93,522)(5,254)(2,227)– (109,829)

Net book value9,0472,13620,4929751,6195,87440,143

84

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

14. INTANGIBLE ASSETS
The Group recognises intangible assets where it is able to demonstrate control on the asset to

obtain future economic benefit. The Group also recognises internally generated intangible assets

arising from development phase of an internal project if following conditions are demonstrated:

• the technical feasibility and the intention to complete the intangible asset

• how the intangible asset will generate probable future economic benefits

• the availability of adequate technical, financial and other resources to complete

the development and to use the intangible asset

• ability to measure reliably the expenditure attributable to the intangible asset during

its development

a. Cost

Identifiable intangible assets that are acquired or developed by the Group are stated at cost less

accumulated amortisation and impairment losses. Subsequent expenditure on intangible assets

is capitalised only when it increases the future economic benefits embodied in the specific asset

to which it relates. All other expenditure is expensed as incurred.

b. Amortisation and useful lives

Amortisation is charged to the ‘operating expenses’ in the Consolidated Statement of

Comprehensive Income on a straight-line basis over the estimated useful lives as follows:

GoodwillNil

Patents20 years

Software3 – 10 years

Product development3 – 10 years

Assets under constructionNil


c. Intangible breakdown


Goodwill

$000s

Patents

$000s

Software

$000s

Product

development

$000s

Assets under

construction

$000s

Total

$000s

At 31 March 2022

Cost 1,2933,2439,18617,76487632,362

Accumulated amortisation

& impairment–(2,600)(8,399)(14,199)– (25,198)

Net book value1,2936437873,5658767,164

Year ended 31 March 2023

Opening net book value 1,2936437873,5658767,164

Foreign exchange

differences–38765312422

Additions –101934297241,356

Disposals––(198)(2,719)–(2,917)

Amortisation charge––(428)(807)–(1,235)

Amortisation reversal

on disposals––1902,718–2,908

Transfers–––173(173)–

Transfers from property,

plant & equipment––4–(31)(27)

Closing net book amounts1,2936915553,4241,7087,671

At 31 March 2023

Cost 1,2933,4199,33516,5701,70832,325

Accumulated amortisation

& impairment–(2,728)(8,780)(13,146)– (24,654)

Net book value1,2936915553,4241,7087,671

85

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS


Goodwill

$000s

Patents

$000s

Software

$000s

Product

development

$000s

Assets under

construction

$000s

Total

$000s

Year ended 31 March 2024

Opening net book value 1,2936915553,4241,7087,671

Foreign exchange

differences–(176)(138)112–(202)

Additions –2291675013,4174,314

Disposals–––(154)(3)(157)

Amortisation charge––(212)(740)–(952)

Amortisation reversal

on disposals___150–150

Transfers–––47(47)–

Closing net book amounts1,2937443723,3405,07510,824

At 31 March 2024

Cost 1,2933,6489,50617,5595,07537,081

Accumulated amortisation

& impairment–(2,904)(9,134)(14,219)– (26,257)

Net book value1,2937443723,3405,07510,824

d. Software

The Group may design and develop identifiable and unique software products for their use. These

are recognised as intangible assets where the capitalisation criteria are met. Directly attributable

costs that are capitalised as part of the software include employee costs and an appropriate

portion of relevant overheads. Capitalised development costs are recorded as intangible assets and

amortised from the point at which the asset is ready for use. Software-as-a-Service related costs

are expensed as incurred unless they are paid to the suppliers or subcontractors of the suppliers for

configuration and customisation.

e. Product development

Expenditure on development activities, whereby research findings are applied to a plan or design

for the production of new or substantially improved products and processes, is capitalised based

on judgement if the product or process is technically and commercially feasible and the Group has

sufficient resources to complete development. Other development expenditure is recognised in the

Consolidated Statement of Comprehensive Income as an expense when incurred.

Total capitalised development costs are $8.4m (2023: $5.1m) at balance date, made up of product

development assets and assets under construction. During the year, specific product development

projects and projects in progress were reviewed for recoverability based on the expected cash

flows to be generated by the projects. The expected cash flows supported the carrying values

and no impairment was recorded.

The Group estimates the useful life of the new product development assets based on the

material judgement of the technical advancements of such assets and experiences with similar

assets. The actual useful life may be shorter or longer depending on technical innovations and

competitor actions.

f. Impairment tests for goodwill and the cash generating units (CGUs)

Goodwill is attributed to business units acquired through business combination and represents the

excess of the acquisition cost over the fair value of the acquired net assets. Goodwill is allocated to

cash-generating units (CGU) and is tested annually for impairment, or more frequently if there is an

impairment indicator. The business units are determined to be the CGUs of the Group.

The current balance of goodwill was generated on 2 May 2018, when the Group acquired

the remaining 51% of the issued shares it did not own in Centum Rakon India Private Limited,

a previously held joint venture. Subsequent to acquisition, the name of the investment was

changed to Rakon India Private Limited.

86

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Impairment tests for CGUs within the Group
The carrying amounts of the Group’s other non-financial assets are reviewed at each balance date

to determine whether there is any indication of impairment. If an indicator of impairment exists, the

asset’s or CGU’s recoverable amount is estimated being the higher of an asset’s fair value less costs

to sell and the asset’s value in use (VIU). An impairment loss is recognised whenever the carrying

amount of an asset or its CGU exceeds its recoverable amount. Impairment losses are recognised in

the Consolidated Statement of Comprehensive Income. Impairment losses recognised in respect of

CGUs are allocated first to reduce the carrying amount of any goodwill allocated to CGUs and then,

to reduce the carrying amount of the other assets in the unit on a pro rata basis. An impairment loss

is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount

that would have been determined, net of depreciation or amortisation, if no impairment loss had

been recognised. Accumulated impairment losses on goodwill are not reversed.

As at 31 March 2024, the Group concluded that there were no indicators of impairment relating to

the New Zealand, France, India and China CGU, same as the prior year. In making this assessment

management and the Directors considered factors including the current profitability of the Group,

the market capitalisation value of the Company in comparison to the Group’s net asset value, and

expected future profitability.

Goodwill

The Group has undertaken an impairment review and have concluded that the goodwill is

not impaired based on the current and future expected trading performance of Rakon India.

The calculation uses cash flow forecasts approved by the Board of Directors covering a five-year

period. Cash flows beyond the five year period are extrapolated using estimated terminal growth

rate which is consistent with the long term average growth rate observed by the Group. Based

on the assumptions below no impairment of goodwill has been recognised in the Consolidated

Statement of Comprehensive Income.

The forecasts used in impairment testing require assumptions and judgements about the future

which are inherently uncertain. Key assumptions are those to which the model is most sensitive

to. No reasonable adverse changes in the key assumptions would result in the carrying amount

to exceed the recoverable value.

Key assumptions used in the VIU calculation

2024AssumptionRange5 Year CAGR

IndiaAnnual sales growth rate

1

5% to 100%35.2%

Gross margin %

2

26% to 32%n/a

2023AssumptionRange5 Year CAGR

IndiaAnnual sales growth rate

1

4% to 21%8.6%

Gross margin %

2

28% to 36%n/a

1 Sales growth – Management has forecasted sales to grow over the period of the cash flow

projection, due to a combination of factors including industry forecasts for the key market

segments in which Rakon India operates, future product innovation and estimations of its own

share of the market reflective of the quality of its product range and technology advantages.

2 Gross margin – Management forecasted gross margin based on past performance and

its expectations of market development. Anticipated industry trends, product innovations,

manufacturing efficiency and raw material cost improvements have also been factored

into these gross margin assumptions.

Growth Rate and Discount Rate

The pre-tax discount rate used of 22.6% (2023: 24.6%). The terminal value within the VIU

assessment has been calculated using a terminal growth rate assumption of 2.5% (2023: 2.5%).

87

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

15. LEASES
Right-of-use assets and lease liabilities arising from a lease are initially measured at present value

by discounting the future lease payments using the interest rate implicit to the lease. Where it

is difficult to determine the implicit interest rate, the incremental borrowing rate is used. The

incremental borrowing rate is determined by using where possible, a recent third-party financing

received as a starting point and adjusted for any changes since finance was received. If not, a build-

up approach is used where the risk-free interest rate is adjusted for credit risk for leases and specific

to the lease terms.

Lease payments are allocated between the principal and finance cost. Right-of-use assets are

depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.

The Group leases various properties, equipment and cars. Lease terms are negotiated on an

individual basis and contain a wide range of different terms and conditions. The leases do not

impose any covenants, and leased assets are not used as security for borrowings.

The Group’s lease agreements are for 12 months to 5 years and may have extension options

exercisable by the Group. Management applied judgement to determine the lease term for contracts

that include renewal options. The lease term assessment may significantly affect the amounts

recognised for lease liabilities and right-of-use assets. The Group has considered all facts and

circumstances in their decisions relating to lease extension options and have included all extension

options for the manufacturing facilities and offices in the calculations. The costs and business

disruption were considered material factors in this decision.

The lease term is reassessed if an option is exercised or terminated. The lease assets and liabilities

do not include potential future increases in variable lease payments based on an index. The lease

liability is reassessed when these increases occur and are adjusted against the right-of-use asset.

The total cash outflow for leases was $2,072,000 (2023: $2,472,000).

a. Right-of-use assets

Properties

$000s

Equipment

$000s

Motor

vehicle

$000s

Total

$000s

As at 31 March 2023

Cost10,7741522310,949

Accumulated depreciation(7,411)(86)(17)(7,514)

Net book value3,3636663,435

Opening net book value3,3636663,435

Foreign exchange difference14(66)–(52)

Additions 1,803––1,803

Modifications(914)––(914)

Disposals(1,448)(53)– (1,501)

Depreciation charge(1,868)–(6)(1,874)

Depreciation reversal on disposals & modification5,21653–5,269

Closing net book value6,166––6,166

As at 31 March 2024

Cost10,2861522310,461

Accumulated depreciation(4,120)(152)(23)(4,295)

Net book value6,166––6,166

88

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

b. Lease liabilities
2024

$000s

2023

$000s

Opening balance4,0695,480

Movements during the year

Additions 1,803648

Accertion on interest334278

Modifications2,719–

Payments(2,072)(2,472)

Foreign exchange difference(80)135

Closing value6,7734,069

Current and non-current lease liabilities

2024

$000s

2023

$000s

Current1,8171,562

Non-Current4,9562,507

6,7734,069

16. INTEREST IN ASSOCIATES

Associates are entities over which the Group has significant influence but not control, generally

accompanying a shareholding of between 20% and 50% of the voting rights. The Group’s

associates are accounted for using the equity method. Under the equity method of accounting,

the investments are initially recognised at cost and adjusted thereafter to recognise the Group’s

share of the post-acquisition profits or losses of the associates in the Consolidated Statement

of Comprehensive Income. Dividends received or receivable from associates are recognised as

a reduction in the carrying amount of the investment. Unrealised gains on transactions between

the Group and its associates are eliminated to the extent of the Group’s interest in these entities.

Unrealised losses are also eliminated unless the transaction provides evidence of an impairment

of the asset transferred.

