ANNUAL REPORT Ngāti Tūwharetoa Fisheries Charitable Trust

Transcription

1 ANNUAL REPORT 2014 Ngāti Tūwharetoa Fisheries Charitable Trust

2 NGĀTI TŪWHARETOA FISHERIES CHARITABLE TRUST PO Box 126, Taupō, 3330 TEL FAX info@ntf.maori.nz WEB

3 MOEMOEA (VISION) Tūwharetoa ki tai he ika unahi. Tūwharetoa ki uta he ika kiri maheni. To the coast I see Tūwharetoa and the fish with scales. I turn to the hinterlands and I see Tūwharetoa and the fish smooth and sleek. KAUPAPA (MISSION) Kia matara Tūwharetoa, kokiri whakamua, whaia te pai tawhiti, whakamaua kia tina Arise Tūwharetoa, advance and reach for the distant horizons and achieve your aspirations KARE-A-ROTO Tirohanga Whanui Kokiri Whakamua Mahi Tika, Mahi Pono Kakama (VALUES) Insightful Progressive Transparent and Accountable Agile WHAKATAUKI Tūwharetoa e! Kia ata whakatere i te waka, kei pariparia e te tai kei monenehu te kura. Whakamarotia atu ano, ka whakahokia mai ki te kapua whakapipi. Ka mate kainga tahi ka ora kainga rua. Behold Tūwharetoa! Take care when launching your canoe lest it be overcome by the tide and its decorative plumes become drenched. It is all very well to go your separate ways but your strength will always be with your people. A person with one house perishes, a person with two houses survives.

4 CONTENTS TRUST DIRECTORY TRUSTEES CHAIRMAN S REPORT TRUST REPORT INVESTMENT REPORT FINANCIAL STATEMENTS & AUDITOR S REPORTS Ngāti Tūwharetoa Fisheries Charitable Trust Consolidated Financial Statements Ngāti Tūwharetoa Fisheries Holdings Limited Financial Statements Ngāti Tūwharetoa Fisheries Limited Financial Statements 2014 AGM MINUTES 2013/2014 ANNUAL SCORECARD 2015/2017 STRATEGIC PLAN 2014/2015 ANNUAL PLAN SCHEDULE: REPORTING REQUIREMENTS GROUP HIGHLIGHTS 2

5 TRUST DIRECTORY TRUSTEES Te Kanawa Pitiroi Anthony Olsen Judy Harris Heemi Biddle Topia Rameka Jonathan Te Rire REGISTERED OFFICE Ngāti Tūwharetoa Fisheries Office 81 Horomatangi Street Taupō POSTAL ADDRESS PO Box 126 Taupō, 3351 TELEPHONE info@ntf.maori.nz ACCOUNTANT Flash Admin & Taxation Services Limited Accountants & Business Advisors Taupō AUDITOR Silks Audit Chartered Accountants Wanganui BANKERS Bank of New Zealand Taupō FUNDS MANAGERS IWIinvestor SOLICITORS Kahui Legal Wellington WEBSITE 3

6 TRUSTEES Trustees The Trustees as at 30 September 2013 are: Te Kanawa Pitiroi Anthony Olson Topia Rameka Judy Harris Jonathan Te Rire Heemi Biddle Directors The current Directors for the Ngāti Tūwharetoa Fisheries Holdings Company and the Ngāti Tūwharetoa Fisheries Limited are: Anthony Olsen Nathan Reid Paki Rawiri Te Kanawa Pitiroi (Tūwharetoa Māori Trust Board) Anthony Olsen (Ngāti Tūwharetoa ((Bay of Plenty)) Settlement Trust) Topia Rameka (Northern Lake Taupō) Judy Harris (Tūwharetoa Southern) Jonathan Te Rire (Tūwharetoa Bay of Plenty) Heemi Biddle (Southern Lake Taupō) Danny Loughlin (General Manager) 4

7 CHAIRMAN S REPORT Tūwharetoa ki tai he ika unahi Tūwharetoa ki uta he ika kirimaheni To the coast I see Tūwharetoa and the fish with scales. I turn to the hinterlands and see Tūwharetoa and the fish smooth and sleek It is a pleasure to provide this report of the Ngāti Tūwharetoa Fisheries Charitable Trust. The year ending September 2014 was a reasonable year for the Trust. Highlights for the year include: Appointment of General Manager (GM) Co-locating our office in Taupō with the Tūwharetoa Māori Trust Board Collaboration with the Tūwharetoa Māori Trust Board and Ngāti Tūwharetoa (BOP) Settlement Trust to deliver 2014 grants programme Collaborative communications to Ngāti Tūwharetoa Pataka Kai freezer for Turangi Purchase of further high value quota Engagement in the Māori Fisheries Review Purchase of a Marquee for Kawerau Marae. The completion of our new Strategic plan (see page 35) was an important milestone for This plan sets out clear direction for our board, our subsidiary companies and our GM. It has a strong focus on Economic Growth to provide for our mokopuna s future. In 2015 Ngāti Tūwharetoa will be signing its Agreement in Principle with the crown for settling the balance of its Treaty of Waitangi Claims and discussing the formation of a Post Settlement Governance Entity (PSGE). This will bring with it opportunities and challenges for the Trust and our Iwi. We will continue to engage for the benefit of current and future generations but will be mindful to keep Ngāti Tūwharetoa united. I would like to thank my board, our subsidiary companies and our GM for their hard work, and their continued support of this important organisation. Lastly, can I take this opportunity to acknowledge the continued support and leadership of our Ariki in all aspects of our work. On behalf of Ngāti Tūwharetoa and the generations to come, we acknowledge and thank you for your commitment and leadership. No reira tena koutou, tena tatou katoa, Te Kanawa Pitiroi 5

8 TRUST REPORT Kia matara Tūwharetoa Kokiri whakamua Whaia te pai tawhiti Whakamaua kia tina! The Ngāti Tūwharetoa Fisheries Charitable Trust was set up to act, amongst other things, as the Mandated Iwi Organisation of Ngāti Tūwharetoa for the purpose of the Māori Fisheries Act 2004 and to act as the Iwi Aquaculture Organisation for the purpose of the Māori Commercial Aquaculture Claims Settlement Act The Trust has been operating since Trust Performance Kaupapa 7 of Schedule 7 to the Māori Fisheries Act 2004 requires the trust to be accountable for its performance to all members of the Iwi. The Trust has completed its new 2015 Strategic Plan. The summary is on page 35. The balanced Scorecard in page 34 reports the performance for the year ended 30 September 2014 against the Trust s Annual Plan. Financial Performance for the Year Ended 30 September 2014 Ngāti Tūwharetoa Fisheries Group Revenue for the year ended 30 September 2014 was $1,346,993. This was up 22% on last year s normalised Income of $1,104,981 i.e. before the one off adjustments for AFL Bonus Shares and funds from the Te Kupenga Trust of $1.5 million. OPERATING REVENUE INC/DEC Fisheries 623, ,474 17% Interest Revenue 267, ,593 16% Dividend Received 429, ,914 26% Other Income 26,697 - Normalised Income 1,346,993 1,104,981 22% ADD ONE OFF INCOME AFL Income Shares/ Te Kupenga Trust 1,523,634 1,346,993 2,628,615 Total Expenses were $862,654 (down 6% on last year). Operating Expenses were 12% up on last year. This was primarily because of the appointment of the new General Manager. This was offset by a 31% drop in Grants. This was due to a one-off alignment of grant payments with the balance date of the Ngāti Tūwharetoa BOP Settlement Trust. OPERATING EXPENSES INC/DEC Operating Expenses 586, ,793 12% Grants 276, ,242-31% TOTAL EXPENSES 862, ,035-6% 6

9 Normalised Operating Surplus was $484,339 (up 163% on last year). This was primarily due to the increase in income and the one-off reduction in grants paid. OPERATING SURPLUS INC/DEC Normalised Operating Surplus 484, , % ADD ONE OFF INCOME AFL Income Shares/ - 1,523,634 Te Kupenga Trust Operating Surplus (in Accounts) 484,339 1,707,580 In addition we have reported on the performance of our subsidiaries Ngāti Tūwharetoa Fisheries Holdings Limited and Ngāti Tūwharetoa Fisheries Limited. Group assets were $25 million and are summarised as follows: AFL SHARES 47% QUOTA 28% ICP AND OTHER INVESTMENTS 1% CASH AND BANK 5% OTHER ASSETS 2% TAUPO MOANA INVESTMENTS 17% Investments The investment portfolio of the trust had a gross (before fees, and taxes) return of 4.71% for the year ended 30 September 2014 (3.97% after fees, and taxes). The detail is set out in the investment report on page 10. 7

