Kingfish 2021 Annual Report
ANNUAL REPORT
2021
31 MARCH
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ANNUAL REPORT
2021
CALENDAR
Next Dividend Payable
25 JUNE 2021
Annual Shareholders’ Meeting
Ellerslie Event Centre, Auckland
6 AUGUST 2021, 10:30AM
Interim Period End (1H22)
30 SEPTEMBER 2021
03About Kingfish
06Directors’ Overview
10Manager’s Report
18The STEEPP Process
20Kingfish Portfolio Stocks
28Board of Directors
29Corporate Governance Statement
36Directors’ Statement of Responsibility
37Financial Statements
55Independent Auditor’s Report
59Shareholder Information
60Statutory Information
63Directory
CONTENTS
Alistair Ryan
Chair
Carmel Fisher
Director
This report is dated 28 June 2021 and is
signed on behalf of the Board of Kingfish
Limited by Alistair Ryan, Chair, and
Carmel Fisher, Director.
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ANNUAL REPORT
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ABOUT KINGFISH
Kingfish Limited (“Kingfish” or “the Company”) is a listed investment
company that invests in quality, growing New Zealand companies. The
Kingfish portfolio is managed by Fisher Funds Management Limited
(“Fisher Funds” or “the Manager”), a specialist investment manager
with a track record of successfully investing in growth company shares.
Kingfish listed on NZX Main Board on 31 March 2004 and may invest
in companies that are listed on a New Zealand stock exchange or
unlisted companies.
INVESTMENT OBJECTIVES
The key investment objectives of Kingfish are to:
» achieve a high real rate of return, comprising both income and capital
growth, within risk parameters acceptable to the directors; and
»provide access to a diversified portfolio of New Zealand quality
growth stocks through a single tax efficient investment vehicle.
INVESTMENT APPROACH
The investment philosophy of Kingfish is summarised by the following
broad principles:
» invest as a medium to long-term investor exiting only on the basis of
a fundamental change in the original investment case;
»invest in companies that have a proven track record of growing
profitability; and
» construct a diversified portfolio of investments based on our
‘STEEPP’ investment criteria (see pages 18 and 19).
$
142.7m
Net profit
65.1
%
Total shareholder return
46.0
%
Gross performance return
$
1.77
NAV per share
$
1.90
Share price
41.1
%
Adjusted NAV return
DIVIDENDS PAID
DIVIDENDS PAID DURING THE YEAR ENDED 31 MARCH 2021 (CENTS PER SHARE)
Total dividends of 13.48 cps were paid during the financial year (2020: 12.63 cps)
26 June
2020
3.06
cps
25 September
2020
3.25
cps
18 December
2020
3.46
cps
26 March
2021
3.71
cps
FOR THE 12 MONTHS ENDED 31 MARCH 2021
AT A GLANCE
AS AT 31 MARCH 2021
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ANNUAL REPORT
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Fisher & Paykel
Healthcare
15
%
Mainfreight
18
%
Summerset
8
%
Infratil
14
%
Auckland
International
Airport
8
%
AS AT 31 MARCH 2021
LARGEST INVESTMENTS
AS AT 31 MARCH 2021
SECTOR SPLIT
Industrials 31%
Healthcare 30%
Utilities 18%
Consumer Staples 9%
Information Technology 6%
The Kingfish portfolio cash holding as at
31 March 2021 was inflated from warrant
funds received on 17 March 2021 that had
not yet been invested as at 31 March 2021
These are the five largest percentage holdings in the Kingfish portfolio. The full Kingfish portfolio and percentage
holding data as at 31 March 2021 can be found on page 17.
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ANNUAL REPORT
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“Kingfish has benefited
from the strong recovery
of key portfolio holdings
and active management
throughout the year to
deliver a record net
profit of $142.7m.”
DIRECTORS’ OVERVIEW
Alistair Ryan
Chair
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ANNUAL REPORT
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Kingfish has experienced a year of recovery
after the Covid-impacted performance of the
previous financial year. The Company’s net
operating after tax profit for the year ended
31 March 2021 of $142.7 million contrasts
with last year’s profit of $1.7 million.
Kingfish has benefited from the strong recovery of key
portfolio holdings and the active management of all 14
companies in the portfolio, to deliver excellent returns
for the period. The Kingfish team’s continued focus
on the STEEPP process, and the rigour and analytical
discipline that goes with that, has helped the portfolio
recover the value gains that were lost in the final two
months of the previous financial year, and deliver
significant returns for shareholders in FY21.
The Kingfish portfolio achieved a gross performance
return
1
before fees and expenses of 46.0% and an
adjusted NAV return
2
of 41.1%, compared to the S&P/
NZX50G which reported 28.2% for the 12-month
period.
As at 31 March 2021, the total Kingfish portfolio was
valued at $560m, with portfolio stock investments of
$526m and cash of $34m. In addition to the strong
portfolio performance, shareholders also enjoyed a total
shareholder return
3
of 65.1%, a significant turnaround on
the 7.2% generated in the previous financial year.
Revenues and Expenses
The 2021 net profit result comprised gains on
investments of $150.5m, dividend and interest income
of $5.4m, less operating expenses and tax of $7.0m
and a performance fee of $6.2m.
Overall operating expenses were $7.3m higher than
the corresponding period, mainly due to higher
management fees and the performance fee. The
management fees were $1.0m higher than the previous
year due to the higher gross asset value of the Kingfish
portfolio over the course of the year.
The Kingfish portfolio achieved a return in excess of
both the performance fee hurdle (the change in the
Bank Bill Index rate plus 7%) and the High Water Mark
(the highest net asset value at the end of the previous
financial year in which a performance fee was paid,
adjusted for changes in capital). No performance fee
was paid in the preceding year (FY20).
The performance fee earn rate was renegotiated down
from 15% to 10% in FY19 and capped at 1.25%. The
performance fee cap applies for FY21.
Dividends
Kingfish continues to distribute 2.0% of average net
asset value per quarter. Over the 12-month period to
31 March 2021, Kingfish paid 13.48 cents per share
in dividends (2020:12.63 cps). The first dividend of the
new financial year was 3.60 cents per share, which
was paid on 25 June 2021, based on a record date of
10 June 2021.
Kingfish has a dividend reinvestment plan which
provides shareholders with the option to reinvest all
or part of any cash dividends in fully paid shares.
Full details of the dividend reinvestment plan
4
can
be found in the Kingfish Dividend Reinvestment Plan
Offer Document, a copy of which is available at www.
kingfish.co.nz/investor-centre/capital-management-
strategies/.
Warrants
Kingfish has a regular warrant programme. On 12
March 2021, Kingfish warrant holders had the option to
convert their warrants into Kingfish shares at an exercise
price of $1.51 per warrant. 56.2m warrants ($85m) out
of a possible 61.6m warrants (91.4%) were converted
into Kingfish shares. The majority of the additional funds
were invested during March in Kingfish’s investment
portfolio of stocks, but given the short time period
between the warrant funds receipt (17 March) and year
end (31 March), there was inevitably some cash still to
be deployed as at balance date.
Share Buybacks
The share buyback programme
5
is another part of
Kingfish’s capital management. During the 12 months to
31 March 2021, the share price to NAV discount did not
exceed 8% so there were no buybacks during FY21.
Annual Shareholders’ Meeting
The 2021 annual meeting will be held on Friday 6
August at 10:30am at the Ellerslie Event Centre in
Auckland and online via Lumi. All shareholders are
encouraged to attend, and those unable to attend are
invited to cast their vote on Company resolutions prior to
the meeting.
1
The gross performance return is the portfolio performance before expenses, fees and tax. It is an appropriate return measure for
assessing the Manager’s performance against and index or benchmark.
2
The adjusted net asset value is the underlying performance of the investment portfolio adjusted for dividends, (and other capital
management initiatives) and after expenses, fees and tax.
3
Total shareholder return - the return combines the share price performance, the warrant price performance, the net value of
converting any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the
Company’s dividend reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant
expiry date.
4
Participation forms for the Dividend Reinvestment Plan (DRP) can be obtained by contacting either Kingfish or Computershare
Investor Services Limited
5
Shares purchased under the buyback programme are held as treasury stock and subsequently reissued to shareholders under
the dividend reinvestment plan.
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FIGURE 1: FIVE-YEAR PERFORMANCE SUMMARY
Corporate Performance
For the year ended 31 March20212020201920182017
5 years
(annualised)
Total Shareholder Return6 5.1%7. 2 %13.5%12.0%8.1%19. 5 %
Adjusted NAV Return41.1%0.4%1 7. 6 %14.7%10.6%16.1%
Dividend Return
1
7. 7 %8.5%8.6%8.7%8.2%
Net Profit $142.7m$1.7m$ 4 7.1 m$36.3m$22.4m
Basic Earnings per Share56.28cps0.75cps24.24cps19. 62c p s14.50 cps
As at 31 March20212020201920182017
NAV (as per financial statements)$1.7 7$1.39$1.57$1.4 5$1.40
Adjusted NAV
2
$6.77$4.80$4.78$4.07$3.54
Share price$1.90$1.29$1.35$1.31$1.29
Warrant price-$0.03$0.06-$0.05
Share price (premium) / discount to NAV
3
( 7. 3 % )6.7%13.1% 9. 7 % 7.0%
DIRECTORS’ OVERVIEW CONTINUED
Alistair Ryan / Chair
Kingfish Limited
28 J un e 2021
Director Retirement – Carmel Fisher
After 17 years as a Kingfish director, Carmel Fisher
has advised that she intends to retire from the board,
effective from 6 August 2021 (immediately following
the 2021 annual meeting).
Carmel is proud to have launched and overseen the
management of Kingfish. She has stated that it has
been a privilege to have worked with an outstanding
team of people, both at the Manager, Fisher Funds,
and with her fellow directors. While Carmel has
decided that it is time to move on after many years of
direct involvement, she has full confidence in the board
and Manager and, as a significant shareholder, looks
forward to the continued success of Kingfish.
Director Re-election
Carol Campbell, director since 2012 and chair of the
Kingfish Audit and Risk Committee, retires by three-year
rotation at this year’s annual meeting and will stand for
re-election. The board fully endorses Carol’s re-election.
Conclusion
The 2021 year was yet another rewarding and
challenging period for the New Zealand sharemarket.
It was encouraging that in this turbulent market
environment Kingfish was able to generate strong
returns, well ahead of the market. The board is pleased
at the Manager’s rigorous application of the STEEPP
process and continued focus on investing in quality
companies, the majority of which have continued to
grow and yield satisfying returns for shareholders.
We would like to thank you for your continued support
and look forward to seeing many of you at the annual
meeting on 6 August.
On behalf of the Board,
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Non-GAAP Financial Information
Kingfish uses non-GAAP measures, including adjusted net asset value, gross performance return and total shareholder return. The
rationale for using such non-GAAP measures is as follows:
»adjusted net asset value – the underlying value of the investment portfolio adjusted for capital allocation decisions after
expenses, fees and tax,
»adjusted NAV return – the net return to an investor after expenses, fees and tax,
»gross performance return – the Manager’s portfolio performance in terms of stock selection before expenses, fees and tax, and
»total shareholder return – the return combines the share price performance, the warrant price performance, the net value of
converting any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the
Company’s dividend reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant
expiry date.
All references to adjusted net asset value, gross performance return and total shareholder return in this Annual Report are to
such non-GAAP measures. The calculations applied to non-GAAP measures are described in the Kingfish Non-GAAP Financial
Information Policy. A copy of the policy is available at http://www.kingfish.co.nz/about-kingfish/kingfish-policies/
FIGURE 2: TOTAL SHAREHOLDER RETURN
Share Price/Total Shareholder Return
Total Shareholder ReturnShare Price
$
8.00
$
7.00
$
6.00
$
5.00
$
4.00
$
3.00
$
2.00
$
1.00
$
0.00
Mar
2016
Mar
2019
Mar
2020
Mar
2021
Mar
2004
Mar
2005
Mar
2006
Mar
2007
Mar
2008
Mar
2009
Mar
2010
Mar
2 011
Mar
2012
Mar
2013
Mar
2014
Mar
2015
Mar
2017
Mar
2018
Manager Performance
For the year ended 31 March20212020201920182017
5 years
(annualised)
Gross Portfolio Performance (before
expenses, fees and tax)46.0%2.9%21.2%16.5%13.3%19. 2 %
S & P/N Z X 5 0 G28.2%(0.5%)18.3%15.6%6.6%13.2%
Performance fee hurdle / Benchmark Rate
4
7. 3 %8.6%9.0 %9.0 %9. 3%
NB: All returns have been reviewed by an independent actuary.
1
Kingfish’s dividend return is calculated by dividing the dividends paid in a given year by the average share price for that year.
(The dividend policy of paying a quarterly dividend that is 2% of average NAV has been consistently applied).
2
Kingfish's adjusted NAV historical information has been restated as a result of correcting the warrant dilution component of the
calculation.
3
Share price (premium) / discount to NAV (including warrant price on a pro-rated basis).
4
The performance fee hurdle is the Benchmark Rate (NZ 90 Day Bank Bill Index +7%).
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Sam Dickie
Senior Portfolio Manager
“After such a year, it is
even more important
to focus on the longer
term, the bigger
picture, the ‘what
comes next?’ question.”
MANAGER’S REPORT
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Staying focused on the big picture
Investors around the world have focused on all things
Covid for the past 15 months. That has been the right
thing to do. But at the same time, successful investors
will have stayed mindful of the big picture – the
investment themes and companies that will drive returns
in the next 5–10 years.
According to "Our World in Data", New Zealand
has been 34 times more successful than the rest of the
world in addressing Covid. The country’s cumulative
cases are barely over 2,500 – just 0.05% of the
population, and well below the global figure of 1.7%
of the population.
This and everything else about the last 15 months
has been extraordinary. The monetary and fiscal
support from central banks and Governments to keep
economies afloat has been unprecedented. As a
proxy for liquidity injection, the Federal Reserve has
expanded its balance sheet by more than three and
a half times as much as it did in the entire Global
Financial Crisis! An unintended consequence of all that
liquidity sloshing around was irrational exuberance by
retail investors in companies like Gamestop. Gamestop
rose 1,000% in a few short days and then fell by
90% a few days later. Retail investors gambling with
their stimulus cheques and egging each other on via
platforms like Reddit is an anathema to the way we
invest!
The exciting thing for Kingfish is we got to test our
process in four very different market conditions. A late-
stage bull market, a short sharp bear market, an equally
sharp bull market, and then a long grinding recovery.
All this, plus the strongest switch from growth companies
to cyclicals we’ve seen in years. Our process has stood
up well: Kingfish has outperformed the New Zealand
market index in each distinct set of market conditions.
Three types of companies that will drive long-term
returns
We build portfolios that don’t rely on any one
economic scenario – because it’s very hard to see
exactly where economies will go.
As we look to the post-Covid world, we’re focusing on
three types of companies.
First, defensive companies that will perform relatively
well, even if this strong economic recovery falters.
These companies include Infratil, Contact Energy,
Delegat, and Port of Tauranga.
Second, quality cyclicals that will do well if the
global economy continues to reopen and accelerate.
Mainfreight, Vista, Auckland Airport, Freightways, and
Summerset will do well in this environment.
Third, companies with long runways for growth –
regardless of where we are in the economic cycle.
Doctors all over the world have used Fisher & Paykel
Healthcare’s OptiflowTM product to treat millions of
Covid patients since the pandemic started. We think
this nasal high-flow oxygen product could be used to
treat 50 million patients with respiratory illnesses each
year. This means the company has a long runway for
growth in a post-Covid world.
