Winton's pre-sale strategy delivers in difficult market
23 August 2024
Client Market Services
NZX Limited
Copy to:
ASX Market Announcements
Australian Stock Exchange
AUSTRALIA
Dear Sir/Madam
WINTON LAND LIMITED (NZX: WIN, ASX: WTN)
NZX/ASX ANNOUNCEMENT – ANNUAL RESULTS FOR THE YEAR ENDED 30 JUNE 2024
Please find attached the following information relating to Winton Land Limited’s results for the
financial year ended 30 June 2024:
(a) the Results Announcement (as required by NZX Listing Rule 3.5.1);
(b) the Investor Presentation;
(c) the Annual Report, including the audited financial statements and notes;
(d) the Greenhouse Gas Emissions Inventory Report; and
(e) the Climate-Related Disclosures.
For the purposes of ASX Listing Rule 1.15.3, Winton Land Limited confirms that it continues to
comply with the listing rules of its home exchange, being the NZX Listing Rules.
Yours sincerely
Jean McMahon
CFO
---
MARKET ANNOUNCEMENT
NZX: WIN / ASX: WTN
23 August 2024
WINTON’S PRE-SALE STRATEGY DELIVERS IN DIFFICULT MARKET
Winton (NZX: WIN / ASX: WTN) is pleased to release its full-year results for the period ending 30 June
2024 (FY24) with revenue of $173.6 million, earnings before interest, tax, depreciation and
amortisation (EBITDA) of $29.5 million and profit after tax of $15.7 million.
During FY24, Winton’s longstanding pre-sale strategy served it well with 345
1
settlements. These
were skewed slightly to the second half, with 187 units settled, compared to 158 units in the first half
of FY24. This compares to 565 units in FY23, where the development and construction project
timeline led to an exceptional year of delivery.
Chris Meehan, Chair and CEO of Winton said: “The financial results don’t capture the resilience and
progress that Winton made during FY24. Despite a difficult market and very challenging economic
conditions, we have continued to deliver pre-sold properties, complete new projects and diversify
our revenue streams. This steadfastness is a testament to Winton’s commitment and ability to
weather market fluctuations.”
“Even with a slow market and challenging economic conditions, Winton finished the year with a
landbank yield of c6,000 units, cash holdings of $41.7 million and a solid pre-sale book
2
that has
increased in the weeks after the end of the financial year to $411.7 million as at 23 August 2024.”
Similar to the decline reported in the half-year FY24 results, earnings before interest, tax,
depreciation and amortisation (EBITDA) of $29.5 million and profit after tax of $15.7 million were
down 69.1% from $95.6 million and 75.6% from $64.6 million respectively in FY23. The decrease is
attributable to the lower number of settlements, higher cost of sales per unit from a higher
percentage of built product, a $1.7 million fair value loss in FY24 compared to a $6.8 million gain in
FY23, higher administration expenses from the establishment and operation of Ayrburn, and an
abnormal one-off tax adjustment associated with a change in tax deductibility. This was slightly offset
by lower selling expenses from selling fewer units, higher interest income, and lower current and
deferred tax as a result of the above.
As previously communicated, a $80.0 million debt facility was established, secured only against the
Lakeside development, to fund Winton’s wider growth plans. As at 30 June 2024, the drawn-down
balance was $64.8 million. Winton has no recourse debt at group level and all other properties across
the group remain unencumbered.
A core part of Winton is unlocking land value for masterplanned neighbourhoods and development
projects. In FY24, Winton continued the momentum with value-creating outcomes on a number of
projects. The plan change for Stage 18 at Northlake was approved unlocking a total of 125 lots, and
rezoning has been approved to enable 7 prestigi ous residential lots at Ayrburn. In addition, resource
1
Units comprise residential land lots, dwellings, townhouses, apartments, and commercial units.
2
Pre-sales are unconditional and conditional sale contracts to be recognised as revenue in future years.
2
consent was granted for Northbrook Arrowtown
3
including the adjacent boutique hotel. Resource
consent was also granted for Northbrook Launch Bay.
In December, Winton opened the multi-venue Ayrburn hospitality precinct in Arrowtown, which was
an incredible undertaking by the development team to deliver spectacular venues, while maintaining
and celebrating the heritage of their original purpose as farm buildings. The Ayrburn masterplan has
been designed to uplift the value of neighbouring Northbrook Arrowtown and Winton-owned
residential land. The response to date has been exceptional with approximately 150,000 visiting
Ayrburn since opening and it is expected to increase year on year.
Northbrook now has three locations registered under the Retirement Villages Act 2003 and full-scale
Display Suites – Northbrook Wynyard Quarter, Northbrook Wanaka and Northbrook Arrowtown.
Construction of Northbrook Wanaka has continued at pace in preparation for Stage One completion
in May 2025. At Northbrook Wynyard Quarter, piling and basement construction was delayed from
February 2024 due to industry-wide issues around structural engineering and the Auckland Council
consenting process, which required changing structural engineers. Practical completion remains on
schedule, with an anticipated occupation date for residents of FY28.
The Board has paused paying a dividend to maintain financial discipline through softer market
conditions while enabling Winton to continue executing its growth plans. Therefore, the total
dividend for FY24 was 0.55 cents per share reflecting the dividend paid for the six months ending 31
December 2023.
Chris Meehan concludes: “Property development is cyclical, and Winton’s experience gives us
confidence that we are playing the cycle as best we can, and we are well prepared to weather
continued challenging conditions until it does turn around. We know this won’t be the case for other
industry players or an enticing time for new entrants to enter the industry. Our job is to continue to
progress with discipline and to set Winton up well for when the market becomes more buoyant.
We remain cautious about the market conditions for the year ahead and will continue to operate
with discipline. There is a lot to look forward to, and we are grateful to continue sharing Winton’s
success with its partners, contractors, service suppliers, shareholders and employees.”
Winton’s Annual Report is also released today with the Company’s FY24 results, which contain
important information related to the company’s governance, financial commentary, Northbrook,
Ayrburn, Cracker Bay and ESG.
Winton’s Annual Report and all future financial reports will be publicly available on our website
Investor Centre - Winton Land Limited
. Investors may at any time, request a hard copy (or an
electronic copy) of the most recent and future Annual Reports free of charge. You can do so through
our share registry, Link Market Services, including by updating your communication preferences
online through the Investor Centre.
Ends.
For investor or analyst queries, please contact:
Jean McMahon, CFO
+64 9 869 2271
investors@winton.nz
3
A variation to the resource consent for Northbrook Arrowtown was submitted in April 2024.
3
For media queries, please contact:
Sonya Fynmore
+64 21 404 206
sonya.fynmore@winton.nz
About Winton
Winton is a residential land developer that specialises in developing integrated and fully
masterplanned neighbourhoods. Across its 12 masterplanned communities, Winton has a portfolio
of 23 projects expected to yield a combined total of circa 6,000 residential lots, dwellings, apartment
units, retirement village units and commercial lots. Winton listed on the NZX and ASX in 2021.
www.winton.nz
---
Template
Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)
Updated as at June 2023
Results for announcement to the market
Name of issuer Winton Land Limited
Reporting Period 12 months to 30 June 2024
Previous Reporting Period 12 months to 30 June 2023
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$173,597 (21%)
Total Revenue $173,597 (21%)
Net profit/(loss) from
continuing operations
$15,746 (76%)
Total net profit/(loss) $15,746 (76%)
Interim/Final Dividend
Amount per Quoted Equity
Security
It is not proposed to pay dividends
Imputed amount per Quoted
Equity Security
Not Applicable
Record Date Not Applicable
Dividend Payment Date Not Applicable
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security
$1.74 $1.71
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
This announcement is extracted from Winton’s audited financial
statements as at and for the twelve months ended 30 June
2024. A copy of these audited financial statements is attached to
this announcement. To ensure consistency with the current
period, comparative figures have been amended to conform with
the current period presentation where applicable.
Authority for this announcement
Name of person
authorised
to make this announcement
Jean McMahon
Contact person for this
announcement
Jean McMahon
Contact phone number +64 9 377 7003
Contact email address jean.mcmahon@winton.nz
Date of release through MAP
23 August 2024
Audited financial statements accompany this announcement.
---
winton.nz
ANNUAL REPORT
12 MONTHS ENDING
30 JUNE 2024
ANNUAL REPORT 2024
FC The Woolshed,
Ayrburn
01 Northbrook Wanaka,
Northlake
Key Highlights
Letter from CEO and Chair
Financial Commentary
Leadership and Governance
Residential
Retirement – Northbrook
Commercial – Cracker Bay
Commercial – Ayrburn
Sustainability – Ayrburn
Winton ESG
Financial Statements
Corporate Governance
Directory
02
04
10
12
14
18
22
24
30
36
Contents
75
95
45
ANNUAL REPORT 2024WINTON LAND LIMITED | 01
Key highlights
C. 6,000
Units2 landbank yield
$15.7m
Net profit after tax
$173.6m
Revenue
$411.7m
1
of gross pre-sales secured
40.5%
Gross profit margin
$70.3m
Gross profit
1. Pre-sales are as at 23 August 2024. Pre-sales are unconditional
and conditional sale contracts to be recognised as revenue in future
years. 2. Units comprise residential land lots, dwellings, townhouses,
apartments, retirement living units and commercial units.
$41.7m
Cash and cash equivalents
02 The Barrel Room,
Ayrburn
ANNUAL REPORT 202402 | WINTON LAND LIMITED
211
Employees
78%
3
of portfolio (by units) are residential lots
LIMITING EXPOSURE TO CONSTRUCTION
872
Retirement living units yield
ACROSS 5 LOCATIONS
524
Total shareholders
3. Target units to be developed from 1 July 2024 onwards on existing projects based on management estimates
and masterplans current as at 30 June 2024. Target total units, target product mix and target settlement period
may change, including due to planning outcomes and market demand.
345
Units delivered and settled
12
Masterplanned
communities
23
Current projects
ANNUAL REPORT 2024WINTON LAND LIMITED | 03
A
s I write this letter to shareholders
and reflect on FY24, it is fair
to say this year’s financial
results don’t fully capture the resilience
and progress that the Winton team
has demonstrated. Despite a difficult
market and very challenging economic
conditions, we have continued to deliver
pre-sold properties, complete new
projects, and diversify our revenue
streams. This steadfastness is a
testament to our commitment and our
ability to weather market fluctuations.
During FY24, Winton’s longstanding
pre-sale strategy served us well and
345 units4 were settled, delivering
$173.6 million in revenue, down
21.5% from $221.1 million in FY23.
The decrease reflects the prior year
being a significant year of delivery
for residential development and the
current challenging market conditions.
A higher proportion of built product
settled in FY24, driving higher unit
prices and, therefore, higher average
revenue per unit. However, due to the
higher proportion of built product
compared to the prior year, the cost
of sales was higher per unit and, as a
result, the total cost of sales increased
by 0.6% compared to FY23.
Similar to the decline reported in
the half-year FY24 results, earnings
before interest, tax, depreciation and
amortisation (EBITDA) of $29.5 million
and profit after tax of $15.7 million were
down 69.1% from $95.6 million and
75.6% from $64.6 million respectively.
The decrease is attributable to the lower
number of settlements, higher cost of
sales per unit for built product mentioned
above, a $1.7 million fair value loss in
FY24 compared to a $6.8 million gain in
FY23, higher administration expenses
from the establishment and operation of
Ayrburn, and an abnormal one-off tax
adjustment associated with a change in
tax deductibility. This was slightly offset
by lower selling expenses from selling
less units, higher interest income, and
lower current and deferred tax as a result
of the above.
As we communicated at half-year
results, we were cautious going into
2024 and prepared for sales to remain
slower, inflation to remain elevated,
with continued interest rate pressure
on buyers. While opening Ayrburn in
Arrowtown has increased expenses, we
have remained disciplined throughout the
business to not only weather the current
sales environment but also come out the
other side well-placed to benefit from an
improving economy.
Even with a slow market and challenging
economic conditions, Winton finished the
year with a solid pre-sale book that has
increased in the weeks after the end of
the financial year to $411.7 million as at
23 August 2024. We believe in difficult
times buyers naturally gravitate to
trusted developers in a financially stable
position and we have observed that our
pre-sale book is benefitting from these
as smaller developers bow out and
coverage of unfortunate insolvencies or
paused projects has continued.
Currently, Winton has a landbank yield
of c6,000 units, including 872 retirement
living units, and cash holdings of $41.7
million. In December, an $80.0 million
debt facility was established, secured
only against the Lakeside development,
to fund Winton’s wider growth plans.
As at 30 June 2024, the drawn-down
balance was $64.8 million. Winton has
no recourse debt at group level and all
other properties across the group remain
unencumbered.
4. Units comprise residential land lots, dwellings, townhouses, apartments, retirement living units and commercial units.
Letter from CEO and Chair
Chris Meehan
03
03 Chris Meehan,
Chief Executive Officer
04 Northbrook Wanaka,
Northlake
ANNUAL REPORT 202404 | WINTON LAND LIMITED
04
ANNUAL REPORT 2024WINTON LAND LIMITED | 05
A
core part of Winton is unlocking
land value for masterplanned
neighbourhoods and
development projects. In FY24, Winton
continued the momentum with value-
creating outcomes on a number of
projects. The plan change for Stage 18
at Northlake was approved unlocking
a total of 125 lots, and rezoning has
been approved to enable 7 prestigious
residential lots at Ayrburn. In addition,
resource consent was granted for
Northbrook Arrowtown5 including
the adjacent boutique hotel and
resource consent was also granted for
Northbrook Launch Bay.
In line with Winton’s strategy of
diversifying revenue to create
recurrent income, Winton has three
segments of the business – residential,
retirement, and commercial, which are
covered in the following pages, but
I want to mention some significant
highlights here. In December, Winton
opened the multi-venue Ayrburn
hospitality precinct in Arrowtown, which
was an incredible undertaking by the
development team to deliver spectacular
venues, while maintaining and
celebrating the heritage of their original
purpose as farm buildings. We were
delighted to receive Excellence and Best
in Category in the Tourism and Leisure
Property Award at the Property Council
New Zealand Awards. I am proud of
what the team has delivered so far, and
I love seeing people come together and
enjoy themselves there. We still have a
lot to deliver, and we are excited to share
more venues with the community and
visitors to the region.
06
05
5. A variation to the resource consent for Northbrook Arrowtown was submitted in April 2024.
Letter from CEO and Chair
THE AYRBURN MASTERPLAN
HAS BEEN DESIGNED
TO UPLIFT THE VALUE
OF NEIGHBOURING
NORTHBROOK ARROWTOWN
AND WINTON-OWNED
RESIDENTIAL LAND.
ANNUAL REPORT 202406 | WINTON LAND LIMITED
W
inton opened two additional
Northbrook Display Suites
and registered the respective
locations under the Retirement Villages
Act 2003. All three Display Suites
have been a true testament to the
Northbrook product and have given
potential residents the opportunity
to experience it for themselves. Sales
are going well but as expected, have
slowed over the winter months, and
so we look forward to continuing the
momentum as construction progresses.
Construction of Northbrook Wanaka
has progressed at pace in preparation
for Stage One completion in May
2025, and the refurbishment of the
Cracker Bay office building is nearing
completion in the first half of FY25.
05 The Woolshed,
Ayrburn Arrowtown
06 The Winton team receiving the award
for ‘Excellence and Best in Category
in the Tourism and Leisure Property’
for Ayrburn at the recent Property
Council New Zealand Awards
07 Northbrook Wynyard,
Auckland
07
ANNUAL REPORT 2024WINTON LAND LIMITED | 07
ESG Progress
W
inton has continued to make
good progress on integrating
ESG considerations into
the business and reporting on them.
Earlier in FY24, Winton’s sustainability
framework was approved by the
management team and supported
by the Board. During the year it has
become central to our ongoing efforts,
aligning what we do with the agreed
commitments within that framework.
The most significant ESG milestone
was completing the internal process
necessary to meet the requirements
of the XRB Climate Standards and the
subsequent disclosures. The process
reflects company-wide input including
the Winton Board, management team
and business leaders. Alongside the
Annual Report, we have disclosed
two standalone documents: Winton’s
FY24 Climate-Related Disclosures and
Winton’s FY24 GHG Emissions Inventory
Report. Winton’s FY24 GHG Emissions
Inventory Report, which now includes
all emissions from construction and the
operations of the growing business,
is assured by Deloitte Limited.
From a governance and social
perspective, we implemented new
internal policies covering cyber security,
data privacy, digital acquisition and
GHG Inventory Management. We
implemented a health and safety metric
that is appropriate for the Winton
business and disclosed it in the ESG
section of this report.
We have aligned our community
donations and sponsorships with the
sustainability framework to contribute
to the communities we operate in. In
FY24, we contributed approximately
$380,000 to benefit the community
through sponsorships, donations, and
community initiatives.
While there is still much to do, we
appreciate external commentators noting
our improvements, including the recent
Qualmark certification for Ayrburn and
the Forsyth Barr ESG Survey.
08
Letter from CEO and Chair
ANNUAL REPORT 202408 | WINTON LAND LIMITED
Board of Directors
T
he Board appointed Guy Fergusson
as a non-executive director on
24 November 2023. The Board
has subsequently determined that Guy
is an Independent Director and will
hold office until Winton’s 2024 Annual
Meeting, when he will retire and offer
himself for election by shareholders. Guy
is a member of the Audit and Financial
Risk Committee and the Nomination and
Remuneration Committee. Guy has been
a great addition to the Board, bringing
vast corporate finance and capital
markets experience.
Jelte Bakker was appointed James
Kemp’s alternate director in February
2022 and ceased to be an alternate
director on 24 May 2024, while James
Kemp remained.
David Liptak retired from the Board on
12 February 2024 after many years of
involvement in Winton. He became a
cornerstone investor, and his investment
in 2017 was the catalyst for Winton’s
transformation and accelerated growth
plans. His support and contribution as a
Board member over the years have been
invaluable. The Board and management
are grateful for his time and resolute
support. Personally, I sincerely thank him
for his loyalty and his belief in our vision.
While the Board has changed over
the past year, we are happy with
where we are and believe the current
mix of skills and experience will prove
invaluable to Winton.
Dividend
The Board has decided to pause paying
a dividend to maintain financial discipline
through softer market conditions, while
enabling Winton to continue to execute
its growth plans.
Market and Outlook
Property development is cyclical, and
Winton’s experience gives us confidence
that we are playing the cycle as best we
can, and we are well prepared to weather
continued challenging conditions until
it does turn around. We know this won’t
be the case for other industry players
or an enticing time for new entrants to
enter the industry. Our job is to continue
to progress with discipline and to set
Winton up well for when the market
becomes more buoyant.
Interestingly, Queenstown and the
surrounding region have remained
strong, and we believe they will continue
to be so.
We remain cautious about the market
conditions for the year ahead and will
continue to operate with discipline.
There is a lot to look forward to, and
we are grateful to continue sharing
Winton’s success with its partners,
contractors, service suppliers,
shareholders, and employees.
Thank you for your continued support.
Chris Meehan
Chair and Chief Executive Officer
09
08 ALTA Villas,
Northlake Wanaka
09 Launch Bay Townhouses
and Apartments,
Hobsonville Point
ANNUAL REPORT 2024WINTON LAND LIMITED | 09
W
inton has delivered revenue
of $173.6 million in FY24,
21.5% down from $221.1 million
in FY23. A total of 345 units were settled,
a decrease of 220 units.
Cost of sales of $103.3 million is slightly
higher than FY23 by $0.6 million. This is
largely a result of the 12.7% increase in
built product settled by volume in FY24
which has a higher cost per unit than
land lot sales.
In FY24, Winton opened Ayrburn and
continued to generate annuity income
from Lakeside Commercial and Cracker
Bay, generating a total of $11.0 million
revenue for the period.
A fair value loss of $1.7 million results
from the revaluation of commercial assets
and retirement land within the investment
properties portfolio. This compares
to a gain of $6.8 million in FY23. The
movement results from the timing of
consents granted, the properties being
revalued, and the original purchase price
of the underlying land. We note that
property, plant, and equipment are held
at cost less accumulated depreciation,
and inventories are held at the lower of
cost and net realisable value.
Administrative expenses increased by
$11.3 million in FY24. $7.5 million of this
is due to increased employee benefits,
with an increased headcount in FY24
to support Winton’s growth and new
operating businesses. Establishment
costs of $2.7 million were incurred in
relation to the pre-opening of Ayrburn,
and these include branding, marketing,
recruitment, and employee training. The
remainder of the increase is due to the
growth of Winton’s operations and some
inflationary pressures.
Selling expenses were lower in FY24 by
26.7% due to reduced sales commission
and marketing spend.
The FY24 results include a one-off, non-
cash deferred tax liability adjustment
of $2.9 million arising from a change in
tax legislation that came into effect this
year and relates to the depreciation of
buildings. This liability does not reflect
taxation payable if the assets were sold.
The resultant net profit after tax in FY24
is $15.7 million a reduction from $64.6
million in the prior year.
An increase in property, plant and
equipment of $39.3 million since FY23
represents a significant investment in
Ayrburn, while an increase of $69.9
million in investment properties
represents progress at Northbrook
Wanaka and Wynyard Quarter, as well
as the redevelopment of Cracker Bay.
Winton entered an $80 million debt
facility to support Winton’s growth plans
in December 2023. The facility with
Massachusetts Mutual Life Insurance
Company is fully ringfenced to the
Lakeside development and provided an
equity release to assist with funding the
development of Northbrook villages.
The additional limit will be used to fund
Lakeside, while the proceeds of Lakeside
settlements will fully extinguish the loan.
As at 30 June 2024, the drawn-down
balance was $64.8 million. The other
properties across the portfolio remain
unencumbered. We ended FY24 with
$41.7 million in cash reserves.
Financial Commentary
10 Jimmy’s Point, Launch Bay
Hobsonville Point
10
ANNUAL REPORT 202410 | WINTON LAND LIMITED
ANNUAL REPORT 2024WINTON LAND LIMITED | 11
Senior Management Team
Board of Directors
CHRIS MEEHAN
Chief Executive Officer and Chair
Associate Diploma in Business (Property Valuation)
Appointed 19 June 2017
Chris leads Winton’s strategy and operations.
A founding principal and CEO of Winton, Chris has
over 30 years of experience in real estate investment.
Prior to establishing Winton, Chris founded the
Belle Property real estate franchise in Australia, and
grew this business to 20+ offices across Australia
and New Zealand, prior to its sale to private equity
interests in 2009.
JULIAN COOK
Executive Director and Director of
Retirement
BA, MAF, BSc, MSc
Appointed 13 September 2021
Julian is responsible for leading and executing
Winton’s retirement strategy.
Prior to joining Winton, Julian spent the previous
11 years at Summerset Group, including 7 years as CEO.
Prior to 2010, Julian was an Associate Director with
Macquarie Group for over 12 years.
Julian is currently Chairman of Sky City Entertainment
Group and a director of WEL Networks and Deakin
Topco Pty Limited (trading as Levande).
Leadership and Governance
STEVEN JOYCE
Independent Director
BSc
Appointed 22 June 2023
Steven has more than 30 years of successful
leadership experience across a unique mix of
commercial and government roles, working in
governance and executive positions.
During his time in the New Zealand government,
Steven served as a senior economic minister, holding
the portfolios of Finance, Economic Development,
Science and Innovation, Transport, ICT and Tertiary
Education, Skills and Employment. Prior to politics,
Steven was the founder and Chief Executive of the
then NZX-listed Radioworks New Zealand Limited.
Steven is currently a director of Joyce Advisory Limited,
providing independent advice to boards, including on
finance and economics and strategy execution.
JAMES KEMP
Non-Executive Director
BCom, BFin (Hons & University Medal), MFin
Appointed 21 February 2022
James has been appointed to the Board of Winton in
his capacity as a representative of TC Akarua 2 Pty
Limited (as trustee of the TC Akarua Sub Trust), being
a substantial shareholder in Winton.
James is a Senior Managing Director in Macquarie
Asset Management (MAM) and is Head of Real Estate,
Asia-Pacific. He has over 17 years of experience in
real estate private equity and investment banking
across Asia-Pacific. James is Chair of the Investment
Committee for MAM’s opportunistic fund series
(Macquarie Real Estate Partners) and has been a
director on a number of other real estate companies.
He is currently also a director of: the Japan and China
logistics developer and fund manager, Unified Industrial;
Australian built-to-rent platform, Local; and Macquarie’s
Australian land lease communities platform.
Chris Meehan
Chief Executive Officer
and Chair
Simon Ash
Chief Operating Officer
Jean McMahon
Chief Financial Officer
Justine Hollows
GM Corporate Services
Duncan Elley
GM Project Delivery
ANNUAL REPORT 202412 | WINTON LAND LIMITED
MICHAELA MEEHAN
Non-Executive Director
MSc (Economics and Business Administration)
Appointed 19 June 2017
Michaela is a founding principal of Winton, and
has over 20 years of corporate, property and
treasury experience.
Michaela was a Senior Product Manager for the
Danish brewery Carlsberg, in Copenhagen, from
1995 and 2001. Michaela was also a professional
sailor for 13 years, competing at three Olympic
Games as a member of the Danish Sailing Team.
GLEN TUPUHI
Independent Director
Graduate Diploma in Health Management
Appointed 24 September 2021
Glen has over 30 years’ experience, including in
health and justice related fields.
Glen has held senior positions in Oranga Tamariki,
Corrections, Health Waikato, Hauora Waikato and
Te Runanga o Kirikiriroa and has extensive
governance experience representing Ngati Paoa,
Hauraki and iwi Māori.
GUY FERGUSSON
Independent Director
BCom, MTax
Appointed 24 November 2023
Guy is an experienced corporate finance and capital
markets professional.
Guy’s investment banking experience spans 28 years.
Guy is a founding partner at Centennial Partners, an
independent corporate finance advisory firm based
in Sydney. Previous experience includes 14 years at
Grant Samuel (with 4 years as the Co-CEO), Deutsche
Bank and UBS, working across all aspects of corporate
finance and Coopers & Lybrand (now PwC). Guy has
extensive boardroom experience both in a corporate
finance advisory capacity and as a director, and is
currently a non-executive director at the Australian
Wildlife Conservancy.
11 Northbrook Arrowtown,
Arrowtown
11
ANNUAL REPORT 2024WINTON LAND LIMITED | 13
Residential
R
esidential development
encompasses Winton’s traditional
land and property development
business. Revenue for FY24 from
residential development was $162.5
million, and EBITDA of $45.0 million,
attributable to the 345 units that were
settled, made up of 158 units in the first
half of the year and 187 in the second
half. This compares to $217.4 million in
revenue and $91.9 million in EBITDA in
FY23 as the timing of the development
programme meant a total of 565 units
were settled.
The main FY24 settlements included
part of stage 3 at Lakeside Te
Kauwhata, stages 11-15 at Beaches
Matarangi, Launch Bay Townhouses at
Hobsonville Point, stages 3-6 at North
Ridge Cessnock, Parnell land, dwellings
at River Terrace Cromwell and at
Northlake Wanaka we settled stage
17b, Northlake Apartments, commercial
units and stage 1 of the ALTA Villa
Townhouses.
The product mix in FY24 evolved and
included more built product, which
increased the average revenue per unit
and the average cost of sales per unit.
While the financials show a decrease in
revenue from residential development,
this is due to a significant year of delivery
in FY23. We are pleased with this year’s
settlements, which reflect the success of
Winton’s long-term pre-sale strategy.
12 Lakeside,
Te Kauwhata
NeighbourhoodUnits settled
FY24
Units settled
FY23
Movement
Lakeside20918623
Beaches29172(143)
North Ridge17105(88)
Northlake5883(25)
Launch Bay291514
River Terrace24(2)
Parnell1-1
Total345565(220)
Average revenue
per unit (000’s)
$470$374$96
FY24 Sales
• In FY24, 20.3% of settlements comprised of constructed product compared with 7.6% in FY23.
• Average revenue per unit is $96k higher in FY24 as a result of the greater proportion of constructed product settled.
FY24 delivers value for Winton
Settlements by product type
RESIDENTIAL LOTS
APARTMENTS
COMMERCIAL
DWELLINGS
KEY:
FY24
settlements
by product
8%
2%
80%10%
FY23
settlements
by product
3%
92%5%
ANNUAL REPORT 202414 | WINTON LAND LIMITED
12
ANNUAL REPORT 2024WINTON LAND LIMITED | 15
L
aunch Bay Hobsonville Point is
Winton’s waterfront masterplanned
neighbourhood that has been
many years in the making and has seen
Winton deliver seven residential projects
to date and is nearing completion of
its last. Jimmy’s Point is a high-end
waterfront project with 30 apartments
– nearly 50% of the apartments are
pre-sold. During FY24, construction
progressed at pace, and now the
internal fit-out is nearly complete in all
apartments, and landscaping works
continue. This will be an exciting project
to deliver in FY25, as the Winton team
looks forward to welcoming the new
residents to the established and thriving
Launch Bay community.
At Northlake Wanaka, it has been a
big year of delivery, and the Northlake
team is delighted with the high-
quality product delivered to buyers.
With the completion of the Northlake
Apartments and Commercial units
underneath, Northlake welcomed a
number of fantastic local businesses
that complement the existing village
centre. All apart from two of the
commercial units are sold and settled.
The construction of the ALTA Villa
townhouses has been a significant
undertaking, and it has been great to
share the premium finished product
with potential buyers as they have been
completed. Of the 27 completed homes,
only a handful remain to be sold. The
land lots within stage 17b were
completed in FY24 and stage 17a will
be completed and settled in H1
FY25. Design and consenting works
progressed on stage 18 and construction
will commence during FY25.
Winton’s delivery at Lakeside Te
Kauwhata has continued following
the completion of the village centre
in FY23. Stages 3B and 3C continue
with services, drainage, roading, and
footpaths, and the tender for stage
4 civil works is underway.
The Beaches development in Matarangi
is now complete and we look forward
to marketing the final lots over the
summer period.
13 Jimmy’s Point,
Launch Bay
14 Beaches,
Matarangi
13
Residential
ANNUAL REPORT 202416 | WINTON LAND LIMITED
14
ANNUAL REPORT 2024WINTON LAND LIMITED | 17
N
orthbrook Luxury Later
Living is starting to carve
its niche in the retirement
market, demonstrating a unique
offering not seen before in New
Zealand. It is evident we are attracting
residents who never contemplated
a traditional retirement village as an
option for their later living years and
are drawn to the five-star lifestyle.
During FY24, Winton opened
display suites on two more sites –
Northbrook Wanaka and Northbrook
Arrowtown. These are in addition to
the Northbrook Wynyard Quarter
Display Suite, which was opened in
June 2023. All three villages are now
registered under the Retirement
Villages Act 2003.
The Northbrook Wanaka Display
Suite opened in September 2023,
commencing pre-sales and allowing
potential residents to view full-size
two and three bedroom residences.
Northbrook Wanaka is part of
Winton’s established Northlake
neighbourhood and, once finished,
will have 96 Northbrook Residences
and 32 Northbrook Care Suites.
A well-known and reputable local
contractor has been engaged to
construct Stage One of Northbrook
Wanaka, consisting of 28 two and
three bedroom residences. Four
of these are Grand Residences
extending from 300 to 391 square
metres. Construction is progressing
quickly as the contractor works
towards May 2025 completion,
when the first Northbrook Wanaka
residents will take occupation.
The Northbrook Arrowtown Display
Suite opened in late May 2024.
It shows a full-size two-bedroom
apartment and an architectural
model of the entire project.
Northbrook Arrowtown is part
of Winton’s Ayrburn masterplan,
positioning its luxury later living
offering adjacent to the well-loved
Ayrburn hospitality precinct.
Northbrook Arrowtown will have
142 one, two and three bedroom
residences and 26 Northbrook
Care Suites. Resource Consent
has been granted and Winton has
submitted a variation to the Resource
Consent that includes practical
adjustments throughout. Civil works
and landscaping continue onsite,
and enabling works for Stage One
buildings are expected to commence
in early 2025.
15 Julian Cook,
Director of Retirement
16 Northbrook Arrowtown
and Ayrburn,
Arrowtown
15
Retirement
ANNUAL REPORT 202418 | WINTON LAND LIMITED
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ANNUAL REPORT 2024WINTON LAND LIMITED | 19
13
17
19
18
20
Retirement
ANNUAL REPORT 202420 | WINTON LAND LIMITED
N
orthbrook Wynyard Quarter
is positioned within Winton’s
waterfront masterplan
in Wynyard Quarter Auckland.
The Display Suite is a full-size
two-bedroom apartment and
Northbrook’s flagship sales suite.
Early works and site preparation are
complete. Commencement of the
piling and basement construction
was delayed from February 2024. As
a result of some industry-wide issues
around structural engineering and the
Auckland Council consenting process,
Northbrook elected to change its main
structural engineer. While it is never an
easy decision to change a key partner
late in the design process, it was the
right decision. Robert Bird Group, an
internationally regarded engineering
firm specialising in large-scale and
high-rise structures, was appointed.
The transition has gone well, and the
team is looking forward to getting
started on the piling and basement
construction soon. Practical
completion remains on schedule with
an anticipated occupation date for
residents of FY28.
Interest from potential residents
has been fantastic, with thousands
of people visiting the Northbrook
Display Suites since opening. The
consistent and overwhelming
comment received about all the
Display Suites is the quality of the
finishing, the attention to detail, and
the generosity within the design,
whether it is the high 3-metre
ceilings, the size of the master
bedrooms and bathrooms, or the
practical yet beautiful storage.
Northbrook Launch Bay and
Northbrook Avon Loop remain
subject to registration under the
Retirement Villages Act 2003.
NorthbrookLocationProject statusPre-sellingIndependent
and Serviced
Retirement Units
Care SuitesTotal Units
and Suites
Wynyard QuarterAucklandResource consent granted, display suite complete,
registered under the Retirement Villages Act 2003,
early works complete, construction to commence FY25
Ye s11438152
WanakaWanakaResource consent granted, display suite complete,
registered under the Retirement Villages Act 2003,
Stage One construction progressing well, Stage One
completion May 2025
Ye s9632128
ArrowtownArrowtownResource consent granted, variation to resource
consent underway, display suite complete, registered
under the Retirement Villages Act 2003, enabling
works for stage one expected to commence early 2025
Ye s14226168
Launch BayAucklandResource consent grantedNo17539214
Avon LoopChristchurchResource consent grantedNo17832210
To t a l 705167872
17 Northbrook Arrowtown,
Arrowtown
18 Northbrook Wynyard Quarter,
Auckland
19 Northbrook Wanaka,
Wanaka
20 Northbrook Wanaka,
Wanaka
ANNUAL REPORT 2024WINTON LAND LIMITED | 21
Commercial
Cracker Bay
Commercial includes Winton’s investment properties at Lakeside
and Cracker Bay and the operating businesses at Ayrburn
and Cracker Bay. Revenue for this segment includes rent and
hospitality revenue. In FY24 commercial revenue was $11.0 million,
up from $3.7 million in FY23.
ANNUAL REPORT 202422 | WINTON LAND LIMITED
21 Cracker Bay,
Auckland
T
he Cracker Bay brand was
launched in FY24 and
encompasses the Cracker Bay
Drystack and Marina, Cracker Bay
offices and eventually the Cracker
Bay hospitality precinct. It is a core
part of the wider masterplan that
complements Northbrook Wynyard
Quarter and The Villard.
