Orion Limited Annual Report FY19 19 2

“The lights are great Highlights 4

Chair and Chief - they give us extra Executive’s report 6 practice time.” Our Powerful Future 14 Financial performance 18

The power of our customers 24 Nick Ager

Coach and father of the The power young player on the cover. of our network 26

The power of our community 30 Annual Report FY19

The power of keeping safe 32

The power of our people 34

Leadership team 36

Board of directors 38

Audited financial statements 40

Governance statement 78

Directory 85

Cover: Selwyn United Football Club young players training at night, thanks to lighting in Foster Park, Rolleston. 4 Highlights

Financial Network

$186m $64m 204,000 electricity distribution m network operating m customer revenue $4 expenditure $6 connections 3,000 Annual Report FY19

$48m $53m 3,317 profit after tax m fully-imputed dividends m gigawatt hours of $5 $2 electricity delivered 8

$78m $303m 587MW group capital expenditure m borrowings m network maximum MW $2 $28 demand 46

$1,209m 74 group assets m minutes of network $27 outages per customer 5 Highlights Chair and Chief 6 Executive’s report Chair

and Chief Every moment of every day, our 204,000 customers rely Executive’s on electricity delivered by the Orion network – across 8,000 square kilometres in report , Banks Peninsula and the . Annual Report FY19 Our role is to support our community’s aspirations for a liveable region, with strong connected communities, a healthy environment and a prosperous economy. It’s an exciting time as we prepare for a future where electricity will be more Jane Taylor Rob Jamieson Chair Chief Executive important than ever. Chair and Chief 8 Executive’s report

We are in a strong position to deliver what our community wants of us in the future

Our customers have high expectations of Orion. It is the start of an exciting new era for Orion as we adapt They want reliability, resilience, safety and excellent and grow to serve Canterbury’s changing energy needs and communication, whether they are living or running advance the long term sustainability of our region. a business in urban or rural areas. With a thorough

understanding of our community’s needs and Since 1 April 2014 we have been operating under a Annual Report FY19 expectations, we are actively positioning Orion Customised Price-Quality Path (CPP), which was put in place for a sustainable future. by the Commerce Commission for five years to assist us to cover the costs of our earthquake recovery programme. This mindset has influenced much of our work during the This year we transition to a Default Price-Quality Path (DPP), year as we prepare for a future in which our community which is based on the last year of our CPP. During 2019 can continue to flourish. the Commission will reset the DPP that will apply from 1 April 2020 to 31 March 2025. The DPP will determine the 2019 was a year of solid performance. A mild winter meant revenue we can collect from our customers and the quality lower demand on our network, which was reflected in lower standards we are required to meet during those five years. than budgeted delivery revenue. Against this backdrop, we We will continue to engage with the Commission throughout welcomed more than 3,000 new customers for the fourth the reset process to ensure we meet our community’s needs. consecutive year. Gearing up for the future Here we set out our vision and journey We are gearing up for new technology that is creating Our overall vision is bold and far-sighted. This year we greater choice and opportunities for our customers. have set ourselves ambitious targets, which are embodied in Our Powerful Future, an aspirational programme we People are seeking more flexibility about how they began in October to position Orion for continued success connect and use our network. Our role is to ensure we in serving our stakeholders through to 2025 and beyond. have the technology that gives our customers options This future includes leading sustainability by leveraging and choices, and the ability to exercise more control over our strengths while growing our industry’s people their energy use. capability even further. It encompasses ensuring our network is future-ready and continuing to build trust It is just the beginning. In the future, we will see huge within our community. changes of critical importance for the longer term future of our business. We are excited about the challenges that lie We began this journey with a rigorous review of what our ahead. community wants from us and embodied this in our latest annual Asset Management Plan (AMP). This document sets a clear direction for Orion at a time when our region is experiencing sustained growth in an era of rapid change in electricity technology. Our new AMP details how we plan to extend, maintain and develop our electricity distribution network over the next decade, embracing change to meet the evolving needs of our community. 10 “Powering up the helps bring events to life.”

Chris Wallace Vbase General Manager Annual Report FY19 Chair and Chief 12 Executive’s report

Orion continues its sustainability journey in earnest. We We have also completed a number of significant have appointed our first leader of sustainability whose role projects to support growth and development in the is to establish Orion’s sustainability roadmap. Selwyn district, including:

We engaged Enviro-Mark Solutions, NZ’s leading • upgrading capacity at our Dunsandel substation to Annual Report FY19 provider of environmental certification to measure our power local milk nutrition company Synlait’s new carbon footprint and help us identify options to reduce electrode boiler as part of their sustainability strategy it. Recognising the wider issues of regional and national • completing projects in Coalgate and Springston to importance, Orion joined the Climate Leaders Coalition, improve reliability as part of our continuing Rural making a commitment to tackle climate change and reduce Township Programme carbon emissions in New Zealand. Orion is also a founding partner of the Aotearoa Circle, which seeks to deliver on a • installing a new transformer at our Waimakariri national ambition for the maintenance and enhancement substation, increasing the capacity and reliability of of our natural capital. the network to the northwest area of Christchurch

Not only do we have an important role to ensure we • investing $1.5m to upgrade the switchyard and are as sustainable as we can be but also to help our electricity network for the Springston community community fulfil their sustainability aspirations. and wider area, including Banks Peninsula

We completed several major projects during the • completing the installation of electricity supply to year that support the continued revitalisation of lighting and traffic lights supporting NZ Transport Christchurch, including: Agency’s significant Southern Motorway programme

• installing power supply to the new state of the art • installing 175 new substation kiosks throughout the campus created by Avonside Girls’ High School & region to support general growth Shirley Boys’ High School. The work is helping to deliver an environment more conducive to learning and will make the combined campus one of the more energy efficient schools in Christchurch

• completing two years’ work on The Terrace and promenade created along the Ōtākaro/Avon River to provide service to the myriad of bars and restaurants in this lively area

• providing power supply to the new seven screen, 900 seat Hoyts EntX cinema complex in the central city, the restored Christchurch Town Hall and the much-heralded new central library, Tūranga 14 Our Powerful Future

In taking charge of our future, we have set ambitious goals to achieve our aspirations for 2025 and beyond: • We are among the most trusted organisations in our region • We are a leader of sustainability Our Powerful in our region Annual Report FY19 • We are a leading platform Future operator • We have transformed industry capability and development in New Zealand In doing this we are mindful of maintaining our unrelenting focus on our day to day commitment to our customers; to provide a safe, reliable and resilient network. 16 Annual Report FY19 “Brewing is a precise business - we need reliable power to keep the temperature even, for a good result.”

Jamie Tippet Brewer, Three Boys Brewery Financial 18 performance

Financial performance Annual Report FY19

Our financial sustainability benefits our Our result enabled us to pay $53m of fully- local community – through Orion’s ultimate imputed dividends to our shareholders this year, shareholders, the Christchurch City Council in line with our SOI target. and the Selwyn District Council. We continue to invest in our network. Our focus We are pleased to have delivered another on our customer and community needs means year of solid financial performance. our capital expenditure programme remains strong to meet the demands of growth and Our $48m profit was $2.5m below our resilience. We are conservatively geared and Statement of Intent (SOI) target, driven our debt levels remain well within prudent levels largely by three factors: commensurate with our earnings forecasts and • below budget electricity distribution revenue, the value of our assets. partly because mild weather meant our In September 2018, Orion successfully volumes were lower than budget refinanced a bank loan facility by issuing • change in the fair value of interest rate hedges debt in the United States Private Placement market - $100m to repay maturing bank debt • below budget profit for Connetics, our and $40m for future capital expenditure and contracting subsidiary general purposes. This deal has diversified and lengthened the tenor of our borrowings, and These unfavourable impacts were partially reduces our liquidity risk. offset by lower than budget operating expenditure, mainly due to an absence Although Connetics had a challenging year in of significant weather events. a competitive market it remains an important contributor to the Orion group. Financial 20 performance

Net profit Capital expenditure

* 2015 $83m 2015 $87m

2016 $53m 2016 $92m

2017 $52m 2017 $70m

2018 $53m 2018 $80m

2019 $48m 2019 $78m Annual Report FY19

Cash distributions to shareholders Total assets

2015 $56m 2015 $1,084m

** 2016 $153m 2016 $1,122m

2017 $55m 2017 $1,157m

2018 $55m 2018 $1,182m

2019 $53m 2019 $1,209m

*2015 net profit includes a $24 million earthquake insurance settlement. **Includes our $90m share buy-back and a $15m special dividend. 22

Network maximum demand

587MW

MW 590 618 599 633 Year 2015 2016 2017 2018

Network volumes Annual Report FY19 3,317GWh

GWh 3,277 3,296 3,227 3,309 Year 2015 2016 2017 2018

Network connections 204k

(000) 191 195 198 201 Year 2015 2016 2017 2018 24

The power of... The power of our customers taking action. to ourservice. We’re listeningand we’re our thinkingaboutthefutureand improvements and contributetoconversations thatguide for takingthetimetoshareyour thoughts Thank youtoourstakeholders andcustomers our customersandcommunity. our objectivestoconnectandcollaboratewith Manager, CustomerandStakeholder tofurther In late2018weappointedanewGeneral Orion quicklygetsontorestoringit. 76% agreedthatwhenthepowergoesout, Orion maintainstheelectricitynetworkwelland findings ofourannualsurvey, 81%agreedthat reliability ofourpowersupply. Inotherkey customers surveyedweresatisfiedwiththe always theirtoppriorityand97%ofresidential performance. Thereliabilityofthenetworkis of ourcustomersaresatisfiedwithOrion’s overall We arepleasedtoreportthatbyfarthemajority • • • annual • • • several forums: We activelysoughtourcustomers’ viewsin journey wetake together. influence whatwedonow, andthefuture Conversations withourcustomersdirectly

their neighbourhood significant Orionworks tobeundertaken in engagement withcustomerswhohave we implementednewandextended direct their vehicles how theywanttomanagerecharging South expo whereweasked EVenthusiasts we hadanOrionstandatthefirstEVworld towards futureplanning we heldtwomajorcustomerseminarsgeared performance andcommunications survey thatmeasuressatisfactionwithour more than850peopleparticipatedinour investments andserviceimprovements customers aboutproposednetwork we spoke withadiverserangeofresidential at ourcommunityengagementfocusgroups affecting thepeopletheyrepresent community groupleadersonenergyissues is animportantwayforustocanvas the Orion Customer Advisory Panel, pictured,

Residential CustomerPerceptions Annual Report FY19 Report Annual The power 26 of...

8,000 11,400 350 Orion’s job is to provide a safe, reliable, resilient square kilometres kilometres of lines major business customers electricity network for our community. While ensuring we network coverage and cables with loads from 0.2MVA meet daily needs, we are looking ahead and listening to what our customers want from us in the future.

The growing demand on our network continues to stimulate capital investment, and this is forecast to continue. We have experienced growth in the number of customers we serve, particularly the number of residential customers moving into new housing developments in the Selwyn District and western Christchurch. These developments are also 50 11,500 progressively expanding our network footprint. zone substations distribution substations Less emergency work required because of benign winter weather conditions during the year meant the team was able to focus on planning, network maintenance and improvements.

During the year, we completed a restructure of our network teams to support a future that calls for us to have greater understanding of the demands on our network and the ability to operate with greater agility, Annual Report FY19 be more customer responsive, and plan with flexibility 90,000 175 for new technology that’s opening up a world of options for us and our customers. Orion power poles new sub-stations built in 2019 In addition to re-scoping existing roles, we established more than six new leadership roles including appointing a Network Strategy and Transformation Manager to champion our network strategic thinking with a focus on new technologies, innovation and continuous improvement.

We initiated a number of ways to improve the efficiency of our day to day operations, including:

• rolling out a new mobile device for our operators. The new iPads have a new app, “Peek”, which notifies operators of incoming jobs and provides them with clear instructions and the ability to record the action they have taken

• replacing manually operated line switches with strategically placed remote controlled devices to speed restoration of power and reduce network operator travel distances

• implementing enhancements to our PowerOn network management system to better inform our network controller’s everyday decision making

• creating a link between our network management and competency data base that automatically confirms the competency of the recipient of permits for work on our network

• appointing an Operational Improvement Manager The power The power our network of 28

“The new insulation put in by Community Energy Action has made a big difference to the warmth of our home.” Annual Report FY19

Janet and David McGimpsey Customers 30

The power of... The power of our community

sustainable outcomes. to helpourcommunityachieve Orion isnowlookingatotherpartnerships renewable energyarenolongerneeded. and meansthenoisygeneratorsusingnon- The powerconnectionismoresustainable a communitygatheringspotestablishedin2018. connection totheCommonGroundCollective, of SouthBrightonwhenwedonatedapower activity madeatangibledifferencetothepeople Our sponsorshipofgrassrootscommunity their ambitions. community andthewayswecansupport more awareoftheneedslocalbusiness Employers’ ChamberofCommerce, weare Through ourinvolvementwiththeCanterbury the cityatnight. electrical activitythatbrightensthisareaof colour suggestsamini-universeofneuro- 2001 thework’s vibrantuseoflightand Mahy playground.CommissionedbyOrionin Armagh St substation,oppositetheMargaret Nebula neonsculptureonthesideofour and inJunewerefurbishedthePaul Hartigan Art isanintrinsicpartofourvibrantinnercity relevance andsuccess. this relationshiphighlightsitsongoing energy efficientsolutions.Thelongevityof community withpractical,sustainable helping someofthemostvulnerableinour Community EnergyAction(CEA),anorganisation For morethan20yearswehavesupported lives ofpeopleinCentralCanterbury. to make ameaningfulpositivedifferencetothe committed toitsongoingprosperity. Ouraimis We areattheheartofourcommunityand Annual Report FY19 Report Annual The power 32 of...

Ensuring our people can work safely and the community can be secure in their use of electricity in a healthy sustainable environment are priorities for us in all we do.

We are always seeking to improve the ways we do things and to minimise the risk of harm to our people and the public.

This year our work to improve safety outcomes included:

• implementing a new Quality, Health, Safety and Environment Assurance Programme and undertaking internal audits of our processes and procedures

• conducting a fatigue review to understand how our operators, control centre and contact centre teams manage weariness while working on shifts and when major power outages occur Annual Report FY19 • identifying, through our Asbestos Management Programme, whether this substance is present in any of our buildings to help us manage health risks. We completed an inspection of all Orion owned substations and 91% of customer owned substations, and remediation work is underway

• carrying out an audit against our Environmental Management Manual to ensure we are doing what we say we will do

• installing portable defibrillators in all 19 of our field response vehicles and training our operators to use them should the need arise. Our people are often working in remote locations and having a defibrillator on board could help to save lives

• running a health and safety 101 refresher course for everyone in Orion

• promoting our public safety education and awareness programme in the safe use of electricity

Orion and Connetics are focused on continuous improvement of our safety management systems, specifically aimed at preventing serious safety events.

We remain committed to keeping safety to the fore. The power The power safe keeping of The power 34 of...

We work in a highly specialised industry that is going through an era of fundamental change. To respond to the rigours of this challenge, our people must be the best they can be.

Our wellbeing programme is an essential part of what we do and seeks to ensure staff welfare by providing:

• education, tools and resources

• financial subsidies to undertake basic health ‘warrant of fitness’ tests

• access to professional advice and support

• flexible work practices

• other initiatives designed to encourage healthy practices, and a collaborative, team oriented culture

Our wellbeing programme is directly shaped

by what our people tell us. A highlight during Annual Report FY19 the past year was an inspiring talk by mental health advocate Mike King, 2019 New Zealander of the Year.

Wellbeing extends far beyond the very necessary health and safety regime and complements Orion’s encouragement of continuous learning and growth. We actively seek to develop our people, and help them to evolve their skills. Our engineering development programme exemplifies our approach to the development of people furthering their career in the industry. The programme attracts a high quality of candidates and we provide a supportive learning environment for up to eight trainees in the business at any one time.

It is an exciting time to lead Orion and we thank our directors and senior leaders for their commitment and energy. We would particularly like to thank Geoff Vazey for his work as Acting Chair during the past year.

Finally, and most importantly, a very special thank you to all of our passionate people, shareholders and to everyone who has contributed to Orion’s ongoing success.

Jane Taylor Rob Jamieson

The power The power our people of Chair Chief Executive Leadership 36 team Leadership team

Brendan Kearney Craig Kerr Steve Macdonald GM Governance & Risk GM Information Solutions GM Infrastructure

Brendan heads Orion’s governance Craig’s team delivers information Steve leads the safe construction, and risk framework, and is a solutions infrastructure, enhancing maintenance, engineering and director of Connetics Limited. information systems to support operation of Orion’s network. He is a chartered accountant with Orion’s business processes. Chartered Accountants Australia Annual Report FY19 and New Zealand.

Rob Jamieson David Freeman-Greene Vaughan Hartland Andy Miller Adrienne Sykes Paul Deavoll Chief Executive GM Commercial Chief Financial Officer GM QHSE GM People & Capability GM Customer & Stakeholder

Rob has been Chief Executive since David leads Orion’s commercial team, Vaughan is responsible for Andy manages QHSE governance, Adrienne provides strategic, tactical Paul is responsible for Orion’s late 2011. He is also the chair of which manages regulatory matters Orion’s finance function and is a advice, support and expertise to and operational support and advice external relationships including Connetics Limited. He has worked for and compliance, industry relationships, director of Connetics Limited. the business, our customers and across the human resources communications, stakeholder Orion since 1994 in various pricing, billing, investment analysis He is a chartered accountant with other stakeholders. spectrum, including payroll. and customer relationships, capacities, including as and customer relationships. Chartered Accountants Australia and sustainability. GM Commercial. and New Zealand. Board of directors 38 as at 7 June 2019 Jane Taylor Geoff Vazey LLB (Hons), LLM, B.For.Sc (Hons), BEng (Hons) Dip Acc, FCA

Jane was appointed as an Orion Geoff was appointed as an Orion director in June 2018 and as board board director in April 2009 and chair in February 2019. She is a chaired the board from April 2018 to professional director with strong January 2019. He is a professional commercial, legal, regulatory and director with strong commercial and governance experience. Jane chairs governance experience, including Landcare Research NZ Limited and 20 years involvement in infrastructure Predator Free 2050 Limited, and is at the Ports of Auckland. Geoff is a a director of Radio NZ Limited, Silver fellow of the Institution of Professional Fern Farms Limited and the External Engineers New Zealand. Reporting Board (XRB).

John Austin Dr Nicola Crauford BCom, LLB, MBA, CA BSc, PhD, FAICD, FEngNZ, CPEng, Bruce Gemmell Jason McDonald John Austin CFInstD Annual Report FY19

John was appointed as an Nicola was appointed as an Orion Orion director in May 2014. director in August 2014. She is a He is a development banker and director of Watercare Services an infrastructure specialist and Limited, and the Environmental in 2014 returned to New Zealand Protection Authority. She also chairs after heading the Pacific Region GNS Science and is deputy chair of Infrastructure Facility Coordination Fire and Emergency New Zealand. Office of the Asian Development She has previously held several Bank in Sydney. John is a former senior management roles, including executive director of the World as a member of Transpower’s Bank and was a director of the executive team, and is a former Asian Development Bank. director of Genesis Energy.

Bruce Gemmell Jason McDonald BBS, CA (NZ and AU) BE Elec (Hons), MBA

Dr Nicola Crauford Geoff Vazey Jane Taylor Bruce was appointed as an Orion Jason was appointed as an Orion director in September 2016. He director in August 2017. Jason is is a professional director. Bruce an independent consultant and was formerly a senior partner of he is the chair of Mevo Limited international accounting firm EY. and director of Limited. Bruce is Chancellor of Lincoln Jason has previously held senior University. He is also either a Director executive positions in Meridian or Trustee of the Highlanders rugby Energy and the former Electricity franchise, Miramar Consolidated Corporation of New Zealand, and Board of Limited, Planz Consultants Limited, several governance and advisory the Christchurch Symphony roles in the energy sector – Orchestra Foundation Trust and The including with Arc Innovations, Second Little Pig Was Right Limited. , RightHouse and Bruce also consults to corporates on WhisperTech. matters of value, capital raising and directors restructuring.

Audited financial statements 40

The board of directors is pleased to present the audited financial statements of Limited and its subsidiaries for the year ended 31 March 2019.

