Hallenstein Glasson Holdings Limited logo

HLG Annual Report for the year ended 1 August 2024

Annual Report30 October 2024HLGConsumer Discretionary

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024
CONTENTS

MALCOM FORD

DIRECTOR

WARREN BELL

CHAIRMAN

HIGHLIGHTS 02

CHAIRMAN’S REPORT 04

CHIEF EXECUTIVE OFFICER’S REPORT 06

SUSTAINABILITY MATTERS 10

HALLENSTEINS 16

GLASSONS 18

INDEPENDENT AUDITOR’S REPORT 20

FINANCIAL STATEMENTS 24

GENERAL DISCLOSURES 58

CORPORATE GOVERNANCE STATEMENT 63

SHAREHOLDER INFORMATION 71

DIRECTORY & CALENDAR 73

THIS ANNUAL REPORT IS DATED 31


OCTOBER 2024

AND IS SIGNED ON BEHALF OF THE BOARD BY

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024
1

CONTENTS

2
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

HIGHLIGHTS

2,352

TEAM MEMBERS

117

TOTAL STORES

3
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

IN MY FIRST YEAR AS

GROUP CEO, I HAVE

BEEN INSPIRED BY THE

DEDICATION, COMMITMENT,

AND RESILIENCE OF ALL

TEAMS. THEIR HARD WORK

LED US TO ACHIEVE A

RECORD FINANCIAL RESULT

IN A CHALLENGING RETAIL

ENVIRONMENT.

435.64

SALES

UP 6.3%

34.49

PROFIT AFTER TAX

UP 7.8%

103.21

TOTAL EQUITY

219.02

TOTAL ASSETS

18.2

% OF TOTAL REVENUE

THROUGH ONLINE RETAIL

DOWN FROM 18.3% IN 2023

57.82

EARNINGS PER ORDINARY SHARE

CENTS

CHRIS KINRAID

GROUP CEO

$

$

M

$

$

%

HIGHLIGHTS

M

M

M

4
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

WARREN BELL

CHAIRMAN

GROUP SALES

18.2%

OF GROUP TURNOVER

$

435.6

ONLINE SALES

M

REPORTREPORT

CHAIRMAN’SCHAIRMAN’S

5
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

The audited net profit before tax for the

12 months was $52.1 million, an increase of

+14.7% on the prior corresponding period

($45.4 million).

Group audited net profit after tax was

$34.5 million (prior year $32.0 million).

This includes a net non-cash deferred tax

expense of $1.1 million connected to changes

in tax legislation on the deductibility of

depreciation on non-residential buildings.

This is a pleasing result given the difficult

retail environment in Australasia, and in

particular New Zealand.

Gross margin at 59.4% grew from 57.3% in

the prior year. Margin growth was due to

a focus of onboarding new suppliers, an

improvement in freight costs, and most

significantly well controlled stock levels

resulting in more full-price sales and lower

discounting. This is despite a challenging

foreign exchange rate for inventory

purchases, which was lower than the


prior corresponding period.

The Group continued to focus on improved

product and sourcing, as well as managing

operating costs wherever possible given the

current economic environment. Inventory

levels were tightly managed, improving

stock turn year on year, driving improved

liquidity. This gives the Group the flexibility

needed to adjust to the trading environment

and consumer preferences while executing

our core business strategy.

The Group maintains a strong balance

sheet with a cash balance of $45.9 million

at the end of FY24, up $13.4 million on the

previous year.


GLASSONS —

AUSTRALIA

Sales in Australia were $218.1 million which

was an increase of +14.1% on the prior

corresponding period. Net profit after tax

was $19.5 million, an increase of +14.0% on

the prior year ($17.1 million).

Two new stores were opened during the

year. A store in Knox, Victoria opened in

November, followed by the March opening

of Rundle Mall, our second Adelaide store.

Throughout the year, the Bondi Junction

store in New South Wales and the Fountain

Gate store in Victoria were both extended

and refurbished. The Warringah store in

New South Wales was also refurbished. In

total we have 38 stores in Australia, and we

continue to explore new store opportunities

and larger format stores to better showcase

our product offering and improve customer

experience as we continue to expand in the

Australian market

.

GLASSONS —

NEW ZEALAND

Sales in New Zealand for the year were

$110.1 million, a decrease of -2.1% on the

prior corresponding period. Net profit after

tax was $10.8 million, a decrease of -1.0%

on the prior corresponding period ($10.9

million), reflective of a challenging trading

environment.

Over the last year, the Albany and

Christchurch CBD stores were both

relocated to improved locations from which

we have seen sales growth from both. After

careful consideration, the Blenheim and

Chartwell stores were both closed during

the year. Post year end our Lynn Mall store

was refurbished, the Timaru store has

closed, and a new store has been opened

at the Manawa Bay Outlet Centre near

Auckland Airport.

Across Australasia, the brand’s relentless

commitment to stay on trend, remain

agile and provide high quality fashion

at accessible price points has enabled

the brand to grow successfully, despite

operating in the most challenging retail

environment in many years. Glassons

remains focused on creating exciting and

engaging store experiences, maintaining

a sustainable and ethical supply chain and

is well placed to capitalise on the future

recovery in consumer sentiment.

HALLENSTEINS

Sales for the 12-month period were $107.5

million (including Australia), an increase

of +1.3% on the prior corresponding

period. Net profit after tax was $5.3

million, an increase of +37.4% on the prior

corresponding period ($3.9 million).

During the year, our new concept design

was rolled out in the Manukau store, which

has delivered sales growth since reopening.

The Timaru store was also refurbished, and

the Queenstown store was closed in July.

Post year end, Hallensteins opened


a store in the new Manawa Bay outlet mall

near Auckland Airport. In Australia we now

operate 5 Hallenstein stores, the Garden

City store opened in a new location in

November 2023 and has seen significant

sales growth since reopening. A new pop-

up store in Robina, Gold Coast was opened

in the lead up to last Christmas.

Hallensteins is also working with

relevant content creators and brand

ambassadors with a focus on what

matters to our customers, to increase

brand awareness both in New Zealand

and Australia. Partnerships with the New

Zealand Warriors rugby league team

has provided great content and strong

brand recognition, and we look forward

to continuing the partnership into the new

financial year.

E-COMMERCE AND

DIGITAL

The Group continues with a customer-

centric focus to ensure that customers have

a positive experience whichever way they

choose to shop and to support this, we

continue to invest in people, technology

and marketing. Online sales now represent

18.2% of total sales for the full financial year,

broadly in line with the 18.3% reported in the

prior corresponding period.

Digital investment is sustained to ensure

that growth continues. The Hallensteins

App was released in the second half of the

year and the Glassons App now has over

1.9 million downloads. User experience

is paramount, so the websites and apps

continue to be developed and improved to

ensure they are catering to their users and

deliver a seamless experience.

DIVIDEND

The Directors have declared a final

dividend of 26.5 cents per share (partially

imputed at 75.6%) (24 cents per share

partially imputed at 75.0% last year)

to be paid on 13th December 2024.

Together with the interim dividend of

24 cents per share that was paid on

18th April 2024, the full year dividend

is 50.5 cents per share. The dividend

payment has grown as the Company’s

balance sheet continues to remain strong,

and inventory levels well controlled.


FUTURE OUTLOOK

The first eight weeks of the new financial

year have seen Group sales improve

by +10.9% on the prior corresponding

period. The result to date is driven by

good performance from the Australian

market, although cycling a negative prior

corresponding period, and is not indicative

of expectations for the peak trade period

to come. The environment in New Zealand

remains more challenging as the current

economic conditions and cost-of-living

pressures continue to impact on consumers

spending habits across both brands.

Alongside the two new stores just opened

in Manawa Bay in September, the Group

has additional refurbishment and new store

opportunities to support growth in 2025.

We continue to look for operational and

cost efficiencies, while remaining flexible

with our product offerings to ensure we are

well positioned for the upcoming key black

Friday and Christmas periods.

A further update will be provided at

the Annual Meeting of Shareholders in

December 2024.

THE COMPANY ADVISES THAT GROUP SALES FOR THE

12 MONTHS TO 1 AUGUST 2024 WERE $435.6 MILLION,

AN INCREASE OF 6.3% ON THE PRIOR YEAR ($409.7 MILLION),

WITH AN IMPROVED GROSS MARGIN OF +210 BASIS POINTS.

6
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

REPORT

GROUP CEO

7
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

REPORT

GROUP CEO

We are proud to have achieved such strong performance

despite these headwinds. Notably, despite an unfavourable

foreign exchange environment, we expanded our gross

margin by 210 basis points. This success was made

possible through close collaboration with existing

suppliers and the introduction of new partners, allowing us

to diversify our supplier base and enhance capabilities.

Our teams have been laser-focused on improving supplier

lead times and buying closer to the market, resulting in

reduced clearance activity and discounting. Consequently,

we have achieved an overall inventory reduction, despite

our sales growth.

Operating costs remain a key focus, particularly given the

significant impacts of minimum wage increases, persistent

domestic freight pressures, and rising international freight

costs due to geopolitical tensions. We continue to invest in

labour to support sales growth and strengthen the Group’s

capabilities, all while maintaining a keen focus

on operating leverage.

After a challenging start, as consumers faced high interest

rates and inflationary pressures, trading conditions improved

markedly, resulting in record-breaking sales and underlying

profit in the year's latter stages. This performance was

driven by our ability to capitalise on key entertainment

events, increased foot traffic, and our agility in responding

to consumer trends.

Glassons continues to solidify its position as a leading

fashion brand, with a strong track record of launching

on-trend fashion edits and understanding high-demand

product categories. Collaborations, such as the "Five by

Flynn" range, have further reinforced its reputation.

Hallensteins has seen exceptional success with its Leisure

Club range and other casualwear categories, while still

catering to its core customer base and essential product

lines. Strategic brand partnerships, such as with the

New Zealand Warriors, have bolstered brand awareness.

Both brands remain well-positioned to meet customer

needs, offering quality clothing at accessible price

points. This strategy is particularly valuable in the current

economic climate and positions us well to capitalise on any

recovery in consumer spending as the outlook improves.

BRAND HIGHLIGHTS

117

STORES ACROSS

THE GROUP

NEW

STORES

STORES

REFURBISHED

3

7

8
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

We remain committed to maintaining a fleet of stores that reflect the quality of our brands while delivering compelling

customer experiences. In line with this, we continue to invest in new store openings and refurbishments across Australia

and New Zealand.

Over the past financial year, we opened two new Glassons stores in Australia and refurbished three existing locations.

In New Zealand, we relocated two Glassons stores and refurbished another, with one new store already completed in

the first few months of the new season.

For Hallensteins, we refurbished two stores over the last year. In Australia, we completed one store relocation, while in

New Zealand, we achieved both a store relocation and the opening of a new location as we entered the new financial year.

We are continuously refining our store concepts to stay aligned with the latest retail and design trends, ensuring our stores

remain innovative and inviting for our customers.

R E TA I L

Sustainability is a commitment for our Group, not just as

a goal, but as a fundamental part of building a long-term,

sustainable business. We have strengthened our targets

for an ethical and transparent supply chain, and for the

first time will publish our targets around Scope 1 and 2

carbon emissions, as part of our legislated climate related

disclosures.

Our work continues with suppliers to improve standards

and quality, while expanding our visibility and auditing

efforts deeper into the supply chain, particularly with Tier

2 suppliers. For more detailed information, our regularly

updated sustainability and climate disclosures can be

found on our corporate website.

SUSTAINABILITY

Digital sales have remained strong, accounting for 18.3%

of total Group sales, while also growing in total dollar terms.

As consumer expectations for superior online experiences

continue to rise, our investment in digital platforms remains

essential.

The Glassons app has now surpassed 1.9 million downloads,

with new functionalities regularly introduced to enhance

user experience. These updates make it easier for

customers to seamlessly switch between online and in-store

purchases, strengthening our omnichannel approach.

For Hallensteins, a strong focus on customer engagement

has significantly boosted their social media following in

both New Zealand and Australia. Combined with continued

investment in their website, this has led to increased

online sales, particularly in the Australian market.

New investment has been made in AI to improve

our operational capability and responsiveness and is

progressively being introduced throughout the Group.

D I G I TA L

9
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

Looking ahead, we anticipate that the retail

sector will continue to face challenges, driven by

restrictive interest rates and geopolitical tensions,

which are expected to add pressure on freight

and supply chains. Despite these obstacles, we

have had a positive start to the financial year and

are well-positioned to adapt to market conditions.

Our focus remains on consistently delivering

high-quality, affordable fashion that is on-trend

and aligned with our sustainability principles.

We will continue investing in both digital and

physical infrastructure to enhance the customer

experience.

In my first year as Group CEO, I have been

inspired by the dedication, commitment, and

resilience of all teams. Their hard work led us to

achieve a record financial result in a challenging

retail environment, and we are confident that we

are well-prepared to navigate the year ahead.

OUTLOOK

CHRIS KINRAID

GROUP CEO

Digital sales have remained strong, accounting for 18.3%

of total Group sales, while also growing in total dollar terms.

As consumer expectations for superior online experiences

continue to rise, our investment in digital platforms remains

essential.

The Glassons app has now surpassed 1.9 million downloads,

with new functionalities regularly introduced to enhance

user experience. These updates make it easier for

customers to seamlessly switch between online and in-store

purchases, strengthening our omnichannel approach.

For Hallensteins, a strong focus on customer engagement

has significantly boosted their social media following in

both New Zealand and Australia. Combined with continued

investment in their website, this has led to increased

online sales, particularly in the Australian market.

New investment has been made in AI to improve

our operational capability and responsiveness and is

progressively being introduced throughout the Group.

SUSTAINABILITY
MATTERS

MADE WITH CARE — FIVE YEARS IN

10

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

Following is a summary of the report but you can read the full version
on the Group website at hallensteinglasson.co.nz/sustainability

OUR SUSTAINABILITY FRAMEWORK

COMMUNICATING OUR STRATEGY CLEARLY TO STAFF, CUSTOMERS AND SHAREHOLDERS

WE STARTED OUR SUSTAINABILITY REPORTING JOURNEY FIVE YEARS

AGO, PUBLISHING OUR FIRST REPORT IN 2020. NOW IN 2024, OUR

COMMITMENT TO BRING AFFORDABLE YET SUSTAINABLE FASHION IS ONLY

STRONGER, AND ENHANCED WITH THE KNOWLEDGE GAINED FROM FIVE

YEARS’ EXPERIENCE AND THE INSIGHTS AND LEARNING THAT BRINGS.

11

HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

PRODUCT

PLANET

PEOPLE

Diverse

Workforce

To create an inclusive workplace culture.

Diversity

& Inclusion

Safe Working

Environment

Deliver a workplace where employees feel

secure and enjoy a safe space.

Worker

wellbeing

Work-life

balance

Career

Development

Provide opportunity to further development

of career aspirations and goals.

Investing

in people

Training

& Education

Carbon Footprint

Provide meaningful change by reducing

and offsetting our carbon footprint.

Reduction

roadmap

Climate Change

Preparation

Tackle climate change and build a globally

climate resilient business.

Mitigate

for future

scenarios

Minimising

risk to people,

communities

and property

Environmental

Impact

Minimise the environmental impacts of our

operations.

Reduce waste

Energy

efficiency

Cruelty

free fashion

Sourcing

Materials

Source materials that minimise the

environmental impact.

Affordability

of products

Product

Stewardship

Support a considered transition

from a linear to a circular model.

End of life

Ethical Factories

Partnering with supplier factories that

uphold international labour rights.

Worker welfare

FOCUS AREAGOALIMPORTANT ISSUESPILLARS

12
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

ACCOUNTABILITY — SUSTAINABILITY COMMITTEE

CHRIS KINRAID

Group Chief Executive Officer

JOANNE APPLEYARD

Non-executive Independent Director

JAMES GLASSON

Executive Director and

CEO — Glassons Australia

CAMERON ALDERTON

Group CFO

KAREN BYCROFT

Non-executive Independent Director

APRIL WARD

CEO — Glassons New Zealand

GOVERNANCE – ESG LEADERSHIP

We take ESG (Environmental, Social and Governance) very seriously. In 2024 we streamlined

our governance of sustainability, with creation of the Sustainability Committee to

oversee the overall direction of the Group’s sustainability strategy.

Major decisions that impact the company as a whole around

ESG issues, are raised to the full Board for approval.

13
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

PRODUCT PILLAR

The materials we source and the ways we manufacture

them are at the core of our sustainability strategy.

Choosing better materials, and always looking to improve

them further, is the key starting point to designing and

retailing high quality menswear, womenswear, and

accessories.

OUR GOAL IS TWO-FOLD:

1. make our products as sustainable as possible and

2. ensure that it is affordable and accessible for our

customers, so they can make a better choice without

compromise.

Our garments should function properly, look good, and

do so with minimal negative impact on the environment.

ETHICAL FACTORIES

Our product currently comes from factories in Southeast

Asia where, quite rightly, working conditions and the rights

of workers come under scrutiny. The good news is, we

have built long-term relationships with suppliers who know

our standards, and what we expect of them as a preferred

supplier.

