A n n u a l R e p o r t 2 0 2 4 A U S T R A L I A’ S FA S T E S T‑ G R O W I N G D I R E C T L I F E I N S U R E R NobleOak is an independent, Australian APRA‑regulated life insurer. NobleOak has been protecting Australians for over 147 years with a core belief of treating others as we would like to be treated. We genuinely put the customer first and are proud to continue to hold the title of Australia’s most awarded Direct Life Insurer. NobleOak Life Limited Annual Report 2024 03 04 06 10 13 C O N T E N T S A Proud History FY24 Performance Highlights Letter from the Chair & CEO FY24 Operational Highlights Financial Report 2024 NobleOak Life Limited Annual Report 2024 01 02 NobleOak Life Limited Annual Report 2024 A PROUD HISTORY NobleOak’s history dates back to the first benevolent societies in Australia, established with the noble purpose of supporting families during their most difficult times. Community members each contributed a small weekly sum to a shared ‘fund’. When someone in the community fell seriously ill, was injured, or passed away, this fund acted as a crucial safety net for their family. 147 years on, NobleOak continues to be driven by the same mission to protect Australians and their families. Today, NobleOak is an award‑winning, digitally advanced, and rapidly growing life insurer challenging the larger, more traditional incumbents. Our commitment to providing excellent service to our customers remains unchanged. In an increasingly individualistic world, purchasing Life Insurance to safeguard your loved ones and supporting them when you cannot is a profoundly selfless action. NobleOak Life Limited Annual Report 2024 03 FY24 PERFORMANCE HIGHLIGHTS In‑force premiums ahead of guidance as NobleOak continues to outperform, while investing for growth and capability. Note: 1. Excludes the Genus administration business. 2. As at 31 December 2023. Market share calculated by dividing NobleOak’s total in‑force premiums and new business sales by APRA’s half‑year life insurance performance statistics (excluding Group, CCI and Funeral insurance premiums). 3. Underlying NPAT is a non‑IFRS financial measure, defined as net profit after tax excluding the impact on the valuation of policy liability from changes in economic assumptions and other material one‑off items considered by the board to not reflect underlying performance of the business (as is contemplated by ASIC RG 230 Disclosing non‑IFRS financial information). Refer reconciliation on page 33. $387m +22% Growth vs. FY23 In‑force premium1 $54m +18% Growth vs. FY23 New business 193% FY23 191% Regulatory capital multiple 12.8% 2.8% above long‑term target New Business market share2 3.3% +0.7ppts vs. Dec‑22 In‑force premium market share2 $15m +19% Growth vs. FY23 Underlying NPAT3 04 NobleOak Life Limited Annual Report 2024 DRIVING GROWTH AND CUSTOMER SATISFACTION FOR LONG‑TERM PERFORMANCE We are very confident in the long‑term prospects of the NobleOak Direct Channel, where our ambition is to be a leading challenger brand in the $11 billion Australian individual life risk market. NobleOak Life Limited Annual Report 2024 05 LETTER FROM THE CHAIR & CEO As Australia’s fastest growing and most awarded direct life insurer, we continue to gain market share by delivering high‑quality products and service to our customers Dear Shareholder, On behalf of the Board of Directors and the management team of NobleOak Life, we are pleased to present the Company’s 2024 Annual Report. It has been another successful year for the Company, as we remained Australia’s fastest growing and most awarded Direct life insurer. The NobleOak team delivered strong growth in premiums and profits as we executed our diversified growth strategy while remaining true to our values. In an improving market, with sales volumes across the industry continuing to rebound from their 2022 lows, NobleOak continues to outperform and gain market share in both the direct and advised markets. NobleOak has built a trusted brand in the Australian market by offering high value, contemporary life insurance products through a modern digital technology platform and omnichannel customer acquisition strategy backed by our award‑winning service. We are a leading challenger brand in the $11 billion individual life insurance market, with a growing market share that is now 3.3% as we continue to win business from the incumbents and attract new customers to purchase life insurance directly. Our Direct distribution model differentiates us from our competitors. It is our long‑term growth engine and fundamental to the value of the Company, benefiting from structural tailwinds as customers become more self‑directed and increasingly prefer to purchase financial products online. 1 Based on APRA data as at 31 December 2023. Strong FY24 performance In FY24, NobleOak delivered a strong financial performance, with strong in‑force premium growth and tight financial disciplines to deliver margin stability and growth in underlying profits. At period end, we managed over 137,000 active policies (excluding Genus), generating more than $387 million in annual in‑force premiums. This premium, which acts as annuity stream revenue, was up 22% year on year, exceeding our market guidance of 15‑20% provided at last year’s AGM in November. NobleOak’s outperformance continues to be driven by above‑market sales as well as lapse rates that remain lower than industry average.1 In our Direct Channel, effective digital marketing and alliance partnerships with the likes of Budget Direct, RAC WA, Costco, and Singapore Airlines’ KrisFlyer program, helped to drive in‑force premiums up 14% year on year to $91.6 million. NobleOak’s market share of Direct sales increased to 17%, remaining significantly higher than the market share of Direct in‑force premiums of 8.7%. The Strategic Partner channel continues to deliver strong growth, with NobleOak’s contemporary products, high‑quality service and partnerships with Neos and PPS driving market share gains. In‑force premiums grew by 25% to $295.2 million, with a 12% share of advised sales in an improving market and lapse outperformance driving NobleOak’s advised in‑force market share up to 2.7%. In‑force premiums for Genus, our administration business, finished the year at $24.6 million, driven by favourable lapse experience. 06 NobleOak Life Limited Annual Report 2024 Disciplined underwriting and expense management delivered strong growth in underlying net profit after tax (NPAT), up 19% year on year to $15 million. However, statutory NPAT is down 31% to $9.3 million, largely due to movement in provisions for onerous contracts and one‑off compliance and IT project costs, offset by the impact of interest rates on policy liabilities. Higher interest rates and growth in NobleOak’s investment portfolio drove investment returns up materially to $11.7 million, with the average return on invested assets improving to 4.4% (FY23: 2.5%). The company’s capital position remains sound, with a regulatory capital multiple of 193% as we have reached a critical inflexion point in our path to generating positive free cash flow. Achieving this significant milestone in our growth journey marks an exciting phase for NobleOak and supports future strategic options for our business. Our primary focus remains accelerating our organic growth by investing in product innovation and distribution, as well as exploring potential avenues for inorganic growth subject to our usual disciplined return hurdles. The potential for future dividends will also be a consideration, noting that capital levels in a life insurer naturally vary due to several factors, including claims experience and adjustments in capital assumptions. The new phase of positive capital generation is undeniably a positive milestone for NobleOak. Delivering our strategy As we invest further to build the foundations for long‑term growth, we are making good progress on our digital transformation to deliver a scalable technology platform with an enhanced omnichannel customer experience. We continue to build the NobleOak team, with key investments during FY24 to support capability uplift, particularly in growth, actuarial, data and technology. NobleOak is committed to continuing investment in innovation and growth, both organically and inorganically. We are currently testing a direct wealth proposition, new marketing strategies and an embedded insurance offering. These opportunities are designed to more smoothly integrate our life insurance products into the customer journeys for our partners and to address the needs of various market segments. These investments are essential to maintaining NobleOak’s status as an innovator with a strong pipeline to drive growth. Living our values NobleOak has five core values that underpin our business. Be Noble, Create Value, Adapt and Grow, Deliver on Promises, and Keep it Simple. In FY24, employee representatives collaborated to refresh our values, ensuring they resonate across our growing business and acknowledge both our history and the diversity of our team into the future. These values inform our strategy and the way we work with our stakeholders, customers and each other, as well as underpinning our recognition and performance frameworks to ensure ongoing reflection and celebration. Each year, we conduct an employee engagement survey and this year we commenced a partnership with Culture Amp to enhance our measurement approach and benchmark our results against other organisations. This year, 93% of our employees participated in the engagement survey, with a top quartile employee Net Promoter Score of 38 (when compared against other Australian organisations). We were also pleased to be recognised as an Employer of Choice in the 2023 Australian Business Awards. NobleOak Life Limited Annual Report 2024 07 IN AN IMPROVING MARKET, NobleOak continues to outperform and gain share in both direct and advised business. 08 NobleOak Life Limited Annual Report 2024 08 NobleOak Life Limited Annual Report 2024 LETTER FROM THE CHAIR & CEO continued We remain committed to listening to our employees and enhancing our culture, leadership and capability to support NobleOak’s ongoing growth. NobleOak remains committed to supporting a sustainable and ethical community, in line with our Environmental, Social, and Governance (ESG) strategy. Details of this framework are provided later in this report. We are proud of the efforts of our team that made NobleOak Australia’s most awarded Australian direct Life Insurer for the fifth consecutive year, winning awards from Canstar, Plan for Life, Mozo, Money Magazine, Finder, WeMoney, DBM and Feefo for quality, value and customer service. Our market‑leading product, value, customer service and digital capabilities continue to resonate strongly. AASB 17 implementation As previously announced, from 1 July 2023 NobleOak successfully implemented and adopted AASB 17: Insurance Contracts, a new accounting standard for the Australian insurance sector. A significant upfront investment of human and financial resources has been required to implement the new accounting standard. Our CFO Scott Pearson and his team have done an outstanding job to meet the regulatory deadline. Although AASB 17 does not affect our core business value drivers or strategy, it led to a $27 million deferred tax asset at the transition. Additionally, it modestly accelerated profit recognition overall. Board renewal In June, we were pleased to announce the appointment of Andrew Gale as a non‑executive director of NobleOak, effective from 1 September 2024. We are delighted to have Andrew join the Board given his deep actuarial and insurance expertise, and experience in the financial advice sector. He also brings broader financial services governance, strategy and risk management experience. Board renewal remains a priority for NobleOak as we continue our growth journey. FY25 priorities and outlook NobleOak expects to continue to outperform and achieve above‑market in‑force premium growth. The management team remains focused on the key strategic priorities, including: • Organic growth: Further strengthen brand and expand partnerships. • Omnichannel experience: Continue to focus on digital transformation and automation. • Customer retention: Implement personalised strategies to reduce policy lapses due to affordability. • Data strategy: Leverage analytics and AI for better customer insights and optimised sales and marketing. • Compliance and risk management: Further enhance our risk management framework and ensure robust compliance. • Growth innovation: Continue investing in and testing new product ideas, both directly and with strategic partners. We will continue to focus on enhancing the customer experience, acquisition cost and expense optimisation, developing new partnerships and distribution arrangements, improving claims management, and pricing and profitability. Thank you to the NobleOak team for their hard work this year, as well as our customers, partners and shareholders for your continued support. Stephen Harrison Chair NobleOak Life Limited Anthony R. Brown Chief Executive Officer NobleOak Life Limited NobleOak Life Limited Annual Report 2024 09 NobleOak Life Limited Annual Report 2024 09 FY24 OPERATIONAL HIGHLIGHTS Continued excellence in performance and execution. Maintained High Customer Satisfaction1 Australia’s Most Awarded Direct Life Insurer 5 Years Running (2019‑2023) Customer Portal Launched Capability Uplifts Technology Upgrades Note: 1. Feefo rating based on 93 service ratings over the past year (as at 15 August 2024). 10 NobleOak Life Limited Annual Report 2024 Continued Product Disclosure Statement refinements to help provide our customers with the value they deserve. NobleOak Life Limited Annual Report 2024 11 12 NobleOak Life Limited Annual Report 2024 F I N A N C I A L R E P O R T 2 0 2 4 F O R T H E Y E A R E N D E D 3 0 J U N E 2 0 2 4 NobleOak Life Limited ACN 087 648 708 Directors’ Report 14 Operating and Financial Review 26 Operating Segment Review 37 Statutory to Management Result Reconciliation 41 Remuneration Report 44 Auditor’s Independence Declaration 62 Financial Report 63 Directors’ Declaration 118 Independent Auditor’s Report 119 Shareholders’ Information 125 Directory 128 NobleOak Life Limited Annual Report 2024 13 DIRECTORS’ REPORT The Directors of NobleOak Life Limited (ASX: NOL, NobleOak or the Company) submit their report, together with the financial report of the consolidated entity (the Group) for the year ended 30 June 2024 (the financial year). Directors The following persons were Directors of NobleOak during the financial year and since the end of the financial year, unless otherwise noted: • Stephen Harrison (Chair) • Anthony Brown (CEO) • Andrew Boldeman • Sarah Brennan • Kevin Hamman • Inese Kingsmill As announced on 26 June 2024, Mr Andrew Gale has been appointed as an independent non‑executive director of NobleOak, effective 1 September 2024. Current Directors The biographies for the current Directors of NobleOak are detailed below: Stephen J Harrison – Independent Non‑Executive Director Stephen Harrison was appointed as a Director of the Company in January 2011 and as Chair of the Company in November 2018. Mr Harrison has over 35 years of experience in financial services, funds management, private equity and accounting. Mr Harrison is currently the Chair of ASX listed companies Aumake Limited and Omega Oil & Gas. Mr Harrison is also the Chair and Co‑Founder of fund manager Conscious Capital Limited. Mr Harrison has previously served as a Director of ASX‑listed companies The Gruden Group/Sinetech Limited, Exoma Energy Limited and Blue Energy Limited and as Chair and Director of IncentiaPay Limited. He previously held Director positions with Investec Funds Management and the Australian subsidiary of US‑based fund manager Sanford C Bernstein. Mr Harrison holds a Bachelor of Economics from Adelaide University, and is a Certified Practising Accountant. Other ASX listed company directorships held in the past three years: • IncentiaPay Limited (ASX: INP): 15 February 2019‑31 May 2023 • Omega Oil & Gas Limited (ASX: OMA) 3 June 2021‑current • Aumake Limited (ASX: AUK): 1 March 2022‑current Chair of the Board of Directors Member of the Risk Committee Member of the Audit Committee Member of the Product & Insurance Committee 14 NobleOak Life Limited Annual Report 2024 DIRECTORS’ REPORT continued Anthony R Brown – Executive Director Anthony Brown was appointed Chief Executive Officer of the Company in July 2012, and a Director of the Company in July 2013. Mr Brown has over 30 years of experience in general management, finance, strategy, operations, marketing and distribution. Mr Brown was previously Chief Operating Officer at AMP Capital, Head of Commercial Insurance Marketing at Promina/Suncorp, Publisher at CCH Australia and Manager at KPMG. Mr Brown has completed the General Management Program at Harvard Business School, Boston, has an MBA from the Australian Graduate School of Management, and is a Chartered Accountant. Mr Brown also holds a Bachelor of Economics degree from the University of Sydney and a Master of Commerce degree from the University of NSW. He is also a member of the Australian Institute of Company Directors. Other ASX listed company directorships held in the past three years: • N/A Chief Executive Officer of the Company Member of the Product & Insurance Committee Member of the Finance & Investment Committee Andrew J Boldeman – Non‑Executive Director Andrew Boldeman was appointed as a Director of the Company in June 2020. Mr Boldeman has spent his career in the life insurance and broader financial services industries in Australia, Asia and the UK. From 2013 to 2020, Mr Boldeman was the Managing Director of Avant Mutual, Australia’s largest doctor’s organisation which includes Avant Insurance, Avant Law, Doctors Health Fund as well as several technology and financial services businesses. From 2007 to 2013, Mr Boldeman was CEO Group Life at TAL. Mr Boldeman has also previously spent time as an Appointed Actuary and as a management consultant. Mr Boldeman is currently a Non‑Executive Director of Pracway Pty Ltd. Mr Boldeman is qualified as an actuary and holds a Bachelor of Economics from Macquarie University. Other ASX listed company directorships held in the past three years: • N/A Chair of the Product & Insurance Committee Member of the Audit Committee Member of the Nomination & Remuneration Committee Member of the Finance & Investment Committee NobleOak Life Limited Annual Report 2024 15 DIRECTORS’ REPORT continued Sarah J Brennan – Independent Non‑Executive Director Sarah Brennan was appointed as a Director of the Company in December 2021. Ms Brennan has over 30 years’ experience in financial services, encompassing life insurance, financial planning, superannuation, private client advisory, broking and banking. Ms Brennan is currently Managing Director of BMFS Consulting. She held previous senior roles with Deutsche Bank including as Principal Officer of Deutsche Life, MLC Limited and Citigroup Life. She was also the Founder and Managing Partner of Comparator Business Benchmarking, a leading provider of benchmarking to Australian financial services markets. Ms Brennan is currently a Non‑Executive Director of ASX Listed company Netwealth Group Limited (ASX: NWL), Argo Global Listed Infrastructure Ltd (ASX: ALI), and the Non‑Executive Chair of the Advisory Board for Investment Trends. Ms Brennan has previously served as a Non‑Executive Director of ASX‑listed Mortgage Choice Limited. Ms Brennan is a former Non‑Executive Director and Founder of The Private Collection Australia and a past Deputy Chair and Non‑Executive Director of the Financial Planning Association of Australia. Ms Brennan holds a Bachelor of Arts from Macquarie University, a Graduate Management Diploma from the Australian Graduate School of Management and is a graduate member of the Australian Institute of Company Directors. Other ASX listed company directorships held in the past three years: • Mortgage Choice (ASX: MOC): March 2018 – July 2021 • Netwealth Group Limited (ASX: NWL): 28 February 2024 – Present • Argo Global Listed Infrastructure Ltd (ASX: ALI): 1 July 2024 – Present Chair of the Audit Committee Chair of the Risk Committee Member of the Product & Insurance Committee Member of the Finance & Investment Committee Kevin Hamman – Independent Non‑Executive Director Kevin Hamman was appointed as a Director of the Company in January 2011 and Deputy Chair of the Board of Directors effective 2 December 2021. Mr Hamman has over 35 years’ experience in the financial services industry and has held various senior management and Director roles in investment and private banking. Mr Hamman currently holds and previously held several executive directorships and senior management positions in private and public companies in the financial services, property development and investment industries including within the Private Client Division of Investec Bank Ltd, Cape of Good Hope Bank Ltd, First National Bank Ltd and Barclays Bank Ltd. Mr Hamman holds a Bachelor of Commerce from The University of South Africa, a Diploma in Financial Services and Finance from The Institute of Bankers in South Africa and an Associate Diploma from The Institute of Bankers. Mr Hamman is also a member and graduate of the Australian Institute of Company Directors. Other ASX listed company directorships held in the past three years: • N/A Deputy Chair of the Board of Directors Chair of the Finance & Investment Committee Member of the Risk Committee Member of the Audit Committee Member of the Nomination & Remuneration Committee 16 NobleOak Life Limited Annual Report 2024 DIRECTORS’ REPORT continued Inese Kingsmill – Independent Non‑Executive Director Inese Kingsmill was appointed as a Director of the Company in December 2019. Prior to joining the Company, Ms Kingsmill gained extensive senior experience across marketing, digital, e‑commerce, sales and customer‑facing functions at a range of companies. Previous positions include Chief Marketing Officer at Virgin Australia, Director of Consumer Marketing and Director of Corporate Marketing at Telstra, and Director Partner Strategy at Microsoft. Ms Kingsmill is currently the Chair of ASX listed company hipages Group Holdings and also holds the position of Non‑Executive Director of ASX‑listed company Bigtincan Holdings. Ms Kingsmill is also Chair and Non‑Executive Director of Sonder Holdings Pty Ltd and was formerly a Non‑Executive Director of WorkVentures, Rhipe Limited, Spirit Technology Solutions and Chair of the Australian Association of National Advertisers. Ms Kingsmill holds a Bachelor of Business (Marketing) from Western Sydney University and is a member of the Australian Institute of Company Directors. Other ASX listed company directorships held in the past three years: • Rhipe Limited (ASX: RHP): 15 April 2019 – November 2021. • Spirit Technology Solutions (ASX: ST1): 1 July 2020 – 30 September 2021. • hipages Group Holdings Limited (ASX: HPG): 1 October 2020 – current. • Bigtincan Holdings Limited (ASX: BTH): 6 October 2021 – current. Chair of the Nomination & Remuneration Committee Member of the Product & Insurance Committee Member of the Finance & Investment Committee Member of the Risk Committee Executives The biographies for NobleOak’s Chief Financial Officer and Company Secretary are detailed below: Scott Pearson – Chief Financial Officer Scott Pearson has held the position of Chief Financial Officer of the Company since January 2019. Mr Pearson has over 35 years’ experience in the financial services industry covering health insurance, general insurance, life insurance and reinsurance. Mr Pearson was previously Head of Finance at RGA Australia, Chief Financial Officer at Avant Mutual Group, Deputy Chief Financial Officer/Head of Group Finance & Reporting at MBF Australia Limited and has held other roles within Calliden Group Limited (formerly Reinsurance Australia Corporation) and CIC Insurance Limited. Mr Pearson is a Certified Practising Accountant and holds a Bachelor of Business (Accounting) from Charles Sturt University. Suzanne Barron – GM Strategic Governance & Company Secretary Suzanne Barron was appointed as Company Secretary in June 2022. Ms Barron is also General Manager, Strategic Governance. Ms Barron is an experienced corporate and commercial lawyer and company secretary with a wealth of experience in‑house across a range of industries, including financial services, insurance, wealth management, media and FMCG. She has over 25 years’ experience as a lawyer, and over 15 years’ experience as a company secretary. Ms Barron holds a Bachelor of Science and Bachelor of Laws and is admitted as a solicitor of the Supreme Court of NSW. Ms Barron is a Fellow of the Governance Institute of Australia, and a Graduate of the Australian Institute of Company Directors. NobleOak Life Limited Annual Report 2024 17 DIRECTORS’ REPORT continued Meetings of Directors The number of meetings of the Company’s Board of Directors and of each Board Committee held during the year ended 30 June 2024, and the number of meetings attended by each Director are as follows: Board Risk Committee Audit Committee Finance & Investment Committee Nomination & Remuneration Committee Product & Insurance Committee Eligible to attend Attended Eligible to attend Attended Eligible to attend Attended Eligible to attend Attended Eligible to attend Attended Eligible to attend Attended Mr S J Harrison4 11 11 5 5 12 12 5 5 Mr A R Brown 11 11 5 5 6 6 Mr A J Boldeman1 11 10 2 2 9 9 5 5 5 5 6 6 Ms S Brennan2 11 11 5 5 12 12 4 4 6 6 Mr K Hamman3 11 11 5 3 12 12 5 5 5 5 Ms I I Kingsmill5 11 11 3 3 5 5 5 5 6 6 Notes: 1. On 1 October 2023, Mr Boldeman was appointed as a Member of the Audit Committee and ceased as a Member of the Risk Committee. 2. On 1 October 2023, Ms Brennan was appointed as Chair of the Risk Committee (formerly a Member) and as a Member of the Finance & Investment Committee. 3. On 1 October 2023, Mr Hamman ceased as Chair of the Risk Committee but remains a Member of the Risk Committee. 4. On 1 October 2023, Mr Harrison was appointed as a Member of the Product & Insurance Committee. 5. On 1 October 2023, Ms Kingsmill was appointed as a Member of the Risk Committee. 18 NobleOak Life Limited Annual Report 2024 DIRECTORS’ REPORT continued Directors’ shareholdings The following table sets out each Director’s or related entity of the Director’s relevant interest in shares and rights or options in shares of the Company or a related body corporate as at the date of this report. Name Number of ordinary shares Performance rights Options Related entity holding the security (Where applicable) Mr A Boldeman 51,282 Nil Nil Ms S Brennan Nil Nil Nil Mr K Hamman 437,002 Nil Nil TK Consulting (Aust) Pty Ltd ATF The Hamman Family Trust 88,617 Nil Nil KH Investments Pty Ltd ATF KH Development Trust 227,273 Nil Nil Future Super KH Custodian Pty Ltd ATF Future Super Fund 172,727 Nil Nil Future Super KH Pty Ltd ATF Future Super Fund 153,000 Nil Nil Mr S J Harrison 150,454 Nil Nil 38,000 Nil Nil MSJ Capital Pty Ltd ATF Harrison Superannuation Fund Ms I I Kingsmill Nil Nil Nil Mr A R Brown1 1,875,000 772,954 Nil 3,980,769 Nil Nil Brohok Investment Co Pty Ltd Notes: 1. Mr Anthony Brown is a participant in the Performance Rights Plan (refer note 8.3c), from the 2021 plan that matures in 2024, 66,464 shares have accrued, of the 231,795 total share entitlements available. For the 2022 plan that matures in 2025, 34,231 shares have accrued, of the 253,456 total share entitlements available. For the 2023 plan that matures in 2026, 22,974 shares have accrued, of the 287,703 total share entitlements available. During the financial year, the following Directors had in the normal course of business, an additional interest in the Company as set out below: • Mr A J Boldeman, formerly Board representative of Avant. Avant is a Partner of NobleOak and all transactions have been carried out under normal commercial terms. Due to Mr Boldeman being a representative of Avant prior to NobleOak’s listing on the ASX, Mr Boldeman was not considered by the Board to be independent until NobleOak’s listing on the ASX. Mr Boldeman ceased being a representative of Avant at the date of listing of NobleOak on the ASX. Company Secretary Ms Suzanne Barron was appointed as Company Secretary on 7 June 2022. NobleOak Life Limited Annual Report 2024 19 DIRECTORS’ REPORT continued Principal activities The principal activities of the Group during the period were the manufacture and distribution of Life Insurance products (including death, total and permanent disability, trauma, income protection and business expenses insurance) through both its Direct and Strategic Partner (Advised) channels. NobleOak also provides administration services for run‑off Life Insurance portfolios through its subsidiary Genus Life Insurance Services Pty Ltd. Financial review In FY24, in‑force premium increased 22% year on year to $386.7 million (FY23: $315.9 million). The growth in in‑force premium came from both the Direct Channel and Strategic Partner Channel as follows: • Direct Channel: in‑force premium grew by 14% to $91.6 million (FY23: $80.3 million), driven by new business sales of $10.4 million (FY23: $10.4 million) during the year and average lapse rates that remained below the industry2 at 13.2% (FY23: 10.6%); and • Strategic Partner Channel: in‑force premium grew by 25% to $295.2 million (FY23: $235.6 million). This was primarily driven by new business sales during the year of $43.9 million (FY23: $35.8 million) and average lapse rates that remained below the industry at 10.2% (FY23: 7.2%). NobleOak’s Underlying NPAT for FY24 was $15.0 million, up 19% from FY23 ($12.6 million). On a statutory basis, NPAT reduced by 31.0% to $9.3 million (FY23: $13.5 million), after including the impact of changes in economic assumptions on the valuation of policy liabilities, the movement in provisions for onerous contracts and non‑recurring costs such as those relating to the implementation of the new accounting standard AASB 17 Insurance Contracts. NobleOak is well capitalised with a regulatory solvency ratio of approximately 193% at 30 June 2024. NobleOak continues to prudently monitor its capital position to ensure the business remains well capitalised to support its existing customers and invest in the business to drive further growth. People NobleOak conducts an annual employee engagement survey, comprising questions across areas such as purpose and values, risk culture, career and development, leadership, enablement and collaboration, company confidence and alignment, feedback and recognition and work and life blend. Our most recent employee engagement survey was conducted in December 2023, using our new Culture Amp platform. 93% of our employees participated in the survey, with an excellent employee Net Promoter Score (NPS) of 38, exceeding the average Australian top quartile NPS of 36, and 87% of employees stating that they would recommend NobleOak as a great place to work. We were also pleased to be recognised as an Employer of Choice in the 2023 Australian Business Awards. We remain committed to listening to our employees and continuously enhancing our culture, leadership and capability to support NobleOak’s ongoing growth. Annual Corporate Governance Statement NobleOak is committed to achieving high corporate governance standards. In accordance with the 4th edition ASX Corporate Governance Council’s Principles and Recommendations, the Company’s annual Corporate Governance Statement, as approved by the Board, is published and available on the Company’s website at: https://www.nobleoak.com.au/corporate‑governance/. 2. Based on APRA Data dated 31 December 2023. 20 NobleOak Life Limited Annual Report 2024 DIRECTORS’ REPORT continued Changes in state of affairs Other than the matters disclosed above, there were no significant changes in the state of affairs of the Consolidated Group during the financial year. Subsequent events No matters or circumstances, other than that referred to in the financial statements or notes thereto, have arisen subsequent to the end of the financial year that has significantly affected, or may significantly affect, the operations of the Consolidated Group, the results of those operations, or the state of affairs of the Consolidated Group in future financial years. Future developments For information regarding the likely developments in the operations of the Company in future financial years, please refer to the Outlook within the Operating Review on page 36. Regulatory change impacts During the year, NobleOak has completed its transition project to implement the new accounting standard AASB 17 Insurance Contracts. This is a comprehensive new accounting standard for insurance and reinsurance contracts that replaces AASB 1038 within the Australian Life Insurance industry. It applies to all insurers and reinsurers, including NobleOak. This financial report has been prepared in compliance with AASB 17 and introduces significant change in the recognition, measurement, presentation, and disclosure of insurance contracts. The company provided an information session in February 2024 on the key impacts of the transition to AASB 17. The accounting standard does not impact the underlying business value drivers and strategy for NobleOak, but will see some changes in the timing of recognition of profits across NobleOak’s business segments. A significant investment was required to implement AASB 17 to ensure that NobleOak’s accounting policies and financial reporting were compliant by the regulatory deadline. Further details on AASB 17 are outlined in note 1 of the Financial Statements. Dividend Payments In FY24 NobleOak’s capital position relative to regulatory and target capital has improved. This represents a significant milestone in NobleOak’s successful growth journey, with capital generated from the in‑force portfolio, adequate to cover the capital consumed to support both growth of the business and regulatory capital requirements. Achieving this significant milestone in our growth journey marks an exciting phase for NobleOak and opens up future strategic options for our business. In this financial period the NobleOak Board believes the best returns on capital in the near term will be achieved by reinvesting operating cash flows into the business to support its ongoing growth. Accordingly, no dividend has been declared in FY24. NobleOak Life Limited Annual Report 2024 21 DIRECTORS’ REPORT continued Indemnification of Officers and Auditors During the financial year, the Company paid insurance premiums to insure the Directors and Officers of the Company, and its related entities against any liability which may be incurred by the Directors or Officers in carrying out their duties in good faith, to the extent permitted by the Corporations Act 2001 (Corporations Act). The Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the Company or of any related entities against a liability incurred as such an officer or auditor. Environmental, Social and Governance (ESG) Framework NobleOak continues to be a strong supporter of a sustainable and ethical community and continues to invest towards ensuring the sustainability of its growth in line with its ESG strategy and framework. The NobleOak Board and management recognise the importance of sound environmental, social and governance frameworks. Environmental NobleOak seeks to manage its environmental footprint in its daily operations and has established a series of metrics against which to continuously measure and monitor impacts. NobleOak is headquartered at 44 Market Street, Sydney, which has a 5‑star NABERS Energy Rating and a 4.5 Star NABERS Water Rating. NobleOak continually explores opportunities to evolve the management of its environmental footprint and reduce carbon emissions. NobleOak regularly educates employees with respect to environmental matters, and the overall commitment to social responsibility, including the actions employees can take to support waste reduction and recycling. NobleOak’s technology transformation program and launch of a new client portal in FY24 will move many customer interactions online, reducing the reliance on physical documents. In FY24 NobleOak offset its remaining carbon emissions by purchasing a mixture of Australian Carbon Credit Units and international Carbon offsets also known as VERs – Verified Emission Reductions. Social NobleOak is committed to supporting, and actively promoting human rights and equity, with a focus on NobleOak’s employees, our customers and our community. For employees we seek to foster an inclusive culture that empowers all employees to be their authentic self at work. Survey results indicate that this is working well. NobleOak has a customer‑focused culture and service‑led value proposition, genuinely putting the customer first. We are proud to continue to hold the title of Australia’s most awarded Direct Life Insurer. At a community level, a key initiative in FY24 was the launch of a community giving program encouraging all employees to lead fundraising initiatives within their communities with NobleOak to match donations. NobleOak strongly advocates for workplace diversity, equity, inclusion, and belonging and in FY24, we have focused on storytelling and bringing different perspectives to life, including through company‑wide events to increase awareness. Leadership diversity is a key focus of talent and succession processes and although 40% female representation was maintained in NobleOak’s Senior Leadership Team, NobleOak continues to seek diverse candidates in talent processes and has built a strong leadership pipeline, with females representing 55% of all people leaders. NobleOak continues its journey to close the gender pay gap, strengthening remuneration policies, methodology and processes to reduce the total remuneration and base salary pay gaps year on year. Analysis has shown that the remaining pay gap reflects the gender representation across role types and seniority and the associated differences in market remuneration, rather than reflecting a pay differential for employees performing the same roles. 