Annual Report 2023
Building a sustainable future
In 2023 we adopted an integrated approach to our Annual and Sustainability reports. We feel this approach is more
aligned with our commitment to delivering enduring sustainable financial results and our People, Environment, Markets,
Assets and Financials (PEMAF) strategic pillars and the Boral Way. We hope you share our operational and reporting
vision for a sustainable future.
Contents
About Boral
02 Our business
19 Our sustainable business
framework
20 People
22 Environment
31 Markets
34 Assets
36 Financials
37 Review of operations
42 Our risks and responses
03 Our integrated network
04 FY23 highlights
05 Sustainability snapshot
06 Cement
07 Quarries
08 Recycling
09 Concrete
10 Concrete Placing
11 Asphalt
12 Chairman’s review
14 CEO & Managing
Director’s message
Governance
48 Board of Directors
51 Executive Committee
54 Corporate Governance
Statement
67 Directors’ Report
73 Remuneration Report
Financial statements
94 Financial statements
159 Statutory statements
Other information
164 Shareholder information
167 Financial history
Our covers
Find Boral’s reporting suite at boral.com.au
Annual Report 2023
Modern Slavery Statement 2023
Notice of Meeting 2023
Our covers are based on the three stripes
of our Boral logo, creating a style that
represents building something great.
Annual Report
Modern
Slavery Statement
Notice of Meeting
Contact
Shareholder enquiries
Boral’s share registry is managed by Link
Market Services
Email: boral@linkmarketservices.com.au
Telephone: +61 2 8280 7133
Telephone: 1300 730 644 (toll free within Australia)
boral.com/media-and-investor-contacts
Investor relations enquiries
Telephone: +61 401 897 577
Email: investorrelations@boral.com.au
Acknowledgement of Country
We acknowledge the Traditional
Owners of the lands across Australia.
We recognise and respect Aboriginal
and Torres Strait Islander peoples
and their unique position in Australian
culture and history, and pay our
respects to their Elders past and
present.
Building something great
Boral is the largest vertically
integrated construction materials
company in Australia.
Our network includes prized quarry and
cement infrastructure, bitumen, construction
materials recycling, asphalt and concrete
batching operations. We employ approximately
7,500 employees and contractors across our
operations that span more than 360 sites
nationwide. For more than 75 years we’ve been
building something great in Australia - rarely
a day goes by that you wouldn’t pass one of
our sites or trucks, enter a building, or use a
road, bridge, tunnel, footpath or other critical
infrastructure that our people and products
have helped enable.
O U R B U S I N E S S
1
Contents Our business
Boral is the largest vertically-integrated construction materials company
in Australia
Construction materials:
Our leading integrated
network
360
operating sites1
209 Concrete
76 Quarries
41 Asphalt
17 Cement
14 Recycling
3
Concrete Placing
NT
QLD
1
1
1
54
17
16
2
1
1
WA
11
6
1
SA
9
2
9
1
~7,500
~8,500
employees and contractors2
suppliers
~3,500
heavy road vehicles3
>14,000
customers
NSW/ACT
96
25
11
11
6
2
VIC
35
13
10
3
6
TAS
3
5
1
~50m
tonnes moved per year
~4,000
kilometres of road
paving per year
Operating sites include transport, fly ash, depots and joint venture sites as at 30 June 2023.
1.
2. This number includes 4,606 full-time equivalent (FTE) employees with the difference relating to FTE contractor hours worked.
3. We use ~3,500 road vehicles made up of a dedicated fleet of ~2,500 road vehicles that are company owned and sub-contractor owned. This dedicated base fleet is
supplemented by ~1,000 casual sub-contractor vehicles.
2
BORAL ANNUAL REPORT 2023
Our integrated network
Valuable upstream and downstream operations with market leadership
Boral moves ~50 million tonnes of products per year across its network
Cement
Manufacture and import
clinker, grind clinker into cement,
and supply supplementary
cementitious materials including
fly ash and slag
Quarries
Supply about 30m tonnes
of materials annually to
our Concrete and Asphalt
operations and customers
Bitumen
Joint Venture (JV) supplies
about 50% of asphalt’s bitumen
needs
U
p
s
t
r
e
a
m
D
o
w
n
s
t
r
e
a
m
Recycling
>2m tonnes of construction and
demolition waste processed for
re-use annually
Concrete
6-7m cubic metres of concrete supplied
annually, including advanced and lower
carbon solutions
Asphalt
>2m tonnes of asphalt
produced and supplied
annually, in addition to spray
seal and other road services
Property
Concrete Placing
We supply concrete placing services in
NSW and South East QLD with mobile
and stationary concrete pumps and
placing booms
* Volumes are based on 5 year averages
Customers
O U R B U S I N E S S
3
Contents FY23 highlights
Revenue
17.1%
2023
$3,460.6m
2022
$2,955.9m
EBITDA1
37.6%
2023
$454.4m
2022
$330.2m
EBIT1
106.3%
2023
$231.5m
2022
$112.2m
EBIT margin1
289bps
2023
6.7%
2022
3.8%
Return on Funds Employed (ROFE)2
515bps
2023
10.4%
2022
5.2%
Adjusted Earnings per share (EPS)
303.1%
2023
12.9 cps
2022
3.2 cps
Delivering strong
revenue, earnings
and profit growth
1. Continuing operations excluding significant items.
2. ROFE is EBIT (excluding significant items) return on average funds employed. Funds employed is calculated as the average of funds employed at the start and end of the year.
Funds employed is (assets less cash less tax assets) – (liabilities less borrowings less tax liabilities).
4
BORAL ANNUAL REPORT 2023 Sustainability snapshot
Our People
Our Products
Our Operations
47%
28%
20%
improvement in total
recordable injury frequency
rate (TRIFR) to 7.21
of our concrete sales
volumes come from lower
carbon concrete
of thermal energy used by
Berrima Kiln is provided by
alternative fuels
Women represent
27%
of Executive
Leadership Team
14%
of management positions
14%
of employees
168
batching plants offering
lower carbon concrete
155kt
of alternative raw
materials used to reduce
our cement manufaturing
process emissions
One of Australia’s
largest recyclers
of construction and
demolition waste with
2m+ tonnes
4%
improvement to 62% in
operational waste2 diverted
from landfill up from 58%
in FY22
1. TRIFR direct contractor hours have been re-stated and aligned for FY22 and FY23.
2. Operational waste incudes all site-based waste streams where collection services are managed by our waste services supplier, excluding concrete wash-out waste, recycled
asphalt materials, and Circular Materials Solution construction and demolition volumes.
F Y 2 3 H I G H L I G H T S
5
Contents Cement
Boral’s upstream Cement operations
manufacture clinker using our own limestone,
import clinker to grind into cement,
and classify fly ash and grind slag as
supplementary cementitious materials.
Cement
4m
tonnes
per annum1
17
operations2
Net revenue
$362m
14%
% Change FY23 vs FY22
+14%
+8%
+5%
e
c
i
r
P
e
m
u
o
V
l
e
u
n
e
v
e
R
Cement is a critical element in Boral’s
integrated supply chain, supplying
both downstream operations
and external customers. We have
significant supply capability and
capacity across the east coast. Boral
is able to deliver up to 4 million
tonnes of cement into the Australian
marketplace per annum. We also
have unique hard-to-recreate assets,
including a limestone mine with
significant reserves that supply our
plant in Berrima, NSW. With grinding
capability at Berrima, Maldon,
Geelong and Brisbane, these assets
provide operational flexibility to meet
demand on the east coast.
At Boral, our close proximity to critical
road networks and rail infrastructure
puts us in a strong postiion to serve
our internal and external customers
efficiently with high quality, locally
produced cement. We are an
integrated cement manufacturer in
NSW, and our network enables our
product to efficiently move from the
mine to customer. In NSW, we also
have a market-leading position
in packaged cement and drymix,
which we supply through our trusted
reseller network.
Our new grinding facility at
Geelong, Victoria is now operational,
importing clinker and slag to supply
to our customers and downstream
operations in Victoria and Tasmania.
Our extensive cement depot network
across NSW, Victoria and Tasmania
allows Boral to be more responsive in
meeting customer demand throughout
Australia’s eastern states. The network
allows us to transport cementitious
material by rail, road and sea from
production sources in Berrima and
Geelong, to eight key metropolitan
and regional storage depots across
the three eastern states.
In Queensland, our Sunstate Cement JV
supplies our external and downstream
demand. We also operate a fly ash
processing facility at the Tarong Power
Station, which together with our Flyash
Australia JV, sees us supply fly ash to
our Queensland, NSW and Victorian
customers supporting our commitment
to the circular economy and reducing
our carbon footprint.
1. Based on 5 year averages.
2. Operating sites include transport, fly ash, depots and JV sites as at 30 June 2023.
6
BORAL ANNUAL REPORT 2023 Quarries
With 76 quarries, sand pits and gravel
operations, Boral is Australia’s leading
quarry operator.
Quarries
~30m
tonnes
per annum1
76
operations2
Net revenue
$507m
19%
% Change FY23 vs FY22
+19%
+11%
+7%
e
c
i
r
P
e
m
u
o
V
l
e
u
n
e
v
e
R
Quarries are vital to the building
and construction industries. To
build our homes, workplaces, public
buildings and roads, and the other
infrastructure upon which we rely, we
need these essential raw materials of
stone, gravel and sand.
Each year, the building and
construction industry needs more
than 190 million tonnes of quarry
materials. As well as providing
these essential materials, quarries
are a key employer within local
communities and promote local
investment. The quarry industry
provides more than 10,000 jobs
directly and supports another
80,000 indirectly, often in rural
and regional locations. Quarrying is
also vital to the production of asphalt
and concrete, Australia’s most used
building materials.
Boral quarries produce a range of
materials by extracting suitable rocks
and stone from the earth to make
construction aggregates, sands and
other quarry products. The locations
of quarries are determined by
local geology and require naturally
occurring stone, sand and gravel.
They must also be positioned near
efficient transport routes by either
road or rail.
At Boral, we have 76 quarries, sand
pits and gravel operations located
across all states and territories. We
are the leading quarry operator in
Australia, supplying about 30 million
tonnes of product annually to our
downstream operations and
external customers.
1. Based on 5 year averages.
2. Operating sites include transport, fly ash, depots and JV sites as at 30 June 2023.
O U R I N T E G R A T E D N E T W O R K
7
Contents Recycling
We lead the industry in Recycling, and our Circular
Materials Solution (CMS) provides commercially
viable and genuinely sustainable solutions to the
building and construction industry.
Recycling
+2m
tonnes
per annum1
14
operations2
High recycling and
recovery rate across
key sites, with some
exceeding
99%
At Boral, we are mindful of our
environmental impact and the needs
and goals of our communities and
customers. Using circular economy
principles, we leverage our network of
recycling and laboratory facilities to
process construction waste material,
otherwise destined for landfill, back
into the construction process as new
material. Each year, we receive and
recycle more than 2 million tonnes
of construction, demolition and
excavation materials for re-use in
construction. We have developed an
innovative range of more sustainable
and lower carbon products for
the industry, using both reclaimed
and recycled materials alongside
sustainable practices.
We understand that a sustainable
and commercially viable approach
to projects is important and have
developed Boral’s CMS – an end-
to-end process for key stakeholders
in the building and construction
industry. We engage with customers
early in the process to identify lower
carbon building product options and
manage their construction waste
material, enabling suitable materials
to be separated during demolition or
excavation and diverted away from
landfill. This process reduces the cost
of disposal and redirects waste to a
Boral recycling centre for eventual
use as new recycled or reclaimed
construction materials.
1. Based on 5 year averages.
2. Operating sites include fly ash, depots and partnership sites as at 30 June 2023.
8
BORAL ANNUAL REPORT 2023 Concrete
Boral’s downstream Concrete operations deliver
sophisticated solutions for customers through its
extensive network.
6-7m
m³ per annum
supply1
209
operations2
Concrete
Net revenue
$1,461m
20%
% Change FY23 vs FY22
+20%
+12%
+6%
e
c
i
r
P
e
m
u
o
V
l
e
u
n
e
v
e
R
For example, our Envisia lower
carbon concrete was pumped
over 1 kilometre underground to
provide a more durable track
slab for the Sydney Metro project.
The concrete contained recycled
materials to significantly reduce the
amount of higher energy-intensive
cementitious materials required.
Boral is committed to developing
products that minimise the
environmental impacts on the
community. We develop concrete
mixes that help customers meet their
sustainability goals, providing key
technical advice.
Concrete is one of the most versatile
building materials and used in many
forms of construction in Australia,
including residential driveways, house
foundations and walls, multi-storey
residential and commercial as well as
major infrastructure.
At Boral, we produce concrete
with coarse aggregates and finer
materials from our quarries at our
batching plants. We have more than
200 operational sites and batching
plants across Australia, positioned
close to customer application and
development sites to maximise
downstream processing efficiencies.
Boral’s lower carbon concrete has
received GreenTag HealthRate
certification, with a platinum rating.
Boral’s lower carbon concrete
products are being used across
the country - in homes to major
infrastructure and commercial
projects - for their environmental,
aesthetic and engineering properties.
1. Based on 5 year averages.
2. Operating sites include transport, fly ash, depots and JV sites as at 30 June 2023.
O U R I N T E G R A T E D N E T W O R K
9
Contents Concrete Placing
Boral’s downstream Concrete Placing operations
have close proximity to customers providing an
integrated value-add solution.
100
concrete
placing
projects
3
operations
Concrete
Placing
We provide sophisticated concrete
placing solutions to our customers
through our network of three key
operational sites.
Our integration with the Concrete
business provides improved access to
customer projects and development
sites. We have continued to build
on our extensive track record of
concrete placing to support major
infrastructure projects.
Through De Martin and Gasparini
(DMG), which operates in NSW
and Queensland, Boral has a
strong supply chain - from mining
our own limestone, sand and
aggregates, through to cement
production, concrete batching plants
and ultimately - delivery and placing.
DMG continues its tradition of
supplying and placing for iconic and
landmark infrastructure projects,
including Sydney Metro stations and
the passenger terminal at the Western
Sydney International Airport.
In Queensland, DMG has a large fleet
of mobile, stationary concrete pumps
and placing booms. They specialise in
high-rise residential and commercial
buildings, shopping centres, hospitals
and large infrastructure projects.
DMG’s current projects in Queensland
include the new six-storey precinct
at Brisbane Grammar School, the
Caboolture Hospital redevelopment,
the Kangaroo Point Bridge and the
Southern Queensland Correctional
Centre near Gatton.
35
concrete pumps
49
tower placing booms
10
BORAL ANNUAL REPORT 2023 Asphalt
Australian road and construction projects - from
local streets to highly complex infrastructure
including freeways, highways and airport runways -
use Boral Asphalt’s high-quality surfacing solutions.
~2m
tonnes
per annum1
41
operations2
Net revenue
$805m
18%
% Change FY23 vs FY22
+18%
+7%
+6%
4
e
c
i
r
P
e
m
u
o
V
l
e
u
n
e
v
e
R
Asphalt
Our Asphalt business spans three
areas: asphalt manufacturing sites,
contracting and maintenance services
and spray seal services. We have
significant supply capacity across key
market segments, supplying ~2 million
tonnes per annum of asphalt1.
We provide a contracting service
that includes complete road surface
preparation, installation and ongoing
maintenance. Additionally, spray
seal allows us to resurface roads
by spraying a bitumen layer then
sealing it.
Experienced operators manage
our manufacturing sites, overseeing
a largely automated production
process that can deliver asphalt
mixes tailored to the requirements of
each individual customer or project.
Additionally, our team adheres
to a high standard of planning
and environmental obligations for
each site.
Boral participates in the construction
circular economy in various ways,
including through recycling, and we’re
proud to have the ability to turn old
road surfaces into Recycled Asphalt
Pavement (RAP)3. We are increasingly
incorporating RAP in new asphalt
production to lower environmental
impacts and costs; some of our
plants are able to include up to 30%
of RAP. We are working to increase
this ratio, and are also continuing to
deliver lower carbon offerings such as
WarmPave Asphalt and INNOVO™.
In FY23, we have been engaged
on the largest crumbed rubber
asphalt demonstration project in
Australia, providing 2000 tonnes of
the sustainable pavement material in
addition to 1200 tonnes of controlled
asphalt mix to be paved across
eight local Sydney council streets.
Comprising recycled rubber from
end-of-life car and truck tyres,
crumbed rubber asphalt aims to
improve the sustainability and
longevity of council roads.
1. Based on 5 year averages.
2. Operating sites include manufacturing and contracting, depots and JV sites as at 30 June 2023.
3. Depending on the make-up of the original road and the prevailing environmental standards of a particular location.
4. This relates to exbin product sales which excludes contracting.
O U R I N T E G R A T E D N E T W O R K
11
Contents Chairman’s review
Reshaping our future
Boral’s FY23 result demonstrates clear progress on our performance improvement
objectives. While we are pleased with the progress made this year, we recognise
significant work remains to realise our full potential, and deliver on the strategic journey,
‘from Good to Great’.
This year has seen a focus on disciplined execution,
reflected in improved pricing traction; selling, general
and administrative (SG&A) cost allocation and
rationalisation; operating and capital discipline; and
effective management. This discipline helped Boral
achieve revenue (+17%), margin (+289bps) and earnings
(+106%) growth.