Collaborating closely, often on a daily basis, is crucial to

ensure our suppliers understand the importance of people

and planet, in terms of our sustainability priorities. This

ongoing dialogue helps us to foster a shared commitment

to making continual positive changes throughout our supply

chain. It’s something we as a business are deeply committed

to doing.

Ethical factories have basic standards in common; worker

welfare, a safe working environment and they uphold

international labour rights and respect the environment.

CODE OF CONDUCT

To continue to manufacture for the Group, our suppliers must

demonstrate:

— there is no child labour

— there is no discrimination in the workplace

— the work environment is safe and healthy

— wages, working hours and benefits comply with local

industry requirements

— there is no excessive overtime

— there is no harsh or inhumane treatment

— workers have freedom of association and the right

to collective bargaining

— compliance with all environmental laws

14
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

PLANET PILLAR

HGH has some great partners that share our sustainability

journey. Our collaborations with Better Packaging,

EnviroWaste, and Waste Pro play a vital role in helping

us achieve our waste reduction targets.

Our Auckland Distribution Centre has successfully reduced

landfill waste from two bins to just one per week. That’s

a 50% reduction in volume, and we will be tracking the

decrease in weight as we move into the new year

Monthly training is the key to reducing waste at Glassons

Australia Distribution Centre. Each month, Wastepro

report on how well the centre performed in terms of

reducing waste. This is shared with the wider team —

making sure everyone understands how important it

is to be constantly vigilant.

In late 2022, Better Packaging Co. produced the world’s

first poly mailers made from 100% recycled Ocean Bound

Plastic (OBP) and since then, HGH has been one of their

key partners in this incredible initiative.

HGH alone has been responsible for the collection and

recycling of over 65 tonnes of certified OBP.

3 RS – A LACK OF WASTE IS A

GOOD THING

We live in a world that is rapidly evolving, and the impacts of global warming and climate change

are now undeniable. With a global supply chain we know we’re not immune to these impacts and

recognise the urgency for us to act — Climate Action is needed, and it’s needed now. We also

understand that addressing climate change is not only a responsibility but an opportunity to

innovate, build resilience, and lead by example for future generations.

BUILDING A CLIMATE RESILIENT

BUSINESS

Climate action is about mitigating our impact by

measuring and reducing our greenhouse gas emissions,

whilst building a climate resilient business that

understands the futures risks and is prepared for them.

Businesses like ours need to consider two things

when developing a Climate Action programme

1. The impact of our activities and its contribution

to global warming, and

2. The challenges and opportunities we will face as

the planet warms

As a listed NZX company, we now have to disclose

this information annually. Called our “Climate Related

Disclosures”, the information we share is prescribed by

the Aotearoa New Zealand Climate Standard. The content

within these disclosures is significant, and we have opted

to report them in a standalone Climate Related Disclosure

document. It will be published by the end of November

on our website — www.hallensteinglasson.co.nz/climate-

related-disclosures.

15
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

PEOPLE PILLAR

PEAK TRAINING AT HALLENSTEINS

Peak is our foundation management training program. We launched it in early 2024.

Peak modules provide intensive, high impact learning for all leadership roles across both

Australia and New Zealand. The sessions focus on sales management, leadership, coaching, and

empowerment, providing our retail teams opportunities for professional growth and development.

RETURN-ITY MADE SEAMLESS

Glassons is committed to creating a supportive and inclusive environment for all our employees,

and we’re very familiar with the challenges and joys of parenthood as a working parent.

Glassons have created a seamless, supportive transition from maternity leave back to work

(we like to call it our ‘return-ity’). Our Parent Policy Handbook provides an overview

of employee entitlements and is designed to help re-integrate employees

returning from parental leave in a mindful way.

16
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

INSTAGRAM FOLLOWERS

TIKTOK FOLLOWERS

112,167

107.45

TOTAL SALES

M

UP 1.3%

63,866

$

17
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

IN NEW ZEALAND

STORES

IN AUSTRALIA

STORES

40

5

18
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

INSTAGRAM FOLLOWERS

TIKTOK FOLLOWERS

227,023

218.12

AUSTRALIAN SALES

M

UP 14.1%

$

709,329

110.06

NEW ZEALAND SALES

M

DOWN 2.1%

$

19
HALLENSTEIN GLASSON HOLDINGS LIMITED | ANNUAL REPORT 2024

IN NEW ZEALAND

STORES

IN AUSTRALIA

STORES

34

38

20


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

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


To the shareholders of Hallenstein Glasson Holdings Limited


Our opinion

In our opinion, the accompanying consolidated financial statements of Hallenstein Glasson Holdings

Limited (the Company), including its subsidiaries (the Group), present fairly, in all material respects,

the financial position of the Group as at 1 August 2024, its financial performance and its cash flows for

the year then ended in accordance with New Zealand Equivalents to International Financial Reporting

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

Accounting Standards).

What we have audited

The Group's consolidated financial statements comprise:

the consolidated statement of financial position as at 1 August 2024;

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

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

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

the notes to the consolidated financial statements, comprising material accounting policy

information and other explanatory information.

Basis for opinion

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

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

further described in the


section of our report.

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

for our opinion.

Independence

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

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

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

International Code of Ethics for Professional Accountants (including International Independence

Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we

have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of tax compliance and tax advisory. In

addition, certain partners and employees of our firm may deal with the Group on normal terms within

the ordinary course of trading activities of the Group. The provision of these other services and

relationships have not impaired our independence as auditor of the Group.

Key audit matters

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

our audit of the consolidated financial statements of the current year. These matters were addressed

in the context of our audit of the consolidated financial statements as a whole, and in forming our

opinion thereon, and we do not provide a separate opinion on these matters.


PwC

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error, and to

surance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

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

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

Who we report to

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

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

Senaratne (Indy Sena).

For and on behalf of:

Chartered AccountantsAuckland

30 September 2024

38 



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

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


To the shareholders of Hallenstein Glasson Holdings Limited


Our opinion

In our opinion, the accompanying consolidated financial statements of Hallenstein Glasson Holdings

Limited (the Company), including its subsidiaries (the Group), present fairly, in all material respects,

the financial position of the Group as at 1 August 2024, its financial performance and its cash flows for

the year then ended in accordance with New Zealand Equivalents to International Financial Reporting

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

Accounting Standards).

What we have audited

The Group's consolidated financial statements comprise:

the consolidated statement of financial position as at 1 August 2024;

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

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

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

the notes to the consolidated financial statements, comprising material accounting policy

information and other explanatory information.

Basis for opinion

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

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

further described in the


section of our report.

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

for our opinion.

Independence

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


Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

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

International Code of Ethics for Professional Accountants (including International Independence

Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we

have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of tax compliance and tax advisory. In

addition, certain partners and employees of our firm may deal with the Group on normal terms within

the ordinary course of trading activities of the Group. The provision of these other services and

relationships have not impaired our independence as auditor of the Group.

Key audit matters

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

our audit of the consolidated financial statements of the current year. These matters were addressed

in the context of our audit of the consolidated financial statements as a whole, and in forming our

opinion thereon, and we do not provide a separate opinion on these matters.


INDEPENDENT AUDITOR’S REPORT

TO THE SHAREHOLDERS OF HALLENSTEIN GLASSON HOLDINGS LIMITED

21
PwC

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

Inventory Valuation

As at 1 August 2024, the Group held

$27.5million of finished goods, net of

inventory adjustments of $0.2million.

Given the size of the inventory balance,

and the estimates and judgements

described below, the valuation of

inventory required significant audit

attention and is a key audit matter.

As disclosed in note 3.2, inventories are

held at the lower of cost and net realisable

value. At year end, the valuation of

inventory is reviewed by management and

its cost is reduced where inventory is

forecastedto be sold below cost.

The inventory adjustment is determined

based on various factors including

historical data, inventory ageing,current

trends andspecific product information

from buyers.Determining the appropriate

level of provisioning involves judgement

and the application of assumptions

including management's estimation of

future selling prices.

Our audit procedures included:

●testing, on a sample basis,the accuracy of

inventory costing to supporting documentation and

calculations;

●testing, on a sample basis, the net realisable value

of inventory items by comparing the selling price to

the cost;

●performing analytical procedures on selected

inventory provisions to assess their

reasonableness and that the provisions amounts

were within expectations;

●assessing the level of aged inventory by

comparison to historical amounts, inventory

turnover levels and enquiries withmanagement;

●considering the results of our testing and in

conjunction with management enquiry determined

whether any specific write downs were required;

and

●reviewing the appropriateness of disclosures in the

consolidated financial statements.

Our audit approach

Overview

Overall Group materiality: $2.6million, which represents approximately 5% of

Group profit before tax.

We chose Group profit before tax as the benchmark because, in our view, it is

the benchmark against which the performance of the Group is most commonly

measured by users, and is a generally accepted benchmark.

As reported above, we have one key audit matter, beinginventory valuation.

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

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

management made subjective judgements; for example, in respect of significant accounting estimates

that involved making assumptions and considering future events that are inherently uncertain. As in all

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

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

misstatement due to fraud.

36 

PwC

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

Inventory Valuation

As at 1 August 2024, the Group held

$27.5 million of finished goods, net of

inventory adjustments of $0.2 million.

Given the size of the inventory balance,

and the estimates and judgements

described below, the valuation of

inventory required significant audit

attention and is a key audit matter.

As disclosed in note 3.2, inventories are

held at the lower of cost and net realisable

value. At year end, the valuation of

inventory is reviewed by management and

its cost is reduced where inventory is

forecastedto be sold below cost.

The inventory adjustment is determined

based on various factors including

historical data, inventory ageing, current

trends andspecific product information

from buyers.Determining the appropriate

level of provisioning involves judgement

and the application of assumptions

including management's estimation of

future selling prices.

Our audit procedures included:

●testing, on a sample basis, the accuracy of

inventory costing to supporting documentation and

calculations;

●testing, on a sample basis, the net realisable value

of inventory items by comparing the selling price to

the cost;

●performing analytical procedures on selected

inventory provisions to assess their

reasonableness and that the provisions amounts

were within expectations;

●assessing the level of aged inventory by

comparison to historical amounts, inventory

turnover levels and enquiries withmanagement;

●considering the results of our testing and in

conjunction with management enquiry determined

whether any specific write downs were required;

and

●reviewing the appropriateness of disclosures in the

consolidated financial statements.

Our audit approach

Overview

Overall Group materiality: $2.6million, which represents approximately 5% of

Group profit before tax.

We chose Group profit before tax as the benchmark because, in our view, it is

the benchmark against which the performance of the Group is most commonly

measured by users, and is a generally accepted benchmark.

As reported above, we have one key audit matter, beinginventory valuation.

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

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

management made subjective judgements; for example, in respect of significant accounting estimates

that involved making assumptions and considering future events that are inherently uncertain. As in all

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

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

misstatement due to fraud.

36 

INDEPENDENT AUDITOR’S REPORT

PwC

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error, and to

surance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

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

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

Who we report to

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

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

Senaratne (Indy Sena).

For and on behalf of:

Chartered AccountantsAuckland

30 September 2024

38 

22
PwC

Materiality

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

reasonable assurance about whether the consolidated financial statements are free from material

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

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

users taken on the basis of the consolidated financial statements.

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

including the overall Group materiality for the consolidated financial statements as a whole as set out

above. These, together with qualitative considerations, helped us to determine the scope of our audit,

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

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

How we tailored our group audit scope

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

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

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

Other information

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

information included in the Annual Report, but does not include the consolidated financial statements

and our auditor's report thereon. The Annual Report is expected to be made available to us after the

date of this auditor's report.

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

not express any form of audit opinion or assurance conclusion thereon.

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

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

with the consolidated financial statements or our knowledge obtained in the audit, or otherwise

appears to be materially misstated.

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

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

professional judgement to determine the appropriate action to take.

Responsibilities of the Directors for the consolidated financial statements

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

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

and for such internal control as the Directors determine is necessary to enable the preparation of

consolidated financial statements that are free from material misstatement, whether due to fraud or

error.

In preparing the consolidated financial statements, the Directors are responsible for assessing the

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

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

37 

PwC

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

Inventory Valuation

As at 1 August 2024, the Group held

$27.5million of finished goods, net of

inventory adjustments of $0.2million.

Given the size of the inventory balance,

and the estimates and judgements

described below, the valuation of

inventory required significant audit

attention and is a key audit matter.

As disclosed in note 3.2, inventories are

held at the lower of cost and net realisable

value. At year end, the valuation of

inventory is reviewed by management and

its cost is reduced where inventory is

forecastedto be sold below cost.

The inventory adjustment is determined

based on various factors including

historical data, inventory ageing,current

trends andspecific product information

from buyers.Determining the appropriate

level of provisioning involves judgement

and the application of assumptions

including management's estimation of

future selling prices.

Our audit procedures included:

●testing, on a sample basis,the accuracy of

inventory costing to supporting documentation and

calculations;

●testing, on a sample basis, the net realisable value

of inventory items by comparing the selling price to

the cost;

●performing analytical procedures on selected

inventory provisions to assess their

reasonableness and that the provisions amounts

were within expectations;

●assessing the level of aged inventory by

comparison to historical amounts, inventory

turnover levels and enquiries withmanagement;

●considering the results of our testing and in

conjunction with management enquiry determined

whether any specific write downs were required;

and

●reviewing the appropriateness of disclosures in the

consolidated financial statements.

Our audit approach

Overview

Overall Group materiality: $2.6million, which represents approximately 5% of

Group profit before tax.

We chose Group profit before tax as the benchmark because, in our view, it is

the benchmark against which the performance of the Group is most commonly

measured by users, and is a generally accepted benchmark.

As reported above, we have one key audit matter, beinginventory valuation.

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

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

management made subjective judgements; for example, in respect of significant accounting estimates

that involved making assumptions and considering future events that are inherently uncertain. As in all

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

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

misstatement due to fraud.

36 

INDEPENDENT AUDITOR’S REPORT

PwC

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error, and to

surance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

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

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

Who we report to

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

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

Senaratne (Indy Sena).

For and on behalf of:

Chartered AccountantsAuckland

30 September 2024

38 

23
PwC

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error, and to

surance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

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

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

Who we report to

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

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

Senaratne (Indy Sena).

For and on behalf of:

Chartered AccountantsAuckland

30 September 2024

38 

PwC

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

Inventory Valuation

As at 1 August 2024, the Group held

$27.5million of finished goods, net of

inventory adjustments of $0.2million.

Given the size of the inventory balance,

and the estimates and judgements

described below, the valuation of

inventory required significant audit

attention and is a key audit matter.

As disclosed in note 3.2, inventories are

held at the lower of cost and net realisable

value. At year end, the valuation of

inventory is reviewed by management and

its cost is reduced where inventory is

forecastedto be sold below cost.

The inventory adjustment is determined

based on various factors including

historical data, inventory ageing,current

trends andspecific product information

from buyers.Determining the appropriate

level of provisioning involves judgement

and the application of assumptions

including management's estimation of

future selling prices.

Our audit procedures included:

●testing, on a sample basis,the accuracy of

inventory costing to supporting documentation and

calculations;

●testing, on a sample basis, the net realisable value

of inventory items by comparing the selling price to

the cost;

●performing analytical procedures on selected

inventory provisions to assess their

reasonableness and that the provisions amounts

were within expectations;

●assessing the level of aged inventory by

comparison to historical amounts, inventory

turnover levels and enquiries withmanagement;

●considering the results of our testing and in

conjunction with management enquiry determined

whether any specific write downs were required;

and

●reviewing the appropriateness of disclosures in the

consolidated financial statements.

Our audit approach

Overview

Overall Group materiality: $2.6million, which represents approximately 5% of

Group profit before tax.

We chose Group profit before tax as the benchmark because, in our view, it is

the benchmark against which the performance of the Group is most commonly

measured by users, and is a generally accepted benchmark.

As reported above, we have one key audit matter, beinginventory valuation.

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

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

management made subjective judgements; for example, in respect of significant accounting estimates

that involved making assumptions and considering future events that are inherently uncertain. As in all

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

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

misstatement due to fraud.

36 

INDEPENDENT AUDITOR’S REPORT

PwC

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error, and to

surance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

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

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

Who we report to

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

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

Senaratne (Indy Sena).

