Briscoe Group Limited

RETAIL 
IS OUR 
WORLD.
Briscoe Group
Limited
Annual Report 2024

04	
At a glance 
06	
Board of Directors’ Review
08	
Managing Director’s Review
12	
Financial Performance
14	
Supply Chain 
16	
Sustainability
23	
Climate-Related Disclosures 
32	
Consolidated Financial Statements
69	
Independent Auditor’s Report
73	
Corporate Governance Statement
88	
General Disclosures
91	
Top 20 Shareholders
92	
Directory
Contents

3
Briscoe Group Limited Annual Report 2024

At a glance
We are a leading New Zealand retailer 
with a blend of bricks-and-mortar and 
online shopping channels, offering 
our customers the best range of 
international brands at great prices.
47
BRISCOES  
HOMEWARE STORES
43
REBEL SPORT  
STORES
01
DISTRIBUTION 
CENTRE
01
AUCKLAND 
BASED SUPPORT 
CENTRE
Briscoe Group Limited Annual Report 2024 | At a glance
4

More than 2,300 
Team Members
Record Group sales 
of $792 million
$1.15 million 
raised for  
Cure Kids
7 stores fully 
refurbished
1.7 million online 
orders fulfilled
Customer 
database now 
over 1.8 million
Briscoe Group Limited Annual Report 2024  | At a glance
5

Board of  
Directors’  
Review
Briscoe Group’s resilience to adverse trading conditions and 
competitive pressures was tested further in the latest year to 
January 2024. Over a period when few retailers would have 
expected to perform well, it is a pleasure to reflect that our 
business produced results that were comparable with the 
heightened levels achieved in recent years – record sales and 
net profit slightly short of the high mark set in the previous 
year. 
In a year of ‘slow or no’ economic growth, poor consumer 
sentiment, election uncertainty and increasing cost and 
margin pressures, the challenges for retail were varied and 
complex. Briscoe Group demonstrated once again its ability 
to absorb and transcend the difficulties, retaining high 
performance while continuing to lay the foundations for 
future success.  
As a Board, we believe the quality and agility of our senior 
leadership team remains the keystone of our performance 
and the dedicated support provided by teams in all parts of 
the business continues to be crucial. 
Our strategy programme completed its initial three-year 
phase with key objectives for that period achieved, and with 
a range of new initiatives in place and contributing to results. 
Significant progress was made on our largest current project, 
to establish a new distribution centre in South Auckland.  
It would be easy to view the strategy programme as a set of 
loosely-related initiatives contributing separately to growth. 
It is important to see it in a broader perspective – as an 
integrated programme based on a deepening understanding 
of our society, customers, retail trends, technology and other 
influences. That understanding is built on a considerable 
body of research into customers, an accumulation of internal 
knowledge and expertise, and long-term relationships with 
trusted external advisers where needed. 
Dropping down from the broader perspective, the strategy 
programme has been focused in three key areas – enhancing 
customer experience, improving our supply chain and 
developing new revenue streams. Planning and preparation 
for the next phase of work is well under way. 
The outstanding success of our online platform continued 
with improvements at the front-end providing a range 
of benefits and options for our customers. Back-end 
improvements enhanced the engagement and performance 
of our people, while providing performance gains and further 
development options at the Group level.  
The store development programme continued and, with 
around 80% of Group sales still completed in-store, it remains 
a vital element in keeping the total offering we make to 
customers interesting and relevant. Seven full store fitouts 
were completed, along with smaller projects to upgrade and 
enhance a number of stores within the network. 
We made significant progress in the Steps to a Better 
Tomorrow programme, which is about sustainability and our 
determination to support the commitment our customers and 
the broader community have to protecting the environment. 
A key milestone is the publication of our first mandatory 
climate related disclosures under standards established by 
the External Reporting Board. This information is part of a 
separate section on Environmental, Social and Governance 
matters, from page 16 of this report. 
Our highest priority remains the wellbeing of our team 
members, addressed through programmes that provide 
opportunities for education and training, along with measures 
to ensure their safety and security as they go about their work. 
On behalf of the Board, I express our appreciation of their 
loyalty and commitment, and of the role they have played in 
achieving our recent results. 
Dividend
The directors have resolved to pay a final dividend of 16.5 
cents per share (cps). The dividend is fully imputed and, 
when added to the interim dividend of 12.5cps, brings the 
total dividend for the year to 29.0cps. The share register 
closed to determine entitlements to the final dividend at 
5pm on 20 March 2024 and it was paid on 27 March 2024. 
We were delighted to once again be in a position to increase 
both the interim and final dividends for the year. 
Corporate Governance
Briscoe Group is committed to the highest standards of 
governance and management, based on implementing best 
practice structures and policies. It has always been a strong 
feature of the Company that the Board and Executive team 
work effectively together and are aligned around the business 
objectives. 
The Board recently made its annual determination in respect 
of independence of directors. It was determined that all 
directors other than the Managing Director continue to 
be independent. As part of that determination, the tenure 
of the Chair was considered carefully. While the Board 
Briscoe Group Limited Annual Report 2024 | Board of Directors’ Review
6

7
Briscoe Group Limited Annual Report 2023
acknowledged that the tenure was significant, it agreed 
unanimously that it did not compromise in any way the 
Chair’s ability to bring an independent view, act in the best 
interests of the Company and represent the best interests of 
all shareholders. 
In compliance with the NZX Listing Rules in relation to 
rotation of directors, the Chair will retire and seek re-election 
at the upcoming Annual Meeting but has indicated to the 
Board that, if re-elected, it will be her final term serving as a 
Briscoe Group Director.  
Equity-Based Remuneration Scheme
The Board is of the view that all shareholders benefit from 
the participation of key senior executives in long-term, 
appropriately-priced, equity-based remuneration that 
crystallises only on delivery of increased shareholder value. 
In March 2019, the Senior Executive Incentive Plan was 
introduced. Under this plan, selected senior employees can 
be granted Performance Rights which, upon vesting, will 
reward the employees with ordinary shares in the Company. 
Performance Rights vest after three years subject to the 
Company’s achievement against Total Shareholder Return 
and Earnings Per Share growth targets. 
We continue to be of the view that this is an appropriate 
long-term incentive scheme, and to date six tranches of 
Performance Rights have been issued under it. At the 
time of this report, there are two tranches still to vest, with 
a maximum of 332,422 performance rights able to be 
converted to ordinary shares subject to the Company’s 
performance. 
Further details in relation to equity-based remuneration can 
be found in Note 6.2 (page 66) of the financial statements 
within this Annual Report. 
Conclusion
While the operating environment remains challenging, I am 
confident we are meeting it with the same spirit, intent and 
energy that has been on show throughout the past few years. 
It is no accident that Briscoe Group has been able to 
maintain a strong trend in results through the recent era 
while many competitors and peers have struggled. I have 
mentioned the quality and performance of our people. They 
are complemented by our market profile in Homewares and 
Sporting Goods, our ability to offer customers a wide range of 
trusted international brands at great value and our continuing 
focus on providing interesting and rewarding shopping 
experiences.  
Our strategy programme is an emerging, but strong, source of 
advantage. However subtle the benefits might be when taken 
one at a time, I believe the continuing investment in our total 
offering to customers is appreciated by them and is one of the 
factors that differentiate our operations from many peers.  
While the circumstances in which we operate and the details 
of our response will evolve over time, I have little doubt that 
the Group is well positioned to rise to the challenges placed 
before it.  
On behalf of the Board 
Dame Rosanne Meo  
Rod Duke
Andy Coupe
Tony Batterton
Mark Callaghan
From left:  Andy Coupe, Rod Duke, Mark Callaghan, Dame Rosanne Meo (Chair) and Tony Batterton.
Briscoe Group Limited Annual Report 2024  | Board of Directors’ Review
7

The year ended 28 January 2024 was a very difficult year, 
in which our trading environment worsened significantly 
and called on all the inherent resilience and strength of our 
operations.  
Economic growth declined and then turned negative 
in the second half. Consumers, faced with increasing 
prices for staple items, interest rates at recent highs, 
rising unemployment and pre-election nervousness, were 
understandably cautious about spending their hard-earned 
cash.  
In those circumstances it was a genuine achievement to 
produce another year of record sales, with growth across 
both the first and second halves of the year and in both the 
Homeware and Sporting Goods segments. Homeware sales 
grew by 0.54% and Sporting Goods sales by 1.17% for the 
year. 
Our bottom line earnings, Net Profit After Tax (NPAT) were 
95% of last year’s record NPAT. 
Our team – in the leadership, in stores and fulfilment centres, 
in our online platform and in backroom and administrative 
roles – has once again produced outstanding results. I want 
to record my recognition and thanks for their collective 
efforts. 
With the economic downturn and the impact of continuing 
cost escalation, we had known there would be growing 
pressure on margins. This was very much the case, but cost 
control measures and a reduction in inventory enabled us to 
protect just under half of the 633 gross margin basis points 
gained during the Covid years.  
Inventory was substantially ($13 million) lower – mostly 
through deliberate rationalisation across most categories. 
We continue to invest considerable energy into refining 
how, when and what we purchase to improve our inventory 
measures. 
More generally, cost pressures remain in almost every facet 
of our business and it remains vital to maintain our internal 
controls and disciplines.  
Our financial results are set out in detail in the Financial 
Performance section of this report (see page 12).
Store Network
Despite the difficult trading conditions the Group 
progressed a number of store development projects. As 
reported at the half year, we were delighted to open a new 
Rebel Sport store in Ashburton in April in conjunction with 
the relocation of the existing Briscoes Homeware store. 
Three full store refurbishments were completed during the 
first half, at Briscoes Homeware Whangarei, Rebel Sport 
Taupo and Rebel Sport Manukau. The second half saw 
refurbishments completed at Briscoes Homeware Manukau 
and Wairau Park, as well as Rebel Sport Invercargill. 
The purpose of our refurbishment programme is to 
ensure that our stores remain modern and energetic and 
complement our digital offering, are fit for multi-channel 
delivery and reflect the quality of the international brands 
we sell. 
All store upgrades result in a dramatic difference to the look 
and feel, and include the latest ideas from the new store 
design concepts including LED lighting, redesigned fixtures, 
personalised counters, click & collect storage zones and 
dramatic new in-store signage. 
In keeping with the times, we have continued our 
accelerated programme of security initiatives, focused both 
on store security and team member safety. It can no longer 
be news to anyone that recent years have seen an uptrend 
in crimes against retailers and unacceptable behaviour 
towards front-line team members. Our programme includes 
installing upgraded alarm and camera systems, stronger 
roller shutters and concrete bollards, along with team 
member training, increased patrols and other measures.  
Managing 
Director’s  
Review 
Briscoe Group Limited Annual Report 2024 | Managing Director’s Review
8

Online
Our online platform continued to perform well and 
represented 18.72% of Group sales – close to the previous 
year’s 18.97% share.  
We continued to invest in both the front-end and back-end 
platforms, with a number of initiatives designed to connect 
the online and physical store experiences. These included 
the introduction of an omni members voucher programme, 
with the facility for the customer to manage all aspects of 
their experience through its “My Account” function. 
Our focus on a frictionless customer experience continued 
with the introduction of features such as self-service returns 
and tools to help customers find the right product based 
on their individual needs. Additional payment and delivery 
options are also being developed which should enable these 
features to be expanded during the current year. 
Strategy
Our current strategic planning round, 
initiated in 2020, has delivered a wide 
range of improvements with direct benefit 
to profitability. Among those that continued 
to move forward in the latest year were the 
introduction (and in some cases expanded 
ranging) of ‘Direct to consumer’ products 
through our online platform and the introduction of 
electronic shelf labelling after successful trials. 
Electronic shelf labelling is currently being implemented 
across all stores. We expect it to bring an improvement in 
sales conversion resulting from increased price transparency, 
increased sustainability in the form of a reduction in the 
printing of sale tickets, and a reduction in the effort required 
of teams when setting up sale events in-store. 
The year also saw the commencement of our largest 
strategic initiative to date – a warehousing and distribution 
project that will step-change our capability in these aspects 
of the business, enhance our inventory management across 
the network, help to optimise the existing store footprint and 
deliver significant performance and efficiency gains. 
We are well into the implementation of a new Warehouse 
Management System at our existing distribution centre. This 
will enable our team to upskill before transitioning to a new 
North Island centre when it becomes operational in around 
two years. 
The new centre will be a state-of-the-art facility on a scale 
to handle significantly increased volumes in comparison to 
current capability. It will also enhance the way in which we 
buy and distribute sporting goods.  
A Letter of Intent was signed for the purchase of land and 
construction of the new distribution centre at Drury, South 
Briscoe Group Leadership Team (from left): Andrew Scott, Fraser Collins, Nick Turner, Isabel Campbell, James Baillie, 
Rod Duke, Geoff Scowcroft, Darren Porteous, Aston Moss, Shaun Lynch, Samantha Bruton.
Briscoe Group Limited Annual Report 2024  | Managing Director’s Review
9

Our tried and true business model – as a ‘big-box’ retailer 
with quality product ranges at affordable price points – 
remains strongly relevant to customers, adaptable to trends 
and circumstances, and resilient to the challenges faced in 
these times. 
Auckland. We have selected our automation partner to help 
drive the significant improvement in warehousing capability 
we are seeking from the project. 
We expect the new centre to require expenditure of at least 
$100 million across the next three years and continued 
progress on the warehousing and distribution project is a 
key priority for the current year.
The Year Ahead
It appears very likely that the factors that depressed the 
retail sector and constrained our results over the 2024 
financial year will remain in place for the duration of the 
current year. We do not underestimate just how challenging 
it could be to continue performing well in this environment, 
but we are very confident of the Group’s ability to confront 
the circumstances and deliver superior results and gains in 
market share. 
“The strength of our profile in the 
Homewares and Sporting Goods 
markets remains a source of 
advantage. ”
Our investment in strategic initiatives – underpinned by a 
very strong balance sheet – should continue to drive sales 
and earnings improvement. Measures to limit the impact of 
cost increases will be, again, an important focus throughout 
the current year.  
Beyond all these factors, the strong performance of our 
leadership team, with their demonstrated ability to manage 
the uncertainty in the current environment, is perhaps our 
greatest asset and provides great confidence that we can 
continue to perform well.
Rod Duke  
Group Managing Director
Briscoe Group Limited Annual Report 2024 | Managing Director’s Review
10

11

Revenue
Total Group sales increased by 0.78% to a record $792.0 
million. This positive, albeit modest, growth reflects 
an outstanding performance in a market significantly 
challenged throughout the year by deteriorating consumer 
confidence in the face of continued economic pressures, 
election uncertainty, cost increases and continued margin 
pressure. To have positive sales growth across both trading 
segments was significant.  
Online sales represent 18.72% of total Group sales, 
maintaining the significant mix of business achieved over 
recent years. The investment made in our front-end platform 
as well as the store fulfilment technology is producing 
significant benefit for the Group. The team fulfilled 
1,700,000 online orders during the year, grew Click and 
Collect sales, reduced the speed to dispatch and grew VIP 
Club membership to over 1.8 million across the Group. We 
will continue to invest in this exciting and dynamic area of 
the business.  
We continue to see brand-wide growth across our 
categories with luggage, electrical and giftware categories 
particularly strong in Homewares and with licenced 
supporters’ products and technical footwear delivering solid 
growth within the Sporting Goods segment. A number of 
existing and new initiatives were instrumental in driving 
growth across categories including the introduction of new 
brands such as Dyson, Samsung, Ecoya, Huffer, Hine and 
Hoka. 
The growth from the introduction of new online products 
which are shipped direct from suppliers to customers is also 
very exciting and will continue to be an important focus for 
our merchandise team. 
Gross Margin
The Group differentiated itself by protecting a significant 
portion of the gross margin percentage achieved during the 
Covid pandemic. 47%, 297 of the 633 gross margin basis 
points gained during the period, was protected as at the 
end of January 2024. The year closed with gross margin of 
42.40% compared to 39.43% achieved in the year ended 
immediately before the pandemic (January 2020). 
Margin pressures continued from the impacts of the 
economic downturn, but we continue to work closely with 
our loyal supplier base as well as introduce initiatives, to 
protect and grow margin, including; targeting the clearance 
of seasonal inventory, improvement to allocation algorithms, 
enhancement to South Island inventory flow, improvement 
in inventory availability and a constant focus on our 
promotional programme.
Operating Costs
Our focus on cost control is as relentless as ever, whether 
it be cost of product, cost of energy supply or cost of 
product stolen from the store network, to name just a 
few areas, demonstrating the cost of doing business 
requires considerable attention. It is therefore a significant 
achievement to have decreased the cost of doing business 
for the Group in both actual dollars and also as a percentage 
of sales. 
We are particularly mindful that the economic pressures 
faced by customers are felt just as keenly by our team and 
their households. Following an increase of 7.0% on wage 
rates in 2022 we were pleased to be able to provide a further 
increase of the same level to our frontline team during April 
2023.  
Net Profit After Tax (NPAT) 
NPAT of $84.2 million was achieved for the year, 
representing 95% of the previous year’s record NPAT of 
$88.4 million. We think, a remarkable performance given 
the difficult trading conditions experienced across the retail 
market.   
Balance Sheet
The Group’s balance sheet remains strong, with cash and 
bank balances of $175.4 million as at 28 January 2024 
and no term debt. Approximately $20 million of creditor 
payments included in the trade payables balance were 
subsequently paid on or before 31 January 2024. 
Inventory, as always, remains a key area of focus closing at 
$104.9 million, $12.9 million lower than last year. The closing 
balance included the additional new Rebel Sport store 
opened during the year. Inventory improvements have been 
critical in enabling us to deliver sales growth and meet our 
gross profit goals. There has been a rationalisation across 
most categories as we continue to invest considerable 
energy into improving our inventory measures by enhancing 
how, when and what product we purchase.  
During the year $15.1 million of capital investment was made 
by the Group of which $4.3 million represents expenditure 
on the fit-out of new and refurbished stores. $5.6 million was 
spent to acquire the existing Briscoes Homeware premises 
in Timaru and the balance of the capital investment was for 
online platform improvements, enhancements to system 
software and hardware and the continuation of security 
initiatives. 
Financial 
Performance 
Briscoe Group Limited Annual Report 2024 | Financial Performance
12

Online mix maintained close to last 
year’s achievement.
Online mix of sales 
%
21.5%
18.7%
18.8%
10.0%
6.1%
8.2%
4.5%
Continued positive growth in a very 
difficult trading environment. 
*2021 includes 53 weeks of trading
Total revenue* 
$M and growth %
* NZ IFRS16 adopted from 2020
95% of last year’s record NPAT
achieved.
Net profit after tax* 
$M and sales %
Key performance indicators (KPIs) are 
used by the Board and management to 
monitor business performance.
0.8%
605.1
555.5
585.9
631.9
653.0
701.8
744.4
792.0
6.1%
5.6%
7.5%
4.4%
5.5%
3.3%
3.3%
9.2%
785.9
2020
2021
2019
2018
2017
2016
2022
2024
2023
10.6%
2020
2021
2019
2018
2017
2016
61.3
47.1
59.4
63.4
62.6
73.2
87.9
84.2
2022
2024
11.8%
11.3%
10.4%
10.0%
10.1%
9.6%
10.1%
8.5%
88.4
2023
2020
2021
2019
2018
2017
2016
2022
2024
2023
19.0%
11.3%
47% of gross margin gains made across  
2021 and 2022, protected.
Gross profit margin 
%
45.8%
42.4%
43.8%
40.1%
40.6%
40.0%
40.1%
2020
2021
2019
2018
2017
2016
2022
2024
2023
44.0%
39.4%
* Approximately $20 million of creditor payments made immediately 
  after balance date in 2024 (2023: $26 million)
Solid positive free cash flow (defined as 
net cash from operating activities less 
capital expenditure) helps to maintain 
the Group’s strong balance sheet.
Free cash flow* 
$M
2020
2021
2019
2018
2017
2016
55.5
26.7
75.0
49.0
60.3
81.1
76.6
108.3
2022
2024
128.0
2023
* 2020 12.5cps dividend cancelled as a result of Covid pandemic 
  2021 Includes 6cps special dividend
Record dividend continues consistent 
history of improved (normalised) 
dividends.
Dividends per share* 
cents
2020
2021
2019
2018
2017
2016
19.0
15.5
18.0
20.0
8.5
28.5
27.0
29.0
2022
2024
28.0
2023
Briscoe Group Limited Annual Report 2024  | Financial Performance
13

Warehouse Management Technology
  
We have selected the Warehouse Management System 
(WMS) to drive our future supply chain.  Implementation is 
underway in our current operation and will be completed by 
July 2024. This WMS will orchestrate how our new site will 
operate from inbound planning and execution to outbound 
picking of full cartons and split case picking using our goods 
to person automated storage and retrieval system (ASRS).  
By implementing the WMS first in our current distribution 
centre we reduce the amount of change our team will 
experience when we move to our new site.
North Island Distribution Centre
   
Our new North Island distribution centre (DC) will be 
located in Drury, South Auckland.  It is designed to meet 
our requirements for the next ten years however is likely to 
remain a key feature of our supply chain infrastructure for 
closer to twenty years.  We selected this location following 
an extensive search in the greater Auckland and Waikato 
region - we modelled inbound and outbound transport 
costs as well as property related costs and found the Drury 
location to be optimal.
The DC will provide close to 20,000 pallet positions of 
storage, plus almost 40,000 totes for storage of smaller 
items in the ASRS. This is a vast step-change from the 
roughly 4,500 pallet storage locations in our current facility 
and is an important enabler for improving inventory flow to 
our stores and thereby improving on-shelf availability for our 
customers. 
The site provides significant yard and canopy areas 
to ensure easy handling of goods into and out of the 
Supply Chain
warehouse.  A container storage area is also a feature of the 
site allowing a practical buffer to support the efficient flow of 
import containers to and from ports and container depots. 
We expect the new DC to be operational towards the end 
of Q1 2026, and for the ASRS and goods to person picking 
system to be operational by Q4 of the same year.
Warehouse Automation 
   
An important feature of our new DC will be an Automated 
Storage and Retrieval System (ASRS).  A comprehensive 
review of warehouse automation options conducted during 
2023 concluded with us selecting a preferred partner and 
completing the design of the system. The outcome is a state-
of-the-art solution comprising the following features: 
•	
Decant stations - where product is unpacked from 
cartons & placed into the storage totes, supported by 
conveyors to remove cardboard waste, supply empty 
totes to decant and take full totes for storage in the 
ASRS.
•	
An ASRS holding around 40,000 storage locations over 
3 aisles, serviced by 84 robot shuttles and 3 high-speed 
lifts.
•	
Carton erectors, label applicators and carton closers 
- one of these with volume reduction function to 
reduce the empty space in outbound cartons and save 
transport cost and emissions. 
•	
Ergonomically designed goods to person pick stations 
- these stations present the picker with the storage 
tote containing the goods to be picked and up to 6 
outbound order cartons to pack.
•	
A 200 chute shuttle sorter - for sorting cartons by 
destination store and by product category to enable 
pallet building in a store friendly manner. 
Briscoe Group’s supply chain 
transformation is moving from 
planning to delivery. 
Briscoe Group Limited Annual Report 2024 | Supply Chain
14

Some of the benefits our Supply Chain 
transformation will deliver
Improved on shelf availability - Optimised allocation of 
stock to stores by implementing a model that uses additional 
data points to provide better results.
Reduced days of cover in-store - Reducing excess stock 
in-store allows us to bring new products and ranges into our 
stores improving choice for our customers.
Key suppliers shipping via our DCs - Key local supplier 
volume can be consolidated with our imported goods and 
shipped to our stores in quantities matched to sales.
Sustainable supply chain - Reduced inter-island transport 
moves, transport legs from individual suppliers to our stores 
and local transport and handling upstream in our supply 
chain.
“Our largest capital investment in 
Briscoe Group history.“
With a spend in excess of $100 million over the next three 
years the new North Island distribution centre will be the 
single largest capital investment the Group has ever made.
Overall site operational view:
WASTE
WORKSHOP &
COMPRESSOR
DECANT
STAGING
FAST
PICK
DRIVE
THROUGH
FIRE
TANK
Mack
Trucks
TerraPro
Cabover
6x4
MRU613
KUKU ROAD
ROSS STEVENSON ROAD
POWER
TRANSFORMER
PEDESTRIAN
800x300x1400
PCS01
800x300x1400
PCS02
stack of
empty totes
stack of
empty totes
400x300x250
400x300x250
400x300x250
400x300x250
400x300x250
600x400x320
1/2
1/4
600x400x320
600 x 400
400 x 300
400x300x250
waste bins
600x400x320
1/1
stack of
empty totes
stack of
empty totes
400x300x250
400x300x250
400x300x250
400x300x250
400x300x250
600x400x320
1/2
1/4
600x400x320
600 x 400
400 x 300
400x300x250
waste bins
600x400x320
1/1
stack of
empty totes
stack of
empty totes
400x300x250
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1/2
1/4
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waste bins
600x400x320
1/1
optional scope
optional scope
stack of
empty totes
stack of
empty totes
400x300x250
400x300x250
400x300x250
400x300x250
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1/2
1/4
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600 x 400
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waste bins
600x400x320
1/1
optional scope
optional scope
Tote drop-off
(external decanting)
stack of
empty totes
stack of
empty totes
400x300x250
400x300x250
400x300x250
400x300x250
400x300x250
600x400x320
1/2
1/4
600x400x320
600 x 400
400 x 300
400x300x250
waste bins
600x400x320
1/1
stack of
empty totes
stack of
empty totes
400x300x250
400x300x250
400x300x250
400x300x250
400x300x250
600x400x320
1/2
1/4
600x400x320
600 x 400
400 x 300
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waste bins
600x400x320
1/1
stack of
empty totes
stack of
empty totes
400x300x250
400x300x250
400x300x250
400x300x250
400x300x250
600x400x320
1/2
1/4
600x400x320
600 x 400
400 x 300
400x300x250
waste bins
600x400x320
1/1
optional scope
optional scope
stack of
empty totes
stack of
empty totes
400x300x250
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400x300x250
400x300x250
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600x400x320
1/2
1/4
600x400x320
600 x 400
400 x 300
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waste bins
600x400x320
1/1
optional scope
optional scope
1P
1P
01
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1P
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1P
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1P
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BRIEFING
AREA
1x CUBISCAN
5x TROLLEYS
4x TROLLEYS
OUTBOUND WORSTATION
1x CUBISCAN
MEZZANINE OVER
Briscoe Group Limited Annual Report 2024  | Supply Chain
15

