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TAKE A LOOK AT OUR FUTURE... ANNUAL REPORT 2009 NEW ZEALAND’S A N N UA L R E PO RT 2 0 0 9 : 1 NEW ZEALAND’S CARGO GATEWAY TO THE WORLD SEE STORY PAGE 2 Photo shows potential expansion of Port of Tauranga’s infrastructure CO NT N T EN TS - 2 4 6 8 9 10 13 14 18 19 N EW ZEAL AND’ S GATEWAY TO THE WORLD EX PANDABLE CAPACIT Y - GROWING WITH THE FUTURE A NEW CL ASS OF VE SSEL SIZE IS ON OUR RADAR RES ULTS I N BR I EF HIGHLI GHTS CHAIR MAN’ S R EPORT BOAR D OF DI R ECTORS CH IEF EX EC UTIVE’ S REVIE W SE NI O R MANAGEME NT TEAM CUSTOMER S OUR CUSTOMERS 2 : AN N UAL REPORT 2009 - 22 24 28 37 40 42 43 85 87 88 89 O U R PA RT NE R S STA FF O U R STAFF PO SU STA I NA BI L I T Y R E P O RT PO CO R P O R AT E G OV E R NA NCE STAT E M E NT P O RT O F T H E D I R E CTO R S TO T H E SH A R E H O L DE DERS R E PO P O RT AU D I T R E PO FI NA NCI A L STAT E M E NTS ON STAT U TO RY I NFO R M AT I ON P E R AT I O NA L FI V E Y E A R SU M M A RY FI NA NCI A L A ND O PE P O R AT E ST R U CTU CT U R E CO R PO CO M PA NY D I R E CTO RY A NEW CLASS OF VESSEL SIZE IS ON OUR RADAR SEE STORY PAGE 6 EXPANDABLE CAPACITY - GROWING WITH THE FUTURE SEE STORY PAGE 4 NEW ZEALAND’S A N N UA L R E PO RT 2 0 0 9 : 1 P O RT FO R T HE FUT U R E - N E W Z E A L A N D ’ S CA R G O G AT E WAY TO T H E WO R L D NEW ZEALAND’S CARGO GATEWAY TO THE WORLD NORTHPORT METROPORT AUCKLAND PORT OF TAURANGA PORT OF TAURANGA IS THE NATURAL GATEWAY TO AND FROM INTERNATIONAL MARKETS FOR MANY OF NEW ZEALAND’S BUSINESSES. OUR LOCATION IS CENTRAL TO KEY EXPORT COMMODITY SOURCES, AND WE HAVE DIRECT AND DEDICATED ACCESS TO NEW ZEALAND’S LARGEST IMPORT MARKET. With an annual cargo throughput of more than 13 million tonnes, Port of Tauranga is New Zealand’s largest port. 2 : AN N UAL REPORT 2009 P O RT FO R T H E FU T U R E - N E W Z E A L A N D ’ S CA R G O G AT E WAY TO T H E WO RLD PORT OF TAURANGA IS NEW ZEALAND’S PORT FOR THE FUTURE. WE HAVE THE LOCATION, THE STRATEGIC PARTNERSHIPS WITH OUR CUSTOMERS AND SUPPLIERS, THE CAPACITY TO EXPAND OUR INFRASTRUCTURE, AND UNRIVALLED SEA, ROAD AND RAIL CONNECTIONS. IN THE FUTURE, UP TO 650,000 TEUS EACH WAY PER ANNUM CAN BE RAILED VIA THE TAURANGA TO AUCKLAND RAIL LINK METROPORT increased our capacity to handle conditions and growing commodity MetroPort offers direct rail expanding volumes of forest demand. The company works access from Tauranga to the product exports, as well as growth closely with customers to manage Auckland consumer market. This in manufacturing and other export future needs. dedicated rail link, operated by sectors. KiwiRail, bypasses Auckland’s heavily With 50 hectares of available land, congested roads. In the future, this Northport is well positioned for rail link will give Port of Tauranga further growth. The proposed the ability to handle up to 12 trains designation of a Northland rail of 150 TEUs (twenty foot equivalent corridor presents numerous new units) per day. opportunities. Efficient turnaround of cargo is facilitated with state of the art IT C3 – COMPLETE CARGO CARE systems determining arrival and C3 Limited, a strategic partner of departure times. Qualified staff are Port of Tauranga, operates in 13 available to assist our customers ports throughout New Zealand. around the clock. C3’s many years of experience in ROAD AND RAIL LINKS In addition to investment in increased capacity on rail connections, the Port will benefit from improvements to roading infrastructure in the Bay of Plenty. The duplication of the Tauranga harbour bridge and dedicated motorway access ramps to the Tauranga Container Terminal will enable the terminal to expand without creating bottlenecks. NORTHPORT for a range of import and export Northport, Port of Tauranga’s joint requirements allows it to take The Tauranga Eastern Arterial Project is being fast-tracked and will create a four lane motorway bypassing Te Puke. This will significantly reduce travel time and transportation costs venture at Marsden Point, has advantage of changing industry to the port from the east. providing cargo handling solutions A N N UA L R E PO RT 2 0 0 9 : 3 P O RT FO R T HE FUT U R E - EX PA N DA B L E CA PAC I T Y - G R OW I N G W I T H T H E FU T U R E EXPANDABLE CAPACITY GROWING WITH THE FUTURE Photo shows future planned expansion of the Tauranga Container Terminal PORT OF TAURANGA IS POISED TO EXPAND CAPACITY TO ACCOMMODATE OUR CUSTOMERS’ FUTURE NEEDS, AT A RELATIVELY LOW COST. THE ADDITION OF OUR FIFTH LIEBHERR SHIP-TO-SHORE GANTRY CRANE EQUIPS THE PORT TO SERVICE LARGER VESSELS ANTICIPATED IN THE FUTURE. 4 : AN N UAL REPORT 2009 P O RT FO R T H E FU T U R E - EX PA N DA B L E CA PAC I T Y - G R OW I N G W I T H T H E FUTURE PORT OF TAURANGA’S KEY STRENGTH LIES IN OUR ABILITY TO GROW TO MEET CUSTOMER REQUIREMENTS AND MARKET DEMANDS. WE HAVE THE LAND HOLDINGS TO EXPAND, AND THE INTEGRITY, INNOVATION AND COMMITMENT TO MEET OUR CUSTOMERS’ FUTURE NEEDS. WITH RELATIVELY LOW CAPITAL EXPENDITURE MORE THAN ONE MILLION TEUS PER ANNUM CAN BE HANDLED AT THE TAURANGA CONTAINER TERMINAL TAURANGA QUAYSIDE The Port has the ability to extend the quay length at the Tauranga Container Terminal from 600 metres to 1,155 metres as required. Currently the terminal has 21 hectares that can be quickly sealed, at relatively low cost, to become part of the terminal operation. With the purchase of additional gantry cranes and associated plant, the terminal will be able to handle more than one million TEUs per annum without the need to move to a more intensive high-stack gantry operation. The terminal is served by two rail sidings, which can be duplicated. With the addition of rail-mounted gantry cranes, the terminal will then be able to handle ten times the volumes currently moved by rail. MOUNT MAUNGANUI QUAYSIDE The current 2,060 metres of quay length can be extended to the south by a further 1,000 metres, to handle increased bulk and liquid cargoes. LAND ACQUISITIONS The Port has purchased 13.7 hectares of land since April 2008 to bring total land holdings to 185 hectares. This makes Port of Tauranga the largest New Zealand port in terms of land area. With the increase in forestry exports, the Port is sealing land recently acquired and looking to intensify storage methods to meet the expected log volumes of five million tonnes per annum. The Port also has eight hectares of vacant land in Totara Street to cater for the expected increase in bulk and liquid cargoes at the Mount Maunganui wharves. A N N UA L R E PO RT 2 0 0 9 : 5 P O RT FO R T HE FUT U R E - A N E W CL A SS O F V E S S E L S I Z E I S O N O U R R A DA R A NEW CLASS OF VESSEL SIZE IS ON OUR RADAR Existing channel deepened to 16.0m inner & 17.4m outer Widened channel No change THE PORT IS SEEKING APPROVAL TO DEEPEN THE CHANNEL FROM 11.7 METRES TO 14.5 METRES AT LOW WATER. 6 : AN N UAL REPORT 2009 P O RT FO R T H E FU T U R E - A N E W C L A S S O F V E S S E L S I Z E I S O N O U R RA DA R CARGO SHIPMENTS ARE INCREASING IN SCALE AND PORT OF TAURANGA IS IDEALLY POSITIONED TO ACCOMMODATE LARGER SHIPS THROUGH OUR STRONG BALANCE SHEET AND READILY EXPANDABLE INFRASTRUCTURE. THE DREDGING APPLICATION PROVIDES FOR INCREMENTAL DREDGING SO THE PORT CAN RESPOND TO THE ANTICIPATED INCREASE IN SIZE OF SHIPS CHANNEL DEEPENING INCREMENTAL DREDGING competitiveness of New Zealand’s Port of Tauranga has applied for The Port’s dredging application exporters and provide lower freight resource consents to widen and provides for the work to be costs for imports. deepen Tauranga harbour’s shipping carried out in stages to enable Port of Tauranga is also working channels to accommodate larger the Port to respond commercially with KiwiRail to ensure sufficient rail vessels. to the anticipated progressive capacity to deal with the turnaround The dredging application to Environment Bay of Plenty seeks approval to deepen channels between 3.1 and 3.3 metres, to accommodate larger vessels of up implementation of larger vessels. The material to be dredged is predominantly clean sand and markets are being explored for this resource. of larger volumes of cargoes. The Port’s investment in expanding our fleet of gantry cranes and straddle carriers will also ensure efficient servicing of larger vessels. to 7,000 TEUs, with a draught of LARGER SHIPS Our new Liebherr gantry crane – 14.5 metres and 347 metres length. Larger ships, both containerised which has twin-lift capability and is Ships of this size are expected to and bulk, will have relatively higher large enough to service ships up to dominate shipping services for the fuel efficiency and lower operating 18 containers wide – increases the next 15 to 20 years. costs per unit. This will enhance the Port’s fleet of gantry cranes to five. A N N UA L R E PO RT 2 0 0 9 : 7 P O RT F O R T HE F U T U R E - R E S U LTS I N B R I E F OUR VISION To be New Zealand’s preferred cargo gateway OUR MISSION STATEMENT Leading through innovation and commitment OUR VALUES Integrity, Innovation, Communication, Teamwork FOR US SOCIAL RESPONSIBILITY IS: Ensuring our strategic and operational decisions take into account our environmental responsibilities and the aspirations of our shareholders, the community, and our staff. Photo shows future northern expansion of Tauranga wharves with additional cranes RESULTS IN BRIEF Year 2009 $000 Year 2008 $000 143,619 148,808 45,185 42,117 TOTAL ASSETS 910,447 895,426 TOTAL EQUITY 643,057 639,210 70.6 71.4 33,509 44,231 4.80 4.77 7.0 6.6 13,458 13,525 546,521 582,072 REVENUE SURPLUS AFTER TAXATION SHAREHOLDERS’ EQUITY (%) DIVIDENDS PAID NET ASSET BACKING PER SHARE ($) RETURN ON AVERAGE EQUITY (%)* CARGO THROUGHPUT (000 TONNES) CONTAINERS (TEUS) The Board approved a final dividend of 18.0 cents per share ($24.1 million) after year end payable on 2 October 2009. * Assets were revalued by $189.2 million effective 30 June 2004 and $228.0 million effective 30 June 2007. 8 : AN N UAL REPORT 2009 P O RT FO R T H E FU T U R E - H I G H L I G HTS HIGHLIGHTS Record Group profit of $45.185 million. One Lost Time Injury (LTI) during the year. Entering into a long term operating agreement with Carter Holt Harvey Lodestar. Purchase of 2.6 hectares of Mount Maunganui wharf store and also 1.8 hectares of land within the Mount Maunganui wharf area. Increase of 27% in log exports. Increase of 24% in dairy exports. A record year of cruise ships with 56 visits, up from 40 in 2008. Erection of new Liebherr gantry crane at the Tauranga Container Terminal, commissioned July 2009. Sealing of hardstanding at the Tauranga Container Terminal, increasing terminal area by 1.3 hectares. Increase in productivity at the Tauranga Container Terminal. CMA CGM Panama fortnightly service began calling in July 2008. Pacifica weekly coastal service began calling in October 2008. Lodged application for dredging consent to dredge channels to 14.5 metres draught at low water. Port of Tauranga Limited nominated as one of three finalists for New Zealand Business of the Year in Deloitte’s Management Magazine Top 200 Companies Award. 12 INTERNATIONAL CARGO BY PORT FOR YEAR TO 30 JUNE 2009 (Source: Statistics New Zealand) 10 EXPORT IMPORT 6 4 2 WESTPORT GREYMOUTH NZ VARIOUS PICTON TAHAROA TIMARU GISBORNE NELSON BLUFF DUNEDIN WELLINGTON NAPIER NEW PLYMOUTH LYTTELTON AUCKLAND WHANGAREI 0 TAURANGA MILLIONS OF TONNES 8 A N N UA L R E PO RT 2 0 0 9 : 9 P O RT FO R T HE FUT U R E - C H A I R M A N ’ S R E P O RT “INVESTMENT IN LAND, ROAD, RAIL AND INFRASTRUCTURE POSITIONS US WELL FOR THE FUTURE” CHAIRMAN’S REPORT JOHN PARKER CHAIRMAN Given the parlous state of world financial markets over the past year, to be able to report a profit is pleasing and to be able to report an increase in profit, very pleasing indeed. 10 : AN N UAL REPORT 2009 FINANCIAL PERFORMANCE to $143.619 million, with container The financial market collapse throughput down 4% to 546,521 caused a commodity boom to turn TEUs and total trade decreasing to to bust and for Port of Tauranga, 13.458 million tonnes. meant considerable change to The Chief Executive’s report will trading patterns with overcapacity, detail changes in cargoes but the especially in container shipping. positive highlight was a substantial Net profit after tax for the year increase in dairy and log exports. ended 30 June 2009 was $45.185 The Company’s balance sheet million – an increase of $3.068 million remains very strong, with a debt/ or 7.3% on last year. Total operating debt plus equity ratio of 29.4% revenue fell by 3.5% on last year after payment of $33.509 million in P O RT FO R T H E FU T U R E - C H A I R MA N’S REPO RT dividends and investment of $38.533 INDUSTRY ENVIRONMENT million in capital expenditure. In the New Zealand is a country of difficult terrain with a small population so internal transport infrastructure will always be a high cost burden. Prioritising investment on economically important routes is therefore more important to New Zealand than most countries. Ports are a critical part of the transport infrastructure and especially so given the high volume of New Zealand’s imports and exports per capita, our distance from markets and the fact that our major exports are relatively low value per unit of weight. Port efficiency and the contribution to or burden they impose on infrastructure – be it internal to New Zealand or shipping costs – is important. current climate, we are very pleased to retain a conservative balance sheet and to have bank facilities negotiated at very favourable rates prior to the current credit crisis and running through to December 2010. We have commenced discussions with our bankers and are confident of securing new debt facilities with effect from 30 June 2010. DIVIDEND Directors have declared a final dividend of 18 cents per share, which on top of the interim dividend of nine cents brings the total for the year to 27 cents. Last year, the comparative figures were 16 cents final and nine cents interim. This year’s total dividend is 8% higher than last year. It is for these reasons that this Company continues to make a public stand on the issue of port rationalisation. Newer and larger container ships want to begin servicing New Zealand but require the expenditure of hundreds of millions of dollars on the infrastructure to accommodate them. That cost and the requirements of these vessels to make at most two New Zealand port calls and to discharge and load big tonnages quickly means that New Zealand cannot afford or service more than two such ports. A port hierarchy must develop where other ports feed in cargoes to the two primary ports by road, rail and sea. The prize for shippers in doing this is substantially lower costs. If port owners don’t move, falling revenues and market forces will dictate change. The recent move by Fonterra to start consolidating their exports on fewer ports is part of that process. A N N UA L R E PO RT 2 0 0 9 : 1 1 P ORT FOR T HE FUT U R E - C H A I R M A N ’ S R E P O RT DIRECTORS FUTURE Messrs Bill Baylis and Bill Capamagian retire at the Annual The economic climate of 2010 remains uncertain and likely to bring Meeting in accordance with the Company’s constitution and offer themselves for re-election. considerable challenges. Given our strong balance sheet, operating efficiency and the Port’s diverse STAFF cargoes, we are well-placed to ride out the uncertain short term and In last years Chairman’s report, I said “Another praiseworthy effort participate strongly in any export led recovery to the economy. from our staff. In the face of considerable global financial turmoil, they have, with the minimum of fuss, Looking forward, the growth in vessel size, combined with market kept their eye on the key drivers of the business, providing a cost efficient and customer focussed service that continues to attract profitable new business.” I couldn’t say it better for the year under review, except to add that it has been even more difficult. Management continue to exercise tight control on operating costs while actively pursuing profitable new business opportunities. concentration among shipping lines, means that fewer large vessels will call at fewer ports. This will drive specialisation into hub and spoke feeder ports and makes port rationalisation even more urgent. Port of Tauranga is New Zealand’s logical Port for the Future. We have the land, much of the infrastructure, balance sheet capacity and can accommodate larger vessels at a much lower incremental cost than other New Zealand ports. John Parker CHAIRMAN 12 : AN N UAL REPORT 2009 P O RT FO R T H E FU T U R E - B OA R D OF DI RECTO RS BOARD OF DIRECTORS J S PARKER A W BAYLIS A W CAPAM AGI AN J M CRONIN B Ag Sc, Chairman INDEPENDENT DIRECTOR MCom (1st Class Honours), FCA, FNZIM, AFInstD INDEPENDENT DIRECTOR CA INDEPENDENT DIRECTOR MNZM, JP, CA, AMInstD John Parker is Chairman of Northport Limited and Director of C3 Limited and New Zealand Farming Systems Uruguay Limited. Mr Parker also chairs the Nomination Committee and joined the Board of Port of Tauranga Limited in June 1996. Bill Baylis is Chairman of Real Journeys Limited, a non-executive Director of Blackhead Quarries Limited and a number of related companies. He has broad governance experience over a wide range of industries. Mr Baylis chairs the Audit Committee and joined the Board in February 2006. As a former Deputy Managing Director for Owens Group Limited, Bill Capamagian has a long period of shipping and transport experience. Bill has spent most of his working life in Tauranga. He joined the Board in August 1994. John Cronin, an experienced company director, is Chairman of the Bay of Plenty Regional Council (Environment Bay of Plenty), and a Director of Attach Systems Limited, Design Concepts Limited and Piccadilly Investments Limited. John joined the Board in August 2002. D A PILKIN GTON M J SMITH S I R DRY DEN S PR I N G BSc, BE, GradDip Dairy Science & Technology INDEPENDENT DIRECTOR LLB DSc (Hon) INDEPENDENT DIRECTOR David Pilkington was a member of Fonterra’s senior executive team and now holds Directorships in Ballance Agri-Nutrients Limited, Douglas Pharmaceuticals Limited, Prevar Limited, Rangatira Limited, Ruapehu Alpine Lifts Limited and ZESPRI Group Limited. He has a strong background in marketing, international business and supply chain logistics. Mr Pilkington joined the Board in July 2005. A Tauranga lawyer, Michael Smith is Chairman of Quayside Group of Companies. He is an experienced company director with an extensive corporate and commercial legal background. Mr Smith chairs the Remuneration Committee and joined the Board in August 2001. Sir Dryden Spring is Chairman of the ANZ National Bank Limited, and is also a Director of Fletcher Building Limited, Northport Limited and Sky City Entertainment Group Limited. He joined the Board in April 2004. A N N UA L R E PO RT 2 0 0 9 : 1 3 P O RT FO R T HE FUT U R E - C H I E F EX E C U T I V E ’ S R EV I E W “OUR EXPANDABLE CAPACITY IS THE KEY TO FUTURE SUCCESS” CHIEF EXECUTIVE’S REVIEW MARK CAIRNS CHIEF EXECUTIVE As your Chief Executive, I am proud to report on another solid Company performance for the year, against a backdrop of negative economic headlines. its market leadership position as the Company. The 7% increase in confirmed by a number of measures: earnings on reduced trade and trade volume, productivity and revenue is a very satisfactory profitability. The latest Statistics result in the current financial New Zealand data confirms Port climate. This increase in earnings of Tauranga as New Zealand’s can be attributed to: a general largest port, with our market share reduction in costs across the increasing further, where we now board; improvement in dairy and log handle some 56% more international exports; increased property income cargo than any other port (and from the additional 13.7 hectares The business environment has 236% more international exports). of land purchased over the last 17 remained intensely competitive The Chairman has commented months; and lower interest costs and the Company has retained on the financial performance of and a lower corporate tax rate. 14 : AN N UAL REPORT 2009 P O RT FO R T H E FU T U R E - C H I E F EX E C U T I V E ’ S REV I EW OPERATIONS Total trade for the year was down slightly at 13.458 million tonnes – a decrease of 66,346 tonnes (or 0.5%) on the previous year. Noteworthy variances in trade were as follows: log exports increasing 27%; dairy exports increasing 24%; meat exports increasing 17%; and coal imports increasing 68% (off a low FY08 base). Negative variances included: processed forestry exports decreasing 5%; kiwifruit exports decreasing 4%; palm kernel and grain imports decreasing 10%; steel exports decreasing 6%; oil imports decreasing 6%; and fertiliser base imports decreasing 23%. CONTAINERS With the drop-off in imports associated with the recession, container volumes decreased 6% during the period. Over the last ten years, container throughput has compounded at an average growth rate of 19.2% per annum. The Chairman has mentioned the Organisation for Economic Co-operation and Development (OECD) report highlighting the cost disadvantages that our importers and exporters face. In 2006, New Zealand’s level of labour productivity was ranked 22nd out of 30 in the OECD. The tyranny of distance is something that port companies must strive to overcome through boosting productivity both within the port gates and also with efficient intermodal connections outside the port gate. We are proud to have increased the Company’s already high level of productivity in the container terminal to an average net crane rate of 33.8 moves per hour (as measured by the Australian Productivity Commission). Recent independent benchmarking by Rockpoint Corporate Finance shows the Port to be some 25% more productive than any other Australasian port. Following our recent 1.3 hectare expansion to the terminal pavement area, we have seen a further 4% improvement over the second half of the financial year, where our net crane rate has averaged 35.3 moves per hour. Our productive capacity will be further enhanced following the recent commissioning of our fifth Liebherr gantry crane in July this year. The Chairman has already touched on port reform in New Zealand and one strong driver of reform going forward will be the rapidly increasing size of vessels and the cascading of larger container vessels into our waters. We note Fonterra’s recent calls for New Zealand to ready itself for container vessels in the 6,000 to 7,000 TEU (twenty foot equivalent unit) range, as soon as practical. On that note, we have lodged our resource consent application to be able to widen and dredge our harbour channels and sitting basins to provide for 14.5 metres draught (all tides). Once these resource consents are secured, dredging could be initiated in a timely manner, as and when required by market demand. A N N UA L R E PO RT 2 0 0 9 : 1 5 P O RT FO R T HE FUT U R E - C H I E F EX E C U T I V E ’ S R EV I E W We have significant capacity for As an example, the average travel total strategic land holdings to future growth without the need time savings on this new link of 185 hectares (72 hectares for the for expensive high stacking gantry 24 minutes (return trip) could see container terminal alone), further systems or further reclamation. trucks completing four journeys future-proofing our capacity to Our costs to cater for these larger a day to the port instead of the provide for continued growth in bulk container vessels are lower than current three. as well as containerised cargoes. other ports and we have sufficient Rail continues to be an integral balance sheet capacity to fund ASSOCIATE COMPANIES part of the Port of Tauranga’s these projects. business model, with approximately ROAD AND RAIL Port of Tauranga enjoys excellent road and rail links, with a significant additional route capacity available in rail. 40% of all cargo moving into and out of the port by rail. We are working with KiwiRail to increase capacity and enhance service levels on the MetroPort Auckland rail operation. The recent introduction We had a stronger contribution from Associate Companies with income up 20% or $0.85 million on last year. Northport Limited’s earnings were up 52% or $1.770 million on last year. We continue to regard Northport as a key strategic asset, anticipating long-term growth and The $250 million Harbour Link of 60 new generation (IM) wagons, roading project is on track to be and the construction of three completed earlier than scheduled passing loop extensions doubling and will be opened before the end the route capacity on the Tauranga of the year. We also welcome to Hamilton line are tangible Earnings for C3 Limited (previously the Minister of Transport’s examples of this enduring business Toll Owens Limited) were up slightly recent announcement of a tolling partnership. These new IM type at 1% or $0.034 million on last proposal that could see the fast- wagons can take the equivalent of year. Both Northport Limited and tracking of the Tauranga Eastern three TEUs whereas in the past, the C3 Limited are well positioned to Arterial Project, with construction older UK wagons could only carry participate in increased forestry commencing as early as next year. two TEUs. The trains previously exports. This arterial will be New Zealand’s carried 94 TEUs and the new wagons MetroBox Auckland Limited, which largest four lane roading project have seen this increase to 106 TEUs operates a container handling and the completion of this vital link per train. operation at MetroPort, has will reduce freight costs and provide we welcome the commencement of the designation process for the Marsden Point rail spur line. returned to a modest profitability further supply chain productivity LAND over the last two years and meets improvements for our importers We have acquired a further 13.7 the Group’s strategic objective of and exporters – the tradeable hectares of land over the last developing a “freight village” in South portion of New Zealand’s economy. 