For and on behalf of:

Chartered AccountantsAuckland

30 September 2024

38 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 1 AUGUST 2024

$’000NOTE20242023

Sales revenue2.1435,635409,711

Cost of sales2.1(176,904)(174,863)

Gross profit258,731234,848

Other operating income2.2353253

Selling expenses(152,844)(140,462)

Distribution expenses(15,552)(14,008)

Administration expenses(36,392)(32,825)

Total expenses(204,788)( 1 87, 29 5)

Operating profit54,29647, 8 0 6

Finance income2.11,9571,171

Finance expense2.1, 2.2(4,168)(3,556)

Profit before income tax52,08545,421

Income tax expense6.1( 17, 59 9)(13,444)

Net profit after tax attributable to the shareholders

of the Holding Company2.134,48631,977

Other comprehensive income

– Items that will not be reclassified to profit or loss

(Loss)/Gain (net of tax) on revaluation of land and buildings6.1(421)1,632

Increase in share option reserve6.1-135

– Items that may be subsequently reclassified to profit or loss

Fair Value (Loss)/Gain (net of tax) in cash flow hedge reserve6.1(63)367

Total comprehensive income for the year attributable

to the shareholders of the Holding Company34,00234,111

Earnings per share

Basic and diluted earnings per share2.4 57. 82 53.61

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

24

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 1 AUGUST 2024

$’000NOTE20242023

Equity

Contributed equity5.129,27928,140

Asset revaluation reserve26,10526,526

Cashflow hedge reserve936999

Share option reserve-294

Retained earnings46,88740,717

Total equity103,20796,676

Represented by

Current assets

Cash and cash equivalents3.145,91532,478

Trade and other receivables407318

Advances to employees847160

Prepayments5,8415,431

Inventories3.227, 4 8 431,005

Derivative financial instruments7. 51,3171,452

Total current assets81,81170,844

Non-current assets

Property, plant and equipment4.258,77956,367

Right of use assets4.167,02 965,285

Investment property4.33,0803,208

Intangible assets993717

Deferred tax6.27, 32 36,005

Total non-current assets137, 20 4131,582

Total assets219,015202,426

Current liabilities

Trade payables9,8288,104

Employee benefits7.18,9287, 29 4

Other payables15,40013,390

Lease liabilities4.126,69125,147

Derivative financial instruments7. 5247

Taxation payable2,466590

Total current liabilities63,31554,572

Non-current liabilities

Lease liabilities4.152,49351,178

Total liabilities115,808105,750

Net assets103,20796,676

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

The Financial Statements are signed for and on behalf of the Board and were authorised for issue on 30 September 2024.

GRAEME POPPLEWELL

DIRECTOR

30 SEPTEMBER 2024

MALCOM FORD

DIRECTOR

30 SEPTEMBER 2024

25

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 1 AUGUST 2024

$’000

NOTE

SHARE

CAPITAL

TREASURY

STOCK

ASSET

REVALUATION

RESERVE

CASH

FLOW

HEDGE

RESERVE

SHARE

OPTION

RESERVE

RETAINED

EARNINGS

TOTAL

EQUITY

Balance at 1 August 202229,279(1,474)24,89463222837, 24990,808

Comprehensive income

Profit for Year-----31,97731,977

Revaluation net of tax6.1--1,632---1,632

Cash flow hedges net of tax6.1---367--367

Increase in share option reserve6.1----135-135

Total comprehensive income --1,63236713531,97734,111

Transactions with owners

Sale of Treasury Stock5.1, 5.2-303----303

Dividends 2.3, 5.1-86---(28,632)(28,546)

Transfer of share option


reserve to retained earnings

-----(69)69-

(Gain) / loss on sale of


treasury stock transferred

to retained earnings

5.1-(54)---54-

Total transactions with owners-335--(69)(28,509)(28,243)

Balance at 1 August 202329,279(1,139)26,52699929440,71796,676

Comprehensive income

Profit for year-----34,48634,486

Revaluation net of tax6.1--(421)---(421)

Cash flow hedges net of tax6.1---(63)--(63)

Total comprehensive income --(421)(63)-34,48634,002

Transactions with owners

Sale of treasury stock5.1, 5.2-141----141

Dividends2.3, 5.1-29---(28,632)(28,603)

Increase in share option reserve----43-43

Share options excercised5.1-948----948

Transfer of share option

reserve to retained earnings ----(337)337-

(Gain) / loss on sale of


treasury stock transferred

to retained earnings 5.1-21---(21)-

Total transactions with


owners

-1,139--(294)(28,316)(27, 47 1)

Balance at 1 August 202429,279-26,105936-46,887103,207

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

26

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 1 AUGUST 2024

$’000NOTE2024

Cash flows from operating activities

Cash was provided from:

Sales to customers435,154409,444

Rent received2.2248253

Government grants2.2-243

Interest income2.11,9511,165

Interest on debtors2.166

437,359411,111

Cash was applied to:

Payments to suppliers252,304253,254

Payments to employees78,80874,429

Interest paid on leases2.24,1683,556

Taxation paid16,76911,849

352,049343,088

Net cash flows from operating activities85,31068,023

Cash flows from investing activities

Cash was provided from:

Proceeds from sale of property, plant and equipment and intangible assets168397

Repayment of employee advances26182

429479

Cash was applied to:

Purchase of property, plant and equipment and intangible assets4.215,94414,811

15,94414,811

Net cash flows applied to investing activities(15,515)(14,332)

Cash flows from financing activities

Cash was provided from:

Sale of treasury stock and dividends5.1, 5.2170389

170389

Cash was applied to:

Dividend paid2.328,63228,632

Lease liability payments4.127, 8 9 628,083

56,52856,715

Net cash flows applied to financing activities(56,358)(56,326)

Net increase/(decrease) in funds held13,437(2,635)

Cash and cash equivalents at the beginning of the year32,47835,113

Cash and cash equivalents at the end of the year3.145,91532,478

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

2023

27

CONSOLIDATED STATEMENT OF CASHFLOWS CONTINUED
FOR THE YEAR ENDED 1 AUGUST 2024

$’000

NOTE20242023

Net profit after taxation34,48631,977

Add/(deduct) items classified as investing or financing activities

Loss/(Gain) on sale of plant and equipment2.2528(217)

Add/(deduct) non cash items

Depreciation and amortisation2.238,51638,111

Gain on termination of lease2.2(112)(304)

Net fair value loss on investment property2.2 128 164

Deferred taxation6.2(1,045)435

Share option expense43135

Add/(deduct) movements in working capital items

Taxation payable1,8761,162

Trade and other receivables and prepayments(499)(8)

Trade and other payables and employee benefits7, 8 6 8(5,868)

Inventories3,5212,436

Net cash flows from operating activities85,31068,023

RECONCILIATION OF PROFIT AFTER TAXATION TO CASH FLOWS FROM OPERATING ACTIVITIES

The Notes to the Financial Statements form an integral part of and are to be read in conjunction with these Financial Statements.

28

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2024

1. BASIS OF PREPARATION

This section presents a summary of information considered relevant and material to assist the reader in understanding

the foundations on which the financial statements as a whole have been compiled. Material accounting policies specific

to notes shown in other sections are disclosed in a shaded box and are included as part of that particular note.

1.1 GENERAL INFORMATION

Reporting entity


Hallenstein Glasson Holdings Limited (“Company” or “Parent”) together with its subsidiaries (the “Group”)

is a retailer of men’s and women’s clothing in New Zealand and Australia.

The Company is a limited liability company incorporated and domiciled in New Zealand. The address of its registered

office is Level 3, 235-237 Broadway, Newmarket, Auckland.

Statutory base

Hallenstein Glasson Holdings Limited is a company registered under the Companies Act 1993 and is a FMC reporting

entity under Part 7 of the Financial Markets Conduct Act 2013. The Company is also listed on the New Zealand Stock

Exchange (NZX). The financial statements of the Group have been prepared in accordance with the requirements of

Part 7 of the Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules.

The financial statements were approved for issue by the Board of Directors on 30 September 2024.

29

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 1 AUGUST 2024

1.2 GENERAL ACCOUNTING POLICIES

Statement of compliance

These financial statements for the year ended 1 August 2024 have been prepared in accordance with

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

to International Financial Reporting Standards (NZ IFRS), other New Zealand accounting standards and

authoritative notices that are applicable to entities that apply NZ IFRS. The financial statements comply

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

Basis of preparation of financial statements

The principal accounting policies adopted in the preparation of the financial statements are set out below.

These policies have been consistently applied to all the periods presented, unless otherwise stated.

Certain comparative balances have been restated for consistency with the treatment in the 1 August 2024

consolidated financial statements.

The reporting currency used in the preparation of these financial statements is New Zealand dollars, rounded

where necessary to the nearest thousand dollars.

Entities reporting

The financial statements are the Consolidated Financial Statements of the Group comprising Hallenstein

Glasson Holdings Limited and its subsidiaries, together they are referred to in these financial statements as

‘the Group’. The parent and its subsidiaries are designated as for-profit entities for financial reporting purposes.

Principles of consolidation

Subsidiaries

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is

exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect

those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control

is transferred to the Group. They are deconsolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains and losses on transactions between Group companies

are eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency

with the policies adopted by the Group.

20242023

Hallenstein Bros Limited100%100%Retail of menswear in New Zealand

Hallenstein Brothers Australia Limited100%100%Retail of menswear in Australia

Glassons Limited100%100%Retail of womenswear in New Zealand

Glassons Australia Limited100%100%Retail of womenswear in Australia

Hallenstein Properties Limited100%100%Property ownership in New Zealand

INVESTMENTS IN SUBSIDIARIES

PRINCIPAL SUBSIDIARIES

INTEREST HELD BY

PARENT AND GROUP

PRINCIPAL ACTIVITIES

1. BASIS OF PREPARATION (CONTINUED)

30

Historical cost convention
These financial statements have been prepared under the historical cost convention, as modified by the

revaluation of investment property, land and buildings and certain financial assets and liabilities (including

derivative instruments) measured at fair value.

CLIMATE RELATED RISKS

Transactions and balances

As part of its risk management framework, the Group continues to monitor its exposure to risk, including climate

related risks and regulatory related reporting requirements. During the year ended 1 August 2024, the Group

completed its first climate related risk assessment for its Climate Related Disclosure under the Aotearoa New

Zealand Climate Standards. As part of this assessment, we have not identified any material impacts requiring

specific disclosure in the financial statements. The identified climate related risks and opportunities including

both physical and transitional impacts have been considered as part of the below critical accounting estimates,

judgements and assumptions. Our Climate Related Disclosure will be published by the end of November 2024

on our website – www.hallensteinglasson.co.nz/climate-related-disclosures.

Critical accounting estimates, judgements and assumptions

The preparation of financial statements in conformity with NZ IFRS and IFRS Accounting Standards require the

use of certain critical accounting estimates. It also requires management to exercise its judgement in the process

of applying the Group’s accounting policies.

Property, plant and equipment: The Group has assessed whether the carrying value of its property, plant and

equipment and right of use assets have suffered any impairment since they were acquired. The recoverable

amounts of cash generating units (at a store level) have been determined based on value in use calculations.

These calculations require the use of estimates and projections of future operating performance.

Inventory provision: The Group assessed the inventory provision using management judgement which considers

a range of factors including the review of historical data, the age of inventory and current selling price trends to

determine the appropriateness of the provision.

Revaluation of land and buildings: The fair value of the Group’s land and buildings is determined by the

Board following an independent valuation undertaken at least every three years. The basis of the valuation is

assessed within a range indicated by two valuation approaches: discounted cash flow analysis and an income

capitalisation approach. The key assumptions are disclosed in note 4.2.

Revaluation of investment property: The fair value of the Group’s investment property is determined by the

Board following an independent valuation undertaken annually. The basis of the valuation is assessed within

a range indicated by two valuation approaches: discounted cash flow analysis and an income capitalisation

approach. The key assumptions are disclosed in note 4.3.

FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

Items included in the financial statements for each of the Group’s operations are measured using the currency of

the primary economic environment in which it operates (‘the functional currency’). The financial statements are

presented in New Zealand dollars, which is the Group’s presentational currency.

Transactions and balances

The results and financial position of all the Group entities that have a functional currency different from the

presentation currency are translated into the presentation currency as follows:

(a) assets and liabilities for each balance sheet presented are translated at the closing rate at the

date of that balance sheet; and

(b) income and expenses for each statement of comprehensive income are translated at average

exchange rates.

All resulting exchange differences are recognised in the statement of comprehensive income.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

1. BASIS OF PREPARATION (CONTINUED)

31

1. BASIS OF PREPARATION (CONTINUED)
2. PERFORMANCE


2.1 SEGMENT INFORMATION

The Board of Directors considers the business from both a product and geographic perspective as follows:

— Hallenstein Bros Limited (New Zealand) and Hallenstein Brothers Australia Limited (Australia)

— Glassons Limited (New Zealand)

— Glassons Australia Limited (Australia)

— Hallenstein Properties Limited (New Zealand) (Property)

The reportable segments derive their revenues primarily from the retail sale of clothing. The revenues from

external parties reported to the Board of Directors are measured in a manner consistent with that in the

statement of comprehensive income. There are no material revenues derived from a single external customer.

Operating segments are reported in a manner consistent with the internal reporting provided to the Board

of Directors. The Board of Directors is the chief operating decision maker and is responsible for allocating

resources and assessing performance of the operating segments and they delegate that authority through

the Group Chief Executive Officer.

REVISED COMPARATIVE BALANCES

Changes to record anticipated breakage of contract liabilities

The Group revised its estimates of prior period breakage for unredeemed gift cards, leading to changes

in the 2023 consolidated financial statement of position, consolidated statement of changes in equity,

and respective notes to the consolidated financial statements. As a result, other payables decreased

by $0.5M, deferred tax reduced by $0.1M and 2023 opening retained earnings increased by $0.4M.

The Group considered this revision as immaterial to the consolidated financial statements as a whole.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

32

$’000
GLASSONS

NEW ZEALAND

GLASSONS

AUSTRALIAHALLENSTEINSPROPERTYPARENTTOTAL GROUP

INCOME STATEMENT

Segment revenue122,336192,070106,309-753421,468

Intercompany segment revenue(9,888)(841)(275)-(753)(11,757)

Sales revenue from external customers

112,448191,229106,034--409,711

Cost of sales(51,924)(75,567)(47, 372)--(174,863)

Finance income149487449-861,171

Finance expenses(1,268)(1,226)(1,045)-(17)(3,556)

Depreciation and amortisation(11,518)(15,826)(10,288)(42 2)(57)(38,111)

Profit/(loss) before income tax

15,14924,6025,42532045,421

Income tax expense

(4,256)( 7, 49 6)(1,540)(136)(16)(13,444)

Net profit/(loss) after income tax10,89317,1 0 63,88518431,977

STATEMENT OF FINANCIAL POSITION

Current assets22,83618,35621,601

5,503

2,54870,844

Non-current assets43,41239,01826,663

22,489

-131,582

Current liabilities16,71521,00316,440

379

3554,572

Non-current Liabilities20,37017, 69 413,114

-

-51,178

Purchase of property, plant and

equipment and intangibles assets

2,9658,7553,0838-14,811

$’000

GLASSONS

NEW ZEALAND

GLASSONS

AUSTRALIA

HALLENSTEINSPROPERTYPARENTTOTAL GROUP

INCOME STATEMENT

Segment revenue120,303219,440108,359-1,002449,104

Intercompany segment revenue(10,241)(1,317)(909)-(1,002)(13,469)

Sales revenue from external customers

110,062218,1231 07, 450--435,635

Cost of sales(49,191)(83,862)(43,851)--(176,904)

Finance income348721718-1701,957

Finance expenses(1,415)(1,625)(1,105)-(23)(4,168)

Depreciation and amortisation(11,143)(16,593)(10,166)(524)(90)(38,516)

Profit/(loss) before income tax15,03929,4667, 479258(157)52,085

Income tax (expense)/benefit(4, 255)(9,969)(2,141)(1,278)44( 17, 59 9)

Net profit/(loss) after income tax10,78419,4975,338(1,020)(113)34,486

STATEMENT OF FINANCIAL POSITION

Current assets24,17026,07222,0526,0103,50781,811

Non-current assets40,70453,51022,25320,737-137, 20 4

Current liabilities16,60030,96915,360396(10)63,315

Non-current liabilities17, 53525,7859,173--52,493

Purchase of property, plant and

equipment and intangibles assets

3,7748,0294,13110-15,944

SEGMENT RESULTS

For the year ended 1 August 2024

2. PERFORMANCE (CONTINUED)

For the year ended 1 August 2023

(75)

(91)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

33

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services,
excluding Goods and Services Tax, net of rebates and discounts and after eliminating sales within the Group.

Revenue is recognised as follows:

Sales of goods — Retail

Sales of goods are recognised when a Group entity has delivered a product to the customer. For in-store

sales, control passes to the customer at the point of sale. For online sales, the order and the delivery to

the customer are considered to comprise a single performance obligation, therefore control passes to the

customer when the goods are delivered. Retail sales are usually in cash, credit card, debit card or by various

pay later services. The recorded revenue is the gross amount of sale (excluding GST), including credit card

fees and service fees payable for the transaction. Such fees are included in selling expenses.

The Group offers customers the option of purchasing gift cards. This is considered deferred revenue until

such time where the customer redeems the gift card on future purchases. A contract liability for the purchase

of a gift card is recognised at the time of the sale. Revenue is recognised when the gift card is redeemed or

when they expire. As at 1 August 2024, the gift card liability balance recognised under “Other payables” was

$2.22M (2023: $2.61M, 2022: $2.98M).

Interest income

Interest income is recognised using the effective interest method.

Rental income

Rental income from operating leases (net of any incentives) is recognised on a straight line basis over the

lease term.

2.2 INCOME AND EXPENSES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

2. PERFORMANCE (CONTINUED)

34

2.2 INCOME AND EXPENSES (CONTINUED)
INCOME AND EXPENSES

Profit before income tax includes the following specific income and expenses:

$’00020242023

Other operating income

Rental income248253

Insurance proceeds105-

Expenses

Occupancy costs9,3556,156

Audit of financial statements

PwC New Zealand249230

Other services

Performed by PwC Australia

1

1821

Directors’ fees698647

Wages, salaries and other short term benefits

2

80,75374,229

Depreciation of property, plant and equipment11,41510,423

Depreciation of right of use assets26,60427,273

Amortisation of software497415

Total depreciation and amortisation38,51638,111

Net fair value loss on investment property128164

Interest on leases4,1683,556

Gain on termination of lease(112)(304)

Loss/(gain) on disposal of property, plant and equipment528(217)

1

Amount paid in respect of tax compliance and tax advisory services provided in Australia.

