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Comvita Limited – Annual Report 2025

Annual Report18 September 2025CVTIndustrials

COMVITA LIMITED
ANNUAL REPORT 2025

CONTENTS
1. Chair and CEO Reports

6

2. About Comvita

12

3. What Matters Most

18

4. Financial Performance and Management

20

5. Our Markets and Channels

24

6. Our Brand and Products

34

7. Science and Quality Leadership

38

8. Sustainable Supply

42

9. Our People

46

10. Caring for Nature and Climate

50

11. Consolidated Financial Statements

54

12. Leadership and Governance

112

13. Appendices

128

Further Disclosures

129

GRI Content Index

135

14. Directory

148

1Annual Report | 2025

This report covers the financial year
of 1 July 2024 to 30 June 2025 and

includes Comvita Limited and all of our

subsidiaries, collectively referred to as

Comvita. Comvita’s head office is based

in Paengaroa, New Zealand.

Our Annual Report is designed to

provide our investors and wider

stakeholders with transparent and

clear information on our economic

and financial performance. We are

sharing the progress we have made

in addressing the challenges that

Comvita is currently facing, and how

we are setting the business up for the

future. We also consider our broader

social and environmental impacts

and performance, taking a double

materiality approach, and report in

accordance with the Global Reporting

Initiative (GRI).

Comvita is a climate-reporting entity

under the Financial Markets Conduct

Act 2013. This Annual Report should be

read in conjunction with the Comvita

Climate Statement 2025, which includes

information on our GHG inventory.

The scope of the reporting entity and

reporting period in the Annual Report

and the Climate Statement are

aligned with that used for Comvita’s

FY25 Financial Statements. Reporting

on Comvita’s interests in equity

ABOUT THIS REPORT

Welcome to Comvita’s

2025 Annual Report

accounted investees is included in the

GHG Inventory Report only. Comvita

publishes all of its reports on an

annual basis.

Our Financial Statements, included

within this Annual Report, and our

GHG Inventory Report have been

subject to assurance by KPMG. The

publication date for this Annual Report

is 18 September 2025.

For any questions or comments on

this Annual Report, please contact

investor.relations@comvita.com

COMVITA LIMITED ANNUAL

REPORT APPROVED BY:

For and on behalf of the Board of

Directors:

Bridget Coates

Chair

Michael Sang

Chair of Audit and Risk Committee

3Annual Report | 20252Annual Report | 2025

Results
Overview

NET PROFIT AFTER TAX – REPORTEDOPERATING COSTS

2023

$10m

2023

$124m

2024

($80m)

2024

$126m

2025

($105m)

2025

$114m

REVENUEINVENTORY

2023

$231m

2023

$137m

2024

$201m

2024

$136m

2025

$192m

2025

$89m

GROSS PROFITNET DEBT

2023

$134m

2023

($53m)

2024

$109m

2024

($80m)

2025

$83m

2025

($62m)

OPERATING CASH FLOWEMPLOYEE NET PROMOTER SCORE

/10

2023

$9m

2023

2.1

2024

$5m

2024

2.1

2025

$34m

2025

–1.1

FREE CASH FLOWTOTAL RECORDABLE INJURY

Frequency Rate (TRIFR)

2023

($17m)

2023

3.8

2024

($15m)

2024

2.7

2025

$25m

2025

0.7

CONSUMER NET PROMOTER SCORE

/10

NET GHG EMISSIONS

tCO ₂e

2023

8.0

2023

29,640

2024

7.8

2024

24,872

2025

7.8

2025

17,932

45Annual Report | 2025Annual Report | 2025

FY25 was a deeply challenging year for Comvita. Structural
pressure in the Mānuka honey sector intensified, operating

conditions worsened in several of our key export markets,

and the company faced the compounded impacts of trading

underperformance, financial constraints, and legacy issues.

1. Chair and

CEO Reports

The pressures facing Comvita are not new, but their

impact has become more acute. FY25 exposed the

full extent of external market pressures and internal

challenges. The Mānuka honey category has experienced

sustained oversupply, margin compression, weakening

consumer demand, and aggressive discounting across

both online and offline channels. This has placed strain

on the entire sector, with several participants under

financial pressure and wider industry consolidation

industry consolidation is gathering pace.

At the same time, Comvita continued to navigate its

own internal challenges. Over recent years, the company

made significant strategic investments to build scale,

strengthen the brand, and expand internationally.

Not all of these investments delivered to expectations.

Structural inefficiencies accumulated, including

a complex operating model, fragmented systems,

and underperforming business units. These issues

did not emerge overnight, they had been building

over a number of years. Additionally, in FY25,

the identification of accounting irregularities in

China highlighted further weaknesses in systems

and controls. In response, the Board initiated a

comprehensive review and implemented an action

plan to address these issues and prevent recurrence.

Collectively, these factors have contributed to a

sustained deterioration in profitability and financial

resilience, exposing the business to greater risk in

a tougher external environment.

We acknowledge the seriousness of this

situation and the disappointment it has

caused for many of our shareholders.

We weren’t fast enough to adjust – and those

same market dynamics have only intensified.

Limited financial headroom and capital

constraints have further restricted our

ability to respond at pace. As a result, our

FY25 performance was materially impacted,

including significant impairments.

CHAIR'S REPORT | BRIDGET COATES

Revenue was $192m, down 4.1% from $201m in FY24

as a result of weaker sales in Mainland China, partly

offset by gains in the USA and Rest of Asia markets.

Gross margin fell to 43%, compared with 54% in FY24,

driven by high-cost honey purchased in earlier years,

combined with price discounting in some markets.

Reset in motion

Urgent and decisive action was taken during the year

in the face of ongoing sector, financial and structural

issues, and this is delivering early signs of progress –

the restoration of free cash flow to positive, reduction

in net debt, and greater discipline in inventory and

cost management.

The reset has included:

Operating cash flow strengthened to $34m, up from

$5m in FY24

Inventory reduced by $47m since FY24, comprising

of $15m write off provision and a $32m reduction

in finished goods

A reduction in net debt of $17m over the past

12 months

$12.6m cost reductions implemented, with further

actions underway

The closure of underperforming and non-core

operations

Product rationalisation, supply chain simplification,

and restructured distribution models

A full restructure including headcount reduction

and a streamlined leadership team

Strengthening of internal controls and reporting

structures

A deliberate cultural reset to support sharper

execution and accountability

67Annual Report | 2025Annual Report | 2025

Amid this reset, it is important to acknowledge the
strength of Comvita’s global brand, our loyal customers,

and the quality of our team. These are valuable

foundations to build from.

Banking covenant update

At the end of FY25, we reached agreement with our

banking syndicate on revised covenants. This included

the waiver of two covenants that were previously at

risk and the introduction of a new EBIT covenant –

tested quarterly through to 31 December 2025.

As at 30 June 2025, the Group had drawn debt

facilities of $71.6m of a total group facility of $94m.

Of the $94m facility, $24m is due to be renewed in

January 2026 and $35m in March 2026. These revised

terms provide short-term stability, however, it is clear

from discussions with advisors and banks that a

longer-term recapitalisation solution is required.

The Directors consider the Group to be a going

concern. This assessment is based on current assets

exceeding liabilities by $52m, FY26 forecasts

showing sufficient cash to meet obligations as they

fall due, and an expected return to profitability –

subject to execution.

A strategic review and a path forward

While these actions have delivered early signs of

progress – including improved cash flow, reduced

debt, and leaner operations – these factors alone

are not sufficient to strengthen the balance sheet

or position the business for long-term sustainability.

A clear and decisive path forward is critical in the

best interests of all shareholders.

Against this backdrop, the Board, alongside its

advisors, initiated a review of all strategic options

to secure Comvita’s future. The review included

consideration of capital raising, refinancing, and

potential acquisition pathways.

Following this comprehensive review, the Board

signed a Scheme Implementation Agreement with

Florenz Ltd earlier this month at $0.80 per share.

The Scheme remains subject to shareholder and

court approval, an Independent Adviser’s Report,

and other customary conditions.

The Board supports the Florenz offer given the

premium to recent trading, the greater certainty

it provides in the face of sustained structural and

financial challenges, and the liquidity it offers in

a historically low-volume stock.

We recognise that for many shareholders this is

a difficult moment. However, the Board believes the

Scheme offers a clear and defined pathway to value

realisation – one that would be difficult to achieve

through other means given the execution risk,

capital constraints, and the prolonged timeframes

involved in a continued standalone strategy. However,

the final decision rests with our shareholders who will

determine the company’s path forward when they

vote on the Scheme at the Shareholder Meeting in

November. Further details are forthcoming.

Leadership transition

Leadership transition has also been a high priority

for the Board. We would like to acknowledge Brett

Hewlett for his service as Acting CEO in a highly

challenging environment and for his more than two

decades of contribution to Comvita. Brett undertook

many actions to address pressing issues and accelerate

the transformation of the company during his tenure

as Acting CEO, and for that the Board is very grateful.

We also acknowledge Nigel Greenwood, who stepped

down as Chief Financial Officer during the year.

In August 2025, we welcomed Karl Gradon as

Chief Executive Officer, bringing deep commercial

and leadership experience to help guide the company

through this critical period. The search for a permanent

CFO is well advanced.

On behalf of the Board, I want to thank

our team, our partners, and you – our

shareholders – for your ongoing support

during an extremely demanding period.

We do not underestimate the challenge ahead.

But the Board remains committed to delivering

a stable outcome for shareholders, and a

credible path forward for Comvita’s brand,

people, and our operations around the world.

9Annual Report | 20258Annual Report | 2025

Comvita has been too slow to adapt to shifting
sector dynamics and has lost margin and share

in key markets as a result. Innovation beyond “honey

in a jar” is critical to defend a premium positioning

and sustain value.

The ingredients to win are there – but we must move

fast, act with discipline, and make tougher choices.

I am here to ensure we face into these issues directly

and put the company on a firmer footing.

We are not starting from scratch. Comvita remains

the global number-one Mānuka honey brand, with

a differentiated value chain from forest to shelf.

We have trust, provenance, and product quality that

competitors cannot easily replicate. Our retail and

online presence across Asia is a real strength, with

premium positioning in health and gifting segments,

and differentiated science-led intellectual property

in bee and plant bioactives. What we are fixing is

how we operate – and how we perform.

FY25: Reset and results

FY25 marked the start of a hard reset. The company

had become structurally inefficient and financially

constrained. We exited non-core operations,

restructured leadership, simplified reporting lines,

rationalised product portfolios, and brought sharper

focus to regional execution. These changes were

difficult but necessary to restore financial discipline

and rebuild confidence. At the same time, we made

clear commercial progress.

CHIEF EXECUTIVE OFFICER'S REPORT | KARL GRADON

Taking action: FY26 and beyond

Doing what we say we will do is our highest priority.

This is not about a new plan – it’s about execution

and relentless follow-through. In the past, Comvita

invested ahead of traction and was overly optimistic.

That stops here. We must earn the right to grow by

getting the basics right.

Near-term priorities are clear:

Hold pricing integrity in premium segments and grow

share in lower UMF™ grades

Deliver further cost savings

Simplify leadership and continue to right-size

overheads

Return to profitability

Reduce net debt

Reset balance sheet

Looking further ahead, we will defend and grow

our number-one position in premium Mānuka

honey globally. We will increase distribution through

omni-channel capability, particularly online. We

will use our scalable Mānuka forests and apiary

operations for secure, cost-effective supply. And we

will target innovation and category expansion with

tighter commercial filters and better prioritisation.

At the heart of this journey is a renewed focus on

culture, trust, and our customers – ensuring Comvita

evolves into a stronger, more resilient business. We

have the best building blocks of anyone in the Mānuka

sector. My job is to align them for competitive

advantage – and ensure the entire organisation

executes with urgency and focus.

Comvita has a proud legacy. New Zealand

deserves a category-leading brand in this

sector. I see significant opportunity ahead –

and I am up for the challenge.

I want to acknowledge the passionate and talented

team at Comvita. Their resilience and belief in

our brand – even during difficult times – is a real

strength. What comes next will require discipline,

execution, and courage. There is a lot of work to do –

but the direction is clear.

China remains our most challenging market, with

weak sentiment and aggressive competition. FY25

sales declined 11% and profit fell 25% versus FY24.

However, our brand retained its leadership position

with more than 50% share. The commercial reset

in China is beginning to deliver – early signs of

recovery were evident in the fourth quarter of FY25,

particularly in premium UMF™, and new opportunities

are emerging via bulk retail and digital channels.

North America is Comvita’s key global growth market

and has returned to strong volume growth, with

sales up 10% and profit up 15% versus FY24. This

was driven by sharper planning and leadership in

the Natural Retail Channel, where we secured the

number-one brand position.

Australia and New Zealand saw a decline in sales

and profit versus FY24, largely due to softness in

traditional Daigou channels. However, our non-honey

product lines have stabilised and returned to growth,

supporting a more balanced category mix.

Rest of Asia delivered sales growth of 19% versus

FY24. Honey markets across the region are growing

steadily but competition remains high. We are

focusing on channel profitability and deeper retail

execution, with Singapore particularly well placed

for further growth.

Europe, Middle East and Africa sales declined

9% versus FY24 but the region has returned to

profitability. The transition to a distributor business

model in the UK and Europe is now complete and is

already delivering improved margins. New growth is

emerging in the Middle East through partnerships

with leading pharmacy chains and wellness retailers.

In FY25 Comvita:

Protected its leading brand position, remaining

number one in key markets including China, Hong

Kong, Korea, and Singapore

Signed a strategic agreement with the world’s largest

club retailer

Launched Lepteridine™ in the US with a gut health

position, which is driving incremental sales results

Transitioned to Shopify as a common e-commerce

platform

Moved to a distributor model in the UK and Europe

to lift profitability

Market context and regional

performance

Oversupply, economic uncertainty, and demand

fluctuations are reshaping the industry, with the

premium positioning under attack. Global category

growth remains modest at 1 to 3% per annum.

It has largely been survival mode for many players.

Discount brands with low barriers to entry continue

to price and procure opportunistically. Consolidation

is accelerating, with several distressed brands having

to make strategic decisions to remain viable. Despite

these dynamics, Comvita is holding ground in key

markets – and regaining momentum in others.

I joined Comvita as CEO in August 2025 with a clear mandate:

fix what’s broken, protect what’s strong, and improve

performance. Comvita has strong brand assets and global reach

– but operational complexity, uneven execution, and missed

opportunities have constrained value.

1011Annual Report | 2025Annual Report | 2025

Comvita’s purpose has always been to provide
natural products to improve the health of

the community. In 2025, as we celebrate our

50th birthday, this remains at the core of

who we are.

From humble beginnings, we are now a global

market leader, producing and marketing Mānuka

honey, propolis and olive leaf extract natural health

products. Our products are sold in China, USA, Hong

Kong, South Korea, Japan, Singapore, Malaysia,

Australia, New Zealand and other markets in Europe

and the Middle East.

Our activities and unique business model include:

Mānuka and olive forest development and

management; apiary management; research;

manufacture and distribution of our wellness products

globally; and selling to consumers directly and

through other customers. Our strengths across our

value chain have enabled Comvita and our brand to

become recognised and trusted by our customers and

consumers globally for our premium quality products.

The current market and industry conditions are

challenging. Fifty years of pioneering industry

development have taught us resilience – the

importance of adaptation and innovation, while

staying true to our core purpose and beliefs.

We know there is still more work to be done to

ensure the future sustainability of the business.

Our purpose-led premium brand remains as our core

strength to help support us through the challenges.

This is underpinned by:

1. Strong go-to-market distribution supported by our

omni-channel capability. Throughout Asia, Comvita’s

own store-in-store and standalone retail stores

provide direct consumer access and real-time

market feedback.

2. Diversified wellness product offering, including

functional foods, healthy snacking health care and

premium ingredient ranges. These ranges and a

strong innovation pipeline enable us to better satisfy

evolving customer needs.

3. Commitment to quality and science, which provides

customer assurance and trust. Our science-led

advantage, combined with rigorous testing and

quality standards, support our premium product

positioning and enable new product development and

category expansion.

4. Sustainable and cost-effective supply of high-

grade UMF™ Mānuka honey. Comvita is one of the

largest owners and operators of native Mānuka

forests, with our own unique cultivars. Our forests are

spread across the North Island of New Zealand.

5. Leading environment and social standards set out

in our Harmony Plan. Our global B Corp certification

recognises the high standards we set for ourselves.

This certification has been instrumental in securing

and retaining key customers in overseas markets.

Supply

We produce our own

ingredients and source

from trusted suppliers.

Our Mānuka forests,

apiaries and olive trees

enable us to deliver the

highest quality ingredients

cost effectively.

Ingredients

We only select the best

health and wellness

ingredients from

nature and carefully

tend, harvest and

optimise them to

enhance nature’s gifts.

Science

We use our expertise

in science to deeply

understand nature and

how it can enhance

our body’s own natural

health system.

Products

The strength of our

brand, diversified

product offering, and

innovation help deliver on

our purpose to nourish,

protect, restore and

revitalise our consumer’s

health and wellbeing.

Channels To Market

Our consumers

experience and

understand Comvita

through the selected

channels relevant to

their needs.

1. 2. 3. 4. 5.

Amid market volatility and structural change, Comvita

remains the global leader in Mānuka honey – with our leading

brand and products underpinned by science, innovation,

route-to-market, and consumer trust. 

2. About Comvita

A GLOBAL LEADER

COMVITA’S BUSINESS MODEL

1213Annual Report | 2025Annual Report | 2025

From humble beginnings
In 1975, two beekeepers, Claude Stratford and Alan

Bougen, joined forces to co-found Comvita. They were

generations apart but united by a shared purpose

and a simple belief: that nature has the answers and

food is the best medicine. From humble beginnings

in small-town, rural New Zealand, they set out to

harness the healing power of nature, laying the

foundations for what would become a global natural

health brand 50 years on.

Pioneering the Mānuka honey industry

Over the decades, Comvita has had a foundational

role in developing the global Mānuka honey industry.

We were instrumental in unlocking the science

behind Mānuka’s unique properties, championing

research, and helping establish the UMF™ quality

mark to build global trust in New Zealand Mānuka.

From those early breakthroughs, we have grown

from a local producer into the world’s leading Mānuka

honey brand, exporting to over 15 countries around

the world.

“Comvita has always been about purpose and people, and

the belief that business can be a force for good in the world.

It’s incredible to see how far we’ve come, without ever losing

sight of our core values.”

– Alan Bougen, Comvita Co-founder

Celebrating 50 years of natural health

This year we celebrated our 50th anniversary with

an open day at our headquarters in Paengaroa.

The event brought together a wide range of guests,

including Comvita alumni, long-standing partners,

shareholders, local community, iwi representatives

and key stakeholders from the business, science,

and apiculture sectors. It was both a celebration

of Comvita’s rich history and a forward-looking

showcase of our ongoing commitment to product

quality, innovation, sustainability and the community.

The journey continues...

Our story has been one of leadership, resilience,

and continuous adaptation. Over 50 years, we’ve

navigated changing markets, evolving consumer

needs, and new global challenges, while always

staying anchored to our purpose that was set by

Claude and Alan half a century ago – to work in

harmony with nature to inspire, enable and empower

people to live well, naturally. We’re proud of our

pioneering legacy, but we know that the journey

doesn’t stop here. Our brand will continue adapting

to changing market dynamics.

50 YEARS OF WELLNESS

A Golden Milestone

1415Annual Report | 2025Annual Report | 2025

We’re proud of our
pioneering legacy,

but we know that the

journey doesn’t stop

here. We need to

continue adapting to

changing dynamics.

17Annual Report | 202516Annual Report | 2025

Comvita takes a double materiality approach to
materiality, considering both what matters most to

our business and what matters most to our investors,

customers and other stakeholders. Our process for

determining and reporting on material topics aligns

with the Global Reporting Initiative (GRI) Standards.

We recognise the need to adapt and be dynamic

with what is material. The material topics and the

management of these topics needs to align with

current stakeholder priorities and ensure we continue

to create value.

Comvita is committed to transparently reporting

on the material impacts of our business activities

and how we manage these.

Every year we review our material topics, considering

stakeholder perspectives, external environment

conditions, and risk factors. When assessing the

material topics, we overlay them against our value

chain, looking at the scope, scale and likelihood

of impacts on our stakeholders and the business.

This year, we also concentrated on rationalising

our material topics to the most critical areas to

ensure focus.

Our material topics for FY25 are detailed below along

with the relevant section where they are addressed

in this Annual Report. Further details on the

identification and management of material topics

can be found in Our Material Impacts (pg.129).

Material topics

Sustainable financial performance

Anti-corruption (and financial controls)

Consumer loyalty and trust

Product quality

Mānuka honey industry and policy leadership

Bee health and wellbeing

Ethical supply chain (respect for human rights)

Workforce culture and engagement

Workforce health, safety and wellbeing

Climate change resilience and management

Ecosystem restoration and services

Packaging circularity

Annual report section

Financial Performance and Management

Our Markets and Channels

Our Brand and Innovation

Science and Quality Leadership

Sustainable Supply

Our People

Caring for Nature and Climate


3. What Matters Most

MATERIALITY

1819Annual Report | 2025Annual Report | 2025

Reported revenue for the period was $192.4m,
a decrease of $8.3m or 4.1% on the prior year.

The reduction was driven primarily by a Greater

China decrease of $9.5m and an ANZ decrease

of $4.9m. This was partly offset by growth in

Rest of Asia of $6.8m.

Reported gross profit margin was 43% (50.8%

pre-inventory provisions), compared to prior years

54.3%. This reflects the impact of a more competitive

pricing environment, with competitors engaging in

heavy discounting across key markets.

FY25 was another challenging year. Our results reflect ongoing

financial pressure and persistent headwinds across both

external markets and our internal operations. We continue

to navigate continued pressure in the Mānuka honey sector,

with oversupply, pricing volatility, and softer consumer

demand weighing heavily on margins. Limited financial

headroom and capital constraints restricted our ability to

respond at pace, which had a considerable impact on our

FY25 performance, including significant impairments.

In line with poor trading conditions, marketing

investment decreased to $17.5m in FY25, down from

$24.3m in FY24, a decrease of $6.8m and 9.1% of

revenue compared to 12.1% in FY24. Other operating

expenses decreased by $4.6m, driven by a focus on

cost reduction. Overall, total operating expenses

reduced by $11.4m to $114.4m in FY25.

Underlying net profit (loss) before tax1 was –$21.9m,

a 1.2% greater loss compared to FY24.

4. Financial Performance

and Management

FINANCIAL REVIEW

No dividend is to be paid for FY25.

1

Underlying NPBT is a Non-GAAP financial measure. We monitor these non-GAAP measures as key performance

indicators, in assessing the performance of the core operations of our business.

NZ$K

Revenue200,683

108,880

125,757

(21,647)

(80,417)

5,334

(14,594)

(79,700)

135,816

231,448

134,264

123,687

11,839

10,196

8,858

(16,851)

(53,386)

137,339

192,428

82,700

114,400

(21,904)

(104,759)

34,136

25,277

(62,400)

89,043

Gross Margin

Operating Expenses

Reported Net Profit (Loss) After Tax

Operating Cash Flow

Free Cash Flow

Net Debt

Inventory

Underlying Net Profit (Loss) Before Tax1

FY23FY24FY25

Summary financials

2021Annual Report | 2025Annual Report | 2025

Debt position
Net debt was reduced by $17.4m,

and now sits at $62.4m compared

to $79.7m at the end of FY24. This

was achieved through:

• Positive free cash flow of $25.3m

before interest expenses

• Focus on reducing inventory.

• Tight controls on capital

expenditure.

• Realised surplus assets.

Bank facilities

New covenants were agreed

with our bank syndicate out to 31

December 2025, are to be tested

quarterly, and include waiver

of two covenants previously at

risk and the introduction of an

earnings before interest and tax

(EBIT) covenant.

We also agreed the extension of

working capital banking facility

repayment, with a reduction in the

facility from $44m to $24m.

Inventory

Inventory was reduced by $46.8m

in FY25 and now sits at $89.0m

compared to $135.8m at the end

of FY24. This was the result of:

• Reduction in inventory of $31.7m,

predominately finished goods.

• Inventory provision of $15.1m.

FINANCIAL GOVERNANCE AND CONTROLS

FINANCIAL POSITION

NZ$K

NZ$K

Fixed assets – Forests & Apiary

Inventory provision(15,064)

(20,943)


(3,400)

(3,522)

(8,982)

(15,733)

(7,196)


(109)

(962)

(53,925)




(42,932)

(12,169)

(1,531)

(4,158)

(64,190)

Right of use assets – Forests & Apiary

Fair value adjustment biological assets

Other fixed assets

Inventory provisions increased by $15.1m driven by aged propolis and finished goods in market being surplus to

demand forecasts and aged Mānuka honey raw materials with some non-compliant quality markers intended

to be converted into finished goods at a net realisable value less than carrying value.

Biological assets decreased by $3.5m driven by fair value adjustment for Bees ($2.9m) and Olive Leaf ($0.6m).

There has been a decrease in the fair value of bees due to the current challenges of the Mānuka honey industry,

which includes over supply. The 30 June 2025 fair value is reflective of local New Zealand market prices.

Loans to investees

Medibee guarantee

Total impairment pre-tax

Intangible assets

Investments

FY24

FY24

FY25

FY25

Operating cash flow was positive $34.1m compared

to $5.3m in FY24. This was primarily due to a

reduction in inventory of $31.7m prior to provisions.

This resulted in a strong free cash flow recovery,

delivering a positive cashflow of $25.3m compared

Comvita experienced two instances where accounting

irregularities were identified during FY25 for our

China and Singapore entities. These resulted in

adjustments in our FY23 and FY24 reported results as

set out in the Comvita Financial Statements FY25*

and appropriate disciplinary action.

Following these instances, a comprehensive internal

investigation and external review was conducted to

assess global operations for any actual or potential

risks of further accounting irregularities or other

financial abuses or inappropriate activities. No

further accounting irregularities were identified

during this process or during the FY25 year-end

financial audit by KPMG.

All board members, employees and relevant

contractors and consultants are required to sign off

Comvita’s Code of Ethics annually to ensure they

understand the need to act legally, maintain high

ethical standards and act with honesty and integrity.

The Board last did this in November 2024, and all

global staff signed it in February 2025. This formal

During the period, Comvita identified impairments

related to financial assets. We also identified

impairment indicators for our non-financial

assets. We have undertaken an assessment of the

recoverable amounts of our cash generating units and

non-financial assets. This assessment was supported

OPERATING CASHFLOWS

IMPAIRMENT

to –$14.6m in FY24. This was also supported by the

realisation of surplus assets and reduced net capital

expenditure. We are continuing an ongoing focus on

tight cash management.

acknowledgement is supported by a mandatory

compliance training programme, which is being rolled

out to all global staff. The first Ethics at Comvita

module has been completed by 91% of staff. We are

also in the process of rolling out our Supplier Code of

Conduct to significant suppliers, which requires the

supplier to be responsible and ethical in their business

practices and comply with generally accepted

accounting practice.

In addition to building awareness and training,

to review and improve our financial governance,

we have:

1. Changed finance reporting lines so that all staff

report to central Finance function, to improve

process consistency, transparency and accountability.

2. Engaged an external advisor to implement an

internal control uplift programme and recommend

a future internal audit functional approach.

* Refer pages 94-97.

by an independent valuation completed in accordance

with Advisory Engagement Standard 2 and a fair

value assessment based on the signed Scheme

Implementation Agreement with Florenz. As a result

of this assessment, various impairments have been

recognised and are summarised in the following table.

Inventory & other provisions

2223Annual Report | 2025Annual Report | 2025

Comvita’s leading market positioning is built on our
tailored distribution approach in our global markets

– ensuring we are accessible to our consumers while

optimising profitability in different markets and

channels. Comvita is recognised globally by many

major retailers as a category leader.

Our strong omni-channel capability in our

Asian key markets, namely China, Hong

Kong, Singapore and Korea, across leading

retail and digital channels enables us to

deliver an integrated and more engaging

brand experience.

This builds consumer loyalty and trust. Comvita

has more than 230 branded retail outlets across Asia.

These retail outlets, and our own digital platforms,

provide agility to respond to changing consumer

needs and rapid go-to-market capability for

new products.

The current market environment remains challenging,

particularly in China. Comvita is navigating pricing

pressure from low-cost competitors, while seeking to

protect value through price and channel management

and product innovation. Maintaining Mānuka honey’s

price positioning is not only important for Comvita,

but also for preserving the value of the Mānuka honey

category generally and the integrity of New Zealand

brands longer-term. Industry financial challenges are

Faced with a challenging market environment, Comvita is

focused on optimising and leveraging its strong distribution

assets, product leadership, position and customer loyalty

across Asia and our other global markets.

likely to drive industry consolidation, which

would enhance pricing power, improve supply

chain scale and efficiency, and support sustainable

future investment.

While pricing pressure remains most acute in

Mainland China, Comvita has delivered a return

to growth in North America, Singapore, Korea

and Japan. The rate of decline in China has slowed

with Comvita regaining market share. Our Australia

and New Zealand (ANZ) segment performance

remains subdued due to Daigou and cross-border

channels being impacted by the slower China

demand. Our ANZ channels outside these have

grown in FY25 by 2.5%.

While we acknowledge the work still to be done,

and are cautious in our short-term expectations,

we remain positive about the long-term prospects

for premium health products in China, the world’s

second largest economy.

5. Our Markets

and Channels

BUILDING LOYALTY AND TRUST

2425Annual Report | 2025Annual Report | 2025

North America
$29m

Other

$9m

Wholesale

Distributor

DigitalHealth Care

Ingredients

Other

Retail


Partners

Functional


Foods

Retail


Comvita

Sales


Platform

Sales


Purpose

EMEA

$3m

Global Sales

$192m

ANZ

$31m

Rest Of Asia

$43m

China

$77m

MARKET & CHANNELS DATA

Our Mānuka honey and brand leadership,

along with our distribution, scientific

knowledge, and consumer trust will

underpin our longer-term success.

27Annual Report | 202526Annual Report | 2025

The Mainland China downturn resulted from two
external factors – an economic slowdown reducing

demand and a NZ Mānuka honey oversupply causing

pricing erosion. Internal operational challenges

impacted Comvita’s market position.

Our China reset, including a review of distribution

arrangements and internal organisational

restructuring, has begun yielding results, with FY25

Q4 showing improved market share and sales.

Hong Kong has been delivering consistent

performance through retail optimisation.

Segment highlights for FY25 included:

• Maintaining market leadership and improving

market share: Mainland China greater than 55%

and Hong Kong greater than 65%.

• Strong growth in premium UMF™ categories despite

general soft demand.

• Category growth driven by successful regional

innovation.

• Hong Kong premium retail expansion with opening

of new concept store at Hong Kong Citygate.

• Mainland China ongoing digital channel growth,

which should continue into FY26.

The Mānuka category continues to grow in the

U.S., though it is becoming increasingly crowded

and competitive. Pricing on Amazon, the largest

Mānuka channel in the market, creates a challenging

environment to maintain a premium positioning.

We are onboarding a new Amazon channel partner,

while building out other channels with a focus on

key customers that serve our target demographic

consumers. With a solid foundation in the Natural

Retail Channel now built, we have an opportunity

to grow brand leadership there, as well as expand

further into the larger grocery channel in the future.

Greater ChinaNorth America

FY25 presented significant challenges for Comvita in Greater

China, with Mainland China experiencing sales and profit

declines, while Hong Kong maintained steady performance

with improved margins.

Comvita had a strong performance in North America in FY25,

growing distribution and consumer demand in core Mānuka

honey products. Led by continued triple digit growth in the

Natural Retail channel, we have positive indicators of brand

health and momentum to build upon in FY26.

As part of our reset in FY25, we have rationalised our

product range, focusing predominantly on Mānuka

honey and Mānuka honey lozenges. Further, to

streamline e-commerce operations and improve our

consumer experience, we transitioned to the Shopify

e-commerce platform late in FY25.

In the offline retail channel, as reported by SPINS

(which excludes Whole Foods Market and Trader

Joe’s), Comvita grew 102% in Natural, 14% in MULO

(Conventional Grocery), for a combined +80%. During

FY25 we also became the number one Mānuka brand

in the Natural Retail Channel, as reported by SPINS.

This was largely due to gaining placement at Sprouts

Farmer’s Market, one of the largest and fastest-

growing natural and organic grocery retailers in the

U.S., currently with over 450 stores in 24 states.

We have simplified cost structures and improved

operating efficiencies in the market. This, in

combination with growing distribution and a focus on

building consumer demand in our core channels, should

drive improved performance in FY26 and beyond.

Science is a core pillar for Comvita and the proprietary

intellectual property relating to gut health support from

Lepteridine™ is unique to us. This year we began testing

this health proposition in a major US retailer to validate

the concept, and early results have been encouraging.

Greater China

Reported currency basis

NZ$000NZ$000

North America

Reported currency basis

SalesSales

Net contributionNet contribution

Net contribution %Net contribution %

FY24FY24

86,64926,135

15,4584,657

17.8%17.8%

FY23FY23

106,25835,608

25,6578,868

24.1%24.9%

FY22FY22

96,92431,793

22,9588,414

23.7%26.5%

FY21FY21

93,07624,735

19,9084,733

21.4%19.1%

FY25FY25

77,19628,744

11,6185,367

15.0%18.7%

Looking forward:

1. Address legacy challenges around ageing inventory and distributor management.

2. Accelerate growth in digital channels.

3. Continue focus on operational improvements in Hong Kong retail outlets.

Looking forward:

1. Increase distribution in key channels.

2. Invest in digital marketing to build awareness and sales.

3. Accelerate sales growth through Lepteridine™.

2829Annual Report | 2025Annual Report | 2025

A healthy mix of domestic channels and categories
has remained core to our ANZ strategy to win at

home, with our retail locations in Auckland and

own Comvita website delivering brand experiences,

supported by offline presence in Pharmacy, Natural

Health, Tourism, and Grocery channels.

Whilst growth in Mānuka honey was challenging

due to heightened competitive pressure, strong

performance from non-honey products offset this

decline and enabled growth in our local channels.

Olive Leaf Extract, Lozenges and Winter Wellness

categories all grew in FY25 compared to FY24.

Continued weakened demand in China, pricing

pressures, and working through excess and aging

inventory, adversely impacted our Asian Health

business. We anticipate seeing a modest recovery

in this channel from the second half of FY26

and beyond.

A key highlight for FY25 was the performance

and achievements through our Tourism channel,

including sales through Auckland airport, which

grew by over 28%.

Korea delivered 9.6% growth in sales and 14.3%

growth in net contribution in FY25 versus FY24. This

growth is supported by a balanced channel strategy,

centred around our own retail presence and digital

platform enabling superior consumer experience and

engagement. Direct-to-consumer channels deliver

75% of our Korean revenue. These channels are

complemented by television home shopping, duty-free

customers and retail partners.

Japan sales growth of 47.3% in FY25 was driven

through television home shopping opportunities.

There are opportunities to improve profitability

by better optimising our channels and product mix,

including a focus on higher-UMF™ offerings. During

the year we launched our first Comvita-owned

retail store in Japan, delivering a superior consumer

brand experience.

Southeast Asia, including Singapore, delivered 17%

sales growth in FY25, reflecting strong momentum

across multiple channels. While the region recorded

a negative net contribution during the year, we

have taken decisive steps to reset the business for

sustainable profitability. In Singapore, we advanced

our dual-brand strategy (Comvita and HoneyWorld)

and continued to review our retail store network

to optimise performance. At the same time, we are

strengthening partnerships with leading retail and

pharmacy groups in Malaysia and across Southeast

Asia to unlock new growth opportunities.

Australia & Aotearoa

New Zealand

Rest of Asia

Our ANZ market continues to be impacted by weakened

China consumer demand, with a fall in Asian Health/Daigou

channels of –32%. Sales in other channels grew +2.5%.

Korea, Japan, Singapore and Malaysia delivered sales growth

in FY25, with opportunities for improving future profitability

through retail channel optimisation in Singapore and Japan.

Looking forward:

1. Grow brand engagement and affinity.

2. Win in Pharmacy channel.

3. Increase innovation pipeline.

Looking forward:

1. Optimise channel network across Singapore and other markets.

2. Strengthen brand positioning with focus on high UMF® products.

3. Utilise innovation to tap into new consumption occasions.

Australia and New Zealand

Reported currency basis

Korea, Japan, Singapore, Southeast Asia

Reported currency basis

SalesSales

Net contributionNet contribution

Net contribution %Net contribution %

FY24FY24

36,37836,572

10,310 1,806

28.3%4.9%

FY23FY23

40,77031,771

11,5738,291

28.4%26.1%

FY22FY22

34,69627,337

11,2116,585

32.3%24.1%

FY21FY21

32,44425,346

10,2186,367

31.5%25.1%

FY25FY25

31,49143,349

6,957907

22.1%2.1%

NZ$000NZ$000

3031Annual Report | 2025Annual Report | 2025

FY25 was a year of transformation in the EMEA region,
with a significant restructure of the United Kingdom

and Europe business model to return to profitability.

With ongoing challenges to maintain a profitable

business model in the region, our United Kingdom

and Europe entities were closed and moved to a

distributor model in April, setting up for profitable

growth in FY26 and beyond. With immediate focus

on embedding the new model and returning to profit

with operational excellence, we will then strive to

drive growth, expanding distribution through our

distributor partnership capabilities.

Our Middle East performance in FY25 was a reset

year, focused on identifying the right partners and

making the right investments to build a sustainable

presence in priority markets such as the United

Arab Emirates, Saudi Arabia and Qatar. With this

foundation, we are well-positioned to grow through

partnerships with leading pharmacy chains and

wellness retailers, supported by the necessary

regulatory groundwork.

Europe, Middle East

& Africa

FY25 was a year of transformation in the EMEA region, with

a significant restructure of the United Kingdom and Europe

business model to return to profitability.

Looking forward :

1. Embed new operating model and distributor partnerships.

2. Grow direct digital sales.

Sales

Net contribution

Net contribution %

FY24

3,628

(921)

–25.4%

FY23

5,862

604

10.3%

FY22

5,124

83

1.6%

FY21

5,060

35

0.7%

FY25

3,304

360

10.9%

Europe, Middle East and Africa

Reported currency basis

NZ$000

3233Annual Report | 2025Annual Report | 2025

Our continued focus on building loyalty and trust
is reflected in the strength of our brand and the

feedback from our consumers. Our pillars that

support this loyalty and trust include industry-leading

science, superior product quality, a strong focus on

consumer understanding, and world class customer

engagement and service, including our online Royal

Treatment programme. We continue to focus

heavily on all consumer feedback and improving

our Consumer Net Promoter Score (NPS).

Comvita’s premium positioning globally is shown

through how we turn up in market across our brand

touch points. The first of these touch points is our

During FY25, we have continued to support our leading global

brand position and world-class innovation in-market, whilst

also improving our cost-competitiveness and implementing

key platforms for future growth.

industry coverage. Across FY25, both the NZ Food

and Grocery Council and NZ Story ran stories

celebrating our world-leading brand. We also

strengthened our brand positioning through

partnerships with other premium food and hospitality

brands globally including ‘Lucullus’ in Hong Kong,

‘Intercontinental’ in Singapore, and ‘The Grove’

in New Zealand.

