CDI 2025 Annual Report

ANNUAL
REPORT
2025
Iona, Havelock North
ANNUAL
REPORT
2025

2 | CDL Investments New Zealand Limited
INTRODUCTION3
2025 FINANCIAL SUMMARY4
CHAIR'S REVIEW5
2025 DEVELOPMENT SUMMARY6
CEO’S REVIEW7
RESIDENTIAL 2025 SNAPSHOT8
COMMERCIAL 2025 SNAPSHOT9
BOARD OF DIRECTORS10–11
CDL TEAM12
DIVERSITY13
SUSTAINABILITY14–15
RISK MANAGEMENT16–17
HEALTH AND SAFETY18
FINANCIAL STATEMENTS CONTENTS19
FINANCIAL S TAT EM EN T S20–41
INDEPENDENT AUDITOR'S REPORT42–45
REGULATORY DISCLOSURES AND STATUTORY INFORMATION46–53
CORPORATE GOVERNANCE S TAT EM EN T54–57
SUBDIVISION LOCATION MAP58
CORPORATE DIRECTORY59
CONTENTS
THIS BOOKLET IS PRINTED
USING VEGETABLE INKS ON
CERTIFIED FOREST PAPER.

INTRODUCTION
CDL Investments New Zealand Limited | 3

CDL Investments New Zealand Limited (CDI) is a nationwide land developer
with more than 30 years’ experience delivering high-quality residential,
retail and industrial developments across New Zealand. With a disciplined
approach to capital allocation, careful project execution and a strong focus
on long-term value creation, we have built a reputation for reliable delivery
and well-planned communities.
CDI continues to advance a substantial development pipeline in growth regions,
including Auckland, Hamilton, Hawke’s Bay and Canterbury, while our retail and
industrial assets provide added earnings resilience through the property cycle.
Majority owned by Millennium & Copthorne Hotels New Zealand Limited (NZX:
MCK), CDI is supported by strong governance and experienced local leadership.
We are focused on creating long-term value for shareholders while contributing
to the delivery of quality residential, retail and industrial subdivisions and
well-planned communities.
CDI STRUCTURE
CDI is the holding company for CDL Land New Zealand Limited (CDL), which is the
operational arm of the business responsible for delivering CDI’s development and
operational activities.
For the purposes of this Annual Report:
• CDI, we or the Company refers to CDL Investments New Zealand Limited
and CDL Land New Zealand Limited, collectively, unless otherwise stated.
• References to CDI’s development, operational activities, performance, or
business functions should therefore be read as including the activities and
operations undertaken by CDL.
2025 ANNUAL REPORT
CDI’s Directors are pleased to present this Annual Report of the Company for the
year ending 31 December 2025.
Signed for and on behalf of the Board of Directors:
CDL Investments New Zealand Limited | 3

DESLEIGH JAMESON
BOARD CHAIR
JANIE ELRICK
CHAIR OF THE AUDIT
& RISK COMMITTEE
26 March 2026

4 | CDL Investments New Zealand Limited
2025 FINANCIAL
SUMMARY
$38.1M
REVENUE &
OTHER INCOME
$331.6M
TOTA L
ASSETS
3.78 CPS
EARNINGS
PER SHARE
$68.9M
*
COMMERCIAL
VA LUAT I O N
$15.4M
PROFIT
B E FO R E TA X
109.7 CPS
NET TANGIBLE
ASSET
$408.2M
*
MARKET
VA LUAT I O N
$NIL
DEBT
$11.1M
PROFIT
A F T E R TA X
$321.2M
SHAREHOLDERS'
FUNDS
$339.3M
*
RESIDENTIAL
VA LUAT I O N
$13.4M
CASH
AT BA N K
Iona, Havelock North*Values are based on independent external valuations.
4 | CDL Investments New Zealand Limited

CDI has built a strong reputation over many years as a disciplined land
developer focused on delivering long-term value for shareholders. Through
multiple property cycles, the Company has maintained a consistent approach –
prudent capital management, disciplined development decisions and a focus
on maintaining a strong balance sheet.
The 2025 financial year unfolded against subdued residential market conditions.
While inflation and mortgage rates eased during the year, broader economic
uncertainty and cost-of-living pressures continued to temper purchaser
confidence. As a result, residential section sales activity across the sector
remained below prior years.
In this environment, the Board maintained a clear focus on advancing
active developments, preserving balance sheet strength and flexibility,
and progressing planning, consenting and development preparation activities
across the portfolio. This disciplined approach to capital allocation and
development readiness is intended to ensure CDI is well positioned with
quality inventory ready to meet demand as the residential market improves.
The Board views this positioning as critical to support earnings resilience
and delivering long-term shareholder value as the next cycle unfolds.
FINANCIAL PERFORMANCE
For the year ended 31 December 2025, CDI recorded a profit after tax of $11.1
million (2024: $15.4 million). Property sales and other income totalled $38.1
million (2024: $49.1 million), reflecting the softer residential market conditions.
Despite these conditions, the Company remains in a strong financial position.
Shareholders’ funds remained stable at $321.2 million (2024: $319.7 million),
and total assets increased slightly to $331.6 million (2024: $328.6 million).
Net tangible assets per share were 109.7 cents (2024: 109.5 cents) at book value.
PROPERTY PORTFOLIO
During the year, the Company continued to advance its consented and active
developments in Christchurch and Havelock North, which Jason has expanded
on in the CEO’s Review. The Christchurch region continued to perform well,
highlighting the benefits of CDI’s regional diversification strategy.
The Company’s industrial and commercial assets continued to provide
earnings resilience during the year, reinforcing the strength of a deliberate
diversification strategy initiated in 2019 to moderate exposure to residential
market cycles. This balanced portfolio across regions and asset classes is
an important contributor to the Company’s ability to manage earnings
volatility through the property cycle.
PLANNING ENVIRONMENT
The commencement of some future developments continues to be influenced
by evolving planning and land-use settings at national and regional levels.
This ongoing period of transition has required councils to reassess growth
sequencing and land classifications, adding complexity and extending
timeframes across the sector.
In response, CDI has maintained flexibility across its landholdings, staged
investment carefully and advanced planning pathways to support delivery
certainty. During the year, the Company leveraged the Fast-track consenting
process for its Arataki Road and Iona projects in Havelock North, and progressed
the Ruakura 2 Growth Cell in north-east Hamilton (further detailed in the CEO’s
Review). These initiatives continue to enhance CDI’s future project pipeline.
DIVIDEND
The Board has taken a balanced approach to capital allocation, rewarding
shareholders for another profitable year, while retaining funds to advance
development works, Fast-track projects and potential acquisitions. Accordingly,
the Board has declared a fully imputed ordinary dividend of 1 cent per share
payable 15 May 2026 with a record date of 1 May 2026. The Dividend Reinvestment
Plan will apply to this dividend.
GOVERNANCE
During the year, the Board strengthened its governance capability with the
appointment of independent director Julian Smith. Julian brings extensive
governance, strategic and transformational experience, further enhancing
the depth of capability and perspective around the Board table.
SUMMARY AND OUTLOOK
The Board remains cautiously optimistic for the year ahead. While signs of
improving buyer enquiry emerged toward the end of 2025, broader economic
conditions suggest that any recovery in residential demand
will be gradual.
CDI enters 2026 with a strong balance sheet, an experienced and refreshed
Board and Management team, and a well-prepared development pipeline that
positions the Company to capitalise on the next phase of the property cycle.
On behalf of the Board, I thank Jason and the Management team for their
dedicated efforts during a challenging year, and shareholders for their
continued support and confidence.
DESLEIGH JAMESON
BOARD CHAIR
CHAIR'S
REVIEW
CDL Investments New Zealand Limited | 5

LUCAS TERRACE,
NELSON
RESIDENTIAL
3.1 HA
CIRCA
34 LOTS
HIGHLAND DRIVE,
RICHMOND
RESIDENTIAL
10.8 HA
CIRCA
77 LOTS
TRIG ROAD,
WEST HARBOUR, AUCKLAND
RESIDENTIAL
13.8 HA
CIRCA
275 LOTS
PLANNING
PHASE
RUAKURA 2,
GROWTH CELL, HAMILTON
RESIDENTIAL & INDUSTRIAL
140.6 HA
CIRCA
1,350 LOTS & 35 HA
OF COMMERCIAL
INDUSTRIAL LAND
TO BE LODGED 2026
IONA STAGE 3,
HAVELOCK NORTH
RESIDENTIAL
30.3 HA
CIRCA
298 LOTS
TO BE LODGED JUNE 2026
ARATAKI ROAD,
HAVELOCK NORTH
RESIDENTIAL
11.2 HA
CIRCA
171 LOTS
CONSENT GRANTED
FAST-TRACK
PROJECTS
IONA STAGE 1E & 1F,
HAVELOCK NORTH
RESIDENTIAL
3.68 HA
15 RESIDENTIAL
& 2 CRD LOTS
TITLES BY END OF 2026
IONA STAGE 2,
HAVELOCK NORTH
RESIDENTIAL
28.0 HA
121 RESIDENTIAL
& 2 CRD LOTS
EARTHWORKS COMPLETION
DUE 2026
WAIRAKEI ROAD,
HAREWOOD, CHRISTCHURCH
INDUSTRIAL
10.0 HA
29 LOTS
EARTHWORKS COMPLETION
DUE 2026
WORSLEY ROAD,
CASHMERE, CHRISTCHURCH
RESIDENTIAL
26.7 HA
67 LOTS
EARTHWORKS COMPLETION
DUE 2026
IN PROGRESS
6 | CDL Investments New Zealand Limited
2025 DEVELOPMENT
SUMMARY
All timings stated above are indicative only and subject to change.

CDL Investments New Zealand Limited | 7

While we were disappointed that Iona Stage 3 was not included in the
Napier–Hastings Future Development Strategy, despite a recommendation
from the Independent Hearing Panel, we continue to see strong long-term
potential for this land. On that basis, we have commenced the urban zoning
process through the Fast-track framework to progress its future development.
ACQUISITIONS
We took advantage of subdued market conditions during the year and entered
into strategic acquisition agreements to purchase land in Havelock North (0.36 ha)
and Hamilton (1.76 ha), which further strengthened our Fast-track applications
in those locations. We also settled 6.5 hectares of land in January 2025 after
receiving consent under the Overseas Investment Act for the acquisition.
INVESTMENT PROPERTY PORTFOLIO
PERFORMS STEADILY
Our investment property portfolio continued to perform steadily during 2025.
As mentioned earlier, the industrial warehousing sector remained resilient
with stable yields, low vacancy rates and strong investor demand supporting
its position as an attractive asset class. CDI’s industrial warehouses at Wiri in
Auckland remain fully tenanted with stable lease terms.
Leasing activity also progressed at our retail centres during the year, despite
the more challenging conditions across the hospitality and retail sectors. We
leased two units at our Prestons Park Suburban Retail Centre during the year,
with the last three of 16 units remaining to be leased. CDL’s Stonebrook Retail
Centre remains fully leased.
INTERNAL RESOURCING
We strengthened our internal capability during the year with the appointment
of a General Counsel and Company Secretary, and a Financial Controller, further
supporting the Company’s operational capability for future planned growth.
KEY FOCUS FOR 2026
Our focus for 2026 will be to secure section sales and investment property
revenue to deliver another profitable year to shareholders, continue progressing
our active development sites to provide section inventory for future sales from
2027 onwards, and advancing our Fast-track projects to provide for our future,
whilst maintaining disciplined capital allocation so that CDI is well-positioned
as market conditions improve. We will continue to monitor market conditions
and make strategic acquisitions where these become available.
CDI enters the year ahead with a strong balance sheet, an experienced and
capable team and a well-established development pipeline. We continue to
contribute to the supply of quality residential and commercial developments
across New Zealand, remaining focused on disciplined execution and delivering
sustainable long-term value for shareholders.
JASON ADAMS
CHIEF EXECUTIVE OFFICER
2025 OVERVIEW
As Desleigh outlined in the Chair’s Review, 2025 saw subdued residential market
conditions with economic uncertainty and cost-of-living pressures continuing to
influence purchaser confidence. Although inflation and mortgage rates eased
during the year, and enquiry levels were reasonably active, much of this interest
failed to convert into sales as prospective purchasers took a cautious approach,
choosing to sit on their hands and deferring decisions amid uncertainty about
the pace of economic recovery and future market conditions.
On the commercial property front, the industrial warehousing sector performed
well throughout the year with stable yields, low vacancy rates and strong
investor demand. In contrast, the retail and hospitality sectors struggled with
reduced discretionary spending, slowing the sector’s recovery, resulting
in businesses tightening their belts and taking a very cautious approach.
In this environment, CDI remained focused on disciplined capital management
while continuing to progress developments that support the Company’s
long-term growth ambition.
DEVELOPMENT PROGRESS
During the year, we made steady progress across several of our key
developments. Construction of Stages 4 and 6 at Prestons Park in Christchurch
was completed, bringing this important development to conclusion. Since its
commencement in 2014 following the Canterbury earthquakes, the project
has delivered more than 1,000 residential sections and was instrumental in
supporting displaced residents through the early days of the earthquake
recovery efforts.
At our Iona residential subdivision in Havelock North, development progressed
with the completion of Stages 1A-D, including the Middle Road upgrade, a new
wastewater pump station, and provision of 91 residential sections for the
local Hawke’s Bay market. We commenced the Iona Road upgrade and made
significant progress throughout the year with the earthworks for Stage 2 –
Iona Terraces.
Earthworks also commenced at our 29 lot Wairakei Road industrial development
in Harewood, Christchurch. This project will provide a mix of land sales and
retained lots for commercial design, build and leasing, supporting the continued
expansion of CDI’s investment property portfolio.
ADVANCING OUR PIPELINE
Alongside our active developments, we continued to advance the Company’s
medium to longer-term pipeline. A Fast-track application was lodged for the
Arataki Road development in Havelock North, comprising 171 residential sections,
with the application being approved by the Fast-track Panel in February of
this year. Subject to the appeal period, we are planning on undertaking the
earthworks throughout the 2026/27 construction season and anticipate
residential sections from the first stage being available for sale toward the
end of 2027.
Work also progressed on preparations for a Fast-track application for our
140 ha land holding in the Ruakura 2 (R2) Growth Cell in north-east Hamilton.
This is a substantial project, which, subject to approval, will yield more than
1,350 residential sections and over 35 hectares of commercial industrial land
adjacent to the Waikato Expressway. The Fast-track application for R2 is planned
to be lodged by the end of 2026.
CEO'S
REVIEW

8 | CDL Investments New Zealand Limited
Iona, Havelock NorthWorsley Road, Cashmere, Christchurch
Prestons Park, Christchurch
$34.5M
SALES
REVENUE
90.6%
TOTAL
REVENUE
87
# SECTIONS
SOLD
$339.3M
*
RESIDENTIAL
PORTFOLIO VALUE
10
TOTAL #
DEVELOPMENTS
8.6 HA
LAND
ACQUIRED
RESIDENTIAL
2025 SNAPSHOT
*Values are based on independent external valuations.