This disciplined execution includes a much stronger focus
on the operating model and shifting more focus to our
frontline workforce, a reduction in processes that are not
aligned with supporting customer or business outcomes,
and a greater commitment to customer service.
The significant operating and financial improvement that
Boral’s refreshed management team has delivered over
such a short period provides a glimpse of the potential we
can unlock through our Good to Great journey. The Board
will continue supporting management’s efforts to execute
the Boral strategy and in doing so deliver improved
outcomes for the business and our stakeholders.
Strategy
A core focus of Boral’s FY23 strategy was the
implementation of our new operating model,
underpinning the pillars of People, Environment, Markets,
Assets and Finance (PEMAF). The business made tangible
progress across each category throughout the year, and
the Board is confident that the PEMAF model will continue
to drive performance.
FY24 will see a continued execution of our core strategic
initiatives and rollout of the PEMAF model, with a
particular focus on:
• Embedding the operating model, with a greater shift
towards a frontline focussed workforce
• Disciplined cost focus to continually improve and
reduce our cost to serve
• Significantly improving our customer service and
disciplined pricing actions
• Growing our integrated network and leveraging
demand opportunities
• Optimising our fixed and mobile assets to ensure
they are the best in the industry, and
• Executing our property strategy to maximise the
long-term value of the portfolio.
6.7%
EBIT Margin
up 289 basis points
12
BORAL ANNUAL REPORT 2023 Board governance
This year we acknowledge the retirement of long serving
Director and Chair of Boral’s Audit & Risk Committee,
Paul Rayner. The Board is extremely grateful for Paul’s
dedication and commitment to Boral throughout his
journey with the company. He is succeeded in the role of
Audit & Risk Committee Chair by Mark Johnson.
Seven Group Holdings (SGH), where I am Managing
Director and CEO, remains confident in Boral’s
performance journey, and highly aligned through its 72.6%
shareholding. SGH’s investment level reflects confidence in
its ability to drive meaningful, profitable change at Boral,
supported by our core value of Owner’s Mindset.
Accountability and execution characterise this mindset,
and these values are key throughout Boral at all levels
of the organisation. From profit and lass accountability
to SG&A allocation, the impact of this mindset at Boral
was clear in FY23, and we expect it to continue driving
performance.
The Board is confident Boral is on the right path to
becoming a more sustainable, high-performing
organisation, that delivers long-term value for
shareholders. Our strategy positions Boral for long-term
success, by restoring focus, discipline and profitability to
a level appropriate for a business with Boral’s privileged
asset position.
I want to acknowledge Vik Bansal’s contribution as CEO
and Managing Director. Since his commencement, he
has worked tirelessly to build a performance-focused
culture within Boral, and has delivered substantial
progress towards that objective in FY23. We remain
confident in the refreshed management team’s ability to
further that objective in FY24, setting the foundations for
ongoing success.
On behalf of the Board, I thank our management team
and our people around Australia for their continued efforts
and dedication to supporting our customers and making
Boral a better company.
And I thank you, our shareholders, for your continued
confidence and trust in Boral.
Ryan Stokes AO
Chairman
Sustainability
Boral leads the industry in using circular economy
principles. We leverage our network of recycling facilities
to process construction waste material, otherwise
destined for landfill, back into the construction process
as new materials. Every tonne of recycled material used
in concrete manufacturing at Boral extends the life of a
quarry by the equivalent tonne.
As a manufacturer of emissions-intensive products, it is
important that we continue Boral’s pragmatic approach
to decarbonisation, ensuring progress is sustainable and
economical. To that end, we are actively investigating
technology-driven opportunities to accelerate
that journey.
For carbon-intensive industries such as cement, effective
regulation that supports investment and leadership
in innovative technologies is increasingly important.
Initiatives such as the European Union Carbon Border
Adjustment Mechanism will assist the industry to reduce
carbon emissions, rather than move them offshore.
Boral is also very interested and active in exploring
recarbonation, the potential of which has been
acknowledged and confirmed by the Sixth Assessment
Report of the United Nation’s Intergovernmental Panel
on Climate Change. Given the potential impact on net
emissions, it is important for Australia to also recognise the
opportunities presented by the recarbonation process.
Leadership
Vik Bansal commenced as CEO & Managing Director
in October 2022, and has worked to deliver rapid and
significant operating and financial improvements at Boral.
Belinda Shaw’s appointment as CFO in January 2023
largely completes our management refresh. The Board is
confident that the management team have the requisite
skills to drive disciplined execution and further growth
at Boral.
The leadership team is focused on how Boral’s effective
operating model can help unlock the potential of our
people and drive a stronger performance-orientated
culture. Throughout FY24, we will focus on building a
strong, safe, and engaged workforce, aligned strongly
around the Boral purpose, vision, and values.
Safety
Our significant improvement in safety performance in
FY23 reflects not only an improved working environment,
but also that our operating model is delivering clear
outcomes. Keeping our people safe is Boral’s highest
priority, and the leadership team’s commitment to and
focus on our frontline workforce remains essential. The
(28%) reduction in lost time injury frequency rate (LTIFR)
and (47%) reduction in TRIFR is testament to the stronger
focus on safety, accountability and targeted efforts across
the organisation.
C H A I R M A N ’ S R E V I E W
13
Contents
CEO & Managing Director’s message
The journey so far
It is a privilege to lead Boral and I am encouraged by the improvements so far,
but there is a lot more we can do.
Boral reported a material improvement in safety in FY23
with our TRIFR 47% lower than a year ago. The safety,
health and wellbeing of our people, our contractors, our
customers, and members of the public remain paramount.
At Boral, we’re determined more than ever to support
each other in sharing and applying our learnings across
our people and sites, with the goal of Zero Harm every
day. Our people understand that health and safety is a
shared responsibility, and we are guided in this by our Life
Saving Rules. As we work towards our target of Zero Harm,
we will continue to raise awareness, enhance our training,
and identify and respond to health and safety risks.
FY23 has been a year of developing and implementing
(post Board sign-off) our strategy to take Boral from being
a good company, to becoming a great one. I am pleased
to report that we have taken significant steps in setting
the foundations and we’re seeing early benefits of these
efforts across all businesses within the group.
The disciplined execution of our strategy has led to a solid
start in FY23 as we work through PEMAF initiatives.
People
In addition to our focus on safety, we have
completed significant work to improve the culture of
the organisation. Our unambiguous operating model
and well-aligned organisational structure give our
people a clear understanding of role ownership and
day-to-day accountability.
Boral is a diverse business with 360 sites across the
country. Our decentralised but standardised approach
provides clarity and agility to promote decision making.
We have engaged our management teams in developing
and deploying our Good to Great strategy deeply in the
organisation as part of the Boral Way. The Boral Way
toolkit, provided to all sites, includes our purpose, vision,
values, goals, our operational approach and focus areas
for improvement. Clear and simplified values act as a
foundation that underpin and guide our behaviours all
day every day.
As we continue to work on the ‘tangibles’ that will
improve our culture, we are looking ahead to our
ongoing work on the ‘intangibles’ like mindsets and
behaviours in coming years.
Our Values of Safety, Teamwork, Ambition,
Accountability and Respect (STAAR) guides our
behaviours and management approach.
$231.5m
EBIT
Boral’s earnings before interest and
tax increased 106%
$142.7m
NPAT
Boral’s underlying net profit after
tax is up 304%
14
BORAL ANNUAL REPORT 2023 The Boral Way
s
e
B
t i n c
l a s s m a n agement of PEMAF throug
O p e r a t i n g Cadence and Rigour
h
WHAT
P
e o p l e
i n g
r a t
e
M o d e l
p
O
Organisatio
Culture
n
HOW
Vision &
Values
Build i n g s omething g
r
e
E
n
v
i
r
D
e
c
o
n
a
r
b
m
o
e
n
i
n
s
t
e
a
t
o
f
h
it
w
s
s
e
n
i
s
u
b
o
d
s
r
e
d
l
o
h
e
k
a
t
s
l
l
a
o
t
y
s
a
E
M
o
b
i
l
e
A
s
s
e
L
o
g
i
s
t
i
c
s
&
t
s
WHY
O
ur Pur p o s e
F
i
A
x
s
e
s
d
e
t
s
A
s
s
e
t
s
Integrated
Network
d
t
B r a n
E q u i
y
h
-
r
e
m
o
t
s
u
C
s
a
C
-
o
T
-
l
l
a
C
G o-To-
M arket
M arkets
S
T
C
o
a
n
RENGTHEN AND GR O W T H E C
ntinue to build Prized Ups t r e a m
d Downstream Footprint as o u r s t
r
I n f
r a t
E
R
c t u r e
u
t r
a t
g i c m o
s
O
a
e
S
i
m
p
l
i
fi
c
a
t
i
o
n
o
u
r
b
u
s
i
n
e
s
s
a
n
d
S
t
a
n
d
a
r
dis
a
tio
n
EXECUTE THE P L A N
C E O & M D ’ S M E S S A G E
15
Contents
CEO & MD’s message Continued
Environment
Markets
We are working hard to simplify, streamline and
standardise our customer call-to-cash process, which
is overly long and complex. We acknowledge that
this process has impacted customer satisfaction over
recent years and it is something we are committed
to turning around. Throughout FY23, we worked to
develop a simpler, better defined and more targeted
customer experience.
We continue to refocus our go-to-market approach
to ensure clarity on target customer segments with
aligned pricing strategies and sales team effectiveness.
Through standardising and simplifying our go-to-market
approach, and developing regional sales actions, we
have been able to drive better effectiveness although this
remains an area of focus and improvement. Concrete
sales in east coast metropolitan regions have on average
increased approximately 2.5% over an extended period of
time. Leveraging our regional sales approach allows us to
remain nimble with any market change.
A heartening change that has been well received by
employees and customers alike was the decision to
re-embrace our green-and-gold logo. The Boral brand
is iconic and well recognised and it is important for the
business to leverage that brand equity to drive higher
levels of awareness, association and loyalty.
Leveraging our regional sales
approach allows us to remain
nimble with any market change
In September 2021, Boral became the first in the global
construction materials industry to set FY30 science-based
Scope 1 and 2 targets aligned with limiting global warming
to 1.5°C, and joined the Science Based Targets initiative
(SBTi) Business Ambition for 1.5°C and the United Nations
Framework Convention on Climate Change Race to Zero.
Our expected level of carbon emission reduction for FY25
is as a result of the currently approved decarbonisation
projects (alternative fuel, kiln feed optimisation, and solar
PPA) which will lead to clear 12% to 14% emission reductions
in our absolute Scope 1 and 2 carbon emissions, compared
to a FY19 base year, assuming no further delays in
currently approved projects.
Boral is committed to following the Safeguard Mechanism
as set by the government, but it is necessary that a CBAM
(Carbon Border Adjusted Mechanism) is implemented.
Failure to implement will move carbon emissions to
other countries, while creating no competitive benefit
for Australia. Further, Boral is active and interested in
exploring recarbonation from concrete, the process
whereby concrete absorbs carbon through its lifecycle.
Boral has an expanding Recycling business. In FY23,
we recycled more than 2 million tonnes of construction
and demolition material for re-use and repurpose. Our
customers are consistently asking for more circular and
sustainable solutions, and we intend to partner and grow
our Recycling business.
Our lower carbon concrete offering has been successful
and we intend to keep growing this product line with
further innovations and development.
We also are committed to operationg in line with all our
licences and approvals. We are mindful of the impact
we have on communities and the environment. Our
Environment Absolutes sit at the same level as our Life
Saving Rules and remind us to:
• Minimise the impact of any ground disturbance
• do the right thing and operate in compliance with
our licences and approvals, and
• manage fuels and chemicals safely and securely.
+2m
tonnes
of construction and demolition
materials recycled for re-use
and repurpose.
16
BORAL ANNUAL REPORT 2023 Assets
Our prized portfolio of vertically integrated assets coupled
with our national footprint serves as our strategic ‘moat’
and in many cases provides a competitive advantage.
Investment to sustain, enhance and grow our integrated
position will underpin and safeguard this advantage well
into the future.
Our business includes upstream assets; Cement, Quarries
and our Bitumen JV, a midstream standalone Recycling
business, supplemented with our downstream assets
in Concrete, Concrete Placing and Asphalt. All lines
within the construction materials segment recorded
improved performance in FY23 compared to the previous
corresponding period.
We are working to optimise the performance of each
asset through improved metrics and clear lines of
empowerment and accountability.
Boral is a large-scale logistics player, moving
approximately 50 million tonnes every year. Improving
and optimising our logistics and optmising our mobile
assets is paramount for us to achieve our goals. This
will require improving logistics efficiency and vendor
management, and introducing new technologies to
standardise processes.
Cement reported
increases in net revenue to
Quarries reported
increases in net revenue to
Concrete reported
increases in net revenue to
Asphalt reported
increases in net revenue to
$362m
14%
$507m
19%
$1,461m
20%
$805m
18%
C E O & M D ’ S M E S S A G E
17
Contents CEO & MD’s message Continued
Boral has a significant property portfolio that should
provide us with recurring revenue over an extended
period of time.
Applying a complete life cycle approach to our fixed
assets, especially quarries, helps ensure that we consider
the best use of assets after its operational life. Ideally,
every current quarry is a potential future property asset as
cities expand and land becomes scarce.
I am confident that our property portfolio will enhance
and strengthen Boral’s performance and profitability over
the long-term.
18
Financials
Our position as an integrated construction materials
business in Australia, combined with the passion and
quality of our people, makes our Good to Great journey an
achievable reality.
This is evident in our improved results for FY23. Although a
more detailed analysis of our performance can be found
on subsequent pages in this Annual Report, our Group
underlying results for FY23 were:
Net revenue
EBIT
$3,460.6m
17.1%
$231.5m
106.3%
EBITDA
$454.4m
37.6%
EBIT Margin
6.7%
289bps
It is my view that Boral should be earning an EBIT margin
greater than 10% and should be capable of generating
significant free cash flow through a disciplined approach
to cash and capital allocations.
I am pleased to report that we managed to increase
free cash flow by 316% to $154.5 million during the year.
Our ongoing focus on earnings and cash flow will further
enhance shareholder returns.
I have been encouraged by the response of our people
to the changes we have made at Boral this year.
Boral employees have shown courage, resilience, and
determination as we have transitioned to our new
operating model and way of thinking. I would like to
extend my thanks to them. I hope they feel proud of the
progress we’ve made and excited for the journey ahead.
Finally, I would like to thank the Board for the support they
have extended to both me and the Executive Committee.
It is a privilege to lead Boral and I’m encouraged
by the progress so far. I am also grateful to you, our
shareholders, for the trust you place in us.
Vik Bansal
CEO & Managing Director
BORAL ANNUAL REPORT 2023 Our sustainable business framework:
People – Environment – Markets – Assets – Financials
Our new framework for building something great
In FY23, as part of embedding a new operating model, we refreshed our approach to sustainability and launched
a new framework to help standardise and simplify our business. The new framework focuses on five pillars:
People, Environment, Markets, Assets and Financials (PEMAF). For each of these areas, we have identified the
most material topics to shape our priorities and drive accountability and results.
Focus area
Headline statement
Material topics
Relevant Sustainable
Development Goals
People
Our people are critical to our success.
We are committed to building a
safe, engaged, diverse and inclusive
workplace, and creating a culture that
supports our people to deliver their best.
We are committed to our Life Saving
Rules and provide direct employment of
approximately 7,500 people and impact
significantly more people by being a
good employer.
• Our values, culture and engagement
• Diversity and inclusion
• Health, safety and wellbeing
• Leadership and development
of people
• Workplace relations
and human rights
We follow our recently launched
Environment Absolutes and are
committed to reducing – and where
possible eliminating – the environmental
impacts of our operations. We are
prioritising reducing our carbon
emissions with the ambition to achieve
net zero by 2050.
• Net zero ambition
• Circular economy participation
and development
• Environmental stewardship
• Climate resilience
• Lower carbon cement and lower
carbon concrete
Environment
Markets
Assets
We are an iconic and trusted brand,
known for helping our customers and
partners achieve their goals. We are
committed to improving the customer
experience and our ability to deliver in
full and on time. We focus on innovation
to provide unique and more sustainable
products and services.
• Sustainable products and services
• Customer solutions and innovation
• Go-to-market strategy
• Customer relationships
and service
• Call-to-cash cycle
• Brand equity
• Nation building for over 75 years
We have an unrivalled integrated
network of prized strategic upstream
and downstream assets. These include
efficient operational sites and property
assets for future growth. We leverage
all these assets for immediate and
longer-term value, while respecting and
considering the communities around our
sites.
• Fixed asset life cycles
• Asset utilisation and Overall
Equipment Effectiveness (OEE)
• Optimisation of mobile
fleet and Heavy Mobile Equipment
(HME) assets
• Focus on leveraging our
‘prized’ assets
• Track record in building communities
• Integrated networks
We aim to deliver strong financial
performance for shareholders,
customers and employees. We also
contribute significantly to the Australian
economy and the development of
critical infrastructure, housing and
commercial property.