Sustainability
This past year has been a pivotal one for us, and it started 
with the country dealing with the aftermath of Cyclone 
Gabrielle, which underscored the imperative for climate 
resilience in our operations. Although Cyclone Gabrielle 
did not significantly impact us directly, it reinforced our 
responsibility as an active community member to play a 
crucial role in addressing future climate challenges. 
We are proud to present in this annual report our inaugural 
climate-related disclosures, prepared in accordance 
with the Aotearoa New Zealand Climate Standards. 
This milestone achievement is the result of two years of 
dedicated efforts by our executive team and Board. It 
symbolises a significant step forward in our commitment to 
sustainability, as we lay out a comprehensive roadmap for 
mitigating our climate impact and enhancing our resilience 
(details of on pages 23-29).
It was a record-breaking fundraising year for our charity 
partner, Cure Kids, and the donation of a substantial 
“As a forward-thinking organisation, 
we are committed to integrating 
sustainability into our business 
operations. Our comprehensive 
strategic sustainability plan 
encompasses various key areas, 
building upon our previous 
materiality assessment and 
demonstrates our ongoing 
commitment to environmental 
responsibility, social equity, and 
robust governance.” 
number of balls to school children through our “Pass it 
Forward” program. What is also pleasing this year is that 
we have grown our partnership with the Tania Dalton 
Foundation including providing support to three young 
female athletes under the Tania Dalton Scholarship 
program.  
On the environmental front, we have set targets for 
reducing our scope 1 and 2 emissions by 50% by 2030 
and achieving Net Zero by 2050, or sooner. Detailed plans 
and roadmaps underpin these goals, and we developed 
them in line with external support and guidance from 
the Science Based Targets Initiative (SBTi). We’ve also 
initiated collaborations with our suppliers to address 
scope 3 emissions, setting the stage for a target to be 
established next year, with the aspiration of receiving SBTi 
accreditation. 
Also closely linked to our work on scope 3 emissions is 
our ethical supplier program that we initiated last year 
with our suppliers. We have continued our partnership 
with specialist company Verisio to help us conduct audits 
across our supply chain. Although we know we have a 
lot of work to do we are pleased with the progress and 
response from our suppliers, with over 80% of direct 
import supplier factories having already gone through the 
initial audit process.  
Our journey in waste management has also seen some 
progress, with a successful pilot program with Eco 
Central in Christchurch showing promising results. This 
gives us the confidence to expand our efforts to further 
reduce waste to landfill whilst also supporting local social 
initiatives in the communities where we operate. 
Understanding that sustainability is integral to our 
business, we have embedded our sustainability strategy 
into our overall corporate strategy. This involves the full 
engagement of our executive team, clearly defining 
responsibilities, and setting precise targets and goals. We 
are also enhancing our capacity and capabilities in this 
area by collaborating with expert external consultants 
and continue our active participation in the Sustainable 
Business Council of New Zealand. 
We are excited to share these developments with you and 
look forward to your continued support as we strive to 
build “Steps for a Better Tomorrow.”
Briscoe Group Limited Annual Report 2024 | Sustainability
16

Our Goal
Ensuring Board and Management’s awareness of the key 
sustainability issues and implementing effective measures 
and controls.
In the past year, we have significantly enhanced our 
approach to sustainable governance by integrating specific 
managerial responsibilities and establishing consistent 
oversight by our Board. Sustainability has become a 
mainstay in our monthly discussions, and we are eager to 
share our forward-thinking Sustainability Strategy.
Our comprehensive Sustainability Strategy is built upon 
four key pillars: Governance, Community, Our People, and 
the Environment. This living strategy is regularly refined 
through rigorous evaluations and extensive dialogue with 
our stakeholders. 
Governance
Our Group Sustainability Strategy
GOVERNANCE 
COMMUNITY
OUR PEOPLE
ENVIRONMENT 
(CLIMATE, WASTE & SUPPLY CHAIN)
THE GOAL
Ensuring Board and 
management’s awareness 
of key ESG issues and 
implementing effective 
measures and controls.​
Improving community 
impact via engagement 
through giving, charity, 
and shared value.​
Ensure we are an employer of choice, 
safe place to work where our people 
can thrive.​
Taking action on climate change 
and waste across our supply chain. 
Implementing a credible plan to 
achieve net zero emissions and to 
reduce waste.
KEY AREAS 
OF FOCUS 
Legal and Compliance ​
Public Disclosure & Reporting​
Key Metrics, Policy & Targets ​
Expanding our work with 
our key partners Cure Kids 
and Pass it Forward ​
Creating a more diverse and Inclusive 
culture​
Reducing both the frequency and 
severity of work place injuries. ​
Ethical Supply Chain​
Ensuring we meet our climate targets ​
Piloting waste reduction programs​
KEY METRICS
Progress towards targets​
Funds raised​
Community impact of our 
efforts ​
Staff net promoter scores & satisfaction​
Number of workplace injuries and time 
off work ​
Total Emissions & Waste to Landfilll​
EMERGING 
TRENDS
Increased customer & 
consumer expectations​
More regulation and 
mandatory reporting  ​
​
Enhanced awareness of 
companies impact on local 
communities, whether 
positive or negative.​
More disclosure on D&I, target 
expectations.  ​
Talent recruitment and retention ​
Tight labor force  ​
Externally verified Net Zero plan and 
targets. Heightened regulation and 
awareness. Increased public and 
investor scrutiny.​
LIVE 
PROJECTS
Climate Related Disclosures​
Emission Targets​
Current Cure Kids and Pass 
it Forward Partnerships ​
Existing Health and Safety programs. 
Include mental health and wellbeing. 
Already some good progress on 
gender pay gap. ​
Ethical Supplier Program ​
Transition from LPG to Electric 
Forklifts ​
ECO Central Waste Pilot in Canterbury​
Supplier engagement on scope 3 
emissions ​
KEY OWNER
Chief Financial Officer ​
Chief Operating Officer​
Chief People Officer ​
Chief Operating Officer​
For each pillar, we set forth an overarching aim, primary 
focus areas, and the metrics by which we will gauge our 
progress. We also pinpoint and summarise any emerging 
trends and ongoing initiatives. Leadership for each pillar 
rests with a designated senior executive who ensures 
governance and direct interaction with the Board or its 
relevant committee. 
Future Focus Areas
•	
Communicating our new policies to our team, 
suppliers and wider stakeholders.
•	
Continued training and awareness programs with key 
teams members. 
Briscoe Group Limited Annual Report 2024 | Sustainability
17

Our People
Our Goal
Our goal is to ensure we are an employer of choice, 
providing a safe place to work where our people 
can thrive. 
Safe Home Every Day
The past year has seen terrific progress in our goals 
of reducing both the frequency and the severity with 
which our team experience workplace injuries. The 
contributions of many team members throughout the 
company, alongside a few critical pieces of work have 
seen us reduce our Total Recordable Injury Frequency 
Rate (TRIFR), as measured through our ACC performance, 
by 32% - a tremendous step forward. Keeping our people 
safe, whether they are team members, customers, or 
other visitors to our sites remains a focus and is part of our 
commitment to ensuring they all get home safely each 
day. 
Some time ago we invested in piloting a fit-for-purpose 
manual handling programme with an external provider. 
Our pilot identified the programme and its content as 
suitable for our operation, but we were challenged in 
our ability to deliver the training consistently in each of 
our sites. Changes in technology such as advances in 
XR (extended reality – a combination of augmented and 
virtual reality technologies and learning approaches) 
have enabled us to engage in developing new delivery 
methods to re-pilot and implement this training. 
Although early days, we appreciate the potential these 
technologies have for consistent, personalised, and 
embedded learning in good manual handling practices. 
One of the benefits in enhancing our team’s manual 
handling skills and behaviours through their training at 
Briscoe Group is that they are skills which are totally 
transferrable or applicable in their lives beyond the 
workplace. 
We have continued to widen our definition of wellbeing 
through work with focus groups around the business and 
feedback sourced through our employee engagement 
survey. Work not just on mental health and financial 
wellbeing has been complemented with a review of 
products and services which contribute to holistic 
wellbeing of our team, and we have a range of initiatives 
to take flight in the year ahead.
Investment in our people is investment 
in everybody’s future 
The retail sector has long been a contributor to helping 
individuals become “work ready”. As a significant 
employer of people who either haven’t worked 
previously or who are new to the fast-paced customer 
facing world of retail, we recognise how important it is 
to set our people up for success. 
The company continues to make significant investments 
in ensuring our team members are suitably skilled in 
a wide range of areas including customer service, 
safe and healthy work practices along with product 
knowledge. With 800-900 new team members each 
year, our online learning platform is critical in delivery 
of much of our content on a just in time basis with 
learning customised to the role and performance of the 
individual as they move through their learning pathway. 
Complementing our core skills training, our Leadership 
Development Programme and our suite of Management 
Briscoe Group Limited Annual Report 2024 | Sustainability
18

Knowledge and Skills modules support the growth of our 
management team – both in retail operations roles as 
well as our support functions including our Distribution 
Centre (DC) team. In 2023 three cohorts totalling 44 
of our leaders commenced their learning journey with 
a further four cohorts totalling 65 people enrolled to 
participate in 2024.  
We continue to invest in our partnership with First 
Foundation, an organisation creating enormous value 
to both our team and our wider communities through 
supporting disadvantaged youth to successfully engage 
in tertiary education. Alongside the scholarships we fund 
each year, our partnership includes mentor support by a 
number of Briscoe Group employees as well as offering 
the First Foundation team the ability to participate in our 
own development programmes. We recognise that an 
organisation of their size typically does not have the scale 
to run development programmes that we are able to offer 
and including members of their team alongside our own 
emerging leaders provides benefits to both parties. 
Diversity, Equity and Inclusion  
Our team provided valuable feedback in our twice 
yearly employee engagement survey. It was particularly 
heartening to see above average scores in both 
inclusiveness and equity to complement our recognition 
that seeing greater gender diversity among some of 
our senior tiers would be preferred. We pay particular 
attention to feedback from our team on these measures as 
we know their comments reflects their lived experiences 
and provides both quantitative and qualitative feedback 
on both progress and work to be done. 
Future Focus Areas   
We have work underway to pilot our exciting and 
revolutionary manual handling training with the support 
of key trusted partners. This is an exciting project – not 
because it is leading edge, but because it leverages 
existing technologies to help in addressing real world 
problems and has an impact on our team both at work and 
elsewhere in their lives. 
Our focus on a more holistic approach to wellbeing 
remains a priority and the introduction this year of new 
products and services, while maintaining or enhancing 
traditional support such as Employee Assistance for our 
team is a top priority. 
“It’s a privilege to be part of a team that delivers 
exceptional results across such a wide range of 
measures. None of the contributions made by our 
teammates throughout the business are taken for 
granted. They reflect so many elements of our 
business: a relentless focus on our customers, a 
capable and committed team, and a culture that 
binds us together.”
Aston Moss
Chief People Officer
As a leadership team, we are committed to progressing a 
range of initiatives which would be accurately described 
as reflecting the “S for Social” in our broader ESG 
strategy. Although too early to state many details, it’s 
clear that support of new or intending parents in our 
workforce is an important consideration and that there is 
a range of options available to us to support members of 
our team who are expecting additions to their families. 
Briscoe Group Limited Annual Report 2024  | Sustainability
19

Our Goal
Taking action on climate change and waste across our 
supply chain. Implementing a credible plan to achieve 
net zero emissions and to reduce waste.  
Within the environmental pillar of our sustainability 
strategy, our primary emphasis is on mitigating
climate-related impacts, minimising waste and promoting 
ethical compliance within our supply chain.
We’ve achieved considerable strides in these domains, 
having established our inaugural climate targets that 
encompass Scope 1 and 2 emissions. Additionally, 
we’ve successfully conducted a waste reduction pilot in 
Christchurch. Nonetheless, we acknowledge the extensive 
journey ahead. We recognise that our most significant 
environmental footprint stems from Scope 3 emissions 
within our supply chain. To address this, we are actively 
collaborating with our suppliers and industry peers and 
continue to seek external expertise to assist us.
Environment 
Climate, Waste & Ethical Supply Chain
Our Scope 1 & 2 Emission Targets:   
“The Board has officially approved 
our greenhouse gas emission 
reduction targets for Scope 1 & 2. 
We are committed to achieving a 
50% reduction by 2030 and aim to 
reach Net Zero emissions by 2050.”
2023
2024
2025
2026
2027
2028
2029
2030
2035
2040
2050
78
76
58
52
49
47
69
60
45
50
40
40
20
20
30
20
40
50
60
90
110
131
174
212
Net Zero
Total Scope 1 Emissions (tCO2e)​
Our Scope 1 Emissions 
Reduction Roadmap​
31 LPG Forklifts (52 Tonnes) ​
Staff Fuel (73 Tonnes)  ​
Refrigerant Gases (49 Tonnes)​
OUR SCOPE 1 EMISSIONS FOR THE YEAR 
ENDED JANUARY 2024 IS 174 TONNES 
AND IS FROM: ​
73
Total
Scope 1
Our target was developed by a third party in 2023 based on the Science Based Target Initiative guidance at the time. We’re confident in 
meeting our 2030 targets, but achieving Net Zero by 2050 for our Scope 1 emissions relies on advancements in refrigerant gas technology.
2030 Target 
50% reduction
25
To set these targets we consulted with external experts and 
also followed the guidance from the Science Based Targets 
Initiative.  
Our direct greenhouse gas emissions (Scope 1) originate 
from three primary sources: 
1.	 LPG consumption in our forklifts, both in retail locations 
and our distribution centre. 
2.	 Emissions from refrigerants used in our heating, 
ventilation and cooling systems (HVAC), prevalent in 
stores and our head office. 
3.	 Petrol and diesel usage for team member business travel. 
Briscoe Group Limited Annual Report 2024 | Sustainability
20

To achieve our Scope 1 emission reduction goals, we have 
outlined the following strategies: 
•	 Transitioning our forklift fleet from LPG to electric power. 
This initiative is in progress and is targeted for completion 
by 2025, which is expected to cut our Scope 1 emissions 
by 35%. 
•	 For refrigerant gases, we’ll consistently collaborate 
with maintenance contractors and property owners to 
ensure new HVAC installations follow best practices and 
regulations, prioritising refrigerants with lower global 
warming potential. This approach aims to cut our Scope 1 
emissions by 15% by 2030 alongside planned upgrades. 
To achieve our goals of reducing Scope 2 emissions, which 
are from the electricity we procure, we will:
•	 Continue enhancing energy efficiency and migrating to 
modern, eco-friendly store designs.
•	 Investigate potential avenues for rooftop solar.
•	 Assess the possibility of selecting a fully certified 
renewable energy provider in our next energy 
procurement cycle.
Waste
Waste management remains a significant challenge in 
the retail sector, and we recognise the importance of 
intensifying our efforts in this area. Over the past year, in 
collaboration with specialist providers Eco Central, we have 
initiated a pilot project across eight stores in the Canterbury 
region to address this issue. Key elements of this pilot 
include: 
•	 Redirecting product returns that are in suitable condition, 
which would typically be destined for landfill, to Eco 
Central. 
•	 At Eco Central, these products undergo testing and are 
then either sold or donated to those in need. 
The outcome of this initiative has been highly promising. 
Building on this success, we plan to: 
•	 Extend the pilot to additional regions in 2024. 
•	 Develop a comprehensive circular economy roadmap for 
our waste management by 2025. 
“We are thrilled about the success of our pilot program 
with Briscoe Group in Christchurch. This partnership 
represents a significant stride towards sustainable 
practices in retail.
The collaborative effort not only reduces waste but also 
reinforces the idea that, collectively, we can make a 
positive impact on the environment and community.” 
Rob Wilson
Operations Manager 
Eco Central
Ethical Sourcing
We have an ongoing partnership with Verisio to help us 
conduct ethical audits across our supply chain. On track 
to having 100% of all our direct import supplier factories 
vetted by the end of 2024. 
“The global trend suggests an increasing focus on com-
pliance and scrutiny within the supply chain of the retail 
sector. Entities like The Briscoe Group, backed by strong 
audit processes and procedures enhanced by reliable 
technology, are strategically positioned to fulfill upcom-
ing expectations and compliance criteria.”
Leon Reed – CEO Verisio
Future Focus Areas
•	
Scope 3 emissions and targets. 
•	
Expanding waste recovery pilots to other regions.
•	
Setting waste targets. 
•	
Ongoing work with our suppliers in relation to both 
ethical audits and Scope 3 emissions.
2021
2022
2023
1,099
1,309
1,163
Tonnes of Waste to Landfill
Briscoe Group Limited Annual Report 2024  | Sustainability
21

Community
Throughout New Zealand, Briscoe Group remains deeply 
engaged in community initiatives, extending support to 
various causes, particularly those centered around youth 
and sports. Whether it’s backing young athletes, furnishing 
schools with essential sporting gear, or spearheading 
fundraising for our primary charity, Cure Kids, our 
collective efforts – comprising of our dedicated team, loyal 
customers, and vibrant communities – have culminated in a 
record impact year.
Pass It Forward Initiative
In 2017, in collaboration with the Tania 
Dalton Foundation and Silver Fern 
balls, we launched the “Pass It Forward 
initiative.” With every purchase of a 
Pass it Forward ball from Rebel Sport, 
we pledge to donate an identical ball to 
deserving children in need – it’s a simple 
concept: “Buy a ball, give a ball.” 
In New Zealand, statistics reveal that 1 in 8 
children feel excluded from participating in 
sports due to a lack of necessary equipment. 
Pass it Forward is dedicated to breaking down 
this barrier by providing balls to children who 
need them the most. 
Since its inception in 2017, thanks to the unwavering 
support of our customers, we’ve successfully donated 
71,829 balls, valued at $1,795,725, making a tangible 
impact on the lives of countless children across the 
country. 
Cure Kids
In 2023 we had a record 18 teams take part in the Rebel 
Sport 24hr Team Challenge at Eden Park to support our 
key charity partner Cure Kids. For 24 hours teams kept an 
exercise machine (bike or treadmill) moving continuously.  
Thanks to the relentless fundraising efforts of our 18 
dedicated teams and the overwhelming generosity of our 
customers, we are thrilled to announce yet another record-
breaking year in fundraising for Cure Kids.  
“The Cure Kids Board, team and the child health research 
community are so extremely grateful for the passion and 
commitment that Briscoe Group demonstrates in their 
huge fundraising efforts for Cure Kids.
Year on year, the Briscoe Group team go over and above 
their fundraising targets, in 2023 reaching the highest 
figure ever raising $1.15 million, surpassing an overall 
sum of $11 million since 2004.      
A huge thank you to the wonderful Briscoe Group family, 
because of your remarkable fundraising efforts over the 
past 20 years, our tamariki have a much greater chance 
of living healthier lives with brighter futures” 
Frances Benge  
Chief Executive Officer, Cure Kids
Future Focus Areas
•	
Providing more support at the local community level. 
•	
Exploring more ways of involving our team members.
Our Goal
Improving impact via engagement through giving, charity 
and shared value.
22
Briscoe Group Limited Annual Report 2024 | Sustainability

Our inaugural Climate-Related Disclosures on pages 23 to 29 cover our progress between 30 January 2023 and 28 January 
2024 and comply with the Aotearoa New Zealand Climate Standards issued by the External Reporting Board. All figures and 
commentary relate to the full year ended 28 January 2024, unless otherwise indicated.
Briscoe Group is a climate-reporting entity under the Financial Markets Conduct Act 2013. 
In preparing its climate-related discloures, Briscoe Group has elected to use the following first year adoption provisions:
Climate-Related 
Disclosures 
Adoption Provision 
Description 
Adoption provision 1: 
Current financial impacts 
This adoption provision provides an exemption from disclosing the current financial 
impacts of the physical and transition impacts identified and from disclosing an 
explanation of why we are unable to disclose this information.
Adoption provision 2: 
Anticipated financial impacts 
This adoption provision provides an exemption from disclosing the anticipated financial 
impacts of climate-related risks and opportunities reasonably expected by the entity and 
from disclosing an explanation of why we are unable to disclose this information. It also 
provides an exemption from disclosing a description of the time horizons over which the 
anticipated financial impacts of climate related risks and opportunities could reasonably 
be expected to occur.
Adoption provision 3: 
Transition planning
This adoption provision provides an exemption from disclosing the transition plan aspects 
of our strategy, including how our business model and strategy might change to address 
its climate-related risks and opportunities; and the extent to which transition plan aspects 
of our strategy are aligned with our internal capital deployment and funding decision-
making processes. 
Adoption provision 4: 
Scope 3 GHG emissions
This adoption provision provides an exemption from disclosing greenhouse gas (GHG) 
emissions: gross emissions in metric tonnes of carbon dioxide equivalent (CO2e) classified 
as scope 3.
Adoption provision 5: 
Comparatives for metrics
This adoption provision provides an exemption from disclosing comparative information 
for each metric disclosed for the immediately preceding two reporting periods.
Adoption provision 6: 
Comparatives for metrics
This adoption provision provides an exemption from disclosing an analysis of the main 
trends evident from a comparison of each metric from previous reporting periods to the 
current reporting period. 
Briscoe Group Limited Annual Report 2024 | Climate-Related Disclosures
23

Governance
Board Oversight
The Board of Directors has ultimate responsibility for oversight of climate-related reporting and the identification of climate-
related risks and opportunities. The Board meets regularly, at least monthly, and during the year ended January 2024 
Sustainability became a standing Board agenda item. The Board is updated on a regular basis during these meetings on the 
management of, and progress against, goals and targets for addressing climate-related issues. In the last year these monthly 
Board meetings were complemented by three supplementary meetings that were focused on climate-related issues. The 
Board is supported in this function by the Audit and Risk Committee, to perform a review of Briscoe’s primary business risks 
and its Risk Management Policy.  
Directors hold responsibility for their own continuous education and to keep themselves up to date on relevant climate-
related issues. The Board accesses climate-related expertise from within Briscoe Group, and externally where required. The 
Board requires the Sustainability Working Group (SWG) to provide all relevant information to them and to engage experts 
where required knowledge is not available within the organisation. 
Management’s Role 
Briscoe Group Chief Operating Officer (COO) and Chief Financial Officer (CFO) take responsibility for assessing and 
managing climate related risks and opportunities at a corporate level, supported by the Management risk committee and the 
SWG.  
The Management risk committee meets at least quarterly to identify and assess the major risks including climate risks 
affecting the business by maintaining a risk matrix which is used to develop strategies to monitor and mitigate these risks. The 
risk matrix is provided to the Board via the Audit & Risk Committee.  
BRISCOE GROUP BOARD​
Monitoring progress of the ESG workstreams, reviewing formal reporting from the 
Sustainability Working Group and endorsing ESG targets (including GHG emission reductions).
AUDIT & RISK COMMITTEE​
Oversight of financial reporting, financial disclosures and the Group’s accounting 
policies including in relation to climate change. Oversight of the risk management 
framework and the Group risk profile including Climate related risks.​
CFO​
Accountability for the measurement of Greenhouse 
gas emissions and financial reporting 
and the Management Risk Committee.​
COO​
Accountability for the implementation of our 
climate change strategy, ESG progress reporting 
and the Sustainability Working Group.​
MANAGEMENT RISK COMMITTEE​
Members: Managing Director, COO, 
CFO, Internal Audit Manager​
Responsible for assessing the major 
risks including climate risks affecting the 
business and developing strategies to 
monitor and mitigate these risks.​
SUSTAINABILITY WORKING GROUP​
Members: COO, CFO, CPO, GM – Operations and Property, GM – 
Merchandise, Internal Audit Manager, Finance Business Partner​
Responsible for driving climate risk and opportunity identification across 
the business, and preparing our sustainability disclosures, including 
reporting in line with the Climate Standards and quarterly Sustainability 
reporting. Engaging with experts required and preparing Board 
education.​
Board
Level 
Executive
Level 
Management
Level 
BRISCOE GROUP NETWORK
Company
Level 
Briscoe Group Limited Annual Report 2024 | Climate-Related Disclosures
24