The Drystack and Marina are in a prime
location for convenient boat storage
and launching. When Winton took over
ownership, the drystack was in much
need of a refurbishment to align with
Winton’s standard and its vision for the
area. The refurbishment of the drystack
building is complete and reset to offer
a best-in-class service for a “no strife
boating life”.
Renovation and refurbishment of the
neighbouring Cracker Bay office building
have continued throughout the year
and, once complete, will offer premium
waterfront facilities for tenants across
four levels and add to rental income.
The vision for the hospitality precinct
is exciting and includes multiple
dining venues, private functions, and a
members’ club. Good progress is being
made on the resource consent for the
precinct; however, like Ayrburn, time is
being taken to get the design right.
22
21
ANNUAL REPORT 2024WINTON LAND LIMITED | 23
N
estled between Queenstown and
Arrowtown and with majestic
views of The Remarkables and
Coronet Peak, Winton’s recently opened
hospitality precinct, Ayrburn, is steeped
in history, innovation, and a reflection
of Winton’s commitment to its Best by
Design ethos.
Waterfall Park and Ayrburn Farm,
collectively Ayrburn Farm in 1864, were
purchased by Winton during 2016-2017
and once again aligned in ownership.
Waterfall Park is a unique location
within the Wakatipu Basin where Mill
Creek spills into the site as a significant
waterfall. It naturally extends down
to the historic Ayrburn Farm, which
hosted the district’s first A&P Show and
is known as one of the first and most
successful farms in the area.
Over 160 years ago, Scottish born William
Paterson came across an expansive piece
of land. With a backdrop of beauty and
foreground of rural opportunity, Ayrburn
Farm was established as one of the first
farms in the area. Paterson connected
his slice of New Zealand land with his
Scottish heritage, naming it after the
town ‘Ayr’ where he was born in West
Kilbride Scotland, with ‘burn’ being the
Scottish word for stream, as a nod to Mill
Creek that runs through the property.
In celebration of William Paterson, a
life-size bronze statue of his best friend
Napolean, the Clydesdale horse stands
proudly on The Woolshed lawn.
22
22 Napolean the Clydesdale,
Ayrburn
23 The Manure Room,
Ayrburn
Ayrburn seamlessly blends its heritage as one of the first and most successful farms in the area with
a world-class wine and culinary experience, Ayrburn is a testament to timeless craftsmanship and visionary
innovation, with this highly anticipated destination bearing an unparalleled commitment to excellence.
Lauren Christie, GM Winton Queenstown
“
”
Commercial
ANNUAL REPORT 202424 | WINTON LAND LIMITED
23
ANNUAL REPORT 2024WINTON LAND LIMITED | 25
W
hile this unique piece of
land is rich with heritage
and incredible natural
features, it needed some innovative
design consideration to create a
worthy masterplan that extended past
hospitality and integrated into a wider
vision. At the heart of the design are
five heritage farm buildings including
the original Homestead. The Ayrburn
masterplan has been designed to uplift
the value of neighbouring Northbrook
Arrowtown and Winton-owned
residential land.
Restoration of The Woolshed (a former
Stables and Woolshed) including a new
build supporting Annex, The Manure
Room (a former Cart Shed), The Burr
Bar (the former cookhouse and original
homestead), and The Dairy (former
dairy) started in October 2021 and
took just over two years to complete.
Existing heritage buildings have been
meticulously restored and an incredible
amount of time and passion has gone
into revitalising this property. The
remediation process was delicate and
slow, deconstructing each building and
then recreating it with stronger hidden
structures. Retaining heritage features
like the curved roof in The Manure Room
was essential to the execution and heart
of Ayrburn, morphing the history and
natural landscape with refinement to
deliver a food and wine experience for
the entire family to enjoy.
Each venue takes on a rich personality of
its own, complimented by an extensive
art collection. The landscaping design
and execution were done internally and
based on the principles of abundance,
layers, and the right tree in the right place
to ensure they thrive.
24
We wanted to create a destination
where locals and visitors alike could
spend the day with friends and family
to simply enjoy being together over
world-class food and wine. An incredible
amount of time has gone into making
sure Ayrburn will be a place for great
times. It embodies our commitment
to celebrating the stories of the past,
by giving them a new future. From
our wine tastings in The Manure Room
where prohibition saw tipplers evade
authorities, to the shining bronze statues
of Ayrburn’s founding owner, William
Paterson’s prized Clydesdale and ram.
Ayrburn is a testament to our dedication
to crafting exceptional places. It’s not
just a destination; it’s an invitation to
have fun and experience the best of
New Zealand’s food, wine, and
hospitality in a place chosen 160 years
ago for being one of the country’s most
naturally stunning locations.
Chris Meehan, Winton CEO
“
”
Commercial
ANNUAL REPORT 202426 | WINTON LAND LIMITED
24 The Barrel Room,
Ayrburn
25 Ayrburn venues,
Arrowtown
26 Outdoor dining
at The Woolshed,
Ayrburn
26
25
COMING SOON
COMING SOON
COMING SOON
ANNUAL REPORT 2024WINTON LAND LIMITED | 27
A
yrburn opened to the public on
Saturday, 9 December 2023 with
five different venues to cater to
different tastes and occasions. From
sunny courtyard dining at the Woolshed,
wine tastings in The Manure Room,
a sweet treat at The Dairy, whiskey
sips in the Burr Bar, to a multitude of
events and entertainment at The Dell. In
February this year, The Barrel Room was
added to the venue list; with 56 aging
wine barrels lining the walls and a grand
piano centrepiece, it’s perfect for private
events and feast-style dining.
Ayrburn today is a thriving destination
attracting a diversified mix of visitors
of all ages, demographics and from all
around the world. Locals, New Zealand
residents and visitors from Australia
collectively make up the majority of
visitors to date. Since opening, over
150,000 people have visited Ayrburn,
some stay for a moment and others
stay a while. Most recently, during
July, Ayrburn held its inaugural mid-
winter Christmas Wonderland, which
attracted well over 20,000 people
over the month, of which 3,500
people gave ice skating a go, and
many enjoyed festive drinks with over
4,000 glasses of Ayrburn’s special
mulled wine sold in July alone.
Building on Ayrburn Farm’s reputation
for the provision of fine produce in the
yesteryears, Ayrburn produces wines
that reflect the quality, depth and history
of Ayrburn Farm’s agricultural past and
celebrates the stories and special sites of
the Central Otago winegrowing region
today. The expertly curated range of
Ayrburn wine is served at Ayrburn and
exclusively sold inhouse from the cellar
door and online via the Ayrburn website.
Ayrburn will expand further. The original
colonial-Victorian Ayrburn Homestead
built in the 1890s with five bedrooms and
nine chimneys, will be unveiled as Billy’s
in FY25. Its flagship restaurant will offer
a truly opulent dining experience. The
Bakehouse and RM’s Butcher will also
open in FY25.
27 The Barrel Room,
Ayrburn
28 Mid-winter Christmas wonderland,
Ayrburn
Commercial
27
ANNUAL REPORT 202428 | WINTON LAND LIMITED
28
ANNUAL REPORT 2024WINTON LAND LIMITED | 29
29
Ayrburn’s transformation is exemplary. Its sustainable design execution and amenities highlight a forward-thinking approach.
Ayrburn sets a high standard for tourism development.
Andrew Evans, chief judge – Property Council Awards
“
”
ANNUAL REPORT 202430 | WINTON LAND LIMITED
Sustainability from
Construction to Operation
A
yrburn is designed and built on
the fundamentals of sustainability.
It repurposes existing heritage
buildings and adapts their use to give
them a new life within a setting where
nature has been revitalised and nurtured
to improve biodiversity and ecology. The
venues, grounds and landscaping have
been designed for seamless integration
to maximise their use and the enjoyment
of everyone that visits.
The commitments within Winton’s
Sustainability Framework to mitigate
risk and positively contribute to a
thriving planet, thriving people, and a
sustainable future are evident through
the construction and operation of
Ayrburn. While there is still much to do,
and it is a journey with no end, Ayrburn is
committed to continuous improvement,
maintaining and advancing sustainability
within its operations and during the
construction of new venues.
Recently, Ayrburn was awarded a
Qualmark Silver Sustainable Tourism
Business Award and acknowledged
for its commitment to protecting our
beautiful natural environment, enhancing
connections with our local communities,
and delivering a quality, safe experience
for all visitors.
It also won Excellence for the Heritage
and Adaptive Reuses Property Award
and Excellence and Best in Category for
Tourism and Leisure Property Award at
the Property Council New Zealand 2024
Awards. Property Council 2024 judges
commented, “Ayrburn is a considered
development which is set to establish
itself as a must-visit tourism destination
in the Queenstown-Arrowtown region,
much like the original dwelling. It’s
evident the integrity of Ayrburn has
remained through this revitalisation
project,” said Andrew Evans, chief judge,
Property Council Awards.
29 Mill Creek,
Ayrburn
30 The original Woolshed,
Ayrburn
30
ANNUAL REPORT 2024WINTON LAND LIMITED | 31
Thriving Planet
Commitments and outcomes
Protect and Restore Nature
At Ayrburn, significant revitalisation
steps have been taken to improve stream
health, biodiversity and encourage more
wildlife. A water-sensitive stormwater
design was created and implemented,
which includes treating carpark runoff
through a network of rain gardens,
engineered wetlands, and vegetated
swales instead of traditional kerbs
and channels.
A number of initiatives were implemented
to reverse the impacts of agricultural land
use. These include fencing to exclude
stock from the creek, creating riparian
margins and extensive riparian planting
along Mill Creek (880m either side),
planting over 30,000 native plants so
far, removing wilding pines, predator
trapping along the margins of Mill Creek,
and using organic fertilisers instead of
compound fertilisers.
As a result, we have flourishing vegetation,
enhanced spawning habitats for aquatic
life, and more birdlife including nesting
falcons and an abundance of Tuis.
Winton has also implemented a number
of measures to improve water quality
including sediment traps and extensive
bank stabilisation using reno mattreses
and rocks to line eroding edges.
Restore or Reuse buildings
where practical
At the heart of the Ayrburn vision was
the opportunity to provide a future
legacy for the original farm buildings
which would’ve otherwise been reduced
to ruins over time (due to the investment
needed to restore them) and not
accessible or able to be celebrated by
the public.
The adaptive re-use of the site as a
high-quality hospitality precinct has
maintained the site’s integrity by
retaining, repairing and adapting the
listed heritage buildings to create a
precinct that respects the original layout
and open spaces of the farm.
The design and location of new buildings
within the site have paid careful attention
to respecting the original relationship
of the historic farm buildings to each
other. The surrounding environment has
been landscaped to retain and respect
the historic features of the site, such
as the historic tree-lined avenue to the
Homestead and the creek frontage to
The Woolshed.
Approximately 70% of the original stone
walls were engineered and programmed
so they could be left standing during
construction, reducing unnecessary
rework and materials.
Extensive reuse of materials wherever
possible within the existing buildings,
sourcing and using recycled materials
(e.g. timber, corrugate), reusing original
materials, and sourcing materials locally
where possible (e.g. stone) has avoided
embodied emissions that would occur
from new materials.
Interior spaces and features of the
buildings have been restored and
repurposed, for example, the reuse of
the historic framing and joinery of the
stalls in the Stable and the painstaking
restoration of the original shingle roof of
the Cart Shed.
Reduce carbon emissions and
waste to landfill
As outlined above, embodied carbon
was avoided by repurposing existing
buildings, reusing original materials as
much as possible within the existing
buildings, sourcing and using recycled
materials, reusing original materials, and
sourcing materials locally where possible.
By deconstructing and reconstructing,
we reduced waste compared to the
alternative of demolition and purchasing
all new materials. The main head
contractor sorted waste throughout the
project, reducing waste to landfill. They
also worked with the waste removal
company to support initiatives to recycle
building materials from the site, including
plaster board being recycled back into
gypsum and reused in compost and glass
being ground down to be incorporated
into asphalt roading in the South
Island. In addition, the existing stone
was also reused, offcuts were either
repurposed onsite or moved to clean fill
and earthworks volumes were actively
balanced and repurposed on other areas
of the site.
Operational waste is avoided where
possible and waste avoidance initiatives
will be ongoing. Of what remains, as
much as possible is diverted from
landfills through recycling options,
including glass, which is ground down
to use in roading, and food waste, which
is collected and taken to a local partner
for composting.
Bus transportation is encouraged for
Ayrburn visitors to get to and from
Ayrburn, cycleways have been extended
to link with the wider community and EV
car and bike charging stations have been
installed for visitors.
Build high-quality buildings to
lengthen their lifetime and reduce
waste long-term
Winton invested a lot of time in getting
the design just right for Ayrburn. This
meant working within the constraints
of repurposing heritage buildings and
ensuring that attention to detail was
given to every aspect large and small,
to ensure a high-quality build and an
exceptional end product that is fit for its
renewed lease of life and will be enjoyed
by generations to come.
31 Mill Creek,
Ayrburn
ANNUAL REPORT 202432 | WINTON LAND LIMITED
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ANNUAL REPORT 2024WINTON LAND LIMITED | 33
Create safe, vibrant and resilient
neighbourhoods
Winton wanted to create a destination
where locals and visitors alike could spend
the day with friends and family to simply
enjoy being together over world-class
food and wine. The built form, grounds,
and wider masterplan reflect this vision
as they embody Ayrburn’s commitment
to celebrating the stories of the past by
giving them a new future and allowing
guests to create and tell their own
stories while visiting. The initial Ayrburn
venues are stage one of the masterplan,
future stages include additional venues,
luxury retirement, and a small number of
prestigious residential lots.
Foster a proactive culture of safety
Ayrburn aligns with Winton’s Health
and Safety framework and extends to
operational safety as responsible hosts.
The Landscape Maintenance Teams and
Hospitality Teams utilise an online app
to record, report, and communicate with
office staff to ensure that teams working
remotely can quickly and effectively
convey any safety issues or concerns
that occur.
Support local businesses and
resources where possible.
The development of Ayrburn is a
testament to the involvement of
committed local businesses. Over 97%
of the onsite contractors used to create
Ayrburn were local to the region.
Provide access to green spaces,
shared spaces and develop mixed-use
spaces for outdoor activity and social
connection
Historically, Ayrburn has been a private
farm and, therefore, closed to the public.
The newly created precinct opens this
beautiful part of Queenstown Lakes to
the public, providing access to assets
that have never been possible until now,
including the heritage buildings, the
natural enchanting onsite waterfall and a
portion of Mill Creek. Beautiful amenities
have been created for visitors to use
while they are at Ayrburn these include
significant planting, mature trees,
comprehensive landscaping, manicured
gardens, shared open spaces and
nature-inspired play structures for family
use, outdoor bathroom facilities for
end-of-trip use or for those enjoying the
outdoors at Ayrburn and connections
created to local walking and cycling
trails. Simply, Ayrburn is created for
people to come together to enjoy and
make memories.
Understand the character of
development sites, including from,
people, activity and history, and
appropriately engage with associated
stakeholders.
The restoration of locally important
heritage buildings and the celebration
of the history and families of Ayrburn,
particularly the Patersons, who lived at
and established Ayrburn, are at the heart
of this next chapter of Ayrburn’s story.
Working closely with local Iwi on
measures to improve and respect
waterways, namely Mill Creek and Lake
Hayes, was valuable through construction
and is ongoing.
Positively contribute to the people
and organisations in and around the
communities we create.
During FY24, Ayrburn made a
significant contribution to the local
community and supported a number of
initiatives and charities:
• One of the biggest commitments
was investing $315,000 to extend the
Arrowtown community trail network
through Ayrburn. This enabled cycle
and walking access to Ayrburn’s natural
features and connection with the
region’s wider trail network.
• Supported local reforestation
programme within the Queenstown
Lakes region.
• Ayrburn held four charity events
to support the local community.
One event was for the Arrowtown
Volunteer Fire Brigade members and
their partners as a thank you for the
incredible work they do as volunteers.
For the other events, Winton provided
the venue and all costs of the evenings
and enabled the receiving charity to
fundraise, with each group raising
between $30,000 – $40,000.
• Employment of labour through
Mana Tahuna’s ‘Jobs for Nature’
programme for tree planting in the
valley and predator control along the
riparian creek.
Thriving People
32 The Woolshed,
Ayrburn
ANNUAL REPORT 202434 | WINTON LAND LIMITED
Sustainable Future
32
Contribute to economic growth,
GDP and taxes.
Ayrburn contributes to the local and
national economy by attracting New
Zealand residents to Ayrburn and
international visitors to New Zealand.
We support local contractors as much
as possible.
Create shareholder value.
Ayrburn creates revenue diversity
from Winton’s traditional residential
development business activities and
aligns with the strategy to develop
integrated multi-use masterplans to
create long-term shareholder value.
Create workforce opportunities.
Approximately 600 jobs per year
were created during construction, and
operationally, we employ about 200
people, which will increase further as
more venues open.
Utilise product design and lifecycle
management for better sustainability
outcomes.
Constructing and then operating an
asset creates a unique opportunity for
constant improvement towards positive
sustainability outcomes that can be
applied to all Winton projects.
ANNUAL REPORT 2024WINTON LAND LIMITED | 35
During FY24, Winton continued to
deliver on its environment, social, and
governance (ESG) commitments, aligned
with its Sustainability Framework.
Management approved the Framework
early in FY24. The three pillars of
Winton’s Sustainability Framework are
a Thriving Planet, Thriving People, and
a Sustainable Future.
Sustainability at Ayrburn is intertwined
within its design, construction, and
operation, and this year, it has been
outlined in the Ayrburn section of this
report starting on page 30.
The following pages outline key
milestones from FY24 that positively
contribute to the commitments outlined
in the Sustainability Framework. The
priority was completing Winton’s first
climate-related disclosures, which were
disclosed at the same time as Winton’s
annual results and detailed in the
document ‘Climate-Related Disclosures
FY24’ and including the assured GHG
Emissions FY24 Inventory Report at
the same time as the climate-related
disclosures and FY24 financial reporting.
Both of these documents are available
on the Winton investor centre: www.
investors.winton.nz.
Looking ahead to FY25, Winton is
focused on delivering further ESG
deliverables including formulating a
climate-related transition plan to include
in climate-related disclosures, setting
company-wide reduction targets,
creating Winton sustainability standards
for design and development
Winton ESG
33
33 Glasshouse and flower gardens,
Ayrburn
ANNUAL REPORT 202436 | WINTON LAND LIMITED
FY24 Contribution Towards Commitments
• Completed initial climate-related
disclosures and disclosed alongside
FY24 results available on www.
investors.winton.nz
• Extended GHG emissions
measurement boundary to include
all Scope 3 Purchased Goods and
Services emissions which include
Winton’s most material sources.
• Created a process to measure all
waste on construction sites in FY25.
• Transitioned to new auditor for
GHG emissions and released the
inventory at the same time as the
FY24 financials, along with carbon
intensity metrics.
• A mixture of quantitative and
qualitative targets has been set to
limit global warming to 1.5°C focusing
on data accuracy, data collection and
waste avoidance.
Thriving Planet
COMMITMENTS
1
PROTECT AND RESTORE
NATU RE
2
ENABLE LOWER
CARBON LIFESTYLES
3
MAINTAIN AN EMISSIONS
INVENTORY SYSTEM
4
REDUCE CARBON EMISSIONS
AND WASTE TO LANDFILL
5
DESIGN FOR
RESOURCE EFFICIENCY
6
RESTORE OR REUSE BUILDINGS
WHERE PRACTICAL
7
BUILD HIGH-QUALITY
BUILDINGS TO LENGTHEN THEIR
LIFETIME AND REDUCE WASTE
LONG -TERM
9
CO M P LY W IT H
ENVIRONMENTAL LAWS
10
USE BEST PRACTICE TO AVOID
ENVIRONMENTAL BREACHES
11
ADAPT TO AND DO OUR PART TO
MITIGATE CLIMATE CHANGE
12
USE INNOVATION AND
TECHNOLOGY FOR BETTER
SUSTAINABILITY OUTCOMES
8
INFLUENCE SUSTAINABILITY
IMPACTS OF CONTRACTORS,
SUPPLIERS, TENANTS,
AND EMPLOYEES
NATURE AND POLLUTION
RESOURCES AND MATERIALS
CLIMATE ACTION
ANNUAL REPORT 2024WINTON LAND LIMITED | 37
GHG Emissions FY24 Inventory Summary
GHG
Protocol
Category
(ISO 14064-1:2018)
FY24
TCO₂e
(base year)
FY23
TCO₂e
FY22
TCO₂e
Scope 1Category 1: Direct emissions179.0876.73
72.18
Scope 2
Category 2: Indirect emissions from imported energy
(location-based method*)
58.5418.0211.16
Scope 3
Category 3: Indirect emissions from transportation187.11166.2095.11
Category 4: Indirect emissions from products used
by organisation
24,383.04116.226.45
Total direct emissions179.0876.7372.18
Total indirect emissions*24,628.69300.44112.72
Total gross emissions*24,807.77377.17184.90
Total net emissions24,807.77377.17184.90
* Emissions are reported using a location-based methodology.
Winton does not have any emissions data for direct CO₂ emissions from biologically sequestered carbon.
Thriving Planet
ANNUAL REPORT 202438 | WINTON LAND LIMITED
Targets
Winton has set short-term targets to
reflect its genuine intention of laying
the foundation for future medium-
term targets. A mixture of quantitative
and qualitative targets has been set to
contribute to limiting global warming
to 1.5°C. They do so by improving
the accuracy of emission inventory
data, reducing emissions from waste,
increasing engagement with suppliers
to create financially feasible solutions to
lower embodied emissions, and starting
to set the pathway to avoid emissions
where Winton is creating new operation
assets like Northbrook.
TargetsTIME
HORIZON
BASE
YEAR
TARG ET
Introduce a Supplier Code of Conduct for Suppliers that represent the top
90% of onsite contractor costs.
Short-term
FY24FY25
100% of onsite contractors report monthly waste collected onsite.
Short-term
FY24FY25
Divert 40% of onsite construction waste from landfill.
Short-term
FY25FY28
Implement Design Guidelines for all projects.
Short-term
FY24FY25
Reduce reliance on spend-based emission factors by at least 15% per year until
below 30% of total emissions.
Short-term
FY24Ongoing
Implement an operational waste avoidance plan for Northbrook prior to the
start of becoming operational.
Short-term
FY24FY26
34
34 Sunfield,
Papakura
ANNUAL REPORT 2024WINTON LAND LIMITED | 39
FY24 Contribution Towards Commitments
• Implemented new internal policies
covering cyber security, data privacy
and acquisition and implementation
of digital assets.
• Implemented a new internal
Sponsorship, Donations and
Community Engagenment Policy to
align with the sustainability framework
and direct Winton’s support towards
the communities in which it operates.
• Determine an appropriate Health and
Safety metric to report annually that
is fit for the Winton business. Refer
to the section that follows on Health
and Safety.
• Delivered 345 units, comprising
of residential land lots, dwellings,
townhouses, apartments, and
commercial units.
• Supported local businesses, with
95% of Winton’s onsite works
completed by contractors local to
the contracted project.
• Funded $4.2 million in development
contributions, which will improve
infrastructure and support the
community’s long-term growth.
• Contributed over $380,000 in
donations, sponsorships, and
community engagements during FY24.
As outlined in the prior pages, a large
portion of this benefited the Arrowtown
community during Ayrburn’s first
year. In addition, Winton supported
community events at Lakeside Te
Kauwhata, Beaches Matarangi, and
Northlake Wanaka and donated to the
Live Ocean Foundation, which supports
initiatives to improve ocean health.
• At Longreach Cooks Beach, there
are three important archaeological
sites that have been protected in
two reserves adjacent to the Purangi
Estuary. In FY24, Winton worked with
local iwi, Thames Coromandel District
Council and Heritage New Zealand to
implement the heritage management
plan agreed upon between the parties.
The works consisted of protective
cloth being laid over the sites and the
planting of shallow rooting plants that
would not damage the archaeological
sites. The areas have been extensively
planted with Meuhlenbeckia and Oleria
with interpretative signage installed
to explain the historical uses at the
sites. The archaeological sites consist
of Māori garden soils, shell midden,
and a toolmaking flaking floor. The
works carried out by Winton have
ensured that the sites are preserved
and their meaning and importance are
conserved into the future.
Thriving People
WELLBEING
VIBRANT AND RESILIENT NEIGHBOURHOODS
COMMUNITY INCLUSION
COMMITMENTS
1
CREATE SAFE, VIBRANT, AND
RESILIENT NEIGHBOURHOODS
3
ENABLE ENERGY-EFFICIENT
LIFESTYLES AND MODERATE
COST OF LIVING EXPENSES
BY MASTERPLANNING
COMMUNITIES AND BUILDING
WARM, DRY HOMES
4
PROVIDE ACCESS TO GREEN
SPACES, SHARED SPACES AND
DEVELOP MIXED-USE SPACES
FOR OUTDOOR ACTIVITY AND
SOCIAL CONNECTION
5
UNDERSTAND THE CHARACTER
OF DEVELOPMENT SITES,
INCLUDING FORM, PEOPLE,
ACTIVITY AND HISTORY, AND
APPROPRIATELY ENGAGE WITH
ASSOCIATED STAKEHOLDERS
2
FOSTER A PROACTIVE CULTURE
OF SAFETY
6
CULTIVATE AN ENVIRONMENT
WHERE EMPLOYEES ARE
LOOKED AFTER AND
ENJOY COMING TO WORK
TO CONTRIBUTE TO THE
COLLECTIVE SUCCESS OF
THE BUSINESS
8
SUPPORT LOCAL BUSINESSES
AND RESOURCES WHERE
POSSIBLE
9
POSITIVELY CONTRIBUTE TO THE
PEOPLE AND ORGANISATIONS
IN AND AROUND THE
COMMUNITIES WE CREATE
10
PROTECT THE DIGITAL SAFETY
OF THOSE WE INTERACT WITH
7
CREATE EDUCATION AND WORK
EXPERIENCE OPPORTUNITIES
ANNUAL REPORT 202440 | WINTON LAND LIMITED
6. https://www.urbint.com/blog/what-is-a-
good-total-recordable-incident-rate
Health and Safety
Winton’s internal Health and Safety
Committee (with Board oversight)
monitors and manages health and safety
risks within the organisation, including
through its supplier relationships.
Winton adopts a systematic approach
to managing health and safety risks and
has comprehensive health and safety
documentation in place.
Winton has continued developing
its health and safety systems and
procedures to align with the business’s
activities and industry best practice. A
master health and safety system and risk
register are utilised for each business unit
(across the land, vertical, and hospitality/
operational spaces) in recognition of
the diverse nature of Winton’s business
activities. This system requires a strong
level of communication and reporting
at all levels, including but not limited to
the design, procurement, and contractor
management phases of projects.
The Company continues to encourage
active involvement by directors,
senior management, employees, and
contractors in improving health and
safety within the organisation. Training
across all levels of the business has
been undertaken, and ongoing training
is carried out on a regular basis. This
ensures a good level of understanding
and skill level is maintained. Site visits
are frequently arranged for all relevant
persons in this business, from Board
Members to Development Managers.
Winton continues to utilise the bespoke
health and safety system developed in
the prior year to manage contracted
works in both the land development,
vertical build space, and hospitality/
operational spaces. This system
includes providing formal guidance
through tendering conditions, and pre-
qualification guidelines to prospective
contractors in the tendering and
procurement phase and requires specific
safety plans for the hospitality and
operational precincts to be developed.
Employees continue to be inducted into
the system to ensure all relevant Winton
staff manage works contracts to follow
legislative requirements and industry
best practice.
Technology continues to advance the
health and safety management of
Winton’s businesses. Both the Landscape
Maintenance and Hospitality Teams use
an online app to record, report, and
communicate with office staff to ensure
that teams working remotely can quickly
and effectively convey any safety issues
or concerns that occur. Winton will
continue to improve its use of technology
in FY25 by implementing smart sign-in
processes for all vertical build sites.
Winton ensures procedures are in
place to identify hazards and record
near misses or any incidents at both
a corporate level and through our
contractors. During FY24, Winton
notified one event to WorkSafe NZ,
following which WorkSafe NZ concluded
that it was satisfied reasonably
practicable steps were being undertaken
by Winton to prevent a repeat injury and
no further inquiry was required.
Winton’s employees, and all of Winton’s
contractors on each respective site are
required to fully report all notifiable
incidents not only to WorkSafe NZ but
to Winton as part of their extensive
contractual health and safety obligations.
During FY24, Winton implemented a
metric to track its health and safety
performance across the land and
vertical construction business annually.
The metric is calculated by reference
to the number of “incidents” versus
“contractor hours” and is in line with
the health and safety industry-accepted
Total Recorded Incident Rate (TRIR)
process. The metric produces an annual
number, and for Winton for FY24, this
was 3. Across the construction industry,
the average is 36. Winton’s aspiration is
to have an industry leading health and
safety process that continually focus
on harm prevention through leadership,
innovation, commitment, training and full
stakeholder engagement.
35
35 Construction at Northbrook Wanaka,
Wanaka
ANNUAL REPORT 2024WINTON LAND LIMITED | 41
FY24 Contribution Towards Commitments
• During the economic downtown,
Winton continued to deliver with 345
units settled, $173.6 million revenue
and $15.7 million profit after tax. The
Board determined an 0.55 cents per
share dividend for H1 FY24 and has
decided to pause paying a dividend to
maintain financial discipline through
softer market conditions.
• Local contractors were used as much
as possible, increasing the local GDP.
• Winton has made progress on its
strategy to diversify revenue and
deliver consistent shareholder value
long term. In FY24, it opened Ayrburn,
opened two more Northbrook Display
Suites to support Northbrook pre-
sales, and made significant progress
on the renovation of the Cracker Bay
Office Building.
• Completed the first stage of the
Ayrburn masterplan, laying the
pathway for future projects within the
masterplan to maximise shareholder
value as each increases the value of
the other.
• Winton continued to create workforce
opportunities in FY24 to support
growth at Ayrburn and Northbrook
while being disciplined in other parts
of the business to reflect current
market conditions. The number of
employees, including full-time, part-
time and casual, increased from 65 in
FY23 to 211 in FY24.
• Identified and integrated specific
climate-related physical and
transitional risks into risk and
strategy processes.
Sustainable Future
BUSINESS MODEL RESILIENCE
SOCIAL LICENSE TO OPERATE
ECONOMIC PROSPERITY
COMMITMENTS
1
CONTRIBUTE TO ECONOMIC
GROWTH, GDP AND TAXES
4
CREATE WORKFORCE
OPPORTUNITIES
2
CREATE SHAREHOLDER VALUE
3
INCORPORATE CLIMATE
CHANGE RISKS AND
OPPORTUNITIES INTO THE
BUSINESS MODEL
5
COMPLY WITH LOCAL AND
CENTRAL GOVERNMENT LAWS
AND REGULATIONS
7
UTILISE PRODUCT DESIGN
AND LIFECYCLE MANAGEMENT
FOR BETTER SUSTAINABILITY
OUTCOMES
6
SUCCESSFULLY NAVIGATE THE
EVER-CHANGING AND COMPLEX
LEGAL & REGULATORY
ENVIRONMENT
ANNUAL REPORT 202442 | WINTON LAND LIMITED
Sustainability Data
FY24FY23FY22FY217
Thriving Planet
For emission data and intensity metrics, refer to page 38
Fine for environmental breaches ($m)
0
00
0
Thriving People
Number of employees (Full time, Part time and Casual) 21165
3527
Number of employees (FTE) 15265
3527
% of FTE Female49%43%
34%30%
% of FTE Male 51%57%
66%70%
Turnover8 24%19%
8%-
Senior management gender diversity (% Female) 40%40%
40%
n/a
Senior management gender diversity (% Male) 60%60%
60%
n/a
Senior management gender diversity (% Diverse) 0%0%n/an/a
Winton Total Recordable Injury Rate (TRIR)93n/an/an/a
Total incidents reported to Work Safe1000
Workplace fatalities0000
Data breaches0000
Portion of onsite contractors local to project95%93%
89%91%
Sustainable Future
Revenue ($m)173.6221.1
161.7205.6
Profit after tax ($m) 15.764.6
31.746.1
Dividends to shareholders ($m) 8.09.3n/an/a
7. Winton became a listed company during FY22, therefore, there is limited data for FY21.
8. Turnover is measured across full-time permanent employees only.
9. FY24 is the first year Winton TRIR is being reported.
ANNUAL REPORT 2024WINTON LAND LIMITED | 43
36 The Villard,
Auckland
ANNUAL REPORT 202444 | WINTON LAND LIMITED
FINANCIAL
STATEMENTS
ANNUAL REPORT 2024WINTON LAND LIMITED | 45
Consolidated Statement of Comprehensive Income
For the year ended 30 June 2024
ALL VALUES IN $000'SNOTE20242023
Revenue3 173,597 221,067
Cost of sales (103,325) (102,689)
Gross profit 70,272 118,378
Fair value (loss) / gain on investment properties (1,718) 6,821
Selling expenses9.1 (6,037) (8,234)
Property expenses (1,654) (1,337)
Administrative expenses9.2 (30,134) (18,777)
Share-based payment expense9.12 (1,208) (1,278)
Earnings before interest, taxation, depreciation and amortisation (EBITDA) 29,521 95,573
Amortisation (567) (519)
Depreciation (2,905) (845)
Earnings before interest and taxation (EBIT) 26,049 94,209
Interest income 3,905 2,631
Interest expense and bank fees (2,460) (1,633)
Profit before income tax 27, 49 4 95,207
Income tax expense
Current taxation9.3 ( 7, 276) (24,526)
Deferred taxation9.3 (4 , 472) (6,043)
Total income tax expense ( 11 ,748) (30,569)
Profit after income tax 15 ,746 64,638
Items that may be reclassified to profit or loss:
Movement in currency translation reserve 15 (539)
Total comprehensive income after income tax attributable
to the shareholders of the Company
15,761
64,099
Basic earnings per share (cents)8.1 5.31 21.79
Diluted earnings per share (cents)8.2 5.12 21.02
The accompanying notes form part of these financial statements.
ANNUAL REPORT 202446 | WINTON LAND LIMITED
Consolidated Statement of Changes in Equity
For the year ended 30 June 2024
ALL VALUES IN $000'S NOTE
SHARE
CAPITAL
RETAINE D
EARNINGS
SHARE-BASED
PAYME NTS
RESERVE
FOREIGN
CURRENCY
TR ANSL ATION
RESERVE
TOTAL
EQUITY
Balance as at 1 July 2022 386,595 66,348 829 318 454,090
Profit after income tax - 64,638 - - 64,638
Other comprehensive income - - - (539) (539)
Dividends to shareholders9.4 - (9,284) - - (9,284)
Share-based payment expense9.12 - - 1,509 - 1,509
Balance as at 30 June 2023 386,595 121,702 2,338 (221) 510,414
Profit after income tax - 15 ,746 - - 15 ,746
Other comprehensive income - - - 15 15
Dividends to shareholders9.4 - (8,038) - - (8,038)
Share-based payment expense9.12 - - 1,412 - 1,412
Balance as at 30 June 2024 386,595 129,410 3,750 (206) 519,549
The accompanying notes form part of these financial statements.
