DECEMBER 2017 ANNUAL REPORTANNUAL
Grow 3'2T&G Global Limited Annual Report 2017 | SECTION HERE 1 8(-& 1$2' The T&G Global (T&G) story and that of its entities began in Auckland, New Zealand in 1897 when English-born Edward Turner Esquire started a fruit auction business which went on to become the city’s largest.
Now, we’re over 120 years fresh thanks to consistent growing practices, committed growers, valued customers and SDVVLRQDWHVWDDURXQGWKHZRUOG
We are one of New Zealand’s largest CONTENTS vertically integrated growing, packing, shipping and marketing companies. We have the people, structure and brands to further support the global communities in which we operate and provide a return for all stakeholders.
04 08 14 16 Like you, we’re fresh food lovers. We’re Our Core Our Board Financial Our Divisions constantly striving for quality produce Results Summary while exploring sustainable growing practices to maintain year-round freshness and provide a healthier lifestyle for everyone we share the planet with.
T&G continues to invest extensively in new varieties, technology and innovation, 2428 34 36 from seed to sale, while supporting our Global GrowthGrowing Green Corporate Statutory H[LVWLQJEUDQGVWRIXOȴOFXVWRPHUGHPDQG Governance Information in the future.
NATALIE SHARPLES AND MICHELLE SINGH T&G MARKETERS
2 SECTION HERE | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | SECTION HERE 3 Simplify and focus
T&G has continued to divest of underperforming or non-core assets as it focuses on growth markets and produce categories. Earlier in the year, the non-core EXVLQHVVRI)ORUDPD[ȵRZHUDXFWLRQZDV sold and in October the potential sale or closure of our processed foods business T&G Foods (ENZAFOODS New Zealand Limited) was announced. We hope to conclude this process shortly. Our core Looking forward Smart farming is one of the most important developments in primary 1$24+32 LQGXVWU\7KHEHQHȴWVIURPJURZHU to customer, are numerous and the consequences reach far beyond the industry and deep into the communities The Board of Directors party licensed growers increase and our use of information inherent within the T&G and consumers of fresh produce. presents the Annual Report FXVWRPHUVEHJLQWREHQHȴWIURPWKHJOREDO network may become as valuable to the The use of technology and information for T&G Global Limited and insights, marketing support and account customer as the quality of the produce will, among other things, improve its subsidiary companies management provided by T&G’s in-market delivered to the consumer. grower returns, reduce waste, improve (“T&G“) for the year ended 31 teams. PROF. KLAUS Strengthening relationships sustainable farming practices, reduce December 2017. JOSEF LUTZ water consumption, provide cost savings, Serving the needs of our customers CHAIRMAN I am pleased to report that during 2017 Undoubtedly, 2017 was a challenging year maximise yield and ultimately feed more It was a pleasure to share our 120th T&G has continued to mature its supply with increasing disruption from severe people from the same resources with less anniversary celebrations with so many chain as it seeks to get closer to the needs We also signed a new collaboration YDOXHVWKDWPDQDJHPHQWDQGVWDVHWIRU weather events in virtually all regions impact on the environment. of our growers and customers this year of its customers in key markets and reduce DJUHHPHQWZLWKWKH(QHUJ\(ɝFLHQF\ T&G has delivered the most stable and of the world where T&G either grows without whom we would not be as strong the risk posed by disintermediation. T&G is no exception and there are many and Conservation Authority (EECA) after SURȴWDEOHSHULRGLQ7 *ȇVKLVWRU\ or sources its produce. This is just one as we are today. areas where process and technology formalising our relationship in late 2015. factor driving the need to adopt more T&G strengthened its position in existing The Board also wishes to thank Sir John improvements are being made to At the time we set an initial target of sustainable, innovative and smarter best H[HPSOLȴHGKRZUHVLOLHQWRXUJURZHU important markets including the United $QGHUVRQIRUKLVVLJQLȴFDQWFRQWULEXWLRQ further empower our people and enable reducing energy use by two GWh by 2018. practice in both our own and third-party partners must be with increasing severity Kingdom and the United States through and leadership and wishes him all the the sharing of knowledge across T&G However, that target was reached after 12 supplier operations to ensure that grower RIȵRRGVGURXJKWKHDWZDYHVDQGIURVWV WKHȴUVWWLPHFRQVROLGDWLRQRI:RUOGZLGH very best for his retirement which he and with our growers and customers. months with EECA’s support. and customer needs can still be met even around the world. Europe was a prime Fruit Limited and acquiring an equity FirstPick™ and OrchardHand™ are two announced in December 2017. We equally during the more challenging seasons. example, with an estimated 15% of the interest in Grandview Brokerage LLC, examples of innovation that are driving the During 2017 T&G made improvements appreciate the contribution Rob Campbell European apple crop lost due to severe which owns David Oppenheimer & LQKLJKHQHUJ\DUHDVLWVRɝFHVJURZLQJ made to our Board over six years prior to While these events negatively impacted business forward. FirstPick™, our digital frosts. Company I, L.L.C. (Oppy US), one of North sites and market sites across New Zealand. his resignation in April 2017. WKHȴQDQFLDOSHUIRUPDQFHLQLWGRHV produce buying platform, continued America’s leading fresh produce traders. to grow strongly in 2017 and T&G has T&G is intent on reducing the cost of food not alter the positive, underlying trends In such conditions, the value of a global Finally, thank you to the management already adopted its orchard application production but also food wastage through for T&G. Management has continued to QHWZRUNRIRɝFHVDQGWKHȵH[LELOLW\RI The United States is the second largest and employees of T&G who have worked OrchardHand™, on its own apple orchards enhancements to its growing programmes diligently execute T&G’s Strategy 2022. multiple supply regions helps T&G’s consumer of fresh produce and one of the diligently in 2017 to support our growers, and has extended it to growers in New and donations to organisations such as As a result, the foundations for long-term customers to continue to receive quality fastest growing markets for fresh produce customers and each other. Zealand and the United States. KiwiHarvest which redistributes excess sustainable growth continue to be pursued fresh produce year-round. T&G recognises after China. Oppy US and T&G’s key food to those in need. through the investment in new plantings, We look forward to continuing this the value it can create for its customers produce categories are perfectly aligned T&G strengthened its commitment digital enablement, strengthened momentum and a positive 2018. from its global intelligence and these and we look forward to working closely to ‘Growing Green’ in 2017 through a Thank you operational assets and additional insights can help meet the customers’ with Oppy US to further grow this business number of initiatives including joining New H[SHUWLVHLQRXUJOREDOWHDP7KHEHQHȴWV On behalf of the board, I would like to needs depending on varietal trends, DQGRHUJURZHUVXSSOLHUVDFFHVVWRERWK Zealand’s Soft Plastics Recycling Initiative of this investment will become evident as thank Alastair Hulbert for his leadership grower development and seasonal impacts US domestic and export markets. which encourages consumers to return DV&KLHI([HFXWLYH2ɝFHUIURPWR Prof. Klaus Josef Lutz the volumes from T&G’s own and third in one or more territories. The increasing soft plastics to supermarkets for recycling. Chairman 2017. During his tenure, the strategy and