Set out below is the significant associate of the Group. The entities listed below have share

capital consisting solely of ordinary shares, which are held directly by the Group. The proportion

of ownership interest is the same as the proportion of voting rights held.

a. Timemaker

Chengdu Timemaker Crystal Technology Co. Limited (Timemaker) is the world’s largest quartz

blank manufacturer and a key supplier to Rakon. The tables below provide summarised financial

information for Timemaker. The information disclosed reflects the amounts presented in the financial

statements of the associate and not the Group’s share of those amounts. They have been amended

to reflect adjustments made by the entity when using the equity method, including fair value

adjustments and modifications for differences in accounting policy.

The Company is entitled to two seats on the board of Timemaker which are filled by Brent

Robinson and Darren Robinson, and they participate in significant financial and operating

decisions as necessary. The Group therefore determined that it has significant influence based

on the representations by Brent Robinson and Darren Robinson in their governance duties

over Timemaker.

89

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

% of
ownership

interest

Net investment

Equity

accounted profit

Name of entity

Country of

incorporation

Nature of

relationship

Measurement

method

2024

$000s

2023

$000s

2024

$000s

2023

$000s20242023

Chengdu

Timemaker

Crystal

Technology

Co. Ltd

China37%37%Associate

Equity

method

11,95314,154(2,333)(1,460)

Timemaker

2024

$000s

2023

$000s

Summarised Statement of Comprehensive Income

Revenue35,90637,211

Depreciation and amortisation(4,557)(4,235)

Interest expenses(2,050)(1,923)

Loss for the period(6,331)(3,977)

Timemaker

2024

$000s

2023

$000s

Summarised Balance Sheet

Current assets

Cash & cash equivalents3,0593,320

Other current assets36,35239,032

Total current assets39,41142,352

Non-current assets42,17143,560

Current liabilities

Financial liabilities (excluding trade payables)29,28126,720

Other current liabilities17,64117,227

Total current liabilities46,92243,947

Non-current liabilities

Other non-current liabilities4,1265,496

Total non-current liabilities4,1265,496

Net assets30,53436,469

90

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Timemaker
2024

$000s

2023

$000s

Reconciliation of net assets to carrying amount

Rakon's share in %37%37%

Rakon's share of associate's net assets11,31913,520

Investment diluted634634

Carrying amount11,95314,154

Movement in carrying amount

Opening net assets 1 April14,15416,172

Dividend–(176)

Equity accounted loss(2,332)(1,460)

Foreign exchange movement131(382)

Carrying amount11,95314,154

17. FINANCIAL ASSET AT FAIR VALUE THROUGH OTHER COMPREHENSIVE

INCOME – THINXTRA

The Group elected to present changes in fair value of its investment in other comprehensive income

(FVOCI).

The investment is a strategic investment which is not held for trading, and which the Group has

irrevocably elected the classification at initial recognition, considering this to be more relevant. For

assets measured at FVOCI, gains and losses on revaluation are recorded in OCI reserve. On disposal

of this investments, any related balance within the OCI reserve is reclassified to retained earnings.

a. Thinxtra

Thinxtra Pty Limited (Thinxtra) is an ‘Internet of Things’ (IoT) business that started in 2016.

Thinxtra’s focus is on establishing an IoT network in Australia, New Zealand and Hong Kong

and providing products, services and solutions enabling connectivity of devices to the network.

Thinxtra’s business model is based on subscription for access to the network, platform solutions

and the sale of IoT products. Further information is available at www.thinxtra.com.

Rakon was one of the founding members of Thinxtra in 2016, and has a 7.0% ownership interest

at 31 March 2024 (31 March 2023: 7.0%). This is calculated on a fully diluted basis including the

exercise of any existing options.

The Directors adopted a valuation of A$366,000 or A$0.47 per share as at 31 March 2024 (31

March 2023: A$1.8 million or A$2.29 per share).

b. Valuation of the investment in Thinxtra at 31 March 2024

The Directors have considered whether there is an active market in Thinxtra to estimate the fair

value of the investment with particular reference to historical capital raised. The Directors concluded

that there is not an active market. Consequently, the Directors classified the Thinxtra investment

as a level 3 valuation. Financial instruments are classified as level 3 only if one or more of the key

judgements and inputs for the valuation is not based on observable market data.

91

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Recognising the significant estimation uncertainty, the Directors anticipate that the valuation will
evolve significantly over time. Several factors contribute to this uncertainty:

• Thinxtra is in its early stage of maturity.

• The IoT market and ecosystem in which it operates are still developing.

• Historical capital raises have shown a reduction in expected maximum enterprise values.

• As a private company, the shares of Thinxtra are not actively traded.

• The company’s actual performance continues to track behind available historical forecasts.

The Directors reviewed all available information to them as of 31 March 2024 and concluded

that the previous valuation methodology, which relied on the February 2020 capital raise price

of A$2.29 per share is no longer appropriate. Determinative points include Thinxtra continuing to

not meet forecast performance, the likely reliance on the raising of additional funds during calendar

year 2024 and the two convertible notes which were due to mature in 2023 having had their

maturities extended to March 2025.

In the current year, the Directors performed a valuation based on revenue multiples and recent

revenue achieved. This approach resulted in low and high valuation scenarios, with a midpoint

valuation adopted and led to a reduction of NZ$1.5m in fair value as of 31 March 2024 reflected

in the other comprehensive income valuation reserve.

Low

scenario

High

scenario

RevenueA$5.5mA$5.9m

Industry revenue multiple1.321.88

Minority discount40%15%

Valuation A$0.2mA$0.6m

The Directors continue to hold the view that the investment still retains value, recognising the

growth of the overall IoT market and Thinxtra’s successful history of raising funds. The Directors

also understand that significant changes in key judgments could have a significant effect on the

valuation and will continue to assess the value of the investment as new information arises.

18. BORROWINGS

The borrowings are initially recognised at fair value and subsequently measured at amortised cost.

Fees paid are recognised in the Consolidated Statement of Comprehensive Income when the draw

down occurs. Borrowings are removed from the Consolidated Balance Sheet when the obligation

specified in the contract is discharged, cancelled or expired. Borrowings are classified as current

liabilities unless the Group has an unconditional right to defer settlement of the liability for at least

12 months after balance date.

The Group is reliant on its bank facilities and equity as the principal sources of capital management.

The ability of the Group to remain in compliance with its banking covenants and/or maintain an

adequate cash balance has been considered by the Directors in the adoption of the going concern

assumption during the preparation of these consolidated financial statements.

a. Line of credits

The Group maintains following line of credits:


2024

$000s

2023

$000s

Current

French Government loan1,3311,513

Other borrowings108122

Total current borrowings1,4391,635

Non-current

French Government loan2,2373,450

Other borrowings

1

2,921150

Non-current borrowings5,1583,600

1

Funding used for bridging the timing between receiving and claiming French R&D tax credits has been

reclassified as borrowing. Previously reported as net-off asset.

92

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

ASB
The Company has access to a working capital facility of $10 million with ASB. The facility is

guaranteed by the Company. ASB has also applied certain financial undertakings on the Company.

During the year the Company operated within its required financial covenants. The facility was

reviewed and closed after year end, refer to note 31.

HDFC Bank

Rakon India has a credit facility with HDFC bank including ₹200m (NZ$4,000,000) that can be

used for funding working capital requirements. The facility is secured by inventories and debtors.

The interest rate for the credit facility is 9.15% and at year end it remained undrawn.

Crédit Agricole Provence Côte D’Azur

The bank borrowings include a balance of €2.0m French government backed loan that was made

available to Rakon France (2023: €2.9m). In May 2021, the Company exercised its option to extend

this loan for a further five years. Repayment of the loan is spread equally over the final four years

to June 2026. The effective interest rate is 0.55% for the five year term of the loan. This loan has

certain restrictions that limits it to be used for working capital/treasury support for the French

business. There are no covenants on the loan and no additional security is required.

BPI France

BPI France is a French public sector investment bank which provides Rakon France advance

funding of up to 80% of R&D tax credit claim. Rakon France assigns the R&D tax credit receivable

to BPI as security. The payable to BPI is settled when the claim is paid by the French government.

As at 31 March 2024, the total amount owed by Rakon France was €1.6m (NZ$2.9m).

b. Borrowings balance

Refer to note 25 for the exposure of the Group’s bank borrowings to interest rate changes and

the contractual re-pricing dates at the balance date.

c. Borrowings costs

Borrowing costs that are directly attributable to the acquisition, construction or production

of a qualifying asset are capitalised. The Group did not have any capitalised borrowing costs.

Other borrowing costs are expensed in the period in which they incur, refer note 9.

d. Net debt reconciliation

Other asset

Liabilities from

financing activities

Cash/ bank

overdraft

$000s

Borrowings

$000s

Leases

$000s

Total

$000s

Balance as at 1 April 202239,229(15,981)(5,480)17,768

Cash flows to reduce liabilities(20,804)–2,472(18,332)

Acquisitions––(648)(648)

Repayment–10,746–10,746

Foreign exchange changes3,292–(135)3,157

Interest on lease liabilities––(278)(278)

Balance as at 31 March 202321,717(5,235)(4,069)12,413

Cash flows to reduce liabilities(4,293)–2,072(2,221)

Acquisitions–(875)(1,803)(2,678)

Modifications––(2,719)(2,719)

Reclassification

1

–(1,923)–(1,923)

Repayment–1,317–1,317

Foreign exchange changes40711980606

Interest on lease liabilities––(334)(334)

Balance as at 31 March 202417,831(6,597)(6,773)4,461

1

Funding used for bridging the timing between receiving and claiming French R&D tax credits has been

reclassified as borrowing. Previously reported as net-off asset.

93

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

19. TRADE AND OTHER PAYABLES
Trade and other payables represent liabilities for goods and services provided to the Group

prior to the end of the financial period, which are unpaid. The carrying amounts are considered

to be the same as fair values, due to their short-term nature. The trade payables are unsecured

and are usually paid within 60 days of recognition. Employee entitlements are liabilities for

wages and salaries, and annual leave in respect to employees’ services up to the reporting

date expected to be settled within 12 months of the reporting date.


2024

$000s

2023

$000s

Trade payables8,24710,802

Amounts due to related parties (note 28)9551,584

Employee entitlements11,64513,091

Accrued expenses4,7184,593

Total trade and other payables25,56530,070

Less non-current other payables–92

Current trade and other payables25,56529,978

20. PROVISIONS

A provision is recognised when the Group has a present legal or constructive obligation as a result

of a past event and it is probable that an outflow of economic benefits, which can be reliably

estimated, will be required to settle the obligation. The carrying value is the best estimate of the

management. If the effect is material, provisions are determined by discounting the expected future

cash flows at a pre-tax rate that reflects current market assessments of the time value of money

and where appropriate, the risks specific to the liability.

Retirement

provision

$000s

Long service

leave

$000s

Restructure

provision

$000s

Lease

make good

$000s

Total

$000s

At 31 March 20222,091642–7153,448

Charged to the Statement of

Comprehensive Income

Additional provisions

recognised1691144494071,139

Unwinding of discount–––1717

Unused amount reversed–(36)––(36)

Used during the year(350)(173)––(523)

Foreign exchange188–––188

At 31 March 20232,0985474491,1394,233

Charged to the Statement of

Comprehensive Income

Additional provisions

recognised310232126–668

Unwinding of discount–––2222

Unused amount reversed–(83)––(83)

Used during the year(186)(109)(466)(109)(870)

Reclassification

1

545192––737

Foreign exchange74–1713104

At 31 March 20242,8417791261,0654,811

Current portion3542261263241,030

Non-current portion2,487553–7413,781

Total provisions2,8417791261,0654,811

1

Accruals and provisions were reassessed and certain accounts were reclassified from Trade and other payables

to Provisions.