10 Share Register The trust uses its website to increase the number of registered members. During the year the trust participated in the Tūwharetoa Māori Trust Board newsletter (Te Kotuku). It was ed to over 1,000 Ngāti Tūwharetoa. Our article gave an update on the trusts activities including how to register with NTFCT. In 2015 we will be working with other Iwi entities to register more members. Grants The largest grant payment was $200,000 to the Tūwharetoa Māori Trust Board (TMTB). This was a contribution towards Education and Kaumatua Grants. TMTB paid 1,262 Grants of $400 (each) for Early Childhood and Tertiary Grants. The 2013 grant to Ngāti Tūwharetoa BOP Settlement Trust (NTBOPST) was paid out to its beneficiaries in March To align payments to NTBOPST, there is no payment from NTFCT in the 2014 financial year. The next grant is due to be paid in March IWI BENEFITS Education and Social 200,000 Paramountcy Support 40,000 Other 36,156 TOTAL 276,156 Aquaculture Settlement A Regional Aquaculture Agreement worth approximately $2.1 million for 11 Iwi in the Bay of Plenty was signed by Ministers of the Crown in The Agreement will settle the Crown s obligations for pre-commencement space for the Bay of Plenty. Pre-commencement space refers to all aquaculture space consented under the regime that operated between 21 September 1992 and 31 December The majority of the settlement funds relate to the large offshore aquaculture farm off Opotiki (agreed valuation of approximately $2.08 million). NTFCT will be engaging with the other Iwi in 2015 to determine our share of the settlement. Long Fin Eel/Short Fin Eel Quota NTFCT will be engaging with the other North Island Iwi in 2015 to determine our share of the settlement. Antons Quota Purchase Te Ohu Kaimoana (TOKM), Aotearoa Fisheries and Sealord purchased Auckland company Anton s Seafoods deepwater quota and the Mount Wellington factory in TOKM offered to sell the $5m of quota shares it purchased to Iwi in 2014, with a minimum package of $1m shares. The Investment includes a 5 year 6 % return on the initial investment or a profit share arrangement with Sealord over 5 years. The Directors of Ngāti Tūwharetoa Fisheries Holdings Ltd recommended the profit share arrangement on the basis that it looked likely to generate good returns considering the potential for catch improvements, an increase value from sales and competitive operational costs. As more than 5 Iwi took up this investment, the final parcel we purchased in September 2014 was $556,060. 8

11 2015 Review of the Māori Fisheries Settlement Structures What is the 2015 Review about? The Māori Fisheries Act 2004 includes provision for an independent review of the structures that were agreed under the allocation model. It is also referred to as the 11-year Review or the 2015 Review. Who undertook the review? The 2015 Review was undertaken by Wellington barrister Tim Castle, who was appointed by a Committee of Representatives. The CoR was itself appointed by Iwi organisations through an Electoral College (Te Kawai Taumata) under the Act. Te Kawai Taumata appoints directors to Te Ohu Kai Moana Trustee Limited. What is under review? The four entities under review are: Te Ohu Kai Moana Trustee Limited, the corporate trustee of Te Ohu Kai Moana Trust, which holds the assets of the Māori Fisheries Settlement between Māori and the Crown on behalf of Māori until they are distributed to Mandated Iwi Organisations as prescribed by the Act; Aotearoa Fisheries Limited, the commercial entity of the Settlement structures, The corporate trustee of Te Pūtea Whakatupu Trust, which was established to promote Māori education initiatives, training and research, The corporate trustee of Te Wai Māori Trust, which supports Iwi initiatives in the protection and enhancement of freshwater fisheries initiatives through funding research, development and education initiatives, and Te Kawai Taumata, which appoints directors to Te Ohu Kai Moana Trustee Limited on behalf of 57 Iwi organisations. What is the scope of the 2015 Review? The Review was to explore the effect of the governance arrangements under the Act as they relate to the performance of the entities in achieving their duties and functions, their abilities to deliver benefits to the beneficiaries and contribute to achieving the purposes of the Act. The Review was also to look at the effect of the restrictions on the disposal of settlement assets as they relate to the ability of Mandated Iwi Organisations (and their asset-holding companies and subsidiaries of the asset-holding companies) to deliver benefits to the members of their Iwi; and Aotearoa Fisheries Limited to deliver benefits to its income shareholders. Te Ohu Kaimoana is required to have a Special General Meeting before June 2015 where the recommendations of the report will be considered by Iwi. Piki te Ora Danny Loughlin General Manager 26th February

12 INVESTMENT REPORT Ngāti Tūwharetoa Fisheries Charitable Trust: Annual report to September 2014 The Ngāti Tūwharetoa Fisheries Charitable Trust has funds invested with IWIinvestor, providing investment advice, portfolio construction & management. The investment activity is governed by the Trust s Statement of Investment Parameters and Objectives (SIPO) and accepted risk tolerance and capacity. Ngāti Tūwharetoa Fisheries Charitable Trust is invested in a Income Focus Portfolio. IWIinvestor monitors and manages credit, market, liquidity and control risk where possible to enhance the capital protection of the Trust s funds. Ngāti Tūwharetoa Fisheries Charitable Trust funds are invested as follows: Ngāti Tūwharetoa Fisheries Charitable Trust TARGET WEIGHTINGS NZ CASH TARGET 42% 49% ACTUAL 51% ACTUAL NZ FIXED INTEREST TARGET 58% 5% CASH ($227,272) 44% MONEY MARKET ($1,929,657) 42% CASH & MONEY MARKET TARGET 58% NZ FIXED INTEREST TARGET The IWIinvestor investment philosophy is based upon a multi-level risk based assessment process and aligned to prudent investment principles. IWIinvestor takes a total balance sheet risk capacity assessment overlaid with a collective risk tolerance determined by the Ngāti Tūwharetoa Fisheries Charitable Trust and moderated by the Trusts economic, cultural and social objectives. VALUE: $ 2,156, VALUE: $ 2,261, % TOTAL ASSETS: 4,417,988 Portfolio Review Summary The Ngāti Tūwharetoa Fisheries Charitable Trust portfolio had a gross return of 4.71% for the year ended 30 September The annual result reflects good contribution from fixed interest. The following table shows the performance of your investments for the last quarter, the last 12 months, the past 5 years, and since inception. ONE YEAR 4.71% GROSS RETURN 3.97% NET RETURN INDICES 4.1% NZ CASH 3.1% 5.5% NZ FIXED INTEREST 5.2% FIVE YEARS 5.24% GROSS RETURN 4.73% NET RETURN INDICES 4.1% NZ MARKET MONEY 2.9% 6.8% NZ FIXED INTEREST 5.8% INCEPTION 6.15% GROSS RETURN 5.82% NET RETURN INDICES 5.4% NZ MARKET MONEY 4.9% 10

13 The investment portfolio of Ngāti Tūwharetoa Fisheries Charitable Trust had a gross (before fees, and taxes) return of: 4.71% for the year ended 30 September % per annum for the 5 years ended 30 September % per annum since inception ended 30 September 2014 The returns for the NZ Fixed Interest sector of the portfolio have been high over the last five years as interest rates fell, but these returns have been moderating in recent years. However, the global economy is now recovering slowly and interest rates are expected to also rise slowly. Depending on the pace of interest rate rises, the value of your fixed interest portfolio would be adversely affected. Attempts will be made to mitigate this impact by having short term maturities as permitted by the SIPO. Increases to the Official Cash Rate over the year have improved returns on NZ Cash and Money Market sectors of the portfolio. Economic outlook: Global economic growth appears to be gradually improving with mixed regional outlook. The United States is exhibiting improving growth level but remains below historical average. China is growing at around 7% per annum but this is likely to slow as the economy moves from an export focus to domestic consumption and as the leadership seek to improve governance within its party and the corporate sector. Japan and Europe (excluding the United Kingdom) are likely to detract the global growth as both seek to generate growth. Australia will face headwinds from the contraction in the mining sector and the Government seeks to reduce their budget deficit. New Zealand will feel the impact of lower dairy and log prices but should continue to grow from construction activity and the export benefit of a lower dollar. Inflation is largely subdued globally and with the recent fall in oil price, if sustained, the trend could continue over the next year. Consequently interest rates are likely to stay low for much of 2015 as both the European Central Bank and the Bank of Japan increase liquidity in their economy to stimulate growth. The US Federal Reserve, like our Reserve Bank, is not likely to increase the interest rate till late in Investment outlook: Cash: The recent low inflation data has reinforced the view that the RBNZ will leave the Official Cash Rate on hold for some time. This will anchor returns on Money Market investments. Fixed interest: We expect global interest rates to rise slowly over, at least the next year, given the slow economic growth and inflation outlook. When interest rates rise it lowers the value of fixed interest investments; however income streams remain protected till maturity. We have intentionally kept a short maturity profile for your investment to minimise the loss and provide flexibility to reinvest at a higher rate. The following graph represents Ngāti Tūwharetoa Fisheries Charitable Trust s cumulative returns since inception. We have compared it to the 90 day Bank Bill rate and Inflation. The graph reflects the portfolios steady performance since inception in The following represents Ngāti Tūwharetoa Fisheries Charitable Trust s gross cumulative returns since inception. We have compared it to Gross 90 day Bank Bill and Inflation. Ngāti Tūwharetoa Fisheries Charitable Trust CUMULATIVE PERFORMANCE SINCE INCEPTION (SEP 05) Annualised Return 6.15% 80% 70% 60% 50% 40% 30% 20% 10% 0% JUN 05 JUN 06 JUN 07 JUN 08 JUN 09 JUN 10 JUN 11 JUN 12 JUN 13 JUN 14 11

