Heartland publishes Annual Report and Climate Report

Heartland Group Holdings Limited | NZX/ASX: HGH | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info

NZX/ASX release
30 September 2024

Heartland publishes Annual Report and Climate Report

Heartland Group Holdings Limited (Heartland) (NZX/ASX: HGH) has today published its Annual
Report and Climate Report for the year ended 30 June 2024 (FY2024).

Annual Report
Heartland’s FY2024 Annual Report is available at heartlandgroup.info/investor-information/reports-
results-presentations and will be sent to shareholders if requested. A copy is attached to this
announcement.

Climate Report
Heartland is pleased to publish its first Climate Report in line with the Financial Sector (Climate-
related Disclosures and Other Matters) Amendment Act. Heartland’s 2024 Climate Report provides
insight into Heartland’s environmental journey, including achievements, challenges, climate-related
risks and opportunities, and future targets.

Heartland’s 2024 Climate Report is available at heartlandgroup.info/sustainability. A copy is attached
to this announcement.

– ENDS –

The person who authorised this announcement:

Andrew Dixson
Chief Financial Officer

For further information and media enquiries, please contact:

Nicola Foley
Group Head of Communications
+64 27 345 6809
nicola.foley@heartland.co.nz
Level 3, Heartland House, 35 Teed Street, Newmarket, Auckland, New Zealand

---

Te Pūrongo ā-Tau
Annual Report 2024

01 YEAR IN REVIEW
TE RĀRANGI UPOKO
CONTENTS
Gregory Tomlinson
Chair and Non-Executive Director
Jeffrey Greenslade
Chief Executive Officer (CEO) and Executive Director
This Annual Report of Heartland Group Holdings Limited (Heartland) is dated
30 September 2024 and is signed on behalf of the Board of Directors by:
01 YEAR IN REVIEW 1
Chair’s report 2
CEO’s repor t 6
FY2024 results at a glance 12
Introducing Heartland Bank Australia 14
Accelerating digitalisation 17
02 WHO WE ARE 19
Our business 20
Directors 22
Management 28
An interview with Jeff Greenslade 30
03 SUSTAINABILITY 32
Introduction 33
Environment 34
People 38
Financial wellbeing 44
04 DISCLOSURES 47
Corporate governance 48
Directors’ disclosures 61
Remuneration report 66
Shareholder information 72
Other information 73
05 FINANCIAL RESULTS 74
Financial commentary 75
Financial statements 79
Auditor’s report 156
06 DIRECTORY 165
CONTENTS

2 Financial results are presented on a reported and underlying basis. Reported results are prepared in accordance with NZ GAAP and include the
impacts of positive and negative one-offs, which can make it difficult to compare performance between periods. Underlying results (which are
non-GAAP financial information) exclude the impact of the de-designation of derivatives, the fair value changes on equity investments held,
the Australian Bank Programme costs, an increase in provisions for a subset of legacy lending, the Challenger Bank NPAT, and any other impacts
of one-offs. Adjusted NPAT before excluding the increase in provisions for a subset of legacy lending and the Challenger Bank NPAT was $87.9
million (Adjusted NPAT). The use of underlying results is intended to allow for easier comparability between periods and is used internally by
Management for this purpose. For a summary of reported and underlying results, details about FY2024 one-offs and general information about
the use of non-GAAP financial measures, refer to Heartland’s FY2024 investor presentation available at heartlandgroup.info.
3 On 30 September 2024, Jeff Greenslade retired as Heartland CEO and from all Group directorships.
1 All figures in this Annual Report are in NZD unless otherwise stated.
NA TE KAIWHAKAHAERE POARI
CHAIR’S REPORT
While it has been a challenging year
economically, this has been a year of
great strategic success for Heartland and
its subsidiaries (the Group). The critical
milestones of acquiring an authorised
deposit-taking institution (ADI) in Australia
and completing Heartland Bank Limited’s
(Heartland Bank’s) core banking system
upgrade help pave the way forward as we
embark on the next phase of growth.
Despite the economic challenges, I am
pleased to report the Group achieved a
FY2024 NPAT of $74.5 million. On an underlying
basis², FY2024 NPAT was $102.7 million.
BOARD UPDATES
Heartland Bank Australia Board
On 30 April 2024, Heartland Bank successfully
acquired Challenger Bank Limited
(Challenger Bank). On completion, we were
pleased to appoint a highly skilled Board to
lead the ADI (now Heartland Bank Australia
Limited (Heartland Bank Australia)).
Geoff Summerhayes resigned from the
Heartland Board and was appointed Chair
and Independent Non-Executive Director
of Heartland Bank Australia. He was joined
by Independent Non-Executive Directors
Shane Buggle, Lyn McGrath (who sat on the
Challenger Bank Board prior to Heartland’s
acquisition), Vivienne Yu and Bruce Irvine
(Chair and Independent Non-Executive
Director of Heartland Bank), and Non-
Independent Non-Executive Directors
Leanne Lazarus (CEO of Heartland Bank) and
Jeff Greenslade (CEO and Executive Director
of Heartland, and Non-Independent Non-
Executive Director of Heartland Bank).³
The Heartland Bank Australia Board has a
strong level of independence and knowledge
of prudential regulatory requirements to drive
growth and expansion in Australia.
Heartland Board
On 26 June 2024, Ellie Comerford resigned
from the Heartland Board. Ellie had served on
Heartland boards for more than seven years.
The Board thanks Ellie for her significant
contribution, dedication and commitment to
Heartland throughout her tenure as Director,
particularly in relation to her experience and
associated advice on the Australian market.
On 27 June 2024, Heartland was pleased
to appoint Rob Bell and Simon Beckett as
Independent Non-Executive Directors.
Rob and Simon bring to Heartland a strong
understanding of the Australian banking
market and regulatory environment, and
skillsets which complement the Group’s
best or only strategy. As the founding
CEO of digital bank 86 400, Rob has a deep
understanding of technology, digital and
growth strategies. Simon has extensive M&A
and financial, regulatory, risk and governance
expertise – in addition to this, he has had
particular experience working in motor
finance businesses during his career at GE
Capital, Wells Fargo and Cerberus Capital.
Their appointments further contribute to the
depth of expertise and skill of the Board and
strengthen the Board’s Australian expertise.
On 30 April 2024, John Harvey was appointed
to the Heartland Board as an Independent
Non-Executive Director. He remains on the
Heartland Bank Board as a Non-Independent
Non-Executive Director.
MANAGEMENT UPDATES
On 22 July 2024, the Board was pleased to
welcome Michelle Winzer who commenced
her appointment as CEO of Heartland
Bank Australia. With more than 30 years’
experience in banking and financial services,
Michelle joined Heartland Bank Australia from
RACQ Bank in Queensland where she was
Chief Executive Banking. Previously, Michelle
was CEO of Bank of Melbourne, and worked
in senior roles at Bankwest, Commonwealth
Bank of Australia and Westpac. Michelle’s
extensive banking experience and track
record of delivering outcomes and cultural
transformation will contribute to the
successful execution of Heartland Bank
Australia’s strategy.
02
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32
The focus for Heartland’s Board and Management in
the financial year ended 30 June 2024 (FY2024) has
been on ensuring we have a solid foundation from
which to achieve our long-term growth ambitions
and deliver enhanced value to customers and
shareholders. These ambitions are to achieve an
underlying net profit after tax (NPAT) of more than
$200 million¹, underlying cost-to-income (CTI) ratio
of less than 35% and underlying return on equity
(ROE) of 12-14% by the end of the financial year
ending 30 June 2028 (FY2028).
Greg Tomlinson
Chair and Non-
Executive Director
YEAR IN REVIEW

4 Subject to Reserve Bank of New Zealand (RBNZ) non-objection.
5 Heartland’s registered charitable trust which is independent from but closely supported by Heartland.
On 23 September 2024, the Board was
pleased to announce the appointment
of Andrew Dixson as CEO of Heartland and
a Non-Independent Non-Executive Director
of Heartland Bank, effective 1 October 2024.⁴
After 15 years with Heartland and its
predecessors, on 8 April 2024, Jeff
Greenslade indicated to the Board his
intention to step down from his role as CEO
of Heartland by the end of this calendar year.
Andrew’s appointment enables a thorough
handover to be completed sooner, allowing
Jeff to retire from his role as CEO and all
Heartland directorships on 30 September
2024.
Andrew, currently Group Chief Financial
Officer, has been with Heartland since 2010.
In this time, he has been involved in all key
parts of Heartland’s evolution, including
the initial merger in 2011, New Zealand bank
registration in 2012 and Heartland’s listing
on both the NZX and ASX. Andrew has
also played a critical role in the execution
of several major strategic acquisitions,
including the acquisition of the Reverse
Mortgage businesses in 2014, StockCo
Australia in 2022 and Challenger Bank
this year.
Andrew joins strong leadership across the
group, which includes Heartland Bank CEO
Leanne Lazarus and Heartland Bank Australia
CEO Michelle Winzer. The Board is confident
in Andrew’s ability to lead Heartland
in the next stage of its journey which will
be focused on capital allocation and an
improved ROE.
Andrew’s appointment reflects the evolution
of the business since Heartland Bank’s
acquisition of Challenger Bank. As the
parent company of two banks, Heartland’s
operations are now focused on group
strategy, investor relations, corporate
finance, capital allocation, and strategic
and risk management oversight of each bank,
with a number of responsibilities having
moved from Heartland to the respective
banks.
As such, the Group Chief Financial Officer
role will not be replaced, and the Deputy
Group CEO role has been disestablished.
Deputy Group CEO Chris Flood will finish with
Heartland on 31 October 2024.
Chris first joined Heartland through
a predecessor entity in 1997 and has held
a number of senior management positions
at Heartland, including as CEO of Heartland
Bank before he was appointed Deputy Group
CEO in August 2022.
On behalf of the Board, I would like to express
our sincere thanks to Chris for his significant
contribution to Heartland and acknowledge
the value he has created for our
shareholders. We wish him all the best in his
next endeavours.
SUSTAINABILITY
The Financial Sector (Climate-related
Disclosures and Other Matters) Amendment
Act 2021 introduced a mandatory reporting
regime for climate-related disclosures in New
Zealand in FY2022, with effect from FY2024.
With oversight from Heartland’s Board
Sustainability Committee (established in
November 2023), Heartland is pleased to have
published its first Climate Report.
Heartland’s environmental strategy is one
part of our three-pillar sustainability
strategy which aims also to make positive
contributions to our communities and enrich
the lives of our people and customers.
We do this in various ways, including through
the products and services we provide to
customers, initiatives available to employees,
and community giving through the Heartland
Trust.⁵
More information about Heartland’s Climate
Report and overall sustainability journey can
be found in ‘
Sustainability’ on page 32.
DIVIDEND
The Board resolved to pay a fully imputed final
dividend of 3.0 cents per share (cps) on Friday
20 September 2024 to all shareholders on
Heartland’s register at 5.00pm NZST on Friday
6 September 2024.
4
Together with the interim dividend, the total
FY2024 dividend was 7.0 cps. This represents
a full year payout ratio of 55% of underlying
NPAT, which takes into consideration the
recent $210 million equity raise, acquisition
of Challenger Bank and associated growth
opportunities.
Having regard to Heartland’s next stage
of growth, the Board expects to target
a total dividend payout ratio of at least 50%
of underlying NPAT in the financial year
ending 30 June 2025 (FY2025). The Board
will, as it has historically, actively manage
dividend settings and carefully consider
the declaration of any dividends based
on Heartland’s capital needs, ROE accretive
growth opportunities, balance sheet
flexibility and financial performance.
OUTLOOK
The year ahead will see a transformation
of the business as Heartland enters the next
phase of its journey.
While the recent capital raise to fund the
Challenger Bank acquisition had an impact
on earnings per share (EPS), it was an
important part of our expansion into Australia
and critical to enhancing the longer-term
value proposition. With an ADI, we can
now more sustainably fund the Australian
businesses through retail deposits rather
than the high cost of wholesale funding
previously relied upon. We're already seeing
this benefit flow through to a reduced cost
of funds. Structural efficiencies as Heartland
Bank Australia continues to establish itself
and bed in new ways of working will increase
operational capacity to do more, as will
a continued investment in digitalisation
and automation.
In New Zealand, Heartland Bank’s
transformation focus for FY2025 is on
simplification through a process of identifying
and managing lending which no longer aligns
to its strategy, alongside a dedicated focus
on margin expansion and implementing
initiatives to help drive cost reduction in years
to come.
All of this is expected to contribute
towards our FY2028 ambitions as a Group.
Under Andrew, Leanne and Michelle’s
leadership, the Board is confident in
Heartland’s ability to execute against its best
or only strategy and deliver enhanced value
to customers and shareholders.
Looking towards the end of FY2025,
as Heartland begins to realise the benefits
from the ADI acquisition in Australia,
contributors to growth across the Group
are expected to include ongoing strong
demographic demand for Reverse Mortgages
in both countries and a turnaround in market
conditions for Australian Livestock Finance.
However, Heartland expects the volatility
experienced in FY2024 to continue in the
markets within which it operates for at
least the remainder of the 2024 calendar
year as rate reductions bed in and the
New Zealand and Australian economies
recover. In Heartland’s view, this creates too
much uncertainty at this stage to provide
an accurate underlying NPAT guidance
range for FY2025. We will revisit our ability to
provide an underlying NPAT guidance range
for FY2025 as the financial year progresses.
On behalf of the Board, I would like
to  acknowledge the ongoing support of our
shareholders. I would also like to thank
Heartland’s Management team and its
people for their continued dedication
and commitment to our customers and
shareholders.
Greg Tomlinson
Chair of the Board
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YEAR IN REVIEW

TE PŪRONGO A TE KAIWHAKAHAERE MATUA
CHIEF EXECUTIVE OFFICER’S REPORT
YEAR IN REVIEW
6
As this is my last Annual Report for Heartland, I would like to start
by first expressing my thanks to Heartland’s shareholders, Board,
Management and employees for their ongoing support. I am proud of all
that we have been able to achieve since Heartland was first established
in 2011, and look forward to seeing what lies ahead for the Group.
Nā te mea ko tēnei taku Pūrongo ā-Tau whakamutunga mō Heartland,
kia tīmata ake au ki te mihi ki ngā kaiwhaipānga, ki te Poari, ki te Tira
Whakahaere, ki ngā kaimahi hoki, mō rātou e tautoko tonu mai ana. E
whakahīhī ana au i te nui o tā tātou i whakatutuki ai nō te whakatūnga
tuatahitanga o Heartland i te tau 2011, ā, e rikarika ana au ki te kite i ngā
āhuatanga kei mua i te aroaro mō te Rōpū.
Jeff Greenslade
CEO
1 Receivables includes Reverse Mortgages.
2 Excludes the impact of changes in foreign currency exchange (FX) rates.
3 CAGR for the five-year period from 1 July 2019 to 30 June 2024, including FX, was 10.4% compared with the median five-year CAGR for the four
major Australian Banks (ANZ, Commonwealth Bank, National Australia Bank and Westpac) of 3.5% based on their most recent respective
reporting periods.
1 Hāunga rā ngā pānga o ngā panonitanga ki te pāpātanga o te whakawhitinga moni nō tāwāhi (FX).
2 E whai wāhi ana ngā Reverse Mortgages ki ngā Receivables.
3 Ko te CAGR mō te rima tau nō te 1 o Hūrae 2019 ki te 30 o Hune 2024, tae atu ki te FX, ko te 10.4% ina whakatauritea ki te tau waenga mō te CAGR
i te rima tau mo ngā pēke matua e whā o Ahitereiria (ko ANZ, ko Commonwealth Bank, ko National Australia Bank, ko Westpac hoki) i 3.5% e
hāngai nei ki ō rātou wā tuku pūrongo nō nā tata nei.
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In the current economic conditions,
Heartland announced a solid FY2024 result.
Gross finance receivables (Receivables)¹
were up 6.4%² on the financial year ended 30
June 2023 (FY2023) to $7.2 billion in FY2024.
This growth was driven primarily by Reverse
Mortgages which were up 20.2% in New
Zealand and 19.7%² in Australia. In the period
from 1 July 2019 to 30 June 2024, Heartland
achieved a Receivables compound annual
growth rate (CAGR) of 10.4%. This compares
to the median CAGR for the major Australian
banks of 3.5% and continues to demonstrate
the strength of Heartland’s best or only
product strategy.³
Heartland’s FY2024 result was however
impacted by a challenging economic
environment. The rapidly deteriorating
economic conditions in May and June 2024
saw the emergence of additional provisions
primarily in Heartland Bank’s Asset Finance,
Motor Finance and Rural portfolios, and
resulted in a 4.9% shortfall to guidance.
Further information about Heartland’s FY2024
financial performance is set out in ‘
Financial
commentary
’ on page 75.
Despite economic challenges, Heartland
executed on various significant strategic
milestones in FY2024, and is well positioned
for continued growth as the economy
improves.
INTRODUCING HEARTLAND
BANK AUSTRALIA
Arguably the most significant achievement in
FY2024 was the completion of the Challenger
Bank acquisition on 30 April 2024. This was
made possible by continued strong support
by shareholders and investors through a
successful $210 million equity raise in April
2024. The acquisition made Heartland Bank
the first New Zealand registered bank to
acquire an Australian ADI. Importantly, it has
created a pathway for further growth and
product expansion in the Australian market.
Heartland’s progress in Australia is already
ahead of expectations. With an ADI licence
and access to retail deposits, Heartland Bank
Australia can now more sustainably fund its
Reverse Mortgage and Livestock Finance
lending portfolios. Heartland Bank Australia’s
transition from a 100% wholesale funding
base to a retail and wholesale funding mix was
I ngā āhuatanga ōhanga, kua pānuitia e
Heartland ngā huanga autaia i te FY2024. Ko
te 6.4%¹ te pikinga o te tapeke o ngā moni kua
tau mai (Receivables)² i ērā o te tau ahumoni
i mutu i te 30 o Hune 2023 (FY2023) ki te $7.2
piriona i te FY2024. I piki tēnei tipuranga nā runga
i ngā Reverse Mortgages (Mōkete Whakamuri),
i 20.2% te pikinga i Aotearoa, i 19.7%¹ hoki te
pikinga i Ahitereiria.
I waenga i te 1 o Hūrae, 2019, ki te 30 o Hune,
2024, i 10.4% te ekenga o te pāpātanga o ngā
huamoni whakaputu o te tau (CAGR) o ngā
Receivables. Kei te hāngai hoki tēnei ki te CAGR
tau waenga mō ngā pēke matua o Ahitereiria,
arā, te 3.5%, ā, e whakaatu tonu ana tēnei i te
kaha o tā Heartland rautaki o te hanga pai katoa,
o te hanga motuhake rānei.³
Heoi, i whai pānga ki te huanga o te FY2024 o
Heartland āhuatanga o te ōhanga e papatoiake
ana. Nā te tere o te kino haere o ngā āhuatanga
ōhanga o te Mei me te Hune 2024 i 4.9% ai itinga
iho o ētahi atu anō hua o te Asset Finance,
o te Motor Finance, o ngā kōpaki Rural hoki
a Heartland Bank i ērā o ngā kupu ārahi. He
pārongo atu anō mō ngā whakatutukihanga
ā-ahumoni i te FY2024 o Heartland kei te
wāhanga o ‘
He kōrero ahumoni’, kei te whārangi
75.
Ahakoa ngā wero ā-ōhanga, i whakatutuki
a Heartland i ētahi pae tāpua e whānui ana
i te FY2024, me te aha, e tau ana te noho a
Heartland kia tipu tonu i te piki haere tonutanga
o te ōhanga.
TE WHAKATAKINGA O
HEARTLAND BANK KI
AHITEREIRIA
Ka tohea pea tēnei, engari ko te angitutanga
tāpua katoa i te FY2024, ko te tatūtanga o te
hokonga o Challenger Bank i te 30 o Āpereira
2024. I tutuki tēnei i te kaha o te tautoko tonu
a ngā kaiwhaipānga me ngā kaihaumi mā roto
mai i te tika o te kohinga o te $210 miriona o te
tūtanga moni i te Āpereira 2024. Nā runga i te
hokonga, i tū mai ai a Heartland Bank hei pēke
tuatahi kua rēhitatia i Aotearoa ki te hoko i tētahi
ADI nō Ahitereira. Ko te mea whakahirahira kē, nā
tēnei, kua takoto te ara e tipu tonu ai, e whānui
tonu ai hoki ō tātou hua i te mākete o Ahitereiria.
Ko tō Heartland kaunekenga i Ahitereiria, kua
eke kē ki tua o ngā matapaenga. Mā roto mai i
te raihana ADI me te arawātea ki ngā monikuhu
i te ao o te kaihoko, e toitū ake ana te utunga o
ngā kōpaki moni taurewa o te Reverse Mortgage

