NZX Full Year 2024 Results & Annual Report Published

Full Year Results20 February 2025NZXFinancials

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2024 Annual Report
Enabling
growth

products
funds growth
market reform
NZX Annual Report 2024
2

volume growth
sustainability
NZ success
We continue to focus on expanding our
product range and driving scale and operating
leverage across our business.
This year we’ve seen good progress on a
number of fronts: from growth in Smart’s funds
under management; continued volume growth
in dairy derivatives; the enhancement of market
liquidity; working with government and industry
on capital markets reform; advancing our
sustainability programme; through to adding
$4.7 billion of funds under administration on
to our Wealth Technologies platform.
And as market conditions improve, we’ve
put ourselves in a stronger position to enable
growth – our own and that of New Zealand
businesses and investors.
NZX Annual Report 2024
3

Poipoia te kākano
kia puawai
Nurture the seed and it will grow
About this report
Welcome to the NZX 2024 Annual Report – Enabling
Growth.
The report outlines the work the NZX Group has
done this year to deliver sustainable wealth, value and
opportunities.
The report’s theme demonstrates NZX’s progress in
delivering to our strategy of rounding out our product
offering in capital markets and driving scale and operating
leverage across all businesses (capital markets, Smart and
NZX Wealth Technologies). We have been focused on
growing a more integrated financial markets infrastructure
and services business, building on NZX’s core strengths
and continuing to explore growth opportunities across
our three businesses to create further value for our
shareholders.
This year we highlight the positive engagement NZX
has had with the New Zealand Government and a range of
ecosystem partners in the capital markets community on
how public markets and competitive settings can help lift
our country’s prosperity and standard of living.
The report includes our full Financial Statements (and
Notes to the Financial Statements) for the year ended
31 December 2024, along with commentary on the
Company’s financial results and operational performance.
The Business Year (How We Performed and Who We
Are) and the NZX Group Overview (How We Deliver
Value) provide information on our key performance and
organisational metrics as well as our Purpose, Vision
and Strategy.
Stakeholders, customers and investors can also read
our performance in Operating Responsibly that covers
our environmental social and governance (ESG) matters.
It is broken down into three sections (Our People,
Our Environment, and Our Markets and Economic
Performance). The report contains the Global Reporting
Initiative (GRI) content index and includes climate
statements prepared in accordance with the Aotearoa
New Zealand Climate Standards.
Our Remuneration section aligns with the voluntary
NZX Remuneration Reporting Template for Listed Issuers.
The template, developed by NZX, has the support of the
NZX Corporate Governance Institute (NZX CGI) comprised
of members representing a cross-section of industry
stakeholders.
The Governance section of the report describes how we
set the objectives and direction for the business, and the
framework for identifying and managing risks is outlined in
the Risk Report.
Our corporate governance policies are available online
at https://www.nzx.com/about-nzx/investor-centre/
governance/policies.
NZX Limited is registered with the New Zealand
Companies Office and our New Zealand Business Number
(NZBN) is 9429036186358.
This report is dated 20 February 2025 and is signed
on behalf of the Board of NZX Limited by John McMahon
(Chair), and Lindsay Wright (Chair of the Audit and Risk
Commit tee).
NZX Annual Report 2024
4

Contents
1. Business Year
How we performed 6
Who we are 8
Year in review 202410
2. NZX Group Overview
How we deliver value 32
Strategic priorities 34
Our Board 36
Our Leadership Team38
3. Operating Responsibly
Overview42
Our people 44
Our environment 48
Our markets & economic performance50
4. Corporate Governance
54
5. Remuneration
64
6. Risk Reporting
74
7. Financial Statements
83
8. Independent Auditor’s Report
120
9. Statutory Information
125
10. Appendices
131
NZX 2024 Climate Statement 132
GRI Content Index 163
Getting in touch
167
NZX Annual Report 2024
5
Contents

* Includes QuayStreet Asset Management acquired FUM.
Funds Under Management
$13. 5b
22.6%
How we
performed
Total Capital Listed and Raised
$15.8
b
Dairy Derivatives Lots traded
6 67, 4 6 8
15. 3%
Information Services Revenue
$19.9m
1.0%
Funds Under Administration
$16. 2b
40.4%
(New + secondary)
11. 6% 10.4% 5 year av.
Total Value Traded
$41.5b
22.9% 5.1% 5 year av.
NZX Annual Report 2024
6

Still to do
Net Profit After Tax
**
$25.5m

8 8 .1%
Data highlighted on pages 6 and 7 is “for the financial year ended 31 December
2024” or “as at 31 December 2024” (as applicable). Percentage changes represent
the movement from 2023 to 2024, except Funds Under Management and Funds
Under Administration which are the movement in balances at 31 December 2023
to 31 December 2024.
*Operating earnings are before net finance expense, income tax, depreciation,
amortisation, loss on disposal of assets, gain on lease modification, change in fair
value of contingent consideration, impairment loss on goodwill and share of profit
of associate. Operating earnings is not a defined performance measure in NZ
IFRS. The Group’s definition of operating earnings may not be comparable with
similarly titled performance measures and disclosures by other entities.
Excludes one-off acquisition, integration and restructure costs of $1.3 million
in 2024 (2023: $1.2 million). Operating earnings including one-off acquisition,
integration and restructure costs increased 21.3% to $47.2 million.
**Excluding the accounting adjustments to the fair value of the QuayStreet
earnout provision, offset by a partial write down in the value of the energy
contracts with the Electricity Authority, the underlying net profit after tax was
$18.3 million, a year-on-year increase of 30.1%.
Dividend (Fully imputed)
6 .1¢
cents per share
Capital Listed & Raised (billions)
Operating Earnings*
$48.5m
21.0%
0
5
10
15
20
25
20242023202220212020201920182017201620152014
5 Year Rolling Average (FY)
Capital Raised
NZX Annual Report 2024
7
1. Business Year

NZX operates New Zealand’s listed markets. To support
the growth of our markets, we provide trading,
clearing, settlement, depository, and information
services for our customers.
NZX also owns Smart, an issuer of listed Exchange
Traded Funds (ETFs), KiwiSaver, investment,
superannuation and insurance provider SuperLife, and
diversified fund manager QuayStreet Asset
Management.
NZX Wealth Technologies is a 100%-owned
subsidiary delivering comprehensive online platform
functionality to enable New Zealand investment
advisors and providers to efficiently manage, trade and
administer their clients’ assets.
NZX is responsible for monitoring and enforcing the
rules under which NZX's markets operate. This applies
directly to issuers, market participants and indirectly
(through market participants) to investors. This function
is undertaken by NZ RegCo, an independently
governed entity.
Learn more about us at: www.nzx.com
Total Market Capitalisation
$236b
Listed equity, debt and funds
7. 2 %
Secondary Markets
9. 3m
Trades in 2024, with a total value of $41.5b
2.4%
Issuer relationships
331
Total listed equity, debt, funds and
other securities
2.4%
Information Services
6 ,174
Professional data terminals
4.5%
Smart
157, 4 5 0
Members across KiwiSaver, investment,
superannuation, and insurance solutions
0.8%
NZX Wealth Technologies
54,507
Investor portfolios, with total
Funds Under Administration of $16.2b
9.9 %
Who we are
NZX Annual Report 2024
8

New Zealand
NZX Operations
(Wellington and Auckland)
Head Offices of NZX-listed
Companies
New Zealand presence connecting a world of investments to NZ businesses
Global affiliations
ASX – Sydney
HKEX – Hong Kong
LSE – London
NASDAQ – New York
SGX – Singapore
TMX – Toronto
SPSE – Suva
SSE – Shanghai
WFE – World Federation of Exchanges
SSE – Sustainable Stock Exchanges Initiative
EEX – European Energy Exchange
Full-time equivalent employees
(excluding contractors & consultants)
338.0
Employees (FTE) by
Business Unit
146.7
75.2
16.1
100.0
Employee (FTE)
by Age
91.8
78.5
78.7
70.5
10.0
8.5
Gender Diversity
All Employees
15.6%
38.5%
9.7%
36.2%
Capital MarketsWealth Tech
NZ RegCoSMART
<29 years30–39 years
40-49 years50-59 years
>60 yearsNot declared
68%
5%
7%
4%
5%
37%
21%
Ethnic diversity of NZX*
European/Pākehā
Asian
Undisclosed
Other Ethnicity
MELAA
Māori
Pacific Peoples
* Data reflecting the
primary and secondary
ethnic backgrounds of
employees.
Female ManagersMale Managers
Male EmployeesFemale Employees
Gender Diversity of Officers & Board
36%
57%
43%
64%
Female Officers
Male Officers
Female Directors
Male Directors
NZX Annual Report 2024
9
1. Business Year

Enabling
growth
John McMahon
Chair
Mark Peterson
CEO
Year in review
2024
NZX Group ("NZX" or "the Company" or "the Group")
produced a strong operating financial result in a mixed
year for global markets with operating earnings (EBITDA)
1

(excluding one-off integration and restructure costs) of
$48.5 million, which is near the upper end of the updated
earnings guidance range. Net Profit after Tax (“NPAT”) was
$25.5 million ($18.3 million, excluding non-cash accounting
adjustment net gains
2
), up 88.1% on 2023.
The Company’s 2024 results highlight the Group's
all-round business strength as a market operator, fund
manager and fund administration platform provider,
helped in the second half of 2024 by the positive outlook
for the Company as more favourable economic conditions
began to assist capital markets.
Capital markets issuance and trading activity grew
steadily through the year. As we outlined in our half year
results, the first quarter of 2024 saw a continuation of
subdued activity similar to the levels we experienced in
2023. As interest rates began to fall, we saw a meaningful
1 Operating earnings (EBITDA) is before net finance expense, income
tax, depreciation, amortisation, loss on disposal of assets, gain on lease
modification, impairment loss on goodwill, change in fair value of contingent
consideration and share of profit of associate. Operating earnings is not
a defined performance measure in NZ IFRS. The Group's definition of
operating earnings may not be comparable with similarly titled performance
measures and disclosures by other entities.
2 Accounting adjustments were for write-back of earnout provisions
recognised on the acquisition of QuayStreet, offset by a partial write down in
the value of the energy contracts with the Electricity Authority.
NZX Annual Report 2024
10

pick-up in capital markets' activity and this continued
through the remainder of the year. In addition, asset prices
were stronger, both locally and globally, through the year,
and alongside good customer growth in Smart and NZX
Wealth Technologies, this has translated to positive results
across the Group.
The S&P/NZX 50 index (gross) produced a return of
11.4% for 2024. Capital listed and raised totalled $15.8
billion which was up 11.6% on 2023. Total value traded
grew strongly in H2 2024 and was positively impacted by
significant index rebalance activity and the Auckland
Council sell down of its remaining shares in Auckland
International Airport. Value traded finished the year
totalling $41.5 billion, which was up 22.9% on 2023. Value
traded is a key earnings driver for the Company.
Stimulating New Zealand market activity was a
significant focus for NZX in 2024. NZX – with a small capital
markets industry group – worked closely with the New
Zealand Government and regulators to develop
appropriate initiatives and market regulatory settings that
may encourage investment, boost liquidity, and continue
to ensure fair, efficient, and transparent capital markets.
This is expected to include modifying the requirements
and settings for initial public offerings, climate-related
disclosures, and director liability.
On 13 December at NZX’s Capital Markets Centre in
Auckland, the Minister of Commerce, Andrew Bayly,
announced the first round of proposed capital market
reforms, including the items noted above. It is pleasing to
see healthy and well-functioning New Zealand capital
markets are a priority for the Government as it seeks to
lift New Zealand’s productivity and international
competitiveness.
In 2024 the Company continued to benefit from market
structural tailwinds for leading investment fund manager
Smart (formerly Smartshares) and wealth technology
platform NZX Wealth Technologies (NZXWT). Both
companies continue to grow strongly and are highly
competitive in their respective markets.
Smart continued to focus on growth and operational
efficiency improvements. NZXWT was laser focused on
achieving positive cashflow (excluding internal
development being undertaken for Smart) – which it
achieved for the month of December – as it continued to
capture increased market share. Client demand for this
well-run, well-regarded New Zealand-based investment
administration platform remains high and the outlook
remains bright for this business.
NZXWT is working with Smart on its infrastructure
services and this in turn will improve Group operating
leverage. This keeps cashflow within the Group that would
otherwise be spent with external service providers.
At a Group level, we have not only grown our revenue
line, but the revenue mix is changing as these two growth
businesses grew faster than the markets business during a
challenging time for equities. This provides greater
balance and resilience to changes in economic cycles that
impact market activity.
The Group net cash inflows for 2024 were $4.2 million
(2023: $4.1 million) which reflects the higher cashflow from
operating activities being largely offset by working capital
movements (in particular, higher levels of debtors,
prepayments and accrued income at year end).
Operating Earnings (EBITDA)
1
$48.5m
Improvement of 21.0% from 2023
2024 total dividends
6 .1¢
2023 6 .1¢
NZX Annual Report 2024
11
1. Business Year

NZX Group 2024 AR Year in Review tables
Performance Indicators
Performance indicatorsFY24 Target2024 Actual2023 Actual% Change
Operating earnings (EBITDA) pre acquisition,
integration & restructure costs ($ million)
1
40.0 - 44.5
2
48.540.121.0%
Capital listed & raised ($ billion)15.015.814.211.6%
Total value traded ($ billion)38.041.533.822.9%
Information Services (excl. one-off revenue)
($ million)
Grow 2.1%18.818.8(0.2%)
Funds under management ($ billion)Grow 14.7%13.511.022.6%
Funds under administration ($ billion)16.211.540.4%
Dairy derivatives lots traded (k)700 - 850667.5578.815.3%
1Operating earnings are before net finance expense, income tax, depreciation, amortisation, loss on disposal of assets, gain on lease modification, change in fair value of
contingent consideration, impairment loss on goodwill and share of profit of associate. Operating earnings is not a defined performance measure in NZ IFRS. The Group’s
definition of operating earnings may not be comparable with similarly titled performance measures and disclosures by other entities.
2On 14 October 2024 the FY24 Operating Earnings target was revised to $45.0 milllion - $49.0 million.
1
Results overview & key highlights
NZX lifted operating earnings and operating leverage,
highlighting the resilience of the Company through
market cycles.
The Company generated 2024 operating earnings
(EBITDA) of $47.2 million – up 21.3%. Normalised operating
earnings (EBITDA) excluding one-off integration and
restructure costs increased 21.0% to $48.5 million, with:
• operating revenue increasing 11.4% to $120.8 million;
and
• operating expenses, excluding acquisition and
integration costs, increasing 5.8% to $72.2 million.
NZX produced a net profit after tax (NPAT) of $25.5 million
for the year (2023: $13.6 million), a year-on-year increase of
88.1%. This included a $10.9 million net gain due to an
accounting adjustment to the fair value of the QuayStreet
Asset Management (QuayStreet) earnout provision, offset
by a $3.7 million partial write down in the value of the
energy contracts with the Electricity Authority. Excluding
these accounting adjustments, the underlying unaudited
net profit after tax was $18.3 million, a year-on- year
increase of 30.1%.
Dividend
The Directors have declared a fully-imputed final dividend
of 3.1 cents per share (2023: 3.1 cents) to be paid on 2 April
2025 to shareholders registered as at the record date of 19
March 2025. Total dividends for the 2024 Financial Year are
6.1 cents per share fully imputed (2023: 6.1 cents).
How we performed – the Group’s key performance
measures
The Company continued to experience positive
momentum towards achieving its strategic goals, due to
the diversified nature of the Group’s activities and the
strong growth opportunities in front of us.
In 2024, strong performances came from:
• Increased market activity – value traded finished the
year totalling $41.5 billion, up 22.9% on 2023 (third
highest result ever)
• Delivery of NZX Dark – the new anonymous mid-point
trading venue: launched in June, 5.24% of on-market
value was traded within six months of launch – well
above expectations of 2% after 12 months of trading
• Dairy market derivatives partnership with
Singapore Exchange (SGX) – saw continued volume
growth for lots traded, increasing 15.3%
• Smart finished 2024 with $13.5 billion in funds
under management – up 22.6% from 2023
• NZXWT achieved positive cashflow in the month of
December. In 2024 it won 12 new clients (22 in the last
two years) and transitioned 11 clients on to its platform.
NZX Annual Report 2024
12

NZX Group 2024 AR Year in Review tables
Summary Financial Performance
Summary Financial Performance ($ million)20242023% Change
Revenue
Markets62.960.93.3%
Funds Management (Smart)44.037.019.1%
Wealth Technologies9.76.842.7%
Corporate Services0.10.122.9%
Regulation4.03.69.9%
Total operating revenue120.7108.411.4%
Personnel costs(46.3)(43.3)(7.1%)
Information technology costs(15.2)(13.8)(10.5%)
Other costs(10.7)(11.2)5.0%
Total operating expenses excl. acquisition, integration & restructure costs(72.2)(68.3)(5.8%)
Operating earnings (EBITDA)
1
pre acquisition, integration &
restructure costs
1
48.540.121.0%
EBITDA Margin (%)40.2%37.0%8.6%
Acquisition, integration & restructure costs(1.3)(1.2)(10.6%)
Operating earnings (EBITDA)
1
47.238.921.3%
Depreciation & amortisation(18.0)(16.8)(7.2%)
Change in fair value of contingent consideration10.9(0.5)2149.4%
Impairment loss on goodwill(3.7)-n/a
Investment in associate and other gains0.61.1(45.2%)
EBIT37.022.763.2%
Net finance expenses(3.6)(3.5)(3.3%)
Net profit before tax33.419.273.9%
Tax expense(7.9)(5.6)(39.9%)
Net profit after tax25.513.688.1%
1Operating earnings are before net finance expense, income tax, depreciation, amortisation, loss on disposal of assets, gain on lease modification, change in fair value of
contingent consideration, impairment loss on goodwill and share of profit of associate. Operating earnings is not a defined performance measure in NZ IFRS. The Group’s
definition of operating earnings may not be comparable with similarly titled performance measures and disclosures by other entities
2
FINANCIAL PERFORMANCE
At a Group level, operating revenue increased by 11.4%
to $120.7 million, driven by increases in all business units,
primarily Smart and NZXWT, and to a lesser extent the NZX
capital markets' business as market activity recovered
during the second half of the year.
Group operating expenses, excluding integration and
restructure costs, were up 5.8% to $72.2 million. The main
changes reflected an inflation and exchange rate driven lift
in IT costs and a cost structure change to Smart. The Smart
cost base had a full-year impact of the integration of the
Superlife Superannuation Master Trust’s investment
management, investment administration, and registry, into
Smart teams, and from the impact of QuayStreet staff costs
being included for the full period. Other than this increase,
costs were largely flat reflecting NZX’s strong focus on cost
management and extracting efficiencies across the Group.
Staff remuneration is NZX’s single largest cost. Our cost
management initiatives offset the annual pay rise round
effective from 1 January 2024.
Group operating earnings (EBITDA) were $47.2 million
– up 21.3%. Normalising earnings by excluding integration
and restructure costs, Group operating earnings (EBITDA)
were $48.5 million – up 21.0%. NZX improved its EBITDA
margin by 8.6%.
Integration and restructure costs in 2024 relate to
QuayStreet integration activities, activities to mature and
generate efficiencies in Smart operations, and the
restructuring of the capital markets business.
NZX Annual Report 2024
13
1. Business Year

Capital Markets' operating earnings
$42.9m
an increase of 4.7% on 2023
Depreciation and amortisation increases were mainly
due to amortisation of additional development for, and
migration of, new clients onto NZXWT’s platform in 2023
and 2024. It also includes the amortisation of QuayStreet
management rights for the full period.
The change in fair value of contingent consideration
relates to an accounting adjustment to the QuayStreet
earnout provision. When Smart acquired QuayStreet from
Craigs Investment Partners (CIP) in February 2023,
it agreed potential earnout consideration of up to $18.75
million. This was based on expected net FUM inflows
from the CIP network over a three-year period to
November 2025.
QuayStreet FUM inflows post-acquisition have to date
been slower than expected, but the size of the opportunity
remains. Consequently, our assessment of the probability
of achieving the net FUM inflow target by November 2025
has reduced, resulting in a $10.9 million reduction of the
QuayStreet earnout provision. While earnout-related FUM
inflows are lower than expected, QuayStreet is
nevertheless performing strongly with revenue ahead of
the acquisition business case.
The goodwill write-off relates to the partial write-down
in the value of the Electricity Authority contract’s
intangible asset. In 2024 the Electricity Authority invoked
the renewal clause in NZX’s energy contracts for a three-
year period to 30 June 2027. In 2027 the Electricity
Authority is expected, in accordance with government
policy, to tender the energy contracts. NZX’s assessment of
the carrying value of the energy contract’s intangible asset
takes into account the renewal pricing terms, the changes
in energy contracts during the existing contractual term,
and the expected terms of a successful retendering in
2027. Our assessment resulted in a $3.7 million reduction
in the value of the contract’s intangible asset.
The net profit after tax (NPAT) of $25.5 million increased
88.1% year-on-year. Excluding the accounting adjustments
to the fair value of the QuayStreet earnout provision and
the Electricity Authority contract’s intangible asset, the
underlying net profit after tax was $18.3 million, an
increase of 30.1% year-on-year.
NZX Group 2024 AR Year in Review tables
Markets Performance
Markets performance ($ million)20242023% Change
Capital Markets Origination17.016.16.1%
Secondary Markets26.025.13.4%
Information Services19.919.71.0%
Markets revenue62.960.93.3%
Markets EBITDA excl. restructure costs42.940.94.7%
EBITDA Margin excl. restructure costs68.1%67.2%1.4%
Key Operating Metrics
Equity Market capitalisation (ending, $ billion)167.3155.07.9%
Equity listed & raised ($ billion)5.52.7103.7%
Debt listed & raised ($ billion)8.48.8(4.5%)
Funds listed & raised ($ billion)1.92.7(29.6%)
Total value traded ($ billion)41.533.822.9%
Dairy lots traded (k)667.5578.815.3%
3
Capital markets’ revenue (from Origination, Secondary
Markets and Information Services) increased $2.0 million
(3.3%), which resulted in capital markets’ operating
earnings, excluding restructuring costs, increasing to $42.9
million, up 4.7% on 2023. It is also positive to note the lift in
EBITDA margin for the year.
CAPITAL MARKETS
NZX Annual Report 2024
14

As noted earlier, it was year of two distinct halves for our
markets business with a positive H2 2024 lift in market
activity:
• S&P/NZX50 gross index performance for H1 2024 was
–1.7%; full year performance was +11.4%
• Value traded for H1 2024 was $16.6 billion; H2 2024 it
was $24.9 billion
• Capital listed and raised in H1 2024 was $6.3 billion;
H2 2024 it was $9.5 billion
Origination
Even through the challenging economic environment, the
market was able to support companies raising equity and
debt capital with $15.8 billion of capital listed or raised on
market for the year. This highlights the value of being
NZX-listed in a capital constrained environment.
Expectations are for this positive momentum to continue
into 2025 and for new listings opportunities to come to the
market as confidence in the global and local economies
continue to build.
The December regulatory change announcements from
the Government are a positive addition. This gives us
reason for cautious optimism for the year ahead.
Companies looking at listing will be closely watching the
market to effectively time their public offerings.
Santana Minerals listed on the NZX in July. More than
40% of Santana’s share register on the ASX is made up of
holders with New Zealand-registered addresses. Santana
wanted to see growth with increased New Zealand-based
shareholder support, so it made sense for it to undertake a
dual listing on the NZX (see case study on page 52)
Some significant secondary equity and debt issuance
positively impacted the NZX revenue line in 2024. For the
mix of capital raised in 2024 (i.e. across equity, debt and
funds), each $1 billion generated approximately $375,000
of revenue to NZX.
Large capital raises and placements were facilitated
throughout 2024, and all were significantly oversubscribed.
These included:
• Auckland Airport equity capital raise – $1.4 billion
• Fletcher Building equity capital raise – $0.7 billion
• Infratil equity capital raise – $1.15 billion.
The demand for ESG-designated bonds remains strong
as companies look to decarbonise their businesses. These
make up 30.3% of the total NZDX market. NZX’s total
market capitalisation of $236 billion is made up of
approximately $167 billion of equity, $59 billion of debt
and $10 billion of investment funds.
ESG-designated bonds
30.3%
Percentage of the total NZDX market
NZX Annual Report 2024
15
1. Business Year

There is an opportunity to re-deploy capital from some
assets into higher priority areas. Publicly listing ports,
airports, electricity lines companies, even a further
reduction in ownership of the gentailers, and a full or
partial listing of Kiwibank and Transpower, would all be
strongly welcomed by investors.
At a local level, Port of Tauranga and Napier Port are
examples of highly successful companies, that are still
majority owned by local authorities, and have thrived after
being partially listed on the NZX. In addition, the
Government and local authorities also have the option to
allow their businesses to raise money through the market
to fund further growth and opportunities. Under this
approach, the Government and local authorities would not
need to sell any of their equity.
Opportunities exist not only for companies looking to
grow and deliver on their strategic ambitions – including
encouraging more foreign exempt listings – but for the
Government and local government to recapitalise their
assets and invest back into our country and our
communities. Health, education and New Zealand’s
infrastructure need investment, and the public markets can
assist in funding that investment through reaching a broad
range of investors and efficiently pricing the capital. This
would ease the pressure on the Government and local
government balance sheets and help to improve our
country’s productivity.
It was positive to hear Government Ministers state that
Kiwibank could be listed in the future, albeit the National
Party’s policy is to seek a mandate from voters before that
could occur. This could follow the successful partial float of
the New Zealand gentailers between 2011-2014 under the
Mixed Ownership Model.
NZX Annual Report 2024
16

NZX continues to champion and support our listed
companies through high-quality communication and
engagement opportunities. We want to help our
companies tell their stories of progress and support their
investor relations. In 2024 we provided podcasts, spotlight
videos, virtual investor events, education workshops and
social media support, enabling issuers to connect to a
broader investment community.
The high-tech ticker on the exterior of the NZX Capital
Markets Centre building in Auckland’s Queen Street –
along with the ticker in Wellington – gives us greater
opportunity to effectively promote the achievements and
milestones of New Zealand’s listed companies and capital
markets community to a broader audience.
Secondary markets – Cash Equities and Debt
As short-term interest rates started to fall, securities
trading and clearing activity grew steadily over the year
and ultimately drove an increase in revenue over 2024,
which reflected:
• higher market activity levels - the total value traded and
cleared ($41.5 billion) was 22.9% higher than last year;
• uncharged value traded impacting securities trading
revenue (caused by large index rebalance trading days
where fees on value traded exceeds the fee cap per
trade), which increased to 13.7% (2023: 8.9%); and
• higher levels of registry transfers and OTC
settlement fees.
Total value traded
22.9%
An increase on last year
NZX Annual Report 2024
17
1. Business Year

Secondary Markets – Dairy derivatives
and Global Dairy Trade
Dairy continues to be an area of growth for NZX and
remains well positioned across both the physical and
futures markets. NZX holds a 33.3% stake in
GlobalDairyTrade (GDT) alongside Fonterra and the
European Energy Exchange. The suite of global dairy
derivatives listed on the SGX, demonstrates the value of
NZX’s strategy of driving growth from strategic
international partnerships.
The strategic dairy derivatives partnership with SGX
continues to deliver growth:
• 2024 Dairy Derivatives volumes increased 15.3%, and in
May 2024 a record monthly volume of 88,834 traded
lots was achieved;
• Open interest reached a new record at 187,000 lots,
which is a sign of market quality; and
• A Market Maker and Liquidity Provision Scheme has
been implemented, which we expect to assist with
ongoing growth in trading volumes and the addition of
liquidity from financial firms.
In 2024 margin fees per lot normalised in line with
global futures interest rate curves, which offset the traded
volume growth and resulted in a drop in revenue.
GDT’s underlying profitability remains strong with
increased number of sellers and products offered on the
GDT platform. GDT’s growth initiatives are progressing,
European and US sales presences are in place, and a
project to upgrade and in-house the auction platform
upgrade is underway for delivery in 2025. These growth
initiatives will impact GDT’s profitability in the near term.
NZX Annual Report 2024
18

Information Services
The Information Services business has seen compound
average growth of 5.8 % in the last five years. In 2024 this
growth continued, albeit at a slower rate. This reflected the
consolidation of broking firms and the drive for large
international banks to cut costs.
Royalty revenue from terminals decreased with lower
levels of real time data use, partially offset by price
increases (effective January 2024).
Subscriptions and licences revenues for NZX data
increased, reflecting a rise in higher value license types
and price increases (effective January 2024), offset slightly
by reduced subscriber numbers.
Audit and back dated licensing / indices revenue
increased to $1.2 million from $0.9 million in 2023.
Revenues for 2024 mainly relate to back-dated indices
revenue, which is unlikely to be replicated in future years,
as this recurring revenue is now being captured under
indices revenue.
Indices revenue is generated in partnership with S&P. It
is driven by licensing to the fund management sector and
increased by 5.3% in 2024.
Market opportunities
Our strategy for capital markets has for the last few years
focused on rounding out our product range and increasing
the scalability of activity we undertake. This is translated
into a small number of key projects which close the
product gaps, and make it simpler and more cost effective
for international investors to connect to our market. We
have delivered two of the three key projects over 2024, and
anticipate delivering the third in 2025.
International connectivity – we partnered with BT
Radianz to make connectivity to our markets easier for
international participants and investors. We have also
ensured this infrastructure has a high level of security and
resilience.
NZX Dark – our anonymous mid-point trading venue
was launched in June with all Participants now utilising the
platform. Highlights include:
• $779 million of value traded went through NZX Dark
delivering $1.74 million of price improvement back to
the market
• 5.24% of on-market value traded being traded in NZX
Dark, well above expectations of 2% after 12 months of
trading.
S&P/NZX 20 Index Futures – positive progress was
made towards relaunching the S&P/NZX20 Index Futures
in H1 2025. The launch date remains dependent on a
number of factors, including regulatory approvals. NZX has
the backing of a cornerstone group of 12 local and global
fund managers and participant firms who have provided
commitments to utilise and trade, settle and clear the
product. A liquid equity derivatives market will help drive
growth in the broader capital markets through additional
cash market trading, participation and data revenues.
5.24% of on-market value being
traded in NZX Dark, well above
expectations of 2% after
12 months of trading.
NZX Annual Report 2024
19
1. Business Year

Government engagement – market reforms underway
to encourage investment
NZX – and representatives of the New Zealand capital
markets community – have engaged with the financial
markets sector, Government Ministers and officials, and
regulatory agencies on a broad package targeting
regulatory improvements to reduce the costs and barriers
faced by companies listed or listing in New Zealand.
The package of reforms announced in December by
Commerce Minister Andrew Bayly will make it easier for
businesses to access capital, and will boost New Zealand's
market liquidity and economic growth.
NZX welcomes the reforms. New Zealand needs to
remove regulatory roadblocks and arbitrage that are
hindering investment and access to capital for
New Zealand companies and projects.
Minister Bayly’s announcements on streamlining or
removing regulations that add cost to companies looking
to list, and the consultation on changes to climate-related
disclosures and KiwiSaver settings, are a positive step in
supporting investment and economic growth in
New Zealand.
The package of proposed changes includes:
• making the requirement to provide prospective
financial information for initial public offers optional;
• changes to climate-related disclosure settings; and
• changes to general disclosure requirements – alongside
the Law Commission review into director liability
settings. These changes will materially improve the
viability for companies wanting to meet their growth
aspirations via the listed market.
In addition, in April 2024 the Financial Markets
Authority (FMA) began consulting on a class exemption for
the disclosure requirements for same class offers of green,
social, sustainability, and sustainability-linked (GSSS)
bonds. NZX strongly believes the proposed exemption will
provide a more efficient route for the issuance of GSSS
bonds in New Zealand, encourage the growth of New
Zealand’s GSSS bond market, and provide a broader range
of sustainable financial products to New Zealand retail
investors. In December the FMA stated that after
considering submissions, it has decided in principle to
provide relief by granting a class exemption, which
NZX welcomes.
The Government’s announcements align with initiatives
recommended in the Growing New Zealand’s Capital
Markets 2029 report released in 2019. That review had 42
recommendations from 210 New Zealand industry
participants covering KiwiSaver, regulation, public sector
assets and infrastructure, promotion of public markets, tax,
new products, and technology. All were designed to
improve the efficiency and effectiveness of New Zealand’s
capital markets.
The industry has implemented the recommendations
assigned to it. NZX has implemented NZX Dark, the
mid-point unlit order book; reformed and simplified
Listing Rules, is planning initiatives to facilitate listings of
cooperatives; and is planning to launch an equity index
futures product in 2025. All of these industry initiatives will
assist with Government reforms in improving the liquidity
and depth of our capital markets. We look forward to
working with the Government and its agencies in
delivering further initiatives to help unlock growth and
opportunities for New Zealanders.
NZX Annual Report 2024
20

Alongside this, adjustments are urgently needed to
improve New Zealand’s climate-related disclosures.
NZX supports climate reporting but there needs to be
balance in how this is applied. At present New Zealand’s
climate-related disclosures (“CRD”), standards and settings
do not align with other international markets. NZX is of the
view that New Zealand’s mandatory CRD reporting
requirements need to align to global standards –
particularly with Australia and its approach to
implementation. If New Zealand is serious about transition,
disclosures would also apply equally to both listed and
unlisted companies. Level playing fields are important for
these matters of greater good.
We must ensure our regulations are fit for purpose and
right-sized for a country of our size. With directors of
climate-reporting entities personally liable for a company’s
emissions reporting, this has imposed significant cost to
companies in assurance and legal fees, money that would
be better spent on climate mitigation and adaptation.
Likewise, NZX welcomes consultation on KiwiSaver
settings. KiwiSaver funds could invest in a range of
New Zealand assets, including hospitals, schools, roading,
housing and water infrastructure – if the investments are
structured appropriately. Those assets would be built,
Kiwis would still receive a steady flow of returns into their
KiwiSaver accounts, and our country and people would
benefit not only from the assets being delivered, but
through jobs and growth. Everyone wins from
New Zealanders investing in New Zealand.
NZX congratulates Minister Bayly and the Government
for taking positive steps in helping New Zealand
companies, families, and our economy get ahead. NZX and
our stakeholders look forward to working with the
Government in implementing these reforms – and others
– in the years ahead.
As a result of the announcements, NZX has received an
increase in enquiries from prospective companies
interested in listing.
NZX Group 2024 AR Year in Review tables
Smart Performance
Smart performance ($ million)20242023% Change
FUM based fees40.633.122.7%
Member based fees2.42.7(9.7%)
Other1.01.2(16.8%)
Funds revenue44.037.019.1%
Funds EBITDA excl. acquisition, integration & restructure costs22.519.416.0%
EBITDA margin excl. acquisition, integration & restructure costs51.1%52.4%(2.6%)
Funds EBITDA21.718.318.8%
Key Operating Metrics
Opening FUM ($ billion)11.08.332.9%
FUM effect from market movement ($ billion)1.71.0(70.0%)
FUM effect from net cash flows ($ billion)0.80.1700.0%
FUM effect from acquisition ($ billion)-1.6n/a
Closing FUM ($ billion)13.511.022.6%
Number of NZX listed Smartshares funds444010.0%
4
SMART – EMPOWERING INVESTORS TO ACHIEVE FINANCIAL SUCCESS
NZX welcomes consultation on
KiwiSaver settings. KiwiSaver
funds could invest in a range of
New Zealand assets, including
hospitals, schools, roading,
housing and water infrastructure
– if the investments are structured
appropriately.
NZX Annual Report 2024
21
1. Business Year

Smart is a key component of NZX’s growth strategy.
As a wholly-owned NZX subsidiary, Smart is one of
New Zealand's leading product manufacturing funds
management business. Its products include SuperLife
KiwiSaver scheme, the Smart Exchange Traded Funds,
SuperLife Superannuation Master Trust (management
rights acquired from ASB in February 2022) and
QuayStreet Funds (management rights acquired from CIP
in February 2023).
Smart had a positive year of growth, closing 2024 with
$13.5 billion of funds under management (FUM). In the last
six years FUM has grown $10.6 billion from $2.9 billion at
31 December 2018 (including acquisitions of $3.4 billion,
cash flow increases of $4.0 billion, and positive market
returns of $3.2 billion). FUM compound annual growth rate
(CAGR) since December 2018 is 29.0%.
Our market analysis indicates $15-$20 billion of FUM
is the point where operating cost bases are at their most
efficient for New Zealand fund managers. Smart is well
down a pathway that aims for around $18 – $20 billion of
FUM by the end of 2027.
On 1 October 2024 Smartshares became Smart – a new
brand name to reflect the company’s growth ambitions
and the broad range of services and products it now
offers.
In time, under a staged approach, Smart will consolidate
Smartshares and SuperLife together into the single
brand. The new brand is based on the belief ‘the wise
invest Smart’ – with our products empowering investors
to achieve financial success by making wise choices that
stand the test of time.
The SuperLife KiwiSaver Scheme will become the Smart
KiwiSaver Scheme, unlisted funds will fall under Smart
Funds and workplace savings will become Smart Super –
each reflecting the modern, cohesive new Smart brand.
QuayStreet Asset Management – known as QuayStreet –
will remain a standalone sub-brand.
Through Smart ETFs, New Zealanders can diversify their
portfolios across 44 ETFs providing access to global, high-
performing and special interest markets. In October, Smart
launched four new ETFs – Smart Bitcoin ETF, Smart Gold
ETF, Smart US Technology ETF and Smart S&P/NZX 20 ETF.
Three of the new ETFs are part of a 2024 strategic
alliance with iShares by BlackRock, the global ETF
powerhouse. The combined expertise of Smart and
Blackrock's iShares will pair Smart’s local investment
insights with iShares’ global ETF line-up, making it
easy for Kiwi investors to invest in local or international
markets, with the advantage of knowing their tax rate
(28%) and costs upfront. It provides investors with word-
class investment opportunities and with easy access and
affordable fees.
FUM-based revenue (net of fund expenses) increased
22.7%. Excluding the impact of the one-off FUM-based
revenue for 2023 (net of fund expenses), the increase was
24.7%, which reflects a combination of:
• FUM at 31 December 2024 of $13.5 billion, up 22.6%
on last year. The FUM movement is a combination of
positive market returns and positive net cash flows;
• the full period impact from the QuayStreet acquisition;
and
• the positive impact from the integration of SuperLife
Superannuation Master Trust (August 2023) which
resulted in transition services fund costs no longer
being incurred (replaced by employee and other costs,
with a net integration synergy gain realised).
Member-based revenue decreased due to a reduction
in insurance administration fees, which are now performed
by the insurance company.
Smart’s cost base has increased because of the
SuperLife Superannuation Master Trust integration and the
timing of the QuayStreet acquisition, with particular effect
on personnel costs (net of capitalisation).
Smartshares Limited is the manager and issuer of the Smart Gold ETF and the
Smart Exchange Traded Funds scheme. A product disclosure statement is
available and can be obtained at www.smartinvest.co.nz/resources/documents.
NZX Annual Report 2024
22

NZX Group 2024 AR Year in Review tables
Wealth Technologies Performance
Wealth Technologies performance ($ million)20242023% Change
Wealth Technologies revenue9.76.842.7%
Wealth Technologies EBITDA excl. restructure costs4.61.6179.4%
EBITDA Margin excl. restructure costs47.1%24.1%95.7%
Key Operating Metrics
Opening FUA ($ billion)11.510.015.8%
FUA effect from market movement ($ billion)1.81.163.6%
FUA effect from net cash flows, including new clients ($ billion)2.90.4625.0%
Closing FUA ($ billion)16.211.540.4%
Total clients on platform322152.4%
Capitalised costs for client onboarding9.27.719.4%
5
The net result for Smart is a significant increase in
operating earnings, excluding acquisition, integration
and restructuring costs, to $22.5 million, up 16.0% on
2023. This has been achieved through increased scale
from continued organic growth and synergy extraction.
We continue to mature Smart’s operations and embed
our growth initiatives (i.e. integration of QuayStreet into
the service provider operating model). Once completed,
these initiatives will unlock further synergies of scale and
improved operating leverage.
NZX WEALTH TECHNOLOGIES – LEADING THE WAY IN NZ
ADMINISTRATION PLATFORM INFRASTRUCTURE
NZXWT develops, administers and operates an online
custodial investment management platform that enables
both large-scale and small-scale financial adviser groups to
efficiently administer their clients’ investments. The
platform, service quality, reputation and experience are
being well received.
NZXWT is celebrating a successful year marked by 11
new client onboardings, pipeline growth and achieving
positive cashflow for the month of December (excluding
internal development being undertaken for Smart). The
year started with the onboarding of two clients: Fisher
Funds’ Private Portfolio Service, a discretionary investment
management service originally offered to Kiwi Wealth high
net-worth clients; and Strategic Financial Planning. NZXWT
subsequently onboarded five independent advice
businesses and began migration projects with four
additional clients, surpassing $16 billion in Funds Under
Administration (FUA).
This milestone underscores the market's confidence in
NZXWT’s ability to deliver quality operational, custody,
reporting, and development services to support the
growing needs to deliver operational efficiency, digital
transformation and regulatory demands faced by financial
advisers and investment managers.
In H2 2024, NZXWT onboarded five new advisor
businesses. The company is now providing platform and
custody services to Alvarium/Newton Ross, CP Wealth,
DecisionMakers, Kingshield Investment and a Whakatane-
based advice firm.
Similarly, Christchurch-based boutique firm Distinction
Wealth partnered with NZXWT to support its growth in the
high net-worth and private wealth sectors across the South
Island.
The net result for Smart is a
significant increase in operating
earnings, excluding acquisition,
integration and restructuring costs,
to $22.5 million, up 16.0% on 2023.
NZX Annual Report 2024
23
1. Business Year

Fortitude Financial, also based in Christchurch, is
among the four businesses undergoing migration,
targeting a launch in early 2025. The remaining newly
contracted advisor businesses, based in Auckland,
Waikato, and Christchurch, are transitioning from a variety
of platforms after thorough review processes. With the
numbers of clients steadily increasing, NZXWT is
witnessing significant momentum in the New Zealand
market and is poised for continued growth and solidifying
its position as a market leader.
NZXWT’s revenue (largely administration fees based on
FUA) have been positively impacted by positive cashflows
and market returns. FUA grew by 40.4% or $4.7 billion to
$16.2 billion. Annualised recurring revenue on closing FUA
increased 50% from $7.2 million at 31 December 2023 to
$10.8 million at 31 December 2024.
Capitalised labour and overhead remains at high levels,
predominantly reflecting new client migration activity, plus
continued product development. The levels of
capitalisation are expected to continue as current clients
migrate additional FUA and new clients are onboarded.
Operating earnings, excluding restructuring costs,
improved significantly to $4.6 million, up 179.4% on 2023,
driven by the operating leverage achieved through
increased FUA.
FUA
40.4%
2024: $16.2b 2023 $11.5b
NZX Annual Report 2024
24

NZX Group 2024 AR Year in Review tables
Balance Sheet, Liquidity & Debt
Balance Sheet and Cashflow Figures ($ million)20242023% Change
Net debt (excludes restricted cash)(32.6)(36.6)10.8%
Restricted cash20.020.0-
Goodwill46.950.6(7.3%)
Other intangible assets95.999.2(3.3%)
Other non-current assets44.144.5(0.8%)
Net other liabilities(47.3)(60.3)21.5%
Net assets / equity127.0117.48.2%
Operating activities cashflow36.931.417.6%
Working capital movements(1.0)3.0(134.5%)
Cash inflow from operations35.934.44.2%
Payments for acquisitions-(22.4)n/a
Payments for PPE & other intangible assets(13.4)(12.5)(7.2%)
Cash outflow from investment(13.4)(34.9)(61.6%)
Net proceeds from equity raise/term loans-21.9n/a
Dividends and other(18.3)(17.3)(5.8%)
Cash inflow from financing(18.3)4.6(502.1%)
Net increase in cash and cash equivalents4.24.12.4%
6
BALANCE SHEET, LIQUIDITY & DEBT
NZX closed the year with net debt of $32.6 million
(excluding Clearing House risk capital of $20.0 million in
cash which is not available for general use) including:
• subordinated notes ($38.9 million) – the interest rate was
set at 6.8% in June 2023 and will apply until the next
election date on 20 June 2028;
• term loan ($22.5 million; expiry date 28 February 2027),
used to fund the QuayStreet acquisition (including earn
out payments); and
• cash and cash equivalents of $28.8 million which
includes $6.3 million of cash to meet the regulatory
requirements of the Clearing House and Smart.
Goodwill has reduced reflecting the partial write down
($3.7 million) in the value of the Electricity Authority
contract’s intangible asset.
The QuayStreet earnout provision has been reduced by
$10.9 million to reflect the current assessment of the
probability of achieving the net FUM inflow target by
November 2025.
Investment activities cash flows include:
• the acquisition of QuayStreet in February 2023; and
• capital expenditure relating to NZXWT’s software
development, office fit outs and other technology
upgrades and enhancements, including system
enhancements required for the integration of recent
acquisitions.
In future periods we expect cashflow from operating
activities to increase at a faster rate than the growth in net
profit. This is due to NZXWT’s ‘amortisation bubble’ that
arises when capitalisation levels start to decrease, and
amortisation levels increase as client migrations complete.
NZX Annual Report 2024
25
1. Business Year

NZX’S GROWTH STRATEGY – GROWING,
CONNECTING, ADDING VALUE
NZX is well positioned for the future from the growth
strategy it has been implementing over the last six years.
This has involved focusing on our core markets business,
plus refinement and alignment around regulation, pricing
and market infrastructure, along with significant
investment to expand our funds management (Smart) and
funds administration (NZXWT) businesses.
NZX has exposure to long-term structural growth tail
winds from general equity market growth, increase in ETF
market share and growth in Kiwisaver fund contributions.
Since implementing our revised strategy in 2018, we
have come a long way despite the various economic
cycles:
• Operating earnings have increased from $28.6 million
to $48.5 million;
• Smart FUM has increased from $2.7 billion to $13.5
billion;
• NZXWT FUA has grown from $1.2 billion to $16.2 billion
and is now cashflow positive; and
• We now partner with SGX in offering our global Dairy
Derivatives market and have grown activity from
312,000 lots traded per annum, to 667,000 lots.
NZXWT has required significant capital investment to
reach the stage where it is now cashflow positive on a
run-rate basis. As we outlined at our most recent investor
day in 2024, the Group’s cashflow will rise more quickly
than the growth in NPAT or Earnings Per Share. This is due
to the significant rise in the amortisation charge as a result
of the capital that has been invested in NZXWT. The
pipeline of recent client wins and client onboarding activity
to come supports the value this business will bring to the
Group.
In 2024, NZX is now a more integrated and resilient
financial markets infrastucture and services business with a
platform for strong growth prospects. We expect this to
create further value to our shareholders.
We have not only grown our revenue line – the revenue
mix is changing as the two growth businesses have
expanded faster than the markets business has through the
tough economic environment for equities.
As market activity increases, the Company’s new
products are launched and mature, and our Smart and
NZXWT businesses continue to grow, our earnings profile
will positively change. NZX is on a path to being a business
that has better balance and resilience to the changes in
economic cycles.
Looking out to 2028 the strategy is to:
• expand our product offering in Capital Markets (equity
derivatives, carbon markets, drive greater scale in
clearing, and develop liquidity in our new mid-point
order book);
• leverage the global connections and partnerships we
have made and build further market reach; and
• drive scale, efficiencies and operating leverage across
the businesses – including Smart and NZXWT.
We remain very conscious of cost control and ensuring
improved return on investment, and will continue to look
for strategic opportunities that will add value, particularly
as markets recover.
NZX Annual Report 2024
26

GOVERNANCE & MANAGEMENT UPDATE
In May the NZX Board was pleased to announce the
appointment of Sophie Spedding as its next Future
Director. NZX is a strong supporter of the Institute of
Directors’ Future Director Programme, ensuring
New Zealand develops a greater pool of governance talent
to draw from. Sophie is an Associate Director at Macquarie
Capital (New Zealand) in the Investment Banking team
where she has worked for the last 12 years.
Sophie’s first-hand understanding and experience in
capital raisings, mergers and acquisitions and helping
companies grow and deliver to their strategic ambitions,
have been of great value to the NZX Board.
In December NZ RegCo announced that David Hunt
would join its board from 1 January 2025. David has
extensive executive, advisory and governance experience
in the infrastructure and energy sectors. He is deputy Chair
of the Accident Compensation Corporation, a director of
Northpower and Dairy NZ, and recently served on the
Government’s Fast Track Advisory Group. Previous roles
have included serving as Contact Energy Chief Executive
and director of Christchurch City Holdings Limited. Mr
Hunt joins Trevor Janes (Board Chair), together with
directors Pip Dunphy, Mike Heron KC, John Hawkins and
Elaine Campbell.
After more than four years as NZX’s General Manager
Capital Markets Origination, Sarah Minhinnick departed in
the middle of the year to head New Zealand Green
Investment Finance.
The Company’s capital markets structure was then
revised to ensure greater organisational alignment and
efficiency, which involved adjustments to the
responsibilities of Jeremy Anderson and Nick Morris.
Jeremy – previously in charge of Capital Markets
Development – now oversees the Listings, Information
Services and Environmental Markets businesses; while
Nick – previously in charge of Strategic Delivery – now
leads the Cash and Derivatives businesses (meaning
Participants now engage with a single team).
NZX’s engagement with the markets’ ecosystem is
critical to success, and understanding the role the
exchange plays in supporting issuers and product
development opportunities for the market.
For much of 2024, NZX’s Head of Energy IT Roger Bayly,
also acted as General Manager Market Operations while
Felicity Gibson was on parental leave. Roger is a seasoned
operations, risk and IT manager and provided experienced
leadership in what was his second time acting in this role.
TECHNOLOGY – DELIVERING SUPPORT
& RESILIENCE
A critical role for NZX is to operate the markets efficiently
and effectively. 2024 is the third consecutive year where
NZX maintained 100% uptime for its critical applications
with no market outages to the operating platform. This is a
credit to the operational management of the senior
leadership team and the entire technology team. It also
highlights the increased resilience, capability and capacity
of our systems.
Alongside maintaining a stable market, NZX continues
to invest in new products and features. 2024 saw the
delivery of the new NZX Dark trading venue and a
complete BaNCS technical stack refresh. In parallel, there
was significant effort to continue to upgrade systems and
manage technical debt with a focus on continuous
improvement. NZX is committed to engaging and working
with our customers to enhance the market technology
ecosystem.
The performance of NZX’s technology and relationships
with the market continues to be positively noted by the
FMA and through the TWG (industry-wide Technology
Working Group). We wish to thank our key technology
stakeholders for their constructive relationships.
OPERATING RESPONSIBLY
NZX’s focus is to create value while delivering a positive
impact on society and the environment. We play a dual
role as both the operator of New Zealand’s capital markets
and as a listed company. Sustainable economic growth is a
priority for NZX.
Informed by the stakeholder and materiality assessment
NZX undertook in 2023, in 2024 we implemented a
refreshed environmental sustainability strategic approach
that builds on our Operating Responsibly approach. Called
Operating Responsibly: Planet, this was integrated into
NZX’s core strategy and outlines short, medium and long
term initiatives. In 2025 we will be refreshing our social
sustainability strategic approach.
In October NZX joined the Sustainable Business Council
(SBC, part of BusinessNZ) demonstrating the Company’s
commitment to positive action on climate change and
sustainability. SBC membership offers NZX the
opportunity to connect with other New Zealand
companies, and influence key climate-related government
decisions, budgets and pieces of legislation. SBC
membership also aligns with NZX being a member of the
United Nations Sustainable Stock Exchanges.
In 2024 NZX achieved net carbon zero certification from
Toitū Envirocare for the fourth year in a row. Sustainable
economic growth is a priority for NZX. Public markets will
continue to play an important role in facilitating the flow of
capital towards decarbonising the New Zealand economy.
NZX Annual Report 2024
27
1. Business Year

