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CDI 2021 Annual Report

Annual Report24 March 2022CDIReal Estate

ANNUAL REPORT 2021

Cover: Prestons Park, Christchurch
Kewa Road subdivision, Auckland

TO BE UPDATED

CONTENTS
Directors’ Review 2

Development Profiles 3–8

Board of Directors 9

Corporate Governance Statement 10–14

Trend Statement & Financial Summary 15

Financial Statements 16–33

Independent Auditor's Report 34–36

Regulatory Disclosures & Statutory Information 37–43

Subdivision Location Map 44

The Directors of CDL Investments New Zealand Limited are pleased

to present the Annual Report of the Company for the year ended

31 December 2021.

Signed for and on behalf of the Board of Directors:


Colin Sim BK Chiu

Chairman Managing Director

25 March 2022

This booklet is printed using

vegetable inks on certified

forest paper.

2 | CDL Investments New Zealand Limited
DIRECTORS' REVIEW

FINANCIAL PERFORMANCE

The Board of CDL Investments New Zealand Limited (“CDI”) is pleased to report that the company recorded a profit after tax of $31.3 million in

2021 (2020: $30.1 million). The result reflects another very positive year of sales despite the ongoing pandemic and reinforces the continued

strong demand for high quality subdivisions.

CDI’s 2021 profit before tax was $43.4 million (2020: $41.8 million). Property sales & other income totaled $92.1 million (2020: $88.8 million).

At 31 December 2021, CDI’s shareholders’ funds increased to $286.4 million (2020: $257.1 million) and total assets also increased to $297.6

million (2020: $265.0 million). Net tangible assets per share (at book value) also increased to 99.6 cents (2020: 91.7 cents).

As at 31 December 2021, the independent market value of CDI’s property holdings was $359.7 million (2020: $292.8 million) which reflects the

acquisitions made in 2021. At cost, the portfolio was valued at $209.1 million (2020:$164.8 million) in line with CDI’s accounting policies.

DEVELOPMENT PORTFOLIO

2021 was a busy and exciting year across CDI’s developments.

In 2021, CDI acquired a total of 69.25 hectares of land in the Hawkes Bay region. Following on from our December 2021 update, the

application for stage 1 resource consent will be submitted to Council in March 2022. Obtaining resource consent will allow stage 1

development works to proceed and we are targeting completion of those works by March 2023.

We were pleased to have sold all of our available sections at Dominion Road (Papakura, South Auckland) and are encouraged by the continued

demand for sections at our Kewa Road subdivision (North Shore, Auckland) after completion and titling of the final stage. Our residential

development in Swanson, West Auckland is nearly complete and ready for sale, and has already attracted much interest from potential buyers.

These sections will be sold during the course of 2022.

Also as stated in our December 2021 update, additional stages will be constructed at Prestons Park (Christchurch) to meet increased demand

and these will be sold over the course of 2022 and 2023. We look forward to the completion and tenanting of the commercial area in Q1 2022

which will add another income stream for CDI. Prestons Park is and will continue to be a strategically important development for the company

and for Christchurch as a whole.

Additional acquisitions are likely in 2022 to ensure that the company has sufficient development stock in areas where we forecast demand to

remain high and which can be developed and sold over the short to medium term.

In addition, the company has commenced construction of the first of two warehouses at its commercially-zoned site in Wiri, South Auckland.

This is a very positive step for CDI’s diversification strategy with completion of the first warehouse/office scheduled in May 2022, and the

second warehouse scheduled to be completed in August 2022. Both warehouses are fully leased.

Post balance date, the sale of land at Jerry Green Street, Wiri which we announced in April 2021, settled in January 2022.

CDI did not apply for assistance from the government Wage Subsidy programme during 2021.

DIVIDEND ANNOUNCEMENT

The Board has resolved to maintain its fully imputed ordinary dividend at 3.5 cents per share payable on 13 May 2022. The Board believes the

amount is fair and reasonable given the profit achieved and ensures that CDI has sufficient cash resources to continue its development work

and seek additional acquisitions without taking on debt.

The record date will be 29 April 2022. The Dividend Reinvestment Plan will apply to this dividend.

SUMMARY AND OUTLOOK

The Board is pleased with the overall performance and results from 2021. These have also laid the groundwork for additional stages for sale in

the coming twelve months and beyond.

While 2021 was not as disruptive as 2020, the lockdowns, especially in Auckland caused some delays as consultants and work teams were not

able to effectively complete work on sites. Fortunately, time has either been made up or the effects of the delays did not negatively affect

development progress to a material extent.

Over the next two to three years, CDI is in a solid position to balance its returns from its commercial land holdings and its future residential

property development sites. Management will be looking to extract maximum gains from each and will look at the best possible options

including leveraging or sale, if warranted, so as to ensure it is in a position to acquire new land when the right opportunities emerge.

This year will also see the conclusion of our Managing Director BK Chiu’s time with the company. On behalf of the Board, I would like to take

this opportunity to thank BK for his leadership of CDI over the course of sixteen-plus years. CDI has come a very long way since he assumed

his role and both the Board and Management are grateful for his stewardship of the company and the results he has helped to achieve.




Colin Sim

Chairman

18 February 2022

Perched on top of the
northern hills of the Oteha

Valley, our Kewa Road

development on the North

Shore of Auckland has

views of Rangitoto Island to

the east and the Waitakere

Ranges to the west.

The 92-lot development has

offered a wide range of section

sizes from 500m2 to 4,600m

2

and

its convenient location close to

Westfield Albany and the Oteha

Valley Park & Ride has made it very

popular with buyers over the past

two years.

We expect to sell the remaining

sections at Kewa Road by the end

of 2022.

KEWA ROAD

(North Shore, Auckland)

Our 48-section
development at Tram

Valley Road, Swanson is

nearing completion and

sales of the first stage will

commence shortly.

Located very close to the Swanson

train station and Swanson Village,

the area is close to native bush and

the Waitakere Ranges.

We have already received

expressions of interest from a

number of potential purchasers

and we expect that the majority

of these sections will be under

contract by the end of the year.

SWANSON

(Auckland)

With sections sized between 400m
2

to 493m

2

, demand was exceptional

and 2021 saw the completion of all

[90 ?] sections sold.

Located in South

Auckland and close to

public transport links

and motorway access,

the Dominion Road

development exceeded

expectations ever since

sections first went on sale.

DOMINION ROAD

(Auckland)

6 | CDL Investments New Zealand Limited
Commercial developments

represent an exciting new

phase of CDL Investments’

strategy across multiple

projects. 2022 will see the

completion of a number of

projects commenced over

the past few years which

fulfil our aim to complement

our existing residential

developments or design and

build to meet demand.

In Auckland, two new warehouses

in Wiri are almost complete and

are already fully tenanted to meet

the ongoing demand for space

and facilities.

In Rolleston, our five unit retail

development at Stonebrook has also

been completed and is also tenanted.

We have also completed and opened

a 15 unit commercial centre at

Prestons Park which complements

the existing 800 sections.

Picture below: new Auckland warehouses

COMMERCIAL

DEVELOPMENTS

It’s a world away, yet close to the
action. The Palms and Northlands

are close by and the beach is only

eight minutes’ drive away. Two

great golf courses lie less than five

minutes away. And, if you have

school-aged children, the state-of-

the-art Marshlands School caters for

students in Years 1 to 8.

Located only a few

minutes from the centre

of Christchurch, our highly

sought after Prestons Park

offers a great lifestyle for

all in a thriving community.

The 69 hectare Iona Block, acquired
in 2021, will allow us to continue

our successful track record of

residential development in this

high-growth region.

We’re already working hard to

create our master planning schemes

for this land. The initial stages of

the development will be for 120

residential lots which expect will

be highly sought after and we are

targeting completion of the stage 1

development works by March 2023.

Our development will incorporate

elements of modern urban design

appropriate to the surrounding

natural landscape and the Havelock

North area generally.

CDL Investments has a

history going back over

seventeen years in the

Hawkes Bay with projects

in Mahora, Hastings

(Northwood) and Havelock

North (Brookfield Estate).

IONA BLOCK

(Hawke's Bay)

COLIN SIM
(Chairman & Non-Executive Director)

Mr. Sim is the executive chairman of the East Quarter Group of companies (East Quarter Hurstville, EQ Projects and EQ Constructions) (EQ)

in Australia. EQ is involved in the development and construction of residential, commercial and industrial projects across New South Wales.

Mr. Sim is also an executive director of Waterbrook Lifestyle Resorts (Waterbrook); an award-winning creator, developer and operator or

luxury resort lifestyles for retirees. Mr. Sim has strong analytical skills and extensive experience in construction and property development/

investment in Australia. He studied Mechanical Engineering in London and has lived in Sydney, Australia for the last 40 years.

Mr. Sim was elected as a director at the 2021 annual meeting of shareholders.

B K CHIU

(Managing Director / Member of the Audit Committee)

Mr Chiu is also the Managing Director of Millennium & Copthorne New Zealand Limited. Prior to joining the company, Mr. Chiu was Regional

Vice - President and Managing Director, Asia of Merisant Company. He holds a Masters degree in agricultural economics and marketing from

Massey University, Palmerston North.

Mr. Chiu was last elected as a director at the 2021 annual meeting of shareholders. In November 2021, the company announced that he will

be leaving the company in July 2022.

JOHN HENDERSON

(Independent Non-Executive Director / Member of the Audit Committee)

Mr. Henderson is currently the Managing Director of John Henderson Resources Limited and an Independent Director of Te Hoiere Asset

Holding Company Limited, Maara Moana Limited and Ding Bay Limited. In 2015, he was appointed by NZ Department of Conservation to

the Waipu Cove Reserve Board and was elected Board Chair. Previously, Mr. Henderson had a 28 year career with the Starwood Hotels and

Resorts Group holding various senior corporate management positions across Asia Pacific, Europe, and North America.

Mr. Henderson was last elected as a director at the 2019 annual meeting of shareholders.

DESLEIGH JAMESON

(Independent Non-Executive Director / Chair of the Audit Committee)

Ms. Jameson is currently the Chief Executive and Owner of Gubb & Hardy Limited, a wholesale contributory mortgage company. She has

extensive senior managerial experience as the former Chief Executive / Executive Director of e-commerce firms Instra Corporation and

CentralNic plc and governance experience as the former Chair of the charity Starjam and board member of the Industry Training Federation

for several years. She is a current member of the Institute of Directors and holds an Executive MBA from the University of Auckland.

Ms. Jameson was elected as a director at the 2021 annual meeting of shareholders.

EIK SHENG KWEK

(Non-Executive Director)

Mr. Kwek is currently the Group Chief Operating Officer of City Developments Limited (“CDL”) having been CDL’s Group Chief Strategy Officer

since 2018. Mr. Kwek joined CDL in 2009, covering Business Development for overseas projects before being appointed as Head of Corporate

Development. He was appointed as as Chief Strategy Officer in 2014 and was additionally appointed Head, Asset Management in April 2016.

Prior to joining CDL, he was with the Hong Leong Group of companies in Singapore specialising in corporate finance roles since 2006.

He is also Executive Director of Millennium & Copthorne Hotels Limited, previously listed on the London Stock Exchange as Millennium

& Copthorne Hotels plc. He holds a Bachelor of Engineering in Electrical and Electronics Engineering from Imperial College of Science,

Technology and Medicine and a Master of Philosophy in Finance from Judge Business School, Cambridge University.

Mr. Kwek was elected as a director at the 2020 annual meeting of shareholders.

VINCENT YEO

(Non-Executive Director)

Mr. Yeo is Chief Executive Officer and Executive Director of M&C REIT Management Limited. From 1993 to 1998, he was Managing Director

of CDL Hotels New Zealand Limited (now Millennium & Copthorne Hotels New Zealand Limited) and CDL Investments New Zealand Limited.

He previously also served as an Executive Director of Millennium & Copthorne Hotels plc in London and President, Millennium & Copthorne

Hotels Asia Pacific Region.

Mr. Yeo was last elected as a director at the 2021 annual meeting of shareholders.

BOARD OF DIRECTORS

CDL Investments New Zealand Limited | 9


9 | CDL Investments New Zealand Limited

10 | CDL Investments New Zealand Limited
PRINCIPLE 2 – BOARD COMPOSITION

AND PERFORMANCE

To ensure an effective Board, there should be a balance of

independence, skills, knowledge, experience and perspectives

CDI’s Board has responsibility, control and oversight of the business activities,

strategic direction and the governance of CDI and its subsidiary companies.