Investors are rewarded for staying the course
Too much focus on a recent upheaval can mean
missing the bigger picture. We saw this happen after
the Global Financial Crisis: investors who avoided
the share market missed out on one of the longest bull
markets of all time.
The big, long-term picture is that a strategy of investing
in growth assets like shares, and reinvesting the income,
has delivered strong returns. The chart below shows how
the NZX50 benchmark gross index (and NZSE40 gross
0
2000
4000
6000
8000
10000
12000
14000
16000
30/06/9130/06/9230/06/9330/06/9430/06/9530/06/9630/06/9730/06/9830/06/9930/06/0030/06/0130/06/0230/06/0330/06/0430/06/0530/06/0630/06/2130/06/0730/06/0830/06/0930/06/1030/06/1130/06/1230/06/1330/06/1430/06/1530/06/1630/06/1730/06/1830/06/1930/06/20
March 2004: Kingfi sh IPO
March 2020: COVID se lloff
2008-2009: Gl obal Finan cial Crisi s
2000: Dotcom Bu bble burst
November 2001: F&P
Heal thcare list ing as
se parate compan y
The Big Picture: growth companies drive market returns
New Zealand market performance 1991 - 2021
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MANAGER’S REPORT CONTINUED
index before that) has climbed, dipped, and climbed
again over the last thirty years. During this period it has
had to weather the Dotcom Bubble in 2000, the Global
Financial Crisis in 2009 and then Covid in 2020. But
overall, despite these setbacks, the market (being the
NZX50/NZSE40 indices) has returned over 10% per year
– if you’d invested $10,000 20 years ago it would be
worth around $175,000 today.
In the long term, markets are driven by growth. Shocks
tend to have short-term effects. Over time, good
companies grow, and reward investors. We believe
that this narrative is still fundamentally the same.
NEW ZEALAND’S STRONG SHARE
MARKET PERFORMANCE HAS BEEN
LIFTED BY GROWTH COMPANIES
Economists may debate the exact level of growth we
are likely to see – and where we are in the current
cycle – but we believe the global economy will
grow in the years ahead. Regardless, there are still
companies creating wealth for their shareholders by
growing successful businesses. It is our job to find those
companies with wide economic ‘moats’ with potential
for ongoing growth, and back their talented leaders.
A good business with a quality management team will
create a compelling and differentiated offering for their
customers and drive innovation. Over time, when this
strategy is well executed, we see businesses capture
market share and create a lot of value for shareholders.
There are many examples of these companies in our
Kingfish portfolio, but we will focus on a couple of our
largest positions.
Fisher & Paykel Healthcare became a separately listed
company in 2001. It has grown strongly in the last
decade and is now the NZX’s largest listed company.
It has become the leader in nasal high flow therapy
for treating acute respiratory illness. But that wasn’t
always the case. The company was initially focused
on invasive ventilation but over time expanded into
products for non-invasive ventilation, high flow therapy,
and obstructive sleep apnea. This was achieved by a
strong commitment to new product development under
long time CEO Mike Daniell and then Lewis Gradon.
Over the last two decades the company has spent
over $1 billion in research and development. The
company’s patient-first mentality led it to switch gears
towards high flow therapy when it saw how effective
its Optiflow nasal high flow therapy could be. When
we travel out to the Daniell Building at the Highbrook
campus to meet with management, we can’t help but
be impressed. Lewis has been with the company for
almost 40 years and his team are firmly focused on
the future. They are making sure that doctors and
respiratory therapists the world over are adopting high
flow therapy. The runway for continued growth is still
very attractive.
Mainfreight famously started in Auckland in 1978 with
Bruce Plested buying a single truck. Despite the humble
beginnings, he was ambitious and had a 100 Year
Vision for the company. This meant that the shores of
New Zealand could not contain the business, which
expanded into Australia and later the US, Asia and
then finally Europe. Bruce is still Chair of the company’s
board and passionate about challenging Mainfreight’s
people to continue his vision. When we visit the
leadership team at Railway Lane in Otahuhu, we are
always impressed by the unwavering long-term thinking
and focus on both the customer and Mainfreight team.
It’s hardly surprising when you consider CEO Don
Braid has been at the helm for almost twenty years and
is continuously striving to further embed Mainfreight's
unique culture in its network of around 300 branches
globally. Some of the core Mainfreight values include
looking after its people, incentivising them to think like
owners with profit share, empowering them to make
decisions quickly to benefit customers, and promoting
from within. Don and Bruce’s team’s persistence is
paying off, with Mainfreight taking market share in
key offshore markets including Australia, Europe, and
the US. Since listing in 1996 at 96 cents, Mainfreight’s
share price is up by a factor of around 75 times! But
every time we meet, we can tell Don is never quite
satisfied - the global opportunity remains massive and
the team are focused on further growth.
Mainfreight and Fisher & Paykel Healthcare have
lifted the performance of the local market but have
contributed even more to Kingfish’s returns
Annualised total shareholder returns over the last 5 years to
31 March 2021, NZX 50 excluding MFT and FPH based
on Fisher Funds’ analysis
37%
29%
14%
12%
0%
5%
10%
15%
20%
25%
30%
35%
40%
Mai nfreight ( MFT)Fisher & P aykel
Heal thcar e ( FPH)
NZX 50NZX 50 excluding
MFT and F PH
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THE KINGFISH PORTFOLIO AND THE
POST-COVID LONG-TERM PICTURE
We learned valuable lessons in the poor performance
of a2 Milk
We cannot talk about the 2021 financial year without
acknowledging the significant impact of portfolio
holding a2 Milk. While we strive to achieve the best
outcomes, we will not get every position right - that is
the nature of investing. What is most important is that
we learn from every experience, both good and bad,
and use our experience to improve our investment
process and make better decisions.
a2 Milk was the worst performer in the portfolio last
year, a disappointing 50% drop for the year to March
2021 (and more since). Following unprecedented
demand for a2 Milk’s products in China during Covid,
excess a2 Platinum infant formula inventory built up in
various sales channels to market. Over time, it became
clear that the problem was larger than we thought
and there was more risk around a recovery. What we
initially thought would be a short-term problem was
a more fundamental problem – the business was less
resilient than we thought and its "moat" narrower.
The company had less visibility on the inventory
situation than we expected and management made
missteps in failing to adequately address the situation.
With all high growth companies, there is a risk that
management will overpromise and underdeliver, or that
a small change in the market environment will have an
outsized impact on the company’s trajectory, resulting
in the markets’ reassessment of long-term value. a2
suffered such a market reassessment, and at the time of
writing, it is unclear how long it will take or how likely
it is that a2 will return to its previously announced sales
and profit trajectory. We have therefore significantly
reduced our position and continue to monitor closely.
ACTIVE MANAGEMENT MEANS NEVER
BEING AFRAID TO CHANGE YOUR MIND
We strive to remain objective and change our mind as
the facts change versus our investment thesis. As our a2
Milk channel checks continued to worsen, we reduced
our STEEPP scores and target position size on multiple
occasions. We now have a much smaller position in
the company.
What lessons have we learned? We ultimately
overestimated the quality of the business. We have
scrutinised the portfolio to make sure we are not making
similar errors of judgement elsewhere. It also reminded
us that we should not be afraid to react if things change.
We are also mindful of the importance of a portfolio
approach; while we are disappointed with the outcome
for a2, good decisions elsewhere meant the portfolio
delivered a year of strong performance overall.
Great potential for Auckland Airport as post-vaccine
travel recovers
The reward for New Zealand's effective response to
Covid is a trans-tasman bubble. Since 19 April 2021,
travellers between New Zealand and Australia have
enjoyed less restricted travel.
This was an important development as Australian travel
was about 40% of Auckland Airport’s international
traffic pre-Covid. And since Australians still cannot
travel to many international destinations, we expect to
pick up some pent-up demand for international travel.
The global vaccine roll-out promises a rosier future. The
bubble will be attractive to those who are desperate to
see friends and family, but these visitors are less likely
to book high-value tourism experiences. Much of our
high-value international tourism has a long gestation,
with visitors planning and booking their travel well in
advance. For this to return, our travel bubble will need
to extend beyond Australia and be able to withstand
unexpected Covid outbreaks.
Thankfully, global vaccine programmes are steaming
ahead in many developed countries. This means that a
meaningful recovery for international travel is around
the not-so-distant corner.
Delegat got a Covid boost and has grown brand
awareness
The company turned in strong results, growing wine-
case sales by around 9% year-on-year. Delegat got
a sales boost from Covid lockdowns as people drank
more wine at home and picked well-known brands
– like Delegat’s Oyster Bay – at the bottle store and
supermarket.
Delegat continues to grow its distribution reach
overseas and is building customer awareness. These
improvements are delivering more sales.
Freightways has more courier business and is gaining
market share
Locked-down New Zealanders boosted Freightways’
courier-delivery business as they ordered online. And
many businesses that developed e-commerce offerings
during lockdown have found that customers like the
convenience of online orders.
So we expect Freightways’ courier business to stay
strong – the company’s high levels of customer
service have already helped it take market share from
competitors.
Freightways moved into delivering chilled and frozen
produce in 2019 when it bought Big Chill, a company
with 200-plus refrigerated trucks. The business has
beaten expectations and boosted profits.
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MANAGER’S REPORT CONTINUED
Infratil has made portfolio changes – and rejected a
buyout bid
The company sold its 65% holding in Tilt for $1.9
billion, as news of the takeover proposal added 107%
to the share price.
Infratil will be able to use the cash to develop
businesses in its portfolio. These businesses include
renewable energy platforms in the US (Longroad) and
Europe (Galileo), and the Qscan and Pacific Radiology
healthcare platforms it bought in the last year.
We believe the healthcare platforms will play a
useful part in Infratil’s future. The platforms will help
developed countries find lower-cost ways to diagnose
and treat ageing populations, and higher levels of
chronic disease.
In December, Infratil rejected AustralianSuper’s non-
binding offer to acquire all of Infratil’s shares. We
agree with Infratil’s board that the bid undervalued the
company and its businesses.
First, there is significant value upside in existing assets
like Canberra Data Centres, Longroad Energy, and
Vodafone. These businesses have wide moats and
many years of growth runway ahead. Second, Infratil
has proved it can create value – the company has
grown its net asset value at a compound annual growth
rate of 18% for more than 25 years.
Infratil, Meridian Energy and Contact Energy are
renewable electricity stars
New Zealand aims to reduce carbon emissions to
meet its stated 2030 and 2050 goals, and renewable
electricity will be critical to sustainable growth.
That’s one reason Kingfish has invested in renewable
electricity businesses like Infratil, Meridian Energy, and
Contact Energy.
Infratil has made big bets on the mega trends of data
proliferation (CDC, Vodafone), ageing population
(Qscan, RetireAustralia, Pacific Radiology), and
renewable energy (Tilt, Longroad, Galileo, Trustpower).
We are fortunate to have a largely renewable
electricity system in New Zealand: massive hydro
dams, geothermal generation, and wind farms. The US
has far less renewable power generation, but the US is
set for a renaissance under President Biden.
After Biden’s election, US investors piled into renewable
energy exchange traded funds (ETFs). This led to a
USD$2 billion inflow into one of the largest renewable
ETFs, iShares Global Clean Energy ETF (ICLN).
Meridian Energy and Contact Energy are two of ICLN’s
largest holdings. Did ICLN’s US investors realise they
were buying electricity companies in New Zealand?
We doubt it. But the mechanical buying triggered by
the investments in ICLN jolted both companies’ share
prices up sharply.
Back in January 2021, we still liked Meridian and
Contact, but the leap in their share prices made
them less attractive investments. For one thing, there
was still much uncertainty over the future of Tiwai
Point aluminium smelter. If it shut as early as 2021,
the market would be flooded with cheap electricity
that would dent generator’s profits. And we believed
Contact Energy and Meridian Energy’s share prices
could fall when high-voltage ETF buying eased. So we
trimmed our position.
Then in mid-January 2021, Rio Tinto confirmed that the
smelter would operate until at least December 2024.
This is positive for the New Zealand electricity industry,
giving the country time to upgrade transmission
infrastructure and plan a more orderly transition after
the smelter eventually closes.
Since January 2021, the calculation of holdings in the
index underlying ICLN has changed. More companies
have been added to the ETF, and investments in less
liquid companies – like Meridian and Contact – have
been reduced. So ICLN needed to sell Meridian and
Contact shares by 16 April 2021. This pushed the share
prices below 1 November 2020 levels.
Because we focus on fundamentals, we were buying
shares in both companies at low prices.
Mainfreight has proved again that a strong culture can
deliver real results
The company said – right at the start of the Covid crisis
– that its number one priority was to come through
the crisis without laying off any permanent people.
Mainfreight succeeded and paid bonuses in-line with the
previous year – in the darkest days of the pandemic.
It’s no surprise that Mainfreight’s people want to go the
extra mile and deliver excellent customer service. That
standard of service is one reason Mainfreight’s market
share accelerated at the fastest pace ever during the
crisis. Revenue and profit growth in all regions globally
have strongly accelerated throughout the year as a result.
Pushpay gained users and had to upgrade earnings
estimates three times
The company gives churchgoers – particularly in the
US – a way to make digital donations. During the
2020 lockdowns, it gained users as churches shut,
and saw a significant rise in amounts donated through
the Pushpay app.
The company had to increase its earnings forecast
three times during the year.
Port of Tauranga improved profits on lower cargo
volumes
The company saw incredible supply chain disruption
in 2020. And Ports of Auckland operational woes
increased Port of Tauranga’s workload: average
cargo exchange per container ship was 21% higher in
December 2020, compared with December 2019.
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ANNUAL REPORT
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Despite the disruption, and lower cargo volumes, Port
of Tauranga improved profits during the year.
Ryman and Summerset look set for growth
The fortunes of these two operators of retirement-
villages are partially linked to the housing market,
which is linked to the economic cycle. This could have
meant bad news for these companies. But the rebound
in both the economic cycle and the housing market was
so sharp it made our heads spin.
Summerset has always put the customer first. But the
company went above and beyond to protect their
residents during lockdowns. Summerset called 7,000
residents to check they were safe and well, and if they
needed groceries delivered. Customers are unlikely
to forget this level of customer focus. It should keep
customers loyal and help widen the company’s moat.
Ryman’s superior brand is supercharged by focusing
on the detail. Residents love the camaraderie of
happy hour but that had to be halted during lock-
down. Ryman responded with ‘happy hour in a bag’
- residents were delivered their happy hour tipple to
enjoy in their room over Zoom.
Interest levels and resales increased significantly as
New Zealand moved to less restrictive alert levels. This
will likely accelerate the growth of retirement villages
in New Zealand and Australia, and mean more market
share for Summerset and Ryman.
At the time of writing there have been requests for a
review of the retirement village sector. The outcome
of any review may see further regulation for the
retirement sector. However, both Summerset and
Ryman hold themselves to a very high standard of care
and therefore its uncertain what, if any change, new
regulation would have on their businesses.
Vista used technology to meet customer needs and win
business
The company’s software helps run international cinema
chains, and collects data for movie makers. Vista knew
its customers were struggling and saw a way to help –
and build customer loyalty.
Vista released a cinema re-opening software package
to help customers get back on their feet. The software
allows the cinema to allocate socially distanced
seating. And Vista’s Movio business released Movio
Cinema Essentials – a package that helps cinemas
work out how to market and budget for reopening.
It’s early days, but Vista has been winning big
customers away from competitors recently, even though
Vista’s products are more expensive.