POLICY & REGULATION
(INCLUDING NZ REGCO)
During 2024, NZX completed the review of its settings in
relation to the director independence requirements
contained in NZX’s Listing Rules and Corporate
Governance Code, with the support of the NZX Corporate
Governance Institute. The review was multi-faceted, with
two-stages of consultation that received substantial
stakeholder engagement.
The proposed enhanced settings support good
governance by appropriately articulating the purpose of
director independence requirements, and enhancing
disclosure requirements to support ease of access to
information regarding issuers' corporate governance
practices in this area.
We have also been conducting regulatory development
work to support the relaunch of the S&P/NZX20 Index
Futures relaunch, including broadening the market maker
eligibility requirements for NZX’s markets to ensure that
NZX’s regulatory settings support greater participation.
NZX's regulatory functions are performed by a
separate, independently governed entity, NZ RegCo. After
four years in operation, NZ RegCo continues to develop
and oversee monitoring and enforcing compliance by
listed issuers and accredited market participants of NZX’s
market rules. NZX would like to thank the NZ RegCo Board,
led by Chair Trevor Janes and NZ RegCo management
under Chief Executive Joost van Amelsfort.
The Financial Markets Conduct Act 2013 requires the
FMA to carry out an annual review and report on how well
NZX is meeting its licensed market operator obligations.
One of the key objectives of this review is to ensure
potential conflicts between regulatory and commercial
functions of NZX, as a self-regulating organisation, are
appropriately managed.
In 2024 under the mandatory climate-related
disclosures framework (Aotearoa New Zealand Climate
Standards, ANZCS), NZX, as a climate-reporting entity,
reported our climate change obligations regarding
governance, strategy, risk management, and metrics and
targets for 2023. NZX's Climate Statement for 2024 is
incorporated as an appendix in this Annual Report.
At NZX we are committed to connecting people,
businesses and capital every day. That is our Purpose. As
such, NZX recognises the important role we play in
supporting the success of New Zealand businesses,
communities, and charities. This includes collaborating in
the Shares for Good initiative (see case study on page 47)
and being the primary sponsor of the New Zealand
Financial Markets (NZFM) Charity Golf Classic – an annual
event that fundraises for charity.
NZX also provides our employees a paid day’s leave
each year to volunteer in our communities and is
supportive of events that help those in need. That includes
collecting for the Cancer Society on Daffodil Day and using
our electronic tickers to promote and support charitable
causes.
At NZX we are committed to
connecting people, businesses and
capital every day. That is our Purpose.
As such, NZX recognises the important
role we play in supporting the
success of New Zealand businesses,
communities, and charities.
NZX Annual Report 2024
28

The FMA’s overall conclusion in 2024 was that NZX
complied with its licensed market operator obligations
during the review period. Key highlights from the report
include:
• Governance arrangements continue to be appropriate
and support NZX’s ability to comply with its licensed
market operator obligations;
• NZX and NZ RegCo continue to uplift frameworks,
processes, and operational effectiveness across the
areas assessed;
• Continued demonstration of NZ RegCo’s operational
independence, while maintaining an appropriate and
effective working relationship with NZX;
• Significant work and investment in technology
resources over the last three years has resulted in the
business being much better positioned with respect to
capability, resilience and security;
• Further enhancements in the risk management
frameworks, ownership, identification, management
and mitigation of risk, and delivery of assurance activity;
and
• Despite economic headwinds there is a commitment to
development of the markets and the core market
operator operations, matched with appropriate funding
and resourcing of staff and systems.
2025 EARNINGS GUIDANCE
NZX is forecasting full year 2025 Operating Earnings
(EBITDA), excluding integration costs, to be in the range of
$49.0 million to $54.0 million.
The guidance is subject to market outcomes,
particularly with respect to market capitalisation, total
capital listed and raised, secondary market value and
derivatives volumes traded, funds under management and
administration growth, acquisition related integration
costs and technology costs.
Additionally, this guidance assumes there is no material
adverse macro-economic and/or market condition impacts
on our assumed market outcomes, and there are no
significant one-off expenses, major accounting
adjustments, other unforeseeable circumstances, or future
acquisitions or divestments.
ACKNOWLEDGEMENTS
NZX is ambitious for New Zealand. We believe a vibrant
capital market can assist New Zealand to grow and
prosper. In doing so, this will create more and better
paying jobs and a higher standard of living. As
New Zealand’s stock exchange we are critical to helping
New Zealand achieve these objectives through delivering
high-performing and efficient capital markets, alongside
an appropriate range of products and services for
investors.
Our people are committed to providing first-class
customer service, ensuring we leverage off the
investments we’ve made to grow our business, provide
returns to shareholders, and help deepen New Zealand’s
capital markets. We would like to extend a sincere thank
you to all NZX Board members and staff for the high-
quality work they do every day.
John McMahon
Chair
Mark Peterson
CEO
NZX Annual Report 2024
29
1. Business Year

NZX Annual Report 2024
30

NZX Group

Overview
NZX Annual Report 2024
31

How we
deliver value
For 158 years we have been creating and delivering
opportunities for Kiwis to grow their personal wealth and
helping businesses prosper. As New Zealand’s Exchange,
we are proud of our record in supporting and fueling the
growth and global ambitions of local companies.
NZX is an integral part of the New Zealand economy
and its future productivity. By operating efficient,
effective, transparent and resilient public markets, we
help provide the capital for businesses to grow, innovate,
invest in much-needed infrastructure, and create more
and better paying jobs for New Zealanders.
We support New Zealand’s sovereign interests and
priorities, providing important economic building blocks
and wealth creation.
Our Purpose or mission, lies at the heart of why we
exist. We are New Zealand’s exchange, an integrated
financial services business, and a frontline market
regulator.
We utilise our expertise and connections here and
overseas to bring together all the ingredients required
for economic prosperity. We are people helping people.
Customer service is in NZX’s DNA and in the people we
employ. We want to make a positive impact on people’s
lives.
Our Vision is our goal or aspiration of what we want
NZX to achieve. We want to ensure we grow our business
– and the businesses and individuals we serve – in a way
that is sustainable and profitable; helping our country,
and the citizens who live in it, succeed.
Our Values are the behaviours our people demonstrate
that underpin our Purpose and achieve our Vision.
Our Strategy is the guiderail for our decision making.
We are growing a more integrated financial markets
infrastructure and services business, building on NZX’s
core strengths and continuing to explore growth
opportunities across our businesses to create further value
to our shareholders over time. Successful execution will
benefit consumers of capital, investors, our shareholders
– and ultimately New Zealand’s economy and the standard
of living of all New Zealanders.
The Operating Responsibly section in this report
outlines how and where NZX delivers value.
“NZX has a dual role:
strengthening
New Zealand’s exchange
with resilient, vibrant
markets and growing a more
integrated financial markets
infrastructure
and services business.”
John McMahon
NZX Chair
Committed to
connecting people,
businesses &
capital every day
Our
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NZX Annual Report 2024
32

Committed to
connecting people,
businesses &
capital every day
Our
Purpose
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NZX Annual Report 2024
33
2. NZX Group Overview

How we
deliver value
Developing our strategy to late 2027
Strategic
priorities
STRATEGY
VISION
OPERATING
RESPONSIBLY
STRATEGIC
THEMES
VALUES
CAPITAL
MARKETS
SMART
NZ X WE ALTH
TECHNOLOGIES
Scale
Listed securities and
volume
Scale
Funds Under
Management
Scale
Annual Recurring
Revenue Funds Under
Administration
Stable/Secure Platform – Well Managed Risk; Healthy Culture
InterconnectivityInterconnectivity
Growing, Connecting, Creating Value
“A trusted New Zealand business, delivering sustainable wealth, value & opportunities for all”
Planet | People | Principles of Governance | Prosperity
We operate under a strategic
framework with interconnected
businesses driving scale and operating
leverage for shareholders to help
New Zealand grow
Client Requirements/
Product Expansion
NZX Dark,Derivatives
Operational
Leverage
Operational
Leverage
Operational
Leverage
Client Requirements/
Product Expansion
Platform
functionality
Client Requirements/
Product Expansion
Enhanced Passive
range

Assist NZ to grow and improve its
productivity

Three connected and
complimentary businesses

Capital Markets – round out our
product offering, build scale
in clearing and settlement and
capitalise on the operating
leverage as markets recover

Smart – continue the organic
growth, invest in our brand,
product, client service automation
and operating platform

NZXWT – continue to transition
the client demand and capitalise
on the competitive position

Leverage the NZXWT capabilities
for Smart

Operate a well-managed,
scalable, secure operations and
technology environment.
NZX Annual Report 2024
34

NZX Annual Report 2024
35
2. NZX Group Overview

Our
Board
John McMahon – Chair
John has extensive industry
experience in the finance
sector, including a background
in technology, company
turnarounds and transformation,
and entrepreneurial small cap
governance. He has spent more than
30 years in the Australasian equity
markets, predominantly as an equity
analyst (covering a broad range of
industries), and was Head of Equities
at ABN AMRO. John has worked
for CS First Boston, BZW, Morgan
Stanley, ABN AMRO, and Walker
Capital, and was Managing Director
of ASB Securities for three years. He
now manages his own investment
portfolio. John is a director of several
small cap NZX-listed companies:
Solution Dynamics (Chair), AoFrio
(Chair of Audit Committee) and
Vital (Chair). He has a Bachelor
of Commerce (Honours), an MBA
and is a CFA (Chartered Financial
Analyst) charterholder.
Dame Paula Rebstock –
Deputy Chair
Dame Paula joined the NZX Board
in February 2023. She is a leading
Auckland-based economist and
company director, who was made a
Dame Companion of the New Zealand
Order of Merit in 2015 for services to
the State. Dame Paula has extensive
professional experience in corporate
and public services governance. She
is a director of NZX-listed Vector, a
Director of Bluecurrent Australia and
Bluecurrent New Zealand. She also
serves on unlisted entities and is Chair
of New Zealand Post and Asia Pacific
Healthcare Group, and is Deputy
Chair of AIA Sovereign Insurance
New Zealand, Auckland One Rail and
Sealink New Zealand, among others.
Dame Paula has been appointed
as Chair for the review of NZ’s
competition authority, and is a former
Chair of the Commerce Commission
and the Accident Compensation
Commission (ACC). Dame Paula was
the Deputy Chair of KiwiRail and a
director of Auckland Transport.
Lindsay Wright –
Independent Director
Lindsay joined the NZX Board in
February 2018. She is the Chair of the
Audit and Risk Committee and is a
member of the Clearing Committee.
Lindsay has more than 30 years
financial services and funds
management experience spanning
Auckland, Sydney, Tokyo, Singapore,
New York, China and Hong Kong.
Lindsay has significant experience
including investment management
(traditional and alternatives), capital
markets, client management,
strategy and business development
including M&A and transformation,
risk and regulatory management,
finance, technology incl digital and
operations. Most recently Lindsay
has been the Chief Executive Officer
of Sung Hung Kai Capital Partners
based in Hong Kong (resigned May
2024) and prior to that has held a
range of global or regional (APAC)
senior executive leadership roles for
BNY Mellon Investment Management,
Invesco, Matthews Asia, Harvest
Funds Management and Deutsche
Asset Management / Bankers Trust.
Lindsay commenced her career with
Bankers Trust in Auckland, becoming
CFO / COO before moving to
Deutsche Asset Management.
In addition to her executive career
Lindsay has 15 years professional
experience in governance. Lindsay
has previously served as Deputy Chair
of the Board and Chair of the Audit
and Risk Committee of the Guardians
of the NZ Super Fund, a Director of
Kiwibank and its subsidiary wealth
and asset management business and
Chair of the Board of Smartshares,
NZX's funds management subsidiary.
Lindsay is currently a non -
executive Director of Milford Asset
Management, Chair's the Board,
Audit and Risk Committee and is a
Director on Milford's private equity
entities. In addition she is a non -
executive director of Navigator Global
Investments (ASX:NGI) and a member
of its Audit and Risk Committee.
Lindsay has a Bachelor of Commerce
from the University of Auckland and
is a Fellow of the Hong Kong Institute
of Directors.
NZX Annual Report 2024
36

Elaine Campbell –
Independent Director
Elaine was appointed as a director in
February 2019. She has more than 20
years’ executive experience, primarily
in financial and capital markets, and the
IT and telecommunications industry.
Elaine is the Executive GM of Fibre
Access at NZX-listed Chorus. During
her time on the executive team at
NZX from 2002 to 2008, Elaine led the
demutualisation and listing of NZX
and was responsible for the insourcing
of regulatory functions, along with
chairing Smart. Elaine spent five years
at the Financial Markets Authority as
Director of Compliance before joining
AMP as an executive director and
General Counsel. She has previously
worked in the UK and USA for
multinational Sun Microsystems.
Rachel Walsh – Independent Director
Rachel was appointed as a director
in October 2022. She has more
than 25 years’ experience across
finance technology, healthcare,
infrastructure, and other sectors
and is a Fellow of CAANZ. She is
a Director of IAG NZ Limited, a
member of the Asteron Life Transition
Working Group and a member of
the External Reporting Advisory
Panel (XRAP). Rachel was previously
CFO at Datacom Group Limited
and at listed healthcare company
Abano Healthcare Group. She has
worked at Rank Group Limited
where she was involved in private
equity acquisitions and divestments,
debt raising in the US markets and
financial reporting in the US market
and under International Financial
Reporting Standards. Rachel has also
worked at PricewaterhouseCoopers
as a Director in Audit. She Chairs the
NZX Clearing Committee and is a
member of the Audit and Risk, and
Technology committees.
Frank Aldridge – Independent Director
Frank was appointed as a director
in May 2017. Frank has an extensive
understanding of New Zealand’s capital
markets having spent more than two
decades working for Craigs Investments
Partners where he led the business for
16 years as Managing Director through
a period of significant growth and
expansion between 2005 to March 2021.
In addition during this period, he was
also Chair of Australian-based Wilsons
Advisory and Stockbroking, former
member and Chair of New Zealand
Securities Association, and sat on several
of Craigs Investment Partners’ subsidiary
Boards. Frank is an accredited NZX
Adviser, Financial Adviser (FA), and a
Chartered Member of the Institute of
Directors. Frank is a Director of Avion
Private advising corporates, trusts
and individuals.
Peter Jessup – Independent Director
Peter joined the NZX Board in January
2022, following his appointment to
the Technology Committee in April
2021. He brings more than 35 years’
financial markets IT experience
– including trading, surveillance,
clearing, depository and settlement
systems. Peter is a capital markets
consultant with Accenture prior to
which he led the Market Infrastructure
Business Development team at LSEG
and was Senior Vice President at
Nasdaq’s Global Technology Services
group. In Peter’s earlier career he
worked for NZSE (New Zealand Stock
Exchange), where he played a key
role in automation of the exchange,
including the implementation of
electronic settlement and automated
trading technology.
NZX Annual Report 2024
37
2. NZX Group Overview

Mark Peterson – Chief Executive
Mark joined NZX in May 2015 and
became Chief Executive in April 2017.
He has 30 years’ experience in
financial services covering the capital
markets, private wealth, institutional
and retail banking, and insurance.
Mark previously worked as the
Managing Principal of ANZ Securities,
and before that held senior
management roles with First NZ
Capital, ANZ and The National Bank
of NZ.
Jeremy Anderson –
General Manager, Listings,
Information Services,
Environmental Markets
Jeremy joined NZX in March 2017. He
has significant experience working
in the agribusiness, technology
and financial service sectors across
Australia and New Zealand. Prior to
joining NZX, Jeremy led and executed
Vodafone New Zealand’s agribusiness
strategy. Since working for NZX, and
prior to his current role, he has led the
NZX Agri business, established and
led the Information Services business
and Capital Markets Development
business. His areas of expertise
include: leadership, strategy
development, sales management
and innovation.
Graham Law – Chief Financial
& Corporate Officer
Graham joined NZX in November 2017.
He has considerable experience
working across the financial and
professional service sectors in
New Zealand and the United Kingdom.
Graham previously worked as Head
of Finance at ACC, and prior to this was
Managing Director and Chief Financial
Officer at AMP Capital Limited. Graham
brings expertise in strategic leadership,
corporate governance, and risk and
financial management.
Our
Leadership
Team
Kristin Brandon – Head of Policy
& Regulatory Affairs
Kristin joined NZX in 2007 and is
responsible for leading the
development of NZX’s market rules,
and managing NZX’s regulatory
relationships. Kristin has extensive
experience in financial services law,
having previously worked in legal
roles in corporate and commercial,
and financial services teams at DLA
Piper and Chapman Tripp in New
Zealand, and Dechert LLP in London.
Kristin holds an LLB(Hons) and BCA
(accounting major) from Victoria
University in Wellington.
Robert Douglas –
Chief Information Officer
Robert joined NZX as the Chief
Information Officer in February 2021.
He has over 27 years’ experience in
financial services, including leading
large teams in real-time technology
environments. Prior to joining NZX,
Robert was the Chief Operating
Officer at Verifone NZ and has held
previous roles as Head of ANZ Bank
Institutional, Corporate and
Commercial Operations, the Head of
Technology at First NZ Capital and
the Chief Information Officer of
Markets Business Technology for ANZ
Bank based in Australia.
Felicity Gibson – General Manager,
Market Operations
Felicity joined NZX in March 2014 and
leads the Market Operations team,
covering the capital and energy
markets' clearing businesses. Before
joining NZX, Felicity held capital
markets legal and regulatory roles in
New Zealand and the United
Kingdom, including with the FMA in
New Zealand and FCA in the United
Kingdom. Felicity holds an LLB and
BA (Geography major) from the
University of Otago.
NZX Annual Report 2024
38

Nick Morris – General Manager,
Cash & Derivatives Markets
Nick joined NZX in February 2016 and
leads the strategic delivery function,
including derivatives, energy and
environmental markets. Nick has
extensive financial markets
experience both in exchange traded
and over the counter products. Before
joining NZX, Nick held markets-based
roles at Bank of New Zealand, and at
Medley Global Advisers in central
bank policy research. Nick holds a
BCom (accounting and tax major)
from the University of Canterbury.
Lisa Turnbull – CEO,
NZX Wealth Technologies
Lisa joined NZX in November 2016.
She has more than 25 years’
experience in financial services
covering investments, insurance and
banking. Lisa previously worked for
the ASB Bank and Sovereign
Insurance holding leadership roles
across finance, investments,
distribution and operations. Lisa is a
Chartered Accountant.
Ronnie Redpath – Chief Risk Officer
Ronnie joined NZX in August 2021
and leads the Risk function for the
Group. Ronnie has more than 20
years-experience in financial services
covering capital markets and banking
in New Zealand, the United Kingdom
and Australia. He has an extensive risk
management background with
expertise in operational risk, controls
management and assurance. Prior to
joining NZX, Ronnie held various
management roles for Barclays in the
United Kingdom and has previously
worked for ASB in New Zealand.
Joost van Amelsfort –
CEO, NZ RegCo
With the establishment and structural
separation of NZX’s new regulatory
agency NZ RegCo on 10 December
2020, Joost, formerly Head of Market
Supervision became Chief Executive
of NZ RegCo. Joost has more than 20
years’ legal experience advising
capital markets Participants, including
roles with Simpson Grierson and
Linklaters LLP, London and Dubai.
Joost’s particular areas of expertise
include corporate governance, equity
and debt capital markets, and
mergers and acquisitions.
Anna Scott – CEO, Smartshares
Anna joined NZX in September 2023
as the CEO of Smartshares. Before
joining NZX, Anna has held
management roles in New Zealand
and London at Hobson Wealth and
JPMorgan as well as New Zealand
directorships in financial service
firms. Anna brings expertise in
strategic development, leadership,
operational & technology synergies
& corporate governance and holds a
BE(Hons) in Engineering Science
from Auckland University.
NZX Annual Report 2024
39
2. NZX Group Overview

NZX Annual Report 2024
40

Operating Responsibly
NZX Annual Report 2024
41

NZX as both a listed company and market operator,
interacts with a broad range of internal and external
stakeholders, on a diverse range of matters.
The views of stakeholders are
important in helping us to define
topics that are most relevant to them,
and material to NZX’s core strategy
and long-term value creation. These
range from important and emerging
risks, such as climate change, through
to the economic and social impacts
and opportunities of doing business.
It is important stakeholders
consider both the financial and
non-financial measures of our
performance in how we deliver
sustainable long-term value. The four
“Ps” – Planet, People, Prosperity and
Principles of governance – are the
core pillars of NZX’s environmental,
social and governance (ESG)
approach
1
.
After undertaking a
comprehensive stakeholder and
materiality assessment in 2023, the
Board in 2024 approved a refreshed
environmental sustainability approach
(Operating Responsibly – Planet)
that was integrated into The Group’s
broader strategy. In 2025 NZX will
refresh our social sustainability
approach under the Operating
Responsibly framework.
NZX’s ESG performance for 2024
has been prepared in accordance
with the Global Reporting Initiative
(GRI) Standards. It provides
comprehensive disclosure of our
performance against key ESG metrics
we track. The GRI Content Index can
be found on page 163 of this report.
Public markets will continue to play
an important role in facilitating the
flow of capital towards decarbonising
the New Zealand economy and
empowering sustainable finance.
In 2023 NZX confirmed its 2025
emissions reduction target (-21%).
This aligns with our organisational
purpose, vision and strategy, and
with New Zealand’s long-term
sustainability goals and international
commitments. As a climate-reporting
entity, our climate-related disclosures
for 2024 are included as an appendix
in this annual report.
NZX is a signatory of the United
Nations Sustainable Stock Exchanges
(SSE Initiative). We want to align with
international best practice for stock
exchanges.
Robust governance, such as
the Corporate Governance Code,
is paramount to the role that NZX
plays in overseeing the integrity of
New Zealand’s public markets.
Continuing to have a strong
focus on advancing our position on
diversity and inclusion in the NZX
Group workforce remains essential
to our business success and to better
reflect the customers, businesses and
country we serve.
NZX is focused on attracting more
female managers, executives and
governors and provide them with
leadership development to make a
positive difference.
1 2020 World Economic Forum report – Measuring Stakeholder Capitalism: Towards Common Metrics
and Consistent Reporting of Sustainable Value Creation.
Overview
NZX Annual Report 2024
42

After undertaking a comprehensive
stakeholder and materiality assessment
in 2023, the Board in 2024 approved a
refreshed environmental sustainability
approach (Operating Responsibly –
Planet) that was integrated into The
Group’s broader strategy.
NZX Annual Report 2024
43
3. Operating Responsibly

Our people
Our people are at the heart of NZX's success. We are proud
of the talent, commitment, and diversity of our team, which
enables us to drive innovation, foster trust, and deliver high-
quality service to our stakeholders and customers.
This year, in alignment with our theme
of "Enabling Growth", we placed a
strong emphasis on empowering our
people to reach their full potential,
recognising their growth drives
NZX's ability to propel New Zealand's
economy forward.
NZX Annual Report 2024
44

Gender pay gap
16. 6%
Well below the financial and insurance industry average
Investing in Talent and Capability
Ensuring strong leadership
continuity is critical to NZX’s
long-term success. Recognising
the increasingly dynamic nature
of our workforce and markets, we
introduced a succession planning
initiative at the Chief Executive
and Senior Leadership Team (SLT)
levels. This initiative focuses on
identifying emerging leaders,
understanding their development
needs, and addressing potential
capability and resourcing gaps.
In addition, we addressed critical
capability gaps through targeted
learning opportunities for some
individuals across the organisation.
Building on this foundation, we
plan to implement a group-wide
NZX learning programme in 2025
to proactively build strategic
leadership capability to ensure
NZX is well-positioned to tackle
challenges, embrace opportunities,
and make future-focused
decisions that drive sustainable
growth for our stakeholders and
New Zealand’s broader economy.
We also introduced career
development plans, completed by
all SLT members and the majority
of emerging senior leaders. These
plans provide a framework for
individual growth, enabling leaders
to identify and share their career
aspirations and development
goals. Complementing this, we
completed talent mapping for
Tier Three leaders, providing
visibility of emerging talent across
the organisation. In 2025, we will
actively seek lateral or upward
opportunities for individuals
to further strengthen their
contributions to NZX and support
their career progression.
By fostering new talent, we are
building a pipeline of future leaders
and specialists who will support
NZX’s role in enabling growth
across our business.
Age and Gender Diversity of NZX Board

Males (%)Females(%)Tot al
Over 50 years old343%457%7
Tot al343%457%7
Age and Gender Diversity of NZX Workforce
Males (%)Females(%)Tot al
Under 30 years 4861%3139%79
30 – 50 years old 8951%8549%174
Over 50 years old 4454%3746%81
Not Disclosed333%667%9
Tot al18454%15946%343
Role and Gender Diversity of NZX Workforce
Males(%)Females (%)Tot al
Executive Team + CEO956%744%16
Management 4463%2637%70
Workforce 13151%12649%257
Employees Overall18454%15946%343
NB: NZX Board figures do not include Future Director Sophie Spedding. All figures are as at 31 December 2024.
At this time, no employees had not disclosed their gender, and no employees identified themselves as
non-binary.
NZX Annual Report 2024
45
3. Operating Responsibly

Our graduate programme recently
achieved significant recognition,
ranking second in financial services in
Prosple's New Zealand Top 100 Grad
Employers list.
Culture and Engagement
We remain committed to cultivating
a high-performing, inclusive
culture where every individual feels
valued, engaged, and connected to
our purpose.
In 2024, we continued to embed
flexible and hybrid work practices,
enhancing work-life balance while
maintaining collaboration and
productivity. A remuneration refresh
project was completed, ensuring
job grading levels and remuneration
structures are competitive,
transparent, and fair.
We also placed an emphasis on
bringing our people together, with
a multitude of social events and
a renewed focus on community
engagement through volunteering.
NZX employees receive one day of
volunteering leave annually. This
year our people took part in native
tree planting with Conservation
Volunteers New Zealand, Daffodil
Day, donation sorting at City Mission,
and helping the Kindness Collective
provide children with presents and
food for Christmas.
Our bi-annual engagement
surveys provide valuable insights,
and this year we achieved our highest
recorded engagement result of 4.36 –
reflecting the strength of our culture
and the commitment of our people to
NZX's purpose and vision.
In response to feedback from our
engagement survey, in December we
launched a company-wide newsletter
to enhance internal communication
and drive greater connection across
our diverse organisation. NZX also
participated in research led by
Massey University and the Leadership
and Governance Collective, exploring
the value Chief Executives place
on organisational culture. We
have encouraged other NZX-listed
companies to engage in this research
and we look forward to reviewing the
findings in 2025.
Diversity and Inclusion
At NZX, diversity and inclusion remain
critical to driving innovation and
collaboration. In 2024, our graduates
partnered with Global Women to
research gender representation in
NZX-listed board roles, presenting
their findings to the Manatū Wāhine
Ministry for Women. This initiative
demonstrates the impact of engaging
emerging talent in areas of national
importance.
We maintained a strong focus
on gender balance and pay equity
internally, with female representation
increasing over the past three years
to 47% of Executives (not including
the CEO) and 46% of all employees.
This will continue to be a focus,
particularly at the Management level
given its impact on the gender pay
gap, which was 16.6% across the
whole organisation based on average
base salaries. To further support
gender equity, we sponsored four
women to attend the ‘Bold Steps
Conference’ and 15 employees to
join ‘Powrsuit’, a career accelerator
for women.
Oct 24May 24Oct 23May 23Oct 22May 22Oct 21Apr 21Nov 20May 20Oct 19May 19Oct 18Apr 18Sep 17
3.97
3.98
4.08
4.09
4.15
4.16
4.11
4.09
4.26
4.25
4.27
4.30
4.22
4.36
4.28
Employee Engagement
NZX Annual Report 2024
46

Shares For Good
At NZX, our commitment to enabling
growth extends beyond the financial
markets – we are equally dedicated
to supporting our communities and
local charities.
Recognising the strength of
collaboration, and delivering to our
organisational purpose of being
committed to connecting people,
businesses and capital every day, we
actively partner with organisations
within the Capital Markets sector
to make a meaningful impact in our
communities.
In October 2024, NZX partnered
with JB Were, MUFG, Chapman Tripp
and Phosphor to create Shares For
Good, a charitable home for unwanted
shares and those wanting to sell shares
to benefit charities in New Zealand.
This initiative was inspired through
the recognition that there are a
number of New Zealanders who hold
small shareholdings they no longer
wish to manage. While these don’t
equate to much individually, when they
are pooled together they can make
a significant impact for not-for-profit
organisations.
With Shares for Good, 100% of the
proceeds from share sales go directly
to selected charities, making every
contribution count.
This year, Shares for Good proudly
supported Heart Kids, Amnesty
International, Māia Collective, Action
Education and UNICEF Aotearoa.
Each of these charities aim to improve
communities by reducing poverty,
improving equity between groups,
supporting children and their families,
and enhancing the wellbeing and
opportunities for those most at risk.
We look forward to growing this
initiative alongside our peers.
S&P/NZX Charity
Golf Classic
Alongside Shares For Good, NZX and
S&P Dow Jones Indices, co-hosted the
S&P/NZX Charity Golf Classic, the 34th
golf tournament in the Financial
Markets series, in support of The Little
Miracles Trust.
As our chosen charity for the past
seven years, The Little Miracles Trust
is an incredible not-for profit charity
that provides support to thousands of
parents and whānau going through the
stress and anxiety of premature and sick
babies that require neonatal care.
The event was well attended, with
around 100 players and volunteers
from New Zealand’s capital markets
participating. Through the generosity
of auction contributions from both our
issuer and wider community, as well
as every swing, putt, and donation, we
collectively raised more than $50,000
in 2024.
This brought the total donations to
The Little Miracles Trust to more than
$306,000 over the past seven years.
This funding has allowed investment in
specialist medical devices to monitor
babies’ health, necessities to ensure a
more comfortable stay for parents with
the Neonatal Intensive Care Units and
Special Care Baby Units, and neonatal
research.
We are proud to continue supporting
The Little Miracles Trust and their
incredible work. At the same time,
we are excited to announce Variety, a
charity dedicated to helping children
and young people thrive in Aotearoa
New Zealand, as our charity partner for
the S&P/NZX Charity Golf Classic from
2025.
We used our platform – including
the Opening Bell Podcast, social media
channels, and tickers in Auckland and
Wellington – to support a range of
organisations and fundraising events,
such as Daffodil Day and World
Prematurity Day. In 2025, we plan to
build on these efforts and explore new
opportunities to expand our impact.
CASE STUDY
Supporting our community
NZX Annual Report 2024
47
3. Operating Responsibly

Increasing transparency and strengthening
climate disclosures
NZX is a climate-reporting entity for the purposes of the
Financial Markets Conduct Act 2013 (FMCA). NZX’s 2024
climate statement, containing sections on climate-related
governance, strategy, risk management, and metrics and
targets, is accordingly provided on page 132 of this annual
report. Smart is a separate climate reporting entity for the
purposes of the FMCA as a manager of an investment
scheme and will deliver its 2024 climate statement
mid-2025.
In 2024, NZX scored a B (Fast Follower) in Forsyth Barr’s
C&ESG ratings, an improvement on our last year’s rating
score of B-. It is also consistent with other ESG ratings NZX
received in 2024.
The Planet pillar of the Operating Responsibly
framework outlines five key topics related to environmental
sustainability: (1) decarbonisation, (2) disclosure and
transparency, (3) stakeholder engagement, (4)
sustainability products and services, and (5) partnership.
The above diagram depicts the key topics under the Planet
pillar of the Operating Responsibly framework.
Operating Responsibly: Planet
Decarbonisation

Disclosure and
transparency

Stakeholder
engagement

Sustainability
products and services

Partnership
1
Set near-term and
long-term science
based emissions
reduction targets
1
Comply with Aotearoa
New Zealand Climate
Standards
1
Engage with
stakeholders, including
investors, employees,
suppliers, customers
and regulators
1
Provide sustainability
products and services
1
Collaborate with market
actors on sustainability
orientated projects
2
Reduce carbon
footprint through
emissions reduction
initiatives
2
Engage with external
rating agencies
2
Engage with the wider
community
2
Support sustainability
related market activities
2
Align with sustainability-
related peer groups
3
Net carbonzero
certification
Maturing our environmental sustainability approach
In 2024, the Group updated its sustainability framework
(now named ‘Operating Responsibly’), to guide the
Group’s climate transition planning and further embed
climate considerations into the Group’s wider strategic
decision-making. The refreshed ‘Operating Responsibly’
framework is informed by the results of the Group’s 2023
stakeholder materiality assessment, which identified the
material topics relevant to the Group's operations.
In 2024, as part of the broader strategy, the Group
joined the Sustainable Business Council, which is a
membership organisation designed to connect businesses,
partners and sectors on sustainability matters including
climate change.

Our
environment
NZX Annual Report 2024
48

NZX Greenhouse Gas (GHG) Emissions*
ScopeKPMG
assurance
level
Scope 3 CategoryEmissions sources CO
2
-e2019
Tonne s
2022
Tonne s
2023
Tonne s
2024
Tonne s
%
difference
YoY
Scope 1LimitedDirect Emissions (diesel)1.98.82.60.0-10 0.0%
Scope 2
(location-based)
1
LimitedElectricity (office space +ticker)4 8 .151. 526.536.8+38.8%
Electricity (data centre)N/AN/AN/A17.7N/A
Scope 2
(market-based)
1
LimitedElectricity (office space +ticker)4 8 .151. 526.531.4+18 . 5 %
Electricity (data centre)N/AN/AN/A17.9 2N/A
Scope 3
2
None
3. Fuel-and
energy-related
activities (not
included in scope
1 and scope 2)
Transmission & Distribution
losses for purchased electricity
4.34.73 .12.2-30.6%
Transmission & Distribution
losses for purchased electricity
(data centre)
N/AN/AN/A1.3N/A
5. Waste generated
in operations
Office Waste
3
2.37. 228.45.0-82.5%
Recycling1.80 .10 .10 .1-40%
6. Business travelA ir Tr avel
- Domestic212.1155 .194.596.5+2. 2%
- Short haul international33.622.225.337.9+49.6%
- Long haul international174 .965.2142.0186.6+31.4%
Accommodation8.09. 212. 214. 3+17. 3 0 %
Fuel Emissions
(rental and other cars)
10.65.78.64.3-50.3%
7. Employee
commuting
Employee CommutingN/AN/A173 . 8173 . 80.0%
Working from homeN/A15.08.89.0+2.5%
9. Transportation
and distribution of
sold products
Freight 4.2
4
26.622.3
5
20.8-6.6%
Total (2019 inventory–location-based)501.9371.3365.5404.4+10. 6%
Total (2019 inventory–market501.9371.3365.5399.0+9.1%
Total (location-based)501.9371.3548.2606.2+10. 6%
Total (market-based)501.9371.3548.2601.0+9.7%
Setting targets
NZX is targeting a 21% reduction in absolute Scope 1, 2,
and 3 emissions by 2025 from a 2019 baseline year. This
absolute emissions reduction applies to emissions sources
that were included in 2019 inventory. With 2024 GHG
Understanding how we impact the climate
In 2024, we again achieved Toitū Envirocare net
carbonzero certification. This year represents the fourth
consecutive year of NZX’s net carbonzero certification,
applied across our Scope 1, Scope 2, and relevant Scope 3
emissions. This includes the assessment of emissions from
various sources such as vehicles, business travel, fuel and
electricity usage, paper consumption, and waste
generation. The emissions are evaluated annually, and the
1 In 2024, NZX changed emissions reporting from location-based to market-
based for electricity.
2 Categories 4, 8, 10, 11, 12, 13, 14 were not included, as they are not applicable
to the Group’s business operations. Category 15 financed emissions associated
with Smart's registered investment schemes are captured within Smart’s
climate-related disclosures.
3 An increase in office waste emissions in 2023 is due to a change in measurement
methodology. In 2023 the waste management service provider switched from
estimates to readings from a weight station for waste weight figures.
4

This is a correction for a previous typographical error in the 2023 Climate
Statement. The error did not affect any underlying calculations or other metrics.
5 In 2024, we identified additional spend on freight that was unaccounted for in
2023 due to an error in methodology. This additional spend has been added to
the 2023 inventory, leading to a restatement of freight emissions. The total impact
is 18.38 tCO2e of additional emissions or 3.47% of total emissions originally
reported in 2023.
N/A – Data was not measured in that year
entire inventory undergoes independent assurance to
ensure accuracy and completeness.
In 2024, our total GHG emissions were 601.0 tCO
2
e.
Excluding the employee commuting, WFH, and data centre
emissions, NZX's total GHG emissions for 2024 are
399.0 t CO
2
e - 20.5% lower than the baseline year emissions
from 2019. In 2024 we started the investigation of our value
chain emissions to gain a more complete understanding of
our climate impact and will disclose them in 2025. Intensity
metrics are provided in our climate statement on page 152.
emissions being 20.5% below the 2019 figures, NZX is on
track to achieve its emissions reduction targets by 2025.
In 2025, NZX intends to develop and set interim and
long-term, science-aligned emissions reduction targets
for Scope 1, 2, and 3 emissions.
NZX Annual Report 2024
49
3. Operating Responsibly

As New Zealand’s Exchange we are passionate about
working with our customers and stakeholders to grow
the markets NZX operates, which generate wealth
integral to Kiwis’ standard of living, and New Zealand
companies getting ahead.
Our markets
& economic
performance
NZX Annual Report 2024
50

In 2024, NZX directly contributed
To support the growth and
development of our core markets
business, and to ensure we are well
connected to New Zealand investors,
NZX owns Smart, a New Zealand
issuer of listed Exchange Traded
Funds, and KiwiSaver provider
SuperLife.
NZX provides wealth management
services for New Zealand advisers via
NZX Wealth Technologies.
NZX is also responsible for
developing, consulting on, and
enhancing the market rules, practices
and policies under which NZX's
markets operate.
NZX makes a significant
contribution to New Zealand’s
economy, both directly and indirectly
via companies that are listed on the
public markets. Around two million
New Zealanders are investors through
their KiwiSaver accounts and many
more though online platforms such as
Sharesies.
The value that NZX has added to
the New Zealand economy since 2018
(when NZX enacted its growth
strategy) has been substantial when
compared to our gross revenue.
Similarly, constituents of the S&P/
NZX50 index contribute significant
value to the New Zealand economy.
The NZX Main Board covers 175
listed issuers with a market
capitalisation of $177.3 billion.
The NZX Debt Market supports
47 listed issuers with $58.5billion
outstanding on the market. There are
152 financial instruments listed on the
NZX Debt Market.
NZX’s economic contribution
In 2024, NZX directly contributed
$241 million to the New Zealand
economy, up 9.7% from $220 million
in 2023.
Despite challenging market
conditions, NZX’s share of value
added to gross revenue has dropped
slightly, to 67%. This means that for
every dollar of revenue generated, in
2024 NZX contributed 67% directly to
the New Zealand economy in the form
of labour (wages or salaries), capital
or taxes.
Internally we have a workforce of
338.0 full time equivalents – down 1.6
FTE on 2023 to support business
growth and paid a total of $52 million
in salaries.
Creating value
Along with providing investors with
ready access to world-leading
companies, the markets operated by
NZX enable New Zealand companies
and other organisations to raise
capital that directly leads to value
creation for businesses, society and
our environment. As well as capital
raising to strengthen balance sheets,
funds are raised via NZX-operated
markets to provide for a range of
wellbeing initiatives such as social
housing, and environmental and
climate change-focused projects.
NZX's direct contribution to the
New Zealand economy
9.7%
up from $220 million in 2023
NZX Annual Report 2024
51
3. Operating Responsibly

CASE STUDY
At NZX, we take pride in supporting the success
of our listed community, offering diverse
pathways for prospective issuers to achieve their
short-term and long-term goals.
Santana Minerals –
Going for Gold
One of the listing pathways available
to issuers is a Foreign Exempt listing,
which is becoming increasingly
popular for companies wanting
exposure to the benefits of both the
New Zealand and Australian markets.
NZX has 55 companies that are
primarily listed in New Zealand while
also dual-listed on another exchange,
and 15 companies that are primarily
listed overseas but dual-listed on
the NZX.
In July 2024 Santana Minerals, a
mining specialist already listed on
the ASX, joined the NZX as a Foreign
Exempt listing. This strategic move
aimed to enhance its connection
with the New Zealand market,
increase brand visibility, and build
relationships with local customers.
Santana’s decision was further
driven by the fact that more than
40% of its ASX shareholders are
based in New Zealand. This made
listing a natural pathway to deepen
relationships with local investors.
NZX Annual Report 2024
52

The roots of Santana’s presence
in New Zealand lie in a significant
discovery at its Bendigo-Ophir
project in Central Otago. In 2021, the
company uncovered what is believed
to be the largest gold discovery in
New Zealand for more than 40 years –
the Rise and Shine deposit.
This discovery, containing more
than two million ounces of gold at
a grade of 2.2 grams per tonne,
highlighted the importance of
establishing a strong connection in
New Zealand.
“Really, it’s about providing New
Zealanders with an opportunity to
participate in this historic project”,
says Chief Executive Damian Spring.
“For New Zealanders to have the
ability to buy their own stock in their
own currency, in their own time zone,
two hours before the Australian
market opens, is a great thing.”
Beyond financial opportunities,
Santana is committed to engaging
with local communities. Damian
pointed out that mining isn’t about
“turning up from another country and
starting to dig a hole”. The company’s
approach is built on collaboration
with local government, communities,
and stakeholders to ensure the
project is developed responsibly and
sustainably.
“We are committed to developing
the project into an environmentally
responsible, economically sustainable
mining operation.”.
The project, which is expected to
span at least the next 10 years, aims
to create more than 300 direct jobs in
the region, with an estimated NZD$5
billion in export earnings.
The project will also significantly
contribute to the region’s economy,
with workers having the ability to
live within the ‘golden triangle’ of
Queenstown, Wanaka, and Alexandra.
Damian highlighted how this will
support local employment, offering
local workers the ability to work near
home rather than participate in fly-
in, fly-out operations, often seen in
Australian mining.
As for being listed on two
exchanges, Damian says: “having
already been listed on the ASX, we
were already aware of the regulatory
requirements that came from being a
publicly listed company. The process
from application to listing was fast
and uncomplicated and it’s just been
seamless – finished with a very warm
welcome on listing day.
“We’re really pleased to be dual
listed. It has provided shareholders
with a more direct way to engage
with our stock, good volumes have
been traded, and it has reinforced
our commitment to being a proud
homegrown success story –
strengthening our connection to the
local market.”
The Foreign Exempt listing
structure allowed Santana the
ability to efficiently access the New
Zealand capital market, by relying on
compliance with its home exchange
obligations. This offers Santana a
streamlined approach to governance
and reporting requirements, meaning
Santana can focus on building its
value proposition in New Zealand.
Typically, the listing process
takes around 25 business days
from submitting an application
to being listed. The process
begins by lodging an application
with New Zealand’s regulator,
NZ RegCo.
For Santana, the Foreign
Exempt listing is more than just
an opportunity to raise capital; it’s
a strategic move that strengthens
the company’s connection to the
local market and its commitment
to sustainable growth.
Some would say there’s a
goldmine of opportunity ahead.
“For New Zealanders
to have the ability to
buy their own stock in
their own currency, in
their own time zone,
two hours before the
Australian market
opens, is a great thing.”
NZX Annual Report 2024
53
3. Operating Responsibly

Corporate Governance
NZX Annual Report 2024
54

NZX Annual Report 2024
Corporate
Governance
For the purpose of this section of the annual report, the
term 'NZX' and 'Company' means NZX Limited.
NZX’s shares are quoted on the NZX Main Board.
NZX also has a subordinated note quoted on the NZX
Debt Market.
In this part of the annual report, we disclose the extent
to which we have followed the recommendations set out in
the NZX Corporate Governance Code 2023 (NZX Code).
The information in this section is current as at 31 December
2024 and has been approved by the board of directors
of NZX.
NZX’s Board is committed to maintaining the highest
standards of governance by implementing a framework
of structures, practices and processes that it considers
reflect best practice. NZX’s corporate governance policies
and procedures, and its Board and Committee charters,
document the framework and have been approved by
the Board.
The framework has been guided by the
recommendations set out in the NZX Code and the
requirements set out in the NZX Listing Rules (Listing
Rules). The Board’s view is that NZX’s corporate governance
framework has followed these recommendations and
requirements in the year to 31 December 2024
(reporting period).
The corporate governance framework is regularly
reviewed by the Board against the corporate governance
standards set by NZX, any regulatory changes, and
developments in corporate governance practices.
The key corporate governance documents referred to
in this section are available from NZX's investor centre
(nzx.com/about-nzx/investor-centre).
The following diagram summarises the NZX corporate
governance framework.
NZX corporate governance framework
REGULATORSSHAREHOLDERS
NZX BOARD OF DIRECTORS
NZ REGCO CHIEF
EXECUTIVE OFFICER
NZX CHIEF EXECUTIVE OFFICER
NZX EMPLOYEES
NZ REGCO EMPLOYEES
NZ REGCO BOARD
OF DIRECTORS
AUDIT AND
RISK COMMITTEE
TECHNOLOGY
COMMITTEE
HUMAN
RESOURCES &
REMUNERATION
COMMITTEE
NOMINATION
COMMITTEE
CLEARING
COMMITTEE
55
4. Corporate Governance

NZX Annual Report 2024
NZX Regulation Limited
NZX’s regulatory functions are performed by NZX
Regulation Limited (NZ RegCo), a separate, independently
governed entity. All regulatory decision-making has
been delegated to the NZ RegCo Board and NZ
RegCo management.
NZ RegCo does not regulate NZX as a listed issuer,
or any related entities of NZX that are subject to NZX’s
market rules. This means NZ RegCo also does not
regulate Smartshares Limited (as the listed issuer of the
Smartshares ETFs) or NZX Wealth Technologies Limited (as
an accredited NZX Participant). NZX and its related entities
are regulated by the Special Division of the NZ Markets
Disciplinary Tribunal.
NZ RegCo's functions in relation to regulation of NZX’s
markets operations include:
•monitoring and enforcing compliance with NZX’s market
rules by issuers listed on NZX’s markets;
•monitoring and enforcing compliance with the NZX
Participant Rules and the NZX Derivatives Market Rules
by participants operating on NZX’s markets, such as NZX
Firms, NZX Advisors and Trading Participants; and
•working with the FMA as a co-regulator under the
Financial Markets Conduct Act 2013 (FMCA) in relation
to continuous disclosure, market manipulation and
insider trading.
NZ RegCo is subject to a charter, which sets out the
objectives, responsibilities and framework for the operation
of NZ RegCo management and the NZ RegCo Board.
NZX CODE
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 Conduct
NZX’s Code of Conduct sets out the standards of conduct
expected of directors (including members of committees)
and employees (including secondees, contractors and
consultants). The purpose of the code is to underpin and
support NZX’s values, legal obligations and policies that
govern and guide our individual and collective behaviour.
Training on the code is included as part of the induction
process for new directors and employees.
The code requires directors and employees to promptly
report material breaches of the code and sets out
the procedure for doing so. The code refers to
the NZX Protected Disclosures (Whistleblower) Policy,
which includes reference to NZX’s processes around
whistleblowing and includes details of a confidential third
party agency for employees to contact for whistleblowing
reporting purposes.
The code is reviewed at least every two years and
was last reviewed in February 2025. Amendments to the
code following a review are summarised and detailed to
NZX employees via NZX’s intranet. NZX’s Board Charter
notes that directors should set high standards of ethical
behaviour, model this behaviour and hold management
accountable for these standards being followed throughout
the organisation.
Financial Products Trading Policy
NZX’s Financial Products Trading Policy sets out NZX’s
restrictions on its directors and employees buying or selling
financial products. In particular:
•apart from certain listed exemptions, directors and
employees may not buy or sell NZX’s shares in the
“blackout” periods set out in the policy (these periods
occur prior to the release of NZX’s financial results to
the market);
•outside of a blackout period, directors and employees
must obtain consent to buy or sell NZX’s shares; and
•directors and employees involved in trading financial
products for a managed investment scheme managed
by Smartshares Limited are prohibited from trading in
financial products on their own behalf or on behalf of
related persons, before trading in those products for the
managed investment scheme in order to avoid gaining a
price advantage.
Because NZX is a licensed market operator, NZX’s senior
managers and employees with access to market sensitive
information must obtain consent to buy or sell financial
products quoted on a market operated by NZX.
Training on the policy is included as part of the induction
process for new directors and employees, with annual
refresher training provided to all employees.
The policy is reviewed at least annually and was last
reviewed in September 2024.
56

NZX Annual Report 2024
Principle 2 – board composition
and performance
To ensure an effective board, there should be
a balance of independence, skills, knowledge,
experience and perspectives.
Board Composition as at 31 December 2024
Board
Structure
Number of
DirectorsGender Diversity
Average Director
TenureAverage Director AgeDiversity Characteristics
Single tier73 men, 4 women4 years, 2 months59 years, 6 monthsEducation qualifications,
professional experience,
personal achievements,
geography, gender
Board charter
NZX’s Board operates under a written charter, which sets
out the responsibilities and framework for the operation of
the Board.
The charter is reviewed at least every two years and was
last reviewed in February 2024.
Management of NZX on a day-to-day basis is undertaken
by the Chief Executive Officer and senior managers through
a set of delegated authorities that clearly define the Chief
Executive Officer’s and senior managers’ responsibilities
and those retained by the Board. The delegated authorities
are set out in NZX’s Delegated Authority Policy. The policy
is reviewed at least annually and was last reviewed in
March 2024.
The Board meets its responsibilities by receiving reports
and plans from management and through its annual
work programme. The Board uses committees to address
issues that require detailed consideration. Committee work
is undertaken by directors. However, the Board retains
ultimate responsibility for the functions of its committees
and determines their responsibilities.
Nomination and appointment of directors
NZX has a Nomination Committee, which is responsible for
reviewing candidates for appointment and re-election to
the Board and committees, and making recommendations
to the Board. An independent recruitment consultant may
provide assistance in preparing a list of candidates for
the Committee’s consideration. The Committee meets with
preferred candidates before making a recommendation to
the Board. Checks are done on candidates in accordance
with NZX’s Fit and Proper Policy. Key information about
candidates is provided to shareholders in the notice of
annual meeting.
At each annual meeting, current directors retire by
rotation at least every three years as required by the
Listing Rules and are eligible for re-election. Any directors
appointed since the previous annual meeting must also
retire and are eligible for re-election.
NZX uses a skills matrix when selecting candidates for
appointment and re-election to the Board. The skills matrix
outlines the ideal mix of skills, experience and diversity
needed to ensure the Board is equipped to provide the
high standard of corporate governance required to lead
NZX. If the Board determines that new or additional skills
are required, training is completed or a formal recruitment
process is undertaken.
The matrix assesses directors against a number of criteria
including both general corporate governance capability
as well as domain knowledge of matters specific to the
business. A summary of the skills assessment of the current
Board is contained overleaf.
Based on these criteria, the Board considers that its
members currently have the balance of independence,
skills, knowledge, experience and perspectives necessary
to lead NZX.
57
4. Corporate Governance

Board Skills Matrix
CATEGORYDESCRIPTIONBOARD STRENGTH
Corporate governanceKnowledge and experience of governance including
oversight of governance frameworks and ESG/
sustainability.
133
StrategyExperience in defining strategic objectives and
constructively challenging strategic plans.
43
Risk managementCapability in identifying understanding risks and
risk mitigation strategies. Ability to understand the
effectiveness of risk management frameworks and
practices.
412
Business & Digital
Transformation
Knowledge or experience of restructured or new
business resources and models, technology and
capabilities, (incl digital technology).
151
Financial fluencyExperience or background in accounting, corporate
finance and financial reporting, with capability to
assess financial controls and reporting.
52
Listed CompanyBoard member, CEO or senior executive of listed
companies (or to equivalent standard in govt or
unlisted).
61
Culture and peopleExperience overseeing CEO and senior
management, including capability assessment,
remuneration frameworks, along with promoting an
appropriate workplace culture aligned with
corporate values.
61
Stock exchangeExperience with financial products and licensed
financial markets including market infrastructure,
derivatives and data.
3211
Funds managementExperience as Board member, portfolio manager,
senior executive or with investment committee, with
a fund manager.
2311
Custody & AdministrationUnderstandinge of Custodial and Administration
platforms.
421
Technology (markets)Experience in governance of critical technology
infrastructure, technology strategies and cyber
security, with emphasis on financial markets-related
technologies.
1231
Equity & Debt capital marketsDegree of involvement with debt/equity issuance
(primary and secondary) from either broker, fund
manager, or Listed Issuer side.
241
Regulatory: FMCA, Listing Rules,
& Public Policy
Degree of familiarity with LR and FMCA issues such
as materiality and continuous disclosure and and
understanding of how policy settings operate and
are influenced.
322
Markets relationshipsExtent of relationships with brokers, institutional
investors in NZ and Australia, investment banking,
private equity, Government and regulatory
relationships.
1231
High
BOARD STRENGTH
Med-HighLow-MedLow
NZX Annual Report 2024
58