14 NGATI TUWHARETOA FISHERIES CHARITABLE TRUST CONSOLIDATED FINANCIAL STATEMENTS PG:13-19 FOR THE YEAR ENDED 30 SEPTEMBER 2014 NGATI TUWHARETOA FISHERIES HOLDINGS LIMITED FINANCIAL STATEMENTS PG:20-24 FOR THE YEAR ENDED 30 SEPTEMBER 2014 NGATI TUWHARETOA FISHERIES LIMITED FINANCIAL STATEMENTS PG: FOR THE YEAR ENDED 30 SEPTEMBER

15 Ngāti Tūwharetoa Fisheries CHARITABLE TRUST CONSOLIDATED FINANCIAL STATEMENTS STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 SEPTEMBER 2014 GROUP GROUP PARENT PARENT NOTES Operating Revenue 2 1,346,993 2,628,615 1,322,154 1,076,885 Operating Surplus (Deficit) before Taxation 3 484,339 1,707, , ,616 Income Tax Benefit (Expense) Operating Surplus (Deficit) after Taxation 484,339 1,707, , ,616 NET SURPLUS (DEFICIT) ATTRIBUTABLE TO THE SHAREHOLDERS OF THE PARENT TRUST 484,339 1,707, , ,616 STATEMENT OF MOVEMENTS IN EQUITY FOR THE YEAR ENDED 30 SEPTEMBER 2014 GROUP GROUP PARENT PARENT NOTES EQUITY AT BEGINNING OF PERIOD 24,871,155 23,221,368 4,862,722 4,604,900 Net Surplus (Deficit) Attributable to: Parent Trust Shareholders 484,339 1,707, , ,616 Increase/Decrease in General Revaluation Reserve - (57,795) - (57,795) TOTAL RECOGNISED REVENUES AND (EXPENSES) FOR THE YEAR 484,339 1,649, , ,821 Settlement - Marine Fisheries Committee Settlement - Māori Fisheries Trust Dividend Declared EQUITY AT END OF YEAR 4 25,355,494 24,871,153 5,487,655 4,862,721 13

16 Ngāti Tūwharetoa Fisheries CHARITABLE TRUST CONSOLIDATED FINANCIAL STATEMENTS STATEMENT OF FINANCIAL POSITION AS AT YEAR ENDED 30 SEPTEMBER 2014 GROUP GROUP PARENT PARENT NOTES EQUITY Attributable to Parent Trust 4 25,355,494 24,871,153 5,487,655 4,862,721 Shareholders TOTAL EQUITY 25,355,494 24,871,153 5,487,655 4,862,721 CURRENT LIABILITIES Bank Overdraft & Credit Cards 1,510-1,510 - Accounts Payable & Accruals 37,417 39,018 21,367 38,017 Current Portion of Term Liabilities Provision for Annual Leave & Other Provision for Tax Other GST Payable/(Receivable) (112,085) (34,489) (24,174) (32,458) Customer Deposits TOTAL CURRENT LIABILITIES (73,158) 4,529 (1,297) 5,559 NON CURRENT LIABILITIES Finance Leases Loans TOTAL NON CURRENT LIABILITIES TOTAL EQUITY AND LIABILITIES 25,282,336 24,875,682 5,486,358 4,868,280 CURRENT ASSETS Cash and Bank 1,236, , , ,537 Accounts Receivable and Prepayments 84,173 41,251 5, ,141 Dividends Receivable 354, Māori Authority Tax Credits Due 75,101 1,276, Tax Refund Due 2,001 1, TOTAL CURRENT ASSETS 1,751,521 2,067, , ,958 NON CURRENT ASSETS Property, Plant & Equipment Investments 7 34,987 34,587 34,987 34,587 Taupo Moana Investments 4,417,989 4,249,116 4,417,989 4,249,116 AFL 11,892,040 11,892, ICP General Partner Ltd ICP Koura Facilities LP 145, , ICP Koura Operations LP 18,709 13, CRA3 Quota shares 210, , CRA4 Quota shares 203, , Kg CRA4 ACE - 19, Antons Quota 556, Quota allocation on formation 6,039,611 6,039, Te Kupenga Trust fund 12,595 12,595 12,595 12,595 Investment in Subsidiary , ,024 TOTAL NON CURRENT ASSETS 23,530,815 22,807,698 5,153,876 4,496,322 TOTAL ASSETS 25,282,336 24,875,682 5,486,358 4,868,280 Signed for and on behalf of the Trustees: Te Kanawa Pitiroi Chair Topia Rameka Deputy Chair 26th February th February

17 Ngāti Tūwharetoa Fisheries CHARITABLE TRUST CONSOLIDATED FINANCIAL STATEMENTS NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2014 STATEMENT OF ACCOUNTING POLICIES Reporting Entity NGĀTI TŪWHARETOA FISHERIES CHARITABLE TRUST ( the Trust ) is a Charitable Trust. The financial statements of Ngāti Tūwharetoa Fisheries Charitable Trust have been prepared in accordance with Generally Accepted Accounting Practice. The entity qualifies for differential reporting as it is not publicly accountable and is not large as defined within the financial reporting framework. The entity has taken advantage of all differential reporting exemptions. Measurement Base The accounting principles recognised as appropriate for the measurement and reporting of financial performance and financial position on a historical cost basis are followed by the Trust. Specific Accounting Policies The following specific accounting policies which materially affect the measurement of financial performance and financial position have been applied: a) Trade Receivable Trade receivables are recognised at estimated realisable value. b) Property, Plant & Equipment Property, Plant & Equipment are recognised at cost less aggregate depreciation. Depreciation has been calculated using the maximum rates permitted by the Income Tax Act Expected useful lives of major asset categories are as follows: Office Furniture and Equipment Plant and Equipment 4-5 years 4-10 years The entity has the following classes of Property, Plant & Equipment: Office Furniture and Equipment Plant & Equipment 16% - 67% DV 13% - 48% DV c) Leases The Trust leases certain office equipment and land and buildings. Operating lease payments, where the lessors effectively retain substantially all of the risks and benefits of ownership of the leased items, are recognised in the determination of the operating surplus in equal instalments over the lease term. d) GST The financial statements have been prepared on a GST exclusive basis. e) Income Tax The Trust has charitable status and is exempt from Income Tax. f) Basis of Consolidation Purchase Method The consolidated financial statements include the parent Trust and its subsidiaries are accounted for using the purchase method. All significant inter-trust transactions are eliminated on consolidation. In the Trust s financial statements investments in subsidiaries are recognised at cost. 15

18 Ngāti Tūwharetoa Fisheries CHARITABLE TRUST CONSOLIDATED FINANCIAL STATEMENTS g) Differential Reporting The Trust qualifies for differential reporting as it is not publicly accountable and is not large as defined in the Framework for Differential Reporting. The Trust has taken advantage of all available differential reporting exemptions. h) Investments Aotearoa Fisheries Limited (AFL) Income Shares are recorded at periodic valuation. Ngāti Tūwharetoa Fisheries Holdings Limited received Fisheries Settlement Assets of 5,039 Aotearoa Fisheries Limited AFL Income Shares for NIL consideration pursuant to Section 139 of the Māori Fisheries Act These have been entered into the accounts in accordance with the Not for Profit - Financial Reporting Guide para The share value as at 30 September 2014 is based upon the share valuation commissioned by Te Ohu Kaimoana. The share valuation was completed by Taylor Duignan Barry Limited on 28 January Te Ohu Kaimoana have not commissioned any subsequent valuation to date. The Company owns 10,078 out of a total of 250,000 income shares in AFL. This shareholding has a book value of $16.6M based upon the AFL audited financial statements dated September Iwi Collective Partnership (ICP) General Partner Limited Shares are recorded at cost. Pursuant to Section 50 of the Companies Act 1993, Ngāti Tūwharetoa Fisheries Limited became the holder of 1,669,245 ordinary shares issued by ICP General Partner Limited at a cost price of $0.01c per share. This equates to 13.3% of the total shares issued. Taupo Moana Portfolio Cash 227, ,263 NZ Fixed Interest 2,261,059 2,137,755 NZ Money Market 1,929,657 1,607,098 4,417,989 4,249,116 i) Changes in Accounting Policies There have been no changes in accounting policy during the year. Accounting Policy - Share Quota Quota transferred from Te Ohu Kaimoana is included at Te Ohu s assessed value for Quota Shares which only values those quota which have been traded or where there have been significant catches. OPERATING REVENUE GROUP GROUP PARENT PARENT NOTES Reimbursement of Expenditure ,178 64,403 Sales 623, , Interest Revenue 267, , , ,231 Dividend Received 429, , Non taxable Dividend received , ,000 Exchange Rate Gains/(Losses) OTHER INCOME 26,697 1,523,634 12, ,251 1,346,993 2,628,615 1,322,154 1,076,885 16