22 NobleOak Life Limited Annual Report 2024 DIRECTORS’ REPORT continued Governance NobleOak is committed to good corporate governance and risk management practices and to promoting investor confidence through transparency and appropriate and timely disclosure. NobleOak’s Corporate Governance Statement, as approved by the Board, is published and available on the Company’s website at: https://www.nobleoak.com.au/corporate‑governance/. NobleOak’s corporate governance practices are aligned to the ASX Corporate Governance Principles and Recommendations and are brought to life through the NobleOak purpose and values. NobleOak consistently reviews the sustainability of its growth and performance while continuing to uplift governance and risk management frameworks. ESG Measure Key Metrics & Target/s By When Relevant UN SDG Comments Environment Climate change Carbon emissions – Net zero by 2030 30 Jun 2030 13, 15 Purchased 1263 ACCUs for 2022/2023 and 1280 VERs to be certified as Carbon Neutral (for business operations) by Climate Active Social Workplace multicultural diversity Team members from diverse cultural backgrounds outside of Australia Ongoing 3, 5 73% of employees identify with an ethnicity from outside Australia Workplace gender diversity 40/40/20 gender mix Ongoing 5, 10 59% of employees currently identify as female Leadership gender diversity Senior Leadership Team 40/40/20 gender mix3 Ongoing 5, 10 40% of SLT members currently identify as female Human rights & Modern Slavery Commitment to Human Rights Ongoing 1, 3, 10 Modern Slavery Statement and screening of suppliers in place. NobleOak is developing an appropriate human rights policy. Governance Board diversity Board 40/20/20 gender mix Ongoing 5, 10 Currently 33.3% female: 66.7% male4 Ethical standards Score all employees on cultural adherence, including nobility/ integrity Ongoing 9, 12 Employee survey includes culture, leadership and values questions. Our performance and recognition processes also incorporate values. Linking E&S with Executive remuneration Incorporate culture/ values measures in each manager’s STI Ongoing 8, 17 Shared Culture KPI is held by the senior leadership team and includes purpose, leadership, values, ESG and employee retention. All other leaders have a team specific culture leadership KPI. 3. 40% female‑identifying; 40% male‑identifying; 20% of any gender. 4. NobleOak has announced the appointment of a new director from 1 September 2024 which will result in a gender mix outside the target range, being 28.6% female:71.4% male. NobleOak ensured that the selection process considered diversity and inclusion as part of the criteria, and ultimately selected the best candidate for NobleOak at this time. NobleOak acknowledges this is a move away from the gender mix targets but also notes that board renewal is a long‑term activity and is ongoing. NobleOak Life Limited Annual Report 2024 23 DIRECTORS’ REPORT continued Cyber security Cyber security remains one of our highest priorities as we continue to strengthen our commitment to protecting our customer data. Our dedication to safeguarding sensitive information is reflected in our substantial investments in our security posture. By constantly enhancing and increasing our resilience, we ensure that our defences are robust and capable of addressing the evolving landscape of cyber threats. We emphasise prevention and stay up‑to‑date with latest advancements in cyber security to proactively mitigate potential risks. We adhere to APRA CPS234 standards and the guidelines set by the Australian Cyber Security Centre and the NIST Cyber security Framework, conducting more frequent internal and external audits to assess and maintain our cyber health. Regular employee education programs further reinforce our commitment to cyber awareness, ensuring that our staff are well‑informed and vigilant. Our comprehensive approach to cyber security underscores our commitment to protecting our customers and maintaining their trust in our services. Proceedings on behalf of company No person has applied for leave of Court to bring proceedings on behalf of the Company or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not a party to any such proceedings during the year. Auditor’s independence declaration and non‑audit services The auditor’s independence declaration is included on page 62 of the financial report. Details of amounts paid or payable to the auditor for non‑audit services provided during the year by the auditor are outlined in 8.1 to the financial statements. The Directors are satisfied that the provision of non‑audit services, during the year, by the auditor (or by another person or firm on the auditor’s behalf) is compatible with the general standard of independence for auditors imposed by the Corporations Act. The Directors are of the opinion that the services as disclosed in 8.1 to the financial statements do not compromise the external auditor’s independence, based on advice received from the Audit Committee, for the following reasons: • all non‑audit services comply with the NobleOak audit independence policy and have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the auditor; and • none of the services undermine the general principles relating to auditor independence as set out in Code of Conduct APES 110 ‘Code of Ethics for Professional Accountants’ issued by the Accounting Professional & Ethical Standards Board, including reviewing or auditing the auditor’s own work, acting in a management or decision‑making capacity for the Company, acting as advocate for the Company or jointly sharing economic risks and reward. 24 NobleOak Life Limited Annual Report 2024 DIRECTORS’ REPORT continued Rounding of amounts The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, dated 24 March 2016 and in accordance with that Corporations Instrument amounts in this report, and the financial report, have been rounded off to the nearest thousand dollars. This report is made in accordance with the resolution of the Board of Directors. On behalf of the Directors Anthony R Brown Stephen Harrison Director Chair Sydney, 29 August 2024 NobleOak Life Limited Annual Report 2024 25 OPERATING AND FINANCIAL REVIEW The Board presents its FY24 operating and financial review to provide shareholders with an overview of the Company’s operations, business strategy, financial position, and prospects for the future. This review complements the financial report and has been prepared to provide useful and meaningful information. As an APRA‑regulated friendly society, NobleOak manufactures and distributes life risk insurance products (including death, total and permanent disability, trauma, income protection and business expenses insurance) through both its Direct and Strategic Partner (Advised) channels. NobleOak also provides administration services for run‑off Life Insurance portfolios through its subsidiary Genus Life Insurance Services Pty Ltd. NobleOak’s core values NobleOak has five core values which help to link its 147‑year‑old heritage with its relatively new existence as a demutualised friendly society. These values underpin NobleOak’s business model and are summarised as follows: Be Noble I contribute with integrity and honesty We trust each other, show compassion, and role model our values Our customers are supported with genuine and compassionate care Adapt and Grow I am flexible, embracing change and growth We learn together and harness diverse opinions to find the best outcome Our customer offerings are evolved to anticipate their changing needs Deliver on Promises I take initiative and deliver on promises We work together to achieve our goals, overcome challenges and celebrate success Our customers receive exceptional service whenever they need it Create Value I explore new ideas to challenge the status quo We are open minded and inspire innovation by testing and learning from one another Our customers gain from our innovations Keep it Simple I communicate clearly and keep things simple We streamline processes and simplify information Our customer’s journey is transparent and personalised 26 NobleOak Life Limited Annual Report 2024 OPERATING AND FINANCIAL REVIEW continued Overview of NobleOak’s operations NobleOak is a challenger brand to the more traditional life risk insurance market incumbents and operates across the life insurance value chain, including product design and manufacturing, marketing, distribution, administration, underwriting and claims. NobleOak operates across three business lines: • Direct Channel: more affordable and accessible Life Insurance products delivered through an omnichannel customer acquisition strategy. These products are mostly NobleOak branded policies marketed and distributed by NobleOak, direct‑to‑market and through Alliance Partners; • Strategic Partner Channel: white‑labelled tailored Life Insurance products designed and delivered in partnership with developers and distributors of intermediated life risk insurance policies (“Strategic Partners”) on an advised basis; and • Genus: administration business, managing insurance portfolios which are no longer issuing new policies (entirely reinsured). Direct Channel Strategic Partner Channel Genus Direct business NobleOak-branded policies marketed and distributed by NobleOak, including through Alliance Partners and without personal financial advice Financially protect Australian lives and wealth – with integrity Delivering a full suite of life insurance products and services: including term life, TPD, income protection, trauma, business expenses Tailored advised products NobleOak-issued white labelled policies marketed and administered by Strategic Partners’ adviser/member networks Administration business Administration of legacy life insurance portfolios By operating across three business lines, NobleOak is able to generate diversified revenue streams with varying exposures to different customer demographics and parts of the life risk insurance value chain which are exposed to structural growth trends. NobleOak Life Limited Annual Report 2024 27 OPERATING AND FINANCIAL REVIEW continued Strategy & focus during the year NobleOak continues to focus on disciplined growth and sustainability, operating within a well‑defined culture and risk framework. Keys to long term sustainability are: • a service focused business model; • disciplined underwriting; • strong claims management and reinsurer relationships; and • prudent capital management. NobleOak’s purpose is to financially protect Australian lives and wealth with integrity. The Company’s value proposition is to provide: • secure cover; • best personal service; and • value for money, from a provider customers can trust. NobleOak’s strategy continues to focus on achieving organic growth in the Direct Channel, complemented by growth in its Strategic Partner Channel and Genus administration business. In FY24, the NobleOak management team focused on three main strategic priorities. • Firstly, to build on the Company’s position as Australia’s fastest‑growing Direct life insurer. The Direct Channel is NobleOak’s key long‑term growth engine, and the Company remains committed to continuing to invest in its strong brand, technology and diversified network of distribution partners; • Secondly, to build and support NobleOak’s network of adviser partners in the Strategic Partner Channel. The advised market remains an important growth opportunity, and the Company is committed to working closely with its partners to continue to grow market share; and • Thirdly, focusing on optimising the business to achieve economies of scale. This will be driven by growth and further assisted by our ongoing investment in technology. These strategic priorities are underpinned by ongoing investment in NobleOak’s people, who are the heart of the business. We remain well capitalised to continue our growth trajectory. In FY24, NobleOak has also been considering opportunities for moving into adjacent areas such as direct wealth. 28 NobleOak Life Limited Annual Report 2024 OPERATING AND FINANCIAL REVIEW continued Risk management Risk Management Framework NobleOak has systems, structures and processes in place for identifying, assessing, mitigating and monitoring internal and external sources of risks that could have a material impact on its operations. This comprises NobleOak’s Risk Management Framework. Outlined below are the components of NobleOak’s Risk Management structure and Internal Capital Adequacy Assessment Process (ICAAP). Risk Practice Statements (CRO Guides) Risk Protocols (CRO Requirements) Product & Insurance Risk Policy (Formerly known as PRAS) Key Risk Policies (Management Policies) ICAAP Summary Statement and Annual Report Business Plan Recovery Plan Risk Appetite Statement Risk Management Strategy Risk Management Framework* RISK REVIEW PROGRAM MANAGEMENT BOARD Legend Management approved documents * The NOL Board is ultimately responsible for its RMF and sets the risk appetite within which it expects management to operate. Board approved documents NobleOak’s risk management and appetite objectives are to: • provide a framework to enable the identification and management of risk at all levels of the organisation as set out in its Risk Management Framework (RMF); • align the risk management effort to the objectives and goals of the organisation to ensure that key risks are addressed, including new and emerging risks; • manage identified risks within the risk appetite of the organisation and specifically within risk tolerances as set out in its Risk Appetite Statement (RAS); and • manage its capital in accordance with its Internal Capital Adequacy Assessment Process. These objectives are to be met by: • enabling a consistent and enterprise‑wide risk process for adoption; • defining risk roles and responsibilities across different levels of the organisation; • helping embed risk management as part of the way business is undertaken; • encouraging a culture of disclosure; and • requiring a regular re‑assessment and reporting of risk to management, the Risk Committee and the NobleOak Board. NobleOak Life Limited Annual Report 2024 29 OPERATING AND FINANCIAL REVIEW continued Principal Risks NobleOak’s Risk Management Framework sets out the approach to the management of risk at NobleOak with a focus on empowering employees to identify, promptly report and manage risk in consultation with specialist risk resources. NobleOak’s senior leadership team is responsible for managing key material risks in the business under the guidance of a Chief Risk Officer. NobleOak’s Risk Committee ultimately considers key material risks and refers risks under the RMF and the RAS to the Board for decision‑making on risk taking or recommendation on risk management actions. Key material risks to NobleOak have been segregated into eight categories in the NobleOak RAS: • Capital Risk: refers to the risk that Target Capital levels are not adequately maintained, there is an insufficient supply of capital to execute the NobleOak Business Plan, and/or capital cannot be accessed when required. NobleOak closely monitors capital requirements for each benefit fund to ensure a prudent level of capital adequacy at all times, and transfers capital from the management fund to the benefit fund where required to support growth activities and increasing capital requirement as the business grows. Profits accumulated in the benefit funds in excess of projected capital requirements are transferred (centralised) to the management fund with Board approval and supporting advice from the Appointed Actuary. • Life Insurance Risk: refers to the potential for loss or adverse impacts resulting from activities involved in manufacturing and distributing life insurance products as well as operating a life insurance business. This risk category includes: – premium and reserving risks; – underwriting risk, including mortality, morbidity and longevity risks; – adverse movements in claims liabilities; – reinsurance risk including reinsurer terms and reinsurance asset concentration capital charges; – discontinuance (lapse) risk; – concentration of insurance risk in relation to higher risk income protection products; and – life insurance market disruption risk including new entrants. As a result of NobleOak’s strong growth, the company’s reinsurance asset concentration exposures continue to increase. This growth requires ongoing assessment of measures required to mitigate asset concentration risk. Current mitigation arrangements include: – Claims Settlement Terms – this represents changes to reinsurance arrangements so that funds from reinsurers are provided to the Company on a ‘claims reserved’ basis for certain claims categories, rather than on a ‘claims paid’ basis; – Deposit Back Arrangement – this represents changes to reinsurance arrangements so that the reinsurer provides assets to the Company in support of and as security over estimated reinsurance exposures; and – Letters of Credit (LOC) – this represents guarantees from banks with suitable credit ratings, that provide security to NobleOak against the default risk of its reinsurance asset exposure. These arrangements, whilst effective, have varying levels of efficiency and cost, therefore NobleOak is continually considering alternative mitigants and structures that may be more efficient and cost effective over the longer term. 30 NobleOak Life Limited Annual Report 2024 OPERATING AND FINANCIAL REVIEW continued NobleOak also mitigates these risks by applying its underwriting strategy to diversify the type of insurance risks accepted and the level of insured benefits. • Asset Risk: refers to the potential for financial loss or adverse impacts arising from NobleOak’s assets. This risk category includes: – asset‑liability mismatch risk; – market and investment risk (volatility of investments); – macro economic risks impacting insurance liability management including rising inflation and interest rates; – liquidity risk; – credit risk (changing credit spreads and actual defaults); and – reinsurance asset concentration risk. NobleOak mitigates asset and investment risks by applying its investment strategy and policy, which are aligned to the NobleOak RAS. • Operational Risk: refers to the potential losses or adverse impacts resulting from inadequate or failed internal processes, people, systems, projects or from external events. This risk category includes: – cyber risk; – compliance and outsourcing risk; – risks associated with the retention, capability and capacity of people; – risks associated with the performance of service providers and partners; and – failure to comply with, and adverse changes to, applicable laws and regulations. NobleOak mitigates operational risk through the implementation of controls to monitor compliance with policies and procedures, such as quality assurance, staff training, and resource planning to manage staff capacity. • Regulatory Risk: refers to the adverse impacts arising from a change in laws and regulations. A regulatory change may have an increase on the costs of operating, change the competitive landscape and impact business objectives. NobleOak mitigates regulatory risk by monitoring upcoming regulatory change and adequately planning for the implementation and impacts of regulatory change. • Strategic, Reputational and Contagion Risk: refers to the potential for loss or adverse impacts arising from poorly designed and implemented strategies or significant unforeseen business events. NobleOak mitigates these risks by monitoring its carbon footprint, establishing governance frameworks for partners and annual review of the business plan. • Culture and Conduct Risk: refers to the potential for loss or adverse impacts associated with poor behaviours or decisions, including those that give rise to outcomes that do not demonstrate good value, sound customer service and fairness and transparency in decision making, particularly in the management of claims. NobleOak mitigates these risks by implementing quality assurance and peer reviews in claims management, as well as having a consequence management framework and an incident and breach management process for escalation of issues. • Market Risk: refers to the risk associated with being an entity listed on the ASX and includes compliance and market transparency risk and the potential contagion risk on NobleOak’s purpose, operations, values and culture. NobleOak mitigates these risks by regular monitoring of compliance requirements, staff training to ensure awareness of requirements, and appropriate approvals prior to the disclosure of market information. NobleOak Life Limited Annual Report 2024 31 OPERATING AND FINANCIAL REVIEW continued • Life Insurance Market Disruption Risk: Not responding to changes in the competitive landscape in the life insurance industry such as new competitors offering superior product propositions and service resulting in loss of market share through increased lapses or requiring a reduction in pricing to maintain product competitiveness. NobleOak is committed to ensuring it is compliant with its regulatory obligations as well as maintaining strong governance across all areas of the business. Life insurance and regulatory environment As discussed further in the Financial Statements, NobleOak has now fully transitioned to the AASB 17 Insurance Contracts accounting standard effective 1 July 2023. AASB 17 is the Australian equivalent of the International Accounting Standard IFRS 17 Insurance Contracts, and represents a material change in the accounting of life insurance contracts, previously dealt with under a margin on services approach, in accordance with AASB 1038 Life Insurance Contracts. The regulatory landscape in 2024/2025 otherwise continues to pose significant challenges for life insurers in Australia, as the industry grapples with a wave of reforms and heightened scrutiny by regulators. NobleOak’s key regulators, ASIC and APRA, have prioritised a number of issues which are fundamental to life insurers such as NobleOak, including (as articulated by APRA) operational and cyber resilience and the need to balance financial sustainability with affordability and availability. All APRA‑regulated entities are required to ensure they take steps to be resilient against the threat of cyber‑attacks and meet the standards expected of them under Prudential Standard CPS 234 Information Security. A new prudential standard, Prudential Standard CPS 230 Operational Risk Management, will come into effect from 1 July 2025. This will require life insurers to identify critical operations and material service providers in order to ensure they operate with strong control frameworks and effective business continuity plans. There will also be a significant shift in March 2025 when the Financial Accountability Regime (FAR) comes into effect for life insurers. FAR will impose a strengthened responsibility and accountability framework for APRA‑regulated entities (including life insurance companies) as well as for directors and senior executives. We otherwise anticipate an increased focus on product sustainability, with potential penalties for unsustainable products or practices. ASIC’s focus is also on consumer protection, including enforcement action targeting poor distribution of financial products, insurance claims handling, compliance with the reportable situation regime and compliance with financial hardship obligations. The Design and Distribution Obligations regime is another area of focus, with ASIC demonstrating a willingness to pursue litigation for non‑compliance, emphasising the need for insurers to have robust compliance frameworks and internal review processes. Significant changes to Australia’s privacy laws are also expected to increase organisational exposure for data governance failures. NobleOak welcomes reforms and industry efforts which are designed to deliver better outcomes for customers and establish an atmosphere of increased transparency and trust. NobleOak is confident that the regulatory focuses align with NobleOak’s values and strong customer focus. As in previous years, NobleOak believes it is well positioned to take advantage of industry disruption to drive further sustainable growth in the business. Nevertheless, NobleOak continues to prudently monitor and manage the risks posed by regulatory changes and ensures that it remains in compliance with its regulatory obligations. 32 NobleOak Life Limited Annual Report 2024 OPERATING AND FINANCIAL REVIEW continued FY24 results overview In the year to 30 June 2024, NobleOak continued to deliver strong in‑force premium growth across the Direct (digital and alliance partners) and Strategic Partner segments while continuing to grow its market share. Disciplined underwriting and expense management continues to contribute to sustainable profit growth. At period end, NobleOak had more than 137,000 active policies (excluding Genus), up 14% from 30 June 2023. These policies represented over $387 million of annual in‑force premiums (30 June 2023: $316 million), which grew by 22%, significantly outperforming the industry which grew by 2% over the 12‑month period.5 We are pleased to report that NobleOak’s in‑force premium growth of 22% exceeded its guidance provided at the November 2023 AGM for in‑force premium growth of between 15% to 20%. As a result NobleOak’s market share of in‑force premium grew from 2.6% to 3.3%. 5 NobleOak delivered the following financial results for the year ended 30 June 2024. After Tax Result by Segment $’000 FY24 Restated FY23 Variance Direct Channel 5,882 3,967 48% Strategic Partner 8,284 7,798 6% Genus 842 799 5% Group Underlying NPAT1 15,008 12,564 19% Recurring Adjustments Impact of policy liability economic assumption changes (post tax) 873 3,308 Impact of changes in loss recognition reserves (post tax) (1,465) (494) Non‑Recurring Adjustments Impact of Funeral Fund member Allocation (780) – Impact of AASB 17 expenses (post tax) (2,632) (1,535) Impact of IT transformation and product development project expenses (post tax) (1,722) (337) Reported NPAT 9,282 13,506 (31%) Reported Diluted earnings per share (cents) 10.49 15.34 (32%) Underlying Diluted earnings per share (cents) 16.97 14.27 19% 1 Underlying NPAT is a non‑IFRS financial measure, defined as net profit after tax excluding the impact of one‑off and recurring items. Disclosing an underlying measure of profits allows the users of financial information to better assess the underlying performance of the business (as is contemplated by ASIC RG 230 Disclosing non‑IFRS financial information). More details on the recurring and non‑recurring adjustment are provided in the Statutory to Management Result Reconciliation Section of this Directors’ Report. 5. APRA Data as at 31 Dec 2023. NobleOak Life Limited Annual Report 2024 33 OPERATING AND FINANCIAL REVIEW continued Key Metrics2 Consolidated $’000/% FY24 Restated FY23 Variance In‑force premiums (ex Genus) at period end 386,735 315,949 +22% New business 54,359 46,232 +18% Net insurance premium 98,632 77,637 +27% Underlying gross insurance margin 11.2% 11.6% (0.4 ppts) Underlying administration expense ratio 7.1% 7.2% +0.1 ppts Investment return (% insurance premium) 1.6% 1.0% +0.6 ppts Underlying6 NPAT 15,008 12,564 +19% 2 Key metrics of the business are based on the way management analyses business performance. See the Statutory to Management Result Reconciliation Section of the Directors’ Report for more information. NobleOak is focused on maintaining its key financial disciplines which deliver margin stability. The key growth metrics are outlined below: • Underlying NPAT of $15.0 million, up 19% year on year; • Active policies in place at 30 June 2024 now exceed 137,000 (14% growth); • In‑force premium at 30 June 2024 grew by 22% to $386.7 million; • Net Insurance premium increased by 27% to $98.6 million; and • Underlying administration expense ratio reduced slightly to 7.1% (FY23: 7.2%). NobleOak’s Statutory Reported NPAT was $9.3 million for the year, down 31% from FY23, largely due to the movement in provision for onerous contracts and one‑off compliance and IT project costs offset by the impact of changing economic assumption (interest rates) on policy liabilities. NobleOak retains surplus capital above its target and regulatory capital requirement, providing flexibility to continue its organic growth, while meeting its obligations to policyholders and other stakeholders. The following section provides an overview of some of the Group’s consolidated key metrics. More detailed commentary is included in the Operating Segment Review beginning on page 37. In‑force premium and new business Over the reporting period, sales volumes in the Australian Life Insurance industry continued to improve following the negative impact of industry‑wide Income Protection product changes in October 2021. In‑force premiums are the key value driver of NobleOak’s business, and the Company achieved strong growth of 22% year on year to $386.7 million, significantly outperforming the industry which grew by 2%. Pleasingly, NobleOak’s new business sales have increased by 18% year‑on‑year, with a significantly higher market share of new business sales delivering continued market share growth. As a result, in‑force premium market share grew to approximately 3.3% at 31 December 2023 (Dec 2022: 2.6%). NobleOak’s outperformance has been driven by a strong share of new business sales of approximately 12.8% for 12 months to December 2023 (12 months to December 2022: 13.0%) and lower than industry average lapse rates across both the Direct and Strategic Partner segments. 6. Underlying NPAT is reconciled to Reporting NPAT on page 33. 