ANNUAL REPORT 2024WINTON LAND LIMITED | 47
ALL VALUES IN $000'SNOTE20242023
CURRENT ASSETS
Cash and cash equivalents9.9 41,689 76,310
Accounts receivable, prepayments and other receivables9.5 5,849 6,873
Inventories4 79,053 91,128
Total current assets 126,591 174,311
NON-CURRENT ASSETS
Inventories4 168,200 165,567
Investment properties5 277,440 207,517
Property, plant and equipment6 79,839 40,459
Right-of-use asset - 281
Intangible assets9.6 1,993 2,479
Total non-current assets 527,472 416,303
Total assets 654,063 590,614
CURRENT LIABILITIES
Accounts payable, accruals and other payables9.7 24,187 30,140
Current lease liabilities9.8 33 1,281
Taxation payable 5,794 23,395
Total current liabilities 30,014 54,816
NON-CURRENT LIABILITIES
Borrowings7 64,046 -
Non-current lease liabilities9.8 20,338 9,740
Deferred tax liabilities9.3 20,116 15,644
Total non-current liabilities 104,500 25,384
Total liabilities 134,514 80,200
Net assets 519,549 510,414
EQUITY
Share capital9.4 386,595 386,595
Foreign currency translation reserve (206) (221)
Share-based payment reserve 3,750 2,338
Retained earnings 129,410 121,702
Total equity 519,549 510,414
These Group financial statements are signed on behalf of Winton Land Limited and were authorised for issue on 23 August 2024.
The accompanying notes form part of these financial statements.
Chris Meehan
Chair
Steven Joyce
Chair, Audit and Financial Risk Committee
Consolidated Statement of Financial Position
As at 30 June 2024
ANNUAL REPORT 202448 | WINTON LAND LIMITED
ALL VALUES IN $000'SNOTE20242023
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers 173,556 221,497
Interest received 3,905 2,631
Net GST (paid) / received (6,790) 6,931
Payments to suppliers and employees (103,723) (165,748)
Purchase of development land - (20,179)
Deposits paid on contracts for land (25,400) (23,600)
Interest and other finance costs paid (2,460) (1,633)
Income tax paid (24,877) (9,117)
Net cash flows from operating activities 14,211 10,782
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of property, plant and equipment 12 1,435
Intangible assets acquired (81) (2,875)
Acquisition of land for investment properties5 (716) (63,965)
Payments to suppliers and employees for investment properties (56,865) (37,306)
Acquisition of property, plant and equipment (42,051) (26,203)
Net cash flows from investing activities (99,701) (128,914)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from MMLIC facility7 77,321 -
Repayment of MMLIC facility7
(17,215)-
Payment of dividends9.4 (8,038) (9,284)
Payment of principal portion of lease liabilities (1,199) (1,098)
Net cash flows from financing activities 50,869 (10,382)
Net increase in cash and cash equivalents (34,621) (128,514)
Cash and cash equivalents at beginning of year 76,310 204,824
Cash and cash equivalents at end of year 41,689 76,310
The accompanying notes form part of these financial statements.
Consolidated Statement of Cash Flows
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 49
ALL VALUES IN $000'S20242023
RECONCILIATION OF PROFIT AFTER INCOME TAX TO CASH FLOWS
FROM OPERATING ACTIVITIES
Profit after income tax 15,746 64,638
Adjusted for non cash items:
Amortisation 567 519
Depreciation 2,624 564
Depreciation of right of use asset 281 281
Deferred taxation 4,472 6,043
Fair value loss / (gain) on investment properties 1,718 (6,821)
Share-based payment expense 1,208 1,278
Income tax (17,601) 15,409
Adjustments for movements in working capital
Decrease / (increase) in accounts receivable, prepayments and other assets 1,024 (1,949)
Decrease / (increase) in inventories 9,442 (74,826)
(Decrease) / increase in accounts payable, accruals and other liabilities (5,953) 4,836
Increase in accrued borrowing costs 683 -
Decrease in restricted cash - 810
Net cash flows from operating activities 14,211 10,782
The accompanying notes form part of these financial statements.
Consolidated Statement of Cash Flows
For the year ended 30 June 2024
ANNUAL REPORT 202450 | WINTON LAND LIMITED
1. General Information
This section sets out the basis upon which the Group’s Financial Statements are prepared. Specific accounting policies are
described in the note to which they relate.
1.1. Reporting entity
These audited consolidated financial statements (the financial statements) are for Winton Land Limited and its subsidiaries
(together, the Group). The Company is a limited liability company incorporated in New Zealand and is registered under the
New Zealand Companies Act 1993. The Company is a FMC reporting entity under Part 7 of the Financial Markets Conduct Act 2013
and the Financial Reporting Act 2013 and these financial statements have been prepared in accordance with the requirements of
these Acts. The Company is listed on the NZX Main Board (NZX: WIN) and the ASX Main Board (ASX: WTN).
The Group’s principal activity is the development and sale of residential land properties. The Group also develops retirement
villages and commercial properties however these are start-up operations.
1.2. Basis of preparation
The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (NZ GAAP).
They comply with the New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and other applicable
Financial Reporting Standards, as appropriate for Tier 1 for-profit entities. The financial statements also comply with International
Financial Reporting Standards (IFRS).
The financial statements have been prepared on the historical cost basis except where otherwise identified. All financial information
is presented in New Zealand dollars and has been rounded to the nearest thousand.
To ensure consistency with the current period, comparative figures have been amended to conform with the current period
presentation where appropriate.
1.3. Subsidiaries
Subsidiaries are entities controlled by the Group. The financial statements of subsidiaries are included in the consolidated financial
statements from the date that control commences until the date that control ceases.
1.4. Basis of consolidation
The consolidated financial statements comprise the Company and the entities it controls. All intercompany transactions are
eliminated on consolidation.
1.5. Critical judgements, estimates and assumptions
In applying the Group’s accounting policies, the Board and Management continually evaluates judgements, estimates and
assumptions that may have an impact on the Group. The critical judgements, estimates and assumptions made in the
preparation of these financial statements are as follows:
4. Inventories – page 54
5. Investment properties – page 55
9.6 Intangible assets – page 63
1.6. Accounting policies
No changes to accounting policies have been made during the year and policies have been consistently applied to all
years presented.
Material accounting policies have been included throughout the notes to the financial statements. Other relevant policies are
provided as follows:
Goods and services tax
These financial statements have been prepared on a goods and services tax (GST) exclusive basis except for the accounts
receivable balance, accounts payable balance and other items where GST incurred is not recoverable. These balances are
stated inclusive of GST.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 51
1. General Information (Continued)
Business combinations
The Group accounts for business combinations using the acquisition method when control is transferred to the Group.
The consideration transferred in the acquisition is generally measured at fair value, as are the identifiable net assets acquired.
Any goodwill that arises is tested at each reporting period for impairment. Transaction costs are expensed as incurred.
Interests in equity-accounted investees
The Group’s interest in equity-accounted investees comprises of an interest in a joint venture. The joint venture is an arrangement
in which the Group has joint control, whereby the Group has rights to the net assets of the arrangement, rather than rights to
its assets and obligations for its liabilities. Interest in the joint venture is accounted for using the equity method. It is initially
recognised at cost, which includes transaction costs. Subsequent to initial recognition, the consolidated financial statements
include the Group’s share of the profit or loss and other comprehensive income of equity accounted investees, until the date on
which joint control ceases.
New accounting standards and interpretations issued but not yet effective
There are no new and amended accounting standards that are not yet effective and that are expected to have a material impact
on the Group in the current or future reporting periods and on foreseeable future transactions.
1.7. Significant events and transactions
The financial position and performance of the Group was affected by the following events and transactions that occurred during
the reporting period.
Borrowings
On 14 December 2023, Lakeside Developments 2017 Limited (a 100% subsidiary company of the Company) entered into a debt
facility with Massachusetts Mutual Life Insurance Company (MMLIC) for $80,000,000. Refer to note 7 for further details.
2. Segment Reporting
(i) Basis for segmentation
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-
maker. The chief operating decision-maker has been identified as the Board of Directors. The Group has established the following
reportable segments that are managed separately because of different operating strategies. The following describes the operation
of each of the reportable segments.
Reportable segmentOperations
Residential developmentDesign, develop, market and sell residential properties to external customers. These include land lots,
dwellings, townhouses and apartments with the majority of operations in New Zealand.
Retirement villagesDevelop and operate retirement villages in New Zealand.
Commercial portfolioDevelop and manage a commercial portfolio to produce rental income, operating income and capital
appreciation in New Zealand.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202452 | WINTON LAND LIMITED
2. Segment Reporting (Continued)
(ii) Information about reportable segments
The retirement villages and commercial portfolio segments are start-up operations.
The following is an analysis of the Group’s segments:
ALL VALUES IN $000'S20242023
Revenue
Residential development 162,526 217,416
Retirement villages 55 -
Commercial portfolio 11,016 3,651
Group 173,597 221,067
Earnings before interest, taxation, depreciation and amortisation (EBITDA)
Residential development 44,978 91,927
Retirement villages (2,407) 2,630
Commercial portfolio (8,345) 1,324
Unallocated (4,705) (308)
Group 29,521 95,573
Earnings before interest and taxation (EBIT)
Residential development 44,326 91,147
Retirement villages (2,633) 2,612
Commercial portfolio (10,658) 758
Unallocated (4,986) (308)
Group 26,049 94,209
2024
ALL VALUES IN $000'SRESIDENTIALRETIREMENTCOMMERCIALUNALLOCATEDTOTAL
Segment assets and liabilities
Inventories 243,450 - 3,803 - 247,253
Investment Properties - 207,454 69,986 - 277,440
Property, plant and equipment 756 7,817 66,358 4,908 79,839
Other assets 3,298 577 3,328 42,328 49,531
Total assets 247,504 215,848 143,475 47,236 654,063
Total liabilities 99,634 5,336 26,382 3,162 134,514
Net assets 147,870 210,512 117,093 44,074 519,549
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 53
2. Segment Reporting (Continued)
(ii) Information about reportable segments (Continued)
2023
ALL VALUES IN $000'SRESIDENTIALRETIREMENTCOMMERCIALUNALLOCATEDTOTAL
Segment assets and liabilities
Inventories 256,695 - - - 256,695
Investment Properties - 161,451 46,066 - 207,517
Property, plant and equipment - - 31,635 8,824 40,459
Other assets 5,590 300 3,072 76,981 85,943
Total assets 262,285 161,751 80,773 85,805 590,614
Total liabilities 61,156 4,036 14,190 818 80,200
Net assets 201,129 157,715 66,583 84,987 510,414
The residential segment can be further analysed geographically as one project is located in Australia whilst the remainder are in
New Zealand. The Australian project contributed Revenue of $5,788,000 (2023: $16,977,000) and EBITDA and EBIT of $3,616,000
(2023: $15,652,000).
3. Revenue
ALL VALUES IN $000'S20242023
Sales revenue 162,082 211,421
Other revenue 11,515 9,646
Total revenue 173,597 221,067
Sales revenue represents amounts derived from land and property sales. Land and property sales are recognised when the
customer obtains control of the property and is able to direct and obtain the benefits from the property. The customer gains control
of the property when the Group receives full and final consideration for the property and the Group transfers over the record of title.
Other revenue includes hospitality revenue, rent and other income. Hospitality revenue is derived through the sale of food and
beverages and by hosting events. This revenue is recognised at a point in time, being the point of sale. For significant events, the
Group receives deposits in advance to secure the booking. These deposits are deferred on the balance sheet as a liability and are
recognised as revenue at a point in time, being the date of the event. The Group has determined that there is a single performance
obligation for these transactions even though part-payment may be received in advance.
4. Inventories
ALL VALUES IN $000'S20242023
Expected to settle within one year 79,053 91,128
Expected to settle greater than one year 168,200 165,567
Total inventories 247,253 256,695
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202454 | WINTON LAND LIMITED
4. Inventories (Continued)
Recognition and Measurement
Inventories are carried at the lower of cost and net realisable value. Cost includes the cost of acquisition, development and interest.
All holding costs are expensed through profit or loss in the year incurred, with the exception of interest which are capitalised during
the period when active development is taking place. During the year ended 30 June 2024, interest has been capitalised to inventories
of $598,000 (2023: nil). Interest and other holding costs incurred after completion of development are expensed as incurred.
Inventories include deposits paid on contracts for development land of $69,140,000 (2023: $43,740,000).
The carrying amounts of inventories are reviewed at each balance date to ensure its carrying amount is recorded at the lower of its
cost and net realisable value. The net realisable value of inventories is the estimated selling price in the ordinary course of business
less the estimated costs of completion and costs necessary to make the sale. The determination of net realisable value of inventories
involves estimates taking into consideration prevailing market conditions, current prices and expected date of commencement and
completion of the projects, the estimated future selling price, cost to complete projects and selling costs. The amount of any write-
down of inventories is recognised as an expense in the Consolidated Statement of Comprehensive Income to the extent that the
carrying value of inventories exceeds its estimated net realisable value.
Key estimates and assumptions
The net realisable values of inventories have been assessed by management who have prepared internal valuations. The total value is
in excess of the carrying value, therefore there is no indication of net realisable value write downs.
The basis of the valuation is the hypothetical subdivision approach and/or block land sales comparisons to derive the residual block
land values. The major unobservable inputs that are used in the valuation model that require judgement include the individual section
prices, allowances for profit and risk, projected completion and sell down periods and interest rates during the holding period. The
estimated net realisable value would increase or (decrease) if: the individual section prices were higher/(lower); the allowances for
profit were higher/(lower); the allowances for risk were lower/(higher); the projected completion and sell down periods were shorter/
(longer); and the interest rate during the holding period was lower/(higher).
5. Investment properties
ALL VALUES IN $000'SNOTE20242023
Opening balance 207,517 80,498
Acquisitions 716 71,163
Right-of-use asset acquired - 11,497
Right-of-use asset reassessment 10,549 -
Unrealised fair value (loss) / gain (1,718) 6,821
Disposals (170) -
Capital expenditure 60,546 37,538
Total investment properties 277,440 207,517
Less: lease liability (20,371) (10,698)
Total investment properties excluding NZ IFRS 16 lease adjustments 257,069 196,819
ALLALL VALUES IN $000'S VALUES IN $000'S2024202420232023
Retirement village land measured at fair value 123,144 106,029
Commercial properties measured at fair value 42,251 31,084
Investment properties under development measured at cost 91,674 59,706
Total investment properties excluding NZ IFRS 16 lease adjustments 257,069 196,819
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 55
5. Investment properties (Continued)
Recognition and measurement
Investment properties are held to earn current and future rental income (including deferred management fees) but not: for sale in
the ordinary course of business, use in the production or supply of goods and services, or for administrative purposes. Investment
properties consist of land under development for retirement villages and commercial property. Initial recognition of investment
properties is at cost and it is subsequently measured at fair value. Gains or losses arising from changes in the fair values of investment
properties are included in profit or loss in the year in which they arise. The cost of investment properties includes directly attributable
construction costs and other costs necessary to bring the investment properties to working condition for their intended use. These
other costs include professional fees, consents and head office costs directly related to the construction of the investment properties.
Where costs are apportioned across more than one asset, the apportionment methodology is determined by considering the nature
of the cost. Land acquired with the intention of constructing an investment property is classified as investment property from the date
of acquisition. During the year ended 30 June 2024, $204,000 of share-based payment expense has been capitalised to investment
properties (2023: $232,000).
Key estimates and assumptions
The Board determined that independent valuations of the investment property portfolio where the fair value can be reliably
measured should be undertaken at 30 June 2024 in order to ensure that investment properties are held at fair value. The Board
determined that full valuations were appropriate for Northbrook Wanaka land, Northbrook Wynyard land, Northbrook Avon Loop
land, Northbrook Launch Bay land, Lakeside Commercial and Cracker Bay and these were performed by Extensor Advisory Limited
and Bayleys. As part of the valuation process, the Group’s management verifies all major inputs to the independent valuation reports,
assesses movements in individual property values and holds discussions with the independent valuer.
The fair value was determined using Level 3 valuation techniques via a combination of the following approaches:
• Sales comparison: the key assumptions being land value per square metre.
• Direct capitalisation: the property rental is divided by a market derived capitalisation rate to assess the market value of the
asset. Further adjustments are then made to the market value to reflect under or over renting, additional revenue and required
capital expenditure.
Below are the significant inputs used in the valuations, together with the impact on the fair value of a change in the inputs:
MEASUREMENT SENSITIVITY
RANGE OF SIGNIFICANT
UNOBSERVABLE INPUTS
INCREASE IN
INPUT
DECREASE IN
INPUT
Land value ($ per square metre)1 350 14,186 IncreaseDecrease
Market capitalisation rate (%)26.00%8.25%DecreaseIncrease
Market rental ($ per square metre)3 100 700 IncreaseDecrease
1. The valuers assessment of land value which a property is expected to achieve under a new arm’s length sale transaction reflecting
transactional evidence from similar properties.
2. The capitalisation rate applied to the market rental to assess a property’s value, determined through analysis of similar transactions
taking into account location, weighted average lease term, tenant covenant, size and quality of the property.
3. The valuers assessment of the net market income which a property is expected to achieve under a new arm’s length leasing
transaction. Includes both leased and vacant areas.
The estimated sensitivity of the fair value of investment property to changes in the land value (under the sales comparison approach),
the market rent (under the direct capitalisation valuation approach) and the market capitalisation rate (under the direct capitalisation
valuation approach) is set out in the table below:
ALL VALUES IN $000'SLAND VALUE
Retirement village land measured at fair value
Fair Value
- $100
per sqm
+ $100
per sqm
Valuation 123,144
Change (6,578) 6,563
Change (%)-5.34%5.33%
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202456 | WINTON LAND LIMITED
5. Investment properties (Continued)
Key estimates and assumptions (Continued)
ALL VALUES IN $000'SMARKET RENTMARKET CAPITALISATION RATE
Commercial properties measured at fair value
Fair Value
- $50
per sqm
+ $50
per sqm
+ 0.25%
- 0.25%
Valuation 42,251
Change (4,833) 2,948 (1,472) 1,528
Change (%)-11.09%6.76%-3.20%3.33%
One investment property could not be reliably measured as at 30 June 2024 due to resource consent changes being in progress
and the current stage of development of the property. Therefore it is held at cost at 30 June 2024. All other investment property
under development are related to investment property which are not substantially progressed and therefore the fair value cannot
be reliably determined. These assets are carried at cost less any impairment. When these assets become reliably measurable, they
will get fair valued.
6. Property, plant and equipment
ALL VALUES IN $000'S
WORK IN
PROGRESSBUILDINGS
FURNITURE,
FIXTURES
AND FITTINGS
MOTOR
VEHICLES
PLANT AND
EQUIPMENTTOTAL
COST
As at 1 July 2023 12,603 2,351 1,607 670 501 17,732
Additions 23,441 845 798 445 501 26,030
Acquisition through business combination - 9 29 28 107 173
Transfers (3,403) 3,403 - - - -
Disposals - (1,101) (72) (263) (11) (1,447)
As at 30 June 2023 32,641 5,507 2,362 880 1,098 42,488
Additions 32,122 738 7,512 1,080 598 42,050
Transfers(30,861) 30,861 - - - -
Disposals - - (22) - (55) (77)
As at 30 June 2024 33,902 37,106 9,852 1,960 1,641 84,461
ACCUMULATED DEPRECIATION
As at 1 July 2023 - 305 734 333 296 1,668
Depreciation - 195 121 86 162 564
Disposals - (71) (16) (111) (5) (203)
As at 30 June 2023 - 429 839 308 453 2,029
Depreciation - 1,415 717 210 282 2,624
Disposals - - (8) - (23) (31)
As at 30 June 2024 - 1,844 1,548 518 712 4,622
NET BOOK VALUE
As at 30 June 2023 32,641 5,078 1,523 572 645 40,459
As at 30 June 202433,902 35,262 8,304 1,442 929 79,839
Also included in buildings category is buildings fitout.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 57
6. Property, plant and equipment (Continued)
Recognition and Measurement
Property, plant and equipment are stated at cost less accumulated depreciation, with the exception of land, which is not depreciated.
Depreciation is charged to the profit or loss on a diminishing value and straight line basis over the estimated useful lives of each asset
class as follows:
• Buildings 2% - 67%
• Furniture, fixtures and fittings 2% - 67%
• Motor Vehicles 10% - 50%
• Plant and equipment 13% - 67%
7. Borrowings
(i) Net borrowings
ALL VALUES IN $000’S20242023
MMLIC facility drawn down 64,763 -
Unamortised borrowings establishment costs (717) -
Net borrowings 64,046 -
Weighted average interest rate of drawn debt (inclusive of margin and line fees)10.35% -
Weighted average term to maturity (years) 3.5 -
Recognition and Measurement
All borrowings are initially measured at fair value, plus directly attributable transaction costs, and subsequently measured at
amortised cost using the effective interest rate method. Under this method, directly attributable fees, costs, discounts and premiums
are capitalised and spread over the expected life of the facility. All other interest costs and bank fees are expensed in the period they
are incurred.
(ii) MMLIC facility
On 14 December 2023, Lakeside Developments 2017 Limited (LDL, a 100% subsidiary company of the Company) entered into
a debt facility with MMLIC for $80,000,000. The facility expires 14 December 2027. The MMLIC facility is secured by way of
general security deed provided by LDL and a registered mortgage security across the Lakeside development property.
(iii) Security
The MMLIC facility is secured by way of general security deed provided by LDL and a registered mortgage security across the
Lakeside development property.
8. Investor returns and investment metrics
This section summarises the earnings per share which is a common investment metric.
8.1. Basic earnings per share
20242023
Profit after income tax ($000s) 15,746 64,638
Weighted average number of ordinary shares (shares) 296,613,736 296,613,736
Basic earnings per share (cents) 5.31 21.79
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202458 | WINTON LAND LIMITED
8. Investor returns and investment metrics (Continued)
8.2. Diluted earnings per share
The calculation of diluted earnings per share has been based on the profit attributable to ordinary shareholders and
weighted-average number of ordinary shares outstanding after adjustment for the effects of all dilutive potential ordinary
shares. Weighted average number of shares for the purpose of diluted earnings per share has been adjusted for 11,009,735
share options (30 June 2023: 10,833,497) issued under the Group’s Share Option Plan as at 30 June. This adjustment has
been calculated using the treasury share method.
20242023
Weighted average number of ordinary shares (shares) for basic earnings per share 296,613,736 296,613,736
Effect of share options dilution 10,821,884 10,874,799
Weighted average number of ordinary shares (shares) for diluted earnings per share 307,435,620 307,488,535
20242023
Profit after income tax ($000s) 15,746 64,638
Weighted average number of ordinary shares (shares) 307,435,620 307,488,535
Diluted earnings per share (cents) 5.12 21.02
9. Other
9.1. Selling expenses
Selling expenses include all costs related to the sale of inventory, primarily sales commissions, marketing and legal expenses.
9.2. Administrative expenses
ALL VALUES IN $000'S20242023
Auditors remuneration:
Audit and review financial statements (221) (210)
Directors' fees (458) (433)
Employee benefits expense (17,373) (9,900)
Legal expense (3,033) (3,151)
Operating lease and rental payments (288) (214)
Establishment costs (2,749) -
Other expenses (6,012) (4,869)
Total administrative expenses (30,134) (18,777)
Establishment costs are the pre-opening cost associated with Ayrburn hospitality precinct. These include branding, marketing,
recruitment, employee training and other costs incurred before trading commenced.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 59
9. Other (Continued)
9.2. Administrative expenses (Continued)
The Group applies the short-term lease recognition exemption to its short-term leases of equipment. It also applies the lease
of low-value assets recognition exemption to leases of office equipment that are considered to be low value. Lease payments
on short-term leases and leases of low-value assets are recognised as an expense on a straight-line basis over the lease term.
Expense relating to short-term and low-value leases was $288,000 (2023: $214,000).
9.3. Taxation
(i) Reconciliation of accounting profit before income tax to income tax expense
ALL VALUES IN $000'S20242023
Profit before income tax 27,494 95,207
Prima facie income tax calculated at 28% (7,698) (26,658)
Adjusted for:
Prior period adjustment 75 9
Non-tax deductible revenue and expenses (1,105) (2,812)
Movement in temporary differences 1,522 5,245
Difference in tax rates (70) (310)
Current taxation expense (7,276) (24,526)
Prior period adjustment 45 -
Deferred tax on buildings - refer note 9.15 (2,923) -
Fair value gain on investment properties (590) (4,756)
Intangible asset 159 (660)
Capitalised interest (488) 434
Inventories (366) (1,177)
Other (309) 116
Deferred taxation expense (4,472) (6,043)
Total taxation reported in Consolidated Statement of Comprehensive Income (11,748) (30,569)
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202460 | WINTON LAND LIMITED
9. Other (Continued)
9.3. Taxation (Continued)
(ii) Deferred taxation
ALL VALUES IN $000'S
2022
AS AT
2023
RECOGNISED
IN PROFIT
2023
AS AT
2024
RECOGNISED
IN PROFIT
2024
AS AT
Deferred tax assets
Employee benefits 152 136 288 179 467
Accounts payable, accruals and other payables 850 (305) 545 (210) 335
Lease liability 174 2,912 3,086 2,618 5,704
Share-based payment reserve 232 358 590 338 928
Gross deferred tax assets 1,408 3,101 4,509 2,925 7,434
Deferred tax liabilities
Accounts receivable, prepayments and other receivables 93 (201) (108) 150 42
Right-of-use asset 157 3,141 3,298 2,875 6,173
Inventories 10,759 704 11,463 784 12,247
Intangible asset - 660 660 (159) 501
Property, plant and equipment - refer note 9.15 - - - 2,923 2,923
Investment properties - 4,840 4,840 824 5,664
Gross deferred tax liabilities 11,009 9,144 20,153 7,397 27,550
Net deferred tax liability (9,601) (6,043) (15,644) (4,472) (20,116)
Recognition and measurement
Tax is accounted for on a consolidated Group basis and the Group is required to pay tax to the Inland Revenue as required by the
Income Tax Act 2007. Income tax expense comprises current and deferred tax. Current tax is recognised in the Profit or Loss for
the year. Deferred tax relating to items recognised outside Profit or Loss is recognised outside Profit or Loss. Deferred tax items are
recognised in correlation to the underlying transaction either in Other Comprehensive Income or directly in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the
reporting date, and any adjustment to tax payable in respect of previous years. Deferred tax is provided for temporary differences
between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they
relate to income taxes levied by the same tax authority on the same taxable entity, or on different entities, but they intend to settle
current tax assets and liabilities on a net basis. A deferred tax asset is recognised to the extent that it is probable that future taxable
profits will be available against which temporary differences can be utilised.
Additional income tax arising from distribution of dividends is recognised at the same time as the liability to pay the dividend
is recognised.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 61
9. Other (Continued)
9.3. Taxation (Continued)
(iii) Imputation account
The amounts below represent the balance of the imputation credit account as at the end of the reporting period, adjusted for
imputation credits that will arise from the payment of taxation represented in the Consolidated Statement of Financial Position.
ALL VALUES IN $000’S20242023
Opening balance 35,189 18,967
Taxation paid / payable 6,216 19,616
Imputation credits attached to dividends paid (2,959) (3,394)
Closing balance available to shareholders for use in subsequent periods 38,446 35,189
9.4. Equity
(i) Capital
As at 30 June total shares issued and outstanding were 296,613,736. All shares on issue are fully paid, carry equal voting rights,
share equally in dividends and any surplus on wind up and have no par value. All shares are recognised at the fair value of the
consideration received by the Company.
(ii) Dividends
The following dividends were declared and paid by the Company during the year 30 June:
ALL VALUES IN $000'S20242023
1.07 cents per qualifying ordinary share – 24/8/22 - 3,174
2.06 cents per qualifying ordinary share – 22/2/23 - 6,110
2.16 cents per qualifying ordinary share – 22/8/23 6,407 -
0.55 cents per qualifying ordinary share – 20/2/24 1,631 -
Total dividends 8,038 9,284
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202462 | WINTON LAND LIMITED
9. Other (Continued)
9.5. Accounts receivable, prepayments and other receivables
ALL VALUES IN $000'S20242023
Accounts receivable 261 110
Prepayments and other receivables 5,588 6,763
Total accounts receivable, prepayments and other receivables 5,849 6,873
As at 30 June 2024, prepayments and other receivables include retention monies held in accordance with the Construction
Contracts Act of $3,040,000 (2023: $3,831,000).
Recognition and measurement
Accounts receivable are recognised at fair value and subsequently measured at amortised cost using the effective interest rate method.
Receivables are assessed on an ongoing basis for impairment. The Group recognises a provision for impairment on receivables based
on the lifetime expected credit loss at balance date. Those which are anticipated to be uncollectable are written off. The Group applies
the simplified approach to providing for expected credit losses prescribed by NZ IFRS 9 ‘Financial Instruments’, which permits the use
of lifetime expected loss provision for all trade receivables.
9.6. Intangible assets
ALL VALUES IN $000'S20242023
Opening balance 2,479 123
Acquisitions 81 -
Acquisition through business combination - 2,875
Amortisation (567) (519)
Total intangible assets 1,993 2,479
Recognition and measurement
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business
combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any
accumulated amortisation and accumulated impairment losses. Intangible assets with finite lives are amortised using the straight line
method over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be
impaired. Intangible assets consist of customer contracts of $1,789,000 as at 30 June (2023: $2,356,000). The useful lives as at 30 June
2024 for the customer contracts acquired was between two and five years with no residual value (2023: two and five years with no
residual value).
Key estimates and assumptions
Assessing the carrying value of intangible assets requires management to estimate future cash flows to be generated by the customer
contracts. The key assumptions used in the future cashflows include the expected life of the customer contract, expenses in relation to
the contract, the average life of the contract and the appropriate discount rate to apply.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 63
9. Other (Continued)
9.7. Accounts payable, accruals and other payables
ALL VALUES IN $000'S20242023
Accounts payable 15,249 14,693
Accruals and other payables in respect of inventories 3,888 4,517
Accruals and other payables 5,050 10,930
Total accounts payable, accruals and other payables 24,187 30,140
Recognition and measurement
Expenses are recognised on an accruals basis and, if not paid at the end of the reporting period, are reflected as a payable in the
Consolidated Statement of Financial Position.
9.8. Lease liabilities
ALL VALUES IN $000'S20242023
Opening balance 11,021 622
Additions - 11,497
Lease liability reassessment 10,549 -
Lease liability interest expense 1,133 1,071
Rent paid (2,332) (2,169)
Total lease liabilities 20,371 11,021
Lease liabilities relate to the ground lease and water space licence at Cracker Bay and the head office lease at Viaduct Harbour
in Auckland. The ground lease term at Cracker Bay was reassessed in June 2024 due to the likelihood of an extension option
being exercised following resource consent progress. This increases the lease term from 4.75 years to 50 years.
Recognition and measurement
Right of use assets are measured at cost comprising the amount of the initial lease liability, any payments made before the
commencement of the lease, direct costs and any restoration costs. Right of use assets are disclosed within the same line item as that
within which the corresponding underlying assets would be presented if they were owned. Some right of use assets meet the definition of
investment properties. Refer note 5 for policies and disclosure on investment properties.
Lease liabilities are measured at the net present value of the lease payments. These payments include fixed lease payments, amount
expected to be payable under residual value guarantees, variable lease payments that are based on an index or rate, the exercise price
of a purchase option if the lessee is reasonably certain to exercise that option, and payments of penalties for terminating the lease, if the
lease term reflects the lessee exercising that option.
These lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee’s
incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of
similar value in a similar economic environment with similar terms and conditions.
Subsequent to initial measurement, each lease payment is allocated between the principal and finance cost. The finance cost is charged
to the statement of comprehensive income over the lease period so as to produce a constant periodic rate of interest on the remaining
balance of the liability for each period.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202464 | WINTON LAND LIMITED
9. Other (Continued)
9.9. Financial instruments
The following financial assets and liabilities, that potentially subject the Group to financial risk, have been recognised at amortised
cost in the financial statements:
ALL VALUES IN $000'S20242023
Financial assets
Cash and cash equivalents1 41,689 76,310
Accounts receivable and other receivables 5,266 6,545
Total financial assets 46,955 82,855
Financial liabilities
Accounts payable and other payables 20,100 26,850
Lease liabilities 20,371 11,021
Borrowings 64,046 -
Total financial liabilities 104,517 37,871
1. Comprises solely of cash at bank.
The carrying amount of financial assets and liabilities presented above are reasonable approximations of their fair value.
9.10. Financial risk management
The Group’s activities expose it to a variety of financial risks: interest rate risk, credit risk, and liquidity risk. The Group’s overall
financial risk management strategy focuses on minimising the potential negative economic impact of unpredictable events on its
financial performance.
(a) Interest rate risk
The Group’s exposure to the risk of changes in interest rates relates primarily to the Group’s cash and cash equivalents with a
floating interest rate.
The Group’s exposure to the risk of changes in interest rates relates primarily to the Group’s borrowings with a floating interest rate.
20242023
ALL VALUES IN $000’S
GAIN/(LOSS)
ON INCREASE
OF 0.50%
GAIN/(LOSS)
ON DECREASE
OF 0.50%
GAIN/(LOSS)
ON INCREASE
OF 0.50%
GAIN/(LOSS)
ON DECREASE
OF 0.50%
Impact on profit before tax (9) 99 - -
Impact on equity (6) 71 - -
(b) Credit risk
Credit risk represents the risk that the counterparty to a financial instrument will fail to discharge its obligations and the Group
will suffer financial loss as a result. Financial instruments which potentially subject the Group to credit risk consist of cash at bank,
accounts receivable and other receivables.
With respect to the credit risk arising from cash and cash equivalents and restricted cash, there is limited credit risk as cash is
deposited with Bank of New Zealand Limited, a registered bank in New Zealand with a credit rating of AA– (Standard & Poor’s).
The Group considers both historical analysis and forward looking information in determining any expected credit loss, and infers
from this strong credit rating that no loss allowance is deemed necessary.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 65
9. Other (Continued)
9.10. Financial risk management (Continued)
With respect to the credit risk arising from accounts receivable, the Group only enters into arrangements over its inventories with
parties whom the Group assesses to be creditworthy. Credit risk does not arise on property sale proceeds to be settled as title will
not transfer until settlement.
The carrying amount of financial assets as per note 9.9 approximates the Group’s maximum exposure to credit risk.
(c) Liquidity risk
Liquidity risk is the risk that the Group will experience difficulty in either realising assets or otherwise raising sufficient funds to
meet its obligations arising from its financial liabilities. The Group manages liquidity risk by continuously monitoring forecast and
actual cash flows and matching the maturity profiles of financial assets and liabilities.
The table below analyses the Group financial liabilities (principal and interest) by the relevant contracted maturity groupings
based on the remaining period as at 30 June.