19 Ngāti Tūwharetoa Fisheries CHARITABLE TRUST CONSOLIDATED FINANCIAL STATEMENTS OPERATING SURPLUS (DEFICIT) BEFORE TAXATION The operating surplus (deficit) from trading was arrived at after charging the following expenses: GROUP GROUP PARENT PARENT ,339 1,707, , ,616 Depreciation 16,280 9,007 16,280 9,007 Bad and Doubtful Debts; Expense Interest and Finance Charges (Profit)/Loss on Disposal of Assets (805) 683 (805) 683 Rental and Operating Lease Expenses 1,077 11,853 1,077 11,853 Auditors Fees: Auditing financial statements 10,348 9,648 5,935 5,835 Other services Diminution in the Value of Assets Goodwill written off Amortisation of Goodwill Directors Fees 22,388 22, TOTAL EQUITY NOTES GROUP GROUP PARENT PARENT Share Capital/Corpus 2,649,443 2,649,443 2,649,443 2,649,443 Retained Earnings 5 22,706,053 22,221,714 2,838,212 2,213,279 25,355,494 24,871,157 5,487,655 4,862,722 RETAINED EARNINGS NOTES GROUP GROUP PARENT PARENT Balance at Beginning of Year 22,221,714 20,571,925 2,213,279 1,955,457 Net Surplus (Deficit) Attributable to Parent Trust Shareholders 484,339 1,649, , ,822 BALANCE AT YEAR END 22,706,053 22,221,714 2,838,212 2,213,279 RELATED PARTY TRANSACTIONS During the year: Ngāti Tūwharetoa Fisheries Holdings Limited both provided funding to and received funding from the parent during the year. The amount outstanding at balance date was $Nil (2013 $7,546) which is due and payable to Ngāti Tūwharetoa Fisheries Holdings Limited. Ngāti Tūwharetoa Fisheries Limited both provided funding to and received funding from the parent during the year. The amount outstanding at balance date was $688,305 (2013 $207,572) which is due and payable by Ngāti Tūwharetoa Fisheries Limited. No related party debts have been written off or forgiven during the year. Director (Robert) Nathan Reid is also a director of ICP General Partner Limited of which Ngāti Tūwharetoa Fisheries Limited owns 13.3% of the shares. 17

20 Ngāti Tūwharetoa Fisheries CHARITABLE TRUST CONSOLIDATED FINANCIAL STATEMENTS PROPERTY, PLANT & EQUIPMENT GROUP GROUP PARENT PARENT Office Equipment 28,610 28,474 28,610 28,474 Accumulated Depreciation (15,130) (11,332) (15,130) (11,332) 13,480 17,142 13,480 17,142 Other Property, Plant & Equipment 51,660 42,462 51,660 42,462 Accumulated Depreciation (30,153) (25,016) (30,153) (25,016) 21,507 17,446 21,507 17,446 Total Property, Plant & Equipment 34,987 34,588 34,987 34,588 INVESTMENT IN SUBSIDIARIES RESULTS OF SUBSIDIARIES PERCENTAGE HELD BUSINESS Ngāti Tūwharetoa Fisheries Holdings Limited 100% 100% - (7,546) Ngāti Tūwharetoa Fisheries Limited 100% 100% 688, ,572 CAPITAL AND OPERATING LEASE COMMITMENTS CAPITAL COMMITMENTS Estimated capital expenditure contracted for at balance date but not provided for: GROUP GROUP PARENT PARENT NIL NIL NIL NIL OPERATING LEASE COMMITMENTS Commitments under Non-Cancellable Operating Leases: MOTOR VEHICLE Current Non Current PHOTOCOPIER Current - 3,124-3,124 Non Current - 4,947-4,947 PREMISES Current Non Current TOTAL OPERATING LEASE COMMITMENTS - 8,071-8,071 CONTINGENT LIABILITIES The Trust has no significant contingent liabilities that the Board is aware of (2013: Nil). EVENTS SUBSEQUENT TO BALANCE DATE No significant events have occurred since balance date. 18

21 Ngāti Tūwharetoa Fisheries CHARITABLE TRUST CONSOLIDATED FINANCIAL STATEMENTS 19

22 Ngāti Tūwharetoa Fisheries HOLDINGS LIMITED FINANCIAL STATEMENTS ANNUAL REPORT FOR THE YEAR ENDED 30 SEPTEMBER 2014 THE FINANCIAL STATEMENTS FOR THE YEAR ARE ATTACHED. The shareholders of the Company have exercised their right under Section 211(3) of the Companies Act 1993 and unanimously agreed that this annual report need not comply with any of Sections 211(1)(a) and (d)-(j). For and behalf of the board: General Manager Director 26th February th February 2015 STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 SEPTEMBER REVENUE ACE Transfers - 11,486 Dividend Received 429, ,914 Interest Received 24,811 8,351 Rebates 2,380 3,344 AFL Income Shares Received - 1,209,360 TOTAL INCOME 456,340 1,574,455 LESS EXPENSES Accountancy 2,925 3,912 Audit 2,579 2,479 Bank Charges Consultancy 1,203 - Directors Fees 22,388 22,388 Directors Expenses 2, Legal Expenses 8,546 - Operating Expenses ACE adjustment 19,793 - Seafood Levies 120, ,311 Interest - Inter-Entity Advances 20,267 21,426 TOTAL EXPENSES 200, ,757 NET TAXABLE SURPLUS 255,976 1,398,698 SURPLUS AFTER TAX 255,976 1,398,698 NET SURPLUS/(DEFICIT) $255,976 $1,398, This Statement must be read in conjunction with the attached Notes to the Financial Statements and Audit Report.

23 Ngāti Tūwharetoa Fisheries HOLDINGS LIMITED FINANCIAL STATEMENTS STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 SEPTEMBER EQUITY AT START OF YEAR 19,609,072 18,310,374 EQUITY AT START OF YEAR Net Surplus After Tax 255,976 1,398,698 EQUITY AT START OF YEAR 255,976 1,398,698 OTHER MOVEMENTS Dividend Paid - (100,000) Total Dividend Paid - (100,000) EQUITY AT END OF YEAR $19,865,048 $19,609,0724 MOVEMENTS IN RETAINED EARNINGS Profit & Loss Appropriation Account at start of year 19,609,072 18,310,374 Net surplus 255,976 1,398,698 Dividends A Shares - (100,000) RETAINED EARNINGS AT END OF YEAR 19,865,048 19,609,072 $19,865,048 $19,609,072 SCHEDULE OF COMPANY CURRENT ACCOUNTS FOR THE YEAR ENDED 30 SEPTEMBER NGĀTI TŪWHARETOA FISHERIES LIMITED Opening Balance 375, ,238 Received - 1,426 LESS Paid 375,664 - Balance Carried Forward - 375,664 NGĀTI TŪWHARETOA FISHERIES CHARITABLE TRUST Opening Balance (7,546) 88,549 Received 7,546 - LESS Paid Balance Carried Forward - 96,095 - (7,546) TOTAL - $368,118 This Statement must be read in conjunction with the attached Notes to the Financial Statements and Audit Report. 21

24 Ngāti Tūwharetoa Fisheries HOLDINGS LIMITED FINANCIAL STATEMENTS STATEMENT OF FINANCIAL POSITION AS AT 30 SEPTEMBER 2014 NOTE CURRENT ASSETS BNZ Current Account 2,557 28,995 BNZ - Call Account 12, ,332 Ngāti Tūwharetoa Fisheries Charitable Trust - 7,546 GST Refund Due 80,667 4,518 Taxation 6 76,736 1,277,668 Accounts Receivable 3, Dividends Receivable 354,048 - TOTAL CURRENT ASSETS 529,706 1,620,444 NON-CURRENT ASSETS INVESTMENTS 207,143 CRA3 Quota shares 210, ,210 94,205 CRA4 Quota shares 203, , Kg CRA4 ACE - 19,793 Aotearoa Fisheries Limited (AFL) Income Shares (10,078) 11,892,040 11,892,040 Quota allocation on formation 6,039,611 6,039,611 Antons Quota 556,060 - Term Deposit - BNZ 450,000-19,351,131 18,364,865 TOTAL ASSETS $19,880,837 $19,985,309 CURRENT LIABILITIES Ngāti Tūwharetoa Fisheries Limited - 375,664 Accounts Payable 15, Total current liabilities 15, ,237 NET ASSETS $19,865,048 $19,609,072 EQUITY Share Capital - - Retained Earnings 19,865,048 19,609,072 TOTAL EQUITY $19,865,048 $19,609,072 The accompanying notes form part of these Financial Statements and should be read in conjunction with the reports contained herein. For and on behalf of the Board; For and behalf of the board: General Manager Director 26th February th February This Statement must be read in conjunction with the attached Notes to the Financial Statements and Audit Report.

