Port of Tauranga Limited logo

POT Financial Results for the year to 30 June 2026

Full Year Results27 August 2026POTIndustrials

28 August 2026
NZX

Wellington

Dear Sir/Madam

Port of Tauranga Limited (POT) full year results: 30 June

2026

In accordance with the NZ Stock Exchange Listing Rules, please

find attached the following documentation for release to the

market:

1Media release

2Investor presentation

3Integrated Annual Report (containing audited financial

statements)

4NZX results announcement

5NZX distribution notice – full year

Yours sincerely

Simon Kebbell

Chief Financial Officer

+64 7 572 8899

port-tauranga.co.nz

2 Salisbury Avenue

Mount Maunganui

New Zealand

Private Bag 12504

Tauranga Mail Centre

Tauranga 3143

New Zealand

---

Port of Tauranga reports record underlying profit as
productivity continues to improve

Financial results for the year ended 30 June 2026

Port of Tauranga Limited (NZX:POT), New Zealand's largest port, today

reported a record underlying profit for the year ended 30 June 2026

following a range of successful yield, cost and productivity initiatives.

Underlying Group Net Profit After Tax

1

increased 23% to a record $155.3

million. Reported Group Net Profit After Tax was $156.1 million, down

10.0% on the prior year's $173.4 million, which had included a $49.2

million one-off gain from the sale of Northport shares.

Total trade decreased 3.0% to 24.6 million tonnes, driven by lower log and

coal volumes, while container volumes were steady, increasing 0.4% to

1,213,494 TEUs.

Results summary

Underlying Group Net Profit After Tax of $155.3 million (up 23% from

$126 million)

Reported Group Net Profit After Tax of $156.1 million (down 10.0%

from $173.4 million, which had included a $49.2 million one-off gain)

Total trade of 24.6 million tonnes (down 3.0%)

Container volumes of 1,213,494 TEUs

2

(up 0.4%)

Revenue of $486.5 million (up 4.7%)

EBITDA of $275.7 million (up 17.6%)

Operating costs of $221.7 million (down 6.2%)

Imports of 8.7 million tonnes (down 2.3%)

Exports of 15.9 million tonnes (down 3.3%)

Total ordinary dividend of 20.5 cents per share (up 22.8%).

1

Underlying earnings is a non-GAAP financial measure which excludes items considered to be one-off and not

related to core business such as changes to tax legislaƟon and impairment of assets.

2

TEUs = twenty foot equivalent units, a standard measure of shipping containers

Media Release

28 AUGUST 2026

Port of Tauranga Chair, Julia Hoare, said the record underlying result reflected the
resilience of the business and its people, with the successful implementation of yield and

cost initiatives along with productivity gains.

“This is a strong result, achieved against a backdrop of difficult economic conditions,

lower trade volumes and ongoing berth capacity constraints,” said Ms Hoare.

“Reported profit includes the one-off positive impact from repositioning two properties

for sale. The prior year reported profit included a $49.2 million one-off gain from the

creation of the Northport Group, which has performed ahead of initial expectations and

welcomed new Chief Executive, Rhys Jones, on 1 July,” she said.

“The strengthening of the business has allowed Directors to declare a 22.8% increase in

dividends for the full year.”

Ms Hoare said the fast-track panel's draft decision on the Stella Passage development,

released on 17 August, was welcome news after years of regulatory delay. The

development will convert existing cargo storage land into berths on both sides of the

harbour.

“This is critical, national infrastructure that will pave the way for the next stage of growth

at the Port, and for all of its cargo customers,” she said.

A final decision is expected in early September.

Port of Tauranga Chief Executive, Leonard Sampson, said productivity gains were a

highlight of the year.

“We're seeing good improvements in service delivery to our customers, with our average

crane productivity increasing 9.9% to 30.8 moves per hour, and ship rates increasing

13.6% to 76.5 moves per hour. These improvements were supported by on-time vessel

arrivals climbing from 62% to 71% over the previous year,” he said.

Cargo trends

Total export tonnages decreased 3.3% to 15.9 million tonnes, and imports decreased

2.3% to 8.7 million tonnes, both affected by reductions in log and coal volumes.

Container volumes remained steady at 1.21 million TEUs, up 0.4% on the previous year.

Export containers were up 2.4% to 512,765 TEUs, with imports up 2.5% to 411,340 TEUs.

Transhipment container volumes were down 5.5% for the year, reflecting changes to

shipping services and berth capacity constraints in Tauranga.

Log export volumes fell 8.1% to 5.8 million tonnes, as higher fuel costs caused by the Iran
conflict prompted some exporters to cut back harvesting in the second half of the

financial year.

Direct dairy exports increased 3.9% to 2.0 million tonnes, while kiwifruit exports rose

8.5% to a record volume, with growth forecast to continue. Dairy and kiwifruit volumes

contributed to a record volume of refrigerated export containers.

Oil product imports fell 2.4%, while fertiliser and stock feed imports increased 1.2% and

0.6% respectively. Genesis Energy's imported coal volumes fell 64.8% as Huntly Power

Station's stockpiles stabilised and South Island hydro generation covered winter

demand.

Ship visits increased by three to 1,445, while cruise ship visits fell 16.0% to 79, in line with

a national trend.

Infrastructure investment

The Port is continuing to invest in capacity for larger vessels, which are more efficient for

our cargo customers and produce fewer emissions per cargo tonne. Stage two of our

dredging programme, to deepen shipping channels, is under way and due for

completion by mid-2027.

Preparations for automation are also progressing. Following a successful dynamic

simulation project, Port of Tauranga is refining processes and system design ahead of

introducing electric automated stacking cranes and has moved to contract negotiations

with its preferred vendor. The first stage of the automation project will be timed to

coincide with the berth extension at the container terminal.

In early August, the Port took delivery of six more hybrid straddle carriers and New

Zealand's first fully electric straddle carrier, adding to a fleet of seven hybrid straddles

already in operation, which are around 25% more fuel-efficient than older diesel-electric

models. The Port’s first hybrid tug is under construction in Türkiye (Turkey) and will be

delivered mid-2027.

Stella Passage development

Port of Tauranga's existing container terminal is essentially at capacity, unable to

accommodate any new shipping services due to a lack of available berths.

After appeals against a partial Environment Court approval, the Port applied for the full

Stella Passage development to be considered under the Government's Fast-track

Approvals Act.

On 17 August, the fast-track panel released a draft decision proposing to grant all
approvals for the project, subject to conditions. The Port and other parties have been

given the opportunity to comment on the proposed conditions, with a final decision due

in early September.

The panel agreed with an earlier Environment Court finding that “from a western science

perspective, the effects of the proposal are expected to be minor in the short term and

negligible in the long term...”

However, Port of Tauranga has been unable to reach agreement with tangata whenua

on mitigating the project's cultural effects. The Port remains committed to continuing to

work with local iwi and hapū.

Safety and environmental performance

Port of Tauranga has a proactive safety culture, which encourages full reporting of all

incidents and near misses. Whilst there was an increase in reported injuries this year,

more than 95% were minor sprains and strains, with a 55% reduction in days lost per

lost-time injury and a 49% reduction in injury severity rate.

In April, the Port opened a new $1.5 million stormwater treatment facility at its Mount

Maunganui wharves, capturing and treating the “first flush” of rain events to improve

stormwater quality. The Port also renewed its sponsorship of Sea Cleaners, which has

removed rubbish from Bay of Plenty waterways for the past 18 months, and began a

new partnership with the Outflow Trust on dune plant propagation and coastline

restoration.

Outlook

Port of Tauranga’s resilient and diverse cargo volumes position it well for continued

earnings growth, though capacity constraints will persist until the Stella Passage

development is completed.

Ongoing conflict in the Middle East is expected to continue affecting fuel prices in the

near term, adding pressure to diesel-reliant export industries such as forestry. Other

geopolitical disruption and trade tariff volatility continue to create economic uncertainty.

Notwithstanding any significant changes to trading conditions and subject to events

beyond its control, Port of Tauranga expects full year underlying earnings for the 2027

financial year to be in the range of $160 million to $175 million. Port of Tauranga will

provide a first quarter trading update and further earnings guidance at its Annual

Meeting of Shareholders on 29 October 2026.

For more information, please contact:
Rochelle Lockley

GM Communications

021 865 884

Email rochelle.lockley@port-tauranga.co.nz

---

Presentation to
Analysts

28 August 2026

Disclaimer
The information in this presentation is for information purposes and has been prepared by Port of

Tauranga Limited with due care and attention. However, neither the Company, nor any of its

Directors, officers, employees, contractors or agents, shall have any liability whatsoever to any

person, for any loss of damage resulting from the use or reliance on this presentation.

The information contained in this presentation is not intended to be relied upon as advice to

investors and does not take into account the investment objectives, financial situation or needs of

any particular investor.

Past performance is not indicative of future performance, and no guarantee of future returns is

implied or given.

The information contained in this presentation should be considered in conjunction with the

Company's latest audited financial statements which are available in the investor section of our

website.

2

Highlights
Julia Hoare

For the year ended 30 June 2026
Group underlying earnings

1

up 23.2%

Highlights

Record underlying Group net profit

after tax.

Result driven by revenue uplift and cost

savings.

Strong contributions from Parent and

Group companies.

Trade volumes flat.

$000s

$112,357

$117,792

$102,290

$126,036

$155,314

FY22FY23FY24FY25FY26

6

1

Underlying earnings is a non-GAAP financial measure which excludes items considered to be one-off

and not related to core business such as changes to tax legislation and impairment of assets.

For the year ended 30 June 2026
Group reported net profit after tax down 10.0%

Highlights

Group reported profit decreased by

$17.3 million compared to the prior

year.

Prior year reported profit included a

one-off gain of $49.2 million from the

sale of Northport.

$000s

$111,317

$117,136

$90,849

$173,373

$156,052

FY22FY23FY24FY25FY26

4

For the year ended 30 June 2026
Group underlying earnings bridge

One-off items

A one-off deferred tax benefit of $1.5

million was recognised following the

reclassification of the Gateside and

Rolleston properties as Assets Held for

Sale and the resulting reassessment of

deferred tax.

Estimated costs to sell of $0.8 million,

including legal and agency fees, were

recognised through profit or loss in

accordance with IFRS 5.

$000s

TotalIncreaseDecrease

156,052

(1,534)

796

155,314

Group reported

NPAT

Deferred tax

adjustment on

properties held for

sale

Impairment of

held for sale

assets (net of tax)

Group underlying

earnings

5

Stronger earnings underpins dividend growth
Full year dividend increased 22.8%

Final dividend

12.5 cents per share fully imputed.

Record date: 18 September 2026.

Payment date: 2 October 2026.

Port of Tauranga (POTL) full year

ordinary dividend payout ratio at 90%

of full year underlying earnings.

Cents per share

Interim dividendFinal dividend

14.7

8.2

6.5

15.6

8.8

6.8

14.7

8.7

6.0

16.7

9.7

7.0

20.5

12.5

8.0

FY22FY23FY24FY25FY26

7

Full year overview &
trade commentary

Leonard Sampson

FY 2026 overview
Strategic milestones

Stage 2 capital dredging– commenced and

running to plan with completion expected in

March 2027.

Fast-track draft decision– received August

2026 recommending award of consent.

Service delivery improvement– crane and

ship productivity increased 9.9% and 13%

respectively.

Yield and cost recovery initiatives–

successfully implemented enhancing

efficiency and improving return.

MetroPort– new model successfully

embedded with focus on service delivery and

operational efficiency.

Subsidiary and joint ventures– improved

business performance.

Northport Group– successful integration of

the Marsden Maritime Holdings (MMH) and

Northport businesses. New CEO appointed 1

July 2026.

Automation– emulation digital twin

implemented, Automated Stacking Crane

(ASC) hybrid terminal proof of concept.

Our blueprint for growth

9

For the year ended 30 June 2026
Total trade decreased 3%

Bulk export commodities impacted by Iran

conflict and fuel cost escalation.

Hydro storage levels higher than prior year

resulting in lower import coal demand.

Container berth capacity constraints

impact transhipment.

Diversity of cargoes support resilience of

trade.

tonnes (millions)

24.7

23.6

25.3

24.6

FY23FY24FY25FY26

10

For the year ended 30 June 2026
Bulk volumes decreased 5.9%

Export logs

5.8m tonnes

Export log volumes 5.8 million

tonnes vs 6.3 million prior year

Import coal

143,000 tonnes

Import coal 143,000 tonnes vs

405,000 prior year

Proteins and stock feed

1.3m tonnes

Proteins and stock feed imports up

0.6%

Fertiliser imports

372,000 tonnes

Fertiliser imports up 1.2% on prior

year

11

Tonnes

For the year ended 30 June 2026
Total container volumes increased 0.4%

Berth capacity constraints impact further container growth.

TEU's

1,177,350

1,147,350

1,208,252

1,213,494

FY23FY24FY25FY26

12

For the year ended 30 June 2026
Container trends

Export volumes increased 2.4%

TEU's

486,702

484,107

500,735

512,765

FY23FY24FY25FY26

Robust second half export season with

strong refrigerated container volumes.

Import volumes increased 2.5%

TEU's

404,285

384,145

401,415

411,340

FY23FY24FY25FY26

Import growth reflects demand to both

MetroPort and Ruakura.

Transhipment volumes

decreased 5.5%

TEU's

286,363

279,098

306,102

289,389

FY23

FY24

FY25FY26

Transhipment impacted by berth capacity

constraints and service changes.

13

For the year ended 30 June 2026
MetroPort rail container volume increased 5.4%

New MetroPort model successfully

implemented 1 December 2025.

Port of Tauranga continues to manage end-

to-end service delivery through to shipping

lines.

KiwiRail are able optimise rail and container

transfer operations across broader network,

supporting further volume growth.

Core train programme currently 78 trains

per week.

New model supports strategic alignment for

future growth.

TEU's

ExportImport

134,727

159,653

140,263

184,174

131,291

154,233

100,373

118,042

97,982

110,752

105,477

114,566

FY21FY22FY23FY24FY25FY26

Excludes Ruakura Inland Port volume

14

For the year ended 30 June 2026
New Zealand port productivity

Crane rate increased 9.9% vs prior year.

Ship rate increased 13% vs prior year.

Direct corelation between improving on-

time vessel arrival and port productivity.

NZ port productivity issues are amplified at

Tauranga, as final call on the majority

shipping services.

15

For the year ended 30 June 2026
Service delivery and productivity

On-time vessel arrival for FY26 71% vs

62% prior year.

New dwell and rolled container

incentives significantly reduced yard

congestion.

Yard congestion improved 9% to 11,069

TEU.

Emulation work to develop yard

strategies targeting rehandle reduction.

16

Update August 2026
Stella Passage resource consent

New Fast-track application lodged January 2026.

EPA completeness decision received February 2026.

Panel appointment March 2026.

Panel commencement and evaluation commenced

April 2026.

Panel draft decision received 17 August 2026

recommending consent to be granted.

Final decision due 7 September 2026.

17

Port of Tauranga - Terminal automation project
Automated Stacking Cranes

(ASCs)

Progress update

Fully electric ASCs ~75% reduction in emissions relative to a

traditional straddle operation.

Northport Group
Northport Group established July 2025.

Northport's Vision for Growth resource consent granted October

2025.

Government commitment to roading infrastructure investments

improving connectivity to Northport.

Marsden rail spur currently under detailed engineering and cost

evaluation by KiwiRail. KiwiRail has selected Acciona, Downer/HEB

and Martinus Rail to compete on lower-cost design options before

Government funding decision.

Berth 3 container terminal extension linked to timing of rail spur.

New Northport Group Chief Executive, Rhys Jones, commenced 1 July

2026.

Current

Future – now consented

19

Ruakura Inland Port
Ruakura Inland Port (RIP) profit of $0.354

million for the year, up from $0.132 million

in FY2025.

RIP handled 24,067 TEU for the year, up

6.8% from 22,525 TEU in FY205.

Tainui and Brookfield joint venture will aid

development and support inland port

customer container growth.

20

Funding the growth programme
Capital recycling

Proceeds from non-strategic property sales will be redeployed into priority infrastructure projects, including

Stella Passage, automation and dredging.

Rolleston, ChristchurchSouth Auckland

Properties in South Auckland and

Rolleston near Christchurch are on the

market as part of a capital recycling

strategy.

Premium logistics assets expected to

attract strong investor interest.

Held for sale assets valued at ~ $148

million

21

Sulphur Point
New empty link facility being established at

Sulphur Point

Establishing an empty-container facility connected directly

to Tauranga Container Terminal and operated by QM

Logistics.

Taking back land from existing depot operators.

Enables surplus export empties to move directly to the

Port, avoiding unnecessary transit through an external

depot.

Expected terminal operational benefits include:

reduced empty-container dwell and handling;

reduced terminal truck and rail congestion; and

greater control and flexibility as the terminal develops.

Targeted commencement date 1 November 2026.

22

Import empties can be stacked and released efficiently

using empty handling equipment.

Financial results
Simon Kebbell

Strong revenue growth of 4.7% and operating costs down 6.2%
Group reported profit down 10.0%

Strong operating revenue growth delivered across all

operating units. Revenue growth was impacted by the

MetroPort model change, which removed rail income from

reported revenue.

Operating costs decreased by $14.5 million (6.2%), due to

the change in the MetroPort model.

Depreciation and amortisation up $3.3 million (7.6%),

mainly due to higher building depreciation, including

increased depreciation on the terminal sheds scheduled

for removal.

Net finance costs down 13.0% reflecting lower wholesale

interest rates and increased interest income on loans to

Equity Accounted Investees (EAIs).

Strong contribution from EAIs with earnings up $4.8

million (77.3%).

30 June ($000s)20262025Variance

Operating revenue

486,469464,675

21,794

Operating costs

(221,737)(236,276)

14,539

Results from operating activities

264,732228,399

36,333

Depreciation and amortisation

(46,180)(42,925)

(3,255)

Impairment of assets

(1,105)(2,534)

1,429

Net finance costs

(17,242)(19,814)

2,572

Share of profit from Equity Accounted Investees

(EAIs)

10,9746,189

4,785

Gain on disposal of EAIs

049,161

(49,161)

Profit before income tax

211,179218,476

(7,297)

Income tax expense

(55,127)(45,103)

(10,024)

Profit for the period156,052173,373(17,321)

24

Increase reflects pricing initiatives and operating efficiencies
Results from operating activities up 15.9%

Operating revenue up $21.8 million driven by Parent

tariff increases, higher infrastructure charges, a

Mount Maunganui access charge, and strong growth

in rental and marine income, with only modest

volume increases across terminal volumes and a

decrease in bulk cargo. Rail revenue ceased 1

December 2025.

Contracted services for port operations costs

decreased 28.4% reflecting terminal productivity

initiatives and the new MetroPort model removing

direct rail costs from 1 December 2025.

Employee expenses up 10.6% reflecting additional

staff numbers and wage increases. Increasing head

count at both Parent and subsidiaries supporting

future growth initiatives.

Maintenance of property, plant and equipment

increased by 9.6%, driven by the timing of the Tai Pari

main engine overhaul, five-year surveys of the Sir

Robert and Tai Timu and increased straddle

maintenance.

$000sIncreaseDecreaseTotal

228,399

10,504

6,411

298

4,145

436

26,570(6,851)

(1,379)

(2,007)

(1,794)

264,732

FY25Container

terminal

revenue

Multi-

cargo

revenue

Marine

services

revenue

Property

revenue

Other

revenue

Contracted

services for

port

operations

Employee

benefit

expenses

Direct

fuel

and

power

Maintenance

of pp&e

Other

expenses

FY26

25

Strong performance at the parent level and group companies
Parent underlying earnings up 21.4%

Parent company profit increased 21.4%

compared with the prior corresponding

period.

Subsidiaries and Equity Accounted

Investees delivered a 42.1% profit

uplift, reflecting strong performance

across the portfolio.

000s

ParentSubsidiaries and EAIs

$13,912

$97,405

$14,003

$103,789

$10,435

$92,283

$10,899

$115,137

$15,488

$139,826

FY22FY23FY24FY25FY26

26

Strong performance from Group companies with profits up 42.1%
Subsidiary and joint venture companies

FY26

$000

FY25

$000

Movement

$000

Quality Marshalling3,6903,429261

Timaru Container Terminal1,331578753

PrimePort Timaru2,4841,4641,020

Northport Group7,5337,055478

PortConnect22915079

Coda(133)(1,909)1,776

Ruakura Inland Port354132222

Reported net profit after tax15,48810,8994,589

Northport Group profit reflects strong

trade and synergy gains. The revised

capital structure resulted in shareholder

loans. The Parent recognised $2.0 million

($0 FY25) of interest income on these loans

from Northport Group during the period.

Coda Group losses stemmed with the sale

of 3PL and Rolleston distribution centre

segments.

27

Strong cash generation from operating activities
Cashflow from operations up 19.4%

30 June ($000)20262025Variance

Net cash inflow from operating

activities

205,428171,98133,447

Capital expenditure(86,718)(29,533)(57,185)

Free cashflow118,710142,448(23,738)

Net operating cash inflow increased by

$33.4 million (19.4%) reflecting stronger

profitability.

Capex accelerated in the second half due

to capital dredging and major plant and

equipment purchases.

28

Parent Capital expenditure investment 2021 -2026
Group capex $86.0 million for the period.

FY26 Parent capital expenditure of $81.5

million

Major projects underway include:

Capital dredging ($70-90 million)

Hybrid tug ($27 million)

Purchase of seven new straddles - one

electric and six hybrid ($18 million).

$000s

CapexMMHRuakura Inland Port

2,850

21,450

2,135

10,106

FY21FY22FY24FY24FY25FY26

29

23,796

18,612

44,322

34,691

27,221

39,689

81,542

Net debt / net debt + equity
Leverage remains low, providing balance

sheet headroom to progress capital

dredging, berth extension, Northport

development and automation project.

Net debt / net debt + equity

17.3%

17.2%

16.9%

16.8%

16.4%

FY22FY23FY24FY25FY26

30

Outlook and guidance

Outlook 2027
Another strong export peak season expected in FY2027 with key commodities dairy,

red meat and kiwifruit. Logs to remain subdued.

Productivity initiatives, cost control and yield improvement remain a priority.

New MetroPort model working well with increased terminal rail volumes and no

impact on service levels.

Terminal berth capacity constraints remain a key challenge.

Stella Passage resource consent decision anticipated on 7 September 2026.

New TerminalConnect empty link facility go live in November 2026.

Full year underlying earnings expected

to be in the range of

$160m–

$175m

Underlying earnings is a non-GAAP financial measure which

excludes items considered to be one-off and not related to

core business such as changes to tax legislation and

impairment of assets.

32

Questions

Thank you

Appendices

Financial details and
trade forecasts

For the year ended 30 June 2026
Results from operating activities

Operating Revenue

2026

$000

2025

$000

Movement

$000

Container terminal - ship

exchange and sundry

229,764194,17435,590

Container terminal - reefer29,76230,234(472)

Container terminal - storage13,25215,895(2,643)

Container terminal - rail* 22,48244,453(21,971)

Multi-cargo84,46578,0546,411

Marine services54,48354,185298

Property51,28147,1364,145

Other980544436

Total Operating Revenue486,469464,67521,794

Operating Costs

Contracted services for port

operations

* (67,082)(93,652)26,570

Employee benefit expenses(71,186)(64,335)(6,851)

Direct fuel and power(21,543)(20,164)(1,379)

Maintenance of property, plant

and equipment

(22,872)(20,865)(2,007)

Other(39,054)(37,260)(1,794)

Total Operating Costs(221,737)(236,276)14,539

Results from Operating

Activities

264,732228,39936,333

* Revenue and costs impacted by change in MetroPort model from 1 December 2025.

35

2026

$000

2025

$000

Movement

$000

For the year ended 30 June 2026
Operating costs

Contracted services for port

operations

2026

$000

2025

$000

Movement

$000

Container Terminal Labour44,76343,3481,415

Rail costs* 22,29148,979(26,688)

Reefer Monitoring* 241,056(1,032)

Other4269(265)

Total67,08293,652(26,570)

Maintenance of property, plant

and equipment

Crane Maintenance2,7733,788(1,015)

Straddle Maintenance5,5234,998525

Vessel Maintenance5,0962,7042,392

Property7,7877,993(206)

Other1,6931,382311

Total22,87220,8652,007

Other Costs

2026

$000

2025

$000

Movement

$000

Rates6,9066,263643

Insurance6,9678,453(1,486)

IT9,0026,8222,180

Other16,17915,722457

Total39,05437,2601,794

* Costs impacted by change in MetroPort model from 1 December 2025.

36

2026

$000

2025

$000

Movement

$000

For the year ended 30 June 2026
Group Underlying Earnings reconciliation

2026

$000

2025

$000

2024

$000

2023

$000

2022

$000

Profit after taxation - reported156,052173,37390,849117,136111,317

Asset impairment1,1052,5342801,445

Reversal of previous revaluation deficit00(622)00

Gain on sale of MetroBox Limited, recorded within share of profit from Equity Accounted Investees000(7,215)0

Impairment of investment in Equity Accounted Investees0007,8710

Gain on disposal of Equity Accounted Investee0(49,245)000

Hedging reserve reclassified to profit or loss on disposal of Equity Accounted Investee084000

Adjustments before taxation1,105(46,627)(594)6561,445

Tax impact in relation to adjustments(309)(710)1660(405)

Deferred tax adjustment arising from reclassification of properties as Held for Sale(1,534)0000

Change in tax treatment of commercial buildings0011,86900

Adjustments after taxation(738)(47,337)11,4416561,040

Underlying Earnings155,314126,036102,290117,792112,357

Underlying earnings is a non-GAAP financial measure which excludes items considered to be one-off and not related to core business such as changes to tax legislation and impairment of

assets.

37

For the year ended 30 June 2026
Log exports decreased 8.1%

Key exporters have reduced operations to four-day

weeks as elevated fuel costs continue to pressure

margins.

Lower harvesting and processing volumes are placing

pressure on primary sector businesses and support

services.

A-Grade Wharf Gate prices remain 5-10% above prior

year levels.

Chinese log demand is stabilising, supported by

steady inventory and consumption trends.

Strong domestic construction activity supports

increased sales of sawn timber products.

Log export volumes are forecast to remain broadly

flat at approximately 5.8 million tonnes next year.

log volume - JASm³

6,215,623

6,681,899

6,289,678

5,779,287

FY23FY24FY25FY26

38

For the year ended 30 June 2026
Export kiwifruit volume increased 8.5%

Forecast crop of around 220 to 225 million trays, with

returns for all fruit types expected to be similar to the

2025/2026 season.

Strong export throughput requirements for port and

supply chain infrastructure.

Robust global demand for premium fruit, particularly

in Europe, North America, Japan and Korea.

Oversupply of premium fruit types is China creating

pricing and competitive market pressure.

Fruit quality confidence and market diversification

remain priorities through the second half of season.

tonnes (000's)

492,002

533,656

695,589

754,372

FY23FY24FY25FY26

39

For the year ended 30 June 2026
Export dairy volume increased 0.9%

Strong start to FY2027, with exports expected to ease

from FY2026 record levels.

Milk price forecast of $9.25/kgMS supports farm

profitability.

Drier El Niño conditions may constrain milk

production later in the season.

Favourable dairy markets, although rising global

supply may increase price volatility.

Higher energy costs could pressure producer margins

and consumer demand.

NZ's pasture-based model remains cost competitive

relative to the EU and US.

tonnes

ExportTranshipment

237,066

2,010,252

117,904

1,942,277

178,588

1,924,643

121,337

2,000,370

FY23FY24FY25FY26

40

For the year ended 30 June 2026
Export meat volumes decreased 6.2%

Export revenues supported by strong meat prices

and constrained global livestock supply.

NZ red meat export volumes forecast to grow 5-7%;

lamb volumes expected to remain stable through

FY2027.

Higher energy costs continue to pressure

processing and logistics margins.

Strong US demand for lean beef expected as the

national herd is rebuilt.

Health and nutrition trends continue to support

premium protein demand.

Transhipment meat volumes expected to decline as

shipping lines adjust networks in response to berth

constraints.

tonnes

ExportTranshipment

306,104

439,175

321,874

451,419

550,311

460,698

716,229

448,364

691,712

401,374

FY22FY23FY24FY25FY26

41

Environmental &
sustainability

Mount Maunganui airshed
Air quality initiatives and improvements

Airborne dust source

apportionment study has been

completed. Further monitoring is

ongoing.

Dust concentrations in the

industrial area adjacent the Port

activities continue to show

improvement.

Source: Davy PK, Trompetter WJ. 2025 (Earth

Sciences New Zealand)

Average source mass contributions to PM 10 at the Mount Maunganui Library site

– Dec 2023 to Feb 2025

Monitoring sites – Mount

Maunganui

43

Dust control and monitoring
Air quality initiatives and improvements

Extensive wind fencing development in

Mount Maunganui

Extensive dust and wind monitoring and

alert network

NZ leading log yard housekeeping and

cleaning programme

44

Stormwater
Water quality - stormwater

Sulphur Point stormwater treatment system

Comprehensive stormwater monitoring.

Compliant and often well below stormwater

quality limits.

Investment in stormwater treatment

New Mount wharves treatment system

operational.

First-flush stormwater capture and treatment of

up to 1 million litres.

Pumps can move over 300 litres per second!

Stormwater settlement ponds and irrigation

area – Hewletts Road log yard

45

A continuous improvement approach
Harbour health – Te Awanui

2025 harbour surveys show positive results

for condition of harbour.

Improving levels of marine life and

biodiversity.

Working closely with Waikato University on

future projects.

Port of Tauranga supports numerous

harbour improvement initiatives such as

artificial reef development, dune restoration

bird protection.

46

---

Seamless
Port of Tauranga Limited

Integrated Annual Report 2026

Supply chains can be complex.
Port of Tauranga strives to make them

simple, reliable and efficient.

We keep New Zealand imports and exports

moving, ensuring our economy can thrive.

We invest to enable industries to grow


and communities to prosper. We make

it seamless to deliver cargo to customers.

We are connecting New Zealand


and the world.

Contents
Highlights and challenges4

The year in review

Chair and Chief Executive’s

report to shareholders

6

Integrated reporting12

Company overview:

Our purpose and vision

14

Our values15

Our national network16

How Port of Tauranga

creates value

18

Our hub port strategy20

Sustainability:

What matters most?

22

Port of Tauranga

sustainability framework

24

Risk management26

Climate change response28

Capitals:

Our relationships

30

Our people38

Our skills and knowledge46

Our environment54

Our assets and infrastructure62

Our finances70

Board of Directors78

Senior management team80

Consolidated financial

statements

82

Corporate Governance

Statement

126

Financial and operational

five-year summary

146

Company directory148

3

Port of Tauranga Limited | Integrated Annual Report 2026

2

Highlights and challenges
Group Net Profit After Tax (million)Revenue (million)

$156.1

2

2026

2025 $173.4

1

| 2024 $90.82025 $464.7 | 2024 $417.4

$486.5

Subsidiary and joint venture

company earnings (million)

Final dividend (cents per share)

2026

2025 9.7 | 2024 8.7

12.5

$15.5

2025 $10.9 | 2024 $9.4

Total trade (million tonnes)Container volumes

(million TEU

3

)

24.6

2026

2025 25.3 | 2024 23.62025 1.21 | 2024 1.15

1.21

Imports (million tonnes)

8.7

2026

2025 8.9 | 2024 7.8

Exports (million tonnes)

15.9

2026

2025 16.4 | 2024 15.8

Ship visits

1,445

2026

2025 1,442 | 2024 1,427

Container crane rate

(net moves per hour)

Scholarships (tertiary education)

30.8

2026

2025 28.0 | 2024 30.1 2025 10 | 2024 18

12

19.5

2025 16.0 | 2024 13.2

Total Recordable Injury Frequency Rate (per million hours worked)

Port of Tauranga only Port of Tauranga and contractors combined

2026

2026

3.9

2025 4.1 | 2024 2.2

2026

1

Includes one-off $49.2 million gain on the sale of Northport as a part of the Marsden Maritime Holdings acquisition.

2

Includes one-off impairment costs and tax adjustments related to two properties Held for Sale.

3

TEUs = twenty foot equivalent units, a standard measure of shipping containers.

Total ordinary dividend (cents per share)

20.5

2025 16.7 | 2024 14.7

Greenhouse gas emissions

(Scope 1 and 2)

-12%

2025 +20% | 2024 –4.8%

2026

2026

20262026

2026

0

$5

$10

$15

$20

202620252024

0

300

600

900

1,200

1,500

202620252024

0

5c

10c

15c

20c

25c

202620252024

54

Port of Tauranga Limited | Integrated Annual Report 2026

Our performance at a glance

Seamlessly moving
New Zealand

Port of Tauranga has achieved strong financial

results, improved productivity and continued

to invest for the future as we provide seamless

services for our customers.

Leonard Sampson

Chief Executive

Resilient trade volumes and a

range of successful yield, cost and

productivity initiatives have helped

New Zealand’s busiest port achieve

a record financial result. Underlying

Net Profit After Tax increased 23% to

$155.3 million. Total trade dropped

slightly due to reduced log and coal

volumes, decreasing nearly 3.0%

to 24.6 million tonnes for the year

ended 30 June 2026.

Container volumes remained steady,

increasing 0.4% to 1,213,494 TEUs.

We are committed to safely

keep improving efficiency and

productivity, to ensure Port of

Tauranga remains the port of choice

for our customers. We achieved a

9.9% increase in a key productivity

measure – net crane rate – to

reinforce our position as New

Zealand’s most efficient port.

We are also investing for the future,

increasing our capacity to cater

for larger shipping vessels. In mid-

August, we received draft approval

for our proposed Stella Passage

development, which will enable the

next stage of growth, lower costs for

importers and exporters, and unlock

decarbonisation opportunities.

Financial results for the year

ended 30 June 2026

Reported Group Net Profit After

Tax was $156.1 million, which

included one-off impairment costs

and tax adjustments related to two

properties held for sale. Properties in

South Auckland and Rolleston near

Christchurch are on the market as

part of a capital recycling strategy.

Revenue increased 4.7% to $486.5

million. EBITDA (earnings before

interest, tax, depreciation and

amortisation) increased 17.6% to

$275.7 million.

Operating costs decreased 6.2% to

$221.7 million, reflecting reduced

rail costs due to a change in the

MetroPort Auckland operating

model. KiwiRail now has a direct

contractual relationship with the

shipping lines that utilise its rail

services between Auckland and

Tauranga, and has increased

available capacity on the route.

The fuel price crisis caused by the

ongoing conflict in the Middle East

and constraints on the Strait of

Hormuz impacted on fuel costs.

While a high proportion of the

increased costs can be passed on

through Fuel Adjustment Factor

(FAF) arrangements, some cannot.

They include the additional costs of

operating diesel generators to power

refrigerated containers during peak

export season.

Port of Tauranga’s subsidiary and

joint venture companies turned in

solid performances, with income

from the wider group increasing

42.1% to $15.5 million.

Port of Tauranga’s Board of Directors

has declared a final dividend of

12.5 cents per share to bring the

total ordinary dividend to 20.5 cents

per share, a 22.8% increase on the

prior year.

Cargo trends in 2026

Total trade volumes were down 3.0%

to 24.6 million tonnes. Export tonnes

decreased 3.3% to 15.9 million tonnes,

and imports decreased 2.3% to 8.7

million tonnes, both impacted by

reductions in log and coal volumes.

Container volumes remained steady

at 1.21 million TEUs (twenty foot

equivalent units), up 0.4% on the

previous year. Export containers

were up 2.4% to 512,765 TEUs,

with import containers up 2.5%

to 411,340 TEUs. Transhipment

container volumes were down 5.5%

for the year, reflecting changes to

shipping services and berth capacity

constraints at Tauranga.

Log export volumes dropped 8.1%

to 5.8 million tonnes, impacted

by international pricing and high

diesel prices prompting harvesting

cutbacks by some exporters in the

second half of the financial year.

Direct dairy exports increased 3.9%

to 2.0 million tonnes.

Kiwifruit exports increased 8.5%

to a record volume, with growth

forecasted to continue. The dairy

and kiwifruit volumes contributed

to a record volume of refrigerated

export containers.

Oil product imports declined slightly,

by 2.4% in volume. Fertiliser and

stock feed imports increased by 1.2%

and 0.6% respectively.

Container transhipment, where cargo

is transferred from one ship to another

at Tauranga, decreased by 5.5% due

to changes in shipping services and

Tauranga’s lack of berth availability.

Genesis Energy reduced imported

coal volumes by 64.8% as the

stockpiles at Huntly Power Station

stabilised and hydro electricity

stations in the South Island were able

to produce enough power over the

winter to avoid coal-fired generation.

Ship visits increased by three to 1,445.

Cruise ship visits declined 16.0% to

79, in line with a national trend.

The Chair and Chief Executive's report to shareholders

76

Port of Tauranga Limited | Integrated Annual Report 2026

The year in review

Focus on productivity
Service delivery to our customers

continues to be a strong focus and

we have made excellent progress,

despite the current berth capacity

constraints.

Our average net crane rate increased

from 28.0 moves per hour per crane,

to 30.8 moves per hour. Our ship

rate increased from 67.2 to 76.4

moves per hour.

Fewer ships are arriving off-schedule,

with on-time arrivals increasing

from 62% in the previous year to an

annual average of 72%.

Port productivity has been a national

issue of concern for some time and

has been the subject of an extensive

inquiry by the Transport Select

Committee of Parliament. We look

forward to the committee’s report

later this year.

Our vision for an efficient

and resilient New Zealand

supply chain

Many of the submissions to the

Select Committee Inquiry into ports

expressed the need for New Zealand

to develop a hub-and-spoke network.

This concept has been promoted by

Port of Tauranga for the past decade

as part of our vision for an integrated,

efficient, cost-effective, lower carbon

and resilient New Zealand supply

chain.

It is premised on the fact that

container ships calling in New

Zealand will continue to increase

in size as the global fleet trends to

larger, more efficient vessels.

A hub-and-spoke model would

see two or three large international

hub ports in New Zealand able

to accommodate bigger ships,

connected to regional feeder ports

and inland freight hubs through a

network of coastal shipping and

efficient rail and road services.

In anticipation of this future network,

Port of Tauranga continues to invest

in bigger-ship capability. The second

stage of our capital dredging project

to deepen shipping channels is

under way and will be complete by

mid-2027.

We are also pursuing resource

consent to develop Stella Passage

and create new berths on both sides

of the harbour, within the Port’s

current footprint.

Stella Passage development

progress

The Tauranga Container Terminal is

essentially at capacity, with the Port

unable to accommodate any new

services due to berth unavailability.