Our retail outlets are a key brand touch point.

We continue to focus on evolving these to deliver

superior retail experiences for our consumers. A great

example of this is the recent opening of our refreshed

outlet in Hong Kong Citygate.

Overall8.0

7.4

N/A

7.7

9.0

7.8

7.9

7.3

8.5

7.5

7.8

8.2

8.4

7.6

7.1

North America

Australia

UK

New Zealand

FY25 year-to-date (last reading taken in February 2025).

FY23FY24FY25

Consumer net promoter scores

/10

6. Our Brand

and Products

LEADING GLOBAL BRAND

3435Annual Report | 2025Annual Report | 2025

“The most delicious honey I have ever tasted!
No exaggeration! My usual brands of raw

unrefined American (non-Manuka) honey

are excellent and cost quite a bit less. But

I seriously never knew any honey could

taste this good until I peeled the seal off this

Comvita Manuka Honey and licked the half-

teaspoonful that was clinging to that seal.”

– US customer

Diversified product offering

and innovation

Comvita supports its wellness proposition with

a diversified product offering to meet different

consumer needs and price points, which positions

us well to drive value and capitalise on future growth

in the health and wellness segment in our markets.

Our portfolio includes products Premium and

Everyday offerings across:

1. High function foods including Mānuka Honey

and Honey.

2. Healthcare including Propolis, Olive and Winter

Wellness.

During FY25, as part of our reset with a cost reduction

and value reengineering focus, we identified multiple

opportunities to remove cost from our products by

removing elements that are not of value to consumers,

These included, for example, unnecessary printing

inside boxes and gold foil in our packaging. These

specific initiatives reduced costs and also reduced our

environmental impact. Cost out remains an ongoing

focus, especially in our Everyday products, so that

we can compete more effectively in market.

Leading category product innovation is critical

to ensuring value in the future. In FY25, our

innovation was built around the following strategies,

strengthening our product range and reinforcing

our global brand positioning:

1. Increasing premium high-quality offerings for

consumers – for example, launch UMF™ 29+ and

UMF™ 20+ Twin Pack for Costco.com.

2. Pioneering category innovation for increased usage

occasions – for example, global launch of 100%

Mānuka Honey Drops and Asian launch of

Glowing Collagen.

3. Enhancing key product offerings to improve

product positioning and consumer experience – for

example, our Lozenge range moving to recyclable

pouches with new artwork and flavours, as well

as an improvement in our UMF™ 25+ packaging.

4. Accelerate the global roll out of Lepteridine™ to

differentiate Comvita from mass brands through

our proprietary science.

Digital growth

Comvita supports its wellness proposition with In

FY25, we moved our standard Comvita ecommerce

platform from our own bespoke platform to Shopify.

Utilising this off-the-shelf leading platform enables

us to better focus on positioning ourselves as a

leading global wellness company. We are looking

to transition and align more markets around our

Shopify platform in the future. A common global and

collaborative approach will deliver cost efficiencies,

enable us to create a stronger back-end support

platform, and improve consumer service and insights.

Looking forward :

1. Strengthen our leading brand foundation through

deeper consumer insights, tighter brand guidelines

and a focus on brand execution in-market.

2. Increase product innovation that evolves our core

offerings, reduces costs, and/or drives growth in

adjacent categories.

3. Optimise our new ecommerce platform for

improved consumer engagement and efficiencies.

4. Differentiate our premium products with improved

health positioning.

“Thank you for creating more than just

honey – you’ve given us a natural wellness

solution that feels like a gift rather than

a chore. In our home, Comvita will always

be remembered as ‘the golden honey that

made feeling good taste sweet’.”

– US customer

3637Annual Report | 2025Annual Report | 2025

Over 50 years of healing, led by science
While FY25 was a year of constrained research

spending, we continued our science programmes

to deliver a sustainable competitive advantage

for Comvita and prove the health benefits of

our products.

In FY25 our research programmes focussed

on digestive health and antimicrobial resistance

to deliver long term growth.

Lepteridine™ – backed by science to

support gut health

This year, in collaboration with the University of

Otago, we advanced the analyses of our landmark

SOOTHE Clinical Trial, which demonstrated that the

consumption of Lepteridine™ standardised Mānuka

honey helped improve symptoms and quality of life

in people with functional dyspepsia suffering from

stomach pain and heartburn.

This research supports our ability to make

substantiated health claims in key markets, and

combined with our robust proprietary position for

Lepteridine™, builds a strong foundation for gut

health product launches and long-term opportunities

in this growth market. Indeed, FY25 saw our first

Lepteridine™ Supports Gut Health SKU launched

in Sprouts in the USA delivering over USD100,000

of incremental sales in just 3 months.

Highest quality in the industry

Comvita continues to lead the industry in the highest

standards of food safety and quality. We retained

BRC AA+ certification, the highest possible standard,

and hold 29 independent food safety and quality

certifications globally including Glyphosate Free,

Halal, Kosher and Non-GMO certification.

We undertake more laboratory testing on our honey

than any other company, with more than 34 quality

tests on every batch ensuring every jar meets our

exacting quality standards for taste, texture, purity,

potency, and efficacy. Unlike other Mānuka honey,

companies Comvita guarantees the UMF™ potency

of our honey for its entire shelf life.

There were no instances of non-compliance with

food safety regulations this year. While not a non-

compliance, we did issue a proactive voluntary

product recall of new Manuka + Mushroom honey

SKUs, soft launched into one retailer in the USA,

as they did not meet our exacting quality standards.

Independent certifications (#)23

23

4

0

25

22

3

0

29

15

2

0

External audits (#)

Non-compliance with regulations

Customer complaints per 100,000 units sold

FY23FY24FY25

Product quality

Our long-term vision to inspire, enable and empower millions

around the world to live well naturally is powered by our

commitment to science, enabling us to hold a premium market

position that is underpinned by a strong patent portfolio and

world-class research partnerships.

7. Science and Quality

Leadership

INSPIRE, ENABLE AND EMPOWER

3839Annual Report | 2025Annual Report | 2025

Intellectual property
Our science is strategically protected. Following

a strategic review in FY25, we have streamlined

our global patent portfolio. This year saw two new

patents granted and we allowed three to lapse

that were close to expiry or had limited commercial

value to us. In total, we now have 35 granted patents

with further patents pending in multiple markets

around the world. We successfully defended key

patents relating to Lepteridine™, reinforcing our

proprietary advantage.

Looking forward:

1. Supply chain innovation to drive operational efficiencies to become the lowest cost producer while

maintaining quality standards.

2. Extend our compelling science proof points and intellectual property protection to support differentiating

new product development and ingredient offerings.

3. Advocate to ensure higher quality standards through Unique Manuka Factor™ Honey Association (UMFHA)

strategy (or alternative).

In total, we now have 35 granted patents with further patents

pending in multiple markets around the world. We successfully

defended key patents relating to Lepteridine™, reinforcing

our proprietary advantage.

Mānuka honey industry leadership

As the global market leader in Mānuka honey,

Comvita takes an active role in developing

industry policies, strategy, and priorities through

our membership and involvement in key industry

organisations such as the Unique Manuka Factor™

Honey Association (UMFHA) and Apiculture

New Zealand. We are particularly focused on lifting

industry quality standards, and protecting Mānuka

as a taonga (treasure) from Aotearoa New Zealand.

4041Annual Report | 2025Annual Report | 2025

As part of our reset during FY25, we reduced costs
and improved cashflow:

• We reviewed apiary operations and consolidated

branches from five to three to drive efficiencies.

We have reviewed our value chain and put in

place initiatives to reduce waste. In total, we have

delivered $7.1m of Cost of Goods Sold initiatives.

• Our total inventory reduced by $47m to $89m at

the end of FY25.

COST OUT AND OPERATIONAL IMPROVEMENTS

2

Average cost per hive excluding land use payments.

3

Variation calculated by calculating percentage difference between current year’s average kilograms per hive (yield) compared to 10 years

average yield from FY15 to FY24 (baseline) based on Comvita’s internal records.

Cost of goods sold savings delivered (NZDm)

$136


$608

–27%

10%

$136


$635

35%

10%

$89

$7.1

$575

52%

8.5%

Total inventory value (NZDm)

Percentage variation in hive yield (average kg per hive)3

Average cost per hive2

Winter beehive losses

FY23FY24FY25

Sustainable supply metrics

Our FY25 focus has been on reducing costs and inventory,

while improving processes to enable cost-effective and

sustainable supply moving forward.

• We implemented a more structured external

honey procurement approach to better manage

the negative financial impacts of honey pricing

fluctuations over time.

• We are refining our global sales and operations

planning processes, leveraging improvements

from our own apiary management, procurement,

and formulation processes, and supported by

greater global team collaboration. This will enable

us to reduce lead times to market and finished

goods inventory levels, while not compromising

delivery performance.

Sustainable honey supply

Since 2017, Comvita has planted over 6,300 hectares

of Mānuka forests, over 15 sites and utilising our

own unique cultivars. These plantings are on land

managed or owned by Comvita, and are spread

across the central North Island and Wairarapa

regions of NZ.

These forests are forecasted to provide approximately

50% of our demand requirements by 2030, and at

a significant cost advantage. Our planting, and the

scale and geographical diversification of our forests

and our own apiary operations, helps ensure security

of supply, particularly for higher UMF™ honey. The

forests also act as carbon sinks and deliver positive

nature-related impacts.

In FY25:

• Our maturing Mānuka forests produced 86 tonnes

of high grade UMF™ honey, and are key to delivering

ongoing apiary productivity improvements including

increased hive yields, higher UMF™ average grades

and reduction in cost per hive.

• Our apiary team managed over 25,000 hive

deployments, partnering with 90 different

landowners to harvest and extract more than

600 tonnes of high-grade honey.

Having scale and access to honey of different grades

internally and externally supports us optimising our

cost structure across both the volume and more

premium ends of the market.

8. Sustainable Supply

OUR OPERATIONS

4243Annual Report | 2025Annual Report | 2025

Increasing customer requirements and
audit demands mean we must be proactive

in managing the risk that our suppliers

and business partners may engage in

discriminatory and exploitative employment

practices, as well as minimising any negative

environmental impacts.

During FY25:

• Our winter hive losses were 8.5%, compared to the

industry average of 10.8%.

• We continued with our best-practice hive and

bee welfare management, as enshrined in our

Bee Welfare Code. Internally and with our honey

suppliers, we also seek to minimise the use of

chemicals such as glyphosate.

• We progressed our responsible and effective

varroa management in line with best-practice

guidance, while researching innovative organic

miticide treatments and varroa-resistant strains to

incorporate in our queen bee breeding programme.

• We increased our production of “feed” honey to

reduce the need for supplementary sugar feed for

our bees during winter when natural food sources

are not available. This reduces our reliance on sugar

cane production, which may have detrimental

environmental impacts.

Bees are crucial pollinators, delivering

ecosystem services and food security benefits.

At Comvita, we acknowledge the importance

of bees to our business and work to educate

on the importance of bees and support the

growth of bee populations.

BEE HEALTH AND WELLBEINGETHICAL AND SUSTAINABLE SUPPLY

Comvita’s most salient human rights risks were

identified as ensuring the reasonable remuneration of

workers and safe and reasonable working conditions

in the following areas:

1. Supply of sugar (growers and workers).

2. External manufacturing and packaging

manufacture from China, Thailand and other

Asian markets.

3. International shipping and warehousing.

Looking forward:

1. Ongoing focus on cost reduction through honey supply and production efficiencies.

2. Enhance sales and operations planning process to enable reduced inventory levels.

3. Extending our supplier due diligence and standards to support high quality, ethical and sustainable procurement.

Our human rights saliency assessment involved the following steps:

Developed risk

assessment

framework to

assess likelihood

and severity risks

Identified

all business

activities within

value chain.

Collated published

information about

each activity in

relevant location.

Reviewed

activities with

staff and external

stakeholders.

Completed

assessment to

score and prioritise

different risks.

1. 2. 3. 4. 5.

During FY25:

• We published our Human Rights Policy.

• We completed a human rights saliency assessment

identifying, assessing and prioritising human rights

risks across our supply chain.

• We started to roll out supplier pre-screening and

implement our supplier code of conduct as part of

our contracts with key suppliers.

Comvita seeks, and has publicly committed, to do business

in a way which treats all people with dignity and respects their

human rights.

Comvita recognises the invaluable partnership we share with

bees and is committed to promoting positive bee welfare

outcomes.

4445Annual Report | 2025Annual Report | 2025

As part of the changes during the year, we have
implemented new processes and governance

frameworks, made difficult decisions about what

to prioritise, and importantly, opened our ears wide

to genuinely understand the perspectives and needs

of our global team.

Our recent employee engagement survey results

reflected the challenges, uncertainty and pressures

felt by many of our team, with our engagement

score declining from +2.1 to –1.1. Positively, 93% of

our global team chose to participate in the survey,

with increased feedback and comments, showing

that despite the drop in score, our team truly cares

and feels comfortable sharing even difficult feedback

with us.

As part of our wider business reset, we have taken

decisive action in relation to our global workforce.

Our restructure has been focused on cost reduction,

simplification and accountability. We are also working

Elevating health, safety and wellbeing

Our health and safety performance is driven by

our people, who are empowered to speak up, take

initiative, and contribute to a safe work environment.

Over the past year, we’ve recorded an 80% year-on-

year reduction in injuries, the lowest TRIFR and LTIFR

rates in our reportable history and a 20% increase

in proactive safety reports, including a 47% rise in

hazard identification.

Our safety maturity has advanced significantly over

the past three years, from a score of 25% in FY23,

to a score of over 75% in FY25 collectively across

all operations. These gains reflect a deep cultural

transformation built on clearer systems, psychological

safety, and a no-blame philosophy. Our Learning

Teams and leadership coaching have reinforced

this shift, creating space for open dialogue, shared

learning, and continuous improvement. Safety is now

a collective behaviour, not a top-down directive.

During FY25 we have undertaken extensive restructuring

efforts to better position the company to increase efficiency,

build collaboration and set Comvita up for sustainable growth

in future.

on aligning functional excellence across the business

and improving communication channels across

geographies and between functions to foster greater

collaboration and clarity.

A common global employee lifecycle experience and

improved people data management are important

to drive efficiencies and provide deeper insights into

our employee experience and engagement. This data-

driven approach will help us better tailor activities

to support our people more effectively.

During FY25, we commenced the roll out of a

mandatory compliance training programme for all

staff globally to ensure they better understand and

can support our policies around ethical business

conduct. Our goal in FY26 is to achieve a minimum

of 90% participation in all compliance training and

to increase comfort with whistleblowing, raising

reported confidence levels from 80% to greater

than 90%.

In FY25, we also made major strides in integrating

wellbeing into our health and safety strategy,

including the rollout of psychosocial risk assessments

across key sites. This broader approach recognises

that a truly safe workplace supports both physical

and mental wellbeing.

With no notifiable or major severity events in FY25,

and a massive reduction in injuries, we are seeing the

tangible impact of a culture where safety is actively

lived. While we’re proud of the progress, we know

there’s more to do. Our focus remains on continually

strengthening the basics, deepening engagement,

and building long-term value through a workplace

where every person feels safe, supported, and heard.

9. Our People

AT OUR CORE

BUILDING AN ENGAGED AND PRODUCTIVE GLOBAL TEAM

4647Annual Report | 2025Annual Report | 2025

As part of our ongoing effort to cultivate an inclusive
workplace, we actively sought feedback from our

teams on how to enhance our diversity, equity, and

inclusion (DEI) initiatives. The response was clear –

there is a strong desire to maintain a holistic focus

on rewarding performance and ensuring that everyone

is treated fairly and with respect.

OUR COMMITMENT TO FAIRNESS AND INCLUSION

It shows that we’re not only making gains in the right

focus areas, but doing it in a way that includes and

empowers our staff at every level.

By embedding engagement into our safety culture,

we’re building trust, strengthening our reputation,

and creating long-term value for our people, our

partners, and our shareholders. This is a major

milestone for Comvita – and a clear signal that we

are serious about doing things right.

Every member of the Comvita team is here by choice,

and with an average tenure of 5.8 years, we are

honoured to have many who remain committed even

through challenging times.

Our staff signal clearly that they choose Comvita

as an employer because of the opportunity to work

alongside exceptional colleagues and a deep belief

in our purpose and the quality of our products.

Global Full-Time Equivalent Roles565

2.1

5.7

13%

5.42

2.7 6

3:1

1.1 6

0.13 6

0

82%

559

2.1

4.3

15%

2.2

3.85

3:2

2.7 5

0.53 5

0

NA

454

–1.1

5.8

8.3%

6.13

0.7 7

3:1

0.2 7

0.267

0

76%

Employee Net Promoter Score

Global Length of Service (Average Years)

Global Employee Turnover ((%, voluntary)

Safety Maturity Score (Points)

TRIFR

4

Health & Safety Lead: Lag

LTIFR

8

MVIFR

9

Work-Related Ill Health

4

Total recordable injury frequency rate (TRIFR) is used to measure

recordable work-related injuries

5

FY23 total hours worked 1,164,000.

6

FY24 total hours worked 1,175,000.

7

FY25 total hours worked 1,078,000.

8

Lost-time injury frequency rate (LTIFR) is used to represent high

consequence injuries and includes all lost-time injuries, not injuries

defined by recovery time.

9

Motor vehicle injury frequency rate (MVIFR) is a specific metric

created by Comvita given the nature of our hazards and for our

reporting requirements. Rates have been calculated based on

200,000 hours worked.

Global Employees Feel Comvita is Inclusive

of People of All Backgrounds

FY23FY24FY25

Employee engagement and wellbeing

The New Zealand

Workplace Health and

Safety Awards – 2025

Winner Engagement

Comvita is leading the way in New Zealand

when it comes to workplace engagement,

and winning the National Safeguard Health

and Safety Award for Engagement in FY25 is

powerful proof of this. This award is not just

a trophy. It is national recognition that our

people are genuinely involved in shaping a

safer, more connected workplace.

4849Annual Report | 2025Annual Report | 2025

Comvita’s business model is inherently nature and
climate sensitive. We are constantly adapting to

the changing natural environment to optimise our

trees and bees, and produce the premium products

Comvita is known for globally.

To help ensure future business resilience and growth,

we are preparing for and adapting to the physical

impacts of climate change. We are also preparing

for the changing expectations of our customers,

investors, employees and other stakeholders as the

world navigates climate change and recognises the

need to transition to a low-emissions economy.

In FY25, Comvita built on the climate-related risk and

opportunity assessment work previously completed,

and focussed on the transition plan aspects of our

strategy, while being cognisant of current financial

challenges. The transition planning aspects within our

current strategy can be summarised as:

1. Preserve sustainable supply of Mānuka and

other honey.

2. Enhance supply chain resilience.

3. Increase brand recognition and trust as a leader

in sustainability.

4. Achieve carbon reduction in line with science.

Working in harmony with nature to inspire, enable and

empower people to live healthy lives is central to Comvita’s

purpose. High environmental standards are important for the

planet and community health, and also increasingly expected

by our global customers and market regulators.

Our climate action and other sustainability

credentials, including our B Corp certification, are

increasingly becoming must-haves to access major

global customers. Further details on this and other

aspects of our climate change adaptation and

management are included within our FY25 Climate

Statement.

As part of our climate change management,

Comvita measures the GHG emissions produced

directly and indirectly by our business activities.

Our FY25 Comvita GHG Inventory Report has been

prepared in accordance with the relevant GHG

Protocols and is subject to limited assurance by

KPMG. FY25 total gross GHG emissions were 19,434,

a 26% reduction versus FY24, and a 40% reduction

versus our FY22 baseline.

Total Gross Emissions all scopes

(excluding optional

10

and biogenic)

26,380

(1,508)

24,872

(3,673)

(10,396)(13,750)

10,804(691)

0.1310.101

35,41532,492

(5,775)(4,244)

29,64028,248

(743)(497)

(2,601)(1,622)

26,29726,130

0.1530.156

19,434

(1,502)

17,932

(4,874)

Net Biogenic Removals

Net GHG emissions (excluding optional)

Comvita-Owned NZ ETS NZUs

11

Enabled NZ ETS NZUs

12

Adjusted net GHG emissions including

Comvita and other NZUs

Emissions Intensity – gross GHG

emissions kgCO₂e per NZD of revenue

FY23FY22FY24FY25

Global GHG emissions tCO₂e

10. Caring for Nature

and Climate

CLIMATE CHANGE RESILIENCE AND MANAGEMENT

10

Optional reporting includes S3C6 Business Travel -hotel stays and S3C7 Employee commuting working from home. Optional reporting must

not be included in science-based GHG reduction targets, so is separated from the main categories.

11

Estimated annual NZUs accrued to Comvita from Comvita-owned land and other landowners.

12

Estimated annual NZUs accrued to other landowners from Comvita plantings.

5051Annual Report | 2025Annual Report | 2025

PACKAGING CIRCULARITY
Comvita uses plastic pots for many of its products,

which could result in environmental pollution from

plastic microfibres, and increased general waste

if any of our product packaging is not disposed of

responsibly after use. The use of virgin materials

and supplier packaging production may also cause

negative environmental impacts.

We are focused on improving the circularity of our

honey pots and other finished goods packaging.

During FY25, Comvita continued with its bespoke

science-based Ecological Impact Monitoring Tool

to measure and track the changes in ecological

health and environmental indicators in one of our

planted forests as a pilot. This tool was developed in

conjunction with Plant and Food Research, following

the original scientific study, and with the aim of

providing holistic and robust science-based data

to validate nature-related impacts from Comvita’s

Mānuka forest planting. We are looking to expand

the pilot as funding allows, doing as much internally

as possible.

Comvita works with landowners and invests in

predator trapping to protect our trees, and by

association, improves natural ecosystems. In line with

our Harmony Plan, Comvita continued its partnership

with Save the Kiwi this year, supporting the growth

of kiwi populations.

Looking forward:

1. Implementation of FY26 transition plan initiatives, including external validation of our GHG science-based

reduction targets and carbon reduction activity.

2. Improving the recyclability of our lozenge wrap and sachet packaging.

Growing Mānuka forests not only supports the cost-

effective and ongoing supply of premium UMF™

honey. These forests sequester carbon and we

commenced the NZ Emissions Trading Scheme (ETS)

ECOSYSTEM RESTORATION AND SERVICES

Total (tonnes)

Cumulative hectares planted

Material volume

Annual hectares planted

584

1,254

293

6,491

111,084

290

95

10.9

0.36

653

72

340

5,237

95,481

313

92

9.9

NA

310

136

132

6,628

131,228

178

95

8.5

0.38

Non-renewable (tonnes)

Cumulative carbon removals since forest

establishment (tCO₂)

15

Renewable (tonnes)

Recoverable outputs produced (%)

13, 14

Recycled input materials used (%)

13

Material Circularity Index (MCI) score (%)

14

13 Recoverable, recyclable or reusable.

14 All packaging purchased directly by Comvita.

15

Cumulative removals and estimated NZUs accrued to Comvita and other landowners from Comvita plantings and managed forests.

FY23

FY23

FY24

FY24

FY25

FY25

Regeneration

In FY25:

1. We maintained our percentage of recoverable

packaging (recyclable, reusable and compostable)

at 95%.

2. Our Material Circularity Index (MCI) baseline

increased from 0.36 in FY24 to 0.38 in FY25.

3. Improvements were achieved through transitioning

recyclable lozenge pouch packaging across full

range.

registration process for three of our own forests

during FY25. Collectively, our plantings and owned

land have now sequestered 131,228 tCO₂ since 2017.

Our forests also increase nectar supplies for other pollinators,

enhance natural ecosystems, and improve native and other

biodiversity, soil health, water quality, and flood resilience.

A scientific study on Comvita’s forests validated the

improvements in biodiversity and freshwater health.

Through this partnership, Save the Kiwi is helping

us pilot a predator trapping project in one of our

forests and supporting our staff to monitor changes

in the local kiwi population. Our long-term aspiration

vision is to be able to create safe habitats for kiwi

and other native NZ species in our Mānuka forests,

safeguarding our natural taonga (treasures) for

future generations.

We also maintained our partnership with Garden to

Table, donating honey to schools, running education

sessions, and providing staff-made seed balls to help

schools create increased bee-friendly habitats. This

partnership aligns perfectly with our purpose to work

in harmony with nature, while supporting bees and

positive health outcomes for our tamariki in NZ.

5253Annual Report | 2025Annual Report | 2025

1. Directors’ Declaration 56
2. Consolidated Statements

Consolidated Income Statement 57

Consolidated Statement of Comprehensive Income

58

Consolidated

Statement of Changes in Equity 59

Consolidated Statement of

Financial Position 60

Consolidated Statement of

Cash Flows 61

3. Notes to The Financial Statements 62

Performance Funding

01

Segments 64 08 Capital and reserves 70

02

Revenue 65 09 Earnings per share 71

03

Other income 65 10 Borrowings 71

04

Operating cash flow 66 11 Finance income & expenses 72

05

Expenses 67

06

Personnel expenses 67

07 Tax 68

Working Capital Assets

12 I

nventory 72 16 Property, plant & equipment 74

13

Trade receivables 73 17 Right of use assets and leases 76

14

Sundry receivables 73 18 Intangible assets 77

15

Trade and other payables 73 19 Impairment testing 79

20 Biological assets 85

21

Investments 86

Financial Risks Other Disclosures

22

Market risk 87 26 Share schemes 91

23

Liquidity risk 88 27 Related parties 92

24

Credit risk 89 28 Group entities 93

25 Financial instruments 90 29 Commitments 93

30 Prior period restatements 94


31 Subsequent events 97

4. Audit Report 98

5. Statutory Information 105

CONTENTS

11. Consolidated

Financial Statements

5455Annual Report | 2025Annual Report | 2025

The Directors present the financial statements
of Comvita Limited for the year ended 30 June

2025. The report is audited and was authorised

for issue by the Directors on 28 August 2025.

COMVITA LIMITED FINANCIAL STATEMENTS

APPROVED BY:

For and on behalf of the Board of Directors:

Bridget Coates

Chair

Michael Sang

Chair of Audit and Risk Committee

FOR THE YEAR ENDED

In thousands of New Zealand dollars

Note

30

30 June 2025

30 June 2024

Restated

Revenue2192,428200,683

Cost of sales(109,728)(91,803)

Gross profit82,700108,880

Other income32,7145,251

Marketing expenses(17,535)(24,331)

Selling and distribution expenses(61,195)(59,281)

Administration and other operating expenses5(32,920)(34,900)

Software development expenses(2,750)(7,245)

Operating loss before financing costs(28,986)(11,626)

Finance income11133347

Finance expenses11(8,116)(9,800)

Net finance expenses (7,983)(9,453)

Share of loss of equity accounted associates–(904)

Fair value movement in biological assets20(3,522)336

Impairment and other assets write-downs 19(53,925)(64,190)

Loss before income tax(94,416)(85,837)

Income tax benefit/(expense)7(10,343)5,420

Loss for the year(104,759) (80,417)

Earnings per share:

Basic earnings per share (NZ cents)9(148.76)(114.65)

Diluted earnings per share (NZ cents)9(148.76)(114.65)

The notes on pages 62 to 97 are an integral part of these financial statements

Directors’

Declaration

SECTION ONE:

Consolidated

Income Statement

SECTION TWO:

57Annual Report | 2025Annual Report | 202556

FOR THE YEAR ENDED 30 JUNE 2025
In thousands of New Zealand dollars

Share

capital

Foreign

currency

translation

reserve

Hedging

reserve

Retained

earningsTotal

Balance at 30 June 2023 as previously reported199,351(2,656)(584)43,209239,320

Restatement of comparatives(865)(865)

Balance at 30 June 2023 restated199,351(2,656)(584)42,344238,455

Total comprehensive income for the year

Loss for the year –––(80,417)(80,417)

Other comprehensive income (net of tax)

Foreign currency translation differences for equity

accounted investees

–(18)––(18)

Foreign currency translation differences for foreign

operations

–(509)––(509)

Foreign investor tax credits–––6868

Effective portion of changes in fair value of

cash flow hedges

––1,191–1,191

Total other comprehensive income–(527)1,19168732

Total comprehensive income for the year–(527)1,191(80,349)(79,685)

Transactions with owners,

recorded directly in equity

Share based payments–––871871

Dividends paid–––(2,897)(2,897)

Total transactions with owners–––(2,026)(2,026)

Restated balance at 30 June 2024199,351(3,183)607(40,031)156,745

Total comprehensive income for the year

Loss for the year–––(104,759)(104,759)

Other comprehensive income (net of tax)

Foreign currency translation differences for foreign

operations

–1,141––1,141

Effective portion of changes in fair value

of cash flow hedges

––1,711–1,711

Total other comprehensive income–1,1411,711–2,852

Total comprehensive income for the year–1,1411,711(104,759)(101,907)

Transactions with owners,

recorded directly in equity


Share based payments–––6060

Total transactions with owners–––6060

Balance at 30 June 2025199,351(2,041)2,318(144,730)54,898

The notes on pages 62 to 97 are an integral part of these financial statementsThe notes on pages 62 to 97 are an integral part of these financial statements

FOR THE YEAR ENDED

In thousands of New Zealand dollars

Note

30

30 June 2025

30 June 2024

Restated

Loss after tax(104,759)(80,417)

Items that are or may be reclassified subsequently to the income

statement

Foreign currency translation differences for foreign operations 1,447(727)

Foreign currency translation differences for equity accounted

investees

–(18)

Effective portion of changes in fair value of cash flow hedges2,3771,655

Foreign investor tax credits–67

Income tax on these items7(972)(245)

Income and expenses recognised directly in other comprehensive income2,852732

Total comprehensive loss(101,907)(79,685)

Consolidated Statement of

Changes in Equity

Statement of

Comprehensive Income

5859Annual Report | 2025Annual Report | 2025

FOR THE YEAR ENDED 30 JUNE 2025
In thousands of New Zealand dollars

Note

20252024

Receipts from customers200,213205,334

Receipts from insurance proceeds3

1,7256,512

Receipts from RDTI claim

906–

Receipts from sale of carbon credits

551 –

Payments to suppliers and employees

(168,043)(204,132)

Taxation paid

(1,216)(2,380)

Net cash flows from operating activities434,1365,334

Investment in equity accounted investees

–(2,482)

Proceeds from disposal of investment

–8

Proceeds from disposal of equity accounted investee

–1,932

Loans to equity accounted investees

(383)3,857

Interest from related parties

–28

Payment for the purchase of property, plant and equipment

(3,245)(7,494)

Payment for the purchase of biological assets

–(30)

Receipt for the disposal of property, plant and equipment

5,079–

Acquisition of HoneyWorld – settlement of deferred consideration

(3,106)(7,294)

Payment for the purchase of intangibles

(9)(2,179)

Net cash flows from investing activities(1,664)(13,654)

Repayment of lease liabilities

(7,195)(6,274)

(Repayment of)/proceeds from loans and borrowings

(16,508)22,923

Payment of dividends

–(2,896)

Interest received

8025

Interest paid

(8,023)(8,733)

Net cash flows from financing activities(31,646)5,045

Net increase in cash and cash equivalents826(3,276)

Cash and cash equivalents at the beginning of the year8,15611,554

Effect of exchange rate fluctuations on cash held19(122)

Cash and cash equivalents at the end of the year9,0018,156

Represented as:

Cash and cash equivalents9,0018,156

Total9,0018,156

The notes on pages 62 to 97 are an integral part of these financial statements

AS AT 30 JUNE 2025

In thousands of New Zealand dollars

Note

30

20252024

Restated

2023

Restated

Assets

Property, plant and equipment

16

28,65672,03472,873

Intangible assets and goodwill

18

–7,35241,754

Right of use assets and leases

17

9,86820,22614,407

Biological assets

20

1,2744,8064,437

Investments––10,234

Loans to equity accounted investees––6,058

Derivatives

22

1,30086648

Deferred tax asset

7

–9,8904,642

Sundry receivable

14

814450450

Total non-current assets41,912115,624154,903

Inventory

12

89,043135,816137,339

Trade receivables

13

21,74628,59736,626

Sundry receivables

14

9,70115,22216,904

Derivatives

22

1,943––

Cash and cash equivalents9,0018,15611,554

Tax receivable71268145

Total current assets131,435188,059202,568

Total assets173,347303,683357,471

Equity

Issued capital199,351199,351199,351

Retained earnings(144,730)(40,031)42,344

Reserves277(2,575)(3,240)

Total equity54,898156,745238,455

Liabilities

Loans and borrowings

10

23,912–64,940

Trade and other payables

15

376296288

Lease liability14,75615,83411,972

Deferred tax liability

7

25721,509

Total non-current liabilities39,04616,70278,709

Loans and borrowings

10

47,44387,863–

Trade and other payables

15

25,22835,89433,989

Lease liability5,5915,7253,386

Tax payable

7

1,1417542,095

Derivatives––837

Total current liabilities79,403130,23640,307

Total liabilities118,449146,938119,016

Total equity and liabilities173,347303,683357,471

The notes on pages 62 to 97 are an integral part of these financial statements

Consolidated Statement of

Cash Flows

Consolidated Statement of

Financial Position

6061Annual Report | 2025Annual Report | 2025

GOING CONCERN
It is the conclusion of the Directors that the Group is

a going concern and will continue in operation for the

foreseeable future and the financial statements have

been prepared on that basis.

The Group recognised a net loss after tax of $104.8m

for the year ended 30 June 2025 (FY24: $80.4m). This

includes impairment charges of $53.9m (FY24: $64.2m),

reflecting the write-down of the Group’s assets to their

recoverable amounts (refer to Note 19).

In recent years, significant capital was invested in

brand equity, distribution reach, supply security and

scientific credibility to position the business for growth.

A number of these investments did not meet their

objectives or deliver expected returns, and market

growth has not materialised at the anticipated pace.

This along with pressure from structural changes in

the Mānuka honey sector, softer market conditions

and oversupply have further reduced profitability.

Inventory levels and costs were elevated in recent years

anticipating growth, which added to margin pressure

and contributed to the FY25 result. This has resulted in

elevated debt levels, bank covenant breaches and the

requirement to recapitalise the business.

As at 30 June 2025, the Group had drawn debt facilities

of $71.6m of a total group facility of $94m. Of the

$94m facility, $24m is due to be renewed in January

2026 and $35m in March 2026 (refer to Note 10).

Prior to balance date the Group had agreed with its

bank syndicate revised covenants including:

• the waiver of the Interest Cover Ratio and Net Core

Debt Leverage Ratio covenants for the quarter ended

30 September 2025 and half year ended 31 December

2025 that Comvita previously considered would not

be met;

• the introduction of an EBIT covenant for the quarter

ended 30 June 2025, 30 September 2025 and half

year ended 31 December 2025; and

• the introduction of Maximum Capital Expenditure

and Maximum Lease Expense covenants for the year

ended 30 June 2025 and 30 June 2026.

Beyond the 31 December 2025 covenant test date,

the Group is forecasting to breach the Interest Cover

Ratio and Net Core Debt Leverage Ratio covenants

which, unless waived or renegotiated, could result in

the acceleration of the repayment obligations of the

Group’s borrowings, including any additional amounts

borrowed under the remaining undrawn facilities. As

outlined below, the Group has taken mitigating actions

to meet the targets and conditions requested by its

bank syndicate, which provide the Directors comfort

that a satisfactory resolution will be reached with the

bank syndicate, however this cannot be guaranteed.

The mitigating actions taken by the Group to respond

to its operational and liquidity challenges include

cutting costs, simplifying the business where possible,

implementing a new inventory procurement process

which have led to generating positive free cash flows in

FY25 of $25.4m, reduction in debt of $17.4m since FY24

and a budgeted return to profitability in FY26 including

further debt reduction.

The Directors have carefully considered the ability of

the Group to meet its liabilities as they fall due and

continue to operate as a going concern for at least the

next 12 months from the date the financial statements

are authorised for issue. In reaching their conclusion,

the Directors have considered the following factors:

• Current assets exceed current liabilities by $52.0m as

at 30 June 2025;

• Cash flow forecasts for the 12 months following

the approval of these financial statements have

been prepared, incorporating the FY26 budget and

forecast, and indicate sufficient cash flows to meet

obligations as they fall due;

• The FY26 budget has been completed and the

outlook is a return to profitability, albeit subject to

execution risk;

• The Directors have made due enquiry of

Management into the appropriateness of the

assumptions underlying the budget and forecasts

and approved the FY26 budget; and

• On 18 August 2025, the Group entered into a Scheme

Implementation Arrangement with Florenz Holdings

Limited (‘Florenz’) under which Florenz has agreed

to acquire all the shares of Comvita for $0.80 per

share in cash, subject to shareholder and High Court

approval and other customary conditions being met

(refer to Note 32). If this proceeds it will trigger a

review event in the banking arrangements with the

bank syndicate; that could result in the acceleration

of the repayment obligations of the Groups

borrowings however, the Directors note that Florenz

has agreed a standstill on enforcement action with

the Group’s banking syndicate subject to conditions

being met. The Directors believe that Florenz will

bring the capital strength and scale needed to

operate the Group in the current environment

and consider the Scheme a credible and probable

outcome that would materially strengthen the

Group’s access to funding and reduce execution risk

associated with alternative funding strategies.

Accordingly, the financial statements have been

prepared on a going concern basis. However, the above

events and conditions indicate the existence of material

uncertainties that may cast significant doubt on the

Group’s ability to continue as a going concern in the

event the Scheme is not implemented, and alternative

funding cannot be secured. If these are not achieved,

the Group may be unable to realise its assets and

discharge its liabilities in the normal course of business.

The financial statements do not include any

adjustments that may be required should the Group be

unable to continue as a going concern.

SIGNIFICANT ACCOUNTING POLICIES

Accounting policies, accounting estimates and

judgements that summarise the measurement basis

used and are relevant to the understanding of the

financial statements are provided throughout the

accompanying notes are designated by a shaded area.

STANDARDS, AMENDMENTS AND

INTERPRETATIONS ADOPTED DURING THE YEAR

The following are amended standards that are

issued, but not yet effective. Management is currently

assessing the impact on future financial statements:

– Classification of Financial Assets (Amendments

to NZ IFRS 9 and NZ IFRS 7)

– Presentation and Disclosure in Financial Statements

issued (NZ IFRS18).

ACCOUNTING ENTITY

Comvita Limited (the “Company”) is a Company

domiciled in New Zealand, and registered under the

Companies Act 1993 and listed on the New Zealand

Stock Exchange (“NZX”). The Company is an issuer

in terms of the Financial Reporting Act 2013 and

Financial Markets Conduct Act 2013. The financial

statements of the Group for the year ended 30 June

2025 comprise the Company and its subsidiaries

(together referred to as the “Group”) and the Group’s

interest in equity accounted investees.

The principal activity of the Group is apiary and

forest ownership and management; research,

manufacturing and distributing of Mānuka honey,

bee products and olive leaf products.

BASIS OF PREPARATION

Statement of compliance

The Company is a FMC reporting entity for the

purposes of the Financial Reporting Act 2013 and

under part 7 of the Financial Markets Conduct Act

2013. These financial statements comply with these

Acts and have been prepared in accordance with the

New Zealand Equivalents to International Financial

Reporting Standards and International Financial

Reporting Standards as appropriate for profit-

oriented entities.

