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Annual Report

Annual Report21 May 2025OCAHealthcare

Annual Report 2025
Delivering

Better.

Delivering
Better.

Better Performance.

Better Progress.

Better Care.

At Oceania, striving for better is in our DNA.

Just as our residents have always sought more – more independence,

more connection, more fulfilment – we do the same. In FY25, that drive

came to life through decisive action and focused execution.

Backed by a clear strategy and new leadership, we turned ambition

into momentum. Every decision was guided by purpose, every effort

anchored in outcomes: from stronger financial performance to deeper

community impact.

This report captures how we’re delivering real progress – and sets

a foundation for long term, sustainable success.

3
A year in review

4

Trading highlights

5

Letter from the Chair

8

Letter from the CEO

12

Our value creation model

14

Our sustainability framework

15

Our performance against strategic pillars

15

– Our offer

18

– Our resident experience

21

– Our people capability

24

– Our growth

28

Board of directors

32

Three year summary

33

Consolidated financial statements

71

Independent auditor’s report

73

Corporate governance

85

Risk management

Contents

1

Oceania

Annual Report 2025

“At Oceania, we are focused on delivering more than care:

we’re creating connected communities where residents can live

with dignity and purpose. This year’s progress reflects the strength

of our people, our commitment to innovation, and the values that

guide everything we do.”

Suzanne Dvorak – Chief Executive Officer

The year in review.
Our results and progress.

2

Oceania

Annual Report 2025

From Ruakākā in the
north, to Riccarton in

the south, we create

places where older

New Zealanders

can live with

purpose, dignity

and connection.

StaffResidents

Care beds and care suitesUnits

About us

Existing sites with

mature operations

Existing sites

with current and

planned developments

Total sites

201737

2,7003,9 0 0

2,1582,003

Section Title / Article Title

3

Oceania

Annual Report 2025

A year in review

3

A year of
strategic

progress

Financial

31 March 2025

Operational

31 March 2025

Developments

31 March 2025

ESG

31 March 2025

Total assets

As at 31 March 2025

higher than 31 March 2024

total assets of $2.8bn

5.7%

4.1%5.8%6.7%

1.9%

Units and care suites substantially completed in FY2025

Employee NPS (eNPS) (+/-100)

Units and care suites under construction as at 31 March 2025

and expected to be completed in FY2026

• Franklin Stage 1 (Auckland)

• Meadowbank Stage 6 (Auckland)

• Awatere Stage 3 (Christchurch)

• Elmwood Stage 1 (Manurewa)

• Waterford Stage 1 (Hobsonville, Auckland)

Underlying Earnings Before Interest,

Tax, Depreciation and Amortisation

31 March 2025

$

86.0m

71224

41

23

$

2 .9 b n

$

74.6m

$

110.3m

94.5

%

ahead of 31 March 2024 earnings

Before Interest, Tax, Depreciation

and Amortisation of $82.6m

Reported Total

Comprehensive Income

31 March 2025

compared to 31 March 2024

reported total comprehensive

income of $70.5m

Operating Cash Flow

31 March 2025

compared to 31 March 2024

reported operating cash

flow of $103.4m

higher than occupancy for

the year to 31 March 2024

of 92.6%

(excluding development sites)

Compared to 31 March 2024 eNPS of 24

Care resident NPS (+/-100)

Compared to 31 March 2024

care resident NPS of 41

Total sales

GHG emissions (t CO2e)

(market based)

3,151

Compared to 31 March 2024

scope 1+2 emissions of 3,560

Scope 1 + 2

higher than total sales for the

year to 31 March 2024 of 476

9. 2 %

87206

520

97130

Construction waste diverted from landfill

85.1

%

Compared to 31 March 2024 construction

waste diverted from landfill of 79.0%

79.8

%

Compared to 31 March 2024 construction

waste diverted from landfill of 62.9%

Auckland

Non-Auckland

New care suites

Resale

care suites

Care Occupancy

New unitsResale units

4

Oceania

Annual Report 2025

Trading highlights

Operating cash flow increased to $110.3m, up 6.7% compared
to $103.4m for the year ending 31 March 2024. This uplift

reflects increased cash receipts from occupation right

agreements which rose to $294.5m, a 30% increase on the

prior corresponding period (pcp) – driven by improved sales

of development stock and increased care earnings per bed.

Sales volumes were also up 9.2% on pcp including a 17.2%

uplift in new sale volumes to 184 independent living units (ILU)

and care suites.

Total Comprehensive Income of $74.6m for the 12 months

ending 31 March 2025, is up 5.8%% from pcp and Net Profit

after Tax of $30.4m, is down 3.5% on pcp.

Total Assets increased to $2.9b and Net Assets increased to

$1.1b at 31 March 2025, up 5.7% and 7.3% respectively. This

increase largely reflects the completion of Elmwood (Auckland),

Waterford (Auckland) and Awatere (Hamilton), alongside the

fair value movements due to the sell down of ILU’s at other sites.

As at 31 March 2025, undrawn net debt headroom was

$97.0m and gearing reduced to 36.3% down from 38.3% as at

31 March 2024. This improvement reflects continued capital

discipline, divestment of non core assets, a sharpened sales

focus and a targeted cost optimisation programme.

Focused Execution

and Solid Returns

Operating cash flow

I am pleased to present the Oceania Healthcare

Annual Report for the year ended 31 March 2025.

This year Oceania has continued to successfully transform

its portfolio and optimise its operating model. Under new

leadership, Oceania’s purpose, strategy and growth plans

have been further developed for the next 5 years.

Financial Performance

Oceania delivered a solid financial result in FY25 with an

increase in underlying EBITDA and sales volumes despite market

conditions. New development stock continued to be sold down,

a number of developments were completed and, or progressed,

and the divestment of six older non core sites were settled.


$$

110.3m

Elizabeth Coutts

– Chair

5

Oceania

Annual Report 2025

Letter from the Chair

Final Dividend
The Directors have resolved not to declare a final dividend.

Work is underway to review our Dividend Policy so that it better

aligns with the operating cashflows of the business. Our revised

Dividend Policy will be announced at the time of the ASM in June.

Leadership and Strategic Execution

Suzanne Dvorak joined as Chief Executive Officer in July 2024 and

has significant sector expertise and a strong focus on operational

delivery and people leadership. She also brings the clarity and

capability to lead the execution of Oceania’s strategic direction

and deliver operational excellence, meaningful outcomes for

residents, employees and stakeholders and sustainable growth.

Under a new sales leadership structure this year, it was pleasing

to see that both new and resales volumes increased by 17.2% and

5.3% respectively.

With respect to the portfolio, this year Waterford (Auckland),

Elmwood (Auckland), Awatere (Hamilton) and Redwood (Blenheim)

developments were completed. Meadowbank Dementia (Auckland)

was completed in May 2025, and good progress was made at

the new development in Franklin (Auckland), with the first villas

and community centre expected to be complete in June 2025.

Planning and site redesign have also been advanced at Lady

Allum (Auckland) and Elmwood (Auckland).

This year, six sites were divested for $33.6m, and the

divestment programme of non core sites continues.

These programmes will contribute to the strengthening of the

Balance Sheet and enable the next phase of growth.

Integrated Thinking, Sustainability and Climate

FY25 marks Oceania’s second year preparing mandatory

climate related disclosures under the Aotearoa New Zealand's

climate reporting regime. During the year, the organisation

built on the progress made in identifying and assessing climate-

related risks and opportunities, advancing this work through

the development of its first transition plan. Oceania’s FY25

disclosures are scheduled for publication in June 2025.

Progress also continued under Oceania’s Sustainability

Framework, launched in FY23, with a continued focus on

sustainable design standards, managing operational waste,

energy efficiency initiatives, and emissions reduction.

Recognition as a finalist in the Sustainability Leadership

category at the Deloitte Top 200 Business Awards reflects

the growing maturity of sustainability as a value driver for

the organisation, and underscores Oceania’s commitment

to embedding sustainability principles into strategy,

operations, and future growth planning.

The Sands, Browns Bay, Auckland

6

Oceania

Annual Report 2025

Letter from the Chair

“Suzanne Dvorak

joined as Chief

Executive Officer

in July 2024 and

has significant

sector expertise

and a strong focus

on operational

delivery and people

leadership.”

Elizabeth Coutts – Chair

Governance
Directors maintained close engagement with the business

throughout the year, including onsite visits to a number of

villages across the portfolio. These visits included morning teas

with residents and frontline teams, along with operational site

walkthroughs and health and safety reviews. This engagement

continues to be an important part of the Board’s governance

approach, ensuring that operational realities and resident

experiences are actively reflected in Board level discussions

and decision making.

Oceania advanced its enterprise risk management capability

during FY25, strengthening its resilience across cyber

security, climate risk, regulatory, care funding and care

governance domains.

The Board will continue to oversee the delivery and execution

of the next strategic cycle ensuring Oceania is positioned for

sustainable long term growth.

Looking Ahead

New Zealand’s population is aging and the demand for senior’s

care and accommodation is projected to grow considerably in

line with projected growth in New Zealand’s senior population.

The total population aged 75 years and over is expected to

almost double by 2050, growing from approximately 414,000

today to over 810,000.

The current supply of aged residential care in New Zealand is

inadequate to meet projected growth in the older population.

Rising demand for care, combined with insufficient Government

funding, continues to place significant pressure on aged care

and retirement living providers to ensure adequate supply.

Oceania is and will be well positioned for the future to provide

for the needs of the elderly. The Board remains confident

in the organisation’s ability to complete the delivery of the

current strategic cycle with discipline, while ensuring a smooth

transition to the new Strategic Direction.

The Board extends its thanks to Oceania’s residents and their

families, dedicated employees, and all stakeholders for their

ongoing support and partnership.

Yours sincerely,

Elizabeth Coutts

Chair

$$

2.9bn

Total Assets

7

Oceania

Annual Report 2025

Letter from the Chair

This year we have focused on improving sales,
streamlining operations, and building on our

strong foundations.

We have already seen positive momentum, delivering a solid

financial result, including increased sales, notwithstanding

market conditions.

As we move into FY26 we are focused on further strengthening

the business and finalising a clear strategic framework to guide

Oceania through its next phase. We are looking forward to

sharing this framework with our shareholders later this year.

Focus on Sales Momentum

Sales momentum accelerated in the second half of FY25, with

new sales volumes increasing by 17.2% and resales up 5.3% on

prior year, despite challenging market conditions. This growth

was driven by a revitalised sales and marketing approach,

refined pricing strategies, and enhanced leadership in sales.

Strong selldown results were achieved across key development

sites. Occupancy increased at The Helier in Auckland with 41%

occupancy as at 20 May 2025 compared to 14% at 31 March 2024.

Driving Change and

Strengthening Foundations.

Suzanne Dvorak

– Chief Executive Officer

Additionally, Oceania successfully completed the full

selldown of independent living apartments at The Bellevue

in Christchurch shortly after year end, within just 24 months.

The new care suite centre at Redwood in Blenheim has reached

62% occupancy in record time with expectations to be fully

occupied within 12 months.

The resultant reduction of unsold stock from $353m to $342m

was the biggest lever to reduce borrowings, which finished the

year at $627.8m, down from $640.5m in March 2024.

Oceania refinanced its syndicated banking facilities in March

2025. The refinance extended debt maturity profiles and

secured optimal terms, including competitive pricing and

unchanged covenant conditions. The refinancing, supported

by existing lenders ANZ, ASB, ICBC and new lender BNZ,

underscores lender confidence and positions Oceania

effectively for continued growth.

8

Oceania

Annual Report 2025

Letter from the CEO

↑ 17. 2 %
Despite challenging market conditions –

9

Oceania

Annual Report 2025

increase in new sales volumes, and

increase in resales

↑5.3%

Letter from the CEO

Leading in Care and Resident Experience

Care remains Oceania’s greatest strength. Reflecting this, in

FY25 clinical leadership was elevated to the executive level.

We embedded new initiatives under our Fundamentals of Care

framework to strengthen clinical practice and resident outcomes.

This framework defines the essential elements of care that every

resident should consistently experience and underpins Oceania’s

commitment to excellence in care.

Our development strategy includes a significant pipeline of

premium care suites, designed to meet future demand. This

positions Oceania to respond to the sector wide care capacity

gap highlighted in recent reports and media commentary.

Oceania also remained actively engaged in the sector wide review

of the Retirement Villages Act, advocating for reforms that improve

transparency, enhance resident wellbeing, and support the long

term sustainability of the sector.

These initiatives reinforce Oceania’s commitment to enabling

residents to live well with dignity, connection, and choice.

Shaping a Stronger Portfolio for the Future

Oceania maintained a disciplined approach to development,

now focused on capital efficient, staged projects in regions with

particularly strong demand. A flexible near term pipeline has been

established, which balances growth opportunities with prudent

capital management.

Significant progress was made during FY25, including at

Meadowbank in Auckland, where the dementia care centre will

open in early June 2025. At Franklin, construction of the stage

one villas and a community centre is underway, scheduled for

FY26 completion.

Planning continues across Oceania’s strategic land bank to ensure

readiness for future opportunities. During the year we purchased

2.6 hectares of land adjoining our Graceland’s site in Hastings.

This land will be used to extend our existing village with villa

product and care suites.

Work has commenced at Lady Allum in Milford. The demolition

of the old care building has been completed making way for

the construction of a new central precinct which will include

penthouse apartments. Finally, six sites were divested during the

year, enhancing and modernising the portfolio and reducing debt.

With changes to the certification pathways for overseas nurses

recently introduced, a decision was made during the year ended

31 March 2025 to close the Wesley Institute of Nursing Education.

The final course concluded in April 2025.

10
Oceania

Annual Report 2025

Letter from the CEO

Empowering our People and Culture

Since joining Oceania in July 2024, I’ve had the opportunity to

visit many of our villages and meet with residents, families, and

team members across New Zealand. These visits have reinforced

that Oceania has a sense of care and responsibility that defines

its culture and fuels the pride our people take in delivering

exceptional experiences.

This year we have simplified our organisational structures and

strengthened leadership capability. This focus on organisational

culture and leadership development has laid important

foundations for the future.

Investment in core systems – including the rollout of

HumanforceHR and SafetyHub – has already delivered

improved workforce insights and more consistent people

management practices.

While there is more work ahead, we are strengthening

the foundation for building a high performing and

connected workforce.

Strengthening the Core

We initiated a right sizing programme in FY25 to reshape the

business and align with Oceania’s future strategy. To date, this

programme has implemented cost savings of $5m that will be

realised in FY26.

Building on this, a broader business optimisation programme is

underway, targeting $10m to $15m of sustainable annualised

savings. So far in FY26, a further $5.2m of cost savings have

been identified with benefits to be realised from 2HY26. Full

benefits will be realised in FY27, with a focus on system

consistency, margin discipline, and operational simplicity.

Over the next 12 months, we will build on recent progress –

sharpening execution and reinforcing leadership capability

ensuring we are well placed to activate our new strategy

from FY27.

This operational optimisation focus is a key step in unlocking

future value as part of our new strategic direction.

“This year we have simplified our organisational structures, strengthened

leadership capability, and increased focus on recognition and reward.”

11
Oceania

Annual Report 2025

Letter from the CEO

Setting our Strategic Direction

The Board has approved a new strategic direction to guide

Oceania through its next five years. This strategy was

developed through engagement with the Board, executive team,

employees, and independent consumer research with residents

and families. It reflects both the lessons of the past and a clear

vision for the future.

Our refreshed purpose – “Supporting and empowering

people to live well as they age” – is the anchor for our next

strategic phase.

While grounded in Oceania’s existing strengths, this is not

a simple extension. It is a sharper and more ambitious plan,

designed to meet changing resident expectations, increasing

care needs and a more complex operating environment.

Structured around four refined focus areas – Connected Care,

Inspired Living, Empowered People, and Purposeful Impact –

the strategy will guide planning, investment and operational

decision making across the business.

This strategic direction positions Oceania to lead with

clarity and confidence, supported by a plan that is practical,

measurable, focused on creating value for our shareholders

and it is aligned to what matters most: people, purpose

and performance.

Thank you to our residents and families, our dedicated teams,

and the Board for their continued trust and support. I am proud

to lead Oceania into its next phase of growth and opportunity.

Suzanne Dvorak

Chief Executive Officer

“Our refreshed purpose –

Supporting and empowering people to live well as they age –

is the anchor for our next strategic phase.”

How we
create

value

Our team

Our people are our greatest asset. Their dedication

and expertise drive our ability to enrich the lives of

our residents daily and deliver outstanding care.

Our expertise

We use resident insights to drive innovation and

remain at the forefront of retirement and aged care

living and seek to invest in global best practices,

systems and processes, including our nurse led

model of care.

Our retirement villages and care centres

We are dedicated to developing high quality,

environmentally sustainable villages, equipped

with quality amenities.

Our relationships

We are a people business. Building strong relationships

with our residents, their families, our people, suppliers

and stakeholders, is pivotal to everything we do.

Our natural capital

We recognise the environment’s fundamental role in

shaping and sustaining our retirement and aged cared

villages and communities. By adopting sustainable

practices, we are committed to minimising our

environmental impact.

Our financial capital

We employ a combination of shareholder funds,

banking facilities and operating cashflow to

maintain and grow our business.

Our Capitals

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12

Oceania

Annual Report 2025

Our value creation model

At Oceania, value is created

through the alignment of our

people, expertise, assets,

and relationships – all

working together to enhance

resident wellbeing and drive

sustainable growth.

Our value creation model

shows how we use a

broad range of resources

– or ‘capitals’ – to deliver

meaningful outcomes for

our stakeholders.

These capitals are shaped

by our material impacts and

brought to life through our

strategic pillars.

Our
Material Impacts

The Value for

our Stakeholders

Aspirational

Value Outcomes

The pursuit of better

Resident wellbeing

Resident safety and security, provision of quality care, social connectedness, health equity

of ageing Māori and Pacific peoples and the capacity and capability of our people.

Employee practices

The health and wellbeing of our people can be affected by issues such as national

workforce shortages, pay equity, health and safety and opportunities for professional

development, and diversity and inclusion.

Community and social wellbeing

Accessibility and affordability of aged residential care options for older New Zealanders,

supporting the public health system by helping to free up public hospital beds, impacting

the cultural significance of land, and training NZ and internationally qualified nurses.

GHG emissions and climate

GHG emissions from corporate, village and aged care centre operations and

embodied carbon.

Waste and environmental impact

The impact we have on the environment including waste going to landfill, biodiversity

and ecosystems, emissions and pollution from operations, water, and the opportunity

to support a circular economy.

Economic contribution

Through economic activity and job creation and adding to housing supply.

Sustainable supply chain

Environmental and social impacts of procurement choices and supply chain practices.

Ethics, trust and governance

Trust levels with residents and their whānau through the provision of services to

residents and ethical business conduct.

Our investors

Oceania focuses on the financial performance

of its assets and is committed to long term

sustainable growth.

Our team

We grow and develop our team members through

fostering an inclusive culture and training. By doing

so, we enable teams to deliver exceptional services

and improved resident focused experiences.

Our residents

We create vibrant and enjoyable retirement and

aged care living experiences for our residents.

Our society

We seek to create thriving community hubs.

Our retirement villages and care centres go

beyond being residences, as they foster a sense of

belonging and togetherness in the local community.

Our industry

We participate in and advocate for industry wide

issues, to support better outcomes for NZ’s ageing

communities and the people who care for them.

Our environment

We establish more resilient communities for our

ageing population and by adopting sustainable

practices and minimising our negative impact we

not only reduce our environmental footprint, but

aspire to create opportunities for regeneration.

Oceania’s villages are a driving

force of thriving communities

around New Zealand. We

use resources sustainably to

build homes that seamlessly

integrate with, and benefit,

the local community.

Residents thrive in our

hospitality inspired, resident-

led villages. We enable our

residents to live a sustainable

and fulfilled life.

As an employer of choice we

enable our teams to perform

their life’s best work at Oceania.

We create long term value for

our stakeholders by integrating

sustainability into our thinking,

strategy and growth initiatives.

13

Oceania

Annual Report 2025

Our value creation model

Our Sustainability
Framework

Oceania published its Sustainability

Framework in FY23, outlining

aspirations and goals for each

of its four strategic pillars. The

metrics and targets we've set

help bring accountability, focus,

monitoring and transparency to

our sustainability journey, enabling

more informed decision making.

Our Sustainability Framework

is enabled by:

• supply chain practices

• partnerships and collaboration

• innovation and technology

• sustainability risk management

• policies and processes

• data and measurement

• transparent reporting

• sustainability capability

• advocacy

Aspiration

We are an employer

of choice

Goals

We attract, grow and

retain great people.

We provide a safe, diverse,

equitable and inclusive

workplace that fosters

our people’s development

and capability.

People

Capability

Aspiration

We enable our

residents to live

a sustainable

and fulfilled life

Goals

We prioritise resident wellbeing through

conscious design and exceptional services.

We actively engage with our residents, people


and local community to create positive social

and environmental outcomes.

Resident Experience

Growth

Aspiration

We integrate

sustainability

into our thinking,

strategy


and growth

initiatives

Goals

We adopt a long term value focus

when making investment decisions

and allocating capital.

We reduce our GHG emissions in line

with our science based target and

integrate climate resilience


into our business.

Aspiration

We use resources

sustainably to build homes

that seamlessly integrate

with, and benefit, the


local community

Goals

We design with a focus on the

local environment, community

needs and cultural values

of each location.

We minimise our

environmental impact and

support a circular economy.

Offer

We are creating

sustainable retirement

and aged care living

experiences for today,

and for our people

of tomorrow.

14

Oceania

Annual Report 2025

Our Sustainability Framework

Our Offer
Design, develop, build and sell modern

properties for our residents of the future

Our villages are more than places to

reside – they are homes where quality,

care, and connection create meaningful

living experiences.

From modern residences to innovative

care models, every decision is guided by a

understanding of what makes life fulfilling at

every stage. Our design philosophy ensures

we build vibrant communities that stand the

test of time.

Oceania proudly owns and operates 37

retirement villages and care centres across

New Zealand, offering independent living and

aged care services, all shaped by a commitment

to quality and community. Many of our villages

are intentionally smaller and more intimate,

fostering deeper connections and a strong

local presence.

Recognising every resident has unique

needs, our portfolio offers a diverse range of

living options. One example is our Couples

Care Suites, offered at select sites, enabling

loved ones to stay together as care needs

evolve, easing the stress of separation

during vulnerable times.

We’ve made sustained investment in our care

suite model to ensure it meets resident needs

while delivering sustainable returns. Looking

ahead, Oceania is strategically rebalancing its

portfolio to achieve the right mix of care suites

and independent living units, combining high

density sites with broadacre, integrated villages.

Sustainability is central to our approach. We

design and build with local communities and

the environment in mind. Increasingly, our

independent residences are achieving Homestar

certification from the New Zealand Green

Building Council (NZGBC), reflecting higher

standards of energy efficiency and healthier

living. These credentials support wellbeing

while strengthening Oceania’s position in an

investment landscape that places increasing

value on environmental performance.

As we continue to evolve, we remain focused

on creating exceptional living environments,

fostering community engagement, and

delivering a future ready approach to

care and sustainability.

SUSTAINABILITY GOALS

AND KEY METRICS

Design with a focus on

the local environment,

community needs

and cultural values

of each location.

Minimise our

environmental

impact and support

a circular economy.

Construction waste diverted from landfill

as a percentage of all construction waste

FY25

85.1%

100%0%FY27 TARGET 80%

Green Star Communities

FY24 79.0%AUCKLAND

FY25

7 9.8 %

100%0%FY27 TARGET 60%

FY24 62.9%NON-AUCKLAND

Water use (000s)

FY24 347m

3

FY25 323m

3

Operational waste

Operational

waste to landfill

Operational waste

diverted away from landfill

FY25

1,548t403t

FY25

20.7%

100%

FY24 17.4%

0%

Operational waste diverted from landfill

as a percentage of all operational waste

15

Oceania

Annual Report 2025

Strategic Pillar: Our Offer

FY25 TARGETFY25

One pilot

development

On track to register first Green Star

communities project, Franklin Village

Year in review
Oceania continued to rebalance and modernise its

portfolio in FY25, expanding its connected care offering

and strengthening its commitment to sustainable, resident

focused communities

»During FY25, Oceania delivered more than 224 new units and

care suites, including:

• Awatere Village, Hamilton: 68 Apartments

• Waterford Village, Auckland: 50 Apartments

• Elmwood Village, Auckland: 106 Care Suites

»The Helier in Auckland was awarded ‘Best in Category’ at the

2024 NZ Property Council Awards.

»More than 650 units across Oceania’s portfolio have now been

delivered to Homestar standard – creating healthier, warmer,

more energy efficient homes.

»Construction commenced at Franklin Village, Oceania’s first

greenfield broadacre development:

• 30 stage one villas are being built to Homestar 7

• Community buildings are being built to Green Star.

• The village is on track to achieve Green Star Communities

certification – reinforcing Oceania’s commitment to

sustainable, resilient, and liveable community design

from the outset.

• Constructing the final stage of 40 suite dementia centre

at Meadowbank Village.

• Oceania divested six non core care sites for

approximately $33.8 million.

»Focus on sustainable construction and operations

• Developed smart water metering implementation plan

to better manage real time water usage; to be rolled out

in FY26.

• Exceeded construction waste diversion targets for Auckland

and regional projects, diverting 474.1 tonnes of waste from

landfill and preventing 127.8 tonnes of CO₂e emissions.

• Invested in replacing gas with high efficiency electric hot

water heat pumps across several sites and diesel heating as

part of decarbonising Oceania’s energy systems.

• Continued implementation of energy efficiency projects

across the portfolio, including LED lighting upgrades.

»Three of Oceania’s villages are participants in the University of

Otago’s ‘Reducing Food Waste in the Aged Care Sector’ food

minimisation project, helping to reduce food waste.

Our future focus

Inspired living

Elevating the ageing experience through thoughtful

environments and tailored wellbeing services that

support the whole person.

Awatere Village, Hamilton

16

Oceania

Annual Report 2025

Strategic Pillar: Our Offer

Oceania strengthens dementia care
offering with new centre at Meadowbank

In June 2025, Oceania’s Meadowbank Village will open its

newest centre – the Ōrākei Building – a purpose built, premium

dementia care centre designed to provide specialist care and

enable residents to remain in a familiar environment as their

needs change.

The centre will initially offer 21 rest home level dementia care suites.

A further 19 suites will be available for hospital level dementia care

following certification from Te Whatu Ora, expected by mid June.

This integrated care approach means residents can transition

between levels of care without the disruption of moving buildings.

The Ōrākei Building completes Meadowbank’s connected care,

extending from independent living through to rest home, hospital,

and now, specialist dementia services.

Supporting continuity, connection, and

personalised care

The centre is built around an integrated, person centred model of

care that supports individual identity, comfort, and independence.

Residents live in a communal environment with shared kitchens,

living spaces, and a secure garden – creating familiar and

homelike environments.

Multi skilled caregivers work within each household, providing

consistent support and building trusted relationships with residents

and their whānau. Oceania’s commitment to resident centred

fundamental care underpins this approach, enabling continuity

of care in an environment that feels both safe and supportive.

Designed for wellbeing and ease

Each suite includes an ensuite to promote independence,

while dementia friendly design features – such as clear

signage, calming colour palettes, and intuitive layouts –

support daily routines and sensory needs.