CONTRACTUAL CASH FLOWS
ALL VALUES IN $000’S
CARRYING
AMOUNT0 - 1 YEAR1 - 2 YEARS 2 - 5 YEARS> 5 YEARSTOTAL
Accounts payable, accruals and other payables 20,100 20,100 - - - 20,100
Lease liability 20,371 1,985 3,580 5,955 80,735 92,255
Borrowings 64,046 16,822 47,757 - - 64,579
Total as at 30 June 2024 104,517 38,907 51,337 5,955 80,735 176,934
Accounts payable, accruals and other payables 26,850 26,850 - - - 26,850
Lease liabilities 11,021 2,333 1,985 5,955 11,889 22,162
Total as at 30 June 2023 37,871 29,183 1,985 5,955 11,889 49,012
(d) Capital risk management
The Group’s policy is to maintain a strong capital base so as to maintain investor and creditor confidence and to sustain future
development of the business. The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as
a going concern whilst maximising the return to shareholders through maintaining an optimal balance of debt (when any) and
equity. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or sell assets to reduce debt.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202466 | WINTON LAND LIMITED
9. Other (Continued)
9.11. Related party transactions
The transactions with related parties that were entered into during the year, and the year-end balances that arose from those
transactions are shown below.
Key management personnel remuneration
Key management personnel comprise members of the Board and members of the Senior Management Team.
ALL VALUES IN $000'S20242023
Employee benefits expense 4,427 3,691
Share-based payment expense 1,338 1,338
Directors' fees 167 160
Total key management personnel remuneration 5,932 5,189
An Executive Director was granted 5,145,356 share options on 17 December 2021 with an exercise price of $3.8870 and a vesting
date of 17 December 2031.
Senior Management Team were granted 4,244,910 share options on 17 December 2021 with an exercise price of $3.8870. Of these,
1,414,970 share options have a vesting date of 17 December 2025, 1,414,970 share options have a vesting date of 17 December
2028 and 1,414,970 share options have a vesting date of 17 December 2031.
Transactions with related parties during the year
ALL VALUES IN $000'S20242023
Key management personnel 2,263 1,050
Employees 3,160 2,145
Revenue from contracts with customers 5,423 3,195
As at 30 June, the Group has also entered into agreements for the sale of residential properties with Executive Directors for
$18,852,000 (2023: $18,852,000), key management personnel for nil (2023: $2,263,000) and employees for $2,829,000 (2023:
$4,968,000) to be recognised as revenue in future years.
Julian Cook, an Executive Director is also a Director of WEL Networks Limited (WEL). During the year, the Group incurred
$619,000 of development costs categorised as inventories (2023: $585,000) from WEL. As at 30 June 2024 there was nil (2023:
nil) owing to WEL and included in account payables, accruals and other payables. There were no other transactions between the
Group and other companies to be disclosed.
Steven Joyce, an Independent Director is also a Director of Joyce Advisory Limited (JAS). During the year, the Group incurred
$10,000 of development costs categorised as inventories (2023: $57,000) from JAS. As at 30 June 2024 there was nil (2023:
$2,000) owing to JAS and included in account payables, accruals and other payables. There were no other transactions between
the Group and other companies to be disclosed.
Some of the Directors and key management personnel are shareholders of the Company.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 67
9. Other (Continued)
9.12. Share-based payments
On 17 December 2021, the Group established a Share Option Plan under which options to subscribe for the Group’s
shares have been granted to certain employees. The options convert to ordinary shares. This is an equity-settled share scheme.
The key terms and conditions related to the grants under the plan are as follows; all options are to be settled by the physical
delivery of shares.
GRANT DATE/EMPLOYEE ENTITLED
NUMBER OF
INSTRUMENTS
(000’S)VESTING CONDITIONSCONTRACTUAL LIFE OF OPTIONS
On 17 December 2021 1,848 4 years of service from grant date5 years of service from grant date
On 17 December 2021 1,848 7 years of service from grant date8 years of service from grant date
On 17 December 2021 6,993 10 years of service from grant date11 years of service from grant date
On 4 June 2024 107 4 years of service from grant date5 years of service from grant date
On 4 June 2024 107 7 years of service from grant date8 years of service from grant date
On 4 June 2024 107 10 years of service from grant date11 years of service from grant date
Total share options 11,010
The number of share options under the Share Option Plan are as follows:
NUMBER OF INSTRUMENTS (000’S)20242023
Opening balance 10,833 10,936
Granted during the year 320 -
Forfeited during the year (143) (103)
As at 30 June 11,010 10,833
The weighted-average exercise price of all share options is $3.8870. The weighted-average remaining contractual life for the share
options outstanding as at 30 June 2024 was 5.9 years (2023: 6.9 years).
“The fair value of the share options has been measured using the Black-Scholes formula. The requirement that the employee has
to save in order to purchase shares under the share option scheme has been incorporated into that fair value at grant date by
applying a discount to the valuation obtained. The inputs used in measurement of the fair values at grant date of the share options
were as follows:
Fair value at grant date (weighted-average) ($)1.149
Share price at grant date (weighted-average) ($)3.8350
Exercise price ($)3.8870
Expected volatility (weighted-average)26.0%
Expected life (weighted-average) 8.4 years
Expected dividends (weighted-average)2.51%
Risk-free interest rate (based on government bonds) (weighted-average)2.53%
The fair value of the share options as at 30 June 2024 is $3,750,000 (2023: $2,338,000).
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202468 | WINTON LAND LIMITED
9. Other (Continued)
9.12. Share-based payments (Continued)
Recognition and measurement
The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate
valuation model.
The cost is recognised in the statement of comprehensive income, together with a corresponding increase in equity (share-based
payment reserve), over the period in which service is fulfilled (the vesting period). The cumulative expense recognised for equity-settled
transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired, and the Group’s
best estimate of the number of equity instruments that will ultimately vest. The expense or credit in the statement of comprehensive
income for a period represents the movement in cumulative expense recognised as at the beginning and end of the period.
Service is not taken into account when determining the grant date fair value of awards, but the likelihood of the condition 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.
No expense is recognised for awards that do not ultimately vest because service conditions have not been met. When the terms of an
equity-settled award are modified, the minimum expense recognised is the grant date fair value of the unmodified award, provided
that the original terms of the award are met. An additional expense, measured as at the date of modification, is recognised for any
modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee.
Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is expensed
immediately through profit or loss.
9.13. Investment in subsidiaries
The Company has the following wholly owned subsidiaries:
- Ayrburn Precinct Limited
- Ayrburn Transport Limited
- Ayrburn Wines Limited
- Ayrburn Wines Online Limited
- Beaches Developments Limited
- Bridesdale Farm Developments
Limited
- Cracker Bay Holdings Limited
- Cracker Bay Operating Limited
- Francis Street Developments
Pty Limited
- Lakeside Commercial Limited
- Lakeside Developments
2017 Limited
- Lakeside Residential Limited
- Longreach Developments Limited
On 23 November 2023, Launch Bay Townhouses Limited was deregistered. On 7 March 2024, Lakes Edge Developments Limited
was deregistered. On 20 June 2024, Winton Fund No.2 Limited was deregistered.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
- Marlborough Precinct Holdings
Limited
- Marlborough Precinct Residential
Limited
- Northbrook Arrowtown Limited
- Northbrook Avon Loop Limited
- Northbrook Launch Bay Limited
- Northbrook Retirement Villages
Limited
- Northbrook Wanaka Limited
- Northbrook Wynyard Limited
- Northlake Developments Limited
- Northlake Investments Limited
- Northlake Residential Limited
- Northlake Townhouses Limited
- Parnell Developments Limited
- River Terrace Developments Limited
- River Terrace Residential Limited
- Sunfield Construction Limited
(incorporated 21 May 2024)
- Sunfield Developments Limited
- Sunfield Residential Limited
(incorporated 21 May 2024)
- Waterfall Park Developments
Limited
- Winton Capital Limited
- Winton Fund Limited
- Winton Group Holdings Limited
- Winton Partners Bellbird Pty Limited
- Winton Property Investments
Limited
ANNUAL REPORT 2024WINTON LAND LIMITED | 69
9. Other (Continued)
9.14. Capital and land development commitments
As at 30 June 2024, the Group had entered into contractual commitments for development expenditure and purchase of land.
Development expenditure represents amounts contracted and forecast to be incurred in future years in accordance with the
Group’s development programme. Land purchases represent the amounts outstanding for the purchase of land.
ALL VALUES IN $000'S20242023
Development expenditure 43,310 53,636
Land purchases 29,000 55,116
Joint venture capital commitment 50,000 50,000
Total capital and land development commitments 122,310 158,752
9.15. Abnormal items
20242023
ALL VALUES IN $000’S PRE-TAX TAXAFTER TAX PRE-TAX TAXAFTER TAX
Change in tax deductibility - (2,923) (2,923) - - -
On 28 March 2024, the New Zealand Government enacted changes to the tax legislation to remove the ability to depreciate
building with a life over 50 years for tax deduction purposes. For the Group the application of this taxation change under NZIAS
12 Income Taxes creates a tax carrying value of nil from 1 April 2024 onwards for these buildings. This increases the deferred
taxation liability by $2,923,000 and creates a one-off, non-cash accounting adjustment to the taxation expense for deferred tax on
buildings for the year ended 30 June 2024 of $2,923,000. The application of NZIAS 12 which creates this large deferred taxation
liability does not reflect taxation payable if the assets were sold.
9.16. Subsequent events after balance date
There were no material events subsequent to the balance date.
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
ANNUAL REPORT 202470 | WINTON LAND LIMITED
A member firm of Ernst & Young Global Limited
IInnddeeppeennddeenntt AAuuddiittoorr’’ss RReeppoorrtt
TToo tthhee SShhaarreehhoollddeerrss ooff WWiinnttoonn LLaanndd LLiimmiitteedd
OOppiinniioonn
We have audited the financial statements of Winton Land Limited (the “Company”) and its subsidiaries (together the “Group”)
on pages 46 to 70, which comprise the consolidated statement of financial position of the Group as at 30 June 2024, and the
consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of
cash flows for the year then ended of the Group, and the notes to the consolidated financial statements including material
accounting policy information.
In our opinion, the consolidated financial statements on pages 46 to 70 present fairly, in all material respects, the consolidated
financial position of the Group as at 30 June 2024 and its consolidated financial performance and cash flows for the year then
ended in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial
Reporting Standards.
This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might state to
the Company’s shareholders those matters 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.
BBaassiiss ffoorr ooppiinniioonn
We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those
standards are further described in the
Auditor’s responsibilities for the audit of the financial statements section of our report.
We are independent of the Group in accordance with Professional and Ethical Standard 1
International Code of Ethics for
Assurance Practitioners (including International Independence Standards) (New Zealand)
issued by the New Zealand Auditing
and Assurance Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Other than in our capacity as auditor we have no relationship with, or interest in, the Company or any of its subsidiaries.
Partners
and employees of our firm may deal with the Group on normal terms within the ordinary course of trading activities of the
business of the Group.
KKeeyy aauuddiitt mmaatttteerrss
Key audit matters are those matters that, in our professional judgment, 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, but we do not provide a separate opinion on
these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the
Auditor’s responsibilities for the audit of the financial statements section
of the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures
designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our
A member firm of Ernst & Young Global Limited
IInnddeeppeennddeenntt AAuuddiittoorr’’ss RReeppoorrtt
TToo tthhee SShhaarreehhoollddeerrss ooff WWiinnttoonn LLaanndd LLiimmiitteedd
OOppiinniioonn
We have audited the financial statements of Winton Land Limited (the “Company”) and its subsidiaries (together the “Group”)
on pages 46 to 70, which comprise the consolidated statement of financial position of the Group as at 30 June 2024, and the
consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of
cash flows for the year then ended of the Group, and the notes to the consolidated financial statements including material
accounting policy information.
In our opinion, the consolidated financial statements on pages 46 to 70 present fairly, in all material respects, the consolidated
financial position of the Group as at 30 June 2024 and its consolidated financial performance and cash flows for the year then
ended in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial
Reporting Standards.
This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might state to
the Company’s shareholders those matters 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.
BBaassiiss ffoorr ooppiinniioonn
We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those
standards are further described in the
Auditor’s responsibilities for the audit of the financial statements section of our report.
We are independent of the Group in accordance with Professional and Ethical Standard 1
International Code of Ethics for
Assurance Practitioners (including International Independence Standards) (New Zealand)
issued by the New Zealand Auditing
and Assurance Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Other than in our capacity as auditor we have no relationship with, or interest in, the Company or any of its subsidiaries.
Partners
and employees of our firm may deal with the Group on normal terms within the ordinary course of trading activities of the
business of the Group.
KKeeyy aauuddiitt mmaatttteerrss
Key audit matters are those matters that, in our professional judgment, 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, but we do not provide a separate opinion on
these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the
Auditor’s responsibilities for the audit of the financial statements section
of the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures
designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our
ANNUAL REPORT 2024WINTON LAND LIMITED | 71
A member firm of Ernst & Young Global Limited
audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on
the accompanying consolidated financial statements.
PPrrooppeerrttyy AAsssseettss
WWhhyy ssiiggnniiffiiccaanntt HHooww oouurr aauuddiitt aaddddrreesssseedd tthhee kkeeyy aauuddiitt mmaatttteerr
The Group’s property assets, comprising inventory, investment
properties and property under development, which is included in
Property, Plant & Equipment (PPE), are $559m which represents
85% of the Group’s total assets.
The Group’s inventories comprise land and buildings that are being
developed into subdivisions or individual properties for sale.
The Group’s investment properties comprise land being developed
into retirement villages and commercial property.
The Group’s PPE comprise show suites and land and buildings that
are being developed into retail premises that will be operated by
the Group.
Given the nature of the Group’s operations, it incurs significant
costs each year in acquiring and developing its property assets.
Determining whether to capitalise or expense property costs
relating to inventories, investment properties and PPE is subjective.
The key judgments used in this determination are:
► Whether costs are eligible for capitalisation under the
relevant accounting standard (noting that there are
differing requirements related to differing asset types);
and
► How to allocate capitalised costs to individual properties.
Where investment properties were considered to be able to be
reliably valued, independent valuations were carried out by a valuer
(the Valuer). The valuation of investment properties is inherently
subjective given that there are alternative assumptions and
valuation methods that may result in a range of values.
Inventory is recorded at the lower of cost and net realisable value
(“NRV”). The assessment of NRV requires estimates of both the
future selling prices of inventory and the cost to be incurred prior to
its sale.
Disclosures relating to inventories, investment properties and PPE
and the associated significant judgments are included in Note 4
Inventories, Note 5 Investment Property and Note 6 Property Plant
and Equipment to the consolidated financial statements.
Our audit procedures included the following:
► Held discussions with management and understood their
policies and processes for:
► Capitalisation and allocation of costs;
► Review of third-party valuation reports for
investment property; and
► Determination of assumptions used in the NRV
model for inventory.
Capitalisation and allocation of costs to inventory, Investment
property and PPE
► Reviewed the nature of property costs capitalised to consider
whether they were eligible for capitalisation under the
relevant accounting standard.
► Agreed a sample of capitalised property costs to supporting
documentation to assess the nature of the cost and its
allocation to individual properties.
Valuation of investment property
► Held discussions with the Valuer to gain an understanding of
the assumptions and estimates used and the valuation
methodologies applied.
► Involved our real estate valuation specialists to assist with our
assessment of the methodologies used and whether the
significant valuation assumptions fell within a reasonable
range.
► Assessed the significant input assumptions applied by the
Valuer compared to previous period assumptions, taking into
account changes to the properties and other market changes.
► Assessed the competence, capabilities and objectivity of the
Valuer.
Valuation of inventory
► Examined management’s assessment of NRV and compared
this to the cost capitalised.
► Assessed the assumptions in management’s NRV
assessment, including performing sensitivity tests.
We also considered the adequacy of the disclosures in the financial
statements in relation to inventories, investment property and PPE.
IInnffoorrmmaattiioonn ootthheerr tthhaann tthhee ffiinnaanncciiaall ssttaatteemmeennttss aanndd aauuddiittoorr’’ss rreeppoorrtt
The directors of the Company are responsible for the annual report, which includes information other than the consolidated
financial statements and auditor’s report.
ANNUAL REPORT 202472 | WINTON LAND LIMITED
A member firm of Ernst & Young Global Limited
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of
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 during the audit, or otherwise appears to be materially misstated.
If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
DDiirreeccttoorrss’’ rreessppoonnssiibbiilliittiieess ffoorr tthhee ffiinnaanncciiaall ssttaatteemmeennttss
The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial
statements in accordance with New Zealand Equivalents to International Financial Reporting Standards and International
Financial Reporting Standards, and for such internal control as the directors determine is necessary to enable the preparation
of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible for assessing on behalf of the entity 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 cease operations, or have no realistic
alternative but to do so.
AAuuddiittoorr’’ss rreessppoonnssiibbiilliittiieess ffoorr tthhee aauuddiitt ooff tthhee ffiinnaanncciiaall ssttaatteemmeennttss
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
International Standards on Auditing (New Zealand) 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 the auditor’s responsibilities for the audit of the financial statements is located at the External Reporting
Board’s website: https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/.
This description forms part of our auditor’s report.
The engagement partner on the audit resulting in this independent auditor’s report is Grant Taylor.
Chartered Accountants
Ernst & Young
23 August 2024
A member firm of Ernst & Young Global Limited
Page 3
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of
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 during the audit, or otherwise appears to be materially misstated.
If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
DDiirreeccttoorrss’’ rreessppoonnssiibbiilliittiieess ffoorr tthhee ffiinnaanncciiaall ssttaatteemmeennttss
The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial
statements in accordance with New Zealand Equivalents to International Financial Reporting Standards and International
Financial Reporting Standards, and for such internal control as the directors determine is necessary to enable the preparation
of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible for assessing on behalf of the entity 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 cease operations, or have no realistic
alternative but to do so.
AAuuddiittoorr’’ss rreessppoonnssiibbiilliittiieess ffoorr tthhee aauuddiitt ooff tthhee ffiinnaanncciiaall ssttaatteemmeennttss
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
International Standards on Auditing (New Zealand) 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 the auditor’s responsibilities for the audit of the financial statements is located at the External Reporting
Board’s website: https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/.
This description forms part of our auditor’s report.
The engagement partner on the audit resulting in this independent auditor’s report is Grant Taylor.
Chartered Accountants
Auckland
23 August 2024
ANNUAL REPORT 2024WINTON LAND LIMITED | 73
37 Jimmy’s Point, Launch Bay
Hobsonville Point
ANNUAL REPORT 202474 | WINTON LAND LIMITED
CORPORATE
GOVERNANCE
ANNUAL REPORT 2024WINTON LAND LIMITED | 75
COMPANY INFORMATION
Winton is a limited liability company incorporated under the Companies Act 1993 (the Companies Act). The Company listed on the
NZX Main Board (NZX code: WIN) and the ASX (Foreign Exempt Listing) (ASX code: WTN) in December 2021. The Board currently
comprises seven directors.
A copy of the Company’s constitution and more detailed information on the Board and Winton’s senior management team is
available on Winton’s Website.
CORPORATE GOVERNANCE
The Board is committed to strong governance and accountability. The Company fosters a culture of transparency for the benefit
of its shareholders and other stakeholders. The NZX Code – Key Principles section below lists the principles in the NZX Corporate
Governance Code dated 1 April 2023 (NZX Code) and discloses the extent to which Winton has followed the recommendations in
the NZX Code.
In the Board’s opinion, as at 30 June 2024, the Company complies with the NZX Listing Rules and the NZX Code, other than
Recommendations 2.8, 2.9 and 2.10 as explained below.
The Code of Ethics, policies and charters referenced in the NZX Code – Key Principles section below, together with other policies
and charters (the Company Policies), are available on Winton’s Website and are available to all directors, employees, and
contractors at Winton. Copies of, and training on, the Company Policies is provided to all directors and employees as part of their
induction process, and updates and refresher discussions are scheduled regularly.
NZX CODE – KEY PRINCIPLES
Principle 1 – Ethical Standards
“Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable for these standards
being followed throughout the organisation.”
Winton maintains high standards of ethical conduct and requires its people to behave honestly and with integrity, in a manner
consistent with Winton’s values and the Company Policies. These include the following:
CODE OF ETHICS
The Code of Ethics has been communicated to all of the Company’s directors, employees and
contractors and they are all subject to its standards and procedures. Training in respect of the
Code of Ethics is provided at least once every three years. The Code of Ethics is not an exhaustive
list of acceptable and non-acceptable behaviour at Winton, rather it contains guiding principles
and reflects Winton’s values as a company.
The reporting of breaches of the Code of Ethics is encouraged and the steps for doing so are set
out in Winton’s Risk Management and Whistleblowing Policy. Any breaches are required to be
addressed promptly and consistently and handled by Winton as set out in the Code of Ethics.
The Code of Ethics is reviewed at least every two years, with the next review due in August 2024.
SECURITIES TRADING POLICY
The Securities Trading Policy sets out the guidelines to, and express restrictions on, trading in
Winton’s financial products.
The Securities Trading Policy provides transparency about expectations and requirements of
directors, employees and contractors when dealing with Winton shares and places additional
restrictions on certain “restricted persons” and prohibitions during prescribed blackout periods.
Prior written consent of the General Manager, Corporate Services (or CEO in the case of a request
by the General Manager, Corporate Services or CFO) is required to trade, and persons must
otherwise act in compliance with laws.
DIVERSITY AND INCLUSION
POLICY
The Diversity and Inclusion Policy sets out the Company’s guiding principles for diversity and
inclusion in the business. Refer to Principle 2 below for further details.
RISK MANAGEMENT AND
WHISTLEBLOWING POLICY
The Risk Management and Whistleblowing Policy sets out the commitment of the Company to
the sound and effective management of risks that are material to the achievement of its strategic
objectives. This policy is also intended to encourage directors, employees and contractors to speak
out if they see any behaviour that does not fit with the Company’s values of integrity and honesty.
The Risk Management and Whistleblowing Policy was updated with the changes approved and
adopted by the Board in June 2024.
ENVIRONMENT AND CORPORATE
RESPONSIBILITY POLICY
The Environment and Corporate Responsibility Policy is a policy designed to ensure that the
actions of the Company support the vision to create long-term value for Winton and others.
Corporate Governance
ANNUAL REPORT 202476 | WINTON LAND LIMITED
Principle 2 – Board Composition and Performance
“To ensure an effective board, there should be a balance of independence, skills, knowledge, experience and perspectives.”
Role of the Board
The Board is elected by its shareholders to provide overall strategic direction to the Company and to protect and enhance the value
of the assets of Winton for the benefit of its shareholders. The Board is responsible for the management of the business and affairs of
Winton and delegates the day-to-day leadership and management of the business to the CEO.
The Board operates under a written Board Charter, which sets out the role, responsibilities, composition, structure, and approach of
the Board and management. The Board acknowledges that Recommendation 2.9 of the NZX Code sets out that the Board should
have an independent Chair, and Recommendation 2.10 of the NZX Code also sets out that the Chair and CEO should be different
people. Chris Meehan remains both the CEO and the Board Chair. Winton is confident that this is the appropriate structure, given
Chris Meehan’s expertise and significant background with the Company as one of its founders.
Delegation of Authority
In addition to the CEO’s day-to-day leadership and management of the business, the CEO and management have levels of authority
approved by the Board. In turn, the CEO and management can sub-delegate authority to direct reports in appropriate circumstances.
This structure is documented in the Delegated Authority Policy.
Directors and Board Composition
As at 30 June 2024, the Board comprises seven directors, as follows:
DIRECTORTYPE OF DIRECTORSHIPAPPOINTMENT DATE
CHRIS MEEHAN (CHAIR)
Executive Director19 June 2017
MICHAELA MEEHAN
Non-executive Director19 June 2017
JULIAN COOK
Executive Director13 September 2021
GLEN TUPUHI
Independent Director24 September 2021
JAMES KEMP
Non-executive Director21 February 2022
STEVEN JOYCE
Independent Director22 June 2023
GUY FERGUSSON1
Independent Director224 November 2023
1. Guy Fergusson will stand for re-election at Winton’s FY24 annual shareholders’ meeting.
2. The Board determined Guy Fergusson to be an independent director on and from 19 February 2024. Refer to “Independence” section below.
ANNUAL REPORT 2024WINTON LAND LIMITED | 77
Member
Meetings held
Meetings attended
Member
Meetings held
Meetings attended
Member
Meetings held
Meetings attended
Directors and Board Composition continued
Directors are chosen on the basis of a mix of skills, knowledge and experience. The right blend of leadership and experience,
combined with diversity of perspective, is critical to enabling the Board to create value for Winton’s shareholders over the long term.
A summary of the key skills and experience held across the Board as at 30 June 2024 is summarised below:
SKILL / EXPERIENCE
PROPERTY, PLANNING, CONSTRUCTION
RETIREMENT VILLAGE DEVELOPMENT AND / OR OPERATION
STRATEGY
FINANCE / ACCOUNTING
GOVERNANCE
PEOPLE & CULTURE
HEALTH & SAFETY
SUSTAINABILITY
IWI / STAKEHOLDER RELATIONS
High Competence Practical / Direct Experience Some Experience
Directors are encouraged to hold shares in the Company to align their interests with the interests of shareholders. Five of the seven
current directors own shares (either directly or through a related entity or trust), and those relevant interests are included under
the heading “Directors’ Dealings and Relevant Interests” in Principle 4 below. Of the remaining two directors, one is appointed in his
capacity as representative of a Substantial Product Holder.
During the period 1 July 2023 to 30 June 2024, meeting attendance for the directors was as follows:
BOARDAUDIT AND
FINANCIAL RISK
NOMINATION AND
REMUNERATION
DIRECTOR
CHRIS MEEHAN (CHAIR)
•66•11
MICHAELA MEEHAN
•65
DAVID LIPTAK1
•62•42
JULIAN COOK
•66
ANNA MOLLOY2
•61•41
GLEN TUPUHI
•66•44
JAMES KEMP
•66•11
JELTE BAKKER3 (ALTERNATE FOR JAMES KEMP)
•62
STEVEN JOYCE4
•66•43•11
GUY FERGUSSON5
•64•42•11
1. David Liptak retired from the Board, effective 12 February 2024.
2. Anna Molloy resigned from the Board, effective 22 August 2023.
3. Jelte Bakker ceased to be an alternate director to James Kemp on the Board, effective 23 May 2024.
4. Steven Joyce was appointed to the Audit and Financial Risk Committee, effective 22 August 2023. Steven has attended all subsequent meetings.
5. Guy Fergusson was appointed to the Board, and to the Audit and Financial Risk Committee effective 24 November 2023. Guy has attended all subsequent meetings.
Corporate Governance
ANNUAL REPORT 202478 | WINTON LAND LIMITED
Director Training
At the time of appointment, directors receive a comprehensive induction from the business to familiarise themselves with Winton’s
management and operations. New directors are appropriately introduced to Winton’s management and business and receive all
papers and documents (including Company Policies) to enable them to provide value in their role on the Board. Regular site visits are
provided for directors, both new and existing.
Directors of the Board are expected to maintain appropriate levels of financial, legal and industry understanding, and are encouraged
to take responsibility for their own professional development. Each director is also aware that they should seek independent advice in
respect of their role as a director, should the need arise.
Board Performance
The Board has committed to critically evaluate its own performance and the performance of individual directors on a regular basis.
The Nomination and Remuneration Committee is tasked with making recommendations to the Board to ensure that adequate
procedures are in place to review the performance of the Board as a whole, its committees and the contributions of each director.
Independence
The Board currently comprises seven director positions. For the purposes of the NZX Listing Rules, the Board has determined that,
as at 30 June 2024, three directors are independent directors, being Glen Tupuhi, Steven Joyce and Guy Fergusson.
In determining independence of directors, the Board considers not only the factors expressly set out in Recommendation 2.4 of the
NZX Code, but also carefully assesses whether a director’s interest, position, association or relationship might interfere, or be seen to
interfere, with that director’s capacity to bring an independent judgment to bear on issues before the Board. The Board assesses the
independence of each director on their appointment, and will continue to do so at least annually thereafter. The Board acknowledges
that Recommendation 2.8 of the NZX Code sets out that the Board should be comprised of a majority of independent directors.
A high proportion of directors appointed to date represent existing shareholders and the Substantial Product Holders. The
composition of the Board, and the appropriate governance structure for the Company, continues to be monitored on a regular basis.
Guy Fergusson was appointed to the Board on 24 November 2023 as a non-executive, non-independent director on the basis that at
the time of appointment to the Board, he had, within the last 12 months, held a senior role at Grant Samuel (with Grant Samuel being a
provider of material professional services to Winton, within the last three years noting Winton’s IPO was completed 17 December 2021).
The NZX Listing Rules define Independent Director and set out the principles of independence of directors. The NZX Code provides
factors that should be assessed in determining independence.
The Board subsequently determined Guy Fergusson to be an independent director on and from 19 February 2024, having regard to
all factors, including those set out in the NZX Code.
Diversity and Inclusion
Winton, and the Board, is committed to ensuring an environment where its people enjoy their roles, their interaction with other
employees, contractors and customers and working towards the success of the business. Winton is committed to creating an open
workplace where every team member is welcomed, supported and inspired, and where diversity is celebrated.
The principles of Winton’s Diversity and Inclusion Policy include encouraging diversity of all types throughout the workforce at all
levels, creating a flexible and inclusive work environment, ensuring the behaviour of its leaders reflect our values, attracting and
retaining talented people and ensuring that its people feel safe. The Board considers that Winton has adhered to these principles and
its Diversity and Inclusion Policy.
The Board recognises that gender is one important and commonly reported measure of diversity. The gender composition at Winton
as at 30 June 2024 is set out in the table below:
AS AT 30 JUNE 2024AS AT 30 JUNE 2023
POSITION
FemaleMaleDiverseFemaleMaleDiverse
DIRECTORS1
16-27-
SENIOR MANAGEMENT2
23-23-
EMPLOYEES1
,
2
11299-2837-
1. Where an individual is an executive director on the Board, and is also an employee, they are counted twice.
2. Senior management team members are also included in employee statistics.
ANNUAL REPORT 2024WINTON LAND LIMITED | 79
Interests Register
The Company maintains an Interests Register, together with separate Interests Registers for each subsidiary company. Any director
who is interested in a transaction with the Company (or a subsidiary) is required to immediately disclose to the Board the nature,
monetary value and extent of that interest and will not be entitled to vote in respect of such transaction (other than a transaction
where all directors are required to sign a certificate in accordance with the Companies Act).
All current declared interests of the directors are listed in the table below, with those disclosures advised during FY24 shown in italics
:
DIRECTORCOMPANY / ORGANISATIONPOSITION HELD
CHRIS MEEHAN
Korama Limited
Speargrass Holdings Limited
Woodside 45 Limited
WMC Development GP Limited
Director and Shareholder
Director and Shareholder
Director
Director
MICHAELA MEEHAN
Korama Limited
Speargrass Holdings Limited
Director
Director
JULIAN COOK
SkyCity Entertainment Group Limited
WEL Networks Limited and three of its subsidiaries
(Infratec New Zealand Limited, Newpower Energy Services
Limited and Newpower Energy Limited)
Motutapu Investments Limited
Deakin TopCo Pty Limited
Chairman
Director
Director
Director
JAMES KEMP
Macquarie Real Estate Investment Holding (Australia) Pty
Limited
Macquarie Real Estate Management (Australia) Limited
TC Akarua 1 Pty Limited
TC Akarua 2 Pty Limited
Director
Director
Director
Director
STEVEN JOYCE
Joyce Advisory Limited
Icehouse Ventures Limited
Government Infrastructure Expert Advisory Panel
The Icehouse Limited
Director and Shareholder
Director
Chair
Director
GUY FERGUSSON
Australian Wildlife Conservancy
Centennial Partners Pty Limited
Director
Director and Shareholder
There have been no interest register entries in respect of use of company information by directors.
During the year, the Board authorised the renewal of the Directors’ and Officers’ insurance cover as at 1 October 2023 for a period of
12 months and has certified, in terms of section 162 of the Companies Act, that this cover is fair to the Company.
As permitted by the Company’s constitution and the Companies Act, the Company has also entered into a deed indemnifying its
Directors against potential liabilities and costs they may incur for acts or omissions in their capacity as directors of the Company and
its subsidiaries.
Subsidiary Company Directors
As at 30 June 2024, Winton had 35 New Zealand subsidiary companies and 2 Australian subsidiary companies.
Chris Meehan is a director of all 37 subsidiary companies.
Michaela Meehan is a director of the following 20 New Zealand subsidiary companies: Beaches Developments Limited, Bridesdale
Farm Developments Limited, , Lakeside Developments 2017 Limited, Lakeside Residential Limited, Longreach Developments Limited,
Marlborough Precinct Holdings Limited, Marlborough Precinct Residential Limited, Northbrook Launch Bay Limited, Northbrook
Retirement Villages Limited, Northbrook Wanaka Limited, Northlake Developments Limited, Northlake Investments Limited, Northlake
Residential Limited, Northlake Townhouses Limited, River Terrace Developments Limited, River Terrace Residential Limited, Waterfall
Park Developments Limited, Winton Capital Limited, Winton Group Holdings Limited and Winton Property Investments Limited.
Corporate Governance
ANNUAL REPORT 202480 | WINTON LAND LIMITED
Subsidiary Company Directors continued
Julian Cook is a director of the following 6 New Zealand subsidiary companies: Northbrook Retirement Villages Limited, Northbrook
Launch Bay Limited, Northbrook Wanaka Limited, Northbrook Avon Loop Limited, Northbrook Wynyard Limited and Northbrook
Arrowtown Limited.
Guy Fergusson replaced Iain Murray as a director of the 2 Australian subsidiary companies: Francis Street Developments Pty Limited
and Winton Partners Bellbird Pty Limited.
Directors of the Company’s subsidiaries do not receive any remuneration or other benefits in respect of their appointments, other
than Iain Murray who during the period he was a director in FY24 received a fee of $16,215 for corporate secretarial services to the
Australian subsidiaries.
Principle 3 – Board Committees
“The board should use committees where this will enhance its effectiveness in key areas, while still retaining board responsibility.”
The Board has two standing committees, being the Audit and Financial Risk Committee and the Nomination and Remuneration
Committee, as detailed below. The Board has concluded that it is not necessary at this time to establish any other standing
committees, but may consider additional committees as appropriate.
Audit and Financial Risk Committee
Membership: Steven Joyce (Chair), Guy Fergusson, Glen Tupuhi
Winton has an Audit and Financial Risk Committee that operates under its own written charter, which is available on Winton’s
Website. The Audit and Financial Risk Committee is chaired by Steven Joyce. The membership of this committee is solely independent
directors.
The Audit and Financial Risk Committee takes responsibility to ensure the quality and integrity of external financial reporting
including the accuracy, completeness, and timeliness of financial statements. The committee is committed to providing balanced,
clear, and objective financial reporting. It reviews financial statements and makes recommendations to the Board concerning
accounting policies, areas of judgment, compliance with accounting standards, stock exchange and legal requirements, and the
results of the external audit.
The Audit and Financial Risk Committee may, in its discretion, invite Winton’s external auditors and members of senior management,
as appropriate, to attend committee meetings. All directors have a standing invitation to attend the Audit and Financial Risk
Committee meetings. Employees only attend committee meetings at the invitation of the Audit and Financial Risk Committee.
The Audit and Financial Risk Committee Charter which governs the operations of the Audit and Financial Risk Committee was
updated with the changes approved and adopted by the Board in June 2024.