34 NobleOak Life Limited Annual Report 2024 OPERATING AND FINANCIAL REVIEW continued Net insurance premium Total net insurance premium grew by 27% to $98.6 million in FY24 (FY23: $77.6 million), benefiting from the strong growth in sales volumes and ongoing favourable lapse experience. Underlying gross insurance margin (before admin expenses) NobleOak delivered another strong underwriting performance during the period, with the gross insurance margin slightly lower than the prior year. NobleOak transitioned to a new Appointed Actuary in FY24. This has resulted in a number of refinements in actuarial estimation techniques. The most significant items were in the Direct segment which included strengthening in claims handling expense provisions which were offset by the impact of refinements in the technique for calculating the release of contract services margins. The Direct segment margins have improved in FY24 following model changes to strengthening reserves included in the FY23 results. Underlying claims experience has increased in the period, and is now trending in line with industry averages (prior periods had been favourable to industry averages). This is particularly evident in the Strategic Partner segment. With the NobleOak portfolio now maturing we expect claims experience in the future to continue to trend in line with industry averages, stabilising the insurance margins. During the year, a one‑off surplus on the Funeral Fund has been allocated to members, which resulted in a $0.8 million reduction in profit before tax. This is a non‑recurring item as this represents the majority of remaining unallocated assets. Underlying administration expense ratio NobleOak’s disciplined approach to investing to build capability continues to drive operating leverage. The investment in digital technology and actuarial, risk and claims team capability is designed to support long‑term sustainable growth. The underlying administration expense ratio reduced slightly to 7.1% (FY23: 7.2%). Both the current and prior years have benefited from the transfer of claims handling expenses to the claims expense line in the income statement, bringing NobleOak into line with its peers and with the AASB 17 accounting standard. As foreshadowed in the 2023 Annual Report, the business also incurred significant costs associated with implementation of the new insurance accounting standard AASB 17 Insurance Contracts and investment in IT transformation and product development projects. The technology initiative has transitioned the Company’s IT platform to a versatile cloud‑based system with new processes, automated forms, and enhanced client access capabilities. These IT transformation and product development costs and the AASB 17 compliance costs are excluded from the underlying results to enable a more accurate assessment of the underlying business performance. Administration expenses in FY24 include depreciation and amortisation expense of $1.6m (FY23: $1.6m). Investment returns Higher interest rates during the period and the overall growth of the investment portfolio drove investment returns (pre fees) up materially to $11.7m (FY23: $3.8m), with the average return on invested assets improving to 4.4% (FY23: 2.5%). The growth of the portfolio benefited from the deposit back assets held to support reinsurance concentration exposure in the Strategic Partner segment. Fees for the deposit back arrangement plus normal investment management fees have been deducted against investment returns to bring the reported investment returns (post fees) to $6.3m (FY23: $3.4m). Moving forward, the current interest rates are expected to continue to deliver strong investment returns on the portfolio, which retains an overall low risk profile. NobleOak Life Limited Annual Report 2024 35 OPERATING AND FINANCIAL REVIEW continued Outlook In an environment of improving industry sales volumes, NobleOak expects to continue to outperform and achieve above‑market in‑force premium growth driven by a high share of new business sales and better than market lapse rates. Higher interest rates remain a tailwind, benefiting investment returns and inflation‑linked premiums and helping to mitigate inflationary pressures on costs to protect margins. NobleOak remains committed to maintaining strong financial disciplines while investing in innovation to drive growth, as well as the next phase of its technology and digital transformation. The Company is in a sound capital position to deliver its growth plans and has reached an important inflexion point towards free cash flow and organic capital generation. This significant milestone in NobleOak’s growth journey marks an exciting phase and opens up future strategic options . Over the longer‑term, the Quality of Advice Review is expected to benefit NobleOak by supporting its Direct model and providing opportunities to expand into related areas of Direct wealth. In FY25, the Company will focus on executing its diversified growth strategy, including the following key strategic priorities: • Continuing organic growth by further strengthening the brand and expanding partnerships. • Enhancing the omnichannel experience through a continued investment in digital transformation and automation. • Improving customer retention by implementing personalised strategies to reduce policy lapses due to affordability. • Maintaining strong financial disciplines, to deliver sustainable margins, driven by economies of scale, sound pricing and portfolio management. • Delivering on our data strategy to leverage analytics and AI for better customer insights and optimised underwriting and marketing. • Further enhancing the Company’s risk management framework and ensuring robust compliance. • Driving growth through innovation by developing and testing new products in our Direct and Strategic Partners channels. 36 NobleOak Life Limited Annual Report 2024 OPERATING SEGMENT REVIEW Direct $’000/% FY24 Restated FY23 Variance In‑force premiums at period end 91,556 80,301 +14% New business sales (annualised premium) 10,417 10,394 +0% Lapse rate 13.2% 10.6% (2.6 ppts) Net insurance premium 47,766 41,213 +16% Underlying gross insurance margin 27.0% 24.2% +2.8 ppts Administration expense ratio 19.5% 18.6% (0.9 ppts) Investment Return (% insurance premium) 2.3% 2.0% +0.3 ppts Underlying NPAT7 5,882 3,967 48% Key metrics of the business are based on the way management analyses business performance. See the Statutory to Management Result Reconciliation Section of the Directors’ Report for more information. NobleOak’s Direct strategy continues to deliver results, with the Company’s strategy of investing in digital marketing alongside a diverse and growing range of alliance partnerships contributing to strong market share gains. Direct channel policy count increased by 10% since June 2023, with gross in‑force premiums growing by 14% to $91.6 million (FY23: $80.3 million). Direct market share has grown to 8.7% (of Direct Market) at 31 December 2023 compared to 7.8% at 31 December 2022. Lapse rates are returning to more normal levels from pandemic era lows, increasing to 13.2% but remaining well below the industry average (approx. 15.3%). This is expected to continue over the medium term. New business sales in the Direct channel remained stable at $10.4m when overall direct sales in the market fell by 2%. Good performance from alliance partnerships, including those with Budget Direct and RAC WA, has seen NobleOak’s market share on Direct Sales increase to 17.0% over the 12 months to 31 December 2023 (12 months to December 2022: 14.8%), remaining significantly higher than the market share of Direct in‑force premiums of 8.7% at December 2023 (December 2022: 7.8%). The underlying insurance margin has improved to 27%, (Jun‑24: 24.2%) following reserve strengthening in the prior year. The underlying administration expense ratio of 19.5% includes increased premises cost, investment in technology and capability within the business, including actuarial and strategic business development teams. Both the current and prior years have benefited from the transfer of claims handling expenses to the claims expense line in the income statement, which brings NobleOak into line with its peers and is consistent with the requirements of the AASB 17 accounting standards. NobleOak transitioned to a new Appointed Actuary in FY24. This has resulted in a number of refinements in actuarial estimation techniques. The overall impact on the direct segment profit results is minimal, the most significant items being strengthening in claims handling expense provisions being offset by refinement in the technique for calculating the release of contract services margins. The net effect of current year performance and the strengthening of reserves in the prior period results in underlying NPAT growth by 48% year on year to $5.9 million. 7. Underlying NPAT is reconciled to Reporting NPAT on page 33. NobleOak Life Limited Annual Report 2024 37 OPERATING SEGMENT REVIEW continued NobleOak continues to deliver strong customer outcomes, resulting in positive customer feedback, including: • 4.7/5 Feefo customer rating as at 15 August 2024, with a fifth Platinum Trusted Service award; • 4.2/5 Google customer satisfaction rating as at 30 June 2024; and • NobleOak was again, the most awarded Australian direct Life Insurer in 2023. This is the fifth year in a row NobleOak has been the most awarded (2016‑2023). In 2023 NobleOak won awards from Canstar, Plan for Life, Mozo, Money Magazine, Finder, WeMoney and DBM during the year for the quality and value of our Life Insurance and Income Protection products and received awards for our customers service from WeMoney, Feefo and Plan For Life. Strategic Partner $’000/% FY24 Restated FY23 Variance In‑force premiums at period end 295,179 235,648 +25% New business Sales (annualised premium) 43,942 35,838 +23% Lapse rate 10.2% 7.2% (3.0 ppts) Net insurance premium 48,325 33,739 43% Underlying gross insurance margin 4.6% 5.7% (1.1 ppts) Administration expense ratio 1.8% 1.9% +0.1 ppts Investment Return (% insurance premium) 1.5% 0.7% +0.8 ppts Underlying NPAT8 8,284 7,798 6% Key metrics of the business are based on the way management analyses business performance. See the Statutory to Management Result Reconciliation Section of the Directors’ Report for more information. The Strategic Partners channel continues to deliver strong growth, with NobleOak’s contemporary products, high quality service and strong partnerships with Neos and PPS continuing to deliver market share gains. In‑force premium grew by 25% to $295.2 million as at 30 June 2024 (Jun 23: $235.6 million), with NobleOak’s market share of advised business having grown to 2.7% as at 31 December 2023, up from 2.0% as at 31 December 2022. Pleasingly, new business sales grew by 23%, in line with improved industry sales volumes which also grew by 24%, bouncing back after the impact of industry‑wide income protection product changes in October 2021, as well as reduced advisor numbers. NobleOak’s market share of advised sales was 12.0% in the 12 months to 31 December 2023 (12 month to Dec 2022: 12.6%). As expected, lapse rates continue to normalise from pandemic era lows, but remain well below the industry average. The underwriting performance in the Strategic Partner channel remains strong, however, underlying claims experience has increased in the period, and is now trending in line with industry averages (prior periods had been favourable to industry averages). As NobleOak’s advised portfolio matures, this trend is expected to continue, with the insurance margin stabilising. Investment results have benefited from higher interest rates, noting that the return achieved on additional deposit back assets held (supporting reinsurance asset exposures) are offset by higher fees associated with holding these assets. The underlying administration expense ratio remains low at 1.8% and continues to benefit from operating leverage and financial discipline. Underlying NPAT of $8.3 million for FY24 was up 6% year on year. We expect current margin to remain with claims experience now trending in line with industry average. 8. Underlying NPAT is reconciled to Reporting NPAT on page 33. 38 NobleOak Life Limited Annual Report 2024 OPERATING SEGMENT REVIEW continued Genus $’000/% FY24 FY23 Variance In‑force premiums at period end 24,582 24,740 (1%) Administration Expenses 5,153 5,184 +0.6% Amortisation of Portfolio Acquisition Cost Included in Administration Expenses 473 310 (53%) Underlying NPAT9 842 799 5% In‑force premiums under management by Genus reduced less than expected to $24.6 million, due to a favourable lapse experience which has continued at a low level since the conclusion of the remediation program on the Freedom portfolio in April 2022. Genus generated $0.8 million of Underlying NPAT in FY24: the small increase represents improved expense control whilst revenues run‑off slower than expected. The following sets out the profit or loss statement showing both the statutory presentation and the management analysis in italics. The insurance operating result is further analysed as net insurance premium, net claims, net commissions and other income, policy acquisition costs, changes in policy liabilities and expenses for the purposes of explaining the key drivers of the Group’s operating result and calculating key metrics. Analysis of the nature of income and expenses within the insurance operating result provides useful additional information about underlying trends in relation to the different components of underwriting profitability. An unaudited reconciliation from the Statutory presentation to the management analysis is provided on page 41. 9. Underlying NPAT is reconciled to Reporting NPAT on page 33. NobleOak Life Limited Annual Report 2024 39 OPERATING SEGMENT REVIEW continued Direct Strategic Partnerships Genus Consolidated For the year ended 30/06/2024 $’000 Restated 30/06/2023 $’000 30/06/2024 $’000 Restated 30/06/2023 $’000 30/06/2024 $’000 Restated 30/06/2023 $’000 30/06/2024 $’000 Restated 30/06/2023 $’000 Insurance revenue 84,598 74,786 271,114 249,834 11,111 11,320 366,823 335,940 Insurance service expenses (63,287) (55,258) (228,128) (168,736) (5,296) (4,384) (296,701) (228,378) Reinsurance expenses (39,534) (37,540) (223,199) (216,072) (8,544) (8,655) (271,277) (262,267) Reinsurance income 36,325 32,578 192,100 147,299 2,729 1,719 231,154 181,596 Insurance service result 18,102 14,566 11,887 12,325 – – 29,989 26,891 Net finance income on insurance and reinsurance contracts (849) 3,069 821 1,223 – – (28) 4,292 Fees & other revenue 931 54 (906) – 3,790 3,743 3,815 3,797 Other operating expenses (13,417) (9,875) (6,373) (4,403) (2,895) (2,721) (26,444) (19,192) Insurance operating result 4,767 7,814 5,429 9,145 895 1,022 7,332 15,788 Management analysis of operating profit Insurance premium 85,124 74,229 280,425 244,769 11,027 11,338 376,576 330,336 Reinsurance expenses (37,358) (33,016) (232,100) (211,030) (8,486) (8,653) (277,944) (252,699) Net insurance premium 47,766 41,213 48,325 33,739 2,541 2,685 98,632 77,637 Net claims expense (14,077) (12,221) (12,463) (5,603) (14) – (26,554) (17,824) Net commissions and other income 4,400 4,383 1,283 5,448 3,721 3,661 9,403 13,492 Policy acquisition costs (27,237) (26,533) (21,582) (17,079) – (21) (48,820) (43,632) Change in net policy liabilities 12,782 15,862 (5,006) (2,377) 27 (19) 7,802 13,465 Insurance profit 23,634 22,704 10,557 14,128 6,275 6,306 40,463 43,138 Administration expenses (18,867) (14,890) (5,128) (4,983) (5,380) (5,284) (33,131) (27,350) Insurance operating profit 4,767 7,814 5,429 9,145 895 1,022 7,332 15,788 Net investment income 1,968 1,611 4,159 1,800 80 22 6,207 3,433 Profit before tax 6,735 9,425 9,588 10,945 975 1,044 13,539 19,221 Income tax expense (2,216) (2,823) (2,876) (3,235) (292) (315) (4,257) (5,715) Profit after tax 4,519 6,602 6,712 7,710 683 729 9,282 13,506 Insurance metrics based on management analysis are defined as: • Underlying gross insurance margin = Insurance profit/Insurance premium (after removing the impact of policy liability economic assumption changes, impact of change in loss recognition reserves and impact of funeral fund member allocation); • Underlying administration expense ratio = Administration expenses/Insurance premium (after removing the impact of AASB 17 implementation expenses and impact of IT transformation project expense); and • Investment return (% insurance premium) = Net investment income/Insurance premium. 40 NobleOak Life Limited Annual Report 2024 STATUTORY TO MANAGEMENT RESULT RECONCILIATION The company manages the business through analysis of key insurance metrics and ratios. The following provides an unaudited reconciliation of the statutory presentation of the profit or loss statement to the management analysis. Statutory Management Analysis Net insurance premium Net claims expense Net commission and other income Policy acquisition costs Administration expenses Change in policy liabilities Total For the full-year ended 30/06/24 $’000 Restated 30/06/23 $’000 30/06/24 $’000 Restated 30/06/23 $’000 30/06/24 $’000 Restated 30/06/23 $’000 30/06/24 $’000 Restated 30/06/23 $’000 30/06/24 $’000 Restated 30/06/23 $’000 30/06/24 $’000 Restated 30/06/23 $’000 30/06/24 $’000 Restated 30/06/23 $’000 30/06/24 $’000 Restated 30/06/23 $’000 Continuing operations Insurance revenue 366,823 335,940 376,577 330,336 – – (56,241) (48,337) (22,160) (21,973) – – 68,647 75,914 366,823 335,940 Insurance service expenses (296,711) (228,378) – – (170,327) (129,774) (67,498) (51,243) (26,660) (21,659) (6,687) (8,158) (25,539) (17,544) (296,711) (228,378) Reinsurance expenses (271,277) (262,267) (277,945) (252,699) – – 65,863 56,973 – – – – (59,195) (66,541) (271,277) (262,267) Reinsurance income 231,154 181,596 – – 143,773 111,950 63,464 52,302 – – – – 23,917 17,344 231,154 181,596 Insurance service result 29,989 26,891 98,632 77,637 (26,554) (17,824) 5,588 9,695 (48,820) (43,632) (6,687) (8,158) 7,830 9,173 29,989 26,891 Net insurance finance income (28) 4,292 – – – – – – – (28) 4,292 (28) 4,292 Fees and other revenue 3,815 3,797 – – 3,815 3,797 – – – – 3,815 3,797 Other operating expenses (26,444) (19,192) – – – – – (26,444) (19,192) – (26,444) (19,192) Insurance operating profit 7,332 15,788 98,632 77,637 (26,554) (17,824) 9,403 13,492 (48,820) (43,632) (33,131) (27,350) 7,802 13,465 7,332 15,788 NobleOak Life Limited Annual Report 2024 41 STATUTORY TO MANAGEMENT RESULT RECONCILIATION continued Adjustments The statutory results have been adjusted for the following items when discussing the results to provide more transparency in the underlying performance of the company. Disclosing an underlying measure of profits, which excludes the impact of items that do not relate to current period performance or non‑recurring costs, allows the users of financial information to better assess the underlying performance of the business (as is contemplated by ASIC RG 230 Disclosing non‑IFRS financial information). The following adjustments as indicated in the Operating and Financial Review section on page 33 have been made on the current period: Recurring adjustments Economic assumptions Economic assumptions are driven by external economic market conditions and can generate volatility in statutory profits. The primary driver relates to movements in interest rates that affect the valuation of future cash flows within the policy liabilities reserves and also generate mark to market adjustments within the valuation of investment assets. Management results remove the impact of these items which create volatility in reported results but will balance out over time. Loss recognition reserves The new AASB 17 Insurance Contracts accounting standard requires the insurance portfolio to be assessed by profitability at a much lower level of granularity than was the case under the prior accounting standard. This assessment, which is now at a policy level, requires the present value of all future losses on policies considered “onerous” (loss making) at inception (or upon reassessment each reporting period) to be recognised immediately. Where the overall portfolio is assessed as profitable, the management result is adjusted to exclude the movement in these “loss recognition reserves” which create volatility in reported results but will balance out over time. Non‑recurring adjustments Funeral Fund The Funeral Fund is a legacy fund of policies taken out by former Druid members. The fund was established in such a way that absent financial stress within the company, any surplus assets of the fund would ultimately be allocated to members. In the half‑year to 31 December 2023, given the current security of the group, the substantial majority ($0.7 million) of remaining surplus assets of the funds were allocated to members. This allocation is recorded as a reduction in net assets and an insurance service expense to the fund. Given the one‑off nature of this member allocation, which will not happen again at this volume (remaining surplus <$0.1 million), management results have removed the impact of this member allocation. AASB 17 Costs Insurers are required to implement AASB 17 Insurance Contracts for periods beginning on or after 1 January 2023. For NobleOak, the first full financial year under AASB 17 is the year ending 30 June 2024. A project team was established in order to meet the requirements of the standard. NobleOak has spent approximately $6.0 million on its project to date, with the full cost upon completion of down‑stream process changes estimated at ~$6.5 million. Of the total spend to date, the costs incurred and reported as other expenses in the year to 30 June 2024 were $3.8 million (FY23: $2.2 million). 42 NobleOak Life Limited Annual Report 2024 STATUTORY TO MANAGEMENT RESULT RECONCILIATION continued IT transformation and Product Development project During FY24 NobleOak invested in innovation projects to support the growth of the business. These projects included an IT Transformation and product development project. The IT Transformation Project which commenced in FY23 and completed in FY24 included: • Major upgrade of the OneOffice policy administration system; • Establishment of a Customer Portal capability; and • Establishment of an enterprise data warehouse. The Product development included designing and market testing a wealth management platform. Given the significance of this project, and the one‑off nature of the material cost for the Company, NobleOak has separately disclosed the amount of this investment in its Financial Statements so that it can be distinguished from underlying business performance. NobleOak has spent approximately $2.5 million on this project in FY24. NobleOak Life Limited Annual Report 2024 43 REMUNERATION REPORT Message from the Nomination & Remuneration Committee Chair FY24 was a successful year for NobleOak, with the Company delivering in‑force premium growth ahead of guidance and continuing to outperform and grow market share. In‑force premium, the key value driver for NobleOak, grew 22% year on year to $387 million at 30 June 2024. This was ahead of the Company’s guidance of 15‑20% and was driven by strong sales and lapse rates that remain lower than industry average. Disciplined underwriting and expense management delivered strong growth in underlying net profit after tax (NPAT) of 19% to $15 million. Customer, capability and culture remain core priorities for NobleOak. The completion of the first phase of our technology transformation has delivered new capabilities to the team and an improved digital customer experience. Key director and executive appointments were made within the year, and our values were enhanced to further drive value creation for our customers and shareholders. We continue to build our employer brand and were pleased to be an Employer of Choice winner in the 2023 Australian Business Awards. During the year, the NobleOak team undertook the significant implementation of the AASB 17 Insurance Contracts accounting standard, which came into force on 1 July 2023. AASB 17 is the Australian equivalent of the International Accounting Standard IFRS 17 Insurance Contracts, and represents a material change in the accounting of life insurance contracts. While AASB 17 does not impact NobleOak’s underlying business value drivers or strategy, it delivered a modest acceleration of profit recognition overall in FY24. FY24 Performance outcomes Significant achievements in strategy execution, capability, capital management and governance were offset by some below target financials, with overall performance outcomes for the executive KMP landing at 80% of target for the CEO and 100% of target for the CFO. The 2021 LTI plan has been assessed for vesting at 28.7% of the maximum performance outcome, reflecting partial achievement of the prospectus and EPS performance targets; and a below threshold outcome for the TSR performance target. Impact of AASB 17 on FY24 financial performance and remuneration hurdles To ensure that executive variable remuneration outcomes were not positively or negatively impacted by the AASB 17 accounting standard change, we rebased the FY24 NPAT performance target under the STI plan and EPS performance targets under the 2021, 2022 and 2023 LTI Plans. As the new standard introduces greater variability in profit recognition, we will review our financial performance targets for FY25 to ensure they remain appropriate. Changes to our remuneration framework In FY24, we implemented an organisation‑wide performance framework and short‑term incentive plan. This supports recruitment and retention, as well as encouraging our employees to deliver on our strategy while demonstrating the behaviours that will create long‑term value for our stakeholders. We completed our APRA CPS 511 implementation effective 1 January 2024 and are now completing our Financial Accountability Regime implementation which will include a broader variable remuneration deferral policy for FY26. FY25 priorities and outlook NobleOak will continue to focus on developing business and operational capability and enhancing the customer experience to continue to deliver sustainable growth. The Company remains well positioned in an improving market, by investing in the foundations for long‑term growth in the attractive Direct Life Insurance market. Thank you to the NobleOak team for their hard work this year, as well as our customers, partners and shareholders for your continued support. Inese Kingsmill Non‑Executive Director 44 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued Section Title Description 1 Introduction Describes the scope of the Remuneration Report and the individuals whose remuneration details are disclosed, together with a summary of the key changes during the year. 2 Remuneration governance Describes the role of the Board and the Nomination and Remuneration Committee (NRC) and the use of remuneration consultants when making remuneration decisions. 3 Non‑Executive Director remuneration Details the fees paid to Non‑Executive Directors. 4 Executive remuneration Outlines the executive remuneration principles, strategy and design and the alignment of company performance to reward outcomes. 5 Key Management Personnel (KMP) equity interests Details the NobleOak Life Limited equity held by Key Management Personnel (KMP). 6 Employment agreements Details the contractual arrangements between NobleOak Life Limited and Executive KMP. NobleOak Life Limited Annual Report 2024 45 REMUNERATION REPORT continued 1. Introduction NobleOak strives to be a leader in the life insurance industry that is both compassionate and customer focused and believes that attracting, developing, engaging, motivating and retaining talented people whose behaviours align with NobleOak’s culture and values, will provide the Company with a sustainable advantage over the long term. As such, NobleOak strives to create a meaningful and supportive workplace that challenges and supports a high performing team who are committed to the NobleOak purpose, customers and sustainable long‑term success. Building and maintaining a culture that creates value for customers and shareholders is a strategic priority for NobleOak. NobleOak’s remuneration framework is intended to incentivise discretionary efforts and reward the achievement of outcomes and the role modelling of NobleOak’s culture and behaviours. NobleOak’s approach to executive remuneration has been designed to reward and motivate an experienced executive team to deliver ongoing business growth which meets the expectations of not only shareholders, but also other stakeholders. The Board believes this approach is balanced, fair and equitable. Scope This Remuneration Report sets out, in accordance with the relevant Corporations Act requirements, the remuneration arrangements in place for KMP during FY24. Key Management Personnel KMP have authority and responsibility for planning, directing and controlling the activities of NobleOak and comprise the non‑executive directors (NEDs) as well as the Chief Executive Officer (CEO) who is also an executive director, and the Chief Financial Officer (CFO). The CEO and CFO, for purposes of the Remuneration Report, are referred to as Executive KMP. KMP are listed below with further details provided in the Directors’ Report. Name Role Term Non‑Executive Director Stephen Harrison Independent Non‑Executive Chair Full year Andrew Boldeman Non‑Executive Director Full year Sarah Brennan Independent Non‑Executive Director Full year Kevin Hamman Independent Non‑Executive Director Full year Inese Kingsmill Independent Non‑Executive Director Full year Executive KMP Anthony Brown Chief Executive Officer/Executive Director Full year Scott Pearson Chief Financial Officer Full year 46 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued 2. Remuneration governance This section of the Remuneration Report describes the role of the Board and the Nomination & Remuneration Committee, and the use of remuneration consultants when making remuneration decisions. Role of the Board and the Nomination & Remuneration Committee The Board is responsible for NobleOak’s remuneration strategy and policies. Consistent with this responsibility, the Board has an established Nomination & Remuneration and Committee (NRC) which is comprised solely of NEDs, with the majority being independent. Key responsibilities of the NRC are to: • ensure that NobleOak maintains a remuneration framework that promotes effective management of financial and non‑financial risks and provides remuneration outcomes commensurate with performance and risk outcomes; • ensure that appropriate procedures exist to assess the membership, mix of skills and diversity and remuneration levels of the Board; • ensure that NobleOak adopts, monitors and applies appropriate remuneration, performance and succession policies, design and procedures; • ensure that fixed and variable remuneration levels and incentive outcomes are appropriate for leadership; • review whether there is any gender or other inappropriate bias with respect to the remuneration for directors, senior executives or other employees; • ensure that reporting disclosures related to remuneration meet the Board’s disclosure obligations and all relevant legal and accounting standard requirements; • review and make recommendations to the Board on remuneration reviews and incentive plans, in line with relevant legislation and corporate governance principles relating to remuneration practices and employment policies; and • ensure appropriate superannuation arrangements are in place for NobleOak. The NRC’s role and interaction with the Board, management and external advisors, is illustrated below. External advisors Management The Board Ultimately responsible for remuneration decisions, considering recommendations and advice from the Nomination & Remuneration Committee. Nomination & Remuneration Committee The NRC operates under the delegated authority of the Board. The NRC is empowered to source any internal resources and obtain external independent professional advice it considers necessary to enable it to make recommendations to the Board on the following: Risk Committee Provides input with respect to financial and non-financial risks and the appropriateness of performance and remuneration outcomes. Board skills, diversity and membership. Remuneration policy in respect of NEDs. Remuneration policy, composition and quantum of remuneration components for Executive KMP and performance targets. Design features of employee and executive STI and LTI plan awards, including setting of performance and other vesting and claw back conditions. Ensuring the Company has the appropriate policies and procedures in place to effectively manage talent and succession. Maintain an appropriate remuneration framework that supports effective risk management. Further information on the NRC’s role, responsibilities and terms of reference can also be viewed in the Investor Centre, Corporate Governance section of the NobleOak website. NobleOak Life Limited Annual Report 2024 47 REMUNERATION REPORT continued Use of remuneration advisors During FY24, NobleOak engaged Ernst & Young as remuneration advisors with respect to KMP remuneration benchmarking for the financial year ending 30 June 2024, however no “remuneration recommendations” under the Corporations Act were requested or provided during the year. NobleOak also purchases market remuneration data from a primary provider of remuneration data appropriate for roles within the Australian life insurance industry. The benchmarking data is used as a guide and not a substitute for thorough consideration of all the issues by the NRC and the Board. 3. Non‑executive director remuneration NED remuneration Principle Comment Fees are set by reference to key considerations The remuneration levels reflect the complexity of NobleOak’s business and the extent of regulatory requirements and oversight applicable to a publicly listed Friendly Society. In determining the level of fees, survey data on comparable companies is considered. NEDs’ fees are recommended by the NRC and then considered by the Board. Shareholders approve the aggregate amount available for NED Fees. Remuneration is structured to preserve independence whilst creating alignment To preserve independence and impartiality, NEDs are not entitled to any form of incentive payments including options and the level of their fees is not set with reference to any measure of NobleOak performance. While the Board has no minimum shareholding guidelines, NEDs are encouraged to have a shareholding in NobleOak. Aggregate Board and committee fees are approved by shareholders The total amount of fees paid to NEDs in FY24 was within the aggregate amount approved by shareholders at the AGM held on 23 November 2023 of $1,200,000 per annum including superannuation. Post‑employment benefits Superannuation Superannuation contributions have been made for NEDs who were paid through payroll at a rate of 11% (up to the Australian Government’s prescribed maximum contributions limit) which satisfies the Company’s statutory superannuation contribution obligations. The contribution rate will increase to 12% in future years in line with mandated legislative increases. Contributions are included in the base fee. Retirement Schemes There are no other retirement schemes in place for NEDs, other than statutory superannuation as described above. Other benefits Equity instruments NEDs do not receive any performance related remuneration, options, performance rights or shares. Other fees/benefits NEDs receive reimbursement for any expenses incurred that relate directly to the NobleOak business. No payments were made to NEDs during FY24 for travel allowances, extra services, or special exertions. 