NZX Annual Report 2024
Written agreement
NZX provides a letter of appointment to each newly
appointed director setting out the terms of their
appointment. The letter includes information regarding
expected time commitments, the Board’s responsibilities,
remuneration, independence requirements, disclosure
requirements, confidentiality obligations, indemnity and
insurance provisions, intellectual property rights and
cessation of appointment.
Director information
The Board currently comprises seven directors with
diverse backgrounds, skills, knowledge, experience
and perspectives. All directors are non-executive
and independent. A director’s interests, position and
relationships, as well as the factors set out in Table 2.4 of the
NZX Code, have been considered holistically and without
considering any conflict management arrangements when
determining the director’s independence status.
Information in respect of directors’ ownership interests
is available on page 128. NZX’s directors participate in a
Share Purchase Plan, which requires them to apply a certain
amount of their fees to the purchase of NZX shares (subject
to certain limits and exceptions, the details of which are set
out on page 71).
Diversity
NZX’s Diversity and Inclusion Policy sets out how NZX
will set measurable objectives for achieving diversity and
inclusion, and how it will assess its progress towards
achieving these objectives.
The policy is reviewed at least annually and was last
reviewed in February 2025. Further details on NZX’s
diversity and inclusion are outlined on page 46.
DIRECTOR TRAINING
Directors are expected to understand NZX's operations
and undertake training and education to enable them to
effectively perform their duties. This can include:
•attending management presentations in respect of
NZX’s operations;
•attending presentations on changes in governance, legal
and regulatory frameworks;
•attending technical and professional
development courses;
•attending presentations from industry experts and
key advisers;
•attending the World Federation of Exchanges (WFE)
conferences of which NZX is a member; and
•receiving regular educational materials.
NZX continues to support the Institute of Directors’
Future Director Programme, with Sophie Spedding
appointed as a NZX Future Director on 17 May 2024.
ASSESSMENT OF BOARD PERFORMANCE
A detailed Board evaluation was commenced in
2024 to review the performance of the Board
and Committees across key areas, including strategy,
risk management, Board processes and monitoring
organisational performance. This process is being run by
external and independent governance experts. The key
findings of the process, including questionnaire responses,
which are expected to be received in the first quarter of
2025, will be reviewed by the Board.
SEPARATION OF THE CHAIRPERSON AND
CHIEF EXECUTIVE OFFICER
NZX’s Board Chair and Chief Executive Officer are different
people. NZX’s Board Chair is an independent director.
Principle 3 –
committees
The Board should use committees where this will
enhance its effectiveness in key areas, while still
retaining board responsibility.
COMMITTEES AND MEMBERS
The Board uses committees where specialist skills and
experience are required. As at 31 December 2024, five
standing committees have been established to assist the
Board on matters falling within their areas of responsibility.
Each committee has authority to undertake any activity set
out in its charter or as authorised by a separate resolution of
the Board.
The board and five committees (and the members of
each) as at 31 December 2024 are set below.
Board and committees (as at 31 December 2024)
Board of Directors
•John McMahon (Chair)
•Dame Paula Rebstock
•Lindsay Wright
•Frank Aldridge
•Elaine Campbell
•Peter Jessup
•Rachel Walsh
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4. Corporate Governance

NZX Annual Report 2024
Committees
Core Committees
Audit and Risk Committee
Human Resources and
Remuneration Committee
Nomination CommitteeClearing CommitteeTechnology Committee
Lindsay Wright (Chair)Frank Aldridge (Chair)John McMahon (Chair)Rachel Walsh (Chair)Peter Jessup (Chair)
Frank AldridgeJohn McMahonFrank AldridgePeter JessupJohn McMahon
Rachel WalshElaine CampbellDame Paula RebstockLindsay WrightRachel Walsh
Dame Paula RebstockDame Paula Rebstock
John McMahon
Director meeting attendance
Core Committees
DirectorBoard
1
Audit and Risk
Committee
2
Human
Resources and
Remuneration
Committee
3
Nomination
Committee
4
Technology
Committee
Clearing
Committee
John McMahon
5
9/9-5/50/04/44/4
Dame Paula Rebstock9/9-5/50/0-4/4
Lindsay Wright9/98/8---4/4
Frank Aldridge8/98/85/50/0--
Elaine Campbell
6
8/9-4/5---
Peter Jessup8/9---4/44/4
Rachel Walsh9/97/8--3/44/4
1In addition to the scheduled full day board meetings, the board held an additional meeting via VC during the year in relation to updating FY2024 market guidance.
2In addition to the scheduled meetings, the Audit and Risk Committee held two additional meetings during the year to discuss FY2025 audit and assurance and approve NZX’s
insurance renewal proposal.
3In addition to the scheduled meetings, the Human Resource and Remuneration Committee held an additional meeting during the year to discuss incentives and
succession planning.
4No nomination committee meetings were called for or held in FY2024.
5John McMahon attended 8/8 Audit and Risk Committee meetings as an ex-officio member.
6In addition to committee attendance, NZX directors may also sit on subsidiary boards. Elaine Campbell is a director of NZX Regulation Limited and attended 7/7 NZX
Regulation Limited scheduled board meetings.
Audit and Risk Committee
NZX’s Audit and Risk Committee assists the Board to fulfil
its responsibilities in relation to the NZX Group’s financial
practices and reporting, internal control environment,
internal audit, external audit and risk management. The
Committee operates under a written charter, which sets out
the responsibilities and framework for the operation of the
Committee. The charter is reviewed at least every two years
and was last reviewed in May 2024.
The Committee must be comprised solely of NZX
directors, have a minimum of three members, have a
majority of members that are independent directors and
have at least one director with an accounting or financial
background. The current composition of this Committee
complies with these requirements.
The Committee’s Chair, Lindsay Wright, holds a bachelor
of commerce degree from the University of Auckland
majoring in finance and accounting, and has previously
held the role of CFO of Deutsche New Zealand (previously
Bankers Trust) and was also formerly Chair of the Audit
Committee for the New Zealand Superannuation Fund.
Lindsay’s full biography (as well as the biographies of other
committee members) is on pages 36 to 37.
The Committee Chair and the Board Chair are
different people.
Management may only attend meetings at the invitation
of the Committee and the Committee routinely has
Committee-only time and time with the external and
internal auditors without management present.
Human Resources and Remuneration Committee
NZX’s Human Resources and Remuneration Committee
assists the Board in overseeing the management of
the human resources activities of NZX, including the
remuneration of employees. The Committee operates
under a written charter, which sets out the responsibilities
and framework for the operation of the Committee. The
60

NZX Annual Report 2024
charter is reviewed at least every two years and was last
reviewed in February 2025.
The Committee must have a minimum of three members
and a majority of members that are independent directors.
The current composition of this Committee complies with
this requirement.
Management may only attend meetings at the invitation
of the Committee.
Nomination Committee
NZX’s Nomination Committee assists the Board in
identifying and recommending individuals to the Board for
nomination as directors and members of committees. The
Committee operates under a written charter, which sets out
the responsibilities and framework for the operation of the
committee. The charter is reviewed at least every two years
and was last reviewed in November 2024.
The committee must have a minimum of three members
and a majority of members that are independent directors.
The current composition of this Committee complies with
this requirement.
Management may only attend meetings at the invitation
of the Committee.
Technology Committee
NZX’s Technology Committee was formed in 2020 and
assists the Board in oversight of the role and use of
technology in executing NZX’s strategy (including ICT
recommendations from Capital Markets 2029), meeting
regulatory requirements and standards and in supporting
the function of the markets operated and cleared by
NZX, through NZX Clearing. The Technology Committee
oversees NZX technology risk and supports the Audit
and Risk Committee in its overall group risk management
obligations. The Committee operates under a written
charter, which sets out the responsibilities and framework
for the operation of the Committee. The charter was last
reviewed in November 2023.
The Committee must have three members. The
Committee may have a non-director as a member (who
must have skills and experience relevant to the operation of
the Committee). The current composition of this committee
complies with these requirements (though it does not
currently have a non-director member).
Clearing Committee
The Clearing Committee assists the Board in ensuring that
New Zealand Clearing Limited has adequate risk capital to
meet its obligations as the central counterparty clearing
house for NZX Clearing. The Committee operates under
a written charter, which sets out the responsibilities and
framework for the operation of the Committee. The charter
is reviewed at least every two years and was last reviewed in
February 2024.
The Committee must have a minimum of three members
being either all NZX directors or two directors and one
external independent person (who must have skills and
experience relevant to the operation of the Committee).
The current composition of this Committee complies with
these requirements.
Takeover protocol
NZX’s Takeover Protocol sets out the procedure to be
followed if there is a takeover offer for NZX.
The protocol is reviewed at least every two years and was
last reviewed in August 2023.
Principle 4 – reporting and
disclosure
The Board should demand integrity in financial and
non-financial reporting, and in the timeliness and
balance of corporate disclosures.
Continuous disclosure
NZX’s Continuous Disclosure Policy sets out NZX’s
arrangements to ensure material information is identified,
reported, assessed and, where required, disclosed to the
market in a timely manner.
NZX is committed to ensuring the timely disclosure of
material information about the NZX Group and to ensuring
that NZX complies with the NZX Listing Rules.
It is the responsibility of the Board to monitor
compliance with the Continuous Disclosure Policy. The
Board considers at each Board meeting whether any
information discussed at the meeting requires disclosure.
The policy is reviewed at least every two years and was
last reviewed in August 2024.
Charters and policies
The key corporate governance documents referred to in
this section, including policies and charters, are available
from NZX’s investor centre (https://www.nzx.com/about-
nzx/investor-centre).
Financial reporting
NZX is committed to ensuring integrity and timeliness in
its financial reporting and in providing information to the
market and shareholders which reflects a considered view
on its present and future prospects.
The Audit and Risk Committee oversees the quality
and integrity of external financial reporting, including
the accuracy, completeness, balance and timeliness of
financial statements. It reviews NZX’s full and half-year
financial statements and makes recommendations to the
board concerning accounting policies, areas of judgement,
compliance with accounting standards, stock exchange and
legal requirements, and the results of the external audit.
All matters required to be addressed and for which the
Committee has responsibility were addressed during the
reporting period.
NZX has published its full and half-year financial
statements that were prepared in accordance with relevant
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4. Corporate Governance

NZX Annual Report 2024
financial standards. The full year financial statements are set
out on pages 83 to 119.
The Chief Executive Officer and Chief Financial and
Corporate Officer have confirmed in writing to the Board
that NZX’s external financial reports present a true and fair
view in all material aspects.
Non-financial reporting
NZX releases data on its non-financial performance
metrics each month through its monthly shareholder
metrics publications. It also releases quarterly revenue and
shareholder metrics, and regulation metrics representing
the key features of NZX’s activities in regulating its markets.
NZX releases non-financial data within its annual report,
including as to remuneration (on page 65 to 73), climate
related disclosures (pages 132 to 162) and as against
the sustainability reporting standard, the Global Reporting
Initiative (see pages 163 to 166).
This year NZX has continued to integrate its non-
financial reporting and disclosures to align with its financial
performance and strategy.
To support this, and provide increased clarity for
shareholders and the market on our financial performance
and execution of strategy, financial and non-financial targets
are now being reported.
Further information is available from the NZX investor
centre (https://www.nzx.com/about-nzx/investor-centre)
Principle 5
– remuneration
The remuneration of directors and executives should
be transparent, fair and reasonable.
Directors’ remuneration
Please see page 72 for details of the current fees paid to
NZX directors.
Remuneration policy
Please see page 66 for details on NZX’s remuneration policy
for the remuneration of NZX directors and employees.
Chief Executive Officer remuneration
Please see page 66 to 68 for details of the NZX CEO’s
remuneration arrangements.
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 the establishment and
oversight of NZX’s risk management framework, together
with setting NZX’s overall risk appetite and tolerance.
Significant risks are discussed at each Board meeting, or
as required.
The Board has established an Audit and Risk Committee
with responsibility to:
•review and provide feedback in respect of the principal
risks set out in NZX’s risk register;
•ensure that management has established a risk
management framework which includes policies and
procedures to effectively identify, manage and monitor
NZX’s principal risks; and
•monitor compliance with, and assess the effectiveness of,
the risk management framework.
The Committee reviews the risk register every quarter.
The Committee also reviews the risk management
framework annually. The Committee receives reports on the
operation of risk management policies and procedures.
The Executive Team and senior management are
required to regularly identify the major risks affecting the
business, record them in the risk register and develop
structures, practices and processes to manage and monitor
these risks.
NZX maintains insurance policies that it considers
adequate to meet its insurable risks.
The Board is satisfied that NZX has in place a risk
management framework to effectively identify, manage and
monitor NZX’s principal risks, including a Risk Appetite
Statement, Conflict Management Policy, Continuous
Disclosure Policy, Delegated Authority Policy, Financial
Products Trading Policy, Fit and Proper Policy, Acceptable
Use of Technology Policy and Protected Disclosures Policy.
NZX engages EY to carry out internal audit functions
on various parts of its operations, including assessing
the effectiveness of NZX’s risk management policies
and procedures. Additionally, independent assurance is
provided and reviews are undertaken on matters such as
risk capital, operational controls, IT/software security and
anti-money laundering procedures.
Key risks
NZX’s material risks for 2024 and how these are being
managed are outlined and discussed at pages 77 to 81.
In addition, please see page 165 for health and safety risk
disclosures in Appendix 2 (GRI Content Index).
Chief Executive Officer and Chief Financial and
Corporate Officer assurance
The Chief Executive Officer and Chief Financial and
Corporate Officer have provided the Board with written
confirmation that NZX’s 2024 financial statements are
founded on a sound system of risk management and
internal compliance and control; and that all such
systems are operating efficiently and effectively in all
material respects.
62

NZX Annual Report 2024
Principle 7 – auditors
The Board should ensure the quality and
independence of the external audit process.
NZX’s Audit and Risk Committee makes
recommendations to the Board on the appointment and
removal of the external auditor. The Committee also
monitors the independence and effectiveness of the
external auditor, and reviews and approves any non-audit
services performed by the external auditor. An External
Auditor Independence Policy sets out the services that may
or may not be performed by the external auditor. This policy
was last reviewed in May 2023.
During the reporting period, NZX commenced a request
for proposal (RFP) process for the provision of its external
audit and assurance services (and associated reporting). We
will provide an update as to the results of this process in
due course.
The Committee regularly meets with the external auditor
to approve their terms of engagement, audit partner
rotation (at least every five years) and audit fee, and to
review and provide feedback in respect of the annual
external audit plan. A comprehensive review and formal
assessment of the independence and effectiveness of the
external auditor is undertaken periodically. The Committee
routinely has time with NZX's external auditor, KPMG,
without management present.
KPMG attends the annual meeting, and the lead audit
partner is available to answer questions from shareholders
at that meeting. KPMG attended the 2024 annual meeting.
KPMG has provided the Audit and Risk Committee with
written confirmation that, in their view, they were able to
operate independently during the year.
NZX has appointed EY to perform a number of
internal audit functions. The Audit and Risk Committee
is responsible for overseeing the independence and
objectivity of the internal audit function and for reviewing
and monitoring the internal audit annual work plan,
reports from internal audit and management responses.
The Committee routinely has time with EY without
management present.
Principle 8
– shareholder rights
and relations
The Board should respect the rights of
shareholders and foster constructive relationships
with shareholders that encourage them to engage
with the issuer.
Information for shareholders
NZX seeks to ensure that investors understand its activities
by communicating effectively with them and giving them
access to clear and balanced information.
The key information channels are NZX's website,
announcements and media releases, social media channels,
the annual and interim report, investor days and the
annual meeting.
NZX’s investor centre contains annual and interim
reports, investor presentations, dividend information and
other information relating to NZX (including key corporate
governance documents).
Communicating with shareholders
NZX’s investor centre sets out NZX’s Chief Financial
and Corporate Officer’s and NZX’s GM Corporate Affairs
& Sustainability contact details for communications
from shareholders. NZX responds to all shareholder
communications within a reasonable timeframe.
NZX provides options for shareholders to receive and
send communications electronically, to and from both
NZX and its share registrar. NZX encourages shareholder
participation at its shareholder meetings by allowing in
person or virtual attendance, and provides a webcast of
the meeting, along with presentations and the Chair and
CEO’s addresses on its website. In addition, NZX’s Notice
of Meeting assists shareholders with virtual elements of the
meeting including voting and questions.
Shareholder voting rights
In accordance with the Companies Act 1993, NZX’s
Constitution and the NZX Listing Rules, NZX refers major
decisions which may change the nature of NZX to
shareholders for approval.
NZX conducts voting at its shareholder meetings by
way of a poll and on the basis of one share, one vote.
Further information on shareholder voting rights is set out
in NZX’s Constitution.
Notice of annual meeting
NZX’s annual meeting was held on 18 April 2024. Notice
of the meeting was released to the market on 19 March
2024 i.e. 20 working days prior to the meeting. This meets
NZX’s legal requirement as to providing notice under clause
2 of Schedule 1 of the Companies Act 1993, as well as
recommendation 8.5 of the NZX Code to provide at least
20 working days’ notice of the meeting. The notice of
meeting was also posted in the NZX Investor Centre, in full
compliance with recommendation 8.5. The 2025 meeting
will be held on 1 May 2025 in Christchurch. A webcast of
the meeting will be made available to shareholders.
63
4. Corporate Governance

Remuneration Report
NZX Annual Report 2024
64

NZX Annual Report 2024
Remuneration
report
FROM THE CHAIR OF THE HUMAN RESOURCES & REMUNERATION COMMITTEE

Philosophy & approach
NZX’s remuneration objective is to pay people fairly and
attract, retain and reward the talent and expertise needed to
achieve the Company’s strategic goals and the creation of
shareholder value.
In this report we have included information on our
remuneration framework, our short and long-term incentive
schemes, the NZX Chief Executive’s remuneration package
as well as data on the Chief Executive-employee ratio,
gender pay gap, and Director remuneration.
2024 and the year ahead
Over the past year NZX has refreshed its remuneration
framework with a more targeted approach to compensation
that recognises our unique and varied business units
and roles.
This new framework provides NZX with flexibility to
align and benchmark according to specialist areas such
as financial services, market infrastructure, information
technology, as well as the legal, regulatory, and compliance
professions. We have also defined the principles to
determine employee’s Short-Term Incentive (STI) eligibility.
In addition, we have redesigned the incentive scheme
structure for our QuayStreet active funds management
business to incentivise both financial and FUM growth as
well as relative achievement against the market to clarify the
team’s focus and expectations. The Committee also made
some minor adjustments to the Chief Executive’s incentive
structure - details of which can be found on page 68.
In 2025, NZX will implement this framework into our
day-to-day people management processes, benchmarking
roles against relevant industries and sectors. We will also
review our Long-Term Incentive (LTI) eligibility, structure and
design, as well as our benefits to ensure alignment with a
strong shareholder value proposition.
Business Performance and Reward
In 2024 the NZX Group’s overall performance was assessed
as being well above the approved organisational KPI
targets. As a result, the Committee approved an increased
company incentive pool that reflected this performance.
The Total Shareholder Return (TSR) for 2024 was 42.6%
and is reflected in outcomes of the Chief Executive’s TSR
based STI Plan and employees' LTI Plans.
In Summary
Overall, the Committee is pleased with the progress made
in 2024, noting the new remuneration framework provides
a solid foundation and path for future work in 2025, and
the fact that strong business performance resulted in an
above-target incentive reward for those of our people who
are eligible for STIs.
Frank Aldridge
Chair of the Human Resources and
Remuneration Committee
65
5. Remuneration Report

NZX Annual Report 2024
Remuneration Governance
Please refer to page 62 of the Annual Report for a
discussion on the governance arrangements pertaining
to remuneration and the Human Resources and
Remuneration Committee.
Remuneration Policy
NZX’s Remuneration Policy sets out NZX’s practices around
the attraction, retention and motivation of high-quality
employees to assist the Company in achieving its business
objectives and the creation of shareholder value. The policy
applies to NZX’s Directors as well as permanent employees
(both full and part time) of the NZX Group. It does not
apply to fixed-term employees, secondees, contractors
or consultants.
At NZX, Director remuneration is paid in the form
of Director fees. Further details on NZX’s approach
to director remuneration can be found later in this
Remuneration Report.
NZX’s employee remuneration can include a mix of
fixed remuneration, short-term incentive plan components
and/or long-term incentive plan components (to be
determined at NZX’s discretion). Further details of the
Company’s approach to fixed remuneration, and employee
short term and long-term incentive plans are below, as are
details of the NZX Chief Executive’s remuneration.
In addition to the above, all permanent employees are
granted a one-off gift of $1,000 of NZX shares (gross of
tax) when they start at NZX. This gift is designed to give
employees direct experience of being an NZX shareholder
and drive employee engagement in the share market.
NZX Chief Executive Officer (CEO) remuneration
On the renewal of the CEO’s contract in 2023, external
benchmarking was undertaken to inform the offer and
ensure the remuneration package was positioned fairly and
market aligned.
The CEO remuneration package includes a mix of the
following components:
•fixed remuneration (includes base salary and KiwiSaver
employer contributions, if applicable);
•short-term incentive plan (STI) - strategic and financial
goals based; and
•short-term incentive plan (STI#2) - Total Shareholder
Return (TSR) based.
For 2024 the CEO’s remuneration package is made up
as follows:
($

Dollars)
50%
100%
FixedOn TargetMaximum
0
200,000
400,000
600,000
800,000
1,000,000
1,200,000
1,400,000
1,600,000
Fixed RemunerationSTISTI#2
FIVE-YEAR SUMMARY OF THE CEO REMUNERATION
The following table summarises the actual value of remuneration earned by the CEO, Mark Peterson for the past five years.
YearBase
Salary
Other
1
STISTI#2LTI
2
Total
Remuneration
STI % of
Max
LTI Vesting -
shares
issued
LTI Vesting
- % of Max
LTI rights
issued
2024
3
600,000-561,330300,000-
1,461,330
94%
2023
600,000-450,000--
1,050,000
75%
2022
4
600,000102,413600,000-746,228
2,048,641
100%599,52450%
2021
600,00033,143600,000--
1,233,143
100%550,449
2020
5
500,00032,369441,967-153,040
1,127,376
88%122,983100%
1Other - relates to holiday pay on remuneration associated with the incentive plans that were paid.
2In prior years the CEO’s remuneration has included Long Term Incentive (LTI) plans, which has been replaced in the current year by a Total Shareholder Return based
short-term incentive plan (STI#2).
3In 2024:
a. the CEO’s LTI Plan issued in 2021 fully lapsed (550,449 performance rights); and
b. the CEO’s STI#2 Plan fully vested, will be paid in NZX shares and held in escrow until vested in accordance with the terms of the Plan.
4In 2022 the CEO's LTI Plan issued in 2018 partially (50%) vested resulting in:
a. 588,947 TSR performance rights vesting, which resulted in the issue of 599,524 shares (after adjustment for the dilutive impact of NZX's 2022 equity raising) at a value of
$746,228; and
b. 588,947 EPS performance rights lapsing.
5In 2020 CEO's Executive LTI Scheme issued in 2017 fully vested.
The figures in the table show actual remuneration earned by Mr Peterson. However, the cost of each LTI Plan is independently measured and accounted for based on the fair
value at the date granted using an appropriate pricing model. The cost is realised over the term of the LTI Plan, with a corresponding increase in equity.
66

NZX Annual Report 2024
CEO SHORT TERM INCENTIVE PLAN (STI) – STRATEGIC AND FINANCIAL GOALS BASED
The Board structured the CEO’s 2024 STI to be focused on the delivery of strategic goals, along with achieving an operating
earnings target, plus maintaining organisational risk, compliance and culture integrity.
There are two gateways to achieving an STI payment:
•reaching a minimum of 90% of the operating earnings target; and,
•production of an appropriate succession framework plan for the CEO and members of the SLT (excluding NZ RegCo).
The CEO’s STI goals are structured as follows: 
STI GoalsMeasurement basisWeightingFY2024
Score
FY24 Achievement
Financial
Performance
Operating earnings (EBITDA) is measured
against target on a tiered basis: 
•< 90.0% of target earns Nil%;
•90.0% to 100.0% tiered targets;
•100.0% of target earns 28% weighting;
•100.0% to 120.0% tiered targets; and
• 120.0% (or more) of target earns a
maximum of 60.0% weighting.
40.0%48.0%The operating earnings target
for FY24 was exceeded by
approx. 10.0%.
Strategic GoalStrategic Goals, including: 
•NZX Dark (7.5%) fully operational
by mid-2024;
NZX 20 Futures:
•phase 1 – completion of rules, with risk
capital providers and users signed up
(5%), and
•phase 2 – commencement of trading (5%).
Smart:
•improvement in operating margin basis
points (7.5% with opportunity to
overachieve if basis points exceed
target), and
•successful rebranding (2.5%).
Wealth Technologies cash flows break even
(10%) on monthly run rate basis by end of
2024 (subject to new FUA opportunities).
Other strategic goals (7.5%).
45.0%30.6%
NZX Dark was fully operational
by mid-2024.
NZX 20 Futures:
•phase 1 is complete; and
•phase 2 is incomplete.

Smart:
•improvement in operating
margin basis points over
achieved; and
•rebranding partially achieved.
Wealth Technologies cash flows (on
external client activity) achieved
break even for the month of
December 2024.
Other strategic goals have not
been achieved.
Other Goals

Other goals include: 
•Risk and Compliance (5%) – avoidance of
material breach/failure.
•NZX Culture (5%) - maintain average
Engagement score of 4.3 and keeping staff
turnover <16%.
•ESG (Environmental, Social and
Governance) targets (5%) - including
emissions and gender pay gap targets.
15.0%15.0%•There have been no material
breach/failures in 2024.
•Engagement score of 4.36 (the
highest ever result) and staff
turnover <12.9%.
•NZX is on track towards a carbon
reduction of 21% by December
2025, and the gender pay gap
(at base salary level) targets
achieved.
Total100.0%93.6%
For the 2024 financial year the NZX Board assessed Mr Peterson’s performance at 93.6% and he was awarded a STI
as follows:
STI TargetSTI MaximumAwarded
% of STI Target
awarded
% of maximum STI
awarded
%$%$$%%
50%$300,000100%$600,000$561,330187.1%93.6%
67
5. Remuneration Report

NZX Annual Report 2024
CEO SHORT-TERM INCENTIVE PLAN (STI#2) - TOTAL SHAREHOLDER RETURN BASED
On 1 August 2024, the CEO’s Employment Agreement was amended to include an additional STI Plan. Under STI#2 the CEO
is eligible for up to $300,000 per annum, subject to achievement of agreed annual targets.
STI#2 is to be paid in NZX shares (equivalent to the assessed performance net of tax). The NZX shares shall be escrowed
with 50% vested on the first anniversary of the payment being confirmed, and the remaining 50% at the end of the second
year. The CEO is entitled to the economic benefit of dividends accrued during the escrowed period.
For 2024 the STI#2 TSR growth performance hurdle is:
YearSTI#2
Maximum
Vesting Period
Min
TSR Performance Hurdles
Max
2024$300,0001 January 2024 to
31 December 2024
9.39%9.39% to 13.39%13.39%
50% vestPro rata vesting100% vest
NZX TSR COMPARED TO NZX 50 GROSS RETURN
The NZX TSR compared to the NZX50 gross return over the vesting period to date (i.e. from 1 January 2024 to 31 December
2024) is as follows:
Jan

18
May

18
Sep

18
Jan

19
May

19
Sep

19
Jan

20
May

20
Sep

20
Jan

21
May

21
Sep

21
Jan

22
May

22
Sep

22
Jan

23
May

23
Sep

23
Jan

24
May

24
Sep

24
-50.00%
-25.00%
0.00%
25.00%
50.00%
75.00%
100.00%
125.00%
NZXNZX50 Full Gross Index Return
For the 2024 financial year the TSR was 42.6% and consequently Mr Peterson was awarded 100% of STI#2
being $300,000.
68

NZX Annual Report 2024
EMPLOYEE REMUNERATION
Employee remuneration includes a mix of the
following components:
•fixed remuneration (includes base salary and KiwiSaver
employer contributions where applicable);
•short-term incentive (STI) plan (which may be offered to
NZX’s senior employees and some specified sales and
customer relationship roles);
•long-term incentive (LTI) plan (which may be offered to
NZX’s senior employees); and
•a one-off grant of $1,000 of ordinary NZX shares (gross
of tax) when permanent employees start at NZX.
Employee Fixed Remuneration
Base salary is determined with reference to external and
internal relativities, as well as individual factors.
NZX has a remuneration framework that is organised
into bands that are applicable based on a job level
(e.g. Executive / Senior) and industry (e.g. Financial
Services, Legal).   NZX uses a job evaluation methodology
that groups positions to bands that make a similar
contribution to the business based on factors including
scope, knowledge, job complexity, authority and interaction
with others. 
Bands are regularly benchmarked using remuneration
surveys conducted by external parties. NZX policy is to
pay between 85% to 115% of the midpoint of each
band. Employees’ base salaries are reviewed annually
and changes are made at NZX’s discretion. Tailored
remuneration ranges may sometimes be applied by
exception for specialist skillsets. 
All NZX employees are paid at or above the
Living Wage. 
Short Term Incentive Plan (STI)
NZX’s discretionary cash-based STI plan is available to
senior employees and some specified sales and customer
relationship roles. Participation is at NZX’s sole discretion.
The STI plan is designed to reward achievement of short-
term business goals that are set as part of plans to meet
NZX’s longer-term strategy. The STI plans are generally
set at a maximum of between 15% and 25% of base
salary (depending upon the seniority and role), though may
be higher for NZX’s executive team. The STI plans are
conditional on performance criteria including:
•NZX’s financial performance;
•division and/or business unit performance (these roll up
into the CEO’s STI goals); and
•the employee’s individual performance.
The Board’s aggregate assessment for employee STI
in 2024 was approximately 85% which equates to a total
maximum available employee STI pool of $4.79 million
(plus Kiwisaver where applicable). The allocation of
the employee STI pool is determined by the CEO and
approved by the Board. The CEO may include discretionary
bonuses in the recommended allocation to both STI eligible
and ineligible employees to reward exceptional individual
performance. Any discretionary bonuses recommended by
the CEO are considered within the maximum STI pool.
NZX has reviewed eligibility for STI as a result of the new
remuneration framework based on a set of principles, and
any changes will be progressed in 2025.
QuayStreet Short Term Incentive Plan (QS-STI)
The QuayStreet discretionary cash-based QS-STI plan is
available to senior QuayStreet active funds management
employees and participation is at NZX’s sole discretion.
The QS-STI plan is designed to reward achievement of
short-term business goals that are set as part of plans to
meet NZX’s longer-term strategy for the QuayStreet active
funds management team. The QS-STI plans are generally
set at a maximum of between 50% and 125% of base salary
(depending upon seniority and role). The QS-STI plans are
conditional on performance criteria including:
•QuayStreet fund performance over rolling 1- and 3-
year periods;
•QuayStreet business unit performance (these roll up into
the CEO’s STI goals noted in the CEO STI table); and
•the employee’s individual performance.
The QS-STI is to be paid in cash with components
payable on assessment (75%), deferred for 1 year (12.5%)
and 2 years (12.5%). The deferred portions are only
payable if individuals remain with the NZX Group for the
duration of the deferral period.
The Board’s aggregate assessment for QS-STI in 2024
was approximately 88% which equates to a total maximum
available employee STI pool of $0.98 million (plus Kiwisaver
where applicable). The allocation of the employee STI
pool is determined by the Smart CEO and approved by
the Board.
The senior QuayStreet active funds management
employees also received, at NZX’s sole discretion, a share
(2024: $0.13 million) of the QuayStreet net profit after
corporate cost allocations and a capital charge.
69
5. Remuneration Report

NZX Annual Report 2024
Long Term Incentive Plan (LTI)
NZX’s share-based LTI plans are designed to:
•align managers’ rewards with improvement in
shareholder value;
•encourage longer-term decision-making to achieve
business plans and corporate strategies;
•reward performance improvement; and
•retain key skills and competencies.
Under NZX’s LTI plans, executive team members
and senior managers may be offered NZX performance
rights which may convert to shares based on long-term
performance hurdles (3 - 5 years)
Vesting of the performance rights is dependent on:
•NZX meeting performance hurdles in respect of TSR
growth; and
•the individual remaining with the NZX Group for the
duration of the vesting period.
In addition, under NZX’s LTI plans some senior
employees may be offered NZX performance rights valued
between $10,000 to $50,000, which may convert to shares
if they remain with the NZX Group for the duration of the
three-year vesting period.
The active employee LTI plans are structured as follows:
Year
Rights
issued
Performance Hurdles20222023202420252026
2024
1,764,117TSR 9.29% to 11.29% and tenure 3 yearsYear 1Year 2Year 3
2023
1,303,598TSR 7.4% to 9.4% and tenure 3 yearsYear 1Year 2Year 3
2022
869,255TSR 7.4% to 9.4% and tenure 3 yearsYear 1Year 2Year 3
2019
1,262,459
NZXWT FUA >$30b and cashflow
positive targets
Year 6
CEO/Employee Ratio
The ratio represents the number of times greater the
CEO remuneration is to the remuneration of an employee
paid at the median of all employees. For the purposes
of determining the median paid to all employees, all
permanent full-time, part-time and fixed-term employees
are included with part-time employees adjusted to the full-
time equivalent value.
As at 31 December 2024, the CEO’s base salary was
$600,000 which was 5.3 times (2023: 5.5 times) the base
salary of the median employee of $113,000. The CEO’s
total remuneration including Kiwisaver, STI earnt and LTI
vested was $1,461,330 which was 11.7 times (2023: 8.4
times) the total remuneration of the median employee
of $123,900.
Gender Pay Gap (GPG)
For December 2024, NZX’s overall organisation GPG was
16.6%, based on average base salaries. Further analysis
will be conducted in 2025 to investigate key drivers and
design initiatives to address these – particularly at the
Management level. Pleasingly, female representation has
broadly increased across NZX over the past three years,
with 46% of all employees identifying as women.
1
GPG representation and Pay Gap by Seniority Level
(December 2024)
1
Executive: includes the extended Senior Leadership Team who lead and set strategic direction for the organisation, driving overall business performance and long-term
growth (Note - in 2022 and 2023, this category included the core Executive team only). Management: people who oversee teams and operations, ensuring goals are met and
business objectives are achieved efficiently. Workforce: professionals who are individual contributors with specialised skills and knowledge, and support level workers who
assist with day-to-day operations to keep the business running smoothly.
70

NZX Annual Report 2024
Employee Remuneration Bands
The table opposite sets out the number of NZX Group
employees and former employees who received fixed
remuneration and other benefits, including non-cash
benefits and share-based remuneration more than
$100,000 per annum.
This information includes all cash-based incentives paid
and equity-based incentives that vested during the calendar
year.
Directors are not included in the table as their
remuneration is set out separately in the Directors’
Remuneration section.
Remuneration Range ($)# of Employees
100,000110,00020
110,000120,00016
120,000130,00019
130,000140,00026
140,000150,00013
150,000160,00018
160,000170,00010
170,000180,0006
180,000190,0006
190,000200,0009
200,000210,0009
210,000220,0004
220,000230,0002
230,000240,0006
240,000250,0005
250,000260,0001
260,000270,0003
270,000280,0004
280,000290,0005
290,000300,0002
300,000310,0001
310,000320,0002
320,000330,0003
330,000340,0002
340,000350,0001
350,000360,0001
360,000370,0001
370,000380,0001
410,000420,0001
420,000430,0002
430,000440,0001
440,000450,0001
510,000520,0001
520,000530,0001
540,000550,0001
570,000580,0001
1,040,0001,050,0001
71
5. Remuneration Report

NZX Annual Report 2024
Directors’ Remuneration
Shareholders at the annual meeting in April 2024 approved
(effective from 1 July 2024) NZX Directors' fees based on
their role. Previously fees have been approved on the basis
of a Director fee pool.
The fees paid to NZX’s Directors are $88,000 per annum
and $166,000 for the Chair. In addition, the Chair of the
Audit & Risk Committee receives an additional $15,000 fee,
the Chairs of other Committees (excluding the Nominations
Committee) receive a $10,000 fee, and the crossover
Director of both NZX and NZX Regulation Limited (NZ
RegCo), is paid fees solely by NZX, including an additional
$20,000 fee for their role on the Board of NZ RegCo (which
remains unchanged from 2023).
As set out in NZX’s Remuneration Policy, Directors do not
receive any performance, or superannuation or retirement
benefits. This reflects the difference in their roles (which is
to provide oversight and guide strategy), and the role of
management which is to operate the business and execute
NZX’s strategy.
In order to align the interests of Directors and
shareholders, under the Directors’ Share Purchase Plan, a
portion (50% of the Chair fee above $100,000 and 50% of
the Director fees above $50,000) of each Director’s base
fees is used to acquire NZX Limited shares (except where it
is not permitted for compliance purposes, or when certain
shareholding thresholds are met). The current Directors’
share and subordinated note holdings are detailed in
Section 10 of the Statutory Information disclosures.
Total remuneration received by each director in 2024 is
set out in the table below.
Independent Directors of NZX Subsidiaries
Remuneration
Independent and non-executive Directors of NZX
subsidiaries include:
•NZX Regulation Limited (NZ RegCo) – NZX’s regulatory
functions are performed by this subsidiary, which is
governed by its own Board separate from the NZX Board
comprising 5 independent Directors
1
and one cross-over
Director from the NZX Limited Board;
•Smartshares Limited (Smart) – independent Directors are
required in accordance with Smarts Managed Investment
Scheme (MIS) licence requirements; and
•NZX Wealth Technologies Limited – the non-executive
Director provides specialist expertise.
The total amount of remuneration and other benefits for
independent Directors of NZX subsidiaries during 2024 is
set out in the table below.
NZX permanent employees do not receive
additional remuneration for acting as Directors of
subsidiary companies.
DirectorNZXNZ RegCoSmart
Wealth
Technologies
TOTAL
NZX Directors
Frank Aldridge81,500
1
81,500
Peter Jessup81,500
2
81,500
Lindsay Wright84,000
3
84,000
Rachel Walsh81,500
4
81,500
Elaine Campbell76,50020,00096,500
John McMahon (Chair)148,000148,000
Dame Paula Rebstock76,50076,500
-
Independent Directors NZX Subsidiaries
-
John Hawkins46,50046,500
Michael Heron (Kings Counsel)46,50046,500
Trevor Janes (NZ RegCo Chair)80,00080,000
Pip Dunphy51,500
5
51,500
John Williams62,50062,500
Guy Elliffe62,50062,500
Kathryn Jaggard20,00020,000
TOTAL
629,500244,500125,00020,0001,019,000
1Includes $5,000 fee as Chair of the NZX Board Human Resources & Remuneration Committee
2Includes $5,000 fee as Chair of the NZX Board Technology Committee
3Includes $7,500 fee as Chair of the NZX Board Audit & Risk Committee
4Includes $5,000 fee as Chair of the NZX Board Clearing Committee
5Includes $5,000 fee as Chair of the NZ RegCo Board Risk Assurance & Audit Committee
1
David Hunt joined the NZ RegCo Board as at 1 January 2025.
72

NZX Annual Report 2024
To ensure the independence of the regulatory functions
that NZ RegCo performs, NZX has obtained a waiver from
Listing Rule 2.11 from the Special Division to exclude NZ
RegCo’s independent Directors’ remuneration from the
annual directors fees approved by NZX shareholders. The
waiver does not apply to directors of NZ RegCo who are
also directors of NZX.
Under the Listing Rules, fees paid to the Directors of
Smart are approved separately by NZX as shareholder of
Smart.
73
5. Remuneration Report

Risk

Reporting
NZX Annual Report 2024
74

NZX Annual Report 2024
Risk
Management
Effective risk management is integral to NZX’s strategic objectives. NZX has established a Risk Management Framework
(RMF) to ensure it has a comprehensive framework to assist with identifying, assessing, and managing its risk in a pro-active
and effective manner. The application of the RMF and its methodology is consistent across NZX and all subsidiaries. The RMF
adopted by NZX is linked to its business strategy through consideration of risk appetite and all significant types of risks to
which NZX is exposed, as well as any emerging risks which may impact the business in the future.
StrategicFinancial
Information
Technology
Information
Security/
Cyber
Compliance,
Legal &
Regulatory
Customer &
Stakeholder
Human
Resources
Reputational
Operational
NZX
E
m
e
r
g
i
n
g

R
i
s
k
75
6. Risk Reporting

NZX Annual Report 2024
NZX employs a three lines of defense model to ensure best practice risk management. The three lines of defence model
outlines risk management roles and responsibilities for all staff/ functions and is based on the premise that the management
and reporting of risk (including controls and their effectiveness) is everyone’s responsibility.
1
The first line of defence is made up of all business functions who typically own and manage the
risk. This consists of all management and staff who are responsible for identifying and managing
risk as part of their roles.
2
The second line of defence is made up of functions that oversee or specialise in compliance and
risk management. This provides policies, frameworks such as the RMF, and tools and techniques to
support the management of risk in the first line as well as internal assurance by way of independent
controls testing.
3
The third line of defence comes from independent assurance providers who assist the risk
management and compliance programme by challenging controls and bringing a systematic and
disciplined approach to the evaluation of core functions for NZX.
How we are responding
Avoid the riskMitigate the riskTransfer the riskAccept the risk
NZX may choose to avoid a
risk by not proceeding with
an activity likely to generate
the risk.
NZX may seek to mitigate a
risk through implementing or
enhancing controls to reduce
or remove the likelihood
and/or consequence of the
risk materialising.
NZX may choose to transfer
all or part of a risk to a third
party e.g., outsourcing.
Transferring the risk does not
remove it and
oversight/ monitoring of the
risk remains a focus.
NZX may choose to accept a
risk where it is either
immaterial or cannot be
mitigated within appetite.
A formal risk acceptance
process is embedded
within the RMF.
76

NZX Annual Report 2024
RiskThe risk and its impactHow we are responding
STRATEGIC
Strategic risks that NZX faces
include the composition of our
business and the strategic
direction we choose to take,
changes in financial markets and
the business environment.
Underlying risks include:
•Strategic direction, design, and
innovation risk;
•Strategic implementation risk;
•Macro-economic environment
risk; and
•Market competition risk.
•We refreshed our five-year strategy in 2024, and we report
progress through out investor presentations.
•Our strategy includes diversifying operating earnings and
building resilience into our business model.
•Our strategy and the values we demonstrate help deliver to our
purpose and vision.
•We engage with a broad range of stakeholders and monitor
changes in the business environment to adapt our strategy and
react as a ‘fast follower’ as needed.
•We monitor business unit performance to identify issues
and opportunities early and address any people and
resourcing risks.
•We monitor, and report to the Board, our progress towards our
strategic objectives.
•We publish monthly operating metrics and quarterly revenues
to enhance the monitoring of performance.
FINANCIAL
Financial risks arise through
various sources including:
•adverse strategic decisions
(including inappropriate
resource allocation);
•general market risk – including
lower numbers of listed issuers,
less listing and capital raisings,
lower levels of trading activity,
declines in market
capitalisation and funds under
management / administration;
•counterparty credit risk in
operating NZX clearing
function; and
•operational errors, undetected
fraud or poor execution of
projects that are designed to
deliver the strategy.
Underlying risks include:
•Financial performance/ return
risk;
•Credit risk;
•General market risk; and
•Liquidity risk.
•We assess our financial risks from both a strategic and
operational perspective.
•We manage balance sheet and counterparty risks to an
acceptable level through a framework of policies and
financial controls.
•Our capital management takes into account both current and
anticipated future market activity levels, as well as the impact of
strategic decisions / investments.
•We regularly monitor an extensive range of financial metrics
and indicators of risk across all our business units.
•The counterparty credit risk associated with NZX’s clearing
function is managed by the clearing house’s risk management
framework, which is aligned to international practice. This
model ensures that the clearing house holds sufficient
prefunded capital to manage the default of the largest
participant in extreme but plausible conditions.
•We have a governance framework including delegated
authority policies which sets limits and outlines authority for
committing NZX to expenditure.
•We have people, policies, processes, systems and controls
in place designed to meet our operational expectations and
benchmarks, and ensure project delivery effectiveness.
77
6. Risk Reporting

NZX Annual Report 2024
RiskThe risk and its impactHow we are responding
INFORMATION
TECHNOLOGY
Information technology plays a
critical role for our business. We
recognise we are an important
component of the New Zealand
capital markets ecosystem.
IT risk arises when the technology
is not reliable or available and / or
does not operate effectively or
efficiently. The technology
environment is also dependent on
other participants in the capital
markets ecosystem.
Underlying risks include:
•Information Technology risk;
•3rd Party (outsourcing) risk; and
•Disaster recovery risk.
•We seek to have appropriate processes, procedures,
applications and resources in place to manage IT risks. The
potential impact of technology related issues remains an area of
critical focus and ongoing investment.
•As we strive for continuous improvement, we now actively
monitor our key systems with regular reviews of availability
against service levels (where applicable) and targets. Regular
testing is performed on key systems / services to determine
throughput and capacity, and we aim to enhance our systems in
a timely manner.
•Observability, tools and processes are critical to ensuring our
ongoing performance and monitoring of critical applications.
This will continue to be a key focus in 2025 and beyond.
•We seek to have contingency plans in place for disruptions
or a loss of service to Tier 1 technology systems. As part of
our enhancement plans, we intend to enhance crisis planning
across the capital markets ecosystem and improve our crisis
incident management and communications with the market and
other stakeholders.
•We replace ageing technology as part of lifecycle management;
this is undertaken in a planned / phased approach to
system architecture with security, future capacity, growth and
supportability driving key design decisions.
•We manage changes to critical infrastructure, operating
systems and applications through formal change management
processes including agreed governance and quality gates.
•We seek to maintain active engagement with our vendor
partners who provide critical applications, with a key focus
on ensuring partners and suppliers understand our business,
objectives and criticality of all market operations. We proactively
work with other strategic vendors to ensure that they have
agreed roadmaps.
•We have a disaster recovery (DR) testing programme in place,
including at least annually for NZX’s capital markets systems /
operations. DR testing incorporates all of the market operating
from DR for an extended period of time before reverting back
to the production environment.
•We have a Technology Committee (a subcommittee of the NZX
Board). There is monthly Technology Governance Reporting in
place and a standing agenda item on Technology KPIs at the
NZX Audit & Risk Committee.
•We are progressing engagement with the capital markets
ecosystem through the Technology Working Group to develop
an IT roadmap for the future and to improve our engagement
with the market on technology issues.
•We develop and train our staff and seek to ensure that they are
suitably qualified and experienced.
•We ensure our stakeholders and regulators are informed and
kept up to date on our strategy and roadmap.
78

NZX Annual Report 2024
RiskThe risk and its impactHow we are responding
INFORMATION
SECURITY/
CYBER
Risk of loss of confidentiality,
integrity, or availability of
information, data, or information
systems that results in negative
impact on the NZX business. The
technology environment must also
be secure and resilient to external
cyber threats which are evolving at
an ever-increasing pace.
Underlying risks include:
•Information security risk; and
•Cyber security risk
•We have a Cyber Security Forum and cyber security strategy
and response plan that addresses cyber risk and ensures
feedback from business stakeholders are incorporated into
cyber strategy. We test, monitor, and improve the response plan
to ensure it is up to date, relevant and robust.
•The impact of information security/cyber security related issues
remains an area of critical focus and ongoing investment.
•We seek to have appropriate processes, procedures and
resources in place to identify, detect and protect against threats
that manifest into Information security/ cyber security risks and
ultimately reduce any negative impacts in terms of our ability to
respond to and/or recover from a cyber event.
•The constantly evolving threats presenting as cyber risk
are continuously monitored so that we may minimise the
time to react and reduce potential impacts or harm from
emergent threats.
•We build and maintain capabilities that identify and protect
against data security threats and work with our internal
stakeholders to ensure protection improvements are balanced
against any potential disruption to our business.
•We have a Technology Committee (a subcommittee of the NZX
Board). There is monthly Technology Governance Reporting in
place and a standing agenda item on Cyber Security at the NZX
Audit & Risk Committee.
•We have strategic partnerships in place with two Security
Operation Centres to ensure that we have real time alerting and
response across our digital assets.
•We worked with all capital markets participants on establishing
a joint industry cybersecurity forum and actively work with them
on cyber security related crisis simulation events.
COMPLIANCE,
LEGAL &
REGULATORY
Risk that NZX breaches its
compliance, legal and regulatory
conduct obligations (including for
example NZX’s licensed market
operator licence, clearing house
FMI obligations , MIS licence,
supervisor, regulatory and
customer commitments) leading
to reputational damage, adverse
regulatory outcomes, fines or
breach of contract.
Underlying risks include:
•Legal risk; and
•Regulatory risk.
•We seek to mitigate compliance, legal and regulatory risks
through practising good corporate governance and by
developing and adhering to internal policies and procedures.
•We train and educate our operational staff so they understand
the obligations applicable to their role, and the related
requirements, policies and procedures.
•We have regular independent audits and periodic reviews of
our adherence to our arrangements that are designed to ensure
compliance with legal, regulatory and contractual obligations.
•We aim to engage with the Government, regulators and
industry participants, at management, CEO and Board level,
on market structure issues to promote efficient industry-
wide outcomes and ensure our markets are fair, orderly
and transparent.
•We include structural separation of NZX’s commercial and
regulatory roles as part of our regulatory model. The regulation
function is carried out by an independently-governed subsidiary
to enhance conflicts management arrangements between NZX’s
commercial and regulatory roles.
79
6. Risk Reporting

NZX Annual Report 2024
RiskThe risk and its impactHow we are responding
CUSTOMER &
STAKEHOLDER
Risk that NZX does not focus on
customers to ensure appropriate
customer outcomes.
Underlying risks include:
•Client risk;
•Partner / stakeholder risk; and
•Product risk.
•We acknowledge the importance of customers within our
strategy. We are structured around diverse customer segments
in a complex ecosystem, of which NZX is a critical component.
•We aim to consider the impact of NZX-driven changes on
our customers, partners and stakeholders and we provide
sound basis for the change alongside appropriate levels
of communication.
•Our Relationship Management Framework provides the basis
for regular and open engagement with customers, partners
and stakeholders.
•Our customer systems ensure that there is a record of activities
that is monitored and measured so we can continue to improve
on our customer interactions.
•We proactively engage with customers to address any
potential concerns.
•We utilise a number of outreach initiatives to support our
customers and increase engagement.
•We continue to engage with key stakeholders, including
investors, suppliers, customers, and regulators, as we move
towards a low-emissions, climate-resilient future.
OPERATIONAL
The risk of unexpected failure in
day-to-day operations caused by
system, people or process failure.
Underlying risks include:
•Operational process risk;
•Operational people risk;
•Operational system risk; and
•Business continuity risk.
•We routinely review and refine our operational procedures
and controls.
•We routinely assess how we can make improvements to the
resilience and reliability of our operations, with an ongoing
focus on automation.
•We have regular training and suitably qualified and experienced
operational staff.
•We cross train both within and across operational teams
to ensure maximum coverage for issues related to people
availability in specific locations.
•We have regular independent audits and periodic reviews of
our operational processes and activities.
•We have business continuity plans that are tested at regular
intervals and have in place remote working procedures.
•We have an incident management framework requiring that
timely attention be paid to rectifying incidents as they
occur. Post incident review ensures learnings from incidents
are implemented.
REPUTATIONAL
•Confidence in the market is
critical, hence the risk arising
from negative perception on
the part of both existing and
prospective customers,
employees, counterparties,
regulators or other
stakeholders which can
adversely affect NZX’s ability to
maintain existing, or establish
new, customer relationships.
Underlying risks include:
•Reputational risk
•We recognise NZX has a leadership role to perform across the
capital markets ecosystem.
•Understanding the importance of our reputation and protecting
it is a core component of our decision making and actions.
•We aim to have regular and open engagement with
stakeholders to seek feedback on our performance.
•Where appropriate, we interact with our regulators and
government at management, CEO and Board level to
facilitate transparency.
80

NZX Annual Report 2024
RiskThe risk and its impactHow we are responding
HUMAN
RESOURCES
NZX employees play a critical role
in the business, enabling NZX to
deliver its strategy.
HR risks may arise due to
ineffective or inappropriate
culture and conduct, people
management/ resourcing and
health and safety practices.
Underlying risks include:
•Culture and Conduct risk;
•Health and Safety risk; and
•People Management and
Resourcing risk.
•We seek to operate a healthy, open, respectful culture where
teamwork, diverse thought, challenge and clarity of decisions
are all embraced.
•Our company values are based on Integrity, Resilience,
Openness, Creativity and Delivery.
•We are committed to continually evolving and promoting an
effective risk management culture that creates an environment
of risk awareness and responsiveness.
•Our people are expected to uphold a high standard of
professionalism and integrity. Employees must adhere to our
Code of Conduct that sets out standards of conduct and
includes our company values, legal obligations and policies.
•We regularly measure and monitor employee engagement via
surveys, and set action plans for continuous improvement.
•We are committed to supporting the health, safety and
wellbeing of our people through training and communication
of our Health and Safety policy.
EMERGING RISKS
NZX uses a horizon scanning approach to proactively identify and monitor new and emerging risks which may impact our
business in the future. Comprehensive assessment and monitoring of these risks are undertaken, and these are integrated
as part of the RMF through the risk hierarchy.
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6. Risk Reporting