Scenario
Net Zero 2050 
(Orderly Category)  
Delayed Transition 
(Disorderly Category) 
Current Policies (Hot 
House World Category)
Description 
An ambitious and coordinated 
transition to a low-emissions, climate 
resilient future. Stringent climate 
policies, innovation, ambitious 
investment, and medium-to-high 
deployment of carbon removal 
solutions limit global warming to 1.6°C 
in 2050 and reducing to 1.4°C by 
2100. 
Ambitious action is delayed 
to 2030, followed by sudden 
and uncoordinated economic 
transformation. Extensive, 
stringent and punitive but 
late government intervention, 
in combination with some 
deployment of carbon removal 
solutions limit global warming to 
1.7°C in 2050 and reducing to 
1.6°C by 2100.
Current emissions reduction 
policies are implemented. 
Current socio-economic 
trends continue, resulting in 
2°C global warming by 2050 
and more than 3°C by 2100.
Severity of 
Physical Impacts
Lowest 
Low to moderate
Highest
Severity of 
Transition- 
Related Impacts
Moderate (greatest in short term) 
Highest (greatest in medium 
term)
Lowest (steadily increasing, 
but also giving businesses 
more time to adapt)
Financial Impact 
of Supply Chain 
Distributions
Lowest 
Low to moderate
Highest
Policy Reaction to 
Climate Change
Immediate and smooth 
Delayed
Current policies only
A retail sector narrative was formed for each scenario identifying the critical interactions and key outcomes and indicators. 
These scenarios considered three different time horizons: short (2023-2030), medium (2031-2040) and long (2041-2050) 
and explored the political, environmental, societal, technological, legal and economic impacts across each potential pathway. 
We then engaged external experts to assist us in interrogating these scenarios and performing a Briscoe Group specific risk 
assessment. This process involved running a number of workshops with the SWG and other key management and had three 
stages: an initial risk screening of a master list of over 30 risks and opportunities, a baseline risk assessment representing 
1.1°C of global warming helping us to identify the current physical and transition impacts we have incurred, and two further 
scenarios representing 1.5°C and 3.0°C of global warming. 
The SWG is responsible for developing, refining, reviewing, and driving the implementation of the Group’s sustainability 
initiatives and policies, including climate specific risk assessment. The SWG meets monthly or more often if required. Also, as 
part of the climate-risk assessment process, it meets annually with other members of management to monitor the climate-
related risk and opportunities identified. Management report directly to the Board monthly on behalf of the SWG.
Strategy
Although we have started to feel the transitional impacts of climate change on our business relating to increased legislation 
(specifically the newly introduced NZ Climate related disclosures) and have seen an increase in insurance premiums off the 
back of climate-related events occurring in NZ, we have been fortunate that the physical impacts experienced by our business 
have not significantly impacted operations. 
We are cognisant some of our team members particularly in Hastings, Napier, Gisborne and parts of Auckland felt the 
impacts of the severe weather events earlier in the year and we are proud of how our Management team responded to 
provide support to those impacted, and the way in which our team members worked to ensure our impacted stores could 
remain open.  This year our priority has been on ensuring our business continues to develop an understanding of the risks and 
opportunities climate change presents.  
In the first half of the year, we collaborated with other retail industry participants to co-design a set of integrated climate 
change scenarios for New Zealand’s retail sector. The sector group chose the following three Network for Greening the 
Financial System (NGFS) scenarios as the basis for the sector-level scenarios:  
Briscoe Group Limited Annual Report 2024 | Climate-Related Disclosures
25

The sector-based time horizons which look out to 2050 were used in the workshops to provide guidance however an 
important outcome of the workshops was to align risks and opportunities to entity level business planning and investment 
timeframes of: 
•	 Short-term: one to three years  
•	 Medium-term: three to 10 years  
•	 Long term: > 10years 
For the ranking of risks and opportunities at 1.5°C of global warming, the narrative considered was a mixture of the Retail 
Sector Scenarios for both an Orderly and a Disorderly Transition. Both these scenarios lead to warming being limited to 
between 1.6°C and 1.7°C by 2050, so physical impacts are similar and seen as being low to moderate.  
With the Disorderly scenario, having a delayed transition (i.e., beyond 2030) this meant that transitional impacts are moderate 
to high, depending on the timing of regulatory and legal interventions. The financial impacts are seen to be low to moderate, 
and both consumer sentiment and macro-economic conditions are uncertain.  
or the ranking of risks and opportunities at a 3.0°C of global warming, the narrative considered is the Hothouse World 
depicted by the Retail Sector Scenarios. In this scenario, physical impacts are the most severe, as is the financial impact of 
supply chain disruptions. Transitional impacts are limited as regulation is either not developed or severely delayed.  
Using a combination of scenarios was intended to add resilience to the risk assessment process and the resultant strategy as 
we prepare for inevitable uncertainty in the short to medium-term. 
We are a leading New Zealand retailer with a blend of bricks and mortar and online shopping channels, offering our customers 
the best range of brands at great prices. We pride ourselves on our ability to adapt quickly to the ever-changing retail 
environment and continue to differentiate ourselves from others in the sector. Our most recent strategy programme has 
been focused on three key areas – enhancing the customer experience, improving our supply chain and developing new 
revenue streams. We acknowledge there is still work to be done to ensure we position ourselves to succeed as the global and 
domestic economy transitions towards a low emission, climate resilient future.  
As part of the scenario analysis and risk assessment process we have already begun discussing how we will manage our 
climate-related risks and realise the opportunities identified. We will engage our external experts again to assist us in 
formalising a transition plan and ensuring we follow a robust process. As we prepare to extend our strategic plan for another 
three years, we will ensure that transition planning plays a part in determining our next strategic initiatives.
The top climate-related risks and opportunities we identified below:
Category
Description 
Potential Impact  
Potential Financial Impact 
Business Response
KEY PHYSICAL RISKS
Sustainable Sourcing 
With climate-related events 
increasing globally, this is a 
significant risk to those who want 
to source sustainable products.  
Impact of a changing climate on 
the availability of raw materials 
for our suppliers. 
Availability of products offered 
to us from our suppliers.
Decreased ability to purchase 
required levels of inventory. 
Diversification of product 
range. 
Increased cost of inventory. 
Decrease in margin/profit. 
Working with 
suppliers to ensure 
diversity in product 
ranges and that 
products are 
sourced sustainably.  
Increased storminess/ 
extreme winds 
River and pluvial 
flooding
Increase in storminess 
(frequency, intensity) including 
tropical cyclones. 
Changes in extreme wind speed. 
Increase in convective weather 
events (tornadoes, lightning). 
Changes in extremes: high 
intensity and persistence of 
rainfall.
Increase in hail severity or 
frequency.
There will be an increasing 
incidence of storm events with 
increasing severity impacting 
supply chains and operations. 
Potential store closures. 
Delays in supply chain. 
Team and customers unable to 
get to our stores.
Loss of sales and decrease in 
profit. 
Cost of repairs/maintenance 
to buildings. 
Increased lease costs. 
Increased supply chain costs.
Transition planning 
to ensure resilience 
to extreme weather 
events.
Global supply chain 
risk
A main international port is 
affected (e.g. by storms/or 
floods).
Unable to get goods to New 
Zealand. 
Need to source goods from 
alternative location. 
Delays in supply chain.
Loss of sales and decrease in 
profit. 
Increased supply chain costs.
Transition planning 
to build resilience 
into supply chain.
Briscoe Group Limited Annual Report 2024 | Climate-Related Disclosures
26

KEY TRANSITION RISKS
Regulatory & Legal 
With a global focus on 
decarbonisation, the increase 
of additional regulation and/
or ratcheting of current 
requirements could have a 
significant impact on global 
supply chains and domestic 
regulation. 
Increased legal activity and 
costs due to climate activism 
and/or sector positioning. 
Increasing complexity 
requiring allocation of time 
and resources.
Increased demand on 
resources to ensure 
compliance. 
Increased demand on 
resources to dispute any 
claims made again company.  
Increased indirect (operating) 
costs and impact on margin. 
Increased cost of corporate 
compliance. 
Cost of potential fine, sanction 
or claim. 
Allocated 
appropriately 
skilled internal 
resource.  
Engaging experts 
where necessary 
to ensure 
compliance. 
Insurance 
Maintaining existing or gaining 
new or additional insurance 
cover may become harder due 
to increased climate risk. 
Potential inability to gain 
insurance.  
May be unable to achieve the 
level of cover desired. 
Increased cost of insurance. 
Increase in cost of Directors & 
Officers Liability insurance. 
Working closely 
with insurers to 
maintain cover. 
Changing consumer 
preferences
Consumers are increasingly 
aware of their role in 
decarbonisation, and this is 
reflected in shopping habits 
and demand for low-carbon 
products. 
 
Reduction in sales due to 
customer preference diverted 
to low carbon products not 
stocked. 
Need to diversify product 
offering to include low carbon 
products. 
Need to transition to supply of 
lower carbon products.
Decrease in sales. 
Increase cost of goods. 
Reduction in profit. 
Working with 
suppliers to ensure 
carbon reduction 
targets set. 
Ensuring product 
offering reflects 
current market 
demands. 
Business Reputation 
Potential for reputational 
damage due to slow or 
perceived lack of response to 
climate change risks. 
Reduction in investor 
confidence. 
Portrayed poorly in the media.  
Customers choosing to shop 
with competitors.
Increase cost of capital. 
Decrease in sales. 
Reduction in profit. 
We have set 
carbon reduction 
targets. 
Transition planning 
underway.
Global supply chain
Decline in NZ Exports causes a 
decrease in shipping availability 
for imports.
Unable to get goods to New 
Zealand. 
Need to source goods locally. 
Delays in supply chain. 
Loss of sales and decrease in 
profit. 
Increased cost of goods.
Increased supply chain costs.
Transition planning 
to build resilience 
into supply chain.
Metrics & Targets
Completeness of emissions 
profile. 
Commitment to emissions 
reductions or NetZero targets. 
Emissions intensity of the 
organisation and achievement 
of reductions. 
Ability to decarbonise, cost of 
decarbonisation.
Highly reliant on suppliers to 
meet scope 3 reduction targets. 
There will be increasing 
scrutiny on organisational 
disclosures and performance 
in decarbonisation. 
Completeness of scope 3 data 
and inherent limitations.
Difficult supplier relationships 
if they are not doing their bit 
to reduce emissions. 
Inability to meet emissions 
reduction targets.
Increased cost of compliance. 
Additional cost of carbon 
reduction/mitigation.
Carbon reduction 
road map 
developed. 
Program of work 
to improve quality 
of scope 3 data.
KEY PHYSICAL OPPORTUNITY
International influences 
from climate change 
and greenhouse gas 
mitigation preferences 
Immigration from Pacific and other Island countries (disaster 
responses, development). 
Migration will increase and New Zealand will increasingly be 
seen as a safer destination, increasing staff availability and 
product demand. 
Increase in sales and increase 
in profit. 
Greater access to labour due to 
growing population. 
KEY PHYSICAL RISKS (CONTINUED)
Sea-level rise leading to 
coastal and estuarine 
flooding
Relative sea-level rise (including 
land movement). 
Change in tidal range or 
increased water depth. 
Permanent increase in spring 
high-tide inundation. 
Rising groundwater from sea-
level rise.
Sea level rise of 0.32m could 
impact specific locations 
and increase losses due to 
flooding. 
Potential store closures. 
Delays in supply chain. 
Team and customers unable 
to get to our stores.
Loss of sales and decrease in 
profit. 
Cost of repairs/maintenance to 
buildings. 
Increased lease costs. 
Increased supply chain costs.
Work under way 
to identify at risk 
catchments. 
Transition planning 
to mitigate risk.
Category
Description 
Potential Impact  
Potential Financial Impact 
Business Response
Briscoe Group Limited Annual Report 2024  | Climate-Related Disclosures
27

KEY TRANSITION OPPORTUNITY
Markets and Products & 
Services 
New market opportunities (diversification).  
Opportunity to develop/source and market low-carbon 
products and services. 
Completeness of emissions 
profile. 
Commitment to emissions 
reductions or NetZero targets. 
Emissions intensity of the 
organisation and achievement of 
reductions. 
Ability to decarbonise, cost of 
decarbonisation.
Highly reliant on suppliers to meet 
scope 3 reduction targets.
Risk Management
This year the SWG performed their first climate-related risk assessment based on the process described in the strategy 
section above. This process will be repeated on at least an annual basis to ensure the identified risks, opportunities and 
management responses stay relevant and complete, and to help us build resilience in our response to climate change.  
The scope of the climate-risk assessment was Briscoe Group Support Office, our Briscoes Homeware and Rebel Sport store 
networks across Aotearoa New Zealand and our distribution centres. Consideration was also given to the wider value chain 
(our suppliers and distribution networks) as they have been, and will continue to be, affected by physical changes to the 
climate.  
The time horizons utilised in the climate-risk assessment process were: 
•	 Short-term: one to three years  
•	 Medium-term: three to 10 years  
•	 Long term: > 10years
Our existing Briscoe Group risk assessment framework was used to determine risk ratings for the identified climate related 
risks. Using our existing framework facilitates the inclusion of climate-related risks into our existing risk management process 
and for comparability of climate-related risks with other types of risks within our business.  
Risks are prioritised using a 5x5 Risk Matrix consisting of two main dimensions: likelihood and Impact. Likelihood refers to the 
probability or chance of a risk occurring, while Impact relates to the potential severity or consequences of that risk.  Principal 
risks identified from our climate-risk assessment process have now been incorporated into our corporate risk register. We 
define principal risks as those with a substantive financial or strategic impact on the business, medium/high likelihood of 
occurrence and medium/high potential impact on our performance. Our risk register tracks:
i.	 Description of the risk  
ii.	 Inherent risk and residual risk 
iii.	Risk profile (evaluation enabling prioritisation) 
iv.	Mitigations 
v.	 Board Oversight (monitoring)  
The Management Risk Committee, comprising the Managing Director, Chief Financial Officer, Chief Operating Officer, and 
Internal Audit Manager review the risk register at least quaterly and risk reporting is presented to the Audit & Risk Committee at 
least six-monthly.
Category
Description 
Potential Impact  
Potential Financial Impact 
Business Response
Briscoe Group Limited Annual Report 2024 | Climate-Related Disclosures
28

Metrics and Targets
Greenhouse Gas (GHG) Emissions
Briscoe Group’s GHG emissions inventory has been prepared in accordance with the Greenhouse Gas Protocol’s Corporate 
Accounting and Reporting Standard and ISO 14064-1:2018 - Greenhouse gases Part 1. We have used the operational control 
consolidation approach. Ministry for the Environment (Mfe) 2023 emissions factors have been used in our calculations. 
FY23 (Base year) 
Emissions (tCO2e) 
FY24  Emissions
(tCO2e) 
Scope 1 
212 
174 
Scope 2
2,531 
1,470 
Total Reported Emissions 
2,743 
1,644
tCO2e per $1m of Sales revenue 
3.49 
2.08
The Group’s Scope 1 & 2 emissions decreased by 40.08% compared to our 2023 base year. Most of the reduction in scope 1 
emissions is attributable to a reduction in use of LPG fuels with the gradual transition of our LPG forklift fleet to electric. Although 
work is underway to reduce our electricity consumption, we note the majority of the reduction in our scope 2 emissions is 
attributable to the fact the 2023 Mfe emission factors were significantly lower than historical years due to lower use of fossil 
fuels and an increase in renewable energy generation on the national grid.
This year we have set the following Greenhouse gas reduction target: Briscoe Group commits to reduce absolute scope 1 and 2 
GHG emissions by 50% by 2030 from a 2023 base year and will work to net zero emissions by 2050.
Our target was developed by a third party and approved by the Board in November 2023, based on the Science Based Target 
initiative (SBTi) guidance at the time.
Scope 3 Emissions 
Consistent with retailers globally we have identified that scope 3 emissions make up the majority of our overall emissions 
profile. These emissions are difficult to measure and influence as they are outside our direct control and span complex 
interconnected supplier networks and geographies.
We have already made significant progress working with appropriately qualified experts to determine what makes up these 
emissions and how we can engage with our suppliers to reduce them.
We have identified that the categories for which we have the most work to do are Category 1: Purchased goods and services 
and Category 11: use of sold products. Until we can uncouple the growth of our business and emissions, a challenge faced 
by many companies and economies globally, we can expect these emissions to continue to increase overall in the short term. 
Given the complexity of the scope 3 calculations there is considerable work ahead of us. In the coming year, we aim to 
deepen our understanding of our Scope 3 emissions profile and improve the quality of the data and assumptions used in our 
calculations, as well as set an appropriate Science based reduction target for scope 3 emissions. We will disclose our Scope 3 
footprint along with our reduction target in next year’s climate-related disclosure.
Other Metrics and Targets
We do not currently use an internal emissions price.  
As we gain a deeper understanding of our climate related risks and opportunities, this understanding will drive further 
consideration of the metrics we use to both measure and monitor climate-related risks across our business. These metrics will 
focus on evaluating the proportion of assets and operations vulnerable to transitional and physical climate risks and aligning 
business activities with climate-related opportunities. 
Management remuneration has not yet been linked directly to climate-related risks and opportunities. As our understanding of 
our climate-related risks and opportunities evolves and we have developed a clear road map and transition plan, we will look 
to explore the appropriate weighting this should have on overall management remuneration.
Briscoe Group Limited Annual Report 2024 | Climate-Related Disclosures
29



For the period ended 28 January 2024
Introduction
These financial statements have been presented in a style which attempts to make them less complex and more relevant to 
shareholders. 
We have grouped the note disclosures into six sections:
1. Basis of Preparation
2. Performance
3. Operating Assets and Liabilities
4. Investments
5. Financing and Capital Structure
6. Other Notes 
Each section sets out the accounting policies applied to the relevant notes. 
The purpose of this format is to provide readers with a clearer understanding of the financial affairs of the Group. 
Accounting policies have been shown in blue font for easier identification.
 
For the 52 week period ended 28 January 2024
Consolidated
Financial
Statements
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
32

 
Table of Contents
Consolidated Financial Statements
Directors’ Approval of Consolidated Financial Statements
35
Consolidated Income Statement
36
Consolidated Statement of Comprehensive Income
37
Consolidated Balance Sheet
38
Consolidated Statement of Cash Flows
39
Consolidated Statement of Changes in Equity
41
Notes to the Consolidated Financial Statements:
1. Basis of Preparation
42
1.1  General Information
42
1.2  General Accounting Policies
42
2. Performance
44
2.1  Segment Information
44
2.2  Income and Expenses
46
2.3  Taxation
47
2.3.1 Taxation – Income statement
47
2.3.2 Taxation – Balance sheet
48
2.3.3 Imputation credits
49
2.4  Earnings Per Share
49
3. Operating Assets and Liabilities
50
3.1  Working Capital
50
3.1.1 Cash and cash equivalents
50
3.1.2 Trade and other receivables
50
3.1.3 Inventories
50
3.1.4 Trade and other payables
51
3.2 Property, Plant and Equipment
52
3.3  Intangible Assets
53
3.4  Leases
54
3.4.1 Right-of-use assets
54
3.4.2 Lease liabilities
55
3.4.3 Lease liabilities maturity analysis
55
3.4.4 Lease related expenses included in the income statement
55
3.4.5 Lease payments included in the cashflow statement
55
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
33

4. Investments
56
4.1  Investment in Equity Securities
56
5. Financing and Capital Structure
57
5.1  Interest Bearing Liabilities
57
5.2  Financial Risk Management
57
5.2.1 Derivative financial instruments
57
5.2.2 Credit risk
58
5.2.3 Interest rate risk
58
5.2.4 Liquidity risk
58
5.2.5 Market risk
59
5.2.6 Sensitivity analysis
60
5.3  Equity	
62
5.3.1 Capital risk management
62
5.3.2 Share capital
62
5.3.3 Dividends
62
5.3.4 Reserves and retained earnings
63
6.  Other Notes
64
6.1  Related Party Transactions
64
6.1.1 Parent and ultimate controlling company
64
6.1.2 Key management personnel	
64
6.1.3 Directors’ fees and dividends	
65
6.2  Employee Equity-Based Remuneration
66
6.2.1 Equity-settled performance rights
66
6.2.2 Equity-based remuneration reserve
68
6.3  Contingent Liabilities
68
6.4  Events After Balance Date
68
6.5  New Accounting Standards
68
Independent Auditor’s Report
69
 
For the 52 week period ended 28 January 2024
Table of Contents
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
34

Authorisation for Issue 
The Board of Directors authorised the issue of these Consolidated Financial Statements on 12 March 2024.
Approval by Directors 
The Directors are pleased to present the Consolidated Financial Statements for Briscoe Group Limited for the 52 
week period ended 28 January 2024. (Comparative period is for the 52 week period ended 29 January 2023).
12 March 2024
For and on behalf of the Board of Directors
Dame Rosanne Meo 
CHAIRMAN	
	
Rod Duke 
GROUP MANAGING DIRECTOR 
Directors’ Approval of Consolidated Financial Statements 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
35

Notes
Period ended
28 January 2024
$000
Period ended
29 January 2023 
$000
Sales revenue
         791,953
         785,854
Cost of goods sold
             (456,191) 
             (439,932) 
Gross profit
         335,762
         345,922
Other operating income
2.2
                 3,574 
                 3,292 
Store expenses
               (123,899) 
               (122,594) 
Administration expenses
(89,141) 
(91,126) 
Earnings before interest and tax
126,296
135,494
Finance income
                 6,209 
                 2,495 
Finance cost
(15,224) 
(14,908) 
Net finance cost
5.1
                 (9,015) 
                 (12,413) 
Profit before income tax
              117,281 
              123,081 
Income tax expense
2.3.1
              (33,060) 
              (34,644) 
Net profit attributable to shareholders
             84,221
             88,437
Earnings per share for profit attributable to shareholders:
Basic earnings per share (cents)	
2.4
37.8
39.7
Diluted earnings per share (cents)
2.4
37.8
39.7
The above consolidated income statement should be read in conjunction with the accompanying notes.  
Consolidated Income Statement 
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
36

Notes
Period ended
28 January 2024
$000
Period ended
29 January 2023 
$000
Net Profit attributable to shareholders
            84,221
            88,437
Other comprehensive income:
Items that will not be subsequently reclassified  
to profit or loss:
Change in value of investment in equity securities
4.1
(15,842) 
(13,922) 
Items that may be subsequently reclassified to  
profit or loss:
Fair value gain recycled to income statement  
from cashflow hedge reserve
            (3,253)
            (8,983)
Fair value gain taken to the cashflow hedge reserve
                 6,196
                 3,077 
Deferred tax on fair value gain taken to income  
statement from cashflow hedge reserve
2.3.2
                 911
                 2,515 
Deferred tax on fair value gain taken to cashflow  
hedge reserve
2.3.2
        (1,735)
                           (862)
Total other comprehensive income/(loss)
               (13,723)
                 (18,175)
Total comprehensive income attributable  
to shareholders
                 70,498 
                 70,262 
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
Consolidated Statement of Comprehensive Income 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
37

 
As at 28 January 2024
Notes
28 January 2024 
$000
29 January 2023 
$000
ASSETS
Current assets
Cash and cash equivalents
3.1.1
175,441
149,874
Trade and other receivables
3.1.2
7,738
6,184
Inventories
3.1.3
104,868
117,792
Derivative financial instruments
5.2.5
548
40
Total current assets
288,595
273,890
Non-current assets
Property, plant and equipment
3.2
132,810
130,292
Intangible assets
3.3
2,078 
1,994 
Right-of-use assets
3.4.1
245,318 
243,701 
Deferred tax
2.3.2
17,309
16,622
Investment in equity securities
4.1
35,046 
50,888 
Total non-current assets
432,561
443,497
TOTAL ASSETS
721,156
717,387
LIABILITIES
Current liabilities
Trade and other payables
3.1.4
106,292 
109,181 
Lease liabilities
3.4.3
19,850 
19,791 
Taxation payable
2.3.2
8,316 
11,308 
Derivative financial instruments
5.2.5
259 
2,513 
Total current liabilities
   134,717
  142,793
Non-current liabilities
Trade and other payables
3.1.4
 1,241
 892
Lease liabilities
3.4.3
                      269,330 
                      265,178 
Total non-current liabilities
270,571
266,070
TOTAL LIABILITIES
405,288
408,863
NET ASSETS
315,868 
308,524 
EQUITY
Share capital
5.3.2
62,344
62,136
Cashflow hedge reserve
5.2.5
   250
   (1,869)
Equity-based remuneration reserve
6.2.2
701
575
Other reserves
5.3.4
                      (52,807) 
                      (36,965) 
Retained earnings
305,380
284,647
TOTAL EQUITY
315,868
308,524
The above consolidated balance sheet should be read in conjunction with the accompanying notes.
Consolidated Balance Sheet
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
38