94

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

a. Retirement provision
The Group’s net obligation in respect of the French retirement indemnity plan is the amount of

future benefit that employees have earned in return for their service in the current and prior periods.

The obligation is calculated using the projected unit credit method and is discounted to its present

value and the fair value of any related assets is deducted. The French retirement indemnity plan

entitles permanent French employees to a lump sum on retirement. The payment is dependent

on an employee’s final salary and the number of years of service rendered.

French employees are entitled to a retirement pay-out once they have met specific criteria.

This is a one-off payment based on service time at retirement date. A provision has been

created to recognise this cost taking in consideration the time served, probability of attainment

and discount rates. An actuarial valuation was performed at 31 March 2024.

b. Long service leave

The Group’s net obligation in respect of long service leave is the amount of future benefit that

employees have earned in return for their service in the current and prior periods. The obligation

is calculated using the projected unit credit method and is discounted to its present value.

New Zealand employees are entitled to long service leave after the completion of 10 years of

continuous service, in the form of special holidays and allowance. A provision has been created

to recognise this cost, taking into consideration the time served, probability of attainment and

discount rates.

c. Lease make good

The Company is required to restore the leased premises at Mt Wellington, Auckland, New Zealand

and in UK to their original condition at the end of the respective lease terms. A provision is

recognised for the present value of the estimated expenditure required to remove any leasehold

improvements. These costs have been capitalised as part of the cost of leasehold improvements

and are amortised over the lease terms.

During the year, Rakon India moved out of their leased premises resulting in release of provision.

d. Restructure provision

Provision recognised for realignment in UK.

21. TAXATION

The Group is subject to income taxes in several jurisdictions. Judgement is required in determining

the worldwide provision for income taxes and recognition of deferred tax. There are many transactions

and calculations for which the ultimate tax determination is uncertain during the ordinary course

of business. Where the final tax outcome of these matters is different from the amounts that were

initially recorded, such differences will affect the income tax and deferred tax provisions in the

period in which such determination is made.

The current and deferred tax is recognised in the Consolidated Statement of Comprehensive

Income, except to the extent that it relates to items recognised in Statement of Other Comprehensive

Income (OCI), or directly in equity. In this case, the tax is recognised in the OCI or equity, respectively.

a. Income tax expense

Income tax expense is calculated on applicable income tax rate for each jurisdiction, and adjusted by

the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax

losses and adjustments relating to the prior period.


2024

$000s

2023

$000s

Current tax(1,617)(8,788)

Deferred tax expense5,785 644

Income tax benefit/(expense)4,168(8,144)

95

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

The tax on the Group’s result before tax differs from the theoretical amount that would arise using
the weighted average tax rate applicable to the results of the consolidated entities.

Reconciliation of income tax expense

2024

$000s

2023

$000s

Profit before tax 34731,363

Tax calculated at domestic tax rates applicable to profits in the

respective countries122(8,798)

Foreign exchange difference in income tax calculation13648

Non-deductibles305(204)

Non-taxable income(27)21

Expenses deductible for tax purposes44

Add other taxable income(6)–

Prior year adjustment(513)(101)

Associate result reported net of tax(386)(244)

Recognition and utilisation of previously unrecognised tax losses4,5501,191

Tax losses for which no deferred income tax asset was recognised(17)(61)

Income tax benefit/(expense)4,168(8,144)

The weighted average applicable tax rate is -1,201% (2023: 26%). Previously unrecognised French

carried forward losses was partially recognised during the period affecting weighted average

applicable tax rate.

Pillar 2 GloBE tax legislation to incorporate the OECD Model Rules was substantively enacted in

New Zealand on 27 March 2024 with an expected effective date of 1 January 2025. It consists of

a global minimum tax and a subject to tax rule that apply to multinational groups with consolidated

revenue of at least €750 million. These rules are not applicable to the company as the revenue

of the group of company is below the threshold. The Company will continue to monitor the

developments of the Pillar 2 legislations and evaluate the potential impact on the tax position

and financial statements.

b. Deferred tax

Deferred tax is recognised using the liability method on the temporary differences between the tax

bases of assets and liabilities and their carrying amounts. Deferred tax assets are recognised only

if management is certain that the future benefits of the taxable amount will be utilised. Judgement

is required when deferred tax assets are reviewed at each reporting date. The management uses

future forecasts to ascertain future benefits of deferred tax assets.

Property,

plant &

equipment

$000s

Employee

benefits

$000s

Right-of-

use Asset

($000s)

Lease

Liability

($000s)

Other

1

$000s

Future

income tax

benefit

$000s

Total

$000s

At 31 March 2022(611)1,480(1,255)1,430671–1,715

(Charged)/credited

to profit or loss(412)355363(377)715–644

Charged to equity––––1,122–1,122

Foreign exchange

difference4(1)––3(8)(2)

At 31 March 2023(1,019)1,834(892)1,0532,511(8)3,479

(Charged)/credited

to profit or loss(135)(184)(556)524(435)7,4276,641

Tax losses utilised–––––(873)(873)

Charged to equity–49––(299)–(250)

Foreign exchange

difference15––4717

At 31 March 2024(1,153)1,704(1,448)1,5771,7816,5539,014

1

Includes deferred tax arising from financial instruments (cash flow hedges) and inventory provisioning.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset

current tax assets and current tax liabilities and when the deferred income taxes relate to the

same taxation authority.

96

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Deferred income tax assets are recognised for tax losses to the extent that the related tax benefit
is expected to be realised through future taxable profits. Rakon France has carried forward tax

losses of approximately €59m (2023: €69m) that can be used to offset future taxable income.

A deferred tax asset of $3,700,000 (2023: Nil) has been recognised in respect of a portion of

these losses as management considered there to be sufficient future taxable income against which

the tax losses can be offset. The remaining tax losses in Rakon France have remained unrecognised.

c. Imputation balances

Imputation credit account with Inland Revenue:

2024

$000s

2023

$000s

Imputation credit available for use in subsequent periods17,81520,094


22. SHARE CAPITAL

a. Ordinary shares

Ordinary shares are classified as equity. The holder of the ordinary shares present in a meeting or

by proxy is entitled to one vote per share held. The holder is also entitled to participate in dividends,

and to share in the proceeds of winding up the Group in proportion to the number of shares held.

Incremental costs directly attributable to the issue of new shares or options are shown in equity

as a deduction, net of tax, from the proceeds.

At 31 March 2024 the total number of ordinary shares that were authorised and issued, including

treasury shares, is 229,809,013 shares (2023: 229,055,272) made up as follows:

• 227,715,724 are fully paid shares (2023: 226,961,983). During the year, 753,741 shares were

issued under the dividend reinvestment plan.

• 321,972 unpaid ordinary shares were on issue and held in trust on behalf of participants in the

Rakon Share Plan (2023: 321,972)

• 1,771,317 unpaid ordinary shares were held by Rakon ESOP Trustee Limited for future

allocation to participants (2023: 1,771,317)

The share capital balance is $181,592,000 (2023: $181,024,000).

97

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

23. EARNINGS PER SHARE
Earnings per share is the amount of post-tax profit attributable to each share.

a. Basic

20242023

Weighted average number of ordinary shares on issue (000s)227,449226,962

Continuing operations

Earnings attributable to equity holders of the Group ($000s)4,51523,219

Basic earnings per share (cents per share)2.010.2

b. Diluted

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary

shares outstanding to assume conversion of all dilutive potential ordinary shares.

20242023

Weighted average number of ordinary shares on issue (000s)227,449226,962

Adjustments for dilutive potential ordinary shares (restricted ordinary

shares and share options)1,6011,601

Weighted average number of ordinary shares for diluted earnings

per share229,050228,563

Continuing operations

Earnings attributable to equity holders of the Group ($000s)4,51523,219

Diluted earnings per share (cents per share)2.010.2

b. Dividends

2024

$000s

2023

$000s

Full year dividend for the year ended 31 March 2023 of 1.5 cents

per fully paid ordinary share3,482–

Total dividends paid3,482–

Dividends paid in cash or satisfied by the issue of shares under the

dividend reinvestment plan during the year ended 31 March 2024:

Paid in cash2,914–

Satisfied by issue of shares568–

3,482–

Dividends not recognised at the end of the reporting period–3,482

On 23 May 2023, the Directors approved the payment of a fully imputed 2023 final dividend

of 1.5 cents per share which were paid on 7th August 2023, to shareholders on the register

at 5.00pm on 24th July 2023.

98

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

24. OTHER RESERVES
Foreign

currency

translation

reserve

$000s

Hedging

reserve

$000s

Share

option

reserve

$000s

OCI

1


revaluation

$000s

Total

$000s

At 31 March 2022(24,586)1,0043,172(2,323)(22,733)

Cash flow hedges

Fair value gains in year–5,712––5,712

Cost of hedge– (1,494)–– (1,494)

Changes in fair value of equity

investments at fair value through other

comprehensive income – Thinxtra–––(753)(753)

Tax on fair value loss– (1,181)–– (1,181)

Transfers to revenue– (8,229)–– (8,229)

Income tax on transfers to revenue–2,304––2,304

Subsidiaries2,156–––2,156

Associate – Timemaker Group(382)–––(382)

Long term incentive plan––347–347

At 31 March 2023(22,812)(1,884)3,519(3,076)(24,253)

Foreign

currency

translation

reserve

$000s

Hedging

reserve

$000s

Share

option

reserve

$000s

OCI

1


revaluation

$000s

Total

$000s

Cash flow hedges

Fair value loss in year–8,533––8,533

Cost of hedge–(190)––(190)

Changes in fair value of equity

investments at fair value through other

comprehensive income – Thinxtra––– (1,529)(1,529)

Tax on fair value loss– (2,336)–– (2,336)

Transfers to revenue– (7,277)–– (7,277)

Income tax on transfers to revenue–2,038––2,038

Subsidiaries1,053–––1,053

Associate – Timemaker Group131–––131

Long term incentive plan––398–398

At 31 March 2024(21,628)(1,116)3,917(4,605)(23,432)

1

OCI – Thinxtra revaluation through other comprehensive income.

99

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

a. Foreign currency translation reserve
Recognises exchange differences arising on translation of the foreign controlled entities,

as described in note 3. The cumulative amount is reclassified to the Consolidated Statement

of Comprehensive Income when the investment is disposed.

b. Hedging reserve

The hedging reserve comprises the effective portion of the cumulative net change in the fair value

of hedging instruments and the cost of hedging used in cash flow hedges. The cost of hedging

is subsequently recognised in the Consolidated Statement of Comprehensive Income, or directly

included in the initial cost or other carrying amount of a non-financial asset or non-financial liability.

c. Share option

The share-based payments reserve is used to recognise:

• the grant date fair value of options issued to employees but not exercised

• the grant date fair value of shares issued to employees

• the grant date fair value of deferred shares granted to employees but not yet vested.

d. Financial asset at fair value through other comprehensive income (FVOCI)

The Group has elected to recognise the change in fair value of investment in Thinxtra in

other comprehensive income, refer to note 17. These changes are accumulated within the

FVOCI reserve, and transferred to retained earnings when investment is derecognised.

25. FINANCIAL RISK AND CAPITAL MANAGEMENT

The Group’s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk.