Nomination and Remuneration Committee
Membership: Steven Joyce (Chair), Guy Fergusson, Chris Meehan, James Kemp
Winton has a combined Nomination and Remuneration Committee that operates under its own written charter. The majority of the
members of this committee are independent. Since Chris Meehan is also the CEO, he declares conflicts of interest and stands down
from decisions relating to his own performance and remuneration.
The primary responsibilities of the Nomination and Remuneration Committee include to identify and make recommendations to the
Board in respect of director nominations (including casual vacancies and composition of committees), to review and recommend
to the Board appropriate remuneration of the directors for consideration by shareholders, and to review and approve annually the
remuneration strategy for Winton, including specific responsibilities in relation to the CEO and his direct reports. Senior management
is only invited to attend meetings of the Nomination and Remuneration Committee at the discretion of the committee.
The Company enters into written agreements with each of its new directors establishing the terms and conditions of their appointment,
including their duties, term of appointment (subject to shareholder approval), expectations of the role and remuneration.
Following re-election at Winton’s 2023 Annual Shareholder’s Meeting, Steven Joyce was appointed as the chair of the Nomination and
Remuneration Committee with effect from 22 August 2023.
ANNUAL REPORT 2024WINTON LAND LIMITED | 81
Corporate Governance
38
ANNUAL REPORT 202482 | WINTON LAND LIMITED
Principle 4 – Reporting & Disclosure
“The board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of corporate
disclosures.”
Continuous Disclosure
Winton is committed to promoting shareholder confidence through effective communication with the NZX, the ASX, the Company’s
shareholders, investors, analysts, media and other interested parties, and providing those parties with equal and timely access
to material information. The Board and management carefully consider such information to ensure it is precise, balanced and
consistent. Winton’s Continuous Disclosure Policy applies to ensure that all relevant stakeholders have appropriate and timely
access to relevant information, be it positive or negative. The Continuous Disclosure Policy was reviewed with the changes
approved and adopted by the Board in June 2024.
Other Governance Documentation
The Company Policies, annual and interim reports, Company announcements and other relevant materials are available on
Winton’s Website.
Reporting
Winton’s half-year and audited full-year financial statements are prepared in accordance with the relevant financial reporting
standards and applicable legislation. The audited full-year financial statements for FY24 are included in this report.
Non-financial information is included throughout this report, including in relation to Winton’s communities and projects and the
Company’s general environmental, social and governance factors and practices.
More information on Winton’s approach to sustainability and ESG metrics can be found on pages 36-43.
Climate-related Disclosures
Winton is a climate-reporting entity under the Financial Markets Conduct Act 2013 (FMC Act). Winton is publishing its first Climate-
related Disclosures for the financial year ended 30 June 2024 in compliance with the Aotearoa New Zealand Climate Standards issued
by the External Reporting Board (XRB) as required by the FMC Act within this Annual Report starting at page 37 with a summary of
its GHG emissions for FY24. It will also be published on Winton’s Website as a standalone document, along with a more detailed GHG
inventory, titled ‘Climate-Related Disclosures and GHG Inventory Report’.
Directors’ Dealings and Relevant Interests
The details of the directors’ dealings in the Company’s financial products as at 30 June 2024 are set out in the table below:
DIRECTORNO. OF SHARES ACQUIRED /
(DISPOSED)
CONSIDERATION PER SHAREDATE OF TRANSACTION
DAVID LIPTAK (BENEFICIAL INTEREST)
(7,839,521)$2.502 December 2023
DAVID LIPTAK (BENEFICIAL INTEREST)
(6,991,166)$2.5010 February 2024
The details of the directors’ relevant interests in the Company’s financial products for the year ended 30 June 2024 are set out in
the table below:
DIRECTORNATURE OF RELEVANT INTERESTNO. OF SHARES
CHRIS MEEHAN (CHAIR)
Beneficial163,329,448
MICHAELA MEEHAN
Beneficial163,329,448
JULIAN COOK
Beneficial1,286,339
GLEN TUPUHI
Beneficial12,870
GUY FERGUSSON
Beneficial81,088
Note that while James Kemp is appointed to the Board in his capacity as representative of substantial product holder, TC Akarua 2 Pty
Limited (as trustee of the TC Akarua Sub Trust), he does not hold a personal relevant interest in those shares.
38 Northbrook Wynyard Quarter,
Auckland
ANNUAL REPORT 2024WINTON LAND LIMITED | 83
Principle 5 – Remuneration
“The remuneration of directors and executives should be transparent, fair and reasonable.”
Directors’ Remuneration
The current director total fee pool is $600,000 per annum. The directors have resolved to increase their directors’ fees by the increase
in the Consumer Price Index as at 1 October in each year, subject to the total fee pool. In addition, directors are reimbursed for all
reasonable travel, accommodation and other expenses incurred by them in connection with their role as a director.
Winton’s strategy is to attract and retain high performing directors with the appropriate skills and experience to provide diversity of
thought and benefit to the Company. On that basis, it is important that the directors are appropriately remunerated. As at 30 June
2024, the directors’ fees comprise an annual fee of $63,390 per annum (other than the Board Chair fee which is $105,650 per annum)
and an annual fee of $21,130 to chair the Audit and Financial Risk Committee and $12,678 to chair any other Board committee.
Other than as set out in this report, the Company has not provided any other benefits to a director for services as a director in any
other capacity, nor has the Company made any loans to a director, or guaranteed any debts incurred by a director in FY24.
The remuneration paid to directors of the Company during FY24 is as follows:
DIRECTORROLEDIRECTOR FEES PAID IN FY24
CHRIS MEEHAN
Board Chair$104,238
MICHAELA MEEHAN
Non-executive Director$62,543
JULIAN COOK
Executive Director$62,543
GLEN TUPUHI
Independent Director$62,543
STEVEN JOYCE
1
Independent Director
Audit and Financial Risk Committee (Chair)
Nomination and Remuneration Committee (Chair)
$62,543
$18,565
$10,714
JAMES KEMP
Non-executive Director-
GUY FERGUSSON1
Independent Director$38,241
DAVID LIPTAK2
Non-executive Director$22,488
ANNA MOLLOY3
Independent Director
Audit and Financial Risk Committee (Chair)
Nomination and Remuneration Committee (Chair)
$1,747
$8,736
$2,912
JELTE BAKKER4
Non-executive Director-
1. Guy Fergusson was appointed to the Board, effective 24 November 2023.
2. David Liptak retired from the Board, effective 12 February 2024.
3. Anna Molloy resigned from the Board, effective 22 August 2023.
4. Jelte Bakker ceased to be an alternate director to James Kemp on the Board, effective 23 May 2024.
Remuneration Policy
The Board supports a remuneration strategy that is competitive in the market, taking into account the complexity of the business
itself, and also having regard to the scale of, and high performance expected, within each role.
The Nomination and Remuneration Committee Charter governs the responsibilities and process by which the committee will carry
out its functions. The Committee is to consider benchmark executive remuneration data as appropriate, with remuneration of the
CEO and other members of the senior management team including a mix of fixed and variable components, always having regard
to alignment of shareholder interests. Together with the fixed base salary (including any KiwiSaver contributions, carparking, etc.),
remuneration also comprises variable components such as discretionary bonuses, and eligibility for the LTI Plan (described in more
detail below). The Nomination and Remuneration Committee Charter was last updated, with the changes approved and adopted by
the Board, in June 2024.
LTI Plan
The Company has implemented a long-term incentive plan (the LTI Plan) for employees, to incentivise and retain those employees.
Under the LTI Plan, participants are granted options to vest at year 4, year 7 and year 10, and will not be required to pay for such
options. Each option will give the participant the right to acquire one share, subject to the participant remaining employed at the
relevant vesting date, at the exercise price for those options. The exercise price will not be adjusted for any dividends paid by Winton.
Corporate Governance
ANNUAL REPORT 202484 | WINTON LAND LIMITED
LTI Plan continued
Every employee of Winton as at the date of listing (17 December 2021) was included in the LTI Plan, and all subsequent employees
are eligible to participate in that LTI Plan after 12 months of continuous service. On 4 June 2024, Winton, with the approval of the
Board, issued shares to eligible employees who exercised their options under the LTI Plan.
In addition to the general employee LTI Plan (referred to below), a grant of options has been made to Julian Cook. Mr Cook will not
be required to pay for such options. Each option will give Mr Cook the right to acquire one share at the vesting date (being 10 years
from the date of issue), subject to Mr Cook remaining employed on the 4th anniversary of the date of issue of the options, at the
exercise price for those options. The exercise price will be adjusted for any dividends paid by Winton.
Chief Executive’s Remuneration
Chris Meehan is the Chair of the Board of Directors of the Company and received fees in that capacity in FY24 as outlined above.
In addition, in his executive role as CEO of the Company, Chris Meehan’s remuneration for FY24 was $1,844,774. Mr Meehan did not
receive any additional remuneration (including any short-term or long-term incentives) during FY24 as CEO.
Employee’s Remuneration
Julian Cook is a director of the Company and received fees in that capacity in FY24 as outlined above. In addition, in his executive
role as Director of Retirement for FY24, Mr Cook received remuneration of $240,000. Mr Cook did not receive any additional
remuneration (including any short-term or long-term incentives) during FY24 as Director of Retirement.
There were 44 employees (or former employees) of Winton, not being directors, who received remuneration and other benefits in
their capacity as employees that exceeded $100,000 during FY24, and these are set out in brackets of $10,000 in the following
table. Remuneration is calculated as inclusive of salary and any discretionary bonuses received.
AMOUNT OF REMUNERATION
1
NUMBER OF EMPLOYEES2
$100,001 to $110,0002
$110,001 to $120,0004
$120,001 to $130,0003
$130,001 to $140,0003
$140,001 to $150,0002
$150,001 to $160,0001
$160,001 to $170,0002
$170,001 to $180,0002
$180,001 to $190,0002
$190,001 to $200,0004
$210,001 to $220,0006
$220,001 to $230,0002
$240,001 to $250,0003
$270,001 to $280,0001
$310,001 to $320,0002
$320,001 to $330,0001
$360,001 to $370,0001
$410,001 to $420,0002
$520,001 to $530,0001
1. Remuneration does not include the grant of any options under the LTI Plan, with such remuneration to be captured on vesting.
2. Chris Meehan (as CEO) and Julian Cook (as Director of Retirement) are not included in this table as they are also Directors of the Company.
ANNUAL REPORT 2024WINTON LAND LIMITED | 85
Corporate Governance
39
ANNUAL REPORT 202486 | WINTON LAND LIMITED
Principle 6 – Risk Management
“Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The Board should
regularly verify that the issuer has appropriate processes that identify and manage potential and material risks.”
Risk Management Framework
The Board has established a risk management framework which includes a list of material risks faced by Winton. The framework
is reviewed and updated as risks to the business evolve and change. The Board has set its risk tolerance appetite in pursuit of its
strategy and how it will manage them.
The nature of the risk treatment varies according to the nature and severity of the risk. If the risks are material, they will be reported
to the Board. Simultaneously, where such risks warrant the need to make a disclosure to the market, Winton will apply relevant facts
against the Continuous Disclosure Policy.
The Audit and Financial Risk Committee at Winton reviews and makes recommendations to the Board whether Winton’s processes
for managing financial risk are sufficient and any incident of fraud or other failure of internal controls. Non-financial risk and the
appropriateness of Winton’s insurance programme is reviewed and determined at a full Board level.
The CEO and other members of the senior management team review, update and take ownership of the day-to-day management and
operation of Winton’s risk management framework and associated policies and procedures.
Principal Business Risks and Key Strategies to Mitigate
Winton is currently focused on 11 principal business risks across its business. For the purposes of this report and Recommendation
6.1 of the NZX Code, a high-level description of these principal business risks is provided below:
AREA OF RISKDESCRIPTION OF RISKKEY STRATEGIES EMPLOYED BY WINTON TO MITIGATE RISK
PROPERTY MARKET RISK
Winton’s ability to achieve its forecasted
sales and/or forecasted sales prices within
each of its developments is dependent on
the housing market conditions in each of the
areas in which its developments are located.
Winton reviews economic and residential property
market conditions through research and relationships
with market participants.
Reporting is provided to the Board regularly.
CONSTRUCTION AND
DEVELOPMENT RISK
Winton faces construction and property
development risks when developing
its communities and projects within its
communities. These risks include project
delays (consenting and construction),
default risk, governance and design risk, and
potential labour and materials shortages.
Winton ensures expected returns from
developments adequately compensate Winton for
the level of risk undertaken before approval.
Through due diligence, Winton understands
the project risks by undertaking comprehensive
feasibility studies to determine the viability of the
proposed initiative or development and ensures
funding is in place.
Further, Winton establishes a procurement plan
including, procurement for long lead items,
and engages contractors early to mitigate cost
escalation or contractor default. Its construction
and development contracts have robust provisions
to ensure these risks are adequately addressed
and mitigated.
CORPORATE GOVERNANCE
AND GENERAL
COMPLIANCE RISK
Failure to comply with regulatory, societal
and investor expectations in relation to
corporate governance and environmental
sustainability could impact Winton’s
reputation and financial performance over
the longer term.
Failure to comply with environmental
laws, resource consents and regulations
which may result in penalties and/or
reputational damage.
Winton’s governance procedures are continually
monitored to ensure compliance. External
consultants and advisers are engaged as
appropriate. Winton also proactively engages with
regulators such as NZ RegCo and ASIC to foster
ongoing relationships and open dialogue.
Project developments are required to have
Environmental Management Plans in place and are
consistently monitored in accordance with Resource
Consent conditions.
39 Northbrook Wanaka,
Wanaka
ANNUAL REPORT 2024WINTON LAND LIMITED | 87
Principal Business Risks and Key Strategies to Mitigate continued
AREA OF RISKDESCRIPTION OF RISKKEY STRATEGIES EMPLOYED BY WINTON TO MITIGATE RISK
FINANCIAL
PERFORMANCE RISK
The risk of financial performance not being
managed to expectations.
As noted under the “construction and development
risk”, Winton has a number of provisions in place
to control this risk, including a delegation policy, an
analytical review process, forecasting, budgeting, and
general proactive management. Winton’s approach
to on-sales is conservative requiring purchasers to
provide personal guarantees as appropriate and
ensuring deposits are payable early.
RETIREMENT VILLAGE
OPERATIONAL RISK
Winton will need to develop and implement
new operational strategies to operate a
retirement village and aged care offering
under the Northbrook brand. This includes
hiring appropriate staff and establishing and
maintaining quality and service standards
consistent with market expectations.
Retirement villages will need to be
developed and constructed to high
standards to achieve the appropriate
premium brand positioning.
Winton has retained Julian Cook, former CEO of one
of New Zealand’s largest retirement village operators
Summerset Group, as the Executive Director of the
Northbrook programme. Winton has also retained
expert external advisers to advise on registration,
statutory obligations and ongoing compliance.
HEALTH, SAFETY AND
WELLBEING OF WINTON
EMPLOYEES, CONTRACTORS
AND STAKEHOLDERS
Risk of not having adequate procedures
in place to identify, manage and report on
the health, safety and wellbeing of Winton
employees, contractors and stakeholders,
both internally and externally.
Winton has a number of procedures in place to
ensure hazards are identified and its health and
safety obligations are met.
Winton records near misses and “opportunities for
improvement” at a corporate level as well as through
contractor reporting lines for any incidents on
site. These are minuted at regular site meetings or
advised directly to Winton if appropriate to report
outside of site meeting timing.
PCG reporting covers health and safety as a standing
item and independent audits are also undertaken.
Further information on health, safety and wellbeing
can be found in the ESG section of this report.
TECHNOLOGY AND
CYBERSECURITY RISK
The risk of Winton’s systems or data
becoming compromised, for example due to
a cyberattack or an outage.
Winton’s systems are managed by qualified third
parties and appropriate cybersecurity controls are
in place.
Corporate Governance
ANNUAL REPORT 202488 | WINTON LAND LIMITED
Principal Business Risks and Key Strategies to Mitigate continued
AREA OF RISKDESCRIPTION OF RISKKEY STRATEGIES EMPLOYED BY WINTON TO MITIGATE RISK
STAFF RETENTION AND
CAPABILITY RISK
In a tight and highly competitive labour
market, Winton is at risk of staff shortages
and loss of institutional knowledge and
experience. The risk is our ability to recruit
appropriate replacements and the loss of
knowledge and expertise.
Key areas within Winton’s senior management,
development and Northbrook teams will continue to
be monitored closely.
Winton also ensures a strong focus on team
engagement and enhancement and maintains
ongoing succession planning and retention structures
within the company.
Winton will continue to undertake regular
performance reviews of employees and directors
and benchmark remuneration packages with the
wider market.
CONSENTING RISK
Winton’s development activities typically
require it to achieve rezoning or resource
consents to allow development of its master
planned communities and projects to be
undertaken.
There is a risk that Winton does not achieve
the rezoning or consents required, or the
rezoning or consents are granted on terms
which are less favourable than Winton
originally anticipated.
Winton has strong relationships across local, central
governments and with tangāta whenua. While the
outcome of rezoning and consenting decisions
remains outside its direct control, Winton has a
proven track record of achieving the necessary
rezoning and consenting to develop large-scale
master planned communities.
LAND ACQUISITION RISK
Winton’s continued growth is dependent
on its ability to acquire attractive sites for
the development of new master planned
communities. The vendors of attractive
sites may choose to either not sell, sell to
a competitor or other third party, or sell at
higher prices than Winton would expect.
Winton continually evaluates potential new sites
and has a demonstrated record in origination
opportunities through various channels, including
direct approaches to landowners, public sale
processes, its network of long-term relationships
across New Zealand and inbound enquiry. Winton has
enshrined provisions in its constitution to enable it to
control shareholding to ensure it does not become an
“overseas person” under the Overseas Investment Act
2005. This mitigates the risk of many competitors.
CLIMATE CHANGE RISK
Physical and transitional risks associated
with climate change, and the transition to a
low-carbon economy, have the potential to
affect Winton. Transitional risks may impact
the short-to-medium term, while in the longer
term Winton expects to operate in a climate
that is different to current conditions.
Winton is already adapting to physical and transitional
risks relating to climate change. Winton designs
for resilience, and performs detailed risk analysis to
understand the impacts of different climate change
and transitional scenarios.
ANNUAL REPORT 2024WINTON LAND LIMITED | 89
Tax Governance
Winton has implemented a Tax Governance Framework, which sets out the policies and processes in place to manage Winton’s tax
objectives, identification of tax risks, and its tax reporting requirements to the Board. The Tax Governance Framework is reviewed
by the CFO on an annual basis, or when material changes to the tax environment Winton operates in take place. Following each
review, the CFO will report to the AFRC, who will in turn consider any changes or issues that need to be submitted to the Board for
consideration. The Board is satisfied that Winton has effective policies and procedures to effectively manage Winton’s tax risk and
ensure that the Group meets its obligations. Winton continues to seek certainty on tax positions through proactive engagement with
advisors and tax authorities. Overall, Winton adopts a risk-adverse stance on all tax issues, and engages qualified third party advisors
to assist where appropriate.
Principle 7 – Auditors
“The board should ensure the quality and independence of the external audit process.”
Audit
The Board is committed to ensure auditor independence is maintained, in accordance with strong governance practices and
regulatory requirements. The Company has adopted an Auditor Independence Policy that is administered by the Audit and Financial
Risk Committee. The Auditor Independence Policy was updated with the changes approved and adopted by the Board in June 2024.
The Auditor Independence Policy is a reflection of the Company’s belief that the quality of external auditing is critical for the integrity
of financial reporting, and provides an important protection for investors. The Policy addresses Recommendation 7.1 of the NZX Code
and includes procedures for communication with an auditor, approval of an external audit firm, the monitoring of audit independence,
the audit rotation requirements, the circumstances where it may be appropriate for an auditor to provide non-audit services and the
responsibilities of Winton (including in relation to the monitoring of audit performance, value and fees).
EY, as the auditor of the FY24 financial statements, will be invited to attend this year’s Annual Shareholders’ Meeting.
Winton does not have a dedicated internal audit function. In addition to the robust external audit process, Winton’s process to ensure
internal compliance is through constant review, evaluation and improvement of the risk management process and internal controls.
Principle 8 – Shareholder Rights & Relations
“The board should respect the rights of shareholders and foster constructive relationships with shareholders that encourage them
to engage with the issuer.”
Investor Centre Website
Winton’s Website contains a comprehensive set of investor-related material and data, including market disclosures, media releases,
annual and interim reports, share-price information and copies of the Company Policies. It also contains details of directors and
employees.
Corporate Governance
ANNUAL REPORT 202490 | WINTON LAND LIMITED
Shareholder Communication
Winton welcomes communication and feedback from shareholders. Winton’s Website provides contact details for shareholder and
investor relations queries, and includes dates and times of shareholder meetings and investor calls. Winton’s process following each
results announcement is to hold an investor call to present the results and to allow investors and other stakeholders to ask questions.
Shareholders have the option of receiving their communications electronically, including by email, and are actively encouraged to take
up this option.
Notice of Annual Shareholders’ Meetings
The Annual Meeting of Shareholders will again be run as a virtual-only meeting. It is expected to be held on Thursday, 24 October
2024 at 11.00am (NZDT). The Notice of Meeting will be circulated at least 20 working days before the meeting and will also be posted
on Winton’s Website.
In respect of voting rights, Winton shareholders have one vote per share they hold in Winton, and will have the right to vote on
material or related party transactions in accordance with the NZX Listing Rules.
OTHER DISCLOSURES
Donations
In addition to various sponsorship contributions, the Company (or subsidiaries) paid a total of $50,488 in donations for the year
ended 30 June 2024. No donations were made to political parties, ballots or referendums.
Dividends
The following dividends have been paid by the Company in the past two financial years:
DATE PAIDCENTS PER SHARETOTAL PAID FY24
$000’S
TOTAL PAID FY23
$000’S
14 SEPTEMBER 2022
1.07-3,174
15 MARCH 2023
2.06-6,110
29 AUGUST 2023
2.166,406-
12 MARCH 2024
0.551,631-
TOTAL DIVIDENDS PER STATEMENT OF CHANGES IN EQUITY
8,0379,284
NZX Waivers
The following approval and waiver from the NZX Listing Rules was relied upon by the Company during FY24:
• NZ RegCo approval under NZX Listing Rule 8.1.6 to include provisions in the Company’s constitution which allow the Board to
restrict the transfer of Winton’s securities to ‘overseas persons’ as defined in the Overseas Investment Act 2005 and to require
certain documentation and/or information in relation to a proposed transfer or transferee of Winton’s securities, and
• a waiver from NZX Listing Rule 8.1.5, to the extent that rule would otherwise prevent Winton from suspending the voting rights
attaching to securities in accordance with the process set out in the Company’s constitution.
The conditions to these approvals and waiver are that Winton is given a non-standard (NS) designation, in terms of its listing
on the NZX Main Board. An outline of this approval and waiver, together with explanation of the effects of the same is available on
Winton’s Website.
ASX Waivers
ASX also granted a waiver from ASX Listing Rules 8.10 to 8.11, to the extent necessary to permit Winton’s constitution to contain the
provisions outlined above that restrict certain transfers to “overseas persons” and suspect voting rights in relation to the same.
Public exercise of NZX’s powers under Listing Rule 9.9.3 during FY24
Nil.
ANNUAL REPORT 2024WINTON LAND LIMITED | 91
INVESTOR STATISTICS
20 Largest Registered Shareholders as at 30 June 2024
RANKHOLDER NAMENO. OF SHARES% OF SHARES
1.
Korama Limited163,329,44855.06
2.
Perpetual Corporate Trust Limited166,284,25122.35
3.
JWAJ Limited20,972,4187.07
4.
Wanaka Partners, LLC13,852,3134.67
5.
0to60 Nominee Limited5,145,3561.73
6.
Peter Karl Christopher Huljich & John Hamish Bonshaw Irving3,577,3331.21
7.
Christopher Peter Huljich & Constance Maria Huljich & Elizabeth Ferguson Anne2,967,2941.00
8.
HWM (NZ) Holdings Limited2,091,0250.70
9.
Accident Compensation Corporation21,415,1040.48
10.
Kiowa 2018 Corporate Trustee Company Limited1,286,3390.43
10.
Motutapu Investments Limited1,286,3390.43
11.
Forsyth Barr Custodians Limited904,7290.31
12.
FNZ Custodians Limited845,6700.29
13.
Jason Timothy Kilgour & Vaughan Charles Atkin711,4050.24
14.
Joseph Davenport & Shelley Davenport514,5350.17
14.
Colin Ian Crombie & Heather Joy Hallam514,5350.17
15.
Forsyth Barr Custodians Limited483,0000.16
16.
Leveraged Equities Finance Limited453,7000.15
1 7.
Citibank Nominees (NZ) Limited2430,1440.15
18.
Evenhall Pty Limited385,9010.13
18.
Denwol Merchant Finance Corporation Pty Limited385,9010.13
19.
MFL Mutual Fund Limited2353,7790.12
20.
Custodial Services Limited346,2090.12
TOTAL SHARES HELD BY TOP 20 SHAREHOLDERS
289,891,81097.73
BALANCE OF SHARES
6,721,9262.27
TOTAL OF ISSUED SHARES
296,613,736100.00
1. Perpetual Corporate Trust Limited is the custodian for the TC Akarua Sub Trust. Macquarie Real Estate Management (Australia) is the manager of TC Akarua 2 Pty
Limited, who is the trustee of the TC Akarua Sub Trust.
2. Shares held through the New Zealand Central Securities Depository Limited.
Corporate Governance
ANNUAL REPORT 202492 | WINTON LAND LIMITED
Distribution of Shareholders
The distribution of the ordinary shares and registered shareholdings as at 30 June 2024 is set out in the following table:
ORDINARY SHARESNUMBER OF
SHAREHOLDERS
SHAREHOLDERS %NUMBER OF SHARESSHARE %
1 TO 1,000
10920.856,4580.02
1,001 TO 5,000
17633.59476,2140.16
5,001 TO 10,000
8416.03647,9810.22
10,001 TO 50,000
9117.372,034,1030.69
50,001 TO 100,000
224.201,445,3750.49
100,001 AND OVER
428.01291,953,60598.42
TOTAL
524100.00296,613,736100.00
Geographical Spread of Shareholders
The geographical spread of the ordinary shares and registered shareholdings as at 30 June 2024 is set out in the following table:
ORDINARY SHARESNUMBER OF
SHAREHOLDERS
SHAREHOLDERS %NUMBER OF SHARESSHARE %
AUCKLAND & NORTHERN REGION
17733.78199,338,92667.20
WELLINGTON & CENTRAL DISTRICTS
7313.934,311,6981.45
NELSON, MARLBOROUGH & CHRISTCHURCH
6211.83403,5370.14
DUNEDIN & SOUTHLAND
5410.312,059,6810.69
HAMILTON & SURROUNDING DISTRICTS
7013.361,304,6260.44
OVERSEAS
8816.7989,195,26830.08
TOTAL
524100.00296,613,736100.00
Substantial Product Holders
The persons, who, for the purposes of section 293 of the FMC Act, were substantial product holders in the Company as at 30 June 2024
are as set out in the following table:
SUBSTANTIAL PRODUCT HOLDERNUMBER OF
SHARES WHEN
NOTICE WAS FILED
% OF SHARES
HELD AT DATE OF
NOTICE
KORAMA LIMITED
163,329,44855.06
TC AKARUA SUB TRUST
66,284,25122.35
JWAJ LIMITED
20,972,4187.07
The only class of quoted voting products on issue in Winton are ordinary shares. The total number of ordinary shares on issue as at
30 June 2024 was 296,613,736.
DIRECTORS’ STATEMENT
The Board is responsible for preparing the Annual Report. This report is dated 23 August 2024 and is signed on behalf of the Board of
Winton Land Limited by Chris Meehan, Chair and Steven Joyce, Director.
Chris Meehan
Chair
Steven Joyce
Director
ANNUAL REPORT 2024WINTON LAND LIMITED | 93
GLOSSARY
ASIC means the Australian Securities and Investments Commission.
ASX means the Australian Stock Exchange.
Board means the Board of Directors of Winton Land Limited.
Director means a current director of the Board.
Northbrook means Winton’s luxury later living brand.
NZ RegCo means NZX Regulation Limited.
NZX means the New Zealand Stock Exchange.
Winton and/or Company means Winton Land Limited, and where applicable, includes all subsidiaries of Winton Land Limited.
Winton’s Website means www.winton.nz/investorcentre/.
Corporate Governance
ANNUAL REPORT 202494 | WINTON LAND LIMITED
Company
Winton Land Limited
NZCN 6310507
ARBN 655 601 568
Board of Directors
Chris Meehan, Chair
Michaela Meehan
Julian Cook
Glen Tupuhi
Steven Joyce
James Kemp
Guy Fergusson
Senior Management Team
Chris Meehan, Chief Executive Officer
Simon Ash, Chief Operating Officer
Jean McMahon, Chief Financial Officer
Justine Hollows, General Manager Corporate Services
Duncan Elley, General Manager Project Delivery
Julian Cook, Director of Retirement
Company Secretary
Justine Hollows
Registered Office
New Zealand:
Level 4, 10 Viaduct Harbour Avenue
Auckland 1010
New Zealand
Australia:
c/- Mills Oakley
Level 7, 151 Clarence Street
Sydney, NSW 2000
Australia
Mailing Address and Contact Details
P O Box 105526
Auckland 1143
New Zealand
Telephone: +64 9 377 7003
Website: www.winton.nz
Auditor
Ernst & Young
2 Takutai Square
Auckland 1010
New Zealand
Corporate Legal Advisors
New Zealand:
Chapman Tripp
Level 34, PwC Tower
15 Customs Street West
Auckland 1010
New Zealand
Australia:
Mills Oakley
Level 7, 151 Clarence Street
Sydney, NSW 2000
Australia
Share Registry
Winton’s share register is maintained by MUFG Corporate
Markets, a division of MUFG Pension & Market Services
(formerly Link Market Services Limited). MUFG Corporate
Markets is your first point of contact for any queries
regarding your investment in Winton. You can view
your investment, indicate your preference for electronic
communications, access and update your details and view
information relating to dividends and transaction history
at any time by visiting the MUFG Corporate Markets
Investor Centre at the addresses noted below.
Registry
New Zealand:
MUFG Corporate Markets
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
New Zealand
Telephone: +64 9 375 5998
Email: enquiries@linkmarketservices.co.nz
Website: www.linkmarketservices.co.nz
Australia:
MUFG Corporate Markets
Level 12, 680 George Street
Sydney, NSW 2000
Australia
Telephone: +61 1300 554 474
Email: enquiries@linkmarketservices.com.au
Website: www.linkmarketservices.com.au
Investors
investors@winton.nz
Directory
ANNUAL REPORT 2024WINTON LAND LIMITED | 95
40 Northbrook Wanaka,
Wanaka
BC Napolean the Clydesdale,
Ayrburn
ANNUAL REPORT 202496 | WINTON LAND LIMITED
ANNUAL REPORT 2024WINTON LAND LIMITED | 97
All in, good time.
---
1. Business Update
ANNUAL RESULTS FY24
INVESTOR PRESENTATION
23 August 2024
Presenting Today
Jean McMahon
Chief Financial Officer
Chris Meehan
Chief Executive Officer
2
Northbrook Wanaka, Northlake
2
Jimmy’s Point, Launch Bay Hobsonville Point
3
1.Business Update
2.Financial Overview
3.ESG Overview
4.Market and Outlook
BUSINESS UPDATE
Ayrburn, Arrowtown
Notes: 1. Units comprise residential land lots, dwellings, townhouses, apartments, retirement living units and commercial units. 2. Pre-sales are as at 23 August 2024. Pre-sales are unconditional and
conditional sale contracts to be recognised as revenue in future years. 3. Target units to be developed from 1 July 2024 onwards on existing projects based on management estimates and masterplans
current as at 30 June 2024. Target total units, target product mix and target settlement period may change, including due to planning outcomes and market demand;
5
Key highlights
$173.6m
Revenue
A resilient year of delivery and
settlements during the 12
months ending 30 June 2024
(FY24):
$70.3m
Gross profit
40.5%
Gross profit margin
$15.7m
Net profit after tax
9.1%
N PAT ma rgin
$41.7m
Cash
c.6,000
Unit¹ landbank yield
345
Units delivered and settled
211
Employees
524
To t a l
shareholders
12
Masterplanned
Communities
23
Current projects
$411.7m
²
of gross pre-sales secured
872
Retirement living units yield
ACROSS 5 LOCATIONS
78%³
of portfolio (by units) are
residential lots
LIMITING EXPOSURE TO CONSTRUCTION
Appointment of Guy Fergusson to the Board as an independent director
Business Highlights
Strong pre-sale book continues to protect future revenues - $411.7m at 23 August 2024
Inaugural mid-winter Christmas Wonderland held at Ayrburn – over 20,000 visitors
in July
Met requirements for the XRB Climate Standards and subsequent disclosures
Launched sales at three Northbrook sites – Wynyard, Wanaka and Arrowtown
Ayrburn won Best in Category – Tourism and Leisure Property Award PCNZ
Resource consent in place for all five current Northbrook locations¹
Ayrburn opened to the public in December 2023, with over 150,000 visitors to date
Strong year of delivery in a difficult market and very challenging economic conditions –
345 units settled
6
Notes: 1. Northbrook Arrowtown remaining subject to a resource consent amendment being granted. A retirement
village consent has been granted for Northbrook Arrowtown.
ALTA Villas, Northlake
6
Notes 1. A variation to the resource consent for Northbrook Arrowtown was
submitted in April 2024.
247
186
171
76
553
449
565
345
-
200
400
600
800
1,000
1,200
PriorFY18AFY19AFY20AFY21AFY22AFY23AFY24AFY24F+
7
Significant landbank pipeline
Pipeline of over 6,000 units remain to be delivered in future
years.
6,000+
¹
Settlements include completed communities
(Longreach – 163, Lakes Edge – 55, River Terrace – 18, Parnell – 1)
Lakeside, Te Kauwhata
8
Continued Momentum
Neighbourhood
Units settled
FY24
Units settled
FY23
Movement
Lakeside20918623
Beaches29172(143)
North Ridge17105(88)
Northlake5883(25)
Launch Bay291514
River Terrace24(2)
Parnell1-1
Total
345565(220)
FY24 settlements across the residential portfolio.
Average residential
revenue per unit
(000’s)
$470$374$96
FY24 Unit Sales
•In FY24, 20.3% of settlements comprised of constructed product
compared with 7.6% in FY23.
•Average revenue per unit is $96k higher in FY24 as a result of the
greater proportion of constructed product settled.
Settlements by product type
Notes: 1. Constructed product comprises of apartments, townhouses, dwellings and
commercial units.
RESIDENTIAL
8
Residential Lots
Apartments
Commercial
Dwellings
80%
8%
2%
10%
2%
92%
3%
5%
3%
Residential Lots
Apartments
Dwellings
FY24
settlements
by product
FY23
settlements
by product
Northlake
•The plan change related to Stage 18 has been approved. This increases
the yield of this stage by 24 lots from previous assumptions, providing a
total yield of 125 lots, and allows Winton to fully realise the value of
the site.
Ayrburn
•Rezoning received for 7 prestigious residential lots on the balance land.
Northbrook Arrowtown
•Resource consent for Northbrook Arrowtown received in November
2023, the consent is a significant milestone in unlocking value and is
currently being modified.