Portfolio company returns - year to 31 March 2021
Total Shareholder Return
Pushpay
Summerset
Freightways
Mainfreight
Vista
Infratil
Delegat
Auckland Airport
Ryman Healthcare
Meridian Energy
Port of Tauranga
Contact Energy
Fisher & Paykel Healthcare
a2 Milk
-80% -30% 0% 20% 70% 120%
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ANNUAL REPORT
2021
MANAGER’S REPORT CONTINUED
Sam Dickie / Senior Portfolio Manager
Fisher Funds Management Limited
28 June 2021
ACTIVE MANAGEMENT WILL BE EVEN
MORE IMPORTANT IN THE NEXT DECADE
If you had invested $10,000 in the NZ stock market
in 2004 (the year Kingfish launched), you would have
had over $48,000 at 31 March 2021 – a return that’s
not to be sneezed at. But if you had put that $10,000
into Kingfish, your investment account would show a
balance of over $71,000.
That extra $23,000 is the difference our active
management makes – what we call the active return. We
think of this as the “icing on the cake” – the return we
could earn for investors over and above the returns the
market offers. Compound interest means that any excess
we earn over time becomes increasingly significant.
Active management at Kingfish: the icing on the cake
Value of $10,000 invested at inception of Kingfish in March 2004 (total shareholder return)
Looking ahead, we see an increasing need for active
management. Interest rates are low, but valuations
are not. This is a classic scenario for lower investment
returns generally – which is precisely why active
decision making is imperative. In a low return
environment, we think active management is more
important than ever. What has previously been the
icing on the cake could well become the whole cake!
A hand-picked portfolio for Kingfish has worked in the
past. We’re confident it remains the right strategy for
the future.
$0
$10,000
$20,000
$30,000
$40,000
$50,000
$60,000
$70,000
$80,000
1/03/20041/03/20051/03/20061/03/20071/03/20081/03/20091/03/20101/03/20111/03/20121/03/20131/03/20141/03/20151/03/20161/03/20171/03/20181/03/20191/03/20201/03/2021
N Z Mar ket $10,000 Ki ngfish L imited $10,000
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ANNUAL REPORT
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PORTFOLIO HOLDINGS SUMMARY
AS AT 31 MARCH 2021
Listed Companies% Holding
Auckland International Airport7. 6 %
Contact Energy3.4%
Delegat Group3.0%
Fisher & Paykel Healthcare15.4%
Freightways3.6%
Infratil14.0%
Mainfreight1 7. 6 %
Meridian Energy0.9%
Port of Tauranga2.5%
Pushpay Holdings1.7%
Ryman Healthcare6.2%
Summerset Group8.0%
The a2 Milk Company 6.3%
Vista Group4.0%
Equity Total94.2%
New Zealand dollar cash5.8%
TOTAL100.0%
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ANNUAL REPORT
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STRENGTH OF
THE BUSINESS
What is the company’s
competitive advantage? Is it
sustainable? Is the company a
market leader? Does it have
a dominant position? A strong
business is one that can maintain
its profit margins by employing a
unique strategy.
TRACK
RECORD
How has the company performed
in the past? Has the company
performed under the same
management team? Has it grown
organically or by acquisition? How
did the company react during a
downturn? Fisher Funds prefers to
buy established companies that
have executed well in the past.
EARNINGS
HISTORY
How fast has the company been
able to grow its earnings in the
past? How consistent has earnings
growth been? Fisher Funds prefers
to buy companies that exhibit
secular growth characteristics
where they have proven the ability
to provide a high or improving
return on invested capital.
THE STEEPP PROCESS
Fisher Funds employs a process that it calls STEEPP to analyse existing and potential portfolio
companies. This analysis gives each company a score against a number of criteria that Fisher Funds
believes need to be present in a successful portfolio company. All companies are then ranked
according to their STEEPP score to broadly determine their portfolio weighting (or indeed whether
they make the grade to be a portfolio company in the first place).
The STEEPP criteria are as follows:
S
T
E
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2021
EARNINGS GROWTH
FORECAST
What is the company’s earnings
growth forecast over the next
three to five years? What is the
probability of achieving the
forecast? What do we expect the
company’s earnings potential to
be? Fisher Funds notices that too
many analysts focus on short-term
earnings. As long-term growth
investors, Fisher Funds thinks about
where the company’s earnings
could be in three to five years.
PEOPLE/
MANAGEMENT
Who are the management team
and how long have they been in
their roles? Who are the directors,
what is their history with the
company, and what do they bring
to the board? What is the depth of
management in the organisation
and is there a succession plan for
the key executive roles? Do the
management team own shares
in the business and how are
they rewarded? Has the board
and management exhibited
good corporate behaviour in the
areas of environmental, social
and governance considerations?
For Fisher Funds, the quality of
the company management and
its corporate governance is of
paramount importance.
PRICE/
VALUATIO N
How much of the future earnings
growth is already reflected in
the share price? Where does the
current share price sit in relation
to our worst to best case valuation
range? A company will generate
a higher score where the market
price currently reflects little of that
company’s upside potential.
E
P
P
Applying this STEEPP analysis, Fisher Funds constructed a portfolio for
Kingfish which comprised 14 securities at the end of March 2021.
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ANNUAL REPORT
2021
Total shareholder return sourced from Bloomberg and excludes imputation credits.
THE KINGFISH PORTFOLIO STOCKS
The following is a brief
introduction to each of your
portfolio companies, with a
description of why Fisher Funds
believes they deserve a position
in the Kingfish portfolio. Total
shareholder return is for the year
to 31 March 2021 and is based
on the closing price for each
company plus any dividends
received. For companies that are
new to the portfolio in the year,
total shareholder return is from
the first purchase date to
31 March 2021.
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ANNUAL REPORT
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WHAT DOES IT DO?
Auckland International Airport (AIA)
owns and operates New Zealand’s
major gateway as well as 1500 hectares
of land surrounding the airport. AIA
operates under a ‘dual till’ regulatory
regime, meaning that the company’s
aeronautical operations are subject to
light-handed regulation, whereas the
other non-aeronautical operations are
unregulated. Normally, over 50% of AIA’s
revenue is derived from non-aeronautical
operations, such as retail, parking, hotel
accommodation and property rental.
WHY DO WE OWN IT?
AIA is well-positioned to benefit from
New Zealand’s positive long-term tourism
outlook. With aspirations for 40 million
total passengers per annum by 2044,
combined with a strengthening consumer
business and leveraging its land bank,
AIA’s non-aeronautical operations are
expected to continue to deliver attractive
returns on invested capital into the future.
WHAT DOES IT DO?
Contact Energy is New Zealand’s second
largest electricity generator, producing
approximately 20-25% of the country’s
electricity in an average year. The vast
majority of its electricity is from renewable
hydro and geothermal resources.
WHY DO WE OWN IT?
Contact Energy has a balanced portfolio
of quality renewable generation assets
across both islands and this is matched by
demand from a strong electricity retailing
business plus commercial and industrial
customers. Its established business
provides solid cash flows which underpin
an attractive level of dividends. Contact’s
Tauhara geothermal field is the most
attractive generation development project
in New Zealand. Once this is developed,
Contact will be able to retire its TCC gas
plant and will move to 100% renewable
base load electricity generation.
+ 57
%
+ 21
%
Total Shareholder ReturnTotal Shareholder Return
21
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KINGFISH PORTFOLIO STOCKS CONTINUED
WHAT DOES IT DO?
Fisher & Paykel Healthcare is a leading
designer, manufacturer and distributor of
innovative medical devices for patients who
require acute respiratory and obstructive
sleep apnoea care. Over 95% of its
products are sold outside New Zealand
from dedicated manufacturing facilities in
Auckland and Mexico.
WHY DO WE OWN IT?
We are attracted to the demand for Fisher
& Paykel Healthcare’s innovative care
products as the worldwide population ages
and the incidence of chronic respiratory
diseases and obesity rises. Through its
own research and development, Fisher
& Paykel Healthcare has continued to
develop products that significantly expand
its potential patient base, while maintaining
high returns on invested capital.
+7
%
Total Shareholder Return
WHAT DOES IT DO?
Delegat Group produces and distributes
super-premium wine internationally under
the Oyster Bay and Barossa Valley Estate
brands. Oyster Bay a leading New Zealand
wine brand in the UK, Australia and
Canada, and is growing quickly in the US.
WHY DO WE OWN IT?
Delegat continues to grow its profits
annually by growing volumes as New
Zealand sauvignon blanc share of the
wine market continues to increase from low
levels, particularly in the US. The company
has a strong track record of managing
viticulture risks. It has invested for growth
by expanding its winery capacity and
increasing vineyard plantings to meet its
sales trajectory.
+78
%
Total Shareholder Return
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ANNUAL REPORT
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WHAT DOES IT DO?
Infratil invests in a diverse range of
infrastructure businesses, with a portfolio
focused on data and communications
and renewable electricity, with smaller
exposures to airports and healthcare. It is
externally managed by an experienced
management team.
WHY DO WE OWN IT?
We are attracted to Infratil’s portfolio of
infrastructure assets that are not easily
replicable and its track record of creating
value for shareholders since listing has
been strong.
+90
%
Total Shareholder Return
WHAT DOES IT DO?
Freightways operates a range of
nationwide express delivery operations
with brands including NZ Couriers,
Post Haste and Big Chill. The company
has also developed an information
management business on both sides of
the Tasman encompassing document
storage, data services and secure
destruction services.
WHY DO WE OWN IT?
Freightways is one of two dominant
players in the New Zealand courier
market and its information management
business has a trans-Tasman footprint.
The company has an impressive track
record of stable organic growth and
value-accretive acquisitions that leverage
off its existing infrastructure. Earnings
have been resilient in times of recession,
and are growing at least as strongly as
the domestic economy in more buoyant
times.
+110
%
Total Shareholder Return
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ANNUAL REPORT
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KINGFISH PORTFOLIO STOCKS CONTINUED
WHAT DOES IT DO?
Meridian Energy is New Zealand’s
largest electricity generator, producing
approximately 30% of the country’s
electricity in an average year, sourced
100% from renewable hydro and wind
resources. The company also has a retail
business in New Zealand, operating
under the Meridian and Powershop
brands. It also has a growing Australian
business.
WHY DO WE OWN IT?
Meridian is a well-run company, with a
portfolio of long-dated quality renewable
generation assets which provide Meridian
with the advantage of being amongst the
lowest cost electricity producers. Meridian
is favourably positioned over the long-term
given its flexible hydro generation fleet
which should become more valuable as
electricity prices become more volatile
as intermittent wind generation replaces
thermal generation over time.
+ 39
%
Total Shareholder Return
WHAT DOES IT DO?
Mainfreight is a global supply chain
logistics company. It is a specialist freight
forwarder and distributor, with interests
spanning warehousing, international air
and sea freight and domestic transport
including its distinctive blue trucks.
Its operations span New Zealand,
Australia, the Americas, Europe and
Asia.
WHY DO WE OWN IT?
Mainfreight is a very well-run company
with a special company culture that has
delivered strong performance over time.
It continues to open new trade lanes
as it spreads its logistics footprint ever
wider. Growth should come organically
as it works towards its goal of becoming
a global logistics provider.
+105
%
Total Shareholder Return
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ANNUAL REPORT
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WHAT DOES IT DO?
Pushpay is a leading mobile payments and
engagement provider to the US faith sector,
with a growing customer base focused on
medium and large churches in the US. It
also has a church management software
business, Church Community Builder, with an
integrated product called ChurchStaq. This
enables churches to manage and interact
seamlessly with their congregation in an
effective and modern way.
WHY DO WE OWN IT?
Pushpay provides the best-in-class product
and service. Its combination of ongoing
product development and leading customer
service gives us comfort that Pushpay will
retain this edge over weaker competitors.
Pushpay’s addressable market is very large
and digital giving continues to grow.
+145
%
Total Shareholder Return
WHAT DOES IT DO?
Port of Tauranga is the natural gateway
to and from international markets
for many of New Zealand’s major
businesses. It is in close proximity to
many important exporters in the forestry,
dairy, meat and fruit industries. Its
investment in port facilities in Timaru and
an inland port near Christchurch opens
up the South Island for exports to be
hubbed out of Tauranga.
WHY DO WE OWN IT?
Port of Tauranga continues to grow
in importance as a leading shipping
port in New Zealand for both exports
and imports. It has many natural
advantages, including excellent access
for road and rail, large land holdings
and, more recently, a deep harbour for
bigger ships to call. It has an important
strategic agreement with Kotahi
which underwrites its investment in
Primeport Timaru and its Metroport near
Christchurch.
+30
%
Total Shareholder Return
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ANNUAL REPORT
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KINGFISH PORTFOLIO STOCKS CONTINUED
WHAT DOES IT DO?
Summerset is an integrated retirement
village builder, owner and operator. The
company has retirement villages spread
around New Zealand and is a leading
developer of retirement villages in New
Zealand with a significant land bank. It
has recently acquired sites in Australia
and is also looking to grow there.
WHY DO WE OWN IT?
Summerset successfully operates a
continuum of care model with aged care
integrated into its villages. It has delivered
on growing its portfolio at attractive
development margins. This indicates that
it is executing its business model well, and
has a large land bank to continue the roll-
out of its sought-after villages.
+126
%
Total Shareholder Return
WHAT DOES IT DO?
Ryman Healthcare was formed in 1984 to
develop, construct and operate retirement
villages in New Zealand. It now has a
portfolio of retirement villages around New
Zealand and is replicating its model in
Victoria, Australia. Ryman Healthcare is the
largest owner and developer of retirement
villages in New Zealand.
WHY DO WE OWN IT?
Ryman Healthcare has stuck to its winning
formula since inception. Industry dynamics
are attractive, and Ryman Healthcare
continues to lift its build rate of units and
beds to meet latent demand from an ageing
population. Victoria has a similar ageing
demographic to that in New Zealand
but Ryman’s continuum of care offering is
more unique there compared to existing
product, so this market represents an area
of considerable future growth.
+51
%
Total Shareholder Return
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ANNUAL REPORT
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WHAT DOES IT DO?
Vista Group is an innovative IT company
primarily providing sophisticated software
to cinema exhibitors. It has around 40%
worldwide market share with clients in
around 100 countries. Its integrated
software systems allow cinema exhibitors
to run wide-ranging functions such as
ticketing, food and beverage sales, staff
and film scheduling, loyalty schemes,
digital signage as well as external
customer interfaces like websites, mobile
apps and call centres. Vista Group also
has a range of smaller group businesses
that leverage its depth of data and cinema
industry intellectual property.
WHY DO WE OWN IT?
We are attracted to Vista Group’s profitable
core business which provides sophisticated
software to cinema operators of all sizes.
We believe that this business still has many
years of market share growth ahead of it.
Additionally, the company’s data analytics
business (Movio) and other early stage
businesses have exciting long-term growth
prospects.
+99
%
Total Shareholder Return
WHAT DOES IT DO?
The a2 Milk Company sells ‘a2’-branded
fresh milk and infant milk formula
internationally. As the name suggests,
its products contain only A2 beta-casein
protein, on the basis that it is more
comfortably digested than normal milk
(which contains a mix of both A1 and A2
proteins). In recent years, the company has
grown sales and market share rapidly in
Australia and China and is currently also
focused on its growing business in the US.
WHY DO WE OWN IT?
The a2 Milk Company has a small but
growing share of the very lucrative Chinese
infant formula market. We expect its
market share to continue growing across a
range of distribution channels. In addition,
there is potential for further upside from
new products and geographies.
