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Heartland Bank Disclosure Statement Jun14.Xlsx

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Heartland Bank Disclosure Statement Jun14.Xlsx Disclosure Statement For the year ended 30 June 2014 CONTENTS Page General information………………….………………….………………….………………….………………….………………….………………….………………….…………2 Priority of creditors' claims………………….………………….………………….………………….………………….………………….………………….………………….…………2 Guarantee arrangements………………….………………….………………….………………….………………….………………….………………….………………….…………2 Directors………………….………………….………………….………………….………………….………………….………………….………………….…………3 Auditor………………….………………….………………….………………….………………….………………….………………….………………….…………4 Conditions of Registration………………….………………….………………….………………….………………….………………….………………….………………….…………5 Pending proceedings or arbitration………………….………………….………………….………………….………………….………………….………………….………………….…………10 Credit ratings………………….………………….………………….………………….………………….………………….………………….………………….…………10 Other material matters………………….………………….………………….………………….………………….………………….………………….………………….…………10 Directors' statements………………….………………….………………….………………….………………….………………….………………….………………….…………11 Statements of Comprehensive Income………………….………………….………………….………………….………………….………………….………………….………………….…………12 Statements of Changes in Equity………………….………………….………………….………………….………………….………………….………………….………………….…………13 Statements of Financial Position………………….………………….………………….………………….………………….………………….………………….………………….…………15 Statements of Cash Flows………………….………………….………………….………………….………………….………………….………………….………………….…………16 Notes to the Financial Statements………………….………………….………………….………………….………………….………………….………………….………………….…………17 1 Reporting entity………………….………………….………………….………………….………………….………………….………………….………………….…………17 2 Basis of preparation………………….………………….………………….………………….………………….………………….………………….………………….…………17 3 Application of new and revised accounting standards………………….………………….………………….………………….………………….………………….………18 ………….………………….………… 4 Significant accounting policies………………….………………….………………….………………….………………….………………….………………….………………….…………18 5 Investment in subsidiaries………………….………………….………………….………………….………………….………………….………………….………………….…………23 6 Structured entities………………….………………….………………….………………….………………….………………….………………….………………….…………24 7 Segmental analysis………………….………………….………………….………………….………………….………………….………………….………………….…………24 8 Net interest income / (expense)………………….………………….………………….………………….………………….………………….………………….………………….…………26 9 Net operating lease income………………….………………….………………….………………….………………….………………….………………….………………….…………26 10 Other income………………….………………….………………….………………….………………….………………….………………….………………….…………26 11 Selling and administration expenses………………….………………….………………….………………….………………….………………….………………….………………….………27 … 12 Impaired asset expense………………….………………….………………….………………….………………….………………….………………….………………….…………27 13 Income tax expense / (benefit)………………….………………….………………….………………….………………….………………….………………….………………….…………28 14 Imputation credit account………………….………………….………………….………………….………………….………………….………………….………………….…………28 15 Dividends paid………………….………………….………………….………………….………………….………………….………………….………………….…………28 16 Cash and cash equivalents………………….………………….………………….………………….………………….………………….………………….………………….…………29 17 Investments………………….………………….………………….………………….………………….………………….………………….………………….…………29 18 Related party transactions………………….………………….………………….………………….………………….………………….………………….………………….…………29 19 Investment properties………………….………………….………………….………………….………………….………………….………………….………………….…………30 20 Finance receivables………………….………………….………………….………………….………………….………………….………………….………………….…………31 21 Operating lease vehicles………………….………………….………………….………………….………………….………………….………………….………………….…………32 22 Other assets………………….………………….………………….………………….………………….………………….………………….………………….…………32 23 Property, plant and equipment………………….………………….………………….………………….………………….………………….………………….………………….…………32 24 Intangible assets………………….………………….………………….………………….………………….………………….………………….………………….…………33 25 Deferred tax………………….………………….………………….………………….………………….………………….………………….………………….…………33 26 Borrowings………………….………………….………………….………………….………………….………………….………………….………………….…………34 27 Trade and other payables………………….………………….………………….………………….………………….………………….………………….………………….…………34 28 Share capital………………….………………….………………….………………….………………….………………….………………….………………….…………34 29 Derivative financial instruments………………….………………….………………….………………….………………….………………….………………….………………….…………34 30 Reconciliation of profit after tax to net cash flows from operating activities………………….………………….………………….35 ………………….………………….………………….………………….………………….………… 31 Staff share ownership arrangements………………….………………….………………….………………….………………….………………….………………….………………….…………35 32 Fair value………………….………………….………………….………………….………………….………………….………………….………………….…………38 33 Risk management policies………………….………………….………………….………………….………………….………………….………………….………………….…………43 34 Credit risk exposure………………….