Shared spaces include green walls, large windows, and

natural light to create a soothing atmosphere. A central

heating and cooling system, along with solar panels and

other energy efficient design elements, reflect Oceania’s

commitment to sustainability.

Residents benefit from a flexible daily rhythm that

includes physical movement, sensory engagement, and

activities aligned to Te Whare Tapa Whā, supporting

holistic wellbeing across physical, emotional, social, and

spiritual dimensions.

“This development is about providing certainty and comfort

at a time when both really matter,” said Suzanne Dvorak,

Chief Executive Officer. “Residents will receive high quality,

personalised care from a team they know – while remaining

in a space that supports their independence and wellbeing.”

The Ōrākei Building represents a new benchmark for

specialist dementia care at Oceania – combining clinical

expertise, thoughtful design, and a genuine commitment

to ageing in place.

“This development is about providing

certainty and comfort at a time when

both really matter. Residents will receive

high quality, personalised care from a

team they know – while remaining in a

space that supports their independence

and wellbeing.”

Suzanne Dvorak, Chief Executive Officer.

17

Oceania

Annual Report 2025

Strategic Pillar: Our Offer

Our communities are places where older
New Zealanders can grow, connect, and live

with meaning – supported by personalised care,

trusted relationships, and a sense of belonging.

As New Zealanders live longer and healthier lives,

expectations are shifting. Residents increasingly

seek connection, purpose, and choice, alongside

care. We remain committed to leading the way

in redefining retirement living, delivering a life

enriched by wellbeing, recreation, convenience,

and meaningful support.

We create environments that prioritise

independence, connection and fulfillment

with an emphasis on resident choice. Our Five

Ways to Wellbeing programme reinforces this,

encouraging connection, activity, mindfulness,

learning, and giving.

Our goal is to create communities that feel

like home – where every resident feels valued

and supported.

This is reflected in the full implementation of our

Māori Health Plan, helping care teams engage

with whānau, strengthen understanding of

Te Tiriti o Waitangi, and deliver inclusive care.

We’ve also embedded our Fundamentals of Care

framework, supporting physical, psychological,

social and spiritual needs, with a focus on

the relationship between resident, whānau,

and caregiver.

Innovation is central to Oceania’s approach. Our

Nurse Practitioner Model, now operating in two

thirds of our care centres, enhances continuity

of primary care for our residents. It now extends

to two independent living villages, with plans to

expand. With 13 Nurse Practitioners and a talent

development pathway, we’re building resilience

amid General Practitioner shortages.

To enhance connected living, we continue rolling

out digital solutions like the Oceania Together

App and voice activated media. We also remain

committed to Couples Care Suites, helping loved

ones stay together as care needs evolve.

Looking ahead, we’re focused on creating

meaningful experiences and nurturing

communities where residents truly belong.

Through innovation, personalised care, and

inclusive design, we ensure village life is

enriching and fulfilling.

Our Resident Experience

To be the leader in the delivery of resident experience in

retirement villages and aged care centres in New Zealand.

SUSTAINABILITY GOALS

AND KEY METRICS

Prioritise resident

wellbeing through

conscious design and

exceptional services.

Actively engage

with our residents,

people and local

community to create

positive social and

environment outcomes.

1 The methodology for this care resident wellbeing metric is bespoke to Oceania for the

purposes of establishing an ambitious social metric under its sustainability linked loan.

The methodology was created using six years of historical Oceania InterRAI data.

2 We achieved a neutral outcome on the care resident wellbeing KPI, indicating that while

we met the expected standard, we did not exceed it.

New ILUs designed and built to 7 Homestar

FY30 Target: To 7 HomestarFY25

FY24

7 Homestar certification

Care resident wellbeing

Number of care residents who improve or maintain an optimum level of health

FY27 Target: 78.93%

1

FY25 78.0%

2

FY24 7 8 .9 %

Care resident satisfaction

FY25 41

FY24

41

+100-100

0

NET PROMOTER SCORE (+/- 100)

18

Oceania

Annual Report 2025

Strategic Pillar: Our Resident Experience

Year in review
Oceania’s focus in FY25 remained on enriching the lives

of residents, strengthening community connections, and

delivering high quality, person centred care. This commitment

was reflected in a range of initiatives across our villages

– from clinical innovation and wellbeing programs to

meaningful external partnerships and sector recognition.

»During the year, we:

• Maintained our care resident satisfaction score (NPS)

of 41, reflecting our ongoing commitment to positive

care experiences.

• Commenced work on implementing NPS measurement for

independent living residents.

• Expanded our Nurse Practitioner Model, with 13 Nurse

Practitioners now supporting 20 care centres and villages

enhancing continuity of primary care for our residents.

• Introduced new initiatives within our Fundamentals of Care

Framework and delivered education webinars promoting

relationship based, integrated care.

• Appointed a dedicated Dementia Specialist to lead the

development of Oceania’s dementia strategy.

• Continued promotion and facilitation of resident and team

participation in the Five Ways to Wellbeing programme

(connect, get active, take notice, learn and give).

Awards and Recognition

»Retirement Village Association Awards 2024:

• Winner: Marina Cove: Worm farm project.

• Finalist: Franklin Care Centre: “Vegetables

for Pataka Kai” project.

»New Zealand Aged Care Association Awards 2024:

• Winner: The Bellevue for Excellence in Food Award

for Care Homes and Hospitals.

• Finalist: Oceania Nurse Practitioner Model for

Innovative Delivery Award.

Our future focus

Connected Care

Delivering seamless transitions across lifestyle, health,

and care, strengthened by trusted relationships with

family, whānau, and community, and supported by

smart technology.

»We were proud to partner with organisations that share

our purpose and strengthen community wellbeing. These

initiatives provided opportunities for our residents and

teams to give back, connect with and support others:

• National Foundation for Deaf and Hard of Hearing (NFDHH)

- Oceania with the NFDHH are providing ‘Hearing Health’

morning teas featuring free screening, information on

accessing grants for hearing aid support and basic sign

language teaching. Oceania is a Hearing Accredited

Workplace.

• Chip Packet Project - Residents teamed up to help turn

family sized chip packets into survival blankets for people

experiencing homelessness. What began as a single site

effort has now turned into a national partnership for 2025.

• Fair Food Project - Oceania volunteers supported the

collection and redistribution of surplus food to transitional

housing and domestic violence shelters, reinforcing our

commitment to environmental and social wellbeing.

Marina Cove: Worm farm project.

19

Oceania

Annual Report 2025

Strategic Pillar: Our Resident Experience

Coming together to deliver warmth,
one chip packet at a time

What do chips, compassion and community have in common?

At Oceania, they’re part of a story of connection and giving,

where chip packets are no longer just waste. They become a way

to provide warmth, hope, and purpose.

Person centred experiences with purpose

Through the Five Ways to Wellbeing programme, Oceania

continues to create experiences that go beyond care. One initiative

that captured hearts and hands across our villages was the Chip

Packet Project New Zealand (CPPNZ), launched during Recycling

Week – a time to reflect on how we treat our waste, and each other.

A single foil lined packet of chips is consumed in minutes, yet

takes more than 80 years to break down in landfill. With each

New Zealander contributing around 60 kilograms of plastic to

landfill annually, finding creative ways to reduce waste is critical.

Through a new partnership with CPPNZ, empty chip packets have

now found a new purpose – becoming heat reflective survival

blankets for those without shelter.

From waste to warmth

Residents, staff, and families came together to clean, flatten

and donate foil chip packets. At ‘Blanket Parties’ at three of

our villages – Lady Allum in Auckland, Atawhai in Napier, and

Palm Grove in Christchurch, those packets were transformed

into survival blankets – turning what would otherwise be waste,

into a practical resource for those in need.

“The Chip Packet Project is all about giving new life to waste, bringing people together, and

supporting those doing it tough – and our partnership with Oceania embodies that and more.

We’re deeply grateful to the residents and staff, who’ve rolled up their sleeves and put their

hearts into this mahi. Together, we’re not just creating survival items – we’re creating hope,

purpose, and connection.”

Terrena Griffiths, Founder, Chip Packet Project New Zealand

The project was more than just recycling it bought people

together. Residents and teams contributed their time,

energy, and heart to make a difference – connecting

across generations and communities in the process.

Lasting impact

Following its success, Oceania will expand its involvement in

2025-2026 through a national partnership with CPPNZ. More

villages and care centres will take part, continuing to turn

small acts into lasting impact.

20

Oceania

Annual Report 2025

Strategic Pillar: Our Resident Experience

Our people are at the heart of Oceania. Their
dedication, compassion, and expertise underpin

our leadership in retirement and aged care

across New Zealand. By nurturing a capable,

diverse, and engaged workforce, we enrich

residents’ lives and build a resilient organisation.

Our people capability strategy supports this

through investment in professional development,

wellbeing, and a culture grounded in inclusion,

growth, and recognition.

Today’s workforce seeks more than just a job;

they want to grow, contribute meaningfully, and

feel valued. That’s why we invest in upskilling

and celebrate high performance.

Listening to our people is central to our

approach. Insights from our annual engagement

survey shape our priorities around culture,

inclusion, and wellbeing. We continue to evolve

our strategy to reflect these insights and remain

responsive to team needs.

Health, safety, and wellbeing remain core

priorities, supported by mental health initiatives,

inclusive policies, and strong support networks.

Our goal is to ensure every team member feels

safe, respected, and empowered to thrive.

Engagement and retention remain key focus

areas. We’re proud to report an uplift in both

our overall and clinical retention rate in FY25, a

testament to our efforts in building a supportive

and rewarding work environment. While labour

market factors such as the current nursing

oversupply have contributed, we remain focused

on sustaining long term workforce strength.

Ultimately, our people drive our purpose.

Their passion and care create a lasting impact

for residents, families, and communities. By

fostering talent, promoting equity, and

recognising excellence, we are building a

workforce that believes in better and delivers

it every day.

Our People Capability

Building capability and developing a culture that enables

our people to perform their life’s best work at Oceania.

SUSTAINABILITY GOALS

AND KEY METRICS

Attract, grow and retain

great people.

Provide a safe,

diverse, equitable and

inclusive workplace

that fosters our

people’s development

and capability.

1 LTIFR is a health & safety metric that measures the number of lost time injuries (work related

injuries resulting in time away from work).

FY25

7 9.0 %FY24 52.0%(CEO-3) (% FEMALE)

Employee net promoter score (eNPS) (+/-100)

FY25

7 7.4 %

100%0%

100%0%

FY24 67.0%ALL EMPLOYEES

100%0%

FY25

7 7. 5 %FY24 69.0%CLINICAL EMPLOYEES

Employee retention

Gender Diversity

FY25

23

FY24

24

+100-100

0

NET PROMOTER SCORE (+/- 100)

Lost time injury frequency rate

FY25 11.21FY24 7.4 7

21

Oceania

Annual Report 2025

Strategic Pillar: Our People Capability

Year in review
Oceania continues to prioritise and invest in its people,

empowering teams to deliver exceptional care and create a

safe, inclusive, and rewarding workplace.

During the year, we focused on strengthening leadership, building

capability, and supporting a culture of respect and safety:

»Strengthening leadership & systems

• Clinical and Sales functions were elevated to the

Executive Team.

• The Senior Leadership Team was expanded to include

leaders from Clinical, Sales, Marketing, and Risk.

• Rolled out a new Human Resource Information

System (HRIS), enhancing workforce planning and

insight capabilities.

• Launched HumanforceHR, a people platform that simplifies

access to employee resources, policies, and information.

»Investing in our people

• Delivered over 100 workshops, onsite training sessions,

and clinical development activities to build capability across

both clinical and non clinical teams.

• Four leadership cohorts participated in the Future Fluent

programme during FY25, supporting skills development and

role proficiency across the organisation.

• Despite the closure of the Wesley School of Nursing in

2024, Oceania continues to apply its best practices in

internal training.

Our future focus

Empowered People

Supporting a dedicated, high performing workforce

to deliver outstanding care and experiences, backed

by strong leadership and a culture aligned with our

strategic purpose.

»Creating a safe, inclusive workplace

• Celebrated Cultural Days that honoured

the traditions and heritage of our diverse

workforce and communities, fostering

mutual respect and connection.

• Implemented the Safety Hub app,

enabling frontline teams to report

safety issues in real time, improving risk

resolution and responsiveness.

• Conducted the annual employee

engagement survey, with feedback

directly informing people initiatives and

strategic priorities.

• Maintained a positive employee

satisfaction rating of 23, reflecting

Oceania’s commitment to listening,

engaging and collaborating with our

people to ensure a rewarding workplace.

• Strengthened health and safety leadership

through Gemba Walks at clinical,

executive, and board levels, promoting

continuous improvement.

• Directors actively participated in regular Health

and Safety Walks, reinforcing visible leadership and

alignment with our Fundamentals of Care framework.

Section Title / Article Title

22

Oceania

Annual Report 2025

Strategic Pillar: Our People Capability

Clinical leadership and
everyday excellence

Oceania continues to strengthen clinical leadership and frontline

practice, with a focus on safe, person centred care. This year,

the introduction of Gemba Walks – championed by Director of

Clinical and Care Services, Shirley Ross – reinforced Oceania’s

commitment to connection, accountability, and clinical visibility

at all levels of the organisation.

A leader grounded in care

With more than 38 years of nursing experience, Shirley brings

extensive clinical knowledge and a strong belief in the power of

nurse led care. Her leadership spans hospital wards, aged care

facilities, and health boards, including her former role as Head of

Division for Older People’s Health at Waitematā DHB. Since joining

Oceania, she has elevated both the voice of clinical staff and the

visibility of care delivery – particularly through initiatives like the

Nurse Practitioner Model and Gemba Walks.

Introducing Gemba walks to Oceania

The Gemba Walk programme was introduced after Shirley

attended the International Learning Collaborative (ILC) conference

in Oxford, where she encountered global approaches to restoring

attention to fundamental care. The ILC developed a framework to

ensure patients and residents receive the fundamentals of care

with consistency, dignity, and attention. Shirley adapted this

concept for Oceania.

Today, Gemba Walks are embedded across the organisation –

from clinical managers walking daily alongside teams in care

centres, to board members and executives joining monthly walks.

By encouraging leaders to spend time where care happens, the

approach has strengthened understanding, improved early issue

resolution, and created space for shared learning and connection.

Everyday excellence in action

For Shirley, it’s a return to what matters most. “We have

extraordinary people working in aged care – compassionate,

capable, and dedicated. Our job as leaders is to stay close,

stay visible, and keep listening.”

In 2025, Shirley will return to the ILC conference – this time,

to share Oceania’s progress and present how Gemba Walks

are driving everyday excellence and building a culture where

fundamental care is everyone’s business.

A Gemba Walk is a workplace walk through designed to observe, ask questions, and identify both good and poor practice. The

concept comes from the Japanese word “Gemba” or “Gembutsu” meaning “the real place” – often defined in aged care as the

place where work happens: beside the resident.

At Oceania, Gemba Walks are led by the Clinical team across our care centres. Clinical Managers conduct daily walks, while

Regional Clinical Managers and the Support Office clinical team participate monthly. By engaging teams in conversations

about clinical workflows, interacting with residents, and observing care in real time, Gemba Walks increase connection, surface

opportunities for improvement, and create space for staff and residents to share ideas. The approach supports stronger

engagement and empowers teams to continuously elevate care.

23

Oceania

Annual Report 2025

Strategic Pillar: Our People Capability

Our Growth
To deliver outstanding financial performance

and sustainable growth over the long term.

SUSTAINABILITY GOALS

AND KEY METRICS

Adopt a long term value

focus when making

investment decisions

and allocating capital.

Reduce our GHG

emissions in line with

our science based

target and integrate

climate resilience into

our business.

We’re focused on sustainable growth that

delivers lasting value for our investors, residents,

team and communities. Our integrated

approach ensures that our decisions balance

shareholder returns with care for our residents,

our people, and the environment.

In FY25, our strategic focus led to increased

sales, reduced debt, a disciplined development

pipeline and an optimised business model. These

initiatives are generating long term savings while

advancing our Sustainability Framework.

With New Zealand’s over 75 population

projected to more than double by 2048, we’re

responding with a clear strategy for sustainable,

profitable growth.

In response to recent market pressures, we

adopted a more flexible short term development

pipeline, reducing gearing while maintaining

growth. In line with this, we divested six non

core sites in FY25.

Historically, our development focused on

brownfield sites. As these decline, we're

entering a new chapter targeting select

greenfield projects while continuing the focus

on maintenance of our portfolio. These allow

us to design communities that support local

economies, reduce environmental impact

through Homestar and Green Star certification,

and generate long term investor value.

Our $500 million sustainability linked loan, now

in its third year, underscores our disciplined

growth approach. Refinanced in March

2025, we secured a new syndicate member,

optimal pricing, and extended tenor, all while

maintaining existing covenants and associated

social and environmental goals.

We’re delivering against emissions reduction

targets and increasing supply chain

transparency, aiming to align 72.5% of suppliers

by spend, covering category 1 purchased goods

and services and category 2 capital goods, with

science based targets in FY27.

We’ve invested in maturing our risk framework

and embedding a strong culture of risk

awareness. Our second Climate Related

Disclosure report will be released in June 2025.

Looking ahead, we remain focused on value

creation, operational excellence, and long term

planning, delivering sustainable outcomes for

our residents, people, and stakeholders.

1 See our FY24 GHG Emissions Report: oceaniahealthcare.co.nz/investor-centre/sustainability

Number of units built

INDEPENDENT LIVINGFY25 118FY24 95

CARE UNITSFY25 106FY24 87

GHG emissions (tCO

2

e)

FY25 3,151FY24 3,560

TARGET

Reduce absolute scope 1 and

2 emissions by 42% by FY30,

below a FY2022 base year

(market based emissions)

0%

-29%

FY25

-100%

FY24 20%

1

REDUCTION AGAINST

FY22 BASE YEAR

(market based emissions)

FY30 TARGET -42%

24

Oceania

Annual Report 2025

Strategic Pillar: Our Growth

Year in review
Oceania delivered a favourable financial performance and

continued to invest in growth initiatives.

During the year, we strengthened delivery across finance,

sustainability, digital capability, and risk:

• Reported FY25 Total Comprehensive Income of $74.6m and

Net Profit after Tax of $30.4m.

• Secured $5m in cost savings through business optimisation

initiatives, with a further $10–$15m in progress for FY27.

• Rolled out new digital platforms to streamline operations,

including HRIS, Safety Hub, and enhanced emissions

reporting tools.

• Successfully refinanced our $500m sustainability linked

syndicated loan, adding a new syndicate partner.

• Met two of three annual Sustainability Performance Targets

(SPTs) under our sustainability linked loan – construction

waste diversion and Scope 1 and 2 GHG emissions reduction

(market based).

• Delivered 224 new independent living units and care suites,

supporting increased demand for high quality, resident

centred housing.

• Committed to achieving the care resident wellbeing upper

threshold under our sustainability linked loan, which was in

the neutral zone in FY25.

Our future focus

Purposeful Impact

Building long term, sustainable growth through

innovation, operational excellence, and investments that

create social and environmental value.

»Climate and carbon

• Developed Oceania’s first Climate Transition Plan to guide

long term resilience and transition to a low carbon economy.

• Designed community buildings at Franklin Village with at

least 10% less embodied carbon than standard reference

buildings (as part of Green Star framework).

• Progressed Oceania’s Scope 3 supplier engagement target,

38% of key suppliers engaged now have science based

GHG target

1

.

• Oceania’s FY25 Climate Related Disclosures, will be

available from June 2025. https://oceaniahealthcare.co.nz/

investor-centre/reports-presentations/

»Comprehensive risk management

• Strengthened cyber strategy to address emerging threats,

including AI enabled cyber attacks.

• Continued to lead in health and safety, leveraging new tools,

technologies and processes to create safer environments for

residents, teams, and visitors.

1 Not all suppliers have their science based targets verified by the Science Based Target initiative (SBTi);

some have their targets assured through alternative frameworks such as Toitū. Some suppliers are

covered by SBTi targets set at the parent company level. Further, a change in emissions factor library

may lead to a change of suppliers in scope of this target in future.

25

Oceania

Annual Report 2025

Strategic Pillar: Our Growth

Sales performance and
market momentum

Oceania saw a strong rebound in unit sales in FY25, with 520

units sold – a 9% increase on the prior year. The uplift reflects the

success of targeted marketing, refreshed pricing strategies, and

renewed energy across the sales team. Progress also continued

on the sell down of unsold stock.

A clear value proposition

The renewed momentum comes despite broader softness in the

residential property market and demonstrates the strength of

Oceania’s integrated care and lifestyle proposition. Across multiple

open days, microsites, and resident information sessions, interest

from prospective residents remained high – particularly among

those exploring both lifestyle and care needs in one place.

Leadership driving engagement

Sales and marketing activity was led by Stephen Lester, who

joined Oceania as Chief Sales and Marketing Officer in November

2024. Stephen brings experience in customer engagement and

sales strategy, and works closely with Fiona Cameron, General

Manager Sales, who stepped into the role in July 2024.

Together, they’ve focused on lifting team capability and visibility

across Oceania’s villages – ensuring sales teams are better

connected to both prospective residents and the care teams

supporting them.

“The market is seeing and responding

to what we have to offer.”

Stephen Lester, Chief Sales and Marketing Officer

Unit Sales

New SalesResalesILUCare

0100200300400500600

Mar-23

Mar-24

Mar-25

184

157

128280

319

336

227

218

152256

258

293

“Our team at all sites are engaging positively with those looking

for a retirement experience that also offers an integrated care

proposition,” says Stephen.

“Oceania’s sales focus has stepped up and it is pleasing to see

some good results being delivered. The market is seeing and

responding to what we have to offer.”

Unit sales for FY25 included strong performance across both

new sales and resales, with increases in independent living units

and care suites. The results contribute to a longer term growth

trajectory, with 520 total units sold this year – a clear uplift

from FY24.

26

Oceania

Annual Report 2025

Strategic Pillar: Our Growth

This is Oceania.
Our leadership.

27

Oceania

Annual Report 2025

Liz Coutts has been a Director and Chair of Oceania since 5 November 2014.
Liz is also the Chair of EBOS Group Limited and 2degrees Group Limited

and a consultant to Fonterra Co-operative Group Limited. Liz is a Fellow of

Chartered Accountants Australia and New Zealand, a past President of the

Institute of Directors NZ Inc and was made an Officer of the New Zealand

Order of Merit (ONZM) in 2016.

Liz has previously been Chief Executive of Caxton Group, and Chair and,

or director of a number of public and private companies and entities over

the last 25 years including Skellerup Holdings Limited, Life Pharmacy

Limited, Industrial Research, Public Trust, Sanford, Ravensdown Fertiliser

Cooperative, the Health Funding Authority, Pharmac, Air New Zealand,

Sport and Recreation New Zealand. She has been a Commissioner of both

the Commerce Commission and Earthquake Commission and a member of

both the Financial Reporting Standards Board of the New Zealand Institute

of Chartered Accountants and the Monetary Policy Committee of the

Reserve Bank of New Zealand.

Liz is a member of all Board Committees.

Alan Isaac has been a Director of Oceania since 1 October 2015. Alan is a

professional director with extensive experience in accounting, finance and

governance. He is the past President of the Institute of Directors NZ Inc. and

is Chairman of New Zealand Community Trust and Basin Reserve Trust. He

is a former President of the International Cricket Council. Alan is a Director

of Scales Corporation Limited, Skellerup Holdings Limited, and Community

Gaming Alliance GP Limited. He is also a Trustee of Wellington Free

Ambulance and the Wellington Cricket Foundation. In April 2024 Alan was

appointed to the Special Division of the NZ Markets Disciplinary Tribunal.

Alan is a former national Chairman of KPMG, and was made a Companion

of the New Zealand Order of Merit (CNZM) in 2013. He is a Fellow of

Chartered Accountants Australia and New Zealand.

Alan is Chair of the Audit Committee, Chair of the Risk Committee and

is a member of the People and Culture Committee.

Dame Kerry Prendergast has been a Director of Oceania since

22 December 2016. Dame Kerry is a professional director. She was Mayor

of Wellington (2001-2010) and is currently the Chair of Wellington Free

Ambulance, Wellington Opera, Tourism Industry Association, Capital

Kiwi, Advisory Oversight Group (Wellington Region Water Service Delivery

Planning) and Royal New Zealand Ballet. Dame Kerry is also a trustee

of New Zealand Community Trust and the Wellington International Arts

Foundation. For 25 years Dame Kerry was an independent midwife after

training as a general nurse in 1970, and consequently gaining a Diploma

in Intensive Care. She was made a Companion of the New Zealand Order

of Merit (CNZM) in 2011 and was promoted to Dame Companion of the

New Zealand Order of Merit in January 2019 for services to governance

and the community.

Dame Kerry is Chair of the Clinical and Health & Safety Committee and

a member of the Risk Committee.

Elizabeth Coutts

Chair and Independent Director

ONZM, BMS, FCA

Alan Isaac

Independent Director

CNZM, BCA, FCA

Dame Kerry Prendergast

Independent Director

DNZM, CNZM, MBA (VUW), NZRN, NZM

Core Strengths

Climate

Markets & Customers

Building & Maintaining Relationships

Capital Structure & Management

Executive Leadership

Australian Experience Delivering Sustainable Growth

Property & Construction

28

Oceania

Annual Report 2025

Board of Directors

Strategic Leadership

Sally Evans has been a Director of Oceania since 23 March 2018. Sally has
over 30 years’ experience in the private, government and social enterprise

sectors in Australia, New Zealand, the United Kingdom and Hong Kong.

Sally is a Director of Healius Limited in Australia, and Allianz Australia

Life Insurance Limited and a member of the Advisory Council of the

Australian regulator, the Aged Care Quality and Safety Commission.

She has previously held Directorships on the boards of Ingenia Retirement

Communities, Opal Specialist Aged Care and Blue Cross Aged Care, was

an inaugural member of the Australian Federal Government’s Aged Care

Financing Authority and prior executive roles include Investment Manager,

Aged Care at AMP Capital.

Sally is Chair of the Sustainability Committee and a member of the

Clinical and Health and Safety Committee.

Sally Evans

Independent Director

BHSc, MSc, FAICD, GAIST

Rob has been a Director of Oceania since 17 September 2021. He is a

respected member of the capital markets and finance community in

New Zealand, with more than 30 years’ experience in senior executive roles.

Rob is currently a Director of Westpac New Zealand Limited, a Director of

Tourism Holdings Limited, a Director of Mercury NZ Limited and Chair of the

Auckland Grammar School Foundation Trust.

He was previously Chief Financial Officer at SkyCity Entertainment Group

Limited and a Managing Director and Head of Investment Banking at Jarden

(formerly First NZ Capital).

Rob was also previously a member of the Auckland Grammar School Board

of Trustees and a Board member on the New Zealand Olympic Committee.

Rob is Chair of the People and Culture Committee and is a member of the

Audit Committee and the Sustainability Committee.

Rob Hamilton

Independent Director

BSc, BCom

Greg Tomlinson has been a Director of Oceania since 23 March 2018.

Greg is a Christchurch domiciled businessman and investor with experience

in a variety of New Zealand industries. One of the original pioneers of the

aquaculture industry in Marlborough, he has also established construction

and aged care businesses.