CDL Investments New Zealand Limited | 9

$3.2M
LEASE REVENUE
4
# OF PROPERTIES
$68.9M
*
COMMERCIAL
PORTFOLIO VALUE
3.1 HA
COMMERCIAL
PORTFOLIO AREA
COMMERCIAL
LEASING
2
# OF DEVELOPMENTS
10.08 HA
DEVELOPMENT
SITE AREA
COMMERCIAL
LAND
DEVELOPMENT
SITES
16,402 M
2
NETT LETTABLE AREA
100%
LEASED
$2.3M
LEASE REVENUE
4.0 YEARS
WEIGHTED AVERAGE
LEASE EXPIRY
2
# OF PROPERTIES
WAREHOUSES
3,411 M
2
NETT LETTABLE AREA
83%
LEASED
$0.9M
LEASE REVENUE
3.8 YEARS
WEIGHTED AVERAGE
LEASE EXPIRY
2
# OF PROPERTIES
R ETAIL
Boundary Line Warehouse, Wiri, Auckland
Primepac Warehouse, Wiri, Auckland
COMMERCIAL
2025 SNAPSHOT

10 | CDL Investments New Zealand Limited
BOARD OF DIRECTORS
JULIAN SMITH
Independent Non-Executive Director
& Member of the Audit Committee
Mr Smith is an experienced governance leader with
more than 20 years’ experience across major capital
projects, digital transformation and technology
sector leadership. He recently led New Zealand’s
largest capital raise to support Auckland’s $13b water
infrastructure plan and brings strong expertise in
strategy, digital governance, AI and cybersecurity.
He is a Chartered Member of the Institute of Directors
and currently serves on the boards of Watercare,
Northport Group, MetService and the Look Good
Feel Better Trust. He holds an LLB and BCom from
the University of Auckland and a Certificate in
Cybersecurity from Harvard University.
Mr Smith was appointed as a director in
December 2025.
JANIE ELRICK
Independent Non-Executive Director
& Chair of the Audit Committee
Ms Elrick is a highly skilled governor and senior
executive who brings deep strategic and financial
expertise combined with strong commercial acumen
to the organisations she works with.
She is a seasoned professional who provides sound
counsel from an experience base of deal structuring,
tax, banking, law and multiple CFO roles including,
Downer Construction, Steel & Tube Ltd, Synlait, and
Zespri. She is highly principled and passionate about
creating commercial success.
Currently, she is a director and Chair of the Audit
Committee of Inframax Construction Ltd, Trustee
and Chair of the Audit and Risk Committee of
Community Living Trust, director of MetService, and
Chair and shareholder of Door Solutions (2021) Ltd.
She is a member of the Institute of Directors and is
a Chartered Accountant.
Ms Elrick was elected as a director at the 2025 Annual
Meeting of Shareholders and was appointed Chair of
the Audit & Risk Committee in November 2024.
DESLEIGH JAMESON
Board Chair, Independent
Non-Executive Director &
Member of the Audit Committee
Ms Jameson is currently the Chief Executive
and Owner of Gubb & Hardy Limited, a wholesale
contributory mortgage company. She has extensive
senior managerial experience as the former Chief
Executive/Executive Director of e-commerce firms
Instra Corporation and CentralNic plc and governance
experience as the former Chair of the charity Starjam
and board member of the Industry Training Federation
for several years. She is a current member of the
Institute of Directors and holds an Executive MBA from
the University of Auckland.
Ms Jameson was re-elected as a director at the 2024
Annual Meeting of Shareholders and was appointed as
Board Chair in March 2024.
EIK SHENG KWEK
Non-Executive Director
Mr Kwek is currently the Group Chief Operating
Officer of City Developments Limited, having been
the company’s Group Chief Strategy Officer since
2018. Mr Kwek joined City Developments Limited in
2009, covering Business Development for overseas
projects before being appointed as Head of Corporate
Development. He was appointed as Chief Strategy
Officer in 2014 and was additionally appointed Head,
Asset Management in 2016. Prior to joining City
Developments Limited, he was with the Hong Leong
Group of companies in Singapore specialising in
corporate finance roles since 2006.
He is also an Executive Director of Millennium &
Copthorne Hotels Limited, previously listed on the
London Stock Exchange as Millennium & Copthorne
Hotels plc. He holds a Bachelor of Engineering in
Electrical and Electronics Engineering from Imperial
College of Science, Technology and Medicine and a
Master of Philosophy in Finance from Judge Business
School, Cambridge University.
Mr. Kwek was re-elected as a director at the 2023
Annual Meeting of Shareholders.
VINCENT YEO
Non-Executive Director
Mr Yeo is Chief Executive Officer and Executive
Director of M&C REIT Management Limited. From 1993
to 1998, he was Managing Director of CDL Hotels New
Zealand Limited (now Millennium & Copthorne Hotels
New Zealand Limited) and CDL Investments New
Zealand Limited. He previously served as an Executive
Director of Millennium & Copthorne Hotels plc in
London and President, Millennium & Copthorne Hotels
Asia Pacific Region.
Mr Yeo was re-elected as a director at the 2024 Annual
Meeting of Shareholders.

CDL Investments New Zealand Limited | 11

CDI’s Board operates under a Board Charter which sets out the Board’s role,
responsibilities, matters reserved to the Board, and the delegation of day-to -day
management to the CEO and Management within an approved delegated
authorities framework.
The Board is responsible for the governance and strategic oversight of CDI and
CDL, including oversight of operations, financial reporting, risk and compliance,
approval of budgets and major expenditure, and accountability to shareholders
for performance.
The Board is structured to ensure an effective balance of independence, skills,
experience and perspectives to support effective governance and long-term
value creation for shareholders. Directors are expected to act honestly, fairly
and diligently, in the best interests of the Company and its shareholders, and
to comply with CDI policy as well as statutory and regulatory obligations.
The Chair regularly reviews Board, Committee and Director performance in
accordance with the Board Charter. Where development needs are identified,
appropriate training is provided, while Directors otherwise remain responsible
for their own professional development with CDI’s support.
BOARD SKILLS MATRIX
The Board uses a skills matrix to support an appropriate mix of competencies,
experience and diversity of perspective, enabling effective oversight of
CDI and informing director succession planning, induction and ongoing
professional development.
These capabilities include governance, property, planning and construction,
executive leadership, health and safety, ESG, stakeholder engagement
and finance.
CDI 2025 MEETING ATTENDANCE
BOARDCOMMITTEE
Ms Jameson4/43/3
Ms Elrick4/43/3
Mr Henderson2/21/1
Mr Kwek4/42/3
Mr Yeo4/4
High competence
Moderate/emerging competence
Note there were no meetings held after Mr Smith’s appointment in December 2025.
For CDI’s complete Corporate Governance Statement, see page 54. A copy
of the governance documents referred above can be found on our website
(www.cdlinvestments.co.nz).
BOARD COMPOSITION
In May 2025, the Board’s long-serving independent director, Mr Henderson,
retired from the Board after 19 years of valued contribution and service to CDI.
Following his retirement, the Board comprised an equal number of independent
and non-independent directors while it undertook a recruitment process for an
independent director. Mr Smith was appointed to the Board in December 2025,
restoring an independent majority.
As at 31 December 2025, the Board comprised five directors: Ms Jameson (Chair,
Independent), Ms Elrick (Chair of the Audit & Risk Committee, Independent),
Mr Kwek (Non-Executive), Mr Yeo (Non-Executive), and Mr Smith (Independent).
DIRECTOR INDEPENDENCE
The Board reviews the independence of directors against the criteria set out in
the NZX Corporate Governance Code. In December 2025, the Board confirmed
that Ms Jameson and Ms Elrick remained independent, and that Mr Smith met
the independence criteria on his appointment to the Board.
AUDIT AND RISK COMMITTEE
CDI has an Audit and Risk Committee (Committee), which is its sole standing
committee. The Committee operates under an Audit & Risk Committee Charter
that sets out its responsibilities. In accordance with the Board Charter, the Board
may establish additional committees or subcommittees from time to time, as it
considers necessary.
The Committee is chaired by Ms Elrick, who is a Chartered Accountant and has
extensive finance experience. The Chair of the Committee is responsible for
providing the Board with updates and recommendations on matters resolved
at Committee meetings.
During 2025, the Committee comprised Ms Elrick (Chair, Independent),
Ms Jameson (Board Chair, Independent), Mr Henderson (Independent, member
until his retirement in May 2025) and Mr Kwek (Non-executive Director).
In February 2026, Mr Kwek retired from the Committee and Mr Smith joined
the Committee.
MEETINGS
The Board meets four times a year, and the Committee meets three times a
year. Meetings are attended by Directors and Committee members respectively,
with Management, employees or other parties attending only by invitation.
Both the Board and the Committee regularly hold Director only time in meetings,
including time with the external auditors without Management, employees or
other parties present.
Director attendance at meetings in 2025 is set out below.
CDI 2025 BOARD SKILLS MATRIX
Governance
Property, Planning, Construction
Executive Leadership
Health and Safety
ESG
Stakeholder Engagement
Financial

12 | CDL Investments New Zealand Limited
CDL TEAM
CDL Investments & CDL LandCDL Investments & CDL LandCDL Land
JASON ADAMS
Chief Executive Officer
ABBI WONG
General Counsel
& Company Secretary
JACKSON BULL
General Manager & Senior
Development Manager
CDL Investments & CDL Land
CDL LandCDL Land
CDL Land
CDL Land
CDL Investments & CDL Land
SIMONE CROMHOUT
Administrator
TONI IRA
Development Manager
MELISSA CROWE
Development Manager
GEOFF DONLEY
Financial Controller
SIAN CAMP
Sustainability Manager
ANAND RAMBHAI
Vice President Finance
*
*Mr Rambhai is an employee of MCK and is not accounted for in CDI's diversity reporting.

CDL Investments New Zealand Limited | 13

DIVERSITY
CDI is committed to maintaining a respectful, safe and inclusive workplace
where all individuals are treated with dignity and are able to contribute fully.
We do not tolerate discrimination, harassment or bullying in any form, and
we work to provide all of our people with equitable access to opportunity
across our workplace.
As part of CDI’s governance policy review, the Board implemented a new
Diversity, Equity and Inclusion Policy in February 2026. The Policy formalises
CDI’s approach to fostering diversity and inclusion across the Company and
supports fair, inclusive and merit-based recruitment and development practices.
The Policy includes the following objectives:
• Transparent annual reporting of gender representation across the Board,
Management and workforce.
• Inclusive and unbiased recruitment, with processes designed to attract
a broad range of candidates and support equitable decision making.
• Strengthen capability and inclusive leadership, providing development
opportunities suited to CDI’s size and structure.
• Maintenance of a workplace free from discrimination, harassment
and bullying.
The Board has set diversity targets for 2026 focused on maintaining or improving
female representation at both Board and Management level, recognising the
importance of balanced perspectives in governance and leadership.
GENDER REPRESENTATION
AS AT 31 DECEMBER 2025
In 2024, CDL operated with shared resourcing from MCK, resulting in a smaller
and differently structured workforce. In 2025, CDL expanded its team from five
to eight employees, including establishing dedicated finance and legal roles. Due
to these resourcing changes and reduction on the number of shared resourcing
from MCK, CDI has not undertaken a year-on-year diversity comparison between
2024 and 2025.
The Board considers that CDI maintained an inclusive and respectful workplace
during the year and continued to apply fair and merit-based employment
practices. CDI recognises the importance of flexible working arrangements
to broaden the talent pool and support diversity outcomes.
The Board will continue to monitor progress against CDI’s diversity objectives
and refine those objectives over time to support an inclusive workplace where
people can contribute fully and thrive.
For CDI’s complete Corporate Governance Statement, see page 54. A copy of
the Diversity, Equity and Inclusion Policy referred above can be found on our
website (www.cdlinvestments.co.nz).
MANAGEMENTBOARDWORKFORCE
Workforce includes Management. Gender data reflects voluntary self identification. No respondents identified as gender diverse.
Male
FemaleMaleFemaleMaleFemale
2025
60% MALE
40% FEMALE
75% MALE
25% FEMALE
50% MALE
50% FEMALE

14 | CDL Investments New Zealand Limited
SUSTAINABILITY
Sustainability is an important part of CDI’s approach to responsible land
development and long-term value creation. As a land developer, CDI recognises
that its activities have environmental, social and economic impacts, and that
sustainable business practices support resilient communities, disciplined
development and enduring shareholder value.
While CDI is no longer subject to mandatory climate-related reporting, the Board
considers environmental
responsibility and long-term sustainability essential to
CDI’s strategy,
operations, and role in delivering well-planned developments across
New Zealand.
Reflecting this commitment, CDI has continued to voluntarily measure
and report its greenhouse gas emissions, consistent with prior years,
and has maintained Toitu certification to support transparency, continuous
improvement, and independent verification of its emissions profile.
SDGWHAT THIS MEANS FOR CDI2025 HIGHLIGHTS2026 FOCUS
• Ensure fair, unbiased recruitment and
development processes.
• Maintain appropriate gender representation
across the Board, Management, and Workforce.
• Support an inclusive organisational culture
aligned with the Diversity, Equity and Inclusivity
(DEI) Policy.
• Gender representation reporting implemented
across Board, Management and Workforce.
• Focus on fair and transparent recruitment.
• Implementation of DEI Policy and objectives.
• Continue Diversity, Equity and Inclusivity
building.
• Target set to at least maintain female
representation at Board and Management.
• Contribute to regional economic growth through
development activity.
• Maintain H&S systems given industry risk profile.
• Support Workforce capability and retention.
• Delivery of projects using local contractors
and resourcing to support regional economic
growth via our development activity.
• Approach to H&S reviewed by the Board and
commitment made to progress a standalone
H&S system tailored to CDI’s activities and risk.
• Commencement of H&S site audits across
the portfolio.
• Workforce planning, including the
establishment of CDI specific roles to
strengthen capability.
• Implement and embed standalone H&S
system tailored to CDI's activities and risk.
• Upskill its Workforce in H&S responsibilities.
• Strengthen contractor H&S management
and performance monitoring.
• Further develop internal capability
and undertake succession planning
for critical roles.
• Deliver well planned residential subdivisions
supporting sustainable urban growth.
• Engage early with councils and communities.
• Integrate resilience, environmental considerations
and community outcomes into project planning.
• Progressed developments in key regions
aligned with long term growth.
• Continued focus on stakeholder engagement
and relationship building including with council,
communities and iwi.
• Refresh CDI’s approach to sustainability
including considering environmental and
community outcomes.
• Review opportunities for environmental
enhancements and community outcomes
in development activities.
During 2026, CDI intends to refresh its approach to sustainability, to ensure it
remains appropriate for the Company’s scale, activities and long-term strategy.
UNITED NATIONS SUSTAINABLE
DEVELOPMENT GOALS
In 2024, CDI identified the United Nations Sustainable Development Goals (SDGs)
most relevant to its business activities. These SDGs guide CDI’s sustainability
approach and reflect areas where CDI is best positioned to deliver meaningful
impact. For the purposes of 2025 reporting, CDI continues to focus on three
priority SDGs.
The following provides a summary of how these SDGs align with CDI’s activities
and the key areas of progress and future action.

CDL Investments New Zealand Limited | 15

MEASURING EMISSIONS
CDI began measuring its climate change emissions in 2023, and this was its
previous baseline reporting year. In 2025, CDI made good progress on the
identified material topics relating to the collection of emission data, including
streamlining inventory collection and improvements in capturing emissions
sources. This included working with our suppliers and contractors to facilitate
inventory data improvements.
CDI has continued to improve the quality of its emissions data collection and
calculation methodologies in 2025. In particular, for business travel, CDI replaced
its prior spend based approach (used in 2023–2024) with an activity based
method using actual kilometres travelled and fuel consumption, improving data
accuracy and resulting in a material variance in reported emissions that reflects
methodology rather than a change in activity.
In 2025, CDI also expanded its organisational and operational boundaries to
include downstream leased assets, and broadened Scope 3 disclosures, both
of which materially affected total reported emissions.
These methodological and boundary changes have materially affected the total
emissions reported by CDI due to improved accuracy and completeness of the
inventory. As a result of these changes, emissions reported for earlier years are
not directly comparable with 2025. On this basis, CDI has designated 2025 as its
baseline year for future greenhouse gas emissions reporting and performance
tracking. Accordingly, no year-on-year comparison to 2024 has been presented.
For the reporting period 1 January 2025 to 31 December 2025 CDI’s greenhouse
gas inventory has been prepared in accordance with the GHG Protocol Corporate
Accounting and Reporting Standard, following a transition away from ISO 14064.
This methodological approach has been retained for the 2025 reporting year and
will be applied consistently in future reporting periods to support transparency,
comparability, and alignment with internationally recognised best practice.
Of CDI’s total emissions of 95.12 tCO2e for the year, only 8.77% (8.34 tCO2e) were
direct emissions, while 91.23% were indirect emissions arising largely through
activities across the wider value chain.
This reflects the nature of CDI’s business as a land developer, where the
most material emissions sit within supply chain, transport and downstream
activities that are not directly controlled by the Company. While this limits our
ability to materially reduce indirect emissions in the short term, we recognise
the importance of using the levers available to us, including continuing to
improve data quality, engaging with suppliers and contractors, and considering
SCOPE (ISO 14064-1:2006)CATEGORY (ISO 14064-1:2018)2025 EMISSIONS (tCO
2
e)
Scope 1Category 1: Direct emissions 8.34
Scope 2Category 2: Indirect emissions from imported energy 0.71
Scope 3Category 3: Indirect emissions from transportation16.99
Scope 3Category 4: Indirect emissions from products used by organisation1.04
Scope 3Category 5: Indirect emissions associated with the use of products
from the organisation
68.04
Total direct emissions8.34
Total indirect emissions86.78
Total Emissions95.12
2025 GREENHOUSE GAS EMISSIONS SUMMARY
sustainability performance as part of tender and procurement processes.
However, we also recognise that meaningful progress on these emissions will
require broader change across the infrastructure and development sector,
where many of the largest emissions sources are shared industry challenges.
As a relatively small participant in the sector, CDI is open to contributing to wider
industry discussions and initiatives where this can support practical progress.
OUTLOOK
CDI recognises that sustainability expectations continue to evolve. In 2026,
the Company will continue to develop its approach to sustainability so that
it remains practical, relevant and aligned to CDI’s scale and activities, while
supporting the delivery of quality developments, responsible governance and
long-term value creation.
Toitu Carbon Reduce certified organisation: CDL Investments
New Zealand Limited. Toitu Carbon Reduce certified means
measuring emissions to ISO 14064-1:2018 and Toitu requirements;
and managing and reducing against Toitu requirements.