It looks at how the company is operating, how risk and compliance are

managed, approving financial and other reports and capital expenditure

and reporting to CDI’s shareholders. The Board approves CDI’s budgets and

business plans as well as significant projects and has statutory obligations for

other matters such as the payments of dividends and the issue of shares. The

Board is accountable to CDI’s shareholders for the company’s performance.

Certain powers are delegated to Board Committees and Subcommittees. The

role of the Committees is detailed under Principle 3.

Day-to-day management is delegated to the Managing Director and senior

management. The levels of authority are approved by way of a Delegated

Authorities Manual which is reviewed by the Audit Committee and ultimately

approved by the Board.

Appointments to the Board are considered by the Board and the Board takes

into account the skills required to allow it to carry out its functions and

governance role. The Board does not impose a restriction on the tenure of

any Director as it considers that such a restriction may lead to the loss of

experience and expertise from the Board.

CDI’s Constitution specifies a minimum number of three directors and a

maximum number of nine directors at any one time. Two directors must

ordinarily be living in New Zealand. In line with the NZX Main Board Listing

Rules, CDI is required to have at least two Independent Directors. Currently,

CDI has determined that its Chair Colin Sim, John Henderson and Desleigh

Jameson are Independent Directors as none of them have a Disqualifying

Relationship (as that term is defined in the NZX Main Board Listing Rules) or

Substantial Product Holders. Messrs Chiu, Kwek and Yeo are not considered

by the Board to be Independent Directors.

Board meetings are generally held quarterly with additional meetings

convened when required. The table below details directors’ attendances

during 2021.

DIRECTOR MEETINGS ATTENDED

Colin Sim 3/3

BK Chiu 3/3

Roy Austin* 2/2

John Henderson 3/3

Desleigh Jameson** 2/2

Eik Sheng Kwek 3/3

Vincent Yeo 3/3

* Mr. Austin retired from the Board at the conclusion of the 2021 annual

meeting of shareholders in May.

** Ms. Jameson was appointed from 1 May 2021.

In 2018, the Board devised its own Skills Matrix to demonstrate the skills,

experience and diversity of its Board. The Board reviewed its Skills Matrix in 2021.

SKILL / ATTRIBUTE RELEVANT DIRECTOR

Sales, marketing and brand experience Chiu, Jameson, Yeo

Governance experience Chiu, Henderson, Jameson,

Kwek, Sim, Yeo

Large enterprise / Multinational business Chiu, Henderson, Jameson,

or leadership experience Kwek, Sim, Yeo

CDL Investments New Zealand Limited is committed to maintaining strong

corporate governance in line with best practice at all times. Its corporate

governance framework, set out below, complies materially with the NZX

Corporate Governance Code (the NZX Code”) as well as the Financial

Markets Authority Corporate Governance Principles and Guidelines (the

FMA Principles).

PRINCIPLE 1 – 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.

All of CDI’s directors are bound by the Board’s Code of Ethics which is as follows:

• Directors shall undertake their duties with due care and diligence at all

times and will conduct themselves honestly and with integrity. Directors

shall not do anything, or cause anything to be done, which may or does

brings CDI or the Board into disrepute.

• All Directors must act in the best interests of the company and exercise

independent and unfettered judgement. All Directors must carry out

their duties with integrity and honesty and participate in open and

constructive discussions.

• To the best of their ability, Directors will use reasonable endeavours

to ensure that CDI’s records and documents (including its financial

reports) are true and complete and comply with the requisite reporting

standards and controls.

• So that the Board may determine a Director’s independence and to

ensure that there are no conflicts of interest, all Directors shall disclose

all relevant business and / or personal interests they may have to the

Board forthwith as well as any relationships they may have with CDI.

• All Directors shall ensure that they do not support any organisation

other than in a personal capacity without the prior written approval of

the Chairman.

• Directors shall not accept any gifts or personal benefits from external

parties if it could be perceived that this could compromise or influence

any decision by the Board or by CDI.

• All Directors shall maintain and protect the confidentiality of all

information about CDI at all times except where disclosure is permitted

or required by law.

• All Directors shall ensure that they do not use company information and

/ or property for personal gain or profit. All Directors shall use and / or

retain Company information and property only for business purposes in

their capacity as Directors of CDI or to meet legal obligations.

• All Directors shall comply with the laws and regulations that apply to CDI;

• All Directors shall immediately report any illegal or unethical behaviour

of which they become aware to the Chairman of the Board and to the

Chairman of the Audit Committee.

All of CDI’s employees are expected to act in the best interests of CDI

and to enhance the reputation of the company. CDI also has a number of

operational policies which must be followed by employees and the CDI Code

of Conduct forms part of each employee’s employment agreement.

CDI also believes in fair dealing with its customers and suppliers,

shareholders, employees and other stakeholders and external third parties.

CDI revised its Share Trading Policy in 2018 which applies to Directors

and Officers. It also has a global Whistleblowing Policy which extends to

all management and employees. The Whistleblowing Policy facilitates the

disclosure and impartial investigation of any serious wrongdoing. This policy

advises employees of their right to disclose serious wrongdoing, and sets

out the Company’s internal procedures for receiving and dealing with such

disclosures. The policy is consistent with, and facilitates, the Protected

Disclosures Act 2000 and is supported by the Board.

CORPORATE GOVERNANCE

CDL Investments New Zealand Limited | 11

DIRECTOR MEETINGS ATTENDED

Roy Austin (Chair) 1/1

BK Chiu 2/2

John Henderson 2/2

Desleigh Jameson** 1/1

* Mr. Austin retired from the Board at the conclusion of the 2021 annual

meeting of shareholders in May.

** Ms. Jameson was appointed from 1 May 2021.

The Board also forms subcommittees as and when required.

The Audit Committee recently reviewed and revised its charter which will be

published shortly. The charter outlines the Committee’s membership, role and

responsibilities which include receiving reports from the internal and external

auditors, make recommendations about the audit services, oversee those

audit services and reviewing and recommending the Company’s financial

statements (half-year and full year) and corporate governance policies.

CDI formed a Nominations Committee of the Board then comprising Messrs.

Austin and Chiu in 2020. The Committee did not meet in 2021.

CDI does not currently have a Remuneration Committee. The Board as a

whole deals with the issues that would normally be dealt with by these

committees and conducts periodic reviews of its fees and the remuneration

of the Managing Director and senior management. Vacancies and

appointments to the Board are considered by the Board as a whole. For those

reasons, CDI does not consider it necessary to form and maintain either

Committee at this time.

The Board has not established a protocol which sets out procedures to be

followed in the event of a takeover offer being received by the Company.

This is because the Board considers that receipt of a takeover offer to be a

very unlikely event in light of Millennium & Copthorne Hotels New Zealand

Limited’s long-term majority shareholding in the Company. CDI is also the

owner of property assets including “sensitive land” (as defined under the

Overseas Investment Act 2015) which, if the subject of an overseas takeover

offer, would require regulatory and / or government approvals for their

acquisition.

CDI’s Board believes that the Company would have sufficient time to adopt

protocols and procedures necessary to respond to any such offer when

received and to communicate those to shareholders. CDI’s Board therefore

believes that it is reasonable and appropriate for the Company not to follow

Recommendation 3.6 of the Code at this time but agrees with the principles

behind Recommendation 3.6.

PRINCIPLE 4 – REPORTING & DISCLOSURE

The Board should demand integrity in financial and non-financial

reporting and in the timeliness and balance of corporate disclosures.

As an NZX-listed entity, CDI recognises the need to ensure that it is fully

compliant in terms of reporting and disclosure and has in place a Continuous

Disclosure Policy (CDP) which applies to CDI, its subsidiaries (“Group”), and

all their respective directors and employees. The Board has appointed the

Chairman, the Chairman of the Audit Committee, the Managing Director, the

Company Secretary and the Vice President Finance to act as CDI’s Continuous

Disclosure Committee (the Disclosure Committee). A quorum of the

Disclosure Committee shall consist of no less than three (3) of these persons.

The Disclosure Committee is responsible for:

• Determining what information amounts to material information and

must be disclosed;

• Determining the timing of disclosure of any information in accordance

with the CDP;

CORPORATE GOVERNANCE – continued

Accounting / Finance / Tax experience Jameson, Kwek

Business strategy experience Chiu, Henderson, Jameson,

Kwek, Sim, Yeo

Property development / Chiu, Jameson, Kwek,

management experience Sim, Yeo

The Board encourages all directors to undertake their own continuous

education so that they can perform their duties as directors and provide

maximum benefit to the Board and to shareholders.

In 2018, CDLI adopted a Diversity Policy with the following principles:

• We encourage diversity and inclusion in the workplace, not just because

it is best practice, but also because it makes good business sense.

• We create a working environment free of harassment, victimisation

and unlawful discrimination and have a whistleblowing policy in place.

We promote dignity and respect for all employees where individual

differences and their contributions are recognised and valued.

• These principles apply to our own staff, suppliers and stakeholders and

we aim to apply them in our local communities as well.

OUR FRAMEWORK FOR EMBRACING DIVERSITY:

a) Talent Recruitment & Selection Process

– All positions at CDLI are to be filled on the basis of merit

and qualifications.

– We recognise the importance of having a diverse workforce and thus

encouraging people from all backgrounds to apply to work with our team

b) Learning & Development

– CDLI seeks to develop our employees and to hone their

technical, management and leadership skills.

– Management staff will receive training around Diversity

and EEO awareness.

REVIEW OF POLICY

The company will:

- undertake periodic reviews of its Diversity Policy and its deliverables;

– obtain diversity metrics from other organisations and compare them

with sector and best practice guidelines;

and

– produce a report on diversity for CDI’s Board and Senior

Management annually.

With the appointment of Ms. Jameson, the Board considers that it has met its

initial gender diversity target for female board representation to be at least

20 % of the Board by 2023. The Board will look to update its diversity targets

in the course of 2022.

In terms of CDI’s permanent staff, 50 % are male and 50 % are female.

PRINCIPLE 3 – BOARD COMMITTEES

The Board should use committees where this will enhance its

effectiveness in key areas while still retaining board responsibility.

Committees help the Board in carrying out its responsibilities and CDI

currently has one standing committee being its Audit Committee. The

current members of the Audit Committee are Desleigh Jameson (Chair), John

Henderson and BK Chiu.

The table below reports attendance of the Audit Committee members

during 2021:

12 | CDL Investments New Zealand Limited
• Approving the content of any disclosure to NZX (including matters not

directly covered by the CDP);

• Ensuring that all employees and directors within the Group whom

the Committee considers appropriate receive a copy of the CDP and

appropriate training with respect to it;

• Developing mechanisms designed to identify potential material

information (e.g. agenda item on management meetings); and

• Liaising with legal advisers in respect of CDI’s compliance with its

continuous disclosure obligations.

The key points from the CDP are:

• No person may release material information concerning CDI to any

person who is not authorised to receive it without the approval of the

Disclosure Committee.

• The Board will consider at each Board meeting whether there is any

information that may require disclosure in accordance with the CDP, and

will note any disclosures made subsequent to the prior meeting. Any

employee or director of CDI must inform a member of the Disclosure

Committee as soon as practicable after that person becomes aware of

any material information.

• The CDP includes a list of incidents which should be disclosed to a

member of the Disclosure Committee. The Disclosure Committee must

confer, decide whether disclosure is required, and coordinate disclosure

of any material information in a form specified by the Listing Rules as

soon as practicable after it becomes aware of the existence of material

information, unless it determines:

a) a reasonable person would not expect the information to be disclosed; and

b) the information is confidential and its confidentiality is

maintained; and

c) one or more of the following applies:

i) it would breach the law to disclose the information; or

ii) the information concerns an incomplete proposal or

negotiation; or

iii) the information comprises matters of supposition or is

insufficiently definite to warrant disclosure; or

iv) the information is generated for internal management

purposes of CDI or its subsidiaries; or

v) the information is a trade secret.

The Disclosure Committee will ensure that all Board members, not already

aware of the information, are promptly provided with it.

• The Disclosure Committee is responsible for CDI’s obligations under

the Listing Rules to release material information to NZX to the extent

necessary to prevent development or subsistence of a market for its

listed securities which is materially influenced by false or misleading

information emanating from the issuer or any associated person of the

issuer; or other persons in circumstances in each case which would give

such information substantial credibility.

• All employees of CDI, as soon as practicable after becoming aware of a

rumour or speculation that is “generally available to the market”, must

disclose the existence of that rumour or speculation to a member of the

Disclosure Committee.