The company’s audited financia statements incude si audited pefomance statements Audited  financia  neto eiaiity  neto deeopment  enionment financial  heath and safety  community and empoyment

uthoised fo issue on une statements o and on ehaf of the oad of diectos

iecto iecto

41 41 uite consoliate financial statements ion ew ealan imite yea ene ac

Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019 uite consoliate financial statements ion ew ealan imite yea ene ac

Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019

2019 2018

Notes $000 $000 2019 2018 S tatement of comprehensive income 43 2019 2018 Notes $000 $000 S tatementincome……………………………………………………. of comprehensive income 43 peatin eenues

Statementincome……………………………………………………. of changes in equity 44 peatin eenues S tatementequity…………………………………………………………….. of changes in equity 44 peatin epenses equity…………………………………………………………….. Statement of financial position 45 peatinepeciation epenses amotisation an ote impaiment epenses S tatementposposition……………………………………………………………… of financial position 45 epeciationanins efoe amotisation net inteest an epense ote impaimentan ta epenses Statementposposition……………………………………………………………… of cash flows 46 epeciation amotisation an ote impaiment epenses

S tatementfloflows……………………………………………………………………….. of cash flows 46 anins efoe net inteest epense an ta

Notesflo toflows……………………………………………………………………….. the financial statements 48 nteest income

Notes stat to statements………………………………………………………….the financial statements 48 nteest epenseincome statstatements…………………………………………………………. Performance statement  financial 66 nteestet cane epense in fai alue of eiaties incomeepense Performance statement  financial 66 etofit cane efoe in income fai alue ta of eiaties incomeepense Performance statement  network reliability 67 ofit efoe income ta Performance statement  network reliability 67 ncome ta epense Performance statement – network development 68 ncomeet pofit ta epense Performance statement – network development 68 ncome ta epense

Performance statement  environment 69 et pofit

Performance statement  environment 69 te compeensie income

Performance statement  health and safety 72 tetems compeensietat will not e eclassifieincome to pofit o loss

Performance statement  health and safety 72 temsain on tat ealuation will not e of eclassifie popety plant to pofit an equipmento loss Performance statement  community and employment 74 ainefee on ealuation ta epense of onpopety ealuation plant of an popety equipment plant an equipment Performance statement  community and employment 74 efee ta epense on ealuation of popety plant an equipment Independent audit report 76 otal compeensie income Independent audit report 76 otal compeensie income

e accompanyin notes fom pat of tese financial statements

e accompanyin notes fom pat of tese financial statements

42 The accompanying notes form part of these financial statements 42 42 43

Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019 uite consoliate financial statements ion ew ealan imite yea ene ac

uite consoliate financial statements ion ew ealan imite yea ene ac Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019

Asset

Share Retained revaluation Total Asset 2019 2018 capital earnings reserve equity Share Retained revaluation Total Notes $000 $000 Notes $000 $000 $000 $000 capital earnings reserve equity 2019 2018 2019 2018 Notes $000 $000 $000 $000 Notes $000 $000 alance as at pil Current assets

Cash and cash equivalents 1,828 1,694 alance as at pil Current assets et pofit TradeCurrent and assets other receivables 8 13,865 13,427

Cash and cash equivalents 1,828 1,694 te compeensie income Inventories 9 8,964 8,407 et pofit Trade and other receivables 8 13,865 13,427 PrepaymentsTrade and other receivables 8 13,8652,689 132,180,427 teotal compeensie compeensie income income Inventories 9 8,964 8,407 Total current assets 27,346 25,708 otal compeensie income Prepayments 2,689 2,180 Prepayments 2,689 2,180 ansfes etween esees Total current assets 27,346 25,708 NonTotal current current assets assets 27,346 25,708 ansfesealise ain etween on isposal esees

efee ta on ealise ain Prepayments 579 234 ealise ain on isposal Non current assets Goodwill 250 250 efee ta on ealise ain Prepayments 579 234 Intangible assets 10 3,096 3,491

Goodwill 250 250 Property, plant and equipment 11 1,177,293 1,151,685

Intangible assets 10 3,096 3,491 iiens pai Interest rate swaps - 187

Property, plant and equipment 11 1,177,293 1,151,685 alance as at ac Total non current assets 1,181,218 1,155,847 iiens pai Interest rate swaps - 187 TotalInterest assets rate swaps 1,208,564- 1,181,555187 alance as at ac Total non current assets 1,181,218 1,155,847

Total assets 1,208,564 1,181,555 Total assets 1,208,564 1,181,555 Current liabilities

et pofit Trade and other payables 12 33,825 31,450 Current liabilities Current liabilities ette pofit compeensie income Borrowings 15 1,080 53,675 Trade and other payables 12 33,825 31,450 otal compeensie income IncomeTrade and tax other payables 12.7 33,8256,436 31,4505,924 te compeensie income Borrowings 15 1,080 53,675 Borrowings 15 1,080 53,675 otal compeensie income Employee entitlements 13 7,655 7,134 Income tax .7 6,436 5,924 ansfes etween esees ProvisionsIncome tax 14.7 6,436- 5,924407 Employee entitlements 13 7,655 7,134 Employee entitlements 13 7,655 7,134 ansfesealise ain etween on isposal esees Interest rate swaps 16 191 897 Provisions 14 - 407 efee ta on ealise ain TotalProvisions current liabilities 14 49,187- 99,487407 ealise ain on isposal Interest rate swaps 16 191 897

efee ta on ealise ain Total current liabilities 49,187 99,487 Total current liabilities 49,187 99,487 Non current liabilities

Borrowings 15 301,620 221,233 Non current liabilities Non current liabilities iiens pai Employee entitlements 13 1,881 1,572 Borrowings 15 301,620 221,233 Borrowings 15 301,620 221,233 iiensalance as pai at ac Interest rate swaps 16 4,133 635 Employee entitlements 13 1,881 1,572 Employee entitlements 13 1,881 1,572 alance as at ac Deferred tax 7 185,839 187,587 Interest rate swaps 16 4,133 635 TotalInterest non rate current swaps liabilities 16 493,4734,133 411,027635

Deferred tax 7 185,839 187,587

Total non current liabilities 493,473 411,027 Shareholders’ equity 665,904 671,041

Total liabilities and equity 1,208,564 1,181,555

Shareholders’ equity 665,904 671,041

Total liabilities and equity 1,208,564 1,181,555 Total liabilities and equity 1,208,564 1,181,555

The accompanying notes form part of these financial statements

e accompanyin notes fom pat of tese financial statements The accompanying notes form part of these financial statements e accompanyin notes fom pat of tese financial statements

45

The accompanying notes form part of these financial statements The accompanying notes form part of these financial statements 45 44 45 uite consoliate financial statements ion ew ealan imite yea ene ac uite consoliate financial statements ion ew ealan imite yea ene ac

uite consoliate financial statements ion ew ealan imite yea ene ac uite consoliate financial statements ion ew ealan imite yea ene ac

2019 2018 $000 $000 2019 2018 2019 2018 2019 2018 $0002019 $0002018 $000 $000 Cash flows from operating activities $000 $000 Reconciliation of net profit to net cash provided from operating activities

eceipts fom customes Reconciliation of net profit to net cash provided from operating activities nteestCash flows eceie from operating activities et pofit aymentseceipts fom to supplies customes an employees et pofit aymentsnteest eceie fo inte est an ote finance costs

Adjustments ayments foto supplies income ta an employees Adjustmentsepeciation amotisation an impaiment of popety plant an equipment etayments cas poie fo inte fomest an opeatin ote finance actiities costs epeciationntenal costs amotisationallocate to popety an impaiment plant an of popetyequipment plant an anintanile equipment assets ayments fo income ta ntenalain on isposalcosts allocate of inestment to popety plant an equipment an intanile assets

Cashet cas flows poie from investing fom opeatin activities actiities ain on isposal of inestment aneain on isposalin fai alue of inestment of eiaties

ocees fom te sale of popety plant an equipment ane in fai alue of eiaties nceaseeceaseane in fai alue ofin eiatiesefee ta oceesCash flows fom from sale investing of inestment activities nceaseeceasete in efee ta aymentoceess fomfo popety te sale plantof popety an equipment plant an equipment te aymentoceess fomfo intanile sale of inestment assets (Increase)/decrease in assets etayment cass use fo popety in inestin plant actiities an equipment (Increase)/decreaseae an ote eceiales in assets ayments fo intanile assets aenentoies an ote eceiales Cashet cas flows use from in financinginestin actiitiesactivities epaymentsnentoies ocees fom an loans epayments

oceesCash flows fom from financing iate lacementactivities notes Increase/(decrease) in liabilities epaymentocees fom of an an loans loans Increase/(decrease)ae an ote payales in liabilities epaymentocees fom of finance iate leases lacement notes ae an ote payales mployee entitlements iiensepayment pai of an loans mployee entitlements ncomemployee ta entitlements etepayment cas use of financein financin leases actiities ncome ta oisions etiiens incease pai in cas an cas equialents oisions oisions

et cas use in financin actiities et cas poie fom opeatin actiities

Summaryet incease in cas an cas equialents et cas poie fom opeatin actiities et cas poie fom opeatin actiities as an cas equialents at einnin of yea

etSummary incease in cas an cas equialents as an cas equialents at einninen of yea of yea

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e accompanyin notes fom pat of tese financial statements

e accompanyin notes fom pat of tese financial statements e accompanyin notes fom pat of tese financial statements e accompanyin notes fom pat of tese financial statements

The accompanying notes form part of these financial statements The accompanying notes form part of these financial statements 46 47 uite consoliate financial statements ion ew ealan imite yea ene ac uite consoliate financial statements ion ew ealan imite yea ene ac Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019

1. Statement of accounting policies Other areas of judgement Corporate information Corporate information Other areas of judgement include estimating: useful lives of assets, provisions for doubtful debts, unrecoverable work in progress, ion ew ealan imite te company is a fopofit company incopoate in ew ealan une te ompanies ct an te provisions for employee benefits, revaluation of interest rate swaps, income tax, deferred tax, and network reliability (SAIDI/SAIFI) ion ew ealan imite te company is a fopofit company incopoate in ew ealan une te ompanies ct an te provisions for employee benefits, revaluation of interest rate swaps, income tax, deferred tax, and network reliability (SAIDI/SAIFI) ney ompanies ct . e oup consists of te company an its susiiaies. measures. ney ompanies ct . e oup consists of te company an its susiiaies. measures. e oup pimaily opeates in one sement – it owns an opeates te electicity istiution netwo in istcuc an cental e oup pimaily opeates in one sement – it owns an opeates te electicity istiution netwo in istcuc an cental anteuy. Significant accounting policies anteuy. Significant accounting policies Statement of compliance The following significant accounting policies have been applied consistently to all periods presented in these financial statements: Statement of compliance The following significant accounting policies have been applied consistently to all periods presented in these financial statements: e financial statements comply wit te ompanies ct an section of te ney ompanies ct . ey also comply a Basis of consolidation e financial statements comply wit te ompanies ct an section of te ney ompanies ct . ey also comply a Basis of consolidation wit te ew ealan equialents to ntenational inancial epotin tanas an wit ntenational inancial epotin wit te ew ealan equialents to ntenational inancial epotin tanas an wit ntenational inancial epotin A subsidiary is an entity that is directly or indirectly controlled by the company. tanas. tanas. The consolidated financial statements are prepared by combining the financial statements of all group entities for the same reporting Basis of financial statement preparation Basis of financial statement preparation period, using consistent accounting policies. All intra-group balances and transactions, including unrealised profits arising within the e financial statements ae een pepae in accoance wit eneally ccepte ccountin actice in ew ealan . e financial statements ae een pepae in accoance wit eneally ccepte ccountin actice in ew ealan . group, are eliminated in full. o te pupose of complyin wit te oup is a fopofit entity. e financial statements ae een pepae on te asis o te pupose of complyin wit te oup is a fopofit entity. e financial statements ae een pepae on te asis Revenue recognition of istoical cost ecept fo cetain financial instuments lan an uilins an te electicity istiution netwo wic ae een of istoical cost ecept fo cetain financial instuments lan an uilins an te electicity istiution netwo wic ae een measue at fai alue. Revenues from contracts with customers primarily come from the provision of electricity delivery services, customer capital measue at fai alue. contributions, contracting services and the sale of goods and services. e financial statements ae pesente in ew ealan ollas oune to te neaest tousan. e financial statements ae pesente in ew ealan ollas oune to te neaest tousan. Electricity delivery service revenue relates to the provision of electricity distribution services to both electricity retailers and directly Significant judgements, estimates and assumptions Significant judgements, estimates and assumptions contracted customers. Electricity retailer delivery services are performed on a daily basis and considered as a series of distinct n applyin te accountin policies te oup as mae te followin uements estimates an assumptions tat ae te most n applyin te accountin policies te oup as mae te followin uements estimates an assumptions tat ae te most services provided over time. Prices are regulated and retailers are charged through a combination of fixed charges and variable sinificant impact on te amounts econise in tese financial statements. e oup eulaly eiews tese estimates an sinificant impact on te amounts econise in tese financial statements. e oup eulaly eiews tese estimates an charges based on the quantities delivered. Revenue is recognised over time using an output method based on the actual delivery assumptions. Actual results may differ from the group’s estimates and assumptions. assumptions. Actual results may differ from the group’s estimates and assumptions. services provided on a daily basis. lecticity eliey eenue lecticity eliey eenue In applying NZ IFRS 15 to directly contracted customers, the group has determined that the individual construction contracts and individual delivery service agreements were negotiated as a package with a single commercial objective, to provide the required e company initially inoices electicity etailes montly fo electicity eliey seices on te asis of an estimation of usae late individual delivery service agreements were negotiated as a package with a single commercial objective, to provide the required e company initially inoices electicity etailes montly fo electicity eliey seices on te asis of an estimation of usae late delivery capacity to the customer. The performance obligation has been assessed as being satisfied over time based on the duration of auste fo moe accuate metein ata wen it ecomes aailale fom te electicity wolesale maet an fom electicity delivery capacity to the customer. The performance obligation has been assessed as being satisfied over time based on the duration of auste fo moe accuate metein ata wen it ecomes aailale fom te electicity wolesale maet an fom electicity the contractual arrangement. The contract term is the period during which the parties have present and enforceable rights and etailes. e company as mae an allowance in eenue an in cuent assetsliailities fo estimate amounts uneoe cae the contractual arrangement. The contract term is the period during which the parties have present and enforceable rights and etailes. e company as mae an allowance in eenue an in cuent assetsliailities fo estimate amounts uneoe cae obligations. A term of ten years has been determined based on the requirements of the contract and the group’s business practice. The uin te epotin peio. ecause final metein ata is not aailale fo up to monts afte te initial inoices to customes te obligations. A term of ten years has been determined based on the requirements of the contract and the group’s business practice. The uin te epotin peio. ecause final metein ata is not aailale fo up to monts afte te initial inoices to customes te transaction price includes customer contributions and delivery charges based on an estimate of quantities delivered. Revenue is final amounts payale o eceiale may ay fom tat initially inoice. transaction price includes customer contributions and delivery charges based on an estimate of quantities delivered. Revenue is final amounts payale o eceiale may ay fom tat initially inoice. recognised over time based on an output method, as the performance obligation is satisfied on a straight line basis over the term of the lecticity istiution netwo aluation lecticity istiution netwo aluation contract. e company owns an opeates an etensie inteate electicity istiution netwo in istcuc an cental anteuy e company owns an opeates an etensie inteate electicity istiution netwo in istcuc an cental anteuy The adoption of NZ IFRS 15 results in a change in recognition for capital contributions received from directly contracted customers. compisin lae numes of iniiual netwo asset components. compisin lae numes of iniiual netwo asset components. Capital contributions have previously been recognised when construction has been completed. The transition impact of this change in revenue recognition policy has been assessed and is not material. No changes have been made to opening retained earnings, current e company alues its electicity istiution netwo on a iscounte cas flow asis. e company as aopte assumptions an revenue recognition policy has been assessed and is not material. No changes have been made to opening retained earnings, current e company alues its electicity istiution netwo on a iscounte cas flow asis. e company as aopte assumptions an or prior year revenue recognised as a result of the change in policy. estimates in its iscounte cas flow aluation incluin te amounts an timin of futue cas flows an te eleant iscount ate. or prior year revenue recognised as a result of the change in policy. estimates in its iscounte cas flow aluation incluin te amounts an timin of futue cas flows an te eleant iscount ate. The group derives contracting service revenue from the construction and maintenance of overhead and underground lines for the e ommece ommission as autoise te company to implement specific netwo eliey pice inceases fo te fie yeas The group derives contracting service revenue from the construction and maintenance of overhead and underground lines for the e ommece ommission as autoise te company to implement specific netwo eliey pice inceases fo te fie yeas delivery of utility and infrastructure services across New Zealand. The contracts are typically determined to have one single commencin pil . The Commission has also decided how it will set the company’s price limits for the year commencin pil delivery of utility and infrastructure services across New Zealand. The contracts are typically determined to have one single commencin pil . The Commission has also decided how it will set the company’s price limits for the year commencin pil performance obligation which is integrated and is fulfilled over time. . There is less certainty in forecasting the company’s future revenue cas flows fom pil as te company entes te performance obligation which is integrated and is fulfilled over time. . There is less certainty in forecasting the company’s future revenue cas flows fom pil as te company entes te ommission’s next Default Price Path (DPP) regime. The DPP will determine the allowable revenues and reliability limits tat will ommission’s next Default Price Path (DPP) regime. The DPP will determine the allowable revenues and reliability limits tat will However some contracts can be entered into for a construction job including the supply of significant materials. In this case the group apply fom pil to ac . apply fom pil to ac . will identify the multiple performance obligations and allocate the total transaction price across each performance obligation based on stand-alone selling prices. e company acquies cetain electicity istiution assets fo less tan tei eplacement cost sometimes at nil cas cost. e non stand-alone selling prices. e company acquies cetain electicity istiution assets fo less tan tei eplacement cost sometimes at nil cas cost. e non cas potions of tese asset acquisitions ae alue at nil on acquisition ecause tey ae not econise une te eulatoy pice cas potions of tese asset acquisitions ae alue at nil on acquisition ecause tey ae not econise une te eulatoy pice The transaction price is normally fixed at the start of the project. However changes to job scope and bonuses or penalties, based on contol eime an teefoe tese assets o not eneate aitional futue cas inflows. contol eime an teefoe tese assets o not eneate aitional futue cas inflows. performance criteria, result in elements of variable consideration. e oup estimates an eliminates intaoup pofits in new electicity istiution netwo assets. e oup estimates an eliminates intaoup pofits in new electicity istiution netwo assets. Revenue from contracting services where the output is easily measurable is recognised on the output method by reference to the direct measurements of the value to the customer of the goods or services transferred to date relative to the remaining goods or apitalisation of costs an impaiment direct measurements of the value to the customer of the goods or services transferred to date relative to the remaining goods or apitalisation of costs an impaiment services promised under the contract. The output method is also used for maintenance contracts, where regular maintenance services e oup maes uements aout wete costs incue soul e capitalise o epense. e oup assesses wete iniiual e oup maes uements aout wete costs incue soul e capitalise o epense. e oup assesses wete iniiual are provided to a customer at regular intervals. assets o oups of elate assets wic eneate cas flows inepenently ae impaie y estimatin te futue cas flows tat assets o oups of elate assets wic eneate cas flows inepenently ae impaie y estimatin te futue cas flows tat tose assets ae epecte to eneate. e oup applies assumptions an estimates wen assessin futue cas flows an tose assets ae epecte to eneate. e oup applies assumptions an estimates wen assessin futue cas flows an appopiate iscount ates. appopiate iscount ates. 49 48 49 Audited consolidated financial statements rion ew ealand imited year ended arch Audited consolidated financial statements rion ew ealand imited year ended arch

evenue from all other contracting services is recognised on the measured input by reference to recoverable costs incurred during the evenue from all other contracting services is recognised on the measured input by reference to recoverable costs incurred during the financial year plus the percentage of forecast profit earned. Percentage of fees earned is measured by the proportion that costs financial year plus the percentage of forecast profit earned. Percentage of fees earned is measured by the proportion that costs Subsequent measurement of debt instruments depends on the group’s business model for manag incurred to date bear to the estimated total costs of the contract. Subsequent measurement of debt instruments depends on the group’s business model for manag incurred to date bear to the estimated total costs of the contract. The group derives revenue from supply and logistics services which reuire it to provide either a) a specified uantity of distinct goods  or services or b) to mae available an undefined uantity of goods or services over the duration of the contract period. There is typically  one performance obligation (sale of goods). The contractual arrangement includes a reuirement for the group to hold a certain level of inventory for a customer in which case there are two performance obligations (sale of goods and inventorystorage service). evenue from the supply of goods is recognised at the point in time when sales are invoiced on despatch which is when the control of the goods has transferred to the buyer. nventorystorage service recognises revenue over time on a straightline basis.  (c) Capital contributions  the financial assets, where the assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI the financial assets, where the assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI Customer contribution revenue relates to contributions received from customers (other than delivery service customers who are directly contracted) towards the cost of new connections and networ extensions. The customers supply of electricity is contracted separately interposed through a retailer and is therefore not considered to impact the assessment of the customer or performance obligations of the connection contracts. Pricing is fixed and contributions are paid in advance for new connections. Capital contributions are recognised as revenue at the point in time of livening the connection to the networ. Capital contributions that are refundable to  customers are treated as a contract liability until refunded or applied.  The group also receives capital contributions from customers towards the relocation of existing assets and the construction of assets specific to that customer. evenue is recognised over time on a contractual milestone basis. The group does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a conseuence the group does not adust any of the transaction prices for the time value of money unless it is specifically provided for in the construction contract. Distribution assets constructed by electricity users and transferred to the group below their full cost are recognised as revenue at their deemed fair value. The fair values of these vested assets are nil as the Commerce Commission regulations prevent the group receiving a return on the vested assets received. (d) Borrowing costs (d) Borrowing costs orrowing costs directly attributable to the acuisition construction or production of a ualifying asset (an asset that taes a – orrowing costs directly attributable to the acuisition construction or production of a ualifying asset (an asset that taes a – substantial period of time to get ready for intended sale or use and is of significant cost) are capitalised as part of the cost of that asset. substantial period of time to get ready for intended sale or use and is of significant cost) are capitalised as part of the cost of that asset. All other borrowing costs are expensed in the period in which they occur. All other borrowing costs are expensed in the period in which they occur. (e) Income tax ncome tax expense comprises current tax and deferred tax. Current tax is the income tax payable based on the taxable profit for the current year plus adustments to income tax payable for prior years. Current tax is calculated using rates that have been enacted or substantively enacted by balance date. years. Current tax is calculated using rates that have been enacted or substantively enacted by balance date. Deferred tax is recognised on temporary differences between the carrying values of assets and liabilities and the euivalent amounts used for taxation purposes. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences or tax losses can be utilised. Deferred tax is calculated at the tax rates that are expected to apply in the period when the temporary (g) Inventories (g) Inventories differences will reverse. Current tax and deferred tax are charged or credited to profit or loss. hen deferred tax relates to items charged or credited to other Current tax and deferred tax are charged or credited to profit or loss. hen deferred tax relates to items charged or credited to other comprehensive income then deferred tax is recognised in other comprehensive income. comprehensive income then deferred tax is recognised in other comprehensive income. (h) Property, plant and equipment (h) Property, plant and equipment (f) Financial instruments (f) Financial instruments rom April the group classified its financial assets in the following measurement categories  those to be measured subseuently at fair value (either through other comprehensive income (C) or through profit or loss) and  those to be measured subseuently at fair value (either through other comprehensive income (C) or through profit or loss) and  those to be measured at amortised cost. The classification depends on the group’s business model for managing the financial assets and the contractual terms of the cash

flows.