The financial statements were approved by the Board

of Directors on 28 August 2025.

Basis of measurement

The financial statements have been prepared on the

historical cost basis except for financial instruments

designated as fair value through other comprehensive

income and biological assets which are measured at

fair value.

The methods used to measure fair values are

discussed further in the respective notes.

Functional and presentation currency

These financial statements are presented in

New Zealand dollars ($), which is the Company’s

functional currency. Amounts have been rounded

to the nearest thousand.

Use of estimates and judgements

The preparation of the financial statements

requires management to make judgements,

estimates and assumptions that affect the

application of accounting policies and the reported

amounts of assets, liabilities, income and expenses.

Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed

on an ongoing basis. Revisions to accounting

estimates are recognised in the reporting period

in which the estimate is revised and in any future

periods affected.

Key sources of estimation uncertainty are included

in the individual notes in the financial statements:

• Going Concern (Page 63)

• Recoverability of deferred tax assets (note 7)

• Carrying value of inventory (note 12)

• Impairment and measurement of recoverability

of cash generating units (note 19)

• Valuation of biological assets (note 20)

Notes to the Financial

Statements

SECTION THREE:

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02. Revenue
The Group generates revenue primarily from the sale of Mānuka honey, other bee products, and olive leaf products

to its customers (wholesale, retail and digital customers). Sales of products are recognised when control of the goods

has transferred to the customer, usually when the goods are delivered. For wholesale sales, control passes according

to individual contract terms.

All sales are net of returns and allowances, trade discounts and volume rebates.

Payment terms vary across customers and regions; however, these are generally payable within 3 months.

03. Other Income

In thousands of New Zealand dollars

Note30 June 202530 June 2024

Insurance proceeds received6722,060

Government grants

183690

Gain on disposal of equity accounted investee

–1,377

HoneyWorld contingent consideration release15

1,0891,020

Government subsidies

2221

Sale of carbon credits

551–

Other

19783

Total other income

2,7145,251

Government grants

Government grants primarily relate to the New Zealand Research and Development Tax Incentive scheme (RDTI), but

also includes other government grants. The RDTI scheme provides a tax credit on eligible R&D expenditure. The RDTI

scheme includes both core R&D expenditure, as well as other expenses that support R&D, and is recorded as non-

taxable income.

01. Segments

The Group has five key geographic segments as set out below:

Greater China: Revenue and related costs of our China and Hong Kong markets

ANZ: Revenue and related costs of our Australia and New Zealand markets

Rest of Asia: Revenue and related costs of our Asia markets excluding Greater China

North America: Revenue and related costs of our North America market

EMEA: Revenue and related costs of our Europe, Middle East and Africa markets

For the year ended 30 June

In thousands of New Zealand dollars

Greater ChinaANZRest of Asia

North

AmericaEMEA

Total

reportable

segments

Other

segmentsTotal

2025202420252024202520242025202420252024202520242025202420252024

Revenue

77,19686,64931,49136,37843,34936,57228,74426,1353,3043,628184,084189,3628,344

11,322

192,428200,684

Contribution

11,61815,4586,95710,3108691,806 5,3674,657360(921)25,17131,3101,7382,08026,90933,389

Impairment

expense

(210)(30,648)

––

(4,852)(4,699)––

––

(5,060)(35,347)


(68)(5,060)(35,415)

Non attributable (other corporate expenses)

(62,131)(49,930)

Impairment expense – non attributable (note 19)

(48,865)(28,775)

Other income (note 3)

2,7145,251

Financial income and expenses (note 11)

(7,983)(9,453)

Share of loss of equity accounted investees–

(904)

Net loss before tax

(94,416)

(85,837)

Geographical information

30 June 202530 June 2024

In thousands of New Zealand dollars

Revenue

Non-current

assets

Revenue

Non-current

assets

Greater China77,196 4,217 86,6484,507

Australia19,740 1,406 20,913 9,859

New Zealand11,876 33,793 15,834 90,320

Rest of Asia43,349 2,497 36,572 7,799

North America 35,264 –35,429 439

EMEA3,304 – 3,628 40

Other Countries1,699 – 1,6592,660

Total192,428 41,913200,683 115,624

Figures in the tables reflect information regularly reported to the Chief Executive Officer (CEO) on those key

segments. Segment results that are reported to the CEO include costs directly attributable to a segment as well

as those that can be allocated on a reasonable basis. Unallocated items comprise mainly head office expenses.

Segment information is presented in the financial statements in respect of the Group’s contribution segments

which are the primary basis of decision making. The contribution segment reporting format reflects the Group’s

management and internal reporting structure.

Performance is measured based on contribution which is a measure of profitability that the segment contributes

to the Group. Contribution is used to measure performance as management believes that such information is

most relevant in evaluating the results of certain segments. Inter-segment pricing is determined on an arms-

length basis. Geographical information differs from the Contribution Segments as it is based on the origin of the

sale or location of the assets and is not reflective of how it is reported to the CEO.

Contribution Segments

Performance

6465Annual Report | 2025Annual Report | 2025

05. Expenses
Administration and other operating expenses

The following items of expenditure are included in administrative expenses:

In thousands of New Zealand dollars

30 June 2025

30 June 2024

Auditors’ remuneration:

KPMG for audit of the financial statements

1,043497

KPMG for other assurance services – GHG inventory emissions

56 75

KPMG for non-assurance services – global mobility

2218

Total

1,121590

Other operating expenses:

Subsidiaries audit fees – other firms

7267

Doubtful debts provision/(recovered)

467(72)

Bad debts written off

2768

Net loss on disposal of property, plant, and equipment

237113

Change in fair value of contingent consideration

–164

Directors’ fees

603605

Directors – other expenses

1818

Other legal and professional expenses

1,236612

Research and development

The Group considers expenditure to be research and development if it meets the definition according to the New

Zealand RDTI scheme. This expenditure is included within cost of goods sold and operating expenses and recognised

in the income statement in the year that it is incurred.

06. Personnel expenses

In thousands of New Zealand dollarsNote30 June 202530 June 2024

Wages and salaries44,33346,047

Restructure costs

3,599568

KiwiSaver – employer contribution

830880

Movement in long-service leave provision

798

Equity settled share-based payment transactions28

661,038

Total personnel expenses

48,90748,541

04. Operating Cash Flow

Reconciliation of the profit for the year with the net cash from operating activities

In thousands of New Zealand dollars

Note30 June 202530 June 2024

Loss after tax(104,759)(80,417)

Adjustments for:

Depreciation

11,83811,568

Amortisation

4562,287

Impairment19

53,92664,190

Share based payments

661,039

Fair value movement of financial asset – share loans27

1,473136

Fair value movement in biological assets 20

3,522(336)

Share of losses equity accounted investees

–904

Deferred tax in equity

(979)(852)

Loss adjusted for non-cash items

(34,457)(1,481)

Items related to investing and financing activities:

Acquisition of HoneyWorld – working capital items

–(1,745)

Disposal of equity accounted investee

–(1,377)

Interest – net

7,8908,385

Net loss on disposal of property, plant & equipment

237113

Change in other payables

2,454590

Movement in working capital items:

Change in inventories

46,7731,523

Change in trade receivables

6,8518,029

Change in sundry debtors and prepayments

3,7371,358

Change in trade and other payables

(10,914)2,302

Change in employee benefits

328(4,547)

Change in tax payable

654(1,464)

Change in deferred tax

9,320(6,185)

Change in working capital items from foreign currency

translation reserve

1,366(223)

Other movements:

Foreign investor tax credits

–67

Foreign currency reserve

(103)(1)

Net cash from operating activities

34,1365,344

6667Annual Report | 2025Annual Report | 2025

In addition, no deferred tax assets have been recognised in respect of certain intangible assets ($575,503) and
capital losses in Australia ($3,228,472) or losses on acquisition in the UK ($2,430,523).

The total net tax losses available to the Group is $14,584,809 (including recognised losses of $3,387,961 and

unrecognised losses of $11,196,848).

Income tax expense comprises current and deferred tax. Income tax expense is recognised in the income statement

except to the extent that it relates to items recognised in other comprehensive income, in which case it is recognised

in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively

enacted at the reporting date, and any adjustment to tax payable in respect of previous periods.

Deferred tax is recognised using the balance sheet method, providing for temporary differences between the

carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation

purposes. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences

when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available

against which the temporary difference 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 tax benefit will be realised.

07. Tax (continued)07. Tax

Tax expense

In thousands of New Zealand dollars30 June 202530 June 2024

Loss for the year(104,759)(80,417)

Total income tax expense/(benefit)

10,343(5,420)

Net loss before tax

(94,416)(85,837)

Tax at 28% NZ company tax rate

(26,436)(24,034)

Tax effect of overseas income

141387

Non-deductible or non-assessable items

16,36717,885

Deferred tax on impaired assets

–(3,775)

Deferred tax not recognised or derecognised

1

19,3371,976

Foreign tax credit written-off

728344

Removal of tax depreciation on commercial buildings

–1,717

Others

20679

Total income tax expense

10,343(5,420)

Tax expense/(benefit) is represented by:

Current tax

1,9901,137

Deferred tax

8,353(6,557)

Total income tax expense

10,343(5,420)

Imputation credits available

4,5774,577

Deferred tax

In thousands of

New Zealand dollars

As at

30 June

2025

Recognised

directly in

profit or

loss

Recognised

in other

comprehensive

income

Recognised

directly in

equity

As at

30 June

2024

Property, plant & equipment

(5,011)

(840)––

(4,171)

Intangible and biological assets

591

(3,484)––

4,075

Inventory

459

(2,498)––

2,957

Provisions and accruals

1,242

662––

580

Derivatives

(909)

–(666)–

(243)

Other items

290

(162)(306)6

752

Investments

(51)

(889)––

838

Tax losses

3,387

(1,142)––

4,529

Net tax assets/(liabilities)

(2)

(8,353)(972)6

9,317

1

During the reporting period, the Group reassessed the recoverability of deferred tax assets. As a result, the net

deferred tax asset by jurisdiction has not been recognised or in some instances derecognised creating an expense of

$19,337,261. This decision was primarily driven by a recent history of operating losses and uncertainty regarding the

Group’s ability to generate sufficient future taxable profits to support the recognition of these assets. Given these

circumstances, the recognition criteria under IAS 12 Income Taxes are no longer met, and the deferred tax assets

have been derecognised accordingly.

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09. Earnings per Share
In thousands of shares 30 June 202530 June 2024

Weighted average number of ordinary shares at the end of the year70,42170,141

Basic earnings per share (NZ cents)(148.76)(114.65)

In thousands of shares

Weighted average number of diluted shares at end of the year70,69670,988

Diluted earnings per share (NZ cents)(148.76)(114.65)

The Group presents basic and diluted earnings per share (“EPS”) data for its ordinary shares. Basic EPS is calculated

by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number

of ordinary shares outstanding during the year. Diluted EPS is determined by adjusting the profit or loss attributable

to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all

dilutive potential ordinary shares, which comprise share entitlements granted to employees.

10. Borrowings

Terms of borrowings

In thousands of New Zealand dollars

Facility

Local

Currency

CurrencyNominal

Interest

rate

MaturityCarrying

Amount

Carrying

Amount

Westpac NZ/ANZ:

20252024

Revolving credit facility24,000NZD6.85%January 202612,60030,300

Revolving credit facility35,000NZD6.14%March 202635,00035,000

Revolving credit facility 35,000NZD6.34%March 202724,00023,000

Westpac NZ:

Overdraft facility1,000NZD––––

Deferred finance costs(245)(437)

Total borrowings – non-current23,912–

Total borrowings – current47,44387,863

The Group has a NZD 1 million overdraft facility for general corporate purposes including managing it’s liquidity risk

(note 23).

Covenants and security

The Group obtained a waiver from certain financial covenants at 30 September 2024, 31 December 2024, 31

March 2025 and 30 June 2025. The Group was compliant with the revised covenant package as at 30 June 2025,

accordingly, the Westpac NZ/ANZ revolving credit facility with a maturity of March 2027 is classified as non-current

as at 30 June 2025 because the Group has an existing right to defer settlement for a period at least 12 months after

the reporting period. There is uncertainty in relation to the Group’s ability to meet future covenants, please refer to

Going Concern note under the Basis of Preparation note on page 63.

The NZD 94 million syndicated facility with Westpac New Zealand Limited and ANZ is secured by way of a General

Security Agreement over the assets of: Comvita Limited, Comvita New Zealand Limited, Comvita Holdings Pty

Limited, Comvita Australia Pty Limited and Comvita UK Limited. In addition, there are first ranking mortgages held

over all real property owned (being land) in New Zealand.

Borrowings are recognised initially at fair value less financing costs and subsequently at amortised cost using the

effective interest rate method. Fees paid on the establishment of loan facilities are included as part of

the carrying amount of the loans and borrowings and are amortised over the maturity period of the loan.

08. Capital and Reserves

Ordinary and partly paid redeemable share capital

Ordinary shares issued are fully paid and have no par value. The holders of ordinary shares are entitled to receive

dividends and are entitled to one vote per share at meetings of the Company. All ordinary shares rank equally with

regard to the Group's residual assets.

In thousands of sharesNote30 June 202530 June 2024

On issue at beginning of the year

70,22569,893

Share issue – employee share schemes28

267332

Ordinary shares on issue at end of the year

70,49270,225

Treasury Stock

In thousands of shares30 June 202530 June 2024

Treasury stock at beginning of the year169492

Issued – employee share schemes(169)(323)

Total treasury stock at end of the year–169

Capital management

The Group’s capital includes share capital, reserves and retained earnings. The Board’s policy is to maintain a strong

capital base so as to maintain investor, creditor and market confidence and to sustain future development of the

business. The Board of Directors monitors the geographic spread of shareholders, as well as the return on capital.

Public share offerings and private offerings are made, where applicable. This and acquisitions are key to ensuring the

future development of the business.

The Board has an Employee Share Scheme, a Leader Share Purchase and a Performance Share Rights Scheme

to ensure that the leadership team and staff incentives are aligned with shareholders’ interests. Other than the

banking requirements, neither the Company nor any of its subsidiaries are subject to externally imposed capital

requirements.

Distributions

No distributions or dividends have been paid during the year ended 30 June 2025.

Funding

7071Annual Report | 2025Annual Report | 2025

13. Trade Receivables
In thousands of New Zealand dollars30 June 202530 June 2024

Gross receivable22,30128,693

Provision for doubtful and impaired receivables(555)(96)

Total trade receivables21,74628,597

The status of trade receivables at the reporting date is as follows:

In thousands of New Zealand dollars

Gross

receivable

30 June 2025

Gross

receivable

30 June 2024

Not past due19,26725,336

Past due 0-30 days2,1751,156

Past due 31-60 days8041,331

>61 days55870

Provision for doubtful and impaired receivables(555)(96)

Total21,74628,597

14. Sundry Receivables

In thousands of New Zealand dollarsNote30 June 202530 June 2024

Loan receivable – Key management personnel 274952,279

Prepayments 5,6237,238

Research development tax incentive receivable 1,8102,533

Insurance proceeds receivable –828

Other receivables1,7732,344

Total sundry receivables – current9,70115,222

Loan receivable – Key management personnel27814450

Total sundry receivables – non-current 814450

15. Trade and Other Payables

In thousands of New Zealand dollarsNote30 June 202530 June 2024

Trade creditors6,03511,058

Accruals11,59314,142

Employee benefits2,7022,454

Medibee guarantee214,8464,158

HoneyWorld acquisition – deferred payable–3,028

HoneyWorld contingent consideration 3–1,020

Director fee accruals5234

Trade and other payables – current25,22835,894

Employee benefits376296

Trade and other payables – non current376296

11. Finance Income and Expenses

In thousands of New Zealand dollars 30 June 202530 June 2024

Interest income133347

Finance income133347

Interest expense on financial liabilities measured at amortised cost(8,023)(8,733)

Net foreign exchange loss(93)(1,067)

Finance expenses(8,116)(9,800)

Net finance expenses(7,983)(9,453)

Interest expense on borrowings, bank and facility fees and transaction costs are recognised in the income statement

over the period of the borrowings, using the effective interest rate method. Interest expense on lease obligations are

also recognised in the interest expense above in accordance with NZ IFRS 16.

12. Inventory

In thousands of New Zealand dollars

30 June 202530 June 2024

Restated

Raw materials54,39866,254

Work in progress3,8902,620

Finished goods46,96568,087

Net realisable value provision(16,210)(1,145)

Total inventory89,043135,816

There has been a significant increase in inventory provisions which has been recognised within cost of goods sold in

the current year primarily due to the following reasons:

• Aged propolis and finished goods in market being surplus to demand forecasts

• Aged Mānuka honey raw materials with some non-compliant quality markers intended to be converted into finished

goods at a net realisable value less than carrying value

Inventory disposed of and written off during the year has been recognised within cost of goods sold – $1,036,000

(2024:$790,000).

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the

weighted average principle, and includes expenditure incurred in acquiring the inventories and bringing them to

their existing location and condition. In the case of manufactured inventories and work in progress, cost includes an

appropriate share of production overheads based on normal operating capacity. Net realisable value is the estimated

selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. Any net

realisable value provision required is recognised within cost of goods sold.

Honey created by biological assets (bees, note 20) is transferred to inventory at fair value, by reference to market

prices for honey.

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Working Capital

Depreciation
Depreciation is recognised in the income statement on a straight-line basis over the estimated useful life of each

part of an item of property, plant and equipment. Land is not depreciated. Depreciation is allocated to cost of sales,

marketing expenses, selling and distribution expenses, and administrative and other operating expenses.

The estimated useful life for the current and comparative periods are as follows:

• Buildings up to 50 years

• Plant and machinery 2 – 20 years

• Vehicles 4 – 15 years

• Office equipment, furniture and fittings 2 – 15 years

• Bearer plants 20 – 100 years

• Mānuka Forest 15 – 22 years

Depreciation methods, useful life and residual values are reassessed at the reporting date.

Recognition and measurement

Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment

losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-

constructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing

the asset to a working condition for its intended use, and the costs of dismantling and removing the items and

restoring the site on which they are located. Purchased software that is integral to the functionality of the related

equipment is capitalised as part of that equipment.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as

separate items (major components) of property, plant and equipment.

Subsequent expenditure

The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the

item if it is probable that the future economic benefits embodied within the part will flow to the Group and its cost

can be measured reliably. The costs of the day-to-day servicing of property, plant and equipment are recognised in

the income statement as incurred.

Impairment

Property, plant and equipment is reviewed for indicators of impairment at each reporting date, and an impairment

loss is recognised in the income statement if the carrying amount of an asset exceeds its recoverable amount.

16. Property, Plant and Equipment (continued) 16. Property, Plant and Equipment

In thousands of

New Zealand dollars

LandBuildingsPlant &

machinery

VehiclesBearer

plants

Office

equipment,

furniture &

fittings

Capital


WIP

Total

Cost

Balance at 30 June 202315,33528,55631,0372,7017,7439,30715,691110,370

Additions/transfers1,9168832,364734,261428(2,412)7,513

Impairment (note 19)––––––(2,500)(2,500)

Disposals–(55)(389)(150)–(566)87(1,073)

Effect of movements in

exchange rates

10915––(7)–27

Balance at 30 June 202417,26129,39333,0272,62412,0049,16210,866114,337

Additions/transfers15879164–1,4627449313,538

Impairment (note 19)–––––– (11,050)(11,050)

Disposals(2,251)(1,129)(1,731)(325)(1,485)(386)–(7,307)

Capitalisations

––––––(1,462)(1,462)

IFRS 16 Leases

––––––712712

Effect of movements in

exchange rates

(36)(25)(53)11(97)473(150)

Balance at 30 June 202515,13228,31831,4072,31011,8849,567–98,618

Accumulated depreciation

Balance at 30 June 2023 –(9,751)(18,218)(1,972)(725)(6,831)–(37,497)

Depreciation –(1,218)(2,179)(184)(310)(999)–(4,890)

Impairment (note 19)––(900)––––(900)

Disposals–40246150–554–990

Effect of movements in

exchange rates

–(4)(1)(1)(1)2–(5)

Balance at 30 June 2024–(10,933)(21,052)(2,007)(1,036)(7,274)–(42,302)

Depreciation –(1,106)(1,779)(24)(418)(724)–(4,051)

Impairment (note 19)–(4,362)(9,568)(383)(9,766)(1,553)–(25,632)

Disposals–6111,11212513212–1,992

Effect of movements in

exchange rates

–2137(8)10(29)–31

Balance at 30 June 2025–(15,769)(31,250)(2,297)(11,078)(9,568)–(69,962)

Carrying amount

At 30 June 202315,33518,80512,8197297,0182,47615,69172,873

At 30 June 202417,26118,46011,97561710,9681,88810,86672,034

At 30 June 202515,13212,54915713806––28,656

Assets

7475Annual Report | 2025Annual Report | 2025

18. Intangible Assets
In thousands of

New Zealand dollars

GoodwillIntellectual

property and other

intangible assets

Software

Total

Cost

Balance at 30 June 202327,43217,47611,20256,110

Additions4,6995,16285210,713

Disposals––(2)(2)

Impairment (note 19)––(1,308)(1,308)

Effect of movements in exchange rates34–337

Balance at 30 June 202432,16522,63910,74765,550

Additions–183 122 305

Disposals––(150) (150)

Impairment (note 19)–(4,800)(7)(4,807)

Effect of movements in exchange rates130451 (4) 577

Balance at 30 June 202532,29518,472 10,708 61,475

Accumulated amortisation

Balance at 30 June 2023–(9,293)(5,064)(14,357)

Amortisation–(1,485)(999)(2,484)

Disposals––22

Impairment (note 19)(32,176)(5,016)(4,189)(41,370)

(Effect of movements in exchange rates –12(1)11

Balance at 30 June 2024(32,176)(15,782) (10,251) (58,198)

Amortisation–(512)(167) (680)

Amortisation on disposal–17374

Impairment (note 19)–(2,021)(362) (2,383)

Effect of movements in exchange rates(130)(158)(1)(287)

Balance at 30 June 2025(32,295)(18,472)(10,709) (61,475)

Carrying amount

At 30 June 202327,4328,1846,13841,754

At 30 June 2024–6,8574957,352

At 30 June 2025––––

17. Right of use Assets and Leases

The Group leases warehouses, retail stores, administration premises, vehicles, and land used for hive placements

referred to as Mānuka forests in the table below.

In thousands of New Zealand dollars

BuildingsVehicles

Mānuka

forests

Total

Balance at 30 June 20234,4873,5126,40814,407

Additions4,0167043,2047,924

Modifications4,828321334,993

Depreciation(4,411)(982)(489)(5,882)

Disposals(758)(365)(93)(1,216)

Balance at 30 June 20248,1622,9019,16320,226

Additions2,501200–2,701

Modifications3,4621437904,395

Impairment (note 19)(459)–(8,523)(8,982)

Depreciation(5,730)(1,255)(370)(7,355)

Disposals(387)(26)(704)(1,117)

Balance at 30 June 20257,5491,9633569,868

Amounts recognised in the statement of comprehensive income

In thousands of New Zealand dollars30 June 202530 June 2024

Interest on lease liabilities891955

Variable lease payments not included

in the measurement of lease liabilities2,4936,126

Expenses relating to short-term leases388622

Expenses relating to leases of low-value assets,

excluding short-term leases of low-value assets1426

Lease liabilities

As at 30 June 2025, the weighted average rate applied was 7.3% (2024: 7.3%). Total cash outflow for right of use

leases for the year ended 30 June 2025 was $8.1 million (2024: $7.4m).

Maturity analysis – contractual undiscounted cash flow

Non-cancellable lease rentals are payable as follows:

In thousands of New Zealand dollars30 June 202530 June 2024

Less than one year6,6847,080

Between one and five years8,93610,376

Greater than five years

7,4156,523

Total23,03523,979

The Group assesses at lease commencement whether it is reasonably certain to exercise extension options where

included in the contract, and where it is reasonably certain, the extension period has been included in the lease

liability calculation.

7677Annual Report | 2025Annual Report | 2025

19. Impairment Testing
Impairment expense summary

During the period, the Group identified impairments related to financial assets. The Group also identified

impairment indicators for its non-financial assets and the Group has undertaken an assessment of the recoverable

amounts of its CGU's and non-financial assets. This assessment was supported by an independent valuation

completed in accordance with Advisory Engagement Standard 2 and a fair value assessment based on a signed

Scheme Implementation Agreement refer to note 32. As a result of this assessment, various impairments have been

recognised and are summarised as follows:

In thousands of New Zealand dollarsNote30 June 202530 June 2024

Financial assets

Loan to equity accounted investee – Apiter(8)1,259

Loan to equity accounted investee – Medibee21117272

Medibee guarantee impairment219624,158

Non-financial assets

Investment in equity accounted investee – Apiter–7,918

Investment in equity accounted investee – Caravan Honey–4,251

Software –5,497

Software in prepayments–255

Greater China CGU

Goodwill–25,632

China distribution network asset – other intangible assets–5,015

Property plant and equipment16202–

Intangible assets188–

Southeast Asia CGU

Brand184,472–

Property, plant and equipment16300–

Intangible assets1878–

Goodwill –4,699

Olive CGU

Property, plant and equipment161,013–

Bearer plants163,857–

Apiary CGU

Goodwill–1,766

Property, plant and equipment164,031900

Mānuka forest assets – capital work in progress1611,0032,500

Mānuka forest assets165,909–

Right of use assets – buildings17459–

Right of use assets – Mānuka Forest178,523–

Other CGU

Property, plant and equipment1610,361–

Intangible assets182,638–

Goodwill –68

Total53,92564,190

Amortisation

Amortisation is recognised in the income statement on a straight-line basis over the estimated useful lives of

intangible assets, other than goodwill, from the date that they are available for use. Amortisation is allocated

to cost of sales, marketing expenses, selling and distribution expenses, and administrative and other operating

expenses.

The estimated useful life for the current and comparative periods are as follows:

• Intellectual property and other intangible assets 3 – 20 years

• Capitalised development costs 2 – 5 years

• Software 2 – 10 years

The estimation of useful lives of intangible assets such as distribution networks have been based on historical

experience. The useful lives are reviewed at least once per year and adjustments to useful lives are made when

considered necessary.

Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific

asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands,

is recognised in the income statement when incurred.

Goodwill

Goodwill that arises on the acquisition of subsidiaries and other business combinations is presented within

intangible assets. Goodwill is measured at cost less accumulated impairment losses.

18. Intangible Assets (continued)

7879Annual Report | 2025Annual Report | 2025

South East Asia CGU:
The recoverable amount of the South East Asia CGU has been determined on a value in use basis using a discounted

cash flow approach. Projections are based on the budget and value in use forecasts approved by the Board of

Directors.

Key assumptions:

30 June 202530 June 2024

Annual revenue growth3.0% to 5.8%4.0% to 10.2%

Post tax discount rate

17.5%18.0%

Terminal growth rate

2.0%2.0%

Value in Use recoverable amount:

30 June 202530 June 2024

In thousands of New Zealand dollars

Recoverable amount

5,0394,200

Sensitivity to changes in key assumptions

30 June 202530 June 2024

In thousands of New Zealand dollars

The recoverable amount was more / (less)

than the carrying value by

(8,852)(4,700)

If projected earnings before interest and tax (“EBIT”)

is reduced by 10% each year, the recoverable amount

would be more / (less) than the carrying value by

(9,425)(5,300)

The post-tax discount rate for the recoverable value to match the

carrying value

8.8%10.7%

19. Impairment Testing (continued)

Greater China and South East Asia CGUs

The Greater China and South East Asia CGUs have been impacted by a down-turn in consumer demand in Asian

markets, particularly China, that is expected to result in a period of low growth and increased pressure to grow sales

volume. This has resulted in an impairment of remaining Intangible and Fixed Assets $210,000 and $4,850,000

respectively. The South East Asia CGUs impairment includes the remaining Brand asset $4,472,000 from the July

2023 acquisition of the HoneyWorld business in Singapore.

Greater China CGU:

The recoverable amount of the Greater China CGU containing goodwill has been determined on a value in use basis

using a discounted cash flow approach. Projections are based on the budget and value in use forecasts approved by

the Board of Directors.

Key assumptions:

30 June 202530 June 2024

Annual revenue growth rate(4.0%) to 3.7%(8.2%) to 1.9%

Post tax discount rate 10.3%8.5%

Terminal growth rate2.0%2.0%

Value in use recoverable amount:

30 June 202530 June 2024

In thousands of New Zealand dollars

Recoverable amount8,00033,600

Sensitivity to changes in key assumptions

30 June 202530 June 2024

In thousands of New Zealand dollars

The recoverable amount was more / (less) than the carrying

value by

(18,298)(30,600)

If projected earnings before interest and tax (“EBIT”) is reduced

by 10% each year, the recoverable amount would be more / (less)

than the carrying value by

(20,748)(36,300)

The post-tax discount rate for the recoverable value to match the

carrying value

<0.0%5.0%

19. Impairment Testing (continued)

8081Annual Report | 2025Annual Report | 2025

Apiary CGU:
There is currently excess supply over demand for Mānuka Honey, which has put downwards pressure on Mānuka

Honey pricing. This has impacted the revenue stream for this CGU in the short term and resulted in a plant &

machinery impairment of $4,031,000, a Mānuka Forest asset impairment of $16,912,000, and a Leased Assets

impairment of $8,982,000 for the Group's hive placements and supply agreements.

The recoverable amount of the Apiary CGU has been determined on a value in use basis using a discounted cash flow

approach. Projections are based on the budget and value in use forecasts approved by the Board of Directors.

Key assumptions:

30 June 202530 June 2024

Annual revenue growth(8.7%) to 27.8%(8.7%) to 30.2%

Post tax discount rate

11.1%10.8%

Terminal growth rate

2.0%2.0%

Value in Use recoverable amount:

30 June 202530 June 2024

In thousands of New Zealand dollars

Recoverable amount40231,400

Sensitivity to changes in key assumptions

30 June 202530 June 2024

In thousands of New Zealand dollars

The recoverable amount was more / (less)

than the carrying value by

(29,621)(5,200)

If projected earnings before interest and tax (“EBIT”) is reduced

by 10% each year, the recoverable amount would be more / (less)

than the carrying value by

(29,826)(9,800)

The post-tax discount rate for the recoverable value to match the

carrying value

<0.0%9.9%

19. Impairment Testing (continued)19. Impairment Testing (continued)

Olive CGU:

In the current reported period management reviewed its identifiable CGUs and determined sufficient information

was available and the criteria was satisfied for the operations of the Olive category from production through to sales

to be assessed as a separate CGU. The Olive CGU was previously a part of Other CGU in 2024. Demand for Olive

products has not increased sufficiently in markets outside of Australia to support the level of invested assets in its

operations as such an impairment to Bearer Plants (Olive trees) of $3,857,000 and Property, plant & Equipment of

$1,013,000 was made in 2025.

The recoverable amount of the Olive CGU has been determined on a value in use basis using a discounted cash flow

approach. Projections are based on the budget and value in use forecasts approved by the Board of Directors.

Key assumptions:

30 June 202530 June 2024

Annual revenue growth3.0% to 21.4%–

Post tax discount rate

11.0%–

Terminal growth rate

2.0%–

Value in Use recoverable amount:

30 June 202530 June 2024

In thousands of New Zealand dollars

Recoverable amount1,205–

Sensitivity to changes in key assumptions

30 June 202530 June 2024

In thousands of New Zealand dollars

The recoverable amount was more / (less)

than the carrying value by

(7,058)–

If projected earnings before interest and tax (“EBIT”)

is reduced by 10% each year, the recoverable amount

would be more / (less) than the carrying value by

(7,162)–

The post-tax discount rate for the recoverable value to match the

carrying value

2.5%–

8283Annual Report | 2025Annual Report | 2025

20. Biological Assets
In thousands of New Zealand dollars30 June 202530 June 2024

Bees1,2744,206

Olive leaf–600

Total biological assets1,2744,806

Bees

In thousands of New Zealand dollars

30 June 202530 June 2024

Balance at beginning of the year4,2063,854

Change in fair value(2,854)697

Net movement in operational hives(78)(345)

Balance at the end of the year1,2744,206

Number of operational hives

30 June 202530 June 2024

Balance at beginning of the year17,21818,865

Net movement in operational hives(1,235)(1,647)

Balance at the end of the year15,98317,218

Value per hive$63$210

There has been a decrease in the fair value of bees due to the current challenges of the Mānuka honey industry, which

includes over supply. The 30 June 2025 fair value is reflective of local New Zealand market prices.

Biological assets comprise bees and olive leaf, and are measured at fair value less costs to sell. Fair value of biological

assets is determined annually and is recognised in the income statement.

The fair value of bees is determined by reviewing the operational hives in use and applying a combination of

observable market prices and industry guidance. These inputs are classified as Level 2 under the fair value hierarchy.

The fair value of olive leaf has been assessed under the income approach, which is classified as a Level 3 valuation

under the fair value hierarchy.

The Group is exposed to some risks related to owning bees and olive leaf, primarily the risk of damage from climatic

changes and diseases. The Group has processes in place aimed at monitoring and mitigating those risks.

Other CGU:

The Other CGU comprising of remaining market and production operations not covered in specified CGUs had an

impairment of $14,070,000. While the recoverable amount for this CGU exceeded its carrying value there were

impairments allocated to it from the other CGUs that had impairments higher than Intangibles and Fixed Assets

available for impairment. These were Greater China ($18,088,000), South East Asia ($3,999,000), and Olive

($2,188,000). The total impairment for this CGU was allocated to Software $362,000, Trademarks & IP $2,276,000,

Property, Plant & Equipment $10,361,000, Loan to equity accounted investees $109,000 and Medibee guarantee

$962,000.

The recoverable amount of the Other CGU has been determined on a value in use basis using a discounted cash flow

approach. Projections are based on the budget and value in use forecasts approved by the Board of Directors.

Key assumptions:

30 June 202530 June 2024

Annual revenue growth2.8% to 6.8%4.5% to 7.5%

Post tax discount rate

9.7%9.7%

Terminal growth rate

2.0%2.0%

Value in Use recoverable amount:

30 June 202530 June 2024

In thousands of New Zealand dollars

Recoverable amount39,70489,003

Sensitivity to changes in key assumptions

30 June 202530 June 2024

In thousands of New Zealand dollars

The recoverable amount was more / (less)

than the carrying value by

8,000(19,288)

If projected earnings before interest and tax (“EBIT”)

is reduced by 10% each year, the recoverable amount

would be more / (less) than the carrying value by

(7,456)(30,173)

The post-tax discount rate for the recoverable value to match the

carrying value

10.5%8.8%

A Cash Generating Unit (“CGU”) is the smallest identifiable asset group that generates cash flows that are largely

independent from other assets and groups. Impairment reviews are performed by management annually to assess

the carrying values of the CGUs containing goodwill. The recoverable amount of a CGU is determined based on value

in use calculations. In assessing the value in use, the estimated future cash flows for a five-year period are discounted

to their present value using a post-tax discount rate that reflect current market assessments of the time value of

money and risks specific to that asset. An impairment is recognised when the recoverable amount is less than the

carrying value.

19. Impairment testing (continued)

8485Annual Report | 2025Annual Report | 2025

The Group is exposed to market, liquidity, and credit risks. The Group’s financial risk management system mitigates
exposure to these risks by ensuring that material risks are identified, the financial impact is understood, and tools

and limits are in place to manage exposures. Written policies provide the framework for the Group’s financial risk

management system

22. Market Risk

Foreign exchange risk

The Group is exposed to movements in foreign exchange rates through its receipts and payments that are

denominated in a currency other than the New Zealand Dollar. The currencies in which transactions are primarily

denominated are Chinese Yuan, United States Dollars, Australian Dollars, Hong Kong Dollars, Japanese Yen, Euros,

and British Pounds.

The Group manages this risk using a mix of forward foreign exchange contracts, collars and options to fix future cash

flow receipts in New Zealand dollars. At any point in time the Group hedges between 40% to 100% of its estimated

net foreign currency receipts expected to be received over the following 12 months, and between 0% to 50% in

respect of 12-to-24-month net foreign currency receipts.

As at reporting date the Group had the following foreign exchange contracts outstanding:

In thousands of New Zealand dollarsNote30 June 202530 June 2024

Forward exchange contracts – asset – current1,943–

Forward exchange contracts – asset – non-current1,300866

Total forward exchange contracts – asset3,243866

The Group’s exposure to foreign currency risk at the reporting date was as follows:

In thousands of New Zealand dollars

30 June 2025RMBAUDGBPHKDUSDOther

Trade receivables6,6724,005–7183,51912,237

Trade and other payables(641)(1,261)(34)(1,116)(1,436)(467)

Gross statement of financial position exposure6,0312,744(34)(398)2,08311,770

Forward exchange contracts – nominal amount7,97043,8026,8974,81147,586221

30 June 2024RMBAUDGBPHKDUSDOther

Trade receivables14,5073,4372694505,1404,673

Trade and other payables(2,849)(1,704)(325)(1,470)(1,815)(5,340)

Gross statement of financial position exposure11,6581,733(56)(1,020)3,325(667)

Forward exchange contracts – nominal amount22,8577,9885197,45929,238881

Financial Risks

21. Investments

A joint venture is an arrangement in which the Group has joint control, whereby the Group has rights to the net

assets of the arrangements, rather than the rights to its assets and obligations for its liabilities. Associates are those

entities in which the Group has significant influence, but it does not have control or joint control over the financial

and operating policies. Associates and joint ventures are accounted for using the equity method (equity accounted

investments). The income statement includes the Group’s share of the income and expenses of equity accounted

investments.

Investments in equity accounted investees comprises:

Country of

Incorporation

Ownership

Interest

Held

Balance

Date

Principal

Activity

Apiter S.A “Apiter”Uruguay32%31 July

Manufacturing, selling

and distribution

Caravan Honey Company

"Caravan Honey"

U.S.A45%31 December

Development and

commercialisation of products

Medibee Apiaries Pty Limited

“Medibee”

Australia50%30 June Apiary

Medibee

Medibee Apiaries has a funding arrangement with HSBC and Comvita has signed a several guarantee for its share

of the loan facility, which is AUD $4,700,000 at balance date.

During the year, Comvita advanced Medibee an additional $383,000 – $266,000 of this advance was accrued and

impaired at 30 June 2024, and the remaining balance of $117,000 was impaired this year. The guarantee has been

valued at 30 June 2025 using the expected credit loss method and an impairment expense of $962,000 has been

recognised.

Loans to equity accounted investees

At 30 June 2025, all loans with equity accounted investees were impaired to zero.

The loans receivable at 30 June 2025 (pre-impairment) can be summarised as follows:

Apiter: $1,297,000 (2024: $1,259,000)

MediBee: $3,087,000 (2024: $2,704,000)

All loans to equity accounted investees are repayable at the discretion of shareholders.

Transactions with equity accounted investees

There has been no transactions with equity accounted investees during the year except for the Medibee working

capital advances disclosed above.