NZX Annual Report 2024
Directors’ Responsibility Statement
The directors are responsible for the preparation, in
accordance with New Zealand law and generally accepted
accounting practice, of financial statements which give a
true and fair view of the financial position of NZX Limited
and its subsidiaries (the Group) as at 31 December 2024
and the results of their operations and cash flows for the
year ended 31 December 2024.
The directors consider that the financial statements of
the Group have been prepared using accounting policies
appropriate to the Group’s circumstances, consistently
applied and supported by reasonable and prudent
judgements and estimates, and that all applicable New
Zealand Equivalents to International Financial Reporting
Standards have been followed.
The directors are pleased to present the financial
statements of the Group for the year ended
31 December 2024.
The financial statements were authorised for issue for
and on behalf of the directors on 20 February 2025.
John McMahon
Chair of the Board
Lindsay Wright
Chair of the Audit and Risk
Committee
82

Financial Statements
NZX Annual Report 2024
83

NZX Annual Report 2024
Contents
7. Financial Statements83
Group Income Statement85
Group Statement of Comprehensive Income85
Group Statement of Changes in Equity86
Group Statement of Financial Position87
Group Statement of Cash Flows88
Notes to the Group Financial Statements89
1. Reporting entity and statutory base89
2. Non-GAAP measures90
3. Intangible assets91
4. Goodwill92
5. Impairment tests92
6. Acquisitions and change in value of contingent
consideration
94
7. Segment reporting95
8. Operating revenue97
9. Operating expenses99
10. Net finance expense99
11. Funds held on behalf of third parties100
12. Taxation100
13. Earnings per share and net tangible assets per
share
102
14. Cash and cash equivalents and cash flow
reconciliation
104
15. Receivables and prepayments105
16. Property, plant and equipment105
17. Investment in associate106
18. Leases107
19. Trade payables109
20. Other liabilities109
21. Interest bearing liabilities110
22. Shares on issue111
23. Dividends111
24. Share based payments112
25. Financial instruments113
26. Related party transactions118
27. Contingent liabilities119
28. Capital commitments119
29. Subsequent events119
84

NZX Annual Report 2024
Group Income Statement
For the year ended 31 December 2024
Note
2024
$000
2023
$000
Operating revenue8120,756108,387
Operating expenses9(73,573)(69,493)
Earnings before net finance expense, income tax, depreciation,
amortisation, loss on disposal of assets, gain on lease modification,
change in fair value of contingent consideration, impairment loss on
goodwill and share of profit of associate (EBITDA)
1
2
47,18338,894
Net finance expense10(3,545)(3,432)
Depreciation and amortisation expense3/16/18(17,971)(16,764)
Loss on disposal of assets(5)(8)
Gain on lease modification915
Impairment loss on goodwill4/5(3,700)-
Change in fair value of contingent consideration6.110,862(530)
Share of profit of associate175651,031
Profit before income tax33,39819,206
Income tax expense12.1(7,908)(5,652)
Profit for the year25,49013,554
Earnings per share
Basic (cents per share)13.17.84.2
Diluted (cents per share)13.17.74.2
1EBITDA is not a defined performance measure in NZ IFRS. Please refer to Note 2 for more information.
Group Statement of Comprehensive Income
For the year ended 31 December 2024
Note
2024
$000
2023
$000
Profit for the year
25,49013,554
Other comprehensive income
Items that may be reclassified subsequently to profit or loss--
Foreign currency translation differences17136(172)
Items that will not be reclassified subsequently to profit or loss--
Total other comprehensive income136(172)
Total comprehensive income for the year25,62613,382
The accompanying notes form an integral part of these financial statements.
85
7. Financial Statements

NZX Annual Report 2024
Group Statement of Changes in Equity
For the year ended 31 December 2024
Note
Share Capital
$000
Retained
Earnings
$000
Translation
Reserve
$000
Total Equity
$000
Balance at 1 January 2023108,4703,284(46)111,708
Profit for the year-13,554-13,554
Other comprehensive income for the year--(172)(172)
Total comprehensive income for the year-13,554(172)13,382
Transactions with owners recorded
directly in equity:
Dividends paid
23
-(19,441)-(19,441)
Issue of shares2210,584--10,584
Share based payments221,138--1,138
Cancellation of non-vesting rights22(58)58--
Total transactions with owners recorded
directly in equity
11,664(19,383)-(7,719)
Balance at 31 December 2023120,134(2,545)(218)117,371
Profit for the year-25,490-25,490
Other comprehensive income for the year--136136
Total comprehensive income for the year-25,49013625,626
Transactions with owners recorded
directly in equity:
Dividends paid
23
-(19,825)-(19,825)
Issue of shares222,863--2,863
Share based payments22962--962
Cancellation of non-vesting rights22(514)514--
Total transactions with owners recorded
directly in equity
3,311(19,311)-(16,000)
Balance at 31 December 2024123,4453,634(82)126,997
The accompanying notes form an integral part of these financial statements.
86

NZX Annual Report 2024
Group Statement of Financial Position
As at 31 December 2024
Note
31 December
2024
$000
31 December
2023
$000
Current assets
Cash and cash equivalents1428,82524,670
Cash and cash equivalents - restricted1420,00020,000
Funds held on behalf of third parties1127,61621,702
Receivables and prepayments1519,07415,874
Total current assets95,51582,246
Non-current assets
Property, plant & equipment1610,1129,446
Right-of-use lease assets1815,66117,380
Goodwill446,88750,587
Intangible assets395,91699,169
Investment in associate1718,34317,642
Total non-current assets186,919194,224
Total assets282,434276,470
Current liabilities
Funds held on behalf of third parties1127,61621,702
Trade payables199,1527,604
Other liabilities - current2023,21430,841
Lease liabilities181,2431,291
Current tax liability123,2961,912
Total current liabilities64,52163,350
Non-current liabilities
Non-current other liabilities20-3,327
Lease liabilities1818,50819,770
Interest bearing liabilities2161,44361,256
Deferred tax liability1210,96511,396
Total non-current liabilities90,91695,749
Total liabilities155,437159,099
Net assets126,997117,371
Equity
Share capital22123,445120,134
Retained earnings3,634(2,545)
Translation reserve(82)(218)
Total equity attributable to shareholders126,997117,371
The accompanying notes form an integral part of these financial statements.
87
7. Financial Statements

NZX Annual Report 2024
Group Statement of Cash Flows
For the year ended 31 December 2024
Note
2024
$000
2023
$000
Cash flows from operating activities
Receipts from customers
118,337110,990
Net interest paid
(3,523)(2,920)
Payments to suppliers and employees
(72,004)(67,687)
Income tax paid
(6,923)(5,944)
Net cash provided by operating activities
14.2
35,88734,439
Cash flows from investing activities
Payments for property, plant and equipment
(2,777)(991)
Payments for intangible assets
(10,646)(11,404)
Payments for acquisition
-(22,438)
Advances to related party
26-(100)
Net cash used in investing activities
(13,423)(34,933)
Cash flows from financing activities
Net proceeds from term loans-22,500
Transaction costs relating to renewal of subordinated notes-(648)
Payments of lease liabilities
(1,293)(558)
Dividends paid (net of Dividend Reinvestment Plan)
(17,016)(16,741)
Net cash used/from financing activities(18,309)4,553
Net increase in cash and cash equivalents
4,1554,059
Cash and cash equivalents at the beginning of the year
44,67040,611
Cash and cash equivalents at the end of the year
14.1
48,82544,670
The accompanying notes form an integral part of these financial statements.
88

NZX Annual Report 2024
Notes to the Group Financial Statements
For the year ended 31 December 2024
1. Reporting entity and statutory base
Reporting entity
These consolidated financial statements are for NZX Limited (the Company) and its subsidiaries (together referred to as the
Group) as at and for the year ended 31 December 2024.
The Group operates New Zealand securities, derivatives and energy markets, including maintaining the infrastructure on
which they operate. It provides funds management services including KiwiSaver, superannuation, managed funds and
Exchange Traded Funds (ETFs), as well as developing and operating wealth management platforms for other providers. It
also provides a range of information and data to support market growth and development in the securities and dairy sectors.
The Company is incorporated and domiciled in New Zealand, registered under the Companies Act 1993 and is an FMC
reporting entity under the Financial Markets Conduct Act 2013 (FMCA). These financial statements have been prepared in
accordance with the Companies Act 1993 and the Financial Reporting Act 2013. The Company is listed and its ordinary
shares are quoted on the NZX Main Board. The company also has listed debt which is quoted on the NZX debt market.
Basis of preparation
The Group financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting
Practice (NZ GAAP). They comply with New Zealand equivalents to International Financial Reporting Standards (NZ IFRS)
and other applicable Financial Reporting Standards, as appropriate for profit oriented entities. The financial statements also
comply with International Financial Reporting Standards (IFRS).
The measurement basis adopted in the preparation of these financial statements is historical cost, modified by the
revaluation of certain financial instruments as identified in the accompanying notes. These financial statements are presented
in New Zealand Dollars ($), which is the Group's functional currency. All financial information presented in New Zealand
dollars has been rounded to the nearest thousand, except when otherwise indicated.
Basis of consolidation
The Group financial statements are prepared by consolidating the financial statements of all the entities that comprise the
Group, being the Company and its subsidiaries. Consistent accounting policies across the parent and all subsidiaries are
employed in the preparation and presentation of the Group financial statements.
i. Business combinations
Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on
which control is transferred to the Group. On acquisition, the assets, liabilities and contingent liabilities of a subsidiary are
measured at their fair values at the date of acquisition. In determining the fair value of assets acquired, the Group assesses
identifiable intangible assets including brands, intellectual property, software, management rights and any other identifiable
intangible assets using recognised valuation methodologies and with reference to suitably qualified experts. Any excess of
the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill.
ii. Investments in subsidiaries
Subsidiaries are entities controlled by the Group. The financial statements of subsidiaries are included in the consolidated
financial statements from the date that control commences until the date that control ceases.
In preparing the Group financial statements all intercompany balances and transactions, and unrealised profits arising within
the Group are eliminated in full.
iii. Investment in associate
Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial
and operating policies. Investments in associates are accounted for using the equity method. They are initially recognised
at cost, including transaction costs. Subsequent to initial recognition, the consolidated financial statements include the
Group's share of the profit or loss and other comprehensive income of the associate, until the date on which significant
influence ceases.
89
7. Financial Statements

NZX Annual Report 2024
Accounting policies
Accounting policies that summarise the measurement basis used and are relevant to the understanding of the financial
statements are provided throughout the accompanying notes.
The accounting policies adopted have been applied consistently throughout the periods presented in these
financial statements.
A number of new standards, amendments to standards and interpretations are effective for annual periods beginning on
or after 1 January 2025, and have not been applied in preparing these financial statements. The Group does not plan to
adopt these standards early. None of these standards are expected to have a significant effect on the financial statements of
the Group.
Presentational changes
Certain amounts in the comparative information have been reclassified to ensure consistency with the current
year's presentation.
Accounting estimates and judgements
The preparation of the financial statements in conformity with NZ IFRS requires management to make judgements, estimates
and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and
expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future
periods affected.
The principal areas of judgement for the Group, in preparing these financial statements, including information about
assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next
financial year, are set out in:
•Note 3 Intangible assets
•Note 4 Goodwill
•Note 6 Acquisitions and change in value of contingent consideration
•Note 18 Leases
•Note 24 Share based payments
2. Non-GAAP measures
EBITDA is a non-GAAP performance measure and differs from the NZ IFRS profit for the year. The Group’s definition of
EBITDA may not be comparable with similarly titled performance measures and disclosures by other entities.
Reconciliation of EBITDA to NZ IFRS profit for the year:
2024
$000
2023
$000
Profit for the year25,49013,554
Income tax expense7,9085,652
Profit before income tax33,39819,206
Adjustments for:
- Net finance expense3,5453,432
- Depreciation and amortisation expense17,97116,764
- Loss on disposal of assets58
- Gain on lease modification(9)(15)
- Impairment loss on goodwill3,700-
- Change in fair value of contingent consideration(10,862)530
- Share of profit of associate(565)(1,031)
EBITDA47,18338,894
90

NZX Annual Report 2024
The Group has presented the EBITDA performance measure in addition to NZ IFRS profit for the year, as this performance
measure is used internally in conjunction with other measures to monitor performance and make investment decisions.
EBITDA is calculated by adjusting profit from operations to exclude the impact of taxation, net finance expense,
depreciation, amortisation, loss on disposal of assets, gain on lease modification, change in fair value of contingent
consideration, impairment loss on goodwill and share of profit of associate.
3. Intangible assets
Intangible assets are initially measured at cost. The direct costs associated with the development of software and website
assets are capitalised only if the expenditure can be measured reliably, the development of the intangible asset is technically
and commercially feasible, future economic benefits are probable and the Group intends to and has sufficient resources to
complete the development of the asset. Otherwise, it is recognised in profit or loss as incurred. The cost of intangible assets
acquired in a business combination is their fair value at the date of the acquisition. Intangible assets with a finite life are
amortised from the date the asset is ready for use on a straight-line basis over its estimated life which is as follows:
•Software and websites:1 – 9 years
•Brands, trademarks, and rights to use brands: 2 – 10 years
•Data archives, customer lists, databases, and other IP: 3 years
•Management rights: 16 – 25 years
At each reporting date, the Group reviews the carrying amounts of its intangible assets to determine whether there is any
indication that those assets have suffered an impairment loss. This is outlined in note 5.
Where estimated useful lives or recoverable values have diminished due to technological change or market conditions,
amortisation is accelerated.
Software and
websites
$000
Brands,
Trademarks
and rights to
use Brands
$000
Data archives,
customer lists,
databases,
and other IP
$000
Management
rights
$000
Intangible
work in
progress
$000
Total
$000
Gross carrying amount
Balance at 1 January 202376,9011821,45843,1167,286128,943
Additions123229-32,20111,30743,860
Disposals(71)----(71)
Transfer from WIP12,300---(12,300)-
Balance at 31 December 202389,2534111,45875,3176,293172,732
Additions80---10,83010,910
Transfer from WIP14,644---(14,644)-
Balance at 31 December 2024103,9774111,45875,3172,479183,642
Accumulated amortisation
Balance at 1 January 202352,996127-7,227
-
60,350
Amortisation expense10,151113-2,985-13,249
Disposals(36)----(36)
Balance at 31 December 202363,111240-10,212
-
73,563
Amortisation expense10,3191334863,225-14,163
Balance at 31 December 202473,43037348613,437-87,726
Net Book Value
As at 1 January 202323,905551,45835,8897,28668,593
As at 31 December 202326,1421711,45865,1056,29399,169
As at 31 December 202430,5473897261,8802,47995,916
91
7. Financial Statements

NZX Annual Report 2024
4. Goodwill
Carrying amountNote
2024
$000
2023
$000
Balance at beginning of the year
50,58730,222
Acquired on acquisition of QuayStreet Asset Management (QS)6
-20,365
Impairment loss on goodwill5
(3,700)-
Balance at end of the year
46,88750,587
A cash generating unit (CGU) to which goodwill has been allocated is tested for impairment annually, and whenever there
is an indicator of impairment based on the performance of the CGU relative to expected future performance and other
relevant factors.
The directors have carried out impairment testing with the key assumptions set out in note 5, which resulted in a $3.7 million
impairment of goodwill in the Energy business (refer note 5).
5. Impairment tests
Indefinite life intangible assets are reviewed for impairment annually. They are also reviewed for impairment whenever there
are indicators of impairment, as are finite life intangible assets.
A summary of the CGUs to which intangible assets have been allocated as at 31 December 2024 is outlined below:
Software &
websites
$000
Other finite
life
intangible
$000
Indefinite
life
intangible
$000
Work in
progress
$000
Total other
intangible
$000
Goodwill
$000
Other net
assets /
(liab.)
$000
1
Total
$000
Cash generating unit
Smart (excl. QS)
3,00029,9692,344181
35,494
20,730(1,980)
54,244
QuayStreet
-29,588--
29,588
20,365(11,271)
38,682
Wealth Technologies
23,134--1,553
24,687
1,494(376)
25,805
Energy
458---
458
4,020-
4,478
Direct data
-989--
989
278-
1,267
Other
Other intangible assets
3,955--745
4,700
--
4,700
30,54760,5462,3442,47995,91646,887(13,627)129,176
1Other net assets / (liabilities) includes current assets, fixed assets, liabilities and deferred tax of subsidaries that are attributable to CGU's.
Impairment test
For the year ended 31 December 2024, the directors have reviewed all intangible assets for impairment using discounted
cash flow analysis, comparable EBITDA multiple analysis and/or other factors as appropriate to the asset being tested. All
impairment tests have been undertaken on a value in use basis, except for Energy where a fair value less cost of disposal
basis is used.
Key assumptions used in the calculation of recoverable amounts in discounted cash flow analysis are consistent with
those used and disclosed in the financial statements for the year ended 31 December 2023 unless indicated otherwise.
Discounted cash flow analysis using a forecast period of five years was used for all CGUs, other than Energy where the
forecast period matches the remaining contractual period plus an expected renewal period. The analysis also uses a WACC
rate of 10.6% (2023: 10.8%) and was stress tested at higher rates. The terminal growth rate used to extrapolate cash flow
projections beyond five years was 1.75% (2023: 2.5%). Management has assessed the long term economic outlook data
available, and assessed that the use of this terminal growth rate was appropriate given the change in interest rates. Where
relevant, EBITDA multiples were used to cross-check the discounted cash flow analysis for established businesses.
92

NZX Annual Report 2024
Due to changes in the strategic direction of the QuayStreet business resulting in the ongoing effective operation on a
standalone basis from 2024 the Group has assessed the QuayStreet business as a separate CGU from the remaining Smart
business (Smart (excluding QS) CGU) which is a assessed as a single CGU. In 2023 the entire Smart business was assessed as
a single CGU.
The review of the carrying values of goodwill and intangible assets has determined that all the CGUs have recoverable
amounts exceeding their carrying values, with the exception of the Energy business (which is included in the Markets
segment) where an impairment expense of $3.7 million has been recognised against goodwill. In 2024 the Electricity
Authority invoked the renewal clause in NZX’s energy contracts for a three-year period to 30 June 2027. In 2027 the
Electricity Authority is expected, in accordance with government policy, to tender the energy contracts. The current
assessment of the carrying value of the energy contracts intangible asset, which has resulted in an impairment, takes into
account the renewal pricing terms, the changes in energy contracts during the current contractual term, and the expected
terms of a successful retendering in 2027.
No other impairment is required for the year ended 31 December 2024 (2023: Nil).
Further information on specific assumptions (other than the general assumptions outlined above) underlying the CGU
discounted cash flow analysis is set out below.
5.1. Smart (excluding QS)
The Group holds the following intangible assets used by the Smart (excluding QS) CGU:
•Smart Exchange Traded Funds management rights acquired between 2004 - 2006 for a total value of $2.344 million. The
management rights are held in the Group accounts with an indefinite life, as there is no expiry date for these rights and
they are expected to apply indefinitely;
•SuperLife management rights which were acquired on 1 January 2015 for $15.772 million and goodwill of
$20.730 million. The management rights are held in the Group accounts as a finite life intangible asset and amortised on
a straight line basis over 20 years; and
•ASB Superannuation Master Trust management rights which were acquired on 11 February 2022 for $25.000 million. The
management rights are held in the Group accounts as a finite life intangible asset and amortised on a straight line basis
over 25 years.
The principal assumption on which the discounted cash flows for the Smart (excluding QS) CGU are dependent is the future
level of funds under management (FUM), which is assumed to grow through both net cash flows and market growth, driving
FUM based revenue. FUM based revenue would have to reduce by 36% (2023: 29% including QuayStreet revenue) in the
five year forecast period, where FUM is expected to increase 60% (2023: 58% including QuayStreet FUM) in the five year
forecast period, to indicate an impairment in the intangibles carrying value.
The Group considers the FUM growth assumption reasonable based on historic experience and Smart's (excluding QS) five
year strategic plan.
5.2. QuayStreet
The Group holds the following intangible assets used by the QuayStreet CGU:
•QuayStreet Asset Management (QuayStreet) management rights and brand and goodwill which were acquired on
23 February 2023 for $32.430 million and $20.365 million respectively. The management rights are held in the Group
accounts as a finite life intangible asset and amortised on a straight line basis over 16 - 25 years (refer note 6). The brand
is held in the Group accounts as a finite life intangible asset and amortised on a straight line basis over 2 years.
The principal assumption on which the discounted cash flows for the QuayStreet CGU are dependent is the future level of
funds under management (FUM), which is assumed to grow through both net cash flows and market growth, driving FUM
based revenue. FUM based revenue would have to reduce by 34% (2023: not applicable) in the five year forecast period,
where FUM is expected to increase 44% (2023: not applicable) in the five year forecast period, to indicate an impairment in
the intangibles carrying value.
The Group considers the FUM growth assumption reasonable based on historic experience and QuayStreet's five year
strategic plan.
5.3. Wealth Technologies
The carrying value of the Wealth Technologies CGU includes platform development and client migration assets with a net
book value of $24.687 million, and related goodwill of $1.494 million.
93
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NZX Annual Report 2024
The principal assumptions on which the discounted cash flows for the Wealth Technologies CGU are dependent is the future
level of funds under administration (FUA) which is assumed to grow through both bringing new clients on to the platforms
and current client growth, driving FUA based revenue. FUA based revenue would have to reduce by 21% (2023: 20%) in the
five year forecast period, where FUA is expect to increase 317% (2023: 281%) in the five year forecast period, to indicate an
impairment in the intangibles carrying value.
The Group considers the FUA growth assumptions reasonable given the growth nature of Wealth Technologies and based
on the continued interest from current, future and potential customers.
5.4. Energy
The carrying value of the Energy CGU includes software with a net book value of $0.458 million relating to the trading,
pricing, clearing and reconciliation of spot market electricity, and goodwill of $4.020 million (after impairment in 2024).
The recoverable amount (which is equal to the carrying value) of the Energy CGU was based on fair value less cost of
disposal, estimated using discounted cashflows. The fair value measurement was categorised as Level 3 fair value based on
the inputs (which are not based on observable market data) in the valuation technique used.
This business has a significant reliance on service provider contracts it has in place with the Electricity Authority (EA). The
contracts mature mid 2027 and it is expected that the contracts will be tendered, in accordance with government policy. As a
result of these service provider contracts, NZX has certainty of minimum cash flows to be received over the contract period,
along with additional contracted consulting revenue, and a reasonable expectation of contract renewal based on previous
contract renewals, which supports the current carrying value of the Energy CGU. The non-renewal of contracts would result in
further impairment of the carrying value of the Energy CGU.
Revenue and costs are assumed to grow consistently in line with inflation in accordance with the current contracts terms and
conditions, which is considered reasonable based on historic experience.
5.5. Investment in associate
NZX acquired a 33.33% shareholding in GlobalDairyTrade Holdings Limited (GDT) effective 30 June 2022 which has been
recognised as an investment in associate.
Accounting standards require full impairment testing to be undertaken on an investment in an associate only where there is
objective evidence of a potential impairment event that has a negative impact on future cash flows.
The Group has reviewed for indicators of impairment and no indicator of impairment existed as at 31 December 2024
(31 December 2023: none).
6. Acquisitions and change in value of contingent consideration
QuayStreet Asset Management
On 23 February 2023 Smartshares Limited (Smart) acquired the management rights and associated assets of QuayStreet
Asset Management (QuayStreet) from Craigs Investment Partners Group (CIP Group) . The terms of that acquisition,
including consideration transferred and assets acquired and liabilities assumed are detailed in the Group's Annual Report for
the year ended 31 December 2023.
6.1. Change in fair value of contingent consideration
Potential earnout consideration of up to $18.75 million is payable based on net FUM inflows from the CIP Group into
QuayStreet and Smart's products over a three-year period.
The terms of the earnout payment are as follows:
Maximum earnout
$000
Earnout 1 - payable, prorata, on cumulative qualifying net FUM inflows from the CIP Group from
24 November 2022 - 23 November 2023, with the maximum amount payable where cumulative
qualifying net FUM inflows over that period are $250m.
$6,250
Earnout 2 - payable, prorata, on cumulative qualifying net FUM inflows from the CIP Group from
24 November 2022 - 23 November 2024, with the maximum amount payable where cumulative
qualifying net FUM inflows over that period are $525m.
$11,250 less any
amount paid under
Earnout 1
94

NZX Annual Report 2024
Maximum earnout
$000
Earnout 3 -
- first component - payable only where cumulative qualifying net FUM inflows from the CIP Group
from 24 November 2022 - 23 November 2025 exceed $800m.
- second component - payable, prorata on cumulative qualifying net FUM inflows from CIP Group
from 24 November 2022 - 23 November 2025 in excess of $800m, with the maximum amount
payable where cumulative qualifying net FUM inflows over that period are $1.2 billion.
First component:
$3,750
Second component:
$3,750
The fair value recognised at acquisition reflected management's expectation of the probability of achieving the earnout
targets at acquisition, discounted to present value. As a result of reassessing these probabilities based on post acquisition
qualifying net FUM inflows as at 31 December 2024, and an unwind of the present value discount, the provision has been
adjusted downwards by $10.862 million (2023: $0.530 million increase from the unwind of the present value discount).
At 31 December 2024 the contingent consideration is $3.201 million (31 December 2023: $14.064 million), split between
current liabilities of $3.201 million (31 December 2023: $10.737 million) and non-current liabilities of $nil (31 December
2023: $3.327 million).
A payment of $3.201 million was made in January 2025 for Earnout 2.
7. Segment reporting
The Group has five revenue generating commercial operations segments, as described below, which are the Group‘s
strategic business areas, and a corporate segment which has limited revenue but includes all costs that are shared across
the organisation.
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating
Decision Maker (CODM). The CODM, who is responsible for allocating resources and assessing performance of the
operating segments, has been identified as the Group CEO. The CODM assesses performance of the combined Markets
businesses (i.e. the Capital Markets Origination, Secondary Markets and Information Services revenue generating segments)
as a single segment, being an integrated business that supports the growth of New Zealand capital markets. The
performance of Funds Management (Smart), Wealth Technologies and Corporate businesses are assessed separately.
Additionally, NZX Regulation Limited (NZ RegCo) is a stand-alone, independently-governed agency which performs all
of NZX's front line regulatory functions. NZ RegCo is structurally separate from the Group's commercial operations and
consequently the CODM for the Regulation business is the NZ RegCo CEO.
The reportable commercial operations segments are:
•Markets:
–Capital Markets Origination - provider of issuer services for current and prospective customers;
–Secondary Markets - provider of trading and post-trade services for securities and derivatives markets operated by
NZX, provider of a central securities depository and market operator for Fonterra Co-Operative Group, the Electricity
Authority and the Ministry for the Environment;
–Information Services - provider of information services for the securities and derivatives markets, and analytics for the
dairy sector;
•Funds Management (Smart) - manager of funds, including KiwiSaver, superannuation, managed funds and Exchange
Traded Funds (ETFs); and
•Wealth Technologies - funds administration provider and custodian.
The Group’s revenue is allocated into each of the reportable segments. Expenses incurred are allocated to the segments
only if they are direct and specific expenses to one of the segments. The remaining expenses that relate to activities shared
across the group are reported in the Corporate segment.
The Group's assets and liabilities are allocated into each of the revenue generating segments, apart from those assets and
liabilities that are utilised on a shared basis, which are allocated to the corporate segment.
95
7. Financial Statements

NZX Annual Report 2024
Segmental information for the year ended 31 December 2024
Capital
Markets
Origination
$000
Secondary
Markets
$000
Info.
Services
$000
Markets
sub-
total
$000
Funds
(Smart)
$000
Wealth
Tech.
$000
Corp.
$000
NZX
Commercial
Operations
sub-total
$000
NZ
RegCo
$000
NZX
Group
Total
$000
Operating revenue
17,01825,99319,91262,92344,0069,729102
116,760
3,996
120,756
Operating expenses
(20,539)(22,270)(5,144)(21,681)
(69,634)
(3,939)
(73,573)
Operating earnings
(EBITDA)
1
42,38421,7364,585(21,579)47,1265747,183
Segment assets
89,549122,07628,55342,007
282,185
249
282,434
Segment liabilities
(41,620)(47,115)(4,097)(62,809)
(155,641)
204
(155,437)
Net assets
47,92974,96124,456(20,802)126,544453126,997
1EBITDA is not a defined performance measure in NZ IFRS. Please refer to Note 2 for more information.
Segmental information for the year ended 31 December 2023
Capital
Markets
Origination
$000
Secondary
Markets
$000
Info.
Services
$000
Markets
sub-
total
$000
Funds
(Smart)
$000
Wealth
Tech.
$000
Corp.
$000
NZX
Commercial
Operations
sub-total
$000
NZ
RegCo
$000
NZX
Group
Total
$000
Operating revenue
16,04525,12719,72360,89536,9576,81683
104,751
3,636
108,387
Operating expenses
(20,017)(18,667)(5,207)(21,544)
(65,435)
(4,058)
(69,493)
Operating earnings
(EBITDA)
1
40,87818,2901,609(21,461)39,316(422)38,894
Segment assets
86,596123,87925,63439,956
276,065
405
276,470
Segment liabilities
(35,533)(56,235)(1,985)(65,963)
(159,716)
617
(159,099)
Net assets
51,06367,64423,649(26,007)116,3491,022117,371
1EBITDA is not a defined performance measure in NZ IFRS. Please refer to Note 2 for more information.
Geographical information
In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of
direct customers. Segment non-current assets are based on the geographical location of the assets.
Revenue
2024
$000
2023
$000
New Zealand99,92884,972
United States5,9057,582
Australia
3,2093,641
Other
11,71412,192
Total revenue
120,756108,387
Non-current assets
31 December
2024
$000
31 December
2023
$000
New Zealand186,919194,224
Total non-current assets
186,919194,224
96

NZX Annual Report 2024
8. Operating revenue
Revenue is recognised when an entity satisfies the performance obligation and transfers control of goods or services to
a customer. Revenue is recognised at the transaction price amount allocated to the performance obligation. The specific
revenue recognition criteria for the classes of revenue are as follows:
a. Capital Markets Origination
•Listing and issuance fees consist of revenue from annual listing fees (net of an allocation to NZ RegCo), initial listing fees
and subsequent capital raising fees. Initial and subsequent listing fees are recognised when the listing or subsequent
capital raising event has taken place. Annual listing fees are billed on 30 June for the following 12 month period and are
recognised on a straight line basis over this 12 month period.
b. Secondary Markets
•Participant services revenue consist of annual participant fees (net of an allocation to NZ RegCo) and initial participant
fees. Initial participant fees are recognised when the participant's application has been approved. Annual participant
fees are billed on 30 June for the following 12 month period and are recognised on a straight line basis over this 12
month period.
•Securities trading fees arise from the trading of debt and equity securities, which are recognised at trade date.
•Securities clearing fees relate to debt and equity clearing and settlement, which are recognised at settlement date (which
is two days after initial trade date).
•Dairy derivatives fees relate to the trading, clearing and settlement of derivatives by SGX, net of fees retained by SGX.
Trading and clearing fees are recognised at trade date. Settlement fees are recognised at settlement date.
•Market operations revenue arises from the provision of post-trade systems and technology services for the energy, carbon
auction and Fonterra Shareholders markets, and from the provision of development services for the energy and carbon
auction markets. Revenues are recognised over the period the service is provided.
c. Information Services
•Securities information revenue relates to the provision of securities and derivatives market data, which is recognised over
the period the service is provided.
•Dairy data subscription revenue relates to the provision of data and analysis for the dairy sector, which is recognised over
the period the service is provided.
•Connectivity revenue relates to the provision of connectivity and access to NZX operated markets for market participants
and data vendors, which is recognised over the period the service is provided.
d. Funds Management (Smart)
•Funds management revenue relates to funds under management based fees and administration fees, which are
recognised over the period the service is provided and at the transaction price amount allocated to the performance
obligation which is determined based on a percentage of FUM or a fixed price per member. Fees are generally calculated
daily and billed monthly.
e. Wealth Technologies
•Wealth Technologies revenue relates to platform administration fees and development fees, which are recognised over
the period the service is provided.
f. Regulation (NZ RegCo)
•Regulation revenue is recognised over the period the service is provided. Additionally, there is an allocation of annual
listing fees and annual participant fees and an internal allocation to reflect regulatory support services provided to
NZX Limited.
g. Corporate
•Other Corporate revenue relates to miscellaneous services provided by the Group (including the sublease of excess office
space), which is recognised over the period the service is provided.
97
7. Financial Statements

NZX Annual Report 2024
2024
$000
2023
$000
Listing and issuance fees17,01816,045
Total Capital Markets Origination revenue17,01816,045
Participant services513540
Securities trading4,2793,696
Securities clearing7,5816,324
Dairy derivatives3,2523,551
Market operations10,36811,016
Total Secondary Markets revenue25,99325,127
Securities information16,47816,269
Dairy data subscriptions606598
Connectivity revenue2,8282,856
Total Information Services revenue19,91219,723
Funds Management revenue44,00636,957
Wealth Technologies revenue9,7296,816
Regulation revenue3,9963,636
Other Corporate revenue10283
Total operating revenue
120,756108,387
98

NZX Annual Report 2024
9. Operating expenses
Note
2024
$000
2023
$002
Gross personnel costs
(54,359)(49,641)
Less capitalised labour
8,0226,374
Net personnel costs
(46,337)(43,267)
Information technology
(15,210)(13,768)
Professional fees
(4,191)(3,737)
Marketing
(1,518)(1,673)
Directors' fees26.2
(630)(509)
Remuneration paid to Group auditors
(470)(397)
Other operating expenses
(5,517)(6,466)
Capitalised overheads
1,6441,539
Acquisition, integration and restructure costs
(1,344)(1,215)
Total operating expenses(73,573)(69,493)
Remuneration paid to Group auditors
2024
$000
2023
$002
Audit and review of NZX Group and subsidiary statutory financial statements
(314)(304)
Total audit fees
(314)(304)
Annual depository assurance engagement of New Zealand Depository Limited
(6)(6)
Assurance and agreed-upon procedures engagements for Smartshares Limited
(92)(87)
Assurance engagements of the Group's Scope 1 and 2 GHG emissions
(58)-
Total other audit related services
(156)(93)
Total remuneration paid to Group auditors
(470)(397)
The Group's auditors also provide financial statement audits and regulatory assurance engagements to a number of the
funds managed by Smart. The amount paid in relation to these audits was $594,000 (2023: $360,000).
10. Net finance expense
2024
$000
2023
$000
Interest income2,3362,189
Interest on lease liabilities(935)(972)
Other interest expense(4,722)(4,275)
Amortised borrowing costs(212)(389)
Net (loss)/gain on foreign exchange(12)15
Net finance expense(3,545)(3,432)
99
7. Financial Statements

NZX Annual Report 2024
11. Funds held on behalf of third parties
31 December
2024
$000
31 December
2023
$000
Bond deposits
1,9151,960
Collateral deposits
25,70119,742
27,61621,702
The bond deposits represent balances deposited by issuers, required as a condition of listing on NZX's markets. Funds
lodged as bond deposits are interest bearing and are recognised at the amounts deposited which represent fair value. There
is an equal and opposite amount disclosed under current liabilities for the total amount repayable to issuers.
The collateral deposits represent balances deposited by participants to cover margins on outstanding settlement obligations
for the cash market and mutualised default fund contributions (currently nil; 2023: nil). Funds lodged as margin collateral
and mutualised default fund contributions are interest bearing and are recognised at the amounts deposited which
represent fair value. There is an equal and opposite amount disclosed under current liabilities for the total amount repayable
to participants.
12. Taxation
Tax expense comprises current and deferred tax. Current and deferred tax is recognised as an expense or income in the
Income Statement, as there is no current or deferred tax related to items credited or debited directly to equity or other
comprehensive income.
Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit
or loss for the year, using tax rates enacted or substantively enacted by the reporting date, and any adjustment to tax
payable in respect of previous years. Current tax for current and prior periods is recognised as a liability (or asset) to the
extent that it is unpaid (or refundable).
Deferred tax is recognised in respect of temporary differences arising from differences between the carrying amount of
assets and liabilities in the financial statements and the corresponding tax base of those items.
In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to
the extent that it is probable that sufficient taxable income will be available against which deductible temporary differences
or unused tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the
temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a
business combination) which affects neither taxable income nor accounting profit. Furthermore, a deferred tax liability is not
recognised in relation to taxable temporary differences arising from the initial recognition of goodwill.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period(s) when the
asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been enacted
or substantively enacted by the reporting date. The measurement of deferred tax liabilities and assets reflects the tax
consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the
carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset when they relate to income taxes
levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.
100

NZX Annual Report 2024
12.1. Income tax expense recognised in profit or loss
2024
$000
2023
$000
Tax expense comprises:
Current tax expense
7,9946,049
Prior period adjustment
161146
Deferred tax relating to the origination and reversal of temporary differences
(247)(543)
Total tax expense7,9085,652
The prima facie income tax expense on pre-tax accounting profit from continuing operations reconciles to the income tax
expense in the financial statements as follows:
2024
$000
2023
$000
Profit before income tax expense
33,39819,206
Income tax calculated at 28%
(9,351)(5,378)
Tax adjustments
1,328(288)
(8,023)(5,666)
Prior period adjustment
(161)(146)
Tax credits
276160
(7,908)(5,652)
12.2. Current tax liability
2024
$000
2023
$000
Balance at beginning of the year
(1,912)(665)
Current year charge
(7,994)(6,049)
Prior period adjustment
(313)(193)
Tax paid
6,9234,995
Balance at end of year
(3,296)(1,912)
101
7. Financial Statements

NZX Annual Report 2024
12.3. Deferred tax liability
2024
$000
2023
$000
Balance at beginning of the year
(11,396)(2,984)
Current year movement
247543
Deferred tax on acquisition
-(9,001)
Prior period adjustments
18446
Balance at end of the year
(10,965)(11,396)
Deferred tax balance comprises:
Employee entitlements
1,4041,619
Doubtful debts
4557
Property, plant and equipment, and intangibles
(13,902)(14,467)
Leases
920760
Other
568635
(10,965)(11,396)
12.4. Imputation credit account
2024
$000
2023
$000
Imputation credits available for use in subsequent reporting periods
7,8297,402
13. Earnings per share and net tangible assets per share
13.1. Earnings per share
Basic earnings per share is calculated by dividing the profit for the year by the weighted average number of ordinary shares
outstanding during the period. An adjustment to take into account the shares and rights issued under the various employee
share plans (refer to Notes 22 and 24) is made to the weighted average number of shares used in the calculation of the
diluted earnings per share.
a. Basic earnings per share
20242023
Profit for the year ($000)
25,49013,554
Weighted average number of ordinary shares for the purpose of earnings per share
(in thousands)325,745321,752
Basic earnings per share (cents per share)7.84.2
b. Diluted earnings per share
20242023
Profit for the year ($000)
25,49013,554
Weighted average number of total shares and rights for the purpose of earnings per share
(in thousands)
330,983326,426
Fully diluted earnings per share (cents per share)7.74.2
102

NZX Annual Report 2024
13.2. Net tangible assets per share
Basic net tangible assets per share is calculated by dividing the net tangible assets at year end by the weighted average
number of ordinary shares outstanding during the period. An adjustment to take into account the shares and rights issued
under the various employee share plans (refer to Notes
22 and 24) is made to the weighted average number of shares used
in the calculation of the diluted net tangible assets per share.
a. Basic net tangible assets per share
31 December
2024
$000
31 December
2023
$000
Net assets
126,997117,371
Less:
Goodwill
(46,887)(50,587)
Intangible assets
(95,916)(99,169)
Investment in associate
(18,343)(17,642)
Net tangible assets/(liabilities)
(34,149)(50,027)
Weighted average number of ordinary shares for the purpose of net tangible assets per
share (in thousands)325,745321,752
Basic net tangible assets/(liabilities) per share (cents per share)
(10.48)(15.55)
b. Diluted net tangible assets per share
31 December
2024
$000
31 December
2023
$000
Net assets
126,997117,371
Less:
Goodwill
(46,887)(50,587)
Other intangible assets
(95,916)(99,169)
Investment in associate
(18,343)(17,642)
Net tangible assets/(liabilities)
(34,149)(50,027)
Weighted average number of total shares and rights for the purpose of net tangible assets
per share (in thousands)330,983326,426
Fully diluted net tangible assets/(liabilities) per share (cents per share)
(10.32)(15.33)
103
7. Financial Statements

NZX Annual Report 2024
14. Cash and cash equivalents and cash flow reconciliation
14.1. Cash and cash equivalents
Cash comprises:
31 December
2024
$000
31 December
2023
$000
Cash at bank
27,02524,670
Bank deposits
1,800-
Cash and cash equivalents28,82524,670
Cash at bank - restricted
14,00020,000
Bank deposits - restricted
6,000-
Cash and cash equivalents - restricted20,00020,000
Cash and cash equivalents - total48,82544,670
Restricted cash and cash equivalents relates to balances held for risk capital requirements by the Clearing House and is not
available for general cash management use by the Group. In addition, cash and cash equivalents includes amounts of up to
$6.3 million as at 31 December 2024 (31 December 2023: up to $4.7 million) that are held by subsidiaries to comply with
regulatory requirements and are not available for general use by other entities within the Group.
14.2. Reconciliation of profit for the year to net cash provided by operating activities
2024
$000
2023
$000
Profit for the year
25,49013,554
Adjustments for:
Share based payment arrangements
1,0161,200
Depreciation and amortisation expense
17,97116,764
Amortisation of borrowing costs
187367
Change in fair value of contingent consideration
(10,862)530
Disposal of assets
535
Gain on lease modification
(9)(15)
Loss on goodwill impairment
3,700-
Share of profit of associate
(565)(1,031)
(Increase)/decrease in receivables and prepayments
(3,200)1,358
Increase in trade payables and other liabilities
1,2011,969
Increase in current tax liability
1,384297
Decrease in deferred tax liability
(431)(589)
Net cash provided by operating activities
35,88734,439
104

NZX Annual Report 2024
15. Receivables and prepayments
Receivables and prepayments are initially recognised at the fair value of the amounts to be received. They are subsequently
measured at amortised cost (using the effective interest method) less impairment losses, if any.
31 December
2024
$000
31 December
2023
$000
Trade receivables
4,8334,322
Provision for doubtful debts
(161)(205)
Net trade receivables
4,6724,117
Prepayments
5,3314,546
Accrued interest
202-
Accrued income
8,7697,111
Advances to related party
100100
Total current receivables and prepayments
19,07415,874
Movement in provision for doubtful debts
The Group applies the simplified approach in providing for expected credit losses prescribed by NZ IFRS 9, which permits
the use of the lifetime expected credit loss provision for all trade receivables. The provision for impairment losses are either
individually or collectively assessed based on number of days overdue. The Group takes into account the historic loss
experience and incorporates forward looking information and relevant macroeconomic factors.
The Group maintains a provision for impairment losses when there is objective evidence of its customers being unable to
make required payments and also makes a provision for doubtful debts on all balances greater than 60 days overdue.
2024
$000
2023
$020
Balance at beginning of the year
(205)(186)
Amounts written off during the year
54-
Increase in provision recognised in profit or loss
(10)(19)
Balance at end of the year
(161)(205)
16. Property, plant and equipment
Property, plant and equipment is carried at cost less accumulated depreciation and impairment. The cost of the assets is the
value of the consideration given to acquire the assets and the value of other directly attributable costs incurred in bringing
the assets to the location and condition necessary for their intended use.
Depreciation is recognised in the Income Statement and is calculated on a straight line basis so as to write off the net cost
of each asset over its expected useful life to its estimated residual value. Leasehold improvements are depreciated over the
period of the lease or estimated useful life, whichever is the shorter, using the straight line method. The estimated useful
lives, residual values and depreciation method are reviewed at the end of each annual reporting period.
The following estimated useful lives are used in the calculation of depreciation:
•Computer equipment: 3 - 7 years
•Furniture and equipment: 2 - 10 years
•Leasehold improvements: 5 - 15 years
•Motor vehicles: 3 years
105
7. Financial Statements

NZX Annual Report 2024
Computer
equipment
$000
Furniture and
equipment
$000
Leasehold
improvements
$000
Motor
Vehicles
$000
Capital work
in progress
$000
Total
$000
Gross carrying amount
Balance at 1 January 20234,4902,8148,275451,92917,553
Additions291110--406807
Disposals---(45)-(45)
Transfers from WIP1,076-1,079-(2,155)-
Balance at 31 December 20235,8572,9249,354-18018,315
Additions52861--2,1792,768
Disposals(981)(151)---(1,132)
Transfer from Tangible WIP35081,997-(2,355)-
Balance at 31 December 20245,7542,84211,351-419,951
Accumulated depreciation
Balance at 1 January 20233,3751,6702,09145
-
7,181
Depreciation expense760342631--1,733
Disposals---(45)-(45)
Balance at 31 December 20234,1352,0122,722-
-
8,869
Depreciation expense934351812--2,097
Disposals(977)(150)---(1,127)
Balance at 31 December 20244,0922,2133,534--9,839
Net Book Value
As at 1 January 20231,1151,1446,184-1,92910,372
As at 31 December 20231,7229126,632-1809,446
As at 31 December 20241,6626297,817-410,112
17. Investment in associate
NZX has a 33.33% interest (ownership and voting) in GlobalDairyTrade Holding Limited (GDT). GDT is the leading global
physical trading platform for dairy and provides a sustainable foundation for NZX's dairy derivatives business. GDT's place of
incorporation and principal place of business is New Zealand.
To allow GDT to retain its earnings for reinvestment into the growth and expansion of the business there is a contractual
restriction on the payment of dividends from GDT to shareholders until 31 July 2025.
The Group's interest in GDT has been accounted for as an investment in an associate and has been measured by applying
the equity method.
The following tables summarise the financial information of GDT as included in its own financial statements and reconciles
the summarised financial information to the carrying amount of the Group's interest in GDT.
106

NZX Annual Report 2024
i) Summarised financial position of associate not adjusted for the percentage ownership held by the Group:
31 December
2024
$000
31 December
2023
$000
Current assets19,53418,636
Non-current assets4,1362,615
Total assets23,67021,251
Current liabilities4,7025,730
Non-current liabilities1,545202
Total liabilities6,2475,932
Net assets
17,42315,319
ii) Reconciliation to carrying amount:
2024
$000
2023
$000
Net assets at beginning of the year
15,31912,742
Profit for the year
1,6963,093
Other comprehensive income
408(516)
Dividends paid
--
Net assets at end of the year
17,42315,319
Group's share in %
33.33%33.33%
Group's share of net assets
5,8075,106
Goodwill and intangibles
12,53612,536
Carrying amount at end of the year18,34317,642
18. Leases
On entering into a contract, the Group determines whether the contract contains a lease that conveys the right to control the
use of an identified asset for a period of time in exchange for consideration. Determining whether there is a right of control
involves the assessment of whether the contract involves the use of an identified asset, whether the Group has the right to
obtain substantially all of the economic benefits from use of that asset through the period of use, and whether the Group has
the right to direct the use of the asset.
As a lessee
The Group recognises a right-of-use asset and a lease liability at the lease commencement date.
The right-of-use asset is initially measured at cost net of any lease incentives received and is subsequently depreciated using
the straight-line method from the commencement date to the end of the lease term.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement
date, discounted at the Group’s incremental borrowing rate or the interest rate implicit in the lease, if this can be determined.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change
in future lease payments arising from a change in an index or rate or if the Group changes its assessment of whether it will
exercise a purchase, extension or termination option, with a corresponding adjustment made to the carrying value of the
right-of-use asset.
The Group has elected not to recognise right-of-use assets and lease liabilities for short term leases (lease term less than 12
months) or leases of low-value assets.
107
7. Financial Statements

NZX Annual Report 2024
Detail of leases for which the Group is a lessee are presented below:
Right-of-use assets
Property
leases
$000
Other
leases
$000
Total
$000
Balance at 1 January 202318,65255219,204
Modification during the year
-(42)(42)
Depreciation expense for the year
(1,562)(220)(1,782)
Balance at 31 December 2023
17,09029017,380
Modification during the year
-(8)(8)
Depreciation expense for the year
(1,502)(209)(1,711)
Balance at 31 December 2024
15,5887315,661
Other leases includes leases of IT and office equipment.
During the year, the Group modified a lease of IT equipment to reduce the equipment leased. This resulted in a partial
derecognition from the right-of-use assets and lease liabilities. The partial derecognition impact was a net gain on lease
modification which is recognised in the income statement.
Lease liabilities
31 December
2024
$000
31 December
2023
$000
Maturity analysis - contractual undiscounted cash flows
Up to one year
2,1162,250
One to two years
2,1052,292
Two to five years
5,9256,142
More than five years
16,70218,671
Total undiscounted lease liabilities
26,84829,355
Lease liabilities included in the statement of financial position
19,75121,061
Current
1,2431,291
Non-current
18,50819,770
Property leases for the Group's Wellington and Auckland offices give the Group the right to renew the lease at the end of the
current contracted period for a further 5 year term.
As a lessor
On entering into a lease as a lessor, the Group assesses whether the lease transfers to the lessee substantially all of the risk
and rewards of ownership of the underlying asset. Where such a transfer is assessed to occur, the lease is recognised as a
finance lease; otherwise it is recognised as an operating lease.
Where the Group is an intermediate lessor, its interest in the head lease and the sub-lease are accounted for separately, with
the sub-lease classification assessed with reference to the right-to-use asset arising from the head lease.
The Group recognises lease payments received under operating leases as income on a straight-line basis over the lease term
as part of other corporate revenue.
108

NZX Annual Report 2024
The Group has sub-leased part of one of its property leases since September 2022. The sub-lease is for a short term period,
has not transferred substantially all of the risks and rewards of the underlying asset, and is classified as an operating lease
accordingly. Income related to this short term sub-lease for the current year was $91,000 (2023: $51,000). A maturity analysis
of operating lease payments, showing the undiscounted lease payments to be received after the reporting date is set
out below:
31 December
2024
$000
31 December
2023
$000
Maturity analysis - contractual undiscounted cash flows
Up to one year
71115
One to two years
-79
Two to five years
--
Total undiscounted minimum lease payments receivable
71194
19. Trade payables
Trade payables and accruals are initially recognised at fair value less transaction costs (if any). They are subsequently
measured at amortised cost using the effective interest method.
31 December
2024
$000
31 December
2023
$000
Trade payables
3,0422,415
Goods and services tax payable
693845
Accrued expenses
5,2984,225
Accrued interest
119119
9,1527,604
20. Other liabilities
Note
31 December
2024
$000
31 December
2023
$000
Employee benefits
9,9989,012
Unearned income
8,8469,400
Other provisions
900900
Contingent consideration6
3,20110,737
Other current liabilities
269792
Total current other liabilities
23,21430,841
Contingent consideration6
-3,327
Total non-current other liabilities
-3,327
Total other liabilities
23,21434,168
109
7. Financial Statements

NZX Annual Report 2024
21. Interest bearing liabilities
31 December
2024
$000
31 December
2023
$000
Term loans22,50022,500
Subordinated notes40,00040,000
Total drawn debt62,50062,500
Capitalised borrowing costs (net of amortisation)
(1,057)(1,244)
Net interest bearing liabilities
61,44361,256
21.1. Subordinated notes
The subordinated notes are quoted on the NZX debt market. The subordinated notes have a 15 year term, maturing 20 June
2033, with election dates at 5 yearly intervals from the issue date until maturity.
The current interest rate (6.80%; prior to 20 June 2023: 5.40%) is fixed until the second election date (20 June 2028), at
which point NZX may reset the interest rate. On the election date investors may either retain their subordinated notes (at the
reset interest rate) or elect to redeem their subordinated notes.
NZX may defer the payment of interest at any time at its discretion, but will be subject to penalty interest of an additional
4.0% per annum until the next interest payment date at which unpaid and deferred interest is paid.
The terms of the subordinated notes offer include a financial covenant requiring that debt that ranks in priority to the
subordinated notes, less unrestricted cash, may not exceed 1.5 times operating earnings (being EBITDA and non-cash
items, and capital gains/losses). A breach of the financial covenant is not an event of default, but may prevent NZX paying
dividends to shareholders, if it has failed on two consecutive test dates. The subordinated notes financial covenant has been
met throughout the year.
The subordinated notes have been recognised initially at fair value less directly attributable transaction costs, and are
subsequently measured at amortised cost using the effective interest method, as required by NZ IFRS 9.
21.2. Bank overdraft, revolving credit and term loan facilities
The Group has access to bank overdraft, revolving credit, term loan and liquidity facilities, which have an expiry date of
26 February 2027 (extendable by mutual agreement).
The overdraft facility provides the Group with flexibility in its working capital management. The facility limit is $3.0 million
(2023: $3.0 million). The bank may require repayment by making a written demand. The effective interest rate of the facility
at 31 December 2024 was 8.33% (2023: 8.18%). The overdraft facility was undrawn at 31 December 2024 and 2023.
The revolving credit facility provides the Group with additional flexibility in its working capital management. The facility limit
is $7.0 million (2023: $7.0 million). The revolving credit facility was undrawn at 31 December 2024 and 2023.
The term loan facility provides the Group with acquisition funding. The current facility limit is $30.0 million (2023:
$27.5 million). In 2023, the current Group term loan facility was utilised to fund the acquisition of the management rights
and associated assets of QuayStreet Asset Management (note 6), with $22.5 million drawn down at 31 December 2024
(31 December 2023: $22.5 million). The effective interest rate of the facility at 31 December 2024 was 7.69% (31 December
2023: 7.80%).
The liquidity facility was established on 1 February 2024 and provides the Clearing House with a $20 million line of credit
(note 25.7b). Use of the facility is limited to situations where a participant default has occurred. The liquidity facility was
undrawn at 31 December 2024 (31 December 2023: not applicable).
The bank facilities are unsecured and contain two financial covenants which have been met throughout the year:
•The ratio of interest bearing debt to EBITDA shall not exceed 3.5 times; and
•The ratio of EBITDA to interest shall exceed 4.0 times.
110