4 OUR CORE RESULTS | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | OUR CORE RESULTS 5 T&G GLOBAL CELEBRATED 120 YEARS FRESH IN 2017
6 SECTION HERE | T&G Global Limited Annual Report 2017 7 ANDREAS HELBER CAROL CAMPBELL MAU WAH LIU
Non-Independent Director BCom, CA, ChMinstD Non-Independent Director Independent Director Director since April 2012 Director since April 2017 Board committees: Member of the Director since June 2010 0DX:DK/LXKDVPRUHWKDQ\HDUVRI Board committees: Chair of the Finance, Finance, Risk and Investment Committee experience in the produce industry and Risk and Investment Committee, Member enterprise management. In 1998, he Andreas Helber has been Chief Financial of the Human Resources Committee founded Golden Wing Mau Enterprise 2ɝFHU &)2 RI%D\:DVLQFHDQG Development Co., Limited. He is Carol Campbell is a chartered accountant began his career as a business graduate the Chairman of Golden Wing Mau at KPMG in Munich. In 2000, Mr Helber and a member of Chartered Accountants Agricultural Produce Corporation (Joy joined BayWa as Head of Finance. He Australia and New Zealand. Mrs Campbell Wing Mau Group), which he established subsequently took over as manager of KDVH[WHQVLYHȴQDQFLDOH[SHULHQFHDQGD LQ Investor Relations and was appointed VRXQGXQGHUVWDQGLQJRIHɝFLHQW%RDUG Mr Liu has won numerous industry Executive Manager in 2007 before his governance. honours and awards including receiving current role as CFO. She holds a number of directorships the China Fruit Marketing Association Mr Helber is a member of the supervisory across a broad spectrum of companies Award “Person of the Year” in 2016. boards of a number of listed and including Kiwibank, New Zealand Post, Our Board private companies including R+V NZME, NPT and Fisher Listed Investment 3HQVLRQVYHUVLFKHUXQJ$*5:$5DLHLVHQ &RPSDQLHVȂ.LQJȴVK%DUUDPXQGLDQG PROF. KLAUS JOSEF LUTZ Ware Austria AG, and Unser Lagerhaus Marlin Global where she is Chair of the Warenhandelsgesellschaft m.b.H. Audit and Risk Committee. Chairman & Non-Independent Director
Director since April 2012
Prof. Klaus Josef Lutz has been the Chief Executive 2ɝFHURI%D\:D$NWLHQJHVHOOVFKDIW %D\:D since July 2008. He began his career initially as a lawyer but soon assumed managerial positions LQDQXPEHURIGLHUHQWVHFWRUVZKLFKHQDEOHG him to gain extensive experience, above all in the JOHN WILSON CHRISTIANE BELL RALF TOBIAS PRISKE restructuring and development of companies. B.Agr.Sc Non-Independent Director Non-Independent Director He is a member of the supervisory boards of a Independent Director number of listed and private companies including Director since February 2014 Director since December 2017 Euro Pool System International B.V. (chairman), Director since April 2012 5:$5DLHLVHQ:DUH$XVWULD$*8QVHU/DJHUKDXV Christiane Bell is the current General Ralf Tobias Priske started working for Board committees: Chairman of the Warenhandelsgesellschaft m.b.H and Giesecke & Manager Fruit at BayWa and responsible BayWa in 1998 as member of the legal Human Resources Committee, Member Devrient GmbH (chairman). for BayWa’s Global Produce. Ms Bell has department providing advice to the of the Finance, Risk and Investment served as head of fruit, vegetables and various branches of the company and ΖQ3URI/XW]ZDVDSSRLQWHGDVDQ Committee baked goods at discounters Penny and had a leading role in the acquisition of honorary professor of Managerial Economics John Wilson is currently the chairman as Sales Director Germany / Scandinavia the majority of the shares of T&G by of Co-operative Societies at the Technische of dairy co-operative Fonterra. He is a with Dutch company The Greenery. BayWa in 2012. Universität München. chartered member of the Institute of Ms Bell is currently director of Obst )URPWRKHZRUNHGIRU Directors in New Zealand and on the vom Bodensee Vertriebsgesellschaft the renewable energy sector of the Executive Board of the New Zealand m.b.H. and TFC Holland B.V. BayWa Group as Deputy Legal Counsel China Council. focusing on establishing the renewable Mr Wilson lives on his farm near Te energy business in the USA. In July Awamutu and jointly owns a dairy 2015, Mr Priske was appointed as farming business based near Geraldine, BayWa’s Company Secretary and lives in South Canterbury. Rosenheim near Munich, Germany.
8 OUR BOARD | T&G Global Limited Annual Report 2017 +.! + WHERE WE GROW, EXPORT FROM OR HAVE A PRESENCE AND SELL TO CUSTOMERS. 1$2$-"$ UK
NORTH AMERICA CONTINENTAL EUROPE
ASIA
SOUTH AMERICA
PACIFIC ISLANDS
AUSTRALIA
NEW ZEALAND
APPLES ASPARAGUS BANANAS BERRIES CHERRIES CITRUS DRINKING COCONUTS GLOBAL BASKET
We grow, source, Austria, Chile, France, Germany, Italy, Australia, Mexico, New Zealand, Peru Ecuador Australia, Chile, New Zealand, Australia, Canada, Chile, Australia, New Zealand, Peru, USA Thailand market, distribute and New Zealand, South Korea, Spain, Peru, USA New Zealand, USA Switzerland, United Kingdom, USA sell produce across the globe. GRAPES KIWIFRUIT MANGOES PINEAPPLESPOTATOES STONE FRUIT TOMATOES
Australia, Chile, Mexico, Peru, USA Chile, Italy, New Zealand Australia, Ecuador, Mexico, Peru Philippines New Zealand Australia, Chile, New Zealand, USA Australia, New Zealand
10 GLOBAL PRESENCE | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | GLOBAL PRESENCE 11 T&G EGM New Zealand Andrew Keaney (centre) celebrates Lotatoes™ being named the overall winner of the Ministry for Primary Industries’ Primary Sector Award 2017 with T&G potato growers Eamon Balle, Balle Brothers (left) and Pravin Masters, Masters Produce (right).
- /2'.3 .%.411$24+32
FINANCIAL YEAR REVENUE OPERATING PROFIT PROFIT AFTER NET ASSETS NET TANGIBLE ASSETS INCOME TAX PER SHARE*
2017 $1,106 $20.8 $22.6 $426 $3.17 MILLION MILLION MILLION MILLION
2016 $872 $33.4 $32.4 $347 $2.62 MILLION MILLION MILLION MILLION *Total net assets less total intangible assets, divided by number of ordinary shares.