8
accelerated in FY2024 by Challenger Bank’s
pre-completion deposit raising programme.
From 1 January 2024 to 30 June 2024, the ADI
achieved deposit growth of A$1,147 million at
a weighted average rate of 4.85%. This was
2.03% lower than Heartland Australia’s⁴ cost
of funds across the same period.
Since completion, Heartland Bank Australia
has been originating and funding all lending
through deposits on its own balance sheet
while its wholesale funding facilities continue
to repay. The funding mix is expected to be
predominantly retail deposits (circa 90%) by
the end of FY2025.
Heartland Bank Australia is now the only
ADI to offer both reverse mortgages and
specialist livestock finance (which it
continues to provide under the StockCo
Australia brand). Read more about Heartland
Bank Australia, including its Management
team and growth aspirations, in ‘
Introducing
Heartland Bank Australia
’ on page 14.
ACCELERATING THE
DIGITALISATION PROGRAMME
The upgrade of Heartland Bank’s core
banking system was a significant programme
of work and investment completed over
several years. The upgrade was completed
in November 2023 and positions the New
Zealand bank for increased scalability in
the future by enabling greater levels of
digitalisation and automation not possible
in the previous version of the system. This is
expected to contribute towards Heartland’s
ambition of an underlying CTI ratio of less
than 35% by the end of FY2028.
Since completion of the upgrade, Heartland
Bank has accelerated its digitalisation
programme and expects to see the impact
of this activity through FY2025. As part of
this, several features have been released
to the Heartland Mobile App, including
functionality to increase login security
and risk detection, and features to enable
increased customer self-service for many
of the reasons for customer inbound calls.
Digitalisation combined with employee
training and customer awareness campaigns
to increase adoption contributed to a 6%
reduction in Retail calls and a 9% reduction in
Customer Service calls in FY2024 compared
with FY2023.
4 Comprising Heartland Australia Holdings Pty Ltd and its subsidiaries.
5 The ratios and growth rates provided for the financial metrics underlying the FY2028 ambitions are not targets. They represent an indication
of how the financial metrics may work in combination to achieve the FY2028 underlying NPAT and ROE ambitions. The FY2028 ambitions and
underlying key metrics assumes current growth in Receivables being maintained and no material deterioration in the economic environment.
6 NSAs do not reflect a structural change to Heartland’s operations.
7 Excluding provisions.
4 E whai wāhi nei a Heartland Australia Holdings Pty Ltd me ana pakihi e hāngai ana.
5 Ehara ngā ōwehenga me ngā pāpātanga tipu e tukua ana mō ngā pūnaha arotake ahumoni kāore anō kia whai hua mō te FY2028 i te whāinga. E
tohu kē ana i te āhua tērā pea ka puta i te hanumitanga kia ea ai ngā wawata o te NPAT me te ROE kāore anō kia whai hua o te FY2028. E matapae
ana ngā wawata me ngā arotakenga matua o te FY2028 i te tipuranga tonutanga i ngā Receivables, i te korenga hoki o te hekenga o te uara o
ngā rawa i tēnei horopaki o te ōhanga.
6 Kāore ngā NSA i te hāngai ki ngā panonitanga ki te anga o ngā whakahaere i Heartland.
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Read more about Heartland Bank’s
digitalisation programme in ‘
Accelerating
digitalisation
’ on page 17.
PATHWAY TO FY2028 AMBITIONS⁵
As affirmed by the Chair, Heartland remains
committed to its FY2028 growth ambitions.
These are to achieve an underlying NPAT of
more than $200 million, underlying CTI ratio of
less than 35% and underlying ROE of 12-14%
by the end of FY2028.
Heartland’s pathway to achieving these
FY2028 ambitions is driven by:
• modest Receivables growth (CAGR above
10% p.a.)
• net interest margin (NIM) expansion
(underlying NIM above 4%)
• cost savings from automation (underlying
CTI ratio below 35%)
• an improvement in impairments
(underlying impairment expense ratio
below 0.30%).
Alongside an ongoing commitment to its
best or only product strategy, the strategic
milestones achieved by Heartland in FY2024
strengthen the foundation required to meet
these ambitions.
NON-STRATEGIC ASSETS
The ADI acquisition presented an opportunity
to reassess the capital allocation across
the Group. Heartland Bank has a pool of
assets it has accumulated through to its
current state of maturity that are no longer
a strategic fit for the organisation. These
Non-Strategic Assets (NSAs) earn little or no
income or are returning less than Heartland
Bank’s cost of capital.⁶ As at 30 June 2024,
this included equity investments of $13.5
million, investment properties of $3.7 million,
property of $12.6 million, Business lending
Receivables of $74.4 million⁷ and Rural lending
Receivables of $113.7 million⁷.
NSAs will be managed and reported
separately in FY2025 to provide greater
transparency and enable more focused
resolution strategies to be adopted. This will
allow underlying capital to be redeployed to
support Heartland Bank’s growth ambitions
and contribute to the delivery of greater
YEAR IN REVIEW
me te Livestock Finance. Ko te whakawhitinga
o Heartland Bank ki Ahitereiria te tūāpapa o te
pūtea e ahu mai ana te 100% i ngā kaihokorau, ki
ērā e ahu mai ana i te kaihoko me te kaihokorau
whakamutunga, ka mutu, i whakaterehia tērā i
te FY2024 nā runga i te hōtaka e kohikohi ana i te
tāpaetanga utu i mua i te whakatutukihanga o
te hokonga o Challenger Bank. Nō te 1 o Hānuere
2024 ki te 30 o Hune 2024, i eke te tipuranga o
ngā monikuhu a te ADI ki te A$1,147 miriona, ka
mutu, i 4.85% te toharite kua whakaāwhatatia.
E 2.03% te iti iho o tēnei i tērā o ngā utu ki a
Heartland ki Ahitereiria⁴ i taua wā tonu rā.
Nō tōna whakatutukihanga, kua tīmata mai,
kua utu hoki a Heartland Bank ki Ahitereiria i
ngā moni taurewa katoa ki ngā tāpaetanga utu
kei ana ripanga kaute, i tana taha hokorau e
whakaea tonu ana i te utu. E matapaetia ana ka
ahu mai te nuinga o tēnei hanumitanga pūtea i
ngā monikuhu (ko tōna 90%) hei te mutunga o
te FY2025.
I tēnei wā, ko Heartland Bank ki Ahitereira
anake te pēke e tuku ADi ana mō ngā Reverse
Mortgages me te Specialist Livestock Finance
(e rere tonu ana i raro i te tapanga o StockCo
Australia). Pānuitia he pārongo anō mō
Heartland Bank ki Ahitereiria, tae atu ki tōna tira
Whakahaere, ki ōna wawata whakatipu, ki ‘
Te
Whakatakinga o Heartland ki Ahitereiria
’ kei te
whārangi 14.
TE KŌKIRITANGA O TE HŌTAKA
WHAKAMATIHIKO
Ko te whakahoutanga o tā Heartland Bank
pūnaha mahi pēke matua tētahi hōtaka mahi
tāpua, tētahi haumitanga tāpua hoki i tutuki
i roto i ētahi tau. I tutuki te whakahoutanga i
te Noema 2023, ā, nā konā kua rite te pēke o
Aotearoa kia whakawhānuitia ā tōna wā mā roto
mai i te whakarahinga o te whakamatihikotanga
me te whakaaunoatanga, kāore i taea i ngā kātū
o mua o te pūnaha. E matapaetia ana ka hāpai
tēnei i te whāinga a Heartland kia iti iho tana
ōwehenga o te CTI kāore anō kia whai hua o te
35% i te mutunga o te FY2028.
Nō te whakatutukihanga o te whakahoutanga,
kua whakaterehia e Heartland Bank tana hōtaka
whakamatihiko, ka mutu, e matapaetia ana
ka kite i te pānga o aua mahi ā te FY2025. Hei
wāhanga mō tēnei, kua rewa ētahi āhuatanga
ki te Heartland Bank Mobile App, tae atu ki
ētahi hanga e piki ai te whakamarutanga i
te takiuru me te kite atu i ngā tūraru, e piki
ai hoki tā te kiritaki āwhina i a ia anō hei
whakaheke i te nui o tana waea mai. Mā roto
mai i te whakamatihikotanga, i te whakangungu
i ngā kaimahi, me te rautaki kia piki ai tā te
kiritaki whakamahi, kua 6% te hekenga o ngā
waeatanga mai ki te Ratonga Kiritaki (Customer
Service) i te FY2024 ina whakatauritea ki te
FY2023.
Pānuitia he pārongo anō mō te hōtaka
whakamatihiko a Heartland Bank ki ‘
Te
kōkiritanga o te whakamatihikotanga
’ kei te
whārangi 17.
TE ARA KI NGĀ WAWATA O TE
FY2028⁵
Pērā i tā te Kaiwhakahaere Matua i whakaū ai, e ū
tonu ana a Heartland ki ōna wawata o te tipu mō
te FY2028. Ko aua wawata, ko te eke ki te NPAT
kāore anō kia whai hua e neke atu ana i te $200
miriona, ko te heke o te ōwehenga CTI kāore anō
kia whai hua e iti iho ai i te 35%, ko te eke hoki o
te ROE kāore anō kia whai hua ki te 12-14% i mua i
te mutunga o te FY2028.
E kōkiritia ana tēnei ara o tā Heartland
whakatutuki i ēnei wawata FY2028 mā roto mai
i te:
• te paku tipuranga o ngā Receivables (te
CAGR e nui ake ana i te 10% i ia tau)
• te whakawhānuitanga o te paenga o te
huamoni (NIM) (te NIM kāore anō kia whai hua
e nui ake ana i te 4%)
• te whakaheke i ngā utu mā roto mai i te
whakaaunoatanga (te ōwehenga CTI kāore
anō kia whai hua kei raro iho i te 35%)
• te whakapikinga o te uara o ngā rawa (te
ōwehenga o te hekenga o te uara o ngā rawa
kāore anō kia whai hua e iti iho ana i te 0.30%).
I te taha o tana ū ki te rautaki o te hanga pai
katoa, o te hanga motuhake rānei, kei te
whakapakari ngā pae kua tutuki i a Heartland
i te FY2024 i te tūāpapa e tika ana e ea ai aua
wawata.

NGĀ RAWA KĀORE I TE HĀNGAI KI
TE RAUTAKI
Nā te hokonga o te ADI i kitea ai tētahi arawātea
ki te arotake anō i te tukunga o ngā rawa puta
noa i te Rōpū. He puna rawa kei a Heartland Bank
kua kohia mā roto mai i te tipuranga aunoa kāore
nei i te hāngai ki te rautaki o te whakahaere.
Ko ngā Rawa kāore nei i te Hāngai ki te Rautaki
(NSAs), e iti ana rānei te moniwhiwhi, kāore
rānei he moniwhiwhi o roto, e iti iho ana rānei te
moniwhiwhi e puta ana i te utu o te pūrawa ki a