48 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued NED total remuneration paid Short‑term benefits Equity Based Payments Post‑employment benefits Year Fees ($) Performance Rights ($) Termination benefits ($) Super- annuation Benefits1 ($) Total ($) Stephen Harrison FY24 204,750 – – – 204,750 (Chair) FY23 203,125 – – – 203,125 Andrew Boldeman FY24 137,162 – – 15,088 152,250 FY23 136,689 – – 14,352 151,042 Sarah Brennan FY24 149,956 – – 7,544 157,500 FY23 140,625 – – – 140,625 Kevin Hamman FY24 152,250 – – – 152,250 FY23 151,042 – – – 151,042 Inese Kingsmill FY24 149,625 – – – 149,625 FY23 140,625 – – – 140,625 Total FY24 793,743 – – 22,632 816,375 Total FY23 772,106 – – 14,352 786,459 1. Superannuation contributions have been made for NEDs who are paid through payroll, unless they have an exemption in place for all or part of the year. NobleOak Life Limited Annual Report 2024 49 REMUNERATION REPORT continued 4. Executive remuneration Executive KMP remuneration NobleOak’s executive remuneration policies and framework are designed to attract, motivate and retain high performing talent with the aim of achieving the Group’s strategic objectives in a manner consistent with NobleOak’s values, while maximising shareholder value. Remuneration is intended to satisfy the following key criteria: • providing a balance between incentivising the behaviours and actions that lead to sustainable and profitable growth, and the outcomes achieved; • including underlying profit, in line with APRA guidelines, as a core component of plan design; • focusing on sustained growth in shareholder value, particularly growth in share price; • incentivising above market return on capital in the medium to long term; • achieving an effective balance between short and long‑term strategic objectives; • focusing executives on non‑financial drivers of value that promote sustainability, including: – attracting, retaining and developing high calibre executives; – factors relating to our customers that drive long‑term customer satisfaction and customer value; – building and maintaining a prosperous and unique corporate culture, with a genuine focus on the customer; – effectively managing risks across the organisation, such as operational, regulatory and reputational risks. • the ability to apply malus to individual remuneration outcomes where there has been a significant risk event, where that risk materialises (including significant adverse outcomes for customers) due to significant failure or breach of accountability by the person. • providing a framework that is simple to understand and consistently applied each year, without continual major change, to allow executives to easily understand the program and expected behaviours and results; and • alignment to and compliance with regulatory guidelines and requirements, including the effective management of both financial and non‑financial risks, and sustainable performance. Fixed remuneration components are determined having regard to the specific skills and competencies of the Executive KMP with reference to internal and external relativities, particularly local market and industry conditions. The ‘at risk’ components of remuneration are strategically directed to encourage the Executive KMP to strive for superior performance on a risk‑adjusted basis by rewarding the achievement of targets that are challenging, clearly defined, understood and communicated within the ambit of accountability of the relevant Executive KMP. 50 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued Executive KMP remuneration objectives are delivered through three categories of remuneration, as illustrated below: Executive KMP remuneration objectives Attract, motivate and retain competent executives. Reward differentiation to drive performance values and behaviours. A balance between fixed and variable ‘at risk’ components. Shareholder value alignment through equity and long‑term performance metrics. Total target remuneration (TTR) is set by reference to the relevant market benchmarks Fixed Variable ‘At risk’ Total Fixed Remuneration (TFR) TFR reflects the expected contribution to the position accountabilities. Short‑term incentives (STI) STI performance criteria align to the strategic goals and comprise both financial and non‑financial measures. Long‑term incentives (LTI) LTI performance criteria align to shareholder value creation through Earnings Per Share (EPS) and absolute Total Shareholder Return (TSR) growth. Remuneration will be delivered as: Base salary plus superannuation and any salary packaged benefits. 67.5% cash and 32.5% deferred into cash for at least two years subject to service. Performance rights subject performance and service criteria over a three year performance period. Strategic intent and market positioning TFR will generally be positioned at the market median with consideration to expertise, capability and performance in the role. Performance incentive is directed to achieving Board approved targets for each performance year. LTI is intended to reward Executive KMP for sustainable long‑term shareholder growth bringing alignment to shareholders’ interests. Total Target Remuneration (TTR) TTR is intended to be positioned in the third quartile compared to relevant market benchmark comparisons for at target performance. Fourth quartile TTR may result if outperformance is achieved. NobleOak Life Limited Annual Report 2024 51 REMUNERATION REPORT continued Remuneration mix and positioning NobleOak intends to provide an appropriate and competitive mix of remuneration balanced between fixed and ‘at risk’ components, with payment in the form of both cash and equity. (a) Remuneration mix – FY24 The current maximum remuneration mix for the CEO and CFO is shown below: Position STI (%) LTI (%) CEO Up to 67.5% of TFR (45% @ target) Rights of 80% of TFR (Half of these vest @target) CFO Up to 45% of TFR (30% @ target) Rights of 80% of TFR (Half of these vest @target) The ‘at risk’ component (STI and LTI) represents the intended maximum remuneration opportunity for the Executive KMP assuming the performance requirements set for each component are satisfied. (b) Total Fixed Remuneration (TFR) positioning NobleOak aims to position TFR at the market median. Benchmarking is completed annually with reference to the Aon Life Insurance and Superannuation; and General Insurance market surveys; and every two years by an external remuneration consultant. Comparator groups include ASX listed organisations of comparable size and complexity. (c) Total Target Remuneration (TTR) positioning NobleOak aims to position TTR between the median and 75th percentile to ensure market competitive remuneration overall; with an opportunity to receive top quartile remuneration for stretch performance. (d) TFR TFR includes base salary, superannuation and any salary packaged amount (superannuation or novated lease) and is set with consideration to market positioning, accountabilities, qualifications, capability, experience and performance. TFR adjustments are made where required to ensure appropriate market positioning. Any adjustments to Executive KMP remuneration are approved by the Board following recommendation from the NRC. (e) Variable (‘at risk’) remuneration Variable remuneration is intended to constitute a meaningful component of the Executive KMP reward opportunity and aims to incentivise the delivery of sustainable long‑term performance, having regard to customer, community and other stakeholder expectations. 52 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued The key aspects are summarised below: Short‑term incentive (STI) plan Purpose The STI plan is designed to reward the achievement of NobleOak’s strategic goals through the delivery of annual performance targets set by the Board at the beginning of the performance period. The STI program is reviewed annually by the NRC and approved by the Board. Performance targets The annual performance targets are set within a balanced scorecard with key performance areas including Financial, Customer & Growth, Strategy, Risk and Governance and Culture & Capability, allocated across the management team. To assess management performance, the Board use underlying financial results which exclude the impact of items creating volatility in results (i.e. changes in economic assumptions on policy liabilities and movement in onerous contract provisions) and significant non‑recurring (i.e. material one‑off) costs as it allows for a better assessment of the underlying performance of the business. Any anomalies or discretionary elements are approved and validated by the Board. Payment of STI may be withheld if the Board determines that any specific financial performance, risk, culture or values gateway has not been met. Performance Gates and Modifiers Gate Performance gates apply to the assessment of performance targets, to ensure that key minimum requirements are met in order to award incentives. Performance modifiers allow either the upward or downward adjustment of the award. Modifiers generally apply where performance, conduct or risk outcomes were materially below the expected standard. In rare circumstances, the Board may seek to introduce an upward modifier. These performance gates and modifiers ensures appropriate award for performance and supports the prevention and mitigation of conduct risk. Rewarding performance The STI performance ratings are determined under a formulaic matrix, with the Board to consider adjustments as appropriate. Mandatory STI deferral Following approval of the FY24 STI award, 67.5% of the award will be paid in cash with 32.5% of the award deferred into cash for a period of two years. Once the STI award has been granted, no further performance criteria apply other than service for the duration of the vesting period (two year minimum for the FY24 STI award). STI deferral was introduced for Executive KMP in 2021 with the aim of further enhancing alignment with shareholder interests and with the view that this policy would be enhanced over time. As part of NobleOak’s Financial Accountability Regime implementation, the Board is currently considering the steps to balance compliance with the regime, shareholder expectations and talent expectations. This may include a further adjustment to the deferral percentage. Option for discretion The STI is at the discretion of the Board and is subject to change, adjustment or cancellation at any time. The Board also considers inputs from the Chief Risk Officer with respect to risk matters. NobleOak Life Limited Annual Report 2024 53 REMUNERATION REPORT continued Each Executive KMP has corporate and individual targets and objectives which include risk management practices as well as demonstrating NobleOak’s core values and corporate culture. Key design elements of the FY24 STI plan pertaining to the KMP were as follows: KMP (Allocated Proportion %) Measure Anthony Brown (CEO) Scott Pearson (CFO) Financial 45% 53% Strategy, Risk & Governance 32% 24% Customer 10% 10% Culture & Capability 13% 13% Total 100% 100% Long Term Incentive Plan (LTIP) – FY22, FY23 and FY24 Grants Effective from ASX Listing in July 2021, the NobleOak LTIP has been offered. The LTIP provides an annual opportunity for Executive KMP and other selected senior managers (based on their ability to influence and execute strategy) to receive an equity award aligned to long‑term shareholder value creation. All LTIP awards remain at risk and subject to ‘claw back’ (forfeiture or lapse) until vesting and must meet or exceed performance targets set over the vesting period. Key design elements of the LTIP are as follows: Purpose To align Executive KMP and other selected senior managers remuneration opportunity with shareholder value and support retention. Types of equity awarded Performance rights (being a right (at nil exercise price) to fully paid ordinary shares of NobleOak Life Limited), subject to satisfying the relevant requirements. Time of grant Grants were issued in June 2021 (FY22), September 2022 (FY23) and November 2023 (FY24) and the FY25 grant will be issued following the annual review process; with the grants to participants to take place following the Annual General Meeting. Time restrictions Grants are tested against the performance hurdles set at the end of the performance and service period (usually at least three years). If the performance hurdles are not met at the vesting date, performance rights will lapse. Dividends No dividends are attached to performance rights. Voting rights There are no voting rights attached to performance rights. Retesting There will be no retesting of performance hurdles. LTI allocation The size of individual LTI grants for Executive KMP and other selected senior managers are determined in accordance with the Board approved remuneration strategy mix. The allocation methodology for performance rights is to determine the maximum LTI dollar grant value for each participant, as a percentage of TFR and divide it by the ‘face value’ of the right without discounting for service or performance hurdles. The details of the FY25 Grant will be provided in the 2025 Remuneration Report. 54 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued Performance hurdles and vesting 2021 (FY22) 2022 (FY23) 2023 (FY24) Tranche 1 Prospectus Forecast Tranche The vesting of Rights Prospectus Forecast Tranche will be conditional on achieving specific underlying NPAT targets set out in the Prospectus FY22 forecast (of $9.03 million). Financial Information (which, for the avoidance of doubt, will include the expenses associated with all incentive payments made and grants which vest in respect of FY22) for FY22 and one of: • a ‘weighted’ in‑force insurance premium (calculated by adding one quarter of in‑force insurance premium from the Strategic Partnership Channel and all of the in‑force insurance premium from the Direct Channel) implied by FY22 Forecast Financial Information (being approximately $106.5 million); or • direct sales as set out in the FY22 Forecast Financial Information being $12.5 million. Participants must remain employed with the Company for three years after the date of grant of rights. One third NA NA Tranche 2 Total Shareholder Return (TSR) Tranche The vesting of Rights TSR Tranche will be conditional on achieving specific TSR targets: Compound annual growth (CAGR) in Total Shareholder Return (TSR) (3 years) Performance (p.a) % of equity to vest < 8% 0% > 8% up to 12% 12.5% to 50% pro‑rata > 12% up to 16%+ 50% to 100% pro‑rata Performance rights vest if the time restrictions and relevant performance hurdles are met. The Board must approve any special provisions, in accordance with Company policies, in the event of termination of employment or a change of control. The executive will also be required to remain employed with the Company for the 3 years after the date of grant of rights. One Third 50% 50% NobleOak Life Limited Annual Report 2024 55 REMUNERATION REPORT continued 2021 (FY22) 2022 (FY23) 2023 (FY24) Tranche 3 Underlying Earnings per Share (EPS) Tranche The vesting of Rights EPS Tranche will be conditional on achieving specific EPS targets below. As noted in the Directors’ Report, NobleOak has completed its transition to implement the new accounting standard AASB 17. While AASB 17 does not impact the underlying business value drivers or strategy, it has delivered a modest acceleration of profit recognition overall. To ensure that executive variable remuneration outcomes are not positively or negatively impacted by the AASB 17 accounting standard change NobleOak has rebased EPS performance targets under the 2021, 2022 and 2023 LTI Plans. The adjusted targets are provided below; noting that, due to not having historical AASB 17 financials, the first 3 year CAGR available applies to the FY24 grant. Changes to the hurdles with respect to the CEO may be subject to shareholder approval. Rebased EPS Targets (post AASB 17) Compound annual growth (CAGR) in earnings per Share (EPS) (3 years) Performance EPS (CAGR) % of equity to vest 2021 (FY22) 2022 (FY23) 2023 (FY24) Below Threshold level 0% 0% 0% 0% EPS (CAGR) (Threshold level) 12.5% 15.9 cents 17.5 cents 19.2 cents (9.5%) EPS (CAGR) (Target level) 50% 18.3 cents 20.2 cents 22.2 cents (14.9%) EPS (CAGR) (Stretch level) 100% 20.8 cents 22.9 cents 25.1 cents (19.8%) Performance rights vest if the 3‑year time restrictions and relevant performance hurdles are met. The Board has the discretion to make any special provisions in the event of a change of control. The performance period for each grant ends on 30 June in the third year after the date of the grant of rights (i.e. the performance period for rights granted in November 2023 will end on 30 June 2026). The participant must remain employed with the company throughout the period and at the date of vesting. Underlying EPS for each relevant financial year will be calculated as Underlying NPAT for that financial year, divided by the weighted average number of ordinary shares. The Implied Annual Compound Growth Rate in Earnings per Share for the FY22 period was an estimate based on the expected pro‑forma FY21 Earnings Per Share at the date of issue of the grants (i.e. 9.38 cents – which was adjusted to take into account one‑off and ongoing costs items associated with the IPO). The Board will make other adjustments as required by item (2) in paragraph 11 of ASX Guidance Note 19. One Third 50% 50% Total Performance Rights (current) 579,243 687,178 919,913 Total Performance Rights (for the CEO and CFO) 395,898 432,894 490,395 56 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued Other remuneration elements and disclosures relevant to executive KMP Claw Back Claw back provisions apply for Executive KMP for both the STI and LTI in accordance with APRA Prudential Standard CPS 511: Remuneration and the NobleOak Remuneration Framework. Hedging and margin lending prohibition Under the NobleOak Securities Trading Policy and in accordance with the Corporations Act, equity granted under NobleOak equity incentive schemes must remain at risk until vested if they are performance rights. It is a specific condition of grant that no schemes are entered into, by an individual or their associates that specifically protect the unvested value of performance rights allocated. NobleOak also prohibits the CEO or other ‘Designated Persons’ (including Executive KMP) providing NobleOak securities in connection with any margin loan or similar financing arrangement unless that person has received a specific notice of no objection in compliance with the policy from the Board. NobleOak, in line with good corporate governance, has a formal policy setting down how and when employees of NobleOak may deal in NobleOak securities. NobleOak’s Securities Trading Policy is available on the NobleOak website under Investor Centre, Corporate Governance. NobleOak Company Performance In the Year to 30 June 2024, NobleOak continued to deliver strong in‑force premium growth across the Direct (digital and alliance partners) and Strategic Partner segments while continuing to grow its market share. Disciplined underwriting and expense management continues to contribute to sustainable profit growth. NobleOak delivered another strong underwriting performance during the period, with the gross insurance margin slightly lower than the prior year. NobleOak has continued to invest towards building business capability, particularly in its actuarial, risk and claims teams. The business also experienced costs associated with implementation of the new insurance accounting standard AASB 17 Insurance Contracts and innovation project supporting IT transformation and product development. The performance of the Group is summarised in the table below: Financial Performance FY24 $’000 FY23 $’000 FY22 $’000 Total Inforce Premium (Excl Genus) 386,735 315,949 254,592 Net insurance premium 98,632 77,637 63,701 Statutory Net Profit After Tax 9,282 13,506 – Underlying net profit after tax 15,008 12,564 – Basic EPS (cents) 10.76 15.72 – Diluted EPS (cents) 10.49 15.34 – Underlying Basic EPS (cents) 17.40 14.63 – LTI Performance Outcomes 2024 2023 2022 LTI Vested (% of maximum grant) (Target = 50%) 28.7% 50.5% 67.8% Total Performance Rights Vested 166,090 364,966 224,516 Total Performance Rights Vested (For CEO & CFO) 113,518 248,793 224,516 NobleOak Life Limited Annual Report 2024 57 REMUNERATION REPORT continued During FY24, the Company achieved the following performance targets which underpinned the short‑term incentive outcomes: Financial Strategy & Operations • Continued strong business growth: – In‑force premium: $386.7m (up 22%) – Insurance premium: $376.6m (up 14%) – Net Insurance premium: $98.6m (up 27%) • Inforce Market Share Growth – Direct up to 8.7% of Direct Market – Strategic Partners up to 2.7% of advised market • Underlying NPAT: $15.0m (up 19%) • Strong market share in sales, supported by strengthening of the alliance partnership with Budget Direct and strong growth in the Strategic Partner channel. • Successfully completed first phase of IT Transformation project (to continue into FY25) and completed material accounting standard AASB 17 Insurance Contracts implementation. • Successfully engaged Reinsurance Group of America (RGA) as a new reinsurance partner for the PPS Mutual book. Customers People & Culture • Continued below‑market lapse rates and high customer satisfaction rates. • NobleOak was again the most awarded Australian Direct Life Insurer in 2023. • NobleOak won the 2024 WeMoney Award for digital customer experience. • Employer of Choice winner in the 2023 Australian Business Awards. • Strong focus on NobleOak’s culture and core values. FY24 employee survey showed that over 95% of employees believe in NobleOak’s purpose. • A strong employee NPS of 38, with 93% participation; over 87% of employees stating that they would recommend NobleOak as a great place to work and strong risk behaviour scores. • Ongoing capability build across leadership and teams. The following table tracks the current expectation for performance outcomes of ’in‑flight’ long term incentive programs. Below target performance outcomes are currently forecast for the 2021 and 2022 awards; driven by the current low share price. Tracking unvested LTI Awards LTI Award Vesting Date Tracking (50% of Rights vest at target) Total Current Performance Rights Total Current Performance Rights (For CEO & CFO) 2021 30‑Jun‑24 Below Target – 28.7% 579,243 395,898 2022 30‑Jun‑25 Below Target 687,178 432,894 2023 30‑Jun‑26 At Target 919,913 490,395 58 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued Short‑Term Incentive Outcomes Relationship between NobleOak performance and Executive KMP remuneration Each Executive KMP has corporate and individual targets and objectives, including sound risk management practices as well as demonstrating NobleOak’s core values and corporate culture, which are key factors in the assessment. Taking into account the Company and the individual goals achieved, the resultant potential STI awards for Executive KMP for FY24 are as follows: Key Management Personnel Target STI % Minimum‑Maximum1 STI % Achieved % Anthony Brown (CEO) 45% 0% – 67.5% 36.14% (80.33% of Target) Scott Pearson (CFO) 30% 0% – 45% 30% (100.00% of Target) 1. Reflects the STI amount as a percentage of Total Fixed Remuneration. Executive KMP Remuneration Table The remuneration of each Executive KMP for the year ended 30 June 2024 is set out below: Short‑Term Benefits Equity‑Based Payments Other ($) Base Salary ($) Cash STI ($) Non-Cash Benefits1 ($) LTI Perfor- mance Rights ($) LTI Options ($) Other Long-term employee benefits2 ($) Super- annuation ($) Total ($) Anthony Brown FY24 587,442 224,1253 8,591 102,000 (80,560) 17,488 27,399 886,485 FY23 563,004 138,8713 (10,675) 107,440 (61,443) 14,788 25,457 777,442 Scott Pearson FY24 406,107 131,0404 (16,861) 72,686 (61,775) 10,179 27,399 568,775 FY23 391,172 71,8964 13,351 79,474 (47,117) 9,764 25,457 543,997 Total FY24 993,549 355,165 (8,270) 174,686 (142,335) 27,667 54,798 1,455,260 Total FY23 954,176 210,767 2,676 186,914 (108,560) 24,552 50,914 1,321,439 1. Includes movement in accrual balance for annual leave, car parking benefits and associated fringe benefits tax. 2. Movement in provision for long service leave. 3. $72,841 of the FY24 STI is deferred into cash for a period of two years. This will be payable in cash following the FY26 financial results subject to continued service and Board risk assessment and approval. $34,718 of the FY23 STI was deferred into cash for one year and following a positive risk assessment will be paid prior to 30 September 2024. 4. $42,588 of the FY24 STI is deferred into cash for a period of two years. This will be payable in cash following the FY26 financial results subject to continued service and Board risk assessment and approval. $17,974 of the FY23 STI was deferred into cash and following a positive risk assessment will be paid prior to 30 September 2024. NobleOak Life Limited Annual Report 2024 59 REMUNERATION REPORT continued 5. KMP equity interests The tables below set out the equity interests held by NEDs and Executive KMP. Shares Opening Balance (1 July 2023) Shares Acquired Shares Sold Closing Balance (30 June 2024) Directors of NobleOak Life Limited Andrew Boldeman 51,282 – – 51,282 Sarah Brennan – – – – Kevin Hamman1 1,100,002 – 21,383 1,078,619 Stephen Harrison2 188,454 – – 188,454 Inese Kingsmill – – – – KMP of NobleOak Life Limited Anthony Brown3 5,665,525 190,244 – 5,855,769 Scott Pearson 198,807 107,980 31,250 275,537 1. Of the Shares held by Mr Hamman, 437,002 Shares are held in the name of TK Consulting (Aust) Pty Ltd as trustee for the Hamman Family Trust (an entity associated with Mr Hamman), 227,273 Shares are held in the name of Future Super KH Custodian Pty Ltd as trustee for the Future Super Fund (an entity associated with Mr Hamman), 172,727 Shares are held in the name of Future Super KH Pty Ltd as trustee for the Future Super Fund (an entity associated with Mr Hamman) and 88,617 Shares are held in the name of KH Investments Pty Ltd as trustee for the KH Development Trust (an entity associated with Mr Hamman). 2. Of the Shares held by Mr Harrison, 38,000 Shares are held in the name of MSJ Capital Pty Ltd as trustee for the Harrison Super Fund (an entity associated with Mr Harrison). 3. Of the Shares held by Mr Brown, 3,980,769 Shares are held in the name of Brohok Investments Co Pty Ltd (an entity associated with Mr Brown). 128,178 Shares were acquired through the exercise of performance rights issued through the 2020 LTI Plan. An additional 12,635 Shares were acquired through the vesting of additional performance rights through the 2020 LTI Plan for recognition of work on IPO. 49,431 Shares were acquired on market. 60 NobleOak Life Limited Annual Report 2024 REMUNERATION REPORT continued 6. Employment Agreements The Executive KMP operate under employment agreements as set out below. Length of contract The CEO and CFO are on permanent contracts, which are ongoing employment contracts until notice is given by either party. Notice periods In order to terminate the employment arrangements, the CEO and CFO are required to provide NobleOak with six months’ written notice. Resignation On resignation, unless the Board determines otherwise, all unvested STI or LTI benefits are forfeited. Termination on notice by NobleOak NobleOak may terminate employment of the CEO and CFO by providing six months’ written notice. The Company may make payment in lieu of the notice period based on TFR. On termination on notice by NobleOak, unvested STI or LTI benefits may be varied, terminated, suspended or exercised, in the absolute discretion of the Board (subject to the listing rules of the ASX). Death or total and permanent disability On death or total and permanent disability, the Board has discretion to allow all unvested STI and LTI benefits to vest. Termination for serious misconduct On termination without notice by NobleOak in the event of serious misconduct: • all unvested STI or LTI benefits will be forfeited; and • any ESS instruments provided to the employee on vesting of STI or LTI awards that are held in trust, will be forfeited. Statutory entitlements Statutory entitlements (long service leave and annual leave) will be payable in all events of separation. Post‑employment restraints The CEO’s contract includes a post‑employment restraint around working for a competitor direct insurer for 6 months. The CFO is also subject to a post‑employment restraint for up to 6 months. 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Annual financial report information...................68 1.1 About NobleOak...................................................68 1.2 About this report...................................................68 2. Results for the year.................................................... 82 2.1 Insurance revenue.................................................82 2.2 Insurance service expenses.............................83 2.3 Reinsurance expenses........................................83 2.4 Reinsurance income............................................83 2.5 Net finance income on insurance and reinsurance contracts...............................84 2.6 Net investment income......................................85 2.7 Segment information..........................................85 2.8 Income tax................................................................87 2.9 Earnings per share................................................88 2.10 Dividends...................................................................88 3. Insurance and reinsurance contracts.................89 3.1 Insurance contract assets and liabilities.............................................................89 3.2 Reinsurance contract assets and liabilities.............................................................92 3.3 Contract service margin release – maturity profile...................................................94 3.4. Regulatory capital adequacy.........................95 3.5 Actuarial valuation report and key assumptions...........................................99 4. Other assets................................................................. 101 4.1. Financial assets..................................................... 101 4.2 Plant and equipment.........................................102 4.3 Right‑of‑use assets.............................................103 4.4 Intangibles...............................................................104 4.5 Deferred tax asset..............................................105 5. Other liabilities...........................................................106 5.1 Lease liability.........................................................106 5.2 Tax liability............................................................... 107 6. Equity.............................................................................108 6.1. Issued share capital............................................108 6.2. Share‑based payment reserve....................108 7. Financial Risk Management.................................. 110 7.1 Interest rate risk.................................................... 110 7.2 Fair value of financial instruments...............112 7.3 Credit risk...................................................................112 7.4 Foreign currency risk..........................................112 7.5 Liquidity risk.............................................................112 7.6 Capital risk.................................................................113 7.7 Insurance risk...........................................................113 8. Other................................................................................114 8.1 Auditor’s remuneration......................................114 8.2 Cash flow statement note................................114 8.3 Related parties........................................................115 8.4 Contingent assets.................................................116 8.5 Contingent liabilities............................................116 8.6 Subsequent events...............................................116 Consolidated Entity Disclosure Statement............117 Directors’ Declaration.....................................................118 Independent Auditor’s Report....................................119 Shareholders’ Information............................................125 Directory..............................................................................128 NobleOak Life Limited Annual Report 2024 63 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the Financial Year ended 30 June 2024 Consolidated Company Note 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Insurance revenue 2.1 366,823 335,940 342,498 315,449 Insurance service expenses 2.2 (296,711) (228,378) (290,410) (222,526) Reinsurance expenses 2.3 (271,277) (262,267) (271,276) (262,267) Reinsurance income 2.4 231,154 181,596 231,154 181,596 Insurance service result 29,989 26,891 11,966 12,252 Net finance (expense)/income on insurance and reinsurance contracts 2.5 (28) 4,292 (28) 4,292 Fees & other revenue 3,815 3,797 20,185 16,935 Other operating expenses (26,444) (19,192) (25,629) (18,656) Insurance operating result 7,332 15,788 6,494 14,823 Net investment income 2.6 6,207 3,433 6,810 4,204 Profit before tax 13,539 19,221 13,304 19,027 Income tax 2.8 (4,257) (5,715) (3,977) (5,400) Profit after tax 9,282 13,506 9,327 13,627 Other comprehensive income – – – – Total comprehensive income 9,282 13,506 9,327 13,627 Earnings per share 2.9 Basic (cents per share) 10.76 15.72 Diluted (cents per share) 10.49 15.34 The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes to the financial statements. The Group adopted AASB 17 Insurance Contracts from 1 July 2023 and has restated the comparative period (transition date: 1 July 2022). The impacts of adoption are detailed in note 1.2.j.ii. 64 NobleOak Life Limited Annual Report 2024 CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 30 June 2024 Consolidated Company Note 2024 $’000 Restated 2023 $’000 Restated 1 July 2022 $’000 2024 $’000 Restated 2023 $’000 Restated 1 July 2022 $’000 Assets Cash and cash equivalents 63,960 50,415 30,263 59,348 47,113 27,183 Receivables 13,137 2,889 3,075 9,347 2,493 2,324 Insurance contract assets 3.1 65,781 32,660 17,424 65,781 32,660 17,424 Reinsurance contract assets 3.2 81,257 63,133 40,892 81,257 63,133 40,892 Financial assets 4.1 207,546 177,696 69,200 210,749 180,905 72,415 Plant and equipment 4.2 410 404 169 410 404 169 Right‑of‑use assets 4.3 4,817 5,679 495 – – 360 Intangibles 4.4 3,799 4,560 5,353 1,024 1,313 1,816 Deferred tax asset 4.5 23,026 28,429 30,867 21,815 27,405 30,139 Total assets 463,733 365,865 197,738 447,731 355,426 192,722 Liabilities Payables 121,452 99,650 1,352 116,830 101,186 1,687 Insurance contract liabilities 3.1 175,081 138,149 113,876 171,267 132,362 109,150 Reinsurance contract liabilities 3.2 90,536 57,683 33,332 90,536 57,683 33,332 Lease liability 5.1 5,257 5,834 556 – – 405 Tax liability 5.2 – 2,909 702 – 2,909 702 Total liabilities 392,326 304,225 149,818 376,633 294,140 145,276 Net assets 71,407 61,640 47,920 71,098 61,286 47,446 Equity Issued share capital 6.1 96,403 95,727 95,323 96,403 95,727 95,323 Share‑based payment reserve 6.2 1,102 1,293 1,483 1,102 1,293 1,483 Accumulated losses (26,098) (35,380) (48,886) (26,407) (35,734) (49,360) Total equity 71,407 61,640 47,920 71,098 61,286 47,446 The above Statement of Financial Position should be read in conjunction with the accompanying notes to the financial statements. The Group adopted AASB 17 Insurance Contracts from 1 July 2023 and has restated the comparative period (transition date: 1 July 2022). The impacts of adoption are detailed in note 1.2.j.ii. NobleOak Life Limited Annual Report 2024 65 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the Financial Year ended 30 June 2024 Consolidated Company Note Issued share capital $’000 Share- based payment reserve $’000 Accum- ulated losses $’000 Total $’000 Issued share capital $’000 Share- based payment reserve $’000 Accum- ulated losses $’000 Total $’000 2024 Balance at the beginning of the financial year 95,727 1,293 (35,380) 61,640 95,727 1,293 (35,734) 61,286 Ordinary shares issued 676 – – 676 676 – – 676 Share‑based payment reserve movement – (191) – (191) – (191) – (191) Profit after tax – – 9,282 9,282 – – 9,327 9,327 Balance at the end of the financial year 6.1 , 6.2 96,403 1,102 (26,098) 71,407 96,403 1,102 (26,407) 71,098 2023 (Restated) Balance at the beginning of the financial year 95,323 1,483 14,826 111,632 95,323 1,483 14,351 111,157 Ordinary shares issued 404 – – 404 404 – – 404 Share‑based payment reserve movement – (190) – (190) – (190) – (190) Adjustment on initial adoption of AASB 17 refer note 1.2.j.ii.C. – – (63,712) (63,712) – – (63,712) (63,712) Profit after tax – – 13,506 13,506 – – 13,627 13,627 Balance at the end of the financial year 6.1 , 6.2 95,727 1,293 (35,380) 61,640 95,727 1,293 (35,734) 61,286 The above Statement of Changes in Equity should be read in conjunction with the accompanying notes to the financial statements. The Group adopted AASB 17 Insurance Contracts from 1 July 2023 and has restated the comparative period (transition date: 1 July 2022). The impacts of adoption are detailed in note 1.2.j.ii. 66 NobleOak Life Limited Annual Report 2024 CONSOLIDATED STATEMENT OF CASH FLOWS For the Financial Year ended 30 June 2024 Consolidated Company Note 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Operating cash flows Premium received 374,516 330,472 350,288 309,689 Reinsurance premium payments (262,595) (215,193) (262,595) (215,193) Reinsurance concentration mitigants received 6,729 89,427 6,729 89,427 Reinsurance recoveries received 87,281 57,561 87,281 57,561 Claims expenses paid (105,519) (72,399) (105,519) (72,399) Interest received 5,949 2,097 5,853 2,014 Dividends and distribution received 3,772 1,023 4,472 1,873 Fees and other income received 137,639 103,437 153,658 116,928 Marketing and policy acquisition costs (162,768) (137,343) (158,058) (134,792) Other operating expenses paid (40,584) (28,945) (38,979) (26,066) Net operating cash flows 8.2 44,420 130,137 43,130 129,042 Investing cash flows Purchase of right‑of‑use assets – – (690) – Purchase of plant and equipment (146) (340) (146) (339) Purchase of intangible assets (255) (133) (254) (31) Purchase of financial assets (29,461) (108,336) (29,456) (108,332) Net investing cash flows (29,862) (108,809) (30,546) (108,702) Financing cash flows Repayment of lease liabilities (577) (896) – (405) Lease interest paid (436) (280) (349) (5) Net financing cash flows (1,013) (1,176) (349) (410) Net cash flows during the year 13,545 20,152 12,235 19,930 Cash and equivalents at the beginning of the financial year 50,415 30,263 47,113 27,183 Cash and equivalents at the end of the financial year 63,960 50,415 59,348 47,113 The above Statement of Cash Flows should be read in conjunction with the accompanying notes to the financial statements. The Group adopted AASB 17 Insurance Contracts from 1 July 2023 and has restated the comparative period (transition date: 1 July 2022). The impacts of adoption are detailed in note 1.2.j.ii. NobleOak Life Limited Annual Report 2024 67 NOTES TO THE FINANCIAL STATEMENTS For the Financial Year ended 30 June 2024 1. Annual financial report information 1.1 About NobleOak NobleOak Life Limited (the Company) is a public company limited by shares, incorporated and domiciled in Australia. NobleOak Life Limited (ASX:NOL) was admitted to the Official List of the Australian Securities Exchange (ASX) and its ordinary shares commenced trading on Thursday, 22 July 2021. Principle place of business and registered head office: Level 4, 44 Market Street Sydney, NSW, 2000 The Group comprises the Company and its subsidiaries and controlled entities: Ownership Interest ACN 2024 2023 NobleOak Services Limited 112 981 718 100% 100% Genus Life Insurance Services Pty Ltd 631 536 537 100% 100% NobleOak Aspire Pty Ltd 128 157 139 100% 100% NobleOak Corporate Beneficiary Pty Ltd 149 535 204 100% 100% The Group is a ‘for‑profit’ entity and is primarily involved in the sale and management of life insurance products. The Group’s operations are located in New South Wales and its customers are located across all states and territories of Australia. 