17 months which now brings our Auckland. 16 : AN N UAL REPORT 2009 P O RT FO R T H E FU T U R E - C H I E F EX E C U T I V E ’ S REV I EW SAFETY Our commitment to workplace safety is a daily practice at the Port and I am pleased to report another strong improvement in safety performance with the Company incurring only one lost time injury for the year, reducing our Lost Time Injury Frequency Rate (LTIFR) by 72% to 3.5 (per million hours exposure). This is still considered one accident too many, but in our hazardous working environment, this is a significant achievement and excellent progress towards our goal of having an accident-free workplace. We are also pleased that Accident Compensation Corporation (ACC) has ranked the Port of Tauranga as the best performing port in New Zealand in terms of claims history, which we believe is testament to the Port-wide Users’ Health and Safety Forum. STAFF Most Chief Executives would say the strength of an organisation is in its people. Our Company continues to rely on the accumulated expertise of a long-serving complement of staff and I consider that I am privileged to lead a special team. Low staff turnover over many years has resulted in a very strong taskfocussed culture which drives both productivity and the innovation, which are the Company’s hallmarks. Our staff service profile is worth highlighting – there would not be many companies who could boast such a large number of loyal staff. A third of our staff has had more than 20 years’ service, 10% have in excess of 30 years’ service, and two individuals have even been with the 1 Company for more than 40 years. This provides a great resource to pass on the knowledge and As New Zealand’s largest port, it is our intention to retain that position and to grow accordingly. We have experience to our bright, young new staff. secured ample land holdings to be able to capitalise on our natural geographic potential. The road SUSTAINABILITY The Company continues to strive to build strong enduring relationships and rail infrastructure necessary to support that growth is being put into place. Our business with customers, stakeholders, shareholders, staff and the community. You will find familiar fundamentals remain sound and our relative competitive advantages are strengthening – the Company is well information, appropriately updated in the sustainability section of this poised to be New Zealand’s Port for the Future. report. THE FUTURE Port of Tauranga remains committed to treating every customer as a valued partner with whom it works to find shipping solutions that are efficient, innovative, and profitable for the importer/exporter and the Port Company. The Company’s positioning strategies have insulated the Company to a degree and our increasingly diverse trade mix is relatively defensive. On that note, it is pleasing to see a strong increase in forestry exports over the last six months, with sustained demand from China. MAF have recently published some excellent forecasting on Central North Island Whilst the economy looks to have found a floor and many positive signs are emerging, there remains significant uncertainty to the outlook and speed/shape of any recovery. In particular, the persistently strong New Zealand dollar drags on the economic outlook, with the dollar having risen more than 35% since March. It remains difficult to provide guidance for the coming year, but at this stage we remain confident of maintaining a full year earnings result similar to last year’s. I sincerely thank our business partners, staff and Directors who have helped us achieve another record result, which is a tribute to all who were involved. wood availability, based on a mixture of assumptions: large-scale forest owners harvest intentions; smallscale forest owners harvest by age class; and yields by forest type.1 The key takeouts from this analysis Mark Cairns CHIEF EXECUTIVE suggest it is time to start planning to provide port infrastructure to handle annual export volumes of five million tonnes over the medium term. This has been confirmed in recent discussions with our forestry exporter customers. MAF. http://www.maf.govt.nz/mafnet/publications/wood-availability/central-north-island A N N UA L R E PO RT 2 0 0 9 : 1 7 P O RT FO R T HE FUT U R E - S E N I O R M A N AG E M E N T T E A M SENIOR MANAGEMENT TEAM MARK CAIRNS CHIEF EXECUTIVE STEVEN GRAY CHIEF FINANCIAL OFFICER GRAEME MARSHALL COMMERCIAL MANAGER TERRY JAMES CORPORATE SERVICES MANAGER 18 : AN N UAL REPORT 2009 TONY REYNISH PROPERTY MANAGER Photo taken on the new Tauranga Harbour Bridge constructed by Fletcher Construction. Opened September 2009. P O RT FO R T H E FU T U R E - O U R C U STO MERS KIWIRAIL KiwiRail is investing in rail infrastructure and rolling stock to ensure it can meet future demand from customers choosing rail. “Our investment underlines the Chief Executive Jim Quinn says KiwiRail is committed to building capacity where customers see rail as an efficient option. He says the Auckland-Tauranga rail corridor, part of the “Golden Triangle” with Hamilton, is a good example. current 106 20 foot equivalent Up to 32 trains a day run on the line between Auckland and Tauranga and the associated forestry products’ line to Kawerau. The cargoes include containerised dairy exports as well as steel, coal and forest products. Jim says projected freight growth of up to 75% over the next 20 years, and the prospect of increased capacity requirements from new larger ships, will put pressure on transport corridors. importance of major ports to New Zealand’s economic future,” he says. Improvements on the Golden Triangle route will see an increase in the length of trains serving Tauranga maintenance equipment will be deployed on the national network. KiwiRail is also introducing 20 new, more powerful and fuel efficient locomotives nationally. the next two years. In October last year, 60 new generation wagons were commissioned for the MetroPort service, increasing capacity from two to three 20 foot containers per KiwiRail is effectively doubling the wagon, or one 40 foot and one 20 capacity of the Hamilton-Tauranga foot container. line by increasing crossing loops. Port of Tauranga and KiwiRail have entered a headroom agreement to ensure sufficient capacity at the and MetroPort Auckland from the containers (TEUs) to 150 TEUs within Jim says two new and two extended loops will increase capacity from two trains an hour in each direction to four trains. One 250 metre extension near Morrinsville has been completed and the others will be finished by early 2011. He says as well as increasing peak cargo season. The agreement guarantees availability of up to 12 trains of 150 TEUs per day. Approximately 40% of imports and exports through Port of Tauranga travel on rail. capacity, KiwiRail is working on reliability of the line, much of which dates back to the 1930s. Before the end of 2009, new $23 million ballast A N N UA L R E PO RT 2 0 0 9 : 1 9 P O RT FO R T HE FUT U R E - O U R C U STO M E R S CARTER HOLT HARVEY LODESTAR Carter Holt Harvey Lodestar has banked on Tauranga being its Port for the Future through a long-term operating agreement signed in early 2009. The agreement cements the long and productive relationship between Carter Holt Harvey (CHH) and Port of Tauranga, dating back to the 1950s. CHH Lodestar’s Manager-Integrated Solutions David Kriel says the agreement helps create operational efficiencies for Carter Holt Harvey’s pulp, paper, cartonboard and wood product exports from its Central North Island mills, as well as its imports of raw materials. “It allows us to optimise our integrated supply chain,” says David. “It has given us an opportunity to consolidate our Central North Island volumes.” 20 : AN N UAL REPORT 2009 “We believe that the Port of Tauranga is strategically important, not only to CHH Lodestar, but to New Zealand business in general,” he says. Zealand’s most strategic ports in the Carter Holt Harvey’s logistics solutions arm, Lodestar, has leased key facilities in prime wharf locations at Mount Maunganui and Sulphur Point. CHH Lodestar has agreed to export an annual cargo volume through the Port. The agreement also includes the sale to Port of Tauranga of a leasehold interest in a 2.6 hectare Mount Maunganui wharf store and 1.8 hectares of freehold land within the wharf area. half a dozen sites to one prime David says the agreement has removed the transactional nature of the relationship with the Port and strengthened a mutually beneficial strategic partnership. “We’re a significant user of port services and we’ve always worked well together, but the agreement means that we can get on with building our businesses,” says David. “Tauranga will be one of New future, there’s no doubt about that.” CHH Lodestar has been able to consolidate its pulp storage from position on the wharf with direct rail access. This consolidation has allowed CHH to substantially reduce its pulp warehousing footprint, with the associated flow-on logistics benefits. “At this time of flux in the shipping world, with services coming and going, we have put a peg in the sand. All of our service providers can now plan around where the majority of our cargo will exit New Zealand,” says David. “Over time, we believe this strategy and the consolidation of our business at Tauranga will allow us to become even leaner, with a sustainable, logical distribution network. This will allow CHH Lodestar to deliver an improved, stable service to our customers,” he says. P O RT FO R T H E FU T U R E - O U R C U STO MERS FONTERRA Key Port of Tauranga customer Fonterra, which controls more than a third of the world’s dairy trade, welcomes the moves to prepare for the arrival of bigger ships in New Zealand waters. Fonterra’s General Manager Supply Chain Strategy Nigel Jones says New Zealand must urgently upgrade port and transport capacity to improve productivity and enable bigger ships to start calling in the next few years. “The current work that’s under way at Port of Tauranga in infrastructure development and planning for harbour deepening, as well as the road and rail enhancements in the wider environment, is exactly what’s needed,” says Nigel. “New Zealand has a small economy, so for economic growth to be maintained and substantially developed we need much greater levels of productivity from our export sector,” says Nigel. “If New Zealand is serious about “If the country is serious about maintaining and developing its competitive position in the world then we must deliver a step change in the cost to serve of our international supply chain.” this as soon as practical – that is, in He says the required productivity gains can be delivered through an integrated supply chain response, but the challenge is to progress it with sufficient urgency. “As soon as practical we need our logistics infrastructure to develop the capability to handle big ships,” he says. “New Zealand cannot sit back and see competitor countries benefit from economies of scale we can only dream of. We need to influence and drive change and we need to do it as quickly as possible.” Nigel believes New Zealand can gain $2 to 3 billion per annum across the wider economy from potential freight efficiencies. protecting its trading position in the world we must move to achieve three to five years.” Nigel says experiences overseas show that it is vital that the supporting road and rail infrastructure keeps pace with port capacity. Bigger ships mean big container exchanges, he says, and connectivity bottlenecks are a threat. Port of Tauranga and KiwiRail have achieved significant capacity increases to the rail connections between Tauranga and MetroPort. Roading is being enhanced through the $255 million Harbour Link project to improve connections between Tauranga and Mount Maunganui, and access to the Port. Public consultation is also under way on the planned Tauranga Eastern Link motorway between Te Maunga and Paengaroa. A N N UA L R E PO RT 2 0 0 9 : 2 1 P O RT FO R T HE FUT U R E - O U R PA RT N E R S C3 LIMITED C3 Limited is New Zealand’s largest on-wharf logistics company, with more than 600 employees nationwide specialising in marshalling, stevedoring and warehousing services to importers and exporters. C3’s diverse business streams and geographical spread have been strategically beneficial through the challenges of the past year. Chief Executive Dean Camplin says C3’s core strength has meant the company has achieved a solid performance in a difficult and highly competitive period. Formed in 2004, C3 is a 50:50 joint venture between Port of Tauranga Limited and Asciano Limited. Its operations are spread over 13 ports and its expertise includes 22 : AN N UAL REPORT 2009 stevedoring and handling of logs and wood products, bulk products such as coal and fertiliser, as well as highly specialised steel products. Its services include logistics and inventory management, as well as information distribution to importers and exporters. C3 manages warehousing solutions at the Port of Tauranga and supports the Tauranga Container Terminal with highly-trained crane and straddle operators. In the past year, C3 has focused on refreshing its information technology for the future, including innovations to improve log inventory management. A new, simple web interface with wireless networking allows C3 customers and associated freight providers access to C3’s data in real time, assisting with decision-making and workflow. This has resulted in improved customer service, increased efficiency and lower costs. The model is also being adapted to improve service and communication with general cargo customers, and C3 expects the system to set an international benchmark. The project resulted in C3’s IT Manager Jason Garrett being a finalist in the Innovator of the Year Award in the awards run by the Telecommunications Users Association of New Zealand (TUANZ). The Company is currently implementing a customer relationship management system to integrate with this platform. Dean says C3 has also worked with customers to develop improved performance benchmarks. “This is proving really valuable in building stronger and more productive relationships with our customers.” C3 has continued to invest in new plant. “We are conscious of adding machinery that is, in particular, fuel efficient, low in emissions and low in noise,” says Dean. “We have more plant purchases scheduled for the coming year to support the growth in our business and the scale of the anticipated increase in forestrelated exports.” P O RT FO R T H E FU T U R E - O U R PA RTNERS NORTHPORT LIMITED Northport Limited is strategically positioned for longterm growth due to its geographical position, deep water and ready expansion capability. Chief Executive Jon Moore says Northport is prepared for the future needs created by growing exports in forestry, processed timber and new cargoes. “A deep water port with plenty of adjacent land is quite an attractive lure for export businesses,” says Jon. Seven-year-old Northport Limited is a 50:50 joint venture between Port of Tauranga Limited and Northland Port Corporation (NZ) Limited (NPC). A third berth at 14.5 metres deep was added last year. The company holds existing resource consents for an additional 270 metres of berth and 4.4 hectares of storage, as well as consent to increase the size of the harbour turning basin. There is also the medium-term potential to develop an additional 12 hectares of reclaimed land, and extend berthage by another 270 metres. NPC also owns 180 hectares of commercial zoned land adjacent to the port boundary. The company is also prepared to accommodate larger vessels, with New Zealand-leading tug capability and ongoing channel optimisation work to increase safety margins and capacity. “There is significant growth projected for this region, and we are well positioned to benefit from it with our available space, potential to expand and our ability to adapt quickly to the needs of our customers and their markets,” says Jon. Jon says the proposed designation of a Northland rail corridor will open new opportunities for the port. The company has taken an active role in business development planning for the region. Northport also has a unique approach to environmental protection. It was the first port wholly developed under the Resource Management Act. All stormwater, sedimentation and dust is collected and treated on site. The company sponsors the Whangarei Harbour Health Improvement Fund, which has sea grass planting and shellfish reseeding projects. Jon says Northport can take advantage of a strong and productive relationship with Port of Tauranga senior management. Another key strength is Northport’s strong support from local and regional councils. “There is a robust growth structure plan in place which sees the port as a key asset, and a strong political will to see this region benefit from export growth,” says Jon. “We don’t have any of the urban encroachment issues that hamper other ports’ development. Coastal shipping and new rail routes will certainly put us in a good position for handling cargoes that need plenty of storage space.” A N N UA L R E PO RT 2 0 0 9 : 2 3 P O RT FO R T HE FUT U R E - O U R STA F F AUBREY WILKINSON Crane Driver, Tauranga Container Terminal Aubrey Wilkinson is one of Port of Tauranga’s highly-skilled crane drivers operating the Company’s new and largest Liebherr container crane. Aubrey, an employee for 21 years, has recently been appointed permanently to the crane driving Tauranga team averages over 33 container movements an hour, well above the international benchmark team and he’s delighted. of 25 per hour. The purchase of the new gantry crane, the port’s fifth, His passion for the job is obvious, as is his relentless pursuit of improved performance. “I try to drive as quietly, smoothly and as quickly as possible, and while I’m doing that, I’m also making sure that we can all go home safely at the end of the day.” “You’re always challenging yourself. You’re in sole charge of yourself and the crane and you’re always pushing yourself to achieve a faster rate without compromising safety,” he says. “It’s a craft that is honed every day on the job.” While speed is not the sole objective, Aubrey is proud of the fact the 24 : AN N UAL REPORT 2009 will improve efficiency even further with its ability to lift two containers at once. Aubrey had a brief stint on the tugs and then transferred to the lines crew in 1990, where he remained until this year. In the early 1990s, he also took up the challenge to train as a crane driver. He passed the strict training regime and began working as a relief Aubrey started work at the Port as an electrician. The lure of working by driver. and on the sea was strong for this Maketu-born and raised fisherman’s son. Vice-President of the Rail and Maritime Transport Union for two years, and has been elected to the “Back then, we did everything National Management Committee for six years. electrical, from design to delivery, on the wharf and on the water. We worked on buildings, substations, lighting towers, beacons and the crane – there was only the one back then,” laughs Aubrey. Aubrey has served as the National He says the union, the largest at the port with 300 members, has a good relationship with the Company, based on mutual respect, open communication and effort. P O RT FO R T H E FU T U R E - O U R STA FF TANIA HOLMES Terminal Operator Receival and Delivery, Tauranga Container Terminal Working at the Tauranga Container Terminal is providing one employee with a small-town upbringing, an inspirational connection to the rest of the world. Rarotongan-born Tania Holmes gate, checking the containers’ Tania relishes the knowledge she’s moved to Mount Maunganui aged 18 documentation and putting it into gained of the shipping, road and from her childhood home of Tokoroa. the system, and directing drivers to rail industries. She takes great She had some administration and the straddle unloading area. The pride in the attention to detail and operations roles in retail before process is reversed for imports. accuracy required in her receipt and working at a Sulphur Point coolstore Tania, 29, also relieves for the rail for five years. team, planning the loading and Tania started working for Port unloading of trains to and from of Tauranga in August 2007 with MetroPort in Auckland, as well as “It’s fun. It’s exciting because it’s a short stint relieving on the processing the paperwork. always changing,” she says. ShuttleSelect cargo management Tania is in awe of the international Tania is enjoying the development service, processing documentation. connectivity of the port and the of her planning skills when she It gave her enough of a taste for her scale of its operations. is rostered to work in the rail to jump at the chance to take on a permanent role in the Receival and “It is such a big company, and not just in what it means to this dispatch role, and is also enjoying the challenge of taking on more responsibility within the team. department, as well as exploring other roles in the Company. Delivery team in March 2008. region. All the equipment is big too “It’s the best job I’ve had. I love She is now a senior member of the – straddles, ships, the cranes. It’s all it,” says Tania. “I love the fact that team. Her role includes greeting quite overwhelming, coming from a you’re so connected to the world.” truck drivers at the terminal small town like Tokoroa,” she says. A N N UA L R E PO RT 2 0 0 9 : 2 5 P O RT FO R T HE FUT U R E - O U R STA F F ROWAN JOHNSTONE Port Engineer, Property Division One of Port of Tauranga’s new faces, Port Engineer Rowan Johnstone, says the Company’s clear focus attracted him to the job. “There’s a very strong direction for at the chance to work here. The accessible and you don’t have to go the whole Company – the Port for position appealed because of the through layers of bureaucracy to the Future. It’s not just a slogan,” wide-ranging portfolio of work. get things done,” he says. says Rowan. “There’s a clear long- He is involved in development and term focus and there’s been a long maintenance of the Company’s company history of that kind of infrastructure, as well as project culture – planning for the future so work to meet the Port’s commercial that the Port can keep growing.” objectives. Rowan moved to the Company in “I really like the scale of projects October 2008 following an eight- that I get to work on, both in year stint at Firth Industries. As