8687Annual Report | 2025Annual Report | 2025

24. Credit Risk
The Group’s exposure to credit risk is mainly influenced by its trade debtors and banking counterparties in the normal

course of business. To minimise credit risk exposure, the Group reviews each new customer for credit worthiness

and investments and derivatives are only entered into with reputable institutions. At balance date, the Group’s bank

accounts were held with banks with acceptable credit ratings determined by recognised credit agencies. The Group’s

policy is to provide financial guarantees only to subsidiaries and equity accounted investees.

The majority of revenue is generated from retailers and consumers and there is some geographical concentration of

credit risk in China. In order to determine which customers are classified as having payment difficulties, the Group

applies a mix of duration and frequency of default. Aging trade receivables are reviewed monthly by management.

The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit

risk for trade receivables at the reporting date by geographic region was:

In thousands of New Zealand dollars

30 June 202530 June 2024

Australia4,4674,457

China7,1619,404

New Zealand3,0007,508

United States2,8822,592

EMEA–357

Hong Kong718554

South East Asia2,0062,104

Other regions1,5121,621

Total21,74628,597

Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the

effective interest method and adjusted for credit impairment losses.

The Group assesses on a forward-looking basis the expected credit losses associated with its trade receivables. The

Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognised

from initial recognition of the receivables. In assessing credit losses on trade receivables the Group considers both

quantitative and qualitative inputs. Quantitative data includes past collection rates, industry statistics, ageing of

receivables, and trading outlook. Qualitative inputs include past trading history with the Group.

22. Market Risk (continued)

Interest rate risk

The Group has fixed and floating rate debt and is exposed to movements in interest rates. For fixed rate debt the

exposure is to falling interest rates as the Group could have secured that debt at lower rates, while for floating rate

debt there is uncertainty of future cash interest payments.

Sensitivity analysis

In managing interest rate risks the Group aims to reduce the impact of short-term fluctuations on the Group’s

earnings. Over the longer-term, however, permanent changes in interest rates will have an impact on profit. At

30 June 2025 it is estimated that a general increase of one percentage point in interest rates would decrease the

Group’s profit before income tax by approximately $907,000 (30 June 2024: $963,000)

23. Liquidity Risk

Liquidity risk is the risk of having insufficient liquid assets to pay the Group's debts as they fall due. The Group

manages the risk by monitoring forecast cash flows and holding sufficient undrawn bank facilities to meet the

Group's needs. Please refer to Going Concern note under the Basis of Preparation note on page 63 for further detail.

The contractual maturity of the Group's funding is as follows:

In thousands of New Zealand dollars

Contractual

cash flows

less than

1 year

1-2 years

30 June 2025

Borrowings(76,315)(51,202)(25,113)

Trade and other payables(25,604)(25,604)–

Derivatives – inflow80,74453,37927,365

Derivatives – outflow(77,501)(51,436)(26,065)

Total(98,676)(74,863)(23,813)

In thousands of New Zealand dollars

Contractual

cash flows

less than

1 year

1-2 years2-5 years

30 June 2024

Borrowings(99,885)(6,605)(68,988)(24,292)

Trade and other payables(36,118)(36,118)––

Derivatives – inflow70,59451,39419,200–

Derivatives – outflow(69,727)(50,906)(18,821)–

Total(135,136)(42,235)(68,609)(24,292)

8889Annual Report | 2025Annual Report | 2025

26. Share Schemes
a) Leader Share Purchase & Loan Scheme


In 2021 Comvita Limited established a Leader Share Purchase & Loan Scheme (“LSPLS”) to retain key employees

and materially align the interests of participants with those of shareholders, by making loans available to eligible

employees for the acquisition of fully paid ordinary shares in Comvita.

30 June 202530 June 2024

Participants in the LSPLS77

Number of shares held696,077696,077

% of share capital 0.99%0.99%

More details on these loans are in note 27 related parties.

b) Performance Share Rights Scheme


Comvita Limited has a Performance Share Rights (PSR’s) Scheme to incentivise Executives. Upon vesting of the

PSR’s, shares will be transferred from treasury stock or new shares will be issued in the capital of the Company

on the terms and conditions described in the Comvita Limited Performance Share Rights Scheme. Share based

payment expenses are recognised over the vesting period of these PSR's.

In thousands

30 June 2025

Number of

entitlements

30 June 2024

Number of

entitlements

Entitlements on issue

Entitlements outstanding at beginning of year – July845872

Entitlements granted 63372

Entitlements cancelled(532)(76)

Shares vested(267)(323)

Entitlements outstanding at end of year109845

c) Employee Share Scheme


In 2022 the Company established a new Employee Share Scheme called the Comvita Exempt Employee Share

Scheme (“CEES Scheme"). The CEES Scheme is designed to allow employees to share in the future of the

Company.

There are 117 (June 2024:150) employees in the CEES Scheme and the number of shares held is 49,455 (June

2024: 56,385).

Share-based payment transactions

A valuation of each employee scheme is performed at grant date either using the Monte Carlo model or the share

price at grant date, less the present value of estimated dividend payments during the period. A share based payment

is recognised over the vesting period of the PSR as an employee expense, with a corresponding increase in equity.

The amount recognised as an expense is adjusted to reflect the actual number of share entitlements that vest.

Other Disclosures

25. Financial Instruments

The Group classifies its financial assets and liabilities into two categories:

• those to be measured at amortised cost

• those to be measured a fair value (either through profit and loss (FVPL) or through comprehensive income (FVOCI)

Non-derivative financial assets and liabilities

Non-derivative financial instruments comprise investments in equity securities, trade and other receivables, cash and

cash equivalents, loans and borrowings, and trade and other payables.

Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at FVPL, any

directly attributable transaction costs. 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.

Non-derivative financial assets and liabilities are measured initially at fair value plus directly attributable transaction

costs and subsequently measured at amortised cost and subject to regular review for impairment.

Derivative financial assets and liabilities

The Group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks

arising from operational, financing and investment activities. In accordance with its treasury policy, the Group does

not hold or issue derivative financial instruments for trading purposes.

Derivative financial instruments are recognised initially at fair value and transaction costs are expensed immediately.

Subsequent to initial recognition, derivative financial instruments are stated at fair value in the balance sheet. The

gain or loss on remeasurement to fair value is recognised immediately in the income statement.

Changes in the fair value of the derivative hedging instrument designated as a cash flow hedge are recognised in

other comprehensive income and presented in equity in the hedging reserve to the extent that the hedge is effective.

The derivative financial instruments have been valued using a discounted cash flow valuation methodology. All

financial instruments held by the Group and measured at fair value are classified as level 2 under the fair value

measurement hierarchy.

9091Annual Report | 2025Annual Report | 2025

28. Group Entities
The Group comprises of the Company and the following entities:

Subsidiaries

Country of

Incorporation

Ownership

Interest Held

Comvita New Zealand LimitedNew Zealand100%

Bee & Herbal New Zealand LimitedNew Zealand100%

Comvita Landowner Share Scheme Trustee Limited New Zealand100%

Comvita Share Scheme Trustee LimitedNew ZealandManagement control

Comvita USA, Inc USA100%

Comvita Japan K.KJapan100%

Comvita Korea Co Limited Korea100%

Comvita Food (China) LimitedChina100%

Comvita Food (Hainan) Co. Ltd

1

China100%

Comvita China LimitedHong Kong100%

Comvita Holdings HK LimitedHong Kong100%

Comvita HK LimitedHong Kong100%

Comvita Malaysia Sdn BhdMalaysia100%

Comvita Singapore Pte LimitedSingapore100%

Comvita Holdings Pty LimitedAustralia100%

Comvita Australia Pty Limited Australia100%

Olive Products Australia Pty Limited Australia100%

Comvita IP Pty LimitedAustralia100%

Medihoney Pty LimitedAustralia100%

Medihoney (Europe) LimitedUnited Kingdom100%

Comvita Holdings UK LimitedUnited Kingdom100%

Comvita UK LimitedUnited Kingdom100%

New Zealand Natural Foods LimitedUnited Kingdom100%

Comvita Europe B.V

2

Netherlands100%

All Group subsidiaries have a 30 June balance date, except for Comvita Food (China) Limited and Comvita Food

(Hainan) Co. Ltd, which have a 31 December balance date due to local requirements.

1

Comvita Food (Hainan) Co Ltd was deregistered 12 August 2025

2

Comvita Europe B.V was deregistered 30 June 2025

29. Commitments

Except for the lease commitments disclosed in the Right-of-Use Assets note, the Group has no other significant

commitments as at 30 June 2025.

27. Related Parties

Transactions with Leadership Team and Directors

Leadership Team and Director compensation comprised:

In thousands of New Zealand dollars

30 June 202530 June 2024

Director fees 603605

Short term employee benefits4,3283,756

KiwiSaver employer contribution132165

Post employment benefits195–

Termination benefits1,961–

Share based payments 661,039

Total7,2855,565

Leadership Team loans:

In thousands of New Zealand dollars

30 June 202530 June 2024

Loan to key management personnel – non-current 814450

Loan to key management personnel – current4952,279

Total1,3092,729

Loans to key management personnel include employees that have been determined as key management personnel

previously and currently. During the period, modifications have been made to share loans agreements where

commitments have been made to partially forgive debt and repayment dates have been extended. As a result, the

loans have been valued downwards by $1,473,000, creating an expense recognised in short term employee benefits

and termination benefits.

At 30 June 2025 Directors and other Leadership Team personnel of the Company control 1.0% (2024: 2.4%) of the

voting shares of the Company.

9293Annual Report | 2025Annual Report | 2025

Statement of financial position – restated 30 June 2023
In thousands of New Zealand dollars

30 June 2023

previously

reported

Restatement

one

Reclassifications*30 June 2023

restated

Assets

Audited

Property, plant and equipment72,873––72,873

Intangible assets and goodwill41,754––41,754

Right of use assets14,407––14,407

Biological assets4,437––4,437

Investments10,234––10,234

Loans to equity accounted investees 6,058––6,058

Derivatives48––48

Deferred tax asset4,54597–4,642

Sundry receivables––450450

Total non-current assets154,35697450154,903

Inventory136,0881,251–137,339

Trade receivables39,373(2,747)–36,626

Sundry receivables17,354–(450)16,904

Cash and cash equivalents11,554––11,554

Tax receivable41104–145

Total current assets204,410(1,392)(450)202,568

Total assets358,766(1,295)–357,471

Equity

Issued capital199,351––199,351

Retained earnings43,209 (865)–42,344

Reserves(3,240)––(3,240)

Total equity239,320(865)–238,455

Liabilities

Loans and borrowings64,940––64,940

Trade and other payables288––288

Lease liability11,972––11,972

Deferred tax liability1,509––1,509

Total non-current liabilities78,709––78,709

Trade and other payables34,319(330)–33,989

Lease liabilities3,386––3,386

Tax payable2,195(100)–2,095

Derivatives837––837

Total current liabilities40,737(430)–40,307

Total liabilities119,446(430)–119,016

Total equity and liabilities358,766(1,295)–357,471

*This does not relate to restatement it is a prior year reclassification for disclosure purposes

30. Prior Period Restatements (continued) 30. Prior Period Restatements

Restatement one

In December 2024 historical accounting irregularities were identified related to sales and accounts receivable

balances in Comvita Food (China) Limited. Similar irregularities were subsequently identified in Comvita Singapore.

This related to overstated sales and accounts receivable, along with under-accrual of sales expenses and liabilities.

This restatement also impacted cost of sales, inventory and tax. Following a comprehensive review, restatement of

the financial statements for the years ended 30 June 2023 and 30 June 2024 is required with adjustments in both

the China and Singapore subsidiaries for accounting irregularities and associated expenses.

Restatement two

In addition, as part of the half year reporting process for 31 December 2024, it was identified that there was an

historical error in the calculation of the carrying value of inventory, where an adjustment to recognise inventory at

cost was overstated. The financial statements for the year ended 30 June 2024 have therefore been restated to

reduce inventory to correct this error.

The following tables summarise the impacts on the Group’s consolidated financial statements.

9495Annual Report | 2025Annual Report | 2025

Income Statement – restated June 2024
FOR YEAR ENDED

In thousands of New Zealand dollars

30 June 2024

previously

reported

Restatement

one Sales

and sales

expenses

Restatement

two

Inventory

Reclassification*30 June

2024

restated

Revenue204,341(3,658)––200,683

Cost of sales(91,952)1,408(1,259)–(91,803)

Gross Profit112,389(2,250)(1,259)–108,880

Other income5,587––(336)5,251

Marketing expenses(24,331)–––(24,331)

Selling and distribution expenses(58,842)(439)––(59,281)

Administrative and other

operating expenses

(34,900)–––(34,900)

Software development expenses(7,245)–––(7,245)

Operating loss before financing costs(7,342)(2,689)(1,259)(336)(11,626)

Finance income347–––347

Finance expenses(9,800)–––(9,800)

Net finance expenses(9,453)–(9,453)

Share of loss of equity

accounted associates(904)–––(904)

Fair value movement in

biological assets

–––336336

Impairment and other asset

write-downs

(64,190)–––(64,190)

Loss before income tax(81,889)(2,689)(1,259)–(85,837)

Income tax benefit4,501566353–5,420

Loss after tax(77,388)(2,123)(906)–(80,417)

There is no material impact on the Group's basic or diluted earnings per share and no impact on the Consolidated Statement

of Cash Flow

*This does not relate to restatement it is a prior year reclassification for disclosure purposes

31. Subsequent Event

On 17 August 2025, Comvita Limited entered into a Scheme Implementation Agreement (SIA) with Florenz Holdings Limited,

under which Florenz proposes to acquire 100% of the ordinary shares in Comvita by way of a Scheme of Arrangement

under Part 15 of the Companies Act 1993. The Scheme remains subject to shareholder and court approvals, as well as other

customary conditions.

Although this event occurred after the balance sheet date, management compared the offer price against the Value in Use

calculations at 30 June 2025 and concluded that the Value in Use was reasonable, refer to note 19.

30. Prior Period Restatements (continued)

Statement of financial position – restated 30 June 2024

In thousands of New Zealand dollars

30 June 2024

previously

reported

Restatement

one

FY 23 sales

and sales

expenses

Restatement

one

FY 24 sales

and sales

expenses

Restatement

two

FY24

Inventory

30 June 2024

restated

Assets

Property, plant and equipment72,034–––72,034

Intangible assets and goodwill7,352–––7,352

Right of use assets20,226–––20,226

Biological assets 4,806







4,806

Derivatives866–––866

Deferred tax asset9,21897575–9,890

Sundry receivable450–––450

Total non-current assets114,95297575–115,624

Inventory134,4181,2511,406(1,259)135,816

Trade receivables35,030(2,747)(3,686)–28,597

Sundry receivables15,222–––15,222

Cash and cash equivalents8,156–––8,156

Tax receivable8010484–268

Total current assets192,906(1,392)(2,196)(1,259)188,059

Total assets307,858(1,295)(1,621)(1,259)303,683

Equity

Issued capital199,351–––199,351

Retained earnings(36,137)(865) (2,123)(906)(40,031)

Reserves(2,584)–9–(2,574)

Total equity160,630(865)(2,114)(906)156,745

Liabilities

Loans and borrowings



–––



Trade and other payables296–––296

Lease liability15,834–––15,834

Deferred tax liability572–––572

Total non-current liabilities16,70216,702

Loans and borrowings87,863–––87,863

Trade and other payables35,822(330)402–35,894

Lease liabilities5,725–––5,725

Tax payable1,116(100)91(353)754

Total current liabilities130,526(430)493(353)130,236

Total liabilities147,228(430)493(353)146,938

Total equity and liabilities307,858(1,295)(1,621)(1,259)303,683

30. Prior Period Restatements (continued)

9697Annual Report | 2025Annual Report | 2025

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

Document classification: KPMG Public

Independent Auditor’s Report

To the shareholders of Comvita Limited

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 30 June 2025;

­ the consolidated income statement, statements

of other comprehensive income, changes in

equity and cash flows for the year then ended;

and

­ notes, including material accounting policy

information and other explanatory information.

In our opinion, the accompanying consolidated

financial statements of Comvita Limited (the

Company) and its subsidiaries (the Group) on pages

57 to 97 present fairly in all material respects the

Group’s financial position as at 30 June 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 the International

Financial Reporting Standards issued by the

International Accounting Standards Board.

Basis for opinion

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

believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of Comvita 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 provided other services to the Group in relation to limited assurance services over Greenhouse Gas

Scope 1, 2 & 3 emissions reporting and global mobility tax assistance. 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.




© 2025 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited,

a private English company limited by guarantee. All rights reserved.


Document classification: KPMG Public


Independent Auditor’s Report

To the shareholders of Comvita Limited

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 30 June 2025;

­ the consolidated income statement, statements

of other comprehensive income,

changes in

equity and cash flows for the year then ended;

and

­ notes, including material accounting policy

information and other explanatory information.


In our opinion, the accompanying consolidated

financial statements of Comvita Limited (the

Company) and its subsidiaries (the Group) on pages

4 to 45 present fairly in all material respects the

Group’s financial position as at 30 June 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 the International

Financial Reporting Standards issued by the

International Accounting Standards Board.




Basis for opinion

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

believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of Comvita 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 provided other services to the Group in relation to limited assurance services over Greenhouse Gas

Scope 1, 2 & 3 emissions reporting and global mobility tax assistance. 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.





SECTION FOUR:




© 2025 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited,

a private English company limited by guarantee. All rights reserved.


Document classification: KPMG Public


Independent Auditor’s Report

To the shareholders of Comvita Limited

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 30 June 2025;

­ the consolidated income statement, statements

of other comprehensive income,

changes in

equity and cash flows for the year then ended;

and

­ notes, including material accounting policy

information and other explanatory information.


In our opinion, the accompanying consolidated

financial statements of Comvita Limited (the

Company) and its subsidiaries (the Group) on pages

4 to 45 present fairly in all material respects the

Group’s financial position as at 30 June 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 the International

Financial Reporting Standards issued by the

International Accounting Standards Board.




Basis for opinion

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

believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of Comvita 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 provided other services to the Group in relation to limited assurance services over Greenhouse Gas

Scope 1, 2 & 3 emissions reporting and global mobility tax assistance. 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.













Material uncertainty related to going concern

We draw attention to the basis of preparation note in the consolidated financial statements which indicates that

the Group has continued to face significant challenges in the 2025 financial year which impacted trading and

financial results with the Group incurring a loss for the year of $104.8m (2024: $80.4m loss) after impairment

charges of $53.9m (2024: $64.2m).

In addition to the losses, the majority of the bank borrowings mature within 12 months of the year end, with $59.0m

of the debt facilities maturing within the next 12 months ($24.0m in January 2026 and $35.0m in March 2026) and

it is uncertain as to whether the Group would be able to meet its repayment obligations on those dates.

While the Group has agreed revised covenants with its banking syndicate (to be tested at 30 September 2025 and

31 December 2025), beyond the 31 December 2025 covenant test date, the Group is forecasting to breach future

covenants which, unless waived or renegotiated, could result in the acceleration of the repayment obligations of

the Company’s current borrowings of $71.6m. It is uncertain as to whether the Group would be able to meet its

repayment obligations if this was to occur or whether it would have the ability to renegotiate its banking facilities.

Subsequent to year end the Group announced a proposed Scheme Implementation Agreement (SIA) under which

shareholders would receive $0.80 per share in cash, subject to shareholder and High Court approval and other

customary conditions. As the conditions of the SIA have not yet been satisfied there is uncertainty as to whether

the SIA will proceed or what impact that will have on the banking facilities. If the SIA does not proceed there is

uncertainty as to how the Group will be able to meet its repayment obligations.

As stated in the basis of preparation note in the consolidated financial statements, these events or conditions along

with other matters set forth in the note indicate that a material uncertainty exists that may cast significant doubt on

the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.


Emphasis of matter – Prior period restatements

We draw attention to Note 30 to the consolidated financial statements which describes two matters that have

resulted in a restatement of comparative information. These relate to historical accounting irregularities

identified in the sales, accounts receivable and other related balances in Comvita Food (China) Limited and

Comvita Singapore and a historical error in the calculation of the carrying value of inventory. As disclosed in note

30, the comparative figures for the year ended 30 June 2024 have been restated to correct these errors. Our

opinion is not modified in respect of this matter.


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. Except for the matter described in the material

uncertainty related to going concern section of our report, 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.

99Annual Report | 2025Annual Report | 202598








The key audit matter

How the matter was addressed in our audit

Revenue Recognition

Refer to Note 2 and Note 30 of the

consolidated financial statements.

Revenue recognition was a key

audit matter due to the historical

accounting irregularities that were

identified during the year in

Comvita Food (China) Limited and

Comvita Singapore and the

significant audit effort and

judgment we have applied in

assessing the existence and

measurement of the Group’s

revenue recorded in the current

year.




Our audit procedures included the following, amongst others:

— We developed an understanding of how the accounting

irregularities occurred through inquiry with Directors and Key

Management Personnel and interviewing the independent

accounting firm who were involved in the investigation of the

historical accounting irregularities;

— We assessed the corrections made to prior period balances

against the requirements of the accounting standards and

checked the quantum of the corrections to supporting

documentation;

— We extended the scope of our testing to cover more Group

entities within the region impacted, and increased the sample

sizes for our testing of revenue and trade receivables

transactions;

— The lead engagement partner’s involvement in the testing of

transactions recorded in the China subsidiaries (including

Comvita Food (China) Limited) was performed in person in

China;

— On a sample basis we tested revenue transactions to

underlying documentation such as signed customer contracts,

customer invoices, proof of delivery, electronic point-of-sale

reports, supplier rebate reports, and the Group’s revenue

recognition policies. We introduced an additional element of

unpredictability and agreed a sample of customer receipts to

bank statements;

— On a sample basis we assessed whether revenue

transactions prior to year end and credit notes issued after

year end were recognised in the correct period in accordance

with contractual terms;

— We inspected a sample of credit notes throughout the period

and checked appropriate approval delegations have been

adhered to;

— For a sample of debtor balances we obtained confirmation of

the balance owed at year end directly from the debtor or,

where we did not receive a response from the debtor, we

checked the subsequent receipts from debtors to bank

statements; and

— We evaluated the adequacy of the disclosures made in the

financials against the requirements of the accounting

standards.

We completed these procedures and have no matters to report.








The key audit matter

How the matter was addressed in our audit

Impairment of Non-current

Assets


Refer to Note 19 and Note 31 of

the consolidated financial

statements.

The carrying amount of the Group’s

net assets as at 30 June 2025

(prior to any impairment)

significantly exceeded its market

capitalisation at that date which is

considered an indicator of

impairment.

The Group has performed its

impairment tests using Value in

Use (VIU) models to determine the

recoverable amount of each Cash

Generating Unit (CGU) and the

overall Group, which are then

compared to the CGU’s/Group’s

net assets. The Group also

obtained an independent valuation

of the CGU’s and overall Group as

at 30 June 2025.

In addition to the above,

subsequent to balance date, the

Group entered into a SIA with

Florenz Holdings Limited where

Florenz Holdings Limited propose

to acquire 100% of the ordinary

shares in the Company at an offer

price of $0.80 cents per share.

The process of performing an

impairment assessment is

inherently judgemental as it

involves the use of unobservable,

forward-looking assumptions and

data.







Our audit procedures included the following, amongst others:

— We obtained the independent valuer’s valuation report of the

CGU’s and overall Group and assessed the competence,

scope and objectivity of the independent valuer.

— We obtained the SIA and assessed the validity of the offer

price;

— We assessed the appropriateness of the independent

valuation and VIU models for each CGU and the overall

Group considering the methodology adopted in the models

against the requirements of the applicable accounting

standards;

— We assessed the appropriateness of the Group’s VIU

valuation against the independent valuer’s valuation and the

fair value of the Group indicated by the Florenz Holdings

Limited offer;

— We obtained the Group’s impairment adjustments and

evaluated the allocation of the impairment to individual assets

and CGU’s within the Group to assess whether the resulting

impairment expense was recognised appropriately; and

— We considered the appropriateness, sufficiency and clarity of

required disclosures included in the Group financial

statements against the requirements of the accounting

standards.

We did not identify any factors that were materially inconsistent

with Group’s overall conclusions.

100101Annual Report | 2025Annual Report | 2025








The key audit matter

How the matter was addressed in our audit

Inventory – net realisable value

provision


Refer Note 12 to the consolidated

financial statements.

Inventory – net realisable value

provision is a key audit matter due

to the:

— size of the inventory

balance relative to the

Group’s financial position

(51% of total assets);

— current year inventory

write-down booked of

$16.21m increasing our

focus in this area;

— Market conditions for the

Group’s products are

currently challenging due

to an oversupply of honey

in the market;

— extent of judgement

involved by the Group in

determining the net

recoverable value,

particularly in relation to

slow moving and obsolete

inventory. Such

judgements may have a

large impact on the

Group’s provision and

therefore the overall

carrying value of

inventories, necessitating

significant audit effort.


Our audit procedures included the following, amongst others:

— We obtained an understanding of the Group’s key processes

for valuation of finished goods inventory;

— We checked the accuracy of the underlying calculations in the

inventory provision calculations;

— We assessed the Group’s policies for the valuation of finished

goods inventory against the requirements of the accounting

standards and our understanding of the business;

— On a sample basis we compared

the unit cost of finished goods

on hand to the latest current year selling price (as a proxy for

expected selling price of inventory and net realisable value) and

resulting gross margin for each product to identify evidence of

negative gross margin products at risk of selling below their

recorded value. We compared these negative gross margin

products against the Group’s inventory provision;

— We compared the prices adopted for the raw material honey

created by biological assets (bees) to external market

prices/data. In assessing the value of raw honey we

considered appropriateness of the estimated grade and

quantity of extracted honey;

— For a sample of finished goods inventory we physically

inspected the expiry date or production date on the finished

goods was consistent with the date in the inventory system as

the inventory aging is a key input into the Group’s assessment

of write downs to net realisable

value. For inventory items that

we identified as aged we compared the inventory items to the

Group’s inventory provision;

— We attended stocktakes in significant locations, observing the

Group’s processes, which included identifying slow moving and

potentially obsolete finished goods inventory, performing

sample counts ourselves, and comparing count results to the

Group’s; and

— We assessed the disclosures in the Group’s financial

statements using our understanding obtained from our testing

against the requirements of accounting standards.

We did not identify any factors that were materially inconsistent with

the Group’s overall conclusions.















Other information

The directors, on behalf of the Group, are responsible for the other information. The other information comprises

the Directors Declaration, Statutory Information and Directory (but does not include the consolidated financial

statements and our auditor’s report thereon), which we obtained prior to the date of this auditor’s report, and the

Annual Report which is expected to be made available to us after that date.

Our opinion on the consolidated financial statements does not cover any other information and we do not express

any form of assurance conclusion thereon.

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

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

financial statements or our knowledge obtained in the audit or otherwise appears materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s

report, we conclude there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

When we read the Annual Report if we conclude that there is a material misstatement therein, we are required to

communicate the matter to 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 the necessary internal control to enable the preparation of a consolidated set of financial

statements that is free from material misstatement, whether due to fraud or error; and

— assessing the ability of the Group to continue as a going concern. This includes disclosing, as applicable,

matters related to going concern and using the going concern basis of accounting unless they either intend

to liquidate or to cease operations or have no realistic alternative but to do so.


102103Annual Report | 2025Annual Report | 2025








Auditor’s responsibilities for the audit of the consolidated

financial statements

Our objective is:

— to obtain reasonable assurance about whether the consolidated financial statements as a whole are free

from material misstatement, whether due to fraud or error; and

— to issue an independent auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance but it is not a guarantee that an audit conducted in accordance

with ISAs NZ will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they

could reasonably be expected to influence the economic decisions of users taken on the basis of the consolidated

financial statements.

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

External Reporting Board (XRB) website at:

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

This description forms part of our independent auditor’s report.

The engagement partner on the audit resulting in this independent auditor’s report is Glenn Keaney.


For and on behalf of:




KPMG

Tauranga

28 August 2025



General Disclosures

Principal activity

The principal activity of the Group is apiary and forest ownership and management; and research,

manufacturing and distributing of Mānuka honey, bee products and olive leaf products.

Donations

During the year the Group made cash donations of $140,000 (2024:$250,000). The Company also made

donations of products to charitable organisations.

Director Disclosures

Directors’ remuneration for the year ended 30 June 2025

In thousands of New Zealand dollars

Base

Fee

Committee

Fee

Total

B Hewlett (ceased to be a director 31 August 2024)*22–22

R Major

6535100

Z Guangping65–65

Y Wu 65–65

B Coates 12038158

J Hoare (ceased to be a director 31 August 2024)11516

M Sang 653397

L Bunt (Joined as a director 1 September 2024

and ceased to be a director 31 May 2025)

493079

Total

462141603

The maximum total pool of annual Directors’ remuneration is $610,000, as approved by

Shareholders in 2016.

*From 1st September 2024 B Hewlett was acting CEO and his remuneration is disclosed in key management

personnel note 27.

Statutory Information

SECTION FIVE:

104105Annual Report | 2025Annual Report | 2025

Interests register
Directors have disclosed the following general disclosures of interests:

R MAJOR

B COATES

B HEWLETT**

(ceased to be a director 31 August 2024)

Chair – Gibb Holdings (Nelson) Ltd

Chair – High Value Nutrition National Science Challenge**

Chair – Armer Group Advisory Board

Chair – SFFF Programme Miro

– Transforming Māori land to high-value horticulture**

Managing Director and Shareholder – Sinotearoa Ltd

Director – BioVittoria Ltd

Director – BioVittoria Investments Ltd

Director – Dairy Holdings Limited and subsidiaries

Member – Oriens Capital Investment Committee

Chair – Toitu Tahua: Centre for Sustainable Finance **

Director – Toitu Tahua: Centre for Sustainable Finance*

Chair – Koi Tu: Centre for Informed Futures /

University of Auckland

Director – Yealands Wine Group Ltd

Director – Northern Rescue Helicopter Trust **

Director – American Chamber of Commerce

Director and Trustee – Mindful Money (Charity)

Director – MyFarm Kiwifruit Investment Fund*

*Entries added and effective during the year ended 30 June 2025

**Entries removed by directors during the year ended 30 June 2025

***Mr Zhu Guangping and Ms Yawen Wu are associated with substantial product holders. Zhu Guangping is associated

with Li Wang, the largest shareholder in the Company with a shareholding greater than 5%. Yawen Wu is associated

with China Resources which also has a shareholding greater than 5%.

Y WU***

Director – Oatly Group AB

Director – Blossom Key Holdings Ltd

Director – CR Verlinvest

Senior Care Services Ltd

Director – Nativus Company Ltd

Director – Shanghai Red Sun Enterprise

Management Co., Ltd

Director – Chongqing Hezhan Eldercare

Industry Development Co., Ltd**

Director – Chengdu Buen Chunqiu

Senior Care Services Limited**

M S A N G

Director – Orion New Zealand Limited*

Director – Government Super Fund Authority*

Director & Deputy Chair –

Building Research Association NZ*

J HOARE**

(ceased to be a director 31 August 2024)

Director – Meridian Energy Limited

Chair – Port of Tauranga Limited

Director – Auckland International Airport Limited

Director Disclosures (Continued)

L BUNT**

Chairman – Heat Treatments Limited

(joined as a director 1 September 2024

and ceased to be a director 31 May 2025)

Directors of Group Companies other than shown above

CompaniesDirectors

Bee & Herbal New Zealand Limited

1

N Greenwood *

Comvita Australia Pty Limited

2

B Hewlett*M Tobin

Comvita China Limited

3

B Hewlett*G ZhuJ Zheng*

Comvita Europe B.V***

4

N Greenwood*

Comvita Food (China) Limited

5

B Hewlett*J Zheng*G Zhu

Comvita Food (Hainan) Co. Limited ****

6

B Hewlett*N Greenwood*

Comvita HK Limited

7

B Hewlett*J Zheng*

Comvita Holdings HK Limited

7

B Hewlett*J Zheng*

Comvita Holdings Pty Limited

2

B Hewlett*M Tobin

Comvita Holdings UK Limited

8

B Hewlett*

Comvita IP Pty Limited

2

B Hewlett*M Tobin

Comvita Japan K. K

9

B Hewlett*M Harada**

Comvita Korea Co Limited

10

B Hewlett*J Park*

Comvita Landowner Share Scheme Trustee Limited**

1

N Greenwood*

Comvita Malaysia Sdn Bhd

11

B Hewlett*R Irwan*

Comvita New Zealand Limited

12

B Hewlett*N Greenwood*B Duncan*

Comvita Share Scheme Trustee Limited

13

N Greenwood*B Hewlett*

Comvita Singapore Pte Limited

14

B Hewlett*Angela Ng

Comvita UK Limited

8

B Hewlett*

Comvita USA, Inc

15

B Hewlett*N Greenwood*

Medihoney (Europe) Ltd

8

B Hewlett*

Medihoney Pty Ltd

2

B Hewlett*M Tobin

New Zealand Natural Foods Limited

8

B Hewlett*

Olive Products Australia Pty Limited

2

B Hewlett*M Tobin

* denotes an executive of a Group Company

** Dormant entity deregistered during FY25

*** Europe subsidiary deregistered during FY25 and moved to a distributor model

**** Hainan subsidiary deregistered 12 August 2025

as at 30 June 2025

Director Disclosures (Continued)

1

D Banfield ceased to be a Director on 5 September 2024 and N Greenwood appointed on 5 September 2024.

2

D Banfield ceased to be a Director on 10 September 2024 and B Hewlett appointed on 10 September 2024.

3

D Banfield ceased to be a Director on 31 October 2024 and B Hewlett appointed on 31 October 2024.

A Chen ceased to be a Director on 17 March 2025 and J Zheng appointed on 18 March 2025.

4

D Banfield ceased to be a Director on 1 September 2024, R Bosland ceased to be a Director on 30 November 2024

and N Greenwood appointed 17 December 2024.

5

D Banfield and A Chen ceased to be Directors on 5 March 2025 and B Hewlett and J Zheng appointed on 5 March 2025.

6

N Greenwood appointed 2 July 2024. D Banfield ceased to be a Director on 23 October 2024 and B Hewlett appointed

on 23 October 2024. A Chen ceased to be a Director on 14 March 2025.

7

D Banfield ceased to be a Director on 1 September 2024 and B Hewlett appointed on 1 September 2024.

A Chen ceased to be a Director on 17 March 2025 and J Zheng appointed on 18 March 2025.

8

D Banfield ceased to be a Director on 2 October 2024 and B Hewlett appointed on 2 October 2024

9

D Banfield ceased to be a Director on 31 August 2024 and B Hewlett appointed on 30 September 2024

10

D Banfield ceased to be a Director on 30 September 2024 and B Hewlett appointed on 30 September 2024.

11

D Banfield ceased to be a Director on 18 October 2024 and B Hewlett appointed on 18 October 2024.

A Chen ceased to be a Director on 17 February 2025 and R Irwan appointed on 17 February 2025.

12

D Banfield and A Barr ceased to be Directors on 5 September 2024 and B Hewlett and N Greenwood appointed

on 5 September 2024. B Duncan appointed on 25 September 2024.

13

D Banfield ceased to be a Director on 5 September 2024 and N Greenwood appointed on 5 September 2024.

H Brown ceased to be a Director on 22 January 2025 and B Hewlett appointed on 22 January 2025.

14

D Banfield ceased to be a Director on 18 October 2024 and B Hewlett appointed on 18 October 2024.

A Chen ceased to be a Director on 25 March 2025.

15

D Banfield and A Barr ceased to be Directors on 5 September 2024 and B Hewlett and N Greenwood appointed

on 5 September 2024.

106107Annual Report | 2025Annual Report | 2025

Share Dealings of Directors
Director

Relevant Interest

Number of

Shares

Disposed

Value of

Shares

Disposed

Number of

Shares

Acquired

Value of

Shares

Acquired

B CoatesBeneficially owned––25,000$29,599

Directors Shareholding

Directors, or entities associated with Directors, held the following ordinary shares in Comvita Limited

at 30 June 2025:

DirectorRelevant Interest30 June 202530 June 2024

R MajorBeneficially owned53,51053,510

B CoatesBeneficially owned45,00020,000

M Sang Beneficially owned20,00020,000

Total118,51093,510

Directors Indemnity and Insurance

The Company has insured all its Directors and the Directors of its wholly owned subsidiaries against liabilities to

other parties (except the Company or a related party of the Company) that may arise from their positions as

Directors. The insurance does not cover liabilities arising from criminal actions. Deeds of Indemnity and Insurance

have been given to Directors for potential liabilities and costs they might incur for actions or omissions in their

capacity as Directors. The Company has not been required to indemnify its Directors for any liabilities during

the year. Insurance have been given to Directors for potential liabilities and costs they might incur for actions or

omissions in their capacity as Directors. The Company has not been required to indemnify its Directors for any

liabilities during the year.

Director Disclosures (Continued)

Employees' remuneration

During the 12-month period to 30 June 2025 the following numbers of employees received remuneration of at least

$100,000.

Number of employees

$100,000 to $110,000 7

$110,000 to $120,000 12

$120,000 to $130,000 10

$130,000 to $140,000 7

$140,000 to $150,000 5

$150,000 to $160,000 7

$160,000 to $170,000 4

$170,000 to $180,000 1

$180,000 to $190,000 3

$190,000 to $200,000 1

$200,000 to $210,000 2

$210,000 to $220,000 2

$220,000 to $230,000 2

$230,000 to $240,000 2

$250,000 to $260,000 1

$260,000 to $270,000 1

$270,000 to $280,000 1

$290,000 to $300,000 3

$300,000 to $310,000 1

$310,000 to $320,000 1

$340,000 to $350,000 2

$370,000 to $380,000 1

$380,000 to $390,000 1

$410,000 to $420,000 1

$440,000 to $450,000 1

$460,000 to $470,000 1

$550,000 to $560,000 1

$680,000 to $690,000 1

$710,000 to $720,000 1

$830,000 to $840,0001

Note: these bands are New Zealand dollar equivalents and reflect the impact of fluctuations in the foreign exchange

rates for remuneration of overseas based employees. The figures include bonus provisions made during the year

which may have not been paid at period end. It does not include any remuneration or benefit relating to share

schemes.