1.2 About this report This annual financial report was authorised for issue by the Directors on 29 August 2024. The report may be amended and reissued by the Directors. a. Statement of compliance The financial statements are general purpose financial statements which have been prepared in accordance with the Corporations Act and the Australian Accounting Standards and authoritative pronouncements and thereby International Financial Reporting Standards (IFRS) Accounting Standards. For the purpose of preparing the financial statements, the Group and the Company are ‘for‑profit’ entities. b. Basis of preparation The financial statements comprise the consolidated financial statements of the Group and the separate financial statements of the parent entity (the Company). The consolidated financial statements incorporate all of the assets, liabilities and results of all the entities in the Group with inter‑company transactions eliminated. The financial report has been prepared on an accruals basis and is based on historic costs, except for the adoption of AASB 17 and AASB 9 effective from 1 July 2023. Historical cost is generally based on the fair values of the consideration given in exchange for goods and services. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. 68 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques in accordance with the measurement hierarchy in note 4.1. The Company is that as referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, dated 24 March 2016, and in accordance with that Corporate Instrument, amounts in the consolidated financial statements and Directors’ report have been rounded off to the nearest thousand dollars, unless otherwise indicated. Amounts throughout the report may not add precisely due to rounding. The Group’s functional currency is Australian dollars. All amounts are presented in Australian dollars, unless otherwise stated. Where necessary, comparative information has been restated to conform to the current year’s disclosures. c. Principles of consolidation A subsidiary is an entity that is controlled by a parent entity. A parent controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the subsidiary entity and the parent has the ability to affect those returns through its power over the subsidiary entity. Subsidiaries of the Company are listed above. The assets, liabilities and results of subsidiaries are included in the financial statements of the Group from the date on which control over subsidiaries is acquired by a parent entity. Consolidation is discontinued from the date on which control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between group entities are fully eliminated on consolidation. Accounting policies of subsidiaries are changed and adjustments made where necessary to ensure uniformity of Group accounting policies across all subsidiaries. d. Business combinations Business combinations occur where an acquirer obtains control over one or more businesses. A business combination is accounted for by applying the acquisition method, unless it is a combination involving entities or businesses under common control. The business combination will be accounted for from the date that control is attained, whereby the fair value of the identifiable assets acquired and liabilities (including contingent liabilities) assumed is recognised (subject to certain limited exemptions). When measuring the consideration transferred in the business combination, any asset or liability resulting from a contingent consideration arrangement is also included. Subsequent to initial recognition, contingent consideration classified as equity is not re‑measured and its subsequent settlement is accounted for within equity. Contingent consideration classified as an asset or liability is re‑measured each reporting period to fair value, recognising any change to fair value in profit or loss, unless the change in value can be identified as existing at acquisition date. All transaction costs incurred in relation to the business combination are expensed to the statement of comprehensive income. The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase. e. Going Concern The financial statements have been prepared on a going concern basis, which contemplates continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business. 1. Annual financial report information (continued) NobleOak Life Limited Annual Report 2024 69 Notes to the Financial Statements continued f. Impairment of assets At each reporting date, the Group reviews the carrying amounts of its tangible, right‑of‑use and intangible assets (including asset for insurance acquisition cash flow and carried forward tax losses) to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the statement of comprehensive income. Impairment testing is performed annually for goodwill and intangible assets with indefinite lives. Right‑of‑use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash‑generating unit to which the asset belongs. g. Material accounting policies The material accounting policies adopted in the preparation of the financial report are either contained here or in the notes to the financial statements to which they relate. All accounting policies have been consistently applied to the current year and comparative period, unless otherwise stated. h. Tax consolidation NobleOak Life Limited is the head entity of the Tax Consolidated Group comprising the Group. Under tax consolidation, the head entity assumes the following balances from controlled entities within the Tax Consolidated Group: i. current tax balances arising from external transactions recognised by entities in the tax consolidated group which occurred after implementation date; and ii. deferred tax assets arising from unused tax losses and unused tax credits recognised by entities in the Tax Consolidated Group which occurred after implementation date. Assets and liabilities which arise as a result of balances transferred from entities within the Tax Consolidated Group to the head entity are recognised as related party balances receivable and payable in the statement of financial position. The recoverability of balances arising from tax funding arrangements is based on the ability of the Tax Consolidated Group to utilise the amounts recognised by the head entity. i. Goods and Services Tax (GST) Revenues, expenses and assets are recognised net of the amount of Goods and Service Tax (GST), except: i. Where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of the cost of acquisition of an asset or as part of an item of expense; or ii. For receivables and payables which are recognised inclusive of GST. The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables. Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows. 1. Annual financial report information (continued) 70 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued j. Change in accounting policies i. AASB 9: Financial Instruments AASB 9 Financial Instruments replaces AASB 139 Financial Instruments: Recognition and Measurement. The Group took the deferral approach that was to implement the standard at the same time as AASB 17 and it has now been adopted for the current reporting period with no impact. AASB 9 includes revised guidance on the classification and measurement of financial instruments. It introduces a new classification model for financial assets that is more principles‑based than the previous requirements in AASB 139. The Group’s business model reflects how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows; selling the financial assets; or both. This assessment is performed on the basis of scenarios that the Group reasonably expects to occur. The Group will need to use judgement to assess its business model for managing financial assets and that assessment is not determined by a single factor or activity. The Group has applied AASB9 retrospectively with no material impact on the results of the Group for the prior period. Financial assets and financial liabilities are recognised at the date the Group becomes a party to the contractual provisions of the instrument. At initial recognition, financial assets are classified as and subsequently measured at fair value through profit or loss, or amortised cost. Financial assets are derecognised when the contractual rights to the cash flows from the financial assets expire, or are transferred. A transfer occurs when substantially all the risks and rewards of ownership of the financial asset are passed to an unrelated third party. Financial liabilities are derecognised when the obligation specified in the contract is discharged, cancelled or expires. Financial Instrument AASB 9 Measurement Basis Financial assets Cash and cash equivalents Amortised cost Term deposits Amortised cost Unit trusts Fair value through profit or loss (FVTPL) Receivables Amortised cost Financial liabilities Payables Amortised cost ii. AASB 17 Insurance Contracts A. Overview AASB 17 Insurance Contracts (the Standard) is a new accounting standard for all insurance and reinsurance contracts replacing AASB 1038 Life Insurance Contracts. The Standard applies to all entities that issue insurance contracts including friendly societies, reinsurers and non‑operating holding companies. The objective of the Standard is to ensure that reporting entities provide consistent, relevant information fairly representing the substantive rights and obligations arising from the insurance contracts issued, reinsurance contracts held and applicable legislation and regulation. The Standard applies to annual reporting periods beginning on or after 1 January 2023. The Company has adopted the Standard for initial application from 1 July 2023 and has restated comparatives back to the transition date of 1 July 2022. 1. Annual financial report information (continued) NobleOak Life Limited Annual Report 2024 71 Notes to the Financial Statements continued B. Summary of significant changes Component AASB 17: Insurance Contracts AASB 1038: Life Insurance Contracts Presentation and measurement level Groups of Insurance Contracts, which are more granular than AASB 1038 Related Product Groups (RPGs), are grouped by portfolios (similar risks managed together), annual cohorts and profitability. Contracts are grouped and measured in RPGs. Measurement model Policy Liabilities measured under the default General Measurement Model (GMM) include: A best estimate of the present value of future cash flows that are expected to occur within the contract boundary, valued using prevailing risk‑ free rates plus an illiquidity premium. A risk‑adjustment for non‑financial risk to allow for uncertainty in timing and/or amount of cash flows. Contractual Services Margin reflecting an estimate of profits to be released in line with services provided over time, valued using a discount rate locked in at inception. Alternate measurement models (Premium Allocation Approach, and Variable Fee Approach) are allowed in specific circumstances. NobleOak makes use of both these alternate approaches. The Premium Allocation Approach is similar to the accumulation approach under AASB 1038. Policy liabilities measured using a projection method include: A best estimate of the present value of future cash flows over the duration of the policy, valued using prevailing market yields. A profit margin, reflecting an estimate of profits to be released in line with risk inherent in the policy. An alternate measurement model known as an accumulation approach is allowed, when this approach aligns with the principles applying under AASB 1038. Profit Release Driven by a release pattern linked to the service provided (reflected by “coverage units” applicable to the group of contracts). The activity recognition order during a period differs between AASB 17 and AASB 1038 impacting the CSM released during a period. Driven by a selected measure (usually premiums or claims) used as a proxy for the services provided. Reporting Insurance and reinsurance contracts are reported separately in both the Statement of Financial Position and the Statement of Comprehensive Income. Changes in the locked‑in discount rate may optionally be disaggregated from the provision of insurance services. NobleOak has not exercised this option. Insurance and reinsurance contracts are reported separately in the Statement of Financial Position, while some elements are combined in the Statement of Comprehensive Income. Profit or losses from the provision of insurance services are not separately reported in the Statement of Comprehensive Income. 1. Annual financial report information (continued) 72 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued C. Financial impact of adoption The adoption of AASB 17 has resulted in a decrease in net assets at 1 July 2022 of $63.7 million, net of the creation of a Deferred Tax Asset of $27.3m. This amount reflects the difference in the carrying amounts of liabilities (as assessed under AASB 1038) at 1 July 2022 (the transition date to AASB 17), and the values as determined under AASB 17. This amount was recognised as an adjustment to the opening balance of retained earnings as shown in the Statement of Changes in Equity. The opening net asset impact mainly reflects a reduction in assets due to the removal of the Deferred Acquisition Costs implicit in the policy liability related to Direct business, with further impacts from adjustments to the policy liabilities from the application of fair value and fully retrospective valuations at the transition date. The Statement of Comprehensive Income for the year ended 30 June 2023 has been restated to be in accordance with AASB 17. The combination of applying the contract boundary and coverage units policies has resulted in the consolidated profit release pattern being brought forward with some variability by segment. In the strategic partner segment the profit release pattern has been brought forward, whereas in the direct segment the profit release pattern has been delayed. A significant investment was required to implement AASB 17 to ensure NobleOak’s accounting policies and financial reporting is compliant with the new accounting standard. NobleOak has spent approximately $6.0m on its project to 30 June 2024 (FY24: $3.8m and FY23: $2.2m), with the full cost upon completion of down‑stream process changes estimated at ~$6.5m. 1. Annual financial report information (continued) NobleOak Life Limited Annual Report 2024 73 Notes to the Financial Statements continued AASB 1038 Financial Position ($’000) 1 July 2022 Original Reclass- ification Remeasure- ment 1 July 2022 Restated AASB 17 Financial Position ($’000) Assets Assets Cash and cash equivalents 30,263 – – 30,263 Cash and cash equivalents Receivables 12,043 (8,968) – 3,075 Receivables Gross policy liabilities ceded under reinsurance 27,428 (27,428) – – – 15,681 1,743 17,424 Insurance contract assets – 66,699 (25,807) 40,892 Reinsurance contract assets Financial assets 69,200 – – 69,200 Financial assets Plant and equipment 169 – – 169 Plant and equipment Right‑of‑use assets 495 – – 495 Right‑of‑use assets Intangibles 5,353 – – 5,353 Intangibles Deferred tax asset 3,562 – 27,305 30,867 Deferred tax asset Total assets 148,513 45,984 3,241 197,738 Total assets Liabilities Liabilities Payables 28,639 (27,287) – 1,352 Payables Gross policy liabilities 5,472 (5,472) – – – 47,437 66,439 113,877 Insurance contract liabilities – 32,818 514 33,332 Reinsurance contract liabilities Lease liability 556 – – 556 Lease liability Provisions 1,512 (1,512) – – Provisions Tax liability 702 – – 702 Tax liability Total liabilities 36,881 45,984 66,953 149,818 Total liabilities Net assets 111,632 – (63,712) 47,920 Net assets Equity Equity Issued share capital 95,323 – – 95,323 Issued share capital Share‑based payment reserve 1,483 – – 1,483 Share‑based payment reserve Accumulated profits 14,826 – (63,712) (48,886) Accumulated losses Total equity 111,632 – (63,712) 47,920 Total equity 1. Annual financial report information (continued) 74 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued D. Transition to AASB 17 The changes brought about by AASB 17 impacted the timing of profit recognition from insurance contracts and had short term tax and profit implications, resulting from the creation of the Deferred Tax Asset. It did not however, impact the underlying economics of the business, or the business strategy, as the underlying cash flows that arise under the contracts, and the overall level of actual profit that emerges over the lifetime of the contract remain unchanged. AASB 17 applies to annual reporting periods from 1 January 2023, and requires entities to transition to the standard from the year preceding the first reporting period, to enable the production of an opening balance on a AASB 17 basis. NobleOak’s initial application of AASB 17 is thus from 1 July 2023, with a transition date of 1 July 2022. At transition, any difference between existing balances (on 1 July 2022) related to insurance contracts, and the related balances determined under AASB 17, is recognised directly in equity. 1. Transition: Measurement models The default requirement of AASB 17 is to apply the standard retrospectively as if AASB 17 had always been applicable unless it is impracticable to do so. It is considered impracticable to apply AASB 17 retrospectively for a group of contracts if historical contract data, including data on past assumptions and actual cash flows, or calculations models do not exist, or cannot be obtained, built or suitably modified by applying every reasonable effort to do so. If the Fully Retrospective Approach (FRA) is not applied, then entities can elect to apply either the Fair Value Approach (FVA) or Modified Retrospective Approach (MRA). NobleOak adopted AASB 17 by applying the fully retrospective approach wherever practicable. It was considered impracticable to apply the FRA if there was insufficient historical data or models to do so. For NobleOak, this was the case for contracts prior to 30 June 2021. If it was considered impracticable to apply the FRA, then NobleOak applied the Fair Value Approach, except for Direct business for which it applied the Modified Retrospective Approach. Under the Fair Value Approach, the CSM at the transition date is calculated as the difference between the fair value of the group of insurance contracts, and the fulfilment cash flows measured at that date. The fair value is effectively the consideration that would be paid or received for a group of insurance contracts to enable a market participant their required rate of return in a notional transition involving the group of contracts. The fair value was calculated by discounting the expected funds becoming available for distribution to a market participant (referred to as distributable income), at the required rate of return. This calculation allows for a market participant’s view of future best estimate cash flows and capital requirements and expectations of future real‑world returns. The locked‑in discount rates applied to contracts valued using the Fully Retrospective Approach, are the discount rates that would have been used had AASB 17 always been applied. The discount rate applied to contracts valued under the Fair Value Approach at transition, is the discount rate based on the yield curve on 1 July 2022. 1. Annual financial report information (continued) NobleOak Life Limited Annual Report 2024 75 Notes to the Financial Statements continued 2. Transition: Accounting policy choices and significant judgements AASB 17 allows an entity using the Fair Value Approach to group contracts that are issued more than one year apart. NobleOak has grouped contracts spanning multiple years (i.e. all contracts within a portfolio which are valued using the Fair Value Approach). Significant judgements applied at transition include: • Impracticable to apply Fully Retrospective Approach: This decision was made based on the accessibility of forecast models (required at the point of transition), the availability and quality of granular data and assumptions that would have been required at the date of transition, or prior, where these assumptions and data would have been used had the AASB 17 measurement model applied in practice at the time; • Fair Value calculation methodology and assumptions as at 1 July 2022; and • Allocation of contracts to profitability groupings: AASB 17 requires contracts to be grouped into profitability groupings. For contracts measured using the Fully Retrospective Approach (FRA) at transition, NobleOak determined the profitability grouping of the contract based on the profitability of each contract at inception. For contracts measured using the Fair Value Approach, profitability groupings were determined based on reasonable and supportable information (such as profitability assessments) available at the transition date. To the extent that there was not sufficient reasonable and supportable information available, contracts were classified as ‘not onerous’ for gross contracts or ‘not in a net gain position’ for reinsurance contracts. E. Accounting policies 1. Recognition: Classification of contracts Insurance contracts are defined by AASB 17 as contracts under which NobleOak accepts significant insurance risk from a policyholder by agreeing to compensate the policyholder if a specified uncertain future event occurs and adversely affects the policyholder. In making this assessment, all substantive rights and obligations, including those arising from law or regulation, are considered on a contract‑by‑contract basis to determine whether this definition is applicable and the contract can be considered an insurance contract under AASB 17. NobleOak uses reinsurance contracts to mitigate its risk exposure. A reinsurance contract is a contract by which an insurer transfers all or part of its risk under an insurance contract to the reinsurer. 2. Recognition: Combination and separation of contracts The Standard aims to combine contracts in a way that reflects the substance of the contract (i.e. contracts with the same or related counterparty, that are designed to achieve an overall commercial effect), while separating out components that are considered non‑insurance components (such as embedded derivatives, distinct investment components and distinct service components). 3. Presentation: Level of aggregation and Groups of Insurance and Reinsurance Contracts AASB 17 requires that contracts are divided into portfolios and groups of insurance contracts for the purposes of measurement. NobleOak identifies portfolios of insurance contracts as contracts with similar risks that are managed together based on the product feature and nature of the benefit provided (i.e. Lump Sum or Income Protection) and premium type (i.e. level or stepped premiums). Furthermore, in assessing whether contracts are managed together, NobleOak considers for insurance contracts and reinsurance contracts, the terms of the reinsurance treaties or other contractual arrangements (such as distribution and administration agreements) that affect how contracts are managed, and the benefit fund to which the contract relates. 1. Annual financial report information (continued) 76 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued AASB 17 requires that insurance portfolios are further disaggregated into profitability groupings (onerous, no significant possibility of becoming onerous, and other contracts). NobleOak does not expect that any of it’s contracts will be considered to have “no significant possibility of becoming onerous” and so in practice expects to apply only two profitability groupings (onerous, and not onerous). Insurance contracts are considered onerous at inception if the best estimate of future outflows under the contract (i.e. the present value of claims and expenses), together with the risk adjustment for non‑financial risk, exceeds the best estimate of future inflows (present value of premium receipts) that are expected to occur within the contract boundary. Similarly, reinsurance contracts are required to be disaggregated into three profitability groupings (“in a net gain on initial recognition”, “no significant possibility of being in a net gain on initial recognition” and “not in a net gain on initial recognition”). Similarly for insurance contracts, NobleOak expects to only make use of two of these profitability groupings (“in a net gain on initial recognition” and “not in a net gain on initial recognition”). NobleOak further divides its portfolios into groups of insurance contracts reflecting annual cohorts of new contracts issued by financial year, where new contracts under AASB 17 issued include: • for gross contracts: true new business and business renewed at the end of a contract boundary; and • for reinsurance contracts: the reinsurance relating to true new business written over the new business notice period within the relevant treaty. 4. Measurement: Initial recognition of contracts NobleOak recognises a group of insurance contracts from the earliest of the following: • the beginning of the coverage period of the group of contracts, and • the date when the first payment from a policyholder in the group becomes due, and • when NobleOak determines that a group of contracts becomes onerous. AASB 17 requires that reinsurance contracts are recognised at the earlier of: • the beginning of the coverage period, and • the date an onerous group of underlying insurance contracts is recognised, noting that recognition of reinsurance contracts is delayed until the date the underlying insurance contracts are recognised. For NobleOak, reinsurance contracts are recognised when at least one of the underlying insurance contracts is recognised. 5. Measurement: Modification and derecognition of contracts If the terms of a contract are modified in a way that would have significantly changed the accounting for the contract had the new terms always existed, then the modification triggers derecognition of the original contract and recognition of a new contract. This occurs if modified terms are such that, had the terms been in place at contract inception, the contract would: • Be out of scope for AASB 17; • Have materially different components of the contract being separated; • Have a substantially different contract boundary; • Belong to a different portfolio or group of insurance contracts; or • If a model other than GMM is used, then no longer meeting the eligibility criteria for the relevant measurement model which is used. NobleOak derecognises insurance contracts when the rights and obligations relating to the contract are extinguished (i.e. expired, discharged, or cancelled) or when the contract is modified (as identified using the above principles). In such cases, NobleOak derecognises the initial contract and recognises the modified contract as a new contract. 1. Annual financial report information (continued) NobleOak Life Limited Annual Report 2024 77 Notes to the Financial Statements continued 6. Measurement: Contract boundary For the purposes of determining the value of insurance and reinsurance liabilities and assets, AASB 17 requires entities to define the period over which insurance services are provided (the coverage period), and to only allow for cash flows expected to be incurred within that period in the determination of the value of insurance liabilities. Cash flows relating to insurance services provided within the coverage period are within the “contract boundary” of that contract. The coverage period ceases when the entity no longer provides insurance contract services, i.e. when it no longer has substantive rights and obligations to provide cover. This includes the entity having the right to reprice the contract to fully reflect risk. At the end of the coverage period, even if the legal contract continues, a new contract is considered to have commenced for accounting purposes. Cash flows incurred outside the contract’s boundary relate to future insurance contracts and are recognised when those contracts meet the recognition criteria. A single legal contract may therefore be treated as a number of successive “contracts” for the purposes of accounting under AASB 17. In assessing contract boundaries risks transferred from the policyholder to NobleOak, such as insurance risk and financial risk, are considered while other risks, such as lapse and expense risk, are not. For groups of reinsurance contracts held, cash flows are within the contract boundary if they arise from substantive rights and obligations of NobleOak that exist during the reporting period in which NobleOak is compelled to pay premiums to the reinsurer or in which NobleOak has a substantive right to receive services from the reinsurer. 7. Measurement: Policy liability measurement models Under AASB 17, insurance and reinsurance policy liabilities valued under the GMM are made up of a liability for remaining coverage (LRC) and a liability for incurred claims (LIC). The Liability for Remaining Coverage (LRC), reflects an entity’s obligation to: • investigate and pay valid claims under existing insurance contracts for insured events that have not yet occurred (i.e. the obligation that relates to the unexpired portion of the insurance coverage); and • pay amounts under existing insurance contracts that are not included in the above and that relate to: – insurance contract services not yet provided (i.e. the obligations that relate to future provision of insurance contract services); or – any investment components or other amounts that are not related to the provision of insurance contract services and that have not been transferred to the liability for incurred claims. The Liability for Incurred Claims (LIC), reflects an entity’s obligation to: • investigate and pay valid claims for insured events that have already occurred, including events that have occurred but for which claims have not been reported, and other incurred insurance expenses; and • pay amounts that are not included in the above and that relate to: – insurance contract services that have already been provided; or – any investment components or other amounts that are not related to the provision of insurance contract services and that are not in the liability for remaining coverage. 