the value and size. They are all quite Bay of Plenty’s Area Manager for different – I’ve worked on projects Firth, he supervised the concrete involving boats, wharves, cranes and experience. company’s winning and delivery of maintenance dredging. It’s a variety Rowan, who gained his honours major projects such as the Tauranga of work you just don’t get from degree in engineering from Harbour Link and the recently many other employers,” says Rowan. Canterbury University, was brought completed Kawerau Geothermal He enjoys the team environment and up in Tauranga and is pleased his Power Station. the way that the Port’s employees wife Michelle and two preschool boys Rowan says he had long held the are encouraged to network and can live here while he works in his Port in high regard as a business socialise together. “The senior dream job. “I’m always very proud and as an employer, so he jumped management team are very saying who I work for,” he says. 26 : AN N UAL REPORT 2009 “Our objectives are well communicated, so everyone has a sense of belonging and of working together to achieve the common goal.” He admires the wealth of historic knowledge on staff and says people are very willing to share their P O RT FO R T H E FU T U R E - O UR STA FF WAYNE RUEGG Property Officer, Property Division When Wayne Ruegg left school to work for the then Tauranga Harbour Board, the Tauranga Container Terminal was not even envisaged. One of his first jobs was to commence the reclamation of Sulphur Point that ultimately grew to become the thriving cargo terminal that exists today. Wayne is Port of Tauranga’s longestserving employee, clocking up 45 years in August 2009. He helped bring about some of the biggest infrastructure developments in the harbour. In addition to Sulphur Point, Wayne helped build the eight and nine wharf extensions and worked on the harbour entrance widening at Tanea Shelf in the 1970s. He undertook early hydrographic surveying of the harbour, contributing data to the harbour research model, which has shaped port development over the decades. He also established the Port’s first diving team. One of the projects he is most proud of is the reconstruction of the Salisbury Avenue offices in 1990, when he liaised between the Company and the contractor on the complex job. and if we needed to go to Omokoroa, we would take a boat – there were no company cars. We didn’t have telephones in every office, and it was a toll call to Tauranga anyway,” he says. Wayne currently deals with the dayto-day management of the Port’s extensive property portfolio, including leasing, rent reviews and maintaining databases. The Port has about 130 tenants and owns more than 185 hectares. “What took a week then would only take an hour now with the technology that’s available. We now do 50 times more stuff with far fewer people.” “The Company has totally transformed in my time. We certainly didn’t have computers or CAD (computer aided drafting) in the early days. Our first calculator could only do basic sums and it was huge – my watch has more functions these days,” says Wayne. “We used to get the ferry to and from work because there was no bridge, Aged 62, Wayne has a few more years to retirement and has no plans yet. He celebrates his 40th wedding anniversary with wife Carol next year, and their two daughters live locally with their four grandchildren – and another two on the way. Chief Executive Mark Cairns says Wayne’s commitment and dedication haven’t lessened in 45 years. “Wayne is one of our most committed staff and exemplifies the ‘can do’ attitude embedded in our culture.” A N N UA L R E PO RT 2 0 0 9 : 2 7 P O RT FO R T HE FUT U R E - S U STA I N A B I L I T Y R E P O RT SUSTAINABILITY REPORT “Sustainability is about recognising the community’s expectations of us and responding in a constructive and positive way.” In keeping with our commitment to creating a “Port for the Future”, the Company has concentrated on providing support to the youth in our community. We recognise that it is our responsibility to maintain and develop the Port for the benefit of current and future generations. This responsibility is the essence of sustainability and the measures we highlight in this report reflect our progress towards this end. National Jazz Festival: Youth Jazz Competition Port of Tauranga Limited has sponsored the National Jazz Festival, 28 : AN N UAL REPORT 2009 held in Tauranga over the Easter weekend, for a number of years. This year, the Company committed to a three-year sponsorship of the Youth Jazz Competition: supporting youth is a key element in our philosophy of supporting our community. We are proud to be the sponsor of this competition which is the most prestigious New Zealand showcase for young, aspiring jazz musicians to display their talents alongside other like-minded jazz enthusiasts from around the country. P O RT FO R T H E FU T U R E - S U STA I N A B I L I T Y REPO RT Newspapers in Education Port of Tauranga Half Port of Tauranga continues its Gold Sponsorship of the Tauranga’s biggest sporting event, the Port of Tauranga Half Ironman, this event from its inception in 1990 and is honoured to have been the Newspapers in Education (NiE) programme – a co-operative effort between the newspaper celebrated its 20th anniversary in January 2009, with 750 individual and 450 team contestants. Port of title sponsor for the past 18 of those years. Such is the popularity of this event, entries for the 2010 event sold industry, schools and commercial sponsors to provide free Tauranga has been a supporter of out in a record 66 minutes. newspapers and resources to schools. NiE programmes are designed to be useful to teachers and engage students in interactive, meaningful activities that support the school curriculum. They cover a wide range of topics that put students in touch with their local region and the world around them. Recent research found students from American schools that used NiE programmes achieved on average 10% better results than students from schools with no NiE. Donation of Computers As part of Port of Tauranga’s commitment to recycling used equipment and plant, ten computers and accompanying software were donated to children in the care of Child Youth and Family (CYF). We were gratified to receive a letter of appreciation from the Minister of Social Development and Employment, acknowledging this gift. These computers will assist disadvantaged children in their school work, job hunting and skills training, and will keep them connected with friends, families and communities. This will be an on-going commitment and staff have also been encouraged to recycle their personal computers which will be reconditioned by the Company’s IT staff prior to donation to CYF. Education Scholarships, which honour one young people from the Tauranga Moana Trust Board area with tribal of Tauranga’s leading community affiliation with Tauranga Iwi. figures, have been awarded annually Each year, we are visited by by the Port for 19 years. Four new selected pupils from Tauranga Girls’ College, to assist them in their business studies. This The Turirangi Te Kani Memorial Tauranga students were named as recipients of a Port of Tauranga scholarship for tertiary study during the year, bringing the total recipients for 2009 to seven. The scholarship is awarded for up to three years’ tertiary study to provides an opportunity for young people to gain an appreciation of the commercial culture and the relevance of their studies to the world of business. Charity Yacht Regatta Port of Tauranga was proud to be the major sponsor of the Port of Tauranga Charity Yacht Regatta, held in March. This year’s event raised a total of $20,000 for six charities, including the purchase of a van for the lead charity, CanTeen (the New Zealand organisation supporting young people living with cancer). Last year’s lead recipient, Riding for the Disabled, received a quad bike. A N N UA L R E PO RT 2 0 0 9 : 2 9 P O RT FO R T HE FUT U R E - S U STA I N A B I L I T Y R E P O RT Port Tours Enview It is pleasing to note that there was proportionately a greater number of It is pleasing to note that the Harbour participants in port tours from the community. While these tours are free, it is noted that the educational sector has decreased, which may be in part due to the fact that our Conditions page is one of the most frequently viewed pages on our minutes, giving real time significant wave height, wind direction and tide/current information. This website. Enview, Port of Tauranga’s live Harbour Conditions Monitoring System, is updated every three facility has become a favourite with recreational fishermen and surfers as well as commercial users. website is being accessed more frequently by school pupils and/ or declining school budgets for transport. PORT TOURS % BREAKDOWN 100% 80% 60$ BUSINESS 40$ COMMUNITY EDUCATION 20% 2009 Sponsorship Port Users’ Health and Safety Forum Each year, the Company allocates funds to assist local charities, individuals and organisations in their endeavours. We primarily focus on entities that can add value to the community, thus supporting the New Zealand, the Department of Labour and Accident Compensation Corporation (ACC) to develop common safety standards. The following graph, produced by ACC, further demonstrates the success of the forum in reducing sustainability commitment. The funds allocated this year are similar to the proportions distributed last the number of workplace accidents. PORTS COMPARATIVE DATA YEAR ENDED 31 MARCH 2008 SPORT 23% EDUCATION 19% marshalling companies, Maritime 30 : AN N UAL REPORT 2009 PORT I 0 PORT H COMMUNITY 9% to health and safety in a high-risk working environment. This involves working with stevedoring and 1 PORT F BUSINESS 30% 2 PORT G ENVIRONMENT 4% 3 PORT E ARTS 15% the forum’s efforts to make the port a safer place through its collaborative systems approach 4 PORT C at the 2008 New Zealand Community Safety and Injury Prevention Awards. The commendation recognised PORT D which is an organisation dedicated to promoting the wealth of the local community. 5 PORT B The Forum was highly commended 6 TAURANGA Manager Operations, Nigel Drake, accepting the award from Hon Marian Street, Minister for ACC of funds to business is often misunderstood. A good proportion of this donation goes to Priority One, ALL PORTS year. While some of the sectors represented in the pie chart below are self-explanatory, the distribution NUMBER OF CLAIMS PER $MILLION PAYROLL 2008 2007 2006 0% P O RT FO R T H E FU T U R E - S U STA I N A B I L I T Y REPO RT Progress and Trends A record number of cruise ships called at Port of Tauranga this year. The effects of the global economic downturn are reflected in next year’s forecast but had little impact on this year’s result. This is because most cruises are booked well in advance and in the case of this year’s results, would have been committed to before the first signs of the economic depression were obvious. While the forecast decline next year is disappointing, our market share will Since the end of last year, the northbound volume out of MetroPort has decreased due to reduced volumes of imports. This has led to a slight decrease in the volume of containers transported by rail but southbound volume is expected to increase as the new ANZL service begins in late July 2009. The slight decrease in the volume of logs transported by rail is due largely to the increase in the volume of logs harvested from areas not serviced by rail. ANNUAL TEU GROWTH ANNUAL SHIP VISITS 60 600 1,500 50 40 30 20 10 1,200 400 900 300 600 200 300 100 0 2006 2009 20% 0% 0% 2009 20% RAIL 40% ROAD 40% 2008 2009 60% 2007 60% 2006 80% RAIL 80% ROAD 100% 2007 2008 LOG RAIL VOLUMES 100% 2006 2008 TAURANGA TERMINAL CONTAINER TRANSPORT 2007 2006 2009/10 est 2008/09 2007/08 0 2006/07 0 500 2007 CONTAINER VOLUME (TEUS) 000’S CRUISE VESSEL CALLS 2009 Unlike cruise vessels, cargo vessel visits were more sensitive to declining economic conditions throughout the year. Shipping companies are continuing to rationalise services to meet the challenges arising out of the global recession. This is reflected in the reduced number of cargo vessels and containers this year. 2008 remain essentially the same. A N N UA L R E PO RT 2 0 0 9 : 3 1 P O RT FO R T H E FUT U R E - S U STA I N A B I L I T Y R E P O RT KEEPING IT SAFE and sprain injury which unfortunately accident-free result. The Lost Time Injury Frequency Rate (LTIFR) is based on an internationally-used standard which LOST TIME INJURIES ACCIDENT SEVERITY RATE precluded us from achieving a year’s 15.0 4.0 3.5 12.0 AVERAGE DAYS LOST/INJURY 2.5 2.0 1.5 1.0 0.5 9.0 6.0 3.0 2007 2009 2008 2007 2009 0.0 0.0 2008 NUMBER OF INJURIES 3.0 STAFF - COMINGS AND GOINGS % STAFF TURNOVER STAFF NUMBERS COMPARISON 200 10.0% 8.0% 150 # STAFF 6.0% 4.0% 100 50 2.0% 2009 2008 2009 2008 2007 32 : AN N UAL REPORT 2009 2007 0.0 0.0% LOST TIME INJURY FREQUENCY RATE (LTIFR) 15.0 12.0 9.0 6.0 3.0 0.0 2009 In the twelfth month, we had a strain 2008 11 months during this financial year. measures the hours worked (being the hours exposed to hazards) relative to the number of accidents that occurred. This produced a Lost Time Injury Frequency Rate for this year of 3.13, which is significantly down on last year’s result. 2007 longest ever accident-free period of The increase in the accident severity rate reflects the duration of time off against the one accident that was recorded for the year. LOST TIME INJURIES PER MILLION HOURS EXPOSURE Port of Tauranga recorded its P O RT FO R T H E FU T U R E - S U STA I N A B I L I T Y REPO RT Photo courtesy of Graeme Marshall SEAGULL S SE E EAG AGULL AG ULL IMAG UL IIM IMAGE MAG AGE T TO OC COME OM O ME ME WORKING WITH OUR ENVIRONMENT Harbour Bridge Project While Port of Tauranga’s As far back as 1994, Port of contribution has meant some Tauranga retained and protected sacrifices and careful planning over land that would possibly be required for the widening of the existing bridge and achieved approaches. This was achieved by enforcing “nobuild” strips and short term leases the years, the benefits to both the region and the Port will be considerable. Sulphur Point Tree Planting The Company has offered to plant to enable early release of land to Pohutukawa trees on Council owned accommodate the construction land along Keith Allen Drive. This will timetable. act as a natural extension to the During the construction phase existing planting between the public of the Harbour Link Project, 1.6 road and the Tauranga Container hectares of land adjoining the Terminal at Sulphur Point. Planting construction site was leased to the will be carried out in the financial New Zealand Transport Agency. This year ending June 2010. land was used for the pre-casting Lighting Systems systems. They are also more aesthetically pleasing to the eye and less confusing to recreational boaties navigating their way through harbour channels. The costs of upgrading the lighting will be compensated for by the reduction in electricity usage over the medium to longer term. We have introduced a far more stringent lighting regime when ships are not being serviced at the port. On these occasions, operational lighting is switched off, leaving security lighting to illuminate the port. Annual Report During the recent maintenance friendly lighting at both the Mount dredging campaign, additional sand Maunganui and Sulphur Point sites. was pumped ashore and stored on These lights are fully shielded, Port land to be used as fill for the consequently reducing the glare We have significantly reduced the number of Annual Reports printed this year by offering shareholders the option of reading the publication online. A large number of shareholders preferred this option, which precludes the unnecessary generation of paperwork and its abutments, ramps and roading. that was common in our old lighting attendant cost. of the concrete beams used in the flyover. We have been progressively introducing more environmentally A N N UA L R E PO RT 2 0 0 9 : 3 3 P O RT FO R T HE FUT U R E - S U STA I N A B I L I T Y R E P O RT of our business operations. ENVIRONMENTAL PERFORMANCE that are owned or controlled by Port of Tauranga. The following section includes an emissions inventory, calculated using Scope 2 consists of indirect GHG emissions from the generation of Therefore Scope 1 and 2 emissions have been calculated complying with the standards and guidelines the globally recognised Greenhouse Gas (GHG) Protocol and broken into two scopes: purchased electricity consumed by the company in its owned or controlled equipment or operations. set out in the GHG Protocol. Port of Tauranga is in the process of establishing reporting boundaries for Scope 1 consists of direct GHG emissions occurring from sources We have calculated and reported on our emissions within the boundaries the calculation of its emissions under the optional third scope. RESOURCE USE – 2008/2009 RESOURCE UNIT 2006/2007 2007/2008 2008/2009 234,403 237,478 221,561 17,962,825 18,468,230 17,828,334 Water m3 Electricity kW-hrs Petrol litres 50,625 41,941 38,802 Diesel litres 1,943,332 2,290,573 2,143,219 COMMENT (REASON FOR CHANGE FROM PREVIOUS YEAR) Slight decrease attributed to greater awareness of water conservation Small reduction in usage in proportion with lower container numbers More efficient Company vehicles Small reduction in usage in proportion with lower container numbers EMISSIONS (TONNES CO2 EQUIVALENT) SCOPE SOURCE 30 JUNE 2007 30 JUNE 2008 30 JUNE 2009 1 Petrol used 118 98 90 1 Diesel used 5,179 6,139 5,744 1 Waste to landfill Not available 1,104 1,614 1 Air travel 33 54 25 2 Electricity 3,359 3,047 2,942 There are minor differences in the figures quoted in last year’s report and those above for the year ended 30 June 2009. This is because the reported emissions profile has to be adjusted when new emission measurement factors are released by the New Zealand Ministry of the use of electricity. The most noticeable change is in “waste to landfill”, which has increased as a result of more Economic Development. This is particularly true of our biggest source of emissions, which are indirect emissions associated with frequent sweeping of the port operational areas. RESOURCE MANAGEMENT ACT CONSENT ACTIVITY – 2008/2009 DESCRIPTION Port channels deepening and widening APPLICATIONS PUBLIC LODGED CONSULTATION ✔ CONSENT GRANTED ✔ ✔ Mount Maunganui wharf area stormwater discharge Port channels sand sampling for extraction ✔ Totals 2 34 : AN N UAL REPORT 2009 UNDER APPLICATION ✔ 1 1 1 P O RT FO R T H E FU T U R E - S U STA I N A B I L I T Y REPO RT RESOURCE MANAGEMENT ACT - SCHEDULE OF TERM CONSENTS 2008/2009 DESCRIPTION YEAR OBTAINED EXPIRES (OR LAPSES) Bore water extraction - for laying dust 1972 1 October 2026 Emergency sewerage discharge - Mount outfall 1978 1 October 2026 Occupation of the coastal marine area - section 384A of RMA 1994 30 September 2026 Discharge sludge ex Hewletts Road log storage - stormwater treatment 1995 31 August 2015 No 1 shed cooling water discharge 1996 30 November 2030 Maintenance dredging of shipping channels 2000 28 February 2020 Maintenance dredging disposal, area D, main ocean dump 2000 28 February 2020 Maintenance dredging disposal, area A, renourishment main Mount beach 2000 28 February 2020 Maintenance dredging disposal, area B & C, replenishment areas 2000 28 February 2020 Dredging disposal site for silt, area G 2000 28 February 2020 Pilot Bay beach renourishment 2000 28 February 2020 Sulphur Point sand extraction - 100,000m3 pa 2000 28 February 2020 Place and use three culverts - Waimarie Street 2002 20 November 2035 170m northern wharf extension 2002 4 February 2015 Dredging Sulphur Point - effluent treatment and discharge 2002 4 February 2015 Sulphur Point stormwater - outfall structure 2006 31 May 2041 Sulphur Point stormwater - harbour discharge 2006 31 May 2041 Hewletts Road log storage - stormwater treatment and discharge 2002 31 March 2022 Discharge stormwater from paved storage area for debarked logs 2002 31 July 2017 Minor reclamation for harbour bridge extension 2004 30 June 2038 Dredging Stella Passage - southern end of Sulphur Point 2006 31 January 2026 Port channels sand sampling for extraction 2009 31 January 2011 A N N UA L R E PO RT 2 0 0 9 : 3 5 P O RT FO R T HE FUT U R E - S U STA I N A B I L I T Y R E P O RT ENVIRONMENTAL OBJECTIVES AND PERFORMANCE AREA OBJECTIVES KEY PROGRESS TO DATE Climate change and air quality Minimise emissions resulting from Port-controlled operations Completion of scopes 1 and 2 emissions inventory for 2007, 2008 and 2009 years Diesel usage and monitoring plan being developed for implementation, initially, by high usage plant and machinery FUTURE PLANS/COMMITMENTS TO IMPROVEMENT Implementing various resource usage minimisation programmes within the Port of Tauranga with a view to reducing scopes 1 and 2 emissions on a per tonne of cargo basis Develop a plan with regards to defining boundaries for calculating and reporting on Port of Tauranga’s scope 3 emissions Work with and encourage contractors to reduce their emissions over time Environmental management Implement usage of more fuelefficient plant and equipment All recent straddle purchases have been diesel-electric, including two in the 2009 year Replace remaining 13 diesel straddles with more fuel efficient straddles by 2015 Encourage all staff to use alternative and sustainable modes of transport Carpool intranet being developed for use by Port of Tauranga employees Encourage employees to use local bus services and/or carpool Implement and manage all resource consents for 100% compliance Dust Management Plan in place to ensure various dust control measures are undertaken for bulk cargo, including wind loading limits, and sealing of certain dusty areas Work closely with Environment Bay of Plenty and Tauranga City Council to minimise effect of Port operations on the surrounding community $30 million enclosed coal facility specifically built in 2004 to ensure coal dust containment Significant increase in cleaning and sweeping of wharves in 2009 to avoid on-port debris polluting the harbour Planting of native trees along Totara Street to minimise aesthetic impact of Mount-side port operations over time Noise Management Plan in accordance with Resource Management Act, including Port Noise Liaison Committee with public, port, port-user and Council representation Stormwater Management Plan including stormwater protection measures and containment areas for liquid spills to avoid harbour pollution Investigation, recording and review of all complaints for breach of compliance Replacement of all light fittings at Sulphur Point wharves with more efficient bulbs and to reduce light-spillage Ensure management of environmental risks associated with Port operations Environmental resource consent and regulation compliance inspections undertaken by Environment Bay of Plenty and Tauranga City Council Reviewal and re-development of Port of Tauranga’s Environmental Policy Tier 1 Oil Spill Contingency Plan for fuelling of tug and pilot boats Establishment of the Port of Tauranga Environmental Management Committee Completion of “Get Sustainable Challenge”, objectively highlighting key areas of sustainability achievement and areas of potential improvement for Port of Tauranga Company support of environmental projects Sponsorship of the University of Waikato to undertake environmental research on harbour conditions and the replenishment of local beaches Dotterel Protection Project on Matakana Island Sponsorship and membership of Stakeholders in Methyl Bromide Reduction Group including provision of a representative on behalf of New Zealand ports Resource usage Waste management Improve efficiency of resource usage including promoting and practicing energy efficiency and water conservation Annual resource usage reviews Ensure sustainability considerations in purchasing equipment and regular items and when building developments around the Port Appointment of Environmental Management Officers throughout the Port Minimise waste from port operations Reuse or recycle waste wherever possible Dispose of waste responsibly where recycling is not an option Recycling stations in various areas