10
shareholder return. The intention is to
rationalise these assets over a responsible
period of time.
LOOKING FORWARD
The long-term outlook for Heartland is
positive. As we realise the benefit of the ADI
acquisition and accelerate the digitalisation
programme, additional contributors to growth
in FY2025 are expected to include strong
demographic demand for Reverse Mortgages
in both countries and a turnaround in
conditions for Australian Livestock Finance.
As Heartland Bank Australia establishes itself
in the market, its focus is on maintaining
discipline against our best or only product
strategy. Through its simplified product
offering of Reverse Mortgages and Livestock
Finance, the Australian ADI is well positioned
for growth beyond FY2025. Portfolio growth is
expected to be coupled with improvements in
underlying NIM through a combination of cost
efficiencies and the conversion of Heartland
Bank Australia’s funding base from its historic
100% wholesale to a predominantly retail
funding base.
The focus in New Zealand is on simplification,
including through the rationalisation of
NSAs as described above. As Heartland
Bank focuses on simplification, it remains
cautious around growth expectations
within Motor Finance and Asset Finance
given the economic conditions and recent
deterioration in credit quality. Overall growth
in core lending is expected to be coupled with
stabilisation of impairments over the period
and underlying NIM expansion.
A key theme for both countries in the
year ahead is cost efficiencies through
digitalisation. Our CTI ratio is increasingly a
key point of differentiation for Heartland. Our
best or only product strategy has enabled
us to make great strides as a small trans-
Tasman banking group. Now, moving forward,
we need to extend that strategy to our CTI
ratio. To become the lowest cost provider
of everything we do. This will be achieved
through digitalisation and is fundamentally
about changing the way we do stuff. This will
have an enduring benefit for the future and
ensure Heartland can continue to deliver
value for customers and shareholders.
02
01
03
05
04
06
11
THANK YOU
In my time at Heartland, I am pleased to have
seen Receivables grow from $1.7 billion at 30
June 2011 to $7.2 billion at 30 June 2024. In the
same period, Heartland’s NPAT has increased
from $7.1 million to $74.5 million (or $102.7
million on an underlying basis).
Reflecting on the past 15 years, there is
plenty to be proud of. Highlights for me have
included our digitalisation progress (ka
whawhai tonu m
ātou, a struggle without
end), our Manawa Ako internship programme
for Māori and Pasifika rangatahi (youth) and
gaining an ADI licence in Australia through the
acquisition of Challenger Bank. I reflect on
these highlights and more on page 30.
While further volatility is expected through
at least the remainder of the 2024 calendar
year as rate reductions bed in and the New
Zealand and Australian economies recover,
Heartland has set a strong foundation to
support its next phase of growth. With
Andrew, Leanne and Michelle’s leadership,
and the support of their Management
teams, I am confident that Heartland is
well positioned to capitalise on the various
opportunities available ahead.
Ngā mihi nui,
Jeff Greenslade
Chief Executive Officer
YEAR IN REVIEW
Heartland.⁶ Nō te 30 o Hune 2024, i whai wāhi ki
tēnei te tūtanga haumi o te $13.5 miriona, ngā
papanoho haumi o te $3.7 miriona, te papanoho
o te $12.6 miriona, ngā Receivables o ngā moni
taurewa Pakihi o te $74.4 miriona⁷ me ngā
Receivables o ngā moni taurewa Tuawhenua o
te $113.7 miriona⁷.
Ka wehewehe te whakahaerehia, te pūrongotia
o ngā NSA ā te FY2025 e mārakerake ai te kitea,
e kaha ake ai hoki te arohia o ngā rautaki me
whai. Mā tēnei e tukua ai anō ngā pūrawa hei
tautoko i ngā wawata o te tipuranga o Heartland
Bank, hei hāpai hoki i te whakatinanatanga o ngā
moniwhiwhi ki ngā kaiwhaipānga. Ko te whāinga
kia whakahāngai haere i aua rawa i roto i tētahi
wā e tika ana.
TE ANGA WHAKAMUA
E ngākaupai ana te tirohanga tūroa mō
Heartland. I a tātou e kitekite nei i ngā hua o te
hokonga o te ADI me te kōkiritanga o te hōtaka
whakamatihiko, tērā ētahi atu āpitihanga ka
hāpai i te tipuranga i te FY2025, pēnei i te hiahia
o ētahi hangapori ki ngā Reverse Mortgages i
ngā whenua e rua, me te huri kōarotanga o ngā
āhuatanga o te Livestock Finance mō Ahitereiria.
I a Heartland Bank ki Australia e whakaū ana
i a ia anō ki te mākete, ko tana arotahi, ko te
uhupoho ki tā tātou rautaki o te hanga pai katoa,
o te hanga motuhake rānei. Mā roto mai i te
whakamāmātanga o tana tuku i ngā Reverse
Mortgages me te Livestock Finance, e tau ana
te noho o te ADI o Ahitereiria kia tipu tonu ki tua
noa atu i te FY2024. E matapaetia ana ka tipu ngā
kōpaki i te taha o te whakapakaritanga o te NIM
kāore anō kia whai hua mā te whakamāmātanga
o ngā nama me te whakawhitinga o Heartland
Bank ki Ahitereiria i tana puna moni e ahu mai
ana te 100% i ngā mahi hokorau, pēnei i tana
mahi o mua, ki te nuinga ka ahu mai i ngā mahi
kaihoko.
Ko te whakamāmātanga te arotahi i Aotearoa,
tae atu ki te whakahāngaitanga o ngā NSA
i whakamāramatia ai i runga. I a Heartland e
arotahi ana ki te whakamāmātanga, e mataara
tonu ana ia ki ngā kawatau o te tipuranga i te
Motor Finance me te Asset Finance nā runga
i ngā āhuatanga ōhanga me te hekenga o te
kounga o ngā mohi taurewa. E matapaetia
ana ka tipu tonu ngā āhuatanga whānui o
te tuku moni taurewa me te whakataunga
o ngā whakapōreareatanga i roto i te
whakawhānuitanga o te NIM kāore anō kia whai
hua.
Ko tētahi āhuatanga tāpua i ngā whenua e rua i
te tau kei mua i te aroaro, ko te whakahekenga o
ngā nama mā roto mai i te whakamatihikotanga.
E piki haere ana te āhuatanga o te CTI hei
whakamotuhake i a Heartland. Nā te rautaki o te
hanga pai katoa, o te hanga motuhake rānei, kua
nui te kokenga hei tira pēke puta noa i Te Tai-o-
Rehua. Ināianei, i a tātou e titiro whakamua ana,
me whakawhānui i taua rautaki ki te ōwehenga
o te CTI. Kia noho ko ā tātou utu ngā mea iti
katoa i ā tātou mahi katoa. Ka ea tēnei, mā te
whakamatihikotanga, mā te whakarerekē hoki
i ngā āhuatanga katoa o ā tātou mahi. Ka tūroa
ngā hua ā haere ake nei, ka pūmau tonu hoki tā
Heartland whakarite hanga e pai ana te uara ki
ngā kiritaki me ngā kaiwhaipānga.
HE MIHI
I a au i Heartland, e matakuikui ana te ngākau i
te kitenga o ngā Receivables e tipu ana i te $1.7
piriona i te 30 o Hune 2011 ki te $7.2 piriona i te 30
o Hune 2024. I taua wā tonu rā, kua piki te NPAT
i Heartland i te $7.1 miriona ki te $74.5 miriona (ki
te $102.7 miriona rānei kāore anō kia whai hua).
I taku huritao ki ngā tau 15 kua hori, e nui
ana ngā take kia whakahīhī te tangata. Ko
ētahi o ngā tino ki a au, ko te kokenga o te
whakamatihikotanga (ka whawhai tonu mātou),
o Manawa Ako, arā tā tātou hōtaka kaimahi
pīrere (internship) mā ngā rangatahi Māori me
ngā rangatahi Pasifika, o te rironga hoki o te
raihana ADI i Ahitereira mā roto mai i te hokonga
o Challenger Bank. Ka huritao au ki ēnei tino, me
ētahi atu āhuatanga ki te whārangi 30.
Ahakoa e matapaetia ana ka tītokitoki tonu
ētahi āhuatanga mō te roanga ake o te tau
2024, mō kō atu rānei, i te taunga o te hekenga
o ngā pāpātanga, me te whakahaumanutanga
o te ōhanga o Aotearoa me Ahitereiria, e pakari
ana te tūāpapa o Heartland ki te hāpai i ngā
āhuatanga o te whakatipuranga kei mua i te
aroaro. Nā runga i te ārahi a Andrew rātou ko
Leanne, ko Michelle, me te tautoko a ō rātou tira
Whakahaere, e nui ana taku whakapono ki te tau
o te noho a Heartland ki te whai i ngā arawātea
maha kei mua i a tātou
Ngā mihi nui, nā

Jeff Greenslade
Te Kaiwhakahaere Matua
7 Hāunga rā ngā penapenatanga moni.

Note: Financial results are presented on a reported and underlying basis. Reported results are prepared in accordance with NZ GAAP and include
the impacts of positive and negative one-offs, which can make it difficult to compare performance. Underlying results (which are non-GAAP financial
information) exclude the impact of the de-designation of derivatives, the fair value changes on equity investments held, the Australian Bank Programme
costs, an increase in provisions for a subset of legacy lending, the Challenger Bank NPAT, and any other impacts of one-offs. Adjusted NPAT for FY2024
before excluding the increase in provisions for a subset of legacy lending and the Challenger Bank NPAT was $87.9 million. The use of underlying results
is intended to allow for easier comparability between periods and is used internally by Management for this purpose. A detailed reconciliation between
reported and underlying financial information, including details about FY2024 and FY2023 one-offs, is set out in Heartland’s FY2024 full year results investor
presentation available at heartlandgroup.info. General information about the use of non-GAAP financial measures is also available in that presentation.
NGĀ HUA WHĀNUI O TE FY2024
FY2024 RESULTS AT A GLANCE
YEAR IN REVIEW
12
NET PROFIT AFTER TAX
$
74.5m
$
95.9m
95.1
FY22
47.5
47.6
47.1
49.0
95.9
FY23
48.7
47.2
54.7
55.5
74.5
102.7
110.2
96.1
87.9
76.9
FY24
37.6
36.9
52.7
50.0
72.0
FY20
39.9
32.1
38.2
38.7
87.0
FY21
44.1
42.9
43.3
44.6
GROSS FINANCE RECEIVABLES¹
Underlying NPAT $102.7mFY23 underlying NPAT $110.2m
FY24FY23
$
7. 2 b
$
6.8 b
Five-year
CAGR
2

10.4%
FY20
4.6
FY21
5.0
FY23
6.8
FY24
7.2
6.2
FY22
FY24FY23
13
1 Excludes the impact of changes in FX rates.
2 Compound annual growth rate (CAGR) for the five-year period from 1 July 2019 to 30 June 2024, including FX.
EARNINGS
PER SHARE
14.0
cps
9.8
cps
Underlying EPS 13.5cps
Underlying EPS 16.0cps
FY23
FY24
RETURN ON
EQUITY
10.4
%
6.6
%
Underlying ROE 9.8%
Underlying ROE 11.9%
FY23
FY24
NET INTEREST
MARGIN
3.97
%
3.39
%
Underlying NIM 3.64%
Underlying NIM 4.00%
FY23
FY24
11.5
cps
7. 0
cps
TOTAL DIVIDEND
FOR THE YEAR
FY23
FY24
44.9
%
48.0
%
Underlying CTI ratio 41.9%
Underlying CTI ratio 42.0%
COST-TO-INCOME
RATIO
FY23
FY24
10.1
%
6.4
%
GROSS FINANCE
RECEIVABLES GROWTH
1
FY23
FY24
02
01
03
05
04
06
H2H2H1H1
ReportedUnderlying

02
01
03
05
04
06
15
Already well-established in Australia,
Heartland’s Australian portfolio collectively
had approximately $2 billion¹ of Receivables
at 30 June 2024. Heartland Bank Australia is
now the only specialist ADI provider of both
reverse mortgages and livestock finance.
HEAD-START TO FUNDING
Prior to the acquisition, Heartland’s Australian
businesses relied on costly wholesale
funding. With an ADI licence and access
to retail deposits, the bank can now more
sustainably fund its existing lending products
and expand its offering in the Australian
market. And it’s already ahead of Heartland’s
expectations.
A pre-completion deposit raising programme
by Challenger Bank achieved retail deposit
growth of A$1,147 million between 1 January
and 30 June 2024. This enabled the full
repayment of a CBA reverse mortgage
funding facility prior to completion of
the acquisition and is having a positive
effect on Heartland Bank Australia’s cost
of funds. In the six months to 30 June
2024, the ADI achieved deposit growth at
a weighted average rate of 4.85%, 2.03%
lower than Heartland Australia’s (comprising
Heartland Australia Holdings Pty Ltd and its
subsidiaries) cost of funds across the same
period.
Since completion, Heartland Bank Australia has
been originating and funding all lending through
deposits on its own balance sheet while its
wholesale facilities continue to repay. This
included the repayment of Heartland Australia’s
A$75 million Medium-Term Note on 9 July 2024.
The bank is now well underway with its
transition from a 100% wholesale funding
base to a retail and wholesale funding mix. The
funding mix is expected to be about 90% retail
funding by the end of FY2025.
To further diversify and strengthen its capital
base, in June 2024, Heartland Bank Australia
successfully completed an inaugural A$50
million Tier 2 Subordinated Note transaction.
The transaction received strong support from
a broad range of institutional investors, with
demand nearly three times oversubscribed.
Proceeds from the Subordinated Notes
are intended to support future growth
opportunities for the existing Australian lending
portfolios.
All of this leaves Heartland Bank Australia
well capitalised, profitable and with strong
access to retail deposits to fund its growth
expectations.
AN EXPERIENCED BOARD
On 30 April 2024, Heartland Bank Australia
appointed a diverse, highly qualified and
experienced Board to enable the successful
delivery of its best or only product strategy. The
Board is led by Geoff Summerhayes. A Director
of Heartland since 2021, on 30 April 2024,
Geoff resigned from the Heartland Board and
was appointed Chair and Independent Non-
Executive Director of Heartland Bank Australia.
He is joined by Independent Non-Executive
Directors Shane Buggle, Lyn McGrath (who
was a Director of Challenger Bank prior to
Heartland’s acquisition), Vivienne Yu and Bruce
Irvine (who is also Chair and Independent Non-
Executive Director of Heartland Bank in New
Ze a l a n d). Leanne Lazarus and Jeff Greenslade
were also appointed Non-Independent Non-
Executive Directors.²
See full biographies at heartlandbank.com.
au/board-of-directors
6.89%
4.85%
54%
46%
~90%
10%
Wholesale
Cost of funds
1 Jan 2024 to 30 Jun 2024Funding mix
Deposits
2.03%
40%
Jun 24Jun 25
expectation
DepositsWholesale
1 Excluding the impact of changes in FX rates.
2 On 30 September 2024, Jeff Greenslade retired as a Director of Heartland Bank Australia.
Te Whakatakinga
o Heartland Bank
ki Ahitereiria
Introducing
Heartland Bank
Australia
The acquisition of Challenger Bank on 30 April 2024 marked
a critical milestone in Heartland’s strategy for expansion in
Australia. The ADI has since been rebranded to Heartland Bank
Australia, bringing together Challenger Bank, Heartland Finance
(Heartland’s Australian Reverse Mortgage brand) and StockCo
Australia (Heartland’s Australian Livestock Finance brand).

YEAR IN REVIEW
16
Heartland Bank made considerable progress in FY2024 to remove friction
for customers through digitalisation, while creating the opportunity for
scale and increased efficiency. In particular, the upgrade of Heartland
Bank’s core banking system in New Zealand enabled the acceleration
of Heartland’s digitalisation programme – the benefits of which are
expected to contribute towards achieving Heartland’s ambition of an
underlying CTI ratio of less than 35% by the end of FY2028.
A STRONG LEADERSHIP TEAM
Since acquisition completion, a core area
of focus has been on bringing together the
cultures of the three businesses as Heartland
Bank Australia continues to establish itself
in the Australian market. In May 2024, the
Challenger Bank and Heartland Finance teams
came together in a new Melbourne office,
becoming the main hub for the business.
Sydney employees also relocated to a new
office, while StockCo Australia employees
mostly remain in Brisbane.
On 22 July 2024, after supporting the
successful acquisition completion and aiding
the transition of the Australian businesses,
Chris Flood moved from Acting CEO of
Heartland Bank Australia back to his role as
Deputy Group CEO of Heartland.³ On this date,
Heartland welcomed Michelle Winzer as CEO
of Heartland Bank Australia.
Michelle’s initial focus has been setting the
structure of the business, appointing key
roles to join the executive team and creating
the appropriate operating rhythm.
On 1 July 2024, Vaughan Dixon was appointed
Chief Technology & Operations Officer.
Vaughan leads Heartland Bank Australia’s
technology and operations teams, combined
under a new structure to deliver synergy
across both critical functions. In August
2024, Medina Cicak was appointed Chief
Commercial Officer to lead a newly created
Commercial business unit, comprising the
Retail, Reverse Mortgage and Livestock
Finance teams. Medina’s focus is on
creating and maintaining synergy across the
distribution teams with a targeted approach
to growth.
These new appointments complement
the highly experienced executive team,
comprising David Brown, Chief Risk
Officer, Richard Collier, Chief Financial
Officer, Sharon Yardley, Chief Compliance
& Sustainability Officer and Sarah
Burgemeister, General Counsel.
See full biographies at heartlandbank.com.
au/management-team
LOOKING AHEAD
Heartland Bank Australia’s focus as a
specialist digital bank is on delivering banking
products which are the best or only of their
kind to underserved areas of the market
in which it has expertise – such as reverse
mortgages for older Australians and finance
options for livestock producers.
As it aims to become the lowest cost provider
in the areas it operates, Heartland Bank
Australia will remain focused on margin
expansion and cost reduction through its
funding mix transition and commitment to
digitalisation.
Through the ongoing integration of business
systems and practices post-acquisition,
Heartland Bank Australia will continue to
identify opportunities to improve operational
efficiencies and digitalise processes,
reducing friction for customers and
contributing to a reduced CTI ratio over time.
Growth in FY2025 is expected to be driven by
ongoing demographic demand for Australian
Reverse Mortgages, and a turnaround in
conditions for Australian Livestock Finance
as market confidence in the sector returns,
supported by the execution of product
development initiatives and distribution
network expansion.
Heartland Bank Australia is well capitalised,
profitable and has good access to
retail deposits to fund its future growth
aspirations. With strong leadership in place,
local expertise and learned experience from
Heartland Bank in New Zealand, Heartland is
confident in what lies ahead for its Australian
bank.
Te kōkiritanga o te
whakamatihikotanga
Accelerating
digitalisation
3 As announced on 23 September 2024, Chris Flood will finish with Heartland on 31 October 2024.