16 | CDL Investments New Zealand Limited
The Board oversees CDI’s risk management framework, with support from the
Audit & Risk Committee, while Management is responsible for its day-to day
implementation and reporting. CDI’s risk management processes are designed to
identify the material risks that could affect the Company’s strategy, operations,
financial performance and reputation, and to support appropriate mitigation
and oversight.
In 2025, the Board identified a review of the risk framework as a priority for
2026 and undertook a reassessment of CDI’s material risks, which are briefly
summarised below.
LAND AVAILABILITY
AND PIPELINE
CDI may be unable to secure suitable land to maintain its development
pipeline due to market conditions, competition, development constraints or
limited cash flow, which could limit future capacity and long term growth.
CDI monitors potential land acquisition opportunities and maintains strong
relationships in key geographies to ensure suitable sites are identified early.
CDI applies a detailed acquisition criteria and plans capital requirements in
advance, enabling it to act quickly when opportunities arise.
SALES
AND MARKET DEMAND
Weak economic or residential property market conditions may reduce
demand for sections, affecting sales volumes, pricing, revenue and
asset values.
CDI monitors economic conditions and residential market trends closely.
Where appropriate, development activity is staged to align sales releases
with stronger market demand, allowing CDI to maximise sales momentum
and pricing outcomes.
COMPLIANCE
A N D R EG U L ATO RY
Failure to meet statutory or regulatory obligations such as governance,
health and safety, planning or listing rule obligations could result in
regulatory action, reputational harm and adverse performance impacts.
CDI has strengthened its compliance capability through the appointment of
a dedicated legal resource to support the development of procedures for
monitoring governance and compliance obligations. External specialist advice
is used where required, ensuring emerging compliance risks are identified
and addressed promptly.
DEVELOPMENT
AND PROJECT DELIVERY
Weather, site conditions, contractor capacity, supply chain constraints or
cost fluctuations, utility delays, design changes, or consenting issues, may
delay projects or increase costs, affecting delivery timeframes, sales and
revenue.
CDI mitigates delivery risks through proactive project planning, early contractor
and council engagement, staged development sequencing, and regular
monitoring to identify and respond quickly to delays or cost pressures.
H E ALTH
AND SAFETY
Failure to identify, manage or control health and safety risks and to
discharge statutory duties could result in serious harm to individuals,
legal liability and reputational damage.
CDI is strengthening its health and safety capability through the establishment
of a CDI standalone health and safety system, which is tailored to CDI specific
activities and risk profile. For more information on CDI’s management of health
and safety risk, see page 18.
PEOPLE CAPABILITY
AND RETENTION
As a small, specialised team, CDI is exposed to key person risk and
may face challenges retaining or attracting capability in critical roles.
Institutional knowledge currently sits predominantly with the CEO.
CDI mitigates this risk through workforce planning for critical roles, competitive
remuneration, development opportunities, and the addition of new roles that
broaden institutional knowledge. Succession planning for key positions will be
further developed to support longterm capability.
FINANCIAL PERFORMANCE
AND LIQUIDITY
Lower revenue, cash flow or liquidity constraints, or reduced asset
valuations may impact profitability, limit growth, and restrict CDI’s
ability to fund initiatives or pursue opportunities.
CDI monitors cash flow and liquidity closely, maintains prudent funding settings,
and adjusts development pacing and capital allocation to support financial
stability and strategic flexibility.
RISK MANAGEMENT

CDL Investments New Zealand Limited | 17

POLICY
AND CONSENTING
Changes to zoning, consenting or government policy may introduce delays,
additional costs or consenting uncertainty, affecting project timing and
development plans.
CDI actively monitors regulatory changes and leverages external consultants
to provide expert advice and insight. CDI engages early with councils and
planning authorities, adapting project plans and sequencing as required to
minimise consenting uncertainty, cost impacts and delays.
Wairakei Road, Harewood, Christchurch
STAKEHOLDER
AND REPUTATION RISK
Failure to manage relationships with communities, authorities, contractors
and other stakeholders could affect project delivery, brand reputation and
social licence to operate.
CDI maintains proactive engagement with stakeholders and regulatory bodies,
ensures open and clear communication, and ongoing monitoring of stakeholder
issues and compliance obligations.

18 | CDL Investments New Zealand Limited
CDI is committed to providing a safe and healthy working environment and
believes that everyone has the fundamental right to come to work, carry out
their duties safely, and return home free from injury or harm. Protecting our
people, contractors and stakeholders is a core organisational priority and an
essential component of responsible governance.
Historically, CDI operated within MCK’s health and safety framework.
During 2025, the Board and Management completed a review of CDI’s health
and safety practices, which identified an opportunity to tailor its health and
safety framework to its specific activities, risk profile, and responsibilities
as a property developer.
During the year, CDI engaged external health and safety expertise and
commenced portfolio-wide site audits to inform the design and implementation
of a new system. Key elements of this work are underway and will include:
• Tailored approach to hazard and risk identification.
• Targeted health and safety training and competency development
for key personnel.
• Clearer and more consistent health and safety reporting processes.
• Standardised approach to contractor pre qualification and ongoing
contractor safety performance evaluation.
Given the nature of CDI’s activities, our active development sites present
the Company’s highest health and safety risk. Contractors engaged on CDI
developments are required to provide health and safety documentation,
including details of their health and safety systems and site management plans,
as well as regular reporting of health and safety events to our development
managers. This allows CDI visibility over contractor capabilities to verify that
those working on CDI sites meet the Company’s expected safety standards.
These initiatives are designed to embed a strong safety culture across CDI
and ensure that health and safety risks are effectively identified, managed
and monitored.
HEALTH AND SAFETY
Iona, Havelock North

CDL Investments New Zealand Limited | 19

CDL INVESTMENTS NEW ZEALAND LIMITED
FINANCIAL STATEMENTS CONTENTS
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 20
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 21
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 22
CONSOLIDATED STATEMENT OF CASH FLOWS 23–24
NOTES TO THE FINANCIAL STATEMENTS 25–41
INDEPENDENT AUDITOR'S REPORT 42–45
OTHER DISCLOSURES CONTENTS
REGULATORY DISCLOSURES 46–47
STATUTORY INFORMATION 48–53
CORPORATE GOVERNANCE STATEMENT 54–57

20 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
For the year ended 31 December 2025
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
The accompanying notes form part of, and should be read in conjunction with these financial statements.
GROUP
IN THOUSANDS OF DOLLARSNOTE20252024
Property sales34,549
46,049
Rental income3,568
3,010
REVENUE38,11749,059
Cost of sales(17,205)( 19, 2 74)
GROSS PROFIT20,91229,785
Other income1928
Administrative expenses3, 4(1,270)
(1,070)
Property expenses(864)
(712)
Selling expenses(1,025)
(1,291)
Other expenses3, 4(2,737)
(2,351)
RESULTS FROM OPERATING ACTIVITIES15,03524,389
Finance income54072,381
Finance costs5(8)
(9)
NET FINANCE INCOME3992,372
PROFIT BEFORE INCOME TAX15,43426,761
Income tax expense6(4,368)
(11,380)
PROFIT FOR THE PERIOD11,06615,381
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD11,06615,381
Profit attributable to:
Equity holders11,066
15,381
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: EQUITY HOLDERS11,06615,381
Basic and diluted earnings per share (cents per share)133.785.28
CONTINUING OPERATIONS

CDL Investments New Zealand Limited | 21

CDL INVESTMENTS NEW ZEALAND LIMITED
GROUP
IN THOUSANDS OF DOLLARSNOTESHARE CAPITALRETAINED EARNINGSTOTAL EQUIT Y
Balance at 1 January 202467, 3 1 8246,407313,725
Total comprehensive income for the period
Profit for the period-15,38115,381
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD-15,38115,381
Transactions with owners of the Company
Shares issued under dividend reinvestment plan13723-723
Dividend to shareholders13-(10,177)(10,177)
Supplementary dividend13-(221)(221)
Foreign investment tax credits13-221221
BALANCE AT 31 DECEMBER 202468,041251,611319,652
Balance at 1 January 202568,041251,611319,652
Total comprehensive income for the period
Profit for the period-11,06611,066
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD-11,06611,066
Transactions with owners of the Company
Shares issued under dividend reinvestment plan13674-674
Dividend to shareholders13-(10,214)(10,214)
Supplementary dividend13-(229)(229)
Foreign investment tax credits13-229229
BALANCE AT 31 DECEMBER 202568,715252,463321,178
For the year ended 31 December 2025
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
The accompanying notes form part of, and should be read in conjunction with these financial statements.

22 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
As at 31 December 2025
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
GROUP
IN THOUSANDS OF DOLLARSNOTE20252024
SHAREHOLDERS’ EQUITY
Issued capital1368,71568,041
Retained earnings252,463251,611
TOTAL EQUIT Y321,178319,652
Represented by:
NON CURRENT ASSETS
Property, plant and equipment8770
Development property8257,854222,077
Investment property935,52536,301
Investment in associate22
TOTAL NON CURRENT ASSETS293,468258,450
CURRENT ASSETS
Cash and cash equivalents1213,44032,803
Short term deposits12484484
Trade and other receivables116,6137, 5 1 7
Development property817,62029,368
TOTAL CURRENT ASSETS38,15770,172
TOTAL ASSETS331,625328,622
NON CURRENT LIABILITIES
Deferred tax liabilities104,4324,354
Lease Liability2623
TOTAL NON CURRENT LIABILITIES4,4584,377
CURRENT LIABILITIES
Trade and other payables14, 164,8602,154
Employee entitlements152151
Income tax payable9472,254
Lease liability3034
TOTAL CURRENT LIABILITIES5,9894,593
TOTAL LIABILITIES10,4478,970
NET ASSETS321,178319,652
J ELRICK, DIRECTOR
24 February 2026
The accompanying notes form part of, and should be read in conjunction with these financial statements.
D JAMESON, DIRECTOR
24 February 2026
For and on behalf of the Board

CDL Investments New Zealand Limited | 23

CDL INVESTMENTS NEW ZEALAND LIMITED
GROUP
IN THOUSANDS OF DOLLARSNOTE20252024
CASH FLOWS FROM OPERATING ACTIVITIES
Cash was provided from:
Receipts from customers40,49048,007
Interest received4092,850
Cash was applied to:
Payments to suppliers(28,051)(2 7, 3 1 7 )
Payments to employees4(1,657)(1,286)
Deposits paid on unconditional contracts for development land-(663)
Purchase of development land(14,811)(23,720)
Income tax paid(5,370)(6,000)
NET CASH OUTFLOW FROM OPERATING ACTIVITIES(8,990)(8,129)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash was provided from:
Short term deposits-50,000
Cash was applied to:
Development of investment property9(535)(1,017)
Purchase of plant and equipment(25)(2)
Short term deposits-(484)
NET CASH (OUTFLOW)/INFLOW FROM INVESTING ACTIVITIES(560)48,497
CASH FLOWS FROM FINANCING ACTIVITIES
Cash was applied to:
Dividend paid(9,540)(9,454)
Principal repayment of lease liability(36)(40)
Lease liability interest component(8)(9)
Supplementary dividend paid(229)(221)
NET CASH OUTFLOW FROM FINANCING ACTIVITIES(9,813)(9,724)
Net increase/(decrease) in cash and cash equivalents(19,363)30,644
Add opening cash and cash equivalents32,8032,159
CLOSING CASH AND CASH EQUIVALENTS1213,44032,803
For the year ended 31 December 2025
CONSOLIDATED STATEMENT OF CASH FLOWS
The accompanying notes form part of, and should be read in conjunction with these financial statements.

24 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
GROUP
IN THOUSANDS OF DOLLARSNOTE20252024
RECONCILIATION OF PROFIT FOR THE PERIOD TO CASH FLOWS FROM OPERATING ACTIVITIES
Net profit after taxation11,06615,381
Adjusted for non cash items:
Depreciation of investment property554550
Depreciation of plant and equipment78
Depreciation of right-of-use assets3739
Income tax expense64,36811,380
Interest expense89
Adjustments for movements in working capital:
Decrease/(increase) in receivables1,661(939)
Increase in development property(24,027)(26,904)
Increase/(decrease) in payables2,706(1,653)
CASH CONSUMED FROM OPERATING ACTIVITIES(3,620)(2,129)
Income tax paid(5,370)(6,000)
CASH OUTFLOW FROM OPERATING ACTIVITIES(8,990)(8,129)
For the year ended 31 December 2025
CONSOLIDATED STATEMENT OF CASH FLOWS – CONTINUED
The accompanying notes form part of, and should be read in conjunction with these financial statements.