Greg established Qualcare before it was sold into the Oceania Group in

early 2008 and he was a director of Oceania from 2008 until 2016. Greg

holds directorships on the boards of a number of New Zealand based

companies and is currently Chair of Heartland Group Holdings Limited

and Indevin Group Limited.

Greg is Chair of the Development Committee.

Gregory Tomlinson

Independent Director

AME

Core Strengths

Climate

Markets & Customers

Building & Maintaining Relationships

Capital Structure & Management

Executive Leadership

Australian Experience Delivering Sustainable Growth

Property & Construction

29

Oceania

Annual Report 2025

Board of Directors

Strategic Leadership cont.

Core Strengths Climate
Markets & Customers

Building & Maintaining Relationships

6 /6

Climate

• Undertaken climate response training and understand climate risks.

6 /6Customer Advocacy

• Experience and understanding of sales, marketing and brand strategy

and practices.

6 /6

Aged Care, Hospitality,

Customer Service Market Experience

• Experience and understanding (either at Board, leadership or senior consulting

level) of the dynamics of the international and/or domestic aged care,

hospitality and customer services markets, and opportunities and challenges

within those markets.

4 /6Clinical Experience

• Experience and understanding of the clinical requirements of the healthcare

sector at a governance, leadership and/ or practitioner level.

6 /6

Government Relationships

• An understanding of the functioning of Government and experience

developing and maintaining a constructive relationship and interactions

with Government and regulators.

6 /6

Shareholder/Investment

Community Relationships

• Experience in and understanding of shareholder and investment

community concerns and developing constructive relationships.

30

Oceania

Annual Report 2025

Board of Directors

Our Board Skill Set

6 /6

Governance

• Commitment to the highest standard of governance.

• Board experience (NZX 50 or equivalent) or experience as an advisor to Boards

for at least 5 years.

• An ability to assess effectiveness of senior management.

4 /6Finance and accounting

• Senior executive or board experience in financial accounting and reporting,

corporate finance and internal controls.

• Understanding of business and property valuation principles and their

implications on the financial performance and position.

6 /6Risk management

• Developing and overseeing an appropriate risk framework and culture.

• Experience evaluating and managing financial and non-financial risks.

5 /6Capital markets and structure

• Experience with equity and debt markets, capital structuring and

investment analysis.

6 /6Regulatory knowledge and experience

• An understanding of the regulatory environment in which we operate and

the role that plays in ensuring sustainable custodianship of our assets and

providing benefit to our customers.

6 /6Human resources

• Familiarity with people and best practice development and performance structures.

6 /6Health and safety

• Experience and understanding of health and safety and wellbeing requirements.

Executive Leadership
Australian Experience

Delivering Sustainable Growth

Property & Construction

2 /6

Property &

Construction

• Experience as an investor, leader or adviser in the property

development market.

• Experience as an investor, leader or adviser in the construction industry.

6 /6

Executive Leadership

• Experience in a senior executive leadership position in a large organisation.

4 /6Australian Experience

• Experience and understanding (either at Board, leadership or senior consulting

level) of business in Australia.

5 /6Capital Structure & Management

• Experience with a range of capital structures and management of capital

within an organisation.

Capital Structure & Management

31

Oceania

Annual Report 2025

Board of Directors

6 /6

Growth

• A track record of developing and implementing a successful and sustainable

strategy of growth in business.

6 /6Strategy

• Ability to think strategically and assess strategic options and business plans.

6 /6Operational Leverage

• Experience in leading or advising organisational change and creating value for

the benefit of customers and shareholders.

6 /6

Business Model & Technological Disruption

• Understanding of differing business models and the potential for disruptive

models and practices to impact customers and the supply chain

• Understanding of the opportunity and risks provided by

technology development.

Our Board Skill Set cont.

Financial Metrics
$NZm

March 2025

12 Months

March 2024

12 Months

March 2023

12 Months

Underlying Net Profit after Tax

1

52.562.158.6

Underlying EBITDA

1

86.082.680.0

Profit for the Year 30.431.515.4

Total Comprehensive Income74.670.534.5

Total Assets 2,940.72,782.32,544.9

Operating Cash Flow

2

110.3103.478.8

Operating Metrics

March 2025

12 Months

March 2024

12 Months

March 2023

12 Months

Units2,0031,9151,820

Care Suites1,0901,071984

Care Beds1,0681,3961,651

Total4,1614,3824,455

New Sales184 157128

Resales336319280

Total520476408

Occupancy 92.3%91.1%90.4%

Occupancy (excluding development sites)94.5%92.6%92.0%

Three year summary

FOR THE YEAR ENDED 31 MARCH 2025

1 This is a non-GAAP measure, refer to note 2.1 in the consolidated financial statements for further details.

2 Restated in prior periods, this restatement increases Operating Cashflow from $85.4m in March 2024 and $70.2m in March 2023. Refer to note 1.2 for details.

32

Oceania

Annual Report 2025

Consolidated
financial statements.

34

Consolidated Statement of Comprehensive Income

34

Consolidated Balance Sheet

35

Consolidated Statement of Changes in Equity

35

Consolidated Cash Flow Statement

36

Notes to the Consolidated Financial Statements

33

Oceania

Annual Report 2025

$NZ000’sNotesMarch 25March 24
Revenue2.2260,572265,463

Change in fair value of investment property

3.190,17060,779

Other income

2.34,9389,165

1

Total income355,680335,407

Employee benefits and other staff costs

2.4178,370 178,786

Depreciation (buildings and care suites)

2.4, 3.2, 3.514,40212,794

Depreciation and amortisation (chattels, leasehold improvements and software)

2.4, 3.2,

3.5,5.2

7,7466,192

Impairment of property, plant and equipment and right of use asset

2.4, 3.226,0119,269

Impairment of held for sale assets

3.3145,088

Impairment of goodwill

2.4, 5.2198555

Finance costs

2.420,83316,417

Other expenses

2.482,25277,913

Total expenses329,826307,014

Profit before income tax25,85428,393

Income tax benefit

5.14,5613,081

Profit for the year30,41531,474

Other comprehensive income

Items that will not be subsequently reclassified to profit or loss

Gain on revaluation of property, plant and equipment for the year, net of tax

3.2, 5.145,79441,175

Items that may be subsequently reclassified to profit or loss

Loss on cash flow hedges, net of tax(1,645)(2,154)

Other comprehensive income for the year, net of tax44,14939,021

Total comprehensive income for the year attributable to shareholders

of the parent74,56470,495

Basic earnings per share (cents per share)

4.24.24.4

Diluted earnings per share (cents per share)

4.24.24.3

Consolidated Statement of Comprehensive Income

FOR THE YEAR ENDED 31 MARCH 2025

Consolidated Balance Sheet

AS AT 31 MARCH 2025

The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

The Board of Directors of the Company authorised these consolidated financial statements for issue on 22 May 2025.

For and on behalf of the Board

Elizabeth Coutts Alan Isaac

Chair Director

$NZ000’sNotesMarch 25March 24

Assets

Cash and cash equivalents 7,589 7,485

Trade and other receivables

5.3117,791124,864

Derivative financial instruments

5.6 735 3,030

Assets held for sale

3.3- 44,259

Investment property

3.1 1,972,033 1,815,387

Property, plant and equipment

3.2 828,486 770,877

Right of use assets

3.5 9,341 10,783

Intangible assets

5.2 4,713 5,663

Total assets2,940,6882,782,348

Liabilities

Trade and other payables

5.436,44552,057

Deferred management fee

3.4 57,279 47,337

Refundable occupation right agreements

3.4 1,106,813997,190

Refundable occupation right agreements held for sale

3.4 - 7,585

Lease liabilities

3.5 10,558 11,205

Borrowings

4.4627,748640,518

Deferred tax liabilities

5.1--

Total liabilities1,838,8431,755,892

Net assets1,101,8451,026,456

Equity

Contributed equity

4.1715,960715,960

Retained earnings / (deficit)6,999(34,264)

Reserves378,886344,760

Total equity1,101,8451,026,456

1. Other income in the prior period includes $2.7m in relation to proceeds from insurance. Refer to note 1.3 (iii)

34

Oceania

Annual Report 2025

Consolidated Statement of Changes in Equity
FOR THE YEAR ENDED 31 MARCH 2025

Consolidated Cash Flow Statement

FOR THE YEAR ENDED 31 MARCH 2025

$NZ000’sNotes

Contributed

equity

Retained

deficit

Asset

revaluation

reserve

Cash flow

hedge

reserveTotal equity

Balance as at 31 March 2023 713,374 (68,496) 313,029 4,353 962,260

Profit for the year-31,474--31,474

Other comprehensive income

Revaluation of cash flow hedge net of tax---(2,154)(2,154)

Revaluation of assets net of tax

3.2, 5.1--41,175-41,175

Transfer of assets net of tax-11,643(11,643)--

Total comprehensive income-43,11729,532(2,154) 70,495

Transactions with owners

Dividends paid

4.1-(9,348)--(9,348)

Share issue: dividend reinvestment scheme

4.12,586---2,586

Employee share scheme

4.1-463--463

Total transactions with owners2,586(8,885)--(6,299)

Balance as at 31 March 2024715,960 (34,264)342,561 2,1991,026,456

Profit for the year-30,415--30,415

Other comprehensive income

Revaluation of cash flow hedge net of tax---(1,645)(1,645)

Revaluation of assets net of tax

3.2, 5.1--45,794-45,794

Transfer of assets net of tax-10,023(10,023)--

Total comprehensive income-40,43835,771(1,645)74,564

Transactions with owners

Employee share scheme

4.1-825--825

Total transactions with owners-825--825

Balance as at 31 March 2025715,9606,999378,3325541,101,845

$NZ000’sNotesMarch 25

March 24

Restated

Cash flows from operating activities

Receipts from residents for village and care fees201,013 207,911

Payments to suppliers and employees(266,145) (241,638)

Receipts from new occupation right agreements294,494 226,313

Payments for outgoing occupation right agreements(106,556) (78,780)

Net goods and services tax paid(1,867) (3,654)

Receipts from insurance proceeds

1.3(iv)4,684 8,670

Interest received3,110 4,543

Interest paid on general borrowings(17,675) (19,570)

Interest paid in relation to right of use assets(781) (443)

Net cash inflow from operating activities110,277103,352

Cash flows from investing activities

Payments for property, plant and equipment and intangible assets(39,803) (52,016)

Payments for investment property and investment property under development(73,747) (128,381)

Proceeds from sale of assets32,103 20,316

Interest paid in relation to development borrowings

1

(18,428)(17,978)

Payments for assets held for sale(435) (1,168)

Net cash outflow from investing activities(100,310)(179,227)

Cash flows from financing activities

Proceeds from borrowings102,091 138,674

Repayment of borrowings(110,412) (53,925)

Principal payments for lease liabilities(1,542) (2,065)

Dividends paid- (6,763)

Net cash (outflow) / inflow from financing activities(9,863)75,921

Net increase in cash and cash equivalents10446

Cash and cash equivalents at the beginning of the year7,4857,439

Cash and cash equivalents at end of year7,5897,485

1 Restated in prior periods. Refer to note 1.2 (ii).

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes. The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.

35

Oceania

Annual Report 2025

Consolidated Cash Flow Statement
FOR THE YEAR ENDED 31 MARCH 2025

$NZ000’sNotesMarch 25

March 24

Restated

Reconciliation of profit after income tax to net cash inflow from

operating activities

Profit for the year30,41531,474

Non cash items included in profit for the year

Deferred management fees accrued but not settled

2.2(63,557) (56,595)

Depreciation (buildings and care suites)

2.414,402 12,794

Depreciation and amortisation (chattels, leasehold improvements and software)

2.47,746 6,192

Impairment of goodwill

2.4198 555

Net loss on disposal of property, plant and equipment1,112 670

Fair value adjustment to investment property

3.1(90,170) (60,779)

Impairment of property, plant and equipment

3.226,011 9,269

Fair value adjustment to held for sale assets

3.314 5,088

Loss allowance for trade and other receivables

2.4168 71

Interest accrued but not paid6,825 (4,588)

Fair value movement on residents’ share of resale gains

2.4424 715

Fair value movement on cash flow hedges

5.6- 4

Gain on loan modification

4.4(5,425)-

Deferred tax benefit

5.1(4,561) (3,081)

Employee share scheme

4.3825 463

Other non cash items 974 1,001

(105,014)(88,221)

Cash items excluded from profit for the year

Receipts from new occupation right agreements294,494 226,313

Payments for outgoing occupation right agreements(106,556) (78,780)

187,938 147,533

Increase in operating assets and liabilities

Increase in trade and other receivables6,856 3,089

(Decrease) / increase in trade and other payables

1

(9,918)9,478

Net cash inflow from operating activities110,277103,353

The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.

1.General information37

1.1Basis of Preparation37

1.2Accounting Policies38

1.3Significant Events and Transactions38

1 .4Market Capitalisation39

2.Operating Performance39

2.1Operating Segments39

2.2Revenue44

2.3Other Income45

2 .4Expenses46

3.Property Assets47

3.1Village Assets: Investment Property48

3.2Care Assets: Property, Plant and Equipment51

3.3Held for Sale55

3.4Refundable Occupation Right Agreements55

3.5Leases57

4.Shareholder Equity and Funding58

4.1Shareholder Equity and Reserves58

4.2Earnings per Share60

4.3Employee Share Based Payments60

4.4Borrowings60

5.Other Disclosures62

5.1Income Tax62

5.2Intangible Assets64

5.3Trade and Other Receivables65

5.4Trade and Other Payables66

5.5Related Party Transactions67

5.6Financial Risk Management67

5.7Contingencies and Commitments70

5.8Events After Balance Date70

Independent Auditor's Report71

Notes to the Consolidated

Financial Statements

FOR THE YEAR ENDED 31 MARCH 2025

1 Restated in prior periods. Refer to note 1.2 (ii).

36

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

General Information

1.1 Basis of Preparation

(i) Entities Reporting

The consolidated financial statements of the Group are for the economic entity comprising

Oceania Healthcare Limited (the “Company”) and its subsidiaries (together “the Group”). Refer to

note 5.5 for details of the Group structure.

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of

Oceania Healthcare Limited as at 31 March 2025 and the results of all subsidiaries for the year

then ended.

The Group owns and operates various care centres and retirement villages throughout

New Zealand. The Group's registered office is Level 26, HSBC Tower, 188 Quay Street, Auckland,

1010, New Zealand.

(ii) Statutory Base

Oceania Healthcare Limited is a limited liability company which is domiciled and incorporated

in New Zealand. It is registered under the Companies Act 1993 and is a FMC Reporting Entity in

terms of Part 7 of the Financial Markets Conduct Act 2013. The Company is also listed on the NZX

Main Board (“NZX”) and the Australian Securities Exchange (“ASX”) as a foreign exempt listing. The

consolidated financial statements have been prepared in accordance with the requirements of the

NZX and ASX listing rules, and Part 7 of the Financial Markets Conduct Act 2013.

The consolidated 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”), International Financial Reporting

Standards (“IFRS”) and other applicable New Zealand Financial Reporting Standards, as

appropriate for for-profit entities. The Group is a Tier 1 for-profit entity in accordance with XRB A1.

The consolidated financial statements have been prepared in accordance with the going concern

basis of accounting, which assumes that the Group will be able to realise its assets and discharge

its liabilities in the normal course of business as they come due into the foreseeable future.

The Consolidated Balance Sheet has been prepared using a liquidity format.

(iii) Measurement Basis

These consolidated financial statements have been prepared under the historical cost convention,

as modified by the revaluation of certain assets and liabilities, including investment properties,

certain classes of property, plant and equipment and derivatives.

(iv) Key Estimates and Judgements

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

the use of certain critical accounting estimates. It also requires management to exercise their

judgement in the process of applying the Group’s accounting policies.

The Group makes estimates and assumptions concerning the future. The resulting accounting

estimates will, by definition, seldom equal the related actual results. Estimates and judgements

are continually evaluated and are based on historical experience and other factors, including

expectations of future events that are believed to be reasonable under the circumstances.

The areas involving a higher degree of judgement or complexity, or areas where assumptions

and estimates are significant to the consolidated financial statements are disclosed in the

following notes:

• Classification of accommodation with a care or service offering (note 3)

• Fair value of investment property and investment property under development (note 3.1)

• Fair value of freehold land and buildings (note 3.2)

• Classification and fair value of held for sale facilities (note 3.3)

• Revenue recognition of deferred management fees (note 3.4)

• Recognition of deferred tax (note 5.1)

37

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

1.2 Accounting Policies

(i) New Accounting Standards

No changes to accounting policies have been made during the year and the Group has not

early adopted any standards, amendments or interpretations to existing standards that are not

yet effective.

In May 2024 the External Reporting Board issued NZ IFRS 18: Presentation and Disclosure in

Financial Statements ('NZ IFRS 18'), effective for reporting periods commencing on or after 1

January 2027. This accounting standard is expected to change the presentation of the Group's

Statement of Comprehensive Income and may introduce additional note disclosures. NZ IFRS 18

does not impact the financial position, financial performance or cash flows of the Group. Other

standards, amendments and interpretations which are not yet effective are not expected to have a

material impact on the Group.

(ii) Treatment of Interest Paid in Consolidated Cash Flow Statement

The Group has amended its accounting policy regarding the presentation of interest paid in the

Consolidated Cash Flow Statement in the current year to better align with underlying drivers of

debt. Previously, all interest paid has been presented in cash flows from operating activities.

Interest paid in relation to funds drawn for use in the development of investment property or

property, plant and equipment is now presented in cash flows from investing activities.

The change in presentation of the capitalised interest cash outflows from operating activities

to investing activities provides more relevant, and reliable information as this aligns with other

retirement village operators’ financial statements in the retirement village sector.

The 31 March 2024 comparative numbers have been restated to reflect these changes in the

Consolidated Cash Flow Statement. The impact of these changes to the 31 March 2024 position

is as follows:

• Net cash inflow from operating activities has increased by $18.0m from $85.4m to $103.4m.

• Net cash outflows from investing activities have increased by $18.0m from $161.2m to $179.2m.

The impact on the 31 March 2025 position is as follows:

• Net cash inflow from operating activities has increased by $18.4m from $91.9m to $110.3m.

• Net cash outflows from investing activities have increased by $18.4m from $81.9m to $100.3m.

(iii) Measurement of Fair Value

The Group classifies its fair value measurement using the fair value hierarchy that reflects the

significance of the inputs used in making the measurements. The fair value hierarchy has the

following levels.

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

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or

liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: Inputs for the asset or liability that are not based on observable market data

(unobservable inputs).

The carrying amount of all financial assets and liabilities is considered to approximate their

fair value.

1.3 Significant Events and Transactions

(i) Disposal of leasehold interest

On 31 August 2023, in the comparative period, the Group exited the Wesley Care Centre, Mt Eden,

Auckland. The site was leased from the owner Airedale Property Trust and the lease was not

extended beyond the expiry date.

(ii) Disposal of held for sale and Investment Property sites

During the year ended 31 March 2025 a total of six sites were divested for proceeds totalling

$33.8m. The sites divested were Takanini (Auckland), Holmwood (Christchurch), Middlepark

(Christchurch), Victoria Place (Tokoroa), Totara Park (Warkworth) and Otumarama (Nelson).

The aggregate loss on sale of these sites is $0.9m and has been recognised in the Consolidated

Statement of Comprehensive Income. (March 2024: three sites, total sales proceeds $19.9m).

While the Group continues to operate a divestment programme there are no sites which meet the

accounting definition of held for sale as at 31 March 2025. Refer note 3.

38

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

1.3 Significant Events and Transactions (continued)

(iii) Weather Events: Auckland Floods and Cyclone Gabrielle

A number of significant weather events occurred in New Zealand during January and February

2023. The Group owns and operates a number of sites in the Auckland and Hawkes Bay regions

which were impacted by these events. Agreement was reached with insurers during May 2024 in

relation to the Auckland Floods and Cyclone Gabrielle. Refer to Notes 3.1 and 3.2 for impact on fair

value in the prior period, no impact in the current period.

1.4 Market Capitalisation

At balance date, the market capitalisation of the Group (being the 31 March 2025 closing share

price, as quoted on the NZX Main Board, multiplied by the number of shares on issue) was

below the carrying amount of the Group’s net assets and shareholders’ funds. In considering the

difference, the Group notes that over 90% of total assets at 31 March 2025 are property assets

carried at fair value as assessed by CBRE Limited. Colliers Limited were also engaged to perform

a review of the CBRE Limited valuation of certain sites in the portfolio comprising 43% of the total

value of property assets. This review supported the CBRE Limited valuation.

2. Operating Performance

2.1 Operating Segments

The Group's chief operating decision maker is the Board of Directors.

The operating segments have been determined based on the information reviewed by the Board

of Directors for the purposes of allocating resources and assessing performance. The assets

and liabilities of the Group are reported to the chief operating decision maker in total not by

operating segment.

The Group operates in New Zealand and comprises three segments; care operations, village

operations and other.

Information regarding the operations of each reportable segment is included below. Amongst other

criteria, performance is measured based on segmental underlying earnings before interest, tax,

depreciation and amortisation (“EBITDA”), which is the most relevant measure in evaluating the

performance of segments relative to other entities that operate within the aged care and retirement

village industries.

Additional segmental reporting information

Capital expenditure: Refer to note 3 for details on capital expenditure.

Goodwill: Goodwill is allocated to care cash generating units.

What is Total Comprehensive Income?

Total comprehensive income is a measure of the total performance of all segments under

NZ GAAP. It includes fair value movements relating to the Group’s care centres and cash

flow hedges.

39

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

2.1 Operating Segments (continued)

CareVillageOther

ProductIncludes traditional care beds and

care suites.

Includes independent living and

rental properties.

N/A

ServicesThe provision of accommodation,

care and related services to

Oceania’s aged care residents.

Includes the provision of services

such as meals and care packages

to independent living residents.

The provision of accommodation

and related services to

independent residents in the

Group’s retirement villages.

Provision of support services to

the Group.

In addition this segment

includes the provision of training

by the Wesley Institute of

Nursing Education.

1

Recognition

of Operating

Revenue and

Expenses

The Group derives Operating

Revenue from the provision of care

and accommodation.

In relation to the provision of

superior accommodation above

the Government specification

the Group derives revenue

from Premium Accommodation

Charges (“PACs”) or, in the case

of care suites, through Deferred

Management Fees (“DMF”).

Operating Expenses primarily

include staff costs, resident

welfare expenses and overheads.

The Group derives Operating

Revenue from weekly service fees

and rental income. Operating

Revenue also includes DMF

accrued over the expected

occupancy period for the relevant

accommodation.

Operating Expenses include

village property maintenance,

sales and marketing, and

administration related expenses.

Includes corporate office and

corporate expenses.

Finance costs relate to the cost of

bank debt.

Income and expenditure relating

to the Wesley Institute of Nursing

Education is recognised in

this segment.

1

Recognition

of Fair Value

movements

on New

Developments

Fair value increases or decreases

are recognised in other

comprehensive income (i.e. not

in profit or loss) for the fair value

movement above historical cost.

Impairments below historical cost

are recognised in comprehensive

income (i.e. profit or loss).

Fair value movements are

recognised in comprehensive

income (i.e. profit or loss).

N/A

CareVillageOther

Recognition

of Fair Value

movements on

Existing Care

Centres and

Retirement

Villages

Fair value movements are treated

the same as above.

When sites are decommissioned

for development this results in

an impairment of the buildings

and chattels which is recognised

in comprehensive income

(i.e. profit or loss).

Fair value movements are

recognised in comprehensive

income (i.e. profit or loss).

N/A

Recognition in

Underlying Profit

(refer note 2.1

overleaf)

Fair value movements are

removed.

Fair value movements are

removed. Realised gains on

resales and the development

margins from the sale of

independent living units and care

suites are included, reflective

of the ownership structure of

the assets.

No material adjustments.

Asset

Categorisation

Assets used, or, in the case of

developments, to be used, in the

provision of care are recognised

as property, plant and equipment.

Assets used, or, in the case of

developments, to be used, for

village operations are recognised

as investment property.

Corporate office assets are

recognised as property, plant

and equipment. Assets include

intangibles (e.g. software).

1 With changes to the certification pathways for overseas nurses recently introduced, a decision was made during the year ended 31 March 2025 to close the

Wesley Institute of Nursing Education. The final course concluded in April 2025

40

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

2.1 Operating Segments (continued)

March 2025

$NZ000’s

Care

Operations

Village

OperationsOther

1

Total

Revenue 200,288 52,413 7,871 260,572

Change in fair value of investment property - 90,170 - 90,170

Other income 832996- 1,828

Total income201,120143,5797,871352,570

Operating expenses(180,680)(41,200)(38,742)(260,622)

Impairment of goodwill (198) - - (198)

Impairment of property, plant and equipment (26,011) - - (26,011)

Impairment of held for sale assets - (14) - (14)

Segment EBITDA(5,769)102,365(30,871)65,725

Interest income-3922,7183,110

Finance costs--(20,833)(20,833)

Depreciation (buildings and care suites)(13,452)-(950)(14,402)

Depreciation and amortisation (chattels, leasehold

improvements and software)(5,822)-(1,924)(7,746)

(Loss) / Profit before income tax(25,043)102,757(51,860)25,854

Income tax (expense) / benefit4,671(5,389)5,2794,561

(Loss) / Profit for the year attributable to shareholders(20,372)97,368(46,581)30,415

Other comprehensive income

Gain on revaluation of property, plant and equipment for the

year, net of tax45,794 - - 45,794

Loss on cash flow hedges, net of tax - - (1,645)(1,645)

Total comprehensive income / (loss) for the year attributable

to shareholders of the parent25,42297,368(48,226)74,564

March 2024

$NZ000’s

Care

Operations

Village

OperationsOther

2

Total

Revenue 206,34649,9509,167265,463

Change in fair value of investment property-60,779-60,779

Change in fair value of Held for sale assets----

Other income1,8102,6112014,622

Total income208,156113,3409,368330,864

Operating expenses(186,288)(37,027)(33,384)(256,699)

Impairment of goodwill(555)--(555)

Impairment of property, plant and equipment(9,269)--(9,269)

Impairment of right of use investment property-(5,088)-(5,088)

Segment EBITDA12,04471,225(24,016)59,253

Interest income-724,4714,543

Finance costs--(16,417)(16,417)

Depreciation (buildings and care suites)(12,794)--(12,794)

Depreciation and amortisation (chattels, leasehold

improvements and software)(4,745)-(1,447)(6,192)

(Loss) / Profit before income tax(5,495)71,297(37,409)28,393

Income tax (expense) / benefit(17,069)1,81318,3373,081

(Loss) / Profit for the year attributable to shareholders(22,564)73,110(19,072)31,474

Other comprehensive income

Gain on revaluation of property, plant and equipment for the

year, net of tax 41,175 - - 41,175

Gain on cash flow hedges, net of tax - - (2,154) (2,154)

Total comprehensive income /(loss) for the year attributable

to shareholders of the parent 18,611 73,110 (21,226) 70,495

1 Includes revenue of $7.9m, operating expenses of $3.2m and EBITDA of $4.7m in relation to Wesley Institute of Nursing Education.2 Includes revenue of $9.2m, operating expenses of $2.3m and EBITDA of $6.8m in relation to Wesley Institute of Nursing Education.