around the Port (paper, glass, metal, plastic, toner/printer cartridges and some batteries) Development of a Company-wide Recycling Policy Old IT equipment to be re-vamped and donated to the community where possible or recycled On-wharf recycling of log bark/debris through an independent contractor Staff-led clean ups of Pilot Bay and Mount main beach Regular audits undertaken by MAF of quarantine waste and quarantine washing facilities Educate and provide facilities for port users to minimise waste and dispose of it responsibly Ensure quarantine waste obligations are met 36 : AN N UAL REPORT 2009 Energy conservation reminders on light switches Company-wide Recycling Policy promoting reduce, reuse and recycle policy Promotion of on-line Annual Reports, resulting in significant reductions in Annual Reports printed and posted to stakeholders from 2009 year Use Sustainable Business Network to identify, liaise with, and increase use of, sustainable suppliers Investigate further recycling options including rainwater and chemicals Work with and encourage contractors to reduce their waste and to implement similar reduce, reuse and recycle policies into their operations P O RT FO R T H E FU T U R E - CO R P O R AT E G OV E R N A N C E STATEMENT CORPORATE GOVERNANCE STATEMENT ROLE OF THE BOARD BOARD COMPOSITION The Directors are elected by shareholders and are responsible for the corporate governance of the The constitution states that there shall be no more than nine Directors, nor less than six, and comprising Company. Corporate governance describes how a company looks after the interests of its shareholders. The primary role of the Board is the protection and of no more than two members or employees of the shareholding authority, who may hold office as Directors of the Company at the same time. enhancement of shareholder value while respecting the rights of other stakeholders. Good corporate governance is core to ensuring the creation, protection The Board currently comprises of seven non-executive Directors of which five are independent. The biography of each Board Member, including each Directors’ skills, and enhancement of shareholder value. experience, expertise, other directorships and the term held by each Director at the date of this Annual Report is set out in the Directors’ section on page 13 of this The Board is committed to high standards of corporate governance. The Board has reviewed the Company’s corporate governance practices, as a result of two key reports: - NZX – Appendix 16 Corporate Governance Best Practice Code. - Corporate Governance in New Zealand – Principles and Guidelines – A Handbook for Directors, Executive and Advisors by the Securities Commission, New Zealand. As a result of the above review the Company’s governance processes do not materially differ from the above two reports. The Board oversees the business and affairs of the Company, establishes the strategies and financial objectives with management and monitors the performance of management directly and through Board Committees, monitors compliance and risk management, ensuring the Company has the appropriate controls and policies. Annual Report. In accordance with the Company’s constitution onethird, or the number nearest to one-third of the Directors, retire by rotation at each meeting. The Directors to retire are those who have been longest in office since their last election. Directors retiring by rotation may, if eligible, stand for re-election. Newly appointed Directors must seek re-election at the first Annual Meeting of shareholders following their appointment. The Board has access to executive management, and key executive managers are invited to attend and participate in appropriate sessions of Board meetings. DIRECTOR INDEPENDENCE The Board determines annually on a case-by-case basis, who in its view, are independent Directors. The practices adopted by the Board are prescribed in The factors that the Company will take into account when assessing the independence of its Directors are the Board Charter, which sets out the protocols for operation of the Board, and in the Code of Ethics, which outlined in our Board Charter and state that a Director will be deemed not to be independent if they: sets out the manner in which Directors and employees - are a substantial security holder of the Company, or an associated person of a substantial security holder (other than solely as a consequence of being a should conduct themselves. With the approval of the Chairman, Directors are entitled to seek independent professional advice on any aspect of the Directors’ duties, at the Company’s expense. Director); or - have a relationship (other than in their capacity as a Director) with the Company or a substantial security The full content of the Company’s corporate governance policies, practices and procedures can be found on the holder of the Company (or one of their associated persons has such a relationship) and, by virtue of that Company’s website: www.port-tauranga.co.nz relationship, that Director (or associated person) is likely to derive, in the current financial year of the Company, a substantial portion of their annual revenue The Board is committed to reviewing these policies regularly. during such financial year. A N N UA L R E PO RT 2 0 0 9 : 3 7 P O RT FO R T HE FUT U R E - CO R P O R AT E G OV E R N A N CE STAT E M E N T Equally, a Director will be independent if he/she is not a member of management and: - has not been employed in an executive capacity by the Company or any related company, or been a Director after ceasing to hold such employment, within the last three years; or - has not been a principal of a material professional adviser or a material consultant to the Company or a related company, or an employee materially associated with the service provided, within the last three years; or - is not a material supplier or customer of the Company or related company, or an officer of (or otherwise materially associated with) a material supplier or customer; or - has no material contractual relationship with the Company or a related company other than as a Director; or - has not served on the Board for a period which could, or could be reasonably perceived to, materially interfere with his/her ability to act in the best interests of the Company; or - is free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with his/her ability to act in the best interests of the Company. The Board has set a 10% materiality threshold in line with NZX guidelines in determining independence. In addition to the quantitative case-by-case assessment is the qualitative assessment. Specifically, the Board will consider whether there are any factors or considerations which may mean that the Director’s interest, business or relationship could, or could be reasonably perceived to, materially interfere with the Director’s ability to act in the best interests of the Company. The Board considers that David Pilkington’s role as Director of ZESPRI Group and Ballance Agri-Nutrients Limited, two major customers of the Port, does not preclude him from being perceived as independent. Mr Pilkington has no involvement in any matters regarding tariffs and has no ability to influence decisions on such matters. The Port of Tauranga is not a material supplier of services to ZESPRI or Ballance. Sir Dryden Spring is Chairman of ANZ National Bank Limited which currently has a $100 million debt facility with the Port. Given that the revenue streams are immaterial for ANZ, and Sir Dryden Spring has 38 : AN N UAL REPORT 2009 no involvement in matters regarding our banking facilities, the Board considers Sir Dryden Spring to be independent. Based on the above factors, John Cronin and Michael Smith are considered not to be independent, given their relationship with Quayside Securities Limited (holding over 54% of the shares in Port of Tauranga Limited). CONFLICTS OF INTEREST Where any Port of Tauranga Director has a conflict of interest or is otherwise interested in any transaction, that Director is generally required to disclose his or her conflict of interest to the Company, and thereafter will normally not be able to participate in the discussion, nor vote in relation to the relevant matter. The Company maintains a register of disclosed interests. BOARD AND COMMITTEE MEETINGS The following table outlines the number of meetings attended by Directors during the course of the 2009 financial year: BOARD COMMITTEES FULL BOARD AUDIT NOMINATION J S Parker 7 2 1 1 A W Baylis 7 2 1 - A W Capamagian 7 - - 1 J M Cronin 7 - 1 - REMUNERATION D A Pilkington 7 - 1 1 M J Smith 7 2 1 1 Sir Dryden Spring 7 2 - - Total meetings held 7 2 1 1 The Board of Directors has established three Committees for audit, nomination and remuneration. Audit Committee The Audit Committee operates under a charter which requires it to assist the Board in fulfilling its responsibilities regarding management’s accounting practices, policies and controls, relative to the Group’s financial position, and to review and make appropriate inquiry into the audit of the Group’s financial statements by external auditors. The Audit Committee operates under a charter approved by the Board and reviewed by external auditors each year. Audit Committee: A W Baylis, Chairman J S Parker, Director M J Smith, Director Sir Dryden Spring, Director P O RT FO R T H E FU T U R E - CO R P O R AT E G OV E R N A N C E STATEMENT Nomination Committee The Nomination Committee operates under a charter which requires it to review the composition of the Board, to ensure that the Board has the appropriate mix of expertise and experience. When a vacancy exists, or where it is considered that the Board would benefit from the services of a new Director with particular skills, the Committee selects a panel of candidates with the appropriate expertise and experience. The most suitable candidate is then recommended for appointment. The Director must stand for re-election at the next general meeting of shareholders. Nomination Committee: J S Parker, Chairman A W Baylis, Director J M Cronin, Director D A Pilkington, Director M J Smith, Director Remuneration Committee The Remuneration Committee operates under a charter which requires it to determine and review remuneration for Directors, Chief Executive and senior executives, and ensure appropriate performance incentives are in place. Remuneration Committee: M J Smith, Chairman A W Capamagian, Director J S Parker, Director D A Pilkington, Director BOARD PERFORMANCE The Board undertakes an annual review of the Board and sub-committees as required by the Board Charter. COMMUNICATION WITH SHAREHOLDERS Port of Tauranga is committed to ensure that shareholders are informed of all major developments affecting the Group. An Interim and Annual Report are published and posted onto the Company’s website. All shareholders requesting a hard copy are sent one. Announcements to the NZX and media are also posted on the website, as are copies of presentations to analysts which are done in conjunction with the half and full year results announced. Shareholders may raise matters for discussion at Annual Meetings. CONTINUOUS DISCLOSURE The Board has adopted the NZX Continuous Disclosure Rules to ensure all material matters are released to the financial markets in a clear and timely manner. RISK MANAGEMENT We are committed to managing risk to protect our people, the environment, financial business risks, company assets and our reputation. The Company has a comprehensive risk management system in place which is used to identify and manage all business risks. The Board reviews the Company risk profile annually. As part of risk management the Port has a comprehensive Treasury Policy that sets out procedures to minimise financial market risk. CODE OF ETHICS A Code of Ethics has been developed and approved by the Board which sets out the ethical and behavioural standards expected by the Company’s Directors, Senior Management Team and employees. INSIDER TRADING The Board has approved an Insider Trading Policy that applies to all Directors, the Senior Management Team and anyone else notified by the Chief Financial Officer, from time to time, that has access to material information not available to the public. Under the policy the above persons cannot trade Port of Tauranga shares, or advise or encourage others, to trade or hold Port of Tauranga shares, if they are in possession of material information that is not publicly available. In addition, shares can only be traded in selected periods after the announcements of interim and annual results. The Chief Financial Officer must approve all trading of Port of Tauranga shares prior to the trade occurring. The NZX is advised of all trades of Port of Tauranga shares by Directors and the Senior Management Team. Shareholders can receive all media announcements automatically by joining the mailing list on the Company’s website. A N N UA L R E PO RT 2 0 0 9 : 3 9 P O RT FO R T HE FUT U R E - R E P O RT O F T H E D I R E CTO R S TO T H E S H A R E H O L D E R S REPORT OF THE DIRECTORS TO THE SHAREHOLDERS Your Directors take pleasure in presenting their Annual Report including the financial statements of the Company and its subsidiary for the year ended 30 June 2009. The report includes all information required to be disclosed under the Companies Act 1993 and by the NZX. ACTIVITIES During the year the Group continued to operate in one segment – Port Operations – which includes: • wharf facilities • back-up land for the storage and transit of import and export cargo • berthage • cranes • tug and pilotage services for exporters, importers and shipping companies • leasing of land and buildings • a container terminal The Company has a 50% shareholding in C3 Limited, a national log marshalling, stevedoring, log measurement and inventory management business which also undertakes materials handling and container maintenance. This company has a presence in thirteen New Zealand ports and three log yards. In conjunction with Northland Port Corporation (NZ) Limited, a company listed on the NZX, a port at Marsden Point was developed. This joint venture is further explained under note 15 to the financial statements and trades as Northport Limited. RESULTS Net tax paid surplus for the year was $45.185 million (2008: $42.117 million). Equity of the Group at year end totalled $643.057 million, compared with the 2008 year end total of $639.210 million. Total borrowings at year end were $210.500 million, compared with $202.381 million in 2008. DIVIDENDS An interim dividend on ordinary shares of 9.0 cents per share was paid during the year. Directors have approved a final dividend of 18.0 cents per ordinary share. The final dividend will be paid on Friday 2 October 2009 to all shareholders on the Company’s register at the close of business on Friday 18 September 2009. A solvency certificate has been completed in support of the dividend resolution. All dividends are fully imputed. Non-resident shareholders will receive an additional amount under the foreign investor tax credit regime in lieu of imputation credits. DIRECTORS Mr Arthur William Baylis and Mr Alistair William Capamagian retire by rotation, and being eligible, offer themselves for re-election at the Annual Meeting on 22 October 2009. REMUNERATION OF DIRECTORS Directors’ fees received, or due and receivable during the year, are as follows: Northport Limited has formed a 50:50 joint venture GROUP company (North Tugz Limited) with Ports of Auckland 2009 $ PARENT COMPANY 2008 $ 2009 $ 2008 $ Limited to undertake towage operations within the Whangarei Harbour, in particular, providing marine services at Marsden Point. J S Parker 96,000 92,000 96,000 92,000 A W Baylis 54,000 49,500 54,000 49,500 A W Capamagian 46,000 44,000 46,000 44,000 MetroBox Auckland Limited is a 50:50 joint venture J M Cronin 45,000 44,000 45,000 44,000 company with KiwiRail Limited for storing, cleaning, washing and inspecting shipping containers at the Southdown rail terminal at Auckland – MetroPort. The D A Pilkington 47,000 43,000 47,000 43,000 M J Smith 49,000 46,000 49,000 46,000 Sir Dryden Spring 49,000 47,000 49,000 47,000 0 14,467 0 14,467 operation is managed by Specialised Container Services Limited (SCS). This structure combines the best container yard location in Auckland with SCS’s knowledge and experience as New Zealand’s leading container depot and repair operator. 40 : AN N UAL REPORT 2009 H M Titter P O RT FO R T H E FU T U R E - R E P O RT O F T H E D I R E CTO R S TO T H E S H A R E HO LDERS REMUNERATION OF EMPLOYEES The number of employees whose total annual remuneration including salary, performance bonuses, A W Capamagian gave general notice that he is no longer a Director of Blazon Media Limited and Cohesion Communications Limited. an Economic Value Added Based Executive Incentive Scheme, employer’s contributions to superannuation and health schemes, and other sundry benefits received J S Parker gave general notice that he is Trustee of Ruapehu Alpine Lifts Limited and that he is no longer in their capacity as employees, was within the specified bands as follows: M J Smith gave general notice that he is Chairman of Quayside Group of Companies. Chairman of Taupo Motorsport Park Limited. PARENT COMPANY PARENT COMPANY REMUNERATION RANGE $000 2009 NUMBER OF EMPLOYEES 2008 NUMBER OF EMPLOYEES 100 – 109 12 9 110 – 119 7 7 120 – 129 8 8 Directors’ Loans 130 – 139 5 2 There were no loans by the Company to Directors. 140 – 149 2 3 150 – 159 2 1 160 – 169 4 5 170 – 179 4 1 180 – 189 0 1 190 – 199 1 1 1 200 – 209 0 280 – 289 0 1 290 – 299 1 0 0 310 – 319 1 330 – 339 0 1 340 – 349 1 0 350 – 359 0 1 360 – 369 1 0 680 – 689 0 1 710 – 719 1 0 D A Pilkington gave general notice that he is no longer Chairman/Director of Old Fashioned Foods Group Limited. Directors’ Insurance The Group has arranged policies of Directors’ Liability Insurance, which together with a Deed of Indemnity, ensures that generally Directors will incur no monetary loss as a result of actions undertaken by them as Directors. Certain actions are specifically excluded, for example the incurring of penalties and fines, which may be imposed in respect of breaches of the law. For and on behalf of the Board of Directors AUDITORS Under section 19 of the Port Companies Act 1988, the Chairman Audit Office is the Auditor of the Company. The Audit Office has appointed, pursuant to section 32 of the Public Audit Act 2001, the firm of KPMG to undertake the audit on its behalf. The amount paid as audit fees and for other services provided by the Auditors is set out in the accounts. ENTRIES RECORDED IN THE INTERESTS REGISTER Director 20 August 2009 The Directors have made the following disclosures to the Company. A W Baylis gave general notice that he is a Director of NZ Fast Forward Limited and non-executive Director of Blue River Dairy Products Limited and Antara Ag Limited and that he is no longer Chairman and Director of Naylor Love Enterprises Limited, and Director of NZ Fast Forward Limited. A N N UA L R E PO RT 2 0 0 9 : 41 AUDIT REPORT TO THE READERS OF PORT OF TAURANGA LIMITED AND GROUP’S FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2009 The Auditor-General is the auditor of Port of Tauranga Limited (the Company) and Group. The Auditor-General has appointed me, Glenn Keaney, using the staff and resources of KPMG, to carry out the audit of the financial statements of the Company and Group, for the year ended 30 June 2009. Unqualified Opinion In our opinion: • The financial statements of the Company and Group on pages 44 to 84: • comply with generally accepted accounting practice in New Zealand; and • give a true and fair view of: • the Company and Group’s financial position as at 30 June 2009; and • the results of their operations and cash flows for the year ended on that date. • Based on our examination the Company and Group kept proper accounting records. The audit was completed on 20 August 2009 and is the date at which our opinion is expressed. The basis of our opinion is explained below. In addition, we outline the responsibilities of the Board of Directors and the Auditor, and explain our independence. Basis of Opinion We carried out the audit in accordance with the AuditorGeneral’s Auditing Standards, which incorporate the New Zealand Auditing Standards. We planned and performed the audit to obtain all the information and explanations we considered necessary in order to obtain reasonable assurance that the financial statements did not have material misstatements, whether caused by fraud or error. Material misstatements are differences or omissions of amounts and disclosures that would affect a reader’s overall understanding of the financial statements. If we had found material misstatements that were not corrected, we would have referred to them in our opinion. The audit involved performing procedures to test the information presented in the financial statements. We assessed the results of those procedures in forming our opinion. Audit procedures generally include: • determining whether significant financial and management 4 2 : AN N UAL REPORT 2009 controls are working and can be relied on to produce complete and accurate data; • verifying samples of transactions and account balances; • performing analyses to identify anomalies in the reported data; • reviewing significant estimates and judgements made by the Board of Directors; • confirming year-end balances; • determining whether accounting policies are appropriate and consistently applied; and • determining whether all financial statement disclosures are adequate. We did not examine every transaction, nor do we guarantee complete accuracy of the financial statements. We evaluated the overall adequacy of the presentation of information in the financial statements. We obtained all the information and explanations we required to support our opinion above. Responsibilities of the Board of Directors and the Auditor The Board of Directors is responsible for preparing the financial statements in accordance with generally accepted accounting practice in New Zealand. The financial statements must give a true and fair view of the financial position of the Company and Group as at 30 June 2009 and the results of their operations and cash flows for the year ended on that date. The Board of Directors’ responsibilities arise from the Port Companies Act 1988 and the Financial Reporting Act 1993. We are responsible for expressing an independent opinion on the financial statements and reporting that opinion to you. This responsibility arises from section 15 of the Public Audit Act 2001 and section 19 of the Port Companies Act 1988. Independence When carrying out the audit we followed the independence requirements of the Auditor-General, which incorporate the independence requirements of the Institute of Chartered Accountants of New Zealand. In addition to the audit we have carried out assignments in relation to general accounting advice, which are compatible with those independence requirements. Other than the audit and these assignments, we have no relationship with or interests in the Company or any of its subsidiaries. Glenn Keaney KPMG On behalf of the Auditor-General, Tauranga, New Zealand FINANCIAL STATEMENTS 2009 INCOME STATEMENTS...................................................................................................44 STATEMENTS OF RECOGNISED INCOME AND EXPENSE ..................................44 BALANCE SHEETS ......................................................................................................... 45 STATEMENTS OF CASH FLOWS ................................................................................ 46 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS .............................. 