Notes
Period ended  
28 January 2024 
$000
Period ended 
29 January 2023 
$000
OPERATING ACTIVITIES
Cash was provided from
Receipts from customers
           792,313 
           784,747 
Rent received
                  105 
                  28 
Dividends received
2,885
                2,884 
Interest received 
               5,484 
               1,833 
Insurance recovery
                     110 
                     154 
           800,897
           789,646
Cash was applied to
Payments to suppliers
            (492,773) 
            (457,553) 
Payments to employees
(95,016) 
(98,366) 
Interest paid
(15,224) 
(14,893) 
Net GST paid
       (36,958) 
       (31,932) 
Income tax paid
        (37,620) 
        (42,486) 
 (677,591) 
 (645,230) 
Net cash inflows from operating activities
           123,306
           144,416
INVESTING ACTIVITIES
Cash was provided from
Proceeds from sale of property, plant and equipment
              16
23
              16
23
Cash was applied to
Purchase of property, plant and equipment
3.2
            (13,582) 
            (15,357) 
Purchase of intangible assets
(1,477) 
(1,098) 
Investment in equity securities 
4.1
-
-
 (15,059) 
 (16,455) 
Net cash outflows from investing activities
 (15,043) 
 (16,432) 
FINANCING ACTIVITIES
Cash was provided from
Issue of new shares
5.3.2
-
-
Net proceeds from borrowings
-
-
-
-  
Cash was applied to
Dividends paid
5.3.3
             (63,488) 
             (61,228) 
Lease liability payments
(19,389) 
(19,065) 
(82,877) 
(80,293) 
Net cash outflows from financing activities
(82,877) 
(80,293) 
Net increase in cash and cash equivalents
              25,386 
              47,691 
Cash and cash equivalents at beginning of period
               149,874
               102,481
Effect of exchange rate changes on cash and cash equivalents
181 
(298) 
Cash and cash equivalents at period end
3.1.1
           175,441
           149,874
Consolidated Statement of Cash Flows  
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
39

Consolidated Statement of Cash Flows (continued) 
RECONCILIATION OF NET CASH FLOWS FROM
OPERATING ACTIVITIES TO REPORTED NET PROFIT
Period ended
28 January 2024
$000
Period ended
29 January 2023 
$000
Reported net profit attributable to shareholders
            84,221 
            88,437 
Items not involving cash flows
Depreciation and amortisation expense
34,835 
34,292 
Bad debts and movement in doubtful debts
                  (44)
                  (91)
Inventory adjustments
               (1,342) 
               16
Amortisation of equity-based remuneration
                                391
                                276
Loss on disposal/surrender of assets
         62    
669    
             33,902
             35,162
Impact of changes in working capital items
Increase in trade and other receivables
(1,510) 
(1,011) 
Decrease in inventories
           14,266 
           1,706 
Decrease in taxation payable
               (2,992) 
               (6,958) 
(Decrease) increase in trade payables
(4,767) 
27,124
Increase (decrease) in other payables and accruals
186   
(44) 
           5,183 
           20,817 
Net cash inflow from operating activities
         123,306 
         144,416 
NET DEBT RECONCILIATION
Period ended
28 January 2024
$000
Period ended
29 January 2023 
$000
Cash and cash equivalents
Cash and cash equivalents at beginning of period
149,874 
102,481 
Net increase in cash and cash equivalents
25,386 
47,691 
Effect of exchange rate changes
181 
(298) 
Cash and cash equivalents at period end
175,441
149,874
Lease liabilities
Opening value
(284,969) 
(289,218) 
Cash flows
19,389 
19,065 
Lease acquisitions
(27,273) 
(16,139) 
Lease surrenders
3,673 
1,323 
Total lease liabilities at period end
(289,180)
(284,969)
Net debt reconciliation
(113,739)
(135,095)
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
40

Notes
Share 
Capital 
$000
Cashflow
Hedge
Reserve
Equity-Based
Remuneration
Reserve
Other
Reserves
$000
Retained 
Earnings 
$000
Total 
Equity 
$000
$000
$000
Balance at 30 January 2022
     61,992 
2,384
566
(23,043)
257,414
299,313
Net profit attributable to shareholders for the period
-
-
-
-
        88,437 
        88,437 
Other comprehensive income:
Change in value of investment in equity 
securities
4.1
-
-
-
(13,922) 
-
(13,922) 
Net fair value loss taken through cashflow 
hedge reserve
-
    (4,253) 
-
-
-
       (4,253) 
Total comprehensive (loss)/income for the period
-
(4,253)
-
         (13,922) 
        88,437 
     70,262 
Transactions with owners:
Dividends paid
5.3.3
-
-
-
-
(61,228) 
(61,228) 
Performance rights charged to income 
statement
6.2.1
-
-
            276 
-
-
               276 
Performance rights vested
5.3.2/6.2
144
-
(144)
-
-
-
Performance rights forfeited
6.2.2
-
-
(24)
-
24
-
Deferred tax on equity-based remuneration
2.3.2/6.2.2
-
-
            (99) 
-
-
            (99) 
Balance at 29 January 2023
62,136 
(1,869) 
575 
(36,965) 
284,647 
308,524 
Net profit attributable to shareholders for the period
-
-
-
-
        84,221    
         84,221    
Other comprehensive income:
Change in value of investment in equity 
securities
4.1
-
-
-
(15,842) 
-
(15,842) 
Net fair value loss taken through cashflow 
hedge reserve
-
       2,119    
-
-
-
       2,119    
Total comprehensive (loss)/income for the period
-
       2,119    
-
(15,842) 
        84,221    
         70,498 
Transactions with owners:
Dividends paid
5.3.3
-
-
-
-
 (63,488) 
       (63,488) 
Performance rights charged to income 
statement
6.2.1
-
-
391 
-
-
391 
Performance rights vested
5.3.2/6.2
208
-
           (208)
-
-
              -
Performance rights forfeited
6.2.2
-
-
           -
-
-
              -
Deferred tax on equity-based remuneration
2.3.2/6.2.2
-
-
(57)
-
-
(57)
Balance at 28 January 2024
62,344 
250 
701 
(52,807) 
305,380 
315,868 
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
Consolidated Statement of Changes in Equity  
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
41

1. Basis of Preparation
This section presents a summary of information considered relevant and material to assist the reader in understanding 
the foundations on which the financial statements as a whole have been compiled. Accounting policies specific to 
notes shown in other sections are included as part of that particular note.
1.1 General Information
Briscoe Group Limited (the Company) and its subsidiaries (together the Group) is a retailer of homeware and sporting goods. The 
Company is a limited liability company incorporated and domiciled in New Zealand and is listed on the New Zealand Stock Exchange 
(NZX). Briscoe Group Limited is registered under the Companies Act 1993 and is an FMC Reporting Entity under Part 7 of the 
Financial Markets Conduct Act 2013. The address of its registered office is 1 Taylors Road, Morningside, Auckland. The Company is 
registered in Australia as a foreign company under the name Briscoe Group Australasia Limited and is listed on the Australian Securities 
Exchange as a foreign exempt entity. (NZX / ASX code: BGP). 
The financial statements of the Group have been prepared in accordance with the requirements of Part 7 of the Financial Markets 
Conduct Act 2013 and the NZX Main Board Listing Rules.  
These audited consolidated financial statements have been approved for issue by the Board of Directors on 12 March 2024. 
1.2 General Accounting Policies
These consolidated financial statements have been prepared in accordance with Generally Accepted Accounting Practice (GAAP). 
They comply with New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) and other applicable Financial 
Reporting Standards, as appropriate for for-profit entities. The consolidated financial statements also comply with International 
Financial Reporting Standards Accounting Standards (IFRS Accounting Standards). 
The consolidated financial statements are presented in New Zealand dollars which is the Company’s functional currency and the 
Group’s presentation currency. All financial information has been presented in thousands, unless otherwise stated. 
The material accounting policies adopted in the preparation of the financial report are set out below. These policies have been 
consistently applied to all the periods presented, unless otherwise stated. 
Entities reporting 
The consolidated financial statements reported are for the consolidated Group which is the economic entity comprising Briscoe Group 
Limited and its subsidiaries. The Group is designated as a for-profit entity for the purposes of complying with GAAP. 
Reporting period 
These consolidated financial statements are in respect of the 52-week period 30 January 2023 to 28 January 2024 and provide a 
balance sheet as at 28 January 2024. The comparative period is in respect of the 52-week period 31 January 2022 to 29 January 
2023. The Group operates on a weekly trading and reporting cycle resulting in 52 weeks for most years with a 53-week period 
occurring once every 5-6 years. 
Principles of consolidation 
Subsidiaries are all entities over which the Company has control. The Company controls an entity when the Company is exposed to, or 
has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the 
entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Company. They are deconsolidated from 
the date that control ceases. 
Intercompany transactions, balances and unrealised gains or losses on transactions between Group companies are eliminated. 
Accounting policies of subsidiaries are changed when necessary to ensure consistency with the policies adopted by the Company. 
 
For the 52 week period ended 28 January 2024
Notes to the Consolidated Financial Statements
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
42

Subsidiaries
 Activity
2024 Interest
2023 Interest
Briscoes (New Zealand) Limited
Homeware retail
100%
100%
The Sports Authority Limited (trading as Rebel Sport)
Sporting goods retail
100%
100%
Rebel Sport Limited
Name protection
100%
100%
Living and Giving Limited
Name protection
100%
100%
All companies above are incorporated in New Zealand and have a balance date consistent with that of the Company as outlined in the 
accounting policies.
Historical cost convention 
These financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain assets as 
identified in specific accounting policies detailed throughout these financial statements.
Critical accounting judgements and estimates 
In the process of applying the Group’s accounting policies and the application of accounting standards, a number of estimates 
and judgements have been made. The estimates and underlying assumptions are based on historical experience and adjusted for 
current market conditions and other factors, including expectations of future events that are considered to be reasonable under the 
circumstances. If outcomes within the next financial period are significantly different from assumptions, this could result in adjustments 
to carrying amounts of the asset or liability affected. 
Further explanation as to estimates and assumptions made by the Group can be found in the notes to the financial statements:   
Areas of judgement and estimation
Note
Inventories
3.1.3
Leases
3.4
Climate related risks  
As part of its risk management framework the Group continues to monitor its exposure to risk, including climate related risk and related 
regulatory reporting requirements. During the year ended 28 January 2024 Briscoe Group completed its first climate-related risk 
assessment which will be disclosed in this year’s Annual report. As part of this assessment, we have not identified any material impacts 
requiring specific disclosure in the financial statements. The identified climate-related risks and opportunities including both physical 
and transitional impacts have been considered as part of the above critical accounting judgements and estimates. 
Foreign currency translation 
Foreign currency transactions are translated into the functional currency using 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 which case they are recognised in other comprehensive income as qualifying cash flow hedges. 
1. Basis of Preparation 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
43

This section reports on the results and performance of the Group, providing additional information about individual 
items, including performance by operating segment, revenue, expenses, taxation and earnings per share. 
2.1 Segment Information
An operating segment is a component of an entity that engages in business activities which earns revenue and incurs expenses and 
for which the chief operating decision maker (CODM) reviews the operating results on a regular basis and makes decisions on resource 
allocation. The Group has determined its CODM to be the group of executives comprising the Managing Director, Chief Operating 
Officer, Chief Financial Officer and the Chief People Officer.  
 
The Group is organised into two reportable operating segments, namely homeware and sporting goods, reflecting the different retail 
sectors within which the Group operates. The Company is considered not to be a reportable operating segment. Eliminations and 
unallocated amounts as shown below are primarily attributable to the Company. There were no inter-segment sales in the period 
(2023: Nil).  
Information regarding the operations of each reportable operating segment is included below. Segment profit represents the profit 
earned by each segment and is extracted from the income statements associated with the two trading subsidiary companies, Briscoes 
(New Zealand) Limited and The Sports Authority Limited (trading as Rebel Sport). Earnings before interest and tax (EBIT) is a non-
GAAP measure and used by CODM to assess the performance of the operating segments. This measure should not be viewed in 
isolation, nor considered as a substitute for measures reported in accordance with NZ IFRS. This non-GAAP financial measure may not 
be comparable to similarly titled amounts reported by other companies. 
For the period ended 28 January 2024
Homeware
Sporting 
goods
Eliminations/
Unallocated
Total Group
$000
$000
$000
$000
INCOME STATEMENT
 
Total sales revenue
              490,116 
            301,837 
-
           791,953 
Gross profit
              211,082 
            124,680 
-
           335,762 
Earnings before interest and tax
                75,267 
              44,764 
               6,265 
           126,296 
Finance income
                  1,418 
                4,024 
                  767 
               6,209 
Finance costs
            (10,178) 
(5,043) 
                    (3) 
(15,224) 
Net finance cost
                (8,760) 
              (1,019) 
                  764 
             (9,015) 
Income tax expense
              (18,873) 
            (12,254) 
              (1,933) 
           (33,060) 
Net profit after tax
                47,634 
              31,491 
               5,096 
            84,221 
BALANCE SHEET ITEMS:
Assets
              379,270 
           282,560 
             59,3261.
          721,156 
Liabilities
              256,861 
           143,988 
               4,439 
          405,288 
OTHER SEGMENTAL ITEMS:
Acquisitions of property, plant and  
equipment, intangibles and investments
                 10,826 
              4,233 
-
            15,059 
Depreciation and amortisation expense
               22,386 
            12,449 
-
            34,835 
$000
1.  Investment in equity securities
  37,829 
Intercompany eliminations
(7,432)
Other balances
28,929
  59,326 
 
For the 52 week period ended 28 January 2024
2. Performance
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
44

2. Performance
For the period ended 29 January 2023
Homeware
Sporting 
goods
Eliminations/
Unallocated
Total Group
$000
$000
$000
$000
INCOME STATEMENT
Total sales revenue
              487,501 
      298,353 
-
     785,854 
Gross profit
              214,861 
       131,061 
-
     345,922 
Earnings before interest and tax
                75,652 
        54,032 
                  5,810 
      135,494 
Finance income
                     482 
           1,895 
                     118 
         2,495 
Finance cost
                (9,913) 
         (4,945) 
                     (50) 
     (14,908) 
Net finance costs
                (9,431) 
         (3,050) 
                       68 
     (12,413) 
Income tax expense
              (18,772) 
       (14,280) 
                (1,592) 
    (34,644) 
Net profit after tax
                47,449 
                     36,702 
                  4,286 
             88,437 
BALANCE SHEET ITEMS:
Assets
             372,788 
       276,147 
68,4521.
     717,387 
Liabilities
              254,474 
       151,254 
                3,135 
     408,863 
OTHER SEGMENTAL ITEMS:
Acquisitions of property, plant and  
equipment, intangibles and investments
                  9,474 
           6,981 
-
      16,455 
Depreciation and amortisation expense
                22,352 
         11,940 
-
      34,292 
$000
1.  Investment in equity securities
   53,671 
Intercompany eliminations 
(7,523)
Other balances
22,304
68,452
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
45

2.2 Income and Expenses
Revenue recognition 
Revenue comprises the fair value of consideration received or receivable for the sale of goods and services, net of Goods and Services 
Tax (GST), and discounts and after eliminating sales within the Group. Revenue is recognised as follows:
Sales of goods - retail 
For all sales, control is considered to pass to the customer at the point when the customer can use or otherwise benefit from the goods 
and services. For in-store sales, control passes to the customer at point of sale. For online sales, the order along with delivery to the 
customer are considered to comprise a single performance obligation, therefore control is considered to pass to the customer on 
delivery of the goods. Retail sales are predominantly by credit card, debit card or in cash. 
Rental income 
Rental income (net of any incentives given to lessees) is recognised on a straightline basis over the period of the lease.
Interest income 
Interest income is recognised on a time-proportionate basis using the effective interest method.
Dividend income 
Dividend income is recognised when the right to receive the dividend is established.
Profit before income tax includes the following specific income and expenses:
Period ended 
28 January 2024
Period ended 
29 January  2023
$000
$000
Income
Rental income
105 
28 
Dividends received
2,885 
2,884 
Insurance recovery
110 
154 
Gain on lease surrender
474 
226 
Expenses
Depreciation of property, plant and equipment	
10,985 
10,540 
Amortisation of software costs
1,393 
1,622 
Depreciation of right-of-use assets
22,457 
22,130 
Interest on leases
15,220 
14,859 
Operating lease rental expense
56 
190 
Wages, salaries and other short-term benefits
99,133 
94,828 
Equity-based remuneration (refer also Note 6.2)
391 
276 
Amounts paid to auditors: 
        Statutory Audit
156 
143 
        Half year review
47
47
        Other services
-
-
2. Performance
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
46

2.3 Taxation
Current and deferred income tax 
The income tax expense for the period is the tax payable on the current period’s taxable income based on the income tax rate adjusted 
by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and 
their carrying amounts in the financial statements. 
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in 
New Zealand, being the country where the Group operates and generates taxable income. The Group periodically evaluates positions 
taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions 
where appropriate on the basis of amounts expected to be paid to the tax authorities. 
Deferred income tax is provided in full, using the liability method, on temporary differences arising between tax bases of assets and 
liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined using tax rates (and 
laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred 
income tax asset is realised or the deferred income tax liability is settled. 
Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the 
temporary differences can be utilised. 
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when 
the deferred tax balances relate to the same taxation authority. Current tax assets and liabilities are offset when the entity has a legal 
enforceable right to offset and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. 
Goods and Services Tax (GST) 
The income statement, statement of comprehensive income and statement of cash flows have been prepared so that all components 
are stated exclusive of GST. All items in the balance sheet are stated net of GST, with the exception of trade receivables and trade 
payables, which include GST invoiced.
2.3.1  Taxation – Income statement
The total taxation charge in the income statement is analysed as follows:
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
(a) Income tax expense
Current tax expense:
Current tax
                  33,383 
                  34,585 
Adjustments for prior periods
                       1,245 
943
                 34,628 
                 35,528 
Deferred tax expense:
(Increase) decrease in future tax benefit current period
                   (309) 
67
Adjustments for prior periods	
(1,259) 
(951) 
                    (1,568) 
                 (884) 
Total income tax expense
                33,060 
                34,644 
2. Performance 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
47

2. Performance
 
For the 52 week period ended 28 January 2024
Period ended
28 January 2024 
$000
Period ended
29 January 2023
$000
(b) Reconciliation of income tax expense to tax rate  
       applicable to profits
Profit before income tax expense
    117,281 
    123,081 
Tax at the corporate rate of 28% (2023: 28%)
    32,839 
    34,463 
Tax effect of amounts which are either non-deductible  
or non-assessable in calculating taxable income
235 
189 
Prior period adjustments
            (14) 
(8)
Total income tax expense
    33,060 
    34,644 
The Group has no tax losses (2023: Nil) and no unrecognised temporary differences (2023: Nil).
2.3.2  Taxation – Balance sheet
(a) Deferred Taxation
The following are the major deferred taxation liabilities and assets recognised by the Group and movements thereon during the current 
and prior period:
Depreciation
Provisions
Derivative 
financial
instruments
Right of use 
 asset
Lease
 liability
Total
$000
$000
$000
$000
$000
$000
At 30 January 2022
184 
4,166
        (926) 
(70,221)
80,981 
    14,184
Recognised in the income statement
7
82
-
1,985
(1,190) 
884 
Recognised in equity
-
(99)
-
-
-
(99) 
Recognised in other comprehensive income
-
-
1,6531.
-
-
1,653 
At 29 January 2023
191 
4,149 
727
(68,236)
79,791 
16,622 
Recognised in the income statement
181 
661 
-
(453)
1,179 
1,568 
Recognised in equity
-
(57) 
-
-
(57) 
Recognised in to other comprehensive income
-
-
(824)
-
(824)
At 28 January 2024
                  372 
4,753 
(97) 
(68,689)
80,970 
17,309 
1. Net credited/(debited) to other comprehensive income comprises deferred tax on fair value gain taken to income statement of $910,740 (2023: 
deferred tax on fair value gain of $2,515,053) and deferred tax on fair value gain taken to cash flow hedge reserve of $1,734,795 (2023: deferred tax 
on fair value gain of $861,599).
(b) Taxation payable 
The following is the analysis of the movements in the taxation payable balance during the current and prior period:
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Movements:
Balance at beginning of period
              (11,308) 
              (18,266) 
Current tax 
             (34,628) 
             (35,528) 
Tax paid
              37,195 
              42,072 
Foreign investor tax credit (FITC)
                   425
                   414
Balance at end of period
              (8,316) 
              (11,308) 
1.
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
48

2.3.3  Imputation credits
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Imputation credits available for use in  
subsequent accounting periods:
              142,436 
               138,029 
The above amounts represent the balance of the imputation account as at the end of the reporting period, adjusted for:
•	 Imputation credits that will arise from the payment of the provision for income tax,
•	 Imputation debits that will arise from the payment of dividends recognised as liabilities at the reporting date, and
•	 Imputation credits that will arise from the receipt of dividends recognised as receivables at the reporting date.
The consolidated amounts include imputation credits that would be available to the Company if subsidiaries paid dividends.
2.4  Earnings per share
Earnings per share (EPS) is the amount of post-tax profit attributable to each share. 
Basic EPS is computed by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares on 
issue during the period. 
 
Diluted EPS adjusts for any commitments the Group has to issue shares in the future that would decrease the Basic EPS. These 
are in the form of performance rights. Diluted EPS is therefore computed by dividing the net profit attributable to shareholders by 
the weighted average number of ordinary shares on issue during the period, adjusted to include the potentially dilutive effect if 
performance rights to issue ordinary shares were exercised and converted into shares. 
Period ended
28 January 2024
Period ended
29 January 2023
Net profit attributable to shareholders $000
                84,221 
                88,437 
Basic
               
Weighted average number of ordinary shares on issue (thousands)
              222,756 
              222,638 
Basic earnings per share
          37.8 cents 
          39.7 cents 
Diluted
Weighted average number of ordinary shares on issue adjusted for performance rights 
issued but not exercised (thousands)
            223,070 
            222,931 
Diluted earnings per share
        37.8 cents 
        39.7 cents 
2. Performance 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
49

This section reports the assets used to generate the Group’s trading performance and the liabilities incurred as a 
result. Liabilities relating to the Group’s financing activities are addressed in note 5. Assets and liabilities in relation to 
deferred taxation and taxation payable are shown in note 2.3. The carrying amounts of financial assets and liabilities are 
equivalent to their fair value unless otherwise stated.
3.1  Working Capital
Working capital represents the assets and liabilities the Group generates through its trading activity. The Group 
therefore defines working capital as cash, trade and other receivables, inventories and trade and other payables.
3.1.1  Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions and other short-term, 
highly liquid investments with original maturities of three months or less, that are readily convertible to known amounts 
of cash and that are subject to an insignificant risk of changes in value.
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Cash at bank or on hand
175,441 
149,874 
As at 28 January 2024 the Group held foreign currency equivalent to NZ$1.820 million (2023: NZ$1.692 million) which is included in 
the table above. The foreign currency in which the Group deals primarily is the US Dollar. 
3.1.2  Trade and other receivables
Trade receivables arise from sales made to customers on credit or through the collection of purchasing rebates from 
suppliers not otherwise deducted from suppliers’ payable accounts. Trade receivables are recognised initially at 
the value of the invoice sent to the customer (fair value) and subsequently at the amounts considered recoverable 
(amortised cost). Trade receivable balances are reviewed on an on-going basis. 
 