12 OUR RESULTS | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | OUR RESULTS 13 of 2017 impacted on apple quality and harvests, reducing the amount of quality fruit available for local and international markets.
Adverse weather conditions also impacted on most of the International Produce division’s product lines, with the most DHFWHGEHLQJ7 *ȇVNH\JUDSHDQG high margin cherry businesses. In Peru, the division’s grape growing operations (- -"( + ZHUHVHYHUHO\LPSDFWHGE\ȵRRGLQJZLWK extensive damage to the vines resulting in the loss of this season’s harvest.
The New Zealand Produce division had an 4,, 18 excellent year and outperformed 2016 on DQRSHUDWLQJSURȴWOHYHO7KLVZDVSRVVLEOH due to a record result in the New Zealand Markets business which was driven by higher fresh produce prices overall in 2017 and hence higher commissions earned by the business. In 2017, T&G celebrated its T&G greater access to the US market for In addition, continued strong pricing for 120th year by surpassing a T&G’s own grown and sourced pipfruit. T&G’s apple varieties and a good result 3URȴWDIWHUWD[IRULQFOXGHVRQHR billion dollars of revenue for for the New Zealand Markets contributed gains of $15.4 million and $8.2 million, In 2017, T&G also consolidated WKHȴUVWWLPHJURZLQJLWVJOREDO to organic revenue growth for the Pipfruit relating to the acquisition of Grandview Worldwide Fruit Limited (Worldwide Fruit) presence with new ventures and New Zealand Produce divisions. %URNHUDJH//&DQGȴUVWWLPHFRQVROLGDWLRQ LQWRLWVUHVXOWVIRUWKHȴUVWWLPH7KLV in the United States (US) and of Worldwide Fruit respectively. These consolidation was made possible through This landmark revenue result for T&G did the United Kingdom (UK), and JDLQVZHUHRVHWE\LPSDLUPHQWVUHFRUGHG the renegotiation of the shareholders’ QRWWUDQVODWHWRRSHUDWLQJSURȴWJURZWKDV achieving a strong result in its in the business. agreement between Worldwide Fruit’s two operating costs increased by New Zealand Markets business. 50% shareholders. By working closely with PLOOLRQIURPPLOOLRQLQ Robust financial position The past year was not without its Worldwide Fruit, T&G further strengthens to $260.2 million in 2017 and purchases, T&G continues to have a solid balance WOLFGANG LOOSE challenges however as poor weather its presence in the UK market. raw materials and consumables used sheet with total net assets of CHIEF FINANCIAL OFFICER conditions negatively impacted on fruit LQFUHDVHGE\ PLOOLRQIURP $SDUWIURPWKHVHWZRVLJQLȴFDQW $425.6 million representing a quality and domestic and international PLOOLRQLQWRPLOOLRQ transactions, T&G also became the $78.8 million increase from 2016. harvests. The lack of quality fruit combined in 2017. licence holder of 16 proprietary blueberry $56.1 million of the increase was from with increasing costs in its businesses saw varieties in Australia. This investment The majority of the increase was again the revaluations of commercial land and 7 *ȇVQHWSURȴWDIWHULQFRPHWD[GHFUHDVH investment programme of $20.4 million. per share however has declined from 25.1 enables T&G to work with growers to due to the consolidation of Worldwide improvements, buildings, and orchard E\ PLOOLRQIURPPLOOLRQLQ This included the planting of 62 hectares cents per share in 2016 to 15.8 cents per develop and market a range of varieties in Fruit. The growing maturity of T&G’s land and improvements in line with T&G’s to $22.6 million in 2017. of new apple orchards and 140,000 new VKDUHLQGXHWRWKHGLɝFXOW\HDU a category that is rapidly growing globally. LQWHUQDWLRQDORSHUDWLRQVLQȵDWLRQDU\ accounting policy for property, plant and apple trees, ensuring a steady future experienced by T&G. Growing a global presence increases in employee wages and equipment. Achieving a key revenue milestone supply of key variety apples for T&G’s VDODULHVDQGLQFHQWLYHSD\PHQWVWRVWD One of T&G’s strategic focuses is to grow The consolidation of Worldwide Fruit and export programmes. Wolfgang Loose 7KHȴQDQFLDO\HDUVDZUHYHQXH recognising the 2016 result, have also &KLHI)LQDQFLDO2ɝFHU and strengthen key markets both locally the investment in Grandview Brokerage LQFUHDVHE\PLOOLRQIURP added to the increase in operating costs. The increase in net assets has seen net and overseas. During the year, T&G LLC also contributed to the increase in net $871.8 million in 2016 to $1.1 billion in tangible assets per share increase from DFTXLUHG RIWKHVKDUHVLQ*UDQGYLHZ 2SHUDWLQJSURȴWZDVDOVRDHFWHG assets compared to 2016. PDUNLQJWKHȴUVWWLPH7 *KDV LQWRLQGULYHQ Brokerage LLC, a US company that holds E\VLJQLȴFDQWZHDWKHUHYHQWVLQ1HZ recorded a billion dollars of revenue. Most 2017 saw continued investment in in part by a higher asset base from 100% of the shares in David Oppenheimer Zealand and internationally. In the Pipfruit of this revenue growth was through the T&G’s local infrastructure and growing DVVHWUHYDOXDWLRQVDQGWKHȴUVWWLPH & Company I, L.L.C. with whom T&G has GLYLVLRQVLJQLȴFDQWXQVHDVRQDOUDLQLQ consolidation of Worldwide Fruit in the UK operations as evidenced by a capital consolidation of Worldwide Fruit. Earnings had a long association. This venture gives Hastings, New Zealand in the early part contributing $212.6 million of revenue.
14 FINANCIAL SUMMARY | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | FINANCIAL SUMMARY 15 Ourõ(2(.-2 Every day, T&G delivers the highest quality fresh produce around the world. We do this by growing and sourcing year-round, from the top of the globe to the bottom, while staying true to our purpose of a Passion for Freshness.
JAMIE LAUFISO AND WIREMU TAKEREI T&G NZ PRODUCE 18 20 22 Pipfruit International New Zealand Produce Produce
16 SECTION HERE | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | SECTION HERE 17 of the most challenging crops in 25 years but achieved close to budget.