41

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

2.1 Operating Segments (continued)

Underlying net profit after tax (“Underlying Profit”)

Underlying Profit and Underlying EBITDA are non-GAAP measures of financial performance and

considered in the determination of dividends. The calculation of Underlying Profit and Underlying

EBITDA requires a number of estimates to be approved by the Directors in their preparation. Both

the methodology and the estimates may differ among companies in the retirement village sector.

Underlying Profit and Underlying EBITDA do not represent cash flow generated during the year.

The Group calculates Underlying Profit and Underlying EBITDA by making the following

adjustments to reported Net Profit after Tax:

Total comprehensive income / (loss) for the year

attributable to shareholders of the parent

RemoveFair value adjustments for investment property assets, property, plant and equipment, held for

sale assets and financial instruments.

Add backImpairment of goodwill

Add back / removeLoss / gain on sale, decommissioning or purchase of assets and business assets including

associated costs

Add backDepreciation (care suites)

RemoveInsurance income recognised in relation to material damage due to adverse weather events

Add backDirectors’ estimate of realised gains on the resale of units and care suites sold under an ORA

Add backDirectors’ estimate of realised development margin on the first sale of new ORA units or care

suites following the development of an ORA unit or care suite, conversion of an existing care bed

to a care suite or conversion of a rental unit to an ORA unit

Add backDeferred taxation component of taxation expense so that only the current tax expense

is reflected

=Underlying Profit

RemoveInterest income

Add backFinance costs (including lease interest under NZ IFRS 16 Leases but excluding hedge

ineffectiveness)

Add backDepreciation and amortisation (including right of use and other property, plant and equipment)

Add backCurrent tax expense

=Underlying EBITDA

Resale gain – Underlying Profit

The Directors’ estimate of realised gains on resales of ORA units and care suites (i.e. the difference

between the incoming resident’s ORA licence payment and the ORA licence payment previously

received from the outgoing resident) is calculated as the net cash flow received, and receivable

at the point that the ORA contract becomes unconditional and has either “cooled off” (the

contractual period in which the resident can cancel the contract) or where the resident is in

occupation at balance date.

Development margin – Underlying Profit

The Directors’ estimate of realised development margin is calculated as the ORA licence payment

received, and receivable, in relation to the first sale of new ORA units and care suites, at the point

that the ORA contract becomes unconditional and has either “cooled off” or where the resident

is in occupation at balance date, less the development costs associated with developing the ORA

units and care suites. Where the development has been acquired in a business combination the

development costs are equal to the purchase price.

The Directors’ estimate of realised development margin for conversions is calculated based on the

difference between the ORA licence payment received, and receivable, in relation to sales of newly

converted ORA units and care suites, at the point that the ORA contract becomes unconditional

and has either “cooled off” or where the resident is in occupation at balance date, and the

associated conversion costs.

42

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

2.1 Operating Segments (continued)

The table below describes the composition of development and conversion costs.

IncludedNew builds:

• the construction costs directly attributable to the relevant project, including any required

infrastructure (e.g. roads) and amenities related to the units (e.g. landscaping) as well as any

demolition and site preparation costs associated with the project. The costs are apportioned

between the ORA units and care suites, in aggregate, using estimates provided by the project

quantity surveyor. The construction costs for the individual ORA units or care suites sold are

determined on a prorated basis using gross floor areas of the ORA units and care suites;

• an apportionment of land value based on the gross floor area of the ORA units and care suites

developed. The value for Brownfield

1

development land is the estimated fair value of land at the time

a change of use occurred

2

(from operating as a care centre or retirement village to a development

site), as assessed by an external independent valuer. Greenfield

3

development land is valued at

historical cost; and

• capitalised interest costs to the date of project completion apportioned using the gross floor area of

ORA units and care suites developed.

Conversions:

• of care beds to care suites - the actual refurbishment costs incurred; and

• of rental units to ORA units - the actual refurbishment costs incurred and the fair value of the rental

unit prior to conversion.

Excluded• Construction, land (apportioned on a gross floor area basis) and interest costs associated with

common areas and amenities or any operational or administrative areas.

March 2025

$NZ000’s

Care

Operations

Village

OperationsOtherTotal

Total comprehensive income / (loss) for the year

attributable to shareholders of the parent25,44297,368(48,226)74,564

Adjusted for Underlying Profit items

Less: Fair value adjustments for investment property assets,

property, plant and equipment, held for sale assets and

cashflow hedges (19,783)(90,156)1,645(108,294)

Add: Impairment of goodwill198--198

Add: Loss on sale of business assets including

associated costs -856-856

Add: Depreciation (care suites)11,831--11,831

Less: Fair value of loan modification--(5,425)(5,425)

Add: Change in estimate of impairment in relation to

weather event-181-181

Add: Realised resale gain-34,843-34,843

Add: Realised development margin-48,343-48,343

Underlying net profit before tax17,66891,435(52,006)57,097

Less: Deferred tax (benefit) / expense (4,671)5,389(5,279)(4,561)

Underlying net profit after tax12,99796,824(57,285)52,536

Less: Interest income-(392)(2,718)(3,110)

Add: Finance costs (excluding fair value of loan modification) --26,25826,258

Add: Depreciation (buildings)1,621-9502,571

Add: Depreciation and amortisation (chattels, leasehold

improvements and software)5,822-1,9247,746

Underlying EBITDA20,44096,432(30,871)86,001


1 Brownfield land refers to land previously utilised by, or part of, an operational aged care centre or retirement village.

2 The timing of a change of use is a Directors’ estimate. It is based on a range of factors including evidence of steps taken to secure a resource consent and/

or building consent for a particular development or stage of a development and the decommissioning of existing operations (either through the buy-back of

existing village ORA units or decommissioning of an existing care centre). Note the cost of buybacks is not included in the development cost as an independent

fair value of the land on an unencumbered basis is used as the value ascribed to the development land.

3 Greenfield land refers to land not previously utilised by, or as part of, an operational aged care centre or retirement village. Greenfield land is typically bare

(undeveloped) land at the time of purchase.

43

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

2.1 Operating Segments (continued)

March 2024

$NZ000’s

Care

Operations

Village

OperationsOtherTotal

Total comprehensive income / (loss) for the year attributable

to shareholders of the parent18,61173,110(21,226)70,495

Adjusted for Underlying Profit items

Less: Fair value adjustments for investment property assets,

property, plant and equipment, held for sale assets and

cashflow hedges

1

(31,906)(55,692)2,154(85,444)

Add: Impairment of goodwill555--555

Add: Loss on sale of business assets including associated costs-678-678

Add: Depreciation (care suites)10,344--10,344

Less: Gain on purchase of business assets including

associated costs-252-252

Add: Change in estimate of impairment in relation to weather

event-419-419

Add: Realised resale gain-32,472-32,472

Add: Realised development margin-35,401-35,401

Underlying net profit before tax(2,396)86,640 (19,072)65,172

Less: Deferred tax expense / (benefit) 17,069(1,813)(18,337)(3,081)

Underlying net profit after tax14,67384,827(37,409)62,091

Less: Interest income-(72)(4,471)(4,543)

Add: Finance costs --16,41716,417

Add: Depreciation (buildings)2,450--2,450

Add: Depreciation and amortisation (chattels, leasehold

improvements and software)4,745-1,4476,192

Underlying EBITDA

2

21,86884,755(24,016)82,607

2.2 Revenue

How we earn revenue

CareVillageOther

Daily care fees for long term and short

term rest home, hospital and dementia

residents

Deferred management fees –

independent living

Training income

Premium accommodation chargesVillage service fees – independent livingInterest income

Deferred management fees – care suitesRental income – residents without a long

term occupation right agreement

Accounting Policy

Revenue is recognised in accordance with NZ IFRS 15 Revenue from Contracts with Customers

(“NZ IFRS 15”). Deferred management fees and rental income are considered leases under NZ IFRS

16 Leases (“NZ IFRS 16”), and are therefore excluded from the scope of NZ IFRS 15. None of the

Group’s revenue, as defined by NZ IFRS 15, contains significant financing components.

Rest Home and Hospital Service Fees

A contract is in place with all care residents by means of an admission agreement. The resident

receives the benefit as the care is administered and each resident incurs a contracted daily

care fee. Rest home and hospital service fees are recognised at the point in time the services are

rendered which is specifically linked to the day the service is delivered. Where applicable these are

recognised net of any associated rebates to residents.

Aged care subsidies received from the Ministry of Health, included in rest home, hospital and

dementia fee revenue within the care segment, for the year ended March 2025 amounted to

$107.4m (March 2024: $113.9m).

Premium Accommodation Charges

Premium accommodation charges are payable by residents who occupy a premium room above

the level specified by the Government. The charge is included in their admission agreement and the

charge is recognised when the accommodation is provided.

1 Includes adjustment for material damage insurance in relation to affected properties.

2 Included in Village Operations remains an amount of $2.0m in relation to other insurance income. This insurance income relates to compensation for business

interruption costs and lost gross profits incurred prior to 31 March 2024.

44

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

2.2 Revenue (continued)

Deferred Management Fees

Deferred management fees are considered leases and are payable by residents of the Group's

units, apartments and care suites under the terms of their ORA or unit title rights. Refer to note 3.4.

Management fees are typically payable on termination of the ORA up to a maximum percentage

of a resident's occupation licence, or unit title rights, deposit for the right to share in the use and

enjoyment of common facilities.

The timing of the recognition of deferred management fees is a critical accounting estimate

and judgement. The deferred management fee is recognised on a straight line basis over the

average expected occupancy. The expected periods of occupancy are based on historical Group

averages, for the relevant accommodation they are estimated to be 7 years for units and premium

apartments, 5 years for apartments and 3 years for care suites from the date of occupation.

Estimates of deferred management fee tenure are reviewed periodically. Where a change is made,

it is the Group’s policy to recognise the aggregate impact of this change in the period in which the

change in estimate occurs.

Village Service Fees

Village service fees are charged to residents to recover a portion of village operating costs

associated with services provided including staff wages, rates, and electricity. An ORA is in place

with all village residents who receive the benefit of services throughout their stay. Village service

fees are recognised over time as services are rendered.

Training Income

Training income is received from students attending short term training courses at the Wesley

Institute of Nursing Education. Income is recognised when the course is provided. With changes to

the certification pathways for overseas nurses recently introduced, a decision was made during

the year ended 31 March 2025 to close the Wesley Institute of Nursing Education. The final course

concluded in April 2025.

Rental Income

Rental agreements are in place with all rental residents and set out the relevant weekly and

monthly rental fees. The resident receives the benefit throughout their stay and revenue is

recognised as it is earned.

$NZ000’sMarch 25March 24

Rest home, hospital, dementia fees 174,557183,806

Premium accommodation charge7,5246,370

Deferred management fees – independent living39,47738,639

Deferred management fees – care suites17,86116,187

Village service fees10,8429,741

Training income7,9109,155

Rental income525493

Other services provided to residents1,8761,072

260,572265,463

2.3 Other Income

Interest Income

Interest income is recognised on an accruals basis using the effective interest method.

Insurance Income

Insurance income in relation to recent weather events is recognised as per note 1.3(iii).

Other Income

Other income includes administration and legal income derived from the settlement of ORAs.

$NZ000’sMarch 25March 24

Interest income3,1104,543

Insurance income-2,690

Other income1,8281,932

4,9389,165

45

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

2.4 Expenses

Accounting Policy

All operating expenses are recognised on an accrual basis.

$NZ000’sNotesMarch 25March 24

Profit before income tax includes the following expenses:

Employee benefits and other staff costs

Wages and salaries 172,577174,043

Termination benefits

1

1,348373

Employee share scheme expense

4.3305277

Other staff costs

2

4,1404,093

178,370178,786

Depreciation and amortisation

Depreciation of buildings

3.21,5271,570

Depreciation of care suites

3.211,83110,344

Depreciation of right of use assets (buildings)

3.51,044880

Depreciation of chattels

3.25,6604,406

Depreciation of right of use assets (chattels)

3.51,3071,229

Amortisation of software

5.2779557

22,14818,986

Finance costs

Interest on senior debt facilities 26,67627,876

Interest on retail bond6,1756,175

Agency, commitment and line fees 4,4464,528

Interest rate swaps --

Capitalised interest and line fees(12,959)(23,757)

Amortisation of bank fees985988

Fair value of loan modification(5,425)-

Bank interest154160

Interest on lease liabilities781443

Change in fair value of ineffective cash flow hedges-4

20,83316,417

Impairment of property, plant and equipment

3.226,0119,269

Change in fair value of held for sale assets

3.3145,088

Impairment of goodwill

5.2198555

$NZ000’sNotesMarch 25March 24

Other expenses

Fees paid to Auditor

Audit and review of consolidated financial statements601588

Audit or review related services – Trustee reporting87

Other assurance services and other agreed-upon procedures

Proxy voting at the Annual Shareholder Meeting services-9

Climate related reporting assurance9293

Total other assurance services and other agreed upon procedures 92102

Other services – remuneration advisory

3

419

Total fees paid to auditor705716

Repairs and maintenance of property, plant and equipment including

leasehold care centres3,4973,643

Repairs and maintenance of investment property including leasehold

investment property3,3233,125

Loss on disposal of property, plant and equipment840683

Donations131

Loss allowance for trade and other receivables

5.316871

Resident consumables18,69819,242

Movement of residents’ share of resale gains 424715

Insurance6,6146,417

Legal and professional services7,8084,658

Other expenses (no items of individual significance) 40,17438,612

82,25277,913

Total Expenses329,826307,014

1 In the current period Termination benefits include payments to two Key Management Personnel, refer note 5.5

2 Other staff costs include costs such as staff training, uniforms and recruitment.

3 A further invoice of $2k was paid in the period in relation to costs incurred in the year to 31 March 2024.

46

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3. Property Assets

The Group operates care centres and retirement villages. As outlined in section 2.1, village sites are

typically investment property and care sites are typically property, plant and equipment.

What is Investment Property?

Land and buildings are classified as investment property when they are held to generate

revenue either through capital appreciation or through rental income.

As residents occupying our retirement villages live independently, the level of services provided

is seen as secondary to the provision of accommodation. Accordingly, these buildings are

classified as investment property as they are held primarily to generate DMF income.

What is Property, Plant and Equipment?

Land, buildings and chattels are classified as property, plant and equipment when

they are used to generate revenue through the provision of goods and services or for

administration purposes.

As residents occupying our care centres, including care suites, require services including

nursing care, meals and laundry the buildings in which they live are considered to be operated

by the Group to generate this revenue and are classified as property, plant and equipment.

What is a Care Suite?

Care suites are a premium offering for a resident requiring rest home or hospital level care. The

care suite is located within a care centre. Rather than pay a daily premium accommodation

charge for the provision of the premium room the residents enter into an ORA with a net

management fee.

What is Held for Sale?

Assets are classified as held for sale when the carrying amount will be recovered principally

through a sale transaction rather than through continuing use.

Classification of Serviced Apartments and Care Suites

Where services are provided to residents who occupy accommodation under an ORA, it is the

Group’s policy to assess their level of significance in the context of the overall income derived from

the serviced apartment or care suite in ascertaining whether the serviced apartment or care suite is

freehold land and buildings (referred to as property, plant and equipment) or investment property.

The Group applies the following principles when ascertaining the appropriate accounting

treatment to be applied:

CLASSIFICATION

CONSIDERATION OF SIGNIFICANCE OF CASH FLOWS

SCENARIO

Additional services

are optional.

Services are

compulsory but an

insignificant portion

of total revenue

from the unit.

Services are

compulsory and a

significant portion

of the total revenue

from the unit.

Full ARRC

1


funded care is

compulsory

for that unit/bed.

Independent living

(villa or apartment)

Care suiteServiced apartmentTraditional care bedPrivate care

Qualitatively the

business model is

the provision of

retirement

accommodation.

Quantitatively

insignificant

(a guideline of

under 20% of total

revenue is adopted)

and qualitatively

the business model

is the provision

of retirement

accommodation.

Quantitatively

significant.

Qualitatively the

business model is

the provision of

care.

Qualitatively the

business model is

the provision of care.

Quantitative

assessment not

relevant as price

of accommodation

does not change

overall purpose of the

accommodation.

Investment Property

Village Assets

Property, Plant and

Equipment Care Assets

Operating

outside the ARRC

1


with services set

by the operator.

Qualitatively the

business model is

the provision of care.

Quantitative

assessment not

relevant as price

of accommodation

does not change

overall purpose of the

accommodation.

1 ARRC refers to Age-Related Residential Care.

47

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.1 Village Assets: Investment Property

Accounting Policy

Investment property includes both freehold land and buildings and land and buildings under

development, comprising independent units, serviced apartments and common facilities, provided

for use by residents under the terms of an ORA. Investment property is held for long-term yields

and is not occupied by the Group. Investment property is held at fair value.

The fair value of investment property is determined by the Directors having taken into consideration

the valuation conducted by CBRE Limited as independent registered valuers and the cost of work

undertaken in relation to investment property under development.

The movement in the carrying value of investment property, net of additions, transfers

and disposals is recognised as a fair value movement in the Consolidated Statement of

Comprehensive Income.

Fair value measurement on investment property under development is only applied if the fair value

is considered to be reliably measurable. Where the fair value of a property under development

can be determined, it is carried at fair value. Where the fair value of investment property under

development cannot be reliably determined, the carrying amount is considered to be the fair value

of the land plus the cost of work undertaken.

$NZ000’sNotesMarch 25March 24

Investment property under development at fair value

Opening balance181,968141,738

Impact of change to GST taxable supplies

1

(593)(1,500)

Capitalised expenditure (including land acquisitions)54,57561,539

Capitalised interest and line fees8,80613,626

Disposal(305)-

Transfer to completed investment property(100,105)(27,475)

Transfer to property, plant and equipment

3.2(1,750)-

Transfer from held for sale

3.31,340-

Change in fair value during the year(4,071)(5,960)

Closing balance139,865181,968

Completed investment property at fair value

Opening balance1,633,4181,455,983

Impact of change to GST taxable supplies(1,382)(1,372)

Transfer from investment property under development100,10527,475

Transfer (to)/from property, plant and equipment

3.2(800)80

Transfer from held for sale

3.37,33021,608

Capitalised expenditure14,10160,003

Capitalised interest and line fees7552,903

Disposal(15,600)-

Change in fair value during the year - villages94,24166,739

Closing balance1,832,1681,633,419

Total investment property1,972,0331,815,387

1. Relates to GST claimed on land purchased in a prior period subject to a change in use adjustment in the current period.

48

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.1 Village Assets: Investment Property (continued)

Change in Fair Value Recognised in the Consolidated Statement of Comprehensive Income

$NZ000’sMarch 25March 24

Increase in fair value of investment property156,647217,665

Add / (Less): Transfers to property, plant and equipment,

right of use assets and held for sale during the year(6,120)(21,688)

Less: Capitalised expenditure including capitalised interest(76,262)(135,198)

Add: Disposals15,905-

Change in fair value recognised in Consolidated Statement

of Comprehensive Income90,17060,779

A reconciliation between the valuation and the amount recognised as investment property is

as follows:

$NZ000’sMarch 25March 24

Investment Property under development

Valuation139,865181,968

139,865181,968

Completed Investment Property

Valuation919,089812,698

Add: Refundable occupation licence payments1,121,0251,003,945

Add: Residents’ share of resale gains5,0505,730

Less: Management fee receivable(190,387)(170,638)

Less: Resident obligations for units not included in valuation (22,609)(18,316)

1,832,1681,633,419

Total investment property at fair value1,972,0331,815,387

Where an incoming resident has an unconditional ORA in respect of a retirement village unit and

the corresponding outgoing resident for that same accommodation has not yet been refunded,

the independent valuation is adjusted for the incoming resident balances only. In certain

circumstances accommodation under an ORA is valued as development land. In these situations

the independent valuation is not adjusted for the refundable amounts and consequently no

offsetting “gross up” is required. An adjustment of $22.6m (March 2024: $18.3m) is included in the

above reconciliation to reflect this.

The valuation of investment property is adjusted for cash flows relating to refundable occupation

licence payments, residents' share of resale gains and management fee receivable recognised

separately on the Consolidated Balance Sheet and also reflected in the valuation model.

Why do we adjust for the liability to residents?

In the external valuation the fair value of investment property includes an allowance for the

amount that is payable by the Group to residents already in occupation within the property.

However, this liability to existing residents is recognised in the Group’s Consolidated Balance

Sheet (referred to as refundable occupation right agreements – refer to note 3.4). Accordingly,

the Group adds this net liability to residents to the external valuation to “gross up” the fair

value of investment property and avoid double counting the liability to residents.

Valuation Process and Key Inputs

Investment Property under Development

CBRE Limited provided valuations of development land in respect of investment property under

development as at 31 March 2025.

The fair value of investment property is determined by the Directors having taken into consideration

the valuation conducted by the external valuers as independent registered valuers and the cost of

work undertaken in relation to investment property under development.

The Group has applied the following methodology in relation to the measurement of investment

property under development:

49

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.1 Village Assets: Investment Property (continued)

Practical completion not achieved

Where the development still requires substantial work such that practical completion is not going to

be achieved, and a reliable estimate of fair value cannot be made, at or close to balance date, the

fair value recognised is the fair value of the development land per the Directors’ valuation plus the

cost of any work in progress. An amount of $40.9m as at 31 March 2025 (March 2024: $85.9m) has

been recognised in relation to these development sites.

Where an individual development is of both investment property and freehold buildings in nature,

the fair value of land and work in progress is apportioned between investment property under

development and freehold land and buildings under development, by applying the estimated gross

floor area for these respective areas of the development based on information obtained from the

project quantity surveyors at the planning and design stages.

Practical completion achieved

Where a development is practically completed, or likely to be completed at, or close to, balance

date the investment property is measured at its completed fair value per the Directors’ valuation

with an adjustment made for any estimated costs, in accordance with the project budget, to be

incurred to complete the development, and is then transferred to completed investment property.

Completed Investment Property

As required by NZ IAS 40 Investment Property, the valuation of investment property is adjusted for

cash flows relating to refundable occupation licence payments, residents’ share of resale gains and

management fees receivable recognised separately on the Consolidated Balance Sheet and also

reflected in the valuation model.

Any interest costs incurred on outstanding development debt balances after the completion of

that development are recognised through the Statement of Comprehensive Income, an amount of

$6.3m in the period (March 2024: nil)

The Group's interest in all completed investment property was valued on 31 March 2025 by CBRE

Limited (March 2024: CBRE Limited,) at a total of $919.1m (March 2024: $812.7m).

Property Specific Assumptions

Seismic Assessments

The fair value of investment property, incorporates an allowance in relation to remediation to

properties where seismic strength testing has been carried out.

Weather Events: Auckland Floods and Cyclone Gabrielle

In the prior comparative period the fair value of completed investment property was adjusted

downwards for the cost of future works to be undertaken to remediate damage caused by the

Auckland Floods, an amount of $5.2m.

Key Accounting Estimates and Judgements

All investment properties have been determined to be Level 3 (March 2024: Level 3) in the fair value

hierarchy as the fair value is determined using inputs that are unobservable.

Significant Unobservable Inputs

The significant unobservable input used in the fair value measurement of the Group's development

land is the value per m2 assumption. Increases in the value per m2 rate result in the corresponding

increases in the total valuation.

The significant unobservable inputs used in the fair value measurement of the Group's portfolio of

completed investment property are the discount rate and property price growth rate. There are no

interdependencies or interplays between unobservable inputs.

The following assumptions have been used to determine fair value:

Significant InputDescription20252024

Discount rateThe pre-tax discount rate14.0% - 20.0 %

(median: 15.0%)

14.0% - 20.0 %

(median: 14.9%)

Property price growth rateAnticipated annual property price growth over the

cash flow period 0-4 years

0.5 % - 3.0 %0.5 % - 3.0 %

Property price growth rateAnticipated annual property price growth over the

cash flow period 5+ years

2.5 % - 3.5 %2.5 % - 3.5 %

50

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.1 Village Assets: Investment Property (continued)

Sensitivities

At 31 March 2025Adopted Value

Discount Rate

+0.5%

Discount Rate

-0.5%

Property

Growth Rate

+50 bp

Property

Growth Rate

-50 bp

Completed investment property

Valuation $NZ000’s919,089

Difference $NZ000’s(30,787)32,56053,898(52,434)

Difference %(3.4%)3.5%5.9%(5.7%)

At 31 March 2024Adopted Value

Discount Rate

+0.5%

Discount Rate

-0.5%

Property

Growth Rate

+50 bp

Property

Growth Rate

-50 bp

Completed investment property

Valuation $NZ000’s812,698----

Difference $NZ000’s(26,456)28,46148,359(45,872)

Difference %(3.3%)3.5%6.0%(5.6%)

The stabilised occupancy period is a key driver of the CBRE Limited valuation. A significant

increase / (decrease) in the occupancy period would result in a significantly lower/ (higher) fair

value measurement.

Significant Input20252024

Stabilised Occupancy Period5.1 yrs – 9.0 yrs (median: 7.7 yrs)5.1 yrs – 9.0 yrs (median: 7.7 yrs)

Current ingoing price, for subsequent resales of ORAs, is a key driver of the valuations. A significant

increase / (decrease) in the ingoing price (as driven by the property growth rates) would result in a

significantly higher / (lower) fair value measurement.

3.2 Care Assets: Property, Plant and Equipment

Accounting Policy

Property, plant and equipment comprises owner-occupied freehold land and buildings and plant

and equipment operated by the Group for the provision of care services, care suites and land and

buildings that are to be developed into care centres in the future.

Following initial recognition at cost, completed owner occupied freehold land and buildings and

land and buildings under development are carried at fair value. Independent valuations are

performed with sufficient regularity to ensure that the carrying amount does not differ materially

from the assets’ fair value at balance date. Any depreciation at the date of valuation is deducted

from the gross carrying value of the asset, and the net amount is restated to the revalued amount

of the asset. In periods where no valuation is carried out, the asset is carried at its revalued amount

plus any additions, less any impairment and less any depreciation incurred since the date of the

last valuation.

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

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

In relation to land and buildings under development, fair value is determined by the Directors

having taken into consideration the valuation conducted by CBRE Limited as an independent

registered valuer and the cost of work undertaken.

A property under construction is classified as land and buildings within property, plant and

equipment where the completed development will be classified as such and as investment

property where the completed development will be classified as an investment property. Fair value

measurement on property under construction is only applied if the fair value is reliably measurable.

Where the fair value of property under construction cannot be reliably determined the value is the

fair value of the land plus the cost of work undertaken. Property under construction classified as

land and buildings under development is revalued annually and is not depreciated.

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

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

will flow to the Group and the cost of the item can be measured reliably. All other repairs and

maintenance are expensed to the Consolidated Statement of Comprehensive Income during the

financial period in which they are incurred.

51

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.2 Care Assets: Property, Plant and Equipment (continued)

Increases in the carrying amount arising on revaluation of land and buildings above cost are

credited to the asset revaluation reserve in other comprehensive income; increases that offset

previous decreases taken through profit or loss are recognised in profit or loss. Decreases

that offset previous increases of the same asset are charged against the asset revaluation

reserve in other comprehensive income; all other decreases are charged to profit or loss. When

revalued assets are sold, or held for sale, the amounts included in the reserve are transferred to

retained earnings.