-50
%
Total Shareholder Return
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ANNUAL REPORT
2021
Pictured left to right: Carol Campbell, Andy Coupe, Carmel Fisher, and Alistair Ryan.
Alistair Ryan MComm (Hons), FCA
Chair of the Board
Chair of Remuneration and Nominations Committee
Independent Director
For the past 10 years Alistair Ryan has been a
professional director in the listed and unlisted sectors
in New Zealand. Prior to 2012, Alistair was a senior
executive with SKYCITY (various roles including CFO)
and, before SKYCITY, a partner with Ernst and Young
Auckland. He is a director of Barramundi, Marlin Global
and a member of the FMA’s Audit Oversight Committee.
During 2020 Alistair retired as a director of Metlifecare
and Kiwibank. He is a Fellow of Chartered Accountants
Australia and New Zealand and his principal place of
residence is Auckland.
Alistair was first appointed to the Kingfish board on
10 February 2012.
Andy Coupe LLB, CMInstD
Chair of Investment Committee
Independent Director
Andy Coupe has extensive commercial and capital
markets experience having worked in a number of
sectors within the financial markets over the last 30
years. Andy was formerly a consultant in investment
banking at UBS New Zealand Limited, where his role
principally encompassed equity capital markets and
takeover transactions involving numerous initial public
offerings and secondary market transactions. Andy
is a director of Barramundi, Marlin Global, Briscoe
Group and Coupe Consulting. He is also Chair of the
New Zealand Takeovers Panel and Chair of Television
New Zealand. Andy’s principal place of residence is
Tamahere, Hamilton.
Andy was first appointed to the Kingfish board on 1
M arc h 2013.
Carol Campbell BCom, CA, CMInstD
Chair of Audit and Risk Committee
Independent Director
Carol Campbell is an experienced company director
who has a sound understanding of efficient board
governance and extensive financial experience.
Carol is a director and Chair of the Audit and Risk
committees of Barramundi and Marlin Global, and
Chair of the Audit and Risk committee of Kingfish.
Carol also holds a number of directorships across
a broad spectrum of companies including T&G
Global, New Zealand Post, Chubb Insurance New
Zealand and NZME, where she is also the Chair of
the Audit and Risk committees and she is a director of
Kiwibank. Carol is a fellow of Chartered Accountants
Australia and New Zealand. Carol had her own
chartered accountancy practice for 11 years after a
successful career as a partner at Ernst & Young for
over 25 years. Carol’s principal place of residence is
Auckland.
Carol was first appointed to the Kingfish board on 5
J un e 2012.
Carmel Fisher CNZM, BCA, INFINZ (Fellow)
Independent Director
Carmel Fisher established Fisher Funds Management
Limited in 1998. Carmel’s interest and involvement in
the New Zealand share market spans nearly 30 years
and she is widely recognised as one of New Zealand's
pre-eminent investment professionals. Carmel was an
investment analyst and portfolio manager for several
stockbroking and institutional firms before launching
Fisher Funds as a boutique fund manager. She was
managing director of Fisher Funds for 20 years before
retiring and selling the company in 2017. Carmel is also
a director of Barramundi, Marlin Global and Rembrandt
Suits. Carmel’s principal place of residence is Auckland.
Carmel was made a Companion of the New Zealand
Order of Merit in the 2019 New Years honours for her
services to the New Zealand finance industry.
Carmel was first appointed to the Kingfish board on 30
January 2004.
BOARD OF DIRECTORS
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FOR THE YEAR ENDED 31 MARCH 2021 AND CURRENT AS AT THE DATE OF THIS ANNUAL REPORT
CORPORATE GOVERNANCE
STATEMENT
Kingfish’s board recognises the importance of good
corporate governance and is committed to ensuring that
the Company meets best practice governance principles
to the extent that they are appropriate for the nature of
the Kingfish operations. Strong corporate governance
practices encourage the creation of value for Kingfish
shareholders, while ensuring the highest standards of
ethical conduct and providing accountability and control
systems commensurate with the risks involved.
The board is responsible for establishing and
implementing the Company’s corporate governance
frameworks and is committed to fulfilling this role in
accordance with best practice having appropriate
regard to applicable laws, the NZX Corporate
Governance Code (“NZX Code”) and the Financial
Markets Authority Corporate Governance in New
Zealand - Principles and Guidelines. The board oversees
the management of Kingfish, with the day-to-day
portfolio and administrative management responsibilities
of Kingfish being delegated to Fisher Funds
Management Limited (“Fisher Funds” or “the Manager”).
Over the financial year ended 31 March 2021, Kingfish
was in compliance with the NZX Code, with the
exception of recommendations 4.31
1
and 5.32
2
for the
reasons explained below in the commentary regarding
the relevant NZX Code principles. The alternative
governance practices adopted in respect of those
matters have the approval of the board.
The corporate governance policies and procedures, and
board and committee charters, are regularly reviewed
by the board against the corporate governance
standards set by NZX, any regulatory changes and
developments in corporate governance practices.
The Kingfish constitution and each of the charters, codes
and policies referred to in this section are available on
the Kingfish website (www.kingfish.co.nz) under the
“About Kingfish” “Policies” section.
Principle 1 – Code of ethical behaviour
Directors should set high standards of ethical
behaviour, model this behaviour and hold
management accountable for these standards being
followed throughout the organisation.
CODE OF ETHICS & STANDARDS OF
PROFESSIONAL CONDUCT
Kingfish’s Code of Ethics & Standards of Professional
Conduct details the ethical and professional behavioural
standards required of the directors and those employees
of the Manager who work on Kingfish matters.
The Code of Ethics & Standards of Professional Conduct
covers a wide range of areas including: standards of
behaviour, conflicts of interest, proper use of Company
information and assets, compliance with laws and
policies, reporting concerns and receiving gifts.
Any person who becomes aware of a breach or
suspected breach of the Code of Ethics & Standards of
Professional Conduct is required to report it immediately
in accordance with the procedure set out in the Code of
Ethics & Standards of Professional Conduct.
Training on the Code of Ethics & Standards of
Professional Conduct is included as part of the
induction process for new directors and relevant
employees of the Manager.
The Code of Ethics & Standards of Professional Conduct
is also available on the Kingfish website for directors
and staff to access at any time.
SECURITIES TRADING POLICY
Kingfish’s Securities Trading Policy details the
restrictions on persons nominated by Kingfish (including
its directors and employees of the Manager who work
on Kingfish matters) (“Nominated Persons”) on trading
in Kingfish shares and other securities.
Nominated Persons, with the permission of the board
of Kingfish, may trade in Kingfish shares only during
the trading window commencing immediately after
Kingfish’s weekly disclosure of its net asset value on the
NZX Limited (“NZX”) market announcement platform
and ending at the close of trading two days following
the net asset value disclosure.
Nominated Persons may not trade in Kingfish shares
when they have price sensitive information that is not
publicly available.
The Securities Trading Policy is available on the Kingfish
website.
CONFLICTS OF INTEREST POLICY
The Conflicts of Interest Policy outlines the board’s
policy on conflicts of interest. The policy details the
process to be adopted for identifying conflicts of
interest and managing any such conflicts.
Principle 2 – Board composition and performance
To ensure an effective board, there should be
a balance of independence, skills, knowledge,
experience and perspectives.
1
Kingfish does not have a formal environmental, social and governance (ESG) framework. However the Manager has a formal
ESG framework which governs its stock selection which the board is fully supportive of and committed to.
2
There is no CEO remuneration disclosure as Kingfish delegates its management personnel requirements to Fisher Funds pursuant
to an Administration Services Agreement.
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BOARD CHARTER
Kingfish’s board operates under a written charter which
defines the respective functions and responsibilities of the
board, focusing on the values, principles and practices
that provide the corporate governance framework.
The board has overall responsibility for all decision
making within Kingfish. The board is responsible for the
direction and control of Kingfish and is accountable to
shareholders and others for Kingfish’s performance and
its compliance with the appropriate laws and standards.
The board has delegated the day-to-day management of
Kingfish to the Manager.
The board uses committees to address certain matters
that require detailed consideration. The board retains
ultimate responsibility for the function of its committees
and determines their responsibilities. The board is
assisted in meeting its responsibilities by receiving
reports and plans from the Manager and through its
annual work programme.
Directors have access to key employees of the Manager
who are connected to the activities of Kingfish and can
request any information they consider necessary for
informed decision making.
The Board Charter is available on the Kingfish website.
NOMINATION AND APPOINTMENT OF
DIRECTORS
In accordance with Kingfish’s constitution and NZX
Listing Rules, a director must not hold office without
re-election past the third annual meeting following his
or her appointment or three years (whichever is the
longer). A director appointed by the board must not
hold office (without re-election) past the next annual
meeting following his or her appointment. Procedures
for the appointment and removal of directors are
contained in Kingfish’s constitution and the Board
Charter. The Remuneration and Nominations Committee
is responsible for identifying and nominating candidates
to fill director vacancies for board approval.
WRITTEN AGREEMENT
Kingfish provides a letter of appointment to each
newly appointed director setting out the terms of their
appointment which they are required to sign. The letter
includes information regarding the board’s responsibilities,
expectations of directors and independence, expected
time commitments, indemnity and insurance provisions,
declaration of interests and confidentiality. New directors
are required to formally consent to act as a director.
DIRECTOR INFORMATION AND INDEPENDENCE
The board comprises four directors with diverse
backgrounds, skills, knowledge, experience and
perspectives. Information about each director,
including a profile of experience, length of service and
attendance at board meetings is available on page 28
of this Annual Report and also on the Kingfish website.
The board takes into account guidance provided
under the NZX Listing Rules and the factors specified
in the NZX Code in determining the independence
of directors. Director independence is considered
CORPORATE GOVERNANCE STATEMENT CONTINUED
annually. Directors have undertaken to inform the
board as soon as practicable if they think their status as
an independent director has or may have changed.
As at 31 March 2021, the board considers that Alistair
Ryan (Chair), Carol Campbell, Andy Coupe and
Carmel Fisher are independent directors and therefore
all of the board are independent directors.
Information in respect of directors’ ownership interests
is available on page 60.
DIVERSITY
Kingfish has a formal Diversity Policy. The board
views diversity as including but not being limited
to, skills, qualifications, experience, gender, race,
age, ethnicity and cultural background. The board
recognises that having a diverse board will enhance
effectiveness in key areas.
All appointments to the board are based on merit,
and include consideration of the board’s diversity
needs, including gender diversity. Under the Diversity
Policy, the principal measurable diversity objective is
to embed gender diversity as an active consideration
in all succession planning for board positions. The
board assesses annually both the objectives set out
in the Diversity Policy and the Company's progress in
achieving them. During the financial year to 31 March
2021, there were no appointments to the board.
The board’s gender composition as at the two most
recent annual balance dates was as follows:
NumberProportion
2021FemaleMaleFemaleMale
Directors2250%50%
NumberProportion
2020FemaleMaleFemaleMale
Directors2250%50%
The board believes that Kingfish has achieved the
objectives set out in its Diversity Policy for the year
ended 31 March 2021.
The Diversity Policy is available on the Kingfish website.
DIRECTOR TRAINING
All directors are responsible for ensuring they remain
current in understanding their duties as directors. To
ensure ongoing education, directors are regularly
informed of developments that affect the Company’s
industry and business environment.
ASSESSMENT OF DIRECTOR PERFORMANCE
The Remuneration and Nominations Committee
conducts a formal review of director, committee and
board performance annually. The review includes
an assessment whether appropriate training has
been received by directors. Appropriate strategies
for improvement are recommended to the board as
and when required. The Chair of the board also has
discussions with directors on individual performance.
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INDEPENDENT CHAIR AND SEPARATION OF THE
CHAIR AND CHIEF EXECUTIVE
The Chair of the board is an independent director.
Kingfish delegates its management personnel
requirements to the Manager pursuant to an
Administration Services Agreement. The Chair of the
board is a different person to the Chief Executive of
the Manager.
Principle 3 – Board committees
The board should use committees where this will
enhance its effectiveness in key areas, while still
retaining board responsibility.
The board has three standing committees: the
Audit and Risk Committee, the Remuneration and
Nominations Committee and the Investment Committee.
Each committee operates under a charter approved
by the board. The charter of each committee is
reviewed annually.
DIRECTOR MEETING ATTENDANCE
A total of ten board meetings, two Audit and
Risk Committee meetings, one Remuneration and
Nominations Committee meeting and three Investment
Committee meetings were held in the 2021 financial
year. Director attendance at board meetings and
committee member attendance at committee meetings
is shown below.
DirectorBoard
Audit and
Risk
Committee
Remuneration
and
Nominations
Committee
Investment
Committee
Carol
Campbell
10/102/21/13/3
Andy
Coupe
10/102/21/13/3
Carmel
Fisher
10/102/21/13/3
Alistair
Ryan
10/102/21/13/3
During the financial year ended 31 March 2021 the
board of Kingfish responded to the impact of the
COVID-19 pandemic by holding additional meetings
with the Manager.
AUDIT AND RISK COMMITTEE
The Audit and Risk Committee Charter sets out the
objectives of the Audit and Risk Committee, which
are to provide assistance to the board in fulfilling its
responsibilities in relation to the Company’s financial
reporting, internal controls structure, risk management
systems and the external audit function. The Audit and
Risk Committee Charter is available on the Kingfish
website.
The Audit and Risk Committee focuses on audit
and risk management and specifically addresses
responsibilities relative to financial reporting and
regulatory compliance.
The Audit and Risk Committee is accountable for
ensuring the performance and independence of the
external auditor, including that the external auditor or
lead audit partner is changed at least every five years.
The Audit and Risk Committee also reviews the
appropriateness of any non-audit services and
recommends to the board which services, other
than the statutory audit, may be provided by
PricewaterhouseCoopers as auditor.
The external auditor has a clear line of direct
communication at any time with either the Chair of the
Audit and Risk Committee or the Chair of the board,
both of whom are independent directors. During
the year, the Audit and Risk Committee held private
sessions with the external auditor.
The Audit and Risk Committee currently comprises all
of the directors and is chaired by Carol Campbell.
The Audit and Risk Committee may invite the Corporate
Manager and/or other employees of the Manager and
such other persons, including the external auditor, to
attend meetings, as it considers necessary to provide
appropriate information and explanations.
REMUNERATION AND NOMINATIONS
COMMITTEE
The Remuneration and Nominations Committee
Charter sets out the objectives of the Remuneration
and Nominations Committee, which are to set and
review the level of directors’ remuneration, ensure
a formal rigorous and transparent procedure for
the appointment of new directors to the board
and evaluate the balance of skills, knowledge and
experience on the board. The Remuneration and
Nominations Committee also assesses the performance
of directors, the board and board committees.
The Remuneration and Nominations Committee
currently comprises all of the directors and is chaired
by Alistair Ryan.
The Remuneration and Nominations Committee
may invite the Corporate Manager and/or other
employees of the Manager and such other persons,
including the external auditor, to attend meetings
as it considers necessary to provide appropriate
information and explanations.
The Remuneration and Nominations Committee Charter
is available on the Kingfish website.
INVESTMENT COMMITTEE
The Investment Committee Charter sets out the objective
of the Investment Committee, which is to oversee the
investment management of Kingfish to ensure the
portfolio is managed in accordance with the investment
mandate and with the long-term performance
objectives of Kingfish. The Investment Committee
Charter is available on the Kingfish website.
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The Investment Committee currently comprises all of the
directors and is chaired by Andy Coupe.