Employee Remuneration Disclosures

108109Annual Report | 2025Annual Report | 2025

Shareholder Disclosures
Analysis of shareholder by size as at 30 June 2025

Category

No of

shareholders

Shares held

Percentage of

shareholders

Percentage of

shares

Up to 1,000 shares961484,79136.28%0.69%

1,001 – 5,000 shares1,0102,571,72638.13%3.65%

5,001 – 10,000 shares3002,209,81311.33%3.13%

10,001 – 100,000 shares3299,104,42112.42%12.92%

100,001 shares or more4956,121,4051.85%79.61%

Total2,649*70,492,156100%100%

*This number does not include a number of shareholders within Custodial and Nominee companies

Top 20 shareholders as at 30 June 2025

ShareholderShares held

Percentage of

shares

Li Wang 8,552,736 12.13%

China Resources Enterprise Limited4,318,000 6.13%

HSBC Nominees (New Zealand) Limited 4,237,852 6.01%

Custodial Services Limited 3,567,871 5.06%

Kauri NZ Investments Limited 3,558,077 5.05%

FNZ Custodians Limited 3,496,598 4.96%

Accident Compensation Corporation 3,173,142 4.50%

Alan John Bougen & Lynda Ann Bougen & Graeme William Elvin 2,366,250 3.36%

Bnp Paribas Nominees NZ Limited Bpss40 2,248,895 3.19%

Forsyth Barr Custodians Limited 1,973,697 2.80%

Junxian Li 1,881,110 2.67%

New Zealand Depository Nominee 1,704,958 2.42%

Li Sun1,410,000 2.00%

New Zealand Permanent Trustees Limited 1,296,817 1.84%

Rjt Investments Limited 1,139,553 1.62%

Maori Investments Limited1,000,000 1.42%

Citibank Nominees (NZ) Ltd 782,759 1.11%

Masfen Securities Limited 734,010 1.04%

David Robert Banfield & Joy Dawn Banfield

& Julian Alexander Donald 531,712 0.75%

Kam Chip Butt 526,305 0.75%

Other21,991,81431.20%

Total ordinary shares70,492,156100.00%

Shareholder Disclosures (continued)

Substantial security holders as at 30 June 2025

ShareholderShares heldPercentage of shares

Li Wang8,552,73612.13%

China Resources Enterprise Limited

4,318,0006.13%

Kauri NZ Investments Limited

3,558,077 5.05%

110111Annual Report | 2025Annual Report | 2025

0301
040506

01

04

0202

05

03

01 Bridget Coates

Independent Director, Chair

02 Bo b Major

Independent Director, Chair

of Safety & Performance

Committee

03 Mi chael Sang

Independent Director, Chair

of Audit & Risk Committee

04 Ya wen Yu, Director

05 Zh u Guangping, Director

01 Ka rl Gradon, Chief Executive

Officer

02 Ni kki Leske

Head of People & Technology

03 Er in Swanson

Head of Sustainability &

Strategic Projects

04 Be n Duncan

Interim Chief Operating

Officer

05 Ja ckie Evans

Chief Science Officer

06 Ma ria Cowdrey

Executive Assistant

12. Leadership and

Governance

KEEPING US FOCUSED

Leadership TeamBoard Members

112113Annual Report | 2025Annual Report | 2025

Comvita Limited is a company domiciled in New
Zealand. The Company is registered under the

Companies Act 1993 and listed on the New Zealand

Stock Exchange. The company is an issuer in terms of

the Financial Reporting Act 2013 and Financial Markets

Conduct Act 2013. Comvita has subsidiaries operating

in Australia, China, Hong Kong, Japan, South Korea,

Malaysia, Singapore and the United States.

COMPLIANCE

The Board has adopted codes and policies relating

to the conduct of all Directors, executives and staff,

taking guidance from the NZX Main Board Listing

Rules relating to corporate governance and the NZX

Corporate Governance Code.

For the purpose of Listing Rule 3.8.1, the Board

considers that, as at 18 September 2025, the

governance structures, principles, policies and

practices it has adopted are in compliance with

the NZX Corporate Governance Code dated January

2025 (NZX Code) except to the extent set out in the

following pages.

GOVERNANCE

The Board’s Charter sets out the governance

principles, authority, responsibilities, membership and

operation of the Board of Directors. This governance

statement outlines the main corporate governance

practices as at 18 September 2025. The full

statement is available to view at www.comvita.co.nz.

Comvita Limited is committed to taking a holistic view of how

it creates long-term value and the impact of its decisions on all

stakeholders – including shareholders, employees, customers,

suppliers, community, and the environment.

Constitution/Charters

Constitution

Board Charter

Safety and Performance Committee Charter

Audit and Risk Committee Charter

Codes/Policies

Code of Ethics

Continuous Disclosure Policy

Financial Product Dealing Policy

Diversity and Inclusion Policy

Directors and Officers Remuneration Policy

Environmental Policy

Human Rights Policy

Comvita’s Constitution, the Board and Committee

Charters, codes and policies referred to in this section

are available to view at www.comvita.co.nz.

Comvita makes the documents listed below available

on its website.

115Annual Report | 2025114Annual Report | 2025

The following diagram summarises Comvita’s corporate governance framework.
Further detail

Further detail as required by the NZX Listing Rules and Companies Act 1993 is included in the Financial Statements.

Shareholders

Comvita Board of Directors

Comvita Chief Executive Officer

Comvita Employees

Audit & Risk CommitteeSafety & Performance Committee

Principle 1 – Ethical standards

Code of ethics (Recommendation 1.1)

Directors set, observe and foster high ethical

standards. Comvita expects its Directors, officers,

and employees to act legally, to maintain high ethical

standards and to act with integrity consistent with

Comvita’s policies, guiding principles and values.

A Director-specific Code of Ethics sets out these

standards for all Directors and can be found in the

Appendix to the Board Charter on Comvita’s website.

Further, Comvita has a Code of Ethics applicable to

all Directors, officers and employees in accordance

with Recommendation 1.1 of the NZX Code, a copy of

which is available on the website. The code is reviewed

at least every two years and was last reviewed in

November 2024. Training on ethical behaviour is

incorporated within Comvita’s induction programme,

with refresher training provided periodically. The most

recent global mandatory training was completed in

April 2025.

Comvita also has a separate Speak Up Policy

(Whistleblowing) that was adopted in November

2024 which outlines the process for raising concerns.

Principle 2 – Board composition and

performance

Board charter (Recommendation 2.1)

The Board operates in accordance with the Board

Charter, which sets out the roles and responsibilities

of the Board. A copy of the charter is available on

Comvita’s website.

There is a balance of independence, skills, knowledge,

experience and perspective among Directors that

allows the Board to work effectively.

Responsibility for the day-to-day operations and

administration of the company is delegated by

the Board to the Chief Executive Officer and the

leadership team.

Nominations and appointments (Recommendation 2.2)

The nomination of candidates for appointment to

the Board is overseen by the Safety and Performance

Committee and the procedure for nomination

and appointment is detailed in the Safety and

Performance Committee Charter. Such procedure

includes processes to be followed to ensure proper

checks are carried out on all candidates and key

information is obtained to enable the Board and

shareholders to make an informed decision about

whether to elect or re-elect a candidate. It also

provides for an assessment of independence.

Written agreements (Recommendation 2.3)

The Directors have each signed a written agreement

with the company outlining the terms of their

appointment. The agreement includes expectations

of the director, expected time commitments,

remuneration, indemnity and insurance provisions,

disclosure requirements, confidentiality obligations,

term and expectation of compliance with relevant

corporate policies.

GOVERNANCE PRINCIPLES AND GUIDELINES

Company rules, which all employees and officers

are expected to adhere to, provide clear guidance

across a range of ethical and legal matters to ensure

high standards of performance and behaviour

are maintained when dealing with the company’s

customers, suppliers, shareholders and staff.

Specific policies are also available on the company’s

website as noted above.

Mechanisms are provided within the company-wide

Code of Ethics and general company rules for the

safe reporting of breaches of ethical standards or

other policies or laws, and the consequences of non-

compliance are made explicit.

Financial product dealing policy – Trading in Comvita

securities (Recommendation 1.2)

Directors, officers and employees are restricted in

their trading of Comvita securities and must comply

with Comvita’s Financial Product Dealing Policy,

which is available on the Comvita website. The policy

provides guidance on insider trading rules and outlines

process and approval requirements for dealing in

Comvita securities.

Board size and composition (Recommendation 2.4)

The Board is comprised of Directors with a mix of

qualifications, skills and experience appropriate to

the company’s business. The number of Directors

and rotation requirements are determined in

accordance with the company’s Constitution, the

Board Charter and the NZX Main Board Listing Rules.

The Constitution provides for the Directors to elect

one of their number as Chair of the Board, and the

Board Charter provides that the Chair should be an

independent Director unless otherwise approved by

all Directors. To encourage the process of constant

evolution of the Board and succession of key roles

within the Board, the Board Charter states that

Directors are discouraged from standing for re-

election a second time (i.e. after serving 6 years)

unless by unanimous support from the whole Board.

For the year ended 30 June 2025, the company

complied with the current Listing Rules with regard

to the composition of the Board and the appointment

and rotation of Directors.

Director profiles (with details of their experience),

ownership interests, meeting attendance, length

of service and independence of each Director are

available on the company’s website and/or in this

Annual Report.

Director ownership interests (including beneficial

ownership) as at 30 June 2025 are detailed in the

Statutory Information section at the back of the

2025 Financial Statements.

For a Director to be considered to be independent,

the fundamental consideration in the opinion of the

Board is that the Director be independent of the

Executive and not have any direct or indirect interest,

position, association or relationship that could or

could be perceived to influence in a material way

the Director’s capacity to bring an independent

view to decisions, to act in the best interests of

the company and to represent the interests of

shareholders generally. In accordance with the NZX

Code, any Director who is or who is associated with

a substantial product holder is considered by the

Board to not be independent.

The Board has reviewed which of its Directors are

deemed to be independent in terms of the NZX

Listing Rules and has determined that three of the

five Directors as at 30 June 2025 were independent

16

.

Of the Directors that are independent, none of the

factors listed in the NZX Code are relevant.

16

Mr Zhu Guangping and Ms Yawen Wu are not considered

independent as they are associated with substantial product

holders. Zhu Guangping is associated with Li Wang, the largest

shareholder in the company with a shareholding of greater than

5%. Yawen Wu is associated with China Resources, which also

has a shareholding of greater than 5%.

116117Annual Report | 2025Annual Report | 2025

Gender composition of directors and officers and diversity
Comvita is committed to diversity (race, gender, sexuality etc.) in its employment of individuals at all levels in

the organisation.

As at 30 June 2025 (the prior year’s comparison is in brackets):

Brett Hewlett20

Julia Hoare20

Robert Major

Zhu Guangping

David Banfield20

Yawen Wu21

Bridget Coates

Michael Sang

Lucas Bunt22

2

2

12

12

2

12

12

12

9

3

3

1




5

8

4

4

4

26

25

3

25

26

26

18

1


4




4

1

2

2

2

12

9

2

12

12

12

8

3

3

1




5

8

4

4

4

24

5

3

25

26

20

16

1


4




4

1

2

7

1

6

6

3

4

4

2

1

Board

Member

Board17

EligibleEligibleEligibleEligibleAttendedAttendedAttendedAttended

Conference

Calls and Special

Meetings

Audit and Risk

Committee18

Safety and

Performance

Committee19

Tenure on

Board

Board and Committee meeting attendance for the year ended 30 June 2025 is set out below:

17

Chair of the Board has no casting vote.

18

Chair of the A&R Committee has no casting vote.

19

Chair of the S&P Committee has no casting vote.

20

Brett Hewlett, Julia Hoare and David Banfield resigned effective 31 August 2024.

21

Yawen Wu’s alternative Ching Ho LUK attended twelve of the board meetings and 23 of the special meetings on her behalf.

22

Lucas Bunt was appointed director effective 1 September 2024 and resigned effective 31 May 2025. Lucas had previously been a director

for 9 years from 24 July 2014 to 30 September 2023.

GenderMale

Female

Gender

Diverse

2 (3) 40%

0 (0) 0%

3 (5) 60%2 (2)

1 (1)

0 (0)

2 (2)

1 (1)

0 (0)

3 (5)

5 (5)

0 (0)

Age

Executive

Non-Executive

Independent

Number of each individuals

other significant positions

and commitments, and the

nature of the commitments

Membership of under-

represented social groups

Stakeholder representation

Under 30

years

30 – 50

years

Over 50

years

0 0%

0

5

3

Please refer to

the Statutory

Information

section of

the Financial

Statements

2 x Chinese

ethnicity

2 x female

None

0

3

3

Please refer to

the Statutory

Information

section of

the Financial

Statements

1 x female

None

0

3

3

Please refer to

the Statutory

Information

section of

the Financial

Statements

1 x female

None

1 20%

4 80%

BoardA&R CommitteeS&P CommitteeOfficers

118119Annual Report | 2025Annual Report | 2025

KEY:High CapabilityMedium Capability
Director competencies

Board Skills and

Competencies

B.CoatesZ.GuangpingB.MajorM.SangY.Wu

Commercial Expertise,

Corporate Governance & Risk

Management

Key Market Insights,

Leadership & Sales &

Marketing

Financial, Investment, Capital

Markets & Corporate Finance

Technology & Digital

Innovation

Innovation &

Commercialisation

of Science

Agriculture Industry

Manufacturing &

Supply Chain

Sustainability

Stakeholder Engagement

People, Culture, Health &

Safety

Diversity Policy (Recommendation 2.5)

Comvita has maintained its commitment to diversity,

equity, and inclusion – a stance which is reflected

in the core values and behaviours of the company.

Comvita has a Diversity Policy in which is available on

the company’s website. The Safety and Performance

Committee is monitoring set diversity objectives

and targets, specifically relating to pay policies and

equity, development and growth, and the diversity

of senior executives (gender, and global experiences

and perspectives). The Committee is positive about

current progress and strategies to maintain equality

on a scheduled approach.

Further details on Comvita’s diversity and inclusion

are outlined at page 49.

Independence of Directors (Recommendation 2.8,

2.9 and 2.10)

The majority of the Board are independent (60%

independent and 40% non-independent by virtue

of affiliation with shareholders) and the Chair is

independent. The Chair and the CEO positions are

not held by the same person.

For 2 months of the 2025 financial year (up until

31 August 2024) the Chair, Brett Hewlett, was not

considered independent due to Comvita becoming

his sole directorship (and, as a result, the majority

of his became from the directors’ fees he received

from Comvita). For this same period, the Board

comprised of eight directors, of which four were

deemed independent. The Board recognised this

was a divergence from the Code which indicates that

a majority of board members being independent

and the Chair being independent, is best practice.

This was addressed by appointing an independent

director (as the next director) and appointing an

independent chair (effective 31 August 2024). The

Board is of the view that the divergences during that

period did not interfere with the Board’s capacity

to provide independent judgements in fulfilling

their responsibilities.

It is viewed that the Chairs of the Audit and Risk

and the Safety and Performance Committees are

independent, as are the Committee members.

Principle 3 – Board Committees

(Recommendation 3.5)

The Board uses Committees where this enhances

the effectiveness in key areas while retaining Board

responsibility. The Board operates two Committees

to assist in the execution of the Board’s duties: the

Safety and Performance Committee and the Audit

and Risk Committee. Each Committee has a specific

Charter, which can be viewed at the company’s

website www.comvita.co.nz. Committee members

are appointed from members of the Board for an

initial two-year term, with re-appointment reviewed

on an annual basis.

All matters determined by Committees are

submitted to the full Board as recommendations

for Board decision. Staff members attending those

Committees are at the invitation of the specific

Committee.

The Board did not consider it necessary to have

any other Committees for the reporting period as

a standing board Committee.

Director training and performance

(Recommendations 2.6 and 2.7)

Board members are encouraged to regularly

participate in learning and self-development

opportunities provided by the Institute of Directors

or other professional groups to ensure they remain

current on how best to perform their duties as a

Director. Relevant resources and updates are provided

at each Board meeting, including advice from and

workshops with capital, legal and accounting advisors

as well as management presentations in respect of

Comvita operations.

Comvita has a procedure to assess Director, Board and

Committee performance, which is set out in the Board

Charter. In particular, the Board periodically undertakes

a self-assessment of its performance, processes and

procedures as well as periodically seeking support of

an external independent advisor to assist.

Audit and Risk Committee (Recommendation 3.1

and 3.2)

The Audit and Risk Committee at 30 June 2025

comprised of:

– Mike Sang (Chair) (tenure: 21 months),

– Bridget Coates (tenure: 9 months)* and

– Bob Major (tenure: 1 month)*

*Julia Hoare was a member from March 2023 to August 2024, Brett

Hewlett was a member from October 2023 to August 2024 and

Luke Bunt was a member from Sep 2024 to May 2025.

The Committee met eight times during the period.

As at 30 June 2025, all members of the Committee

were independent and all were non-executive Directors

(at all times during the FY25 year, the majority of

the Committee members were independent and all

non-executive). At least one member has an adequate

accounting background (CA ANZ member), and the

Chair is independent and not Chair of the Board.

No Committee meetings were held, and no decisions

were made by the Committee, during a period of

18 Business Days when there was only one member

of the Committee (Mike Sang). This arose with the

resignation of Brett Hewlett and Julia Hoare on

31 August 2024, and was addressed by the

appointment of Bridget Coates and Luke Bunt

to the Committee on 25 September 2024. Listing

Rule 2.13.2(b) requires the Committee to have three

members and so the Company did not comply for

18 Business Days, despite the Committee not

meeting or making decisions during that period.

The Committee reviews the annual audit process,

the financial, non-financial and operational

information provided to stakeholders and others

including climate statements, the management of

risks facing the organisation relating to insurance, tax

and treasury and the framework of internal control

and governance that the leadership team and the

Board have established. The Chief Executive Officer,

Chief Financial Officer and Group Financial Controller

regularly attend meetings by invitation.

Comvita’s external auditors attend Committee

meetings as deemed necessary by the Committee.

Further detail on the Committee’s roles and

responsibilities is set out in the Committee Charter.

The Audit and Risk Committee will also provide

guidance and review of Comvita’s non-financial

reporting and non-financial reporting audits

(including GHG inventory report) and recommend

to the Board the adoption of (or otherwise).

120121Annual Report | 2025Annual Report | 2025

Safety and Performance Committee
(Recommendation 3.3 and 3.4)

The Safety and Performance Committee as at

30 June 2025 comprised of:

– Bob Major (Chair) (tenure: 27 months),

– Bridget Coates (tenure: 27 months) and

– Mike Sang (tenure: 1 month)*

* Luke Bunt was a member from Sep 2024 to May 2025 and

Brett Hewlett was a member from Oct 2023 to Aug 2024.

The Committee Charter requires a minimum of three

members. For a period of 18 Business Days (from the

resignation of Brett Hewlett on 31 August 2024 until

the appointment to the Committee of Luke Bunt

on 25 September 2024 there were only two members

on the Committee. The Committee did not meet

or make any decisions during this period.

The Committee met four times during the period.

For the FY25 year, the majority (or all) of the

Committee members were independent and all were

non-executive Directors. Management only attends

Committee meetings by invitation.

The Committee provides oversight to health and

safety by ensuing the business maintains a strong

health and safety culture that meets or exceeds

the company’s obligations under legislation and

best practice standards. The Committee also

recommends the remuneration policies and packages,

including performance incentives for the Chief

Executive Officer and the Chief Financial Officer.

Additionally, it reviews the performance targets

of the Chief Executive Officer, succession planning

for the leadership team and the Board, risk and

compliance monitoring in relation to the company’s

human resources and operational health and safety

oversight, and remuneration policies and guidelines

for Directors. In determining remuneration external

independent consultants are engaged where

appropriate in accordance with the Committee’s

Charter but the views of other stakeholders are

not sought at this stage.

The Committee also carries out the functions of

a nominations Committee, recommending new

Director appointments to the full Board. Further

detail on the Committee’s roles and responsibilities

is set out in the Committee Charter.

The Committee is also responsible for overseeing

Comvita’s purpose, values, strategies and goals

related to sustainable development, including

environmental, social and governance aspirations,

making recommendations to the Board as

appropriate. Comvita’s sustainability framework

is articulated through its Harmony Plan. The

Committee delegates responsibility for identifying

and managing stakeholder engagement and impacts

on the economy, environment and people to the

Chief Purpose and Transformation Officer (CPTO).

The CPTO is supported by the Sustainability Steering

Group, which meets at least every two months and

consists of a sub-group of Leadership Team members

and senior managers from relevant functions, and

by the Sustainability team and other employees.

Monthly updates on Comvita’s sustainability activities

and impacts are provided to the full Board, with

a detailed update and presentation of relevant

topics to the Committee every quarter where the

Committee will review recommendations and

recommend to the Board annual, measurable ESG

objectives, ESG strategies and policies and other

ESG tasks as appropriate. Comvita also undertakes

a stakeholder engagement process and materiality

assessment undertaken by an external consultant

at least every two years using external experts to

assist. The results, and process itself, are reviewed

by the Committee and the results are communicated

to the Board.

Control transaction protocols (Recommendation 3.6)

The Board has established experience in respect of

the various NZX and statutory requirements in the

event of a control transaction. The key requirements

of the Takeover Code and Companies Act 1993 are

well understood by the Board.

Further, Comvita has established formal protocols

that set out the procedure to be followed if

there is a control transaction in accordance with

Recommendation 3.6 of the NZX Code.

Principle 4 – Reporting and Disclosure

The Board demands integrity both in financial

reporting and in the timeliness and balance of

disclosure on entity affairs.

Comvita is committed to ensuring integrity and

timeliness in its financial reporting and in providing

information to the market and shareholders that

reflects a considered view on the present and future

prospects of the company.

Continuous Disclosure (Recommendation 4.1)

Continuous disclosure obligations of NZX require all

listed companies to advise the market about any

material events and developments as soon as the

company becomes aware of them. The company

has policies and monitoring in place to ensure that

it complies with these obligations. In particular,

the company has a Continuous Disclosure Policy

applicable to all Directors, officers and employees

that is available on Comvita’s website.

Charters and Policies (Recommendation 4.2)

Key corporate governance documents are available

on Comvita’s website.

Financial reporting (Recommendation 4.3)

The Audit and Risk Committee oversees the quality

and integrity of external financial reporting including

the accuracy, completeness and timeliness of

financial statements. It reviews half-year and annual

financial statements and makes recommendations

to the Board concerning accounting policies,

areas of judgement, compliance with accounting

standards, stock exchange and legal requirements

and the results of the external audit. Management

accountability for the integrity of the company’s

financial reporting is reinforced by the certification

from the Chief Executive Officer and Chief Financial

Officer in writing that the company’s financial

statements are fairly stated in all material aspects.

Non-financial reporting (Recommendation 4.4)

Comvita is committed to non-financial reporting that

is balanced, clear and objective, including reporting

transparently on the material impacts of our business

activities and how we are managing these. Broader

reporting of environmental, social and governance

factors is contained in this Annual Report. These

disclosures have been developed in line with the

Global Reporting Initiative Standards (GRI).

Comvita’s consolidated financial statements and

GHG inventory are subject to independent external

assurance. The organisation who conducts the audits

comply with the relevant independence and ethical

requirements and there were no impairments of their

independence for the purposes of the engagements.

Where external assurance is not currently undertaken

data is gathered by appropriate internal business

owners / experts, compared to previous reporting

period, and cross checked against other data.

Comvita has also released its Climate Statement

under the Aotearoa New Zealand Climate Standards

that can be found at Climate Statement. This

Climate Statement includes Comvita’s greenhouse

gas inventory for all scopes and removals, and the

related assurance report.

Principle 5 – Remuneration

The remuneration of Directors and senior executives

is transparent, fair and reasonable. Making sure

team members and Directors get the rewards

they deserve is the responsibility of the Safety

and Performance Committee.

Comvita has a Remuneration Policy for Directors

and officers, a copy of which is available on the

company’s website.

Non-Executive Directors’ remuneration

(Recommendation 5.1)

The fees payable to the Non-Executive Directors

are determined by the Board within the aggregate

amount approved by shareholders. The Board

considers external information of peer companies

in terms of scale and complexity when setting

remuneration levels. The current Directors’ fee pool

limit is $610,000 approved at the 2016 Annual

Shareholders’ Meeting. Information on payments to

each Director is set out in the Statutory Information

section at the back of the Financial Statements 2025.

Senior executive remuneration (Recommendation 5.2)

For FY25, senior executive remuneration was made

up of: base or fixed remuneration, a short term

incentive plan and a long term incentive plan, subject

to Board approval.

The short term incentive plan is a bonus opportunity

based on company performance hurdles of EBITDA

and the long term incentive plan is a performance

share rights plan vested over three years based on

company TSR performance against an NZX index.

Chief Executive Officer remuneration

(Recommendation 5.3)

The Interim Chief Executive’s base salary for the FY25

year was $660,000. Subject to Board approval, for

FY25, the Chief Executive Officer was also entitled to

a short-term incentive if he met agreed financial and

non-financial goals (with on-target earnings of 50%

of base salary).

Annual remuneration ratios:

• 1:11.95 = highest paid employee to median annual

remuneration of all other employees

• we are unable to report on the percentage increase

in annual remuneration for highest paid employee to

median percentage increase for all other employees

as Comvita did not have an annual remuneration

increase cycle in FY25

Staff remuneration

All permanent staff are eligible to participate in a

short-term incentive scheme. Bonus payments are

contingent upon achievement of company targets

for the year (as approved by the Board), as well as

assessment of individual delivery against objectives

cascaded through the organisation and individual

behaviour in line with core values.

122123Annual Report | 2025Annual Report | 2025

RiskThe risk and its impactResponses / Mitigation
StrategicThere is strategic execution risk that is

impacted by our market geographical

balance, the effective utilisation of our

assets, geopolitical landscape and our

ability to adapt and react. In particular,

there is risk associated with reliance on

the China market and the current China

economic conditions impacting sales

and performance.

As a single product category business

(Bee products) we are reliant on

maintaining or increasing Mānuka honey

share of the total honey market.

• Our strategy is reviewed regularly by the

executive team and the Board.

• Our strategy includes business simplification,

market reviews and roadmaps, market

diversification and strategic asset and

investment planning.

• Changes in leadership have been implemented

in the Asian market to ensure the presence

of the right sales and marketing capabilities.

• Thorough reviews of channel profitability have

been conducted, resulting in the closure of

certain stores.

• Secured a large North American customer,

increasing sales and distribution in that market

• Regular review of honey category performance

and outlook along with Mānuka share where

available. Adjacent categories of propolis, olive

leaf extract, lozenge and regional NPD aim

to mitigate pure honey in a pot risk.

FinancialCurrent market capitalisation and

NZX listing means there is liquidity risk,

market volatility risk and overall, this

impacts financial stability.

Two years of underperformance and

Comvita’s current high levels of debt

and inventory means there is increased

interest costs, operational constraints

and risk associated with our syndicated

bank facility and covenants and

shareholder confidence. These factors

may cast doubt on Comvita’s ability

to continue as a going concern in the

event the scheme of arrangement is not

implemented and alternative funding

cannot be secured.

The global commoditisation of the

Manuka category, driven by the current

oversupply of Manuka, the entry of

large global warehouse clubs and super

discounters at the everyday value end, is

impacting margins. This oversupply has

also affected the valuation of inventory

held and increased aging inventory risk.

High fixed operating costs limit

Comvita’s ability to maintain

operational flexibility.

• Strengthened and sustainable corporate and

global positioning.

• Comvita is ensuring we are closely working

and collaborating with our supportive

banks to ensure we maintain transparent

communication and a clear plan.

• Focused management of procurement and

inventory levels to effectively manage supply,

demand and cash flow.

• Banking covenant waivers agreed through to

31 Dec 2025 and extension of facility through

to January 2026 (and reduction of facility).

• Reduction of net debt by $17.4m over the last

financial year.

• Converted non-strategic assets to cash.

• Comvita has entered into a Scheme

Implementation Agreement with Florenz

Limited (“Florenz”) under which Florenz has

agreed to acquire all shares in Comvita through

a court approved scheme of arrangement

(“Scheme”). The Scheme is subject to

shareholder approval, High Court approval, an

Independent Adviser’s Report concluding that

the Scheme consideration is within or above

the valuation range for Comvita shares, and

other customary conditions relating to certain

events or occurrences prior to implementation.

• Significant inventory provisions taken up in

FY25 to address valuation and ageing risks and

strategic procurement strategies in place.

• Cost reduction focus in FY25, resulting in global

head count reduction and other fixed cost

savings.

Principle 6 – Risk Management

Risk Management Framework – Recommendation 6.1

Comvita’s risk management framework is a

structured and tailored approach to identifying,

assessing and mitigating factors which may affect

Comvita’s ability to achieve its objectives and/or to

protect its people, assets, reputation, communities

and environment.

Comvita’s Board is responsible for the strategic

oversight of Comvita’s risk management framework,

including regular review of identified risks and

opportunities, and associated action planning to

offset potential impacts against strategy. A risk

matrix prepared by the Leadership Team measures

the impact of the risk and likelihood of risk occurrence

and is provided to the Board for review and discussion

monthly. Alongside this operational view, the

Leadership Team highlights the top three strategic

and top three execution risks for deeper assessment

and prioritisation each month, including relevant

actions and updates.

Twice a year, the Comvita Board and Leadership

Team engage in formal, longer-term business

strategy planning. This incorporates a 5–10 year view

of existing and emerging external and internal risks

and opportunities versus plan.

Supported by the Leadership Team, the Chief

Executive Officer (CEO) is responsible for the day-to-

day leadership of Comvita’s global business to ensure

business objectives and strategies are developed

and delivered. The Leadership Team oversees

implementation of strategy, with a continuous view

of risks and opportunities, performance, resource

allocation and metrics, to meet agreed objectives.

The Leadership Team is broadly responsible for

managing business risk across Comvita and

maintains the Business Risk Register.

Types of Risk

When assessing risk, Comvita considers the impact

on its business across several categories, including:

• Strategy – risk to strategic objectives, and/or

execution risk against strategy

• Financial – financial risk arising from business

performance, increased costs, market value and/or

liquidity changes

• Operational – risk associated with internal process,

systems or delivery risks (including people-related)

and the external events which may impact these

• Customer and Stakeholder – risk derived from

misalignment with key stakeholder expectations,

including the potential impact on Brand and

Corporate reputation, and/or financial performance

• People – health and safety, talent attraction and

retention and culture management.

• Technology and data – potential loss resulting

from cyber-attacks, data breaches or other

security failures

• Climate – impact of climate change

• Legal and Regulatory – risk arising from changing

legal and regulatory landscape, including food

safety, and the impact of any non-compliance

• Biological / Biodiversity risk – change in ecosystems

and the spread of disease or pests which may

impact biodiversity and ecosystems.

Material Risks and Management

124125Annual Report | 2025Annual Report | 2025

Chief Executive Officer and Chief Financial Officer
assurance

The Chief Executive Officer and Chief Financial

Officer have provided the Board with written

confirmation that the Comvita’s 2025 financial

statements are founded on a sound system of risk

management and internal compliance and control

and that all such systems are operating efficiently

and effectively in all material respects.

Health and safety (Recommendation 6.2)

Comvita employs a Health and Safety Lead with

oversight of health and safety matters sitting with

the Safety and Performance Committee. The health

and safety functions of the Committee include

undertaking due diligence in the identification and

monitoring of critical workplace, heath, safety and

wellbeing, as well as the monitoring and review of

Comvita’s compliance with documented health and

safety policies and procedures. Health and safety

review reports are a priority agenda item at all Board

meetings, and specific reviews are sought as required.

The Board undertakes ongoing external health and

safety governance training and undertakes safety

walks in key operational sites on a scheduled basis.

Further details on Comvita’s health and safety are

outlined at pages 47-49.

Principle 7 – Auditors

External Auditors (Recommendations 7.1 and 7.2)

The Board ensures the quality and independence

of the external audit process. A framework for the

company’s relationship with its external auditors

is overseen by the Audit and Risk Committee.

Further detail on that framework and the role and

responsibilities of the Audit and Risk Committee in

relation to the external audit framework is set out in

the Audit and Risk Committee Charter.

The Audit and Risk Committee actively engage

the company’s external auditors in a dialogue with

respect to any disclosed relationships or services that

may impact the objectivity and independence of such

auditors and recommend to the Board appropriate

action to ensure its independence.

Comvita’s external auditor is KPMG. KPMG was

reappointed by shareholders at the 2024 Annual

Shareholders’ Meeting in accordance with the

provisions of the Companies Act 1993. KPMG was

first appointed as auditors in 1998. KPMG has been

invited to attend this year’s Annual Shareholders’

Meeting and will be available to answer questions

about the audit process, Comvita’s accounting

policies and the independence of the auditor.

Internal audit (Recommendation 7.3)

Comvita currently does not have an internal audit

function, however the Audit & Risk Committee

approves Management’s Internal Audit Plan annually.

This programme of work includes internal and

external reviews of specific risk areas and includes a

review of one offshore subsidiary per year. The Audit

and Risk Committee is responsible for reviewing

and monitoring the company’s risk management

and internal control framework and has open

communication with external auditors, financial and

senior management and the Board. The Committee

is empowered to investigate any matter brought

to its attention with full access to all books, records

and facilities and personnel of the company and the

power to retain outside counsel or other experts for

this purpose. In addition, the Board seeks reports

on specific areas of potential concern or to evaluate

business performance on a post-investment basis.

The reviews are completed by appropriate internal

staff and/or with external input. In the current year

Comvita has engaged with an external consultant to

undertake an internal controls uplift project to ensure

appropriate controls are in place to mitigate financial

risk within acceptable limits.

Principle 8 – Shareholder Rights and

Relations

Information and communication with shareholders

(Recommendations 8.1 and 8.2)

The Board fosters constructive relationships with

shareholders, which encourages them to engage with

the company.

The Board aims to ensure shareholders are provided

with all information necessary to assess the

company’s strategic direction and performance.

It does this through a communication strategy

that includes:

• periodic and continuous disclosure to NZX

• information provided to media and briefings to

major shareholders

• half-year and annual reports

• Comvita’s website with an investor relations section

• future direction presentation at the Annual

Shareholders’ Meeting, which is conducted in a

very open manner, and a range of questions are

considered.

Comvita aims to ensure the process of communication

with investors is easy and uses a variety of channels

and technologies to keep its shareholders informed,

including by providing and encouraging investors

to receive communications electronically. Comvita

engages an investor relations consultant to assist

with its investor relations programme.

Major decisions (Recommendation 8.3)

All major decisions that may result in a change

in the nature of Comvita’s business are subject

to shareholder approval in accordance with the

Constitution, the Companies Act 1993 and the NZX

Listing Rules.

Capital raising (Recommendation 8.4)

When considering any raising of additional capital,

the Board considers the interests of all shareholders

when assessing its options to raise capital. The Board

will usually look to raise additional equity capital from

existing shareholders on a pro-rata basis.

Notice of meeting (Recommendation 8.5)

To encourage shareholder participation in meetings,

the Board looks to ensure notices of annual or

special meetings of shareholders are posted on the

company’s website at least 20 working days prior to

the meeting.

GOVERNANCE DISCLOSURES

There were no instances during FY25 of the NZX

exercising its power under Listing Rule 9.9.3.

Material Risks and Management (continued)

RiskThe risk and its impactResponses / Mitigation

PeopleHigh turnover in senior leadership roles,

compounded by a lack of integrated

systems and well-defined processes,

poses a risk to organisational continuity,

retention of institutional knowledge, and

operational effectiveness and increases

workload and reduces engagement.

• Establishing global ways of working to address

process inefficiencies.

• Systems review to consolidate and/or integrate

globally.

• Organisational leadership structure proposal in

development.

126127Annual Report | 2025Annual Report | 2025

STAKEHOLDER ENGAGEMENT
Comvita has identified the following groups of

stakeholders from reference to our business context

and considering AccountAbility’s AA1000 Stakeholder

Engagement Standard 2015:

• Investors / shareholders

• Founder and Comvita board

• Global customers

• Comvita employees

• Suppliers, landowners, and other business partners

• New Zealand apiculture industry

• Tapuika as manu whenua of the region surrounding

Comvita’s registered head office

• Māori connected with the Mānuka honey industry

• Relevant government agencies, particularly Ministry

for Primary Industries

• Tauranga regional business community

OUR MATERIAL IMPACTS

Comvita is committed to identifying both positive

and negative actual and potential impacts that we

have on the environment, society and the economy.

We take a double materiality approach. We

consider both Comvita’s Impact Materiality on

people and planet externally (largely aligned to the

GRI standards) and Financial Materiality impacts

of sustainability issues internally on the financial

performance of Comvita (largely aligned to the

International Sustainability Standards Board IFRS

sustainability standards).

Comvita engages with stakeholders as follows:

• Through its structured materiality assessment every

three years to determine its material topics. Such

interviews are conducted by an independent expert

and on an anonymous basis.

• Through ongoing monitoring of customer and

consumer complaints and other external feedback

received to identify actions and improvements

required.

• Through employee engagement surveys which are

conducted one to two times per year and are on an

anonymous basis to assess and inform our employee

value proposition.

• With relevant stakeholders on a needs basis to

help guide decision making and actions on

specific topics, being clear on the purpose of such

engagement, the approach, and ensuring clear

actions and learnings capture.

Governance

Comvita’s Board reviews and approves our material

topics annually. This is done through our Safety

and Performance Committee. Regular updates on

relevant material impacts are also communicated

through to our Board.

Material topics process

Comvita went through a formal refresh of its

material assessment in FY24. The materiality

assessment process was aligned with the

requirements of the Global Reporting Initiative (GRI)

Standards, and specifically GRI: Material Topics 2021.

We used the following process to determine our material topics:

Step One

Create full list

of all material

impacts reflecting

Comvita's

sustainability

context.

Step Two

Prioritise impact

areas for

engagement.

Step Three

Confirm experts

and stakeholders

to engage based

on the prioritised

impacts.

Step Four

Use engagement

findings and

insights to inform

materiality

assessment.

Step Five

Finalise

prioritisation

of impacts and

consolidate as list

of material topics

for reporting.

1. 2. 3. 4. 5.

13. Appendices

FURTHER DISCLOSURES

128129Annual Report | 2025Annual Report | 2025

Firstly, we identified our different impacts considering
our business activities and relationships. We then

prioritised the impacts identified considering those

which were most significant, those which would

benefit from internal and external expertise to gain

greater understanding, and those which impact our

stakeholders most significantly.

Based on the impact areas prioritised, we developed

a list of experts and stakeholders to engage with

to gain deeper understanding, considering the

AA1000 Stakeholder Engagement Standard, the GRI

Standards 2021, and the BSR Five Step Guide.

The engagement interviews were carried out by an

independent party and on an anonymous basis. In

total, 25 stakeholders and experts were interviewed,

balanced between internal Comvita and external,

and New Zealand-based and global interviewees.

Interviewees included customers, supply chain

partners, independent directors, equity analysts,

and topic experts.

Impact area

COMVITA’S MATERIAL TOPICS ARE:

1. Sustainable financial

performance

6. Workforce health,

safety and wellbeing

7. Workforce culture

and engagement

8. Financial controls

and governance

9. Ethical supply chain

(respect for human rights)

10. Mānuka honey industry

and policy leadership

11. Packaging circularity

12. Ecosystem restoration

2. Consumer loyalty

and trust

3. Product quality

4. Climate change resilience

and management

5. Bee health and wellbeing

Poor financial performance impacts the economic value

generated and distributed by Comvita to our investors (dividends

and share price), banks (ability to service debt), employees

(wages/salaries and bonuses), suppliers (purchases), communities

(ongoing investment) and other Comvita stakeholders.

The fulfilment of our existing staff, and attraction of new

employees, is influenced by providing meaningful work, learning

and development opportunities, and other benefits such as living

wage. Comvita’s diversity, equity and inclusion practices impact

our employees’ sense of belonging, and staff retention. A lack

of diversity can also limit diverse thinking and innovation.

Inadequate financial controls and governance not preventing

dishonest behaviour, fraud or corruption reduces investor and

consumer trust and has audit and legal consequences.

Comvita’s suppliers and customers may engage in employment

practices that undermine the health and wellbeing of their

employees and contractors.