50 51 Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019 udited consolidated financial statements Orion ew ealand imited year ended arch Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019 udited consolidated financial statements Orion ew ealand imited year ended arch

he electricity distribution networ is measured at fair alue, based on periodic independent aluations prepared by an eternal aluer, If a revalued asset is determined to be impaired, then the impairment is firstly applied against the revaluation reserve related to that If a revalued asset is determined to be impaired, then the impairment is firstly applied against the revaluation reserve related to that which are based on a discounted cash flow methodology Fair alue is reiewed at the end of each reporting period to assess whether asset, with any remaining impairment loss expensed in profit or loss. If the impairment loss is subsequently reversed, the reversal is asset, with any remaining impairment loss expensed in profit or loss. If the impairment loss is subsequently reversed, the reversal is the carrying alue is materially different to fair alue firstly applied to profit or loss to the extent of previously expensed impairment losses relating to that asset, with any further increase firstly applied to profit or loss to the extent of previously expensed impairment losses relating to that asset, with any further increase taken to the revaluation reserve. ny realuation increase arising on the realuation of land and buildings and the electricity distribution networ is recorded in other taken to the revaluation reserve. comprehensie income and credited to the asset realuation resere in equity, ecept to the etent that it reerses a realuation For assets which are not revalued, an impairment loss is expensed immediately in profit or loss. If an impairment loss is subsequently For assets which are not revalued, an impairment loss is expensed immediately in profit or loss. If an impairment loss is subsequently decrease for the same asset preiously recognised as an epense in profit or loss, in which case the increase is credited to profit or reversed, the carrying value of the asset is stated at not more than what its carrying value would have been had the earlier impairment reversed, the carrying value of the asset is stated at not more than what its carrying value would have been had the earlier impairment loss to the etent of the decrease preiously charged realuation decrease is charged as an epense in profit or loss to the etent not occurred. not occurred. that is eceeds the balance, if any, held in the asset realuation resere from preious realuations of that asset eased assets ad lease liailities eased assets ad lease liailities epreciation is proided on property, plant and equipment, including freehold buildings but ecluding land epreciation on realued Leases are classified as finance leases whenever the lease terms transfer substantially all of the risks and rewards of ownership to the Leases are classified as finance leases whenever the lease terms transfer substantially all of the risks and rewards of ownership to the buildings and the electricity distribution networ is charged to profit or loss lessee. All other leases are classified as operating leases. lessee. All other leases are classified as operating leases. Other plant and equipment and leasehold improements are recognised at cost less accumulated depreciation and impairment Cost Operating lease receipts are recognised as revenue on a straight-line basis over the lease term. Operating lease receipts are recognised as revenue on a straight-line basis over the lease term. includes ependiture that is directly attributable to the acquisition of the item he cost of selfconstructed assets includes the cost of Operating lease payments are recognised as an expense on a straight-line basis over the lease term. materials and direct labour and an allowance for oerheads Operating lease payments are recognised as an expense on a straight-line basis over the lease term. Finance leases payments are allocated between expense and reduction of the lease liability over the term of the lease. Capitalised epreciation is calculated on a straightline basis to write off the net cost, or other realued amount of each asset, oer its epected Finance leases payments are allocated between expense and reduction of the lease liability over the term of the lease. Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset and the lease term if there is no reasonable useful life to its estimated residual alue easehold improements are depreciated oer the period of the lease or estimated useful leased assets are depreciated over the shorter of the estimated useful life of the asset and the lease term if there is no reasonable certainty that the group will obtain ownership by the end of the lease term. life, whicheer is the shorter, using the straightline method he estimated useful lies, residual alues and depreciation method are certainty that the group will obtain ownership by the end of the lease term. reiewed at the end of each annual reporting period e aouti stadards ad iterretatios e aouti stadards ad iterretatios he main bases for the calculation of depreciation are periods not eceeding The group changed its accounting policies following the adoption of NZ IFRS 9 and NZ IFRS 15. No other new accounting standards or he main bases for the calculation of depreciation are periods not eceeding The group changed its accounting policies following the adoption of NZ IFRS 9 and NZ IFRS 15. No other new accounting standards or interpretations that became effective for the period had a material impact on the group. ears ears interpretations that became effective for the period had a material impact on the group. lectricity distribution networ Cars and ans NZ IFRS 15, Revenue from Contracts with Customers, became effective on 1 April 2018. The group has adopted NZ IFRS 15 using the lectricity distribution networ Cars and ans NZ IFRS 15, Revenue from Contracts with Customers, became effective on 1 April 2018. The group has adopted NZ IFRS 15 using the retrospective approach. The group has performed an assessment of its contracts with customers in accordance with NZ IFRS 15 and uildings structures rucs retrospective approach. The group has performed an assessment of its contracts with customers in accordance with NZ IFRS 15 and determined that the standard has no material impact on the timing of revenue recognition for all major revenue streams and therefore uilding serices lant and equipment determined that the standard has no material impact on the timing of revenue recognition for all major revenue streams and therefore no material impact on reported revenue in the prior year or opening retained earnings. The adoption of NZ IFRS 15 resulted in changes uilding fitout Computer equipment no material impact on reported revenue in the prior year or opening retained earnings. The adoption of NZ IFRS 15 resulted in changes in accounting policies and presentation adjustments to the financial statements. Capital contribution revenue from customers who also in accounting policies and presentation adjustments to the financial statements. Capital contribution revenue from customers who also have a delivery services agreement with the group is recognised over the assessed term of the delivery services agreement. Refer to have a delivery services agreement with the group is recognised over the assessed term of the delivery services agreement. Refer to note 1(b) for further information. esidual alues for an item of property, plant and equipment are reiewed, and adusted if appropriate, at the end of each reporting note 1(b) for further information. period NZ IFRS 9 Financial Instruments, replaces the provisions of NZ IAS 39 that relate to the recognition, classification and measurement of NZ IFRS 9 Financial Instruments, replaces the provisions of NZ IAS 39 that relate to the recognition, classification and measurement of financial assets and liabilities, derecognition of financial instruments and impairment of financial assets. The adoption of NZ IFRS 9 he carrying amount for an item of property, plant and equipment is written down immediately to its recoerable amount if the asset’s financial assets and liabilities, derecognition of financial instruments and impairment of financial assets. The adoption of NZ IFRS 9 Financial Instruments from 1 April 2018, resulted in changes in accounting policies and impairment methodology for amounts carrying alue is greater than its estimated recoerable amount Financial Instruments from 1 April 2018, resulted in changes in accounting policies and impairment methodology for amounts recognised in the financial statements. The new accounting policy is set out in note 1(f) above. The impact of the change in impairment recognised in the financial statements. The new accounting policy is set out in note 1(f) above. The impact of the change in impairment ains and losses on disposals are determined by comparing proceeds with carrying amounts hese gains and losses are included in methodology did not result in a material change to the group’s net trade receivables in the current or prior reporting periods. In methodology did not result in a material change to the group’s net trade receivables in the current or prior reporting periods. In profit or loss accordance with the transitional provision in NZ IFRS 9, comparative figures have not been restated. accordance with the transitional provision in NZ IFRS 9, comparative figures have not been restated. (i) Impairment of assets NZ IFRS 16 Leases, is effective 1 April 2019. NZ IFRS 16, will result in almost all leases being recognised on the balance sheet as the NZ IFRS 16 Leases, is effective 1 April 2019. NZ IFRS 16, will result in almost all leases being recognised on the balance sheet as the The carrying amounts of the group’s assets, other than inventory, investment property and deferred tax assets, are reiewed at each distinction between operating and finance leases is removed. The only exceptions are short term and low value leases. The adoption of The carrying amounts of the group’s assets, other than inventory, investment property and deferred tax assets, are reiewed at each distinction between operating and finance leases is removed. The only exceptions are short term and low value leases. The adoption of balance date to determine whether there is any indication of impairment If any such indication eists for an asset, the asset’s NZ IFRS 16 is not expected to have a material impact on the group. balance date to determine whether there is any indication of impairment If any such indication eists for an asset, the asset’s NZ IFRS 16 is not expected to have a material impact on the group. recoerable amount is estimated in order to determine the etent of the impairment loss if any here the asset does not generate No other new accounting standards or interpretations that will become effective after the period are expected to have a material cash flows that are independent of other assets, the group estimates the recoerable amount of the cashgenerating unit to which the No other new accounting standards or interpretations that will become effective after the period are expected to have a material impact on the group. asset belongs cashgenerating unit is defined as the smallest identifiable group of assets that generates cash inflows that are impact on the group. largely independent of the cash inflows from other assets or groups of assets largely independent of the cash inflows from other assets or groups of assets he recoerable amounts are the higher of fair alue less costs to sell or alue in use In assessing alue in use, the estimated future he recoerable amounts are the higher of fair alue less costs to sell or alue in use In assessing alue in use, the estimated future cash flows are discounted to their present alue using a discount rate that reflects current maret assessments of the time alue of

money and the riss specific to the asset for which the estimates of future cash flows hae not been adusted

oodwill is tested for impairment annually, and wheneer there is an indication that it may be impaired n impairment of goodwill is not subsequently reersed

53 53

52 53 udited consoidated financia statements rion e eaand imited year ended arch

Audited consolidated financial statements rion e ealand imited year ended arch udited consoidated financia statements rion e eaand imited year ended arch

2019 2018 $000 $000 2019 2018 erati reeues 7. Income tax and deferred tax $000 $000

eenue from contracts 7. Income tax and deferred tax Income tax expense comprises: recognised oer time urrent income tax charge , , lectricity deliery serices Income tax expense comprises: dustments to prior years , ontracting serices urrent income tax charge , , dustmentsTemporary differences to prior years , , onsumer capital contributions dustments to prior years , T emporary differences ,, , recognised at a point in time Temporary differences , , , ale of goods and serices , , Reconciliation of profit before income tax with income tax expense: ontracting serices Reconciliationrofit efore income of profit tax before income tax with income tax expense: , , onsumer capital contributions Reconciliation of profit before income tax with income tax expense: rofitrima eforefacie income income tax tax expense cacuated at , , ther income rofit efore income tax , , rima facie income tax expense cacuated at , , ransmission rental rebates rima facie income tax expense cacuated at , , ther permanent differences ain on disposal of inestment therncome permanent tax expense differences , , ther ther permanent differences ncome tax expense , , ncome tax expense , ,

erati eeses erati eeses Earthquake

ransmission Property, plant Earthquakeinsurance Provisions and equipment Earthquakeproceeds Other Total ransmission rental rebates Property, plant insurance $000 ransmission rental rebates Property, plant$000 insurance$000 Provisions $000 $000 and equipment proceeds $000 Other Total mployee benefits $000 $000 $000 $000 $000 etor maintenance

perating lease payments Deferred tax liability ther ther Deferred tax liability aance as at pri , , , , ,

hargedcreditedaance as at pri to income , , , , , mployee benefits in is net of .m allocated to capital proects .m. hargedcredited to income aancehargedcredited as at arch to income , , , , ,

ereiatio aortisatio ad iairet eeses aance as at arch , , , , , epreciation of property plant and equipment epreciation of property plant and equipment hargedcredited to income , , mpairment of property plant and equipment hargedcredited to income , , Amortisation of intangible assets aancehargedcredited as at arch to income ,, , , , ,, roperty plant and equipment disposed and ritten off aance as at arch aance as at arch , , , , ,

The group’s current income tax liabiity as at arch is m (2018: $5.9m). The liability mainly comprises the group’s terest eese third instament of provisiona income tax for the year ended arch arch The group’s current income tax liabiity as at arch is m (2018: $5.9m). The liability mainly comprises the group’s an loans an loans third instament of provisiona income tax for the year ended arch arch Thethird rion instament consoidated of provisiona tax group income comprises tax for the the company, year ended onnetics arch imited and arch rion e eaand entures imited for inance leases imputation credit account purposes ther The rion consoidated tax group comprises the company, onnetics imited and rion e eaand entures imited for imputation credit account purposes Theimputation group’s credit imputation account credits purposes available for use in subsequent reporting periods total $m as at arch m, hich incudes the income tax iaiity of m m The group’s imputation credits available for use in subsequent reporting periods total $m as at arch m, o interest epense as capitalised during the year nil. hich incudes the income tax iaiity of m m

eueratio o the auditor Audit of the financial statements Audit of the financial statements Auditrelated serices

Auditrelated services comprise assurance reviews of the company’s annual customised pricequality path compliance statement and regulatory information disclosures. statement and regulatory information disclosures. 54 55

udited consolidated financial statements rion e ealand imited year ended 1 arch 2019 udited consolidated financial statements rion e ealand imited year ended 1 arch 2019

Buildings Electricity Buildingsand land distributionElectricity Plant and

Freehold land improvementsand land distributionnetwork at equipmentPlant and 2019 2018 Freeholdat fair value land improvementsat fair value networkfair value at equipmentat cost Total $0002019 $0002018 at fair value$000 at fair value$000 fair value$000 at$000 cost Total$000 $000 $000 $000 $000 $000 $000 $000 8. Trade and other receivables 11. Property, plant and equipment $000 $000 $000 $000 $000

8. Trade and other receivables 11. Property, plant and equipment Trade receivables and accruals 1129 85

ontractTrade receivables assets and accruals 1129285 858 Gross carrying amount ontract assets 285 8 Gross carrying amount lloance for impairment of trade receivables (11) (190) Gross carrying amount lloance for impairment of trade receivables (11) (190) 185 12 185 12

Trade receivables before alloance for impairment: Trade receivables before alloance for impairment: urrent 10050 229 1urrent month overdue 1005058 102229 1 month overdue 58 102 2 months overdue 19 9 2 months overdue 19 9 months overdue 50 8 months overdue 50 8 1129 85 1129 85 9. Inventories 9. oodsInventories for sale 5598 505

lectricityoods for saledistribution netor stoc 559825 505505 lectricity distribution netor stoc 25 505 Accumulated depreciation and impairment lloance for impairment (259) (1) Accumulated depreciation and impairment lloance for impairment 89(259) 80(1) 89 80

10 . Intangible assets 10. apitalisedIntangible at assets cost 109 158 ccumulatedapitalised at amortisationcost (1299)109 (11895)158 ccumulated amortisation (1299)09 (11895)91 09 91 ntangible assets comprise computer softare assets hich have a finite life. arrying values are amortised over their estimated

usefulntangible lives. assets This periodcomprise usually computer does notsoftare exceed assets three hichyears have– hoever a finite for life. significant arrying proects values are estimated amortised useful over lives their may estimated be assessed asuseful up to lives. 10 years. This period usually does not exceed three years – hoever for significant proects estimated useful lives may be assessed as up to 10 years.