YEAR IN REVIEW
18
A PLATFORM FOR FUTURE
GROWTH AND STABILITY
In November 2023, Heartland Bank
successfully upgraded its core banking
system. The upgrade was a significant
programme of work and investment which
began in the financial year ended 30 June
2021 (FY2021).
The multi-year programme included a
replacement of Heartland Bank’s internet
banking platform to deliver improved
functionality, stability and easier integration
with supporting systems and third-party
platforms. This has increased Heartland
Bank’s opportunity for future innovation and
improved efficiencies.
With cyber threats and events on the rise
globally, data security is critical and was a
key part of this change programme. The new
internet banking platform now provides a
foundation for further customer security
feature enhancements into the future.
ACCELERATING THE
DIGITALISATION PROGRAMME
Since the core banking system upgrade,
Heartland Bank has accelerated its
digitalisation programme of work. Several
features have since been released to
Heartland Bank’s digital platforms (the
Heartland Mobile App and Heartland Digital).
These were focused on enabling increased
customer self-service for many of the
reasons for customer inbound calls, and
further enhancing customer security.
New features released since the upgrade
provide customers with the ability to:
• log in with multi-factor authentication for
improved security when prompted
• reset their own password directly from the
app or Heartland Digital
• view the interest rates for their savings
accounts
• cancel future dated payments
• request loan overpayments be either
refunded or applied to their loan
• generate and download settlement quotes
for Motor Finance loans
• process transactions on multiple signatory
accounts.
In addition, customer letters and statements
are now available online (from the Heartland
Mobile App and Heartland Digital) as the
primary method of distribution – this is
expected to deliver substantial cost benefit
through the reduction of postage.
The impact of Heartland’s increased
digitalisation and automation activity is
expected to be realised through FY2025.
Already, digitalisation combined with
employee training and customer awareness
campaigns to increase adoption contributed
to a 6% reduction in Retail calls and a 9%
reduction in customer service calls in FY2024
compared with FY2023.
LOOKING FORWARD
Ongoing digitalisation and automation
efficiencies are critical to Heartland Bank’s
ability to achieve its FY2028 underlying CTI
ratio ambition. In FY2025, cost savings are
expected to be delivered by aiming to uplift
mobile app customer usage to 60% and
reducing basic inbound customer service
calls by 35%. To support this ambition,
Heartland is working to digitalise over 50%
of its basic banking functions, enabling
customers to self-serve through online
channels, and automate 35% of collections
and operations processes. Eligible customers
will also have the flexibility to self-manage
certain Motor Finance loan repayments from
October 2024.
Through digitalisation and changing the
way it does things, Heartland Bank intends
to become the lowest cost provider in the
areas in which it operates. Ultimately, this is
intended to increase Heartland Bank’s ability
to provide competitive banking products,
grow at scale and deliver enhanced value for
customers and Heartland’s shareholders.
02 WHO WE ARE

21
TĀ MĀTOU PAKIHI
OUR BUSINESS
WHO WE ARE
20
OUR PEOPLE
FemaleMale
Gender
diverse
0
%
49
%
51
%
New Zealand
13
Australia
3
16 locations
Employees
New ZealandAustralia
513
100
$
5.9b
Retail deposits
NZ Banking
$
4.4bAU Banking
$
1.6b
$
1.4b
Wholesale facilities
NZ Banking
$
0.5bAU Banking
$
0.9b
$
0.7b
Bonds and notes
NZ Banking
$
0.2b
AU Banking
$
0.5b
OUR FUNDING & CAPITAL
613
Customers
12.3
%

13,000+
Shareholders
2 All lending portfolio figures exclude FX impact.
1 The number of customers across the Group increased by 12.3% from 30 June 2023 to 30 June 2024. Customer numbers as at 30 June 2023
included Challenger Bank Deposit customers prior to Heartland Bank’s acquisition.
Rural
$
272.0m
Livestock Finance
$272.0m
Personal Lending
$25.4m
Household
$
3.0b
Reverse
Mortgages
$1.1b
Online
Home Loans
$317.6m
Motor
Finance
$1.6b
Household
$
1.9b
Reverse Mortgages
$1.8b
Home Loans
$57.2m
NZ Banking
$
5.1b
Total Receivables
$
7.2b
AU Banking
$
2.1b
OUR LENDING²
Business
$
1.3b
Asset
Finance
$737.0m
Wholesale
Lending
$220.9m
O4B
$86.7m
Business
Relationship
$284.4m
Rural
$
709.7m
Rural
Relationship
$417.5m
Livestock
Finance
$197.7m
Rural
Direct
$94.5m
616
100
14.40%
246
50
20.03%
NZ Banking
(NZ$m)
AU Banking
(AU$m)
CET1
Tier 2
The banking group is well capitalised and has strong access to retail deposits to fund future
growth expectations.
¹

23
1 On 30 September 2024, Jeff Greenslade retired from his role as Heartland CEO and as a Director of Heartland.
2 Appointed Chair 27 June 2024, following the retirement of Ellie Comerford on 26 June 2024.
TE POARI O HEARTLAND GROUP
HEARTLAND GROUP BOARD
WHO WE ARE
22
Greg Tomlinson
Chair and Non-Independent
Non-Executive Director
Appointed 31 October 2018
Committee memberships:
- Heartland Audit and Risk Committee
Jeff Greenslade¹
CEO and Executive Director
Appointed 19 July 2018
Kate Mitchell
Independent Non-Executive Director
Appointed 28 October 2021
Committee memberships:
- Heartland Sustainability Committee (Chair)
- Heartland Audit and Risk Committee
John Harvey
Independent Non-Executive Director
Appointed 30 April 2024
Committee memberships:
- Heartland Audit and Risk Committee (Chair)²
As at the date of this Annual Report. For full profiles, visit heartlandgroup.info
Rob Bell
Independent Non-Executive Director
Appointed 27 June 2024
Simon Beckett
Independent Non-Executive Director
Appointed 27 June 2024

25
1 The Heartland Bank People & Culture and Remuneration Committee was established on 1 July 2024.
2 On 30 September 2024, Jeff Greenslade retired from his role as a Director of Heartland Bank. With effect from 1 October 2024, Andrew Dixson
will be appointed a Non-Independent Non-Executive Director of Heartland Bank, subject to RBNZ non-objection.3 Appointed Chair 30 April 2024.
TE POARI O HEARTLAND BANK (KI AOTEAROA)
HEARTLAND BANK (NEW ZEALAND) BOARD
WHO WE ARE
24
Bruce Irvine
Chair and Independent Non-Executive Director
Appointed 31 December 2015
Committee memberships:
- Heartland Bank People & Culture and
Remuneration Committee (Chair)¹
- Heartland Bank Audit Committee
Jeff Greenslade²
Non-Independent Non-Executive Director
Appointed 31 December 2015
John Harvey
Non-Independent Non-Executive Director
Appointed 31 December 2015
Committee memberships:
- Heartland Bank Audit Committee
- Heartland Bank Risk Committee
Kate Mitchell
Non-Independent Non-Executive Director
Appointed 29 March 2019
Committee memberships:
- Heartland Bank Risk Committee
- Heartland Bank People & Culture and
Remuneration Committee
As at the date of this Annual Report. For full profiles, visit heartlandgroup.info
Shelley Ruha
Independent Non-Executive Director
Appointed 1 January 2020
Committee memberships:
- Heartland Bank Risk Committee (Chair)
- Heartland Bank Audit Committee
Simon Tyler
Independent Non-Executive Director
Appointed 8 November 2022
Committee memberships:
- Heartland Bank Audit Committee (Chair)³
- Heartland Bank Risk Committee
- Heartland Bank People & Culture and
Remuneration Committee
- Heartland Sustainability Committee

27
TE POARI O HEARTLAND BANK (KI AHITEREIRIA)
HEARTLAND BANK (AUSTRALIA) BOARD
WHO WE ARE
26
Geoff Summerhayes
Chair and Independent Non-Executive Director
Appointed 30 April 2024
Committee memberships:
- Heartland Bank Australia Audit Committee
- Heartland Bank Australia Risk Committee
- Heartland Bank Australia People,
Remuneration and Nominations Committee
- Heartland Sustainability Committee
Shane Buggle
Independent Non-Executive Director
Appointed 30 April 2024
Committee memberships:
- Heartland Bank Australia Audit Committee (Chair)
- Heartland Bank Australia Risk Committee
- Heartland Bank Australia People,
Remuneration and Nominations Committee
Lyn McGrath
Independent Non-Executive Director
Appointed 14 February 2022
Committee memberships:
- Heartland Bank Australia Risk Committee (Chair)
- Heartland Bank Australia People,
Remuneration and Nominations Committee
- Heartland Bank Australia Audit Committee
Vivienne Yu
Independent Non-Executive Director
Appointed 30 April 2024
Committee memberships:
- Heartland Bank Australia People,
Remuneration and Nominations Committee (Chair)
- Heartland Bank Australia Audit Committee
- Heartland Bank Australia Risk Committee
As at the date of this Annual Report. For full profiles, visit heartlandgroup.info
Bruce Irvine
Independent Non-Executive Director
Appointed 30 April 2024
Committee memberships:
- Heartland Bank Australia Audit Committee
- Heartland Bank Australia Risk Committee
- Heartland Bank Australia People,
Remuneration and Nominations Committee
Leanne Lazarus
Non-Independent Non-Executive Director
Appointed 30 April 2024
Jeff Greenslade¹
Non-Independent Non-Executive Director
Appointed 30 April 2024
1 On 30 September 2024, Jeff Greenslade retired as a Director of Heartland Bank Australia.

29
TE TIRA WHAKAHAERE
MANAGEMENT
WHO WE ARE
28
Heartland Group
Heartland Bank (New Zealand)
Jeff Greenslade¹
Chief Executive Officer
Andrew Dixson¹
Chief Financial Officer
Chris Flood²
Deputy Chief Executive Officer
Aleisha Langdale³
Chief Performance Officer
Leanne Lazarus
Chief Executive Officer
Michael Drumm
Chief Operating Officer
Andy Wood
Chief Risk Officer
Lana West
Chief People & Culture Officer
Kerry Conway
Chief Financial Officer
Phoebe Gibbons
General Counsel
As at the date of this Annual Report. For full profiles, visit heartlandgroup.info
Heartland Bank (Australia)
Michelle Winzer
Chief Executive Officer
Medina Cicak
Chief Commercial Officer
Sharon Yardley
Chief Compliance &
Sustainability Officer
David Brown
Chief Risk Officer
Richard Collier
Chief Financial Officer
Sarah Burgemeister
General Counsel
Vaughan Dixon
Chief Technology &
Operations Officer
1 On 30 September 2024, Jeff Greenslade retired from his role as Heartland CEO. With effect from 1 October 2024, Andrew Dixson will be
appointed CEO of Heartland, subject to RBNZ non-objection. The Group Chief Financial Officer role will not be replaced.
2 As announced on 23 September 2024, Chris Flood will finish with Heartland on 31 October 2024.
3 With effect from 9 October 2024, Aleisha Langdale will join the Heartland Bank Management team, reporting to Leanne Lazarus, Heartland
Bank CEO.

31
WHO WE ARE
30
KA TŌ HE RĀ, KA RERE HE RĀ
THE END OF AN ERA
Q: Can you tell me about Heartland’s
formation and your role in it?
I felt I had done my time in large banks and
was looking for a challenge. In 2009, the
opportunity came along to join Pyne Gould
Corporation (PGC) which was the parent
company of MARAC Finance (Marac). T h e
purpose of my role was to revisit PGC’s
objectives and guide Marac into becoming
a bank.
This coincided with the global financial
crisis crash and it turned out Marac had a
major balance sheet issue with its property
exposures. However, it had a strong business
in vehicle finance which provided the
earnings to support a recapitalisation.
Then, in 2010, we came together with
Canterbury Building Society (CBS) and
Southern Cross Building Society (SCBS)
with the idea that together we had greater
prospects of becoming a bank.
That’s when Geoff Ricketts got involved,
joining Bruce Irvine and Greg Tomlinson.
Geoff joined through SCBS, Bruce through
PGC and Greg came in from Marac’s
recapitalisation. They are the three key
people who have been the Chairs of the
various companies along the way and I feel
very lucky to have had them as mentors and
be able to utilise their various different skills.
In 2011, the merger to create Heartland
Building Society happened and we listed
on the NZX. Soon after, we bought PGG
Wrightson Finance. In 2012, we obtained
our banking registration from the RBNZ.
That was the end of the first major chapter
for Heartland.
Then we started again. What do we do with
this new bank?
The thing that stood out for me was the
need to create a different bank. We couldn’t
just be a smaller version of a big bank. We
lacked scale. We lacked distribution. At the
time, we had a lot of debates at Board level
on opening more branches, transactional
banking or launching a residential mortgage
offering. But eventually commonsense and
logic prevailed. We couldn’t do those things
because we wouldn’t be able to meet an
acceptable return.
And that’s where the best or only strategy
came from. Everything we did had to have
a point of differentiation which delivered a
higher margin. That allowed us to grow and
formed the second phase. We had become a
bank, now we needed to reinvent the bank.
In line with the best or only strategy, in
2014 we bought the Reverse Mortgage
businesses. It was the New Zealand reverse
mortgage book that we wanted, but that
came with the Australian book. After buying
both, the Australian book started to flourish
and grow much faster. That led to the third
stage – how to fuel exceptional growth
potential in Australia.
We listed on the ASX, bought the StockCo
Australia livestock finance business, and,
after acquiring Challenger Bank earlier this
year, we brought the Australian businesses
together to create Heartland Bank Australia.
Heartland has had significant growth
since forming in 2011. We’ve seen growth in
Receivables from $1.7 billion as at 30 June 2011
to $7.2 billion as at 30 June 2024.
In the same period, our NPAT has increased
from $7.1 million to $74.5 million (or $102.7
million on an underlying basis).
Q: What’s the fourth phase?
The fourth phase for Heartland is about
simplification via technology with the
ultimate goal of having the lowest CTI ratio
of any bank in New Zealand and Australia.
Alongside having different products that
other banks don’t do, this phase is really
about harnessing technology, simplifying
what we do, eliminating friction and
eliminating areas of inefficiency. We need
to speed up our operations – if you can’t do
something quickly, you can’t do it cheaply.
If you can’t do something cheaply, you have
to question why you are doing it at all. And
that may mean jettisoning some products
along the way.
Q: Why the name Heartland?
In media coverage at the time, “Heartland”
was used to refer to the bank we were
creating as one that represented the
heartland of New Zealand. It made sense.
We had a good regional bias – SCBS was
Auckland based, but CBS and Marac had
southern roots.
The name also sat well with depositors, with
good sentiment around being local and New
Zealand owned. The Crown retail deposit
guarantee scheme was about to expire at the
end of December 2011, so our main focus was
on retaining depositors in a post-guarantee
world.
And no one else could come up with
anything better!
Q: Looking back on your time as CEO, what
are you most proud of?
The success of our best or only strategy,
and particularly the digitalisation work that
we have done, and continue to do, has been
exciting and enjoyable.
Latterly, bringing the Australian bank
acquisition to a successful conclusion.
I saw Geoff Ricketts the day before he
passed and that was one thing he asked
me to promise – not to leave until we had
obtained a banking licence in Australia. Geoff
had substantial experience in Australian
companies as a director. He knew the
market well and could see the potential for
Heartland. I’m pleased to have been able to
deliver on that promise.
Q: When you reflect on Heartland’s impact
on its customers and communities, what
stands out?
It’s vital to have a strong sense of social
purpose. With Reverse Mortgages, we
are making retirement better for older
Australians and New Zealanders. Livestock
Finance gives farmers in both countries
better options to manage their business
with more flexibility. Similarly in Motor
Finance, we’re giving people options to be
able get into safer or better cars.
Our Manawa Ako internship programme
stands out as being a great contribution
internally, but also externally. Through this
programme we’ve learnt a lot about why
Māori aren’t represented in the financial
industry. The whole concept of whakamā
(shame or embarrassment) and therefore
making sure people feel welcome in what can
be an intimidating environment. And there
have been some great stories and people
we’ve been able to give some opportunities
and experience to along the way.
Q: What’s next for you?
I’m in the very happy situation of being able to
say I really don’t know. I mean that in a good
way. It’s nice for the first time in my life to say,
“I don’t know”, and it doesn’t bother me. I’m
not going to rush into anything. I’m going to
take my time and have an open mind.
Jeff hands the reigns to Andrew Dixson,
previously Group Chief Financial Officer,
who will be appointed Heartland CEO with
effect from 1 October 2024¹.
1 Subject to RBNZ non-objection.
After 15 years, on 30 September 2024,
Jeff Greenslade retired from his role
as CEO of Heartland.
In this interview, Jeff reflects on his time at Heartland,
including how the company came to be a trans-Tasman
specialist banking group, and the moments he’s most proud of.

33
Through its sustainability
strategy, Heartland is
committed to sustainable
practices that not only
minimise its environmental
footprint, but also make
positive contributions to
its communities and enrich
the lives of its people and
customers.
Environment
Support the just
transition to a net-zero
economy.
People
Create a pathway and
place for Heartland’s
people to grow, thrive
and be empowered to
achieve Heartland’s
goals as one team.
Care for the
communities Heartland
operates in.
Care for Heartland’s
customers.
Financial
wellbeing
Support the
financial wellbeing of
Heartland’s customers
and communities.
03 SUSTAINABILITY

35
SUSTAINABILITY
34
TE TAIAO
ENVIRONMENT
Heartland’s environmental sustainability strategy is underpinned by
three key pillars. Together, these help Heartland fulfil its commitment
to supporting the just transition to a net-zero economy.
1. Build the capability to appropriately take climate change risks into
consideration when making lending decisions.
2. Fund Heartland’s borrowers’ transition to a net-zero economy.
3. Embed sustainability into what Heartland does.
Climate reporting
The Financial Sector (Climate-related Disclosures and Other Matters) Amendment Act
2021 introduced a mandatory reporting regime for climate-related disclosures in New
Zealand in the financial year ended 30 June 2022 (FY2022), with effect from FY2024.
Heartland’s Sustainability Committee was established in November 2023 to oversee
Heartland’s sustainability strategy and implementation plans. With the direction of
this new Board committee, Heartland is pleased to have published its first Climate
Report in line with the Financial Sector (Climate-related Disclosures and Other
Matters) Amendment Act. The Heartland Climate Report 2024 provides insight into
Heartland’s environmental journey, including achievements, challenges, climate-
related risks and opportunities and future targets.
For a comprehensive review of Heartland’s environmental journey, refer to the
Heartland Climate Report 2024 available at heartlandgroup.info/sustainability.
HEARTLAND’S COMMITMENT:
Support the just transition to a net-zero economy.
HOW: Build the capability to appropriately take climate change risks into consideration when
making lending decisions.
FY2024 TARGET FY2024 PROGRESS
Climate-related risk
analysis.
Heartland has made significant progress in FY2024 in its capability
to appropriately take climate change risks into consideration when
making lending decisions. Heartland completed scenario analysis
to better understand the resilience of its business strategy in light
of possible climate-related risks. Climate change is a significant and
complex problem that will impact Heartland and its stakeholders
differently.
Refer to page 6 of the Heartland Climate Report 2024 for
further information on Heartland’s scenario analysis.
Implementation of a
climate risk tool and
calculating financed
emissions.
Heartland engaged Jupiter Intelligence, a climate risk modelling
software company, enabling Heartland to understand its exposure
to potential climate hazards through to 2100. Understanding the
potential impacts of climate-related events will allow Heartland to set
risk-appetite targets for lending within its New Zealand and Australian
businesses as part of its climate risk management strategy.
Refer
to the Heartland Climate Report 2024 for further information on
climate-related risks and hazards.
Establish a
Sustainability
Committee.
Heartland’s Sustainability Committee was established in
November 2023 to oversee Heartland’s sustainability strategy
and implementation plans. The Committee is made up of directors
of Heartland, Heartland Bank and Heartland Bank Australia. The
Committee meets quarterly to consider climate-related risks and
opportunities and provide updates, guidance and leadership regarding
climate initiatives.

