Green Cross Health Limited 2025 Annual Report

ANNUAL
REPORT
2025

02
| GREEN CROSS HEALTH
Unichem Pharmacies
Life Pharmacies
The Doctors Medical Centres
416,500
enrolled patients
doctors
407
328
pharmacies
28048
65
medical
centres
2
million
loyalty members
nurses
409
Our Purpose: Working together to support healthier communities.
We are passionately commited to the health and wellness of New Zealand, and to providing the best care
and advice to our communities. This is our promise.
Who we are
nurse
practitioners
27
As at 31 March 2025
health
improvement
specialists
39

Contents
The Company
The year at a glance 04
Company report 06
Company report - Pharmacy division 08
Company report - Medical division 10
Financials
Directors' declaration 13
Independent auditor's report 14
Group financial statements 18
Notes to the consolidated financial statements 22
Governance
Group entities 48
Board of Directors 52
Corporate governance 55
Independent assurance report 64
Climate-related disclosures 68
Other disclosures 76
Shareholder information 81
Company directory 83

04
| GREEN CROSS HEALTH
The year at a glance
Divisional Performance
Group Performance
$21.5m
Pharmacy Operating Profit
$19.5m
Medical Operating Profit
$38.7m$523.8m
Group RevenueOperating Profit/EBIT
$181.0m $16.0m
Net Profit After TaxNet Assets

Annual Report 2025 |
05
So let’s start with the plain English version of our accounts. If you are interested, more details can be found in the
financial statements and notes further on in this report.
2025
$’000
2024
$’000
We generate revenue from two sources
Pharmacy retail and dispensary370,372363,644
Medical services153,386140,271
Our costs to operate are primarily
Wages and salaries191,229 180,812
Costs of products sold222,919 214,592
Other costs (marketing, governance, communications etc)49,99152,356
Lease expense, depreciation and amortisation 22,479 24,843
Impairment7 716
After all income and expenses, we earned
Profit before tax 28,83622,420
Tax expense(8,093) (6,591)
Profit after tax20,743 15,829
Loss from discontinued operation, net of tax-(276)
Non-controlling interest(4,768)(3,796)
Profit after tax attributable to the Parent shareholders15,975 11,757
Financial Summary
What happened to the profit and where did the cash go?
We started the year with a bank balance of23,402 58,215
Our profit after tax (after adjusting for non-cash items) was*27,67025,715
We bought and sold various businesses(1,365)(9,990)
We bought fixed assets(5,838)(7,399)
We (repaid)/drew bank borrowings(10,509)11,408
We paid dividends to our shareholders(6,484) (48,895)
We paid dividends to our minority partners(2,560)(3,061)
Our working capital changed1,883(2,591)
We ended the year with a bank balance of26,19923,402
So what is the equity book value**
We have total assets of386,237382,882
We have total liabilities of(205,238) (212,823)
So our equity book value is180,999170,059
Which represents a net asset value for each share of (cents)**126.0118.5
* Includes repayment of lease principal and interest expense of $21.0m (2024: $20.4m) under NZ IFRS 16.
** Comparative information has been restated.
The Company

06
| GREEN CROSS HEALTH
5.1
%
Pharmacy Division shows same
store sales increase of 5.1%
Results summary
Operating Revenue of $523.8m.
Operating Profit (EBIT) of $38.7m.
Net Profit After Tax Attributable to Shareholders of $16.0m.
Pharmacy Operating Profit of $21.5m.
Medical Operating Profit of $19.5m.
Investment in growth of $7.3m, including two equity investments (one pharmacy, one medical
centre), site refurbishments and investment in technology.
2.75cps dividend declared, to be paid on 23 June 2025.
Company
report
Green Cross Health delivered Net
Profit After Tax Attributable to
Shareholders of $16.0m over the
last twelve months.
This year the Company has navigated not only a difficult economic environment, but also a challenging primary
healthcare landscape. Amidst inflationary pressures, insufficient government funding and constrained consumer
spending, a focus on cost control and evolving the operating model has sustained results. Over the last five
years, the Company has invested in excess of $85 million in technology improvements, site refurbishments and
acquisitions to improve and expand the Company’s primary care offering. The Company remains cautious on
consumer sentiment and economic recovery with both divisions focussed on providing care to New Zealand
communities to achieve organic growth.

Annual Report 2025 |
07
48.5
2022202420232025
34.3
523.8
38.7
31.8
2022
493.6
2024
478.1
2023
503.9
2025
Dividend
The Board has declared a final dividend of 2.75 cents per share (final FY25 dividend) to be paid in June 2025.
This brings the total dividends declared in respect of the FY25 year to 5.25 cents per share.
Green Cross Health future focus
The Board is cautious on the timing and pace of economic recovery. Over the next 12 months, the Company
will focus on expanding clinical services through Care & Advice Health Hubs in Unichem and Life pharmacies
to maximise access for patients to additional services and will continue advocating for the extension of
pharmacist scope of practice. Investment in technology and people is a priority to ensure continuous
improvement in the operating model and clinical environment to deliver high quality patient care. Green Cross
Health urges Health New Zealand to permit direct funding to practices, enabling more resources to reach
frontline general practice while supporting medical teams to reduce unnecessary administrative tasks and
maximise time for patient activity.
Thank you to our team
The Company acknowledges the hard work of our team members serving communities across New Zealand.
Their dedication, compassion and expertise have made a significant difference in the lives of many patients.
Thank you for your efforts, commitment and ability to adapt, constantly providing the highest quality care and
advice. Together we will continue to make a positive impact in healthcare and Green Cross Health will foster
professional development to ensure our team is trained and well-positioned to deliver essential healthcare
advice and services.
Group Operating Revenue
From Continuing Operations
($m)
before interest and tax
Group Operating Profit From
Continuing Operations ($m)
The Company

08
| GREEN CROSS HEALTH
Revenue in Pharmacy increased 2% to $370.4m while Operating Profit for the period increased to $21.5m driven
by top line growth and store optimisation completed in the prior period.
The Care & Advice Health Hub was launched within Unichem and Life Pharmacies to support the increasing
demand for essential pharmacy services and raise consumer awareness of the clinical services available at
pharmacies through branding and consistency in services offered across the network. Improvement in the
ranging of complementary pharmacy health and wellness products further enhances the service offering. The
network is on track to achieve 200 Care & Advice Health Hub branded pharmacies by the end of the calendar
year.
Retail sales continued to be challenging in the period. A new store concept, Beauty by Life, was unveiled under
the Life brand to modernise the beauty and wellness offering and reinforce the brand’s market position. The
refreshed concept has introduced new product ranges, supplemented by beauty services to enrich customer
experience and appeal to a broader market. The first Beauty by Life opened at the Life Newmarket store in
November and will be extended to further sites in the coming year.
Pharmacy
division
Unichem, Life Pharmacy
and PillDrop
The Green Cross Health network
dispensed over 38 million prescriptions
across its network of 328 pharmacies, a
growth of two million prescriptions with
same stores prescriptions up 4% year-
on-year. Unichem and Life pharmacies
administered over 326,000 vaccinations,
a 2% increase on the prior year with a
41% increase in non-flu vaccinations.
Living Rewards membership grew by
3% to over 2.09 million members, with
members spending 50% more than
non-members.
328
stores
2.09
million
loyalty members

Annual Report 2025 |
09
The upgraded Life Pharmacy ecommerce platform now offers customers a seamless experience including
browsing stock availability online before visiting a store along with having the ability to shop online and collect
the item in store, with 5,000 products purchased through click & collect since the capability was deployed late
last year. The partnership with Uber Eats continues to build momentum and 149 pharmacies across the
network are now able to service customer needs with on-demand delivery across the country.
Highlights
Pharmacy division Operating Revenue for the period of $370.4m.
Pharmacy division Operating Profit for the period of $21.5m.
326,000 vaccinations administered including a 41% increase in non-flu vaccinations.
Living Rewards membership growth to 2.09m members.
Green Cross Health pharmacies dispensed over 38 million prescriptions, a 4% increase on a
same store basis.
11 core clinical services available in all Care & Advice Health Hubs.
Modernising the Life brand instore experience with the introduction of 'Beauty by Life'.
2022202420232025
Pharmacy Operating
Profit ($m)
before interest and tax
35.9
21.1
Pharmacy Operating
Revenue ($m)
2022
367.1
202420232025
360.4
363.6
19.3
21.5
370.4
Future focus
Expand clinical services through Care & Advice Health Hubs to support revenue growth.
Offer differentiated brands and products supplemented with professional instore experience.
Improve customer accessibility through omni-channel experience and reward customer loyalty.
Leverage trusted brands and advocate for extended pharmacist scope of practice.
Enhance workforce productivity, manage margins and control occupancy costs.
The Company

10
| GREEN CROSS HEALTH
65
medical centres
416,500
enrolled patients
Medical
division
The Doctors and
The Doctors Online
The division consists of 65
medical centres serving the
largest enrolled patient base
in New Zealand. During the
period, further investment was
made in centre refurbishments
and digital services to
maximise patient experience.
The telehealth service was
rebranded to The Doctors Online
to better align with its service
offering. Revenue for the period
increased to $153.4m.
Medical Revenue increased by 9% to $153.4m, with Operating Profit of $19.5m following annualisation of
acquisitions. The restructuring of the cost base completed in the second half of last year and operational
improvement contributed to the financial performance for the year.
Following a period of strategic acquisitions, the Medical division shifted focus to consolidating its network to
strengthen internal operations and maximise patient experience. Two medical practices underwent substantial
refurbishments to add capacity for more patients to be seen in an upgraded clinical environment. Digital services
are fundamental in administering patient care and over 120,000 active users are signed up on The Doctors
App, booking an average of 20,000 appointments per month through this service, enabling enhanced patient
engagement and service efficiency.
Given the national shortage of general practitioners, workforce constraints are an ongoing challenge. In response,
the division is progressing towards a team-based care model to build greater capacity within practices. This has
led to the creation of new roles to provide patient care, with Nurse Practitioners, Extended Care Paramedics and
Physician Associate roles being added across the network. The shift to the National Hauora Coalition Primary
Health Organisation has enabled the establishment of 25 Health Improvement Practitioner and 14 Health Coach
roles offering patients direct access to mental health and wellbeing support.
The telehealth service was rebranded to The Doctors Online during the year and plays a pivotal role in assisting
medical centres with virtual locum services and improving patient access to essential health services. The
Government’s announcement of new national funding for virtual care services is expected to further advance the
use of virtual care.

Annual Report 2025 |
11
Medical Operating
Revenue ($m)
Medical Operating
Profit ($m)
before interest and tax
2022
111.0
20242023
133.2
2025
16.0
2022202420232025
16.2
140.3
15.0
153.4
19.5
Future focus
Deliver organic growth to the patient base through innovative care model and investment to
add capacity.
Lobby Health New Zealand for direct funding to enable more resources to reach frontline general
practice and reduce unnecessary administrative tasks.
Strengthen The Doctors brand by enhancing its visibility and reinforcing its reputation for trusted
healthcare.
Invest in technology to grow digital services and improve patient access.
Operational and clinical improvement to deliver workforce productivity and continuous improvement
in the operating model.
Highlights
Medical division Operating Revenue for the period of $153.4m.
Medical division Operating Profit for the period of $19.5m.
Enrolled patients of 416,500, New Zealand's largest general practice enrolled patient base.
Telehealth services rebranded to The Doctors Online.
39 new roles to directly support patient mental health and wellbeing.
Two significant refurbishments to increase capacity and enhance the clinical environment to better
accommodate patient needs.
The Company

12
| GREEN CROSS HEALTH
Financials
Directors' declaration 13
Independent auditor's report 14
Group financial statements
Consolidated statement of comprehensive income 18
Consolidated statement of changes in equity 19
Consolidated statement of financial position 20
Consolidated statement of cash flows 21
Notes to the consolidated financial statements22

Annual Report 2025 |
13
Financials
For the year ended 31 March 2025
In the opinion of the Directors of Green Cross Health Limited, the financial
statements and notes, on pages 18 to 44:
•Comply with New Zealand generally accepted accounting practice and give
a true and fair view of the financial position of the Green Cross Health Limited
Group as at 31 March 2025 and the results of its operations and cash flows for
the year ended on that date.
•
Have been pr
epared using appropriate accounting policies, which have been
consistently applied and supported by reasonable judgements and estimates.
The Directors believe that proper accounting records have been kept which enable,
with reasonable accuracy, the determination of the financial position of the Group
and facilitate compliance of the financial statements with the Financial Reporting
Act 2013.
The Directors consider that they have taken adequate steps to safeguard the
assets of the Group, and to prevent and detect fraud and other irregularities.
Internal control procedures are also considered to be sufficient to provide
reasonable assurance as to the integrity and reliability of the financial statements.
The Directors are pleased to present the financial statements of Green Cross
Health Limited for the year ended 31 March 2025.
For and on behalf of the Board of Directors:
Kim Ellis
Chair
28 May 2025
Carolyn Steele
Director
28 May 2025
Directors’ declaration

14
| GREEN CROSS HEALTH
Report on the audit of the consolidated financial statements
Opinion
We have audited the accompanying consolidated financial statements which comprise:
•
The consolidated statement of financial position as at 31 Mar
ch 2025;
•The consolidated statements of comprehensive income, changes in equity and cash flows for the
year then ended; and
•Notes, including material accounting policy information and other explanatory information.
In our opinion, the accompanying consolidated financial statements of Green Cross Health Limited (the
Company) and its subsidiaries (the Group) on pages
18 to 44 present fairly, in all material respects:
• The Group’s financial position as at 31 March 2025 and its financial performance and cash flows for
the year ended on that date;
•In accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ
IFRS) issued by the New Zealand Accounting Standards Board and International Financial Reporting
Standards issued by the International Accounting Standards Board.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand)
(ISAs (NZ)). We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our opinion.
We are independent of Green Cross Health Limited in accordance with Professional and Ethical
Standard 1 International Code of Ethics for Assurance Practitioners (including International
Independence Standards) (New Zealand) issued by the New Zealand Auditing and Assurance Standards
Board and the International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards) (IESBA Code), as applicable
to audits of financial statements of public interest entities. We have also fulfilled our other ethical
responsibilities in accordance with Professional and Ethical Standards 1 and the IESBA Code.
Our responsibilities under ISAs (NZ) are further described in the Auditor’s responsibilities for the audit of
the consolidated financial statements section of our report.
Our firm has also provided other services to the Group in relation to tax compliance and advisory.
Subject to certain restrictions, partners and employees of our firm may also deal with the Group on
normal terms within the ordinary course of trading activities of the business of the Group. These matters
have not impaired our independence as auditor of the Group. The firm has no other relationship with, or
interest in, the Group.
Emphasis of matter
We draw attention to Note 24 of the consolidated financial statements, which describes the restatement
of the opening balance, and the comparative period in relation to Contract Liabilities. Our opinion is not
modified in respect of this matter.
Independent
auditor’s report
To the shareholders of Green Cross Health Limited

Annual Report 2025 |
15
Materiality
The scope of our audit was influenced by our application of materiality. Materiality
helped us to determine the nature, timing and extent of our audit procedures and
to evaluate the effect of misstatements, both individually and on the consolidated
financial statements as a whole. The materiality for the consolidated financial
statements as a whole was set at $1.4m determined with reference to a benchmark
of Group's Profit Before Tax. We chose the benchmark because, in our view, this is
a key measure of the Group’s performance.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were
of most significance in our audit of the consolidated financial statements in the
current period. We summarise below those matters and our key audit procedures
to address those matters in order that the shareholders as a body may better
understand the process by which we arrived at our audit opinion.
Our procedures were undertaken in the context of and solely for the purpose of
our audit opinion on the consolidated financial statements as a whole and we do
not express discrete opinions on separate elements of the consolidated financial
statements.
The key audit matter: Impairment of non-current assets
Refer to note 13 to the financial statements.
The Group has grown significantly through acquisitions in its Pharmacy and Medical
business units which has resulted in the recognition of goodwill in the amount of
$86.9 million, and $76.9 million, respectively.
In the event the business units underperform compared to their business cases,
there is a risk that the goodwill arising on acquisition may no longer be supported.
As disclosed in note 13, the Group performs an annual impairment test of goodwill
and uses a discounted cash flow model to determine the recoverable amount of its
business units to which goodwill has been allocated.
In performing this assessment, assumptions are made in respect of future economic
and market conditions. Cashflow forecasts include consideration of the Group’s
strategic business plans for each business unit and their impact on forecast sales
and operating costs. Additionally, management determined terminal growth rates
and discount rates which reflect an assessment of the time value of money and the
risks specific to each business unit.
The annual impairment test performed by the Group was significant to our audit
due to the magnitude of the goodwill balance and because the assessment
process involved judgement about the future performance of the business units.
The market capitalisation deficit that exists at balance date is an indicator of
impairment.
How the matter was addressed in our audit
Our audit procedures included:
•
Ensuring the allocation of goodwill to the Gr
oup’s business units is appropriate;
•
Evaluating the methodology, mathematical accuracy and assumptions applied
in the discounted cash flow models. We used our own valuation specialists to
assist us with the consideration of terminal gr
owth and discount rates;
•
Challenging management’
s cash flow assumptions over projected cash, and
the expected impact of the Group’s business plans for each business unit by
reference to their historical performance and the internal and external factors
that influence their operations;
•
Performing sensitivity analysis around the key assumptions used in the models;
Financials