1. Annual financial report information (continued) 78 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued The Liability for Remaining Coverage is made up of: • Future cash flows (FCF): Best estimates of future cash flows related to the LRC; • Risk adjustment (RA): A risk adjustment for non‑financial risk; and • Contractual Services Margin (CSM): An estimate of unearned profit to be recognised over future coverage. The Liability for Incurred Claims is made up of: • Present value of future expected claim payments related to the LIC; and • A risk adjustment for non‑financial risk. AASB 17 defines a default “General Measurement Model” (GMM) for determining the LRC and recognition of associated profit. AASB 17 also allows for two alternate measurement models: • The “Variable Fee Approach” (VFA) must be used when contracts meet certain specified criteria with direct participation features. NobleOak makes use of the VFA to value the Funeral Fund. • A simplified “Premium Allocation Approach” (PAA) may be discretionarily used in the following circumstances: – Where the coverage period (the period up to the contract boundary) is no longer than 12 months; or – Where a simplification would produce a policy liability value that is not materially different from the value that would be produced under the GMM. NobleOak makes use of the PAA to value Direct business insurance contracts, and contracts within the Freedom and Reward funds. The Premium Allocation approach is described further below. NobleOak uses the GMM as the default measurement model, unless evidence suggests that the VFA is applicable, or that a group of insurance contracts is eligible to be measured under the PAA. • All partner fund contracts and reinsurance contracts in Risk Fund No. 1 are measured on the GMM. • Insurance contracts in Risk Fund No. 1 (due to their short contract boundary of 12 months) and the Freedom Fund and Reward Fund contracts are measured on the PAA. • Funeral Fund contracts are measured on the VFA. Loss Components and Loss Recovery Components Insurance contracts that are measured under the GMM, are classified as onerous at inception if they are in a net outflow (loss) position. Contracts measured under the PAA are assumed to not be onerous at inception unless facts and circumstances (i.e. profitability assessments during pricing analysis) indicate otherwise. NobleOak measures the loss component as the amount that offsets the net out‑flow position applicable to the group of insurance contracts. The loss component is released over time using expected cash outflows to determine the release in the current year. To the extent that the loss on a gross insurance contract is mitigated through reinsurance held, NobleOak will create a reinsurance loss recovery component that adjusts the contractual service margin within the relevant reinsurance asset for remaining coverage by the same amount. The reinsurance loss recovery component will be proportional (based on the reinsured percentage) when losses are initially recognised and subsequently adjusted and/or reversed on the underlying contract. 1. Annual financial report information (continued) NobleOak Life Limited Annual Report 2024 79 Notes to the Financial Statements continued Premium Allocation Approach (PAA) The PAA is a simplified valuation approach that in principle results in materially similar values to the GMM. Under the PAA policies are valued at their “Termination Values”, which is the total of: • The amount of unearned premium (where the policyholders continue to pay premiums upon renewal), • The Liability for Incurred Claims (LIC), and • The face value of guaranteed and discretionary policyholder benefits not recognised elsewhere within the Statement of Financial Position. 8. Presentation Portfolios of insurance contracts that are assets and those that are liabilities, and portfolios of reinsurance contracts that are assets and those that are liabilities, are presented separately in the Statement of Financial Position. Any assets or liabilities recognised for cash flows arising before the recognition of the related group of contracts (including any assets for insurance acquisition cash flows) are included in the carrying amount of the related portfolios of contracts. 9. NobleOak accounting policy choices Presentation: • The option for further subdivision of groups of insurance contracts (AASB 17.21) was not exercised. Measurement models: • During the period, the accounting estimates were refined based on new information or more experience; • A weighted average discount rate is used over the period that contracts in the group of insurance contracts are issued (AASB 17.B73); • The PAA is used as the measurement model for direct business insurance contracts (AASB 17.29(a)); • Projected cash flows for contracts valued under the PAA approach are not discounted; • Insurance acquisition cash flows are not expensed as incurred, but rather amortised over multiple renewal contracts, as available to contracts accounted for using the PAA (AASB 17.59a); and • Combined amounts were used for some of the VFA adjustments (AASB 17.45). Reporting: • Insurance Finance Income and Expenses are not disaggregated in the Statement of Comprehensive Income (AASB 17.88 and AASB 17.89). 10. Significant judgements and estimates Best estimate of future cash flows Best estimate of future cash flows are reflective of premium, expense, commission and claim cash flows that are expected to be incurred over the lifetime of the policy. These cash flows are estimated by projecting various scenarios and attaching best estimate probabilities to the elements that are uncertain (e.g. claim incidence, claim termination, lapse risk, mortality risk, surrender risk etc.) to obtain estimates of the most likely cash flow outcomes in future, given current information available. These cash flows are then discounted using the discount rate applicable to the group of insurance contracts to derive the present value. 1. Annual financial report information (continued) 80 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued In estimating future cash flows, NobleOak incorporates, in an unbiased way, all reasonable and supportable information that is available without undue cost or effort at the reporting date. This information includes both internal and external historical data about claims and other experience, together with information about market conditions and the regulatory environment, updated to reflect current expectations of future events. The estimates of future cash flows reflect NobleOak’s view of current conditions at the reporting date, as long as the estimates of any relevant market variables are consistent with observable market prices. Furthermore, judgement was used in NobleOak’s determination of expense cash flows that are considered directly attributable and so allowed for in the CSM, versus non attributable to contracts and thus accounted for on a cash flow basis as they are incurred. In addition, judgement was used in the allocation to contracts, and amortisation of insurance acquisition cash flows, for which the run‑off is not prescribed by AASB 17. Judgement was used in the assessment that the risk of reinsurer non‑performance is immaterial in the projected cash flows within reinsurance contracts. In making this assessment consideration was given to reinsurer credit ratings, and historic disputes between NobleOak and its reinsurers and any other relevant information in respect of the relationship between NobleOak and its reinsurers in making claim decisions. NobleOak has determined: • The likelihood of default to be immaterial given the investment grade of reinsurers used and the Asset Concentration Risk mitigation arrangements in place with some of these reinsurers, • That dispute risk is negligible as evidenced by no material historical disputes between NobleOak and its reinsurers, as well as the existing system of discussions held between NobleOak with reinsurers before making claim payments, avoiding disputes, and • This assessment is subject to ongoing review. Discounting Cash flows are discounted using risk‑free yield curves adjusted to reflect the characteristics of the cash flows and the liquidity of the insurance contracts. NobleOak uses the bottom‑up approach to derive discount rates under AASB 17 and determines the discount rate to be made up of a risk‑free nominal yield curve applied to nominal cash flows, and an illiquidity premium, which is applied based on the liquidity characteristics of the liability. In setting the risk‑free yield curve NobleOak uses Australian Commonwealth Government bond market yields. NobleOak considers these market yields to have negligible credit risk, and therefore determines a risk‑free yield curve with no adjustments for sovereign default risk. This approach is subject to sovereign risk remaining negligible for Australia. For the illiquidity premium NobleOak assesses the liquidity characteristics of the liability and applies an illiquidity premium only if the liability has been assessed as illiquid (i.e. cannot be accessed by the member before a given future date) and if the application of the illiquidity premium is material. NobleOak applies a locked‑in discount rate to determine the contractual service margin and changes to the contractual services margin. The locked‑in discount rate NobleOak applies is a weighted‑average discount rate over the period the contracts are issued for each group, which cannot be more than one year apart. The locked‑in discount rate reflects the discount rate at initial recognition for contracts in a group and is used to accrete interest on the contractual services margin and is applied to estimates of future cash flow when determining subsequent changes to the contractual services margin. 1. Annual financial report information (continued) NobleOak Life Limited Annual Report 2024 81 Notes to the Financial Statements continued Fulfillment cash flows The assessment of the contract boundary requires judgement and consideration of NobleOak’s substantive rights and obligations under the contract. In this assessment for insurance contracts, consideration was given to contractual terms (as per Benefit Fund Rules and the member certificates), implied contractual terms as set out in product disclosure (noting these are materially consistent with contractual terms), and any other legal contracts such as Reinsurance treaties or tripartite agreements). For reinsurance contracts, consideration was given to contractual terms in the Reinsurance Treaties, and any other legal constraints. Furthermore, judgement was used in the distinction between the LRC and LIC for Income Protection policies. The assessment considers the treatment of continuing coverage provided to policies on claim and treats claims in the course of payment as part of LIC, consistent with historical practices. AASB 17 does not prescribe a technique for determining the risk adjustment for non‑financial risk, and thus judgement was used to determine an approach that is appropriate for NobleOak. Techniques that can be used include the Cost of Capital approach and the Confidence Interval approach. NobleOak has elected to use the confidence level approach at a 75% probability of sufficiency, set at company level and based on a long‑term view of volumes. iii. New accounting standards issued but not yet effective A number of new accounting standards and amendments have been issued but are not yet effective, none of which have been early adopted by the Group in the financial report. These new standards and amendments, when applied in future periods, are not expected to have a material impact on the financial position or performance of the Group. 2. Results for the year 2.1 Insurance revenue Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 From contracts measured under the PAA 96,499 86,086 72,174 65,595 From contracts not measured under the PAA For changes in liabilities for remaining coverage: 251,337 236,337 251,337 236,337 Expected incurred claims and other insurance service expenses 188,972 181,760 188,972 181,760 Change in risk adjustment recognised for non‑financial risk 5,618 4,455 5,618 4,455 CSM recognised for service provided 65,471 55,127 65,471 55,127 Other (8,724) (5,005) (8,724) (5,005) Recovery of insurance acquisition cash flows 18,987 13,517 18,987 13,517 Total insurance revenue 366,823 335,940 342,498 315,449 1. Annual financial report information (continued) 82 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 2.2 Insurance service expenses Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Incurred claims from current period 140,097 101,146 140,097 101,146 Other incurred directly attributable expenses 101,147 81,598 94,846 75,746 Changes to liabilities for incurred claims from prior periods 30,229 28,649 30,229 28,649 Amortisation of insurance acquisition cash flows 19,742 12,797 19,742 12,797 Losses on onerous contracts and reversals of those losses 5,496 4,188 5,496 4,188 Total insurance service expenses 296,711 228,378 290,410 222,526 2.3 Reinsurance expenses Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 From contracts measured under the PAA 8,544 8,655 8,544 8,655 From contracts not measured under the PAA For changes in liabilities for remaining coverage: 242,734 240,350 242,733 240,350 Expected claims and other expense recoveries 177,701 179,949 177,701 179,949 Change in risk adjustment recognised for expired risk 5,881 4,856 5,881 4,856 CSM recognised for service provided 67,014 60,222 67,014 60,222 Other (7,862) (4,677) (7,863) (4,677) Recovery of reinsurance acquisition cash flows 19,999 13,262 19,999 13,262 Total reinsurance expenses 271,277 262,267 271,276 262,267 2.4 Reinsurance income Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Recoverable incurred claims from current period 116,457 85,987 116,457 85,987 Other incurred reinsurance recoveries 63,647 52,803 63,647 52,803 Recoverable changes to liabilities for incurred claims from prior periods 27,438 26,001 27,438 26,001 Amortisation of reinsurance acquisition cash flows 19,999 13,262 19,999 13,262 Recoverable losses on onerous contracts and reversals of those losses 3,613 3,543 3,613 3,543 Total reinsurance income 231,154 181,596 231,154 181,596 2. Results for the year (continued) NobleOak Life Limited Annual Report 2024 83 Notes to the Financial Statements continued 2.5 Net finance income on insurance and reinsurance contracts Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 a. Finance income/(expense) on insurance contracts 4,748 (9,579) 4,748 (9,579) b. Finance (expense)/income on reinsurance contracts (4,776) 13,871 (4,776) 13,871 Net finance (expense)/income on insurance and reinsurance contracts (28) 4,292 (28) 4,292 a. Finance income/(expense) on insurance contracts Interest accreted using current financial assumptions 22,780 11,636 22,780 11,636 Interest accreted using locked‑in rate (15,275) (10,003) (15,275) (10,003) Changes in interest rates and other financial assumptions (2,757) (11,212) (2,757) (11,212) Total finance income/(expense) on insurance contracts 4,748 (9,579) 4,748 (9,579) Finance income using locked‑in discount rates 4,415 4,719 4,415 4,719 Differential in current financial assumptions and locked‑in rate and changes in interest rate 333 (14,298) 333 (14,298) Total finance income/(expense) on insurance contracts 4,748 (9,579) 4,748 (9,579) b. Finance (expense)/income on reinsurance contracts Interest accreted using current financial assumptions (26,500) (13,838) (26,500) (13,838) Interest accreted using locked‑in rate 17,060 11,587 17,060 11,587 Changes in interest rates and other financial assumptions 4,664 16,122 4,664 16,122 Total finance (expense)/income on reinsurance contracts (4,776) 13,871 (4,776) 13,871 Finance expense using locked‑in discount rates (5,690) (5,153) (5,690) (5,153) Differential in current financial assumptions and locked‑in rate and changes in interest rate 914 19,024 914 19,024 Total finance (expense)/income on reinsurance contracts (4,776) 13,871 (4,776) 13,871 2. Results for the year (continued) 84 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 2.6 Net investment income Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Interest income 7,417 2,356 7,320 2,277 Dividends and distribution income 3,845 1,307 4,545 2,157 Change in market value of investments 390 160 390 160 Investment expenses (5,445) (390) (5,445) (390) Net investment income 6,207 3,433 6,810 4,204 Accounting policy for net investment income Interest income is recognised in the period in which it is earned. Dividends and distributions are recognised on right to receipt. Net investment income includes realised and unrealised gains or losses on financial assets which are reported on a net basis as fair value gains or losses on financial assets. 2.7 Segment information AASB 8 requires disclosure of operating segments that engage in business activities and whose results are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess performance. The information reported to the Group’s Board of Directors, being the chief operating decision maker, for the purpose of resource allocation and assessment of performance is focused on the products and services of each reporting segment. The principal operating segments within the insurance operations of NobleOak are: a. Direct business The term ‘Direct’ reflects insurance products that are sold directly to customers under the NobleOak brand. This segment also includes the results of the management fund (comprising unallocated Group expenses and investment income) and the Funeral Fund (which is closed and maintained for existing Druid members). Products sold under the ‘Premium Life Direct’ or ‘My Protection Plan’ brands include life, total and permanent disability, trauma, income protection and business continuity cover. b. Strategic partnerships The term ‘Strategic Partnerships’ reflects the NobleOak life insurance protection products which are primarily sold through advisors under the partner brands of PPS Mutual (established 2016), Avant Mutual (established 2017) and NEOS (established 2018). c. Genus Genus refers to life insurance administration services performed by the Group company Genus Life Insurance Services Pty Ltd. Genus receives revenue from the insurer/reinsurer of the policies it administers. 2. Results for the year (continued) NobleOak Life Limited Annual Report 2024 85 Notes to the Financial Statements continued Genus administers the run‑off of life and funeral insurance protection products written through Freedom Insurance Group following it ceasing operations in 2019. Genus administers the run‑off of life insurance policies written through A&G following the purchase of administration rights in August 2021. The Genus segment also includes the residual results of the Freedom Benefit Fund and the Reward Benefit Fund. Profit or Loss Statement Direct business Strategic partnerships Genus Consolidated By Segment 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Insurance revenue 84,598 74,786 271,114 249,834 11,111 11,320 366,823 335,940 Insurance service expenses (63,287) (55,258) (228,128) (168,736) (5,296) (4,384) (296,711) (228,378) Reinsurance expenses (39,534) (37,540) (223,199) (216,072) (8,544) (8,655) (271,277) (262,267) Reinsurance income 36,325 32,578 192,100 147,299 2,729 1,719 231,154 181,596 Insurance service result 18,102 14,566 11,887 12,325 – – 29,989 26,891 Net finance (expense)/ income on insurance and reinsurance (849) 3,069 821 1,223 – – (28) 4,292 Fees & other revenue 931 54 (906) – 3,790 3,743 3,815 3,797 Other operating expenses (13,417) (9,875) (6,373) (4,403) (2,895) (2,721) (26,444) (19,192) Insurance operating result 4,767 7,814 5,429 9,145 895 1,022 7,332 15,788 Net investment income 1,968 1,611 4,159 1,800 80 22 6,207 3,433 Profit before tax 6,735 9,425 9,588 10,945 975 1,044 13,539 19,221 Income tax (2,216) (2,823) (2,876) (3,235) (292) (315) (4,257) (5,715) Profit after tax 4,519 6,602 6,712 7,710 683 729 9,282 13,506 Post tax impact of: Economic assumption changes (980) (2,902) 107 (406) – – (873) (3,308) Loss recognition changes – – 1,465 494 – – 1,465 494 AASB 17 implementation expenses – – – – – – 2,632 1,535 IT transformation and product development project expenses 1,563 267 – – 159 70 1,722 337 Funeral Fund member allocation (one‑off) 780 – – – – – 780 – Underlying NPAT1 5,882 3,967 8,284 7,798 842 799 15,008 12,564 1. Underlying NPAT is a non‑IFRS financial measure, defined as net profit after tax excluding the impact on one‑off and recurring items. Disclosing an underlying measure of profits, allows the users of financial information to better assess the underlying performance of the business (as is contemplated by ASIC RG 230 Disclosing non‑IFRS financial information). More details on the recurring and one‑off adjustment are provided in the statutory to management reconciliation section of this directors report. 2. Results for the year (continued) 86 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 2.8 Income tax Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Current income tax – 3,438 – 2,827 Deferred income tax 4,257 2,277 3,977 2,573 Total income tax 4,257 5,715 3,977 5,400 Reconciliation of prima facie to actual income tax expense Prima facie income tax at 30% on profit before tax 4,062 5,767 3,991 5,708 Add tax effect of: Members liability 195 – 195 – Under provision of prior year income tax – 32 – 32 Less tax effect of: Members liability – (6) – (6) Non‑assessable other income – (46) (209) (301) Deductible expenses – (32) – (33) Income tax expense for the year 4,257 5,715 3,977 5,400 Accounting policy for income tax The Company is subject to income tax on profits calculated to comply with the provisions of the Income Tax Assessment Act. The income tax expense charged to the profit or loss is the total calculated tax payable for the year. The income tax expense comprises current and deferred income tax components. Current tax assets/liabilities are recorded at the amounts expected to be recovered from/paid to the Australian Taxation Office. Deferred income tax includes movements in deferred tax asset and liability balances during the year as well as unused tax losses. Current and deferred tax on items that are credited or charged directly to equity are charged or credited directly to equity instead of to the profit or loss. All subsidiaries are located in Australia. 2. Results for the year (continued) NobleOak Life Limited Annual Report 2024 87 Notes to the Financial Statements continued 2.9 Earnings per share Consolidated 2024 $’000 Restated 2023 $’000 Basic earnings per share (cents) 10.76 15.72 Diluted earnings per share (cents) 10.49 15.34 Basic earnings per share calculation Profit after tax 9,282 13,506 Earnings used in the calculation of basic earnings per share 9,282 13,506 Weighted average number of ordinary shares 86,258,782 85,894,480 Diluted earnings per share calculation Profit after tax 9,282 13,506 Earnings used in the calculation of diluted earnings per share 9,282 13,506 Weighted average number of ordinary shares 88,445,116 88,033,300 Reconciliation of weighted average number of ordinary shares used for earnings per share measures Basic weighted average number of ordinary shares 86,258,782 85,894,480 Premium Option Plan and Performance Rights Plan deemed dilutive shares 2,186,334 2,138,820 Diluted weighted average number of ordinary shares 88,445,116 88,033,300 2.10 Dividends Consolidated 2024 $’000 Restated 2023 $’000 Dividends declared – – Dividends paid – – Franking credit utilisation – – Franking credits available for subsequent years 8,382 5,339 The NobleOak Board believes the best returns on capital in the near term will be achieved by reinvesting operating cash flows into the business to support its ongoing growth. Accordingly, no dividends have been declared in the current or prior year. Eligibility to utilise franking credits is subject to meeting the Corporations Act requirements to declare dividends. Dividends are franked at a tax rate of 30%. Franking credits reported for 2023 have been restated due to the originally reported amount being overstated by $1.6m. 2. Results for the year (continued) 88 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 3. Insurance and reinsurance contracts 3.1 Insurance contract assets and liabilities Consolidated & Company a. Net Asset/(Liability) for Remaining Coverage and Liability for Incurred Claims (LIC) 2024 $’000 2023 (Restated) $’000 Asset for insurance acquisition cash flows Asset/(Liability) for remaining coverage Liability for incurred claims Total Asset for insurance acquisition cash flows Asset/(Liability) for remaining coverage Liability for incurred claims Total Excluding loss component Loss comp- onent Excluding loss component Loss comp- onent Net opening balance 22,691 42,305 (29,435) (141,050) (105,489) – 8,893 (24,935) (80,410) (96,452) Opening assets 22,691 50,607 (15,942) (24,696) 32,660 – 47,004 (16,386) (13,194) 17,424 Opening liabilities – (8,302) (13,493) (116,354) (138,149) – (38,111) (8,549) (67,216) (113,876) Changes in profit or loss and OCI Insurance revenue (91) 366,914 – – 366,823 1,324 336,616 – – 335,940 Contracts under the modified retrospective approach – – – – – – – – – – Contracts under the fair value transition approach – 206,112 – – 206,112 – 256,146 – – 256,146 Other contracts (91) 160,802 – – 160,711 1,324 78,470 – – 79,794 Insurance service expenses (1,832) (17,910) (5,496) (271,473) (296,711) – (12,797) (4,188) (211,393) (228,378) Incurred claims and other insurance service expenses – – – (241,244) (241,244) – – – (182,744) (182,744) Amortisation of insurance acquisition cash flows (1,832) (17,910) – – (19,742) – (12,797) – – (12,797) Losses and reversals of losses on onerous contracts – – (5,496) – (5,496) – – (4,188) – (4,188) Adjustments to liabilities for incurred claims – – – (30,229) (30,229) – – – (28,649) (28,649) Insurance service result (1,923) 349,004 (5,496) (271,473) 70,112 1,324 321,819 (4,188) (211,393) 107,562 Finance income/(expense) on insurance contracts – 5,352 (604) – 4,748 – (9,267) (312) – (9,579) Total changes in profit or loss and OCI (1,923) 354,356 (6,100) (271,473) 74,860 1,324 312,552 (4,500) (211,393) 97,983 Cash flows 23,329 (307,972) – 205,972 (78,671) 21,367 (279,140) – 150,753 (107,020) Premiums received – (374,516) – – (374,516) – (330,472) – – (330,472) Claims and other insurance service expenses paid – – – 205,972 205,972 – – – 150,753 150,753 Insurance acquisition cash flows 23,329 66,544 – – 89,873 21,367 51,332 – – 72,699 Net closing balance 44,097 88,689 (35,535) (206,551) (109,300) 22,691 42,305 (29,435) (141,050) (105,489) Closing assets 21,496 86,640 (1,509) (40,846) 65,781 22,691 50,607 (15,942) (24,696) 32,660 Closing liabilities 22,601 2,049 (34,026) (165,705) (175,081) – (8,302) (13,493) (116,354) (138,149) NobleOak Life Limited Annual Report 2024 89 Notes to the Financial Statements continued Consolidated & Company b. Contracts not measured under PAA 2024 $’000 2023 (Restated) $’000 Estimate of present value of future cash flows Risk adjustment for non- financial risk Contract Service Margin Total Estimate of present value of future cash flows Risk adjustment for non- financial risk Contract Service Margin Total Contracts under fair value transition approach Other contracts Contracts under fair value transition approach Other contracts Net opening balance 441,594 (65,711) (210,166) (242,089) (76,372) 475,189 (62,200) (291,850) (178,264) (57,125) Opening assets 442,162 (41,787) (197,810) (169,905) 32,660 495,182 (45,324) (279,496) (152,938) 17,424 Opening liabilities (568) (23,924) (12,356) (72,184) (109,032) (19,993) (16,876) (12,354) (25,326) (74,549) Changes in profit or loss and OCI Current service changes (1,061) 5,618 32,803 32,668 70,028 43,235 1,953 33,077 22,050 100,315 CSM recognised for services provided – – 32,803 32,668 65,471 – – 33,077 22,050 55,127 Change in risk adjustment for non‑financial risk expired – 5,618 – – 5,618 – 4,455 – – 4,455 Experience adjustments (1,061) – – – (1,061) 43,235 (2,502) – – 40,733 Future service changes 153,786 (14,600) (99,222) (48,428) (8,464) 26,375 (5,486) 55,065 (82,330) (6,376) Contracts initially recognised in the year 84,577 (13,357) – (80,285) (9,065) 101,372 (12,023) – (95,413) (6,064) Change in estimates that adjust the CSM 68,012 (647) (99,222) 31,857 – (74,815) 6,667 55,065 13,083 – Change in estimates of losses and reversal of losses on onerous contracts 1,197 (596) – – 601 (182) (130) – – (312) Past service changes Adjustments to liabilities for incurred claims (18,258) (2,366) – – (20,624) (14,977) 147 – – (14,830) Insurance service result 134,467 (11,348) (66,419) (15,760) 40,940 54,633 (3,386) 88,142 (60,280) 79,109 Finance income/(expense) on insurance contracts 21,132 (1,109) (7,129) (8,146) 4,748 549 (125) (6,458) (3,545) (9,579) Total changes in profit or loss and OCI 155,599 (12,457) (73,548) (23,906) 45,688 55,182 (3,511) 81,684 (63,825) 69,530 Net cash flows (57,133) – – – (57,133) (88,777) – – – (88,777) Premiums received (278,735) – – – (278,735) (244,619) – – – (244,619) Claims and other insurance service expenses paid 162,867 – – – 162,867 104,489 – – – 104,489 Insurance acquisition cash flows 58,735 – – – 58,735 51,353 – – – 51,353 Net closing balance 540,060 (78,168) (283,714) (265,995) (87,817) 441,594 (65,711) (210,166) (242,089) (76,372) Closing assets 404,542 (31,450) (172,847) (155,924) 44,321 442,162 (41,787) (197,810) (169,905) 32,660 Closing liabilities 135,518 (46,718) (110,867) (110,071) (132,138) (568) (23,924) (12,356) (72,184) (109,032) 3. Insurance and reinsurance contracts (continued) 90 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued Consolidated & Company 2024 $’000 2023 (Restated) $’000 Issued Contracts Acquired Contracts Total Issued Contracts Acquired Contracts Total c. Contracts initially recognised in the year Profitable contracts Onerous contracts Profitable contracts Onerous contracts Profitable contracts Onerous contracts Profitable contracts Onerous contracts Estimate of present value of future cash outflows 330,657 92,925 – – 423,582 349,268 45,231 – – 394,499 Insurance acquisition cash flows – – – – – – – – – – Claims and other insurance expenses payable 330,657 92,925 – – 423,582 349,268 45,231 – – 394,499 Estimate of present value of future cash inflows (420,865) (87,291) – – (508,156) (454,747) (41,125) – – (495,872) Risk adjustment for non‑financial risk 9,926 3,431 – – 13,357 10,066 1,958 – – 12,024 Contract service margin 80,282 – – – 80,282 95,413 – – – 95,413 Estimate of present value of future net cash flows – 9,065 – – 9,065 – 6,064 – – 6,064 3. Insurance and reinsurance contracts (continued) NobleOak Life Limited Annual Report 2024 91 Notes to the Financial Statements continued 3.2 Reinsurance contract assets and liabilities Consolidated & Company 2024 $’000 2023 (Restated) $’000 Asset/(Liability) for remaining coverage Asset for incurred claims Total Asset/(Liability) for remaining coverage Asset for incurred claims Total a. Net Asset/(Liability) for Remaining Coverage and Asset for Incurred Claims (AIC) Excluding loss comp- onent Loss comp- onent Excluding loss comp- onent Loss comp- onent Net opening balance (124,958) 23,719 106,689 5,450 (51,913) 19,924 39,549 7,560 Opening assets 18,154 11,051 33,928 63,133 15,465 6,929 18,498 40,892 Opening liabilities (143,112) 12,668 72,761 (57,683) (67,378) 12,995 21,051 (33,332) Changes in profit or loss and OCI Reinsurance expense Allocation of reinsurance premiums paid (271,277) – – (271,277) (262,267) – – (262,267) Reinsurance income 19,999 3,613 207,542 231,154 13,262 3,543 164,791 181,596 Recoveries of incurred claims and other insurance service expenses – – 180,104 180,104 – – 138,790 138,790 Amortisation of reinsurance acquisition cash flows 19,999 – – 19,999 13,262 – – 13,262 Recoveries and reversals of recoveries on onerous contracts – 3,613 – 3,613 – 3,543 – 3,543 Adjustments to assets for incurred claims – – 27,438 27,438 – – 26,001 26,001 Net reinsurance (expense)/income (251,278) 3,613 207,542 (40,123) (249,005) 3,543 164,791 (80,671) Net finance expense from reinsurance contracts (5,512) 736 – (4,776) 13,619 252 – 13,871 Total changes in profit or loss and OCI (256,790) 4,349 207,542 (44,899) (235,386) 3,795 164,791 (66,800) Cash flows 183,998 – (153,828) 30,170 162,341 – (97,651) 64,690 Reinsurance premiums paid 262,595 – – 262,595 215,193 – – 215,193 Reinsurance recoveries received for incurred claims and expenses – – (153,828) (153,828) – – (97,651) (97,651) Reinsurance recoveries received for insurance acquisition cash flows (78,597) – – (78,597) (52,852) – – (52,852) Net closing balance (197,750) 28,068 160,403 (9,279) (124,958) 23,719 106,689 5,450 Closing assets (55,888) 26,731 110,414 81,257 18,154 11,051 33,928 63,133 Closing liabilities (141,862) 1,337 49,989 (90,536) (143,112) 12,668 72,761 (57,683) Reinsurance concentration risk mitigants are detailed in note 3.4.b. 3. Insurance and reinsurance contracts (continued) 92 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued Consolidated & Company 2024 $’000 2023 (Restated) $’000 Estimate of present value of future cash flows Risk adjustment for non‑ financial risk Contract Service Margin Total Estimate of present value of future cash flows Risk adjustment for non‑ financial risk Contract Service Margin Total b. Contracts not measured under PAA Contracts under fair value transition approach Other contracts Contracts under fair value transition approach Other contracts Net opening balance (571,447) 71,820 266,988 235,938 3,299 (603,626) 69,825 355,745 182,919 4,863 Opening assets (35,323) 20,277 23,242 54,937 63,133 (6,133) 14,179 9,225 23,621 40,892 Opening liabilities (536,124) 51,543 243,746 181,001 (59,834) (597,493) 55,646 346,520 159,298 (36,029) Changes in profit or loss and OCI Current service changes 5,019 (5,881) (30,140) (36,874) (67,876) (43,472) (2,806) (39,808) (20,414) (106,500) CSM recognised for services provided – – (30,140) (36,874) (67,014) – – (39,808) (20,414) (60,222) Change in risk adjustment for non‑financial risk expired – (5,881) – – (5,881) – (4,856) – – (4,856) Experience adjustments 5,019 – – – 5,019 (43,472) 2,050 – – (41,422) Future service changes (140,408) 12,940 19,397 114,412 6,341 (11,712) 4,531 (56,862) 69,759 5,716 Contracts initially recognised in the year (83,306) 12,105 – 78,791 7,590 (106,717) 11,390 – 100,393 5,066 Change in estimates that adjust the CSM (57,102) 835 19,397 36,870 – 94,995 (7,499) (56,862) (30,634) – Change in estimates of losses and reversal of losses on onerous contracts – – – (1,249) (1,249) 10 640 – – 650 Past service changes Adjustments to liabilities for incurred claims 28,808 (1,579) – – 27,229 26,752 297 – – 27,049 Net reinsurance (expense)/income (106,581) 5,480 (10,743) 77,538 (34,306) (28,432) 2,022 (96,670) 49,345 (73,735) Net finance expense from reinsurance contracts (23,255) 1,419 6,558 10,502 (4,776) 2,311 (27) 7,913 3,674 13,871 Total changes in profit or loss and OCI (129,836) 6,899 (4,185) 88,040 (39,082) (26,121) 1,995 (88,757) 53,019 (59,864) Net cash flows 24,285 – – – 24,285 58,300 – – – 58,300 Reinsurance premiums paid 253,476 – – – 253,476 185,829 – – – 185,829 Reinsurance recoveries received for incurred claims and expenses (163,328) – – – (163,328) (74,635) – – – (74,635) Reinsurance recoveries received for insurance acquisition cash flows (65,863) – – – (65,863) (52,894) – – – (52,894) Net closing balance (676,998) 78,719 262,803 323,978 (11,498) (571,447) 71,820 266,988 235,938 3,299 Closing assets (157,614) 34,975 93,552 108,125 79,038 (35,323) 20,277 23,242 54,937 63,133 Closing liabilities (519,384) 43,744 169,251 215,853 (90,536) (536,124) 51,543 243,746 181,001 (59,834) 3. Insurance and reinsurance contracts (continued) NobleOak Life Limited Annual Report 2024 93 Notes to the Financial Statements continued Consolidated & Company 2024 $’000 2023 (Restated) $’000 Purchased Contracts Acquired Contracts Total Purchased Contracts Acquired Contracts Total c. Contracts initially recognised in the year Initiated without loss recovery component Initiated with loss recovery component Initiated without loss recovery component Initiated with loss recovery component Initiated without loss recovery component Initiated with loss recovery component Initiated without loss recovery component Initiated with loss recovery component Estimate of present value of future cash outflows 49,139 391,845 – – 440,984 57,823 363,965 – – 421,788 Insurance acquisition cash flows – – – – – – – – – – Claims and other insurance expenses payable 49,139 391,845 – – 440,984 57,823 363,965 – – 421,788 Estimate of present value of future cash inflows (63,889) (460,397) – – (524,286) (79,669) (448,836) – – (528,505) Risk adjustment for non‑financial risk 2,050 10,054 – – 12,104 2,468 8,922 – – 11,390 Contract service margin 12,700 66,088 – – 78,788 19,378 81,015 – – 100,393 Estimate of present value of future net cash flows – 7,590 – – 7,590 – 5,066 – – 5,066 3.3 Contract service margin release – maturity profile Contract service margin release Insurance Reinsurance Net Insurance Reinsurance Net Less than one year 53,684 (53,351) 333 43,434 (45,780) (2,346) One to two years 50,150 (50,008) 142 40,291 (42,344) (2,053) Two to three years 45,814 (45,999) (185) 37,021 (38,960) (1,939) Three to four years 41,304 (41,871) (567) 33,573 (35,491) (1,918) Four to five years 37,114 (38,047) (933) 30,257 (32,186) (1,929) More than five years 321,643 (357,505) (35,862) 267,679 (308,165) (40,486) Total 549,709 (586,781) (37,072) 452,255 (502,926) (50,671) 3. Insurance and reinsurance contracts (continued) 94 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 3.4. Regulatory capital adequacy NobleOak is subject to minimum capital regulatory capital requirements in accordance with APRA Life Insurance Prudential Standards. NobleOak is required to maintain adequate capital against the risks associated with its business activities and measure its capital to the ‘Prudential Capital Requirement’ (PCR). NobleOak has in place an Internal Capital Adequacy Assessment Process (ICAAP) that sets out how NobleOak manages its capital. The ICAAP determines the level of capital to be maintained within each benefit fund including regulatory prescribed capital amounts, Pillar 2 capital requirements and a target level of surplus to reduce the likelihood of falling below regulatory capital requirements and is approved by the Directors. The capital adequacy position at balance date for NobleOak, in accordance with the APRA requirements, is set out in the following table. a. Company regulatory capital position Company 2024 $’000 Restated 2023 $’000 i. Capital base 42,213 40,323 ii. Prescribed capital amount 21,855 21,125 Capital in excess of / (below) prescribed capital amount (i – ii) 20,358 19,198 Capital adequacy multiple (%) (i / ii) 193% 191% Capital base components: Common Equity Tier 1 Capital 71,100 123,452 Regulatory adjustment applied in calculation of Tier 1 capital (28,887) (83,129) A. Common Equity Tier 1 Capital 42,213 40,323 Additional Tier 1 Capital – – Regulatory adjustment applied in calculation of Additional Tier 1 capital – – B. Total Additional Tier 1 Capital – – Tier 2 Capital – – Regulatory adjustment applied in calculation of Tier 2 capital – – C. Total Tier 2 Capital – – Total capital base (A + B + C) 42,213 40,323 The regulatory capital adequacy position is also calculated and monitored internally at a benefit fund level in accordance with APRA’s capital management standards. 