37
SUSTAINABILITY
36
HOW: Fund Heartland’s borrowers’ transition to a net-zero economy.
FY2024 TARGET FY2024 PROGRESS
Increase lending
to new generation
vehicles.
Of all vehicles funded within Heartland’s Motor Finance portfolio in
FY2024,15% were new generation (hybrids (HEVs), Plug-in hybrids
(PHEVs), and battery electric vehicles (BEVs)), compared with 10% in
FY2023.
In December 2023, Heartland announced its white labelled MG Finance
partnership with MG Motors New Zealand. This finance offering
provides Heartland’s borrowers a range of flexible finance solutions
for the entire MG range, including HEVs, PHEVs and BEVs. In February
2024, Heartland Bank became one of Tesla’s two preferred finance
providers in New Zealand, offering an online finance solution to help
more Kiwi drive electric vehicles.
Identifying
climate-related
opportunities.
Through scenario analysis, Heartland has a better understanding of
the resilience of its business strategy in light of climate-related risks
and opportunities.
Refer to the Heartland Climate Report 2024 for
further information on climate-related opportunities.
Baseline carbon
footprint analysis for
Australian Livestock
Finance.
Heartland’s Australian livestock business, StockCo Australia,
partnered with Australian farmer-led software provider, Ruminati, for
a two-year pilot project. Ruminati is an online emissions calculator
created by farmers for farmers. The platform provides producers
accurate climate data and emissions information to help producers
across Australia track and validate on-farm climate action throughout
the supply chain.
Funding low
emissions assets.
Heartland is positioning itself in the low emission heavy to medium
duty transport and yellow goods space and has established
partnerships with two national distributors. Heartland intends to
continue exploring opportunities to fund low emission assets in these
spaces in FY2025.
1 Includes Scope 1, 2 and select Scope 3 emissions that Heartland has operational control over including freight, flights, car rentals, taxi,
working from home emissions, electricity transmission losses and waste generated in operations.
HOW: Embed sustainability into what Heartland does.
FY2024 TARGET FY2024 PROGRESS
Replace remaining
vehicle fleet with new
generation vehicles.
As at 30 June 2024, Heartland Bank had replaced 91% of its vehicle
fleet with new generation vehicles.
Set long-term
greenhouse gas
(GHG) emissions
reduction targets.
Heartland’s long-term GHG emissions reduction target is to reduce
its operational emissions in line with the Paris Agreement to net-zero
by 2050. Since its base year (being the financial year ended 30 June
2019 (FY2019)), Heartland has achieved a 40% reduction in operational
emissions.¹
Engage with Rural
borrowers to
understand their
emissions profiles
and environmental
sustainability
practices.
In FY2024, Heartland began surveying its Rural and Livestock Finance
borrowers in New Zealand to understand their current and planned on-
farm environmental sustainability practices. However, some responses
indicated uncertainty within the sector and were inconclusive. As
a result, Heartland paused the survey to explore a more effective
method for assessing borrowers' emissions profiles and sustainability
practices. This includes examining existing information from
borrowers' key partners to gain a more comprehensive understanding
of their emissions profile. This process started in FY2024 and is
expected to be completed in FY2025.
LOOKING FORWARD TO FY2025
Heartland intends to build on its FY2024 progress in FY2025 through
engaging with its people, customers and key suppliers to reach the
following targets.
• Reduce Heartland’s absolute gross operational emissions by 35%
by the end of FY2025, from its FY2019 base year.
• Increase the percentage of new generation vehicles funded through
Motor Finance to more than 15%.
• Extend Heartland’s physical climate risk identification tool to
the credit assessment process for Online Home Loans, Reverse
Mortgages, Australian Livestock Finance, and New Zealand Rural and
Livestock Finance borrowers.
• Develop and execute a climate-related customer communication
and education strategy in partnership with subject matter experts in
FY2025.
• Engage with the 100 largest Australian Livestock Finance and New
Zealand Rural and Livestock Finance borrowers in each of Australia
and New Zealand to understand their on-farm emissions by the end of
FY2025, and ensure they have an emissions reduction plan in place by
the end of the financial year ending 30 June 2026 (FY2026).
• Develop Heartland’s Transition Plan detailing how Heartland intends
to reduce its operational emissions to net-zero by 2050 and reduce
the climate-risk and emissions intensity of its lending books.
For more information on Heartland’s environmental journey, refer to
Heartland’s Climate Report at heartlandgroup.info/sustainability.

39
SUSTAINABILITY
38
HOW: To be a workplace where Māori can succeed as Māori and create a pathway to being an
employer that is welcoming to all cultures and ethnicities.
FY2024 TARGET FY2024 PROGRESS
Extend community
engagement for
Heartland’s Manawa
Ako internship
programme.
The Manawa Ako internship programme reached a broader network of
applicants by leveraging business relationships and connections. This
included recruiting interns from Manurewa High School, Ngā Puna O
Waiōrea (Western Springs College) and Ngāti Whakaue.
Through engaging with a wider network, Heartland welcomed 30
interns in FY2024 – the largest cohort for Manawa Ako since its
inception in 2017. 140 rangatahi have participated in the programme
since 2017.
At 30 June 2024, 15 former Manawa Ako interns were employed by
Heartland. Seven of which are from the FY2024 Manawa Ako cohort.
FY2025 TARGETS
• Heartland is committed to supporting Māori and Pasifika in the banking industry. Heartland
will achieve this through membership in the New Zealand Banking Association (NZBA) Ta w h i a
(Māori Bankers Association) committee, close association with InZone Education Foundation
and Heartland’s annual Manawa Ako internship programme.
• Heartland will extend its engagement to an even broader network of schools across
Auckland to offer opportunities to apply for the Manawa Ako internship programme in FY2025.
NGĀ TĀNGATA
PEOPLE
HEARTLAND’S COMMITMENT:
Create a pathway and place for Heartland’s people to grow, thrive
and be empowered to achieve Heartland’s goals as one team.
HOW: Establish Heartland as a recognisable and desirable employer of choice to attract,
develop and enable exceptional talent.
FY2024 TARGET FY2024 PROGRESS
Seek employee
insight on how
Heartland can
become a more
recognisable and
desirable employer.
Heartland began using surveys to gain employee insights as part
of the integration of Challenger Bank employees from acquisition
completion. These surveys were originally intended for broader
employee engagement. However, Heartland’s focus shifted following
the acquisition of Challenger Bank in April 2024 and the subsequent
integration of Challenger Bank employees with Heartland Finance and
StockCo Australia employees to form Heartland Bank Australia.
The surveys were tailored to better support a positive integration for
employees into Heartland post-acquisition.
Continue to
offer successful
initiatives, including:
• participation
in the Rotary
Young-Person
Leadership
Awards (RYLA)
youth programme
• facilitating the
Rangatahi (Youth)
Advisory Board
programme
• continuing to grant
Mātāpono Awards.
Rotary Young-Person Leadership Awards
This week-long, immersive programme includes presentations,
workshops and activities aimed at enhancing teamwork and
communication skills. Heartland nominates and sponsors selected
employees to participate, and in FY2024, four emerging leaders from
Heartland took part in the RYLA programme, of which 50% were female.
Rangatahi (Youth) Advisory Board
Heartland appointed 10 new members to the Board in FY2024, who
sit alongside four existing members. The Board is made up of nine
males and five females across Heartland’s Australian and New Zealand
businesses, who each bring their unique perspective and innovative
ideas to the group.
Mātāpono (Values) Awards
Heartland’s Mātāpono Awards are presented quarterly. In FY2024, 40
individuals across Australia and New Zealand received these awards,
with 90% of the winners being non-leaders. Of the winners, 55% were
female and 45% were male.
New initiatives
Multiethnic Young Leaders NZ
In FY2024 Heartland also became a Corporate Impact Investor of
Multiethnic Young Leaders NZ (MYLN). This is a network of young
leaders who are committed to championing diversity in leadership,
empowering Māori, Asian, Pacific and ethnic minority rangatahi
(youth). As a Corporate Impact Investor, Heartland is invited to attend
MYLN’s events, workshops and programmes – which it shares with
employees.
Heartland has two employees participating in the 3 Kapu Kawhe
Mentorship Programme provided by MYLN. This short-term mentoring
programme by MYLN is designed for ethnically diverse professionals
aged 35 and under who show potential for impactful leadership.
Participants are matched with executives and directors from New
Zealand organisations for three one-hour mentoring sessions over
six months. In return, mentees will have three coffee meetings with a
student leader in tertiary education or their final year of high school.

41
2 Heartland’s pay gap reporting includes pay for all New Zealand employees, including base pay and discretionary payments.
SUSTAINABILITY
40
FY2025
TARGETS
• Heartland intends to
commence an annual
employee culture and
engagement survey
to be conducted
across all of Heartland.
A baseline will be
created and progress
monitored against
targets annually.
HOW: Create an inclusive, engaging environment for employees where gender balance
and diverse ethnic representation is achieved at all levels for the organisation, leading to
exceptional experiences for Heartland’s people and customers.
FY2024 TARGET FY2024 PROGRESS
Reduce pay gaps
Heartland is
dedicated to
advancing its efforts
in reducing gender
and ethnicity pay
gaps.
Heartland has seen a reduction in the pay gaps between men and
women, between Māori and non-Māori, and between Pasifika and non-
Pasifika in the last year.²
• Gap between median pay of men and women across all NZ roles has
reduced by 6.1% since 30 June 2023 to 21.9%.
• Gap between median pay of non-Māori and Māori across all NZ roles
has reduced by 4.6% since 30 June 2023 to 23.4%.
• Gap between median pay of non-Pasifika and Pasifika across all NZ
roles has reduced by 9.9% since 30 June 2023 to 17.1%.
Increase gender
balance
Heartland
tracks gender
representation and
leadership roles
throughout the year.
In FY2024, there was an 8% increase in the percentage of women
in management roles, rising to 38%. The Heartland Bank Board
maintained 33% female representation, unchanged from FY2023.
While the Heartland Board includes one female member (17%), the
newly established Heartland Bank Australia Board has 43% female
representation. Refer to the table on the next page for the gender
diversity of directors and employees of the Group in New Zealand and
Australia.
Improve
accessibility
Heartland is
dedicated to
enhancing
accessibility for
older customers and
those with physical
or hidden disabilities
to ensure a more
inclusive experience
for all.
Heartland has combined its Accessibility and Vulnerable Customers
committees into one broader Accessibility Committee.
Heartland has renewed its status as a Hearing Accredited Workplace
in New Zealand for another year with the Foundation for the Deaf and
Hard of Hearing. In Australia, Heartland celebrated National Week of
Deaf People in September 2023 to increase awareness and education
about the Deaf community among Heartland’s employees.
For New Zealand Sign Language Week in May 2024, Heartland hosted
Sign Language workshops to promote inclusivity.
Maintained Rainbow Tick accreditation and
joined the Welcome Here Project
Heartland Bank in New Zealand has successfully renewed its Rainbow
Tick accreditation for another year, having initially received this
certification in 2019.
In continuing its ongoing commitment to accessibility and diversity,
Heartland has joined The Welcome Here Project in Australia and has
replicated the concept of this project in New Zealand. The Welcome
Here Project supports businesses in Australia to create an environment
that is visibly welcoming of lesbian, gay, bisexual, transgender, queer
and intersex (LGBTQI+) communities. Members are provided with
Welcome Here rainbow stickers and a charter to prominently display,
signalling that their business welcomes and celebrates LGBTQI+
diversity.
In FY2024 Heartland’s Rainbow Committee conducted a Rainbow 101 and
Active Allyship workshop through Rainbow Tick, which had significant
uptake from Heartland employees and educated participants on the
foundations of what it means to be inclusive of the LGBTQI+ community.
GENDER DIVERSITY
PositionsFemaleMaleGender DiverseNot statedTotal
As at 30 June 2024
Board - Heartland1 (17%)5 (83%)006
Board - Heartland Bank2 (33%)4 (67%)006
Board - Heartland Bank Australia3 (43%)4 (57%)007
Management
³
8 (38%)13 (61%)0021
All People Leaders (excl Management)45 (47%)51 (53%)0096
All staff (excl Board)311 (51%)302 (49%)00613
As at 30 June 2023
Board - Heartland2 (40%)3 (60%)005
Board - Heartland Bank2 (33%)4 (67%)006
Management
³
3 (30%)7 (70%)0010
All People Leaders (excl Management)48 (46%)56 (54%)00104
All staff (excl Board)279 (52%)251 (47%)3 (0.6%)2 (0.4%)535
Other achievements in FY2024
3 Management represents Heartland’s Officers for the purposes of the NZX Listing Rules.

43
4 This excludes one-off donations made in FY2023, totalling $45,000, to support disaster relief funds.
SUSTAINABILITY
42
FY2025 TARGETS
• Heartland intends to continue to focus on achieving gender balance in all levels at Heartland,
including by leveraging its Growing Families, Rainbow and Kia Eke employee groups. Heartland
also intends to continue its commitment to disclosing its gender pay gap in New Zealand
through Mind the Gap.
• Heartland is committed to diversity and inclusion and creating an environment where all
employees can thrive. Heartland Bank will do this in New Zealand by retaining its accreditations
as a Living Wage Employer, for the Rainbow Tick (NZ), and its Hearing Accreditation with the
National Foundation for the Deaf and Hard of Hearing, by being a member of Mind the Gap.
• To ensure Heartland is a welcoming space for diverse employees in its Australian business,
efforts are underway to achieve Bronze Status in the Australian Workplace Equality Index, as
published by Pride in Diversity. This index serves as the Australian equivalent of the Rainbow Tick
and will further reinforce Heartland’s commitment to being an inclusive and uplifting place to work.
HOW: Heartland gives back to the community through grants, sponsorships and
active volunteering.
FY2024 TARGET FY2024 PROGRESS
Increasing
commitment to
wellbeing through a
renewed partnership
with Lifeline Aotearoa.
With funds provided by the Heartland Trust, in FY2024 Heartland
increased its support for initiatives that foster positive mental health
and wellbeing in the community,⁴ including Lifeline Aotearoa and
grants provided to the Sir John Kirwan Foundation’s mental health
initiative Mitey, Auckland City Mission and Sweat with Pride.
Continue to give
back through
the Heartland
Trust, a registered
charitable trust that is
independent from but
closely supported by
Heartland Bank.
In FY2024, more than $690,000 was funded through the Heartland
Trust in the form of grants to community organisations and initiatives
in the areas of education and learning, arts and culture, mental health
and wellbeing, and sport and physical wellbeing.
For more information on the organisations receiving support from the
Heartland Trust, refer to heartland.co.nz/about-us/sponsorship
Increase volunteer
day participation.
Heartland launched an awareness campaign to educate employees
and senior leaders about volunteer days and the types of activities
that can be included within them. Heartland acknowledges the
positive impact that volunteering has on building employee wellbeing
and a sense of connection and therefore offers one paid volunteer day
per year to each employee.
FY2025 TARGETS
• Heartland is committed to supporting the communities it operates in, including giving back
through the Heartland Trust. Heartland will review the funding categories of the Heartland
Trust to ensure funding is allocated to areas where Heartland can have the greatest impact in
the community.
• Heartland intends to continue promoting the use of volunteer days to increase the use of
these days in both New Zealand and Australia.
HEARTLAND’S COMMITMENT:
Heartland cares for its communities.
HOW: Heartland provides competitive and flexible products that aim to improve the lives
of its customers.
FY2024 TARGET FY2024 PROGRESS
Continue to be
recognised for
exceptional value
and innovation
through maintaining
its streak of Canstar
NZ recognition, and
recognition in the
Australian market for
its Reverse Mortgage
product.
Australian Mortgage Awards
Heartland Bank Australia has been shortlisted as an excellence
awardee in the Bank of the Year category for the 2024 Australian
Mortgage Awards.⁵ The Australian Mortgage Awards celebrate
achievements and acknowledges excellence across the financial
sector, including brokers, aggregators, lenders, business development
managers and more.
Savings Bank of the Year
Heartland Bank in New Zealand has been awarded Canstar’s Savings
Bank of the Year for seven consecutive years.⁶ The Canstar Bank of
the Year – Savings Award is awarded to the institution that provides
the strongest combination of products, accounting for the price
positioning, features, savings tools and flexibility of the products
assessed within Canstar’s rating profiles.
Three of Heartland Bank’s savings accounts were also awarded
Canstar Outstanding Value awards, each with a 5-Star Rating:
• Direct Call Account: Outstanding Value Savings Account, 2018 – 2024
• 90 Day Notice Saver: Outstanding Value Savings Account, 2023 – 2024
• 32 Day Notice Saver: Outstanding Value Savings Account, 2022 – 2024.
Due to its recent market entry in October 2023, Heartland Bank’s Digital
Saver Account was not eligible for an Outstanding Value Award or Star
Rating this year.
Commission
research to better
understand the
needs of older New
Zealanders and
Australians.
Heartland’s Reverse Mortgage teams in New Zealand and Australia
have collaborated with RMIT University (RMIT), which has released a
research paper on the post-COVID-19 enablers and barriers to ageing
well in place. The report explores the benefits, risks and decisions
associated with ageing in place and assesses some of the planning
considerations required by individuals, government departments and
agencies and industries to support people to remain in their home as
they age. Previous research conducted by RMIT reported that almost
90% of older Australians wish to ‘age in place’.
FY2025 TARGETS
• Heartland is committed to delivering exceptional value and banking innovation to its
customers. Heartland aims to uphold its streak of recognition by Canstar NZ and gain further
recognition in the Australian market for its Reverse Mortgage product.
HEARTLAND’S COMMITMENT:
Heartland cares for its customers.
5 Announced August 2024.
6 Awarded July 2024.