•Consent includes an adjacent boutique 16-room hotel, providing
accommodation for visitors to both Ayrburn Precinct and Northbrook.
•A full size show apartment completed for potential residents to
experience Northbrook.
Northbrook Launch Bay
•Northbrook Launch Bay granted resource consent in September 2023.
Sunfield
•We continue to progress the 56 hectares of the property which is
currently zoned future urban with a more traditional masterplan
supported by current regulation, yielding ~2,000 lots.
•Winton remains firm in its resolve to pursue alternate legislative
pathways to rezone the remaining c.150 hectares.
Work behind the scenes continues to unlock land value
through rezoning and consents.
9
Unlocking land value FY24
9
RESIDENTIAL
Northlake, Wanaka
Ayrburn, Arrowtown
Northbrook Arrowtown
Northbrook Launch Bay, Hobsonville Point
North Ridge Cessnock
•Stages 1-6 are complete and all available land lots have been sold and
settled.
•Resource consent underway for future stages 7 onwards.
Launch Bay Hobsonville
•Construction of Jimmy’s Point apartments has progressed at pace. The
internal fit-out is nearly complete in all apartments, and landscaping
works continue. We expect to complete and settle in H1 FY25.
•Remaining Ovation Apartments and Townhouses are pre-sold or
continue to be marketed.
Northlake
•The land lots within stage 17b were completed in H2 FY24. Stage 17a is
on track to complete and settle in H1 FY25 and we continue to market
the remaining lots.
•Northlake Apartments and the commercial units underneath were
completed and settled in FY25, except for the remaining two commercial
units.
•Stage 1 of the ALTA Villa Townhouses was completed in H2 FY24, and
stage 2 is due to be completed and settled in H1 FY25. Only a handful
remain to be sold.
•Design and consenting works progressed on stage 18 and construction
will commence during FY25.
Beaches Matarangi
•The final stages are now complete, as we look to market the remaining
final lots over the summer period.
Lakeside Te Kauwhata
•209 lots from stage 3 settled in FY24.
•Stage 3B and 3C continue with services, drainage, roading and footpaths,
and the tender of stage 4 civil works is underway.
Works progressed on future stages to deliver presales.
10
Residential development FY24
10
RESIDENTIAL
Northridge, CessnockLaunch Bay, Hobsonville Point
Beaches,
MatarangiLakeside, Te Kauwhata
Northbrook Wynyard Quarter
•Resource consent has been finalised, main works contract negotiations are well
progressed.
•Early works complete.
•Due to industry-wide issues and consenting processes Northbrook changed its structural
engineer to Robert Bird Group. Basement construction will commence in H1 FY25, with
practical completion remaining on schedule for FY28.
•The show apartment and flagship sales suite launched in June 2023. Strong interest
continues.
Northbrook Wanaka
•Civil works completed, with construction of stage one independent living apartments to
complete H2 FY25.
•We look forward to welcoming our first residents in H2 FY25.
•The show apartment opened in September 2023, offering prospective buyers a chance to
see fully realised independent living apartments.
Northbrook Arrowtown
•Show suite opened May 2024, with presales commencing.
•Northbrook Arrowtown's location in close proximity of Ayrburn has enabled high
volumes of visitors and future residents to visit the show suite. Visitor numbers have
been in excess of 2,000 since opening.
•Earthworks continue to progress under the existing resource consent.
•Resource consent variation has been lodged to reflect the final built form.
Northbrook Launch Bay
•Amendment to our existing Launch Bay resource consent has been granted.
•The site will incorporate the heritage-listed hanger as care suites, and a 15-storey
apartment complex.
Northbrook Avon Loop
•Resource consent was granted prior to 30 June 2023, and Winton continues its design
phase on this site before commencing earthworks.
11
Northbrook progress
continues at pace
RETIREMENT
Northbrook Wanaka Display Suite
12
Winton’s retirement living
portfolio
Notes: 1. As at 30 June 2024. Units and Values remain subject to change as the masterplanning and design process progresses.
The standard terms under the Northbrook Occupational Right Agreement will provide for a 30% Deferred Management Fee over a four -year
period for independent living units and a 30% Deferred Management Fee over a two-year period for care suites.
Northbrook
1
LocationProject statusPre-selling
Independent and
Serviced
Retirement Units
Care Suites
Total Units and
Suites
Wynyard QuarterAuckland
Resource consent granted, display suite complete,
registered under the Retirement Villages Act 2003, early
works complete, construction to commence FY25
Yes11438
152
WanakaWanaka
Resource consent granted, display suite complete,
registered under the Retirement Villages Act 2003, stage
one construction progressing well and completion expected
May 2025
Yes9632
128
ArrowtownArrowtown
Resource consent granted, variation to resource consent
underway, display suite complete, registered under the
Retirement Villages Act 2003, enabling works for stage one
expected to commence early 2025
Yes
14226
168
Launch BayAucklandResource consent granted
No
17539
214
Avon LoopChristchurchResource consent granted
No
17832
210
Total705167
872
RETIREMENT
•The Cracker Bay brand was launched in FY24 and
encompasses the drystack, marina, offices and
eventually a hospitality precinct.
•Offering Drystack facilities in the heart of
Auckland, the Drystack building refurbishment is
complete, offering best in class service.
•Renovation and refurbishment of the onsite office
building is expected to be complete in H1 FY25.
The works performed provide tenants with
premium waterfront facilities within a low rise
building.
•We continue to work through consenting for the
remainder of the site and ensuring the design
aligns to Winton’ s vision for the integrated
masterplan with Northbrook Wynyard and The
Villard.
Winton continues to diversify our revenue streams to support future annuity income.
13
13
COMMERCIAL
•Winton opened the first stage of Ayrburn to the public, on Saturday, 9
December 2023 with five different venues to cater to different tastes and
occasions. From sunny courtyard dining at the Woolshed, wine tastings in
The Manure Room, a sweet treat at The Dairy, whiskey sips in The Burr Bar,
to a multitude of events and entertaining at The Dell.
•In February 2024, The Barrel Room was added to the venue list; with 56
wine aging barrels lining the walls and the grand piano centrepiece, perfect
for private events and feast-style dining.
•Since opening, over 150,000 people have visited Ayrburn. A diversified mix
of visitors of all ages, demographics and from all over the world. Locals, New
Zealand residents and visitors from Australia collectively make up the
majority of visitors to date.
•In July 2024, Ayrburn held its inaugural mid-winter Christmas Wonderland,
which attracted well over 20,000 people over the month, many of which
gave ice skating a go, and many enjoyed festive drinks with over 4,000
glasses of Ayrburn’s special mulled wine sold in July alone.
•Ayrburn will expand further in FY25 with the opening of Billy’s (fine dining
restaurant), The Bakehouse and RM’s Butcher.
The Ayrburn masterplan has been designed to uplift the
value of neighbouring Northbrook Arrowtown and
Winton-owned residential land.
14
COMMERCIAL
The Woolshed, Ayrburn
FINANCIAL OVERVIEW
Jimmy’s Point, Launch Bay Hobsonville Point
FY24 Financial Performance
We have continued to deliver pre-sold properties, complete new projects, and diversify our revenue streams.
16
Statement of Financial PerformanceFY24FY23
MovementNZ$m (unless indicated otherwise)Year EndedYear Ended
30-Jun-2430-Jun-23
Revenue
173.6
221.1
(47.5)
Cost of sales
(103.3)(102.7)(0.6)
Gross profit
70.3
118.4
(48.1)
Gross profit margin
40.5%
53.6%
(13.1%)
Fair value (loss) / gain on investment properties
(1.7)6.8(8.5)
Selling expenses
(6.0)(8.2)2.2
Property expenses
(1.8)(1.3)(0.5)
Administrative expenses
(30.1)(18.8)(11.3)
Share-based payment expense
(1.2)(1.3)0.1
EBITDA
29.5
95.6
(66.1)
Depreciation and amortisation
(3.5)(1.4)(2.1)
Net interest income
1.4
1.0
0.4
Profit before income tax
27.4
95.2
(67.8)
Income tax expense
(11.7)(30.6)18.9
Profit after income tax
15.7
64.6
(48.9)
Basic earnings per share (cents)
5.31
21.79
(16.48)
Financial Performance
•Despite a difficult market and challenging economic conditions, Winton has
settled 345 units; delivering $173.6 million in revenue. This is 21.5% down from
the record year Winton had in FY23 of $221.1 million.
•Ayrburn opened to the public in December 2023, contributing to total commercial
portfolio revenue of $11.0 million for FY24.
•Cost of sales are recognised in alignment with revenue earned. The increase in
cost of sales reflects a greater volume of built product in FY24.
•A lower Gross Profit and Margin was a result of the product mix that settled in the
year. 20.3% of settlements in FY24 came from built products which produce a
lower margin than residential lots, compared with 7.6% in FY23.
•The revaluation movement of investment properties was a loss of $1.7m in FY24
compared to a gain of $6.8m in FY23. This was driven by the mix of properties
externally re-valued due to the timing of achieving consents for Northbrook
developments and the original cost of underlying land.
•Selling expenses were lower in FY24 by 26.7% due to reduced sales commission
and marketing spend.
•Administrative expenses increased by $11.3 million in FY24. $7.5 million of this is
due to increased employee benefits, with an increased headcount in FY24 to
support Winton’s growth and new operating businesses. Establishment costs of
$2.7 million were incurred in relation to the pre-opening of Ayrburn, and these
include branding, marketing, recruitment, and employee training. The remainder
of the increase is due to the growth of Winton’s operations and some inflationary
pressures.
•The FY24 results include a one-off, non-cash deferred tax liability adjustment of
$2.9 million arising from a change in tax legislation that came into effect this year
and relates to the depreciation of buildings. This liability does not reflect taxation
payable if the assets were sold.
16
Financial Position
•Cash balances remain strong at $41.7 million.
•Winton entered an $80 million debt facility to support Winton’s growth plans in
December 2023. The facility with Massachusetts Mutual Life Insurance Company
is fully ringfenced to only the Lakeside development and provided an equity
release to assist with funding the development of Northbrook villages. As at 30
June 2024, the drawn-down balance was $64.8 million. Winton has no recourse
debt at group level and all other properties across the group remain
unencumbered.
•Inventories have decreased from FY23 due to the greater volume of built product
settling.
•Investment properties have increased from FY23. This increase is driven
predominantly by investment property construction works, design and consent
costs of $60.5m.
•The increase in Property Plant and Equipment was primarily due to the
completion of the first four venues at Ayrburn in November 2023, and the Barrel
Room in February 2024 as well as development costs for The Bakehouse and
Billy’s, both due to open in FY25. We note that property, plant, and equipment are
held at cost less accumulated depreciation.
FY24 Financial Position
Winton has historically operated with a conservative level of debt in its capital structure.
Statement of Financial PositionFY24FY23
NZ$m (unless indicated otherwise)As atAs at
Movement
30-Jun-2430-Jun-23
Cash and cash equivalents
41.776.3(34.6)
Inventories
247.3256.7(9.4)
Investment properties
277.4207.569.9
Property, plant and equipment
79.840.539.3
Other assets
7.89.6(1.8)
Total assets
654.0590.663.4
Accounts payable and other liabilities
44.641.23.4
Borrowings
64.0-64.0
Taxation payable
5.823.4(17.6)
Deferred tax liabilities
20.115.64.5
Total liabilities
134.580.254.3
Net assets
519.5510.49.1
NTA cents per share
174.5171.23.3
17
FY24 Statement of Cash Flows
Winton maintains a strong cash position.
18
Statement of CashflowsFY24FY23
NZ$m (unless indicated otherwise)
Year EndedYear Ended
Movement
30-Jun-2430-Jun-23
Cash flows from operating activities
Receipts from customers
173.6221.5(47.9)
Payment to suppliers and employees
(103.7)(165.7)62.0
Development land purchases
(25.4)(43.8)18.4
Other operating activities
(30.2)(1.2)(29.0)
Net cash flows from operating activities
14.310.83.5
Cash flows from investing activities
Investment property purchases
(57.6)(101.3)43.7
Acquisition of property, plant and equipment
(42.1)(26.2)(15.9)
Other investing activities
(0.1)(1.4)1.3
Net cash flows from investing activities
(99.8)(128.9)29.1
Cash flows from financing activities
Net proceeds of borrowing
60.1-60.1
Dividends paid to shareholders
(8.0)(9.3)1.3
Payment of lease and other liabilities
(1.2)(1.1)(0.1)
Net cash flows from financing activities
50.9(10.4)61.3
Net increase in cash and cash equivalents
(34.6)(128.5)93.9
Cash and cash equivalents at beginning of the period
76.3204.8(128.5)
Cash and cash equivalents at the end of the period
41.776.3(34.6)
Cashflows
•Net operating cashflows are increased by $3.5 million due to reduced payments to
suppliers and employees offset by reduced settlements.
•Payments to suppliers and employees decreased due to less works onsite in FY24.
•Development land purchases relate to Sunfield deposit payment in FY24.
•Investing activity has decreased due to less purchasing activity of investment
property compared to FY23.
•Increased property, plant and equipment is a result of completed projects at the
Ayrburn Precinct, which opened in December 2023.
•The Board of Directors has decided to pause paying a dividend to maintain
financial discipline through softer market conditions, while enabling Winton to
continue to execute its growth plans.
18
ESG OVERVIEW
Ayrburn, Arrowtown
9
Supported local, 95% of onsite works went to local businesses.
ESG Highlights FY24
4
5
8
10
Received Qualmark certification for Ayrburn.
3
Transitioned to new Assurance practitioner for FY24 GHG Emissions.
Implemented Health and Safety metric for FY24.
Created more job opportunities through new business units increasing number
of employees to 211.
6
Implemented Sponsorship, Donations and Community Engagement Policy to align
Winton’s community support with the sustainability framework and the communities
it operates in.
7
Contributed over $380,000 to benefit the community through sponsorships,
donations and community initiatives.
2
Completed third emissions inventory, extending the measurement to include all
category 4 emissions and disclosing at the same time as financial disclosures.
Implemented new internal policies for cyber security, data privacy and
digital asset acquisition.
1
Completed and disclosed first year of Climate-Related Disclosures.
20
Ayrburn Waterfall, Ayrburn
20
MARKET AND OUTLOOK
Northbrook Wanaka, Northlake
800,000
900,000
1,000,000
1,100,000
1,200,000
1,300,000
Quarters ending
Volume of ready-mix concrete (m³)³
Quarterly Volume2015-2020 Average
1,800
2,200
2,600
3,000
3,400
3,800
4,200
4,600
5,000
5,400
JanFebMarAprMayJunJulAugSepOctNovDec
Building consents issued¹
202120222023Long-run average, 2000 - present2024
Market and Outlook
The New Zealand housing market remains difficult, and we expect this to continue through FY25.
Notes: 1. New Zealand Property Report REINZ – 15 July 2024. 2. New Zealand Property Report 01 August 2024 – realestate.co.nz. 3. Data has been sourced from StatsNZ. 4. Centrix Credit Bureau of
New Zealand – June Credit Indicator report 2024. 5. Cordell Construction Cost Index Quarter 2, 2024, New Zealand
•The number of house sales across New Zealand for the year ending June 2024 is
down 25.6% compared to the prior year and the median days to sell was 47¹ days.
•Levels of housing stock remains high, increasing during July by 32.3% year on year
with 30,556 properties available².
•New consents for dwellings continued to fall nationally, with an annualised decline of
14% for the year ending June 2024³. Historical consenting peaks in March are
suppressed, with March 2024 showing declines of: 31% since March 2021, 45% since
March 2022 and 26% since March 2023.
•Ready-mix concrete volumes provide an indicator of construction activity. Whilst
volumes remain down 24.2% from December 2021, the June 2024 Quarter saw an
increase of 12.7% from the March 2024 Quarter³. This reflects similar seasonal
movements in 2021, 2022 and 2023.
•Centrix data reported 269 insolvencies in May 2024 compared to 161 in May 2023,
with the highest proportion of insolvencies coming from the construction sector
(23%)⁴. Of this 233 companies were placed into liquidation, the highest May total
since 2014.
•The Cordell Construction Cost Index reported a quarterly drop of (1.1%) in the three
months to June 2024⁵, the first decline in construction costs in the history of the
series (Q4 2012). The annual growth rate slowed from 2.1% in Q1 2024 to 0.6% in Q2
2024.
24.2% decline
from Dec-21
22
-2
0
2
4
6
Cordell Construction Cost Index – Monthly Change
-0.75
0.25
1.25
2.25
3.25
4.25
5.25
6.25
7.25
8.25
0
500
1000
1500
2000
2500
3000
3500
4000
4500
Jun 2008
Jan 2009
Aug 2009
Mar 2010
Oct 2010
May 2011
Dec 2011
Jul 2012
Feb 2013Sep 2013
Apr 2014
Nov 2014
Jun 2015
Jan 2016
Aug 2016
Mar 2017
Oct 2017
May 2018
Dec 2018
Jul 2019
Feb 2020Sep 2020
Apr 2021
Nov 2021
Jun 2022
Jan 2023
Aug 2023
Mar 2024
Oct 2024
May 2025
Dec 2025
New Zealand House Price Index and Official Cash Rate
House price index (HPI)Official Cash Rate
Market and Outlook
Notes: 1. New Zealand House Price Index Report – 20 August 2024 REINZ. 2. Data has been sourced from StatsNZ. 3. BNZ Industry Insights – Mortgage borrowers ready for interest rates to fall 1
August 2024, New Zealand Weekly Data Wrap 16 August 2024 – ANZ Research, and ASB Economic Forecast Update, August 2024. 4. ANZ Research – New Zealand Property Focus Crossing
the Tasman July 2024.
Market Indicators
•HPI had a one month decrease of (0.3%) and a three
month decrease of (1.9%) to July 2024¹.
•Q2 Labour market data showed a 0.2% increase of
unemployment to 4.6% which was in line with the
Reserve Bank of New Zealand’s May MPS².
•On 14 August, the RBNZ reduced the OCR by 25bps to
5.25%. They also signalled a further 50 bp of OCR cuts
in 2024 representing a shift forward in the easing
cycle.
-BNZ and ANZ are both forecasting the OCR to
reduce to 3.50% by the end of 2025, while ASB is
forecasting it to reduce to 3.25%³.
-ANZ has forecast HPI to recover in 2025; 4.5%
year on year, and 5.0% year on year throughout
2026⁴.
•While rate relief will assist with housing affordability
we remain realistic about the market recovery given
other economic factors.
23
OCR key indicator for HPI but rising unemployment could slow recovery.
23
Forecast
Chart Data Source: RBNZ
Market and Outlook
•Property development is cyclical, and Winton’s experience gives us
confidence that we are playing the cycle as best we can, and we are
prepared to weather continued challenging conditions until it does turn
around.
•We remain cautious about the market conditions for the year ahead and
will continue to operate with discipline so that Winton is well-positioned
when the market becomes more buoyant.
•We will continue to keep the market informed of our plans and progress
with the business but will not issue formal guidance, this allows us to
focus on operating the business for maximum long-term shareholder
value.
Winton continues to operate with financial discipline to enable us to thrive through the cycle.
24
Northbrook Wynyard Quarter and The Villard,
Wynyard Quarter
QUESTIONS
Jimmy’s Point Launch Bay, Hobsonville Point
This disclaimer applies to this document and the accompanying material (“Document”) or any information contained in it. The information included in this Document should be read in conjunction with the audited
consolidated financial statements for the year ended 30 June 2024.
Past performance information provided in this Document may not be a reliable indication of future performance. This Document contains certain forward-looking statements and comments about future events, including
with respect to the financial condition, results, operations and business of Winton Land Limited (“Winton”). Forward looking statements can generally be identified by use of words such as ‘project’, ‘foresee’, ‘plan’,
‘expect’, ‘aim’, ‘intend’, ‘anticipate’, ‘believe’, ‘estimate’, ‘may’, ‘should’, ‘will’ or similar expressions. Forward-looking statements involve known and unknown risks, significant uncertainties, assumptions, contingencies,
and other factors, many of which are outside the control of Winton, and which may cause the actual results or performance of Winton to be materially different from any results or performance expressed or implied by
such forward-looking statements. Such forward-looking statements speak only as of the date of this Document. There can be no assurance that actual outcomes will not differ materially from the forward-looking
statements. Recipients are cautioned not to place undue reliance on forward-looking statements.
Certain financial data included in this Document are "non-GAAP financial measures", including earnings before interest, tax, depreciation and amortisation (“EBITDA”). These non-GAAP financial measures do not have a
standardised meaning prescribed by New Zealand Equivalents to International Financial Reporting Standards (“NZIFRS") and therefore may not be comparable to similarly titled measures presented by other entities, nor
should they be construed as an alternative to other financial measures determined in accordance with NZIFRS. Although Winton uses these measures in assessing the performance of Winton’s business, and Winton
believes these non-GAAP financial measures provide useful information to other users in measuring the financial performance and condition of the business, recipients are cautioned not to place undue reliance on any
non-GAAP financial measures included in this Document.
All amounts are disclosed in New Zealand dollars (NZ$) unless otherwise indicated.
Whilst every care has been taken in the preparation of this presentation, Winton makes no representation or warranty as to the accuracy or completeness of any statement in it including, without limitation, any forecasts.
To the maximum extent permitted by law, none of Winton, its directors, employees, shareholders or any other person shall have any liability whatsoever to any person for any loss (including, without limitation, arising from
any fault or negligence) arising from this Document.
This Document has been prepared for the purpose of providing general information, without taking account of any particular investor’s objectives, financial situation or needs. An investor should, before making any
investment decisions, consider the appropriateness of the information in this Document, and seek professional advice, having regard to the investor’s objectives, financial situation and needs.
DISCLAIMER
Important Notice and Disclaimer
27
Simon Ash
Chief Operating
Officer
Justine Hollows
General Manager,
Corporate Services
Duncan Elley
General Manager,
Project Delivery
•Over 18 years’ experience in real estate, finance and
investment banking.
•Responsible for oversight of Winton’s business operations.
•Previously at Macquarie Group and Brookfield Financial.
•Over 18 years’ experience in law, including property
development, transactional and leasing work.
•Responsible for legal oversight, risk management, compliance,
and human resources.
•Previously at Auckland International Airport, Bell Gully, and
Minter Ellison.
•Over 20 years of experience in land development, real
estate, finance and investment management.
•Responsible for delivery of development projects.
•Previously at Chenavari Investment Managers and Capmark
Bank Europe plc.
Presenting Today
Senior Management Team
Jean McMahon
Chief Financial Officer
Chris Meehan
Chief Executive Officer
APPENDIX 1
•Founded Winton in 2009.
•Over 30 years’ real estate
experience.
•Strategic and operational
leadership.
•Founded the Belle Property
real estate franchise in
Australia, and grew the
business to 20+ offices across
Australia and New Zealand.
•Over 18 years’ experience in real estate, finance and investment.
•Responsible for finance, tax and accounting functions.
•Previously at Property for Industry, Lloyds Banking Group and
KPMG.
28
Neighbourhood Summary
CommunitiesLocationTarget units
1
Settled
2
Target units
remaining
1
1. NorthlakeWanaka1,000(692)308
2. LakesideTe Kauwhata1,672(939)733
3. Launch BayHobsonville350(100)250
4. SunfieldAuckland3,957-3,957
5. Wynyard QuarterAuckland186-186
6. Avon LoopChristchurch210-210
7. Northbrook ArrowtownQueenstown186-186
8. Ayrburn Farm & PrecinctArrowtown16(2)14
9. BeachesMatarangi332(309)23
10. North RidgeCessnock (AU)358(176)182
11. Bridesdale FarmQueenstown138(137)1
12. Cracker BayAuckland---
Total8,381(2,355)6,050
Winton’s 12 communities, with 11 in New Zealand and 1 in Australia.
Notes: 1. Target units to be developed from 1 July 2024 onwards on existing projects based on management estimates and masterplans current as at 30 June 2024. Target total units, target
product mix and target settlement period may change, including due to planning outcomes and market demand. 2. Settled and Pre-sold units as at 30 June 2024.
Target units remaining by type
ResidentialRetirementCommercial
1771283
721-12
36214-
3,643-314
2415210
-210-
-16818
7-7
22-1
182--
--1
---
4,812872366
APPENDIX 2
29
---
GHG EMISSIONS
INVENTORY REPORT
FY24winton.nz
About this report
This report covers Winton’s GHG Emissions
Inventory for FY24 assured by Deloitte
Limited. This report is available on Winton’s
website. Questions about the report can
be directed to investors@winton.nz.
The period covered in this report aligns
with Winton’s financial period for
the 12 months ending 30 June 2024
unless otherwise stated. All financial
information in this report is presented in
New Zealand Dollars and excludes GST.
Company details
Winton Land Limited
NZCN 6310507
ABRN 655 601 568
Head office address: Level 4, 10 Viaduct
Harbour Avenue, Auckland, NZ
Listed on the NZX and ASX
Introduction
FC The Burr Bar,
Ayrburn
01 Northbrook Wanaka,
Wanaka
WINTON LAND LIMITED | 01GHG EMISSIONS INVENTORY REPORT FY24
1.1 Introduction
The purpose of this report is to provide the Winton Board
of Directors (Board), management and other intended
users, including regulators, financial community and other
stakeholders, with data and reporting on Winton’s GHG
emissions to meet the requirements of its commitment
within its Sustainability Framework and the requirements of
climate-related disclosures.
This report contains emission data for this year’s inventory
compared to FY22 and FY23 with commentary. The summary
is also included in Winton’s Annual Report within the ‘Thriving
Planet’ section of its ESG Report.
The Emissions Inventory Report is a complete and accurate
quantification of the amount of GHG emissions and removals
that can be directly attributed to the organisation’s operation
within the declared boundary specified for this reporting
period. Winton will prepare and disclose its GHG Emissions
Inventory Report annually following the end of its reporting
period, 30 June.
1.2 Organisation description
Winton is a publicly listed company (NZX: WIN, ASX:WTN)
with many large-scale projects in New Zealand and one in
Australia. Winton specialises in developing integrated and
fully master-planned communities that are best by design,
with superior building standards. Winton has a portfolio of
circa 6,000 residential land lots, dwellings, townhouses,
apartments, retirement living units and commercial units.
Winton has a small development team that outsources onsite
works and construction to different contractors and suppliers.
Winton has more recently diversified into commercial and
retirement. In FY24 it opened a hospitality precinct called
Ayrburn, had a full year of operating the Cracker Bay Drystack
and Marina and opened two more Northbrook Display Suites.
1.3 Emissions period and base year
Winton’s measurement period aligns with its financial period,
1 July – 30 June. The inventory within this report is for the
12 months ending 30 June 2024 and comparable periods of
FY22 and FY23. It has updated its base year to FY24 to better
reflect the change that has occurred to the business, adding
commercial and retirement, and its progress in extending
the emissions inventory boundary to include value chain
emissions. Accordingly, the emissions stated in FY22 and
FY23 for Scope 3 emissions may not be comparable to the
FY24 Scope 3 emissions.
Recalculation of base year emissions occurs for structural
changes, changes in methodology and discovery of significant
errors that have an impact greater than 10%. Recalculation does
not occur for organic growth or decline, changes involving
facilities that didn’t exist in the base year, and out-/in-sourcing of
activities that change the scope of the emissions. If a base year
recalculation is required but reliable data is not available, some
assumptions may need to be made to recalculate the base year.
1.4 Measurement standard
Winton’s GHG emissions inventory has been measured in
accordance with GHG Protocol and ISO Standard 14064-1:2018.
GHG Emissions Inventory Report FY24
WINTON LAND
LIMITED
WINTON GROUP
HOLDINGS
LIMITED
RETIREMENT
6 ENTITIES
RESIDENTIAL
23 ENTITIES
COMMERCIAL
7 ENTITIES
WINTON OFFICES
3 OFFICES
WINTON LAND LIMITED | 02GHG EMISSIONS INVENTORY REPORT FY24
1.5 Boundary
Organisational boundaries were set with reference to the
methodology described in the GHG Protocol and ISO
14064-1:2018 standards.
All Scope 1, Scope 2 and Scope 3 emissions have been
included in FY24 inventory, prior years FY23 and FY22
included partial measurement of Scope 3 emissions.
1.6 Persons Responsible
The Sustainability Manager is responsible for overall
emission inventory measurement and reduction
performance and for reporting results to top management.
The Sustainability Manager has the authority to represent
top management and the financial authority to authorise
the budget for the Programme. The Finance Manager
is heavily involved in the GHG emissions inventory
measurement and for implementing accurate systems and
processes to capture accurate data and information.
Top management commitment
The Board is the Governance Body for climate-related
disclosures and oversees the senior management team.
Winton’s Board and Senior Management team are
committed to measuring Winton’s emissions long-term and
supporting the development of related targets. The Board
considers the team's recommendations and approves them
where appropriate.
The GHG inventory Assurance report is provided once the
Board has approved the GHG Emissions Inventory Report
following the recommendation of approval from the Audit
and Financial Risk Committee (AFRC).
Management involvement
Calculating Winton's emissions is completed quarterly and
aligns with Winton’s financial processes.
The Senior Management provides resources and budget
for data collection, data processing, and inventory report
development. It supported the change to an Assurance
practitioner for GHG inventory report for FY24 to improve
the process and enable the disclosure of emissions to align
with the disclosure of financials.
The Sustainability Working Group supports the lead author
of this report, who is made up of senior people from
across the business, to consistently improve our inventory
process, long-term sustainability procedures and culture
and meet targets.
1.7 Dissemination Policy
The GHG Emission inventory is disclosed within the GHG
Emission Inventory Report at the time of Winton’s Annual
Results disclosure and available on Winton’s website:
investors.winton.nz.
1.8 Consolidation Approach
An operational control consolidation approach was used
to account for emissions2.
An operational control consolidation approach was
selected to encompass all core and indirect business
activities to capture.
2. Control: the organisation accounts for all GHG emissions and/or removals from facilities over which it has financial or operational control.
Equity share: the organisation accounts for its portion of GHG emissions and/or removals from respective facilities.
WINTON LAND LIMITED | 03GHG EMISSIONS INVENTORY REPORT FY24
Winton’s GHG Emissions Inventory FY24
FY24 is Winton's first year of reporting all Scope 3 Category 4
emissions from purchased goods and services. To do so, Winton
has used spend-based emission factors where other activity
data was unavailable. It is clear that emissions from residential
and non-residential construction are Winton's most material
sources, representing 70.3% of all Winton's FY24 emissions.
SCOPE 1 – CATEGORY 1
0.7%
SCOPE 2 – CATEGORY 2
0.2%
Indirect emissions from
products used by organisation
including purchased fuel
and energy related activities,
purchased goods and services, disposal
of waste and recycling and T&D losses.
98.3%
0.8%
SCOPE 3 – CATEGORY 3SCOPE 3 – CATEGORY 4
24 , 8 07. 77
Tonnes of CO₂e
Direct emissions from mobile
and stationary combustion
Direct emissions from
electricity consumption
Indirect emissions from
transportation – business
travel, employee commuting
and working from home
WINTON LAND LIMITED | 04GHG EMISSIONS INVENTORY REPORT FY24
Table 1: GHG Emissions FY24 Inventory Summary
GHG
Protocol
Category
(ISO 14064-1:2018)
FY24
TCO₂e
(base year)
FY23
TCO₂e
FY22
TCO₂e
Scope 1Category 1: Direct emissions179.0876.73
72.18
Scope 2
Category 2: Indirect emissions from imported energy
(location-based method*)
58.5418.0211.16
Scope 3
Category 3: Indirect emissions from transportation187.11166.2095.11
Category 4: Indirect emissions from products used
by organisation
24,383.04116.226.45
Total direct emissions179.0876.7372.18
Total indirect emissions*24,628.69300.44112.72
Total gross emissions*24,807.77377.17184.90
Total net emissions24,807.77377.17184.90
*Emissions are reported using a location-based methodology.
Winton does not have any emissions data for direct CO₂ emissions from biologically sequestered carbon.
WINTON LAND LIMITED | 05GHG EMISSIONS INVENTORY REPORT FY24
Table 2: Category 1 – Scope 1 Direction Emissions (tCO₂e)
FY24
TCO₂e
(base year)
FY23
TCO₂e
FY22
TCO₂e
Category: 1 Direct Emissions
Total stationary combustion57.840.00
0.00
Total mobile combustion (incl. company owned or leased vehicles)121.2476.7372.18
Total Scope 1 Emissions179.0876.7372.18
Category 1 emissions increased from 76.73 tCO₂e FY23 to 179.08 tCO₂e in FY24. This increase is mainly due to the addition of LPG
use at different Winton sites including Ayrburn, the introduction of bus transportation at Ayrburn for visitor transportation and a full
year of operation at Cracker Bay Drystack and Marina.
Table 3: Category 2: Scope 2 Emissions (tCO₂e)
FY24
TCO₂e
FY23
TCO₂e
FY22
TCO₂e
Category 2: Indirect emissions
Imported electricity58.54
18.0211.16
Total Scope 2 Emissions (Location Based)
58.5418.0211.16
Total Scope 1 and Scope 2237.62
94.7583.34
Location based emissions are the same as the market based emissions.
Category 2 emissions increased from 18.02 tCO₂e in FY23 to 58.54 tCO₂e in FY24. This increase is mainly due to increased electricity
use attributable to opening Ayrburn, Winton's hospitality precinct, in December 2023, the full year of operation of Cracker Bay
Drystack and Marina, construction works and the operation of Northbrook Display Suites.
WINTON LAND LIMITED | 06GHG EMISSIONS INVENTORY REPORT FY24
Table 4: Category 3 and Category 4 – Scope 3 Emissions (tCO₂e)
FY24
TCO₂e
FY23
TCO₂e
FY22
TCO₂e
Category 3: Indirect emissions from transportation
Business travel – Transport (non-company owned vehicles)111.15
107.2662.12
Business travel – Accommodation5.83
4.341.72
Employee commuting69.9054.5330.66
Working from home0.230.070.61
Total Category 3 Emissions
187.11166.2095.11
Category 4: Indirect emissions from products used by organisation
Purchased fuel and energy related activities0.320.000.00
Purchased goods and services24,274.4011.71-
Disposal of solid waste – Landfilled78.2663.905.21
Disposal of solid waste – Not landfilled0.730.000.22
Transmission of energy (T&D losses)4.542.751.02
Recycling process24.7937.86-
Total Category 4 Emissions
24,383.04116.226.45
Total Scope 3 Emissions
24,570.15282.42101.56
The significant increase in emissions from purchased goods and services reflects the extension of Winton's GHG measurement
boundary to include all emissions from construction, development, and delivery, that were not measured in prior years.
The increase in business travel, accommodation, employee commuting, disposal of waste reflects the addition of new business units
Ayrburn and Northbrook and the increase in employees.
The increase in T&D losses is directly linked to the increase in electricity over the year. The reduction in recycling processes is
attributable to the renovation of the Cracker Bay Office building during FY24 meaning the tenants were no longer there generating
waste and recycling.