• Increased revenue and lower costs
• Better cash conversion
• Higher returns on funds
employed (ROFE)
• Higher EBIT
• Financial returns to millions
of investors
Financials
O U R S U S T A I N A B L E B U S I N E S S F R A M E W O R K
19
Contents
People
We recognise that our people are our greatest asset and
critical to our success. We are committed to building a safe,
engaged, diverse and inclusive workplace, and fostering a
culture that supports our people to deliver their best.
~7,500
employees and contractors1
Employee turnover
Voluntary employee turnover was
21%, up from 17% in FY22, reflecting
broader labour constraints and
high demand for skilled labour.
Involuntary turnover was 5%, stable
on the prior year.
Our values, culture and engagement
We have refreshed our values to guide how we behave and
to underpin what matters to us.
Y
T
E
S A F
TEA
M
W
O
R
K
R
E
S
P
E
C
T
N
O
I
T
I
B
M
A
ACCOUNTA B I L I
T
Y
Safety: We look out for each other and are
committed to zero harm.
Teamwork: We trust and help bring out the
best in each other.
Ambition: We always strive to be best in class in
everything we do.
Accountability: We own and deliver on our
commitments.
Respect: We value others and treat
everyone fairly.
Diversity and inclusion
We recognise that we need to cultivate an inclusive workplace where the
unique perspectives, experiences and backgrounds of all our people are
leveraged and embraced. We launched our Belong diversity and inclusion
strategy in FY23. It includes plans to increase representation of women and
Aboriginal and Torres Strait Islander people, and provide equitable access
to opportunities.
Women represented:
29% of our Board Directors (and 50% of independent non-executive Directors)
27% of our Executive Leadership Team2
14% of management positions, down 1% on the prior year
14% of employees, steady on the prior year
1. This number includes 4,606 full-time equivalent (FTE) employees with the difference relating to FTE contractor hours worked.
2. Executive Leadership Team is defined as Executives reporting directly to the CEO.
20
BORAL ANNUAL REPORT 2023 Leadership and development of people
During FY23, our employees participated in a range of
job-related skills training and development opportunities,
including on-the-job placements to help them succeed in
their roles and support their career goals.
More than 2,000 employees completed formal
qualifications and/or leadership training during the year.
Additionally, we launched SkillSoft to support our people
and their professional growth and development. Over
600 hours of learning and 487 courses were completed
through the platform and we have over 500 learners
regularly accessing the platform.
Boral has also invested in 50 trainees and apprentices
who have either commenced or completed a nationally
recognised training qualification through Boral’s
registered training organisation.
Workplace relations and human rights
Our approach is to work collaboratively with our people
and their representatives, and to provide fair and
equitable employment conditions that deliver sustainable
performance outcomes for Boral in a challenging and
competitive environment.
We have 58 enterprise or industrial agreements covering
2,802 employees – equivalent to 61% of our employees.
These agreements cover a term of two to four years on
average. We publish a Modern Slavery Statement in
December each year as required under Australian law,
which details our focus on supporting human rights,
particularly in our workplace and supply chains.
Health, safety and wellbeing
At Boral, the physical and psychological health and
safety of our people and all those we engage with are
paramount. Our commitment is to help ensure that every
individual returns home safely every day. Through our
renewed Health and Safety strategy, we aim to cultivate
an active leadership approach that engages with our
workforce to manage critical risks, improve safety
performance, and support continuous improvement.
Our direct focus on visible leadership includes the Health,
Safety and Environment (HSE) Executive Committee, a
National Safety and Environment Committee for each
product line, as well as weekly tracking of actions and
incident investigation outcomes.
Safety performance
In FY23, we mourned a community fatality involving
a cyclist and one of our heavy agitator vehicles in
Melbourne, Victoria, though we reported no employee
or contractor fatalities. Our new back-to-basics health
and safety program, focusing on visible leadership and
accountability, contributed to a 47% improvement in our
TRIFR compared to FY22. The number of serious incidents
rose from six in FY22 to seven in FY23. We have improved
our reporting of near-miss events, which is providing
valuable insights to help us improve our health and safety
program.
Health and wellbeing
We maintain our proactive approach to occupational
health, and our commitment to maintaining a safe
working environment. In addition, we have increased our
already robust dust management oversight processes by
introducing a multidisciplinary Dust Steering Committee
in FY23.
Safety Performance
Total recordable injury frequency rate (TRIFR)1
-47%
13.73
MTIFR
LTIFR
11.50
8.48
9.81
7.37
2.44
3.02
9.53
4.20
7.24
4.20
3.04
FY20
FY21
FY22
FY23
1. TRIFR direct contractor hours have been re-stated and aligned for FY22 and FY23.
P E O P L E
21
Contents Environment
We follow our Environment Absolutes and are committed to reducing – and wherever
possible eliminating – the environmental impacts of our operations. We are prioritising
reducing our carbon emissions, with the ambition of achieving net zero by 2050.
Our decarbonisation
pathway
Our ambition
Our ambition remains to be a net zero
company by 2050.
We have updated our FY25 targets to establish
an achievable, yet ambitious, short-term
decarbonisation target that aligns with the
expected impact of external factors, including
delays in securing the required regulatory
approvals for the next phases of our alternative
fuel program.
We are assessing and realigning our FY30
targets to reflect the decarbonisation rate that
is achievable with available decarbonisation
pathways, while considering our new
obligations under the Safeguard Mechanism
reforms.
In September 2021, we adopted FY30 targets,
and joined the Science Based Targets initiative
(SBTi) Business Ambition for 1.5°C.
Boral’s current FY30 targets are absolute
targets based on SBTi’s Absolute Contraction
Approach, which, as acknowledged by SBTi, is
a one-size-fits-all target-setting method.1
In line with our focus on reducing the emission
intensity of our operations through technology,
we will transition to intensity targets for FY30
and beyond.
The newly released SBTi Sectoral
Decarbonisation Approach for the cement
industry recognises that “due to its process
(geogenic) emissions from limestone
calcination in clinker production, the rate at
which the sector can decarbonise may differ
from the overall rate of decarbonisation
possible by society as a whole”.2
Our decarbonisation levers
We have established a detailed decarbonisation pathway based
on five key levers.
Alternative kiln fuels: Transition Berrima Cement’s
kiln fuel away from coal by increasing the thermal
energy derived from alternative fuels to 60% and
exploring hydrogen and renewable gas
Renewable energy: Aim to transition to power from
renewable sources
Energy efficiency: Improve energy efficiency by
5% to 10%
Lower carbon concrete: Increase the use of
supplementary cementitious materials
Kiln feed and cement plant optimisation:
Implement processes to increase cement plant
efficiency
Optimise supply chain: Optimise supply chain
logistics and routes
Renewable fuels: Explore and implement
alternative fuels for Boral and contractor fleets,
including electrification, biofuels, and hydrogen
Lower carbon supply chain: Prioritise lower CO2-e
intensity suppliers, including for imported clinker
Mineralised carbon products: Pilot and implement
a mineralised carbon product stream
Carbon capture use and storage: Explore and
implement emerging CCUS technologies
1
Energy
2
Cementitious
intensity
3
Transport
4
Sourcing
5
CCUS3
1. Source: Science Based Targets initiative (SBTi), understand the method for science-based actions, available at https://sciencebasedtargets.org/news/understand-science-
based-targets-methods-climate-action.
2. Source: Science Based Targets initiative (SBTi), Cement Science Based Target Setting Guidance, September 2022.
3. CCUS: Carbon capture, utilisation and storage
22
BORAL ANNUAL REPORT 2023
Obligations under the Safeguard
Mechanism reforms
The Australian Government has legislated significant
reforms to the Safeguard Mechanism, which will directly
impact our decarbonisation priorities.
The reformed Safeguard Mechanism, which commenced
on 1 July 2023, requires our increased focus on reducing
the Scope 1 emissions from our cement manufacturing
operations at the Safeguard facility in Berrima, New South
Wales.
We are realigning our decarbonisation initiatives to ensure
that we are well-positioned to meet the baseline decline
rate requirements that are applicable to our Berrima
Cement plant.
Scope 1 and 2 targets5
million tonnes CO2-e
Previous targets
New targets
Reduce by 12% - 14%
To be updated,
Subject to further work6
1.8
2.0
1.5
1.0
0.5
0
FY2019
FY2025 FY2030 FY2035 FY2040
FY2050
Net
zero
Recarbonation
While our identified decarbonisation levers enable direct
reduction of our carbon emissions at their source, broader
recognition of absorption of atmospheric CO2 by our
concrete products, through the recarbonation process,
remains a significant opportunity for us.
As recognised in the Sixth Assessment Report of the United
Nation’s Intergovernmental Panel on Climate Change
(IPCC), the carbon emissions from concrete and cement
manufacturing are partially absorbed by concrete during
the life cycle of concrete buildings and infrastructure.1
Studies estimate that the CO2 uptake through
recarbonation of concrete could range from 20% to 55%
of process CO2 emissions during cement manufacturing.2
The SBTi’s Sectoral Decarbonisation Approach for the
cement sector recognises that natural recarbonation will
be explored as a way for the cement industry to reach net
zero via neutralising its residual emissions.3
Boral FY25 target
from a FY19 base year
12% to 14%
reduction in absolute Scope 1 and 2 emissions
We made significant investments in our lower carbon
concrete, alternative fuel, kiln feed optimisation and
renewable electricity programs as key levers in meeting
our FY25 intermediate target.
We have, however, experienced unavoidable delays in
these initiatives, including delays in securing regulatory
approvals required for the next phases of our alternative
fuel program, which negatively impact the full realisation
of the initiatives' carbon emission benefits by FY25. We
have therefore revised our intermediate FY25 targets to
12- 14% reduction in absolute Scope 1 and 2 emissions to
reflect the impact of these unavoidable delays.4
Our ambition of achieving Net Zero by 2050 remains, and
we will realign our decarbonisation pathways and targets
with this goal.
Our starting point
FY19 baseline CO2-e emissions
Scope 1 and 2
1.8m
tonnes
43% Calcination
22% Coal
18% Electricity
13% Diesel and liquid fuels
4% Natural gas
Scope 3
2.3m
tonnes
55% Purchased goods and services
21% Investments in joint ventures
14% Upstream transportation
and distribution
4% Fuel- and energy-related
activities
6% Other
1. IPCC, 2021: Climate Change 2021: The Physical Science Basis. Contribution of Working Group I to the Sixth Assessment Report of the Intergovernmental Panel on Climate Change.
2. Pederneiras C., et. al, Carbonation Potential of Cementitious Structures in Service and Post-Demolition: A Review, CivilEng 2022, 3, 211–223.
3. Science Based Targets initiative (SBTi), Cement Science Based Target Setting Guidance, September 2022.
4. Our previous FY25 target was to achieve 18% reduction in absolute Scope 1 and 2 emissions, from a FY19 baseline.
5. Whilst the graphic shows an even downward trajectory each year between targets, the decarbonisation achieved annually may be greater or lesser than the glide path shown,
depending on the timing of the initiatives and availability of cost-effective technology.
6. Boral’s current SBTi approved FY30 targets include 46% reduction in absolute Scope 1 and Scope 2 emissions and 22% reduction in relevant Scope 3 emissions per tonne of
cementitious materials produced.
E N V I R O N M E N T
23
Contents Environment Continued
Climate resilience
We completed a Task Force on Climate-related Financial Disclosures (TCFD) scenario analysis, which we fully detailed
in our Sustainability Report 2021 and Sustainability Report 2022. We expect further mandatory reporting on climate risk
and carbon footprints under International Sustainability Standards Board guidelines currently being finalised, and will
review the need to update our TCFD work in the future. It is likely we will need to provide additional external disclosures
on the risks and opportunities presented by a changing climate.
24
BORAL ANNUAL REPORT 2023 Decarbonising cement manufacturing
The manufacture of cement, a key ingredient in concrete, has a substantial carbon footprint.
As such, many of the opportunities for emissions reductions relate to our Cement business.
We also import clinker and purchase cement domestically. Reducing the carbon intensity of our clinker and cement
purchases over time will be one of the levers to help reduce our Scope 3 emissions.
Boral Cement manufacturing process
Cement decarbonisation levers
Source of Scope
1 and 2 cement
manufacturing emissions
Thermal emissions
Electricity
Process emissions
from calcination
Alternative
fuels
Cement plant
efficiency
Renewable
electricity
CCUS
Clinker
substitution
Project priorities
Transition kiln fuel away from coal
Optimise kiln feed and cement plant
Transition to renewable sources
Explore recarbonation
technology at Berrima
Increase mineral addition –
currently limited to 7.5% under
Australian Standards
~60% Calcination
~30% Thermal emissions
~10% Electricity
Based on historical averages.
1. Includes imported clinker and slag.
2. Includes the Geelong Cement grinding and storage plant, and Boral’s 50% share in 1.5 million tonne grinding capacity of the Sunstate Cement joint venture.
E N V I R O N M E N T
25
Limestone + mineral components from quarrying operationsRaw materialsCalcination – heating limestone releases CO2 emissions Clinker productionClinker + gypsum+ mineral components Cement milling4.6m tonnes capacity2Electricityfor cooling, grinding and mixing1.5m tonnes capacity1Coal and alternative fuelsused to heat kiln & calciner Electricityfor crushingContents Environment Continued
Decarbonising concrete
A key lever of our decarbonisation pathway is reducing cementitious intensity through
our lower carbon concrete strategy. Shifting our conventional concrete mixes to our
ENVISIA®, Envirocrete® Plus, and Envirocrete® range of products will reduce our use of
cement in the production of concrete.
Typical composition of Boral concrete – by weight1
Cement
SCMs2
Crushed stone/gravel
Sand
Water
+
Use
less
~14%
0.3 tonnes
Use
more
~45%
1.0 tonnes
~41%
0.9 tonnes
= 1 m3
concrete
Lower carbon
concrete range
Embodied carbon reduction
Compared to GBCA reference case
Portland
cement
replacement
Engineering
performance versus
conventional concrete
ENVISIA®
>45%
Envirocrete® Plus
>40%
Envirocrete®
>30%
≥ 50%
> 40%
> 30%
High engineering
performances for
advanced applications
Matches standard concrete
blends and applicable
to all mainstream uses.
Improved early-age
strength and engineering
properties over
Envirocrete®
Matches standard concrete
blends and applicable
to all mainstream uses
The Boral advantage –
ZEP® technology
Our lower carbon concrete products replace
cement with supplementary cementitious
materials, such as ground-granulated blast-
furnace slag and fly ash, and use proprietary ZEP®
binder technology, to produce concrete with lower
embodied carbon concrete while maintaining
and/or improving engineering outcomes for
our customers.
Net zero concrete offering
with additional carbon offsetting
For customers seeking a fully net zero concrete
for their project, we supply an integrated package
of any concrete covered under a current registered
Environmental Product Declaration (EPD) together
with credible carbon offsets. This offering is also
certified under Australia’s primary carbon neutral
standard, Climate Active.
1. Based on recent historical averages by weight per cubic metre of concrete.
2. SCM: Supplementary cementitious materials. Our lower carbon concrete products incorporate our proprietary ZEP® binder technology.
3. GBCA: Green Bulding Council of Australia
26
BORAL ANNUAL REPORT 2023 Circular economy participation and development
Boral is playing an integral role developing the circular economy in Australia, through three
main areas:
• We are one of the largest recyclers of construction and demolition materials in Australia, producing recycled products
from construction and excavation materials that would otherwise go to landfill.
• We are a significant user of industrial waste materials such as recycled asphalt pavement and slag and fly ash in our
lower carbon cement and concrete products.
• We are increasing our use of waste-derived alternative fuels to replace fossil fuels in our kilns, supporting diversion
of waste and reducing emissions.
Boral Recycling
Our Recycling business sorts, crushes, blends and sells
recycled materials including crushed concrete, bricks,
glass and soils (from sandstone or excavated sand). These
recycled materials are used for road base and similar
products, and are ingredients in our concrete and asphalt
mixes.
In FY23, Boral Recycling processed more than 2 million
tonnes of material, for direct sale to our external
customers, as well as for use in our Quarries, Asphalt and
Concrete operations.
Governments are mandating – and customers
are requesting – use of recycled materials in road,
infrastructure, and building construction. We are therefore
focused on continuing to grow our existing footprint
to better serve our customers. Our footprint currently
includes recycling sites in NSW, Victoria, Queensland,
South Australia and the ACT, including our repurposed
Emu Plains site in Sydney. Our partnership with the Delta
Group in Melbourne at the Delta Sunshine site and other
Boral quarries includes our new sites at Waurn Ponds and
Deer Park in Victoria. Over 95% of all waste received at
Boral Recycling is recycled and repurposed into materials
that can be used in the construction industry.
E N V I R O N M E N T
27
Contents Environment Continued
Circular Materials Solution overview
Customer engagement and design
Early engagement with our customers during the
design phase enables:
• identification of materials that can be recycled
at our recycling facilities
• identification of materials that can be used as
part of Boral’s land rehabilitation program
• specification of more sustainable products for
future inclusion in the project.
Preconstruction phases – demolition and
excavation
‘Waste’ materials such as concrete, brick and
soil are produced as civil engineers complete the
demolition and excavation phases of a project.