NZX Annual Report 2024
22. Shares on issue
The Company had 327,022,314 fully paid ordinary shares as at 31 December 2024 (31 December 2023: 324,205,366 fully
paid ordinary shares). The holders of ordinary shares are entitled to receive dividends as declared and are entitled to one
vote per share at meetings.
On 3 March 2023 the Company issued 6,569,069 ordinary shares in partial satisfaction of the purchase price for the
management rights and associated assets of QuayStreet Asset Management (note 6).
The Dividend Reinvestment Plan applied to dividends during the year (2023: applied to all dividends) , resulting in the issue
of 2,503,613 ordinary shares (2023: 2,364,865). Additionally 313,335 shares (2023: 562,072) were issued as share based
payments - refer to Note 24).
As at 31 December 2024, the Company has 5,199,429 performance rights on issue under the Long Term Incentive Plan
(31 December 2023: 4,731,933) to the members of its executive and management teams and to its CEO pursuant to its Long
Term Incentive Plan. The performance rights give the holder options to acquire ordinary shares in the Company, which may
be exercised if certain performance hurdles are met and the performance rights vest. Until the performance rights vest, none
are quoted on the NZX Main Board. Refer to Note 24.
Movement in share capital
Number$000
Balance at 1 January 2023
314,709,360108,470
Issue of ordinary shares
9,496,00610,584
Share based payments accrual
-1,138
Cancellation of non-vesting rights
-(58)
Balance at 31 December 2023
324,205,366120,134
Issue of ordinary shares
2,816,9482,863
Share based payments accrual
-962
Cancellation of non-vesting rights
-(514)
Balance at 31 December 2024
327,022,314123,445
23. Dividends
20242023
For year
ended
Cents per
share
Total $000Cents per
share
Total $000
Dividends paid
March 2023 - Final31 Dec 22
3.19,756
October 2023 - Interim31 Dec 23
3.09,685
March 2024 - Final31 Dec 23
3.110,050
October 2024 - Interim31 Dec 24
3.09,775
Total dividends paid for the year
6.119,8256.119,441
The Dividend Reinvestment Plan applied to all dividends paid in 2024 (2023: applied to all dividends).
Refer to Note 29 for details of the final 2024 dividend.
111
7. Financial Statements

NZX Annual Report 2024
24. Share based payments
24.1. CEO incentive plans
a. CEO Long Term Incentive Plan - 2021
In 2021, the CEO was issued 550,449 performance rights under a long term incentive plan (CEO Long Term Incentive Plan
- 2021). Each of these performance rights gave the CEO an option to acquire one ordinary share in NZX. The CEO may
exercise the options if the performance rights vest. Vesting of the performance rights was dependent on NZX meeting
performance hurdles in respect of total shareholder return (TSR) growth and on the CEO remaining an employee of the NZX
Group for the duration of the vesting period.
Vesting of the performance rights was dependent on TSR growth over the vesting period. TSR growth of 7.40% per annum
would result in 50% of the TSR growth related performance rights being vested; TSR growth of 9.40% would result in 100%
being vested; and TSR growth between 7.40% and 9.40% would result in between 50.1% to 99.9% being vested on a linear,
pro-rata basis.
The vesting period was from 10 September 2021 to 6 April 2024.
There was a cap of $4,253,772 on the maximum value of performance rights that can vest.
The cost of the performance rights was measured based on the fair value at the date granted using an appropriate pricing
model. The cost was recognised over the term, with a corresponding increase in equity. The cumulative expense at each
reporting date reflected the extent to which the vesting period had expired and was the best estimate of the number of
performance rights that will vest. The expense in the reporting period of $37,000 (2023: $149,000) is the movement in
cumulative expense and is recognised in personnel costs.
During the period the Group assessed the CEO share scheme on vesting. The TSR growth per annum over the vesting
period was (13.54)% which was below the lower TSR hurdle of 7.40% per annum. As the Performance Target had not been
met, the 550,449 performance rights issued under the Scheme were redeemed. The Group reclassified within Equity the
$385,000 fair value of the shares during the period.
b. CEO Short Term Incentive Plan (STI#2)
The CEO Short Term Incentive Bonus Scheme was agreed during the period. Under the Scheme the CEO is entitled to
discretionary amount of up to $300,000 per financial performance year (service period), subject to key performance hurdles
detailed below, with the assessed performance value after tax used to purchase NZX shares (on market). The acquired shares
will be held in escrow with 50% vested on the first anniversary of the payment being confirmed, and the remaining 50%
vested on the second anniversary of the payment being confirmed. The CEO is entitled to the economic benefit of dividends
accrued during the escrowed period.
For the 2024 financial year the key performance hurdles are TSR growth over the year of at least 9.39% resulting in 50% of
the incentive being awarded, with 100% being awarded at 13.39% TSR growth (and 50.1% to 99.9% being awarded on a
linear, pro-rata basis), subject to Board discretion.
The TSR growth per annum over the service period was 42.6% which was above the higher TSR hurdle of 13.39% per annum.
As the Performance Target has been met, 100% of the incentive has been awarded.
The cost of the Scheme is measured based on the fair value at the date granted. The cost is recognised over the service
period; accrued through personnel costs, with a corresponding increase in equity and reflects the extent to which the service
period has expired. The expense in the reporting is $225,000.
24.2. NZX Employee Long Term Incentive Plan
The NZX Employee Long Term Incentive Plan was implemented in 2018. Under the terms of the NZX Employee Long
Term Incentive Plan, NZX offers selected employees performance rights, which are subject to certain entitlement criteria
before performance rights may vest and the holder can acquire shares in NZX at nil cost. Once vested and exercised the
performance rights entitle the holder to receive one share for each performance right at nil cost to employees. If the vesting
conditions are not met or waived, the performance rights will lapse.
The NZX Employee Long Term Incentive Plan is offered on a three to six year term, with 1,764,117 performance rights issued
to participants during 2024 (2023: 1,303,598).
The cost of the performance rights is measured based on the fair value at the date granted using an appropriate pricing
model. The cost is recognised over the term of the scheme, with a corresponding increase in equity. The cumulative expense
112

NZX Annual Report 2024
at each reporting date reflects the extent to which the vesting period has expired and is the best estimate of the number
of performance rights that will vest. The expense or credit in the reporting period of $710,000 (2023: $989,000) is the
movement in cumulative expense and is recognised in personnel costs.
24.3. NZX Employee Shares
During the year $1,000 (gross) worth of NZX ordinary shares were issued to each new employee at nil cost to employees to
encourage staff engagement and shareholder alignment.
25. Financial instruments
The Group’s activities expose it to a variety of financial risks including credit risk, liquidity risk and market risk (including
foreign currency risk and interest rate risk).
The board of directors has overall responsibility for the establishment and oversight of the Group’s risk management
framework, including the management of financial risk. The board has established an Audit and Risk Committee
(Committee), which is responsible for developing and monitoring the Group’s financial risk management policies (except
for those relating to clearing and settlement activities discussed below). The Committee reports regularly to the board of
directors on its activities.
The Group undertakes securities clearing and settlement activities for the listed equities, debt and derivatives markets
through its clearing house New Zealand Clearing and Depository Corporation Limited (NZCDC or the Clearing House).
These activities expose NZCDC and the Group to several significant financial risks. Management of these risks is the
responsibility of the Clearing Committee of the NZX Board as well as the board of directors of NZCDC. Regular reporting is
provided to the NZX Board on the risk management activities.
The specific financial risks faced by the Group, the way in which they are managed and their impact on the financial
statements are discussed below.
25.1. Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations. Credit risk arises from three principal sources:
•Receivables from customers arising in the normal course of business;
•Investment of surplus cash with financial institutions;
•The activities of the Clearing House, which is discussed separately in section 25.7.
Excluding Clearing House activities, NZX has no significant concentrations of credit risk from general customers, with
receivable balances spread across a broad portfolio of customers. NZX does not require collateral to be provided against
receivables incurred in the ordinary course of business, although listed issuers and participants in NZX's equity and debt
markets are required to provide a bond that may be called upon in the event of default on financial obligations.
The status of trade receivables at the reporting date was as follows:
31 December
2024
$000
31 December
2023
$000
Not past due4,2193,288
Past due 0 - 30 days303692
Past due > 30 days311342
Gross trade receivables
4,8334,322
113
7. Financial Statements

NZX Annual Report 2024
In summary, trade receivables are determined to be impaired as follows:
31 December
2024
$000
31 December
2023
$000
Gross trade receivables4,8334,322
Individual impairment(51)(74)
Collective impairment(110)(131)
Net trade receivables
4,6724,117
The movement in the provision for doubtful debts in respect of trade and other receivables during the year is set out in
note 15.
For investment of surplus cash balances, the Group follows treasury policies that require investments to be held only
with high credit quality counterparties and sets limits on the Group's exposure to individual counterparties. The individual
counterparty limits are set as follows:
•The greater of $35 million or 60% of cash and cash equivalents for registered banks that operate in New Zealand with a
minimum credit rating of AA-; and
•The greater of $17.5 million or 30% of total cash and cash equivalents for other institutions with a minimum credit rating
of A-.
25.2. Foreign exchange risk
NZX primarily derives revenues and incurs expenses in NZD. In some cases, however, receipts and payments are in foreign
currencies (principally USD and AUD). NZX utilises foreign currency receipts to offset purchases denominated in foreign
currencies. The Group determines forward exposures, and considers these in line with internal policies and procedures. It
may enter into forward exchange agreements to keep any exposure to an acceptable level, though no such contracts were
considered necessary in the current or prior financial year. Monetary assets and liabilities are kept to an acceptable level by
buying or selling foreign currencies at the spot rate.
25.3. Interest rate risk
NZX is exposed to interest rate risk in that future interest rate movements will affect the interest that it receives on interest
bearing assets and pays on interest bearing liabilities. NZX does not currently use any derivative products to manage interest
rate risk.
The interest period for the Subordinated Note ($40 million) is fixed until the next election date (20 June 2028) at which point
the interest rate may be reset (refer to note 21).
The Group's investment assets, particularly those designated as risk capital, are generally required to be readily convertible
into cash. These are therefore held as bank deposits at floating rates of interest or invested in short term interest bearing
assets for up to 12 months. This reduces the risk of movements in the market value of financial investments, but increases the
Group's exposure to changes in cash flows as a result of short term movements in interest rates.
As at balance date, none of the Group's investments were subject to interest periods of greater than 12 months.
An analysis of the sensitivity of the Group's earnings to movements in interest rates is shown below. As at 31 December
2024 the Group's interest bearing liabilities exceeded its interest bearing assets (2023: interest bearing liabilities exceeded
its interest bearing assets), hence an increase in interest rates would have had a negative impact on earnings (2023:
negative impact).
114

NZX Annual Report 2024
2024
$000
2023
$000
Effect on net profit before income tax:
1% increase in interest rate(41)(92)
1% decrease in interest rate4192
This above information is calculated using:
•the Group's cash balances;
•the Group's interest bearing liabilities; and
•the balances of application and redemption trust accounts of $7.6 million (2023: $6.7 million), where Smart collects fees
based on interest earned (in respect of balances held in those accounts between the cash receipt date and the date they
are used to complete applications into and distributions from the Funds managed by Smart).
25.4. Liquidity risk management
Liquidity risk is the risk that the Group will be unable to realise its assets on a sufficiently timely basis to meet its financial
liabilities as they fall due. Liquidity risk arises from the general activities of the Group as well as in specific situations in the
operation of the Clearing House. Clearing House liquidity risk is discussed in section 25.7.
The Group manages its general liquidity risk by maintaining adequate cash reserves, maintaining a sufficient term to
maturity for its interest bearing liabilities and maintaining adequate overdraft and working capital facilities to provide it the
flexibility to absorb predicted variability in cash flows. It continuously monitors forecast and actual cash flows to assist with
determining the appropriate levels of cash reserves and borrowing capacity.
The table below summarises the Group's exposure to liquidity risk based on the undiscounted contractual cash flows and
maturities of term debt.
Interest bearing liabilities
Total
contractual
cash flows
$000
Less than 1
year
$000
1-2 years
$000
2-5 years
$000
More than
5 years
$000
31 December 2024
(89,352)(4,451)(4,451)(30,930)(49,520)
31 December 2023
(90,274)(4,385)(25,489)(8,160)(52,240)
25.5. Accounting classification and fair values
The fair value of the financial instruments, which comprise cash and cash equivalents, funds held on behalf of third parties,
receivables, trade payables, other liabilities and interest bearing liabilities, approximates their carrying amounts in these
accounts. The subordinated notes have a fair value of $41.07 million (2023: $39.81 million).
25.6. Energy Clearing House
NZX, through its subsidiary Energy Clearing House Limited (ECH), is the electricity market operation service provider
responsible for ensuring that market participants pay or are paid the correct amount for the electricity they generated or
consumed. ECH also manages the prudential security requirements of participants, intended to ensure payers can meet their
obligations in the market.
At 31 December 2024, ECH has outstanding payables and receivables for the purchase and sale of electricity. These items
are not recorded in the Group’s statement of financial position, because the energy market participants have accepted the
risks associated with electricity settlement.
In discharging its obligations under the Electricity Industry Participation Code, ECH is required to ensure that purchasers
maintain adequate levels of prudential security which is calculated daily. Participants can comply with this obligation in a
number of ways, including third party guarantees, letters of credit, deposits of cash with the ECH or hedging mitigation.
ECH holds cash deposit security on trust, and does not recognise the security provided in its statement of financial position.
There was $28,488,406 cash held from such deposits at 31 December 2024 (2023: $16,697,887).
115
7. Financial Statements

NZX Annual Report 2024
25.7. Clearing House counterparty risk
The Clearing House acts as a central counterparty to trades undertaken on NZX’s financial products markets. Executed
trades Clearing House are immediately novated and replaced by two separate and independent transactions, such that the
Clearing House as central counterparty becomes the buyer to every sell trade and the seller to every buy trade. As the buy
and sell settlements resulting from all transactions that are novated to the Clearing House offset each other, the Group is not
directly exposed to price movements in the underlying equities or derivatives, unless a clearing participant defaults.
On the equity market, for the period between trade date and settlement date, the Clearing House is exposed to credit
risk as a clearing participant may become unable to meet its obligations to the Clearing House, for example if it became
insolvent. Should a buying participant fail to pay cash, the Clearing House must still meet its obligations to buy the financial
products from the selling participant. In these circumstances, the Clearing House is subject to market price risk on the
financial products acquired as if the price of the financial products falls, the Clearing House may incur a loss on the disposal
of those financial products. In addition, the Clearing House also faces liquidity risk, as it may be unable to realise sufficient
cash on the scheduled settlement date to pay for the financial products it is acquiring.
Where the defaulting participant has outstanding sell trades to settle, the Clearing House may purchase those financial
products in order to deliver them to the buying participant. In so doing, the Clearing House is again exposed to market and
liquidity risk.
a. Credit risk
Counterparty credit risk is primarily managed in two ways. Firstly, through imposing requirements on participants, including
minimum capital adequacy requirements, that aim to ensure that participants maintain sufficient capital and liquidity to
meet their obligations to the Clearing House on an ongoing basis. Secondly, through calculating margin requirements
on participants' open positions and requiring participants to post this margin as collateral as security for the trades.
Margin requirements are calculated for each participant based on that participant’s unsettled transactions in each
financial
product. Margin rates for each financial product are based on the underlying characteristics of the financial product and
its price volatility. Margin requirements are calculated daily using current market prices. Each day, margin requirements
are compared to collateral held and a margin call made where necessary. Participants are then required to post additional
eligible collateral. Eligible collateral includes cash and financial products (including S&P/NZX 50 listed securities). Financial
products provided as collateral are subject to a prudential value discount, commonly referred to as a "haircut".
In addition, counterparty credit risk for the derivatives market is also managed through the mutualised default fund.
Derivatives Clearing Participants are required to make contributions to the mutualised default fund based on the level
of their uncovered stress losses. Contributions are recalculated on a quarterly basis, or as required. Contributions must
be provided in NZD or USD. The mutualised default fund can be applied to meet settlement obligations of a defaulting
participant on the derivatives market. With no current trading in equity derivatives, contributions to the mutualised default
fund are $nil.
The Group may also be exposed to counterparty credit risk through New Zealand Clearing Limited (NZCL) by acting as
central counterparty for securities lending transactions. Where the securities lending facility is utilised, NZCL is exposed to
the full principal value of each loan and NZCL requires collateral to be posted equal to 105% of the loan. All loans are
revalued on a daily basis and additional collateral required where appropriate. In 2024 and 2023, the securities lending
facility was not utilised by any Clearing Participants.
The Clearing House is also subject to counterparty credit risk relating to the investment of cash with financial institutions,
including the Clearing House's own surplus cash and risk capital as well as the collateral and mutualised default fund
contributions. The Clearing House has its own treasury policy and investment policy to manage the credit risk, including
limits on the Clearing Houses' exposure to individual counterparts as follows:
•Unlimited for amounts held within New Zealand Depository Limited (NZDL) Exchange Settlement Accounts (ESAS) at the
Reserve Bank of New Zealand
•Up to $300 million and 50% of total exposure with registered banks with a minimum credit rating of AA
•Up to $200 million and 40% of total exposure with registered banks with a minimum credit rating of AA-
•Up to $75 million and 20% of total exposure with registered banks with a minimum credit rating of A+
•Up to $50 million and 20% of total exposure with registered banks with a minimum credit rating of A
The Clearing House must only invest in Reserve Bank of New Zealand or New Zealand registered banks, except that foreign
currency can be invested in foreign bank branches that are appointed as a settlement bank.
116

NZX Annual Report 2024
b. Liquidity risk
Liquidity risk is managed through a combination of the collateral held from participants, the Clearing House's own cash
reserves, a mutualised default fund applicable to the derivatives market and a
specific liquidity facility which provides short
term liquidity in the event of a participant default.
Collateral from the defaulting participant would be applied towards meeting the settlement obligations on the other side
of the trade. The Clearing House also holds risk capital in cash and highly liquid investments, which is available to meet
the obligations of defaulted transactions. Additionally, derivatives Clearing Participants provide contributions to a mutualised
default fund which can be applied to meeting settlement obligations of a defaulting participant on the derivatives market.
With no current trading in equity derivatives, contributions to the mutualised default fund are $nil. As at 31 December 2024
the Clearing House held risk capital of $20 million (
31 December 2023: $20 million).
In addition, from 1 February 2024 the Clearing House has a $20 million line of credit with a major NZ bank which may be
utilised where a participant default has occurred (note 21.2); this facility does not require any collateral to be utilised. Prior
to 1 February 2024 the Clearing House had an agreement with a major New Zealand fund manager to provide liquidity
support in the form of $50 million of securities or cash. Use of this facility was limited to situations where a participant default
has occurred and could be used to obtain liquidity in the form of securities or cash, collateralised against cash or eligible
securities provided by the Clearing House to the Fund Manager.
c. Market risk
The risk that the Clearing House will realise a loss from liquidating securities that it becomes the owner of as a result
of a participant default is managed by maintaining
sufficient participant collateral and default capital (i.e. risk capital and
mutualised default fund capital) to absorb projected losses. Any losses incurred are initially funded from the defaulting
participant's margin collateral. Should this be insufficient to cover the losses, then these must be met from the Clearing
House's own risk capital. For the derivatives market, the mutualised default fund will also be applied, with the defaulting
participants contributions to the mutualised default fund used first, followed by $10m of the Clearing House's risk capital,
then non-defaulting participants contributions to the mutualised default fund, before the final amount of the Clearing
House's risk capital will be applied. With no current trading in equity derivatives, contributions to the mutualised default fund
are $nil. The Clearing House regularly stress tests clearing participant exposures against the total amount of margin collateral
and default capital resources.
Clearing balances outstanding at the end of the period were as follows:
31 Dec 2024
$000
31 Dec 2023
$000
Cash market transactions
1
NZCL to receive from Clearing Participants - in NZD20,11611,749
NZCL to pay to Clearing Participants - in NZD20,11611,749
Aggregate absolute value of all net outstanding cash market settlement transactions -
in NZD
88,09048,127
Collateral held to cover outstanding settlement positions
Cash - in NZD25,70119,742
1All of these outstanding transactions were settled subsequent to 31 December 2024.
117
7. Financial Statements

NZX Annual Report 2024
26. Related party transactions
26.1. Transactions with key management personnel
Key management personnel comprises the Group’s senior management team. Key management personnel compensation
comprised the following:
2024
$000
2023
$000
Short-term employee benefits
5,8555,930
Share-based payments
513468
6,3686,398
26.2. Transactions with directors and other entities NZX directors are associated with
The Company regularly enters into transactions under normal commercial terms and conditions with other entities that some
of the directors may sit on the board of or are employed by.
NZX directors fees for the year were $629,500 (2023: $509,452) (refer to Note 9).
In addition fees paid to independent directors of Group subsidiary boards were $389,500 (2023: $333,000).
Two directors on the GDT board are representatives of NZX Limited and no directors' fees are paid by GDT to
those directors.
26.3. Transactions with managed funds
Management and other fees are received from the funds managed by wholly owned subsidiary Smart and are included in
the Income Statement as funds management revenue (refer to note 8). During 2023 the Group provided an advance of
$100,000 to the Smart's funds to assist with working capital management which remains receivable.
Transaction values for the year
ended 31 December
Balance outstanding as at
31 December
2024
$000
2023
$000
2024
$000
2023
$000
Services to/amounts owed from Managed Funds44,12136,7105,5704,422
Services from/amounts owed to Managed Funds--(1,890)(1,618)
26.4. Transactions with associate
On 30 June 2022 the Group acquired a 33.33% stake in GlobalDairyTrade Holding Limited (GDT) (note 17).
Transaction values for the year
ended 31 December
Balance outstanding as at
31 December
2024
$000
2023
$000
2024
$000
2023
$000
Services to/amounts owed from Associate2513--
Services from/amounts owed to Associate(24)(21)(50)(26)
26.5. General
All outstanding balances with related parties are priced and are to be settled in cash subsequent to the reporting date. None
of the balance is secured. No expense has been recognised in the current year or prior year for bad or doubtful debts in
respect of amounts owed by related parties.
118

NZX Annual Report 2024
27. Contingent liabilities
In New Zealand there has been increased regulatory focus on market participant compliance for entities such as the
Group. Accordingly, there has been an increase in the number of matters on which the Group engages with its regulators
including matters such as financial market conduct, reporting and disclosure obligations, tax treatments, and product
disclosure documentation. In the normal course of business the Group may be subject to actual or possible claims and court
proceedings. Where relevant, expert legal advice is obtained and, in light of such advice, provisions and/or disclosures as
deemed appropriate are made.
There were no contingent liabilities as at 31 December 2024 and 31 December 2023.
28. Capital commitments
31 December
2024
$000
31 December
2023
$000
Capital expenditure commitments:
Intangible development
112828
Tangible development
-1,150
1121,978
29. Subsequent events
Dividend
Subsequent to balance date the board declared a final 2024 dividend (fully imputed) of 3.1 cents per share, to be paid on
2 April 2025 (with a record date of 19 March 2025).
119
7. Financial Statements

Independent Auditor's Report
NZX Annual Report 2024
120

© 2025 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited,
a private English company limited by guarantee. All rights reserved.

Independent Auditor’s Report
To the Shareholders of NZX Limited (G roup)
Report on the audit of the consolidated financial statements
Opinion
We have audited the accompanying consolidated
financial statements which comprise:
the consolidated statement of financial position as
at 31 December 2024;
the consolidated income statement, statements of
other comprehensive income, changes in equity
and cash flows for the year then ended; and
notes, including material accounting policy
information and other explanatory information.

In our opinion, the accompanying consolidated
financial statements of NZX Limited (the Company)
and its subsidiaries (the Group) on pages 85 to 119
present fairly in all material respects:
the Group’s financial position as at 31
December 2024 and its financial
performance and cash flows for the year
ended on that date;
In accordance with New Zealand
Equivalents to International Financial
Reporting Standards (NZ IFRS) issued by
the New Zealand Accounting Standards
Board and the International Financial
Reporting Standards issued by the
International Accounting Standards Board.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)). We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We are independent of NZX Limited in accordance with Professional and Ethical Standard 1 International Code
of Ethics for Assurance Practitioners (Including International Independence Standards) (New Zealand) issued by
the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including International Independence
Standards) (IESBA Code), as applicable to audits of financial statements of public interest entities. We have also
fulfilled our other ethical responsibilities in accordance with Professional and Ethical Standards 1 and the IESBA
Code.
Our responsibilities under ISAs (NZ)(Revised) are further described in the Auditor’s responsibilities for the audit
of the consolidated financial statements section of our report.
Our firm has provided other services to the Group in relation to regulatory and controls assurance and agreed-
upon procedures. We also provide financial statement audit and regulatory assurance services to the funds
managed by the Group. Subject to certain restrictions, partners and employees of our firm may also deal with
the Group on normal terms within the ordinary course of trading activities of the business of the Group. These
matters have not impaired our independence as auditor of the Group. The firm has no other relationship with, or
interest in, 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 in the current period. We summarise below those matters and our key audit
procedures to address those matters in order that the Shareholders as a body may better understand the
process by which we arrived at our audit opinion.
Our procedures were undertaken in the context of and solely for the purpose of our audit opinion on the
consolidated financial statements as a whole and we do not express discrete opinions on separate elements of
the consolidated financial statements.
The key audit matter How the matter was addressed in our audit
Goodwill & other intangible assets impairment assessment
Refer to Note 5 to the financial
statements.
The group’s goodwill and other
intangible assets arise from
acquisitions and subsequent
capitalised costs that relate to a
number of different cash generating
units (CGUs) as described in Note 5 of
the financial statements. The goodwill
and other intangible assets are
significant, and the valuation models
used in the impairment tests include a
range of subjective assumptions about
the future performance of the cash
generating units.
We focus on the impairment tests for
the CGUs that we consider have a
higher risk of impairment. This
assessment is primarily based on the
level of judgement involved in the
underlying valuation model and market
conditions for the relevant CGU. The
CGU we consider to be higher risk was
Energy.
For the CGUs we determined to have a higher risk of impairment, our
audit procedures included:
— Comparing the cash flow forecasts to budgets and assessing
forecasting accuracy by comparing current year actual
performance to prior year budgets.
— Assessing the significant assumptions applied to the revenue
forecasts by comparing to contracts, forecast inflation rates, and
assessing likelihood of contract renewal.
— Assessing the cost forecasts against management’s business
plans, actual expenditure incurred and forecast inflation rates.
— Comparing the discount rate used to our own independently
determined rate and evaluating terminal growth rates against
long-term inflation forecasts.
Based on our analysis, the assumptions and judgements used by the
Directors in the Group’s impairment assessments results in a
recoverable amount that is within an acceptable range.

Other information
The Directors, on behalf of the Group, are responsible for the other information. The other information comprises
information included in the Annual Report, but does not include the financial statements and our auditor’s report
thereon.
Our opinion on the consolidated financial statements does not cover any other information and we do not
express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements our responsibility is to read the other
information and in doing so, consider whether the other information is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit or otherwise appears materially
misstated.
If, based on the work we have performed, we conclude there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.

Use of this independent auditor’s report
This independent auditor’s report is made solely to the Shareholders. Our audit work has been undertaken so
that we might state to the Shareholders those matters we are required to state to them in the independent
auditor’s report and for no other purpose. To the fullest extent permitted by law, none of KPMG, any entities
directly or indirectly controlled by KPMG, or any of their respective members or employees, accept or assume
any responsibility and deny all liability to anyone other than the Shareholders for our audit work, this independent
auditor’s report, or any of the opinions we have formed.

Responsibilities of Directors for the consolidated financial
statements
The Directors, on behalf of the Group, are responsible for:
— the preparation and fair presentation of the consolidated financial statements in accordance with NZ
IFRS issued by the New Zealand Accounting Standards Board and the International Financial Reporting
Standards issued by the International Accounting Standards Board;
— implementing the necessary internal control to enable the preparation of a consolidated set of financial
statements that is free from material misstatement, whether due to fraud or error; and
— assessing the ability of the Group to continue as a going concern. This includes disclosing, as
applicable, matters related to going concern and using the going concern basis of accounting unless
they either intend to liquidate or to cease operations or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the consolidated
financial statements
Our objective is:
— to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error; and
— to issue an independent auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance but it is not a guarantee that an audit conducted in
accordance with ISAs NZ will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error. They 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 the
consolidated financial statements.

A further description of our responsibilities for the audit of the consolidated financial statements is located at the
External Reporting Board (XRB) website at:
https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1 -1/

This description forms part of our independent auditor’s report.
The engagement partner on the audit resulting in this independent auditor’s report is Brent Manning

For and on behalf of:

KPMG
Wellington
20 February 2025

Statutory Information
NZX Annual Report 2024
125

NZX Annual Report 2024
1. BUSINESS OPERATIONS
There have been no changes in core business undertakings
of NZX Limited (the 'Company' or 'NZX') or its subsidiaries
during the year.
2. INTERESTS REGISTER
NZX is required to maintain an interests register in which
particulars of certain transactions and matters involving the
directors must be recorded.
3. DIRECTORS' INTERESTS
The following are particulars of the disclosures of interest by
directors holding office during the accounting period.
DirectorInterestEntity
John
McMahon
Director and
Chair
Solution Dynamics
Limited
DirectorAofrio Limited
DirectorVital Limited
Dame Paula
Rebstock
Director and
Deputy Chair
Vector Limited
1
DirectorAIA New Zealand
Limited
DirectorAuckland One Rail
DirectorAsia Pacific Healthcare
Group
DirectorSealink New Zealand
DirectorBluecurrent Australia
and New Zealand
ChairNew Zealand Post
(commenced during
period)
ChairReview of New Zealand’s
competition framework
(commenced during
period)
Lindsay
Wright
2
CEO Funds
Management
Sun Hung Kai & Co
(ceased during period)
DirectorNavigator Global
Investments Limited
DirectorMilford ANZ (Milford
Australia Pty Limited and
Milford Asset
Management Limited
and subsidiaries -Milford
Funds Limited and
Milford Private Wealth
Limited)
Frank
Aldridge
DirectorClaybrook Holdings
DirectorAvion Private Limited
Shareholder
(indirect)
Craigs Investment
Partners Limited (CIP)

Elaine
Campbell
Chief Corporate
Officer and
General
Chorus Limited
DirectorInterestEntity
Counsel
(ceased during
period)
Executive GM,
Access
(commenced
during period)

Chorus Limited
Peter Jessup
Owner/DirectorKatipo Consulting Pty
Limited
Consultant to
assist with
developing
Accenture’s
(ANZ and
global) Capital
Markets
consulting and
Systems
Integration
business
(contractor)
Accenture
Rachel Walsh
Owner/DirectorRJ Consulting Limited –
management
consultancy services
DirectorChartered Accountants
ANZ (commenced
during period)
Member
Transition
Working Group
Asteron Life Limited
(commenced during
period)
DirectorIAG New Zealand
Limited and IAG (NZ)
Holdings Limited
(commenced during
period)
1Dame Paula Rebstock also acts as a director for a number of related companies of
Vector Limited relating to Vector metering.
2Lindsay Wright also acted as a director on a number of fund entities managed by
her employer (ceased during period).
4. INFORMATION USED BY DIRECTORS
There were no notices from directors of the Company
requesting to disclose or use Company Information
received in their capacity as directors that would not
otherwise have been available to them.
5. DIRECTORS’ REMUNERATION
Please see page 72 for a breakdown of individual and total
directors’ remuneration.
126

NZX Annual Report 2024
6. INDEMNIFICATION AND INSURANCE OF
DIRECTORS AND OFFICERS
NZX pays premiums in respect of directors’ liability
insurance. The policies do not specify a premium
for individuals.
The insurance provides cover against costs and expenses
involved in defending legal actions and any damages
or judgments awarded or entered against the individual,
settlements negotiated and any legal costs or expenses
awarded against the individual arising from a liability
to persons (other than the company or a related body
corporate) incurred in their position as a director unless
the conduct involves a wilful breach of duty, improper
use of insider information or position to gain any profit
or advantage or any criminal, dishonest, fraudulent or
malicious acts or omissions or any knowing or wilful
violation of any statute or regulation.
NZX has granted indemnities to NZX directors and NZX-
appointed directors of operating subsidiaries in relation to
potential liabilities and costs they may incur for acts or
omissions in their role as a director of NZX or an NZX
subsidiary. Similar exclusions to those described in the
previous paragraph on insurance apply.
7. SUBSIDIARY COMPANY DIRECTORS
The directors of all NZX subsidiaries during the year are
as follows:
Clearing House entities
New Zealand Clearing and Depository Corporation Limited
•Roger Bayly
•Felicity Gibson
•Graham Law
•Mark Peterson
New Zealand Clearing Limited
•Graham Law
•Mark Peterson
New Zealand Depository Limited
•Graham Law
•Mark Peterson
New Zealand Depository Nominee Limited
•Graham Law
•Mark Peterson
Other NZX subsidiaries
Energy Clearing House Limited
•Graham Law
•Mark Peterson
Smartshares Limited
•Guy Elliffe (independent director)
•Graham Law
•Mark Peterson
•John Williams (independent director)
Superlife Limited
•Graham Law
•Mark Peterson
Smart Investment Management Limited
•Graham Law
•Mark Peterson
NZX Wealth Technologies Limited
•Kathryn Jaggard
•Graham Law
•Mark Peterson
NZX WT Nominees Limited
•Graham Law
•Mark Peterson
NZX WT Nominees (Superannuation) Limited
•Graham Law
•Mark Peterson
NZX Regulation Limited
1
•Elaine Campbell
•Philippa Dunphy
•John Hawkins
•Michael Heron KC
•Trevor Janes
New Zealand Exchange Limited
•Graham Law
•Mark Peterson
NZX Holding No. 4 Limited
•Graham Law
•Mark Peterson
The directors of NZX’s subsidiary companies who are not
NZX employees or directors of NZX Limited, have declared
interests in the following entities:
Subsidiary
directors (Non-
NZX directors)
InterestEntity
Guy Elliffe
Corporate
Governance
Manager
Accident
Compensation
Corporation
John Hawkins
DirectorPines Apartments
Limited
DirectorIsola Trustees Limited
Michael Heron
KC
BarristerMike Heron KC
DirectorImmediation New
Zealand Limited
DirectorBritomart Chambers
Limited
1
David Thomas Hunt was appointed as a director of NZX Regulation Limited from 1 January 2025.
127
9. Statutory information

NZX Annual Report 2024
Subsidiary
directors (Non-
NZX directors)
InterestEntity
DirectorAgreeable Limited
DirectorLadsco Limited
(ceased during
period)
Kathryn
Jaggard
ConsultantNZX Limited
Philippa
Dunphy
DirectorTuatahi First Fibre
Limited
DirectorDangerous Goods
Compliance Limited
Trevor Janes
DirectorSelenium Corporation
Limited
DirectorRovert Investments
Limited
Please see page 72 for the total amount of remuneration
and other benefits which independent directors of an NZX
subsidiary were entitled to during 2024.
8. DONATIONS
During the year NZX made donations to charitable
organisations of $276. NZX does not make
political donations.
9. EMPLOYEE REMUNERATION
Please see page 71 for a breakdown of NZX
Group employees and former employees who received
remuneration and other benefits, including non-cash
benefits and share based remuneration in excess of
$100,000 per annum.
10. DIRECTOR TRANSACTIONS IN SECURITIES
OF THE PARENT COMPANY
DirectorSecurities held (legally
and beneficially) at
31 December 2024
(Subordinated Notes)
Securities held (legally
and beneficially) at
31 December 2024
(Ordinary Shares)
John
McMahon
Nil300,000
Dame
Paula
Rebstock
Nil15,922
Lindsay
Wright
Nil6,831
Frank
Aldridge
Nil100,577
Elaine
Campbell
Nil23,231
Peter
Jessup
Nil111,031
Rachel
Walsh
Nil49,869
11. AUDITORS
The external auditor of the parent company and the Group
is KPMG. They provide audit and other services, for which
their remuneration in 2024 was as follows:
Group $000
Audit of the financial statements314
Other audit related fees156
Total470
Other audit-related fees relate to the annual depository
assurance engagement of New Zealand Depository Limited,
the Net Tangible Assets procedures engagement and
controls audit of Smartshares Limited, and the assurance
engagement of the NZX Group’s Scope 1 and 2
GHG emissions.
12. TOP 20 SECURITY HOLDERS
The following table shows the names and holdings of
the 20 largest holders of NZX ordinary shares as at
31 December 2024:
Investor nameShares held% of issued
shares
Citibank Nominees (Nz) Ltd38,736,44211.85
JPMORGAN Chase Bank19,632,8226.00
Accident Compensation
Corporation
19,177,6545.86
Bnp Paribas Nominees NZ
Limited Bpss40
17,930,9605.48
Nigel Charles Babbage11,700,0003.58
Forsyth Barr Custodians
Limited
11,634,2753.56
FNZ Custodians Limited11,501,0743.52
New Zealand Depository
Nominee
10,234,8123.13
HSBC Nominees (New
Zealand) Limited
9,467,0262.89
Custodial Services Limited8,909,7442.72
Bnp Paribas Nominees NZ
Limited
7,799,9032.39
Craigs Investment Partners
Limited
6,569,0692.01
David Mitchell Odlin6,451,9111.97
Tea Custodians Limited6,248,1301.91
Mirrabooka Investments
Limited
5,220,0001.60
HSBC Nominees (New
Zealand) Limited
4,276,9001.31
Premier Nominees Limited3,808,7761.16
128

NZX Annual Report 2024
Investor nameShares held% of issued
shares
Elizabeth Beatty Benjamin &
Michael Murray Benjamin
3,314,0001.01
Forsyth Barr Custodians
Limited
2,112,0710.65
Michael Robert Mayger &
Eleanor Margaret Mayger
1,930,1550.59
The following table shows the names and holdings of
the 20 largest holders of NZX Subordinated Notes as at
31 December 2024:
Investor name
Shares held
% of
issued
shares
Forsyth Barr Custodians
Limited
13,204,00033.01
FNZ Custodians Limited3,952,0009.88
New Zealand Permanent
Trustees Limited
2,680,0006.70
Forsyth Barr Custodians
Limited
1,325,0003.31
Custodial Services Limited1,022,0002.56
Graeme Laurence Beckett &
Janine Dale Beckett
1,017,0002.54
JBWERE (Nz) Nominees
Limited
890,0002.23
Richard Barton Adams &
Allison Ruth Adams
750,0001.88
Nzx Wt Nominees Limited711,0001.78
Carlton Cornwall Bowls Inc255,0000.64
Janet Andrea De Lu250,0000.63
Investment Custodial
Services Limited
225,0000.56
Rodney Gavin Shayle
Callender
200,0000.50
Ronald William White &
Jennifer Jean White
200,0000.50
Forsyth Barr Custodians
Limited
180,0000.45
Xiang Zhou & Yafan Wu169,0000.42
FNZ Custodians Limited165,0000.41
Forsyth Barr Custodians
Limited
155,0000.39
Elizabeth Anne Burdett &
Philip John Castle & Stevens
Orchard Trustees (Cardett)
Limited
150,0000.38
Robert John Peek150,0000.38
Forsyth Barr Custodians
Limited
150,0000.38
13. SPREAD OF ORDINARY SHAREHOLDERS AS
AT 31 DECEMBER 2024
The following table shows the spread of NZX Ordinary
Shares as at 31 December 2024:
SHAREHOLDERSSHARES
Size of holdingNumber%Number%
1 - 1,000
80717.7427,0220.1
1,001 - 5,000
81517.8     2,480,8430.8
5,001 - 10,000
93420.5 7,279,8072.2
10,001 - 50,000
1,56734.335,751,99710.9
50,001 - 100,000
2445.317,240,8165.3
Greater than
100,000
2014.4263,841,82980.7
Total4,586100.0327,022,314100.0
The following table shows the spread of NZX
Subordinated Notes as at 31 December 2024:
SHAREHOLDERSSHARES
Size of holdingNumber%Number%
1 - 1,000
----
1,001 - 5,000
559.8 275,0000.7
5,001 - 10,000
14225.2  1,313,0003.3
10,001 - 50,000
32257.28,444,00021.1
50,001 - 100,000
183.21,426,0003.6
Greater than
100,000
264.6     28,542,00071.3
Total563100.040,000,000100.0
14. SUBSTANTIAL PRODUCT HOLDERS
The following information is given pursuant to section
293 of the Financial Markets Conduct Act 2013 (FMCA).
According to NZX’s records and disclosures made pursuant
to section 280 (1)(b) of the FMCA, the following were
substantial product holders in NZX as at
31 December
2024. The total number of voting securities on issue as at
31 December 2024 was 327,022,314.
Class
Relevant
Interest
% of Issued
shares
Accident
Compensation
Corporation (ACC)
Ordinary
shares
20,252,7126.216
129
9. Statutory information

NZX Annual Report 2024
15. WAIVERS FROM LISTING RULES AND
INDEPENDENT DIRECTOR CERTIFICATES
On 15 December 2021, NZX received a waiver from the
Special Division of the NZ Markets Disciplinary Tribunal in
respect of Listing Rule 2.11 as it concerns the directors’
fees for the independent directors of NZ RegCo. The
waiver effectively provides that, subject to its conditions,
the independent directors of NZ RegCo are not within
the scope of Listing Rule 2.11, which would otherwise
require their director fees to be paid from the NZX
shareholder approved NZX director fee pool (as adjusted
for the number of directors overall) and require shareholder
approval from NZX's shareholders for any increase in
their remuneration.
The waiver was sought to increase the separation
between NZX’s commercial and regulatory arms and
support the independence of NZ RegCo and its board,
recognising NZ RegCo’s unique regulatory function. Going
forward, and as a condition of the waiver, the remuneration
for the independent directors of NZ RegCo will be set
based on remuneration benchmarking advice and subject
to approval of the NZ RegCo board in accordance with
the Companies Act procedures and also the NZX board
(not to be unreasonably withheld). The remuneration of
the directors of NZX (including of any NZX directors who
are also directors of NZ RegCo) remains subject to NZX
shareholder approval in the usual way under Listing Rule
2.11. All remuneration of directors of companies in the NZX
group will continue to be disclosed in the annual report of
NZX, as is required by the Companies Act. This waiver will
also be referred to in notices of meeting and annual reports
going forward, where relevant in the context of director
remuneration matters.
A copy of the waiver decision was released to the market
on 22 December 2021. This waiver was relied upon by NZX
during the 2024 financial year.
16. SECURITIES ISSUED BY NZX
NZX’s ordinary shares are quoted on the NZX Main Board.
In 2018 NZX introduced an employee share scheme and
CEO share scheme based on the issue of performance
rights, which are subject to certain entitlement criteria
before performance rights may vest and the holder can
acquire shares in NZX. For as long as performance rights
issued under these schemes are subject to these restrictions
they, and any shares which may be issued following the
exercise of performance rights, are not quoted on any
market and will not be quoted on any market until such
time as they vest in the relevant participants. In 2022, NZX
introduced a Share Purchase Plan for directors to align
directors’ incentives with shareholders, which provides that
a portion of the directors’ base fees will be used to acquire
NZX Limited shares (except where it is not permitted for
compliance purposes, or when certain thresholds are met).
In 2018, NZX issued $40m of unsecured, subordinated
notes with a coupon rate of 5.4% (Subordinated Notes).
These were quoted and traded on the NZX Debt Market
as NZX010. In 2023 NZX ran an election process prior
to the first election date (Tuesday, 20 June 2023) of
the Subordinated Notes, with the outcome being that
$28,588,000 of the Subordinated Notes were retained by
Holders (subject to the new conditions) and $11,412,000
of the Subordinated Notes were purchased by NZX and
offered for sale.
Trading in the Subordinated Notes (NZX010) was
suspended at the close of business on Tuesday, 2 May
2023. Trading in the Subordinated Notes (under new ticker
NZX020) was resumed on Wednesday, 21 June 2023, being
the trading day immediately following the election date.
Under the election process, the interest rate was required
to be set as the higher of (i) 6.50% per annum and (ii) the
sum of 2.25% per annum plus the mid-market interest swap
rate for a 5 year term starting on 20 June 2023 (adjusted
to a quarterly basis as necessary), as calculated by NZX
in conjunction with the Joint Lead Managers (according
to market convention) on 13 June 2023. The adjusted mid-
market 5 year swap rate on 13 June 2023 was 4.55% per
annum. Therefore, the interest rate on the Subordinated
Notes (NZX020) was set at 6.80% per annum until (but
excluding) the next election date on 20 June 2028. The total
Subordinated Notes (NZ020) on issue as at 31 December
2024 is $40 million.
This report is signed by and on behalf of the board of
NZX Limited by:
John McMahon
Chair of the Board
Lindsay Wright
Chair of the Audit and Risk
Committee
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NZX Annual Report 2024
131

NZX Annual Report 2024
Appendix 1
NZX 2024 CLIMATE STATEMENT (STATEMENT)
This Statement relates to NZX Limited (NZX) and all
wholly owned subsidiaries (together, the NZX Group),
and all references to we, us, our, NZX and NZX Group
should be interpreted accordingly.
All references to $ in this Statement are to New
Zealand dollars, and references to FY23 or FY24 are,
unless the context otherwise requires, to balances
or amounts at the end of those financial years,
being 31 December. All references to year on year
(YoY) comparisons are to 2023 financial year to 2024
financial year comparisons.
NZX Limited is a climate reporting entity (CRE) for
the purposes of the Financial Markets Conduct Act
2013 (FMCA) and is required to prepare group
climate statements that comply with the Aotearoa
New Zealand Climate Standards (ANZ Climate
Standards) issued by the External Reporting Board
(XRB). This Statement contains the group climate
statements for the NZX Group for the FY24
financial
reporting period.
Important notice
This Statement contains information that (unless otherwise
noted) NZX considers to be accurate as at 31 December
2024. However, this Statement contains both current and
forward-looking information relating to climate change and
its impacts that is inherently uncertain and is based on
estimates, assumptions, and/or limited or incomplete data.
Should matters change following the publication of this
Statement, NZX does not represent that it will update
the information in this Statement (subject to any legal
obligations to do so).
This Statement contains forward-looking statements and
opinions (for example, targets, risks and opportunities,
climate-related scenarios and anticipated impacts), which
are based on current information, expectations, estimates
and assumptions that may change over time. While NZX
believes these to be reasonable, there are a number of
risks, uncertainties and assumptions associated with such
forward-looking statements, and they should not be taken
as guarantees of future performance.
Whether or not the NZX Group meets targets,
commitments or intentions expressed in this Statement is
subject to known and unknown risks and uncertainties,
and will depend on a number of factors, including factors
outside of NZX’s control. It is likely that actual results will
vary from those contemplated by these forward-looking
statements and such variations may be material.
This Statement is not an offer document and should not
be taken as financial, legal or tax advice. NZX cautions
against reliance being placed upon any forward-looking
statements and information that is subject to uncertainty.
Smartshares Limited (Smart) is a wholly owned NZX
subsidiary and a manager of managed investment schemes
(including registered schemes). Smart is a separate CRE
in respect of its registered schemes, with its own board
of directors and governance processes relating to its
climate-related disclosures. Accordingly, financed emissions
associated with the investments made by Smart's registered
schemes will be reported in Smart’s separate climate-
related disclosures and are not included in this Statement.
However, operational emissions arising from the Smart
operating entity are included in this disclosure as Smart is
a wholly owned entity of NZX. Please refer to section 5
of this Statement for information about the NZX Group's
greenhouse gas (GHG) emissions.
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NZX Annual Report 2024
1. STATEMENT OF COMPLIANCE
FY24 marks the NZX Group’s second reporting period under the ANZ Climate Standards. In completing this Statement, NZX
has applied certain adoption provisions as detailed further below.
ANZ Climate Standards 2,
adoption provision relied on Description of adoption reliefExplanation of NZX's approach
Adoption provision 2 –
anticipated financial
impacts
1
Provides an exemption from the requirements
to disclose:
•anticipated financial impacts of climate-
related risks and opportunities;
•a description of the time horizons over
which those impacts could reasonably be
expected to occur; and
•(if relevant), an explanation as to
why quantitative information cannot
be disclosed.
While NZX is relying on adoption provision
2, it has disclosed a high-level qualitative
description of the types of anticipated
financial impact we reasonably expect.
Adoption provision 4 –
scope 3 emissions
1
Provides an exemption from the requirement
to disclose scope 3 GHG emissions.
NZX has disclosed those categories of
scope 3 emissions outlined on page 150 of
this Statement.
The following categories are excluded:
purchased goods and services, capital goods,
upstream transportation and distribution,
upstream leased assets, downstream
transportation and distribution, processing of
sold products, use of sold products, end-of-
life treatment of sold products, downstream
leased assets, franchises, and investments. 
Adoption provisions 5 and
6 – comparative information
Adoption provision 6 permits a CRE in its
second reporting period to provide only
one year of comparative information for
each metric disclosed. Adoption provision
5 permits an entity that relied on adoption
provision 4 only in its first reporting period
to exclude comparative information for
scope 3 GHG emissions in its second
reporting period.
NZX has included at least one year of
comparative information for all metrics other
than scope 3 emissions, for which it has
included at least one year of comparative
information for the sources of scope 3 GHG
emissions that were included in its FY23
climate statement.
Adoption provision 7 –
analysis of trends
1
Provides an exemption from the requirement
to disclose an analysis of the main trends
evident from a comparison of each metric
from previous reporting periods to the
current reporting period.
While NZX is relying on this adoption
provision, it has provided a high-level analysis
of changes to its GHG emissions metrics
between FY23 and FY24.
Adoption provision 8 –
scope 3 emissions
assurance
Allows a CRE to exclude its scope 3 GHG
emissions disclosures from the scope of
the assurance engagement for accounting
periods ending before 31 December
2025. The Financial Markets Authority has
also confirmed that it will take a class 'no
action' approach where a climate reporting
entity's scope 3 emissions disclosures are not
assured for year 2 of their climate reporting,
with that no action approach being effective
from 10 February 2025 until the Financial
Markets Authority communicates its decision
on a broader class exemption.
NZX's scope 1 and 2 emissions have been
assured by KPMG in line with NZ SAE 1
Assurance Engagements over Greenhouse
Gas Emissions Disclosures (NZ SAE 1).
KPMG has not assured NZX's scope
3 emissions.
1These adoption provisions originally applied for a CRE's first reporting period, but now also apply for a CRE's second reporting period following amendments to the ANZ
Climate Standards in late 2024.
Taking into account the Adoption Provisions applied, this Statement complies with the ANZ Climate Standards for the
reporting period 1 January 2024 to 31 December 2024.
133
10. Appendices