Industry leadership in standard development and sustainability,

and in supporting the protection and reputation of “Mānuka” and

“Mānuka honey” globally, helps deliver economic and social benefits

from a sustainable NZ apiculture industry and increased consumer

trust in Mānuka and NZ honey.

The use of plastic pots for our products could result in environment

pollution from plastic microfibres and increased general waste

if products are not disposed of responsibly at end-of-life. This is

exacerbated where packaging is not recyclable. The use of virgin

materials and supplier packaging production results in emissions

and possible environmental pollution.

Our Mānuka forest planting programme increases nectar supplies

and enhances natural ecosystems and the environment, improving

native biodiversity, soil quality, water quality, and flood resilience.

Comvita could suffer loss of sales and reduced loyalty and/or trust

if consumers lose trust in product claims, prefer to buy locally

sourced products, or if Comvita’s products are displaced by other

products which address similar health issues more effectively and/

or at lower price.

Comvita provides its consumers with safe Mānuka honey, bee and

other natural health products that have scientifically proven health

benefits for certain ailments. Comvita’s world leading product

testing regime ensures product safety and efficacy, but there is a

risk of adverse health impacts to workers from the chemicals used

in testing and needs to be mitigated appropriately.

Comvita faces risks and opportunities from the physical and

transition related risks and opportunities from climate change.

Our business activities produce greenhouse gas (GHG) emissions,

which contribute to climate change. Our Mānuka forest planting

programme sequesters carbon, reducing the impact of the

operational GHG emissions and mitigating climate change.

Acting as guardians for and supporting bees may result in

increased bee populations and associated ecosystem benefits.

It can also create commercial apiculture opportunities for

disadvantaged communities.

Comvita directly impacts the health of our employees,

and subcontractors, through potential accidents and stress

at work, influenced by workloads and limitations of current

systems and processes.

Material impacts

Feedback and insights received during the

engagement process were integrated into the

materiality assessment process. We then assessed

the significance of impacts (impact materiality)

based on their severity and likelihood in accordance

with GRI. For the financial materiality, we considered

the size and likelihood of financial effect. The

assessment process provided Comvita with a list of

impacts in order of their significance, which were

clustered into material topics.

In FY25, we reviewed our material topics internally,

rescoring them to allow for updated stakeholder

perspectives, changes in external and internal

conditions, and revised risk assessments. When

prioritising our material topics, we applied a minimum

threshold of materiality to ensure that we focus on

the most significant impacts. This does not mean

that some of the other topics are not important, but

we were cognisant of the importance of focus in the

current challenging environment.

130131Annual Report | 2025Annual Report | 2025

• Sustainable financial performance prioritised
specifically as number one issue for business.

• Financial controls and governance added as a new

topic due to accounting irregularities in FY23 and

FY24.

The changes to the material topics for FY25 compared to FY24 are as follows:

Workers who are not employees

During FY25 we have had 106 workers who are

not employees doing work for Comvita. The most

common type was sales promoters (89) who are

contracted through an agency for regulatory reasons

in China. The remainder are independent contractors

or contracted through an agency and perform

consultancy, digital, design, administration, and

EMPLOYEE INFORMATION

Employees

Employee headcount as at 30 June 2025.

Diversity, equity and inclusion

Diversity Metrics

• Workforce culture and wellbeing separated

into workforce health, safety and wellbeing

and workforce culture and engagement given

importance of health and safety and current

business challenges and level of change.

• Supply chain – agricultural impacts, Māori

engagement and respect for te ao Māori, and

agriculture chemical emissions acknowledged as

important but were not in top 12 priorities for FY25.

Permanent employees

Total number of employees

Temporary employees

Non-guaranteed hours employees

Full-time employees

Part-time employees

By Gender

Male

473153320002192495

410137273002122045

601545004560

31200300

441149292002042235

324280012260

ANZFemaleASIAOtherNorth

America

EMEA

TotalHeadcountBy Region

Board – male

Board – female

Board – other1

Leadership Team – male

Leadership Team – female

Leadership Team – other23

Global employees – male

Global employees – female

Global employees – other23

Board – <30 years

Board – 30-50 years

Board – >50 years

Leadership Team – <30 years

Leadership Team – 30-50 years

Leadership Team – >50 years

Global employees – <30 years

Global employees – 30-50 years

Global employees – >50 years

Board

Leadership Team

Global employees – Asia24

Global employees – North America

Global employees – ANZ

Percentage diversity by gender

Percentage diversity by age group

Ratio of remuneration of women to men

Incidents of discrimination (#)

23 Other gender as specified by employees themselves. 24 Excludes commission-based retail.

6260

0

1:1

0

1:1

3840

1220

0.61:10.56.1

00

8880

0.72:1

0.59:1

0.99:1

0

0.60:1

0.42:1

1.03:1

0

4538

00

5562

4038

00

6062

62

0

1:1

38

12

0.69:1

0

88

0.72:1

0.52:1

0.93:1

0

60

0

40

50

0

50

333933

9107

676167

666360

000

2527

33

FY23FY24FY25

management support functions. The majority are

part time or full time, with two contracted for

a few months. The number communicated is based

on head count at the end of the reporting period.

There were no significant fluctuations in numbers

during the reporting period or compared to the

previous reporting period (FY24). 

132133Annual Report | 2025Annual Report | 2025

MEMBERSHIP ASSOCIATIONS
Unique Mānuka Factor Honey™ Association (UMFHA)

Apiculture New Zealand (APINZ)

Sustainable Business Council (SBC)

Mānuka Charitable Trust (Support through membership of working groups)

The New Zealand Chamber of Commerce in Hong Kong

The Chinese Manufacturers’ Association of Hong Kong

Hong Kong Retail Management Association

Quality Tourism Services Association

New Zealand Standards Organisation Working Group for ISO Bee Products

Standards (Jackie Evans, Chief Science Officer is member)

Name

New Zealand

New Zealand

New Zealand

New Zealand

New Zealand

Hong Kong

Hong Kong

Hong Kong

Hong Kong

Country

Comvita has reported in accordance with the Global Reporting Initiative (GRI) Standards for the period 1 July

2024 to 30 June 2025

GRI 1: Foundation 2021 has been used.

The applicable GRI Sector Standard is GRI 13: Agriculture, Aquaculture and Fishing Sectors 2022.

GRI CONTENT INDEX

GRI 2: General

Disclosures

2021

2-1 Organizational

details

2-2 Entities

included in the

organization’s

sustainability

reporting

2-3 Reporting

period, frequency,

and contact point

2-4 Restatements

of information

2-5 External

assurance

2-6 Activities,

value chain and

other business

relationships

2-7 Employees

2-8 Workers who

are not employees

2-9 Governance

structure and

composition

2-10 Nomination

and selection

of the highest

governance body

2-11 Chair of

the highest

governance body

Further detail is also provided more

generally throughout this report. There

have been no significant changes

compared to the previous reporting period.

Pages 3, 13,

105, 116-117, 148-149

Pages

3, 148

Page 3

Pages

123, 126

Page 13

Page 132

Page 132

Pages

106-107,

116-122

Pages

117, 121

Page 121

Corporate Governance and Statutory

Information at pages 105-108

Also refer www.comvita.co.nz/Investor.

Also refer www.comvita.co.nz/Investor,

Corporate Governance, Diversity and

Inclusion Policy

There have been no significant

restatements of historical information

apart from an optional restatement of

previous GHG inventories – refer page 31,

Climate Statement

LocationDisclosure

GRI Standard/

Other Source

Comments

GRI Sector

Standard

Ref. No.

GENERAL DISCLOSURES

Financial Statements

Climate Statement

134135Annual Report | 2025Annual Report | 2025

GRI 2: General
Disclosures

2021

continued

2-12 Role of the

highest governance

body in overseeing

the management

of impacts

2-24 Embedding

policy

commitments

2-25 Processes to

remediate negative

impacts

2-26 Mechanisms

for seeking advice

and raising

concerns

2-27 Compliance

with laws and

regulations

2-28 Membership

associations

2-29 Approach

to stakeholder

engagement

2-30 Collective

bargaining

agreements

2-13 Delegation of

responsibility for

managing impacts

2-14 Role of the

highest governance

body in sustainability

reporting

2-15 Conflicts of

interest

2-16 Communication

of critical concerns

2-17 Collective

knowledge of the

highest governance

body

2-18 Evaluation of

the performance

of the highest

governance policy

2-19 Remuneration

policies

2-20 Process

to determine

remuneration

2-21 Annual total

compensation ratio

2-22 Statement

on sustainable

development

strategy

2-23 Policy

commitments

Page 123

Page 123

Pages 13,

43-45,

51-53

Comvita has an appropriate suite of

high level and supporting policies to

ensure appropriate business conduct,

including Human Rights Policy. All

policies are approved by the Comvita

Board and published on www.comvita.

co.nz/investor under Corporate

Governance (apart from the Delegated

Authority Policy which is commercially

sensitive) and on myComvita, our

employee Sharepoint page.

Also refer www.comvita.co.nz/Investor,

Corporate Governance, Safety and

Performance Committee Charter.

Also refer www.comvita.co.nz/Investor,

Corporate Governance, Audit and Risk

Committee Charter and Safety and

Performance Committee Charter.

Pages

121-122

Page 134

Page 129

Key policies are covered in our new

employee induction programme and

our mandatory employee compliance

training programme. All policies have

a clear executive team owner and are

supported by more detailed processes as

appropriate. Standards for our broader

supply chain are managed through

supplier pre-screening and by setting

out requirements and expectations in

our supplier code of conduct and other

contractual provisions.

Comvita is committed to remediating

appropriately any negative impacts that

are linked with its business activities,

considering different stakeholder

interests. Comvita has published

contact details in all its markets which

can be used by customers and external

parties to lodge complaints. We also

have internal escalation processes and

regular anonymous staff surveys. Any

complaints are taken seriously and

escalated to the appropriate senior

manager for investigation, action, and

reporting. We are working on improving

our formal grievance process.

Refer above (2-25). Comvita has a

formal process set out in its Code of

Ethics and Speak Up Policy for seeking

advice and raising concerns about the

organisation’s business conduct.

There have been instances of non-

compliance with accounting standards

resulting in re-stated FY24 Financial

Statements (no fines or other non-

monetary sanctions incurred) – refer to

page 123 of the Financial Statements.

Comvita has had no further significant

instances of non-compliance with

laws and regulations during FY25, and

therefore no corresponding monetary

fines or sanctions.

No employees at Comvita are covered

by collective bargaining agreements.

Terms of employment are negotiated

with individual employees and set out in

an individual employment agreement.

Pages

121-122

Pages

121-122

Pages 117,

136-139

Pages

124-126

Page 120

Page 120

Page 123

No evaluation was completed during

FY25.

LocationLocationDisclosureDisclosure

GRI Standard/

Other Source

GRI Standard/

Other Source

CommentsComments

GRI Sector

Standard

Ref. No.

GRI Sector

Standard

Ref. No.

GENERAL DISCLOSURESGENERAL DISCLOSURES

136137Annual Report | 2025Annual Report | 2025

GRI 3: Material
Topics 2021

GRI 305:

Emissions 2016

NZ CS 1, 2

and 3

GRI 3: Material

Topics 2021

GRI 201:

Economic

Performance

2016

NZ CS 1, 2 and 3

GRI 3: Material

Topics 2021

GRI 3: Material

Topics 2021

GRI 101:

Biodiversity

2024

305-1 Direct

(Scope 1) GHG

emissions

3-3 Management

of material topics

201-2 Financial

implications and

other risks and

opportunities due

to climate change

3-3 Management

of material topics

Percentage of

production volume

certified to third-

party standard

Refer to Ecosystem restoration and services below.

Refer to Ecosystem restoration and services below.

305-2 Energy

indirect (Scope 2)

GHG emissions

305-4 Other

indirect (Scope 3)

GHG emissions

305-4 GHG

emissions intensity

305-5 Reduction

of GHG emissions

305-6 Emissions

of ozone-depleting

substances (ODS)

305-7 Nitrogen

oxides (NO2), sulfur

oxides (SO2), and

other significant air

emissions

GRI 3: Material

Topics 2021

GRI 3: Material

Topics 2021

GRI 3: Material

Topics 2021

GRI 3: Material

Topics 2021

GRI 416:

Customer Health

and Safety 2016

GRI 403:

Occupational

Health and

Safety 2018

GRI 201:

Economic

Performance

2016

3-1 Process to

determine material

topics

3-3 Management

of material topics

3-3 Management

of material topics

3-3 Management

of material topics

3-3 Management

of material topics

416-1 Assessment

of the health and

safety impacts

of product and

service categories

3-3 Management

of material topics

416-2 Incidents of

non-compliance

concerning

the health and

safety impacts

of products and

services

Also refer Health, safety and wellbeing

below.

Comvita has a comprehensive health and

safety management system supported by

appropriate risk management.

Air monitoring is regularly assessed to

monitor any potential risk exposure and

inform any improvements required.

Refer to Health, safety and wellbeing

below.

Nil

13.10.2

13.19.1

13.10.3

13.10.1

13.1.1

3-2 List of material

topics

201-1 Direct

economic value

generated and

distributed

3-3 Management

of material topics

Pages 19,

129-130

Pages

5, 51, 131

Pages 19,

51-53,

130-131

Climate

Statement

Page 19,

44, 130-131

N/A

Pages

5, 51

Page 51

N/A

N/A

Not applicable – Comvita does not produce

any ozone-depleting substances.

Not applicable – Comvita does not produce

any nitrogen oxides, sulfur oxides, or other

significant air emissions from its sites.

201-2 a.iii. Financial implications of the

risk or opportunity before action is taken –

Information unavailable – Comvita has not

yet completed detailed financial modelling on

this. Comvita plans to complete in line with

NZ CS timing requirements.

Comvita does not use any antibiotics for

treating its bees.

Not applicable. Comvita has implemented

its own Bee Welfare Code in absence of

third-party standard.

13.1.2

13.2.1

13.2.2

13.11.1

13.11.2

13.1.3

13.1.4

13.1.5

13.1.6

13.1.7

13.1.8

Pages 19,

25, 35-36,

129-132

Pages 19,

35, 39-40,

129-132

Pages 19,

51-53,

129-132

Pages

39-40,

130

Pages 19,

130-131

Pages 19,

129-132

LocationLocationDisclosureDisclosure

GRI Standard/

Other Source

GRI Standard/

Other Source

MATERIAL TOPICS DISCLOSURES

Sustainable financial performance

Consumer loyalty and trust

GHG emissions and climate change resilience

Bee health and wellbeing

CommentsComments

GRI Sector

Standard

Ref. No.

GRI Sector

Standard

Ref. No.

MATERIAL TOPICS

Climate Statement

Climate Statement

Pages

5, 51

Climate Statement

Pages

5, 51

Climate Statement

Financial Statements

Pages 19,

20-23,

129-132

Climate Statement

Climate Statement

Product efficacy and quality

138139Annual Report | 2025Annual Report | 2025

GRI 3: Material
Topics 2021

GRI 3: Material

Topics 2021

GRI 3: Material

Topics 2021

GRI 405: Diversity

and Equal

Opportunity 2016

GRI 406: Non-

discrimination

2016

GRI 403:

Occupation

Health and

Safety 2018

3-3 Management

of material topics

3-3 Management

of material topics

403-7 Prevention

and mitigation

of occupational

health and safety

impacts directly

linked by business

relationships

403-8 Workers

covered by an

occupational

health and safety

management

system

3-3 Management

of material topics

405-1 Diversity of

governance bodies

and employees

406-1 Incidents of

discrimination and

corrective actions

taken

405-2 Ratio of

basic salary and

remuneration of

women to men

403-1

Occupational

health and safety

management

system

403-2 Hazard

identification,

risk assessment,

and incident

investigation

403-3

Occupational

health services

403-4 Worker

participation,

consultation, and

communication

on occupational

health and safety

403-5 Worker

training on

occupational

health and safety

403-6 Promotion

of worker health

Page 19, 49,

130-131

Pages 19,

47-48,

130-131

Page 47

Page 47

Page 49

Pages

49, 133

Page 133

Page 47

Page 47

Page 47

Comvita has 10 material risks which are

formally reviewed on a 2 yearly cycle.

Controls to manage these risks are in

line with or better than best practice

guidance. Employees are involved in

the risk review process.

Included in risk management and contractor

management processes for Comvita.

Includes all employees.

There were no incidents of discrimination

during the reporting period, FY25.

There are no differences in employment

terms and approach to compensation

based on workers’ nationality or migrant

status. Employment terms vary by market

depending on local legislative requirements.

Comvita’s global health and safety

management system is legally compliant

with the Health and Safety at Work Act

2015. This system covers all our employees

and contractors globally and includes all

visitors who come on to our sites.

Hazards are identified through

comprehensive risk management and

health and safety event analysis, and are

managed in accordance with industry best

practice. Further controls are implemented

and monitored in accordance with our

incident management processes when

incidents occur. Comvita uses best practice

incident reporting and investigation

processes. We have a clear policy that

workers have the ability to stop or cease

any activity without consequence where

they feel their safety is at risk.

Comvita engages with a range of

consultants who provide occupational health

services, from annual health monitoring

and health checks to air monitoring and

respiratory fit testing services.

Comvita exceeds legal requirements for

worker engagement, representation and

participation. Our staff are involved in

health and safety processes at all levels.

Every operational team holds health and

safety meetings weekly, and our health and

safety committee meets every 2 months.

Our workers receive both external and

internal training on health and safety.

All staff receive regular allocations of

Comvita product. Weekly safety moments

(guidance) is provided to every operational

team to promote health to our workers.

Health and wellbeing is also promoted and

measured through our safety maturity

process. Psychosocial risk assessments

are conducted.

13.20.1

13.19.1

13.19.8

13.19.9

13.15.1

13.15.2

13.15.4

13.15.5

13.15.3

13.19.2

13.19.3

13.19.4

13.19.5

13.19.6

13.19.7

LocationLocationDisclosureDisclosure

GRI Standard/

Other Source

GRI Standard/

Other Source

CommentsComments

GRI Sector

Standard

Ref. No.

GRI Sector

Standard

Ref. No.

Workforce culture and engagement

Workforce health, safety, and wellbeing

140141Annual Report | 2025Annual Report | 2025

205-2
Communication

and training

about anti-

corruption policies

and procedures

205-3 Confirmed

incidents of

corruption and

actions taken

409-1 Operations

and suppliers at

significant risk for

incidents of forced

or compulsory

labour

3-3 Management

of material topics

408-1 Operations

and suppliers at

significant risk for

incidents of forced

or compulsory

labour

3-3 Management

of material topics

3-3 Management

of material topics

3-3 Management

of material topics

306-1 Waste

generation and

significant waste-

related impacts

306-2

Management of

significant waste-

related aspects

306-3 Waste

generated

306-4 Waste

diverted from

disposal

415-1 Political

contributions

Pages 19,

23, 131

Page 45

Pages 19,

45

Page 45

Pages 19,

45, 130-131

Pages 19,

40, 130-131

Pages 19,

52, 130-131

Page 52

Page 52

N/A

N/A

205-3 b. Number of employees dismissed

or disciplined cannot be confirmed due to

confidentiality constraints.

205-3 c. Number of incidents when

contracts with business partners

terminated or not reviewed cannot be

disclosed due to confidentiality constraints

around commercial sensitivities.

Comvita does not make any political

contributions directly or indirectly.

13.16.1

13.24.1

13.8.1

13.8.2

13.8.3

13.8.4

13.8.5

13.24.2

13.16.2

13.17.1

13.17.2

LocationDisclosure

GRI Standard/

Other Source

Comments

GRI Sector

Standard

Ref. No.

Ethical supply chain – respect for human rights

Workforce health, safety, and wellbeing (Continued)

Mānuka honey industry and policy leadership

Packaging circularity

GRI 3: Material

Topics 2021

GRI 3: Material

Topics 2021

GRI 3: Material

Topics 2021

GRI 306: Waste

2020

GRI 415: Public

Policy 2016

GRI 409: Forced

or Compulsory

Labour 2016

GRI 3: Material

Topics 2021

GRI 408: Child

Labour 2016

LocationDisclosure

GRI Standard/

Other Source

Comments

GRI Sector

Standard

Ref. No.

Information unavailable – We have to

rely on input information (as disclosed) to

estimate total end-of-life product waste

generated.

Information unavailable – We are not sure

how much of our end-of-life product waste

is recycled across all of our markets. We are

seeking to gain more accurate information

on recycling rates. Timing to be confirmed.

403-9 Work-

related injuries

403-10 Work

related ill health

205-1 Operations

assessed for

risks related to

corruption

GRI3: Material

Topics 2021

GRI 205: Anti-

corruption 2016

Page 47

Pages 19,

23, 130-131

Pages 19,

23, 131

There have been no fatalities or high-

consequence work-related injuries during

FY25. The work-related hazards that pose

a risk of high-consequence injuries in our

operations are the use of vehicles and mobile

plant. These hazards have been identified

through comprehensive risk assessment

and health and safety event analysis, and

are managed in accordance with industry

best practice. Manual handling was the

biggest contributor to our high-consequence

injuries during FY24. As a result, we have

implemented more mechanical aids for

manual handling, purchased cranes for lifting,

and contracted external providers for training.

Comvita does not engage a significant

number of contractors, and there are no

recordable injuries reported for our contractor

base in FY25. All numbers relate to Comvita

employees.

Comvita has not had any reported cases

of work-related ill-health during FY25.

Musculo-skeletal injuries are reported

as workplace injuries.

13.19.10

13.19.11

13.26

Anti-corruption

142143Annual Report | 2025Annual Report | 2025

101-2
Management

of biodiversity

impacts

101-3 Access and

benefit-sharing

101-4 Identification

of biodiversity

impacts

101-5 Locations

with biodiversity

impacts

101-6 Direct drivers

of biodiversity loss

101-7 Changes

to the state of

biodiversity

101-8 Ecosystem

services

Pages

52-53

N/A

Pages

52-53

Page 53

N/A

Page 53

Further work is required to mitigate our

negative impacts on biodiversity. We are

working on reducing the negative impacts

from purchasing sugar as supplementary bee

food during winter. Mānuka forest planning

supports the restoration of ecosystems, with

targets still in development. The geographical

location of our forests cannot be shared due

to confidentiality constraints – the size and

location described at total level rather than

by forest due to commercial sensitivities.

There are no specific regulations applicable

to Comvita’s Mānuka plantings.

Biodiversity impacts have been identified

through Comvita’s materiality assessment

process an our Honey in a Pot Life Cycle

Assessment (LCA), published 2022.

Confidentiality constraints – the size and

location described at total level rather than

by forest due to commercial sensitivities. None

of our hives, or owned or managed Mānuka

forests are in or near an ecologically sensitive

areas. The product with the most significant

potential impact on biodiversity is sugar cane

used in supplementary winter bee food. This

is purchased from a number of countries in

Asia and Brazil suppliers.

Disclosures not applicable – Comvita is not

directly involved in land conversion which

negatively impacts natural ecosystems.

Refer to details of positive land use

conversions through Mānuka plantings.

Not all information is available – piloting

scientifically robust data collection methods.

LocationDisclosure

GRI Standard/

Other Source

Comments

GRI Sector

Standard

Ref. No.

Packaging circularity (Continued)

GRI 13: Agriculture, aquaculture and fishing sectors 2022

LocationDisclosure

GRI Standard/

Other Source

Comments

GRI Sector

Standard

Ref. No.

Topic

13.4 Natural ecosystem

conversion

13.5 Soil health

13.6 Pesticides use

13.7 Water and effluents

13.9 Food security

13.10 Food safety

Not identified as material topic – Comvita is not involved in natural

ecosystem conversion. It’s ecosystem conversion consists of

converting pasture lands back to native Mānuka.

Not identified as material topic.

Not identified as a material topic – This was identified as a topic

but did not meet the FY25 materiality threshold. Pesticide use is

minimised for Olive and has dropped to negligible with no further

Mānuka planting.

Not identified as material topic – Comvita does not withdraw,

consume or discharge water for its Mānuka planting. Its material

impacts are in relation to the improvement in water quality

(supporting improved ecosystem health and biodiversity) from the

planting and management of Mānuka forests. Water for our olive

trees is supplied through our own dams.

Not identified as material topic – Comvita’s provides premium health

and wellness products not directly targeted at food production.

Not identified as a material topic – This was identified as a topic

but did not meet the FY25 materiality threshold. It obviously

is of incredible importance that our quality and safety standards

and maintained.

Explanation

TOPICS IN THE APPLICATION GRI SECTOR STANDARDS DETERMINED AS NOT MATERIAL

301-1 Materials

used by weight or

volume

301-2 Recycled

input materials

used

301-3 Reclaimed

products and

their packaging

materials

306-5 Waste

directed to

disposal

Page 52

Page 52

N/A

N/A13.8.6

GRI 301:

Materials 2016

Information unavailable – We are not sure

how much of our end-of-life product waste

is recycled across all of our markets. We are

seeking to gain more accurate information

on recycling rates. Timing to be confirmed.

Information unavailable – Cannot be

sourced for every item of packaging and

in every market. Timing to be confirmed.

3-3 Management

of material topics

101-1 Policies to

halt and reverse

biodiversity loss

Pages 19,

52-53,

130-131

Pages

52-53

13.3 (GRI 101

supersedes

GRI 304

Ecosystem restoration and services

GRI 3: Material

Topics 2021

GRI 101:

Biodiversity

2024

Comvita’s policies do not yet specifically

comply with the Global Biodiversity

Framework. Through its direct activities

including apiary management and Mānuka

forest planting, Comvita is seeking to

enhance biodiversity, with improvements

supported through robust scientific data.

As part of our supplier due diligence and

management, we are seeking to reduce

negative impacts on biodiversity.

144145Annual Report | 2025Annual Report | 2025

LocationDisclosure
GRI Standard/

Other Source

Comments

GRI Sector

Standard

Ref. No.

GRI 13: Agriculture, aquaculture and fishing sectors 2022 (Continued)

13.18 Freedom of association and

collective bargaining

13.12 Local communities

13.13 Land and resource rights

13.14 Rights of indigenous peoples

13.21 Living income and living wage

13.22 Economic inclusion

13.23 Supply chain traceability

13.25 Anti-competitive behaviour

Not identified as material topic – While there are no restrictions on

freedom of association and collective bargaining, Comvita chooses

to enter into individual employment agreements with its employees.

Not identified as a material topic – This was identified as a topic

but did not meet the FY25 materiality threshold. Through Mānuka

honey production, Mānuka forest stewardship and supporting

activities, Comvita continues to provide economic opportunities

for rural communities.

Not identified as material topic – Comvita’s access to land is

through private landowner relationships and we do not utilise

public land and resources.

Not identified as a material topic – This was identified as a topic

but did not meet the FY25 materiality threshold. Comvita continues

to work with Tapuika, the mana whenua of our head office in

Paengaroa, and also supports the Manuka Charitable Trust in

its efforts to protect Mānuka and the Mānuka honey brand.

Not identified as a material topic – This was identified as a topic

but did not meet the FY25 materiality threshold. Comvita has not

made a formal commitment to pay a living wage but previous

analysis indicates it meets these thresholds in its different markets.

Not identified as material topics. Comvita’s activities support the

economic inclusion of struggling rural communities.

Not identified as material topic – This was identified as a topic

but did not meet the FY25 materiality threshold.

Not identified as material topic – This was identified as a topic

but did not meet the FY25 materiality threshold.

146147Annual Report | 2025Annual Report | 2025

14. Directory
Directors

COMVITA BOARD OF DIRECTORS

Bridget Coates

Guangping Zhu

Michael Sang

Robert Major

Yawen Wu

Banker

WESTPAC NEW ZEALAND

Level 8

16 Takutai Square

PO Box 934

Auckland 1140

ANZ BANK NEW ZEALAND

ANZ Centre

23-29 Albert Street

Auckland 1010

Registered Office

COMVITA LIMITED

23 Wilson Road South

Paengaroa

Private Bag 1, Te Puke 3153

Bay of Plenty, New Zealand

Phone +64 7 533 1426

Freephone 0800 504 959

Email investor.relations@comvita.com

www.comvita.com

Auditors

KPMG TAURANGA

Level 2

247 Cameron Road

PO Box 110

Tauranga 3140

Solicitor

SIMPSON GRIERSON

27/88 Shortland St

Auckland CBD

Auckland 1010

Share Registry

MUFG INVESTOR SERVICES

Level 30

PwC Tower

15 Customs Street West

Auckland 1010

MORE DETAILSOUR OFFICES

Published September 2025

Aotearoa, New Zealand

COMVITA NEW ZEALAND LIMITED

23 Wilson Road South Paengaroa

Private Bag 1, Te Puke 3153

Bay of Plenty, Aotearoa New Zealand

Phone +64 7 533 1426

Freephone 0800 504 959

info@comvita.com

Malaysia

COMVITA MALAYSIA SDN.BHD.

Business Suite 19A-24-3

Level 24 UOA Centre,

19 Jalan Pinang, Kuala Lumpur

Phone: +60 166558966

hello.my@comvitasea.com

Korea

COMVITA KOREA CO. LIMITED

18F Gwanghwamun Building

149 Sejong-daero, Jongno-gu

Seoul (03186), Korea

Phone +82 2 2631 0041

service.korea@comvita.com

Japan

COMVITA JAPAN K.K.

3-27-15-2A Jingumae

Shibuya-ku, Tokyo 150-0001

Phone 03-6805-4780

info@comvita-jpn.com

China

COMVITA FOOD (CHINA) LIMITED

Room 2501 – 2502, Block A Xinhao E Du, No 7018

Caitian Road, Futian District Shenzhen 518120,

Guangdong, China

Phone +86 755 8366 1958

comvita@comvita.com.cn

Hong Kong SAR

COMVITA HK LIMITED

Room 804A-805A

Empire Centre

68 Mody Road ETST

Hong Kong SAR

Phone +852 2562 2335

cs@comvita.com.hk

Singapore

COMVITA SINGAPORE PTE LIMITED

WCEGA Tower, #29-75

21 Bukit Batok Crescent,

Singapore 658065

Tel: +65 6810 2930

hello.sg@comvitasea.com

North America

COMVITA USA, INC.

506 Chapala Street

Santa Barbara, CA 93101

United States

Phone +1 855 449 2201

hello@comvita.com

Australia

COMVITA AUSTRALIA PTY LIMITED

Office No. 34. Level One

1024 Ann Street, Fortitude

Valley, QLD, 4006, Australia

Freephone 1800 466 392

info@comvita.com.au

148149Annual Report | 2025Annual Report | 2025

WWW.COMVITA.COM
ANNUAL REPORT

2025

---

COMVITA LIMITED
FOR THE YEAR ENDED 30 JUNE 2025

Climate

Statement

2 Climate Statement 2025
Reporting Entity

This Climate Statement includes Comvita Limited,

the parent company with its registered office in

New Zealand, and all its subsidiaries. The scope of

the reporting entity and reporting period are

aligned with that used for Comvita’s FY25 Financial

Statements. This Climate Statement, our Financial

Statements and the Annual Report are available

at Comvita.co.nz/investor


Any reference to dollars ($) in this

Climate Statement refers to New Zealand dollars.

Statement of Compliance


This Climate Statement has been prepared in

accordance with, and complies with, the

Aotearoa New Zealand Climate Standards

(NZ CS).

In preparing our Climate Statement for FY25,

Comvita Limited has elected to use Adoption

provision 2: Anticipated financial impacts set

out in NZ CS 2.

Date Published

This report was published on 18 September 2025.

Enquiries

For any questions or comments regarding this

Climate Statement, please contact

info@comvita.com

COMVITA is a climate-reporting entity under the Financial

Markets Conduct Act 2013. This Comvita Climate Statement

(Climate Statement) is Comvita’s second Climate-related

Disclosure.

DISCLAIMER:

This Climate Statement is a summary of Comvita’s assessment

of future climate-related risks and opportunities, and its resulting

strategy. It is intended to inform readers about Comvita’s current

business model and strategy in relation to climate-related risks and

opportunities. It should not be interpreted as an offer of interests in

financial products or as capital growth, earnings or any other legal,

financial, tax or other advice or guidance for investors and other primary

users or any other reader. Apart from the Greenhouse Gas Inventory

contained in the metrics and targets section of this CRD (which is

subject to limited assurance over all Scopes), the information in this

CRD has not been independently assured.

This CRD contains forward-looking statements and information,

including climate-related scenarios, climate-related risks and

opportunities, projections, metrics, targets, estimates, and assumptions

about future climate-related conditions, which are based on current

views and assumptions of Comvita which may be subject to change.

While this CRD reflects Comvita’s best current estimate and current

understanding of future climate-related events, risks, opportunities,

impacts and strategies as at the date of publication, actual future

outcomes and results are likely to differ from the forward-looking

statements in this CRD.

Forward-looking statements are not facts, but rather estimates and

judgements regarding possible future actions, events and results

that are based on current estimates and strategies, developed using

methodologies currently considered by Comvita to be the most suitable.

They are necessarily subject to risks, limitations, uncertainties and/or

assumptions and change.

No forward-looking statements, or other information presented in this

CRD that is based on estimates, assumptions, or judgements, should be

taken as a guarantee of future outcomes or performance on the part of

Comvita. In particular, actual results, outcomes, risks and opportunities

may materially differ from those which have been described in this

CRD due to various factors such as socioeconomic and macroeconomic

trends, climate change, customer behaviour, policy, legislative and

regulatory change, geopolitical risk and events, and other events or

conditions that are unforeseen as at the date of publishing this CRD.

Comvita has sought to provide accurate and correct disclosures as

at the date of publication (including all relevant material information

as at the date of publication that could reasonably be expected to

influence decisions that primary users make on the basis of this CRD)

but cautions readers not to place undue reliance on the forward-looking

information presented in this CRD.

Given the novel and developing nature of the information contained

in this CRD, as well as the inherent uncertainty of the subject matter,

“accurate and correct” does not entail certainty of outcome. It means

that Comvita has undertaken appropriate measures and implemented

adequate controls such that the information presented is believed to

be free from material error or misstatement and is otherwise fairly

presented.

To the greatest extent possible under New Zealand law, Comvita

expressly disclaims all liability for any direct, indirect, or consequential

loss or damage arising directly or indirectly out of the use of or inability

to use, or the information contained within, this report.

3 Climate Statement 20252
CONTENTS

1. Overview

1.1 Message from Chair and Chief Executive Officer 05

2. Our Strategy

2.1 Comvita’s Business Model and Strategy 06

2.2 Comvita’s Scenario Analysis 07

2.3 Comvita’s Climate-related Risks and Opportunities 11

2.4 Transition Plan Aspects of Comvita’s Strategy 16

3. Our Metrics and Targets

3.1 GHG Preparation, Metrics, Targets And Assurance 21

3.2 Other Metrics And Targets 24


4. Risk Management at Comvita

4.1 Climate-Related Risk Management 25

4.2 Risk Management Integration 26

5. Governance at Comvita

5.1 Integrated Governance 27

5.2 Board Oversight 28

5.3 Management’s Role 29

6. Appendices

6.1 Scenario Architecture 30

6.2 NZ CS Additional Content Index 31

6.3 KPMG Independent Assurance Report 32

4 Climate Statement 2025
GREENHOUSE GAS INVENTORY

SECTION ONE

CLIMATE STATEMENT

OVERVIEW

5 Climate Statement 2025
OVERVIEW

GREENHOUSE GAS INVENTORY

SECTION ONE

CLIMATE STATEMENT

OVERVIEW

SECTION ONE:

Comvita’s purpose has always been to provide natural

products to improve the health of the community. In

2025, as we celebrate our 50th birthday, this remains

at the core of who we are.

Comvita’s production processes are not highly

intensive or transformative, but rather focused on

preserving and ensuring the efficacy of our natural

ingredients in their purest form. Our challenge is

to maintain the supply of these quality ingredients

to our markets, and reduce our carbon footprint in

doing so. Navigating this challenge through continued

adaptation in raw material sourcing, production and

logistics will help ensure long-term business resilience.

While our business relies on nature, we are also

playing a key role in Aotearoa New Zealand (NZ)

by helping with nature-based solutions to the twin

climate and biodiversity challenges facing the planet.

Having planted nearly 8 million native Mānuka

trees, these forests act as natural carbon sinks,

sequestering 131,228 tCO

2

e since 2017. Scientific

research has also validated biodiversity and other

nature-related benefits, such as improved water

quality, from our regeneration.

Our premium brand, supported by robust

sustainability credentials, is essential for accessing

markets and customers, and maintaining consumer

trust, resonance and demand. Our B Corp

certification, which recognises our high environmental

(including climate) and social standards, has been

instrumental in winning major new customers in the

United States, and supports our premium positioning

in China and other markets. Positioning ourselves as

climate and nature leaders, with appropriate external

validation, is important for our future economic

success.

As one of NZ’s leading “nature-based” solutions

companies, Comvita is focused on ensuring future

resilience and success by preparing itself for a future

that is increasingly impacted by climate change.

We have concentrated our efforts in FY25 around

starting to build a robust transition plan, while

remaining focused on other short-term challenges

currently facing the business. Through this work, and

helping support the wider NZ apiculture industry,

we can continue to deliver on our purpose. We can

seize the opportunities to support consumers health

globally, as they are increasingly impacted by climate-

related and other diseases and health conditions

COMVITA LIMITED CLIMATE STATEMENT

APPROVED BY:

For and on behalf of the Board of Directors:


Bridget Coates

Chair

28 August 2025

Our business model is inherently nature and climate

sensitive. As a global leader in natural health, we draw on our

understanding and expertise, built up over time, of nature’s

systems. We are constantly adapting to the changing natural

environment to optimise our trees and bees, and produce the

premium products Comvita is known for globally.

Michael Sang

Chair of Audit and Risk Committee

28 August 2025


Overview

6 Climate Statement 2025
Supply

We produce our

own ingredients and

source from trusted

suppliers. Our Mānuka

forests, apiaries and

olive trees enable us

to deliver the highest

quality ingredients

cost effectively.

Ingredients

We only select the

best health and

wellness ingredients

from nature and

carefully tend,

harvest and optimise

them to enhance

nature’s gifts.

Science

We use our expertise

in science to deeply

understand nature

and how it can

enhance our body’s

own natural health

system.

Products

The strength of our

brand, diversified

product offering,

and innovation help

deliver on our purpose

to nourish, protect,

restore and revitalise

our consumer’s health

and wellbeing.

Channels

To Market

Our consumers

experience and

understand

Comvita through

the selected

channels relevant

to their needs.

SECTION TWO:

2.1 Comvita’s Business

Model and Strategy

Comvita is the global market leader and brand in

Mānuka honey. We produce and market Mānuka

honey and other bee-related and olive leaf extract

natural health products. Our products are sold

in China, USA, Hong Kong, South Korea, Japan,

Singapore, Malaysia, Australia, New Zealand and

other markets in Europe and the Middle East.

Comvita’s unique business model spans from

Mānuka and olive forest development and apiary

management, to direct sales to consumers in

global markets. Our strengths in supply, science,

distribution, consumer understanding and

sustainability have enabled Comvita and our brand

to become recognised and trusted by our customers

and consumers globally for our premium quality

products that naturally improve people’s health and

wellbeing.

Our Strategy

Integral to Comvita’s premium brand

proposition and value are our strong

environmental and social credentials.