Boral can play an active management role,
ensuring these materials are sent for recycling
at our recycling locations, providing full visibility
on the flow of materials, maximising recycling
rates, ensuring circular product development,
and coupling all that with detailed reporting on
sustainable outcomes for our customers.
Clean fill
for land
rehabilitation
Our customer
projects
Minimising
waste to
landfill
Input of
additional
material
(e.g. virgin rocks,
glass etc)
Construction phase – supply of recycled
materials
Boral supplies product mixes with higher recycled
content including road base, aggregates, pipe
bedding, sand, asphalt, concrete.
We also provide customers with detailed reports
on recycling rates, carbon content, material flows,
and green credits or certifications.
Any waste generated through Boral’s materials
supply can be brought back to recycling sites,
ensuring 'full circle' outcomes for our customers.
28
Materials recycling
Materials sent to Boral’s recycling sites may be:
• reprocessed into construction materials
• blended with Boral’s virgin materials to
develop new products
• blended with externally sourced materials,
such as glass, plastic or rubber to develop
new products.
BORAL ANNUAL REPORT 2023 Environmental stewardship
In addition to our ambitious decarbonisation targets and increased use of recycled materials
in our products, we are investing resources to improve our water efficiency, reduce the waste
generated in our operations, divert more of that waste from landfill and strengthen our
biodiversity management.
Sustainable operations footprint
We work to ensure we achieve, and preferably exceed,
compliance with environmental legislation and regulations
relevant to our operations.
We manage compliance obligations through an
environmental management system that covers internal
and external environmental standards and requirements.
Operational teams are responsible for complying with
environmental regulations, and they receive specialist
functional support to guide their efforts. In FY23, the HSE
team conducted 24 internal environmental compliance
audits across our operations and initiated corrective
actions based on audit findings.
In FY23, we had sixteen serious environmental incidents,
an increase from eight in FY22, driven by an increase in
formal regulatory outcomes.
Water is an essential resource for all our operations,
particularly our Concrete, Cement and Quarries
businesses. We use water to manufacture concrete and
cement; for dust suppression, particularly in our Quarries
and Recycling businesses; and for cleaning and sanitation
across our operating sites.
In FY23, we used an estimated 1.2 gigalitres of municipal
water in our operations. Most of our municipal water use
is in our Concrete and Quarries operations. At our larger
sites, including our quarries, we also source water from
on-site dams and other storages. In some locations, we
also have licences to access metered water from rivers
and groundwater bores.
E N V I R O N M E N T
29
Contents Environment Continued
We use recycled water in our production processes across
many of our businesses, including Concrete, Quarries,
Recycling and Asphalt. While some sites use 100% recycled
water for their production processes, this proportion
varies across our operations. Wash water, and first-flush
stormwater at our concrete plants are regularly recycled
back into the production process. We continue to invest in
increasing our use of recycled water and improving the
metering and measurement of our water use.
We have rigorous systems and processes in place to
minimise air emissions across our operations. Where
relevant, our operations have either continuous or
scheduled air quality monitoring programs. Data is
available to local communities through regulatory
reporting, stakeholder engagement programs, such
as quarry liaison group meetings, and information
posted online.
In FY21, we partnered with a new waste services provider
to improve our approach to the management of waste
generated by our operations, including improved
reporting, with waste improvement plans for each site
in progress. In FY23, we diverted more than 62% of our
operational waste from landfill, using more than 25
recycling streams nationally.
Avoiding adverse impacts on the diversity of plant and
animal species at and around our operational sites is an
integral component of our land management efforts.
We have management actions in place for all sites
identified as having a potential impact to protected
biodiversity values. We are continuing to manage
biodiversity offset sites at Coolumburra, NSW as well as
Narangba and Ormeau in Queensland.
The 960-hectare offset site at Coolumburra supports five
native vegetation community types that provide a habitat
for two threatened species, the koala and large-eared
pied bat (LEPB). Registering the land as a Stewardship Site
will generate more than 3,600 ecosystem credits, which
recognise the value of the vegetation and the habitat
present on the land, combined with more than 7,000
species credits recognising the presence of koalas and
LEPBs. A significant proportion of the credits generated will
go towards meeting Boral’s biodiversity offset obligations
for new and progressive works at the Peppertree Quarry
and the Marulan South Limestone Mine.
Our Quarries business has the greatest potential to impact
biodiversity, and we actively rehabilitate our quarries over
time. In FY23, we completed rehabilitation of 118 hectares
of land.¹
24
62%
internal environmental
compliance audits completed
of operational waste
diverted from landfill
118ha
of land rehabilitated
1. Rehabilitation and disturbance figures are aligned with the Sustainability Accountability Standards Board's Construction Materials Standard, which requires reporting on
rehabilitation of land during the reporting period compared to the cumulative total of land disturbed at current operational sites.
30
BORAL ANNUAL REPORT 2023 Markets
We are an iconic and trusted brand, known for helping our customers and
partners achieve their goals. We focus on innovation to provide unique and
more sustainable products and services.
Sustainable products and services
We aim to lead the way in offering innovative and sustainable construction material products and services that meet
our customers’ changing needs. In addition to our Circular Materials Solution for construction and demolition waste,
we offer a range of products with improved sustainability attributes, including increased use of recycled materials and
lower carbon emissions.
Lower carbon concrete
We are prioritising lower carbon concrete innovation,
development and availability. This supports our own
decarbonisation goals – we are aiming to reach net zero
emissions by 2050 – and our customers’ lower carbon and
sustainability ambitions. This includes enabling customers
to achieve sustainability goals such as Green Star and the
Infrastructure Sustainability Council rating schemes.
Over time, our ambition is to shift our conventional
concrete mixes to lower carbon concrete mixes, and
position specific products as the standard for our
customers.
In FY23, there was a targeted campaign to promote lower
carbon concrete, which represented 28% of our concrete
sales volume for the year, an increase of 300% from FY22.
Boral’s lower carbon concretes combine our distinctive
proprietary binder ingredient – ZEP® technology – with
our expertise in concrete-mix design to replace the
cement used in concrete with SCMs. SCMs are typically
ground-granulated blast-furnace slag and fly ash, which
are by-products of steel manufacturing and coal-fired
power generation, respectively.
Lower carbon concrete range
In addition to our ENVISIA®, Envirocrete® Plus, and
Envirocrete® range of products, we also tailor carbon
neutral solutions for customers using the Australian
Climate Active Carbon Neutral Standard.
For customers wanting a carbon neutral concrete product,
we can offer any concrete covered by a current
Environmental Product Declaration (EPD), plus carbon
offsets, under our current Climate Active certification.
ENVISIA®
Boral’s superior
performance concrete
achieves an embodied
carbon reduction of
more than 45%.1
Envirocrete® Plus
This product, launched
in FY21, offers more than
40%1 embodied carbon
reduction.
Envirocrete®
Our more general-purpose
lower carbon offering,
achieves more than 30%1
reduction in embodied
carbon.
1. Compared to GBCA reference case.
M A R K E T S
31
Contents Markets Continued
Recycled materials
We offer a range of recycled materials to our customers,
diverting more than two million tonnes of waste in FY23
and re-using precious resources across our Cement,
Concrete, Asphalt and Quarries businesses. Our recycled
products include the INNOVO™ asphalt system and Envir-
O-Agg® Blended Sand.
INNOVO™ asphalt system
Incorporates recycled
materials, including glass,
crumbled rubber (from
tyres), recycled asphalt
pavement and plastics.
Envir-O-Agg® Glass Sand
Made of clean, washed
and crushed recycled
glass, blended with natural
and/or recycled material.
Supporting our customers to make sustainable choices
We offer a growing library of EPDs for our cement,
concrete and asphalt products in different states/
territories and regions. Our concrete EPDs provide
cradle-to-gate environmental indicators for a range of
conventional pre-mix concrete products, lower carbon
concrete (ENVISIA®, Envirocrete® Plus and Envirocrete®),
and concrete for special applications.
We completed EPDs for our concrete products Australia-
wide in FY23. To better support our customers with their
project based EPDs, in FY24 we will implement project-
based EPDs on request.
In FY23, we also completed the bulk cementitious product
EPD for our Victorian cement operations, to complement
existing NSW product declarations. We have expanded
our product declarations to include Product Health
Declarations (PHDs) for our concrete products supplied
through our Concrete and Concrite operations. Our PHDs
are provided through GreenTag HealthRATE certification
and will support our customers with the requirements
of the Green Building Council of Australia's Green Star
Responsible Structure rating tool.
32
BORAL ANNUAL REPORT 2023 Customer experience and service delivery
We are committed to improving the customer experience and our ability to
deliver in full and on time. During FY23, we recorded a 9 percentage point
improvement for Delivery on Time, and a 27 percentage point improvement
in our Grade of Service.
Boral Connects
We have developed a digital platform, Boral Connects,
to further improve the ordering and order management
experience for our customers.
Boral Connects allows customers to see current and
future orders by status and job site address, saving
valuable time.
Boral Connects is secure, easy to use and accessible on
most digital devices including smartphones, tablets and
computers, making it easy for our customers to manage
their orders at their convenience.
During FY23, we nearly doubled the number of orders
processed through Boral Connects and have established
upgrade plans with implementation anticipated in FY24.
Auto Allocations
In FY23, we began rolling out Auto Allocations technology
and business processes across our Concrete business.
Using this technology to improve the order allocation
process across our plants and fleet will improve the on-
time delivery to our customers and the productivity of our
fleet. The improved visibility and communication provided
by Auto Allocations will also reduce waiting times at our
plants and customer sites.
Boral Auto Allocations
The introduction of Boral Auto Allocations actively demonstrates our commitment to improving service and
product delivery for customers of our Concrete business.
The enterprise standardisation program uses world-class transport technology to make it easier for our
allocations teams to efficiently schedule and dispatch concrete deliveries.
Auto Allocations digitises the process chain, connecting trucks, products, plants and customer information
to create a single source of consolidated data.
The system then uses an algorithm to recommend
the best transport schedule, taking into consideration
customer service and transport efficiency. Boral Auto
Allocations recalibrates the schedule in real time when
a change occurs; for example, when a pour runs over
time or there are traffic hazards on the road.
The system's pre-planning capability provides
the Contact Centre, Operations and Sales teams
with a shared view of the advanced schedule. The
visualisation tool allows collective decision making,
helping achieve the best balance between customer
experience and transport efficiency.
The program has recently been implemented in
our metropolitan Concrete plants in Queensland,
Western Australia, Victoria and South Australia, with
metropolitan New South Wales scheduled for FY24.
Early data is showing improvements in customer
service through increased on-time delivery to our
customers and more efficienct transport. Further
improvement is expected as we continue to roll out
the program.
M A R K E T S
33
Contents Assets
We have an unrivalled integrated network of prized strategic upstream and
downstream assets, including efficient operational sites and property assets
for future growth. We leverage all these assets for immediate and longer-term
value, considering the communities around our sites.
360
operational sites
3,5001
heavy road vehicles
~50m
tonnes of construction materials
moved annually
Integrated model
Boral’s vertically integrated assets span 360 operations
across each state and territory. The upstream operating
asset base includes 76 Quarries and 17 Cement sites, a
mid-stream Recycling business with 14 operating sites, and
downstream operations spanning 209 Concrete sites and
41 Asphalt plants and depots.
We will continue to build and renew our vertically
integrated business to maintain, strengthen and grow
both our strategic position and business profitability. Our
vertical integration model plays a key role in our success,
with downstream operations providing a channel to
market for high-value upstream assets. We are working
hard to identify and optimise asset performance through
clear lines of empowerment and accountability.
Fixed assets
We are committed to maximising the value of our fixed
assets by leveraging our extensive integrated network,
optimising asset performance and effectively managing
our substantial property portfolio through the life cycle.
We will continue to invest in our prized upstream
infrastructure assets and build our downstream assets
close to customer footprints. We have a well-developed
strategy focused on investing to sustain our existing assets
and address short-life assets, to enhance our position
by filling vertical integration gaps and modernising our
network, and to grow our position by expanding into new
regional market segments.
We will continue to invest significantly to maintain and
improve the operational performance of our assets. Our
focus through FY23 increased with adjustments to our
operating model providing improved resource allocation
and capabilities. We have a program of work continuing
to standardise and simplify the processes and systems,
improve performance management and metrics, and
ensure effective capital management and discipline.
Managing our property portfolio through a fixed asset life
cycle is critical to building and maintaining our competitive
advantage. Throughout FY23 we took significant steps
to align our business and processes to improve life
cycle management, focusing on our property portfolio
processes based on allocating property as part of our
construction materials segment or property segment.
Our construction materials property focus is on securing
the necessary locations and approvals to operate. We
then operate and optimise the assets to strengthen
performance and profitability for long-term success.
An important element of our network optimisation strategy
is staying close to the customer and continually assessing
the highest and best use of our property assets. Once it is
determined that a site is surplus to operations, the team
shifts the focus to repurposing the asset through the best
combination of recurring and divestment earnings, and a
phase of site rehabilitation and remediation.
With our ongoing commitment to investing in our strategic
network and operational footprint, the surplus property
pipeline will continue to evolve and refresh over time.
Our surplus properties portfolio includes assets that no
longer have an operational need. We currently have
around 30 surplus properties worth more than $1 billion at
present value.
Mobile assets
Boral is a scale logistics player, moving approximately
40 million tonnes of construction materials every year.
We manage a dedicated fleet of ~2,500 heavy on-road
vehicles and over 750 off-road heavy mobile equipment
(HME). Improving our on-road logistics and mobile
assets optimisation is a must to achieve our goals. This
will be achieved through efficient logistics, improved
vendor management and the introduction of new
technology solutions to standardise processes. Our off-
road HME focus will continue to target the life cycle asset
operating cost with opportunities identified in repairs
and maintenance, fuel usage, equipment utilization/
effectiveness and ownership models.
1.
We use ~3,500 road vehicles made up of a dedicated fleet of ~2,500 road vehicles that are company owned and sub-contractor owned. This dedicated base fleet is
supplemented by ~1,000 casual sub-contractor vehicles.
34
BORAL ANNUAL REPORT 2023 Optimising our vertically integrated assets
Vertically-integrated network servicing Sydney metropolitan area
Boral’s unique vertically integrated network in Sydney has three distinct sources of competitive advantage that
position us well to service demand in the Sydney metropolitan area:
1 multiple upstream high-quality, long-life resources (Peppertree, Dunmore and Marulan)
2 multiple rail terminals connecting upstream assets with close to customer downstream assets
(St Peters, Enfield and Clyde)
3
integrated, high-capacity downstream batching plants (St Peters and Enfield).
The geological context for Sydney is different to other metropolitan cities, with no hard rock remaining. Hard rock
and most of the sand requirements for construction materials are sourced from operations typically more than
150 kilometres from Sydney CBD.
1
2
3
The Boral network of prized upstream Quarry
assets includes the Peppertree Quarry and the
Dunmore hard rock quarry and sand operations.
The network of prized upstream Cement assets
includes the Marulan Limestone Mine, the Berrima
and Maldon cement manufacturing facilities.
These upstream assets are connected by a rail
network that extends into the Sydney metropolitan
area to multiple rail terminals at St Peters, Clyde
and Enfield. These high-capacity terminals receive
quarry materials and cement for direct supply to
co-located concrete and asphalt plants, in addition
to supplying our broader downstream Sydney
network. These terminals are our ‘virtual quarries’,
that from comparative transport economics, move
our quarries as much as 100 kilometres closer to the
demand in Sydney than their physical location.
With downstream concrete batching at St Peters
and Enfield, and asphalt batching at Enfield, we are
well positioned to deliver high-performing products
to exact requirements and in close proximity to our
customers. This includes our integrated placing
businesses such as DMG.
A S S E T S
35
Contents Financials
We are focused on improving our cash and commodity
management, and improving key financial metrics of
volumes, price and costs.
Cash
• Heavy focus on all elements of cash conversion cycle
Commodity & FX management
• Management’s strategy focuses on reducing usage of
including DPO, DSO and DOH1
• Disciplined and tighter capital spend and allocation
• Significant work on outstanding customer disputes and
debtors aging in recent months will continue in FY24
fossil fuels and substituting alternative fuels to minimise
reliance on coal and gas
• Our hedging strategy involves decoupling commodity
and currency exposures and strategically eliminating
the price risk volatility in our P&L
Volumes
• Growth in volumes across all products and across almost
all regions
• New Operating Model has taken accountability and our
business closer to customer
• Work underway to improve sales effectiveness and clarity
in go-to market
• Significant foucs on improving customer experience
Price
• Pricing traction in all products and regions
• Focus on targeting and aligning sales segmentation/
shape is delivering improved pricing outcomes
• Improved reporting and KPI measures are identifying
pricing opportunities and reducing potential
price leakage
• Improvements in sales teams effectiveness has also
enabled price growth
Cost
• Cost headwinds evident, mitigation actions implemented
to minimise impacts (e.g. cartage, labour, energy,
maintenance)
• Improving Procurement focus with new category
management structure, addressing purchasing
behaviours and commercial arrangements, improving
our leverage across our national scale
• Leveraging technology solutions to lower cartage costs
• Clear cost accountability and standardisation
opportunities enabled through the new Operating Model
• Leveraging our vertical integration to lower material and
operational costs through improved information and
regional structure
1. DPO: Days of Payable Outstanding, DSO: Days of Sales Outstanding, DOH: Days of Inventory at Hand.
36
BORAL ANNUAL REPORT 2023 Review of operations
Group financial performance overview
Boral’s Group financial performance in FY23 demonstrates significant improvement across all key metrics.