TAKEOVER RESPONSE PROTOCOLS
The board has adopted a formal Takeover Response
Protocol as an internal framework that sets out the process
to be followed if there is a takeover offer for Kingfish.
Principle 4 – Reporting and disclosure
The board should demand integrity in financial and
non-financial reporting, and in the timeliness and
balance of corporate disclosures.
CONTINUOUS DISCLOSURE
Kingfish is committed to promoting investor confidence
by providing complete and equal access to information
in accordance with the NZX Listing Rules. Kingfish
has a Continuous Disclosure Policy designed to ensure
this occurs and a copy of the policy is available on
the Kingfish website. The Corporate Manager is
responsible for overseeing and co-ordinating disclosure
to the exchange.
CHARTERS AND POLICIES
Kingfish’s key corporate governance documents,
including its Code of Ethics & Standards of Professional
Conduct, board and committee charters and other
policies, are available on the Kingfish website under
the “About Kingfish” “Policies” section.
FINANCIAL REPORTING
Kingfish believes its financial reporting is balanced,
clear and objective. Kingfish is committed to ensuring
integrity and timeliness in its financial and non-
financial reporting and ensuring the market and
shareholders are provided with an objective view on
the performance of the Company.
The Audit and Risk Committee oversees the quality
and integrity of external financial reporting, including
the accuracy, completeness and timeliness of financial
statements. The Audit and Risk Committee reviews
half-yearly and annual financial statements and
makes recommendations to the board concerning
accounting policies, areas of judgement, compliance
with accounting standards, stock exchange and legal
requirements and the results of the external audit.
As at 31 March 2021, Kingfish did not have a
formal environmental, social and governance (ESG)
framework. Kingfish considers that, given the nature
of its operations (as an investment company), it is not
appropriate to maintain an ESG framework due to the
lack of available metrics relevant to its business against
which it could report on such matters. Kingfish will
continue to assess the relevance of adopting an ESG
framework. However, the Manager has a formal ESG
framework which governs its stock selection, which the
board is fully supportive of and committed to.
In April 2021, the New Zealand Government
introduced a Bill to Parliament to mandate climate-
related financial disclosures. This new reporting
requirement will impact the reporting of most NZX
listed issuers, as well as large registered banks,
licensed insurers and managers of investment schemes.
The new legislation is based on the recommendations
of the Taskforce on Climate-related Financial
Disclosures (TCFD), which will bring the New Zealand
financial reporting regarding climate risk into line with
similar reporting requirements already being adopted
around the world. The board will determine the
appropriate climate risk reporting for Kingfish once the
legislative changes have been finalised.
Principle 5 – Remuneration
The remuneration of directors and executives should
be transparent, fair and reasonable.
DIRECTORS’ REMUNERATION
The Director Remuneration Policy sets out the structure
of the remuneration for directors, the review process
and reporting requirements. The Director Remuneration
Policy is available on the Kingfish website.
Directors’ fees are determined by the board on the
recommendation of the Remuneration and Nominations
Committee within the aggregate amount approved
by shareholders. The current directors’ fee pool
limit of $157,500 (plus GST if any) was approved
by shareholder resolution at the 2018 Annual
Shareholders’ Meeting.
Each year, the Remuneration and Nominations
Committee reviews the level of directors’ fees. The
Remuneration and Nominations Committee considers
the skills, performance, experience and level of
responsibility of directors when undertaking the review,
and is authorised to obtain independent advice on
market conditions.
The following table sets out the remuneration received
by each director from Kingfish for the year ended 31
M arc h 2021.
Directors’ remuneration* for the 12 months ended
31 March 2021
A B Ryan (Chair)$50,000
(1)
C A Campbell$ 3 7, 5 0 0
(2)
R A Coupe$ 3 7, 5 0 0
(3)
C M Fisher$32,500
(4)
*excludes GST
(1)
$4,972 of this amount was applied to the purchase of
3,127 shares under the Kingfish Share Purchase Plan.
(Alistair Ryan holds in excess of the 50,000 share threshold
set out in the director Share Purchase Plan but has elected
to continue in the plan.)
(2)
Included in this total amount is $5,000 that Carol Campbell
receives as Chair of the Audit and Risk Committee. $3,727
of this amount was applied to the purchase of 2,344 shares
under the Kingfish Share Purchase Plan. (Carol Campbell
holds in excess of the 50,000 share threshold set out in the
director Share Purchase Plan but has elected to continue in
the plan).
CORPORATE GOVERNANCE STATEMENT CONTINUEDCORPORATE GOVERNANCE STATEMENT CONTINUED
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(3)
Included in this total amount is $5,000 that Andy Coupe
receives as Chair of the Investment Committee. $3,727 of
this amount was applied to the purchase of 2,344 shares
under the Kingfish Share Purchase Plan.
(4)
Carmel Fisher is a substantial Kingfish shareholder and has
holdings in excess of the 50,000 share threshold set out in the
director Share Purchase Plan. (Details of director holdings can
be found in the Statutory Information section on page 60).
Details of remuneration paid to directors are also
disclosed in note 10 to the financial statements for the
financial year ended 31 March 2021. The directors’
fees disclosed in the financial statements include a
portion of non-recoverable GST expensed by Kingfish.
DIRECTORS’ SHAREHOLDING - SHARE PURCHASE
PLAN
A Share Purchase Plan was introduced by the board in
2012 which requires each director to allocate 10% of
their annual director’s fee to the purchase (on market)
of Kingfish shares. Once an individual director’s
shareholding reaches 50,000 shares, the director can
elect whether to continue with the plan. The intention of
the Share Purchase Plan is to further align the interests
of directors with those of shareholders.
OFFICER REMUNERATION
Kingfish delegates its management personnel
requirements to Fisher Funds pursuant to an
Administration Services Agreement. For this reason,
Kingfish does not have a Chief Executive Officer and
it does not consider it appropriate to make disclosures
about remuneration for the Manager’s personnel
or include those personnel in the application of the
Company's remuneration policies. The fees paid to
Fisher Funds for administration services are set out
in note 10 to Kingfish’s financial statements for the
financial year ended 31 March 2021.
Principle 6 – Risk management
Directors should have a sound understanding of
the material risks faced by the issuer and how to
manage them. The board should regularly verify that
the issuer has appropriate processes that identify
and manage potential and material risks.
RISK MANAGEMENT FRAMEWORK
The board has overall responsibility for Kingfish’s system
of risk management and internal control. Kingfish has
in place policies and procedures to identify areas of
significant business risk and implements procedures to
manage those risks effectively.
Key risk management tools used by Kingfish include
the Audit and Risk Committee function, outsourcing of
certain functions to service providers, internal controls,
financial and compliance reporting procedures and
processes and business continuity planning. Kingfish also
maintains insurance policies that it considers adequate
to meet its insurable risks.
The board is actively involved in tracking the
development of existing risks and the emergence of new
risks to Kingfish’s business. The Audit and Risk Committee
and board receive regular reports on the operation of
risk management policies and procedures. Significant
risks are discussed at each board meeting, and/or as
required.
In addition to Kingfish’s policies and procedures in place
to manage business risks, the Manager has its own
comprehensive risk management policy. The board is
informed of any changes to the Manager's policy.
The spread of Covid-19 has impacted economies
around the globe. In many countries, businesses have
been forced to cease or limit operations for extended
or indefinite periods of time. Global stock markets have
experienced greater than normal volatility and there was
significant market weakness during the early stages of
the pandemic.
During the financial year ended 31 March 2021,
the board of Kingfish responded to the impact of the
Covid-19 pandemic by holding additional meetings
with the Manager to ensure that appropriate risk
management processes and procedures, including
the rigorous application of the STEEPP process, were
being maintained to. The application of the STEEPP
process ensures stock selection, de-selection and the
in-depth testing of the stock assessment processes.
These additional meetings enabled the board to closely
oversee the portfolio management process undertaken
by the Manager as part of their mandated approach.
During the period of the initial first New Zealand
lockdown, when there was significant volatility in
the NZX, Kingfish increased its usual weekly NAV
reporting from once per week on Thursdays, to twice
per week, with the NAVs published on both Mondays
and Thursdays. Kingfish reverted to once per week NAV
reporting from mid-May 2020.
The duration and overall impact of the Covid-19
pandemic, as well as the effectiveness of government
and central bank responses, remains unclear at this
time. As such, it is not possible to reliably estimate the
duration and severity of these consequences, as well
as their impact on the financial position and results of
Kingfish for future periods.
The preparation of Kingfish's financial statements for the
financial year ended 31 March 2021 has not required
the addition of any new judgements or estimates.
HEALTH AND SAFETY
The Manager operates under a Health and Safety
Policy. Under this policy, Fisher Funds assumes
responsibility for the health and safety of its employees.
Principle 7 – Auditors
The board should ensure the quality and
independence of the external audit process.
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Kingfish’s Audit and Risk Committee makes
recommendations to the board on the appointment
of the external auditor. The Audit and Risk Committee
monitors the independence and effectiveness of
the external auditor and approves and reviews any
non-audit services performed by the external auditor.
An External Auditor Independence Policy, which
documents the framework of Kingfish’s relationship with
its external auditor, was adopted in May 2018. This
policy includes procedures:
a. to sustain communication with Kingfish’s external
auditor;
b. to ensure that the ability of the external auditor to
carry out its statutory audit role is not impaired, or
could reasonably be perceived to be impaired;
c. to address what, if any, services (whether by type
or level) other than their statutory audit roles may be
provided by the external auditor to Kingfish; and
d. to provide for the monitoring and approval by the
Audit and Risk Committee of any service provided
by the external auditor to Kingfish other than in their
statutory audit role.
The Audit and Risk Committee meets with the external
auditor, without management present, to approve their
terms of engagement, audit partner rotation (at least
every five years) and audit fee, and to review and
provide feedback in respect of the annual audit plan.
The Audit and Risk Committee holds private sessions
with the external auditor.
Kingfish’s current external auditor,
PricewaterhouseCoopers (“PwC”), was appointed by
shareholders at the 2007 annual meeting in accordance
with the provisions of the Companies Act 1993. PwC
is automatically reappointed as auditor under Part
11, Section 207T of the Companies Act at the Annual
Shareholders' Meeting, except in limited circumstances.
The Audit and Risk Committee has assessed PwC to be
independent and confirmed that the non-audit services
provided in relation to confirming the amounts used in
the performance fee calculation have not compromised
PwC’s independence. Written confirmation of PwC’s
independence has been obtained by the board.
PwC, as external auditor of the 2021 financial
statements, will attend this year’s Annual Shareholders'
Meeting and will be available to answer questions
about the conduct of the audit, preparation and content
of the auditor’s report, accounting policies adopted
by Kingfish and their independence in relation to the
conduct of the audit.
Kingfish does not have an internal audit function,
however the Company regularly reviews all areas of
risk management and focuses on all operating and
compliance risk obligations. Kingfish delegates day-to-
day management responsibilities to the Manager and
the Corporate Manager is responsible for managing
operational and compliance risks across Kingfish’s
business and reporting on those matters to the board
as needed.
Principle 8 – Shareholder rights and relations
The board should respect the rights of shareholders
and foster constructive relationships with
shareholders that encourage them to engage with
the issuer.
INFORMATION FOR SHAREHOLDERS
The board recognises the importance of providing
shareholders comprehensive, timely and equal access
to information about its activities. The board aims to
ensure that shareholders have available to them all
information necessary to assess Kingfish’s performance.
Kingfish’s website, www.kingfish.co.nz, provides
information to shareholders and investors about the
Company. Kingfish’s ‘Investor Centre’ part of its website
contains a range of information including periodic and
continuous disclosures to NZX, half year and annual
reports and content related to the Annual Shareholders’
Meeting. The website also contains information about
Kingfish’s directors, copies of key corporate governance
documents and general company information.
The board recognises that other stakeholders may
have an interest in Kingfish’s activities. While there are
no specific stakeholders’ interests that are currently
identifiable, Kingfish will continue to review policies in
consideration of future interests.
COMMUNICATING WITH SHAREHOLDERS
Kingfish communicates regularly with its shareholders
through its monthly and quarterly updates. The
Company receives questions from shareholders from
time to time, and has processes in place to ensure
shareholder communications are responded to within
a reasonable timeframe. The Company’s website
sets out Kingfish’s appropriate contact details for
communications from shareholders. Kingfish also
provides options for shareholders to receive and send
communications by post or electronically.
SHAREHOLDER VOTING RIGHTS
When required by the Companies Act 1993, Kingfish’s
Constitution and the NZX Listing Rules, Kingfish will
refer decisions to shareholders for approval. Kingfish’s
policy is to conduct voting at its shareholder meetings
by way of poll and on the basis of one share, one vote.
NOTICE OF ANNUAL MEETING
The 2021 Kingfish Notice of Annual Meeting will be sent
to shareholders at least 10 working days prior to the
meeting and will be published on the Kingfish website.
Subject to any Covid-19 restrictions which prevent the
Company from holding a physical meeting, this year’s
meeting will be held at 10.30am on 6 August 2021, at
the Ellerslie Event Centre in Auckland. Full participation of
shareholders is encouraged at the Shareholders' Annual
Meeting and shareholders are encouraged to submit
questions in writing prior to the meeting.
CORPORATE GOVERNANCE STATEMENT CONTINUED
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CORPORATE GOVERNANCE STATEMENT CONTINUED
MANAGEMENT AGREEMENT RENEWAL
The Management Agreement between Kingfish and
Fisher Funds is subject to renewal every five years.
The Management Agreement is next subject to
renewal in 2024.
NZX WAIVERS
Kingfish outsources all investment management
functions and administration services to the Manager
under the Management Agreement entered into when
Kingfish first listed. The Management Agreement has
been amended to reflect the evolving relationship
between Kingfish and the Manager, with such
amendments being largely administrative. Since
December 2014, administration services previously
provided for in the Management Agreement have
been recorded in a separate Administration Services
Agreement. The rationale for this change was to create
efficiencies for Kingfish across staff utilisation and
costs. There was no substantive change to the nature or
scope of services or the actual costs payable.
Kingfish was granted a waiver by NZX Regulation
on 30 May 2017 from (pre 1 January 2019)
NZX Listing Rule 9.2.1 so that it is not required to
obtain shareholder approval for the entry into the
Administration Services Agreement and specific
amendments to the Management Agreement. The
waiver is provided on the conditions specified in
paragraph 2 of the waiver decision, which is available
on the Kingfish website: www.kingfish.co.nz/investor-
centre/market-announcements/.
CAPITAL RAISINGS
Kingfish Warrant Issue (KFLWF)
On 12 March 2021, Kingfish warrant holders had the
option to convert their warrants into Kingfish shares at
an exercise price of $1.51 per warrant. On the same
day, Kingfish shares were trading on-market at $1.90,
a 26% premium to the exercise price.
Warrant holders took advantage of this discount, with
56,285,634 warrants out of a possible 61,578,083
warrants (91.4%) being converted into Kingfish shares.
The new shares were allotted to warrant holders on 17
March 2021. All new shares have the same rights as
current Kingfish shares, including participating in the
Company’s quarterly dividend policy.
The remaining 5,292,449 warrants which were not
exercised lapsed, and all rights in regards to them
expired.
The majority of the additional funds raised through
the conversion of warrants was invested during March
2021 in Kingfish’s investment portfolio of stocks, in
similar proportions to the existing portfolio.
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FOR THE YEAR ENDED 31 MARCH 2021
We present the financial statements for Kingfish Limited for the year ended 31 March 2021.