25 Ngāti Tūwharetoa Fisheries HOLDINGS LIMITED FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2014 REPORTING ENTITY Ngāti Tūwharetoa Fisheries Holdings Limited is a company registered under the Companies Act Ngāti Tūwharetoa Fisheries Holdings Limited is a reporting entity for the purposes of the Financial Reporting Act The financial statements of Ngāti Tūwharetoa Fisheries Holdings Limited have been prepared in accordance with the Financial Reporting Act The financial statements are prepared in accordance with the Financial Reporting Act The company qualifies for differential reporting exemptions based on the following criteria: It is not publicly accountable, and The company is not large as defined by the New Zealand Institute of Chartered Accountants. At balance date, all of the company s owners are members of its governing body. MEASUREMENT BASE The accounting principles recognised as appropriate for the measurement and reporting of earnings and financial position on an historical basis have been followed by the entity, except where revaluations of assets are incorporated. CHANGES IN ACCOUNTING POLICIES There have been no changes in accounting policies. All policies have been applied on bases consistent with those used in previous years. Goods & Services Tax These financial statements have been prepared on a GST exclusive basis with the exception of accounts receivable and accounts payable which are shown inclusive of GST. Investments Aotearoa Fisheries Limited (AFL) Income Shares Ngāti Tūwharetoa Fisheries Holdings Limited received Fisheries Settlement Assets of 5,039 Aotearoa Fisheries Limited AFL Income Shares for NIL consideration pursuant to Section 139 of the Māori Fisheries Act These have been entered into the accounts in accordance with the Not for Profit - Financial Reporting Guide para The share value as at 30 September 2014 is based upon the share valuation commissioned by Te Ohu Kaimoana. The share valuation was completed by Taylor Duignan Barry Limited on the 28 January Te Ohu Kaimoana have not commissioned any subsequent valuation to date. The Company has recorded the AFL shares value on the latest available valuation. The Company owns 5,039 out of a total of 125,000 income shares in AFL. This shareholding has a book value of $16.2M based upon the AFL audited financial statements dated September During the 2013 year, Ngāti Tūwharetoa Fisheries Holdings Limited received a one for one bonus issue of shares in AFL. Ngāti Tūwharetoa Fisheries Holdings Limited now owns 10,078 out of 250,000 shares in AFL. Receivables Receivables are stated at their estimated realisable value. Bad debts are written off in the year in which they are identified. AUDIT These financial statements have been subject to audit, please refer to Auditor s Report. CONTINGENT LIABILITIES At balance date there are no known contingent liabilities (2013:$0). Ngāti Tūwharetoa Fisheries Holdings Limited has not granted any securities in respect of liabilities payable by any other party whatsoever. IMPUTATION CREDIT ACCOUNT At balance date imputation credits available to the shareholders were $NIL. (30 September 2013 $NIL) RELATED PARTIES Related Party transactions of a material nature that occurred during the financial year for which these financial statements are prepared are: (a) Advances made to the Company by Ngāti Tūwharetoa Fisheries Limited which has common shareholders and directors have been repaid in full. Interest on these advances has been paid at prescribed interest rates. (b) The Company both provided funding to and received funding from the parent during the year. The amount outstanding at balance date was $NIL (2013 -$7,546) which is due and receivable from Ngāti Tūwharetoa Fisheries Charitable Trust. No related party debts have been written off or forgiven during the year. INCOME TAX STATUS The Company has charitable status and is exempt from Income Tax. The Company, under its charitable status, is entitled to claim from Inland Revenue Department the Māori Authority tax credits attached to the AFL dividend received. During the year ended 30 September 2015, a claim will be made for $75,101 which relates solely to the 2014 year. EVENTS AFTER BALANCE DATE There have been no significant events after balance date. CAPITAL COMMITMENTS There are no capital commitments at balance date (2013 $NIL). 23

26 Ngāti Tūwharetoa Fisheries HOLDINGS LIMITED FINANCIAL STATEMENTS 24

27 Ngāti Tūwharetoa Fisheries LIMITED FINANCIAL STATEMENTS ANNUAL REPORT FOR THE YEAR ENDED 30 SEPTEMBER 2014 THE FINANCIAL STATEMENTS FOR THE YEAR ARE ATTACHED. The shareholders of the Company have exercised their right under Section 211(3) of the Companies Act 1993 and unanimously agreed that this annual report need not comply with any of Sections 211(1)(a) and (d)-(j). For and behalf of the board: General Manager Director 26th February th February 2015 STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 SEPTEMBER REVENUE A.C.E Transfers 623, ,988 Interest Received 27,325 21,437 Other Income Share of ICP Koura Operations profit 19,610 11,674 Koura Facilities LP profit 12,290 9, , ,105 LESS EXPENSES Accountancy 3,237 3,324 Audit 1,834 1,334 Bank Charges Directors Expenses Operating Expenses 94,178 64,403 99,308 69,839 NET TAXABLE SURPLUS 583, ,265 SURPLUS AFTER TAX 583, ,265 NET SURPLUS (DEFICIT) $583,428 $493,265 This Statement must be read in conjunction with the attached Notes to the Financial Statements and Audit Report. 25

28 Ngāti Tūwharetoa Fisheries LIMITED FINANCIAL STATEMENTS STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 SEPTEMBER EQUITY AT 1ST OCTOBER , ,096 SURPLUS & REVALUATIONS Net Surplus After Tax 583, ,265 TOTAL RECOGNISED REVENUES AND EXPENSES 583, ,265 OTHER MOVEMENTS Dividend A Shares (980,000) (400,000) Total Dividend Paid (980,000) (400,000) EQUITY AT END OF YEAR $2,789 $399,361 MOVEMENTS IN RETAINED EARNINGS PROFIT & LOSS APPROPRIATION ACCOUNT at start of year 399, ,096 Net surplus 583, ,265 Dividends A Shares (980,000) (400,000) RETAINED EARNINGS AT END OF YEAR 2, ,361 $2,789 $399, This Statement must be read in conjunction with the attached Notes to the Financial Statements and Audit Report.

29 Ngāti Tūwharetoa Fisheries LIMITED FINANCIAL STATEMENTS STATEMENT OF FINANCIAL POSITION AS AT 30 SEPTEMBER 2014 NOTE CURRENT ASSETS Bank Account - Cheque 6 2, ,176 Bank - Savings account 442,253 - Ngāti Tūwharetoa Fisheries Holdings Limited - 375,664 GST refund due 7,244 - Taxation Accounts Receivable 75,138 37, , ,374 NON-CURRENT ASSETS INVESTMENTS ICP General Partner Ltd shares (1,669,245) ICP Koura Facilities LP 145, ,951 ICP Koura Operations LP 18,709 13, , ,538 TOTAL ASSETS 691, ,912 CURRENT LIABILITIES Ngāti Tūwharetoa Fisheries Charitable Trust - 7,739 GST Payable - 2,487 Shareholders current accounts 580, ,000 Accounts Payable 108,567 74, , ,551 TOTAL LIABILITIES 688, ,551 NET ASSETS (LIABILITIES) $2,789 $399,361 EQUITY Share Capital - - Retained Earnings 2, ,361 TOTAL EQUITY $2,789 $399,361 The accompanying notes form part of these Financial Statements and should be read in conjunction with the reports contained herein. For and on behalf of the Board ; General Manager Director 26th February th February 2015 This Statement must be read in conjunction with the attached Notes to the Financial Statements and Audit Report. 27

30 Ngāti Tūwharetoa Fisheries LIMITED FINANCIAL STATEMENTS SCHEDULE OF SHAREHOLDER CURRENT ACCOUNTS AS AT 30 SEPTEMBER $ $ NGĀTI TŪWHARETOA FISHERIES CHARITABLE TRUST Opening Balance 200, ,905 Dividend Received 580, , , ,905 LESS Drawings 200, ,905 BALANCE CARRIED FORWARD 580, , The accompanying notes form part of these financial statements. These financial statements should be read in conjunction with the attached.