Revenue increases through volume and price growth, and improvements in cost discipline, provide a strong base
for future year earnings.
Revenue
$3,461m
17%
Revenue was up 17% compared to FY22 from higher volumes and price growth
across all product lines. Year-on-year product revenue increases range from
14% to 20%. Growth in demand across roads, highways, subdivisions and bridges
(RHS&B) continued, more than offsetting a decline in the residential segment.
EBIT
$232m
EBIT Margin
6.7%
ROFE
10.4%
1
Statutory NPAT
$148m
NPAT
$143m2
Net Interest
$36m
Income Tax
$59m
106%
289bp
515bps
EBIT was up 106% driven by revenue increases and better cost management.
The challenging cost environment was mitigated through improved cost
discipline and cost base adjustments with overheads reduced ~7% from FY22.
The EBIT margin increase was more pronounced in the second half as initiatives
gained traction including the new operating model, providing clarity in role and
accountability for employees. The EBIT margin in the second half was 7.7%, up
200bps on the first half and an increase of 566bps on 2H FY22.
ROFE of 10.4%, an increase of 515bps, reflects higher earnings with invested
capital remaining at similar levels to FY22.
Statutory NPAT of $148 million. This was a decrease of $813m on the prior year's
$961 million, which included $863 million of post-tax income from discontinued
operations primarily relating to the profit recognised on the sale of the North
American Building Products business.
Underlying NPAT of $143 million is a 304% increase on FY22.
Net interest expense decreased in FY23 reflecting the repayment of $629 million
of borrowings.
Group income tax expense declined $192 million from FY22 which included
$274 million relating to the North American Building Products business.
Income tax for continuing operations increased from prior year, associated
with the increase in earnings.
1.
ROFE is EBIT (excluding significant items) return on average funds employed. Funds employed is calculated as the average of funds employed at the start and end of the year.
Funds employed is (assets less cash less tax assets) – (liabilities less borrowings less tax liabilities)
2. Continuing operations excluding significant items
R E V I E W O F O P E R A T I O N S
37
Contents FY23
3,460.6
FY22
2,955.9
454.4
231.5
6.7%
232.7
148.1
142.7
12.9
358.7
10.4%
330.2
112.2
3.8%
106.5
960.6
35.3
3.2
216.7
5.2%
Change
17.1%
37.6%
106.3%
289 bps
118.5%
(84.6%)
304.2%
303.1%
65.5%
515 bps
The challenging cost environment in FY23 was partly offset
by improved cost disciplines and cost base adjustments.
Cost headwinds were evident, with mitigation actions
implemented at pace to minimise impacts particularly in
cartage, labour, energy, and repairs and maintenance.
We revitalised our procurement focus, including
introducing a new category management structure. This
has helped us to address our purchasing behaviours
and commercial arrangements, improving our leverage
nationally and reducing our costs. Throughout FY23, we
continued to roll out technology solutions to lower cartage
costs, with further upside expected in FY24. The new
operating model also enabled benefits through clear cost
accountability and standardisation opportunities that will
continue to escalate. Leveraging our vertical integration
to lower material and operational costs through improved
information and the regional structure has delivered some
improvements in FY23 with further opportunities identified.
Across the entire business, the FY23 results showed
improved margins in top line revenue growth, achieved
through higher volumes and price traction, coupled with a
disciplined approach to cost management.
Review of operations Continued
Performance summary1
A$ million
Net revenue
EBITDA
EBIT
EBIT margin
EBIT (ex. Property)
Statutory net profit after tax (NPAT)
Underlying net profit after tax
Adjusted earnings per share (cents)
Operating cash flow
Return on funds employed
Revenue of $3,460.6 million was 17.1% up on FY22, with
higher volumes and price growth across all product lines.
EBIT¹ for continuing operations of $231.5 million was up
106.3%, with a corresponding improvement in the quality
of earnings, and EBIT¹ margin was up 289 basis points
on FY22 to 6.7%. Operating cash flow also improved,
increasing $142.0 million, to $358.7 million with a shift
in cash focus and better visibility. Underlying business
performance reflects a significant improvement across
all key metrics, and with clear growth in business and
margins, we believe there is more opportunity ahead.
Statutory NPAT of $148.1 million. This was a decrease
of $812.5 million on the prior year's $960.6 million,
which included $863.2 million of post-tax income from
discontinued operations primarily relating to the profit
recognised on the sale of the North American Building
Products business.
Volume growth was secured across all products and
almost all regions. Our new operating model has
brought the business closer to our customers, increasing
accountability for sales and service results, and enhancing
volume opportunities. Improvements in sales effectiveness
are beginning to deliver benefits. We are working closely
with customers on product solutions, particularly related
to sustainability, and gaining more traction with larger
customers and projects.
We had pricing growth in all products and regions.
Our focus on targeting and aligning sales segments is
improving pricing outcomes. Improved reporting and
KPI measures are identifying pricing opportunities and
reducing potential price leakage. Enhancements in sales
effectiveness has also enabled stronger pricing growth.
Several price increases were implemented through the
year to maintain pace with inflation in a rapidly changing
cost environment.
1. Underlying numbers for continuing operations excluding significant items.
38
BORAL ANNUAL REPORT 2023 Segment revenue overview
$m
Concrete
Asphalt
Quarries
Cement
Other¹
Total
FY22
Change %
FY23
1,461
805
507
362
326
1,218
682
427
319
310
3,461
2,956
20%
18%
19%
14%
5%
17%
Concrete revenue increased by 20%, with
growth in volume and pricing. Underlying
volume growth of 6% and price increases of
12% to offset the effects of inflation. A decline
in residential construction was offset by
infrastructure and industrial demand.
Asphalt revenue was up 18%, with a 7% increase
in volume nationally. The business delivered
several key projects including the West Gate
Tunnel project in Melbourne and the Tonkin
Gap project in Perth. The business benefitted
from continued infrastructure investment
and improvement in operational delivery. It
is tendering on a sizeable pipeline of major
infrastructure projects across Australia. Pricing
of ex-plant volumes increased by 6%.
Quarries revenue was up 19%, with volumes
increasing across every region. Compared to
the previous year, volumes were up 7% across
all metropolitan and country regions. Pricing
also lifted, increasing 11% year on year to offset
cost increases.
Cement revenue was up 14%, driven by higher
pricing in key bulk cement operations, which
were up 8%, and volume growth in key Boral
operations across NSW and Victoria of 5%.
The Geelong facility had its first full year of
operation and enabled the business to increase
volume of bulk sales in Victoria.
Property revenue was negligible in FY23, with
no property sales in line with expectations.
The business focused on executing its strategy
of maximising the long-term value of land
assets and delivering property development
revenue streams.
Overall construction material demand lifted in
FY23 across all geographies, but with shifting
demand across end-use segments. Nationally,
construction material demand for residential projects
fell by ~7%, post the tailwind of pent-up demand from
COVID stimulus measures and reduced borrowing
capacity due to the combination of rapidly increasing
interest rates and rising inflation.
Conversely, the value of work done for RHS&B and
other engineering demand grew by ~11% in FY23,
with government project investments with local, state
and Commonwealth funding. This has been more
pronounced for our Asphalt and Quarries businesses
and is expected to continue in FY24.
Significant items increased statutory NPAT by $5.4 million
for the twelve months ended 30 June 2023.
This comprised the following items (pre-tax figures):
• Divestment related matters negatively impacting
EBIT by $10.9 million primarily relating to completion
settlements and other items.
• Restructure and onerous contracts contributed $8.4
million, relating to favourable settlement of contracts
that were provided for in prior periods.
• US$300 million of May 2028 US senior notes was repaid
following completion of the Group's tender offer. This
resulted in a net gain of $11.2 million.
• During the current financial year, the Group recognised
a $2.2 million gain as a mark-to-market movement in
the solar power purchase agreement. This agreement
was entered into in December 2022 for a period of
ten years from the commencement of commercial
production.
1. Other includes Recycling, Concrete Placing and Property.
R E V I E W O F O P E R A T I O N S
39
Contents Review of operations Continued
Balance Sheet
As at 30 June 2023 funds employed1 was $2,267.9 million
compared to $2,202.6 million at 30 June 2022.
A reduction in cash and debt liabilities in FY23, driven
by the debt reduction measures taken in FY23, resulted in
the repayment of $628.7 million.
Working capital balances increased, reflecting
revenue growth offset in part by improved cash
conversion. A $35.5 million increase in the value of
inventory in FY23 relates to higher quarry stock, reflecting
increased demand and cement increases relating to the
commissioning of the Geelong facility.
The net debt balance of $338.2 million consists of
$996.3 million of gross debt, including lease liabilities, less
$658.1 million of cash. Net debt decreased $138.2 million
from 30 June 2022. Gearing (net debt to equity) was 14.3%
at 30 June 2023, down from 20.3% at 30 June 2022. Net
debt to underlying EBITDA reduced from 1.4 times to 0.7
times at 30 June 2023. Interest coverage increased at 30
June 2023 to 6.5 times from 3.2 times at 30 June 2022.
Capital discipline
Our capital expenditure is allocated in line with our
strategy, to optimise our return on funds employed and
target capital expenditure at or below depreciation
and amortisation (D&A). In FY23, capital expenditure
was $223.1 million, down 29% on the prior year, spend
includes $209.1 million of capital and $14.0 million of lease
additions. Cash capex spend was in line with D&A for
FY23.
Key projects include commissioning of the Geelong
cement facility and significant progress on the Berrima
chlorine bypass to increase our alternative fuels usage. In
addition, several concrete plant upgrades were completed
in key east coast regions and Perth. Ongoing mobile fleet
investments and smaller strategic land purchases were
also completed in FY23.
Cash flow
Operating cash flow from continuing operations of $358.7
million in FY23 was an increase of $142.0 million on the
prior year, primarily driven by improved EBIT performance
and lower interest and tax receipts. Adjusted operating
cash flow was $403.3 million, an increase of $39.8 million,
primarily driven by a focus on cash conversion and
working capital management.
Other key cash flow movements from the prior year
includes the FY22 financing outflow that relates mainly to
the share buyback totalling $352.9 million, and the FY23
financing outflow that relates to the debt repayment
activity completed in July and October 2022.
Dividends
The Board has resolved not to pay a dividend for FY23.
Discontinued Operations
In the prior year, the Group completed its divestments
from the North American Building Products, North
American Fly Ash, Meridian Brick and Australian Building
Products businesses, resulting in a profit before tax of
$1,105.6 million. In the comparative period, earnings in
relation to the divested businesses were classified as
‘Discontinued operations’ in the Income Statement.
FY24 Priorities
Our priorities for FY24 are aligned with
our Good to Great strategy and reflect a
continuation of our organisation journey to
optimise our business performance:
• Safety remains our highest priority, building
on improvements in FY23, performance
gaps to industry benchmarks and our better
performing operations exist
• Continue initiatives focused on delivering
decarbonisation target and improved
environmental compliance performance
• Building commercial discipline and rigor
across the business, clarity and definition
in customer segmentation, with a focus on
price realisation beyond cost recovery
• Improving customer service across the call-
to-cash process and sales effectiveness to
improve customer loyalty
• Continue to invest in our prized upstream
infrastructure assets and build our
downstream close to customer footprint
• Develop broader business operational
capability to optimise asset efficiencies, build
asset management capabilities and reduce
overall business costs
• Build logistics capability including
standardised systems and processes to
optimise fleet utilisation and efficiency
• Develop broader business focus on
improving cash conversion cycle
• Ongoing implementation of key strategic
PEMAF pillars particularly integrated
network opportunities to enhance, sustain
and grow positions
1. Funds employed is (assets less cash less tax assets) – (liabilities less borrowings less tax liabilities)
40
BORAL ANNUAL REPORT 2023 R E V I E W O F O P E R A T I O N S
41
Contents Our risks and responses
Effective risk management is essential to deliver on our
business strategies and create long-term value.
We apply a robust risk management framework to identify, assess, mitigate and manage our risks, and we embed this
approach to make better day-to-day decisions. Our management of risk is informed by the level and types of specific
risks we are willing to accept to achieve our strategic objectives.
We continue to mature our Risk Appetite Framework, which is based on a set of targeted risk appetite statements.
These statements articulate our tolerance for principal risks across key strategic and operational categories.
We have outlined our approach to risk identification and management in the Corporate Governance Statement on
pages 54–66. An overview of our material business risks and approach to managing those risks is set out on the
following pages.
PEMAF
Risk Area
Mitigation
Health, safety and environment
(HSE)
There is a risk of incidents occurring
that may cause injury to Boral’s
staff, contractors or members of
the community, or damage to
the environment.
Boral manages or uses a fleet
of about 3,500 on-road heavy
vehicles, which are required to meet
national heavy vehicle legislation.
This exposes Boral to a risk of traffic
accidents, and potential non-
compliance with heavy vehicle laws.
Boral is also subject to
environmental and/or development
licences, consents and approvals,
including an obligation to protect
Aboriginal heritage sites and
biodiversity. Material breaches
of these requirements may result
in fines and/or loss of licence to
operate. In addition to impacting
our people and communities, any
incidents or material breaches of
laws and regulations may also cause
business interruption and adversely
affect Boral’s reputation.
• Executive Committee (HSE) (led by Executive General
Manager - Enterprise Services and Standardisation and
includes the CEO and Managing Director), provides HSE
oversight and leadership
• Comprehensive Health, Safety, Environment and
Quality Management System with key focus on serious
harm prevention
• Ongoing implementation of our Life Saving Rules and
Environment Absolute Commitments including operating
in compliance with licences and approvals, minimising the
impacts of ground disturbance activities and managing
fuels and chemicals safely and securely
• Strict minimum operating standards, policies, procedures
and training to ensure compliance with applicable
HSE legislation
• Safety improvement initiatives focused on preventing
serious harm, standardisation, and leveraging technology
• HSE performance monitoring, reporting and accountability,
including leading and lagging indicators
• Heavy vehicle safety management to comply with (at a
minimum) heavy vehicle laws
• Heavy vehicle assurance program incorporating Line 1
self-assessments through to external accreditation through
the National Heavy Vehicle Accreditation Scheme
• Focused approach to dust management, including
respirable dust
• Robust environmental compliance and audit programs,
including compliance audits, site compliance tools
and verifications
People
42
BORAL ANNUAL REPORT 2023 PEMAF
Risk Area
Mitigation
People
Workforce, culture and
engagement
Attracting and retaining great
people, and engaging our
workforce underpins delivery of
Boral’s strategic initiatives and
business plans.
The availability of labour and ability
to recruit and retain skilled labour is
a key risk in maintaining production,
and our ability to service our
customers. Ongoing skilled labour
constraints, continue to increase the
risk of job vacancies and associated
cost increases.
People
Environment
Markets
Assets
Social, legal and compliance
Boral is subject to a broad range of
laws, regulations and standards in
the jurisdictions in which we operate.
Changes in laws and regulations,
and non-compliance due to
inadequate processes, systems,
people and /or conduct could lead
to losses and liabilities, reputational
damage and business interruption.
Failure to meet the increasing
expectations of Boral’s
stakeholders could impact future
plans, reputation and our ability
to operate.
• Implementation of Our Boral Way – our new operating
model is focused on simplifying business activities, in a
decentralised but standardised way, where execution is
closer to the customer
• Organisational culture work including continuing to embed
our Vision and Values as integral parts of the way we work,
and measuring and monitoring workplace culture
• Continuing to embed our Code of Business Conduct,
including leader training sessions
• Careful selection and promotion of leaders who
demonstrate the skill, values and behaviours that underpin
our brand experience for employees, customers and the
communities in which we operate
• Diversity and inclusion program “Belong”, sponsored by
the Executive Committee
• Flexible work policy and guidelines that support employee
work and family responsibilities
• Talent Acquisition team supported by strategic outsourced
recruitment partners
• Bespoke recruitment campaigning, including global talent
mapping and utilisation of digital channels
• Organisational culture work, including embedding our
Values, and measuring and monitoring workplace culture
• Third-party whistleblower hotline, monitoring
and reporting
• Centralised Code of Business Conduct and associated
policies, which are covered in mandatory training
at induction
• Privacy Policy and Privacy Officer role incorporate Privacy
Act and Principles requirements
• Regular competition law training, mandatory for
relevant staff
• Governance structure that facilitates performance
monitoring of third-party agreements and joint ventures
• Subject matter experts monitor regulatory changes,
engage with regulators, and modify procedures and
protocols to meet our regulatory obligations
• Modern slavery risk management, including our Human
Rights Policy, Supplier Code of Conduct, supplier risk
assessment process and annual reporting through the
Modern Slavery Statement
• Reconciliation Action Plan and initiatives to support
Aboriginal and Torres Strait Islander peoples, suppliers
and communities
• Community engagement programs, including with local
Aboriginal groups, to responsibly manage our operations
O U R R I S K S A N D R E S P O N S E S
43
Contents Our risks and responses Continued
PEMAF
Risk Area
Mitigation
Supply chain and
cost management
There is a risk that our business is
exposed to inflationary and market
cost increases above expected
levels and/ or Boral is not able to
achieve planned cost reductions or
price increases to offset inflationary
cost increases.