We have ensured that the financial statements for Kingfish Limited present fairly the financial position of the
Company as at 31 March 2021 and its financial performance and cash flows for the year ended on that date.
We have ensured that the accounting policies used by the Company comply with generally accepted
accounting practice in New Zealand and believe that proper accounting records have been kept. We have
ensured compliance of the financial statements with the Financial Markets Conduct Act 2013.
We also consider that adequate controls are in place to safeguard the Company’s assets and to prevent and
detect fraud and other irregularities.
The Kingfish board authorised these financial statements for issue on 27 May 2021.
Alistair Ryan Carmel Fisher
Carol Campbell Andy Coupe
DIRECTORS’ STATEMENT
OF RESPONSIBILITY
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FINANCIAL
STATEMENTS CONTENTS
38Statement of Comprehensive Income
39Statement of Changes in Equity
40Statement of Financial Position
41Statement of Cash Flows
42Notes to the Financial Statements
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Notes
2021
$000
2020
$000
Interest income 49 292
Dividend income 5, 410 5,834
Net changes in fair value of investments 2 150,504 1, 575
Other income 3 28
Total net income 155,96 6 7, 7 2 9
Operating expenses3 13,233 5,957
Operating profit before tax 142,733 1,772
Total tax expense4 20 30
Net operating profit after tax attributable to shareholders 142, 713 1, 74 2
Total comprehensive income after tax attributable to shareholders 142, 713 1, 74 2
Basic earnings per share6 56.28c 0.75c
Diluted earnings per share6 54.65c 0.75c
The accompanying notes form an integral part of these financial statements.
FOR THE YEAR ENDED 31 MARCH 2021
STATEMENT OF COMPREHENSIVE INCOME
KINGFISH LIMITED
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Attributable to shareholders of the Company
Notes
Share
Capital
$000
Performance
Fee Reserve
$000
Retained
Earnings
$000
Total
Equity
$000
Balance at 31 March 2019 214,296 2,043 94,282 310,621
Comprehensive income
Net operating profit after tax 0 0 1, 74 2 1, 74 2
Other comprehensive income 0 0 0 0
Total comprehensive income for the year ended 31 March 2020 0 0 1, 74 2 1, 74 2
Transactions with shareholders
Dividends paid5 0 0 ( 2 9, 4 74 ) ( 2 9, 4 74 )
Share buybacks5 (681) 0 0 (681)
Shares issued from treasury stock under dividend
reinvestment plan5 600 0 0 600
New shares issued under dividend reinvestment plan5 10,358 0 0 10,358
Shares issued for warrants exercised5 52,247 0 0 52,247
Prior year Manager's performance fee settled with
ordinary shares 1,898 (1,9 07 ) 0 (9)
Prior year Manager's performance fee settled with
treasury stock 136 (136) 0 0
Total transactions with shareholders for
the year ended 31 March 2020 64,558 (2,043) ( 2 9, 4 74 ) 33,041
Balance at 31 March 2020 278,854 0 66,550 345,404
Comprehensive income
Net operating profit after tax 0 0 142,713 142,713
Other comprehensive income 0 0 0 0
Total comprehensive income for the year ended 31 March 2021 0 0 142, 713 142, 713
Transactions with shareholders
Dividends paid5 0 0 (33,895) (33,895)
New shares issued under dividend reinvestment plan5 12, 402 0 0 12, 402
Shares issued for warrants exercised5 84,823 0 0 84,823
Total transactions with shareholders for the year ended 31 March 2021 9 7, 2 2 5 0 (33,895) 63,330
Balance at 31 March 2021 376,079 0 175,368 5 51, 4 4 7
The accompanying notes form an integral part of these financial statements.
FOR THE YEAR ENDED 31 MARCH 2021
STATEMENT OF CHANGES IN EQUITY
KINGFISH LIMITED
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Notes
2021
$000
2020
$000
SHAREHOLDERS' EQUITY 5 51, 4 4 7 345,404
Represented by:
ASSETS
Current Assets
Cash and cash equivalents 9 33,528 18,493
Trade and other receivables 7 369 2,387
Investments at fair value through profit or loss 2 526,523 324,953
Total Current Assets 560,420 345,833
TOTAL ASSETS 560,420 345,833
LIABILITIES
Current Liabilities
Trade and other payables 8 8,973 429
Total Current Liabilities 8,973 429
TOTAL LIABILITIES 8,973 429
NET ASSETS 5 51, 4 4 7 345,404
These financial statements have been authorised for issue for and on behalf of the Board by:
A B Ryan / Chair C A Campbell / Chair of the Audit and Risk Committee
27 May 2021 27 May 2021
The accompanying notes form an integral part of these financial statements.
AS AT 31 MARCH 2021
STATEMENT OF FINANCIAL POSITION
KINGFISH LIMITED
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FOR THE YEAR ENDED 31 MARCH 2021
Notes
2021
$000
2020
$000
Operating Activities
Sale of listed equity investments 81, 493 9 7, 9 6 3
Interest received 49 292
Dividends received 5,612 6,296
Other income received 1 27
Purchase of listed equity investments (129,235) (13 0,18 6)
Operating expenses (6,195) ( 8,191)
Taxes paid (20) (30)
Net cash outflows from operating activities9 (48,295) (33,829)
Financing Activities
Proceeds from warrants exercised 84,823 52,247
Share buybacks 0 (683)
Dividends paid (net of dividends reinvested) (21, 493) (18,516)
Net cash inflows from financing activities 63,330 33,048
Net increase/(decrease) in cash and cash equivalents held 15,035 (781)
Cash and cash equivalents at beginning of the year 18,493 19, 2 74
Cash and cash equivalents at end of the year9 33,528 18, 493
The accompanying notes form an integral part of these financial statements.
STATEMENT OF CASH FLOWS
KINGFISH LIMITED
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FOR THE YEAR ENDED 31 MARCH 2021
NOTES TO THE FINANCIAL STATEMENTS
KINGFISH LIMITED
NOTE 1 BASIS OF ACCOUNTING
Reporting Entity
Kingfish Limited ("Kingfish" or "the Company") is listed on the NZX Main Board, is registered in New
Zealand under the Companies Act 1993 and is an FMC Reporting Entity under the Financial Markets
Conduct Act 2013.
The Company’s registered office is Level 1, 67-73 Hurstmere Road, Takapuna, Auckland.
Basis of Preparation
These financial statements have been prepared in accordance with the requirements of Part 7 of
the Financial Markets Conduct Act 2013, the NZX Main Board listing rules and New Zealand
Generally Accepted Accounting Practice (NZ GAAP). They comply with New Zealand equivalents
to International Financial Reporting Standards (NZ IFRS) as appropriate for profit entities, and
International Financial Reporting Standards (IFRS).
The financial statements have been prepared on the historical cost basis, except for investment assets
at fairvalue through profit or loss.
The functional and reporting currency used to prepare the financial statements is New Zealand
dollars, rounded to the nearest one thousand dollars.
The operating expenses include GST where it is charged by other parties as it cannot be reclaimed.
The impact of COVID-19 on the Company's financial statements was considered and, other than
the impact of the post COVID-19 recovery on investment fair value gains, there have been no other
impacts on the Company's financial reporting.
Accounting Policies
Accounting policies that summarise the recognition and measurement basis used and are relevant
to an understanding of the financial statements, are provided throughout the notes to the financial
statements and are designated by a
symbol.
The accounting policies adopted have been consistently applied to all years presented, unless
otherwise stated.
There are no new accounting standards, amendments to standards and interpretations that have a
material impact on these financial statements. The same applies for any new standards, amendments
to standards and interpretations that have been issued but are not yet effective.
Critical Judgements, Estimates and Assumptions
The preparation of financial statements requires the directors to make judgements, estimates and
assumptions that affect the application of policies and reported amounts of assets and liabilities,
income and expenses. Judgements are designated by a
j
symbol in the notes to the financial
statement. There were no material estimates or assumptions required in the preparation of these
financial statements.
Authorisation of Financial Statements
The Kingfish Board of Directors authorised these financial statements for issue on 27 May 2021.
No party may change these financial statements after their issue.
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NOTE 2 INVESTMENTS
j
Given that the investment portfolio is managed, and performance is evaluated, on a fair value
basis in accordance with a documented investment strategy, Kingfish has classified all its
investments at fair value through profit or loss.
Investments are initially recognised at fair value and are subsequently revalued to reflect changes
in fair value. Net changes in the fair value of investments are recognised in the Statement of
Comprehensive Income.
Investments at fair value through profit or loss comprise New Zealand listed equity investment
assets.
All purchases and sales of investments are recognised at trade date, which is the date the
Company commits to purchase or sell the investment and transaction costs are expensed as
incurred. When an investment is sold, any gain or loss arising on the sale is included in the
Statement of Comprehensive Income. Realised gains or losses are calculated as the difference
between the sale proceeds and the carrying amount of the item.
The fair value of listed equity investments traded in active markets are based on last sale prices
at balance date, except where the last sale price falls outside the bid-ask spread for a particular
investment, in which case the bid price will be used to value the investment.
Dividend income from investments is recognised in the Statement of Comprehensive Income when
the Company's right to receive payments is established (ex-dividend date).
Investments recognised at fair value are categorised according to a fair value hierarchy that shows
the extent of judgement used in determining their fair value. Where unadjusted quoted prices are
used, the investments are categorised as Level 1. When inputs derived from quoted prices are
used, the investments are categorised as Level 2. If significant inputs are not based on observable
market data, they are categorised as Level 3.
j
All listed equity investments held by Kingfish are categorised as Level 1. There have been no
transfers between levels of the fair value hierarchy during the year (2020: none).
There were no financial instruments classified as Level 2 or 3 at 31 March 2021 (2020: none).
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NOTE 3 OPERATING EXPENSES
2021
$000
2020
$000
Management fees (note 10) 5,671 4,671
Performance fees (note 10) 6,291 0
Administration services (note 10) 159 159
Directors' fees (note 10) 176 174
Custody, accounting and brokerage 594 612
Investor relations and communications 150 136
NZX fees 64 55
Professional fees 19 50
Fees paid to the auditor:
Statutory audit and review of financial statements 41 40
Non assurance services
1
3 0
Other operating expenses 65 60
Total operating expenses 13,233 5,957
1
Non-assurance services relate to agreed upon procedures performed in respect of the performance fee
calculation. No other fees were paid to the auditor.
NOTE 4 TAXATION
Kingfish is a Portfolio Investment Entity ("PIE") for tax purposes.
Taxation expense comprises both current and deferred tax. Current tax is the expected tax
payable on the taxable income for the year, using tax rates enacted or substantively enacted at
balance date, and any adjustment to tax payable in respect of previous years. Current tax for
current and prior periods is recognised as a liability or asset to the extent that it is unpaid (or
refundable). Deferred tax (if any) is recognised as the difference between the carrying amounts
of assets and liabilities in the financial statements and the amounts used for taxation purposes. A
deferred tax asset is only recognised to the extent it is probable it will be utilised.
j
A deferred tax asset of $11,943,247, resulting from tax losses of $42,138,868, at 31 March
2021 (2020: tax asset of $8,813,609, tax losses of $31,235,101) has not been recognised, as
the tax structure of the Company is unlikely to lead to the utilisation of a deferred tax asset. This
unrecognised deferred tax asset is reviewed annually.
FOR THE YEAR ENDED 31 MARCH 2021
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 4 TAXATION CONTINUED
Taxation expense is determined as follows:
2021
$000
2020
$000
Operating profit before tax 142,733 1,772
Non-taxable realised gain on investments (24,14 6) (33,427)
Non-taxable unrealised (gain)/loss on investments (126,351) 31,879
Imputation credits 1, 49 9 1,696
Non-deductible expenditure 513 554
Taxable (loss)/income (5,752) 2, 4 74
Tax at 28% (1, 611) 693
Imputation credits (1, 49 9) (1,696)
Deferred tax not recognised 3,13 0 1,033
Total tax expense2030
Taxation expense comprises:
Current tax 20 30
20 30
Current tax balance
Opening balance 0 0
Current tax expense (20) (30)
Tax paid 20 30
Current tax receivable 0 0
Imputation credits
The imputation credits available for subsequent reporting periods total $226,561 (2020: $237,774).
This amount represents the balance of the imputation credit account at the end of the reporting
period, adjusted for imputation credits that will arise from the receipt of dividends recognised as a
receivable at 31 March 2021.
NOTE 5 SHAREHOLDERS' EQUITY
Share Capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new
shares and warrants are shown in equity as a deduction.
When shares are acquired by the Company, the amount of consideration paid is recognised
directly in equity. Acquired shares are classified as treasury stock and presented as a deduction
from share capital. When treasury stock is subsequently sold or reissued, the cost of treasury
stock is reversed and the realised gain or loss on sale or reissue, net of any directly attributable
incremental transaction costs, is recognised within share capital.
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Kingfish has 312,037,141 fully paid ordinary shares on issue (2020: 248,587,907). All ordinary
shares are classified as equity, rank equally and have no par value. All shares carry an entitlement
to dividends and one vote is attached to each fully paid ordinary share.
Buybacks
Kingfish maintains an ongoing share buyback programme. For the year ended 31 March 2021,
Kingfish did not acquire any shares (2020: 472,965 shares to the value of $680,614) under the
programme which allows up to 5% of the ordinary shares on issue (as at the date 12 months prior to
the acquisition) to be acquired. Shares acquired under the buyback programme are held as treasury
stock and subsequently reissued to shareholders under the dividend reinvestment plan. There were no
shares held as treasury stock at balance date (2020: nil).
Warrants
On 9 March 2020, 61,578,083 new Kingfish warrants were allotted and quoted on the NZX Main
Board. One new warrant was issued to all eligible shareholders for every four shares held on record
date (6 March 2020). On 12 March 2021, 56,285,634 warrants valued at $84,991,307, less
issue costs of $167,824 (net $84,823,483), were exercised at $1.51 per warrant and the remaining
5,292,449 warrants lapsed.
On 12 July 2019, 41,889,557 warrants valued at $52,361,927, less issue costs of $115,176 (net
$52,246,751), were exercised at $1.25 per warrant and the remaining 6,478,976 warrants lapsed.
Dividends
Dividend distributions to the Company's shareholders are recognised as a liability in the financial
statements in the period in which the dividends are declared by the Kingfish board.
Kingfish has a distribution policy where 2% of average NAV is distributed each quarter. Dividends
paid during the year comprised:
2021
$000
Cents per
share
2020
$000
Cents per
share
26 Jun 2020 7, 6 0 7 3.0627 Jun 2019 6 ,114 3.07
25 Sep 2020 8,139 3.2526 S ep 2019 7,827 3.23
18 Dec 2020 8,729 3.4619 De c 2019 7, 5 5 3 3.09
26 Mar 2021 9, 42 0 3.7127 Mar 2020 7,980 3.24
33,895 13. 4 8 2 9, 4 74 12.6 3
Dividend Reinvestment Plan
Kingfish has a dividend reinvestment plan which provides ordinary shareholders with the option to
reinvest all or part of any cash dividends in fully paid ordinary shares at a 3% discount to the five-
day volume weighted average share price from the date the shares trade ex-entitlement. During the
year ended 31 March 2021, 7,163,600 ordinary shares totalling $12,401,697 (2020: 7,872,492
ordinary shares totalling $10,957,572) were issued in relation to the plan for the quarterly dividends
paid. To participate in the dividend reinvestment plan, a completed participation notice must be
received by Kingfish before the next record date.