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

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

CategoryUseful Life Range

Weighted Average

Depreciation Rate

Freehold buildings10 - 50 years2.4%

Chattels and leasehold improvements2 - 50 years20%

Motor vehicles5 years22%

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

balance date. No depreciation is charged in the year of sale for all assets other than buildings in

which case depreciation is charged to the earlier of the date of classification to held for sale or the

date of sale.

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

carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing the net disposal proceeds

with the carrying amount of the asset. These are included in the Consolidated Statement of

Comprehensive Income.

$NZ000’sNotes

Freehold Land

and Buildings

Under

Development

Freehold

Land

Freehold

Buildings

Chattels and

Leasehold

ImprovementsTotal

Year ended 31 March 2025

Opening net book amount78,608116,111554,70321,455770,877

Additions 21,357 - 8,847 9,284 39,488

Impact of change to GST

taxable supplies

1

-----

Capitalised interest and line fees 1,438 - 1,960 - 3,398

Disposals-----

Depreciation

2

- - (13,358) (5,660)(19,018)

Transfer from investment property

3.1 1,750 - 800 - 2,550

Transfer from held for sale

3.3 48 2,800 2,797 552 6,197

Reclassification within Property,

Plant and Equipment (42,825) 1,782 37,502 3,541 -

Revaluation surplus

Change in fair value recognised in

comprehensive income

3

(9,685) (245) (16,081)- (26,011)

Change in fair value recognised in other

comprehensive income

4

(1,100) 4,754 47,351 - 51,005

Closing net book amount 49,591125,202624,52129,172828,486

At 31 March 2025

Cost --- 64,142 64,142

Valuation 49,591 125,202 624,521- 799,314

Accumulated depreciation --- (34,970) (34,970)

Net book amount49,591125,202624,52129,172828,486

1 Relates to GST claimed on land purchased in a prior period subject to a change in use adjustment in the current period.

2 The amounts on the face of the Statement of Comprehensive Income in relation to depreciation includes $3.1m in relation to right of use assets and software

amortisation not included in this note.

3 One site, Elmwood, has just completed a brownfield care development. This development required the closure of the existing care suites and a number of

residents were relocated to the newly developed care suite building. Impairments of $25.8m and $2.4m are recognised in Comprehensive Income and Other

Comprehensive Income respectively.

4 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.

52

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.2 Care Assets: Property, Plant and Equipment (continued)

$NZ000’sNotes

Freehold Land

and Buildings

Under

Development

Freehold

Land

Freehold

Buildings

Chattels and

Leasehold

ImprovementsTotal

Year ended 31 March 2024

Opening net book amount89,098109,071496,44817,552712,169

Additions33,509-8,24710,13051,886

Impact of change to GST

taxable supplies

1

(280)---(280)

Capitalised interest and line fees6,015-1,213-7,228

Disposals---(1,299)(1,299)

Depreciation--(11,914)(4,406)(16,320)

Transfer from investment property

3.1-- (80)-(80)

Transfer from intangible assets---363363

Transfer to held for sale-(4,895)(12,834)(885)(18,614)

Reclassification within Property, Plant

and Equipment(45,391)-45,391--

Revaluation surplus

Change in fair value recognised in

comprehensive income(3,922)280(5,627)-(9,269)

Change in fair value recognised in other

comprehensive income

2

(421)11,65533,859-45,093

Closing net book amount 78,608116,111554,70321,455770,877

At 31 March 2024

Cost ---54,89654,896

Valuation 78,608116,111554,703-749,422

Accumulated depreciation ---(33,441)(33,441)

Net book amount78,608116,111554,70321,455770,877

Land and Buildings Under Development

A valuation in respect of development land was provided by CBRE Limited as at 31 March 2025.

Any costs incurred to 31 March 2025 on the developments are included in arriving at the fair value

as at 31 March 2025.

The Group has applied the following methodology in relation to the measurement of land and

buildings under development:

Practical completion not achieved

Where the development still requires substantial work such that practical completion is not going to

be achieved, and a reliable estimate of fair value cannot be made, at or close to balance date, the

fair value recognised is the fair value of the development land per the Directors’ valuation plus the

cost of any work in progress. An amount of $30.6m as at 31 March 2025 (March 2024: $61.4m) has

been recognised in relation to these development sites.

Where an individual development is of both investment property and freehold buildings in nature,

the fair value of land and work in progress is apportioned between investment property under

development and freehold land and buildings under development, by applying the estimated gross

floor area for these respective areas of the development based on information obtained from the

project quantity surveyors at the planning and design stages.

Practical completion achieved

Where a development is practically completed, or likely to be completed at, or close to, balance

date the land and buildings are measured at its completed fair value per the Directors’ valuation

with an adjustment made for any estimated costs, in accordance with the project budget, to be

incurred to complete the development, and is then transferred to completed land and buildings.

Completed Land and Buildings

A valuation in respect of completed land and buildings was provided by CBRE Limited as at

31 March 2025.

Any interest costs incurred on outstanding development debt balances after the completion of

that development are recognised through the Statement of Comprehensive Income, an amount of

$4.2m in the period (March 2024: nil)

1 Relates to GST claimed on land purchased in a prior period subject to a change in use adjustment in the current period.

2 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.

53

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.2 Care Assets: Property, Plant and Equipment (continued)

The valuation of the Group’s care centres was apportioned to land, buildings, chattels and goodwill.

The fair value of land and buildings as calculated by CBRE Limited is based on the level of rent

able to be generated from the maintainable net cash flow of the site subject to average efficient

management. The fair value of the Group’s land and buildings as determined by the Directors is

based on these apportionments. However, chattels are carried at historic cost less depreciation

and the amount apportioned to goodwill by CBRE Limited is not recorded in the consolidated

financial statements.

Care Suites and Serviced Apartments

As discussed earlier in note 3, where services are provided to residents who occupy accommodation

under an ORA, it is the Group’s policy to look at the significance of these services in the context of

the overall revenue derived from the care suite or serviced apartment in ascertaining whether the

care suite or serviced apartment is property, plant and equipment or investment property. Care suite

residents occupying accommodation under an ORA receive a significant level of services. Hence, they

are included in property, plant and equipment. Care suite land and buildings are held at fair value.

Serviced apartments are included in investment property.

Key Accounting Estimates and Judgements

All land and buildings have been determined to be Level 3 (March 2024: Level 3) in the fair value

hierarchy as the fair value is determined using inputs that are unobservable.

Critical Judgements and Estimates in Applying Accounting Policies

Classification of Care Suites

An area of significant judgement is determining the classification of those properties which are

operated as care suites. Refer note 3 for further information.

Valuation of Freehold Land and Buildings

The valuation approach for the freehold land and buildings as at 31 March 2025 was an income

capitalisation approach and/or discounted cash flow analysis supplemented by the direct comparison

approach. The valuation is determined by the capitalisation of net cash flow profit/earnings before

interest, tax, depreciation, amortisation and rent (“EBITDAR”) under the assumption a positive cash

flow will be generated into perpetuity. Capitalisation rates used for the 31 March 2025 valuation

range from 12.25% to 15.00 % with a median value of 13.50% (March 2024: 12.25% to 17.50 % with a

median value of 13.63%). The valuation was apportioned between land, buildings, chattels / plant and

equipment and goodwill to determine the fair value of the assets.

The significant unobservable input used in the fair value measurement of the Group's development

land is the value per m2 assumption. Increases in the value per m2 rate result in corresponding

increases in the total valuation.

The significant unobservable input used in the fair value measurement of the Group's portfolio

of completed land and buildings is the capitalisation rate applied to earnings. A significant

decrease/ (increase) in the capitalisation rate would result in significantly higher / (lower) fair

value measurement.

The significant unobservable inputs used in the fair value measurement of the Group's portfolio

of care suite also include the discount rate and property price growth rate. There are no

interdependencies or interplays between unobservable inputs.

Sensitivities

At 31 March 2025Adopted ValueCapitalisation Rate +50 bpCapitalisation Rate -50 bp

Freehold land and buildings

Valuation $NZ000’s749,723

Difference $NZ000’s(45,266)49,911

Difference %(6.0%)6.7%

At 31 March 2024Adopted ValueCapitalisation Rate +50 bpCapitalisation Rate -50 bp

Freehold land and buildings

Valuation $NZ000’s670,815

Difference $NZ000’s(40,406)43,779

Difference %(6.0%)6.5%

At 31 March 2025Adopted Value

Discount Rate

+0.5%

Discount Rate

-0.5%

Property

Growth Rate

+50 bp

Property

Growth Rate

-50 bp

Completed care suite property

Valuation $NZ000’s367,645

Difference $NZ000’s(12,315)13,02421,560(20,974)

Difference %(3.4%)3.5%5.9%(5.7%)

At 31 March 2024Adopted Value

Discount Rate

+0.5%

Discount Rate

-0.5%

Property

Growth Rate

+50 bp

Property

Growth Rate

-50 bp

Completed care suite property

Valuation $NZ000’s253,355

Difference $NZ000’s(8,248)8,87315,076(14,300)

Difference %(3.3%)3.5%6.0%(5.6%)

54

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.2 Care Assets: Property, Plant and Equipment (continued)

Carrying Value of Assets

The carrying amount at which both land and buildings would have been carried had the assets

been measured under historical cost is as follows:

$NZ000’s

Freehold

land

Freehold

buildings

Freehold

land and

buildings under

developmentTotal

Carrying amount

– Historical cost 202541,138318,65925,079384,876

Carrying amount

– Historical cost 202436,203279,30625,903341,412

3.3 Held for Sale

Assets are classified as held for sale when their carrying amount is to be recovered principally

through a sale transaction and a sale is considered highly probable. They are stated at the lower of

carrying amount and fair value less costs to sell, except for investment property assets held for sale

which are carried at fair value.

Assets previously classed as Investment Properties and Right of Use Investment Properties are held

on the Consolidated Balance Sheet at their fair value, assets previously classed as Property, Plant

and Equipment are held on the Consolidated Balance Sheet at current valuation, which is the lower

of fair value less costs to sell and the carrying amount.

Changes in fair value from the date of classification to held for sale are recognised in

comprehensive income. See note 3.4 for resident liabilities associated with these held for

sale assets.

As at 31 March 2025 there are no sites that meet the definition of held for sale (March 2024:

seven sites).

During the year to 31 March 2025, six sites were disposed of. Refer to Note 1.3(ii) for further details.

While there are several sites which the Group continues to market these sites no longer meet the

accounting definition of held for sale. Two of these sites were reclassified to Investment Property

in the year ending 31 March 2024 and a further two sites classified as held for sale as at 31 March

2024 have been transferred back to Investment Property and Property, Plant and Equipment

during the year. Of the two transferred in the year ended 31 March 2024 one was subsequently

sold in the year to 31 March 2025.

Refer to Notes 1.3 and 5.8 for further details.

$NZ000’sNotesMarch 25March 24

Opening balance44,259101,652

Transfer to investment property

3.1(8,670)(21,608)

Transfer (to)/from property, plant and equipment

3.2(6,197)18,614

Additions4351,168

Disposals(29,813) (50,479)

Change in fair value during the year(14)(5,088)

Closing balance-44,259

3.4 Refundable Occupation Right Agreements

What is an ORA?

An ORA is a contract which sets out the terms and conditions of occupation of an independent

living unit or care suite. A new resident is charged a refundable occupation licence payment in

consideration for the right to occupy one of the Group’s units, apartments or care suites. On

termination of the ORA the occupation licence payment is repaid to the exiting resident.

What is DMF?

An amount equal to a capped percentage of the occupation licence payment is charged

by the Group as a management fee for the right of use and enjoy the common areas of the

village. The deferred management fee is payable by the resident on termination of the ORA.

55

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.4 Refundable Occupation Right Agreements (continued)

Accounting Policy

The occupation licence payment becomes payable when the ORA is unconditional and has either

“cooled off” or where the resident is in occupation. The Group has a legal right to set-off any

amounts owing to the Group by a resident against that resident’s occupation licence payment.

Such amounts include deferred management fees, recovery of village operating costs and recovery

of outstanding obligations to the village.

The management fee receivable is recognised in accordance with the terms of the resident’s ORA.

The deferred management fee represents the difference between the management fees receivable

under the ORA and the portion of the management fee accrued which is recognised on a straight-

line basis over the average expected occupancy for the relevant accommodation i.e. 7 years for

units and premium apartments, 5 years for apartments and 3 years for care suites (March 2024:

7yrs, 5yrs, 3yrs).

The management fee recognised in the Consolidated Statement of Comprehensive Income

represents income earned in line with the average expected occupancy.

Included in the obligation to residents is an estimate of the amount expected to be paid to those

residents whose ORA or unit title arrangement allows them to participate in the resale gain of the

unit or apartment they occupy.

As the refundable occupation licence payment is repayable to the resident upon termination

(subject to a new ORA being issued to an incoming resident), the fair value is equal to the

amortised cost, being the amount that can be demanded.

$NZ000’sMarch 25March 24

Village

Refundable occupation licence payments1,121,0251,003,945

Residents’ share of resale gains5,0505,730

Less: Management fee receivable (per contract)(241,897)(217,412)

884,178792,263

Care Suites

Refundable occupation licence payments273,778246,529

Accommodation rebate-95

Less: Management fee receivable (per contract)(51,143)(41,697)

222,635204,927

Total refundable occupation right agreements1,106,813997,190

Held for Sale

1

Refundable occupation licence payments-9,034

Residents’ share of resale gains--

Less: Management fee receivable (per contract)-(1,955)

-7,079


Reconciliation of Management Fees recognised under NZ IFRS and per ORA

$NZ000’sMarch 25March 24

Village

Management fee receivable (per contract)(241,897)(217,412)

Deferred management fee51,51046,774

Management fee receivable (per NZ IFRS)(190,387)(170,638)

Care Suites

Management fee receivable (per contract)(51,143)(41,697)

Deferred management fee5,769563

Management fee receivable (per NZ IFRS)(45,374)(41,134)

Held for Sale

Management fee receivable (per contract)-(1,955)

Deferred management fee-506

Management fee receivable (per NZ IFRS)-(1,449)

1 In the prior period the amount on the face of the Balance Sheet in relation to refundable occupation right agreements held for sale included an amount of $0.5m

in relation to deferred management fees detailed further in this note.

56

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.5 Leases

What’s a right of use asset?

Right of use assets are assets held under a lease arrangement. It represents the value of

the lessee’s right to use an asset over the life of the lease. There is a corresponding lease

liability on the Consolidated Balance Sheet which represents the present value of the future

lease payments.

Accounting Policy

Right of use assets and lease liabilities arising from a lease are initially measured on a present

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

Lease payments to be made under reasonably certain extension options are also included in the

measurement of the liabilities.

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

liability less any lease incentives received. Right of use assets relating to equipment and motor

vehicles, recognised in chattels, are subsequently depreciated using the straight line method from

the commencement date to the end of the lease. In considering the lease term, the Group applies

judgement in determining whether it is reasonably certain that an extension or termination option

will be exercised.

The lease payments are discounted using the interest rate Implicit in the lease. If that rate cannot

be readily determined the incremental borrowing rate at the commencement of the lease is used.

Right of Use Asset

$NZ000’s

12 months ended 31 March 2025NotesBuildingsChattelsTotal

Opening net book value 8,0612,72210,783

Additions-1,4051,405

Disposals-(268)(268)

Modifications(228)-(228)

Depreciation (1,044)(1,307)(2,351)

Net book value as at 31 March 20256,7892,5529,341

$NZ000’s

12 months ended 31 March 2024NotesBuildingsChattelsTotal

Opening net book value 9403,3474,287

Additions8,0275648,591

Disposals-(103)(103)

Modifications(26)143117

Depreciation (880)(1,229)(2,109)

Net book value as at 31 March 2024 8,0612,72210,783

$NZ000’s

31 March 2025BuildingsChattelsTotal

Cost 8,2117,13715,348

Accumulated depreciation(1,422)(4,586)(6,008)

Net book value as at 31 March 20256,7892,5529,341

57

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

3.5 Leases (continued)

Lease Liabilities

$NZ000’s

Year Ended 31 March 2025BuildingsChattelsTotal

Opening net book value 8,3442,86111,205

Additions -1,3991,399

Disposals-(280)(280)

Interest 535246781

Modification(228)-(228)

Lease payments made(717)(1,602)(2,319)

Lease liabilities as at 31 March 20257,9342,62410,558

$NZ000’s

Year Ended 31 March 2024BuildingsChattelsTotal

Opening net book value 1,161 3,637 4,798

Additions 7,964 564 8,528

Disposals(165) (123)(288)

Interest 159 295 454

Modification232-232

Lease payments made (1,007) (1,512) (2,519)

Lease liabilities as at 31 March 20248,344 2,861 11,205

Lease of Property, Plant and Equipment

On 9 February 2024 the Group exited its leased corporate office building located at 80 Queen

Street, Auckland and commenced a lease at 188 Quay Street, Auckland.

In addition to the corporate office building, the group also leases various equipment and

motor vehicles.

4. Shareholder Equity and Funding

4.1 Shareholder Equity and Reserves

March 2025

Shares

March 2024

Shares

March 2025

$NZ000’s

March 2024

$NZ000’s

Share capital

Issued and fully paid up capital724,231,030724,154,779715,960715,960

Total contributed equity724,231,030724,154,779715,960715,960

Movements

Opening balance of ordinary shares issued724,154,779720,555,185715,960713,374

Shares issued for employee share scheme- 53,761 --

Shares issued for Long Term Incentive Scheme76,251212,894--

Shares issued for dividend reinvestment plan- 3,332,939 -2,586

Closing balance of ordinary shares issued724,231,030724,154,779715,960715,960

All ordinary shares rank equally with one vote attached to each fully paid ordinary share. The

shares have no par value. The Company incurred no transaction costs issuing shares during the

period (March 2024: nil).

Dividend Reinvestment Plan (“DRP”)

In 2019, the Board approved the implementation of a dividend reinvestment plan for New Zealand

and Australian shareholders. This plan has been effective for all subsequent dividends.

March 2025

value per share

March 2025

number of shares

March 2024

value per share

March 2024

number of shares

Reinvestment of final dividend for the prior period--$0.77543,332,939

Reinvestment of interim dividend for the period----

Long Term Incentive (“LTI”) - Share Rights

On 15 September 2020 the Board approved a Long Term Incentive Scheme for its senior executives

(“LTI Scheme”). The LTI Scheme was established to:

a. provide an incentive to key executives to commit to Oceania for the long term; and

b. align these executives’ interests with the interests of Oceania’s shareholders.

Participants in the Scheme were granted Share Rights from time to time which, subject to meeting

certain performance hurdles and the vesting criteria, convert into an entitlement to receive ordinary

shares. The performance hurdles relate to Oceania’s total shareholder return relative to the NZX50

Group and, for certain schemes, Oceania’s performance against underlying earnings per share targets.

58

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

4.1 Shareholder Equity and Reserves (continued)

Share Rights became exercisable when the performance hurdles were met over the period from the

commencement date to the measurement date and the holder remained employed on the vesting

date, and in certain other exceptional circumstances. On becoming exercisable, each Share Right

entitled the holder to receive one fully paid ordinary share in Oceania Healthcare Limited, less an

adjustment for tax paid on the holder’s behalf for the benefit received under the Scheme. The Share

Rights had a nil exercise price.

Performance Hurdles for Share Rights

The Share Rights in the 2021 scheme (vesting date March 2024) grant were divided into two equal

allotments each with its own performance hurdle.

• For the first allotment, the proportion of Share Rights satisfying the performance hurdle was

determined on a straight-line basis, from 0%, where the total shareholder return (TSR) from the

commencement date to the measurement date is equal to or less than the 35th percentile of the

NZX50 Group, up to 100% where the TSR is equal to or greater than the 75th percentile of the

NZX50 Group; and

• For the second allotment, the Share Rights satisfied the performance hurdle if the Group’s

annual growth in underlying earnings (before interest, tax, depreciation and amortisation) per

share (UEPS) from the commencement date to the measurement date was equal to or greater

than 10% per annum growth in UEPS for the relevant period.

The Share Rights in the 2022 scheme (vesting date March 2025) were subject to one performance

hurdle. The proportion of Share Rights satisfying the performance hurdle were determined on a

straight line basis, from 0% where the TSR from the commencement date to the measurement date

is equal to or less than the 25th percentile of the NZX50 Group, up to 100% where the TSR is equal

to or greater than the 75th percentile of the NZX50 Group.

Lapse of Share Rights

Share Rights lapse where the performance hurdles are not met on a relevant measurement date

or, in general, where the participant ceases to be employed by the Group before the vesting date

(except in certain circumstances).

SchemeDateShare rights issuedShare rights lapsedShare rights vested

2020 LTI20 September 20201,948,0611,599,054349,007

2021 LTI10 September 20211,078,125984,87593,250

2022 LTI18 November 20221,430,1501,430,150-

LTI - Share Options

On 11 September 2023 the Board approved a new Share Option Plan. The option plan has been

established to:

(a) Reward and retain key employees;

(b) Drive longer term performance and alignment of incentives of participants with the interests of

the groups shareholders; and

(c) Encourage longer term decision making by participants.

Participants in the Option Plan are granted options to acquire ordinary shares from time to time.

These options are exercisable by participants subject to those participants’ continued employment

by Oceania, during specified exercise periods for a set exercise price. On exercise of the options, the

Group will facilitate a cashless (net settled) exercise by issuing such number of shares as is equal

to the difference between the then current market value of Oceania’s shares and the exercise price

(less an adjustment for tax paid on the holder’s behalf for the benefit received), multiplied by the

number of options being exercised, divided by the then current market value of Oceania’s shares.

SchemeIssue DateExercise Date

Participants as at

31 March 2025

Share Options

issued

Share Options

forfeitedExercise price

2023 Option Plan11 September 2023May 2026316,666,66710,714,286

1

$0.82

2023 Option Plan30 April 2024May 202624,761,9042,380,952$0.82

2023 Option Plan

2

15 October 2024May 202685,476,195952,382$0.82

2024 Option Plan

3

15 October 2024May 20271775,385n/a$0.76

2024 Option Plan10 December 2024May 20273938,461n/a$0.76

Dividends

March 2025

cents

per share

March 2025

$NZ000’s

March 2024

cents

per share

March 2024

$NZ000’s

Final dividend for the prior period --1.39,348

Interim dividend for the period ----

Total dividends declared during the year--1.39,348

1 Amended from 31 March 2024 Annual Report. 7,142,856 share options previously granted to former Chief Executive Officer were noted as having lapsed on

resignation however 3,571,428 share options were subsequently agreed to be retained on exit

2 Share Options issued post 30 September 2024 to selected Senior Leaders

3 Share options issued post 30 September 2024 to the new Chief Executive Officer

59

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

4.1 Shareholder Equity and Reserves (continued)

Asset Revaluation Reserve

The asset revaluation reserve is used to record the revaluation of freehold land and buildings and

land and buildings under development. The amounts are recognised in the Consolidated Statement

of Comprehensive Income when it affects profit or loss. Refer to note 3.2.

Cash Flow Hedge Reserve

The cash flow hedge reserve is used to record gains or losses on instruments used as cash flow

hedges. The amounts are recognised in the Consolidated Statement of Comprehensive Income

when the hedged transaction affects profit or loss. Refer to note 5.6.

4.2 Earnings per share

Basic

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

average number of ordinary shares outstanding during the period.

March 2025March 2024

Profit after tax ($’000)30,41531,474

Weighted average number of ordinary shares outstanding (‘000s)724,231723,320

Basic earnings per share (cents per share)4.24.4

Diluted

Diluted Earnings per share is calculated by adjusting the weighted average number of ordinary

shares outstanding to assume conversion of all dilutive potential ordinary shares. As at

31 March 2025 there were no shares with a dilutive effect (March 2024: 349,007).

March 2025March 2024

Profit after tax ($’000)30,41531,474

Weighted average number of ordinary shares outstanding (‘000s)724,231723,669

Diluted earnings per share (cents per share)4.24.3

4.3 Employee Share Based Payments

Employee Share Plan

In the comparative year, on 25 September 2023, 53,761 shares were issued as part of an employee

share scheme (“ESS”). All permanent employees as at that date were invited to participate. Full

time employee participants were allocated an equivalent of $800 of shares and part time employee

participants were allocated an equivalent of $400 of shares. The shares are held in trust and

will be transferred to the employee if the employee remains employed by Oceania (or any of its

subsidiaries) for the following three years.

There was no new employee share scheme in the year ended 31 March 2025.

4.4 Borrowings

Accounting Policy

Borrowings are initially recognised at fair value, including transaction costs incurred. Borrowings are

subsequently measured at amortised cost. Any difference between the proceeds (net of transaction

costs) and the redemption amount is recognised in the Consolidated Statement of Comprehensive

Income over the period of the borrowings using the effective interest method.

Specific borrowing costs directly attributable to the acquisition, construction or production of

qualifying assets, which are assets that necessarily take a substantial period of time to get ready

for their intended use or sale, are added to the cost of those assets, until such a time as the

assets are substantially ready for their intended use. Other borrowing costs are recognised in the

Consolidated Statement of Comprehensive Income in the year in which they are incurred.

$NZ000’sMarch 2025March 2024

Secured

Bank loans410,633418,955

Capitalised loan costs(1,028)(1,504)

Loan modification gain(5,425)-

Retail Bond – OCA010125,000125,000

Retail Bond – OCA020100,000100,000

Capitalised bond costs(1,432)(1,933)

Total borrowings627,748640,518

Current--

Non current635,633643,955

Total borrowings excluding capitalised loan costs and loan modification gain635,633643,955

60

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

4.4 Borrowings (continued)

Recognition and Measurement

Bank Loans

Interest is charged using the BKBM Bill rate plus a margin and line fee. Interest rates applicable in

the year to 31 March 2025 ranged from 5% to 7.1% (March 2024: 6.40% to 7.15%).

Retail Bond

NZDX IDIssue DateNo. of bonds$NZ000’sMaturityFixed Interest

Trading Interest

at March 25

Trading Interest

at March 24

OCAO1019 Oct 20125.0m$125,00019 Oct 272.3%6.81%7.6%

OCA02013 Sept 21 100.0m$100,00013 Sept 283.3%6.15%7.3%

The bonds are quoted on the NZX Debt Market. Interest on OCA010 is payable quarterly in

January, April, July and October in equal instalments. As at 31 March 2025 the fair value of

OCA010 was $112.8m.

Interest on OCA020 is payable quarterly in March, June, September and December

in equal instalments. As at 31 March 2025 the fair value of OCA020 was $90.9m.

The entire debt facility is sustainability-linked for the entire five year period with a penalty in the

event of the Group not satisfying certain ESG targets and an interest discount in the event that

certain targets are met. For the period to 31 March 2025, two targets were met and a discount will be

received. For the period to 31 March 2024, all three targets were met and a discount was received.

Debt Financing

On 4 March 2025 it was announced that the Group has extended the maturity of its bank debt

facilities to three and five years and introduced a new lender to the syndicate with financial

close to occur on 1 May 2025. The total limit of bank facilities will remain at $500m and the split

as follows:

1) General Corporate Facility limit $50m, 3 year tenor;

2) General Corporate Facility limit $185m, 5 year tenor; and

3) Development Facility limit $265m, 5 year tenor.

The facilities are held by a banking syndicate comprising ANZ, BNZ, ASB and ICBC.

The refinance included a change to interest rates which has resulted in the recognition of a loan

modification gain of $5.4m as at 31 March 2025.