• The Disclosure Committee is also responsible for co-ordinating CDI’s

responses to leaks and inadvertent disclosures. Even in the event that

leaked or inadvertently disclosed information is not price sensitive, the

Disclosure Committee should consider whether the information should

be released to NZX via its market announcement platform in order to

provide investors with equal access.

• All external communications by CDI must comply with the CDP, any

media policy and the Company’s rules with respect to confidential

information. No material information is to be disclosed to such persons

before it is released to NZX.

• Slides and presentations used in briefings should be released to NZX for

immediate release to the market.

Prior to approval and release of CDI’s half year and full year results, the Vice

President Finance and Company Secretary are required to provide a letter

of representation to the Board (or its nominated subcommittee) that the

financial statements have been prepared in accordance with generally accepted

accounting practice and are correct in all material respects.

Copies of annual reports and key corporate governance documents and policies

are available at https://cdlinvestments.co.nz/corporate_profile/.

PRINCIPLE 5 – REMUNERATION

The remuneration of directors and executives should be transparent,

fair and reasonable.

The total pool for Directors’ Fees is capped at $180,000 and was last

approved by shareholders in 1996. All non-executive directors receive a base

fee of NZ$30,000 per annum. The Chair of the Audit Committee receives a

further NZ$5,000 per annum. Executive Directors do not receive Directors’ or

Committee fees.

Employee (including the Managing Director and senior management)

remuneration is made up of two primary components being a fixed

component and a short term incentive. Remuneration is determined with

reference to market information as well as the responsibilities of the position,

experience and overall performance. Short term incentives are designed to

reward high performing employees with appropriate incentives which are

measured on key performance indicators which are reviewed and monitored

regularly and company performance. The Company reserves the right to

suspend or adjust incentives if targets are not met. CDI does not currently

have an employee share plan or a long term incentive scheme.

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 regu-

larly verify that the issuer has appropriate processes that identify and

manage potential and material risks.

CDI’s Board, Audit Committee and Management Team all have a role in

identifying areas of risk and understanding their impact on the Company as

well as how these areas are to be mitigated.

CDI’s Management Team is responsible for the day-to-day identification,

assessment and management of risks applicable to the Company as well

as the implementation of appropriate controls, processes and policies

to manage such risks. Management also ensures that there are training

programmes in place to identify, mitigate or eliminate hazards and risks in

the workplace.

The Audit Committee’s role is to review and report to the Board on the

adequacy of Management’s oversight and implementation of risks with

particular regard to financial and operational risks.

The Board is ultimately responsible for the oversight and implementation of

the Company’s responses to risk management.

CDI’s Board has identified four main risks areas being Market, Operational,

Financial and Global Risks. Market Risks may arise through changes in

demand from customers, competitor pricing development trends and

external events. Operational Risks may arise from changes to the regulatory

environment such as district or local plan changes, health and safety issues,

material changes to CDI’s subdivisions and development plans or strategy,

overseas investment legislation, key personnel changes and other such

events. Financial Risks may arise where earnings or cashflow change or are

CORPORATE GOVERNANCE – continued

CDL Investments New Zealand Limited | 13

CDI’s Audit Committee shall pre-approve all audit and related services that

are to be provided by the auditor. Aside from core external audit services, it is

appropriate for the CDI’s auditors to provide the following services:

• due diligence (except valuations) on proposed transactions;

• review of financial information where third party verification is required

or deemed necessary (outside the normal audit process);

• completion audits / reviews;

• financial model preparation or review;

• accounting policy advice;

• listing advice;

• accounting/technical training; and

• taxation services of an assurance nature.

It is not considered appropriate for CDI’s external auditors to provide:

• book keeping services related to accounting records or financial

statements;

• tax planning and strategy services unless specifically approved by the

Audit Committee;

• appraisal / valuation services including opinions as to fairness;

• provision of payroll services;

• the design or implementation of financial information systems;

• outsourced internal audit and risk management services;

• legal services;

• management functions;

• broker / dealer / investment adviser / investment banking services;

• advocacy for the Company;

• actuarial services; and

• assistance in the recruitment of senior management.

These prohibitions apply to all offices of the audit firm, including overseas

offices and affiliates.

The billing arrangements for services provided by CDI’s external auditors

should not include any contingent fees.

CDI’s expects that its external auditors will rigorously comply with their own

internal policies on independence and all relevant professional guidance,

including independence rules and guidance issued by CAANZ.

The nature of services provided by CDI’s auditors and the level of fees

incurred should be reported to the Audit Committee Chairman semi-annually

(or sooner where requested) to enable the Committee to perform its

oversight role and report back to the Board. This policy does not prescribe

any particular ratio of non-audit service fees to audit fees but the Committee

shall monitored the fees and ratio.

The continued appointment of CDI’s external auditors is confirmed annually

by the Board on recommendation from the Audit Committee.

Rotation of the lead audit partner or firm will be required every five years.

Lead audit partners who are rotated will be subject to a 2 year cooling off

period (i.e. 2 years must expire between the rotation of an audit partner and

that partner’s next engagement with the Company).

The hiring by CDI of any former lead audit partner or audit manager must

first be approved by the Chairman of the Audit Committee. There are no

other restrictions on the hiring of other staff from the audit firm.

KPMG are currently CDI’s external auditor and the lead external audit

engagement partner was rotated in 2018.

The Audit Committee monitors local and overseas practice on auditor

affected in some way due to adverse customer demand or other market

conditions or events within or outside CDI’s control. Global Risks refer to

situations like a global catastrophe, natural disaster or crisis event which is

beyond CDI’s control but have an impact on its earnings and / or operations.

CDI’s Board has also identified the risk of climate change on its business.

With the passing of the Financial Sector (Climate-related Disclosures and

Other Matters) Amendment Act 2021, CDI will need to undertake annual

reporting of climate related disclosures such as the climate statements

required under the statutory framework. CDI has begun the process of

assessing how it will report against the new framework and will publish

future updates on any changes to its risk management framework which are

associated with climate change.

CDI has a series of internal controls in place covering such areas as financial

monitoring and reporting, human resources and risk management. The

primary responsibility for monitoring and reporting against internal controls

and remedying any deficiencies lies with Management.

CDI also keeps current insurances appropriate to its business with reputable

global insurers.

PRINCIPLE 7 – AUDITORS

The Board should ensure the quality and independence of the external

audit process.

External Audit plays a critical role in ensuring the integrity of financial

reporting. The role of the external auditor is to plan and carry out an audit

of CDI’s annual financial reports and review the half-yearly reports. The

Audit Committee reviews the performance and independence of the external

auditors.

CDI has in place an External Auditor Independence Policy which deals with

the provision of services by the CDI’s external auditors, auditor rotation and

the relationships between the external auditor and the Company. The policy

states that:

The Audit Committee shall only recommend to the Board a firm to be

external auditor if that firm:

• would be regarded by a reasonable investor, with full knowledge of all

relevant facts and circumstances, as capable of exercising objective

and impartial judgment on all issues encompassed within the auditor’s

engagement;

• audit partners are members of Chartered Accountants Australia New

Zealand (CAANZ);

• has not, within two years prior to the commencement of the audit, had

as a member of its audit engagement team CDI’s Managing Director,

Vice President Finance, Group Accounting Manager, or any member of

the Company’s Management who acts in a financial oversight role.

• does not allow the direct compensation of its audit partners for selling

non-audit services to CDI.

The general principles to be applied in assessing non-audit services

are as follows:

a) the external auditor should not have any involvement in the production of

financial information or preparation of financial statements such that they

might be perceived as auditing their own work. This includes the provision

of bookkeeping and payroll services as well as valuation services where such

valuation forms an input into audited financial information;

b) the external auditor should not perform any function of management, or be

responsible for making management decisions;

c) the external auditor should not be responsible for the design or

implementation of financial information systems; and

d) the separation between internal audit and external audit should be

maintained.

CORPORATE GOVERNANCE – continued

14 | CDL Investments New Zealand Limited
independence regularly to ensure that this policy remains consistent with

best practice and meets CDI’s requirements.

CDI’s external auditors also attend the Company’s Annual Meeting to answer

any questions from shareholders as to the audit and the content of the

Annual Report.

PRINCIPLE 8 – SHAREHOLDER RIGHTS

& COMMUNICATION

The Board should respect the rights of shareholders and foster

constructive relationships with shareholders that encourage them to

engage with the issuer.

CDI is committed to providing shareholders and stakeholders with timely

information on its activities and performance. CDI does this through a

number of channels including:

• announcements in accordance with continuous disclosure as required

under the Listing Rules;

• publication of the company’s annual and interim reports which are sent

to all shareholders; and

• encouraging shareholders to attend the Annual Meeting in May of

each year to hear the Chairman and the Managing Director provide

updates on the company’s performance, ask questions of the Board and

vote on the resolutions to be determined at the meeting. Resolutions

at shareholder meetings are usually determined by poll where each

ordinary shareholder has one vote per share.

Relevant communications, copies of annual reports and key corporate

governance documents and policies are now available on a dedicated

webpage https://cdlinvestments.co.nz/corporate_profile/.

CORPORATE GOVERNANCE – continued

CDL Investments New Zealand Limited | 15

CDL INVESTMENTS NEW ZEALAND LIMITED

FINANCIAL SUMMARY

For the year ended 31 December 2021

TREND STATEMENT

For the year ended 31 December 2021

Property Sales & Other Income

Profit for the Year

Development Property Fair ValueGroup Equity

Earnings Per ShareAsset Backing Per Share (Before Distribution)

2017

2018

2020

2021

2019

2018

2019

2021

2020

2017

2018

2019

2020

2021

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2021

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

280,000

300,000

Dollars ($ '000)

Group Equity

0

3

6

12

9

15

Cents per share

Earnings per share

2018

2019

2020

2021

2017

2018

2019

2020

2021

2017

100,000

140,000

180,000

220,000

260,000

300,000

340,000

Dollars ($ '000)

Development Property Fair Value

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset backing per share (before distributions)

85,000

90,000

95,000

Dollars ($ '000)

36,000

2017

2018

2020

2021

2019

2018

2019

2021

2020

2017

2018

2019

2020

2021

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2021

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

280,000

300,000

Dollars ($ '000)

Group Equity

0

3

6

12

9

15

Cents per share

Earnings per share

2018

2019

2020

2021

2017

2018

2019

2020

2021

2017

100,000

140,000

180,000

220,000

260,000

300,000

340,000

Dollars ($ '000)

Development Property Fair Value

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset backing per share (before distributions)

85,000

90,000

95,000

Dollars ($ '000)

36,000

2017

2018

2020

2021

2019

2018

2019

2021

2020

2017

2018

2019

2020

2021

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2021

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

280,000

300,000

Dollars ($ '000)

Group Equity

0

3

6

12

9

15

Cents per share

Earnings per share

2018

2019

2020

2021

2017

2018

2019

2020

2021

2017

100,000

140,000

180,000

220,000

260,000

300,000

340,000

Dollars ($ '000)

Development Property Fair Value

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset backing per share (before distributions)

85,000

90,000

95,000

Dollars ($ '000)

36,000

2017

2018

2020

2021

2019

2018

2019

2021

2020

2017

2018

2019

2020

2021

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2021

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

280,000

300,000

Dollars ($ '000)

Group Equity

0

3

6

12

9

15

Cents per share

Earnings per share

2018

2019

2020

2021

2017

2018

2019

2020

2021

2017

100,000

140,000

180,000

220,000

260,000

300,000

340,000

Dollars ($ '000)

Development Property Fair Value

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset backing per share (before distributions)

85,000

90,000

95,000

Dollars ($ '000)

36,000

2017

2018

2020

2021

2019

2018

2019

2021

2020

2017

2018

2019

2020

2021

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2021

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

280,000

300,000

Dollars ($ '000)

Group Equity

0

3

6

12

9

15

Cents per share

Earnings per share

2018

2019

2020

2021

2017

2018

2019

2020

2021

2017

100,000

140,000

180,000

220,000

260,000

300,000

340,000

Dollars ($ '000)

Development Property Fair Value

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset backing per share (before distributions)

85,000

90,000

95,000

Dollars ($ '000)

36,000

2017

2018

2020

2021

2019

2018

2019

2021

2020

2017

2018

2019

2020

2021

2017

45,000

50,000

55,000

60,000

65,000

70,000

75,000

80,000

Property Sales & Other Income

Profit for the Year

18,000

15,000

21,000

24,000

27,000

33,000

30,000

Dollars ($ '000)

2018

2019

2020

2021

2017

100,000

120,000

140,000

180,000

160,000

200,000

220,000

240,000

260,000

280,000

300,000

Dollars ($ '000)