2

Wages, salaries and other short term benefits includes wage subsidy benefit from the New Zealand government

of $Nil (2023: $0.24M).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

2. PERFORMANCE (CONTINUED)

35

BASIC
Basic earnings per share is calculated by dividing the profit after tax of the Group by the weighted average

number of ordinary shares outstanding during the year.

DILUTED

Diluted earnings per share is calculated by adjusting profit after tax and the weighted average number of

ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. There were no

options convertible into shares as at 1 August 2024 (2023: Nil).

Earnings per share

$’00020242023

Profit after tax34,48631,977

Weighted average number of ordinary shares outstanding59,64959,649

Basic and diluted earnings per share (cents per share)57. 8253.61

Basic and diluted earnings per share is calculated by dividing the profit attributable to equity holders of the

Company by the weighted average number of ordinary shares outstanding during the period, adjusted for

bonus elements in ordinary shares issued during the period.

2.4 EARNINGS PER SHARE

DIVIDENDS2024202320242023

Cents per

share

Cents per

share

$’000$’000

Final dividend for the year ended 1 August 202324.0014,316

Interim dividend for the year ended 1 August 202424.0014,316

Final dividend for the year ended 1 August 202224.0014,316

Interim dividend for the year ended 1 August 202324.0014,316

Total48.0048.0028,63228,632

2.3 DIVIDENDS

Provision is made for the amount of any dividend declared on or before the balance date but not distributed at

balance date

Dividends paid were partially imputed. Supplementary dividends of $177,160 (2023: $64,315) were paid to shareholders

not resident in New Zealand for tax purposes for which the Group received a foreign investor tax credit.

2. PERFORMANCE (CONTINUED)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

36

The carrying amount of cash and cash equivalents equals the fair value.
3. WORKING CAPITAL


3.1 CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash at bank, cash on hand, EFTPOS (electronic funds transfer point

of sale) transactions which have not been cleared by the bank at balance date, deposits held at call with

financial institutions, other short-term highly liquid investments with original maturities of three months or

less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of

changes in value, and bank overdrafts.

Consolidated statement of cash flows

The following are the definitions of the terms used in the consolidated statement of cash flows:

(I.) Cash comprises cash and cash equivalents.

(II.) Investing activities are those activities relating to the acquisition, holding and disposal of property, plant and

equipment, investments and employee advances.

(III.) Financing activities are those activities which result in changes in the size and composition of the capital

structure of the Group. This includes lease payments, equity and debt not falling within the definition of

cash. Dividends paid are included in financing activities.

(IV.) Operating activities include all transactions and other events that are not investing or financing activities.

Cash and cash equivalents

$’00020242023

Cash at bank44,47028,667

Short term bank deposits1,3643,739

Cash on hand8172

Total cash and cash equivalents45,91532,478

3.2 INVENTORIES

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted

average method and includes expenditure incurred in acquiring the inventories and bringing them to their

existing location and condition. Net realisable value is the estimated selling price in the ordinary course of

business, less applicable variable selling expenses, excluding borrowing costs. The Group assesses the likely

net residual value of inventory. Stock provisions are recognised for inventory which is older than two years

and for inventory which is expected to sell for less than cost. Management will also use their judgement to

assess whether any further provisions are required based on style performance, current trends and specific

product information from buyers.

Inventory adjustments are provided at year end for stock obsolescence within cost of sales in the Consolidated

Statement of Comprehensive Income.

The cost of inventories recognised as an expense and included in cost of sales amounted to $176,649,177

(2023: $174,548,112).

Inventories

$’00020242023

Finished goods27, 65931,285

Inventory adjustments

(175)(280)

Net inventories27, 4 8 431,005

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

37

4.1 LEASES
Right-of-use assets and lease liabilities arising from a lease are initially measured on a present value basis.

Lease liabilities include the net present value of the remaining lease payments.

Right-of-use assets are initially recognised on commencement of lease at cost, comprising the initial amount

of the lease liabilities less any lease incentives received. Right-of-use assets are subsequently depreciated

using the straight-line method from the commencement date to the end of the lease term.

The Group leases retail stores under non-cancellable operating leases expiring within one to six years.


There is a small portion of lease contracts which contain renewal rights. In considering the lease term for

these contracts, the Group has determined that rights of renewals are not reasonably certain to be exercised

due to the nature and location of the stores and the changing retail environment. It is the Group’s strategy

to renegotiate the terms of all leases at their expiry instead of exercising renewal rights. This agile strategy is

enabled by having stores relatively small in size and not highly customised, and therefore relatively straight

forward to move locations. In addition, with the current retail market uncertainty the Group needs


to maintain a degree of flexibility.

Both right-of-use assets and lease liabilities are discounted applying the interest rate implicit in the lease.

If that rate cannot be determined, the lessee’s incremental borrowing rate is used, being the rate that the

lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar

economic environment with similar terms and conditions.

Short term leases where the Group is the lessee

Leases in which a material portion of the risks and rewards of ownership are retained by the lessor are

classified as operating leases. Payments made under operating leases (net of any incentives received from

the lessor) are charged to the profit or loss in the Consolidated Statement of Comprehensive Income on a

straight line basis over the period of the lease.

The Group is the lessor

Assets leased to third parties under operating leases are included in Investment Property in the Consolidated

Statement of Financial Position. Rental income (net of any incentives given to lessees) is recognised on a

straight line basis over the lease term. Lease receivables are disclosed under Note 4.3.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

4. LONG TERM ASSETS

38

The following tables show the movements and analysis in relation to the right-of-use assets and lease liabilities.
Right of use assets

$’00020242023

Opening net book value 65,285 67,14 6

Depreciation(26,604) (27,273)

Modifications and additions 30,253 27,037

Lease terminations 2,104 1066

FX impact199 559

Carrying amount 67,02 9 65,285

Lease liabilities

$’000

20242023

Opening lease liabilities 76,325 77,410

Lease modifications and additions 32,724 29,344

Interest for the period 4,168 3,556

Lease payments made(32,064) (31,639)

Covid-19 rent abatements received - (234)

Lease terminations(2,216) (1,370)

FX impact 247 (742)

Closing lease liabilities 79,184 76,325

4. LONG TERM ASSETS (CONTINUED)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

39

4. LONG TERM ASSETS (CONTINUED)
Lease liabilities maturity analysis for the year ended 1 August 2024

$’000

MINIMUM LEASE

PAYME NTS

INTERESTPRESENT

VALUE

Due within one year 30,354 (3,663) 26,691

One to two years 24,640 (2,413) 22,227

Two to five years 30,225 (2,143) 28,082

Later than five years 2,267 (83) 2,184

Total 87,486 (8,302) 79,184

Current 26,691

Non-current 52,493

Total 79,184

Lease related expenses included in the consolidated statement of comprehensive income:

$’000

20242023

Depreciation 26,604 27,273

Rent on short-term leases 9,355 6,390

Covid-19 rent abatements received -

Gain on lease termination(112)

Interest on leases

4,168 3,556

Total 40,015 36,681

Lease commitments


The Group currently has no non-cancellable short-term operating lease agreements as at 1 August 2024 (2023: $Nil).

Lease liabilities maturity analysis for the year ended 1 August 2023

$’000

MINIMUM LEASE

PAYME NTS

INTERESTPRESENT

VALUE

Due within one year 28,130 (2,983) 25,147

One to two years 22,851 (1,992) 20,859

Two to five years 31,628 (1,924) 29,704

Later than five years 628 (13) 615

Total 83,237 (6,912) 76,325

Current 25,147

Non-current 51,178

Total 76,325

Lease payments included in the consolidated statement of cash flows:

$’000

20242023

Interest paid on leases (operating activities) 4,168 3,556

Payments for lease liabiities principal (financing activities)

27, 8 9 6 28,083

Total cash outflows from leases 32,064 31,639

(234)

(304)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

40

4.2 PROPERTY, PLANT AND EQUIPMENT
Recognition and measurement

Land and buildings were valued on 1 August 2024 by Telfer Young (Hawkes Bay) Limited, Fordbaker

Valuation Limited and Colliers International (collectively “the valuers”), who are independent registered

valuers and associates of The New Zealand Institute of Valuers. The valuers have recent experience in

the location and category of the item being valued. The fair values of the assets represent the estimated

price for which a property could be sold on the date of valuation in an orderly transaction between market

participants.

The adopted valuation have been assessed within a range indicated by two valuation approaches:

Income capitalisation approach and discounted cash flow analysis.

The following table summarises the valuation approach and key assumptions used by the valuers to

arrive at fair value.

Valuation approachDescription of the valuation approach

Income capitalisation

approach

A valuation methodology which determines fair value by capitalising

a property’s sustainable net income at an appropriate, market derived

capitalisation rate (yield). Unobservable inputs within the income capitalisation

approach include:

a) Net Market Rent which is the annual amount for which a tenancy within a

property is expected to achieve under a new arm’s length leasing transaction

after deducting a fair share of property operating expenses.

b) Capitalisation Rate (yield) which is the rate of return, determined through

analysis of comparable, market related sales transactions which is applied to

a property’s sustainable net income to derive value.

Discounted cash

flow analysis

With the discounted cash flow analysis, a cash flow budget is established for

the property over a ten-year time horizon. Within the cash flow an allowance

is made for rental growth as well as deducting costs associated with property

ownership. A terminal value is also estimated and the cash flows are discounted

at a market rate to arrive at a net present value.

Unobservable inputs within the discounted cash flow approach include:

a) The discount rate which is the rate determined through analysis of

comparable market related sales transactions which is applied to a property’s

future net cash flows to convert those cash flows into a present value.

b) The terminal capitalisation rate which is the rate which is applied to a

property’s sustainable net income at the end of an assumed holding period

to derive an estimated market value.

c) Rental growth rate which is the annual growth rate applied to market rent

over an assumed holding period.

d) Expenses growth which is the annual amount applied to property operating

expenses over an assumed holding period.

Land and building measurements are categorised as Level 3 in the fair value hierarchy. During the year there

were no transfers between levels of the fair value hierarchy.

4. LONG TERM ASSETS (CONTINUED)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

41

4. LONG TERM ASSETS (CONTINUED)
Both the income capitalisation approach and discounted cash flow analysis contain unobservable inputs in

determining fair value. These are summarised in the table below:

RANGE OF SIGNIFICANT

UNOBSERVABLE INPUTS

CLASS OF

PROPERTY

INPUTS USED TO

MEASURE FAIR VALUE

20242023SENSITIVITY

Land and

Buildings –

Retail and

Investment

Property

Net Market Rent$355 per m

2

$359 per m

2

The higher the market rent and

growth rate, the higher the fair value

Rental growth rate2.00% - 2.50%1.50% - 2.50%

Capitalisation rate (yield)6.76%6.56%

The higher the capitalisation rates and

discount rate, the lower the fair value.

Discount rate7. 89%7. 8 0%

Terminal Capitalisation Rate7. 50%7. 2 5%

Expenses growth2.0% - 3.0%1.8% - 4.4%

The higher the expenses, the lower

the fair value.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,

only when it is probable that future economic benefits associated with the item will flow to the Group and the cost

of the item can be measured reliably.

Increases in the carrying amount arising on revaluation of land and buildings are credited to other comprehensive

income and shown as an asset revaluation reserve in shareholders’ equity. Decreases that offset previous

increases of the same asset are charged in other comprehensive income and debited against the asset revaluation

reserve directly in shareholders’ equity; all other decreases are charged to the profit and loss in the consolidated

statement of comprehensive income.

All other property, plant and equipment is stated at historical cost less accumulated depreciation and impairment.

Historical cost includes expenditure that is directly attributable to the acquisition of the items. This cost includes

labour attributable to bringing the assets to the location and working condition for its intended use.

Depreciation

Land is not depreciated. Depreciation on other assets is calculated using the straight line method to allocate their

cost, net of their residual values, over their estimated useful lives, as follows:

— Buildings 67 years

— Plant and equipment 2

— 5 years

— Furniture and fittings 5

— 10 years

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate at each balance date.

20242023

Land and

Buildings —

Warehouse

Net Market Rent$127 - $214$128 — $210The higher the market rent and

growth rate, the higher the fair value

Rental growth rate1.80% - 2.80%1.70% — 3.10%

Capitalisation rate (yield)5.49% - 6.70%5.25% — 6.75%The higher the capitalisation rates and

discount rate, the lower the fair value.

Discount rate7.50% - 8.00%7. 3 8% — 7.75%

Terminal Capitalisation Rate5.75% - 7.00%5.50% — 6.75%

Expenses growth0.00% - 2.53%0.00% — 5.00%

The higher the expenses, the lower

the fair value.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

42

Impairment
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying

amount is greater than its estimated recoverable amount. Assets that are subject to depreciation are

reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount

may not be recoverable, for example a planned store closure, withdrawal from a business segment, or

assessment of loss making stores. Assets are grouped at the lowest levels for which there are separately

identifiable cash flows; a store’s assets is the relevant cash generating unit. If, in a subsequent period, the

amount of the impairment loss decreases and it can be related objectively to an event occurring after the

impairment was recognised, the reversal of the previously recognised impairment loss is recognised in the

consolidated statement of comprehensive income.

The value in use calculation evaluates recoverability based on the stores’ forecasted discounted cash

flows, which incorporate estimated sales, margin & expense growth based upon current plans for the store.

Key assumptions in the determination of recoverable amount are:

— the estimate of future cash flows of the store incorporating reasonable sales growth and margin

improvement; and

— the discount rate incorporating the rates of return based on the risk and uncertainty inherent in the

forecast cash flows.

The Group has performed an assessment to determine whether there is any sensitivity to changes in key

assumptions. As a result of the sensitivity analysis and impairment testing performed, it was determined

that no material risks of impairment existed as at 1 August 2024 (2023: $Nil).

Disposal

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

included in the consolidated statement of comprehensive income.

4. LONG TERM ASSETS (CONTINUED)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

43

FOR THE YEAR ENDED 1 AUGUST 2023
FOR THE YEAR ENDED 1 AUGUST 2024


$’000

LAND AT FAIR

VALUE

BUILDINGS AT

FAIR VALUE

FIXTURES &

FITTINGS

PLANT &

EQUIPMENTTOTAL

Opening NBV11,02520,13819,7895,41556,367

Additions

- - 10,5624,59315,155

Disposals

- - (308)(354)(662)

Depreciation

- (626)( 7, 69 0)(3,099)(11,415)

Revaluations

210(876) - - (666)

Closing NBV11,23518,63622,3536,55558,779

Cost/valuation11,23518,63676,70929,630136,210

Accumulated depreciation

- - (54,356)(23,075)(77,431)

Closing NBV11,23518,63622,3536,55558,779

$’000

LAND AT FAIR

VALUE

BUILDINGS AT

FAIR VALUE

FIXTURES &

FITTINGS

PLANT &

EQUIPMENTTOTAL

Opening NBV11,04518,36316,2924,71550,415

Additions -

- 10,7793,50214,281

Disposals -

- (142)(38)(180)

Depreciation -

(519)(7,140)(2,764)(10,423)

Revaluations(20)

2,294 - - 2, 274

Closing NBV11,02520,13819,7895,41556,367

Cost/valuation11,02520,13870,00626,482127, 65 1

Accumulated depreciation -

- (50,217)(21,067)(71,284)

Closing NBV11,02520,13819,7895,41556,367

$’00020242023

Land4,2704,270

Buildings12,79212,792

Cost17,0 6217,0 62

Accumulated depreciation(2,993)(2,737)

Net book amount14,06914,325

If land and buildings were stated on a historical cost basis, the amounts would be as follows:

4. LONG TERM ASSETS (CONTINUED)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

44

4.3 INVESTMENT PROPERTY
Recognition and measurement

Investment property consists of a portion of land and buildings for the purpose of retail. Land and buildings

were valued on 1 August 2024 by Telfer Young (Hawkes Bay) Limited (“the valuer”) who are independent

registered valuers and associates of The New Zealand Institute of Valuers. The valuer has recent experience

in the location and category of the item being valued. The fair values of the assets represent the estimated

price for which a property could be sold on the date of valuation in an orderly transaction between market

participants.

The adopted valuation has been assessed within a range indicated by two valuation approaches: Income

capitalisation approach and discounted cash flow analysis. These valuation approaches and the key

assumptions used by the valuer in order to arrive at fair value has been summarised in note 4.2.

The loss of $128,000 on the fair value revaluation of Investment Property was recognised as an operating

expense in the Consolidated Statement of Comprehensive Income (2023: $164,000). Subsequent revaluation

surpluses or losses will be recognised through the Consolidated Statement of Comprehensive Income.

Land and building measurements are categorised as Level 3 in the fair value hierarchy. During the year there

were no transfers between levels of the fair value hierarchy.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as

appropriate, only when it is probable that future economic benefits associated with the item will flow


to the Group and the cost of the item can be measured reliably.