NZX Annual Report 2024
2. GOVERNANCE
This Statement includes information that NZX considers to be material information required by the ANZ Climate Statements.
Where material information required by the ANZ Climate Statements is included by cross-reference, this is explicitly
identified. However, NZX’s annual report also includes descriptions of its governance and risk management processes
generally (refer pages 54 and 74) of this Annual Report which provide additional context to the disclosures in this Statement.
NZX’s Board of Directors (Board) is the governance body responsible for oversight of NZX’s climate-related risks and
opportunities, as set out further under 2.1 below. The Board is supported by the Audit and Risk Committee, which provides
governance oversight for the monitoring of climate-related risks and related reporting in NZX’s Annual Report as well as
overarching risk management for the NZX Group.
The following figure shows NZX's organisational structure as it relates to the oversight and management of climate-
related risks and opportunities, along with associated reporting.
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NZX Annual Report 2024
2.1. Board Oversight of risks and opportunities
The Board is responsible for oversight of the NZX Group's
strategy. This includes the Environmental, Social and
Governance (ESG) Strategy which was last reviewed in 2024
and renamed ‘Operating Responsibly'. The Board is also
responsible for the NZX Group’s overall ESG performance,
including in relation to climate change. This includes
approval of NZX’s annual Environmental Sustainability
workplan and climate-related metrics and targets, which
occurs after NZX’s annual strategy setting process. Although
climate-related risks and opportunities are not considered
on a standalone basis within the NZX Group’s strategy,
they are considered within broader frameworks such as
the NZX Group’s Risk Management Framework (RMF)
which is linked to NZXs business strategy through the
Risk Appetite Statement by outlining the risk appetite and
related tolerances which Business Units must operate within
to ensure risks are managed to an acceptable and effective
level while in pursuit of NZX’s strategy.
The Board is also responsible for approving the RMF,
which is NZX's framework to assist with identifying,
assessing and managing its risks (including climate-related
risk) in a pro-active, effective and efficient manner. The RMF
is reviewed and approved annually by the Board.
Board competency and skills
NZX uses a skills matrix to ensure its Board has
an appropriate range of skills and competencies to
govern NZX. Skills and competencies that NZX considers
relevant to ensuring appropriate oversight of climate-
related risks and opportunities include legal expertise,
regulatory governance, and environmental and energy
sector experience. The Board skills matrix is used when
selecting candidates for appointment and re-election to
the Board and is reviewed as and when required. If the
Board determines that new or additional skills are required,
training or a formal recruitment process are undertaken.
Regular Board reporting
Consideration of climate-related risks and opportunities
across the NZX Group is integrated into Board processes
to ensure appropriate prioritisation. Consideration of
relevant ESG matters including climate-related risks and
opportunities is a standing agenda item that is put to
the Board at least twice a year. The General Manager
of Corporate Affairs & Sustainability also reports to
the Board at least quarterly on progress against NZX’s
Operating Responsibly framework, NZX’s ESG workplan and
associated climate-related metrics and targets.
Board sub-committees
The Audit and Risk Committee, which supports the Board
by providing governance oversight of climate-related risks
as well as overarching risk management, is provided
with quarterly risk updates by the Chief Risk Officer
(which includes climate-related risks). The Audit and Risk
Committee also considers relevant ESG matters (which
include climate-related risks and opportunities) as a
standing agenda item twice a year. The Board receives
reports on the progress of these elements from the Audit
and Risk Committee at its meetings and can access minutes
of the Audit and Risk Committee meetings. The Audit
and Risk Committee provides oversight over the scenario
analysis process by reviewing and providing feedback on
the scenarios and associated risks, and the Board approves
the scenarios used.
The Board has also established a Due Diligence
Committee, which is responsible for overseeing the
preparation, due diligence and verification process for
this Statement on an annual basis. The Due Diligence
Committee consists of two directors and key executive
team members.
Performance and incentives
The Board approves annual workplans for the NZX Group
and associated key performance indicators for the NZX
CEO and business unit leaders. Where these include
metrics and targets for climate-related matters, the Board
oversees achievement through reporting from the Chief
Risk Officer and General Manager of Corporate Affairs &
Sustainability (as described above) along with the annual
performance review processes.
Climate-related risk and opportunity metrics are
incorporated into NZX’s remuneration policy and processes
via consideration of an individual’s performance as part
of NZX’s annual review processes. This applies to certain
individuals only and the relevant metrics relate to our ESG
targets, as described below.
As set out on page 152, NZX’s CEO has a KPI that
relates to ESG targets (including our emissions reduction
target), which while not relating to a specific amount of
remuneration does form part of the NZX CEO’s annual
review process. This ESG target is cascaded down to the
NZX CEO’s direct reports and considered as part of the
annual performance review process (namely through KPI
setting and half/full year reviews). In addition, all NZX Group
employees are part of an organisation-wide objective to
ensure NZX achieves its 2025 emissions reduction target.
2.2. Role of Management in assessing and managing
risks and opportunities
The NZX CEO has overall responsibility for NZX's
management of climate-related risks and opportunities and
is supported by the General Manager Corporate Affairs
& Sustainability and the Chief Risk Officer. The Chief
Risk Officer is responsible for overall risk assessment and
management, including the incorporation of risks into NZX’s
risk register. In addition, the Chief Financial & Corporate
Officer and the NZX finance team work closely with the
General Manager Corporate Affairs & Sustainability to
provide financial analysis in this area.
Management Committees
The Risk Management Committee chaired by the Chief Risk
Officer supports the NZX CEO in providing oversight of
NZX’s approach to climate-related risk matters (alongside
135
10. Appendices

NZX Annual Report 2024
broader ESG matters). The Risk Management Committee is
responsible for:
•oversight of the implementation of the RMF and
management of the underlying enterprise level and
climate risks;
•related policies and practices; and
•the continued maturity of the RMF in line with strategy.
The Risk Management Committee meets monthly and
is comprised of a diverse group of senior executives
from business units across the NZX Group, including the
General Manager Corporate Affairs & Sustainability. A
review of the risk dashboard occurs monthly and is a
standing agenda item, and other climate related matters i.e.
materiality assessment and related risks and opportunities
also form part of the agenda on an ad hoc basis when
the Chief Risk Officer considers them to be relevant for
the Risk Management Committee. The Risk Management
Committee reports to the NZX Audit and Risk Committee
by way of the Chief Risk Officer attending Audit and Risk
Committee meetings and presenting key risk updates.
NZX Group Management consider and make decisions
about climate-related opportunities on an ad hoc basis
depending on the relevant business unit/scope of the
opportunity identified. In FY24, we integrated climate-
related opportunities into our Operating Responsibly
framework, which is described further in the strategy
section but there is more work to do in terms of
formalising our approach to the management of climate-
related opportunities.
Day to day management
The General Manager of Corporate Affairs & Sustainability,
leads the NZX Sustainability function and is responsible for
day-to-day management of:
•NZX’s climate-related disclosures;
•ESG strategy development;
•ESG data and analysis;
•Sustainability initiatives;
•ESG reporting; and
•NZX's Toitū Envirocare "net carbonzero"
certification programme.
The Sustainability function, in conjunction with key
internal stakeholders (for example, from the risk and
compliance teams) engages with business units across
the NZX Group to identify, assess and manage climate
risks and opportunities as they arise including those
identified via scenario analysis. Where identified, climate
related risks and opportunities may be escalated to the
appropriate management committee, for example, the Risk
Management Committee and in turn to the Audit and Risk
Committee and/or the Board, where deemed necessary.
3. STRATEGY
3.1. Current impacts
NZX did not experience any material climate-related
physical impacts in FY24.
In relation to transition impacts (impacts associated
with the transition to a low-emissions, climate-resilient
economy), in 2024 NZX has incurred costs associated
with its compliance with the ANZ Climate Standards
reporting requirements. These costs include assurance,
legal and climate data costs (calculated by totalling relevant
invoices), as well as an estimate of internal human resources
dedicated to producing and managing climate-related
disclosures in FY24. NZX estimates that the current financial
impact of the mandatory climate reporting requirements is
in the range of $500,000 – $600,000.
A further transition impact for the NZX Group is that it
is offering a range of climate-related products and services,
with a view to supporting New Zealand's climate transition
and providing the NZX Group with more diversified streams
of revenue. We set out further detail of these climate-related
products and services below, together with the current
financial impacts.
Green bonds
As well as capital raising to strengthen balance sheets,
funds are raised via NZX-operated markets to provide for a
range of wellbeing initiatives, including environmental and
climate change focused projects.
Green, Social and Sustainability (GSS) bonds on issue at
December 2024 increased 1% to $17.7b up from $16.3b
in 2023. GSS bond issuances include those from Meridian
Energy, Contact Energy, Local Government Funding Agency
and Kiwi Property Group.
The establishment of Green and Sustainability bond
segments in the NZDX Debt Market has enabled NZX to
diversify the types of issuances in our markets. We expect
further development of this segment in the short-term
and beyond.
The current financial impact of GSS bond issuance in
FY24 on NZX is approximately $330,000 of revenue from
GSS bond issuances. This has been calculated based on the
initial listing fees associated with GSS bonds issued in FY24.
Ethical and principle-based funds
Smart offers a range of investment options through its
Exchange Traded Funds (ETFs) and SuperLife funds that
include socially responsible investment (SRI) exclusions,
systematic ESG screening, and/or proxy voting policies
relating to sustainability. Some of these exclusions, screens
and policies relate to climate change, although they also
cover a wider range of factors.
1
1
For further addition context on the Smart Responsible Investment Policy, please see doc.smartinvest.co.nz/other-material-information/etf/smart-responsible-investment-
policy.pdf. This information is provided for additional context and not by cross-referencing.
136

NZX Annual Report 2024
The current financial impact of the funds referred
to above on the Group is approximately $3,900,000.
This estimate is based on the revenue associated with
the following SuperLife funds: Ethica Fund, Default Fund
(SuperLife Kiwisaver Only), Overseas Bonds Fund, World
Shares Fund (SuperLife SMT only), Overseas Shares
Fund, Overseas Shares (Currency Hedged) Fund, and the
following Smart ETFs: Emerging Markets ESG ETF, Global
ESG ETF, US ESG ETF, Europe ESG ETF, Japan ESG ETF,
Global Bond ETF, and Australian ESG ETF. However, NZX
cannot identify how much of this revenue is attributable to
climate-related factors.
Carbon and energy markets
Together with the European Energy Exchange (EEX), NZX
manages auctions of New Zealand Units under the New
Zealand Emissions Trading Scheme, which are scheduled
quarterly. NZX estimates the revenue associated with its
management of carbon and energy markets in 2024 is
approximately $7,400,000. This figure includes revenues for
system enhancement, consulting, data and billing services
and NZX cannot identify how much of this impact is
attributable to climate-related factors.
Financial reporting is conducted at both a group and
segmental level, with current financial impacts integrated
into the reporting of relevant business segments such as
markets, data and insights, and funds management.
3.2. Scenario analysis
In 2023, the NZX Group engaged in a process of scenario
analysis to assist in identifying its climate-related risks
and develop a better understanding of the resilience of
the NZX Group's business model and strategy. The Audit
and Risk Committee provided oversight over the scenario
analysis process by reviewing and providing feedback
on the scenarios and associated risks, and the Board
approved the scenarios used. This scenario analysis was
standalone, but in 2024 we included scenario analysis in the
refreshed NZX’s Operating Responsibly framework, which
overlays the NZX Group’s broader strategy, with the aim
of integrating future scenario analyses within the Group’s
strategy processes.
NZX considers that the scenario analysis process
it undertook in 2023 remains current given the
long-term nature of the scenarios used. However,
NZX has reconsidered the climate-related risks and
opportunities that it disclosed in its FY23 climate statement
and has in some cases added clarifications and/or
additional information.
The scenario analysis process involved adapting the
climate-related scenario narratives for the financial services
sector in New Zealand developed by the Financial Services
Council (FSC)
2
. NZX was not involved in the construction
of sector-level scenarios but has used them at face
value for our scenario analysis. Our Sustainability team
then applied the sectoral scenario analysis to our core
business lines, such as trading and listing activities. NZX
then analysed the scenarios to identify and determine
our exposure to climate-related risks and opportunities by
placing our business within the scenarios, e.g., by analysing
the exposure of our offices to physical impact across
the scenarios.
NZX evaluated climate-related risks were under three
scenarios: Orderly (global average temperature increase
is limited to 1.50°C by 2100), Too Little Too Late (global
average temperature increases by over 2°C by 2100), and
Hot House (global average temperature increases by over
3°C by 2100). We selected these three scenarios as we
deemed them particularly relevant to the New Zealand
context and the financial sector in which we operate, as
well as to explore the possible risks we could be exposed
to under ambitious transition scenarios that achieve global
net-zero. These scenarios are well grounded in science and
enable us to align us with the FSC’s scenarios, facilitating
within-sector comparability. The scenarios were reviewed
by the Audit and Risk Committee as described above, and
signed off by the Board in November 2023.
The boundary for the NZX Group’s scenario analysis was
the whole of the organisation, including our subsidiaries.
No modelling was undertaken as part of our scenario
analysis. No external partners or stakeholders were involved
in the scenario analysis process.
We aligned the time horizons through which we
undertake the scenario analysis to the NZX Group’s
operational and strategic planning horizons, whereby
operational decision-making is aligned with short- and
medium-term horizons and strategic planning is aligned
with long-term horizon. These are also consistent with
international emissions reductions targets. The endpoint of
our scenario analysis is 2050.
Time horizons:
•Short-term (2024 – 2025)
•Medium-term (2025 – 2030)
•Long-term (2030 – 2050)
Below is a summary of the three scenario narratives,
including additions and changes made by NZX to
the FSC scenarios. Our scenario narratives consider
the assumptions underlying pathway development over
time, including emission pathways, social, technological,
economic, environmental and policy assumptions and do
not include the assumptions that are less relevant to our
sector, such as carbon sequestration from afforestation and
nature-based solutions.
2
Financial Services Council (2023) Climate scenario narratives for the financial services sector. Retrieved August 2023, from www.fsc.org.nz/report/climate-scenario-
narratives-for-the-financial-services-sector. This information is provided for additional context and not by cross-referencing.
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10. Appendices

NZX Annual Report 2024
Orderly (1.50°C)
Orderly (1.50°C) scenario assumptions
Emission pathways
Net emissions
•New Zealand: 47MtCO2e by 2030, 3.8 MtCO2e by 2050 (Climate Change Commission (CCC))
•Global: (Network for Greening the Financial System (NGFS) Net Zero by 2050 25.9 BtCO2e by
2030, -294.82 MtCO2e by 2050 using GCAM5.3+ (NGFS)
Social
Global population: 8 billion by 2030, 8.5 billion by 2050 (Intergovernmental Panel on Climate
Change (IPCC))
Technological
Percent of Renewable Electricity of Total Electricity Produced
•New Zealand: 94% by 2030, 100% by 2050 (CCC)
•Global: 61% by 2030, 88% by 2050 (International Energy Agency (IEA))\
Economic
GDP
•New Zealand: NZ$ 330 billion (-0.5%) in 2030, NZ$ 485 billion (-0.7%) in 2050 (NGFS)
•Global: US$ 176 trillion (-1.2%) in 2030, US$ 289 trillion (2.0%) in 2050 (NGFS)
Environmental
Average temperature increase
•New Zealand: +0.7°C by 2050 (min 0.2, max 1.3), +0.7°C by 2100 (min 0.4, max 1.3) (National
Institute of Water and Atmospheric Research (NIWA))
•Global: +1.6°C (min 1.2, max 2.0) by 2050, +1.4°C (min 1.0, max 1.8) by 2100 (IPCC)
Policy
Carbon Price
•New Zealand: NZ$140 in 2030, NZ$250 in 2050 (CCC)
•Global: US$124 in 2030, US$400 in 2050 (NGFS)
The Orderly scenario represents a consistent and
significant global decline in emissions with an average
annual reduction of 3.4%, resulting in a 101% reduction in
net emissions by 2050 compared to 2020, and ultimately
reaching a point where net emissions are below zero in
2050 (NGFS, 2023).
Effective global policies and the transition to a
low carbon economy in this scenario have mitigated
significant physical impacts of climate change, reflected
in New Zealand’s stabilised average temperature at 0.7°C
increase by 2050 (NIWA, 2023) and globally limiting the
average temperature increase to 1.6°C by 2050 (IPCC,
2021), consequently minimising the severity of extreme
weather events.
Global efforts in progressive policies, encompassing
emissions reduction mandates, climate reporting, emissions
trading, carbon taxes, and legislation prohibiting emissions-
intensive activities, incentivise decarbonisation, with
projected carbon prices reaching NZ$250 per tonne in New
Zealand and US$400 per tonne globally in 2050 (CCC,
2021; NGFS, 2023).
Societal pressure for decarbonisation intensifies as
behaviour shifts towards low-emission products, climate
activism grows, and entities face scrutiny and potential
legal action for insufficient climate action or greenwashing,
while improvements in human quality of life contribute to
a medium-term slowdown in global population growth,
projected to reach 8.5 billion by 2050 (IPCC, 2021).
There is a surge in research and development
of low-emission technologies, widespread adoption of
electric vehicles, and a transition to renewable electricity
generation, reaching 94% renewable in New Zealand and
61% globally by 2030, with further advancements leading
to 100% renewable electricity by 2050 (CCC, 2022; IEA,
2022). The primary energy sector follows suit, achieving
90% renewable energy in New Zealand and 67% globally
by 2050 (CCC 2022; IEA, 2022). Agriculture undergoes
significant changes to reduce biogenic methane, including
the adoption of inhibitors, vaccines, and low-emissions
stock variants, while the waste sector sees a 73%
organic waste recovery rate and expanded landfill gas
capture globally.
The global economy experiences positive effects
from a stable transition to a low-carbon economy,
reaching a GDP of US$289 trillion by 2050, while
New Zealand’s orderly transition similarly benefits its
economy, including the agricultural and horticultural
sectors, with a GDP of NZ$485 billion in 2050 (NGFS,
2023). Despite internal challenges like job losses and
skill shortages due to transformational changes, effective
management is facilitated by a stable climate, economy,
and international relations.
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NZX Annual Report 2024
Too Little Too Late (>2°C)
Too Little Too Late (>2°C) scenario assumptions
Emission pathways
Net emissions
•New Zealand: 57 MtCO2e by 2030, 22 MtCO2e by 2050 (CCC)
•Global: NGFS National Determined Contributions (NDCs) 35.1 BtCO2e by 2030, 26.7 BtCO2e
by 2050 using GCAM5.3+ (NGFS)
Social
Global population: 8.3 billion by 2030, 9.2 billion by 2050 (IPCC)
Technological
Percent of Renewable Electricity of Total Electricity Produced
•New Zealand: 94% by 2030, 98% by 2050 (CCC)
•Global: 46% by 2030, 71% by 2050 (IEA)
Economic
GDP
•New Zealand: NZ$ 329 billion (-0.5%) in 2030, NZ$ 477 billion (-0.7%) in 2050 (NGFS)
•Global: US$ 175 trillion (-1.2%) in 2030, US$ 274 trillion (2.0%) in 2050 (NGFS)
Environmental
Average temperature increase
•New Zealand: +0.8°C by 2050 (min 0.4, max 1.3), +1.4°C by 2100 (min 0.7, max 2.2) (NIWA)
•Global: +2.0°C (min 1.6, max 2.5) by 2050, +2.7°C (min 2.1, max 3.5) by 2100 (IPCC)
Policy
Carbon Price
•New Zealand: NZ$140 in 2030, NZ$250 in 2050 (CCC)
•Global: US$34 in 2030, US$50 in 2050 (NGFS)
The Too Little Too Late scenario describes a gradual
decline in global emissions, averaging 1.0% per year,
resulting in a 31% reduction in net emissions by 2050
compared to 2020, through still substantial at 26.7 BtCO2e,
significantly higher than zero (NGFS, 2023).
Delayed emission reduction efforts result in heightened
climate risks, including increased temperatures and extreme
weather in New Zealand (NIWA, 2023). Globally, some areas
face prolonged drought, while others experience increased
flooding, impacting agriculture and food security (IPCC,
2021). Sea level rise of 0.20m by 2050 and 0.56m by 2100
poses a significant threat to coastal regions, especially Small
Island Developing States (NASA, 2023; IPCC, 2021).
Early climate policy implementations by the EU,
Japan, China, the UK, the USA, Canada, and New
Zealand, including emissions reduction requirements,
carbon pricing, and legislative measures, incentivise
decarbonisation, with New Zealand's carbon price reaching
NZ$140 per tonne and global price US$34 by 2030 (CCC,
2022; NGFS, 2023), while limited policy action in other
regions hampers low-emission efforts. From mid-century,
global climate policy and prices align, driven by growing
awareness of the impacts of fossil fuel development, with
anticipated carbon prices of NZ$250 in New Zealand
and US$50 globally by 2050 (CCC, 2022; NGFS, 2023),
and developed nations implementing adaptation plans to
mitigate physical climate impacts.
Behaviour changes and social pressure drive short-
term decarbonisation in Europe, the USA, Canada,
Australia, and New Zealand, while outside these countries,
behaviour change begins in the medium term. However,
disparities arise due to lower GDP growth, higher
population estimates, transition costs, and physical climate
impacts, leading to increased inequities and challenges in
marginalised nations, including poverty, political instability,
and geopolitical tensions (IPCC, 2021).
Delays in low emissions technology hinder early climate
progress, but by the medium term, global decarbonisation
efforts align, with New Zealand achieving a 94% renewable
electricity rate, outpacing the global rate of 46% in 2030
(CCC, 2021; IEA, 2022), yet falling short of 100% due to
storage limitations, resulting in a 98% renewable electricity
rate by 2050; while global renewable electricity rates
reach 71%. New Zealand faces challenges in short-term
renewable primary energy uptake but achieves 80% by
the medium term, surpassing the global rates of 19% in
2030 and 37% in 2050; the transport sector sees a slow
reduction in emissions in the short term but achieves 76%
electrification by the medium term, with residual emissions
primarily from aviation (CCC, 2021; IEA, 2022).
Under the Too Little Too Late scenario, the combination
of high transition risks and medium physical risks results in
significant financial impacts, including an annual job loss
of 900,000 by 2070, a decline in global economic growth
with GDP reaching US$274 trillion by 2050, approximately
US$9 trillion less than an Orderly scenario, and an increased
global population of 9.2 billion by 2050, leading to a lower
standard of living (Deloitte, 2022; NGFS, 2022; IPCC, 2021).
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NZX Annual Report 2024
Hot House (>3°C)
Hot House (>3°C) scenario assumptions
Emission pathways
Net emissions
•New Zealand: 62 MtCO2e by 2030, 35 MtCO2e by 2050 (CCC)
•Global: NGFS Current Policies (Hothouse) 38.6 BtCO2e by 2030, 34.3 BtCO2e by 2050 using
GCAM5.3+ (NGFS)
Social
Global population: 8.2 billion by 2030, 8.6 billion by 2050 (IPCC)
Technological
Percent of Renewable Electricity of Total Electricity Produced
•New Zealand: 93% by 2030, 94% by 2050 (CCC)
•Global: 42% by 2030, 60% by 2050 (IEA)
Economic
GDP
•New Zealand: NZ$ 329 billion (-0.5%) in 2030, NZ$ 475 billion (-0.7%) in 2050 (NGFS)
•Global: US$ 175 trillion (-1.2%) in 2030, US$ 273 trillion (2.0%) in 2050 (NGFS)
Environmental
Average temperature increase
•New Zealand: +1.0°C by 2050 (min 0.5, max 1.7), +3.0°C by 2100 (min 2.0, max 4.6) (NIWA)
•Global: +2.4°C (min 1.9, max 3.0) by 2050, +4.4°C (min 3.3, max 5.7) by 2100 (IPCC)
Policy
Carbon Price
•New Zealand: NZ$35 in 2030, NZ$35 in 2050 (CCC)
•Global: US$6 in 2030, US$6 in 2050 (NGFS)
In the Hot House scenario, global emissions exhibit
minimal change, with a slight increase projected between
2020-2025, followed by a gradual decrease, resulting in
an average annual reduction of 0.4%, leading to an 11%
reduction in net emissions in 2050 compared to 2020,
reaching 34.3BtCO2e in 2050 (NGFS, 2023).
The lack of climate action leads to unabated greenhouse
gas emissions, resulting in severe physical risks globally and
in New Zealand, where temperatures increase by 1.0°C by
2050, precipitation patterns change significantly, drought
intensity increases, snowfall decreases, and sea levels rise
by 0.28m in the medium term and 0.79m in the long term
(IPCC, 2021; NIWA, 2023; Ministry for Environment (MfE),
2018, 2017; Nazarenko, 2022; NASA, 2023).
Early adopters of progressive climate policies, including
the EU, the UK, the USA, Canada, and New Zealand, reverse
or roll back climate policies, while Japan, China, and
Australia pause further development; the Paris Agreement
collapses, NDCs are unmet, and nations withdraw, resulting
in a minimal carbon price of NZ$35 per tonne in New
Zealand and even lower globally at US$6 per tonne by
2050, with minimal investment in adaptation (CCC, 2021;
NGFS, 2023).
Global inaction on decarbonisation, combined with
unrestricted global growth, leads to higher economic
inequality, political instability, and an increase in displaced
migrants; meanwhile, in New Zealand, medium-term
climate impacts cause economic disruptions, property
value disparities, and housing challenges (CCC, 2021;
NGFS, 2023).
There is a persistent lack of technological change
supporting emissions reduction, evident by fossil fuels
remaining the primary source of energy globally, reaching
61% in New Zealand and 26% globally by 2050, with only
a modest increase in New Zealand's renewable electricity
sourcing to 94%, despite a 69% electrification of the
national road transport fleet by 2050 (IPCC, 2021; CCC,
2021; IEA, 2022; IEA, 2021).
Unbridled emissions-intensive industries lead to income
accumulation, but rising costs from chronic climate impacts
cause a 6% GDP decrease (US$11 trillion) by the medium
term, with global population surpassing expectations at
8.2 billion; New Zealand's agricultural exports initially
grow, but face challenges due to extreme weather, and
alternative proteins remain niche without policy support,
while transport disruptions impact the construction and
property sector (NGFS, 2023; IPCC, 2021; CCC, 2021; Te
Puna Whakaaronui, 2022).
These climate scenario analysis results inform our risk
management focuses and sustainability strategy.
References
These references are included to show the sources of data
used to construct each scenario. These publications are not
included in this Statement by cross-reference.
•CCC. (2021). Chapter 8: What our future could
look like. Retrieved from ccc-production-media.s3.ap-
southeast-2.amazonaws.com/public/evidence/advice-
report-DRAFT-1ST-FEB/Evidence-CH-08-what-our-future-
could-look-like-28-Jan-2021-compressed.pdf
•CCC. (2021). Draft Advice for Consultation.
Retrieved from www.windenergy.org.nz/store/doc/CCC-
ADVICE-TO-GOVT-31-JAN-2021.pdf
•CCC. (2022). Modelling and data. Retrieved
from He Pou a Rangi: Climate Change
Commission: www.climatecommission.govt.nz/our-
work/advice-to-government-topic/inaia-tonu-nei-a-low-
emissions-future-for-aotearoa/modelling/
•Deloitte. (2022). The turning point. A Global Summary.
•IEA. (2022). Global Energy and Climate Model. Retrieved
from
iea.blob.core.windows.net/assets/
140

NZX Annual Report 2024
ff3a195d-762d-4284-8bb5-bd062d260cc5/
GlobalEnergyandClimateModelDocumentation2023.pdf
•IPCC. (2021). Climate Change 2021 The physical
science basis summary for policy Makers.
Retrieved from www.ipcc.ch/report/ar6/wg1/downloads/
report/IPCC_AR6_WGI_SPM.pdf
•IPCC. (2021). Intergovernmental Panel on Climate
Change: Sixth Assessment Report. United Kingdom
and New York: Cambridge University Press. doi:
doi.org/10.1017/9781009157896.006
•IPCC. (2021). Summary for Policymakers. In: Climate
Change 2021: The Physical Science Basis. Contribution
of Working Group I to the Sixth Assessment Report of
the IPCC. Retrieved from www.ipcc.ch/report/ar6/wg1/
downloads/report/IPCC_AR6_WGI_SPM.pdf
•MfE. (2017). Coastal Hazards and Climate
Change: Guidance for Local Governments.
Retrieved from environment.govt.nz/assets/Publications/
Files/coastal-hazards-guide-final.pdf
•MfE. (2018). Climate Change Projections for New
Zealand: Atmospheric Projections Based on Simulations
from the IPCC Fifth Assessment, 2nd Edition.
Retrieved from environment.govt.nz/assets/Publications/
Files/Climate-change-projections-2nd-edition-final.pdf
•NASA. (2023). Projected Sea Level Rise Under
Different SSP Scenarios. Retrieved from Sea Level
Change:
sealevel.nasa.gov/ipcc-ar6-sea-level-projection-
tool?type=global
•Nazarenko, L. S. (2022). Future Climate Change Under
SSP Emission Scenarios With GISS-E2.1. Journal of
Advances in Modeling Earth Systems.
•NGFS. (2022). Climate scenarios database – Technical
documentation V3.1. Retrieved from www.ngfs.net/sites/
default/files/media/2022/11/21/
technical_documentation_ngfs_scenarios_phase_3.pdf
•NGFS. (2023). NGFS Phase 3 Scenario Explorer.
Retrieved from Welcome to the NGFS Phase 3
Scenario Explorer: Welcome to the NGFS Phase 3
Scenario Explorer
•NIWA. (2023). Projected regional climate
change hazards. Retrieved from:niwa.co.nz/
adaptationtoolbox/regionalprojections
•Te Puna Whakaaronui. (2022). WELL_NZ:
Alternative Protein 2022 – establishing a fact-
base. Retrieved from fitforabetterworld.org.nz/assets/Te-
Puna-Whakaaronui-publications/Summary-WELL_NZ-
Alternative-Protein-2022.pdf
3.3. Overview of risks and opportunities
In 2023 the NZX Group identified and characterised the
climate-related risks and opportunities relevant to the NZX
Group in accordance with the XRB CRD Staff Guidance.
Climate-related risks and opportunities were identified in
workshops with internal stakeholders and reviewed by
relevant members of the senior management team. Each
risk and opportunity was assigned a time horizon (short,
medium, or long) based upon when they were deemed
likely to materialise should the risk remain unmitigated.
As part of its climate risk assessment, NZX did not assess
any of the risks in the tables below as having a "high" or
"severe" risk rating, which is how NZX typically identifies
material risks under its RMF. NZX's assessment of materiality
has evolved since FY23 and is expected to continue to
evolve. As such, NZX has concluded that for the purpose
of this Statement the risks and opportunities are material
in accordance with the definition of materiality in the ANZ
Climate Standards. In addition, the anticipated impacts
disclosed are the impacts that the NZX Group reasonably
expects if the risks were to eventuate.
Consistent with the scenario analysis, we aligned the
time horizons through which we evaluate climate-related
risks and opportunities to the NZX Group’s operational
and strategic planning horizons, as well as capital
deployment plans.
Time horizons:
•Short-term (2024 – 2025)
•Medium-term (2025 – 2030)
•Long-term (2030 – 2050)
Transition risks are those related to the transition to
a low-emissions, climate-resilient global and domestic
economy, such as policy, legal, technology, market
and reputation changes associated with the mitigation
and adaptation requirements relating to climate change.
Physical risks are those relating to the physical impacts of
climate change, including via temperature, rainfall, storms,
extreme weather events, and sea-level rise.
Based on the analysis of climate-related risks, the main
potential risks to the NZX Group's business and operations
stem from the economic, strategic and regulatory changes
and outcomes related to the ongoing global and local
economic transition to a lower-carbon society. These
changes may result in a wide range of possible outcomes
although they are likely to only manifest in the medium to
longer term. The NZX Group considers these outcomes to
be covered by our present group-wide risk management
processes. Climate-related matters are, where relevant,
considered within annual budgeting decision-making
processes to inform internal capital deployment and
funding across the NZX Group. For instance, the funding for
costs associated with the ANZ Climate Standards reporting
requirements is informed by our exposure to the climate-
related regulatory risk identified below.
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NZX Annual Report 2024
Climate-related risks
1
The below table provides an overview of identified risks
specific to the NZX Group, anticipated impacts, and
measures of risk mitigation adopted to address those risks.
The table also shows the likelihood of climate-related risks
materialising in the three scenarios.
Not likely to be presentLikely to be presentVery likely to be present
Risk SubtypeRisk Description
Anticipated
Business
Impacts
Anticipated
Financial
Impacts
Time
HorizonRisk Mitigation
Orderly
(1.50°C)
Too
Little
Too
Late
(>2°C)
Hot
House
(>3°C)
Transition Risks
Risk Type: Policy & Legal
Misalignment
of regulations
Risk that in the global
transition to lower
emissions economies,
action or inaction by
competitor markets
(e.g. competitors act
faster to set up new
markets; or relative
regulatory costs in
different countries)
leads to higher
compliance costs in
NZ. During the
transition to a lower
emission global
economy, there is a
risk that NZX’s market
policy becomes
inappropriate
because it is either
too onerous or out of
step with global
practice, including as
a result of broader
New Zealand
legislative settings.
Loss of
customers
(i.e. data)
Loss of
trading and
listing activity
(including
delistings)
Competitive
disadvantage
for NZX
Regulatory
arbitrage
Negative
reputational
impact
Reduced
revenue
Short-
and
medium-
term
NZX utilises the World
Federation of
Exchanges (WFE) and
the Sustainable Stock
Exchanges Initiative
(SSEI), international
forums for cooperation
between exchanges, to
monitor global trends.
NZX also continuously
monitors regulatory
changes and
proactively engages
with the Government,
MBIE, XRB, and the
FMA with a view to
reducing regulatory
disincentive for entities
to become listed.
Increased
cost of
compliance
Risk that the rapidly
changing regulatory
obligations for NZX
(as a listed issuer)
leads to NZX not
meeting its
obligations.
Increased
expenses
related to
monitoring
and
responding
to regulatory
change.
Negative
regulatory or
reputational
impact.
Increased
costs
Short-
and
medium-
term
NZX adopts a
proactive approach
toward regulatory
compliance and
manages its exposure
to regulatory risk by
practicing strong
corporate governance,
as well as developing
and adhering to
internal policies and
procedures.
1
The traffic light system used to assess the likelihood of risks to be present under each scenario was adapted from FSC’s Climate scenario narratives for the financial services
sector report.
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NZX Annual Report 2024
Risk SubtypeRisk Description
Anticipated
Business
Impacts
Anticipated
Financial
Impacts
Time
HorizonRisk Mitigation
Orderly
(1.50°C)
Too
Little
Too
Late
(>2°C)
Hot
House
(>3°C)
Transition Risks
Risk Type: Technology
Disruption to
critical tech
providers
Risk that the impacts
of acute physical risks
experienced by
critical tech providers
(whether local or
offshore) leads to
operational
disruption.
Disruption to
operations
Reputational
damage
Increased
costs
Reduced
revenue
Medium-
and
long-
term
NZX seeks to maintain
active engagement
with our vendor
partners who provide
critical applications,
with a key focus on
ensuring partners and
suppliers understand
our business,
objectives and
criticality of all market
operations. In addition,
as part of company-
wide risk management,
the NZX Group has put
in place frameworks
that allow it to respond
appropriately when a
risk materialise or is
likely to materialise.
Risk Type: Market
Reduced
demand for
products/
services
Risk that investor
demand for
sustainable
investment products
and data leads to
NZX-listed companies
or products losing
relevance.
Risk that long-term
climate impacts to
NZ’s environment
leads to adverse
impact on issuers’
operations/viability
resulting in
financial
impact to NZX.
Risk that the potential
pathways of global
and local climate
transition lead to
impacts on the
strategic growth or
performance of one
or more of NZX’s
markets.
Loss of
trading and
listing activity
Reduced
revenue
Short-,
medium-
and
long-
term
In order to provide
products and services
aligned with the needs
of market users, NZX
works closely with
stakeholders to identify
these needs and
develop relevant
products and services.
In addition, NZX
provides support to
New Zealand
businesses in the form
of climate-related
workshops to help
them transition to a
low-carbon economy
and build resilience
against the effects of
climate change. NZX
notes these steps are
unlikely to fully
mitigate the risks to
NZX listed companies
associated with climate
change, many of which
are outside of NZX’s
control.
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NZX Annual Report 2024
Risk SubtypeRisk Description
Anticipated
Business
Impacts
Anticipated
Financial
Impacts
Time
HorizonRisk Mitigation
Orderly
(1.50°C)
Too
Little
Too
Late
(>2°C)
Hot
House
(>3°C)
Transition Risks
Risk Type: Reputation
Reduced
confidence in
NZX
Risk that NZX’s
management of
climate related risks
and/or opportunities
leads to NZX not
meeting key
stakeholders’
expectations
(investors, customers,
regulator, media,
public).
Loss of
trading and
listing activity
Reduced
revenue
Short-,
medium-
and
long-
term
NZX is well positioned
to mitigate this risk
through its
environmental
sustainability
approach, emissions
reduction target and
plans to set further
emissions reduction
targets.
Physical Risks
Risk Type: Acute
Wildfire
Risk that an extreme
weather event leads
to unplanned
disruption to business
operations resulting
in adverse
operational impact.
Workforce
displacement away
from key office
locations of the NZX
Group and/or major
suppliers. Damage to
infrastructure, e.g.
office damages due
to water levels rise in
Wellington. Risk of
people unable to
access office.
Disruption to
operations
and supply
chain
Reduced
revenue
Increased
costs
Stranded
assets
Short-,
medium-
and
long-
term
As part of company-
wide risk management,
the NZX Group has put
in place frameworks,
including remote
working procedures
and business
continuity plans that
are tested at regular
intervals, that allow it
to respond
appropriately when a
risk materialise or is
likely to materialise.
Flood
Risk Type: Chronic
Sea level rise
Risk that climate
related change in
weather patterns
leads to increased
operating costs.
Damage to
infrastructure, e.g.
office damages due
to water levels rise in
Wellington. Risk that
the potential
pathways of global
and local climate
transition lead to
impacts on the
strategic growth or
performance of one
or more of NZX-listed
issuers.
Increased
operating
costs
(financing/
insurance)
Loss of listing
activity
Disruption to
operations
and supply
chain
Stranded
assets
Reduced
revenue
Increased
costs
Stranded
assets
Medium-
and
long-
term
The NZX Group
monitors the possible
impacts on each NZX
facility with reference
to the latest hazard
maps, weather data,
and other information.
In addition, NZX has
remote working
procedures and
business continuity
plans that are tested at
regular intervals. NZX
notes these steps will
not mitigate the risks to
NZX listed companies
associated with climate
change, many of which
are outside of NZX’s
control.
Increase in
mean
temperature
Water stress
& drought
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NZX Annual Report 2024
Climate-related opportunities
The below table provides an overview of the NZX Group’s
climate-related opportunities and their anticipated impacts.
All identified climate-related opportunities are transition.
Opportunity
Type
Opportunity
SubtypeDescription
Anticipated
Business Impact
Anticipated
Financial
Impact
Time
Horizon
Resource
efficiency
Improving
efficiency
Opportunities exist to reduce operating costs through
reducing emissions from business air travel, energy
efficient offices, and waste minimisation. In addition,
initiatives to reduce emissions by reducing electricity
usage have been identified and NZX is working towards
implementing these in the short-term.
Lower electricity
usage
Savings
associated with
purchased goods
and services
Reduced
costs
Short-
term
Energy
source
Increasing
electricity from
renewable
sources
As of 14 January 2025, more than 80% of New
Zealand’s electricity usage comes from renewable
electricity. The New Zealand electricity industry is
pursuing decarbonisation. In the medium-term, the NZX
Group could purchase renewable electricity certificates,
however, the focus is on reducing emissions through
energy efficiency.
Lower electricity
expenses
Reduced
costs
Medium-
term
Products
and
services
Green, Social,
and
Sustainability
(GSS) bonds
We expect further development of the debt market and
growth in GSS bonds. GSS bonds grew slightly from 29%
of the debt market in 2023 to 29.9% in 2024. Aspiration is
to grow the GSS bonds to 35% by 2027.
Increased trading
and listing activity
of GSS bonds
Increased
revenue
Short-
and
medium-
term
ESG indices
and ETFs
Launching climate or ESG themed indices and
ETFs on NZX gives investors choice to align their
investment decisions to companies that emphasise
climate performance. NZX is a facilitator and works
with issuers to educate issuers on the implications of
new indices.
Increased
demand for ESG-
themed products
Increased
revenue
Short-
term
Data servicesMandatory climate-related financial disclosures came
into effect in 2023 for NZX listed issuers above
$60 million market capitalisation. Opportunities to
support the availability of high-quality climate information
will be explored.
Increased
demand for ESG-
related data
services
A launch of a new
revenue stream
Increased
revenue
Medium-
term
Markets
Carbon
Markets
NZX made a successful entry into the compliance carbon
market with the launch of the emission unit (NZU) auction
service for the New Zealand Government’s Emissions
Trading Scheme in 2021. NZX’s operation of the NZU
auctions positions us well to further assist with secondary
market liquidity development. NZX is actively involved
in public consultations relating to further improving the
market infrastructure in New Zealand’s secondary markets
for carbon.
Increased carbon
market activity
Increased
revenue
Short-
and
medium-
term
Energy MarketsNZX provides the electricity market operator service
for the New Zealand government’s Electricity Authority.
New Zealand’s drive towards 100% renewable electricity
for New Zealand, and increasing electricity demand
from electrification, brings new opportunities for NZX to
expand its services into supplying an integrated market
operator platform.
Increased energy
market activity
Increased
revenue
Medium-
term
Resilience
Incorporating
environmental
considerations
into
procurement
Incorporating environmental considerations into
procurement, e.g., the geographic location of our
suppliers, and measuring the environmental impact of
purchased goods and services, may identify opportunities
to lift climate resilience in our business and reduce
emissions in our value chain.
Increased
business
resilience
Savings
associated with
purchased goods
and services
Reduced
costs
Short-
term
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NZX Annual Report 2024
3.4. Strategic positioning
For information on the NZX Group’s current business model
and strategy, please see the Who We Are section of this
Annual Report, on page 8. This information is incorporated
into this Statement by cross-reference.
In relation to transition planning, the NZX Group
updated its sustainability framework (now named
‘Operating Responsibly’) in 2024, including the ‘Planet’
pillar, to guide the NZX Group’s climate transition planning
and further embed climate considerations into the NZX
Group’s wider strategic decision-making. The refreshed
‘Operating Responsibly’ framework is informed by the
results of the NZX Group’s 2023 stakeholder materiality
assessment, which identified the material topics relevant
to the NZX Group's operations. A copy of that framework
is below.
The above diagram shows that Operating Responsibly
is an overarching framework, which sits below NZX's
strategy and vision as an organisation. As such, Operating
Responsibly is an overlay across the key operational
areas of our business, being capital markets, Smart and
Wealth Technologies.
The Planet pillar of the Operating Responsibly
framework outlines five key topics related to environmental
sustainability: (1) decarbonisation, (2) disclosure and
transparency, (3) stakeholder engagement, (4) sustainability
products and services, and (5) partnership. The following
diagram depicts the key topics under the Planet pillar of the
Operating Responsibly framework.
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NZX Annual Report 2024
Further detail in relation to each of the above five key
topics is set out below. The five key topics under the
"Planet" pillar of Operating Responsibly integrate elements
of both emissions reduction and climate resilience, and the
actions outlined below are key actions that NZX is taking
or intends to take in the transition to a low-emissions,
climate-resilient future. Specifically, these five topics set out
NZX's strategy for how it currently plans to respond to its
climate-related risks and opportunities. NZX recognises that
the actions outlined below are a starting point, and also
recognises that the transition plan aspects of its strategy
are likely to need to continue to evolve over time as NZX
continues to refine the actions that it will take in relation to
each of the five key topics.
At this stage, NZX is not planning to fundamentally
change its business model and strategy as a result of
climate change and the risks and opportunities that it
has identified. As a market operator, NZX earns revenue
by listing a diversified range of companies, who are
themselves expected to experience impacts and evolve
in light of climate change. NZX is at the early stages of
understanding how this evolution will affect its clients at the
aggregate level and accordingly has not to date identified
that a fundamental change to its business is required.
Decarbonisation
The NZX Group is aiming to reduce the emissions within its
operations. The NZX Group is on track to achieve a 21%
reduction in absolute Scope 1, 2 and selected scope 3
emissions by 2025 from a 2019 baseline year. This target
applies across those emissions scopes that were included in
NZX's GHG inventory in 2019.
NZX recognises that there is scope to set emissions
reduction targets across longer time horizons and a broader
range of emissions, and to take action in pursuit of those
targets. Accordingly, in 2025, the NZX Group intends to
develop and set interim and long-term emissions reduction
targets for Scope 1, 2, and 3 emissions, although the
exact timing by which these targets will be in place is not
yet clear.
In addition to aiming to reduce absolute emissions, the
NZX Group purchases carbon credit offsets corresponding
to the NZX Group’s remaining emissions, as set out further
on page 149.
Disclosure and transparency
The NZX Group is required to report in line with the
ANZ Climate Standards, and the Planet pillar of Operating
Responsibly accordingly notes compliance with this regime
as a key topic.
In addition, the NZX Group is committed to
communicating progress towards its environmental targets
to stakeholders through engagement with external rating
agencies. The NZX Group also utilises the external
ratings as a feedback mechanism which takes into
account the evolving stakeholder demands and preferences
and informs our consideration of climate-related risks
and opportunities.
Stakeholder engagement
The NZX Group considers the engagement with key
stakeholders, including investors, employees, suppliers,
customers, and regulators, as central to capital markets’ shift
towards a low-emissions, climate-resilient future. Actions
that the NZX Group intends to take in relation to this aspect
of Operating Responsibly currently include engaging with
suppliers through a Supplier Code of Conduct, which will
outline our expectations for suppliers in regard to their
environmental responsibilities among other considerations.
NZX is in the process of developing the Supplier Code
of Conduct.
Sustainability products and services
The NZX Group seeks to support decarbonisation of New
Zealand and diversify its revenue streams by offering a
range of climate-related products and services, as outlined
on pages 136 - 137 of this Statement. The NZX Group
monitors developments domestically and internationally to
better understand potential future products and services.
Partnerships
Finally, the NZX Group acknowledges the limitations
of its own decarbonisation efforts and the need to
form partnerships to scale the impact that NZX can
have in relation to decarbonisation. The NZX Group is
open to potential collaboration with other market actors
on sustainability-oriented projects, although it is at the
beginning stages of that journey. In 2024, as part of the
broader strategy to align with like-minded peer groups,
the NZX Group joined the Sustainable Business Council,
which is a membership organisation designed to connect
businesses, partners and sectors on sustainability matters
including climate change.
Linkages to capital deployment and funding decision-
making processes
The financial resources required to implement the direction
and actions outlined above will be sourced from NZX's
existing business operations. No changes have been made
to the capital deployment and funding decision-making
processes to date. The NZX Group is confident sufficient
financial resources can be directed in a timely manner
toward the transition plan aspects of its strategy as needed,
and changes to capital deployment and funding decision
making processes can be explored if required. NZX does
not have any capital deployment targets for its climate-
related actions and targets.
147
10. Appendices

NZX Annual Report 2024
4. RISK MANAGEMENT
As outlined in section 1 of this Statement, NZX has a RMF
which sets out policies and procedures for the effective
identification, assessment, management and reporting of
NZX's risks. NZX's processes for identifying, assessing and
managing climate-related risks are integrated within its RMF
via the NZX risk hierarchy which allows for the mapping
of all business unit level risks captured on the risk register
(including those related to climate) to one of the enterprise
level risks categories listed on pages 77 to 81, with all those
identified to date (including those identified via scenario
analysis as outlined in section 3 of this Statement) mapping
to one of the existing enterprise level risk categories.
4.1. How NZX identifies, assesses and manages climate-
related risks and integration into the RMF
NZX utilises a range of resources and approaches to identify
and consider the impact of risks across our business on an
ongoing basis. In relation to climate change, the scenario
analysis exercise set out on pages 137 - 141 of this climate
statement is the key tool we use to identify climate-related
risks to our business, although risks may also be identified
on an ad hoc basis as they arise. As outlined in section 3
of this statement, NZX's scenario analysis considers short-,
medium- and long-term time horizons. In 2024 NZX further
refined and assessed the climate risks identified to date.
This process included the Risk and Sustainability functions
engaging with management and relevant subject matter
experts across the business (for example, finance) to ensure
risk descriptions and related mitigations were accurate
and this forms the preliminary basis for quantification of
the anticipated financial impacts, which NZX will need to
disclose from FY25.
Once climate-related risks are identified, they are
included within NZX's risk assessment process, which
engages management at both a business unit and senior
leadership level and considers the risks that may impact
NZX while in pursuit of strategic objectives. As part of
this assessment process, risks are captured in the NZX
Group risk register and managed by appropriate business
functions including defined ownership with oversight and
monitoring at a NZX Group level as outlined in the
Governance section of this Statement.
Risk assessments are refreshed quarterly with regular risk
reporting provided by the Chief Risk Officer to the Board
(monthly) and the Audit & Risk Committee (quarterly). No
significant parts of the value chain have been excluded
from the analysis. However, when considering our supply
chain, many suppliers are early in their maturity journey.
As a result, NZX’s understanding of climate related risks
across the whole value chain, particularly the supply chain,
is limited by availability and quality of data and information
at this stage.
In accordance with the RMF, once a risk has been
identified then it is assessed using the NZX Enterprise
Risk Matrix (which is reviewed annually). NZX’s Risk Matrix
comprises a likelihood and impact scale approach for
assessing the likelihood of the risk materialising and the
potential impact. Risks are assessed from both an inherent
and residual perspective, after taking into consideration
the effectiveness of the control environment. NZX’s risk
assessment methodology utilises time horizons (aligned to
those outlined in section 3) and probability considerations
to assess the likelihood, and both financial and non-financial
criteria to determine the potential impact to NZX, allowing
for consistency in assessment across all risk types. Based on
the overall risk rating, the risk is then calibrated/categorized
as either low, medium, high or severe allowing for informed
prioritisation. The use of time horizons alongside existing
probability considerations to assess a risk’s likelihood
was implemented in 2024 to acknowledge the inherent
differences between climate risks and other operational or
business risks, including that climate-related risks are not
likely to occur over time frames that fit into a traditional risk
matrix. This change has also facilitated further integration
of these risks within the RMF, enabling us to better monitor
these risks alongside other business risks. The inclusion of
time horizons as an additional assessment consideration
also further aids consistency of assessment. All of NZX’s
risks, including climate-related risks, are managed in line
with NZX’s risk appetite. Risks that are deemed to be severe
or high are prioritised for action and regularly reported on.
148

NZX Annual Report 2024
5. METRICS & TARGETS
5.1. GHG Inventory and emissions reduction progress
2024 represents the fourth consecutive year of the NZX Group’s net carbonzero certification with Toitū Envirocare, applied
across our Scope 1, Scope 2, and certain Scope 3 emissions.
To attain the certification, the NZX Group's operational greenhouse gas (GHG) emissions are evaluated annually and
measured in accordance with international standards for carbon footprints. In 2024, the NZX Group reclassified its existing
inventory categories to fit within the GHG Protocol requirements, while in previous years the inventory was prepared based
on ISO 14064-1. The NZX Group decided to transition from ISO to GHG Protocol to improve consistency and availability of
the criteria, as the latter is freely and publicly available to market users.
In addition to measuring the carbon footprint, the NZX Group is required as part of its net carbonzero certification to
formulate plans aimed at actively managing and reducing emissions on a six-year cycle. Remaining emissions are annually
offset through the purchase of certified carbon credits. In FY24 the NZX Group purchased International Fairtrade Climate
Standard carbon credits. In addition to meeting Toitū’s programme requirements, the Fairtrade Climate Standard certified by
Gold Standard carbon credits meet the requirements for Fairtrade certification, such as a Fairtrade Minimum Price, capacity
building and a Fairtrade Premium for climate adaptation activities.
In 2024, we expanded our Scope 2 emissions coverage to include the emissions related to our data centre electricity
usage, bringing our total GHG emissions for 2024 to 601.0 tCO
2
e – 9.6% higher than 2023 figures. Data centre emissions
were previously deemed out of scope based on the operational control consolidation approach. During a pre-assurance
process undertaken in 2024 it was determined that ownership rights over the data centre hardware provides a rationale to
include indirect usage of electricity by third-party data centre in our Scope 2 inventory. Applying the baseline inventory from
2019, which excludes employee commuting, WFH and data centre emissions, the NZX Group’s total GHG emissions for 2024
are 399.0 tCO
2
e – 20.5% lower than the baseline year emissions from 2019. This positions the NZX Group well to meet its
2025 emissions reduction target, which only relates to the scopes of emissions that were included in the baseline inventory.
Our top emission source contributing to the year-on-year increase in emissions in 2024 was air travel. Compared to
2023, our air travel emissions increased by 22.6%. While NZX has seen a steady increase in air travel emissions since the
pandemic, they remain well below the 2019 figures. Employee commuting, another significant emission source, remained
stable compared to 2023, when NZX first started to measure the carbon footprint of its employees’ commute.
Scope 1 and 2 inventory has been assured by KPMG in accordance with XRB’s NZ SAE 1 assurance standard to a
‘limited’ level of assurance and the assurance report is available on page 156 of this Annual Report. The disclosures in this
Statement relating to our scope 3 GHG emissions have not been mandatorily assured. While Toitū Envirocare has provided
an emissions verification report as part of our net carbonzero certification process, this relates to our underlying greenhouse
gas inventory. That voluntary process is not an assurance engagement of the greenhouse gas emissions disclosures in this
Statement as required by the FMCA, the ANZ Climate Standards (subject to adoption provision 8) and NZ SAE 1. To support
primary users to understand the work that has been undertaken as part of our Toitū net carbonzero certification, we have
included the verification report on page 160 of this annual report. Readers should note that references to "assurance" and
"reasonable assurance" in the verification report are to the voluntary process that Toitū has undertaken and do not refer to
an assurance engagement for the purposes of the FMCA, the ANZ Climate Standards and NZ SAE 1. Both location- and
market-based emissions were reported where applicable.
The table below summarises GHG emissions data for the NZX Group for the reporting period, as compared to the
previous two years and our baseline data from 2019. We have re-ordered the table below from our FY23 climate statement
to align with the categories in the GHG protocol. As noted on page 133, NZX is only reporting a subset of its scope 3
emissions, relying on adoption provision 4 in relation to the remaining categories.
149
10. Appendices