Financing Arrangements

At 31 March 2025, the Group held committed bank facilities with drawings as follows:

$NZ000’sMarch 2025March 2024

CommittedDrawnCommittedDrawn

General Corporate Facility185,000112,105185,000110,000

Development Facility315,000298,528315,000308,955

Total500,000410,633500,000418,955

The Group’s revolving Development Facility is utilised to cover costs associated with current

development projects. The revolving General Corporate Facility is used for general corporate

purposes as well as for development land and initial costs for projects not currently funded by the

Development Facility.

Interest on the General Corporate Facility is typically payable quarterly. Interest on the

Development Facility is capitalised and repaid together with principal using the ORA licence

proceeds received upon settlement of initial sales of newly developed units and care suites. Line

fees are payable quarterly on the committed General Corporate Facility and the Committed

Development Facility.

The financial covenants in the Group’s senior debt facilities, with which the Group must

comply include:

a) Interest Cover Ratio – the ratio of Adjusted EBITDA to Net Interest Charges, where interest

charges relates to the interest and commitment fees in relation to the General Corporate

Facility, is not less than 2.0x;

b) Loan to Value Ratio – the ratio of total bank indebtedness shall not exceed 50% of the total

property value of all Group’s properties (including the “as-complete” valuations for projects

funded under the Development Facility); and

c) Guarantor Group Coverage – at all times the adjusted EBITDA of the Guaranteeing Group

must be at least 90% of the Adjusted EBITDA of the total tangible assets of the Group; and

d) Development – at all times the outstanding principal amount under the Development

Facility shall not exceed the Development Value. Development Value (per the most recent

valuation excluding any settled stock) is the aggregate value of all Residential Facilities in all

Developments that are being funded by the Development Facility less their cost to complete.

61

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

4.4 Borrowings (continued)

The covenants are tested half yearly. All covenants have been complied with during the period. The

Group has agreed with its banks that the calculation of Adjusted EBITDA and Net Interest, for the

purposes of the financial covenants, shall continue to be based on the accounting treatment in use

before the introduction of NZ IFRS 16 Leases. No changes have been made to these covenants as

part of the refinance.

Assets Pledged as Security

The bank loans and bonds of the Group are secured by mortgages over the Group’s care centre

freehold land and buildings and rank second behind the Statutory Supervisors where the land and

buildings are classified as investment property and investment property under development.

As at 31 March 2025 the balance of the bank loans over which the properties are held as security is

$410.6m (March 2024: $419.0m).

Net Debt Reconciliation

Cash and cash equivalents include cash on hand. The following provides an analysis of net debt

and the movements in net debt for the year.

$NZ000’sMarch 2025March 2024

Cash and cash equivalents7,5897,485

Debt – repayable within one year(1,978)(1,331)

Debt – repayable after one year(644,213) (653,829)

Net Debt(638,602)(647,675)

Cash and liquid investments7,5897,485

Gross debt – fixed interest rates(235,559)(236,205)

Gross debt – floating interest rates(410,633)(418,955)

Net Debt(638,602)(647,675)

Borrowings

$NZ000’sMarch 2025March 2024

Borrowings at the start of the year(643,955)(558,014)

Cash drawdowns (102,091)(153,840)

Cash repaid110,41367,899

Borrowings at the end of the year(635,633)(643,955)

5. Other Disclosures

5.1 Income Tax

What is Current Tax?

Current tax is an estimate of the tax that is payable to Inland Revenue for the current

financial year.

What is Deferred Tax?

Deferred tax is an estimate of income tax that will be payable or recoverable in respect of

temporary differences relating to the accounting and tax values of the Group’s assets and

liabilities. Deferred tax also includes the value of tax losses that we consider we will use in the

future to meet any income tax obligation.

Accounting Policy

The tax expense or benefit for the year comprises current and deferred tax. Tax is recognised in the

calculation of profit for the year in the Consolidated Statement of Comprehensive Income, except

to the extent that it relates to items recognised in other comprehensive income. In this case the tax

is also recognised in other comprehensive income.

The current income tax charge is calculated on the basis of the tax laws enacted at the balance

date. The Directors periodically evaluate positions taken in tax returns with respect to situations in

which applicable tax regulation is subject to interpretation.

Deferred income tax is recognised, using the liability method, on temporary differences arising

between the tax base of assets and liabilities and their carrying amounts in the consolidated

financial statements. However, the deferred income tax is not accounted for if it arises from initial

recognition of an asset or liability in a transaction other than a business combination that at the

time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax

is determined using tax rates (and laws) that have been enacted or substantially enacted by the

Balance Sheet date and are expected to apply when the related deferred income tax asset is

realised or the deferred income tax liability is settled.

62

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

5.1 Income Tax (continued)

Deferred income tax assets are recognised only to the extent that it is probable that future taxable

profit will be available against which the temporary differences, and losses can be utilised.

$NZ000’sMarch 2025March 2024

Income tax benefit

Current tax- -

Deferred tax(4,561)(3,081)

(4,561)(3,081)

Taxation expense is calculated as follows:

Profit before income tax25,854 28,393

Tax at the New Zealand tax rate of 28% 7,239 7,950

Adjusted by the tax effect of:

Non-deductible impairment of goodwill56 156

Non-deductible expenditure364 254

Capitalised interest deductible for tax(3,629) (6,765)

Taxable deferred management fees(10,309) (7,941)

Non-assessable revaluation of investment property(25,248) (16,799)

Taxable depreciation(9,869) (10,691)

Accounting depreciation5,778 4,863

Right of use asset373 8,771

Non-deductible impairment of fixed asset7,287 3,801

Adjustment for timing difference of provisions(545) 384

Losses generated 28,503 16,017

Current tax expense--

Impact of movements in investment property(4,865) (1,819)

Impact of movements in property, plant and equipment (3,672) 17,015

Impact of movements in right of use assets(230) (96)

Impact of movements in held for sale assets(163) (7,921)

Other adjustments557 (290)

Deferred management fee10,309 7,554

Losses (recognised) / utilised or derecognised (6,497) (17,524)

Deferred tax benefit(4,561)(3,081)

Income tax benefit (4,561)(3,081)

Movement in the Deferred Tax Balance:

$NZ000’s

Balance

1 April 2024

Recognised in

Consolidated

Statement of

Comprehensive

Income

Recognised

in Other

Comprehensive

Income

Balance

31 March 2025

Investment property 4,016 4,865 - 8,881

Property, plant and equipment (31,877)3,672(5,211)(33,416)

Right of use assets 260 230 - 490

Held for sale assets (163)163 - -

Provisions and other assets / liabilities 6,296 (557)6506,389

DMF revenue in advance (20,862)(10,309) - (31,171)

Tax losses 42,330 6,497 - 48,827

Deferred tax assets / (liabilities)-4,561(4,561)-


$NZ000’s

Balance

1 April 2023

Recognised in

Consolidated

Statement of

Comprehensive

Income

Recognised

in Other

Comprehensive

Income

Balance

31 March 2024

Investment property2,197 1,819 - 4,016

Property, plant and equipment (10,944) (17,015) (3,918) (31,877)

Right of use assets164 96 - 260

Held for sale assets(8,084) 7,921 - (163)

Provisions and other assets / liabilities 5,169 290 837 6,296

DMF revenue in advance (13,308) (7,554) - (20,862)

Tax losses24,806 17,524 - 42,330

Deferred tax assets / liabilities-3,081(3,081)-

Recognition and Measurement

No income tax was paid or payable during the year (March 2024: nil).

63

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

5.1 Income Tax (continued)

Key Accounting Judgements

Deferred Tax on Investment Property

Deferred tax on investment property is assessed on the basis that the asset value will be realised

through use (“Held for Use”). An initial recognition exemption has been applied to newly developed

village sites in accordance with NZ IAS 12 Income Taxes.

The Group’s ORAs comprise two distinct cash flows (being an ORA deposit upon entering the unit

and the refund of this deposit upon exit). In determining the tax base of investment property, the

Group considered whether taxable cash flows are received at the end of the ORA period (i.e. upon

refund of the ORA deposit by way of set off on exit by a resident) or at the beginning of the ORA

period (i.e. at time of the receipt of the ORA deposit). The Group has carefully evaluated all the

available information and considers it appropriate to recognise and measure the tax base and

associated deferred tax based on the taxable cash flows being receivable at the end of the ORA

period as this best represents the Group’s contractual entitlement.

In calculating deferred tax under the Held for Use methodology, the Group has made significant

judgements to determine taxable temporary differences. The carrying value of the Group’s

investment property is determined on a discounted cash flow basis and includes cash flows that

are both taxable and non-taxable in the future. The Group has recognised deferred tax on the cash

flows with a future tax consequence being DMF and deductible amounts as provided by external

valuers, to the extent that it doesn’t relate to land. The Group uses the external valuers’ valuation of

land and improvements to estimate the apportionment of cash flows arising from the depreciable

(i.e. buildings) and non-depreciable components (i.e. land).

Deferred tax on non-residential buildings

On 28 March 2024, the Government passed the Taxation (Annual Rates for 2023–24, Multinational

Tax, and Remedial Matters) Act, which included tax legislation changes including the removal of tax

deductions for depreciation on non-residential buildings. The change largely reinstates the policy

that was in place between 2012 and 2020. Specifically, the tax depreciation rate will be set at 0%

for all buildings (residential and non-residential) with an estimated useful life of 50 years or more,

from the 2024/25 year onwards. This resulted in an increase in the deferred tax liability in respect

of Property, Plant and Equipment and Investment Property of $28.4m as at 31 March 2024 for the

Group, but did not result in any change to the total deferred tax recognised on the balance sheet

of nil due to the recognition of previously unrecognised tax losses.

Recognition of Deferred Tax on Tax Losses

After taking into consideration tax losses generated in the year to 31 March 2025, the Group now

has an estimated $355.3m (March 2024: $253.7m) of available tax losses as at 31 March 2025.

The Group may recognise deferred tax assets to the extent that it is probable that the Group will

generate future economic profits to offset the deferred tax assets or to the extent that they offset

deferred tax liabilities. As at 31 March 2025 the Group recognised a deferred tax asset of $48.8m

(March 2024: $42.3) representing tax losses generated in order to offset the net deferred tax

liability position. All other available losses generated are held off balance sheet. Total available

losses are noted below:

NZ$000’sMarch 25March 24

Opening balance – tax losses253,720201,282

Prior period adjustments: other(12)(4,773)

Losses per Inland Revenue253,708196,509

Losses utilised for the year --

Losses forfeited during the year--

Losses generated during the year101,64057,211

Closing balance – tax losses355,348253,720

5.2 Intangible Assets

Accounting Policy

Goodwill

Goodwill represents the excess of cost of an acquisition over the fair value of the Group’s share

of the net identifiable assets of the acquired subsidiary or business at the date of acquisition.

Goodwill is not amortised. Instead, goodwill is tested at least once annually for impairment at

31 March and carried at cost less accumulated impairment losses. Impairments are recognised in

the Statement of Comprehensive Income. Gains and losses on the disposal of an entity or cash

generating unit (“CGU”) include the carrying amount of goodwill relating to the entity or CGU sold.

Goodwill is allocated to CGUs and these CGUs are grouped where appropriate for the purpose of

impairment testing. The allocation is made to those CGUs or groups of CGUs that are expected to

benefit from the business combination in which the goodwill arose.

64

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

5.2 Intangible Assets (continued)

Computer Software

Costs associated with maintaining computer software programmes are recognised as an expense

as incurred. Acquired computer software licenses are capitalised on the basis of the costs incurred

to acquire and bring to use the specified software. Where computer software licences are housed

in the cloud they are capitalised to the extent the Group controls the licence and has rights to

the software beyond rights to access. These costs are amortised on a straight line basis over their

estimated useful lives (2.5 – 8 years).

$NZ000’sGoodwillSoftwareTotal

Year ended 31 March 2025

Opening net book amount2,8812,7825,663

Additions-311311

Transfer to Property, Plant and Equipment--

Amortisation-(779)(779)

Impairment charge(198)-(198)

Disposal(284)-(284)

Closing net book amount2,3992,3144,713

As at 31 March 2025

At cost207,9535,289213,242

Accumulated amortisation and impairment(205,554)(2,975)(208,529)

Net book amount2,3992,3144,713

Year ended 31 March 2024

Opening net book amount3,1673,5506,717

Additions269197466

Transfer to Property, Plant and Equipment(363)(363)

Amortisation-(557)(557)

Impairment charge(555)-(555)

Disposal-(45)(45)

Closing net book amount2,8812,7825,663

As at 31 March 2024

At cost208,2374,978213,215

Accumulated amortisation and impairment(205,356)(2,196)(207,552)

Net book amount2,8812,7825,663

Impairment Test for Goodwill

The carrying value of goodwill has been assessed on a site by site basis taking into account the

sites results as a whole. An impairment is recognised when the carrying value of goodwill plus

chattels is greater than the CBRE Limited value of goodwill plus chattels.

The carrying amount of goodwill at each site is not significant in comparison to the total amount of

goodwill. All goodwill is allocated to the care CGUs.

Key Judgements in Applying the Accounting Policies

Care CGUs Recoverable Amount

The recoverable amount of the individual care sites has been determined based on an external

valuation of fair value less costs to sell by CBRE Limited as an external valuer. The fair value less

costs to sell is considered level 3 in the fair value hierarchy. This has been used for comparison to

current carrying value. The assumptions used in determining the fair value for care centres are

disclosed in note 3.2.

5.3 Trade and Other Receivables

Accounting Policy

Trade receivables are amounts due from residents and various government agencies in the ordinary

course of business and are recognised initially at fair value, being its transaction price, plus

transaction costs. Trade receivables are held with the objective of collecting the contractual cash

flows and therefore they are subsequently measured at amortised cost using the effective interest

method, less a provision for impairment.

Occupation licence payment receivables are recognised at the point in time that an ORA becomes

unconditional and has either “cooled off” or where the resident is in occupation, and the resident

has not yet made all of the contractual licence payment to the Group. The long term portion of this

receivable has been discounted by $1.8m (March 2024: $1.9m).

65

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

5.3 Trade and Other Receivables (continued)

$NZ000’sMarch 25March 24

Net trade and other receivables

Trade receivables19,20721,632

Less: Loss allowance (263)(299)

18,94421,333

Occupation licence payment receivable

1

93,89593,788

Insurance Receivable2484,914

Prepayments4,7044,829

Trade and other receivables117,791124,864

Recognition, Measurement and Judgements in Applying Accounting Policies

The Group applies the simplified approach to measuring expected credit losses which uses a

lifetime expected loss allowance for all trade receivables and requires recognition from initial

recognition of the trade receivable. To measure expected credit losses, trade receivables have been

grouped and reviewed on the basis of the number of days since resident departure and the funding

stream and type of debtor. Judgement is used in selecting the inputs to the impairment calculation

and is based on past history and forward looking assumptions.

The Group has the following financial assets subject to the application of the expected credit

loss model:

• Trade receivables from care operations for the provision of care fees revenue for rest home and

hospital fees. These are split between private amounts owed by residents and amounts due from

agencies such as the Ministry of Health and ACC.

• Trade receivables from village operations for the provision of weekly service fees and occupation

licence payment receivables. These are receivable from residents.

The Group has applied a simplified approach to calculating the expected loss rate expected

by applying a 1.5% allowance to trade receivables from care operations (2024: 1.5%) and

0% from village operations (2024: 0%), adjusted for any other known factors with respect to

individual debts.

There is no significant concentration of credit risk as trade receivables relate to individual residents

and government agencies.

5.4 Trade and Other Payables

Accounting Policy

Trade and other payables represent liabilities for goods and services provided to the Group prior

to the end of financial year which are unpaid. The amounts are unsecured and are usually paid

within 30 days of recognition.

Trade payables are recognised initially at fair value less transaction costs and subsequently

measured at amortised cost using the effective interest method.

Wages and Salaries, Annual Leave and Long Service Leave

Liabilities for wages and salaries, including non-monetary benefits and annual leave are

recognised in other payables in respect of employees’ services up to the reporting date and are

measured at the amounts expected to be paid when the liabilities are settled.

The liability for employee entitlements is carried at the present value of the estimated future

cash flow.

The liability for long service leave is recognised in the provision for employee entitlements and

measured as the present value of expected future payments to be made in respect of services

provided by employees up to the reporting date. Consideration is given to expected future wage

and salary levels, experience of employee departures and periods of service.

$NZ000’sMarch 25March 24

Trade payables3,83814,975

Development accruals4,9209,266

Sundry payables and accruals

1

3,7883,106

Accrued interest on external borrowings 1,3561,355

Employee entitlements22,54323,355

Trade and other payables36,44552,057

1 Occupation licence receivable includes an amount of $65.1m in relation to short term occupation licence receivables expected to be recovered in less than

12 months. (31 March 2024: $74.0m).

66

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

5.5 Related Party Transactions

The below entities are subsidiaries of Oceania Healthcare Limited.

Name of EntityPrincipal Activities20252024Class of shares

Oceania Group (NZ) Limited Corporate office functions100%100%Ordinary

Oceania Care Company LimitedOperation of aged care centres100%100%Ordinary

Oceania Village Company Limited

Ownership and operation of

retirement villages100%100%Ordinary

OCA Employees Trustee Limited

Hold Employee Share Scheme

shares on behalf of employees100%100%Ordinary

Bream Bay Village Limited

2

Non operating100%100%Ordinary

All subsidiaries are incorporated in New Zealand and have a balance date of 31 March

(2024: 31 March). There are no significant restrictions on subsidiaries.

Key Management Personnel Compensation

Key management personnel are all executives with the authority for the strategic direction and

management of the Group and exclude those in an Acting capacity.

$NZ000’sMarch 25March 24

Directors’ remuneration 833871

Directors’ dividends including DRP-395

Salaries and other short term employee benefits

3

4,7432,967

Long Term Incentive Scheme21164

Key management personnel dividends including DRP-4

Termination benefits

2

622338

6,2194,739

Transactions with Related Parties

There are no outstanding balances with related parties (March 2024: nil).

5.6 Financial Risk Management

The Group’s activities expose it to a variety of financial risks: market risks (including cash flow

interest rate risk), credit risk and liquidity risk. The Group’s overall risk management programme

focuses on the unpredictability of financial markets and seeks to minimise potential adverse

effects on the financial performance of the Group. The Group uses derivative financial instruments

such as interest rate swap contracts to hedge certain interest rate risk exposures. Derivatives are

exclusively used for hedging purposes, i.e. not as trading or other speculative instruments. The

Group uses different methods to measure different types of risk to which it is exposed. These

methods include sensitivity analysis in the case of interest rates to determine market risk and aging

analysis for credit risk.

Classification and measurement

Financial assets are required to be classified into three measurement categories: those measured

at fair value through profit and loss, those measured at fair value through other comprehensive

income and those measured at amortised cost. The determination is made at initial recognition.

The classification depends on the entity’s business model for managing its financial instruments

and the contractual cash flow characteristics of the instrument. Trade receivables are amounts

due from residents and various government agencies held to collect contractual cash flows

in the ordinary course of business. These balances are held at amortised cost less a provision

for impairment.

Risk management is carried out centrally by management under policies approved by the Board

of Directors. The Directors provide written principles for overall risk management, as well as policies

covering specific areas, such as interest rate risk, credit risk, use of derivative financial instruments

and non-derivative financial instruments.

(a) Fair Value Estimation

All financial assets (cash and cash equivalents, trade and other receivables and certain right of use

assets) and financial liabilities (trade and other payables, lease liabilities and bank borrowings),

other than derivatives, are measured at amortised cost, which approximates to fair value.

Financial liabilities measured at amortised cost are fair valued using the contractual cash flows. In

considering the fair value of interest bearing assets and liabilities the estimated future interest rates

approximate the discount rates used in a fair value assessment.

1 Sundry payables include $0.1m (March 2024 $0.1m) relating to cash held on behalf of residents.

2 The business operations and assets of Bream Bay Village Limited were sold to Oceania Village Limited on 30 September 2022 at carrying amount. Subsequent

to this date the company is dormant.

3 Termination payments were made to two employees who met the definition of key management and ceased to be employed by the Group during the period

(March 2024: one employee).

67

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

5.6 Financial Risk Management (continued)

(b) Market Risk

Market risk is the risk that changes in market prices such as interest rates will affect the Group’s

income. The objective of market risk management is to manage and control market risk exposures

within acceptable parameters, while optimising the return on risk.

(c) Cash Flow Risk

The Group has no significant interest-bearing assets, as such the Group's income is substantially

independent of changes in market interest rates.

The Group's interest rate risk arises from long-term borrowings. Borrowings issued at variable

rates expose the Group to cash flow interest rate risk. The cash flow and interest rate risks are

monitored by the Directors on a monthly basis. The Directors monitor the existing interest rate

profile with reference to the Group’s Treasury Policy and the Group’s underlying interest rate

exposure. Management present interest rate hedging analysis and strategies to the Directors for

consideration and seek Director approval prior to entering into any interest rate swaps.

The following table shows the sensitivity of the Group's Profit / (Loss) and equity to a movement in

interest rates of +/-1%. This assumes all other variables remain constant.

+1%-1%

$NZ000’sProfit / (Loss)EquityProfit / (Loss)Equity

2025

Interest expense3,7983,213(3,798)(3,213)

Change in fair value of cash flow hedges-605-(612)

2024

Interest expense3,5162,514(3,516)(2,514)

Change in fair value of cash flow hedges-1,147-(1,170)

Interest Rate Swaps

It is the Group's policy to manage interest rate risk through the use of interest rate swaps to reduce

the impact of changes in interest rates on its floating rate long term debt. The objective of the

interest rate swaps is to protect the Group from the short to medium term impact to cash flows

which arises out of variability in floating interest rates.

Interest rate swaps are initially recognised at fair value on the date a contract is entered into and

are subsequently measured at fair value on each reporting date. The fair values of the interest

rate swaps are determined based on cash flows discounted to present value using current market

interest rates.

Interest swaps are assessed for effectiveness at each reporting period. A retrospective

calculation will be used to determine the amount of any ineffectiveness to recognised in

comprehensive income.

The expected causes of ineffectiveness are as follows:

• Credit risk of the bank;

• Insufficient level of floating rate debt;

• Differing interest settlement dates; or

• Inter Bank Offered Rate (“IBOR”) reform if the BKBM rate is replaced with another measure.

When interest rate swaps meet the criteria for cash flow hedge accounting, the effective portion

of the gain or loss on the hedging instrument is recognised in other comprehensive income (loss

of $1.6m, March 2024: loss of $2.1m), while the ineffective portion is recognised in other expenses

in the Consolidated Statement of Comprehensive Income (nil impact, March 2024: nil impact).

Amounts taken to the interest rate reserve are transferred out of the reserve and included in the

measurement of the hedged transaction when the forecast transaction occurs. When interest rate

swaps do not meet the criteria for cash flow hedge accounting, all movements in fair value of the

hedging instruments are recognised in the Consolidated Statement of Comprehensive Income.

Under the interest rate swap agreements, the Group has a right to receive interest at variable rates

and an obligation to pay interest at fixed rates. Of the interest rate swaps in place at 31 March

2025, $50.0m (March 2024: $100m) are being used to cover approximately 12.2% (March 2024:

23.9%) of the loan principal outstanding. Bank loans of the Group currently bear an average fixed

interest rate (including margin and line fees) of 4.3% (March 2024: 4.2%). The fair value of these

agreements at 31 March 2025 is a $0.7m asset (March 2024: $3.0m asset). The agreements were

entered into in 2019 and cover notional amounts for a period of 3 years, 5 years, and 7 years.

68

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

5.6 Financial Risk Management (continued)

The notional principal amounts and the period of expiry of the interest rate swap contracts are

as follows:

Average contracted

fixed interest rateNotional principal amount

March 25

%

March 24

%

March 25

$NZ000’s

March 24

$NZ000’s

Less than 1 year-3.25-50,000

Between 1 and 3 years3.413.4350,00050,000

Between 3 and 5 years---

(d) Credit Risk

Credit risk arises from cash and cash equivalents, derivative financial instruments and deposits

with banks and financial institutions, as well as credit exposure from trade and other receivables.

In the normal course of business, the Group has no significant concentrations of credit risk. Other

than on a small number of exceptions, the Group requires settlement of the ORA before allowing

occupation of its villas or apartments. Therefore, the Group does not face significant credit risk.

The values attached to each financial asset in the Consolidated Balance Sheet represent the

maximum credit risk. No collateral is held with respect to any financial assets. The Group enters

into financial instruments with various counterparties in accordance with established limits as

to credit rating and dollar limits and does not require collateral or other security to support the

financial instruments.

Concentrations

Cash and cash equivalents of the Group are deposited with one of the major trading banks. Non-

performance of obligations by the bank is not expected due to the credit rating of the counter

party considered. The Standard and Poors credit rating of the counter party as at 31 March 2025

is AA- (March 2024: AA-).

The Group’s receivables represent distinct trading relationships with each of the residents. There

are no concentrations of credit risk with residents. Large receivables generally relate to the

residential care subsidies which are received from Health New Zealand Te Whatu Ora and Work

and Income New Zealand. Neither of these entities has demonstrated, or is considered, a credit risk.

(e) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities,

the availability of funding through an adequate amount of committed credit facilities and the

ability to close-out market positions. Due to the dynamic nature of the underlying businesses, the

Directors aim at maintaining flexibility in funding by keeping committed credit lines available.

Cash flow forecasting is regularly performed by management. Management monitors rolling

forecasts of the Group's liquidity requirements to ensure it has sufficient cash to meet operational

needs, while maintaining headroom on its undrawn committed borrowing facilities at all times

so that the Group does not breach borrowing limits or covenants on any of its borrowing

facilities. Such forecasting takes into consideration the Group's debt financing plans and

covenant compliance.

The table below shows the maturity analysis of the Group's contractual undiscounted cash flows.

$NZ000’s

Less than

1 Year

Between 1

and 2 Years

Between 2 and

5 Years

Over

5 Years

2025

Trade and other payables8,749---

Lease liabilities2,5821,9804,4794,165

Borrowings6,1756,175281,378360,633

Cash flow hedge - interest rate swaps70446--

Refundable occupation right agreements

1

1,106,813---

2024

Trade and other payables24,238---

Lease liabilities2,0692,3784,6525,361

Borrowings6,1756,175656,508-

Cash flow hedge - interest rate swaps1,9271,067151-

Refundable occupation right agreements

1

1,004,269---

1 Refundable ORAs are classified as being repayable on demand, and therefore fully repayable within 12 months.

69

Oceania

Annual Report 2025

Notes to the Consolidated financial statements
FOR THE YEAR ENDED 31 MARCH 2025

5.6 Financial Risk Management (continued)

Of the derivative financial instruments value of $0.74m on the Consolidated Balance Sheet as at

31 March 2025 $0.7m is classified as current and $0.04m is classified as non-current (March 2024:

balance of $0.3m as current, $2.7m classified as non-current).

The refundable ORAs are repayable to the resident on vacation of the unit, apartment, care

suite or on the termination of the occupation right agreement and subsequent resale of the unit,

apartment or care suite.

(f) Capital Risk Management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue

as a going concern, to provide returns for shareholders and benefits for other stakeholders and

to maintain an optimal capital structure to reduce the cost of capital. The consolidated financial

statements are prepared on a going concern basis.