49 A N N UA L R E PO RT 2 0 0 9 : 4 3 INCOME STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY ANNUAL REPORT 2009:INCOME STATEMENTS AND STATEMENTS OF RECOGNISED INCOME AND EXPENSE GROUP PARENT COMPANY NOTE 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 Revenue 5 143,619 148,808 143,619 148,808 Other income 5 0 7 5,013 3,760 143,619 148,815 148,632 152,568 (30,536) (36,618) (30,536) (36,618) (16,315) (16,118) (16,315) (16,118) Depreciation and amortisation (13,125) (12,387) (13,125) (12,387) Direct fuel and power expenses (4,802) (4,834) (4,802) (4,834) Maintenance of property, plant and equipment (5,715) (5,512) (5,715) (5,512) (6,659) (6,407) (6,659) (6,407) Operating expenses (77,152) (81,876) (77,152) (81,876) Results from operating activities 66,467 66,939 71,480 70,692 Operating income Contracted services for port operations Employee expenses Other expenses 6 7 Finance income 8 6,074 5,642 6,074 5,642 Finance expenses 8 (15,275) (16,145) (15,275) (16,145) (9,201) (10,503) (9,201) (10,503) Net finance costs Share of profit from associates and joint ventures 15 Profit before income tax Income tax expense 9 Profit for the period attributable to shareholders of the Parent Company Basic and diluted earnings per share (cents) 20 5,078 4,228 0 0 62,344 60,664 62,279 60,189 (17,159) (18,547) (17,159) (18,588) 45,185 42,117 45,120 41,601 33.7 31.4 STATEMENTS OF RECOGNISED INCOME AND EXPENSE F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 GROUP NOTE 2009 NZ$000 PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 Effective portion of changes in fair value of cash flow hedges (5,561) (520) (5,561) (520) Net change in fair value of cash flow hedges transferred to profit or loss (1,137) (1,383) (1,137) (1,383) (8) 0 (8) 0 Net changes in fair value of cash flow hedges transferred to property, plant and equipment Net change in share of joint ventures cash flow hedge reserves Income and expense recognised directly in equity 19 (1,123) (91) (7,829) (1,994) (6,706) 0 0 (1,903) Profit after tax 45,185 42,117 45,120 41,601 Total recognised income and expense for the period 37,356 40,123 38,414 39,698 These statements are to be read in conjunction with the notes on pages 49 to 84 and the Auditors’ Report on page 42. 44 : AN N UAL REPORT 20 0 9 BALANCE SHEETS AS AT 3 0 J U NE 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY PARENT COMPANY NOTE 2008 NZ$000 2009 NZ$000 2008 NZ$000 789,482 Assets Property, plant and equipment 10 815,882 789,482 815,882 Investment properties 11 440 440 440 440 Intangible assets 12 3,828 4,315 3,828 4,315 Advances and receivables 13 30,077 31,982 30,077 32,010 Investments in associates and joint ventures 15 35,998 37,056 31,936 31,936 16 0 2,853 0 2,853 886,225 866,128 882,163 861,036 Derivative financial instruments Total non current assets 3,282 1,664 3,263 1,638 Receivables and prepayments 17 20,733 25,245 20,754 25,330 Inventories 18 207 449 207 449 Derivative financial instruments 16 1,333 Cash and cash equivalents 207 1,333 207 Income tax receivable 0 607 0 607 Total current assets 24,429 29,298 24,431 29,357 910,654 895,426 906,594 890,393 Total assets Equity Share capital 19 67,966 67,966 68,247 68,247 Other reserves 19 540,229 548,058 541,082 547,788 Retained earnings 19 34,862 23,186 29,934 18,323 643,057 639,210 639,263 634,358 172,200 Total equity attributable to shareholders of the Parent Company Liabilities Loans and borrowings 21 210,500 172,381 210,500 Derivative financial instruments 16 6,358 0 6,358 0 Provisions 22 1,166 691 1,166 691 Deferred tax liabilities 23 34,638 37,838 34,638 37,838 252,662 210,910 252,662 210,729 30,000 Total non current liabilities Loans and borrowings 21 266 30,000 0 Derivative financial instruments 16 429 0 429 0 Trade and other payables 24 7,872 14,252 7,872 14,252 Provisions 22 1,054 Income tax payable Total current liabilities 1,134 1,054 1,134 5,234 0 5,234 0 14,935 45,306 14,669 45,306 Total liabilities 267,597 256,216 267,331 256,035 Total equity and liabilities 910,654 895,426 906,594 890,393 For and on behalf of the Board of Directors who authorised these financial statements for issue on 20 August 2009. Chairman Director These statements are to be read in conjunction with the notes on pages 49 to 84 and the Auditors’ Report on page 42. A N N UA L R E PO RT 2 009 : 4 5 ANNUAL REPORT 2009:BALANCE SHEETS GROUP 2009 NZ$000 STATEMENTS OF CASH FLOWS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY ANNUAL REPORT 2009:STATEMENTS OF CASH FLOWS GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 145,859 143,427 145,859 143,427 1,845 1,645 1,845 1,645 0 0 5,013 3,753 147,704 145,072 152,717 148,825 (65,457) Cash flows from operating activities Cash was provided from: Receipts from customers Interest received Dividends received Cash was applied to: Payments to suppliers and employees (66,462) (65,457) (66,462) Taxes paid (11,644) (19,979) (11,644) (19,979) Interest paid (14,373) (10,646) (14,373) (10,646) (92,479) (96,082) (92,479) (96,082) 55,225 48,990 60,238 52,743 0 5 0 5 Net cash inflow from operating activities Cash flows from investing activities Cash was provided from: Proceeds from sale of property, plant and equipment Proceeds from sale of investment property Finance lease payments received Receipts from associate companies 0 1,246 0 1,246 4,322 4,303 4,322 4,303 6,410 4,153 1,397 400 10,732 9,707 5,719 5,954 Cash was applied to: (38,533) (34,452) (38,533) Cash outflow for intangibles (251) (174) (251) (174) Interest capitalised on property, plant and equipment (431) (106) (431) (106) (39,215) (34,732) (39,215) (34,732) (28,483) (25,025) (33,496) (28,778) Cash outflow for property, plant and equipment Net cash used in investing activities (34,452) These statements are to be read in conjunction with the notes on pages 49 to 84 and the Auditors’ Report on page 42. 4 6 : AN N UAL REPORT 20 0 9 STATEMENTS OF CASH FLOWS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 8,300 19,200 8,300 19,200 85 102 92 88 8,385 19,302 8,392 19,288 Cash flows from financing activities Cash was provided from: Increase in borrowings Proceeds from issue of new shares Cash was applied to: Dividends paid Net cash used in financing activities Net increase/(decrease) in cash held (33,509) (44,231) (33,509) (44,231) (33,509) (44,231) (33,509) (44,231) (25,124) (24,929) (25,117) (24,943) 1,618 (964) 1,625 Add opening cash brought forward 1,664 2,628 1,638 2,616 Ending cash carried forward 3,282 1,664 3,263 1,638 Cash and cash equivalents 3,282 1,664 3,263 1,638 Ending cash carried forward 3,282 1,664 3,263 1,638 (978) Cash balances in balance sheet These statements are to be read in conjunction with the notes on pages 49 to 84 and the Auditors’ Report on page 42. A N N UA L R E PO RT 2 009 : 47 ANNUAL REPORT 2009:STATEMENTS OF CASH FLOWS GROUP 2009 NZ$000 RECONCILIATION OF SURPLUS AFTER TAXATION TO CASH FLOWS FROM OPERATING ACTIVITIES F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY ANNUAL REPORT 2009:RECONCILIATION OF CASH FLOWS GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 45,185 42,117 45,120 41,601 (2,524) (2,734) (2,524) (2,734) Reconciliation of surplus after taxation to cash flows from operating activities Reported surplus after taxation Items classified as investing/financing activities: Finance lease interest Net loss/(gain) on sale of property, plant and equipment 0 7 0 7 (2,524) (2,727) (2,524) (2,727) 12,387 11,476 Add/(less) non cash items and non operating items: 11,476 12,387 738 911 738 911 (322) (883) (322) (883) Fair value losses/(gains) on derivative financial instruments not hedge accounted 155 (174) 155 (174) Ineffective portion of change in fair value of cash flow hedge 155 173 155 Depreciation Amortisation expense Decrease in deferred taxation expense Change in fair value of fair value hedge 173 (1,157) (1,009) (1,157) (1,009) 1,009 1,157 1,009 1,157 Increase in non current profit sharing and bonus provision 305 0 305 0 Increase/(decrease) in long service leave provision 170 70 170 70 Change in fair value of fair value hedged risk Share of surpluses retained by associates and joint ventures (5,078) (4,228) 0 0 8,510 7,345 13,588 11,573 3,398 (3,630) 3,398 (3,630) 242 (429) 242 (429) 5,841 (549) 5,841 (508) Add/(less) movements in working capital: Change in receivables and prepayments Change in inventories Change in income tax payable/receivable Change in trade and other payables Change in current provisions Net cash flows from operating activities (5,507) 6,524 (5,507) 6,524 80 339 80 339 4,054 2,255 4,054 2,296 55,225 48,990 60,238 52,743 These statements are to be read in conjunction with the notes on pages 49 to 84 and the Auditors’ Report on page 42. 4 8 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY REPORTING ENTITY Port of Tauranga Limited (the “Parent Company”) is a company incorporated and domiciled in New Zealand, registered under the Companies Act 1993 and listed on the New Zealand Stock Exchange (NZX). The Parent Company is an issuer in terms of the Financial Reporting Act 1993. The financial statements for the Port of Tauranga Limited comprise the Port of Tauranga Limited and its subsidiary and the Group’s interest in associates and joint ventures (together referred to as the “Group”). Port of Tauranga Limited is involved in providing and managing port services and cargo handling facilities (Port Operations). 2 BASIS OF PREPARATION (a) Statement of Compliance The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (NZGAAP). They comply with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRSs), and other applicable financial reporting standards as appropriate for profit-oriented entities. The financial statements also comply with International Financial Reporting Standards (IFRS), the Companies Act 1993, the Port Companies Act 1988 and the Financial Reporting Act 1993. The financial statements were approved by the Board of Directors on 20 August 2009. (b) Basis of Measurement The financial statements are prepared on the historical cost basis except that the following assets and liabilities are stated at their fair value: derivative financial instruments, investment property and land, buildings, harbour improvements, and wharves and hardstanding. The methods used to measure fair values are discussed further in note 4. (c) Functional and Presentation Currency These financial statements are presented in New Zealand Dollars ($), which is the Group’s functional currency. All financial information presented in New Zealand Dollars has been rounded to the nearest thousand. (d) Use of Estimates and Judgements The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected. In particular, information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that have a significant effect on the amount recognised in the financial statements, are detailed below: • valuation of land, buildings, harbour improvements, and wharves and hardstanding (note 4(a) and 10); • valuation of financial instruments (note 4(c) and 4(d)); • lease classification and accounting for arrangements containing a lease (note 13); and • provisions (note 22). A N N UA L R E PO RT 2 009 : 4 9 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 3 SIGNIFICANT ACCOUNTING POLICIES ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS The accounting policies set out below have been applied consistently to all periods presented in these financial statements. (a) Basis of Consolidation (i) Subsidiaries Subsidiaries are entities controlled by the Group. Control exists when the Group has the power to govern the financial and operating polices of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that presently are exercisable, are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. (ii) Associates and Joint Ventures Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies. Joint ventures are those entities over whose activities the Group has joint control, established by contractual agreement and requiring unanimous consent for strategic financial and operating decisions. Associates and joint ventures are accounted for using the equity method. The consolidated financial statements include the Group’s share of the income and expenses of equity accounted investees, after adjustments to align the accounting policies with those of the Group, from the date that significant influence or joint control commences, until the date that significant influence or joint control ceases. When the Group’s share of losses exceeds its interest in an equity investee, the carrying amount of that interest (including any long term investments) is reduced to nil and the recognition of further losses is discontinued, except to the extent that the Group has an obligation or has made payments on behalf of the investee. In respect of equity accounted investees, the carrying amount of goodwill is included in the carrying amount of the investment and not tested for impairment separately. (iii) Transactions Eliminated on Consolidation Intra-group balances, and any unrealised income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealised gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment. (b) Foreign Currency Transactions in foreign currencies are translated into the functional currency of Group entities at the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in equity as qualifying cash flow hedges. (c) Financial Instruments (i) Non Derivative Financial Instruments Non derivative financial instruments comprise investments in equity and debt securities, receivables, cash and cash equivalents, borrowings, and payables. Non derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through the profit or loss, any directly attributable transaction costs. Subsequent to initial recognition non derivative financial instruments are measured as described below. A financial instrument is recognised if the Group becomes a party to the contractual provisions of the instrument. Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire or if the Group transfers the financial asset to another party without retaining substantially all risks and rewards of the asset. Ordinary purchases and sales of financial assets are accounted for at trade date, the date that the Group commits itself to purchase or sell the asset. Financial liabilities are derecognised if the Group’s obligations as specified in the contract expire or are discharged or cancelled. 50 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows. Accounting for finance income and expense is discussed in note 3(m). Held-to-Maturity Investments If the Group has the positive intent and ability to hold debt securities to maturity, then they are classified as held-to-maturity. Subsequent to initial recognition, held-to-maturity investments are measured at amortised cost using the effective interest method, less any impairment losses. Other Subsequent to initial recognition, other non derivative financial instruments are measured at amortised cost using the effective interest method, less any impairment losses. Investments in Equity Securities Investments in equity securities of subsidiaries, associates and joint ventures are measured at cost in the separate financial statements of the Parent Company. Investments in Capital Notes Investments in capital notes held by the Group are classified as held-to-maturity. Receivables Receivables are stated at their cost less impairment losses. Loans and Borrowings Subsequent to initial recognition, loans and borrowings are measured at amortised cost using the effective interest method. Trade and Other Payables Trade and other payables are stated at cost. (ii) Derivative Financial Instruments and Hedging Activities The Group uses derivative financial instruments to hedge its exposure to foreign exchange, commodity and interest rate risks arising from operational, financing and investment activities. In accordance with its Treasury Policy, the Group does not hold or issue derivative financial instruments for trading purposes. However, derivatives that do not qualify for hedge accounting are accounted for as trading instruments. Derivative financial instruments qualifying for hedge accounting are classified as non current if the maturity of the instrument is greater than 12 months from reporting date, and current if the instrument matures within 12 months from reporting date. Derivatives accounted for as trading instruments are classified as current. Derivative financial instruments are recognised initially at fair value and transaction costs are expensed immediately. Subsequent to initial recognition, derivative financial instruments are stated at fair value. The gain or loss on remeasurement to fair value is recognised immediately in profit or loss. However, where derivatives qualify for hedge accounting, recognition of any resultant gain or loss depends on the nature of the hedging relationship (see below). Cash Flow Hedges Changes in the fair value of the derivative hedging instrument designated as a cash flow hedge are recognised directly in equity to the extent that the hedge is effective. To the extent that the hedge is ineffective, changes in fair value are recognised in profit or loss. If the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or exercised, then hedge accounting is discontinued prospectively. The cumulative gain or loss previously recognised in equity remains there until the highly probable forecast transaction, upon which the hedge was based, occurs. When the hedged item is a non financial asset, the amount recognised in equity is transferred to the carrying amount of the asset when it is recognised. In other cases the amount recognised in equity is transferred to profit or loss in the same period that the hedge item affects profit or loss. A N N UA L R E PO RT 2 009 : 5 1 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 3 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 3 SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Fair Value Hedges Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the profit or loss, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. (d) Property, Plant and Equipment (i) Recognition and Measurement The Group has five classes of property, plant and equipment: – – – – – freehold land freehold buildings harbour improvements wharves and hardstanding plant and equipment Land, buildings, harbour improvements, and wharves and hardstanding are measured at fair value, based on periodic valuations by external independent valuers. Revaluations are performed with sufficient regularity to ensure that the carrying value of an asset does not differ materially from its fair value. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset, and the net amount is restated to the revalued amount of the asset. Increases in the carrying amounts arising on revalued assets are credited to other reserves in shareholders’ equity. To the extent that the increase reverses a decrease previously recognised in the income statement, the increase is first recognised in the income statement. Decreases that reverse previous increases of the same asset, are first charged against the revaluation reserve attributable to the asset, all other decreases are charged to the income statement. Capital and maintenance dredging are held as harbour improvements within property, plant and equipment. Capital dredging has an indefinite useful life and is not depreciated. Maintenance dredging is depreciated over three years. Plant and equipment are stated at historical cost less depreciation and impairment losses. The cost of purchased property, plant and equipment is the value of the consideration given to acquire the assets and the value of other directly attributable costs which have been incurred in bringing the assets to the location and condition necessary for their intended service. Cost also includes transfers from equity of any gains/losses on qualifying cash flow hedges of foreign currency purchases of property, plant and equipment. The cost of assets constructed by the Group includes the cost of all materials used in construction, associated borrowing costs, direct labour on the project and an appropriate proportion of variable and fixed overheads. The Group capitalises borrowing costs where they are directly attributable to the acquisition, construction or production of a qualifying asset. A qualifying asset is deemed as having expenditure exceeding $500,000 and takes a substantial period, greater than six months, to complete and prepare the asset for its intended use. Costs cease to be capitalised as soon as the asset is ready for productive use. Land and buildings held by Port of Tauranga Limited to provide a port facility to facilitate trade and commerce will be accounted for as property, plant and equipment, notwithstanding that certain land and buildings are leased to port customers and operators. Land and buildings that are not integral or associated with port operations and are leased with the principal objective of earning rentals and/or for capital appreciation, are accounted for as investment properties (refer to note 3(e)). (ii) Subsequent Costs Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be reliably measured. All repairs and maintenance costs attributable to property, plant and equipment, are charged to the income statement during the financial period in which they are incurred. 