3. Insurance and reinsurance contracts (continued) NobleOak Life Limited Annual Report 2024 95 Notes to the Financial Statements continued b. Reinsurance asset concentration risk mitigation APRA’s capital management standard LPS 117 Capital Adequacy: Asset Concentration Risk Charge provides concentration of counterparty risk limits. NobleOak’s successful growth continues to increase its reinsurance assets concentration exposures. This growth along with the changing prudential standards requires a continual reassessment of mitigating measures. The mitigation arrangements in place and being monitored and updated on an ongoing basis include: i. Claims settlement terms changes A reinsurer has provided $15.9m (2023: $12.4m) to the Company for specified claims categories on a ‘claims reserved’ basis, rather than on a ‘claims paid’ basis. ii. A deposit back arrangement A reinsurer has provided $103.3m (2023: $97m) of funding to the Company in support of and as security over estimated reinsurance exposure. The assets are included in Financial Assets and the liability is included in Payables in the Statement of Financial Position. iii. Irrevocable letters of credit (LOCs) LOCs totaling $111m (2023: $66m) have been obtained from APRA approved financial institutions guaranteeing funding in the event of reinsurer defaults. Refer to note 8.4 for more details. 3. Insurance and reinsurance contracts (continued) 96 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued c. Regulatory capital adequacy by fund 2024 Risk Fund No. 1 $’000 PPS Mutual Benefit Fund $’000 Avant Benefit Fund $’000 NEOS Benefit Fund $’000 Freedom Insurance Benefit Fund $’000 Reward Insurance Benefit Fund $’000 Funeral Benefit Fund $’000 Total Benefit Funds $’000 Manage ment Fund $’000 Total Company $’000 (a) Capital Base 5,154 4,697 1,787 6,837 108 359 73 19,015 23,198 42,213 (b) Prescribed capital amount 1,162 2,583 431 5,651 – 36 10 9,873 11,982 21,855 Capital in excess of prescribed capital amount = (a) – (b) 3,992 2,114 1,356 1,186 108 323 63 9,142 11,216 20,358 Capital adequacy multiple (%) = (a)/(b) 444% 182% 415% 121% – 997% 730% 193% 194% 193% Capital Base comprises: Net Assets (including Seed Capital) 3,317 2,898 2,589 16,043 125 339 70 25,381 49,684 75,065 Regulatory adjustment applied in calculation of Tier 1 capital 1,837 1,799 (802) (9,206) (17) 20 3 (6,366) (26,486) (32,852) (A) Net assets after applying any regulatory adjustments 5,154 4,697 1,787 6,837 108 359 73 19,015 23,198 42,213 Tier 2 Capital – – – – – – – – – – Regulatory adjustment applied in calculation of Tier 2 capital – – – – – – – – – – (B) Total Tier 2 Capital – – – – – – – – – – Total capital base 5,154 4,697 1,787 6,837 108 359 73 19,015 23,198 42,213 Prescribed capital amount comprises: (C) Insurance Risk Charge 667 1,735 274 2,234 – – – 4,910 – 4,910 (D) Asset Risk Charge 827 – 147 3,672 – 25 7 4,678 647 5,325 (E) Asset Concentration Risk Charge – – – – – – – – 365 365 (F) Operational Risk Charge – – – – – – – – 10,692 10,692 (G) Aggregation benefit 332 – 85 1,242 – – – 1,659 – 1,659 (H) Combined scenario adjustment – 848 95 987 – 11 3 1,944 278 2,222 Prescribed capital amount = (C) + (D) + (E) + (F) – (G) + (H) 1,162 2,583 431 5,651 – 36 10 9,873 11,982 21,855 3. Insurance and reinsurance contracts (continued) NobleOak Life Limited Annual Report 2024 97 Notes to the Financial Statements continued 2023 (restated) Risk Fund No. 1 $’000 PPS Mutual Benefit Fund $’000 Avant Benefit Fund $’000 NEOS Benefit Fund $’000 Freedom Insurance Benefit Fund $’000 Reward Insurance Benefit Fund $’000 Funeral Benefit Fund $’000 Total Benefit Funds $’000 Manage ment Fund $’000 Total Company $’000 (a) Capital Base 2,465 7,877 1,390 10,450 285 55 776 23,298 17,025 40,323 (b) Prescribed capital amount 1,577 2,602 208 4,450 66 13 – 8,916 12,209 21,125 Capital in excess of prescribed capital amount = (a) – (b) 888 5,275 1,182 6,000 219 35 776 14,382 4,816 19,198 Capital adequacy multiple (%) = (a)/(b) 156% 303% 668% 235% 432% 423% – 261% 139% 191% Capital Base comprises: Net Assets (including Seed Capital) 78,122 9,458 2,012 7,934 285 55 776 98,642 24,809 123,451 Regulatory adjustment applied in calculation of Tier 1 capital (75,657) (1,581) (622) 2,516 – – – (75,344) (7,784) (83,128) (A) Net assets after applying any regulatory adjustments 2,465 7,877 1,390 10,450 285 55 776 23,298 17,025 40,323 Tier 2 Capital – – – – – – – – – – Regulatory adjustment applied in calculation of Tier 2 capital – – – – – – – – – – (B) Total Tier 2 Capital – – – – – – – – – – Total capital base 2,465 7,877 1,390 10,450 285 55 776 23,298 17,025 40,323 Prescribed capital amount comprises: (C) Insurance Risk Charge 1,377 1,788 152 1,673 – – – 4,990 – 4,990 (D) Asset Risk Charge 541 – 115 2,911 37 8 – 3,612 863 4,475 (E) Asset Concentration Risk Charge – – – – – – – – 1,059 1,059 (F) Operational Risk Charge – – – – – – – – 10,287 10,287 (G) Aggregation benefit 341 – 59 948 – – – 1,348 – 1,348 (H) Combined scenario adjustment – 814 – 814 29 5 – 1,662 – 1,662 Prescribed capital amount = (C) + (D) + (E) + (F) – (G) + (H) 1,577 2,602 208 4,450 66 13 – 8,916 12,209 21,125 3. Insurance and reinsurance contracts (continued) 98 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 3.5 Actuarial valuation report and key assumptions An actuarial valuation report (AVR) on policy liabilities and solvency reserves at 30 June 2024 has been prepared by Mr. M. Paino (FIAA). The actuarial valuation report states that Mr. M. Paino is satisfied with the data, methodologies and assumptions used for determining the policy liabilities. Life insurance policy liabilities have been determined in accordance with Life Prudential Standard 340 issued by the Australian Prudential Regulation Authority. LPS 340 requires that policy liabilities be calculated on the basis of best estimate assumptions and in a way that allows for the systematic release of planned margins as services are provided to policyholders or premiums are received. a. Premium Allocation Approach (PAA) The PAA is applied to direct business insurance contracts (Risk Fund No. 1) and the closed Freedom Benefit Fund and the closed Reward Benefit Fund. No explicit actuarial assumptions are required for the PAA except to estimate a provision for incurred but not reported (IBNR) claims and outstanding claim payments for Group Salary Continuance. The application of the PAA will result in profits emerging in proportion to premium. b. General Measurement Model (GMM) The GMM is applied to direct business reinsurance contracts (Risk Fund No. 1) and the strategic partner funds comprising the Neos Benefit Fund, the PPS Mutual Benefit Fund and the Avant Benefit Fund. The application of the GMM will result in profits emerging in proportion to coverage provided. c. AVR ‘best estimate assumptions’ by fund Risk Fund Neos Fund PPS Fund Avant Fund Australian Lump Sum Standard Table 2014‑18 Death standalone 85% 90% 80% 90% Death with rider 85% 90% 80% 90% Total and permanent disability 110% 110% 90% 110% Trauma 100% 100% 80% 90%–110% Australian Disability Income IDII Standard Table 2014‑18 Legacy benefits (pre 30 September 2021) Incidence 84% 99% 79% 89% Terminations 101% 101% 121% 116% Current benefits (post 30 September 2021) Incidence 99% 99% 79% N/A Terminations 111%–121% 111%–121% 111%–121% N/A Indexation assumptions Pre‑claim 2.7% 3% 3% 3% Post‑claim 3% 3% 3% 3% Short‑term CPI overlay 3.50% N/A N/A N/A 3. Insurance and reinsurance contracts (continued) NobleOak Life Limited Annual Report 2024 99 Notes to the Financial Statements continued Risk Fund Neos Fund PPS Fund Avant Fund Lapse assumptions Stepped: lapses under age 55 8%–12% 2%–16% 2%–11% 3%–9% over age 55 13%–25% 15%–29% 15%–26% 17%–28% Level: lapses under age 55 N/A 2%–7% 2%–7% 4%–6% over age 55 N/A 7%– 12% 9%–26% 11%–28% Shock lapse assumptions (repricing) 1%–3% p.a. 1%–2% p.a. 1%–2% p.a. 1% p.a. Discount rates valuation 3% – 5.5% 3% – 5.5% 3% – 5.5% 3% – 5.5% Discount rates locked‑in 2020: 0.9% – 4.7%, 2021: 0.95% – 4.7%, 2022: 0.2% – 3.5%, 2023: 3% – 5.5% Illiquidity premium 0.39% 0.37% 0.39% 0.39% Risk adjustment Insurance Contracts 5.2% 5.2% 5.2% 5.2% Reinsurance Contracts 4.7% 4.7% 4.7% 4.7% Claims handling expense 5% 0% 0% 5% Maintenance expense ratio 5% – 9% 30%–34% 42%–51% 31%–41% d. Sensitivity analysis The reported policy liabilities are calculated using ‘best estimate assumptions’. ‘Best estimate assumptions’ relate to the future which is fundamentally uncertain. Sensitivity analysis is provided to quantify variances in the ‘best estimate assumptions’ where actual future experience may vary from expected future experience. Sensitivities shown do not allow for second order impacts, such as the potential re‑allocation of new business contracts to onerous insurance contract groups, reassessing the recoverability of any insurance acquisition cash flow assets, nor reassessing risk adjustment assumptions. Change in net profit and equity: before reinsurance $’000 Change in net profit and equity: after reinsurance $’000 Best Estimate Discount rate yield curve +1.5% pa 53,758 (11,513) Discount rate yield curve ‑1.5% pa (35,011) 15,387 Claims cost 20% higher (multiplicative) 59,325 9,947 Claims cost 20% lower (multiplicative) (40,153) (7,947) Lapse rate 20% higher (multiplicative) (1,821) 990 Lapse rate 20% lower (multiplicative) 24,551 1,994 Expenses 20% higher (multiplicative) 10,134 1,502 Expenses 20% lower (multiplicative) (5,730) (1,343) 3. Insurance and reinsurance contracts (continued) 100 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 4. Other assets 4.1. Financial assets Financial assets comprise assets held to fund policyholder liabilities, provide security against reinsurance asset exposures and excess shareholders’ assets. Consolidated Company 2024 $’000 2023 $’000 2024 $’000 2023 $’000 At cost: 112,902 87,537 116,105 90,746 Term deposits 112,902 87,537 112,755 87,396 Shares in subsidiaries – – 3,350 3,350 At fair value through profit or loss: 94,644 90,159 94,644 90,159 Level 1: Listed unit trusts 77,949 77,559 77,949 77,559 Level 2: Unlisted unit trusts 16,695 12,600 16,695 12,600 Total financial assets 207,546 177,696 210,749 180,905 Current 73,536 45,169 73,536 45,169 Non‑current 134,010 132,527 137,213 135,736 Reinsurance concentration risk mitigant assets included above (refer note 3.4b) 119,156 109,427 119,156 109,427 Claims settlement terms 15,856 12,427 15,856 12,427 Deposit back arrangement 103,300 97,000 103,300 97,000 Fair value measurement/estimation hierarchy The fair value of financial instruments is measured/estimated as follows: i. quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1); ii. inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (level 2); and iii. inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level 3). Accounting policy for financial assets The policy of management is to designate a group of financial assets at fair value through profit and loss when that group is managed and its performance evaluated on a fair value basis for both internal and external reporting in accordance with the Group’s documented investment strategy. NobleOak Life Limited Annual Report 2024 101 Notes to the Financial Statements continued 4.2 Plant and equipment Consolidated Company 2024 $’000 2023 $’000 2024 $’000 2023 $’000 Gross carrying amount At the beginning of the financial year 687 1,559 687 609 Additions 146 371 146 371 Write‑off* – (1,243) – (293) At the end of the financial year 833 687 833 687 Accumulated depreciation At the beginning of the financial year (283) (1,390) (283) (440) Depreciation expense (140) (106) (140) (106) Write‑off* – 1,213 – 263 At the end of the financial year (423) (283) (423) (283) Net book value At the beginning of the financial year 404 169 404 169 At the end of the financial year 410 404 410 404 * The write‑off in 2023 relates to furniture and fittings written‑off due to moving office premises. Accounting policy for plant and equipment Plant and equipment is recorded at cost less any accumulated depreciation and impairment losses. Subsequent costs are included in an asset’s carrying amount or recognised as a separate asset, as appropriate, when it is probable that future economic benefits from the asset will flow to the Group and the subsequent costs can be measured reliably. All other repairs and maintenance are charged to the statement of comprehensive income during the financial period in which they are incurred. Depreciation is calculated using the straight‑line method over the asset’s useful life to the Consolidated Group commencing from the time the asset is held ready for use. Useful lives range between 3 to 10 years. Asset residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date. An asset’s carrying amount is written down to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the asset’s employment and subsequent disposal. Expected net cash flows are discounted to a present value to determine the recoverable amount. 4. Other assets (continued) 102 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 4.3 Right‑of‑use assets Consolidated Company 2024 $’000 2023 $’000 2024 $’000 2023 $’000 Gross carrying amount At the beginning of the financial year 6,174 3,042 – 2,209 Termination of lease – (3,042) – (2,209) Commencement of lease – 6,174 – – At the end of the financial year 6,174 6,174 – – Accumulated depreciation At the beginning of the financial year (495) (2,547) – (1,849) Termination of lease – 3,042 – 2,209 Depreciation expense (862) (990) – (360) At the end of the year (1,357) (495) – – Net book value At the beginning of the financial year 5,679 495 – 360 At the end of the financial year 4,817 5,679 – – Accounting policy for right‑of‑use assets A right‑of‑use asset is recognised at the commencement date of a lease. The right‑of‑use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for: • any lease payments made at or before the commencement date net of any lease incentive received, • any initial direct costs incurred, • and except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset. Right‑of‑use assets are depreciated on a straight‑line basis over the lease term or the estimated useful life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right‑of‑use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. 4. Other assets (continued) NobleOak Life Limited Annual Report 2024 103 Notes to the Financial Statements continued 4.4 Intangibles Consolidated Company 2024 $’000 2023 $’000 2024 $’000 2023 $’000 Software develop- ment Goodwill A&G admin rights Total Software develop- ment Goodwill A&G admin rights Total Software develop- ment Software develop- ment Gross carrying amount At the beginning of the financial year 2,846 150 3,100 6,096 2,713 150 3,100 5,963 2,194 2,163 Additions 255 – – 255 133 – – 133 254 31 At the end of the financial year 3,101 150 3,100 6,351 2,846 150 3,100 6,096 2,448 2,194 Accumulated amortisation At the beginning of the financial year (963) – (573) (1,536) (347) – (263) (610) (881) (347) Amortisation expense (706) – (310) (1,016) (616) – (310) (926) (543) (534) At the end of the financial year (1,669) – (883) (2,552) (963) – (573) (1,536) (1,424) (881) Net book value At the beginning of the financial year 1,883 150 2,527 4,560 2,366 150 2,837 5,353 1,313 1,816 At the end of the financial year 1,432 150 2,217 3,799 1,883 150 2,527 4,560 1,024 1,313 Accounting policy for intangibles To align with the expected run off experience, the unit of production method has been chosen for A&G Administration Right, whereby yearly amortisation is determined based on the expected run off pattern of the business. Goodwill and other intangibles are initially recorded at the amounts by which the purchase price exceeds the fair value attributed to the interest in the net fair value of identifiable assets, liabilities and contingent liabilities at date of acquisitions. Goodwill and other intangibles are tested annually for impairment and carried at cost less accumulated impairment losses. Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight‑line basis over the estimated useful lives of the intangible assets. The estimated useful lives and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate applied on a prospective basis. 4. Other assets (continued) 104 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 4.5 Deferred tax asset Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Temporary differences attributable to: Asset impairments 555 555 555 555 Accrued expenses 1,568 1,372 1,304 1,205 Employee entitlement provisions 576 526 – – Fixed assets and intangibles 544 555 202 253 Share capital issue costs 292 450 292 450 Financial assets – fair value movements (134) – (134) – Tax losses recognised 19,625 24,971 19,596 24,942 Total deferred tax asset 23,026 28,429 21,815 27,405 Movement in deferred tax asset Balance at the beginning of the financial year 28,429 30,867 27,405 30,139 Amounts recognised in profit or loss (5,246) (2,277) (5,433) (2,573) Amounts recognised in equity (157) (161) (157) (161) Balance at the end of the financial year 23,026 28,429 21,815 27,405 Accounting policy for deferred tax asset Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences and carried forward tax losses to the extent that it is probable that taxable profits will be available to be utilised. Deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. Deferred tax liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. Deferred tax liabilities and assets are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis. 4. Other assets (continued) NobleOak Life Limited Annual Report 2024 105 Notes to the Financial Statements continued 5. Other liabilities 5.1 Lease liability Consolidated Company 2024 $’000 2023 $’000 2024 $’000 2023 $’000 Current lease liability 672 577 – – Non‑current lease liability 4,585 5,257 – – Total lease liability 5,257 5,834 – – Maturity profile of gross lease payments Less than one year 1,058 1,013 – – One to two years 1,106 1,058 – – Two to three years 1,155 1,106 – – Three to four years 1,206 1,155 – – Four to five years 1,260 1,206 – – More than five years 753 2,013 – – Total gross lease payments 6,538 7,551 – – The Group leases its office facilities at Level 4, 44 Market Street Sydney through its wholly owned subsidiary NobleOak Aspire Pty Ltd. NobleOak Life Limited has provided a bank guarantee for the lease (note 8.5a). The lease runs from 1 February 2023 for a term of 7 years and includes an extension option and variable indexed payments. Accounting policy for leases Short‑term and low value asset lease payments are recognised as expenses in the profit or loss on a straight line basis over lease terms. Leases with durations of more than a year are recognised as liabilities at their commencement dates. Lease liabilities are initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Lease payments include: • fixed payments less any lease incentives receivable; • variable lease payments that depend on an index or a rate; • amounts expected to be paid under residual value guarantees; • exercise price of a purchase option when the exercise of the option is reasonably certain to occur; • and any anticipated termination penalties. Variable lease payments that do not depend on an index or rate are expensed in the period in which they are incurred. Lease liabilities are measured at amortised cost using the effective interest method. When a lease liability is remeasured, an adjustment is made to the corresponding right‑of‑use asset, or to profit or loss if the carrying amount of the right‑of‑use asset is fully written down. 106 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued Carrying amounts are remeasured for any changes to: • future lease payments arising from a change in an index or a rate used; • residual guarantee; • lease term; • certainty of a purchase option; and • termination penalties. 5.2 Tax liability Consolidated Company 2024 $’000 2023 $’000 2024 $’000 2023 $’000 Current tax liability – 2,909 – 2,909 The current tax liability represents income tax payable on taxable profit for the year less income tax instalments paid. A reconciliation of prima facie tax on profit to the actual tax expense for the year is provided in note 2.8. 5. Other liabilities (continued) NobleOak Life Limited Annual Report 2024 107 Notes to the Financial Statements continued 6. Equity 6.1. Issued share capital Consolidated & Company 2024 2023 Number of shares Issue price $ Value $’000 Number of shares Issue price $ Value $’000 Fully paid ordinary shares 86,385,174 96,403 85,959,682 95,727 Movement in ordinary shares Balance at the beginning of the financial year 85,959,682 – 95,727 85,735,166 – 95,323 a. Long‑term incentives 342,642 1.55 531 224,516 1.80 404 b. IPO related bonus 22,324 1.75 39 – – – c. Employee share gift offer 60,526 1.75 106 – – – Balance at the end of the financial year 86,385,174 96,403 85,959,682 95,727 Notes a to c follow note 6.2 below. 6.2. Share‑based payment reserve Consolidated & Company 2024 2023 Number of options/ rights Value $’000 Number of options/ rights Value $’000 Balance at the beginning of the financial year 905,250 1,129 1,374,191 1,483 d. Long‑term incentive rights i. 2019 (finalised) – – (224,516) (404) ii. 2020 (finalised) (335,900) (521) 41,653 65 iii. 2021 21,899 43 20,075 39 iv. 2022 25,900 48 59,503 110 v. 2023 68,364 239 – – e. IPO options plan 2021 (365,656) (216) (365,656) (164) Balance at the end of the financial year 319,857 722 905,250 1,129 Expired IPO options plan 2021 – 380 – 164 Total share‑based payment reserve 319,857 1,102 905,250 1,293 108 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued Notes to 6.1 and 6.2 a. Ordinary shares issued to CEO and CFO under long term incentive plans with performance criteria: 2024: issued on 16 October 2023 under the 2020 long term incentive plan 2023: issued on 14 October 2022 under the 2019 long term incentive plan b. Ordinary shares issued to KMP in recognition of the achievement of a successful IPO. c. Ordinary shares issued to employees under the Employee Gift Offer on 26 October 2023. d. Long‑term incentive rights Long‑term incentive plans are established for key executives and senior management and are based on the outcome of 3 years of results. Long‑term incentive rights plan details ii. 2020 iii. 2021 iv. 2022 v. 2023 Total Grant date (CEO) 06–Nov–20 22–Jul–21 25–Nov–22 24–Nov–23 Grant date (Others) 06–Nov–20 22–Jul–21 30–Aug–22 18–Sep–23 Fair value at grant date (CEO) 1.55 1.95 1.8520 1.752 Fair value at grant date (Others) 1.55 1.95 1.8636 1.773 Outcome based on 3 years results ending 30–Jun–23 30–Jun–24 30–Jun–25 30–Jun–26 2024: Unexercised and unvested rights balance – 166,090 85,403 68,364 319,857 2023: Unexercised and unvested rights balance 335,900 144,191 59,503 – 539,594 e. IPO options plan 2021 Options were issued on 26 February 2021 to executives and senior management with conditional vesting dates in 2022 and 2023 and an exercise price of $1.80 dependent on achievement of planned objectives. The first tranche (50% of the total options) expired in October 2022 and the second tranche (50% of the total options) expired in October 2023. Accounting policy for share‑based payments Equity‑settled share‑based payments to Directors and employees are measured at the fair value of the equity instruments at the grant date. The fair value determined at the grant date of the performance rights is expensed on a straight‑line basis over the vesting period, based on the Group’s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the equity‑settled employee benefits reserve. The fair value determined at the grant date of the IPO option is measured based on Black Scholes model. Issued share capital conditions Shareholders are not required to further contribute to any shortfalls if the Company is wound up other than to settle any outstanding balances for partially paid shares. 6. Equity (continued) NobleOak Life Limited Annual Report 2024 109 Notes to the Financial Statements continued 7. Financial Risk Management The Board of Directors has established an investment policy to ensure that assets are adequately protected and invested in accordance with the Group’s primary objectives of safety, liquidity and yield. The principal goal of the investment policy is to maximise investment returns while growing the Group’s asset base without putting at risk the capital adequacy and solvency obligation requirements stipulated by relevant laws and standards (such as those imposed by the APRA). To assist with the implementation and management of the investment policy, the Board has established a Finance and Investment Committee (FIC). 7.1 Interest rate risk Interest rate risks arise where the fair value of future cash flows of financial instruments, insurance contracts or reinsurance contracts is subject to uncertainty as a result of changes in market interest rates. Noble Oak’s exposure to interest rate risk occurs through its holdings of interest‑bearing assets and investments in both listed and unlisted unit trusts. Floating rate securities expose the Group to cash flow interest risk while fair value interest risk arises as a result of the Group’s investments in fixed interest rate securities. The Group seeks to mitigate the risk of unfavourable interest rate movements by maintaining an appropriate spread of investments in fixed and floating instruments underpinned by robust risk management processes. There have been no changes in the Groups approach to managing interest rate risks in the current year. 110 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued a. Maturity analysis of financial instruments Consolidated 2024 Restated 2023 Less than 1 year Between 1 & 5 years Over 5 years Total Less than 1 year Between 1 & 5 years Over 5 years Total $’000 Weigh- ted average interest rate % $’000 Weigh- ted average interest rate % $’000 Weigh- ted average interest rate % $’000 Weigh- ted average interest rate % $’000 Weigh- ted average interest rate % $’000 Weigh- ted average interest rate % $’000 Weigh- ted average interest rate % $’000 Weigh- ted average interest rate % Financial assets Cash and cash equivalent 63,960 4.4% – – – – 63,960 4.4% 50,415 3.1% – – – – 50,415 3.1% Receivables 13,135 – – – – – 13,135 – 2,889 – – – – – 2,889 – Term deposits 49,900 5.0% 63,000 5.4% – 0.0% 112,900 5.2% 24,534 4.7% 63,000 5.4% – 0.0% 87,534 5.2% Listed unit trusts 14,175 5.2% 63,399 5.3% 377 5.7% 77,951 5.3% 15,069 4.9% 62,492 4.9% – 0.0% 77,561 4.9% Unlisted unit trusts 9,461 4.7% 6,497 5.2% 737 5.1% 16,695 4.9% 5,566 4.4% 6,416 5.3% 619 4.8% 12,601 4.9% Total financial assets 150,631 4.7% 132,896 5.4% 1,114 5.3% 284,641 5.0% 98,473 3.9% 131,908 5.2% 619 4.8% 231,000 4.6% Financial liabilities Payables 122,598 – – – – – 122,598 – 99,650 – – – – – 99,650 – Lease liability 5,257 – – – – – 5,257 – 5,834 – – – – – 5,834 – Total financial liabilities 127,855 – – – – – 127,855 – 105,484 – – – – – 105,484 – b. Interest rate sensitivity analysis 2024 $’000 2023 $’000 Change in Net Profit and Equity • Increase interest rate by 1% 2,498 1,639 • Decrease interest rate by 1% (2,498) (1,639) 7. Financial Risk Management (continued) NobleOak Life Limited Annual Report 2024 111 Notes to the Financial Statements continued 7.2 Fair value of financial instruments The fair value has been determined in accordance with the accounting policies disclosed in note 4.1 to the financial statements. 7.3 Credit risk Credit risk is the risk that one party to a financial instrument or reinsurance contract will cause a financial loss for the other party by failing to discharge an obligation. The carrying amounts of financial assets recorded in the Group’s financial statements represent the Group’s maximum exposure to credit risk in relation to these assets. The Group has implemented the following processes and policies to address the impact of credit risk on its financial performance: The Group maintains and adheres to a credit risk policy which serves to mitigate credit risks. The policy provides guidance on what constitutes credit risks and provides guidelines for addressing risks. The policy is regularly reviewed and updated to respond to changes in the risk environment as they occur. Compliance with the policy is monitored and enforced. Credit risk relating to financial instruments is regularly reviewed and monitored by Management. The Group’s investment policy sets out a minimum investment counter party grade (as measured by Standard & Poor’s) for fixed interest and cash investments of at least BBB or better. The Group’s Risk Appetite Statement sets out a minimum Financial Strength Rating (as measured by Standard & Poor’s) for reinsurers of at least A (equivalent to an APRA Grade 3 credit rating) or better. The current credit rating for all NobleOak reinsurers is AA- (equivalent to an APRA Grade 2 credit rating). Reinsurance forms a key component of the Group’s risk management strategy. Reinsurance is placed in line with the Group’s policy guidelines, the credit worthiness of reinsurers is assessed annually to ensure that counterparties maintain an appropriate credit rating. Consistent with policy the Group takes steps to ensure reinsurance placements are diversified to avoid concentration risks in line with counterparty limits as set by the board of directors. Mitigants are put in place to provide additional security where counterparty concentration is deemed to be greater than the regulatory limits and/or the Group’s risk appetite. Credit risk associated with other receivables is considered minimal. Management regularly reviews the collectability of receivables and the adequacy of associated provisions for impairment. There have been no changes in the methods used to measure or address credit risk in the current year. 7.4 Foreign currency risk The Group’s exposure to fluctuations in foreign currency through indirect investments is immaterial. 7.5 Liquidity risk Liquidity risk represents the risk associated with meeting financial obligations as they arise due to a holding insufficient deployable assets or where liquidity is available but only at excessive costs. The Group manages liquidity risk by maintaining adequate reserves and by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. Compliance with policies and procedures is regularly monitored, while updates to policies occur on a systematic basis as changes in the Group’s risk environment materialise. There have been no changes in the Group’s approach to measuring and managing liquidity risk in the current year. A maturity analysis for the Group’s financial assets and liabilities has been included in the interest rate risk note at 7.1a. 7. Financial Risk Management (continued) 112 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 7.6 Capital risk The Group manages its capital requirements by assessing capital levels on a regular basis. Its objectives are to maintain an optimal capital structure to reduce the cost of capital whilst providing security, returns and benefits to policyholders and members. Life companies are subject to externally imposed minimum capital requirements set and monitored by APRA. These requirements are in place to ensure sufficient solvency margins for the protection of policyholders and members. The capital adequacy position at balance date is presented in note 3.4.a. 7.7 Insurance risk Life insurance risk consists of all aspects of the risk arising from the underwriting of insurance risk. In underwriting insurance products, the Group is predominately exposed to the following categories of risk: • Mortality risk – the risk arising where the timing of policyholder’s death adversely differs to expectations • Morbidity risk – the risk arising where a policyholder’s health status adversely differs to expectations • Longevity risk – the risk arising where a policyholder lives for a period of time exceeding expectations The Group’s overarching objective is to ensure that sufficient resources are readily available to meet the liabilities arising from the issuance of insurance and reinsurance contracts. In combination with the risk management strategy and risk management framework, exposure to insurance risk is assessed and mitigated by diversification of reinsurance placements and underwriting guidelines as outlined below. The Group ensures that the insurance risk is controlled through the use of underwriting procedures, appropriate premium rating methods and approaches, effective claims management procedures and sound product terms and conditions. The Group purchases reinsurance to limit its exposure to accepted insurance risk. It cedes to specialist reinsurance companies a proportion of its portfolio for certain types of insurance risk. This serves primarily to reduce the net liability on large individual risks and provides protection against large losses. The reinsurers used are regulated by the APRA and are members of large international groups with sound credit ratings. In estimating the amounts recoverable from reinsurers, the Group determines this in accordance with the contractual terms of the reinsurance treaty in combination with the underlying insurance contract liabilities. Despite entering into reinsurance agreements, the Group recognises its overarching obligation lies in meeting the needs of policyholders in accordance with the insurance contract terms. The Group diversifies the credit risk associated with reinsurance placements via entering into contractual arrangements with a broad spread of quality reinsurers. The Group has not made any significant changes in the way insurance risk is managed in the current year. 7. Financial Risk Management (continued) NobleOak Life Limited Annual Report 2024 113 Notes to the Financial Statements continued 8. Other 8.1 Auditor’s remuneration Consolidated Company 2024 $’000 2023 $’000 2024 $’000 2023 $’000 Deloitte Touche Tohmatsu Audit of the annual financial reports 1,776,000 701,930 1,714,100 643,130 Audit of the APRA and ASIC regulatory returns 84,000 50,270 71,500 38,200 Total audit services 1,860,000 752,200 1,785,600 681,330 Non‑audit services – 47,700 – 35,700 Total remuneration 1,860,000 799,900 1,785,600 717,030 Audit of the annual financial reports includes fees associated with auditing the transition to AASB 17. 