JAZZ™ and Envy™ are now top ten premium varieties in retail in most of T&G’s key markets including the USA, (/%13 Europe, Asia and the UK. Awareness and value continued to rise with quality fruit supported by extensive in-market campaigns including a global JAZZ™ O //+$2H/$ 12 refresh. Across Europe, demand continues to he North American market was a T&G’s and Oppy US’s domestic and grow for both JAZZ™ and Envy™ apples, key focus for T&G’s Pipfruit (apples H[SRUWDFFRXQWWHDPVIRUWKHEHQHȴWRI from growers and customers, with JAZZ™ Tand pears) division in 2017 with growers, suppliers, key customers and the reaching its highest sales price in 2017 greater collaboration between T&G and consumers of fresh produce. since the variety was introduced in 2001. Oppy’s domestic and export account T&G and Grandview Brokerage Limited T&G’s expansion in Asia has assisted the teams. The enhanced partnership is (GBL), a 65% owned subsidiary of Total business in growing its relationships and EHQHȴWLQJJURZHUVVXSSOLHUVFXVWRPHUV Produce plc (Ireland), announced a opportunities across key markets including and consumers of apples in the region. partnership with two US produce businesses China, Thailand, Vietnam and Japan. T&G increased its previous 15% in March 2017 to provide their respective Globally, T&G will continue to roll-out new shareholding in the US produce marketing grower suppliers with access to both US SODQWLQJVIURPKHFWDUHVRI-$==ȠDQG and distribution business, David domestic and international customers. Envy™ in 2015 to 615 hectares by 2018. Oppenheimer & Company I, L.L.C. (Oppy Despite strengthened ties in all A strategic refresh through to 2025 and 86 WKURXJKLWVDFTXLVLWLRQRI RI DARREN DRURY key markets, T&G’s Pipfruit division upweighted marketing activity and brand Grandview Brokerage LLC, which holds Executive General Manager Pipfruit experienced a challenging year overall communications resourcing will ensure 100% of Oppy US. due to wet weather in the southern continued global growth and awareness. The two US collaborations have already KHPLVSKHUHDQGIURVWVLQ(XURSHDHFWLQJ led to stronger integration between crop health. The division experienced one APPLES
T&G currently markets 10 million crates of apples globally and is on track to achieve our global target of 20 million cartons globally by 2020. 10 MILLION
2017 20 MILLION
2020
18 PIPFRUIT | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | PIPFRUIT 19 -3$1- 3(.- +
&G’s International Produce division partner for Montague stone fruit brands – was negatively impactedProduce by a range CROC EGGS and the MONTAGUE tree. of issues during 2017 including T Under the agreement, T&G is selling and a delay in the harvesting of key category PDUNHWLQJ0RQWDJXHVWRQHIUXLWRVKRUH table grapes in Peru due to severe weather. ZLWKWKHVXSSRUWRILWVLQPDUNHWRɝFHV The passing of King Bhumibol of Thailand in Asia. led to an extended mourning period for
Thai people and the cessation of sales The strengthened partnership is already and marketing promotions. However opening new export markets for T&G’s consumption of T&G’s key apple brands growing volume of fruit across its global remained steady globally. network including China which Australia gained access to for stone fruit in 2017. In September, T&G announced it was SARAH MC CORMACK strengthening its relationship with The growth opportunities presented Executive General Manager International long-term partner, Montague, based in by berries is supported by an exclusive Victoria, Australia. Montague is Australia’s licensing agreement with Plant & Food leading producer and distributor of stone Research which gives T&G access to a The arrangement includes varieties fruit. The two companies have enjoyed a suite of 16 proprietary blueberry varieties developed by Plant & Food Research and positive commercial relationship for 15 LQ$XVWUDOLD7KHDJUHHPHQWFRQȴUPHGLQ a collection of premium varieties from Fall years with Montague managing T&G’s September, represents one of the biggest Creek Farm and Nursery in Oregon, USA, JAZZ™ and Envy™ apples under license for collections of proprietary commercial for which Plant & Food Research holds the the Australian market. That arrangement and pre-commercial blueberry varieties Australian licensing rights. The agreement has now been extended through a in the world. allows T&G to drive further growth in memorandum of understanding that one of its key categories and key markets ZLOOVHH7 *EHFRPHWKHRɝFLDOH[SRUW through managing the supply chain from plant propagation to plant distribution and marketing.
The varieties T&G has licensed in Australia DUHKLJK\LHOGLQJZLWKDJUHDWȵDYRXU SURȴOHDQG7 *KDVUHFHLYHGVWURQJ interest from growers wanting to plant WKHP7KHȴUVWSODQWVDUHH[SHFWHGWREH available in early 2018 and T&G will scale up production for commercial plantings from 2019. Australian fresh blueberry production has more than tripled since 2007, when volume was 2,000 tonnes per annum, to 7,660 in 2017.
20 INTERNATIONAL PRODUCE | T&G Global Limited Annual Report 2017 21 $6$ + -#
&G’s New Zealand Produce A strong driver of success for the division division is responsible Produce for a range has been the team’s focus towards placing Tof business units and customer the customer at the heart of what we do. relationships. This includes growing This has been achieved through working NEW ZEALAND MARKETS operations for covered crops (tomatoes, closer with our customers nationwide and FDSVLFXPVDQGFXFXPEHUV DQGGLYHUVLȴHG by providing an improved online ordering produce (citrus, kiwifruit and berries), experience with FirstPick™ which supports ONLINE ORDERING managing the New Zealand markets, purchases from 12 market sites across crowned the overall winner of the Ministry 12 PLATFORM FOR WHOLESALE overseeing imports of produce and New Zealand. for Primary Industries’ Primary Sector MARKET SITES PRODUCE SECTOR transport operations. Awards at the 2017 Food Awards – an During the year T&G was nominated as enormous accolade. OPERATING FirstPick.co.nz was developed The division continues to have strong ‘Supplier of the Year 2017’ by Countdown, 7 DAYS in-house by T&G’s IT team and relationships with 1,050 third-party growers PDNLQJLWWRWKHȴQDOWKUHH Other brands that performed well over A WEEK enables customers to order across the country who enable T&G to ANDREW KEANEY 2017 include JAZZ™ and Envy™ apples, fresh fruit and vegetables in T&G’s focus on remaining consumer real-time from a desktop, tablet provide our customers with the full range Executive General Manager as well as Ruby’s Jellybean™ tomatoes, relevant led to the hugely successful New Zealand or smartphone 24/7. of products and ensure continuity and now number one fresh produce by value ODXQFKRI/RWDWRHVȠ7 *ȇVȴUVWORZHU consistency of supply of quality produce. in Countdown. Their sister brand Beekist carbohydrate and calorie potato, which Those relationships have been formed over Angel showed strong growth and is the was named runner up for ‘New Product 120 years and now extend to over 2,000 number one in fresh produce item by of the Year 2017’ by Countdown and was retail customers across New Zealand. YDOXHDFURVVWKH)RRGVWXVEDQQHUV
With ethical sourcing becoming more important to consumers and customers, the continued success of our partnership T&G PRODUCE SUPPLY & DISTRIBUTION with All Good Fairtrade bananas remains extremely positive.
The transport division of New Zealand Jason Creaghan Manic Photography EXPORTS & 3URGXFHKDGDGLɝFXOW\HDUZLWKORZHU INTERNATIONAL volumes of produce being transported CONSUMERS around the country due to roading challenges as a result of the Kaikoura earthquake in November 2016. However, IMPORTS & T&G NZ GROWERS TRANSPORT WKHGLYLVLRQȴQLVKHGVWURQJO\1HZ business development opportunities were realised through diversifying NZ RETAIL & our transport capability, winning new CONSUMERS customers and focusing on removing unnecessary cost in the business.