52 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (iii) Depreciation Depreciation is provided on a straight line basis on all property, plant and equipment, other than freehold land and capital dredging (included within harbour improvements), at rates calculated to allocate the assets’ cost or valuation less estimated residual value, over their estimated useful lives. Major useful lives are: Freehold Buildings Freehold buildings 33 to 100 years 3 years Wharves and Hardstanding Wharves 10 Wharf rocks 150 Wharf piles 60 Basecourse Asphalt to 60 to 200 to 130 50 15 years years years years years Plant and Equipment Gantry cranes Floating plant Other plant and equipment Electronic equipment to to to to years years years years Harbour Improvements Maintenance dredging 10 10 5 3 40 25 25 5 Depreciation methods, useful lives and residual values are reassessed at each reporting date. (e) Investment Properties Land and buildings that are not integral or associated with port activities and are leased with the principal objective to earn rental and/or capital appreciation, are accounted for as investment properties. Subsequent to initial recognition at cost, investment properties are revalued to fair value with any change therein recognised in profit or loss. These properties are not depreciated. (f) Intangible Assets (i) Other Intangible Assets Other intangible assets acquired by the Group, which have finite useful lives, are measured at cost less accumulated amortisation and accumulated impairment losses. (ii) Subsequent Expenditure Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. (iii) Amortisation Amortisation is recognised in profit or loss on a straight line basis over the useful lives of intangible assets, other than goodwill, from the date that they are available for use. The estimated useful lives for the current and comparative periods are as follows: Rail services agreement Computer software (g) 10 1 to to 15 5 years years Leased Assets (i) Where the Group is the Lessee Leases in terms of which the Group assumes substantially all the risks and rewards of ownership, are classified as finance leases. Upon initial recognition, the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. A N N UA L R E PO RT 2 009 : 5 3 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 3 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 3 SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (ii) Where the Group is the Lessor When assets are leased under a finance lease, where the lessee effectively receives substantially all the risks and benefits of ownership of the leased items, the present value of the lease payments is recognised as a receivable. The difference between the gross receivable and the present value of the receivable is recognised as unearned finance income. Assets leased under operating leases are included in investment property or property, plant and equipment, in the balance sheet, as appropriate. (h) Inventories Inventories are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The cost of inventories is determined on a first-in first-out basis, and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and condition. (i) Impairment of Assets The carrying amounts of the Group’s property, plant and equipment, intangibles and investments in associates and joint ventures and receivables, are reviewed at each reporting date to determine whether there is any objective evidence of impairment. Property, Plant and Equipment, Intangibles and Investments in Associates and Joint Ventures An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment of individual assets for which it is not possible to estimate the recoverable amount, these assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units). Impairment losses recognised in respect of cash generating units are allocated first to reduce the carrying amount of any goodwill allocated to the cash generating unit and then to reduce the carrying amount of the other assets in the cash generating unit on a pro-rata basis. Impairment losses directly reduce the carrying amount of assets and are recognised in the income statement, unless the asset is carried at a revalued amount in which case it is treated as a revaluation decrease. Receivables The recoverable amount of receivables carried at amortised cost is calculated as the present value of estimated future cash flows, discounted at the original effective interest rate. Receivables with a short duration are not discounted. ( j) Employee Benefits (i) Long Term Employee Benefits The Group grants employees certain one-off annual leave entitlements upon reaching certain long service targets. The liability for long service leave is measured as the present value of expected future payments to be made in respect of services provided by employees up to reporting date using the projected unit credit method. Consideration is given to the expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on New Zealand Government bonds with terms to maturity that match, as closely as possible, the estimated future cash outflows. (ii) Short Term Benefits Short term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A provision is recognised for the amount expected to be paid under short term cash bonus or profit sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably. 54 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (k) Provisions A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. (l) Revenue Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the Group’s activities. Revenue is shown, net of GST, rebates and discounts. Revenue is recognised as follows: (i) Port Services Port services revenue is recognised when the related service is performed. If at reporting date, the service is in progress, then the portion performed is recognised in the current year. (ii) Rental Income Rental income from property is recognised in the income statement on a straight line basis over the term of the lease. Lease incentives provided are recognised as an integral part of the total lease income, over the term of the lease. (m) Finance Income and Expense Finance income comprises interest income on funds invested, finance lease interest, foreign currency gains, and gains on hedging instruments that are recognised in profit or loss. Interest income is recognised as it accrues, using the effective interest method. Finance lease interest is recognised over the term of the lease using the net investment method, which reflects a constant periodic rate of return. Finance expenses comprise interest expense on borrowings, unwinding of the discount of provisions, foreign currency losses, impairment losses recognised on financial assets (except for trade receivables), and losses on hedging instruments that are recognised in profit or loss. Except as described in note 3(d)(i), all borrowing costs are recognised in profit or loss using the effective interest method. (n) Lease Payments Payments made under operating leases are recognised in profit or loss on a straight line basis over the term of the lease. Lease incentives are recognised as an integral part of the total lease expense, over the term of the lease. (o) Income Tax Expense Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the extent that it relates to items recognised directly in equity, in which case it is recognised directly in equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years. Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting or taxable profit; and differences relating to investments in subsidiaries and jointly controlled entities, to the extent that they probably will not reverse in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. A deferred tax asset is recognised to the extent that it is probable future taxable profits will be available against which temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. A N N UA L R E PO RT 2 009 : 5 5 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 3 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 3 SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (p) Earnings Per Share The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Parent Company by the weighted average number of ordinary shares outstanding during the period. (q) Segment Reporting A segment is a distinguishable component of the Group that is engaged in providing related products or services (business segment), or in providing products or services within a particular economic environment (geographical segment), which is subject to risks and rewards that are different from those of other segments. The Parent Company operates in one business segment, being that of providing and managing port services and cargo handling facilities (port operations). It operates in one geographical segment, that being New Zealand. (r) Group Financial Guarantees Where the Parent Company enters into financial guarantee contracts to guarantee the indebtedness of other companies within the Group, the Parent Company considers these to be insurance arrangements, and accounts for them as such. In this respect, the Parent Company treats the guarantee contract as a contingent liability until such time as it becomes probable that the Parent Company will be required to make a payment under guarantee. (s) New Standards Adopted and Pronouncements Not Yet Adopted A number of new pronouncements are not yet effective for the year ended 30 June 2009, and have not been applied in preparing these financial statements. Those applicable to the Group are: • NZ IAS 1 (Amendment) Presentation of Financial Statements – effective from 1 January 2009. The amendment requires a number of changes to the presentation and disclosures in financial statements; • NZ IAS 23 (Amendment) Borrowing Costs – effective from 1 January 2009. The amendment requires an entity to capitalise borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset as a part of that asset. The option of immediately expensing those borrowing costs will be removed; • NZ IAS 27 (Revised) Consolidated and Separate Financial Statements – effective 1 July 2009. The amendment specifies the circumstances in which an entity must consolidate the financial statements of another entity, accounting for changes in the level of ownership interest in a subsidiary as well as loss of control of a subsidiary, and disclosure requirements; • NZ IFRS 3 (Revised) Business Combinations – effective from 1 July 2009. The amendment includes a number of updates including the requirement that all transaction costs relating to a business combination must be expensed and subsequent remeasurement of any contingent consideration must be accounted for through the income statement; and • NZ IFRS 8 Operating Segments – effective from 1 January 2009. NZ IFRS 8 replaces NZ IAS 14. The new standard requires a “management approach”, under which segment information is presented on the same basis as that used for internal reporting. While the adoption of these standards is not expected to have a material impact on the Group’s financial statements from a measurements perspective, the adoption of NZ IFRS 8 and the amended NZ IAS 1 is expected to result in changes to the presentation of the financial statements. 56 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY DETERMINATION OF FAIR VALUES A number of the Group’s accounting policies and disclosures require the determination of fair value, for both financial and non financial assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes based on the following methods. Where applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. (a) Land, Buildings, Investment Properties, Harbour Improvements, and Wharves and Hardstanding All land, buildings, investment properties, harbour improvements, and wharves and hardstanding, were revalued at fair value for non specialised assets and depreciated replacement cost for specialised assets. The latest valuation was carried out by independent valuers at 30 June 2007, who have appropriate recognised professional qualifications and recent experience in the location and category of assets being valued. The property values were reviewed by independent valuers as at 30 June 2009 and they found no evidence to suggest any material movements in value (refer note 10). (b) Trade Receivables and Payables The nominal value less impairment provision of trade receivables and payables are assumed to approximate their fair values due to their short term nature. (c) Derivatives The fair value of financial instruments traded in active markets is based on quoted market prices at the reporting date. The fair value of financial instruments that are not traded in active markets (for example over-the-counter derivatives) are determined by using market accepted valuation techniques incorporating observable market data about conditions existing at each reporting date. The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows. The fair value of forward exchange contracts is determined using quoted forward exchange rates at the reporting date. The fair value of fuel swaps is calculated as the present value of estimated future cash flows, based on forward commodity prices and forward exchange rates at the reporting date. (d) Non Derivative Financial Assets and Liabilities (Including Capital Notes and Finance Lease Receivables) Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at reporting date. 5 OPERATING INCOME GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 129,643 136,831 129,643 136,831 13,972 11,973 13,972 11,973 4 4 4 4 143,619 148,808 143,619 148,808 Dividend income from associates and joint ventures 0 0 5,013 3,753 Bad debts recovered 0 7 0 7 Revenue Port services income Rental income Rental income from investment properties Other income Operating income 0 7 5,013 3,760 143,619 148,815 148,632 152,568 A N N UA L R E PO RT 2 009 : 5 7 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 4 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 6 EMPLOYEE BENEFIT EXPENSE ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS GROUP 2008 NZ$000 2009 NZ$000 2008 NZ$000 15,070 15,263 15,070 15,263 ACC levy 390 335 390 335 Superannuation subsidy 581 600 581 600 81 113 81 113 16,118 16,315 16,118 Wages and salaries Medical subsidy 16,315 7 PARENT COMPANY 2009 NZ$000 OTHER EXPENSES The following items of expenditure are included in other expenses: GROUP 2009 NZ$000 PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 0 7 0 7 Operating lease payments 516 396 516 396 Director’s fees 386 380 386 380 6 0 6 0 88 85 88 85 Loss on sale of property, plant and equipment Bad debts written off Auditors fees: Audit fees paid to principal auditor Fees paid for other services provided by the principal auditor: Accounting advice 9 0 9 0 NZ IFRS conversion services 0 25 0 25 58 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY FINANCIAL INCOME AND EXPENSE GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 Interest income on capital notes 1,793 Interest on finance lease 2,524 Interest income on bank deposits Profit on currency derivatives 2009 NZ$000 2008 NZ$000 1,620 1,793 1,620 2,734 2,524 2,734 52 25 52 25 548 80 548 80 0 174 0 174 Change in fair value of fair value hedge 1,157 1,009 1,157 1,009 Finance income 6,074 5,642 6,074 5,642 (14,239) (14,940) (14,239) (14,940) Change in fair value of derivatives not hedge accounted Interest expense on borrowings Less: interest capitalised to property, plant and equipment 431 (13,808) Ineffective portion of changes in fair value of cash flow hedges Change in fair value of fair value hedged risk Change in fair value of derivatives not hedge accounted Currency option expense Finance expense Net finance costs 106 (14,834) 431 (13,808) 106 (14,834) (155) (173) (155) (173) (1,157) (1,009) (1,157) (1,009) (155) 0 (155) 0 (129) 0 0 (129) (15,275) (16,145) (15,275) (16,145) (9,201) (10,503) (9,201) (10,503) A N N UA L R E PO RT 2 009 : 5 9 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 8 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 9 INCOME TAX ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Components of Tax Expense GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 Profit before tax for the period 62,344 60,664 62,279 60,189 Income tax on the surplus for the period at 30.0 cents (2008: 33.0 cents) 18,703 20,019 18,684 19,862 (1,523) (1,395) Tax effect of amounts which are non deductible/(taxable) in calculating taxable income: Share of associates and joint ventures after tax income Benefit of imputation credits received Other 0 0 0 (1,504) (21) (77) (21) 17,159 18,547 GROUP 17,159 0 (1,239) (35) 18,588 PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 17,503 18,758 17,503 18,799 The income tax expense is represented by: Current tax expense Tax payable in respect of the current period Adjustment for prior period Total current tax expense (22) 17,481 672 19,430 (22) 17,481 672 19,471 Deferred tax expense Deferred taxation Adjustment for prior period Total deferred tax expense (refer note 23) Income tax expense (322) 0 (322) 17,159 (211) (672) (883) 18,547 (322) 0 (322) 17,159 (211) (672) (883) 18,588 Imputation Credit Account GROUP 2009 NZ$000 PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 Balance as at 1 July 19,472 19,431 19,472 19,431 Income tax payments for the period 11,634 19,223 11,634 19,223 Imputation credits attached to dividends received in the period Imputation credits attached to dividends paid for the period Balance as at 30 June 60 : AN N UAL REPORT 20 0 9 2,297 1,849 2,297 1,849 (15,958) (21,031) (15,958) (21,031) 17,445 19,472 17,445 19,472 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY PROPERTY, PLANT AND EQUIPMENT Freehold Land GROUP AND PARENT COMPANY Wharves Freehold and Buildings Hardstanding Harbour Improvements Plant and Equipment Work in Progress NZ$000 NZ$000 Total NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 Gross carrying amount: 425,869 56,548 142,316 92,761 80,659 2,974 801,127 Additions 17,932 7,062 0 0 4 9,564 34,562 Disposals 0 0 0 0 (39) 0 20 43 1,407 0 5,896 (7,366) Balance at 1 July 2007 Transfers to/(from) work in progress (39) 0 (216) 0 0 0 0 0 (216) Balance at 30 June 2008 443,821 63,653 143,723 92,761 86,520 4,956 835,434 Balance at 1 July 2008 443,821 63,653 143,723 92,761 86,520 4,956 835,434 0 0 0 0 67 38,896 38,963 4,374 5,823 3,241 2,831 982 (17,251) 0 0 0 0 0 (176) 448,195 69,476 146,964 95,592 87,569 26,425 Transfer to finance lease debtor Additions Transfers to/(from) work in progress Transfer to finance lease debtor Balance at 30 June 2009 0 (176) 874,221 Accumulated depreciation, amortisation and impairment: Balance at 1 July 2007 0 0 0 0 (34,498) 0 (34,498) Depreciation expense 0 (1,503) (5,176) (850) (3,947) 0 (11,476) Disposals 0 0 0 0 22 0 Balance at 30 June 2008 0 (1,503) Balance at 1 July 2008 0 (1,503) Depreciation expense 0 (1,735) Balance at 30 June 2009 0 (3,238) (5,176) 22 (850) (38,423) 0 (45,952) (5,176) (850) (38,423) 0 (45,952) (5,389) (1,225) (4,038) 0 (12,387) (10,565) (2,075) (42,461) 0 (58,339) Carrying amounts: Net book value as at 30 June 2008 443,821 62,150 138,547 91,911 48,097 4,956 789,482 Net book value as at 30 June 2009 448,195 66,238 136,399 93,517 45,108 26,425 815,882 Valuation Information All land, buildings, harbour improvements, wharves and hardstanding have been revalued to fair value for non specialised assets and Depreciated Replacement Cost (DRC) for specialised assets. The valuation was carried out as at 30 June 2007. The valuation of land and buildings was carried out by registered valuer, Mr L T Green of Almao & Green Limited, in accordance with NZ GAAP and Valuation Standard 3. The wharves, hardstanding and harbour improvements, were valued by our engineers and reviewed by Opus International Consultants Limited, in accordance with NZ GAAP and with relevant Property Institute of New Zealand (PINZ) standards and guidelines, notably PS3 and GN3.2: Valuations for Financial Reporting Purposes in New Zealand. The revaluation increased the value of the property, plant and equipment, by $228.0 million for the Group ($228.0 million for the Parent) in 2007. In May 2009 registered valuers Hills Haden Limited, performed a review of Port property values to assess whether the economic conditions over the last twelve months had materially impacted on their values. Their report found no evidence to suggest any material movement in values. As a result, Directors consider the carrying value in 2008 and 2009 is not materially different to the values assessed at 30 June 2007, including subsequent additions. A N N UA L R E PO RT 2 009 : 6 1 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 10 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 10 PROPERTY, PLANT AND EQUIPMENT (CONTINUED) ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS The significant assumptions applied in valuing property, plant and equipment for wharves, hardstanding and harbour improvements are: • • Civil works assets owned by Port of Tauranga Limited which are classified as specialised assets have accordingly been valued on a depreciated replacement cost basis. Key assumptions of the valuation include: • Prediction and assignment of economic and remaining lives. • Reported condition, performance and utilisation of the asset. • Future use of the asset. • Planned replacement programme. • Expected changes in technology. • Residual values. • Appropriate unit replacement costs. Valuation of land and buildings: • Highest and best use of land. • Current market expectations based on yield and recent local sales. • Market value of buildings is made on a depreciated replacement cost basis. For each revalued class of property, plant and equipment, the carrying amount that would have been recognised, had the assets been carried under the cost model, would be: 2009 Carrying Amount NZ$000 2008 Carrying Amount NZ$000 Freehold land 53,867 49,494 Freehold buildings 42,836 40,210 Wharves and hardstanding 54,901 54,266 GROUP AND PARENT COMPANY Harbour improvements Total 25,059 23,677 176,663 167,647 Restriction on Title An area of 8,000 square metres of land located between the Sulphur Point wharves and the Parliamentary approved reclamation does not have formal title. Actions are being taken to resolve the issue and obtain title. The resolution lies with the Government. Operating Leases Included in the Group financial statements are land, buildings, and plant and equipment, leased to customers under operating leases. GROUP AND PARENT COMPANY 2009 Cost/ Valuation NZ$000 Land Buildings Total 62 : AN N UAL REPORT 20 0 9 178,161 2009 Accumulated Depreciation NZ$000 2008 Cost/ Valuation NZ$000 0 2008 Accumulated Depreciation NZ$000 170,709 0 44,546 (1,862) 40,157 (799) 222,707 (1,862) 210,866 (799) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY INVESTMENT PROPERTIES GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 Balance at beginning of period 440 440 440 440 Balance at end of period 440 440 440 440 Valuation Information Investment property at reporting date comprises land not deemed integral to Port activities. An external valuation of the investment property was undertaken by Mr L T Green of Almao & Green Limited at 30 June 2007. At 30 June 2008 and 2009, an internal valuation was performed on the same basis, which supported the investment property’s current valuation. 12 INTANGIBLE ASSETS Computer Software NZ$000 Rail Services Agreement NZ$000 Total NZ$000 3,365 10,000 13,365 174 0 174 3,539 10,000 13,539 251 0 251 3,790 10,000 13,790 Balance at 1 July 2007 (2,226) (6,087) (8,313) Amortisation expense (348) (563) (911) (2,574) (6,650) (9,224) (400) (338) (738) (2,974) (6,988) (9,962) GROUP AND PARENT COMPANY Cost: Balance at 1 July 2007 Additions Balance at 30 June 2008 Additions Balance at 30 June 2009 Accumulated amortisation and impairment: Balance at 30 June 2008 Amortisation expense Balance at 30 June 2009 Carrying amounts: Net book value 30 June 2008 965 3,350 4,315 Net book value 30 June 2009 816 3,012 3,828 Computer Software Computer software assets are stated at cost, less accumulated amortisation and impairment. Rail Services Agreement Port of Tauranga Limited has paid $10,000,000 to KiwiRail (previously Toll NZ Limited) for expanded services and obligations over a 10 year period, relating to a seven-day-a-week rail link to MetroPort Auckland. During 2008, the term of this agreement was extended for an additional five year period until 2018. A N N UA L R E PO RT 2 009 : 6 3 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 11 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 13 ADVANCES AND RECEIVABLES ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS GROUP Advances to subsidiary (refer note 26) PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 0 0 0 28 Capital notes 16,599 16,599 16,599 16,599 Finance lease – gross receivable 19,338 23,465 19,338 23,465 Finance lease – unearned finance income (5,860) (8,082) (5,860) (8,082) 30,077 31,982 30,077 32,010 Capital Notes C3 Limited (previously Toll Owens Limited) have issued 16,599,000 $1.00 capital notes to both the Parent Company and Asciano Limited (previously Toll New Zealand Limited). The notes are unsecured and carry no voting rights. Interest is receivable at the rate of 10.80% (2008: 10.80%). The notes can be converted into ordinary shares of the Company in December 2010 (unless earlier redemption is agreed by both parties, or rolled for another three years). All or part of the notes can be converted, however, they must be equal amounts converted for each party unless a lesser amount is agreed to by the lesser party. Finance Lease Receivable In August 2003 Port of Tauranga Limited entered into an agreement with Genesis Power for the importation of coal for the Huntly power station. As part of this agreement, a coal conveyor system was constructed by the Port and Genesis Power agreed to lease this conveyor system for a 15 year period. Genesis Power were also granted an option to extend the lease for an additional 15 year period for a nominal rental of $1. As Genesis Power effectively receives substantially all the risks and benefits of ownership of the conveyor system, the lease is treated as a finance lease by Port of Tauranga Limited. The effective interest rate on the finance lease receivable is 14.32% (2008: 14.42%). Fair Value Estimation The fair value of finance lease receivables and capital notes are based upon the net present value of interest and capital payments over their term. The applicable discount rates used in determining the fair value of finance lease receivables and capital notes were 8.31% (2008: 10.31%) and 6.79% (2008: 10.54%), respectively. 64 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY ADVANCES AND RECEIVABLES (CONTINUED) GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 4,342 4,303 4,342 4,303 19,338 21,369 19,338 21,369 0 2,096 0 2,096 Total non current portion 19,338 23,465 19,338 23,465 Total gross receivables from finance lease 23,680 27,768 23,680 27,768 Gross receivables from finance lease Current portion Not later than one year (refer note 17) Non current portion Later than one year and not later than five years Later than five years Unearned finance income Current portion Not later than one year (refer note 17) (2,267) (2,511) (2,267) (2,511) (5,860) (7,825) (5,860) (7,825) Non current portion Later than one year and not later than five years Later than five years 0 (257) 0 (257) Total non current portion (5,860) (8,082) (5,860) (8,082) Total unearned finance income (8,127) (10,593) (8,127) (10,593) GROUP 2009 NZ$000 PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 Present values of minimum lease payments Not later than one year Later than one year and not later than five years Later than five years Total net present value of minimum lease payments 4,090 3,900 4,090 3,900 13,348 12,246 13,348 12,246 1,363 3,398 1,363 3,398 18,801 19,544 18,801 19,544 A N N UA L R E PO RT 2 009 : 6 5 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 13 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 14 INVESTMENT IN SUBSIDIARY ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Investment in Subsidiary Comprises: Interest Held By Group Name of Entity Port of Tauranga Trustee Company Limited 2009 % 2008 % Balance Date 100.00 100.00 30 June The principal activity of Port of Tauranga Trustee Company Limited is to hold shares in trust for employees. The Company has no trading activities and the issued and paid up capital is $2. The Company is incorporated in New Zealand. 