45
SUSTAINABILITY
44
FY2025 TARGETS
• Heartland will support eligible Motor Finance borrowers to manage certain
repayments and avoid arrears through ‘Manage loan’ functionality (One-Click).
The first release of One-Click will provide eligible Motor Finance customers with the
flexibility to self-manage their vehicle loan repayments digitally via the Heartland
Mobile App.
• Release further features to the Heartland Mobile App.
• Update direct debit details
This feature will enable Motor Finance customers to update their direct debit
date and frequency. Heartland is also looking to allow updates to the direct
debit account.
• Confirmation of Payee
The Confirmation of Payee initiative, being led by the NZBA, aims to enhance the
security of online banking transactions by verifying the payee’s account details
before completing a payment.
• Other updates
Other updates to the Heartland Mobile App include allowing users to update
their tax information and set communication preferences via the app.
• Introduce a solution to provide fraud detection, monitoring and management
capabilities to protect Heartland Bank’s customers against unauthorised dealings
when interacting with Heartland Bank’s ecosystem (i.e. while applying for credit or
transacting with existing accounts).
HOW: Enhance economic outcomes for customers through digitalisation.
FY2024 TARGET FY2024 PROGRESS
Support borrowers to
manage their repayments,
avoiding arrears.
Heartland has made significant progress towards offering eligible
Motor Finance customers flexibility to self-manage certain loan
repayments (One-Click). The development and architecture are
largely complete, and extensive testing is underway.
Continue to increase
digital self-service
functionality.
The implementation of Heartland Bank’s core banking system
upgrade has enabled the release of further features to its digital
banking platforms to enhance customers’ ability to self-service.
See page 18 for more information on these features.
TE ORANGA Ā-AHUMONI
FINANCIAL WELLBEING
HEARTLAND’S COMMITMENT:
Support the financial wellbeing of Heartland’s
customers and communities.
HOW: Ensure customers can benefit from Heartland’s digitalisation journey.
FY2024 TARGET FY2024 PROGRESS
Provide digital access
to New Zealand Reverse
Mortgage customers.
Heartland intended to create a mobile app for its New Zealand
Reverse Mortgage customers in FY2024, however this was
delayed due to the prioritisation of other strategic initiatives.
This development is still a focus for Heartland, although
development may be further delayed to FY2026.
Deliver educational
events to improve digital
capability.
Heartland intended to host a series of events to educate
Heartland’s customers on how to use mobile devices and
applications, including the Heartland Mobile App, in order
to improve their confidence and capability using digital
tools. These events did not take place in FY2024 due to the
prioritisation of other strategic initiatives.
Other achievements in FY2024
FY2025 TARGETS
See Financial wellbeing targets listed on the previous page.
Provided digital access for customers to
manage their funds on the go
Heartland Bank’s Digital Saver account launched in October 2023 and has helped
over 4,000 Kiwi access their funds digitally in FY2024. This low-touch, self-service
account provides Kiwi an additional savings investment option, with no monthly fees,
unlimited withdrawals and the flexibility to easily access their funds if they need to,
without being penalised for withdrawing more funds than deposited in any given
month.
A Heartland Bank Digital Saver account can be opened online and self-managed
by customers through the Heartland Mobile App or through Heartland Bank’s online
banking platform, Heartland Digital.
“ I’m very new to the concept of high-yield
savings accounts, and I was amazed at the
interest rates offered by Heartland Bank’s
90 Day Notice Saver and digital savings
accounts. I am so glad I made the decision to
invest with Heartland Bank.”
Heartland Bank Deposit customer

SUSTAINABILITY
46
How: Ensure Heartland’s values and commitments are shared by its suppliers.
FY2024 TARGET FY2024 PROGRESS
Set supplier sustainability
targets to enhance
sustainability and ensure
Heartland’s values and
commitments are shared by
its suppliers.
In FY2024, Heartland engaged a third-party management
system to facilitate engagement with its New Zealand based
landlords and Heartland’s top suppliers responsible for over 50%
of its total expenditure. A survey was sent to these groups to
understand their emissions and strategies for reducing them.
Heartland is yet to receive all responses to this survey which
has delayed the ability to set supplier sustainability targets in
FY2024.
FY2025 TARGETS
• Heartland intends to analyse the survey results from its New Zealand based landlords and
its top suppliers responsible for over 50% of total expenditure across its Australian and
New Zealand locations. This analysis will give Heartland insight into each entity’s emissions
and emission reduction targets, helping to better align Heartland’s sustainability
practices across the Group.
04 DISCLOSURES

49
1 For Heartland and Heartland Bank, this has been the case since November 2023. Please refer to the ‘Corporate governance’ section of
Heartland’s FY2023 Annual Report for more information.
2 Separate Codes of Conduct were adopted from completion of the Challenger Bank acquisition.
DISCLOSURES
48
This corporate governance statement describes Heartland’s
corporate governance policies and practices as at 30 June 2024 and
has been approved by the Board.
Heartland has reported against the NZX
Corporate Governance Code (NZX Code)
dated 1 April 2023.
Heartland, as the parent company of the
Group, is committed to ensuring that
Heartland’s policies and practices reflect
current best practice, in the interests
of Heartland’s shareholders and other
stakeholders.
In addition to information about Heartland’s
corporate governance policies and
practices, this section includes information
about Heartland Bank and Heartland Bank
Australia’s corporate governance policies and
practices, where relevant.
Heartland Bank and Heartland Bank
Australia each have their own Board and
Board Committees and make independent
decisions (including on corporate
governance matters). Heartland and
Heartland Bank have developed a Heartland
Entities Oversight Governance Framework
(Oversight Framework), which was adopted
by their respective Boards from completion
of the acquisition of Challenger Bank (now
Heartland Bank Australia). The Oversight
Framework balances the importance of
strong governance by the respective boards
of directors of Heartland Bank and Heartland
Bank Australia to ensure the prudent
management of their own business and risks,
alongside the need for Group-wide oversight
of all material risks.
Heartland, Heartland Bank and Heartland
Bank Australia Board and Committee
meetings are held separately.¹ In the case
of Heartland and Heartland Bank, only the
respective Chairs are attendees at both
meetings. The Chair of Heartland Bank
and the respective CEOs of Heartland and
Heartland Bank were also directors on the
Heartland Bank Australia Board as at 30 June
2024, having been appointed from completion
of the Challenger Bank acquisition.
Heartland’s key corporate governance
policies and practices either apply to, or
have been adopted by, Heartland Bank and
Heartland Bank Australia (as applicable).
Other than in respect of the matters
explained in response to Recommendations
2.9, 3.3, 3.4 and 8.4 below, Heartland was in
compliance with the corporate governance
recommendations contained in the NZX Code
as at 30 June 2024.
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.
Codes of Conduct – Recommendation 1.1
Heartland has separate Codes of Conduct
for New Zealand and Australia² and also a
Directors’ Code of Conduct. These Codes of
Conduct set out the ethical and behavioural
standards expected of Group directors,
employees and intermediaries and are
available on Heartland’s shareholder website,
heartlandgroup.info.
The Codes of Conduct cover a wide range of
areas, including:
• Heartland’s responsibilities towards
shareholders and the financial community,
its customers, clients and service
providers, and its employees
• conflicts of interest, including the receipt
of gifts and other corporate opportunities
TE URUNGI Ā-RANGATŌPŪ
CORPORATE GOVERNANCE
• confidentiality
• the recommended procedure for advising
Heartland of a suspected breach in
accordance with the applicable Heartland
Employee Whistleblowing Policy.
Suspected breaches of the Codes of Conduct
may be reported in accordance with the
relevant Heartland Whistleblowing Policy or
directly to Group Management. Whistleblower
cases are addressed in accordance with the
applicable Whistleblowing Policy. Suspected
breaches reported directly to Group
Management are addressed in accordance
with Heartland’s disciplinary process as
appropriate.
Every new director or employee is provided
with a copy of the relevant Code of Conduct
and is required to read it and each new
employee is required to attest to their
understanding of it. Employees are trained
on the relevant Code of Conduct annually
and required to review and repeat their
attestation to their understanding of it.
Each director and employee has an obligation,
at all times, to comply with the spirit as well as
the letter of the law, and to comply with the
principles of the relevant Code of Conduct,
including exhibiting a high standard of ethical
behaviour. The Codes of Conduct are subject
to annual review. Various Heartland policies,
frameworks and standards expand upon the
topics in the relevant Code of Conduct, for
example, Heartland’s Conduct Management
Framework, Employee Whistleblowing Policies
and Gift and Hospitality Policy.
Heartland, Heartland Bank and Heartland
Bank Australia provide all employees with
access to independent and external
whistleblowing hotlines.
Insider Trading Policy –
Recommendation 1.2
Heartland has an Insider Trading Policy
which applies to all directors, employees
and contractors of the Group. In addition to
the prohibition on insider trading, directors,
employees and contractors are prohibited
from buying or selling the Group’s quoted
financial products during ‘blackout periods’
– which are periods that commence 30 days
prior to the end of the half-year and the
full-year and 30 days prior to the release of a
product disclosure statement, prospectus
and/or investment statement for a general
public offer of any quoted financial products,
and generally end, respectively, once the
financial results from the half-year or the
full-year or disclosure document has been
released to the market. Additional blackout
periods may also be notified from time to time.
All of the Group’s directors, senior officers
and certain other designated persons are
required to obtain consent before buying or
selling the Group’s quoted financial products
outside of blackout periods, and to certify
that their decision to buy or sell has not been
made on the basis of inside information.
The Board continually assesses, with the
assistance of the Boards of Heartland Bank
and Heartland Bank Australia, whether any
matters under consideration are likely to
materially influence Heartland’s share price
and therefore whether additional trading
restrictions should be imposed on directors,
employees and contractors.
The Insider Trading Policy is available
on Heartland’s shareholder website,
heartlandgroup.info. Through its share
registrar, MUFG Corporate Markets (formerly
Link Market Services), Heartland actively
monitors trading in Heartland shares
by directors, officers and certain other
designated persons.
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 – Recommendation 2.1
The Board is responsible for corporate
governance, setting the Group’s overall
strategic direction and having Group-wide
oversight of all material risks.
The Board Charter regulates Board procedure
and describes in detail the Board’s role and
responsibilities and the role of Management.
The Board Charter is available on Heartland’s

51
3 Heartland Bank’s acquisition of Challenger Bank completed on 30 April 2024. Challenger Bank was subsequently rebranded to Heartland
Bank Australia, and the current Heartland Bank Australia Board held its first meeting as part of the Group on 1 May 2024.
4 The Heartland Corporate Governance, People, Remuneration and Nominations Committee was disestablished by the Heartland Board on 1
July 2024.
5 The Heartland Sustainability Committee was established by the Heartland Board on 9 November 2023.
6 E F Comerford resigned from the Heartland Board on 26 June 2024.
DISCLOSURES
50
shareholder website, heartlandgroup.info.
The Board establishes objectives, strategies
and an overall policy framework in respect
of those matters applicable at a Group-wide
level within which the Group’s business is
conducted.
The Board schedules regular meetings at
which it receives briefings on key strategic
and operational issues from Management,
together with updates from the Chairs of
the respective Board Committees, the Chair
of the Heartland Bank Board and the New
Zealand directors who sit on the Heartland
Bank Australia Board.
In light of the acquisition of Challenger
Bank (now Heartland Bank Australia), and
the consequent changes to the boards of
Heartland, Heartland Bank and Heartland
Bank Australia, a Group-wide skills matrix
is being progressed and is intended to be
published in next year’s annual report.
Director appointment –
Recommendations 2.2 and 2.3
Heartland has a procedure for the nomination
and appointment of directors to the Board, as
documented in Heartland’s Constitution and
Board Charter. Directors may be appointed
in accordance with Heartland’s Constitution
or pursuant to formal written letters of
appointment. Letters of appointment set out
the key terms and conditions of a director’s
appointment to ensure that directors clearly
understand the expectations of Heartland
and the Board. Directors are entitled to
appoint and remove alternate directors with
the approval of the majority of the other
directors. The Board may appoint a managing
director.
Each new director of Heartland is required,
pursuant to the Heartland Board Charter, to
enter into a written agreement with Heartland
in respect of his or her appointment
and Heartland has a pro forma director
appointment letter which is tailored for
individual appointments.
During FY2024, the Heartland Corporate
Governance, People, Remuneration and
Nominations Committee was tasked with
the role of reviewing Heartland’s Board
composition, and reviewing and making
recommendations in relation to nominations,
for the Board’s consideration.
With effect from 1 July 2024, the
Heartland Corporate Governance, People,
Remuneration and Nominations Committee
was disestablished. Please see the reporting
against Recommendations 3.3 and 3.4 below
for more information.
Director attendance at Board and
Committee meetings and other director
information – Recommendation 2.4
The Board held 13 meetings, the Heartland
Bank Board held 12 meetings, and the
Heartland Bank Australia Board held 3
meetings during FY2024.³ The following table
shows attendance by each director at the
meetings of the relevant Board and Board
Committees of which he or she was a member.
7 E J Harvey was appointed to the Heartland Board on 30 April 2024. He became a member of the Heartland Audit & Risk Committee on 30 April
2024 and became its Chair on 27 June 2024 following the resignation of E F Comerford.
8 G E Summerhayes resigned from the Heartland Board on 30 April 2024 and was appointed as the Chair of the Heartland Bank Australia Board.
9 R Bell was appointed to the Heartland Board on 27 June 2024.
10 S Beckett was appointed to the Heartland Board on 27 June 2024.
11 S R Tyler was appointed as the Chair of the Heartland Bank Audit Committee on 30 April 2024, following E J Harvey’s resignation as Chair.
Heartland BoardHeartland Committees
Attended

as Director
Attended
as Observer
Audit & Risk
Committee
Corporate
Governance, People,
Remuneration
and Nominations
Committee⁴
Sustainability
Committee⁵
J K Greenslade13-11*--
E F Comerford⁶12-11--
E J Harvey⁷1511**--
K Mitchell13-11-3
G R Tomlinson13-117-
G E Summerhayes⁸12-5*-3
R A Bell⁹-1---
S Beckett¹⁰-1---
B R Irvine-12 *^1^^7***-
S M Ruha-4^6^^--
S R Tyler-4^7^^-3
Heartland Bank BoardHeartland Bank Committees
Attended as DirectorAttended as ObserverAudit CommitteeRisk Committee
J K Greenslade10-1*-
B R Irvine12-101*
K Mitchell12-7*6
E J Harvey12-106
S M Ruha 12-96
S R Tyler¹¹12-105
G R Tomlinson-11*^3^^-
E F Comerford-4^10^^6*
G E Summerhayes-4^--
Heartland Bank Australia BoardHeartland Bank Australia Committees
Attended as DirectorAttended as ObserverAudit CommitteeRisk Committee
J K Greenslade3---
B R Irvine3-22
G E Summerhayes3-22
V Z Yu3-22
L G Lazarus3---
S M Buggle3-22
L T McGrath3-22
G R Tomlinson-1*--

* These meetings were attended by the director as an observer rather than as a member.
** The first eight meetings were attended as an observer and the subsequent three as a member.
*** Attended as a member.
^ Heartland and Heartland Bank Board meetings were held jointly until 31 October 2023, after
which they were held separately, noting the Heartland Chair and Heartland Bank Chair continue to
attend the Board meetings of the other as an observer. G R Tomlinson and B R Irvine attended the
Heartland Bank and Heartland Board meetings respectively as observers from 1 November 2023.
^^ Heartland Audit & Risk Committee and Heartland Bank Audit Committee meetings were held
jointly until 31 October 2023, after which they were held separately.