31 Ngāti Tūwharetoa Fisheries LIMITED FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2014 REPORTING ENTITY Ngāti Tūwharetoa Fisheries Limited is a company registered under the Companies Act Ngāti Tūwharetoa Fisheries Limited is a reporting entity for the purposes of the Financial Reporting Act The financial statements of Ngāti Tūwharetoa Fisheries Limited have been prepared in accordance with the Financial Reporting Act The financial statements are prepared in accordance with the Financial Reporting Act The company qualifies for differential reporting exemptions based on the following criteria: It is not publicly accountable, and The company is not large as defined by the New Zealand Institute of Chartered Accountants At balance date, all of the company s owners are members of its governing body. MEASUREMENT BASE The accounting principles recognised as appropriate for the measurement and reporting of earnings and financial position on an historical basis have been followed by the entity, except where revaluations of assets are incorporated. Changes in Accounting Policies There have been no changes in accounting policies. All policies have been applied on bases consistent with those used in previous years. (a) Goods & Services Tax These financial statements have been prepared on a GST exclusive basis with the exception of accounts receivable and accounts payable which are shown inclusive of GST. (b) Income Tax Status The Company has charitable status and is exempt from Income Tax. (c) Investments Iwi Collective Partnership (ICP) General Partner Limited Shares Pursuant to Section 50 of the Companies Act 1993, Ngāti Tūwharetoa Fisheries Limited became the holder of 1,669,245 ordinary shares issued by ICP General Partner Limited at a cost price of $167. This equates to 13.3% of the total shares issued. ICP Koura Facilities LP Ngāti Tūwharetoa Fisheries Limited has contributed $145,776 (2013: $132,951) in working capital to the ICP Koura Facilities LP as at 30 September ICP Koura Operations LP Ngāti Tūwharetoa Fisheries Limited has contributed $18,709 (2013: $13,420) in working capital to the ICP Koura Operations LP as at 30 September (d) Leased Assets Finance Leases There are no Finance Lease Payments included as an expense item in the Statement of Financial Performance. Operating Leases There are no Operating Lease Payments included as an expense item in the Statement of Financial Performance. (e) Receivables Receivables are stated at their estimated realisable value. Bad debts are written off in the year in which they are identified. AUDIT These financial statements have been subject to audit, please refer to Auditor s Report. CONTINGENT LIABILITIES At balance date there are no known contingent liabilities (2013:$0). Ngāti Tūwharetoa Fisheries Limited has not granted any securities in respect of liabilities payable by any other party whatsoever. IMPUTATION CREDIT ACCOUNT At balance date imputation credits available to the shareholders were $ (30 September 2013 $16.07) RELATED PARTIES During the period there have been material transactions between Ngāti Tūwharetoa Fisheries Limited and related parties as follows: Ngāti Tūwharetoa Fisheries Holdings Limited Advances were made by the Company to Ngāti Tūwharetoa Fisheries Holdings Limited which has common shareholders and directors. Interest on the advances made has been paid at prescribed rates. At balance date $NIL (2013: $375,664) was payable by Ngāti Tūwharetoa Fisheries Holdings Limited. Ngāti Tūwharetoa Fisheries Charitable Trust The Company re-paid advances by the Ngāti Tūwharetoa Fisheries Charitable Trust during the year. At balance date no amount was outstanding (2013: $7,739). Director (Robert) Nathan Reid is also a director of ICP General Partner Limited of which Ngāti Tūwharetoa Fisheries Limited owns 13.3% of the shares. SECURITIES AND GUARANTEES There was no overdraft as at balance date nor was any facility arranged. EVENTS SUBSEQUENT TO BALANCE DATE No significant events have occurred since balance date. (2013: NIL). CAPITAL COMMITMENTS There are no capital commitments at balance date (2013 $NIL). This Statement must be read in conjunction with the attached Notes to the Financial Statements and Audit Report. 29

32 Ngāti Tūwharetoa Fisheries LIMITED FINANCIAL STATEMENTS 30

33 2014 AGM MINUTES NGĀTI TŪWHARETOA FISHERIES CHARITABLE TRUST HELD AT HIRANGI MARAE TURANGI, ON SATURDAY 31 MAY 2014 START: 9:30am MIHI / KARAKIA Jonathan Te Rire PRESENT Trustees: Te Kanawa Pitiroi (Chairperson), David Topia Rameka (Deputy Chairperson), Heemi Biddle, Jonathan Te Rire, Judy Harris, NTFCT Apologies: Paki Rawiri, Anthony Olsen NTFCT In Attendance: Danny Loughlin (General Manager), Puawai Wereta (Scribe) BENEFICIARIES Registered Beneficiaries Present: As per the Attendance Register Registered Beneficiaries Apologies: As per the Apologies Register 10.30AM Karakia J Te Rire 11:00 AM Mihimihi T Pitiroi T K Pitiroi introduced the board and support staff. APOLOGIES Te Ariki Tumu Te Heuheu. AGENDA The GM outlined the Agenda and asked that all those present enter their names in the attendance register to ensure the minutes are accurate. He explained that those who are not yet registered as a beneficiary of the trust to mark their names so that registrations forms can be sent out for completion. MINUTES The minutes were taken as read and dealt with page by page. An amendment to page 37 was noted from Sonny Rua MATTERS ARISING FROM THE MINUTES Page 37 of the minutes: Sonny Rua thanked the Trustees for the marquee for the marae of Kawerau. He explained that the marquee is used to awhi manuhiri and is greatly appreciated by the people of Kawerau. Resolution 1 Motion: That the minutes from the Annual General Meeting 21st September 2013 subject to the above amendment are a true and accurate record Moved: Michael Pitiroi Seconded: Te Haukakawa Te Rire Carried CHAIR S REPORT T K Pitiroi delivered the Chair s report and of particular note acknowledged the work of Emily Rameka. Resolution 2 Motion: That the Chair s report be received Moved: Te Kanawa Pitiroi Seconded: Te Ngaehe Wanikau Carried TŪWHARETOA FISHERIES CHARITABLE TRUST REPORT The GM delivered the report to the beneficiaries noting the following points: The report is structured as per the requirements under the Māori Fisheries Act There are six positions for Trustees as outlined by Te Kanawa Pitiroi at the beginning of the meeting There are two subsidiary companies. The first is the Ngāti Tūwharetoa Fisheries Holdings Limited (NTFHL) required under the Act to hold the fisheries quota and second the Fisheries company (NTFC) that is charged with the commercial investments/activities. An overview of the major highlights included the following: Participation in the Iwi Collective Partnership (ICP) New format for the distribution to beneficiaries which provides funding to the Tūwharetoa Māori Trust Board the Ngāti Tūwharetoa BoP Settlement Trust to ensure greater spread and efficiency Recruitment of a General Manager which has been a big undertaking and marks a major milestone for the Trust Bonus Shares from Aotearoa Fisheries Limited (AFL) which increased trust assets by $1 million. It was explained that at the September 2013 AGM discussion ensued regarding the issues surrounding the Argentina Ngāti Tūwharetoa Fisheries Charitable Trust AGM Minutes 31 May

34 investment which has resulted in no dividend being received from AFL in the current financial year. It was noted that the bonus shares will assist in lieu of the dividend. The balance scorecard was explained noting that the key areas of focus for the Trust over the last financial year has included: Timeliness of the AGM and end of year audit Completion of the Statement of Intent along with the Financial Investment Policy Progression of work in the water space which is likely to result in a cash settlement Review the approach to distributions Recruitment of the General Manager and staffing. Some of the initiatives supported included contributions to the paramountcy, education, cultural grants, social and infrastructure. It was explained that the Trust has moved away from small grants to working with the two Iwi organisations to distribute the benefits. In the 2013 financial year the BoP Settlement Trust received $120,000 and the Tūwharetoa Māori Trust Board received $180,000. The NTMTB has distributed 1,020 education grants to early childhood, Year 11 and University students of which half of this was met by the funding given from the Fisheries Trust. The BoP Settlement Trust made a distribution to 54 Pakeke of $500, 23 tertiary grants of $980 and 227 secondary grants of $310. It was noted that this was the first year it was done and that the Trustees are monitoring this process to ensure equity. The Trust continues to provide the pataka kai for tangihanga as well as support for sporting and cultural grants. Te Ngaehe Wanikau expressed his thanks and appreciation to the Trustees for the Pataka Kai during Tangihanga. He explained that the response of koha is acknowledged and appreciated by the whanau at Otukou marae. Wayne Hudson asked the Trustees for their insight into new developments in the water space. Topia Rameka explained that the Trust is considered a Mandated Iwi Organisation (MIO) in terms of the Fisheries Act and the Aquaculture Act. There are limitations in regards to the Act and in terms of the region and the sharing of the coast line among the various Iwi. Due to these difficulties the Crown may consider a cash settlement rather than water space as this is fully allocated. IWI COLLECTIVE PARTNERSHIP Nathan Reid introduced himself noting that he was educated in Taupō and on completion of High School at Taupō-nuia-Tia he went to work on a fishing trawler. He has had over 20 years in the fishing industry and currently works for AFL, as well as representing NTFCT on the ICP Board. An overview of ICP was provided noting the following: Currently NTFHL manage our own quota but realised the need to collectivise the assets with other Iwi to gain greater share of the total market There are 12 Iwi participating in ICP which accounts for 20% of all Māori ownership in AFL In terms of volume Tūwharetoa ranks 3rd in the group of 12 under Ngāti Porou and Te Arawa There are 6 Directors and the top 3 Iwi get an automatic directorship with the remaining 3 nominated Tina Porou as well as Dean Stebbing were the architects with other Iwi to get this group operating Tūwharetoa faces some challenges which makes it difficult when looking at options Joint ventures and relationships provide an opportunity for the Fisheries Trust to participate in business ventures ICP goal is to create economies of scale collectivising our ACE optimal returns for the quota Working with others provides the opportunity to gain deep understanding of how the business is run and have a more prominent say in kaitiakitanga ICP is currently on ace book and distributes newsletters Scholarships and opportunities to train in the industry are also available. Sonny Rua noted the scholarships and queried the minimum age requirement. Nathan Reid explained that it is normally 18 years of age but is much dependant on what the student is interested in such as the Boat, Factor or in management. The opportunity is available to do all three. Topia Rameka noted that the Trust would like to see more Tūwharetoa whanau apply given that the Trust advertises widely for the scholarship but to date there has been very little interest. Resolution 3 Motion: That the General Managers Report and the ICP report be received Moved: Toby Rameka Seconded: Te Ngaehe Wanikau Carried FINANCIAL REPORT The GM delivered the financial report noting the following points: Group financial statements are from the Fisheries Trust and the two subsidiary companies and the parent is just the Fisheries Trust Fisheries income is currently down 13% on the last year ended 30th 32 Ngāti Tūwharetoa Fisheries Charitable Trust AGM Minutes 31 May 2014