Group Equity

0

3

6

12

9

15

Cents per share

Earnings per share

2018

2019

2020

2021

2017

2018

2019

2020

2021

2017

100,000

140,000

180,000

220,000

260,000

300,000

340,000

Dollars ($ '000)

Development Property Fair Value

50.0

60.0

70.0

90.0

80.0

100.0

Cents per share

Asset backing per share (before distributions)

85,000

90,000

95,000

Dollars ($ '000)

36,000

In thousands of dollars (unless otherwise stated) 2017 2018 2019 2020 2021

Property sales & other income 78,667 85,030 91,794 88,778 92,142

Profit before income tax 44,668 46,719 47,426 41,811 43,423

Profit for the year 32,161 33,641 34,140 30,099 31,264

Earnings per share 11.60c 12.10c 12.26c 10.75c 10.96

Dividends per share 3.50c 3.50c 3.50c 3.50c 3.50c

Percentage of dividends per share over earnings per share 30.2% 28.9% 28.5% 32.6% 31.9%

Asset backing per share (before distributions) 67.1c 75.7c 84.5c 91.7c 99.6c

Development property fair value 276,316 337,765 315,620 286,380 334,135

Investment property fair value - - - 6,430 25,520

Total assets 191,706 217,614 240,700 265,005 297,622

Group equity 186,112 210,594 235,510 257,131 286,380

16 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

FINANCIAL STATEMENTS – CONTENTS

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 17

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 18

CONSOLIDATED STATEMENT OF FINANCIAL POSITION 19

CONSOLIDATED STATEMENT OF CASH FLOWS 20-21

NOTES TO THE FINANCIAL STATEMENTS 22-33

INDEPENDENT AUDITOR'S REPORT 34-36


REGULATORY DISCLOSURES 37-38

STATUTORY INFORMATION 39-43

REGULATORY DISCLOSURES & STATUTORY INFORMATION –

CONTENTS

CDL Investments New Zealand Limited | 17

CDL INVESTMENTS NEW ZEALAND LIMITED

The accompanying notes form part of, and should be read in conjunction with these financial statements.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 December 2021

GROUP

In thousands of dollars Note 2021 2020

Revenue 91,893 88,633

Cost of sales (44,902) (43,290)

Gross Profit 46,991 45,343

Other income 249 145

Administrative expenses 3, 4 (345) (256)

Property expenses (367) (417)

Selling expenses (2,264) (2,541)

Other expenses 3, 4 (1,453) (1,499)

Results from operating activities 42,811 40,775

Finance income 5 616 1,038

Finance costs 5 (4) (2)

Net finance income 612 1,036

Profit before income tax 43,423 41,811

Income tax expense 6 (12,159) (11,712)

Profit for the period 31,264 30,099

Total comprehensive income for the period 31,264 30,099

Profit attributable to:

Equity holders of the parent 31,264 30,099

Total comprehensive income for the period 31,264 30,099

Earnings per share (cents per share) 13 10.96 10.75

18 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

The accompanying notes form part of, and should be read in conjunction with these financial statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2021

GROUP

In thousands of dollars Note Share Capital Retained Earnings Total Equity

Balance at 1 January 2020 55,374 180,136 235,510

Total comprehensive income for the period

Profit for the period - 30,099 30,099

Total comprehensive income for the period - 30,099 30,099

Transactions with owners of the Company

Shares issued under dividend reinvestment plan 13 1,280 - 1,280

Dividend to shareholders 13 - (9,758) (9,758)

Supplementary dividend - (286) (286)

Foreign investment tax credits - 286 286

Balance at 31 December 2020 56,654 200,477 257,131

Balance at 1 January 2021 56,654 200,477 257,131

Total comprehensive income for the period

Profit for the period - 31,264 31,264

Total comprehensive income for the period - 31,264 31,264

Transactions with owners of the Company

Shares issued under dividend reinvestment plan 13 7,800 - 7,800

Dividend to shareholders 13 - (9,815) (9,815

Supplementary dividend - (194) (194)

Foreign investment tax credits - 194 194

Balance at 31 December 2021 64,454 221,926 286,380

CDL Investments New Zealand Limited | 19

CDL INVESTMENTS NEW ZEALAND LIMITED

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31 December 2021

GROUP

In thousands of dollars Note 2021 2020

SHAREHOLDERS’ EQUITY

Issued capital 13 64,454 56,654

Retained earnings 221,926 200,477

Total Equity 286,380 257,131

Represented by:

NON CURRENT ASSETS

Property, plant and equipment 43 23

Development property 8 164,589 119,096

Investment property 9 23,332 3,325

Investment in associate 2 2

Total Non Current Assets 187,966 122,446

CURRENT ASSETS

Cash and cash equivalents 12 53,025 10,111

Short term deposits 14 30,000 86,620

Trade and other receivables 11 5,479 3,486

Development property 8 21,152 42,342

Total Current Assets 109,656 142,559

Total Assets 297,622 265,005

NON CURRENT LIABILITIES

Deferred tax liabilities 10 74 59

Lease liability 18 3

Total Non Current Liabilities 92 62

CURRENT LIABILITIES

Trade and other payables 7,297 3,932

Employee entitlements 71 52

Income tax payable 3,771 3,821

Lease liability 11 7

Total Current Liabilities 11,150 7,812

Total Liabilities 11,242 7,874

Net Assets 286,380 257,131

For and on behalf of the Board


D JAMESON, DIRECTOR, 18 February 2022 BK CHIU, MANAGING DIRECTOR, 18 February 2022

20 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

The accompanying notes form part of, and should be read in conjunction with these financial statements.

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 31 December 2021

GROUP

In thousands of dollars Note 2021 2020

CASH FLOWS FROM OPERATING ACTIVITIES

Cash was provided from:

Receipts from customers 90,011 89,391

Interest received 754 871

Cash was applied to:

Payment to suppliers (17,800) (21,979)

Payment to employees (590) (546)

Purchase of development land (56,258) (1,260)

Income tax paid (12,000) (11,690)

Net Cash Inflow from Operating Activities 4,117 54,787

CASH FLOWS FROM INVESTING ACTIVITIES

Cash was provided from:

Short term deposits 86,620 19,620

Cash was applied to:

Development of investment property (15,594) (3,325)

Purchase of plant and equipment (3) (6)

Short term deposits (30,000) (86,620)

Net Cash Inflow/(Outflow) From Investing Activities 41,023 (70,331)

CASH FLOWS FROM FINANCING ACTIVITIES

Cash was applied to:

Dividend paid (2,015) (8,478)

Principal repayment of lease liability (17) (16)

Supplementary dividend paid (194) (286)

Net Cash Outflow from Financing Activities (2,226) (8,780)

Net Increase/(Decrease) in Cash and Cash Equivalents 42,914 (24,324)

Add Opening Cash and Cash Equivalents 10,111 34,435

Closing Cash and Cash Equivalents 12 53,025 10,111

CDL Investments New Zealand Limited | 21

CDL INVESTMENTS NEW ZEALAND LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS – continued

For the year ended 31 December 2021

GROUP

In thousands of dollars Note 2021 2020

RECONCILIATION OF PROFIT FOR THE PERIOD TO CASH FLOWS FROM OPERATING ACTIVITIES

Net Profit after Taxation 31,264 30,099

Adjusted for non cash items:

Depreciation of investment property 71 –

Depreciation of plant & equipment 2 1

Depreciation of right-of-use assets 13 14

Income tax expense 6 12,159 11,712

Transfer of development properties to investment properties 9 (4,484) –

Adjustments for movements in working capital:

(Increase)/Decrease in receivables (1,993) 446

(Increase)/Decrease in development property (24,303) 21,241

Increase in payables 3,388 2,964

Cash generated from operating activities 16,117 66,477

Income tax paid (12,000) (11,690)

Cash Inflow from Operating Activities 4,117 54,787

The accompanying notes form part of, and should be read in conjunction with these financial statements.

22 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2021

SIGNIFICANT ACCOUNTING POLICIES

REPORTING ENTITY

CDL Investments New Zealand Limited (the “Company”) is a company domiciled in New Zealand, registered under the Companies Act 1993 and

listed on the New Zealand Stock Exchange. The Company is a FMC Reporting Entity in terms of the Financial Markets Conduct Act 2013 and

the Financial Reporting Act 2013.

The financial statements of the Company for the year ended 31 December 2021 comprises the Company and its subsidiary (together referred to

as the “Group”).

The principal activity of the Group is the development and sale of residential land properties.

(a) Statement of compliance

The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”). They

comply with New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”) and other applicable Financial Reporting

Standards, as appropriate for Tier 1 profit-oriented entities. The financial statements also comply with International Financial Reporting

Standards (“IFRS”).

The financial statements were authorised for issuance on 18 February 2022.

(b) Basis of preparation

The financial statements are presented in New Zealand Dollars ($), which is the Company’s functional currency. All financial information

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

The financial statements have been prepared on the historical cost basis.

The preparation of financial statements in conformity with NZ IFRS requires management to make judgements, estimates and assumptions

that affect the application of company policies and reported amounts of assets and liabilities, income and expenses. Estimates and

underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the

estimate is revised and in any future period affected.

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

have the most significant effect on the amounts recognised in the financial statements are described in Note 2 – Accounting Estimates

and Judgements.

(c) Basis of consolidation

(i) Subsidiaries

Subsidiaries are entities controlled by the Company. The Company controls an entity when it is exposed to, or has rights to, variable

returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial

statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date

on which control ceases.

(ii) Subsidiaries

Intragroup balances and any unrealised gains and losses or income and expenses arising from intragroup transactions, are eliminated in

preparing these consolidated financial statements.

(d) Property, plant and equipment

Items of property, plant and equipment are stated at cost less accumulated depreciation. The cost of purchased property, plant and

equipment is the value of the consideration given to acquire the assets and the value of other directly attributable costs, which have been

incurred in bringing the assets to the location and condition necessary for their intended service. Depreciation on assets is calculated using

the straight-line method to allocate cost to their residual values over their estimated useful lives, as follows:

Plant and equipment 3 - 10 years

(e) Trade and other payables

Trade and other payables are stated at cost.

(f) Revenue

Revenue represents amounts derived from land and property sales, and is recognised when the customer obtains control of the property

and is able to direct and obtain the benefits from the property. The customer gains control of the property when the Company receives full

and final consideration for the property and the Company transfers over the Certificate of Title.

CDL Investments New Zealand Limited | 23

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

SIGNIFICANT ACCOUNTING POLICIES – continued

(g) New standards and interpretations not yet adopted

The following new standards and amendments to standards are not yet effective for the year ended 31 December 2021, and have not been

applied in preparing these consolidated financial statements:

• Onerous Contracts – Cost of Fulfilling a Contract (Amendments to NZ IAS 37)

• Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to NZ IAS 12)

• COVID-19 Related Rent Concessions beyond 30 June 2021 (Amendment to NZ IFRS 16)

• Annual Improvements to IFRS Standards 2018-2020

• Property, Plant and Equipment: Proceeds before Intended Use (Amendments to NZ IAS 16)

• Reference to Conceptual Framework (Amendments to NZ IFRS 3)

• Classification of Liabilities as Current or Non-current (Amendments to NZ IAS 1)

• NZ IFRS 17 Insurance Contracts and Amendments to NZ IFRS 17 Insurance Contracts

• Disclosure of Accounting Policies (Amendments to NZ IAS 1 and NZ IFRS Practice Statement 2)

• Definition of Accounting Estimates (Amendments to NZ IAS 8)

The Group has assessed the new standards and the adoption of these standards is not expected to have a material impact on the Group’s

financial statements.

24 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

1. SEGMENT REPORTING

Operating segments

The operating segments of the Group consists of property operations, comprising the development and sale of residential land sections and

rental income from investment properties. There is no segmental disclosure for the rental activity from investment properties as the results are

not material for the year.

The Group has determined that its chief operating decision maker is the Board of Directors on the basis that it is this group which determines

the allocation of resources to segments and assesses their performance.

An operating segment is a distinguishable component of the Group:

• that is engaged in business activities from which it earns revenues and incurs expenses,

• whose operating results are regularly reviewed by the Group’s chief operating decision maker to make decisions on resource allocation to

the segment and assess its performance, and

• for which discrete financial information is available.

Geographical segments

Segment revenue is based on the geographical location of the segment assets. All segment revenues are derived in New Zealand.

Segment assets are based on the geographical location of the development property. All segment assets are located in New Zealand.