………………….………………….………………….………………….………………….………………….………………….…………47 35 Asset quality………………….………………….………………….………………….………………….………………….………………….………………….…………48 36 Concentrations of funding………………….………………….………………….………………….………………….………………….………………….………………….…………56 37 Liquidity risk………………….………………….………………….………………….………………….………………….………………….………………….…………56 38 Interest rate risk………………….………………….………………….………………….………………….………………….………………….………………….…………61 39 Capital adequacy………………….………………….………………….………………….………………….………………….………………….………………….…………63 40 Insurance business, securitisation, funds management, other fiduciary activities………………….………………….………68 41 Contingent liabilities and commitments………………….………………….………………….………………….………………….………………….………………….………………….69 ………… 42 Events after the reporting date………………….………………….………………….………………….………………….………………….………………….………………….…………69 Historical summary of financial statements………………….………………….………………….………………….………………….………………….………………….…………70 ……….………… Independent auditor's report………………….………………….………………….………………….………………….………………….………………….………………….………71 1 GENERAL INFORMATION This Disclosure Statement has been issued by Heartland Bank Limited (the Bank) for the year ended 30 June 2014 in accordance with the Registered Bank Disclosure Statements (New Zealand Incorporated Registered Banks) Order 2014 (as amended) (the Order). The Financial Statements of the Bank for the year ended 30 June 2014 form part of, and should be read in conjunction with, this Disclosure Statement. Words and phrases defined by the Order have the same meanings when used in this Disclosure Statement. Name and address for service The name of the Registered Bank is Heartland Bank Limited (the Bank). The Banking Group consists of the Bank and all of its subsidiaries. All subsidiaries are incorporated in New Zealand. The Bank's address for service is 75 Riccarton Road, Riccarton, Christchurch. Details of incorporation The Bank was incorporated under the Companies Act 1993 on 31 January 2013. Ultimate holding company The ultimate holding company of the Bank is Heartland New Zealand Limited (HNZ), a company listed on the New Zealand Stock Exchange. HNZ's address for service is 75 Riccarton Road, Riccarton, Christchurch. The Bank's immediate parent is Heartland NZ Holdings Limited, which HNZ wholly owns. There are no regulations, legislation, or other restrictions of a legally enforceable nature that may materially inhibit the legal ability of HNZ to provide material financial support to the Bank. Interests in 5% or more of voting securities of the Bank 100% of the voting securities (shares) in the Bank are directly owned by Heartland NZ Holdings Limited and are indirectly owned by HNZ. Disclosed below are persons with shareholdings in HNZ of greater than 5% as at the 30 June 2014: Name Percentage held Harrogate Trustee Limited 9.58% Seniors Money International Limited 9.28% Accident Compensation Corporation 7.64% Other than HNZ (that has the power to appoint 100% of the Board of Directors (Board) of the Bank), no person has the ability to directly or indirectly appoint 25% or more of the Board (or other persons exercising powers of management) of the Bank. PRIORITY OF CREDITORS' CLAIMS In the unlikely event of the Bank becoming insolvent or ceasing business, certain claims set out in legislation are paid in priority to others. These claims include secured creditors, taxes, certain payments to employees and any liquidator’s costs. After payment of those creditors, the claims of all other creditors are unsecured and would rank equally with each other. The loans sold to the Heartland ABCP Trust 1 (ABCP Trust) are set aside for the benefit of investors in the ABCP Trust (See Note 6 - Structured entities for further details). GUARANTEE ARRANGEMENTS As at the date this Disclosure Statement was signed, no material obligations of the Bank were guaranteed. Neither Heartland NZ Holdings Limited nor HNZ guarantees any of the obligations of the Bank or any member of the Banking Group. 2 DIRECTORS All Directors of the Bank reside in New Zealand. Communications to the Directors can be sent to Heartland Bank Limited, 75 Riccarton Road, Riccarton, Christchurch. The Directors of the Bank and their details at the time this Disclosure Statement was signed were: Name: Bruce Robertson Irvine Qualifications: BCom, LLB, FCA, AF Inst D, FNZIM Chairman - Board of Directors Occupation: Company Director Type of director: Independent Non-Executive Director External Directorships: Arts Management Limited, Avon Pacific Holdings Limited, B R Irvine Limited, Blackbyre Horticulture Limited, Bowdens Mart Limited, Bray Frampton Limited, Britten Motorcycle Company Limited, Canterbury Business Recovery Group Limited, Canterbury Spinners Limited, CCHL (2) Limited, CCHL (4) Limited, CCHL (5) Limited, CCHL (6) Limited, Chambers at Hazeldean Limited, Christchurch
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