Following appeals of the

Environment Court approval of part

of the Stella Passage development,

in December 2024, we opted to

apply for resource consent under the

Fast-track Approvals Act.

Unfortunately, Government

officials made a drafting error

in the legislation, and our fast-

track application was successfully

challenged in the High Court in

August 2025.

In January 2026, following the

necessary amendments to the

legislation, Port of Tauranga made

a new fast-track application and a

hearing was held at Whareroa Marae

at the end of July.

On 17 August, the fast-track panel

released its draft decision on the

resource consent application,

proposing to grant all approvals,

subject to conditions. Port of Tauranga

was given two days to comment on

the proposed conditions.

All parties to the consent process

have been given the opportunity to

comment before a final decision

is due in early September.

Further details of the project,

progress to date and future benefits

can be found on page 68.

Port of Tauranga is a critical element

in the national supply chain. The

Stella Passage development is

vital to the future prosperity of the

country and the draft decision is very

welcome news.

The fast-track panel agreed with an

earlier Environment Court view that,

from a Western science perspective,

the project’s environmental impact

is expected to be minor in the short

term and negligible in the long-term.

However, over many years, Port of

Tauranga has been unable to reach

agreement with tangata whenua

parties over mitigating the cultural

effects of the project.

We remain committed to working with

local iwi and hapū regarding cultural

concerns. We firmly believe that caring

for the environment and improving the

overall health of Te Awanui Tauranga

Harbour are not mutually exclusive

with port development.

Preparing for automation

In conjunction with the planned

container berth, we intend to

introduce electric automated

stacking cranes to increase

throughput, improve safety and

reduce greenhouse gas emissions.

We have undertaken an emulation

project to test integration with our

existing systems and operations.

Armed with this proof-of-concept,

we are now refining processes,

finalising system and interface

design, ensuring operational

readiness, and end-to-end testing.

Our automation team has also

visited several established automated

terminals overseas. Discussions

with our preferred vendor have

progressed to contract negotiation.

Decarbonisation and climate

change adaptation

All-electric automated stacking cranes

give us a major decarbonisation

opportunity. Our biggest source of

greenhouse gas emissions is diesel

use, primarily in the straddle carriers

that move containers to and

from ships.

We already have seven hybrid

straddles, which have proven to be

about 25% more fuel efficient than

older models. In early August, we

took possession of another six hybrid

straddles, as well as New Zealand’s

first fully electric straddle. Read more

on page 67.

The Port’s first hybrid tug is under

construction in Türkiye (Turkey).

Health and safety

performance

We are proud of our proactive

safety culture, where honest and

full reporting of all incidents and

concerns is encouraged. High-

quality assurance is achieved

through regular inspections, audits,

observations and verifications.

While we have seen an increase in

reported injuries, we have also seen

a 55% reduction in days lost per

lost-time injury and a 49% reduction

in injury severity rate for the 2026

financial year.

Julia Hoare

Chair

98

Port of Tauranga Limited | Integrated Annual Report 2026

The year in review

4
www.boprc.govt.nz.

5

www.quaysideholdings.co.nz.

Protecting the environment

Port of Tauranga’s stormwater currently

meets all water quality standards required

by our resource consents. However, we take

a continuous improvement approach to air

and stormwater quality and are always striving

to do better.

In April, we opened a new $1.5 million

stormwater treatment facility at our Mount

Maunganui wharves to capture and treat the

“first flush” of a rain event and further improve

stormwater quality. Read more about this

initiative on page 60.

We also continue to partner with local

environmental charities. We have renewed our

major sponsorship of Sea Cleaners, which has

been collecting rubbish from Bay of Plenty

waterways for the last year and a half, and we

have commenced a new partnership with the

Outflow Trust aimed at dune plant propagation

and restoration of vulnerable parts of the

ocean coastline.

Community support

We acknowledge the heartbreaking tragedy

experienced by our community in January

through the landslides at Welcome Bay and

Mount Maunganui.

Our hearts remain with the victims and their

loved ones, and our respect and gratitude go

to the emergency services and recovery teams

that came to their aid. Port of Tauranga made

a donation to the Western Bay Emergency

Response Fund to thank the many volunteer

organisations involved, including the Mount

Maunganui Lifeguard Service.

Governance and ownership update

Bay of Plenty Regional Council owns 54.14%

of Port of Tauranga’s shares through its

investment arm, Quayside Holdings. As the

majority owner, Quayside appoints two

Directors to the Port of Tauranga Board of

Directors – currently Fraser Whineray and

councillor Ken Shirley.

Quayside Holdings announced in June 2026

that independent Directors of Quayside,

including Fraser, would be concluding their

service on 30 September 2026. Port of Tauranga

has not yet been informed of the implications

for Quayside’s appointees to the Board.

Meanwhile, Bay of Plenty Regional Council

is considering proposals to restructure the

administration of its investments through

Quayside. Further details can be found on

the Bay of Plenty Regional Council website

4


and Quayside Holdings website

5

.

Outlook

Port of Tauranga is well positioned for

continued earnings growth and resilient

cargo volumes as import demand

continues to grow and productivity further

improves. However, the Port is capacity-

constrained until we can complete the

Stella Passage development.

We will provide a first quarter trading

update and further earnings guidance at

our Annual Meeting of shareholders on

29 October 2026.

In the near term, ongoing warfare in the

Middle East will continue to impact fuel

prices, putting pressure on diesel-reliant

export industries such as forestry. Other

geopolitical disruptions and trade tariff

uncertainty add to the tension.

However, we remain confident in the

Port’s resilience, built on a foundation of

operational strength, quality infrastructure

assets, diverse revenue streams and a

skilled, dedicated workforce.

Thank you

Thank you to our team members and

service providers, who take every challenge

in their stride.

We’d also like to share our appreciation

for our loyal customers and business

partners, who have expressed their support

in many ways as we navigate the long and

challenging path to developing much-

needed port infrastructure.

With your help, we are connecting New

Zealand and the world.


Ngā mihi nui

Leonard Sampson

Chief Executive

Julia Hoare

Chair

1110

Port of Tauranga Limited | Integrated Annual Report 2026

The year in review

Integrated reporting
Port of Tauranga’s 2026 Integrated Annual Report

describes how the company creates value for our

stakeholders in the short, medium and long term.

It demonstrates how integrated thinking, actions

and reporting helps to ensure the best possible

outcomes for our investors and other stakeholders.

You will find detailed descriptions

of our strategy, governance,

performance and outlook.

The format of this report utilises the

International Integrated Reporting

framework, which Port of Tauranga

has followed since 2018. Previous

Integrated Annual Reports are

available on our website.

The framework advises that the

report should focus on material

matters – those issues that

substantively affect the company’s

ability to create value over time. The

assessment of materiality is informed

by the expectations and interests of

our wide variety of stakeholders.

We formally consult our audiences

every few years to stay attuned

to their needs as our operating

environment continuously evolves. In

2024 we undertook a comprehensive

materiality assessment, and

in June 2026 we updated the

assessment after checking in with

our stakeholders through an online

survey.

The findings of the latest assessment

are described on page 22 and you

will find references to our highest

priority issues throughout this report.

Our business strategies are also

underpinned by our purpose, vision

and values, which are described on

page 14.



How to read this report

In the following pages, we describe

our business and our strategies.

We describe the capital, resources or

inputs that we utilise or affect – our

relationships, our people, our skills

and knowledge, our environment,

our assets and infrastructure, and

our finances.

We outline the capabilities, strengths

and expertise that we add, outline

our activities and outputs, and

the resulting outcomes for our

stakeholders. We define stakeholders

as anyone who has something to

gain, or something to lose, from

Port of Tauranga’s endeavours. They

include neighbours, customers,

iwi and hapū, regulators, service

providers, investors, partners and

employees.

Supporting good

governance

Integrated reporting helps us

maintain transparency and

accountability through providing

high quality and relevant

information to our stakeholders.

This transparency is highly valued

by our Board of Directors, which is

committed to engaged governance.

Further information about the

Board’s approach, policies and

progress can be found in the

company’s Corporate Governance

Statement on page 126. The

statement and supporting policies

are also available on our website.

Recognition

We continue to adapt our approach to

integrated reporting and I’m pleased

to report that Port of Tauranga has

been recognised for the second year

in a row with a silver award in the

Australasian Reporting Awards. The

2025 report was also a finalist in the

communications category

Ngā mihi nui





Julia Hoare

Chair

13

Port of Tauranga Limited | Integrated Annual Report 2026

12

Integrated reporting

12

Our purpose and vision
Drive national prosperity

New Zealanders will value the Port as an asset that

drives our nation's prosperity by providing the most

efficient access to global trade.

Improve community wellbeing

We will improve our community's wellbeing by providing

jobs and economic growth, as well as forming effective

partnerships to pursue a shared vision of success.

Protect our natural environment

We will protect and enhance our natural environment.

We will invest in technology and embed sustainable

practices throughout our business.

Respect mana whenua

We will recognise and respect the mana whenua of the

rohe and acknowledge the kaitiakitanga of iwi and hapū.

Nurture our people

We will be an attractive and accessible workplace

where talent is nurtured. Our people will be proud

to work here and know their contribution is valued.

We will foster a culture of empowerment, where health

and safety is at the forefront of everything we do.

Provide superior customer service

We will be driven by our customers' needs

and create innovative supply chain solutions.

We will deliver on our promises, provide superior

service and grow together.

Deliver long-term value

We will deliver long-term value for investors through

leading environmental and ethical performance,

business resilience and sound financial management.

Our purpose and vision guide us to focus our

attention, effort and resources in the places

that reflect the priorities of our stakeholders.

Our purpose goes beyond profit and is the key to Port of

Tauranga's ongoing success. Our aspirations for 2030 are:

Connecting New Zealand and the world.

Our values define our fundamental beliefs

and dictate our behaviour as individuals,

as teams and as an organisation.

Our vision

We will achieve our vision by:

Taking pride and

doing the right thing

Listening and

working together

Creating

better ways

Having a 'safety

always' mindset

Our purpose

Our values

15

Port of Tauranga Limited | Integrated Annual Report 2026

14

Company overview

Our national
network

By the numbers

Port of Tauranga is New Zealand's

international hub port:

KEY

39% of all shipping containers in and

out of New Zealand (estimated)

31% of all New Zealand cargo


by tonnes

36% of all exports by tonnes

23% of all imports by tonnes

34% of all New Zealand cargo


by value

49% of all exports by value

17% of all imports by value

78 trains per week between Tauranga and


MetroPort inland port in Auckland

8,008 TEU total ground slots at Tauranga Container


Terminal, including 3,638 power connections

for refrigerated containers

2,880 TEU capacity at MetroPort Auckland

2.8km total quay length at Tauranga, with 15 berths

296 employees at parent company

15ha land at Rolleston near Christchurch

45ha land in Auckland

190ha land in Tauranga

16.0m future shipping channel depth inside Te Awanui


Tauranga Harbour

53 straddle carriers (seven hybrids, with six more


delivered in August 2026)

8 container cranes at Tauranga Container Terminal

State Highway 1

State Highway 2

East Coast main


trunk rail network

Operated by Timaru

Container Terminal

- Intermodal freight hub

at Rolleston

- Rail connections to Timaru

Container Terminal and

rest of South Island.

5

Parent company

- New Zealand’s largest port and international freight hub

- Container terminal, bulk/breakbulk cargo wharves and

bunkering/bulk liquids facilities

- Extensive cargo storage and handling facilities

- Rail connections to Hamilton, Auckland

and the central North Island

- Extensive road networks (State Highways 2

and 29) and coastal shipping connections.

50:50 joint venture with Tainui

Group Holdings

- Inland port connected by rail

to Tauranga and Auckland

- Part of the Ruakura Superhub

logistics and industrial precinct

- Opened August 2023.

2

100% ownership

- Formerly known as Quality

Marshalling

- Specialist cargo handling services

company with operations at

Tauranga, Timaru and Hamilton

- Operator of Ruakura Inland Port.

100% ownership

- Direct links to Tauranga

- Operates MetroPort

Christchurch at Rolleston.

65

50% ownership with

Timaru District Holdings

- Commercial port in Timaru

- Bulk cargoes including major cement

handling facility and oil terminal.

6

Operated by KiwiRail

- Inland port in the heart of

Auckland’s commercial and

industrial area, connected by

rail to Tauranga and Hamilton.

3

50% ownership with Kotahi

- Freight logistics group.

35

1

2

126

50% ownership with

Port of Auckland

- Online cargo

management system.

4

5

1

3

6

Christchurch

Timaru

Invercargill

Wellington

Napier

Murupara

Hamilton

Auckland

Northport

Port of Tauranga

5

4

6

3

2

1

Ruakura

Picton

‘Golden Triangle'

economic zone

50% ownership with Northland Regional

Council (43%) and Tupu Tonu (7%)

- Deep water commercial port

near Whangārei

- 150 hectares of adjacent land,

commercial premises and a marina

(formerly Marsden Maritime Holdings).

4

Northport Group

Limited

Port of Tauranga has a hub port strategy (see page 20) involving

investment in capacity at Tauranga, regional port investments

at Northport and PrimePort Timaru, with support from road and

rail-connected inland freight hubs such as Ruakura. Here is an

overview of our current national network:

1

1716

Port of Tauranga Limited | Integrated Annual Report 2026

Company overview

How Port
of Tauranga

creates value

1

Enduring,

mutually beneficial

partnerships

Effective partnerships contribute

to a shared vision of success.

2

A proud, safe

and motivated

workforce

A workplace where health and

safety comes first, our people

are empowered, talent is

nurtured, and the contribution

of everyone is valued.

3

Effective and

resilient networks

Logistics networks

driven by customers’ needs

and innovation to provide a

superior service.

4

Better air and

water quality

Responsive environmental

stewardship and investment

in technology and sustainable

practices to protect and enhance

our natural environment.

5

Long-term value

for shareholders

A resilient business and

sound financial management,

delivering appropriate risk and

reward for investors.

6

Prosperous

communities

Efficient access to global

trade, and jobs and economic

growth for local, regional and

national communities.

Our inputs

more people expected

to be living in New

Zealand by 2045

1M

The Port is building

for demand

New Zealand's

population growth

is driving demand

New Zealand's largest

container terminal

A resilient

national

network

Land use constraints in Auckland are pushing

industry north and south. Freight volumes and

shipping trends are shifting — larger vessels,

more coastal aggregation.

Our relationships

Strong partnerships

with customers, iwi,

communities and industry.

Our people

A skilled, safety-focused

team with a culture of

adaptability and service.

Our skills and

knowledge

Decades of operational

experience and deep

understanding of

supply chain dynamics.

Our

environment

Natural resources

fundamental to our

business operations and

our role as stewards of

the environment.

Our assets and

infrastructure

Strategic port land, inland

hubs, deepwater channel

and national network links.

Our finances

A strong balance sheet and

investment in infrastructure

to match demand.

Inland port

network:

• MetroPort Auckland

• Ruakura

• Rolleston

Integrated network

connecting sea and inland

ports via rail, road and

coastal shipping.

A hub-and-spoke port

network with big ship-

capable ports serviced by

efficient coastal shipping.

Improved service levels

and productivity along

with growing new cargo

volumes.

Community

support

Environmental

protection

Reliable

operations

1/3

Transhipment: Up 50%

in the past decade, now

1/3 of container volume.

700+

metres of new berths planned,

supported by automation.

31% of all NZ

cargo by volume

39% of all

container trade

49% of

NZ's exports

by value

17%

of imports

by value

296

employees

and tens of thousands

more in port-related jobs

$139M

in dividends to

shareholders for FY2026

84%

community

positivity rating

Deepwater channel:

Consented to 16.0 metres —

ready for larger

container ships.

Christchurch

Timaru

Wellington

Napier

Hamilton

Auckland

Northport

Port of

Tauranga

Nelson

Invercargill

Port Chalmers

Ruakura

Our blueprint for strategic growth

Our outputs

Our outcomes

1918

Port of Tauranga Limited | Integrated Annual Report 2026

Company overview

International trend to bigger ships
leads to hub-and-spoke model

and increased transhipment

Build hub-scale

infrastructure to

increase capacity

Grow cargo volumes

and capture

transhipment cargo

Increase cost savings

and efficiencies for

importers and exporters

Provide market-

leading productivity

Secure long-term

cargo volume

agreements

Forecast population growth

in the Upper North Island expected

to grow import volumes

Port capacity constraints

in the North Island

Manufacturing and distribution centre

migration – north and south of Auckland

– due to high land costs and availability

Channel deepening –

stage 2 under way

Stella Passage

development – new

berths on both sides of

harbour

Introduce automation to

the container terminal.

Emergence of hub-and-

spoke shipping network

will increase transhipment

volume

Scale up use of rail and

inland ports to manage

cargo volumes.

Realise big ship benefits

including lower carbon

emission intensity

Increase opportunities

for shipping line

competition to reduce

cost for importers and

exporters.

Keep a relentless focus

on customer service and

productivity, without any

compromise on safety

Use automation to

increase capacity,

improve safety and

reduce carbon emissions.

Protect and renew existing

agreements with key cargo

owners such as Zespri,

Kotahi and Oji

Co-create innovative

supply chain solutions

with existing and new

customers.

Expand Ruakura Inland Port

as volumes demand

Invest in Northport

expansion

Launch TerminalConnect

empty container facility.

Our hub port strategy

Expand our

network

Port of Tauranga is

New Zealand’s pre-eminent

hub port

Increased cargo volumes,

including transhipment

and imports

Growth drivers

Lower supply chain

costs for importers

and exporters

Reduced carbon intensity

for New Zealand shippers

A sustainable

return-on-invested-capital

for Port of Tauranga

Measures of success

Our strategic context

Strategic responseOur areas of focus

Company overview

2120

Port of Tauranga Limited | Integrated Annual Report 2026

Two years ago, we undertook
a comprehensive materiality

assessment, where we sought

the opinions of the senior

management team, other people

leaders in the business, employees,

investors, customers, business

partners, community leaders,

unions, iwi and regulatory bodies.

These stakeholders came up with

a list of 19 material sustainability

topics that were then ranked to

establish the highest priority issues

for Port of Tauranga.

In 2026, we reviewed this list

of material sustainability issues

to ensure that we continue to

prioritise the topics that are the

most important, and to check if

our stakeholders’ priorities and

expectations have changed.

Through an externally-facilitated

online survey, a cross-section of 191

internal and external stakeholders

ranked the 19 topics for importance

to them. We also ran a workshop

with the senior management

team to assess the issues for their

potential impact on profitability,

urgency, reputation, social licence

and the environment.

The review found the

highest priority topics were:

Health, safety and wellbeing

Promoting a safe and healthy

working environment for everyone

working in, or interacting with,

our business.

Future-focused

infrastructure and service

provider

Providing critical infrastructure

and services which are resilient,

efficient and evolving to meet the

needs of New Zealand. Proactively

considering customer needs and

responding to global market

and geopolitical forces.

Customer engagement,

connecting the world

Continuously innovating to

adapt to market and environmental

changes to deliver sustainable

and efficient service to our

customers. Understanding

and responding to customer

and partner needs, including

a strong focus on continuously

improving productivity.

Sustainable financial

performance

Ensuring sustainable financial

growth and performance as a key

component to the triple bottom line

made of the three pillars: economic,

environmental, and social.

Business continuity planning

Business continuity planning,

including risk management,

crisis management, emergency

preparedness, future planning and

reliance on key suppliers.

The other important topics

were:

• Employee engagement

• Social licence

• Digitisation and technology

• Collaboration and partnerships

• Communication and relationship

management

• Environmental stewardship

(kaitiakitanga)

• Governance

• Future of work

• Sector leadership

• Community focus

• Climate-related business risk

• Cultural competency

• Carbon footprint

• Diversity and inclusion.

The rankings moved only slightly

from 2024, with “future-focused

infrastructure” and “business

continuity planning” rising in

importance, likely due to the well-

publicised urgent need for Port

of Tauranga to increase capacity

to meet customers’ needs.

Stakeholders also wanted the Port to

improve its response to digitisation

and technology, as well as improve

engagement with key groups such

as customers and employees.

Employees and external

stakeholders were closely aligned

in their priorities.

As well as the formal materiality

assessments undertaken every two

years, we regularly check in with

our stakeholders about their needs

and wants. This includes customer

satisfaction surveys, and employee

engagement surveys and feedback

workshops.

We also monitor community

sentiment about the Port through

annual surveys. Our second annual

survey was completed in October

2025, which showed 84% positivity

towards the Port, close to the 85%

positivity rating in the inaugural

survey in 2024. Read more on

page 34.

All stakeholder feedback is

incorporated into the Port’s

sustainability framework, illustrated

on the next page. It describes the

material issues affecting people,

the planet, our partnerships and

prosperity, outlines our long-term

objectives, and lists some of the

short-term initiatives and activities

under way to address the issues.

What matters most?

Our sustainability strategies focus on the issues

that matter most to our stakeholders, and the

ones that we can most influence.

2322

Port of Tauranga Limited | Integrated Annual Report 2026

Sustainability

Material
issues for our

stakeholders

Our long-term

objectives

Our initiatives

and activities

(short-term,

~5 years)

People

• Health, safety and wellbeing

• Employee engagement

• Sector leadership

• Future of work

• Diversity and inclusion.

• Environmental stewardship

(air, water and land)

• Social licence

• Carbon footprint

• Climate-related business risk.

• Sustainable financial performance

• Future-focused infrastructure and

service provider

• Digitisation and technology

• Governance for sustainability

• Business continuity planning.

• Customer engagement,

connecting the world

• Collaboration and partnerships

• Communication and relationship

management

• Cultural competency

• Community focus.

• Foster a culture of empowerment,

where health and safety is at the

forefront of everything we do

• Build the capability as outstanding


leaders in teams, with our customers

and in our field

• Equip our people to be their best,


navigating successful futures by

producing outstanding results

• Build internal capability for future

automation, digitisation and AI

• Encourage a more diverse workforce,


with at least 40% men and 40% women

in leadership positions.

• Implement a decarbonisation strategy

to achieve net zero emissions by 2050

• Understand and adapt to the effects of

climate change, including extreme weather

events

• Reduce our impact on air quality, harbour

water quality, soil health and noise pollution

• Communicate targets, goals and progress

to stakeholders

• Protect and enhance existing flora and

fauna habitats

• Prevent biosecurity incursions.

• Deliver steady earnings for our shareholders

through sound financial management

• Provide employment and economic growth

opportunities by providing resilient, efficient

and evolving infrastructure and services

• Invest in capacity, including dredging,

equipment, inland ports, wharf extensions

and upgrades, automation and digitisation

for efficiency

• Build accountability, transparency and

credibility through sound governance

• Proactively manage risk, prepare for

emergencies and build resilience, including

cyber security risk.

• Co-create innovative supply chain

solutions with our customers and suppliers

• Form effective partnerships to pursue

an aligned vision of success

• Be a good neighbour, engaging with

and investing in local communities

• Be culturally aware, recognise and respect

the kaitiakitanga of iwi and hapū, and build

authentic partnerships

• Communicate in a genuine, transparent

and timely manner to create positive,

enduring stakeholder relationships.

• Fatigue risk management initiatives

• Safety recognition programme

(TeamSafe) to build culture

• Develop comprehensive health and safety

reporting and assurance systems

• Review performance management

system

• Implement continuous improvement

strategy

• Build leadership skills of managers

• Continue to deliver employee-led,

comprehensive wellbeing programme

(ShipShape)

• Improve terminal employee wellbeing

through new accommodation.

• Develop climate action strategy:

– Identify appropriate near-term greenhouse

gas emission targets

– Investigate alternative fuel initiatives for

marine fleet, straddles and automation

projects

• Continue energy efficiency initiatives


for existing and new equipment

• Dust management, reduction and mitigation

• Stormwater management and treatment

• Water use reduction and leak identification

and mitigation

• Spill prevention and management

• Avian habitat management and protection

• Continue Biosecurity Excellence Partnership

education programme.

• Further develop big ship capacity by

securing resource consent and commencing

construction of the Stella Passage project as

well as automation

• Secure resource consent for capital dredging

and maintenance dredging/disposal and

commence construction when prudent

• Maintain dividend target of 70-100% of NPAT

• Achieve appropriate return on capital

investment (ROIC)

• Seek new business and diversified earnings

sources

• Undertake a Board performance review and

implement any relevant recommendations

• Refresh strategic risk management and

assurance process.

• Embed hub-and-spoke model utilising

inland freight hubs, KiwiRail partnership

and shipping line relationships

• Utilise stakeholder feedback (from brand

refresh, customer satisfaction survey,

materiality assessment and community

sentiment survey) to further refine

community and neighbour role

• Continuously review sponsorship

strategy to ensure alignment with above

• Identify opportunities for economic

development partnerships with local

iwi and hapū, including scholarship and

employment pathways

• Seek formal relationship agreements

with Tauranga Moana iwi.

Port of Tauranga is invested in the wellbeing of Tauranga city, the harbour

and its people. The Port is an anchor for the Bay of Plenty economy,

providing a gateway to international trade, generating resilient earnings

for our region and creating prosperity for New Zealand. Port of Tauranga

provides nationally significant infrastructure to enable essential access to

global markets.

Port of Tauranga

sustainability framework

PlanetProsperityPartnerships

2524

Port of Tauranga Limited | Integrated Annual Report 2026

Sustainability

Robust risk management is essential
to the protection of long-term

value, safe and reliable operations,

and confident investment.

Port of Tauranga’s Risk Specialist

has worked with teams across the

business to enhance the Port’s risk

management systems and ensure

the correct controls, mitigations and

reporting are in place.

This structured approach ensures

risk management is not treated

as a compliance exercise, but is

considered an integral part of

our decision-making, planning,

prioritisation and implementation.

All team members are responsible

for risk management and are

expected to proactively manage

operational risks. The Port’s

strategic and enterprise risks are

regularly discussed in depth by

the senior management team

and the Board of Directors, who

balance risk management in

accordance with our established

risk appetite, external legislation

and good governance practices.

Further details can be found in our

Corporate Governance Statement

on page 126, which describes the

consequences, mitigation strategies

and key controls for significant risks.


Significant risks potentially impact

our ability to achieve our business

objectives and include:

• Inability to access critical systems

• Poor health, safety and wellbeing

performance

• Ship collision or grounding

• Loss of social licence to operate

• Legal and regulatory risk

• Key infrastructure resilience

• Climate change or a natural

disaster

• Commercial risks due to global

economic or geopolitical

situations, global pandemic

or health crisis, or a disrupted

supply chain

• Weak human capital and culture

management

• Weak key supplier and customer

relationships

• Inability to meet climate change

expectations.

As Port of Tauranga is nationally

significant infrastructure, resilience is

a strong focus. Capacity constraints,

ageing or damaged assets, weather

events, shipping incidents, transport

network disruption and regulatory

issues can all affect the Port’s ability

to provide efficient and reliable

services for New Zealand importers

and exporters.

Risk management therefore

forms part of long-term asset

planning, capital investment,

emergency preparedness, business

continuity planning and major

project governance.

Climate-related risk is considered as

part of the Port’s risk management

framework and our response is

reported in detail in our annual

Climate-related Disclosures Report.

Read more on the following page.

Risk management

Port of Tauranga’s risk management

framework gives us the tools to identify,

assess, monitor and manage risks.

2726

Port of Tauranga Limited | Integrated Annual Report 2026

Sustainability

Emissions reduction
initiatives

In August, we took delivery of

a large order of six new hybrid

straddles, as well as New Zealand’s

first fully-electric straddle carrier.

We already have seven hybrids in

our fleet of 53 straddles, and they

have proven to be about 25% more

fuel efficient than the older diesel-

electric models.

We are now preparing to trial the

electric straddle and new charging

infrastructure. Read more on page

67. A new hybrid tug is under

construction in Türkiye (Turkey)

and is expected to be delivered

in mid-2027.

Port of Tauranga plans to increase

electric automated stacking cranes

(ASCs) to advance its decarbonisation

plans. The installation timeframe

depends on the construction of

the additional container berth at

Sulphur Point as part of the Stella

Passage development.

Climate-related disclosures

Port of Tauranga publishes detailed

reports on its climate change response

as an eligible entity under the

Climate-related Disclosures regime

6

.

Annual statements describe Port

of Tauranga’s governance, risk

management processes, climate-

related risks and opportunities,

as well as its greenhouse gas

emissions inventory.

The goal of these mandatory

disclosures is to ensure that the

effects of climate change are

routinely considered in all business

decisions, entities demonstrate

responsibility and foresight, and

capital is allocated more efficiently

to smooth the transition to a more

sustainable, low-emissions economy.

The Port’s third report in October

2026 will update the Port’s climate

context and outline progress in

implementing its transition plan,

which details how the Port will reduce

its emissions and respond to the risks

and opportunities identified. It will

also include the Port’s development

of its financial quantification capability

and approach.

2026 emissions inventory

Port of Tauranga reports under

the GHG Protocol standard

and discloses the Scope 1 and

2 emissions over which it has

operational control, i.e. those

produced by Port of Tauranga,

QM Logistics (formerly Quality

Marshalling), Timaru Container

Terminal and Ruakura Inland Port.

Last year, an over-reliance on

diesel generators during peak

refrigerated cargo export season

contributed to a 20% increase

in greenhouse gas emissions

compared with the prior year.

Since then, another container

block has been electrified to add

212 reticulated power points to the

3,426 previously available. For the

financial year, active generator days

reduced from 1,846 in 2025 to 797

in 2026 – a 57% reduction.

The reduction in generator use,

more efficient cargo flows and

improved vessel schedule reliability all

contributed to free up valuable space

in the container terminal, helping the

terminal to improve efficiency.

Total Scope 1 and 2 emissions for

the 2026 financial year were 19.2

kilotonnes CO

2

e, a 12% reduction

from the previous year.

Emissions intensity decreased

9% to 0.00076 tonnes of CO

2

e

per cargo tonne.

6

https://www.port-tauranga.co.nz/community/community-sustainability/climate-action/.

Climate change

response

Port of Tauranga is preparing for the physical

impacts of climate change, decarbonising

its own operations and preparing to

accommodate lower-emission ships.

Ports have an important role to

play in the decarbonisation of

New Zealand’s international supply

chain, as sea freight is the most

carbon-efficient mode of transport

for large quantities of cargo.

Port of Tauranga is currently the

only New Zealand port able to

accommodate the largest vessels


to visit, and we are preparing for

the advent of even bigger ships.

Bigger ships can produce fewer

emissions per container than smaller,

older vessels. You can read more

about our preparations on page 52.

Emissions intensity

decreased 9%


to 0.00076 tonnes

CO

2

e per cargo

tonne.

29

Port of Tauranga Limited | Integrated Annual Report 2026

28

Sustainability

We will improve our community’s wellbeing by
providing jobs and economic growth, as well as

forming effective partnerships to pursue a shared

vision of success. We will recognise and respect

the mana whenua of the rohe (region) and

acknowledge the kaitiakitanga of iwi and hapū.

Vision

• Collaboration and partnerships

• Communication and relationship management

• Community focus

• Customer engagement

• Social licence

• Cultural competency.

Material issues addressed

by our strategies

In the following pages, we describe our progress. We have

strengthened our long-term support of Waipuna Hospice

and entered a new three-year partnership with Triathlon NZ.

We have worked with iwi to improve the health of Te Awanui

Tauranga Harbour. We also describe our long-term relationship

with New Zealand’s largest exporter, Kotahi.

Improving community

wellbeing

Port of Tauranga’s long-term relationships give us

the certainty to invest for the future. Our partnerships

give us insights and guidance to seamlessly meet

the needs of our diverse stakeholders, including our

customers, communities and business partners.

3130

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our relationships

Performance
Long-term freight agreements in place

with major shippers such as Kotahi, Oji

Fibre Solutions and Zespri International

12

tertiary scholarships awarded

to Māori students

Ruakura Inland Port joint venture

with Tainui Group Holdings surpasses

24,000 TEUs per annum

1,500+

people hosted

on port tours.

Money raised for Waipuna Hospice

through ticket sales

84%

positivity rating in

community sentiment survey

New sponsorship agreements with

Waipuna Hospice, Triathlon NZ

and Outflow Trust.

Strong and sustainable relationships are

essential to the Port’s long-term success.

We nurture them through ongoing,

meaningful engagement with stakeholders.

Continual analysis of our stakeholders’

perspectives helps us anticipate and

mitigate risks associated with our activities

and initiatives.

Risk management

3332

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our relationships

Port of Tauranga supports
volunteers as triathlon

trifecta comes to town

Port of Tauranga is an official supporter of

Tauranga’s Triple Crown of World Triathlon

events for the next three years.

The Port is sponsoring the series’ volunteer programme for

Tauranga’s hosting of the 2026 World Triathlon Cup, the 2027

World Triathlon Championship Series, and the 2028 World

Triathlon Championship Series Grand Final. The three events

are expected to attract a myriad of visitors, international

attention and widespread economic benefit.

More than 3,000 volunteers will act as course marshals,

grandstand ushers and airport greeters, among other roles.

The sponsorship follows the Port’s long history of supporting

elite sports events held locally.

Ngā Mātārae Charitable

Trust, a partnership

between Port of Tauranga

and tangata whenua

organisations, approved

new grants to community

groups working to improve

the health of Te Awanui

Tauranga Harbour.

The Trust has given $10,000 to

Te Wharekura O Mauao towards

equipment and resources for the

school’s new science and

technology teaching block at its

Bethlehem campus.

The laboratory and workshops serve

the kura’s nearly 300 intermediate

and secondary age students,

who are involved in a number

of environmental and biological

science projects around the harbour.

The Trust funds an annual tertiary

scholarship programme for Māori

students studying subjects that

could benefit harbour health.

Other projects funded by the Trust

since its inception include:

• A climate change resilience plan

for Whareroa Marae

• A project to capture hapū

perspectives of Tauranga Moana

• A pipi research project to restore

and enhance coastal ecosystems

• Purchase of a research and

monitoring vessel for an

environmental organisation

• Preparation of an oversight plan

and implementation programme

for the wetlands adjacent to

Whetu-O-Te Rangi marae


• Restoration and enhancement

of the Huria wetland adjacent

to the Judea Rugby Club.

The Trust is also helping to fund a

major wetland restoration project

for the lower Kopurererua Stream

and nearby Koromiko wetland.

It will increase flood and erosion

control, improve water quality and

protect biodiversity.

Ngā Mātārae Trustees represent

Port of Tauranga, the Mauao Trust,

the Tauranga Moana Customary

Fisheries Trust and iwi Ngāi Te Rangi,

Ngāti Ranginui and Ngāti Pūkenga.

The Trust was established in 2014 as

part of the Port's existing dredging

consent framework. It provides

a vehicle through which the Port

and Tauranga Moana iwi can

work together on initiatives that

enhance the environmental, cultural,

educational and long-term wellbeing

of Te Awanui Tauranga Harbour.

Port of Tauranga has been

raising much-needed funds

for Waipuna Hospice for

many years, through our

biannual port tours and

other events.

The Port and the hospice have taken

the relationship to the next level,

with the Port becoming an official

sponsor of a Waipuna Hospice truck,

which collects donated items from

around the region to be sold in the

hospice op shops

7

.

Ross McLeod, Waipuna Hospice's

Philanthropy Director, sent the Port

the following message: "This truck

is out every day collecting quality

donated goods from across our

community, which will then be sold

through our hospice shops to help

fund specialist palliative care for

local patients and their families. It's a

wonderful example of how the Port’s

support will make a real difference,

helping turn donated items into

compassionate hospice care.

"We really value Port of Tauranga's

partnership and look forward to

seeing the truck out on the road,

helping raise vital funds

for hospice care for many years to

come."

Port of Tauranga also raises

money for Waipuna Hospice

through our public port tours, held

for two weeks in January and a

week in July every year.

The company covers the costs of

the tours so that the $5 ticket price

can be donated to the hospice.

The tours are usually a sell-out,

as it’s the only way that the

community can see beyond the

security gates. Tours are advertised

on the Port of Tauranga website

8


and Facebook page

9

.

Ngā Mātārae Trust funds

environmental projects

7

https://www.waipunahospice.org.nz/shop-with-us.

8

www.port-tauranga.co.nz/community/port-tours.

9

www.facebook.com/portoftaurangaltd.

Hitting the road for hospice

Community

sentiment

stays positive

Tauranga and Western Bay

residents remain upbeat

in their view of Port of

Tauranga.

The Port’s second annual

community sentiment survey saw

positivity at 84% (2024: 85%) and

only 4% of those surveyed were

negative (2024: 4%).

The survey involved 201 anonymous

respondents, closely reflecting the

demographics of the region.

Long-term residents generally had

strong perceptions of trust, the value

of the Port and its environmental

commitment. Visibility and familiarity

were stronger in the city than among

Western Bay residents.

Port of Tauranga will use the

survey results to inform community

engagement initiatives, such

as pursuing new sponsorships and

partnerships.


3534

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our relationships

New Zealand’s
largest supply chain

collaboration

chooses Tauranga

Kotahi, New Zealand’s largest containerised

freight manager, has a long-term commitment

to Port of Tauranga.

Kotahi is co-owned by Fonterra

and Silver Fern Farms and serves

more than 50 other primary sector

exporters. Combined, Kotahi

manages a third of New Zealand’s

containerised export cargo.

Kotahi’s approach to freight

aggregation, and its strategic

partnerships with major shipping

companies, have helped provide

the scale to drive productivity

improvements in the wider supply

chain – including Port of Tauranga’s

investment to accommodate


bigger ships.

Port of Tauranga and Kotahi entered

an initial 10-year agreement in

2014, paving the way for the Port

to commence the first stage of its

capital dredging project.

In 2024, the agreement was

extended by seven years through to

mid-2031, supporting the Port’s next

stage of capacity-building. Stage

two of the capital dredging project


is currently under way.

The partnership provides the

Port with long-term certainty for

infrastructure investment and

supply chain planning, ensuring

New Zealand exporters can remain

internationally competitive.

Port of Tauranga has cargo

volume agreements with other

key customers such as Oji Fibre

Solutions and Zespri International.

Kotahi’s Chief Executive, Emma

Parsons, says New Zealand exporters

succeed when they can access

efficient, reliable pathways to

international markets.

“Our long-standing partnership

with Port of Tauranga demonstrates

how collaboration, scale and

infrastructure investment can

strengthen the country’s export

competitiveness,” she says.

“New Zealand’s distance from global

markets, and our inefficient and

fragmented port network means

exporters face significant cost

disadvantages. Shipping a container

from New Zealand to Shanghai

can cost up to 30-40% more than

shipping the same container from

Melbourne.”

The Port has worked alongside

exporters and shipping lines to build

the scale and capability needed to

serve exporters and maintain their

international competitiveness,


she says.