16
| GREEN CROSS HEALTH
Independent auditor's report
(continued)
•Reviewing the appropriateness of related disclosures in the consolidated financial
statements; and
•Challenged management on whether the market capitalisation deficit is an indicator
of impairment and challenged management's earnings assumptions used in the
value in use calculations.
We did not identify any factors that were materially inconsistent with management’s
overall conclusions.
Other information
The Directors, on behalf of the Group, are responsible for the other information
included in the Group’s Annual Report. The other information comprises the Directors
Declaration included in the Group's Annual Report, but does not include the
consolidated financial statements and our Auditor's Report thereon. The Annual Report
is expected to be made available to us after the date of this auditor’s report.
Our opinion on the consolidated financial statements does not cover any other
information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements our responsibility
is to read the other information and in doing so, consider whether the other information
is materially inconsistent with the consolidated financial statements or our knowledge
obtained in the audit or otherwise appears materially misstated.
When we read the Annual Report, if we conclude that there is a material misstatement
therein, we are required to communicate the matter to the Directors.
Use of this independent auditor’s report
This independent auditor’s report is made solely to the shareholders. Our audit work
has been undertaken so that we might state to the shareholders those matters we are
required to state to them in the independent auditor’s report and for no other purpose.
To the fullest extent permitted by law, none of KPMG, any entities directly or indirectly
controlled by KPMG, or any of their respective members or employees, accept or
assume any responsibility and deny all liability to anyone other than the shareholders
for our audit work, this independent auditor’s report, or any of the opinions we have
formed.
Responsibilities of Directors for the consolidated financial statements
The Directors, on behalf of the Group, are responsible for:
•
The preparation and fair presentation of the consolidated financial statements
in accordance with NZ IFRS issued by the New Zealand Accounting Standards
Board and the International Financial Reporting Standards issued by the
International Accounting Standards Board;
•
Implementing necessary inter
nal control to enable the preparation of a
consolidated set of financial statements that is free from material misstatement,
whether due to fraud or error; and

Annual Report 2025 |
17
•Assessing the ability of the Group to continue as a going concern. This
includes disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless they either intend to liquidate or
to cease operations or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial
statements
Our objective is:
•
T
o obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error; and
•
To issue an independent auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs NZ will always detect a material
misstatement when it exists.
Misstatements can arise from fraud or error. They are considered material if,
individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of the consolidated financial
statements.
A further description of our responsibilities for the audit of the consolidated
financial statements is located at the External Reporting Board (XRB) website at:
https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/
audit-report-1-1/
This description forms part of our independent auditor’s report.
The engagement partner on the audit resulting in this independent auditor’s report
is Jodi Newth.
For and on behalf of
KPMG
Auckland
28 May 2025
Financials

18
| GREEN CROSS HEALTH
Notes2025
$’000
2024
$’000
Continuing operations
Operating revenue4523,758503,915
Operating expenditure6.2(467,264)(452,080)
Depreciation and amortisation expense11,13(4,770)(6,254)
Depreciation - leases12(14,584) (14,269)
Impairment11,13(7)(716)
Share of equity accounted net earnings151,5901,198
Operating profit before interest and tax38,72331,794
Interest income588900
Interest expense(2,101)(2,549)
Interest expense - leases(8,374)(7,725)
Net interest expense(9,887)(9,374)
Profit before tax28,83622,420
Income tax expense7(8,093)(6,591)
Profit from continuing operations20,74315,829
Discontinued operation
Loss from discontinued operation, net of tax-(276)
Profit for the year20,74315,553
Other comprehensive income for the year, net of tax - -
Total comprehensive income for the year
20,74315,553
Attributable to:
Shareholders of the Parent 15,97511,757
Non-controlling interest4,7683,796
20,743 15,553
Earnings per share
Basic earnings per share (cents)811.138.20
Diluted earnings per share (cents)811.108.18
Earnings per share - continuing operations
Basic earnings per share (cents)811.138.39
Diluted earnings per share (cents)811.108.37
The accompanying Notes to the Consolidated Financial Statements on pages 22 to 44 form part of the consolidated financial statements.
Consolidated statement
of comprehensive income
For the year ended 31 March 2025

Annual Report 2025 |
19
Consolidated statement
of comprehensive income
For the year ended 31 March 2025
NotesShare
capital
$’000
Share
based
payment
reserve
$'000
Retained
earnings
$’000
Non-
controlling
interest
$’000
Total
equity
$’000
Balance as at 1 April 2023 (As reported)90,760583100,06510,597202,005
Restatement of contract liabilities24--3,451-3,451
Balance as at 1 April 2023 (Restated)90,760583103,51610,597205,456
Profit or loss for the year--11,7573,79615,553
Total comprehensive income for the year--11,757 3,79615,553
Distributions to non-controlling interests---(3,543)(3,543)
Impacts of other transactions--(52)1,490 1,438
Dividends to shareholders9--(48,895)-(48,895)
Performance share rights charged to SOCI-50--50
Performance share rights vested20183(183)---
Balance as at 31 March 2024 (Restated)*90,943 45066,32612,340 170,059
Balance as at 1 April 2024 (Restated)90,943 45066,326 12,340170,059
Profit or loss for the year--15,9754,76820,743
Total comprehensive income for the year--15,9754,76820,743
Distributions to non-controlling interests---(2,275)(2,275)
Impacts of other transactions--(840)(419)(1,259)
Dividends to shareholders9--(6,484)-(6,484)
Performance share rights charged to SOCI-215--215
Performance share rights vested20150(150)---
Balance as at 31 March 202591,09351574,97714,414180,999
The accompanying Notes to the Consolidated Financial Statements on pages 22 to 44 form part of the consolidated financial statements.
Consolidated statement
of changes in equity
For the year ended 31 March 2025
Financials
* Comparative information has been restated, refer Note 24.

20
| GREEN CROSS HEALTH
ASSETS
Notes2025
$’000
2024*
(Restated)
$’000
Current assets
Cash and cash equivalents26,19923,402
Trade and other receivables1022,72425,549
Inventories33,16730,445
Total current assets82,09079,396
Non-current assets
Other receivables102,4482,693
Property, plant and equipment1119,74018,979
Right-of-use assets1296,27997,084
Intangible assets13165,947165,937
Deferred tax asset1412,27511,977
Equity accounted group investments157,4586,816
Total non-current assets304,147303,486
Total assets386,237382,882
LIABILITIES
Current liabilities
Trade payables and accruals1669,38867,303
Income taxes payable16685 937
Borrowings171,8552,573
Lease liabilities1212,74113,098
Total current liabilities84,66983,911
Non-current liabilities
Borrowings1722,58132,372
Lease liabilities1297,98896,540
Total non-current liabilities120,569128,912
Total liabilities205,238212,823
Net assets180,999170,059
EQUITY
Share capital91,09390,943
Share based payment reserve515450
Retained earnings74,97766,326
Total equity attributable to shareholders of the Parent166,585157,719
Non-controlling interest14,41412,340
Total equity180,999170,059
The accompanying Notes to the Consolidated Financial Statements on pages 22 to 44 form part of the consolidated financial statements.
Consolidated statement
of financial position
As at 31 March 2025
* Comparative information has been restated, refer Note 24.

Annual Report 2025 |
21
Consolidated statement
of financial position
As at 31 March 2025
Notes2025
$’000
2024
$’000
Cash flows from operating activities
Dividends received151,0751,852
Receipts from customers526,583504,862
Interest received588 900
Payments to suppliers and employees(466,971)(453,638)
Net income taxes(8,634)(8,019)
Net cash inflow from operating activities1852,64145,957
Cash flows from investing activities
Purchases of property, plant, equipment and software intangibles(5,838)(7,399)
Acquisition of interests in equity accounted investments15(127)(323)
Acquisition of interests in subsidiary and non-controlling interests(1,366)(10,178)
Disposal of discontinued operation-(276)
Net cash outflow from investing activities(7,331)(18,176)
Cash flows from financing activities
Proceeds from borrowings1,55841,220
Repayments of borrowings(12,067)(29,812)
Payment of lease liabilities(12,577)(12,641)
Interest expense(2,137)(2,467)
Interest expense - leases(8,374)(7,725)
Distributions to non-controlling interest(2,560)(3,061)
Dividend paid9(6,484)(48,895)
Net cash outflow from financing activities(42,641)(63,381)
Net increase/(decrease) in cash and cash equivalents2,669(35,600)
Cash and cash equivalents at the beginning of the financial year23,40258,215
Cash acquired: business combinations5128787
Cash and cash equivalents at end of year26,19923,402
Reconciliation of closing cash and cash equivalents to the consolidated statement of
financial position
Cash and cash equivalents26,19923,402
Closing cash and cash equivalents26,19923,402
The accompanying Notes to the Consolidated Financial Statements on pages 22 to 44 form part of the consolidated financial statements.
Consolidated statement
of cash flows
For the year ended 31 March 2025
Financials

22
| GREEN CROSS HEALTH
1.Reporting entity
Green Cross Health Limited (the “Parent” or
the “Company”) is a New Zealand company
registered under the Companies Act 1993 and is
an FMC entity for the purposes of the Financial
Reporting Act 2013 and the Financial Markets
Conduct Act 2013. The Financial Statements
have been prepared in accordance with these
Acts. The Company is listed on the New Zealand
Stock Exchange (“NZX”).
The consolidated financial statements of Green
Cross Health Limited comprise the Parent, its
subsidiaries, and its interest in associates and joint
ventures (together referred to as the “Group”).
2.Basis of preparation of
financial statements
(a) Statement of compliance
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”), and other applicable
Financial Reporting Standards, and authoritative
notices as appropriate for a Tier one for profit
entity. They also comply with International
Financial Reporting Standards.
The financial statements were approved by the
Board of Directors on 28 May 2025.
(b) Basis of measurement
The financial statements of the Group are
prepared under the historical cost basis unless
otherwise noted within the specific accounting
policies below.
(c) Changes in accounting policy
The Group has consistently applied the following
accounting policies to all periods presented in
these consolidated financial statements, except
as mentioned below.
(d) Comparatives
Comparative information has been restated.
See Note 24.
(e) Functional and presentation currency
These financial statements are presented in
New Zealand dollars ($), which is the functional
currency of the entities of the Group. All financial
information presented in New Zealand dollars
has been rounded to the nearest thousand.
(f) Significant estimates and judgements
The preparation of financial statements
in conformity with NZ IFRS requires the
Directors to make judgements, estimates
and assumptions that affect the application
of policies and reported amounts of assets,
liabilities, income and expenses. The estimates
and associated assumptions are based on
historical experience and various other factors
that are believed to be reasonable under the
circumstances, the results of which form the
basis for making judgements about carrying
values of some assets and liabilities. Actual
results may differ from these estimates.
In authorising the financial statements for the
year ended 31 March 2025, the Directors have
ensured that the specific accounting policies
necessary for the proper understanding of
the financial statements have been disclosed,
and that all accounting policies adopted are
appropriate for the Group’s circumstances and
have been consistently applied throughout the
year for all Group entities for the purposes of
preparing the consolidated financial statements.
The estimates and underlying assumptions
are reviewed on an ongoing basis. Revisions
to accounting estimates are recognised in
the period in which the estimate is revised if
the revision affects only that period, or in the
period of revision and future periods if the
revision affects both current and future periods.
Information about the significant areas of
judgement exercised or estimation in applying
accounting policies that have had a significant
impact on the amounts recognised in the
financial statements are described as follows:
Notes to the consolidated
financial statements
For the year ended 31 March 2025

Annual Report 2025 |
23
Notes to the consolidated
financial statements
For the year ended 31 March 2025
(i) Classification of investments
Classifying investments as either subsidiaries,
associates or joint ventures requires the
Directors to assess the degree of influence
which the Group holds over the investment.
In arriving at a conclusion the Directors take
into account the constitutional structure of
the investment, governance arrangements,
current and future representation on the Board
of Directors, and all other arrangements which
might allow influence over the operating and
financial policies of the investment.
(ii) Impairment of goodwill and indefinite life
intangible assets
The carrying values of goodwill and intangible
assets with an indefinite useful life, are
assessed at least annually to ensure that they
are not impaired. This assessment requires
the Directors to estimate future cash flows
to be generated by cash generating units to
which goodwill and intangible assets with
indefinite useful lives have been allocated.
Estimating future cash flows entails making
judgements including the expected rate of
growth of revenues and expenses, margins
and market shares to be achieved, and the
appropriate rate to apply when discounting
future cash flows. Note 13 of these financial
statements provides more information on the
assumptions the Directors have made in this
area and the carrying values of goodwill and
indefinite life intangible assets. As the outcomes
in the next financial period may be different to
the assumptions made, it is impracticable to
predict the impact that could result in a material
adjustment to the carrying amount.
(iii) Accounting for leases under NZ IFRS 16
In determining the right-of-use assets and lease
liabilities a number of estimates and judgements
have been made by management. These
include determining the applicable incremental
borrowing rates and assessment of the lease
terms, including any rights of renewal and
whether it is reasonably certain they will be
exercised. See Note 12.
(g) Subsidiaries
Subsidiaries are entities that are controlled by
the Group as defined in NZ IFRS 10. Control
exists when the Group is exposed to, or has
rights to, variable returns from its involvement in
the investee and has the ability to affect those
returns through its power over the investee.
Power arises when the Group has existing
rights to direct the relevant activities of the
investee, i.e. those that significantly affect the
investee’s returns. Control is assessed on a
continuous basis.
The Group consolidates the results of its
subsidiaries from the date that control
commences until the date on which control
ceases. At such point as control ceases, it
derecognises the assets, liabilities and any
related non-controlling interests and other
components of equity. Any interest retained in
the former subsidiary is measured at fair value
when control is lost.
The Group discontinues the use of the equity
method from the date when the investment
ceases to be an associate or a joint venture. At
the date the equity method is discontinued, the
difference between the carrying amount of the
associate or a joint venture and the fair value
of any retained interest and any proceeds from
disposing of a part interest in the associate or a
joint venture is included in the determination of
the gain or loss on disposal of the associate or
joint venture.
The Group’s ownership interests in subsidiaries
ranges from 25% to 100% (2024: 25% to
100%). The Group consolidates 35 out of 52
entities where it holds less than half of the profit
shares. This is on the basis that the Group’s
contractual arrangements with these entities
result in them meeting the definition of being
subsidiaries as set out above.
Financials

24
| GREEN CROSS HEALTH
2.Basis of preparation
of financial statements
(continued)
(h) Non-controlling interests
Non-controlling interests are present ownership
interests and are initially measured at either
fair value or the non-controlling interests’
proportionate share of the acquiree’s identifiable
net assets. The choice of measurement basis
is determined on a transaction-by-transaction
basis. Under the proportionate interest method,
goodwill is not attributed to the non-controlling
interest and the Group recognises only its share
of goodwill whereas under fair value, the non-
controlling interest includes its proportionate
share of goodwill.
Changes in the Group’s interest in a subsidiary
that do not result in a change in the control
conclusion are accounted for as transactions
with equity-holders in their capacity as equity
holders.
While the group has 51 (2024: 51) subsidiaries
with non-controlling interests, there are no
subsidiaries with individually material
non-controlling interest.
(i) Transactions eliminated on consolidation
Intra-group balances, and any unrealised
income and expenses arising from intra-group
transactions, are eliminated in preparing the
consolidated financial statements. Unrealised
gains arising from transactions with equity
accounted investees are eliminated against
the investment to the extent of the Group’s
interest in the investee. Unrealised losses are
eliminated in the same way as unrealised gains,
but only to the extent that there is no evidence of
impairment.
(j) Goods and services tax (GST)
The statement of comprehensive income has
been stated so that all components are exclusive
of GST. All items in the statement of financial
position are stated net of GST with the exception
of receivables and payables, which include GST
invoiced.
(k) Statement of cash flows
The statement of cash flows has been prepared
using the direct method subject to the netting of
certain cash flows.
Cash flows in respect of investments and
borrowings that have been rolled-over under
arranged banking facilities have been netted in
order to provide meaningful disclosures.
Cash and cash equivalents comprise cash
balances and call deposits. Bank overdrafts
that are repayable on demand and form an
integral part of the Group’s cash management
are included as a component of cash and cash
equivalents for the purpose of the statement of
cash flows.
Operating activities include all cash received from
all revenue sources and all cash disbursed for all
expenditure sources including taxation refunds
or payments and other transactions that are not
classified as investing or financing activities.
Investing activities reflect the acquisition and
disposal of property, plant and equipment and
intangibles, loans to associates, and investments
in associates, subsidiaries and joint ventures.
Financing activities reflect changes in borrowings
and equity.
(l) Inventory
Inventories are measured at the lower of cost
and net realisable value. The cost of inventories
is based on a weighted average principle, and
includes expenditure incurred in acquiring the
inventories, production or conversion costs
and other costs incurred in bringing them to
their existing location and condition. Inventory
comprises of pharmacy goods held for sale.
(m) Government grants
Grants that compensate the Group for expenses
incurred are recognised in profit and loss as other
income on a systematic basis in the periods in
which the expenses are recognised.
3.New standards and
interpretations issued and
not yet effective
A number of new standards, amendments to
standards and interpretations are not yet effective
for the year ended 31 March 2025. These have
been assessed for applicability to the Group
and the Directors have concluded that they will
not have a significant impact on future financial
statements, except for amendments to NZ IFRS
18 which will require a change in presentation
and disclosure of the consolidated financial
statements effective 1 January 2027.