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Trade receivables
                 1,502 
                      1,573 
Prepayments
                 3,268 
                 2,177 
Other receivables
                    2,968 
                    2,434 
Total trade and other receivables 
                 7,738 
                 6,184 
No interest is charged on trade receivables.
3.1.3  Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is determined using a weighted average 
method and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and 
condition. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs 
necessary to make the sale. 
3. Operating Assets and Liabilities
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
50

The Group assesses the likely residual value of inventory. Stock provisions are recognised for inventory which is 
expected to sell for less than cost and also for the value of inventory likely to have been lost to the business through 
shrinkage between the date of the last applicable stocktake and balance date. In recognising the provision for inventory, 
judgement has been applied by considering a range of factors including historical results, current trends and specific 
product information from buyers. 
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Finished goods
              110,293 
              123,045 
Inventory provisions and adjustments
               (5,425) 
               (5,253) 
Net inventories
              104,868 
              117,792 
During the period the Group recognised $445.9 million (2023: $431.0 million) of inventory as an expense within cost of goods sold.
3.1.4  Trade and other payables
Trade and other payable amounts represent liabilities for goods and services provided to the Group prior to the end of a financial 
period, which are unpaid. 
Trade payables 
Trade payables are recognised at the value of the invoice received from a supplier (fair value). The carrying value of trade payables is 
considered to approximate fair value as the amounts are unsecured and are usually paid within 60 days of recognition.
Employee entitlements 
Wages and salaries, annual leave and sick leave 
Liabilities for wages and salaries, including nonmonetary benefits, annual leave and accumulating sick leave expected to be settled 
within 12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date 
and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for nonaccumulating sick leave are 
recognised when the leave is taken and measured at the rates paid or payable. The liability for employee entitlements is carried at the 
present value of the estimated future cash flows.
Bonus plans 
A liability is recognised for bonuses payable to employees where a contractual obligation arises for an agreed level of payment 
dependent on both company and individual performance criteria.
Long service leave 
The liability for long service leave is recognised as a non-current liability and measured as the present value of expected future 
payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. 
Consideration is given to expected future wage and salary levels, history of employee departure rates and periods of service. Expected 
future payments are discounted using market yields at the reporting date on government bonds with terms to maturity that match, as 
closely as possible, the estimated future cash outflows.
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 relate to returns in relation to sales of goods directly imported by the Group and are expected to be fully utilised within the 
next twelve months. Provisions relating to inventory, receivables and employee benefits have been treated as part of those specific 
balances. There are no other provisions relating to these financial statements. 
 
For the 52 week period ended 28 January 2024
3. Operating Assets and Liabilities
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
51

3. Operating Assets and Liabilities
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Trade payables
               65,942 
               70,709 
Employee entitlements
                 19,045 
                 14,928 
Other payables and accruals
               22,404 
               24,326 
Provisions
                    142
                    110
Total trade and other payables
               107,533 
               110,073 
Shown in balance sheet as:
Current liabilities
               106,292 
               109,181 
Non-current liabilities
                    1,241 
892
Total trade and other payables
               107,533 
               110,073 
3.2  Property, Plant and Equipment
All property, plant and equipment is stated at historical cost less depreciation and any impairment adjustments.  Historical cost 
includes expenditure that is directly attributable to the acquisition of property, plant and equipment. 
Costs are included in an asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future 
economic benefits associated with an item will flow to the Group and the cost of an item can be measured reliably. 
Assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date. 
An asset’s carrying amount is written down immediately to its recoverable amount if its carrying amount is greater than its estimated 
recoverable amount. 
Gains and losses on disposals of assets are determined by comparing proceeds with carrying amounts. These gains and losses are 
included in the income statement.  
Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost, net of their 
estimated residual values, over their estimated useful lives, as follows: 
-  Freehold buildings                       33 years
-  Plant and equipment                   3 - 15 years
Property, plant and equipment is reviewed whenever events or changes in circumstances indicate that the carrying amount may not 
be recoverable. An impairment loss is recognised for the amount by which an asset’s carrying amount exceeds its recoverable amount. 
The recoverable amount is the higher of an asset’s fair value less costs to sell, or value in use. 
The Group assesses whether there are indications, for example loss-making stores, for certain trigger events which may indicate that 
an impairment in property, plant and equipment values exist at balance date.
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
52

3. Operating Assets and Liabilities
Land and 
buildings   
Plant and 
equipment
Total
$000
$000
$000
At 30 January 2022
Cost
                   105,668 
            91,268  
            196,936 
Accumulated depreciation
                    (9,275) 
            (61,764) 
              (71,039) 
Net book value
                   96,393 
            29,504 
              125,897 
Period ended 29 January 2023
Opening net book value
                   96,393 
           29,504 
          125,897 
Additions
215
             15,142 
          15,357 
Disposals
-
               (422) 
               (422) 
Depreciation charge
                     (2,886) 
            (7,654) 
              (10,540) 
Closing net book value
                   93,722
          36,570 
            130,292 
At 29 January 2023
Cost
                   105,883 
          97,515  
       203,398 
Accumulated depreciation
                   (12,161) 
         (60,945) 
         (73,106) 
Net book value
                    93,722 
          36,570 
         130,292 
Period ended 28 January 2024
Opening net book value
                   93,722 
           36,570 
          130,292 
Additions
                                        5,613 
             7,969 
          13,582 
Disposals
-
               (79) 
               (79) 
Depreciation charge
                    (2,961) 
            (8,024) 
            (10,985) 
Closing net book value
                   96,374
          36,436 
          132,810 
At 28 January 2024
Cost
                   111,497 
          101,076  
       212,573 
Accumulated depreciation
                   (15,123) 
         (64,640) 
         (79,763) 
Net book value
                    96,374 
          36,436 
         132,810 
Capital commitments
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Capital commitments in relation to property, plant and equipment  
at balance date not provided for in the financial statements
               11,419 
                            2,370
3.3  Intangible Assets
Intangible assets are non-physical assets used by the Group to operate the business. Software costs have a finite useful life. Software 
costs which can be capitalised are amortised on a straight-line basis over the estimated useful economic life of 2 to 5 years. Software-
as-a-service costs are expensed when they are incurred.  
 
Software is the only intangible asset recorded in the financial statements. All software has been acquired externally.
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
53

3.4  Leases
Right-of-use assets and lease liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the 
net present value of the remaining lease payments. Lease payments to be made under reasonably certain extension options are also 
included in the measurement of the liabilities. 
Right-of-use assets are initially recognised on commencement of lease at cost, comprising the initial amount of the lease liabilities 
less any lease incentives received. Right-of-use assets are subsequently depreciated using the straight-line method from the 
commencement date to the end of the lease term. In considering the lease term, the Group applies judgement in determining whether 
it is reasonably certain that an extension or termination option will be exercised. 
Both right-of-use assets and lease liabilities are discounted applying interest rate implicit in the lease, or if this cannot be determined, 
the incremental borrowing rate at the commencement of the lease. To determine the incremental borrowing rate the Group have 
applied a blended secured and unsecured borrowing rate. For the secured rate the Group have utilised third party financing options 
and adjusted for an appropriate credit spread. 
Extension options are included in a number of property leases across the Group. These are used to maximise operational flexibility in 
terms of managing the assets used in the Group’s operation. Extension options held are exercisable only by the Group and not by the 
respective lessor. During the period the Group recognised all extension options (2023: all recognised). 
The following tables show the movements and analysis in relation to the right-of-use assets and lease liabilities, created on the 
adoption of NZ IFRS 16: 
3.4.1  Right-of-use assets:
Land and Buildings
$000
Period ended 29 January 2023
Opening carrying amount
250,789 
Additions
16,139 
Surrender
(1,097) 
Depreciation for the period
(22,130) 
Closing carrying amount 
243,701 
At 29 January 2023
Cost
328,643 
Accumulated depreciation
(84,942) 
Carrying amount
243,701 
Period ended 28 January 2024
Opening carrying amount
243,701 
Additions
27,273 
Surrender
(3,199) 
Depreciation for the period
(22,457) 
Closing carrying amount
245,318 
At 28 January 2024
Cost
351,412 
Accumulated depreciation
(106,094) 
Carrying amount
245,318 
3. Operating Assets and Liabilities
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
54

3.4.2  Lease liabilities:
As at
28 January 2024
As at
29 January 2023
$000
$000
Opening value
284,969 
289,218 
Additions
27,273 
16,139 
Surrender
(3,673) 
(1,323) 
Interest for the period
15,220 
14,859 
Lease payments made
(34,609) 
(33,924) 
Total lease liabilities
289,180 
284,969 
3.4.3  Lease liabilities maturity analysis:
Minimum lease
payments
Interest
Present 
Value
$000
$000
$000
Within one year
35,142 
(15,292) 
19,850 
One to five years
135,170 
(50,602) 
84,568 
Beyond five years
245,337 
(60,575) 
184,762 
Total
415,649 
(126,469) 
289,180 
Current
19,850 
Non-current
269,330 
Total
289,180 
3.4.4  Lease related expenses included in the income statement:
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Depreciation
22,457 
22,130 
Short-term leases
56 
190 
Interest on leases
15,220 
14,859 
Total
37,733 
37,179 
3.4.5  Lease payments included in the cashflow statement:
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Total cash outflow in relation to leases
34,609 
33,924 
3. Operating Assets and Liabilities 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
55

This section explains how the Group records investments made in listed securities.
4.1  Investment in Equity Securities
During 2015, 2018 and 2019 Briscoe Group Limited acquired a total of 48,007,465 shares in KMD Brands Limited for a cost of 
$87,853,048. This holding represented a 6.75% ownership in KMD Brands Limited as at 28 January 2024.  
These shares are equity investments, quoted in the active market, which the Group has elected to designate as a financial asset at fair 
value through other comprehensive income (FVOCI). An adjustment was made at period end to reflect the fair value of these shares as 
at 28 January 20241..
 
$000
At 30 January 2022
              64,810 
Additions
-
Change in fair value credited to other reserves
            (13,922) 
At 29 January 2023
                 50,888 
Additions
-
Change in fair value credited to other reserves
               (15,842) 
At 28 January 2024
                35,046 
1. Fair value determined to be $0.73 per share as per NZX closing price of KMD Brands Limited as at 26 January 2024 (2023: $1.06) (Level 1 in the 
fair value hierarchy). 
4. Investments
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
56

This section reports on the Group’s funding sources and capital structure, including its balance sheet liquidity and 
access to capital markets. 
5.1  Interest Bearing Liabilities
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised 
cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the income 
statement over the period of the borrowings using the effective interest method. Borrowings are classified as current liabilities unless 
the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date. 
There were no interest bearing liabilities as at 28 January 2024 (2023: Nil). 
Net finance costs
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Interest income
                6,209 
                2,495 
Interest expense - leases
                 (15,220) 
                 (14,859) 
Interest expense – other
-
-
Other finance costs
                    (4)
                    (49)
Net finance cost
                        (9,015) 
                      (12,413) 
5.2  Financial Risk Management
The Group’s activities expose it to various financial risks including credit risk, liquidity risk and market risk (such as currency risk 
and equity price risk). The Group’s overall risk management programme seeks to minimise potential adverse effects on the Group’s 
financial performance. The Group uses certain derivative financial instruments to hedge certain risk exposures.
5.2.1  Derivative financial instruments
Derivatives are recognised initially at fair value on the date a derivative contract is entered into and are subsequently re-measured to 
their fair value.  The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging 
instrument, and if so, the nature of the item being hedged.  The Group designates certain derivatives as hedges of highly probable 
forecast transactions (cash flow hedges). 
At the inception of a transaction the economic relationship between hedging instruments and hedged items, and the risk 
management objective and strategy for undertaking various hedge transactions, are documented. An assessment is also documented, 
both at hedge inception and on an on-going basis, of whether the derivatives that are used in hedging transactions have been and will 
continue to be effective in offsetting changes in fair values or cash flows of hedged items. 
Cash flow hedge 
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges, is recognised in 
other comprehensive income. The gain or loss relating to the ineffective portion is recognised immediately in the income statement 
within cost of goods sold. 
Amounts accumulated in other comprehensive income are recycled in the income statement in the periods when the hedged item 
will affect profit or loss (for instance when the forecast purchase that is hedged takes place).  However, when a forecast transaction 
that is hedged results in the recognition of a non-financial asset (for example, inventory) or a non-financial liability, the gains and 
losses previously deferred in other comprehensive income are transferred from other comprehensive income and included in the 
measurement of the initial cost or carrying amount of the asset or liability. 
5. Financing and Capital Structure 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
57

When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any 
cumulative gain or loss existing in other comprehensive income at that time remains in other comprehensive income and is recognised 
when the forecast transaction is ultimately recognised in the income statement. When a forecast transaction is no longer expected 
to occur, the cumulative gain or loss that was reported in other comprehensive income is immediately transferred to the income 
statement within cost of goods sold. 
Derivatives that do not qualify for hedge accounting 
Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of these derivative instruments are 
recognised immediately in the income statement within administration expenses.
5.2.2  Credit risk
Credit risk refers to the risk of a counterparty failing to discharge an obligation. In the normal course of its business, Briscoe Group 
incurs credit risk from trade receivables and transactions with financial institutions. The Group places its cash, short-term investments 
and derivative financial instruments with only high-credit-rated, Board-approved financial institutions. Sales to retail customers are 
settled predominantly in cash or by using major credit cards. Less than 1% of reported sales give rise to trade receivables. The Group 
holds no collateral over its trade receivables.
5.2.3  Interest rate risk
The Group has no long-term interest-bearing liabilities but does have interest rate risk exposure from periodic short-term drawdowns 
of established funding facilities and placements of short-term deposits, as operating cash flows necessitate. The Group’s short to 
medium term liquidity position is monitored daily and reported to the Board monthly.  
5.2.4  Liquidity risk
Liquidity risk is the risk that an unforeseen event or miscalculation in the required liquidity level will result in the Group foregoing 
investment opportunities or not being able to meet its obligations in a timely manner, and therefore gives rise to lower investment 
income or to higher borrowing costs than otherwise. Prudent liquidity risk management includes maintaining sufficient cash, and 
ensuring the availability of adequate amounts of funding from credit facilities. 
 
The Group’s liquidity exposure is managed by ensuring sufficient levels of liquid assets and committed facilities are maintained based 
on regular monitoring of a rolling 3-month daily cash requirement forecast. The Group’s liquidity position fluctuates throughout the 
period, being strongest immediately after the end of the period. The months leading up to Christmas trading put the greatest strain on 
Group cash flows due to the build-up of inventory as well as the interim dividend payment. The Group operates well within its available 
funding facilities. 
The following table analyses the Group’s financial liabilities and gross-settled forward foreign exchange contracts into relevant maturity 
groupings based on the remaining period from the balance sheet date to the contractual maturity date. The cash flow hedge ‘outflow’ 
amounts disclosed in the table are the contractual undiscounted cash flows liable for payment by the Group in relation to all forward 
foreign exchange contracts in place at balance date. The cash flow hedge ‘inflow’ amounts represent the corresponding injection of 
foreign currency back to the Group as a result of the gross settlement on those contracts, converted using the forward rate at balance 
date. The carrying value shown is the net amount of derivative financial liabilities and assets as shown in the balance sheet. Changes in 
the carrying value affect profit when the underlying inventory to which the derivatives relate, is sold. 
 
Trade and other payables are shown at carrying value in the table. No discounting has been applied as the impact of discounting is not 
significant. 
An analysis detailing remaining contractual maturities for lease liabilities is shown in Note 3.4.3
 
For the 52 week period ended 28 January 2024
5. Financing and Capital Structure
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
58

As at 28 January 2024
3 months 
or less
3 – 6
months
6 – 9
months
9 – 12
months
Total
Carrying
Value
$000
$000
$000
$000
$000
$000
Trade and other payables
(84,516) 
-
-
-
(84,516) 
(84,516) 
Forward foreign exchange contracts
Cash flow hedges:
    - outflow
 (14,724) 
 (17,474) 
 (12,540) 
(401) 
 (45,139) 
    - inflow
 14,732 
17,597 
   12,690 
409
  45,428 
    - Net
8
123
150
8
289
289
As at 29 January 2023
3 months 
or less
3 – 6
months
6 – 9
months
9 - 12 
months
Total
Carrying
Value
$000
$000
$000
$000
$000
$000
Trade and other payables
(90,869) 
-
-
-
(90,869) 
(90,869) 
Forward foreign exchange contracts
Cash flow hedges:
    - outflow
(23,273) 
(20,786) 
(16,926) 
           (1,166)
(62,151) 
    - inflow
     21,940 
  20,020 
   16,562
     1,156 
   59,678
    - Net
     (1,333) 
    (766) 
      (364) 
        (10) 
   (2,473) 
   (2,473) 
The cash flow hedges inflow amounts use the forward rate at balance date.
5.2.5  Market risk
Equity price risk 
The Group is exposed to equity price risk arising from the investment held in KMD Brands Limited, classified in the balance sheet as 
investment in equity securities. (Refer note 4.1).  
 
Foreign exchange risk 
The Group is exposed to foreign exchange risk arising from currency exposures primarily to the US dollar, in respect of purchases of 
inventory directly from overseas suppliers. 
The Group’s foreign exchange risk is managed in accordance with Board-approved Group Treasury Risk Management Policies. The 
current policy requires hedging of both committed and forecasted foreign currency payment levels across the current and subsequent 
three calendar quarters. The policy is to cover 100% of committed purchases and lower levels of forecasted purchases depending on 
which quarter the forecasted exposure relates to. Hedging is reviewed regularly and reported to the Board monthly. 
The Group uses forward foreign exchange contracts and maintains short-term holdings of foreign currencies in foreign denominated 
currency bank accounts, with major financial institutions only, to hedge its foreign exchange risk in anticipation of future purchases. 
 
 
For the 52 week period ended 28 January 2024
5. Financing and Capital Structure
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
59

The following table shows the fair value of forward foreign exchange contracts held by the Group as derivative financial instruments at 
balance date: 
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Current assets
Forward foreign exchange contracts
                            548 
40
Total current derivative financial instrument assets
548
40
Current liabilities
Forward foreign exchange contracts
259
                          2,513 
Total current derivative financial instrument liabilities
259
                          2,513 
The contracts are subject to an enforceable master netting arrangement, which allows for net settlement of the relevant assets and 
liabilities. For financial reporting purposes these are not offset.
Forward foreign exchange contracts – cash flow hedges 
Where forward foreign exchange contracts have been designated and tested as an effective hedge the portion of the gain or loss on 
the hedging instrument that is determined to be an effective hedge is recognised directly in other comprehensive income. These gains 
or losses are released to the income statement at various dates over the subsequent financial period as the inventory for which the 
hedge exists, is sold. 
 
The fair value of these contracts is determined by using valuation techniques as they are not traded in an active market. The valuation 
techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. 
The fair value is determined by mark-to-market valuations using forward exchange. These derivatives have been determined to be 
within level 2 of the fair value hierarchy as all significant inputs required to ascertain their fair value are observable.
Forward foreign exchange contracts are used for hedging committed or highly probable forecast purchases of inventory for the 
ensuing financial period. The contracts are timed to mature when major shipments of inventory are scheduled to be dispatched and 
the liability settled. The cash flows are expected to occur at various dates within one year from balance date.
 
At balance date these contracts are represented by assets of $548,213 (2023: $40,140) and liabilities of $259,377 (2023: $2,513,078) 
and together are included in equity as part of the cash flow hedge reserve, net of deferred tax, as a net gain of $207,962 (2023: net 
loss $1,780,515). The cash flow hedge reserve also consists of gains and losses, net of deferred tax, from foreign currencies used as 
hedges, as a net gain of $41,557 (2023: net loss of $88,964). The total of these net gains and losses amount to a net gain of $249,519 
(2023: net loss of $1,869,479).  
When forward foreign exchange contracts are not designated and tested as an effective hedge, the gain or loss on the forward foreign 
exchange contract is recognised in the income statement. 
At balance date there are no such contracts in place (2023: Nil).
5.2.6  Sensitivity analysis
Based on historical movements and volatilities and review of current economic commentary the following movements are considered 
reasonably possible over the next 12 month period:
• A shift of -5% / +10% (2023: -10% / +10%) in the NZD against the USD, from the period-end rate of 0.6106 (2023: 0.6506),
• 	A shift of -0.25% / +0.25% (2023: -0.25% / +0.75%) in market interest rates from the period-end weighted average deposit rate of
5.73% (2023: 4.54%), 
• 	A shift of -30% / +10% (2023: -10% / +20%) in the NZX share price of KMD Brands Limited (formerly Kathmandu Holdings Ltd) 	
	 from the period-end closing share price of $0.73 (2023: $1.06). 
If these movements were to occur, the positive / (negative) impact on consolidated profit after tax and consolidated equity for each 
category of financial instrument held at balance date is presented below: 
 
For the 52 week period ended 28 January 2024
5. Financing and Capital Structure
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
60

5. Financing and Capital Structure
As at 28 January 2024
Interest 
rate
Foreign 
exchange rate
Equity
 price
Carrying
-0.25%
+0.25%
-5%
+10%
-30%
+10%
amount
Profit
Equity
Profit
Equity
Equity
Equity
Equity
Equity
$000
$000
$000
$000
$000
$000
$000
$000
$000
Financial Assets:
Cash and cash equivalents1.
175,441 
(313)
(313)
313
313
69
(119)
-
-
Derivatives – designated as 
cashflow hedges (Forward 
foreign exchange contracts)2.
 
 548 
-
-
-
-
1,846 
(991)
-
-
Investment in equity securities3.
35,046 
-
-
-
-
-
-
(10,514) 
3,505 
Financial Liabilities:
Derivatives – designated as 
cashflow hedges (Forward 
foreign exchange contracts)2.
259
-
-
-
-
313
 
 (1,549) 
-
-
Total increase / (decrease)
(313)
(313)
313
313
2,228 
(2,659) 
(10,514)
3,505 
Receivables and payables have not been included above as they are denominated in NZD and are non-interest bearing and therefore 
not subject to market risk.
As at 29 January 2023
Interest 
rate
Foreign 
exchange rate
Equity
 price
Carrying
-0.25%
+0.75%
-10%
+10%
-10%
+20%
amount
Profit
Equity
Profit
Equity
Equity
Equity
Equity
Equity
$000
$000
$000
$000
$000
$000
$000
$000
$000
Financial Assets:
Cash and cash equivalents1.
149,874 
(267)
(267)
800
800
135
(111)
-
-
Derivatives – designated as 
cashflow hedges (Forward 
foreign exchange contracts)2.
40
-
-
-
-
 162 
 (121) 
-
-
Investment in equity securities3.
50,888 
-
-
-
-
-
-
(5,089) 
10,178 
Financial Liabilities:
Derivatives – designated as 
cashflow hedges (Forward 
foreign exchange contracts)2.
 2,513 
-
-
-
-
4,619 
(3,786) 
-
-
Total increase / (decrease)
(267)
(267)
800 
800 
4,916 
(4,018) 
(5,089) 
10,178 
Receivables and payables have not been included above as they are denominated in NZD and are non-interest bearing and therefore 
not subject to market risk.
1.	 Cash and cash equivalents include deposits at call which are at floating interest rates. 
2.	Derivatives designated as cashflow hedges are foreign exchange contracts used to hedge against the NZD:USD foreign exchange risk arising from 
foreign denominated future purchases. There is no profit or loss sensitivity as the hedges are 100% effective.
3.	Investment in equity securities represents shares held in KMD Brands Limited. There is no profit or loss sensitivity as impacts from changes in KMD 
Brands Limited’s share price are accounted for through equity.
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
61

5.3  Equity
5.3.1  Capital risk management
The Group’s capital comprises contributed equity, reserves and retained earnings.  
The Group’s objective when managing capital is to achieve a balance between maximising shareholder wealth and ensuring the Group 
is able to operate competitively with the flexibility to take advantage of growth opportunities as they arise. In order to meet these 
objectives the Group may adjust the amount of dividend payments made to shareholders and/or seek to raise capital through debt 
and/or equity. There are no specific banking or other arrangements which require the Group to maintain specified equity levels. 
5.3.2  Share capital
 
Share capital comprises ordinary shares only. Incremental costs directly attributable to the issue of new shares or options are shown in 
equity as a deduction, net of tax, from the proceeds.
All shares on issue are fully paid. All ordinary shares rank equally with one vote attached to each fully paid ordinary share and have 
equal dividend rights and no par value.
Contributed equity – ordinary shares
No. of authorised shares
Share capital
Period ended
28 January 2024
Period ended
29 January 2023
Period ended
28 January 2024
Period ended
29 January 2023
Shares
Shares
$000
$000
Opening ordinary shares
     222,645,586 
      222,556,300 
             62,136 
                61,992 
Issue of ordinary shares arising from the vesting of 
performance rights
          120,192 
          89,286 
       2081.
1441.
Balance at end of period
     222,765,778 
      222,645,586 
           62,344 
               62,136 
1.	 When performance rights vest, the amount in the equity-based remuneration reserve relating to those performance rights vested is transferred to 
share capital. The amount transferred for the 120,192 shares issued during the period ended 28 January 2024 was $207,634 (2023: $143,969 for 
the 89,286 shares issued).
5.3.3  Dividends
Provision is made for the amount of any dividend declared on or before the balance date but not distributed at balance date.
Period ended
28 January 2024
Cents per share
Period ended
29 January 2023
Cents per share
Period ended
28 January 2024 
$000
Period ended
29 January 2023 
$000
Interim dividend for the period ended  
28 January 2024
12.50
-
                27,846 
-
Final dividend for the period ended  
29 January 2023
                  16.00 
-
                35,642 
-
Interim dividend for the period ended  
29 January 2023
-
                 12.00 
-
                26,718 
Final dividend for the period ended  
30 January 2022
-
                 15.50 
-
                34,510 
                 28.50 
                 27.50 
               63,488 
                61,228 
5. Financing and Capital Structure
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
62