“The benefits of that approach are

increasingly recognised across

the freight sector. It has helped to

maintain reliability during periods

of significant disruption over recent

years and has kept downward

pressure on price through greater

efficiency and access to larger ships

on major routes.

“We are very supportive of a future

hub-and-spoke port network for

New Zealand, with bigger, more

efficient vessels calling at large

productive ports,” she says.

Case study

“The benefits of that approach are

increasingly recognised across the

freight sector. It has helped to maintain

reliability during periods of significant

disruption over recent years."

Capital – Our relationships

3736

Port of Tauranga Limited | Integrated Annual Report 2026

Nurturing our people
Port of Tauranga’s people are integral to our success

and protecting their wellbeing is a priority. Our 'safety

always' mindset means health and safety is seamlessly

integrated into our ways of working.

We will be an attractive and accessible

workplace where talent is nurtured.

Our people will be proud to work here

and know their contribution is valued.

We will foster a culture of empowerment,

where health and safety is at the forefront

of everything we do.

• Health, safety and wellbeing

• Diversity and inclusion

• Employee engagement

• Future of work

• Governance.

VisionMaterial issues addressed

by our strategies

In the following pages, we describe our progress. We have prioritised

the wellbeing of our people through an employee-led programme,

ShipShape, and brought health services on site for easy access.

Safety-aware attitudes and behaviour are rewarded by peers through

our TeamSafe Awards. A current focus is promoting ethical behaviour

by giving our people the right tools to guide decision-making.

3938

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our people

72%

staff engagement

score (up from 69%

in 2023)

More than 80% participation in 2025

employee share ownership plan

19.5

Total Recordable Injury

Frequency Rate (TRIFR)

per million hours worked (up from 16)

– Port of Tauranga and contractors combined

296

employees

(up 3.1% from 287)

30%

job vacancies

filled internally

6.73%

staff turnover

(compared with

9.25% in 2024 and 8.45% in 2025)

21.3%

gender diversity

( compared with 22%

in 2024 and 21.6% in 2025).

Performance

We focus on workplace safety and overall

wellbeing, learning and development,

employee lifecycle strategies, leadership

quality and culture. We strive for a motivated,

competent workforce that has the skills to do

the job well and fulfil personal potential.

Risk management

Gender diversity by years of service

Gender diversity by age

Gender diversity by division

0

30

60

90

120

150

46-5041-4536-4031-3526-3021-2516-2011-156-100-5

FemaleMale

FemaleMale

0

30

60

90

120

150

CorporateFinanceTerminalPropertyCommercial

FemaleMale

0

30

60

90

120

150

Baby Boomer

(1946-1964)

GEN X

(1965-1980)

Millennials GEN Y

(1981-1996)

GEN Z

(1997-2012)

4140

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our people

Creating a strong
safety culture

Building a strong safety culture is

a key objective of Port of Tauranga’s

health and safety strategy.

Proactive incident reporting, strong

worker engagement in safety

improvements and regular audits

provide transparency. A focus on

lead rather than lag indicators

ensures the focus remains on

continuous improvement.

Indicators are tracked through the

Port’s Health, Safety and Performance

Index, introduced in December 2024.

In the last financial year, the index

has been extended to score cards for

individual teams. The team-specific

indicators are expected to increase

accountability, strengthen visibility

and support more targeted safety

leadership. They will inform learning,

provide deeper insights into safety

trends and demonstrate performance

and priorities across the organisation.

Key results from the 2026 financial

year include a 55% reduction in days

lost per lost-time injury, and a 49%

reduction in injury severity.

Promoting ethical behaviour

Protecting our people and the

company from fraud, corruption


and dishonesty has been a big focus

this year.

All Port of Tauranga employees

have undertaken rigorous ethical

behaviour training in the past few

months. In-person training has

been delivered by an independent

facilitator, and mandatory Port-

specific online training modules have

been added to our learning platform.

The training followed the launch of

an anonymous reporting hotline and

new policies on managing conflicts

of interest and dealing with potential

fraud and corruption.

The policies help team members

declare any actual, potential or

perceived conflicts of interest so

they can be managed, and give them

options to report potentially criminal,

dishonest or unethical behaviour.

Team members can report misconduct

by using the Port’s Whistleblowing

Policy under the umbrella of the

Protected Disclosures Act 2000, or

they can now use the Report-It-Now

hotline, which adds an additional

independent and confidential channel.

Reports can be made by phone or

through a secure online portal.

Reports are referred to the Port’s

ethics committee for assessment

and further action by internal


or external investigators.

The TeamSafe Awards have been

going since 2023 as a means to

celebrate the many ways in which

the shared value is brought to life

every day. Anyone can nominate a

colleague, team or service provider

for an action, idea, initiative,


project or behaviour. Nominations

are considered by the Port’s

Health and Safety Committee,

which has representatives from

every department.


Nominees in the past

year include:

-The team that developed digital

pre-start inspection tools for

straddle drivers that instantly

report road hazards or machine

defects without any paperwork

-The engineering officer who led

contractor safety management on

a major construction project

-The logistics specialist who

proactively simplified standard

processes to strengthen

operational consistency

-The security officer who

identified unstable stored cargo

during a patrol

-Another security officer who

identified a gap in storm watch

procedures and improved the

process for severe weather events.

The TeamSafe Awards complement the

Port’s longstanding Extra Mile Award

for outstanding effort in any area.

55%

reduction

in days lost

per lost-time injury.

49%

reduction in

injury severity.

Colleagues nominate

team players

Port people can reward their peers for demonstrating the team

value of having a 'safety always' mindset.

4342

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our people

Wellbeing programme
ensures Port team

is ShipShape

Port of Tauranga’s team-led wellbeing

programme, ShipShape, is helping address our

people’s top physical and mental health concerns.

The ShipShape committee runs

month-long campaigns throughout

the year, with recent themes of

melanoma awareness and bowel

cancer awareness. Team members

were offered free skin checks on site

and free bowel cancer testing kits.

During the year, Port employees


and their families were also offered

the opportunity to try padel,


surfing, mini golf, and indoor rock

climbing for free.

All employees have access to fresh

fruit, vegetable seedlings, period

products and other giveaways.

The ShipShape wellbeing initiatives

are complemented by the Port’s

Keep Well programme.


In February, Port of Tauranga

expanded its on-site Keep

Well health services to include

physiotherapy.

Physio Shane visits the Port

fortnightly to support injured workers

and advise on injury prevention. He

can guide team members through

ACC processes, return-to-work

planning and rehabilitation.

The aim is for Shane to be involved

early so that injured team members

get the right support sooner,

improving recovery and outcomes

on their return to work.

The service is in addition to weekly

on-site appointments with Nurse

Debbie, who provides health

monitoring, flu vaccinations, blood

tests, hearing and vision checks,

ergonomic assessments, respirator

fit testing and pre-employment

medicals.

Nurse Debbie operates out of

multiple locations on the port to

ensure accessibility and convenience

for our people.

The Port has also given team

members the power to choose their

own health benefits. All employees

are given an Extraordinary card

loaded with $50 annually to spend

on any health-related service they

choose – including physiotherapy,

dental, optometry, pharmacy and

osteopathy.

Free counselling is offered through

the Port’s employee assistance

programme, delivered by Vitae.

Case study

Capital – Our people

All employees are given an

Extraordinary card loaded


with $50 annually to spend

on any health-related service

they choose.

4544

Port of Tauranga Limited | Integrated Annual Report 2026

Providing superior
customer service

Port of Tauranga takes an integrated view of the

New Zealand supply chain, investing in regional ports

and inland freight hubs seamlessly connected by road,

rail and coastal shipping. Our logistics expertise

ensures our customers have the most efficient and

environmentally sound option to access their markets.

VisionMaterial issues addressed

by our strategies

In the following pages, we describe our progress. We have

utilised our skills, knowledge and experience to make big gains

in productivity. We work with national border agencies to protect

New Zealand from criminal behaviour and biosecurity threats,

as well as promoting safe practices within the industry. We also

describe our strategy to prepare for larger vessels and greater

volumes of cargo as New Zealand’s primary international hub port.

We will be driven by our customers’

needs and create innovation supply chain

solutions. We will deliver on our promises,

provide superior service and grow together.

• Business continuity planning

• Collaboration and partnerships

• Customer engagement

• Sector leadership

• Future-focused infrastructure and services.

4746

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our skills and knowledge

Container crane rate
(moves per hour)

0

5

10

15

20

25

30

35

202620252024

Average cargo ship

length overall (metres)

0

50

100

150

200

250

202620252024

Average turn-around time

per cargo ship (days)

0.0

0.5

1.0

1.5

2.0

2.5

202620252024

Average cargo ship

gross tonnage

0

5k

10k

15k

20k

25k

30k

35k

202620252024

Average tonnes of cargo

exchanged per ship visit

0

5

10

15

20

202620252024

Average TEUs exchanged

per container terminal visit

0

500

1000

1500

2000

202620252024

Information, knowledge and skills give the

Port its competitive edge. We focus on

technology, cyber security and innovation to

preserve and protect our customer services.

Risk management

Performance

4948

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our skills and knowledge

Port productivity has been a hot
topic as New Zealand ports have

grappled with shipping schedule

unreliability in the past five years.

In 2025 only 62% of container ships arrived

on time, improving to 71% in the 2026

financial year.

Port of Tauranga has introduced a raft

of productivity enhancement measures

to ensure the container terminal can get

some late-arriving vessels back on window

and ensure the safest and fastest ship

turnaround at Tauranga.

Initiatives have included changes to straddle

carrier driving routes, stevedore procedures

on the berth and better planning to avoid

rehandling and unnecessary delays.

Technology solutions have been deployed,

including the use of AI.

While there are still improvements to be

made, there has been significant success.

The container terminal’s net crane rate

(moves per hour per crane) averaged

30.8 for the year, up from 28.0 moves

per hour the previous financial year.

This compares with the national average

of 28.5 for calendar year 2025.

The ship rate is the number of

containers moved on and off a container

ship per hour. It measures the hourly

productivity across all cranes, capital

and labour combined.

Port of Tauranga’s average ship rate for

the 2026 financial year was 76.4, up

from 67.2 in 2025 and compared with

the national average of 61.8 for calendar

year 2025.

The average cargo exchange per

container ship is 1,651 TEUs, meaning

even the smallest improvement in

productivity can have a massive impact

on ship turnaround times.

Strong focus on productivity

Port of Tauranga teams work

with government agencies

to ensure a secure border

and workplace.

The Port’s 24-hour security team

monitors the port perimeter and

assists Police and Customs to

detect any potential criminal activity

within the port gates. The site is

monitored via surveillance cameras

and mobile patrols.

The Port has a multi-year project

to upgrade security through

improvements to fencing and

gates, as well as additional

surveillance technology.

Operational teams are also on

the lookout for potential

biosecurity threats.

The Ministry for Primary Industries,

the Port, Kiwifruit Vine Health (KVH),

other primary producers, scientists

and local government have joined

forces in the Port of Tauranga

Biosecurity Excellence Partnership.

The partnership ensures that

frontline port workers are educated

about pest signs, including nests,

webs, eggs, dirt or critters. A

dedicated 0800 number ensures any

potential evidence of bugs

gets urgent attention from MPI.

The partnership holds an annual

awareness week and publishes a

calendar and other educational

material featuring the top 12

unwanted pests, such as the brown

marmorated stink bug.

Port of Tauranga is also a member

of the national Biosecurity Business

Working with national border agencies

Pledge, where more than 150

member companies work with

government agencies to protect

the economy and environment

from harmful pests and diseases.

Two years ago, Maritime NZ’s

Health and Safety at Work Act

responsibilities were extended

from on board ships to the

landside operations of New

Zealand’s 13 ports.

Port of Tauranga works closely

with Maritime NZ, unions, the Port

Industry Association and stevedoring

companies through the Port Health

and Safety Leadership Group.

Current issues receiving attention

from the group include fatigue

management, communication and

the quality and safety of vessels

visiting New Zealand.

5150

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our skills and knowledge

Bigger ships are
heading our way

Port of Tauranga is planning for the future as

New Zealand‘s primary international hub port.

The Port’s proposed Stella Passage

development, current capital

dredging project, and future

automation plans are preparing

Tauranga for larger vessels and

greater volumes of cargo.

Port of Tauranga is currently the

only New Zealand port able to

accommodate the largest vessels


on the Oceania network, up to

11,000 TEUs. Even larger vessels

are expected to cascade to the

network as new ships are built for

the Northern Hemisphere trade

routes and older ones are scrapped.


Most new ships on order are

8,000 TEU or larger.

Port of Tauranga currently has the

second stage of its capital dredging

programme under way. It will take

the shipping channel to its maximum

consented depth of 16 metres inside

the harbour (from the current 14.5

metres) and 17.4 metres outside

the harbour (from the current 15.8

metres), as well as creating a turning

basin. This work will complete

the dredging programme that

commenced in 2015.


The largest container vessels

currently visiting Tauranga are 347

metres long, 42.92 metres wide, and

have a draught (depth below water)

of 14.5 metres. These large vessels

can only sail at high tide, and must

wait up to 12 hours if they miss their

tidal window.

Port of Tauranga’s ability to

accommodate larger container

vessels also ensures shippers can

access the lowest carbon route to

international markets.

By far the largest proportion of

carbon emissions in New Zealand’s

supply chain relates to the ‘blue

water’ or ocean-going component

of the cargo journey. Bigger ships

are more fuel efficient and can

produce fewer carbon emissions per

container than older, smaller vessels.

Port of Tauranga envisions a hub-

and-spoke port network for New

Zealand, supported by coastal

shipping and complemented by

road- and rail-connected inland

ports to allow cargo aggregation.

To accommodate larger volumes

of cargo, and alleviate current

berth capacity constraints, Port

of Tauranga plans to extend the

wharves on both sides of the

harbour, within the Port’s current

operational boundaries. This project

is known as the Stella Passage

development. Read more about


the history and status of the

project on page 68.

Together with the berth extension

on the container terminal side of

Stella Passage, the Port intends

to introduce automated stacking

cranes (ASCs) to increase container

throughput capacity within the

current land footprint, improve safety

and reduce carbon emissions.

ASCs are fully electric gantry


cranes, mounted on rails, that

are operated remotely.

They will be introduced in stages


to match cargo growth, with the

first two blocks of nine expected

to coincide with the completion

of the new berth.

Case study

Port of Tauranga’s ability to

accommodate larger container

vessels also ensures shippers can

access the lowest carbon route


to international markets.

53

Port of Tauranga Limited | Integrated Annual Report 2026

52

Capital – Our skills and knowledge

VisionMaterial issues addressed
by our strategies

In the following pages, we describe our progress. We provide

a safe refuge for endangered bird species. We support charities

cleaning and enhancing the Bay of Plenty coastline. We have also

opened a new treatment facility to further improve the quality of

stormwater entering Te Awanui Tauranga Harbour after heavy rain.

We will protect and enhance our

natural environment. We will invest in

technology and embed sustainable

practices throughout our business.

• Environmental stewardship

• Social licence

• Collaboration and partnerships

• Carbon footprint

• Climate-related business risk.

Protecting our

natural environment

Port of Tauranga protects air and water quality

through dust control, stormwater management

and spill prevention.

5554

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our environment

Performance
100%

stormwater quality

standards compliance

Dust monitoring downwind of the

Port has identified total suspended

particulate reductions of between 16

and 28% since 2019

12%

decrease in total Scope

1 and 2 greenhouse gas

emissions

9%

reduction in Scope 1 and 2

greenhouse gas emissions

per cargo tonne

Continuous management of potential

environmental impacts is infused in our

daily operations, including vessel traffic,

cargo handling and infrastructure

development. We also navigate climate

change impacts such as extreme weather

events that threaten our operational

continuity and infrastructure integrity.

Risk management

Port of Tauranga Limited | Integrated Annual Report 2026

5756

Capital – Our environment

Port of Tauranga is home
to a variety of native and

migratory birds, including

several protected and

threatened species.

With fully fenced facilities and regular

pest, mammal, and weed control,

the Port’s structures and shorelines are

attractive to diverse birdlife, including

endangered species such as New

Zealand dotterels and the variable

oystercatcher.

The Port’s environment team actively

ensures the busy industrial area

remains a safe refuge for birdlife, with

a dedicated avifauna management

plan to guide the monitoring and

protection of these birds and their

habitat.

The Port’s sand pile, adjacent to its

container terminal operations, is an

important bird nesting site. It is also a

high-tide resting area for protected

bar-tailed godwits.

These amazing birds migrate from

Alaska in spring, flying non-stop for

around 12,000km to reach New

Zealand. The sand pile material is

recovered from dredging and used

to replenish local beaches such as

Pilot Bay. However, the sand pile is

undisturbed from August to April each

year when most birds are in residence.

Data on birds in different parts of the

Port has been gathered for the last 15

years. The Port’s environment team

conducts monthly bird counts for half

the year, then weekly counts during

nesting season.

Port workers are educated and

encouraged to report any birdlife

issues, including sick or injured birds.

The Port liaises with ARRC Wildlife

Trust, a local charity that provides

wildlife rehabilitation services,

to care for these birds.

.

Wind and wheels are key

factors in keeping dust down

at Port of Tauranga’s bulk

cargo wharves, where fine

dust detection has reduced

dramatically since 2019.

Around six million tonnes of logs are

exported annually from the Port’s

Mount Maunganui wharves, plus

many other potentially dusty cargoes

including stock feed, fertiliser and

clinker.

The Port team takes its housekeeping

seriously, minimising dust and

particulate matter to protect air

and water quality. In the Port’s

comprehensive dust management

programme, wind and wheels

strongly feature.

Port of Tauranga Environmental

Manager, Joey McKenzie, says wind

plays a major role, so there are strict

cargo handling procedures and rules

for wind conditions under which

certain equipment can be used.

A visual traffic light system warns

if wind is getting too strong and

operations must pause.

“We’re currently trialling dust

monitors mounted on our light

towers,” Joey says. “The end goal is

to make it as easy and automated as

possible.”

“We’ve also installed approximately

2.5km of wind break fences around

the port’s site. The fences have

contributed to our dust reduction

efforts because they help the dust to

settle on the ground, where it can be

swept up.”

Port users are also diverted from

unnecessarily driving through debris

on the site.

“We want to avoid dusty material

being driven over, spread around and

lifted into the air, so port users have

streamlined the log loading process

to avoid multiple movements. They

also run a traffic management plan

to keep vehicles out of dusty areas as

much as possible. It is more efficient,

Protecting birdlife at the Port

Managing wind

and wheels to

keep dust down

and better for keeping our site

clean and safe.


“When dusty cargo is being

unloaded, a vacuum sweeper

must operate continuously. In our

log yards, Daltons Landscaping

Supplies operates specialised

bark collection ploughs with dust

suppression systems and up to

three sweeper trucks to collect and

vacuum up bark and dust."

Daltons takes this collected material

to a giant composting facility near

Matamata to recycle it into everyday

garden products.

New coastline

clean up

partners

Port of Tauranga has

pledged its support to the

Outflow Trust, a local charity

cleaning up the Bay of Plenty

oceanfront.

Port of Tauranga has pledged its

support to the Outflow Trust, a local

charity cleaning up the Bay of Plenty

oceanfront.

The Trust is running a native plant

promotion where members of the

public can purchase a sand dune plant

to be used in the Trust’s restoration

projects. The Port will match plant

purchases up to 2,000 plants.

The Outflow Trust pays local youth

seeking work experience to undertake

the planting and litter removal.

Port of Tauranga is also a major

sponsor of the marine environmental

charity Sea Cleaners, which

commenced operations in the Bay of

Plenty in late 2024 after two decades

working in other harbours around the

country.

The Sea Cleaners boat and full-time

crew is based at Tauranga Bridge

marina, next door to the port. They

work with volunteers to collect

rubbish from in and around waterways

throughout the region.

Vacuum sweeping hours

ROSTERED HOURS P/W

50100150200250300350400

Early 2025

50hrs

p/w

90hrs

p/w

186hrs

p/w

244hrs

p/w

347hrs

p/w

Mar 2016

May 2017

Oct 2017

Jul 2019

5958

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our environment

Port launches new
stormwater treatment

system at Mount wharves

Port of Tauranga has installed a new stormwater

treatment system at its Mount Maunganui wharves

to further enhance harbour water quality.

Toi Moana Bay of Plenty Regional

Council Chair, Matemoana

McDonald, cut the ribbon on

the facility at a ceremony in April

attended by Port leaders, local

government, iwi and business

representatives.

Port of Tauranga Chief Executive,

Leonard Sampson, says the new

stormwater treatment system is the

Port’s biggest infrastructure project

to date to improve water quality.

“While the Port continues to comply

with its resource consent conditions,

we pride ourselves on doing more

than simply what is required. Our

new stormwater treatment system


is an example of this approach,”

he says.

“Our team monitors both stormwater

and harbour water to gather data

and identify opportunities for

improvement, which has resulted


in several initiatives and

infrastructure upgrades at our


Mount Maunganui wharves to

reduce contaminants entering

Te Awanui Tauranga Harbour.”




Over recent years the Port has

increased its use of vacuum sweeper

trucks, installed large filtration

chambers to screen solids like bark

and installed fender plates along the

wharf edge to cover gaps between

the wharves and working bulk

vessels, to prevent solids falling


into the water.

“This new stormwater treatment

infrastructure represents another

step up in our efforts to improve

water quality.

“It has been a substantial undertaking

for our business, and from

conception, to design, then building

and testing, our people have worked

hard to find solutions and ensure the

success of this important project.

“Our electrical team has even built a

substation to house the switchboard

for the entire treatment system,

which can be operated remotely

and all aspects of its performance

monitored in real time.”

Port of Tauranga’s Environmental

Manager, Joey McKenzie, initiated

the idea for the system. During

the research phase of the project,

automated sampling machines

were used to collect stormwater

throughout multiple rain events.

“Through sampling we could identify

the ‘first flush’, which is the dirtiest

part of stormwater at the start of

a rain event,” he says.

“This new infrastructure means

we can now capture the first flush

and pump it into our custom-built

above-ground tank that holds

up to one million litres of water.

At maximum volume this would

take 24 hours to treat through the

clarifier, with the cleaned water then

flowing through to Te Awanui.”

Ms McDonald congratulated

the Port for its investment in

infrastructure that would directly

contribute to better environmental

protection for the harbour.

“Water quality is vitally important,

and the Regional Council is

grateful for the Port’s work to

continuously improve the health


of Te Awanui,” she said.

Case study

Capital – Our environment

"This new stormwater

treatment infrastructure

represents another step


in our efforts to improve

water quality."

60

Port of Tauranga Limited | Integrated Annual Report 2026

61

New Zealanders will value the port
as an asset that drives our nation’s

prosperity by providing the most

efficient access to global trade.

• Future-focused infrastructure and services

• Customer engagement

• Carbon footprint

• Digitisation and technology.

VisionMaterial issues addressed

by our strategies

In the following pages, we describe our progress. We are investing in

decarbonisation through the construction of a hybrid tug boat and

acquiring more hybrid straddle carriers. We are trialling New Zealand’s

first electric straddle carrier. We have three projects under way to

protect shipping channels and our Stella Passage development, to cater

for the next stage of growth, has won conditional consent to proceed.

6362

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our assets and infrastructure

Driving national prosperity

As New Zealand’s primary international hub port,

Port of Tauranga has a responsibility to ensure it has

the capacity to seamlessly accommodate the largest

vessels to visit New Zealand and to cater for future

cargo growth. Our investments must also meet the

need to decarbonise our operations.

Continuous management of potential
environmental impacts is infused in our

daily operations, including vessel traffic,

cargo handling and infrastructure

development. We also navigate climate

change impacts such as extreme weather

events that threaten our operational

continuity and infrastructure integrity.

Risk management

Performance

Ship visits

0

300

600

900

1200

1500

202620252024

Total TEUs (’000)

0

300

600

900

1200

1500

202620252024


1,213,494

Total TEUs (0.4% increase)

Six hybrid straddles and one electric

straddle delivered (bringing low

emissions straddle numbers to 14)


1,445

Ship visits (0.2% increase)

New hybrid straddle carriers

being assembled at Tauranga

Container Terminal.

6564

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our assets and infrastructure

Protecting
shipping

channels

An innovative new pavement

solution has been successfully

trialled at the country’s busiest

container terminal and will be

rolled out more widely.

Low maintenance roller compacted

concrete has the compressive

strength of conventional concrete, but

can be laid more like asphalt – quickly

and with less complexity. While not

as polished as standard concrete, and

not as smooth as asphalt, it is strong,

durable and has good traction. Roller

compacted concrete doesn’t need

steel reinforcement, formwork or

hand finishing, and can be expected

to last up to 30 years.

The new surface, trialled in a 3,000

sq m area, has proven resistant to

rutting, fatigue, potholes and thermal

cracking.

High traffic volumes and extreme

weather had taken their toll on asphalt

surfaces in recent years, prompting

the Port’s property team to seek out

alternatives. Potholes and ruts have

the potential to cause muscular

injuries to straddle drivers.

Following the successful trial

and positive reviews from straddle

drivers, further high use and high

load roadways will be converted

to roller compacted concrete over

the next few years.

New Zealand’s first hybrid tug

boat is under construction at

UZMAR Shipyards in Türkiye.

The 32-metre hybrid advanced

rotortug will serve New Zealand’s

busiest port. Port of Tauranga

handles more than 1,400 ship visits

per year and is the only port able to

handle the largest vessels to call in

New Zealand.

The project is the culmination of a

detailed design phase to address the

Port’s operational, environmental

and safety needs.

The rotortug design will provide the

Port with enhanced manoeuvrability

and precision, with greater strength

in emergency situations, and reduce

our reliance on diesel, reducing

greenhouse gas emissions thanks to

the hybrid technology.

Overall, it will be a welcome addition

to our marine fleet’s efficiency,

capability, flexibility and sustainability

as we prepare for more frequent

visits from larger ships.

A steel cutting ceremony was held

at the UZMAR shipyards in March

to kick off construction, with the

wheelhouse and hull sections quickly

taking shape after that. The fitout is

due to begin in September and the

estimated delivery date is in mid-

2027.

Tug boats accompany all arriving and

departing vessels at Port of Tauranga.

They can also be called upon to

assist commercial ships in difficulty,

and the new rotortug will be

equipped to provide better towing

capability under a wider range of sea

and wind conditions than the current

tug fleet allows.

The new hybrid rotortug will

replace the Port’s oldest tug, Sir

Robert, which is 22 metres long

with 50-tonne bollard pull. The

new vessel will join the 11-year-old

twin tugs Tai Pari and Tai Timu, both

24 metres and 74-tonne bollard

pull. The new tug will have at least

80-tonne bollard pull.

10

.

Successful

pavement trial

Port of Tauranga building

new hybrid tug

Port of Tauranga has three

projects under way to protect

navigable shipping channels in

Te Awanui Tauranga Harbour.

The capital dredging project to

deepen and widen channels is due

for completion in mid-2027 and

will allow the Port to accommodate

larger vessels with a deeper draught

on all tides. The project is stage two

of dredging that received resource

consent in 2013, with the first stage

completed in 2016.

Meanwhile, the Port has applied for

permission to undertake dredging in

association with the proposed Stella

Passage development, which will

see new berths constructed at the

southern end of the port.

The Port is also preparing to

renew its resource consent for

maintenance dredging, to ensure

the channels are kept at a safe

depth for commercial shipping.

The application seeks approval for

dredged material to be deposited at

existing sites, including clean sand

close to shore (to support foreshore

replenishment), and other dredged

material further offshore.

In addition, the application includes

approximately 0.3 hectares of

capital dredging within the entrance

channel to improve navigational

safety, and dredging near number

1 berth and berthing basins to

enable existing infrastructure to be

modernised in future.

Further details can be found on the

Port website.

11

Port takes delivery of first

electric straddle

Port of Tauranga has taken

delivery of six new hybrid

straddle carriers plus

New Zealand’s first fully-

electric straddle.

The new straddles, manufactured by

Kalmar, will play an important role in

the Port’s ongoing quest to reduce

fuel consumption and greenhouse gas

emissions.

The Port currently operates a fleet

of 53 straddle carriers, around a third

of the New Zealand port fleet. We

have purchased seven hybrid straddle

carriers since 2020, and they have

proven to be about 25% more fuel

efficient than our older diesel-electric

models.

Electric straddle technology has

never been tested in a New Zealand

port context. The trial will evaluate

operational impacts, charging times,

driver amenability and training

requirements, reliability, safety and

maintenance requirements. Findings

will be shared with other New Zealand

ports that have straddle carrier fleets.

The trial is co-funded by the

Government’s Low Emission

Transport Fund, administered by EECA

(Energy Efficiency and Conservation

Authority). The project includes

installing charging infrastructure

and will cost more than $3.5 million,

with EECA contributing $447,000 to

accelerate the project.

The Port hopes the trial will provide

confidence in operational efficacy,

emissions reduction and technology

reliability. If successful, it could lead

to a wider rollout and a significant

reduction in the Port’s Scope 1

emissions.

Diesel use in straddles is currently the

Port’s largest source of greenhouse

gas emissions, contributing around

50% of our Scope 1 emissions.

11

www.port-tauranga.co.nz/dredging.

10

Bollard pull is a measure of a tug boat’s static pulling power.

6766

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our assets and infrastructure

Port of Tauranga secures
draft approval for Stella

Passage development

The fast-track expert panel considering the

Stella Passage development has proposed

approval for the project, subject to conditions.

The draft decision, released on

17 August 2026, is open for

comments, with a final decision

expected in early September 2026.

The draft approval marks a significant

step towards concluding the long-

running resource consent process.

Formal consultation with tangata

whenua began in 2019.

The project involves extending the

Sulphur Point container berth by

385 metres (in two stages) and the

Mount Maunganui wharves by

315 metres, by converting existing

cargo storage land within the

port's current footprint. It also

involves associated reclamation of

land behind the new wharves and

dredging of Stella Passage.

The development is vital for the

regional and national economy

and is urgently needed to address

current berth capacity constraints.

The development is expected to

reduce costs for importers and

exporters by enabling greater

competition, while also unlocking

decarbonisation opportunities.

The current berth capacity

constraints mean that the

Port is turning away new services

and having to deny berth

window changes.

The development has been included

in regional policies and plans for Te

Awanui Tauranga Harbour since 2003.

The Port unsuccessfully applied

for consent under the Covid-19

Recovery (Fast-track Consenting)

Act 2020. Government Ministers

instead recommended the

application be referred directly to

the Environment Court.

An Environment Court hearing was

held in February and March 2023. In

response to tangata whenua concerns

raised during the hearing, the Port

reduced the scale of the project.

The Court issued a decision in

December 2024 granting consent,

subject to conditions being agreed

with the Bay of Plenty Regional

Council. The decision noted that,

from a Western science perspective,

the physical effects of the proposal

are expected to be minor in the short-

term and negligible in the long-term.

However, the Environment Court’s

decision was appealed by three

parties. Given the urgency of the

project, Port of Tauranga put the

Court process on hold and

made an application under the

Fast-track Approvals Act, which is

administered by the Environmental

Protection Authority.

Several hapū successfully launched

a legal challenge to the authority’s

decision to accept the application,

due to a drafting error in the fast-

track legislation that incorrectly

described the project.

Following an amendment to the

legislation, the Port made a fresh

fast-track application earlier this year

and an expert panel was appointed.

A three-day hearing was held at

Whareroa Marae in late July to hear

tangata whenua parties’ evidence

about the cultural impacts of the

development.

Port of Tauranga hopes to

commence construction in 2027.

The Port remains committed to

working with local iwi and hapū to

address cultural concerns and ensure

the project can proceed while

protecting the environment and

improving the overall health of

Te Awanui Tauranga Harbour.

Case study

The draft approval marks

a significant step towards

concluding the long-running

resource consent process.


Formal consultation with tangata

whenua began in 2019.

6968

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our assets and infrastructure

VisionMaterial issues addressed
by our strategies

In the following pages, we describe our progress. We are launching

a new product to provide a more seamless empty container service.

We continue to provide reliable returns for our shareholders,

including Bay of Plenty ratepayers. We are progressing our plans

for a more integrated Upper North Island supply chain through our

investment in Northport Group. We are also ensuring Bay of Plenty’s

visitor economy continues to benefit from cruise ships.

We will deliver long-term value

for investors through leading

environmental and ethical

performance, business resilience and

sound financial management.

• Sustainable financial performance

• Collaboration and partnerships

• Community focus

• Sector leadership

• Social licence.

Delivering

long-term value

The prosperity fostered by Port of Tauranga spreads

well beyond our operations in Tauranga. As well as

providing sustainable financial returns to our majority

shareholder in the Bay of Plenty, we deliver economic

benefits for the whole of New Zealand.

7170

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our finances

Risk management
Group Net Profit After Tax

(NZD$M)

Group revenue

(NZD$M)

Subsidiary and joint venture

earnings (NZD$M)

Dividends per share

(cents)

Earnings per share

(cents)

0

30

60

90

120

150

180

202620252024

0

5

10

15

20

202620252024

0

100

200

300

400

500

202620252024

0

5

10

15

20

25

30

202620252024

0

5

10

15

20

25

202620252024

We take a holistic, integrated

view of financial capital, where

resilience, sustainability, strategy

and structural integrity are all

integral components of capital

planning and reporting. We

understand and appreciate that

the economic effects of the Port

stretch far beyond its gates.

Performance

73

Port of Tauranga Limited | Integrated Annual Report 2026

72

Capital – Our finances

Port of Tauranga will
establish an empty container

link service at the Tauranga

Container Terminal later

this year.

The facility, to be known as

TerminalConnect, will provide

an efficient conduit between the

shipping lines and empty container

depots outside the port, reducing

the volume and storage time of

empty containers on site.

TerminalConnect will be operated

by Port of Tauranga’s subsidiary

QM Logistics.

The new initiative is part of

Port of Tauranga’s ongoing efforts

to enhance customer service,

diversify revenue sources and

increase return on invested capital

by ensuring the most efficient use

of land and assets.

Port of Tauranga’s associate

company Northport Group Limited

has obtained resource consent

for its planned expansion.

The Environment Court approved the project

to reclaim nearly 12 hectares, construct a

250-metre wharf extension and undertake

associated capital dredging.

The project will allow Northport and the

Northland economy to take a bigger role in an

enhanced Upper North Island supply chain.

Last year Port of Tauranga and partners

Northland Regional Council and Tupu Tonu

took over Marsden Maritime Holdings and

merged it with Northport, bringing together

the port operations and a large tract of

adjacent undeveloped industrial-zoned land.

The timing of Northport’s expansion depends

on freight demand and the extension of a rail

line to Marsden Point, which is currently being

progressed by the Government and KiwiRail.

Port of Tauranga believes Northport will have

a significant role to play in providing future

capacity to the Upper North Island supply chain.

Northport Group welcomed a new Chief

Executive, Rhys Jones, in July 2026.

Rhys was previously General Manager of

Engineering at Darwin Port and has more

than two decades in the port and marine

infrastructure sector.

.

Port of Tauranga’s biggest

shareholder is considering

future ownership models

for its investments.

Bay of Plenty Regional Council owns

54.14% of Port of Tauranga’s shares

through its investment arm, Quayside

Holdings. The Port of Tauranga

shareholding comprises more than

80% of Quayside’s asset portfolio

and the Port has paid Quayside more

than $810 million in gross dividends

over the past decade.

In February, the council proposed

to amend its long-term plan and

restructure the way it owns and

manages the portfolio, with the aim

of protecting the assets and how

dividends are spent. Last year, the

council also considered a managed

sell down of its shareholding in the

Port to help diversify its portfolio.

Quayside’s annual dividend to the

council is currently used to reduce

rates. Last year’s $65 million dividend

(largely Port of Tauranga profits)

reduced the average rates bill by

about $400 per household.

Following public consultation, the

council has amended its long-term

plan to allow further investigation

but no final decisions have yet been

made on the future governance of

the investment funds.

In the meantime, the council has

advised it is reducing the Quayside

Holdings Board from seven to five.

Quayside currently appoints two

Directors to the Port of Tauranga

Board. However, the Port has not

yet been informed if the current

appointees will be replaced.

Northport ready for expansion

Regional council considers

future ownership

Port of

Tauranga to

launch new

empty container

facility

7574

Port of Tauranga Limited | Integrated Annual Report 2026

Capital – Our finances

Bay of Plenty tourism
industry welcomes cruise

ship passengers

Port of Tauranga hosted 79 cruise ships over

the 2025/2026 summer, welcoming close

to 136,000 passengers plus 65,000 crew.

Tauranga has long been one of

New Zealand’s favourite cruise

destinations and managed to

retain its market share last summer

amidst a national downturn in ship

numbers due to global uncertainty

and increasing costs. Tauranga’s ship

calls decreased 16.0% compared

with the previous year.

In the 2024/2025 summer, which

saw 94 visits, cruise passengers

contributed an estimated $101.6

million to the Bay of Plenty region

and supported around 670 jobs.

Tourism Bay of Plenty operates a

pop-up visitor information centre

inside the port security gates on

cruise ship days. Despite the current

closure of Mauao walking tracks

and the Mount Hot Pools due to

significant landslides in January,

there are many other local tourism

attractions to promote to visitors.

Tourism Bay of Plenty’s Head of

Destination, Mary Tolley, says much

work goes on in the background to

ensure a smooth cruise season.

“Cruise ships are a much-loved and

vital part of the economy. Many

workers and businesses rely on the

revenue they bring, and we want to

make sure that visitors have the best

possible experience,” she says.

The cruise ship season runs from

October to April each year, with

departing cruise ships proving a

popular sight for locals, who often

picnic at Pilot Bay for the summer

evening departures.

Port of Tauranga is a platinum

member of the New Zealand Cruise

Association and has represented the

region at international roadshows

aimed at addressing the downturn in

cruise ship numbers.

For the 2026/2027 cruise season,

Tauranga is expecting 79 ships again,

starting on 13 October with a regular

caller, the 3,200-passenger Celebrity

Edge. There will be 10 days when

there are two ships in port at once.

The largest regular caller is the

Anthem of the Seas, which is


348 metres long and can have

4,900-plus passengers on board


and 1,500 crew.

Cruise ship schedules and vessel

details are available on the Port


of Tauranga website.

12


Case study

12

www.port-tauranga.co.nz/operations/cruise-ship-schedule.

76

Port of Tauranga Limited | Integrated Annual Report 2026

77

Capital – Our finances

Our Board of Directors
A M Andrew

BE Chemical and Materials (1st Class Honours),

MBA (Distinction), FEngNZ, CMInstD

Independent Director

Alison Andrew has held a number of senior executive roles

across various industry sectors, most recently as Chief Executive

of Transpower New Zealand and Global Head of Chemicals

for Orica PLC. She is a Director for Tilt Renewables Pty and

previously has been a Director for Genesis Energy. Prior to those

roles, she held a number of senior roles at Fonterra Cooperative

Group and across the Fletcher Challenge Group in Energy,

Forests and Paper.