Annual Report 2025 |
25
4.Segment reporting
The Group has two reportable segments: pharmacy services and medical services. The pharmacy services
segment provides retail and dispensary services and the medical services segment provides GP, nursing
and urgent care services.
The Group’s main operations are in the pharmacy industry providing pharmacy services through
consolidated stores, equity accounted investments and franchise stores. The medical services segment
includes fully owned and equity accounted medical centres, and support services provided to these medical
centres, as well as medical centres outside the Group.
The Board monitors the various revenue streams within each reportable segment separately however, they
do not meet the criteria for separate disclosure due to the following:
•
Aggregation of the operating segments within each reportable segment is consistent with the core
principle of NZ IFRS 8, i.e. aggregating will not distort the interpretation of the financial statements for
the users;
•
The operating segments within each reportable segment share the same economic characteristics; and
•
The natur
e of the products and services, and the nature of the regulatory environment are the same for
the operating segments.
Operating segments
Information about reportable segments from continuing operations
March 2025NotesPharmacy
services
$’000
Medical
services
$’000
Corporate
$’000
Total
$’000
External revenues6.1370,366153,386-523,752
Other income6--6
Total revenue370,372153,386-523,758
Cost of products sold(222,702)(217)-(222,919)
Employee benefit expense(80,589)(110,640)-(191,229)
Lease expenses(2,760)(365)-(3,125)
Other expenses(31,423)(16,284)(2,284)(49,991)
Depreciation and amortisation(2,840)(1,930)-(4,770)
Depreciation - leases(8,744)(5,840)-(14,584)
Impairment(7)-- (7)
Share of equity accounted net earnings1751,415-1,590
Segment profit21,48219,525(2,284)38,723
Interest income588
Interest expense(2,101)
Interest expense - leases(8,374)
Profit before tax28,836
Tax expense(8,093)
Profit after tax
20,743
Non-controlling interest(4,768)
Net profit attributable to the shareholders of
the Parent 15,975
Reportable segment assets270,949126,101(10,813)386,237
Reportable segment liabilities125,35690,695(10,813)*205,238
Financials
* Intersegmental elimination.

26
| GREEN CROSS HEALTH
4.Segment reporting (continued)
March 2024NotesPharmacy
services
$’000
Medical
services
$’000
Corporate
$’000
Total
$’000
External revenues6.1363,559140,254-503,813
Other income8517-102
Total revenue363,644140,271-503,915
Cost of products sold(214,321)(271)-(214,592)
Employee benefit expense(80,028)(100,784)-(180,812)
Lease expenses(3,598)(722)-(4,320)
Other expenses(33,095)(16,776)(2,485)(52,356)
Depreciation and amortisation(4,299)(1,955)-(6,254)
Depreciation - leases(8,793)(5,476)-(14,269)
Impairment(565)(151)-(716)
Share of equity accounted net earnings377821-1,198
Segment profit19,32214,957(2,485)31,794
Interest income900
Interest expense(2,549)
Interest expense - leases(7,725)
Profit before tax22,420
Tax expense(6,591)
Profit after tax
15,829
Loss from discontinued operation, net of tax(276)
Non-controlling interest(3,796)
Net profit attributable to the shareholders of
the Parent 11,757
Reportable segment assets*273,948119,693(10,759)382,882
Reportable segment liabilities*131,52892,054(10,759)**212,823
* Comparative information has been restated, refer Note 24.
** Intersegmental elimination.

Annual Report 2025 |
27
Financials
5.Business combinations
Business combinations during the year include; Sunset Family Doctors Servco Limited and Brookfield Pharmacy.
None of these acquisitions are individually material to the Group's result.
Carrying
value
$’000
Fair value
$’000
Identifiable assets acquired and liabilities assumed
Total assets531531
Total liabilities(229)(229)
Identifiable net assets302302
Consideration transferred
Satisfied by:
Cash consideration 1,117
Deferred consideration -
Contingent consideration-
Total consideration1,117
Less cash acquired (included in assets above) (128)
Net consideration 989
Goodwill
Goodwill recognised as a result of the acquisitions is as follows:
Total consideration1,117
Identifiable net assets(302)
Goodwill815
The goodwill is attributable mainly to the various patient databases acquired and the synergies expected to be
achieved. None of the goodwill recognised is expected to be deductible for tax purposes.
The amount of revenue included in the consolidated statement of comprehensive income is $5.0m with a net profit
after tax of $0.1m in respect of the entities acquired during the year.
If the acquisitions had occurred on 1 April 2024, management estimates that consolidated operating revenue would
have been $525.3m, and consolidated profit after tax for the year would have been $20.8m for continuing operations.

28
| GREEN CROSS HEALTH
6.Operating performance
6.1 Revenue
Revenue from contracts with customers
2025
$’000
2024
$’000
Pharmacy retail and dispensary333,886323,799
Other pharmacy services36,48039,760
Medical services153,386140,254
523,752503,813
Disaggregation of contract revenueReportable segments
Pharmacy
services
$’000
Medical
services
$’000
Total
$’000
Year ended 31 March 2025
Timing of revenue recognition
Transferred at a point in time356,23868,998425,236
Transferred over time14,12884,38898,516
370,366153,386523,752
Year ended 31 March 2024
Timing of revenue recognition
Transferred at a point in time351,86361,804413,667
Transferred over time11,69678,45090,146
363,559140,254503,813
Pharmacy retail and dispensing services
Pharmacy retail and dispensary services include retail sales, dispensing, professional advisory and care services. For
all these services control is considered to pass to the customer at the point when the customer can use or otherwise
benefit from the goods and services. For retail sales, control passes at point of sale. Retail sales are predominantly by
credit card, debit card or in cash.
The Group operates its own Living Rewards loyalty programme. Loyalty points earned during a sale transaction
are deferred to liabilities (net of estimated points expiry), and are recognised as revenue when the Living Rewards
member redeems their points.
Other pharmacy services
These mainly include franchise fees, supplier income and other service revenue. Control for franchise services pass
over time as the services are delivered over the term of the franchise agreement. Payment terms for franchise fees is
generally 20 to 30 days. Supplier income is earned, as promotional services are rendered over a specified time period
by the Group. Payment terms are generally 20 to 30 days.
Medical services
Medical services include capitation and health services and patient fees. Control for capitation and health services
passes over time as the healthcare services are delivered to the patient over a certain time period. Payments terms
are generally 20 to 30 days. Patient fees are earned at a point in time. Control passes to the customer when service
has been delivered to a customer. Patient fees are predominantly by credit card, debit card or in cash.

Annual Report 2025 |
29
Financials
Contract assets and contract liabilities
Current contract assets represent revenue where the service has been provided but not yet invoiced to the customer.
When the customer has been invoiced, any outstanding balances are included in receivables. Contract liabilities
reflect payments received for services that have not yet been provided and the payments will be recognised as
revenue over time.
Costs directly related to the acquisition of a contract or renewal of an existing contract are capitalised and amortised
over the life of the contract. Cost relating to fulfilling a contract are only capitalised if they meet the recognition criteria
under NZ IFRS 15. Costs incurred in obtaining a contract are only capitalised to the extent they are incremental.
Contract balances
The following table provides information, about receivables, contract assets and contract liabilities from contracts with
customers:
Significant changes in the contract assets and the contract liabilities during the period are as follows:
31 Mar
2025
$’000
31 Mar
2024*
(Restated)
$’000
Trade receivables which are included in trade and other receivables7,14411,008
Contract assets13,92412,514
Contract liabilities(4,312)(4,228)
2025
Contract
assets
2025
Contract
liabilities
2024
Contract
assets
2024*
Contract
liabilities
(Restated)
Revenue recognised that was included in the contract liability
balance at the beginning of the period-4,228-3,210
Transfer from contract assets recognised at the beginning of the
period to receivables12,514-11,457-
* Comparative information has been restated, refer Note 24.
6.2 Operating expenditure2025
$’000
2024
$’000
Cost of products sold 222,919214,592
Employee benefit expense 191,229180,812
Lease expenses3,1254,320
Other expenses48,43651,155
Audit fees368347
Other services provided by auditors139288
Directors’ fees in respect of the Parent company 453453
Directors’ fees in respect of the subsidiary companies309254
Bad debts written off and movement in doubtful debt provision286(141)
467,264452,080
Auditor’s remuneration to KPMG comprises:
Annual audit of financial statements351322
Annual audit of financial statements – prior year1725
368347
Other services provided by auditors:
Taxation services139143
Other services-145
139288
Taxation services relate to compliance and related services, and tax support.
Other services relates to a retail product category review.

30
| GREEN CROSS HEALTH
7.Income tax expense
Notes2025
$’000
2024
$’000
Current tax expense(8,391)(6,877)
Deferred tax benefit14298286
Total tax expense(8,093)(6,591)
Imputation credit account:
Available for use in subsequent periods $24.6m (2024: $19.2m)
Numerical reconciliation between tax expense and pre-tax accounting profit
Profit before tax28,83622,420
Income tax expense at 28%(8,074)(6,278)
Deduct tax effects of adjustments:
Other(19)(313)
(8,093)(6,591)
Taxation accounting policy
Income tax expense is charged to profit and loss and comprises current tax and deferred tax, unless it relates to
an item recognised in other comprehensive income or equity in which case it is recognised in other comprehensive
income or equity.
Current tax is the estimated tax payable on the current period’s taxable income using current tax rates, adjusted for
any under or over accrual in respect of prior periods.
Deferred tax is recognised using the balance sheet approach, allowing for temporary differences between the carrying
amounts of assets and liabilities for accounting purposes and the carrying amounts for tax purposes. A deferred
tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the
temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the
extent that it is no longer probable that the related benefit will be realised.

Annual Report 2025 |
31
8.Earnings per share
The earnings per share and dividend per share is calculated using the Group’s result divided by the weighted average
number of shares for the listed entity, Green Cross Health Limited.
2025
cents per
share
2024
cents per
share
(Restated)
Basic earnings per share11.138.20
The calculation of basic earnings per share is based on the profit attributable to
equity holders of the Parent and a weighted average number of ordinary shares
issued during the year of 143,579,013 (2024: 143,431,640).
Diluted earnings per share11.108.18
The calculation of diluted earnings per share is based on the profit attributable to
equity holders of the Parent and a weighted average number of ordinary shares
issued during the year after adjustment for the effects of all dilutive ordinary shares
of 143,890,735 (2024: 143,744,827).
Net tangible assets/(liabilities) per share1.93(5.48)
The calculation of net tangible assets/(liabilities) per share is based on net assets/
(liabilities) less deferred tax and intangible assets (refer Note 13 and Note 14) and the
closing number of ordinary shares at the end of the year.
Net assets per share126.04118.54
The calculation of net assets per share is based on net assets and the closing
number of ordinary shares at the end of the year.
2025
$'000
2024
$'000
Earnings per share - continuing operations
Profit from continuing operations20,74315,829
Profit from continuing operations attributable to minority interests
(4,768)(3,796)
Profit from continuing operations attributable to the ordinary equity holders of the
Company used in calculating basic earnings per share
15,97512,033
2025
cents per
share
2024
cents per
share
Basic earnings per share - continuing operations11.13 8.39
Diluted earnings per share - continuing operations11.108.37
Financials

32
| GREEN CROSS HEALTH
9. Dividends
2025 cents
per share
2024 cents
per share
Dividends per share4.50 34.00
In December 2024, Green Cross Health Limited paid an interim dividend of 2.50 cents per qualifying ordinary share to
shareholders, which was fully imputed to 28% (2023: 2.50 cents).
In June 2024, Green Cross Health Limited paid a final dividend of 2.00 cents per qualifying ordinary share to
shareholders, which was fully imputed to 28% (2023: 3.50 cents).
In April 2023, Green Cross Health Limited paid a special dividend of 28.00 cents per qualifying ordinary share to
shareholders, which was fully imputed to 28%.
10.Trade and other receivables
2025
$’000
2024*
(Restated)
$’000
Trade receivables7,14411,008
Provision for doubtful debts(1,967)(1,748)
Contract assets13,92412,514
Accrued income1,201855
Other receivables and prepayments2,4222,920
22,72425,549
Other receivable - non-current asset2,4482,693
11.Property, plant and equipment
2025
$’000
2024
$’000
Opening cost90,80490,164
Acquisitions through business combinations268644
Additions4,9806,440
Disposals(8,570)(2,600)
Assets written off(282)(3,844)
Closing cost87,20090,804
Opening accumulated depreciation71,94471,177
Acquisitions through business combinations139242
Depreciation for the period4,7346,181
Disposals(8,340)(2,225)
Assets written off(189)(3,431)
Closing accumulated depreciation68,28871,944
Closing book value18,91218,860
Work in progress828119
Total property, plant and equipment19,74018,979
* Comparative information has been restated, refer Note 24.

Annual Report 2025 |
33
Property, plant and equipment accounting policy
Property, plant & equipment owned by the Group consists primarily of leasehold improvements and is stated at cost
less accumulated depreciation and any impairment losses. Property, plant & equipment acquired in stages is not
depreciated until the asset is ready for its intended use.
Depreciation is provided on a straight-line basis on all property, plant & equipment components to allocate the cost of
the asset (less any residual value) over its useful life or if it relates to assets in a leased premises, the life of the lease if
shorter. The residual values and remaining useful lives of asset components are reviewed at least annually.
Current estimated useful lives of property, plant and equipment are between two and twelve years.
Subsequent expenditure is capitalised only if it is probable that future economic benefit associated with the
expenditure will flow to the Group. All other costs are recognised in the profit and loss as expenditure when incurred.
Any resulting gain or loss on disposal of an asset is recognised in the profit and loss in the period in which the asset
is disposed of.
12.Leases
As a lessee
The Group’s leased assets include property leases for pharmacies, medical centres and support office. The lease
terms of these leases typically range from 2 to 30 years (inclusive of any renewal options). Some leases provide for
additional rent payments that are based on changes in CPI or market rental rates. The Group also leases motor
vehicles and equipment, which typically run for a period of 3 to 5 years.
As a lessee, the Group recognises right-of-use assets and lease liabilities for the majority of its leases – i.e. these
leases are on-balance sheet.
The carrying amounts of right-of-use assets and lease liabilities are as below:
Right-of-use assetsProperty
$’000
Motor
Vehicles
$’000
Equipment
$’000
Total
$’000
2025
Balance as at 1 April 202495,5832171,28497,084
Balance as at 31 March 202595,6218757196,279
Depreciation13,74013071414,584
2024
Balance as at 1 April 202387,61734883388,798
Balance as at 31 March 202495,5832171,284 97,084
Depreciation13,39813074114,269
Additions to property of $4.9m (2024: $16.4m) and remeasurements of $8.8m (2024: $5.0m) have been made to
right-of-use assets during the current year.
Low value leases of $3.4m (2024: $4.3m) have been expensed (under lease exemption).
Financials

34
| GREEN CROSS HEALTH
12.Leases (continued)
Lease liabilitiesProperty
$’000
Motor
Vehicles
$’000
Equipment
$’000
Total
$’000
2025
Balance at 1 April 2024108,0242551,359109,638
Current liability12,27013968913,098
Non-current liability95,75411667096,540
Balance as at 31 March 2025109,943116670110,729
Current liability11,95511667012,741
Non-current liability97,988--97,988
2024
Balance at 1 April 202397,98337691999,278
Current liability12,31212159213,025
Non-current liability85,67125532786,253
Balance as at 31 March 2024108,0242551,359109,638
Current liability12,27013968913,098
Non-current liability95,75411667096,540
The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use
asset is initially measured at cost, and subsequently at cost less any accumulated depreciation and impairment
losses and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily
determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the
discount rate.
The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease payment
made. It is re-measured when there is:
•A change in futur
e lease payments arising from a change in an index or rate; or
•A change in the estimate of the amount expected to be payable under a residual value guarantee; or
•
Changes in assessment of whether a pur
chase or extension option is reasonably certain to be exercised or a
termination option is reasonably certain not to be exercised; or
•Any other change in the future lease payments or the lease term due to a lease modification that’s not
accounted for as a separate lease.
The Group has applied judgement to determine the lease term for some lease contracts in which it is a lessee that
include renewal options. The assessment of whether the Group is reasonably certain to exercise such options impact
the lease term, which significantly affects the amount of lease liabilities and right-of-use assets recognised.
Maturity analysis of contractual undiscounted cash flows2025
$’000
2024
$’000
Less than one year19,62119,814
Two to five years60,16462,087
More than five years75,56988,759
155,354170,660

Annual Report 2025 |
35
As a lessor
The Group sub-leases some of its properties. Income in relation to these subleases is $1.9m (2024: $1.7m). The
right-of-use assets recognised from the head leases are measured at cost. The sub-lease contracts are classified as
operating leases under NZ IFRS 16.
Maturity analysis of contractual undiscounted cash flows2025
$’000
2024
$’000
Less than one year611983
Two to five years1,2471,405
More than five years518262
2,3762,650
13.Intangible assets
Notes2025
$’000
2024
$’000
Other intangible assets
Opening costs10,77011,966
Acquisitions through business combinations-6
Additions559
Disposals(4,489)(171)
Asset impairment -(1,090)
Closing cost6,28610,770
Opening accumulated amortisation8,4409,452
Acquisitions through business combinations-1
Amortisation for the period3673
Disposals(4,333)(8)
Asset impairment-(1,078)
Closing accumulated amortisation4,1438,440
Closing book value2,1432,330
Goodwill
Opening costs163,607152,516
Other acquired goodwill5-1,388
Additions58159,994
Disposals(618)(291)
Closing cost163,804163,607
Total intangible assets165,947165,937
Intangible assets accounting policy
Intangible assets recognised by the Group are stated at cost less accumulated amortisation and any impairment
losses with the exception of goodwill (see below).
Intangible assets acquired in stages are not amortised until the asset is ready for its intended use.
Other intangible assets represent franchisee store rebranding costs and have an indefinite life.
Subsequent expenditure is capitalised if future economic benefit will flow to the Group and the requirements of the
standard are met. All other costs are recognised in the profit and loss as expenditure when incurred.
Financials

36
| GREEN CROSS HEALTH
13.Intangible assets (continued)
Any resulting gain or loss on disposal of an intangible asset is recognised in the profit and loss in the period in which
the intangible asset is disposed.
Intangible assets disclosed in the financial statements relate to trademarks and other indefinite life intangible assets.
Indefinite life intangible assets are tested annually for impairment.
Goodwill accounting policy
Goodwill arises on the acquisition of businesses. Goodwill represents the excess of the purchase consideration over
the fair value of the net identifiable tangible and intangible assets at the time of acquisition.
Goodwill is allocated to the relevant cash generating units (CGU) expected to benefit from the acquisition and tested
for impairment annually, or earlier at any interim reporting dates if there are indicators of impairment.
The value of each CGU is determined by its value in use. If the recoverable amount is less than the carrying amount
of the CGU then an impairment loss is recognised in profit and loss and the carrying amount of the asset is written
down.
The relative value of the goodwill allocated to the relevant cash generating unit is included in the determination of any
gain or loss on disposal.
Impairment testing
Discounted cash flow (DCF) models have been based on three-year forecast cash flow projections. The budget for
the year-ending 31 March 2026 is the basis for the first year's projections and projections for subsequent periods
have been based on this plus growth. Terminal cash flows are projected to grow in line with the New Zealand
long-term inflation rate.
The discount rate was a post-tax measure (discount rate pre-tax 12.80%) based on the rate of 10-year government
bonds issued by the government in the relevant market and in the same currency as the cash flows, adjusted for a
risk premium to reflect both the increased risk of investing in equities generally and the systematic risk of the specific
CGU.
Impairment test assumptions 2025Pharmacy
services
Medical
services
Discount rate – post tax9.97%9.97%
Terminal growth rate2.30%2.30%
Carrying amount of goodwill allocated to the unit ($'000)86,88876,916
Carrying value of other intangible assets with indefinite useful lives ($'000)2,048-
Impairment test assumptions 2024Pharmacy
services
Medical
services
Discount rate – post tax9.69%9.69%
Terminal growth rate3.50%3.50%
Carrying amount of goodwill allocated to the unit ($'000)86,637 76,970
Carrying value of other intangible assets with indefinite useful lives ($'000)2,048 -
For the purpose of impairment testing, goodwill is allocated to the Group's operating divisions which represent the
lowest level within the Group at which the goodwill is monitored for internal management purposes. Goodwill is
allocated across all operations within a division that have similar economic characteristics and collectively benefit from
acquisitions that increase the Group's portfolio.
Sensitivities
No impairment was identified for Pharmacy Services and Medical Services as a result of this review, nor under any
reasonable possible change, in any of the key assumptions described above.