CDL Investments New Zealand Limited | 25

CDL INVESTMENTS NEW ZEALAND LIMITED
MATERIAL ACCOUNTING POLICIES
REPORTING ENTITY
CDL Investments New Zealand Limited (the “Company”) is a company domiciled in New Zealand, registered under the Companies Act 1993 and listed on the
New Zealand Stock Exchange. The Company is a FMC Reporting Entity in terms of the Financial Markets Conduct Act 2013 and the Financial Reporting Act 2013.
The financial statements of the Company for the year ended 31 December 2025 comprises the Company and its subsidiary (together referred to as the “Group”).
The registered office is located at Level 7, 23 Customs Street East, Auckland, New Zealand.
The principal activities of the Group are the development and sale of residential land properties and rental income from the ownership of development properties
and investment properties comprising commercial warehousing and retail shops.
(a ) STATEMENT OF COMPLIANCE
The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”). They comply with
New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”) and other applicable Financial Reporting Standards, as appropriate
for Tier 1 profit-oriented entities. The financial statements also comply with International Financial Reporting Standards (“IFRS”).
The financial statements were authorised for issuance on 24 February 2026.
(b) BASIS OF PREPARATION
The financial statements are presented in New Zealand Dollars ($), which is the Company’s functional currency. All financial information presented in
New Zealand dollars has been rounded to the nearest thousand, unless otherwise indicated.
The financial statements have been prepared on the historical cost basis and on a going concern basis except where IFRS requires fair value to be used.
The preparation of financial statements in conformity with NZ IFRS requires management to make judgements, estimates and assumptions that affect the
application of company policies and reported amounts of assets and liabilities, income and expenses. Estimates and underlying assumptions are reviewed
on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future period affected.
In particular, information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that have the most
significant effect on the amounts recognised in the financial statements are described in Note 2 – Accounting Estimates and Judgements.
(c) BASIS OF CONSOLIDATION
(i) Subsidiaries
Subsidiaries are entities controlled by the Company. The Company controls an entity when it is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are
included in the consolidated financial statements from the date on which control commences until the date on which control ceases.
Intragroup balances and any unrealised gains and losses or income and expenses arising from intragroup transactions, are eliminated in preparing
these consolidated financial statements.
(d) PROPERTY, PLANT AND EQUIPMENT
Items of property, plant and equipment are stated at cost less accumulated depreciation. The cost of purchased property, plant and equipment is the value
of the consideration given to acquire the assets and the value of other directly attributable costs, which have been incurred in bringing the assets to the
location and condition necessary for their intended service. Depreciation on assets is calculated using the straight-line method to allocate cost to their
residual values over their estimated useful lives, as follows:
• Buildings 50 years
• Building surfaces and finishes 30 years
• Building services 20 – 30 years
• Plant and equipment 3 – 10 years
No residual values are ascribed to building surfaces and finishes. Residual values ascribed to building core depend on the nature, location and tenure of each
property. Depreciable values of 2% are ascribed to building core.
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

26 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
MATERIAL ACCOUNTING POLICIES – CONTINUED
(e) REVENUE
Revenue represents amounts derived from land and property sales and is recognised when the customer obtains control of the property and is able to direct
and obtain the benefits from the property at a point in time. The customer gains control of the property when the Company receives full and final consideration
for the property and the Company transfers over the Certificate of Title.
The Group grants settlement terms of up to 12 months on certain sections as part of the agreement for sale and purchase for unconditional sales. In some
instances, the acquirers are permitted access to the residential sections for building activities prior to settlement. However, the acquirer does not obtain
substantially all of the remaining benefits of the asset until final settlement of the land and the title has passed.
Rental income from investment properties under operating leases is recognised over time on a straight-line basis over the term of the lease to the extent that
future rental increases are known with certainty. Lease incentives granted are recognised as an integral part of the total rental income.
(f) NEW STANDARDS AND INTERPRETATIONS NOT YET ADOPTED
A number of amendments to standards are effective for annual periods beginning after 1 January 2026 and earlier application is permitted. The Group has not
early adopted the amended standards in preparing the consolidated financial statements. The Group will be adopting the amended standards from 1 January 2027.
The Group is in the process of finalising the evaluation of impact from the following new and amended standards, including changes in the Presentation and
Disclosure in Financial Statements in line with NZ IFRS 18.
1. Amendments to NZ IFRS 9 and NZ IFRS 7 Classification and Measurement of Financial Instruments.
2. Annual Improvements to NZ IFRS Accounting Standards – Volume 11.
3. NZ IFRS 18 Presentation and Disclosure in Financial Statements.
(g) NEW CURRENTLY EFFECTIVE STANDARDS
The Group adopted all amended standards that became effective during the prior reporting period, specifically FRS-44 New Zealand Additional Disclosures of
Fees for Audit Firms’ Services. However, these new standards did not have any impact on the financial position, performance and cash flows of the Group.
The Group has adopted the International Tax Reform – Pillar Two Model Rules – Amendments to NZ IAS 12 approved by the New Zealand External Reporting Board
from the issuance date of 10 August 2023. The amendments provide a temporary mandatory exception from deferred tax accounting and require new disclosures
in the annual financial statements in relation to the implementation of the Pillar Two Model Rules published by the Organisation for Economic Co-operation
and Development. The Group has applied the exception with immediate effect. The mandatory exception applies retrospectively. The group has a presence in
jurisdictions that have enacted or substantively enacted legislation in relation to the Pillar Two model rules. The ultimate parent of the group also being captured
under the said rule in their country of operation. Refer to income tax note 6 for further information.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED
For the year ended 31 December 2025

CDL Investments New Zealand Limited | 27

CDL INVESTMENTS NEW ZEALAND LIMITED
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED
1. SEGMENT REPORTING
OPERATING SEGMENTS
The operating segments of the Group consists of property operations, comprising the development and sale of residential land sections and rental income
from investment properties.
The Group has determined that its chief operating decision maker is the Board of Directors on the basis that it is this group which determines the allocation
of resources to segments and assesses their performance.
An operating segment is a distinguishable component of the Group:
• that is engaged in business activities from which it earns revenues and incurs expenses,
• whose operating results are regularly reviewed by the Group’s chief operating decision maker to make decisions on resource allocation to the segment
and assess its performance, and
• for which discrete financial information is available.
RESIDENTIAL LAND
DEVELOPMENT
INVESTMENT
PROPERTYGROUP
IN THOUSANDS OF DOLLARS202520242025202420252024
External revenue34,97046,3133,1472,74 638,11749,059
Earnings before interest, depreciation,
amortisation & tax12,49322,2553,1402,73115,63324,986
Finance income4072,381--4072,381
Finance costs(8)(9)--(8)(9)
Depreciation and amortisation(7)(8)(554)(550)(561)(558)
Depreciation of right-of-use assets(37)(39)--(37)(39)
Profit before income tax12,84824,5802,5862,18115,43426,761
Income tax expense(3,644)(6,852)(724)(4,528)(4,368)(11,380)
PROFIT AFTER INCOME TAX9,20417,7281,862(2,347)11,06615,381
Cash & cash equivalents
and short term bank deposits13,92433,287--13,92433,287
Investment in associates22--22
Other segment assets282,1 74259,03235,52536,301317,699295,333
TOTAL ASSETS296,100292,32135,52536,301331,625328,622
Segment liabilities(5,068)(2,362)--(5,068)(2,362)
Tax liabilities(884)(2,229)(4,495)(4,379)(5,379)(6,608)
TOTAL LIABILITIES(5,952)(4,591)(4,495)(4,379)(10,447)(8,970)
Plant and equipment expenditure252--252
Investment property expenditure--5351,0175351,017
Residential land development expenditure26,42422,458--26,42422,458
Purchase of land for residential land development14,81123,720--14,81123,720
GEOGRAPHICAL SEGMENTS
Segment revenue is based on the geographical location of the segment assets. All segment revenues are derived in New Zealand.
Segment assets are based on the geographical location of the development property. All segment assets are located in New Zealand.
The Group has no major customer representing greater than 10% of the Group’s total revenues.

28 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
2. ACCOUNTING ESTIMATES AND JUDGEMENTS
Estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next
financial year are outlined below:
• The assessment of impairment indicators for investment properties (refer to note 9 for key assumptions and estimates used).
• Determining the net realisable value of development property to identify any impairment.
Management discussed with the Audit Committee the development, selection and disclosure of the Group’s critical accounting policies and estimates
and the application of these policies and estimates.
KEY SOURCES OF ESTIMATION UNCERTAINTY
The Group is exposed to a risk of impairment to development properties should the carrying value exceed the net realisable value due to market fluctuations
in the value of development properties. There are no indicators of impairment as assessed by management. In addition, the Group has engaged an independent
valuer to corroborate the net realisable value base exceeding the carrying value of development properties and confirm the absence of impairment (see Note 8).
The valuer adopts the Sales Comparison Approach to determine rates per hectare/per square metre for block land holdings in addition to recent section sales
to derive the gross realisation values. The net realisable values are determined from gross realisation values after deducting appropriate selling costs.
For residential land under development or is due to commence development in the short term, the valuer adopts the Residual Subdivision Approach. This
approach considers the gross realisation values of the sections less costs associated with development including GST, sales commissions, legal fees, civil and
development costs including Council contributions, professional fees, and contingency allowances. In addition, holding costs are deducted for the estimated
timing of development and sell down periods.
In both valuation approaches, the valuer makes assumptions relating to section prices, sell down periods, consumer confidence, unemployment rates, interest
rates, and external economic factors. These assumptions are sensitive to economic factors such as net migration, Official Cash Rate set by the Reserve Bank,
inflation, residential market activity, and business confidence.
The Group is also exposed to a risk of impairment to investment properties should the carrying value exceed the recoverable amount due to market fluctuations
in the value of investment properties. However, there are no indicators of impairment. The recoverable amount determined by an independent registered valuer
exceeds the carrying value of investment properties (see Note 9). In determining the recoverable amount, the valuer adopted primarily the income capitalisation
approach with discounted cash flow and depreciated replacement cost approaches used to corroborate. The income capitalisation approach assessed market
rent for each asset is capitalised in perpetuity from the valuation date at an appropriate capitalisation rate. The adopted capitalisation rate reflects the nature,
location, and tenancy profile of the property together with current market investment criteria as evidenced by recent sales.
CLIMATE-RELATED DISCLOSURE
The Group continues to assess the impact of climate change on its business and its tangible assets. Climate change poses significant risks and challenges
for the land development industry (residential and commercial), as it affects the physical, operational, and financial aspects of land development. Extreme
weather events, such as floods, storms, heatwaves, and droughts, can damage existing infrastructure, disrupt the supply chain, reduce the ability to conduct
and complete works, and increase the insurance and development and acquisition costs. While property developers and landowners are increasingly cognisant
of the climate-related impacts on their properties, the investment community have yet to price in the climate-related impacts on asset values. This means that
the current market value of residential and commercial land may not reflect the potential losses or gains associated with their exposure to climate risks or their
adoption of sustainability measures, decarbonisation initiatives, and sound environmental stewardship. While valuers have made no explicit adjustments to
the recoverable amount of the selected properties in respect of climate change matters, it is anticipated that climate change may have a greater influence on
valuations in the future as investment markets place a greater emphasis on climate change and a property’s environmental resilience and credentials. Known
climate risks are reflected in the adopted capitalisation and discount rates.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED
For the year ended 31 December 2025

CDL Investments New Zealand Limited | 29

CDL INVESTMENTS NEW ZEALAND LIMITED
3. ADMINISTRATIVE AND OTHER EXPENSES
The following items of expenditure are included in administrative and other expenses:
GROUP
IN THOUSANDS OF DOLLARSNOTE20252024
Fees incurred for services received from audit firm
– Audit fees current year100104
– Out of scope audit fees relating to prior year-6
– Tax preparation services & GST advice214
– Greenhouse gas reporting assurance426
Non audit firm sustainability advisory139-
Depreciation598597
Directors' fees16145126
Rental payments9090
4. PERSONNEL EXPENSES
GROUP
IN THOUSANDS OF DOLLARS20252024
Wages and salaries1,3711,045
Employee related expenses and benefits281236
Increase in liability for long-service leave75
1,6591,286
The Group’s net obligation in respect of long-term service benefits, is the amount of future benefit that employees have earned in return for their service in the
current and prior periods. The obligation is calculated using their expected remunerations and an assessment of likelihood the liability will arise.
5. NET FINANCE INCOME
GROUP
IN THOUSANDS OF DOLLARS20252024
Finance income4072,381
Finance costs(8)(9)
NET FINANCE INCOME3992,372
Finance income comprises interest receivable on funds invested that are recognised in profit or loss. Interest income is recognised in profit or loss as it accrues,
using the effective interest method.
Finance costs comprises interest costs on lease liabilities that are recognised in the income statement.
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED

30 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
6. INCOME TAX EXPENSE
RECOGNISED IN THE STATEMENT OF COMPREHENSIVE INCOME
GROUP
IN THOUSANDS OF DOLLARS20252024
Current tax expense
Current year4,2457, 3 3 6
Adjustments for prior years 46(26)
4,2917, 310
Deferred tax expense
Origination and reversal of temporary differences774,070
774,070
TOTAL INCOME EXPENSE IN THE STATEMENT OF COMPREHENSIVE INCOME4,36811,380
RECONCILIATION OF EFFECTIVE TAX RATE
GROUP
IN THOUSANDS OF DOLLARS20252024
Profit before income tax15,43426,762
Income tax using the company tax rate of 28% (2024: 28%)4,3227,493
Removal of deductibility of tax depreciation for industrial and commercial buildings-3,913
Adjustment in respect of prior years46(26)
4,36811,380
EFFECTIVE TAX RATE
(EXCLUDING ONE-OFF CHANGES ON TAX DEPRECIATION IMPACT RELATED TO 2024)
28%28%
Income tax for the year comprises current and deferred tax. Income tax is recognised in profit or loss except to the extent that it relates to items recognised
directly in equity or other comprehensive income, in which case it is recognised in equity or in other comprehensive income.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance date, and any
adjustment to tax payable in respect of previous years.
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the
amounts used for taxation purposes. The temporary differences relating to investments in subsidiaries are not provided for to the extent that they will probably
not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount
of assets and liabilities, using tax rates enacted or substantively enacted at the balance date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised.
Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
REMOVAL OF TAX DEPRECIATION ON COMMERCIAL AND INDUSTRIAL BUILDINGS
From the 2020/21 tax year, the Group has been depreciating its commercial and industrial buildings on a 2% diminishing value basis, following the reinstatement
of tax depreciation for buildings with a useful life of 50 years or more as part of the government’s COVID-19: Economic Response Package.
Effective from 1 April 2024, the tax depreciation rate reverted to 0%, impacting the tax value of buildings held from the 2024/25 tax year onwards. The Group
recognises deferred tax on temporary differences at the tax rates expected to apply when these differences reverse, using the tax rates enacted or substantively
enacted at the balance sheet date. The change in tax legislation effective from 1 April 2024 eliminates the tax base of commercial and industrial buildings, thereby
creating a temporary difference that leads to a deferred tax liability. This liability is recognised unless the initial recognition exemption (IRE) under NZ IAS 12
applies, which precludes the recognition of deferred tax on initial recognition of an asset or liability in a transaction that is not a business combination and at the
time of the transaction affects neither accounting nor taxable profit and is a non-cash item.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED
For the year ended 31 December 2025

CDL Investments New Zealand Limited | 31

CDL INVESTMENTS NEW ZEALAND LIMITED
6. INCOME TAX EXPENSE – CONTINUED
DEFERRED TAX ON BUILDINGS
The impact of the removal of tax depreciation on commercial and industrial buildings, which reduced the tax base to nil creating a significant taxable temporary
difference for the investment properties, irrespective of their date of acquisition. The recognition of this temporary difference as a deferred tax liability depends
on whether the buildings were acquired through business combination and whether the initial recognition exception (IRE) in NZ IAS 12 was previously applied.
The change in tax legislation effective from 1 April 2024 eliminates the tax base for these assets, thereby creating a temporary difference that leads to a deferred
tax liability (DTL). As part of recognising the DTL, a one-off tax expense of $3.9m was recognised within the year ended 31 December 2024.
PILLAR 2
The ultimate parent of the Group operates in multiple jurisdictions, some of which have enacted or substantively enacted tax legislation to implement the Pillar
Two Model Rules from a date commencing on or after 1 January 2024. As the Pillar Two Model Rules are not effective in New Zealand, for the current financial
year, there is no current tax impact in the Group’s financial statements for the year ended 31 December 2025. The Group has applied a temporary mandatory
exception from deferred tax accounting in respect of the Pillar Two Model Rules and will account for any top-up tax liabilities arising from the application of the
rules as a current tax when it is incurred. Under the Pillar Two Model Rules, the Group will be required to pay a top-up tax if the effective tax rate per jurisdiction
(calculated using the prescribed approach) is below the 15% minimum rate.
The group continues to monitor and evaluate the domestic implementation of the Pillar Two rules in the jurisdictions in which it operates. The group’s potential
exposure to Pillar Two taxes, based on legislation that is enacted or substantively enacted, is not expected to be material.
7. IMPUTATION CREDITS
GROUP
IN THOUSANDS OF DOLLARS20252024
IMPUTATION CREDITS AVAILABLE FOR USE IN SUBSEQUENT REPORTING PERIODS100,13398,506
8. DEVELOPMENT PROPERTY
GROUP
IN THOUSANDS OF DOLLARS20252024
Expected to settle greater than one year257,854222,077
Expected to settle within one year17,62029,368
DEVELOPMENT PROPERTY275 , 474251,445
Development property is carried at the lower of cost and net realisable value. Cost includes the cost of acquisition, development, and holding costs such as
interest. Interest and other holding costs incurred after completion of development are expensed as incurred. All holding costs are written off through profit or
loss in the year incurred with the exception of interest holding costs which are capitalised during the period when active development is taking place. No interest
(2024: nil) has been capitalised during the year.
The Group’s inventory of development property is reviewed at each balance date to ensure its carrying amount is recorded at the lower of its cost and net
realisable value. The net realisable value of the development property is the estimated selling price in the ordinary course of business less the estimated costs of
completion and costs necessary to make the sale. The determination of net realisable value of inventory involves estimates taking into consideration prevailing
market conditions, current prices and expected date of commencement and completion of the project, the estimated future selling price, cost to complete
projects and selling costs. An impairment loss is recognised in the income statement to the extent that the carrying value of development property exceeds its
estimated net realisable value. Across the development portfolio there were no indicators of impairment. The annual process of independent valuations being
carried out by Extensor Advisory Limited corroborates the Group’s development property balances carried. The management team evaluate the assessment of
impairment indicators and confirm the recorded development property balance is lower than the net realisable value.
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED

32 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
9. INVESTMENT PROPERTY
GROUP
IN THOUSANDS OF DOLLARSFREEHOLD LANDBUILDINGS
WORK IN
PROGRESSTOTAL
Cost
Balance at 1 January 202465936,717–37,376
Additions––1,0171,017
Transfers between categories––––
Balance at 31 December 202465936,7171,01738,393
Balance at 1 January 202565936,7171,01738,393
Additions––535535
Reclassify to other assets––(757)(757)
Transfers between categories–118(118)-
Balance at 31 December 2025659 36,83567738,171
Depreciation and impairment losses
Balance at 1 January 2024– (1,542)–(1,542)
Depreciation charge for the year–(550)–(550)
Balance at 31 December 2024– (2,092)–(2,092)
Balance at 1 January 2025–(2,092)–(2,092)
Depreciation charge for the year–(554)–(554)
Balance at 31 December 2025–(2,646)–(2,646)
Carrying amounts
Balance at 1 January 202465935,175-35,834
BALANCE AT 31 DECEMBER 202465934,6251,01736,301
Balance at 1 January 202565934,6251,01736,301
BALANCE AT 31 DECEMBER 202565934,18967735,525
Investment properties are stated at cost less accumulated depreciation and accumulated impairment losses. Depreciation on the investment properties is
computed by asset classes using the policy disclosed in Note (d). Cost includes expenditure that is directly attributable to the acquisition of the investment
properties. Costs of self-constructed investment properties include costs of materials and direct labour, any other costs directly attributable to bringing the
investment properties to a working condition for their intended use and capitalised borrowing costs. Gains and losses on disposal of investment properties
(calculated as the difference between the net proceeds from disposal and the carrying amounts of the investment properties) are recognised in the profit and loss.
Investment properties consist of commercial warehousing at Wiri in Auckland, retail shops at Prestons Park in Christchurch, and retail shops at Stonebrook in
Rolleston which are fully operational. Investment properties are properties held either to earn rental income or capital appreciation or for both, but not for sale
in the ordinary course of business, use in the production or supply of goods and services, or for administrative purposes.
IMPAIRMENT
During the year, management performed an assessment of indicators of impairment which includes annual reviews of the carrying amounts of investment
properties. No indicators of impairment were identified.
The fair value of investment properties held at 31 December 2025 was determined by an independent registered valuer, DM Koomen SPINZ of Extensor Advisory
Limited as $69.9 million (2024: $65.1 million). The fair value measurement was categorised as Level 3 (highest of the fair value hierarchy) based on the inputs
to the valuation methodology used i.e. primarily the income capitalisation approach with discounted cash flow and depreciated replacement cost approaches
used to corroborate.
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED

CDL Investments New Zealand Limited | 33

CDL INVESTMENTS NEW ZEALAND LIMITED
9. INVESTMENT PROPERTY – IMPAIRMENT – CONTINUED
Average market capitalisation rates appropriate to the properties range from 5.00% to 6.88% (2024: 4.50% to 7.25%). Average market rent per square metre
rates appropriate to the properties range from $275 to $476 (2024: $263 to $450). There is no impairment expense recognised in the period (2024: no impairment).
OPERATING LEASES
The Group leases out its investment property. The Group has classified these leases as operating leases, because they do not transfer substantially all of the
risks and rewards incidental to the ownership of the assets.
Rental income recognised by the Group during 2025 was $3.1 million (2024: $2.7 million).
The following table sets out a maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date:
GROUP
IN THOUSANDS OF DOLLARS20252024
Within 1 year3,3362,745
More than 1 year but within 2 years3,3772,793
More than 2 years but within 3 years3,3392,835
More than 3 years but within 4 years2,3592,784
More than 4 years but within 5 years8141,947
After 5 years787708
14,01213,812
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED

34 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED
10. DEFERRED TAX ASSETS AND LIABILITIES
RECOGNISED DEFERRED TAX ASSETS AND LIABILITIES
Deferred tax assets and liabilities are attributable to the following:
GROUP
ASSETSLIABILITIESNET
IN THOUSANDS OF DOLLARS202520242025202420252024
Investment property- – (4,495)(4,379)(4,495)(4,379)
Development property--(81)(81)(81)(81)
Employee benefits144106--144106
NET TAX ASSETS/(LIABILITIES)144106(4,576)(4,460)(4,432)(4,354)
MOVEMENT IN DEFERRED TAX BALANCES DURING THE YEAR
GROUP
IN THOUSANDS OF DOLLARS
BALANCE AT
1 JAN 2024
RECOGNISED
IN PROFIT OR LOSS
BALANCE AT
31 DEC 2024
Investment property(345)(4,034)(4,379)
Development property(81)–(81)
Employee benefits142(36)106
(284)(4,070)(4,354)
MOVEMENT IN DEFERRED TAX BALANCES DURING THE YEAR
GROUP
IN THOUSANDS OF DOLLARS
BALANCE AT
1 JAN 2025
RECOGNISED
IN PROFIT OR LOSS
BALANCE AT
31 DEC 2025
Investment property(4,379)(116)(4,495)
Development property(81)–(81)
Employee benefits10638144
(4,354)( 78)(4,432)
11. TRADE AND OTHER RECEIVABLES
GROUP
IN THOUSANDS OF DOLLARS20252024
Trade receivables403672
Sundry receivables4,0174,506
Prepayments, bonding & others2,1932,339
TRADE AND OTHER RECEIVABLES6,6137,517
Trade and other receivables are stated at their cost less impairment losses. The Group applies the simplified approach to providing for expected credit losses
prescribed by NZ IFRS 9, which permits the use of the lifetime expected credit loss provision for all trade receivables. The allowance for doubtful debts on trade
receivables are either individually or collective assessed based on number of days overdue. The Group takes into account the historical loss experience and
incorporates forward looking information and relevant macroeconomic factors. Based on this view, none of the trade and other receivables are impaired.

CDL Investments New Zealand Limited | 35

CDL INVESTMENTS NEW ZEALAND LIMITED
12. CASH AND CASH EQUIVALENTS
GROUP
IN THOUSANDS OF DOLLARS20252024
Bank balances13,44032,803
Call deposits484–
CASH AND CASH EQUIVALENTS13,92432,803
Cash and cash equivalents comprise cash balances and call deposits with an original maturity of three months or less.
13. CAPITAL AND RESERVES
SHARE CAPITAL
COMPANY
2025202520242024
SHARES
'000S$000S
SHARES
'000S$000S
Shares issued 1 January291,82468,041290,78567, 3 1 8
Issued under dividend reinvestment plan8496741,039723
TOTAL SHARES ISSUED AND OUTSTANDING292,67368,715291,824 68,041
All shares carry equal rights and rank pari passu with regard to residual assets of the Company and do not have a par value. At 31 December 2025, the authorised
share capital consisted of 292,672,296 fully paid ordinary shares (2024: 291,823,552).
DIVIDEND REINVESTMENT PLAN
In 1998, the Company adopted a Dividend Reinvestment Plan pursuant to which shareholders may elect to receive ordinary dividends in the form of either cash or
additional shares in the Company. The additional shares are issued at the weighted average market price for the shares traded over the first five business days
immediately following the Record Date.
Accordingly, the Company issued 848,744 additional shares under the Dividend Reinvestment Plan on 16 May 2025 (2024: 1,038,719) at a strike price of $0.7947
per share issued (2024: $0.6961).
DIVIDENDS
The following dividends were declared and paid during the year 31 December 2025:
COMPANY
IN THOUSANDS OF DOLLARS20252024
3.5 cents per qualifying ordinary share (2024: 3.5 cents)10,21410,177
10,21410,177
The following dividends were declared by the directors on 24 February 2026. The dividends have not been provided for and there are no income tax
consequences. It is anticipated that a portion of the dividends declared will be paid by way of shares through the Dividend Reinvestment Plan.
COMPANY
IN THOUSANDS OF DOLLARS2025
1.0 cents ordinary dividend per qualifying ordinary share2,927
1.0 CENTS TOTAL DIVIDEND PER QUALIFYING ORDINARY SHARE2,927
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED

36 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED
13. CAPITAL AND RESERVES – CONTINUED
BASIC AND DILUTED EARNINGS PER SHARE
The basic earnings per share and the diluted earnings per share are the same. The calculation of basic and diluted earnings per share at 31 December 2025
was based on the profit attributable to ordinary shareholders of $11,066,000 (2024: $15,381,000); and weighted average number of ordinary shares outstanding
during the year ended 31 December 2025 of 292,389,381 (2024: 291,477,312), calculated as follows:
PROFIT ATTRIBUTABLE TO ORDINARY SHAREHOLDERS (BASIC & DILUTED)
GROUP
IN THOUSANDS OF DOLLARS20252024
Profit for the period11,06615,381
PROFIT ATTRIBUTABLE TO ORDINARY SHAREHOLDERS11,06615,381
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES
COMPANY
20252024
SHARES
'000S
SHARES
'000S
Issued ordinary shares at 1 January291,824290,785
Effect of 1,038,719 shares issued in May 2024-692
Effect of 848,744 shares issued in May 2025530-
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES AT 31 DECEMBER292,354291,477
EARNINGS PER SHARE (BASIC & DILUTED)
GROUP
20252024
BASIC AND DILUTED EARNINGS PER SHARE (CENTS PER SHARE)3.785.28
SUPPLEMENTARY DIVIDEND AND FOREIGN INVESTMENT TAX CREDIT
The Company pays a supplementary dividend to portfolio non-resident investors to offset non-resident withholding tax payable on imputed dividends from the
Company. Under the foreign investor tax credit (FITC) rules, the Company receives a tax credit equal to the supplementary dividend paid. The supplementary
dividend is based on the amount of imputation credit attached to the dividend.

CDL Investments New Zealand Limited | 37

CDL INVESTMENTS NEW ZEALAND LIMITED
14. FINANCIAL INSTRUMENTS
The Group only holds non-derivative financial instruments which comprise trade and other receivables, cash and cash equivalents, short term deposits,
and trade and other payables.
Non-derivative financial instruments are typically recognised at fair value. After an initial recognition, non-derivative financial instruments deemed financial
assets are characterised at amortised cost; FVOCI-debt investment; FVOCI-equity investment; or FVTPL. Non-derivative financial instruments deemed financial
liabilities are characterised amortised cost or FVTPL.
A financial asset is measured at amortised cost if it meets both of the following conditions and not designated at FVTPL:
• It is held within a business model whose objective is to hold assets to collect contractual cash flows: and
• Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire or if the Group transfer the financial asset
to another party without retaining control or substantially all risks and rewards of the asset.
Financial liabilities are derecognised if the Group’s obligations specified in the contract expire or are discharged or cancelled.
GROUP
IN THOUSANDS OF DOLLARSNOTE20252024*
Financial assets
Cash and cash equivalents1213,44032,803
Short term deposits12484484
Trade and other receivables111,1371,653
Financial liabilities
Trade payables2,622936
Related party payables16116-
Other accruals & provisions1,122811
* These prior period comparative amounts have been restated to exclude non-financial assets and liabilities such as prepayments, deposits paid for asset purchases
and revenue in advance.
CREDIT RISK
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations are performed on all customers
requiring credit over a certain amount. The Group does not require collateral in respect of financial assets. Exposure to credit and interest rate risks arises
in the normal course of the Group’s business.
The key factor in managing risk is that the Certificate of Title is only transferred to the purchaser when all cash is received in full upon settlement.
The Group’s exposure to credit risk is mainly influenced by its customer base. As such it is concentrated to the default risk of its industry. However, geographically
there is no credit risk concentration as the Company spreads the risk by operating in three regions in the North Island and one region in the South Island.
Cash, cash equivalents, and term deposits are allowed only in liquid securities and only with counterparties (minimum rating of Moody’s Aa3) that have a
credit rating equal to or better than the Group. Given their high credit ratings, management does not expect any counterparty to fail to meet its obligations.
At the balance date there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount of
each financial asset.
INTEREST RATE RISK
The Group has no debt (2024: nil) and is only exposed to movements in interest rates on short-term investments which is explained in the sensitivity analysis.
Interest income is earned on the cash and cash equivalent balance and the short-term deposits balance.
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED

38 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED
14. FINANCIAL INSTRUMENTS – CONTINUED
SENSITIVITY ANALYSIS
The Group manages interest rate risk by maximising its interest income through forecasting its cash requirements and cash inflows. Over the longer-term,
however, permanent changes in interest rates will have an impact on profit.
An increase of one percentage point in interest rates would have increased the Group’s profit before income tax by $118,640 (2024: $473,000) in the current
period. Conversely, a decrease of one percentage point in interest rates would have decreased the Group’s profit before income tax by $118,640 (2024: $473,000)
in the current period.
EFFECTIVE INTEREST AND REPRICING ANALYSIS
In respect of income earning financial assets, the following tables indicate the effective interest rates at the balance sheet date and the periods in which they reprice.
GROUP
20252024
IN THOUSANDS OF DOLLARSNOTE
EFFECTIVE
INTEREST
RAT ETOTAL
6
MONTHS
OR LESS
6–12
MONTHS
EFFECTIVE
INTEREST
RAT ETOTAL
6
MONTHS
OR LESS
6–12
MONTHS
Cash and cash equivalents120.00%
to 4.25%
13,44013,440–0.00%
to 4.25%
32,80332,803–
Short term deposits3.51%
to 3.74%
484-4845.24%
to 5.46%
48475409
13,92413,44048433,28732,878409
LIQUIDITY RISK
Liquidity risk represents the Group’s ability to meet its contractual obligations. The Group evaluates its liquidity requirements on an ongoing basis. In general,
the Group generates sufficient cash flows from its operating activities to meet its obligations arising from its financial liabilities. It is the Group’s policy to provide
credit and liquidity enhancement only to wholly owned subsidiaries.
The following table sets out the contractual cash flows for all financial liabilities that are settled on a gross cash flow basis:
GROUP
IN THOUSANDS OF DOLLARS
BALANCE
SHEET
6 MONTHS
OR LESS
6–12
MONTHS
BALANCE
SHEET
6 MONTHS
OR LESS
6–12
MONTHS
Trade and other payables3,8603,860-2,1542,154-
3,8603,860-2,1542,154-
ESTIMATION OF FAIR VALUES
The following summarises the major methods and assumptions used in estimating the fair values of financial instruments reflected in the above tables.
(a) Cash, accounts receivable, accounts payable and related party receivables. The carrying amount for these balances approximate their fair value
because of the short maturities of these items.
CAPITAL MANAGEMENT
The Group’s capital includes share capital and retained earnings.
The Group’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 impact of the level of capital on shareholders’ return is also recognised and the Group recognises the need to maintain a balance between the
higher returns that might be possible with greater gearing and the advantages and security afforded by a sound capital position.
The Group is not subject to any external imposed capital requirements. The allocation of capital is, to a large extent, driven by optimisation of the return
achieved on the capital allocated. The Group’s policies in respect of capital management and allocation are reviewed regularly by the Board of Directors.
There have been no material changes in the Group’s management of capital during the period.