Lease receivables

The Group owns rental property that it leases under non-cancellable operating lease agreements to external

parties. Leases reflect normal commercial arrangements with varying terms and renewal rights.

The future minimum rental payments receivable under these leases is as follows:

Investment Property

$’00020242023

Opening balance3,2083,372

Net loss from fair value adjustment(128)(164)

Closing balance3,0803,208

$’000

20242023

Due within one year

83207

One to two years

-74

Total lease receivables

83281

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

4. LONG TERM ASSETS (CONTINUED)

45

Ordinary shares are classified as capital, net of treasury stock.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a

deduction, net of tax, from the proceeds.

Treasury stock

Shares purchased on market under the executive share scheme are treated as treasury stock on acquisition

at cost. On vesting to the employee, treasury stock shares are credited to equity and an employee loan is

recorded initially at fair value and subsequently at amortised cost.

Reserves

The asset revaluation reserve records revaluations of land and buildings classified as property, plant

and equipment, net of tax. The cash flow hedge reserve records the fair value of derivative financial

instruments, net of tax that meet the hedge accounting criteria. The Share Option reserve is used to record

the accumulated value of unvested share rights arising from the executive share scheme which have been

recognised in the consolidated statement of changes in equity.

5. EQUITY

5.1 SHARE CAPITAL

2024202320242023

SHARESSHARES$000’s$000’s

Balance at beginning of year59,452,06159,402,06128,14027, 8 05

Sale of treasury stock25,00050,000141303

Dividends --2986

Share Options Exercised172,000-948-

Loss/(gain) on sale of treasury stock transferred

to retained earnings

--21(54)

Balance at end of year59,649,06159,452,06129,27928,140

Representing:

Share capital59,649,06159,649,06129,27929,279

Treasury stock (net of dividends)-(197,000)-(1,139)

Total59,649,06159,452,06129,27928,140

CONTRIBUTED EQUITY

All shares are fully paid and rank equally.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

46

5. EQUITY (CONTINUED)
5.2 EXECUTIVE SHARE SCHEME

The Company operates an employee share scheme for certain senior executives to purchase ordinary shares

in the Company.

The Company provides the employees with limited recourse loans on an interest free basis to assist employees’

participation.

The loans are applied to purchase shares on market and the shares are treated as treasury stock.

The loan amount is the total market value of the shares plus any commission applicable on the date of

purchase.

Any dividends payable on the shares are applied towards the repayment of the advance.

Shares purchased under the scheme are held by two directors as custodians and vest three years from the

date of purchase. In the event the employee leaves the company during the vesting period, the loan is repaid

by selling the shares on market. Any gain or loss arising from the sale of shares is included in equity. Refer to

note 5.1 for further detail on treasury stock.

In accordance with NZ IFRS 2 Shared-based payment, this scheme is an equity-settled scheme.

There were no shares issued during the 2024 financial year (2023: Nil).

Executive share schemeYEAR ENDED 1 AUGUST 2024YEAR ENDED 1 AUGUST 2023

Number

of shares

Average exercise

price per share

option

Number

of shares

Average exercise

price per share

option

Balance at beginning of financial year197,000$6.74247,000$6.62

Forfeited during the year(25,000)$5.62(50,000)$6.06

Exercised during the year(172,000)$6.65-$0.00

Balance at end of financial year--197,000$6 .74

Equity settled share-based compensation benefits are provided to certain employees in accordance with

the Group’s executive share scheme. The fair value of share rights granted under the scheme is recognised

as an employee benefit expense with a corresponding increase in equity. The fair value is measured at

grant date and recognised over the period during which the employees become unconditionally entitled to

the share rights.

The fair value at grant date of the share rights are determined using a Black Scholes Pricing model that

takes into account the exercise price, the term of the share right, the vesting and performance criteria, the

non-tradable nature of the share right, the share price at grant date and expected price volatility of the

underlying share, the expected dividend yield and the risk-free interest rate for the term of the share right.

At each balance date, the Group revises its estimate of the number of share rights that are expected to

become exercisable. The employee benefit expense recognised each period takes into account the most

recent estimate.

Upon the vesting of share rights, the balance of the share option reserve relating to the share rights is

transferred to retained earnings.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

47

6. TAXATION
6.1 INCOME TAX EXPENSE

The Consolidated Statement of Comprehensive Income and the Consolidated Statement of Cash Flows have

been prepared so that all components are stated exclusive of GST. All items in the Consolidated Statement of

Financial Position are stated net of GST, with the exception of receivables and payables, which include GST

invoiced.

GOODS AND SERVICES TAX (GST)

The income tax expense or revenue for the period is the tax payable or receivable on the current period’s

taxable income based on the notional income tax rate for each jurisdiction, adjusted by changes in deferred

tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities

and their carrying amounts in the financial statements and unused tax losses.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to

apply when the assets are recovered or liabilities are settled, based on those tax rates which are enacted or

substantively enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of

deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception

is made for certain temporary differences arising from the initial recognition of an asset or a liability. No

deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a

transaction, other than a business combination, that at the time of the transaction did not affect either

accounting profit or taxable profit or loss.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is

probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount

and tax bases of investments in operations where the company is able to control the timing of the reversal of

the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised

directly in equity.

Income tax expense

$’00020242023

The tax expense comprises:

Current tax expense 17, 5 6712,954

Prior period adjustment1,07755

Deferred tax expense (note 6.2)

- Future tax expense current year459435

- Prior period adjustment

(1,504)-

Total income tax expense17, 59 913,444

Reconciliation of income tax expense to tax rate applicable to profits

Profit before income tax expense52,08545,421

Tax at 28% (2023: 28%)14,58412,718

Tax effect of:

- Income not subject to tax35-

- Expenses not deductible for tax245144

- Adjustment due to different rate in different jurisdictions605527

- Prior period adjustment(427)55

- Removal of tax base on buildings2,557-

Total income tax expense17, 59 913,444

The effective tax rate for the year was 33.8% (2023: 29.6%). The Group has no tax losses (2023: Nil) and no

unrecognised temporary differences (2023: Nil).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

48

6. TAXATION (CONTINUED)
The tax (charge)/credit relating to components of other comprehensive income are as follows:

$’00020242023

BEFORE

TA X

TA X

CREDIT

AFTER

TA X

BEFORE

TA X

TA X

CHARGED

AFTER

TA X

(Loss)/Gain (net of tax) on revaluation of

land and buildings

(666)245(421)2, 274(642)1,632

Fair Value (Loss)/Gain (net of tax) in

Cash Flow Hedge Reserve

(91)28(63)506(139)367

Increase in Share Option Reserve---135-135

6.2 DEFERRED TAX

$’00020242023

Amounts recognised in profit or loss

Depreciation2,5833,937

Provisions and accruals3,0421,567

Right of use assets(21,145)(20,459)

Lease liabilities22,97922,010

7, 4597,055

Amounts recognised directly in equity

Asset revaluation reserve245(642)

Cash flow hedges(381)(4 0 8)

Total amount recognised7, 32 36,005

Movements

Balance at beginning of year6,0057, 36 4

Credited/(Charged) to the Income Statement(459)

Prior period adjustment1,504-

Charged to equity273(924)

Balance at end of the year7, 32 36,005

The Taxation (Annual Rates for 2023-24, Multinational Tax and Remedial Matters) Act, which received Royal

Assent on 28 March 2024, removes tax depreciation deductions for commercial buildings with effect from

the beginning of the 2025 income tax year. This legislative change reduces the tax base of the commercial

buildings in New Zealand. This change decreased the deferred tax asset recognised in respect of property,

plant and equipment, and investment property by $2.6 million, partially off-set by a $1.5 million related prior

period adjustment. A net non-cash deferred tax expense of $1.1 million has been recognised in the current

year tax expense.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

(435)

49

The above amounts represent the balance of the imputation account as at the end of the reporting period,
adjusted for:

— Imputation credits that will arise from the payment of the provision for income tax;

— Imputation debits that will arise from the payment of dividends recognised as liabilities at the reporting date; and

— Imputation credits that will arise from the receipt of dividends recognised as receivables at the reporting date.

6.3 IMPUTATION CREDITS

$’00020242023

Imputation credits available for subsequent reporting periods3,6914,172

6. TAXATION (CONTINUED)

7. OTHER


7.1 EMPLOYEE BENEFITS

WAGES AND SALARIES, ANNUAL LEAVE AND SICK LEAVE

Liabilities for wages and salaries, including non monetary benefits, annual leave and accumulating sick

leave expected to be settled within 12 months of the reporting date are recognised in other payables in

respect of employees' services up to the reporting date and are measured at the amounts expected to be

paid when the liabilities are settled. Liabilities for non accumulating sick leave are recognised when the

leave is taken and measured at the rates paid or payable.

Employee benefits

$’00020242023

Holiday pay accrual and other benefits8,9287, 29 4

7.2 CONTINGENCIES

Contingent liabilities under contracts, guarantees and other agreements arising in the ordinary course of business

on which no loss is anticipated are as follows:

Letters of credit

Bank letters of credit issued to secure future purchasing requirements are matched to a contingent asset of

the same value representing inventories purchased.

$’00020242023

Commitments in relation to store fitouts9861,043

Contingencies

$’00020242023

Bank guarantee provided to the New Zealand Stock Exchange Limited7575

7.3 CAPITAL EXPENDITURE COMMITMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

50

7.4 RELATED PARTY TRANSACTIONS
During the year, the Company advanced and repaid loans to its subsidiaries by way of internal current

accounts. In presenting the financial statements of the Group, the effect of transactions and balances

between fellow subsidiaries and those with the Parent have been eliminated.

The Group undertook transactions with the related interests of the majority shareholder as detailed below:

$’00020242023

T C Glasson

Rent payments on retail premises1,3732,166

Balance as at year end - lease liabilities4,1433,556

7. OTHER (CONTINUED)

DIRECTORS’ FEESDIVIDENDS

$’0002024202320242023

Ms J Appleyard8662--

Mr W J Bell141135--

Ms K Bycroft9995--

Mr M Ford 10610044

Mr J C Glasson--4120

Mr T C Glasson86855,3385,338

Mr G Popplewell94859191

Ms S Vincent86852222

6986475,4965,475

During the financial year, consulting fees of $10,000 (2023: $9,000) were paid to Karen Bycroft. There was

no balance outstanding as at 1 August 2024 (2023: $Nil).

Total remuneration of $702K was paid by the Company to close family members of the Board of Directors

for individuals that were either employed or engaged as consultants by the Company in the year ended

1 August 2024 (2023: $440K).

$’00020242023

Short term employee benefits3,8642,912

Share scheme benefit43135

Key management compensation was as follows:

The Company operates an employee share scheme for certain senior executives and is outlined in Note 5.2.

The following Directors received Directors’ fees and dividends in relation to shares held personally as follows:

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

51

7. OTHER (CONTINUED)
7.5 FINANCIAL RISK MANAGEMENT

Fair value estimation

Fair value estimates are classified in a hierarchy based on the inputs to valuation techniques used to

measure fair value. The different levels have been defined as follows:

— Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1).

— Inputs other than quoted prices included within Level 1 that are observable for the asset or liability,

either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2).

— Inputs for the asset or liability that are not based on observable market data (that is, unobservable

inputs) (Level 3).

The Group’s policy is to recognise transfers into and out of fair value hierarchy levels as of the date of the

event or change in circumstances that caused the transfer.

The Group has financial instruments that are classified as Level 2 within the fair value hierarchy. The fair

value of financial instruments that are not traded in an active market (for example, over-the-counter

derivatives) is determined by using valuation techniques. These valuation techniques maximise the use

of observable market data where it is available and rely as little as possible on entity specific estimates.

If all material inputs required to fair value an instrument are observable, the instrument is included within

Level 2. Under Level 2 the Group holds forward foreign exchange contracts. The fair value of these forward

foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the

resulting value discounted back to present value. Refer to note 7.5.4.

The Group's land and buildings within property, plant and equipment and investment property are

classified as Level 3 in the fair value hierarchy as one or more of the material inputs into the valuation are

not based on observable market data. Refer to notes 4.2 and 4.3 for more information.

Derivatives

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are

subsequently re-measured to their fair value. The method of recognising the resulting gain or loss depends

on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being

hedged. The company designates certain derivatives as either; (1) hedges of the fair value of recognised

assets or liabilities or a firm commitment (fair value hedge); or (2) hedges of highly probable forecast

transactions (cash flow hedges).

The Group documents at the inception of the transaction the relationship between hedging instruments

and hedged items, as well as its risk management objective and strategy for undertaking various hedge

transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis,

whether the derivatives that are used in hedging transactions have been and will continue to be highly

effective in offsetting changes in fair values or cash flows of hedged items.

Cash flow hedge

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow

hedges is recognised in equity in the cash flow hedge reserve. The gain or loss relating to the ineffective

portion is recognised immediately in the profit or loss in the Consolidated Statement of Comprehensive

Income.

Amounts accumulated in equity are recycled in the Consolidated Statement of Comprehensive Income

in the periods when the hedged item will affect profit or loss (for instance when the forecast sale that is

hedged takes place). However, when the forecast transaction that is hedged results in the recognition of

a non-financial asset (for example, inventory) or a non-financial liability, the gains and losses previously

deferred in equity are transferred from equity and included in the measurement of the initial cost or

carrying amount of the asset or liability.

When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria

for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and

is recognised when the forecast transaction is ultimately recognised in the Consolidated Statement of

Comprehensive Income. When a forecast transaction is no longer expected to occur, the cumulative gain

or loss that was reported in equity is immediately transferred to the profit or loss in the Consolidated

Statement of Comprehensive Income.

Derivatives that do not qualify for hedge accounting

Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of these

derivative instruments are recognised immediately in the profit or loss in the Consolidated Statement

of Comprehensive Income.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

52

7.5.1 FINANCIAL RISK FACTORS
The Group’s activities expose it to various financial risks including, liquidity risk, credit risk, and market risk

(including currency risk and cash flow interest rate risk). The Group’s risk management strategy is to minimise

adverse effects on the Consolidated Statement of Comprehensive Income. Derivative financial instruments

are used to hedge currency risk.

7.5.2 LIQUIDITY RISK

Liquidity risk is the risk that the Group will be unable to meet its financial obligations as they fall due. The

Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient

liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring

unacceptable losses or risking damage to the Group’s reputation.

The Group manages liquidity risk by maintaining adequate reserves, and by regularly monitoring cash flow.

At balance date, the Group had $45.915 million (2023: $32.478 million) in cash reserves and accordingly,

management consider liquidity risk to be relatively low.

The table below analyses the Group’s financial liabilities and gross-settled derivatives into relevant maturity

groupings based on the remaining period from the Consolidated Statement of Financial Position to the

contractual maturity date. The cash flow hedge “outflow” amounts disclosed in the table are the contractual

undiscounted cash flows liable for payment by the Group in relation to all forward foreign exchange contracts

in place at balance date. The cash flow hedge “inflow” amounts represent the corresponding inflow of foreign

currency back to the Group as a result of the gross settlement on those contracts, converted using the spot

rate at balance date. The carrying value shown is the net amount of derivative financial liabilities and assets

as shown in the Consolidated Statement of Financial Position.

Trade payables are shown at carrying value in the table. No discounting has been applied as the impact of

discounting is not material.

7. OTHER (CONTINUED)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

53

7. OTHER (CONTINUED)
AS AT 1 AUGUST 2024

$’000

LESS THAN 3

MONTHS

3-12

MONTHS

TOTALCARRYING

VALUE

Trade and other payables

25,228-25,22825,228

25,228-25,22825,228

Forward foreign exchange contracts

Cash flow hedges:

— Outflow(24,318)(40,613)(64,931)(64,931)

— Inflow25,03841,17666,21466,246

Net7205631,2831,315

AS AT 1 AUGUST 2023

$’000

LESS THAN 3

MONTHS

3-12

MONTHSTOTAL

CARRYING

VALUE

Trade and other payables

21,494-21,49421,494

21,494-21,49421,494

Forward foreign exchange contracts

Cash flow hedges:

— Outflow(28,127)(39,403)(67, 5 30)(67, 5 30)

— Inflow28,62640,37569,00168,935

Net4999721,4711,405

7.5.3 CREDIT RISK

Credit risk is the risk of the failure of a debtor or counterparty to honour its contractual obligations resulting

in financial loss to the Group. The Group incurs credit risk from trade receivables and transactions with

financial institutions. The Group places its cash, short-term investments, and derivative financial instruments

with high credit quality financial institutions. Retail sales are predominantly settled in cash or by using major

credit cards. 0.0% (2023: 0.1%) of sales give rise to trade receivables. This maximum exposure to credit risk is

the carrying amount of trade receivables.

Concentration of credit risk with respect to debtors is limited due to the large number of customers included

in the Group’s customer base.

The Group does not require collateral or other security to support financial instruments with credit risk.

7.5.2 LIQUIDITY RISK

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

54

7.5.4 MARKET RISK
Foreign exchange risk

The Group is exposed to foreign exchange risk arising from currency exposure predominantly with the US dollar

with the purchase of inventory from overseas suppliers.

The Board has established a Treasury Risk Policy to manage the foreign exchange risk. The policy is reviewed

on a regular basis, and management report monthly to the Board to confirm policy is adhered to. All committed

foreign currency requirements are fully hedged, and approximately 50% (2023: 50%) of anticipated foreign

currency requirements are hedged on a rolling twelve month basis.