Disruption in the supply of raw
materials or other critical inputs
from force majeure and other
material events could impact Boral’s
ability to manufacture products and
meet market demand.
Competition and customer
Boral operates in competitive
markets against domestic suppliers
and, in some cases, imported
product suppliers. The competitive
environment can be significantly
affected by local market forces, such
as new entrants, production capacity
utilisation, disruptive product
innovation, customer strategies
and preferences, and changes in
construction methods and materials.
These factors are likely to impact
demand for our products.
There is also a risk that, due to
competitor actions and market
pressures, Boral is not able to
maintain pricing and/or achieve
announced price increases to offset
inflationary costs.
• Pricing actions and improved pricing discipline combined
with performance improvement initiatives including cost
reductions, new earnings streams and optimising the use of
our operational footprint
• Simplified new operating model and corporate
organisational structure implemented to reduce costs and
improve efficiency
• Supply chain optimisation strategy and program, including
implementation of automated allocations to transport
fleet, to enhance supply logistics, continuity of supply and
reduce costs
• Largely integrated and locally sourced supply chain
• Operational improvement projects to offset inflationary
pressures
• Short-term price volatility in energy costs was partially
mitigated by hedging and electricity demand
management in FY23, with further initiatives in FY24
• Reshaped operating model implemented in January 2023
to provide greater clarity and accountability for sales and
operational performance
• National Commercial function established to deliver a
standardised and disciplined approach to pricing, sales
capability, customers, service, marketing, products and
product quality
• Customer Call to Cash initiative is focused on streamlining
the ordering process for customers. This includes improving
the digital ordering capability for an improved customer
experience at a lower cost.
• Reinforced the legacy Boral Brand across all Boral sites
and Assets
• Dedicated Pricing team including centralised ‘deal desk’
to manage pricing architecture and approval process, and
to align pricing outcomes with target performance
• National shape planning to determine best mix of
segments will deliver the best margin outcomes by region,
forming the basis of tactical sales plans
• Sales force effectiveness program to align sales activity
such as call cycles and prospecting to volume and price
outcomes
• Lower carbon concrete product suite offers customers
differentiated and more sustainable product solutions
which deliver against their carbon reduction targets
• Product Solutions team focused on continuous product
development, optimisations and improvement, providing
engineered design solutions to customers and major
projects
• Continuing Investment in technology innovation to develop
new products and improve product performance in
core markets
• Net promoter score tracking and associated
response actions
• Auto Allocations technology implemented to ensure
concrete on-time delivery performance meets
customer expectations
Markets
Assets
Markets
44
BORAL ANNUAL REPORT 2023 PEMAF
Risk Area
Mitigation
Markets
Transition to low-carbon economy
• Implementation of decarbonisation pathway initiatives –
Environment
The transition to a low-carbon
economy with heightened focus on
carbon emissions is likely to result
in changing customer preferences,
and a shift to less carbon-intensive
construction materials. This could
result in reduced demand for
Boral's products if they do not meet
customer expectations in terms of
innovation and reduced emissions
intensity.
Governments are setting binding
targets and increasing actions to
achieve carbon reduction. This may
result in a broader based price on
carbon emissions, increasing the
cost of production and negatively
impacting earnings.
refer to page 22
• Outcomes from Task Force on Climate-related Financial
Disclosures (TCFD) carbon price risk scenario analysis
(completed in FY21) continue to be considered in risk
management and capital decision making
• FY23 marketing campaign to assist with accelerating the
transition to lower carbon concrete suite of products and
growing Recycling business and product solutions
• New product development focused on lower carbon
products to drive adoption and usage, and support
our customers
• Sponsoring academic research and leveraging
government initiatives to strengthen materials-based
product research, development, and innovation
• Engaging with government and regulators, and together
with industry associations, monitoring government policies
and related developments
Environment Weather and physical
climate impacts
Extreme weather is an inherent
risk for the construction materials
industry. Periods of extreme weather
can interrupt production and our
operations, impact Boral’s ability to
supply products to the market and
limit customers’ ability to construct,
which in turn, may result in reducing
or postponing demand.
Prolonged periods of wet weather
can impact our performance
through deferred sales volumes, loss
of fixed cost recovery, and higher
costs of overtime to catch up on
customer demand.
• Large operating footprint supports continuity of supply by
using a broad network of operating sites and capabilities
• Ability to flex production schedules to reduce cost impacts
• Monitoring and preparedness for weather-related
disruption, including flexible workforces and adequate
capacity in plant and equipment
• Weather monitoring processes (including weekly supply
and operational planning) identify where and when
extreme weather events may impact the business so we
can initiate planning processes early
• Mitigation plans for major weather events, including flood,
bushfire and cyclones are implemented where relevant
• Insurance risk review mitigation plans continue to be
implemented
• Responding to potential secondary opportunities from
demand for more resilient buildings and infrastructure
to support adaptation to, and reduce impacts of, climate
change; we do this through products such as concrete and
have the ability to respond to these changing needs
O U R R I S K S A N D R E S P O N S E S
45
Contents Our risks and responses Continued
PEMAF
Risk Area
Mitigation
Markets
Market and industry
Our business performance is
influenced by demand in the end-
market segments across our regions
of operation. These markets are
cyclical and affected by various
macroeconomic, demographic
and regulatory factors, and the
allocation and timing of government
funding for public infrastructure and
other building programs.
Our degree of vertical integration
and our fixed asset footprint are
important sources of competitive
advantage that we must optimise
for value creation. These positions
need ongoing investment through
brownfield capacity, as demand
in geographic regions grows, or
new greenfield investments to meet
demand in growth corridors.
Financial
Financial and capital management
Maintaining an optimal capital
structure and taking a disciplined
approach to allocating capital is key
to delivering returns above our cost
of capital.
Managing our liquidity and funding
requirements is essential to the
financial health of our business.
Management of foreign
exchange rates and commodity
exposures is critical for managing
financial volatility.
• Strategic plan pillar of “Assets” is focused on continuing to
optimise our network by investing in our prized upstream
infrastructure assets and building our ‘close to customer’
footprint. To achieve this, we will invest to sustain, enhance,
and grow our positions to retain our competitive and
profitable core business, and respond to industry and
customer trends
• Improved financial rigour including capital discipline and
thoughtful capital allocation. The new operating model will
optimise and manage our capital spend through subject
matter experts, strong governance and process, and clear
accountabilities in project delivery and benefit realisation.
• Enhanced cement import capability in Victoria: the
Geelong Cement clinker import terminal, grinding plant and
storage facility provide increased capacity and flexibility in
the east coast cement supply network including extending
our product supply capability with slag.
• Continued monitoring and reporting of government
policies, regulatory changes and industry trends, and
engagement with governments and regulators
• Progressively building capabilities to better manage
property assets, and breaking the property lifecycle
down into four primary pillars where improvement
opportunities exist
• Quarry reserves provide a key strategic advantage.
Management of quarry reserves has been reinforced
through operating model alignment and process upgrades.
A national team oversees geological assessments, mine
planning and quarry developments, maintaining a national
site-by-site database of quarry reserves and resources.
• Financial Framework targets an optimal capital structure
and guides disciplined capital allocation
• Disciplined capital expenditure and investment decisions
• Maintenance of a prudent debt profile with staged and
long-dated debt maturities from diverse funding sources in
global capital markets
• Cross-currency swaps used to hedge US dollar–
denominated debt
• Debt predominately issued at fixed rates to reduce cyclical
impacts
• Maintenance of a strong liquidity position, with committed
undrawn facilities and cash on hand, including rigorous
management of cash flow and working capital
• Counterparty credit risk distributed across a number of
highly rated global financial institutions
• Management of short-term price volatility in energy costs
through hedging
• Currency hedging management for commodities and
material product and equipment supply.
46
BORAL ANNUAL REPORT 2023 PEMAF
Risk Area
Mitigation
Assets
Operations and Technology
The Group’s manufacturing
operations and related services
depend on critical plant.
Unanticipated material failures,
outages or force majeure events
could lead to failure to meet our
planned financial performance.
Boral’s operations, operational
efficiency, and financial and
commercial systems depend on
our information technology (IT)
systems, capabilities and assets.
Ongoing investment in IT is required
to adequately support the business,
including to improve operational
efficiency and customer service, and
reduce costs.
Cybersecurity breaches,
ransomware attacks on information
systems and/ or plant operating
technologies could result in the loss
of sensitive data, breach of customer
data privacy, and / or widespread
business interruptions, and
associated reputational damage.
• Vertically integrated network and national operating sites
footprint and capabilities assist in managing stoppages
• Plant maintenance strategies and production maintenance
systems and programs continue to be implemented
• Comprehensive Group insurance program covers damage
to facilities, associated business interruption and product
performance
• Disaster recovery plans and emergency response
protocols for critical IT systems and operational equipment
are in place and subject to ongoing review
• Crisis management, emergency response and business
continuity planning for operating sites and office-based
activities are subject to ongoing review
• Risk management of third-party service providers,
includes assurance over high-risk IT, raw materials and
supply chain service providers
• Continued focus on cloud and data security, allows hosting
and running of critical workloads in the cloud
• Strategic IT projects led by Head of Information and
Technology Services, include targeted technology
enhancements to improve operational and core financial
systems, and customer solutions
• Cyber Security Manager, supported by cybersecurity
team, is responsible for developing and implementing
Boral cybersecurity program, including remediation and
improvement plans
• Cyberattack and data breach response protocols and
scenario testing in place and subject to ongoing review
• Cybersecurity improvement program aligned with
the National Institute of Standards and Technology
Cybersecurity Framework
• Information security awareness training and targeted
email ‘phishing’ simulation ongoing for all employees
• Investments in business appropriate cybersecurity
technologies and services for threat prevention, detection
and response
O U R R I S K S A N D R E S P O N S E S
47
Contents Board of Directors
Ryan Stokes AO
Non-executive Chairman
A P P O I N T E D
Non-executive Director
from September 2020,
Chairman from July 2021
B O A R D C O M M I T T E E S
Health, Safety & Environment
Remuneration & Nomination
Ryan Stokes AO is the Managing
Director and Chief Executive Officer
of Seven Group Holdings Ltd (SGH).
He has been an executive director of
SGH since February 2010 and CEO
since 2015.
Ryan is Chairman of WesTrac,
Chairman of Coates, Director of
Seven West Media, and Director
of Beach Energy. He is also Chief
Executive Officer of Australian Capital
Equity Pty Limited (ACE). ACE is a
private company with its primary
investment being an interest in Seven
Group Holdings. Ryan is Chairman
of the National Gallery of Australia.
He was appointed an Officer in the
General Division of the Order of
Australia on 8 June 2020.
His previous roles include Chairman
of the National Library of Australia,
member of the Prime Ministerial
Advisory Council on Veterans’ Mental
Health, and Founding Chair of
Headspace.
Ryan holds a commerce degree from
Curtin University and is a Fellow of the
Australian Institute of Management.
Vik Bansal
CEO & Managing Director
A P P O I N T E D
October 2022
B O A R D C O M M I T T E E S
Health, Safety & Environment
Vik Bansal has more than 30
years’ experience in CEO and
senior leadership roles at complex,
industrial, listed organisations. Vik
has a proven track record as a
seasoned executive. He is known for
his ability to lead businesses through
periods of significant transition,
growth and improvement while
pursuing sustainable solutions, and
a demonstrable history of creating
value for stakeholders.
Vik was Group CEO and Managing
Director of Cleanaway waste
management from 2015 to 2021.
During his tenure, Cleanaway’s
market cap increased fivefold,
earnings more than doubled, and
the company consistently delivered in
the top quartile of total shareholder
returns.
Immediately prior to joining Boral, Vik
was CEO and Managing Director of
InfraBuild, Australia’s largest vertically
integrated steel manufacturer
servicing the construction and
infrastructure segment. Vik is also
Chairman of LGI Limited, a clean
energy company based in Brisbane.
Vik is an Electrical Engineer and has
an MBA and AMP from INSEAD. He
has recently completed a Master of
Laws in Enterprise Governance.
Rob Sindel
Independent Non-executive Director
Lead Independent Director
A P P O I N T E D
September 2020
B O A R D C O M M I T T E E S
Independent & Related Party (Chair)
Remuneration & Nomination
(Chair)
Rob Sindel is Chairman of Orora
Ltd, Chairman of Mirvac Group and
is a Member of Australian Business
Community Network Foundation
(appointed April 2020) and the
Yalari NSW Advisory Committee
(appointed August 2017). He was
formerly the Managing Director and
Chief Executive Officer of CSR Ltd for
eight years from 2011 until 2019 and
a Director of Green Building Council
of Australia (September 2013 to
November 2019).
Rob brings to the Board extensive
experience obtained from executive
management and leadership
positions, principally from his 30-year
career in construction materials and
building products, both in Australia
and the United Kingdom. He has
insights in manufacturing, sales and
marketing for B2B environments,
and strategic management. He also
has a deep understanding of how
to successfully navigate through
market cycles.
Rob holds an engineering
degree and a Master of Business
Administration. He is a graduate of
the Australian Institute of Company
Directors, and a Fellow of the
Institution of Engineers Australia.
48
BORAL ANNUAL REPORT 2023 Paul Rayner
Independent Non-executive Director
Karen Moses
Independent Non-executive Director
Richard Richards
Non-executive Director
A P P O I N T E D
September 2008
R E T I R E D
30 June 2023
B O A R D C O M M I T T E E S
Audit & Risk (Chair)
Independent & Related Party
Paul Rayner is the Chairman of
Treasury Wine Estates Ltd and a
Director of the Murdoch Children’s
Research Institute.
He was previously a Director of
Qantas Airways Ltd and Centrica plc
(a UK-listed company).
He brings to the Board extensive
experience relevant to Boral. He
has worked in the fields of finance,
corporate transactions and general
management in the consumer
goods, manufacturing and resources
industries. His last executive role was
Finance Director of British American
Tobacco plc, based in London from
January 2002 to 2008.
Paul holds an economics degree
from the University of Tasmania
and a Master of Administration
from Monash University.
A P P O I N T E D
March 2016
A P P O I N T E D
July 2021
B O A R D C O M M I T T E E S
Audit & Risk
Health, Safety & Environment (Chair)
Independent & Related Party
B O A R D C O M M I T T E E S
Audit & Risk
Health, Safety & Environment
Karen Moses is a Director of Orica
Ltd, Charter Hall Group, Snowy Hydro,
Music in the Regions and a Fellow of
the University of Sydney Senate.
She was previously a Director of
SAS Trustee Corporation, Australia
Pacific LNG Ply Ltd, Origin Energy
Ltd, Contact Energy Ltd, Energia
Andina S.A., Australian Energy
Market Operator Ltd, VEN Corp and
Energy, Water Ombudsman (Victoria)
Ltd, and Sydney Symphony Ltd, the
Sydney Dance Company and Chair
of Create NSW - Dance and Physical
Theatre Advisory Board.
Karen has more than 30 years’
experience in the energy industry
spanning oil, gas, electricity and
coal and upstream production, and
supply and downstream marketing
operations. This experience has
been gained both within Australia
and overseas.
She holds a Bachelor of Economics
and a Diploma of Education from
the University of Sydney.
Richard Richards is the CFO of
SGH and is responsible for finance
across the diversified conglomerate
(including equipment manufacture,
sales and service, equipment hire,
construction materials, investments,
property, media, and oil and gas).
Richard is a Director of WesTrac,
AllightSykes, SGH Energy, Coates,
where he is Chair of the Audit & Risk
Committee, and Beach Energy, where
he is a member of the Audit & Risk
Committee. Richard joined SGH from
the diverse industrial group, Downer
EDI, where he was Deputy CFO
responsible for group finance across
the company for three years.
Prior to joining Downer EDI, Richard
was CFO for the Family Operations
of LFG, the private investment and
philanthropic vehicle of the Lowy
family for two years. Prior to that, he
held senior finance roles at Qantas
for more than 10 years.
Richard has a Bachelor of
Commerce/Laws (Hons) from Bond
University, a Master of Laws (Hons)
from the University of Sydney and
a Master of Applied Finance (Hons)
from Macquarie University. He is a
Chartered Accountant and admitted
as a solicitor in NSW.
B O A R D O F D I R E C T O R S
49
Contents Board of Directors Continued
Mark Johnson
Independent Non-executive Director
Jacqueline Chow
Independent Non-executive Director
A P P O I N T E D
December 2021
A P P O I N T E D
March 2022
B O A R D C O M M I T T E E S
Audit & Risk (Chair appointed
30 June 2023)
Remuneration & Nomination
Independent & Related Party
B O A R D C O M M I T T E E S
Audit & Risk
Health, Safety & Environment
Independent & Related Party
Mark Johnson is an experienced
non-executive Director and currently
serves as Chairman of the Hospitals
Contribution Fund of Australia Ltd
(HCF) and is an independent Director
of Goodman Group, Sydney Airport,
Metcash and Aurecon. He is also a
Councillor at UNSW Sydney and a
Director of The Smith Family.