CDL Investments New Zealand Limited | 39

CDL INVESTMENTS NEW ZEALAND LIMITED
15. CAPITAL AND LAND DEVELOPMENT COMMITMENTS
As at 31 December 2025, the Group had entered into contractual commitments for development expenditure and unconditional purchases of land. Within the
Groups land development commitments, two properties remain unconditional with extended settlement terms. CDI are yet to assume any control of these
properties which govern their treatment as an asset and any financial liability. Development expenditure represents amounts contracted and forecast to be
incurred in 2026 and future years in accordance with the Group’s development programme.
GROUP
IN THOUSANDS OF DOLLARS20252024
Development expenditure29,94924,269
Land purchases4,91313,261
34,86237, 530
16. RELATED PARTIES
IDENTITY OF RELATED PARTIES
The Company has a related party relationship with its wholly owned subsidiary, CDL Land New Zealand Limited, as well as a fellow subsidiary of its parent
(see Note 17), and with its Directors and executive officer.
During the year, CDL Investments New Zealand Limited and its subsidiary has incurred costs from its parent, Millennium & Copthorne Hotels New Zealand Limited
of $596,787 (2024: $685,000) for shared office expenses, insurance premiums and recoverable recharges passed through at cost. As of 31 December 2025,
$480,870 of these related party transactions had been settled and $115,917 remained outstanding and are included in trade payables (2024: $ Nil).
TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL
None of the Directors of the Company and their immediate relatives have control of the voting shares of the Company. Key management personnel include
the Board comprising non-executive directors, executive director and executive officer.
The total remuneration and value of other benefits earned by each of the Directors of the Company for the year ending 31 December 2025 was:
GROUP
IN THOUSANDS OF DOLLARS20252024
Non-executive directors145126
Executive director-86
Executive officer485482
630694
Non-executive directors receive director’s fees only. The executive officer received short-term employee benefits which include a base salary and an incentive
plan. They do not receive remuneration or any other benefits as a director of the Company or its subsidiary.
Total remuneration of non-executive directors is included in “administrative and other expenses” (see Note 3) and total remuneration of executive director
and executive officer is included in “personnel expenses” (see Note 4).
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED

40 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
For the year ended 31 December 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED
17. GROUP ENTITIES
CONTROL OF THE GROUP
CDL Investments New Zealand Limited is a subsidiary of Millennium & Copthorne Hotels New Zealand Limited by virtue of Millennium & Copthorne Hotels New
Zealand Limited owning 65.12% (2024: 65.31%) of the Company and having one out of five of the Directors on the Board. Millennium & Copthorne Hotels New
Zealand Limited is 83.84% (2024: 75.86%) owned by CDL Hotels Holdings New Zealand Limited (computed on voting shares), which is a wholly owned subsidiary
of Millennium & Copthorne Hotels Limited in the United Kingdom. The ultimate holding company is Hong Leong Investment Holdings Pte Ltd in Singapore.
During 2025, CDL Investments New Zealand Limited issued no additional shares (2024: Nil) to its parent, Millennium & Copthorne Hotels New Zealand Limited,
under the Dividend Reinvestment Plan (see Note 13). The total shares on issue to Millennium & Copthorne Hotels New Zealand Limited is 190,591,297
(2024: 190,591,297).
18. CONTINGENT LIABILITIES
CDL Investments New Zealand Limited has a bank guarantee in place as a requirement of being listed on the New Zealand Stock Exchange. The maximum
value of this guarantee is $75,000 (2024: $75,000).
19. SUBSEQUENT EVENTS
On 24 February 2026, an ordinary dividend of $0.01 per qualifying share was declared by the Directors (see Note 13).

CDL Investments New Zealand Limited | 41

CDL INVESTMENTS NEW ZEALAND LIMITED
THIS PAGE HAS INTENTIONALLY BEEN LEFT BLANK

© 2026 KPMG, a New Zealand Partnership and a member firm of the KPMG global organisation of independent member firms affiliated with KPMG International Limited,
a private English company limited by guarantee. All rights reserved.

Document classification: KPMG Confidential

Independent Auditor’s Report
To the shareholders of CDL Investments New Zealand 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 31 December 2025;
- the consolidated statements of
comprehensive income, changes in equity
and cash flows for the year then ended;
and
- notes, including material accounting policy
information and other explanatory
information.

In our opinion, the accompanying consolidated financial
statements of CDL Investments New Zealand Limited (the
Company) and its subsidiaries (the Group) on pages 1 to
20 present fairly in all material respects:
- the Group’s financial position as at 31 December
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 CDL Investments New Zealand 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 tax compliance and tax advisory services, as well
as limited assurance work on climate related disclosure. 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.

Materiality
The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the
nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually
and on the consolidated financial statements as a whole. The materiality for the consolidated financial statements
as a whole was set at $1.3m determined with reference to a benchmark of the Group’s profit before tax. We
chose the benchmark because, in our view, this is a key measure of the Group’s performance.

Company) and its subsidiaries (the Group) on pages 20
to 41 present fairly in all material respects:

CDL Investments New Zealand Limited | 43






2

Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the consolidated financial statements in the current period. We summarise below those matters and our key audit
procedures to address those matters in order that the shareholders as a body may better understand the process
by which we arrived at our audit opinion.
Our procedures were undertaken in the context of and solely for the purpose of our audit opinion on the
consolidated financial statements as a whole and we do not express discrete opinions on separate elements of
the consolidated financial statements.
The key audit matter How the matter was addressed in our audit
Capitalisation and allocation of development costs
Refer to Note 8 to the consolidated
financial statements.
The group’s development property
comprises land and development costs
incurred to develop land into
subdivisions and individual properties
for sale. The development property
portfolio represents 83% of total assets
on the consolidated Statement of
Financial Position.
The capitalisation and allocation of
development costs is a key audit
matter as determining whether to
capitalise or expense costs relating to
the development of the land is
subjective and depends on whether
the costs are recoverable as costs of
conversion. In addition, there is
significant judgement in determining
whether obligations exist for future
costs and how to allocate capitalised
development costs to individual
properties or stages.

The key judgements used in this
determination are:
- Whether costs are eligible for
capitalisation under the
relevant accounting standards
- The allocation of capitalised
costs to the individual
projects, stages and land lots
and the associated
recognition of cost of sales
- Whether a capitalised cost
and the associated liability for
future obligations should be
recorded under the relevant
accounting standard.
Our audit procedures included:
- Evaluating the Group’s accounting policy for capitalisation of
development costs against NZ IAS 2;
- Testing the design and implementation, as well as operating
effectiveness of internal review of allocation of costs to
projects or stages;
- Testing samples of capitalised development costs and
vouched to supporting documents. For each selected sample,
we:
— Considered the nature of the costs capitalised and
evaluated whether they are eligible for capitalisation
under NZ IAS 2;
— Assessed the appropriateness of the allocation of cost to
the individual project and stages;
— Compared the amount capitalised against amounts per
supporting documents;
- Inspecting Sales and Purchase Agreements, settlement
statements and cash payments for land acquisitions during
the reporting period. We further assessed the accounting
treatment for unsettled land acquisitions for which the Group
has paid a deposit prior to the year-end;
- Performing analytical procedures to assess appropriateness
of the margins across periods of sale;
- Performing a retrospective review of the forecast costs and
cost of sales to assess management’s ability to forecast
future costs accurately based on readily available information;
- Evaluating the reasonableness of the Group’s judgement to
record liabilities for future obligations and that these have
been appropriately measured and recorded in accordance
with the applicable accounting standards;
- Assessing the accuracy and completeness of disclosures
made in the Consolidated Financial Statements of the Group
against results of our testing and against the requirements of
the accounting standards.
Our testing did not identify any material exceptions related to the
capitalisation of development costs, the allocation of those costs to
individual project stages and the recognition of future development
cost obligations.

44 | CDL Investments New Zealand Limited





3



Other information
The directors, on behalf of the Group, are responsible for the other information. The other information comprises
the Directors’ Review, NZX Results Announcement, and Media Release (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 Group’s 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 and use our professional judgement to determine the appropriate action to
take.

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.

CDL Investments New Zealand Limited | 45






3



Other information
The directors, on behalf of the Group, are responsible for the other information. The other information comprises
the Directors’ Review, NZX Results Announcement, and Media Release (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 Group’s 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 and use our professional judgement to determine the appropriate action to
take.

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

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










Auditor’s responsibilities for the audit of the consolidated
financial statements
Our objective is:
— to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error; and
— to issue an independent auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance but it is not a guarantee that an audit conducted in
accordance with ISAs NZ will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the basis of the
consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements is located at the
External Reporting Board (XRB) website at:
https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1 -1/
This description forms part of our independent auditor’s report.
The engagement partner on the audit resulting in this independent auditor’s report is Matthew Wilcox.

For and on behalf of:



KPMG
Auckland
24 February 2026


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

46 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
20 LARGEST SHAREHOLDERS (as at 27 February 2026)
REGULATORY DISCLOSURES
RANKSHAREHOLDERNUMBER OF SECURITIES% OF ISSUED CAPITALS
1.Millennium & Copthorne Hotels New Zealand Limited190,591,29765.12
2.Adrian Ho23,832,5988.14
3.Accident Compensation Corporation – NZCSD13,255,7434.53
4.Citibank Nominees (New Zealand) Limited – NZCSD6,020,8402.06
5.NZX WT Nominees Limited3,582,8461.22
6.Christina Seet2 ,9 7 7, 3 4 21.02
7.Faro Equities Limited2,100,0000.72
8.Hugh Green Limited1 ,474, 24 80.50
9.MFL Mutual Fund Limited – NZCSD1,370,8600.47
10.Custodial Services Limited 1,190,9170.41
11.Geok Loo Goh1,079,8340.37
12.New Zealand Depository Nominee Limited1,048,2660.36
13.Michael Robert Mayger & Eleanor Margaret Mayger1 ,0 47,75 20.36
14.Graeme Stuart Lord & Lisa Anne Lord873,9570.30
15.NZX WT Nominees Limited79 7,15 70.27
16.Steven Cheong Kwok Wing733,7780.25
1 7.Forsyth Barr Custodians Limited722,7570.25
18.Roger Parker69 7,1 160.24
19.Caliber Investments (2011) Limited686,3340.23
20.BNP Paribas Nominees (NZ) Limited – NZCSD636,4600.22
RANGENUMBER OF SHAREHOLDERSNUMBER OF SHARES% OF ISSUED CAPITAL
1–499579,4210.00
500–999402 7,7430.01
1,000–1,999313425,9680.15
2,000–4,9998272,545,4760.87
5,000–9,9994112,861,7360.98
10,000–49,99955211,169,5003.82
50,000–99,999785,360,0881.83
100,000–499,9997513,883,2244.74
500,000–999,999106,816,5972.33
1,000,000 Over13249,572,54385.27
ROUNDING0.00
TOTAL2,376292,672,296100.00
NZCSD provides a custodial depositary service to its clients and does not have a beneficial interest in the shares held in its name.
HOLDINGS SIZE (as at 27 February 2026)

CDL Investments New Zealand Limited | 47

CDL INVESTMENTS NEW ZEALAND LIMITED
DOMICILE OF SHAREHOLDERS (as at 27 February 2026)
SUBSTANTIAL PRODUCT HOLDERS
According to notices given to the Company under the Financial Markets Conducts Act 2013, as at 31 December 2025, the substantial product holders in the
Company are noted below:
REGULATORY DISCLOSURES – CONTINUED
NUMBER OF SHAREHOLDERSNUMBER OF SHARES% OF ISSUED CAPITAL
New Zealand2,261254,911,0558 7.1 0
Australia and overseas11537,761,24112.90
TOTAL2,376292,672,296100.00
SECURITIES CLASS% OF ISSUED CAPITAL
Millennium & Copthorne Hotels New Zealand Limited190,591,297Ordinary Shares65.12
Adrian Ho23,832,598Ordinary Shares8.14
At as 31 December 2025, the total number of issued voting securities in CDL Investments New Zealand Limited (all of which are voting shares) was 292,672,296.

48 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
DIRECTORS AND OFFICERS (section 211(1)(I), Companies Act 1993)
As at 31 December 2025, the Company’s Directors were Ms. Desleigh Jameson, Ms. Janie Elrick, Mr. Eik Sheng Kwek, Mr. Vincent Yeo and Mr. Julian Smith.
The gender breakdown of the Board is 3 male directors, 2 female directors and 0 gender diverse directors (2024: 3 male directors, 2 female directors
0 gender diverse directors).
As at 31 December 2025, CDI had 2 female and 5 male officers and 0 gender diverse officers (2024: 1 female officer, 3 male officers and 0 gender diverse officers).
INTERESTS REGISTER (sections 189(1)(c) and 211(1)(e), Companies Act 1993)
The Company maintains an Interests Register as required under the Companies Act 1993. For the year ending 31 December 2025, the following entries
were recorded:
USE OF COMPANY INFORMATION (Section 145, Companies Act 1993)
During the year, the Board did not receive any notices from any Directors of the Company requesting the use of company information which they would
have received in their capacity as Directors which would not otherwise have been available to them.
SHARE DEALING (Section 148, Companies Act 1993)
No share dealings by Directors occurred during the year.
DIRECTORS’ AND ASSOCIATED PERSONS SHAREHOLDINGS (AS AT 31 DECEMBER 2025)
INDEMNITY AND INSURANCE (Section 162, Companies Act 1993)
In accordance with the Company’s constitution, the Company has a Director and Officer Liability Insurance Policy insuring its Directors and the directors
of its subsidiary.
STATUTORY INFORMATION
IN THOUSANDS OF DOLLARS20252024
Desleigh JamesonNilNil
Janie Elrick
NilNil
Eik Sheng Kwek
NilNil
Vincent Yeo
NilNil
John Henderson
Not applicableNil
Julian Smith
NilNot applicable
DIRECTOR
REMUNERATION
Desleigh Jameson$51,049
Janie Elrick
$42,000
Eik Sheng Kwek
Nil^
Vincent Yeo
$35,000
John Henderson (to May 2025)
$14,583
Julian Smith (from December 2025)
$2,205
REMUNERATION (Sections 161 and 211(1)(F), Companies Act 1993)
The total remuneration and value of other benefits earned received by each of the Directors of the Company for the year ending 31 December 2025 was:
^ Eik Sheng Kwek, being the Executive Director of Millennium & Copthorne Hotels Limited, did not receive any fees as Director of the Company.