Annual Report 2025 |
37
14.Deferred tax asset
The movement in deferred tax asset and liability during the year is made up of the following:
Opening
$’000
Net
additions
$’000
Recognised
in profit
and loss
$’000
Closing
$’000
Group – 2025
Property, plant and equipment2,926-3263,252
Provisions and accruals3,127-(91)3,036
Tax losses2,541-(486)2,055
Right-of-use assets(27,184)(3,826)4,052(26,958)
Lease liabilities30,5673,826(3,503)30,890
11,977-29812,275
Group – 2024
Property, plant and equipment3,037 -(111)2,926
Provisions and accruals2,941-1863,127
Tax losses2,779-(238)2,541
Right-of-use assets(24,863)(6,303)3,982(27,184)
Lease liabilities27,7976,303(3,533)30,567
11,691-28611,977
15.Equity accounted group investments
Notes2025
$’000
2024
$’000
The movement in equity accounted investments comprises:
Opening carrying amount6,8167,147
Investment in associates and joint ventures127323
Share of net earnings1,5901,198
Dividends22(1,075)(1,852)
7,4586,816
There are no individually material associates or joint ventures.
Amount of goodwill within the carrying amount of equity accounted group investments:
Opening carrying amount1,3661,366
Closing carrying amount1,3661,366
Summary associate and joint venture financial information
The aggregate results of the associates and joint venture financial position and current year’s profit are as follows:
Assets
$’000
Liabilities
$’000
Revenue
$’000
Net profit
after tax
$’000
As at and for the year ended 31 March 202514,8096,20256,3333,541
As at and for the year ended 31 March 202412,7495,46344,3223,169
Financials

38
| GREEN CROSS HEALTH
15.Equity accounted group investments (continued)
Investments in associates and joint ventures accounting policy
An associate is an investee over which the Group has significant influence, which is the power to participate in the
financial and operating policy decisions of the investee but not to control or jointly control those policies.
A joint venture is a joint arrangement in which the parties that have joint control of the arrangement have rights to the
net assets of the arrangement. Joint control is the contractually agreed sharing of control of the arrangement which
only exists when a decision about the relevant activities require the unanimous consent of the parties sharing control.
The results and assets and liabilities of associates and joint ventures are incorporated into the financial statements
of the Group using the equity method of accounting. Under the equity method, the initial investment in the Group
financial statements is measured at cost and adjusted thereafter for the Group’s share of profit and loss and other
comprehensive income of the associate and joint venture. Any goodwill arising on the acquisition of an associate
or joint venture investment is included in the carrying amount of the investment net of dividends received. Where
the Group’s share of losses of the associate or joint venture exceeds the Group’s interest in that associate or joint
venture, the Group discontinues recognising its share of losses unless it has a legal or constructive obligation to
continue doing so. The equity method is discontinued where the Group ceases to exert significant influence or
joint control over the investee.
Accounting policies adopted by associates and joint ventures are generally consistent with those of the Group.
Where a material difference does exist, appropriate adjustments are applied to ensure congruence with the policies
of the Group, the most significant of these being the recognition of deferred tax.
16.Trade and other payables and income taxes payable
2025
$’000
2024*
(Restated)
$’000
Trade payables35,45232,429
Payable to non-controlling interest4,5034,518
Contract liabilities4,3124,228
Accrued expenses15,47316,520
Employee entitlements9,6489,608
69,38867,303
Income taxes payable685937
Employee entitlements accounting policy
Employee entitlements for salaries, bonuses, long service, alternate and annual leave are provided for and recognised
as a liability when benefits are earned by employees but not paid at the reporting date.
* Comparative information has been restated, refer Note 24.

Annual Report 2025 |
39
17.Borrowings
2025
$’000
2024
$’000
Current1,8552,573
Non-current22,58132,372
24,43634,945
The Group's primary lenders are BNZ and Bank of China (the lenders).
The Group's interest rate on outstanding loans is calculated based on BKBM or cost of funds plus a margin.
The current interest rate is between 4.84% and 7.74% (2024: 6.59% - 9.72%). A 0.5% increase/decrease in the
effective interest rate would result in a decrease/increase in after tax profit and equity of $87,970.
Green Cross Health Limited and all its wholly-owned subsidiaries provided guarantees and indemnities in favour of
the lenders covering all loans held by the Parent company. Loans provided by BNZ to partnership subsidiaries are
covered by a General Security Agreement over the individual business assets.
At balance date, the Group has undrawn banking facilities of $42.0m (2024: $32.5m). The debt facilities held with
both BNZ and Bank of China mature in December 2027.
Borrowings and advances accounting policy
Borrowings are initially recognised at fair value, including directly attributable transaction costs. Subsequent to initial
recognition, borrowings are measured at amortised cost using the effective interest method.
18. Operating cash flow reconciliation
2025
$’000
2024
$’000
Profit for the year20,74315,553
Add non-cash items:
Depreciation, amortisation and impairment19,36121,239
Other non-cash items1431,288
Add changes in working capital:
Receivable and accruals movement3,070675
Inventory (2,722)1,516
Payable and accruals movements2,085(2,561)
Tax movement(550)(2,221)
Add items classified as cash flows from investing and financing activities:
Loss on disposal of Community Health division-276
Interest expense2,1372,467
Interest expense - leases 8,3747,725
Net cash inflow from operating activities52,64145,957
Financials

40
| GREEN CROSS HEALTH
19.Shares on issue
2025
’000
2024
’000
Shares authorised and on issue
Opening number of shares143,462 143,285
Shares issued – fully paid141 177
Shares issued – partly paid- -
Shares cancelled – partly paid--
143,603 143,462
Shares held as treasury stock--
Performance share rights440367
144,043143,829
All ordinary shares carry equal rights in terms of voting, dividend payments and distribution upon winding up.
Share capital
Incremental costs directly attributable to the issue of ordinary shares, share options and share capital are recognised
as a deduction from equity.
20.Share-based payments
Performance Share Rights
Performance Share Rights (PSRs) were offered to some senior executives, commencing 1 April 2019. Under the
scheme PSRs are issued to participants which give them the rights to receive ordinary shares in the Company after a
three year period, subject to certain vesting and other conditions being met. The fair value is measured at grant date
and amortised over the vesting period. The vesting of the PSRs is subject to the Company achieving performance
hurdles relating to the growth of its earnings per share and return on capital employed over a three year measurement
period. There is no exercise price for these performance rights and there is no right to dividends during the vesting
periods.
Vesting is contingent upon audited financial statements, therefore PSRs which meet the vesting criteria will vest in the
financial year following the end of the PSR period.
The shares granted during the current financial period have a fair value of $214,800 (2024: $220,000) which is
calculated using the weighted average price of shares through the NZX over the one month period prior to the date of
the Company's results announcement for the financial year ended 31 March 2024 (2024: 31 March 2023).
The total expense recognised in the year to 31 March 2025 in relation to the PSRs was $174,267 (2024: $100,000).
141,509 PSRs were vested during the year.
PSRs granted are summarised as below:
Grant DatePSR PeriodPSRs
granted
PSRs
vested
PSRs
forfeited
PSRs end of
period
28/06/202101/04/2021 - 31/03/2024188,679(141,509)(47,170)-
27/06/202201/04/2022 - 31/03/2025167,338-(53,244)114,094
26/06/202301/04/2023 - 31/03/2026 148,677-(37,169)111,508
27/11/202401/04/2023 - 31/03/20265,947-
-
5,947
27/11/202401/04/2024 - 31/03/2027207,965-
-
207,965
Total 718,606(141,509)(137,583)439,514

Annual Report 2025 |
41
21.Financial instruments
The Group is party to financial instruments as part of its normal operations. Financial instruments include cash and
cash equivalents, borrowings, trade and other receivables and trade and other payables.
Financial instruments are initially recognised at their fair value less transaction costs, and subsequently measured at
their amortised cost. A financial instrument is recognised if the Group becomes a party to the contractual provisions
of the instrument. Financial assets are derecognised if the Group’s contractual rights to the cash flows from the
financial assets expire or if the Group transfers the financial asset to another party without retaining control or
substantially all risks and rewards of the asset. Financial liabilities are derecognised if the Group’s obligations specified
in the contract expire or are discharged or cancelled.
Financial assets and financial liabilities are recognised at amortised cost.
Risk management policies are used to mitigate the Group’s exposures to credit risk, liquidity risk and market risk that
arise in the normal course of operations.
Credit risk
The Group’s maximum credit risk resulting from a third party defaulting on its obligations to the Group is represented
by the carrying amount of each financial asset on the statement of financial position. The Group is not exposed to
any material concentrations of credit risk other than its exposure within the retail pharmacy and government sectors.
The Group monitors credit limits on a monthly basis. All credit facilities to external parties are provided on normal
trade terms (unsecured, to a maximum of 45 days). At any one time, the Group generally has amounts owed to and
amounts owed by the same counterparty, although no legal right of set-off exists. The Parent company holds direct
debit authorities for amounts payable under the contractual terms of its franchise agreements. The Parent regularly
monitors the credit ratings issued, and any qualifications to those ratings, to the financial institutions (and those of the
ultimate parent financial institution) used by the Group.
The status of trade receivables and contract assets at reporting date as follows:
Trade receivables and contract assetsGross
receivable
2025
$’000
Impairment
2025
$’000
Gross
receivable
2024
$’000
Impairment
2024
$’000
Not past due24,088-24,994-
Past due 0 - 30 days640-1,329-
Past due 31-120 days1,114(700)1,919-
Past due more than 120 days1,297(1,267)1,748(1,748)
Total 27,139(1,967)29,990 (1,748)
The Group's exposure to credit risk for trade receivables, which includes contract assets with the government
is influenced mainly by the individual characteristics of each customer. The creditworthiness of a customer or
counterparty is determined by a number of qualitative and quantitative factors. Qualitative factors include external
credit ratings (where available), payment history and strategic importance of customer or counterparty. Quantitative
factors include transaction size, net assets of customer or counterparty, and ratio analysis on liquidity, cash flow and
profitability.
The Group's cash balances is held with a number of banks with the level of exposure to credit risk considered
minimal with low levels of cash held.
Financials

42
| GREEN CROSS HEALTH
21.Financial instruments (continued)
Liquidity risk
Liquidity risk represents the Group’s ability to meet its contractual obligations. The Group evaluates its liquidity
requirements on an ongoing basis. In general, the Group generates sufficient cash flows from its operating activities
to meet its obligations arising from its financial liabilities and has credit lines in place to cover potential shortfalls. The
following table sets out the contractual cash flows for financial liabilities that are settled on a gross cash flow basis:
Carrying
value
$’000
Contractual
cash flows
$’000
Less than
one year
$’000
Between
one year
and
two years
$’000
Between
two years
and
five years
$’000
2025
Borrowings24,43627,6852,8472,49022,348
Trade and other payables55,42855,42855,428--
Total non-derivative liabilities79,86483,11358,2752,49022,348
2024
Borrowings34,945 39,933 2,7273,48033,726
Trade and other payables53,467 53,46753,467- -
Total non-derivative liabilities88,41293,40056,1943,48033,726
Market Risk
Refer to note 17 for details of the interest rates for the Group loans and borrowings, which are the most significant
financial instruments.
Capital management
The Group’s capital includes share capital and retained earnings. The Group is not subject to any externally imposed
capital requirements.
The allocation of capital between its specific business segments’ operations and activities is, to a large extent,
driven by the optimisation of the return achieved on the capital allocated. The process of allocating capital to specific
business segment operations and activities is undertaken independently of those responsible for the operation.
The Group’s policies in respect of capital management and allocation are reviewed regularly by the Board of
Directors.
The carrying amount of the Group’s on-balance sheet financial instruments including trade and other receivables,
cash and cash equivalents, borrowings and trade payables, closely approximate their fair values as at 31 March 2025
and 31 March 2024. The assessment of fair value relating to borrowings was determined by reference to observable
market data (level 2).

Annual Report 2025 |
43
22.Related parties
The Group has commercial franchise agreements with stores relating to marketing levies and franchise fees. The
Group also enters into transactions on behalf of the stores which are on-charged. These transactions comprise items
such as training courses, supplier agreements, central advertising campaigns, loyalty card costs, and IT related costs.
The Parent performs business support services, based on agreed terms, for some of the stores and medical centres.
The Parent has shareholder agreements with the other shareholders of the associates. The agreements set out the
return on investment/profit sharing arrangements relating to these investments.
Related party transactions for the group
Transaction valueBalance outstanding
2025
$’000
2024
$’000
2025
$’000
2024
$’000
Franchise fees and on-charged costs to equity accounted
investments1761782323
Management service charges and on charged costs to equity
accounted investments1,0481,10879248
Dividend income1,0751,852--
Costs paid to equity accounted investments(39)(35)--
Receivable from other related parties--3,1983,220
Key management personnel remuneration
The Group provides compensation to key management personnel which comprises the Directors, the Group CEO
and the CFO. Key management compensation comprised:
2025
$’000
2024
$’000
Remuneration and Directors fees1,5321,559
Short term employee benefits31573
Long term incentives (Note 20)174100
2,0211,732
23.Subsequent events
On 28 May 2025, Green Cross Health Limited declared a final dividend of 2.75 cents per qualifying ordinary share
amounting to $3.9m, which will be fully imputed at 28%. The dividend record date is 6 June 2025 and payment will
occur on 23 June 2025.
No adjustment is required to these consolidated financial statements in respect of these events.
Financials

44
| GREEN CROSS HEALTH
24.Prior period restatement
Following the enhancement of reporting, an error was identified in determining the value of contract liabilities. The
error related to the activity data used in the calculation of the contract liabilities being overstated. This resulted in a
prior period restatement to adjust the balance of contract liabilities.
The following tables reconcile the impact on key line items in the Group's statement of financial position from
restatements. There is no impact on the Group's statement of comprehensive income and statement of cash flows.
As at
1 April 2023
Audited
$’000
Adjustments
$’000
As at
1 April 2023
Restated
$’000
Consolidated statement of financial position
Total assets401,007-401,007
Trade payables and accruals74,656(4,792)69,864
Income taxes payable1,5311,3412,872
Others122,815-122,815
Total liabilities199,002(3,451)195,551
Retained earnings100,0653,451 103,516
Others101,940-101,940
Total equity202,0053,451205,456
As at
31 March
2024
Audited
$’000
Adjustments
$’000
As at
31 March
2024
Restated
$’000
Consolidated statement of financial position
Income taxes refundable404(404)-
Others382,882-382,882
Total assets383,286(404)382,882
Trade payables and accruals72,095(4,792)67,303
Income taxes payable-937937
Others144,583-144,583
Total liabilities216,678(3,855)212,823
Retained earnings62,8753,451 66,326
Others103,733-103,733
Total equity166,6083,451170,059

Annual Report 2025 |
45

46
| GREEN CROSS HEALTH

Annual Report 2025 |
47
Governance
Group entities 48
Board of Directors 52
Corporate governance 55
Independent assurance report 64
Climate-related disclosures 68
Other disclosures76
Shareholder information81
Company directory83