The Board has overall responsibility for the establishment and oversight of the Group’s risk

management framework. The Board has established the Audit and Risk Committee, which together

with the Board, is responsible for developing and monitoring the Group’s risk management policies.

The Group’s risk management policies are established to identify and analyse the risks faced by

the Group, to set appropriate risk limits and controls and to monitor risk adherence to limits. Risk

management policies and systems are reviewed regularly to reflect changes in market conditions

and the Group’s activities.

The Group’s risk management is predominantly controlled at the head office in New Zealand (Group

treasury) under policies approved by the Board. The Group treasury identifies, evaluates and hedges

financial risks in close co–operation with the Group’s operating units. The Board provides written

principles for overall risk management, as well as policies covering specific areas, such as foreign

exchange risk, interest rate risk, and credit risk, use of derivative financial instruments and non–

derivative financial instruments, and investment of excess liquidity.

RiskExposure arising fromMeasurementManagement

Financial risk

management

and capital

management

Cash and cash equivalents,

trade receivables, derivative

financial instruments

Aging analysis

Credit ratings

Credit limits and terms

Liquidity riskBorrowings and

other liabilities

Rolling cash flow

forecasts

Availability of committed

credit lines and borrowing

facilities

Market risk –

foreign exchange

Forecast sales and

purchases not

denominated in the

respective functional

currencies of

Group's entities

Cash flow forecasting

Sensitivity analysis

Foreign currency

forwards and foreign

currency options against

highly probable sales

transactions limited to the

value of the net sales and

purchases exposures

Market risk –

interest rate

Bank overdraft at

variable rates

Sensitivity analysisInterest rate swaps

100

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

a. Derivatives
The Group is exposed to certain risks relating to its ongoing business operations. To mitigate the

risks the Group uses derivative financial instruments such as foreign currency forward exchange

contracts and foreign currency collar options. These instruments are held for risk and capital

management purposes only and not for the purpose of speculation.

In accordance with its wider risk management, it is the Group’s strategy to apply cash flow

hedge accounting to keep its foreign currency revaluation fluctuations within its established limits.

Applying cash flow hedge accounting enables the Group to reduce the cash flow fluctuations

arising from foreign exchange risk on an instrument or group of instruments, or to hedge

mismatches. A cash flow hedge is a hedge of the exposure to variability in cash flows that is

attributable to a particular risk associated with a recognised asset or liability or a highly probable

forecast transaction that could affect profit or loss.

Derivatives and hedge accounting

The Group designates certain derivatives to be part of a hedging relationship. These are classified

as cash flow hedges. The Group enters into hedge relationships where the critical terms of the

hedging instrument match exactly with the terms of the hedged item. The Group performs a

qualitative assessment of effectiveness and maintains hedging documentation which describes

the economic relationship, objective and strategy for the hedge transactions. The effectiveness

of the hedged relationships are assessed on an ongoing basis.

The fair value changes to the effective portion of the cash flow hedges are recognised (including

related tax impacts) through OCI in the cash flow hedge reserve in equity, refer to note 24. The

balance of the cash flow hedge reserve in relation to each particular hedge is transferred to the

Consolidated Statement of Comprehensive Income in the period when the hedged item affects

Consolidated Statement of Comprehensive Income. Hedge accounting is discontinued when a

hedging instrument expires, is sold, terminated, or when a hedge no longer meets the criteria

for hedge accounting.

If the maturity of the hedged item is less than 12 months, the full fair value of a hedging derivative

is classified as a current asset or liability, otherwise non–current asset or liability. Derivatives that

do not meet the hedge accounting criteria are classified as held for trading for accounting purposes

and are accounted for at fair value through profit and loss.

The following table sets out the Group’s derivative financial instruments in the Consolidated

Balance Sheet:

2024

Assets

$000s

2024

Liabilities

$000s

2023

Assets

$000s

2023

Liabilities

$000s

Forward foreign exchange contracts —

cash flow hedges501,2171,7412,796

Forward foreign exchange collar option —

cash flow hedges764765871,281

Total derivative financial instruments1261,6932,3284,077

Less: non–current forward foreign exchange —

cash flow hedges341381,228940

Current derivative financial instruments921,5551,1003,137

Financial assets/ liabilities at fair value through

profit or loss71,44896970

Total derivative financial instruments993,0031,1964,107

Forward foreign exchange contracts

In hedges of foreign currency, ineffectiveness may arise if the timing of the forecast sales transaction

changes from what was originally estimated, or if there are changes in the credit risk of the derivative

counterparty. The hedged highly probable forecast sales transactions denominated in foreign

currency are expected to occur at various dates during the next 16 months.

Where option contracts are used as the hedging instrument, the Group designates only the intrinsic

value. These are recognised in the cash flow hedge reserve within equity. The changes in time value

of the options that related to the hedged item are recognised within OCI in the cost of hedging

reserve with equity.

When forward contracts are used to hedge, the Group designates full change in fair value of the

forward contract as the hedging instrument.

The balance of the cash flow hedge reserve in relation to each particular hedge is transferred to the

revenue when the highly probable sales transaction occurs.

101

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

The following table summarises the Group’s current hedging instruments:
20242023

Foreign

currency

options

Foreign

currency

forwards

Foreign

currency

options

Foreign

currency

forwards

Notional amount ($000s)18,00043,33965,304131,571

Maturity date Apr–24

to May–25

Apr–24

to Aug–25

Apr–23

to Nov–24

Apr–23

to Jul–25

Hedge ratio1:11:11:11:1

Change in intrinsic value of

outstanding hedging instruments

(240)(350)

Weighted average strike rate

on outstanding options

NZD/USD0.6270.648

Weighted average contract rate

on forwards

NZD/USD0.6370.635

GBP/USD1.261.22

INR/USD84.3683.33

JPY/USD129.01129.56

b. Credit risk

The Group is exposed to credit risk arising from trade customers, financial instruments (notes 17,

25a), and cash and cash equivalents (note 10). The maximum exposure to credit risk at the end of

the period is represented by the carrying value of these financial assets.

The Group has financial assets of trade receivables from sales of inventory that are subject to the

expected credit loss model. The Group has established credit policies, and applies the NZ IFRS 9

Financial Instruments simplified approach to measure expected credit losses which uses a lifetime

expected loss allowance for all trade receivables, refer to note 11. The Group’s exposure to credit

risk is influenced mainly by the individual characteristics of each customer. The demographics

of the Group’s customer base, including the default risk of the industry and country, in which

customers operate, has less influence.

The Group only deals with institutions with high credit quality for banking and derivative counterparty.

c. Liquidity risk

The Group maintains committed credit facilities to ensure adequate cash is available to meet

obligations when due. Management monitors rolling forecasts of the Group’s liquidity position

on the basis of expected cash flow. Forecasts indicate that the Group operates within its

credit facilities.

102

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

The following table shows the contractual undiscounted cash flow maturities of financial liabilities,
including interest payments and excluding the impact of netting agreements:

31 March 2024

Carrying

amount

$000s

6 months

or less

$000s

6 – 12

months

$000s

1 – 2

years

$000s

2 – 5

years

$000s

5 – 10

years

$000s

Financial liabilities

Secured bank loans (note 18)3,568(688)(688)(1,376)(868)–

Derivatives (note 25)3,141(2,228)(775)(138)––

Trade and other payables

(note 19)9,202(9,202)––––

Other borrowings (note 18)150(62)(50)(47)––

Lease liabilities (note 15)6,773(855)(931)(1,926)(3,309)(997)

Total financial liabilities22,834(13,035)(2,444)(3,487)(4,177)(997)

31 March 2023

Carrying

amount

$000s

6 months

or less

$000s

6 – 12

months

$000s

1 – 2

years

$000s

2 – 5

years

$000s

5 – 10

years

$000s

Financial liabilities

Secured bank loans (note 18)4,963(757)(757)(1,513)(1,936)–

Derivatives (note 25)5,047(2,560)(1,547)(940)––

Trade and other payables

(note 19)12,386(12,386)––––

Other borrowings (note 18)272(60)(62)(150)––

Lease liabilities (note 15)4,069(881)(569)(943)(1,078)(598)

Total financial liabilities26,737(16,644)(2,935)(3,546)(3,014)(598)

d. Market risk – foreign exchange

The objective of market risk management is to manage and control market risk exposures within

acceptable parameters, whilst optimising the return on risk. The Group enters into derivatives in

the ordinary course of business and also incurs financial liabilities in order to manage market risks.

All such transactions are carried out within the guidelines set by the Board and the Audit and Risk

Committee. Generally, the Group seeks to apply hedge accounting in order to manage volatility in

the Consolidated Statement of Comprehensive Income.

The Group is exposed to currency risk on sales and purchases that are denominated in a currency

other than the respective functional currencies of the Group’s entities, primarily New Zealand Dollars

(NZD), Sterling Pounds (GBP), Euros (EUR) and Indian Rupees (INR). The currencies in which these

sales and purchases transactions are primarily denominated are US Dollars (USD), Japanese Yen

(JPY), INR, NZD, GBP and EUR. The Group uses foreign currency forward exchange contracts and

collar options against highly probable forecast sales transactions to hedge its functional currency

risk. The hedge relationship is designated against revenue limited to the value of the forecast net

sales and purchases exposure across the Group.

103

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Forward foreign exchange contracts
A 10% weakening of the purchased currencies below against the forward foreign exchange

contracts outstanding at 31 March, would have increased (decreased) equity and profit or loss by

the amounts shown below. This analysis assumes that all other variables, in particular interest rates,

remain constant. The analysis is performed on the same basis for 2023:

20242023

Fair

value

$000s

Equity

$000s

Profit

or loss

$000s

Fair

value

$000s

Equity

$000s

Profit

or loss

$000s

Forward foreign exchange

contracts – Cash flow hedge

Net buy NZD sell USD3,302(3,302)–12,116(12,116)–

Net buy GBP sell USD269(269)–724(724)–

Net buy INR sell USD(367)367– (1,105)1,105–

Net buy JPY sell USD(368)368–(736)736–

Forward foreign exchange

contracts - held for trading

Net buy NZD sell USD4241,7541,7548142,0442,044

Net buy GBP sell USD(18)––(216)(724)88

Net buy INR sell USD103–(139)1201,105(87)

Net buy JPY sell USD758–(123)32736(134)

The table below summarises the foreign exchange exposure on the net monetary assets of the

Group against its respective functional currencies, expressed in NZD:

USD

$000s

EUR

$000s

GBP

$000s

JPY

$000s

31 March 202445,5602,173880(663)

31 March 202341,0036,10790397

The following significant exchange rates applied during the year:

Average rateReporting date rate

2024202320242023

NZD/USD0.61010.62770.59990.6263

NZD/EUR0.56240.59960.55440.5742

NZD/GBP0.48600.51800.47490.5055

NZD/INR50.488550.319050.041351.4292

NZD/JPY88.118284.250290.730082.9300


104

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Sensitivity analysis
Underlying exposures

A 10% weakening of the NZD against the following currencies at 31 March would have increased

(decreased) equity and profit or loss by the amounts shown below. Based on historical movements,

a 10% increase or decrease in the NZD is considered to be a reasonable estimate. This analysis

assumes that all other variables, in particular interest rates remain constant. The analysis was

performed on the same basis for 2023:

20242023

Equity

$000s

Profit or loss

$000s

Equity

$000s

Profit or loss

$000s

USD5,0625,0624,5564,556

EUR241241679679

GBP9898100100

JPY(74)(74)1111

A 10% strengthening of the NZD against the above currencies at 31 March would have had the

equal but opposite effect, on the basis that all other variables remain constant.

e. Market risk – interest rate

The Group adopts a policy to manage its exposure to interest rate risks by considering interest rates

swap agreements.