8.2 Cash flow statement note Reconciliation of profit after tax to net operating cash flows Consolidated Company 2024 $’000 Restated 2023 $’000 2024 $’000 Restated 2023 $’000 Profit after tax 9,282 13,506 9,327 13,627 Non‑operating cash flow adjustments: Depreciation and amortisation 2,018 2,019 683 998 Expense related to Share‑based Payment Reserve 311 215 311 215 Lease interest expense 436 280 349 5 Change in market value of investments (390) (160) (390) (160) Other non‑operating items 175 – 866 – Statement of financial position movements AASB 17 transition adjustment (note 1.2.j.ii.C) – (63,712) – (63,712) Receivables (10,248) 9,154 (6,854) 8,757 Insurance contract assets (31,121) (32,660) (31,121) (32,660) Reinsurance contract assets (18,124) (35,705) (18,124) (35,705) Deferred tax asset 5,403 (24,867) 5,590 (24,571) Payables 21,802 71,012 15,644 75,468 Insurance contract liabilities 36,932 132,677 38,905 126,890 Reinsurance contract liabilities 30,853 57,863 30,853 57,863 Provisions – (1,512) – – Tax liability (2,909) 2,207 (2,909) 2,207 Net operating cash flows 44,420 130,137 43,130 129,042 114 NobleOak Life Limited Annual Report 2024 Notes to the Financial Statements continued 8.3 Related parties a. Key management personnel remuneration Consolidated 2024 $’000 2023 $’000 Non‑executive Directors 817 786 Short‑term employee benefits 794 772 Post‑employment benefits 23 14 Executive Directors and key personnel 1,464 1,321 Short‑term employee benefits 1,349 1,167 Long‑term employee benefits 28 25 Post‑employment benefits 55 51 Share‑based payments 32 78 Total key management personnel remuneration 2,281 2,107 b. Options issued to key management personnel An option plan dated 26 February 2021 was established for key personnel and is based on the achievement of specific goals. Anthony Brown was issued with 273,084 options and Scott Pearson was issued with 209,408 options under this plan that vest on achieving the specific events in 2022 and 2023. Tranche 1 of 136,542 options issued to Anthony Brown and 104,704 options issued to Scott Pearson lapsed in October 2022. Tranche 2 of 136,542 options issued to Anthony Brown and 104,704 options issued to Scott Pearson lapsed in October 2023. c. Performance rights plan In November 2017, the Board established a Performance Rights Plan as a long‑term incentive program to align key management personnel to the performance of the Group. This program issues performance rights each year to eligible personnel with each issue based on achieving the business plan objectives (in‑force premium and earning) over a 3‑year period. Issues under this program to Anthony Brown and Scott Pearson have been: Year Full entitlement Accrued to balance date 2021 395,898 113,518 2022 432,894 58,465 2023 490,395 39,160 d. Transactions with Directors There have been no other transactions with Directors or their related entities. 8. Other (continued) NobleOak Life Limited Annual Report 2024 115 Notes to the Financial Statements continued 8.4 Contingent assets Irrevocable letters of credit (LOCs) The Group is the beneficiary of the following LOCs to protect against the default risk of its reinsurance asset exposure: • $22 million issued by DBS Bank on behalf of Swiss Re Life and Health Australia Limited; • $22 million issued by the Australia and New Zealand Banking Group Limited on behalf of Swiss Re Life and Health Australia Limited; • $22 million issued by the National Australia Bank on behalf of Hannover Life Re of Australasia Limited; and • $45 million issued by the Australia and New Zealand Banking Group Limited on behalf of Pacific Life Re (Australia) Pty Limited. 8.5 Contingent liabilities a. Bank guarantee The Group has provided a bank guarantee of $806,641 to support the commercial lease on its office premises at Level 4, 44 Market Street, Sydney NSW 2000. b. Indemnity The Company has provided indemnity in favour of the insurer or reinsurer if its subsidiary Genus breaches the Freedom administration arrangements (other than those relating to remediation) and the insurer or reinsurer suffers loss. The indemnity is limited to $1 million for all indemnified breaches during the three years from 1 June 2019 and in each subsequent three‑year period of the administration agreement. 8.6 Subsequent events No matters or circumstances have arisen since the reporting date that significantly affect, or may significantly affect, the operations of the Group, or the state of affairs of the Company in future years. 8. Other (continued) 116 NobleOak Life Limited Annual Report 2024 CONSOLIDATED ENTITY DISCLOSURE STATEMENT As at 30 June 2024 This Consolidated Entity Disclosure Statement has been prepared in accordance with the Corporations Act. The following table includes information for each entity that is part of the consolidated Group at the end of the financial year. Body corporates Tax residency Entity name Entity type Country incorporated % of share capital held Australian or foreign Foreign jurisdiction NobleOak Life Limited Body corporate Australia N/A Australian N/A NobleOak Services Limited Body corporate Australia 100% Australian N/A Genus Life Insurance Services Pty Ltd Body corporate Australia 100% Australian N/A NobleOak Aspire Pty Ltd Body corporate Australia 100% Australian N/A NobleOak Corporate Beneficiary Pty Ltd Body corporate Australia 100% Australian N/A NobleOak Life Limited Annual Report 2024 117 DIRECTORS’ DECLARATION The Directors of the Group declare that the attached financial statements, notes and Consolidated Entity Disclosure Statement (CEDS) are in accordance with the Corporations Act 2001 and: a. comply with Accounting Standards and other mandatory professional reporting requirements, the Corporations Regulations 2001 and as stated in Note 1 to the financial statements, compliance with International Financial Reporting Standards (IFRS); b. give a true and fair view of the financial position as at 30 June 2024 and the performance for the year ended on that date; c. in the opinion of the Directors there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable; d. the allocation and distribution of the surplus of the Benefit Funds of the Group have been made in accordance with Division 5 of Part 4 of the Life Insurance Act 1995 and the Benefit Fund Rules of each Benefit Fund; e. no assets of the Benefit Funds of the Group have been applied or invested in contravention of any relevant laws; and f. the information disclosed in the attached CEDS is true and correct. This declaration is made in accordance with a resolution of the Board of Directors. On behalf of the Directors Stephen Harrison (Chair) Anthony Brown (CEO) 29 August 2024 Sydney 118 NobleOak Life Limited Annual Report 2024 >ŝĂďŝůŝƚLJůŝŵŝƚĞĚďLJĂƐĐŚĞŵĞĂƉƉƌŽǀĞĚƵŶĚĞƌWƌŽĨĞƐƐŝŽŶĂů^ƚĂŶĚĂƌĚƐ>ĞŐŝƐůĂƚŝŽŶ͘ DĞŵďĞƌŽĨĞůŽŝƚƚĞƐŝĂWĂĐŝĨŝĐ>ŝŵŝƚĞĚĂŶĚƚŚĞĞůŽŝƚƚĞŽƌŐĂŶŝƐĂƚŝŽŶ͘ Deloitte Touche Tohmatsu Quay Quarter Tower 50 Bridge St Sydney, NSW, 2000 Tel: +61 2 9322 7000 Fax: +61 2 9322 7001 www.deloitte.com Independent Auditor’s Report to theDĞŵďĞƌƐŽĨEŽďůĞKĂŬ >ŝĨĞ>ŝŵŝƚĞĚ ZĞƉŽƌƚŽŶƚŚĞƵĚŝƚŽĨƚŚĞ&ŝŶĂŶĐŝĂůZĞƉŽƌƚ KƉŝŶŝŽŶ tĞŚĂǀĞĂƵĚŝƚĞĚƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨEŽďůĞKĂŬ>ŝĨĞ>ŝŵŝƚĞĚ(the “Company”) and its subsidiaries (the “Group”) ǁŚŝĐŚĐŽŵƉƌŝƐĞƚŚĞGroup and Company’s ĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĨŝŶĂŶĐŝĂůƉŽƐŝƚŝŽŶĂƐĂƚϯϬ:ƵŶĞϮϬϮϰ͕ƚŚĞ ĐŽŶƐŽůŝĚĂƚĞĚ ƐƚĂƚĞŵĞŶƚ ŽĨ ĐŽŵƉƌĞŚĞŶƐŝǀĞ ŝŶĐŽŵĞ͕ ƚŚĞ ĐŽŶƐŽůŝĚĂƚĞĚ ƐƚĂƚĞŵĞŶƚ ŽĨ ĐŚĂŶŐĞƐ ŝŶ ĞƋƵŝƚLJ ĂŶĚ ƚŚĞ ĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĐĂƐŚĨůŽǁƐĨŽƌƚŚĞLJĞĂƌƚŚĞŶĞŶĚĞĚ͕ĂŶĚŶŽƚĞƐƚŽƚŚĞĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͕ŝŶĐůƵĚŝŶŐ ŵĂƚĞƌŝĂů ĂĐĐŽƵŶƚŝŶŐƉŽůŝĐLJŝŶĨŽƌŵĂƚŝŽŶand other explanatory information, the directors’ ĚĞĐůĂƌĂƚŝŽŶĂŶĚ ƚŚĞ ŽŶƐŽůŝĚĂƚĞĚ ŶƚŝƚLJŝƐĐůŽƐƵƌĞ^ƚĂƚĞŵĞŶƚ͘ /Ŷ ŽƵƌ ŽƉŝŶŝŽŶ͕ ƚŚĞ ĂĐĐŽŵƉĂŶLJŝŶŐ ĨŝŶĂŶĐŝĂů ƌĞƉŽƌƚ ŽĨ ƚŚĞ 'ƌŽƵƉ ĂŶĚ ŽŵƉĂŶLJ ĂƌĞ ŝŶ ĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚ ƚŚĞ ŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ŝŶĐůƵĚŝŶŐ͗ • 'ŝǀŝŶŐĂƚƌƵĞĂŶĚĨĂŝƌǀŝĞǁŽĨƚŚĞ'ƌŽƵƉĂŶĚƚŚĞŽŵƉĂŶLJ’sĨŝŶĂŶĐŝĂůƉŽƐŝƚŝŽŶĂƐĂƚϯϬ:ƵŶĞϮϬϮϰĂŶĚŽĨƚŚĞŝƌ ĨŝŶĂŶĐŝĂůƉĞƌĨŽƌŵĂŶĐĞĨŽƌƚŚĞLJĞĂƌƚŚĞŶĞŶĚĞĚ͖ĂŶĚ • ŽŵƉůLJŝŶŐǁŝƚŚƵƐƚƌĂůŝĂŶĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚƐĂŶĚƚŚĞŽƌƉŽƌĂƚŝŽŶƐZĞŐƵůĂƚŝŽŶƐϮϬϬϭ͘ ĂƐŝƐĨŽƌKƉŝŶŝŽŶ tĞ ĐŽŶĚƵĐƚĞĚ ŽƵƌ ĂƵĚŝƚ ŝŶ ĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚ ƵƐƚƌĂůŝĂŶ ƵĚŝƚŝŶŐ ^ƚĂŶĚĂƌĚƐ͘ KƵƌ ƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐ ƵŶĚĞƌ ƚŚŽƐĞ ƐƚĂŶĚĂƌĚƐĂƌĞfurther described in the Auditor’s Responsibilities for the Audit of the Financial Report section of ŽƵƌƌĞƉŽƌƚ͘tĞĂƌĞŝŶĚĞƉĞŶĚĞŶƚŽĨƚŚĞ'ƌŽƵƉŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞĂƵĚŝƚŽƌŝŶĚĞƉĞŶĚĞŶĐĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ ŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭand the ethical requirements of the Accounting Professional & Ethical Standards Board’s W ^ϭϭϬŽĚĞŽĨ ƚŚŝĐƐĨŽƌWƌŽĨĞƐƐŝŽŶĂůĐĐŽƵŶƚĂŶƚƐ;ŝŶĐůƵĚŝŶŐ/ŶĚĞƉĞŶĚĞŶĐĞ^ƚĂŶĚĂƌĚƐͿ;ƚŚĞŽĚĞͿƚŚĂƚĂƌĞ ƌĞůĞǀĂŶƚƚŽŽƵƌĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶƵƐƚƌĂůŝĂ͘tĞŚĂǀĞĂůƐŽĨƵůĨŝůůĞĚŽƵƌŽƚŚĞƌĞƚŚŝĐĂůƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐŝŶ ĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽĚĞ͘ tĞĐŽŶĨŝƌŵƚŚĂƚƚŚĞŝŶĚĞƉĞŶĚĞŶĐĞĚĞĐůĂƌĂƚŝŽŶƌĞƋƵŝƌĞĚďLJƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ǁŚŝĐŚŚĂƐďĞĞŶŐŝǀĞŶƚŽ the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s ƌĞƉŽƌƚ͘ tĞďĞůŝĞǀĞƚŚĂƚƚŚĞĂƵĚŝƚĞǀŝĚĞŶĐĞǁĞŚĂǀĞŽďƚĂŝŶĞĚŝƐƐƵĨĨŝĐŝĞŶƚĂŶĚĂƉƉƌŽƉƌŝĂƚĞƚŽƉƌŽǀŝĚĞĂďĂƐŝƐĨŽƌŽƵƌ ŽƉŝŶŝŽŶ͘ <ĞLJƵĚŝƚDĂƚƚĞƌƐ <ĞLJĂƵĚŝƚŵĂƚƚĞƌƐĂƌĞƚŚŽƐĞŵĂƚƚĞƌƐƚŚĂƚ͕ŝŶŽƵƌƉƌŽĨĞƐƐŝŽŶĂůũƵĚŐĞŵĞŶƚ͕ǁĞƌĞŽĨŵŽƐƚƐŝŐŶŝĨŝĐĂŶĐĞŝŶŽƵƌĂƵĚŝƚŽĨ ƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĨŽƌƚŚĞĐƵƌƌĞŶƚƉĞƌŝŽĚ͘dŚĞƐĞŵĂƚƚĞƌƐǁĞƌĞĂĚĚƌĞƐƐĞĚŝŶƚŚĞĐŽŶƚĞdžƚŽĨŽƵƌĂƵĚŝƚŽĨƚŚĞ ĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĂƐĂǁŚŽůĞ͕ĂŶĚŝŶĨŽƌŵŝŶŐŽƵƌŽƉŝŶŝŽŶƚŚĞƌĞŽŶ͕ĂŶĚǁĞĚŽŶŽƚƉƌŽǀŝĚĞĂƐĞƉĂƌĂƚĞŽƉŝŶŝŽŶŽŶ ƚŚĞƐĞŵĂƚƚĞƌƐ͘ INDEPENDENT AUDITOR’S REPORT to the Members of NobleOak Life Limited NobleOak Life Limited Annual Report 2024 119 Independent Auditor’s Report continued <ĞLJƵĚŝƚDĂƚƚĞƌ ,ŽǁƚŚĞƐĐŽƉĞŽĨŽƵƌĂƵĚŝƚƌĞƐƉŽŶĚĞĚƚŽƚŚĞ<ĞLJƵĚŝƚ DĂƚƚĞƌ ĚŽƉƚŝŽŶŽĨ^ϭϳ/ŶƐƵƌĂŶĐĞŽŶƚƌĂĐƚƐ ƐƐĞƚŽƵƚŝŶŶŽƚĞϭ;ũͿEŽďůĞKĂŬ>ŝĨĞ>ŝŵŝƚĞĚ;ƚŚĞ 'ƌŽƵƉͿ ĂĚŽƉƚĞĚ ^ ϭϳ /ŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚƐ ;^ϭϳͿĞĨĨĞĐƚŝǀĞϭ:ƵůLJϮϬϮϯ͘tŝƚŚĂƚƌĂŶƐŝƚŝŽŶ ĚĂƚĞŽĨϭ:ƵůLJϮϬϮϮƚŚŝƐĂĚŽƉƚŝŽŶŝŵƉĂĐƚĞĚƚŚĞ Group’s opening equity balances and included ƌĞƐƚĂƚĞŵĞŶƚ ŽĨ ƚŚĞ ĐŽŵƉĂƌĂƚŝǀĞ ĨŝŶĂŶĐŝĂů ŝŶĨŽƌŵĂƚŝŽŶĨŽƌƚŚĞLJĞĂƌĞŶĚĞĚϯϬ:ƵŶĞϮϬϮϯĂŶĚ ŽĨ ƚŚĞ ŽŶƐŽůŝĚĂƚĞĚ ^ƚĂƚĞŵĞŶƚ ŽĨ &ŝŶĂŶĐŝĂů WŽƐŝƚŝŽŶĂƐĂƚϭ:ƵůLJϮϬϮϮ͘^ϭϳŝƐĂĐŽŵƉůĞdž ĂĐĐŽƵŶƚŝŶŐ ƐƚĂŶĚĂƌĚ ƌĞƋƵŝƌŝŶŐ ĐŽŶƐŝĚĞƌĂďůĞ ũƵĚŐŵĞŶƚ ĂŶĚ ŝŶƚĞƌƉƌĞƚĂƚŝŽŶ ŝŶ ŝƚƐ ŝŵƉůĞŵĞŶƚĂƚŝŽŶǁŚŝĐŚŝŵƉĂĐƚƐŚŽǁƚŚĞ'ƌŽƵƉ ƌĞĐŽŐŶŝƐĞƐ͕ ŵĞĂƐƵƌĞƐ͕ ƉƌĞƐĞŶƚƐ ĂŶĚ ĚŝƐĐůŽƐĞƐ /ŶƐƵƌĂŶĐĞŽŶƚƌĂĐƚƐ͘ /Ŷ ĂĚŽƉƚŝŶŐ ^ ϭϳ͕ ƚŚĞ 'ƌŽƵƉ ŚĂƐ ŵĂĚĞ ĂŶ ĂĐĐŽƵŶƚŝŶŐƉŽůŝĐLJĐŚŽŝĐĞƚŽĂƉƉůLJďŽƚŚŵŽĚŝĨŝĞĚ ƌĞƚƌŽƐƉĞĐƚŝǀĞ ĂŶĚ ĨĂŝƌ ǀĂůƵĞ ĂƉƉƌŽĂĐŚĞƐ ĨŽƌ ŐƌŽƵƉƐ ŽĨ ĐŽŶƚƌĂĐƚƐ ǁŚĞƌĞ ĨƵůů ƌĞƚƌŽƐƉĞĐƚŝǀĞ ĂƉƉůŝĐĂƚŝŽŶ ŝƐ ŝŵƉƌĂĐƚŝĐĂďůĞ͘ dŚĞ ŵŽĚŝĨŝĞĚ ƌĞƚƌŽƐƉĞĐƚŝǀĞ ĂƉƉƌŽĂĐŚ ƵƐĞƐ ƌĞĂƐŽŶĂďůĞ ĂŶĚ ƐƵƉƉŽƌƚĂďůĞŝŶĨŽƌŵĂƚŝŽŶƚŽĂĐŚŝĞǀĞƚŚĞĐůŽƐĞƐƚ ŽƵƚĐŽŵĞ ƚŽ ĨƵůů ƌĞƚƌŽƐƉĞĐƚŝǀĞ ĂƉƉůŝĐĂƚŝŽŶ ǁŝƚŚŽƵƚ ƵŶĚƵĞ ĐŽƐƚ Žƌ ĞĨĨŽƌƚ͘ dŚĞ ĨĂŝƌ ǀĂůƵĞ ĂƉƉƌŽĂĐŚ ĐĂůĐƵůĂƚĞƐ ƚŚĞ ŝŶŝƚŝĂů ŽŶƚƌĂĐƚƵĂů ^ĞƌǀŝĐĞDĂƌŐŝŶ;^DͿĂƐƚŚĞĚŝĨĨĞƌĞŶĐĞďĞƚǁĞĞŶ ƚŚĞĨĂŝƌǀĂůƵĞŽĨĂŐƌŽƵƉŽĨŝŶƐƵƌĂŶĐĞĐŽŶƚƌĂĐƚƐ ĂŶĚƚŚĞĨƵůĨŝůůŵĞŶƚĐĂƐŚĨůŽǁƐŵĞĂƐƵƌĞĚĂƚƚŚĂƚ ĚĂƚĞ͘ dŚĞƌĞĂƌĞŵĂŶLJĐŽŵƉŽŶĞŶƚƐĞŵďĞĚĚĞĚŝŶƚŚĞ ĚĞƚĞƌŵŝŶĂƚŝŽŶ ƚŚĞ ŝŶƐƵƌĂŶĐĞ ĐŽŶƚƌĂĐƚ ůŝĂďŝůŝƚŝĞƐ ĂŶĚŝŶŝƚŝĂů^DĂƐĂƚϭ:ƵůLJϮϬϮϮƚŚĂƚƌĞƋƵŝƌĞĚ ŵĂŶĂŐĞŵĞŶƚ ƚŽ ŵĂŬĞ ũƵĚŐŵĞŶƚƐ ĂŶĚ ĂƐƐƵŵƉƚŝŽŶƐƌĞůĂƚĞĚƚŽ;ϭͿƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐ ŽĨ ƚŚĞ ŵŽĚŝĨŝĞĚ ƌĞƚƌŽƐƉĞĐƚŝǀĞ ĂŶĚ ĨĂŝƌ ǀĂůƵĞ ŵĞƚŚŽĚŽůŽŐŝĞƐ͕ ;ϮͿ ƚŚĞ ĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐ ŽĨ ƚŚĞ ǀĂůƵĂƚŝŽŶŵŽĚĞůƐƚŚĂƚŝŶĐŽƌƉŽƌĂƚĞƉƌŽũĞĐƚŝŽŶƐŽĨ ĐĂƐŚ ŝŶĨůŽǁƐ ĂŶĚ ŽƵƚĨůŽǁƐ͕ ĂŶĚ ;ϯͿ ƚŚĞ ĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐ ŽĨ ĚŝƐĐŽƵŶƚ ƌĂƚĞƐ͘ ƵĚŝƚŝŶŐ ŽĨ ƚŚĞƐĞ ũƵĚŐŵĞŶƚƐ͕ ĂƐƐƵŵƉƚŝŽŶƐ ĂŶĚ ĞƐƚŝŵĂƚĞƐ ƌĞƋƵŝƌĞĚĂŚŝŐŚĚĞŐƌĞĞŽĨĂƵĚŝƚŽƌũƵĚŐŵĞŶƚĂŶĚ ĂŶŝŶĐƌĞĂƐĞĚĞdžƚĞŶƚŽĨĂƵĚŝƚĞĨĨŽƌƚ͕ŝŶĐůƵĚŝŶŐƚŚĞ ŶĞĞĚƚŽŝŶǀŽůǀĞĂĐƚƵĂƌŝĂůƐƉĞĐŝĂůŝƐƚƐ͘ tŝƚŚƚŚĞĂƐƐŝƐƚĂŶĐĞŽĨĂĐƚƵĂƌŝĂůĂŶĚƚĞĐŚŶŝĐĂůĂĐĐŽƵŶƚŝŶŐ ƐƉĞĐŝĂůŝƐƚƐ͕ŽƵƌĂƵĚŝƚƉƌŽĐĞĚƵƌĞƐƌĞůĂƚĞĚƚŽƚŚĞĂĚŽƉƚŝŽŶŽĨ ^ϭϳĂƐĂƚϭ:ƵůLJϮϬϮϮŝŶĐůƵĚĞĚďƵƚǁĞƌĞŶŽƚůŝŵŝƚĞĚƚŽ͗ • ǀĂůƵĂƚŝŶŐ ƚŚĞ reasonability of management’s data, ŵĞƚŚŽĚŽůŽŐLJ͕ŵŽĚĞůƐĂŶĚĂƐƐƵŵƉƚŝŽŶƐĂƐǁĞůůĂƐƚŚĞ ĂƉƉůŝĐĂƚŝŽŶ ŽĨ ƚŚĞ ĐŚŽƐĞŶ ƚƌĂŶƐŝƚŝŽŶ ƉƌŽǀŝƐŝŽŶ ŽĨ ƚŚĞ ŵŽĚŝĨŝĞĚ ƌĞƚƌŽƐƉĞĐƚŝǀĞ ĂƉƉƌŽĂĐŚ ĂŐĂŝŶƐƚ ƚŚĞ ƌĞƋƵŝƌĞŵĞŶƚƐŽĨ^ϭϳ͘ • Evaluating management’s selection of the fair ǀĂůƵĞ ĂƉƉƌŽĂĐŚ ĂŐĂŝŶƐƚ ƚŚĞ ƌĞƋƵŝƌĞŵĞŶƚƐ ŽĨ ^ ϭϳ ĂŶĚ ^ϭϯ&ĂŝƌsĂůƵĞDĞĂƐƵƌĞŵĞŶƚ͘ • ƐƐĞƐƐŝŶŐƚŚĞƉƌŽũĞĐƚŝŽŶƐŽĨĐĂƐŚŝŶĨůŽǁƐĂŶĚŽƵƚĨůŽǁƐ ďLJ͗ o ǀĂůƵĂƚŝŶŐ ƚŚĞ ǀĂůƵĂƚŝŽŶ ŵŽĚĞůƐ ĂŶĚ ŵĞƚŚŽĚŽůŽŐŝĞƐĂŶĚƚŚĞŝƌĂƉƉůŝĐĂďŝůŝƚLJƵŶĚĞƌ^ ϭϳ͖ o džĂŵŝŶŝŶŐ ƚŚĞ ĂƵĚŝƚĞĚ ŚŝƐƚŽƌŝĐĂů ƉƌŽũĞĐƚĞĚ ĐĂƐŚĨůŽǁƐ ĂŶĚ ĂƐƐƵŵƉƚŝŽŶƐ ƚŽ ĞŶƐƵƌĞ ƚŚĞLJ ĂƌĞ ŝŶĐŽƌƉŽƌĂƚĞĚŝŶƚŽƚŚĞƚƌĂŶƐŝƚŝŽŶǀĂůƵĂƚŝŽŶŵŽĚĞůƐ ĂƐĂƉƉůŝĐĂďůĞ͖ o Evaluating management’s accounting policy ĐŚŽŝĐĞƐ ĂŶĚ ŵĞƚŚŽĚŽůŽŐLJ ũƵĚŐĞŵĞŶƚƐ ĨŽƌ ƌĞǀŝƐŝŽŶƐŽĨŬĞLJĂƐƐƵŵƉƚŝŽŶƐƵŶĚĞƌ^ϭϳ͖ĂŶĚ o dĞƐƚŝŶŐƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐ ŽĨĐĞƌƚĂŝŶǀĂůƵĂƚŝŽŶ ŵŽĚĞůƐ ƵƐĞĚ ŝŶ ƚŚĞ ĞƐƚŝŵĂƚŝŽŶ ƉƌŽĐĞƐƐ ďLJ ĐĂůĐƵůĂƚŝŶŐ ĂŶ ŝŶĚĞƉĞŶĚĞŶƚ ĞƐƚŝŵĂƚĞ ŽĨ ƚŚĞ ŝŶƐƵƌĂŶĐĞ ĐŽŶƚƌĂĐƚ ůŝĂďŝůŝƚLJ ĨŽƌ Ă ƐĂŵƉůĞ ŽĨ ŝŶƐƵƌĂŶĐĞ ƉŽůŝĐŝĞƐ ĂŶĚ ĐŽŵƉĂƌŝŶŐ ƚŚĞ ƌĞƐƵůƚƐ ƚŽ the Group’s estimaƚĞ͘ • ǀĂůƵĂƚŝŶŐ ƚŚĞ ƌĞĂƐŽŶĂďůĞŶĞƐƐ ŽĨ ƚŚĞ ĚŝƐĐŽƵŶƚ ƌĂƚĞƐ ƵƐĞĚďLJƚĞƐƚŝŶŐƚŚĞƐŽƵƌĐĞŝŶĨŽƌŵĂƚŝŽŶƵŶĚĞƌůLJŝŶŐƚŚĞ ĚĞƚĞƌŵŝŶĂƚŝŽŶ ŽĨ ƚŚĞ ĚŝƐĐŽƵŶƚ ƌĂƚĞƐ͕ ĚĞǀĞůŽƉŝŶŐ Ă ƌĂŶŐĞŽĨŝŶĚĞƉĞŶĚĞŶƚĞƐƚŝŵĂƚĞƐĂŶĚĐŽŵƉĂƌŝŶŐƚŚŽƐĞ ƚŽƚŚĞĚŝƐĐŽƵŶƚƌĂƚĞƐƐĞůĞĐƚĞĚďLJŵĂŶĂŐĞŵĞŶƚ͘ • ƐƐĞƐƐŝŶŐƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐŽĨƚŚĞĚŝƐĐůŽƐƵƌĞƐŝŶƚŚĞ ĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐĂŐĂŝŶƐƚƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ ƵƐƚƌĂůŝĂŶĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚƐ͘ 120 NobleOak Life Limited Annual Report 2024 Independent Auditor’s Report continued <ĞLJƵĚŝƚDĂƚƚĞƌ ,ŽǁƚŚĞƐĐŽƉĞŽĨŽƵƌĂƵĚŝƚƌĞƐƉŽŶĚĞĚƚŽƚŚĞ<ĞLJƵĚŝƚ DĂƚƚĞƌ /ŶƐƵƌĂŶĐĞŽŶƚƌĂĐƚ>ŝĂďŝůŝƚŝĞƐ ƐƐĞƚŽƵƚŝŶŶŽƚĞϯ͘ϭƚŚĞ'ƌŽƵƉŚĂƐ/ŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ>ŝĂďŝůŝƚŝĞƐŽĨΨϭϳϱ͘ϭŵ;ϮϬϮϯ͗Ψϭϯϴ͘ϭŵͿ ƌĞƉƌĞƐĞŶƚŝŶŐ Ă ƐŝŐŶŝĨŝĐĂŶƚ ƉŽƌƚŝŽŶ ŽĨ ŝƚƐ ƚŽƚĂů ůŝĂďŝůŝƚŝĞƐ͘ /ŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ >ŝĂďŝůŝƚŝĞƐ ĂƌĞ ĚĞƚĞƌŵŝŶĞĚ ŝŶ ĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚ ^ ϭϳ͘ dŚŝƐ ƌĞƋƵŝƌĞƐ ƚŚĞ ƵƐĞ ŽĨ ĐŽŵƉůĞdž ǀĂůƵĂƚŝŽŶ ŵŽĚĞůƐ ĂŶĚĂƐƐƵŵƉƚŝŽŶƐƚŽŵĞĂƐƵƌĞŐƌŽƵƉƐŽĨĐŽŶƚƌĂĐƚƐ ĂƚĂŶĞƐƚŝŵĂƚĞŽĨƚŚĞƉƌĞƐĞŶƚǀĂůƵĞŽĨĨƵůĨŝůůŵĞŶƚ ĐĂƐŚ ĨůŽǁƐ͕ ǁŚŝĐŚ ŝŶĐůƵĚĞƐ ĂŶ ĞdžƉůŝĐŝƚ ƌŝƐŬ ĂĚũƵƐƚŵĞŶƚĨŽƌŶŽŶͲĨŝŶĂŶĐŝĂůƌŝƐŬĂŶĚƚŚĞ^D͘ hŶĚĞƌ ^ ϭϳ͕ ĨŽƌ ĐŽŶƚƌĂĐƚƐ ƚŚĂƚ ĂƉƉůLJ ƚŚĞ ŐĞŶĞƌĂů ŵĞĂƐƵƌĞŵĞŶƚ ŵŽĚĞů͕ /ŶƐƵƌĂŶĐĞ ZĞǀĞŶƵĞŝƐĚƌŝǀĞŶďLJƚŚĞǀĂůƵĂƚŝŽŶŽĨƚŚĞ ďĞƐƚ ĞƐƚŝŵĂƚĞ ĐĂƐŚ ĨůŽǁƐ ĂŶĚ ƚŚĞ ^D ǁŚŝĐŚ ŝƐ ƌĞůĞĂƐĞĚŝŶƚŽƚŚĞ^ƚĂƚĞŵĞŶƚŽĨŽŵƉƌĞŚĞŶƐŝǀĞ /ŶĐŽŵĞĂƐ/ŶƐƵƌĂŶĐĞZĞǀĞŶƵĞ͘^ŵĂůůĐŚĂŶŐĞƐŝŶ ĂƐƐƵŵƉƚŝŽŶƐĐĂŶƌĞƐƵůƚŝŶŵĂƚĞƌŝĂůŝŵƉĂĐƚƐƚŽƚŚĞ ǀĂůƵĂƚŝŽŶ ŽĨ ƚŚĞ /ŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ >ŝĂďŝůŝƚŝĞƐ ĂŶĚƚŚĞƌĞĨŽƌĞƚŚĞƌĞůĞĂƐĞŽĨƚŚĞ^D͘ dŚĞ ĂƐƐƵŵƉƚŝŽŶƐ ǁŝƚŚ ƚŚĞ ŐƌĞĂƚĞƐƚ ĞƐƚŝŵĂƚŝŽŶ ƵŶĐĞƌƚĂŝŶƚLJ ĂƌĞ ƚŚŽƐĞ ƌĞůĂƚĞĚ ƚŽ ƚĞƌŵŝŶĂƚŝŽŶƐ͕ ůĂƉƐĞƐ͕ ŝŶĐŝĚĞŶĐĞ ĂŶĚ ĞdžƉĞŶƐĞƐ͘ dŚĞƐĞ ĂƐƐƵŵƉƚŝŽŶƐ ƌĞƋƵŝƌĞĚ ƐŝŐŶŝĨŝĐĂŶƚ ĂƵĚŝƚŽƌ ĂƚƚĞŶƚŝŽŶ ŝŶ ƐƉĞĐŝĨŝĐ ĐŝƌĐƵŵƐƚĂŶĐĞƐ ǁŚĞƌĞ ;ϭͿ ƚŚĞƌĞŝƐůŝŵŝƚĞĚ'ƌŽƵƉĂŶĚŝŶĚƵƐƚƌLJĞdžƉĞƌŝĞŶĐĞ ĚĂƚĂ͕;ϮͿŚŝƐƚŽƌŝĐĂůĞdžƉĞƌŝĞŶĐĞŵĂLJŶŽƚďĞĂŐŽŽĚ ŝŶĚŝĐĂƚŽƌŽĨƚŚĞĨƵƚƵƌĞĂŶĚ;ϯͿƚŚĞĚĞƚĞƌŵŝŶĂƚŝŽŶ ŽĨ ĚŝƐĐŽƵŶƚ ƌĂƚĞƐ ƌĞƋƵŝƌĞƐ ŵĞĂƐƵƌĞŵĞŶƚ ŽĨ ƵŶŽďƐĞƌǀĂďůĞ ŵĂƌŬĞƚ ŝŶƉƵƚƐ͘ ƵĚŝƚŝŶŐ ŽĨ ǀĂůƵĂƚŝŽŶ ŵŽĚĞůƐ͕ ƚĞƌŵŝŶĂƚŝŽŶƐ͕ ůĂƉƐĞƐ͕ ŝŶĐŝĚĞŶĐĞĂŶĚĞdžƉĞŶƐĞĂƐƐƵŵƉƚŝŽŶƐƌĞƋƵŝƌĞĚĂ ŚŝŐŚ ĚĞŐƌĞĞ ŽĨ ĂƵĚŝƚŽƌ ũƵĚŐŵĞŶƚ ĂŶĚ ĂŶ ŝŶĐƌĞĂƐĞĚ ĞdžƚĞŶƚ ŽĨ ĂƵĚŝƚ ĞĨĨŽƌƚ͕ ŝŶĐůƵĚŝŶŐ ƚŚĞ ŶĞĞĚƚŽŝŶǀŽůǀĞĂĐƚƵĂƌŝĂůƐƉĞĐŝĂůŝƐƚƐ͘ /ŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚŽƵƌĂĐƚƵĂƌŝĂůƐƉĞĐŝĂůŝƐƚƐ͕ŽƵƌƉƌŽĐĞĚƵƌĞƐ ŝŶĐůƵĚĞĚ͕ďƵƚǁĞƌĞŶŽƚůŝŵŝƚĞĚƚŽ͗ • hŶĚĞƌƐƚĂŶĚŝŶŐ ĂŶĚ ĂƐƐĞƐƐŝŶŐ ƚŚĞ ĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐ ŽĨ ƚŚĞ ǀĂůƵĂƚŝŽŶ ŵĞƚŚŽĚŽůŽŐLJ͕ ǀĂůƵĂƚŝŽŶ ƉƌŽĐĞƐƐ ĂŶĚ ǀĂůƵĂƚŝŽŶŵŽĚĞůƵƐĞĚƚŽĐĂůĐƵůĂƚĞƚŚĞŝŶƐƵƌĂŶĐĞƉŽůŝĐLJ liabilities to ensure compliance with APRA’s Prudential ^ƚĂŶĚĂƌĚϯϰϬsĂůƵĂƚŝŽŶŽĨWŽůŝĐLJ>ŝĂďŝůŝƚŝĞƐĂŶĚ^ ϭϳ͖ • ǀĂůƵĂƚŝŶŐƚŚĞĚĞƐŝŐŶĂŶĚŝŵƉůĞŵĞŶƚĂƚŝŽŶŽĨƌĞůĞǀĂŶƚ ĐŽŶƚƌŽůƐ ƌĞůĂƚŝŶŐ ƚŽ ƚŚĞ ĂƐƐƵŵƉƚŝŽŶƐ͕ ŵĞƚŚŽĚŽůŽŐLJ ŵŽĚĞůƐĂŶĚĚĂƚĂƵƐĞĚŝŶƉŽůŝĐLJǀĂůƵĂƚŝŽŶ͖ • ǀĂůƵĂƚŝŶŐƚŚĞĐŽŵƉĞƚĞŶĐĞ͕ĐĂƉĂďŝůŝƚŝĞƐĂŶĚŽďũĞĐƚŝǀŝƚLJ of management’s expert; • dĞƐƚŝŶŐ͕ ŽŶ Ă ƐĂŵƉůĞ ďĂƐŝƐ͕ ƚŚĞ ĐŽŵƉůĞƚĞŶĞƐƐ ĂŶĚ ĂĐĐƵƌĂĐLJŽĨƚŚĞƉŽůŝĐLJĚĂƚĂƵƐĞĚŝŶƚŚĞĐĂůĐƵůĂƚŝŽŶŽĨ ƚŚĞ /ŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ >ŝĂďŝůŝƚŝĞƐ ŝŶĐůƵĚŝŶŐ ƚƌĂĐŝŶŐ ƌĞůĞǀĂŶƚ ĚĂƚĂĂƚƚƌŝďƵƚĞƐ͕ƉƌĞŵŝƵŵƐ͕ ĐůĂŝŵƐĞƐƚŝŵĂƚĞƐ ĂŶĚĐůĂŝŵƐƉĂLJŵĞŶƚƐƚŽƚŚŝƌĚƉĂƌƚLJĞǀŝĚĞŶĐĞ͖ • ƐƐĞƐƐŝŶŐ ƚŚĞ ǀĂůƵĂƚŝŽŶ ŵĞƚŚŽĚŽůŽŐLJ ĂŶĚ ŬĞLJ ĂƐƐƵŵƉƚŝŽŶƐ ;ŝŶĐůƵĚŝŶŐ ůĂƉƐĞ ƌĂƚĞƐ͕ ĚŝƐĐŽƵŶƚ ƌĂƚĞƐ͕ ŵŽƌƚĂůŝƚLJ͕ ŵŽƌďŝĚŝƚLJ͕ ŝŶĐŝĚĞŶĐĞ͕ ĞdžƉĞŶƐĞ ƌĂƚŝŽƐ ĂŶĚ ĞĐŽŶŽŵŝĐŝŶƉƵƚƐͿďLJ͗ o hŶĚĞƌƐƚĂŶĚŝŶŐŝĨƚŚĞŵĞƚŚŽĚŽůŽŐLJĂĚŽƉƚĞĚĂůŝŐŶƐ ǁŝƚŚĐŽŵŵŽŶŝŶĚƵƐƚƌLJƉƌĂĐƚŝĐĞ͖ o ǀĂůƵĂƚŝŶŐ ŬĞLJ ŝŶƚĞƌŶĂů ĂƐƐƵŵƉƚŝŽŶƐ ŝŶ ƚŚĞ LJĞĂƌ against the Group’s experience and their ĂůŝŐŶŵĞŶƚǁŝƚŚŝŶĚƵƐƚƌLJďĞŶĐŚŵĂƌŬƐ͖ĂŶĚ o ǀĂůƵĂƚŝŶŐ ŬĞLJ ĞĐŽŶŽŵŝĐ ĂƐƐƵŵƉƚŝŽŶƐ ĂŐĂŝŶƐƚ ŵĂƌŬĞƚŵŽǀĞŵĞŶƚƐĂŶĚŝŶĚƵƐƚƌLJƉƌĂĐƚŝĐĞ͘ • WĞƌĨŽƌŵŝŶŐ͕ŽŶĂƐĂŵƉůĞďĂƐŝƐ͕ŵŽĚĞůƉŽŝŶƚƚĞƐƚŝŶŐŽĨ ƚŚĞ ĐĂƐŚĨůŽǁƐ ƵƐĞĚ ŝŶ ĚĞƚĞƌŵŝŶŝŶŐ ƚŚĞ /ŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ>ŝĂďŝůŝƚŝĞƐƚŽƚĞƐƚƚŚĞĂĐĐƵƌĂĐLJŽĨƚŚĞŵŽĚĞů ŽƵƚƉƵƚƐ͖ • ŶĂůLJƐŝŶŐ ĐŚĂŶŐĞƐ ŝŶ͕ ĂŶĚ ĚŝƌĞĐƚŝŽŶĂů ĐŽŶƐŝƐƚĞŶĐLJ ŽĨ͕ this year’s reserves and profit with regards to ĂƐƐƵŵƉƚŝŽŶƐƵƐĞĚďLJŵĂŶĂŐĞŵĞŶƚ͕ƐƉĞĐŝĨŝĐĂůůLJƚŚŽƐĞ ĂƐƐƵŵƉƚŝŽŶƐƵƐĞĚŝŶƚŚĞƌĞůĞĂƐĞŽĨƚŚĞ^D͕ŝŶĐůƵĚŝŶŐ ƚŚĞ ĚĞƚĞƌŵŝŶĂƚŝŽŶ ŽĨ ĐŽǀĞƌĂŐĞ ƵŶŝƚƐ ĂŶĚ ƚŚĞ ĞdžƉĞƌŝĞŶĐĞ ĞǀŝĚĞŶĐĞĚ ďLJ ŵŽǀĞŵĞŶƚ ŝŶ ƵŶĚĞƌůLJŝŶŐ ĚĂƚĂ͖ĂŶĚ • ƐƐĞƐƐŝŶŐƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐŽĨƚŚĞĚŝƐĐůŽƐƵƌĞƐŝŶƚŚĞ ĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐĂŐĂŝŶƐƚƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ ƵƐƚƌĂůŝĂŶĐĐŽƵŶƚŝŶŐĂŶĚWƌƵĚĞŶƚŝĂů^ƚĂŶĚĂƌĚƐ͘ NobleOak Life Limited Annual Report 2024 121 Independent Auditor’s Report continued <ĞLJƵĚŝƚDĂƚƚĞƌ ,ŽǁƚŚĞƐĐŽƉĞŽĨŽƵƌĂƵĚŝƚƌĞƐƉŽŶĚĞĚƚŽƚŚĞ<ĞLJƵĚŝƚ DĂƚƚĞƌ ZĞŝŶƐƵƌĂŶĐĞWƌŽŐƌĂŵŵĞƐ ƐƐĞƚŽƵƚŝŶŶŽƚĞϯ͘ϮƚŚĞ'ƌŽƵƉŚĂƐΨϴϭ͘ϯŵŝůůŝŽŶ ŽĨZĞŝŶƐƵƌĂŶĐĞŽŶƚƌĂĐƚƐƐĞƚƐ͘dŚĞƌĞŝŶƐƵƌĂŶĐĞ programmes that give rise to the Group’s ZĞŝŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ ƐƐĞƚƐ ĂƌĞ ĐŽŵƉůĞdž͘ tĞ ĐŽŶƐŝĚĞƌƚŚĞŵĂŶĂŐĞŵĞŶƚŽĨƚŚĞƐĞƌĞŝŶƐƵƌĂŶĐĞ ƉƌŽŐƌĂŵŵĞƐƚŽďĞĂŬĞLJĂƵĚŝƚŵĂƚƚĞƌĚƵĞƚŽƚŚĞ ĐŽŵƉůĞdžŝƚLJ ŽĨ ƚŚĞŝƌ ĂƉƉůŝĐĂƚŝŽŶ ĂŶĚ ĐŽǀĞƌĂŐĞ͕ ĂŶĚƚŚĞŝŵƉŽƌƚĂŶĐĞŽĨƚŚĞƐĞƉƌŽŐƌĂŵŵĞƐƚŽƚŚĞ Group’s capital adequacy. The Group have ĞdžĞĐƵƚĞĚƐĞǀĞƌĂůĐĂƉŝƚĂůŵĂŶĂŐĞŵĞŶƚĂĐƚŝŽŶƐƚŽ ƌĞƐƉŽŶĚ ƚŽ ƚŚĞ ĂƐƐĞƚ ĐŽŶĐĞŶƚƌĂƚŝŽŶ ƌŝƐŬ ƚŚĂƚ ĂƌŝƐĞƐ ĨƌŽŵ ƚŚĞ ƌĞŝŶƐƵƌĂŶĐĞ ĐŽŶƚƌĂĐƚ ĂƐƐĞƚƐ ŝŶ ƌĞĐĞŶƚ LJĞĂƌƐ͘ dŚŝƐ ŚĂƐ ƌĞƋƵŝƌĞĚ ƚŚĞ ƵƐĞ ŽĨ ƐŝŐŶŝĨŝĐĂŶƚũƵĚŐĞŵĞŶƚŝŶƚŚĞŵĂŶĂŐĞŵĞŶƚŽĨƚŚĞ ƌĞŝŶƐƵƌĂŶĐĞƉƌŽŐƌĂŵŵĞƐ͘dŚĞƐĞĂƌĞĚŝƐĐůŽƐĞĚŝŶ EŽƚĞϯ͘ϰ͘ /ŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚŽƵƌĂĐƚƵĂƌŝĂůƐƉĞĐŝĂůŝƐƚƐ͕ŽƵƌƉƌŽĐĞĚƵƌĞƐ ŝŶĐůƵĚĞĚ͕ďƵƚǁĞƌĞŶŽƚůŝŵŝƚĞĚƚŽ͗ • ĞǀĞůŽƉŝŶŐĂŶƵŶĚĞƌƐƚĂŶĚŝŶŐŽĨƚŚĞĐŽŶƚƌŽůĂĐƚŝǀŝƚŝĞƐ relevant to the Group’s process for determining ZĞŝŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ ƐƐĞƚƐ͕ ĂŶĚ ĨŽƌ ĐĞƌƚĂŝŶ ĐŽŶƚƌŽů ĂĐƚŝǀŝƚŝĞƐ͕ĂƐƐĞƐƐŝŶŐǁŚĞƚŚĞƌƚŚĞLJǁĞƌĞĂƉƉƌŽƉƌŝĂƚĞůLJ ĚĞƐŝŐŶĞĚ͖ • ǀĂůƵĂƚŝŶŐ Ă ƐĂŵƉůĞ ŽĨ ZĞŝŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ ƐƐĞƚƐ ŚĞůĚ ďLJ EŽďůĞKĂŬ ĂŐĂŝŶƐƚ ƵŶĚĞƌůLJŝŶŐ ĐŽŶƚƌĂĐƚƐ ƚŽ ĂƐƐĞƐƐƚŚĞĞdžŝƐƚĞŶĐĞĂŶĚƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐŽĨƚŚĞŝƌ ĂĐĐŽƵŶƚŝŶŐƌĞĐŽŐŶŝƚŝŽŶĂŶĚŵĞĂƐƵƌĞŵĞŶƚ͖ • ƐƐĞƐƐŝŶŐ ŽŶ Ă ƐĂŵƉůŝŶŐ ďĂƐŝƐ ƚŚĞ ǀĂůƵĂƚŝŽŶ ŽĨ ƚŚĞ ZĞŝŶƐƵƌĂŶĐĞ ŽŶƚƌĂĐƚ ƐƐĞƚƐ ŝŶĐůƵĚŝŶŐ ĐŽŶƐŝĚĞƌŝŶŐ ĐƌĞĚŝƚǁŽƌƚŚŝŶĞƐƐŽĨƚŚĞƌĞŝŶƐƵƌĂŶĐĞƉƌŽǀŝĚĞƌ͖ • ƐƐĞƐƐŝŶŐŽŶĂƐĂŵƉůŝŶŐďĂƐŝƐƚŚĞĐĂƉŝƚĂůŵĂŶĂŐĞŵĞŶƚ ĂĐƚŝŽŶƐ ƚĂŬĞŶ ďLJ ŵĂŶĂŐĞŵĞŶƚ ƚŽ ŵŝƚŝŐĂƚĞ ƚŚĞ ĂƐƐĞƚ ĐŽŶĐĞŶƚƌĂƚŝŽŶ ƌŝƐŬ͕ ŝŶĐůƵĚŝŶŐ ƚŽ ůĞƚƚĞƌƐ ŽĨ ĐƌĞĚŝƚ ĂŶĚ ďĂŶŬŐƵĂƌĂŶƚĞĞƐ͖ĂŶĚ • ƐƐĞƐƐŝŶŐ ƚŚĞ ƌĞĂƐŽŶĂďůĞŶĞƐƐ ŽĨ ƚŚĞ ĂƐƐĞƚ ĐŽŶĐĞŶƚƌĂƚŝŽŶƌŝƐŬĐŚĂƌŐĞĐĂůĐƵůĂƚŝŽŶƐĂŶĚƚŚĞƌĞůĂƚĞĚ ƌĞŝŶƐƵƌĂŶĐĞĚŝƐĐůŽƐƵƌĞƐŝŶƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĂŐĂŝŶƐƚ ƚŚĞ ƌĞƋƵŝƌĞŵĞŶƚƐ ŽĨ ƵƐƚƌĂůŝĂŶ ĐĐŽƵŶƚŝŶŐ ĂŶĚ WƌƵĚĞŶƚŝĂů^ƚĂŶĚĂƌĚƐ͘ ŽŶƚƌŽů ŶǀŝƌŽŶŵĞŶƚ ŝŶĐůƵĚŝŶŐ 'ĞŶĞƌĂů /ŶĨŽƌŵĂƚŝŽŶdĞĐŚŶŽůŽŐLJŽŶƚƌŽůƐ The Group’s operations and financial reporting ƉƌŽĐĞƐƐĞƐĂƌĞŚĞĂǀŝůLJĚĞƉĞŶĚĞŶƚŽŶ/ŶĨŽƌŵĂƚŝŽŶ dĞĐŚŶŽůŽŐLJ;/dͿƐLJƐƚĞŵƐĂŶĚĂƐƐŽĐŝĂƚĞĚŵĂŶƵĂů ďƵƐŝŶĞƐƐƉƌŽĐĞƐƐĐŽŶƚƌŽůƐĨŽƌƚŚĞƉƌŽĐĞƐƐŝŶŐĂŶĚ ƌĞĐŽƌĚŝŶŐŽĨĂƐŝŐŶŝĨŝĐĂŶƚǀŽůƵŵĞŽĨƚƌĂŶƐĂĐƚŝŽŶƐ͘ /ŶĂĚĚŝƚŝŽŶ͕ƚŚĞ'ƌŽƵƉŝƐƌĞůŝĂŶƚŽŶƚŚĞƉƌŽĐĞƐƐ ĂŶĚ ĐŽŶƚƌŽů ĞŶǀŝƌŽŶŵĞŶƚ ǁŝƚŚŝŶ ŝƚƐ ƐƚƌĂƚĞŐŝĐ ƉĂƌƚŶĞƌƐĂŶĚƐƉĞĐŝĂůŝƐƚƐĞƌǀŝĐĞƉƌŽǀŝĚĞƌƐ͘ tĞ ŚĂǀĞ ŝĚĞŶƚŝĨŝĞĚ ĂƐ Ă ŬĞLJ ĂƵĚŝƚ ŵĂƚƚĞƌ ƚŚĞ ƌĞůŝĂŶĐĞŽŶƚŚĞǀĂƌŝŽƵƐ/dƐLJƐƚĞŵƐĂŶĚŵĂŶƵĂů ďƵƐŝŶĞƐƐ ƉƌŽĐĞƐƐĞƐ ĐŽŶƚƌŽůƐ ďŽƚŚ ǁŝƚŚŝŶ ƚŚĞ 'ƌŽƵƉ ĂŶĚ ŝƚƐ ƐƚƌĂƚĞŐŝĐ ƉĂƌƚŶĞƌƐ Žƌ ƐƉĞĐŝĂůŝƐƚ ƐĞƌǀŝĐĞƉƌŽǀŝĚĞƌƐ͕ŐŝǀĞŶŝƚƐƐŝŐŶŝĨŝĐĂŶƚŝŵƉĂĐƚŽŶ ŽƵƌĂƵĚŝƚĂƉƉƌŽĂĐŚ͘ /Ŷ ĐŽŶũƵŶĐƚŝŽŶ ǁŝƚŚ ŽƵƌ /d ĂŶĚ ĂĐƚƵĂƌŝĂů ƐƉĞĐŝĂůŝƐƚƐ͕ ŽƵƌ ƉƌŽĐĞĚƵƌĞƐŝŶĐůƵĚĞĚ͕ďƵƚǁĞƌĞŶŽƚůŝŵŝƚĞĚƚŽ͗ • ĞƚĞƌŵŝŶŝŶŐ͕ ƚŚƌŽƵŐŚ ĚŝƐĐƵƐƐŝŽŶƐ ǁŝƚŚ ŵĂŶĂŐĞŵĞŶƚ͕ ƚŚĞ/dƐLJƐƚĞŵƐĂŶĚŵĂŶƵĂůďƵƐŝŶĞƐƐƉƌŽĐĞƐƐĐŽŶƚƌŽůƐ ƌĞůĞǀĂŶƚƚŽƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶŐƉƌŽĐĞƐƐ͖ • ĞǀĞůŽƉŝŶŐĂŶƵŶĚĞƌƐƚĂŶĚŝŶŐŽĨƚŚĞŵĂŶƵĂůďƵƐŝŶĞƐƐ ƉƌŽĐĞƐƐ ĐŽŶƚƌŽůƐ ŝŵƉůĞŵĞŶƚĞĚ ŽǀĞƌ ŝŶĨŽƌŵĂƚŝŽŶ ĐŽŵŝŶŐĨƌŽŵƚŚĞƐƚƌĂƚĞŐŝĐƉĂƌƚŶĞƌƐŽƌƐƉĞĐŝĂůŝƐƚƐĞƌǀŝĐĞ providers’ systems; • dĞƐƚŝŶŐ ƚŚĞ ĚĞƐŝŐŶ ĂŶĚ ŝŵƉůĞŵĞŶƚĂƚŝŽŶ ŽĨ ƌĞůĞǀĂŶƚ ŵĂŶƵĂůďƵƐŝŶĞƐƐƉƌŽĐĞƐƐĐŽŶƚƌŽůƐ͖ĂŶĚ • tŚĞƌĞǁĞŝĚĞŶƚŝĨŝĞĚŵĂƚƚĞƌƐƌĞůĂƚŝŶŐƚŽƚŚĞĚĞƐŝŐŶŽƌ ŝŵƉůĞŵĞŶƚĂƚŝŽŶŽĨƚŚĞ/dƐLJƐƚĞŵƐŽƌŵĂŶƵĂůďƵƐŝŶĞƐƐ ƉƌŽĐĞƐƐĐŽŶƚƌŽůƐƌĞůĞǀĂŶƚƚŽŽƵƌĂƵĚŝƚǁĞǀĂƌŝĞĚƚŚĞ ŶĂƚƵƌĞ͕ ƚŝŵŝŶŐ ĂŶĚ ĞdžƚĞŶƚ ŽĨ ŽƵƌ ƐƵďƐƚĂŶƚŝǀĞ ƉƌŽĐĞĚƵƌĞƐ͘ 122 NobleOak Life Limited Annual Report 2024 Independent Auditor’s Report continued KƚŚĞƌ/ŶĨŽƌŵĂƚŝŽŶ dŚĞĚŝƌĞĐƚŽƌƐĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶ͘dŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĐŽŵƉƌŝƐĞƐƚŚĞŝŶĨŽƌŵĂƚŝŽŶŝŶĐůƵĚĞĚ ŝŶƚŚĞGroup and Company’s ĂŶŶƵĂůƌĞƉŽƌƚĨŽƌƚŚĞLJĞĂƌĞŶĚĞĚϯϬ:ƵŶĞϮϬϮϰ͕ďƵƚĚŽĞƐŶŽƚŝŶĐůƵĚĞƚŚĞ&ŝŶĂŶĐŝĂů ZĞƉŽƌƚ͕ZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ͕and our auditor’s report ƚŚĞƌĞŽŶ͘ KƵƌŽƉŝŶŝŽŶŽŶƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĚŽĞƐŶŽƚĐŽǀĞƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĂŶĚǁĞĚŽŶŽƚĞdžƉƌĞƐƐĂŶLJĨŽƌŵŽĨ ĂƐƐƵƌĂŶĐĞĐŽŶĐůƵƐŝŽŶƚŚĞƌĞŽŶ͘ /ŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚŽƵƌĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ŽƵƌƌĞƐƉŽŶƐŝďŝůŝƚLJŝƐƚŽƌĞĂĚƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĂŶĚ͕ŝŶĚŽŝŶŐ ƐŽ͕ĐŽŶƐŝĚĞƌǁŚĞƚŚĞƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶŝƐŵĂƚĞƌŝĂůůLJŝŶĐŽŶƐŝƐƚĞŶƚǁŝƚŚƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽƌŽƵƌŬŶŽǁůĞĚŐĞ ŽďƚĂŝŶĞĚŝŶƚŚĞĂƵĚŝƚ͕ŽƌŽƚŚĞƌǁŝƐĞĂƉƉĞĂƌƐƚŽďĞŵĂƚĞƌŝĂůůLJŵŝƐƐƚĂƚĞĚ͘/Ĩ͕ďĂƐĞĚŽŶƚŚĞǁŽƌŬǁĞŚĂǀĞƉĞƌĨŽƌŵĞĚ͕ ǁĞĐŽŶĐůƵĚĞƚŚĂƚƚŚĞƌĞŝƐĂŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚŽĨƚŚŝƐŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶ͕ǁĞĂƌĞƌĞƋƵŝƌĞĚƚŽƌĞƉŽƌƚƚŚĂƚĨĂĐƚ͘ tĞŚĂǀĞŶŽƚŚŝŶŐƚŽƌĞƉŽƌƚŝŶƚŚŝƐƌĞŐĂƌĚ͘ ZĞƐƉŽŶƐŝďŝůŝƚŝĞƐŽĨƚŚĞŝƌĞĐƚŽƌƐĨŽƌƚŚĞ&ŝŶĂŶĐŝĂůZĞƉŽƌƚ dŚĞĚŝƌĞĐƚŽƌƐĂƌĞƌĞƐƉŽŶƐŝďůĞ͗ • &ŽƌƚŚĞƉƌĞƉĂƌĂƚŝŽŶŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ŝŶĐůƵĚŝŶŐŐŝǀŝŶŐĂ ƚƌƵĞĂŶĚĨĂŝƌǀŝĞǁŽĨƚŚĞĨŝŶĂŶĐŝĂůƉŽƐŝƚŝŽŶĂŶĚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ'ƌŽƵƉŽƌŽŵƉĂŶLJŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚ ƵƐƚƌĂůŝĂŶĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚƐ͖ĂŶĚ • &ŽƌƐƵĐŚŝŶƚĞƌŶĂůĐŽŶƚƌŽůĂƐƚŚĞĚŝƌĞĐƚŽƌƐĚĞƚĞƌŵŝŶĞŝƐŶĞĐĞƐƐĂƌLJƚŽĞŶĂďůĞƚŚĞƉƌĞƉĂƌĂƚŝŽŶŽĨƚŚĞĨŝŶĂŶĐŝĂů ƌĞƉŽƌƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ŝŶĐůƵĚŝŶŐŐŝǀŝŶŐĂƚƌƵĞĂŶĚĨĂŝƌǀŝĞǁŽĨƚŚĞĨŝŶĂŶĐŝĂů ƉŽƐŝƚŝŽŶĂŶĚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ'ƌŽƵƉŽƌŽŵƉĂŶLJ͕ĂŶĚŝƐĨƌĞĞĨƌŽŵŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚ͕ǁŚĞƚŚĞƌĚƵĞƚŽ ĨƌĂƵĚŽƌĞƌƌŽƌ͘ /ŶƉƌĞƉĂƌŝŶŐƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ƚŚĞĚŝƌĞĐƚŽƌƐĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌĂƐƐĞƐƐŝŶŐƚŚĞĂďŝůŝƚLJŽĨƚŚĞ'ƌŽƵƉŽƌŽŵƉĂŶLJ ƚŽĐŽŶƚŝŶƵĞĂƐĂŐŽŝŶŐĐŽŶĐĞƌŶ͕ĚŝƐĐůŽƐŝŶŐ͕ĂƐĂƉƉůŝĐĂďůĞ͕ŵĂƚƚĞƌƐƌĞůĂƚĞĚƚŽŐŽŝŶŐĐŽŶĐĞƌŶĂŶĚƵƐŝŶŐƚŚĞŐŽŝŶŐ ĐŽŶĐĞƌŶďĂƐŝƐŽĨĂĐĐŽƵŶƚŝŶŐƵŶůĞƐƐƚŚĞĚŝƌĞĐƚŽƌƐĞŝƚŚĞƌŝŶƚĞŶĚƚŽůŝƋƵŝĚĂƚĞƚŚĞ'ƌŽƵƉŽƌŽŵƉĂŶLJŽƌƚŽĐĞĂƐĞ ŽƉĞƌĂƚŝŽŶƐ͕ŽƌŚĂƐŶŽƌĞĂůŝƐƚŝĐĂůƚĞƌŶĂƚŝǀĞďƵƚƚŽĚŽƐŽ͘ Auditor’s Responsibilities for the Audit of the Financial Report KƵƌŽďũĞĐƚŝǀĞƐĂƌĞƚŽŽďƚĂŝŶƌĞĂƐŽŶĂďůĞĂƐƐƵƌĂŶĐĞĂďŽƵƚǁŚĞƚŚĞƌƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĂƐĂǁŚŽůĞŝƐĨƌĞĞĨƌŽŵ ŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚ͕ǁŚĞƚŚĞƌĚƵĞƚŽĨƌĂƵĚŽƌĞƌƌŽƌ͕ĂŶd to issue an auditor’s report that includes our opinion. ZĞĂƐŽŶĂďůĞĂƐƐƵƌĂŶĐĞŝƐĂŚŝŐŚůĞǀĞůŽĨĂƐƐƵƌĂŶĐĞ͕ďƵƚŝƐŶŽƚĂŐƵĂƌĂŶƚĞĞƚŚĂƚĂŶĂƵĚŝƚĐŽŶĚƵĐƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚƚŚĞƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐǁŝůůĂůǁĂLJƐĚĞƚĞĐƚĂŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚǁŚĞŶŝƚĞdžŝƐƚƐ͘DŝƐƐƚĂƚĞŵĞŶƚƐ ĐĂŶĂƌŝƐĞĨƌŽŵĨƌĂƵĚŽƌĞƌƌŽƌĂŶĚĂƌĞĐŽŶƐŝĚĞƌĞĚŵĂƚĞƌŝĂůŝĨ͕ŝŶĚŝǀŝĚƵĂůůLJŽƌŝŶƚŚĞĂŐŐƌĞŐĂƚĞ͕ƚŚĞLJĐŽƵůĚƌĞĂƐŽŶĂďůLJ ďĞĞdžƉĞĐƚĞĚƚŽŝŶĨůƵĞŶĐĞƚŚĞĞĐŽŶŽŵŝĐĚĞĐŝƐŝŽŶƐŽĨƵƐĞƌƐƚĂŬĞŶŽŶƚŚĞďĂƐŝƐŽĨƚŚŝƐĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͘ ƐƉĂƌƚŽĨĂŶĂƵĚŝƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐ͕ǁĞĞdžĞƌĐŝƐĞƉƌŽĨĞƐƐŝŽŶĂůũƵĚŐĞŵĞŶƚĂŶĚ ŵĂŝŶƚĂŝŶƉƌŽĨĞƐƐŝŽŶĂůƐĐĞƉƚŝĐŝƐŵƚŚƌŽƵŐŚŽƵƚƚŚĞĂƵĚŝƚ͘tĞĂůƐŽ͗ • /ĚĞŶƚŝĨLJĂŶĚĂƐƐĞƐƐƚŚĞƌŝƐŬƐŽĨŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ǁŚĞƚŚĞƌĚƵĞƚŽĨƌĂƵĚŽƌĞƌƌŽƌ͕ ĚĞƐŝŐŶĂŶĚƉĞƌĨŽƌŵĂƵĚŝƚƉƌŽĐĞĚƵƌĞƐƌĞƐƉŽŶƐŝǀĞƚŽƚŚŽƐĞƌŝƐŬƐ͕ĂŶĚŽďƚĂŝŶĂƵĚŝƚĞǀŝĚĞŶĐĞƚŚĂƚŝƐƐƵĨĨŝĐŝĞŶƚ ĂŶĚĂƉƉƌŽƉƌŝĂƚĞƚŽƉƌŽǀŝĚĞĂďĂƐŝƐĨŽƌŽƵƌŽƉŝŶŝŽŶ͘dŚĞƌŝƐŬŽĨŶŽƚĚĞƚĞĐƚŝŶŐĂŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚƌĞƐƵůƚŝŶŐ ĨƌŽŵĨƌĂƵĚŝƐŚŝŐŚĞƌƚŚĂŶĨŽƌŽŶĞƌĞƐƵůƚŝŶŐĨƌŽŵĞƌƌŽƌ͕ĂƐĨƌĂƵĚŵĂLJŝŶǀŽůǀĞĐŽůůƵƐŝŽŶ͕ĨŽƌŐĞƌLJ͕ŝŶƚĞŶƚŝŽŶĂů ŽŵŝƐƐŝŽŶƐ͕ŵŝƐƌĞƉƌĞƐĞŶƚĂƚŝŽŶƐ͕ŽƌƚŚĞŽǀĞƌƌŝĚĞŽĨŝŶƚĞƌŶĂůĐŽŶƚƌŽů͘ • KďƚĂŝŶĂŶƵŶĚĞƌƐƚĂŶĚŝŶŐŽĨŝŶƚĞƌŶĂůĐŽŶƚƌŽůƌĞůĞǀĂŶƚƚŽƚŚĞĂƵĚŝƚŝŶŽƌĚĞƌƚŽĚĞƐŝŐŶĂƵĚŝƚƉƌŽĐĞĚƵƌĞƐƚŚĂƚĂƌĞ ĂƉƉƌŽƉƌŝĂƚĞŝŶƚŚĞĐŝƌĐƵŵƐƚĂŶĐĞƐ͕ďƵƚŶŽƚĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞdžƉƌĞƐƐŝŶŐĂŶŽƉŝŶŝŽŶŽŶƚŚĞĞĨĨĞĐƚŝǀĞŶĞƐƐŽĨ ƚŚĞ'ƌŽƵƉor the Company’s ŝŶƚĞƌŶĂůĐŽŶƚƌŽů͘ • ǀĂůƵĂƚĞƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐŽĨĂĐĐŽƵŶƚŝŶŐƉŽůŝĐŝĞƐƵƐĞĚĂŶĚƚŚĞƌĞĂƐŽŶĂďůĞŶĞƐƐŽĨĂĐĐŽƵŶƚŝŶŐĞƐƚŝŵĂƚĞƐĂŶĚ ƌĞůĂƚĞĚĚŝƐĐůŽƐƵƌĞƐŵĂĚĞďLJƚŚĞĚŝƌĞĐƚŽƌƐ͘ • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, baseĚŽŶ ƚŚĞĂƵĚŝƚĞǀŝĚĞŶĐĞŽďƚĂŝŶĞĚ͕ǁŚĞƚŚĞƌĂŵĂƚĞƌŝĂůƵŶĐĞƌƚĂŝŶƚLJĞdžŝƐƚƐƌĞůĂƚĞĚƚŽĞǀĞŶƚƐŽƌĐŽŶĚŝƚŝŽŶƐƚŚĂƚŵĂLJ NobleOak Life Limited Annual Report 2024 123 Independent Auditor’s Report continued ĐĂƐƚƐŝŐŶŝĨŝĐĂŶƚĚŽƵďƚŽŶƚŚĞGroup or the Company’sĂďŝůŝƚLJƚŽĐŽŶƚŝŶƵĞĂƐĂŐŽŝŶŐĐŽŶĐĞƌŶ͘/ĨǁĞĐŽŶĐůƵĚĞ ƚŚĂƚĂŵĂƚĞƌŝĂůƵŶĐĞƌƚĂŝŶƚLJĞdžŝƐƚƐ͕we are required to draw attention in our auditor’s report to the related ĚŝƐĐůŽƐƵƌĞƐ ŝŶ ƚŚĞ ĨŝŶĂŶĐŝĂů ƌĞƉŽƌƚ Žƌ͕ ŝĨ ƐƵĐŚ ĚŝƐĐůŽƐƵƌĞƐ ĂƌĞ ŝŶĂĚĞƋƵĂƚĞ͕ ƚŽ ŵŽĚŝĨLJ ŽƵƌ ŽƉŝŶŝŽŶ͘ KƵƌ ĐŽŶĐůƵƐŝŽŶƐĂƌĞďĂƐĞĚŽŶƚŚĞĂƵĚŝƚĞǀŝĚĞŶĐĞŽďƚĂŝŶĞĚƵƉƚŽƚŚĞĚĂƚĞŽĨŽƵƌĂƵĚŝtor’s report. However, future ĞǀĞŶƚƐŽƌĐŽŶĚŝƚŝŽŶƐŵĂLJĐĂƵƐĞƚŚĞ'ƌŽƵƉŽƌƚŚĞŽŵƉĂŶLJƚŽĐĞĂƐĞƚŽĐŽŶƚŝŶƵĞĂƐĂŐŽŝŶŐĐŽŶĐĞƌŶ͘ • ǀĂůƵĂƚĞƚŚĞŽǀĞƌĂůůƉƌĞƐĞŶƚĂƚŝŽŶ͕ƐƚƌƵĐƚƵƌĞĂŶĚĐŽŶƚĞŶƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ŝŶĐůƵĚŝŶŐƚŚĞĚŝƐĐůŽƐƵƌĞƐ͕ĂŶĚ ǁŚĞƚŚĞƌƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚƌĞƉƌĞƐĞŶƚƐƚŚĞƵŶĚĞƌůLJŝŶŐƚƌĂŶƐĂĐƚŝŽŶƐĂŶĚĞǀĞŶƚƐŝŶĂŵĂŶŶĞƌƚŚĂƚĂĐŚŝĞǀĞƐĨĂŝƌ ƉƌĞƐĞŶƚĂƚŝŽŶ͘ • KďƚĂŝŶƐƵĨĨŝĐŝĞŶƚĂƉƉƌŽƉƌŝĂƚĞĂƵĚŝƚĞǀŝĚĞŶĐĞƌĞŐĂƌĚŝŶŐƚŚĞĨŝŶĂŶĐŝĂůŝŶĨŽƌŵĂƚŝŽŶŽĨƚŚĞĞŶƚŝƚŝĞƐŽƌďƵƐŝŶĞƐƐ ĂĐƚŝǀŝƚŝĞƐǁŝƚŚŝŶƚŚĞ'ƌŽƵƉƚŽĞdžƉƌĞƐƐĂŶŽƉŝŶŝŽŶŽŶƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͘tĞĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞĚŝƌĞĐƚŝŽŶ͕ supervision and performance of the Group’s audit. We remain solely responsible for our audit opinion͘ tĞĐŽŵŵƵŶŝĐĂƚĞǁŝƚŚƚŚĞĚŝƌĞĐƚŽƌƐƌĞŐĂƌĚŝŶŐ͕ĂŵŽŶŐŽƚŚĞƌŵĂƚƚĞƌƐ͕ƚŚĞƉůĂŶŶĞĚƐĐŽƉĞĂŶĚƚŝŵŝŶŐŽĨƚŚĞĂƵĚŝƚ ĂŶĚƐŝŐŶŝĨŝĐĂŶƚĂƵĚŝƚĨŝŶĚŝŶŐƐ͕ŝŶĐůƵĚŝŶŐĂŶLJƐŝŐŶŝĨŝĐĂŶƚĚĞĨŝĐŝĞŶĐŝĞƐŝŶŝŶƚĞƌŶĂůĐŽŶƚƌŽůƚŚĂƚǁĞŝĚĞŶƚŝĨLJĚƵƌŝŶŐŽƵƌ ĂƵĚŝƚ͘ tĞ ĂůƐŽ ƉƌŽǀŝĚĞ ƚŚĞ ĚŝƌĞĐƚŽƌƐ ǁŝƚŚ Ă ƐƚĂƚĞŵĞŶƚ ƚŚĂƚ ǁĞ ŚĂǀĞ ĐŽŵƉůŝĞĚ ǁŝƚŚ ƌĞůĞǀĂŶƚ ĞƚŚŝĐĂů ƌĞƋƵŝƌĞŵĞŶƚƐ ƌĞŐĂƌĚŝŶŐŝŶĚĞƉĞŶĚĞŶĐĞ͕ĂŶĚƚŽĐŽŵŵƵŶŝĐĂƚĞǁŝƚŚƚŚĞŵĂůůƌĞůĂƚŝŽŶƐŚŝƉƐĂŶĚŽƚŚĞƌŵĂƚƚĞƌƐƚŚĂƚŵĂLJƌĞĂƐŽŶĂďůLJ ďĞƚŚŽƵŐŚƚƚŽďĞĂƌŽŶŽƵƌŝŶĚĞƉĞŶĚĞŶĐĞ͕ĂŶĚǁŚĞƌĞĂƉƉůŝĐĂďůĞ͕ĂĐƚŝŽŶƐƚĂŬĞŶƚŽĞůŝŵŝŶĂƚĞƚŚƌĞĂƚƐŽƌƐĂĨĞŐƵĂƌĚƐ ĂƉƉůŝĞĚ͘ &ƌŽŵƚŚĞŵĂƚƚĞƌƐĐŽŵŵƵŶŝĐĂƚĞĚǁŝƚŚƚŚĞĚŝƌĞĐƚŽƌƐ͕ǁĞĚĞƚĞƌŵŝŶĞƚŚŽƐĞŵĂƚƚĞƌƐƚŚĂƚǁĞƌĞŽĨŵŽƐƚƐŝŐŶŝĨŝĐĂŶĐĞ ŝŶƚŚĞĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨƚŚĞĐƵƌƌĞŶƚƉĞƌŝŽĚĂŶĚĂƌĞƚŚĞƌĞĨŽƌĞƚŚĞŬĞLJĂƵĚŝƚŵĂƚƚĞƌƐ͘tĞĚĞƐĐƌŝďĞ these matters in our auditor’s report unless law or reŐƵůĂƚŝŽŶƉƌĞĐůƵĚĞƐƉƵďůŝĐĚŝƐĐůŽƐƵƌĞĂďŽƵƚƚŚĞŵĂƚƚĞƌŽƌ ǁŚĞŶ͕ŝŶĞdžƚƌĞŵĞůLJƌĂƌĞĐŝƌĐƵŵƐƚĂŶĐĞƐ͕ǁĞĚĞƚĞƌŵŝŶĞƚŚĂƚĂŵĂƚƚĞƌƐŚŽƵůĚŶŽƚďĞĐŽŵŵƵŶŝĐĂƚĞĚŝŶŽƵƌƌĞƉŽƌƚ ďĞĐĂƵƐĞƚŚĞĂĚǀĞƌƐĞĐŽŶƐĞƋƵĞŶĐĞƐŽĨĚŽŝŶŐƐŽǁŽƵůĚƌĞĂƐŽŶĂďůLJďĞĞdžƉĞĐƚĞĚƚŽŽƵƚǁĞŝŐŚƚŚĞƉƵďůŝĐŝŶƚĞƌĞƐƚ ďĞŶĞĨŝƚƐŽĨƐƵĐŚĐŽŵŵƵŶŝĐĂƚŝŽŶ͘ ZĞƉŽƌƚŽŶƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ KƉŝŶŝŽŶŽŶƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ tĞŚĂǀĞĂƵĚŝƚĞĚƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚŝŶĐůƵĚĞĚŝŶƉĂŐĞƐϰϰƚŽϲϭŽĨthe Directors’ Report for the year ĞŶĚĞĚ ϯϬ:ƵŶĞϮϬϮϰ͘ /ŶŽƵƌŽƉŝŶŝŽŶ͕ƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚŽĨEŽďůĞKĂŬ>ŝĨĞ>ŝŵŝƚĞĚ͕ĨŽƌƚŚĞLJĞĂƌĞŶĚĞĚϯϬ:ƵŶĞϮϬϮϰ͕ĐŽŵƉůŝĞƐ ǁŝƚŚƐĞĐƚŝŽŶϯϬϬŽĨƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͘ ZĞƐƉŽŶƐŝďŝůŝƚŝĞƐ dŚĞĚŝƌĞĐƚŽƌƐŽĨƚŚĞŽŵƉĂŶLJĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞƉƌĞƉĂƌĂƚŝŽŶĂŶĚƉƌĞƐĞŶƚĂƚŝŽŶŽĨƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ ŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƐĞĐƚŝŽŶϯϬϬŽĨƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͘KƵƌƌĞƐƉŽŶƐŝďŝůŝƚLJŝƐƚŽĞdžƉƌĞƐƐĂŶŽƉŝŶŝŽŶŽŶƚŚĞ ZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ͕ďĂƐĞĚŽŶŽƵƌĂƵĚŝƚĐŽŶĚƵĐƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐ͘ >K/dd dKh, dK,Dd^h DĂdžDƵƌƌĂLJ WĂƌƚŶĞƌ ŚĂƌƚĞƌĞĚĐĐŽƵŶƚĂŶƚƐ ^LJĚŶĞLJ͕ϮϵƵŐƵƐƚϮϬϮϰ 124 NobleOak Life Limited Annual Report 2024 SHAREHOLDERS’ INFORMATION Substantial Shareholders As at 14 August 2024, the following entities have notified NobleOak that they are substantial holders with holdings reflected below as per their respective notices. Name No. of shares as per notice % of issued capital Samuel Terry Asset Management Pty Ltd as Trustee for Samuel Terry Absolute Return Fund 12,088,205 14.10% Regal Funds Management Pty Ltd and its associates 10,602,277 12.27% Magellan Financial Group Limited and its related bodies corporate 8,554,143 9.95% UniSuper Limited as trustee for UniSuper and UniSuper Management Pty Limited 8,554,143 9.95% Private Portfolio Managers Pty Ltd 8,515,619 9.86% Anthony Ross Brown & his associate Brohok Investment Co Pty Ltd1 5,384,914 6.42% Gordon Group 5,363,718 6.39% Scott Gant in his personal capacity as well as director of entities listed 4,638,168 5.53% 1. Mr Brown and his associate’s relevant interest is included in the substantial shareholding disclosed by NobleOak Life Limited in row 6 above. NobleOak Life Limited Annual Report 2024 125 Shareholders’ Information continued Twenty largest Shareholders (as at 14 August 2024) Rank Name No. of shares as per notice % of issued capital 1 J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 20,599,461 23.85% 2 BNP PARIBAS NOMINEES PTY LTD8,554,143 9.90% 3 CITICORP NOMINEES PTY LIMITED 6,692,211 7.75% 4 UBS NOMINEES PTY LTD 6,156,480 7.13% 5 ANTHONY R BROWN – BROHOK 5,855,769 6.78% 6 ES GORDON FAMILY TRUST AND SUPER FUND – EVANIC INVESTMENTS 5,415,718 6.27% 7 SCOTT GANT – QUAY SUPER FUND – MONERIS 4,388,886 5.08% 8 NETWEALTH INVESTMENTS LIMITED 3,619,099 4.19% 9 FF OKRAM PTY LTD 3,102,439 3.59% 10 NEWECONOMY COM AU NOMINEES PTY LIMITED <900 ACCOUNT> 2,587,416 3.00% 11 WARBONT NOMINEES PTY LTD 2,503,021 2.90% 12 INNOVATION HOLDINGS AUSTRALIA PTY LTD 1,641,025 1.90% 13 KEVIN HAMMAN – FUTURE SUPER – TK CONSULTING – KH DEVELOPMENTS 1,078,619 1.25% 14 GREENWICH CAPITAL PARTNERS – ADVISORY 986,508 1.14% 15 STEPHEN HARRISON – JULIE MCCONAGHY – JASMAH – MSJ CAPITAL 972,700 1.13% 16 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED – A/C 2 720,721 0.83% 17 GWLH PTY LTD 647,447 0.75% 18 NATIONAL NOMINEES LIMITED 570,825 0.66% 19 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED‑GSI EDA 566,575 0.66% 20 RUTHVIC PTY LTD 409,438 0.47% Equity Securities (as at 14 August 2024) Ordinary shares There are 86,385,174 fully paid ordinary shares held by 2,175 shareholders. Options and Performance Rights There are Nil options. There are 2,237,197 performance rights (ASX code: NOLAC) held by 15 holders. 126 NobleOak Life Limited Annual Report 2024 Shareholders’ Information continued Voting Rights Ordinary shares At a general meeting of the Company, on a show of hands every Shareholder present in person or by proxy, attorney or representative has one vote on a show of hands and on a poll, one vote for each Share held. Performance Rights The Company’s performance rights do not have any voting rights. Distribution of Shareholders The distribution of Shareholders as at 14 August 2024 is as follows: Range Total Units % of issued capital 1 – 1,000 1,331 769,496 0.89% 1,001 – 5,000 713 1,273,696 1.47% 5,001 – 10,000 30 235,059 0.27% 10,001 – 100,000 86 3,016,928 3.49% 100,001 and over 52 81,089,995 93.87% Total 2,212 86,385,174 100.00% There are no holders of unmarketable parcels. Shares under voluntary escrow No shares are subject to voluntary escrow. NobleOak Life Limited Annual Report 2024 127 DIRECTORY Registered Office and Contact Details NOBLEOAK LIFE LIMITED ABN 85 087 648 708 AFSL No 247302 Level 4 44 Market Street Sydney NSW 2000, Australia Telephone: +61 1300 041 494 Email: companysecretary@nobleoak.com.au Website: www.nobleoak.com.au Current Directors Stephen Harrison Anthony Brown Andrew Boldeman Sarah Brennan Kevin Hamman Inese Kingsmill Chief Executive Officer Anthony Brown Chief Financial Officer Scott Pearson Company Secretary Suzanne Barron Appointed Actuary Martin Paino Chief Risk Officer Matthew Wilson Auditors Deloitte Touche Tohmatsu Stock Listing NobleOak Life Limited is listed on the Australian Securities Exchange (ASX) under the ASX code ‘NOL’ Share Registry For all enquiries relating to shareholdings, dividends and related matters, please contact the share registry: AUTOMIC PTY LTD Level 5, Deutsche Bank Tower 126 Phillip Street Sydney NSW 2000, Australia Telephone: 1300 288 664 Email: hello@automic.com.au Website: www.automicgroup.com.au 128 NobleOak Life Limited Annual Report 2024 www.colliercreative.com.au #NOB0026 www.nobleoak.com.au