Alison has a MBA from Warwick University and studied

Engineering (Chemicals and Materials) at Auckland University.

Alison joined the Board in April 2018 and was appointed Chair of

the People and Remuneration Committee in October 2022.

K L Shirley

BSc, Chartered Member IOD

Ken Shirley has been a Bay of Plenty Regional Councillor since

his election in 2022.

Ken brings decades of leadership experience across public

policy, industry advocacy and executive governance. Ken served

as Minister of Fisheries and Associate Minister of Agriculture,

Forestry and Health during his time as a Member of Parliament,

representing the Labour Party and later ACT New Zealand.

Ken has held a number of executive roles, including Chief Executive

of Organics Aotearoa New Zealand, Medicines New Zealand, the

New Zealand Forest Owners Association and the Road Transport

Forum. His role at the Road Transport Forum involved leadership

in the multi-modal freight and logistics sector at national and

international levels, including liaison with port companies.

He is currently Chair of Ōmokoroa Golf Club and Chair of the

Regional Transport Committee. Ken joined the Board 1 April 2026.

F S Whineray

BE (Honours) Chemical and Process Engineering, MBA

Fraser Whineray joined the Board in November 2023 as a

Quayside Holdings appointee and holds several governance roles.

Fraser is an Independent Chair of TenPeaks Data Centres and is

an Independent Non-Executive Director of Quayside Holdings,

and Waste Management NZ.

Fraser’s experience includes CEO of Mercury and COO of

Fonterra Co-operative, and in governance Tilt Renewables

and AgriZero


.

Fraser studied chemical and process engineering at Canterbury

University and received an MBA from the University of Cambridge.

J B Stevens

LLB, FCILT (Fellow Chartered Institute

of Logistics and Transport)

Independent Director

Brodie Stevens is an experienced executive and company

director with a background in New Zealand’s transport and

logistics sectors. A trained lawyer and Fellow of the Chartered

Institute of Logistics and Transport, Brodie has held senior

leadership roles, including Country Manager for Swire Shipping

NZ (retiring in 2022) and divisional leadership positions at

Freightways and Owens Group.

Currently, Brodie serves as Chair (and Trustee) of the Maritime

Retirement Scheme, Chair of Fliway Group, and an independent

Director of Eastland Port, NZ Post and PrimePort Timaru. He

is also involved in governance for the NZ Maritime Museum

Foundation. Brodie joined the Board 1 August 2022.

D J Bracewell

Independent Director

Dean Bracewell has deep transport and logistics industry

experience. He was a former Managing Director of Freightways

Limited, one of New Zealand’s largest transport and logistics

companies, for more than 18 years before embarking on a

governance career in 2018. He has previously served on the

Boards of Tainui Group Holdings and the NZ Initiative and its

predecessor, the New Zealand Business Roundtable.

Currently Dean is Chair of Property for Industry, and a Director

of Air New Zealand and Northport Group. He joined the Board

in December 2021.

Sir Robert A McLeod KNZM

LLB, BCom, FCA, CFInstD

Independent Director

Sir Robert McLeod joined the Board effective 1 July 2024

and was formerly a member of the Board in his capacity as

Chair of Quayside Holdings, the investment arm of Bay of

Plenty Regional Council and majority shareholder of the

Port at the time. He was on the POTL Board from October

2017 to 31 October 2023 before being reappointed.

Sir Robert brings deep governance experience, outstanding

financial skills and extensive iwi connections.

He is currently Chair at Nati Growth (formerly Ngati Porou

Holding Company) (including Nati Properties) and Sanford.

He is also a Director of China Construction Bank (New

Zealand), Clime Asset Management, Point 76, Point Guard,

Point Seventy, Singita Holdings, Singita Investments, VCFA

and a number of privately-owned entities.

Sir Robert has been a past Board Member at ANZ National

Bank, Tainui Group Holdings, Sky City Entertainment Group

and Telecom, and he was Oceania (Australia, New Zealand

and Pacific Islands) CEO/Managing Partner for the

international accounting practice of Ernst & Young and then

New Zealand Chair until 2015.

In 2019 Sir Robert was appointed Knight Companion of the

NZ Order of Merit.

Sir Robert returned as an independent director and is Chair

of the Audit Committee.

J C Hoare

BCom, FCA, CFInstD

Chair, Independent Director

Julia Hoare joined the Board in August 2015 and took over the

Chair in August 2022. She has a wide range of commercial,

financial, tax, regulatory and sustainability expertise developed

from both her extensive governance roles and over the course

of two decades as a partner with PwC.

Julia is Chair of Auckland International Airport and Northport

Group, and a Director of Meridian Energy, Port of Tauranga

Trustee Company, and PrimePort Timaru. She is also a Member

of the Chapter Zero New Zealand Steering Committee and the

AICD ASX Chairs’ Forum.

7978

Port of Tauranga Limited | Integrated Annual Report 2026

Leadership

78

Senior management team
Leonard Sampson

Chief Executive

Leonard joined Port of Tauranga in 2013 as General Manager

Commercial, leading commercial strategy, and customer

growth. He was appointed Chief Operating Officer in 2019, with

responsibility for operational performance and capability across

the Port’s activities and became Chief Executive in 2021.

With a strong background in supply chain and logistics,

Leonard has held senior roles across transport, supply chain,

and industrial sectors, including KiwiRail, Carter Holt Harvey,

and Mainfreight. He is known for a practical, customer-

focused approach and for driving performance through strong

operational discipline and long-term planning.

Pat Kirk

GM Health and Safety

Pat joined the company in 2013 and the senior management

team in 2020, reflecting the importance of health and safety to

our ongoing success.

He has three decades of extensive strategic and applied industry

health and safety experience across a wide range of sectors. Pat

is a former Chair and current executive committee member of

the Port Industry Association, as well as a recent representative

on the Port Health and Safety Leadership Group. Pat has a First

Class Honours Degree in a Master of Business Studies.

Blair Hamill

GM Commercial

Blair oversees port operations, customer services and

new business opportunities.

He joined the company in July 2020 after 20 years at Zespri

International, the world’s largest kiwifruit marketer. Blair held

a variety of senior roles at Zespri, including Global Commercial

Manager and Chief Global Supply Officer.

Blair is a former chartered accountant.

Rochelle Lockley

GM Communications

Rochelle joined the Port of Tauranga senior management

team in September 2020.

Rochelle, a former journalist, held senior communications

roles in tourism and telecommunications in New Zealand,

the United Kingdom and the United States before establishing

a communications consultancy in 2005.

Simon Kebbell

Chief Financial Officer and Company Secretary

Simon was appointed Chief Financial Officer of Port of

Tauranga in 2020. He has been with the company since

2003 and was previously IT/Finance Manager. He is a

Chartered Accountant and has a First Class Honours

Degree in a Bachelor of Management Studies.

Prior to joining Port of Tauranga, Simon was Manager

– Internal Audit for PricewaterhouseCoopers in Singapore.

He also held positions at Ernst and Young in Singapore

and Auckland.

Dan Kneebone

GM Property and Infrastructure

Dan has overall responsibility for the property,

environmental and engineering interests of the Port.

He joined the Port of Tauranga senior management

team in January 2013. He was previously GM Property

and Development for Bunnings Limited and held

senior roles at Trans Tasman Properties Limited and

Fletcher Property Limited.

8180

Port of Tauranga Limited | Integrated Annual Report 2026

Leadership

Directors’ Responsibility Statement . . . . . . . . . . . . . . . . . . . . . . . . .83
Independent Auditor's Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .84

Consolidated Income Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . .87

Consolidated Statement of Other

Comprehensive Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .


88

Consolidated Statement of Changes in Equity . . . . . . . . . . . . . . . .89

Consolidated Statement of Financial Position . . . . . . . . . . . . . . . .90

Consolidated Statement of Cash Flows . . . . . . . . . . . . . . . . . . . . . .91

Reconciliation of Profit for the Period

to Cash Flows From Operating Activities . . . . . . . . . . . . . . . . . . . . .


92

Notes to the Consolidated Financial Statements . . . . . . . . . . . . .93

Corporate Governance Statement . . . . . . . . . . . . . . . . . . . . . . . . . .126

Financial and operational five year summary . . . . . . . . . . . . . . . . .146

Company directory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .148

Consolidated

Financial Statements

The Directors are responsible for ensuring that the financial

statements give a true and fair view of Port of Tauranga

Limited (the Group) as at 30 June 2026.

The Directors consider that the financial statements of the

Group have been prepared using appropriate accounting

policies, consistently applied and supported by reasonable

judgements and estimates, and that all relevant financial

reporting and accounting standards have been followed.

The Directors are pleased to present the financial statements

of the Group for the year ended 30 June 2026.

The financial statements were authorised for issue for and on

behalf of the Directors on 27 August 2026.

Chair

Director

Directors’

Responsibility

Statement

For the year ended 30 June 2026

Port of Tauranga Limited and Subsidiaries

For the year ended 30 June 2026

82

Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Integrated Annual Report 2026

8382

The Auditor-General is the auditor of Port of Tauranga Limited and its subsidiaries (the Group). The Auditor-General has appointed me,
Glenn Keaney, using the staff and resources of KPMG, to carry out the audit of the consolidated financial statements of the Group on

his behalf.

Opinion

We have audited the consolidated financial statements of the Group that comprise the consolidated statement of financial position as

at 30 June 2026, the consolidated income statement, consolidated statement of other comprehensive income, consolidated statement

of changes in equity and consolidated statement of cash flows for the year then ended, and the notes to the consolidated financial

statements, including material accounting policy information on pages 87 to 125.

In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the

Group as at 30 June 2026, and its consolidated financial performance and its consolidated cash flows for the year then ended, in

accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting Standards.

Basis for our opinion

We conducted our audit in accordance with the Auditor-General’s Auditing Standards, which incorporate the Professional and Ethical

Standards and the International Standards on Auditing (New Zealand) issued by the New Zealand Auditing and Assurance Standards

Board. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the consolidated

financial statements section of our report. We are independent of the Group in accordance with the Auditor-General’s Auditing

Standards, which incorporate 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, as

applicable to audits of public interest entities. We have fulfilled our other ethical responsibilities in accordance with these requirements.

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

In addition to the audit we have carried out engagements in the areas of agreed upon procedures over the long-term incentive

plan and climate related assurance, which are compatible with the independence requirements. Other than the audit and these

engagements, we have no relationship with, or interests in, the Port of Tauranga Limited or any of its subsidiaries.

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 of the Group of the current period. These matters were addressed in the context of our audit of the consolidated

financial statements of the Group as a whole, and in forming our opinion thereon, and we do not express a separate opinion on

these matters.

Description of key audit matterHow we addressed this matter

Fair value of property, plant and equipment (PP&E)

Refer note 10 of the financial statements.

The Group has property, plant and equipment (‘PP&E’) of

$2,398 million.

The Group has a policy of valuing land, buildings, wharves,

hardstanding and harbour improvements (‘Revalued PP&E’)

at fair value. Full independent valuations are obtained at least

every three years (by an independent valuer) over these asset

classes.

If during the three-year revaluation cycle there are indicators

that the fair value of a particular asset class may differ

materially from its carrying value, an interim revaluation of that

asset class is undertaken.

In the current year the Group have:

• Obtained an independent valuation of all of its land assets,

resulting in a revaluation adjustment being recognised in

the financial statements;

• Performed an assessment of the movement in fair values

of buildings based on a sample of independent building

valuations (which were subject to a full valuation in 2025);

and

Our procedures focused on the appropriateness of the Group’s

assessment as to whether the carrying values of Revalued PP&E

materially represent their fair values, and if a revaluation of a

class of asset was required, that the revalued assets have been

accurately reflected in the financial statements.

For land and buildings we have:

• Assessed the competence, capabilities and objectivity of the

independent valuer engaged by the Group;

• Evaluated the valuation methodologies applied by the valuer

and assessed whether they were appropriate and consistent

with recognised valuation standards;

• Agreed a sample of assets included in the valuation to the fixed

asset register to assess the completeness of assets subject to

valuation;

• Assessed the key assumptions and inputs used in the valuation

against available market evidence;

• Assessed the reasonableness of movements in fair value

compared to prior periods, taking into account observable

market and sector trends; and

Description of key audit matterHow we addressed this matter

Fair value of property, plant and equipment (PP&E) (continued)

• Using valuation specialists, undertook an indexing exercise

over wharves, hard-standings and harbour improvements

(which were subject to a full valuation in 2024).

We considered the valuation of PP&E to be a key audit matter

due to the materiality of the balance and the judgement

involved in determining its fair value. The valuation is dependent

on market-based inputs and assumptions, including comparable

sales evidence and adjustments for the specific characteristics

of the Group's PP&E, which can have a significant effect on the

value recognised in the financial statements.

• Evaluated whether the revaluation movements had been

appropriately recognised and disclosed in the revaluation

reserve and the statement of comprehensive income.

For wharves and hardstanding’s and harbour improvements we have:

• Assessed the competence, capabilities and objectivity of the

independent valuer engaged by the Group to assess indicators

of changes in fair value;

• Evaluated the methodology used in the assessment and

compared it with that applied in the most recent full valuation;

• Assessed the reasonableness of key assumptions and inputs

used by management, including unit rates, construction cost

escalation factors, price indices and depreciation assumptions,

with reference to observable market data; and

• Assessed management's conclusion that the carrying values

continued to materially approximate fair value.

As a result of the above procedures, we are satisfied the carrying

value of property, plant and equipment is reasonable and

supportable. We are also satisfied with the adequacy of disclosures.

Other information

The Directors are responsible on behalf of the Group for the other information. The other information comprises all of the information

in the Integrated Annual Report other than the consolidated financial statements, and our auditor’s report thereon.

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

opinion or 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 to be materially misstated. If, based on the work we have performed, we conclude that there

is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Directors’ responsibilities for the consolidated financial statements

The Directors are responsible on behalf of the Group for the preparation and fair presentation of the consolidated financial statements

in accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting

Standards, and for such internal control as the Directors determine is necessary to enable the preparation of consolidated financial

statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible on behalf of the Group for assessing the Group’s

ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

The Directors’ responsibilities arise from the Financial Markets Conduct Act 2013.

Auditor’s responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Auditor-

General’s Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and

are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of

shareholders taken on the basis of these consolidated financial statements.

As part of an audit in accordance with the Auditor-General’s Auditing Standards, we exercise professional judgement and maintain

professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design

and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a

basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from

error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Independent

Auditor’s Report

To the Shareholders of Port of Tauranga Limited

8584

Independent Auditor's Report

For the Year Ended 30 June 2026

Consolidated Income Statement
For the year ended 30 June 2026

Note

2026

NZ$000

2025

NZ$000

Total operating revenue

4

486,469464,675

Contracted services for port operations(67,0 8 2)(93,652)

Employee benefit expenses

5

(71,186)(64,335)

Direct fuel and power expenses(21,543)(20,164)

Maintenance of property, plant and equipment(22,872)(20,865)

Other expenses(39,054)( 3 7, 26 0 )

Operating expenses(221,737)(236,276)

Results from operating activities264,732228,399

Depreciation and amortisation

10, 11, 13

(46,180)(42,925)

Impairment of property, plant and equipment on revaluation0(2,534)

Impairment of assets held for sale

12

(1,105)0

(47, 2 8 5)(45,459)

Operating profit before finance costs, share of profit from Equity Accounted Investees and taxation2 1 7, 4 47182,940

Finance income

7

2,353726

Finance expenses

7

(19,595)(20,540)

Net finance costs

7

(17,242)(19,814)

Gain on disposal of Equity Accounted Investees049,245

Share of profit from Equity Accounted Investees

15(c)

10,9746,189

Hedging reserve reclassified to profit or loss on disposal of Equity Accounted Investees0(84)

10,97455,350

Profit before income tax211,179218,476

Income tax expense

8

(55,127)(45,103)

Profit for the period 156,052173,373

Basic earnings per share (cents)

18

23 .125.7

Diluted earnings per share (cents)

18

22 .925.5

These statements are to be read in conjunction with the notes on pages 93 to 125.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the

circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures

made by management.

• Conclude on the appropriateness of the use of the going concern basis of accounting by the Directors and, based on the audit

evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the

Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention

in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to

modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However,

future events or conditions may cause the Group to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and

whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair

presentation.

• Plan and perform the Group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities

or business units within the Group as a basis for forming an opinion on the Group financial statements. We are responsible for the

direction, supervision and review of the audit work performed for the purposes of the Group audit. We remain solely responsible for

our audit opinion.

We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit

findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence,

and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and

where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the

consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our

auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we

determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably

be expected to outweigh the public interest benefits of such communication.

Our responsibilities arise from the Public Audit Act 2001.

Glenn Keaney

KPMG

On behalf of the Auditor-General

Wellington, New Zealand

27 August 2026

Independent Auditor’s Report (continued)

8786

Integrated Annual Report 2026

Independent Auditor's Report

For the Year Ended 30 June 2026

Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Consolidated Statement of Other Comprehensive Income
For the year ended 30 June 2026

Note

2026

NZ$000

2025

NZ$000

Profit for the period156,052173,373

Other comprehensive income

Items that may be reclassified to profit or loss:

Cash flow hedge – changes in fair value*(809)(3,156)

Cash flow hedge – reclassified to profit or loss*(339)(3,045)

Share of net change in cash flow hedge reserves of Equity Accounted Investees27(332)

Items that will never be reclassified to profit or loss:

Asset revaluation*1,31025,745

Deferred tax adjustment arising from reclassification of properties as held for sale4,0750

Share of net change in revaluation reserve of Equity Accounted Investees5,8172,436

Total other comprehensive income10,08121,648

Total comprehensive income166,133195,021

*Net of tax effect as disclosed in notes 8 and 9.

Note

Share

capital

NZ$000

Share-based

payment

reserve

NZ$000

Hedging

reserve

NZ$000

Revaluation

reserve

NZ$000

Retained

earnings

NZ$000

Total

equity

NZ$000

Balance at 30 June 202479,5631,6548,7641,993,80299,3742,183,157

Profit for the period0000173,373173,373

Other comprehensive income00(6,533)28,181021,648

Total comprehensive income00(6,533)28,181173,373195,021

Increase/(decrease) in share capital82000082

Dividends paid during the period

17

0000(106,801)(106,801)

Equity settled share-based payment 02,2280002,228

Shares, previously subject to call option, issued1,382(1,382)0000

Shares issued upon vesting of Management Long

Term Incentive Plan

4(174)001700

Disposal of Equity Accounted Investees0084(72,995)72,99584

Total transactions with owners in their capacity

as owners

1,46867284(72,995)(33,636)(104,407)

Balance at 30 June 202581,0312,3262,3151,948,988239,1112,273,771

Profit for the period0000156,052156,052

Other comprehensive income00(1,121)11,202010,081

Total comprehensive income00(1,121)11,202156,052166,133

Increase/(decrease) in share capital(703)0000(703)

Dividends paid during the period

17

0000(120,410)(120,410)

Equity settled share-based payment 02,1090002,109

Shares, previously subject to call option, issued1,478(1,478)0000

Shares issued upon vesting of Management Long

Term Incentive Plan

372(288)00(84)0

Total transactions with owners in their capacity

as owners

1 ,14734300(120,494)(119,004)

Balance at 30 June 202682,1782,6691,1941,960,190274,6692,320,900

Consolidated Statement of Changes in Equity

For the year ended 30 June 2026

These statements are to be read in conjunction with the notes on pages 93 to 125.These statements are to be read in conjunction with the notes on pages 93 to 125.

8988

Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Integrated Annual Report 2026

Note
2026

NZ$000

2025

NZ$000

Assets

Property, plant and equipment

10

2 , 397, 70 02,504,418

Right-of-use assets

11

52,63450,503

Intangible assets

13

22,18521,113

Investments in Equity Accounted Investees

15

293,111278,398

Advances to Equity Accounted Investees

22

039,689

Receivables and prepayments

16

15,78516,282

Derivative financial instruments

20

3,8955,694

Total non-current assets 2,785,3102,916,097

Cash and cash equivalents1,7358,975

Receivables and prepayments

16

79,63472,248

Advances to Equity Accounted Investees

22

36,6011,276

Inventories2,5842,277

Taxation82617

Derivative financial instruments

20

2330

Non-current assets held for sale

12

146,8420

Total current assets2 67, 7 1 185,393

Total assets3,053,0213,001,490

Equity

17

Share capital82,17881,031

Share-based payment reserve2,6692,326

Hedging reserve1,1942,315

Revaluation reserve1,960,1901,948,988

Retained earnings274,669239,111

Total equity2,320,9002,273,771

Liabilities

Loans and borrowings

19

98,424192,884

Lease liabilities

11

56,69854,017

Derivative financial instruments

20

4,1014,622

Employee benefits

5

3,1702,049

Deferred tax liabilities

9

116,523128,485

Total non-current liabilities278,916382,057

Loans and borrowings

19

360,000275,000

Lease liabilities

11

1,3631,092

Derivative financial instruments

20

8465

Trade and other payables

21

54,31847,69 5

Revenue received in advance178260

Employee benefits

5

5,8805,392

Income tax payable31,38216,158

Total current liabilities453,205345,662

Total liabilities732,1217 27, 7 1 9

Total equity and liabilities3,053,0213,001,490

For and on behalf of the Board of Directors who authorised these financial statements for issue on 27 August 2026.

................................................. ....................................................

Chair Director

Consolidated Statement of Financial Position

As at 30 June 2026

Note

2026

NZ$000

2025

NZ$000

Cash flows from operating activities

Receipts from customers479,168462,576

Interest received2,332726

Payments to suppliers and employees(209,940)(227,387)

Taxes paid(46,074)(43,115)

Interest paid(20,058)(20,819)

Net cash inflow from operating activities205,428171,981

Cash flows from investing activities

Proceeds from sale of property, plant and equipment1914

Dividends from Equity Accounted Investees

15(c)

2,1056,375

Repayment of employee share loan3160

Repayment of advances to Equity Accounted Investees4,3760

Purchase of property, plant and equipment(84,643)(28,135)

Purchase of intangible assets(1,466)(716)

Interest capitalised on property, plant and equipment(628)(696)

Investment in Equity Accounted Investees0(10,106)

Advances to Equity Accounted Investees0(39,689)

Payment of contingent consideration0(568)

Total net cash used in investing activities(79,921)(73,521)

Cash flows from financing activities

Proceeds from borrowings125,0005,276

Dividends paid

17

(120,410)(106,801)

Dividends unclaimed5970

Repurchase of shares(1,703)(636)

Repayment of borrowings(135,000)(5,000)

Repayment of lease liabilities(1,231)(1,052)

Net cash used in financing activities(132 ,747)(108,213)

Net increase in cash held( 7, 24 0 )(9,753)

Add opening cash brought forward8,97518,728

Ending cash and cash equivalents1,7358,975

Consolidated Statement of Cash Flows

For the year ended 30 June 2026

These statements are to be read in conjunction with the notes on pages 93 to 125.These statements are to be read in conjunction with the notes on pages 93 to 125.

9190

Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Integrated Annual Report 2026

Note
2026

NZ$000

2025

NZ$000

Profit for the period156,052173,373

Items classified as investing/financing activities:

(Gain)/loss on sale of property, plant and equipment12757

12757

Add/(less) non-cash items and non-operating items:

Depreciation

10, 11

45,76842,297

Amortisation expense

13

412628

Impairment of assets held for sale

12

1,1050

Increase/(decrease) in deferred taxation balances excluding transfers to reserves

9

(6,719)(4,440)

Movement in derivative financial instruments taken to the income statement11184

Hedging reserve reclassified to profit or loss on disposal of Equity Accounted Investees084

Share of net profit after tax retained by Equity Accounted Investees

15(c)

(10,974)(6,189)

Gain on disposal of Equity Accounted Investees0(49,245)

Change in the fair value of contingent consideration0(15)

Increase in equity settled share-based payment accrual2,1092,738

Impairment of property, plant and equipment on revaluation02,534

31,712(11,424)

Add/(less) movements in working capital:

Change in trade receivables and prepayments(6,590)(3,831)

Change in inventories(307)(273)

Change in income tax payable15,7596,425

Change in trade, other payables and revenue received in advance8,6757,6 5 4

1 7, 53 79,975

Net cash flows from operating activities205,428171,981

Reconciliation of Profit for the Period to Cash Flows

from Operating Activities

For the year ended 30 June 2026

1 Company information

Reporting entity

Port of Tauranga Limited (referred to as the Parent Company), is a port company. The Parent Company carries out business

through the provision of wharf facilities, land and buildings, for the storage and transit of import and export cargo, berthage,

cranes, tugs and pilot services for customers.

The Parent Company holds investments in other New Zealand ports and logistic companies.

The Parent Company is a company domiciled in New Zealand and registered under the Companies Act 1993 and listed on

the New Zealand Stock Exchange (NZX). The Parent Company is a Financial Markets Conduct (FMC) reporting entity for the

purposes of the Financial Reporting Act 2013 and Financial Markets Conduct Act 2013. The financial statements comply with

these Acts.

The financial statements of the Group for the year ended 30 June 2026 comprise the Parent Company and its Subsidiaries

(together referred to as the Group) and the Group’s interest in Equity Accounted Investees.

2 Basis of preparation

Statement of compliance and basis of preparation

These financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice

(NZ GAAP). These financial statements comply with New Zealand Equivalents to International Financial Reporting Standards

(NZ IFRS), and other applicable Financial Reporting Standards, as appropriate for Tier 1 for-profit entities. They also comply

with International Financial Reporting Standards.

The financial statements are prepared on the historical cost basis except for the following assets and liabilities which are stated

at their fair value: derivative financial instruments, land, buildings, harbour improvements, and wharves and hardstanding.

These financial statements are presented in New Zealand Dollars (NZ$), which is the Group’s functional currency. All financial

information presented in New Zealand Dollars has been rounded to the nearest thousand.

Significant accounting policies that are relevant to an understanding of the financial statements are provided throughout the

notes to the financial statements.

Accounting estimates and judgements

The preparation of financial statements requires management to make judgements, estimates and assumptions that affect

the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may

differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised

in the period in which the estimate is revised and in any future periods affected.

In particular, information about significant areas of estimation uncertainty and critical judgements in applying accounting

policies that have a significant effect on the amount recognised in the financial statements, are detailed below:

• valuation of land, buildings, harbour improvements, and wharves and hardstanding (refer to note 10);

• valuation of derivative financial instruments (refer to note 20);

• impairment assessment of intangible assets (refer to note 13); and

• impairment assessment of investments in Equity Accounted Investees (refer to note 15).

Fair value hierarchy

Assets and liabilities measured at fair value are classified according to the following levels:

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

• Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly

(prices) or indirectly (derived from prices).

• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Financial instruments

Financial assets – classification and subsequent measurement

On initial recognition, a financial asset is classified as measured at: amortised cost; Fair Value Through Other Comprehensive

Income (FVOCI) – debt investment; FVOCI – equity investment; or Fair Value Through Profit and Loss (FVTPL).

Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for

managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period

following the change in the business model.

A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as 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.

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

• it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling

financial assets; 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.

Notes to the Consolidated Financial Statements

For the year ended 30 June 2026

These statements are to be read in conjunction with the notes on pages 93 to 125.

92

Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Integrated Annual Report 2026

93

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes
all derivative financial assets.

Regular way purchases and sales of financial assets are recognised on trade date, being the date on which the Group commits to

purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets have

expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership.

Financial liabilities – classification, subsequent measurement and gains and losses

Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as at FVTPL if it is classified

as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at

fair value and net gains and losses, including any interest expense, are recognised in profit or loss. Other financial liabilities are

subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and

losses are recognised in profit or loss. Any gain or loss on derecognition is also recognised in profit or loss.

New and amended accounting standards adopted

IFRS 18 - Presentation and Disclosure in Financial Statements is effective for periods beginning on or after 1 January 2027 and

applies retrospectively. The new standard aims to provide greater consistency in presentation of the income and cash flow

statements, and more disaggregated information. While this will not have a material impact on the Group, it will result in significant

changes to how the Group presents the income statement and what information will need to be disclosed on management

defined performance measures.

There are no other new or amended accounting standards and interpretations that are issued but not yet adopted that are expected

to have a material impact on the Group.

3 Segmental reporting

Operating segments

The Group determines and presents operating segments based on the information that is internally provided to the Chief

Executive, who is the Group’s Chief Operating Decision Maker (CODM).

The Group operates in three primary reportable segments, being:

• Port operations: this consists of providing and managing port services, and cargo handling facilities through the Port

of Tauranga, MetroPort and Timaru Container Terminal. The Port’s terminal and bulk operations have been aggregated

together within the Port Operations segment, due to the similarities in economic characteristics, customers, nature of

products and processes, and risks.

• Property services: this consists of managing and maintaining the Port’s property assets.

• Terminal services: this consists of the contracted terminal operations, general container marshalling and ancillary services

of QM Logistics NZ Limited (formerly known as Quality Marshalling (Mount Maunganui) Limited (QM)).

The three primary business segments are managed separately as they provide different services to customers and have their

own operational and marketing requirements.

The remaining activities of the Group are not allocated to individual business segments. Due to the significant shared cost base

of the Port, operating costs, measures of profitability, assets and liabilities are aggregated and are not reported to the CODM

at a segmental level, but rather at a port level, as all business decisions are made at a “whole port level”.

The Group operates in one geographical area, that being New Zealand. During the year the Group received revenue from

two external customers which individually comprised more than 10% of total revenue. Revenue from these two customers

is included in Port Operations and accounts for 27% and 15% (2025: 27% and 13%) of total revenue.

The Group segment results are as follows:

2026

Port

Operations

Group

NZ$000

Property

Services

Group

NZ$000

Terminal

Services

Group

NZ$000

Unallocated*

Group

NZ$000

Inter

Segment

Group

NZ$000

Group

NZ$000

Revenue (external)430,90751,2813,3019800486,469

Inter segment revenue08323,625391(24,099)0

Total segment revenue430,90751,36426,9261,371(24,099)486,469

Other income and expenditure:

Share of profit from Equity Accounted Investees00010,974010,974

Interest income0002,35302,353

Interest expense000(19,595)0(19,595)

Depreciation and amortisation expense00(1,158)(45,022)0(46,180)

Impairment of asset held for sale000(1,105)0(1,105)

Other expenditure00(20,660)(225,176)24,099(221,737)

Income tax expense00(1,418)(53,709)0(55,127)

Total other income and expenditure00(23,236)(331,280)24,099(330,417)

Total segment result430,90751,3643,690(329,909)0156,052

*Operating costs are not allocated to individual business segments within the Parent Company.

2025

Port

Operations

Group

NZ$000

Property

Services

Group

NZ$000

Terminal

Services

Group

NZ$000

Unallocated*

Group

NZ$000

Inter

Segment

Group

NZ$000

Group

NZ$000

Revenue (external)414,06647, 1 3 62,9295440464,675

Inter segment revenue08121,983615(22,679)0

Total segment revenue414,06647, 2 1 724,9121,159(22,679)464,675

Other income and expenditure:

Share of profit from Equity Accounted Investees0006,18906,189

Gain on disposal of Equity Accounted Investees 00049,245049,245

Interest income0007260726

Interest expense000(20,540)0(20,540)

Depreciation and amortisation expense00(1,022)(41,903)0(42,925)

Other expenditure00(19,114)(242,459)22,679(238,894)

Income tax expense00(1,337)(43,766)0(45,103)

Total other income and expenditure00(21,473)(292,508)22,679(291,302)

Total segment result414,06647, 2 1 73,439(291,349)0173,373

*Operating costs are not allocated to individual business segments within the Parent Company.

2 Basis of preparation (continued)3 Segmental reporting (continued)

Integrated Annual Report 2026

9594

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

4 Operating revenue
2026

NZ$000

2025

NZ$000

Revenue from contracts with customers

Container terminal revenue295,260284,756

Multi cargo revenue84,46578,054

Marine services revenue54,48354,185

434,208416,995

Other revenue

Rental revenue51,28147, 1 3 6

Other income980544

Total operating revenue486,469464,675

PoliciesRevenue comprises the fair value of the consideration received or receivable for the sale of services in the

ordinary course of the Group’s activities. Standard credit terms are a month following invoice with any rebate

variable component calculated at the customers financial year end. Rebateable sales are eligible for sales

volume rebates. When the rebate is accrued, it is accrued as a current liability (rebate payable) based on

contracted rates and estimated volumes. For financial reporting purposes rebates are treated as a reduction

in profit or loss. Revenue is shown, net of GST, rebates and discounts. Revenue is recognised as follows:

• Container terminal revenue: relates to the handling, processing, storage and rail of containers. Contracts

are entered into with shipping lines and cargo owners. The primary performance obligations identified

include the load and discharge of containers (which include the services provided to support the

handling of containers). Container terminal revenue is recognised over time based on the number of

containers exchanged (an output method). This method is considered appropriate as it allows revenue

to be recognised based on the Group’s effort to satisfy the performance obligation. The transaction

price is determined by the contract and adjusted by variable consideration (rebates). Rebates are

based on container volume and the Group accounts for the variable consideration using the expected

value method. The expected value is the sum of probability weighted amounts in a range of possible

consideration amounts. The Group estimates container volumes based on market knowledge and

historical data.

• Multi cargo revenue: relates to the wharfage and storage of bulk goods. Contracts are entered into with

cargo owners. The stevedoring services are provided by a third party. Multi cargo revenue is recognised

over time, from the point that cargo transferred from vessel to land (or vice versa), being an output

method. The transaction price for multi cargo services is determined by the contract.

• Marine services revenue: relates directly to the visit of a vessel to the port and includes fees for pilotage,

towage and mooring. Contracts are entered into with vessel operators. The performance obligations

identified include vessel arrival, departure and berthage. Revenue is recognised over time, based on time

elapsed (berthage), being an input method. The transaction price for marine services is determined by

the contract.

• Rental revenue: from property leased under operating leases is recognised in the income statement

on a straight line basis over the term of the lease. Lease incentives provided are recognised as an integral

part of the total lease income, over the term of the lease.

• Other income: is recognised when the right to receive payment is established.

5 Employee benefits

Employee benefit expenses

2026

NZ$000

2025

NZ$000

Wages and salaries67, 1 2 960,923

ACC levy374324

KiwiSaver contribution2,8212,480

Medical subsidy862608

Total employee benefit expenses71,18664,335

Employee benefit provisions

Long

service

leave

NZ$000

Profit

sharing and

bonuses

NZ$000

Total

NZ$000

Balance at 30 June 20251,6945,7477, 4 41

Additional provision9127, 41 58,327

Unused amounts reversed(72)0(72)

Utilised during the period(100)(6,546)(6,646)

Balance at 30 June 20262,4346,6169,050

Total current provisions2285,6525,880

Total non-current provisions2,2069643,170

Employee benefits –

long service leave

Underlying assumptions for provisions relate to the probabilities of employees reaching the required

vesting period to qualify for long service leave. Probability factors for reaching long service leave

entitlements are based on historic employee retention information.

Employee benefits –

profit sharing and bonuses

The Profit Sharing and Bonus Scheme rewards eligible employees based on a combination of Company

performance against budget and personal performance. The incentive is generally paid biannually.

6 Audit fees

Included in other expenses are fees paid to the auditors:

2026

NZ$000

2025

NZ$000

Audit and review of financial statements463428

Climate-related assurance3621

Agreed upon procedures 2913

Total audit and other services fees528462

7 Financial income and expense

2026

NZ$000

2025

NZ$000

Interest income on bank deposits295538

Interest on advances to Equity Accounted Investees2,037144

Ineffective portion of changes in fair value of cash flow hedges2144

Finance income2,353726

Interest expense on borrowings (1 7, 2 61 )(18,341)

Less:

Interest capitalised to property, plant and equipment628696

(16,633)( 1 7,6 45)

Interest expense on lease liabilities (refer to note 11)(2,728)(2,712)

Ineffective portion of changes in fair value of cash flow hedges0(127)

Foreign exchange loss(202)0

Fair value loss on commodity derivatives(29)0

Change in value of fair value hedges(3)(56)

Finance expenses(19,595)(20,540)

Total net finance costs(17,242)(19,814)

5 Employee benefits (continued)

Integrated Annual Report 2026

9796

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

PoliciesFinance income comprises interest income on bank deposits, finance lease interest and gains on hedging
instruments that are recognised in the income statement. Interest income on financial assets carried at

amortised cost is calculated using the effective interest method. Finance lease interest is recognised over

the term of the lease using the net investment method, which reflects a constant periodic rate of return.

Finance expenses comprise interest expense on borrowings, finance lease interest expense, unwinding of

the discount of provisions and losses on hedging instruments that are recognised in the income statement.

Except for interest capitalised directly attributable to the purchase or construction of qualifying assets,

all borrowing costs are measured at amortised cost and recognised in the income statement, using the

effective interest method.

Capitalised interestThe average weighted interest rate for interest capitalised to property, plant and equipment, was 3.14% for

the current period (2025: 3.45%).

Total interest capitalised to property, plant and equipment, was $0.628 million for the current period (2025:

$0.696 million).

8 Income tax

Components of tax expense

2026

NZ$000

2025

NZ$000

Profit before income tax for the period211,179218,476

Income tax on the surplus for the period at 28.0 cents59,13061,173

Tax effect of amounts which are non-deductible/(taxable) in calculating taxable income:

Share of Equity Accounted Investees after tax income, excluding Coda Group Limited Partnership

and Ruakura Inland Port Limited Partnership

(2,869)(2,427)

Deferred tax adjustment arising from reclassification of properties as held for sale(1,534)0

Gain on disposal of Equity Accounted Investees0(13,788)

Other400145

Total income tax expense55,12745,103

The income tax expense is represented by:

Current tax expense

Tax payable in respect of the current period60,94649,320

Adjustment for prior period900145

Total current tax expense61,84649,465

Deferred tax expense

Adjustment for prior period(920)(181)

Origination/reversal of temporary differences(5,799)(4,181)

Total deferred tax expense (refer to note 9)(6,719)(4,362)

Total income tax expense55,12745,103

Income tax recognised in other comprehensive income:

2026

NZ$000

2025

NZ$000

Revaluation of property, plant and equipment(723)(33)

Deferred tax adjustment arising from reclassification of properties as held for sale(4,075)0

Cash flow hedges(446)(2,412)

Total income tax recognised in other comprehensive income (refer to note 9)(5,244)(2,445)

PoliciesIncome tax expense comprises current and deferred tax, calculated using the rate enacted or substantively

enacted at balance date and any adjustments to tax payable in respect to prior years. Income tax expense

is recognised in the income statement except to the extent that it relates to items recognised in other

comprehensive income or equity.