Profile

At 31 March the interest rate profile of the Group’s interest bearing financial instruments:

2024

$000s

2023

$000s

Variable rate instruments

Financial assets (note 10)17,83121,717

Net variable rate instruments17,83121,717

Fixed rate instruments

Financial liabilities (note 18)(6,597)(5,235)

Net fixed rate instruments(6,597)(5,235)

Sensitivity analysis

There are no variable financial liabilities (2023: nil).

f. Capital risk management

The Group’s objective when managing capital is to maintain its ability to continue as a going concern,

meet its debt obligations, maintain an appropriate capital structure that provides flexibility to take

advantage of growth opportunities, and manage capital costs. The Group’s capital comprises of all

components of equity. The Group also maintains borrowings and credit facilities, refer to note 18

for details.

105

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

26. CAPITAL COMMITMENTS
Capital expenditure contracted for at the balance date but not incurred is $1,700,000

(2023: $3,300,000).

27. PRINCIPAL SUBSIDIARIES

Subsidiaries are all entities over which the Group has control. The Group controls an entity when

the Group is exposed to, or has rights to, variable returns from its involvement with the entity

and has the ability to affect those returns through its power over the entity. Subsidiaries are fully

consolidated from the date on which control is transferred to the Group. The acquisition method

of accounting is used to account for business combinations by the Group. They are deconsolidated

from the date that control ceases.

All material transactions between subsidiaries or between the parent company and subsidiaries

are eliminated on consolidation. Accounting policies of subsidiaries have been changed where

necessary to ensure consistency with the policies adopted by the Group.

The list of subsidiaries is as follows:

% interest held by

the Group

Name of entityPrincipal activities

Country of

incorporation

Balance

date20242023

Rakon America LLCMarketing supportUSA31-Mar100100

Rakon Singapore (Pte) LimitedMarketing supportSingapore31-Mar100100

Rakon Financial Services

LimitedFinancingNew Zealand31-Mar100100

Rakon International LimitedMarketing supportNew Zealand31-Mar100100

Rakon UK Holdings LimitedHolding companyUnited Kingdom31-Mar100100

Rakon UK Limited

Research and

developmentUnited Kingdom31-Mar100100

Rakon France SAS

R&D, manufacturing

and sales France31-Mar100100

Rakon Investment HK Limited Holding companyHong Kong31-Mar100100

Rakon Crystal Electronic

International LimitedMarketing supportChina31-Mar100100

Rakon India Pvt Limited

Manufacturing, R&D

and sales India31-Mar100100

Rakon ESOP Trustee LimitedShare trusteeNew Zealand31-Mar––

Rakon PPS Trustee LimitedShare trusteeNew Zealand31-Mar––

Rakon ESOP Trustee Limited and Rakon PPS Trustee Limited are classified as in-substance

subsidiaries and are consolidated into the Group financial statements.

106

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

29. SHARE BASED PAYMENTS
The Group’s management awards qualifying employees’ bonuses, in the form of share options

and conditional rights to redeemable ordinary shares, from time to time, on a discretionary basis.

These are subject to vesting conditions and is recognised over the vesting period. The fair value

determined at grant date excludes the impact of any non-market vesting conditions, such as the

requirement to remain in employment with the Group. Non-market vesting conditions are included

in the assumptions about the number of options that are expected to vest and the number of

redeemable ordinary shares that are expected to transfer.

a. Rakon’s Long Term Incentive Plan

Rakon’s Long Term Incentive Plan (LTIP) was established on 13 December 2021. Under the

LTIP, Share Rights of the Company are granted to participants based in New Zealand, whereby

employees render services as consideration for equity instruments (equity-settled transactions).

Employees working overseas are granted Phantom Share Rights which are settled in cash (cash-

settled transactions). Employees are entitled to shares of the parent or cash payment upon vesting

of Share Rights and Phantom Share Rights, respectively. There is no exercise price on these and

there is no right to dividends during the vesting period.

The vesting of Share Rights and Phantom Share Rights is dependent on the Group’s total

shareholder return (TSR) exceeding the TSR of the NZX50 over the measurement period.

It takes into account historical and expected dividends, and the share price fluctuation to predict

the distribution of relative share performance. Employees must remain in service for a period of

two and half years from grant the date. The fair value is determined by an independent expert

using Monte Carlo model.

During the year, there were no cancellations or modifications to the awards.

Equity-settled transactions

The cost of equity-settled transactions is determined by the fair value at the grant date and

amortised over the vesting period. Service conditions are not taken into account when determining

the grant date fair value of awards, but the likelihood of the conditions being met is assessed as

part of the Group’s best estimate of the number of equity instruments that will ultimately vest.

Market performance conditions are reflected within the grant date fair value. Any other conditions

attached to an award, but without an associated service requirement, are considered to be non-

vesting conditions.

28. RELATED PARTY TRANSACTIONS

a. Key management personnel compensation

2024

$000s

2023

$000s

Salaries and other short-term employee benefits5,7765,483

Directors’ fee600511

Total key management compensation6,3765,994

b. Transactions with other related parties

No amounts owed by a related party have been written off or forgiven during the year. Following is

the summary of transactions between related parties, and closing receivables and payables balance.

2024

$000s

2023

$000s

Transactions with associates

Purchases from associate, Chengdu Timemaker Crystal Technology

Co. Limited(2,052)(3,571)

Payables to Chengdu Timemaker Crystal Technology Co. Limited(301)(62)

Receivables from Rakon HK Limited245211

Transactions with Siward Crystal Technologies Co. Limited

Sales480818

Purchases(3,843)(11,681)

Net transactions(3,363)(10,863)

Payables to Siward Crystal Technologies Co. Limited(654)(1,522)

Receivables from Siward Crystal Technologies Co. Limited–12

107

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

The fair value of Share Rights is estimated at the grant date using the Monte Carlo model, taking
into account the terms and conditions upon which the Share Rights were granted. There are no

cash settlement alternatives. The Group does not have a past practice of cash settlement for these

Share Rights.

The fair value of the rights granted is recognised as an employee benefits expense (note 6) in the

Consolidated Statement of Comprehensive Income with a corresponding increase in the employee

share option reserve (note 24).

Where an award is cancelled by the entity or by the counterparty, any remaining element of the

fair value of the award that has not yet been recognised as an expense is expensed immediately

through profit or loss.

Cash-settled transactions

A liability is recognised for the fair value of cash-settled transactions. The fair value is measured

initially and at each reporting date up to and including the settlement date, with changes in

fair value recognised in employee benefits expense (note 6) in the Consolidated Statement of

Comprehensive Income. The fair value is expensed over the vesting period with the recognition

of a corresponding liability. The approach used to account for vesting conditions when measuring

equity-settled transactions also applies to cash-settled transactions.

Estimates and judgements

Estimating fair value for share-based payment transactions requires determination of the most

appropriate valuation model, which depends on the terms and conditions of the grant. This estimate

also requires determination of the most appropriate inputs to the valuation model including market

price volatility, risk free rates, liquidity and making assumptions about them. For cash-settled share-

based payment transactions, the liability needs to be re-measured at the end of each reporting

period up to the date of settlement, with any changes in fair value recognised in profit or loss.

This requires a reassessment of the estimates used at the end of each reporting period.

Performance rights granted are summarised below:

TrancheGrant dateType

Balance at

the start of

period

Number

Granted

during the

period

Number

Vested

during the

period

Number

Lapsed/

forfeited

during the

period

Number

Balance at

the end of

period

Number

113 Dec 21Phantom Rights276,470 – – – 276,470

13 Dec 21Share Rights703,244 – – (166,829)536,415

219 Dec 22Phantom Rights282,612 – – (5,071)277,541

19 Dec 22Share Rights395,860 – – (52,736)343,124

314 Mar 23Share Rights180,000 – – – 180,000

1,838,186 – – (224,636)1,613,550

The expense recognised for employee services received during the year is shown in the

following table:

2024

$000s

2023

$000s

Expenses arising from equity-settled share-based payment transactions398347

Expenses arising from cash-settled share-based payment transactions24529

Total expenses arising from share-based payment transactions643376

108

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

30. CONTINGENCIES
Prior to acquisition, Rakon India received income tax and indirect taxes assessments, which had

been in dispute. The Directors of Rakon India believe the positions are likely to be upheld and

accordingly no provision was made. The below summarises the potential impacts on Rakon India’s

tax balances if the assessments are upheld.

Income taxes

• 2013/14 – no increase in taxable income (tax value $80,000)

• 2014/15 – advance payment delay (tax value $20,000)

Indirect taxes

• December 2010/August 2012 – excess input credit availed (tax value $390,000).

Penalty applicable at 100% of tax value.

31. SUBSEQUENT EVENTS

a. HSBC & closure of ASB facility

In April 2024, the Company has signed an agreement with Hong Kong Banking Group that provides

Group access to equivalent NZ$45m borrowing facility for the purposes of capital investment

and working capital requirements. The facility is guaranteed by the Group assets and has regular

financial undertakings.

As a result, the Company has extinguished its facility with ASB. The Group is switching its banking

services to HSBC.

b. Long Term Incentive Plan

In April 2024, Share Rights of the Company were granted to participants under the Rakon’s Long

Term Incentive Plan (LTIP).

The Directors are not aware of any other material events subsequent to the balance date

31 March 2024 that require additional disclosure.

Following are the assumptions used to simulate the future share prices:

Tranche 1Tranche 2Tranche 3

Phanton

Rights

Share

Rights

Phanton

Rights

Share

Rights

Share

Rights

Fair value of Rights ($000)26581713715556

Vesting date25 Jun 2425 Jun 2425 Jun 2525 Jun 2525 Jun 25

Weighted average share

price at grant date ($)0.91 0.91 1.39 1.39 1.39

Risk free interest rate4.8%2.1%4.5%4.6%4.5%

Expected volatility45%45%45%45%45%

b. Rakon Share Plan

In March 2006, Rakon Limited established a share plan to enable selected employees of Rakon

Limited to acquire shares in the Company through the plan trustee, Rakon ESOP Trustee Limited.

Under the terms of the share plan, 2,759 ordinary shares were issued at deemed market value at

that time to Rakon ESOP Trustee Limited to hold on behalf of the participating employees. Following

a share split on 13 April 2006, the resulting number of shares under this plan was 859,137. As at

31 March 2024, the balance of shares held was 321,972 (31 March 2023: 321,972). All shares

have been allocated and rank equally in all respects with all other ordinary shares issued by the

Company. The outstanding loan balance, provided on an interest free basis by Rakon Limited to

participating employees in respect of these shares, totals $195,000 (2023: $195,000). A participant

may repay all or part of the loan at any time, and may request share transfer upon full repayment.

No repayments were due at 31 March 2024 (2023: nil). The Trust Deed makes provision for the

Company to require repayment of the loans in certain circumstances. The Company may remove

and appoint trustees at any time. The Directors and shareholders of Rakon ESOP Trustee Limited

are Keith Oliver and Lorraine Witten. Shares held by the share plan represent approximately 0.14%

of the Company’s total shares on issue as at balance date (2023: 0.14%).