The Group has no major customer representing greater than 10% of the Group’s total revenues.

2. ACCOUNTING ESTIMATES AND JUDGEMENTS

Management discussed with the Audit Committee the development, selection and disclosure of the Group’s critical accounting policies and

estimates and the application of these policies and estimates.

Key sources of estimation uncertainty

In Note 15, detailed analysis is given of the interest rate and credit risk exposure of the Group and risks in relation thereto. The Group is also

exposed to a risk of impairment to development properties should the carrying value exceeds the market value due to market fluctuations in the

value of development properties. However, there is no indication of impairment as the market value determined by an independent registered

valuer significantly exceeds the carrying value of development properties.

3. ADMINISTRATIVE AND OTHER EXPENSES

The following items of expenditure are included in administrative and other expenses: GROUP

In thousands of dollars Note 2021 2020

Auditors’ remuneration

- Audit fees 61 55

- Tax compliance & tax advisory fees 4 4

Depreciation 86 15

Directors’ fees 17 130 130

Rental payments 66 66

CDL Investments New Zealand Limited | 25

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

4. PERSONNEL EXPENSES

GROUP

In thousands of dollars 2021 2020

Wages and salaries 517 480

Employee related expenses and benefits 70 64

Increase in liability for long-service leave 3 2

590 546

The Group’s net obligation in respect of long-term service benefits, is the amount of future benefit that employees have earned in return for

their service in the current and prior periods. The obligation is calculated using their expected remunerations and an assessment of likelihood

the liability will arise.

5. NET FINANCE INCOME

GROUP

In thousands of dollars 2021 2020

Interest income 616 1,038

Finance income 616 1,038

Interest expense (4) (2)

Finance costs (4) (2)

Net finance income 612 1,036

Finance income comprises interest receivable on funds invested that are recognised in profit or loss. Interest income is recognised in profit or

loss as it accrues, using the effective interest method.

Finance costs comprises interest costs on lease liabilities that are recognised in the income statement.

6. INCOME TAX EXPENSE

Recognised in the statement of comprehensive income GROUP

In thousands of dollars 2021 2020

Current tax expense

Current year 12,144 11,711

Adjustments for prior years – 5

12,144 11,716

Deferred tax expense


Origination and reversal of temporary differences 15 (4)

15 (4)

Total income tax expense in the statement of comprehensive income 12,159 11,712

26 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

6. INCOME TAX EXPENSE – continued

Reconciliation of effective tax rate

GROUP

In thousands of dollarsv 2021 2020

Profit before income tax 43,423 41,811

Income tax using the company tax rate of 28% (2020: 28%) 12,159 11,707

Adjusted for:

Under provided in prior years – 5

12,159 11,712

Effective tax rate 28% 28%

Income tax for the year comprises current and deferred tax. Income tax is recognised in profit or loss except to the extent that it relates to

items recognised directly in equity or other comprehensive income, in which case it is recognised in equity or in other comprehensive income.

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

date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting

purposes and the amounts used for taxation purposes. The temporary differences relating to investments in subsidiaries are not provided for to

the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner

of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance

date.

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

be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

7. IMPUTATION CREDITS

GROUP

In thousands of dollars 2021 2020

Imputation credits available for use in subsequent reporting periods 84,322 75,946

8. DEVELOPMENT PROPERTY

GROUP

In thousands of dollars 2021 2020

Expected to settle greater than one year 164,589 119,096

Expected to settle within one year 21,152 42,342

Development property 185,741 161,438

Development property is carried at the lower of cost and net realisable value. Cost includes the cost of acquisition, development, and holding

costs such as interest. Interest and other holding costs incurred after completion of development are expensed as incurred. All holding costs are

written off through profit or loss in the year incurred with the exception of interest holding costs which are capitalised during the period when

active development is taking place. No interest (2020: nil) has been capitalised during the year. Development property includes deposits paid on

unconditional contracts for development land.

The Group’s inventory of development property is reviewed at each balance date to ensure its carrying amount is recorded at the lower of

its cost and net realisable value. The net realisable value of the development property is the estimated selling price in the ordinary course of

business less the estimated costs of completion and costs necessary to make the sale. The determination of net realisable value of inventory

involves estimates taking into consideration prevailing market conditions, current prices and expected date of commencement and completion

of the project, the estimated future selling price, cost to complete projects and selling costs. An impairment loss is recognised in the income

statement to the extent that the carrying value of development property exceeds its estimated net realisable value.

CDL Investments New Zealand Limited | 27

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

9. INVESTMENT PROPERTY

GROUP

In thousands of dollars Freehold Land Buildings Work in Progress Total

Cost

Balance at 1 January 2020 - - - -

Acquisitions 265 2,873 187 3,325

Balance at 31 December 2020 265 2,873 187 3,325

Balance at 1 January 2021 265 2,873 187 3,325

Acquisitions – 180 15,414 15,594

Transfers from development properties 394 – 4,090 4,484

Balance at 31 December 2021 659 3,053 19,691 23,403

Depreciation and impairment losses

Balance at 1 January 2020 - - - -

Balance at 31 December 2020 - - - -

Balance at 1 January 2021 - - - -

Depreciation charge for the year – (71) – (71)

Balance at 31 December 2021 - (71) - (71)

Carrying amounts

Balance at 1 January 2020 - - - -

Balance at 31 December 2020 265 2,873 187 3,325


Balance at 1 January 2021 265 2,873 187 3,325

Balance at 31 December 2021 659 2,892 19,691 23,332

Investment properties consist of commercial warehousing at Roscommon Road in Auckland, retail shops at Prestons Park in Christchurch, of which

both are under construction at balance date, and retail shops at Stonebrook in Rolleston which are fully operational.

Investment properties are properties held either to earn rental income or capital appreciation or for both, but not for sale in the ordinary course of

business, use in the production or supply of goods and services, or for administrative purposes.

Investment properties are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is

directly attributable to the acquisition of the investment properties. Costs of self-constructed investment properties include costs of materials

and direct labour, any other costs directly attributable to bringing the investment properties to a working condition for their intended use and

capitalised borrowing costs. Gains and losses on disposal of investment properties (calculated as the difference between the net proceeds from

disposal and the carrying amounts of the investment properties) are recognised in the profit and loss.

28 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

10. DEFERRED TAX ASSETS AND LIABILITIES

Recognised deferred tax assets and liabilities

Deferred tax assets and liabilities are attributable to the following: GROUP

Assets Liabilities Net

In thousands of dollars 2021 2020 2021 2020 2021 2020

Plant and equipment – – (30) – (30) –

Development property – – (108) (116) (108) (116)

Employee benefits 55 50 - - 55 50

Trade and other payables 9 7 - - 9 7

Net tax assets/(liabilities) 64 57 (138) (116) (74) (59)

Movement in deferred tax balances during the year GROUP

In thousands of dollars Balance 1 Jan 2020 Recognised in profit or loss Balance 31 Dec 2020

Development property (118) 2 (116)

Employee benefits 48 2 50

Trade and other payables 7 – 7

(63) 4 (59)

GROUP

In thousands of dollars Balance 1 Jan 2021 Recognised in profit or loss Balance 31 Dec 2021

Plant and equipment – (30) (30)

Development property (116) 8 (108)

Employee benefits 50 5 55

Trade and other payables 7 2 9

(59) (15) (74)

11. TRADE AND OTHER RECEIVABLES

GROUP

In thousands of dollars 2021 2020

Trade receivables 94 86

Other receivables and prepayments 5,385 3,400

Trade and other receivables 5,479 3,486

None of the trade and other receivables are impaired.

Trade and other receivables are stated at their cost less impairment losses. The Group applies the simplified approach to providing for expected

credit losses prescribed by NZ IFRS 9, which permits the use of the lifetime expected credit loss provision for all trade receivables. The allowance

for doubtful debts on trade receivables are either individually or collective assessed based on number of days overdue. The Group takes into

account the historical loss experience and incorporate forward looking information and relevant macroeconomic factors.

CDL Investments New Zealand Limited | 29

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

12. CASH AND CASH EQUIVALENTS

GROUP

In thousands of dollars 2021 2020

Bank balances 3,025 6,111

Call deposits 50,000 4,000

Cash and cash equivalents 53,025 10,111

Cash and cash equivalents comprise cash balances and call deposits with an original maturity of three months or less.

13. CAPITAL AND RESERVES

PARENT

Share capital 2021 2021 2020 2020

Shares ‘000s $000’s Shares ‘000s $000’s

Shares issued 1 January 280,435 56,654 278,806 55,374

Issued under dividend reinvestment plan 7,078 7,800 1,629 1,280

Total shares issued and outstanding 287,513 64,454 280,435 56,654

All shares carry equal rights and rank pari passu with regard to residual assets of the Company and do not have a par value. At 31 December

2021, the authorised share capital consisted of 287,513,023 fully paid ordinary shares (2020: 280,435,135).

Dividend Reinvestment Plan

In 1998, the Company adopted a Dividend Reinvestment Plan pursuant to which shareholders may elect to receive ordinary dividends in the

form of either cash or additional shares in the Company. The additional shares are issued at the weighted average market price for the shares

traded over the first five business days immediately following the Record Date.

Accordingly, the Company issued 7,077,888 additional shares under the Dividend Reinvestment Plan on 14 May 2021 (2020: 1,629,555) at a

strike price of $1.1020 per share issued (2020: $0.7854).

Dividends

The following dividends were declared and paid during the year 31 December:

PARENT

In thousands of dollars 2021 2020

3.5 cents per qualifying ordinary share (2020: 3.5 cents) 9,815 9,758

9,815 9,758


After 31 December 2021 the following dividends were declared by the directors. The dividends have not been provided for and there are

no income tax consequences. It is anticipated that a portion of the dividends declared will be paid by way of shares through the Dividend

Reinvestment Plan.

In thousands of dollars

PARENT

3.5 cents ordinary dividend per qualifying ordinary share 10,063

3.5 cents total dividend per qualifying ordinary share 10,063

30 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

13. CAPITAL AND RESERVES – continued

Basic and diluted earnings per share

The basic earnings per share and the diluted earnings per share are the same. The calculation of basic and diluted earnings per share at 31

December 2021 was based on the profit attributable to ordinary shareholders of $31,264,000 (2020: $30,099,000); and weighted average

number of ordinary shares outstanding during the year ended 31 December 2021 of 285,154,000 (2020: 279,892,000), calculated as follows:

Profit attributable to ordinary shareholders (basic & diluted) GROUP

In thousands of dollars 2021 2020

Profit for the period 31,264 30,099

Profit attributable to ordinary shareholders 31,264 30,099

Weighted average number of ordinary shares

PARENT

2021 2020

Shares ‘000s Shares ‘000s

Issued ordinary shares at 1 January 280,435 278,806

Effect of 7,077,888 shares issued in May 2021 4,719 -

Effect of 1,629,555 shares issued in May 2020 - 1,086

Weighted average number of ordinary shares at 31 December 285,154 279,892

14. FINANCIAL INSTRUMENTS

The Group only holds non-derivative financial instruments which comprise trade and other receivables, cash and cash equivalents, short term

deposits, and trade and other payables.

Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through profit or loss, any

directly attributable transaction costs. Subsequent to initial recognition nonderivative financial instruments are measured as described below.

Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire or if the Group transfer the

financial asset to another party without retaining control or substantially all risks and rewards of the asset. Financial liabilities are derecognised

if the Group’s obligations specified in the contract expire or are discharged or cancelled.

GROUP

In thousands of dollars Note 2021 2020

Financial Assets

Cash and cash equivalents 12 53,025 10,111

Short term deposits 30,000 86,620

Trade and other receivables 11 5,479 3,486

Financial Liabilities

Trade and other payables 7,297 3,932

Exposure to credit and interest rate risks arises in the normal course of the Group’s business.

CDL Investments New Zealand Limited | 31

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

14. FINANCIAL INSTRUMENTS – continued

Credit risk

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations are performed on

all customers requiring credit over a certain amount. The Group does not require collateral in respect of financial assets.

The key factor in managing risk is that the Certificate of Title is only transferred to the purchaser when all cash is received in full upon

settlement.

The Group’s exposure to credit risk is mainly influenced by its customer base. As such it is concentrated to the default risk of its industry.

However, geographically there is no credit risk concentration.

Cash, cash equivalents, and term deposits are allowed only in liquid securities and only with counterparties that have a credit rating equal to or

better than the Group. Given their high credit ratings, management does not expect any counterparty to fail to meet its obligations.

At the balance date there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying

amount of each financial asset.