All dividends paid were fully imputed (refer also to Note 2.3.3 for imputation credits available for use in subsequent periods). 
Supplementary dividends of $424,981 (2023: $413,716) were provided to shareholders not tax resident in New Zealand, for 
which the Group received a Foreign Investor Tax Credit entitlement. 
On 12 March 2024 the Directors resolved to provide for a final dividend to be paid in respect of the period ended 28 January 
2024. The dividend will be paid at a rate of 16.50 cents per share for all shares on issue as at 20 March 2024, with full imputation 
credits attached.
5.3.4  Reserves and retained earnings
Cashflow hedge reserve 
The hedging reserve is used to record gains and losses on a hedging instrument in a cash flow hedge that are recognised 
directly in other comprehensive income, as described in the accounting policy in section 5.2. The amounts are recognised as 
profit or loss when the associated hedged transaction affects profit or loss. (Refer also to the consolidated statement of changes 
in equity).
Equity-based remuneration reserve 
The equity-based remuneration reserve is used to recognise the fair value of performance rights granted but not exercised, 
lapsed or forfeited. Amounts are transferred to share capital when vested performance rights are exercised. (Refer also to the 
consolidated statement of changes in equity and note 6.2).
Other reserves 
Other reserves represents the adjustment made at balance date to reflect the fair value of the investment in KMD Brands 
Limited. (Refer also to the consolidated statement of changes in equity and note 4.1).
5. Financing and Capital Structure 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
63

6.1  Related Party Transactions
6.1.1  Parent and ultimate controlling party
Briscoe Group Limited is the immediate parent, ultimate parent and controlling party for all companies in the Group. 
During the period the Company advanced and repaid loans to its subsidiaries by way of internal current accounts. In presenting the 
financial statements of the Group, the effect of transactions and balances between fellow subsidiaries and those with the Company 
have been eliminated. No interest is charged on internal current accounts.   
The Group undertook transactions with the following related parties as detailed below: 
• The RA Duke Trust, of which RA Duke is a trustee, as owner of the Rebel Sport premises at Panmure, Auckland, received rental 
payments of $722,897 (2023: $674,884) from the Group, under an agreement to lease premises to The Sports Authority Limited 
(trading as Rebel Sport). During the period the final right of renewal was exercised under the lease agreement. The remaining non-
cancellable term of this lease is 2.2 years (2023: 0.2 years) with a payment commitment of $1,587,083 (2023: $112,481).
• Kein Geld (NZ) Limited, an entity associated with RA Duke, received rental payments of $600,634 (2023: $596,803) as owner of 
the Briscoes Homeware premises at Wairau Park, Auckland, under an agreement to lease premises to Briscoes (NZ) Limited. The 
remaining non-cancellable term of this lease is 8.6 years (2023: 9.6 years) with a payment commitment of $5,633,930 (2023: 
$6,234,564). 
• During the period, Kein Geld Westgate Limited, an entity associated with RA Duke formed an unincorporated joint venture known 
as Westgate Lifestyle Centre Joint Venture. The joint venture purchased the Westgate Lifestyle Shopping Centre at Westgate, 
Auckland, which included the Briscoes Homeware and Rebel Sport premises. As a result, from 1 May 2023 rental payments of 
$423,858 (2023: Not applicable) were received under the pre-existing agreement to lease premises to Briscoes (NZ) Limited. 
The remaining non-cancellable term of this lease is 1.3 years (2023: Not applicable) with a payment commitment of $706,431 
(2023: Not applicable). The joint venture also received rental payments of $225,939 (2023: Not applicable) under the pre-existing 
agreement to lease premises to The Sports Authority Limited. The remaining non-cancellable term of this lease is 1.3 years (2023: 
Not applicable) with a payment commitment of $376,566 (2023: Not applicable). 
• The RA Duke Trust (including RA Duke Limited) received dividends of $48,896,419 (2023: $47,180,755).
• P Duke, spouse of RA Duke, received payments of $65,000 (2023: $65,000) in relation to her employment as an overseas buying 
specialist with Briscoe Group Limited, and rental payments of $968,512 (2023: $956,982) as owner of the Briscoes Homeware 
premises at Panmure, Auckland under an agreement to lease premises to Briscoes (NZ) Limited. The remaining non-cancellable 
term of this lease is 7.3 years (2023: 8.3 years) with a payment commitment of $7,312,263 (2023: $8,280,775).
6.1.2  Key management personnel
Key management includes the Directors of the Company and those employees who the Company has deemed to have disclosure 
obligations under subpart 6 of the Financial Markets Conduct Act 2013, namely the Chief Financial Officer, the Chief Operating Officer 
and the Chief People Officer. 
Key management compensation was as follows:
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Salaries and other short-term employee benefits
                   4,852 
                    3,810 
Equity-based remuneration
                       240
                       183
Directors’ fees
                         400
                       400
Total benefits
                     5,492 
                    4,393 
Key management did not receive any termination benefits during the period (2023: Nil). 
Key management did not receive and are not entitled to receive any post-employment or long-term benefits (2023: Nil).
Executives (excluding directors) included in key management received dividends of $304,524 (2023: $282,486) in relation to Briscoe 
Group shares held.
6. Other Notes
 
For the 52 week period ended 28 January 2024
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
64

6.1.3  Directors’ fees and dividends
Directors received directors’ fees and dividends in relation to their personally held shares as detailed below:
Period ended
28 January 2024
Period ended
29 January 2023
Directors’ fees
Dividends
Directors’ fees
Dividends
$000
$000
$000
$000
Executive Director
RA Duke
-
-
-
-
Non-Executive Directors
RPO’L Meo
154
-
154 
-
AD Batterton
82
-
82
-
RAB Coupe
87
3
87
3
HJM Callaghan
77
-
77
-
400
3
400
3
The following Directors received dividends in relation to their non-beneficially held shares as detailed below:
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Executive Director
RA Duke
48,896 
47,181 
Non-Executive Directors
RPO’L Meo
29 
28
AD Batterton
6
6
RAB Coupe
-
-
HJM Callaghan
-
-
 
For the 52 week period ended 28 January 2024
6. Other Notes
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
65

6.2  Employee Equity-Based Remuneration
6.2.1  Equity settled performance rights
The Senior Executive Incentive Plan grants Group employees performance rights subject to performance hurdles being met. The fair 
value of rights granted is recognised as an employee expense in the income statement with a corresponding increase in the employee 
share-based payment reserve. The fair value is measured at grant date and amortised over the vesting periods. When performance 
rights vest, the amount in the share-based payments reserve relating to those rights are transferred to share capital. There is no 
exercise price for these performance rights and there is no right to dividends during the vesting periods.
On 26 March 2019 the Board approved the Briscoe Group Senior Executive Incentive Plan to grant performance rights to key 
senior management personnel as a long-term incentive programme. The fifth tranche of performance rights were issued under this 
programme during the period.
Performance rights granted are summarised below:
Tranche
Grant Date
Balance at 
start of period 
(number)
Granted during
the period 
(number)
Vested during
the period 
(number)
Lapsed/forfeited
during the period  
(number)
Balance at the 
end of period
(number)
3
30 Jul 2020
120,192 
-
(120,192) 
-
-
4
15 Jun 2021
74,562 
-
-
-
74,562 
5
5 Aug 2022
125,977 
-
-
-
125,977
6
3 Aug 2023 
-
        206,445 
-
-
206,445 
320,731 
        206,445 
(120,192) 
-
406,984 
In each tranche the performance rights are subject to a combination of an absolute Total Shareholder Return (TSR) growth hurdle and/
or an EPS growth hurdle. EPS growth hurdle is considered a non-market condition. The relative hurdle weighting for unvested tranches 
is shown in the table below:
Tranche
Grant Date
TSR Weighting
EPS Weighting
4
15 Jun 2021
50%
50%
5
5 Aug 2022
50%
50%
6
3 Aug 2023
50%
50%
The proportion of performance rights subject to the absolute TSR growth hurdle which may vest is dependent on Briscoe Group 
Limited’s TSR compound annual growth rate (CAGR) across a 3-year measurement period. For each tranche that vests the rights 
are awarded on a straight-line basis dependent on the TSR CAGR achieved. The percentage of TSR related performance rights vest 
according to the following performance criteria for each unvested tranche:
% Vesting
Tranche 4
Tranche 5
Tranche 6
0%
<   5.0% CAGR 
<   5.7% CAGR 
<   10.8% CAGR 
50%
=   5.0% CAGR 
=   5.7% CAGR 
=   10.8% CAGR 
51% - 99% (Straight-line prorata)
>   5.0%, < 5.5% CAGR 
>   5.7%, < 6.7% CAGR 
>   10.8%, < 11.8% CAGR 
100%
=> 5.5% CAGR 
=> 6.7% CAGR 
=> 11.8% CAGR 
 
For the 52 week period ended 28 January 2024
6. Other Notes
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
66

The TSR performance is calculated across the following periods:
Tranche
Performance Period
4
Announcement date of FY 2020/21 Result to announcement date of FY 2023/24 Result 
5
Announcement date of FY 2021/22 Result to announcement date of FY 2024/25 Result 
6
Announcement date of FY 2022/23 Result to announcement date of FY 2025/26 Result 
The fair value of the TSR performance rights have been valued under a variant of the dividend adjusted Binomial Options Pricing 
Model (BOPM). The fair value of TSR performance rights, along with the assumptions used to simulate the future share prices are 
shown below: 
 
Tranche 4
Tranche 5
Tranche 6
Fair value of TSR performance rights
$97,501 
$143,287 
$144,305 
Current price at grant date
$5.75 
$5.56 
$4.68 
Risk free interest rate
0.60% 
3.54% 
5.22% 
Expected life (years)
2.75 
2.75
2.62 
Expected share volatility1.
24%1.
24%2.
22%3.
1. Volatility represents the volatility of the Briscoe Group (BGP) NZD share price based on the average 90 day volatility for the past 3 years 
(measured on a daily basis).
2. Volatility represents the volatility of the Briscoe Group (BGP) NZD share price based on the average weekly volatility over the last year (weekly 
data).
3. Volatility represents the volatility of the Briscoe Group (BGP) NZD share price based on the average weekly volatility over the last year (weekly 
data).
The estimated fair value for each tranche of performance rights issued is amortised over the vesting period from the grant date. 
The proportion of performance rights subject to the EPS growth hurdle which may vest is dependent on Briscoe Group Limited’s EPS 
compound annual growth rate (CAGR) across a 3-year measurement period. For each tranche that vests the rights are awarded on a 
straight-line basis dependent on the EPS CAGR achieved. The percentage of EPS related performance rights vest according to the 
following performance criteria: 
% Vesting
Tranche 4
Tranche 5
Tranche 6
0%
<   2.5% CAGR 
<   1.1% CAGR 
<   -1.9% CAGR 
50%
=   2.5% CAGR 
=   1.1% CAGR 
=   -1.9% CAGR 
51% - 99% (Straight-line prorata)
>   2.5%, < 4.6% CAGR 
>   1.1%, < 2.6% CAGR 
>   -1.9%, < 0.4% CAGR 
100%
=> 4.6% CAGR 
=> 2.6% CAGR 
=> 0.4% CAGR 
The EPS performance is calculated across the following periods:
Tranche
Performance Period
4
FY 2023/24 EPS relative to FY 2020/21 EPS 
5
FY 2024/25 EPS relative to FY 2021/22 EPS 
6
FY 2025/26 EPS relative to FY 2022/23 EPS 
The fair value of the EPS performance rights have been assessed as the Briscoe Group Limited’s share price as at grant date less the 
present value of the dividends forecast to be paid prior to each vesting date. The fair value of each EPS unvested performance right 
has been calculated to be $5.17, $4.89 and $4.00 for tranche 4, tranche 5 and tranche 6, respectively.
The estimated fair value for each tranche of performance rights issued is amortised over the vesting period from grant date.
 
For the 52 week period ended 28 January 2024
6. Other Notes
Briscoe Group Limited Annual Report 2024  | Consolidated Financial Statements
67

Vesting of performance rights also requires the employee to remain in employment with the Company during the performance period. 
The Company has expensed in the income statement $390,873 (2023: $275,642) in relation to performance rights.
6.2.2  Equity-based remuneration reserve
Period ended
28 January 2024
Period ended
29 January 2023
$000
$000
Balance at beginning of period
575 
566 
Current period amortisation
391 
276 
Performance rights vested transferred to share capital
(208)
(144)
Performance rights forfeited and amortised in previous years
-
(24)
Deferred tax on performance rights
(57)
(99)
Balance at end of period
701
575 
6.3  Contingent Liabilities
A proceeding for unspecified damages by a former supplier against Briscoes (New Zealand) Limited and Briscoe Group Limited was 
served on 10 February 2023. It relates to representations allegedly made by the Group concerning their trading relationship, which 
the supplier claims contravened the Fair Trading Act 1986 and the Contracts and Commercial Law Act 2017. The Group firmly denies 
the allegations and is actively defending the claim. It is not practical to estimate the potential effect or the timing of the claim as the 
proceeding is ongoing and the damages sought are currently unquantified.
6.4  Events After Balance Date
On 12 March 2024 the Directors resolved to provide for a final dividend to be paid in respect of the period ended 28 January 2024. 
The dividend will be paid at a rate of 16.50 cents per share for all shares on issue as at 20 March 2024, with full imputation credits 
attached (Note 5.3.3).
6.5  New Accounting Standards
There were no new standards applied during the period. 
Certain new accounting standards, amendments to accounting standards and interpretations have been published that are not 
mandatory for the 28 January 2024 reporting period and have not been early adopted by the Group. These standards, amendments 
or interpretations are not expected to have a material impact on the entity in the current or future reporting periods and on foreseeable 
future transactions.
 
For the 52 week period ended 28 January 2024
6. Other Notes
Briscoe Group Limited Annual Report 2024 | Consolidated Financial Statements
68

 
Independent auditor’s report
To the shareholders of Briscoe Group Limited
Our opinion
In our opinion, the accompanying consolidated financial statements of Briscoe Group Limited (the
Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial position
of the Group as at 28 January 2024, its financial performance and its cash flows for the 52-week period then
ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ
IFRS) and International Financial Reporting Standards Accounting Standards (IFRS Accounting Standards).
What we have audited
The Group's consolidated financial statements comprise:
●
the consolidated balance sheet as at 28 January 2024;
●
the consolidated income statement for the 52-week period then ended;
●
the consolidated statement of comprehensive income for the 52-week period then ended;
●
the consolidated statement of changes in equity for the 52-week period then ended;
●
the consolidated statement of cash flows for the 52-week period then ended; and
●
the notes to the consolidated financial statements, which include material accounting policy
information and other explanatory information.
 
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ))
and International Standards on Auditing (ISAs). Our responsibilities under those standards are further
described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New Zealand)
(PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Code of
Ethics for Professional Accountants (including International Independence Standards) issued by the
International Ethics Standards Board for Accountants (IESBA Code), and we have fulfilled our other ethical
responsibilities in accordance with these requirements.
Other than in our capacity as auditor we have no relationship with, or interests in, the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the consolidated financial statements of the current 52-week period. These matters were addressed
in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
Briscoe Group Limited Annual Report 2024  | Independent Auditor’s Report
69

 
 
Description of the key audit matter
How our audit addressed the key audit matter
Inventory existence and valuation
As at 28 January 2024, the Group held
inventories of $104.9 million. Given the
value of inventories relative to the total
assets of the Group, and the judgements
applied in provisioning against inventory
shrinkage, slow moving, and obsolete
inventory, this has been considered as a
key audit matter.
As described in note 3.1.3 to the
consolidated financial statements,
inventories are stated at the lower of cost
and net realisable value.
The Group has inventory systems in place
to accurately record and report inventory
movements and the value of inventory on
hand. Cyclical counts of inventories are
performed at various times throughout the
period which includes an assessment of
slow moving and obsolete stock. The
cyclical counts provide management with
evidence over quantity and quality of
inventory on hand.
Management applies judgement in
determining inventory valuation, in particular
the level of provisions for inventory which is
expected to sell for less than cost due to
obsolescence, adjustments for unearned
rebate income, and inventory shrinkage
since the last stock count.
Our audit procedures included:
•
gaining an understanding of inventory
processes and assessing the design of
certain inventory controls, particularly
controls over the cyclical counting process;
•
observing management’s cyclical stocktake
process at selected locations and
undertaking our own test counts. For those
locations not visited, on a sample basis,
inspecting the results of stock counts and
confirming stock count variances were
appropriately adjusted;
•
on a sample basis, testing the cost of
inventory to supplier invoices or contracts
providing evidence to support the accuracy
of inventory costing;
•
testing that period-end inventory is carried at
lower of cost and net realisable value by
comparing a sample of inventory items to
the expected selling price;
•
held discussions with management,
including merchandising personnel, to
understand and corroborate the
assumptions applied in estimating inventory
provisions;
•
on a sample basis, testing unearned rebate
income to supplier contracts;
•
assessing the adequacy of the provision for
slow-moving inventory by comparing
historical write-offs against the level of
provision, and assessing provision rates for
various stock categories; and
•
assessing the shrinkage provision by
performing analytical procedures over the
shrinkage rate used to calculate the
provision since the last store stock counts.
This includes comparing the rate used to the
actual shrinkage rates previously observed
and reviewing the level of actual inventory
shrinkage recorded during the current
period.
 
70
Briscoe Group Limited Annual Report 2024 | Independent Auditor’s Report

Our audit approach
Overview
Overall group materiality: $5,800,000, which represents approximately
5% of profit before tax.
We chose profit before tax as the benchmark because, in our view, it is
the benchmark against which the performance of the Group is most
commonly measured by users, and is a generally accepted benchmark.
We selected transactions and balances to audit based on the overall
group materiality to Briscoe Group Limited at a consolidated level rather
than determining the scope of procedures to perform by auditing only
specific subsidiaries or entities.
As reported above, we have one key audit matter, being inventory
existence and valuation.
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in
the consolidated financial statements. In particular, we considered where management made subjective
judgements; for example, in respect of significant accounting estimates that involved making assumptions
and considering future events that are inherently uncertain. As in all of our audits, we also addressed the
risk of management override of internal controls, including among other matters, consideration of whether
there was evidence of bias that represented a risk of material misstatement due to fraud.
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain
reasonable assurance about whether the consolidated financial statements are free from material
misstatement. Misstatements may arise due to fraud or error. They are considered material if, individually or
in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of the consolidated financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall Group materiality for the consolidated financial statements as a whole as set out
above. These, together with qualitative considerations, helped us to determine the scope of our audit, the
nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both
individually and in aggregate, on the consolidated financial statements as a whole.
How we tailored our group audit scope
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on
the consolidated financial statements as a whole, taking into account the structure of the Group, the
accounting processes and controls, and the industry in which the Group operates.
Other information
The Directors are responsible for the other information. The other information comprises the information
included in the Annual report, but does not include the consolidated financial statements and our auditor's
report thereon. The Annual report is expected to be made available to us after the date of this auditor's
report.
Our opinion on the consolidated financial statements does not cover the other information and we will not
express any form of audit opinion or assurance conclusion thereon.
Briscoe Group Limited Annual Report 2024  | Independent Auditor’s Report
71

 
 
In connection with our audit of the consolidated financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be
materially misstated.
When we read the other information not yet received, if we conclude that there is a material misstatement
therein, we are required to communicate the matter to the Directors and use our professional judgement to
determine the appropriate action to take.
Responsibilities of the Directors for the consolidated financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the
consolidated financial statements in accordance with NZ IFRS and IFRS Accounting Standards, and for
such internal control as the Directors determine is necessary to enable the preparation of consolidated
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Directors are responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements, as
a whole, are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs (NZ) and ISAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements is located at
the External Reporting Board’s website at:
https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/
This description forms part of our auditor’s report.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken
so that we might state those matters which we are required to state to them in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone
other than the Company and the Company’s shareholders, as a body, for our audit work, for this report or
for the opinions we have formed.
 
The engagement partner on the audit resulting in this independent auditor’s report is Indumin Senaratne
(Indy Sena).
For and on behalf of:
Chartered Accountants
12 March 2024
Auckland
72
72
Briscoe Group Limited Annual Report 2024 | Independent Auditor’s Report

Corporate Governance 	
Briscoe Group is committed to maintaining the highest standards of governance by implementing best practice structures and 
policies. This Corporate Governance Statement sets out the corporate governance policies, practices, and processes adopted or 
followed by Briscoe Group (including the guiding principles, authority, responsibilities, membership and operation of the Board 
of Directors) and has been approved by the Board. 
The best practice principles (and underlying recommendations) which Briscoe Group has had regard to in determining its 
governance approach, are the principles set out in the NZX Corporate Governance Code (‘NZX Code’). The Board’s view is that 
Briscoe Group’s corporate governance policies, practices and processes generally follow the recommendations set by the NZX 
Code. This Corporate Governance Statement includes disclosure of the extent to which Briscoe Group has followed each of 
the recommendations in the NZX Code (or, if applicable, an explanation of why a recommendation was not followed and any 
alternative practices followed in lieu of the recommendation). 
Briscoe Group Limited is a company incorporated in New Zealand and is also registered in Australia as a foreign company 
under the name Briscoe Group Australasia Limited. It is listed on the NZX and also, as a foreign exempt entity, on the Australian 
Securities Exchange (ASX). As such Briscoe Group is exempt from complying with most of the ASX’s Listing Rules and must 
undertake to comply with the listing rules of its home exchange (NZX).  
 
Further information about Briscoe Group’s corporate governance framework (including the Board and Board committee 
charters, codes and selected policies referred to in this section) is available to view at www.briscoegroup.co.nz
Corporate
Governance
Statement
Briscoe Group Limited Annual Report 2024  | Corporate Governance Statement
73

Principle 1 – Code of Ethical Behaviour
Directors should set high standards of ethical behaviour, model this behaviour and hold 
management accountable for these standards being followed throughout the organisation.
Code of Values and Conduct and Related Policies
 
Recommendation 1.1: “The Board should document minimum standards of ethical behaviour to which the issuer’s Directors and 
employees are expected to adhere (a code of ethics) and comply with the other requirements of Recommendation 1.1 of the 
NZX Code”
Briscoe Group requires its Directors, senior management and employees to maintain the highest standards of honesty, 
integrity and ethical conduct in day-to-day behaviour and decision making. The Board has adopted a Code of Conduct which 
incorporates the requirements set out in Recommendation 1.1, forms part of the induction process for all new employees 
and is available through the link here:  Code of Conduct, and on Briscoe Group’s website. The Code of Conduct is reviewed 
annually and was last reviewed in May 2023. All Directors and employees must provide acknowledgement that they have read 
and understood the content. To ensure that our expectations are known and understood, both training and reinforcement are 
delivered via our online learning platform as part of initial and ongoing training.   
Trading in Company Securities Policy
Recommendation 1.2: “An issuer should have a financial product dealing policy which applies to employees and Directors”
The Trading in Company Securities Policy sets out Briscoe Group’s requirements and expectations for all Directors and 
employees in relation to trading Briscoe Group shares. The policy is available through the link here: Trading in Company 
Securities Policy, and on Briscoe Group’s website. In general, Directors and employees are allowed to trade in Briscoe Group 
shares during two ‘trading windows’. Trading windows commence on the day after the half-year and full-year results are 
announced to the market and run for a period of 60 days. Trading outside these windows is generally prohibited. Proposed 
transactions by Directors and employees during the trading windows require approval. The policy also provides that no 
Directors, employees or independent contractors can trade shares if they are in possession of price sensitive information that is 
not publicly available.  
Principle 2 – Board Composition and Performance
To ensure an effective Board, there should be a balance of independence, skills, knowledge, 
experience and perspectives.
 