NZX Annual Report 2024
Scope
KPMG
assurance
levelScope 3 CategoryEmissions sources CO2-e
2019
Tonnes
2022
Tonnes
2023
Tonnes
2024
Tonnes
%
difference
YoY
Scope 1
LimitedDirect Emissions (diesel)1.98.82.60.0-100.0%
Scope 2
(location-
based)
1
LimitedElectricity (office space + ticker)48.151.526.536.8+38.8%
Electricity (data centre)N/AN/AN/A17.7N/A
Scope 2
(market-
based)
1
LimitedElectricity (office space + ticker)48.151.526.531.4+18.5%
Electricity (data centre)N/AN/AN/A17.9N/A
Scope 3
2
None
3. Fuel- and
energy- related
activities (not
included in scope 1
and scope 2)
Transmission & Distribution losses
for purchased electricity
4.34.73.12.2-30.6%
Transmission & Distribution losses
for purchased electricity (data
centre)
N/AN/AN/A1.3N/A
5. Waste generated
in operations
Office Waste
3
2.37.228.45.0-82.5%
Recycling1.80.10.10.1-40.0%
6. Business travelAir Travel
•Domestic
•Short haul international
•Long haul international
212.1
33.6
174.9
155.1
22.2
65.2
94.5
25.3
142.0
96.5
37.9
186.6
+2.2%
+49.6%
+31.4%
Accommodation8.09.212.214.3+17.3%
Fuel Emissions (rental and other
cars)
10.65.78.64.3-50.3%
7. Employee
commuting
Employee CommutingN/AN/A173.8173.80.0%
Working From HomeN/A15.08.89.0+2.5%
9. Transportation
and distribution of
sold products
Freight
4.2
4
26.622.3
5
20.8-6.6%
Total (2019 inventory – location-based)501.9371.3365.5404.4+10.6%
Total (2019 inventory – market-based)501.9371.3365.5399.0+9.1%
Total (location-based)501.9371.3548.2606.2+10.6%
Total (market-based)501.9371.3548.2601.0+9.6%
1In 2024, NZX changed emissions reporting from location-based to market-based for electricity.
2Categories 4, 8, 10, 11, 12, 13, 14 were not included, as they are not applicable to NZX Group’s business operations. Category 15 financed emissions associated with Smart's
registered investment schemes are captured within Smart’s climate-related disclosures.
3An increase in office waste emissions in 2023 is due to a change in measurement methodology. In 2023 the waste management service provider switched from estimates to
readings from a weight station for waste weight figures.
4This is a correction for a previous typographical error in the 2023 Climate Statement. The error did not affect any underlying calculations or other metrics.
5In 2024, we identified additional spend on freight that was unaccounted for in 2023 due to an error in methodology. This additional spend has been added to the 2023
inventory, leading to a restatement of freight emissions. The total impact is 18.38 tCO2e of additional emissions or 3.47% of total emissions originally reported in 2023.
N/A – Data was not measured in that year
In measuring GHG emissions, we employ an operational control consolidation approach. The emissions of the NZX
Group including all wholly owned subsidiaries are included. Emissions from GlobalDairyTrade Holdings Limited, in which
NZX holds a one-third share with Fonterra and EEX, are excluded from this consolidation. This is because NZX does not
have operational control over that entity, and NZX has also determined that the emissions from this entity are immaterial.
In addition, four non-operating entities: NZX Holding No. 4 Limited, New Zealand Exchange Limited, Smart Investment
Management Limited, and Superlife Limited, are not included in the disclosure. As these entities are non-operating, their
omission does not alter the reported inventory or progress towards targets. We do not specifically exclude any GHG
emissions sources that we have identified within our inventory.
The GHG emissions sources included in our inventory were identified using the methodology outlined in the GHG
Protocol and the Technical Requirements of the Toitū Programme. Where available, the emissions data were collected from
sources with a Toitū Carbon Compatible Certification, where the collected emissions data is independently validated by
Toitū and is suitable for use in ISO 14064-1:2018 and GHG Protocol compliant inventories. For example, air travel and
accommodation emissions were provided by Orbit (NZX’s third party travel agency), which has a Toitū Carbon Compatible
Certification. The rest of the emissions inventory was quantified based on the following calculation approach: ‘Emissions =
activity data x emissions factor’. This calculation methodology is in accordance with the GHG Protocol, utilising emissions
150

NZX Annual Report 2024
factors and Global Warming Potentials (GWPs) provided by Toitū and sourced from Ministry for the Environment (MfE) and
IPCC publications (with the IPCC fifth assessment report preferred). For instance, employee commuting emissions were
estimated based on a group-wide survey results, latest MfE carbon emission factors, and the number of full-time equivalent
(FTE) employees. Overall, there is low uncertainty in regard to the quantification of GHG emissions and the effect of data
extrapolation on the total GHG emissions is immaterial. The table below summaries the data sources and methods used to
calculate GHG emissions.
ScopeScope 3 categoriesEmissions sources CO2-eData sourcesMethods
Scope 1
Direct Emissions
(diesel)
Fuel purchasesCalculation based on fuel purchases and
dollar spend based emissions factors.
Scope 2
(location-
and market-
based)
Electricity (office space
+ ticker)
Electricity usageCalculation based on electricity usage
data and emissions factors. Due to invoice
timing, the emissions for December 2024
were extrapolated based on data from the
previous 11 months.
Electricity (data centre)Electricity usageCalculation based on electricity usage
data and emissions factors.
Scope 3
3. Fuel- and energy-
related activities (not
included in scope 1
and scope 2)
Transmission &
Distribution losses for
purchased electricity
(office space + ticker)
Electricity usageCalculation based on electricity usage
data and emissions factors. Due to invoice
timing, the emissions for December 2024
were extrapolated based on data from the
previous 11 months.
Transmission &
Distribution losses for
purchased electricity
(data centre)
Electricity usageCalculation based on electricity usage
data and emissions factors.
5. Waste generated
in operations
Office WasteWaste
management
reports
Calculation is based on waste weight and
emissions factor. Waste data for Auckland
CBD and Albany offices is extrapolated
from Wellington data based on FTE.
RecyclingWaste
management
reports
Calculation is based on waste weight and
emissions factor. Waste data for Auckland
CBD and Albany offices is extrapolated
from Wellington data based on FTE.
6. Business travelAir TravelEmissions data
provided by
Orbit
AccommodationEmissions data
provided by
Orbit
7. Employee
commuting
Employee CommutingSurvey-based
emissions data
Emissions data for the year is
extrapolated based on group-wide survey
results, latest MfE carbon emission
factors, and FTE figures.
Working From HomeSurvey-based
emissions data
Emissions data for the year is
extrapolated based on group-wide survey
results, latest MfE carbon emission
factors, and FTE figures.
Fuel Emissions (rental
and other cars)
Mileage, taxi,
and rental car
transactions
Calculation based on mileage, taxi,
and rental car transactions and
emissions factors.
9. Transportation
and distribution of
sold products
FreightFreight
transactions
Calculation based on freight transactions
and emissions factor.
151
10. Appendices

NZX Annual Report 2024
5.2. Other metrics
The table below shows the NZX Group’s emissions and energy intensity per FTE and per million dollars of revenue (NZ$).
Our absolute energy consumption increased by 63.9% between 2023 and 2024, while the energy intensity per million
dollars of revenue has increased by 73.4% over the same period due to the addition of data centre electricity usage to our
inventory. The energy intensity per employee increased by 14.0% year on year but remains well below the baseline figure.
Our air travel emissions intensity per employee increased by 23.3% in 2024 compared to 2023, reflecting an increase in
international business travel.
Metric2019202220232024% difference YoY
Number of full-time employees226.0319.1341.2338.0-0.9%
Million dollars of revenue (NZ$)69.695.7108.4120.8+11.4%
Absolute energy consumption (including
diesel purchases, purchased electricity,
and transmission and distribution
losses) (tCO2-e)
54.365.032.252.8+63.9%
Energy intensity per employee
(tCO2-e / FTE)
0.20.20.10.2+73.4%
Energy intensity per million dollars of
revenue (tCO2-e / revenue)
0.80.70.30.4+45.6%
GHG emissions intensity per employee
1
(tCO2-e / FTE)
2.21.21.61.8+14.0%
GHG emissions intensity per million
dollars of revenue
1
(tCO2-e / revenue)
7.23.94.94.9+1.8%
Total Scope 1 and Scope 2 GHG
emissions intensity per million dollars of
revenue(tCO2-e / revenue)
0.70.60.30.4+51.3%
Scope 3 air travel emissions intensity per
employee (tCO2-e / FTE)
1.90.80.80.9+23.3%
1Includes all Scope 1, 2, and 3 emissions included in the GHG emissions disclosures above.
The NZX Group does not use any industry-based metrics in addition to the metrics outlined above. Regarding transition
risks, the NZX Group is predominantly exposed to market risk of reduced demand for products/services through Capital
Markets Origination, Secondary Markets and Funds Management revenue streams. We are currently disclosing 100% of the
revenue from these streams as this represents a conservative estimate. The NZX Group’s direct exposure to physical risks is
limited to our property assets and leases. We are disclosing 100% of property-related assets and leases as this represents
a conservative estimate. These are high-level estimates and involve a high level of uncertainty. No assets and capital are
currently linked to climate-related activities, and this is unchanged from FY23. The NZX Group does not use a fixed internal
emissions price but takes into account the cost of carbon credit offsets when making decisions about emissions reduction
initiatives. In 2024, the NZX Group purchased International Fairtrade Gold Standard carbon credits through Toitū at $43.2
per tonne as compared with $143.1 in FY23. Going forward, carbon credit prices may be subject to change. As set out on
page 152, NZX’s CEO has a KPI that relates to ESG targets, which while not relating to a specific amount of remuneration
does form part of the NZX CEO’s annual review process. This ESG target is cascaded down to the NZX CEO’s direct reports
and considered as part of the annual performance review process (namely through KPI setting and half/full year reviews).
This is unchanged from FY23.
Cross-industry metric category20232024% difference YoY
Transition risks: Assets or business activities vulnerable
% of total operative revenue (Capital Markets Origination, Secondary
Markets and Funds Management revenue streams)
72.1%72.1%0%
Physical risks: Assets or business activities vulnerable
% of total assets (Property, plant & equipment and right-of-use
lease assets)
9.7%9.1%-5.9%
152

NZX Annual Report 2024
5.3. Climate-related targets
The NZX Group is targeting a 21% reduction in certain absolute Scope 1, 2, and 3 emissions by 2025 from a 2019 baseline
year. This absolute emissions reduction target has been determined using an absolute contraction approach and applies
to emissions sources that were included in NZX's 2019 inventory as outlined in the table on page 150. While this target is
based on Science Based Targets initiative (SBTi) materials, it has not been approved or certified by the SBTi and has instead
been developed by reference to SBTi guidance. This emissions reduction target does not rely on offsets. With 2024 GHG
emissions being 20.5% below the 2019 figures (excluding employee commuting, WFH, and data centre emissions which
were added to the inventory subsequently), the NZX Group is well-positioned to achieve its emissions reduction target by
2025. In addition to reducing absolute emissions, the NZX Group continues to purchase carbon credit offsets corresponding
to the NZX Group’s remaining emissions. These offsets were purchased from Toitū and have been certified by Gold Standard
as meeting the Fairtrade Climate Standard.
The NZX Group considers that its short-term target to 2025 contributes to limiting global warming to 1.5° because it is
consistent with the short-term emissions reduction pathways used by Toitū and based on the SBTi. However, NZX recognises
that there is scope to increase its contribution by setting targets over the longer term. As a result, in 2025 the NZX Group
aims to develop and set interim and long-term emissions reduction targets in line with limiting our impact to a 1.5° warming
scenario across all emissions scopes.
Glossary
ANZ Climate Standards
Aotearoa New Zealand Climate Standards
CCC
He Pou a Rangi – Climate Change Commission
ESG
Environmental, social and governance
ETS
Emissions Trading Scheme
FMA
Financial Markets Authority
FSC
Financial Services Council
FTE
Full-time employees
GDP
Gross Domestic Product
GHG
Greenhouse gas
GSS
Green, social, and sustainability
IEA
International Energy Agency
IPCC
Intergovernmental Panel on Climate Change
SAE
Standard on Assurance Engagements
ISO
International Organisation for Standardisation
MBIE
Ministry of Business, Innovation & Employment
MfE
Ministry for the Environment
NGFS
Network for Greening the Financial System
NIWA
National Institute of Water and Atmospheric Association
NZU
New Zealand Unit
RMF
Risk management framework
SSEI
Sustainable Stock Exchanges Initiative
tCO2e
Tonnes of carbon dioxide equivalent
WFE
World Federation of Exchanges
XRB
External Reporting Board
YoY
Year on year
The table below sets out the location of the disclosures required by the Aotearoa New Zealand Climate Standards within
this Annual Report:
153
10. Appendices

NZX Annual Report 2024
ANZ Climate Standard requirementLocation
All disclosures required by the ANZ Climate
Standards, with the exceptions below.
Climate statement, located on pages 132-162 of this Annual Report.
ANZ Climate Standards 1, para 16(a):
description of NZX's business model
and strategy
Who We Are section of this Annual Report on page 8.
ANZ Climate Standards 1, paras 25-26:
assurance opinion
KPMG's assurance opinion is included on pages 156 - 159 of this
Annual Report.
ANZ Climate Standards 1While NZX has responded to the disclosure requirements of the ANZ
Climate Standards in this Statement, an additional summary is included as
part of the Our Environment section of this Annual Report on page 49.
The climate related disclosures were authorised for issue for and on behalf of the directors on 20 February 2025.
John McMahon
Chair of the Board
Lindsay Wright
Chair of the Audit and Risk
Committee
154

Independent Assurance

+ Inventory Verification Reports
NZX Annual Report 2024
155

© 2025 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited,
a private English company limited by guarantee. All rights reserved.
Document classification: KPMG Public
Independent Limited Assurance
Report to NZX Limited
Conclusion
Our limited assurance conclusion has been formed on the basis of the matters outlined in this report.
Based on our limited assurance engagement, which is not a reasonable assurance engagement or an audit,
nothing has come to our attention that would lead us to believe that, in all material respects, the Scope 1 and
2 greenhouse gas emissions contained within the Climate Statement, additional required disclosures of scope
1 and 2 of gross greenhouse gas emissions and scope 1 and 2 gross greenhouse gas emissions methods,
assumptions and estimation uncertainty disclosures included in the climate statement on pages 150 to 151
(GHG disclosures) are not fairly presented and prepared in accordance with the Aotearoa New Zealand
Climate Standards (NZ CSs) issued by the External Reporting Board (the criteria) for the period 1 January
2024 to 31 December 2024.
Information subject to assurance
We have performed an engagement to provide limited assurance in relation to NZX Limited’s GHG disclosures
for the period 1 January 2024 to 31 December 2024.
Our conclusion on the GHG disclosures does not extend to any other information included, or referred to, in the
climate statements on pages 150 to 151 or other information that accompanies or contains the climate statement
and our assurance report (other information). We have not performed any procedures with respect to the other
information.
Criteria
The criteria used as the basis of reporting include the (NZ CSs) issued by the External Reporting Board (XRB).
As permitted by the NZ CSs, the standards that NZX Limited’s greenhouse gas emissions are measured in
accordance with are the World Resources Institute and World Business Council for Sustainable Development’s
Greenhouse Gas Protocol standards and guidance (collectively, the GHG Protocol).
•Scope 1 emissions have been measured in accordance with The Greenhouse Gas Protocol: A Corporate
Accounting and Reporting Standard (revised edition)
•Scope 2 emissions have been measured in accordance with The Greenhouse Gas Protocol: GHG Protocol
Scope 2 Guidance: An amendment to the GHG Protocol Corporate Standard.
As a result, this report may not be suitable for another purpose.
NZX Annual Report 2024
156

Standards we followed
We conducted our limited assurance engagement in accordance with New Zealand Standard on Assurance
Engagements 1 (NZ SAE 1) Assurance Engagements over Greenhouse Gas Emissions Disclosures and
International Standard on Assurance Engagements (New Zealand) 3410 Assurance Engagements on
Greenhouse Gas Statements (ISAE (NZ) 3410) issued by the New Zealand Auditing and Assurance Standards
Board (Standard). We believe that the evidence we have obtained is sufficient and appropriate to provide a
basis for our conclusion.
Our responsibilities under the Standard are further described in the ‘Our responsibility’ section of our report.
Key Matters
We have determined that there are no key matters to communicate in our report.
Other Matter – Prior year comparatives not assured
The GHG disclosures for the period 1 January 2023 to 31 December 2023 were not subject to our limited
assurance engagement and, accordingly, we do not express a conclusion, or provide any assurance on such
information.
Our conclusion is not modified in respect of this matter.
How to interpret limited assurance and material misstatement
A limited assurance engagement is substantially less in scope than a reasonable assurance engagement in
relation to both the risk assessment procedures, including an understanding of internal control, and the
procedures performed in response to the assessed risks.
Misstatements, including omissions, within the GHG disclosures are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the relevant decisions of the intended users taken on
the basis of the GHG disclosures.
Inherent limitations
GHG quantification is subject to inherent uncertainty because of incomplete scientific knowledge used to
determine emission factors and the values needed to combine emissions of different gases.
Use of this assurance report
Our report is made solely for NZX Limited. Our assurance work has been undertaken so that we might state to
NZX Limited those matters we are required to state to them in the assurance report and for no other purpose.
Our report is released to NZX Limited on the basis that it shall not be copied, referred to or disclosed, in whole or
in part, without our prior written consent. No other third party is intended to receive our report.
Our report should not be regarded as suitable to be used or relied on by anyone other than NZX Limited for any
purpose or in any context. Any other person who obtains access to our report or a copy thereof and chooses to
rely on our report (or any part thereof) will do so at its own risk.
To the fullest extent permitted by law, none of KPMG, any entities directly or indirectly controlled by KPMG, or
any of their respective members or employees accept or assume any responsibility and deny all liability to
anyone other than NZX Limited for our work, for this independent assurance report, and/or for the opinions or
conclusions we have reached.
Our conclusion is not modified in respect of this matter.
NZX Annual Report 2024
157
10. Appendices

NZX Limited’s responsibility for the GHG disclosures
The Management of NZX Limited are responsible for the preparation and fair presentation of the GHG
disclosures in accordance with the criteria. This responsibility includes the design, implementation and
maintenance of such internal control as Management determine is relevant to enable the preparation of the GHG
disclosures that are free from material misstatement whether due to fraud or error.
The Management of NZX Limited are also responsible for selecting or developing suitable criteria for preparing
the GHG disclosures and appropriately referring to or describing the criteria used.
Our responsibility
We have responsibility for:
 planning and performing the engagement to obtain limited assurance about whether the GHG
disclosures are free from material misstatement, whether due to fraud or error;
 forming an independent conclusion based on the procedures we have performed and the evidence we
have obtained; and
 reporting our conclusion to NZX Limited.
Summary of the work we performed as the basis for our conclusion
We exercised professional judgment and maintained professional scepticism throughout the engagement. We
designed and performed our procedures to obtain evidence about the GHG disclosures that is sufficient and
appropriate to provide a basis for our conclusion.
A limited assurance engagement includes:
 assessing the suitability of the circumstances of NZX Limited’s use of the criteria as the basis for
preparation of the GHG disclosures;
 considering relevant internal controls when designing our assurance procedures, however we do not
express an opinion on the effectiveness of these controls; and
 evaluating the appropriateness of reporting policies, quantification methods and models used in the
preparation of the GHG disclosures and the reasonableness of estimates made by NZX Limited; and
evaluating the overall presentation of the GHG disclosures.

Our procedures selected depended on the understanding of the GHG disclosures that is sufficient and
appropriate to provide a basis for our conclusion. The procedures we performed were based on our professional
judgment and included inquiries, observation of processes performed, inspection of documents, analytical
procedures, evaluating the appropriateness of quantification methods and reporting policies, and agreeing or
reconciling with underlying records. In undertaking limited assurance on the GHG disclosures we:
 obtained, through inquiries an understanding of NZX Limited’s control environment, processes and
information systems relevant to the preparation of the GHG disclosures. We did not evaluate the design
of particular control activities, or obtain evidence about their implementation;
 evaluated NZX Limited’s organisational and operational boundaries against the requirements of the
GHG Protocol;
 agreed a selection of GHG emissions data to relevant underlying source documents and re-performed
emission factor calculations for a limited number of items; and
 assessed the adequacy of the presentation and disclosure of the GHG disclosures in accordance with
the NZ CSs.
NZX Annual Report 2024
158

The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in
extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited
assurance engagement is substantially lower than the assurance that would have been obtained had a
reasonable assurance engagement been performed.
Our independence and quality management
This assurance engagement was undertaken in accordance with NZ SAE 1. NZ SAE 1 is founded on the
fundamental principles of independence, integrity, objectivity, professional competence and due care,
confidentiality and professional behaviour.
We have complied with the independence and other ethical requirements of Professional and Ethical Standard 1
International Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board, which is founded on
fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and
professional behaviour.
The firm applies Professional and Ethical Standard 3 Quality Management for Firms that Perform Audits or
Reviews of Financial Statements, or Other Assurance or Related Services Engagements (PES 3), which requires
the firm to design, implement and operate a system of quality control including policies or procedures regarding
compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
We have also complied with Professional and Ethical Standard 4 Engagement Quality Reviews (PES 4) which
deals with the appointment and eligibility of the engagement quality reviewer and the engagement quality
reviewer’s responsibilities relating to the performance and documentation of an engagement quality review.
Our firm has also provided financial statement audit services to NZX Limited. Subject to certain restrictions,
partners and employees of our firm may also deal with NZX Limited on normal terms within the ordinary course of
trading activities of the business of NZX Limited. These matters have not impaired our independence as
assurance providers of NZX Limited for this engagement. The firm has no other relationship with, or interest in,
NZX Limited.
As we are engaged to form an independent conclusion on the GHG disclosures prepared by NZX Limited, we are
not permitted to be involved in the preparation of the GHG disclosures as doing so may compromise our
independence.
The engagement partner on the assurance engagement resulting in this independent assurance report is Brent
Manning.

KPMG
Wellington
20 February 2025

NZX Annual Report 2024
159
10. Appendices

To the intended users
Organisation subject to audit:
Toitū Carbon Programme:
Audit Criteria:
Responsible Party: NZX Limited
Intended users:
Registered address:
Level 1, NZX Centre, 11 Cable Street, Wellington, 6011, New Zealand
Inventory period:
1/01/2024 - 31/12/2024
Inventory report:
Responsible Party's Responsibilities
Verifiers' Responsibilities
INDEPENDENT AUDIT OPINION
Toitū Climate Impact Programme certification
NZX Limited
Toitū net carbonzero organisation certification
ISO 14064-1:2018
ISO 14064-3:2019
Toitū Programme Technical Requirements 3.1
Technical Requirements – Audit V3
Certification Mark Guide
NZX Management and Board, Toitū carbonzero programme auditors, regulators, institutional
investors and rating agencies, current and potential employees, and the general public.
IMR_2024_NZX Limited_Net CZ_Org.pdf
We have reviewed the greenhouse gas emissions inventory report (“the inventory report”) for the above named
Responsible Party for the stated inventory period.
TheManagementof the ResponsiblePartyis responsible for the preparation of theGHG statementin accordancewith ISO
14064-1:2018and therequirementsof thestatedToitūcarbonprogramme.Thisresponsibilityincludes the design,
implementationandmaintenanceof internalcontrolsrelevanttothe preparation ofaGHG statementthatisfreefrom
material misstatement.
Our responsibility as verifiers is to express a verification opinion to the agreed level of assurance on the GHG statement,
based on the evidence we have obtained and in accordance with the audit criteria. We conducted our verification
engagement as agreed in the audit letter, which define the scope, objectives, criteria and level of assurance of the
verification.
The International Standard ISO 14064-3:2019 requires that we comply with ethical requirements and plan and perform the
verification to obtain the agreed level of assurance that the GHG emissions, removals and storage in the GHG statement
are free from material misstatement.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit carried out in accordance with the
ISO 14064-3:2019 Standards will always detect a material misstatement when it exists. The procedures performed on a
limited level of assurance vary in nature and timing from, and are less in extent compared to reasonable assurance, which
is a high level of assurance. Misstatements are differences or omissions of amounts or disclosures, and can arise from
fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected
to influence the decisions of readers, taken on the basis of the information we audited.
GHG quantification is subject to inherent uncertainty because of incomplete scientific knowledge used to determine
emissions factors and the values needed to combine emissions of different gases.
Audit Opinion v3.0
©Enviro-Mark Solutions Limited 2021
Page 1
NZX Annual Report 2024
160

Basis of verification opinion
Verification
Verification strategy
Basis for modified verification opinion
Verification level of assurance
ISO CATEGORY
LOCATION BASED tCO
2
e
MARKET BASED tCOe
LEVEL OF ASSURANCE
Category 1 0.000.00
Reasonable
Category 2 54.4649.32
Reasonable
Category 3 (mandatory)325.29325.29
Reasonable
Category 3 (additional)197.16197.16
Reasonable
Category 4 (mandatory)8.978.42
Reasonable
Category 4 (additional)20.8820.88
Reasonable
TOTAL NET EMISSIONS
606.75601.06
Our responsibility is to express an assurance opinion on the GHG statement based on the evidence we have obtained. We
conducted our assurance engagement as agreed in the Contract which defines the scope, objectives, criteria and level of
assurance of the verification.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We have undertaken a verification engagement relating to the Greenhouse Gas Emissions Inventory Report (the ‘Inventory
Report’)/Emissions Inventory and Management Report of the organisation listed at the top of this statement and described
in the emissions inventory report for the period stated above.
The Inventory Report provides information about the greenhouse gas emissions of the organisation for the defined
measurement period and is based on historical information. This information is stated in accordance with the requirements
of International Standard ISO 14064-1 Greenhouse gases – Part 1: Specification with guidance at the organisation level for
quantification and reporting of greenhouse gas emissions and removals (‘ISO 14064-1:2018’) and the requirements of the
stated Enviro-Mark Solutions Limited (trading as Toitū Envirocare) programme.
Our verification strategy used a combined data and controls testing approach. Evidence-gathering procedures included but
were not limited to:
—activities to inspect the completeness of the inventory;
—interviews of site personnel to confirm operational behaviour and standard operating procedures;
—
examination of pre-verified air travel emissions data;
—detailed retracing of employee commuting, electricity (data centres) and electricity distributed T&D losses (data centres).
The data examined during the verification were historical in nature.
The following qualifications have been raised in relation to the verification opinion:
The opinion is unmodified.
Audit Opinion v3.0
©Enviro-Mark Solutions Limited 2021
Page 2
NZX Annual Report 2024
161
10. Appendices

Responsible party's greenhouse gas assertion (certification claim)
Verification conclusion
Other information
VERIFIED BYAUTHORISED BY
Name:Briar FowlerAna Tatana
Position: Verifier, Toitū EnvirocareCertifier, Toitū Envirocare
Signature:
Date verification audit: 30 January 2025
Date opinion expressed: 31 January 202511 February 2025
Toitūnetcarbonzeroorganisationcertified: NZXLimited.Toitūnetcarbonzerocertifiedmeans measuringemissionstoISO
14064-1:2018andToitū requirements; managingand reducing againstToitū requirements;andcompensating remaining
emissions following Toitū requirements and covering a minimum of the total Toitū boundary.
The responsible party is responsible for the provision of Other Information to meet Climate Impact Programme
requirements. The Other Information may include emissions management and reduction plan and purchase of carbon
credits, but does not include the information we verified, and our auditor’s opinion thereon.
Our opinion on the information we verified does not cover the Other Information and we do not express any form of audit
opinion or assurance conclusion thereon. Our responsibility is to read and review the Other Information and consider it in
terms of the programme requirements. In doing so, we consider whether the Other Information is materially inconsistent with
the information we verified or our knowledge obtained during the verification.
We have obtained all the information and explanations we have required. In our opinion, the emissions, removals and
storage defined in the inventory report, in all material respects:
•
co
mply with ISO 14064-1:2018 and the requirements of the stated Toitū Climate Impact Programme; and
•
p
rovide a true and fair view of the emissions inventory of the Responsible Party for the stated inventory period.
Audit Opinion v3.0
©Enviro-Mark Solutions Limited 2021
Page 3
NZX Annual Report 2024
162

NZX Annual Report 2024
Appendix 2
OUR SUSTAINABILITY IMPACT – GRI CONTENT INDEX
NZX is committed to comprehensive sustainability reporting. This report contains the Global Reporting Initiative (GRI)
content index and includes climate statements prepared in accordance with the Aotearoa New Zealand Climate Statements.
General disclosures
2-1-a
Name of organisationNZX Limited
2-1-b
Nature of ownership and
legal form
Notes to the Group Financial Statements. See pages 89 to 119.
2-1-c
Location of headquartersNZX Limited, Level 2 / NZX Centre, 11 Cable Street, Wellington. See page 167.
2-1-d
Location of operationsNew Zealand
2-2
Entities included in the
organization’s sustainability
reporting
Who we are. See page 8.
2-3-a
Reporting period and
frequency
1 January 2024 – 31 December 2024.
Reporting frequency: Annual.
2-3-b
Reporting period for financial
reporting
1 January 2024 – 31 December 2024
2-3-c
Publication date21 February 2025
2-3-d
Contact pointinfo@nzx.com
2-4
Restatement of informationIn 2024, we identified additional spend on freight that was unaccounted for in
2023 due to an error in methodology. This additional spend has been added
to the 2023 inventory, leading to a restatement of freight emissions. The total
impact is 18.4 tCO2e of additional emissions or 3.5% of total emissions originally
reported in 2023.
2-5
External assuranceScope 1 and 2 inventory has been assured by KPMG in accordance with XRB’s NZ
SAE 1 assurance standard to a ‘limited’ level of assurance.
Independent Auditor’s Report for external assurance of sustainability reporting.
See pages 156 - 159.
2-6
Activities, value chain and
other business relationships
Our vendors include contractors for office space, utilities, telecommunications,
cybersecurity and data centre facilities providers in New Zealand and other
countries to deliver a range of exchange-related services.
Year in review 2024. See page 10.
Who we are. See page 8.
2-7
EmployeesWho we are. See page 8. Operating Responsibly: Our People. See page 44.
2-9
Governance structure and
composition
Corporate Governance. A full list of Board Committees and membership is
published on page 60. The composition of the NZX Board is disclosed, including
average tenure and diversity characteristics.
2-13
Delegation of responsibility
for managing impacts
General Manager Corporate Affairs & Sustainability, who reports to the Chief
Financial & Corporate Officer.
2-22
Statement on sustainable
development strategy
Operating Responsibly, page 41 and Climate Statement, pages 132 - 162.
2-23
Policy commitmentsHow we deliver value. See page 32. Operating Responsibly. See page 41.
2-28
Membership of associationsDiversity Works NZ, Business NZ, Business NZ Energy Council, Australasian
Investor Relations Association, Futures Industry Association, Institute of IT
Professionals, NZ Institute of Economic Research Inc, FinTech NZ, The Hugo
Group Inc, The New Zealand Initiative, Financial Services Council, Sustainable
Business Council. Global affiliations include: ASX – Sydney, HKEX – Hong Kong,
163
10. Appendices

NZX Annual Report 2024
General disclosures
LSE – London, NASDAQ – New York, SGX – Singapore, TMX – Toronto, SPSE –
Suva, SSE – Shanghai.
2-29
Approach to stakeholder
engagement
Operating Responsibly. See page 41. NZX engages with various stakeholder
groups in the capital markets eco-system, including those entities regulated by
NZ RegCo. NZX continues to embed industry engagement practices including
through the Technology Working Group, the Securities Industries Association
(which represents NZX Participants) and the NZX Corporate Governance Institute.
NZX also works closely with other regulatory and government agencies that set
policy that affects NZX’s markets, including FMA, MBIE and XRB and engages with
market peers through WFE and the SSE Initiative.
2-30
Collective bargaining
agreements
None of NZX’s employees are covered by a collective bargaining agreement.
3-1
Process to determine
material topics
NZX determines material topics through an ESG materiality assessment, which
includes the identification of key stakeholders and engagement with them to
determine how they are affected by the company’s decisions and actions –
supporting reporting on the key topics and concerns raised, and how NZX
prioritises and responds to those matters.
3-2
List of material topicsAnnual Report 2023. See page 44.
205-1
Operations assessed for risks
related to corruption
Risk management. See page 75.
205-2
Communication and training
about anti-corruption policies
and procedures
NZX has a Conflict Management Policy that applies to all employees and
directors. Any person subject to the policy is required to complete annual training
to a satisfactory standard. 100% had completed training at the reporting date.
NZ RegCo employees and directors must complete separate training relevant
to their conflicts management obligations. 100% had completed training at
publication date.
At publication date 100% of governance body members and 100% of NZX
employees have received training on the organisation’s anti-corruption policies
and procedures. Annual refresher training is required.
205-3
Confirmed incidents of
corruption and actions taken
In the 12-month period to 31 December 2024, there were no confirmed incidents
of corruption, including cases where employees are dismissed, business contracts
violated or terminated, or public legal cases in relation to Anti Money Laundering.
207-1
Approach to taxNote to the Group Financial Statements. See pages 89 to 119.
207-2
Tax governance control and
risk management
207-4
Country-by country reportingThe NZX Group is resident for tax purposes in New Zealand only.
164

NZX Annual Report 2024
PEOPLE – social disclosures
202-1
Wage levelOperating Responsibly: Our People. See page 44. NZX has adopted a
commitment to the Living Wage and as at 31 December 2024 100% of NZX
permanent and fixed term employees are paid at or above the 2024 Living Wage.
408,
409
Risk for incidents of child,
forced or compulsory labour
NZX people policies, processes and guidelines are aligned with the International
Labour standards set by the International Labour Organisation (ILO). In addition,
all our people policies, processes and guidelines are compliant with NZ
employment law and human rights protections. No risks identified for the year
ending 2024 nor any incidents reported by staff.
401-1
New employee hires and
employee turnover
For the year ending 31 December 2024, the NZX Group had 67 new employee
hires (45% male, and 55% female). For the year ending 31 December 2024, NZX
had 66 resignations (50% male, and 50% female).
403-2
Health and safetyOperating Responsibly: Our People. See page 44. Total Recordable Incident Rate
(TRIR) per 200,000 hours worked in 2024 is 0.99 (as at 31 December 2024) for
total workforce. The Absentee Rate (AR) for total workforce for 2024 year as at
31 December 2024 is 2.08%. NZX facilitates workers’ access to non-occupational
medical and healthcare services, and the scope of access provided for employees
and workers. This is further boosted by the generous Sick Leave policy.
404-1,
404-3
Training providedOperating Responsibly: Our People. See page 44. For the NZX Group, the
average training and development expenditure per employee for the 2024 year
is $999.46 . During 2024, 100% of total permanent employees (including all men
and women; and all employees by category) received a regular performance and
career development review.
405-1
Diversity and inclusionWho we are. See page 9 for diversity by FTE. Operating responsibly – Our People
for diversity by headcount. See page 9.
405-2
Pay equalityThe NZX Group reporting relates to gender equality and does not currently
address minor to major ethnic groups, and other relevant equality areas.
Operating Responsibly: Our People. See page 44. Ratio of average basic salary
of women to men: The average basic salary of women is 83.4% of the average
basic salary of men. Another way to express this is that NZX has an overall gender
pay gap of 16.6% for base salary.
PLANET – environmental disclosures
302-1
Energy consumption within
the organisation
The NZX Group has a commercial arrangement with Toitū Envirocare to
provide carbon management tools, guidance, and certification. 2024 marks a
third consecutive year of NZX meeting the Toitū net carbonzero programme
requirements to be a certified net carbonzero organisation. Energy consumption,
scope 1-3 emissions, intensity metrics and reduction of GHG emissions are
reported in our Climate Statement. See page 152.
302-3
Energy intensity
305-1
Direct (Scope 1) GHG
emissions
305-2
Energy indirect (Scope 2)
GHG emissions
305-3
Other indirect (Scope 3) GHG
emissions
305-4
GHG emissions intensity
305-5
Reduction of GHG emissions
Climate-related disclosuresUnder the Financial Markets Conduct Act 2013, NZX Group is a climate reporting
entity required to make mandatory climate-related disclosures. In accordance with
the climate-related disclosure framework, NZX has prepared a Climate Statement
that covers the climate-related risks and climate-related opportunities, as well as a
scenario analysis. See pages 132 - 162.
Nature
loss
Land use and ecological
sensitivity
Not material for the NZX Group. The NZX Group does not own, lease, manage
in, or adjacent to, protected areas or areas of high biodiversity value outside
protected areas.
Freshwater
availability
Water consumption and
withdrawal in water-stressed
areas
Not material for the NZX Group.
Solid
waste
Impact of solid waste
disposal
The NZX Group recognises that society and environmental impacts of solid wastes
streams, and the company measures emissions from waste to landfill within its
165
10. Appendices

NZX Annual Report 2024
PLANET – environmental disclosures
Toitū net carbonzero certification. Emissions from waste to landfill totalled 5.0
tCO2e in 2024.
Single-use plasticsThe NZX Group recognises that the consumption and disposal of single-use
plastics is an issue of high public concern, and the company will be assessing
our corporate supply chain within efforts to measure and manage a wider range
of scope 3 emissions.
PROSPERITY – economic disclosures
203-1
Infrastructure investments
and services supported
Operating Responsibly. See page 41. NZX, in partnership with EEX, developed
and, from 2021, manages the New Zealand Emissions Trading Scheme Auctions
for New Zealand Units under contract with the Ministry for the Environment.
Economic contributionOperating Responsibly. See page 41.
Absolute number and rate of
employment
Operating Responsibly. See page 41.
Financial investment
contribution
Operating Responsibly. See page 41.
Total tax paidNotes to the Group Financial Statements. See pages 89 to 119.
166

NZX Annual Report 2024
Corporate Directory
Board of Directors
John McMahon (Chair)
Dame Paula Rebstock
Lindsay Wright
Frank Aldridge
Elaine Campbell
Peter Jessup
Rachel Walsh

Chief Executive Officer
Mark Peterson
Chief Corporate and
Financial Officer
Graham Law
General Counsel and
Company Secretary
Sara Wheeler
Registered Office
NZX Limited
Level 2/ NZX Centre
11 Cable Street
PO Box 2959
Wellington
+64 4 472 7599
info@nzx.com
nzx.com
Auditors
KPMG
Level 6, 44 Bowen Street
Wellington
+64 4 816 4500
Share Register
A division of MUFG Pension and
Market Services
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
PO Box 91976, Auckland 1142
Investor enquiries: +64 9 375 5998
Website:
nz.investorcentre.mpms.mufg.com/
Email:
enquiries.nz@cm.mpms.mufg.com
167
10. Appendices

---

Results announcement
21 February 2025

Results for announcement to the market
Name of issuer NZX Limited
Reporting Period 12 months to 31 December 2024
Previous Reporting Period 12 months to 31 December 2023
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$120,756 11.4%
Total Revenue $120,756 11.4%
Net profit/(loss) from
continuing operations
$25,490 88.1%
Total net profit/(loss) $25,490 88.1%
Interim/Final Dividend
Amount per Quoted Equity
Security
$0.03100000
Imputed amount per Quoted
Equity Security
$0.01205556
Record Date 19 March 2025
Dividend Payment Date 2 April 2025
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security
($0.1048) ($0.1555)
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
For commentary on the results please refer to the news release,
Annual Report and investor presentation attached.
Authority for this announcement
Name of person

authorised
to make this announcement
Graham Law
Contact person for this
announcement
Graham Law
Contact phone number +64 29 494 2223
Contact email address graham.law@nzx.com
Date of release through MAP

21 February 2025

Audited financial statements accompany this announcement.

---

Distribution Notice

Section 1: Issuer information
Name of issuer NZX Limited
Financial product name/description Ordinary shares
NZX ticker code NZX
ISIN (If unknown, check on NZX
website)
NZNZXE0001S7
Type of distribution
(Please mark with an X in the
relevant box/es)
Full Year X Quarterly
Half Year Special
DRP applies
Record date Close of trading on: 19/03/2025
Ex-Date (one business day before the
Record Date)
18/03/2025
Payment date 02/04/2025
Total monies associated with the
distribution
1

$10,137,692 (based on number of shares on issue at the
date of this form)
Source of distribution (for example,
retained earnings)
Equity (being Retained Earnings and Share Capital)
Currency NZD
Section 2: Distribution amounts per financial product
Gross distribution
2
$0.04305556
Gross taxable amount
3
$0.04305556
Total cash distribution
4
$0.03100000
Excluded amount (applicable to listed
PIEs)
-
Supplementary distribution amount $0.00547059
Section 3: Imputation credits and Resident Withholding Tax
5

Is the distribution imputed Fully imputed
If fully or partially imputed, please
state imputation rate as % applied
6

28%
Imputation tax credits per financial
product
$0.01205556

1
Continuous issuers should indicate that this is based on the number of units on issue at the date of the form
2
“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of
Resident Withholding Tax (RWT).
3
“Gross taxable amount” is the gross distribution minus any excluded income.
4
“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.
This should include any excluded amounts, where applicable to listed PIEs.
5
The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is
fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute
advice as to whether or not RWT needs to be withheld.

6
Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

Resident Withholding Tax per
financial product
$0.00215278
Section 4: Distribution re-investment plan (if applicable)
DRP % discount (if any)

Start date and end date for
determining market price for DRP
Close of trading on:

Close of trading on:

Date strike price to be announced (if
not available at this time)

Specify source of financial products to
be issued under DRP programme
(new issue or to be bought on market)

DRP strike price per financial product

Last date to submit a participation
notice for this distribution in
accordance with DRP participation
terms

Section 5: Authority for this announcement
Name of person

authorised to make
this announcement
NZX Chief Financial & Corporate Officer Graham Law
Contact person for this
announcement
NZX Chief Financial & Corporate Officer Graham Law
Contact phone number 04 498 2271
Contact email address
graham.law@nzx.com
Date of release through MAP

21/02/2025

---

1
21 February 2025
NZX FULL YEAR 2024 RESULTS
INVESTOR PRESENTATION

2
Contents
Important notice
This investor presentation should be read in conjunction with NZX's other periodic and continuous
disclosure announcements, and the financial statements in the 2024 Annual Report, which provides
additional information on many areas covered in this presentation. These are available at nzx.com.
This presentation contains certain 'forward-looking statements' such as indications of, and guidance or
outlook on, future earnings and financial position and performance. This includes statements regarding
NZX's current assumptions, which are subject to market outcomes, particularly with respect to market
capitalisation, total capital listed and raised, secondary market value and derivatives volumes traded,
funds under management and administration growth, integration / restructuring costs and technology
costs.
Additionally they assume no material adverse events, significant one-off expenses, major accounting
adjustments, other unforeseeable circumstances, or future acquisitions or divestments.
Forward-looking statements are not guarantees or predictions of future performance and involve known
and unknown risks and uncertainties and other factors, many of which are beyond the control of NZX, and
may involve significant elements of subjective judgement and assumptions as to future events which may
or may not be correct. There can be no assurance that actual outcomes will not materially differ from
these forward-looking statements.
A number of important factors could cause actual results or performance to differ materially from the
forward-looking statements. The forward-looking statements are based on information available to NZX
as at the date of this presentation.
Except as required by law or regulation (including the Listing Rules), NZX undertakes no obligation to
provide any additional or updated information whether as a result of new information, future events or
results or otherwise.
Page 2
Executive Summary Page 3

Business Unit Highlights Page 8
Financial Performance Page 15
Financial Position & Cash Flows Page 21
Final Dividends & 2025 Earnings Guidance Page 25
Appendix Page 27
1.Segmental Analysis and non-operating expenses
2.People
3.NZX Group Structure
4.Operating Revenue Definitions
5.Historical Information
NZX Full Year 2024 Results

3
Executive Summary
Mark Peterson
Chief Executive Officer

4
FY24 Results – Financial Highlights
NZX has produced a strong operating financial result in a mixed year for global markets. Demonstrating all-round business strength
through diversity of product offering – as a market operator, fund manager and fund administration platform provider
NZX Full Year 2024 Results
Notes:
1Data is for the year ended 31 December 2024. Percentage changes represent the movement for the year 2023 to 2024.
2Operating earnings (EBITDA) are before net finance expense, income tax, depreciation, amortisation, loss on disposal of assets, gain on lease modification, change in fair value of contingent consideration, impairment loss on goodwill and share of profit of associate. Operating earnings is
not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may not be comparable with similarly titled performance measures and disclosures by other entities. Refer to financial statements note 2 for a reconciliation of EBITDA to NZ IFRS profit for the
year.
3Accounting adjustments relate to the write-back of earn out provisions on the acquisition of QuayStreet, offset by a partial write down in the value of the energy contracts with the Electricity Authority.
Operating Earnings
2

excluding integration & restructure costs
$48.5 million
21.0% increase
Operating Margin
excluding integration & restructure costs
40.2%
8.6% increase
Net Profit After Tax
(NPAT)
$25.5 million
88.1% increase
NPAT excluding accounting adjustments
3
$18.3 million (30.1% increase)
Final Dividend
(fully imputed)
3.1 cps
Total FY24 dividends 6.1 cps
Operating Earnings
2

including integration & restructure costs
$47.2 million
21.3% increase
Net Cash Flows
$4.2 million
2.4% increase
Earnings Per Share
(EPS)
7.8 cps
85.7% increase
EPS excluding accounting adjustments
3
5.6 cps (27.3% increase)
Total Shareholder Return
for 2024
42.6%

5
NZX Full Year 2024 Results
FY24 Results – 2024 strategic delivery achievements

NZX is delivering to our growth strategy, and we are seeing positive momentum in the key revenue driving metrics
2024 Targets2024 Actual5 Yr Progress
Markets
• Capital listed and raised$15.0 billion$15.8 billion$17.7bn average p.a.
• Total value traded / cleared$38.0 billion$41.5 billion$43.8bn average p.a.
•Dairy derivatives lots traded0.70 - 0.85 million lots0.67 million lots13.2% CAGR growth
•Information Services
revenue growth (excluding
one off revenue)
Average revenue growth:
2.1%
(0.2)% growth
(excl. one off revenues)
6.4% CAGR growth
(excl. one off revenues)
Smart
• Funds under management
Average FUM growth:
14.7%
22.6% growth
(net cash flows +7.0%
and market return +15.6%)
20.6% CAGR growth
(excluding acquired FUM)
Wealth Technologies
• Funds under administration
Migrate new clients onto
the platform and achieve
cash flow positivity
ARR: 50.0% growth
FUA: 40.4% growth
(net cash flows +24.8%
and market return +15.6%)
ARR: 46.7% CAGR growth
FUA: 47.8% CAGR growth
Notes:
1The 2024 Targets are detailed in the Investor Presentation from February 2024.
2Data is “for the year ended 31 December 2024,” or “as at 31 December 2024” (as applicable).
3Percentage changes represent the movement for the year 2023 to 2024, except Funds Under Management and Funds Under Administration which are the movement in balances as at 31 December 2023 to 31 December 2024.
Strategic Delivery
Group
•Operating margin – improvement
•NPAT (underlying) – growth
•Cashflow – lifting
Capital Markets
•NZX Dark – fully operational
•NZX20 Futures – progressing delivery
•Cost management – restructure
Smart
•Rebrand – commenced
•iShares by BlackRock strategic alliance -signed
•New Exchange Traded Funds (4) - launched
•Maturing operations – leveraging Wealth Technologies
Wealth Technologies
•Cash flow positive on external client activities - achieved
•Client wins – feeding future ARR
•Migrations - successful and growing ARR

6
NZX Full Year 2024 Results
2025 strategic delivery - what success looks like

The 2025 strategic priorities and targets for the key revenue metrics drive the 2025 earnings guidance
2025 Strategic PrioritiesExternal dependencies2025 Targets
Markets
•Capital listed and raised•Ensure NZX positioned for growth when macro-economic
environment improves, and markets recover
•Listing ecosystem is dependent on other market
participants
•No major market correction
$16.0 billion
•Total value traded / cleared•NZX 20 Index Futures – go live in 2025
•Drive greater scale in clearing
•Participant activity levels drive value traded / cleared
•No major market correction
•Participant readiness for NZX 20 Index Futures
$41.5 billion
•Dairy derivatives lots traded•Dairy derivatives – continue to extend market distribution and
expand global access
•Participant activity levels and dairy market price
volatility drive lots traded
0.78 - 0.93 million lots
•Information Services revenue
growth (excluding one off
royalty revenue)
•Expand our Information Services product offering•Dependent on markets growthRevenue growth: 2.0%
Smart
•Funds under management
•Drive scale, efficiencies and operating leverage, including
maturing Smart operations to unlock further synergies of scale.
Progress our growth initiatives across Smart ETFs, QuaySt &
KiwiSaver
•Investment market returns
•No major market correction
FUM growth: 10.8%
NZXWT
•Annual Recurring Revenue
•Funds under administration
•Drive scale, efficiencies and operating leverage, including
migrating the current pipeline in 2025
•Clients’ migration ability / cadence
•Investment market returns
•Macro economic environment impacts
Migrate new clients onto the
platform and drive cash flow
positivity

7
NZX’s Strategy
We operate under a strategic framework with interconnected businesses driving scale and
operating leverage for shareholders and helping New Zealand grow
STRATEGY
VISION
C A P I T A L
M A R K E T S
S M A R T
N Z X W E A L T H
T E C H N O L O G I E S
I n t e r c o n n e c t i v i t yI n t e r c o n n e c t i v i t y
S t a b l e / s e c u r e p l a t f o r m – w e l l m a n a g e d r i s k ; h e a l t h y c u l t u r e
Gro w in g, Co n n ec t in g, Crea t in g V a lu e
“A trusted New Zealand business, delivering sustainable wealth, value & opportunities for all”
Scale
Listed securities, trading,
clearing and settlement
volumes
Client Requirements/
Product Expansion
NZX Dark, Derivatives
Client Requirements/
Product Expansion
Enhanced product range
Scale
Funds Under Management
Scale
Annual Recurring Revenue
Funds Under Administration
Client Requirements/
Product Expansion
Platform functionality
Operational leverageOperational leverage
P l a n e t | P e o p l e | P r i n c i p l e s o f G o v e r n a n c e | P r o s p e r i t y
OPERATING
RESPONSIBLY
STRATEGIC
THEMES
VALUES
Operational leverage
•Assist NZ to grow and improve its
productivity
•Three connected and complimentary
businesses
•Capital Markets– round out our product
offering, buildscale in clearing and
settlement and capitalise on the operating
leverage as markets recover
•Smart – continue the organic growth,
invest in our brand, product, client service
automation and operating platform
•NZXWT – continue to migrate client
demand and capitalise on the competitive
position
•Leverage the NZXWT capabilities for Smart
•Operate a well-managed, scalable, secure
operations and technology environment
7

8
Business Unit Highlights

9
Capital Markets Origination – Capital Listed and Raised
NZX Full Year 2024 Results
Capital listed increased reflecting a general improvement in the macroeconomic environment, this is driven by i) retail /
sustainable debt, and ii) specific large capital raises for acquisitions / positioning for further growth
Market Activity
Capital Listed / Raised (new and secondary capital raisings) $15.8 Billion
•Movement from 2023 / 5 year rolling average +11.6% / (10.4)%
Market Development
Help streamline the regulatory framework – collaboration with the Government to implement initiatives
in the Capital Markets 2029 report
Proactively working with the broader market ecosystem to reinvigorate New Zealand’s capital markets
Capital Markets Origination team held numerous “Listing your company” and “Raising capital in New
Zealand” events and showcased current listed clients through various mediums
Enhancing issuers’ experiences – continually improve the profile initiatives for issuers to help drive
liquidity in their stocks

10
Secondary Markets – Value Traded / Cleared
Value traded / cleared increased reflecting a general improvement in the macroeconomic environment in H2-24
NZX Full Year 2024 Results
Market Activity
Value Traded / Cleared $41.5 billion
•Movement from 2023 / 5 year rolling average +22.9% / (5.1)%
•Depository:
•Assets under custody $7.8 billion (2.1)%
•Depository OTC trades 109k +35.2%
Market Development
NZX Dark (mid-point order book) launched in early June
S&P/NZX20 Index Futures – continue to work towards relaunch
Financial Market Infrastructures Act (FMI) – NZX Clearing transitioned in early 2024, the legislation
regulating NZX Clearing is now in line with international participants’ expectations
Depository Automation –the project to automate various operational processes is progressing well with
the first phase completed in January 2025

11
Information Services Revenue
Lower professional terminals and subscriptions lag the general improvement in the macroeconomic environment
High level of back dated indices revenue and increased higher value licences
NZX Full Year 2024 Results
Note: Information Services Revenue graph includes Audit and Backdated Licenses / Indices revenue
Market Activity
Information Services revenue (including audit / backdated revenue) $19.9 million
•Movement from 2023 / 5 year CAGR +1.0% / 5.8%
Audit and Backdated Licenses / Indices revenue includes:
•Back dated indices revenue ($850k); and
•Royalty audit revenue ($310k) – decreasing from historical high levels as revenues are now being
captured within recurring revenue lines
Information Services revenue (excluding audit / backdated revenue) $18.7 million
•Movement from 2023 / 5 year CAGR (0.2)% / 6.4%
Market Development
Introduced new licence type for end of day data usage, with further new licence types intended for
2025
Connectivity–completedtheTrans-Tasman connectivity upgrade to increase resilience and simplify
connecting global clients to NZX trading and clearing systems.