Interest rate risk

The Group has no exposure to interest rate risk as there are no funding facilities (2020: nil). However, the Group is exposed to movements

in interest rates on short-term investments which is explained in the Sensitivity analysis. Interest income is earned on the cash and cash

equivalent balance and the short term deposits balance.

Sensitivity analysis

The Group manages interest rate risk by maximising its interest income through forecasting its cash requirements and cash inflows. Over the

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

A decrease of one percentage point in interest rates would have decreased the Group’s profit before income tax by $794,000 (2020: $579,000)

in the current period.

Effective interest and repricing analysis

In respect of income earning financial assets, the following tables indicate the effective interest rates at the balance sheet date and the periods

in which they reprice.

Liquidity risk

Liquidity risk represents the Group’s ability to meet its contractual obligations. The Group evaluates its liquidity requirements on an ongoing

basis. In general, the Group generates sufficient cash flows from its operating activities to meet its obligations arising from its financial

liabilities. It is the Group’s policy to provide credit and liquidity enhancement only to wholly owned subsidiaries.

The following table sets out the contractual cash flows for all financial liabilities that are settled on a gross cash flow basis:

GROUP

20212020

In thousands of dollarsBalance Sheet6 months or less6-12 monthsBalance Sheet6 months or less6-12 months

Trade and other payables7,2977,297-3,9323,932-

7,2977,297-3,9323,932-

GROUP

2021

2020

Note Effective Total 6 months 6-12


In thousands of dollars interest rate or less months

Cash and cash equivalents 12 0.00% to 0.79% 53,025 53,025 -

Short term deposits 0.56% to 1.20% 30,000 20,000 10,000

83,025 73,025 10,000




Effective Total 6 months 6-12

interest rate or less months

0.00% to 0.62% 10,111 10,111 -

0.50% to 1.70% 86,620 86,500 120

54,055 53,935 120

32 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

14. FINANCIAL INSTRUMENTS – continued

Estimation of fair values

The following summarises the major methods and assumptions used in estimating the fair values of financial instruments reflected in the

above tables.

(a) Cash, accounts receivable, accounts payable and related party receivables. The carrying amount for these balances approximate their

fair value because of the short maturities of these items.

Capital management

The Group’s capital includes share capital and retained earnings.

The Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future

development of the business. The impact of the level of capital on shareholders’ return is also recognised and the Group recognises the need

to maintain a balance between the higher returns that might be possible with greater gearing and the advantages and security afforded by a

sound capital position.

The Group is not subject to any external imposed capital requirements.

The allocation of capital is, to a large extent, driven by optimisation of the return achieved on the capital allocated.

The Group’s policies in respect of capital management and allocation are reviewed regularly by the Board of Directors.

There have been no material changes in the Group’s management of capital during the period.

15. CAPITAL AND LAND DEVELOPMENT COMMITMENTS

As at 31 December 2021, the Group had entered into contractual commitments for development expenditure and purchases of land.

Contractual agreements for the purchase of land are subject to a satisfactory outcome of the Group's due diligence process, board approval,

and OIO approval. Development expenditure represents amounts contracted and forecast to be incurred in 2022 in accordance with the Group’s

development programme.

GROUP

In thousands of dollars 2021 2020

Development expenditure 20,858 19,696

Land purchases 20,300 56,258

41,158 75,954

CDL Investments New Zealand Limited | 33

CDL INVESTMENTS NEW ZEALAND LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued

For the year ended 31 December 2021

16. RELATED PARTIES

Identity of related parties

The Company has a related party relationship with its subsidiary as well as a fellow subsidiary of its parent (see Note 17), and with its Directors and

executive officers.

Transactions with key management personnel

None of the Directors of the Company and their immediate relatives have control of the voting shares of the Company. Key management

personnel include the Board comprising non-executive directors and executive directors.

The total remuneration and value of other benefits earned by each of the Directors of the Company for the year ending 31 December 2021 was:

GROUP

In thousands of dollars 2021 2020

C Sim 35 35

VWE Yeo 30 30

ES Kwek - -

KS Tan - -

R Austin (retired: 25 May 2021) 15 35

D Jameson (appointed: 1 May 2021) 20 –

J Henderson 30 30

Total for non-executive directors 130 130

BK Chiu - -

Total for executive directors - -

130 130

Non-executive directors receive director’s fees only. The executive directors do not receive remuneration or any other benefits as a director of

the Parent Company or of the Company’s subsidiary.

Total remuneration of non-executive directors is included in “administrative and other expenses” (see Note 3).

17. GROUP ENTITIES

Control of the Group

CDL Investments New Zealand Limited is a subsidiary of Millennium & Copthorne Hotels New Zealand Limited by virtue of Millennium &

Copthorne Hotels New Zealand Limited owning 66.29% (2020: 65.87%) of the Company and having three out of six of the Directors on the

Board. Millennium & Copthorne Hotels New Zealand Limited is 70.79% (2020: 70.79%) owned by CDL Hotels Holdings New Zealand Limited

(computed on voting shares), which is a wholly owned subsidiary of Millennium & Copthorne Hotels plc in the United Kingdom. The ultimate

holding company is Hong Leong Investment Holdings Pte Ltd in Singapore.

During the year CDL Investments New Zealand Limited has reimbursed its parent, Millennium & Copthorne Hotels New Zealand Limited,

$323,000 (2020: $323,000) for expenses incurred by the parent on behalf of the Group.

During 2021, CDL Investments New Zealand Limited issued 5,866,859 additional shares (2020: nil) to its parent, Millennium & Copthorne Hotels

New Zealand Limited, under the Dividend Reinvestment Plan (see Note 13). The total shares on issue to Millennium & Copthorne Hotels New

Zealand Limited is 190,591,297 (2020: 184,724,438).

18. CONTINGENT LIABILITIES

CDL Investments New Zealand Limited has a bank guarantee in place as a requirement of being listed on the New Zealand Stock Exchange. The

maximum value of this guarantee is $75,000 (2020: $195,000).

The Group has been named as respondents in a High Court judicial review proceeding which has been brought by the Applicant, Winton

Property Investments Limited, in relation to a recent decision relating to the Group’s acquisition of land in Havelock North which was advised

to the market on 21 July 2021 and which has settled. The Applicant is seeking, inter alia, an order setting aside the decision of the Overseas

Investment Office in respect of the approval and/or a declaration that Ministers erred at law in making their decision to grant consent. The

Group will vigorously defend its position and consider the likelihood of the applicant being successful as low. It is not possible to determine

what the financial effect would be, if any, should the application be successful.

34
© 2022 KPMG, a New Zealand Partnership and a member firm of the KPMG global organisation of

independent member firms affiliated with KPMG International Limited, a private English company

limited by guarantee. All rights reserved.

Independent Auditor’s Report

To the shareholders of CDL Investments New Zealand Limited

Report on the audit of the consolidated financial statements

Opinion

In our opinion, the accompanying consolidated

financial statements of CDL Investments New

Zealand Limited (the ’company’) and its subsidiaries

(the 'group') on pages 17 to 33:

i.present fairly in all material respects the Group’s

financial position as at 31 December 2021 and

its financial performance and cash flows for the

year ended on that date; and

ii.comply with New Zealand Equivalents to

International Financial Reporting Standards and

International Financial Reporting Standards.

We have audited the accompanying consolidated

financial statements which comprise:

— the consolidated statement of financial position

as at 31 December 2021;

— the consolidated statement of comprehensive

income, changes in equity and cash flows for the

year then ended; and

— notes, including a summary of 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)’). We

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

We are independent of the group in accordance with Professional and Ethical Standard 1 International Code of

Ethics for Assurance Practitioners (Including International Independence Standards) (New Zealand) issued by the

New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for

Accountants’ International Code of Ethics for Professional Accountants (including International Independence

Standards) (‘IESBA Code’), and we have fulfilled our other ethical responsibilities in accordance with these

requirements and the IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the

consolidated financial statements section of our report.

Our firm has also provided other services to the group in relation to taxation compliance and taxation advisory.

Subject to certain restrictions, partners and employees of our firm may also deal with the group on normal terms

within the ordinary course of trading activities of the business of the group. These matters have not impaired our

independence as auditor of the group. The firm has no other relationship with, or interest in, the group.

Materiality

The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the

nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and

on the consolidated financial statements as a whole. The materiality for the consolidated financial statements as a

whole was set at $2 million determined with reference to a benchmark of group profit before tax. We chose the

benchmark because, in our view, this is a key measure of the group’s performance.




28


Independent Auditor’s Report

To the shareholders of CDL Investments New Zealand Limited

Report on the consolidated financial statements

Opinion

In our opinion, the accompanying consolidated

financial statements of CDL Investments New

Zealand Limited (the company) and its subsidiary

(the Group) on pages 12 to 27:

i. present fairly in all material respects the Group’s

financial position as at 31 December 2016 and

its financial performance and cash flows for the

year ended on that date; and

ii. comply with New Zealand Equivalents to

International Financial Reporting Standards and

International Financial Reporting Standards.

We have audited the accompanying

consolidated financial statements which

comprise:

— the consolidated statement of financial position

as at 31 December 2016;

— the consolidated statement of comprehensive

income, statement of changes in equity and

statement of cash flows for the year then

ended; and

— notes, including a summary of 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)”). We

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

We are independent of the group in accordance with Professional and Ethical Standard 1 (Revised) Code of

Ethics for Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board and the

International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA

Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements and the

IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the Auditor’s Responsibilities for the Audit of the

consolidated financial statements section of our report.

Our firm has also provided other services to the group in relation to taxation compliance and tax advisory

services. Subject to certain restrictions, partners and employees of our firm may also deal with the group on

normal terms within the ordinary course of trading activities of the business of the group. These matters have

not impaired our independence as auditor of the group. The firm has no other relationship with, or interest in, the

group.

Materiality

The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the

nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually

and on the consolidated financial statements as a whole.





2


Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the consolidated financial statements in the current period. We summarise below those matters and our key audit

procedures to address those matters in order that the shareholders as a body may better understand the process

by which we arrived at our audit opinion. Our procedures were undertaken in the context of and solely for the

purpose of our statutory audit opinion on the consolidated financial statements as a whole and we do not express

discrete opinions on separate elements of the consolidated financial statements

The key audit matter How the matter was addressed in our audit

Capitalisation and Allocation of Development costs

Refer to note 8 of the consolidated financial

statements.

The group’s development property comprises

land and costs incurred to develop land into

subdivisions and individual properties for sale. At

31 December 2021 development properties

amounted to $185.7 million representing 64.8%

of net assets in the consolidated statement of

financial position.

Determining whether to capitalise or expense

costs relating to development of the land is

subjective as it depends whether the costs

enhance the land or maintain the current value.

In addition, there is significant judgement in

determining how to allocate the costs to

individual properties.

To assess the capitalisation of development costs we

examined the operating effectiveness of the Group’s process

to capitalise and record development costs. We then obtained

invoices for a sample of capitalised costs to check whether

the nature of the expense met the capitalisation criteria in the

accounting standards. We found no exceptions.

Our procedures over the allocation of these development

costs involved considering the costs capitalised to properties

sold versus costs capitalised to the remaining properties in the

portfolio, and in comparison to realised value upon sale. We

also checked for consistency in approach between periods.

The evidence we obtained demonstrated the allocation of

costs was in line with our expectations.


Other information

The Directors, on behalf of the group, are responsible for the other information included in the entity’s Annual

Report. Other information includes the Director’s Review, disclosures relating to corporate governance, the trend

statement and financial summary and the other information included in the Annual Report. Our opinion on the

consolidated financial statements does not cover any other information and we do not express any form of

assurance conclusion thereon.

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

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

statements or our knowledge obtained in the audit or otherwise appears materially misstated. If, based on the work

we have performed, we conclude that there is a material misstatement of this other information, we are required to

report that fact. We have received the Directors’ Review and have nothing to report in regards to it. The Annual

Report is expected to be made available to us after the date of this Independent Auditor’s Report and we will report

the matters identified, if any, to those charged with governance.





35





3


Use of this independent auditor’s report

This independent auditor’s report is made solely to the shareholders as a body. Our audit work has been

undertaken so that we might state to the shareholders those matters we are required to state to them in the

independent auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or

assume responsibility to anyone other than the shareholders as a body for our audit work, this independent

auditor’s report, or any of the opinions we have formed.