FOR THE YEAR ENDED 31 MARCH 2021
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 6 EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the
Company by the weighted average number of ordinary shares on issue during the year. Diluted
earnings per share assumes conversion of all dilutive potential ordinary shares in determining the
denominator. Potential ordinary shares include outstanding warrants.
Basic earnings per share
2021
$000
2020
$000
Profit attributable to shareholders of the Company ($'000) 142,713 1, 74 2
Weighted average number of ordinary shares on issue net of
treasury stock ('000) 253,583 231,182
Basic earnings per share 56.28c 0.75c
Diluted earnings per share
Profit attributable to shareholders of the Company ($'000) 142,713 1, 74 2
Weighted average number of ordinary shares on issue net of
treasury stock ('000) 253,583 231,182
Diluted effect of warrants ('000) 7, 5 7 0 1, 796
261,153 232,978
Diluted earnings per share 54.65c 0.75c
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NOTE 7 TRADE AND OTHER RECEIVABLES
Trade and other receivables are classified as financial assets at amortised cost and are initially
recognised at fair value, and subsequently measured at amortised cost less any provision for
impairment. Receivables are assessed on a case-by-case basis for impairment.
j
The trade and other receivables' carrying values are a reasonable approximation of fair value.
2021
$000
2020
$000
Dividends receivable 327 529
Unsettled investment sales 0 1,837
Other receivables 42 21
Total trade and other receivables 369 2,387
NOTE 8 TRADE AND OTHER PAYABLES
Trade and other payables are classified as other financial liabilities and are initially recognised at
fair value, and subsequently measured at amortised cost.
j
The trade and other payables' carrying values are a reasonable approximation of fair value.
2021
$000
2020
$000
Related party payable (note 10) 7, 3 4 5 388
Unsettled investment purchases 1, 487 0
Other payables and accruals 141 41
Total trade and other payables 8,973 429
FOR THE YEAR ENDED 31 MARCH 2021
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 9 CASH AND CASH FLOW RECONCILIATION
Cash and Cash Equivalents
Cash and cash equivalents are classified as financial assets at amortised cost and comprise cash
on deposit at banks and short-term money market deposits.
2021
$000
2020
$000
Cash - New Zealand 33,528 18,493
Cash and Cash Equivalents 33,528 18, 493
Reconciliation of Net Operating Profit after Tax to Net Cash Flows
from Operating Activities
Net operating profit after tax 142, 713 1, 74 2
Items not involving cash flows
Unrealised (gains)/losses on revaluation of investments (126,351) 31,879)
(126, 3 51) 31, 879
Impact of changes in working capital items
Increase/(decrease) in trade and other payables 8,544 (2, 581)
Decrease in trade and other receivables 2,018 10,423
10,562 7, 8 4 2
Items relating to investments
Amount paid for purchases of investments (129,235) (13 0,18 6)
Amount received from sales of investments 81, 493 9 7, 9 6 3
Realised gains on investments (24,153) (33,454)
(Increase)/decrease in unsettled purchases of investments (1, 487 ) 334
Decrease in unsettled sales of investments (1,837 ) ( 9,941)
(75,219) (75,284)
Other
Increase in share buybacks payable 0 2
Expenses in relation to prior year's performance fee settled by issue of
shares 0 (10)
0 (8)
Net cash outflows from operating activities (48,295) (33,829)
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NOTE 10 RELATED PARTY INFORMATION
Parties are considered to be related if one party has the ability to control or exercise significant
influence over the other party in making financial or operational decisions.
Transactions with related parties
Transactions with related parties The Manager of Kingfish is Fisher Funds Management Limited
("Fisher Funds" or "the Manager"). Fisher Funds is a related party by virtue of the Management
Agreement. In return for the performance of its duties as Manager, Fisher Funds is paid the
following fees:
(i) Management fee: 1.25% (plus GST) per annum of the gross asset value, calculated weekly
and payable monthly in arrears. The fee reduces if the Manager underperforms, thereby aligning
the Manager's interests with those of the Kingfish shareholders. For every 1% underperformance
(relative to the change in the NZ 90 Day Bank Bill Index) the management fee percentage is
reduced by 0.1%, subject to a minimum 0.75% per annum management fee.
(ii) Performance fee: Fisher Funds may earn an annual performance fee of 10% plus GST of excess
returns over and above the performance fee hurdle return (being the change in the NZ 90 Day
Bank Bill Index plus 7%) subject to achieving the High Water Mark ("HWM"). The total performance
fee amount is subject to a cap of 1.25% of the adjusted net asset value (prior to performance fees)
and is settled fully in cash.
The HWM is the dollar amount by which the net asset value per share exceeds the highest net asset
value per share (after adjustment for capital changes and distributions) at the end of any previous
calculation period in which a performance fee was payable, multiplied by the number of shares at
the end of the period.
In accordance with the terms of the Management Agreement, when a performance fee is earned, it
is paid within 60 days of the balance date.
Performance fees paid to the Manager are recognised as an expense in the Statement of
Comprehensive Income and are treated in line with a typical operating expense.
For the year ended 31 March 2021, excess returns of $125,658,709 were generated (31 March
2020: no excess returns were generated) and the net asset value per share before the deduction
of a performance fee was $1.79 (2020: $1.39), which exceeded the HWM after adjustment for
capital changes and distributions of $1.26 (2020: $1.37). Accordingly, the Company has expensed
a capped performance fee of $6,290,731 in the Statement of Comprehensive Income for the year
ended 31 March 2021 (2020: no performance fee was expensed).
(iii) Administration fee: Fisher Funds provides corporate administration services and a fee is payable
monthly in arrears.
FOR THE YEAR ENDED 31 MARCH 2021
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 10 RELATED PARTY INFORMATION CONTINUED
Fees earned, accrued and payable:
2021
$000
2020
$000
Fees earned by and accrued to the Manager
for the year ending 31 March
Management fees 5,671 4,671
Performance fees 6,291 0
Administration services 159 159
Total fees earned by and accrued to the Manager 12,121 4,830
Fees payable to the Manager at 31 March
Management fees 1,028 375
Performance fees 6,291 0
Administration services 26 13
Total amount payable to the Manager 7, 3 4 5 388
Investment transactions with related parties
Off-market transactions between Kingfish and other funds managed by Fisher Funds take place for
the purposes of rebalancing portfolios without incurring brokerage costs. These transactions are
conducted after the market has closed at last sale price (on an arm’s length basis). Purchases for
the year ended 31 March 2021 totalled $nil (2020: $1,816,526) and no sales were made (2020:
$ 76 7, 5 61 ) .
Directors
The directors of Kingfish are the only key management personnel and they are paid a fee for their
services. The directors' fee pool is $157,500 (plus GST, if any) per annum (2020: $157,500). The
amount paid to directors (inclusive of GST for three directors) is disclosed in note 3 under directors'
fees (all directors earn a director's fee).
The directors or their associates also held shares in the Company at 31 March 2021 and warrants
during the year. The table below shows a reconciliation of opening and closing share holdings and
warrant holdings for all directors or their associates:
2021
$000
2020
$000
Opening market value of shares held by directors or their associates 14,464 6,734
Plus shares issued for warrants exercised 4,232 1, 557
Plus other share purchases 61 6,872
Plus share price movements 7, 9 3 7 (699)
Closing market value of shares held by directors or their associates 26,694 14, 464
Opening market value of warrants held by directors or their associates 84 75
Plus new warrants issued and price movements 785 184
Less warrants exercised (869) (175)
Closing market value of warrants held by directors or their associates 0 84
Dividends of $1,513,160 (2020: $1,224,783) were also received by directors or their associates as
a result of their shareholding.
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NOTE 11 FINANCIAL RISK MANAGEMENT
The Company is subject to a number of financial risks which arise as a result of its investment
activities, including market risk, credit risk and liquidity risk.
The Management Agreement between Kingfish and Fisher Funds details permitted investments.
Financial instruments currently recognised in the financial statements also comprise cash and cash
equivalents, trade and other receivables and trade and other payables.
Market Risk
All equity investments present a risk of loss of capital, often due to factors beyond the Company's
control such as competition, regulatory changes, commodity price changes and changes in general
economic climates domestically and internationally. The Manager moderates this risk through
careful stock selection, diversification and daily monitoring of the market positions. For corporate
governance purposes there is also regular reporting to the Board of Directors. In addition, the
Manager has to meet the criteria of authorised investments within the prudential limits defined in the
Management Agreement.
The maximum market risk resulting from financial instruments is determined as their fair value.
Price Risk
Price risk is the risk of gains or losses from changes in the market price of investments. The Company
is exposed to the risk of fluctuations in the underlying value of its listed portfolio companies. The
following companies individually comprise more than 10% of Kingfish’s total assets at 31 March
2021, and therefore fluctuations in the value of these portfolio companies will have a greater impact
on the overall investments balance.
2021 2020
Mainfreight Limited18%16%
Fisher and Paykel Healthcare Corporation Limited16%19%
Infratil Limited14%10%
Interest Rate Risk
Interest rate risk is the risk of movements in local interest rates. The Company is exposed to the risk
of gains or losses or changes in interest income from movements in local interest rates. There is no
hedge against the risk of movements in interest rates.
The Company may use short-term fixed rate borrowings to fund investment opportunities. There were
no borrowings at 31 March 2021 (2020: nil).
Currency Risk
Currency risk is the risk that the fair value or future cash flows of an investment will fluctuate because
of changes in foreign exchange rates. The Company generally holds assets denominated in New
Zealand dollars and is therefore not directly exposed to currency risk. The portfolio companies that
Kingfish invests in may be affected by currency risk that may impact on the market value of the
underlying portfolio company.
FOR THE YEAR ENDED 31 MARCH 2021
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 11 FINANCIAL RISK MANAGEMENT CONTINUED
Sensitivity Analysis
The table below summarises the impact on net operating profit after tax and shareholders' equity to
reasonably possible changes in the carrying value of financial instruments to market risk exposure at
31 March as follows:
2021
$000
2020
$000
Price risk
1
Investments at fair value
through profit or loss
(listed) Carrying value 526,523 324,953
Impact of a 20% change in market prices: +/- 105,305 64,991
Interest rate risk
2
Cash and cash
equivalents Carrying value 33,528 18,493
Impact of a 1% change in interest rates: +/- 335 185
1
A variable of 20% is considered appropriate for market price risk sensitivity analysis based on historical price
movements.
2
A variable of 1% was selected as this is a reasonably expected movement based on historical volatility. The
percentage movement for the interest rate sensitivity relates to an absolute change in interest rate rather than a
percentage change in interest rate.
Credit Risk
Credit risk is the risk that a counterparty will default on its contractual obligations resulting in financial
loss to the Company. In the normal course of its business, the Company is exposed to credit risk from
transactions with its counterparties.
Listed securities are held by an independent custodian, Trustees Executors Limited. All transactions in
listed securities are paid for on delivery according to standard settlement instructions and are normally
settled within three business days. Dividends receivables are due from listed New Zealand companies
and are normally settled within a month after the Ex-Dividend date.
The Company measures credit risk and expected credit losses using probability of default, exposure
at default and loss given default. Management considers both historical analysis and forward looking
information in determining any expected credit loss. At balance date, cash at bank was held with
counterparties with a credit rating of S&P AA- or equivalent. Trade and other receivables are normally
settled within three business days. Management considers the probability of default to be close to zero
as the counterparties have a strong capacity to meet their contractual obligations in the near term. As
a result, no loss allowance has been recognised based on 12 month expected credit losses as any such
impairment would be wholly insignificant to the Company.
The maximum credit risk of financial assets is deemed to be their carrying amount as reported in the
Statement of Financial Position.
Other than cash at bank, short term unsettled trades and dividends receivable, there are no significant
concentrations of credit risk. The Company does not expect non-performance by counterparties,
therefore no collateral or security is required.
Liquidity Risk
Liquidity risk is the risk that the assets held by the Company cannot readily be converted to cash in
order to meet the Company's financial obligations as they fall due. The Company endeavours to invest
the proceeds from the issue of shares in appropriate investments while maintaining sufficient liquidity
(through daily cash monitoring) to meet working capital and investment requirements. All trade and other
payables have contractual maturities of 3 months or less.
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Liquidity to fund investment requirements can be augmented through the procurement of a debt
facility from a registered bank to a maximum value of 20% of the gross asset value of the Company.
There were no such debt facilities at 31 March 2021 (2020: nil).
There have been no subsequent events to suggest any issues with satisfying working capital and
investment requirements.
Capital Risk Management
The Company’s objective is to prudently manage shareholder capital (share capital, reserves,
retained earnings) and borrowings (if any).
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends
paid to shareholders, return capital to shareholders, undertake share buybacks, issue new shares
and secure borrowings in the short term.
The Company was not subject to any externally imposed capital requirements during the year.
Since announcing a long-term distribution policy in June 2009, the Company continues to pay 2% of
average net asset value each quarter.
NOTE 12 NET ASSET VALUE
The audited net asset value of Kingfish as at 31 March 2021 was $1.77 per share (2020: $1.39)
calculated as the net assets of $551,446,689 divided by the number of shares on issue of
312,037,141(2020: net assets of $345,403,828 and shares on issue of 248,587,907).
NOTE 13 COMMITMENTS AND CONTINGENT LIABILITIES
There were no unrecognised contractual commitments or contingent liabilities as at 31 March 2021
(2020: nil).
NOTE 14 FINANCIAL REPORTING BY SEGMENTS
The Company operates in the New Zealand investment industry.
The Company is managed as a whole and is considered to have a single operating segment. There
is no further division of the Company or internal segment reporting used by the Directors when
making strategic, investment or resource allocation decisions.
There has been no change to the operating segments during the year.
NOTE 15 SUBSEQUENT EVENTS
(i) On 30 April 2021, Fisher Funds received a GST refund plus use of money interest (UOMI) from
the IRD. The refund relates to the period 1 April 2004 to 31 July 2009 when the Manager applied
15% GST on management fees, when a subsequent assessment confirmed the Manager was
entitled to charge 1.5% GST on management fees. The total GST refund received by the Manager is
$1,413,475, being overcharged GST refunded of $1,385,125 and UOMI of $28,350.
The GST refund has been received by Kingfish in May 2021.
The GST refund and UOMI are excluded from any performance fee calculation, consistent with how
they have been treated in the past given they are not performance related income for the year.
(ii) In accordance with the terms of the Management Agreement, Kingfish will settle the performance
fee due to Fisher Funds of $6,290,731 relating to the year ended 31 March 2021, on or before
28 May 2021.
(iii) On 27 May 2021, the Board declared a dividend of 3.60 cents per share. The record date for
this dividend is 10 June 2021 with a payment date of 25 June 2021.
There were no other events which require adjustment to or disclosure in these financial statements.
PricewaterhouseCoopers, PwC Tower 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, pwc.co.nz
Independent auditor’s report
To the shareholders of Kingfish Limited
Our opinion
In our opinion, the accompanying financial statements of Kingfish Limited (the Company) present
fairly, in all material respects, the financial position of the Company as at 31 March 2021, its financial
performance and its cash flows for the year then ended in accordance with New Zealand Equivalents
to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting
Standards (IFRS).
What we have audited
The financial statements comprise:
• the statement of financial position as at 31 March 2021;
• the statement of comprehensive income for the year then ended;
• the statement of changes in equity for the year then ended;
• the statement of cash flows for the year then ended; and
• the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Company in accordance with Professional and Ethical Standard 1
International Code of Ethics for Assurance Practitioners (including International Independence
Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards
Board and the International Code of Ethics for Professional Accountants (including International
Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA
Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out agreed-upon procedures for the Company in relation to the performance fee
calculation. The provision of this service has not impaired our independence as auditor of the
Company.