48
| GREEN CROSS HEALTH
Group entities
For the year ended 31 March 2025
The current Green Cross Health Limited group structure comprises 160 companies.
The group entities are as follows:
Legal ParentHolding %Activity
Green Cross Health LimitedFranchisor and Investment
Controlled entities
280 Queen Street (2005) Limited43.9Pharmacy
Albany Pharmacy Limited49.0Non-trading
Alexandra Pharmacy (2013) Limited48.5Pharmacy
Amcal Chemists (N.Z.) Limited100.0Non-trading
Apollo Medical Limited100.0Medical Centre
Apollo Pharmacy (2014) Limited49.6Pharmacy
Bay of Plenty Pharmacies Limited100.0Non-trading
Bayfair Pharmacy (2010) Limited48.6Pharmacy
Bayfair Pharmacy Limited100.0Non-trading
Baymed Group (2013) Limited100.0Medical Centre
Birkenhead Pharmacy (2011) Limited48.5Pharmacy
Botany Downs Pharmacy Limited25.0Pharmacy
Browns Bay Pharmacy (2018) Limited48.5Pharmacy
Cambridge Pharmacies 2020 Limited49.0Pharmacy
Care Chemist Limited100.0Non-trading
Care Chemist Pakuranga (2008) Limited49.0Pharmacy
Centre City Pharmacy (2004) Limited46.4Pharmacy
Chemist Express Limited49.0Pharmacy
Chemists (N.Z) Limited100.0Non-trading
Christchurch Pharmacy (2015) Limited49.0Pharmacy
Coastlands Pharmacy (2018) Limited100.0Non-trading
Darfield Medical Centre Limited45.0Medical Centre
Davies Corner Pharmacy Limited25.0Pharmacy
Discovery Pharmacy (2016) Limited49.0Pharmacy
Dispensaryfirst Limited 100.0Non-trading
Drury Surgery Limited100.0Medical Centre
Endeavour Pharmacy (2016) Limited49.0Pharmacy
Fairfield Medical Limited70.0Medical Centre
Fred Thomas Pharmacy (2015) Limited49.0Pharmacy
Gain Health Centre Limited50.0Medical Centre
Glenfield Mall Pharmacy Limited48.5Pharmacy
Green Cross Health Direct Limited100.0Non-trading
Green Cross Health Distribution Limited100.0Non-trading
Green Cross Health Investments Limited100.0Non-trading
Green Cross Health Medical Limited100.0Investment
Green Cross Health Medical Solutions Limited100.0Services to medical centres
Green Cross Health Primary Limited100.0Medical Centre
Green Cross Health Workplace Limited100.0Health Services
Guthries Pharmacy Limited49.0Non-trading

Annual Report 2025 |
49
Governance
Controlled entitiesHolding %Activity
Harbour City Pharmacy (2011) Limited48.7Pharmacy
Hastings Pharmacy (2013) Limited49.5Pharmacy
Hawkes Bay Pharmacies Limited49.0Pharmacy
Helensville Pharmacy (2008) Limited48.5Pharmacy
High Street Health Hub Limited100.0Medical Centre
Highland Park Pharmacy (2009) Limited48.5Pharmacy
Hurstmere Pharmacy (2008) Limited49.0Pharmacy
Hutt Valley Pharmacies 2014 Limited48.5Pharmacy
J-Mall Pharmacy Limited49.0Pharmacy
Karori Pharmacies (2020) Limited49.6Pharmacy
Knox Pharmacy 2010 Limited48.5Pharmacy
Lake Taupo Pharmacy (2008) Limited48.5Pharmacy
Levin Pharmacy (2005) Limited100.0Non-trading
Levin Pharmacy (2021) Limited49.0Pharmacy
Life Pharmacy Albany Limited49.0Pharmacy
Life Pharmacy Centre Place (2009) Limited100.0Non-trading
LPL Pharmacy Investments Limited100.0Non-trading
Life Pharmacy Sylvia Park Limited49.0Pharmacy
Life Pharmacy Trustee Company Limited100.0Non-trading
Life Pharmacy Wall Street Dunedin Limited49.1Pharmacy
Manawatu Pharmacies Limited49.0Pharmacy
Manners Pharmacy (2016) Limited49.0Non-trading
Manukau Pharmacy (2011) Limited49.1Pharmacy
Marshlands Family Health Centre Limited 100.0Medical Centre
Medplus Lake Road Limited100.0Medical Centre
Moorhouse Pharmacy 2003 Limited25.0Pharmacy
Motueka Medical (2013) Limited100.0Medical Centre
Napier X Ray Limited44.0Medical Centre
Neptune Pharmacy (2017) Limited49.0Pharmacy
New Lynn Pharmacy (2015) Limited48.8Pharmacy
New Plymouth Pharmacy (2015) Limited25.0Pharmacy
Northlands Pharmacy (2003) Limited49.6Pharmacy
Onehunga Medical 2012 Limited100.0Medical Centre
Onehunga Medical Pharmacy (2022) Limited49.6Pharmacy
Onerahi Pharmacy Limited25.0Pharmacy
Palms Pharmacy (2013) Limited49.0Pharmacy
Parklands Pharmacy (2015) Limited49.0Pharmacy
Peak Primary Limited100.0Non-trading
Pharmacy 277 Limited49.1Pharmacy
Pharmacy B102 Limited48.5Pharmacy
Pharmacy G101 Limited49.0Pharmacy

50
| GREEN CROSS HEALTH
Controlled entitiesHolding %Activity
Pharmacy J104 Limited100.0Non-trading
Pharmacy K103 Limited49.0Pharmacy
Pharmacy L105 Limited100.0Non-trading
Pharmacy Management Limited100.0Investment
Pharmacy N106 Limited49.0Pharmacy
Pharmacy Store Holdings Limited100.0Investment
Pharmacybrands Limited100.0Non-trading
Pharmacybrands On-line Limited100.0Non-trading
Plimmer Steps Pharmacy (2018) Limited49.0Non-trading
Queen Street Pharmacy (2015) Limited49.0Non-trading
Radius Medical Limited100.0Non-trading
Radius Medical Solutions Limited100.0Non-trading
Radius Medical Whakatane Properties Limited100.0Non-trading
Radius Pharmacy Greenmeadows Limited49.0Pharmacy
Radius Pharmacy Limited100.0Franchisor and Investment
Radius Pharmacy Napier Limited48.8Pharmacy
Radius Pharmacy Riccarton Limited49.5Pharmacy
Radius Pharmacy Te Rapa Limited48.8Pharmacy
Radius Pharmacy Upper Hutt Limited49.5Pharmacy
Radius Pharmacy Waikanae Limited48.5Pharmacy
Radius Pharmacy Wanganui Limited49.1Pharmacy
Radius Ti Rakau Limited100.0Medical Centre
Riccarton Mall Pharmacy 2000 Limited49.0Pharmacy
Richmond Health Centre Limited100.0Medical Centre
Richmond Road Medical Centre Limited100.0Medical Centre
Royal Oak Post Shop Limited37.7Non-trading
RPG Medicine Management Limited49.0Pharmacy
Russell Street Pharmacy Hastings (2015) Limited48.5Pharmacy
Shirley Pharmacy Limited100.0Non-trading
Shore City Pharmacy (2010) Limited48.5Pharmacy
Shore City Pharmacy Limited100.0Non-trading
Silverstream Health Centre Limited100.0Medical Centre
Smart Pharmacy Limited100.0Non-trading
St Heliers Health Centre Limited75.0Medical Centre
St Lukes Pharmacy Holdings Limited49.0Pharmacy
Stokes Valley Pharmacy (2009) Limited48.5Pharmacy
Sunset Family Doctors Servco Limited100.0Medical Centre
The Doctors (Coastcare) Limited100.0Medical Centre
The Doctors (Hastings) Limited71.2Medical Centre
The Doctors (Huapai) Limited100.0Non-trading
The Doctors Normans Road Limited100.0Non-trading
The Doctors (Massey Medical) Limited100.0Medical Centre
The Doctors (Napier) Limited44.0Medical Centre
Group entities
(continued)

Annual Report 2025 |
51
Governance
Controlled entitiesHolding %Activity
The Doctors Papakura Limited100.0Medical Centre
The Doctors (New Lynn) Limited53.7Medical Centre
The Doctors (Whangaparaoa) Limited100.0Medical Centre
The Doctors Whakatipu Limited75.0Medical Centre
Total Health Doctors Limited100.0Medical Centre
Tower Junction Pharmacy Limited48.5Pharmacy
Trident Pharmacy (2017) Limited49.0Pharmacy
Upper Hutt Health Centre Pharmacy Limited25.0Pharmacy
Upper Riccarton Pharmacy Limited100.0Non-trading
Waihi Medical Centre Limited100.0Medical Centre
Waimauku Doctors Limited100.0Medical Centre
Waiuku Medical Pharmacy (2010) Limited48.5Pharmacy
Waiuku Pharmacy (2005) Limited100.0Non-trading
Waiuku Pharmacy (2016) Limited48.5Pharmacy
Walls & Roche Royal Oak Pharmacy Limited37.7Pharmacy
Wellington Pharmacy (2016) Limited49.0Pharmacy
West City Pharmacy (2010) Limited48.5Pharmacy
Whakatane Pharmacies 2021 Limited49.4Pharmacy
Willis Street Pharmacy Limited25.0Pharmacy
Woodham Road Healthcare Limited100.0Medical Centre
Joint venture entities
Pharmacies Instore Limited 50.0Non-trading
Associate entities
Accident and Medical Centre Quaymed Limited22.3 Medical Centre
Albany Family Medical Centre Limited50.0 Medical Centre
Aramoho Health Centre Limited30.9Medical Centre
Brookfield Pharmacy 2024 Limited24.4Non-trading
Bester McKay Family Doctors Limited25.0Medical Centre
Huapai Pharmacy (2017) Limited25.1 Pharmacy
Katikati Pharmacies 2024 Limited24.4Non-trading
Mount Wellington Family Health Centre Limited33.3Medical Centre
Pilldrop Software Limited25.0 Pharmacy
Plimmerton Medical Centre Limited25.0 Medical Centre
Te Puna Manawa O Tarawera (GP) Limited25.0Medical Centre
Team Medical at Kapiti Limited48.8 Medical Centre
The Doctors (Green Lane) Limited30.0 Medical Centre
The Doctors (Mangere) Limited33.9Medical Centre
Vercoe Brown & Associates Limited50.0Medical Centre
Investments
Unichem Export Limited 1.0Wholesale

52
| GREEN CROSS HEALTH
John (Andrew) Bagnall, Non-Executive Director
Andrew Bagnall holds a Commerce Degree from Otago University and a MBA from Michigan State University. Andrew
was a significant investor in Life Pharmacy Limited and following the merger with Pharmacybrands Limited (later
renamed Green Cross Health Limited) has continued to hold a shareholding in the merged entity.
In Andrew’s earlier career, he was a leading figure in the New Zealand travel industry establishing and managing
Gullivers Travel Group which became the major distributor of wholesale and retail travel services in New Zealand.
Gullivers Travel Group was eventually listed on the New Zealand and Australian stock exchanges (ASX) and
was subsequently sold to ASX listed S8. Andrew was also involved in co-developing one of New Zealand’s first
commercial retirement villages. Andrew now runs his own private investment company, Segoura, which manages
investments in various businesses. Andrew is also a Director of PowerShield Limited and he maintains a keen interest
in sports car racing.
Andrew was appointed as a Non-Executive Director of the Company in August 2009.
John Bolland, Non-Executive Director
John Bolland has more than 25 years’ experience in private equity, senior management and corporate finance.
This includes 14 years with Ernst & Young, where he had Partner level responsibility in Corporate Finance and
Audit & Business Advisory. John holds a Bachelor of Commerce from the University of Auckland and is a Member
of Chartered Accountants Australia & New Zealand and a Harvard Allumni. John is also a Director of PowerShield
Limited and Stellar Library GP Limited.
John was appointed as a Non-Executive Director of the Company in August 2009.
Craig Brockliss, Non-Executive Director
Craig Brockliss is currently CEO of the Wilton Capital Group of companies and has more than 20 years’ experience in
business, property and private equity investing. Wilton has significant investment interests in New Zealand, the United
States and in the United Kingdom.
Wilton Capital has its origins in the pharmaceutical logistics markets in New Zealand and Australia before diversifying
into other investments in 2001. Wilton is currently the third largest shareholder in Green Cross Health.
Craig holds a Bachelor of Commerce and a Bachelor of Laws from the University of Auckland and worked for Ernst
and Young prior to joining the Wilton Group in 2001.
Craig was appointed as a Non-Executive Director of the Company in April 2022.
Board of Directors
As at 31 March 2025

Annual Report 2025 |
53
Governance
Kim Ellis, Chair
During his business career Kim had wide Chief Executive experience and was best known for his 13 years at
the helm of Waste Management NZ Ltd, culminating in the company’s sale in 2006. During his tenure he led 40
acquisitions and built a successful business in Australia.
Earlier roles encompassed a number of market sectors including health, manufacturing, distribution, transport,
property, agriculture and fashion. Since 2006 Kim has been active in governance and is currently Chair of
New Zealand Social Infrastructure Fund Limited and consultant to Envirowaste Services. Kim holds first class honours
degrees in Chemical Engineering and Economics.
Kim was appointed as Independent Chair of the Company in December 2019.
Ken Orr, Independent Director
Ken Orr has had over 30 years as a community pharmacist and is currently a partner in a group of pharmacies in
Northland and a Director of North Haven Hospice. Ken was a former President of the NZ Pharmacy Guild, which
represents the business interests of community pharmacies. Ken was a forming Director of Manaia PHO and now
serves on the Audit, Risk & Finance Committee of Mahitahi Hauora that leads primary health care in Northland.
Ken joined the Board in September 2009 as an alternate Director and was appointed as an Independent Director of
the Company in March 2012.
Peter Merton, Non-Executive Director
Peter Merton, an Otago University Pharmacy graduate, has been involved in the pharmaceutical industry in New
Zealand and overseas since the early 1980s.
His involvement with the Company goes back to the late 1990s, and he played an active part in the initial industry
consolidation when Amcal and Unichem brands merged to form Pharmacybrands Limited, later renamed Green
Cross Health Limited.
Following the merger of Life Pharmacy Limited (LPL) with Pharmacybrands Limited in 2009 Peter assumed the role
of Chair of the Group, a role he held until December 2019 when he became a Non-Executive Director. He is also a
significant shareholder in the Company through his interest in Cape Healthcare Limited. Peter has previously held the
roles of Chief Executive of the Propharma/Healthcare Logistics businesses and Director of EBOS Group Limited.
Carolyn Steele, Independent Director
Carolyn Steele is a Director of WEL Networks Limited, Oriens Capital GP 2 Limited, Property for Industry, ANZ Bank
New Zealand Limited and Vulcan Steel Limited. Until 2016, Carolyn was a Portfolio Manager at Guardians of New
Zealand Superannuation, the Crown entity managing the New Zealand Superannuation Fund. Prior to joining the
Guardians in 2010, Carolyn spent ten years in investment banking at Forsyth Barr and Credit Suisse/First NZ Capital.
Carolyn was appointed as an Independent Director of the Company in June 2017.

54
| GREEN CROSS HEALTH

Annual Report 2025 |
55
Corporate governance and the role of the Board of Directors
The Board understands the importance of good corporate governance in maximising the value of the Company.
Accordingly, the Board is working to ensure compliance with applicable regulatory requirements and best practice,
including the NZX Corporate Governance Code.
The Board is responsible for the strategic direction and objectives of the Company and sets the policy framework
within which Green Cross Health must operate. The Group CEO is appointed by the Board and has delegated authority
for the day-to-day operations of Green Cross Health.
NZX Corporate Governance Code
The Company has reviewed the NZX Corporate Governance Code dated 31 January 2025 and is in compliance with the
majority of its recommendations.
Compliance with the Principles of the Code is as follows:
Principle 1: Ethical standards
Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable
for these standards being followed throughout the organisation.
The Company has established a Code of Ethics to govern its conduct. The code addresses ethical issues, establishes
compliance standards and procedures, provides mechanisms to report unethical behaviour and provides for disciplinary
actions. The Code of Ethics is available on the Company's website (www.greencrosshealth.co.nz/governance).
The Company has procedures in place to ensure that gifts received by employees and Directors do not result in
inappropriate influence on decision making, and that conflicts of interest are disclosed and managed.
The Board has adopted a Protected Disclosure Policy to ensure that people can raise concerns regarding actual or
suspected wrongdoing with regard to ethical, clinical, professional and legal standards without fear of reprisal or feeling
threatened by doing so.
The Board has issued guidelines to prevent insider trading to all Directors, deemed Directors, officers and other restricted
persons of Green Cross Health. All Directors, deemed Directors, officers and other restricted persons of Green Cross
Health must formally apply to the CFO for consent to trade the Company's securities before undertaking any sales or
purchases. The Board reviews all consents granted at each Board meeting. The Directors, deemed Directors, officers and
other restricted persons of Green Cross Health are obliged to complete and submit disclosure notices to the NZX within
five days of any trades being settled.
Key policies are published on the Company's website in addition to being available on the Company's intranet for
employees to access and included in employee induction.
The Company did not make donations to any political party in the year.
Principle 2: Board composition and performance
To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and
perspectives.
Board charters and management responsibility
The Board operates under a written Charter and delegates authority to senior management, including the Group CEO
to run the day-to-day operations of the Company.
Corporate governance
For the year ended 31 March 2025
Governance

56
| GREEN CROSS HEALTH
NZX Corporate Governance Code (continued)
Principle 2: Board composition and performance (continued)
Director terms of appointment
The Company has signed written terms of appointment for all Directors. New Directors are provided terms of
appointment as they are appointed. Directors are not required to hold shares in the Company as part of their
appointment.
Board composition and structure
As at 31 March 2025, the Company's Board structure consisted of four Directors associated with the three major
shareholders (who collectively hold 73% of the Company) and three independent Directors, including an independent
Chair.
The non-independent Directors associated with the three major shareholders are John (Andrew) Bagnall, Peter
Merton, John Bolland and Craig Brockliss. As at 31 March 2025, the independent Directors were Kim Ellis, Ken
Orr and Carolyn Steele. The factors listed in table 2.4 of the NZX Corporate Governance Code were considered
in determining Director independence. None of those factors applied to Kim Ellis or Carolyn Steele. While Ken Orr
has served on the Board since 2009 (over 12 years) and is a franchise partner, the Board has carefully considered
the effect of his tenure and business relationship on his independence and determines he remains independent. He
brings a wealth of sector experience, an enquiring mind and acts independently.
The independent Directors are selected to ensure that the appropriate skills and experience required are available to
the Company. The table below sets out the Board's skills matrix:
Capabilities Director expertise
Industry: retail, pharmacy, healthcare
Financial expertise
M&A, divestments, corporate finance
Risk management
People and culture
Health and safety
Governance
Climate
Legal and regulatory
In response to recommendation 2.8 of the NZX Corporate Governance Code recommending Boards have a majority
of Independent Directors, and Green Cross Health not being compliant with this recommendation for the reporting
period, the Board is of the view that the existing Board structure appropriately reflects the shareholding structure
of the Company and represents the best interests of all shareholders. The Board does not believe any alternative
governance practices are required in respect to Board membership.
In accordance with NZX Listing Rules, Directors must not hold office (without re-election) past the third annual
meeting following the Director's appointment or three years, whichever is longer. In addition, a Director appointed
by the Board must not hold office (without re-election) past the next annual meeting following the Director's
appointment.
The Board holds regular scheduled meetings and follows procedures that ensure all Directors have the necessary
information to participate in an informed discussion on all agenda items and effectively carry out their duties. The
Group CEO, CFO and key senior managers attend appropriate sections of Board meetings.