5 5 56 57 udited consolidated financial statements rion ew ealand imited year ended arch

11. Property, plant and equipment roerty lat ad equiet continued 11. Property, plant and equipment roerty lat ad equiet continued

Electricity distribution network ad ad osustatio uildis Electricity distribution network ad ad osustatio uildis The electricity distribution network, including substation buildings, (‘the network’) was revalued to fair The company’s land and nonsustation uildins were revalued to fair value as at arch y arius in accordance with The electricity distribution network, including substation buildings, (‘the network’) was revalued to fair The company’s land and nonsustation uildins were revalued to fair value as at arch y arius in accordance with – – roperty lant and uipment – mpairment of ssets and – air alue easurement r is a – – roperty lant and uipment – mpairment of ssets and – air alue easurement r is a – – reistered valuer and at the time was a director of imited r used sinificant oservale inputs level as defined in – – reistered valuer and at the time was a director of imited r used sinificant oservale inputs level as defined in and sinificant unoservale inputs level as defined in and sinificant unoservale inputs level as defined in Including capital work in progress, EY’s valuation resulted in a total network valuation of $1,028m Mr Ogg’s valuations resulted in a total land and nonsustation uildins valuation of m r Including capital work in progress, EY’s valuation resulted in a total network valuation of $1,028m Mr Ogg’s valuations resulted in a total land and nonsustation uildins valuation of m r  selected a representative sample of the company’s substation sites and valued land at those sites using sales comparisons and unit  selected a representative sample of the company’s substation sites and valued land at those sites using sales comparisons and unit based its cash flow forecasts on the company’s cash flow foreca metre frontae methodoloies level r compared his values with their respective rateale values e used these based its cash flow forecasts on the company’s cash flow foreca metre frontae methodoloies level r compared his values with their respective rateale values e used these comparisons to develop standard site multipliers which he applied to rateale land values for approimately sustation sites comparisons to develop standard site multipliers which he applied to rateale land values for approimately sustation sites  valued the company’s head office land and building using a maret rental assessment and a capitalisation rate of level EY’s key valuation assumptions were that: EY’s key valuation assumptions were that:  valued the company’s Waterloo Road depot site using a sales comparison method, and the buildings under construction using a  network revenues will be consistent with the company’s custo depreciated cost method level  network revenues will be consistent with the company’s custo depreciated cost method level he company considered that there were no indicators that the company’s carrying values for land and nonsustation uildins as at  for the year ended 31 March 2020, the company’s price limit will be reset at the previous year’s limit, minus claw arch or arch were materially different to fair value as at the valuation date  for the year ended 31 March 2020, the company’s price limit will be reset at the previous year’s limit, minus claw arch or arch were materially different to fair value as at the valuation date  company’s price limit will be reset to achieve returns of regulatory WACC on regulatory Fair values for approximately 23% of the company’s land and nonsustation uildins y value were calculated usin sinificant  company’s price limit will be reset to achieve returns of regulatory WACC on regulatory Fair values for approximately 23% of the company’s land and nonsustation uildins y value were calculated usin sinificant unoservale inputs level as defined in unoservale inputs level as defined in  expansionary ‘infill’ growth will be 0.1% per annum estritios oer title  expansionary ‘infill’ growth will be 0.1% per annum estritios oer title  There are no restrictions over the title of the group’s property, plant and equipment, nor is any property plant and euipment pleded  There are no restrictions over the title of the group’s property, plant and equipment, nor is any property plant and euipment pleded as security for liailities as security for liailities

   

 rade ad other ayales  rade payales and accruals payale ther on the basis that capital contributions reduce the value of the company’s regulatory asset base, and this in turn reduces the company’s on the basis that capital contributions reduce the value of the company’s regulatory asset base, and this in turn reduces the company’s loyee etitleets loyee etitleets urrent  urrent  on current  

mployee entitlements include a provision for employee lon service leave ey assumptions in the actuarial assessment of the mployee entitlements include a provision for employee lon service leave ey assumptions in the actuarial assessment of the provisions include the risfree rate and salary inflation and an assessment of the proaility of provisions include the risfree rate and salary inflation and an assessment of the proaility of

employees receivin each lon service leave entitlement

roisios nerous lease

n onerous lease is considered to eist where the unavoidale costs of meetin the oliations under the lease eceed the economic enefits epected to e received from it n the year ended arch a provision for onerous lease costs relatin to the net rental

costs for two leased properties for the period pril to arch was made of s at arch the provision has reduced to nil

58 59 Audited consolidated financial statements rion ew ealand imited year ended 31 March 201 Audited consolidated financial statements rion ew ealand imited year ended 31 March 201 udited consolidated financial statements rion e ealand imited year ended arch udited consolidated financial statements rion e ealand imited year ended arch

2019 2018 2019 2018 $000 $000 $000 $000 15. Borrowings 16. Financial instruments continued 15. Borrowings

Current Liquidity risk management Current Liquidity risk management inance lease 1,080 iuidity ris represents the ris that the group may not be able to meet its financial contractual obligations. rudent liuidity ris inance lease 1,080 iuidity ris represents the ris that the group may not be able to meet its financial contractual obligations. rudent liuidity ris ank loans 2,00 management implies maintaining sufficient cash, sufficient committed credit facilities and the ability to close out maret positions. ank loans 2,00 management implies maintaining sufficient cash, sufficient committed credit facilities and the ability to close out maret positions. Total current borrowings 1,080 3, Total current borrowings 1,080 3, The group manages its liuidity in accordance ith its boardapproved treasury policy. This policy reuires that the group must ensure

that prudent levels of committed funding facilities are in place at all times, using senior management’s best overall judgement in

conunction ith the board, and based on prudent cash flo forecasts. on current on current inance lease 10,020 11,233 n general, the group generates sufficient cash flos from its operating activities to meet its contractual obligations and it has inance lease 10,020 11,233 sufficient funding arrangements in place to cover potential shortfalls. The group evaluates its liuidity reuirements on an ongoing ank loans 11,00 210,000 sufficient funding arrangements in place to cover potential shortfalls. The group evaluates its liuidity reuirements on an ongoing ank loans 11,00 210,000 basis. The group’s current forecasts for its debt/debtpluseuity and its interest coverage indicate that it ill maintain its financial rivate lacement floating rate notes 10,000 basis. The group’s current forecasts for its debt/debtpluseuity and its interest coverage indicate that it ill maintain its financial rivate lacement floating rate notes 10,000 ability to meet its contractual obligations for the foreseeable future at least over the net month period. Total non current borrowings 301,20 221,233 ability to meet its contractual obligations for the foreseeable future at least over the net month period. Total non current borrowings 301,20 221,233 2019 2018 2019 2018 The finance lease liabilities relate to agreements with Transpower ew ealand imited (Transpower) for Transpower to install new The finance lease liabilities relate to agreements with Transpower ew ealand imited (Transpower) for Transpower to install new $000 $000 assets at or near its local grid exit points. The agreements have remaining terms of between one and 2 years (2018: between two and nsecured ban overdraft facility, payable at call assets at or near its local grid exit points. The agreements have remaining terms of between one and 2 years (2018: between two and nsecured ban overdraft facility, payable at call 30 years). The company does not own the assets at the end of the lease term and there is no residual value. There is no security 30 years). The company does not own the assets at the end of the lease term and there is no residual value. There is no security mount used at reporting date provided for the arrangements. The monthly payment amounts are reviewed periodically by Transpower based on prevailing interest provided for the arrangements. The monthly payment amounts are reviewed periodically by Transpower based on prevailing interest mount unused at reporting date rates and agreed margins. The company is the only entity in the group which has a finance lease liability. rates and agreed margins. The company is the only entity in the group which has a finance lease liability. nsecured ban loan facilities as at arch mature as follos nsecured ban loan facilities as at arch mature as follos m on eptember 16. Financial instruments 16. Financial instruments m on ovember Introduction m on eptember Introduction m on eptember Exposures to interest rates, foreign currency, liuidity and credit risk arise in the normal course of the group’s business. The group has Exposures to interest rates, foreign currency, liuidity and credit risk arise in the normal course of the group’s business. The group has policies to manage the risks associated with financial instruments. The significant accounting policies and methods adopted, including policies to manage the risks associated with financial instruments. The significant accounting policies and methods adopted, including mount used at reporting date , , the criteria for recognition and the basis of measurement applied in respect of each class of financial asset, financial liability and euity mount used at reporting date , , the criteria for recognition and the basis of measurement applied in respect of each class of financial asset, financial liability and euity mount unused at reporting date , , instrument are disclosed in note 1. mount unused at reporting date , , instrument are disclosed in note 1. , ,

Capital management Capital management

The group’s capital includes share capital, reserves and retained earnings. The group’s policy is to maintain a strong capital base to nsecured rivate lacement floating rate notes as at arch The group’s capital includes share capital, reserves and retained earnings. The group’s policy is to maintain a strong capital base to nsecured rivate lacement floating rate notes as at arch maintain investor, creditor and market confidence and to sustain future development of the business. mature as follos maintain investor, creditor and market confidence and to sustain future development of the business. mature as follos

m on eptember The board of directors regularly reviews the group’s policies in respect of the management and allocation of capital. There has been no m on eptember The board of directors regularly reviews the group’s policies in respect of the management and allocation of capital. There has been no m on eptember material change to the group’s management and allocation of capital during the year. m on eptember material change to the group’s management and allocation of capital during the year.

All bank loans are unsecured against the group. The group provides certain covenants to its key lenders, by way of a negative pledge All bank loans are unsecured against the group. The group provides certain covenants to its key lenders, by way of a negative pledge deed, that it will not create any material security interest over its assets to any party, except under certain agreed circumstances. The mount used at reporting date , deed, that it will not create any material security interest over its assets to any party, except under certain agreed circumstances. The mount used at reporting date , deed has other covenants that restrict certain asset disposals, the lending of money to other parties, noncommercial transactions mount unused at reporting date deed has other covenants that restrict certain asset disposals, the lending of money to other parties, noncommercial transactions mount unused at reporting date with related parties, the alteration of share capital where this would have a material adverse effect and any material change of with related parties, the alteration of share capital where this would have a material adverse effect and any material change of , business. The deed includes an EIT interest coverage reuirement and an obligation that the guaranteeing group will comprise at business. The deed includes an EIT interest coverage reuirement and an obligation that the guaranteeing group will comprise at least % of the group in terms of assets and earnings. The deed places other undertakings and obligations on the company – for least % of the group in terms of assets and earnings. The deed places other undertakings and obligations on the company – for example the obligation to provide relevant lenders with information, comply with the law and to pay taxes as they fall due. The company example the obligation to provide relevant lenders with information, comply with the law and to pay taxes as they fall due. The company has complied with all covenants during the two years ended 31 March 201. has complied with all covenants during the two years ended 31 March 201. The rivate lacement floating rate notes are unsecured against the group. The ote urchase agreement with the investors The rivate lacement floating rate notes are unsecured against the group. The ote urchase agreement with the investors has terms which are substantially similar to those in the negative pledge deed referred to above. The company has complied with all has terms which are substantially similar to those in the negative pledge deed referred to above. The company has complied with all terms of the agreement in the year ended 31 March 201. terms of the agreement in the year ended 31 March 201.

All interest bearing bank loans, rivate lacement debt and finance lease liabilities are in ew ealand dollars. All interest bearing bank loans, rivate lacement debt and finance lease liabilities are in ew ealand dollars.

0 0

60 61 udited consolidated financial statements Orion ew ealand imited year ended 3 March 2 udited consolidated financial statements rion e ealand imited ear ended arch

16. Financial instruments continued iaial istruets continued 16. Financial instruments continued

terest rate ris aaeet The group considers that a reasonabl possible movement in e ealand interest rates is a movement in either direction. or The group has interest bearing floating rate debt, and so the group is exposed to variations in maret interest rates The group has interest bearing floating rate debt, and so the group is exposed to variations in maret interest rates ban loans and private placement floating rate notes, the impact on the fair value of interest rate saps of an increase of in interest rates as at arch would increase the group’s profit before income tax by approimatel ,, ,,. Interest rates on the group’s bank loans are based on market rates for bank bills plus a margin. As at 31 March 201, interest rates interest rates as at arch would increase the group’s profit before income tax by approimatel ,, ,,. A decrease of 1% would decrease the group’s profit before income ta b approimatel ,, ,,. hen interest including margins on the group’s bank loans averaged 2.58% 2 2% aily commitment fees are also payable on the ban loan A decrease of 1% would decrease the group’s profit before income ta b approimatel ,, ,,. hen interest rates rise, the benefit from the revaluation of the company’s multiear interest rate saps outeighs the additional oneear interest facilities rates rise, the benefit from the revaluation of the company’s multiear interest rate saps outeighs the additional oneear interest expense on the company’s floating rate debt. The converse applies when interest rates decrease. For the group’s other financial Interest rates on the group’s US Private Placement floating rate notes are based on market rates for ban bills plus a margin s at 3 Interest rates on the group’s US Private Placement floating rate notes are based on market rates for ban bills plus a margin s at 3 assets and liabilities, an increase/decrease of 1% in interest rates would have an immaterial impact on the group’s profit before March 2019, interest rates (including margins) on the group’s floating rate notes averaged 3% 2 nil March 2019, interest rates (including margins) on the group’s floating rate notes averaged 3% 2 nil income ta. Interest rates on the group’s finance lease liabilities are at rates set by Transpower plus, for some contracts, a margin s at 3 March Credit risk management 2019, interest rates on the group’s finance lease liabilities averaged 3% 2 % redit ris refers to the ris that a counterpart ill default on its contractual obligations, resulting in financial loss to the group. The group’s other financial liabilities are non interest bearing. inancial instruments that potentiall subject the group to concentrations of credit ris consist of cash, short term investments, trade receivables and derivative financial instruments. The group enters into interest rate swaps to manage the company’s interest rate ris The swaps are with various ew ealand registered ban counterparties with such credit ratings and within limits set by the board of directors The swaps’ cash requirements The group places its cash, short term investments and derivative financial instruments ith registered e ealand bans. nl are limited to the contracted fixed interest rates for the periods specified in each swap The group usually enters swaps for periods up independentl rated bans ith a minimum tandard Poor’s (or equivalent) credit rating of ‘A’ or better are accepted. The group to five years in tenor limits the credit eposure to an one ban in accordance ith its boardapproved treasur polic.

nder interest rate swap contracts, the group agrees to pay fixed interest rates and to receive floating interest rates, calculated on The group manages its eposure to credit ris from trade receivables b performing credit evaluations on customers reuiring credit agreed notional principal amounts for specified periods The swaps effectively convert portions of floating rate debt into fixed rate herever practicable and monitoring credit eposures to individual customers. There are no significant concentrations of credit ris debt ll swaps are held by the company The fair values of interest rate swaps are based on maret values of equivalent instruments ithin trade receivables. Trade receivables are noninterest bearing. The carring value of trade receivables approimates their at the reporting date and are disclosed below The group does not use hedge accounting and gains and losses on remeasurement are estimated fair value. recognised in profit and loss immediately The net change in fair value of swaps for the year ended 3 March 2 was an expense of ursuant to the electricit participation code, the compan ma onl reuire collateral securities from its electricit retailer customers 2,, 2 income 33, if those customers do not have a tandard & Poor’s (or equivalent) minimum credit rating of ‘BBBminus’. The compan invoices

electricit retailers and its direct major customers on the th da of the month of usage based on an estimation of usage, ith pament due on the th of that month. nvoiced amounts are subject to subseuent adjustments for later more accurate metering The following table details outstanding interest rate swaps as at the reporting date data as outlined under critical judgements, estimates and assumptions in note . ollateral securit is not generall reuired from the group’s other customers. erae erae Bad debts written off mostly relate to debtors who have damaged the company’s electricity distribution network assets. The compan otrated ied otioal riial arryi alue Bad debts written off mostly relate to debtors who have damaged the company’s electricity distribution network assets. The compan iterest rates sa aouts assetliaility enters arrangements ith some of these debtors to allo them to pa their debts off over time. These rearranged debts form the majority of the ‘three months overdue’ category in note 8. Sa aturity dates The maimum eposure to credit ris for ban balances, accounts receivable and derivative financial instrument assets is eual to the The maimum eposure to credit ris for ban balances, accounts receivable and derivative financial instrument assets is eual to the carring values of these assets. October 2 32 , carring values of these assets. March 22 22 , , Carrying values of financial instruments October 22 23 , , 2 October 22 23 , , 2 ash and cash euivalents, trade and other receivables, trade paables and borroings are measured at face value less impairment. une 22 2 , , , 3 The group uses observable maret prices and discounted cash flo techniues to calculate the fair value of its interest rate saps. ecember 223 2 , 2,3 The group uses observable maret prices and discounted cash flo techniues to calculate the fair value of its interest rate saps. The discount rate used is based on the applicable market swap curve. This is the ‘level 2’ valuation category as described in 22, 2, ,32 ,3 – air alue easurement.

islosed as islosed as on current assets urrent liabilities urrent liabilities on current liabilities on current liabilities ,33 3

,32 ,3

2 62 63 udited consolidated inancial stateents rion e ealand iited ear ended arch Audited consolidated financial statements rion ew ealand imited year ended 1 arch 21

22. Related party transactions Share aital 22. Related party transactions

he copan has illion ullpaid ordinar shares on issue ith a par value o . per share total . he copan has illion ullpaid ordinar shares on issue ith a par value o . per share total . Group structure

The parent is rion ew ealand imited, which is owned by hristchurch ity oldings imited () (8.2%) and the elwyn oratio aout susidiaries istrict ouncil () (1.2%). is owned by the hristchurch ity ouncil (). onnetics iited is a contractor in the electricit distribution and utilit sectors. he copan has oned a euit interest in

onnetics since pril . elated parties include

 and

 the subsidiaries of and  the group’s key management personnel. oitets apital ependiture The group undertakes many transactions with the and and their related parties, which are carried out on a commercial and perating leases armslength basis. The group utilises the lectricity Act 12 and historical arrangements to determine the capital contributions required from and towards underground conversion projects. These contributions may not recover all costs incurred. o required from and towards underground conversion projects. These contributions may not recover all costs incurred. o ost coitents are epected to be incurred in the net inancial ear. material transactions, other than the payment of dividends to and , were entered into with related parties during the year.

2019 2018 otiet assets ad liailities Transactions during the year $000 $000 otiet assets ad liailities Transactions during the year $000 $000

n ebruar to ires started on the ort ills near hristchurch and eventuall spread to over hectares. n anuar ividends paid to and , , ire and ergenc e ealand released its reports into the causes of the fires, with an official ‘undetermined’ cause for both ividends paid to and , ,

ires but it believes that both ere deliberatel lit and that its investigations ill onl reopen i ne evidence coes to light. I Purchases from / ,2 , Insurance on behal o a nuber o its clients has iled a stateent o clai in the igh ourt ith to e clais that the company’s electricity network caused the first fire on Early Valley Road, that in turn caused ‘in excess of $3.8m’ of losses for its clients. he nderground conversion contributions from / 8 81 electricity network caused the first fire on Early Valley Road, that in turn caused ‘in excess of $3.8m’ of losses for its clients. he ther sales to / company has filed a statement of defence in the High Court denying IAG’s claims and any liability. The High Court has yet to set a trial ther sales to / 12,8 8,22

date. he copan insures or liabilit riss in line ith good industr practice.

Purchases from other related parties 1, 1,18 ther than the potential issue above the group had no signiicant contingent assets or liabilities as at arch nil. ales to other related parties 1,8 ,

Siiiat eets ater alae date Outstanding balances as at 31 March

he group is not aare o an signiicant events beteen the preparation and authorisation o these inancial stateents on une Accounts payable to / 2 . Accounts payable to / 2 Accounts receivable from / 2,2 1,222 Accounts receivable from / 2,2 1,222

Accounts payable to other related parties 1 OtherAccounts transactions payable to involving other related related parties parties 1

Accounts receivable from other related parties 11 The group paid directors’ fees totalling $xxx, during the year (218 1,). xxx director received a retirement gift during the

year totalling xxx (218 one directors, 1). No other transactions were entered into with any of the company’s directors, other Key management personnel compensation than the payment of directors’ fees and the reimbursement of valid companyrelated expenses such as travel costs to board meetings.

alaries and short term employee benefits ,1 2,88 Postemployment benefits 1 1 KeyPost managementemployment personnelbenefits is defined as the company’s directors, the company’s chief executive officer and the 1company’s manag1ers

who directly report to the chief executive officer. ey management personnel purchased goods and services from group companies ther transactions involving related parties during the year which in total did not exceed 2, for any individual (21 all less than 2,). A total of xxx was due from key The group paid directors’ fees totalling $373, during the year (218 1,). o directors received retirement gifts during the managemeThe group pntaid personnel directors’ as fees at 1 totalling arch $37321, (21 dur8 nil).ing Allthe transactionsyear (218 1,). were conducted o director on standards received commercial retirement terms. gifts duringlose family the year (2018: one director, $515). No other transactions were entered into with any of the company’s directors, other than the payment of membersyear (2018: of one certain director, key management $515). No other personnel transactions are employed were entered by the into group. with Theany termsof the company’sand conditions directors, of those other arrangements than the payme are nont of directors’ fees and the reimbursement of valid companyrelated expenses such as travel costs to board meetings. moredirectors’ favourable fees and than the those reimbursement that the group of valid wou companyld have adoptedrelated if expensesthere was such no relationship as travel costs to key to boardmanagement meetings. personnel. more favourable than those that the group would have adopted if there was no relationship to key management personnel. Key management personnel is defined as the company’s directors, the company’s chief executive officer and the company’s managers Key management personnel is defined as the company’s directors, the company’s chief executive officer and the company’s managers who directly report to the chief executive officer. ey management personnel purchased goods and services from group companies during the year which in total did not exceed 2, for any individual (218 all less than 2,). A total of nil was due from key during the year which in total did not exceed 2, for any individual (218 all less than 2,). A total of nil was due from key management personnel as at 1 arch 21 (218 nil). All transactions were conducted on standard commercial terms. lose family members of certain key management personnel are employed by the group. The terms and conditions of those arrangements are no more favourable than those that the group would have adopted if there was no relationship to key management personnel.