Working in harmony with nature

and our strong sustainability ethos

is integral to who Comvita is. Our

sustainability strategy is articulated

in our Harmony Plan, which is centred

around our purpose and sets out how we will leave

a lasting positive impact on our communities and

the environment. This commitment to our purpose

and considering the needs of all our stakeholders,

including the environment and climate, is recognised

by our B Corp certification. Challenging market and

industry dynamics have meant Comvita’s current

short-term strategic focus is on stabilising business

financial performance and returning to profitable

growth.

5. 4.

3.1. 2.

Key aspects of this strategy include:

1. Improve operational

efficiencies

Improve operational efficiencies

enabling cost reduction in

conjunction with sustainable

supply.

2. Maintaining and building

brand value

Maintaining and building brand

value through compelling marketing

communications and new product

innovation, delivering increased

consumer engagement and trust.

3. Optimising market positioning

Optimising market positioning

and channel profitability.

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGY

7 Climate Statement 20256
RISKS AND

OPPORTUNITIES

TRANSITION

STRATEGIC

INIATIVES

Changing consumer preferences &

customer & market requirements

Nectar & honey production

Damage to physical assets

Global distribution & logistics

Access to funding & insurance

Domestic response

to climate change

Weather-related health &

safety incidents, &

staff attraction & retention

Raw materials supply

(excluding internal honey)

Market leadership –

new product lines & reinforcing

brand differentiation


DRIVING FORCES

Changing consumer

preferences, expectations

& buying power

Customer & market

product requirements

Trade barriers

& carbon taxes

Changing weather

patterns

Severe weather events

Technological advances

Staff requirements &

expectations

Availability of finance &

insurance

Land use change

NZ government policies


Increase brand

recognition and trust as a

leader in sustainability

Preserve sustainable

supply of Mānuka and

other honey

Enhance supply chain

resilience

Carbon reduction

1

TRANSITION

STRATEGIC INIATIVES

DRIVING FORCES

3

4

5

3

6

7

8

9

10

2

1

2

3

4

2.2 Scenario Analysis Overview

Comvita’s climate scenarios were developed as

descriptions of what the future might look like

for our business with the impacts of climate-change.

They help us to identify our climate-related risks

and opportunities, and better understand the

resilience of our business model and strategy

to climate-related impacts. We asked ourselves

“how could climate change impact the supply of,

and demand for, quality honey and natural health

products to support the health of our global

consumers?”

Comvita developed its initial climate scenarios in

FY24. The NZ Agriculture Sector Climate Change

Scenarios were used as a starting point given the

nature of our business and Comvita’s participation

in the working group responsible for their

development. Adjustments were made to

consider the specific nature of our business

model, and specifically the breadth of our value

chain (from Mānuka and olive tree cultivation

to consumer offline and online stores), and our

product range.

The FY25 scenarios remain largely unchanged but

have been refined considering latest guidance,

primary user input, and supported by further

analysis and review for our industry and specific

business model. We considered information from

the more recently published Transport and Energy

Sector Climate Change Scenarios.




THE KEY CHANGES FOR FY25 INCLUDE:

• Ending the scenarios at 2050 – refer Strategy,

Climate-Related Risks and Opportunities, Time

Horizons section.

• Updated Global Temperature Outcomes to

reflect latest global warming science.

• Orderly and Timely scenario – emphasizing

rapid transition required by business and

acknowledging will still be significant physical

impacts even with an orderly transition.

• Disorderly and Delayed scenario – emphasizing

the significance of transition market access

transition risks after 2030 in key markets.


We will review the scenarios in future years as the latest

climate science and updated NZ sector-level scenario

analysis becomes available.

The following diagram is a summary of the linkages

between Comvita’s driving forces that were

considered in developing its scenarios, and its risks,

opportunities and transition plan strategic priorities

(covered in subsequent sections).

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGYOUR STRATEGY

How could climate impact the

supply of, and demand for, quality

Mānuka honey and natural health

products to support the health of

our global consumers?

TIME HORIZONS

Short-TermNext 12 months out to end of FY26

Medium-Term

2027- 2035

Long-Term2035- 2050


FRAMING OUR RISKS & OPPORTUNITIES

8 Climate Statement 2025
2.2 Scenario Narratives

SCENARIO 1 – ORDERLY & TIMELY

Global Temperature Outcomes

1.6

o

C by 2050 and 1.4

o

C by 2080-2100

Summary

A rapid, structured and consistent global transition to a net zero

economy requiring rapid business adjustment and decarbonisation.

Emission Reduction Pathways

Significant GHG reduction and transition to net zero by 2050.


Narrative : In the near-term the world shifts purposefully and

consistently towards pursuing net zero emissions and protecting

nature and biodiversity.

By around 2028, market regulations and customer requirements

increase dramatically, requiring businesses to be able to provide

lower carbon and sustainable products to ensure access to overseas

markets and sales channels. Consumers are increasingly focused on

health, wellbeing and conscious consumption. All these factors mean

there is increasing scrutiny on products shipped over great distances

from places like NZ and Australia. Those businesses who adapt early

maintain market access and enjoy a competitive advance. Those

who do not, particularly with high carbon footprints, struggle to

survive.

Tree health, honey and raw material production, and the operation

of supply chains, are increasingly impacted from 2035 by severe

weather events, causing wind, rain and fire damage and business

interruption. Poor production seasons become more frequent. By

the 2050s, due to the aggressive action, the climate does begin to

stabilise.

Technological improvements in genetic engineering, drones, artificial

intelligence, alternative fuel farm vehicles, automation and low

carbon shipping help support carbon reduction and adaptation to

the climate-related impacts.

Native (and exotic) tree planting is encouraged through government

policy and the NZ Emissions Trading Scheme. This, in conjunction

with other government policies, helps NZ and our businesses

successfully meet global commitments and requirements to

maintain access to key markets.


GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGY

9 Climate Statement 20258
SCENARIO 2 – DISORDERLY & DELAYED

Global Temperature Outcomes

2.0

o

C by 2050; 2.7

o

C by 2080

Summary

No initial change in policy, followed by dramatic global action as

major climate-related impacts are felt after 2030. This results in a

costly and disruptive transition for business and society. From the

mid-2030s, there are strict low carbon requirements for imports in

many global markets.

Emission Reduction Pathways

Emissions initially increase and nationally determined contributions

are not met. From 2030 actions result in slow declines in emissions.


Narrative: After a period of inaction, the major and cumulative

disruption and other impacts from severe weather events in the

early 2030s trigger an abrupt transition.

Sustainable lifestyles become mainstream with health, food

security, low carbon, and local production being key purchase

drivers. Businesses who cannot meet these requirements struggle

to survive. There is minimal tolerance for greenwashing and non-

compliance with standards. China, USA and other key markets

become increasingly protectionist, setting rigorous carbon and

sustainability-related standards for any imports. Requirements

vary between markets adding complexity. Stringent trade rules and

increasing costs mean only premium, sustainable products are viable

in global markets.

Significant changes in weather patterns impact nectar flows and

bee foraging patterns, and result in increases in pests and diseases.

The impacts are exacerbated by regions experiencing intense

rainfall, high winds and droughts on a frequency never experienced

before. Productivity is materially impacted by 2030, with a lot

more variability in seasons. Logistics are also regularly impacted by

damage to natural and physical assets. It is difficult to maintain a

constant supply of honey and other natural raw materials.

Operating, insurance and capital costs for nature-based industries,

which are significantly impacted by weather events, have

significantly increased and may become prohibitive in some areas.

Similarly, from the 2030s it becomes more difficult to attract

and retain staff in outdoor roles due to concerns around health

and safety. Government policy has not supported native forestry

planting and stewardship, meaning the focus is on conversion to,

and mass planting of, exotic species, at the expense of native forest

stewardship.

Technological progress was slow until after 2030, and then received

an increasing focus, with some countries accelerating faster than

others. This leads to major advances in sustainable production,

transport and genetic optimisation from the mid-2030s.

NZ’s size and remoteness means it struggles to access some of

these new technologies. The country struggles to invest at the scale

required to catch up internationally and we have been excluded from

some international trade collaborations put in place by 2040.


GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGYOUR STRATEGY

10 Climate Statement 2025
SCENARIO 3 – HOTHOUSE

Global Temperature Outcomes

2.5

o

C by 2050, 3.6

o

C by 2080

Summary

Short-term economic growth is prioritised, rather than reducing

climate change. Physical impacts from changing weather impacts

are dramatic and increasingly catastrophic, severely impacting

human life, food and energy supply. Adaptation to the physical

impacts is the priority but increasingly cost prohibitive.

Emission Reduction Pathways

GHG emissions continue to rise unabated.


Narrative: The consumption trends of the 2020s continued into the

medium- and long-term. There is increasing demand for health

foods, driven by population growth and the desire for consumers

to manage their own health, which may be negatively impacted

by climate change. Supply insecurity has led most consumers and

customers to place less emphasis on sustainability and traceability.

“Chemical” (non-natural) options are acceptable if efficacy and

supply are guaranteed.

Profound changes in warming, seasonality and other weather

conditions significantly impact honey and raw material production

from the mid-2030s. Further, storms, droughts, and other extreme

weather events cause havoc regularly in NZ and around the globe,

severely damaging natural and physical assets. Average hive

productivity drops significantly. Some regions become unviable

for honey production, while others become more appealing. Pests

are also a major issue. Logistics and energy systems often fail and

increasingly regions in NZ and overseas markets are cut off.

Key markets demonstrate increased nationalism and protectionist

policies. Supply disruptions, rising costs and geopolitical tensions

mean only a small number of premium export products are

viable and reach overseas markets. Managing consistent supply

is extremely challenging. Innovation is focused around increasing

productivity or adapting to the impacts of climate change. This has

driven advances in genetic engineering and artificial intelligence.

For some industries, regions and types of assets, accessing capital

and insurance has become prohibitive. Similarly attracting labour for

outdoor agriculture roles is difficult due to the increasing instances

of physical harm to workers.

NZ, like other governments, has prioritised food and energy supply

over managing environmental impacts. There is no support for

natural solutions such as planting trees. Recovery from major

extreme weather events, adaptation and building resilience is the

government priority, but costs are growing inexorably. Self-reliance

is important for agricultural businesses.


GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGY

11 Climate Statement 202510
2.3 Comvita’s Climate-Related

Risks and Opportunities

The table on the following page summarises

Comvita’s climate-related risks and opportunities,

their actual and potential impacts, and our

management response. We have identified

the risks, opportunities and impacts that we

consider are most likely to be material for our

business, now and into the future. For materiality,

quantitatively we have broadly aligned with

financial materiality, while also allowing for key

qualitative considerations, for example, product

quality impacts.

Climate-related risks and opportunities are an

input into our strategic and business planning, and

our capital and operational cost budgeting and

management through:

1. Our prioritised business risk management

mitigation activities;

2. The calculation of the estimated greenhouse gas

impact, with an associated notional cost/benefit

impact (noting capital investment is minimal at

this time); and

3. A consideration at a general level by our Board

and management as part of the requirement

in our Comvita constitution to consider the

interests of all stakeholders when making

decisions.

Time Horizons

The following definitions are used when describing

climate-related risks and opportunities. These time

horizons are largely similar to FY25, apart from the

Long-Term, which has been shortened.

TIME HORIZONS

Short-Term

Risk over the next 1-2 years, out to the

end of FY26, in-line with Comvita’s

current short-term focus.

Medium-Term

Risk within the time Horizon from

2027 to 2035 (FY27 to FY35), which

will include Comvita’s next longer-term

strategic planning cycle and any near-

term science-aligned carbon reduction

targets.

Long-Term

Risk from 2035 to 2050 (FY35 to

FY50) which aligns with the generally

accepted Mānuka tree productive

lifespan and including Comvita’s

long-term net zero ambition as it is

developed.


GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGYOUR STRATEGY

12 Climate Statement 2025
Comvita’s Climate-Related Risks & Opportunities

1

CHANGING CONSUMER PREFERENCES & CUSTOMER AND MARKET REQUIREMENTS

Summary: Challenges in meeting changing

consumer preferences for low carbon products

and customer specific requirements and complying

with diverse market regulatory requirements and

climate trade measures.

Risk & Opportunity Type Transition Risk

Value Chain Category

Products; Channels to Market

Risk Rating

Current Impacts: No FY25 events.

- Orderly – High

Anticipated Impacts: Reduced or increased

demand, market share and revenue; increased

product-related costs; brand reputation

damage or enhancement; impeded market

access; and increased legal risks.

Management Response: Brand and product

value proposition adjustment, and carbon

reduction.

- Disorderly – High

- Hothouse – Med

Anticipated Impacts

Time Horizon

Medium-Term

2

NECTAR & HONEY PRODUCTION

Summary: Climate change-induced alterations in

environmental conditions which impact Mānuka

flowering patterns, increase pests and pathogens,

and impact bee health and foraging patterns.

Risk & Opportunity Type

Physical Risk (Acute & Chronic)

Value Chain Category Supply

Risk Rating

Current Impacts: Climate impacts every

season. No specific events identified in FY25.

- Orderly – Med

Anticipated Impacts: Changes in honey

production yields and quality; increased

supply variability; and increased cost of

interventions to maintain bee health. All of

which could impact overall apiary profitability,

with possible increases in working capital

requirements to support cross-season

inventory management.

Management Response: Geographical

diversification & agility in hive management.

- Disorderly – High

- Hothouse – High

Anticipated Impacts

Time Horizon

Medium-Term

3

DAMAGE TO PHYSICAL ASSETS

Summary: Risk of damage to natural and built

assets from increasingly frequent major

climate-related events.

Risk & Opportunity Type Physical Risk (Acute)

Value Chain Category Supply Ingredients

Risk Rating

Current Impacts: No FY25 events.

- Orderly – Med

Anticipated Impacts: Damage leads to

revenue and product loss; increased repair

costs; additional costs to replace lost supply;

and potentially impaired assets.

Management Response: Asset resilience

review, monitoring, and planning.

- Disorderly – High

- Hothouse – High

Anticipated Impacts

Time Horizon

Medium-Term

4

GLOBAL DISTRIBUTION & LOGISTICS

Summary: Climate impacts related to flooding,

wind and wild fires (globally and locally) may

disrupt distribution networks, and alter distribution

conditions.

Risk & Opportunity Type

Physical Risk (Acute & Chronic)

Value Chain Category Channels to Markets

Risk Rating

Current Impacts: Customer credits for heat

damaged product $98,000

- Orderly – Med

Anticipated Impacts: Results in delays in

supply and damaged product; impacting

customer and consumer experience, increasing

costs, and impacting sales.

Management Response: Transport node

and route resilience reviews. Appropriate

adjustments to warehouse and transport

approaches.

- Disorderly – Med

- Hothouse – High

Anticipated Impacts

Time Horizon

Short-Term

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGY

13 Climate Statement 202512
5

ACCESS TO FUNDING & INSURANCE

Summary: Restrictions on access to affordable

capital and insurance due to increasing extreme

weather events, and if Comvita fails to meet

financial and insurance sector expectations

regarding management of climate-related risks.

Risk & Opportunity Type Transition Risk

Value Chain Category All Business

Risk Rating

Current Impacts: No adverse FY25 impacts –

premiums reduced.

- Orderly – Med

Anticipated Impacts: Impacts Comvita’s

funding and insurance costs; operational

resilience; and ability to invest and grow.

Management Response: Management of debt

levels, asset resilience, and carbon reduction.

- Disorderly – High

- Hothouse – High


6

DOMESTIC RESPONSE TO CLIMATE CHANGE

Summary: Market access challenges, returns

on investments, and asset values and costs are

unclear due to inconsistent government policies on

climate issues.

Risk & Opportunity Type

Transition Risk Opportunity

Value Chain Category All Business

Risk Rating

Current Impacts: No FY25 events.

- Orderly – Low

Anticipated Impacts: Hampers strategic

planning and investment decision-making to

manage operational performance and drive

future growth. Potential increased assets and

revenue from participation in NZ Emissions

Trading Scheme (ETS).

Management Response: Carbon reduction

and ETS participation.

- Disorderly – High

- Hothouse – Med

Anticipated Impacts

Time Horizon

Short-Term

7

WEATHER-RELATED HEALTH & SAFETY INCIDENTS, AND STAFF ATTRACTION & RETENTION

Summary: Extreme weather events and changing

conditions pose safety risks for workers at

Comvita’s sites. Staff’s perception of Comvita’s

climate change exposure and response may also

impact their willingness to work for Comvita.

Risk & Opportunity Type

Physical Risk (Acute) & Transition Risk

Value Chain Category

All Business but particularly Supply

Risk Rating

Current Impacts: No FY25 events.

- Orderly – Med

Anticipated Impacts: Affects staff attraction

and retention; increase health and safety

costs to protect staff; and elevate potential

liability risk.

Management Response: Health and safety

risk management. Carbon reduction.

Employee value proposition.

- Disorderly – Med

- Hothouse – High

Anticipated Impacts

Time Horizon

Medium-Term

8

RAW MATERIALS SUPPLY (EXCLUDING INTERNAL HONEY)

Summary: Climate hazards and variable weather

could reduce olive leaf production and yields, and

the supply and prices of other raw materials.

Risk & Opportunity Type

Physical Risk (Acute & Chronic)

Value Chain Category Supply Ingredients

Risk Rating

Current Impacts: No material FY25 events.

- Orderly – Med

Anticipated Impacts: Impacts revenue; costs;

and potentially leaving olive assets impaired.

Management Response: Adaptation of apiary

and olive management practices. Product

adjustments.

- Disorderly – High

- Hothouse – High

Anticipated Impacts

Time Horizon

Medium-Term

9

MARKET LEADERSHIP – NEW PRODUCT LINES & REINFORCING BRAND DIFFERENTIATION

Summary: Changes in climate result in increased

diseases and health issues, with corresponding

desire to improve health and wellbeing.

Risk & Opportunity Type Opportunity

Value Chain Category

Products; Channels to Market

Risk Rating

Current Impacts: No FY25 contribution.

- Orderly –High

Anticipated Impacts: Increases demand for

health and wellness products, particularly

those with credible sustainability credentials.

There may be increased revenue opportunities

from new product development and/or

extension of existing products.

Management Response: Brand and product

value proposition adjustment, particularly new

product development

- Disorderly – High

- Hothouse – Med

Anticipated Impacts

Time Horizon

Medium-Term


Anticipated Impacts Time Horizon Anticipated Impacts Time Horizon

Short-Term (Insurance)

Medium-Term (Funding)

1

CHANGING CONSUMER PREFERENCES & CUSTOMER AND MARKET REQUIREMENTS

Summary: Challenges in meeting changing

consumer preferences for low carbon products

and customer specific requirements and complying

with diverse market regulatory requirements and

climate trade measures.

Risk & Opportunity Type Transition Risk

Value Chain Category

Products; Channels to Market

Risk Rating

Current Impacts: No FY25 events.

- Orderly – High

Anticipated Impacts: Reduced or increased

demand, market share and revenue; increased

product-related costs; brand reputation

damage or enhancement; impeded market

access; and increased legal risks.

Management Response: Brand and product

value proposition adjustment, and carbon

reduction.

- Disorderly – High

- Hothouse – Med

Anticipated Impacts

Time Horizon

Medium-Term

2

NECTAR & HONEY PRODUCTION

Summary: Climate change-induced alterations in

environmental conditions which impact Mānuka

flowering patterns, increase pests and pathogens,

and impact bee health and foraging patterns.

Risk & Opportunity Type

Physical Risk (Acute & Chronic)

Value Chain Category Supply

Risk Rating

Current Impacts: Climate impacts every

season. No specific events identified in FY25.

- Orderly – Med

Anticipated Impacts: Changes in honey

production yields and quality; increased

supply variability; and increased cost of

interventions to maintain bee health. All of

which could impact overall apiary profitability,

with possible increases in working capital

requirements to support cross-season

inventory management.

Management Response: Geographical

diversification & agility in hive management.

- Disorderly – High

- Hothouse – High

Anticipated Impacts

Time Horizon

Medium-Term

3

DAMAGE TO PHYSICAL ASSETS

Summary: Risk of damage to natural and built

assets from increasingly frequent major

climate-related events.

Risk & Opportunity Type Physical Risk (Acute)

Value Chain Category Supply Ingredients

Risk Rating

Current Impacts: No FY25 events.

- Orderly – Med

Anticipated Impacts: Damage leads to

revenue and product loss; increased repair

costs; additional costs to replace lost supply;

and potentially impaired assets.

Management Response: Asset resilience

review, monitoring, and planning.

- Disorderly – High

- Hothouse – High

Anticipated Impacts

Time Horizon

Medium-Term

4

GLOBAL DISTRIBUTION & LOGISTICS

Summary: Climate impacts related to flooding,

wind and wild fires (globally and locally) may

disrupt distribution networks, and alter distribution

conditions.

Risk & Opportunity Type

Physical Risk (Acute & Chronic)

Value Chain Category Channels to Markets

Risk Rating

Current Impacts: Customer credits for heat

damaged product $98,000

- Orderly – Med

Anticipated Impacts: Results in delays in

supply and damaged product; impacting

customer and consumer experience, increasing

costs, and impacting sales.

Management Response: Transport node

and route resilience reviews. Appropriate

adjustments to warehouse and transport

approaches.

- Disorderly – Med

- Hothouse – High

Anticipated Impacts

Time Horizon

Short-Term

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGYOUR STRATEGY

14 Climate Statement 2025
Understanding the Impact of

Climate Variables on Honey Production

Honey supply resilience is a key risk for Comvita

in a future increasingly impacted by climate change.

Honey production relies on complex ecological

interactions between nectar availability and bees,

impacted in a variety of complex and uncertain ways

by climatic conditions. The following diagram explains

in more detail the linkages and resulting impacts.

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGY

TRANSMISSION CHANNELS – CLIMATE VARIABLES IMPACT ON HONEY PRODUCTION

HONEY PRODUCTION

Quantity

% Variation in Hive Yield

(kg per hive)

Quality

UMF or potential UMF


FINANCIAL STATEMENTS

Cost of Sales


Winter chilling

Spring rainfall

Summer air temperature

Summer dry days

Summer low wind days

Summer

evapotranspiration


1

4

5

3

6

2

ACUTE

Extreme wind speed

(damage to flowers)

Extreme precipitation

(washing out nectar)


7

8

HIVE HEALTH &

POPULATIONS

BEE FORAGING

NECTAR

AVAILABILITY


CHRONICACUTE

TRANSMISSION

CHANNELS

15 Climate Statement 202514
Comvita’s Geographic Locations for Climate-Related

Risks and Opportunities

The risk of physical damage to Comvita’s natural

and built assets, and the need to manage temporal

alignment in nectar flows and good bee harvesting

weather, are also key risks for Comvita. The

management of this risk through geographical

diversification and ensuring resilience of key assets is

highlighted in the diagram below.

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGYOUR STRATEGY

AUCKLAND

Mainfreight

Warehousing,

Māngere

Internal Warehouse &

Production Facility

Honey, other raw materials & packaging

Finished goods inventory

Buildings, plant & equipment

Computer hardware & vehicles

Finished goods inventory

Hive hardware

Plant & equipment

Mānuka trees, hive hardware & bees

• Central Plateau - 2 owned, 3 leased

• Whanganui – 7 leased

• Wairarapa – 1 owned, 3 leased

• Hawkes Bay – 3 leased

Hive hardware

Hive hardware & bees

External Warehouse Facility

Honey Extraction Facility

Apiary Branch

Comvita

Managed Forest

(indicative)

Comvita-Owned

Land & Forest

(indicative)

Hive Sites (indicative & seasonal)

COMVITA NZ NATURAL AND

BUILT PHYSICAL ASSETS

NORTHLAND

Comvita

Apiaries (Queen

Breeding) Taipa

TE AWAMUTU

Comvita

Extraction

& Apiaries

WHANGANUI

Comvita

Apiaries

CENTRAL

TAUPO

Comvita

Apiaries

PAENGAROA

Comvita Market

Support Centre

HASTINGS

Comvita Apiaries

WAIRARAPA

Comvita Apiaries

16 Climate Statement 2025
2025

2.4 Transition Plan Aspects of

Comvita’s Strategy

Comvita is focussed on successfully navigating the

impacts of climate-change to strengthen its position

as a world-leading natural health and wellness brand

from Aotearoa New Zealand (NZ). Building resilience

in our raw material supply, production and logistics,

and transitioning to becoming a low carbon business

is essential to achieving this goal.

Work is ongoing in developing Comvita’s broader

long-term strategy, and a greater emphasis on

transition planning will be integral as part of

achieving our future objectives. While we are currently

focussing on delivering short-term priorities to

stabilise and improve financial performance, we have

our eye, on the longer-term and are ensuring that we

move forward in the right direction to the extent that

is prudent given our current financial position. There is

significant alignment across our long-term objectives

and short-term priorities with our transition planning

strategic priorities.

The transition planning aspects within our current

strategy can be summarised as:

1 Preserve sustainable supply of Mānuka

and other honey.

2 Enhance supply chain resilience.

3 Increase brand recognition and trust as a

leader in sustainability.

4 Carbon reduction.

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGY

17 Climate Statement 202516
1. Preserve sustainable supply of Mānuka and other honey

Relevant risks and opportunities: Nectar and honey production, weather-related health and safety

incidents, and staff attraction and retention; access to funding and insurance

Comvita is focused on ensuring the ongoing availability of high quality UMF™ and other honeys

to include in its products. From our industry analysis, our assumption is that the Mānuka honey price will

remain depressed in the short- to medium-term, resulting in further industry contraction.

The current short-term surplus of Mānuka honey supply will be followed by a medium- to longer-term

tightening of supply.

a. Continuing geographical

diversification of Mānuka

forests and hive placement.

Comvita monitors the average kilograms per

hive and cost per kilogram of honey produced

at various levels of granularity and compared to

industry benchmarks. These metrics act as key

signals of apiary performance and triggers for

changes in hive deployment and management.

Comvita is also developing a clearer procurement

strategy to ensure future sustainable and

cost-effective supply. This will consider likely

increased future seasonal variability, while

balancing risks of internal supply and production

costs, external supply at market prices,

and raw material carrying costs.

Comvita is also considering the option,

in the medium-term, of increasingly utilising

other natural health ingredients in its product

offerings to supplement Mānuka honey,

should supply become materially constrained.

Key initiatives to support longer-term sustainable supply include:

In FY26 we plan to:

• Utilise new technology solutions for remote

hive load cells monitoring

• Increasingly utilise NIWA seasonal and

sub-seasonal forecast data and data from

regional weather stations to enhance hive

deployment and harvesting decisions

• Investigate adjustments to contractual

arrangements with landowners to allow

flexibility in hive placement as weather

patterns evolve within seasons.


c. Supporting the New Zealand

apiculture industry for a just

transition through our honey

procurement strategy that ensures

affordable and sustainable supply

from third party honey suppliers

and facilitates other initiatives

which help the wider industry

adapt and increase its resilience to

climate-related impacts over time.

b. Increasing agility in our hive

management during the short

harvest window, balancing

resource and cost. Given the scale

of our apiary operations, Comvita

has the ability to build flexibility

into hive placement within the

season. We are also looking to:

• leverage and increase our

understanding of the connected

and collective impact of changes

in climate variables on nectar

production and bee foraging;

• leverage improved seasonal

and more localised weather

forecasting technology for hive

placement planning; and

• manage hive asset and staff

health and safety risks from

extreme weather events.

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGYOUR STRATEGY

18 Climate Statement 2025
a. Increasing resilience of our

physical global supply chain,

focusing on the exposure of

key physical assets, namely

Paengaroa site (production

and storage of raw

materials) and third-party

logistics providers (3PLs),

particularly in China, Hong

Kong, other Asian markets,

and USA (storage of finished

products and logistics).

b. Ensuring resilience of

products in our global

logistics chain and making

sure our products are

protected to arrive in

premium condition to our

customers and consumers.

2. Enhance supply chain resilience

Relevant risks and opportunities: Damage to physical assets;

Global distribution and logistics; Weather-related health and

safety incidents, and staff attraction and retention;

Access to funding and insurance

Building resilience into our physical global supply chain and global

logistics is important to minimise business interruption and ensure

that we can still get products to our customers and consumers in

market. Being able to develop this is contingent on the availability

and cost effectiveness of alternative supply chain components that

have lower climate-related risk profiles.

Diversification of sales and logistics methods

across different markets helps mitigate

broader value chain risk.

Key signals being monitored to support this

strategic initiative are NIWA seasonal weather

forecasts, extreme weather events and patterns

in key locations, insurance availability and

cost, product write-off costs, and other trade

protection mechanisms in our markets.

Key initiatives to enhance supply chain resilience include:

In FY26 we plan to:

• Complete a logistics resilience review -

refreshing our resilience assessment for our

Paengaroa site and completing resilience

assessments for our 3PLs and Te Awamutu

extraction plant.

• Completing a global logistics assessment to

better understand risks of product damage from

more extreme temperatures. We have already

started shipping some product in refrigerated

containers during higher risk periods.


GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGY

19 Climate Statement 202518
In FY26 we plan to:

• Strengthen our global and regional

new product development pipeline.

• Develop enhanced marketing plans

with sustainability messaging.

• Complete our B Corp recertification

and/or other appropriate claim validation.


3. Increase brand recognition and trust as a leader in

sustainability

Relevant risks and opportunities: Changing consumer preferences

and customer and market requirements; Market leadership – new

product lines and reinforcing brand differentiation. Many of the

activities also support staff attraction and retention.

Protecting and enhancing our access to our key markets and

customers is critical for Comvita’s future success. We are also

focusing on how we can leverage the opportunity to better meet

consumer’s future health and wellness needs and sustainability

expectations, which are likely to be increasingly impacted by

climate change directly and indirectly over time.

a. Increased innovation

targeting evolving health

and wellness needs, which

aligns with our broader

business short-term focus to

use innovation to build brand

engagement and increase

sales. This innovation includes

regional-led new product

development. We also have

a related objective to extract

more value from Mānuka

honey, which we believe will

become supply-constrained

over medium-

to longer-term.

b. Building and amplifying our

sustainability credentials

to ensure we meet market,

customer and consumer

requirements and

expectations. By integrating

our sustainability credentials,

we create a stronger

product (and employee)

value proposition. To deliver

this we will leverage our

Harmony Plan as a key

communication tool, seek

credible external validation

of our low carbon and

environmental credentials

(for example, B Corp), and

strengthen our marketing

communications. Our work

in carbon reduction also

supports this initiative.

Market and customer requirements are

key signals that we monitor to protect our

market, channel and customer access. We

track consumer sentiment, research insights,

and packaging technological advances.

The awareness and credibility of external

certifications in our key markets is also

important.

Key initiatives to support longer-term sustainable supply include:

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGYOUR STRATEGY

20 Climate Statement 2025
4. Carbon reduction

Relevant risks and opportunities: Changing consumer

preferences and customer and market requirements;

Domestic response to climate change; access to

funding and insurance.

Transitioning to becoming a lower carbon business is

not only likely to be a key criterion for future market

and funding access for Comvita, it is also part of our

collective responsibility to support our life on earth.

Key initiatives to reduce support reducing our carbon

footprint include:

a. Reduction of gross greenhouse gas (GHG)

emissions in line with science, with targets

validated by the Science Based Targets initiative.

To achieve such reductions, Comvita will be

focusing on:

i. Decarbonising mobile transport, particularly

for apiaries through driver training, logistic

optimisation and phased electrification of

fleet over medium-term.

ii. Improving factory energy efficiency and

electrification.

ii. Leveraging renewable electricity and solar

opportunities.

iv. Implementing external honey supplier

engagement targets to support measurement

and reduction of GHG emissions, sharing

learnings and improvement opportunities

with broader industry.

v. Supporting and implementing other key

supplier engagement targets to measure

and reduce GHG emissions.

vi. Improving circularity of packaging and sales

and operations planning processes to reduce

carbon and environmental impact from

product production, logistics and end-of-life

disposal.

b. Capitalising on Mānuka forest removals –

Increase native forest carbon sinks, building

assets and generating revenue from the sale of

NZ Emissions Trading Scheme (ETS) NZ Units

(NZUs) earned through owned and managed

Mānuka forests, while acting as stewards for

naturally regenerating Mānuka.

Assumptions relevant to the achievement of the

above include New Zealand government policy in

relation to the NZ ETS operation and evolving best

practice around carbon reduction setting. Comvita’s

ability to achieve its carbon reduction targets will

depend on the availability of low-carbon transport

technologies, for example, farm utility vehicles with

the appropriate functionality to support Apiary

business, and low-carbon shipping.

In FY26 we plan to:

• Improve apiary driver efficiency and

logistics planning.

• Complete an energy efficiency audit

at Paengaroa site.

• Increase supplier analysis and

engagement, supporting this with

stronger global procurement processes

and guidance.


Comvita will continue to monitor its own GHG

emissions and progress against targets, the value

of NZ ETS NZUs, and technological and guidance

developments. Comvita is aware that future

investment will be required in the next few years to

achieve our near-term carbon reduction targets and

we are considering how to appropriately phase this.

GREENHOUSE GAS INVENTORY

SECTION TWO

CLIMATE STATEMENT

OUR STRATEGY

21 Climate Statement 202520
SECTION THREE:

Our Metrics

and Targets

3.1 GHG Preparation, Metrics,

Targets and Assurance

GHG Inventory Basis of Preparation

Comvita’s GHG inventory has been prepared in

accordance with:

• Aotearoa New Zealand Climate

Standards (NZ CS)

• Greenhouse Gas Protocol: A Corporate

Accounting and Reporting Standard, 2004.

• Greenhouse Gas Protocol: Corporate Value

Chain (Scope 3) Accounting and Reporting

Standard, 2011.

The following guidance documents are also used

in the preparation of the GHG Inventory:

• Greenhouse Gas Protocol: Agricultural

Guidance Interpreting the Corporate

Accounting and Reporting Standard for

the Agricultural Sector, 2014.

• Greenhouse Gas Protocol: Scope 2 Guidance, 2015.

• Greenhouse Gas Protocol: Technical Guidance for

Calculating Scope 3 Emissions, 2013.

• Greenhouse Gas Protocol: Land Sector

and Removals Guidance, 2022 (Draft).

Comvita takes an operational control approach.

This means that 100% of the GHG emissions from

operations over which Comvita has control in the

relevant financial year


are included.

The only emissions excluded in most cases are those

from external warehousing due to being de minimis.

There are no significant changes

1

that meet the

threshold to require a mandatory recalculation and

restatement of the base year FY22 or subsequent

financial years. However, Comvita has chosen to

update the FY22, FY23 and FY24 GHG Inventories to

allow for the impact of FY24 accounting irregularities

on Singapore emissions, several minor emission

calculation corrections, and improved Mānuka forest

removal data obtained through the ETS registration

process.

Further detail on the GHG Inventory basis of

preparation to meet the requirements of NZ CS

and GHG Protocol, including the source of emission

factors and the global warming potential (GWP)

rates used and explanations for GHG emissions

restatements are included in Comvita’s GHG

Inventory Report FY25. Refer to Section Six:

Appendices, 6.2 NZ CS Additional Content Index.

GHG Metrics

Comvita’s global gross GHG emissions are

summarised in the table below. These include

FLAG and Energy / Industry (non-FLAG) emissions.

Comvita’s GHG inventory reporting includes removals

from the Mānuka forests it has planted.

• Removals from forests that are within Comvita’s

operational control and not registered under the

ETS are netted off gross emissions for the Net

GHG Emissions position, in accordance with GHG

Protocol Guidance.

• Comvita separately reports on estimated removals

associated with NZ ETS NZUs it earns itself or

has enabled for other landowners from forests

registered in the ETS.

Further detail on Comvita’s GHG inventory results

and supporting information can be found in

Comvita’s GHG Inventory Report FY25.

1

A significant change is described as >±5% of the total inventory.

GREENHOUSE GAS INVENTORY

SECTION THREE

CLIMATE STATEMENT

OUR METRICS AND TARGETSOUR STRATEGY

22 Climate Statement 2025
GLOBAL GHG EMISSIONS tCO

2

eTREND

FY22

5

FY23

5

FY24

5

FY25

5

% Change

FY25 vs.

FY22

GHG EMISSIONS AND REMOVALS

S1 Direct Emissions

1,0211,113 1,068 855 (16%)

S2 Indirect Indirect Emissions (Location-Based)

429349 308

391

(9%)

S3 Other Indirect Emissions

31,04233,953 25,004 18,188 (41%)

Total Gross Emissions All Scopes

(excluding Optional & Biogenic)

32,49235,415 26,380

19,434

(40%)

Optional Reporting

2

108177 79 1177%

Total Removals (Removals + Biogenic)(4,244)(5,775)(1,508) (1,502) (65%)

Net GHG Emissions (excluding Optional)

28,24829,640 24,872 17,932 (37%)

Comvita-Owned NZ ETS NZUs

3

(497)(743)(3,671)(4,874)(881%)

Adjusted Net GHG Emissions including

Comvita NZUs

27,75128,897 21,199 13,056 (53%)

Enabled NZ ETS NZUs

4

(1,622)(2,601)(10,396) (13,750) (748%)

Adjusted Net GHG Emissions including

Comvita and Other NZUs

26,13026,297 10,803 (694) (103%)

GHG EMISSIONS INTENSITY

Total Revenue NZD000

208,909231,448200,683192,428

Gross GHG Emissions Kg CO

2

e per NZD1 of revenue

0.1560.1530.1310.101(35%)


2

Optional reporting includes S3C6 Business Travel -hotel stays and S3C7

Employee commuting working from home. Optional reporting must not be

included in


science-based GHG reduction targets, so is separated from the

main categories.

3

Estimated annual NZUs accrued to Comvita from Comvita owned land

and other landowners.

Percentage of Total GHG

Emissions by Scope

Scope 1

Scope 2

Percentage

by Scopes

9

4

%

Scope 3




4

%



Removals

Scope 3

Scope 1

Scope 2

Comvita’s Global

GHG Emissions

and Removals

5

FY25


tCO

2

e

FY22

tCO

2

e

(4,299)

1,021

429

31,042

FY23

tCO

2

e

(5,782)

1,113

349

33,953

FY24

tCO

2

e

308

25,004

(1,535)

1,068

18,188

391

855

(1,521)

FY25

tCO

2

e

GREENHOUSE GAS INVENTORY

SECTION THREE

CLIMATE STATEMENT

OUR METRICS AND TARGETS

4

Estimated annual NZUs accrued to other landowners from Comvita plantings

5

FY25 and FY24 Total Gross Emissions All Scopes and Total Removals (Carbon

sequestration due to land use change and Biofuel Combustion) were subject to

limitedassurance by KPMG. Refer to Comvita’s published FY23 and FY22 GHG

Inventory Reports for the details of the limited assurance provided by Deloitte

Limited for these previous reporting periods.

23 Climate Statement 202522
GHG Targets

Comvita has set a science-aligned long-term GHG

reduction objective of achieving net zero by 2050 and

near-term gross emissions reduction targets for 2030

from a base year of 2022 of:

• 42% for Scope 1 and 2 emissions; and

• 42% for Scope 3 emissions from purchased goods

and services.