CDL Investments New Zealand Limited | 49

CDL INVESTMENTS NEW ZEALAND LIMITED
GENERAL DISCLOSURES OF INTEREST (Section 140(2), Companies Act 1993)
As at 31 December 2025, the Directors of the Company have made general disclosures of interest in the following companies:
J E ELRICK
Director of:
Community Living Limited Door Solutions (2021) Limited Inframax Construction Limited
Jandrew Investments Limited Janie Elrick Limited Meteorological Service of New Zealand Limited
Trustee of:
Community Living Trust
D J JAMESON
Director of:
Ampio Limited GH Securities Trustee Limited Gubb & Hardy Limited
Milford Haven Limited
ES KWEK
Chairman/Director/President of:
Grand Plaza Hotel Corporation
Chairman and Director of:
Millennium Hotels Italy Holdings s.r.l. Millennium Hotels Palace Management s.r.l. Millennium Hotels Property s.r.l.
Director/President of:
The Philippine Fund Limited Five Star Assurance, Inc.
President of:
Chalon Heritage Hotel Holdings SAS
Managing Director of:
ATOS Holdings GmbH
General Manager of:
M&C Hotels France SAS
Alternate Director of:
Mount V Development Pte. Ltd.
Manager of:
BOP Luxembourg (125 OBS) 2 S.à r.l. Bravogate Holdings S.à r.l. Chalon Heritage Hotel SNC
M&C Hotels France Management SARL
Director of:
125 OBS (Nominees 1) Limited 125 OBS (Nominees 2) Limited 125 OBS GP Limited
58 High Street Pty Ltd Actas Holdings Pte. Ltd. Adelanto Investments Pte. Ltd.
Aircoa Equity Interests, Inc. Aircoa GP Corporation Aircoa, LLC
Allinvest Holding Pte Ltd Allsgate Properties Limited Alphagate Holdings Limited
Androgate Properties Limited Aquarius Properties Pte. Ltd. Archyield Limited
Ascent View Holdings Pte. Ltd. Aster Land Development Pte Ltd Atlasgate SG Holdings Pte. Ltd.
Atlasgate UK Holdings Limited Atlasgate UK Properties Limited ATOS Holding GmbH
Avon Wynfield LLC Baynes Investments Pte Ltd Beaumont Properties Limited
Beijing Fortune Hotel Co., Ltd. Bellevue Properties Pte. Ltd. Bestro Holdings Limited
Biltmore Place Operations Corporation Bloomshine Holdings Limited Branbury Investments Ltd
Bridge North Limited Buffalo RHM Operating LLC Camborne Developments Pte Ltd
Canterbury Riverside OpCo Limited Canterbury Riverside Propco Limited Canvey Developments Pte. Ltd.
(In member's voluntary liquidation)
CDL (New York) LLC CDL (NYL) Limited CDL Ace Pte. Ltd.
STATUTORY INFORMATION – CONTINUED

50 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
GENERAL DISCLOSURES OF INTEREST (Section 140(2), Companies Act 1993) – CONTINUED
As at 31 December 2025, the Directors of the Company have made general disclosures of interest in the following companies:
ES KWEK – CONTINUED
Director of:
CDL Acquisitions Pte. Ltd. CDL Aquila Pte. Ltd. CDL Arctic Pte. Ltd.
CDL Atlantic Pte. Ltd. CDL Australia Holdings Pty Ltd CDL Centroid Pte. Ltd.
CDL Cityscape Pte. Ltd. CDL Commercial REIT Management Pte. Ltd. CDL Conservo Pte. Ltd.
CDL Constellation Pte. Ltd. CDL Crestview Holdings Pte. Ltd. CDL Crown REIT Management Pte. Ltd.
CDL Divine Pte. Ltd. CDL Draco Pte. Ltd. CDL Entertainment & Leisure Pte Ltd
CDL Evergreen Pte. Ltd. CDL Galliard Grand GP Limited CDL Hotels (Chelsea) Limited
CDL Hotels (Korea) Ltd. CDL Hotels (Malaysia) Sdn. Bhd. CDL Hotels (U.K.) Limited
CDL Hotels Australia Holdings (SG) Pte. Ltd. CDL Hotels Australia Holdings Pty Ltd CDL Hotels Holdings New Zealand Limited
CDL Hotels Japan Pte. Ltd. CDL Hotels USA, Inc. CDL Infinity Pte. Ltd.
CDL Kingtse Pte. Ltd. CDL Land Pte Ltd CDL Libra Commercial Pte. Ltd.
CDL Libra Pte. Ltd. CDL Living Holdings Pte. Ltd. CDL Management Services Pte. Ltd.
CDL Netherlands Investments B.V. CDL Pavona Pte. Ltd. CDL Pegasus Pte. Ltd.
CDL Perseus Pte. Ltd. CDL Pisces Commercial Pte. Ltd. CDL Pisces Serviced Residences Pte. Ltd.
CDL Polaris Commercial Pte. Ltd. CDL Polaris Properties Pte. Ltd. CDL Properties B.V.
CDL Queensray Pte. Ltd. CDL Real Estate Asset Managers Pte. Ltd. CDL Real Estate Investment Managers Pte. Ltd.
CDL Regulus Pte. Ltd. CDL Sakura Pte. Ltd. CDL Selesta Pte. Ltd.
CDL Shanghai Holdings Pte. Ltd. CDL Stellar Pte. Ltd. CDL Triton Pte. Ltd.
CDL West 45th Street LLC CDL-Suzhou Investment Pte Ltd Central Mall Pte Ltd
Centro Investment Holding Pte. Ltd. Centro Property Holding Pte. Ltd. Chalon Heritage Hotel Holdings SAS
Chania Holdings Limited Chestnut Avenue Developments Pte. Ltd.
(In member's voluntary liquidation)
Chicago Hotel Holdings, Inc. City Apex Pte. Ltd. City Bonsai Pte. Ltd.
City Boost Pte. Ltd. City Century Pte. Ltd. City Condominiums Pte Ltd
City Connected Communities Pte. Ltd. City Delta Pte. Ltd. City Developments Investments Pte. Ltd.
City Developments Realty Limited City Elite Pte Ltd City Gemini Pte. Ltd.
City Grand Investments Limited City Hotels Pte. Ltd. City Ikonik Pte. Ltd.
City Ikonik Pte. Ltd., Japan Branch City Leo Pte. Ltd. City Lux Pte. Ltd.
City Montage Pte. Ltd. City Oasis Pte. Ltd. City Orchard Pte. Ltd.
City Platinum Holdings Pte. Ltd.
(In member's voluntary liquidation) City REIT Management Pte. Ltd.
City Resyde Pte. Ltd. City Sceptre Investments Pte. Ltd. City Serviced Offices Pte. Ltd.
City Sol Luna Holdings Pte. Ltd. City Sol Pte. Ltd. City Strategic Equity Pte. Ltd.
City Sunshine Holdings Pte. Ltd. City Symphony Pte. Ltd. City Thrive Pte. Ltd.
Citydev Real Estate (Singapore) Pte Ltd Citydev Venture Holdings Limited CityNexus (UK) Limited CityNexus Pte. Ltd.
Cityview Place Holdings Pte. Ltd. Cityzens Development Pte. Ltd. Copthorne (Nominees) Limited
Copthorne Aberdeen Limited Copthorne Hotel (Birmingham) Limited Copthorne Hotel (Cardiff) Limited
Copthorne Hotel (Effingham Park) Limited Copthorne Hotel (Gatwick) Limited Copthorne Hotel (Manchester) Limited
Copthorne Hotel (Merry Hill) Construction Limited Copthorne Hotel (Merry Hill) Limited Copthorne Hotel (Newcastle) Limited
Copthorne Hotel (Plymouth) Limited Copthorne Hotel (Slough) Limited Copthorne Hotel Holdings Limited
Copthorne Hotels Limited Copthorne Orchid Hotel Singapore Pte Ltd Copthorne Orchid Penang Sdn. Bhd.
Crescent View Developments Pte. Ltd. Delfi One Investments Pte. Ltd. Delfi Three Investments Pte. Ltd.
Delfi Two Investments Pte. Ltd. Diplomat Hotel Holding Limited EastWest Portfolio Pte. Ltd.
Easy Thrive Ventures Limited Educado Company Limited Elite Hotel Management Services Pte. Ltd.
Ellinois Management Services Pte. Ltd. Euroform (S) Pte. Limited Fergurson Hotel Holdings Limited
Fergurson Investment Corp. Finite Properties Investment Limited First Platinum Holdings Pte. Ltd.
(In member's voluntary liquidation)
Five Star Assurance, Inc. Four Peaks Management Company Freshview Developments Pte. Ltd. (In member's voluntary liquidation)
Friars Road Manco Limited Gateway Holdings Corporation I Gateway Hotel Holdings, Inc.
Gateway Regal Holdings LLC GHL CDL Morden Limited Grand Plaza Hotel Corporation
Grande Strategic Pte. Ltd. Grange 100 Pte. Ltd. Granmil Holdings Pte Ltd
Greystand Holdings Limited Guan Realty (Private) Limited Harbour Land Corporation
Harbour View Hotel Pte Ltd Harrow Entertainment Pte Ltd Heritage Pro International Limited
STATUTORY INFORMATION – CONTINUED

CDL Investments New Zealand Limited | 51

CDL INVESTMENTS NEW ZEALAND LIMITED
Highline Holdings Limited Highline Investments GP Limited Highline Properties GP Limited
Hoko Fitzroy Pty Ltd Hoko Kenmore Pty Ltd Hoko Macaulay Pty Ltd
Hoko Mina Pty Ltd Hoko Spencer Pty Ltd Hoko Toowong Pty Ltd
Hong Bee Hardware Company, Sdn. Berhad Hong Leong Enterprises Pte. Ltd. Hong Leong Foundation
Hong Leong Hotel Development Limited Hong Leong International Hotel (Singapore) Pte. Ltd. Hong Leong Properties Pte. Limited
Hospitality Holdings Pte. Ltd. Hospitality Ventures Pte. Ltd. Hotel Liverpool Limited
Hotel Liverpool Management Limited HSRE Crosslane (Coventry) Limited HSRE Crosslane (Leeds) Limited
HSU JV Holdco Limited HThree City Jade Pte. Ltd. Iconique Tokutei Mokuteki Kaisha
Infinity Properties Limited Island Glades Developments Pte. Ltd. Jayland Properties Limited
Kensington Unity Hotel Limited Keygate Holdings Limited King's Tanglin Shopping Pte. Ltd.
Kwek Holdings Pte Ltd Keygate Holdings Limited King's Tanglin Shopping Pte. Ltd.
Kwek Holdings Pte Ltd Kwek Hong Png Investment Pte. Ltd. Landco Properties Limited
Le Grove Management Pte Ltd Legend Commercial Pte. Ltd. Legend Commercial Trustee Pte. Ltd.
Legend Investment Holdings Pte. Ltd. Legend Quay Pte. Ltd. Lingo Enterprises Limited
Lingo Enterprises Limited, Singapore Branch London Britannia Hotel Limited London Tara Hotel Limited
Lukestone Properties Limited M & C (CB) Limited M & C (CD) Limited
M & C Finance (1) Limited M & C Management Holdings Limited M & C Management Services (USA) Inc.
M & C NZ Limited M & C Reservations Services Limited M&C Asia Finance (UK) Limited
M&C Asia Holdings (UK) Limited
M&C Business Trust Management Limited
(as trustee-manager of CDL Hospitality Business Trust which is stapled together with CDL Hospitality Real Estate Investment Trust as CDL Hospitality Trust)
M&C Capital Pte. Ltd. M&C Colorado Hotel Corporation M&C Crescent Interests, LLC
M&C Galiant Holdings Limited M&C Holdings (Thailand) Ltd. M&C Hotel Interests, Inc.
M&C Hotel Investments Pte. Ltd. M&C Hotels France SAS M&C Hotels Holdings Japan Pte. Ltd.
M&C Hotels Holdings Limited M&C Hotels Holdings USA Limited M&C Hotels Japan Pte. Ltd.
M&C New York (Times Square) EAT II LLC M&C New York (Times Square), LLC M&C New York Finance (UK) Limited
M&C REIT Management Limited
(as manager of CDL Hospitality Real Estate Investment Trust which is stapled together with CDL Hospitality Business Trust as CDL Hospitality Trust)
M&C Restaurants (London) Limited M&C Sakura Holdings Pte. Ltd. M&C Sakura Hotel Pte. Ltd.
M&C Sakura TMK M&C Singapore Finance (UK) Limited M&C Singapore Holdings (UK) Limited
M&C Sponsorship Limited Marquee Brisbane Hotel 2 Pty Ltd Marquee Brisbane Hotel Pty Ltd
Marquee Hotel Holdings Pty Ltd Max Office (SKD) General Partner Ltd Melvale Holdings Limited
Marquee Hotel Holdings Pty Ltd Max Office (SKD) General Partner Ltd Melvale Holdings Limited
Millenium Bostonian, Inc. Millennium & Copthorne (Austrian Holdings) Limited Millennium & Copthorne (Jersey Holdings) Limited
Millennium & Copthorne Hotels Limited Millennium & Copthorne Hotels Management (Shanghai) Limited
Millennium & Copthorne Hotels New Zealand Limited Millennium & Copthorne International Limited Millennium & Copthorne Share Trustees Limited
Millennium Hotel Holdings EMEA Limited Millennium Hotels & Resorts Services Limited Millennium Hotels (West London) Limited
Millennium Hotels (West London) Management Limited Millennium Hotels Europe Holdings Limited Millennium Hotels Italy Holdings s.r.l.
Millennium Hotels Limited Millennium Hotels London Limited Millennium Hotels Palace Management s.r.l.
Millennium Hotels Property s.r.l. Morden Wharf Limited MPG St Katharine GP Limited
MPG St Katharine Limited MPG St Katharine LP Limited MPG St Katharine Nominee Limited
MPG St Katharine Nominee Two Limited New Bath Court (Opco) Limited New Bath Court Limited
New Empire Investments Pte. Ltd. New Unity Holdings Ltd. New Vista Realty Pte. Ltd.
NEW York Sign LLC Newbury Investments Pte Ltd Newmarket Property Holdings Limited
Northgate Investments Limited NovaTerra Residential Pte. Ltd. Novel Developments Pte. Ltd.
Palmerston Holdings Sdn. Bhd. Paradise Investments Limited Paradise OpCo Limited
Park Plaza Hotel Corporation Pavo Properties Pte. Ltd. Pinenorth Properties Limited
Qaiser Holdings Limited Queensway Hotel Holdings Limited Queensway Hotel Limited
Rainbow North Limited Redvale Developments Pte. Ltd. Redvale Investments Pte. Ltd.
Redvale Properties Pte. Ltd. Regal Grand Holdings Corporation I Regal Hotel Management, Inc.
Rehi Normanby Pty Ltd Republic Hotels & Resorts Limited Republic Iconic Hotel Pte. Ltd.
Republic Plaza City Club (Singapore) Pte Ltd Reselton Properties Limited RHH Operating LLC
RHI Boston Holdings Corporation I RHI Boston Holdings Corporation II RHM Aurora LLC
RHM Holdings Corporation I RHM Management LLC RHM Ranch LLC
RHM Wynfield LLC RHM-88, LLC Richfield Holdings Corporation I
Richfield Holdings, Inc. Richmond Hotel Pte Ltd Richview Holdings Pte Ltd
Rogo Investments Pte. Ltd. Rogo Realty Corporation S.S. Restaurant Corporation
STATUTORY INFORMATION – CONTINUED

52 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
GENERAL DISCLOSURES OF INTEREST (Section 140(2), Companies Act 1993) – CONTINUED
As at 31 December 2025, the Directors of the Company have made general disclosures of interest in the following companies:
ES KWEK – CONTINUED
Director of:
Scentview Holding Limited Serangoon Green Pte. Ltd. Siena Commercial Development Pte. Ltd.
Siena Residential Development Pte. Ltd. Siena Trustee Pte. Ltd. Silkparc Holdings Limited
Singapura Developments (Private) Limited SKD Marina Limited SKIL Four Limited
SKIL Three Limited Sol TMK Sonic Investment Pte. Ltd.
Southwaters Investment Pte. Ltd.
(In member's voluntary liquidation) Sparkland Holdings Pte. Ltd. (In member's voluntary liquidation)
Summervale Properties Pte. Ltd. Sunmaster Holdings Pte. Ltd. Sunny Vista Developments Pte. Ltd.
Sunshine Plaza Pte Ltd Sycamore House Manco Limited TC Development Pte. Ltd.
The Philippine Fund Limited TOSCAP Limited Treasure Realm Limited
Trentwell Management Pte. Ltd.
(In member's voluntary liquidation) Trentworth Properties Limited
Trimark Hotel Corporation Verwood Holdings Pte. Ltd. Vinemont Investments Pte. Ltd.
Welland Investments Limited WHB Biltmore LLC WHB Corporation
White City Investments Limited White City OpCo Limited Whitehall Holdings Limited
Wynfield GP Corporation Zatrio Pte Ltd
VWE YEO
Executive Director/Chief Executive Officer of:
M&C Business Trust Management Limited M&C REIT Management Limited
Managing Director of:
CDL HBT Oceanic Maldives Pvt Ltd CDLHT Oceanic Maldives Private Ltd Sanctuary Sands Maldives Private Limited
Director of:
CDLHT CFM III SRL CDL HBT Cambridge City Pte. Ltd CDL HBT Hanei Pte. Ltd
CDL HBT Investments (I) Pte. Ltd CDL HBT Investments (III) Pte. Ltd CDL HBT Investments (IV) Pte. Ltd
CDL HBT Oceanic Holdings Pte Ltd CDL HBT Sun Four Ltd CDL HBT Sun Pte Ltd
CDL HBT Sun Three Ltd CDLHT CFM III BV CDLHT CFM One Pte Ltd
CDLHT CFM Two Pte Ltd CDLHT Hanei One Pte.Ltd CDLHT Hanei Two Pte.Ltd
CDLHT MTN Pte. Ltd CDLHT Munich One Pte Ltd CDLHT Munich Two Pte Ltd
CDLHT Oceanic Holdings Pte Ltd CDLHT Two Pte Ltd Gemini Two Pte Ltd
Hospitality Holdings Pte Ltd Munich Furniture BV NKS Hospitality I BV
J T B SMITH
Director of:
JTB Enterprises Limited Meteorological Service of New Zealand Limited Northport Limited
Marsden Maritime Holdings Limited Marsden Cove Marinas Limited Northport Group Limited
Watercare Services Limited
Trustee of:
Look Good Feel Better Trust
Group Secretary of:
Northland Corporate Group
Committee Member and Chair of:
Institute of Directors – Te Tai Tokerau Branch
Committee Member of:
Connaught Body Corporate Institute of Directors Auckland Branch Committee Waikato Tainui & Watercare Kawenata Oversight Committee
STATUTORY INFORMATION – CONTINUED