22 NEW ZEALAND PRODUCE | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | NEW ZEALAND PRODUCE 23 +.! + 1.63' T&G is proud of the people that work in our business across the globe with a shared passion for freshness. That passion is what enables our continued growth.
Our focus is on strengthening relationships and being adjacent to our customers to better respond to trends and leverage key category opportunities.
2XULQWHQWLRQLVWREHWKHFXVWRPHUȇVȴUVWFKRLFHE\ understanding their needs, providing valued insights and consistently securing the quality produce they need at the right time and for the right price.
We want to be the benchmark for fresh produce by adopting emerging best practice to support sustainable growth by being an employer of choice known for talented, hardworking employees supported by premium produce, expert systems and processes.
2424 SECTIONSSEEECCTIOT ON HHEREEEREERRREE | T> G GGlGloballoobbbaal LLimitediimiimmimitteeded AAnAnnualnnuannuuaal RReporteeppoortt 2202017017 TT>& GlGGlobalobbaalLl LLimitediimimiited AnAnnualnuannuuaual RReportepepportr 201202017010 7 | SSECTIONECTCTIIOOONN HHEHEREERREE 255 is the antidote – bite and believe! It’s an apple grown for our busy, modern lives. A pure and pristine apple that’s a genuine work of orchard-growing genius. And one $+.5$.41%# you can enjoy just about anywhere. With its extraordinary crunch and texture, -# 1$".-2-3+8 refreshingly sweet palette and beautiful $7/+.1(-&82 colours – it’s nature’s passport to a magical , *$(3,.1$ moment of indulgent time. Brought to you 242(- !+$N%1$2' Our Core from the world’s most caring growers. -##$+("(.42P ÷1 -#2 The JAZZ™ Story: The JAZZ™ sensation &G grows, sells, and works with In some of the world’s most beautiful passionate growers around orchards, a unique apple is proudly grown Tthe world to deliver the highest by an enthusiastic group of passionate quality, trusted and safe fresh fruit and growers. The result is a natural work of vegetables. We love our food so we’re art that’s both sun-kissed and carefully constantly exploring ways to make it more nurtured. Because JAZZ™ apples are, well, sustainable, fresh, and delicious to help just apples. Right? Until you bite into it, people lead a more healthy, active lifestyle. that is. For this is an apple that’s a true taste sensation. An apple that zigs when Our core consumer brands of JAZZ™, others zag. An apple that’s zingy, fresh, (QY\Ƞ3DFLȴF5RVHȠDQG%HHNLVWpDUH zesty – an invigorating, always-refreshing now sold in over 60 countries around ȵDYRXUH[SORVLRQWKDWRQFHELWWHQLV the world. Each has a unique story to tell never forgotten. Because the thing that enables us to connect and add value about traditional apples, is that they can to our trade customers, growers and Minimal interference. And round-the- The Envy™ Story: Bite and Believe sometimes be a bit…traditional. (There’s consumers’ lives and businesses. FORFNFDUH2XUIULHQGO\EHHVȵ\IUHHO\ Day-after-day, whether in blazing sun, a reason they’re called Granny Smiths, The Beekist® Story between all our specially selected vine pouring rain, biting cold or blowing wind, right?). But this? This little wonder is an $W%HHNLVWpRXUIULHQGO\JURZHUVDUH YDULHWLHVJHQWO\YLVLWLQJHDFKȵRZHUWR our dedicated growers remain passionate all-year-round, super-wholesome, one-way supported by another team of little ensure pollination just the way nature about Envy™ apples. You see, the more we WLFNHWWRUHIUHVKPHQWQLUYDQD DȵDYRXUKLW helpers – in the form of humble, hard- intended. The result is a taste sensation live the way we do, the more of us search so good that even we’re surprised it’s legal. working bumble bees. You see, it takes that everyday foodies with a fascination for a little parcel of purity. A perfect piece It’s the ultimate convenience food that feels something of a small miracle to handcraft IRUȵDYRXUORYHȂMXVWKRXUVDIWHUWKH\ȇUH of nature. A time when life was quieter good, works wonders, and captures all the WKHSHUIHFWȵDYRXUVRPHWRPDWR6RIW hand-picked from the vine. and maybe a little gentler. (And when an best bits of nature into a single snack. rainwater. Gentle encouragement. ingredients list wasn’t 12 lines long.) Envy™ The Lotatoes™ Story climate conditions, perfect for growing fragrant aroma, lush texture and satisfying Lotatoes™ have a creamy melt in your ȵDYRXUVRPHKHDOWK\SRWDWRHV FUXQFK\RXUȴUVWELWHUHYHDOVDWDVWHDQG mouth taste, and with just 9.8 grams of ȴUPQHVVWKDWȇVDVGHOLJKWIXOO\MXLF\DVLWLV The Pacific Rose™ Story: carbs per 100 grams, they contain at least enduringly comforting. It’s a natural apple Nature’s Perfect Pick-me-up 40% fewer carbs than the commonly sorbet; balanced, hydrating and light. No Life is rosy. Yet it can also be full of available Rua and Agria potato varieties. surprises, then, that it’s loved and admired surprises. So, just occasionally, it’s good to Lotatoes™ are a versatile potato that can as the perfect pick me up – just the way know exactly what you’re getting. And with be enjoyed in many ways; try them boiled, nature intended. D3DFLȴF5RVHDSSOHZHDOPRVWJXDUDQWHH baked or mashed. Virtually fat free, they it. For starters, it looks naturally beautiful. Engagement are best eaten with skin on for added Its gorgeous natural blush pink colour T&G refreshed its website in 2017 keeping ȴEUH1DWXUDOO\EUHG/RWDWRHVȠDUHSURXGO\ LVERWKXQLTXHDQGDȴQHH[DPSOHRID content relevant and refreshing for grown for T&G by Balle Bros and Master sun-kissed apple that’s grown with genuine stakeholders. & Sons in two of the best growing regions care, and all-year-round expertise. But 1HZ=HDODQGKDVWRRHU 2KDNXQH www.tandg.global the real proof is in the eating. With its and Pukekohe have fertile soil and ideal
26 OUR CORE BRANDS | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | OUR CORE BRANDS 27 1. -&
1-Growing Green is T&G’s commitment to the land on which we grow. It leads to healthier, more natural produce.
We’re committed to carving our own sustainable path globally, be it riparian tree plantings in New Zealand, good land practices in Europe or water conservation in Peru.
When it came to formalising our best practices, we chose to work with independent experts Global Reporting Initiative (GRI) who we knew would set us high benchmarks. Those benchmarks included guidelines and a framework like that adopted by the OECD, the UN Environment Programme, UN Trade & Development and many others.
From environmental issues like energy, emissions, waste, water, biodiversity and transport to social initiatives like health, safety, community and diversity – it’s a big part of who we are and how we exist.