Responsibilities of the Directors for the consolidated financial

statements

The Directors, on behalf of the company, are responsible for:

— the preparation and fair presentation of the consolidated financial statements in accordance with generally

accepted accounting practice in New Zealand (being New Zealand Equivalents to International Financial

Reporting Standards) and International Financial Reporting Standards;

— implementing necessary internal control to enable the preparation of a consolidated set of financial statements

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

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

going concern and using the going concern basis of accounting unless they either intend to liquidate or to

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

Auditor’s responsibilities for the audit of the consolidated financial

statements

Our objective is:

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

material misstatement, whether due to fraud or error; and

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

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

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

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

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

consolidated financial statements.

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

External Reporting Board (XRB) website at:

http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/

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

The engagement partner on the audit resulting in this independent auditor's report is Aaron Woolsey.

For and on behalf of


KPMG

Auckland

18 February 2022


36

CDL Investments New Zealand Limited | 37

CDL INVESTMENTS NEW ZEALAND LIMITED

REGULATORY DISCLOSURES

20 LARGEST SHAREHOLDERS (as at 1 March 2022) (Listing Rule 3.7.1c)

Rank Shareholder Number of Securities % of Issued Capital

1. MILLENNIUM & COPTHORNE HOTELS NEW ZEALAND LIMITED 190,591,297 66.29

2. ADRIAN HO 22,047,756 7.67

3. ACCIDENT COMPENSATION CORPORATION - NZCSD 13,173,620 4.58

4. CITIBANK NOMINEES (NEW ZEALAND) LIMITED - NZCSD 4,029,717 1.40

5. CHRISTINA SEET 2,511,881 0.87

6. HSBC NOMINEES (NEW ZEALAND) LIMITED - NZCSD 2,061,008 0.72

7. MFL MUTUAL FUND LIMITED - NZCSD 2,046,338 0.71

8. FARO EQUITIES LIMITED 1,940,000 0.67

9. CUSTODIAL SERVICES LIMITED 1,862,038 0.65

10. HUGH GREEN LIMITED 1,243,772 0.43

11. GEOK LOO GOH 1,079,834 0.38

12. ROGER PARKER 801,032 0.28

13. NEW ZEALAND DEPOSITORY NOMINEE LIMITED 782,270 0.27

14. STEVEN CHEONG KWOK WING 619,064 0.22

15. CALIBER TRUSTEE COMPANY LIMITED 591,573 0.21

16. ROBERT WONG & CHRISTEIN JOE WONG 450,000 0.16

17. MICHAEL ROBERT MAYGER & ELEANOR MARGARET MAYGER 438,649 0.15

18. SIMON HUGH BERRY 431,095 0.15

19. TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT - NZCSD 378,699 0.13

20. ALAN DAVID WHITE 376,472 0.13

NZCSD provides a custodial depositary service to its clients and does not have a beneficial interest in the shares held in its name.

HOLDINGS SIZE (as at 1 March 2022)

Range Number of shareholders Number of shares % of Issued Capital

1 - 499 55 10,250 0.00

500 - 999 45 30,669 0.01

1,000 - 1,999 359 487,303 0.17

2,000 - 4,999 971 2,981,672 1.04

5,000 - 9,999 542 3,807,948 1.32

10,000 - 49,999 669 13,618,549 4.74

50,000 - 99,999 100 6,764,737 2.35

100,000 - 499,999 82 14,430,695 5.02

500,000 - 999,999 4 2,793,939 0.97

1,000,000 Over 11 242,587,261 84.37

Rounding 0.01

Total 2,838 287,513,023 100.00

38 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

REGULATORY DISCLOSURES – continued

DOMICILE OF SHAREHOLDERS (as at 1 March 2022)

Number of shareholders Number of shares % of Issued Capital

New Zealand 2,728 255,325,686 88.80

Australia and overseas 110 32,187,337 11.19

Rounding 0.01

Total 2,838 287,513,023 100.00

ADOPTION OF NEW NZX LISTING RULES

No waivers were sought from NZX in 2021.

SUBSTANTIAL PRODUCT HOLDERS

According to notices given to the Company under the Financial Markets Conducts Act 2013, as at 1 March 2022, the substantial product

holders in the Company are noted below:

Securities Class %

Millennium & Copthorne Hotels New Zealand Limited 184,724,438 Ordinary Shares 66.26

Adrian Ho 22,047,756 Ordinary Shares 7.67

As at 1 March 2022, the total number of issued voting securities of CDL Investments New Zealand Limited (all of which are ordinary shares)

was 287,513,023.

CDL Investments New Zealand Limited | 39

CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION

DIRECTORS (section 211(1)(I) Companies Act 1993)

As at 31 December 2021, the Company’s Directors were Messrs. C Sim, BK Chiu, RJ Austin, JH Henderson, ES Kwek and VWE Yeo. Mr. RJ Austin

retired as a director on 25 May 2021 and Ms DJ Jameson was appointed on 1 May 2021.

The gender breakdown of the Board is 5 male directors and 1 female director (2020: 6 male directors and 0 female directors). CDI currently has

1 female and 3 male officers (2020: 1 female and 3 male officers).

INTERESTS REGISTER (sections 189(1)(c) and 211(1)(e), Companies Act 1993)

The Company maintains an Interests Register as required under the Companies Act 1993. For the period under review, the following entries

were recorded:

USE OF COMPANY INFORMATION (section 145, Companies Act 1993)

During the year, the Board did not receive any notices from any Directors of the Company requesting the use of company information which

they would have received in their capacity as Directors which would not otherwise have been available to them.

SHARE DEALING (section 148, Companies Act 1993)

No share dealings by Directors occurred during the year.

DIRECTORS’ AND ASSOCIATED PERSONS SHAREHOLDINGS (as at 31 December 2021)

Director 2020 2021

C Sim Nil Nil

BK Chiu Nil Nil

RJ Austin Nil Nil

J Henderson Nil Nil

DJ Jameson Not applicable Nil

ES Kwek Nil Nil

VWE Yeo Nil Nil

REMUNERATION (sections 161 and 211(1)(f), Companies Act 1993)

The total remuneration and value of other benefits earned received by each of the Directors of the Company for the year ending 31 December

2021 was:

Director Remuneration

C Sim $35,000

BK Chiu Nil^

RJ Austin $15,000

J Henderson $30,000

DJ Jameson $20,000

ES Kwek Nil^

VWE Yeo $30,000

^ Mr ES Kwek, being the Executive Director of Millennium & Copthorne Hotels Limited, did not receive any fees as Chairman or as a Director of

the Company. Mr. BK Chiu, being the Managing Director of Millennium & Copthorne Hotels New Zealand Limited did not receive any fees as

Chairman or as a Director of the Company or its subsidiary.

INDEMNITY AND INSURANCE (section 162, Companies Act 1993)

In accordance with the Company’s constitution, the Company has insured all its Directors and the Directors of its subsidiary against liabilities to

other parties (except the Company or a related party of the Company) that may arise from their positions as Directors. The insurance does not

cover liabilities arising from criminal actions.

40 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION – continued

GENERAL DISCLOSURES OF INTEREST (section 140(2), Companies Act 1993)

As at 31 December 2021, the Directors of the Company have made general disclosures of interest in the following companies:

Colin Sim

Chairman/Director of:

Millennium & Copthorne Hotels New Zealand Limited

Director of:

Autocaps (Aust) Pty Ltd Autocaps Pastoral Division Pty Limited

Autocaps Vogue Pty Limited Bathurst Range Investments Pty Limited

Builders Recycling Properties Pty Ltd Builders Recycling Operations Pty Ltd

CS Investments No. 1 Pty Ltd Desert Rose Group Pty Limited

Desert Rose Holdings Pty Limited DMM Investments (NSW) Pty Ltd

East Quarter Group Pty Ltd East Quarter Hurstville Pty Limited

EQ Constructions Pty Ltd EQ Equity Pty Ltd

EQ Finance Services Pty Limitedv EQ Gosford Pty Ltd

EQ Projects Pty Ltd EQ Projects Holdings Pty Ltd

EQ Property Holdings Pty Ltd EQ Revesby Pty Ltd

EQ Riverside Pty Ltd EQ Zetland Pty Ltd

EQ Zetland Finance Pty Ltd Hurstville NSW Pty Limited

Llenruk Pty Ltd Naxta Pty Ltd

New Dale Sim Pty Ltd PBD Phoenix Pty Limited

PCC DevCo 1 Pty Limited Phoenix Palm Developments Pty Limited

Preslite Drive Technologies Pty Limited Proactive Management Systems Pty Ltd

SSK Investments Pty Ltd SSK Investments No 2 Pty Ltd

SSK Investments O/S Pty Ltd TECH5 Australia Pty Ltd

Waterbrook Bayview Pty Ld Waterbrook Bayview Investment Pty Ltd

Waterbrook Bayview Village Management Pty Ltd Waterbrook Bowral Pty Ltd

Waterbrook Bowral Investment Pty Ltd Waterbrook Bowral Village Management Pty Ltd

Waterbrook Brand Pty Ltd West Quarter Hurstville Pty Limited

BK Chiu

Chairman/Director of:

Quantum Limited Waitangi Resort Joint Venture Committee

Director of:

All Seasons Hotels & Resorts Limited CATG Limited

CDL Land New Zealand Limited Context Securities Limited

Hospitality Group Limited Hospitality Leases Limited

Hospitality Services Limited Kingsgate Hotels & Resorts Limited

Millennium & Copthorne Hotels Limited Millennium & Copthorne Hotels New Zealand Limited

QINZ Holdings (New Zealand) Limited QINZ (Anzac Avenue) Limited

J Henderson

Director of:

Ding Bay Limited John Henderson Resources Limited

Maara Moana Limited Te Hoiere Asset Holding Company Limited

D J Jameson

Director of:

Ampio Limited GH Securities Trustee Limited

Gubb & Hardy Limited Milford Haven Limited

ES Kwek

Chairman / Director / President of: Grand Plaza Hotel Corporation

Director and Chairman of the Board: Millennium Hotels Italy Holdings S.r.l

Millennium Hotels Palace Management S.r.l Millennium Hotels Property S.r.l

President and Director of: Five Star Assurance Inc

Director / President of: The Philippine Fund Limited

Managing Director of:

ATOS Holding GmbH Tara Hotels Deutschland GmbH

Director of:

125 OBS (Nominees 1) Limited 125 OBS (Nominees 2) Limited

125 OBS GP Limited Actas Holdings Pte. Ltd

Adelais Properties Limited Adelanto Investments Pte. Limited

Adelphia Holdings Limited Allinvest Holding Pte. Ltd

Allsgate Properties Limited Alphagate Holdings Limited

Androgate Properties Limited Aquarius Properties Pte. Ltd

Archyfield Limited Asbury Holdings Pte. Ltd

Ascent View Holdings Pte. Ltd Aster Land Development Pte Ltd

Aston Properties Pte. Ltd Baynes Investments Pte Ltd

Beaumont Properties Limited Beijing Fortune Hotel Co. Ltd

Bellevue Properties Pte. Ltd Bestro Holdings Limited

Bloomshine Holdings Limited Bloomsville Investments Pte Ltd

Bop Luxembourg (125 Obs) 2 SARL Branbury Investments Ltd

Barvogate Holdings SARL Camborne Developments Pte. Ltd

Canvey Developments Pte. Ltd CDL Acquisitions Pte. Ltd

CDL Investments New Zealand Limited | 41

CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION – continued

GENERAL DISCLOSURES OF INTEREST (section 140(2), Companies Act 1993) – continued

CDL Aquila Pte. Ltd CDL Australia Pte. Ltd

CDL Constellation Pte. Ltd CDL Crestview Holdings Pte. Ltd

CDL Crown REIT Management Pte. Ltd CDL Entertainment & Leisure Pte. Ltd

CDL Evergreen Pte. Ltd CDL Hotels (Chelsea) Ltd

CDL Hotels (Korea) Ltd CDL Hotels (Labuan) Ltd

CDL Hotels (Malaysia) Ltd CDL Hotels (U.K.) Ltd

CDL Infinity Pte. Ltd CDL Hotels Japan Pte. Ltd

CDL Land Pte. Ltd CDL Libra Commercial Pte. Limited

CDL Libra Pte. Limited CDL Management Services Pte. Ltd

CDL Netherlands Investments BV CDL Orion Investment Holdings Pte. Ltd

CDL Pegasus Pte. Ltd CDL Perseus Pte. Ltd

CDL Pisces Comercial Pte. Ltd CDL Pisces Serviced Residences Pte. Ltd

CDL Pro Star Development Pty Ltd CDL Properties BV

CDL Real Estate Asset Managers Pte Ltd CDL Real Estate Investment Managers Pte Ltd