The Group uses forward exchange contracts with major retail banks only to hedge its foreign exchange risk

arising from future purchases.

Forward exchange contracts — cash flow hedges

These contracts are used for hedging committed or highly probable forecast purchases of inventory. The

contracts are timed to mature during the month the inventory is shipped and the liability settled. The cash

flows are expected to occur at various dates within one year from balance date.

When forward exchange contracts have been designated and tested as an effective hedge the portion

of the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised

directly in equity. These gains or losses will be released in the profit or loss in the Consolidated Statement of

Comprehensive Income at various dates over the following year as the hedged risk crystallises.

At balance date the Group had entered into forward exchange contracts to sell the equivalent of NZ$64.931

million (2023: NZ$67.530 million), primarily in US and AU Dollars. At balance date these contracts are

represented by net assets of $1.315 million (2023: assets of $1.405 million). When foreign exchange contracts are

not designated and tested as an effective hedge, the gain or loss on the foreign exchange contract is recognised

in the profit or loss in the Consolidated Statement of Comprehensive Income.

At balance date there are no such contracts in place (2023: Nil).

Interest rate risk

The Group has no interest bearing liabilities. Exposure to interest rate risk arises only from the impact on income

from operating cash flows as a result of interest bearing assets, such as cash deposits.

Sensitivity analysis

Based on historical movements and volatilities and management’s knowledge and experience, management

believes that the following movements are ‘reasonably possible’ over a 12 month period:

— Proportional foreign exchange movement of -10% (depreciation of NZD) and +10% (appreciation of NZD)

against the USD, from the year end rate of $0.5949 (2023: $0.6192).

— Proportional foreign exchange movement of -10% (depreciation of NZD) and +10% (appreciation of NZD)

against the AUD, from the year end rate of $0.9151 (2023: $0.9279).

— A parallel shift of +2% / -2% in the market interest rates from the year end deposit rate of 5.5% (2023: 5.5%).

7. OTHER (CONTINUED)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

55

7. OTHER (CONTINUED)
AS AT 1 AUGUST 2024INTEREST RATEFOREIGN EXCHANGE RATE

-2% +2%-10%+10%

$’000

CARRYING

AMOUNT

PROFITEQUITYPROFITEQUITYPROFITEQUITYPROFITEQUITY

FINANCIAL ASSETS

Loans and receivables

Cash and cash equivalents

45,915(918)(918)9189182,3652,365(1,935)(1,935)

Accounts receivable

407--------

Advances to employees

847--------

Derivatives used for hedging

Derivatives designated as

cash flow hedges (forward

foreign exchange contracts)

1,315-----5,297-(4, 334)

FINANCIAL LIABILITIES

Liabilities at amortised cost

Trade and other payables25,228----(1,541)(1,541)1,2611,261

Total increase / decrease(918)(918)9189188246,121(674)(5,008)

If these movements were to occur, the post-tax impact on profit and loss and equity for each category of

financial investment:

AS AT 1 AUGUST 2023INTEREST RATEFOREIGN EXCHANGE RATE

-2% +2%-10%+10%

$’000

CARRYING

AMOUNT

PROFITEQUITYPROFITEQUITYPROFITEQUITYPROFITEQUITY

FINANCIAL ASSETS

Loans and receivables

Cash and cash equivalents

32,478(650)(650)6506502,1802,180(1,784)(1,784)

Accounts receivable

318--------

Advances to employees

160--------

Derivatives used for hedging

Derivatives designated as

cash flow hedges (forward

foreign exchange contracts)

1,405-----5,520-(4 , 5 1 6)

FINANCIAL LIABILITIES

Liabilities at amortised cost

Trade and other payables21,494----(1,062)(1,062)869869

Total increase / decrease(650)(650)6506501,1186,638(915)(5,431)

The parent is not exposed to any interest rate or foreign exchange risk.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

56

7.5.5 CAPITAL RISK MANAGEMENT
The Group’s objectives when managing capital are to maximise the value of shareholder equity and ensure

that the Group continues to safeguard its ability to continue as a going concern. Group capital consists

of share capital, reserves and retained earnings. In order to meet these objectives, the Group may adjust

the amount of dividend payment made to shareholders. The Group has no specific banking or other

arrangements which require that the Group maintain specific equity levels.

7.6 EVENTS SUBSEQUENT TO BALANCE DATE

Subsequent to year end, the Board has resolved to pay a final dividend of 26.5 cents per share (partially

imputed at 75.6%) (2023: 24.0 cents partially imputed 75%). The dividend will be paid on 13th December

2024 to all shareholders on the Company’s register as at 5:00pm, 6th December 2024.

Effective from 2 August 2024, Glassons Australia and Hallensteins Australia, previously registered as

branches in New Zealand, will become Australian companies registered with ASIC in accordance with

Part 5B.1 of the Corporations Act 2001 (Cth) (Australia). The effect of this will give rise to two operating

subsidiaries in Australia.

There is no current year impact of the domiciliation.

Subsequent to year end, the functional currency of the Australian branches/subsidiaries has been reassessed.

Over time there has been a gradual change in operations in Australia which has culminated in converting

the branches to subsidiaries as noted above. Management has further determined that a change in

functional currency from NZD to AUD upon the restructuring of the Australian branches on 2 August 2024

is appropriate. This change will be applied prospectively with effect from 2 August 2024 and the Group will

record exchange differences on translation to presentation currency in a foreign currency translation reserve

(FCTR) with effect from FY25.

7.7 STANDARDS, AMENDMENTS AND INTERPRETATIONS TO EXISTING STANDARDS

Certain new accounting standards, amendments to accounting standards and interpretations have been

published that are mandatory for the 1 August 2024 reporting period have been adopted by the Group and

have no material impact. There were also certain new accounting standards, amendments to accounting

standards and interpretations that have been published which are not mandatory for the 1 August 2024

reporting period and have not been early adopted by the Group. These standards, amendments or

interpretations are yet to be assessed for the disclosure impacts for the future reporting periods.

AS AT 1 AUGUST 2024INTEREST RATEFOREIGN EXCHANGE RATE

-2% +2%-10%+10%

$’000

CARRYING

AMOUNT

PROFITEQUITYPROFITEQUITYPROFITEQUITYPROFITEQUITY

FINANCIAL ASSETS

Loans and receivables

Cash and cash equivalents

45,915(918)(918)9189182,3652,365(1,935)(1,935)

Accounts receivable

407--------

Advances to employees

847--------

Derivatives used for hedging

Derivatives designated as

cash flow hedges (forward

foreign exchange contracts)

1,315-----5,297-(4, 334)

FINANCIAL LIABILITIES

Liabilities at amortised cost

Trade and other payables25,228----(1,541)(1,541)1,2611,261

Total increase / decrease(918)(918)9189188246,121(674)(5,008)

AS AT 1 AUGUST 2023INTEREST RATEFOREIGN EXCHANGE RATE

-2% +2%-10%+10%

$’000

CARRYING

AMOUNT

PROFITEQUITYPROFITEQUITYPROFITEQUITYPROFITEQUITY

FINANCIAL ASSETS

Loans and receivables

Cash and cash equivalents

32,478(650)(650)6506502,1802,180(1,784)(1,784)

Accounts receivable

318--------

Advances to employees

160--------

Derivatives used for hedging

Derivatives designated as

cash flow hedges (forward

foreign exchange contracts)

1,405-----5,520-(4 , 5 1 6)

FINANCIAL LIABILITIES

Liabilities at amortised cost

Trade and other payables21,494----(1,062)(1,062)869869

Total increase / decrease(650)(650)6506501,1186,638(915)(5,431)

7. OTHER (CONTINUED)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 1 AUGUST 2024

57

GENERAL DISCLOSURES
Board of Directors

Directors of the Company in office at the end of the year or who ceased to hold office during the year:

Principal activities of the Group

Hallenstein Glasson Holdings Limited is a non-trading holding company. The Company’s principal trading

subsidiaries are Glassons Australia Limited (now Glassons Australia Pty Ltd) and Glassons Limited (involved in

the retail of women’s apparel) and Hallenstein Brothers Australia Limited (now Hallensteins Australia Pty Ltd)

and Hallenstein Bros Limited (retail of men’s apparel). The subsidiaries are 100% owned by Hallenstein Glasson

Holdings Limited.

DirectorQualifications / ExperienceSpecial Responsibilities

Warren James BellM Com FCA. Appointed December 1986.

Mr Bell holds appointments on a number of

boards of both public and private companies,

and is a professional director.

Chairman of the Board

Non-executive

Non-independent Director

Timothy Charles GlassonAppointed November 1985 on merger with

Hallensteins. Tim is the founder of Glassons

womenswear retail chain and has a wealth of

experience in retail previously holding the CEO

role within the business for a number of years.

Non-executive

Non-independent Director

Graeme James PopplewellB Com FCA. Appointed March 1985. Graeme

has a wealth of experience in finance and retail

previously holding the CFO and CEO roles

within the business for a number of years.

Non-executive

Independent Director

Malcolm FordAppointed June 2010. Background includes

20 years with experience in direct sourcing

particularly in Asia, Mr Ford also has experience

in brand management across wholesale and

retail markets.

Non-executive

Independent Director

Karen BycroftBSC, Postgrad Marketing. Appointed November

2014. Background includes 30 years in Retail

in the UK and Australia with Marks and Spencer,

Sears, Woolworths, Spotlight and Country

Road. Experience in Strategy, Marketing, and

Leadership. Also a Leadership Facilitator and

Executive Coach.

Non-executive

Independent Director

Sandra VincentAppointed October 2020. Background includes

35 years of experience in the wholesale and

retail fashion industry. Sandra is also the

joint Owner and Managing Director of Hartleys

which has 18 retail stores across New Zealand.

Non-executive

Independent Director

James GlassonAppointed April 2021. James joined Glassons

Australia in 2013, after completing a Master

of Arts; Fashion Retail at the London College

of Fashion (University of Arts). Taking on

various roles within the business over the

last 10 years, including Brand Manager,

General Manager, Acting National Retail

Manager, James was appointed to CEO

of Glassons Australia in October 2017.

CEO — Glassons Australia

Non-independent executive

Director

Joanne AppleyardLLB (Hons), Appointed November 2022.

Jo is a partner well-regarded at Chapman Tripp

and is a senior practitioner with over 30 years'

experience. Jo specialises in employment,

commercial and resource management law. Jo

was a member of the NZ Markets Disciplinary

Tribunal between 2011 and 2020.

Non-executive

Independent Director

58

GENERAL DISCLOSURES
Review of operations

(a) Consolidated results for the Year Ended 1 August 2024

Directors

(a) Remuneration and all other benefits

(b) Dividend

Subsequent to the balance date the Directors have declared a final dividend of 26.5 cents per share payable

13th December 2024 (partially imputed at 75.6%).

*

Other Payments/Benefits for Mr J Glasson comprise a base salary, short-term incentives, company car and

contributions to superannuation as remuneration for his role as CEO of Glassons Australia.

Directors do not receive any additional remuneration for acting as a director of any subsidiary of the Company.

(b) Shareholdings

$’00020242023

Operating revenue435,635409,711

Profit before income tax52,08545,421

Income tax( 17, 59 9)(13,444)

Profit for the year34,48631,977

Remuneration of

Directors

20242023

$’000

DIRECTORS

FEES

OTHER

PAYME NTS/

BENEFITS

TOTAL

REMUNERATION

DIRECTORS

FEES

OTHER

PAYME NTS/

BENEFITS

TOTAL

REMUNERATION

Ms J Appleyard86-8662-62

Mr W J Bell141-141135-135

Ms K Bycroft9910109959104

Mr M Ford 106-106100-100

Mr J Glasson

*

-826826-927927

Mr T C Glasson86-8685-85

Mr G Popplewell94-9485-85

Ms S Vincent86-8685-85

6988361,5346479361,583

Beneficially held20242023

M Ford 10,00010,000

J Glasson

*

515,064141,233

T C Glasson11,408,75711,950,588

G J Popplewell203,604203,604

S Vincent50,30050,300

Non-beneficially held

M Ford and G Popplewell as custodians for Staff Share Scheme-197,000

*

The 515,064 shares in which James Glasson holds a relevant interest includes 130,233 shares which previously

held for James’ benefit under the Executive Employee Shares Scheme. These shares have now vested under the

scheme following which legal title to the shares was transferred to James.

The table below sets out the total of the remuneration and the value of other benefits received by each Director

during the financial year ended 1 August 2024.

As at 1 August 2024 the Directors of the Company had the following relevant interests in the Company’s shares.

(c) Donations

During the financial year ended 1 August 2024, the Group made total donations of $895.

59

DATE
PURCHASE / (SALE)

NUMBER OF SHARES$

M Ford and G Popplewell as Trustees for the share purchase scheme

On Market Sale11/12/23(1,062)(6,503)

On Market Sale8/12/23(12,505)(71,359)

On Market Sale12/12/23(4 , 930)(27, 6 8 4)

On Market Sale12/12/23(6,503)(35,897)

(c) Interests in share dealing

In accordance with the Companies Act 1993, between 2 August 2023 and 1 August 2024 the Board received the

following disclosures from Directors of acquisitions and dispositions of relevant interests in shares issued by the

Company and details of such dealings were entered in the Company’s interests register.

d) Disclosures of interests by Directors

In accordance with section 140(2) of the Companies Act 1993 the Company maintains an interests register in which

Directors’ interests are recorded. The following are particulars of general disclosures of interest by Directors holding

office at 1 August 2024.

W J Bell

DirectorNew North Holdings Limited

DirectorWaiwetu Trustees Limited

DirectorMeadow Mushrooms Group of Companies

DirectorCyprus Enterprises Limited

DirectorSabina Ltd

DirectorGlasson Trustee Limited

Director152 Hereford Limited

DirectorCHC Properties Ltd

DirectorWarren Bell Ltd

DirectorPoraka Ltd

DirectorHickman Family Trustees Limited

TrusteeEmerald Trust

S Vincent

DirectorHarpers Fashions Ltd

TrusteeThe Harpers No.2 Family Trust

J Appleyard

PartnerChapman Tripp

MemberCommunity Law Canterbury

MemberUniversity of Canterbury Vice-Chancellor

Employment Committee

T C Glasson

DirectorSabina Ltd

DirectorGlasson Trustee Limited

DirectorCHC Properties Limited

DirectorJCG Trustee Limited

Director152 Hereford Limited

DirectorSIG Trustee Limited

DirectorNew North Holdings Limited

Director847 New North Road Limited

TrusteeHallenstein Glasson Staff

Benefit Trust

M Ford

TrusteeHallenstein Glasson

Staff Benefit Trust

K Bycroft

None

G J Popplewell

TrusteeHallenstein Glasson Staff

Benefit Trust

J Glasson

DirectorGlasson Trustee Limited

DirectorJCG Trustee Limited

Mr T Glasson

On Market Sale10/06/24(168,000)(898,800)

On Market Sale19/06/24(373,831)(1,999,996)

Mr J Glasson*

On Market Purchase19/06/24373,8311,999,996

GENERAL DISCLOSURES

* See also above note marked * in section (b) in relation to shares previously James’ benefit under the Executive

Employee Shares Scheme.

60

T C Glasson
DirectorSabina Ltd

DirectorGlasson Trustee Limited

DirectorCHC Properties Limited

DirectorJCG Trustee Limited

Director152 Hereford Limited

DirectorSIG Trustee Limited

DirectorNew North Holdings Limited

Director847 New North Road Limited

TrusteeHallenstein Glasson Staff

Benefit Trust

M Ford

TrusteeHallenstein Glasson

Staff Benefit Trust

K Bycroft

None

G J Popplewell

TrusteeHallenstein Glasson Staff

Benefit Trust

J Glasson

DirectorGlasson Trustee Limited

DirectorJCG Trustee Limited

(e) Subsidiary Companies

The persons who held office as Directors of subsidiary companies at 1 August 2024 are as follows:

Hallenstein Bros Limited

Mr W J Bell, Mr M Ford, Mr T C Glasson and Mr G J Popplewell

Hallenstein Brothers Australia Limited (now Hallensteins Australia Pty Ltd)

Mr W J Bell, Mr J C Glasson, Mr T C Glasson and Mr G J Popplewell

Glassons Limited

Mr W J Bell, Mr T C Glasson and Mr G J Popplewell

Glassons Australia Limited (now Glassons Australia Pty Ltd)

Mr W J Bell, Mr J C Glasson, Mr T C Glasson and Mr G J Popplewell

Hallenstein Properties Limited

Mr W J Bell, Mr T C Glasson and Mr G J Popplewell

(f) Directors’ Insurance

As provided by the Company’s Constitution and in accordance with section 162 of the Companies Act 1993

the Company has arranged Directors' and Officers' Liability Insurance that ensures Directors will incur no

monetary loss as a result of actions undertaken by them as Directors provided they act within the law.

(g) Directors’ and Officers’ Use of Company Information

During the period the Board received no notices pursuant to section 145 of the Companies Act 1993 relating

to use of Company information.

State of Affairs

The Directors are of the opinion that the state of affairs of the Company is satisfactory. Details of the

period under review are included in the Chairman’s Report and the audited Consolidated Statement of

Comprehensive Income.