35 September 2013 partly due to the high NZ dollar Interest revenue is slightly down Operating expenses have included fisheries levies of approximately $120 - $10k per annum Income is currently derived from the assets End of September there was $749k cash money in the bank Investment into Port Nicholson Normalised income without the bonus and credit amounts to $1.1 million adding the bonuses and credits the Trust generated $2.6 million. Resolution 4 Motion: That the Financial report be received Moved: Jeff Bennett Seconded: Greg Stebbing Carried Resolution 5 Motion: That Silks be reappointed as the Auditors for the 2014 financial year Moved: Sonny Rua Seconded: Jeff Bennett Carried INVESTMENT REPORT The GM provided an overview of the Investment Report noting the following points: Iwi Saver currently manages the Trusts investments The portfolio is very low risk which potentially means slightly lower returns The Trust currently sits between income and defensive in terms of its investment approach Trustees are currently reviewing their investment approach Returns are currently 3.71% gross Currently doing well compared to the index 5 year return overtime the Trust has been earning 5.56% gross or 5.1% after fees. Topia Rameka explained that the Trust has traditionally operated a very tight and low risk approach to investment however, fisheries is subject to the fluctuations inherent in a commodity based industry. This means that the Trustees need to consider how to offset exchange rate issues and fluctuations in the market. Wayne Hudson queried whether NFTCT participation in the ICP affects Tūwharetoa s control over the quota. The GM explained that Tūwharetoa owns the quota and effectively lease the quota which we then receive payments based on the percentage share. Resolution 6 Motion: That the Investment Report be received Moved: Toby Rameka Seconded: Irirangi Timu Carried It was further noted that the board is currently working towards a new strategic plan and will work with directors to discuss the opportunities and options available. Greg Stebbing asked whether the Trust is permitted to invest in fresh water and whether or not the trustees are looking at investments that generate employment within the Tūwharetoa rohe. Topia Rameka explained that the Trustees are currently reviewing the SIPO and direct investment strategy and will give consideration to whether or not investments should solely be focused on fisheries or whether there is room to expand the investment focus. Wayne Hudson queried what if any position has the Trust come to in regards to the Tuna quota and what the strategy of the Trust is for this area going forward. Topia Rameka explained that currently our tuna quota allows tuna to be caught anywhere but also makes up part of the lease to ICP. The GM further explained that Anthony Olsen has a keen environmental interest in this area but Tūwharetoa has a modest amount of quota and other Iwi are saying that they would rather not fish the quota to keep the stocks safe. There is a large amount of work being done in this area as well as work on fresh water species of koura. The strategic plan will be an important process in determining the options and approach for the Trust. John Morgan noted that they are currently doing a tuna study in Hikairo and that he supports the Trust in developing a position on the protection of the tuna stocks. Terrance Whakatihi queried whether the Trust was looking into aquaculture opportunities such as salmon. The GM noted that these types of ideas are welcomed by the Trustees and need to be discussed and explored. Te Kanawa Pitiroi thanked all who attended and closed the meeting CLOSING Meeting closed at 12:30pm Karakia whakamutunga J Te Rire Ngāti Tūwharetoa Fisheries Charitable Trust AGM Minutes 31 May

36 2013/2014 ANNUAL SCORECARD ACTIVITY KEY RESULT AREA EOY RESULTS STRATEGIC GOAL 1: SATISFY CORE GOVERNANCE RESPONSIBILITIES AND OBLIGATIONS TO THE SHAREHOLDERS. Convene AGM of NTFCT AGM is convened as per Trust Deed requirements AGM Held 31st May 2014 Achieved Build a relationship with NTFHL and confirm direction of the Company Consolidation and audits of NTFHL and NTFL completed in timely manner. Audit completed within 5 Months of Balance Date Convene at least 2 meetings between NTFCT and NTFHL for the 2014 year and for Executive s to meet as required. Review key documents such as Statement of Corporate Intent and Financial Investment Policy. Statement of Corporate Intent Reviewed Review appointments to companies (both independent directors and NTFCT trustees). Receive and approve the company Annual Plan Achieved Achieved Partial Achievement Achieved Achieved Strategic Plan NTFCT reviews three year STRATEGIC PLAN Achieved Distributions STRATEGIC GOAL 2: NTFCT develops a new 3-5 year STRATEGIC PLAN Review Distribution policy and amend and or approve as appropriate. Distribution made based on NTFCT Budget. SATISFY CORE GOVERNANCE RESPONSIBILITIES AND OBLIGATIONS IN RELATION TO THE MANAGEMENT OF SETTLEMENT ASSETS. Achieved Achieved Complete LOE and SCI Letter of Expectation (LOE) drafted and presented to NTFHL Achieved Investments THE TRUST will have approved the annual plan and annual statement of corporate intent (SCI). THE TRUST will evaluate NTFHL performance against NTFHL annual plan and SCI Review fund manager s performance for previous 12 months and ensure SIPO continues to reflect THE TRUST s investment philosophy. Completed in 2015 Achieved Achieved Not Achieved Distributions Review Distribution policy and amend and or approve as appropriate. Achieved Freshwater Commercial Fisheries STRATEGIC GOAL 3: Resource and manage all efforts to repatriate outstanding fisheries settlement assets STRATEGIC GOAL 4: Explore opportunities and initiatives that seek to support the development of the social, cultural, environmental, educational and well being of Ngāti Tūwharetoa whānui. STRATEGIC GOAL 5: The Trust will keep abreast of industry developments and opportunities Keep abreast of all Crown driven policy developments and fisheries management implications for the wider Whānui. Keep abreast of customary fishing developments and advocate for customary fishing rights on behalf of Ngāti Tūwharetoa Whānui. Maintain ongoing communications with key settlement partners on all matter relating to freshwater commercial fisheries. Engagement with TOKM re Eel QMA REPATRIATE NGĀTI TŪWHARETOA FISHERIES SETTLEMENT ASSETS Managed the successful return of residual fisheries assets Te Kupenga Trust followed up. Freshwater Eel with Te Ohu Kai Moana. (TOKM) Aquaculture Settlement received by 30 September 2014 Next stage of agreement signed DEVELOP GREATER CONNECTION WITH SHAREHOLDERS All Trustees will utilise their respective connections throughout the whānui to bring to the attention of the TRUST, initiatives worthy of the TRUST s consideration. Supported Trade Training pilot with Stanelys Construction. The TRUST will also remain in contact with other key Ngāti Tūwharetoa representative organisations to ensure the TRUST s resources are utilised in an efficient manner, avoiding duplicative distribution efforts. Engagement with TMTB/TST/NTBOPST for collaboration opportunities. Collocation with TMTB. Investigate how the trust can support people through education/training into skilled employment Education Grants, staff Internship. Sanfords Scholarship. Update Website Content Updated Increase Registrations in 2014 Tūwharetoa Newsletter request for Registrations KEEP ABREAST OF INDUSTRY DEVELOPMENTS THE TRUST to review industry developments of previous 12 months and consider implications for year ahead regarding ACE pricing strategy and monitoring role over NTFHL as per requirements set out in LOE Trustees attended Annual Conference and AGMs. Attendance at ICP AGM Ensure THE TRUST ensures that Ngāti Tūwharetoa s ongoing fishing rights are protected and not adversely impacted by legislative reforms Participation in Fisheries Review THE TRUST will ensure that Ngāti Tūwharetoa s ongoing customary fishing rights are protected and not adversely impacted by legislative reforms Participation by Representatives Achieved In progress In progress Achieved Achieved Achieved Achieved Achieved Achieved Achieved Achieved 34 Ngāti Tūwharetoa Fisheries Charitable Trust Annual Scorecard 2013/2014