Board Charter
Recommendation 2.1: “The Board of an issuer should operate under a written charter which sets out the roles and responsibilities 
of the Board. The Board charter should clearly distinguish and disclose the respective roles and responsibilities of the Board and 
management.”
The Board has adopted a formal Board Charter which sets out the respective roles, responsibilities, composition and structure 
of the Board and senior management, and this is available through the link here: Board Charter, and on Briscoe Group’s website. 
The Board is responsible for overseeing the management of the Company and its subsidiaries and for directing performance 
by optimising the short-term and long-term best interests of the Company and its Shareholders.  This includes approving the 
Company’s objectives, reviewing the major strategies for achieving them and monitoring the Company’s performance. The 
focus of the Board is the creation of company and shareholder value and ensuring the Company is committed to best practice. 
Responsibility for the day-to-day management of Briscoe Group has been delegated to the Managing Director and other senior 
management. Management are responsible for implementing the objectives and strategies approved by the Board, within 
the ambit of risk set by the Board. Management provides regular updates to the Board to enable the Board to perform its 
responsibilities. The Company Secretary provides company secretarial services to the Board and is accountable to the Board 
through the Chair.     
Briscoe Group Limited Annual Report 2024 | Corporate Governance Statement
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Nomination and Appointment of Directors
Recommendations 2.2 and 2.3: “Every issuer should have a procedure for the nomination and appointment of Directors to 
the Board. An issuer should enter into written agreements with each newly appointed Director establishing the terms of their 
appointment.”
The Board collectively considers the nomination of Directors. In doing this, the Board’s procedure involves careful 
consideration of the composition of the Board in relation to the Company’s needs and operating environment to ensure 
relevant skills and experience. This also applies to the consideration of additional or replacement Directors, subject to the 
constitutional limitation of the number of Directors. In so doing, as noted above, the priority must be on ensuring the skills, 
experience and diversity of the Board, and the skills that are necessary or desirable for the Board to fulfil its governance role 
and to contribute to the long-term strategic direction of the company. The Board may engage consultants to assist in the 
identification, recruitment and appointment of suitable candidates. 
When appointing new Directors, the Board ensures that the requirements under the Company’s constitution and NZX 
Listing Rules in respect of Directors will continue to be satisfied. There must be at least three and no more than five Directors, 
at least two of whom are resident in New Zealand and also at least two Directors must be determined by the Board to be 
independent (as defined in the NZX Listing Rules).  The Board also takes into consideration recommendation 2.8 - a majority 
of the Board should be independent Directors. The current composition of the Board of Directors meets these requirements. 
The constitution provides that Directors may be appointed by the Board (to fill vacancies) or by Shareholders. Directors who 
are appointed by the Board are subject to re-election at the next annual Shareholder meeting. Directors are required (under 
the constitution and NZX Listing Rules) to retire by rotation, but they may be eligible for re-election, with nominations to be 
made by Shareholders. All new Directors enter into a written agreement with Briscoe Group setting out the terms of their 
appointment.
Directors
Recommendation 2.4: “Every issuer should disclose information about each Director in its Annual Report or on its website, 
including a profile of experience, length of service, independence and ownership interests and director attendance at board 
meetings.”
The Board currently comprises five Directors; four independent and one Executive Director. The Board has considered which 
of its Directors are deemed to be independent for the purposes of the NZX Listing Rules and has determined that as at 19 
February 2024, four Directors are independent Directors, including the Chair (Dame Rosanne Meo) and the Chair of the 
Audit and Risk Committee (Tony Batterton). As at the date of this annual Report, the Directors are:
Dame Rosanne Meo
Chair, Independent
Appointed May 2001
Rod Duke
Executive Director
Appointed March 1992
Tony Batterton
Independent
Appointed June 2016
Andy Coupe
Independent
Appointed October 2016
Mark Callaghan
Independent
Appointed January 2021
The Directors (other than Dame Rosanne Meo) have carefully considered Dame Rosanne Meo’s long tenure as a Director and 
as Chair, and whether it leads to any influence or perceived influence, in a material way, affecting her capacity to bring an 
independent view, to act in the best interests of Briscoe Group, or to represent shareholders.   They have observed the robust 
and critical approach that she brings in challenging management and strategic priorities, while clearly facilitating open and 
constructive dialogue both between members of the Board, and also between management and other members of the Board.  
As such, they have determined that Dame Rosanne Meo continues to qualify as an independent Director.
A profile of the qualifications and experience for each Director is available through the link here: Director Profiles, and on Briscoe 
Group’s website. 
Briscoe Group Limited Annual Report 2024  | Corporate Governance Statement
75

Director
Number of shares in which a relevant interest is held
Dame Rosanne Meo
100,000 shares
Rod Duke
171,566,383 shares
Tony Batterton
20,000 shares
Andy Coupe
10,000 shares
Director attendance at Board meetings is set out in the disclosures relating to recommendation 3.5 below. 
 
Directors disclosed the following relevant interests in shares as at 28 January 2024: 
Diversity
Recommendation 2.5: “An issuer should have a written Diversity Policy which includes requirements for the Board or a relevant 
committee of the Board to set measurable objectives for achieving diversity (which, at a minimum, should address gender 
diversity) and to assess annually both the objectives and the entity’s progress in achieving them. The issuer should disclose the 
policy or a summary of it.”
We appreciate that our workforce, including potential employees, comes from all walks of life. Every individual is unique, having 
different skills and experiences including but not limited to educational opportunity and achievement. People come from many 
cultures and backgrounds, along with a wide range of other personal attributes including gender, age, disability (mental, learning 
or physical), economic background, language(s) spoken, marital/partnered status, physical appearance, race, religious beliefs 
and gender identity or orientation. Briscoe Group has a commitment to attracting, selecting, developing and retaining the most 
suitable employees from this diverse range of attributes. The Group’s Diversity and Inclusiveness Policy is available through the 
link here: Diversity and Inclusiveness Policy, and on Briscoe Group’s website.  
 
We have previously identified that information gathered through our recruitment processes was limited, particularly in relation 
to data collected for purposes of assessing diversity and progress in this area. We recognised that although it is critical to 
prevent bias in selection and hiring practices through presentation of candidate information this must be balanced with having 
access to this data to ensure we monitor and champion practices and decisions which enhance diversity. In 2022 we worked 
with an external project team to identify good practice around gathering and using ethnicity information both for potential 
candidates and existing employees.  We now have ethnicity information for over 56% of our team based on the information 
shared at recruitment stage or volunteered when we have engaged with our team on this particular issue. Expansion of gender 
identification options has enabled a number of our team to communicate that they identify as a different gender than they 
previously nominated.   
We have previously acknowledged the retail sector has had high representation of women in its operations and yet has seen 
underrepresentation in senior management roles. For context, we recognise that approximately two thirds of our workforce 
identify as female. We continue to see a pleasing increase in the number of women in our high potential talent pool. We have 
seen a continued trend for changes in the gender mix of this critical pool of people with an increasing proportion of leaders 
within our business being female. 
Previously we had identified an inadequate focus on retail specific tertiary education along with a tendency for fewer career 
retailers to engage in tertiary education. We continue to provide support for team members studying towards Master of 
Business Administration degrees. Briscoe Group recognises that support for tertiary study is vital. We assist our managers with a 
combination of contribution to fees as well as paid time out of the workplace for study and exam purposes.  
The Board and management recognise that diversity without inclusiveness does not result in the balanced workforce desired 
in the business. Briscoe Group has in place policies and procedures to encourage and support equitable treatment for all 
employees and includes consideration of internal applicants for jobs with the Group. Aligning with the Institute of Directors’ 
perspective, we approach diversity with a focus on demonstrated competence (see link here: Institute of Directors-Getting on 
board with diversity).
Briscoe Group has partnered with a number of external organisations to develop and deliver educational materials in this area, all 
of which are available through our online training platform. Our LEAP programme, developed in conjunction with expert external 
Briscoe Group Limited Annual Report 2024 | Corporate Governance Statement
76

Director Training
Recommendation 2.6: “Directors should undertake appropriate training to remain current on how to best perform their duties as 
Directors of an issuer.”
The Board expects all Directors to undertake continuous education to remain current on how to best perform their 
responsibilities and keep abreast of changes and trends in economic, political, social, financial and legal climates and 
governance practices. The Board also ensures that new Directors are appropriately introduced to management and the 
business, that all Directors are updated on relevant industry and company issues and receive copies of appropriate company 
documents to enable them to perform their roles.  The expectation that Directors undergo ongoing training (informal or formal) 
and education is reinforced in the Board Charter.  
Board Evaluation
Recommendation 2.7: “The Board should have a procedure to regularly assess director, Board and committee performance.” 
The Chair of the Board leads regular internal performance reviews in addition to undertaking  a periodic external evaluation of 
the performance of Directors, the Board as a whole, and of the Board committees against the Board and committee charters, 
including seeking Directors’ views relating to Board and committee process, efficiency and effectiveness. The Chair of the Board 
also engages with individual Directors to evaluate and discuss performance and professional development.
Independent Directors
Recommendation 2.8: “A majority of the Board should be independent Directors.”
The Board currently comprises five Directors; four independent and one executive Director.  Further details of the Board 
composition are above at Recommendation 2.4. 
Separation of Board Chair and CEO
Recommendations 2.9 and 2.10: “An issuer should have an independent chair of the board. If the chair is not independent, the 
chair and the CEO should be different people.” 
partners, is available to all employees and continues to be a foundation to diversity and inclusiveness awareness. 
We acknowledge that any narrowness in diversity is not sustainable and believe that an increased emphasis on a collaborative 
and inclusive culture and focus on developing talent will secure this realignment. Ensuring that all employees at all levels and in 
all workplace environments feel secure and safe, confident and appreciated through understanding the importance of diversity 
is most important to us. 
A breakdown of the gender composition of Directors and officers as at the Company’s balance date, including comparative 
figures, is shown below: :
28 January 2024
29 January 2023
Female
Male
Female
Male
Directors
1
4
1
4
Officers1.,2.
-
3
-
3
Other Senior Management3.
1
3
1
3
1.	 Excludes Managing Director (included in breakdown of Directors). 
2.	 Officers is defined as the members of the senior management team, who report either directly to the Board or to the Group 
Managing Director. 
3.	 General Manager positions not reporting directly to the Group Managing Director. 
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The Chair of the Board is responsible for leading the Board, facilitating the effective contribution of all Directors, representing 
the Board to Shareholders, and promoting constructive and respectful relations between Directors and between the Board 
and management. The role of the Chair of the Board is further documented in the Board Charter, which is available on Briscoe 
Group’s website.  
The current Chair of the Board is an independent Director. Additionally, the Board Charter makes explicit that the Chair of 
the Board and the Managing Director roles are separate. (i.e. a Director must not simultaneously hold both positions). This 
requirement recognises the importance of the separation between management of the company and the Chair’s governance 
role, in enabling the Board to effectively challenge management. 
Principle 3 – Board Committees
The Board should use committees where this will enhance its effectiveness in key areas, 
while still retaining Board responsibility.
Audit and Risk Committee
Recommendation 3.1: “An issuer’s audit committee should operate under a written charter. Membership on the audit committee 
should be majority independent and comprise solely of non-executive directors of the issuer. The chair of the audit committee 
should be an independent director and not the Chair of the Board.”
The Audit and Risk Committee advises and assists the Board in discharging its responsibilities with respect to financial reporting, 
compliance and risk management practices of Briscoe Group. The Audit and Risk Committee operates under a written Charter, 
and this is available through the link here: Audit and Risk Committee Charter, and on Briscoe Group’s website. The Audit and 
Risk Committee currently comprises Tony Batterton (Chair), Dame Rosanne Meo, Mark Callaghan and Andy Coupe, all of whom 
are, independent, non-executive Directors and whose qualifications and experience are available on the Briscoe Group website. 
The Audit and Risk Committee meet at least two times during the year. In addition to these meetings the Management Risk 
Committee met four times during the year to review, assess and update the Company’s risk matrix. The changes made to the 
risk matrix were shared with the Board at the half year and full year Board meetings.      
Recommendation 3.2: “Employees should only attend Audit Committee meetings at the invitation of the Audit Committee.”
The Managing Director, Chief Financial Officer, Chief Operating Officer, Finance Manager, Finance Business Partner and 
Internal Audit Manager attend Audit and Risk Committee meetings at the invitation of the Audit and Risk Committee. Briscoe 
Group’s external auditor also attends meetings at the committee’s invitation. The Audit and Risk Committee receives reports 
from the external auditor without management present, concerning any matters that arise in connection with the performance 
of management’s role and otherwise as necessary to protect the independence of the Audit and Risk Committee from undue 
influence. 
Remuneration Committee
Recommendation 3.3: “An issuer should have a Remuneration Committee which operates under a written charter (unless 
this is carried out by the whole Board). At least a majority of the Remuneration Committee should be independent directors. 
Management should only attend Remuneration Committee meetings at the invitation of the Remuneration Committee.”
The Board operates a Human Resources Committee which incorporates remuneration. The Human Resources Committee 
currently comprises Andy Coupe (Chair), Dame Rosanne Meo, Tony Batterton and Mark Callaghan, all of whom are 
independent, non-executive Directors and whose qualifications and experience are available on Briscoe Group’s website. The 
Human Resources Committee meet at least three times during the year. It assists the Board in discharging its responsibilities 
with respect to the remuneration and performance of the Group Managing Director and other senior executives, remuneration 
of Directors and human resources policy and strategy. The Human Resources Committee operates under the Human Resources 
Committee Charter, and this is available through the link here:  Human Resources Committee Charter, and on Briscoe Group’s 
website. Selected management only attend Human Resource Committee meetings at the invitation of the Human Resources 
Committee.  
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78

Nomination Committee
Recommendation 3.4: “An issuer should establish a nomination Committee to recommend Director appointments to the 
Board (unless this is carried out by the whole Board), which should operate under a written charter. At least a majority of the 
Nomination Committee should be independent Directors.”
The Board does not operate a separate Nomination Committee, as Director appointments are considered by the Board as a 
whole. The Board’s procedure for the nomination and appointment of Directors is summarised under Principle 2 above (under 
the heading “Nomination and Appointment of Directors”).
Overview of Board Committees
Recommendation 3.5: “An issuer should consider whether it is appropriate to have any other Board committees as standing 
Board committees. All committees should operate under written charters. An issuer should identify the members of each of its 
committees, and periodically report member attendance.”
The Board does not operate any other committees apart from the Audit and Risk Committee and the Human Resources 
Committee. Briscoe Group has thoroughly assessed whether any other standing Board committees are appropriate and has 
determined they are not. This determination is grounded in the confidence that the current Board and its existing committees have 
the requisite experience and expertise to effectively undertake all essential Board functions.  
Each committee operates under a charter which is available on Briscoe Group’s website. Committee members are appointed 
from members of the Board and membership is reviewed on an annual basis. Any recommendations made by the committees are 
submitted to the full Board for formal approval. 
Attendance at Board and Committee Meetings  
for the Year Ended 28 January 2024
Board
Audit and Risk
Human Resources
Number of meetings held
141.
2
3
Attended
Attended
Attended
Dame Rosanne Meo
14
2
3
Rod Duke
13
2
3
Tony Batterton
14
2
02.
Andy Coupe
13
1
3
Mark Callaghan
13
23.
3
1.	 Includes two meetings of the Board held immediately after the half and full-year Audit and Risk Committee meetings to approve 
Group resolutions associated with releases to the NZX and ASX, financial statements and dividends. 
2.	 Appointed to Human Resources Committee in September 2023. 
3.	 Appointed to Audit & Risk Committee in September 2023.  
Takeover Protocols
Recommendation 3.6: “The Board should establish appropriate protocols that set out the procedure to be followed if there is a 
takeover offer for the issuer (amongst other matters).”
Given Briscoe Group’s shareholding structure, with the majority Shareholder being a member of the Board, the Board considers 
the likelihood of an unanticipated takeover to be low, and so the Board does not consider it necessary for this recommendation to 
be adopted. However, in the event a takeover offer is received, the Board has already agreed that a Takeover Response Committee 
Briscoe Group Limited Annual Report 2024  | Corporate Governance Statement
79

would be convened, comprised of Independent Directors. That committee would consider the Company’s actions in relation to the 
takeover offer, including seeking appropriate legal, financial and strategic advice, complying with takeover regulation (including 
the appointment of an independent advisor under the Takeovers Code and the preparation of a Target Company Statement) and 
determining what additional information (if any) would be provided by the Company to the bidder. 
Principle 4 – Reporting and Disclosure
The Board should demand integrity in financial and non-financial reporting, and in the 
timeliness and balance of corporate disclosures.
Continuous Disclosure
Recommendation 4.1: “An issuer’s Board should have a written Continuous Disclosure Policy.”
As a listed company, there is an imperative to ensure the market is informed, and the listed securities are being fairly valued by the 
market. In addition to statutory disclosures, the company provides ongoing updates of its operations. This material is made publicly 
available through releases to the NZX and ASX, in accordance with the relevant Listing Rules. Briscoe Group has a Continuous 
Disclosure Policy, and this is available through the link here: Continuous Disclosure Policy, and on Briscoe Group’s website. The 
purpose of this policy is to: ensure Briscoe Group complies with its continuous disclosure obligations; ensure timely, accurate 
and complete information is provided to all Shareholders and market participants; and outline the responsibilities in relation to the 
identification, reporting, review and disclosure of material information relevant to Briscoe Group. 
Charters and Policies
Recommendation 4.2: “An issuer should make its code of ethics, Board and committee charters and the policies recommended 
by NZX Code, together with any other key governance documents, available on its website.”
Information about Briscoe Group’s corporate governance framework (including Code of Conduct, Board and Board committee 
charters, and other selected key governance codes and policies) is available through the link here: Charters and Policies, and on 
Briscoe Group’s website.  
Financial and Non-Financial Reporting
Recommendations 4.3 and 4.4: “Financial reporting should be balanced, clear and objective. An issuer should provide 
non-financial disclosure at least annually, including considering environmental, economic and social sustainability factors 
and practices. It should explain how operational or non-financial targets are measured.  Non-financial reporting should be 
informative, include forward looking assessments, and align with key strategies and metrics monitored by the Board.”
Financial Reporting
The Audit and Risk Committee oversees the quality and integrity of external financial reporting including the accuracy, 
completeness and timeliness of financial statements, and ensuring that financial reporting is balanced, clear and objective. 
It reviews annual and half year financial statements and makes recommendations to the Board concerning the application 
of accounting policies and practice, areas of judgement, compliance with accounting standards, stock exchange and legal 
requirements, and the results of the external audit. 
Management’s accountability for Briscoe Group’s financial reporting is reinforced by the written confirmation from the 
Managing Director and Chief Financial Officer that, in their opinion, financial records have been properly maintained and that 
the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position 
and performance of Briscoe Group. Such representations are given on the basis of a sound system of risk management and 
internal control approved by the Audit and Risk Committee, which is operating effectively in all material respects in relation to 
financial reporting risk.  
Non-Financial Reporting - Sustainability
Briscoe Group regularly assesses its exposure to environmental, economic and social sustainability as part of the overall 
Briscoe Group Limited Annual Report 2024 | Corporate Governance Statement
80

framework for managing risk (see Principle 6 – Risk Management) and provides non-financial disclosure of this nature to its 
shareholders on at least an annual basis. 
Being one of New Zealand’s leading retailers we are committed to improving sustainability performance across our the four 
pillars of our sustainability strategy: Governance, Community, Our People and the Environment. Progress against these pillars is 
reported on pages 16-22 of this report.   
Briscoe Group is a Climate Reporting Entity and is publicly reporting for its period ending 28 January 2024, the Group’s climate 
related risks and opportunities in accordance with Aotearoa New Zealand Climate Standards released on 15 December 2022 
(see pages 23-29 of this report).  
Principle 5 – Remuneration
The remuneration of Directors and executives should be transparent, fair and reasonable.
Directors’ Remuneration
Recommendations 5.1 and 5.2: “An issuer should have a remuneration policy for the remuneration of directors. An issuer should 
recommend director remuneration to shareholders for approval in a transparent manner. Actual director remuneration should be 
clearly disclosed in the issuer’s Annual Report. An issuer should have a remuneration policy for remuneration which outlines the 
relative weightings of remuneration components and relevant performance criteria.”
The Group has adopted a Remuneration Policy which sets out the remuneration principles that apply to all Directors and 
employees including senior executives, to ensure that remuneration practices are fair and appropriate, and that there is a 
clear link between remuneration and performance. A copy of the Remuneration Policy, which is reviewed annually by both 
management and the Human Resources Committee, is available through the link here: Remuneration Policy and on Briscoe 
Group’s website. Briscoe Group is committed to applying fair and equitable remuneration and reward practices in the workplace, 
taking into account internal and external relativity, the commercial environment, the ability to achieve Briscoe Group’s business 
objectives and alignment with protecting and enhancing Shareholder value. Under Briscoe Group’s remuneration framework, 
jobs are sized using a robust and recognised methodology with remuneration evaluated against the relevant market for talent. 
We incorporate individual performance against defined key performance objectives as a key consideration in all remuneration-
based decisions, balanced by the organisational context. Remuneration for senior management includes a mix of fixed and 
variable components.  The mechanics of individual schemes, performance criteria including focus areas, specific targets, 
weightings, and quantums relating to performance payments which comprise short, medium and long-term incentives are 
regularly appraised to ensure they incorporate changing market conditions as well as the Company’s performance in relation to 
strategic initiatives that are deemed by the Board to be most relevant in driving Shareholder value. 
Non-Executive Directors are paid fees in accordance with the table provided under 5.1. The levels at which fees are set reflects 
the time commitment and responsibilities of the roles of Non-Executive Directors. Non-executive directors do not receive 
performance-based remuneration to mitigate bias in decision making. The Board uses various sources to inform its decision 
making on fees and consults with expert independent advisors where appropriate. 
Shareholder approval is sought for any increase in the pool available to pay Directors’ fees. Approval was last sought in 2021, 
when the pool limit was set at $400,000 per annum. An additional increase of $44,000 to the pool will be sought during 2024.
The Board has determined the following allocation from the current pool:
Position
Fees (per annum)
Board of Directors
Chair
$140,000
Member
$70,000
Audit and Risk Committee
Chair
$12,000
Member
$7,000
Human Resources Committee
Chair
$10,000
Member
$7,000
Briscoe Group Limited Annual Report 2024  | Corporate Governance Statement
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Executive and Employee Remuneration Policy
In 2019, the Board introduced the Briscoe Group Senior Executive Incentive Plan to grant performance rights to key senior 
management personnel as a long-term incentive (LTI) programme. Vesting is dependent upon achievement of Earnings per Share 
(EPS) and Absolute Total Shareholder Return (aTSR) growth targets at the end of a three-year term. Five tranches of performance 
rights have been issued under this programme. The rules of the scheme provide the ability for Directors to exercise discretion in 
relation to a number of aspects of the scheme, including varying the terms or outcomes of schemes. The Directors recognise the 
importance of transparency, maintaining the integrity of schemes, and ensuring that Shareholder value is protected or enhanced 
through the operation of these schemes. To do so, the Directors have chosen to let results “lie where they fell” for each tranche 
issued to date and recognise that scheme participants understand and respect their decisions to do so. 
A medium-term incentive (MTI) scheme was also introduced for other selected senior management. This plan vests in cash rather 
than equity over a two-year period, using the same measures of EPS and aTSR as the LTI.  
Periodically the Human Resources Committee, on behalf of the Board, seeks independent external advice to ensure that 
remuneration for senior executives is appropriate and fulfils the objectives of attraction, retention and motivation. This exercise was 
last conducted in 2022 for the roles included as part of the senior management team.  The Board is satisfied that the outcomes of 
that review remain appropriate in the current market and do not envisage repeating that exercise again in 2024 but will reassess 
any need to do so in the 2025 calendar year. 
In this manner, the various components of remuneration maintain alignment with the interests of Shareholders, the Company and 
the individual.   
The number of employees and former employees within Briscoe Group (including the Managing Director but excluding any 
other Director) receiving remuneration and benefits above $100,000, relating to the 52-week period ending 28 January 2024 is 
set out in the following table:  
Remuneration of Directors in the reporting period is tabulated below:
Board
Fee
Audit and Risk 
Committee
Human 
Resources 
Committee
Total
Fees
Other 
Payments/
Benefits
Total 
Remuneration
Dame Rosanne Meo
$140,000
$7,000
$7,000
$154,000
-
$154,000
Rod Duke1.
-
-
-
-
$2,353,263 
$2,353,263 
Tony Batterton2.
$70,000
$12,000
-
$82,000
-
$82,000
Andy Coupe
$70,000
$7,000
$10,000
$87,000
-
$87,000
Mark Callaghan3.
$70,000
-
$7,000
$77,000
$77,000
Total
$350,000
$26,000
$24,000
$400,000
$2,353,263 
$2,753,263
1.	 No Directors’ fees are paid to Executive Directors. For more information in relation to Executive Director remuneration refer to 
“Managing Director Remuneration” below. 
2.	 Appointed to the Human Resources Committee in September 2023 but did not receive fees for year ended January 2024 as pool 
for director fees already fully allocated. 
3.	 Appointed to the Audit & Risk Committee in September 2023 but did not receive fees for year ended January 2024 as pool for 
director fees already fully allocated. 
Briscoe Group Limited Annual Report 2024 | Corporate Governance Statement
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Senior Management 
Briscoe Group’s senior management are appointed by the Managing Director and their key performance indicators (‘KPIs’) are 
comprised of specific Briscoe Group financial objectives along with business related individual objectives. Establishing and 
monitoring these KPIs is done annually by the Managing Director recommending the KPIs to the Human Resources Committee, 
which in turn, makes recommendations to the Board for approval. The performance of the senior management against these 
KPIs is evaluated annually and serves as a key determinant of any short-term incentive scheme values and payments. The 
quantums available to be earned by each participant were reviewed as part of the independent external review conducted in 
2022 and revised in line with any changes to fixed remuneration in 2023. The Managing Director made recommendations to the 
Human Resources Committee, and these were confirmed by the full Board. 
Short Term Incentive Payments
Short term incentive (STI) payments are at risk cash payments designed to motivate and reward for short term (within each 
financial year) performance. The target value of a STI payment is set by the Managing Director with a specified dollar potential 
available to each participant in the scheme. The target areas for all employees who are entitled to a STI payment are set 
based on a combination of company financial performance, specific financial performance relative to the employee’s areas 
of responsibility and individual goals. The weightings applied to each of the target areas will be largely consistent throughout 
the company for roles entitled to a STI payment but may vary, along with specific targets to be achieved, depending on 
specific areas of focus as determined by the Managing Director.  The Board approves the STI payments to be made to senior 
management at the end of the financial year and approves the senior management targets for the following year. 
Medium Term Incentive Payments
Medium term incentive (MTI) payments are at risk cash payments designed to motivate and reward for medium term (crossing 
two financial years) performance. A two-year term provides for evaluation of performance over a longer term than used for 
purposes of STI and ensures a degree of impact or sustainability thereby avoiding or reducing the risk of “short-termism”. MTI 
participants are members of the broader senior management team who significantly influence achievement of the Company’s 
performance. The target value of an MTI payment is recommended by the Managing Director for approval by the Board, with a 
specified dollar amount potentially available to each participant in the scheme. Performance is assessed at Company rather than 
individual level with measures aligned to those of the Long-Term Incentive Scheme (LTI), albeit over a slightly lesser timeframe. 
The Board will review performance and approve any MTI payments to be made to participants subsequent to announcement of 
results for the financial year just passed and approve objectives for the following year. Participants in the MTI do not participate 
in the LTI.  
Remuneration
Number of Employees
$100,000 - $109,999
23
$110,000 - $119,999
8
$120,000 - $129,999
6
$130,000 - $139,999
6
$140,000 - $149,999
10
$150,000 - $159,999
4
$160,000 - $169,999
7
$170,000 - $179,999
5
$180,000 - $189,999
4
$190,000 - $199,999
5
$200,000 - $209,999
5
$210,000 - $219,999
3
$220,000 - $229,999
5
$230,000 - $239,999
3
Remuneration
Number of Employees
$240,000 - $249,999
4
$250,000 - $259,999
1
$270,000 - $279,999
1
$280,000 - $289,999
1
$290,000 - $299,999
1
$310,000 - $319,999
1
$330,000 - $339,999
2
$440,000 - $449,999
1
$530,000 - $539,999
1
$580,000 - $589,999
1
$670,000 - $679,999
2
$980,000 - $989,999
1
$1,080,000 - $1,089,999
1
$2,350,000 - $2,359,999
1 
The table above includes individuals who were employees during the 52-week period ending 28 January 2024 and who received 
remuneration and benefits above $100,000 during that period.
Briscoe Group Limited Annual Report 2024  | Corporate Governance Statement
83