64 65 Audited consolidated financial statements rion ew ealand imited year ended 3 arch

Audited consolidated financial statements rion ew ealand imited year ended 31 March 2019 Audited consolidated financial statements rion ew ealand imited year ended 3 arch Audited consolidated financial statements rion ew ealand imited year ended 31 March 2019 Audited consolidated financial statements rion ew ealand imited year ended 3 arch Audited consolidated financial statements rion ew ealand imited year ended 31 March 2019 ‒

‒ ‒ ‒ ‒ ro uer dustry eihted tual aret tual tual aret tual o oetios tual aret tual aerae otes tual aret tual otes arh otes ro uer dustry eihted ro uer dustry eihted etwork delivery revenue (m) 1, 2 25.5 20.5 251. o oetios tual aret tual aerae etwork delivery revenue (m) 1, 2 25.5 20.5 251. rion network interruptions o oetios tual aret tual aerae Profit after ta (m) 1, 2 .9 50. 53.3 arh Profit after ta (m) 1, 2 .9 50. 53.3 arh Profit after ta (m) 1, 2 .9 50. 53.3 Profit after ta to average euity () 1, 2 .2 .5 .9

Profit after ta to average euity () 1, 2 .2 .5 .9 urationrion net wofo supplyrk inte rinterruptionsruptions in minutes ebt to debt plus euity () 3 31 31 29 rion network interruptions ebt to debt plus euity () 3 31 31 29 per year per connected customer AII

uity to total assets () 3 55 5 5 uity to total assets () 3 55 5 5 ully imputed dividends (m) uration of supply interruptions in minutes ully imputed dividends (m) 53 53 55 uration of supply interruptions in minutes ully imputed dividends (m) 53 53 55  per yearRegion per connected A customer AII , per year per connected customer AII  Region 3, 33 3 3

 oerall , 3 8  Region A ,  Region A ,  Region 3, 33 3 3  umber Region of supply interruptions per year per 3, 33 3 3  oerall , 3 8  connected oerall customer AII , 3 8

umber of supply interruptions per year per  umber Region of supply A interruptions per year per , . . . connected customer AII  connected Region customer AII 3, . .3 3.

 oerall , .8 . . .3 ariaes  Region A , . . . ariaes  Region A , . . . ariaes  Region 3, . .3 3. ost  Region 3, . .3 3. ostta  oerall , .8 . . .3 ote ta  oerall , .8 . . .3 ta Important notes ote et profit was 2.5m below the statement of intent target because of et profit was 2.5m below the statement of intent target because of . atural disasters and other maor eents can cause significant numbers andor durations of network supply interruptions. The elowbudget epenses 2.1 elowbudget epenses 2.1 Important notes Important futurenotes occurrence andor seerity of these eents cannot be predicted. elowbudget interest epense 0.5 elowbudget interest epense 0.5 . atural disasters and other maor eents can cause significant numbers andor durations of network supply interruptions. The elowbudget onnetics profit (0.8) . AIIatural and disasters AII are and standard other maor industry eents measures can cause of network significant reliability numbers performance. andor durations They include of network planned supply and interruptions. unplanned The elowbudget onnetics profit (0.8) Abovebudget interest rate swap revaluation epense future occurrence andor seerity of these eents cannot be predicted. Abovebudget interest rate swap revaluation epense (2.1) interruptions,future occurrence but exclude andor seerityinterruptions of these that eents are caused cannot by be electricity predicted. generators or Transpower, or are caused by the low oltage Abovebudget interest rate swap revaluation epense (2.1) elowbudget network distribution revenue (2.3) . VAII and network, AII orare last standard for less industry than one measures minute. of network reliability performance. They include planned and unplanned elowbudget network distribution revenue (2.3) . AII and AII are standard industry measures of network reliability performance. They include planned and unplanned ther 0.1 interruptions, but exclude interruptions that are caused by electricity generators or Transpower, or are caused by the low oltage ther 0.1 3. Theinterruptions, Commerce but Commission exclude interruptions has set performance that are caused limits byfor electricity our network generators reliability, or pursuantTranspower, to our or customisedare caused byprice the ualitylow olta pathge (2.5) (2.5) V network, or last for less than one minute. C.V network,The Commission or last for assesses less than our one actual minute performance. against those limits, after ‘normalising’ for the impacts of ‘major

3. events’.The Commerce Our overall Commission targets above has set are performance consistent with limits our for CPP our limits network for FY19.reliability, After pursuant applying theto our Commission’s customised normalisationpriceuality path 1. ote 3. The Commerce Commission has set performance limits for our network reliability, pursuant to our customised priceuality path

1. ote methodology,C. The Commission we achieed assesses our network our actual reliability performance limits in against – 8 those but limits, slightly after exceeded ‘normalising’ our AII for the limit impacts in of ‘major actu al et profit was 5.m below last year’s because of C. The Commission assesses our actual performance against those limits, after ‘normalising’ for the impacts of ‘major

et profit was 5.m below last year’s because of events’.against aOur target overall of 3 targets. In late above , are the consistent Commission with will our reset CPP ourlimits network for FY19. reliability After applying limits for the Commission’s to . As normalisationpart of that igher network distribution revenue 3.3 events’. Our overall targets above are consistent with our CPP limits for FY19. After applying the Commission’s normalisation igher network distribution revenue 3.3 methodology,process, we will we make achieed submissions our network to the reliability Commission limits within the –aim 8 that but our slightly reset limexceededits are ourachieable AII limit and inin the long actutermal ower onnetics profit (0.) methodology, we achieed our network reliability limits in – 8 but slightly exceeded our AII limit in actual ower onnetics profit (0.) againstinterests a oftarget our customers.of 3. In late , the Commission will reset our network reliability limits for to . As part of that ower sundry revenues (0.) against a target of 3. In late , the Commission will reset our network reliability limits for to . As part of that ower sundry revenues (0.) process, we will make submissions to the Commission with the aim that our reset limits are achieable and in the long term igher interest epense (0.) . Columnsprocess, wemarked will make with ansubmissions asterisk to are the Commission with the aim that our reset limits are achieable and in the long term igher interest epense (0.) interests of our customers. igher network maintenance epense (1.) statedinterests gross of our – before customers. normalis ing for maor igher network maintenance epense (1.) igher interest rate swap revaluation epense (2.) . Columnseents. marked with an asterisk are igher interest rate swap revaluation epense (2.) . Columns marked with an asterisk are igher other epenses (2.) stated gross – before normalising for maor igher other epenses (2.) . statedAs Christchurch gross – before has spread normalis westing post for maor ther (0.2) eents. ther eents.earthuake, it has become difficult to (0.2) (5.) (5.) . Asdefine Christchurch a split between has spread urban west and rural.post e ote . As Christchurch has spread west post earthhae thereforeuake, it has changed become to twodifficult regions. to ote earthuake, it has become difficult to ebt is defined as interest bearing group borrowings, net of cash and cash euivalents. uity is defined as shareholders’ equity. Regiondefine a A split is largely between supplied urban from and rural. e ebt is defined as interest bearing group borrowings, net of cash and cash euivalents. uity is defined as shareholders’ equity. define a split between urban and rural. e

Transpower’shae therefore Islington changed and to two Bromley regions. grid hae therefore changed to two regions. exitRegion points. A is Regionlargely supplied is largely from supplied Region A is largely supplied from Transpower’sfrom other grid Islington exit points. and Bromley grid Transpower’s Islington and Bromley grid exit points. Region is largely supplied exit points. Region is largely supplied from other grid exit points. from other grid exit points.

66 67 udited osolidated iaial stateets rio ew ealad iited year eded arh Audited consolidated financial statements Orion ew ealand imited year ended 1 arch 19 udited osolidated iaial stateets rio ew ealad iited year eded arh Audited consolidated financial statements Orion ew ealand imited year ended 1 arch 19 udited osolidated iaial stateets rio ew ealad iited year eded arh Audited consolidated financial statements Orion ew ealand imited year ended 1 arch 19

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. or with the hristhurh ity ouil oeret aeies ad roerty deeloers to suort the rebuild Introduction Introduction . or with the hristhurh ity ouil oeret aeies ad roerty deeloers to suort the rebuild Introduction aret date oi e aim to be environmentally responsible consistent with our principal objective to operate as a successful business. e review our e aim to be environmentally responsible consistent with our principal objective to operate as a successful business. e review our aret date oi overarchinge aim to be environmental environmentally policy responsible at regular c onsistentintervals withand weour publish principal it onobjective our website. to operate as a successful business. e review our tatus hieed overarching environmental policy at regular intervals and we publish it on our website. tatus hieed overarching environmental policy at regular intervals and we publish it on our website. tatus hieed

e otiue to wor with these arties o a ooi basis. ah deeloet eeds to be idiidually assessed. ur ais are to eroide otiue reat to ustoer wor with serie these artiesto iiise o a etwor ooi outaes basis. ah ad deeloetto rotet the eeds iterity to be o idiiduallyour etwor. assessed. ur ais are to 1. Comply with applicable environmental legislation 1. Comply with applicable environmental legislation roide reat ustoer serie to iiise etwor outaes ad to rotet the iterity o our etwor. 1. Comply with applicable environmental legislation Target date Ongoing Target date Ongoing Target date Ongoing 2. stall a ew eed to yttelto tatus Achieved tatus Achieved 2. stall a ew eed to yttelto tatus Achieved aret date arh e are committed to being environmentally responsible consistent with our principal objective to operate as a successful business. e are committed to being environmentally responsible consistent with our principal objective to operate as a successful business. aret date arh Thee areboard committed approves to our being overarching environmentally environmental responsible policy consistent at least annually with our and principal we publish objective it on toour operate website as. a successful business. tatus ubstatially ahieed The board approves our overarching environmental policy at least annually and we publish it on our website. The board approves our overarching environmental policy at least annually and we publish it on our website. tatus ubstatially ahieed Our most significant impacts or potential environmental impacts are he yttelto ort is a iortat lielies aility or the ity ad reio so it is iortat that our eed to the area is resiliet ad Our most significant impacts or potential environmental impacts are Our most significant impacts or potential environmental impacts are reliable.he yttelto additio ort is to a the iortat urade welielies ade aility to our or the oerhead ity ad lie reio to yttelto so it is iortati we that la oured eed to istall to the a areasearate is resiliet able ad  our carbon footprint reliable. additio to the urade we ade to our oerhead lie to yttelto i we laed to istall a searate able  our carbon footprint reliable.to yttelto additio i . to the urade we ade to our oerhead lie to yttelto i we laed to istall a searate able  our carbon footprint  sulphur heafluoride F gas losses to the atmosphere from our networ euipment to yttelto i .  sulphur heafluoride F gas losses to the atmosphere from our networ euipment  sulphur heafluoride F gas losses to the atmosphere from our networ euipment t arh we had oleted the rearatio wors withi the tuel ad surroudi areas. he able istall was oleted  uncontained oil spills from our networ transformers. t arh we had oleted the rearatio wors withi the tuel ad surroudi areas. he able istall was oleted  uncontained oil spills from our networ transformers. i ay ad will be oissioed by uly .  uncontained oil spills from our networ transformers. i ay ad will be oissioed by uly . Our targets for these three ey issues are below. Our targets for these three ey issues are below. Our targets for these three ey issues are below.

3. elae the outdoor iruit breaers at our slito oe substatio

3. elae the outdoor iruit breaers at our slito oe substatio 2. easure our carbon footprint for our operations and identify options to reduce it 2. easure our carbon footprint for our operations and identify options to reduce it aret date arh 2. easure our carbon footprint for our operations and identify options to reduce it aret date arh Target date 1 arch 19 Target date 1 arch 19 tatus elayed Target date 1 arch 19 tatus elayed tatus Achieved tatus Achieved e la to relae these with idoor iruit breaers i a urosebuilt swith roo. his roet is art o our ooi asset lieyle tatus Achieved eaaeet la to relae ad urades these with o idoorloal sur iruit assets breaers that we i haea urose aquiredbuilt ro swith rasower roo. his sie roet . is heart outdooro our ooi breaers asset are lieyleeari e have measured our carbon emissions for FY1 with the assistance of nviroar and consistent with the Protocol aaeet ad urades o loal sur assets that we hae aquired ro rasower sie . he outdoor breaers are eari e have measured our carbon emissions for FY1 with the assistance of nviroar and consistent with the Protocol edaaeetolie. he ad ew urades buildi o hasloal bee sur oleted assets that ad we haewe eet aquired that ro the rasowerbalae o the sie wor . will he be outdooroleted breaers i early are . eari eCorporate have measured Accounting our and carbon eporting emissions tandard. for FY1 with the assistance of nviroar and consistent with the Protocol edolie. he ew buildi has bee oleted ad we eet that the balae o the wor will be oleted i early . Corporate Accounting and eporting tandard. ediestiatioolie. he we ewhad tobuildi reoiure has bee our etworoleted beore ad wewe eetould tae that these the balaeiruit breaers o the wor out owill serie. be oleted i early . Corporate Accounting and eporting tandard. Our unaudited carbon footprint measurement for the company ecluding Connetics for FY1 is rounded iestiatio we had to reoiure our etwor beore we ould tae these iruit breaers out o serie. Our unaudited carbon footprint measurement for the company ecluding Connetics for FY1 is rounded Our unaudited carbon footprint measurement for the company ecluding Connetics for FY1 is rounded Approimate Approimate stall a seod trasorer at our aiaariri oe substatio Apptroonnimesa otef 4. stall a seod trasorer at our aiaariri oe substatio Protocol scope categories tonnes of Protocol scope categories tonneCsO of 4. stall a seod trasorer at our aiaariri oe substatio Protocol scope categories CO euivaCleOnt aret date arh euivalent aret date arh euivalent cope 1 – direct emissions from sources that the company owns or controls. tatus hieed cope 1 – direct emissions from sources that the company owns or controls. tatus hieed cope 1 – direct emissions from sources that the company owns or controls. his roet suorts otiued load rowth i the orth o hristhurh ad hels aitai our seurity o suly stadards. or cope – indirect emissions from electricity the group purchases and from electrical losses from electricity cope – indirect emissions from electricity the group purchases and from electrical losses from electricity 1 washis oletedroet suorts earlier otiued this year. load rowth i the orth o hristhurh ad hels aitai our seurity o suly stadards. or copethat naturally – indirect occur emissions as passes from through electricity our networ. the group Over purchases 9 of this and category from electrical is due to losses electrical from losses. electricity 1 was oleted earlier this year. that naturally occur as passes through our networ. Over 9 of this category is due to electrical losses. 1 was oleted earlier this year. that naturally occur as passes through our networ. Over 9 of this category is due to electrical losses. cope – mandatory emissions from sources that the group doesn’t own or control. cope – mandatory emissions from sources that the group doesn’t own or control. cope – mandatory emissions from sources that the group doesn’t own or control. cope – optional emissions from embodied carbon in the assets we installed on our electricity distribution cope – optional emissions from embodied carbon in the assets we installed on our electricity distribution networcope –in optional FY1. emissions from embodied carbon in the assets we installed on our electricity distribution networ in FY1. networ in FY1.

Our total carbon footprint of tonnes euates to just over .1 tonne per customer connection for our electricity distribution Our total carbon footprint of tonnes euates to just over .1 tonne per customer connection for our electricity distribution networ.Our total carbon footprint of tonnes euates to just over .1 tonne per customer connection for our electricity distribution networ. networ. Approimately 9 of our annual carbon footprint is out of our direct control and is caused by Approimately 9 of our annual carbon footprint is out of our direct control and is caused by Approimately 9 of our annual carbon footprint is out of our direct control and is caused by  electrical losses as electricity passes through our electricity distribution networ  electrical losses as electricity passes through our electricity distribution networ  electrical losses as electricity passes through our electricity distribution networ  embodied carbon in new assets that we install on our networ each year – for eample cables transformers switchgear  embodied carbon in new assets that we install on our networ each year – for eample cables transformers switchgear  protectionembodied carboneuipment in new and assets support that structures. we install on our networ each year – for eample cables transformers switchgear protection euipment and support structures. protection euipment and support structures.

9 9 9 68 69

udited osolidated iaial stateets rio ew ealad iited year eded arh udited consolidated financial statements rion e ealand imited year ended March udited osolidated iaial stateets rio ew ealad iited year eded arh udited consolidated financial statements rion e ealand imited year ended March udited osolidated iaial stateets rio ew ealad iited year eded arh udited consolidated financial statements rion e ealand imited year ended March

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6. ontinue to sponsor ommunity nergy ction 2. easure our arbo ootrit or our oeratios ad idetiy otios to redue it otiued 6. ontinue to sponsor ommunity nergy ction 2. easure our arbo ootrit or our oeratios ad idetiy otios to redue it otiued 6. ontinue to sponsor ommunity nergy ction arget date ngoing arget date ngoing We class these emissions as ‘intractable’ and do not expect them to alter significantly over time. arget date ngoing Status chieved We class these emissions as ‘intractable’ and do not expect them to alter significantly over time. Status chieved or those eissios where rio has a easure o otrol we hae idetiied iitial otios to redue our arbo ootrit iludi Status chieved We have sponsored and supported since its inception in . or those eissios where rio has a easure o otrol we hae idetiied iitial otios to redue our arbo ootrit iludi We have sponsored and supported since its inception in .  reiewi our leet aaeet stratey We have sponsored and supported since its inception in . aims to  reiewi our leet aaeet stratey aims to aims to  iestiati use o biouels  provide advice and education to our local community  iestiati use o biouels  provide advice and education to our local community  provide advice and education to our local community  iroi eiiey o eletriity use  provide leadership and advocacy ithin our community and on a national level  iroi eiiey o eletriity use  provide leadership and advocacy ithin our community and on a national level  provide leadership and advocacy ithin our community and on a national level  iestiati alteraties to use o ases i our etwor equiet.  ensure relevant energy efficiency solutions are available to all households in our community.  iestiati alteraties to use o ases i our etwor equiet.  ensure relevant energy efficiency solutions are available to all households in our community. uri we will  ensure relevant energy efficiency solutions are available to all households in our community. We have made financial sponsorship grants to of per year for many years. We continued that level of sponsorship in uri we will We have made financial sponsorship grants to of per year for many years. We continued that level of sponsorship in FY19.We have More made than financial 20,000 localsponsorship homes havegrants benefited to offrom CEA’s perservices. year for many years. We continued that level of sponsorship in  oissio a ideedet audit o our arbo ootrit ad our easureet roess FY19. More than 20,000 local homes have benefited from CEA’s services.  oissio a ideedet audit o our arbo ootrit ad our easureet roess FY19. More than 20,000 local homes have benefited from CEA’s services.

 urther iestiate ad ost our arbo redutio otios  urther iestiate ad ost our arbo redutio otios . ave at least public electric vehicle V charge stations installed around our region  wor with oetis to easure its arbo eissios ad idetiy otios to redue the. itial idiatios are that oetics’ . ave at least public electric vehicle V charge stations installed around our region  wor with oetis to easure its arbo eissios ad idetiy otios to redue the. itial idiatios are that oetics’ aual eissios are aroiately toes o equialet aroud o whih is ade u o leet ad eerator . ave at least public electric vehicle V charge stations installed around our region aual eissios are aroiately toes o equialet aroud o whih is ade u o leet ad eerator arget date March eissios. arget date March eissios. arget date March Status nder revie Status nder revie Status nder revie Our research tells us that the vast majority of EV charging will be done at home. Research also tells us that EV ‘range anxiety’ is an 3. otiue to udertae ad eourae dead side aaeet Our research tells us that the vast majority of EV charging will be done at home. Research also tells us that EV ‘range anxiety’ is an 3. otiue to udertae ad eourae dead side aaeet impedimentOur research to tells customers us that theconverting vast majority to Vs. of n EV order charging to reduce will be range done anxiety at home. e Research and our partners also tells hav use that so farEV installed‘range anxie ty’ is an 3. otiue to udertae ad eourae dead side aaeet impediment to customers converting to Vs. n order to reduce range anxiety e and our partners have so far installed impediment to customers converting to Vs. n order to reduce range anxiety e and our partners have so far installed aret date oi  charge stations at our head office site that the public may use free of charge during eekday ork hours last year aret date oi  charge stations at our head office site that the public may use free of charge during eekday ork hours last year  charge stations at our head office site that the public may use free of charge during eekday ork hours last year tatus hieed  6 public charge stations around our region last year . tatus hieed  6 public charge stations around our region last year .  6 public charge stations around our region last year . ur iitiaties ai to redue etwor eas so as to redue eletrial losses reet oer iestet i etwor assets ad ur iitiaties ai to redue etwor eas so as to redue eletrial losses reet oer iestet i etwor assets ad ur charger sites are easy to locate on the popular V app – plugshare. redue the eed or ossil uel eeratio duri ea dead eriods. ur charger sites are easy to locate on the popular V app – plugshare. redue the eed or ossil uel eeratio duri ea dead eriods. ur charger sites are easy to locate on the popular V app – plugshare. We have achieved our obective of seeding the market and e are currently revieing our V charge station strategy. ey eleets o our iitiaties are We have achieved our obective of seeding the market and e are currently revieing our V charge station strategy. ey eleets o our iitiaties are We have achieved our obective of seeding the market and e are currently revieing our V charge station strategy.

 our ostreletie etwor rii – whih ais to relet the osts o roidi our etwor deliery serie. ur rii hels  our ostreletie etwor rii – whih ais to relet the osts o roidi our etwor deliery serie. ur rii hels our ustoers to ae eiiet deisios about whih or o eery to use ad whe to use it whih otributes to oerall . Convert 30% of Orion’s operation passenger vehicle fleet to electric drive capability our ustoers to ae eiiet deisios about whih or o eery to use ad whe to use it whih otributes to oerall . Convert 30% of Orion’s operation passenger vehicle fleet to electric drive capability eooi welare ad loter arbo sais . Convert 30% of Orion’s operation passenger vehicle fleet to electric drive capability eooi welare ad loter arbo sais arget date March arget date March  our residetial hot water ylider load aaeet – whih hels us shit dead away ro ea dead eriods arget date March  our residetial hot water ylider load aaeet – whih hels us shit dead away ro ea dead eriods Status chieved Status chieved  our ollaboratio with other eletriity distributors o the uer outh slad etralised load aaeet otrol syste – Status chieved  our ollaboratio with other eletriity distributors o the uer outh slad etralised load aaeet otrol syste – We have achieved this target ith of our operational passenger fleet already converted last year . whih hels to redue trasissio syste eas. We have achieved this target ith of our operational passenger fleet already converted last year . whih hels to redue trasissio syste eas. We have achieved this target ith of our operational passenger fleet already converted last year .