Annual Report 2025 |
57
Governance
Chair and CEO
The Company complies with the recommendation that it should have an independent Chair of the Board. The
Company complies with the recommendation that the Chair is not the CEO.
Director training
Directors are tasked with undertaking appropriate training to remain current on how to best perform their duties as
Director of an issuer. When common training requirements arise, training is coordinated for Directors.
Director, Board and Committee performance
Directors are expected to understand the Company’s operations and determine the professional development that
they require to undertake their duties. Senior management present to the Board on a regular basis on key matters
affecting the Company, enabling Directors to ask for further information and explanation as required.
The Board, led by the Chair, reviews Board (including Nominations Committee) and Director performance biennially
against the Board Charter in light of the Company’s changing operating conditions and makes improvements to
Board processes and meetings when required changes in Board focus are identified. The last review was conducted
in October 2024.
The Committees (other than the Nominations Committee) annually review their performance against the Committee
Charters and report back to the Board.
Diversity policy
The Company and the Board confirm the commitment and core responsibilities to building diversity and inclusion of
thought within the Company.
The Company is committed to attracting, developing and retaining a diverse, talented group of individuals whose
collective thoughts and contributions will help the Company to be the best healthcare company in New Zealand.
The Board is proud of the wide-ranging ethnic, cultural and gender diversity across the Group that reflects the
evolving makeup of New Zealand society. The Company believes that this diversity better enables the Group to meet
the needs of its stakeholders, including customers, patients, clients, suppliers, funding agencies, employees and
shareholders.
The Company’s Diversity Policy is published on its website (www.greencrosshealth.co.nz/governance). The following
table sets out a quantitive breakdown of the gender balance of the Directors and key management personnel of the
Group as at 31 March 2025:
DirectorsKey management personnel
As at 31 March 2025
Female1 14%2100%
Male6 86%0 0%
Total7 2
As at 31 March 2024
Female1 14%2 100%
Male6 86%00%
Total7 2

58
| GREEN CROSS HEALTH
NZX Corporate Governance Code (continued)
Principle 3: Board committees
The Board should use Committees where this will enhance its effectiveness in key areas, while still retaining
Board responsibility.
Board Committees
For the year ended 31 March 2025, the Board had the following Committees:
•Audit and Risk Committee.
•Nominations Committee.
•Remuneration Committee.
•
Investment Committee.
These Committees operated under written Charters. Charters for all Committees are r
eviewed biennially and are
available on the Company’s website (www.greencrosshealth.co.nz/governance). The Committees (other than the
Nominations Committee) annually review their performance against written Charters and report to the Board.
Directors who are not members of Committees are welcome to attend meetings if they wish. The Company complies
with the recommendation that management only attends Committee meetings at the invitation of the Committee.
Further detail on the Committees is as follows:
Audit and Risk Committee
The Committee comprises two independent Directors and one non-independent Director, all of whom are non-
executive Directors. The Audit and Risk Committee Chair is an independent Director and not the Chair of the
Board. All Audit and Risk Committee members are financially literate, with at least one member having a financial
background. In response to recommendation 3.1 of the NZX Corporate Governance Code recommending one
member of the Audit and Risk Committee should be both independent and have an adequate accounting or financial
background, the Board is satisfied that the Chair meets this requirement.
The Group CEO and the CFO attend as ex-officio members and external auditors by invitation of the Chair. The Audit
and Risk Committee also meet privately with the external auditors, that is, without management in attendance.
The Committee's responsibilities include:
•
Reviewing the scope and outcome of the external audit.
•Reviewing the annual and half yearly financial statements prior to approval by the Board.
•
Approving the public r
eleases of financial information.
•
Assessing the performance of financial management and monitoring of material corporate risk assessments
and internal controls.
•
Reporting the proceedings of each meeting to the Boar
d.
•
Making recommendations to the Boar
d on the appointment of the external auditors, their independence and
their fees.
•
Reviewing non-audit services provided by the exter
nal auditor.
•
Monitoring of material corporate risk and the internal controls instituted.
•Monitoring of ESG related risks and opportunities.
The compositon of the Committee was Car
olyn Steele (Chair), John Bolland and Kim Ellis.

Annual Report 2025 |
59
Governance
Nominations Committee
This Committee comprises four non-independent Directors together with three independent Directors, who meet as
required to:
•
Advise the Board on Dir
ector appointments, giving attention to the mix of skills, experience, independence of
Director candidates and other qualities required.
•
Facilitate ongoing Director training and development.
•Facilitate the regular evaluation of the Boar
d, its Committees and the Directors.
Remuneration packages are reviewed annually. Market data is used as a basis for establishing competitive
remuneration.
The Nominations Committee's performance is review biennially by the Board against its written Charter,
contemporaneously with the Board’s self-review.
The composition of the Nominations Committee was Kim Ellis (Chair), John (Andrew) Bagnall, John Bolland, Craig
Brockliss, Peter Merton, Ken Orr and Carolyn Steele.
In response to recommendation 3.4 of the NZX Corporate Governance Code recommending the Nominations
Committee have a majority of independent Directors, and Green Cross Health not being compliant with this
recommendation for the reporting period, the Board is of the view that the Nominations Committee appropriately
reflects the experience required to carry out its responsibilities and an alternative governance practice was not
necessary.
Remuneration Committee
This Committee comprises one independent Director and two non-independent Directors, who meet as require to:
•
Recommend to the Board the appointment and terms of employment of the Group CEO and CFO.
•
Review and evaluate the performance of the Group CEO and CFO against KPIs including making
remuneration r
ecommendations to the Board.
•
Approve the appointment, and the conditions and terms of employment of the Gr
oup CEO's direct reports
(excluding the CFO).
•
Review and advise the Board on succession plans for the Group CEO and direct reports.
•
Make recommendations to the Boar
d with respect to non-executive and independent Director remuneration.
Remuneration packages are reviewed annually. Market data is used as a basis for establishing competitive
remuneration.
The composition of the Remuneration Committee was John Bolland (Chair), Kim Ellis and Peter Merton.
In response to recommendation 3.3 of the NZX Corporate Governance Code recommending the Remuneration
Committee have a majority of independent Directors, and Green Cross Health not being compliant with this
recommendation for the reporting period, the Board is of the view that the Remuneration Committee appropriately
reflects the experience required to carry out its responsibilities and an alternative governance practice was not
necessary.

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| GREEN CROSS HEALTH
NZX Corporate Governance Code (continued)
Principle 3: Board committees (continued)
Investment Committee
This Committee comprises three independent Directors and two non-independent Directors. The Investment
Committee Chair is not the Chair of the Board. All other Directors are entitled to attend the meetings.
The Group CEO and CFO attend as ex-officio members. All Investment Committee members are financially literate.
The Committee's responsibilities include:
•Reviewing potential acquisition proposals, approving small acquisitions and making recommendations to the
Board for larger acquisitions.
•Reviewing and approving capital expenditure as needed.
The composition of the Committee was Ken Orr (Chair), John Bolland, Kim Ellis, Peter Merton and Carolyn Steele.
Control transaction protocols
The Board has a Control Transaction Protocol to be followed if a control transaction offer is made for the Company.
In the event of a control transaction, the Board will immediately establish an appropriately constituted Committee to
deal with matters arising from the transaction, including:
•
Preparing the Company's r
esponse to the transaction.
•
Engaging an independent advisor to advise on the merits of the transaction.
•Making a recommendation to shareholders.
Board and Committee meeting attendance
The following table outlines the number of Board and Committee meetings attended by Directors during the course of
the 2025 financial year:
BoardAudit and Risk
Committee
Renumeration
Committee
Nominations
Committee
Investment
Committee
Meetings Held84311
John (Andrew) Bagnall71*1
John Bolland84311
Craig Brockliss61
Kim Ellis8431
Peter Merton7311
Ken Orr811
Carolyn Steele8411
* Attended as an observer.

Annual Report 2025 |
61
Governance
Principle 4: Reporting and disclosure
The Board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of
corporate disclosures.
The Board has a written continuous disclosure policy.
The Company complies with the recommendation that Board and Committee Charters, Code of Ethics and other key
governance documents are available on the Company’s website. The interim and audited Annual Reports are also
available on the website (www.greencrosshealth.co.nz/investors).
The Board has members with financial reporting knowledge and experience that enable the Board to be satisfied that
financial matters are adequately disclosed in the Company’s reporting. Some non-financial disclosures, such as the
Company’s approach to risk management including health and safety, are included within this Annual Report. The
Board considers this level of disclosure appropriate.
The Audit and Risk Committee has delegated authority from the Board to assist the Board with fulfilling its
responsibility in respect of ESG matters. Significant risks resulting from climate change are reported to the Audit and
Risk Committee. These risks are summarised in the Climate-related disclosures that are provided elsewhere in this
Annual Report.
Principle 5: Remuneration
The remuneration of Directors and Executives should be transparent, fair and reasonable.
The Director fee pool was last approved in 2015 and is currently capped at $500,000. Directors’ fees are informally
benchmarked against market precedents. Retirement benefits and share options are not available for Directors.
Further disclosure of the details of Directors’ fees is included in the Other Annual Report Disclosures published in this
Annual Report.
The Company has a remuneration policy for Directors, Officers and all employees of the Company, which outlines
its remuneration practices. The remuneration policy is available on the Company’s website (www.greencrosshealth.
co.nz/governance).
The Company has disclosed details of the remuneration arrangements for the Group CEO. Please refer to Group
CEO Remuneration under Other Annual Report Disclosures for the year.
The Company operates a share-based incentive scheme for some senior executives, which is disclosed further in
Note 20 to the Financial Statements.
Principle 6: Risk management
Directors have a sound understanding of the material risks faced by the issuer and how to manage them. The
Board regularly verifies that the issuer has appropriate processes that identify and manage potential and material
risks.
The Board is responsible for risk management and internal control and has a framework for identifying, assessing,
controlling, monitoring and reporting on the key risks to the Company’s people, assets, reputation and business
objectives.
The Board satisfies itself that adequate external insurance cover is in place appropriate to the Company's size and
risk profile.
The Audit and Risk Committee has responsibility for ensuring that the Company’s risk management framework,
policies and procedures are effective and appropriate. The Company maintains a comprehensive risk register and
management reports to the Board regularly on health and safety issues and progress on objectives. Risk reporting
software is used to facilitate reporting by employees, capture risks, and escalate them within the Company as
required. The nature of many of the Company’s activities, including dispensing of drugs, operating retail stores and
providing medical treatment makes managing health and safety risks a significant area of focus within the Group.
Management reviews the highest risk rated incidents at least nine times a year, ensuring corrective and preventative
actions are in place. There were no serious injuries within the year.

62
| GREEN CROSS HEALTH
NZX Corporate Governance Code (continued)
Principle 6: Risk management (continued)
The Company is exposed to substantially the same economic, environmental and social risks as similar businesses
operating in the same sectors in New Zealand. These risks include:
•
Competitive pressure from traditional and disruptive competitor business models.
•
Impacts from wider economic downturn.
•Labour cost escalation through Government policy changes and labour shortages in particular areas.
•Regulatory changes.
•
Changes to Government and wider health sector funding models.
Principle 7: Auditors
The Board ensures the quality and independence of the external audit process with the Audit Committee charter
providing a framework for management of the relationship with the external auditor.
The Audit and Risk Committee is tasked with ensuring that the external audit process is independent and of high
quality, including approving any non-audit services provided by the audit firm. The Committee has procedures for
sustaining communication with the audit firm, ensuring that the ability of the audit firm to carry out its statutory role is
not impaired and approving the level of non-audit services provided by the audit firm.
The Committee is also responsible for ensuring that the audit firm or lead audit partner is rotated at least every five
years. The lead audit partner was rotated prior to the 2022 external audit.
The Company does not have an internal audit function but via the Audit and Risk Committee and the Company’s
external audit process, looks to maintain and improve risk management and internal controls.
The external auditor attends the Annual Meeting and is available to answer any questions from shareholders.
Principle 8: Shareholder rights and relations
The Board should respect the rights of shareholders and foster constructive relationships with shareholders that
encourage them to engage with the issuer.
The Company maintains a website (www.greencrosshealth.co.nz) where investors and interested stakeholders can
access financial and operational information and key Corporate Governance information about the Company.
Information is available through the Annual Reports. The Board ensures that shareholders are informed of major
developments affecting the Company. Any material information affecting the Company during the intervening period is
announced to the financial markets via the New Zealand Stock Exchange (NZX) and the Company website under the
Board's policy for continuous disclosure.
Directors and Officers of the Company attend the Annual Meeting and are available to answer questions from
shareholders.
Communications from the Company are available electronically through the Company’s share registrar,
Computershare.
The Company fully complies with the following recommendations:
•
Shareholders have the right to vote on major decisions.
•One vote per share.

Annual Report 2025 |
63

64
| GREEN CROSS HEALTH
Independent
assurance report
Toitū Verification
To the shareholders of Green Cross Health Limited
Conclusion
Emissions - Limited Assurance
Based on the procedures we have performed and the evidence we have obtained, nothing has come
to our attention that causes us to believe that the gross GHG emissions, additional required disclosures
of gross GHG emissions, and gross GHG emissions methods, assumptions and estimation uncertainty,
defined in the climate statement and table below:
+ do not comply with the audit criteria; and
+ do not provide a true and fair view of the emissions of Green Cross Health Limited for the year ended
31 March 2025.
Basis of verification opinion
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Scope of the assurance engagement
We have undertaken a verification engagement relating to gross GHG emissions, additional required
disclosures of gross GHG emissions, and gross GHG emissions methods, assumptions and estimation
uncertainty on the climate statements as indicated in the table below for the year ended 31 March 2025.
Additionally, our assurance engagement does not extend to targets of which details may be referenced
within the table below. The scope of emissions and level of assurance are disclosed below.
Green Cross Health Limited's climate statements provides information about the greenhouse gas
emissions of the organisation for the defined measurement period and is based on historical information.
This information is stated in accordance with the requirements of Greenhouse Gas (GHG) Protocol: A
Corporate Accounting and Standard (2004).
DocumentAssurance scope
included (Pages/Section)
Excluded - No assurance
(Pages/Section)
Annual Report73-74 (Metrics)1-73, 74 (Targets), 75-83

Annual Report 2025 |
65
Governance
Key matters
Key matters are those matters that, in our professional judgement, were of most significancein our assurance
engagement of the GHG disclosures. These matters were addressed in the context of our assurance engagement
and in forming our opinion. We do not provide a separate conclusion on these matters.
Key matterHow key matters have been addressedFindings for key audit matters
Electricity – Accuracy
and Completeness
Electricity emissions
represent a material
source in the greenhouse
gas inventory. The Green
Cross Health organisational
structure includes a large
number of sites with
varying classifications
(support office, medical
practices and pharmacy
stores) and different
ownership arrangements,
which creates complexity
in verifying alignment
with the organisational
boundary and consolidation
methodology.
This complexity increases
the risk of incomplete
inclusion of relevant sites
and potential misstatement
in the calculation of
associated electricity
emissions.
Furthermore, supplier-
specific electricity
consumption data was
not available for all sites,
necessitating the use of
estimates and assumptions.
These factors required
significant auditor attention
due to their potential
impact on the accuracy and
completeness of reported
electricity-related emissions
and the overall audit risk.
We reviewed Green Cross Health’s
organisational structure and assessed
alignment with the financial control
consolidation methodology. This included
reconciling the organisational and emission
boundary to the financial control consolidation
structure and assessing sites across
classifications and ownership types. We verified
inclusion, classification, and control to ensure
completeness and accurate boundary definition
application.
We performed a detailed review of the model
developed by Green Cross Health to analyse
electricity usage across all sites under financial
control.
Our procedures included confirming that
all sites included in the emissions inventory
were within the entity’s financial control and
performed a reconciliation of ICP's to site
listing. We evaluated the accuracy of data
transfer from energy suppliers through detail
retracing of site-level records and confirmed
consistency.
We also reviewed the estimation methodologies
applied to sites without supplier data, assessing
their allocation based on business type and
confirming the methodologies were applied
consistently and appropriately.
Supplier data was not available for the last
month of the reporting period and thus was
calculated based on the previous 11 months
consumption. To mitigate the risk posed by
this, additional procedures were performed
to extrapolate expected consumption. We
confirmed no significant changes in business
operations and benchmarked this consumption.
We noted no material variation and conclude
that the reported values remain appropriate and
aligned with the level of assurance awarded.
Not Applicable
Disclosures -
completeness of
disclosures to align
to GHG Protocol
requirements and NZCS
Standards.
Requirements for Climate
Reporting Entities using
the GHG Protocol and
Aotearoa New Zealand
Climate disclosure
standards have become
more rigorous in terms of
compliance requirements.
Hence the audit risk
around completeness
and compliance to these
standards have been
elevated.
We assessed the entity’s climate-related
disclosures for completeness and compliance
with the relevant requirements of NZ CS1, NZ
CS2, and NZ CS3.
We identified key disclosure elements required
under the GHG Protocol and NZCS and
assessed whether all material information
was appropriately included. Additional focus
was placed on the accuracy of emissions
methodology, assumptions, and data sources.
Where gaps or inconsistencies were noted, we
engaged with management to obtain further
clarification and re-reviewed updates made to
disclosures.
We also reviewed management’s internal review
processes and consulted relevant guidance to
evaluate whether all material disclosures were
included in the report.
As a result of our work, we noted areas
where climate-related disclosures were
required to be enhanced to more clearly align
with the requirements of the Aotearoa New
Zealand Climate Standards. These included
improvement in the consistency of comparative
GHG emissions, clarification in relation to the
consolidation approach and emission factor
sources applicable, and to provide more
transparent explanations around estimation
methods, assumptions, uncertainty, exclusions,
and the use of adoption provisions for
completeness.
We discussed these matters with management,
and additional disclosures were made in the
final version of the climate related disclosures
to address these points and improve overall
clarity to achieve fair presentation. These matters
contributed to our view that this area was of
most significance in our audit.