The remuneration of the Managing Director comprises fixed and performance payments. Fixed remuneration includes a base 
salary and other benefits comprising; contributions to superannuation, life insurance, health insurance and a fuel card. The 
Managing Director received a short-term incentive (STI) of $1,044,949 for the year ended 28 January 2024. The target value of 
a STI payment is recommended by the Human Resources Committee, approved by the Board and linked strongly to company 
financial performance and performance against strategic initiatives. The Managing Director does not participate in the MTI 
Scheme and given his shareholding in the Company, nor does he participate in any equity-based Long Term Incentive Scheme.  
In accordance with the externally conducted review of the remuneration packages of the roles in the senior management team, 
the structure and quantums of the remuneration package of the Group Managing Director was considered appropriate.  
Principle 6 – Risk Management
Directors should have a sound understanding of the material risks faced by the issuer and 
how to manage them. The Board should regularly verify that the issuer has appropriate 
processes that identify and manage potential and material risks
Risk Management
Recommendation 6.1: “An issuer should have a risk management framework for its business and the issuer’s Board should 
receive and review regular reports. An issuer should report the material risks facing the business and how these are being 
managed.”
The Board is responsible for Briscoe Group’s risk assessment, management and internal control and it believes it has carried out 
a robust risk assessment process. Principally through the Audit and Risk Committee, the Board monitors policies and processes 
that identify significant business risks and implements procedures to monitor these risks.  
The Board has set the risk appetite for the Group, taking into consideration the expectations of Shareholders and other 
stakeholders. The Board recognises that prudent risk-taking is essential for innovation and competitive advantage, while also 
acknowledging the importance of risk management to safeguard the Group’s reputation and financial stability. The clear 
Long Term Incentive Payments
On 26 March 2019 the Board approved a Senior Executive Incentive Plan under which selected senior employees could be 
granted Performance Rights which upon vesting would reward the employees with ordinary shares in the Company. Vesting of 
the Performance Rights occurs after three years and is subject to the achievement of certain performance hurdles, relating to 
the Company’s achievement against Total Shareholder Return and Earnings Per Share growth targets. The external independent 
review of remuneration conducted in 2022 confirmed the appropriateness of the measures and that the use of Performance 
Rights is aligned with the market. Participants in the LTI do not participate in the MTI. 
Six tranches of Performance Rights have been issued under this Plan. 
Managing Director Remuneration
Recommendation 5.3: “An issuer should disclose the remuneration arrangements in place for the CEO in its Annual Report. This 
should include disclosure of the base salary, short-term incentives and long-term incentives and the performance criteria used 
to determine performance-based payments.” 
The remuneration of the Managing Director for the year ended 28 January 2024 was:
Period Ended 
28 January 2024
Base Salary
$1,177,846 
Other Benefits
$130,468 
STI
$1,044,949 
Subtotal
$2,353,263 
LTI (refer below)
-
Total Remuneration
$2,353,263 
Briscoe Group Limited Annual Report 2024 | Corporate Governance Statement
84

articulation of our risk appetite provides for an effective mechanism to inform investment decisions, facilitate the discussion of 
risk, set parameters within which objectives must be delivered, and supports the awareness of risk by our staff and partners.  
The Board has a moderate to high-risk appetite in pursuit of the Group’s strategic initiatives and innovation and growth. The 
Board accepts a moderate level of operational risk to optimise efficiencies, streamline processes, and adapt to changing market 
dynamics while ensuring continuity of business operations. The Board has a low appetite for financial risk, ensuring prudent 
capital management, liquidity, and profitability, while acknowledging the need for strategic investment to drive growth. The 
Board has a very low appetite for risks to the Group’s brand and reputation, which includes the health and safety of staff, 
customers and suppliers; non-compliance with legal and regulatory standards; and cyber, data and technology security. 
The Board continues to evaluate and adapt the Group’s risk appetite to respond to evolving market conditions, regulatory 
requirements and Shareholder and stakeholder expectations. 
A management risk committee comprising the Managing Director, Chief Financial Officer, Chief Operating Officer and Internal 
Audit Manager meets every quarter to identify and assess the major risks affecting the business by maintaining a risk matrix 
which is used to develop strategies to monitor and mitigate these risks. Risks are assessed against the impact of the risk and the 
likelihood of it eventuating. The risk matrix is provided to the Board six monthly. The management risk committee reports to the 
Audit and Risk Committee. Significant risks are discussed at Board meetings, or as required. Briscoe Group maintains insurance 
policies that it considers adequate to meet insurable risks.  
Health and Safety
Recommendation 6.2: “An issuer should disclose how it manages its health and safety risks and should report on their health 
and safety risks, performance and management.”
The Human Resources Committee, the Chief People Officer and specialist team members in the Human Resource function 
assist the Board in meeting its responsibilities under the Health and Safety at Work Act 2015, as well as other regulations and 
policies. 
The Human Resources Committee, along with management, is responsible for ensuring that Health and Safety has appropriate 
focus and is sufficiently resourced to achieve its objectives within Briscoe Group. This includes safeguarding the health and 
safety of Briscoe Group’s workers, other workers under its influence and ensuring the health and safety of its customers, visitors 
and the general public to the extent reasonably practicable. 
Company performance across a range of measures of Health and Safety are a consistent and priority agenda item at all Board 
meetings. The Board and senior management are apprised of all notifiable incidents and injuries and the actions taken to ensure 
the health and wellbeing of injured persons. Actions taken to prevent incident recurrence are also advised. 
Management operates and assesses the effectiveness of risk assessment and mitigation, safety processes and systems, 
capability of staff and the general culture of the business in relation to safety. 
Briscoe Group operates a Health and Safety Risk Matrix to identify specific hazards and risks, assess their severity of impact 
and likelihood of occurrence, document mitigation strategies and determine the level of residual risk. The matrix incorporates 
psychosocial wellbeing in addition to physical safety. This matrix is reviewed at least annually by the Human Resources 
Committee and annual Health and Safety objectives and KPIs are set for the business based on the significant risks identified.  
The Company operates a continuous system of hazard identification and management along with monthly reviews of 
performance to ensure that opportunities for improvement are identified and progressed. As our highest Health and Safety 
risk, reviews of Traffic Management Plans. Continuous vigilance in this area is vital to the safety and wellbeing of our team and 
other visitors to our sites. Another key risk is injury due to manual handling, an area in which we are working with expert external 
resources to identify and develop ways to reduce or eliminate these types of injuries. 
We have continued the extensive work already completed in the area of team member and customer safety due to anti-social 
and violent behaviour by visitors to our sites. The work conducted by the Briscoe Group team was complemented by work with 
and by external stakeholders including the New Zealand Police, other retailers and Retail New Zealand. We have recognised 
that this remains a priority to protect both the physical and mental wellbeing of our team. The work in this area includes but 
is not limited to the training provided to our team with consideration for different role types, equipment provided to our Loss 
Prevention Specialists and management teams, systems and processes used to identify and monitor undesirable behaviour and 
Briscoe Group Limited Annual Report 2024  | Corporate Governance Statement
85

systems and tools used to protect both product and property. We are determined that our team know and believe that nothing, 
including loss of product, is more important than the safety of them, their fellow team members and other visitors to our sites. 
We use a range of indicators including usage of our Employee Assistance Programme to ensure our actions are targeting known 
needs as well as identifying new issues or concerns. Our Employee Engagement platform provides additional information from 
our team on health and safety as well as other matters relating to general wellbeing. 
 
Both senior management and the Board receive regular updates on our health and safety performance.  Complementing 
our regular reviews, our annual deep dive with the Board continues to ensure we challenge ourselves to improve on prior 
performance through reductions in health and safety incidents, injury frequency and severity. We continue to be encouraged by 
our improved performance on measures such as Lost Time Injury Frequency Rates, performance data shared by ACC and our 
own internal recording and reporting systems. 
Principle 7 – Auditors
The Board should ensure the quality and independence of the external audit process.
External Audit
Recommendations 7.1 and 7.2: “The Board should establish a framework for the issuer’s relationship with its external auditors. 
This should include procedures prescribed in the NZX Code. The external auditor should attend the issuer’s annual shareholders 
meeting to answer questions from shareholders in relation to the audit.”
The Audit and Risk Committee is responsible for the oversight of Briscoe Group’s external audit arrangements. These arrange-
ments include procedures for the matters described in Recommendation 7.1 of the NZX Code. 
The Audit and Risk Committee is committed to ensuring Briscoe Group’s external auditor is able to carry out its work inde-
pendently so that financial reporting is reliable and credible. Briscoe Group has an External Auditor Independence policy, which 
is available through the link here: External Auditor Independence Policy, and on Briscoe Group’s website. The External Auditor 
Independence policy implements the procedures set out in the NZX Code. Regular rotation of the Company’s external audit 
firm is not mandated however, the Engagement and Quality Review partners of the Company’s external auditors are required to 
rotate every five years and are subject to a two-year cooling-off period. 
The policy sets out the work that the external auditor is required to do and specifies the services that the external auditor is not 
permitted to do unless authorised by both the Chair and Chair of the Audit and Risk Committee and so advised to the Board. 
This is so the ability of the auditor to carry out its work is not impaired and could not reasonably be perceived to be impaired.
  
During 2021 a benchmarking exercise was undertaken by the Board which involved discussions with other external audit com-
panies capable of fulfilling the Group’s external audit requirements. As a result of this exercise the Board was satisfied that the 
current external auditor remained the most appropriate choice for the Group’s external audit engagement.   
The external auditor attends the Annual Shareholders’ Meeting, and the lead audit partner is available to answer relevant ques-
tions from Shareholders at that meeting.  
Briscoe Group’s external auditor is PricewaterhouseCoopers. Total fees paid to PricewaterhouseCoopers in its capacity as audi-
tor for the period ended 28 January 2024 were $155,500 (2023: 142,750). Total fees paid to PricewaterhouseCoopers for other 
professional services for the period ended 28 January 2024 were $47,500 (2023: $47,500). The other service fees comprise a 
half yearly review.
Internal Audit
Recommendation 7.3: “Internal audit functions should be disclosed.”
Briscoe Group has an internal audit team that performs assurance and compliance reviews across company operations as part 
of a risk-based programme of work approved by the Audit and Risk Committee. In scope are all aspects of the Group’s store 
and non-store operations. In addition to the assurance and compliance work, the internal audit team provides advice to improve 
both established systems and processes, and during the design and implementation phase of new systems and processes. The 
Internal Audit Manager reports functionally to the Audit and Risk Committee and administratively to the Chief Financial Officer.  
Briscoe Group Limited Annual Report 2024 | Corporate Governance Statement
86

The Internal Audit Manager provides regular reporting to management as well as directly to the Board and Audit and Risk 
Committee.
Principle 8 – Shareholder Rights and Relations
The Board should respect the rights of shareholders and foster constructive relationships 
with shareholders that encourage them to engage with the issuer.
Information for Shareholders
Recommendation 8.1: “An issuer should have a website where investors and interested stakeholders can access financial and 
operational information and key corporate governance information about the issuer.”
Briscoe Group is committed to an open and transparent relationship with Shareholders. The Board aims to ensure that all 
Shareholders are provided with all information necessary to assess Briscoe Group’s direction and performance. 
This is done through a range of communication methods including periodic and continuous disclosures to NZX and ASX, half 
year and annual reports and the Annual Shareholders’ Meeting. Briscoe Group’s website provides a range of information about 
the Group including financial and operational information, information about its Directors and senior management and copies of 
its governance documents, for investors and interested stakeholders to access at any time.
Communicating with Shareholders
Recommendation 8.2: “An issuer should allow investors the ability to easily communicate with the issuer, including by 
designing its shareholder meeting arrangements to encourage shareholder participation and by providing the option to receive 
communications from the issuer electronically.”
Shareholders have the option of receiving their communications electronically, including by email or through Briscoe Group’s 
investor centre. Briscoe Group’s website includes a section for Shareholder communications and the Board has always been 
committed to having an open dialogue with Shareholders and welcomes investor enquiries. 
Briscoe Group generally holds ‘hybrid’ Shareholder meetings that allow Shareholders to attend either a physical event in person 
or participate virtually by attending and voting online. Shareholders can ask questions at Shareholder meetings regardless of 
whether they attend the meeting online or in person. Where possible, the Managing Director attends all Shareholder meetings 
and actively participates in the answering of any questions received from Shareholders. 
Shareholder Voting Rights
Recommendation 8.3: “Shareholders should have the right to vote on major decisions which may change the nature of the 
company in which they are invested.”  
In accordance with the Companies Act 1993, the Company’s Constitution, and the NZX and ASX Listing Rules, Briscoe Group 
refers any significant matters to Shareholders for approval at a Shareholder meeting.  
Further Capital
Recommendation 8.4: “If seeking additional equity capital, an issuer should offer further equity securities to existing 
shareholders of the same class on a pro rata basis, and on no less favourable terms, before further equity securities are offered to 
other investors.”
If the Company seeks additional equity capital, the Board will ensure it considers the interests of existing shareholders and, 
where that is reasonable and in the best interests of the Company, permit shareholders to participate on a pro-rata basis. 
Notice of Annual Shareholders meeting
Recommendation 8.5: “The Board should ensure that the annual shareholders notice of meeting is posted on the issuer’s 
website as soon as possible and at least 20 working days prior to the meeting.”
Briscoe Group posts any notices of Shareholder meetings on its website as soon as these are available. The general practice is to 
make these available not less than four weeks prior to the Shareholder meeting unless extraordinary circumstances apply which 
means this is not possible.
Briscoe Group Limited Annual Report 2024  | Corporate Governance Statement
87

General  
Disclosures
Board of Directors
Dame Rosanne Meo, DNZM, OBE, BA, Dip BIA: Chairman (Non-Executive)  
Director of AMP Administration (NZ) Ltd and Rosanne Meo Consulting. Chartered Fellow of Institute of Directors.
Rod Duke: Group Managing Director and Deputy Chairman 
Group Managing Director since 1991. Director of Kein Geld (NZ) Limited, RA Duke Limited, Briscoe Share Plan Trustee Limited, 
Kein Geld Westgate Limited and RD Golf Investments Limited. 
Tony Batterton, BCom, C.A: Director (Non-Executive) 
Partner and Executive Director of Evergreen Partners Ltd and related enties. Non-Executive Director of Scales Corporation 
Limited, Direct Capital IV Management Ltd and related entities, NZ Fine Tours Holdings Limited and Siplow Nominees Ltd.
Andy Coupe, LLB: Director (Non-Executive) 
Chairman of Kingfish Ltd, Barramundi Ltd and Marlin Global Ltd. Chartered Fellow of Institute of Directors.
Mark Callaghan, BCA (Hons): Director (Non-Executive) 
Director of Hepstone Ltd and Callaghan & Associates Ltd. Member of Institute of Directors.
 
Subsidiary Companies 
No employee of the Group appointed as a Director of Briscoe Group Limited or its subsidiaries receives or retains any 
remuneration or other benefits in their capacity as a Director. 
The remuneration and other benefits of such employees (received as employees) totalling $100,000 or more during the year 
ended 28 January 2024, are included in the relevant bandings for remuneration disclosed as part of the “Remuneration” section 
of the Corporate Governance Statement included in this Annual Report (page 73). 
The persons who held office as Directors of subsidiary companies at 28 January 2024 are as follows:  
Briscoes (New Zealand) Limited  
Rod Duke, Geoff Scowcroft
The Sports Authority Limited 
Rod Duke, Geoff Scowcroft
Rebel Sport Limited 
Rod Duke
Living & Giving Limited 
Rod Duke
 
Briscoe Group Limited Annual Report 2024 | General Disclosures
88

Principal Activities of the Group
Briscoe Group Limited is a non-trading holding company but provides management services to its subsidiaries. 
The principal trading subsidiaries are Briscoes (New Zealand) Limited, a specialist homeware retailer selling leading branded products, 
and The Sports Authority Limited, (trading as Rebel Sport), New Zealand’s largest retailer of most leading brands of sporting goods. 
The subsidiaries are 100% owned by Briscoe Group Limited. 
During the period there were no changes to the nature of Briscoe Group Limited’s business or that of its subsidiaries. There were also 
no changes to company structure.
Directors
A.     Shareholdings
Beneficially Held
As at 15 March 2024
Number of shares
RAB Coupe
10,000
Non-Beneficially Held
 
As at 15 March 2024 
 Number of shares
RA Duke as Trustee of the RA Duke Trust
171,566,383
RPO’L Meo
100,000
AD Batterton
20,000
For further details refer to Substantial Product Holders information (page 91).
B.     Share dealings 
During the 52-week period ended 28 January 2024 no director acquired shares in the Company. There were no other changes to 
Directors’ interests in Briscoe Group Limited during the period. 
C.     Directors’ Insurance
As provided by the Group’s Constitution and in accordance with Section 162 of the Companies Act 1993 the Group has arranged 
Directors’ and Officers’ Liability Insurance which ensures Directors will incur no monetary loss as a result of actions undertaken by them 
as Directors provided they act within the law.
 
D.     Interests in contracts
During the 52-week period ended 28 January 2024 the following Directors have declared pursuant to Section 140 (1) of the 
Companies Act 1993 that they be regarded as having an interest in the following transactions:
•	 The RA Duke Trust, of which RA Duke is a trustee, as owner of the Rebel Sport premises at Panmure, Auckland, received rental 
payments of $722,897 (2023: $674,884) from the Group, under an agreement to lease premises to The Sports Authority Limited 
(trading as Rebel Sport. Refer to Note 6.1.1 of the financial statements).  
•	 Kein Geld (NZ) Limited, an entity associated with RA Duke, received rental payments of $600,634 (2023: $596,803), as owner of 
the Briscoes Homeware premises at Wairau Park, Auckland, under an agreement to lease premises to Briscoes (NZ) Limited. (Refer 
to Note 6.1.1 of the financial statements). 
•	 During the period, Kein Geld Westgate Limited, an entity associated with RA Duke formed an unincorporated joint venture known 
as Westgate Lifestyle Centre Joint Venture. The joint venture purchased the Westgate Lifestyle Shopping Centre at Westgate, 
Auckland, which included the Briscoes Homeware and Rebel Sport premises. As a result, from 1 May 2023 rental payments of 
$423,858 (2023: Not applicable) were received under the pre-existing agreement to lease premises to Briscoes (NZ) Limited. 
The remaining non-cancellable term of this lease is 1.3 years (2023: Not applicable) with a payment commitment of $706,431 
(2023: Not applicable). The joint venture also received rental payments of $225,939 (2023: Not applicable) under the pre-existing 
agreement to lease premises to The Sports Authority Limited. The remaining non-cancellable term of this lease is 1.3 years (2023: 
Not applicable) with a payment commitment of $376,566 (2023: Not applicable).
Briscoe Group Limited Annual Report 2024 | General Disclosures
89

E.     Directors’ and Officers’ use of Company Information
During the period the Board received no notices pursuant to Section 145 of the Companies Act 1993 relating to use of Company 
information.
Shareholders Information 
Holding Range at 15 March 2024
No. Investors
Total Holdings
%
1 – 1000
1,182
721,100
0.32
1,001 – 5,000
1,754
4,969,189
2.23
5,001 – 10,000
605
4,703,704
2.11
10,001 – 100,000
485
11,718,630
5.26
100,001 and over
33
200,677,389
90.08
Total
4,059 
222,790,012
100%
Substantial Product Holders
The following information is given pursuant to section 293 of the Financial Markets Conduct Act 2013. As at 28 January 2024, details 
of the Substantial Product Holders in the company and their relevant interests in the company’s shares are as follows:
Substantial  
Product Holder
Holding as at 
28 January 20241
R A Duke2.
171,566,383
The total number of ordinary shares on issue (being all of the voting shares of the company) as at 28 January 2024 was 
222,765,778. 
1.	 This information reflects the company’s records and disclosures made under section 280(1)
(b) of the Financial Markets Conduct Act 2013.  
2.	 R A Duke has a relevant interest as a trustee of the R A Duke Trust which was disclosed in 
the SSH notice dated 13 October 2016, in respect of 170,081,138 ordinary shares. As at 28  
January 2024 this interest was in respect of 171,566,383 ordinary shares.  
Briscoe Group Limited Annual Report 2024 | General Disclosures
90

Top 20  
Shareholders
As at 15 March 2024
Rank
Holder’s Name*
Total
%
1
JB Were (NZ) Nominees Limited **
173,620,931
77.93
2=
Gerald Harvey
5,250,000
2.36
2=
Harvey Norman Properties (NZ) Ltd
5,250,000
2.36
4
Accident Compensation Corporation
3,139,118
1.41
5
Custodial Services Limited
2,068,995
0.93
6=
Alaister John Wall, Beverley Ann Wall and Benedict Dougles Tauber as 
Trustees of Tunusa Trust established for the benefit of the family of AJ 
and BA Wall
1,000,000
0.45
6=
Stuart Hamilton Johnstone and Lorraine Rose Johnstone
1,000,000
0.45
8
HSBC Nominees (New Zealand) Limited 
923,328
0.41
9
New Zealand Depository Nominee
832,759
0.37
10
FNZ Custodians Limited
811,495
0.36
11
Manhattan Trustee Limited
683,000 
0.31
12
Forsyth Barr Custodians Limited
545,708 
0.24
13
Peter William Burilin
540,839
0.24
14
Shu Wen Chiang
534,861
0.24
15
Carla Ingrid Brockman
 336,300
0.15
16
Gemscott Limited 
335,000
0.15
17
Geoffrey Peter Scowcroft
307,809
0.14
18
Investment Custodial Services Limited
307,063
0.14
19
Shih Ting Huang 
306,719
0.14
20
Hobson Wealth Custodian Limited
265,601
0.12
*  A number of the registered holders listed below hold shares as nominees for, or on behalf of, other parties.  
** Includes 171,566,383 shares in relation to holdings associated with R A Duke. 
Briscoe Group Limited Annual Report 2024
91
Briscoe Group Limited Annual Report 2024 | Top 20 Shareholders

Directors
Dame Rosanne PO’L Meo (Chairman)
Rodney A. Duke
Anthony (Tony) D. Batterton
Richard A. (Andy) Coupe
Hugh J. M. (Mark) Callaghan 
Registered Office
1 Taylors Road 
Morningside 
Auckland 1025
Telephone +64 9 815 3737
Postal Address
PO Box 884
Auckland Mail Centre
Auckland
 
Websites
www.briscoegroup.co.nz
www.briscoes.co.nz
www.rebelsport.co.nz
Solicitors 
Simpson Grierson 
Bankers
Bank of New Zealand
Auditors
PwC
Share Registrar
Link Market Services Limited
Level 30
PwC Tower
15 Customs Street West
Auckland 1010
Telephone +64 9 375 5998
Directory
Briscoe Group Limited Annual Report 2024 | Directory
92


briscoegroup.co.nz