CDL Investments New Zealand Limited | 53

CDL INVESTMENTS NEW ZEALAND LIMITED
EMPLOYEE REMUNERATION (Section 211(1)(G), Companies Act 1993)
The number of employees or former employees of the Company and its subsidiary who received remuneration and any other benefits in their capacity as
employees, the value of which was or exceeded $100,000 per annum are as follows:
SUBSIDIARY COMPANY AND DIRECTORS (Section 211(2), Companies Act 1993)
The Company’s subsidiary and its directors as at 31 December 2025 are listed below:
STATUTORY INFORMATION – CONTINUED
REMUNERATION AND VALUE OF OTHER BENEFITSNUMBER OF EMPLOYEES
$110,000–$120,0001
$130,000–$140,000
1
$150,000–$160,000
1
$200,000–$210,000
1
$290,000–$300,000
1
$520,000–$530,000
1
SUBSIDIARY NAMEDIRECTORSCDI OWNERSHIPACTIVITY
CDL Land New Zealand LimitedJC Adams, ACC Wong
100%Development & Sale of Residential Land Sections
DONATIONS (Sections 211(1)(H) and 211(2), Companies Act 1993)
The Company did not make any donations in 2025.
AUDIT FEES (Sections 211(1)(J) and 211(2), Companies Act 1993)
For the year ending 31 December 2025, the following amounts were payable to the external auditors KPMG:
IN THOUSANDS OF DOLLARS20252024
Audit fees current year100104
Out of scope audit fees relating to prior year
–6
Tax compliance
214
Greenhouse gas reporting assurance
426

54 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
CORPORATE GOVERNANCE STATEMENT
This section details CDI’s corporate governance practices and policies as required by the NZX Corporate Governance Code (Code). All governance documents
referred to in this statement can be found on our website (www.cdlinvestments.co.nz) under the “Investor Relations” tab.
PRINCIPLE 1 – ETHICAL STANDARDS
PRINCIPLE 2 – BOARD COMPOSITION AND PERFORMANCE
1.1CDI has a Code of Ethics which applies to Directors and CDL’s workforce and contains internal reporting procedures for breach of ethics
(including in accordance with CDI’s Whistleblowing Policy) and CDI’s expectations about behaviour as detailed in Recommendation 1.1 of the Code.
CDI will provide training on the Code of Ethics in 2026.
The Code of Ethics was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
1.2CDI’s Financial Product Trading Policy applies to Directors and CDL’s workforce.
The Financial Product Trading Policy was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
2.1See page 11. CDI Board operates under a written Board Charter which sets out the roles and responsibilities of the Board and Management.
The Board Charter was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
2.2CDI has a Board Nomination Policy that details the procedure for the nomination and appointment of directors to the Board which includes the
Board undertaking proper checks as to the nominee’s character experience, education, criminal record and bankruptcy history, and completion
of an independence assessment. The Board will disclose key information as to the nominee to shareholders (including any adverse finding from
proper checks completed) on election or re-election of the nominee.
The Board Nomination Policy was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
2.3CDI enters into a Director Appointment Letter with all new directors appointed to the Board that establishes the terms of their appointment,
responsibilities and expectations of the director, and remuneration information.
The template Director Appointment Letter was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
2.4See page 11 for information regarding CDI Directors experience, length of service, and attendance at Board and Committee
meetings, and annual director independence assessment.
CDI undertook Director independence assessments in December 2025, and CDI’s Independent Directors remained independent when assessed
against the factors listed in Table 2.4 of the Code, and the Director Independence Policy. For the duration of 2025 no Directors had an ownership
interest in CDI.
The Director Independence Policy, and the Director Independence Checklist was updated in February 2026 and is available on CDI’s website
under the “Investor Relations” tab.
2.5See page 13 for information regarding CDI’s approach to diversity including its diversity objectives, targets for 2026 and gender diversity
statistics for 2025.
The Diversity, Equity and Inclusion Policy was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
2.6See page 11.
2.7See page 11.
2.8See page 11.
For the period between the retirement of Mr Henderson in May 2025 and the appointment of Mr Smith in December 2025, the Board comprised an
equal number of independent and non-independent directors while recruitment for an Independent Director was being undertaken. On Mr Smith’s
appointment in December 2025 the Board comprised of a majority Independent Directors.
2.9See page 11. Ms Jameson the Board Chair has been deemed an Independent Director.
2.10CDI CEO, Mr Adams, is not the Chair of the Board nor a director of the Company.

CDL Investments New Zealand Limited | 55

CDL INVESTMENTS NEW ZEALAND LIMITED
CORPORATE GOVERNANCE STATEMENT – CONTINUED
PRINCIPLE 3 – BOARD COMMITTEES
PRINCIPLE 4 – REPORTING AND DISCLOSURES
3.1In 2025, the Audit Committee was renamed the Audit & Risk Committee to better reflect the scope of its responsibilities.
See page 11 for information regarding CDI’s Audit & Risk Committee.
The Committee comprises of, and comprised of in 2025:
• Three non-executive Directors.
• At least two members who are Independent Directors.
• At least one member who has adequate accounting or financial background.
• A chair, Ms Elrick, who is an Independent Director and is not the Chair of the Board.
The Committee operates under the Audit & Risk Committee Charter which includes (but is not limited to) the following responsibilities
of the Committee:
• ensuring processes are in place and monitoring those processes so that the board is properly and regularly informed
and updated on corporate financial matters;
• recommending the appointment and removal of the independent auditor;
• meeting regularly to monitor and review the independent and internal auditing practices;
• having direct communication with and unrestricted access to the independent auditor and any internal auditors or accountants;
• reviewing the financial reports and advising all Directors whether they comply with the appropriate laws and regulations; and
• ensuring that the Key Audit Partner is change at least every five years.
The Audit & Risk Committee Charter was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
3.2See page 11 for information regarding employee attendance at Committee meetings.
3.3Given CDI’s small Workforce, the Board has determined that it is practical and appropriate for remuneration matters to be considered by the full
Board rather than by a separate remuneration committee. All remuneration matters are dealt with in accordance with the Remuneration Policy.
Management attends Board meetings, including those where remuneration is discussed, only at the invitation of the Board.
3.4CDI does not have a nomination committee and nomination matters are considered by the whole Board in line with the Nominations Policy.
3.5CDI does not have any other standing Board Committees other than the Audit & Risk Committee.
3.6In February 2024, CDI adopted written Takeover Protocols that set out the procedure to be followed if there is a takeover offer for the Company.
4.1CDI has a Continuous Disclosure Policy that governs how CDI complies with its continuous disclosure obligations, including explaining the role
of Directors, Management and our Workforce in relation to:
• complying with CDI’s continuous disclosure obligations;
• safeguarding the confidentiality of corporate information to avoid premature disclosure;
• external communications such as analyst briefings and responses to investor queries; and
• responding to or avoiding the emergence of a false market in the issuer’s securities.
The Continuous Disclosure Policy was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
4.2CDI publishes its key governance documents (including but not limited to its Code of Ethics; Financial Products Dealing Policy; Board Charter;
Audit & Risk Committee Charter; Diversity, Equity and Inclusion Policy; Remuneration Policy and Continuous Disclosure Policy) on its website
under the “Investor Relations” tab.
4.3CDI is committed to financial reporting that is balanced, clear and objective. Its half year and audited full year financial statements are prepared
in accordance with applicable standards and legislation, using consistent accounting policies.
The Board ensures the statements present a true and fair view of CDI’s financial position and performance. Before approval, the Board receives
assurances from the CEO and VP Finance that financial records are properly maintained, the statements comply with relevant standards, and they
are supported by internal controls.
4.4CDI provides non-financial disclosure annually on matters relevant to its operations and governance. This information is intended to be clear
and informative, and aligned with CDI’s overall business direction.
CDI does not currently have a formal ESG reporting framework, and its approach to non-financial reporting continues to develop as the
business evolves.

56 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED
CORPORATE GOVERNANCE STATEMENT
PRINCIPLE 5 – REMUNERATION
5.1CDI’s Remuneration Policy covers Director and Executive remuneration.
CDI does not have a remuneration committee; Director remuneration is set by the Board in accordance with Principle 5 of the NZX Governance
Code and the Remuneration Policy.
Director fees reflect the responsibilities of Directors, including additional duties for the Chair and the Chair of the Audit & Risk Committee
To preserve director independence, CDI does not offer performance based remuneration or retirement benefits.
Director fees were last reviewed in 2024. The current annual base fee is $35,000 per Director, with the Board Chair receiving $49,000 per annum,
and the Chair of the Audit & Risk Committee receiving an additional $7,000 per annum.
Fees paid to Directors in 2025 are disclosed in CDI’s Statutory Disclosures, on page 48.
The Remuneration Policy was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
5.2CDI’s Remuneration Policy covers Director and Executive remuneration.
CDI’s Remuneration Policy ensures remuneration for the CEO and other executives is fair, reasonable, transparent and based on merit.
Remuneration reflects the scale and complexity of each role, along with an individual’s skills, experience, performance and market value.
CDI maintains a non discriminatory approach to all remuneration decisions.
Executive remuneration comprises fixed remuneration, which includes base salary and KiwiSaver contributions, and may include other benefits
such as health insurance, allowances and other entitlements. Variable remuneration may also be offered through a Short Term Incentive (STI)
programme, with eligibility and performance objectives set out in individual employment agreements. STI outcomes are based on the achievement
of financial and non financial performance targets. Total remuneration represents both fixed and variable components and is set at levels
appropriate to market benchmarks and the responsibilities of each role.
An annual remuneration review is undertaken by the Board for the CEO, and by the CEO (with finance support) for executives, ensuring
remuneration remains appropriate, competitive and aligned with performance.
The Remuneration Policy was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
5.3CEO REMUNERATION FOR 2025
FY23FY24FY25
Base salary$400,822$405,862419,772
Benefits$15,622$15,47016,435
Short term incentives
*
Nil$150,00085,000
TOTAL$416,444$571,332521,207
Base salary is the amount paid within the year inclusive of annual leave payments. The agreed base salary under the CEO’s employment agreement
is $400,000.
Benefits include company vehicle and medical insurance.
Short term incentive for FY24 includes the payment of FY22 and FY23 short term incentives. The CEO is entitled to receive short term incentives
determined in the sole discretion of the Board.
Payment of the short term incentive is assessed against key performance indicators of the company which are based on the company’s financial
performance and overall business performance, including meeting budget or certain revenue targets.

CDL Investments New Zealand Limited | 57

CDL INVESTMENTS NEW ZEALAND LIMITED
CORPORATE GOVERNANCE STATEMENT – CONTINUED
PRINCIPLE 6 – RISK MANAGEMENT
PRINCIPLE 7 – AUDITORS
PRINCIPLE 8 – SHAREHOLDER RIGHTS AND RELATIONS
6.1See page 16 for information regarding CDI’s material risk. A review of CDI’s risk management framework has been identified
by the Board as a 2026 priority.
6.2See page 18 for information regarding CDI’s Health & Safety management.
7.1The Board oversees the appointment and performance of the external auditor and ensures auditor independence in accordance with framework
detailed in the Audit Independence Policy.
The Audit & Risk Committee recommends the auditor’s appointment, reviews audit quality and fees, and acts as the key channel between the
Board, Management and the auditor. The Committee also reviews auditor independence annually and approves any non-audit services as
required under the Policy.
The Audit Independence Policy was updated in February 2026 and is available on CDI’s website under the “Investor Relations” tab.
7. 2CDI’s ensures in external auditor KPMG attends the Annual Shareholder meeting to answer shareholder questions.
7. 3CDI does not have a dedicated internal audit function; it maintains internal controls overseen by the Audit & Risk Committee. The Committee
supports the Board by overseeing financial reporting integrity, internal control systems, risk management, compliance, and the performance
and independence of the external auditor.
8.1CDI’s website (www.cdlinvestments.co.nz) contains its market announcements (including financial and operation announcements),
and key corporate governance information.
8.2CDI encourages shareholders to attend the Annual Meeting in May of each year (either in person or online) to hear the Chair and CEO provide
updates on the company’s performance, ask questions and vote on the resolutions to be determined at the meeting.
CDI offers shareholders the option to receive communications from CDI electronically.
8.3In accordance with NZX listing rules shareholders of CDI have the right to vote on major decisions which may change the nature of CDI.
There were no major decisions to put to shareholders in 2025.
8.4CDI did not seek additional equity capital in 2025 but did offer participation in the Dividend Reinvestment Plan to shareholders for the
2025 dividend.
8.5CDI ensures that notice of its Annual Meeting, or any Special Meeting, is posted to its website as soon as possible, but no less than
20 working days prior to said meeting.

NELSON/TASMAN
• Lucas Terrace, Nelson
• Highland Drive, Richmond
• Pelorus Sound, Marlborough
HAWKE'S BAY PROJECTS
• Arataki Road, Havelock North
• Iona Block, Havelock North
CHRISTCHURCH
• Prestons Park
• Prestons Park Retail Centre
• Worsleys Road, Cashmere
• Wairakei Road, Harewood
ROLLESTON, SELWYN
• Stonebrook, Rolleston
• Stonebrook Retail Centre
HAMILTON PROJECTS
• R2 Growth Cell, Puketaha
AUCKLAND PROJECTS
• Noel Burnside Road Warehouses, Wiri
• Trig Road, West Harbour
PROJECT LOCATION MAP
AUCKLAND
HAMILTON
CHRISTCHURCH
HAVELOCK NORTH
HAWKE'S BAY
NELSON/TASMAN
ROLLESTON, SELWYN

CORPORATE
DIRECTORY
BOARD OF
DIRECTORS
Desleigh Jameson (Independent Director, Board Chair, Independent
Non-Executive Director and Member of the Audit & Risk Committee)
Janie Elrick (Independent Director, Independent Non-Executive Director
and Chair of the Audit & Risk Committee)
Eik Sheng Kwek (Non-Executive Director)
Vincent Yeo (Non-Executive Director)
Julian Smith (Independent Director, Independent Non-Executive Director
and Member of the Audit & Risk Committee)

MANAGEMENT
TEAM
Jason Adams (CEO and Director of CDL)
Abbi Wong (General Counsel/Company Secretary and Director of CDL)
Jackson Bull (General Manager and Senior Development Manager)
Geoff Donley (Accountant/Financial Controller)

REGISTERED OFFICE
AND CONTACT DETAILS
Level 7, 23 Customs Street East, Auckland, New Zealand
PO Box 3248, Shortland Street, Auckland 1140, New Zealand
Telephone: +64 9 353 5077
www.cdlinvestments.co.nz

AUDITORS
KPMG, Auckland

BANKERS
ANZ Bank New Zealand Limited, Auckland

SOLICITORS
Bell Gully
Anthony Harper

SHARE
REGISTRAR
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road, Takapuna
Private Bag 92119, Auckland 1142, New Zealand
Telephone: +64 9 488 8700
Facsimile: +64 9 488 8787
Email: enquiry@computershare.co.nz

STOCK EXCHANGE
LISTING
New Zealand Exchange (NZX)
Company Code: CDI