Based on guidance published by the Science-Based

Targets initiative (SBTi), we believe these reductions

are in line with the Paris Agreement goals to pursue

efforts to limit the temperature increase to 1.5

o

C

above pre-industrial levels. If Comvita is required to

set a Forestry, Land and Agriculture (FLAG) SBTi

target, then the reduction targets would be 30% for

FLAG-related emissions.

Comvita is working towards having its targets

independently validated by SBTi. We are considering

the best timing for such validation given:

• further analysis required of our Forestry, Land

and Agriculture (FLAG) emissions and whether we

need to set separate FLAG targets;

• current uncertainties around evolving guidance

for carbon reduction target setting; and

• the costs associated with independent validation

of targets and for any subsequent updates to

these targets.

Comvita’s total gross emissions for FY25 were 19,434

tCO

2

e. This was a 26% decrease from FY24 and a

40% decrease from FY22 (Base Year). Net emissions

were down 28% from FY24 to FY25. Our emissions

intensity per NZD1 of revenue decreased by 22%.

While the reduction in absolute gross emissions is

significant, this is largely attributable to reduced

production and spend on non-production activities in

FY25. The emissions intensity improvement is largely

due to surplus raw and finished goods inventory

from previous years, resulting in lower production

requirements to meet FY25 sales demand.

We acknowledge that further work is required to

ensure GHG reduction is sustained as the business

recovers and sales, production and non-production

activity increase in the future. However, some of the

improvements and changes made this year will deliver

ongoing emissions reduction beyond FY25:

1. Scope 1 Direct Emissions - Rationalisation of

apiary branches and associated staff and logistics

efficiency improvements have materially reduced

emissions from apiary fuel even though hives

managed and production increased in FY25. Sale

of the Wivenhoe olive farm, which is surplus to

meeting olive leaf demand requirements, further

reduced petrol and diesel emissions. There are

further opportunities for efficiency improvements.

2. Scope 3 Purchased Goods and Services – Raw

Honey Purchases – The reduction in FY25 honey

purchases accounted for 28% of total Scope 3

emissions reduction. Less honey was required in

FY25 due to lower sales and the carry-over of

excess inventory from FY24. However, our revised

procurement strategy means we will better

match supply with demand in the future, and this

combined with increased internal production and

improved supplier engagement over time, should

support more stable and lower emissions versus

historical averages going forward.

3. Scope 3 Purchased Goods and Services – Non-

Production Spend – We expect to be able to retain

some of the absolute reduction and intensity

improvements from improved spend efficiencies

on services such as marketing and IT consultancy

moving forward, as well as continuing to work on

improved supplier specific emission factors.

Comvita is committed to prioritising gross GHG

emissions reduction in the first instance. We do not

plan at this stage to purchase external carbon credits

to be used as offsets to achieve our near-term carbon

reduction targets. However, we note that some

emissions may be difficult to abate, depending on the

availability of appropriate technologies, for example,

low carbon transport options. High quality certified

carbon credits may need to be considered to offset

emissions in hard-to-abate emission areas in the

medium-term.

GHG Assurance

Comvita engaged KPMG to undertake limited

assurance over Scope 1, 2 and 3 GHG emissions

and removals included in the GHG for FY25.

Such assurance is explained further in the KPMG

Independent Assurance Report included at the end of

this Climate Statement.

6

Comvita’s FY25 and FY24 Removals have been subject to limited assurance

by KPMG. Refer to Comvita’s published FY23 and FY22 GHG Inventory

Reports for the details of the limited assurance provided by Deloitte

Limited for these previous reporting periods.

FY22

1,327

2,949

15,946

78,27993,544

332

829

5,550

85,57888,360

1,572

5,245

Pre FY22FY23FY24

tCO

2

e

Comvita’s Cumulative

Carbon Removals Since

Establishment

Cumulative

NZUs accrued

to Comvita

7

Removals

6

Cumulative Enabled

NZ ETS NZUs

8

29,696

89,89591,416

10,121

FY25

FY25


GREENHOUSE GAS INVENTORY

SECTION THREE

CLIMATE STATEMENT

OUR METRICS AND TARGETSOUR METRICS AND TARGETS

7

Estimated cumulative NZUs accrued to Comvita.

8

Estimated cumulative NZUs accrued to other landowners from Comvita plantings.

24 Climate Statement 2025
9

Productivity measure of effectiveness of tree and hive management

adaptation. Variation calculated by calculating percentage difference

between current year’s average kilograms per hive (yield) compared to

10 years average yield from FY15 to FY24 (baseline) based on Comvita’s

internal records.

10

Cost measure of effectiveness of logistics mitigation activities. Total write-

off costs (excludes the actual costs of any mitigation activities).

11

Measure of the value generated from Mānuka plantings. Value calculated

by multiplying estimated annual NZUs accrued to Comvita from Comvita

owned land and other landowners by the closing NZU price as at 30 June

2025. ETS registration is in progress for the relevant forests.

3.2 Other Metrics And Targets

Industry Based Metrics

Comvita’s other metrics consider the breadth of

our value chain and our key risks and opportunities.

The metrics have been refined following further

development of our risks, opportunities, and

transition plan, and considering materiality. It is

likely that we will refine these further to include

a customer sustainability-related metric once

information is available, and also following a more

in-depth assessment of anticipated financial impacts.

Comparative information has been provided where

available.

Physical Risks, Transition Risks and Climate-Related

Opportunities

Comvita’s business model is built around providing

global consumers with natural products that are

scientifically proven to improve health and wellbeing.

The production of our products inherently relies on

nature and the climate, and to this extent 100%

of our business activities are vulnerable to physical

risks. Similarly, given our reliance on export markets,

customer requirements and consumer demand, we

are 95-100% vulnerable to transition risks, which

could impact our channels to market.

Given all of our products are focused on improving

health and wellness, we do have significant

opportunities. Virtually all of our products are

aligned with supporting community health needs,

which may increase as a result of climate change

and downstream impacts.


Capital Deployment

Comvita’s current near-term focus is on stabilising

business financial performance and there is no

significant new capital deployment. Comvita is

committed to ensuring business resilience to

climate-change impacts, and we will allow for

appropriate investment over the medium to longer

term. At this stage our specific climate-related

investment is focussed around using existing

internal capability to make improvements. For

example, engaging with and improving supplier GHG

performance. In some cases, our initiatives to improve

financial performance will also enhance our climate-

related adaptive capacity. For example, product

innovation aligned with changing consumer needs

and delivering increased value from our available

honey supply. We are committing some budget to a

logistics resilience review in FY25.

Internal Emissions Price

While of limited current impact given our current

low capital spend, we currently use a notional price

of $100 per metric tonne of CO

2

e

12

. This internal

emissions price will be built into relevant process

and considered quantitatively in decision making.

For example, capital expenditure approvals, as

investment in these areas returns to a material level

with improved business performance.

Management Remuneration

As part of organisational redesign and improved ways

of working to deliver efficiency, collaboration, and

global alignment, Comvita is reviewing its approach

to employee incentives. The inclusion of climate-

related objective(s) in the management remuneration

framework is within the scope of this review. We

note that Comvita’s current financial position has

not justified the payment of incentives to senior

managers within the business for FY25.


FY23FY24FY25

Trend - %

Change

vs FY23

Target

Time

Frame

Base Year

1. HIVE PRODUCTIVITY

Percentage variation in hive

yield (average kg per hive)

9

52%35%-27%+79%

Variation

>0%

(positive)Ongoing

Average

FY15-FY24

(10 years)

2. PRODUCT WRITE-OFFS

Net costs from climate-

related raw material and

product write-offs

10

$98,000$0

$0

+$98,000OptimisedOngoing

N/A (Trend

from FY23)

3. REMOVAL ASSETS

Estimated value of

NZ ETS NZUs earned

11

$43,837 $216,707 $287,684+85%N/AOngoing

N/A (Trend

from FY23)


12

Calculated with reference to Comvita’s own objectives, long-term NZU

price forecasts, and Climate Change Commission Advice on NZ ETS unt

limits and price control settings for 2025-2029, February 2024 - https://

www.climatecommission.govt.nz/assets/ETS-advice/2024/CCC_2024-

advice-on-NZ-ETS-unit-limit-and-price-control-settings-2025-2029.pdf

GREENHOUSE GAS INVENTORY

SECTION THREE

CLIMATE STATEMENT

OUR METRICS AND TARGETS

25 Climate Statement 202524
4.1 Climate-Related Risk

Management

During FY25, Comvita built on the climate-related

risk and opportunity work developed in FY24 - refer

to the Comvita FY24 Climate Statement. The

time horizons utilised align with those utilised for

Comvita’s scenario analysis and climate-related risks

and opportunities. The scope of our assessment

included all aspects of Comvita’s value chain and all

subsidiaries and investments. No specific components

of the value chain were excluded.

In FY24, two separate stages were used to identify

and assess our climate-related risks.

1. Risk Identification – A broad set of senior leaders

and functional experts from across the business

were involved in a series of workshops to develop

an initial list of climate-related risks. Climate

impact diagrams, based on ISO 14091, were used to

explore the range of climate-related risks facing the

business, across a range of climate-related driving

forces and considering the potential material

impacts under different scenarios. The long-list of

risks was consolidated and prioritised to identify a

short-list of key risks for more detailed analysis.

2. Risk Assessment – A more in-depth risk assessment

was conducted using the IPCC definition of risk

(hazard, exposure and vulnerability). We utilised a

standard process based on the NZ Guide for Local

Climate Change Risk Assessments (Ministry for

Environment, 2021). This helped identify relevant

climate hazards / stressors; define indicators and

metrics for exposure, sensitivity, and adaptive

capacity; and clarify the data required to assess

and prioritise these risks.

Comvita reviewed its risks (and opportunities) in FY25

following feedback received from primary users and

to allow for newly available information. Data sources

used in the initial FY24 assessment and FY25 review

included internal business records, expert knowledge,

industry research and other external reports, and

NIWA and other publicly available climate change

projections and data. In addition, in FY25 further work

was performed internally to better understand:

• The transmission channels from climate to

honey production;

• The geographical risk and exposure of key

physical assets to flooding, wildfire and wind; and

• The interconnectedness between climate-related

risks and other business risks.

Comvita will continue to review its climate-related

risks on an annual basis, focusing on key risks and

new information where further analysis is required.

Climate-related risks and management approaches

are documented in a Climate Change Risk Register

(sub-register). The risks are monitored regularly as

part of the Sustainability Steering Group monthly

meetings. A special review would be conducted if

a significant event or material change occurred.

These would be highlighted to our Leadership Team

(LT), with escalation to the Board for any significant

changes in line with a continuous review and

disclosure approach.

SECTION FOUR:

Risk Management at Comvita

Data Gathering and Analysis

Risk Assessment

Exposure

Rating

Hazard /

Trend Data

Sensitivity

Data

Adaptability

Data

Sensitivity

Rating

Vulnerability

Rating

Consequence Rating

Adaptability

Rating

Receptor

Data

RISK RATING

Likelihood Rating

The team used indicator data to support semi-

quantitative scoring against different components as

shown in the diagram below.

GREENHOUSE GAS INVENTORY

SECTION FOUR

CLIMATE STATEMENT

RISK MANAGEMENT AT COMVITAOUR METRICS AND TARGETS

26 Climate Statement 2025
4.2 Risk Management Integration

Comvita is in the process of reviewing its overall

business risk management processes. Currently,

key risks and their management are captured in our

main Business Risk Register, and these are assessed

using a risk rating matrix based on consequence

and likelihood scales. A residual risk is calculated

after controls and mitigation, both strategic and

operational.

The climate-related risk assessment scoring system,

set out above, utilises the definitions in the existing

Comvita business risk assessment matrices to allow

for easier integration with other business risks.

Climate-related risks pose specific challenges in terms

of uncertainty and time horizons. Some adjustments

were made to the scoring system to allow for this,

mainly in relation to the “Likelihood” rating to allow

for different scenarios and time Horizons.

Material climate-related risks have been incorporated

within existing risk categories in the Business Risk

Register, where they are interconnected or added

under the existing specific climate-related risk

category (for physical risks). Input from our climate-

related risk assessment and transition planning,

and Sustainability Steering Group monitoring, is

provided as appropriate to the LT. The LT considers

and incorporates this information when reviewing all

business risks and reporting on key risks to the Board

on a monthly basis.


Quote:

GREENHOUSE GAS INVENTORY

SECTION FOUR

CLIMATE STATEMENT

RISK MANAGEMENT AT COMVITA

27 Climate Statement 202526
SECTION FIVE:

Governance at Comvita

5.1 Integrated Governance

Comvita seeks to take an integrated approach to

managing the climate-related risks and opportunities,

and the resulting implications for the business. The

different aspects are incorporated appropriately into

risk management, strategy development, policies

and business operations. The ongoing governance

structures and processes are set out in the diagram

below. This is largely similar to FY24, with some

adjustments in membership numbers and meeting

frequency.

Business

Level

Overall responsibility for .strategy, identification and management

of risks and opportunities, including those relating to climate change.

Between 3-10 members (currently 5). Meet at least 8 times per year.

Maintains and manages the Business Risk Register (which includes climate-related risks) and

allocates resource and budget to achieve strategic objectives. Includes Chief Financial Officer

who is responsible for climate-related disclosures and Head of Sustainability and Strategic

Projects (currently) who is responsible for sustainability strategy including climate action.

7 members. Meets weekly with longer meetings twice per month

Oversees the management of all climate change-related topics including risk and

opportunity management, transition planning, and resourcing recommendations.

8 members. Meets at least 11 times per year.

Audit and Risk Committee

Provides strategic input and guidance to the

Board on climate-related disclosures and

reporting requirements.

3 members. Meet at least 2 times per year.

Sustainability Team

Coordinates action plans for the development

of risk and opportunity management,

transition planning (decarbonisation and

adaptation) and reporting.

Operational Senior Management

Leadership and day-to-day business

management, reacting and planning for

climate-related impacts, escalating to

management and leadership levels as

appropriate.

Safety and Performance Committee

Provides strategic input and guidance to the

Board on company ESG objectives and required

director competencies and remuneration linked

to climate change and ESG performance.

3 members. Meet at least 2 times per year.

Finance Team

Comvita Limited Climate Statement

compliance. Modelling of financial impacts

of material risks and opportunities.

Functional Experts

Input into identification and management of

climate-related physical and transitional risks

and opportunities.

Board

Leadership

Management

Board of Directors

Leadership Team

Sustainability Steering Group

GREENHOUSE GAS INVENTORY

SECTION FIVE

CLIMATE STATEMENT

RISK MANAGEMENT AT COMVITARISK MANAGEMENT AT COMVITA

28 Climate Statement 2025
5.2 Board Oversight

Comvita’s Board of Directors has overall responsibility

for the oversight of business risks and opportunities,

including those which are climate-related. As

mentioned, climate-related risks have been

integrated into Comvita’s Business Risk Register. The

top three business risks are highlighted to the Board

as part of the regular Board meeting cycle.

Comvita’s Board reviews and approves the company’s

longer-term objectives and company’s strategy. To

support the development of this strategy in FY25, a

PESTLE analysis was completed identifying relevant

macro-environmental factors for Comvita to consider

in the development of this strategy. These factors

included climate-related risks and opportunities.

The Board also signs off annual financial and non-

financial KPIs (including climate-related metrics

and targets), which are used to monitor progress in

successfully implementing our strategy. The Board

receives updates on progress against these as part of

our monthly Board reporting processes.

Comvita’s Board is focussed on ensuring the

future resilience and success of the business in

an environment increasingly impacted by climate

change. Given the importance of our climate change

transition planning, the Board determined that

the full Board needed oversight of the transition

plan development, and that greater involvement

was required this year in addition to the standard

processes in place.

To support our transition planning in FY25 there

have been:

• Specific Board workshops and one-on-one

sessions with individual Board members

on scenario analysis refinement, risks and

opportunities review, transition plan aspects

of our short and long-term strategy, and the

relevant metrics and targets.

• Regular updates to the Audit and Risk

Committee on progress.

Comvita conducts an annual review of its Board

competencies, with experience embedding climate

risk and opportunity management into business

strategy and operations, considered under the

sustainability criterion. The Safety and Performance

Committee takes responsibility for ensuring, through

Board membership and training, that the appropriate

skills and competencies are available to provide

oversight of climate-related risks and opportunities.

Comvita’s constitution requires the Board to

consider the interests of various stakeholders,

including the environment, when discharging their

duties. To support this, and to ensure integration of

environmental and social impacts generally, all Board

papers include climate, nature and social-related

considerations.

GREENHOUSE GAS INVENTORY

SECTION FIVE

CLIMATE STATEMENT

RISK MANAGEMENT AT COMVITA

29 Climate Statement 202528
5.3 Management’s Role

Comvita’s Chief Executive Officer (CEO) is

responsible for the development and implementation

of Comvita’s strategy and management of operations

globally. The CEO is supported by our Leadership

Team (LT). The LT is responsible for managing

business risk across Comvita and maintains the

Business Risk Register, which incorporates climate-

related risks.

The Chief Financial Officer (CFO) is responsible for

reporting key business risks to the Board and the

development of the climate-related disclosures. The

CFO is supported by the Head of Sustainability and

Strategic Projects who coordinates the climate-

related work, Board workshops and presentations,

as well as regular monthly updates in Board reports.

Updates are provided to the full LT, when appropriate,

as part of their regular meeting cycle.

Comvita has a Sustainability Steering Group (SSG),

which is sponsored by the CFO and managed by

the Head of Sustainability and Strategic Projects.

This group includes a sub-group of Leadership Team

members and senior managers from the Finance,

Legal, Sustainability, and People and Culture teams.

This group oversees environment, social and

governance matters. It has met monthly during the

last financial year to support the climate-related

work and other key projects. It is also responsible for

managing the Climate Change Risk Register.

To support the work in developing the transition

plan aspects of our strategy, Comvita established a

Climate Working Group in FY25. This group consisted

of our CEO, CFO, Chief Marketing Officer, and other

senior leaders and operational experts. The group

participated in a series of workshops reviewing and

considering:

1. Our business model, strategic focus, climate-

related scenarios and climate-related risks and

opportunities.

2. Our long-term business vision under

different scenarios and following successful

transformation.

3. Key strategic and functional action plans to

prepare ourselves to successfully navigate the

uncertainties of climate-change and achieve our

desired vision.


GREENHOUSE GAS INVENTORY

SECTION FIVE

CLIMATE STATEMENT

RISK MANAGEMENT AT COMVITARISK MANAGEMENT AT COMVITA

30 Climate Statement 2025
SECTION SIX:

Appendices

6.1 Scenario Architecture

SCENARIO ARCHETYPES

Global climate and socioeconomics

UN Intergovernmental

Panel on Climate

Change (IPCC)

scenarios

IPCC SSP1-2.6IPCC SSP2-4.5 IPCC SSP3-7.0

Global energy and emissions

pathways

Network for Greening

the Financial System

(NGFS) Scenarios

Net Zero

2050 scenario,

Orderly

category

Delayed

Transition

Scenario,

Disorderly

category

Current

Policies

scenario,

Hot house

category

International

Energy Agency (IEA)

Scenarios

Net Zero

Emissions by

2050 Scenario

(NZE)

Sustainable

Development

Scenario (SDS)

Stated Policies

Scenario

(STEPS)

NZ physical and transition impacts

RCP

RCP2.6

Projections

RCP4.5

Projections

RCP8.5

Projections

New Zealand Climate

Change Commissions

(CCC) Scenarios

TailwindsHeadwinds

Current Policy

Reference

NZ SECTOR-SPECIFIC SCENARIOS

Agriculture Sector Climate Change Scenarios

Tū-ā-pae -

Orderly &

Immediate

Tū-ā-hopo -

Disorderly &

Delayed

Tū-ā-tapape

- Faltering -

Hothouse

Transport Sector Climate Change Scenarios

Fully ChargedShort Detour

Bypass to

Breakdown

Energy Sector Climate Change Scenarios

Coordinated

Effort

Slow FollowersHot House


GREENHOUSE GAS INVENTORY

SECTION SIX

CLIMATE STATEMENT

APPENDICES

31 Climate Statement 202530
6.2 NZ CS Additional Content Index

NZ CS ADDITIONAL CONTENT INDEX

NZ CS ReferenceRequirementGHG Inventory Report ReferencePage Number(s)

NZ CS 1 24.(c)

The source of emission factors

and the global warming potential

(GWP) rates used or a reference to

the GWP source.

6.2 GHG emissions and

removal factors and

GWP values

Page 15

NZ CS 1 24.(d)

A summary of specific exclusions

of sources, including facilities,

operations or assets with a

justification for their exclusion.

5.3 Emission source

exclusions

Page 10

NZ CS 3 52.

An entity must provide a description

of the methods and assumptions

used to calculate or estimate GHG

emissions, and the limitations of

those methods. When choices

between different methods are

allowed, or entity-specific methods

are used, an entity must disclose

the methods used and the rationale

for doing so.

6.1 Quantification

methodologies and

impact of uncertainty

Pages 12-14

NZ CS 3 52.

An entity must describe

uncertainties relevant to the

entity’s quantification of its GHG

emissions, including the effects of

these uncertainties on the GHG

emissions disclosures.

6.1 Quantification

methodologies and

impact of uncertainty

Pages 12-14

NZ CS 3 54.

An entity must provide an

explanation for any base year GHG

emissions restatements.

3.2 Base Year RecalculationPage 8


GREENHOUSE GAS INVENTORY

SECTION SIX

CLIMATE STATEMENT

APPENDICESAPPENDICES

32 Climate Statement 2025
6.3 KPMG Independent Assurance Report

GREENHOUSE GAS INVENTORY

SECTION SIX

CLIMATE STATEMENT

APPENDICES


© 2025 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited,

a private English company limited by guarantee. All rights reserved.


Document classification: KPMG Public


Independent Limited Assurance

Report to Comvita Limited


Conclusion

Our limited assurance conclusion has been formed on the basis of the matters outlined in this report.

Based on our limited assurance engagement, which is not a reasonable assurance engagement or an audit,

nothing has come to our attention that would lead us to believe that, in all material respects, the scope 1, 2

and 3 gross greenhouse gas emissions and removals, comprising the GHG emissions and Comvita owned

and/or managed carbon removals and biofuel combustion, additional required greenhouse gas related

disclosures and methods, assumptions and estimation uncertainty disclosures included in the climate

statement on pages 21 to 23 and page 31 (GHG disclosures) are not fairly presented and prepared in

accordance with the Aotearoa New Zealand Climate Standards (NZ CSs) issued by the External Reporting

Board (the criteria) for the period 1 July 2024 to 30 June 2025.

Information subject to assurance

We have performed an engagement to provide limited assurance in relation to Comvita Limited’s GHG

disclosures for the period 1 July 2024 to 30 June 2025.

The locations of the GHG disclosures subject to assurance under the criteria, that are contained within the

independent Greenhouse Gas Inventory Report, are cross-referenced in appendix 6.2 on page 31.

Our conclusion on the GHG disclosures does not extend to any other information included, or referred to, in the

climate statements, that is not in relation to scope 1, 2 and 3 GHG emissions and removals on pages 21 to 23

and page 31, or other information that accompanies or contains the climate statement and our assurance report

(other information). We have not performed any procedures with respect to the other information.

Additionally, our assurance engagement does not extend to the following, of which details may be referenced

within pages 21 to 23:

• GHG Emissions Intensity;

• The following GHG Removals:

▪ Comvita NZUs from Comvita-owned land and forests;

▪ Comvita's share of NZUs from forests under long-term land use agreements (estimated annual accrual);

and

▪ Comvita enabled NZUs accrued to other landowners from Comvita plantings (estimated annual accrual).

• GHG Emission Targets;

• Other Climate-related Metrics and Targets; or

• the Emissions Trading Scheme (ETS).


© 2025 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited,

a private English company limited by guarantee. All rights reserved.


Document classification: KPMG Public


Independent Limited Assurance

Report to Comvita Limited


Conclusion

Our limited assurance conclusion has been formed on the basis of the matters outlined in this report.

Based on our limited assurance engagement, which is not a reasonable assurance engagement or an audit,

nothing has come to our attention that would lead us to believe that, in all material respects, the scope 1, 2

and 3 gross greenhouse gas emissions and removals, comprising the GHG emissions and Comvita owned

and/or managed carbon removals and biofuel combustion, additional required greenhouse gas related

disclosures and methods, assumptions and estimation uncertainty disclosures included in the climate

statement on pages 21 to 23 and page 31 (GHG disclosures) are not fairly presented and prepared in

accordance with the Aotearoa New Zealand Climate Standards (NZ CSs) issued by the External Reporting

Board (the criteria) for the period 1 July 2024 to 30 June 2025.

Information subject to assurance

We have performed an engagement to provide limited assurance in relation to Comvita Limited’s GHG

disclosures for the period 1 July 2024 to 30 June 2025.

The locations of the GHG disclosures subject to assurance under the criteria, that are contained within the

independent Greenhouse Gas Inventory Report, are cross-referenced in appendix 6.2 on page 31.

Our conclusion on the GHG disclosures does not extend to any other information included, or referred to, in the

climate statements, that is not in relation to scope 1, 2 and 3 GHG emissions and removals on pages 21 to 23

and page 31, or other information that accompanies or contains the climate statement and our assurance report

(other information). We have not performed any procedures with respect to the other information.

Additionally, our assurance engagement does not extend to the following, of which details may be referenced

within pages 21 to 23:

• GHG Emissions Intensity;

• The following GHG Removals:

▪ Comvita NZUs from Comvita-owned land and forests;

▪ Comvita's share of NZUs from forests under long-term land use agreements (estimated annual accrual);

and

▪ Comvita enabled NZUs accrued to other landowners from Comvita plantings (estimated annual accrual).

• GHG Emission Targets;

• Other Climate-related Metrics and Targets; or

• the Emissions Trading Scheme (ETS).

33 Climate Statement 202532
GREENHOUSE GAS INVENTORY

SECTION SIX

CLIMATE STATEMENT

APPENDICESAPPENDICES




Criteria

The criteria used as the basis of reporting is the NZ CSs. As disclosed on page 21 of the climate statement, the

greenhouse gas emissions have been measured in accordance with the World Resources Institute and World

Business Council for Sustainable Development’s Greenhouse Gas Protocol standards and guidance (collectively,

the GHG Protocol):

• The Greenhouse Gas Protocol: A Corporate Accounting and Reporting Standard (revised edition); and

• The Greenhouse Gas Protocol: GHG Protocol Scope 2 Guidance: An amendment to the GHG Protocol

Corporate Standard; and

• The Greenhouse Gas Protocol: Corporate Value Chain (Scope 3) Accounting and Reporting Standard, 2011.

As a result, this report may not be suitable for another purpose.

Standards we followed

We conducted our limited assurance engagement in accordance with New Zealand Standard on Assurance

Engagements 1 (NZ SAE 1) Assurance Engagements over Greenhouse Gas Emissions Disclosures and

International Standard on Assurance Engagements (New Zealand) 3410 Assurance Engagements on

Greenhouse Gas Statements (ISAE (NZ) 3410) issued by the New Zealand Auditing and Assurance Standards

Board (Standard). We believe that the evidence we have obtained is sufficient and appropriate to provide a

basis for our conclusion.

Our responsibilities under the Standard are further described in the ‘Our responsibility’ section of our report.

Other Matter – Comparative information

Certain information included for FY23 and FY22, was subject to a limited assurance engagement by another

practitioner whose reports dated 21 August 2023 and 24 August 2022 respectively, are available in Comvita

Limited’s published FY23 and FY22 GHG Inventory Reports and expressed an unmodified conclusion on such

information (details of which is included in the published FY23 and FY22 GHG Inventory Reports).

We previously expressed a conclusion over the GHG Statement for the year ended 30 June 2024, and our report

dated 28 August 2024 included an unmodified conclusion.

Our conclusion is not modified with respect to these matters.

How to interpret limited assurance and material misstatement

A limited assurance engagement is substantially less in scope than a reasonable assurance engagement in

relation to both the risk assessment procedures, including an understanding of internal control, and the

procedures performed in response to the assessed risks.

Misstatements, including omissions, within the GHG disclosures are considered material if, individually or in the

aggregate, they could reasonably be expected to influence the relevant decisions of the intended users taken on

the basis of the GHG disclosures.

Inherent limitations

GHG quantification is subject to inherent uncertainty because of incomplete scientific knowledge used to

determine emission factors and the values needed to combine emissions of different gases.

34 Climate Statement 2025
GREENHOUSE GAS INVENTORY

SECTION SIX

CLIMATE STATEMENT

APPENDICES




Use of this assurance report

Our report is made solely for Comvita Limited. Our assurance work has been undertaken so that we might state

to Comvita Limited those matters we are required to state to them in the assurance report and for no other

purpose.

Our report is released to Comvita Limited on the basis that it shall not be copied, referred to or disclosed, in

whole or in part, without our prior written consent. No other third party is intended to receive our report.

Our report should not be regarded as suitable to be used or relied on by anyone other than Comvita Limited for

any purpose or in any context. Any other person who obtains access to our report or a copy thereof and chooses

to rely on our report (or any part thereof) will do so at its own risk.

To the fullest extent permitted by law, none of KPMG, any entities directly or indirectly controlled by KPMG, or

any of their respective members or employees accept or assume any responsibility and deny all liability to

anyone other than Comvita Limited for our work, for this independent assurance report, and/or for the opinions or

conclusions we have reached.

Our conclusion is not modified in respect of this matter.

Comvita Limited’s responsibility for the GHG disclosures

The Directors of Comvita Limited are responsible for the preparation and fair presentation of the GHG

disclosures in accordance with the criteria. This responsibility includes the design, implementation and

maintenance of such internal control as Directors determine is relevant to enable the preparation of the GHG

disclosures that are free from material misstatement whether due to fraud or error.

The Directors of Comvita Limited are also responsible for selecting or developing suitable criteria for preparing

the GHG disclosures and appropriately referring to or describing the criteria used.

Our responsibility

We have responsibility for:

• planning and performing the engagement to obtain limited assurance about whether the GHG

disclosures are free from material misstatement, whether due to fraud or error;

• forming an independent conclusion based on the procedures we have performed and the evidence we

have obtained; and

• reporting our conclusion to Comvita Limited.

Our work was carried out by a multidisciplinary team, including a specialist in the Forestry industry who assisted

with determining the reasonableness of Comvita Limited’s methodology assumptions and judgements for the

calculation of Carbon Sequestration due to land use change removals. We remain solely responsible for the

assurance conclusion.

Summary of the work we performed as the basis for our conclusion

A limited assurance engagement performed in accordance with the Standard involves assessing the suitability in

the circumstances of Comvita Limited’s use of the criteria as the basis for the preparation of the GHG

disclosures, assessing the risks of material misstatement of the GHG disclosures whether due to fraud or error,

responding to the assessed risks as necessary in the circumstances, and evaluating the overall presentation of

the GHG disclosures.

We exercised professional judgment and maintained professional scepticism throughout the engagement. We

designed and performed our procedures to obtain evidence about the GHG disclosures that is sufficient and

appropriate to provide a basis for our conclusion.




Our report should not be regarded as suitable to be used or relied on by anyone other than Comvita Limited for

any purpose or in any context. Any other person who obtains access to our report or a copy thereof and chooses

to rely on our report (or any part thereof) will do so at its own risk.

To the fullest extent permitted by law, none of KPMG, any entities directly or indirectly controlled by KPMG, or

any of their respective members or employees accept or assume any responsibility and deny all liability to

anyone other than Comvita Limited for our work, for this independent assurance report, and/or for the opinions or

conclusions we have reached.

Our conclusion is not modified in respect of this matter.

Comvita Limited’s responsibility for the GHG Statement

The Directors of Comvita Limited are responsible for the preparation of the GHG Statement in accordance with

the criteria. This responsibility includes the design, implementation and maintenance of such internal control as

Directors determine is relevant to enable the preparation of the GHG Statement that is free from material

misstatement whether due to fraud or error.

The Directors of Comvita Limited are also responsible for selecting or developing suitable criteria for preparing

the GHG Statement and appropriately referring to or describing the criteria used.

Our responsibility

We have responsibility for:

• planning and performing the engagement to obtain limited assurance about whether the GHG

Statement is free from material misstatement, whether due to fraud or error;

• forming an independent conclusion based on the procedures we have performed and the evidence we

have obtained; and

• reporting our conclusion to Comvita Limited.

Our work was carried out by a multidisciplinary team, including a specialist in the Forestry industry who assisted

with determining the reasonableness of Comvita Limited’s methodology assumptions and judgements for the

calculation of Carbon Sequestration due to land use change removals. We remain solely responsible for the

assurance conclusion.


Summary of the work we performed as the basis for our conclusion

A limited assurance engagement performed in accordance with the Standard involves assessing the suitability in

the circumstances of Comvita Limited’s use of the criteria as the basis for the preparation of the GHG Statement,

assessing the risks of material misstatement of the GHG Statement whether due to fraud or error, responding to

the assessed risks as necessary in the circumstances, and evaluating the overall presentation of the GHG

Statement.

We exercised professional judgment and maintained professional scepticism throughout the engagement. We

designed and performed our procedures to obtain evidence about the GHG Statement that is sufficient and

appropriate to provide a basis for our conclusion.

Our procedures selected depended on the understanding of the GHG Statement that is sufficient and appropriate

to provide a basis for our conclusion. The procedures we performed were based on our professional judgment

and included inquiries, observation of processes performed, inspection of documents, analytical procedures,

evaluating the appropriateness of quantification methods and reporting policies, and agreeing or reconciling with

underlying records.

In undertaking limited assurance on the GHG Statement, the procedures we primarily performed were:

DRAFT

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APPENDICESAPPENDICES




Our procedures selected depended on an understanding of the GHG disclosures that is sufficient and

appropriate to provide a basis for our conclusion. The procedures we performed were based on our professional

judgment and included inquiries, observation of processes performed, inspection of documents, analytical

procedures, evaluating the appropriateness of quantification methods and reporting policies, and agreeing or

reconciling with underlying records.

In undertaking limited assurance on the GHG disclosures the procedures we primarily performed were:

• obtained, through inquiries, an understanding of the Comvita Limited control environment, processes

and information systems relevant to the preparation of the GHG disclosures. We did not evaluate the

design of particular control activities, or obtain evidence about their implementation;

• evaluated whether Comvita Limited’s methods for developing estimates are appropriate and had been

consistently applied. Our procedures did not include testing the data on which the estimates are based

or separately developing our own estimates against which to evaluate the Comvita Limited’s estimates;

• recalculated the emissions for a limited number of items;

• performed analytical procedures on particular emission categories by comparing the expected GHGs

emitted to actual GHGs emitted and made inquiries of management to obtain explanations for any

significant differences we identified; and

• considered the presentation and disclosure of the GHG disclosures against the NZ CS disclosure

requirements.

The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in

extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited

assurance engagement is substantially lower than the assurance that would have been obtained had a

reasonable assurance engagement been performed.

Our independence and quality management

This assurance engagement was undertaken in accordance with NZ SAE 1. NZ SAE 1 is founded on the

fundamental principles of independence, integrity, objectivity, professional competence and due care,

confidentiality and professional behaviour.

We have complied with the independence and other ethical requirements of Professional and Ethical Standard 1

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

Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board, which is founded on

fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and

professional behaviour.

The firm applies Professional and Ethical Standard 3 Quality Management for Firms that Perform Audits or

Reviews of Financial Statements, or Other Assurance or Related Services Engagements (PES 3), which requires

the firm to design, implement and operate a system of quality control including policies or procedures regarding

compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.

We have also complied with Professional and Ethical Standard 4 Engagement Quality Reviews (PES 4) which

deals with the appointment and eligibility of the engagement quality reviewer and the engagement quality

reviewer’s responsibilities relating to the performance and documentation of an engagement quality review.

Our firm has also performed the consolidated financial statements audit and has provided global mobility tax

assistance to Comvita Limited. Subject to certain restrictions, partners and employees of our firm may also deal

with Comvita Limited on normal terms within the ordinary course of trading activities of the business of Comvita

Limited. These matters have not impaired our independence as assurance providers of Comvita Limited for this

engagement. The firm has no other relationship with, or interest in, Comvita Limited.

As we are engaged to form an independent conclusion on the GHG disclosures prepared by Comvita Limited, we

are not permitted to be involved in the preparation of the GHG disclosures as doing so may compromise our

independence.




Our report should not be regarded as suitable to be used or relied on by anyone other than Comvita Limited for

any purpose or in any context. Any other person who obtains access to our report or a copy thereof and chooses

to rely on our report (or any part thereof) will do so at its own risk.

To the fullest extent permitted by law, none of KPMG, any entities directly or indirectly controlled by KPMG, or

any of their respective members or employees accept or assume any responsibility and deny all liability to

anyone other than Comvita Limited for our work, for this independent assurance report, and/or for the opinions or

conclusions we have reached.

Our conclusion is not modified in respect of this matter.

Comvita Limited’s responsibility for the GHG Statement

The Directors of Comvita Limited are responsible for the preparation of the GHG Statement in accordance with

the criteria. This responsibility includes the design, implementation and maintenance of such internal control as

Directors determine is relevant to enable the preparation of the GHG Statement that is free from material

misstatement whether due to fraud or error.

The Directors of Comvita Limited are also responsible for selecting or developing suitable criteria for preparing

the GHG Statement and appropriately referring to or describing the criteria used.

Our responsibility

We have responsibility for:

• planning and performing the engagement to obtain limited assurance about whether the GHG

Statement is free from material misstatement, whether due to fraud or error;

• forming an independent conclusion based on the procedures we have performed and the evidence we

have obtained; and

• reporting our conclusion to Comvita Limited.

Our work was carried out by a multidisciplinary team, including a specialist in the Forestry industry who assisted

with determining the reasonableness of Comvita Limited’s methodology assumptions and judgements for the

calculation of Carbon Sequestration due to land use change removals. We remain solely responsible for the

assurance conclusion.


Summary of the work we performed as the basis for our conclusion

A limited assurance engagement performed in accordance with the Standard involves assessing the suitability in

the circumstances of Comvita Limited’s use of the criteria as the basis for the preparation of the GHG Statement,

assessing the risks of material misstatement of the GHG Statement whether due to fraud or error, responding to

the assessed risks as necessary in the circumstances, and evaluating the overall presentation of the GHG

Statement.

We exercised professional judgment and maintained professional scepticism throughout the engagement. We

designed and performed our procedures to obtain evidence about the GHG Statement that is sufficient and

appropriate to provide a basis for our conclusion.

Our procedures selected depended on the understanding of the GHG Statement that is sufficient and appropriate

to provide a basis for our conclusion. The procedures we performed were based on our professional judgment

and included inquiries, observation of processes performed, inspection of documents, analytical procedures,

evaluating the appropriateness of quantification methods and reporting policies, and agreeing or reconciling with

underlying records.

In undertaking limited assurance on the GHG Statement, the procedures we primarily performed were:

DRAFT

36 Climate Statement 2025
GREENHOUSE GAS INVENTORY

SECTION SIX

CLIMATE STATEMENT

APPENDICES




The engagement partner on the assurance engagement resulting in this independent assurance report is Glenn

Keaney.



KPMG

Tauranga

28

th

August 2025

37 Climate Statement 202536
APPENDICES

Climate

Statement

2025

COMVITA LIMITED

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.