. ee aual as losses below . er year . ee aual as losses below . er year aret date oi aret date oi tatus hieed tatus hieed Most of our 66kV circuit breakers use SF6 gas as the interruption medium. We haven’t yet found a iable auu otio or this Most of our 66kV circuit breakers use SF6 gas as the interruption medium. We haven’t yet found a iable auu otio or this oltae. our eoradu o uderstadi with the iistry or the iroet we oit to eei aual as losses oltae. our eoradu o uderstadi with the iistry or the iroet we oit to eei aual as losses below o the total otaied i our etwor equiet. e hae doueted roedures to assist us to ahiee that oitet. below o the total otaied i our etwor equiet. e hae doueted roedures to assist us to ahiee that oitet. ur losses i were less tha . last year less tha .. ur losses i were less tha . last year less tha ..

. ee ootaied oil sills to il . ee ootaied oil sills to il aret date oi aret date oi tatus hieed tatus hieed e hae istalled oil otaiet budi at our oe substatios that hae oililled trasorers. e also hae doueted oil e hae istalled oil otaiet budi at our oe substatios that hae oililled trasorers. e also hae doueted oil sill itiatio roedures to quily ad eetiely deal with iidets should they our. uri the year we had o siiiat sill itiatio roedures to quily ad eetiely deal with iidets should they our. uri the year we had o siiiat aderse oil sill iidets last year il. aderse oil sill iidets last year il.

70 71 Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019 Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019 Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019 Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019 Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019 Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019

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1. o serious safety events involving our employees or our contractors 3. romote our local public safety education and awareness programme in the safe use of electricity 3. romote our local public safety education and awareness programme in the safe use of electricity 1. argeto ser idateous s a Ongoingfety even ts involving our employees or our contractors 3. romote our local public safety education and awareness programme in the safe use of electricity arget date Ongoing arget date Ongoing tatusarget dateot achieved Ongoing arget date Ongoing tatus Achieved tatus Achieved histatus target ot coversachieved Orion and Connetics, and external contractors. e define a serious event as a notifiable event, as per section 2 of tatus Achieved his target covers Orion and Connetics, and external contractors. e define a serious event as a notifiable event, as per section 2 of Our public safety programme covers issues such as Our public safety programme covers issues such as thehis ealth target andcovers afety Orion at orand Connetics, Act 201. fand there external is doubt, contractors. we classify e event defines as a serious.serious event e are as focused a notifiable on continuous event, as per improvement section 2 of Our public safety programme covers issues such as  tree owner responsibilities near overhead lines theour ealthsafety managementand afety at systems,or Act and201. our f therefocus isis doubt,to prevent we classify serious event safetys events.as serious. e are focused on continuous improvement of  tree owner responsibilities near overhead lines  tree owner responsibilities near overhead lines our safety management systems, and our focus is to prevent serious safety events.  close approach to lines with irrigators and other operators of plant e had six serious events involving six group employees during the year  close approach to lines with irrigators and other operators of plant  close approach to lines with irrigators and other operators of plant e hadone sixreceived serious a moderateevents involving injury, sixwith group 20 da employeesys of lost time during and the ten year days on restricted duties  scaffolding near lines  one received a moderate injury, with 20 days of lost time and ten days on restricted duties  scaffolding near lines  scaffolding near lines  twoone received minora moderate injuries, injury, with with no lost 20 da timeys of lost time and ten days on restricted duties  householder maintenance near lines  two received minor injuries, with no lost time  householder maintenance near lines  householder maintenance near lines  threetwo received received minor no injuries. injuries, with no lost time  digging near underground cables  three received no injuries.  digging near underground cables  digging near underground cables  three received no injuries.  moving high loads such as houses or large boats e employed people across the group on average during the year.  moving high loads such as houses or large boats  moving high loads such as houses or large boats e employed people across the group on average during the year.  safety and security near electrical euipment. Our contractors had three serious events involving three contractor employees during the year  safety and security near electrical euipment.  safety and security near electrical euipment. Our onecontractors received had a serious three seriousinjury events involving three contractor employees during the year e especially target contractors and their principals that are exposed to significant haards in the field and, in particular, those involved  one received a serious injury e especially target contractors and their principals that are exposed to significant haards in the field and, in particular, those involved e especially target contractors and their principals that are exposed to significant haards in the field and, in particular, those involved  one received a serious injury in the wider postuae rebuild. e deliver our messages through our website, community shows, presentations to targeted groups  two received no injuries. in the wider postuae rebuild. e deliver our messages through our website, community shows, presentations to targeted groups andin the through wider postregularuae media rebuild. outlets e such deliver as local our messagesnewspapers through and radio. our website, community shows, presentations to targeted groups and through regular media outlets such as local newspapers and radio.  two received no injuries. and through regular media outlets such as local newspapers and radio. e and our contractors where applicable have investigated all nine events noted above, and implemented corrective actions. orafe has a mandatory code of practice for woring within four metres of overhead networs and there are industry best practice Following notification, orsafe decided to not investigate any of the nine events further. orafe has a mandatory code of practice for woring within four metres of overhead networs and there are industry best practice e and our contractors where applicable have investigated all nine events noted above, and implemented corrective actions. guidesorafe for hasworing a mandatory near our code underground of practice networ for woring and for within transport four metres of high of loads. overhead Our written networs consent and there is reuired are industry to allow best suc prhactice wor guides for woring near our underground networ and for transport of high loads. Our written consent is reuired to allow such wor Following notification, orsafe decided to not investigate any of the nine events further. toguides be undertaen for woring near near our our networ. underground networ and for transport of high loads. Our written consent is reuired to allow such wor ome of our initiatives during the year have been to to be undertaen near our networ. to be undertaen near our networ.  ome implement of our initiatives a new uality, during ealth, the year afety have beenand Environment to Assurance programme and undertae internal audits of our processes and procedures  implement a new uality, ealth, afety and Environment Assurance programme and undertae internal audits of our processes and procedures  conduct a fatigue review  conduct a fatigue review  install defibrillators in our field response vehicles  install defibrillators in our field response vehicles  run health and safety refresher courses for all Orion staff.

 run health and safety refresher courses for all Orion staff.

2. o serious events involving members of the public

2. aro getser idateous e v Ongoingents invo lving members of the public

artatusget dateAchieved Ongoing

uringtatus theAchieved year there were no accidents excluding car versus pole traffic accidents involving members of the public last year one event, which did not result in an injury. event,uring which the year did therenot result were in no an accidents injury. excluding car versus pole traffic accidents involving members of the public last year one event, which did not result in an injury.

3 2 3 3 72 2 73

Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019 udited consolidated financial statements rion New ealand imited year ended 31 arch 201 Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019 udited consolidated financial statements rion New ealand imited year ended 31 arch 201 Audited consolidated financial statements Orion ew ealand imited year ended 31 March 2019 udited consolidated financial statements rion New ealand imited year ended 31 arch 201

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5. ndertake diversity inclusion training for all rion employees 5. ndertake diversity inclusion training for all rion employees 1.1. AAcchhiieevvee vvoolluunnttaarryy aannnnuuaall ssttaaffff ttuurrnnoovveerr ooff lleessss tthhaann % ffoorr Orriioonn aanndd lleessss tthhaann 1100% ffoorr Coonnnneettiiccss 1. Achieve voluntary annual staff turnover of less than % for Orion and less than 10% for Connetics 5. Targetndert date:ake d i v31er ctobersity in c2018lusio n training for all rion employees Target date: 31 ctober 2018 argetarget datedate OngoingOngoing arget date Ongoing tatus:Target date:chieved 31 ctober 2018 tatus: chieved tatustatus AchievedAchieved tatus Achieved urtatus: obectives chieved are to achieve an inclusive culture and environment, where diversity is valued and embraced. n this regard it is vital hese targets exclude the impacts of employees leaving for reasons of retirement, redundancy or on completion of a fixed term or ur obectives are to achieve an inclusive culture and environment, where diversity is valued and embraced. n this regard it is vital hese targets exclude the impacts of employees leaving for reasons of retirement, redundancy or on completion of a fixed term or that we engage with our people so that we all understand what we want to achieve and why. hese targets exclude the impacts of employees leaving for reasons of retirement, redundancy or on completion of a fixed term or urthat obectiveswe engage are with to our achieve peopl ane so inclusive that we cultureall understand and environment, what we want where to achieve diversity and is valuedwhy. and embraced. n this regard it is vital casualcasual empemploymentloyment contractcontract oror disciplinarydisciplinary related.related. casual employment contract or disciplinary related. urthat peoplewe engage have with participated our peopl ine Treatyso that of we aitangi all understand and aori what competency we want to training, achieve andand signwhy. language awareness sessions. ur people have participated in Treaty of aitangi and aori competency training, and sign language awareness sessions. uring the year employeeemployee turnoverturnover waswas uring the year employee turnover was eur have people also have piloted participated unconscious in Treaty bias trainingof aitangi. and aori competency training, and sign language awareness sessions.  ..% for Orion last year ..% e have also piloted unconscious bias training.  .% for Orion last year .% ollowinge have also this piloted initial e unconsciousngagement stage, bias training we will. set further targets for this area.  .1.1% for Connetics lastlast yearyear 12.212.2%. ollowing this initial engagement stage, we will set further targets for this area.  .1% for Connetics last year 12.2%. ollowing this initial engagement stage, we will set further targets for this area.

22.. EEnnssuurree ssuussttaaiinnaabbllee nneettwoorr aasssseett maannaaggeemeenntt ccoomppeetteennccee vviiaa oouurr Orriioonn eennggiinneeeerriinngg ddeevveellooppmeenntt pprrooggrraammee 2. Ensure sustainable networ asset management competence via our Orion engineering development programme argetarget datedate OngoingOngoing arget date Ongoing tatustatus AchievedAchieved tatus Achieved Our programme continues to successfully develop and place talented and motivated people into ey positions in our business. ee Our programme continues to successfully develop and place talented and motivated people into ey positions in our business. e advertiseadvertise internallyinternally andand externallyexternally forfor candidates.candidates. uccessfuluccessful candidatescandidates areare selectedselected onon merit.merit. advertise internally and externally for candidates. uccessful candidates are selected on merit. EngineeringEngineering traineestrainees areare trainedtrained andand gaingain worwor experienceexperience inin thethe business,business, withwith aa viewview toto placingplacing themthem inin areasareas wherewhere therethere aarere currentcurrent Engineering trainees are trained and gain wor experience in the business, with a view to placing them in areas where there are current oror forecastforecast sillsill shortagesshortages andorandor successionsuccession opportunities.opportunities. raineesrainees usuallyusually completecomplete thethe programmeprogramme inin threethree toto fourfour years,years, andand areare or forecast sill shortages andor succession opportunities. rainees usually complete the programme in three to four years, and are thenthen offeredoffered rolesroles inin thethe company.company. then offered roles in the company. AsAs atat 3131 March 2019,, sixsix employeesemployees werewere inin thethe OrionOrion engineeringengineering developmentdevelopment programmeprogramme euivalenteuivalent datedate lastlast yearyear six.six. As at 31 March 2019, six employees were in the Orion engineering development programme euivalent date last year six.

33.. EEnnssuurree ssuussttaaiinnaabbllee ccoonnttrraaccttiinngg ssiillllss ccoomppeetteennccee vviiaa oouurr Coonnnneettiiccss aapppprreennttiiccee sscchheemee 3. Ensure sustainable contracting sills competence via our Connetics apprentice scheme argetarget datedate OngoingOngoing arget date Ongoing tatustatus AchievedAchieved tatus Achieved Connetics will continue with this scheme to ensure that our ey contracting subsidiary company sustainably develops and improvesves itsits Connetics will continue with this scheme to ensure that our ey contracting subsidiary company sustainably develops and improves its industryindustry competencies.competencies. industry competencies. AsAs atat 3131 March 2019,, ConneticsConnetics employedemployed 33 apprenticeapprenticess lastlast yearyear 22 asas followsfollows As at 31 March 2019, Connetics employed 3 apprentices last year 2 as follows  11 electricalelectrical –– includingincluding substations,substations, streetstreet lightinglighting andand widerwider electricianelectrician unitsunits  1 electrical – including substations, street lighting and wider electrician units  1919 multi sill –– overheadoverhead lineslines andand undergroundunderground cables.cables.  19 multi sill – overhead lines and underground cables.

.. uuppppoorrtt tthhee AArraa nnssttiittuuttee ooff Caanntteerrbbuurryy ttrraaddeess iinnnnoovvaattiioonn cceennttrree . upport the Ara nstitute of Canterbury trades innovation centre argetarget datedate OngoingOngoing arget date Ongoing tatustatus AchievedAchieved tatus Achieved AraAra hashas aa simulatedsimulated subdivisionsubdivision atat itsits ullivanullivan AvenueAvenue site,site, wherewhere tradestrades traineestrainees cancan bebe trainedtrained inin realreal lifelife situations.situations. hhee facilityfacility isis Ara has a simulated subdivision at its ullivan Avenue site, where trades trainees can be trained in real life situations. he facility is fullyfully operationaloperational forfor electricityelectricity distributiondistribution –– includinincludingg overheadoverhead lines,lines, undergroundunderground cablescables andand substationssubstations –– andand it’sit’s anan importantimportant fully operational for electricity distribution – including overhead lines, underground cables and substations – and it’s an important partpart ofof ourour competencecompetence trainingtraining forfor ourour employees,employees, forfor ourour contractorscontractors andand forfor thethe industry.industry. ee continuecontinue toto supportsupport thisthis facifacilitylity toto part of our competence training for our employees, for our contractors and for the industry. e continue to support this facility to ensureensure itit remainsremains relevant.relevant. ensure it remains relevant.

75 75 74 75 75

Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019 udted consoldated fnancal statements ron ew ealand mted ear ended arch Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019

Audit New Zealand independent auditor’s report continued Audited consolidated financial statements - Orion New Zealand Limited - year ended 31 March 2019 AuditedAudit consolidated New financialZealand statements independent - Orion New Zealand Limited auditor’s - year ended 31 report March 2019 continued

Audit New Zealand independentInd eauditor’spendent Auditor ’reports Report Audit New Zealand independent auditor’s report continued