CDL Regulus Pte. Ltd CDL Suzhou Investment Pte. Ltd

Central Mall Pte. Ltd Centro Investment Holding Pte Ltd

Centro Property Holding Pte Ltd Chania Holdings Limited

Chestnut Avenue Developments Pte Ltd Cideco Pte Ltd

City Boost Pte. Ltd City Century Pte. Ltd

City Condominiums Pte. Ltd City Connected Communities Pte. Ltd

City Delta Pte. Ltd City Developments Investments Pte. Ltd

City Developments Realty Ltd City Elite Pte. Ltd

City Gemini Pte. Ltd City Hotels Pte. Ltd

City Ikonik Pte. Ltd City Lux Pte. Ltd

City Montage Pte. Ltd City Platinum Holdings Pte. Ltd

City REIT Management Pte. Ltd City Ridgeview Pte. Ltd

City Sceptre Holdings Pte. Ltd City Sceptre Investments Pte. Ltd

City Services Offices Pte. Ltd City Strategic Equity Pte. Ltd

City Sunshine Holdings Pte. Ltd Citydev Investments Pte. Ltd

Citydev Properties Pte. Ltd Citydev Real Estate (Singapore) Pte. Ltd

Citydev Venture Holdings Pte. Ltd Cityzens Developments Pte Ltd

Copthorne Aberdeen Limited Copthorne Hotel (Birmingham) Limited

Copthorne Hotel (Cardiff) Limited Copthorne Hotel (Effingham Park) Limited

Copthorne Hotel (Gatwick) Limited Copthorne Hotel (Manchester) Limited

Copthorne Hotel (Merry Hill) Construction Limited Copthorne Hotel (Merry Hill) Limited

Copthorne Hotel (Newcastle) Limited Copthorne Hotel (Plymouth) Limited

Copthorne Hotel (Slough) Limited Copthorne Hotel Holdings Limited

Copthorne Hotels Limited Copthorne Orchid Hotel Singapore Pte Ltd

Crescent View Developments Pte Ltd Darien Properties Investment Limited

Delfi One Investments Pte Ltd Delfi Three Investments Pte Ltd

Delfi Two Investments Pte Ltd Diplomat Hotel Holding Company Limited

Eastwest Portfolio Pte Ltd Easy Thrive Ventures Limited

Eccott Pte Ltd Edeva Holdings Limited

Educado Company Limited Elishan Investments Pte Ltd

Elite Holdings Private Limited Elite Hotel Management Services Pte Ltd

Ellinois Management Services Pte Ltd Euroform (S) Pte Ltd

Faber-Rhine Properties Pte Ltd Fairsteps Properties Pte. Ltd

Ferguson Hotel Holdings Limited Ferguson Investment Corp

Finite Properties Investment Limited First Platinum Holdings Pte. Ltd

Freshview Developments Pte Ltd Glades Properties Pte. Ltd

Grand Isle Holdings Pte Ltd Grand Strategic Pte. Ltd

Grand Terre Properties Pte Ltd Grange 100 Pte Ltd

Granmill Holdings Pte Ltd Greystand Holdings Limited

Guan Realty (Private) Limited Harbour Land Corporation

Harbour View Hotel Pte Ltd Harrow Entertainment Pte Ltd

Heritage Pro International Limited Highline Holdings Limited

Highline Investments GP Limited Hong Bee Hardware Company Sd. Berhad

Hong Leong Enterprises Pte Ltd Hong Leong Foundation

Hong Leong Hotel Development Limited Hong Leong International Hotel (Singapore) Pte Ltd

Hong Leong Properties Pte Limited Hospitality Holdings Pte Ltd

Hospitality Ventures Pte Ltd Hotel Liverpool Limited

Hotel Liverpool Management Limited Iconique Tokutei Mokuteki Kaisha

Impac Holdings Pte Ltd Iselin Limited

Island Glades Developments Pte Ltd Jayland Properties Limited

Keygate Holdings Limited King’s Tanglin Shopping Pte Ltd

Kwek Holdings Pte Ltd Kwek Hong Png Investment Pte Ltd

Landco Properties Limited Le Grove Management Pte Ltd

Legend Commercial Pte Limited Legend Commercial Trustee Pte Ltd

Legend Investment Holdings Pte Ltd Legend Quay Pte Ltd

Lightspark Holdings Limited Lingo Enterprises Limited

London Britannia Hotel Limited London Tara Hotel Limited

Lukestone Properties Limited M&C (CB) Limited

M&C (CD) Limited M&C Finance (1) Limited

42 | CDL Investments New Zealand Limited
CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION – continued

GENERAL DISCLOSURES OF INTEREST (section 140(2), Companies Act 1993)

M&C Management Holdings Limited M&C NZ Limited

M&C Reservations Services Limited M&C Asia Finance (UK) Limited

M&C Asia Holdings (UK) Limited M&C Capital Pte. Limited

M&C Holdings (Thailand) Limited M&C Hotel Investments Pte Limited

M&C Hotels Holdings Japan Pte Limited M&C Hotels Holdings Limited

M&C Hotels Japan Pte Limited M&C New York Finance (UK) Limited

M&C Singapore Finance (UK) Limited M&C Singapore Holdings (UK) Limited

M&C Sponsorship Limited Melvale Holdings Limited

Merivale JV Pty Limited Millennium & Copthorne (Australian Holdings) Limited

Millennium & Copthorne (Jersey Holdings) Limited Millennium & Copthorne Hotels Limited

Millennium & Copthorne Hotels Management (Shanghai) Limited Millennium & Copthorne Hotels New Zealand Limited

Millennium & Copthorne International Limited Millennium & Copthorne Share Trustees Limited

Millennium Hotel Holdings EMEA Limited Millennium Hotels & Resorts Services Limited

Millennium Hotels (West London) Limited Millennium Hotels (West London) Management Limited

Millennium Hotels Europe Holdings Limited Millennium Hotels Limited

Millennium Hotels London Limited New Empire Investments Pte Ltd

New Synergy Investments Pte Ltd New Unity Holdings Ltd

New Vista Realty Pte Ltd Newbury Investments Pte Ltd

Novel Developments Pte Ltd Palmerston Holdings Sdn. Bhd.

Paradise Investments Limited Pinenorth Properties Limited

Qaiser Holdings Limited Queensway Hotel Holdings Limited

Queensway Hotel Limited Redvale Developments Pte Ltd

Redvale Investments Pte Ltd Redvale Properties Pte Ltd

Republic Iconic Hotel Pte Ltd Republic Plaza City Club (Singapore) Pte Ltd

Reselton Properties Limited Richmond Hotel Pte Ltd

Richview Holdings Pte Ltd Rogo Investments Pte Ltd

Rogo Realty Corporation Scentview Holding Limited

Scottsdale Properties Pte Ltd Serangoon Green Pte Ltd

Siena Commercial Development Pte Ltd Siena Residential Development Pte Ltd

Siena Trustee Pte Ltd Silkparc Holdings Limited

Singapura Developments (Private) Limited South Beach Consortium Pte Ltd

South Beach International Hotel Management Pte Ltd Southwaters Investment Pte Ltd

Sparkland Holdings Pte Ltd Summit Vistas Pte Ltd

Sunmaster Holdings Pte Ltd Sunny Vista Developments Pte Ltd

Sunshine Plaza Pte Ltd TC Development Pte Ltd

Tempus Platinum Investments Tokutei Mokuteki Kaisha TOSCAP Limited

Treasure Realm Limited Trentwell Management Pte Ltd

Trentworth Properties Limited Tucana Commercial Pte Ltd

Tucana Properties Pte Ltd Tucana Residential Pte Ltd

U-Paragon Holdings Limited Ventagrand Holdings Limited

Verspring Properties Pte Ltd Verwood Holdings Pte Ltd

Vinemont Investments Pte Ltd Welland Investments Limited

White Haven Properties Pte Ltd Whitehall Holdings Limited

Zatrio Pte Ltd

VWE Yeo

Executive Director / Chief Executive Officer of:

M&C Business Trust Management Limited M&C REIT Management Limited

Director / Managing Director of:

CDLHT Oceanic Maldives Private Limited CDL HBT Oceanic Maldives Pvt Ltd

Sanctuary Sands Maldives Private Limited

Director of:

CDL HBT Cambridge City Pte. Ltd CDL HBT Cambridge City (UK) Ltd

CDL HBT Cambridge City Hotel (UK) Ltd CDL HBT Hanei Pte. Ltd

CDL HBT Investments (I) Limited CDL HBT Investments (I) Operations Limited

CDL HBT Investments (I) Property Limited CDL HBT Investments (I) Pte Limited

CDL HBT North Ltd CDL HBT Oceanic Holdings Pte Ltd

CDL HBT Sun Pte. Limited CDL HBT Sun Four Pty Limited

CDL HBT Sun Three Pty Limited CDLHT CFM One Pte Ltd

CDLHT CFM Two Pte Ltd CDLHT CFM III BV

CDLHT CFM III SRL CDLHT Hanei One Pte.Ltd

CDLHT Hanei Two Pte.Ltd CDLHT Munich One Pte Ltd

CDLHT Munich Two Pte Ltd CDLHT MTN Pte. Ltd

CDLHT Oceanic Holdings Pte Ltd CDLHT Two Ltd

Gemini Two Pte Ltd Hospitality Holdings Pte Ltd

Munich Furniture BV NKS Hospitality I BV

NKS Hospitality III SRL Sunshine Hotels Australia Pty Ltd

The Lowry Hotel Ltd

Board Member / Honorary Treasurer of:

Singapore Hotel Association

CDL Investments New Zealand Limited | 43

CDL INVESTMENTS NEW ZEALAND LIMITED

STATUTORY INFORMATION – continued

EMPLOYEE REMUNERATION (section 211(1)(g), Companies Act 1993)

The number of employees or former employees of the Company and its subsidiary who received remuneration and any other benefits in their

capacity as employees, the value of which was or exceeded $100,000 per annum are as follows:

Remuneration and value of other benefits Number of employees

140,001 – 150,000 1

350,001 – 360,000 1

DONATIONS (sections 211(1)(h) and 211(2), Companies Act 1993)

The Company made no donations during the year.

AUDIT FEES (sections 211(1)(j) and 211(2), Companies Act 1993)

During the period under review, the following amounts were payable to the external auditors KPMG:

In thousands of dollars 2020 2021

Annual Audit 55 61

KPMG Other Services 4 4

SUBSIDIARY COMPANY AND DIRECTORS (section 211(2), Companies Act 1993)

The Company’s subsidiary and its directors as at 31 December 2021 are listed below:

Name Directors Ownership Activity

CDL Land New Zealand Limited BK Chiu, JC Adams

JB Pua 100.00% Development & Sale of Residential Land Sections

The directors of CDL Land New Zealand Limited did not receive any remuneration or other benefits as directors.

44 | CDL Investments New Zealand Limited
Auckland



Heights, Hamilton

Auckland

Kewa Road, Albany

Trig Road, Hobsonville

Christian Road

Iona Block, Havelock North

, Swanson

Dominion Road, Papakura

SUBDIVISION LOCATION MAP

CORPORATE DIRECTORY
BOARD OF DIRECTORS

Colin Sim (Independent Director and Chair)

BK Chiu (Managing Director)

John Henderson (Independent Director and Member of the Audit Committee)

Desleigh Jameson (Independent Director and Chair of the Audit Committee)

Kwek Eik Sheng (Non-Executive Director)

Vincent Yeo (Non-Executive Director)

MANAGEMENT TEAM

Jason Adams (General Manager and Executive Director, CDL Land New Zealand Ltd)

Natasha Hood (Group Accounting Manager)

Takeshi Ito (Company Secretary / Legal Counsel)

REGISTERED OFFICE & CONTACT DETAILS

Level 13, 280 Queen Street, Auckland, New Zealand

P O Box 3248, Shortland Street, Auckland 1140, New Zealand

Telephone: +64 9 353 5077 Facsimile: +64 9 353 5098

Website: www.cdlinvestments.co.nz

AUDITORS

KPMG, Auckland

BANKERS

ANZ Bank New Zealand Limited, Auckland

SOLICITORS

Bell Gully (Auckland)

Anthony Harper (Christchurch)

SHARE REGISTRAR

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road, Takapuna

Private Bag 92119, Auckland 1142, New Zealand

Telephone: +64 9 488 8700 Facsimile: +64 9 488 8787

Email: enquiry@computershare.co.nz

STOCK EXCHANGE LISTING

New Zealand Exchange (NZX)

Company Code: CDI

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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