53
DISCLOSURES
52
All of the then serving members of the Board
and Heartland Bank Board attended the
Annual General Meeting (Annual Meeting)
held on 9 November 2023.
A profile of each director’s experience is
available on Heartland’s shareholder website,
heartlandgroup.info.
Succession planning is key to Heartland’s
corporate governance approach. Heartland
recognises the challenges of attracting and
retaining talented directors in New Zealand
and Australia and adopts a forward-thinking
approach in this regard. This includes
taking director tenure into account, in line
with NZX Code recommendations. The
Board is responsible for selecting new
directors, their induction, and developing a
succession plan for Board members. Annual
performance assessments of the Boards,
Committees and individual directors are
conducted, with the engagement of external
providers if necessary. This ensures a range
of complementary skills, knowledge, and
experience to effectively govern the Group’s
business, monitor performance and support
strategic priorities.
The Board has assessed each Heartland
director’s independence status, as described
in the Directors’ disclosure section of this
report. The Board confirms that none of the
factors listed in Table 2.4 of the NZX Code
apply to any of the Heartland directors
assessed to be independent.
In assessing the independence of Heartland’s
directors, the Board considered, among other
things, the following factors:
• employment in an executive role at
Heartland or its subsidiaries
• income derived from Heartland in the last 12
months
• holding a senior role at a major professional
services provider to Heartland or its
subsidiaries
• employment by Heartland’s external auditor
in the last three years
• material business relationships with
Heartland or its subsidiaries in the last
three years
• being a substantial product holder or
associated with one
• material contractual relationships with
Heartland or its subsidiaries, excluding
directorship, in the last three years.
The Board concluded that none of these
factors applied to the directors noted as
independent in a way that would interfere with
their ability to exercise independent judgment,
act in Heartland’s best interests, or represent
shareholders' interests. The Directors’
disclosures section of this report also includes
information on each director’s Heartland share
dealings and relevant interests and disclosure
of interests. A description of each director’s
length of service is included on pages 22 to 27
of this Annual Report.
Diversity and inclusion –
Recommendation 2.5
In order to articulate its commitment to
diversity, Heartland has developed a Diversity
& Inclusion Policy which requires the Heartland
Board, with the help of the employee Diversity
& Inclusion Committee, to set measurable
objectives for achieving diversity and to track
progress against them. Heartland’s Diversity
& Inclusion Policy was updated in FY2024 to
include Kia Eke and Growing Families on the
increasing list of employee network groups
that support Heartland’s diversity and
inclusion strategy.
Kia Eke and Growing Families are employee
network groups focused on achieving greater
gender balance across Heartland, supporting
families and providing events which
allow employees to understand different
perspectives and gain exposure to Heartland’s
senior leaders.
Heartland’s Diversity & Inclusion Policy is
available on Heartland’s shareholder website,
heartlandgroup.info. Heartland’s diversity
and inclusion objectives align to its social
sustainability targets. Commentary on
Heartland’s other achievements and activity
in FY2024, including gender and ethnicity pay
gap information, is included on pages 38 to 42
of this Annual Report.
Board training –
Recommendation 2.6
To ensure ongoing education, directors
are regularly informed of developments
that affect the industry and business
environment, as well as company and
legal updates that are relevant for the
performance of their duties. Directors also
have access to Management and external
advisers to answer any questions they may
have and often receive specific training
on relevant topics. In FY2024, for example,
members of the Heartland Board received
specialist capital markets training from
one of Heartland’s external legal advisers.
The Heartland Bank Australia Board also
completed four days of induction training
covering topics such as corporate structure,
company and Group strategy, an introduction
to Heartland’s Management team,
governance and Heartland’s product set and
customer base.
Board, director and committee
performance assessments –
Recommendation 2.7
The Boards of Heartland, Heartland Bank and
Heartland Bank Australia undertake a formal
review of their own, their committees’ and
individual directors’ performance at least
annually. Individual director performance
reviews are facilitated by the Chairs of the
respective Boards. The Boards are also able
to engage external providers to support
performance reviews, where considered
appropriate.
This is to ensure that the Boards each have
a range of complementary skills, knowledge
and experience in order to effectively
govern the relevant Group entity, to monitor
its performance, and to support the
implementation of its strategic priorities – in
the interests of its shareholders and other
stakeholders.
Each of the Group Boards recognise the
need to have a range of complementary
skills, knowledge and experience to support
the Group’s implementation of its strategic
priorities, and for each Board to have a
balance of skills and attributes in order to
support diversity at a Board level. With this
in mind, the composition of the Boards of
Heartland, Heartland Bank and Heartland
Bank Australia are regularly reviewed
and their collective skills, knowledge and
experience formally assessed. This exercise
provides an opportunity to reflect on and
discuss current Board composition, as well as
succession planning.
This process informed a number of director
changes that occurred in FY2024, and
specifically the desire to strengthen the
Heartland Board’s Australian expertise. As a
result, Heartland welcomed Robert (Rob) Bell
and Simon Beckett to the Board on 27 June
2024, both with a deep understanding of the
Australian banking market and regulatory
environment. The composition of the Board of
Heartland Bank Australia was also designed
to have a strong level of independence
and extensive financial, regulatory, risk
and governance expertise. The current
Boards comprise directors with a mix of
qualifications, skills and attributes who hold
diverse business, governance and industry
experience.
Board independence –
Recommendation 2.8
Recommendation 2.8 of the NZX Code
states that a majority of the board should
be independent. The NZX Main Board Listing
Rules also require that the number of directors
must be at least three, at least two directors
must be ordinarily resident in New Zealand and
at least two directors must be independent
directors. Subject to these requirements, the
Board determines the size and composition of
the Board from time to time.
On 30 April 2024, upon completion of
the Challenger Bank acquisition, G E
Summerhayes resigned from the Heartland
Board when he was appointed Chair of the
Heartland Bank Australia Board. During the
reporting period, E J Harvey was appointed
as an independent, non-executive director
on 30 April 2024, E F Comerford resigned with
effect from 26 June 2024, and R A Bell and
S Beckett were appointed as independent,
non-executive directors on 27 June 2024.
As at 30 June 2024, the Board comprised
six directors, being the non-independent,
non-executive Chair, the CEO and four
independent, non-executive directors. Four
of Heartland’s directors are ordinarily resident
in New Zealand, and (as has been the case

55
12 G R Tomlinson has been a non-executive director of Heartland since 2018. He was also a director of Heartland Bank Limited, Heartland’s
predecessor entity, before the corporate restructure of the Heartland group on 31 October 2018. On that date he ceased to be a director of
Heartland Bank Limited and began his appointment on the Heartland Board.
13 The Corporate Governance, People, Remuneration and Nominations Committee was disestablished with effect from 1 July 2024. Please refer
to the commentary in respect of Recommendations 3.3 and 3.4 for further information.
DISCLOSURES
54
throughout the reporting period) a majority
of the Heartland Board is independent. The
Board encourages rigorous discussion and
analysis when making decisions.
Independent Chair –
Recommendation 2.9
G R Tomlinson is not considered to be an
independent Chair of Heartland, as he is
a substantial product holder of the issuer.
Although G R Tomlinson is not independent,
the Board is of the view that it is appropriate
for G R Tomlinson to be Heartland’s Chair, as
he has been a longstanding non-executive
director of Heartland since 2018,¹² held the
role of Deputy Chair for a number of years,
and has a deep understanding of Heartland,
its business and its shareholders. In addition,
he is not an executive of Heartland which
ensures that there is continued, appropriate
separation between the Chair and CEO of
Heartland as discussed in the commentary
on Recommendation 2.9 below.
As a result, Heartland was not compliant with
Recommendation 2.9 of the NZX Code for the
year ended 30 June 2024, which states that
an issuer should have an independent chair
of the board.
Separate Chair and CEO –
Recommendation 2.10
To ensure that a conflict of interest does not
arise, the Chair of Heartland and the CEO
are separate persons, in accordance with
Recommendation 2.10 of the NZX Code.
PRINCIPLE 3 – BOARD
COMMITTEES
The board should use committees where this
will enhance its effectiveness in key areas,
while still retaining board responsibility.
As at 30 June 2024, Heartland had three
permanently constituted Board Committees:
the Audit & Risk Committee, the Sustainability
Committee, and the Corporate Governance,
People, Remuneration and Nominations
Committee.¹³ During FY2024, each of these
Committees worked with Management in its
specific area of responsibility and reported its
findings and recommendations to the Board.
Management attended committee meetings
as required at the invitation of the relevant
Committee.
Each of these committees has a charter
which sets out the committee’s objectives,
membership, procedures and responsibilities.
A Committee does not take action or make
decisions on behalf of the Board unless it is
specifically mandated to do so. The charter
of each of the Audit & Risk Committee and
the Sustainability Committee is available
on Heartland’s shareholder website,
heartlandgroup.info.
On 1 July 2024, the Heartland Corporate
Governance, People, Remuneration and
Nominations Committee was disestablished.
See the commentary on Recommendations
3.3 and 3.4 below for further information.
Audit & Risk Committee –
Recommendations 3.1 and 3.2
Membership is restricted to non-executive
directors, with at least three members, the
majority of whom must be independent.
The Chair of the Audit & Risk Committee
must be an independent director who is
not the Chair of the Board. The Audit & Risk
Committee operates under a written charter
and Management and employees only attend
meetings at the invitation of the Committee.
E F Comerford chaired the Audit & Risk
Committee for the majority of the reporting
period up until her resignation from the Board
on 26 June 2024, when E J Harvey assumed
the role of Chair, having been appointed to the
Committee on 30 April 2024 at the same time
as his appointment to the Heartland Board.
As at 30 June 2024, the members of the
Audit & Risk Committee were E J Harvey
(Chair), K Mitchell and G R Tomlinson. The
role of the Audit & Risk Committee is to
advise and provide assurance to the Board
in order to enable the Board to discharge its
responsibilities in relation to the oversight of:
• the integrity of financial control, financial
management and external financial
reporting
• the internal audit function
• the independent audit process
• the formulation of its risk appetite.
The Audit & Risk Committee also provides the
Board with assurance that all risks within the
key risk categories which are relevant to the
Group have been appropriately identified,
managed and reported to the Board.
The Audit & Risk Committee works as needed
with the Audit Committee and the Risk
Committee of each of Heartland Bank and
Heartland Bank Australia, which have similar
responsibilities in relation to Heartland Bank
and Heartland Bank Australia, respectively.
Their meetings are held separately with only
the respective Chairs attending the other
meetings.¹⁴
The biographies of the Committee members
are available on Heartland’s shareholder
website, heartlandgroup.info. As at 30
June 2024, the Board determined that all
Committee members had a recognised form
of financial expertise in accordance with the
Audit & Risk Committee’s charter.
Corporate Governance, People,
Remuneration and Nominations
Committee – Recommendations 3.3
and 3.4
During FY2024, a Corporate Governance,
People, Remuneration and Nominations
Committee assisted the Board with:
• corporate governance matters
• people strategy, including organisation
structure, performance, succession
planning, development, culture, diversity
and remuneration strategy and policies
and any other strategic people initiatives
• remuneration of the directors, CEO and
senior executives
• monitoring the performance of the CEO
including setting and review of annual KPIs
• director and senior executive
appointments, Board composition and
succession planning.
The Committee operated under a written
charter and Management only attended
committee meetings at the invitation of the
Committee. Recommendations 3.3 and 3.4
of the NZX Code recommend that at least a
majority of the Committee members should
be independent directors.
As at 30 June 2024, the members of
the Corporate Governance, People,
Remuneration and Nominations Committee
were G R Tomlinson (Chair), a non-
independent, non-executive director of
Heartland,¹⁵ B R Irvine, the independent Chair
of Heartland Bank and an independent, non-
executive director of Heartland Bank Australia
and K Mitchell, an independent non-executive
director of Heartland and a non-independent,
non-executive director of Heartland Bank.
K Mitchell was appointed to the Committee
on 30 April 2024. Accordingly, Heartland did
not strictly comply with Recommendations
3.3 and 3.4 of the NZX Code for the entire
reporting period as the majority of the
Committee members were not independent
directors until 30 April 2024. However, the
Board was comfortable with the composition
of the Committee for the same reasons as
outlined in the FY2023 Annual Report.
On 1 July 2024, the Heartland Corporate
Governance, People, Remuneration and
Nominations Committee was disestablished,
and the full Heartland Board assumed certain
corporate governance, people, remuneration
and nomination functions which had
previously been carried out by the Committee
(and are now being carried out by the new
Heartland Bank and Heartland Bank Australia
Committees described below). The Heartland
Bank Board established a People & Culture
and Remuneration Committee on 30 April
2024 and the Heartland Bank Australia Board
established a People, Remuneration and
Nominations Committee on 1 July 2024.
In disestablishing the Heartland Corporate
Governance, People, Remuneration and
Nominations Committee, the Heartland Board
considered the following:
• the new Group structure following
Heartland Bank’s acquisition of Challenger
Bank (now Heartland Bank Australia) (as
most staff are now employed by Heartland
Bank or Heartland Bank Australia)
• the establishment of the Heartland Bank
and Heartland Bank Australia Committees
described above, which each have broad
remits in relation to people, remuneration
and nomination matters relating to
Heartland Bank and Heartland Bank
Australia (as applicable)
• the full Heartland Board taking on the
14 The Heartland Audit & Risk Committee, Heartland Bank Audit Committee and Heartland Bank Risk Committee commenced holding separate
meetings from November 2023.
15 G R Tomlinson is not considered to be an independent Chair of Heartland for the reasons set out on page 54 of the Annual Report.

57
DISCLOSURES
56
remaining functions of the Heartland
Corporate Governance, People,
Remuneration and Nominations
Committee, including oversight of
remuneration for the Heartland Board and
those staff not employed by Heartland
Bank or Heartland Bank Australia, and the
nomination of directors to the Heartland
Board.
Other Committees –
Recommendations 3.5
In addition to the Audit & Risk Committee, the
Heartland Board established a Sustainability
Committee on 9 November 2023 to oversee
Heartland’s Sustainability strategy and
implementation plans.
The Sustainability Committee operates
under a written charter which is available
on Heartland’s shareholder website,
heartlandgroup.info. The purpose of
the Committee is to advise and provide
assurance to the Board in order to enable
the Board to discharge its responsibilities in
relation to:
• setting and reviewing progress against
Heartland’s sustainability strategy
(covering environmental, social and
economic wellbeing factors)
• Heartland’s annual sustainability
disclosures
• the oversight of Heartland’s
implementation of the climate-related
risks (and opportunities) disclosure regime
• advocacy for sustainability issues,
including consideration of whether the
appropriate skills and competencies exist
across Heartland.
Under the charter, the Committee must
be made up of at least one non-executive
director of Heartland. The majority of the
Committee must be independent directors.
The Committee may include non-executive
directors of Heartland’s subsidiaries. As at 30
June 2024, the members of the Committee
are K Mitchell, S Tyler and G E Summerhayes.
The proceedings of the Committee are
regularly reported back to the Board.
As at 30 June 2024, Heartland Bank
and Heartland Bank Australia also have
separately constituted Audit Committees,
Risk Committees, and a People & Culture
and Remuneration Committee in the case of
Heartland Bank and a People, Remuneration
and Nomination Committee in the case of
Heartland Bank Australia. The Committees
each operate under charters and are tasked
with working with Management and reporting
their findings and recommendations to the
relevant Board.
The Board is comfortable that no other
standing committees are necessary at this
stage, however other ad hoc committees are
established for specific purposes from time
to time.
Takeovers Response Manual –
Recommendation 3.6
The Board has documented and adopted
a Takeover Response Manual document,
which is designed to give the Board and
Management clear direction on the steps
that need to be taken following receipt of a
takeover offer.
The document, amongst other things,
includes an “independent director”
protocol for directors who are involved in
or associated with the bidder, talks to the
scope of independent advisory reports
to shareholders, and prompts the Board
to consider the option of establishing an
independent Takeover Committee following
receipt of a takeover offer.
PRINCIPLE 4 – REPORTING AND
DISCLOSURES
The board should demand integrity in
financial and non-financial reporting, and
in the timeliness and balance of corporate
disclosures.
Heartland appreciates that its investors
and other stakeholders value both financial
and non-financial reporting, and Heartland
seeks to ensure that its investors have
timely access to full and accurate material
information about Heartland which is factual
and balanced.
Continuous Disclosure Policy –
Recommendation 4.1
Heartland’s Disclosure Policy sets out
procedures that are in place to make
sure all material information is identified
and disclosed in a timely manner, and to
prevent the selective disclosure of material
non-public information. Under the Policy,
potentially ‘material information’ is required to
be brought to the attention of the Heartland
General Counsel who is responsible for
making a recommendation to the ‘Decision
Makers’ being:
• the CEO of Heartland, and/or
• the CEO of Heartland Bank and at least one
independent director of Heartland and/or
Heartland Bank, and/or
• the full Board of Heartland and/or
Heartland Bank (as applicable).
The Decision Makers are ultimately
responsible for determining whether
information is material, and approving the
form and content of material information
that is disclosed. Heartland also monitors
information in the market about itself and will
release information to the extent necessary
to prevent the development of a false market
for the Group’s quoted financial products.
Availability of key documents –
Recommendation 4.2
Heartland’s Codes of Conduct, Board
and Committee Charters and the policies
recommended in the NZX Code, including
the Disclosure Policy, the Insider Trading
Policy, the Diversity and Inclusion Policy
and the Remuneration Policy, are available
on Heartland’s shareholder website,
heartlandgroup.info. Heartland also
maintains copies of its stock exchange
announcements, and half-year and full-year
reports, investor presentations and details of
Annual Meetings, on its shareholder website.
Financial reporting disclosure –
Recommendation 4.3
The Audit & Risk Committee oversees the
quality and timeliness of all external financial
reports, including all disclosure documents
issued by Heartland.
The Audit & Risk Committee, working closely
with the Heartland Bank and Heartland
Bank Australia Audit Committees, oversees
the preparation of Heartland’s financial
statements and setting policy to ensure the
information presented is useful for investors
and other stakeholders. Heartland makes its
financial statements easy to read by using
clear, plain and objective language, and
structuring them so that key information is
prominent. In addition to the full-year audit,
Heartland’s external auditor completes a
review of the interim financial statements.
Heartland’s CEO and Chief Financial Officer
were also required to certify to the Audit &
Risk Committee that the financial statements
of the Group presented a true and fair view
of Heartland and complied with all relevant
accounting standards.
Non-financial reporting disclosure –
Recommendation 4.4
Heartland’s non-financial reporting
includes comprehensive commentary on
environmental, social sustainability and
governance matters, including Heartland’s
non-financial targets, and those disclosures
are made at least annually.
This is the sixth year that Heartland has
reported against a Sustainability Framework
in order to provide more detailed information
on the value created for Heartland’s
stakeholders. Refer to ‘
Sustainability’ on
page 32 of this Annual Report for detailed
information on Heartland’s environmental,
social and economic impact across New
Zealand and Australia.
This is also the first year that Heartland has
published its climate-related disclosures
(refer to Heartland’s Climate Report available
at heartlandgroup.info/sustainability), in
accordance with the requirements of the
Aotearoa New Zealand Climate Standards.
The Board continually evaluates what non-
financial matters are a focus of the Group and
the roles of executives are refined to ensure
that such matters have appropriate oversight.
This process ensures that Heartland’s
non-financial reporting is accurate and
discloses a valuable amount of information
to shareholders. In recognition of the need
to dedicate specific expertise to Heartland’s
sustainability initiatives, Heartland’s
Sustainability Committee (being a Board