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| GREEN CROSS HEALTH
Other matters
Other matters that have not been disclosed in the climate statements, that in our judgement are relevant to the
intended users:
Comparative information
+ The comparative GHG disclosures and its' restatement (that is GHG disclosures for the period ended 31 March
2024) have not been the subject of an assurance engagement undertaken in accordance with New Zealand Standard
on Assurance Engagements 1: Assurance Engagements over Greenhouse Gas Emissions Disclosures (‘NZ SAE 1’).
These disclosures and the restatement are not covered by our assurance conclusion.
Responsible party's responsibilities
Green Cross Health Limited is responsible for the preparation of the GHG disclosure in accordance with Aotearoa
New Zealand Climate Standards (NZ CSs)- issued by External Reporting Board (XRB) and the GHG Protocol: A
Corporate Accounting and Standard (2004) . This responsibility includes the design, implementation and maintenance
of internal controls relevant to the preparation and fair presentation of a GHG disclosure that is free from material
misstatement, whether due to fraud or error.
Inherent uncertainity
As disclosed in the "Metrics & targets" section on page 73 of the Green Cross Health Annual Report for the year
ended 31 March 2025, GHG quantification is subject to inherent uncertainty because of incomplete scientific
knowledge used to determine emissions factors and the values needed to combine emissions of different gases.
Responsibilities of verifiers
Our responsibility as verifiers is to express a verification opinion to the agreed level of assurance on the Climate
statements, based on the evidence we have obtained and in accordance with the NZ SAE 1 Assurance
Engagements over Greenhouse Gas Emissions Disclosures, issued by the External Reporting Board (XRB) and ISO
14064-3:2019. We conducted our verification engagement as agreed in the pre-audit engagement letter, which
defines the scope, objectives, criteria and level of assurance of the verification.
The International Standard ISO 14064-3:2019 requires that we comply with ethical requirements and plan and
perform the verification to obtain the agreed level of assurance that the GHG emissions are free from material
misstatements. We are not permitted to prepare the GHG statement as this would compromise our independence.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit carried out in accordance
with the ISO 14064-3:2019 Standards will always detect a material misstatement when it exists. The procedures
performed on a limited level of assurance vary in nature and timing from, and are less in extent compared to
reasonable assurance, which is a high level of assurance.
Misstatements are differences or omissions of amounts or disclosures, and can arise from fraud or error.
Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to
influence the decisions of readers, taken on the basis of the information we audited.
Existence of relationships
Other than in our capacity as assurance practitioners, and the provision of the assurance for this engagement, we
have no relationship with, or interests, in the responsible party.
Independence and quality management standards applied
This assurance engagement was undertaken in accordance with NZ SAE 1 Assurance Engagements over
Greenhouse Gas Emissions Disclosures issued by the External Reporting Board (XRB). NZ SAE 1 is founded on the
fundamental principles of independence, integrity, objectivity, professional competence and due care, confidentiality
and professional behaviour. We have also complied with the following professional and ethical standards and
accreditation body requirements:
+ ISO 14065: 2020 - General principles and requirements for bodies validating and verifying environmental
information;
+ ISO 14066: 2023 - Greenhouse gases - Competence requirements for teams validating and verifying environmental
information;

Annual Report 2025 |
67
Governance
+ ISO 17029: 2019 - Conformity assessment - General principles and requirements for validation and verification
bodies;
+ IAF MD4:2023 - For the Use of Information and Communication Technology (ICT) for Auditing/Assessment
Purposes;
+ Joint Accreditation System of Australia and New Zealand Accreditation Requirements.
Verification strategy
Our verification strategy used a combined data and controls testing approach. Evidence-gathering procedures
included but were not limited to:
•activities to inspect the completeness of the inventory;
•assessment of the consolidation boundary and approach;
•interviews of personnel to confirm operational behaviour and standard operating pr
ocedures;
•
recalculation of fuel r
ecords to confirm accuracy of source data into calculations;
•
detailed examination of supplier provided electricity r
ecords to confirm accuracy of source data into calculations;
•
assessment of electricity estimates to confirm reasonableness of model methodology and its application;
•recalculation of emissions;
•
reviewing of emission factors for accuracy and appropriateness; and
•evaluating the overall presentation of disclosures.
The data examined during the verification were historical in nature.
Verification level of assurance
GHG protocol categories
GHG scopetCO2eLevel of assurance
Scope 1156Limited
Scope 2438Limited
Total inventory594
Responsible party's greenhouse gas assertion (claim)
Green Cross Health Limited has measured its greenhouse gas emissions in accordance with the GHG Protocol in
respect of the operational emissions of its organisation as it pertains to its organisational boundary for Scope 1 and
Scope 2 only.
Other information
The responsible party has a duty for the provision of Other Information. The Other Information may include Climate
Related Disclosures around governance, strategy and risk management, targets, The Company (and its related sub-
sections), Financials (and its related sub-sections) and Governance (and its related sub-sections) but does not include
the information we verified, and our auditor’s opinion thereon. We have not performed any procedures with respect
to the excluded information and, therefore, no conclusion is expressed on it. Our responsibility is to read and review
the Other Information, and consider whether the Other Information is materially inconsistent with the information we
verified, or our knowledge obtained during the verification.
Verified byIndependent reviewerEngagement leader
NameTom WorleyAna TatanaLesna Morar-Nunco
Position
Verifier, Toitū Envirocare
Independent reviewer
Toitū Envirocare
Signature
Date verification audit:Date opinion expressed:Location:
15 April 202513 June 2025Auckland

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| GREEN CROSS HEALTH
Climate-related
disclosures
As at 31 March 2025
Statement of compliance
Green Cross Health is a climate-reporting entity under the Financial Markets Conduct Act 2013 and has complied
with Aotearoa New Zealand Climate Standards. The year ended 31 March 2025 is the second reporting period for
Green Cross Health under the Aotearoa New Zealand (ANZ) Climate Standards:
•ANZ Climate Standard 1: Climate-related Disclosures (NZ CS 1)
•ANZ Climate Standard 2: Adoption of ANZ Climate Standards (NZ CS 2)
•ANZ Climate Standard 3: General Requirements for Climate-related Disclosures (NZ CS 3).
Green Cross Health has elected to use the following adoption provisions available in NZ CS 2:
•
Adoption Provision 2: Anticipated financial impacts, which provides an exemption from disclosing the
anticipated financial impacts of climate-related risks and opportunities.
•
Adoption Provision 4: Scope 3 Greenhouse Gas (GHG) emissions, which provides an exemption from
disclosing scope 3 GHG emissions.
•
Adoption Provision 5: Comparatives for Scope 3 GHG emissions, which pr
ovides an exemption from
disclosing comparatives for scope 3 GHG emissions.
•
Adoption Provision 6: Comparatives for metrics, which permits an entity to pr
ovide one year of comparative
information for each metric.
•
Adoption Provision 7: Analysis of tr
ends, which provides an exemption from disclosing an analysis of the main
trends evident from a comparison of each metric from previous reporting periods to the current reporting
period.
•
Adoption Provision 8: Scope 3 GHG emissions assurance, which allows Scope 3 GHG emissions to be
excluded from the scope of the assurance engagement.
Important notice
These statements contain certain projections and forward-looking statements and opinions which are based on
historical experience, internal business data, external sources and various other factors that Green Cross Health
believes to be reasonable in the circumstances. In particular, these statements contain disclosures that rely on
early and evolving assessments of current and forward-looking information, incomplete and estimated data and
Green Cross Health’s related judgements, opinions and assumptions. Green Cross Health has sought to provide
accurate information, but it cautions reliance being placed on statements that are necessarily subject to significant
risks, uncertainties and/or assumptions. Climate change is an evolving challenge, with high levels of uncertainty
and significant data challenges, particularly over long-term horizons. Green Cross Health gives no representation,
guarantee, warranty or assurance about its future business performance, or that the outcomes expressed or implied
in any forward-looking statement made in this document will occur. Nothing in this report should be interpreted as
capital growth or earnings advice or guidance, or as any other legal, financial, tax or other advice or guidance.

Annual Report 2025 |
69
Governance
Overview
The Board is ultimately responsible for the oversight of climate-related risks and opportunities. The Board’s
responsibilities are set out in the Board Charter (available on the Company’s website) and include:
•ensuring adequate procedures are in place and in use to identify the principal risks of the Company’s business
and that appropriate systems are implemented to manage these risks;
•being actively engaged in directing and appr
oving the strategic planning of the Company;
•
reviewing and approving the corporate plan, the operating budget, and reviewing the overall performance
(including ESG) against what has been approved.
The Board ensures that appropriate skills and competencies are available to provide oversight of climate-related risks
and opportunities. Refer to page 56 of the Annual Report for the Board’s skills matrix.
The Audit and Risk Committee has delegated authority from the Board to assist the Board with fulfilling its
responsibility in respect of financial reporting, ESG reporting, audit, regulatory conformance and risk management.
The Audit and Risk Committee charter can be found on the Company’s website. The Audit and Risk Committee
meets at least three times a year. After each meeting, the Audit and Risk Committee provides an update to the
Board.
Climate-related metrics are not incorporated into remuneration policies.
Audit and Risk Committee's role
The Audit and Risk Committee is responsible for overseeing the management of climate-related risks as part of its
overall responsibility in assisting the Board with risk management.
The Company has a risk management register and framework which the Audit and Risk Committee oversees and
reviews at least once a year. Outcomes of this review, along with the full risk register, are reported to the Board to
ensure the Board has up to date information regarding all risks, including climate-related risks and opportunities,
when developing and overseeing implementation of the Company’s strategy.
The Audit and Risk Committee is responsible for reviewing metrics and targets suggested by management for
managing climate-related risks and opportunities and recommending appropriate metrics and targets to the Board
for approval. The Audit and Risk Committee is responsible for monitoring progress against climate-related targets and
providing relevant updates to the Board.
The Audit and Risk Committee is authorised by the Board to obtain independent professional advice and to arrange
for the attendance at meetings, at the Company’s expense, of outside parties with relevant experience and expertise
if it considers this necessary.
Mangement's role
The Company’s senior management team meets regularly, and represents the various business functions from
Finance, Operations, Clinical, Supply Chain, Merchandising, Procurement, Property, People and Marketing. Climate
risks and opportunities are considered as part of business decisions, and in setting business strategy over the short,
medium, and long term.
Governance

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| GREEN CROSS HEALTH
Climate-related disclosures (continued)
Mangement's role (continued)
The Group CEO is responsible for managing climate-related strategy, risks and opportunities and recommending
metrics and targets to the Audit and Risk Committee for endorsement to the Board. The CFO is responsible for
managing climate-related reporting and assurance.
The Group CEO and CFO attend all Audit and Risk Committee meetings by standing invitation and report on climate-
related matters at those meetings.
Risk management
The Audit and Risk Committee is responsible for assisting the Board with risk management and has a framework for
identifying, assessing, monitoring and reporting on the key risks.
The Audit and Risk Committee is responsible for ensuring that the Company’s risk management framework, policies
and procedures are effective and appropriate. Management maintains a comprehensive risk register and reports
on this to the Audit and Risk Committee at least once per year. Risks are ranked based on likelihood and severity
of impact to the Company. Climate-related risks are subject to the same level of scrutiny and prioritisation as other
types of financial and non-financial risk.
Climate-related risk features as part of the risk register. To inform the risk register, the Company maintains a separate
climate-related risks and opportunities register detailing multiple scenarios. The framework is based on the National
Climate Change Risk Assessment (NCCRA) which enables a broad range of risks to be systematically compared.
Consideration is given to the short-term (0-3 years), medium-term (3-10 years) and long-term (beyond 10 years)
impacts as part of the review. Currently scopes 1 and 2 are considered in the value chain. The climate-related risks
and opportunities register is reviewed at least annually by Management and is used as an input into the risk register
review with the Audit and Risk Committee.
Strategy
During the year, the Company reviewed its climate risk assessment to understand how climate change is currently
impacting the business and how it may do so in the future, and to identify if any new risks or opportunities need to be
considered.
The following scenario analysis was undertaken:
1.
A first scenario of a 1.5 ̊C increase in global temperatures by 2100 was assessed, with climate-related
risks and opportunities reviewed;
2.A second scenario of a 2.0 ̊C increase in global temperatures by 2100 was assessed, with climate-
related risks and opportunities reviewed;
3.
A third scenario of a 3.0 ̊C incr
ease in global temperatures by 2100 was assessed, with climate-related
risks and opportunities reviewed.
GXH Board
Audit & Risk
Committee
Group CEOCFO
Management Team
Delegated
Authority
ESG Strategy,
Risks &
Opportunities
ESG
Reporting &
Assurance

Annual Report 2025 |
71
These three scenarios were selected as being most relevant to the sectors in which the Company operates and are
in use by a number of other companies, both nationally and internationally. The scenario analysis considers sector-
relevant assumptions underlying emissions reduction pathways over time, including environmental, socioeconomic
and macroeconomic assumptions. Assumptions that are less relevant to the sectors in which the Company operates,
such as carbon sequestration from afforestation and nature-based solutions, are not included in the scenario
analysis.
A description of the three scenarios is summarised in the table below.
Scenario OneScenario TwoScenario Three
AssumptionOrderly scenario
(1.5 ̊C warming)
Disorderly scenario
(2.0 ̊C warming)
Hot house scenario
(3.0 ̊C warming)
Environmental
Extreme rainfall11 days per annum11 days per annum
(with increased storm activity)
>11 days per annum (with
intense storm events)
Extreme heat (>25 ̊C)20+ more extreme heat days20+ more extreme heat days30+ more extreme heat days
Sea level rise0.22 metres0.22 metres0.32 metres
Policy
Carbon price$277 NZD per tonne$369 NZD per tonne$35 NZD per tonne
Social
Population increases16% increase in New Zealand
population, 7% global
population increase
22% increase in New Zealand
population, 16% global
population increase
26% increase in New Zealand
population, 8% global
population increase
Technology
Renewable energy100% renewable energy on
New Zealand grid by 2030
100% renewable energy on
New Zealand grid by 2035
>90% renewable energy on
New Zealand grid by 2030
Source: Thinkstep-anz who has relied on IPCC, NIWA, Stats NZ data, and Retail Sector Scenarios developed by Aotearoa Circle.
In each scenario, all risks and opportunities were assessed using the Company’s risk framework which considers
the likelihood and severity of impact to the Company. The scenario analysis was conducted as a standalone analysis
by Management. No modelling was undertaken. Oversight of the process was provided by the Audit and Risk
Committee.
The Company identified physical
1
and transitional
2
risks and opportunities related to climate change which may have
a current or future impact.
These have been categorised into the short-term (0-3 years), medium-term (3-10 years) and long-term (beyond 10
years). During strategic planning and when making decisions regarding capital allocation, the Company considers all
three timeframes.
1
Physical risks and opportunities - relate to physical impacts of climate change. E.g. Higher temperatures, flooding, rising sea levels etc.
2
Transitional risks and opportunities - relate to the process of transitioning away from reliance on fossil fuels and toward a low-carbon economy. E.g.
reputation, regulatory etc.
Governance
Governance

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| GREEN CROSS HEALTH
Climate-related disclosures (continued)
Strategy (continued)
A summary of relevant climate-related risks and opportunities identified by the Company, along with the anticipated
impacts of those risks and opportunities, is provided in the table below:
Risk /
opportunity
Primary
climate-
related
uncertainties
Anticipated
impact
Risk mitigationTime
frame*
Current
financial
impact
Scenario
likelihood rating
123
Physical Risk
Flooding:
frequency
and
magnitude
Relative
sea-level rise,
changes in
extremes: high
intensity and
persistence of
rainfall
Temporary
site closures,
equipment or
stock damage
The geographic dispersion
of the Company's
operations mitigates
this risk. Management
ensures all buildings are
fit for purpose through
maintenance activities and
adequate insurance cover
is in place for business
interruption
S/M/LImmaterialLowLowLow
Transitional Risk
MarketsAccess to
markets
Supply chain
disruption causing
shortages to
medicines or retail
products
The Company's products
for resale are sourced from
multiple providers (who in
turn source from various
countries), and products
are sold throughout New
Zealand, all reducing supply
chain risk. The Company
holds stock within
pharmacies as well as at
its third-party distribution
centre, again providing a
buffer from disruption
M/LImmaterialLowLowLow
FinancialInsuranceChallenges to
maintain insurance
coverage
Insurance broker is
engaged to ensure
adequate cover is
maintained
M/LImmaterialLowLowLow
Physical Opportunity
International
influence
Immigration
increase
Easier to attract
new staff leading
to lower personnel
costs with
more resources
available
M/LImmaterialMedMedMed
Climate
seasonality
Higher
temperatures
Increase in
tropical diseases/
other medical
conditions lead to
increased demand
for products or
services
LImmaterialLowLowLow
Transitional Opportunity
Products /
Services
Population
growth
Additional demand
for medicines and
products resulting
in increased
revenue
LImmaterialHigh High High
*
Timeframe defined as S (short-term of 0-3 years), M (medium-term of 3-10 years) and L (long-term of beyond 10 years).