WINTON LAND LIMITED | 07GHG EMISSIONS INVENTORY REPORT FY24
Table 5 : GHG Breakdown – TCO₂e and Tonnes
GHG emissions
TCO₂e
GHG emissions
TONNES
Scope 1
CO₂e176.16176.16
CH₄0.690.02
N₂O2.230.01
Subtotal179.08
Scope 2 (location based)
CO₂e56.3256.32
CH₄2.170.08
N₂O0.050.00
Subtotal
58.54
Scope 3
CO₂e24,487.8024,487.80
CH₄79.562.84
N₂O2.790.01
Subtotal
24,570.15
Total
24,807.77
Winton does not have SF₆, NF3, PFC and HFCA’s.
WINTON LAND LIMITED | 08GHG EMISSIONS INVENTORY REPORT FY24
02 Launch Bay Townhouses,
Hobsonville Point
WINTON LAND LIMITED | 09GHG EMISSIONS INVENTORY REPORT FY24
2. Emission Management
2.1 Calculation methodology
A calculation methodology has been used for quantifying the emissions inventory based on the following calculation approach,
unless otherwise stated:
Emissions = activity data x emissions factor
All emissions were calculated using Toitū eManage with emissions factors and Global Warming Potentials. Global Warming Potentials
(GWP) from the IPCC fifth assessment report (AR5) are the preferred GWP conversion.
Refer to Appendix One for emission sources and uncertainties.
2.2 Sources of emission factors
Winton uses Toitū eManage to calculate its emissions. Activity data is entered into the Toitū eManage software where emissions are
calculated using emission factors within the online tool and recorded in Winton’s inventory.
The source of emission factors for Winton’s FY24 GHG Emission Inventory are listed below. Winton’s emissions have been updated
with the latest changes to Ministry for the Environment (MFE) emission factors published in June 2024.
FY24 Sources of Emission Factors
Australian Government Climate Active Program. Public Disclosure Summary for Paper Australia Pty Ltd (Australian Paper).
(CAP AP (2020))
Greenhouse gas emission factors for recycling of source-segregated waste materials. Resources, Conservation and Recycling. 2015,
Pages 186-197. (Turner et al. (2015))
Market Economics Limited (2023). Consumption Emissions Modelling, report prepared for Auckland Council. (MEL (2023))
New Zealand Ministry for the Environment. MfE Guidance for Voluntary Greenhouse Gas Reporting. Wellington, New Zealand.
(MfE (2024))
UK Department for Business, Energy and Industrial Strategy. Government greenhouse gas conversion factors for company
reporting. London, United Kingdom (BEIS (2023))
Waste and water supply's utilised a bespoke emissions factors developed by SimaPro based on research.
2.3 Selection of Emission Factors
Scope 1 and Scope 2 emission factors are selected in eManage to align with the category of the emission type and activity.
Where activity data (excluding spend-based) is available, eManage is used to select Scope 3 emission factors to be consistent with prior
reporting periods. Quarterly reviews are completed to ensure consistency of emission factor, category selection and business unit.
Scope 3 spend-based emission factors are used when dollars spent is the only available activity data. The emission factor is selected
based on the below in order of priority:
- Geography – Winton is predominantly New Zealand based and therefore New Zealand factors are prioritised.
- Year of emission factor – the most recent emission factors are utilised.
- Relevance of the emission factor to the activity paid for by Winton.
Spend-based emissions are adjusted for inflation.
WINTON LAND LIMITED | 10GHG EMISSIONS INVENTORY REPORT FY24
2.4 Exclusions
Winton has not excluded any facilities, operations, or assets from the FY24 inventory.
It has extended the measurement boundary to include all category 4 emissions, which captures most Winton’s emissions under
‘Purchased Goods and Services’ and is calculated using spend-based emission factors. In doing so there are a number of Scope 3
spend-based sources that are less than 1% of Winton’s total tCO₂e measurement. Winton determined that any Category 4 spend-
based emission source that was less than 1% of Winton’s total GHG emissions inventory and not closely linked to its material
sources would be treated as de minimus and, therefore, excluded from the inventory. This was specific to spend-based activity,
Winton continues to include Scope 3 sources that have been calculated using relevant activity data (other than spend-based) and
less than 1% of total emissions.
Winton has not assessed emissions classified Category 5: Indirect emissions associated with the use of products from the
organisation (tCO₂e) and isn’t aware of any emissions classified Category 6: Indirect emissions from other sources (tCO₂e).
2.5 Significant Criteria Used
Winton has moved to full value chain emissions measurement and, therefore, is calculating emissions from all of its business
activities, either using activity data or spend-based emission factors for Scope 3 purchased goods and services and reconciling
back to financials.
It has created a methodology to determine de minimus sources and determined that spend-based sources that are less than 1% can
be considered for de minimus exclusion unless they are closely linked to Winton’s most significant emission sources.
2.6 Monitoring and reporting
Winton has implemented a complaints register in respect of our emissions inventory process. The register is saved in a central
location and overseen by the Finance Manager. Any complaints are recorded in the register and communicated to the CFO and
Sustainability Manager. No complaints have been received in FY24.
3. Assurance of GHG emissions
During FY24, Winton engaged Deloitte Limited as an external Assurance practitioner to provide reasonable assurance for Scope 1
and Scope 2 emissions and limited assurance for Scope 3 emissions. The GHG emissions assurance report is included on page 12.
The AFRC Charter and Auditor Independence Policy have been updated to reflect the addition of the external GHG emissions assurance.
Toitū assured emissions for prior years included in this report (FY22 and FY23 in accordance with ISO 14064-1:2018), with
reasonable assurance for Scope 1 and Scope 2 emissions and limited assurance for Scope 3.
Prepared by: Sonya Fynmore, Sustainability and External Relations Manager
Prepared for: Winton Land Limited
For the period: 1 July 2023 – 30 June 2024
Approved by:
Chris Meehan
Chair and CEO
Steven Joyce
Audit and Financial Risk Committee Chair
23 August 2024
WINTON LAND LIMITED | 11GHG EMISSIONS INVENTORY REPORT FY24
INDEPENDENT ASSURANCE REPORT
TO THE DIRECTORS OF WINTON LAND LIMITED
Report on Greenhouse Gas Emissions (‘GHG’) Inventory Report
We have undertaken a reasonable assurance engagement relating to Scope 1 and 2 emissions and a limited assurance
engagement relating to Scope 3 emissions, within the Greenhouse Gas Emissions Inventory Report (the ‘Inventory Report’) of
Winton Land Limited (the ‘Company’) and its subsidiaries (the ‘Group’) for the year ended 30 June 2024, comprising the
emissions Inventory and the explanatory notes set out on pages 2 to 8, 10 to 11 as well as Appendix One on pages 15 to 17.
The Inventory Report provides information about the greenhouse gas emissions of the Group for the year ended 30 June 2024
and is based on historical information. This information is stated in accordance with the requirements of International Standard
ISO 14064-1 Greenhouse gases – Part 1: Specification with guidance at the organisation level for quantification and reporting of
greenhouse gas emissions and removals (‘ISO 14064-1:2018’), and the Greenhouse Gas Protocol: A Corporate Accounting and
Reporting Standard (2004) (‘the GHG Protocol’) which can be accessed at ISO 14064-1:2018 - Greenhouse gases
and
https://ghgprotocol.org/corporate-standard, respectively.
Our report does not cover any forward-looking statements, external references or hyperlinked documents.
Directors’ Responsibility
The Directors are responsible for the preparation of the Scope 1, 2 and 3 emissions within the Inventory Report, in accordance
with ISO 14064-1:2018 and the GHG Protocol. This responsibility includes the design, implementation, and maintenance of
internal control relevant to the preparation of an Inventory Report that are free from material misstatement, whether due to
fraud or error.
Our Responsibility
Our responsibility is to express a reasonable assurance opinion on Scope 1 and 2 emissions and a limited assurance conclusion
on Scope 3 emissions in the Inventory Report based on the evidence we have obtained. We conducted our reasonable and
limited assurance engagement in accordance with International Standard on Assurance Engagements (New Zealand) 3410:
Assurance Engagements on Greenhouse Gas Statements (‘ISAE (NZ) 3410’), issued by the New Zealand Auditing and Assurance
Standards Board (‘NZAuASB’). That standard requires that we plan and perform the engagement to obtain reasonable assurance
that Scope 1 and 2 emissions within the Inventory Report, and limited assurance that Scope 3 emissions within the Inventory
Report are free from material misstatement, respectively.
Reasonable Assurance for Scope 1 and 2 Emissions
A reasonable assurance engagement undertaken in accordance with ISAE (NZ) 3410 involves performing procedures to obtain
evidence about the quantification of emissions and related information in the Inventory Report. The nature, timing and extent
of procedures selected depend on the assurance practitioner’s judgement, including the assessment of the risks of material
misstatement, whether due to fraud or error, in the Inventory Report. In making those risk assessments, we considered internal
control relevant to the Group’s preparation of the Inventory Report. We also:
• Assessed the suitability in the circumstances of the Group’s use of ISO 14064-1:2018 and the GHG Protocol as the basis for
preparing the Inventory Report;
• Evaluated the appropriateness of quantification methods and reporting policies used, and the reasonableness of estimates
made by the Group; and
• Evaluated the overall presentation of the Inventory Report.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our reasonable assurance
opinion in respect of the Scope 1 and 2 emissions.
Limited Assurance for Scope 3 Emissions
A limited assurance engagement undertaken in accordance with ISAE (NZ) 3410 involves assessing the suitability in the
circumstances of the Group’s use of ISO 14064-1:2018 and the GHG Protocol as the basis for the preparation of the Inventory
Report, assessing the risks of material misstatement of the Inventory Report whether due to fraud or error, responding to the
assessed risks as necessary in the circumstances, and evaluating the overall presentation of the Inventory Report. A limited
assurance engagement is substantially less in scope than a reasonable assurance engagement in relation to both the risk
assessment procedures, including an understanding of internal control, and the procedures performed in response to the
assessed risks.
WINTON LAND LIMITED | 12GHG EMISSIONS INVENTORY REPORT FY24
The procedures we performed were based on our professional judgement and included enquiries, observations of processes
performed, inspection of documents, analytical procedures, evaluating the appropriateness of quantification methods and
reporting policies, and agreeing or reconciling with underlying records.
Given the circumstances of the engagement, in performing the procedures listed above we:
• Through enquiries, obtained an understanding of the Group’s control environment and information systems relevant to
emissions quantification and reporting, but did not evaluate the design of particular control activities, obtain evidence
about their implementation or test their operating effectiveness.
• Reviewed material quantitative data, including corroborative enquiry and examination of selected supported
documentation and calculations.
• Evaluated whether the Group’s methods for developing estimates are appropriate and had been consistently applied.
However, our procedures did not include testing the data on which the estimates are based or separately developing our
own estimates against which to evaluate the Group’s estimates.
• Reviewed adherence to the principles and requirements outlined in GHG Protocol and ISO 14064-1:2018.
The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent than for, a
reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is
substantially lower than the assurance that would have been obtained had we performed a reasonable assurance engagement
in relation to Scope 3 Emissions.
Inherent Limitations
Scope 1,2 and 3 Emissions
Non-financial information, such as that included in the Group’s Inventory Report, is subject to more inherent limitations than
financial information, given both its nature and the methods used and assumptions applied in determining, calculating and
sampling or estimating such information. Specifically, GHG quantification is subject to inherent uncertainty because of
incomplete scientific knowledge used to determine emissions factors and the values needed to combine emissions of different
gases.
As the procedures performed for this engagement are not performed continuously throughout the relevant period and the
procedures performed in respect of the Group’s compliance with the ISO 14064-1:2018 and GHG Protocol are undertaken on a
test basis, our assurance engagement cannot be relied on to detect all instances where the Group may not have complied with
the ISO 14064-1:2018 and the GHG Protocol. Because of these inherent limitations, it is possible that fraud, error or non-
compliance may occur and not be detected.
Scope 3 Emissions
For the scope 3 emissions, we note that a limited assurance engagement is not designed to detect all instances of non-
compliance with the ISO 14064-1:2018 and GHG Protocol, as it generally comprises making enquires, primarily of the
responsible party, and applying analytical and other review procedures.
Our Independence and Quality Management
We have complied with the independence and other ethical requirements of 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, which is founded on fundamental principles of integrity, objectivity,
professional competence and due care, confidentiality, and professional behaviour.
Other than in our capacity as assurance practitioner, we have no relationship with or interests in the Group.
Our firm applies Professional and Ethical Standard 3: Quality Management for Firms that Perform Audits or Reviews of Financial
Statements, or Other Assurance or Related Services Engagements, which requires the firm to design, implement and operate a
system of quality management including policies and procedures regarding compliance with ethical requirements, professional
standards and applicable legal and regulatory requirements.
Use of our Report
Our assurance report is intended for users who have a reasonable knowledge of GHG related activities, and who have studied
the Inventory Report with reasonable diligence and understand that the Inventory Report is prepared and assured to
appropriate levels of materiality.
WINTON LAND LIMITED | 13GHG EMISSIONS INVENTORY REPORT FY24
Our assurance report is made solely to the Directors of the Group in accordance with the terms of our engagement. Our
assurance engagement has been undertaken so that we might state to the Directors those matters we have been engaged to
state in this assurance 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 Directors for our work, for this assurance report, or for the conclusions we have formed.
Reasonable Assurance Opinion for Scope 1 and 2 Emissions
In our opinion, the Scope 1 and 2 emissions within the Group’s Inventory Report for the year ended 30 June 2024 have been
prepared, in all material respects, in accordance with the requirements of ISO 14064-1:2018 and the GHG Protocol.
Limited Assurance Conclusion for Scope 3 Emissions
Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that
causes us to believe that the Group’s Scope 3 emissions within the Inventory Report for the year ended 30 June 2024 are not
prepared, in all material respects, in accordance with the requirements of ISO 14064-1:2018 and the GHG Protocol.
Emphasis of Matter – Comparative Information
As described in Section 3 Assurance of GHG emissions on page 11 of the Inventory Report, the comparative GHG disclosures for
the periods ended 30 June 2023 and 30 June 2022 have been subject to reasonable assurance for Scope 1 and 2 emissions and
limited assurance for Scope 3 emissions, in accordance with the requirements of ISO 14064-1:2018 by another assurance
provider, who expressed unmodified conclusions in their assurance reports dated 24 November 2023 and 09 March 2023,
respectively. Additionally, as described in Section 1.3 Emissions period and base year on page 2 of the Inventory Report, the
Group has updated its base year to FY24 and consequently the emissions stated in FY22 and FY23 for Scope 3 emissions may not
be comparable to the FY24 Scope 3 emissions. Our conclusion is not modified in respect of this matter.
23 August 2024
Auckland, New Zealand
This assurance report relates to the Greenhouse Gas Inventory Report of Winton Land Limited and its subsidiaries (‘the Group’)
for the year ended 30 June 2024 included on the Group’s website. The Directors are responsible for the maintenance and integrity
of the Group’s website. We have not been engaged to report on the integrity of the Group’s website. We accept no responsibility
for any changes that may have occurred to the Greenhouse Gas Inventory Report since it was initially presented on the website.
The assurance report refers only to the Greenhouse Gas Inventory Report named above. It does not provide an opinion on any
other information which may have been hyperlinked to/from these Greenhouse Gas Inventory Report. If readers of this report are
concerned with the inherent risks arising from electronic data communication they should refer to the published hard copy of the
Greenhouse Gas Inventory Report and related assurance report dated 23 August 2024 to confirm the information presented on
this website.
WINTON LAND LIMITED | 14GHG EMISSIONS INVENTORY REPORT FY24
Appendix One – Emission sources and uncertainties
GHG emissions
category
GHG emissions
source or sink
subcategory
Overview of
activity data and
evidence
Explanation of uncertainties or assumptions around Winton
data and evidence
Use of default
and average
emission factors
Category 1:
Direct emissions
and removals
Stationary
combustion
LPG stationary
commercial
• All data was sourced from supplier records,
confirmation from the suppliers on the total
Litres each cylinder type was obtained to
calculate total values.
Mobile combustion
(incl. company-
owned or leased
vehicles)
Diesel, Petrol
premium, Petrol
regular
• Where applicable all source data is derived from
supplier records – assumptions were derived for
the below as noted:
• Petrol – where no detail was available on the
petrol type, petrol unleaded was assumed as the
petrol source. If no details on litres on both diesel
and petrol were supplied average cost per litre
calculation was used.
Category 2:
Indirect emissions
from imported
energy
Imported
electricity
Electricity• All electricity source data was derived from
supplier records.
• Each ICP number has a different billing cycle and
therefore do not all cut off exactly at the end of
a financial period – due to this, a small number
of ICP numbers will have a small portion of the
usage in the previous or future period however
we have included this in the FY24 numbers as
year on year this will even out. It is not possible
to get daily data currently to accurately amend
these few ICP numbers.
The default
electricity
emission factors
were used,
specific supplier
not taken into
account.
WINTON LAND LIMITED | 15GHG EMISSIONS INVENTORY REPORT FY24
Appendix One – Emission sources and uncertainties cont'd
GHG emissions
category
GHG emissions
source or sink
subcategory
Overview of
activity data and
evidence
Explanation of uncertainties or assumptions around Winton
data and evidence
Use of default
and average
emission factors
Category 3:
Indirect
emissions from
transportation
Business travel –
Transport
(non-company
owned vehicles)
Flights, mileage,
taxis and rental
vehicles
• Flight data is extracted from the Air New Zealand
report and portal. If it wasn’t an Air NZ flight,
activity data was calculated based on the Toitū
Flight Calculator.
• Where employees travelled Premium Economy (PE),
the emission factor for business class was used as
an emission factor for PE wasn't available.
• Diesel + petrol – Corporate Cabs/taxi regular
data was derived from detailed supplier records.
Assumptions were derived if the petrol type was
unknown, default was selected as Petrol Unleaded
for a conservative approach. Taxi distance in cases
where this was unknown was based on an average
price calculated per km.
• Ubers – an assumption can be made that Ubers
in New Zealand are hybrid, however Toitū did not
have an emissions factor so were grouped into Taxi
Regular for FY24.
• Jet fuels consumption was derived direct from the
supplier in all cases.
Business travel
– Accommodation
Accommodation
– Australia,
Accommodation
– New Zealand
• All accommodation data is derived from GL
Records within Winton’s finance system, with
invoice evidence.
Employee
commuting
Car, bus, electric
scooter, ferry,
taxi, electric bike
• The commuter survey is sent quarterly, and the
response rate is nearly 100%. If an employee cannot
complete it within the required time, the data for the
previous quarter was rolled forward. If an employee
left partway through a quarter, their data was not
recorded – only employees employed at the time the
survey was circulated are included.
• With the opening of our Ayrburn Hospitality Precinct,
only the full-time employees with individual email
addresses are captured in the commuter survey.
Working from
home
Working from
home
• In FY24 there was no COVID mandates, and the
WFH days are based on contractual agreements with
a small number of employees.
WINTON LAND LIMITED | 16GHG EMISSIONS INVENTORY REPORT FY24
Appendix One – Emission sources and uncertainties cont'd
GHG emissions
category
GHG emissions
source or sink
subcategory
Overview of
activity data and
evidence
Explanation of uncertainties or assumptions around Winton
data and evidence
Use of default
and average
emission factors
Category 4:
Indirect emissions
from products
used by
organisation
Purchased goods
and services
Paper, Spend-
based purchased
goods and
services, water
supply (int.
default)
• Paper use is assumed based on print numbers
across all photocopiers and printers within
the Group. Fuji Xerox supply quarterly reports
confirming these numbers.
• Spend-based emission factors use the cost of the
activity (excl GST $) as the activity data. These
were used for the majority of Winton's purchased
goods and services. The Market Economics Limited
(2023) Consumption Emissions Modelling report
prepared for Auckland Council was the main source
for these spend-based factors as they had the
best geographic suitability and recently published
compared to other potential factors.
There is uncertainty around accuracy when using
spend-based emission factors, however, this
was mitigated by understanding the underlying
supplier and paying particular attention to the
material sources.
• Spend-based emissions have been adjusted for
inflation where the emission factor source doesn't
match the inventory period.
Average emission
factors have
been used for
Purchased
Goods & Services
– Ayrburn
Beverages and
Purchased Goods
& Services –
Ayrburn Food
to better reflect
the combination
of Beverages
and Food
(respectively)
and entered the
pre-calculated
(tCO₂-e) for both
into e-manage.
Disposal of solid
waste – Landfilled
Waste to Landfill
Mixed waste (int.
default)
• The Waste-Landfill mixed waste default option
was selected for all Waste that was unable to be
confirmed as solely green and/or paper waste.
Source data was used to calculate the total Tonne,
and assumptions then based off this data were used
to calculate the few items where no receipt detail
was provided. A conservative approach used that
can be improved.
Disposal of solid
waste – Not
landfilled
Composting,
Waste disposal
recycling of
Paper
• In FY24 we had two additional business units
that incur waste from an operational perspective
(Cracker Bay and Ayrburn). Disposal of solid waste
– not landfilled is measured by waste suppliers and
reported monthly to Winton.
Transmission
of energy (T&D
losses)
Electricity
distributed T&D
losses
• Refer electricity.Refer electricity.
Recycling processRecycling – Card,
Recycling –
Commingled,
Recycling –
Mixed glass
• Source data was used to calculate the total number
of bins collected for each waste type. In some cases,
the exact tonnage was supplied and assumptions on
total weight were then based on the weight of a full
bin (obtained by the source suppliers).
BC The Burr Bar,
Ayrburn
WINTON LAND LIMITED | 17GHG EMISSIONS INVENTORY REPORT FY24
winton.nz
---
CLIMATE - RE L ATE D
DISCLOSURES
FY24winton.nz
Introduction
01
Contents
04Governance
08Strategy
25Risk
27Metrics and targets
WINTON LAND LIMITED
About this report
T
his report covers Winton’s
Climate-Related Disclosures for
FY24. This report is available
on Winton’s website. Questions
about the report can be directed to
investors@winton.nz.
The period covered in this report aligns
with Winton’s financial period for
the 12 months ending 30 June 2024
unless otherwise stated. All financial
information in this report is presented in
New Zealand Dollars and excludes GST.
Company details:
Winton Land Limited
NZCN 6310507
ABRN 655 601 568
Head office address: Level 4, 10 Viaduct
Harbour Avenue, Auckland, NZ
Listed on the NZX and ASX
Introduction
FC The Burr Bar,
Ayrburn
01 Sunfield,
Papakura
01
WINTON LAND LIMITED01
INTRODUCTIONGOVERNANCESTRATEGYRISKMETRICS & TARGETS
Statement of compliance
W
inton Land Limited (Winton)
is a climate-reporting entity
under the Financial Markets Conduct
Act 2013. These climate-related
disclosures comply with Aotearoa
New Zealand Climate Standards
(NZ CS 1, 2 and 3) issued by the
External Reporting Board (XRB).
In preparing its climate-related disclosures, Winton has
elected to use the following adoption provisions in NZ CS2:
• Adoption provision 1: Current financial impacts. This
adoption provision exempts Winton from disclosing the
current financial impacts of its physical and transitional
climate-related impacts.
• Adoption provision 2: Anticipated financial impacts. This
adoption provision exempts Winton from disclosing the
anticipated financial impacts of climate-related risks and
opportunities reasonably expected by Winton.
• Adoption provision 3: Transition planning. This adoption
provision exempts Winton from disclosing information on
the transition plan aspects of its strategy, noting that it has
included a description of its progress towards developing the
transition plan aspects of its strategy on page 23.
• Adoption provision 4: Scope 3 GHG emissions. This
adoption provision exempts Winton from disclosing all
Scope 3 greenhouse gas (GHG) emissions. Winton has
disclosed all Scope 3 Category 3 and Category 4 emissions
1% and above (in accordance with ISO 14064-1) but Winton
is utilising this adoption provision to allow time to consider
additional Categories.
• Adoption provision 5: Comparatives for Scope 3 GHG
emissions. This adoption provision exempts Winton from
disclosing Scope 3 GHG comparative information for the
immediately preceding two reporting periods.
• Adoption provision 6: Comparatives for metrics. This
adoption provision exempts Winton from disclosing
comparative information for each metric disclosed for the
immediately preceding two reporting periods.
• Adoption provision 7: Analysis of trends. This adoption
provision exempts Winton from disclosing an analysis of
trends evident from the comparison of each metric from the
previous reporting periods to the current reporting period.
INTRODUCTIONGOVERNANCESTRATEGYRISKMETRICS & TARGETS
02 | WINTON LAND LIMITED
Disclaimer
T
he statements within this report (Statements) are
published by Winton for the climate-related
disclosures period of 1 July 2023 to 30 June 2024.
The Statements outline Winton’s strategy for scenario
analysis, its understanding of and response to climate-related
risks and opportunities, and its current and anticipated
impacts from climate change.
Climate change presents an ongoing challenge, characterised
by considerable risks and uncertainties. Winton acknowledges
that its understanding of these risks and opportunities
will develop over time. The Statements include estimates
and assumptions about future changes driven by climate
change and their potential impacts on Winton’s business.
They also rely on early and evolving assessments of present
and forward-looking information, statements and opinions,
such as climate-related scenarios, targets, and forecasts,
which inherently involve uncertainties about Winton’s future
strategies and its operating environment.
The above-mentioned risks and opportunities could cause
results, performance or events to differ materially from those
expressed or implied in the Statements. Factors beyond
Winton’s control, such as changes in general economic and
political conditions, technological, governmental, consumer,
and market factors, may also affect Winton’s actual results,
performance or achievement of stated climate-related
targets and metrics.
Accordingly, while Winton has made every effort to provide
a reasonable basis for these forward-looking statements
and is committed to advancing its response to climate-
change, it gives no representation, guarantee, warranty or
other assurance about outcomes expressed or implied. The
actions contained in the Statements are developing and
actual outcomes may differ. Although Winton believes the
Statements have a reasonable basis, they are for information
purposes only and nothing in this report should be interpreted
as financial, legal, tax or other advice or guidance.
Approved on behalf of the Board on 23 August 2024.
Chris Meehan
Chair and CEO
Steven Joyce
Audit and Financial Risk Committee Chair
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T
he Winton Board of Directors
(Board) is the governance body
responsible for overseeing climate-
related risks and opportunities. This
section describes the role the Board plays
in overseeing these risks and opportunities
and the role the Senior Management Team
plays in assessing and managing them.
Governance body oversight
The Board is responsible for oversight of
climate-related risks and opportunities
affecting Winton and for compliance with
climate-related standards.
The Board is informed quarterly about
ESG considerations, of which climate-
related risks and opportunities are part of.
In FY24, the main ESG focus was ensuring
Winton met the XRB Standards for
Climate-Related Disclosures and engaged
with the Senior Management Team on
the pathway to meeting these standards,
the risk and baseline assessment and the
process of scenario analysis.
Physical and transitional climate risks and
necessary adaption are also considered
by the Board as part of due course and in
relation to the asset acquisition, strategy
and execution.
The Board meets at least 6 times per year,
and climate-related discussions were
included 6 times in FY24. For a summary,
refer to the table on page 6.
Sustainability is an element in the Board
Skills Matrix and the assessment of the
level of those skills. The Board skills matrix
is included in the Corporate Governance
Section of the FY24 Annual Report
(page 78) and is an integral part of the
Board composition and recruitment
strategy. The Board skills matrix is
reviewed and adjusted annually to reflect
any change in expertise as a Director.
Appropriate skills and competencies
are delivered not only through a mix of
Board appointments but also through
continuous education. As a growing area
of focus within both the Company and
New Zealand, building climate-related
capability within the Board will be
ongoing. Education has been facilitated
through the engagement of an external
advisor who held a session with all
Directors covering the requirements of
the NZ Climate Standards. Further, the
Directors have ongoing education on the
regulatory requirements of the climate
standards and are provided governance
climate resources, industry guidance,
and open sessions with the Sustainability
Manager. All of these resources are to
foster the Board’s climate expertise.
Climate-related risks and opportunities
are integrated into the development
and oversight of Winton’s strategy
implementation. Under Winton’s Risk
Management Framework, which is
approved by the Board, the Senior
Management Team is responsible for
promoting good risk practices in their
teams. The Risk Management Section
on page 25 sets out further details of
how Winton identifies, assesses, and
manages climate-related risks.
At the start of FY24, the Board approved
Winton’s Sustainability Framework, which
incorporates three pillars – Thriving
Planet, Thriving People, and Sustainable
Future. The Framework includes
considered ESG commitments that
are critical to the long-term success of
Winton and its business model.
The Senior Management Team and
Sustainability Manager recommend the
appropriate metrics and targets to the
Board for their approval. This current
reporting period was the first time
these metrics and targets had been set.
Going forward, the Board will monitor
metrics and progress against targets
for managing climate-related risks and
opportunities at least annually and as part
of the quarterly ESG agenda item when
new quarterly data is available.
The related metrics are not incorporated
into remuneration policies.
Governance
WINTON BOARD
OF DIRECTORS
(CRD GOVERNANCE
BODY)
SUSTAINABILITY
MANAGER
GHG
EMISSIONS
INVENTORY
AUDIT AND
FINANCIAL RISK
COMMITTEE
(OVERSEES GHG
AUDIT)
SENIOR
MANAGEMENT
TEAM
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Roles and responsibilities
BOARD
Oversees Winton’s strategic direction
and the performance of the Senior
Management Team. Oversees Climate-
related risks and opportunities, including
the Senior Management Team’s role
in assessing and managing them and
monitoring progress against disclosure
requirements. The Board has approved
metrics and targets recommended by the
Senior Management Team and will analyse
and review progress at least annually.
The Board is responsible for compliance
with climate-related standards.
AUDIT & FINANCIAL RISK COMMITTEE
Takes responsibility for ensuring
the quality and integrity of external
financial reporting, including the
accuracy, completeness, and timeliness
of financial statements. Therefore, it
oversees the assurance of Winton’s
GHG emissions, assured by a separate
external assurance practitioner.
Following similar processes to the
financial audit, the GHG emissions
inventory and audit report are provided to
the Audit and Financial Risk Committee,
which recommends them to the Board for
approval and disclosure.
SENIOR MANAGEMENT TEAM
Comprising of Winton’s CEO, CFO,
COO, GM Corporate Services and
GM Project Delivery.
Leads Winton’s strategy and performance,
including the assessment, adaptation, and
mitigation of climate-related risks and
opportunities. The Senior Management
Team meets regularly, and the CFO and/or
GM Corporate Services raises and reports
on ESG, including climate-related risks
and opportunities when relevant.
SUSTAINABILITY MANAGER
Day-to-day oversight of ESG matters,
including Climate-Related Disclosures.
SUSTAINABILITY WORKING GROUP
Comprising Winton's CFO, COO,
GM Corporate Services, GM Project
Delivery and senior leaders across the
Winton business.
Led by Winton’s Sustainability Manager.
It shapes, monitors, and coordinates
Winton’s sustainability programme across
the business, involving others in specific
work streams.
Michaela Meehan
Non-executive
Director
Chris Meehan
Chair and Chief
Executive Officer
Julian Cook
Executive Director
and Director of
Retirement
Guy Fergusson
Independent Director
Glen Tupuhi
Independent Director
James Kemp
Non-executive
Director
Steven Joyce
Independent Director
Board of Directors
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Management's role
W
inton’s Senior Management
Team, including the Chief
Executive Officer, Chief
Financial Officer, Chief Operating Officer,
GM Corporate Services, and GM Project
Delivery, is responsible for executing
Winton’s strategy, managing company
performance, and managing risks, including
climate-related risks and opportunities.
The Sustainability Manager has day-to-
day responsibility for ESG within Winton.
The CFO and/or GM Corporate Services
are kept informed of work streams and
reports on ESG, including climate-related
risks and opportunities, when relevant at
the weekly management meetings.
At the project level, climate change risk
mitigation, climate change adaptation and
transitional impacts are integrated into
day-to-day operations of Winton, led by
Winton’s Chief Operating Officer and GM
Project Delivery. Such integration includes
due diligence of potential acquisitions,
design of masterplans, rezoning and
resource consent applications and delivery.
The Sustainability Manager reports to
the Board, as the governance body, on
ESG matters at least quarterly, including
reporting on climate-related risks and
opportunities. To date, this has reflected
the process of meeting the climate-
related standards, the findings of more
detailed climate-related risk assessment
and scenario analysis, and measurement
and assurance of GHG emissions.
With the help of the Sustainability
Working Group, Winton’s Sustainability
Manager leads the identification,
assessment, and management of
Winton’s climate-related risks and
opportunities. The Sustainability Working
Group met periodically over the year to
contribute to meeting the climate-related
standards, including climate-related
risk assessment, baseline screening,
scenario analysis, and measurement and
assurance of GHG emissions.
Climate-related Board Discussions FY24
Board meeting dateSustainability discussion item
21 AUGUST 2023Sustainability Report – outlining
progress and priorities
29 NOVEMBER 2023 Climate-Related Risk Assessment Report
and ESG Update including FY23 emissions
19 FEBRUARY 2024ESG Sustainability Update including the
Screening and Baseline Report
9 MAY 2024 Sustainability Update including Climate
Related Risk Assessment and Scenario
Analysis
26 JUNE 2024Draft Climate-Related Disclosure
Statement provided and discussed.
19 AUGUST 2024FY24 GHG emission inventory
recommended by the AFRC for disclosure.
*Noting the Board was invited to the November 2023 Audit and Financial Risk Committee Meeting, which included
a discussion on Climate-Related Disclosures, the project plan to meet the disclosure requirements, and audit
requirements for GHG emissions.
Jean McMahon
Chief Financial Officer
Chris Meehan
Chair and Chief
Executive Officer
Justine Hollows
GM Corporate
Services
Duncan Elley
GM Project Delivery
Senior Management Team
Simon Ash
Chief Operating
Officer
02 Northlake Apartments
and Commercial,
Wanaka
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02
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07 | WINTON LAND LIMITED
Current physical impacts
of climate change and
associated financial impact
W
inton is a developer of
residential masterplanned
communities. Generally,
it sells completed products after
completion, so the potential for physical
impacts attributable to climate change
exist on development sites while they
are being developed or built. Winton
has experienced some minor physical
impacts on development sites possibly
related to climate change, including
increased storminess and winds, coastal
erosion, and extreme weather patterns,
which have caused minor disorder onsite
and incurred minor clean-up costs.
Winton is actively implementing
measures to adapt to the changing
climate and its potential physical
impacts. These include designing
for greater resilience beyond Local
Authority (e.g., raising floor levels in
areas prone to sea level rise), increasing
the number of weather monitoring
stations, enhancing site preparation
for extreme weather, and conducting
thorough due diligence on potential
asset acquisitions.
In FY24, there were no financial costs
recorded in relation to the physical
impacts of climate change. However,
there was damage to a development
site in the South Island in September
2023 that occurred during a 25-year-
high rainfall event. This event resulted
in localised flooding, debris flows, and
land instability across the district1.
Winton has lodged an insurance claim
to recover costs from the damage
and additional measures are being
implemented to mitigate risk to
sites during development. Based on
desktop research, there is no evidence
to attribute the isolated event to
climate change.
Current transitional impacts
of climate change and
associated financial impact
The most significant impact is the
increased regulation, changes to building
code, stricter Local Authority rules
and increased compliance costs and,
therefore, higher construction costs
to meet stricter requirements of
new developments.
Development and building regulations and
requirements have gradually increased
over time, making it difficult to quantify
the FY24 financial impact accurately.
Winton has been responding by
increasing due diligence, planning, and
design requirements within financial
feasibilities to adapt accurately to higher
costs while retaining desired margins.