He was previously Chairman and
a Director of G8 Education Ltd and
an independent Director of Coca-
Cola Amatil Ltd, HSBC Bank Australia
and Westfield Corporation Ltd.
He held several senior leadership
roles during his more than 20
years as a senior partner at
PricewaterhouseCoopers (PwC),
including as CEO of PwC Australia
from 2008 to 2012, Deputy Chairman
PwC Asia and a member of PwC’s
Global Strategy Council.
Mark is a Fellow of Chartered
Accountants Australia and New
Zealand and the Australian Institute
of Company Directors, and is a
Certified Practising Accountant
Australia. He holds a Bachelor
of Commerce with Merit from
UNSW Sydney.
Jacqueline Chow is currently a non-
executive Director of Coles Group Ltd,
Charter Hall Ltd and nib Holdings Ltd.
Jacqueline has more than 20 years’
corporate experience in executive
and non-executive positions in
general management, strategy,
marketing and technology across a
range of sectors, including industrial,
retail, telecommunications and
financial services.
She previously held senior positions
at Fonterra, where she was Chief
Operating Officer, Global Consumer
and Food Service, and prior to that
at Accenture, the Kellogg Company,
and Campbell’s. Through these roles,
Jacqueline has significant experience
in innovation, digital platforms
and technology, and driving
transformation and cultural change.
Jacqueline holds a Master of
Business Administration (Dean’s
Distinguished Service Award) from
the Kellogg School of Management
at Northwestern University and a
Bachelor of Science (Hons) from
the UNSW.
50
BORAL ANNUAL REPORT 2023 Executive Committee
Vik Bansal
CEO & Managing Director
Vik Bansal has more than 30 years’ experience in CEO and senior leadership roles at
complex, industrial, listed organisations. Vik has a proven track record as a seasoned
executive. He is known for his ability to lead businesses through periods of significant
transition, growth and improvement while pursuing sustainable solutions, and a
demonstrable history of creating value for stakeholders.
Vik was Group CEO and Managing Director of Cleanaway waste management from
2015 to 2021. During his tenure, Cleanaway’s market cap increased fivefold, earnings
more than doubled, and the company consistently delivered in the top quartile of total
shareholder returns.
Immediately prior to joining Boral, Vik was CEO and Managing Director of InfraBuild,
Australia’s largest vertically integrated steel manufacturer servicing the construction and
infrastructure segment. Vik is also Chairman of LGI Limited, a clean energy company
based in Brisbane.
Vik is an Electrical Engineer and has an MBA and AMP from INSEAD. He has recently
completed a Master of Laws in Enterprise Governance.
Belinda Shaw
Chief Financial Officer
Belinda Shaw joined Boral as Chief Financial Officer in January 2023.
She has more than 25 years' of experience including senior executive finance experience
across multiple industries, leading global and regional teams having worked in Asia,
Europe, USA and Australia.
Prior to joining Boral, Belinda was the Acting CFO at Sydney Airport and has also held
senior executive roles at General Electric (GE) including CFO ANZ and PNG, CFO Global
Mining and CFO Global Locomotive.
Belinda holds a Bachelor of Commerce from the University of South Australia and is a
Fellow Certified Practicing Accountant (FCPA).
Mark Crawford
Executive General Manager, Enterprise Services & Standardisation
Mark Crawford joined Boral as Executive General Manager, Enterprise Services &
Standardisation in October 2022.
Mark has more than 30 years’ experience in executive roles across the retail, logistics,
waste and service industries. He has worked across Australia and Asia Pacific and has
extensive transformation experience, integrating complex operating models across all
business disciplines.
Prior to joining Boral, Mark held executive roles at RACV, Australia Post and most
recently Cleanaway where he was the Executive General Manager for the largest P&L
portfolio in that business. Mark started at Cleanaway as Executive General Manager
Enterprise Services. Mark holds qualifications in Information Technology and studies in
Mergers and Acquisitions from Insead’s French campus.
E X E C U T I V E L E A D E R S H I P T E A M
51
Contents Executive Committee Continued
Rajeev Ramankutty
Executive General Manager, Cement and Lime
Rajeev Ramankutty joined Boral in 2019 as Executive General Manager, Cement.
He is an experienced operational leader, having managed projects and organisations in
Australia, the UK and the Philippines.
Prior to joining Boral, he was General Manager at Sunstate Cement and also held several
senior leadership roles across operations and logistics at Lafarge and Blue Circle Industries.
Rajeev has a Bachelor of Technology (Chemical Engineering) and a Master of Business
Administration from the University of South Australia, where he was the recipient of the
Alex Ramsay Prize.
Lloyd Wallace
Executive General Manager, Concrete and Quarries NSW
Lloyd Wallace has been with Boral for more than 15 years’ and is Executive General
Manager, Concrete and Quarries.
He specialises in strategic planning and change management and has held several
senior leadership roles across general management, mining, capital projects, sales,
production and logistics.
Lloyd is a highly respected leader across Boral’s operations and has played a critical role
in improving process and safety at sites.
He has a Bachelor of Engineering and a Master of Business Administration from Harvard
Business School and is a graduate of the Australian Institute of Company Directors.
Matt McKenzie
Executive General Manager, Concrete and Quarries South
Matt McKenzie is a proven business leader with more than 25 years’ experience across
multiple industries. Prior to starting at Boral, Matt was the General Manager Solids
Waste NSW at Cleanaway and has P&L leadership for the largest of Cleanaway’s
business units. He led a team of 1,300 and managed over 40 sites across the state.
Matt has also spent time at Oracle Utilities as Senior Sales Director for the JAPAC region.
Before this Matt was at the General Electric Corporation for fifteen years and held a
number of EGM roles across mining solutions and energy.
Tim Richards
Executive General Manager, Asphalt
Tim Richards is an experienced leader with demonstrated skills running complex national
industrial businesses. Having worked at Boral early in his career, Tim has also held
positions as General Manager of Stramit, Divisional CEO of Building Products at Fletcher,
CEO of Dexion Group and most recently Divisional EGM at Cleanaway.
Tim is a chartered accountant and has completed the Advanced Management Program
at Wharton School, Pennsylvania USA.
52
BORAL ANNUAL REPORT 2023 Ashleigh O’Brien
Executive General Manager, Commercial
Ashleigh O’Brien joined Boral in 2021 as Executive General Manager, Sales and Marketing.
She has extensive experience in leading a broad range of functions, spanning sales and
marketing, operations, innovation, HR, safety and technical.
Prior to joining Boral, she held several senior functional and line management roles in
CSR and Rondo and was also non-executive Director for Think Brick Australia and the
Australian Roofing Tile Association.
Ashleigh has a Master in Business Administration, a Master of Business Marketing and
a Bachelor of Arts in Communications and Media from the University of Western Sydney
and is a graduate of the Australian Institute of Company Directors.
Sam Toppenberg
Executive General Manager, People and Culture
Sam Toppenberg joined Boral in November 2022 as the Executive General Manager of
People and Culture. She has extensive construction materials and contracting experience
having led the People functions at Service Stream, Ventia, Holcim and Adelaide Brighton.
Sam holds a Bachelor of Arts, Master of Commerce and an MBA, is also a GAICD, and
has extensive experience in publicly listed companies across manufacturing, FMCG
and pharmaceutical sectors.
Peter Lim
Acting Group General Counsel and Company Secretary
Peter Lim joined Boral in February 2023 and is the Group General Counsel and
Company Secretary.
He has extensive experience as a senior executive leading legal, governance and
compliance functions across ASX 100 companies, including Ampol and the Super
Retail Group.
Peter holds a Bachelor of Commerce and Laws from the University of NSW is a graduate
of the Advanced Management Program at INSEAD.
E X E C U T I V E L E A D E R S H I P T E A M
53
Contents Throughout FY23, Boral’s governance arrangements
were, unless otherwise stated, consistent with the
Corporate Governance Principles and Recommendations
(4th edition) published by the ASX Corporate Governance
Council (the ASX Principles and Recommendations).
The Board continually reviews governance at Boral
to ensure that our arrangements remain appropriate
in light of changing expectations and general
developments in good corporate governance.
In accordance with the ASX Principles and
Recommendations, the Boral policies referred to
in this statement have been posted to the corporate
governance section of Boral’s website:
www.boral.com.au/about/corporate-governance-policy.
This Corporate Governance Statement is current as
at 30 June 2023 (unless otherwise stated) and has
been approved by the Board of Boral Limited.
Introduction
This Corporate Governance Statement outlines Boral’s
governance framework. Boral is committed to ensuring
that its policies and practices reflect a high standard of
corporate governance.
The Board recognises that good corporate governance
is essential to building trust and creating long-term
shareholder value, supported by Boral’s redefined
purpose and values.
As set out earlier in the Annual Report, our purpose is
building something great, and our corporate values are:
• Safety
• Teamwork
• Accountability
• Ambition
• Respect
Our purpose and values are expected to inform all our
decisions, from the top down. The values are supported
by our governance framework and underpin our
corporate culture.
The Board’s responsibilities, as set out in the Board Charter, include:
Board of Directors
• overseeing the Group, including its control
•
and accountability systems
• approving Boral’s Code of Business Conduct
and key governance policies
• demonstrating leadership and monitoring
the Group’s culture
• appointing and reviewing the performance
of, and determining the rewards for, the CEO
and his direct reports
• guiding development of the Group’s strategy,
approving that strategy, and monitoring its
implementation
• approving the financial statements and
budget; monitoring financial performance
against udget
•
reviewing and approving overall financial
goals and performance objectives for
the Group
• monitoring business performance
reviewing and monitoring systems of risk
management (for both financial and non-
financial risks) and internal control, and
monitoring key risks facing the Group
•
setting the risk appetite within which the
Board expects management to operate
• approving key business decisions, such as
major capital expenditure, acquisitions,
divestments, restructuring and funding
• determining dividend policy and the
dividends to be paid
• monitoring Board composition, processes
and performance
• monitoring the effectiveness of
systems in place for keeping the market
informed, including approving key market
disclosures, and
•
satisfying itself that appropriate processes
and procedures exist for relevant information
to be reported by management to the Board.
Delegation and
oversight
Accountability
and reporting
Company
Secretary
CEO &
Managing
Director
t
h
g
i
s
r
e
v
o
d
n
a
n
o
i
t
a
g
e
e
D
l
g
n
i
t
r
o
p
e
r
d
n
a
y
t
i
l
i
b
a
t
n
u
o
c
c
A
Delegation and oversight
Recommendations and
reporting
Senior
Management
Board Committees
Audit & Risk
Committee
Health, Safety
& Environment
Committee
Remuneration
& Nomination
Committee
Independent &
Related Party
Committee
Committees review matters on behalf of the Board and as determined by the relevant Charter and:
•
refer matters to the Board for decision, with a recommendation from the Committees, or
• determine matters where the Committee acts with delegated authority.
Board and Committee
Charters and the Company’s
Constitution are available
on Boral’s website.
54
Corporate Governance StatementBORAL ANNUAL REPORT 2023
The areas addressed in the matrix are as follows.
Board skills matrix – skills and experience across
the Board as a whole to support Boral’s strategy
and business priorities
Element
Skills
Leadership
Executive leadership
Health, safety and environment
Portfolio
Strategy, mergers and acquisitions
Financial acumen
Risk management
Global experience
Market and customer knowledge
Innovation
Change and transition
Information technology
People
Organisational sustainability
Remuneration and rewards
Governance
Governance and regulation
Board experience
The skills, experience and expertise of each Director are
set out on pages 48-50 of this Annual Report.
Board structure and skills
The Company’s Constitution provides for a minimum of
three Directors and a maximum of twelve Directors on
the Board. As at the date of this statement, the Board
comprises eight Directors, including seven non-executive
Directors.
The Chairman of the Board is Mr Ryan Stokes AO.
Mr Stokes is not considered an independent Director.
The role of the Chairman, and the CEO & Managing
Director are separate.
The Board continues to have a majority of independent
Directors, with an appropriate governance framework
consistent with promoting the best interests of
all shareholders.
Matters relating to the composition of the Board and its
Committees are considered by the Remuneration &
Nomination Committee in accordance with the framework
set out in the Remuneration & Nomination Committee
Charter, and through processes implemented by
the Board.
The Board actively seeks to ensure that it has an
appropriate mix of diversity, skills, experience and
expertise to enable it to discharge its responsibilities
effectively, and to be well-equipped to assist our
Company to navigate the range of opportunities and
challenges the company faces.
To assist in identifying areas of focus and maintaining
an appropriate and diverse mix of skills, experience and
expertise in its membership, the Board uses a skills matrix.
The matrix is an important, but not the only, basis of
criteria applied to Board appointments. When the Board
reviews the skills matrix, it ensures that it covers the skills
needed to address existing and emerging business and
governance issues for the Company.
The Board skills matrix sets out the mix of skills,
experience and expertise that the Board currently has
and is looking to achieve in its membership. The matrix
ultimately supports the Company’s overarching strategy
and priorities for the business, as well as other areas
relevant to the composition of the Board. Referring to
the skills matrix on this page, each area is currently well
represented on the Board.
55
CORPORATE GOVERNANCE STATEMENTContents Director independence
The Board has assessed the independence of each
non-executive Director in light of their interests, positions,
associations and relationships, and considers each of
them to be independent, with the exception of Mr Stokes
and Mr Richards.
Mr Stokes and Mr Richards are senior executives with
Seven Group Holdings (SGH), and SGH and its associated
entities hold a relevant interest in up to 72.6% of Boral’s
shares.
The criteria considered in assessing the independence of
non-executive Directors include that the Director:
•
•
is not and does not represent a substantial shareholder
of the Company and has not within the last three years
been an officer or employee of, or professional advisor
to, a substantial shareholder
is not employed, or has not previously been employed,
in an executive capacity by a Boral company or, if
they have been previously employed in an executive
capacity, there has been a period of at least three
years between ceasing such employment and serving
on the Board
• does not receive performance-based remuneration
from, or participate in, an employee incentive scheme
of Boral
• has not been, within the last three years, in a material
business relationship (e.g. as a supplier, professional
advisor, consultant or customer) with a Boral company,
or an officer of or otherwise associated with someone
with such a relationship
• has no material contractual relationship with a Boral
company other than as a Director
• does not have close personal ties with any person who
falls within any of the categories described above, or
• has not been a Director of Boral for such a period that
their independence may have been compromised.
For Directors assessed as independent, none of the
interests of those Directors (or the interests of persons with
whom Directors have close family ties) with other firms
or companies having a business relationship with Boral
could materially interfere with the ability of those Directors
to act in Boral’s best interests. ‘Material’, in the context of
Director independence is, generally speaking, regarded
as 5% of the revenue of the supplier, customer or other
entity being attributable to the association with a Boral
company or companies.
Accordingly, all of the non-executive Directors are
considered independent, with the exception of Mr Stokes
and Mr Richards.
Conflicts of interest
In accordance with Boral’s Constitution and the
Corporations Act 2001 (Cth) (Corporations Act), Directors
are required to declare the nature of any interest they
have in business to be dealt with by the Board.
56
Except as permitted by the Corporations Act, Directors with
a material personal interest in a matter being considered
by the Board may not be present when the matter is being
considered and may not vote on the matter.
The Board has put in place appropriate policies and
procedures such as the Information Sharing and Conflict
Protocol and Independent & Related Party Committee
Charter to manage any potential conflicts.
Established on 30 July 2021, the Independent &
Related Party Committee consists of all independent
non-executive Directors. The Committee provides a forum
to review material transactions between Boral and its
related parties.
Review of related party transactions by the Committee
occurs without non-independent Directors present.
The Committee will meet as required, and will otherwise
hold discussions and receive management reports
concerning related party transactions as necessary.
The Committee provides an opportunity for the
independent Directors to meet without the presence of
the non-independent Directors. The Committee is also
responsible for considering relevant matters that arise
under the Information Sharing and Conflict Protocol.
Mr Sindel, as the Chairman of the Independent &
Related Party Committee, performs the function of
Lead Independent Director on the Board.
Tenure
Under Boral’s Constitution, and as required by the ASX
Listing Rules, a Director must not hold office (without
re-election) past the longer of the third Annual General
Meeting (AGM) and three years following that Director’s
last election. Retiring Directors are eligible for re-election.
When a vacancy is filled by the Board during a year, the
new Director must stand for election at the next AGM.
The requirements relating to retirement from office do not
apply to the Managing Director of the Company.
The length of service of each current Director is set out on
pages 48-50 of this Annual Report. While the Board has
been well served with an appropriate and diverse mix
of tenure over time, the Board’s orderly succession and
renewal plan is ongoing.
The Board does not regard nominations for re-election
as being automatic but rather as being based on the
individual performance of Directors and the needs of the
Company. Before the business to be conducted at the
AGM is finalised, the Board discusses the performance
of Directors standing for re-election in the absence of
those Directors. Each Director’s suitability for re-election
is considered on a case-by-case basis, having regard to
individual performance. Tenure is just one of the many
factors the Board takes into account when assessing the
independence and ongoing contribution of a Director.