109

RAKON / ANNUAL REPORT / 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS / CONTINUED

FINANCIAL STATEMENTS

Independent Auditor’s Report
To the shareholders of Rakon Limited

Our opinion

In our opinion, the accompanying consolidated financial statements of Rakon Limited (the

Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial

position of the Group 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 Group’s consolidated financial statements comprise:

• the consolidated balance sheet as at 31 March 2024;

• the consolidated statement of comprehensive income for the year then ended;

• the consolidated statement of changes in equity for the year then ended;

• the consolidated statement of cash flows for the year then ended; and

• the notes to the consolidated 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 consolidated

financial statements section of our report.

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

a basis for our opinion.

Independence

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

International Code of Ethics for

Assurance Practitioners (including International Independence

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

Board and the International Code of Ethics for Professional

Accountants (including International

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

(IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with

these requirements.

Our firm carries out other services for the Group in the areas of providing certification of

expenditure for the purposes of the Production Linked Incentive Scheme in India, agreed-upon

procedures in relation to India’s Scheme for Promotion of Manufacturing of Electronical Components

and Semiconductors and provides access to training material through an on-line platform. The

provision of these other services has not impaired our independence as auditor of the Group.

Key audit matters

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

in our audit of the consolidated financial statements of the current year. These matters were

addressed in the context of our audit of the consolidated financial statements as a whole, and

in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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

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

110

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

INDEPENDENT AUDITOR’S REPORT / CONTINUED
Description of the key audit matterHow our audit addressed the key audit matter

Valuation of inventories

The carrying value of the Group’s inventories at 31 March 2024 was $54.9 million (31 March 2023

$62.6 million) net of inventory provision of $6.9 million (31 March 2023 $7.5 million). The Group

holds inventories in New Zealand, France and India.

The cost of inventories reflects the cost of direct materials and where relevant, direct labour costs,

including an allocation of variable and fixed overhead expenditure.

Inventories are stated at the lower of cost or net realisable value. The Group has recorded an

inventory provision to reflect management’s best estimate of the net realisable value of inventories.

Determining the provision involves significant judgement considering a range of factors including

expected future consumption assumptions.

Valuation of inventories is an area of focus and key audit matter for the audit due to the significance

of the inventory balance, the complexity of inventory costing, and the judgements involved in

estimating inventory provision.

Note 12 of the financial statements describes the accounting policy and the judgements and

estimates applied by management in recognising inventories.

Our procedures included the following:

• gaining an understanding of the key process, controls and judgements surrounding inventory

costing and provisioning;

• testing certain controls over inventory;

• on a sample basis, testing the cost of materials and finished goods to supporting documents;

• ensuring direct labour and overhead expenditure capitalised are in line with the requirements

of New Zealand Equivalent to International Accounting Standard 2 Inventories;

• evaluating the reasonableness of direct labour and overhead expenditure capitalised into

inventory by performing analytical procedures;

• on a sample basis, testing the accuracy of inputs into the inventory provision calculation

including assessing the reasonableness of future consumption estimates;

• performing recalculations over the provision to ensure its mathematical accuracy;

• assessing and challenging the appropriateness of the Group’s provisioning by considering

alternate provisioning methodologies for the most significant provisions;

• testing the net realisable value of finished goods, on a sample basis, by comparing the cost

with recent sales; and

• reviewing the appropriateness of disclosures in the financial statements.

111

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FINANCIAL STATEMENTS

INDEPENDENT AUDITOR’S REPORT / CONTINUED
Our audit approach

Overview

Overall group materiality: $1,280,000, which represents approximately 1%

of total revenues.

We chose total revenues as the benchmark because, in our view, revenue

provides a more stable measure for establishing our materiality benchmark,

and is a generally accepted benchmark.

Following our assessment of the risk of material misstatement, we:

• Performed full scope audits for the two principal businesses in

New Zealand and France based on their financial significance;

• Performed specified procedures and analytical review procedures

over the business in India;

• Analytical review procedures were performed on the investment

in Timemaker and other remaining entities.

As reported above, we have one key audit matter, being:

• Valuation of inventories

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

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

management made subjective judgements; for example, in respect of significant accounting

estimates that involved making assumptions and considering future events that are inherently

uncertain. As in all of our audits, we also addressed the risk of management override of internal

controls, including among other matters, consideration of whether there was evidence of bias

that represented a risk of material misstatement due to fraud.

Materiality

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

obtain reasonable assurance about whether the consolidated financial statements are free from

material misstatement. Misstatements may arise due to fraud or error. They are considered material

if, individually or in aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of the consolidated financial statements.

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

including the overall Group materiality for the consolidated financial statements as a whole as

set out above. These, together with qualitative considerations, helped us to determine the scope

of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of

misstatements, both individually and in aggregate, on the consolidated financial statements as

a whole.

How we tailored our group audit scope

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

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

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

Other information

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

information included in the annual report, but does not include the consolidated financial statements

and our auditor’s report thereon. The annual report is expected to be made available to us after the

date of this auditor’s report.

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

will not express any form of audit opinion or assurance conclusion thereon.

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

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

with the consolidated financial statements or our knowledge obtained in the audit, or otherwise

appears to be materially misstated.

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

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

professional judgement to determine the appropriate action to take.

112

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FINANCIAL STATEMENTS

INDEPENDENT AUDITOR’S REPORT / CONTINUED
Responsibilities of the Directors for the consolidated financial statements

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

of the consolidated financial statements in accordance with NZ IFRS and IFRS Accounting

Standards, and for such internal control as the Directors determine is necessary to enable the

preparation of consolidated financial statements that are free from material misstatement,

whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible for assessing

the Group’s ability to continue as a going concern, disclosing, as applicable, matters related

to going concern and using the going concern basis of accounting unless the Directors either

intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error, and

to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of

assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and

ISAs will always detect a material misstatement when it exists. Misstatements can arise from

fraud or error and are considered material if, individually or in the aggregate, they could reasonably

be expected to influence the economic decisions of users taken on the basis of these consolidated

financial statements.

A further description of our responsibilities for the audit of the consolidated financial statements

is located at the External Reporting Board’s website at:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report.

Who we report to

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

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

auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept

or assume responsibility to anyone other than the Company and the Company’s shareholders,

as a body, for our audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Indumin

Senaratne (Indy Sena).

For and on behalf of:

Chartered Accountants Auckland

28 May 2024

113

RAKON / ANNUAL REPORT / 2024

FINANCIAL STATEMENTS

REMUNERATION
Oversight of policy and processes in relation to the remuneration of Directors and executives is a

key responsibility of the People Committee.

Remuneration of Directors

The total remuneration available for Directors is approved by shareholders. The Board determines

the level of remuneration paid to Directors from the approved collective pool. Directors are also

reimbursed for reasonable travel, accommodation and other expenses incurred in the course of

performing their duties.

The total annual fees pool is $603,500 for six non-executive Directors and includes a reserve from

which the Board may approve payment to directors who have undertaken significant additional

work. The level of non-executive Directors’ fees was last reviewed in 2023 and an increase

was approved by shareholders at the annual meeting held in August 2023. Any future proposed

increases in the level of non-executive Directors’ fees will also be put to shareholders for approval.

The Board comprises five non-executive directors and one executive director who does not receive

any additional fees for his role as a Director.

ROLE

DIRECTORS’ FEES

(effective as at

1/4/2023)

DIRECTORS’ FEES

(effective from

1/10/2023)

Chair$140,000$145,000

Non-executive Director $70,000$72,500

Chair of Audit & Risk Committee$12,000$12,000

Chair of People Committee $8,000$9,000

Provision for additional work if required$20,000$75,000

Total Fees Pool based on six non-executive Directors $530,000$603,500

When the Board seeks advice in relation to Directors’ remuneration, the consultants are required to

declare their independence. If the Board elects to state publicly that it is relying on such advice in

respect of its remuneration proposal, a summary of the findings will be disclosed to shareholders as

part of the approval process. A summary of the report prepared by Strategic Pay in relation to the

proposal to increase Directors’ fees at the 2023 Annual Meeting was made available on the Rakon

website prior to that meeting.

Rakon’s Remuneration (Directors and Executives) Policy recognises that investors have a particular

interest in director and executive remuneration and that the remuneration of directors and

executives should be transparent, fair and reasonable. The policy outlines the framework within

which Rakon determines remuneration for its Directors and executives.

Rakon applies a fair and equitable approach to remuneration, considering the financial position of

the company and the external environment.

The Remuneration (Directors and Executives) Policy records that Rakon and its People Committee

may obtain independent advice and relevant market data and benchmarking in New Zealand

and other regions in which it operates from appropriately qualified consultants to assist in setting

remuneration for its executives, Chief Executive Officer and Directors. External advice is sought

regularly to ensure remuneration is benchmarked to the market.

Details of individual Directors’ remuneration for the year ended 31 March 2024 are set out in the

table below:

Director Remuneration Paid

DirectorFees paid

Lorraine Witten $167,000

Sinead Horgan (Chair of Audit & Risk Committee)$107,900

Keith Watson (Chair of People Committee)$90,655

Keith Oliver$83,860

Steve Tucker $71,250

Yin Tang (Tony) Tseng

1

$35,600

Jung Meng Tseng

1

$35,924

Brent Robinson

2


1 Equivalent ordinary Director fee in USD.

2 Employed as Chief Technology Officer, received salary and benefits and did not receive any director fees.

Directors fees detailed exclude both GST and reimbursed costs directly associated with carrying out

their duties.

Remuneration Report

114

RAKON / ANNUAL REPORT / 2024

REMUNERATION REPORT

Employees’ remuneration
During the year ended 31 March 2024, the following numbers of employees or former employees

of Rakon Limited and its subsidiaries, not being Directors of Rakon Limited, received remuneration

including the value of other benefits in excess of $100,000 in the bands set out below:

Remuneration

Number of

employees

$100,000 – $110,00024

$110,001 – $120,00019

$120,001 – $130,00015

$130,001 – $140,00011

$140,001 – $150,00013

$150,001 – $160,00012

$160,001 – $170,00011

$170,001 – $180,00010

$180,001 – $190,0006

$190,001 – $200,0003

$200,001 – $210,0004

$210,001 – $220,0004

$220,001 – $230,0005

$230,001 – $240,0002

$240,001 – $250,0005

$250,001 – $260,0007

$260,001 – $270,0002

Remuneration

Number of

employees

$270,001 – $280,0002

$280,001 – $290,0002

$290,001 – $300,0001

$300,001 – $310,0001

$310,001 – $320,0003

$320,001 – $330,0005

$330,001 – $340,0003

$350,001 – $360,0001

$370,001 – $380,0002

$390,001 – $400,0001

$400,001 – $410,0002

$440,001 – $450,0001

$640,001 – $650,0001

$710,001 – $720,0001

$740,001 – $750,0001

$890,001 – $900,0001

Total 181 employees

Executive remuneration

In general, executive remuneration comprises of a fixed base salary and an at-risk portion being a

percentage of executives’ fixed remuneration determined annually. Some executives also receive

fringe benefits.

Performance targets for at-risk incentives are set at the commencement of the period and are

generally based on financial measures including company earnings targets, progress against

objectives related to the strategic plan, business unit objectives and personal objectives.