Imputation creditsTotal imputation credits available for use in subsequent reporting periods are $83.141 million at 30 June 2026

(2025: $67.125 million).

9 Deferred taxation

AssetsLiabilitiesNet

2026

NZ$000

2025

NZ$000

2026

NZ$000

2025

NZ$000

2026

NZ$000

2025

NZ$000

Deferred tax (asset)/liability

Property, plant and equipment00123,141134,413123,141134,413

Non-current assets held for sale001,59201,5920

Right-of-use assets0014,73814,14014,73814,140

Derivatives00446900446900

Intangible assets(528)00237(528)237

Provisions and accruals(5,792)(4,953)00(5,792)(4,953)

Lease liabilities (16,258)(15,431)00(16,258)(15,431)

Equity Accounted Investees(816)(821)00(816)(821)

Total (23,394)(21,205)139,917149,690116,523128,485

Recognised in the

Income Statement

Recognised in

Other Comprehensive Income

2026

NZ$000

2025

NZ$000

2026

NZ$000

2025

NZ$000

Deferred tax (asset)/liability

Property, plant and equipment(6,474)(3,013)(4,798)(33)

Non-current assets held for sale1,592000

Right-of-use assets598(530)00

Derivatives(8)0(446)(2,412)

Intangible assets(765)(57)00

Provisions and accruals(840)(1,095)00

Lease liabilities (827)28900

Equity Accounted Investees53300

Contingent consideration01100

Total(6,719)(4,362)(5,244)(2,445)

PoliciesDeferred tax is recognised on temporary differences that arise between the carrying amount of assets and

liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax is not recognised for the initial recognition of goodwill.

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

they reverse.

A deferred tax asset is recognised only to the extent it is probable it will be utilised.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset and

when the deferred income taxes assets and liabilities relate to income taxes levied by the same taxation

authority on either the same taxable entity or different taxable entities where there is an intention to settle

the balances on a net basis.

The measurement of deferred tax reflects the tax consequences that would follow from the manner in

which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and

liabilities. For this purpose, the carrying amount of buildings classified as property, plant and equipment

carried at cost is presumed to be recovered through use.

Unrecognised tax

losses or temporary

differences

There are no material unrecognised income tax losses or temporary differences carried forward. There are

no material unrecognised temporary differences associated with the Group’s investments in Subsidiaries

or Equity Accounted Investees.

7 Financial income and expense (continued)8 Income tax (continued)

Integrated Annual Report 2026

9998

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

10 Property, plant and equipment
Freehold

land

NZ$000

Freehold

buildings

NZ$000

Wharves and

hardstanding

NZ$000

Harbour

improvements

NZ$000

Plant and

equipment

NZ$000

Work in

progress

NZ$000

Total

NZ$000

Gross carrying amount:

Balance at 1 July 20241,492,625143,745465,9582 27, 31 8266,46244,2692,640,377

Additions03,3708,7882,22633,920(18,110)30,194

Disposals0000(14,710)0(14,710)

Revaluation25,828( 1 7, 1 39)00008,689

Balance at 30 June 20251,518,453129,976474,746229,544285,67226,1592,664,550

Balance at 1 July 20251,518,453129,976474,746229,544285,67226,1592,664,550

Additions01,81610,0212,30314,04356,29184,474

Disposals0000(447)0(447)

Revaluation3,167(2,578)0000589

Assets reclassified as held

for sale

(104,475)(34,922)(10,860)000(150,257)

Balance at 30 June 20261 , 41 7, 1 4 594,292473,907231,847299,26882,4502,598,909

Accumulated depreciation and impairment:

Balance at 1 July 20240(9,832)(71)0(138,968)0(148,871)

Depreciation expense0(4,855)(21,222)(1,557)(12,752)0(40,386)

Revaluation014,488000014,488

Disposals 000014,637014,637

Balance at 30 June 20250(199)(21,293)(1,557)(137,083)0(160,132)

Balance at 1 July 20250(199)(21,293)(1,557)( 1 3 7, 0 8 3 )0(160,132)

Depreciation expense0(6,363)(22,069)(2,520)(12,736)0(43,688)

Assets reclassified as held

for sale

01,1721,1380002,310

Disposals 00003010301

Balance at 30 June 20260(5,390)(42,224)(4,077)(149,518)0(201,209)

Carrying amounts:

Total net book value

as at 30 June 2025

1,518,453129,777453,453227,987148,58926,1592,504,418

Total net book value

as at 30 June 2026

1 , 41 7, 1 4 588,902431,6832 27, 7 70149,75082,4502 , 397, 70 0

For each revalued class of property, plant and equipment, the notional carrying amount that would have been recognised, had

the assets been carried under the cost model, would be:

2026

Notional

carrying

amount

NZ$000

2025

Notional

carrying

amount

NZ$000

Freehold land78,608119,203

Freehold buildings58,5747 7,9 6 0

Wharves and hardstanding111,963121,325

Harbour improvements61,78960,364

Total notional carrying amount310,934378,852

PoliciesProperty, plant and equipment is initially measured at cost, which includes capitalised interest, and

subsequently stated at either fair value or cost, less depreciation and any impairment losses.

Subsequent expenditure that increases the economic benefits derived from the asset is capitalised.

Land, buildings, harbour improvements, and wharves and hardstanding are measured at fair value, based

upon periodic valuations by external independent valuers. The Group undertakes an annual revaluation of

land and a three yearly revaluation cycle is applied to all other asset classes to ensure the carrying value of

these assets does not differ materially from their fair value. If during the three-year revaluation cycle there are

indicators that the fair value of a particular asset class may differ materially from its carrying value, an interim

revaluation of that asset class is undertaken.

Depreciation of property, plant and equipment, other than freehold land and capital dredging (included within

harbour improvements), is calculated on a straight line basis and expensed over their estimated useful lives.

Major useful lives are:

Freehold buildings 33 to 72 years

Maintenance dredging 3 years

Wharves 50 to 70 years

Basecourse50 years

Asphalt15 years

Gantry cranes10 to 40 years

Floating plant10 to 25 years

Other plant and equipment5 to 25 years

Electronic equipment3 to 5 years

Capital and maintenance dredging are held as harbour improvements. Capital dredging has an indefinite

useful life and is not depreciated as the channel is maintained via maintenance dredging to its original depth

and contours. Maintenance dredging is depreciated over three years.

Work in progress relates to self-constructed assets or assets that are being acquired which are under

construction at balance date. Once the asset is fit for intended service, it is transferred to the appropriate

asset class and depreciation commences. Software developed undertaken as part of a project is transferred

to intangibles on completion.

An item of property, plant and equipment is derecognised when it is sold or otherwise disposed of, or when

its use is expected to bring no future economic benefit. Upon disposal or derecognition, any revaluation

reserve relating to the particular asset being disposed or derecognised is transferred to retained earnings.

SecurityCertain items of property, plant and equipment have been pledged as security against certain loans and

borrowings of the Group (refer to note 19).

Occupation

of foreshore

The Parent Company holds consent to occupy areas of the Coastal Marine Area to enable the management

and operation of port related commercial undertakings that it acquired under the Port Companies Act 1988.

The consented area includes a 10-metre radius around navigation aids and a strip from 30 to 60 metres wide

along the extent of the wharf areas at both Sulphur Point and Mount Maunganui. This consent has no value

on the balance sheet.

Capital commitmentsThe estimated capital expenditure for property, plant and equipment contracted for at balance date but not

provided for is $29.738 million (2025: $5.359 million).

JudgementsFair values

This fair value measurement has been categorised as a Level 3 fair value based on the inputs for the

assets which are not based on observable market data (unobservable inputs), (refer to note 2 for fair value

measurement hierarchy).

Judgement is required to determine whether the fair value of land, buildings, wharves and hardstanding, and

harbour improvements assets have changed materially since the last revaluation. The determination of fair value

at the time of the revaluation requires estimates and assumptions based on market conditions at that time.

Changes to estimates, assumptions or market conditions subsequent to a revaluation will result in changes

to the fair value of property, plant and equipment.

Remaining useful lives and residual values are estimated based on Management’s judgement, previous

experience and guidance from registered valuers. Changes in those estimates affect the carrying value and the

depreciation expense in the income statement.

At the end of each reporting period, the Group makes an assessment on whether the carrying amounts differ

materially from the fair value and whether a revaluation is required (except land, which is revalued annually).

For buildings, a sample is valued to determine whether a material movement in fair value has occurred since

the last valuation. Buildings located at Gateside Industrial Park, Auckland and MetroPort Christchurch, Rolleston

were revalued immediately prior to being reclassified as Non-current Assets Held for Sale (refer to note 12). For

the remaining buildings, the Group has assessed that there has been no material change in the fair value since

the last revaluation. If, based on this assessment, the fair value had materially moved, a full valuation would have

been undertaken.

For harbour improvements, and wharves and hardstanding the assessment considers movements in the capital

goods price indices and other market indicators since the previous valuations. The Group has assessed that there

has been no material change in the fair value of each asset class since the last revaluation.

10 Property, plant and equipment (continued)

Integrated Annual Report 2026

101100

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Judgements
(continued)

Land valuation

The valuation of land assets was carried out by Colliers International New Zealand Limited. The valuation

increased the carrying amount of land by $3.167 million.

Land assets are valued using the direct sales comparison approach which analyses direct sales of comparable

properties on the basis of the sale price per square metre which are then adjusted to reflect stronger and weaker

fundamentals relative to the subject properties.

The significant assumptions applied in the valuation of these assets are:

20262025

Asset

valuation

method

Key valuation

assumptionsHectares

Range of

significant

assumptions

$

Weighted

average

$

Range of

significant

assumptions

$

Weighted

average

$

Direct sales

comparison

Tauranga (Sulphur Point)

/Mount Maunganui –

wharf and industrial land

per square metre

182.2480-1 ,695778480-1,695778

Auckland land – land

adjacent to MetroPort

Auckland per square

metre*

6.81,1191,1191,1131,113

Rolleston land –

MetroPort Christchurch

per square metre*

15.0186186180180

*As at 30 June 2026, these properties were classified as Non-current Assets Held for Sale.

• Waterfront access premium: a premium of approximately 25% has been applied to the main wharf land

areas reflecting the locational benefits this land asset gains from direct waterfront access.

• No restriction of title: valuation is made on the assumption that having no legal title to the Tauranga

harbour foreshore will not detrimentally influence the value of land assets.

• Highest and best use of land: subject to relevant local authority’s zoning regulations.

• Tauranga and Mount Maunganui: the majority of land is zoned “Port Industry” under the Tauranga City

Plan and a small portion of land at both Sulphur Point and Mount Maunganui has “Industry” zoning.

• Auckland: the land is zoned “Heavy Industry Zone” under the Auckland Unitary Plan.

• Rolleston: the land is zoned “Business 2A” under the Selwyn District Plan.

Building valuations

Excluding buildings located at Gateside Industrial Park, Auckland and MetroPort Christchurch, Rolleston, the

last valuation of all buildings was carried out by Colliers International New Zealand Limited on 30 June 2025.

The majority of assets are valued on a combined land and building basis using a Capitalised Income Model

with either contract income or market income. A small number of specialised assets, such as gatehouses and

toilet blocks, are valued on a Depreciated Replacement Cost basis due to their specialised nature and the lack

of existing market.

The Capitalised Income Model uses either the contracted rental income or an assessed market rental income

of a property and then capitalises the valuation of the property using an appropriate yield. Contracted rental

income is used when the contracted income is receivable for a reasonable term from secured tenants. Market

income is used when the current contract rent varies from the assessed market rent due to over or under

renting, vacant space and a number of other factors.

The value of land is deducted from the overall property valuation to give rise to a building valuation.

The significant assumptions applied in the valuation of these building assets are:

20262025

Asset

valuation

method

Key valuation

assumptions

Range of

significant

assumptions

%

Weighted

average

%

Range of

significant

assumptions

%

Weighted

average

%

Capitalised

income model

Market capitalisation rate2 .63-6 .504 .502.63-6.504.50

Wharves and hardstanding, and harbour improvements

The last valuation of wharves and hardstanding, and harbour improvements was carried out on 30 June

2024 by WSP New Zealand Limited.

Wharves, hardstanding and harbour improvements assets are classified as specialised assets and have

accordingly been valued on a Depreciated Replacement Cost basis.

Judgements

(continued)

The significant assumptions applied in the Depreciated Replacement Cost estimate of these assets are:

• Replacement unit costs of construction rates – cost rates are calculated taking into account:

• The Parent Company’s historic cost data, including any recent competitively tendered construction works.

• Publicly available price indices from Statistics New Zealand and Waka Kotahi NZ Transport Agency.

• The WSP New Zealand Limited construction cost database.

• QV Cost Builder construction cost database.

• An allowance is included for costs directly attributable to bringing assets into working condition,

management costs and the financing cost of capital held over construction period.

• Depreciation – the calculated remaining lives of assets are reviewed, taking into account:

• Observed and reported condition, performance and utilisation of the asset.

• Expected changes in technology.

• Consideration of current use, age and operational demand.

• Discussions with the Parent Company’s operational officers.

• WSP New Zealand Limited Consultants’ in-house experience from other infrastructure valuations.

• Residual values.

The significant assumptions applied in the valuation of these wharves and hardstanding, and harbour

improvements assets are:

20262025

Asset

valuation

method

Key valuation

assumptions

Range of

significant

assumptions

$

Weighted

average

$

Range of

significant

assumptions

$

Weighted

average

$

Depreciated

replacement

cost basis

Wharf construction replacement

unit cost rates per lineal metre –

high performance wharves

191,135-

391,434

273,358191,135-

391,434

273,358

Earthworks construction

replacement unit cost rates per

square metre

9-1099-109

Basecourse construction

replacement unit cost rates per

square metre

35-1175635-11756

Asphalt construction

replacement unit cost rates per

square metre

47-1008547-10085

Capital dredging replacement

unit cost rates per cubic metre

5-91*5-91*

Depreciation methodStraight line

basis

Not

applicable

Straight line

basis

Not

applicable

Channel assets (capital dredging)

useful life

IndefiniteNot

applicable

IndefiniteNot

applicable

Pavement remaining useful lives

(years)

1-38132-3914

Wharves remaining useful lives

(years)

0-58160-5917

* Weighted average unit cost rates are not presented due to the complexity in measuring the types and

locations of removed quantities.

Sensitivities to changes in key valuation assumptions for land, buildings, wharves and hardstanding,

and harbour improvements

The following table shows the impact on the fair value due to a change in significant unobservable input:

Impact of change

in assumption

NZ$000

Unobservable inputs within the direct sales comparison approach for land and the

income capitalisation approach for buildings

Rate per square metre10% decrease/increase–141,715 / +141,715

Market rent10% decrease/increase–53,300 / +48,500

Market capitalisation

rate

0.5% decrease/increase+53,400 / -44,200

Unobservable inputs within depreciated replacement cost analysis for buildings,

wharves and hardstanding, and harbour improvements

Unit costs of

construction

The greatest uncertainty is the level of the unit rates.

We have used a 90% confidence interval in these unit

rates to be between -11% to 10%.

–75,200 / +71,600

10 Property, plant and equipment (continued)10 Property, plant and equipment (continued)

Integrated Annual Report 2026

103102

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

11 Leases
The Group as the lessee has various non-cancellable leases predominantly for the lease of land and buildings. The leases have

varying term and renewal rights.

Information about leases for which the Group is a lessee is presented below:

2026

NZ$000

2025

NZ$000

Right-of-use assets

Opening balance50,50352,393

Depreciation(2,080)(1,911)

Additions to right-of-use assets1950

Adjustments to existing right-of-use assets4,01621

Closing balance52,63450,503

Lease liabilities

Opening balance55,10956,140

Additions1950

Adjustments to existing lease liabilities3,98921

Interest2,7282,712

Repayments(3,960)(3,764)

Closing balance58,06155,109

Adjustments to existing right-of-use assets and lease liabilities relate to increases in lease payments following rent reviews

completed during the period.

2026

NZ$000

2025

NZ$000

Lease liabilities maturity analysis

Between zero to one year1,3631,092

Between one to five years6,0254,852

More than five years50,67349,165

Total lease liabilities58,06155,109

Future minimum lease receivables from non-cancellable operating leases where the Group is the lessor are:

2026

NZ$000

2025

NZ$000

Within one year35,45530,726

One to two years18,93525,840

Two to three years10,47916,726

Three to four years7, 49 99,279

Four to five years4,3626,404

More than five years13,3991 7, 3 0 6

Total90,129106,281

Included in the financial statements are land and buildings, leased to customers under operating leases.

2026

Valuation

NZ$000

2026

Accumulated

depreciation

NZ$000

2025

Valuation

NZ$000

2025

Accumulated

depreciation

NZ$000

Land807,7350804,3560

Buildings90,980(2,661)92,9640

Total898,715(2,661)8 97, 3200

Leases are classified as operating leases whenever the terms of the lease do not substantially transfer all the risks and rewards

of ownership to the lessee.

PoliciesWhere the Group is the Lessor, assets leased under operating leases are included in various categories of

property, plant and equipment, as applicable.

Payments and receivables made under operating leases are recognised in the income statement on a

straight line basis over the term of the lease.

Lease incentives are recognised as an integral part of the total lease expense/revenue, over the term of the lease.

Where the Group is a lessee, a right-of-use asset and a lease liability are recognised at the lease

commencement date.

The right-of-use asset is initially measured at a cost, which comprises the initial amount of the lease liability

adjusted for any lease payments made at or before the commencement date, plus any initial indirect costs.

The right-of-use asset is subsequently depreciated using the straight-line method over the life of the lease term.

The lease liability is initially measured at the present value of the lease payments that are not paid at the

commencement date, discounted using the Group’s incremental borrowing rate. The lease liability is

subsequently measured at amortised cost using the effective interest rate method. It is remeasured when

there is a change in future lease payments or if the Group changes its assessment of whether it will exercise

a right of renewal.

When the lease liability is remeasured, a corresponding adjustment is made to the carrying amount of the

right-of-use asset.

12 Non-current Assets Held for Sale

During the year ended 30 June 2026, the Board approved the disposal of two industrial property assets comprising the

Gateside Industrial Park, Auckland and the MetroPort Christchurch property located at Rolleston.

Accordingly, the properties have been reclassified as Non-current Assets Held for Sale in accordance with NZ IFRS 5 Non-

current Assets Held for Sale and Discontinued Operations.

The properties have been measured at the lower of their carrying amount immediately prior to classification and fair value less

costs to sell.

Carrying amount of assets classified as Held for Sale:

2026

NZ$000

2025

NZ$000

Gateside Industrial Park, Auckland89,3170

MetroPort Christchurch, Rolleston57, 52 50

Total146,8420

The reduction in carrying value recognised on classification as Held for Sale reflects estimated incremental selling costs of

$1.105 million.

The reclassification of the properties as held for sale reduced deferred tax liabilities by $5.610 million, with the resulting credit

recognised in income tax expense ($1.534 million) and other comprehensive income ($4.075 million) (refer to note 8).

PoliciesNon-current assets are classified as held for sale when their carrying amounts will be recovered principally

through a sale transaction rather than through continuing use.

Assets classified as held for sale are measured at the lower of their carrying amount and fair value less costs

to sell and are not depreciated while classified as held for sale.

11 Leases (continued)

Integrated Annual Report 2026

105104

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

13 Intangible assets
Goodwill

NZ$000

Computer

software

NZ$000

Consents and

contracts

NZ$000

Total

NZ$000

Balance at 1 July 202418,4206,2364,01428,670

Additions07140714

Disposals00(2,667)(2,667)

Balance at 30 June 202518,4206,9501 ,34726,717

Balance at 1 July 202518,4206,9501,34726,717

Additions01,48401,484

Disposals0000

Balance at 30 June 202618,4208,4341 ,34728,201

Accumulated amortisation:

Balance at 1 July 20240(4,832)(2,811)(7,643)

Amortisation expense0(519)(109)(628)

Disposals002,6672,667

Balance at 30 June 20250(5,351)(253)(5,604)

Balance at 1 July 20250(5,351)(253)(5,604)

Amortisation expense0(363)(49)(412)

Disposals0000

Balance at 30 June 20260(5,714)(302)(6,016)

Carrying amounts:

Total net book value 30 June 202518,4201,5991,09421,113

Total net book value 30 June 202618,4202,7201,04522,185

PoliciesGoodwill that arises upon the acquisition of Subsidiaries is included in intangible assets. The Group measures

goodwill as the fair value of consideration transferred, less the fair value of the net identifiable assets and

liabilities assumed at acquisition date.

Goodwill is measured at cost less accumulated impairment losses.

Other intangible assets acquired by the Group, which have finite useful lives, are measured at cost less

accumulated amortisation and accumulated impairment losses.

The estimated useful lives for the current and comparative periods are:

Consents and contracts 4 to 35 years

Computer software 1 to 10 years

The carrying amounts of the Group’s intangibles other than goodwill are reviewed at each reporting date

to determine whether there is any objective evidence of impairment.

Goodwill is tested for impairment annually, based upon the value-in-use of the cash generating unit to which

the goodwill relates. The cash flow projections include specific estimates for five years and a terminal growth

rate thereafter.

JudgementsGoodwill relates to goodwill arising on the acquisition of QM Logistics NZ Limited, acquired 31 January

2013; and Timaru Container Terminal Limited, acquired 30 October 2020. The carrying values of goodwill

associated with each subsidiary are:

• QM Logistics NZ Limited – $15.490 million.

• Timaru Container Terminal Limited – $2.930 million.

Goodwill was tested for impairment at 30 June 2026 and confirmed that no adjustment was required.

For impairment testing of goodwill, the calculation of value-in-use was based upon the following key

assumptions:

• Cash flows were projected using management forecasts over the five-year period. Average EBITDA

growth for this period is:

• QM Logistics NZ Limited: 4% (2025: 7%).

• Timaru Container Terminal Limited: 12% (2025: 11%).

• Terminal cash flows were estimated using a constant growth rate of 2% after year five.

• A pre-tax discount rate of 12% was used.

14 Investments in Subsidiaries

Investments in Subsidiaries comprises:

Name of entityPlace of businessPrincipal activity

2026

%

2025

%

Balance

date

Port of Tauranga Trustee

Company Limited

New ZealandHolding company for employee

share scheme

100 .00100.0030 June

QM Logistics NZ LimitedNew ZealandMarshalling and terminal

operations services

100 .00100.0030 June

Timaru Container

Terminal Limited

New ZealandSea port100 .00100.0030 June

PoliciesSubsidiaries are entities controlled by the Parent Company. Control exists when the Parent Company

is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to

affect those returns through its power over the investee. In assessing control, potential voting rights that

presently are exercisable, are taken into account. The financial statements of Subsidiaries are included in the

consolidated financial statements from the date that control commences until the date that control ceases.

Intra-group balances, and any unrealised income and expenses arising from intra-group transactions,

are eliminated in preparing the consolidated financial statements.

15 Investments in Equity Accounted Investees

(a) Investments in Equity Accounted Investees comprise

Name of entityPrincipal activity

2026

%

2025

%

Balance

date

Coda Group Limited PartnershipFreight logistics and warehousing50 .0050.0030 June

Northport Group LimitedSea port50 .0050.0030 June

PortConnect LimitedOnline cargo management50 .0050.0030 June

PrimePort Timaru LimitedSea port50 .0050.0030 June

Ruakura Inland Port LPInland port50 .0050.0030 June

(b) Carrying value of investments in Equity Accounted Investees

2026

NZ$000

2025

NZ$000

Balance as at 1 July 278,3982 1 7, 1 2 9

Group’s share of net profit after tax 10,9746,189

Group’s share of hedging reserve27(332)

Group’s share of revaluation reserve5,8172,436

Group’s share of total comprehensive income16,8188,293

Investment in Equity Accounted Investees0162,011

Disposal of Equity Accounted Investees0(102,660)

Dividends received (2,105)(6,375)

Balance as at 30 June 293,111278,398

Integrated Annual Report 2026

107106

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

(c) Summarised financial information of Equity Accounted Investees
The following table summarises the financial information of Equity Accounted Investees, Northport Group Limited,

Northport Limited, PrimePort Timaru Limited, Coda Group Limited Partnership, Ruakura Inland Port Limited Partnership

and PortConnect Limited, adjusted for fair value adjustments at acquisition and differences in accounting policies to align

with Group accounting policies.

2026

Northport

Group

Limited

NZ$000

Coda

Group

Limited

Partnership

NZ$000

PrimePort

Timaru

Limited

NZ$000

Ruakura

Inland Port

Limited

Partnership

NZ$000

PortConnect

Limited

NZ$000

Total

NZ$000

Cash and cash equivalents9578,2991,0121,1902,51413,972

Total current assets8,00530,1827, 1 2 12,1413,07750,526

Total non-current assets496,82325,207192,61569,2462,352786,243

Total assets504,82855,389199,73671,3875,429836,769

Current financial liabilities excluding trade

and other payables and provisions

(71,308)(18,235)(172)(1,144)(3,523)(94,382)

Total current liabilities(78,339)(18,742)(6,792)(1,144)(3,598)(108,615)

Non-current financial liabilities excluding trade

and other payables and provisions

(70,153)(16,933)(55,510)00(142,596)

Total non-current liabilities(100,535)(16,933)(56,916)0(100)(174,484)

Total liabilities(178,874)(35,675)(63,708)(1,144)(3,698)(283,099)

Net assets325,95419,714136,02870,2431,731553,670

Group’s share of net assets 162,9779,85768,01435,122866276,836

Goodwill acquired on acquisition of Equity

Accounted Investees, less impairment losses

014,55700014,557

Acquisition costs1,71800001,718

Carrying amount of Equity Accounted

Investees

164,69524,41468,01435,122866293,111

Revenues58,926156,9473 7, 43 38,6674,190266,163

Depreciation and amortisation(9,195)(2,541)(4,619)(2,175)(400)(18,930)

Interest expense( 7,6 31 )(1,628)(2,831)0(119)(12,209)

Net profit before tax19,1084746,90098263628,100

Tax expense(4,042)0(1,932)0(178)(6,152)

Net profit after tax15,0664744,96898245821,948

Other comprehensive income7, 07804,6100011,688

Total comprehensive income22,1444749,57898245833,636

Group’s share of net profit after tax7, 5332372,48449122910,974

Group’s share of total comprehensive income 11,0722374,78949122916,818

Group’s share of dividends/distributions008001,30502,105

2025

Northport

Group

Limited

NZ$000

Northport

Limited

NZ$000

Coda

Group

Limited

Partnership

NZ$000

PrimePort

Timaru

Limited

NZ$000

Ruakura

Inland Port

Limited

Partnership

NZ$000

PortConnect

Limited

NZ$000

Total

NZ$000

Cash and cash equivalents851010,0132339682,41014,475

Total current assets6,922027, 49 06,3971,9032,99945,711

Total non-current assets491,549041,988184,67471,1542,137791,502

Total assets498,471069,478191,07173,0575,13683 7, 2 1 3

Current financial liabilities excluding trade

and other payables and provisions

(35,967)0( 7, 2 51 )00(2,797)(46,015)

Total current liabilities(41,017)0(22,551)(5,431)(1,186)(3,862)(74,047)

Non-current financial liabilities excluding trade

and other payables and provisions

(121,600)0( 27,6 87 )(56,500)00(205,787)

Total non-current liabilities(153,644)0(27,687)( 57, 591 )00(238,922)

Total liabilities(194,661)0(50,238)(63,022)(1,186)(3,862)(312,969)

Net assets303,810019,240128,04971,8711 , 274524,244

Group’s share of net assets 151,90509,62064,02535,936637262,123

Goodwill acquired on acquisition of Equity

Accounted Investees, less impairment losses

0014,55700014,557

Acquisition costs1,718000001,718

Carrying amount of Equity Accounted

Investees

153,623024,17764,02535,936637278,398

Revenues043,198176,69832,5917, 5 313,656263,674

Depreciation and amortisation0(4,478)(10,650)(5,394)(1,734)(295)(22,551)

Interest expense0(2,582)(2,654)(3,261)0(134)(8,631)

Net profit before tax019,451(5,302)4,44634242819,365

Tax expense0(5,341)0(1,518)0(128)(6,987)

Net profit after tax014,110(5,302)2,92834230012,378

Other comprehensive income04,0660142004,208

Total comprehensive income018,176(5,302)3,07034230016,586

Group’s share of net profit after tax07,0 5 5(2,651)1,4641711506,189

Group’s share of total comprehensive

income

09,088(2,651)1,5351711508,293

Group’s share of dividends/distributions05,6250750006,375

PoliciesThe Parent Company’s interests in Equity Accounted Investees comprise interests in Joint Ventures.

A Joint Venture is an arrangement in which the Parent Company has joint control, whereby the Parent

Company has rights to the net assets of the arrangement, rather than rights to its assets and obligations

for its liabilities.

Equity Accounted Investees are accounted for using the equity method.

In respect of Equity Accounted Investees, the carrying amount of goodwill is included in the carrying

amount of the investment and not tested for impairment separately.

Tax treatment

of limited

partnerships

Coda Group Limited Partnership and Ruakura Inland Port Limited Partnership are treated as partnerships

for tax purposes and are not taxed at the partnership level. Fifty percent of the income and expense flow

through the limited partnership to the Parent Company who is then taxed.

Judgements It has been determined that the Parent Company has joint control over its investees, due to the existence

of contractual agreements which require the unanimous consent of the parties sharing control over relevant

business activities.

The investment in Coda Group Limited Partnership (Coda) was tested for impairment at 30 June 2026,

based upon the higher of fair value and value-in-use. Fair value represents an amount obtainable in an arm’s

length transaction, less cost of disposal.

15 Investments in Equity Accounted Investees (continued)15 Investments in Equity Accounted Investees (continued)

Integrated Annual Report 2026

109108

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Judgements
(continued)

Management considered independent valuation work prepared by PricewaterhouseCoopers (PwC) in March

2026, which included both a discounted cash flow (DCF) and market-based valuation approach using

Coda's updated financial forecasts. PwC's market multiples approach indicated an enterprise value range

of approximately $35.9 million to $40.7 million, while the DCF analysis indicated a higher value range of

approximately $44.0 million to $48.2 million. Management reviewed the key assumptions underpinning the

valuation and concluded that they remained reasonable at 30 June 2026.

In performing the impairment assessment, management also considered Coda's cash balances, working

capital position and progress in restructuring the business. Based on this assessment, management

concluded that the recoverable amount exceeded the carrying value of the investment and, accordingly,

no impairment has been recognised at 30 June 2026.

Coda has one key customer with circa 80% of its revenue coming from this customer. The fair value

calculation assumes that this customer relationship will continue on substantially the same terms. If the

relationship is not continued then it is likely the fair value of Coda will be materially less and the carrying

value will be impaired.

16 Receivables and prepayments

2026

NZ$000

2025

NZ$000

Non-current

Prepayments and sundry receivables15,78516,282

Total non-current 15,78516,282

Current

Trade receivables75,71065,638

Provision for expected credit losses – trade receivables (refer to note 20(b)(ii))(29)(30)

Trade receivables from Equity Accounted Investees and related parties291395

75,97266,003

Prepayments and sundry receivables3,6626,245

Total current79,63472,248

Total95,41988,530

The ageing of trade receivables at reporting date was:

2026

NZ$000

2025

NZ$000

Not past due48,84751,283

Past due 0-30 days15,44912,940

Past due 30-60 days6,7701,088

Past due 60-90 days1,258390

More than 90 days3,648332

Total of ageing of trade receivables75,97266,033

PoliciesReceivables and prepayments are initially recognised at transaction price. They are subsequently

measured at amortised cost and adjusted for impairment losses.

Receivables with a short duration are not discounted.

Fair valuesThe nominal value less impairment provision of trade receivables are assumed to approximate their fair

values due to their short term nature.

JudgementsA provision for expected credit losses is established when the assessment under NZ IFRS 9 deems

a provision is required (refer to note 20(b)(ii)).

PrepaymentsPrepayments is predominantly made up of consideration paid to KiwiRail Limited in 2020 for the

extension of the rail agreement at MetroPort. The current balance of this prepayment is $16.121 million

(2025: $17.272 million). The payment is amortised over 20 years.

17 Equity

Share capital

20262025

Number of ordinary shares issued

Balance as at 1 July680,251,858680,236,269

Shares issued from treasury stock during year222,68726,172

Shares repurchased by the Group during the year(245,551)(10,583)

Balance as at 30 June680,228,994680,251,858

Dividends

The following dividends were declared and paid during the period:

2026

NZ$000

2025

NZ$000

Final 2025 dividend paid 9.7 cents per share (2024: 8.7 cps)65,99159,183

Interim 2026 dividend paid 8.0 cents per share (2025: 7.0 cps)54,41947,61 8

Total dividends120,410106,801

PoliciesCapital Management

The Parent Company’s policy is to maintain a strong capital base, which the Group defines as total

shareholders’ equity, so as to maintain investor, creditor and market confidence, and to sustain the future

business development of the Group.

The Group has established policies in capital management, including the specific requirements that

interest cover is to be maintained at a minimum of three times and that the debt/(debt + equity) ratio is to

be maintained at a 40% maximum. It is also Group policy that the ordinary dividend payout is maintained

between a level of between 70% and 100% of underlying net profit after tax for the period.

The Group has complied with all capital management policies during the reporting periods.

Share capitalAll shares are fully paid and have no par value. All shares rank equally with one vote attached to each fully

paid ordinary share.

Where the Group purchases its own share capital (treasury shares), the consideration paid, including

any directly attributable incremental costs are deducted from share capital until the shares are cancelled

or reissued. Where such shares are reissued, any consideration received, net of any directly attributable

transaction costs, are included in share capital.

DividendsThe dividends are fully imputed. Supplementary dividends of $0.606 million (2025: $0.505 million) were paid

to shareholders that are not tax residents in New Zealand, for which the Group received a foreign tax credit

entitlement.

Share-based payments

reserve – Container

Volume Commitment

Agreement

On 1 August 2014 the Parent Company issued 2,000,000 shares as a volume rebate to Kotahi as part of

a 10-year freight alliance. Due to the Parent Company completing a 5:1 share split on 17 October 2016,

the number of shares originally issued to Kotahi increased to 10,000,000. Of these shares, 5,500,000

are subject to a call option allowing the Parent Company to “call” shares back at zero cost if Kotahi fails

to meet the volume commitments.

The increase in the reserve of $1.628 million (2025: $1.450 million) recognises the shares earned based

on containers delivered during the period.

The grant-date fair value of equity settled share-based payments is recognised as a rebate against revenue,

with a corresponding increase in equity, over the vesting period. The amount recognised as a rebate is

adjusted to reflect the number of awards for which the related service is expected to be met, such that the

amount ultimately recognised is based on the number of awards that meet the related service conditions

at the vesting date.

Share-based

payments reserve –

management long

term incentive

Share rights are granted to employees in accordance with the Parent Company’s Management Long

Term Incentive Plan. The fair value of share rights granted under the plan are measured at grant date and

recognised as an employee expense over the vesting period with a corresponding increase in equity. The fair

value at grant date of the share rights are independently determined using an appropriate valuation model

that takes into account the terms and conditions upon which they were granted (refer to note 23).

This reserve is used to record the accumulated value of the unvested shares rights, which have been

recognised as an expense in the income statement. Upon the vesting of share rights, the balance of the

reserve relating to the share rights is offset against the cost of treasury stock allotted to settle the obligation,

with any difference in the cost of settling the commitment transferred to retained earnings.

Hedging reserveThe hedging reserve comprises the effective portion of the cumulative net change in fair value of cash flow

hedging instruments, related to hedged transactions that have not yet occurred.

Revaluation reserveThe revaluation reserve relates to the revaluation of land, buildings, wharves and hardstanding, and harbour

improvements.

15 Investments in Equity Accounted Investees (continued)

Integrated Annual Report 2026

111110

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

18 Earnings per share
20262025

Earnings per share

Net profit attributable to ordinary shareholders (NZ$000)156,052173,373

Weighted average number of ordinary shares (net of treasury stock) for basic earnings per share676,894,959675,059,476

Basic earnings per share (cents)23 .125.7

Weighted average number of ordinary shares (net of treasury stock) for diluted earnings per share680,909,356680,909,356

Diluted earnings per share (cents)22 .925.5

PoliciesThe Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is

calculated by dividing the profit or loss attributable to ordinary shareholders of the Parent Company by the

weighted average number of ordinary shares outstanding for the Parent Company during the period.

Diluted EPS adjusts for any commitments the Parent Company has to issue shares in the future that

would decrease the basic EPS. The Parent Company has two types of dilutive potential ordinary shares,

Management Long Term Incentive Plan share rights (refer to note 23) and Container Volume Commitment

Agreement share rights (refer to note 17). Diluted EPS is calculated by adjusting the weighted average

number of ordinary shares outstanding to assume conversion of the share rights.

19 Loans and borrowings

This note provides information about the contractual terms of the Group’s interest-bearing loans and borrowings.

2026MaturityCoupon

Committed

facilities

NZ$000

Undrawn

facilities

NZ$000

Fair value

adjustments

NZ$000

Carrying

value

NZ$000

Non-current

Standby Revolving Cash Advance Facility2030Floating130,000130,00000

Standby Revolving Cash Advance Facility2029Floating100,000100,00000

Standby Revolving Cash Advance Facility2028Floating50,00050,00000

Fixed rate bond20283.552%100,0000(1,576)98,424

Standby Revolving Cash Advance Facility 2027Floating50,00050,00000

Total non-current 430,000330,000(1,576)98,424

Current

Standby Revolving Cash Advance Facility2027Floating100,00080,000020,000

Standby Revolving Cash Advance Facility 2026Floating70,00030,000040,000

Multi Option Facility 2026Floating5,0005,00000

Commercial papers<3 monthsFloating000300,000

Total current 175,000115,0000360,000

Total 605,000445,000(1,576)458,424

2025MaturityCoupon

Committed

facilities

NZ$000

Undrawn

facilities

NZ$000

Fair value

adjustments

NZ$000

Carrying

value

NZ$000

Non-current

Standby Revolving Cash Advance Facility2030Floating130,000130,00000

Standby Revolving Cash Advance Facility2029Floating100,000100,00000

Standby Revolving Cash Advance Facility2028Floating50,00050,00000

Fixed rate bond20283.552%100,0000(2,116)97, 8 8 4

Standby Revolving Cash Advance Facility2027Floating150,000125,000025,000

Standby Revolving Cash Advance Facility 2026Floating70,0000070,000

Total non-current 600,000405,000(2,116)192,884

Current

Multi Option Facility2025Floating5,0005,00000

Fixed rate bond20251.020%100,00000100,000

Commercial papers<3 monthsFloating000175,000

Total current 105,0005,0000275,000

Total 705,000410,000(2,116)467,884

PoliciesLoans and borrowings are recognised initially at fair value, plus any directly attributable transaction costs, if the

Group becomes a party to the contractual provisions of the instrument. Loans and borrowings are derecognised

if the Group’s obligations as specified in the contract expire or are discharged or cancelled.