5.7 Contingencies and Commitments

At 31 March 2025, the Group had no contingent liabilities (March 2024: nil).

At 31 March 2025, the Group has a number of commitments to develop and construct certain

development sites totalling $31.0m (March 2024: $45.3m).

There are no significant unrecognised contractual obligations entered into for future repairs and

maintenance at balance date.

5.8 Events After Balance Date

Divestments

On 13 May 2025, $1.8m was received in full and final settlement for the sale of the Woburn care

centre located in Waipukurau.

Other

There have been no other significant events after balance date.

70

Oceania

Annual Report 2025

Independent
Auditor’s Report

A member firm of Ernst & Young Global Limited






Page 2

Independent auditor’s report to the shareholders of Oceania Healthcare Limited

Opinion

We have audited the financial statements of Oceania Healthcare Limited (the “Company”) and its

subsidiaries (together the “Group”) on pages 34 to 70, which comprise the consolidated balance sheet

of the Group as at 31 March 2025, and the consolidated statement of comprehensive income,

consolidated statement of changes in equity and consolidated cash flow statement for the year then

ended of the Group, and the notes to the consolidated financial statements including material

accounting policy information.

In our opinion, the consolidated financial statements on pages 34 to 70 present fairly, in all material

respects, the consolidated financial position of the Group as at 31 March 2025 and its consolidated

financial performance and cash flows for the year then ended in accordance with New Zealand

Equivalents to International Financial Reporting Standards and International Financial Reporting

Standards.

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken

so that we might state to the Company’s shareholders those matters we are required to state to them

in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not

accept or assume responsibility to anyone other than the Company and the Company’s shareholders,

as a body, for our audit work, for this report, or for the opinions we have formed.

Basis for opinion

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

responsibilities under those standards are further described in the Auditor’s responsibilities for the

audit of the financial statements section of our report.

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

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

Zealand) issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled

our other ethical responsibilities in accordance with these requirements.

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

for our opinion.

Ernst & Young provides other assurance and remuneration benchmarking services to the Group.

Partners and employees of our firm may deal with the Group on normal terms within the ordinary

course of trading activities of the business of the Group. We have no other relationship with, or

interest in, the Group.

Key audit matters

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

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

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

opinion thereon, but we do not provide a separate opinion on these matters. For each matter below,

our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the

financial statements section of the audit report, including in relation to these matters. Accordingly,

our audit included the performance of procedures designed to respond to our assessment of the risks

of material misstatement of the financial statements. The results of our audit procedures, including

the procedures performed to address the matters below, provide the basis for our audit opinion on the

accompanying consolidated financial statements.

A member firm of Ernst & Young Global Limited






Page 3

Investment property and freehold land and buildings valuation

Why significant How our audit addressed the key audit matter

As disclosed in notes 3.1 and 3.2 of the consolidated

financial statements:

• The Group’s investment property (“village assets”)

portfolio was valued at $1.972 billion at

31 March 2025 and included completed investment

property and investment property under development.

• The Group’s freehold land and buildings (“care assets”)

were valued at $799 million at 31 March 2025. This

included completed care centre land and buildings

operated by the Group for the provision of care services

and care centres under development.


Where village assets and care assets were considered to be

able to be reliably valued, valuations were carried out by a

third party valuer (the Valuer). The valuation of village

assets and care assets is inherently subjective given that

there are alternative assumptions and valuation methods

that may result in a range of values.


For village assets, key assumptions are made in respect of:

• discount rate;

• forecast house price inflation;

• the average entry age of residents; and

• the occupancy periods of the units for each village.

For care assets, key assumptions are made in respect of:

• capitalisation rates; and

• earnings per care bed.

Properties which are externally valued are recorded in the

consolidated financial statements at a Directors’ valuation

which is generally based on the value determined by the

Valuer as at 31 March 2025.


Village and care assets under development whose value

cannot be reliably determined, generally those which are not

substantially progressed, are carried at the fair value of the

land plus the cost of work undertaken.


Our audit procedures included the following:

• Held discussions with management to understand:

• sales or purchases of the Group’s village and care

assets;

• changes in the condition of each property; and

• their internal review of the valuation report.

• Held discussions with the Valuer to gain an

understanding of the assumptions and estimates used

and the valuation methodologies applied;


• On a sample basis we:

• involved our real estate valuation specialists to

assist with our assessment of the methodologies

used and whether the significant valuation

assumptions fell within a reasonable range;

• assessed key inputs of property specific

information supplied to the Valuer by the Group,

including resident schedules, Occupational Rights

Agreement (“ORA”) and occupancy data, to the

underlying records held by the Group; and

• assessed the significant input assumptions applied

by the Valuer compared to previous period

assumptions, taking into account the changing

state of the properties and other market changes.

• Assessed the competence, capability and objectivity of

the Valuer;

• Tested the allocation of costs from work in progress to

completed village units and other assets;

• Considered the impact of new development work and

the completeness of the assets included in the

valuation;

• Considered management’s assessment of the fair value

of village and care assets that are not substantially

progressed at balance date.

• Assessed the adjustments made between the amounts

determined by the Valuer and the recorded valuation

amounts, including those arising from seismic

strengthening and tested the quantum of these

adjustments; and

• Considered the adequacy of the disclosures in Note 3.1

and 3.2.

Information other than the financial statements and auditor’s report

The directors of the Company are responsible for the other information. The other information

comprises the annual report, which includes the Climate Statement but does not include the financial

statements and our auditor’s report thereon. We obtained the annual report other than the Climate

Statement prior to the date of this auditor’s report. The Climate Statement is expected to be made

available to us after the date of this report.

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

not express any form of assurance conclusion thereon.


A member firm of Ernst & Young

Global Limited

71

Oceania

Annual Report 2025

Independent
Auditor’s Report

A member firm of Ernst & Young Global Limited






Page 4

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

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

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

appears to be materially misstated.

If, based upon the work we have performed on the other information that we obtained prior to the

date of this auditor’s report, we conclude that there is a material misstatement of this other

information, we are required to report that fact. We have nothing to report in this regard. When we

read the Climate Statement, if we conclude that there is a material misstatement therein, we are

required to communicate the matter to those charged with governance and, if uncorrected, to take

appropriate action to bring the matter to the attention of users for whom our auditor’s report was

prepared.

Directors’ responsibilities for the financial statements

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the

consolidated financial statements in accordance with New Zealand Equivalents to International

Financial Reporting Standards and International Financial Reporting Standards, and for such internal

control as the directors determine is necessary to enable the preparation of financial statements that

are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing on

behalf of the entity the Group’s ability to continue as a going concern, disclosing, as applicable,

matters related to going concern and using the going concern basis of accounting unless the directors

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

Auditor’s responsibilities for the audit of the financial statements

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

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

issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with International Standards on Auditing

(New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from

fraud or error and are considered material if, individually or in the aggregate, they could reasonably

be expected to influence the economic decisions of users taken on the basis of these consolidated

financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is

located at the External Reporting Board’s website: https://www.xrb.govt.nz/standards/assurance-

standards/auditors-responsibilities/audit-report-1-1/. This description forms part of our auditor’s

report.

The engagement partner on the audit resulting in this independent auditor’s report is Brent Penrose.


Chartered Accountants

Auckland

22 May 2025



A member firm of Ernst & Young

Global Limited

72

Oceania

Annual Report 2025

This section of the Annual Report provides information on Directors’ independence, diversity and
inclusion policies, remuneration and statutory disclosures.

Oceania’s governance framework is guided by the recommendations set out in the January 2025

edition of the NZX Corporate Governance Code (NZX Code). Oceania has prepared a statement

on the extent to which it has followed the recommendations in the NZX Code. The Corporate

Governance Statement is current as at 31 March 2025. Oceania considers that it has followed the

recommendations in the NZX Code in all respects during FY2025.

For detailed information on Oceania’s corporate governance policies, practices and processes

please refer to the Investors’ section on the Oceania website - www.oceaniahealthcare.co.nz/

investor-centre/governance. This contains the following documents:

• Corporate Governance Statement

• Constitution

• Charters

– Board Charter

– Audit Committee Charter

– Clinical and Health and Safety Committee Charter

– Development Committee Charter

– People and Culture Committee Charter

– Sustainability Committee Charter

– Risk Committee Charter

• Policies

– Code of Values and Conduct

– Continuous Disclosure Policy

– Diversity and Inclusion Policy

– External Auditor Independence Policy

– Fraud Policy

– Health and Safety Policy

– Privacy Policy

– Remuneration Policy

– Trading in Company Securities Policy

– Whistleblowing Policy

• Dividend Reinvestment Plan Offer Document

Director independence

As at 31 March 2025, the Board comprised six Directors. All of the Directors are non-executive

Directors. The Board has considered which of the Directors are Independent Directors for the

purposes of the NZX Listing Rules, having regard to the rules, including the factors in the NZX

Code. The Board has determined that, as at 31 March 2025, all six Directors are Independent

Directors, including the Chair and the Chair of the Audit Committee. As at the date of this

Annual Report, the Directors are:

Elizabeth CouttsChair, Independent DirectorAppointed in November 2014

Alan IsaacIndependent DirectorAppointed in October 2015

Dame Kerry PrendergastIndependent DirectorAppointed in December 2016

Sally EvansIndependent DirectorAppointed in March 2018

Gregory TomlinsonIndependent DirectorAppointed in March 2018

Robert HamiltonIndependent DirectorAppointed in September 2021

Committee Membership

The Board has six standing committees to assist in the execution of the Board’s duties, being

the Audit Committee, the People and Culture Committee, the Clinical and Health and Safety

Committee, the Development Committee, the Sustainability Committee and the Risk Committee.

As at 31 March 2025, membership of the committees was as follows:

Audit Committee – Alan Isaac (Chair), Elizabeth Coutts, Rob Hamilton

People and Culture Committee – Rob Hamilton (Chair), Elizabeth Coutts, Alan Isaac

Clinical and Health and Safety Committee – Dame Kerry Prendergast (Chair),

Elizabeth Coutts, Sally Evans

Development Committee –Gregory Tomlinson (Chair), Elizabeth Coutts

Sustainability Committee – Sally Evans (Chair), Elizabeth Coutts, Rob Hamilton

Risk Committee – Alan Isaac (Chair), Elizabeth Coutts, Dame Kerry Prendergast

Corporate Governance

73

Oceania

Annual Report 2025

Diversity and Inclusion
Oceania’s Diversity and Inclusion Policy is available on its website at

https://www.oceaniahealthcare.co.nz/investor-centre/governance. The Diversity and

Inclusion Policy aims to ensure that Oceania has a focus on diversity throughout the

organisation. This recognises that a diverse workforce contributes to business growth and

performance, helping to drive an inclusive, high-performance environment in addition to being

reflective of our resident community.

The Board considers that the Diversity and Inclusion Policy has been successfully implemented

across the business and remains a key focus with an excellent balance of gender at Director and

officer levels. As at 31 March 2025 (and 31 March 2024 for the prior comparative period), the

gender breakdown of the Directors, officers (as that term is defined in the NZX Listing Rules) and

employees is as follows:

31 March 202531 March 2024

GenderMaleFemale

Gender

Diverse

1

MaleFemale

Gender

Diverse

1

Directors330430

Officers240240

Employees4692,22524682,4972

Oceania has introduced internal systems and processes to allow regular and efficient monitoring

of policy objectives including the implementation of a centralised Human Resources Information

System (HRIS) designed to ensure Oceania can capture and report diversity data in real time. This

data includes gender, ethnicity (inclusive of Iwi affiliation) and age (as far as people are willing

to declare).

This enhanced data capture will substantially increase Oceania’s ability to make informed policy,

remuneration and employee related decisions.

Remuneration Report

Remuneration Overview

Oceania presents this remuneration overview for the year ended 31 March 2025. This overview

provides details of Oceania’s approach to remuneration including incentive plans for executives

that were in place for the year ended 31 March 2025 and remuneration received by the CEO and

the Directors.

Remuneration Principles

It is recognised that in order to drive sustainable business performance and execute the

strategic plan, Oceania must attract and retain people of a high calibre with requisite expertise.

Accordingly, the Board sets the remuneration of executives with regard to this and other

business objectives.

It is Oceania’s policy to align components of executive remuneration with the performance of

Oceania and its shareholders. Executive remuneration therefore comprises both fixed and “at risk”

(or performance-based) elements which are both short and long-term in nature. The purpose of

this policy is to ensure that the interests of the executives, Oceania and its shareholders are aligned

during the period over which the business results are realised.

As a result, the remuneration framework is structured to promote the long-term sustainable growth

of Oceania with a portion of performance-based senior executive remuneration awarded as

rights to equity.

Remuneration Governance

Oceania has established a People and Culture Committee to assist the Board

in the conduct of the Board’s responsibilities with regard to people and culture,

including remuneration. The People and Culture Committee Charter can be found at

www.oceaniahealthcare.co.nz/investor-centre/governance.

The People and Culture Committee is responsible for:

• Reviewing and recommending changes to Oceania’s remuneration structure, people policies,

procedures and practices, objectives and performance;

• Reviewing and recommending changes to the remuneration of the CEO and executives,

having regard to Oceania’s strategy, vision, values, business objectives and performance, the

responsibilities and performance of executives and the general external market; and

• Reviewing and recommending changes to Director fees, taking into account the external market,

work load, succession planning and the need to offer competitive fees to attract and retain non-

executive Directors of a high calibre.

Corporate Governance

1. Gender diverse is self-identified and includes those who have selected “prefer not to say”.

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The Board is responsible for:

• Approving changes to Oceania’s remuneration structure, people policies, procedures and

practices, objectives and performance;

• Approving changes to the remuneration of the CEO and executives; and

• Recommending changes to non-executive Director remuneration, for approval by shareholders.

The members of the People and Culture Committee during the year ended 31 March 2025 were

Rob Hamilton (Chair), Elizabeth Coutts, Sally Evans and Alan Isaac.

Executive Remuneration Framework

Oceania’s remuneration structure for executives, including the Chief Executive Officer (“CEO”),

comprises three elements:

• Total fixed remuneration (“TFR”);

• Short term incentive (“STI”); and

• Long term incentive (“LT I”).

The following summarises each component of executive remuneration.

a. Total Fixed Remuneration

Fixed remuneration includes base salary and, in some cases, the provision of a carpark, a vehicle

allowance and KiwiSaver contributions. Each executive’s fixed remuneration is set based on the

individual’s position, market relativity, and the individual’s qualifications and experience. TFR is

reviewed annually.

b. Short Term Incentive

The STI for most executives is an annual cash payment which is dependent on the achievement of a

combination of Oceania and individual performance measures.

The performance measures are set by reference to the executive’s responsibility and particular

projects relevant to that executive and the business or function for which they are responsible.

The purpose of the STI is to reward executives for meeting measurable objectives linked to a

financial year.

The table below sets out the key terms for the STI plan granted to executives during the year ended

31 March 2025:

FeatureApproach

PurposeAlign individual performance with Oceania objectives

Provide individuals with a competitive market position for total reward (i.e. variable and

fixed pay components)

EligibilityThose considered for participation in the STI programme must be able to impact

the performance of their work area or function and also contribute to Oceania’s

overall performance.

InstrumentAll executives except CEO, CFO and CPOO:

Cash payment

CEO, CFO and CPOO:

Cash payment and deferred share rights

The STI Outcome has both a cash and deferred component with 80% of the STI

Outcome paid in cash and 20% deferred in the form of Restricted Share Rights, which

provides participants the opportunity to acquire fully paid ordinary shares. Restricted

Share Rights vest with reference to the STI Payment Date (Grant Date):

• One third of the Restricted Share Rights will vest on the date which is 12 months from

the Grant Date;

• One third of the Restricted Share Rights will vest on the date which is 24 months

from the Grant Date;

• One third of the Restricted Share Rights will vest on the date which is 36 months

from the Grant Date.

Entry Hurdles (both of which must

be met)

1. Health and Safety improvements

2. GHG emission reduction targets

Performance Targets (each of

which has a 50% weighting and a

minimum threshold, plus the ability

to achieve a stretch outcome of up

to 150% of target)

1. Underlying EBITDA growth

2. Net Debt reduction

Outcome FY2025In relation to the year ended 31 March 2025:

1. Both Entry Hurdles were met.

2. 105% of the Underlying EBITDA growth KPI was met.

3. 67% of the Net Debt reduction KPI was met.

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c. Long Term Incentive

Oceania currently has a share option plan as its LTI for the executive team (“Option Plan”). The

Option Plan was established to:

a) Reward and retain key employees

b) Drive longer term performance and alignment of incentives of participants with the interests of

Oceania’s shareholders; and

c) Encourage longer term decision making by participants.

The table below sets out the key terms of the grants made under the Option Plan during the period

to 31 March 2025:

FeatureApproach

EligibilityThe Board determines whether an Option Plan will operate and the extent (if any) to

which each executive is invited to participate in an Option Plan each year.

InstrumentParticipants in the Option Plan are granted options to acquire ordinary shares from

time to time. These options are exercisable by participants subject to those participants’

continued employment by Oceania, during specified exercise periods for a set

exercise price.

On exercise of the share options, Oceania will facilitate a cashless (net settled)

exercise by issuing such number of shares as is equal to the difference between the

then current market value and the exercise price of between $0.76 and $0.82 (less an

adjustment for tax paid on the holder’s behalf for the benefit received), multiplied by

the number of share options being exercised, divided by the then current market value

of Oceania’s shares.

Vesting periodApproximately three years, being the date on which the relevant share option is granted

until 10 business days after announcement of the Company’s final results three years

later (or such other date as determined by the Board).

Exercise periodParticipants have 90 days from the date the share options vest to exercise the

share options.

Dividends and voting rightsShare options do not have voting rights or entitlement to dividends.

Cessation of employment• If a participant ceases to be employed due to an “involuntary event” (such as death,

redundancy or total permanent illness or injury), the Board may, in its absolute

discretion determine whether the participant’s share options may be retained by the

participant as if he or she remained employed by Oceania, or whether the vesting of

such share options may be accelerated. Any share options that are not retained or

vested will lapse.

• If a participant ceases to be employed for any other reason, all of the participant’s

share options will lapse.

In addition to the Option Plan noted directly above, Oceania previously had a performance share

rights plan as an LTI for the executive team. The Share Rights in the 2022 scheme (vesting date

March 2025) were subject to one performance hurdle. The portion of Share Rights satisfying the

performance hurdle was determined on a straight line basis, from 0% where the Total Shareholder

Return (TSR) from the commencement date to the measurement date was equal to or less than the

25th percentile of the NZX50 Group, up to 100% where the TSR was equal to or greater than the

75th percentile of the NZX50 Group.

The performance hurdles for these Share Rights were not met on the measurement date and all

remaining share rights lapsed.

d. Senior Leaders LTI Scheme

Certain senior leaders have been invited to participate in a Senior Leaders LTI Scheme that has

been approved by the Board. The purpose of the Senior Leaders LTI Scheme is to provide an

incentive to emerging leaders, retain key talent and align the interests of emerging leaders, the

Executive Team and shareholders through the successful execution of Oceania’s strategy. The

Senior Leaders LTI scheme takes the form of a Share Option Plan. Senior leaders are offered an

incentive of a specified number of share options that vest if the share price hurdle is met and the

senior leader remains employed by Oceania at the time of vesting.

CEO Remuneration

A summary of the remuneration of the CEO, Suzanne Dvorak, is set out below.

Ms Dvorak commenced as Chief Executive Officer on 22 July 2024. The key terms of Ms Dvorak’s

employment contract and remuneration structure are provided below:

1. CEO Contract Key Terms

Contract durationNotice periodPost employment restraintNon solicitation period

Ongoing until terminated by either party6 months6 months12 months

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2. CEO Remuneration Structure

The table below sets out the components and various weightings of Ms Dvorak’s remuneration in

relation to the year ended 31 March 2025:

Target

%

Target

$

Stretch Target

(150% of

Target)

%

Stretch

Target

$

Annual Fixed Remuneration840,000840,000

Short Term Incentive (as % of Annual Fixed Remuneration)62.5%525,00093.75%787,500

Long Term incentive (as % of Annual Fixed Remuneration)60%504,000504,000

Total (annualised) 1,869,0002,131,500

CEO STI Plan and Outcome

For the year ended 31 March 2025, the STI Outcome was to be based on:

Entry Hurdles (both of which must be met)1. Health and Safety improvements

2. GHG emission reduction targets

Performance Targets (each of which has a 50% weighting

and a minimum threshold, plus the ability to achieve a stretch

outcome of up to 150% of target)

1. Underlying EBITDA growth

2. Net Debt reduction

The STI Outcome has both a cash and deferred component with 80% of the STI Outcome paid

in cash and 20% deferred in the form of Restricted Share Rights, which provide Ms Dvorak the

opportunity to acquire fully paid ordinary shares. Restricted Share Rights vest with reference to the

STI Payment Date (Grant Date):

• One third of the Restricted Share Rights will vest on the date which is 12 months from the

Grant Date;

• One third of the Restricted Share Rights will vest on the date which is 24 months from the

Grant Date;

• One third of the Restricted Share Rights will vest on the date which is 36 months from the

Grant Date;

In relation to the year ended 31 March 2025:

1. Both entry hurdles were met.

2. 105% of the Underlying EBITDA growth KPI was met.

3. 67% of the Net Debt reduction KPI was met.

A cash payment for the year ended 31 March 2025 will be made in June 2025. Refer to section 4

for further details.

LTI Option Plan

Ms Dvorak has been invited to participate in Oceania’s share option plan for the executive team

(“Option Plan”). During the period ended 31 March 2025, Ms Dvorak received long term incentive

benefits (comprised of share options granted under the Option Plan) with a value of $504,000 at

the time of the grant.

The table below sets out the key terms for the grant of share options made to Ms Dvorak under the

Option Plan during the period ended 31 March 2025:

FeatureApproach

InstrumentThe share options will vest to Ms Dvorak, subject to her continued employment by

Oceania, 10 business days after Oceania’s final results for the 2027 financial year

(or such other date as determined by the Board) and be exercisable from that date.

On exercise of the share options, Oceania will facilitate a cashless (net settled) exercise

by issuing such number of shares as is equal to the difference between the then current

market value of Oceania’s shares and the exercise price of $0.76, multiplied by the

number of share options being exercised, divided by the then current market value of

Oceania’s shares.

Oceania will pay tax on Ms Dvorak’s behalf for the taxable benefit received by

Ms Dvorak under the plan, and there will be a reduction in the number of shares to be

issued on exercise to the extent the amount of such tax is greater than the tax savings

available to Oceania (or a subsidiary) in relation to the share options.

Vesting periodApproximately three years, being 10 business days after the announcement of

Oceania’s final results for the 2027 financial year (or such other date as determined

by the Board).

Exercise periodMs Dvorak has 90 days from the date the share options vest to exercise the

share options

Dividends and voting rightsThe share options do not have voting rights or entitlement to dividends.

Cessation of employmentIf Ms Dvorak ceases to be employed due to an “involuntary event” (such as death,

redundancy or total permanent illness or injury), the Board may, in its absolute

discretion determine whether Ms Dvorak’s share options may be retained by the

participant as if she remained employed by Oceania, or whether the vesting of

the share options may be accelerated. Any share options that are not retained or

vested will lapse.

If Ms Dvorak ceases to be employed for any other reason, all her share

options will lapse.

3. CEO Transition Allowance

Ms Dvorak is paid a taxable transition allowance of $175,000, in equal monthly instalments, over

the first 18 months of employment, to assist her to relocate to New Zealand.

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4. CEO Remuneration for the year ended 31 March 2025

The remuneration paid to the respective Chief Executive Officers during the year ended

31 March 2025 is as follows:

Paid in FY2025

Total fixed remuneration

STISubtotalLTIP PAYE

Remuneration

TotalBase SalaryOther Benefits

Mr Pattison

1

525,06257,402579,3321,161,79614,1381,175,934

Ms Dvorak

2

581,538103,901-685,439-685,439

Earned in FY2025

Mr Pattison

1

342,95857,402189,332589,69214,138603,830

Ms Dvorak

2

581,539103,901312,958998,398-998,398

The Base Salary paid to Mr Pattison includes an annual leave payment of $203,970.

During the year to 31 March 2025, 62,500 share options held by Mr Pattison vested. Of the

remaining share options held at the time his employment ceased, 3,571,428 were forfeited and

3,571,428 were retained.

Other benefits in the above table represent a vehicle allowance and superannuation payments in

the case of Mr Pattison and represent the transition allowance and superannuation in the case

of Ms Dvorak.

During the year ended 31 March 2025, Ms Dvorak received remuneration of $685,439. This includes

the fixed remuneration and the transition allowance. Given Ms Dvorak commenced on 22 July

2024, Ms Dvorak did not receive an STI payment in relation to the year ended 31 March 2024.

Ms Dvorak is entitled to a STI of $312,958 in relation to the year ended 31 March 2025. The cash

component of the STI is $250,366 and will be paid in June 2025, with the remaining 20% deferred

in the form of restricted share rights.

Two-year summary – CEO’s remuneration

Name

Total

Remuneration

Percentage

STI against

maximum

Percentage

vested LTIs

against

maximum

Span of LTI

performance period

Brent PattisonFY2025$1,175,934-

3

--

Brent PattisonFY2024$1,138,626104%16.6%

2021-2022

2021-2023; or

2021-2024

4

Suzanne Dvorak

FY2025

22 July 2024 –

31 March 2025$685,43986%-

22 July 2024 –

31 March 2025

Total Shareholder Return Performance (Five Year Summary)

1. Mr Pattison’s employment as Chief Executive Officer ended on 21 July 2024.

2. Ms Dvorak commenced employment as Chief Executive Officer on 22 July 2024.

3. Brent Pattison received a discretionary STI payment of $189,332 in relation to FY2025 at the end of his employment. This payment made was not associated

with the achievement of any entry hurdles or performance targets.

4. Performance Share Rights in this grant had a measurement date of 31 March 2022, 31 March 2023 or and 31 March 2024. All vesting occurred at the end of the

three year period, on 31 March 2024.

50

100

150

200

Mar 25Mar 23Mar 22Mar 20Mar 21Mar 24

Total Shareholder Return (rebased to 100)

OceaniaNZX50

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Corporate Governance
Directors’ Fees

Directors’ remuneration is paid in the form of fees. A higher level of fees is paid to the Chair to

reflect the additional time and responsibilities that this position involves. Additional fees are

payable in respect of work carried out by the Chairs of the Audit Committee, People and Culture

Committee, the Clinical and Health and Safety Committee, the Development Committee and the

Sustainability Committee.

Non- executive Directors do not receive performance-based remuneration.

Total remuneration for non-executive Directors is subject to an aggregate fee pool limit. As at

31 March 2025, the maximum fee pool for non-executive Directors was $896,000 (plus GST, if any)

per annum. The pool was last fixed at the Annual Shareholders Meeting on 23 June 2022. This

maximum fee pool comprises total annual fees payable to non-executive Directors of $871,000 as

well as headroom of $25,000 in order to allow for the Board to approve payments to non-executive

Directors for assuming additional responsibilities above and beyond the normal duties of either the

Board or a Committee.

In the year ended 31 March 2025, the director fees paid to non-executive Directors was $833,000.

No payments were made to non-executive Directors for assuming additional responsibilities

above and beyond the normal duties of the Board or a Committee for significant strategic work

or projects.