12
Dairy Derivatives and GlobalDairyTrade
Dairy Derivatives lots traded continue to see the significant growth expected from the Singapore Exchange strategic partnership
though margin fee rates have started to normalise from the prior year peak levels
GlobalDairyTrade is underway with its strategic growth initiatives
NZX Full Year 2024 Results
Market Activity
•Dairy Derivatives Lots traded 667k
Movement from 2023 / Relative to 5 year rolling average +15.3% / +42.5%
Dairy Derivatives
Singapore Exchange (SGX) strategic partnership has extended market distribution and expanded global
access:
•Trebled the number of trading and clearing members with potential for further expansion;
•Market Maker and LiquidityProvision Schemes operational;
•Margin fees have started to normalisein line with global future interest rate curves; and
•Open interest continues to hit record levels indicating continued growth across the product suite
GlobalDairyTrade Holdings Limited (GDT)
GDT’s underlying profitability remains strong
Strategic initiatives – GDT’s investments will be a cost drag for a few years:
•‘GDT Pulse’ – successfully expanded the number of auctions further enhancing price transparency
•EU and US sales presence established resulting in new global suppliers coming to market though
volumes are currently low
•Upgrade to the auction platform commenced with the upgrade OPEX being incurred through to 30
June 2025

13
Smart – Funds Under Management (FUM)
Continues to drive growth
Smart’s future growth opportunities remain strong through organic growth
We continue to mature the operational environment to improve operating leverage
NZX Full Year 2024 Results
Fund Activity in 2024
•Craigs Investment Partners – the first new funds under the Product Support & Distribution
Agreements were launched in April
•Smart launched four new ETFs in October –Smart Bitcoin ETF, Smart Gold ETF, Smart US
Technology and Smart S&P/NZX 20 ETF
Funds Under Management (FUM)
Funds Under Management at $13.5 billion, up 22.6% due to:
•Cashflows +$0.8 billion / +7.0%; and
•Market returns +$1.7 billion / +15.6%
Strategic Activities
Smart –ETF rebrand
•the new brand is based on the belief ‘the wise invest Smart’ –with our products empowering
investors to achieve financial success by making wise choices that stand the test of time
•the ETFs are the first phase of the rebrand strategy which will continue into 2025
iShares by BlackRock -new strategic alliance
QuayStreet operating model integration ongoing – aligning with the Smart operating model will unlock
further synergies
Maturing of Smart’s operations is proceeding to plan and includes a fund structure rationalisation and
client portal / registry replacements

14
Wealth Technologies – Annual Recurring Revenue (ARR) and
Funds Under Admin (FUA)
Client transitions continue, with successful pipeline conversions and the positive outlook continues
External client activities were cash flow positive for the December 2024 month
NZX Full Year 2024 Results
Client Activity in 2024
Annual Recurring Revenue (ARR)
Funds Under Administration (FUA)
Funds Under Administration at $16.2 billion, up 40.4% 2024 due to:
•Cashflows / new client migrations +$2.9 million / +24.8%;
•Market return +$1.8 million / +15.6%
Cashflow
•December 2024 month external client activities were cash flow positive
•Some NZXWT resources are now used to enhance Smart operations (i.e. client portal, registry)
External Clients20242023
Clients on the NZXWT platform at start of year2117
New clients migrated during the year114
Clients on the NZXWT platform at year end3221
New clients won in the year1210
Clients (new and existing) migrating FUA onto platform 98
Annual Recurring Revenue (external clients)$’mYoY
ARR on FUA at 31 December 202410.8+50.0%
ARR on FUA with near term migration dates1.6
ARR on FUA with migration dates TBC1.8
TOTAL ARR on contracted external clients once fully migrated14.2

15
Financial Performance

16
Income Statement
NZX Full Year 2024 Results
2024
$000
2023
$ 000
Change
Fav/(Adv)
Operating Revenue120,756108,38711.4%
Operating Expenses (excl. acq/int/restructure costs)(72,229)(68,278)(5.8)%
Operating earnings
1
(excl. acq/int/restructure costs)48,52740,10921.0%
Acquisition, integration and restructure costs(1,344)(1,215)(10.6)%
Operating earnings
1
47,183 38,894 21.3%
Net finance expenses(3,545)(3,432)(3.3)%
Depreciation, amortisation expenses(17,971)(16,764)(7.2)%
Loss on disposal of assets and gain on lease modification47(42.9)%
Share of profit of associate5651,031(45.2)%
Accounting Adjustments7,162(530)1451.3%
Income tax expense(7,908)(5,652)(39.9)%
Profit for the year25,49013,55488.1%
Operating Margin (excl. acq/int/restructure costs)40.2%37.0%8.6%
Notes:
1Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings
may not be comparable with similarly titled performance measures and disclosures by other entities. Refer to financial
statements note 2 for a reconciliation of EBITDA to NZ IFRS profit for the year.
2Finance Technology Partners (January 2025) EBITDA Margins (median) information for Regional/Country Based Exchanges is
estimated at 2024: 54%.
Operating Earnings
Operating earnings (ex. one-off integration and restructure costs) of $48.5 million was up 21.0%
Operating Earnings by business unit – refer to Appendix 1 for detailed segmental analysis
Net Profit
Net Profit of $25.5m million was up 88.1%
Net Profit, excluding the non-cash accounting adjustments was $18.3 million which is 30.1% higher
than 2023
Operating Margin
The operating margin at 40.2%, excluding acquisition, integration & restructure costs (2023: 37.0%),
is lower than our peers
2
due to the diverse nature of NZX (i.e. energy markets and non-markets
businesses) relative to peers

17
Income Statement – Operating Revenue (+$12.4m / +11.4%)
Increased revenue driven by strong growth in both Smart and Wealth Technologies, with some recovery in Markets revenues
NZX Full Year 2024 Results
Markets
Markets revenue increased $2.0 million / 3.3% driven by:
•Capital Markets Origination revenue – increased 6.1%, reflecting higher levels of primary listings
and secondary issuances, partially offset by lower annual listing fee revenue;
•Secondary Markets revenue – increased 3.4%, driven by higher levels of trading / clearing value,
depository registry transfers and OTC settlement fees, partially offset by lower dairy derivatives
margin fees, contractual revenue and consulting and development activity; and
•Information Services revenue – increased +1.0%, driven by higher indices revenue and audit and
back dated indices / licensing revenue, partially offset by lower levels of average terminal
numbers and average subscription numbers
Smart
Smart revenue increased $7.0 million / 19.1%.
Funds Under Management (FUM) based revenue increased in line with higher average FUM, which is
a combination of i) positive market returns and net cash flows, ii) full period of QuayStreet (acquired
Feb 2023), and iii) the integration of SuperLife SMT (August 2023) resulting in increased net revenue
Member-based revenue decreased as insurance administration is now performed directly by the
insurance company
Wealth Technologies
Wealth Technologies revenue increased $2.9 million / 42.7%:
Administration (FUA) based fees increased in line with higher average FUA, which is a combination of
i) positive market returns and net cash flows, ii) new clients FUA migrated onto the platform, and iii)
a full period impact from the new clients FUA migrated during 2023 onto the platform

18
Income Statement – Operating Expenses (+$4.0m / +5.8%)
Strong cost control across NZX, with increased expenses driven by integration of Smart acquisitions
NZX Full Year 2024 Results
Markets
Markets expenses increased $0.1 million / 0.5% driven by:
•Personnel costs – decreased 4.4% on 2023, driven by lower average number of FTEs due to
restructures offset by the transfer of two roles (net) from Corporate Services, as well as a lower
level of energy contractors fees (in line with reduced revenue);
•Information Technology costs – increased 19.5% due to upgraded infrastructure running costs for
NZX.com, market connectivity, energy systems and derivatives, as well as trading and clearing
systems inflation related price increases; and
•Professional Fees – decreased 23.7% reflecting lower audit royalty fees (in line with reduced
revenue) partially offset by dairy derivatives costs being impacted by the FX rate, and equity
derivative set up costs
Smart
Smart expenses increased $3.9 million / 22.5% driven by:
•Personnel costs – increased $3.1m / 26.9%
•Additional staff to perform SuperLife SMT investment management, investment
administration and registry upon migration into Smart existing teams mid 2023;
•QuayStreet Asset Management staff full period impact (acquired in Feb 2023 or employed
during 2023); and
•additional compliance (AML), fund services (i.e. middle office) and business analyst resources
•Professional Fees – increased 128.8% due to the acquisition of QuayStreet (i.e. research fees), as
well as legal and tax advice relating to Smart’s new fund structure and funds launched in 2024.
Wealth Technologies
Wealth Technologies expenses decreased $0.03 million / 0.6%:
•Personnel costs – decreased $0.3m / 5.9% driven by higher levels of capitalisable activity; off set
by
•Information Technology costs and Professional fees increases relating to new clients migrated
onto the platform
Operating expenses exclude acquisition, integration and restructuring costs

19
Income Statement – Operating Earnings Segmental Analysis
NZX Full Year 2024 Results
2024
$000
Capital
Markets
Origination
Secondary
Markets
Information
Services
Markets
Sub-total
Funds
Management
(Smart)
Wealth
Technologies
Corporate
Services
NZX Commercial
Operations
Sub-total
Regulation
(NZ RegCo)
NZX Group
Total
Operating revenue17,01825,99319,912 62,92344,0069,729 102116,7603,996
120,756
Operating expenses(20,066)(21,530)(5,144)(21,550)(68,290)(3,939)
(72,229)
Operating earnings
2
(excl. acq / int / restructure costs)42,85722,476 4,585(21,448)48,470 57
48,527
Notes:
1 Refer to Appendix 1 for segments definitions and detailed analysis
2 Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may not be comparable with similarly titled performance measures and disclosures by other entities. Refer to financial statements note 2 for a reconciliation of EBITDA to NZ
IFRS profit for the year.
2023
$000
Capital
Markets
Origination
Secondary
Markets
Information
Services
Markets
Sub-total
Funds
Management
(Smart)
Wealth
Technologies
Corporate
Services
NZX Commercial
Operations
Sub-total
Regulation
(NZ RegCo)
NZX Group
Total
Operating revenue16,04525,12719,723 60,89536,9576,816 83104,7513,636
108,387
Operating expenses(19,975)(17,581)(5,175)(21,544)(64,275)(4,003)
(68,278)
Operating earnings
2
(excl. acq / int / restructure costs)40,920 19,376 1,641(21,461)40,476 (367)
40,109

20
Income Statement – Non Operating Expenses
Amortisation will continue to grow in line with Wealth Technologies new client migration / CAPEX profile; resulting in future cash
flows initially rising faster than future NPAT increases (due to the Wealth Technologies’ ‘amortisation bubble’ - refer to slide 37)
NZX Full Year 2024 Results
Acquisition, integration & restructure costs
Acquisition, integration and restructure costs relate to:
•Smart:
•integration activities for QuayStreet Asset Management; and
•planning to mature the Smart operations
•Capital Markets / Corporate Services teams restructured
Non-Operating Expenses
Net finance costs include:
•Interest income on cash and risk / regulatory capital – positively impacted by higher average
interest rates
•Interest expenses driven by:
•subordinated notes (interest rate reset from 5.4% to 6.8% in June 2023); and
•Acquisition facility (to fund the QuayStreet acquisition in Feb 2023)
Depreciation and amortisation increased due to the impact of:
•NZX WT – increased amortisation relating to new client migrations. The amortisation profile lags
the CAPEX profile by a few years (‘amortisation bubble’) refer to Appendix 1 (slide 37) for more
detail
•Smart – QuayStreet management rights amortisation commenced (from 23 Feb 2023)
•Accommodation - depreciation on the Wellington office refit (July 2024) and the new Auckland
ticker / signage (from Sept 2023)
Non-Operating Expenses (continued)
Share of profit/loss of associate relates to our investment in GlobalDairyTrade (GDT).
GDT’s three-year growth initiatives are progressing, as previously highlighted, these will impact
GDT’s profitability in the near term.
Accounting Adjustments (Net $7.2m):
•Change in fair value of contingent consideration ($10.9m) relates to a decrease in the fair value
of the QuayStreet earnout provision to recognise that the reassessment of the probability of
achieving the net FUM inflow target by November 2025 has reduced; and
•Goodwill write off ($3.7m) relates to the partial write down of the energy contracts intangible
asset to recognise the current year renewal pricing terms, the reduced number of energy
contracts during the current term, and the expected terms of a successful retendering in 2027.
Effective tax rate is lower than statutory rate (28%) due to:
•non-taxable items (particularly for the accounting adjustments); partially offset by
•differences in valuation method (accounting v taxation)

21
Financial Position and
Cash Flows

22
Balance Sheet as at 31 December 2024
Most cash balances (i.e. risk capital and regulatory working capital) are not available for general use
NZX Full Year 2024 Results
Cash and cash equivalentsIncludes:
•Clearing House risk capital ($20 million) which is not available for general use;
•Clearing House complies with Financial Market Infrastructure Act and International
Organisation of Securities Commissions’ principles requiring retention of sufficient working
capital (including cash of approximately $3.1 million); and
•Smart maintains sufficient net tangible assets in accordance with its licence requirements
(including cash of approximately $3.2 million)
Funds held on behalf of
third parties (assets and
liabilities) offset
•Relates to issuer bond deposits, participants’ collateral deposits and deposited funds
(including those held in the Mutualised Default Fund)
•Amounts are repayable to issuers and participants and not available for general use
Right-of-use lease assets
and lease liabilities
•Relates to leased premises and IT equipment
Other non-current assets•Consists of property, plant & equipment, intangible assets and goodwill
Investment in Associate•Investment in GlobalDairyTrade Limited (GDT)
Other current liabilities •Includes income in advance largely related to annual listing (billed on 30 June each year)
and data subscriptions, employee benefits payable, tax payables and
•The earnout on the acquisition of QuayStreet was paid in January 2025
Interest bearing liabilitiesRelate to:
•Subordinated notes ($38.9 million) – interest rate 6.8% until the next election date (20
June 2028); and
•Term loan ($22.5 million) – funding the QuayStreet acquisition
Other non-current
liabilities
Includes deferred tax liabilities, including those recognised on acquisition of QuayStreet
2024
$000
2023
$000
Current assets
Cash and cash equivalents48,82544,670
Receivables and prepayments19,07415,874
Funds held on behalf of third parties27,61621,702
Total current assets
95,51582,246
Non-current assets
Right-of-use lease assets15,66117,380
Other non-current assets152,915159,202
Investment in associate18,34317,642
Total non-current assets
186,919194,224
Current liabilities
Trade payables9,1527,604
Other current liabilities26,51032,753
Lease liabilities1,2431,291
Funds held on behalf of third parties27,61621,702
Total current liabilities
64,52163,350
Non-current liabilities
Interest bearing liabilities61,44361,256
Lease liabilities18,50819,770
Other non-current liabilities10,96514,723
Total non-current liabilities
90,91695,749
Net assets
126,997117,371

23
CAPEX
CAPEX mainly relates to Wealth Technologies’ new client migration activity, which is expected to remain high whilst there is new
client migration activity and Wealth Technologies enhances the Smart operating systems (i.e. client portal and registry)
NZX Full Year 2024 Results
Trading, Clearing and Energy Systems CAPEX
•Trading, clearing and energy systems CAPEX driven by specific system life cycles which historically
have resulted in large multi-year projects
2024 CAPEX relate to system enhancements for NZX Dark, S&P / NZX20 Index Futures and automation
of the depository systems
PP&E and Other Software CAPEX
•PP&E CAPEX relates to the normal life cycle replacements for IT equipment and software, as well as
completing the implementation of a strategic storage solution
In 2021 and 2022 CAPEX relate to the NZX Capital Markets’ Centre in Auckland and the replacement of
the Auckland ticker. 2024 CAPEX relates to the refit of the Wellington office to allow retrenchment to
one floor
•Other software CAPEX relates to technology upgrades (i.e. re-platforming NZX.com) and
enhancements of the NZX technology architecture which strengthens NZX’s cyber security
Financial Services Growth Businesses CAPEX
•Wealth Technologies CAPEX relates primarily to new client migration activity, with some ongoing
product development. This includes additional temporarily headcount to accelerate the migration
velocity of additional FUA from a current client
We expect capitalisation levels to remain high whilst there is new client migration activity and Wealth
Technologies enhances the Smart operating systems (i.e. client portal and registry)
•Smart CAPEX relates to system enhancements
In 2025 / 2026 we expect further system enhancements / replacements ( e.g. client portal and
registry) and additional digital tools as we mature Smart’s operations and integrate QuayStreet

24
Cash Flows
Increased cash flows driven by operating earnings. In future years, cash flows are expected to rise faster than NPAT increases
due to the Wealth Technologies’ ‘amortisation bubble’ (refer to slide 37)

NZX Full Year 2024 Results
Operating Activities
Operating activities cashflow represents net profit after tax less non-cash items (e.g. depreciation and amortisation, share
of profit/loss of associate, share based payments, and change in fair value of contingent consideration)
The overall cashflows from operations slightly increased on 2023 reflecting higher operating activities cashflow being
largely offset by adverse working capital movements (higher levels of debtors, prepayments and accrued income at year
end)
NZX’s cashflows from operations mainly occur in the second half of the year when annual listing and participant fees are
collected
In December 2024 Wealth Technologies became cash flow positive on external client activities. Some Wealth
Technologies’ resources are now being used to enhance the Smart operating model (i.e. client portal and registry)
Investing Activities
Investing activities relate to:
•Payments for PPE & other intangible assets, including:
•Wealth Technologies’ software development;
•Technology upgrades and enhancements, including to the NZX technology architecture; and
•Completion of the Wellington office refit and the replacement of the Auckland ticker
•Payments for acquisitions – relates to the acquisition of QuayStreet Asset Management in 2023
Financing Activities
Financing activities includes:
•Term loan to fund the acquisition of QuayStreet Asset Management;
•Payments of lease liabilities;
•Transaction costs relating to the renewal of NZX’s subordinated notes (in 2023); and
•Dividends which are net of participation in the dividend reinvestment plan
2024
$000
2023
$000
Operating activities35,88734,439
Investing activities
- Payments for PPE & other intangible assets(13,423)(12,395)
- Payments for acquisitions-(22,438)
- Advances to related party-(100)
Financing activities
- Net receipts from term loan-22,500
- Dividends paid(17,016)(16,741)
- Other financing activities(1,293)(1,206)
Net change in cash and cash equivalents4,1554,059

25
Final Dividend and
2025 Earnings Guidance

26
Final Dividend 2025 Earnings Guidance

NZX Full Year 2024 Results
Final Dividend
•The Board has declared a fully imputed final dividend of 3.1 cents per share
•Dividend to be paid on 2 April 2025 to shareholders registered as at the record date of 19
March 2025
•Total dividends for the 2024 financial year are 6.1 cents per share fully imputed
Dividend Policy
•The policy is to pay between 80% to 110% of adjusted Net Profit After Tax over time, subject
to maintaining a prudent level of capital to meet regulatory requirements
•Adjustments include reversing the impact of intangible asset impairments (if any)
•NZX is focused on generating future earnings to support dividends
Dividend Reinvestment Plan (DRP)
•The board has suspended the DRP
•All shareholders who elected to participate in the DRP will receive a cash dividend
2025 Earnings Guidance
NZX’s full year 2025 Operating Earnings (EBITDA), excluding integration costs, is forecast to be in
the range of $49.0 million to $54.0 million
The guidance is subject to market outcomes, particularly with respect to market capitalisation,
total capital listed and raised, secondary market value and derivatives volumes traded, funds
under management and administration growth, acquisition related integration costs and
technology costs
Additionally, this guidance guidance assumes there are no material adverse macro-economic
and/or market condition impacts on our assumed market outcomes, and there are no significant
one-off expenses, major accounting adjustments, other unforeseeable circumstances, or future
acquisitions or divestments
The Earnings Guidance excludes the expected impact of the GDT investment as this is recognised
as “share of profit of associate” (i.e. after Operating Earnings)
Notes:
1Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may not be comparable with similarly titled performance measures and disclosures by other entities.
Fully imputed dividends (CPS)FY 2024FY 2023
Interim dividend3.03.0
Final dividend3.13.1
Total dividends
6.16.1

27
Appendices

28
Appendix 1: Segmental Analysis
Income Statement by Business Unit
NZX Full Year 2024 Results
2024
$000
Capital
Markets
Origination
1
Secondary
Markets
1
Information
Services
1
Markets
1
Sub-total
Funds
Management
(Smart)
2
Wealth
Technologies
3
Corporate
Services
4
NZX Commercial
Operations
Sub-total
Regulation
(NZ RegCo)
5
NZX Group
Total
Operating revenue17,01825,99319,912 62,92344,0069,729 102116,7603,996
120,756
Operating expenses (excl. acq / int / restructure costs)(20,066)(21,530)(5,144)(21,550)(68,290)(3,939)
(72,229)
Operating earnings
6
(excl. acq / int / restructure costs)42,85722,476 4,585(21,448)48,470 57
48,527
Integration / restructure costs(473)(740)-(131)(1,344)-
(1,344)
Operating earnings
6
42,384 21,736 4,585(21,579)47,12657
47,183
Depreciation and amortisation(2,221)(4,715)(6,933)(4,102)(17,971)-
(17,971)
Earnings after depreciation and amortisation
7
40,16317,021(2,348)(25,681)29,15557
29,212
Notes:
1 Markets is the integrated business that supports the growth of capital markets with the revenue generating BUs being:
•Capital Markets Origination – provider of issuer services for current and prospective customers;
•Secondary Markets – provider of trading and post-trade services for securities and derivatives markets operated by NZX, as well as the
provider of a central securities depository and Market operator for the Electricity Authority and the Ministry for the Environment;
•Information Services – provider of data services for the securities and derivatives markets, and analytics for the dairy sector
Additionally, the Markets business cost base includes the IT costs specific to providing capital markets services.
2 Funds Management (Smart) – comprises the SuperLife superannuation and KiwiSaver products, QuayStreet managed funds and Kiwisaver products
and Smart Exchange Traded Funds
3 Wealth Technologies (NZX Wealth Technologies Limited) – provides a platform that enables advisers and brokers to manage client investments
2023
$000
Capital
Markets
Origination
1
Secondary
Markets
1
Information
Services
1
Markets
1
Sub-total
Funds
Management
(Smart)
2
Wealth
Technologies
3
Corporate
Services
4
NZX Commercial
Operations
Sub-total
Regulation
(NZ RegCo)
5
NZX Group
Total
Operating revenue16,04525,12719,723 60,89536,9576,816 83104,7513,636
108,387
Operating expenses (excl. acq / int / restructure costs)(19,975)(17,581)(5,175)(21,544)(64,275)(4,003)
(68,278)
Operating earnings
6
(excl. acq / int / restructure costs)40,920 19,376 1,641(21,461)40,476 (367)
40,109
Acquisition costs(42)(1,086)(32)-(1,160)(55)
(1,215)
Operating earnings
6
40,878 18,290 1,609(21,461)39,316 (422)
38,894
Depreciation and amortisation(2,312)(4,025)(6,635)(3,792)(16,764)-
(16,764)
Earnings after depreciation and amortisation
7
38,56614,265(5,026)(25,253)22,552(422)
22,130
4 Corporate Services provides accommodation, legal, accounting, IT, HR, communications and project management support to the other business
units and subsidiaries. Related costs are currently not recharged to the commercial business units and subsidiaries (other than NZ RegCo)
5 NZ RegCo (NZX Regulation Limited) – is the independently-governed agency which performs all of NZX’s frontline regulatory functions, this ensures
structural separation of the Group's commercial and regulatory roles.
6 Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may not be
comparable with similarly titled performance measures and disclosures by other entities. Refer to financial statements note 2 for a reconciliation of
EBITDA to NZ IFRS profit for the year.
7 Earnings after depreciation and amortisation are before net finance expense, income tax, loss on disposal of assets, gain on lease modification and
accounting adjustments relating to the write-back of earn out provisions on the acquisition of QuayStreet, and a partial write down in the value of
the energy contracts with the Electricity Authority.

29
Appendix 1: Segment – Markets
Markets is the integrated business that supports the growth of NZ capital markets
NZX Full Year 2024 Results
2024
$000
2023
$000
Change
Fav/(Adv)
Revenue
Capital Markets Origination
Annual Listing Fee (net)
10,92011,289(3.3)%
Primary listing fees
1,7641,60110.2%
Secondary issuance fees
4,3343,15537.4%
Secondary Markets
Participant services revenue (net)
513540(5.0)%
Securities trading revenue
4,2793,69615.8%
Securities clearing revenue
7,5816,32419.9%
Dairy derivatives revenue
3,2523,551(8.4)%
Contractual revenue
9,5219,810(2.9)%
Consulting and development revenue
8471,206(29.8)%
Information Services
Royalties from terminals
8,3728,485(1.3)%
Subscriptions and licences
5,4675,4480.3%
Dairy data subscriptions
6065981.3%
Indices
1,4791,4055.3%
Audit and back dated revenue
1,16093124.6%
Connectivity
2,8282,856(1.0)%
Total operating revenue
62,92360,8953.3%
2024
$000
2023
$000
Change
Fav/(Adv)
Expenses
Gross personnel costs
12,04712,1951.2%
Less capitalised labour
(670)(290)131.0%
Personnel costs
11,37711,9054.4%
Information technology costs
6,6765,585(19.5)%
Professional fees
1,0291,34923.7%
Marketing
38749622.0%
Other expenses
765753(1.6)%
Capitalised overhead
(168)(113)48.7%
Total operating expense (excl. restructure costs)
20,06619,975(0.5)%
Operating earnings (excl. restructure costs)
42,85740,9204.7%
Restructure costs
47342(1026)%
Operating earnings
42,38440,8783.7%
Depreciation & amortization
2,2212,3123.9%
Earnings after depreciation and amortization
40,16338,5664.1%
Operating Margin (excl. restructure costs)
68.1%67.2%1.4%
Notes:
•Corporate Services provides accommodation, legal, finance, IT, HR, risk management, communication, policy and project
management support to Markets. The related costs are currently not recharged to Markets and consequently not included in the
above segmental analysis.
•Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may
not be comparable with similarly titled performance measures and disclosures by other entities.

30
Appendix 1: Segment – Markets
Operating Revenue
NZX Full Year 2024 Results
Secondary Markets Revenue (continued)
Dairy derivatives revenue has been adversely impacted by margin fees normalisingin line with global future
interest rate curves, which has outweighed the higher level of lots traded (+15.3%)
Contractual revenue is in line with contracts to run auctions or markets for the Electricity Authority, Fonterra
(due to cease in early 2025) and the Ministry for the Environment
Consulting and development revenue earned through continuing enhancements to the electricity market
systems has been at lower levels than 2023 (when the market real time pricing project completed)
Information Services Revenue
Royalties from terminals revenue reduction of (1.3)% relates to lower professional terminals, which was partially
offset by higher retail terminal numbers and price increases (effective January 2024)
Subscriptions and licences revenue growth of 0.3% reflects increased high value licence numbers and licence
price increases (effective January 2024), partially offset by decreased direct data subscriptions
Dairy subscription revenue increased 1.3% reflecting higher one-off and consulting revenues and price increases
being offset by reduced subscriptions.
Indices revenue is higher (excludes back dated revenue included below) reflecting continued growth in use of
indices by the market and increased levels of support from S&P DJI
Audit and back dated revenue is dependent on the timing of audit completions, with 2024 including significant
back dated indices revenue. Audit and back dated licensing revenue is largely now being captured within
royalties or licence’s recurring revenues.
Connectivity revenue has decreased (1.0)%, reflecting the connectivity requirements (i.e. standards of
performance and resilience) from both market participants (impacted by consolidation) and data vendors.
Markets Operating Revenue
Markets operating revenue was $62.9 million (increase of 3.3% on 2023) driven by:
•Capital Markets Origination revenue – increased 6.1% from 2023, reflecting higher levels of primary listings and
secondary issuances, partially offset by lower annual listing fee revenue;
•Secondary Markets revenue – increased 3.4% from 2023, driven by higher levels of trading / clearing value,
depository registry transfers and OTC settlement fees partially offset by lower dairy derivatives margin fees,
contractual revenue and consulting and development activity; and
•Information Services revenue – increased +1.0% from 2023, driven by higher indices revenue and audit and back
dated indices / licencing revenue, partially offset by lower levels of average terminal numbers and average
subscription numbers
Capital Markets Origination Revenue
The Annual listing fee year runs from 1 July to 30 June, with the 2024 fees based on the market capitalisation at 1) 31
May 2023 for H1-24, and 2) 31 May 2024 for H2-24.
The annual listing fees decrease has been driven by contraction in equity market capitalisation (31 May 2024 verses
31 May 2023) which is only partially offset by the growth in value of the NZX Debt Market and price increases
Primary listing fees are up 10.2% from 2023 driven by higher levels of equity, partially offset by lower levels of retail
debt listings
Secondary issuance fees are up 37.4% from 2023 driven by higher levels of equity recapitalisations and retail debt
issuances
Secondary Markets Revenue
Participant services revenue – the number of market participants is unchanged (December 2023 and 2024: 27).
Participant services revenue is net of an internal allocation to NZ RegCo, which was higher in 2024
Securities trading and clearing revenues increased due to higher market activity levels:
•value traded / cleared being up 22.9%; and
•higher levels of registry transfers and OTC settlement fees; partially offset by
•higher levels of uncharged value traded (i.e. exceeded fee cap) at 13.7% (2023: 8.9%)

31
Appendix 1: Segment – Markets
Operating Expenses
NZX Full Year 2024 Results
Professional Fees
Professional fees cost decreased by (23.7)% and include:
•EEX ongoing royalty fees relating to the carbon managed auction service;
•SGX ongoing costs relating to the SGX-NZX dairy derivatives strategic partnership;
•audit fees $89k (2023: $282k) – which vary in proportion to audit revenue, with revenues recognised on a
gross basis; and
•annual assurance program – including clearing house risk review, tax advice, energy audit obligations under
Electricity Authority contract (e.g. Energy Clearing Manager, WITS Manager and Reconciliation Manager
reviews in the current period)
Marketing Costs
The key marketing focuses are:
•Capital Markets Origination team marketing includes membership of various industry groups to identify
listing pipeline opportunities. There remains a relatively low level of direct marketing campaigns in 2024
reflecting the macroeconomic environment for primary listings and secondary issuances
•Dairy Derivatives team marketing includes hosting a dairy industry conference in Singapore, with the
conference attendance fees / sponsorships being reflected in revenue
•SGX-NZX dairy derivatives new market maker arrangements
Other Expenses
Other expenses include audit fees (e.g. clearing house financial and operational audits), travel, statutory
compliance costs and non-recoverable GST costs
Depreciation & Amortisation
Depreciation & amortisation relates primarily to the trading, clearing and energy systems. The reduction
reflects the clearing systems becoming fully depreciated from July 2023
Markets Operating Expenses
Markets operating expenses were $20.1 million for 2024 (increase of 0.5% on 2023) mainly reflecting:
•Personnel costs – reduced 4.4% on 2023, driven by lower average number of FTEs due to restructures offset by
the transfer of two roles (net) from Corporate Services, as well as a lower level of energy contractors costs (in
line with reduced revenue);
•Information Technology costs – increased 19.5% due to upgraded infrastructure running costs for NZX.com,
market connectivity, energy systems and derivatives, as well as trading and clearing systems inflation related
price increases; and
•Professional Fees – decreased 23.7% reflecting lower audit royalty fees (in line with reduced revenue) partially
offset by SGX-NZX dairy derivatives strategic partnership costs increasing in line with lot volumes
Personnel Costs
Personnel costs are driven by the average number of FTEs, wage inflation and capitalisation levels:
•headcount – the average number of FTEs is lower due to:
•restructuring of the Capital Markets teams has resulted in a reduction in headcount (FTEs Dec 2024: 76.7,
Dec 2023: 82.0), net of the transfer of two roles (net) from Corporate Services. The full financial impact of
the restructuring will be recognised in 2025;
•reduced energy contractors in line with reduced levels of consulting and development revenue; and
•movements in vacancy levels
•capitalised labour relates to NZX Dark, S&P / NZX20 equity derivatives, automation of the depository systems
and re-platforming NZX.com
Information Technology Costs
Information technology costs increased by 19.5% and include:
•trading and clearing systems – licensing and hardware / software maintenance costs, which are impacted by the
USD exchange rate and contractual inflation increases;
•NZX.com related costs – including the upgraded (June 2024) infrastructure running costs;
•energy electricity market systems – significant increases in hardware / software maintenance costs, as well as
data feed costs;
•energy carbon market systems – third party specialist support provides ongoing support of the carbon managed
auction service;
•derivatives – NZX’s share of IT costs under the SGX-NZX dairy derivatives strategic partnership and system
enhancement costs; and
•Information services IT – software licences costs and data feeds associated with the delivery of customer
management data platforms and improved market connectivity services

32
Appendix 1: Segment – Smart (formerly Smartshares)
This business is a funds management business which comprises the SuperLife superannuation, QuayStreet funds, KiwiSaver products and Smart Exchange Traded Funds
NZX Full Year 2024 Results
2024
$000
2023
$000
Change
Fav/(Adv
FUM-based revenue
40,57933,06922.7%
Member-based revenue
2,4422,704(9.7)%
Other revenue
9851,184(16.8)%
Total operating revenue
44,00636,95719.1%
Gross personnel costs
15,09811,888(27.0)%
Less capitalised labour
(188)(140)34.3%
Personnel costs
14,91011,748(26.9)%
Information technology costs
2,4292,322(4.6)%
Professional fees
1,707746(128.8)%
Marketing
9871,0142.7%
Other expenses
1,5441,80514.5%
Capitalised overhead
(47)(54)(13.0)%
Total operating expense (excl. acq / int / rest. costs)
21,53017,581(22.5)%
Operating earnings (excl. acq / int / rest. costs)
22,47619,37616.0%
Acquisition costs
-99100.0%
Integration costs
74096123.0%
Restructuring costs
-26100.0%
Operating earnings
21,73618,29018.8%
Depreciation & amortisation, and loss on disposal
4,7154,025(17.1)%
Earnings after depreciation and amortisation
17,02114,26519.3%
Operating Margin (excl. acq / int / rest. costs)
51.1%52.4%(2.5)%
Corporate Services provides accommodation, legal, finance, IT, HR, risk management, communication, policy and project management
support to Smart. The related costs are currently not recharged to Smart and consequently not included in the above segmental
analysis.
Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may not
be comparable with similarly titled performance measures and disclosures by other entities.
Operating Earnings (excluding acquisition, integration and restructuring costs)
Year on Year comparison impacted by several key factors:
1.One-off revenue relating to prior financial years (2023: $1.5 million; 2024: $0.4 million)
2.QuayStreet revenue and expenses for only a part period in 2023 as the acquisition occurred on 23
February 2023:
•revenue – QuayStreet’s revenue is currently included net of the transition services fund costs (until the
operating model is migrated)
•costs – including QuayStreet employee (2023: 5 FTEs acquired in February 2023 and 5 FTEs employed
during 2023), information technology (Bloomberg), professional fees (research, legal and tax advice),
marketing and other costs
It is estimated 2023 operating earnings would be approximately $0.4m higher if QuayStreet’s revenues
and cost base had been consolidated for the full year
Once complete the QuayStreet operating model migration will potentially unlock further synergies
3.From late August 2023 the synergy unlocked by the SuperLife SMT migration of transition services (i.e.
investment management, investment administration and registry services). As indicated in the FY2023
Investor Presentation the migration resulted in a grossing up of:
•revenue – transition services fund costs no longer incurred against FUM based revenue; and
•costs – Smart having employed additional FTEs to perform these services within existing teams (i.e.
SuperLife SMT is now on Smart’s fund operating model)
•The net impact is estimated to be an increase to 2024 operating earnings of approx. $0.8m over 2023.
The remaining increase in operating earnings (excluding acquisition, integration and restructuring costs)
beyond the factors above reflects:
•FUM-based revenue continued to grow in line with the increased average FUM which is a combination of
positive market returns and positive net cash flows; off set by
•Increased costs for personnel costs (relating to wage inflation and additional compliance (AML), fund
services (i.e. middle office) and business analyst resources), and professional fees (including QuayStreet
research and legal / tax fees associated with new funds and a new fund structure)

33
Appendix 1: Segment – Smart (formerly Smartshares)
This business is a funds management business which comprises the SuperLife superannuation, QuayStreet funds, KiwiSaver products and Smart Exchange Traded Funds
NZX Full Year 2024 Results
Acquisition, integration and restructuring costs
In 2024 costs relate to QuayStreet Asset Management integration activities and planning to mature the Smart
operations.
The 2023 costs relate mainly to the integration of the SuperLife SMT acquisition
Non-operating Expenses
Depreciation & amortisation – increases relate to amortisation of:
•QuayStreet management rights – amortisation commenced 23 February 2023 and the incremental impact is
$0.2m; and
•amortisation of system enhancements required during the SuperLife SMT integration (commenced December
2023)
Operating Revenue
FUM-based revenue – has increased 24.7% after adjusting for one-off FUM-based revenue. The average FUM has
increased (2024: $11.93b, 2023: $10.27b) which is a combination of a full period impact from the QuayStreet
acquired FUM, positive market returns and positive net cash flows. Additionally, the integration of SuperLife SMT
(August 2023) resulting in increased net revenue as transition services fund costs are no longer incurred (replaced
by FTE and other costs with a net synergy realised)
Member-based revenue has decreased 1.7% after adjusting for one-off member-based revenue, reflecting a
combination of increased average investor numbers (from the QuayStreet acquisition) and a reduction in insurance
administration fees (the administration of which is now performed directly by the insurance company)
Other revenue has increased 4.0% after adjusting for one-off other revenue, reflecting higher interest income
partially offset by lower levels of stock lending
2024 included one-off revenues of $0.4 million (2023: $1.5 million) relating to prior financial years
Operating Expenses
Personnel costs are driven by wage inflation (particularly for investment specialists), the average number of FTEs
and capitalisation levels:
•headcount (FTEs Dec 2024: 100.0; Dec 2023: 95.7) – average number of FTEs increased due to:
•additional staff to perform SuperLife SMT investment management, investment administration and registry
upon migration into Smart existing teams mid 2023;
•QuayStreet Asset Management staff full period impact (acquired in February 2023 or employed during 2023
/ 2024). Note further hires expected when transition services transfer to the Smart operating model, with
an offsetting reduction in fund costs (netted against revenue); and
•additional compliance (AML), fund services (i.e. middle office) and business analyst resources
•capitalised labour and overhead which reflects capitalisable activity on internal systems
Information Technology costs include database and software licence costs for the Bloomberg front and middle
office operating system (impacted by the USD exchange rate). Information Technology costs increased for the full
period impact of QuayStreet incremental IT offset by the integration synergies realised from October 2023
Professional fees includes directors fees, legal fees, tax advice costs, consultancy costs, research costs and internal
audit fees. Professional fees have increased significantly with the acquisition of QuayStreet (i.e. research fees), as
well as legal and tax advice relating to Smart’s new fund structure and funds launched in 2024.
Marketing spend relates to advertising, printing and distribution costs (including KiwiSaver schemes postage costs),
and are usually timed to coincide with marketing campaigns and new fund launches.
Other expenses include non-recoverable GST (which increases as the business grows), external auditor fees, travel
costs and statutory and compliance costs (FMA levies increase as FUM levels increase)

34
Appendix 1: Segment – Wealth Technologies
This business administers and manages a platform that enables advisers and brokers to manage client investments
NZX Full Year 2024 Results
2024
$000
2023
$000
Change
Fav/(Adv)
Administration (FUA based) fees
9,2126,55840.5%
Development fees / deferred income release
517258100.4%
Total operating revenue
9,7296,81642.7%
Gross personnel costs
11,44610,530(8.7)%
Less capitalised labour
(6,953)(5,753)20.9%
Personnel costs
4,4934,7775.9%
Information technology costs
1,1181,050(6.5)%
Professional fees
259100(159.0)%
Marketing
2719(42.1)%
Other expenses
624526(18.6)%
Capitalised overhead
(1,377)(1,297)6.2%
Total operating expenses
5,1445,1750.6%
Operating earnings (excl. restructure costs)
4,5851,641179.4%
Restructure costs
-32100.0%
Operating earnings
4,5851,609185.0%
Depreciation & amortisation
6,9336,635(4.5)%
Earnings after depreciation and amortisation
(2,348)(5,026)53.3%
Operating Margin (excl. restructure costs)
47.1%24.1%95.4%
Corporate Services provides legal, finance, IT, HR, risk management, communication, policy and project management support to Wealth
Technologies. The related costs are currently not recharged to Wealth Technologies and consequently not included in the above segmental
analysis.
Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may not be
comparable with similarly titled performance measures and disclosures by other entities.
Operating Revenue
Administration (FUA based) fees – average FUA has increased (2024: $14.14b, 2023: $10.77b) which is a combination
of a full year impact from the new clients FUA migrated during 2023 onto the platform, positive market returns and
positive net cash flows (including from new clients). Additionally, the portion of operations and custody clients has
increased improving the average bps.
Development fees/deferred income release relates to customisation of the wealth management platform or data
migration effort specific to client requirements
Operating Expenses
Personnel costs (net of capitalisation) are driven by average number of FTEs, wage inflation and the capitalisation of
internal development resources:
•headcount is dependent at any point in time on a) the levels of platform investment (including migration activity)
required for current and future clients, and b) the operational services provided to current clients;
•average headcount (FTEs at 31 December 2024: 75.2, December 2023: 72.3) as indicated in previous investor
presentations, is temporarily higher to accelerate the migration velocity of additional FUA from a current client;
and
•capitalised labour and overhead reflects continued product development and client migration activity. 2024
includes the additional temporary headcount, and 2023 was at lower levels reflecting the non-capitalisable effort
required to migrate clients between the legacy platform (closed in mid 2023) and on to the new platform
Information Technology cost movements relate to data hosting / data feeds costs which have grown as new clients are
migrated onto the platform, as well as penetration testing in 2024, partially offset by the decommissioning of the
legacy platform
Professional fees include legal fees (usually for new client contracts), taxation advice and internal control reviews (e.g.
ISAE 3402 internal controls report)
Other expenses include office costs (e.g. electricity, rates, stationery etc), travel, compliance costs and non
recoverable GST (which increases as the business grows)
Non-operating Expenses
Depreciation & amortisation – relate to:
•intangible assets (relating to platform development and client migration activity) are amortised over 5-years
commencing from the migration completion date (which is aligned to administration fee revenue commencing).
Intangible asset amortisation will continue to increase with the continued product development and client
migration activity levels; and
•right of use assets (i.e. mainly property leases) are depreciated over the period of the lease

35
Appendix 1: Segment – Corporate Services
This function provides accommodation, legal, finance, IT, HR, communications and project management support to the business
NZX Full Year 2024 Results
2024
$000
2023
$000
Change
Fav/(Adv)
Other revenue
1028322.9%
Total operating revenue
1028322.9%
Gross personnel costs
13,24012,382(6.9)%
Less capitalised labour
(206)(189)9.0%
Personnel costs
13,03412,193(6.9)%
Information technology costs
4,6984,578(2.6)%
Professional fees
9201,29829.1%
Marketing
11714418.8%
Other expenses
3,6124,18913.8%
Capitalised overhead
(51)(74)(31.1)%
Internal Allocation to NZ RegCo
(780)(784)0.5%
Total operating expense
21,55021,544(0.0)%
Operating earnings (excl. restructure costs)
(21,448)(21,461)(0.1)%
Restructure costs
131-N/A
Operating earnings
(21,579)(21,461)(0.5)%
Depreciation & amortisation
4,1023,792(8.2)%
Earnings after depreciation and amortisation
(25,681)(25,253)(1.7)%
Corporate Services provides accommodation, legal, finance, IT, HR, risk management, communication, policy and project management
support to all business units and subsidiaries (including the Smart and Wealth Technologies businesses). Related costs are currently not
recharged to the commercial business units and subsidiaries, with the exception of NZ RegCo
Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may not be
comparable with similarly titled performance measures and disclosures by other entities.
Operating Revenue
Revenue relates to the sublease of space in Auckland office, as well as commission fees on NZX related accredited
courses
Operating Expenses
Personnel costs are driven by the average number of FTEs, wage inflation and capitalisation levels:
•Headcount (FTEs Dec 2024: 70.0, Dec 2023: 74.6) reduction reflects restructuring of the IT teams in late 2024 and
an increase in vacancies, being partially offset by the transfer of two roles (net) from the Markets business, and
one new policy role
•capitalised labour and overhead reflects the project management team’s activity on NZX capitalisable projects
IT cost inflation has been offset by some cost savings
Professional fees include legal fees, internal audit fees, annual conflicts review, corporate governance review. 2023
included high levels of legal fees and internal audit activity, as well as 2024 including costs savings of external
members of governance forums (e.g. CGI Chair)
Marketing costs relate to the investor relations programme (including annual / interim reporting, investor day etc)
Other expenses include office costs (e.g. electricity, rates, stationery etc for Wellington, Albany and the Capital
Markets Centre in Auckland, including tickers / signage), insurance premiums, directors’ fees (increased during the
year), travel, external audit costs, outsourced payroll system, corporate memberships, carbon credits, non-recoverable
GST (which increases as the business grows) and statutory and compliance costs.
Non-operating Expenses
Depreciation & amortisation – increases relate to:
•amortisation of IT enhancements to improve IT resilience (including strategic storage hardware solutions)
commenced in mid 2023 ; and
•depreciation on the Auckland office level 14 fit out (including the associated right of use assets) and the new ticker
/ signage commenced in September 2023

36
Appendix 1: Segment – Regulation (NZ RegCo)
Tasked with performing all of NZX’s frontline regulatory functions, resulting in the structural separation of the Group's commercial and regulatory roles
NZX Full Year 2024 Results
2024
$000
2023
$000
Change
Fav/(Adv)
Issuer Regulation services
5565109.0%
Participant Compliance services
117121(3.3)%
Market Conduct
1016(37.5)%
Surveillance
7387123.7%
Listing and Participants Fee allocation
2,5752,27713.1%
Total operating revenue
3,9963,6369.9%
Gross personnel costs
2,5282,6464.5%
Less capitalised labour
(5)(2)150.0%
Personnel costs
2,5232,6444.6%
Information technology costs
289233(24.0)%
Professional fees
277244(13.5)%
Marketing
--n/a
Other expenses
719928.3%
Capitalised overhead
(1)(1)0.0%
Internal Allocation to NZ RegCo
7807840.5%
Total operating expense (excl. restructure costs)
3,9394,0031.6%
Operating earnings (excl. restructure costs)
57(367)115.5%
Restructure costs
-55n/a
Operating earnings
57(422)113.5%
Depreciation & amortisation
--n/a
Earnings after depreciation and amortisation
57(422)113.5%
Operating earnings (EBITDA) is not a defined performance measure in NZ IFRS. The Group's definition of operating earnings may not be
comparable with similarly titled performance measures and disclosures by other entities.
Regulation (NZ RegCo)
Regulation is structurally separate, in accordance with global best practice, from NZX's commercial and operational
activities. Governed by a separate board with an independent Chair, the majority of directors are independent of the
NZX Group
NZ RegCo is targeted to operate on a cost-neutral basis after internal allocations. The internal allocations are set at the
commencement of the year based on the services expected to be provided by/to NZ RegCo, and are intended to
subsidise NZ RegCo to achieve a break-even operating result over the medium term
Operating Revenue
Regulatory revenue relates to:
•regulatory fees relate to Issuer Regulation, Participant Compliance, Market Conduct and Surveillance services
(based on a fee schedule); and
•revenue for costs awards recovered from enforcement matters referred to the NZ Markets Disciplinary Tribunal
Regulatory fee generating activity levels have been higher than 2023 due to increased market activity levels
Additionally, there is an internal allocation of Annual Listing Fees, Annual Participants Fees and internal fees for the
recovery of NZ RegCo staff time
Operating Expenses
Personnel costs are driven by average number of FTEs and wage inflation:
•headcount – FTEs have increased (FTEs Dec 2024: 16.1; Dec 2023: 15.0) reflects a reduction in vacancy levels; and
•wage inflation – for specialist qualified personnel
Information technology costs include SMARTS surveillance software costs, which are impacted by the movement in
the AUD exchange rate
Professional fees primarily relate to NZ RegCo independent directors' fees, which increased from June 2024
Other expenses relate to travel costs to undertake on site participant inspections
Internal costs allocations relate to Corporate Services costs i.e. accommodation, legal, finance, IT, HR, communications
and project management support
Non-operating Expenses
Depreciation & amortisation – NZ RegCo systems are fully depreciated

37
Appendix 1: Non-Operating Expenses
Depreciation and Amortisation
NZX Full Year 2024 Results
Depreciation and amortisation
Depreciation and amortisation increased due to the impact of:
•Wealth Technologies – increased amortisation of the core platform and new client migrations
completed in 2023 and 2024. The amortisation profile lags the CAPEX profile by a few years
(‘amortisation bubble’)
•Smart amortisation commenced (from 23 February 2023) on the acquired QuayStreet Asset
Management management rights
•Accommodation - depreciation on the Wellington office refit (July 2024) and the new Auckland
ticker / signage (from Sept 2023)
Wealth Technologies – Amortisation Bubble
Wealth Technologies future CAPEX levels are dependent on the number of new client
migrations and are expected to tail off as market share increases
The amortisation profile lags the CAPEX profile by a few years
Indicative CAPEX profile is based on:
•Migration of contracted clients through FY25/26;
•Conversion and migration of some of the pipeline; and
•Retention of two sprint teams to assist Smart to mature operations
Longer term there will be a lower level of CAPEX required, to ensure that the currency of the
platform is maintained up to date.
Indicative amortisation profile will continue to rise as clients are onboarded until peaking in
FY27 (based on currently contracted clients to be migrated), before tailing off.
There is a timing difference between the CAPEX profile and the amortisation profile
(referred to as the amortisation bubble). This results in future free cash flows initially rising
faster than NPAT increases.
Should new clients continue to be won then CAPEX will be maintained to onboard these new
clients – subject to a positive business case assessment – resulting in a deferral of when the
amortisation bubble occurs.

38
Appendix 1: Non-Operating Expenses
Other Non-Operating Expenses
NZX Full Year 2024 Results
Acquisition, integration & restructure costs
Acquisition, integration & restructure costs relate to:
•Smart – QuayStreet Asset Management integration activities and planning to mature Smart
operations. The prior year relates to the integration of the SuperLife SMT acquisition. Smart’s
integration and operational improvements costs are expected to continue over the next couple
of years
•Capital Markets / Corporate Services teams were restructured in 2024, and the benefits will be
recognised in 2025
Non-Operating Expenses
Net finance costs include:
•interest income on operational cash balances, clearing house risk capital and regulatory working
capital, which have been positively impacted by higher average interest rates
•interest expenses (including amortised borrowing costs) on:
•the subordinated notes – interest rate reset in June 2023 from 5.4% to 6.8% (until June 2028);
•lease liabilities; and
•acquisition facility (to fund the QuayStreet acquisition in February 2023 and earn out
payment in January 2025) – interest rate reset monthly
•net loss on foreign exchange
Non-Operating Expenses (continued)
Share of profit/loss of associate relates to our investment in GlobalDairyTrade (GDT).
GDT’s three-year growth initiatives are progressing:
•European and US sales presences are in place and are expected to mature over the coming years,
and
•an upgrade to the auction platform is underway and expected to be complete mid-2025.
As previously highlighted, these growth initiatives will impact GDT’s profitability in the near term
Effective tax rate is lower than statutory rate (28%) due to:
•non-taxable items (particularly for the accounting adjustments); partially offset by
•differences in valuation method (accounting v taxation), for example on vesting of long-term
incentive schemes

39
Appendix 2: People
NZX has strong employee engagement, a diverse workforce and a healthy culture across the organisation
Work is required to promote and recruit more females into leadership positions
Culture and Engagement
•NZX uses the Gallup survey to measure employee
engagement twice per year
•Employee engagement (4.36) has increased over H2-24.
Senior leaders are building action plans with their teams to
progres
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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.