28 SECTIONSECTION HHEREEERE | T&G GlGlobalobaal LLimitedimited AAnAnnualnuaal RReportepoepporrt 220120177 TT>&&&GG GGlGloballobobaobabal LLimitedimimimittedteeded AAnAnnualnnuannuuualRl RReportepoepportt 2201202017010 7 | SSECTIONEECTCTCTIIOIONONON HHEHEREERRE 299 JASON GREENE T&G GROWER MANAGER 1. -& 1-
rowing in importance for To support growers T&G is intent on consumers is the knowledge reducing the cost of food production but (- +(23 Gthey’re buying ethically sourced also food wastage through improvements and sustainably grown produce. to growing programmes and donations to 42(- !+$÷42(-$22 Consumers also want to know where organisations such as KiwiHarvest which $3¡1*ö1#2 their produce was grown and those redistributes excess food to those in need. TRSYOô("ù-"8 that produced it care not just for the ø' ,/(.- environment but the wider community it stems from.
In 2017, T&G joined the Soft Plastics 1.68 Recycling Initiative which encourages G o consumers to return soft plastics to supermarkets for recycling. As a major i ,/ 22(.- 3$ producer, T&G is continually looking for !.433'$24""$22 better packaging options for its brands. -#+(5$+('#.% .41"42,$12Pj As a grower, T&G understands the TONY TEAU challenges growers face in producing quality fruit and vegetables year-round.
SAMANTHA WALMSLEY-BARTLETT AND ANNA DUNNE T&G’S SUSTAINABILITY TEAM
30 GROWING GREEN | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | SECTION HERE 31 31 ih,3'1(++$#.41 ".,/ -82$$23'$5 +4$ (-3'$1.6 $6$ + -# .,$-&1.4/ -#(2 H2ô 6(++(-&3.2'.624"' -#+4-312 24//.13Pj %3$1/+ -3(-& (- $1(*$1(P Magnolia Sonneland, Pipfruit Unit Manager, T&G.
SOLOMONA TUPOU
As a grower in its own right, T&G Growing Green is T&G’s commitment The growth of the horticulture industry appreciates its biggest business partner to reducing energy but also sourcing UHTXLUHVDQLQȵX[RISHRSOHZKLFK7 * ETHICAL SOURCING REPORTING AND ENERGY is the land on which it grows, hence a programmes. The ongoing partnership with supports through its Grow your World with COMPLIANCE commitment to treating it gently. That All Good Fairtrade Bananas by T&G is a T&G activity. It covers the attraction and means balancing what is taken out of it living example of the business’ decision to retention of people into T&G as well as with what is given back. It also means work with those that share similar ethics. career development and support. native riparian plantings on T&G land and Diversity is integral to T&G. The make-up Working in parallel is T&G’s commitment to initiatives centred on reducing energy Ensure environmental compliance RIRXUZRUNIRUFHUHȵHFWVQRWMXVWHWKQLFLW\ Protect and Grow its people by providing and water use. These are just a few Improved sourcing practices Mitigate environmental grievances of a global community but also gender a high standard of health and well-being Increasing energy efficiency activities undertaken during 2017 with Supplier assessment for labour practice Encourage environmental investment with an even split of females and males practices. An education programme to 2,000 native species planted on Kerikeri working across the business. raise awareness of Protect and Grow took and Riwaka orchards. EMISSIONS AND WASTE AND BIODIVERSITY place over 2017 with updated policies In 2017, T&G became a partner of Grow TRANSPORT MATERIALS AND WATER In 2015, T&G set an initial target of and improvements in operational areas New Zealand Women, a group focused reducing energy use by two GWh by 2018. alongside greater support for healthy on encouraging and supporting women However, that target was reached after 12 activity by T&G employees. working in the horticulture industry. The months with EECA’s support. An energy EXVLQHVVDOVRGRXEOHGLWVȴQDQFLDOVXSSRUW saving milestone was achieved in 2017 of the Young Horticulturalist of the Year with T&G signing a new collaboration and the Young Grower Awards. agreement with EECA centred on energy Lower emissions Reduce effluents and waste Support biodiversity Efficient transport Innovative use of materials Better use of water usage improvements.
32 GROWING GREEN | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | GROWING GREEN 33 CORPORATE GOVERNANCE
THE BOARD IS THE GOVERNING BODY OF T&G GLOBAL LIMITED (THE COMPANY) AND ITS SUBSIDIARY COMPANIES (T&G).
Role of the Board The Board operates a code of conduct The FRIC meets at least four times per Interests register Procedures are in place to identify areas of In conducting its activities in New Zealand The Board is responsible to shareholders WKDWIRUELGVGLUHFWRUVDQGRWKHUDHFWHG year and is responsible for overseeing The Company and each subsidiary of the VLJQLȴFDQWEXVLQHVVULVNDQGWRUHPHGLDWH DQGRVKRUH7 *HQVXUHVWKDWLW for the performance of the Company, parties to deal in the Company’s shares FRPSOLDQFHZLWKVWDWXWRU\ȴQDQFLDO Company are required to maintain an DQGHHFWLYHO\PDQDJHWKRVHULVNV$V • Complies with all relevant tax legislation which includes setting the objectives at any time when they are in possession regulations and related responsibilities, interests register in which particulars of required, the Board obtains advice from in each tax jurisdiction in which it and the strategies for achieving those of insider information and during periods HQVXULQJWKDWHHFWLYHV\VWHPVRI certain transactions and matters involving external advisors. operates. REMHFWLYHVLGHQWLI\LQJVLJQLȴFDQWDUHDVRI which are deemed by the Board to be accounting and internal control are the directors must be recorded. The While the Board acknowledges that it • Meets all its tax obligations on time. business risk and implementing policies ‘closed’ periods. These closed periods established and maintained, overseeing interests registers for the Company and its is responsible for the overall control • Pays the correct amount of tax that is due. to deal with those risks, setting the overall customarily include the end of the six and internal and external audit, and liaising subsidiaries are available for inspection at framework of T&G, it recognises that no policy framework and monitoring the 12 month reporting cycles, and until such with T&G’s independent auditors. LWVUHJLVWHUHGRɝFH • Obtains expert advice as required where FRVWHHFWLYHLQWHUQDOFRQWUROV\VWHPZLOO continuing performance of the Company WLPHDVSURȴWDQQRXQFHPHQWVKDYHEHHQ This committee is chaired by Mrs C.A. complex international transactions are Details of all matters that have been