Annual Report 2025 |
73
For information on the Company's current business model and strategy please refer to 'The Company' section of
this Annual Report. The current business planning and strategy considers and incorporates impacts of all physical
and transitional risks and opportunities. Significant investment proposals contain analysis of risks and opportunities,
including any climate-related risks and opportunities.
Metrics & targets
Metrics
Carbon emissions
3
for Scope 1 and Scope 2 are reported for the financial year ended 31 March 2025. The base year
for carbon reporting is 2025. The carbon emissions have been measured using the Greenhouse Gas Protocol (GHG
Protocol) as guidance (WBCSD/WRI, 2015). Sources used for the Company's emission calculations are as follows:
•
NZ Ministry for the Environment (MfE) 2024 emission factors. MfE 24 uses The Intergover
nmental Panel on
Climate Change (IPCC)'s Fifth Assessment Report (AR5);
•
BraveTrace 2023/24 National Supply Factor.
The Company has reported Scope 1 and 2 GHG emissions using the financial control consolidation approach
capturing emissions from all subsidiaries. Emissions from associates and licensee facilities have been excluded as
these entities are not under the Company's financial control.
Scope 1 emissions relate to fuel usage resulting from consumption of petrol and diesel. The emissions were
quantified based on activity data measured in litres multiplied by the relevant emissions factor. Activity data from fuel
suppliers was extrapolated for one month due to data not being available. The emissions factor was sourced from the
MFE 2024 guide, converting usage by fuel type to tonnes of CO2e. Refrigerants used in buildings are immaterial and
were excluded from Scope 1 emissions.
Scope 2 emissions relate to electricity usage. The emissions were quantified based on activity data measured in
kilowatt-hours multiplied by the relevant emissions factor. Activity data from energy suppliers was extrapolated for
one month due to data not being available. Where data was not available for a site, electricity consumption was
estimated using the average consumption per square metre as the most appropriate method. The emissions factor
was sourced from the BraveTrace 2023/24 National Supply Factor, converting usage to tonnes of CO2e. The
location-based method was used, with no exclusions identified.
Scope 3 emissions are exempt from disclosure as the Company has elected to use Adoption Provision 4 available in
NZ CS 2.
GHG quantification is subject to inherent uncertainty because of incomplete scientific knowledge used to determine
emissions factors, the values needed to combine emissions of different gases and estimation methods used to
quantify activity data. The effects of these estimation methods are unlikely to be significant.
Toitū Envirocare has provided limited assurance on reported Scope 1 and 2 GHG emissions for the period ending 31
March 2025.
Carbon Emissions by Category
GHG emissions (t CO2 e)
500
438
450 395
400 FY24* FY25
350
300
250
200155156
150
100
50
-
Scope 1Scope 2
3
Scope 1 - Emissions from Company vehicles, Scope 2 – emissions from electricity.
*
FY24 emissions have been restated for activity data accuracy and are not subject to an assurance engagement.
FY24* FY25
Scope 1, tCO2e 155 156
Scope 2, tCO2e 395 438
Total Scope 1 and 2, tCO2e 550 594
Scope 1 and Scope 2
emissions intensity 1.092 1.135
(tCO2e per $million revenue)
Governance
Governance

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| GREEN CROSS HEALTH
Climate-related disclosures (continued)
Metrics (continued)
The Company considers the measures above to be sufficient for measuring and managing climate-related risks and
opportunities and does not use any other industry-based metrics or key performance indicators. The Company
considers all of its of business assets and activities are potentially vulnerable to physical and transitional risks
and opportunities, therefore all were considered in the scenario analysis. Currently, no material asset or capital
deployment is directly linked to climate-related activities. The Company does not use an internal emissions price. No
carbon offsets were purchased in the period. Management remuneration is not linked to climate-related risks and
opportunities.
Targets
The Company, based on current size, has set an absolute target of a 20% reduction in Scope 1 and 2 emissions
by 2035. The base year is 2025, given this is the first year emissions calculations have been subject to external
assurance. This target has not been validated by an external party as being in line with limiting global warming to
1.5 degrees and is independent of offsets. No interim targets have been set. As Scope 2 emissions are the largest
contributor to this metric, Green Cross Health is significantly dependent on the decarbonisation of New Zealand's
electricity grid. Reporting of performance against the target will commence from FY26.
The climate-related disclosures were authorised for issue and on behalf of the Directors on 13 June 2025.
Kim Ellis
Carolyn Steele
ChairDirector

Annual Report 2025 |
75

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| GREEN CROSS HEALTH
The total annual Directors’ remuneration approved for each financial year is capped at $500,000 (last approved in 2015).
The Directors holding office during the year ended 31 March 2025 and the remuneration paid or payable to the Directors
is as follows:
DirectorsTotal Fees
$
John (Andrew) Bagnall35,000
John Bolland*+#67,500
Craig Brockliss60,000
Kim Ellis*+#120,000
Peter Merton+#35,000
Kenneth Orr#65,000
Carolyn Steele*#70,000
Total452,500
Payment allocations
Independent Chair120,000
Non-Executive Directors35,000
Independent Directors60,000
Chair of Audit & Risk Committee7,500
Chair of Investment Committee5,000
Chair of Remuneration Committee5,000
Directors on Investment Committee2,500
* Audit & Risk Committee member.
+ Remuneration Committee member.
# Investment Committee member.
Group CEO remuneration
The Group CEO’s package consists of a base salary, a Short Term Incentive (STI) and a Long Term Incentive (LTI).
The target STI is calculated as 25% of current base salary and is based on quantitative criteria set annually for each
financial year. The LTI is a maximum of 25% of current base salary and is structured as a performance share rights
scheme. Rights vest based on achievement of an earnings per share and return on capital employed target over a
three-year period, provided the Group CEO remains employed on the vesting date.
Other disclosures
For the year ended 31 March 2025

Annual Report 2025 |
77
Employee remuneration
The number of employees or former employees of the Group, not being Directors of Green Cross Health Limited,
who received remuneration and other benefits in their capacity as employees, the value of which exceeded $100,000
for the year ended 31 March 2025 is set out below:
Employee annual remuneration bands20252024
$100,000 - $109,9999078
$110,000 - $119,9995644
$120,000 - $129,9993936
$130,000 - $139,9993537
$140,000 - $149,9992627
$150,000 - $159,9991819
$160,000 - $169,9992328
$170,000 - $179,9992015
$180,000 - $189,999919
$190,000 - $199,9991612
$200,000 - $209,9991320
$210,000 - $219,9991310
$220,000 - $229,999118
$230,000 - $239,999137
$240,000 - $249,999910
$250,000 - $259,999143
$260,000 - $269,99995
$270,000 - $279,99989
$280,000 - $289,99924
$290,000 - $299,99911
$300,000 - $309,99973
$310,000 - $319,99911
$320,000 - $329,99902
$330,000 - $339,99910
$340,000 - $349,99913
$350,000 - $359,99910
$370,000 - $379,99910
$380,000 - $389,99920
$390,000 - $399,99910
$400,000 - $409,99912
$410,000 - $419,99920
$450,000 - $459,99901
$460,000 - $469,99910
$510,000 - $519,99901
$550,000 - $559,99910
$890,000 - $899,99910
$1,010,000 - $1,019,99901
Former employees included in the above bands3843
Governance

78
| GREEN CROSS HEALTH
Donations
The Group made donations to the value of $10,362.
Directors’ shareholding and trades
The following table summarises:
(a) the number of shares in the Company held by Directors at 31 March 2025; and
(b) disclosures made by Directors, in accordance with section 148(2) of the Companies Act 1993, of acquisitions and
dispositions of relevant inter
ests in shares in the Company during the year.
DirectorsHolding
1 Apr 2024
CancelledIssuedNet trades
in the period
Interest
ceased
Holding
31 Mar 2025
J A Bagnall (i)45,935,821---
-
45,935,821
C Brockliss (ii)12,699,087---
-
12,699,087
P M Merton (iii)45,840,983---
-
45,840,983
K A Orr (iv)414,065---
-
414,065
C M Steele (v)50,000----50,000
(i)J A Bagnall is a Director of LPL Trustee Limited and therefore holds a relevant interest of 45,935,821 fully
paid ordinary shar
es (shares are legally owned by LPL Trustee Limited).
(ii)C Brockliss is a Director of Wilton Asset Management Limited and therefore holds a relevant interest in
11,956,070 fully paid ordinary shares. Beneficial owner of 629,300 fully paid ordinary shares via shares
held on bare trust by W
ilton Asset Management Limited for Oscar Holdings Limited. Beneficial owner of
113,717 fully paid ordinary shares via ownership in Oscar Holdings Ltd.
(iii)P M Merton is a Director of Cape Healthcare Limited and a trustee of the Pentz Trust which is a 49%
shareholder of Cape Healthcare Limited. P M Merton has a relevant interest in the 45,840,983 fully paid
ordinary shar
es owned by Cape Healthcare Limited.
(iv)
K A Orr holds a beneficial interest of 414,065 fully paid ordinary shares (shares are legally owned by Orrs
Pharmacies Limited).
(v)
C M Steele has a relevant interest in 50,000 fully paid ordinary shares.

Annual Report 2025 |
79
Governance
Directors’ insurance
Green Cross Health Limited has insured all its Directors against liabilities to other parties that may arise from their
positions as Directors. The insurance does not cover liabilities arising from criminal actions.
General disclosure of interest by Directors
(section 140(2) of the Companies Act 1993)
The Directors of the Company named below have made a general disclosure of interest by a general notice disclosed
to the Board and entered in the Company’s interest register. General notices of interest were given by these Directors
during the financial year ended 31 March 2025:
John (Andrew) Bagnall – LPL Trustee Limited (Director and Shareholder), Segoura Limited (Director and
Shareholder), Plan B Limited (Shareholder), Waiaro Investments Limited (Director and Shareholder), Stellar Library
GP Limited (Director and Shareholder), Powershield Limited (Director) and major Shareholder or Director of various
unlisted or privately controlled companies.
John Bolland – Segoura Limited (Consultant), Stellar Library GP Limited (Director), Powershield Limited (Director)
and Shareholder or Director of various unlisted or privately controlled companies.
Craig Brockliss - Oscar Holdings Limited (Director and Shareholder), Wilton Asset Management Limited (Director).
Kim Ellis – NZ Social Infrastructure Fund (Chair) and Envirowaste Services (Consultant).
Peter Merton – Cape Healthcare Limited (Director and Shareholder).
Kenneth Orr – Orrs Pharmacies Limited (Director and Shareholder), Orrs Kaipara Pharmacies Limited (Director and
Shareholder), Orrs Maungaturoto Pharmacy Limited (Director and Shareholder), Orrs Rust Ave Pharmacy Limited
(Director and Shareholder), Orrs Cameron Pharmacy Limited (Director and Shareholder), Orrs Ruakaka Pharmacy
Limited (Director and Shareholder), Orrs Tui Pharmacy Limited (Director and Shareholder), Orrs Kaikohe Pharmacies
Limited (Director and Shareholder), North Haven Hospice (Director).
Carolyn Steele – WEL Networks Limited (Director), Oriens Capital GP 2 Limited (Director), Property for Industry
(Director), Vulcan Steel Limited (Director) and ANZ Bank New Zealand Limited (Director).

80
| GREEN CROSS HEALTH

Annual Report 2025 |
81
Shares and shareholding
The Company’s ordinary shares are listed on the NZX using the ticker code, GXH. As at 31 March 2025 the
Company had on issue 143,602,598 equity securities (as defined by the Financial Markets Conduct Act 2013) being
143,602,598 fully paid ordinary shares.
The 20 largest registered holders of quoted equity securities as at 31 May 2025 were as follows:
NameHolding%
LPL TRUSTEE LIMITED45,935,821 31.96
CAPE HEALTHCARE LIMITED45,840,983 31.90
JBWERE (NZ) NOMINEES LIMITED <NZ RESIDENT A/C>12,880,153 8.96
FNZ CUSTODIANS LIMITED4,922,4233.43
NEW ZEALAND DEPOSITORY NOMINEE LIMITED <A/C 1 CASH ACCOUNT> 2,962,2772.06
CUSTODIAL SERVICES LIMITED <A/C 4>2,469,378 1.72
GANET INVESTMENTS LIMITED1,627,979 1.13
CITIBANK NOMINEES (NEW ZEALAND) LIMITED - NZCSD <CNOM90>1,092,106 0.76
THOMAS LAI & CAROLYN PAMELA LAI & KATHLEEN YEE <THOMAS & CAROLYN LAI
FAMILY A/C>994,985 0.69
FRANCES ANN VUKSICH850,000 0.59
ELIZABETH ANN MCAULAY & ARTHUR HECTOR MCAULAY760,927 0.53
PIERRE GORDON PIERCE COTTER537,050 0.37
RACHAEL MAREE NEWFIELD532,0700.37
JAMES STEVE BEGOVIC & KERRY ELLWYN BEGOVIC & KATHERINE MARINA PALIN
<BEGOVIC FAMILY A/C>500,000 0.35
ORRS PHARMACIES LIMITED414,0650.29
HSBC NOMINEES (NEW ZEALAND) LIMITED - NZCSD <HKBN90>377,267 0.26
FNZ CUSTODIANS LIMITED <DRP NZ A/C>375,1200.26
SEAJAY SECURITIES LIMITED314,496 0.22
MASSEY PHARMACY LIMITED305,1680.21
JEDI INVESTMENTS LIMITED300,0000.21
Governance
Shareholder information

82
| GREEN CROSS HEALTH
Shares and shareholding (continued)
Substantial product holders
The following persons are deemed to be substantial product holders in accordance with section 274 (1) of the
Financial Markets Authority Act 2013:
NameHolding%
LPL TRUSTEE LIMITED45,935,821 31.96
CAPE HEALTHCARE LIMITED45,840,983 31.90
WILTON ASSET MANAGEMENT LTD12,585,3708.76
Shareholding spread
Green Cross Health Limited’s shareholding spread as at 31 May 2025 is as follows:
Size of holdingHolders%Securities%
1 - 99934321.56149,9660.10
1,000 - 9,99979950.222,650,2261.84
10,000 - 99,99938924.4510,809,5557.52
100,000 - 499,999462.898,200,793 5.71
500,000 - 999,99960.384,175,032 2.91
1,000,000 and over80.50117,731,12081.92
Total1,591100.00143,716,692 100.00

Annual Report 2025 |
83
Governance
Registered office
Green Cross Health Limited
Millennium Centre
Ground Floor, Building B
602 Great South Road
Ellerslie, Auckland 1051
Telephone: +64 9 571 9080
Board
K Ellis
Independent Chair
J A Bagnall
Non-Executive Director
J B Bolland
Non-Executive Director
C Brockliss
Non-Executive Director
P M Merton
Non-Executive Director
K A Orr
Independent Director
C M Steele
Independent Director
Officers
Rachael Newfield Group CEO
Kalpana Goundar CFO /
Company Secretary
Auditor
KPMG
KPMG Centre
18 Viaduct Harbour Avenue
Auckland Central
Auckland 1010
Bankers
Bank of New Zealand
80 Queen Street
Auckland Central
Auckland 1010
Bank of China
66 Wyndham Street
Auckland Central
Auckland 1010
Websites
www.greencrosshealth.co.nz
www.lifepharmacy.co.nz
www.unichem.co.nz
www.livingrewards.co.nz
www.pilldrop.co.nz
www.thedoctors.co.nz
www.thedoctorsonline.co.nz
Investor relations
For investor relations enquiries:
Telephone: +64 9 571 9088
Email: investor.relations@gxh.co.nz
Share registrar
Computershare Investor
Services Limited
Private Bag 92119
Auckland, 1142
Level 2, 159 Hurstmere Road
Takapuna, Auckland 0622
Managing your
shareholding online:
To change your address, update
your payment instructions and
to view your registered details
including transactions, please visit:
www.investorcentre.com
General enquiries can be
directed to:
enquiry@computershare.co.nz
Telephone: +64 9 488 8700
Facsimile: + 64 9 488 8787
Please assist our registrar by
quoting your CSN
or shareholder number.
Company directory