15 INVESTMENTS IN ASSOCIATES AND JOINT VENTURES GROUP 2009 NZ$000 PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 Investments in associates and joint ventures 0 0 31,936 31,936 0 0 31,936 31,936 37,056 36,672 0 0 Share of after tax surplus 5,078 4,228 0 0 Share of hedging reserve (1,123) (91) 0 0 Distributions from associates and joint ventures (5,013) (3,753) 0 0 35,998 37,056 0 0 35,998 37,056 31,936 31,936 Ordinary shares at cost Balance at beginning of period Balance at end of period Included within the carrying value is: GROUP Goodwill 66 : AN N UAL REPORT 20 0 9 2009 NZ$000 2008 NZ$000 13,027 13,027 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (CONTINUED) Summary financial information for associate and joint venture companies, not adjusted for the percentage ownership of the Group: C3 Limited Northport Limited MetroBox Auckland Limited Total 2009 % 50 50 50 Current assets $000 19,058 2,400 449 21,907 Non current assets $000 39,825 99,444 3,216 142,485 Total assets $000 58,883 101,844 3,665 164,392 Current liabilities $000 (9,221) (1,842) (5) (11,068) Non current liabilities $000 (33,198) (44,540) (3,570) (81,308) Total liabilities $000 (42,419) (46,382) (3,575) (92,376) Revenues $000 88,287 18,225 559 107,071 Expenses $000 (83,385) (13,071) (459) (96,915) Profit/(loss) $000 4,902 5,154 100 10,156 Ownership 2008 Ownership % 50 50 50 Current assets $000 23,280 2,829 291 26,400 Non current assets $000 39,006 102,965 3,270 145,241 Total assets $000 62,286 105,794 3,561 171,641 Current liabilities $000 (10,164) (1,437) (2) (11,603) Non current liabilities $000 (33,198) (49,156) (3,570) (85,924) Total liabilities $000 (43,362) (50,593) (3,572) (97,527) Revenues $000 81,218 17,029 542 98,789 Expenses $000 (76,404) (13,466) (462) (90,332) Profit/(loss) $000 4,814 3,563 80 8,457 All associate and joint venture companies are incorporated in New Zealand. Northport Limited Port of Tauranga Limited has a 50:50 joint venture agreement with Northland Port Corporation (NZ) Limited (NPC), in the port at Marsden Point which trades as Northport Limited. Northport Limited also holds a 50% share of North Tugz Limited with Ports of Auckland Limited holding the remaining 50%. North Tugz Limited has been established to undertake the marine services within the Whangarei Harbour including Marsden Point. MetroBox Auckland Limited Port of Tauranga Limited is in a 50:50 joint venture with KiwiRail (previously Toll NZ Limited), in MetroBox Auckland Limited (MetroBox). MetroBox is located alongside MetroPort and fits with the Group’s strategic objective of developing a “freight village” in South Auckland with MetroPort giving customers the ability to select from a range of container handling services. The Board of MetroBox consists of four Directors, two from KiwiRail and two from Port of Tauranga Limited. The two Port of Tauranga Directors are Tony Reynish and Graeme Marshall. A N N UA L R E PO RT 2 009 : 6 7 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 15 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 15 INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (CONTINUED) ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS C3 Limited Port of Tauranga Limited is in a 50:50 joint venture with Asciano Limited (previously Toll NZ Limited), in C3 Limited (previously Toll Owens Limited). C3 Limited operates marshalling and stevedoring operations in 13 New Zealand ports. The Board of C3 Limited consists of four Directors, two from Asciano Limited and two from Port of Tauranga Limited. The two Port of Tauranga Directors are John Parker and Mark Cairns. 16 DERIVATIVE FINANCIAL INSTRUMENTS GROUP 2009 NZ$000 PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 Current assets Foreign currency derivatives – not designated as hedges Foreign currency derivatives – fair value hedges Interest rate derivatives – not designated as hedges Interest rate derivatives – cash flow hedges Fuel commodity derivatives – cash flow hedges 0 141 0 141 133 908 133 908 0 33 0 33 251 0 251 0 74 0 74 0 207 1,333 207 1,333 Non current assets Foreign currency derivatives – fair value hedges 0 101 0 101 Interest rate derivatives – cash flow hedges 0 2,752 0 2,752 0 2,853 0 2,853 207 4,186 207 4,186 Total assets Current liabilities Foreign currency derivatives – not designated as hedges Interest rate derivatives – cash flow hedges (14) 0 (14) 0 (415) 0 (415) 0 (429) 0 (429) 0 Non current liabilities Interest rate derivatives – cash flow hedges Total liabilities (6,358) 0 (6,358) 0 (6,358) 0 (6,358) 0 (6,787) 0 (6,787) 0 For additional information about the Group’s use of derivatives refer to note 30. 68 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY RECEIVABLES AND PREPAYMENTS GROUP Trade receivables Receivables from associates and related parties Advances to associates and joint ventures Advances to subsidiary Prepayments and sundry receivables Finance lease – gross receivable (refer note 13) Finance lease – unearned finance income (refer note 13) PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 16,545 18,775 16,545 18,775 136 72 136 72 1,785 3,182 1,785 3,182 0 0 21 85 192 1,424 192 1,424 4,342 4,303 4,342 4,303 (2,267) 20,733 (2,511) 25,245 (2,267) 20,754 (2,511) 25,330 Current trade and other receivables are non interest bearing and receipt is normally on 30 day terms, therefore the carrying value of debtors and other receivables approximate their fair value. The ageing of trade receivables at reporting date was: GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 15,473 12,954 15,473 12,954 1,061 5,196 1,061 5,196 Past due 30 – 60 days 7 608 7 608 Past due 60 – 90 days 1 10 1 10 More than 90 days 3 7 3 7 16,545 18,775 16,545 18,775 Not past due Past due 0 – 30 days Total Based on past experience, the Group believes that no impairment allowance is necessary in respect of trade receivables past due. 18 INVENTORIES GROUP Inventory of parts and consumables PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 207 449 207 449 Included in inventories at 30 June 2009 was $172,000 of straddle and crane parts (2008: $386,000 of straddle parts) purchased at year end for planned maintenance of straddles and cranes in the following financial year. A N N UA L R E PO RT 2 009 : 6 9 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 17 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 19 CAPITAL AND RESERVES ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (a) Reconciliation of Movement in Capital and Reserves Share Capital GROUP Balance at 1 July 2007 Total recognised income and expense Hedging Revaluation Reserve Reserve ShareBased Payment Reserve Retained Earnings Total NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 67,759 4,416 545,636 200 25,300 643,311 0 (1,994) 0 0 42,117 40,123 7 Increase in paid up capital 207 0 0 (200) 0 Dividends to shareholders 0 0 0 0 (44,231) (44,231) 67,966 2,422 545,636 0 23,186 639,210 Total recognised income and expense 0 (7,829) 0 0 45,185 37,356 Dividends to shareholders 0 0 0 0 (33,509) (33,509) (5,407) 545,636 0 34,862 643,057 Hedging Revaluation Reserve Reserve ShareBased Payment Reserve Retained Earnings Total Balance at 30 June 2008 Balance at 1 July 2008 Balance at 30 June 2009 67,966 Share Capital PARENT COMPANY Balance at 1 July 2007 Total recognised income and expense NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 68,047 4,055 545,636 200 20,953 638,891 0 (1,903) 0 0 41,601 39,698 NZ$000 0 Increase in paid up capital 200 0 0 (200) 0 Dividends to shareholders 0 0 0 0 (44,231) 68,247 2,152 545,636 0 18,323 Total recognised income and expense 0 (6,706) 0 0 45,120 38,414 Dividends to shareholders 0 0 0 0 (33,509) (33,509) (4,554) 545,636 0 29,934 639,263 Balance at 30 June 2008 (44,231) 634,358 Balance at 1 July 2008 Balance at 30 June 2009 (b) 68,247 Share Capital GROUP 2009 PARENT COMPANY 2009 2008 133,955,676 134,034,876 134,004,876 2008 Ordinary shares issued Balance as at 1 July Shares issued during year Balance as at 30 June 133,986,876 0 133,986,876 0 30,000 133,986,876 134,034,876 134,034,876 31,200 All shares are fully paid and have no par value. All shares rank equally with one vote attached to each fully paid ordinary share. During the year 0 shares (2008: 30,000 shares) at $0 (2008: $6.67) per share were issued to staff as an incentive payment. In addition, 0 shares (2008: 1,200 shares) at $0 (2008: $5.85) per share were issued to staff from the Port of Tauranga Trustee Company Limited. 70 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY CAPITAL AND RESERVES (CONTINUED) (c) Hedging Reserve The hedging reserve comprises the effective portion of the cumulative net change in fair value of cash flow hedging instruments related to hedged transactions that have not yet occurred. (d) Revaluation Reserve The revaluation reserve relates to the revaluation of land, buildings, wharves and hardstanding, and harbour improvements. (e) Share Based Payment Reserve The share based payment reserve relates to the bonus issue of shares to employees. (f) Dividends The following dividends were declared and paid during the period: GROUP Final 2008 dividend paid 16.0 cents per share (2007: 14.0 cps) Special dividend 0 cents per share (2008: 10.0 cps) Interim 2009 dividend paid 9.0 cents per share (2008: 9.0 cps) PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 21,446 18,765 21,446 18,765 0 13,403 0 13,403 12,063 12,063 12,063 12,063 33,509 44,231 33,509 44,231 A final dividend of 18.0 cents per share ($24,126,278) has been approved subsequent to balance date. The final dividend was not approved until after year end, therefore it has not been accrued in the current year financial statements. The dividends are fully imputed. Supplementary dividends of $546,350 (2008: $750,723) were paid to shareholders not tax resident in New Zealand, for which the Group received a foreign tax credit entitlement. 20 BASIC AND DILUTED EARNINGS PER SHARE Group The calculation of basic earnings per share at 30 June 2009 was based on the profit attributable to ordinary shareholders of $45,185,000 (2008: $42,117,000) and a weighted average number of ordinary shares outstanding of 133,986,876 (2008: 133,971,276). There are no dilutive potential ordinary shares (2008: nil). A N N UA L R E PO RT 2 009 : 71 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 19 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 21 LOANS AND BORROWINGS ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS This note provides information about the contractual terms of the Group’s interest-bearing loans and borrowings. For additional information about the Group’s exposure and sensitivity to interest rate risk, refer to note 30. GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 210,500 172,200 210,500 172,200 0 181 0 0 210,500 172,381 210,500 172,200 Tranche 2 [refer note (i)] 0 25,000 0 25,000 Multi option facility [refer note (ii)] 0 5,000 0 5,000 266 0 0 0 266 30,000 0 30,000 210,766 202,381 210,500 202,200 Non current liabilities Standby revolving cash advance facility: Tranche 1 [refer note (i)] Advances [refer note (iii)] Current liabilities Standby revolving cash advance facility: Advances [refer note (iii)] Total (i) Standby Revolving Cash Advance Facility Agreement The Parent Company has a $250 million (2008: $250 million) financing arrangement with ANZ Banking Group (New Zealand) Limited, Bank of New Zealand Limited and the Commonwealth Bank of Australia, New Zealand branch. The facility, which is unsecured, provides for both direct borrowings and support for issuance of Commercial Papers. The standby revolving cash advance facility comprises of two tranches, tranche 1, a $225 million facility maturing 31 December 2010, and tranche 2, a $25 million facility maturing 31 December 2009 (2008: 31 December 2008). These facilities are unsecured and lent against a negative pledge deed. (ii) Multi Option Facility Agreement The Parent Company has a $10 million multi option financing facility with the Bank of New Zealand Limited, which is primarily used for short term working capital requirements. This facility expires on 31 December 2009 (2008: 31 December 2008). The Parent Company has the option to roll-over this facility for the period of one year, by giving notice to the Bank of New Zealand prior to the expiry of the facility. This facility is unsecured and lent against a negative pledge deed. (iii) Advances Advances are contributions by employees to the Employee Share Ownership Plan (ESOP), refer to note 29. (iv) Fair Values of Loans and Borrowings Loans and borrowings are assumed to be held at fair value as debt facilities are repriced every 90 days. 72 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY 21 LOANS AND BORROWINGS (CONTINUED) Terms and conditions of outstanding loans are as follows: GROUP 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 2010 210,500 172,200 210,500 172,200 Nominal Year of Interest Rate Maturity Standby revolving cash advance facility – tranche 1 BKBM + 0.44% PARENT COMPANY Standby revolving cash advance facility – tranche 2 BKBM + 0.38% 2008 0 25,000 0 25,000 Multi option facility BKBM + 0.38% 2008 0 5,000 0 5,000 0% 2009 266 181 0 0 210,766 202,381 210,500 202,200 Advances Total BKBM BKBM refers to the bank bill bid settlement rate as displayed on the Reuters Screen on page BKBM. The Group generally borrows funds on a 90 day term. 22 PROVISIONS GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 Balance at beginning of period 691 621 691 621 Additional provision 211 174 211 174 Non current liabilities Employee benefits – long service leave provisions Unused amounts reversed (8) (15) (8) (15) Utilised during the period (33) (89) (33) (89) Balance at end of period 861 691 861 691 Employee benefits – profit sharing and bonuses 0 0 0 0 Additional provision 305 0 305 0 Balance at end of period 305 0 305 0 1,166 691 1,166 691 Balance at beginning of period 1,054 715 1,054 715 Additional provision 1,134 1,054 1,134 1,054 Balance at beginning of period Total non current provisions Current liabilities Employee benefits – profit sharing and bonuses Utilised during the period (1,054) Balance at end of period 1,134 1,054 1,134 1,054 Total current provisions 1,134 1,054 1,134 1,054 (715) (1,054) (715) Uncertainties for provisions relate to the probabilities of staff reaching the required vesting period to actually qualify for long service leave. Probability factors for reaching long service leave entitlements are based on historic staff retention information. A N N UA L R E PO RT 2 009 : 73 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Terms and Debt Repayment Schedule NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 23 DEFERRED TAXATION Assets Net 2008 NZ$000 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 Property, plant and equipment 0 0 32,099 32,639 32,099 32,639 Intangible assets 0 0 149 207 149 207 Finance lease receivables 0 0 4,666 5,153 4,666 5,153 GROUP AND PARENT COMPANY ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Liabilities 2009 NZ$000 Deferred tax (asset)/liability Derivatives Provisions and accruals Total (1,912) 0 0 1,256 (1,912) 1,256 (364) (1,417) 0 0 (364) (1,417) (2,276) (1,417) 36,914 39,255 Recognised in Profit or Loss Recognised In Equity 2009 NZ$000 2008 NZ$000 (540) (267) 0 0 (58) (20) 0 0 Finance lease receivables (487) (451) 0 Derivatives (290) 303 Property, plant and equipment Intangible assets Provisions and accruals Receivables and prepayments Total 24 37,838 2008 NZ$000 GROUP AND PARENT COMPANY 2009 NZ$000 34,638 (2,878) 1,053 (462) 0 0 14 0 (322) (883) (2,878) 0 (816) 0 0 (816) TRADE AND OTHER PAYABLES GROUP Accounts payable Accruals Payables due to associates and related parties PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 882 5,982 882 5,982 6,059 6,796 6,059 6,796 931 1,474 931 1,474 7,872 14,252 7,872 14,252 Payables denominated in currencies other than the functional currency comprise of trade payables denominated in US$0 (2008: US$45,000). Trade and other payables are non interest bearing and are normally settled on 30 day terms, therefore the carrying value of trade and other payables approximates their fair value. 74 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY OPERATING LEASE OBLIGATIONS GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 Within one year 812 One year to two years 709 332 812 332 297 709 1,037 297 563 1,037 563 Obligations payable after balance date on non cancellable operating leases are as follows: Two years to five years 859 1,031 859 1,031 3,417 2,223 3,417 2,223 2009 NZ$000 2008 NZ$000 Services provided to Port of Tauranga Limited 9,195 8,443 Services provided by Port of Tauranga Limited 1,331 1,165 16,599 16,599 Services provided to Port of Tauranga Limited 0 32 Services provided by Port of Tauranga Limited 19 4 0 1,397 1,785 1,785 21 113 Greater than five years 26 RELATED PARTY TRANSACTIONS Related party transactions with subsidiaries, associates and joint ventures: C3 Limited Accounts receivable by Port of Tauranga Limited (capital notes) Northport Limited Advances by Port of Tauranga Limited MetroBox Auckland Limited Advances by Port of Tauranga Limited Port of Tauranga Trustee Company Limited Advances to Port of Tauranga Trustee Company Limited for employees in share ownership plan by Port of Tauranga Limited (refer notes 13 and 17) During the year, the Group entered into transactions with companies in which Group Directors hold directorships. These transactions have occurred on normal commercial terms. No interest is charged on advances to associates and joint ventures and are repayable on demand. No related party debts have been written off or forgiven during the year. Controlling Entity Quayside Securities Limited owns 54.98% of the ordinary shares in Port of Tauranga Limited. Quayside Securities Limited is beneficially owned by Bay of Plenty Regional Council. Transactions with Key Management Personnel The Group does not provide any non cash benefits to Directors and executive officers in addition to their Directors’ fees or salaries. A N N UA L R E PO RT 2 009 : 75 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 25 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 26 RELATED PARTY TRANSACTIONS (CONTINUED) ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS GROUP 2009 NZ$000 PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 Short term employee benefits Directors fees Executive salaries 27 386 380 386 380 2,029 1,861 2,029 1,861 COMMITMENTS GROUP PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 1,997 15,499 1,997 15,499 Capital commitments Estimated capital commitments for the Group contracted for at balance date but not provided for 28 CONTINGENT LIABILITIES At 30 June 2009 there were $0 contingent liabilities (30 June 2008: $0). 29 EMPLOYEE SHARE OWNERSHIP PLAN The Parent Company has an Employee Share Ownership Plan (ESOP), in terms of section DC12 of the Income Tax Act 2004. At balance date the ESOP held 0.04% of the Parent Company’s share capital in ordinary shares (2008: 0.04% of the Parent Company’s share capital). To finance the plan the ESOP borrows from the Parent Company interest free, repayable over three years. The ESOP has no external funding. The ESOP has a non beneficial interest in all shares allocated to employees, and a beneficial interest in shares which have not been allocated. Neither the Parent Company nor its related parties have rights to acquire shares held by the plan. Employees are able to subscribe for shares up to a value of $2,340 once every three years. The value of shares issued is set at 90% of the average market price of the share on the day of issue. At balance date the Parent Company held 48,000 shares (2008: 48,000), of these, 42,800 (2008: 44,400) were allocated to employees and have been paid up to $264,477 (2008: $181,326), and $21,120 (2008: $92,019) remains to be paid. This is to be repaid over a three year term. No shares are subject to options. The Trustees of the ESOP are appointed by the Directors of the Parent Company. The shares held by the ESOP carry the same voting rights as other issued ordinary shares. Voting rights attaching to the shares held by Trustees are to be exercised by the Trustees at their discretion in the case of a vote on a poll, or on any particular resolution. 