Subsequent to initial recognition, loans and borrowings are measured at amortised cost using the effective interest

method, less any impairment losses, with the hedged risks on certain debt instruments measured at fair value.

Fixed rate bondsThe Parent Company has issued one $100 million fixed rate bond, a seven-year bond with a final maturity

on 24 November 2028.

Commercial papersCommercial papers are secured, short term discounted debt instruments issued by the Parent Company for

funding requirements as a component of its banking arrangements. The commercial paper programme is

fully backed by committed term bank facilities.

At 30 June 2026 the Group had $300 million of commercial paper debt that is classified within current

liabilities (2025: $175 million). Due to this classification, the Group’s current liabilities exceed the Group’s

current assets. Despite this fact, the Group does not have any liquidity or working capital concerns as a result

of the commercial paper debt being interchangeable with direct borrowings within the Standby Revolving

Cash Advance Facility which is a term facility.

Standby Revolving

Cash Advance Facility

Agreement

The Parent Company has a $500 million financing arrangement with ANZ Bank New Zealand Limited, Bank

of New Zealand Limited, Commonwealth Bank of Australia, New Zealand Branch and China Construction

Bank Corporation, New Zealand Branch (2025: $500 million). The facility, which is secured, provides for both

direct borrowings and support for issuance of commercial papers.

Multi Option FacilityThe Parent Company has a $5 million Multi Option Facility with Bank of New Zealand Limited, used for short

term working capital requirements (2025: $5 million).

SecurityBank facilities and fixed rate bonds are secured by way of a security interest over certain floating plant assets

($12.626 million, 2025: $13.292 million), mortgages over the land and building assets ($1,642.706 million,

2025: $1,647.746 million), and by a general security agreement over the assets of the Parent Company

($2,951.696 million, 2025: $2,919.190 million).

CovenantsThe Parent Company borrows under a negative pledge arrangement, which with limited circumstances

does not permit the Parent Company to grant any security interest over its assets. The negative pledge deed

requires the Parent Company to maintain certain levels of shareholders’ funds and operate within defined

performance and debt gearing ratios.

The Parent Company has complied with all covenants during the reporting periods.

Fair valuesThe fair value of fixed rate loans and borrowings is calculated by discounting the future contractual cash

flows at current market interest rates that are available for similar financial instruments. The amortised cost

of variable rate loans and borrowings is assumed to closely approximate fair value as debt facilities mature

every 90 days.

Interest ratesThe average weighted interest rate of interest-bearing loans was 2.99% at 30 June 2026 (2025: 3.10%).

19 Loans and borrowings (continued)

Integrated Annual Report 2026

113112

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

20 Financial instruments
(a) Accounting classification and fair values

The following tables show the classification, fair value and carrying amount of financial instruments held by the Group at

reporting date. The carrying amounts of the following financial instruments are reasonable approximations of their

fair value:

• Cash and cash equivalents

• Receivables

• Trade and other payables.

2026

Fair value

through profit

and loss

NZ$000

Amortised

cost

NZ$000

Total

carrying

amount

NZ$000

Fair

value

NZ$000

Derivative financial instruments3,89503,8953,895

Total non-current assets3,89503,8953,895

Cash and cash equivalents01,7351,7351,735

Receivables 075,97275,97275,972

Advances to Equity Accounted Investees036,60136,60136,601

Derivative financial instruments2330233233

Total current assets233114,308114,541114,541

Total assets4,128114,308118,436118,436

Liabilities

Lease liabilities056,69856,69844,753

Loans and borrowings098,42498,42498,884

Derivative financial instruments4,10104,1014,101

Total non-current liabilities4,101155,122159,2231 47, 7 3 8

Lease liabilities01,3631,3631,615

Loans and borrowings0360,000360,000360,000

Trade and other payables024,74924,74924,749

Derivative financial instruments8408484

Total current liabilities84386,112386,196386,448

Total liabilities4,185541,234545,419534,186

2025

Fair value

through profit

and loss

NZ$000

Amortised

cost

NZ$000

Total

carrying

amount

NZ$000

Fair

value

NZ$000

Derivative financial instruments5,69405,6945,694

Advances to Equity Accounted Investees039,68939,68939,689

Total non-current assets5,69439,68945,38345,383

Cash and cash equivalents08,9758,9758,975

Receivables 066,00366,00366,003

Advances to Equity Accounted Investees01,2761,2761,276

Total current assets076,25476,25476,254

Total assets5,694115,943121,637121,637

Liabilities

Lease liabilities054,01754,01742,598

Loans and borrowings0192,884192,884193,292

Derivative financial instruments4,62204,6224,622

Total non-current liabilities4,622246,901251,523240,512

Lease liabilities01,0921,092923

Loans and borrowings0275,000275,000274,405

Trade and other payables018,28118,28118,281

Derivative financial instruments6506565

Total current liabilities65294,373294,438293,674

Total liabilities4,687541 , 274545,961534,186

(b) Financial risk management

The Group’s overall financial risk management programme focuses on the unpredictability of financial markets and seeks

to minimise potential adverse effects on the financial performance of the Group.

The Board of Directors has overall responsibility for the establishment and oversight of the Group’s financial risk

management framework. The Audit Committee is responsible for developing and monitoring the Group’s financial risk

management policies, and reports to the Board of Directors on its activities.

The Group’s financial risk management policies are established to identify and analyse the risks faced by the Group, to set

appropriate risk limits and controls, and to monitor risks and adherence to limits. Financial risk management policies and

systems are reviewed regularly to reflect changes in market conditions and the Group’s activities.

The Board of Directors oversees how management monitors compliance with the Group’s financial risk management

policies and procedures and reviews the adequacy of the financial risk management framework in relation to the risks

faced by the Group.

The Group has exposure to the following risks arising from financial instruments:

• Credit risk (refer (b)(ii))

• Liquidity risk (refer (b)(iii))

• Market risk (refer (b)(iv)).

Refer (b)(i) for the derivative financial instruments used by the Group to manage its financial risks.

20 Financial instruments (continued)

Integrated Annual Report 2026

115114

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

(i) Derivative financial instruments
The Group has the following derivative financial instruments in the following line items in the Statement of Financial Position:

2026

NZ$000

2025

NZ$000

Current assets

Commodity derivatives550

Interest rate derivatives810

Foreign exchange derivatives970

Total current derivative financial instrument assets2330

Non-current assets

Interest rate derivatives3,8955,694

Total non-current derivative financial instrument assets3,8955,694

Current liabilities

Commodity derivatives840

Interest rate derivatives065

Total current derivative financial instrument liabilities8465

Non-current liabilities

Interest rate derivatives4,1014,622

Total non-current derivative financial instrument liabilities4,1014,622

PoliciesThe Group uses derivative financial instruments to hedge its exposure to foreign exchange, commodity

and interest rate risks arising from operational, financing and investment activities. In accordance with its

Treasury Policy, the Group does not hold or issue derivative financial instruments for trading purposes.

However, derivatives that do not qualify for hedge accounting are accounted for as trading instruments.

Derivative financial instruments qualifying for hedge accounting are classified as non-current if the

maturity of the instrument is greater than 12 months from reporting date and current if the instrument

matures within 12 months from reporting date. Derivatives accounted for as trading instruments are

classified as current.

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

immediately. Subsequent to initial recognition, derivative financial instruments are stated at fair value.

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

However, where derivatives qualify for hedge accounting, recognition of any resultant gain or loss

depends on the nature of the hedging relationship.

Fair valuesThe fair value of derivatives that are not traded in active markets (for example over-the-counter

derivatives), are determined by using market accepted valuation techniques incorporating observable

market data about conditions existing at each reporting date.

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows

based on observable forward price curves. The fair value of forward exchange contracts is calculated

as the present value of future cash flows based on quoted forward exchange rates at the reporting date.

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

fair value measurement hierarchy (refer to note 2).

(ii) Credit risk

The Group recognises an allowance for expected credit losses (ECLs) for all financial assets. ECLs are based

on the difference between the contractual cash flows due in accordance with the contract and all the cash flows

that the Group expects to receive, discounted at an approximation of the original effective interest rate.

For advances to Equity Accounted Investees, which have not had a significant increase in credit risk since initial

recognition, ECLs are calculated based on the probability of a default event occurring within the next 12 months.

An industry-accepted probability of default is obtained annually from the Standard & Poor’s Global Corporate Default

Study for use in this calculation.

For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track

changes in credit risk, but instead, recognises a loss allowance based on lifetime ECLs at each reporting date. The Group

has established a provision matrix that is based on its historical credit loss experience, adjusted for any significant known

amounts that are not receivable.

On that basis, the following table details loss allowance for trade receivables:

2026

Not

past due

Past due

0-30 days

Past due

30-60 days

More than

60 daysTotal

Expected loss rate (%)0.000.010.060.450 .04

Gross carrying amount – trade receivables (NZ$000)48,87615,4496,7704,90676,001

Loss allowance on trade receivables (NZ$000)2142229

Movements in the provision for impairment of financial assets are:

2026

NZ$000

2025

NZ$000

Opening balance154196

Provision for trade receivables(1)(1)

Provision for advances to Equity Accounted Investees(12)(41)

Closing balance141154

Credit risk

management

policies

Counterparty credit risk is the risk of losses (realised or unrealised) arising from a counterparty failing

to meet its contractual obligations. Financial instruments which potentially subject the Group to credit

risk, principally consist of bank balances, trade receivables, advances to Equity Accounted Investees

and derivative financial instruments.

The Group only transacts in treasury activity (including investment, borrowing and derivative

transactions) with Board approved counterparties. Unless otherwise approved by the Board,

counterparties are required to be New Zealand registered banks with a Standard & Poor’s credit rating

of A or above. The Group continuously monitors the credit quality of the financial institutions that are

counterparties and does not anticipate any non-performance.

The Group adheres to a credit policy that requires each new customer to be analysed individually for

creditworthiness before the Group’s standard payment terms and conditions are offered. Customer

payment performance is constantly monitored with customers not meeting creditworthiness being

required to transact with the Group on cash terms. The Group generally does not require collateral.

DefaultThe Group considers a financial asset to be in default when the borrower is unlikely to pay its credit

obligations to the Group in full, without recourse by the Group to actions such as security (if any is held).

Write-offThe gross carrying amount of a financial asset is written off when the Group has no reasonable

expectations of recovering a financial asset in its entirety or a portion thereof.

Concentration

of credit risk

The only significant concentration of credit risk at reporting date relates to bank balances and advances

to Equity Accounted Investees. The nature of the Group’s business means that the top ten customers

account for 64.8% of total Group revenue (2025: 62.4%). The Group is satisfied with the credit quality

of these debtors and does not anticipate any non-performance.

20 Financial instruments (continued)20 Financial instruments (continued)

Integrated Annual Report 2026

117116

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

(iii) Liquidity risk
The following table sets out the contractual cash outflows for all financial liabilities (including estimated interest

payments) and derivatives:

2026

Statement

of Financial

Position

NZ$000

Contractual

cash flows

NZ$000

6 Months

or less

NZ$000

6-12

Months

NZ$000

1-2

Years

NZ$000

2-5

Years

NZ$000

More than

5 years

NZ$000

Non-derivative financial liabilities

Loans and borrowings(458,424)(473,594)(363,089)(2,486)(4,600)(103,419)0

Lease liabilities(58,061)( 107, 8 61 )(2,046)(2,043)(4,077)(12,187)( 87, 5 0 8 )

Trade and other payables(24,749)(24,749)(24,749)0000

Total non-derivative

financial liabilities

(541,234)(606,204)(389,884)(4,529)(8,677)(115,606)(87, 5 0 8 )

Derivatives

Interest rate derivatives

Cash flow hedges – outflow (2,484)(3,078)(887)(501)(738)(952)0

Cash flow hedges – inflow 3,9764,5905178501,3071,770146

Fair value hedges – outflow(1,617)(1,670)(26)(262)(879)(503)0

Foreign Exchange derivatives

Cash flow hedges – inflow97981781000

Commodity derivatives

Cash flow hedges – outflow (84)(105)(30)(75)000

Cash flow hedges – inflow 5575750000

Total derivatives(57)(90)(334)93(310)315146

Total(541,291)(606,294)(390,218)(4,436)(8,987)(115,291)(87,362)

2025

Statement

of Financial

Position

NZ$000

Contractual

cash flows

NZ$000

6 Months

or less

NZ$000

6-12

Months

NZ$000

1-2

Years

NZ$000

2-5

Years

NZ$000

More than

5 years

NZ$000

Non-derivative financial liabilities

Loans and borrowings(467,884)(489,768)(374,052)(2,605)(5,092)( 107, 7 91 )(228)

Lease liabilities(55,109)( 107, 1 1 2 )(1,880)(1,874)(3,745)(11,199)(88,414)

Trade and other payables(18,281)(18,281)(18,281)0000

Total non-derivative

financial liabilities

(541 , 274)(615,161)(394,213)(4,479)(8,837)(118,990)(88,642)

Derivatives

Interest rate derivatives

Cash flow hedges – outflow (2,533)(3,322)(380)(598)(1,058)(1,286)0

Cash flow hedges – inflow 5,6946,9116847571,6643,208598

Fair value hedges – outflow(2,154)(2,334)(267)(189)(497)(1,381)0

Total derivatives1,0071,25537(30)109541598

Total(540,267)(613,906)(394,176)(4,509)(8,728)(118,449)(88,044)

Liquidity and

funding risk

management

policies

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as and when they

fall due. The Group’s approach to managing liquidity risk is to ensure, as far as possible, that it will always

have sufficient cash and borrowing facilities available to meet its liabilities when due, under both normal

and adverse conditions. The Group’s cash flow requirements and the utilisation of borrowing facilities

are continuously monitored, and it is required that committed bank facilities are maintained

at a minimum of 10% above maximum forecast usage.

Funding risk is the risk that arises when either the size of borrowing facilities or the pricing thereof is not

able to be replaced on similar terms, at the time of review with the Group’s banks. To minimise funding

risk, it is Board policy to spread the facilities’ renewal dates and the maturity of individual loans. Where

this is not possible, extensions to, or the replacement of, borrowing facilities are required to be arranged

at least six months prior to each facility’s expiry.

The inflows/outflows disclosed in the above tables represent the contractual undiscounted cash flows relating

to derivative financial liabilities held for risk management purposes and which are not usually closed out before

contractual maturity. The disclosure shows net cash flow amounts for derivatives that are net cash-settled

and gross cash inflow and outflow amounts for derivatives that have simultaneous gross cash settlement.

(iv) Market risk

Interest rate risk

At reporting date, the interest rate profile of the Group’s interest-bearing financial assets/ (liabilities) were:

Carrying amount

2026

NZ$000

2025

NZ$000

Fixed rate instruments

Lease liabilities(58,061)(55,109)

Fixed rate bonds(98,424)( 1 97, 8 8 4)

Total(156,485)(252,993)

Variable rate instruments

Commercial papers(300,000)(175,000)

Standby Revolving Cash Advance Facility(60,000)(95,000)

Interest rate derivatives(125)1,007

Cash balances1,7358,975

Total (358,390)(260,018)

Sensitivity analysis

Interest rate movements have been applied to the Group’s variable rate debt to demonstrate the sensitivity to interest

rate risk.

If, at reporting date, bank interest rates had been 100 basis points higher/lower, with all other variables held constant,

the result would increase/(decrease) post tax profit or loss and the hedging reserve by the amounts shown below.

The effect on equity is the movement in the valuation of derivatives that are designated as cash flow hedges due to an

increase or decrease in interest rates. All derivatives that are effective as at 30 June 2026 are assumed to remain effective

until maturity. Therefore, any movements in these derivative valuations are taken to the cash flow hedge reserve within

equity and they will reverse entirely by maturity date.

The analysis was performed on the same basis for 2025.

Profit or lossCash flow hedge reserve

100 bp Increase

NZ$000

100 bp Decrease

NZ$000

100 bp Increase

NZ$000

100 bp Decrease

NZ$000

Variable rate debt (2,458)2,49700

Interest rate derivatives – paying fixed2,052(2,000)7, 2 1 8(7,549)

Interest rate derivatives – paying floating(148)14800

Total as at 30 June 2026(554)6457, 2 1 8(7,549)

Variable rate debt (1,848)1,87000

Interest rate derivatives – paying fixed1,332(1,280)8,272(8,704)

Interest rate derivatives – paying floating(720)72000

Total as at 30 June 2025(1,236)1,3108,272(8,704)

Foreign exchange risk

At reporting date, the Group’s exposure to foreign exchange risk, expressed in NZD, was as follows:

2026

EUR

NZ$000

2025

EUR

NZ$000

Foreign currency forwards

Buy foreign currency (cash flow hedges)13,0850

As shown in the table above, the Group is primarily exposed to changes in the EUR/NZD exchange rate as at 30 June

2026. The impact on equity arises from foreign forward exchange contracts designated as cash flow hedges.

If, at reporting date, foreign exchange rates had been 5% higher/lower, with all other variables held constant, the result

would increase/(decrease) the hedging reserve by the amounts shown below. Based on historical movements, a 5%

increase or decrease in the NZD exchange rate is considered to be a reasonable estimate.

The analysis was performed on the same basis for 2025.

20 Financial instruments (continued)20 Financial instruments (continued)

Integrated Annual Report 2026

119118

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Cash flow hedge reserve
2026

NZ$000

2025

NZ$000

EUR/NZD exchange rate – increase 5%(448)0

EUR/NZD exchange rate – decrease 5%4950

Market risk

management

policies

Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates,

will affect the Group’s income or the value of its holdings of financial instruments. The objective of

market risk management is to manage and control market risk exposures within acceptable parameters,

while optimising the return on risk.

The Group uses derivative financial instruments such as interest rate swaps and foreign currency options

to hedge certain risk exposures. All derivative transactions are carried out within the guidelines set out in

the Group’s Treasury Policy which has been approved by the Board of Directors. Generally, the Group

seeks to apply hedge accounting in order to manage volatility in the income statement.

Interest rate riskInterest rate risk is the risk of financial loss, or impairment to cash flows in current or future periods,

due to adverse movements in interest rates on borrowings or investments. The Group uses interest rate

derivatives to manage its exposure to variable interest rate risk by converting variable rate debt to fixed

rate debt.

The Group’s policy is to keep its exposure to borrowings at fixed rates of interest between parameters

as set out in the Group’s treasury policy.

Foreign exchange

risk

Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities

denominated in a currency that is not the functional currency of the relevant Group entity. The risk is

measured through a forecast of highly probable foreign currency expenditures. The risk is hedged with

the objective of minimising the volatility of the NZD cost of highly probable forecast property, plant and

equipment purchases.

The Group’s policy is to hedge between 0% and 50% of foreign exchange exposures for property,

plant and equipment purchases following approval from the Board for the capital expenditure, and

a minimum of 75% hedging is required at the time a supply contract is signed. The above limits apply

to foreign currency imports of capital items exceeding NZD500,000.

(v) Hedging activity

Cash flow hedges

The details of hedging instruments and hedged items for cash flow hedges are as follows:


Carrying amount

of hedging instrument

Carrying amount

of hedged item

Change in

fair value of

outstanding

hedging

instruments

NZ$000

Change in fair

value of hedged

item used to

determine hedge

ineffectiveness

NZ$000

Hedge

ineffectiveness

recognised in

profit or loss

NZ$000

Line item

in profit or

loss that

includes hedge

ineffectiveness2026

Hedging

instrument

Hedged

item

Assets

NZ$000

(Liabilities)

NZ$000

Assets

NZ$000

(Liabilities)

NZ$000

Cash flow

hedge

Interest rate

derivatives

Loans and

borrowings

3,976(2,484)0(285,000)(1,696)1,65621Finance

expense

Cash flow

hedge

Foreign

exchange

derivatives

Property, plant

and equipment

9700097(97)0Finance

expense

Total 4,073(2,484)0(285,000)(1,599)1,55921


Carrying amount

of hedging instrument

Carrying amount

of hedged item

Change in

fair value of

outstanding

hedging

instruments

NZ$000

Change in fair

value of hedged

item used to

determine hedge

ineffectiveness

NZ$000

Hedge

ineffectiveness

recognised in

profit or loss

NZ$000

Line item

in profit or

loss that

includes hedge

ineffectiveness2025

Hedging

instrument

Hedged

item

Assets

NZ$000

(Liabilities)

NZ$000

Assets

NZ$000

(Liabilities)

NZ$000

Cash flow

hedge

Interest rate

derivatives

Loans and

borrowings

5,694(4,687)0(185,000)(8,737)8,779(127)Finance

expense

Cash flow

hedge

Foreign

exchange

derivatives

Property, plant

and equipment

000082(82)0Finance

expense

Total 5,694(4,687)0(185,000)(8,655)8,697(127)

Fair value hedges

The details of hedging instruments and hedged items for fair value hedges are as follows:

Carrying amount

of hedging instrument

Carrying amount

of hedged item

Accumulated amount

of fair value hedge

adjustments on the

hedged item included

in the carrying amount

of the hedged item

Change in

fair value of

outstanding

hedging

instruments

NZ$000

Change in

fair value

of hedged

item used to

determine

hedge

ineffective-

ness

NZ$000

Hedge

ineffective-

ness

recognised

in profit

or loss

NZ$000

Line item in

profit or loss

that includes

hedge

ineffective-

ness2026

Hedging

Instrument

Hedged

Item

Assets

NZ$000

(Liabilities)

NZ$000

Assets

NZ$000

(Liabilities)

NZ$000

Assets

NZ$000

(Liabilities)

NZ$000

Fair value

hedge

Interest rate

derivatives

Loans and

borrowings

0(1,617)0(98,424)1,5760537(540)(3)Finance

expense

Carrying amount

of hedging instrument

Carrying amount

of hedged item

Accumulated amount

of fair value hedge

adjustments on the

hedged item included

in the carrying amount

of the hedged item

Change in

fair value of

outstanding

hedging

instruments

NZ$000

Change in

fair value

of hedged

item used to

determine

hedge

ineffective-

ness

NZ$000

Hedge

ineffective-

ness

recognised

in profit

or loss

NZ$000

Line item in

profit or loss

that includes

hedge

ineffective-

ness2025

Hedging

Instrument

Hedged

Item

Assets

NZ$000

(Liabilities)

NZ$000

Assets

NZ$000

(Liabilities)

NZ$000

Assets

NZ$000

(Liabilities)

NZ$000

Fair value

hedge

Interest rate

derivatives

Loans and

borrowings

0(2,154)0(97, 8 8 4)2,11604,866(4,922)(56)Finance

expense

The accumulated amount of fair value hedge adjustments remaining in the balance sheet for any hedged items that have

ceased to be adjusted for hedging gains and losses is $nil (30 June 2025: $nil).

Profile of timing

The following table sets out the profile of timing of the notional amount of the hedging instrument:

Maturity

2026

Less than

12 months

1-4

Years

4-7

Years

More than

7 yearsTotal

Interest rate derivatives

Notional amount – fixed (NZ$000)20,000270,00095,0000385,000

Average fixed rate (%)2.983.533.9003 .44

Notional amount – variable (NZ$000)0100,00000100,000

Average variable rate (%)3.844.77004 .39

Foreign exchange derivatives

Notional amount (EUR000)6,5390006,539

Average EUR:NZD forward contract rate0.500000 .50

Maturity

2025

Less than

12 months

1-4

Years

4-7

Years

More than

7 yearsTotal

Interest rate derivatives

Notional amount – fixed (NZ$000)45,000140,000205,00020,000410,000

Average fixed rate (%)2.963.293.704.153 .30

Notional amount – variable (NZ$000)0100,00000100,000

Average variable rate (%)4.014.47004 .34

20 Financial instruments (continued)20 Financial instruments (continued)

Integrated Annual Report 2026

121120

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Fair value hedgesThe Group designates as fair value hedges derivative financial instruments on fixed rate debt where the fair
value of the debt changes as a result of changes in interest rates. The carrying amount of the hedged items are

adjusted for gains and losses attributable to the risk being hedged. The hedging instruments are also measured to

fair value. The Group applies a hedge ratio of 1:1.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the

income statement, together with any changes in the fair value of the hedged asset or liability that are attributable

to the hedged risk. The gain or loss relating to the effective portion of interest rate swaps hedging fixed rate

borrowings is recognised in profit or loss within finance expenses, together with changes in the fair value of the

hedged fixed rate borrowings attributable to interest rate risk.

If the hedge no longer meets the criteria for hedge accounting, the adjustment to the carrying amount of a

hedged item for which the effective interest method is used is amortised to profit or loss over the period to

maturity using a recalculated effective interest rate.

21 Trade and other payables

2026

NZ$000

2025

NZ$000

Accounts payable24,1131 7, 7 7 5

Accrued employee benefit liabilities9,9009,288

Accruals19,66920,126

Payables due to Equity Accounted Investees and related parties636506

Total trade and other payables54,31847,69 5

Policies Trade and other payables are initially measured at fair value and subsequently measured at amortised cost.

Fair valuesThe nominal value of trade and other payables are assumed to approximate their fair values due to their

short-term nature.

22 Related party transactions

Related party transactions with related parties:

2026

NZ$000

2025

NZ$000

Transactions with Equity Accounted Investees

Services provided to Port of Tauranga Limited(4,165)(5,511)

Services provided by Port of Tauranga Limited2,8956,806

Accounts receivable by Port of Tauranga Limited154151

Accounts payable by Port of Tauranga Limited(503)(351)

Advances by Port of Tauranga Limited36,71341,089

Services provided to QM Logistics NZ Limited(9)(1)

Services provided by QM Logistics NZ Limited1,1751,335

Accounts receivable by QM Logistics NZ Limited137141

Services provided to Timaru Container Terminal Limited(3,785)(3,695)

Services provided by Timaru Container Terminal Limited43309

Accounts receivable by Timaru Container Terminal Limited046

Accounts payable by Timaru Container Terminal Limited(133)(240)

Transactions with Directors and Members of the Executive Leadership Team

Directors’ fees recognised during the period1,0831,018

Executive officers’ salaries and other employee benefits (cash settled) recognised during the period 5,6655,137

Executive officers’ share-based payments (equity settled) recognised during the period1,4081,311

Post-employment executive officers’ employee benefits recognised during the period850

Hedging reserves

The details of movements within the hedging reserve are as follows:

2026

NZ$000

2025

NZ$000

Opening balance2,3158,764

Fair value gains included in OCI(1,124)(4,385)

Reclassified to income statement – included in finance expenses(470)(4,229)

Movement in hedging reserve of Equity Accounted Investees 27(248)

Tax impact (refer to note 8)4462,413

Closing balance1,1942,315

Hedge

effectiveness

Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective

effectiveness assessments to ensure that an economic relationship exists between the hedged item and hedging

instrument.

For hedges of foreign currency purchases, the Group enters into hedge relationships where the critical terms

of the hedging instrument match exactly with the terms of the hedged item. The Group therefore performs

a qualitative assessment of effectiveness. If changes in circumstances affect the terms of the hedged item such

that the critical terms no longer match exactly with the critical terms of the hedging instrument, the Group uses

the hypothetical derivative method to assess effectiveness.

In hedges of foreign currency purchases, ineffectiveness may arise if the timing of the forecast transaction changes

from what was originally estimated, or if there are changes in the credit risk of the Group or the derivative counterparty.

The Group enters into interest rate swaps that have similar critical terms as the hedged item, such as reference

rate, reset dates, payment dates, maturities and notional amount. The Group does not hedge 100% of its loans,

therefore the hedged item is identified as a proportion of the outstanding loans up to the notional amount of the

swaps. As all critical terms matched during the year, there is an economic relationship.

Hedge ineffectiveness for interest rate swaps is assessed using the same principles as for hedges of foreign

currency purchases. It may occur due to:

• the credit value/debit value adjustment on the interest rate swaps which is not matched by the loan;

• differences in critical terms between the interest rate swaps and loans; and

• drawn liabilities that fall below the hedging amount, causing the hedge ratio to exceed 100%.

Cash flow hedgesThe Group manages its interest rate risk and foreign exchange risk by designating cash flow hedges.

The Group’s policy of ensuring a certain level of its interest rate risk exposure is at a fixed rate, is achieved partly

by entering into fixed-rate instruments and partly by borrowing at a floating rate and using interest rate swaps as

hedges of the variability in cash flows attributable to movements in interest rates.

The Group uses foreign exchange forwards to hedge its foreign exchange risk exposure in respect of highly probable

forecast transactions. The Group designates the forward rates of foreign currency forwards in hedge relationships.

The Group applies a hedge ratio of 1:1.

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

directly in the cash flow hedge reserve to the extent that the hedge is effective. To the extent that the hedge is

ineffective, changes in fair value are recognised in the income statement. The effective portion of changes in fair

value of hedging instruments is accumulated in the cash flow hedge reserve as a separate component of equity.

Amounts accumulated in equity are reclassified in the periods when the hedged item affects profit or loss, as follows:

• Where the hedged item subsequently results in the recognition of a non-financial asset (such as property,

plant and equipment), the deferred hedging gains and losses, if any, are included within the initial cost of the

asset. The deferred amounts are ultimately recognised in profit or loss as the hedged item affects profit or

loss (e.g. through depreciation).

• The gain or loss relating to the effective portion of the interest rate swaps hedging variable rate borrowings is

recognised in profit or loss within finance cost at the same time as the interest expense on the hedged borrowings..

If the hedging instrument no longer meets the criteria for hedge accounting, expires, or is sold, terminated

or exercised, then hedge accounting is discontinued prospectively. The cumulative gain or loss previously

recognised in the hedging reserve remains there until the highly probable forecast transaction, upon which

the hedging was based, occurs. When the hedged item is a non-financial asset, the amount recognised in

the hedging reserve is transferred to the carrying amount of the asset when it is recognised. In other cases,

the amount recognised in the hedging reserve is transferred to the income statement in the same period

that the hedged item affects the income statement.

20 Financial instruments (continued)20 Financial instruments (continued)

Integrated Annual Report 2026

123122

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

Management Long
Term Incentive

Plan – equity settled

(continued)

Number of share rights issued to executives:

Grant date

Scheme

end date

Right

type

Balance at

30 June

2025

Granted

during

the year

Vested

during

the year

Forfeited

during

the year

Balance at

30 June

2026

1 July 202230 June 2025EPS100,9720(44,657)(56,315)0

1 July 202230 June 2025TSR84,1430(66,304)(17,839)0

1 July 202330 June 2026EPS108,216000108,216

1 July 202330 June 2026TSR90,04700090,047

1 July 202430 June 2027EPS153,142000153,142

1 July 202430 June 2027TSR127,6190001 27,61 9

1 July 202530 June 2028EPS0113,29500113,295

1 July 202530 June 2028TSR094,4110094,411

Total LTI Plan664,1392 07, 70 6(110,961)(74,154)686,730

Fair value of share

rights granted

Share rights are valued as zero cost in-substance options at the day at which they are granted, using the

Black-Scholes-Merton model. The following table lists the key inputs into the valuation:

Grant date

Scheme

end date

Right

type

Grant date

share price

$

Risk free

interest rate

%

Expected

volatility of

share price

%

Valuation per

share right

$

1 July 202330 June 2026EPS6.215.5720.35.51

1 July 202330 June 2026TSR6.215.5720.32.93

1 July 202430 June 2027EPS4.753.8321.935.41

1 July 202430 June 2027TSR4.753.8321.932.91

1 July 202530 June 2028EPS6.793.1621.896.83

1 July 202530 June 2028TSR6.793.1621.893.18

PAYE liabilityUpon vesting of share rights, the Parent Company funds the PAYE liability and issues the net amount of

shares to executives.

24 Subsequent events

Final dividendA final dividend of 12.5 cents per share to a total of $83.031 million has been approved subsequent to

reporting date. The final dividend was not approved until after year end, therefore it has not been accrued in

the current year financial statements.

Refinancing of

Standby Revolving

Cash Advance Facility

On 27 August 2026, the Parent Company refinanced a $70.000 million tranche of its $500.000 million

Standby Revolving Cash Advance Facility. The facility's maturity date was extended from 31 December 2026

to 31 December 2029.

Draft decision on

Stella Passage consent

On 17 August 2026, the Fast-track Expert Panel released a draft decision proposing to grant all approvals

sought by Port of Tauranga Limited for its Stella Passage development, subject to conditions. The Parent

Company and other parties have been provided an opportunity to comment on the proposed conditions

before the Panel issues its final decision, which is expected in early September 2026.

The Stella Passage development comprises extensions to the Sulphur Point container berth and Mount

Maunganui wharves, together with associated reclamation and dredging works. The proposed development

is intended to increase port capacity and support future growth.

At the date these financial statements were authorised for issue, the final decision had not been received.

Accordingly, no adjustment has been made to the amounts recognised in the financial statements as a result

of this matter. The Group has capitalised $16.900 million of costs relating to the Stella Passage development

within property, plant and equipment work in progress. In light of the draft decision proposing to grant all

approvals sought, management considers there is no indication that these capitalised costs are impaired as

at the date the financial statements were authorised for issue.

Related partiesRelated parties of the Group include the Joint Ventures disclosed in note 15 and the Controlling Entity

(Quayside Securities Limited) or Ultimate Controlling Party (Bay of Plenty Regional Council).

Quayside Securities Limited owns 54.14% (2025: 54.14%) of the ordinary shares in Port of Tauranga Limited.

Quayside Securities Limited is beneficially owned by Bay of Plenty Regional Council.

Transactions with the Ultimate Controlling Party during the period include services provided to Port of

Tauranga Limited, $1.072 million (2025: $0.236 million).

In March 2013, the Ultimate Controlling Party granted Port of Tauranga Limited a resource consent to widen

and deepen the shipping channels. As a condition of this consent, an environmental bond to the value of

$1.000 million is to be held in escrow in favour of the Ultimate Controlling Party. The bond is to ensure the

remedy of any unforeseen adverse effects on the environment arising from the dredging. The resource

consent expires on 6 June 2027.

The Group has an undrawn banking facility of $50.000 million with China Construction Bank Corporation,

New Zealand Branch, which is considered a related party due to a common directorship.

No related party debts have been written off, forgiven or provided for as doubtful during the year.

Advances to Equity

Accounted Investees

The Parent Company makes advances to Equity Accounted Investees for short- to medium-term funding

purposes.

Advances to Equity Accounted Investees are as follows:

• PortConnect Limited

• Loan amount: $1.400 million

• Loan maturity: repayable on demand

• Average interest rate: 6.16% (2025: 4.195%).

• Northport Group Limited

• Loan amount: $35.313 million

• Loan maturity: 26 June 2027

• Average interest rate: 5.19% (2025: 6.090%).

Total expected credit losses against these advances total $0.112 million.

Transactions with

Directors and

members of the

Executive Leadership

Team

During the year, the Group entered into transactions with companies in which Group Directors hold

directorships. Any transactions undertaken with these entities have been entered into on an arm’s-length

commercial basis, without special privileges. These directorships have not resulted in Directors and

Members of the Executive Leadership Team having a significant influence over the operations, policies,

or key decisions of these companies. The Board of Directors have established protocols for identifying

and addressing any conflicts of interest Directors may have.

The Group does not provide any non-cash benefits to Directors in addition to their Directors’ fees.

All members of the Parent Company’s Executive Leadership Team participate in Management Long Term

Incentive Plans and may receive cash or non-cash benefits as a result of these plans (refer to note 23).

23 Management Long Term Incentive Plan

PolicyThe Group provides benefits to the Parent Company’s Executive Management Team in the form of share-

based payment transactions, whereby executives render services in exchange for rights over shares (equity

settled transactions) or cash settlements based on the price of the Parent Company’s shares (cash settled

transactions). The cost of the transactions is spread over the period in which the employees provide services

and become entitled to the awards.

Equity settled transactions

The cost of the equity settled transactions with employees is measured by reference to the fair value of the

equity instruments at the date at which they are granted. The cost of equity settled transactions is recognised in

the income statement, together with a corresponding increase in the share-based payment reserve in equity.

Management Long

Term Incentive Plan –

equity settled

Members of the Parent Company’s executive management team participate in an equity settled Long Term

Incentive (LTI) Plan. Under this LTI Plan, share rights are issued and have a three-year vesting period.

The vesting of share rights, which entitles the executive to the receipt of one Port of Tauranga Limited ordinary

share at nil cost, is subject to the executive remaining employed by Port of Tauranga Limited during the vesting

period and the achievement of certain earnings per share (EPS) and total shareholder return (TSR) targets.

For EPS share rights granted, the proportion of share rights that vests depend on the Group achieving EPS

growth targets.

For TSR share rights granted, the proportion of share rights that vests depend on the Groups TSR performance

ranking relative to the NZX50 index less Australian listed stocks.

To the extent that performance hurdles are not met or executives leave Port of Tauranga Limited prior to vesting,

the share rights are forfeited.

The share-based payment expense relating to the LTI plan for the year ended 30 June 2026 is $0.481 million

(2025: $0.767 million) with a corresponding increase in the share-based payments reserve (refer to note 17).

22 Related party transactions (continued)23 Management Long Term Incentive Plan (continued)

Integrated Annual Report 2026

125124

Notes to the Consolidated Financial Statements

For the Year Ended 30 June 2026 | Port of Tauranga Limited and Subsidiaries

The Board of Directors (“the Board”) and the executive team of Port of Tauranga
Limited (“the Port”, “the company”) believe good corporate governance is

essential to the creation, protection and enhancement of shareholder value.

The Board is committed to ensuring the company meets best

practice governance principles and maintains the highest

ethical standards in serving the interests of Port of Tauranga

stakeholders, including shareholders, employees, customers

and the wider community.

The Board is responsible for setting the company’s strategic

direction, providing oversight of its management and directing

business strategy, with the aim of increasing shareholder value.

A planned programme of meetings and strategy days gives

the Board the opportunity to share thoughts and challenge

the management team on business direction and strategy

execution. The Board examines how long-term value drivers

are being managed, including investment in assets, building

engagement with employees, iwi and the community,

satisfying customers, enhancing environmental performance,

and protecting and building the company’s reputation.

The company’s corporate governance practices adhere to

the NZX Listing Rules (NZX Rules) and guidance, including

the NZX Corporate Governance Code (updated March 2026).

The Board regularly reviews and assesses the company’s

governance structures and processes to ensure they are

consistent with best practice.

The Board’s policies and charters are available on the

governance page of the investors section of the company

website under the Investors/Governance section.

This statement was approved by the Board on 27 August 2026.