To the readers of Orion New Zealand Limited group’s financial statements and performance nformaton for the ear ended arch Independent Auditor’s Report As part of an audit in accordance with the Auditor-General’s Auditing Standards, we exercise professional judgement and maintain professional he udtoreneral s the audtor of ron ew ealand mted group the group. he udtoreneral has apponted me ohn ace usng As part of an audit in accordance with the Auditor-General’s Auditing Standards, we exercise professional judgement and maintain professional he udtoreneral s the audtor of ron ew ealand mted group the group. he udtoreneral has apponted me ohn ace usng scepticism throughout the audit. Also: the staff and resources of udt ew ealand to carr out the audt of the fnancal statements and the performance statements of the group on scepticism throughout the audit. Also: hs ehalf.To the readers of Orion New Zealand Limited group’s financial statements and performance information for the year ended 31 March 2019 • We identify and assess the risks of material misstatement of the financial statements and the performance statements, whether due to fraud or • We identify and assess the risks of material misstatement of the financial statements and the performance statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis Thepn Auditoron on- tGeneralhe fna isn ctheal auditorstatem ofen Orionts an Newd the Zealand perfor mLimitedance groupstate m(theen group).ts The Auditor-General has appointed me, John Mackey, using the staff and As parterror, of andesign audit and in accordance perform audit with procedures the Auditor responsive-General’s to Auditing those risks, Standards, and obtain we exercise audit evidence professional that isjudgement sufficient and maintainappropriate professional to provide a basis pnon on the fnancal statements and the performance statements for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than one resulting from error, as fraud may involve eresources hae audtedof Audit New Zealand, to carry out the audit of the financial statements and the performance statements of the group on his behalf. scepticismfor our throughout opinion. The the risk audit. of not Also: detecting a material misstatement resulting from fraud is higher than one resulting from error, as fraud may involve e hae audted collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Opinionthe fnancalon the financial statements statements of the andgroup the on performance pages to statements that comprse the statement of fnancal poston as at arch the • We identify and assess the risks of material misstatement of the financial statements and the performance statements, whether due to fraud or  the fnancal statements of the group on pages to that comprse the statement of fnancal poston as at arch the • We obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, We havestatement audited: of comprehense ncome statement of changes n eut and statement of cash flows for the ear ended on that date and • error,We obtain design an and understanding perform audit of internalprocedures control responsive relevant to to those the audit risks, in and order obtain to design audit evidenceaudit procedures that is sufficient that are andappropriate appropriate in the to circumstances,provide a basis statement of comprehense ncome statement of changes n eut and statement of cash flows for the ear ended on that date and but not for the purpose of expressing an opinion on the effectiveness of the group’s internal control. the notes to the fnancal statements that nclude accountng polces and other eplanator nformaton and the performance forbut ournot opinion.for the purpose The risk ofof expressingnot detecting an opiniona material on misstatementthe effectiveness resulting of the from group’s fraud internal is higher control. than one resulting from error, as fraud may involve • the financial statements of the group on pages 41 to 65, that comprise the statement of financial position as at 31 March 2019, the statement of statements of the group on pages to . • collusion,We evaluate forgery, the appropriateness intentional omissions, of the reported misrepresentations, performance or statements the override within of internal the group’s control. framework for reporting its performance; comprehensive income, statement of changes in equity and statement of cash flows for the year ended on that date and the notes to the financial • We evaluate the appropriateness of the reported performance statements within the group’s framework for reporting its performance; n ourstatements opnon that include accounting policies and other explanatory information; and the performance statements of the group on pages 66 to 75. • We obtainevaluate an the understanding appropriateness of internal of accounting control relevantpolicies usedto the and audit the in reasonableness order to design of audit accounting procedures estimates that are and appropriate related disclo in suresthe circumstances, made by the • We evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the butBoard not of for Directors the purpose. of expressing an opinion on the effectiveness of the group’s internal control. In ourthe opinion: fnancal statements of the group Board of Directors. • We concludeevaluate theon theappropriateness appropriateness of the of thereported use of performance the going conc statementsern basis ofwithin accounting the group’s by the framework Board of Directors for reporting and, itsbased perform on theance; audit • the financialpresent statementsfarl n all of materal the group: respects • We conclude on the appropriateness of the use of the going concern basis of accounting by the Board of Directors and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group’s ability to • evidenceWe evaluate obtained, the appropriateness whether a material of accounting uncertainty policies exists used related and tothe events reasonableness or conditions of accounting that may cast estimates significant and doubt related on disclosures the group’s made ability by to the ¡  ts fnancal poston as at arch and continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the present fairly, in all material respects: continueBoard of Directorsas a going. concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements and performance statements or, if such disclosures are inadequate, to modify our opinion. Our • ts fnancal performance and cash flows for the ear then ended and related disclosures in the financial statements and performance statements or, if such disclosures are inadequate, to modify our opinion. Our its financial position as at 31 March 2019; and • concWe concludelusions are on based the appropriateness on the audit evidence of the use obtained of the upgoing to theconcern date ofbasis our of auditor’s accounting report. by the However, Board of future Directors events and, or basedconditions on the may audit cause the conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the  groupevidence to ceaseobtained to continue, whether as a amaterial going concern. uncertainty exists related to events or conditions that may cast significant doubt on the group’s ability to  compl• its financial wth generall performance accepted and cashaccountng flows for practce the year n then ew ended; ealand and n accordance wth ew ealand eualents to nternatonal group to cease to continue as a going concern. nancal eportng tandards and continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the • We evaluate the overall presentation, structure and content of the financial statements and the performance statements, including the ¡ comply with generally accepted accounting practice in New Zealand in accordance with New Zealand equivalents to International Financial • Werelated evaluate disclosures the overall in the presentation, financial statements structure and and performance content of the statements financial or,statements if such disclosures and the performance are inadequate, statements, to modify including our opinion. the Our disclosures, and whether the financial statements and the performance statements represent the underlying transactions and events in a manner  the performanceReporting Standards; statements and of the group presents farl n all materal respects the group’s acheements measured aganst the disclosures,conclusions areand basedwhether on the financialaudit evidence statements obtained and upthe to performance the date of ourstatements auditor’s represent report. Ho thewever, underlying future transactionsevents or conditions and events may in cause a manner the performance targets adopted for the ear ended arch . that achieves fair presentation. performance targets adopted for the ear ended arch . thatgroup achieves to cease fair to presentation.continue as a going concern. • the performance statements of the group presents fairly, in all material respects, the group’s achievements measured against the performance ur audt was completed on une . hs s the date at whch our opnon s epressed. We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, ur audttargets was adopted completed for the on year une ended 31. Marchhs s 2019.the date at whch our opnon s epressed. We• communicateWe evaluate the with overall the Board presentation, of Directors structure regarding, and amongcontent other of the matters, financial the statements planned scope and the and performance timing of the statements, audit and significant including theaudit findings, including any significant deficiencies in internal control that we identify during our audit. includingdisclosures, any significant and whether deficiencies the financial in internal statements control and that the we performance identify during statements our audit. represent the underlying transactions and events in a manner heOur auditass was for ourcompleted opnon on s 7 eplaned June 2019. elow. This is then addton date at which we outlne our opinion the responsltes is expressed. of the oard of rectors and our responsltes relatng to the fnancal statements and the performance statements we comment on other nformaton and we eplan our ndependence. Our responsibilitiesthat achieves fair arise presentation. from the Public Audit Act 2001. Our responsibilities arise from the Public Audit Act 2001. The basis for our opinion is explained below. In addition, we outline the responsibilities of the Board of Directors and our responsibilities relating to the We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, financialass fo rstatements our opn oandn the performance statements, we comment on other information, and we explain our independence. Other information Otherincluding information any significant deficiencies in internal control that we identify during our audit. e carred out our audt n accordance wth the udtorGeneral’s Auditing Standards, which incorporate the Professional and Ethical The Board of Directors is responsible for the other information. The other information comprises the information included on pages 2 to 39 and 78 Basis for our opinion The Board of Directors is responsible for the other information. The other information comprises the information included on pages 2 to 39 and 78 tandards and the nternatonal tandards on udtng ew ealand ssued the ew ealand udtng and ssurance tandards oard. onwards,Our responsibilities but does not arise include from the Publicfinancial Audit statements Act 2001. and the performance statements, and our auditor’s report thereon. onwards, but does not include the financial statements and the performance statements, and our auditor’s report thereon. urWe carriedresponsltes out our audit under in accordance those standards with the are Auditor further-General’s descred Auditing n the Standards, esponsltes which incorporate of the audtor the Professional secton of our and report. Ethical Standards and OurOther opinion information on the financial statements and the performance statements does not cover the other information and we do not express any form of the International Standards on Auditing (New Zealand) issued by the New Zealand Auditing and Assurance Standards Board. Our responsibilities under Our opinion on the financial statements and the performance statements does not cover the other information and we do not express any form of e hae fulflled our responsltes n accordance wth the udtorGeneral’s Auditing Standards. audit opinion or assurance conclusion thereon. those standards are further described in the Responsibilities of the auditor section of our report. auditThe Board opinion of Directorsor assurance is responsible conclusion for thereon. the other information. The other information comprises the information included on pages 2 to 39 and 78 e elee that the audt edence we hae otaned s suffcent and approprate to prode a ass for our opnon. Inonwards, connection but doeswith notour includeaudit of the the financial financial statements statements and and the the performance performance statements, statements, and our ourresponsibility auditor’s report is to read thereon. the other information. In doing We have fulfilled our responsibilities in accordance with the Auditor-General’s Auditing Standards. In connection with our audit of the financial statements and the performance statements, our responsibility is to read the other information. In doing so, we consider whether the other information is materially inconsistent with the financial statements and the performance statements or our esponsltes of the oard of rectors for the fnancal statements and the performance statements so,Our we opinion consider on thewhether financial the staothertements information and the is performance materially inconsistent statements with does the not financial cover the statements other information and the pe andrformance we do not statements express any or ourform of Wees pbelieveons thatlte sthe of auditthe evidenceoard of were chavetors obtained for the f isn asufficientncal sta andtem appropriateents and th toe pprovideerform aa nbasisce s fortat eourme opinion.nts knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on our work, we conclude that there is a material knowledgeaudit opinion obtained or assurance in the conclusionaudit, or otherwise thereon. appears to be materially misstated. If, based on our work, we conclude that there is a material he oard of rectors s responsle on ehalf of the group for preparng fnancal statements that are farl presented and that compl misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the Board of Directors for the financial statements and the performance statements misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. wth generall accepted accountng practce n ew ealand. In connection with our audit of the financial statements and the performance statements, our responsibility is to read the other information. In doing Independence The Board of Directors is responsible on behalf of the group for preparing financial statements that are fairly presented and that comply with generally Independenceso, we consider whether the other information is materially inconsistent with the financial statements and the performance statements or our he oard of rectors s also responsle on ehalf of the group for preparng performance statements that s farl presented. accepted accounting practice in New Zealand. Weknowledge are independent obtained inof thethe audit,group orin otherwiseaccordance appears with the to independence be materially misstated.requirements If, based of the on Auditor our work,-General’s we conclude Auditing that Standards, there is awhich material incorporate We are independent of the group in accordance with the independence requirements of the Auditor-General’s Auditing Standards, which incorporate he oard of rectors s responsle for such nternal control as t determnes s necessar to enale t to prepare fnancal statements themisstatement independence of this requirements other information, of Professional we are required and Ethical to reportStandard that 1 fact.(Revised): We have Code nothing of Ethics to reportfor Assurance in this regard. Practitioners issued by the New Zealand The Board of Directors is also responsible on behalf of the group for preparing performance statements that is fairly presented. the independence requirements of Professional and Ethical Standard 1 (Revised): Code of Ethics for Assurance Practitioners issued by the New Zealand and performance statements that are free from materal msstatement whether due to fraud or error. Auditing and Assurance Standards Board. and performance statements that are free from materal msstatement whether due to fraud or error. AuditingIndependence and Assurance Standards Board. The Board of Directors is responsible for such internal control as it determines is necessary to enable it to prepare financial statements and n preparng the fnancal statements and the performance statements the oard of rectors s responsle on ehalf of the group for assessng In addition to this audit, we have carried out other audit and assurance engagements for the group. These audit and assurance engagements, as performance statements that are free from material misstatement, whether due to fraud or error. InWe addition are independent to this audit, of the we grouphave carried in accordance out other with audit the and independence assurance engagements requirements for of the Auditorgroup. These-General’s audit Auditing and assurance Standards, engagem whichents, incorporate as the group’s ability to continue as a going concern. The Board of Directors is also responsible for disclosing, as applcale matters related to described in note 6 on page 54, are compatible with those independence requirements. describedthe independence in note 6 requirements on page 54, are of Professionalcompatible with and Ethicalthose independence Standard 1 (Revised): requirements. Code of Ethics for Assurance Practitioners issued by the New Zealand gong concern and usng the gong concern ass of accountng unless there s an ntenton to ludate the group or to cease operatons or In preparing the financial statements and the performance statements, the Board of Directors is responsible on behalf of the group for assessing the group’s OtherAuditing than and the Assurance audit, and Standards these engagements, Board. we have no relationship with or interests in the group. thereability sto nocontinue realstc as a alternate going concern. ut The to doBoard so. of Directors is also responsible for disclosing, as applicable, matters related to going concern and using the Other than the audit, and these engagements, we have no relationship with or interests in the group. going concern basis of accounting, unless there is an intention to liquidate the group or to cease operations, or there is no realistic alternative but to do In addition to this audit, we have carried out other audit and assurance engagements for the group. These audit and assurance engagements, as he oard of rectors’ responsltes arse from the nerg ompanes ct . so. described in note 6 on page 54, are compatible with those independence requirements. esponsltes of the audtor for the audt of the fnancal statements and the performance statements The Board of Directors’ responsibilities arise from the Energy Companies Act 1992. Other than the audit, and these engagements, we have no relationship with or interests in the group. ur oectes are to otan reasonale assurance aout whether the fnancal statements and the performance statements as a whole Responsibilities of the auditor for the audit of the financial statements and the performance statements are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that ncludes our opnon. John Mackey John Mackey easonaleOur objectives assurance are to obtain s a reasonable hgh leel assuranceof assurance about ut whether t s not the a financialguarantee statements that an auanddt the carred performance out n accordance statements, wthas a whole, the are free from Audit New Zealand Audit New Zealand udtormaterial General’smisstatement, Auditing whether Standards due to fraud will alwaysor error, detect and to a issue material an auditor’s misstatement report that when includes it exists. our opinion.Misstatements are differences or On behalf of the Auditor-General On behalf of the Auditor-General omssons of amounts or dsclosures and can arse from fraud or error. sstatements are consdered materal f ndduall or n the Christchurch, New Zealand Reasonable assurance is a high level of assurance, but it is not a guarantee that an audit carried out in accordance with the Auditor-General’s Auditing Christchurch, New Zealand aggregateStandards will the always could detect reasonal a material e misstatementepected to nfluence when it exists. the decsons Misstatements of readers are differences taen on orthe omissions ass of ofthese amounts fnancal or disclosures, statements and and can John Mackey performancearise from fraud statements or error. Misstatements. are considered material if, individually or in the aggregate, they could reasonably be expected to influence the Audit New Zealand decisions of readers taken on the basis of these financial statements and performance statements. On behalf of the Auditor-General e dd not ealuate the securt and controls oer the electronc pulcaton of the fnancal statements and the performance statements. e dd not ealuate the securt and controls oer the electronc pulcaton of the fnancal statements and the performance statements. Christchurch, New Zealand We did not evaluate the security and controls over the electronic publication of the financial statements and the performance statements.

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Orion New Zealand Limited annual report – year ended 31 March 2019 Orion ew ealand imited annual report – year ended 31 arch 219

Orion New Zealand Limited annual report – year ended 31 March 2019 Orion ew ealand imited annual report – year ended 31 arch 219

Shareholders Shareholders Performance management Our shareholders are: The board reviews the group’s performance, the board’s performance and the chief executive’s performance at regular intervals. The reviews The board reviews the group’s performance, the board’s performance and the chief executive’s performance at regular intervals. The reviews  Christchurch City Holdings Limited – 100% owned by the Christchurch City Council 89.275%  Christchurch City Holdings Limited – 100% owned by the Christchurch City Council 89.275% aim to identify and set plans for performance development and improvement. S harSelwyneholde rDistricts Council 10.725% Performance management is management Our shareholders are: 100.000% The board reviews the group’s performance, the board’s performance and the chief executive’s performance at regular intervals. The reviews The group aims to identify, assess and manage its significant riss, consistent with good industry practice and the international ris  Christchurch City Holdings Limited – 100% owned by the Christchurch City Council 89.275% aim to identify and set plans for performance development and improvement. Principal objective and principal activities management standard ISO 31:21. The board oversees and reviews the group’s overall ris context and ris management. As appropriate  Selwyn District Council 10.725% is management for a communityowned lifelines electricity distribution business, the group has a cautious relatively risaverse ris appetite for its In accordance with section 36 of the Energy Companies Act 1992, the group’s principal objective is to operate100.000% as a successful business. Theelectricity group distributionaims to identify, business assess. and manage its significant riss, consistent with good industry practice and the international ris The group’s principal activities during the year were to provide electricity distribution services to customers in Christchurch and central managementThe group insures standard for potential ISO 31 liability:21. andThe nonboarliabilityd oversees loss and exposures, reviews inthe line group’s with goodoverall indust risry context practice and, however ris management. it is not practicable As appropriate or cost CaPrinterburyncipal ob andject itove provideand pri ncontractingcipal activit servicesies in the utilities sector. The group insures for potential liability and nonliability loss exposures, in line with good industry practice, however it is not practicable or cost Canterbury and to provide contracting services in the utilities sector. for a communityowned lifelines electricity distribution business, the group has a cautious relatively risaverse ris appetite for its effective to insure for all potential loss exposures. The group’s liability insurance policies also cover directors and officers, within the limits and InSt aaccordancetement of i nwithtent section 36 of the Energy Companies Act 1992, the group’s principal objective is to operate as a successful business. Statement of intent electricityreuirements distribution of the Companies business. Act 1993 and the company’s constitution. The group’s principal activities during the year were to provide electricity distribution services to customers in Christchurch and central reuirements of the Companies Act 1993 and the company’s constitution. In accordance with section 39 of the Energy Companies Act 1992 and the company’s constitution, the board submits a draft SOI to the company’s The group insures for potential liability and nonliability loss exposures, in line with good industry practice, however it is not practicable or cost Canterbury and to provide contracting services in the utilities sector. egislative compliance shareholders in February each year. After considering comments from those shareholders, the board approves the final SOI and a copy is effective to insure for all potential loss exposures. The group’s liability insurance policies also cover directors and officers, within the limits and The board receives regular updates and representations from management on legislative compliance. Areas of relevant law include corporate, placedStatem onen tthe of icompany’sntent website. Thereuirements board receives of the regular Companies updates Act and1993 representations and the company’s from constitution. management on legislative compliance. Areas of relevant law include corporate, taxation, financial reporting, electricity industry regulation, commercial, environment, human resources, health and safety and privacy. InBo accordanceard of direc twithors section 39 of the Energy Companies Act 1992 and the company’s constitution, the board submits a draft SOI to the company’s Board of directors Complianceegislative c manualsomplianc ande training are made available to all employees and the group engages independent experts for advice on some issues. shareholders in February each year. After considering comments from those shareholders, the board approves the final SOI and a copy is Compliance manuals and training are made available to all employees and the group engages independent experts for advice on some issues. The board is the overall body responsible for the proper direction and governance of the group. The board’s responsibilities include the group’s The board receives regular updates and representations from management on legislative compliance. Areas of relevant law include corporate, placed on the company’s website. Social responsibility, sustainability and people overall objectives, strategies, stewardship, management, performance and reporting. The board acts within the company’s constitution and a taxation, financial reporting, electricity industry regulation, commercial, environment, human resources, health and safety and privacy. Bboardoard codeof dir ofec conducttors that sets out how the board and directors shall undertake their activities. The directors are committed to best practice TheCompliance group aim manualss to: and training are made available to all employees and the group engages independent experts for advice on some issues. Thgovernance,e board is asthe is overall appropriate body responsible for a community for the-owned proper lifelines direction utility and, andgovernance as part ofof thisthe grouthe companyp. The board’s may provide responsibilities financial assistanceinclude the togroup’s S ociactal r eins pao sociallynsibility responsible, sustainabil way,ity an asd p ae goodople corporate citien and as a good employer overalldirectors’ objectives, ongoing strategies,professional stewardship, development. management, performance and reporting. The board acts within the company’s constitution and a The consultgroup aim withs to ey: staeholders on ey decisions as appropriate Theboard company’s code of conduct shareholders that sets appoint out how the the directors board andto govern directors the scompany’shall undertake activities. their Pursuantactivities. toThe the directors company’s are constitution: committed to best practice governance, as is appropriate for a community-owned lifelines utility, and as part of this the company may provide financial assistance to  focus on areas that will have the greatest sustainability impacts for the wider community.  one director is appointed by the Selwyn District Council  act in a socially responsible way, as a good corporate citien and as a good employer directors’ ongoing professional development.  all other directors are appointed by Christchurch City Holdings Limited, one in consultation with the Selwyn District Council. The consultgroup is with a socially ey staeholders responsible on and ey eual decisions opportunities as appropriate employer and aims to have an inclusive environment where diversity is valued and The company’s shareholders appoint the directors to govern the company’s activities. Pursuant to the company’s constitution: embraced. Health and safety is everyone’s responsibility. The group aims to have safe worsites and a safe networ – for employees, New directors undertake an induction process to familiarise them with matters related to the company. At least one third of the directors retire  focus on areas that will have the greatest sustainability impacts for the wider community.  one director is appointed by the Selwyn District Council contractors, visitors, customers and the wider community. The group aims to attract, retain, develop and motivate high calibre employees at all by rotation each year and the shareholders may appoint one or more of those directors for a further term. contractors, visitors, customers and the wider community. The group aims to attract, retain, develop and motivate high calibre employees at all Thelevels group – to supportis a socially the group’sresponsible principal and eual objective opportunities to operate employer as a successful and aim business.s to have an inclusive environment where diversity is valued and The allboard other elects directors the board are appointed chair, who by leads Christchurch the conduct City of Holdings the board Limi andted, its onerelationship in consultation with shareholders with the Selwyn and Districtother major Council. stakeholders. The The board elects the board chair, who leads the conduct of the board and its relationship with shareholders and other major stakeholders. The embraced. Health and safety is everyone’s responsibility. The group aims to have safe worsites and a safe networ – for employees, boardNew directors chair maintains undertake a close an induction professional process relationship to familiarise with thethem chief with executive matters officerrelated and to the through company. the CEO At least, the onesenior third leadership of the directors team. retire The group’s greatest sustainability contribution is connecting customers with ew Zealand’s renewable, lowcarbon electricity generation. board chair maintains a close professional relationship with the chief executive officer and through the CEO, the senior leadership team. contractors,The group’s greatesvisitors,t customerssustainability and contribution the wider community. is connecting The customers group aim withs to attract,ew Zealand’s retain, develop renewable, and lowmotivatecarbon high electricity calibre employee generation.s at all by rotation each year and the shareholders may appoint one or more of those directors for a further term. Board meetings levelsCode o –f etoth supportics, con fthelict sgroup’s of inte rprincipalest polic yobjective and rep otort ioperateng serio asus aw successfulrongdoing business.whistleb lower policy The board elects the board chair, who leads the conduct of the board and its relationship with shareholders and other major stakeholders. The The board meets approximately ten times per year, with additional meetings convened when required. The board sets an annual work These three policies reuire all directors and employees to: board chair maintains a close professional relationship with the chief executive officer and through the CEO, the senior leadership team. The group’s greatest sustainability contribution is connecting customers with ew Zealand’s renewable, lowcarbon electricity generation. programme before the start of each calendar year. The board receives formal agenda papers and regular reports, generally a week in advance C odeact of withethi cintegrity,s, conflic honesty,ts of inte rtransparency,est policy and openness reporting andser iinou goods wro faithngdo ing whistleblower policy Bofo meetings.ard meetin Seniorgs managers and independent experts are regularly involved in board discussions. Directors may also obtain further  comply with the law, apply good udgment and proactively identify, disclose and manage conflicts of interest informationThe board meets and i ndependentapproximately expert ten timesadvice. per year, with additional meetings convened when required. The board sets an annual work These comply three with policies the law,reuire apply all good directors udgment and employees and proactively to: identify, disclose and manage conflicts of interest  promptly disclose or report any significant potential or perceived conflicts of interest or wrongdoing programmeBoard comm beforeittees the start of each calendar year. The board receives formal agenda papers and regular reports, generally a week in advance  actpromptly with integrity, disclose honesty,or report transparency, any significant openness potential and or perceived in good faith conflict s of interest or wrongdoing of meetings. Senior managers and independent experts are regularly involved in board discussions. Directors may also obtain further The board delegates some responsibilities and tasks to board committees, however the board retains the ultimate responsibility and  protect those who report suspected wrongdoing in good faith. The board delegates some responsibilities and tasks to board committees, however the board retains the ultimate responsibility and  complyprotect withthose the who law, report apply suspected good udgment wrongdoing and proactively in good faith. identify, disclose and manage conflicts of interest accountabilityinformation and for independent any committee’s expert actions advice. or inactions. All directors receive the agenda papers and minutes for committee meetings and any accountability for any committee’s actions or inactions. All directors receive the agenda papers and minutes for committee meetings and any All directors and employees are made aware of the above policies and other supporting polices. A ll dpromptlyirectors a disclosend empl oory ereportes are any ma dsignificante aware o fpotential the abov ore p perceivedolicies an dconflict other su ofpp interestorting p oorli cwrongdoinges. directorBoard co maymm iattendttees a committee meeting, unless a conflict of interest prevents this. The board’s two standing committees are: The group does not mae loans to directors. The progrouptect does those not who mae report loans suspected to directors wrongdoing. in good faith. The tboardhe audit delegates committee some liaises responsibilities with the company’s and tasks independent to board co mmittees,internal and however external the auditor boards, retains reviews the the ultimate quality responsibilityand reliability andof internal onations accountabilitycontrols, reviews for any keycommittee’s company actionsgovernance or inactions. policies Alland directors recommends receive approval the agenda of certain papers regulatory and minutes information for committee disclosures meetings and reportsand any to Aloln dairtieocntso rs and employees are made aware of the above policies and other supporting polices. directorshareholders may attend a committee meeting, unless a conflict of interest prevents this. The board’s two standing committees are: The group made 1, of donations to charitable causes in the year ended 31 arch 219 21: 1,. shareholders The group doesmade not 1, mae of loans donations to directors to charitable. causes in the year ended 31 arch 219 21: 1,.  thethe remunerationaudit committee committee liaises with reviews the company’s the company’s independent remuneration internal policies and external and practices, auditors, and reviews it reviews the quality and sets and the reliability remuneration of internal of the Auditor  the remuneration committee reviews the company’s remuneration policies and practices, and it reviews and sets the remuneration of the Auodniattoiro ns company’scontrols, reviews chief executive key company officer governance and senior policies management and recommends team respectively. approval of certain regulatory information disclosures and reports to company’s chief executive officer and senior management team respectively. Audit ew ealand on behalf of the Auditoreneral is the group’s independent auditor. shareholders The group made 1, of donations to charitable causes in the year ended 31 arch 219 21: 1,. The following directors served as standing committee members during the year ended 31 March 2019:  the remuneration committee reviews the company’s remuneration policies and practices, and it reviews and sets the remuneration of the Auditor Audit committee Remuneration committee Audicompany’st committe chiefe executive officer and senior managementRemuner teamation respectively.committee Audit ew ealand on behalf of the Auditoreneral is the group’s independent auditor. Bruce Gemmell – chair Geoff Vazey – chair The following directors served as standing committee members during the year ended 31 March 2019: John Austin Jason McDonald – from 6 April 2018 NicolaAudit c oCraufordmmittee RNicholasemuner Milleration c –o mtom 5i tApriltee 2018 JaneBruce Taylor Gemmell – from – chair 18 August 2018 Geoff Vazey – chair GeoffJohn AustinVazey – from 6 April to 17 August 2018 Jason McDonald – from 6 April 2018 NicholasNicola Crauford Miller – to 5 April 2018 Nicholas Miller – to 5 April 2018 Jane Taylor – from 18 August 2018 Geoff Vazey – from 6 April to 17 August 2018 Nicholas Miller – to 5 April 2018 78 9