59
DISCLOSURES
58
Committee) was established with effect from
9 November 2023.
PRINCIPLE 5 – REMUNERATION
Heartland’s remuneration report can be
found on page 66 of this Annual Report.
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 – Recommendation 6.1
The Board ensures that Heartland has a
Risk Management Framework in place which
identifies, manages and communicates
the key risks that may impact Heartland’s
business. Specific risk management
strategies have been developed for each of
the key risks identified. The Board Audit & Risk
Committee oversees the Risk Management
Framework and strategy. The Board and the
Board Audit & Risk Committee receive and
review regular reports on risk management.
Specific risks identified by the Board are
set out in the notes to Heartland’s financial
statements for the year ended 30 June 2024
included in this Annual Report.
Current key risks for Heartland include
strategic execution risk following the
acquisition of Challenger Bank (now
Heartland Bank Australia), credit risk across
both New Zealand and Australia, reflecting
the current challenging economic conditions,
and operational risk (including cyber risk)
given the Group’s reliance on digital platforms
and the evolving threat environment.
Risks are monitored and managed by the
Management teams and Boards of the
respective Group entities.
Heartland and Heartland Bank have
developed an Oversight Framework, which
was adopted by their respective Boards
from completion of the Challenger Bank
acquisition on 30 April 2024, and sets out the
overarching framework for, and approach
to, oversight activities in the Group. This
includes (amongst other things) governance
expectations in respect of risk, reflecting
that each Group entity has its own risk
appetite and measures, but parent entities
will set consolidated group risk appetite and
measures (as applicable), which necessitates
overall alignment of subsidiaries’ risk
appetites, measures and common risk
classification where possible.
Heartland also has in place insurance cover
for insurable liability and general business
risk.
Health and safety – Recommendation 6.2
Heartland promotes a working environment
where it engages with all its people, so that
together they can maintain a workplace that
is mentally and physically safe and healthy,
and to promote a positive health and safety
culture. Heartland engages with its people to
identify, assess, control and review risk, with
a focus on continuous improvement of health
a n d s af e t y.
All Group employees are required to read
and attest to the relevant policy, noting
separate policies are now maintained for
New Zealand (Wellbeing, Health and Safety
Policy) and Australia (Workplace Health
and Safety Policy) effective 1 May 2024.
Maintaining separate policies allows for the
legislative variances between jurisdictions
and Australia having both State and Federal
workplace health and safety requirements.
Induction includes instruction on the relevant
policy and procedures, and employees
are required to attest to their reading and
understanding of the relevant policy on an
annual basis – this has been completed for
the year ended 30 June 2024. The Wellbeing,
Health & Safety Committee, representing all
employees, convenes quarterly to discuss
and review reported incidents, accidents and
near misses, initiatives and tabled reports.
Incidents, accidents and near misses are
registered in our Risk Management System
(RMS). A Health & Safety Report that includes
RMS data, number of employee insurance
claims, number of employees accessing
counselling, and summaries of initiatives is
provided to the Executive Risk Committee
and to all Boards.
In FY2024, there were no notifiable events
to report to WorkSafe New Zealand, and
there have been no claims to the Australian
Workers Compensation Insurance.
PRINCIPLE 7 – AUDITORS
External auditor relationship framework
and independence – Recommendation 7.1
The board should ensure the quality and
independence of the external audit process.
The Audit & Risk Committee is responsible
for overseeing the external, independent
audit of Heartland’s financial statements.
This encompasses processes for sustaining
communication with Heartland’s external
auditors, ensuring that the ability of the
external auditors to carry out their statutory
audit role is not impaired, or could reasonably
be perceived to be impaired, to address
what other services may be provided by the
external auditors to Heartland, and to provide
for the monitoring and approval of any such
services.
Heartland’s External Auditor Independence
Policy was updated in November 2023 to
ensure it remains current. The Policy provides
guidelines to ensure that non-audit related
services do not conflict with the independent
role of the external auditor, and the Audit &
Risk Committee ensures that non-audit work
undertaken by the auditors is in accordance
with that Policy. The Policy also sets out
guidelines in relation to the tenure and
re-appointment of the external auditor,
which the Audit & Risk Committee ensures
are complied with. Refer to Heartland’s
shareholder website, heartlandgroup.
info, for a copy of the External Auditor
Independence Policy.
The external auditor monitors its
independence and reports to the Audit &
Risk Committee bi-annually to confirm that
it has remained independent in the previous
six months, in accordance with Heartland’s
External Auditor Independence Policy and the
external auditor’s policies and professional
requirements. There have been no threats
to auditor independence identified during
FY2024.
During FY2024, PwC continued its
appointment as Heartland and Heartland
Bank ’s external auditor, with EY providing
external audit services to Heartland Bank
Australia.
Auditor AGM attendance –
Recommendation 7.2
Heartland’s external auditor attends its
Annual Meeting to answer questions from
shareholders in relation to the audit.
Internal Audit – Recommendation 7.3
Heartland also has internal audit functions
which are independent of the external
auditors. The internal audit teams are
responsible for independent reviews of the
risk control framework and compliance with
policies. The Audit & Risk Committee and the
Audit Committees of Heartland Bank and
Heartland Bank Australia approve the annual
internal audit programmes (as applicable),
which are developed in consultation with
Management.
The internal audit function for New Zealand is
maintained within Heartland Bank and made
available to Heartland as a Group services
function. Heartland Bank Australia has its
own internal audit function. The internal audit
functions and other assurance roles have
unfettered access to the Group Boards as
required.
PRINCIPLE 8 – SHAREHOLDER
RIGHTS AND RELATIONS
The board should respect the rights of
shareholders and foster constructive
relationships with shareholders that
encourage them to engage with the issuer.
Shareholder information and
communication – Recommendations 8.1
and 8.2
The Board is committed to maintaining a full
and open dialogue with all shareholders,
as outlined in the Disclosure Policy which is
available on Heartland’s shareholder website,
heartlandgroup.info. Heartland keeps
shareholders informed through:
• periodic and continuous disclosure to NZX
and ASX

61
DISCLOSURES
60
• information provided to analysts and media
during briefings
• Heartland’s shareholder website
(heartlandgroup.info) where shareholders
can access financial, operational and key
corporate governance information
• the Annual Meeting, at which shareholders’
have the opportunity to ask questions
• annual reports.
To ensure a high level of accountability,
the Board encourages full participation of
shareholders at the Annual Meeting and
designs the meeting to best achieve this
outcome. This includes holding a hybrid
meeting where shareholders can attend a
physical event or join virtually online. Attendees
are also able to submit questions in advance
of the Annual Meeting and those attending in
person can raise them directly. When Heartland
publishes its Notice of Annual Meeting, it also
publishes an Online Guide which explains how
to join and navigate the virtual elements of the
meeting. At the conclusion of the live event, a
recording of the Annual Meeting is published on
Heartland’s website.
Heartland’s shareholder website includes
a ’
Contact Us’ page that provides contact
details for Heartland’s share registrar and
shareholder enquiries and Heartland provides
the option to receive communications from
Heartland electronically.
Major decisions – Recommendation 8.3
Where shareholders are required to vote on
a matter concerning Heartland, the Board
encourages shareholders to attend the
Annual Meeting or to cast a postal vote or
appoint a proxy. All voting at Heartland’s
Annual Meeting is conducted by way of poll
on the basis of one share, one vote.
Raising additional equity –
Recommendation 8.4
On 8 April 2024, Heartland announced a
$210 million equity raise, comprising a $105
million underwritten institutional placement
(Placement) and a $105 million underwritten
1 for 6.85 accelerated non-renounceable
entitlement offer (ANREO or Entitlement
Offer).
The Placement and institutional component
of the Entitlement Offer closed on 9
April 2024 and raised gross proceeds of
approximately $131 million with strong support
from Heartland’s existing institutional
shareholders and new institutional investors.
The retail component of the Entitlement Offer
completed on 24 April 2024 and raised gross
proceeds of approximately $79 million with 81%
take up.
Under Recommendation 8.4, it is
recommended that issuers seeking
additional equity capital should first offer
further equity securities to existing holders
of the same class on a pro rata basis and on
no less favourable terms before extending
the offer to other investors.
While the Entitlement Offer was a pro rata
structure, Heartland only partially complied
with Recommendation 8.4, as the Placement
was a non-pro rata structure.
As outlined in the Offer Document at the time
of the capital raise, the Board determined
that a Placement and ANREO structure was in
the best interests of Heartland, after carefully
considering alternative capital raising
structures, and weighing the benefits of this
capital raising structure against the expected
impact on non-participating shareholders.
The benefits that Heartland obtained through
a structure combining a Placement and
ANREO that were assessed as desirable were:
• Certainty – Heartland required certainty
that sufficient funds would be raised
under the capital raise to complete the
acquisition of Challenger Bank (since
rebranded to Heartland Bank Australia)
and to support the expected regulatory
capital requirements of Heartland Bank
Australia and Heartland Bank. The ANREO
structure provided for better sub-
underwriting support than a pro rata offer
and enabled the capital raise to be fully
underwritten with the exception of the
pre-commitments by Harrogate Trustee
Limited.
• Pricing – using a Placement and ANREO
structure allowed Heartland to price the
capital raise at a smaller discount than
would be the case for a renounceable
pro rata capital raising structure. This
minimised the dilutionary impact on
non-participating shareholders and
provided more certainty to those existing
shareholders who subscribed for
additional shares at a fixed price.
• Timing – the accelerated nature of the
Placement and ANREO structure enabled
completion of the capital raise on a
faster timetable than certain alternative
structures. This enabled Heartland to
receive the proceeds of the capital raise
more quickly, which in turn allowed for the
acquisition of Challenger Bank to complete
sooner.
Heartland elected to undertake the
Placement partly for timing reasons, as it
is the preferred method in circumstances
where capital is required quickly, and to
further its objective of diversify its share
register to promote increased liquidity on
both the NZX and ASX.
In conducting the Placement, Heartland
endeavoured to treat existing shareholders
fairly through how it conducted the
Placement. The allocation policy was set
such that Heartland, to the extent possible,
provided pro rata allocations to existing
shareholders that bid into the Placement.
Additionally, under the ANREO, eligible retail
shareholders were able to “over subscribe”
and offset any dilution resulting from the
Placement. All eligible retail shareholders
who took up their entitlements in full and
applied for additional shares in excess of their
entitlements received all of the additional
shares for which they applied.
At the time of the capital raise, Heartland
obtained independent expert investment
banking advice from Jarden. That advice
presented a consistent view with the
explanation provided above, supporting the
rationale for selecting the Placement and
ANREO structure and affirming that it was in
the best interests of Heartland.
Publication of notice of meeting –
Recommendation 8.5
Heartland’s 2023 notice of meeting was
available at least 20 working days prior to its
Annual Meeting at heartlandgroup.info.
NGĀ WHĀKITANGA A TE TOIHAU
DIRECTORS’ DISCLOSURES
DIRECTORS
The following persons were directors of the Group during FY2024.
CompanyDirectorsStatus
Heartland Group Holdings

Limited
Gregory Raymond Tomlinson
Ellen Frances Comerford
Jeffrey Kenneth Greenslade
Kathryn Mitchell
Geoffrey Edward Summerhayes
Edward John Harvey
Robert Alan Bell
Simon Beckett
Non-Independent, Non-Executive
Director (Chair)
Independent, Non-Executive Director
(ceased directorship 26 June 2024)
Non-independent, Executive Director¹
Independent, Non-Executive Director
Independent, Non-Executive Director
(ceased directorship 30 April 2024)²
Independent, Non-Executive Director
(appointed 30 April 2024)
Independent, Non-Executive Director
(appointed 27 June 2024)
Independent, Non-Executive Director
(appointed 27 June 2024)
1 J K Greenslade retired from all Group directorships on 30 September 2024.
2 G E Summerhayes resigned from the Heartland Board on 30 April 2024 and was appointed as the Chair of the Heartland Bank Australia Board.

63
3 E J Harvey’s independence on the Heartland Bank Board changed following his appointment to the Heartland Board on 30 April 2024,
from which date he became a non-independent, non-executive director on the Heartland Bank Board.
4 L T McGrath was an independent, non-executive director on the Challenger Bank Limited Board prior to the completion of its acquisition
by Heartland Bank on 30 April 2024.
5 Heartland Australia Investments Holdings Pty Limited was incorporated on 1 May 2024.
DISCLOSURES
62
CompanyDirectorsStatus
Heartland Bank LimitedBruce Robertson Irvine
Jeffrey Kenneth Greenslade
Edward John Harvey
Shelley Maree Ruha
Kathryn Mitchell
Simon Ross Tyler
Independent, Non-Executive Director
(Chair)
Non-Independent, Non-Executive
Director¹
Non-Independent, Non-Executive
Director³
Independent, Non-Executive Director
Non-Independent, Non-Executive
Director
Independent, Non-Executive Director
Heartland Bank Australia LimitedGeoffrey Edward Summerhayes
Jeffrey Kenneth Greenslade
Bruce Robertson Irvine
Shane Michael Buggle
Leanne Gloria Lazarus
Lyn Therese McGrath⁴
Vivienne Zhaohui Yu
Independent, Non-Executive Director
(Chair) (appointed 30 April 2024)
Non-Independent, Non-Executive
Director (appointed 30 April 2024)¹
Independent, Non-Executive Director
(appointed 30 April 2024)
Independent, Non-Executive Director
(appointed 30 April 2024)
Non-Independent, Non-Executive
Director (appointed 30 April 2024)
Independent, Non-Executive Director
Independent, Non-Executive Director
(appointed 30 April 2024)
ASF Custodians Pty LimitedRichard Glenn Udovenya
Jeffrey Kenneth Greenslade
Australian Seniors Finance Pty
Limited
Jeffrey Kenneth Greenslade
Geoffrey Edward Summerhayes
Christopher Patrick Francis Flood
Heartland Australia Holdings Pty
Ltd
Jeffrey Kenneth Greenslade
Geoffrey Edward Summerhayes
Christopher Patrick Francis Flood
Heartland Australia Group Pty LtdJeffrey Kenneth Greenslade
Geoffrey Edward Summerhayes
Christopher Patrick Francis Flood
Heartland Australia Investments
Holdings Pty Limited⁵
Christopher Patrick Francis FloodAppointed 1 May 2024
Heartland NZ Trustee Limited Christopher Patrick Francis Flood
Heartland PIE Fund LimitedBruce Robertson Irvine
Leanne Lazarus
MARAC Insurance LimitedAndrew James Aitken
Christopher Patrick Francis Flood
Christopher Robert Mace
VPS Properties LimitedChristopher Patrick Francis Flood
Fuelled Limited Christopher Patrick Francis Flood
StockCo Holdings 2 Pty Limited Jeffrey Kenneth Greenslade
Douglas Robert Snell
Andrew Peter Dixson
Geoffrey Edward Summerhayes
Christopher Patrick Francis Flood
Ceased directorship 24 June 2024
Appointed 12 April 2024
CompanyDirectors
Status
StockCo Holdings Pty LimitedJeffrey Kenneth Greenslade
Douglas Robert Snell
Andrew Peter Dixson
Christopher Patrick Francis Flood
Ceased directorship 24 June 2024
Appointed 12 April 2024
StockCo AgriCapital Pty Ltd Jeffrey Kenneth Greenslade
Douglas Robert Snell
Andrew Peter Dixson
Christopher Patrick Francis Flood
Ceased directorship 24 June 2024
Appointed 12 April 2024
StockCo Feedlot Holdings Pty
Limited
Jeffrey Kenneth Greenslade
Douglas Robert Snell
Christopher Patrick Francis Flood
Ceased directorship 24 June 2024
Appointed 12 April 2024
StockCo Feedlot Capital Pty
Limited
Jeffrey Kenneth Greenslade
Douglas Robert Snell
Christopher Patrick Francis Flood
Ceased directorship 24 June 2024
Appointed 12 April 2024
StockCo Australia Management
Pty Ltd
Jeffrey Kenneth Greenslade
Douglas Robert Snell
Andrew Peter Dixson
Christopher Patrick Francis Flood
Ceased directorship 24 June 2024
Appointed 12 April 2024
When determining whether a director of Heartland is independent, the factors described in
the NZX Code as possibly impacting a director’s independence were considered and it was
determined that none of those factors applied to the directors noted above as independent in
such a way that those factors might interfere, or might reasonably be seen to interfere, with the
director’s capacity to bring an independent judgment to bear on issues before the Board, to act
in the best interests of Heartland and to represent the interests of its shareholders generally.
INTERESTS REGISTER
The following are the entries in the Interests Register of the Group made during FY2024.
Indemnification and insurance of directors
Heartland has given indemnities to, and has effected insurance for, directors of the Group to
indemnify and insure them in respect of any liability for, or costs incurred in relation to, any act
or omission in their capacity as directors, to the extent permitted by the Companies Act 1993.
The cost of the directors and officers’ liability insurance premiums to the Group for FY2024 was
$491,426 (excluding GST and admin charges).
Share dealings by directors
Details of individual directors’ share dealings as entered in the Interests Register of Heartland
and Heartland Bank under Section 148(2) of the Companies Act 1993 during FY2024 are as follows
(all dealings are in ordinary shares unless otherwise specified):
J K Greenslade
Date of acquisition/
disposal
Nature of transaction
and relevant interest
Acquisition /
disposal
No. of sharesConsideration
26 April 2024Acquisition of beneficial interest in
shares under retail component of
Heartland’s $105 million accelerated non
renounceable entitlement offer
Acquisition350,440$350,440
22 April 2024Off market disposal of sharesDisposal100,000Nil