Board composition, performance and

committees

The Board has the ultimate responsibility for all decision-

making within the company. The roles and responsibilities are

set out in the Board Charter which is available on the company

website under the Investors/Governance section. The Board

Charter is reviewed at least every two years.

The Board delegates management of the day-to-day affairs

and management responsibilities of the company to the

Chief Executive and other executives to deliver the strategic

direction and goals. The specific responsibilities delegated to

executive management are recorded in the Board Charter.

The Board meets its responsibilities by meeting regularly to

receive reports and plans from management and through its

annual work programme. Committees are used to address

those areas that require detailed consideration by Directors

with specialist knowledge and experience.

The Board retains ultimate responsibility for the functions of its

committees and determines their responsibilities.

Delegated authorities establish the responsibilities devolved to

management and those retained by the Board. The delegated

authorities are subject to review and approval by the Board

annually. The Chief Executive has responsibility for the proper

exercise of and compliance with the delegation policies.

Director nominations and appointments

The Board seeks to appoint Directors with a range of skills,

perspectives, knowledge, competencies and experiences.

Quayside Holdings Limited appoints two Directors to the

Port of Tauranga Board. The Port Companies Act 1988

limits the number of directors they can appoint to two,

notwithstanding the manner of their appointment, all directors

are subject to the same statutory and fiduciary duties and are

required to exercise independent judgement and act in good faith

and in the best interests of the company and all shareholders.

The Nomination Committee assists the Board to review

Board composition, performance and succession planning

by identifying, evaluating and recommending candidates.

When considering an appointment, the committee undertakes

a thorough check of the candidate and their background.

Shareholders are notified and provided with all material

information that is relevant to the decision on whether to

elect or re-elect a Director.

A Director Tenure and Reappointment Policy applies to Board

Directors other than those appointed by Quayside Holdings.

The Chair facilitates a formal process to determine the

support or otherwise for Directors who offer themselves for

re-election. The policy establishes a nine-year or three-term

tenure for non-executive Directors, unless the Board and

shareholders support a further term.

Committed to effective

governance

Composition/independence

The Board comprises seven Directors, five of whom are

independent, including the Board Chair.

Due to managing Director succession, there may be periods

when the Board comprises eight members as a transitional

arrangement.

The Board Charter sets out the standards for assessing

director independence, which reflect the requirements of the

NZX Listing Rules. Following its annual review, the Board has

determined that Alison Andrew, Dean Bracewell, Julia Hoare, Sir

Robert McLeod and Brodie Stevens are independent directors.

Ken Shirley and Fraser Whineray, as appointees of Quayside

Holdings Limited, are not considered independent directors.

The Board has considered whether any Director derives

a substantial portion of their annual revenue from Port of

Tauranga or related subsidiary and joint venture directorships.

The Board has adopted a materiality threshold whereby such

income will generally be considered substantial if it exceeds

10% of a Director's annual revenue. As part of the Board’s

annual independence assessment, having considered this

factor together with all other relevant circumstances, the Board

concluded that the fees received do not impair those Directors'

ability to exercise independent judgement and discharge their

duties in the best interests of the company.

Julia Hoare, Brodie Stevens and Dean Bracewell serve as a Port

of Tauranga nominee director on the board of one or more joint

venture entities in which Port of Tauranga holds an ownership

interest: Ms Hoare and Mr Bracewell serve on the board of

Northport Group Limited, and Ms Hoare and Mr Stevens serve

on the board of PrimePort Timaru Limited. These appointments

gave rise to consideration of the NZX Corporate Governance

Code factor relating to a director being associated with a

significant supplier, customer or business partner of the issuer.

In determining that these appointments do not give rise to

a Disqualifying Relationship, the Board had regard to the

following matters:

• the appointments arise from, and are representative of, Port

of Tauranga’s ownership interests in Northport and PrimePort,

and form part of the exercise of the company’s shareholder

governance rights, rather than any independent commercial

relationship between the director and Port of Tauranga;

• each of the directors was originally appointed to the Port of

Tauranga Board as an independent director, and none is an

employee or executive of Port of Tauranga;

• the directors' fees received for their joint venture board

appointments are set at arm's length and do not, in the

Board's view, constitute material income such as would be

reasonably likely to influence the director's judgement;

• while Northport and PrimePort are material joint venture

investments for Port of Tauranga, the appointments do

not create an obligation on the directors to favour Port of

Tauranga's interests over those of the other shareholders in

Northport or PrimePort when acting in that capacity; and

• there is no other material relationship between the directors

and Port of Tauranga, or between Northport or PrimePort

and Port of Tauranga, that would be reasonably likely

to influence, or be perceived to influence, the directors'

judgement when acting as directors of Port of Tauranga.

Accordingly, the Board determined that these appointments do

not impair the relevant directors' ability to exercise independent

judgement in the best interests of Port of Tauranga as a whole,

and each remains an independent director for the purposes of

the NZX Listing Rules and NZX Corporate Governance Code.

Chair and director profiles

Julia Hoare is the Chair of the Board. First appointed as a

director in 2015, she was appointed as Chair in 2022. Julia

is an independent, non-executive director. The Chair’s

overarching responsibilities are to provide leadership to the

Board and to ensure the Board is well informed and effective.

More information about the role of the Chair is contained in

the Board Charter.

Director profiles are provided in the 2026 Integrated Annual

Report and on the company website: www.port-tauranga.co.nz/

about-port-of-tauranga/board-of-directors/. The profiles list

the year of appointment, skills, experience and background

of each Director, as well as their current Board appointments.

The positions of Chair of the Board and Chair of the Audit

Committee are held by independent Directors. These two

roles, and the role of Chief Executive, are all held by different

individuals. The Chair has been assessed as independent by

the Board. Directors’ current length of tenure is set out below.

0-3

years

4-6

years

7-9

years

9+

years

Independent Directors2111

Non-independent Directors2000

Board

of

Directors

Chief

Executive

External

advisors as

appropriate

Nomination

Committee

External

Audit

People and

Remuneration

Committee

Board Health

and Safety

Committee

Audit

Committee

Integrated Annual Report 2026

127126

Corporate Governance Statement

For the Year Ended 30 June 2026

Skills and experience
The Board is diverse, and Directors bring a wide range of skills

and experience to the table to the benefit of the company.

The Board has determined that, to operate effectively and

meet its responsibilities, it requires competencies in disciplines

including governance, executive leadership, financial, sector

experience, customer management, regulatory compliance,

large capital project investment, risk management, iwi,

government and stakeholder relations, technology and digital,

broad commercial acumen and sustainability.

The Board comprises five independent and two non-

independent Directors (appointed by Quayside Holdings).

While the Board has no direct control over the appointments

of the non-independent Directors, it provides the skills matrix

to the shareholder and highlights the preferred skill sets.

The Board regularly reviews the Board’s skills matrix. The most

recent review undertaken was in June 2026.

SkillCombined Board

Governance – experience including publicly

listed companies

Executive leadership – proven operating

experience as a Chief Executive or member of

senior leadership team of a large and complex

relevant business

Financial – accountancy/finance qualification

or similar experience

Sector experience – in port/shipping/supply

chain/transport

Customer management – understanding

of global importing/exporting dynamics

Regulatory compliance – including experience

with health and safety, RMA and FMA

requirements

Large capital project investment –

understanding of contract management

Risk management – ability to identify business

risks and risk mitigation strategies

Iwi, government and stakeholder liaison –

ability to assist the Chief Executive engaging

with stakeholders and government officials

(including key politicians)

Technology and digital

Broad commercial acumen

Sustainability


Substantial

experience


Moderate

experience


Some

experience

Diversity

The Board is committed to providing a workplace that

recognises and values different skills, abilities, genders, ages,

beliefs, ethnicities, and experiences. The Board is committed

to creating an inclusive workplace where all employees feel

included and valued, and to providing equal employment

opportunities, with all appointments merit-based.

The Diversity and Inclusion Policy applies to the Board,

management and all employees and sets out the philosophy,

roles, processes, and initiatives for measuring progress towards

achieving the objectives of the policy. The policy is reviewed

annually. The People and Remuneration Committee oversees

diversity and inclusion at Port of Tauranga.

Port of Tauranga is yet to reach the gender diversity targets

set for the company. The organisation’s progress is set out

on the table below. The numbers relate to Port of Tauranga’s

permanent employees, and do not include casual employees,

contractors or consultants.

The company’s objective is to target a minimum of 40%

females and 40% males holding Director, executive and

manager level positions. In 2026, the company had 19%

females and 81% males holding these positions.

The Board and management are actively working towards

closing any gaps in skills and diversity objectives.

Diversity by gender as at 30 June 2026

0

50

100

150

200

250

300

TotalPermanent

employees

ManagementExecutivesIndependent

Directors

Non-

independent

Directors

Male

Female

Non-binary

As at 30 June 2026As at 30 June 2025

No . of

female

Female

%

No . of

male

Male

%

No . of

non-

binary

Non-

binary

%

No. of

female

Female

%

No. of

male

Male

%

Non-independent

Directors*

00210000002100

Independent Directors24036000240360

Executives/senior

management**

11758300229571

Management21898200327873

Permanent employees60222197800572121279

Total

65212387900642223078

*Directors appointed by Quayside Holdings.

**Melanie Dyer, General Manager Corporate Services resigned on 29 May 2026 and her replacement Kura Poulava is due to commence in November 2026.

Director training

Port of Tauranga supports the ongoing development of

the Board. Copies of all relevant company documents are

provided to Directors and new Directors are familiarised

with the industry and company operations in an induction

programme.

Directors visit Port operations and make safety-related

inspections, and work in conjunction with the Port of Tauranga

health and safety team to align these assessments with critical

risks and ensure engagement with employees.

Performance

The Board monitors on an annual basis its effectiveness in

carrying out its functions and responsibilities.

An external consulting company is engaged biennially to

facilitate the Board’s performance evaluation, surveying Board

and executive management on a range of items including

strategy and planning, company oversight, engagement

with management, stakeholder engagement, board culture,

capability and succession planning. An external consulting

company will again be engaged to facilitate a Board

performance evaluation in FY2027.

The Board and committees annually self-review performance

against the charters.

The Chair of the Board also engages annually with individual

Directors to evaluate and discuss performance and

professional development.

Committees

Committees support the Board by providing input and detail

on specific matters and by having subject matter experts

provide specialist advice.

As at 30 June 2026, there were four formally constituted

committees – Audit, People and Remuneration, Nomination and

Board Health and Safety. Committees operate under respective

charters approved by the Board, and which set out their

mandate. The charters are reviewed at least every two years.

Each committee’s proceedings are reported back to the Board.

Audit Committee

Chair: Sir Robert McLeod KNZM

Committee members: Alison Andrew, Brodie Stevens,

Fraser Whineray. Ex-officio: Julia Hoare

The Audit Committee assists the Board in fulfilling its

responsibilities on the financial reporting process, the internal

controls and management of financial risks, and the audit

process (including assurance on regulatory requirements such

as Climate-related Disclosures). Its full list of responsibilities

is set out in the Audit Committee Charter. The committee

provides an independent reporting line for the Chief Financial

Officer and external auditors (together or separately) as the

Chair of the Audit Committee considers appropriate.

The charter requires that the committee should be of sufficient

size, independence and technical expertise to discharge its

mandate effectively. Three of the four committee members

(the majority) are independent, non-executive Directors.

The Chair of the committee is a financial expert, having held

Chair and CEO roles with Ernst & Young.

The Chair is appointed by the Board and is independent.

The Chair is not the Chair of the Board. The committee is

compliant with the other obligations imposed by NZX Rules

and the Corporate Governance Code.

The Chief Executive and Chief Financial Officer attend the

committee’s meetings by invitation.

The Chair was appointed 1 July 2024.

People and Remuneration Committee

Chair: Alison Andrew

Committee members: Dean Bracewell, Julia Hoare, Doug

Leeder*/Ken Shirley*

*Doug Leeder retired from the Board effective 1 April 2026, and Ken Shirley

was appointed 1 April 2026.

The People and Remuneration Committee oversees

remuneration policies and practices, executive remuneration

packages, diversity and inclusion progress and succession

planning. The committee approves performance criteria

for the Chief Executive and recommends to the Board

incentive payments or other adjustments. The committee also

reviews Board remuneration, which is subject to Board and

shareholder approval.

The committee engages independent, external experts to

provide benchmarking to an agreed comparison group when

reviewing both Director fees and executive remuneration.

The committee charter states the committee shall comprise

at least three members, each of whom are non-executive and

independent of management. The committee is compliant

with these requirements.

The Chief Executive and General Manager Corporate Services

attend the committee’s meetings by invitation.

The Chair is an independent Director and was appointed 23

October 2022.

128

Integrated Annual Report 2026

129

Corporate Governance Statement

For the Year Ended 30 June 2026

Nomination Committee
Chair: Julia Hoare

Committee members (full Board): Alison Andrew,

Dean Bracewell, Doug Leeder*/Ken Shirley*,

Sir Robert McLeod KNZM, Brodie Stevens, Fraser Whineray

*Doug Leeder retired from the Board effective 1 April 2026, and Ken Shirley

was appointed 1 April 2026.

The Nomination Committee reviews Board composition,

performance and Director succession planning. Its authority,

duties and responsibilities are set out in the Nomination

Committee Charter.

The Nomination Committee also develops the appropriate

process for evaluating the performance of the Board, its

committees and the Chair. It makes determinations on an

ongoing basis on the independence status of all Directors in

accordance with the NZX Corporate Governance Code.

The Chair of the Nomination Committee is an independent

director.

The Committee ensures letters of engagement setting out the

terms and conditions of their appointment are in place.

The Company Secretary attends the committee’s meetings by

invitation.

The Chair was appointed 30 July 2022.

Board Health and Safety Committee

Chair: Dean Bracewell

Committee members: Julia Hoare, Brodie Stevens

The Board Health and Safety Committee assists the Board in

gaining an in-depth understanding of the organisation’s health

and safety management systems, risk profiles and practices.

The committee meets at least quarterly and reviews strategic

health and safety initiatives, improvement plan advancement,

as well as deep dives into critical risk management followed

by in-field assurance reviews. This allows the committee to

evaluate key objectives and related action plans, assess risk

control effectiveness, and experience workplace culture

through worker engagement.

All members are independent, non-executive directors.

The Chief Executive, General Manager Health and Safety,

and health and safety representatives attend the committee’s

meetings by invitation.

The Chair was appointed 1 July 2023.

Meetings attendance

The Board holds seven meetings a year. One of those meetings

is typically focused on reviewing the company’s annual

business plan and budget, and at a separate meeting the long-

term strategic plan is considered. The Board also meets with

senior executives to consider matters of strategic importance.

At the company’s Annual Meeting held on 31 October 2025,

all the current Directors at the time were in attendance. The

usual number of committee meetings is three for Audit, four

for People and Remuneration, one for Nomination and five

for Board Health and Safety. Other meetings may be held

as required to carry out committee responsibilities. Each

committee reports to the Board following each meeting.

Details of attendance at Board and committee meetings during

the year ending 30 June 2026 are set out below.

Director

BoardAuditPeople and RemunerationNominationBoard Health and Safety

Number of

meetingsAttended

Number of

meetingsAttended

Number of

meetingsAttended

Number of

meetingsAttended

Number of

meetingsAttended

Ms A M Andrew77334433

Mr D J Bracewell771443344

Ms J C Hoare7733443344

Mr D W Leeder553322

Sir Robert McLeod KNZM7733331

Mr F S Whineray7733331

Mr J B Stevens7633 3344

Mr K Shirley221111

Note:

– The above table covers the period of the financial year from 1 July 2025 to 30 June 2026.

– Mr Scott Campbell, a Future Director until 31 March 2026, is not included in the above data.

– Mr Leeder retired 1 April 2026.

– Mr Shirley appointed 1 April 2026.

Ethical behaviour

Code of Ethics

The Code of Ethics outlines the ethical and behavioural

standards expected of Directors, management and

employees in relation to conduct, conflicts, proper use

of assets and information.

Every new Director, manager and employee is provided with

a copy of the Code of Ethics and must confirm that they have

read and understand the Code of Ethics. The Code of Ethics

is also available on the company’s website under Investors/

Governance. Regular training on ethics and on aspects of the

Code of Ethics is undertaken. Training is completed via online

learning module or facilitated sessions.

The Code of Ethics is reviewed at least every two years.

The Protected Disclosures – Whistleblowing Policy sets out

the procedure for reporting concerns regarding a breach of

the Code of Ethics, or any other serious wrongdoing within

the company.

The Fraud and Corruption Policy aims to prevent, detect

and respond to fraudulent, corrupt or dishonest conduct.

The procedure for advising the company of suspected

breaches is outlined in each of the policies. The company

also has a third-party confidential reporting hotline which

can be used for anonymous reporting. Reports are referred

to the company’s Ethics Committee for investigation. The

Ethics Committee comprises the General Manager Corporate

Services, the General Manager Communications and the

Risk Specialist.

No breaches of the Code of Ethics were identified during

the year.

The Board has an Insider Trading Policy which sets out the

procedures that must be followed by Directors, executives

and any other employees with inside information when

purchasing or selling company shares. The policy is available

on the company’s website under Investors/Governance.

It is not a requirement of appointment that Directors own

shares in the company. However, Directors are encouraged

to do so. Directors’ and executives’ ownership interests are

disclosed below.

The Code of Ethics, Protected Disclosures – Whistleblowing

Policy, Insider Trading Policy, and Fraud and Corruption Policy

are available on the company’s website under Investors/

Governance.

The review cycle for each policy is stated at the end of each policy.

Interests register

The matters set out below were recorded in the interests

register of the company during the financial year.

General notice of interest by Directors

As at 30 June 2026:

DirectorInterestEntity

Alison Moira Andrew

Director (Independent)

Tilt Renewables Pty Ltd

Dean John BracewellChairProperty for Industry Limited

DirectorAir NZ Limited

Director (to 11 November 2025)Halberg Trust

Director Northport Group Limited and subsidiaries

Director/ShareholderAra Street Investments Limited

Director/ShareholderDean Bracewell Limited

ShareholderFreightways Limited

Julia Cecile HoareChairAuckland International Airport Limited

ChairNorthport Group Limited and subsidiaries

DirectorMeridian Energy Limited

DirectorPort of Tauranga Trustee Company Limited

DirectorPrimePort Timaru Limited

Member (1 October 2025)AICD ASX Chairs’ Forum

MemberChapter Zero New Zealand Steering Committee

Douglas William Leeder

(to 1 April 2026)

Chair (to 1 April 2026)Bay of Plenty Regional Council

Sir Robert Arnold McLeod KNZMChairNati Growth Limited and subsidiaries

ChairSanford Group and subsidiary

DirectorChina Construction Bank (New Zealand) Limited

Director Clime Asset Management Limited

DirectorPoint 76 Limited

DirectorPoint Guard Limited

DirectorPoint Seventy Limited

DirectorPorou Miere Limited

DirectorSingita Holdings Limited

DirectorSingita Investments Limited

DirectorSingita Properties Limited

DirectorVCFA Limited

131130

Integrated Annual Report 2026

Corporate Governance Statement

For the Year Ended 30 June 2026

DirectorInterestEntity
Kenneth Lex Shirley

(from 1 April 2026)

ChairRegional Transport Committee

CouncillorBay of Plenty Regional Council

John Brodie StevensChair and TrusteeMaritime Retirement Scheme

ChairFliway Group Limited

Director and TrusteeMaritime Retirement Scheme Nominees Limited

Director Eastland Airport Limited

Director Eastland Investment Properties Limited

DirectorEastland Port Limited

DirectorNZ Post Limited

DirectorPrimePort Timaru Limited

TrusteeMaritime KiwiSaver Scheme

Fraser Scott WhinerayDirector (Independent)

(from 23 March 2026)

TenPeaks Data Centres Limited

Director (Independent)

(to 30 June 2026)

AgriZero, Centre for Climate Action

DirectorQuayside Holdings

DirectorWaste Management NZ Limited and subsidiary and associated entities

Directors’ loans

There were no loans by the company to Directors.

Directors’ insurance

The company has arranged policies of Directors’ liability

insurance which, together with a Deed of Indemnity, ensures

that generally Directors will incur no monetary loss as a result

of actions undertaken by them as Directors. Certain actions are

specifically excluded, such as the incurring penalties imposed

as a result of breaches of the law.

Supplier Code of Conduct

Companies operating at Port of Tauranga are expected to abide

by all relevant legislation and regulations, including the Health

and Safety at Work Act. Policies and procedures are listed on the

company website under Investors/Governance, and operating

rules are listed on the company website www.port-of-tauranga.

co.nz/health-and-safety/procedures-and-compliance/.

In addition, suppliers and subcontractors are required to meet

the expectations outlined in the Supplier Code of Conduct

regarding their social, environmental and ethical business

practices. The code addresses business integrity, health and

safety, labour and human rights (including modern slavery),

protection of the environment and sustainability.

Reporting and disclosure

Port of Tauranga is committed to promoting investor confidence

and trust by providing robust, accurate and complete information

in a timely and open manner, in accordance with NZX Rules,

and to ensure that trading in its shares takes place in an efficient,

competitive and informed market. This commitment is supported

by a Continuous Disclosure and Communications Policy, available

on the company website under Investors/Governance.

Procedures for determining whether or not information is

material, whether or not it requires disclosure to NZX and who

may approve the form of market release are set out in the

policy. The company’s Chief Financial Officer and Company

Secretary are responsible for ensuring the timely release of

information to the market. Port of Tauranga Limited undertakes

to notify the market immediately through the NZX of any

material information and abide by any NZX guidance as to

whether a trading halt may be required.

Directors formally consider at each Board meeting whether there

is relevant material information that should be disclosed to the

market. All employees of Port of Tauranga Limited are responsible

for reporting immediately to the Chief Executive and Chief

Financial Officer any information that is, or is likely to be, material.

Any announcements are published on Port of Tauranga’s

website (www.port-tauranga.co.nz) and disseminated through

broadcast emails and media releases.

Port of Tauranga has a proactive investor relations programme to

facilitate effective two-way communication with investors. The

company aims to build strong relationships with its shareholders

and investors based on integrity, transparency and trust. Twice-yearly

information sessions for analysts and investors are held after results

are released, and briefings are held at other times during the year.

Investors are also able to tour the port following the Annual Meeting

each year, or during the public port tours held in January and July.

Comprehensive financial and non-financial disclosures are

published in the company’s Integrated Annual Report, including

Port of Tauranga’s material exposure to environmental, economic,

and social sustainability risks and other key risks. Shareholders can

elect to receive an electronic or hard copy of Port of Tauranga’s

Integrated Annual Report. The company encourages investors

to support its commitment to the environment by opting for

electronic communications.

The company describes its carbon emissions profile in

a greenhouse gas inventory report, which is audited externally.

Highlights from this report are disclosed in the company’s

Integrated Annual Report and Climate-related Disclosures Report.

Control transaction protocols

The Board has documented and adopted a series of protocols

to be followed in the event of a control transaction being

initiated, including communication between insiders and

any bidder. A Control Transaction Committee of Directors

independent of the bidder and any substantial shareholders of

the company would be formed and would have responsibility

for managing the control transaction in accordance with the

Board protocols and the New Zealand Takeovers Code.

Access to advice and Company Secretary

Directors may access such information and seek such

independent advice as they consider necessary or desirable,

individually or collectively, to fulfil their responsibilities and

permit independent judgement in decision-making. They are

entitled to have access to the auditors without management

present and, with the Chair’s or Audit Committee Chair's

consent, seek independent professional advice at the

company’s expense.

The Company Secretary is Simon Kebbell, Chief Financial

Officer. The Company Secretary is accountable to the Board,

through the Chair, on all governance matters. The Company

Secretary is responsible for organising meetings, preparing

agendas, taking minutes of the Board meetings and ensuring

that the statutory functions of the Board and the company

are appropriately dealt with. All Directors have direct access

to the Company Secretary.

Risk management

The Board and executive team recognise risk management as

an integral part of good management practice and an essential

component of good governance. Risk management adds

value to the operations of the company by identifying and

mitigating events and threats that would otherwise impede

the achievement of our objectives and/or the continued

effectiveness of the company’s service to customers

and communities.

The company’s Enterprise Risk Policy:

• Establishes enterprise-wide commitment and responsibility

for risk management

• Promotes a risk-aware culture where all employees

understand and proactively manage risks to achieve

corporate objectives, protect people, assets and the

environment, and to ensure the Port has sustainable

financial earnings

• Establishes a systematic and structured approach to

integrate risk management into all of the Port’s activities,

including governance, decision-making and reporting.

The company’s comprehensive risk management programme

comprises a series of processes and guidelines that enable

it to identify, assess, monitor and manage business risk. The

programme is overseen by the Board and includes monitoring

the company’s compliance with laws and regulations and a

robust IT risk assessment process which includes penetration

testing and cyber monitoring. The risk management

programme is supported by:

• A robust risk governance framework

• A strong and experienced management team

• A risk identification framework and tools, including

a company risk register

• An annual external specialist risk advisor review and support

• Adequate external insurance cover, reviewed annually

• Internal audit practices.

The Board considers the identification, understanding and

control of core risks to be a whole-of-Board function. As

such, it is not delegated to the Audit Committee but regularly

reviewed by all Directors.

Regular reviews are designed to establish an integrated and

forward-looking perspective of the company’s risk landscape

including the internal and external environment, changes in

likelihood and consequence ratings, and the business unit

risk profiles. Both specific risks and any broader linkages are

considered.

The Chief Executive is responsible for promoting proactive

risk management, reporting to the Board, and managing any

changes to the rating of the enterprise risk. The Chief Financial

Officer is responsible for providing and management of the

risk framework.

The significant risks described below have the potential

to impact on the company's ability to achieve the company's

growth and business objectives and create value in the

short, medium or long-term. They reflect the material issues

identified by the company's stakeholders.

133132

Integrated Annual Report 2026

Corporate Governance Statement

For the Year Ended 30 June 2026

Significant risks
DescriptionPotential consequenceMitigation strategies and key controls

Failure to access

critical systems

• Exploitation through cyber-

attacks, resulting in disruption to

operations.

• Compromised sensitive or

private data.

• Financial losses, reputational

damage, or safety compromise.

The Port continues to invest in the resilience and security of its

technology environment. Enhanced cyber security capabilities,

combined with a strengthened IT team, improved monitoring,

and mature access controls, have increased the company's ability

to safeguard critical systems, maintain operational continuity, and

respond effectively to evolving cyber threats

Health, safety

and wellbeing

• The company operates in

a complex multi-person

conducting a business

or undertaking (PCBU)

environment, where the ability

to control, direct or influence

depends on the status of

relationships.

• While the Port has established

comprehensive health and

safety practices, there is still the

possibility that workers may be

exposed to serious harm while

undertaking their roles.

• An incident may negatively

impact on the company's

reputation or brand (even if it is

not a company worker).

Leadership and engagement

• Sector leadership – Port Industry Health and Safety Leadership

Group and Port Industry Association.

• Board Health and Safety Committee with employee and contractor

PCBU involvement.

• Executive team responsiveness and commitment to health and

safety.

• Regular and consistent health and safety communications and

messages.

• Strong proactive employee engagement via internal Safety

Committee, Port Users’ Health, Safety and Environment Forum,

and use of Learning Teams.

• Safety Committee representative engagement and development.

• Maintaining relationships and collaborating with key contractors,

regulators and industry bodies.

• Internal training in safety procedures results in qualified well-trained

employees and contractors.

Ongoing critical risk assessments, review and assurance

programmes, including, inter alia:

• On-site critical control verification of operational activities (Board,

senior management team, and employees), including multi PCBU

joint critical risk reviews.

• ‘High Potential Event’ Learning Team finding reviews.

• Bowtie deep dives into all critical risks.

• A regular external review (audit) of health and safety practices and

Board, manager and worker participation (SafePlus).

Contractor management

• Legally compliant contractor engagement and management

system.

• External independent contractor prequalification process.

• Contract manager development programme.

• Development of contractor management support material.

• Reviewed and enhanced authority to work permit process.

• Enhanced digital contractor assurance tools.

Ship collision or

grounding

• Asset infrastructure damage and

significant business disruption.

• Closure of the shipping

channel causing disruption to

commercial and recreational

activity.

• Potential harm to people in the

event of a collision.

A routine survey and dredging programme

• Annual maintenance dredging.

• Quarterly survey programme, as well as surveys after major

weather events.

Administrative controls

• Matrix of Permitted Operations outlines well defined shipping

parameters, beyond which all marine operations cease, including

wind, swell and tidal flows condition parameters. This is supported

by detailed forecast models and real time measurements.

• Marine operations are managed through the Navigational Safety

Management System which is governed by the Port and Harbour

Safety Code and administered by the Harbourmaster.

• The Vessel Arrival Information System (VAIS) requires vessels to

declare, amongst others, non-functional equipment, main engine

deficiencies, port state control detentions, condition of class, and

repairs requested to be conducted whilst in port or at anchor.

Towage capacity

• The Port’s current towage capacity enables the handling of big

ships within harbour limits. There is also a back-up tug available.

• Tugboat escort protocols for arriving and departing vessels.

Training

• Effective and focused training for pilots and tugboat operators.

Highly trained and experienced marine team.

DescriptionPotential consequenceMitigation strategies and key controls

Social licence

to operate

• Stakeholders’ concerns about

the environment, linked to the

way the Port operates in the

natural environment.

• Stakeholders’ perception that

there is insufficient engagement

with the wider community.

• Consequences of impact on the

company brand and reputation

and finances.

• Protests, boycotts, or

community opposition can lead

to disruptions in operations or

harm to the company's people.

Environmental stewardship

• The measurement of the company’s carbon footprint and

management of climate-related risks and opportunities.

• Monitor and ensure compliance with the environmental standards

the Port sets for operations within its boundaries.

• Increased air quality monitoring and improved use of technology

to reduce dust.

• Stormwater management activities such as increased log yard

sweeping, debarking, treatment facilities and resourcing.

Authentic and constructive engagement

• Formal and informal engagement and collaboration with the

community including the councils, various community groups,

education institutions, iwi and other interest groups.

• Maintain collaborative relationships with port users including

lessees, customers and suppliers, and ensure all operating

requirements are understood and complied with.

Communication

• Undertake proactive communication across a range of channels,

including social media, to inform all stakeholders about

improvements and other community activities the Port undertakes.

• An annual community sentiment survey which measures the

impact of community initiatives and helps identify the needs,

interests and expectations of stakeholders in the community.

• A biennial materiality assessment highlights the issues that are

a priority for the company's stakeholders.

Community support

• Conservation enhancement projects in place through the Ngā

Mātarae Charitable Trust.

• Sponsorship strategy to align opportunities to support local

community activities, including biodiversity initiatives.

Legal and regulatory

risk

• Government (national, regional

or local) actions negatively

influence or restrict operations,

e.g. significant changes to labour

laws or resource management

laws and regulations.

• Failure to comply with regulatory

requirements may result in legal

action, financial penalties and

restrict operations.

• Any potential legislative change

that may arise because of the

Government’s Upper North

Island Supply Chain or other

strategies.

Compliance

• Annual compliance review and awareness.

• Use of specialist legal services when required.

• Skilled and expert workforce knowledgeable about

regulatory requirements.

• Maintain collaborative and constructive relationships with company

employees and the unions that represent them.

Industry engagement and strategic partnerships

• Active participation in key industry associations such as the Port

Chief Executive Forum and Port Industry Association supports

collaboration on shared challenges and advancement of sector-

wide strategic objectives.

• Membership in Business NZ’s Major Companies Group connects

the Port to a national network of major businesses, offering a

platform to engage in policy and economic discussions that shape

the business environment.

• Involvement with the NZ Initiative provides access to independent

policy research, thought leadership, and networking opportunities

with influential business and political leaders.

These connections strengthen the Port’s ability to respond to

industry developments, contribute to informed dialogue, and

enhance strategic decision-making without implying influence over

government policy.

Regular and meaningful engagement with legislative and

regulatory authorities

• Maintain strong relationships with all levels of government

and the regulators to build relationships and promote

transparency, respect and cooperation.

135134

Integrated Annual Report 2026

Corporate Governance Statement

For the Year Ended 30 June 2026

DescriptionPotential consequenceMitigation strategies and key controls
Key infrastructure

resilience

Factors such as a significant

natural disaster, weather events,

deterioration, and accidents

may lead to the loss of critical

port infrastructure. This could

result in significant disruptions in

port operations, severe financial

impact, and damage to reputation,

ultimately affecting the national

supply chain and economy.

Asset management plans

• For all critical infrastructure, asset management plans are in place,

with clearly assigned roles and responsibilities and design standards

to ensure maximum benefit and support of strategic objectives.

Automated system controls

• Automated and system controls to prevent overloading.

Condition assessments and resilience assessments.

• Regular condition assessments are completed for all critical

infrastructure to ensure that any issues are identified and

addressed promptly.

• Resilience assessments for adverse weather conditions or

vulnerability to climate change.

Emergency and crisis management plans

• Emergency response and crisis management plans are in place.

• Business continuity plans ensure that critical assets are recovered

within acceptable recovery timeframes.

Insurance

• Material damages and business interruption insurance.

Planned maintenance

• Planned maintenance protocols are in place for all critical

infrastructure. This ensures maximum availability/minimum

downtime and longer asset life.

Standard Operating Procedures (SOP)

• Standard Operating Procedures to ensure that the risk of

potential damage to cranes and wharves is mitigated.

Climate change/

natural disaster event

• The loss of key infrastructure,

physical operations or IT systems

due to a natural disaster event.

• Inability to deliver Port services,

causing backlog and supply

chain disruptions.

• Potential loss or displacement

of employees.

Climate response and preparedness

• Measurement and management of the Port’s climate-related

physical risks and opportunities, and transition risks and

opportunities, as outlined in the Port’s annual Climate-related

Disclosures Report.

• Development and implementation of a climate change transition plan.

Business resilience

• Business continuity and crisis management planning including

regular simulations and testing of the Port’s response capability

are undertaken.

• IT disaster recovery capability, including back-up generation,

is in place.

• Insurance protection reviewed and updated annually.

• Civil Defence response, support and assistance are provided.

Commercial and

business risks due to:

• global economic

or geopolitical

situations

• global pandemics/

health crises

• disrupted supply

chain

Exposure to international market

dynamics beyond control of the

Port: trade protectionism, other

geopolitical situations and global

pandemics/health crises impacts

on demand, commodity cycles,

and exchange rate volatility creates

uncertainty, potentially affecting key

exports and/or imports.

Diversification and long-term resilience

• Port of Tauranga's broad mix of cargo types and markets ensures

that a downturn in one area can often be offset by strength in

another, supported by proactive efforts to attract new customers

and facilitate trade with emerging markets.

• Long-term contractual relationships with key partners provide a

degree of insulation from sudden trade disruptions.

• Earnings from subsidiaries and associates contribute to a diversified

revenue base, enhancing the company's ability to absorb volatility

and maintain supply chain continuity.

Continuous monitoring and response

• The global situation is monitored, and action can be taken

at relatively short notice.

• The company's business model has inherent flexibility at group

level.

• Business continuity and crisis management plans are

in place and regularly tested.

DescriptionPotential consequenceMitigation strategies and key controls

Human capital

and culture

Without ongoing focus on

leadership, culture, and employee

engagement, there is a risk

of declining morale, reduced

productivity, and higher employee

turnover. A lack of strong industrial

relationships could lead to

workplace disruptions, while poor

recruitment practices may weaken

team dynamics and undermine

diversity and inclusion goals. Failing

to listen to employee feedback

or address emerging cultural

issues early can erode trust, limit

innovation, and ultimately impact

the organisation’s ability to deliver

on its strategic objectives.

Developing strong leaders

• The company's leadership programme encourages openness,

empathy, and curiosity – helping leaders create supportive,

people-focused teams.

Shaping our culture

• The company is fostering a culture where everyone feels safe

to speak up, work across teams, and contribute to continuous

improvement.

Listening to the company's people

• Regular engagement surveys help us understand how our people

are feeling and where we can do better.

Working together

• The company values strong, constructive relationships with unions

and continues to build trust through the company's High-Performance

High-Engagement approach.

Hiring for the future

• The company is intentional about bringing in people who will

help grow a positive culture and support our diversity and

inclusion goals.

Learning from feedback

• Tracking and reviewing complaints helps the company identify

and respond to areas that need attention.

Key supplier and

customer relationships

A disagreement in commercial

and/or other terms may result in the

loss of benefits realised from these

relationships, potentially leading

to major impacts on the Port's

operations and growth strategy.

Customers

Capital dredging and maintenance

• Ongoing dredging ensures the Port remains competitive

by accommodating larger vessels.

Long-term customer relationships

• Strong, enduring partnerships with key customers underpin stability

and future growth.

Performance monitoring

• Continuous tracking of operational metrics supports efficiency,

reliability, and customer satisfaction.

Suppliers

Contractual agreement

• Clear contracts define mutual responsibilities and performance

expectations.

Stakeholder engagement

• Ongoing, open communication with suppliers ensures alignment

and swift issue resolution.

Meeting climate change

expectations

Because of POTL’s demonstrated

commitment to addressing climate

change risks and opportunities,

there is a risk of missing (or

exceeding) market and stakeholder

expectations on climate change,

which may result in significant

impacts to investor and stakeholder

confidence, financial performance

and reputation.

Climate Risk Integration into Enterprise Risk Management (ERM)

• Climate risks and opportunities have been incorporated into the

Port's risk management framework and governance processes,

ensuring regular review and escalation.

Climate-related Disclosures and Annual Reporting

• Regular communication of climate performance, climate-related

disclosures, sustainability reporting and materiality assessments

supports transparency with investors and stakeholders.

Stakeholder and Investor Communication Programme

• Ongoing communication of climate change response, regulatory

compliance and transition planning initiatives to investors and

other stakeholders.

Health and safety

The progressive improvement of health and safety

performance is a key Board and management objective, to

ensure the company conducts its operations in such a way

as to protect the health and safety of all employees of the

company and its subsidiaries, contractors, the public and

visitors, in its work environment.

While the Board has delegated day-to-day responsibility for the

implementation of health and safety standards and practices to

management, the Board provides oversight and direction while

ensuring appropriate resources are available to employees to

conduct their work safely. The Board is committed to ensuring

the company provides sufficient, competent resources and

effective systems at all levels of the organisation to enable it to

fulfil its commitment to employees, customers, shareholders

and stakeholders.

137136

Integrated Annual Report 2026

Corporate Governance Statement

For the Year Ended 30 June 2026

Remuneration
Message from the Chair of the People and

Remuneration Committee

I am pleased to present the FY2026 Remuneration Report

on behalf of the People and Remuneration Committee. This

report outlines Port of Tauranga’s remuneration framework

and approach for the Chief Executive, Executive Leadership

Team, Directors and employees across the organisation.