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rion ew Zealand imited annual report – year ended 31 arch 19 Orion ew ealand imited annual report – year ended March

rion ew Zealand imited annual report – year ended 31 arch 19 Orion ew ealand imited annual report – year ended March

nterests register Financial Market Authority’s good governance guidelines irectors recorded the following in the interests register during the year ended March The FMA’s guidelines promote eight principles of good governance. The company’s governance practices compare as follows ohn Austin Thomas Austin ecurities imited irector and shareholder The FMA’s guidelines promote eight principles of good governance. The company’s governance practices compare as follows ohn Austin Thomas Austin ecurities imited irector and shareholder A principle rion relative to the A principle icola Crauford Cooperative ank imited – electoral authority Member FinanAc piarli nMcaiprlkeet Authority’s good governance gruioidne rleinlaetsi ve to the A principle nterests register Environmental rotection Authority irector oards should set high standards of irectors are reuired to comply with the board code of conduct and company policies. irectors recorded the following in the interests register during the year ended March The FMA’s guidelines promote eight principles of good governance. The company’s governance practices compare as follows Fire and Emergency ew ealand irector ethical behaviour and hold management mployees are also reuired to comply with company policies including code of ethics, ohn Austin ThomasFire and AustinEmergency ecuri ewties ealandimited irector and shareholder A principle rion relative to the A principle cience and subsidiariesassociates irector to account to deliver those standards conflicts of interest, fraud and theft, reporting serious wrongdoing whistleblower, icola Crauford Cooperative cience andank subsidiariesassociates imited – electoral authority Memberirector iposte Consulting imited irector and shareholder throughoutoards should the setorganisation. high standards of sustainabilityirectors are reuiredand diversity to comply and incl withusion the. board code of conduct and company policies. Environmentaliposte Consulting rotection imited Authority irector and shareholder ethical behaviour and hold management mployees are also reuired to comply with company policies including code of ethics, atercare ervices imited irector The board regularly reviews the company’s key policies for alignment with the company’s Fire and Emergency ew ealand irector to account to deliver those standards conflicts of interest, fraud and theft, reporting serious wrongdoing whistleblower, ellington ater imited irector purpose and objectives, and monitors compliance with policies and legislative reuirements ellington cience ater and subsidiariesassociatesimited irector throughout the organisation. sustainability and diversity and inclusion. orleyarsons ew ealand imited pecialist advisor – including via liaison with the company’s independent auditors. iposorleyarsonste Consulting ew imited ealand imited irectorpecialist and advisor shareholder The board regularly reviews the company’s key policies for alignment with the company’s ruce emmell ATT Trustee imited and subsidiaries irector oards should have a balance of sills, The board has a good degree of such a balance. Achieving that balance is the responsibility atercare ervices imited irector purpose and objectives, and monitors compliance with policies and legislative reuirements Christchurch ymphony Foundation Trust Trustee nowledge, experience, independence of the company’s shareholders, who appoint all directors. The shareholders usually consult ellington ater imited irector – including via liaison with the company’s independent auditors. Fortress nformation ystems imited – advisory board Member and perspectives. with the board chair in that process. All directors are independent nonemployees. orleyarsonsFortress nformation ew ealand ystems imited imited – advisory board pecialistMember advisor emmell Finance imited irector and shareholder oards should have a balance of sills, The board has a good degree of such a balance. Achieving that balance is the responsibility ruce emmell ATTemmell Trustee Finance imited imited and subsidiaries irector and shareholder oards should use committees where The board code of conduct specifies the terms of reference and delegated authorities for the nowledge, experience, independence of the company’s shareholders, who appoint all directors. The shareholders usually consult emmell roup imited irector and shareholder this will enhance its effectiveness in ey audit and remuneration committees. oth committees are chaired by a director other than Christchurch ymphony Foundation Trust Trustee and perspectives. with the board chair in that process. All directors are independent nonemployees. ighlanders imited irector areas, while still retaining board the board chair. The board may also establish committees for other specific tass – but this Fortress nformation ystems imited – advisory board Member incoln niversity Chancellor responsibilityoards should. use committees where Thehappens board relatively code of conrareductly. specifies the terms of reference and delegated authorities for the emmellincoln niversity Finance imited irectorChancell orand shareholder Miramar Consolidated imited irector this will enhance its effectiveness in ey audit and remuneration committees. oth committees are chaired by a director other than emmellMiramar Consolidatedroup imited imited irector and shareholder The board code of conduct specifies that delegations to board committees do not absolve the areas, while still retaining board the board chair. The board may also establish committees for other specific tass – but this lan Consultants imited irector board from the overall responsibility for a committee’s actions or inactions. ighlanders imited irector responsibility. happens relatively rarely. econd ittle ig as ight imited irector and shareholder oards should reuire integrity in The board scrutinises internal and external reporting and liaises closely with the company’s incoln niversity Chancellor oards should reuire integrity in The board scrutinises internal and external reporting and liaises closely with the company’s ason Mconald Mevo imited irector financial and nonfinancial reporting, independentThe board code auditors. of conduct n late specifies 1, the that board delegations approved to aboard three committeesyear independent do not inabsolveternal the ason Mconald MiramarMevo imited Consolidated imited irector financial and nonfinancial reporting, independent auditors. n late 1, the board approved a threeyear independent internal edbus imited irector board from the overall responsibility for a committee’s actions or inactions. lanedbus Consultants imited imited irector and timeliness and balance of corporate audit programme to further assist assurance in this area. cots College ellington – board of governors Member disclosures.oards should reuire integrity in The board scrutinises internal and external reporting and liaises closely with the company’s econdcots College ittle igellington as ight – board imited of governors irectorMember and shareholder disclosures. As an electricity distribution business, the company is subject to significant ongoing icholas Miller Annavale imited irector financial and nonfinancial reporting, regulatoryindependent information auditors. n disclosure late 1, reuirements, the board approved many ofa three whichyear are subjectindependent to director internal ason Mconald Mevo imited irector regulatory information disclosure reuirements, many of which are subject to director roadspectrum ty imited CEO and managing director and timeliness and balance of corporate certifiaudit prcationogramme and independent to further assist audit assurance. The group’s in thisannual area. financial and performance edbusroadspectrum imited ty imited irectorCEO and managing director certification and independent audit. The group’s annual financial and performance Coleridge owns imited irector disclosures. cotColeridges College owns ellington imited – board of governors Mirectorember statementsAs an electricity, and distributioncertain regulatory business, information the company disclosures, is subject are to subjectsignificant to independent ongoing C roup imited irector auditregulatory. Annual information reports include disclosure financial reuirements, and nonfinancial many of disclosures which are subject. to director icholas Miller Annavale imited irector alerose imited irector and shareholder irector and executive remuneration Thecertifi company’scation and shareholders independent reviewaudit. T andhe group’s approve annual the total financial pool of and directo performancers’ fees by way of roadspectrum ty imited CEO and managing director irector and executive remuneration The company’s shareholders review and approve the total pool of directors’ fees by way of Magnolia Farm imited irector and shareholder should be transparent, fair and shareholderstatements, andresolution certain – regulatory which currently information applies disclosures, for the three are years subject to 3 to une independent . The ColeridgeMagnolia Farmowns imited imited irector and shareholder should be transparent, fair and shareholder resolution – which currently applies for the three years to 3 une . The uake Core – advisory board Member audit. Annual reports include financial and nonfinancial disclosures. Cuake roup Core imited– advisory board irectorMember reasonable. board approves the subseuent allocation of fees to perdirector positions – for the board angi Ruru Girls’ School – board of governors Member irector and executive remuneration chair,The company’s other directors shareholders and board review committee and approve members. the total pool of directors’ fees by way of alerose imited irector and shareholder outhbase Construction imited and subsidaries irector should be transparent, fair and Theshareholder rion board res olutionreviews – andwhich approves currently directors’ applies feesfor the for three Connetics years. torion 3 une executives . Thedo not Magnolia Farm imited irector and shareholder The rion board reviews and approves directors’ fees for Connetics. rion executives do not ane Taylor Eternal eporting oard oard member reasonable. board approves the subseuent allocation of fees to perdirector positions – for the board ane Taylor uakeEternal Core eporting – advisory oard board Memberoard member receive fees as Connetics directors. chair, other directors and board committee members. iwibank imited irector The rion board remuneration committee oversees the CEO’s and executives’ remuneration angi Ruru Girls’ School – board of governors Member The rion board remuneration committee oversees the CEO’s and executives’ remuneration andcare esearch ew ealand imited irector andThe itrion reviews board relevant reviews maret and approves information directors’ as part fees of that for Conneticsprocess. The. rion over executivesall policy fordo not outhbase Construction imited and subsidaries irector and it reviews relevant maret information as part of that process. The overall policy for ew ealand ost imited irector receive fees as Connetics directors. ane Taylor Eternalew ealand eporting ost imited oard oardirector member executive and employee remuneration for the group is to meet the relevant maret, subject Ontario Teachers’ New Zealand Forest Investments Limited irector toThe performance rion board. remuneration committee oversees the CEO’s and executives’ remuneration iwibank imited irector to performance. redator Free imited irector andcareredator Freeesear ch imitedew ealand imited irector oards should now the ey riss faced Theand boardit reviews receives relevant regular maret reports information on and reviewsas part ofthe that company’ processs. The overall policy for oards should now the ey riss faced The board receives regular reports on and reviews the company’s adio ew ealand imited irector by the business, and should regularly executive and employee remuneration for the group is to meet the relevant maret, subject ew ealand ost imited irector by the business, and should regularly  ey riss – which include natural disasters especially a major earthuae, health and ilver Fern Farms imited and subsidiaries irector to performanceey riss .– which include natural disasters especially a major earthuae, health and Ontarioilver Fern Teachers’ Farms Newimited Zealand and subsidiaries Forest Investments Limited irector verify there are appropriate processes to safety, cyber security and critical networ euipment failure safety, cyber security and critical networ euipment failure Tassenberg imited irector identifyoards shouldand manage now these.the ey riss faced The board receives regular reports on and reviews the company’s redator Free imited irector identify and manage these.  ris context and ris appetitetolerance eoff aey usiness Mentors ew ealand imited and subsidaries irector  ris context and ris appetitetolerance eoff aey adiousiness ew Mentors ealand ew imited ealand imited and subsidaries irector by the business, and should regularly  ey riss – which include natural disasters especially a major earthuae, health and  ris treatments – including ris reductionelimination and ris transfer insurance. Consult imited irector and shareholder verify there are appropriate processes to  safety,ris treatments cyber security – including and critical ris reductionelimination networ euipment failure and ris transfer insurance. ilver Fern Farms imited and subsidiaries irector Cook slands ort Authority irector identifyoards andshould manage ensur these.e the uality and The board and the board audit committee have a good professional relationship with Tassenberg imited irector  ris context and ris appetitetolerance E Construction imited irector independence of external audits. independent internal and external auditors. Audits can be financial andor nonfinancial, eoff aey usinessE Construction Mentors imitedew ealand imited and subsidaries irector  ris treatments – including ris reductionelimination and ris transfer insurance. including for regulatory information disclosures. oard audit committee meetings have Consult imited irector and shareholder oards should ensure the uality and staffThe boardexcluded and thetime board to ensure audit auditors’committee independen have a goodce fromprofessional management relationship. with Cook slands ort Authority irector independence of external audits. independent internal and external auditors. Audits can be financial andor nonfinancial, oards should respect the rights of The board’s code of conduct reuires this principle and the group’s statement of intent also E Construction imited irector including for regulatory information disclosures. oard audit committee meetings have shareholders and foster constructive commits the group to this. The board chair and C lead this process for the board, but staffexcluded time to ensure auditors’ independence from management. relationships with shareholders and given the nature of the group’s business and its community ownership, such respect and staeholders.oards should respect the rights of constructiveThe board’s coderelation of conductships with reuires shareholders this principle occur andat many the group’s levels of statement the group. of intent also shareholders and foster constructive commits the group to this. The board chair and C lead this process for the board, but relationships with shareholders and given the nature of the group’s business and its community ownership, such respect and staeholders. constructive relationships with shareholders occur at many levels of the group.

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Orion New Zealand Limited annual reort – ear ended arch rion ew ealand imited annual report – year ended March rion ew ealand imited annual report – year ended March

Orion New Zealand Limited annual reort – ear ended arch

Susidiar comanies Susidiar comanies The ollowin ersons served as directors of the company’s subsidiaries durin the ear ended arch m m m m m The ollowin ersons served as directors of the company’s subsidiaries durin the ear ended arch m m m m m

onnetics Limited Ro amieson chair auhan artland rom uust rendan tatement of comprehensive income tatement of comprehensive income Susidiar comanies earne ason conald rom uust and Geo ae tatement of comprehensive income Orion New Zealand entures Limited rendan earne perating revenue TheOrion ollowin New Zealand ersons entures served Limited as directors ofrendan the company’s earne subsidiaries durin the ear ended arch perating revenue T onnetics Limited Ro amieson chair auhan artland rom uust rendan T rofit before income tax earne ason conald rom uust and Geo ae rofit before income tax Directors’ remuneration et profit OrionDirect Newors’ rZealandemuner aenturestion Limited rendan earne et profit Orion onnetics ther comprehensive income ther comprehensive income Total comprehensive income Total comprehensive income ohnDirec tustinors’ re muneration

Nicola rauord Orion onnetics Nicola rauord tatement of financial position ruce Gemmell tatement of financial position ruce Gemmell Current assets ohn ustin Current assets ason conald on current assets Nicola rauord on current assets Nicholas iller aneruce Talor Gemmell ane Talor ason conald Current liabilities Geo ae Current liabilities Geo ae Current borrowings Nicholas iller Current borrowings Current borrowings on current borrowings ane Talor on current borrowings Deferred tax liability GeoNicholas ae iller retired as oard chair and as a director on ril Geo ae was oard chair rom ril to anuar ane Deferred tax liability Nicholas iller retired as oard chair and as a director on ril Geo ae was oard chair rom ril to anuar ane ther non current liabilities Talor was aointed as a director on une and ecame oard chair on Feruar ther non current liabilities Talor was aointed as a director on une and ecame oard chair on Feruar ther non current liabilities Shareholders’ equity Shareholders’ equity mloee remuneration Total liabilities and shareholders’ equity NicholasThe rou iller aims retirto attracted as oardretain chair develo and andas a motivate director hihon calibreril employees. Geo ae The wasgroup’s oa rdemployee chair rom remuneration ril approach to anuar aims or consistenc ane Total liabilities and shareholders’ equity The rou aims to attract retain develo and motivate hih calibre employees. The group’s employee remuneration approach aims or consistenc Talorfairness was and aointed alignment as with a director the group’s on une principal objective and ecame – to oardoerate chair as a on successul Feruar usin ess The rou reularl comares emloee fairness and alignment with the group’s principal objective – to oerate as a successul usiness The rou reularl comares emloee remuneration aainst relevant maret data In eneral the rou aims to meet the maret suect to emloee erormance remunerationmloee rem aainstunerati orelevantn maret data In eneral the rou aims to meet the maret suect to emloee erormance tatement of cash flows Thell individual rou aim emloments to attract retainareement develo terms and and motivate conditions hih arecalibre suect employees. to ‘one uThe’ aroval group’s employee For eamle remuneration the oard arovesapproach theaims chie or consistenc tatement of cash flows ll individual emloment areement terms and conditions are suect to ‘oneu’ aroval For eamle the oard aroves the chie perating cash flows fairness and alignment with the group’s principal objective – to oerate as a successul usiness The rou reularl comares emloee perating cash flows executive officer’s emloment terms and conditions and the oard remuneration committee aroves those o the chief executive’s direct perating cash flows remuneration aainst relevant maret data In eneral the rou aims to meet the maret suect to emloee erormance nvesting cash flows reorts Three collective emloment areements cover aroimatel o the group’s employees. nvesting cash flows inancing cash flows llThe individual numer o emloment rou emloees areement and ormer terms andemloees conditions whose are suecttotal remuneration to ‘oneu’ aroval ell within For seciied eamle ands the wasoar d aroves the chie inancing cash flows The numer o rou emloees and ormer emloees whose total remuneration ell within seciied ands was executive officer’s emloment terms and conditions and the oard remuneration committee aroves those o the chief executive’s direct

reorts Three collective emloment areements cover aroimatel o the group’s employees. inancial measures inancial measures Dividends paid The numer o rou emloees and ormer emloees whose total remuneration ell within seciied ands was Dividends paid Dividends paid hare buybac hare buybac Net profit to average shareholders’ equity (%) . . . . . Net profit to average shareholders’ equity (%) . . . . . et interest bearing debt to debtpluseuity et interest bearing debt to debtpluseuity et interest bearing debt to debtpluseuity ther measures ther measures lectricity maximum demand M lectricity maximum demand M lectricity maximum demand M lectricity deliveries into the networ h lectricity deliveries into the networ h umber of customer connections umber of customer connections umber of customer connections

– –

– – Chief executive officer’s remuneration Chief ex e cuti ve officer’s remune ration The oard determines the chief executive officer’s remuneration ater tain indeendent eert advice and considerin relevant maret data

The oard reviews the chief executive officer’s remuneration annuall and Mr Jamieson’s total remuneration was in the ear ended arch r Jamieson’s employment agreement has no deerred ament comonent Ch iarchef exec utive officer ’s remune rrati oJamieson’sn employment agreement has no deerred ament comonent The oard determines the chief executive officer’s remuneration ater tain indeendent eert advice and considerin relevant maret data The oard reviews the chief executive officer’s remuneration annuall and Mr Jamieson’s total remuneration was in the ear ended arch r Jamieson’s employment agreement has no deerred ament comonent

82 83

rion Ne ealand iited annual report – year ended arh 84 Orion e ealand imited annual reort – year ended ar 2

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drienne Syes Andy iller eople and apability uality ealt afety and nvironment

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airaei oad slington venue o o Ori oon ead off ie Con oneti s e ad offie hristhurh hristhurh Ne55 airaei ealand oad Ne slinton ealand Avenue PO o PO o 22 Cristur enquiries onnetis on Cristur info@oriongroupon enquiriesonnetison e oriongrouponealand e onnetisealand on P 5 2 P info@orionrouon enuiriesonnetison uditor u d itorionrouonor onnetison udit Ne ealand on behalf of the uditoreneral udit Ne ealand on behalf of the uditoreneral

Auditor Audit e ealand on bealf of te Auditoreneral

85

86 Annual Report FY19 Orion New Zealand Limited 565 Wairakei Road PO Box 13896 Christchurch 8141 +64 3 363 9898 oriongroup.co.nz