preclude all errors and irregularities. and its management. The Board also publicly disclosed. Closed periods include Campbell, and comprises Mr J.S. Wilson involved. entered in the interests register of a ensures that procedures are in place to any additional period when the Board is and Mr A. Helber. The FRIC members company by individual directors during Directors’ and Officers’ insurance The statutory corporate tax rate in New SURYLGHHHFWLYHLQWHUQDOȴQDQFLDOFRQWURO engaged in matters that are likely to have also meet separately with the auditors as the year are outlined in the statutory The Company has arranged directors’ Zealand is 28% and on average over the an impact on the market value of the required. Responsibility for the day-to-day information section of this annual report, DQGRɝFHUVȇOLDELOLW\LQVXUDQFHFRYHULQJ ȴYH\HDUSHULRG WR 7 *ȇV shares. management of T&G is delegated by The HRC is responsible for reviewing, and should be read in conjunction with the directors acting on behalf of the Company. HHFWLYHWD[UDWHZDV7 *ȇVDYHUDJH HHFWLYHWD[UDWHLVORZHUWKDQWKHVWDWXWRU\ WKH%RDUGWRWKH&KLHI([HFXWLYH2ɝFHU Board access to advice approving and monitoring T&G’s Health LQGLYLGXDOGLUHFWRUVȇSURȴOHV Cover is for damages, judgements, (CEO). The Board is committed to act with and Safety Policy, Strategy, Annual Plan ȴQHVSHQDOWLHVOHJDOFRVWVDZDUGHGDQG corporate tax rate in New Zealand due to All directors have access to the advice integrity and expects high standards of and programme of work. This ensures T&G management structure defence costs arising from wrongful acts WKHGLHUHQWFRUSRUDWHWD[UDWHVDSSOLFDEOH and services of the Secretary to the EHKDYLRXUDQGDFFRXQWDELOLW\IURPDOOVWD the health and safety of all those that T&G’s organisational structure is focused committed while acting for the Company. for T&G’s subsidiaries operating in foreign Board and the Board has established a members. work for or come into contact with RQLWVȴYHEXVLQHVVGLYLVLRQVEHLQJ3LSIUXLW jurisdictions, and the impact of non- procedure whereby directors and Board The types of acts that are not covered T&G. Additional responsibilities include International Produce, New Zealand deductible and non-taxable items. committees have the right, in connection are dishonest, fraudulent and malicious Board membership ensuring that the remuneration strategy, Produce, Processed Foods and Other. with their duties and responsibilities, to acts or omissions; wilful breach of statute, There are no executive directors across policies and practices reward fairly and These operations are managed separately seek independent professional advice at regulations or duty to the Company; the Board but a broad mix of skills and responsibly with a clear link to T&G’s with direct reporting to the CEO and to the the Company’s expense, with the prior improper use of information to the industry experience relevant to the strategic objectives and corporate and Board which exercises overall control. approval of the chairman. detriment of the Company; and breach of guidance of the Company’s businesses. individual performance; and assisting professional duty. Mrs C.A. Campbell and Mr J.S. Wilson are Independent professional advice includes the Board in succession planning for the Risk identification and management independent directors for the purposes of SURIHVVLRQDOOHJDODQGȴQDQFLDODGYLFH CEO and senior management positions T&G has adopted a system of internal Tax strategy and governance the NZX listing rules. but excludes any advice on the personal ZKLFKLGHQWLȴHVDQGWDUJHWVLQGLYLGXDOVIRU control, based on written procedures, T&G operates within a framework interests of a director. The Board regularly development. This Committee meets at policies and guidelines. To reinforce this, of prudent and proactive tax risk Conduct of the Board invites key managers and executives to least four times per year and comprises an internal audit function exists that management. The Board has adopted a formal Code attend and present at Board meetings, Mr J.S. Wilson (chair) and Mrs C.A. reports to the Board through the FRIC. of Ethics which sets out the expected and interaction with directors is routinely Campbell. T&G’s tax strategy is focused on providing The Board acknowledges that it is standards of professional conduct of its encouraged. high quality management and governance, The Board has not at this stage established responsible for the overall internal members. which results in ensuring that T&G pays a Nominations Committee owing to a control framework. In discharging this Board committees the appropriate amount of tax within each The Board meets at regular intervals and belief that director appointments are of responsibility the Board has in place The Board has two constituted committees, market that it operates. FRQGXFWVLWVDDLUVWRHQVXUHPDWWHUV VXFKVLJQLȴFDQFHWKDWWKH\VKRXOGEHD a number of strategies designed to the Finance, Risk and Investment can be discussed openly, frankly and direct responsibility of the full Board. This safeguard T&G’s assets and interests and Committee (FRIC) and the Human T&G implements this strategy through the FRQȴGHQWLDOO\$Q\SRWHQWLDOFRQȵLFWVRI matter is kept under review. to ensure the integrity of reporting. Resources Committee (HRC), both of which tax risk management principles within its LQWHUHVWUHODWLQJWRGLUHFWRUVDUHLGHQWLȴHG operate under Board approved charters. Risk Management Framework. DQGGLVFORVHG$HFWHGGLUHFWRUVDUH usually not permitted to vote on any UHODWHGPDWWHUZKHUHDFRQȵLFWH[LVWV
34 CORPORATE GOVERNANCE | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | CORPORATE GOVERNANCE 35 STATUTORY INFORMATION