Philosophy and approach

Port of Tauranga’s remuneration strategy is designed to attract,

retain, and motivate high-performing leaders and employees

who contribute to the achievement of the company’s strategic

objectives and the creation of long-term shareholder value.

Our performance-based remuneration framework rewards

the achievement of key business outcomes and individual

performance, while ensuring remuneration remains

competitive with comparable organisations of similar size and

performance. The framework provides executives with the

opportunity to receive total remuneration between the market

median and the upper quartile for comparable roles.

Chief Executive remuneration

The Board obtained independent external remuneration

advice in relation to the Chief Executive and approved a

total remuneration increase of 3.5% for FY2026. No material

changes were made to the Chief Executive’s employment

agreement during the reporting period.

Historical Long-Term Incentive (LTI)

remediation

During the year, the Board approved remediation payments

totalling $337,713 to 10 executives (including three former

executives) following the identification of a historical error in

the comparator groups used in the calculation of the relative

Total Shareholder Return (rTSR) performance measure for

Performance Share Rights (PSRs).

Following identification of the issue, the relevant vesting

outcomes were recalculated by management and subject

to further procedures by KPMG. The remediation payments

reflected the corrected entitlements, and the matter has now

been fully resolved.

Long-Term Incentive (LTI) hurdle changes

During the current financial year, the vesting conditions

for management long-term incentives were strengthened.

Earnings per share (EPS) rights will now only vest where the

company achieves a minimum three year compound annual

EPS growth rate of 3.5%.

On behalf of the Committee, I thank the company's

shareholders for their continued support of Port of Tauranga.

We look forward to continuing to deliver sustainable long-term

value and sharing in the company’s future success.

Ngā mihi

Alison Andrew

Chair

People and remuneration governance

The responsibilities and processes of the Committee are

described on page 129-130 of the Corporate Governance

section. The internal governance policies that provide context

for the remuneration outcomes and People and Remuneration

Charter are available to view on the company website under

Investors/Governance.

Directors’ remuneration

Non-executive Directors receive remuneration paid in the form

of Directors’ fees as determined by the Board. Setting fees

is subject to periodic review and independent expert advice

against comparable size and performing companies. The

Director Fee Policy is to set Director fees to around the median

of this market. The Remuneration Committee considers

Directors’ fees annually and recommends adjustments to the

Board. The last external review was undertaken in April 2025

and reviews are planned to be undertaken biennially.

The aggregate pool of fees able to be paid to Directors

is subject to shareholder approval. An increase to the pool

was approved at the Annual Meeting on 31 October 2025

and is now set at $1,231,500.

Port of Tauranga meets Directors’ reasonable travel and other

costs associated with the business.

Port of Tauranga Directors’ fees are:

Designation

Directors’ fees

$

Chair235,000

Directors110,000

Audit Committee Chair30,000

Audit Committee member15,000

People and Remuneration Committee Chair25,000

People and Remuneration Committee member12,500

Board Health and Safety Committee Chair25,000

Board Health and Safety Committee member12,500

The Board Chair receives Board chair fees only and attends all

Committee meetings. Other Directors receive committee fees

in addition to their Board fees.

No fees are paid to the Nomination Committee.

Directors’ fees received during FY2026 were:

Director

Board

$

Audit

$

People and Remuneration

$

Board Health and Safety

$Total 2026

Ms A M Andrew110,00015,00025,000150,000

Mr D J Bracewell110,00012,50025,000147,500

Ms J C Hoare235,000235,000

Mr D W Leeder*82,5009,37591,875

Sir Robert McLeod KNZM110,00030,000140,000

Mr F S Whineray110,00015,000125,000

Mr J B Stevens110,00015,00012,500137,500

Mr K L Shirley**27,5003,12530,625

Total895,00075,00050,0003 7, 5 0 01,057,500

*Mr D W Leeder (retired 1 April 2026).

**Mr K L Shirley (appointed 1 April 2026).

Remuneration paid to Directors in their capacity as Directors

of Port of Tauranga Limited subsidiaries during the year are:

DirectorSubsidiary

Fees

$

Ms J C HoareNorthport Group Limited (Chair)111,000

Mr D J BracewellNorthport Group Limited (Director)45,500

Ms J C HoarePrimePort Timaru Limited (Director)42,000

Mr J B StevensPrimePort Timaru Limited (Director)42,000

Total240,500

Any fees paid to Port of Tauranga permanent employees who

are appointed as Directors of joint ventures are paid to the

company, not the individual.

Non-executive Directors do not participate in performance-

based remuneration, or any share-based incentive scheme

and are not entitled to receive a retirement payment.

Non-executive Directors are encouraged to be shareholders

but are not required to hold company shares. Details of

Directors’ shareholdings are listed on page 145.

Executive remuneration

Port of Tauranga’s remuneration framework is designed to

support a high-performance culture and aligns rewards with

the delivery of sustainable long-term value for shareholders.

Port of Tauranga’s remuneration philosophy focuses on

attracting, retaining, and motivating talented employees

across all levels of the organisation. It is based on practical

guiding principles and a framework that promotes consistency,

fairness, and transparency. The guiding principles include:

• Providing clear alignment with company values, culture,

and strategy

• Supporting the attraction, retention, and motivation of

employees

• Being clear, fair, equitable and flexible

• Reflecting market conditions

• Recognising individual competence and performance

• Recognising team and company performance and the

creation of shareholder value.

As required by the Companies Act 1993, this report discloses

the number of employees (excluding Directors) who received

remuneration and any other benefits with a total value of

$100,000 or more, reported in bands of $10,000 during the

financial year.

Executive Remuneration Policy

Through the People and Remuneration Committee, the Board

establishes policies and practices for executive remuneration.

The Executive Remuneration Policy sets the framework for the

remuneration of the Chief Executive and six senior executives

who are direct reports to the Chief Executive. The Policy is

available on the website under Investors/Governance.

Port of Tauranga’s remuneration for the Chief Executive and

nominated executives provides the opportunity to receive,

where performance merits, a total remuneration package in

the median to upper quartile for equivalent market-matched

positions.

Total remuneration is made up of three components: fixed

remuneration, a short-term incentive (STI) and a long-term

incentive (LTI). Both incentives are at risk, with outcomes

determined by performance against a combination of agreed

financial and non-financial objectives.

CashEquity

Fixed

remuneration

Short-term

incentive

Long-term

incentive

Reviewed

biennially

Set

annually

Offers made

annually covering a

three-year period

Fixed remuneration

Fixed remuneration is determined in relation to the market for

comparable sized and performing companies.

The People and Remuneration Committee reviews and

approves proposed remuneration packages for the executive

team. Remuneration for all other employees is determined and

reviewed by managers in accordance with the Remuneration

Policy and framework.

Fixed remuneration includes base salary and a range of benefit

options that can be selected within the overall package.

Port of Tauranga policy is to pay fixed remuneration around

the median of its peer group. Adjustments are not automatic

and are determined based on performance.

Fixed remuneration is reviewed annually, with independent

market benchmarking undertaken every two years. The most

recent benchmarking review was completed in 2025, with next

scheduled for 2027.

139138

Integrated Annual Report 2026

Corporate Governance Statement

For the Year Ended 30 June 2026

Short-term incentives
The Chief Executive and nominated executives participate

in Port of Tauranga’s short-term incentive (STI) scheme on

an annual basis.

STIs are at-risk payments linked to the achievement of

company financial and safety targets, as well as individual

strategic objectives tailored to each role. They are designed

to motivate and reward for performance in that financial

year. The target value of the STI is set as a percentage of the

fixed remuneration. For the 2026 financial year, the Chief

Executive’s at-target STI was set at 50% and for all nominated

executives the target was set at 40%.

Potential STI payments are awarded entirely at the discretion

of the Board.

For the 2026 financial year, the Chief Executive and six

executives were nominated to be included in the STI scheme,

the same as the previous year.

For the Chief Executive, 50% of the STI is linked to the

company’s financial performance, with the actual opportunity

in the range of 0-110% (i.e. 0-55% of fixed remuneration).

The financial objective is to meet or exceed the normalised net

profit after tax target. A gateway threshold of 90% of target is

required before any of the financial component is paid.

The remaining 50% comprises agreed safety, environmental

and strategic objectives. Annual objectives are set by the

People and Remuneration Committee (and approved by the

Board) and closely align to the company’s strategic aspirations.

The Board retains complete discretion in paying an STI and

may determine, despite the actual performance against

objectives, that an increased bonus, reduced bonus or no

bonus will be paid in a given year.

Long-term incentives

The LTI is an at-risk payment designed to align executives’ rewards

with the growth in shareholder value over a three-year period.

The LTI is a Performance Share Rights Plan (PSR), where payments

are made in shares rather than cash. The maximum number of

shares an executive may receive as an allocation is determined by

dividing the value of the grant less tax by the face value of a Port of

Tauranga share at the grant date.

The 2024 LTI (allocated on 1 July 2023), which vested at the end

of the 2026 financial year, was set at 55% of fixed remuneration for

the Chief Executive and up to 33% of fixed remuneration for the

nominated six executives. The value of each allocation is set at the

date of the grant.

The plan’s performance hurdles are based on two metrics.

The first 50% is Port of Tauranga’s three-year relative Total

Shareholder Return (rTSR), relative to the performance of the

NZX50 (less Australian companies listed in New Zealand).

The second 50% is measured by achieving target compound

earnings per share (EPS) growth.

EPS three-year

compound annual

growth rate

%

Earned

%

0-3.490

3.5-7.050Up to 100% (with straight line

progression between 3.5% and

7.0%)

8.0110With straight line progression

between 7% and 8%

9.0+120Maximum of 120% (with straight

line progression between 8%

and 9%)

rTSR percentile ranking

%

Earned

%

Below 400

Above 40 to below 5040-50

Above 50 to below 7550-100

At 75 or above100

As with the STI, the Board retains complete discretion over the

payment of the LTI to participants.

Chief Executive remuneration

Leonard Sampson was appointed Chief Executive in June 2021.

His employment agreement reflects conditions that are standard

for a senior executive of a large listed New Zealand company.

The Chief Executive has a significant portion of his

remuneration linked to financial and operational performance

and is at risk. The total remuneration is determined using a

range of external factors, including advice from remuneration

specialists, and is annually reviewed by the People and

Remuneration Committee and the Board.

The Chief Executive does not have any contractual entitlement

to termination benefits in excess of standard employment

agreement provisions. No additional termination, retirement,

change of control, or other exit payments are payable. Any

payments on cessation of employment are limited to normal

contractual and statutory entitlements.

Chief Executive performance pay elements realised

An explanation of the Chief Executive’s performance pay outcomes for financial year 2026 is shown in the following tables:

Short-term incentive

Measure

Weighting

%Assessment criteriaOutcome

Agreed

%

Amount

achieved

$

Financial

Achieve or exceed normalised

Group NPAT target

50.090% NPAT minimum threshold =

50% of NPAT incentive (25%). 100%

NPAT target = 100% of incentive

(50%). 110% NPAT = 100% maximum

incentive (55%).

110% of the financial

component was achieved,

equating to 55% of total

STI.

55.0320,272.70

Safety

Achieve a 15% reduction in rolling

TRIFR*. Quarterly critical audits,

bowtie safety reviews

10.0% reduction in TRIFR. Audits

conducted; bowtie reviews

completed.

% TRIFR reduction not

achieved for the year.

All critical audits and bowtie

safety reviews completed.

8.046,585.12

Environmental sustainability

Develop a Climate Transition Plan

as per Climate-related Disclosures

(CRD) requirements, and achieve

5% reduction in CO

2

emissions

intensity (CO

2

e per cargo tonne)

5.0% CO

2

emission reduction per tonne

of cargo and detail of transition plan

provided.

CO

2

e/9% reduction

achieved for year. Transition

plan completed with near

term targets agreed for

2035 as per CRDs.

5.0 29,115.70

Individual objectives

Business leadership/stakeholder

engagement/social licence,

Government, local government,

iwi and community

10.0As assessed by the Board, the Board

approved FY2026 Stakeholder

Engagement Plan.

Achieved 100% of the

objective as assessed by

the Board.

10.058,231.40

Infrastructure development –

consenting progress, critical

infrastructure pipeline, capital

management

12.5As assessed by the Board, against

consenting milestones, and delivery

of the Board approved FY2026

infrastructure pipeline in relation

to Stella Passage development,

automation project and Northport

development.

Achieved 100% of the

objective as assessed by

the Board.

12.572,789.25

Strategic growth/future earnings/

associate companies/strategic

partnerships

12.5As assessed by the Board, against

agreed FY2026 strategic objectives

including, NorthPort Group

integration, yield improvement

initiatives, productivity initiatives and

capital recycling programme.

Achieved 100% of the

objective as assessed by

the Board.

12.572,789.25

Total100 .0103 .0599,783 .42

*TRIFR=Total Recordable Injury Frequency Rate

Long-term incentive

DescriptionPerformance measures

*

Weighting

%

Outcome

%

Set at 50% of fixed remuneration based on:

• 50% on rTSR performance relative to the NZX50 (less Australian companies listed

in NZ). The range is 0-100%.

rTSR

**

5045.83

• 50% based on EPS CAGR. The range is 0-120%.EPS

+

5060

*This performance outcome is for the allocation period 2023-2025 and awarded in financial year 2026.

**Port of Tauranga ranked at the 73.33 percentile amongst the rTSR peer group.

+Cumulative EPS CAGR is 12.21% for FY2026.

PSRs granted to the Chief Executive as at 30 June 2026

Awarded during the

reporting periodShares vested during the reporting period

PSR award

date

Vesting

date

Balance of

PSRs at

30 June 2025

PSRs

awarded

Market

price

at award

$

PSRs lapsed

during the

reporting

period

Shares

issued/

transferred

Market price

at issue/

transfer date

$

Issue/

transfer date

Balance of

PSRs at

30 June 2026

01/07/202530/06/2028210,80294,337640,5483,23782,122730,885*30/06/2026219,780

01/07/202430/06/2027165,557125,443595,85432,12648,072361,98230/06/2025210,802

01/07/202330/06/2026139,12785,359530,07958,5084212,40430/06/2024165,557

01/07/202230/06/202590,81380,198494,82214,66717,217100,54430/06/2023139,127

01/07/202130/06/202431,88458,929412,50390,813

*Based on closing share price 30 June 2026.

Chief Executive remuneration realised

Total remuneration paid includes fixed remuneration, short-term incentive earned, and long-term incentive vested in the financial

year and paid after the balance date.

YearShort-term incentiveTotalLong-term incentive

Fixed

remuneration*

$

Earned

$

Amount

earned

as a % of

maximum

Total

cash-based

remuneration

earned

$

Number

of shares

vested

% of

maximum

awarded

for relevant

performance

period

Market

price at

vesting

date

$

Total for

vested

shares

$

Historical

LTI

$

Total

remuneration

$

FY20261,164,628599,7831021,764,41182,12296 .218 .90

+

730,885107,213

++

2,602,509

FY20251,083,375529,770931,613,14548,07255.927.53

**

361,982–1,975,127

* Fixed remuneration includes the value of any benefits (health care, superannuation or vehicle) taken. The Chief Executive participates in the company’s health

insurance scheme.

**Share vesting price at issuance.

+Closing share price at 30 June 2026.

++Historical LTI payment paid.

141140

Integrated Annual Report 2026

Corporate Governance Statement

For the Year Ended 30 June 2026

An explanation of the Chief Executive’s performance pay in financial year 2027 is shown in the following table:
MeasureWeighting %Assessment criteria

Short-term objective

Financial

Achieve or exceed normalised Group NPAT

target for FY2027.

50.090% NPAT minimum threshold = 50% of NPAT incentive (25%). 100% NPAT

target = 100% of incentive (50%). 110% NPAT = 100% maximum incentive

(55%).

Safety

Achieve a 15% reduction in rolling TRIFR.

Quarterly critical risk audits, bowtie safety

reviews and learning team’s investigations.

10.0% reduction in TRIFR. Audits conducted; bowtie reviews and learning team’s

investigations completed.

Environmental sustainability

Development of GHG transition plan to

achieve near term target reductions, aligned

to CRD reporting framework. Achieve 3%

reduction in CO

2

emissions intensity (CO

2

e

per cargo tonne. Continuous improvement

initiatives air and water quality.

5.0% CO

2

emission reduction per tonne of cargo, Board approval of transition

plan, continuous improvement of air and water quality.

Individual objectives

Business leadership/stakeholder

engagement/social licence, Government,

local government, iwi and community.

10.0As assessed by the Board, against key stakeholder feedback.

Infrastructure delivery, Group network

development, strategic growth

opportunities and capital management.

12.5As assessed by the Board, against key consenting and project delivery

milestones, approvals, cost and time. Alignment to strategic road map/

infrastructure pipeline. Progress of new growth initiatives.

Service delivery/strategic partnerships/investor

relations and profitability improvement.

12.5As assessed by the Board, against key service delivery metrics and customer

feedback. Trade flows and strategic yield initiatives.

Total100 .0

Fixed remuneration reflects base salary and benefits. For

performance that meets expectations, the STI would pay

out at 50% of fixed remuneration and the LTI at 50% of fixed

remuneration. For performance that exceeds expectations,

the STI would pay out a maximum 105% of available STI

and the LTI at 110% of available LTI.

Annualised Relative Total Shareholder

Return (rTSR) performance

-15.0%

-10.0%

-5.0%

0.0%

5.0%

10.0%

15.0%

20.0%

FY2026FY2025FY2024FY2023FY2022

NZX50

POT

The five-year summary – Chief Executive

remuneration

Year

Total

remuneration

$

STI against

maximum

%

LTI against

maximum

%

Span of LTI

performance

period

FY20262,602,50910387FY2024-2026

FY20251,942,4389356FY2023-2025

FY2024

*

1,283,194661FY2022-2024

FY20231,350,9718648FY2020-2022

FY20221,082,1448740FY2019-2021

*Moved to showing Chief Executive remuneration realised in FY2024-FY2026

in line with NZX remuneration guidelines.

Chief Executive remuneration for FY2027

The Chief Executive’s potential remuneration package for the

year ending June 2027 is shown in the following chart:

$0

$500,000

$1,000,000

$1,500,000

$2,000,000

$2,500,000

MaximumOn targetFixed

STILTI (2028 vesting)

Fixed

MeasureWeighting %Assessment criteria

Long-term objective

Set at 50% of fixed remuneration based on:Relative Total Shareholder Return (rTSR)

• 50% on rTSR performance relative to

NZX50 (less Australian companies listed

in New Zealand). The range is 0-100%.

50Below 400%

Above 40 to below 5040-50

Above 50 to below 7550-100

At 75 or above100

• 50% based on EPS CAGR. The range is

0-120%.

50EPS%

0-3.490

3.5-7.050Up to 100% (with straight line progression between

3.5% and 7.0%).

8.0110With straight line progression between 7% and 8%.

9.0+120Maximum of 120% (with straight line progression

between 8% and 9%).

Employee remuneration

The number of employees and former employees of Port of Tauranga who, during the year, received cash remuneration, holiday

pay and benefits (including at-risk performance incentives) exceeding $100,000 is set out in the following table:

Remuneration range

$000

Number of

employees

2026

Number of

employees

2025

100-1091512

110-1191518

120-1291516

130-1391922

140-1492030

150-1593831

160-1692610

170-179713

180-189138

190-1991411

200-209614

210-219111

220-22973

230-23951

240-24901

250-25911

260-26902

270-27911

280-28921

290-29915

300-30915

310-319101

320-32933

340-34901

350-35910

370-379*10

380-38901

440-44901

500-509*11

600-609*10

Remuneration range

$000

Number of

employees

2026

Number of

employees

2025

610-61910

700-70901

710-719*10

730-73901

1,000-1,009*10

1,030-1,039*10

1,430-1,43901

2,220-2,229*10

Total239217

*Historical LTI payment included in earnings.

Employee share ownership

Permanent employees can choose to join Port of Tauranga’s

Employee Share Ownership Plan (ESOP). The ESOP gives

employees the opportunity to buy shares in the company via

weekly pay deductions. The shares are offered every three

years and paid off over the intervening three-year period. In

FY2025 an offer of up to $5,000 worth of shares was made

to employees at a 10% discount to the market price and will

commence in FY2026.

Gender pay equity

We monitor and report on remuneration outcomes by gender

to ensure pay equity at the company. At a total company level,

the median hourly rate for women is compared with the rate

for men – irrespective of role. By this measure, as of 30 June

2026, the median gender pay gap was an aggregate total of

-26.5%, compared to -31.8% in the same period last year. The

negative result reflects a higher proportion of males in senior

roles. We report annually to the Pay Gap Insights Hub.

Audit

The Audit Committee is responsible for overseeing the external

audit to ensure the integrity of the company’s financial reporting.

The committee’s approach to ensuring the quality

and independence of the audit process includes:

• Overseeing and appraising the quality of the audits

conducted by the company’s external auditors

• Maintaining open lines of communication between

the Board, any internal auditors and the external auditors

to exchange views and information. The committee also

confirms the parties’ respective authorities and responsibilities

• Serving as an independent and objective party to review

the financial information presented by senior management

to shareholders, regulators and the general public, and also

assisting in the development of the future format and content

of external reporting

Integrated Annual Report 2026

143142143142

Corporate Governance Statement

For the Year Ended 30 June 2026

Shareholder relations
The Board is committed to engaging with shareholders and

market participants so that timely and accurate information is

provided and feedback is facilitated. The way we will achieve

this is set out in the company's Continuous Disclosure and

Communication Policy, available on the website under

Investors/Governance.

Port of Tauranga’s website (www.port-tauranga.co.nz) has

the company’s Integrated Annual Reports, Mid-Year Market

Updates and announcements to the NZX, shareholders and

other interested parties.

The Annual Meeting of Shareholders is held in Tauranga, near

the location of the company’s head office to encourage local

shareholders to attend in person. The company’s website lists

the dates of upcoming meetings under Investors section.

The 2026 Annual Meeting will be held on Thursday 29 October

2026 at Mercury Baypark and will also be livestreamed.

An event was held for institutional investors and brokers in

March 2026. Feedback from the event was positive and the

company plans to hold such an event every two years.

We encourage shareholders to receive electronic

communications from the Share Registry. Contact details are

available on the company website and in the 2026 Integrated

Annual Report.

Directors’ commitment to timely and balanced disclosure

is set out in its Continuous Disclosure and Communication

Policy, available on our website. The commitments include

advising shareholders of any major decisions.

When voting on a matter is required, the Board encourages

shareholders to attend the Annual Meeting or send in a proxy

vote. Voting is conducted by way of poll.

The Notice of Annual Meeting will be available at least 20

business days prior to the meeting and will be available in

the Investors section of the company website.

Shareholder information

The ordinary shares of Port of Tauranga Limited are listed on

NZX. The share price for the past two years is available on the

Port of Tauranga website under Investors/Share Information.

The information in the disclosures below has been taken from

the company’s registers as at 30 June 2026:

Twenty largest ordinary equity holders

Holder

Number of

shares held

Issued equity

%

Quayside Securities Limited368,437,68054.14

Custodial Services Limited51,401,3117.55

BNP Paribas Nominees NZ Limited25,221,9423.71

Apex Custodian Nominees20,386,6853.00

Forsyth Barr Custodians Limited13,755,4562.02

FNZ Custodians Limited11,644,4451.71

Accident Compensation Corporation11,578,6261.70

JBWere (NZ) Nominees Limited (NZ

Resident A/c)

10,249,4121.51

Kotahi Logistics LP8,500,0001.25

HSBC Nominees (New Zealand) Limited

[HKBN90]

7,297,2471.07

Citibank Nominees (NZ) Limited7,129,2671.05

New Zealand Depository Nominee6,417,4440.94

New Zealand Superannuation Fund

Nominees Limited

5,791,8020.85

Public Trust4,342,6480.64

New Zealand Permanent Trustees

Limited

4,178,1530.61

Masfen Securities Limited2,708,3950.40

HSBC Nominees (New Zealand) Limited

[HKBN45]

2,526,4230.37

JBWere (NZ) Nominees Limited [Res

Int]

2,475,1450.36

NZX WT Nominees Limited2,285,3670.34

ASB Nominees Limited2,181,4020.32

Total568,508,85083 .54

Distribution of equity securities

Range of

equity holdings

Number of

holders

Number of

shares held

Issued equity

%

1-5,0006,83113,569,7561.99

5,001-10,0001,77913,599,3532.00

10,001-50,0001,82739,156,5705.75

50,001-100,00018312,505,5071.84

100,001 and over111601,750,04488.42

Total10,731680,581,230100 .00

Substantial security holders

According to company records and notices given under the

Financial Markets Conduct Act 2013, the substantial security

holders in ordinary shares (being the only class of quoted

voting securities) of the company as at 30 June 2026, were:

Holder

Number of

shares held%

Quayside Securities Limited368,437,68054.14

The total number of issued voting securities of the company

as at 30 June 2026 was 680,581,230.

Directors’ equity holdings

As at 30 June 2026, Port of Tauranga Limited Directors had the following relevant interests in Port of Tauranga Limited equity securities.

Director

Held beneficiallyHeld by associated persons

30 June 202630 June 202530 June 202630 June 2025

Ms A M Andrew0029,75029,750

Mr D J Bracewell0015,00015,000

Ms J C Hoare14,00010,50000

Mr D W Leeder*0000

Sir Robert McLeod KNZM0000

Mr K L Shirley**00

Mr J B Stevens16,75016,75000

Mr F S Whineray0035,0006,300

*Retired 1 April 2026.

**Appointed 1 April 2026.

Senior managers’ equity holdings

As at 30 June 2026, Port of Tauranga Limited executives had the following relevant interests in Port of Tauranga Limited equity securities:

Senior manager

Held beneficiallyHeld by associated persons

30 June 202630 June 202530 June 202630 June 2025

Ms M J Dyer*04,17500

Mr B J Hamill18,0877,72600

Mr S R Kebbell1,75013,96721,6600

Mr P M Kirk5,9422,58500

Mr D A Kneebone106,91899,58784,10084,100

Ms R A Lockley2,33583600

Mr L E Sampson090,421119,7450

*Resigned 31 May 2026.

Other information

Donations

Donations of $85,242 were made during the year ended

30 June 2026 (2025: $72,943). No donations were made

to any political parties.

Stock Exchange listing

The company’s shares are listed on the New Zealand Stock

Exchange (NZX). The company currently has no NZX waivers.

Credit rating

During the year ended 30 June 2026, the company had

an S&P Global (Standard & Poor’s) rating of A-/Stable/A-2.

Annual meeting

The Annual Meeting of Shareholders will be held on Thursday,

29 October 2026 at 1.00pm at Mercury Baypark, 81 Truman Lane,

Mount Maunganui. The meeting will be livestreamed by MUFG.

NZX waivers

The company did not rely upon any waivers granted by

NZX Limited during the year ended 30 June 2026.

Exercise of NZX disciplinary powers

NZX Limited did not exercise any of its powers under Listing

Rule 9.9.3 in relation to the company during the year ended

30 June 2026.

Further information

Additional information on Port of Tauranga Limited can be

found on the company’s website at www.port-tauranga.co.nz.

• Determining the adequacy of the organisation’s

administrative, operating and accounting controls

• Ensuring processes are in place and monitoring those

processes so that the Board is properly and regularly

informed and updated on corporate financial matters

• Reviewing the financial reports and advising all Directors

whether they comply with the appropriate laws and

regulations.

The company has an External Audit Independence Policy

available on the website under Investors/Governance.

Under section 19 of the Port Companies Act 1988, the Audit

Office is the Auditor of Port of Tauranga Limited.

The Auditor-General has appointed, pursuant to section 32 of the

Public Audit Act 2001, the firm of KPMG to undertake the audit

on their behalf. KPMG was first appointed as auditor in 2008.

Port of Tauranga have no control over the appointment of the

Auditor. These appointments are made by the Office of the

Auditor General, who will ensure that the Lead Audit Partner is

changed at least every 5 years. The current Lead Audit Partner,

Glenn Keaney, was appointed in 2024.

The Board has received written confirmation from KPMG

regarding its independence.

Any non-audit work undertaken by KPMG must be approved

by the Auditor-General. Fees paid to KPMG for audit and non-

audit services are included in note 6 to the financial statements

in the 2026 Integrated Annual Report.

The Auditor is invited to attend each Annual Meeting to answer

questions from shareholders in relation to the Audit.

The Audit Committee also oversees an active internal audit

programme where risks are identified and external expertise

is engaged to review them when required. The committee

oversees the company’s compliance with the Climate-related

Disclosures reporting regime.

Audit (continued)

Integrated Annual Report 2026

145144145144

Corporate Governance Statement

For the Year Ended 30 June 2026

Financial
2026

$000

2025

$000

2024

$000

2023

$000

2022

$000

Operating income486,469464,67541 7, 3 7 5420,929375,288

EBITDA

*

275,706234,504203,739219,081204,663

Surplus after taxation – reported 156,052173,37390,8491 1 7, 1 3 6111,317

Surplus after taxation – underlying

**

155,314126,036102,2901 1 7, 1 3 6112,357

Dividends paid related to earnings120,410106,801100,689102,05495,242

Total equity 2,320,9002,273,7712,183,1572,133,7162,074,438

Net interest-bearing debt456,689458,909444,234442,269435,200

Total assets 3,053,0213,001,4902,900,1582,824,2692,743,526

Interest cover (times)14 .712.17. 19.210.3

Gearing ratio (%)

***

16 .416.816.91 7. 21 7. 3

Return on average equity (%) 6 .87. 84.25.66.4

Share price ($)8 .906.854.726.246.22

Market capitalisation ($)6,054,2304,659,8353,210,8624,201,7394,231,557

Net asset backing per share ($)3 .463.403.273.143.05

*EBITDA is a non-GAAP financial measure but is commonly used as a measure of performance as it shows the level of earnings before the impact of gearing levels

and non-cash charges such as depreciation and amortisation. Market analysts use the measure as an input into company valuation and other valuation metrics.

2026

$000

2025

$000

2024

$000

2023

$000

2022

$000

Profit before taxation211,179218,476138,092159,297150,396

Net finance costs1 7, 24219,81422,47119,36116,165

Depreciation and amortisation46,18042,92543,77040,42336,657

Asset impairment1,1052,5342801,445

Reversal of previous revaluation deficit00(622)00

Gain on disposal of Equity Accounted Investees0(49,245)000

Total64,57216,02865,64759,78454,267

EBITDA275,706234,504203,739219,081204,663

**Underlying profit after tax is a non-GAAP financial measure which excludes items considered to be one-off and not related to core business such as changes to tax

legislation and impairment of assets. Underlying profit after tax does not have a standardised meaning prescribed by GAAP and therefore may not be comparable to

similar financial information presented by other entities.

2026

$000

2025

$000

2024

$000

2023

$000

2022

$000

Profit after taxation – reported156,052173,37390,8491 1 7, 1 3 6111,317

Asset impairment1,1052,5342801,445

Reversal of previous revaluation deficit00(622)00

Gain on sale of MetroBox Limited, recorded within share

of profit from Equity Accounted Investees

000( 7, 2 1 5)0

Impairment of investment in Equity Accounted Investees0007, 8710

Gain on disposal of Equity Accounted Investee0(49,245)000

Hedging reserve reclassified to profit or loss on disposal

of Equity Accounted Investee

084000

Adjustments before taxation1,105(46,627)(594)6561,445

Tax impact in relation to adjustments(309)(710)1660(405)

Deferred tax adjustment arising from reclassification

of properties as Held for Sale

(1,534)0000

Change in tax treatment of commercial buildings0011,86900

Adjustments after taxation(738)(47, 33 7 )11,4416561,040

Profit after taxation - underlying155,314126,036102,290117,792112,357

***Net interest bearing debt to net interest-bearing debt + equity.

The Board approved a final dividend of 12.5 cents per share after year end payable on 2 October 2026.

Operational 20262025202420232022

Cargo throughput (000 tonnes)24,56025,30723,64924,69825,615

Containers (TEU)

*

1,213,4941,208,2521 , 147, 3 5 01 , 1 7 7, 3 5 01,241,061

Net crane rate (container moves per hour)

**

30 .828.030.127.932.1

Ship departures1,4451,4421,4271,4321,369

Berth occupancy (%)

***

5659576156

Total cargo ship days in port3,0562,9082,9303,1123,078

Turn-around time per cargo ship (days)2 .112.022.052.172.26

Cargo tonnes per ship16,9731 7, 5 5 016,5731 7, 24718,711

Average cargo ship gross tonnage (GT)32,13631,37232,58031,48028,172

Average cargo ship length overall (metres)202201203201197

Number of employees – Port of Tauranga Limited296287279289257

Parent total injury (frequency rate)

****

3 .94.12.24.50

Parent plus contractors total injury (frequency rate)

+

19 .516.013.220.726.6

*TEU = Twenty Foot Equivalent Unit.

**As measured by the Australian Productivity Commission.

***The ratio of time a berth is occupied by a vessel in the total time available in that period.

+Number of lost time claims per million hours worked.

Operational data relates to the Parent Company as opposed to the Group.

Financial and operational

five-year summary

As at 30 June 2026

147146

Integrated Annual Report 2026

Financial and operational five-year summary

as at 30 June 2026

Directors
J C Hoare

Chair

A M Andrew

D J Bracewell

S A Campbell (concluded Future Director appointment

31 March 2026)

D W Leeder (retired 1 April 2026)

Sir Robert McLeod KNZM

K Shirley (appointed 1 April 2026)

J B Stevens

F S Whineray

Executive

L E Sampson

Chief Executive

M J Dyer (resigned 31 May 2026)*

General Manager Corporate Services

B J Hamill

General Manager Commercial

S R Kebbell

Chief Financial Officer and Company Secretary

P M Kirk

General Manager Health and Safety

D A Kneebone

General Manager Property and Infrastructure

R A Lockley

General Manager Communications

*(K Poulava appointed General Manager Corporate Services

and joins the company November 2026.)

Registered office

Salisbury Avenue

Mount Maunganui

Private Bag 12504

Tauranga Mail Centre

Tauranga 3143

New Zealand

Telephone 07 572 8899

Email marketing@port-tauranga.co.nz

Website www.port-tauranga.co.nz

Auditors

KPMG

Tauranga

(On behalf of the Auditor-General)

Solicitors

Holland Beckett

Tauranga

Bankers

ANZ Bank New Zealand Limited

Bank of New Zealand

Commonwealth Bank of Australia

China Construction Bank (New Zealand) Limited

Credit rating agency

S&P Global (Standard & Poor’s)

Australia

Port of Tauranga Limited’s rating: A-/Stable/A-2

Share registry

For enquiries about share transactions, change of address

or dividend payments contact:

MUFG Corporate Markets

PO Box 91976

Victoria Street West

Auckland 1142

New Zealand

Telephone 09 375 5998

Facsimile 09 375 5990

Email enquiries.nz@cm.mpms.mufg.com

Website www.mpms.mufg.com

Copies of the Integrated Annual Report and Market

Update (which replaced the Interim Report) are available

from our website.

Financial calendar

2 October 2026Final dividend payment

29 October 2026Annual Meeting

26 February 2027Interim results announcement

February 2027Interim Accounts and Market

Update produced

19 March 2027Interim dividend payment

30 June 2027Financial year end

27 August 2027Annual results announcement

International Standard Serial Numbers

ISSN 2744-6530 (Print)

ISSN 2744-6549 (Online)

Company

directory

148

COMPANY DIRECTORY

Company directory

www.port-tauranga.co.nz

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)

Updated as at 17 October 2019

Results for announcement to the market

Name of issuerPort of Tauranga Limited

Reporting Period12 months to 30 June 2026

Previous Reporting Period12 months to 30 June 2025

CurrencyNZD

Amount (000s)Percentage change

Revenue from continuing

operations

$486,4694.69%

Total Revenue$486,4694.69%

Net profit/(loss) from

continuing operations

$156,052(9.99%)

Total net profit/(loss)$156,052(9.99%)

Interim/Final Dividend

Amount per Quoted Equity

Security

$0.12500000

Imputed amount per Quoted

Equity Security

$0.12500000

Record Date18/09/2026

Dividend Payment Date02/10/2026

Current periodPrior comparable period

Net tangible assets per

Quoted Equity Security

$3.46$3.40

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

The net profit for the previous reporting period to 30 June 2025

includes a gain on disposal of Equity Accounted Investees of

$49.245 million.

Authority for this announcement

Name of personauthorised

tomake this announcement

Simon Kebbell, Chief Financial Officer

Contact person for this

announcement

Simon Kebbell, Chief Financial Officer

Contact phone number027 482 7510

Contact email addresssimonk@port-tauranga.co.nz

Date of release through MAP27/08/2026

Audited financial statements accompany this announcement.

---

Distribution Notice
Updated as at 18 December 2019

Please note: all cash amounts in this form should be provided to 8 decimal places

Section 1: Issuer information

Name of issuerPort of Tauranga Limited

Financial product name/descriptionOrdinary shares

NZX ticker codePOT

ISIN (If unknown, check on NZX

website)

NZPOTE0003S0

Type of distribution

(Please mark with an X in the

relevant box/es)

Full YearXQuarterly

Half YearSpecial

DRP applies

Record date18/09/2026

Ex-Date (one business day before

the Record Date)

17/09/2026

Payment date (and allotment date for

DRP)

02/10/2026

Total monies associated with the

distribution

1

$85,031,325.25

Source of distribution (for example,

retained earnings)

Retained earnings

CurrencyNZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.17361111

Gross taxable amount

3

$0.17361111

Total cash distribution

4

$0.12500000

Excluded amount (applicable to listed

PIEs)

Not applicable

Supplementary distribution amount$0.02205882

Section 3: Imputation credits and Resident Withholding Tax

5

Is the distribution imputedFully imputed

1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This shouldinclude any excluded amounts, where applicable to listed PIEs.

5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is

fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute

advice as to whether or not RWT needs to be withheld.

If fully or partially imputed, please
state imputation rate as % applied

6

100%

Imputation tax credits per financial

product

$0.04861111

Resident Withholding Tax per

financial product

$0.00868056

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

%

Start date and end date for

determining market price for DRP

[dd/mm/yyyy][dd/mm/yyyy]

Date strike price to be announced (if

not available at this time)

[dd/mm/yyyy]

Specify source of financial products

to be issued under DRP programme

(new issue or to be bought on

market)

DRP strike price per financial product

$

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms

[dd/mm/yyyy]

Section 5: Authority for this announcement

Name of personauthorised to make

this announcement

Simon Kebbell, Chief Financial Officer

Contact person for this

announcement

Simon Kebbell, Chief Financial Officer

Contact phone number027 482 7510

Contact email addresssimonk@port-tauranga.co.nz

Date of release through MAP27/08/2026

6

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

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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