Short-term incentives

Short term incentives (STI) linked to company objectives are agreed with the Board and achievement

and payment is determined at the discretion of the Board with achievement measured against

company performance metrics and criteria based on company priorities. In FY24 the company

objectives represented 50% of the STI with achievement targets for those company objectives

being scaled relative to budgeted EBITDA. The Chief Executive Officer is responsible for agreeing

and assessing achievement of his direct reports’ personal objectives.

LTI Plan

In December 2021, Rakon implemented a Long Term Incentive (LTI) Plan for key employees

including the executive team with participation determined at the discretion of the Board. The LTI is

designed to promote the retention of key employees across Rakon’s global team and drive longer-

term performance and alignment of incentives with the interests of the company’s shareholders.

Under the rules of the LTI Plan, the Board will grant share rights or phantom share rights to selected

key employees of Rakon, with the number of rights granted being determined by dividing the gross

value of the grant by the value of one Rakon share at the calculation date. The rules of the LTI Plan

provide for the Board to offer phantom share rights to key employees where they are based outside

New Zealand, or the Board determines (at its discretion) that additional regulatory requirements

would apply to an employee’s receipt of shares.

The performance hurdle for the LTI Plan offer made in relation to FY24 is consistent with the offer

made in FY22 and FY23. The hurdle is dependent upon Rakon achieving a higher Total Shareholder

Return (TSR) (which measures share price movement and dividends and other distributions) over a

three-year vesting period relative to the TSR of companies within the NZX50 Index. To satisfy the

performance hurdle and satisfy that vesting condition, the percentage change in the TSR of Rakon

115

RAKON / ANNUAL REPORT / 2024

REMUNERATION REPORT

over the vesting period must be greater than the percentage change in the NZX50 Index over the
same period. To minimise the impact of short-term price volatility, TSR for Rakon as at the vesting

period commencement date and the vesting date is calculated using the volume weighted average

price (VWAP) of Rakon shares calculated from trades through the NZX Main Board over the

20 trading days up to and including the date on which the relevant calculation is made.

The Board has discretion in relation to determining whether the vesting conditions have been

satisfied including reserving the right to adjust calculations relating to the calculation of the

TSR of Rakon or the NZX50 to take account of any capital reconstructions, corporate transactions,

changes to the composition of the NZX50 or other circumstances which in its opinion are

appropriate in the circumstances and consistent with the intention of the performance hurdle.

At vesting, subject to meeting the performance hurdles set at the time of grant, each share right is

converted to one ordinary share or the equivalent value in cash where the key employee has been

issued phantom share rights.

The employee is liable for tax on any shares or cash received under the LTI Plan. At the discretion

of the Board, grants of share rights or phantom rights will continue to be made annually with

performance measured over a three-year period.

The value of the grant to each key employee for the LTI Plan in FY23 was set by reference to tiers

determined by reference to weighting criteria applied to each key employee including a range

of metrics for leadership, expertise, experience industry and future potential.


CEO remuneration

The review and approval of the Chief Executive Officer’s remuneration is the responsibility of the

People Committee and the Board.

External advice is sought on the remuneration of the Chief Executive Officer.

Dr. Sinan Altug was appointed Chief Executive Officer from 1 April 2022. His remuneration paid

for the year ended 31 March 2024 includes a base salary, health insurance and other benefit and

a STI payment in relation to FY23. There were no KiwiSaver contributions paid by the company.

The total remuneration the Chief Executive Officer received during FY24 comprised the following:

Current

YearBase SalaryBenefits

Total fixed

remunerationSTILT I

Total

Remuneration

FY24$715,618$3,788$719,406$174,435$0$893,841

FY23$619,467$50,168$669,635$156,090$0$825,725

(a)(b)(c)

(a) Benefits including medical insurance.

(b) The STI component paid in FY24 related to performance in FY23 and was awarded at 91.1% of

his FY23 Target STI.

(c) No LTI payments were made in FY24.

116

RAKON / ANNUAL REPORT / 2024

REMUNERATION REPORT

LTI interests granted to the CEO:
Share Rights that have been granted or vested to, or forfeited by the Chief Executive Officer as at

31 March 2024 are detailed in the following table. The Chief Executive Officer has entitlements to

share rights granted in FY22 in relation to his previous role as Chief Operating Officer at Rakon, as

well as in relation to FY23 and FY24.

Type of

scheme

interestGrant date

Vesting

date

Face

value of

award and

vesting at

threshold

Number

of share

rights’

granted

Summary of

performance

measures

and targets

Number

of share

rights

forfeited

Number

of shares

vested

Share

Rights

15

December

2021

25 June

2024

$165,107181,436TSR0Not yet

applicable

Share

Rights

14 March

2023

24 June

2025

$250,000180,000TSR0Not yet

applicable

Phantom

Share

Rights

8 March

2024

23 June

2026$250,000263,130TSR0

Not yet

applicable

(a)(b)

(a) The vesting conditions include a continued employment condition and a performance hurdle.

The Board determines whether each of these conditions have been satisfied before vesting.

(b) To satisfy that vesting condition, the percentage change in the Total Shareholder Return (TSR)

of Rakon over the vesting period must be greater than the percentage change in the NZX50

Index over the same period. If this is not satisfied, the share rights lapse.

Breakdown of CEO’s pay for performance

The following tables provide a breakdown of the performance measures within the Chief Executive

Officer’s STI and LTI schemes, including details about the incumbent’s quanta, performance and

actual at-risk remuneration outcomes.

STI

Performance measures

and related weightingAchievement outcome

Underlying performance

measures

Financial50%Outcome to be

determined in

June 2024

50% Group EBIT

50% Achieving return on R&D

and innovation investments

Strategy

Execution

25%Outcome to be

determined in

June 2024

Organic and inorganic

company growth objectives

Talent & Culture25%Outcome to be

determined in

June 2024

Talent growth, employee

culture and engagement

targets.

30% of BaseTotal100%

LT I

Performance measures

and related weighting Achievement OutcomeCommentary

FY22 31.6% of

Base Salary

TSR100%Outcome to be

measured June 2024

Share rights scheme.

The grants are subject to a

3 year vesting period with

the following hurdles:

• Continued employment

• TSR measured against

the NZX50 index

FY23 39% of

Base Salary

TSR100%Outcome to be

measured June 2025

FY24 35% of

Base Salary

TSR100%Outcome to be

measured June 2026

100% Rakon to disclose as

% of target LTI

117

RAKON / ANNUAL REPORT / 2024

REMUNERATION REPORT

CEO remuneration framework
The Chief Executive Officer’s remuneration structure is consistent with the remuneration structure

described previously. The charts below illustrate the CEO’s total remuneration (comprised of fixed,

annual variable (STI) and LTI components) under threshold, on-target and maximum performance.

No LTI components vested in FY24. STI for FY24 is determined in June 2024.

CEO remuneration timing – FY24

MaximumOn-targetThreshold

$200,000

$400,000

$0

$600,000

$800,000

$1,000,000

$1,400,000

$1,200,000

21%

21%

21%

22%

21%

19%

58%

59%

60%

Fixed remuneration STI LTI

Year 1Year 2Year 3

FAR

Base salary + benefits

STI

Performance period

100%100% PSR vest

LTI

Performance period

The following diagram illustrates delivery of the cash and equity remuneration components over

time for FY24.

CEO remuneration timing – FY24

118

RAKON / ANNUAL REPORT / 2024

REMUNERATION REPORT

Directors of subsidiaries
Directors of the company’s subsidiaries do not receive any remuneration or other benefits

in respect of their appointments. The remuneration and other benefits of any such directors

(not being directors of Rakon Limited) who are employees of the Rakon group totalling

$100,000 or more during the year ended 31 March 2024 are included in the relevant bandings

for remuneration disclosed in the Remuneration Information section of the 2024 Annual Report.

The following people held office as directors of subsidiary companies at 31 March 2024:

EntityDirector (or authorised representative where noted)

Rakon America LLCJohn Mundschau (authorised representative)

Rakon Singapore (Pte) LimitedBrent Robinson, Darren Robinson, Aloysius Wee

Rakon Financial Services LimitedBrent Robinson, Darren Robinson

Rakon International LimitedBrent Robinson

Rakon UK Holdings LimitedSinan Altug, Brent Robinson, Darren Robinson,

Rakon UK LimitedSinan Altug, Brent Robinson, Darren Robinson,

Rakon France SASBrent Robinson

Rakon Investment HK LimitedBrent Robinson

Rakon Crystal Electronic

International Limited

Daryoush Shahidi (authorised representative)

Rakon HK LimitedBrent Robinson, Darren Robinson, Zhuzhi Ye, Rongguo Chen

Rakon ESOP Trustee LimitedLorraine Witten, Keith Oliver

Rakon PPS Trustee LimitedLorraine Witten, Keith Oliver

Rakon India (Private) LimitedBrent Robinson, P.M. Unnikrishnan, Arun Parasnis

Directors’ interests

As permitted by the Companies Act 1993 and the Company’s constitution, all Directors received

the benefit of an indemnity from Rakon Limited and the benefit of Directors and Officers liability

insurance cover maintained by the Company.

The Company maintains an interests’ register in accordance with the Companies Act 1993 and the

Financial Markets Conduct Act 2013. The following are particulars of entries, including the date

of disclosure shown in brackets, made in the Company’s interests’ register during the year ended

31 March 2024.

Lorraine Witten

• Ceased as director of Pushpay Limited effective 22 May 2023 (May 2023)

• Ceased as a shareholder of Simply Security Limited (April 2024)

• Ceased as Chair of vWork Limited (April 2024)

Sinead Horgan

• Ceased to be Chair of Audit and Risk Committee of Maia Health Foundation, remains a Trustee

(July 2023)

• Appointed director of FuseIT Holdings Ltd, FuseIT Rev Tech Ltd, FuseIT Data Governance Ltd,

FuseIT Information Technologies Ltd trading as FuseIT, FuseIT Trade NZ Ltd (March 2024)

• Ceased as a director and Chair of Risk Committee of Bank of China NZ effective close of

business 26 March 2024 (March 2024)

Jung Meng Tseng

• Appointed director of Rakon Limited (July 2023)

• President of Siward Crystal Technology Co. Limited which is a substantial shareholder in

Rakon Limited (12.19% as at 22 May 2024) (July 2023)

• Director of Siward subsidiaries in Japan and China (July 2023)

• Chairman of Apex Optech Co., Ltd (July 2023)

Yin Tang Tseng

• Ceased as a Director of Rakon Limited (July 2023)

Steve Tucker

• Ceased as independent director of Purpose Capital Impact Fund from 21 February 2023

(May 2023)

• Ceased as a director of Goodnature Limited (September 2023)

• Ceased as a Director of Rakon Limited on 31 March 2024 (January 2024)

Keith Watson

• Appointed as Chair of ECL Group (May 2023)

• Appointed as Chair of Counties Energy Limited (August 2023)

• Appointed as a director of Wine Works Limited (March 2024)

Roger Yao

• Resigned as alternate director of Rakon Limited for Yin Tang Tseng. Remains an observer

(July 2023)

Shareholder Information 2024

119

RAKON / ANNUAL REPORT / 2024

SHAREHOLDER INFORMATION

Directors’ shareholdings
Directors’ shareholdings in Rakon Limited as recorded in the interests’ register of the Company as at

31 March 2024 are set out below:

NameCategoryShareholding

Brent Robinsonshares held with beneficial interest35,308,538

Lorraine Wittenshares held with non-beneficial interest

1

2,093,299

Lorraine Witten shares held with beneficial interest 222,720

Keith Watsonshares held with beneficial interest130,000

Keith Olivershares held with non-beneficial interest

1

2,093,299

Sinead Horganshares held by associated person950

Steven Tuckershares held with beneficial interest59,991

1 Lorraine Witten and Keith Oliver jointly hold the same parcel of 2,093,299 ordinary shares as trustees of

Rakon ESOP Trustee Limited.