Key audit matter
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. Given the nature of the Company, we have
one key audit matter: Valuation and existence of investments at fair value through profit or loss. The
matter was addressed in the context of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on the matter.
FOR THE YEAR ENDED 31 MARCH 2021
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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PricewaterhouseCoopers, PwC Tower 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, pwc.co.nz
Independent auditor’s report
To the shareholders of Kingfish Limited
Our opinion
In our opinion, the accompanying financial statements of Kingfish Limited (the Company) present
fairly, in all material respects, the financial position of the Company as at 31 March 2021, its financial
performance and its cash flows for the year then ended in accordance with New Zealand Equivalents
to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting
Standards (IFRS).
What we have audited
The financial statements comprise:
• the statement of financial position as at 31 March 2021;
• the statement of comprehensive income for the year then ended;
• the statement of changes in equity for the year then ended;
• the statement of cash flows for the year then ended; and
• the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Company in accordance with Professional and Ethical Standard 1
International Code of Ethics for Assurance Practitioners (including International Independence
Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards
Board and the International Code of Ethics for Professional Accountants (including International
Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA
Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out agreed-upon procedures for the Company in relation to the performance fee
calculation. The provision of this service has not impaired our independence as auditor of the
Company.
Key audit matter
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. Given the nature of the Company, we have
one key audit matter: Valuation and existence of investments at fair value through profit or loss. The
matter was addressed in the context of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on the matter.
PricewaterhouseCoopers, PwC Tower 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, pwc.co.nz
Independent auditor’s report
To the shareholders of Kingfish Limited
Our opinion
In our opinion, the accompanying financial statements of Kingfish Limited (the Company) present
fairly, in all material respects, the financial position of the Company as at 31 March 2021, its financial
performance and its cash flows for the year then ended in accordance with New Zealand Equivalents
to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting
Standards (IFRS).
What we have audited
The financial statements comprise:
• the statement of financial position as at 31 March 2021;
• the statement of comprehensive income for the year then ended;
• the statement of changes in equity for the year then ended;
• the statement of cash flows for the year then ended; and
• the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Company in accordance with Professional and Ethical Standard 1
International Code of Ethics for Assurance Practitioners (including International Independence
Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards
Board and the International Code of Ethics for Professional Accountants (including International
Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA
Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out agreed-upon procedures for the Company in relation to the performance fee
calculation. The provision of this service has not impaired our independence as auditor of the
Company.
Key audit matter
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. Given the nature of the Company, we have
one key audit matter: Valuation and existence of investments at fair value through profit or loss. The
matter was addressed in the context of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on the matter.
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Description of the key audit matter How our audit addressed the key audit matter
Valuation and existence of investments at fair
value through profit or loss
Investments at fair value through profit or loss
(the investments) are valued at $527 million and
represent 94% of total assets.
Further disclosures on the investments are
included at note 2 to the financial statements.
This was an area of focus for our audit and an
area where a significant proportion of audit effort
was directed.
As at 31 March 2021, all investments were in
companies that were listed on the NZX Main
Board and were actively traded with readily
available, quoted market prices.
All investments are held by Trustees Executors
Limited (the Custodian) on behalf of the
Company. Trustees Executors Limited also
provides administration services for the
Company.
Our audit procedures included updating our
understanding of the business processes
employed by the Company for accounting for,
and valuing, its investment portfolio.
We obtained confirmation from the Custodian
that the Company was the recorded owner of all
the recorded investments.
We obtained copies of and assessed Trustees
Executors Limited’s Internal Controls Reports for
Custody, Superannuation Member
Administration, Investment Accounting and
Registry for the period from 1 April 2020 to 31
March 2021.
We agreed the price for all investments held at
31 March 2021 to independent third-party pricing
sources.
No matters arose from the procedures
performed.
Our audit approach
Overview
Materiality Overall materiality: $2,753,000, which represents approximately
0.5% of the net assets.
We used this benchmark because, in our view, the objective of the
Company is to provide investors with a total return on its assets,
taking account of both capital and income returns.
Key audit matters As reported above, we have one key audit matter, being: Valuation
and existence of investments at fair value through or loss.
As part of designing our audit, we determined materiality and assessed the risks of material
misstatement in the financial statements. In particular, we considered where management made
subjective judgements; for example, in respect of significant accounting estimates that involved
making assumptions and considering future events that are inherently uncertain. As in all of our audits,
we also addressed the risk of management override of internal controls, including among other
matters, consideration of whether there was evidence of bias that represented a risk of material
misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the financial statements as a whole, taking into account the structure of the Company, the
accounting processes and controls, and the industry in which the Company operates.
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PwC 3
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain
reasonable assurance about whether the financial statements are free from material misstatement.
Misstatements may arise due to fraud or error. They are considered material if, individually or in
aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of the financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall materiality for the financial statements as a whole as set out above. These,
together with qualitative considerations, helped us to determine the scope of our audit, the nature,
timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually
and in aggregate, on the financial statements as a whole.
Other information
The Directors are responsible for the other information. The other information comprises the
information included in the annual report, but does not include the financial statements and our
auditor's report thereon. The annual report is expected to be made available to us after the date of this
auditor's report.
Our opinion on the financial statements does not cover the other information and we will not express
any form of audit opinion or assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the audit, or otherwise appears to be materially
misstated.
When we read the other information not yet received, if we conclude that there is a material
misstatement therein, we are required to communicate the matter to the Directors and use our
professional judgement to determine the appropriate action to take.
Responsibilities of the Directors for the financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of
the financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the
Directors determine is necessary to enable the preparation of financial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Company’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
Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the 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 ISAs (NZ) and ISAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
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A further description of our responsibilities for the audit of the financial statements is located at the
External Reporting Board’s website at:
https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-2/
This description forms part of our auditor’s report.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been
undertaken so that we might state those matters which we are required to state to them in an auditor’s
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our
audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Philip Taylor.
For and on behalf of:
Auckland Chartered Accountants
27 May 2021
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SHAREHOLDER INFORMATION
SPREAD OF SHAREHOLDERS AS AT 17 MAY 2021
Holding Range# of Shareholders# of Shares% of Total
1 to 999414180,7970.06
1,000 to 4,9991,13 43,0 03,0160.96
5,000 to 9,9991,0137,1 0 4 , 9 6 82.28
10,000 to 49,9992,62761,546,63419. 72
50,000 to 99,99970248,842,54515.65
100,000 to 499,99954310 3, 3 59, 5 0133.12
500,000 +6887,999,68028.20
TOTAL6,5013 1 2 , 0 3 7, 1 4 1100%
20 LARGEST SHAREHOLDERS AS AT 17 MAY 2021
# of Shares% of Total
ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>13,8 59, 6974.44
CUSTODIAL SERVICES LIMITED <A/C 4>5,093,3771.63
STEPHEN JAMES THORNTON & BERNARDINA ALEIDA MARIA
SCHOLTEN & MACALISTER MAZENGARB TRUST COMPANY LIMITED
<THE THORNTON-SCHOLTEN FAMILY A/C>4,0 55,1951.30
FNZ CUSTODIANS LIMITED3, 2 74 , 8141.05
ASB NOMINEES LIMITED <179669 A/C>3,255,0001.04
DAVID HUGH BROWN & SUSANNA LLEWELLYN BROWN2,900,0000.93
FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>2,128, 76 30.68
NEW ZEALAND DEPOSITORY NOMINEE LIMITED <A/C 1 CASH
ACCOUNT>2,066,9400.66
CUSTODIAL SERVICES LIMITED <A/C 6>2,055,9380.66
INVESTMENT CUSTODIAL SERVICES LIMITED <A/C C>1, 795, 5230.58
ENE TRUSTEES LIMITED1, 7 76,24 50.57
TAREWAI FISHING COMPANY LIMITED1, 741,3110.56
LLOYD JAMES CHRISTIE1,639,8500.53
CUSTODIAL SERVICES LIMITED <A/C 3>1,610,2620.52
SEATON STUART JAMES BENNY1, 4 8 9, 73 50.48
NEIL BARRY ROBERTS1, 4 4 6, 7 700.46
DAVID ROBERT APPLEBY & PRUDENCE JANE COTTER <DAVID APPLEBY
INVESTMENT A/C>1,375,0000.44
MURRAY JOHN LOMBARD ALDRIDGE & LESLEY ANN ALDRIDGE &
ALDRIDGE TRUSTEE 2019 LIMITED <ALDRIDGE FAMILY A/C>1,288,0320. 41
STEPHEN THOMAS WRIGHT & JANICE ALISON WRIGHT1,271,9810. 41
COLIN DAVID CRAIG BENNETT1,20 8,8130.39
TOTAL55,333,24617. 7 3
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STATUTORY INFORMATION
DIRECTORS’ RELEVANT INTERESTS IN EQUITY SECURITIES AT 31 MARCH 2021
Interests Register
Kingfish is required to maintain an interests register in which the particulars of certain transactions and matters
involving the directors must be recorded. The interests register for Kingfish is available for inspection at its
registered office. Particulars of entries in the interests register as at 31 March 2021 are as follows:
Shares
Held
Directly
Held by
Associated Persons
A B Ryan
(1)
3,18972,573
C M Fisher
(2)
13,8 59, 697
C A Campbell
(3)
50,690
R A Coupe
(4)
46,999
(1)
A B Ryan received 3,127 shares in the year ended 31 March 2021, purchased on market as per the terms of the
share purchase plan (issue price $1.59). A B Ryan received 4,427 shares in the year ended 31 March 2021,
issued under the dividend reinvestment plan (average issue price $1.75). A B Ryan exercised 13,380 warrants in
the year ended 31 March 2021.
(2)
Associated persons of C M Fisher exercised 2,771,940 warrants in the year ended 31 March 2021.
(3)
C A Campbell (received 2,344 shares in the year ended 31 March 2021, purchased on market as per the terms
of the share purchase plan (issue price $1.59). C A Campbell received 3,083 shares in the year ended 31
March 2021, issued under the dividend reinvestment plan (average issue price $1.75). C A Campbell exercised
8,879 warrants in the year ended 31 March 2021.
(4)
R A Coupe received 2,344 shares in the year ended 31 March 2021, purchased on market as per the terms
of the share purchase plan (issue price $1.59). R A Coupe received 2,862 shares in the year ended 31 March
2021, issued under the dividend reinvestment plan (average issue price $1.75). R A Coupe exercised 8,198
warrants in the year ended 31 March 2021.
DIRECTORS HOLDING OFFICE
Kingfish’s directors as at 31 March 2021 were:
»A B Ryan (Chair)
»C M Fisher
»C A Campbell
»R A Coupe
During the year, there were no appointments to the board.
In accordance with the Kingfish constitution, at the 2020 Annual Shareholders’ Meeting, Andy Coupe retired by
rotation and being eligible was re-elected. Carol Campbell retires by rotation at the 2021 Annual Shareholders’
Meeting and being eligible, offers herself for re-election.
DIRECTORS’ INDEMNITY AND INSURANCE
Kingfish has arranged Directors’ and Officers’ liability insurance covering directors acting on behalf of Kingfish.
Cover is for damages, judgements, fines, penalties, legal costs awarded and defence costs arising from wrongful
acts committed while acting for Kingfish. The types of acts that are not covered include dishonest, fraudulent,
malicious acts or omissions, and wilful breach of statute or regulations.
Kingfish has granted an indemnity in favour of all current and future directors of the Company in accordance with
its constitution.
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EMPLOYEE REMUNERATION
Kingfish does not have any employees. Corporate management services are provided to Kingfish by Fisher Funds
Management Limited.
DIRECTORS’ RELEVANT INTERESTS
The following are relevant interests of Kingfish’s directors as at 31 March 2021:
A B RyanBarramundi LimitedChair
Marlin Global LimitedChair
FMA Audit Oversight CommitteeMember
C M Fisher Barramundi LimitedDirector
Marlin Global LimitedDirector
Rembrandt SuitsDirector
C A CampbellBarramundi LimitedDirector
Marlin Global LimitedDirector
T&G Global LimitedDirector
Hick Bros Holdings Limited & subsidiary companies Director
Woodford Properties 2018 LimitedDirector
alphaXRT LimitedDirector
New Zealand Post LimitedDirector
Key Assets FoundationTrustee
Key Assets NZ LimitedDirector
Kiwibank LimitedDirector
Asset Plus LimitedDirector
NZME LimitedDirector
Nica Consulting LimitedDirector
Cord Bank LimitedDirector
T&G Insurance LimitedDirector
Bankside Chambers LimitedDirector
Chubb Insurance New Zealand LimitedDirector
R A CoupeBarramundi LimitedDirector
Marlin Global LimitedDirector
New Zealand Takeovers PanelChair
Coupe Consulting LimitedDirector
Briscoe Group Limited Director
Television New Zealand LimitedChair
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AUDITOR’S REMUNERATION
During the 31 March 2021 year the following amounts were paid/payable to the auditor, PricewaterhouseCoopers
New Zealand.
$000
Statutory audit and review of financial statements41
Other assurance services0
Non assurance services3
PricewaterhouseCoopers New Zealand is a registered audit firm and its audit partners are licensed auditors under
the Auditor Regulation Act 2011.
DONATIONS
Kingfish did not make any donations during the year ended 31 March 2021.
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REGISTERED OFFICE
Kingfish Limited
Level 1
67 – 73 Hurstmere Road
Takapuna
Auckland 0622
DIRECTORS
Independent Directors
Alistair Ryan (Chair)
Carol Campbell
Andy Coupe
Carmel Fisher
CORPORATE
MANAGEMENT TEAM
Wayne Burns
Beverley Sutton
MANAGER
Fisher Funds Management Limited
Level 1
67 – 73 Hurstmere Road
Takapuna
Auckland 0622
SHARE REGISTRAR
Computershare Investor
Services Limited
Level 2
159 Hurstmere Road
Takapuna
Auckland 0622
Private Bag 92119
Auckland 1142
Phone: +64 9 488 8777
Email: enquiry@computershare.co.nz
FOR MORE INFORMATION
For enquiries about transactions, changes of address and dividend payments, contact the share registrar above.
Alternatively, to change your address, update your payment instructions and to view your investment portfolio
including transactions online, please visit: www.investorcentre.com/NZ
FOR ENQUIRIES ABOUT KINGFISH CONTACT
Kingfish Limited, Level 1, 67 – 73 Hurstmere Road, Takapuna, Auckland 0622
Private Bag 93502, Takapuna, Auckland 0740
Phone: +64 9 489 7094 | Email: enquire@kingfish.co.nz
The information contained in this annual report is provided for information purposes only and does not constitute an offer,
invitation, basis for a contract, financial advice, other advice or recommendation to conclude any transaction for the purchase
or sale of any security, loan or other instrument. In particular, the information contained in this annual report is not financial
advice for the purposes of the Financial Markets Conduct Act 2013, as amended and should not be relied upon when making an
investment decision. Professional financial advice from a financial adviser should be taken before making an investment.
AUDITOR
PricewaterhouseCoopers
New Zealand
Level 27
PwC Tower
15 Custom Street West
Auckland 1010
SOLICITOR
Bell Gully
Level 21
48 Shortland Street
Auckland 1010
BANKER
ANZ Bank New Zealand Limited
23-29 Albert Street
Auckland 1010
NATURE OF BUSINESS
The principal activity of Kingfish
is investment in quality, growing
New Zealand companies.
DIRECTORY
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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.