GENERAL DISCLOSURES

61

Chief Executive Remuneration
SALARY

SHORT-TERM

INCENTIVE

LONG-TERM

INCENTIVE

OTHER

BENEFITS

TOTAL

REMUNERATION

Group Chief Executive Officer —

Stuart Duncan

458,976 -- 20,114 479,090

Group Chief Executive Officer —

Chris Kinraid

452,0835,000-41,889498,972

The remuneration of the Group Chief Executive Officer comprises fixed and performance payments. Fixed

remuneration includes a base salary, contributions to KiwiSaver, health insurance and a carpark. Performance

payments for the financial year ending 1 August 2024 comprised a discretionary bonus payment approved by the

Board.

Remuneration to Auditors

The fee for the audit of the Holding Company and subsidiaries, paid to PricewaterhouseCoopers, was $249,349.

GENERAL DISCLOSURES

Employee Remuneration20242023

100,000-109,999167

110,000-119,99987

120,000-129,99997

130,000-139,99945

140,000-149,99954

150,000-159,99945

160,000-169,99921

170,000-179,99931

180,000-189,99933

190,000-199,999-1

200,000-209,99921

210,000-219,999-1

220,000-229,99912

230,000-239,9991-

240,000-249,99912

250,000-259,9991-

260,000-269,99911

270,000-279,99911

300,000-309,999-2

320,000-329,99911

330,000-339,999-1

340,000-349,999-1

350,000-359,99923

360,000-369,999-1

370,000-379,999-1

380,000-389,9991-

400,000-409,9992-

420,000-429,9991-

470,000-479,99921

490,000-499,9991-

500,000-509,99911

620,000-629,9991-

690,000-699,999-1

Employee Remuneration

The number of employees with the Group (other than Directors) receiving remuneration and benefits

above $100,000 in relation to the year ended 1 August 2024 was:

62

CORPORATE GOVERNANCE STATEMENT
63

The Board of Directors (the Board) of Hallenstein Glasson Holdings Limited (HGH) is committed to

maintaining best-practice standards of corporate governance. This corporate governance statement

provides an overview of HGHL’s key corporate governance arrangements and the policies and practices

that HGHL and its subsidiaries (the Group) have developed and implemented, in line with the NZX Corporate

Governance Code dated 1 April 2023 (the Code) and the NZX Listing Rules.

This corporate governance statement outlines each principle contained in the Code and how HGHL is

applying the corresponding Code recommendations. Where HGHL is not currently following a particular

Code recommendation, the reason for HGHL not following the Code recommendation and a description of

the alternative governance practice adopted by HGHL (and approved by the Board) is provided (refer to

the table on page 70 of this report).

This corporate governance statement is current as at 1 August 2024 (except where specified otherwise),

and has been approved by the Board.

The key HGHL corporate governance policy documents (including the Board charter and other relevant

charters and policies) are available at www.hallensteinglasson.co.nz/investment-centre.

PRINCIPLE 1 – ETHICAL STANDARDS

“Directors should set high standards of ethical behaviour, model this behaviour and hold management

accountable for these standards being followed throughout the organisation.”

CODE OF ETHICS

HGHL is committed to ensuring the highest standards of conduct and ethical behaviour are followed in

respect of all business activities of the Group. The Board has adopted a code of ethics (the Code of Ethics)

to promote and support a culture of integrity, transparency, honest and ethical behaviour, corporate

compliance and good corporate governance.

The Code of Ethics sets out the minimum standards of conduct expected of the directors, senior

management and employees of the Group in carrying out their day-to-day duties. The Code of Ethics

provides a guide to the conduct that is consistent with HGHL’s values, business goals and legal obligations.

The Code of Ethics also sets out the internal reporting procedures for any wrongdoing or breaches of

the Code of Ethics (or any other HGHL policy) or legal obligations, and HGHL’s expectations around how

such wrongdoing and breaches will be investigated and/or escalated to the Board (if necessary). HGHL is

committed to standing behind any Group employee who, acting in good faith, reports a breach, serious

problem or wrongdoing.

All new directors, senior managers and employees of the Group are directed to the Code of Ethics as part of

their induction. The Code of Ethics is also available on HGHL’s website. The Board reviews the Code of Ethics

annually.

FINANCIAL PRODUCT TRADING POLICY

The Board has adopted a Financial Product Trading Policy which details HGHL’s policy in relation to directors

and employees of the Group trading HGHL shares, including certain prohibitions and restrictions on, and

procedures for, directors and employees of the Group.

The Financial Product Trading Policy sets out applicable insider trading laws and guidance around material

information and the trading of HGHL shares. This policy also details the procedure which must be followed by

directors, senior managers and certain other Group employees (or their related parties) who wish to trade in

HGHL’s shares. All directors and senior managers (and other applicable Group employees) must notify HGHL

and obtain consent prior to trading in HGHL shares, and are only permitted to trade in HGHL’s shares within

the periods of two trading windows under the policy.

These trading windows are:

— between the date on which HGHL’s half year results are released (during March) and 1 July; and

— between the date on which HGHL’s full year results are released (during September) and 1 January.

Trading by an individual holding non-public material information about HGHL is prohibited. All directors and

senior managers (and other applicable Group employees) are required to confirm to HGHL that they do not

hold material information prior to trading in HGHL shares during a trading window.

Directors and senior managers must advise the NZX if they trade in HGHL’s shares within the timeframes

required by law.

The Financial Product Trading Policy is available on HGHL’s website

CORPORATE GOVERNANCE STATEMENT
64

BOARD MEMBERSHIP

At the date of this annual report the Board comprises seven non-executive directors and one executive director (being

James Glasson, the Chief Executive Officer of Glassons Australia). The Chairperson is a non-executive director and is a

different person to the Group Chief Executive Officer for the purposes of Code Recommendation 2.10.

INDEPENDENT DIRECTORS AT 1 AUGUST 2024:

Malcolm Ford

Karen Bycroft

Graeme Popplewell

Sandra Vincent

Joanne Appleyard

NON INDEPENDENT DIRECTORS AT 1 AUGUST 2024:

Warren Bell (Chairman)

Timothy Glasson

James Glasson

In determining director independence, the Board has regard to the disqualifying relationship factors set out in the

NZX Listing Rules and the factors that may affect the independence of a director set out in the Code.

— Timothy Glasson is not an independent director because of his substantial shareholding in HGHL (refer to the

shareholder information section on page 72 of this report).

— Warren Bell is not an independent director because of his close business connections with Timothy Glasson.

— James Glasson is not an independent director because he is also an executive of the Group.

The Board is currently comprised of a majority of independent directors (Code Recommendation 2.8) and is of the view

it has an optimal mix of skills and experience to govern the Group effectively. The Board is satisfied that it operates in

an effective and independent manner notwithstanding a number of its directors are technically considered to be non-

independent directors for the purpose of the NZX Listing Rules.

Under the NZX Listing Rules, a director must not hold office past the later of three years and the third annual meeting

after their appointment without being re-elected by shareholders.

The Board may at any time appoint a person to be a director either as an additional director or to fill a casual vacancy.

Any person who is appointed a director by the Board will retire from office at the next annual meeting of HGHL but will

be eligible for election by shareholders at that next meeting.

A list of the directors and their profiles, experience and qualifications is on page 58 of this report. A list of their relevant

ownership interests is on page 60 of this report.

PRINCIPLE 2 — BOARD COMPOSITION AND PERFORMANCE

“To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience

and perspectives.”

THE BOARD

The Board is elected by shareholders to govern and oversee the management of HGHL and is responsible for all

corporate governance matters and reporting to shareholders. The Board has adopted a board charter (the Board

Charter) which sets out the roles and responsibilities of the Board and outlines how these roles and responsibilities

interact with the roles and responsibilities of the Group’s management. The Board Charter is available on HGHL’s

website.

The Board establishes HGHL’s objectives, determines the strategies for achieving those objectives, and monitors

management’s performance in respect of implementing those strategies. It also establishes delegated authority

limits for capital expenditure, treasury, and remuneration.

Glassons New Zealand, Glassons Australia and Hallensteins operate as separate subsidiaries, each with its

own management team. The Board delegates the responsibility for the day-to-day management of HGHL

and each subsidiary to the Group Chief Executive Officer, who in turn delegates parts of this responsibility

to the management team of HGHL or the relevant subsidiary (as applicable). The Board is responsible for the

appointment of, and assessment of the performance of, the Group Chief Executive Officer.

The Board meets no less than 9 times each year, in addition to a full corporate strategy meeting which is held

each year. Directors receive monthly reporting including profit and loss and balance sheets for each operating

subsidiary, together with operations reports from the senior executive from each operating subsidiary.

CORPORATE GOVERNANCE STATEMENT
65

NOMINATION AND APPOINTMENT OF DIRECTORS

The Nominations Committee identifies suitably qualified people who could be considered for nomination or appointment

as a director in the event of a vacancy on the Board. The Nominations Committee Charter includes guidelines relating

to Board composition, considerations for new director appointments and the procedure by which potential directors

are nominated and assessed. All new directors enter into a written agreement with HGHL setting out the terms of their

appointment.

DIVERSITY

HGHL believes that all eligible people should get an equal opportunity and be treated fairly regardless of their

background, views, experiences and capabilities as well as their beliefs, physical differences, ethnicity, gender, age,

thinking style or preferences. The Board has adopted a Diversity and Inclusion Policy that ensures HGHL is continually

developing a work environment that supports equality and inclusion regardless of difference. The Diversity and

Inclusion Policy applies to all HGHL’s practices and policies relating to, but not limited to, recruitment, pay and benefits,

training and development, promotions, restructures and terminations.

The Diversity and Inclusion Policy includes a requirement that the Board establish and separately record measurable

objectives and assess performance against the objectives on an annual basis. The Board is responsible for

implementing, reviewing, reporting and overseeing the Diversity and Inclusion Policy.

Details of gender composition of HGHL’s directors, officers* and senior leaders

**

as at 1 August 2024 (being HGHL’s most

recent balance date) are as follows:

Gender diversity as at 1 August20242023

Directors

Female

33

Male

55

Officers*


Female

11

Male

44

Senior Leaders**

Female

65

Male

34

* Officers means those persons who are concerned or take part in the management of HGHL’s business and who

report directly to the Board or to a person who reports to the Board.

** Senior Leaders means those persons who are members of the senior leadership team of an HGHL subsidiary

and who assist the chief executive officer of that HGHL subsidiary in the management of the relevant

subsidiary’s business.

EDUCATION, TRAINING AND PERFORMANCE

The Board ensures that new directors are appropriately inducted to their role. Directors are also expected to undertake

continuous education and training as appropriate to ensure that their skills and knowledge remain relevant and current,

and that allow them to perform their role as directors of a listed issuer.

The Board evaluates its own performance and that of its committees annually. The Chairperson also meets with directors

individually to discuss their individual performance during the year.

PRINCIPLE 3 — BOARD COMMITTEES

“The Board should use committees where this will enhance effectiveness in key areas, while retaining

Board responsibility.”

OVERVIEW OF BOARD COMMITTEES

At the date of this report, the Board has established the Remuneration Committee, the Audit & Risk Committee,

the Nominations Committee and the Sustainability Committee (each a Committee). The Board has considered

whether any other standing Board committees are appropriate and has determined that no other Board

committees are necessary at this time. Each Board committee operates under a charter which is available

on HGHL’s website. Board Committee members are appointed solely from members of the Board (except for

the Sustainability Committee which also includes senior employees of HGHL) and committee membership is

reviewed on an annual basis. Any recommendations made by the committees are submitted to the full Board for

formal consideration and approval (if appropriate).

HGHL has also established a Health and Safety Committee to ensure appropriate governance, performance and

compliance is carried out in this key area. The Committee’s membership includes HGHL directors and employees

of the Group. The Health and Safety Committee is not a Board committee.

66
CORPORATE GOVERNANCE STATEMENT

DIRECTOR ATTENDANCE AT BOARD AND COMMITTEE MEETINGS FOR THE YEAR ENDED 1 AUGUST 2024

REMUNERATION COMMITTEE

The Remuneration Committee is comprised of non-executive members of the Board and is chaired by Graeme

Popplewell. The other members of the Remuneration Committee as at 1 August 2024 are Warren Bell, Sandra

Vincent and Joanne Appleyard. The Remuneration Committee comprises a majority of independent directors.

The Remuneration Committee’s primary function is to make specific recommendations to the Board on

remuneration packages and other terms of employment for directors and senior managers. HGHL’s senior

management may only attend Remuneration Committee meetings at the Committee’s invitation. The Remuneration

Committee utilises independent advice from industry experts where necessary to ensure remuneration practices

are appropriate for HGHL, and to ensure the best possible people are recruited and retained.

The Remuneration Committee Charter is available on HGHL’s website.

AUDIT & RISK COMMITTEE

The Audit & Risk Committee is comprised of non-executive members of the Board and is chaired by Malcolm Ford.

The other members of the Audit & Risk Committee as at 1 August 2024 are Warren Bell and Graeme Popplewell,

both of whom are Fellows of Chartered Accountants Australia New Zealand (CAANZ) with an extensive accounting

and financial background. The Audit & Risk Committee comprises a majority of independent directors.

The Board believes the Audit & Risk Committee’s current membership has an optimal mix of skills and experience

to ensure the Committee achieves its objectives. The Audit & Risk Committee meets directly with HGHL’s external

auditors and receives and reviews all correspondence between HGHL and its auditors. The main responsibility of

the Committee is to ensure internal controls are effective, financial reporting is reliable, and applicable laws and

regulations are complied with. HGHL’s senior management may only attend Audit & Risk Committee meetings at

the Committee’s invitation.

The Audit & Risk Committee Charter is available on HGHL’s website.

NOMINATIONS COMMITTEE

The Nominations Committee is comprised of non-executive members of the Board and is chaired by Graeme

Popplewell. The other members of the Nominations Committee are Warren Bell, Sandra Vincent and Joanne

Appleyard. The Nominations Committee comprises a majority of independent directors. Where appropriate,

the Nominations Committee will make recommendations to the Board on the appointment of directors.

The Nominations Committee Charter is available on HGHL’s website.

SUSTAINABILITY COMMITTEE

The Sustainability Committee is comprised of HGHL directors and senior employees, including directors Karen

Bycroft, Joanne Appleyard and James Glasson (also Chief Executive Officer of Glassons Australia) and senior

employees Chris Kinraid (Group Chief Executive Officer), Cameron Alderton (Group Chief Financial Officer) and

April Ward (Chief Executive Officer of Glassons New Zealand).

The Sustainability Committee is chaired by Karen Bycroft. The Sustainability Committee guides HGHL’s

sustainability strategy, monitors how HGHL is tracking against its sustainability goals and makes recommendations

to the Board including around HGHL’s climate related disclosures. The Committee meets every quarter to review

performance and provide strategic input and governance to the Board where appropriate. The establishment of

the Sustainability Committee reflects the importance HGHL (and the Board) places on sustainability initiatives

and climate related disclosures and helps to ensure that sustainability-related matters are given due regard at the

Board level.

The Sustainability Committee Charter is available on HGHL’s website.

BoardRemunerationAudit & RiskNominationsSustainability

Number of meetings held

122225

AttendedAttendedAttendedAttendedAttended

Warren Bell

12222-

Timothy Glasson

11----

Graeme Popplewell

11222-

Malcolm Ford

12-2--

Karen Bycroft

12---5

Sandra Vincent

112-2-

James Glasson

12---2

Joanne Appleyard

122-25

67
CORPORATE GOVERNANCE STATEMENT

HEALTH & SAFETY COMMITTEE

HGHL has established a Health and Safety Committee. The Health and Safety Committee is not a committee of the

Board, although its members include directors, Chris Kinraid (Group Chief Executive Officer) and other employees

of the Group. The Health and Safety Committee is chaired by Malcolm Ford.

— The Group’s existing health and safety systems and processes.

— Approval of health & safety policies and procedures for the Group.

— Monitoring of any incidents, hazards and risks within the Group’s business.

— Communication to the Board on health and safety matters and ensures the Board is informed on matters relating

to health and safety governance, performance and compliance.

— Regular assessments on health and safety systems.

The Health and Safety Committee met three times during the year ended 1 August 2024.

The Health and Safety Committee Charter is available on the Group’s website.

TAKEOVER RESPONSE

The Board has implemented protocols that set out the procedures to be followed if a takeover offer is received

by HGHL.

PRINCIPLE 4 — REPORTING AND DISCLOSURE

“The Board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of

corporate disclosures.”

Financial reporting to shareholders and the market is in accordance with generally accepted accounting principles

applied in New Zealand, and in compliance with relevant legislation and NZX requirements.

The Board has adopted a Market Disclosure Policy which outlines the obligations of HGHL and relevant HGHL

personnel in satisfying HGHL’s continuous disclosure requirements. A copy of the Market Disclosure Policy is

available on HGHL’s website.

HGHL is responsible for ensuring it meets its continuous disclosure obligations under the NZX Listing Rules and

acknowledges that the intent of these rules is to enable shareholders and the investment market generally to be

promptly informed of any events that may be price sensitive in regard to HGHL’s share price.