Director Remuneration paid in the year ended 31 March 2025

DirectorBoard FeesAudit Committee

Clinical and Health and

Safety Committee

People and Culture

Committee

Development

Committee

Sustainability

CommitteeRisk CommitteeTotal remuneration

Elizabeth Coutts

(Chair)$200,000------$200,000

Alan Isaac

1

$100,000$20,000----$12,000$132,000

Dame Kerry

Prendergast$100,000-$15,000----$115,000

Sally Evans

2

$100,000--$6,000-$6,000-$112,000

Gregory Tomlinson

3

$100,000---$7,000--$107,000

Robert Hamilton

4

$100,000--$6,000-$6,000-$112,000

Peter Dufaur

5

$50,000---$5,000--$55,000

The above fees exclude GST and expenses.

1. Alan Isaac was appointed Chair of the Risk Committee on 1 April 2024

2. Sally Evans retired as Chair of the People and Culture Committee and was appointed Chair of the Sustainability Committee on 3 September 2024

3. Greg Tomlinson retired as Chair of the Development Committee on 1 May 2024. He was reappointed Chair of the Development Committee on 1 October 2024

4. Robert Hamilton retired as Chair of the Sustainability Committee and was appointed Chair of the People and Culture Committee on 3 September 2024

5. Peter Dufaur was appointed Chair of the Development Committee on 1 May 2024. He retired from the Board and as Chair of the Development Committee on

30 September 2024

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Employees’ Remuneration
Oceania did not employ people directly in the year ended 31 March 2025. All employees are

employed by subsidiaries of Oceania. The number of employees and former employees of

Oceania’s subsidiaries, not being a Director of Oceania, who received remuneration and other

benefits the value of which was or exceeded $100,000 during the financial year ended 31 March

2025 is set out in the table of remuneration bands below.

The remuneration figures shown in the “Remuneration” column include all monetary payments

actually paid during the course of the year ended 31 March 2025, which include performance

incentive payments for the year ended 31 March 2024. The table does not include amounts paid

after 31 March 2025 that relate to the year ended 31 March 2025.

RemunerationNumber of EmployeesRemunerationNumber of Employees

$100,000 - $109,99970$260,000 - $269,9992

$110,000 - $119,999105$270,000 - $279,9993

$120,000 - $129,99975$280,000 – $289,9991

$130,000 - $139,99924$290,000 – $299,9992

$140,000 - $149,99912$300,000 – $309,9992

$150,000 - $159,9999$310,000 – $319,9991

$160,000 - $169,99918$330,000 - $339,9991

$170,000 - $179,99913$340,000 – $349,9991

$180,000 - $189,9994$400,000 – $409,9991

$190,000 - $199,9999$410,000 – $419,9992

$200,000 - $209,9995$710,000 – $719,9991

$210,000 - $219,9992$800,000 – $809,9991

$220,000 - $229,9991$830,000 – $839,9991

$230,000 - $239,9993$840,000 – $849,9991

$1,170,000 – $1,179,9991

Statutory Disclosures

Disclosure of Directors’ Interests

The following particulars were entered in the Interests Register kept for Oceania and its subsidiaries

during the year ended 31 March 2025:

Elizabeth Coutts: Consultant to Fonterra Co-operative Group Limited.

Dame Kerry Prendergast: Chair of Advisory Oversight Group (Wellington Region Water Service

Delivery Planning), Advisor to Wellington Charity Hospital, Consultant to Pharmac.

Rob Hamilton: Director of Mercury NZ Limited, Director of Cyprus Enterprises Limited, Director of

Meadow Mushrooms Limited and Chair of the Auckland Grammar School Foundation Trust.

Specific Disclosures

There were no specific disclosures made by Directors during the year ended 31 March 2025 of any

interests in transactions with Oceania or any of its subsidiaries.

Use of Company Information

During the year ended 31 March 2025, the Board did not receive any notices from Directors

requesting use of Oceania’s or any of its subsidiaries’ information.

Events After Balance Date

Elizabeth Coutts: Resigned as a New Zealand Advisory Board Member of Marsh Limited.

Dame Kerry Prendergast: Resigned as Chair of the Victoria University Foundation and no longer

acts as a Consultant to Pharmac.

Corporate Governance

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Corporate Governance
Securities Dealings of Directors

Dealings by Directors of Oceania in relevant interests in Oceania’s ordinary shares during the year

ended 31 March 2025 are entered in the Interests Register:

DirectorNumber of

ordinary shares

Nature of

relevant interest

Acquisition /

disposal

Consideration

(per share)

Date of Transaction

Elizabeth Coutts10,000Beneficial InterestAcquisition$0.5424 June 2024

Elizabeth Coutts1. 19,386

2. 15,614

3. 5,000

4. 10,000

Beneficial InterestAcquisition1. $0.76

2. $0.77

3. $0.75

4. $0.71

29 November 2024,

2 December 2024,

3 December 2024 and

4 December 2024

Alan Isaac50,000Beneficial InterestAcquisition$0.5312 June 2024

Alan Isaac40,000Beneficial InterestAcquisition $0.7829 November 2024

Sally Evans61,000Registered and

beneficial interest

Acquisition$0.541 July 2024

Gregory Tomlinson4,051,189Beneficial InterestOff market sale by

Harrogate Trustee

Limited to another

entity under the control

of Mr Tomlinson

$0.7419 December 2024

Directors’ Interests in Shares

Directors of Oceania have disclosed the following relevant interests in shares as at 31 March 2025:

DirectorNumber of shares in which a relevant interest is held

Elizabeth Coutts2,059,403 shares

Alan Isaac434,886 shares

Dame Kerry Prendergast365,355 shares

Sally Evans303,985 shares

Gregory Tomlinson

1

27,882,244 shares

Robert Hamilton40,500 shares

1. Gregory Tomlinson’s relevant interests are legally held by Tomlinson Group Investments Limited.

Indemnity and Insurance

Oceania has granted indemnities, as permitted by the Companies Act 1993 and the Financial

Markets Conduct Act 2013, in favour of each of its Directors and officers. Oceania also maintains

Directors’ and Officers’ liability insurance for its Directors and officers.

Auditor’s Fees

Oceania’s external auditor is EY. Total fees payable to EY in its capacity as auditor during the

financial year ended 31 March 2025 were $600,600. Total fees payable to EY for other assurance

services relating to climate related reporting requirements were $86,100. EY was paid $16,590 for

other professional services.

Donations

During the year ended 31 March 2025, Oceania paid a total of $1,363.51 in donations.

Listings

Oceania’s shares are listed on the NZX Main Board and the Australian Securities Exchange

operated by ASX Limited. Oceania is listed on ASX as a Foreign Exempt Listing, which means that

Oceania is required to comply with the NZX Listing Rules but it is exempt from the majority of the

ASX Listing Rules. In accordance with ASX Listing Rule 1.15.3, Oceania confirms that it has complied

with the NZX Listing Rules for the financial year ended 31 March 2025.

NZX Waivers

Oceania did not apply for or rely upon any waivers from the requirements of the NZX Listing Rules

during the financial year ended 31 March 2025.

Credit Rating

Oceania currently has not sought a credit rating.

Former Directors

Peter Dufaur ceased to hold office as a Director during the period 1 April 2024 to 31 March 2025.

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Subsidiary Company Directors

Suzanne Dvorak, Kathryn Waugh, Elizabeth Coutts, and Andrew Buckingham are the Directors

of all Oceania’s subsidiaries as at 31 March 2025, with the exception of OCA Employees Trustee

Limited (the Directors of which are Elizabeth Coutts and Sally Evans).

No remuneration is payable, and there is no entitlement to other benefits, for any directorship

of a subsidiary.

Shareholder and Bondholder Information

Twenty Largest Registered Shareholders

(as at 31 March 2025)

Registered ShareholderNumber of Shares% Shares

1NEW ZEALAND CENTRAL SECURITIES DEPOSITORY LIMITED 239,172,22233.02%

2FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>107,714,80414.87%

3TOMLINSON GROUP INVESTMENTS LIMITED 27,882,2443.84%

4

NEW ZEALAND DEPOSITORY NOMINEE LIMITED

<A/C 1 CASH ACCOUNT>

25,335,8163.49%

5CUSTODIAL SERVICES LIMITED <A/C 4>20,520,2522.83%

6LENNON HOLDINGS LIMITED 17,368,6432.39%

7FNZ CUSTODIANS LIMITED 15,903,2822.19%

8FORSYTH BARR CUSTODIANS LIMITED <ACCOUNT 1 E>9,361,9301.29%

9PT (BOOSTER INVESTMENTS) NOMINEES LIMITED 6,690,2300.92%

10H & G LIMITED 6,150,0000.84%

11NZX WT NOMINEES LIMITED <CASH ACCOUNT>5,326,5280.73%

12JBWERE (NZ) NOMINEES LIMITED <NZ RESIDENT A/C>4,735,6760.65%

13ANDREW CRAIG STRONG & ALISON JEAN STRONG 4,400,0000.6%

14M A JANSSEN LIMITED 3,870,0260.53%

15LEVERAGED EQUITIES FINANCE LIMITED 2,388,6390.32%

16JP MORGAN NOMINEES AUSTRALIA LIMITED 2,378,9350.32%

17FORSYTH BARR CUSTODIANS LIMITED <ACCOUNT 1 NRL>2,349,4180.32%

18ASB NOMINEES LIMITED <210037 - ML A/C>2,194,8300.3%

19ADMINIS CUSTODIAL NOMINEES LIMITED 2,078,5800.28%

20FNZ CUSTODIANS LIMITED <DRP NZ A/C>1,913,9510.26%

Total507,736,00669.99%

New Zealand Central Securities Depository Limited provides a custodial depository service that

allows electronic trading of securities to its members. It does not have a beneficial interest in these

shares. Its major holdings of Oceania shares are held on behalf of:

NameNumber of Shares% Shares

1ANZ WHOLESALE TRANSTASMAN PROPERTY SECURITIES FUND 29,983,416 12.54%

2BNP PARIBAS NOMINEES (NZ) LIMITED 29,667,201 12.40%

3MFL MUTUAL FUND LIMITED 27,249,160 11.39%

4ACCIDENT COMPENSATION CORPORATION 24,093,556 10.07%

5GENERATE KIWISAVER PUBLIC TRUST NOMINEES LIMITED <> 23,012,877 9.62%

6ANZ WHOLESALE AUSTRALASIAN SHARE FUND 19,904,006 8.32%

7CITIBANK NOMINEES (NEW ZEALAND) LIMITED 19,357,958 8.09%

8TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT 15,479,502 6.47%

9

JPMORGAN CHASE BANK NA NZ BRANCHSEGREGATED

CLIENTS ACCT

14,220,875 5.95%

10HSBC NOMINEES (NEW ZEALAND) LIMITED A/C STATE STREET 14,000,248 5.85%

11HSBC NOMINEES (NEW ZEALAND) LIMITED 5,502,580 2.30%

12PATHFINDER NOMINEES LIMITED 5,069,703 2.12%

13ANZ WHOLESALE NZ SHARE FUND 4,344,304 1.82%

14ANZ WHOLESALE PROPERTY SECURITIES 3,189,921 1.33%

15PUBLIC TRUST CLASS 10 NOMINEES LIMITED 1,584,142 0.66%

16ANZ CUSTODIAL SERVICES NEW ZEALAND LIMITED 1,206,115 0.50%

17PUBLIC TRUST RIF NOMINEES LIMITED 429,814 0.18%

18ANZ WHOLESALE EQUITY SELECTION FUND 314,981 0.13%

19BNP PARIBAS NOMINEES (NZ) LIMITED 284,946 0.12%

20QUEEN STREET NOMINEES ACF KOURA WEALTH LTD 218,772 0.09%

Spread of Registered Shareholdings

(as at 31 March 2025)

Size of HoldingNumber of Shareholders%Number of Shares%

1 – 1,00092712.44 420,288 0.06%

1,001 – 5,000176923.75 5,192,374 0.72%

5,001 – 10,000139618.74 10,654,279 1.47%

10,001 – 100,000292739.30 89,542,751 12.36%

100,001 and over4305.77 618,421,338 85.39%

Totals7449100% 724,231,030 100%

82

Oceania

Annual Report 2025

Corporate Governance
Substantial Product Holders

According to notices given under the Financial Markets Conduct Act 2013, the following were

substantial product holders of Oceania as at 31 March 2025:

Substantial Product HolderNumber of Shares

% of shares held

at date of noticeDate of Notice

ANZ New Zealand Investments Limited,

ANZ Bank New Zealand Limited and ANZ

Custodial Services New Zealand Limited

86,423,34711.933%24 September 2024

Forsyth Barr Investment

Management Limited

66,720,2129.213%27 November 2024

Twenty Largest Registered Bondholders OCA 010

(as at 31 March 2025)

Registered BondholderNumber of Bonds% Bonds

1CUSTODIAL SERVICES LIMITED <A/C 4>39,042,00031.23%

2NEW ZEALAND CENTRAL SECURITIES DEPOSITORY LIMITED 23,692,00018.95%

3FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>19,504,00015.6%

4FNZ CUSTODIANS LIMITED 14,071,00011.25%

5NZX WT NOMINEES LIMITED <CASH ACCOUNT>2,509,0002%

6FORSYTH BARR CUSTODIANS LIMITED <ACCOUNT 1 E>2,274,0001.81%

7INVESTMENT CUSTODIAL SERVICES LIMITED <A/C C>2,258,0001.8%

8JBWERE (NZ) NOMINEES LIMITED <NZ RESIDENT A/C>1,322,0001.05%

9FNZ CUSTODIANS LIMITED <DRP NZ A/C>942,0000.75%

10

KEVIN GARRY WALKER & KARAKA & PURIRI TRUSTEE LTD

<PURIRI A/C>

633,0000.5%

11FNZ CUSTODIANS LIMITED <DTA NON RESIDENT A/C>540,0000.43%

12FORSYTH BARR CUSTODIANS LIMITED <A/C 1 NRLAIL>523,0000.41%

13CUSTODIAL SERVICES LIMITED <A/C 12>512,0000.4%

14DAVID JAMES FOSTER & LINDA JOYCE FOSTER 500,0000.4%

15CRAIG JOHN THOMPSON 500,0000.4%

16CRAIG PAUL WERNER & LEA LYNN WERNER 470,0000.37%

17FORSYTH BARR CUSTODIANS LIMITED <ACCOUNT 1 NRL>402,0000.32%

18HENRY & WILLIAM WILLIAMS MEMORIAL TRUST INCORPORATED 400,0000.32%

19HUGH MCCRACKEN ENSOR 370,0000.29%

20

WILLIAM LEONARD WRIGHT & TONYA LEE DOWMAN & NATASHA

JOY BANK <THE WRIGHT FAMILY A/C>

350,0000.28%

Total110,814,00088.56%

New Zealand Central Securities Depository Limited provides a custodial depository service that

allows electronic trading of securities to its members. It does not have a beneficial interest in these

bonds. Its major holdings of Oceania bonds are held on behalf of:

NameNumber of Bonds% Bonds

1TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT 17,469,000 73.73%

2GENERATE KIWISAVER PUBLIC TRUST NOMINEES LIMITED 5,121,000 21.61%

3MINT NOMINEES LIMITED 545,000 2.30%

4ANZ BANK NEW ZEALAND LIMITED 275,000 1.16%

5ANZ CUSTODIAL SERVICES NEW ZEALAND LIMITED 110,000 0.46%

6PUBLIC TRUST CLASS 10 NOMINEES LIMITED 97,000 0.41%

7BNP PARIBAS NOMINEES (NZ) LIMITED 75,000 0.32%

Spread of Registered Bondholdings OCA010

(as at 31 March 2025)

Size of HoldingNumber of Bondholders%Number of Bonds%

1,001 – 5,000163.58% 80,000 0.06%

5,001 – 10,0008218.34% 796,000 0.64%

10,001 – 100,00030668.46% 10,143,000 8.11%

100,001 and over439.62% 113,981,000 91.19%

Totals447100% 125,000,000 100%

83

Oceania

Annual Report 2025

Corporate Governance
Twenty Largest Registered Bondholders OCA 020

(as at 31 March 2025)

Registered BondholderNumber of Bonds% Bonds

1NEW ZEALAND CENTRAL SECURITIES DEPOSITORY LIMITED 27,859,00027.85%

2CUSTODIAL SERVICES LIMITED <A/C 4>21,583,00021.58%

3FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>20,225,00020.22%

4FNZ CUSTODIANS LIMITED 10,548,00010.54%

5INVESTMENT CUSTODIAL SERVICES LIMITED <A/C C>2,161,0002.16%

6FORSYTH BARR CUSTODIANS LIMITED <ACCOUNT 1 E>2,068,0002.06%

7FORSYTH BARR CUSTODIANS LIMITED <A/C 1 NRLAIL>857,0000.85%

8FNZ CUSTODIANS LIMITED <DTA NON RESIDENT A/C>856,0000.85%

9

RICHARD BARTON ADAMS & ALLISON RUTH ADAMS

<ADAMS FAMILY A/C>

751,0000.75%

10FORSYTH BARR CUSTODIANS LIMITED <ACCOUNT 1 NRL>702,0000.7%

11JBWERE (NZ) NOMINEES LIMITED <NZ RESIDENT A/C>598,0000.59%

12KIWIGOLD.CO.NZ LIMITED <KIWIGOLD A/C>400,0000.4%

13NZX WT NOMINEES LIMITED <CASH ACCOUNT>386,0000.38%

14MARIANNE MATHILDE MARIE STOESSEL 350,0000.35%

15

ANDREW WILLIAM GAWLIK & SUSAN MARY GAWLIK

<SCARNESS A/C>

330,0000.33%

16CUSTODIAL SERVICES LIMITED <A/C 12>184,0000.18%

17PAUL ARNOLD AITKEN 170,0000.17%

18FNZ CUSTODIANS LIMITED <DRP NZ A/C>168,0000.16%

19JOHN PRICE LOCKIE & JULIETTE VIRGINIA LOCKIE 150,0000.15%

20LILI WANG 150,0000.15%

90,496,00090.42%

New Zealand Central Securities Depository Limited provides a custodial depository service that

allows electronic trading of securities to its members. It does not have a beneficial interest in these

bonds. Its major holdings of Oceania bonds are held on behalf of:

NameNumber of Bonds% Bonds

1GENERATE KIWISAVER PUBLIC TRUST NOMINEES LIMITED 11,850,000 42.54%

2HSBC NOMINEES (NEW ZEALAND) LIMITED 9,553,000 34.29%

3TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT 6,300,000 22.61%

4PUBLIC TRUST CLASS 10 NOMINEES LIMITED 111,000 0.40%

5CITIBANK NOMINEES (NEW ZEALAND) LIMITED 34,000 0.12%

6ANZ CUSTODIAL SERVICES NEW ZEALAND LIMITED 11,000 0.04%

Spread of Registered Bondholdings OCA 020

(as at 31 March 2025)

Size of Holding

Number of

Bondholders%Number of Bonds%

1,001 – 5,0005110.22% 255,000 0.26%

5,001 – 10,00012725.45% 1,052,000 1.05%

10,001 – 100,00029659.32% 7,982,000 7.98%

100,001 and over255.01% 90,711,000 90.71%

Totals499100% 100,000,000 100%

84

Oceania

Annual Report 2025

Risk Management at Oceania
Oceania maintains an enterprise-wide risk management policy, supported by regular

management and Board reporting on risk management. Management continue to undertake

ongoing improvements to uplift and mature the management of risk across the business.

Oceania has a Board Risk Committee, which meets at least twice a year, and has responsibility

for the monitoring and oversight of effective risk management at Oceania, including the most

significant and strategic risks. The Board has overall responsibility for determining the nature and

extent of material risks Oceania is willing to take to achieve its strategic objectives.

Oceania also engages an external service provider for independent evaluation of selected internal

controls and risk mitigations, as well as recommending continuous improvements to the control

environment. The findings from internal audits are provided to the Risk Committee for oversight

and follow up.

Oceania’s Top Risks

Management and the Board Risk Committee identify and assess the top risks including risk

mitigation plans. The most significant risks that Oceania manages are set out below.

Oceania’s senior leaders are collectively accountable for managing these risks.

Risk Response

Financial Resilience

This risk refers to external macroeconomic factors (such as

equity and property markets), financial resilience (including

financing, liquidity and debt strategy), and critical strategic

drivers of financial and market performance (including the

development and sales pipelines).

Oceania operates a range of mechanisms to ensure financial

resilience including external scanning of macroeconomic factors

such as equity markets, housing, inflation and supply chain

stability. Management have recently completed a refinance

of debt facilities, with no requirement for additional capital

or borrowings.

Management have undertaken a strategy refresh including

portfolio optimisation, site development and new revenue streams,

as well as continued focus on sales strategy and market pricing.

People & Culture

The risk that Oceania is not able to meet strategic objectives

(including standards of resident care and experience)

because it does not have the right capacity, capability,

engagement, or culture.

The ongoing management of Oceania’s workforce in the aged

care sector, remains an area of significant focus. A people and

culture strategy and plan is being developed and will cover

a comprehensive range of initiatives, including remuneration

and benefit framework, and an elevated focus on learning and

development. Management is currently deploying a new Human

Resources Information System (HRIS).

Risk Response

Climate

This represents the risks that Oceania faces from significant

physical climate hazards as well as transition risks which

may impact our ability to move to, and thrive in, a low

carbon economy.

Oceania maintains a comprehensive sustainability strategy,

supported by extensive consultation with independent experts

where appropriate. The overall approach to managing climate

risk is integrated with Oceania’s enterprise-wide approach to

risk management.

In accordance with the Financial Sector (Climate-related

Disclosures and Other Matters) Amendment Act 2021, Oceania

publishes an annual Climate-Related Disclosure report in June of

each year, articulating its approach to climate risk management

and transition to a low carbon economy.

Cyber, Data & Privacy

The risk of harm to Oceania’s reputation, residents or staff,

caused by a significant or prolonged cyber-attack, data or

reportable privacy breach, resulting in significant external

scrutiny and/or cost to Oceania.

Oceania has adopted the National Institute of Standards and

Technology (NIST) framework for managing cyber-security threats.

This includes a comprehensive programme for continuous uplift

and strengthening of the information security framework. Oceania

also has a Privacy Officer, and a privacy framework.

Design & Build

This refers to the risk of failure of project management

for the development of new or existing facilities, including

supply chain issues, developer (or subcontractor) failure

risk, or labour supply risk.

Oceania only engages with highly regarded and experienced

construction contractors and consultants, with robust quality

assurance, due diligence, health & safety and auditing practices to

support end to end contractor management. Management aim for

as much fixed pricing as possible.

There is also an ongoing focus on refurbishment and remediation

as required for existing properties.

Clinical and Care

The risk of a significant or systemic breach of clinical care

obligations, or a significant/systemic failing of clinical care

processes, resulting in an adverse outcome for residents.

Oceania has a comprehensive clinical governance programme

including Learning from Harm (LFH, Fundamentals of Care (FoC)

programme, dementia strategy, internal and independent clinical

assurance and continuous improvement programmes.

There are dedicated site-based Clinical Managers and regional

Quality Managers, as well as a strong focus on staff training,

onboarding, and continuing education.

ESG & Corporate Responsibility

The risk that Oceania does not meet its ESG or corporate

responsibilities, impairing its “social licence” to operate.

Oceania has a strong focus on ESG matters, including a dedicated

Sustainability team, maintenance of a Sustainability Linked Loan,

with oversight by the Board Sustainability Committee.

Health & Safety

The risk or potential for harm to employees, residents,

contractors, or visitors because of business activities.

Oceania has a robust health and safety framework and maturity

roadmap, including regular Board and management oversight

and reporting, comprehensive policies and procedures, regular

independent audits, ongoing programmes for critical risk

management, contractor management, and employee training.

As part of Oceania’s focus on continuous improvement, a new

health and safety system was implemented in 2025.

Please see further disclosure on health and safety risks

on the following page.

85

Oceania

Annual Report 2025

Risk Management at Oceania
Risk Response

Resident Experience

This encompasses both risk of a significant or systemic

failing in resident experience, as well as failure to deliver

on brand and experience commitments and meet resident

expectations and needs.

Oceania deploys a range of programmes to continuously improve

the resident experience, including complaints management,

resident experience programmes, training, assurance activities,

and trialling of new technologies and offerings.

Regulatory Reforms

The risk that regulatory reforms require a change in

business model.

Management closely monitors industry, government and

regulatory developments across Australasia which have the

potential to impact Oceania in future.

In late 2024, Oceania updated its Occupation Right Agreements

and Disclosure Statements to mitigate the risk of potentially unfair

contract terms.

Business Continuity

The risk to operations arising from business disruption,

including pandemic, other health-related disruptions, or

physical/natural events.

Oceania has extensive experience in recent years in managing

significant business disruption including pandemic and extreme

weather events.

Emergency management plans and training are in place and

regularly tested.

Compliance

The risk of systemic or significant non-compliance with

regulatory or legal requirements.

Oceania maintains a compliance management framework,

with key compliance obligations embedded into a wide range

of operational policies and procedures, with oversight where

appropriate by expert functions e.g. Clinical and H&S, Risk

and Legal.

Health and Safety

Oceania maintains a comprehensive Health & Safety policy and framework and has a dedicated

National Health and Safety team. The Clinical and Health & Safety Board Committee has oversight

of Oceania’s responsibilities under the Health and Safety at Work Act 2015.

The Clinical and Health & Safety Committee is responsible for ensuring that health and safety

has appropriate focus within Oceania through oversight of health and safety risk assessment

and mitigation, safety systems, staff capability, staff competency, safety leadership and culture.

Health and safety is discussed by management at regular Safety Steering Group meetings.

An integral part of the health and safety framework is a strong health and safety culture, with

a focus on identifying, assessing, and managing all critical health and safety risks, including

role modelling and leadership from all levels of management. In the past year, there has been a

significant management focus on maturing the health and safety framework, implementation of a

new health & safety management system, frequent site Safety Leadership Walks by directors and

senior leaders, as well as continued improvement in the management of critical health & safety

risks, and contractor management.

The Health and Safety team work closely with the Clinical team and regional management to

ensure well-aligned culture and practices. Oceania also embeds Health and Safety Representatives

across key business units.

Health and safety reviews are conducted for all significant health and safety incidents and

Oceania also undertakes lost time injury frequency reporting, near miss reporting, health and

safety inductions, local site health and safety committee meetings, legislative updates and key

health and safety initiatives.

Oceania has a health and safety risk matrix to assess the severity and likelihood of identified risks,

determine mitigation strategies, and determine the level of residual risk. This matrix is reviewed

annually by the Board (and is integrated with the enterprise-wide risk management framework)

and annual health and safety objectives are set for the business based on the significant

risks identified.

Involvement in Health and Safety committees across Oceania sites has driven positive health and

safety culture with health and safety representatives leading the committee meetings. In addition,

the site Health and Safety Committees undertake two committee “shakeup activities” a year such

as off-site hazard awareness walks, wellbeing swims, safety quizzes and hazard rooms.

Oceania is part of the Accident Compensation Corporation (ACC) Accredited Employer

Programme (AEP) having most recently completed the ACC AEP audit in April 2025.

86

Oceania

Annual Report 2025

Oceania
Annual Report 2025

oceaniahealthcare.co.nz

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