Auditors 12 months to 31 December 2017 The current year total remuneration RIRVKRUHFRPSDQLHVGXULQJWKHb are disclosed in each annual report Deloitte Limited has continued to act as the principal auditor of NUMBER OF EMPLOYEES spread takes into account the impact of PRQWKVZDV for the year upon which it was relied; 7 *DQGKDVXQGHUWDNHQWKHDXGLWRIWKHȴQDQFLDOVWDWHPHQWVIRU $’000 NZD EQUIVALENT 2017 2016 exchange rate movements on employees and WKH\HDUHQGHG'HFHPEHU 100-110 48 paid in foreign currencies. Information used by directors b. 7KH&RPSDQ\QRWLȴHVWKH1=;LI No member of the Board of the Company, 110-120 24 there are any material changes to its Directors’ loans CEO remuneration or any subsidiary, issued a notice 20 spread. No director is in receipt of any loans from T&G. According to the NZX Corporate requesting to use information received in 17 20 *RYHUQDQFH&RGH UHFRPPHQGDWLRQ their capacity as director which would not 7KHZDLYHUKDVWKHHHFWRIHQVXULQJ 140-150 27 18 Directors’ remuneration T&G should disclose the remuneration otherwise have been available to them. security holders have a ready market to 150-160 11 10 7KHIROORZLQJSHUVRQVKHOGRɝFHDVGLUHFWRUGXULQJ arrangements in place for the CEO. purchase or sell securities. 160-170 16 14 the year. Remuneration paid or accrued included incentive Interested transactions 170-180 12 Details of CEO remuneration have not SD\PHQWVYHKLFOHVVXSHUDQQXDWLRQDQGRWKHUEHQHȴWVZKHUH No directors disclosed the existence of Substantial shareholders 180-190 9 7 been disclosed on the basis of privacy applicable. On top of fees, directors also receive an annual travel any transactions with T&G during the 12 The following information is given 190-200 7 5 issues as Mr Hulbert ceased to be T&G’s allowance of $1,000. months in which they held an interest. pursuant to Section 26 of the Security CEO during the period and thus his 200-210 5 2 Markets Act 1988. consent was unable to be obtained in 12 months to 31 December 2017 210-220 5 NZX waiver from listing rule 5.2.3 relation to such disclosure. The Company 51 During the year, the Company held a The following parties are recorded by DIRECTORS OF T&G $’000 is currently in the process of appointing WKH&RPSDQ\DVDW-DQXDU\ 45 waiver from New Zealand Exchange a new CEO, whose consent in relation to as substantial security holders in the Prof. K.J. Lutz 45 240-250 1 1 1=; OLVWLQJUXOH6SUHDGWKDWZDV disclosure of remuneration arrangements JUDQWHGLQ$SULO1=;OLVWLQJUXOH &RPSDQ\DQGbKDYHGHFODUHGWKHIROORZLQJ 250-260 - C.U.G. Bell will be included as an agreed term in their SURYLGHVWKDWDQLVVXHUɒVVHFXULWLHVZLOO relevant interest in voting securities under 260-270 4 - employment agreement. C.A. Campbell (director fees) generally not be considered for quotation the Securities Markets Act 1988: 270-280 - 1 on the NZX unless those securities are C.A. Campbell (commitee chair person) 10 280-290 2 Directors’ shareholdings held by at least 500 members of the public BayWa Aktiengesellschaft 90,671,206 A. Helber 22 $VDW'HFHPEHUQRFXUUHQW holding at least 25% of the number of 11 directors or parties associated with M.W. Liu (appointed on 28 April 2017) 24 securities of that class issued, and those Wo Yang Limited 21 current directors held ordinary shares requirements are maintained, or the NZX R.T. Priske (appointed on 15 December 2017) 1 6LU-RKQ$QGHUVRQKHOG 22 LVRWKHUZLVHVDWLVȴHGWKDWWKHLVVXHUZLOO ordinary shares). The total number of voting securities J.S. Wilson 1- maintain a spread of security holders LVVXHGE\WKH&RPSDQ\DVDW-DQXDU\ 11 There were no share transactions during VXɝFLHQWWRHQVXUHDVXɝFLHQWO\OLTXLG Sir John Anderson (resigned on 4 December 2017) 89 ZDV 11 WKH\HDUHQGHG'HFHPEHULQ market in the class of securities. R.J. Campbell (resigned on 20 April 2017) 28 -1 which directors held 'relevant interests'. As BayWa Aktiengesellschaft and Wo Yang 1- Directors and Officers composition Limited are not considered members 400-410 2 - Indemnification and insurance of $W'HFHPEHUWKHJHQGHUFRPSRVLWLRQRI7 *ȇVGLUHFWRUV of the public for the purpose of the 1- directors and officers DQGRɝFHUVZDVDVIROORZV listing rules, less than 25% of the quoted 7KH&RPSDQ\LQGHPQLȴHVDOOGLUHFWRUV 1- securities of T&G are held by members named in this report, and current and MALE FEMALE 440-450 - 2 of the public and therefore the Company IRUPHUH[HFXWLYHRɝFHUVRI7 *DJDLQVW Directors 5 2 460-470 1 1 does not meet the requirements of listing all liabilities (other than to the Company 490-500 2 1 UXOH 2ɝFHUV 72 or members of T&G) which arise out of -1 the performance of their normal duties The NZX granted the Company a waiver 1- Employee remuneration DVGLUHFWRURUH[HFXWLYHRɝFHUXQOHVVWKH IURPOLVWLQJUXOHXQGHUWKHIROORZLQJ 660-670 1 - 7 *SDLGUHPXQHUDWLRQLQFOXGLQJEHQHȴWVLQH[FHVVRIWR liability relates to conduct involving lack of conditions: 850-860 - 1 employees (other than directors) during the 12 months. The salary good faith. To manage this risk, T&G has -1 a. The waiver, its conditions, and its banding for the employees is disclosed in the following table: indemnity insurance. The total cost of this HHFWRQWKH&RPSDQ\ɒVVKDUHKROGHUV 1,090-1,100 1 - LQVXUDQFHLQFOXGLQJGLUHFWRUVDQGRɝFHUV Total 247 201
36 STATUTORY INFORMATION | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | STATUTORY INFORMATION 37 20 largest shareholders Spread of security holders DVDW-DQXDU\ DVDW-DQXDU\ % OF ISSUED NAME UNITS CAPITAL TOTAL % OF TOTAL % OF ISSUED RANGE HOLDERS HOLDERS UNITS CAPITAL BayWa Aktiengesellschaft 90,671,206 1 to 499 59 14,769 0.01% Wo Yang Limited 19.99% 500 - 999 85 62,589 0.05%
Bartel Holdings Limited 1,172,997 0.96% 1,000 - 1,999 121 170,610 0.14%
National Nominees New Zealand Limited 900,658 2,000 - 4,999 122 20.54%
HSBC Nominees (New Zealand) Limited 5,000 - 9,999 15.65% 642,205
R.J. Turner, C.E. Turner, Redoubt Trustees Limited & Evans Pennell Trustees Limited 202,689 0.17% 10,000 - 49,999 92 15.49% 1.60%
S.J. Turner, C.M. Turner & D.H. Turner 174,508 0.14% 50,000 - 99,999 10 1.68% 689,764 0.57%
FNZ Custodians Limited 150,670 0.12% 100,000 - 499,999 8 1.11%
H.J. Goodwin 117,986 0.10% 500,000 - 999,999 1 0.17% 900,658
BNZ Paribas Nominees (NZ) Limited 111,414 0.09% 1,000,000 and above 0.51% 94.94%
D.W. Browne, J.F. Browne & M.R. Bangma 109,784 0.09% Total 594 100.00% 122,543,204 100.00%
L.R. Hotham 101,482 0.08% Domicile of shareholders DVDW-DQXDU\ P.J.S. Rowland 0.08% TOTAL % OF TOTAL Tribal New Zealand Traders Limited 79,874 0.07% LOCATION HOLDERS HOLDERS UNITS
M.C. Goodson, D.D. Perron, Goodson & Perron Independent Trustee Limited 0.06% New Zealand 571 7,278,894
L.M.Marx-Sheather, W.B. Sheather, P.V.Sheather & S.M.Palmer 70,856 0.06% Australia 12 2.02%
Hong Kong 0.51% TEA Custodians Limited Client Property Trust Account 70,000 0.06%
Germany 2 R.M. Scott 0.05%
United Kingdom 2 5,247 A.E. Waite 0.05% Japan 1 0.17% 1,000 L.S. Morales 60,000 0.05% Malaysia 1 0.17% 11,716 Total 20 shareholders 119,186,866 97.26% Singapore 1 0.17% 1,000
United States of America 1 0.17% 2,750
Total 594 100.00% 122,543,204
38 STATUTORY INFORMATION | T&G Global Limited Annual Report 2017 T&G Global Limited Annual Report 2017 | STATUTORY INFORMATION 39 www.tandg.global
40 SECTION HERE | T&G Global Limited Annual Report 2017