76 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY FINANCIAL INSTRUMENTS The Group’s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk (including interest rate risk, currency risk and commodity risk). This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes for measuring and managing risk, and the Group’s management of capital. The Group’s overall financial risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Board of Directors has overall responsibility for the establishment and oversight of the Group’s financial risk management framework. The Board has established the Audit Committee, which is responsible for developing and monitoring the Group’s financial risk management policies. The Audit Committee reports regularly to the Board of Directors on its activities. The Group’s financial risk management policies are established to identify and analyse the financial risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Financial risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities. The Audit Committee oversees how management monitors compliance with the Group’s financial risk management policies and procedures and reviews the adequacy of the financial risk management framework in relation to the risks faced by the Group. The Group held the following financial instruments at reporting date: Designated at Fair Value GROUP 2009 NZ$000 Assets Held for Trading Through Profit or Loans and Loss Receivables NZ$000 NZ$000 Held to Maturity Other Amortised Cost Total Carrying Amount Fair Value NZ$000 NZ$000 NZ$000 NZ$000 Assets Advances and receivables, including capital notes 0 0 13,478 16,599 0 30,077 32,219 Total non current assets 0 0 13,478 16,599 0 30,077 32,219 Cash and cash equivalents 0 0 3,282 0 0 3,282 3,282 22,748 Trade and other receivables 0 0 20,733 0 0 20,733 Derivative financial instruments 207 0 0 0 0 207 207 Total current assets 207 0 24,015 0 0 24,222 26,237 Total assets 207 0 37,493 16,599 0 54,299 58,456 210,500 0 0 0 0 210,500 210,500 Derivative financial instruments Loans and borrowings 6,358 0 0 0 0 6,358 6,358 Total non current liabilities 6,358 0 0 0 210,500 216,858 216,858 0 0 0 0 266 266 266 415 14 0 0 0 429 429 Loans and borrowings Derivative financial instruments Trade and other payables Total current liabilities Total liabilities 0 0 0 0 7,872 7,872 7,872 415 14 0 0 8,138 8,567 8,567 6,773 14 0 0 218,638 225,425 225,425 A N N UA L R E PO RT 2 009 : 7 7 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 30 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 30 FINANCIAL INSTRUMENTS (CONTINUED) Assets Held for Trading Designated Through at Fair Profit or Loans and Value Loss Receivables GROUP 2008 Held to Maturity Other Amortised Cost Total Carrying Amount Fair Value NZ$000 NZ$000 NZ$000 32,332 NZ$000 NZ$000 NZ$000 NZ$000 Assets Advances and receivables, including capital notes 0 0 15,383 16,599 0 31,982 Derivatives financial instruments 2,853 0 0 0 0 2,853 2,853 Total non current assets 2,853 0 15,383 16,599 0 34,835 35,185 Cash and cash equivalents 0 0 1,664 0 0 1,664 1,664 Trade and other receivables 0 0 25,245 0 0 25,245 27,354 Derivative financial instruments 1,159 174 0 0 0 1,333 1,333 Total current assets 1,159 174 26,909 0 0 28,242 30,351 Total assets 4,012 174 42,292 16,599 0 63,077 65,536 Loans and borrowings 0 0 0 0 172,381 172,381 172,381 Total non current liabilities 0 0 0 0 172,381 172,381 172,381 Loans and borrowings 0 0 0 0 30,000 30,000 30,000 Trade and other payables 0 0 0 0 14,252 14,252 14,252 Total current liabilities 0 0 0 0 44,252 44,252 44,252 Total liabilities 0 0 0 0 216,633 216,633 216,633 Assets Held for Trading Designated Through at Fair Profit or Loans and Value Loss Receivables Held to Maturity Other Amortised Cost Total Carrying Amount Fair Value PARENT COMPANY 2009 NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 NZ$000 Advances and receivables, including capital notes 0 0 13,478 16,599 0 30,077 32,219 Total non current assets 0 0 13,478 16,599 0 30,077 32,219 Assets Cash and cash equivalents 0 0 3,263 0 0 3,263 3,263 Receivables and prepayments 0 0 20,754 0 0 20,754 22,769 Derivative financial instruments 207 0 0 0 0 207 207 Total current assets 207 0 24,017 0 0 24,224 26,239 Total assets 207 0 37,495 16,599 0 54,301 58,458 0 0 0 0 210,500 210,500 210,500 Derivative financial instruments 6,358 0 0 0 0 6,358 6,358 Total non current liabilities 6,358 0 0 0 210,500 216,858 216,858 415 14 0 0 0 429 429 0 0 0 0 7,872 7,872 7,872 Loans and borrowings Derivative financial instruments Trade and other payables Total current liabilities Total liabilities 78 : AN N UAL REPORT 20 0 9 415 14 0 0 7,872 8,301 8,301 6,773 14 0 0 218,372 225,159 225,159 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY FINANCIAL INSTRUMENTS (CONTINUED) PARENT COMPANY 2008 Designated at Fair Value NZ$000 Assets Held for Trading Through Profit or Loans and Loss Receivables NZ$000 NZ$000 Held to Maturity NZ$000 Other Amortised Cost NZ$000 Total Carrying Amount NZ$000 Fair Value NZ$000 32,360 Assets Advances and receivables, including capital notes 0 0 15,411 16,599 0 32,010 Derivative financial instruments 2,853 0 0 0 0 2,853 2,853 Total non current assets 2,853 0 15,411 16,599 0 34,863 35,213 Cash and cash equivalents 0 0 1,638 0 0 1,638 1,638 Receivables and prepayments 0 0 25,330 0 0 25,330 27,439 Derivative financial instruments 1,159 174 0 0 0 1,333 1,333 Total current assets 1,159 174 26,968 0 0 28,301 30,410 Total assets 4,012 174 42,379 16,599 0 63,164 65,623 Loans and borrowings 0 0 0 0 172,200 172,200 172,200 Total non current liabilities 0 0 0 0 172,200 172,200 172,200 30,000 Loans and borrowings 0 0 0 0 30,000 30,000 Trade and other payables 0 0 0 0 14,252 14,252 14,252 Total current liabilities 0 0 0 0 44,252 44,252 44,252 Total liabilities 0 0 0 0 216,452 216,452 216,452 (a) Credit Risk Counterparty credit risk is the risk of losses (realised or unrealised) arising from a counterparty failing to meet its contractual obligations. Financial instruments which potentially subject the Group to credit risk, principally consist of bank balances, receivables from customers and derivative instruments. Exposure to Credit Risk The carrying amount of financial assets represents the maximum credit exposure. The Group’s maximum exposure to credit risk at reporting date was: GROUP 2009 NZ$000 PARENT COMPANY 2008 NZ$000 2009 NZ$000 2008 NZ$000 Advances and receivables 30,077 31,982 30,077 32,010 Receivables and prepayments 20,733 25,245 20,754 25,330 Derivative financial instruments Cash and cash equivalents Total 207 4,186 207 4,186 3,282 1,664 3,263 1,638 54,299 63,077 54,301 63,164 The only significant concentration of credit risk at reporting date relates to the finance lease receivables for the Genesis equipment lease and capital notes issued by an associate company, C3 Limited. Management are satisfied with the credit quality of both these debtors and does not anticipate any non performance. The Group only transacts in treasury activity (including investment, borrowing and derivative transactions) with Board approved counterparties. Unless otherwise approved by the Board, counterparties are required to be New Zealand registered banks with a Standard & Poor’s credit rating of A+ or above. The Group continuously monitors the credit quality of the financial institutions that are counterparties and does not anticipate any non performance. A N N UA L R E PO RT 2 009 : 79 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 30 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 30 FINANCIAL INSTRUMENTS (CONTINUED) The Group adheres to a credit policy that requires that each new customer is analysed individually for credit worthiness before the Group’s standard payment terms and conditions are offered. Customer payment performance is constantly monitored with customers not meeting creditworthiness being required to transact with the Group on cash terms. The Group generally does not require collateral. The nature of the Group’s business means that the top ten customers account for 59.3% of total Group revenue (2008: 58.9%) and 17.6% of the Group’s revenue is attributable to sales transactions with a single customer (2008: 20.8%). The Group is satisfied with the credit quality of these debtors and does not anticipate any non performance. (b) Liquidity Risk Liquidity risk is the risk that the Group will not be able to meet its financial obligations as and when they fall due. The Group’s approach to managing liquidity risk is to ensure, as far as possible, that it will always have sufficient cash and borrowing facilities available to meet its liabilities when due, under both normal and adverse conditions. The Group’s cash flow requirements and the utilisation of borrowing facilities are continuously monitored, and it is required that committed bank facilities are maintained at a minimum of 10% above maximum forecast usage. Funding risk is the risk that arises when either the size of borrowing facilities or the pricing thereof is not able to be replaced on similar terms, at the time of review with the Parent Company’s banks. To minimise funding risk it is Board policy to spread the facilities’ renewal dates and maturity of individual loans. Where this is not possible, extensions to, or the replacement of, borrowing facilities are required to be arranged at least six months prior to each facility’s expiry. 80 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY FINANCIAL INSTRUMENTS (CONTINUED) The following table sets out the contractual cash outflows for all financial liabilities (including estimated interest payments) and derivatives: GROUP 2009 Balance Contractual Sheet Cash Flows NZ$000 NZ$000 6 Months or Less NZ$000 6 – 12 Months NZ$000 1–2 Years NZ$000 2–5 Years NZ$000 More Than 5 Years NZ$000 Non derivative financial liabilities Loans and borrowings Trade and other payables 210,766 221,030 3,706 3,384 213,940 0 0 7,872 7,872 7,872 0 0 0 0 218,638 228,902 11,578 3,384 213,940 0 0 7,548 8,295 2,156 2,565 2,916 568 90 0 Derivatives Interest rate derivatives outflow Forward exchange contracts: Outflow 0 1,427 1,427 0 0 0 (119) (1,546) (1,546) 0 0 0 0 7,429 8,176 2,037 2,565 2,916 568 90 Total 226,067 237,078 13,615 5,949 216,856 568 90 GROUP 2008 Balance Contractual Sheet Cash Flows NZ$000 NZ$000 6 Months or Less NZ$000 6 – 12 Months NZ$000 1–2 Years NZ$000 2–5 Years NZ$000 More Than 5 Years NZ$000 39,232 7,739 15,788 180,067 0 Inflow Non derivative financial liabilities Loans and borrowings Trade and other payables 202,381 242,826 14,252 14,252 14,252 0 0 0 0 216,633 257,078 53,484 7,739 15,788 180,067 0 120 169 0 0 12 84 73 0 Derivatives Interest rate derivatives outflow Forward exchange contracts: Outflow Inflow Total 0 10,832 5,668 3,852 1,312 0 (1,009) (11,841) (6,224) (4,204) (1,413) 0 0 (889) (840) (556) (352) (89) 84 73 215,744 256,238 52,928 7,387 15,699 180,151 73 A N N UA L R E PO RT 2 009 : 8 1 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 30 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 30 FINANCIAL INSTRUMENTS (CONTINUED) Parent Company ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS The cash flows for all financial liabilities and derivatives for the Parent Company differ only in one respect to the tables shown above for the Group, being that the Parent Company has no liability in respect of advances $266,000 (2008: $181,000) included in loans and borrowings being contributions by employees to the Employee Share Ownership Plan which are settled by way of share issuance (refer note 29). The following table indicates the periods in which the cash flows associated with derivatives that are cash flow hedges are expected to occur and also impact on profit or loss: GROUP AND PARENT COMPANY 2009 Balance Contractual Sheet Cash Flows NZ$000 NZ$000 6 Months or Less NZ$000 6 – 12 Months NZ$000 1–2 Years NZ$000 2–5 Years NZ$000 More Than 5 Years NZ$000 0 0 0 268 853 Interest rate swaps Assets Liabilities 775 1,121 (7,548) (8,295) (2,156) (2,565) (2,916) (568) (90) (6,773) (7,174) (2,156) (2,565) (2,916) (300) 763 Commodity contracts Assets GROUP AND PARENT COMPANY 2008 74 76 29 47 0 0 0 (6,699) (7,098) (2,127) (2,518) (2,916) (300) 763 Balance Contractual Sheet Cash Flows NZ$000 NZ$000 6 Months or Less NZ$000 6 – 12 Months NZ$000 1–2 Years NZ$000 2–5 Years NZ$000 More Than 5 Years NZ$000 Interest rate swaps Assets Liabilities (c) 3,123 3,822 1,282 785 1,247 494 14 (120) (169) 0 0 (12) (84) (73) 3,003 3,653 1,282 785 1,235 410 (59) Market Risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and commodity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return on risk. The Group uses derivative financial instruments such as interest rate swaps and foreign currency options to hedge certain risk exposures. All derivative transactions are carried out within the guidelines set out in the Group’s Treasury Policy which have been approved by the Board of Directors. Generally the Group seeks to apply hedge accounting in order to manage volatility in profit or loss. (i) Interest Rate Risk Interest rate risk is the risk of financial loss, or impairment to cash flows in current or future periods, due to adverse movements in interest rates on borrowings or investments. The Group uses interest rate derivatives to manage its exposure to variable interest rate risk by converting variable rate debt to fixed rate debt. 82 : AN N UAL REPORT 20 0 9 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY FINANCIAL INSTRUMENTS (CONTINUED) At reporting date the interest rate profile of the Group and Parent Company’s interest-bearing financial assets/(liabilities) were: GROUP Carrying Amount PARENT COMPANY 2009 NZ$000 2008 NZ$000 2009 NZ$000 2008 NZ$000 Finance lease receivables 15,553 17,175 15,553 17,175 Capital notes 16,599 16,599 16,599 16,599 Interest rate derivatives (6,773) Fixed rate instruments 3,036 (6,773) 3,036 25,379 36,810 25,379 36,810 (210,500) (197,200) (210,500) (197,200) Variable rate instruments Standby revolving cash advance facility Multi option facility Cash balances 0 (5,000) 0 3,282 1,664 3,263 (207,218) (200,536) (207,237) (5,000) 1,638 (200,562) Sensitivity Analysis If at reporting date bank interest rates had been 100 basis points higher/lower, with all other variables held constant, it would increase/(decrease) post tax profit or loss and the cash flow hedge reserve by the amounts shown below. The analysis is performed on the same basis for 2008. Profit or Loss GROUP AND PARENT COMPANY Variable rate instruments Interest rate swaps 30 June 2009 Variable rate instruments Interest rate swaps 30 June 2008 (ii) Cash Flow Hedge Reserve 100 bp Increase NZ$000 100 bp Decrease NZ$000 100 bp Increase NZ$000 100 bp Decrease NZ$000 (1,450) 1,450 0 0 852 (852) 3,905 (4,165) (598) 598 3,905 (4,165) (1,360) 1,360 0 850 (816) 2,122 (2,193) (510) 544 2,122 (2,193) 0 Currency Risk Foreign currency risk is the risk arising from the variability of the NZD currency values of the Group’s assets, liabilities and operating cash flows, caused by changes to foreign exchange rates. The Group does not have any material exposure to currency risk except for the one-off purchases of assets (eg plant and machinery) denominated in foreign currencies. It is Group policy that foreign exchange exposures on imported goods must be hedged by way of foreign exchange forward contracts or options to a minimum of 50% at the time the exposure is known with certainty on all transactions in excess of NZ$200,000. At 30 June 2009, the Group had entered into forward contracts to purchase EUR$665,000 as a fair value hedge of a capital commitment (2008: EUR$5.7 million) and SG$95,000 for a non hedge accounted capital commitment (2008: $0). In the prior year, the Group had also entered into option agreements to purchase US$1.6 million for certain operating expenditures. A N N UA L R E PO RT 2 009 : 8 3 ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 30 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY 30 FINANCIAL INSTRUMENTS (CONTINUED) ANNUAL REPORT 2009:NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Sensitivity Analysis At reporting date, a 10% strengthening/weakening of the above currencies against the New Zealand dollar, with all other variables held constant, would have an immaterial impact on the Group’s post-tax profit and equity for the period. (iii) Commodity Price Risk The Group manages commodity price risks through the use of negotiated supply contracts and commodity derivatives. The negotiated supply contracts are for the purpose of receipt in accordance with the Group’s expected usage requirements only and are not accounted for as financial instruments. The Group uses commodity derivatives and fuel swap agreements, to reduce the impact of price changes on fuel costs in accordance with Group policy. Up to 75% of the next twelve months’ operating fuel costs may be hedged via commodity derivatives. At 30 June 2009, the Group had hedged 7,548 barrels (2008: 0), with a fair value of $74,000 (2008: 0). The agreements mature within one year. Sensitivity Analysis At reporting date, a NZ$25 increase/decrease in the New Zealand dollar price of diesel fuel oil in relation to commodity derivatives, would have an immaterial impact on the Group’s post tax profit and equity for the period. (d) Capital Management The Board’s policy is to maintain a strong capital base, which the Group defines as total shareholders’ equity, so as to maintain investor, creditor and market confidence, and to sustain the future business development of the Group. The Board endeavours to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position. The Group has established policies in capital management, including the specific requirements that interest cover is to be maintained at a minimum of three times and that the [debt/(debt + equity)] ratio is to be maintained at a 40% maximum. It is also Group policy that the dividend payout is maintained between a level of between 75% and 100% of surplus after tax. The Group and Parent are required to comply with certain financial covenants in respect of external borrowings namely that: interest cover is to be maintained at a minimum of two times; shareholders funds as a percentage of total tangible assets must exceed 45% at all times; and total tangible assets and earnings before interest and taxes (EBIT) for the Parent must at all times exceed 85% of total tangible assets and EBIT respectively for the Group. There have been no changes in the Group’s approach to capital management during the year. The Port of Tauranga Limited has complied with all capital management objectives during the reporting periods as follows: GROUP 2009 2008 Port of Tauranga Group policies 5.4 5.1 Debt ratio 25% 24% Dividend payout ratio as a percentage of net profit after tax (excluding special dividends) 80% 80% Interest cover GROUP 2009 2008 Bank covenants 5.4 5.1 71% 71% Parent EBIT as percentage of Group EBIT 100% 99% Parent tangible assets as a percentage of Group tangible assets 100% 99% Interest cover Shareholders funds as a percentage of tangible assets 84 : AN N UAL REPORT 20 0 9 STATUTORY INFORMATION NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS F O RATT HE 2 0 YAU E AGRU ST E N D20 ED 0 93 30 0 JUNE 2 20 009 PO RT O F TAU R A N GA LIM B S I D IIA A RY PORT OF NG MII T E D A N D S U UBS SHAREHOLDER INFORMATION TWENTY LARGEST ORDINARY EQUITY HOLDERS Holder Number Held % of Issued Equity Quayside Securities Limited 73,687,536 54.98 NZ Central Securities Depository Limited 17,924,030 13.37 Custodial Services Limited (3 A/c) 4,371,628 3.26 Custodial Services Limited (2 A/c) 1,432,693 1.07 895,848 0.67 Private Nominees Limited (Residents A/c) 624,287 0.47 Masfen Securities Limited 545,000 0.41 Custodial Services Limited (4 A/c) 529,252 0.39 Investment Custodial Services Limited (C A/c) 421,518 0.31 Custodial Services Limited (1 A/c) 390,047 0.29 Lloyd James Christie 307,000 0.23 Custodial Services Limited (A/c 9 – MDZ) 274,342 0.20 Karen Maureen Pensabene (Keep A/c) 260,000 0.19 Custodial Services Limited (6 A/c) 225,260 0.17 Fraser Grant McKenzie & Dorothy Ann McKenzie 200,306 0.15 PGG Wrightson Employee Benefits Plan Limited 200,000 0.15 ASB Nominees Limited (Colin John Boocock A/c) 190,000 0.14 John Axford Kenneth Commons 155,000 0.12 NZ Guardian Trust Co Limited (NZSX 50 Portfolio Index Fund A/c) 152,391 0.11 Forsyth Barr Custodians Limited (1 M A/c) 129,188 0.10 FNZ Custodians Limited 102,915,326 Total 76.78% DISTRIBUTION OF EQUITY SECURITIES Range of Equity Holdings 1 - 5,000 Number of Holders Number of Shares Held % of Issued Equity 6,909 12,694,877 9.47 5,001 - 10,000 992 7,338,797 5.48 10,001 - 50,000 511 9,632,967 7.19 50,001 - 100,000 15 983,974 0.73 100,001 and over 24 103,384,261 77.13 8,451 134,034,876 100.00% Total A N N UA L R E P PO ANNUAL O RT 2 0009 09 : 85 RN T S 2O 0L 0I D9 A: TS ET DA TFUI NT AO NRCYI AI LN S F TO ART M A TE INOT N A N N U A L R E P O R T 2 0 0 9 : NAONT N E SU AT L O TR HE EP O CO EM S The ordinary shares of Port of Tauranga Limited are listed on the NZX. The information in the disclosures below has been taken from the Company’s registers as at 20 August 2009. STATUTORY INFORMATION AS AT 2 0 AU G U ST 2 0 0 9 P O RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY SUBSTANTIAL SECURITY HOLDERS Holder Quayside Securities Limited ANNUAL Number Held % 73,687,536 54.98 The total number of issued voting securities of the Company as at 20 August 2009 was 134,034,876. DIRECTORS’ SECURITY HOLDINGS REPORT 2009 : STATU TORY IN FORM ATION The following information is given in accordance with section 26 of the Securities Amendment Act 1988. According to notices received, the following persons were substantial security holders in the Company as at 20 August 2009. BENEFICIALLY HELD HELD BY ASSOCIATED PERSONS 30.06.09 30.06.08 30.06.09 30.06.08 J S Parker 25,500 17,500 42,950 42,950 A W Baylis 0 0 10,000 10,000 A W Capamagian 0 0 20,000 20,000 J M Cronin 0 0 2,500 2,500 D A Pilkington 0 0 0 0 0 0 40,000 40,000 25,000 25,000 0 0 M J Smith Sir Dryden Spring 86 : AN N UAL REPORT 20 0 9 FINANCIAL AND OPERATIONAL FIVE YEAR SUMMARY AS AT 3 0 J U N E 2 0 0 9 P O RT O F TAU R A N G A L I M I T E D A N D S U B S I D I A RY The Board approved a final dividend of 18.0 cents per share ($24.1 million) after year end payable on 2 October 2009. ANNUAL **Assets were revalued by $189.2 million effective 30 June 2004 and $228.0 million effective 30 June 2007. OPERATIONAL Cargo throughput (000 tonnes) Containers (TEUs) Net crane rates (container moves per hour) Ship departures Berth occupancy (%) Total cargo ship days in port Turn-around time per cargo ship (days) Cargo tonnes per ship Average cargo ship gross registered tonnage (GRT) Average cargo ship length overall (metres) Number of employees – Port of Tauranga Limited Lost time injuries (LTI)* Year 2009 13,458 546,521 33.8 1,233 29 1,534 1.3 10,906 21,051 176 156 1.3 Year 2008 13,525 582,072 30.8 1,279 28 1,563 1.3 10,558 19,747 172 154 12.6 Year 2007 12,647 466,235 33.3 1,233 27 1,499 1.3 10,308 18,430 168 152 3.1 Year 2006 12,278 423,138 35.9 1,197 28 1,543 1.3 10,257 18,066 170 156 21.0 Year 2005 12,622 438,214 35.3 1,207 30 1,642 1.4 10,457 17,864 167 159 27.0 *Number of lost time claims per million hours worked. 45 Tauranga NET CRANE RATE 40 Lyttelton 35 Brisbane 30 Sydney 25 Melbourne 20 Fremantle 15 Adelaide 10 Aust Wgtd Ave 5 *Net crane rate is measured in container moves per hour 0 2nd 2006 3rd 2006 YE A R REPO RT *EBITDa is Group profit before income tax plus interest expense plus depreciation and amortisation. F IVE PREVIOUS NZGAAP Year Year 2006 2005 $000 $000 122,423 145,601 69,908 73,886 31,032 33,654 26,794 26,794 431,434 427,187 197,942 205,781 647,896 650,346 4.1 4.5 66.5 65.7 7.2 7.9 5.35 4.95 716,728 663,141 3.22 3.19 23.2 25.1 OPERATIONA L Year 2007 $000 129,578 81,852 39,335 28,136 643,311 180,465 873,995 5.0 73.6 7.2 7.04 943,394 4.80 29.4 AND Revenue EBITDa * Surplus after taxation Dividends paid related to earnings Total equity Net interest bearing debt Total assets Interest cover (times) Shareholders’ equity (%) Return on average equity (%) ** Share price ($) Market capitalisation ($) Net asset backing per share ($) Earnings per share (cents per share) NZ IFRS Year 2008 $000 148,808 87,885 42,117 44,231 639,210 200,717 895,426 5.1 71.4 6.6 6.55 877,928 4.77 31.4 20 0 9:FINANCIAL Year 2009 $000 143,619 89,277 45,185 33,509 643,057 207,484 910,447 5.4 70.6 7.0 6.15 824,314 4.80 33.7 SU M M A RY FINANCIAL 4th 2006 1st 2007 2nd 2007 3rd 2007 4th 2007 1st 2008 2nd 2008 3rd 2008 4th 2008 1st 2009 2nd 2009 Source: Australian Productivity Commission, NZ Company Data, Rockpoint Corporate Finance A N N UA L R E PO RT 2 009 : 8 7 CORPORATE STRUCTURE F O R T HE Y E A R E N D E D 3 0 J U N E 20 0 9 PO RT O F TAU R A NG A L I M I T E D A N D S U B S I D I A RY ANNUAL REPORT 2009:CORPORATE STRUCTURE PORT OF TAURANGA LIMITED ACTIVITIES • Provision of wharf facilities • Land for storage and transit of cargoes • Berthage, cranes, tug and pilotage services • Leasing of land and buildings • Container terminal ownership • Rail link to Auckland (MetroPort) 50% 50% 50% METROBOX AUCKLAND LIMITED NORTHPORT LIMITED C3 LIMITED 25% NORTH TUGZ LIMITED ACTIVITIES • Storing, cleaning, ACTIVITIES • Own and operate ACTIVITIES • Owns tugs and ACTIVITIES • Log scaling washing and inspecting deepwater commercial operates towage • Stevedoring shipping containers port at Marsden Point service within the • Inventory management Whangarei Harbour • Receival and delivery at the Southdown rail terminal at Auckland • Warehousing • On-wharf marshalling • Devanning and consolidating containers/bases • Road transport • Materials handling • Vessel agency • Thirteen ports in New Zealand and three log yards 88 : AN N UAL REPORT 20 0 9 COMPANY DIRECTORY DIRECTORS AUDITORS J S Parker Chairman KPMG Tauranga A W Baylis A W Capamagian J M Cronin D A Pilkington SOLICITORS Holland Beckett Tauranga M J Smith Sir Dryden Spring EXECUTIVE M C Cairns Chief Executive S G Gray Chief Financial Officer T H James Corporate Services Manager G J Marshall Commercial Manager A P Reynish Property Manager BANKERS ANZ National Bank Limited Bank of New Zealand Commonwealth Bank SHARE REGISTRY For enquiries about share transactions, change of address or dividend payments contact: Link Market Services Limited PO Box 91976 Victoria Street West Auckland 1142 Telephone .....09 375 5998 Facsimile ........09 375 5990 Email ................Lmsenquiries@linkmarketservices.com REGISTERED OFFICE Salisbury Avenue Mount Maunganui Private Bag 12504 Tauranga Mail Centre Tauranga 3143 New Zealand Telephone ......07 572 8899 Facsimile ........07 572 8800 Internet .........www.port-tauranga.co.nz Email ................marketing@port-tauranga.co.nz FINANCIAL CALENDAR 2 October 2009 .............Final dividend payment 22 October 2009 ..........Annual meeting 25 February 2010 .........Half year results announcement March 2010 .....................Half year report published 19 March 2010 ...............Interim dividend payment 30 June 2010 ..................Financial year end 19 August 2010 .............Annual results announcement September 2010 ...........Annual report published A N N UA L R E PO RT 2 0 0 9 : 8 9 A N N UA L R E PO RT 2 009 : 8 9 NEW ZEALAND’S 90 : AN N UAL REPORT 2009