SUSTAINABILITY

The Group publishes a sustainability report on an annual basis (refer to the Group’s sustainability report on page 10

of this report). The Sustainability Committee appointed by the Board has to date developed the following key areas

of focus for the Group in relation to environmental, social and governance factors:

— environmentally sustainable certified fabrics and product stewardship;

— supplier partnerships and ethical factories;

— the Group’s carbon footprint, climate change preparations and environmental impact;

— diverse workforce and safe working environment for all; and

— team career development.

CLIMATE- RE L ATE D DISCLOSU RES

HGHL is a Climate Reporting Entity for the purposes of Part 7A of the Financial Markets Conduct Act 2013. HGHL

will publicly report on the Group’s climate-related risks and opportunities for the period ending 1 August 2024

in accordance with the Aotearoa New Zealand Climate Standards released on 15 December 2022. HGHL’s Climate

Related Disclosure will be published by 30 November 2024 on HGHL’s website at www.hallensteinglasson.co.nz/

climate-related-disclosures.

CORPORATE GOVERNANCE STATEMENT
68

PRINCIPLE 5 — REMUNERATION

“The remuneration of Directors and executives should be transparent, fair and reasonable.”

Details of directors’ and the Group Chief Executive Officer’s remuneration are shown on page 59 and 62 of

this report.

Shareholders are asked to approve any increases to the pool of directors’ fees from time to time as required by

the NZX Listing Rules. Fees are generally established using independent surveys covering New Zealand based

organisations of a similar scope and size to HGHL.

Key executive remuneration comprises a base salary together with short term and long term incentives. Key

executives are eligible for short term incentives each season based on internal profit before tax targets. HGHL

has no outstanding long term incentives in place for key executives for the 2024 financial year, but expects to

enter into long term incentive arrangements with key executives in the 2025 financial year. The Remuneration

Committee seeks independent advice where appropriate when setting key executive remuneration.

HGHL has adopted a Remuneration Policy which outlines the principles that apply to the remuneration of

all non-executive directors and senior management with the aim to ensure that remuneration is fair and

appropriate. A copy of the Remuneration Policy is available on HGHL’s website.

PRINCIPLE 6 — RISK MANAGEMENT

“Directors should have a sound understanding of the material risks faced by the issuer and how to manage

them. The Board should regularly verify that the issuer has appropriate processes that identify and manage

potential and material risks.”

RISK MANAGEMENT FRAMEWORK

The Board is responsible for reviewing and approving HGHL’s risk management strategy. The Board has adopted

a robust risk management framework that identifies and seeks to proactively manage risks throughout the

Group. The Board has placed particular emphasis on integrating climate-related risks into the risk management

framework to ensure the accuracy of HGHL’s climate related disclosures.

HGHL’s risk management framework is structured to identify, assess and manage the Group’s key risks identified

and prioritised by HGHL’s risk matrix and set out in HGHL’s risk register. The risk matrix assesses both the

likelihood and consequence of each key risk concerning the Group. HGHL’s key risks include supply chain, brand

and reputational, cyber and financial risks. The Board regularly reviews risks concerning the Group in line with

the risk management framework.

As part of risk management framework, the Board has also adopted a risk appetite statement which sets out

HGHL’s risk tolerance and allows HGHL to manage reported risks effectively. Any risks that are classed outside

HGHL’s current risk appetite (as set out in the risk appetite statement) are escalated and prioritised for action.

The Board regularly monitors the risk appetite statement and has categorised the different risks concerning the

Group into the following four categories:

— strategic risk;

— financial risk;

— operational risk (people, technology, property and process); and

— operational risk (environment).

Formal reviews of any key risks to HGHL are integrated into the Audit & Risk Committee meetings that occur

every six months. The applicable risk reporting that supports the identified risks are referred to at each Audit

and Risk Committee meeting where necessary.

DELEGATIONS OF RISK MANAGEMENT

The Board delegates day-to-day management of risk to the Group Chief Executive Officer who may further

delegate such responsibilities to his or her executives and other officers. Significant risks are discussed at Board

meetings as required.

While the Board is ultimately responsible for oversight of the risk management of the Group, the Audit & Risk

Committee reviews the reports of management and the external auditors on the effectiveness of systems for

internal control, financial reporting and risk management. To assist in discharging this responsibility, the Board

has in place a number of strategies designed to safeguard HGHL’s assets and interests and to ensure

the integrity of reporting.

INSURANCE

HGHL maintains insurance cover with reputable insurers for most types of insurance risk. All Group directors

and senior managers have the benefit of an indemnity as permitted by the Companies Act 1993 and HGHL’s

constitution. HGHL has also implemented Director and Officer (D&O) insurance cover at HGHL’s cost. Details

of these indemnities and insurance are disclosed in HGHL’s interests register as required.

CORPORATE GOVERNANCE STATEMENT
69

HEALTH & SAFETY

HGHL has health and safety systems and processes in place that includes training employees and recording any

incidents, hazards and risks. These systems ensure HGHL continues to provide a safe working environment for staff,

contractors and customers. HGHL has also established a Health and Safety Committee as part of its commitment to

protecting the health, safety and wellbeing of Group employees — see details of the Committee and its role above.

The Health and Safety Committee, along with senior management, is responsible for ensuring that health and safety

has appropriate focus and is sufficiently resourced within the Group. Senior management work in conjunction with

the Health and Safety Committee to investigate incidents, analyse hazard/incident trends to identify and mitigate

potential health and safety risks and review, develop and monitor compliance with health and safety processes and

procedures. Health and safety is a consistent item on the Board’s meeting agendas to keep all directors informed of

the Group’s performance across a range of measures.

The Board and the Health and Safety Committee receive detailed reporting on health and safety performance

including health and safety incidents, injury rates by severity, identified hazards and outputs from the workers’ health

and safety forum meetings. There has been minimal lost time due to incidents or injuries over the last financial year.

HGHL continues to work to mitigate risk both in store and in its distribution centres.

All staff are trained on health and safety procedures as part of their induction, including training on working from

height, manual lifting and personal safety. Registers are kept of potential hazards at each store and regular reviews/

audits of compliance with health and safety processes and procedures are carried out. The Group also provides an

Employee Assistance Programme to support with employee wellbeing.

HGHL places particular focus on safety in its distribution centres and regular risk assessments are carried out. Risks

identified by HGHL in its distribution centres include material handling equipment (forklifts), heavy/light vehicles,

working at height, falling objects, manual handling strains/injuries and fatigue; slips, trips and falls. HGHL ensures that

all forklift and heavy machinery operators are licensed accordingly and have completed appropriate certified training.

Daily equipment inspections are performed, site inductions are carried out with all visitors, staff and contractors, and

controls are implemented where risks are identified as part of hazard risk assessments.

HGHL has implemented a digital reporting system that records injuries, hazards, aggressive behaviour incidents and

overt theft. This digital reporting system has improved HGHL’s understanding of the nature and number of incidents

that impact its teams and allowed HGHL to respond with solutions tailored to suit individual circumstances. It has also

directed HGHL toward any improvement needed in equipment available for use in its stores and distribution centres.

HGHL encourages its staff to report all injuries including minor scrapes, tweaks, and scratches so that HGHL can

ensure it is providing the safest possible working environment and as a check that the training HGHL provides stays

relevant to the work environment. HGHL’s statistics include customers who may have suffered a medical event or

similar incident while visiting its premises.

HGHL has engaged Raise, an employee assistance programme (EAP) provider, to offer counselling to support all

team members across the Group. Access to the counselling support offered by Raise is not limited to only helping

address work related challenges that an employee may be experiencing.

During the 2024 financial year the Group recorded 29 injuries, 8 near misses and 200 sessions initiated by Group

employees with Raise. There were no instances of fatalities from work related ill health or injury.

For comparison, during the 2023 financial year the Group recorded 74 injuries, 6 near misses, and 146 sessions

initiated by Group employees with Raise. HGHL attributes the reduction in injuries, and greater uptake in counselling

support, during the 2024 financial year (when compared to the previous financial year) to its continued focus on

health and safety processes and procedures and on mental health and wellbeing, as described above.

PRINCIPLE 7 — AUDITORS

“The Board should ensure the quality and independence of the external audit process.”

The Audit & Risk Committee is responsible for overseeing HGHL’s external audit arrangements. Ensuring that external

audit independence is maintained is one of the key aspects in discharging this responsibility. The Audit & Risk

Committee has adopted an Audit Independence Policy to assist the Committee in meeting this responsibility.

The Audit Independence Policy covers the following areas:

— Provision of related assurance services by the external auditors.

— Audit partner rotation.

— Relationships between the auditor and HGHL.

— Approval of auditor.

The Audit & Risk Committee will only recommend the appointment of a firm to be auditor if that firm would be

regarded by a reasonable investor with full knowledge of all relevant facts and circumstances as capable of exercising

objective and impartial judgement on all issues encompassed within the auditor’s engagement. The Audit & Risk

Committee must recommend the approval of significant permissible non-audit work assignments that are awarded

to an external auditor. A copy of the Audit Independence Policy is available on HGHL’s website.

HGHL’s external auditors are required to be available at each annual shareholders’ meeting.

CORPORATE GOVERNANCE STATEMENT
AREAS OF DIVERGENCE FROM THE NZX CORPORATE GOVERNANCE CODE DATED 1 APRIL 2023

NZX Code Principle

NZX Code

Recommendations

Key DifferenceStatus

To ensure an effective

board there should

be a balance of

independence, skills,

knowledge, experience

and perspectives

2.9 An issuer should have

an independent chair of the

board.

During the reporting

period, the chair of

the Board was not an

independent director.

The Board has determined that the

chair of the Board, Warren Bell, is

not independent because of his

close business connections with

HGHL’s largest shareholder,

Mr Timothy Glasson.

HGHL does not follow Code

Recommendation 2.9 because:

(a)

the benefit of Mr Bell’s skills

and experience as Board

chair outweigh any actual or

perceived conflict of interest

arising from his relationship

with the major shareholder; and

(b)

the Board as a whole comprises

a majority of independent

directors.

In lieu of not following Code

Recommendation 2.9, the Board

ensures that Mr Bell also recuses

himself from deliberations and

decision-making around matters

where an actual or perceived

conflict of interest might arise

over something that relates to Mr

Timothy Glasson’s interests. The

Board has approved this alternative

governance practice.

70

INTERNAL AUDIT

HGHL does not have an internal audit function. The Board is confident the key risks of the business are being

adequately managed without an internal audit function and that the internal control framework is operating

effectively, including through the risk identification and management processes outlined above.

PRINCIPLE 8 — SHAREHOLDERS’ 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.”

HGHL releases all material information to the NZX as required by the NZX Listing Rules, and also posts any key

announcements to HGHL’s website at www.hallensteinglasson.co.nz. Other key information, including annual reports,

HGHL’s constitution and key corporate governance documents are also posted on HGHL’s website for ease of reference.

Consistent with best practice and HGHL’s continuous disclosure obligations under the NZX Listing Rules, external

communications that may contain market sensitive data are released through NZX in the first instance. The Board

approves all communications with shareholders.

HGHL shareholders are provided with the option of receiving communications from HGHL electronically. HGHL’s website

also includes a section on investor communications and HGHL welcomes investor enquiries.

HGHL aims for notices of annual (and any special) meetings of shareholders to be posted on HGHL’s website at least

20 working days prior to the meeting, in line with Code Recommendation 8.5.

HGHL refers any significant matters, as required by the Companies Act 1993 and the NZX Listing Rules, to shareholders

for approval at the AGM, and shareholders are given the opportunity to vote by proxy ahead of the meeting or by poll if

attending the meeting in person.

SHAREHOLDER INFORMATION
ANALYSIS OF SHAREHOLDING AS AT 30 SEPTEMBER 2024

RANGE

HOLDER

COUNT

HOLDER

COUNT %

HOLDING

QUANTITY

HOLDING

QUANTITY %

1 to 499 615 11.4 130,577 0.2

500 to 999 505 9.3 3 47, 2 57 0.60

1,000 to 1,999 1,039 19.2 1,370,421 2.3

2,000 to 4,999 1,486 27. 5 4,456,535 7. 5

5,000 to 9,999 852 15.7 5,623,080 9.4

10,000 to 49,999 810 15.0 14,249,389 23.9

50,000 to 99,999 65 1.2 4,416,160 7. 4

100,000 to 499,999 29 0.5 4,938,236 8.3

500,000 to 999,999 4 0.1 2,483,894 4.1

1,000,000 Over 7 0.1 21,633,512 36.3

Total 5,412 59,649,061 100

71

SHAREHOLDER INFORMATION
RANKNAMEADDRESSUNITS

% OF

UNITS

1Timothy Charles GlassonPO Box 248, Christchurch, 814011,408,75719.13

2

New Zealand Depository Nominee

Limited

PO Box 2959 Wellington, 61402,083 , 2743.49

3

Accident Compensation Corporation —

NZCSD

C/- JP Morgan Attn Asset Services

Level 13 2 Hunter Street Wellington,

6011

1,897,8383.18

4Custodial Services Limited

C/- Craigs Investment Partners

PO Box 13155 Tauranga, 3141

1 , 67 7, 2 282.81

5

BNP Paribas Nominees (NZ)

Limited — NZCSD

PO Box R209 Royal Exchange

Sydney,NSW, Australia, 1225

1,653,0522.77

6

HSBC Nominees (New Zealand)

Limited — NZCSD

PO Box 5947 Victoria Street

West Auckland, 1142

1,611,9982.70

7FNZ Custodians LimitedPO Box 396 Wellington, 61401,301,3652.18

8

Citibank Nominees (New Zealand)

Limited — NZCSD

GPO Box 764G Melbourne Vic,

Australia, 3000

835,8271.40

9

Tea Custodians Limited Client Property

Trust Account — NZCSD

ATT: Chris Campbell

PO BOX 3121 Wellington, 6140

583,0670.98

10Hickman Family Trustees Limited

PO Box 79084 Avonhead

Christchurch, 8446

565,0000.95

11Joanna Hickman

24 Waiwetu Street Fendalton

Christchurch, 8052

500,0000.84

12Forsyth Barr Custodians LimitedPrivate Bag 1999 Dunedin, 9054499,9330.84

13

HSBC Nominees (New Zealand)

Limited — NZCSD

PO Box 5947 Victoria Street

West Auckland, 1142

37 7, 6 130.63

14James Glasson Family Trust

C/- Deloitte PO Box 248

Christchurch, 8140

373,8310.63

15JBWere (NZ) Nominees Limited

Private Bag 92085 Victoria Street

West Auckland, 1142

288,4450.48

16GMH 38 Investments Limited

77B Long Drive St Heliers

Auckland, 1071

225,8750.38

17Graeme James Popplewell

26 Lemington Road Westmere

Auckland, 1022

203,6040.34

18

HSBC Nominees A/C NZ

Superannuation Fund Nominees

Limited — NZCSD

C/- HSBC Nominees (New Zealand)

Limited PO Box 5947 Victoria Street

West Auckland, 1142

190,3600.32

19Albany Braithwaite Holdings Limited

Apt 2B 3 Clyde Quay Wharf

Te Aro Wellington, 6011

178,0980.30

20

David John Wensley &

Juliet Louise Wensley

12A Strowan Road Strowan

Christchurch, 8052

175,0000.29

Totals: Top 20 Holders Of Ordinary Shares26,630,16544.64

Total Remaining Holders Balance33,018,89655.36

TOP 20 SHAREHOLDING AS AT 30 SEPTEMBER 2024

72

SUBSTANTIAL PRODUCT HOLDERS

As at 1 August 2024, HGHL's only substantial product holder was Timothy Charles Glasson. Mr Glasson held

11,408,757 ordinary shares in HGHL at that date according to both disclosures made by Mr Glasson and HGHL’s

records. The total number of voting securities (fully paid ordinary shares) of HGHL as at 1 August 2024 was

59,649,061.

ANNUAL BALANCE DATE
PRELIMINARY PROFIT

ANNOUNCEMENT

REPORTS AND ACCOUNTS

PUBLISHED

HALF YEAR RESULTS

INTERIM DIVIDEND

ANNUAL GENERAL MEETING

0 1 A U G U S T

SEPTEMBER

O C T O B E R

MARCH

APRIL

10 DECEMBER 2024

AUDITORSAUDITORS

PRICEWATERHOUSECOOPERS

BANKERSBANKERS

ANZ BANK

NEW ZEALAND LTD

REGISTERED OFFICEREGISTERED OFFICE

L E V E L 3

235 – 237 BROADWAY

NEWMARKET

AUCKLAND 1023

TEL +64 9 306 2500

FAX +64 9 306 2523

POSTAL ADDRESSPOSTAL ADDRESS

PO BOX 91 – 148

AUCKLAND MAIL CENTRE

A U C K L A N D 1 1 4 1

SHARE REGISTRARSHARE REGISTRAR

COMPUTERSHARE INVESTOR

SERVICES LIMITED


PRIVATE BAG 92119

AUCKLAND 1142

TEL +64 9 488 8700

WEBSITESWEBSITES

HALLENSTEINGLASSON.CO.NZ

GLASSONS.COM


HALLENSTEINS.COM

CALENDAR

DIRECTORY

HALLENSTEINS.COM
GLASSONS.COM

HALLENSTEINGLASSON.CO.NZ

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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