Winton has also experienced increased
costs related to corporate compliance, full
value chain emissions measurement and
GHG emission assurance as it transitions
to a low-carbon economy. The financial
impact in FY24 was $45,000.
Winton has experienced an increase in
insurance costs and amendments to
conditions of insurance; some are an
outcome of the extreme weather events
in the prior year.
The vision and masterplan for one of
Winton’s major development projects,
Sunfield are based on a carless, solar-
powered lifestyle with more affordable
homes. This opportunity is accelerated as
New Zealand transitions to a low-carbon
economy and would have a material
positive financial impact if consented in
future years.
1. QLDC Emergency Management, Weather Event – September 2023 Weather Event – September 2023 (qldc.govt.nz)
Strategy
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Scenario analysis
I
n FY24 Winton undertook its first
scenario analysis in accordance with
the XRB Climate-related requirements.
Winton is a residential developer in
New Zealand within the property and
construction industry.
The New Zealand Green Building
Council (NZGBC) published scenarios
for the property and construction
sector in 2023 that were developed by
Beca Limited (Beca) in consultation with
the Technical Working group created by
NZGBC in 2022. The Technical Working
Group included business leaders and
key stakeholders within the industry of
which Winton was added near the end
of the process.
Winton referred to NZGBC sector
guidance and created an entity-
level scenario narrative to develop a
comprehensive list of climate-related
risks and opportunities over the short,
medium, and long-term.
The scenarios considered by Winton
were an ‘Orderly’ 1.5°C scenario, a
‘Disorderly’ 2.0°C scenario and a ‘Hot
House’ >3.0°C scenario. (A description
of the scenarios start on page 10).
Physical risks are based on modelling
from the Intergovernmental Panel
on Climate Change (IPPC) Sixth
Assessment Report (AR6), regional
climate models developed for New
Zealand, by the National Institute of
Water and Atmospheric Research
(NIWA) and New Zealand Ministry for
the Environment framework (MfE 2019).
Winton used the physical and
transitional risks and opportunities it
identified in its initial risk assessment
and baseline screening as the basis
of the scenario analysis. It considered
each physical and transitional risk and
opportunity under each of the three
scenarios across the short, medium,
and long-term and assigned them a
risk rating of low, medium, or high. The
tables that follow, starting on page 13,
show all risks and opportunities that
had a medium risk rating or higher for
any scenario and time period.
The potential impacts of each physical
and transitional risk and opportunity
across the different scenarios and time
periods are included in the following table.
The potential financial impacts of the
climate-related risks and opportunities
outlined in the scenarios analysis have
not been quantified and disclosed in this
report as Winton has yet to determine
a plausible and fair way to do so and is
therefore utilising Adoption Provision 2.
Time horizons
For its risk assessment, Winton
considered time horizons out to 2100.
For the scenario analysis, it adapted the
time horizons to align with the NZGBC
sector scenario guidance as a 2050 view
and better align with entity-level business
planning and investment timeframes.
Scenario analysis time horizons:
SHORT-TERM: 1-5 years
MEDIUM-TERM: 5-10 years
LONG -TERM: 10-25 years
INTRODUCTIONGOVERNANCESTRATEGYRISKMETRICS & TARGETS
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Orderly 1.5 ScenarioNarrative
MEASUREMENT Global warming +1.5°C above
pre-industrial levels
An "Orderly" scenario where the world
succeeds in limiting global temperature
increase to 1.5°C above pre-industrial
temperatures. Global emissions
decline steadily to achieve net zero
CO₂ emissions globally by 2050. New
Zealand climate policies are ambitious
and in line with the rest of the world.
The energy grid shifts rapidly away
from fossil fuel use, with the New
Zealand grid reaching 100% renewable
by 2050. Alternative fuels are used as
a backup, and renewables are utilised
onsite instead of fossil fuels.
The shadow price of carbon increases
dramatically to align with a 1.5°C
trajectory, steadily rising up to $250/
tCO₂e by 2050 (an increase of ~614%
from a 2023 baseline of $35/tCO₂e).
EXTREME RAINFALL 15% increase in extreme rainfall
EXTREME HEAT (>25°C) +15 more extreme heat days
SEA LEVEL RISE 0.20 metres
CARBON PRICE $277 NZD per tonne
POPULATION INCREASES 26% increase in New Zealand population
7% global population increase
POLICY REACTIONImmediate and smooth
TECHNOLOGY CHANGEFast change
BEHAVIOUR CHANGEFast change
PHYSICAL RISK SEVERITYModerate
TRANSITION RIK SEVERITY Moderate
SOCIO-POLITICAL INSTABILITYModerate
Description of scenarios
Scenario one — Orderly 1.5°C
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Scenario two — Disorderly 2.0°C
Disorderly 2.0 ScenarioNarrative
MEASUREMENT Global warming +2.0°C above
pre-industrial levels
A "disorderly" scenario is where policy,
technology and behaviour changes
remain slow up until 2030. As global
emissions continue to rise during the
2020s, concerns about meeting Paris
Agreement Goals drives a sudden shift
in global policy around 2030. Abrupt
and stringent decarbonisation policies
are enacted in the 2030s, succeeding
in limiting global warming to below 2°C
above pre-industrial levels by 2100.
New Zealand follows suit with the rest
of the world, leading to abrupt policy
and market changes for the property
and construction sector post-2030.
There is no initial increase in carbon
price up to 2030, at which point price
rapidly increases to reach $250/tCO₂e
by 2050.
During the 2020s there is a slow
increase in demand for electricity,
followed by a surge in demand in
the 2030s as New Zealand rushes to
electrify our transport networks. The
electricity sector is unprepared for the
sudden shift in demand at 2030, which
causes a delay in adequate expansion
of the grid during the 2030s and leads
to supply constraints.
These constraints result in more
frequent blackouts and fluctuations in
electricity prices.
EXTREME RAINFALL 20% increase in extreme rainfall
EXTREME HEAT (>25°C) +20 more extreme heat days
SEA LEVEL RISE 0.22 metres
CARBON PRICE $369 NZD per tonne
POPULATION INCREASES 22% increase in New Zealand population
16% global population increase
POLICY REACTIONDelayed
TECHNOLOGY CHANGESlow/fast change
BEHAVIOUR CHANGESlow/fast change
PHYSICAL RISK SEVERITYModerate
TRANSITION RIK SEVERITY High
SOCIO-POLITICAL INSTABILITYModerate
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Scenario three — Hot House >3.0°C
Hot House >3.0 ScenarioNarrative
MEASUREMENT Global warming +3.0°C above
pre-industrial levels
A "Hot House" scenario is where
global emissions continue to grow.
Global average temperature rises to
greater than 3°C above pre-industrial
levels by 2100.
New Zealand’s climate change policy
remains in keeping with the rest of
the worlds. No further policies are
introduced to curb emissions, with
the building and construction sector
following suit. Regulatory changes
are slow and focus on adaptation and
managing climate driven immigration/
refugees. The price of carbon remains
at $35/tCO₂e to 2050. Mandates
are introduced to conserve energy
for critical functions, as asset and
infrastructure damages due to climate
change are realised.
New Zealand’s electricity grid is
gradually decarbonised further in
line with current policies. Emission
grid factors remain at 0.06 kgCO₂e/
kWh by 2050 which means
industries wishing to achieve net
zero carbon emissions must invest in
their own zero carbon generation.
EXTREME RAINFALL 22% increase in extreme rainfall
EXTREME HEAT (>25°C) +30 more extreme heat days
SEA LEVEL RISE 0.32 metres
CARBON PRICE $35 NZD per tonne
POPULATION INCREASES 26% increase in New Zealand population
8% global population increase
POLICY REACTIONNone – current policies
TECHNOLOGY CHANGESlow change
BEHAVIOUR CHANGESlow change
PHYSICAL RISK SEVERITYExtreme
TRANSITION RIK SEVERITY Low
SOCIO-POLITICAL INSTABILITYHigh
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Risk or Opportunity
INCREASED STORMINESS AND EXTREME WINDS
Increase in storminess (frequency, intensity), wind speeds and seasonality, increase in convective weather events
(tornadoes, lightning)
RIVER AND PLUVIAL FLOODING: CHANGES IN FREQUENCY AND MAGNITUDE IN RURAL AND URBAN AREAS
Changes in extremes: high intensity and persistence of rainfall, relative sea-level rise (including land movement), low seasonal
rainfall, permanent increase in spring high-tide inundation, relative sea-level rise (including land movement) changes in waves and
swell, changes in extreme rainfall, rising groundwater from sea-level rise
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• Supply chains during
construction and operation
could be impacted. From a
development perspective, this
could slow down progress onsite,
which could delay settlements.
From a retirement perspective,
it could impact getting food and
medical supplies to residents.
• In the medium and longer
term, such weather events
in the Hot House scenario
could potentially cause more
disturbance on site, which
could lead to higher insurance
costs and environmental and/
or biodiversity issues. They
could also potentially have a
greater impact on the retirement
and commercial business's
operations, employees, and
residents and visitors.
Winton is already designing for greater resilience
beyond Local Authority requirements, for example,
raising floor levels and updating its internal design
controls on an ongoing basis. As a result, Winton
communities have functioned as expected during
recent extreme weather events.
The project teams are increasing their onsite
activities to mitigate risks, including, by way of
example, utilising data from weather monitoring
stations set up at specific sites, to ensure teams
have the most up to date information.
Where possible, Winton uses local contractors
for each project, which mitigates the risk
of contractors not being able to access the
development because of regional roading impacts
from storm events.
As part of planning for Northbrook to become
operational, continuity of care for residents and
H&S of all people onsite for extreme events will be
considered part of the emergency response plan.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
PHYSICAL RISK —
ONE
PR
PHYSICAL RISK
TR
TRANSITIONAL RISK
PO
PHYSICAL OPPORTUNITY
TO
TRANSITIONAL OPPORTUNITY
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
Scenario analysis
Physical Risk — One
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Risk or Opportunity
COASTAL AND ESTUARINE FLOODING: INCREASING PERSISTENCE, FREQUENCY AND MAGNITUDE
Change in tidal range or increased water depth, permanent increase in spring high-tide inundation, rising groundwater from sea-
level rise, changes in extremes: high intensity and persistence of rainfall, increases in storminess (frequency, intensity) including
tropical cyclones
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• Similar to the first two physical
risks, Winton has already
observed some impact on
coastal areas where coastal
inundation and overland flow
have occurred.
• The risk level is unlikely
to change due to design
controls as they react to Local
Authority regulations and will
pick this up anyway.
• In all scenarios, there is potentially
an increasing perception that
coastal properties are risky to
own or that insurance costs
are higher.
• In a Hot House scenario, the
longer term risk of coastal and
estuarine flooding is increased.
For all three scenarios, the risk mitigation is the
same: Winton is already building for higher-than-
expected sea level rises in the long-term, making
Winton communities more resilient. Sea level
data can sometimes change, but based on these
scenarios, Winton's existing design and build
standards have already adapted as they react to
Local Authority regulations. Through due diligence
of potential asset acquisitions and the design of
future developments, Winton mitigates the risk.
Winton has and continues to demonstrate that it
builds high-quality projects founded on design,
including the design of the masterplan, built
form, and shared spaces. Therefore, Winton
communities have performed well and proved their
resiliency in more recent extreme weather events,
further helping to change the perception that all
coastal properties are the same.
As part of planning for Northbrook to become
operational, continuity of care for residents and
H&S of all people onsite for extreme events will be
considered part of the emergency response plan.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
PHYSICAL RISK —
TWO
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
Physical Risk — Two
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Risk or Opportunity
INCREASING COASTAL EROSION: CLIFFS AND BEACHES, INCREASED LANDSLIDE AND SOIL EROSION
Changes in sedimentation from catchment run-off, increased storminess and extreme winds, rising groundwater from sea-level
rise, changes in extreme rainfall: high intensity and persistence, changes in rainfall seasonality, more and longer dry spells and
droughts (antecedent conditions)
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• Supply chains could be
impacted during construction
and operation. From a
development perspective, this
could slow down progress
onsite, which could delay
settlements. From a retirement
perspective, it could impact
getting food and medical
supplies to residents.
• In all scenarios, there is
potentially an increasing
perception that coastal
properties are risky to own or
that insurance costs are higher.
Winton is already designing for greater resilience
beyond Local Authority requirements, for example,
raising floor levels and updating its internal design
controls on an ongoing basis. As a result, Winton
communities have functioned without any adverse
issues during recent extreme weather events.
Winton has implemented more design
requirements for potential regression and this
is considered during due diligence of potential
asset acquisitions.
Where possible, Winton uses local contractors for
each project, which mitigates the risk of contractors
not being able to access the development because
of impacts to regional roading networks.
Winton has and continues to demonstrate that it
builds high-quality projects founded on design,
including the design of the masterplan, built form,
and shared spaces. Therefore, Winton communities
have performed well and proved their resiliency
in more recent extreme weather events, further
helping to change the perception that all coastal
properties are the same.
As part of planning for Northbrook to become
operational, continuity of care for residents and
H&S of all people onsite for extreme events will be
considered part of the emergency response plan.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
PHYSICAL RISK —
THREE
Physical Risk — Three
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
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Risk or Opportunity
SEA-LEVEL RISE
Relative sea-level rise (including land movement), low seasonal rainfall, permanent increase in spring high-tide inundation,
relative sea-level rise (including land movement) changes in waves and swell, changes in extreme rainfall: high intensity
and persistence
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• There have been no physical
impacts to date, as the
standards for new builds and
developments have already
changed to mitigate risks. In all
three scenarios, potential
buyers could perceive owning
coastal property as too risky
without understanding the
already integrated requirements
for new developments for
coastal resiliency.
• Longer term, the physical risk
from sea-level rises; however,
as Winton has more recently
built communities to higher
standards and requirements,
they will likely perform better
than other older homes and
developments, validating the
quality of Winton's properties.
For all three scenarios, Winton is already adapting
to potential sea level rise by building for higher-
than-expected sea level rises in the long-term. Sea
level data can sometimes change, but based on
these scenarios, Winton's existing design and build
standards have already adapted as they react to
Local Authority regulations.
Through due diligence of potential asset
acquisitions and design of future developments,
Winton considers potential sea level rise and,
therefore, any possible additional cost to build to
stricter requirements that need to be incorporated
into the sale price.
Winton has and continues to demonstrate that it
builds high-quality projects founded on design,
including the design of the masterplan, built
form, and shared spaces. Therefore, Winton
communities have performed well and proved their
resiliency in more recent extreme weather events,
further helping to mitigate the perception that all
coastal properties are the same.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
PHYSICAL RISK —
FOUR
Physical Risk — Four
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
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Risk or Opportunity
CHANGE IN WEATHER PATTERNS: CHANGE IN MEAN ANNUAL RAINFALL
Higher or lower annual rainfall in sub-national climate zones
MORE AND LONGER DRY SPELLS AND DROUGHT
Low seasonal rainfall, changes in seasonal wind patterns
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• Greater application of wet
weather contractual provisions
and increased delays to onsite
activities due to higher rainfall in
some locations in a medium-to-
long-term Hot House scenario.
• More and longer dry spells and
drought in some locations could
lengthen the development
season, which could be a
positive but also contribute to
dust issues onsite.
• A crucial part of Winton's
difference is its commitment
to comprehensive landscaping
and planting throughout its
communities, and increased dry
spells could mean there isn't
enough water to maintain
all the planting.
These changes won't happen overnight, so Winton
expects to be able to make gradual changes onsite
and within the development plan to mitigate the
potential impacts.
The comprehensive planting of trees and plants
within Winton's communities will help cool them
down Winton communities and provide shade for
people and animals during potential long and dry
spells in the medium to long-term.
Adapting to a lower water supply during some
dry spells would need to be incorporated into the
development and maintenance plan longer term
and addressed in landscape design to combine
different plant types.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
PHYSICAL RISK —
FIVE
Physical Risk — Five
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
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Risk or Opportunity
INTERNATIONAL INFLUENCES FROM CLIMATE CHANGE AND GREENHOUSE GAS MITIGATION PREFERENCES
Immigration to New Zealand
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• In the Hot House scenario, net
migration significantly increases
as New Zealand is expected
to experience the impacts of
climate change not as severely
as most places around the world,
and as a result, the demand
for homes in New Zealand
increases, and potentially, the
price increases and the potential
labour pool increases.
Winton is already planning for net migration to
increase over time. However, the net migration
increase within the Hot House scenario is higher
again, and improved government policy would
need to support expedited development of
communities and homes.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
PHYSICAL OPPORTUNITY —
ONE
Physical Opportunity — One
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
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Risk or Opportunity
INSURANCE RISK
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• Insurance costs across all
three scenarios will potentially
increase over the time horizons
as more climate-related claims
are made, but most significantly
in the Hot House scenario
long-term. For Winton, this
is predominantly a potential
impact on Northbrook and
Ayrburn development.
• Availability to get insurance
could change over the medium
to long-term more broadly,
however, for more recently
developed communities built
to stricter requirements and
standards, and therefore more
resilient, could attract more
buyers compared to older
homes and developments.
Winton works with a specialist property insurance
provider and has done so long-term. An annual
review of its insurance program is completed
to ensure it is fit for purpose. The potential
impacts from climate change will become a more
significant part of that process over time should
global temperatures continue to rise.
Winton controls onsite insurance to ensure the
continuity of its prescribed insurance across
every project.
Due diligence for potential asset acquisitions
needs to consider possible changes to insurance
premiums, and any masterplan needs to reflect
the price sensitivity of the target demographic,
not only for homes but also for ongoing costs
like insurance.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
TRANSITIONAL RISK —
ONE
Transitional Risk — One
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
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Risk or Opportunity
REGULATORY AND LEGAL
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• Changes to the building code,
whether within the orderly or
disorderly scenario, will have
the same potential impact of
increased construction costs
but over different time periods.
• Changes to regulations or
policies in orderly and disorderly
scenarios may require Winton to
alter existing assets, increasing
capital costs.
• Project lifecycles in real estate
can be long, and regulations
could change partway
through. In a disorderly
scenario, this could disrupt
the project if changes were
implemented quickly.
• In the Hot House scenario, there
could be an increased likelihood
of litigation.
Winton is already adapting to changing
regulations and requirements and, in many
cases, designing and building beyond them to
mitigate future risks.
Increased regulation and construction costs are
considered during due diligence and incorporated
into the sales price, mitigating financial risk.
In the Orderly scenario, new regulations and
requirements are introduced in an orderly way,
allowing the industry time to adapt gradually
and mitigate climate change. However, to reduce
the risks in the Disorderly scenario, Winton
already builds the above requirements, and it
will need to continue to foresee future changes
and incorporate them into the design and
delivery strategy.
Winton designs and delivers to regulations and
Local Authority requirements, should climate-
related litigation increase in the long- term, this
would be directed at governing bodies.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
TRANSITIONAL RISK —
TWO
Transitional Risk — Two
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
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Risk or Opportunity
PRODUCTS AND SERVICES
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• Under the Orderly scenario,
the transition to a lower
carbon economy would occur
faster in the short and medium-
term, and some positive
technological, funding, and
policy improvements could
further enable Winton's proposed
carless and solar-powered
Sunfield neighbourhood.
However, higher material costs
due to higher carbon prices and
regulatory costs would likely
offset this to a certain extent.
Winton's view is that its Sunfield development
is well-positioned to support the transition to a
lower-carbon economy while providing potential
buyers with more affordable housing and
lifestyle opportunities.
It has invested significant time in the design of
the Sunfield masterplan, which diverges from
traditional development built around roads and
cars. With regulatory support, Winton could
start development at a pace and provide New
Zealanders with much-needed housing while
minimising emissions from residents while
delivering returns to its shareholders.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
TRANSITIONAL OPPORTUNITY —
ONE
Transitional Opportunity — One
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
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Risk or Opportunity
MARKETS
Orderly
1.5
Disorderly
2.0
Hot House
>3.0
Potential Future ImpactsAdaption and Management Actions
POTENTIAL IMPACTS:
• All scenarios in the medium-
term could create higher barriers
to entry for new developers.
In the Orderly scenario, Local
Authority requirements and
regulations increase faster,
making it harder for competitors
who do not have the capacity or
are not as skilled in navigating
complex requirements. In a
Disorderly scenario, the barriers
are delayed but will occur
quickly as temperatures rise.
In a Hot House scenario, the
quality of a build, the design,
and the underlying development
design will all be critical factors
to ensure resiliency through
climate change. Buyers may not
want to risk buying into lower-
quality developments or homes.
In all three scenarios, the market
impact is positive for Winton.
Winton is well placed to create opportunities
from all three scenarios, whether New Zealand
must adapt to more significant impacts from
climate change or the transition to a low-carbon
economy (or both). It invests in detailed due
diligence of acquisition opportunities, is highly
experienced in complex development design
and engineering, and produces high-quality
finished products, contributing to more resilient
outcomes and a strong competitive position
as potential buyers opt for more trusted and
proven developers.
*This differs from Winton's risk time horizons as the sector guidance scenarios are based on 2050.
TRANSITIONAL OPPORTUNITY —
TWO
Transitional Opportunity — Two
LOW
SHORT-TERM: 1-5 years
MEDIUM
MEDIUM-TERM: 5-10 years
HIGH
LONG-TERM: 10-25 years*
KEY:
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Progress towards
transition planning
W
inton has elected to use
Adoption provision 3:
Transition planning.
This adoption provision exempts Winton
from disclosing information on the
transition plan aspects of its strategy.
However, it has included a description of
its current business model and strategy
and its progress towards developing the
transition plan aspects of its strategy.
Current business model
and strategy
Winton is a New Zealand-based
residential land developer that
specialises in developing integrated and
fully masterplanned communities.
It has 26 current projects across 13
communities, mainly in New Zealand and
one in NSW, Australia. Once this Australian
development is completed, Winton’s
future focus is expected to be solely on
development activity in New Zealand.
Winton undertakes the acquisition of land,
obtaining necessary rezoning and
resource consent approvals, contracting
for civil works including roading and
infrastructure, selling the completed
residential lots and building and selling
vertical developments.
Winton is focused on continuing to
expand upon its development portfolio
through its origination strategy, with
a specific focus on acquiring plots of
land in growing towns and cities that
are of sufficient scale. Winton’s strong
track record of successful developments
demonstrates its capability to navigate
New Zealand’s regulatory environment
and that it is well-positioned to meet
potential regulatory change.
Winton has expanded its product offering
by leveraging its land development,
design and execution expertise into
the premium retirement and aged care
sectors and hospitality sector.
Winton prides itself on delivering vibrant
new neighbourhoods, underpinned by
its Sustainability Framework published
in 2023 which is based on three pillars
– thriving planet, thriving people and
sustainable futures.
The process of conducting the risk
assessment and scenario analysis
clearly identified how Winton is already
transitioning to increased regulatory
requirements, building code changes and
stricter Local Authority requirements
and adapting its business model.
Winton expects planning, development
and delivery requirements to increase
and become more complex and is
incorporated into Winton’s due diligence
process when assessing potential
acquisitions and the preparation of its
financial feasibilities. It is also incorporated
into the design of each masterplanned
development.
In FY25, Winton will develop a transition
plan to manage its climate-related
risks and opportunities as it responds
and prepares for future physical and
transitional impacts.
Value Creation Chain
MAJORITY OF RESIDENTIAL DEVELOPERS RETIREMENT VILLAGE OPERATORS
TIME TO DEVELOP
VALUE OF LAND / UNITS
Winton’s ability to
consistently achieve
favourable rezoning and
consenting outcomes
creates significant value.
ACQUISITION OF LAND
ZONED RESIDENTIAL
Rezoning and Consent
Value Creation
ACQUISITION OF LAND THAT IS
NOT ZONED RESIDENTIAL
Civil works
Develop units
Sale of retirement units
Operate retirement villages
Annuity income
04261537
ACQUISITION
OF LAND NOT
ZONED
RESIDENTIAL
DEVELOP
LOTS
CONSENT
APPROVAL
SALE OF
RETIREMENT
UNITS
ZONING
APPROVAL
DEVELOP
UNITS
CIVIL
WORKS
OPER ATE
RETIREMENT
VILLAGES
Zoning
approval
Sale of lots
Resource
consent
approval
TARGETING OF LAND THAT
IS NOT ZONED RESIDENTIAL
MATERIALLY LOWERS TOTAL
DEVELOPMENT COST
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03 Natural waterfall,
Ayrburn
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Processes for identifying,
assessing, and managing
climate risks
T
he risk assessment process
focused on both physical and
transitional climate-related risks.
It included three stages: an initial risk
screening of a master list of over 30
risks and opportunities, a baseline risk
assessment representing 1.1°C of global
warming, and a scenario analysis of three
potential scenarios, as outlined in the
Strategy section within this report.
To ensure the right stakeholders were
involved in the process, the Sustainability
Working Group was engaged to
appropriately resource and support
Winton’s Sustainability Manager in
identifying and assessing its climate-
related risks. The Sustainability Working
Group comprises the Senior Management
Team and key senior team members
with the operational knowledge and
experience to contribute and shape the
process for effective internal use.
The baseline risk assessment rated each
risk and opportunity using Winton’s risk
assessment framework, which considers
the severity and likelihood of the risk
occurring. It also captured observational
data to support each risk ranking.
The baseline risk assessment formed
the basis of the scenario analysis,
a critical tool for considering
the potential impact of risks and
opportunities under different scenarios.
Outside the formal climate-risk
assessment process, the COO, GM
Project Delivery, and Head of Land
Development consider climate-related
risks and opportunities as part of
standard business activity. They rely on
specialised experts to provide critical
advice on potential climate impacts
during due diligence of potential
acquisitions and throughout the design
phase of each new development.
Time horizons
The following time horizons were
determined appropriate for the risk
assessment process.
SHORT-TERM: 1-5 years
MEDIUM-TERM: 5-10 years
LONG -TERM: 10-100 years
Value chain exclusions
The processes for identifying, assessing
and managing climate-related risks were
based on the current business model
and strategy.
The scope of the risk assessment
includes all Winton offices, construction
sites, owned developments, and supply
chains. The assessment covers the
twelve months ending 30 June 2024
(FY24). No parts of the value chain were
knowingly excluded. As the retirement
business becomes operational,
additional climate-related risks and
opportunities will likely arise.
Frequency of risk assessment
This was the first climate-related risk
assessment undertaken by Winton. The
process will be repeated annually to
ensure the resulting risks, opportunities,
and management responses stay
relevant.
An annual review of climate-related
risks also builds resilience into Winton’s
response to climate change and
aligns with Winton’s yearly review of
its risk matrix. However, climate risk
assessment is a key part of Winton’s day
to day business and is considered and
mitigated as such.
Risk
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Processes for prioritising
climate-related risks relative
to other types of risks
F
or the risk assessment and baseline
screening, Winton’s existing risk
assessment framework was used
to determine risk ratings and allow
Winton to compare climate-related risks
against other types of risks.
This approach facilitates the inclusion
of climate-related risks into its existing
risk management and governance
frameworks, which in turn supports the
climate-related risk disclosures required
by the XRB.
Integration into overall risk
management process
The Board has a risk management
framework that includes a list of material
business risks Winton faces. The
framework is reviewed and updated as
risks to the business evolve and change.
The Board has set its risk tolerance
appetite in pursuit of its strategy and
how it will manage them.
The nature of the risk treatment varies
according to the nature and severity
of the risk. If the risks are material,
they will be reported to the Board.
Simultaneously, where such risks warrant
the need to make a disclosure to the
market, Winton will apply relevant facts
against the Continuous Development
Disclosure Policy.
The Audit and Financial Risk Committee
at Winton reviews and recommends to
the Board whether Winton’s processes
for managing financial risk are sufficient
and any incident of fraud or other failure
of internal controls. Non-financial risks
and the appropriateness of Winton’s
insurance programme are reviewed and
determined at a full Board level.
The CEO and other members of the
senior management team review, update
and take ownership of the day-to-day
management and operation of Winton’s
risk management framework and
associated policies.
Climate Change Risk is one of thirteen
principal business risks across Winton’s
business, found on page 89 of the Annual
Report. The climate-related disclosures
within this report sit under this business
risk and include more detail about the
specific physical and transitional risks and
opportunities attributable to climate.
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METRICS
GHG Emissions Inventory Overview
Refer to the GHG Emissions Inventory Report FY24 for detailed information available on the Winton website: investors.winton.nz.
GHG
Protocol
Category
(ISO 14064-1:2018)
FY24
TCO₂e
(base year)
FY23
TCO₂e
FY22
TCO₂e
Scope 1Category 1: Direct emissions179.0876.73
72.18
Scope 2
Category 2: Indirect emissions from imported energy
(location-based method*)
58.5418.0211.16
Scope 3
Category 3: Indirect emissions from transportation187.11166.2095.11
Category 4: Indirect emissions from products used
by organisation
24,383.04116.226.45
Total direct emissions179.0876.7372.18
Total indirect emissions*24,628.69300.44112.72
Total gross emissions*24,807.77377.17184.90
Total net emissions24,807.77377.17184.90
*Emissions are reported using a location-based methodology.
Winton does not have any emissions data for direct CO₂ emissions from biologically sequestered carbon.
Metrics & Targets
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Percentage of assets
vulnerable to transition risks
1
00% of Winton's directly owned assets
are vulnerable to the transitional risks
identified in its risk assessment to
varying degrees depending on the time
horizon and scenario.
Transitional risks exist for the entire
industry and reflect potential
occurrences with differing levels of
financial impacts. Winton is already
adapting to its main transitional risk of
regulatory and legal risks (TR 1), which
is more significant during the planning
and development phase. Local Authority
requirements already embed the need
to build for climate change, including
sea level rise, and, in many cases, Winton
designs and builds beyond requirements
to mitigate the risk of further changes
to regulations and requirements in the
future. While this adds complexity to
the planning, development, and delivery
phases, Winton is well-equipped to
do this. It is also likely that it creates a
barrier to entry for new developers and
makes it harder for existing developers
who aren't of a similar size or have
the same experience, making it also a
transitional opportunity.
Insurance risk (TR 2) is more relevant to
the assets Winton continues to own once
completed; being, Ayrburn, Northbrook,
and Cracker Bay. Winton works with
a specialist property provider and has
done so for a long time. Annual reviews
ensure the insurance cover remains fit
for purpose and will adapt over time to
climate change.
Percentage of assets
vulnerable to physical risks
The percentage of assets or business
activity with potential vulnerability to
the physical risks of climate change for
Winton is 17.8% as at 30 June 2024, which
is the percentage of coastal assets as a
percentage of total portfolio area.
Winton has historically focused on
developing residential communities,
creating opportunities from land
to develop land lots, built houses,
shared spaces, and boutique retail as
a community village centre that are all
generally sold or vested to the Local
Authority (shared spaces). The five
physical risks outlined in the risk and
strategy section are mitigated through
Winton's ongoing adaption activities
to develop to stricter requirements
and sometimes go above those
requirements for further mitigation.
Recent weather events (whether related
to climate change or not) have outlined
opportunities for Winton to work with
onsite contractors to mitigate ongoing
risk. Like the transitional risk, the physical
risks relating to different scenarios also
provide an opportunity for Winton
as it continues to demonstrate that it
builds high-quality projects founded
on the design of the masterplan, built
form, and shared spaces, meaning they
perform better than older homes and
developments when put under weather-
related pressure.
The physical risk of assets that Winton
operates, currently Ayrburn and, in
the future, Northbrook and Cracker
Bay, is mitigated through the high-
quality standard of Winton's planning,
development, and delivery. Working
closely with Winton's specialist
insurance provider ensures that
insurance coverage evolves with the
business and changing climate.
Percentage of assets
aligned with climate-related
opportunities
100% of Winton's directly owned assets
are aligned with the climate-related
opportunities identified in its risk and
opportunity assessment.
Winton included three main climate-
related opportunities in its risk
assessment: Immigration to New
Zealand (PO 1), Products and Services
Opportunities (TO 1) and Market
Opportunities (TO 2). Particularly in a
hothouse scenario, it is expected that
the population in New Zealand will
increase by 26% by 2050 compared to
8% globally, putting greater demand
on housing demanding and supplying
more labour and therefore aligned with
Winton's strategy and growth plans.
The Product and Services opportunity
relates more to a potential expedited
process of Sunfield, but closely linked is
the market opportunity, which applies
to all Winton assets. Winton invests in
detailed due diligence of acquisition
opportunities, is highly experienced
in complex development design and
engineering, and produces high-quality
finished products, contributing to
more resilient outcomes and a strong
competitive position as potential
buyers opt for more trusted and proven
developers and other developers find it
harder to enter the industry or continue
to operate in it.
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Capital deployment toward
climate-related risks and
opportunities
W
inton’s main climate-related
expenditure relates to the
increased regulations and
requirements associated with planning,
consenting, developing and subsequent
construction.
This expenditure is difficult to isolate
on an annual basis and, therefore, is not
included in the table at right.
Internal emissions price
Winton does not use an internal emissions
price in its financial modelling yet as the
impact is not considered material yet,
and the potential New Zealand carbon
price assumptions are currently unreliable
within New Zealand.
Management remuneration
Winton’s management is responsible for
the day-to-day identification, assessment,
and management of risks, including
climate-related risks.
The Nomination and Remuneration
Committee reviews and recommends
for approval by the Board the senior
management remuneration prescribed
by the Nomination and Remuneration
Committee Charter.
ItemFY24 Spend Commentary
GHG emissions
measurement and
assurance
$45,000Winton has invested in the transition to
a new emissions assurance practitioner,
bringing greater rigor to its emissions
measurement processes and therefore,
reducing regulatory risk.
Investment in climate-
related disclosure
process
$15,000Investment to support Winton through
the process of climate-related risk and
opportunities assessment, reducing
regulatory risk.
Homestar registration
for Northbrook
Wynyard Quarter
$47,000Winton has registered Northbrook
Wynyard Quarter with Homestar 6,
increasing the building's performance
and climate-related credentials.
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TargetsTime
horizon
Base
year
Target
year
Introduce a Supplier Code of Conduct for
Suppliers that represent the top 90% of
onsite contractor costs.
Short-termFY24FY25
100% of onsite contractors report monthly
waste collected onsite.
Short-termFY24FY25
Divert 40% of onsite construction waste
from landfill.
Short-termFY25FY28
Implement Design Guidelines for
all projects.
Short-termFY24FY25
Reduce reliance on spend-based emission
factors by at least 15% per year until below
30% of total emissions.
Short-termFY24 Ongoing
Implement an operational waste avoidance
plan for Northbrook prior to the start of
becoming operational.
Short-termFY24FY26
Time horizons align with time horizons used for the scenario analysis to better align with business operations.
TARGETS
W
inton has set short-term
targets to reflect its genuine
intention of laying the
foundation for future medium-term
targets.
A mixture of quantitative and
qualitative targets have been set to
contribute to limiting global warming
to 1.5°C, they do so by: improving
data accuracy of emission inventory,
reducing emissions from waste,
increasing engagement with suppliers
to create financially feasible solutions
to lower embodied emissions and start
to set the pathway to avoid emissions
where Winton is creating new
operation assets like Northbrook.
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04 Views from
Northbrook Wanaka,
Wanaka
BC Ayrburn Gardens,
Ayrburn
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winton.nz
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.