37 Moemoea: Tūwharetoa ki tai he ika unahi. Tūwharetoa ki uta he ika kiri maheni. (To the coast I see Tūwharetoa and the fish with scales. I turn to the hinterlands and I see Tūwharetoa and the fish smooth and sleek.) 2015/2017 STRATEGIC PLAN CORE STRATEGIES TE WERO: KIA MATARA TŪWHARETOA, KOKIRI WHAKAMUA, WHAIA TE PAI TAWHITI, WHAKAMAUA KIA TINA SUPPORTING OUR PEOPLE Communicate and engage effectively with our people Facilitate employment opportunities for our people Foster and advocate connection between our people and takutai moana STRENGTHENING OUR ORGANISATION Provide appropriate training to ensure high performance governance and management Collaborate with Tūwharetoa and other related organisations to improve productivity and quality of service VALUES Tirohanga Whanui - Insightful, Kokiri Whakamua- Progressive, Mahi Tika, Mahi Pono- Transparent and Accountable, Kakama - Agile 2014/2015 ANNUAL PLAN STRATEGIC GOAL 1: ACTIVITY KEY RESULT AREA ASSET GROWTH Long term positive asset growth BUILD OVERARCHING GROWTH POLICY INCLUDING: growth goal(s) allocation of resources/surpluses across sectors (fishing, nonfishing, IWIinvestor) investing criteria (e.g. risk, employment, liquidity, etc.) Debt policy and planning DEVELOP GLOBAL (WHOLE OF BALANCE SHEET) SIPO: long term balanced growth outcomes Ensure growth targets are met and SIPO adhered to Ongoing identification of fishing and nonfishing business investment options (reviewed against Growth policy) Pursue and implement projects which meet investment criteria Operate comprehensive risk register Build, maintain and operate risk register (financial, political, HR, cultural, H&S, etc.) STRATEGIC GOAL 2: ACTIVITY KEY RESULT AREA SUPPORTING OUR PEOPLE Communicate and engage effectively with our people Facilitate employment opportunities for our people Foster and advocate connection between our people and our takutai moana DEVELOP AND IMPLEMENT A COMMUNICATIONS PLAN maintain an up to date website branded merchandise Participate in Tūwharetoa Newsletter Deliver clear messaging and reporting Increase number of registered beneficiaries DEVELOP EMPLOYMENT PLAN Relationships with external organisations e.g. ICP, Sanfords, Te Arawa Fisheries Provide work experience for young Ngāti Tūwharetoa Implement programmes aimed at connecting our rangatahi to their coastal resource STRATEGIC GOAL 3 ACTIVITY KEY RESULT AREA STRENGTHENING OUR ORGANISATION Provide appropriate training to ensure high performance governance and management Collaborate with Tūwharetoa and other related organisations to improve productivity and quality of service Review training requirements at board and management levels (e.g. cultural, commercial) Identify opportunities with likeminded organisations Ngāti Tūwharetoa Fisheries Charitable Trust Annual Plan 2013/

38 SCHEDULE: REPORTING REQUIREMENTS MAORI FISHERIES ACT 2004 Kaupapa 7 of Schedule 7 to the MFA requires the NTFCT to be accountable for its performance to all members of the Iwi. As a result, the NTFCT must report annually to its members as follows: OBLIGATION COMPLIANCE COMMENT A Mandated Iwi Organisation (MIO) must hold an annual general meeting for its members, providing an opportunity for those members to consider NTFCT AGM in May 2014 ANNUAL REPORT FOR THE PREVIOUS FINANCIAL YEAR REPORTING AGAINST OBJECTIVES SET OUT IN THE ANNUAL PLAN AND INCLUDES: 1. Steps taken by MIO to increase number of registered members NTFCT See General Managers report. 2. Comparison of performance against objectives in annual plan, including changes in shareholder/ member value and dividend performance or profit distribution. NTFCT See Chairman s report and consolidated statements. 3. Annual audited financial report prepared in accordance with GAAP and accounting separately for settlement cash assets 4. REPORT ON SALES AND EXCHANGES OF SETTLEMENT QUOTA NTFCT See Auditors report. a. Quantity of settlement quota held by the MIO s asset holding company NTFCT/NTFHL 121,722,397 quota shares. b. Value of settlement quota sold or exchanged NTFCT/NTFHL Nil c. Identity of purchaser or other party to the exchange NTFCT/NTFHL N/A d. Any transaction with settlement quota that has resulted in a registered interest by way of caveat or mortgage being placed over the quota e. Settlement quota interests that have been registered against the quota shares of the MIO NTFCT/NTFHL NTFCT/NTFHL f. The value of income shares sold, exchanged valued or acquired NTFCT/NTFHL 5. REPORT ON THE INTERACTIONS OF THE MIO IN FISHERIES MATTERS: a. With other entities within the Iwi. NTFCT Nil b. With other MIOs NTFCT c. With Te Ohu Kai Moana Trustee Limited. NTFCT d. Any changes under section 18 of the MFA to the constitutional documents of the MIO, or its asset holding companies or any subsidiaries of the asset holding companies. NTFCT/NTFHL Nil Nil No Income shares were sold or exchanged during the year. We continue to facilitate productive conversations with other MIOs via ICP. Consistent with all MIOs we received an offer to purchase additional quota from Anton s Seafoods. Short Fin and Long Fin Eel Allocation process. Nil 36 Ngāti Tūwharetoa Fisheries Charitable Trust Schedule Reporting Requirements Māori Fisheries Act 2004

39 AN ANNUAL PLAN FOR THE NEXT FINANCIAL YEAR WHICH INCLUDES: 1. The objectives of the annual plan NTFCT NTFHL has responded to all requests from the NTFCT. 2. The policy of the MIO in respect of sales and exchanges of settlement quota NTFCT No sales or exchanges anticipated. 3. Any changes in that policy from the policy for the previous year. NTFCT Nil 4. Any proposal to change the constitutional documents of any fishing company owned by the MIO NTFCT/NTFHL Nil 1. AN ANNUAL REPORT ON: IN RELATION TO EVERY ASSET HOLDING COMPANY OR SUBSIDIARY OF AN ASSET HOLDING COMPANY THAT RECEIVED SETTLEMENT ASSETS: a. The performance of that asset holding company or any of its subsidiaries, NTFCT/NTFHL b. The investment of money of that asset holding company or any of its subsidiaries. NTFCT/NTFHL c. The matters set out in paragraph (b) of Kaupapa 2 NTFCT N/A OBLIGATION COMPLIANCE COMMENT See NTFHL Chairman s report and consolidated financial statements. See NTFHL Chairman s report and consolidated financial statements. 2. Any proposal to change the constitutional documents of the asset holding company or any of its subsidiaries. NTFCT/NTFHL Nil EVERY MIO MUST EXERCISE STRATEGIC GOVERNANCE OVER THE PROCESS TO EXAMINE AND APPROVE ANNUAL PLANS THAT SET OUT: 1. The key strategies for the use and development of Iwi fisheries assets. NTFCT/NTFHL 2. The expected financial return on the assets. NTFCT/NTF Encompassed within the budgets and operating plans of NTFHL. Annual budgets approved by NTFHL Board of directors and NTFCT. 3. ANY PROGRAMME TO: a. Manage the sale of annual catch entitlements derived from settlement quota held by asset holding companies or their subsidiaries b. Reorganise the settlement quota held by asset holding companies or their subsidiaries, as by buying and selling settlement quota in accordance with the MFA. NTFCT/NTFHL NTFCT/NTFHL NTFL leased all its quota to ICP entities. Governed by legislative and constitutional constraints. NTFCT=NGĀTI TŪWHARETOA FISHERIES CHARITABLE TRUST, NTHL=NGĀTI TŪWHARETOA FISHERIES HOLDINGS LIMITED, NTFL NGĀTI TŪWHARETOA FISHERIES LIMITED, ICP=IWI COLLECTIVE PARTNERSHIP Ngāti Tūwharetoa Fisheries Charitable Trust Schedule Reporting Requirements Māori Fisheries Act

40 GROUP HIGHLIGHTS SEALORD 50% 50% NISSUI AFL (AOTEAROA FISHERIES LIMITED) EXPLANATION These highlights show the funds into our two companies and ultimately to NTFCT. The table on the right provides detail requested at our last AGM. 20% TE OHU KAIMOANA 75.97% OTHER IWI INFO-GRAPHIC KEY: OWNERSHIP DIVIDEND MANAGEMENT ACE INCOME SHARED PROFIT 38 Ngāti Tūwharetoa Fisheries Charitable Trust Group Highlights

41 $ 429, % 0% NGĀTI TŪWHARETOA FISHERIES HOLDINGS LIMITED NGĀTI TŪWHARETOA FISHERIES YEAR ENDED 30 SEPT 2014 Group Financial Performance Highlights $ Revenue Marquee Hire 12,043 ACE Revenue 623,344 Share of ICP Koura Operations profit Share of Koura Facilities LP profit 19,610 12,290 Interest Received 267,802 Dividend Received 429,150 Other Income (17,246) 1,346,993 NGĀTI FISHERIES CHARITABLE TRUST ICP ACE HOLDINGS LP ICP INSHORE ACE LP ICP KOURA FACILITIES LP $ 94,178 $ 980,000 $ 563,504 $ 13,029 $ 46,811 $ 19,610 NGĀTI TŪWHARETOA FISHERIES LIMITED Expenses ACC & Insurance 5,294 Accountancy/Secretarial 15,543 AGM Expenses 19,857 Audit 10,348 Bank Charges 516 Computer Expenses 1,964 Conference/Hui Expenses 18,552 Consulting & Legal 31,789 Depreciation 15,475 Directors Expenses 2,353 Directors Fees 22,388 Governance Costs 77,155 Investment Gains/Losses 28,361 Iwi Register 3,960 Koha 3,443 Investment Fees 27,574 Office Expenses 22,670 Printing & Stationery 2,174 Professional Development/ Training 201 Salaries & Related Costs 111,954 Seafood Levies 120,242 Server Maintenance 339 Telephone & Tolls 8,477 Travel & Accommodation 9,875 Website Expenses 3,175 Total Expenditure 563, ,314 ICP KOURA OPERATIONS LP $ 12,290 Iwi Benefits Miscellaneous 36,156 Marquee Expenses 15,799 Paramountcy Support 40,000 Pataka Kai 7,020 Social 200,000 Total Iwi Expenses 298, ,339

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