Substantial Quoted Financial Product holders

The following information is given pursuant to Section 293 of the Financial Markets Conduct Act

2013.

According to the notices given under Financial Markets Conduct Act 2013 (or its predecessor

the Securities Markets Act 1988), the following persons were substantial product holders

in the Company as at 31 March 2024 in respect of the number of voting products

below. As at 31 March 2024, the Company had one share class on issue, comprising

of 229,809,013 voting shares:

NameRelevant InterestNumber Held%

Siward Crystal Technology Co. Limitedregistered holder28,016,68112.19

Brent John Robinsonregistered holder9,915,4144.31

Brent John Robinsonregistered holder and

beneficial owner

25,393,12411.04

Darren Paul Robinsonregistered holder9,914,1804.31

Darren Paul Robinsonregistered holder and

beneficial owner

25,393,12411.04

Michael Daniel (including Wairahi

Investments Limited (5.56%))

power to acquire or dispose

of, or control the acquisition

or disposal of the shares

15,001,7386.51

Spread of Quoted Financial Product holders and holdings as at 7 June 2024

Size of holdingNumber of holders%Total number held%

1 – 99511.132,3010.00

100 – 199721.69,5720.00

200 – 4992295.0968, 7850.03

500 – 9993377.49218,5200.1

1,000 – 1,99968915.31890.2510.39

2,000 – 4,9991,08724.153,295,4621.43

5,000 – 9,99965614.574,269,6721.86

10,000 – 49,9991,03823.0620,640,6598.98

50,000 – 99,9991643.6410,810,973 4.70

100,000 – 499,9991312.9124,373,20810.61

500,000 – 999,999220.4914,442,8236.29

1,000,000 – 99,999,999250.56150,786,78765.61

Total4,501100229,809,013100

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RAKON / ANNUAL REPORT / 2024

SHAREHOLDER INFORMATION

Twenty largest Quoted Financial Product holders as at 7 June 2024
NameShareholding%

Siward Crystal Technology Co. Limited28,016,68112.19

Brent John Robinson and Darren Paul Robinson as trustees of

Ahuareka Trust

25,393,12411.04

Wairahi Investments Limited12,800,0005.56

Brent John Robinson 9,915,4144.31

Darren Paul Robinson 9,914,1804.31

Forsyth Barr Custodians Limited <1-Custody>7,064,1833.07

Accident Compensation Corporation

1

6,089,1802.65

New Zealand Depository Nominee Limited <A/C 1 Cash Account>5,924,3242.57

Forsyth Barr Custodians Limited <Account 1 NRL> 5,454,9302.37

Forsyth Barr Custodians Limited <Account 1 E>4,197,9041.82

Etimes Group International Limited3,697,7161.60

CUSTODIAL SERVICES LIMITED <A/C 4>3,351,1571.45

F B TRUSTEE LIMITED <FERGUS BROWN FAMILY A/C>3,000,0001.30

Fergus David Elliott Brown3,000,0001.30

Michael Murray Benjamin3,000,0001.30

FNZ Custodians Limited 2,399,8241.04

Wairahi Holdings Limited2,201,7380.95

RAKON ESOP TRUSTEE LIMITED2,093,2890.91

Iconic Investments Limited1,795,3240.78

JBWere (NZ) Nominees Limited <NZ Resident Account>1,723,6290.75

Top 20 holders of ORDINARY SHARES (Total) 141,032,597 61.37

Total Remaining Holders Balance88,776,41638.63

1 Held through New Zealand Central Securities Depository Limited, which is a depository that allows electronic

trading of securities by members.

NZX waivers

For the purposes of Rakon’s disclosure obligation under Rule 3.7.1(g) Rakon confirms:

There were no NZX waivers granted or published by NZX within or relied upon in the 12 months

ending 31 March 2024.

Credit rating

The Company does not currently have an external credit rating status.

Exercise of disciplinary powers

Neither the NZX nor the Financial Market Authority took any disciplinary action against the

Company during the financial year ended 31 March 2024.

Donations

The company has a policy that it does not make political donations.

121

RAKON / ANNUAL REPORT / 2024

SHAREHOLDER INFORMATION

Indexing
NZX CGC

RecommendationAnnual Report: section and page reference

PRINCIPLE 1 – ETHICAL STANDARDS

1.1 Code of ethicsCorporate Governance: Code of Ethical Behaviour. Page 51.

1.2 Financial product

dealing policy

Corporate Governance: Code of Ethical Behaviour. Page 51.

PRINCIPLE 2 – BOARD COMPOSITION & PERFORMANCE

2.1 Board charterCorporate Governance: Board Composition and Performance.

Page 52.

2.2 Board nomination

and appointment

Corporate Governance: Board Composition and Performance.

Page 52.

2.3 Director agreementsCorporate Governance: Board Composition and Performance.

Page 53.

2.4 a. Director profiles,

tenure and

ownership

interests

Board and Management Profiles: Our Board. Pages 36-37.

Shareholder Information 2024: Directors’ shareholdings. Page 120.

b. Director meeting

attendance

Corporate Governance: Board Composition and Performance: Board

meetings and attendance. Page 53

c. Director

independence

Corporate Governance: Board Composition and Performance:

Independence. Page 55.

2.5 Diversity policyCorporate Governance: Board Composition and Performance:

Diversity. Page 54.

2.6 Director trainingCorporate Governance: Board Composition and Performance: Director

Development. Page 54.

2.7 Director

performance

Corporate Governance: Board Composition and Performance: Board,

Committee and Director Evaluation. Page 54.

NZX CGC

RecommendationAnnual Report: section and page reference

2.8 Majority of

independent

directors

Corporate Governance: Board Composition and Performance:

Independence. Page 55.

2.9 Independent chairCorporate Governance: Board Composition and Performance:

Independence. Page 55.

2.10 Chair/CEO

separation

Corporate Governance: Board Composition and Performance:

Independence. Page 55.

PRINCIPLE 3 – BOARD COMMITTEES

3.1 Audit committeeRakon currently only has two members on its Audit and Risk

Committee. This follows the resignation of Steve Tucker effective

31 March 2024.

Corporate Governance: Committees. Pages 56-57.

3.2 Employees to attend

audit committee only

by invitation

Corporate Governance: Committees. Page 57.

3.3 Remuneration

committee

Corporate Governance: Committees. Pages 56-57.

3.4 Nomination

committee

Corporate Governance: Committees. Pages 56-57.

3.5 Additional standing

committees

Corporate Governance: Committees: Other Committees. Page 57.

3.6 Takeover protocol Rakon does not have a specific takeover response policy. If a takeover

situation arises, Rakon will convene a committee of independent

Directors to oversee disclosure, evaluation and response and engage

expert legal and financial advisers to advise the committee.

Corporate Governance: Committees: Takeover Response Guidance.

Page 57.

122

RAKON / ANNUAL REPORT / 2024

INDEXING

NZX CGC
RecommendationAnnual Report: section and page reference

PRINCIPLE 4 – REPORTING & DISCLOSURE

4.1 Continuous

disclosure policy

Corporate Governance: Reporting and Disclosure: Continuous

Disclosure. Page 57.

4.2 Code of ethical

behaviour, charters

and policies

on website

Corporate Governance: Shareholder Rights and Relations. Page 62.

4.3 Balanced, clear

and objective

financial reporting

Corporate Governance: Reporting and Disclosure: Financial

Information: Page 58.

Financial Statements. Pages 65-113.

4.4 Non-financial

disclosure

Driving Sustainability Through Our Business. Pages 40-50.

Corporate Governance: Reporting and Disclosure: Non-financial

Information. Page 58.

PRINCIPLE 5 – REMUNERATION

5.1 Director

remuneration policy

Remuneration Report: Remuneration: Remuneration of Directors.

Page 114.

5.2 Executive

remuneration policy

Remuneration Report: Remuneration: Executive Remuneration.

Page 115.

5.3 CEO remunerationRemuneration Report: Remuneration: CEO Remuneration. Page 116.

PRINCIPLE 6 – RISK MANAGEMENT

6.1 Risk Management

Framework

Corporate Governance: Risk management. Page 58.

6.2 Health and

safety risks

Corporate Governance: Risk management: Health, Safety and

Wellbeing. Page 60.

NZX CGC

RecommendationAnnual Report: section and page reference

PRINCIPLE 7 – AUDITORS

7.1 Relationship with

external auditors

Corporate Governance: Auditors: External Audit. Page 61.

7.2 Attendance of

external auditor at

annual meeting

Corporate Governance: Auditors: External Audit. Page 61.

7.3 Internal auditCorporate Governance: Auditors: Internal Audit. Page 61.

PRINCIPLE 8 – SHAREHOLDER RIGHTS & RELATIONS

8.1 Investor websiterakon.com/investors

8.2 Shareholder

communications

Corporate Governance: Shareholder Rights and Relations. Page 62.

8.3 Shareholders’

right to vote

Corporate Governance: Shareholder Rights and Relations. Page 62.

8.4 Pro rata offersThe Board notes the NZX Corporate Governance Code

recommendation in relation to considering the interests of all

existing financial product holders. The Board will take account of

the recommendation in the event of a capital raise, as well as the

expectation that it should explain why any capital raising method

other than pro-rata was preferred when reporting against the

NZX Code.

Corporate Governance: Shareholder Rights and Relations. Page 62.

8.5 Notice of meetingRakon’s notice of meeting will be available at least 20 working

days prior to the meeting on the NZX with a link to stock exchange

announcements provided in the “Investors-Reports, Presentations

and Events” section of the company’s website.

123

RAKON / ANNUAL REPORT / 2024

INDEXING

124
SECTION 06 / DIRECTORY

REGISTERED OFFICE

Rakon Limited

8 Sylvia Park Road

Mt Wellington

Auckland 1060

New Zealand

Telephone: +64 9 573 5554

MAILING ADDRESS

Rakon Limited

Private Bag 99943

Newmarket

Auckland 1149

New Zealand

DIRECTORS

Sinead Horgan

Keith Oliver

Brent Robinson

Yin Tang Tseng

Lorraine Witten (Chair)

Keith Watson

PRINCIPAL LAWYERS

Bell Gully

PO Box 4199

Shortland Street

Auckland 1140

New Zealand

AUDITORS

PricewaterhouseCoopers

Private Bag 92162

Auckland 1142

New Zealand

BANKERS

The Hongkong and Shanghai Banking

Corporation Limited

PO Box 5947

Wellesley Street

Auckland 1141

New Zealand

SHARE REGISTRAR

Computershare Investor Services Limited

Private Bag 92119

Victoria Street West

Auckland 1142, New Zealand

Managing Your Shareholding Online

To change your address, update

your payment instructions or view

your investment portfolio, including

transactions, please visit:

www.investorcentre.com/nz

General enquiries can be directed to:

enquiry@computershare.co.nz

Telephone: +64 9 488 8777

Directory

124

RAKON / ANNUAL REPORT / 2024

www.rakon.com

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.