Corporate Governance Statement ContinuedBORAL ANNUAL REPORT 2023 Induction and training
Management, with the Board, provides an orientation program for new Directors. The program includes:
• briefings from executives and management, including detailed introductions to Boral’s business, strategy, history,
culture, industry, and key risks and opportunities
• an introduction to Boral’s regulatory environment, including legal duties and responsibilities of Boral Directors, and
accounting matters where the Director requests additional background
• the provision of induction materials such as the Strategic Plan, and governance charters and policies, and
• discussions with other Directors and, where practicable, site visits to some of Boral’s key operations.
The Company also supports continuing education for Directors to develop their professional skills. This is considered
regularly in light of emerging business and governance issues relevant to Boral. The Board receives appropriate
briefings on material developments in laws, regulations and accounting standards relevant to the Company.
Succession planning
Board succession planning, and the progressive and orderly renewal of Board membership, is an important part of the
governance process. The Board’s approach for selecting, appointing and re-appointing Directors is to ensure that the
Board possesses an appropriate range of skills, experience and expertise to enable it to carry out its responsibilities
most effectively.
As part of the appointment process, Directors consider Board renewal and succession plans, and whether the Board is
of a size and composition that is conducive to making appropriate decisions.
The non-executive Directors meet on a regular basis without management present in a forum intended to allow for
open discussion, including in relation to Board and management performance.
Process
Board review
Explanation
• The appointment of Directors follows a process during which the full Board (with
the assistance of external search consultants) assesses the necessary and desirable
competencies of potential candidates, and considers a number of candidates before
deciding on the most suitable candidate for appointment.
• The selection process includes assistance from an external consultant, where
appropriate, to identify and assess suitable candidates. Background checks are
conducted before appointing a Director and putting forward a candidate to
shareholders. These checks include the candidate’s experience, education, criminal
record and bankruptcy history, and reference checks.
• Candidates identified as being suitable are interviewed by a number of Directors.
Confirmation is sought from prospective Directors that they would have sufficient time
to fulfil their duties as a Director.
Remuneration &
Nomination Committee
recommendation
• The Remuneration & Nomination Committee is responsible for making
recommendations to the Board on matters such as succession plans for the Board,
suitable candidates for appointment to the Board, Board induction and Board
evaluation procedures.
Appointment
• At the time of appointing a new non-executive Director, the key terms and conditions
applicable to that person’s appointment, the Board’s responsibilities and the
Company’s expectations of a Director are set out in a letter of appointment. All current
Directors have been provided with a letter confirming their terms of appointment.
Shareholder
communications
• When candidates are submitted to shareholders for election or re-election, the
Company includes in the Notice of Meeting all information in its possession that is
material to the decision on whether to elect or re-elect the candidate.
Access to information, independent advice and indemnification
After consultation with the Chairman, Directors may seek independent professional advice, in furtherance of their duties,
at the Company’s expense. Directors may also request relevant information from management at any time through the
CEO & Managing Director or the Company Secretary.
The Company Secretary, who is accountable to the Board through the Chairman, provides advice and support to the
Board and is responsible for all matters to do with the proper functioning of the Board.
57
CORPORATE GOVERNANCE STATEMENTContents Board Committees
The qualifications and experience of each Committee
member are set out on pages 48-50 of this Annual Report.
Details of the number of Committee meetings Directors
attended during the reporting period are set out on page
69 in the Directors’ Report.
Open lines of communication exist between all of Boral’s
Board Committees. This is intended to prevent any gaps in
risk oversight and to maintain a broader picture of Boral’s
risk profile.
Audit & Risk Committee
Composition and role
Boral has an Audit & Risk Committee that assists with
the effective operation of the Board. The Audit & Risk
Committee comprises a majority of independent non-
executive Directors, and is chaired by an independent
Director, who is not the Chairman of the Board. Its
members were:
Paul Rayner (Chairman)*
Jacqueline Chow
Mark Johnson
Karen Moses
Richard Richards
* Mr Paul Rayner retired from the Board effective 30 June 2023, and was replaced on
that date by Mr Mark Johnson as the Chairman of the Audit & Risk Committee.
The Committee met four times during FY23.
The Audit & Risk Committee has a formal Charter that
sets out its role and responsibilities, composition, structure
and membership requirements. Its responsibilities include
review and oversight of:
• the financial information provided to shareholders and
the public
• the integrity and quality of Boral’s financial statements
and disclosures
• the systems and processes that management have
established with oversight from the Board to identify
and manage areas of key financial and non-financial
risk, and the effectiveness of Boral’s risk management
framework
• risk culture, and
• Boral’s auditing, accounting and financial reporting
processes and control framework.
The Committee has the necessary power and resources to
meet its responsibilities under its Charter, including rights
of access to management and auditors (internal and
external), and to seek additional information.
Accounting and financial control policies and procedures
have been established, and are monitored by the
Committee to ensure that the financial reports and other
records are accurate and reliable. Any new accounting
policies are reviewed by the Committee.
Compliance with these procedures and policies are
subject to review by the external and internal auditors.
When considering the yearly and half yearly financial
reports, the Audit & Risk Committee reviews the carrying
value of assets, provisions and other accounting issues.
Questionnaires completed by management are reviewed
by the Committee half yearly.
The external and internal auditors attend each scheduled
meeting of the Committee, and report to the Committee
as appropriate on the outcome of their audits and the
quality of controls throughout Boral. As part of its agenda,
the Audit & Risk Committee meets with the external and
internal auditors, in the absence of the CEO & Managing
Director and the Chief Financial Officer, at each meeting
during the year.
The Chairman of the Audit & Risk Committee reports to
the full Board after Committee meetings. The Audit & Risk
Committee meetings minutes are included in the papers
for the next full Board meeting after each Committee
meeting.
Responsibilities in relation to the external audit and
internal audit
Boral’s external auditor is Deloitte. At least annually, as
occurred in FY23, the Audit & Risk Committee reviews
the scope of the external audit and evaluates the quality
of the performance, and the effectiveness and the
independence of the external auditor.
The Audit & Risk Committee monitors procedures to ensure
the rotation of external audit engagement partners every
five years as required by the Corporations Act.
The Audit & Risk Committee has approved a process for
the monitoring and reporting of non-audit work to be
undertaken by the external auditor. The types of services
the external auditor is prohibited from participating
in because it could impair, or might appear to impair,
their independence include the participation in activities
normally undertaken by management and where the
external auditor would be required to review their work
as part of the audit.
The Independence Declaration by the external auditor is
set out on page 72. The Committee’s role in relation to the
internal audit function is discussed on page 61.
58
Corporate Governance Statement ContinuedBORAL ANNUAL REPORT 2023 Remuneration & Nomination Committee
Health, Safety & Environment Committee
Composition and role
Composition and role
The Board has a Remuneration & Nomination Committee
that comprises a majority of independent non-executive
Directors and is chaired by an independent Director.
The members of the Committee were:
The Board has a Health, Safety & Environment Committee,
which is chaired by an Independent Director.
The members of the Committee were:
Karen Moses (Chairman)
Rob Sindel (Chairman)
Mark Johnson
Ryan Stokes
The Committee met four times during FY23.
The Remuneration & Nomination Committee has a
formal Charter that sets out its role and responsibilities,
composition, structure and membership requirements.
The Committee’s responsibilities include reviewing,
advising and making recommendations to the Board on:
• Boral’s remuneration framework (including incentive
policies and practices, remuneration arrangements for
the CEO and the CEO’s direct reports)
• whether the Group’s remuneration policies are aligned
with Boral’s values, strategic objectives and culture
• whether remuneration outcomes are consistent with the
Group’s remuneration philosophy; are aligned with the
Group’s performance and the shareholder experience;
and demonstrate alignment between executive reward
and shareholder value
• suitable candidates for appointment to the Board
• the Board skills matrix
• succession planning policy and approach generally,
and the succession plan for the CEO in particular
• employee engagement and workplace culture
• developing and implementing procedures for the
Board’s periodic evaluation of its performance, and
the endorsement of retiring Directors seeking
re-election, and
• Board induction and the provision of appropriate
training and development opportunities for Directors
as required.
Part of the role of the Remuneration & Nomination
Committee is to advise the Board on the remuneration
policies and practices for Boral generally and the
remuneration arrangements for senior executives.
Further information relating to the key areas of focus for
the Remuneration & Nomination Committee in FY23 is set
out in the Remuneration Report from page 73.
Jacqueline Chow
Vik Bansal
Ryan Stokes
Richard Richards
The Committee met three times during FY23.
The Health, Safety & Environment Committee has a formal
Charter that sets out its composition, structure, and roles
and responsibilities. The Committee’s responsibilities
include reviewing and monitoring:
• the Group’s strategy for health, safety and environment
(HSE) matters,and management’s plans to improve
HSE performance
• the effectiveness of the Group’s policies, systems and
governance structure for identifying and managing
HSE risks that are material to the Group
• the policies and systems within the Group for ensuring
compliance with applicable legal and regulatory
requirements associated with HSE matters
• the performance of the Group, assessed by referring
to agreed targets and measures, in relation to HSE
matters
•
internal audits in relation to HSE matters
• the adequacy of the Group’s systems for reporting
actual or potential incidents, regulatory breaches and
significant incident investigations
• the Group’s material reports, which are prepared
and lodged in compliance with its statutory obligations,
concerning the environment and sustainability.
In performing its role, the Committee seeks to support the
activities of management and enhance the HSE culture of
the Group.
59
CORPORATE GOVERNANCE STATEMENTContents Role and responsibility of the Executive Committee
Performance evaluation process
Under the supervision of the CEO, the Executive Committee is responsible for implementing Boral’s strategic objectives.
The Executive Committee has also been delegated responsibility for managing business performance, monitoring and
reviewing material financial and non-financial risks, and overseeing and developing Boral’s people.
The Executive Committee is collectively responsible for meeting these delegated responsibilities, and each member is
delegated specific accountability for overseeing their part of Boral’s business (details of the Executive Committee are set
out on pages 51-53 of this Annual Report).
The Executive Committee is also responsible for providing timely and accurate reports to the Board on Boral’s business
and operations, to assist the Board in discharging its duties and responsibilities effectively.
Members of the Executive Committee (as well as other senior executives) are employed by Boral through individual
Executive Services Agreements. The pre-employment process for executives includes obtaining background checks
with the assistance, where appropriate, of an external consultant, to verify qualifications and determine suitability for
the role.
Performance evaluation and remuneration
Performance evaluation process
The following table explains the Company’s performance evaluation processes for the Board, Committees, individual
Directors and senior executives.
Board, Committees and Directors
CEO & Managing Director
Senior executives
On an annual basis, the
Remuneration & Nomination
Committee, and subsequently
the Board, formally review the
performance of the CEO & Managing
Director.
The criteria assessed are both
qualitative and quantitative,
and include profit performance,
other financial measures, safety
performance, financial and non-
financial risk identification and
management, and strategic actions.
Further details on the assessment
criteria for the CEO & Managing
Director, and senior executive
remuneration (including equity-
based plans) are set out in the
Remuneration Report, which forms
part of the Annual Report.
An evaluation of the performance of
the CEO & Managing Director took
place for FY23 in accordance with
the process described above, with a
performance evaluation of Mr Bansal
to take place in August 2023.1
The CEO & Managing Director
annually reviews the performance
of each of Boral’s senior executives,
being members of the Executive
Committee, using criteria consistent
with those used for reviewing the CEO
& Managing Director.
The performance of senior executives
is reviewed annually against
appropriate measures as part of
Boral’s performance management
system, which applies to all managers
and staff.
The CEO & Managing Director
presents the outcomes of those reviews
to the Board through the Remuneration
& Nomination Committee. The
Remuneration & Nomination
Committee retains discretion as to
the appropriateness of remuneration
outcomes for the Executive Committee.
An evaluation of the performance
of senior executives of Boral took
place for FY23 in accordance with the
process described above.
The Board undertakes an evaluation
of the performance of the Board, its
Committees, individual Directors and
the Chairman.
Periodically, this review is
undertaken with the assistance of an
external facilitator. The evaluation
encompasses a review of the
structure and operation of the Board,
and the skills and characteristics
required by the Board to maximise
its effectiveness. It also considers
whether the blending of skills,
experience and expertise, and the
Board’s practices and procedures
are appropriate for the needs of the
Company.
The last formal evaluation to
occur in accordance with this
process took place in FY20.
The next formal evaluation is planned
for FY24, although the Board and
Committees continued to iteratively
review their effectiveness throughout
FY23.
1. Mr Bansal commenced on 10 October 2022.
60
Corporate Governance Statement ContinuedBORAL ANNUAL REPORT 2023 Remuneration
Remuneration of non-executive Directors
The remuneration of non-executive Directors is fixed.
The non-executive Directors do not receive any options,
at-risk remuneration or other performance-related
incentives. Nor are there any schemes for retirement
benefits for non-executive Directors.
• the assessment, monitoring, mitigation and
reporting of those identified risks.
The Board (through the Audit & Risk Committee) is
responsible for satisfying itself that a sound system
of risk oversight and management exists and that
internal controls are effective.
In particular, the Board seeks assurance that:
The remuneration arrangements for non-executive Directors
are distinct from the arrangements for senior executives.
• the material strategic, operational, financial and
compliance risks are identified
Remuneration of senior executives
Boral’s remuneration policy and practices for senior
executives, including the CEO & Managing Director, are
designed to attract, motivate and retain high-quality
people. The policy is built around principles that:
• executive rewards be competitive in the markets
in which Boral operates
• executive remuneration has an appropriate balance of
fixed and at-risk reward
• remuneration be linked to Boral’s performance and the
creation of shareholder value
• at-risk remuneration for executives has both short- and
long-term components, and
• a significant proportion of executive reward be
dependent upon performance assessed against
key business measures.
These principles ensure that the level and composition
of remuneration is sufficient and reasonable, and that
its relationship to corporate and individual performance is
defined.
Further information relating to the remuneration of the
non-executive Directors and senior executives is set out
in the Remuneration Report from page 73.
Risk management framework
The Boral Risk Management Framework is composed of
the systems, policies, processes, and employees that are
involved in the identification, assessment, measurement,
monitoring, mitigation, and reporting of the material
financial and non-financial risks of our business. Details
regarding our approach to managing our specific
material risks are contained in the operating and financial
review (OFR) (pages 42-47).
Risk identification and management
Boral’s senior leaders and managers are responsible
for identifying and effectively managing risks. Under the
supervision of the Board, management is responsible
for designing and implementing risk management and
internal control systems to manage the Group’s material
business risks. This includes:
• the identification of material strategic,
operational, financial and compliance risks
• the identification and monitoring of emerging
business risks, and
• systems are in place to assess, manage, monitor
and report on these risks, and
• these systems are rigorously tested to ensure they
are operating effectively at all stages of the risk
management cycle.
On at least an annual basis, Group Risk facilitates risk
management workshops with a cross-section of people
from the business. Outcomes are shared with the Audit
& Risk Committee and management, who also receive
presentations by senior management on emerging risks
and risk management initiatives.
Boral’s management has reported to the Board (through
the Audit & Risk Committee) on the effectiveness of the
management of the material business risks faced by Boral
during FY23. The Audit & Risk Committee has reviewed
the risk management framework and is satisfied that it
continues to be sound, and the Group is operating with
due regard to the risk appetite set by the Board.
Boral’s Risk Management Policy is available on
Boral’s website.
Internal audit
PwC carries out Boral’s internal audit function, providing
independent and objective assurance to Management
and the Board on the effectiveness of Boral’s internal
control, risk management and governance systems and
processes.
PwC is responsible for executing the internal audit plan as
approved by the Audit & Risk Committee. In their role as
the internal auditor PwC has a direct reporting line and is
accountable to the Audit & Risk Committee.
PwC in its internal audit function is independent of
management and has full access to all Boral entities,
records and personnel.
The internal audit plan is formulated using a risk-based
approach to align audit activity with the key risks of Boral.
Internal audit activity and outcomes are reported to the
Audit & Risk Committee at each meeting.
Sustainability
Details regarding our approach to managing
environmental and social risks are contained in the OFR,
including the Risks and Responses section (pages 42-47),
as well as the Our sustainable business framework section
(pages 19-36) of this Annual Report.
61
CORPORATE GOVERNANCE STATEMENTContents These sections explain the Group’s approach to
sustainability, exposure to social and environmental risks,
and how that exposure is managed.
Chief Executive Officer and Chief Financial Officer
declaration
The CEO & Managing Director and the Chief Financial
Officer give a declaration to the Board, before the Board
resolves that the Directors’ Declaration accompanying
the full year and half year financial statements be
signed, that in their opinion, the Company’s financial
records have been properly maintained, and the
financial reports comply with the appropriate accounting
standards and give a true and fair view of the financial
position and performance of the Company, and that
their opinion has been formed on the basis of a sound
system of risk management and internal control that
operates effectively.
The CEO & Managing Director and the Chief Financial
Officer gave this declaration to the Directors for the
full year ended 30 June 2023, and the half year ended
31 December 2022.
Compliance with laws and policies
The Company has adopted policies to monitor
compliance with occupational health, safety, environment,
anti-corruption and bribery, discrimination, bullying and
harassment, privacy, and competition and consumer laws
throughout the jurisdictions in which it operates.
There are also procedures providing employees with
alternative means to usual management communication
lines through which to raise concerns relating to
suspected illegal or unethical conduct.
There are ongoing programs for the audit of the large
number of Boral operating sites. Occupational health
and safety, environmental and other risks are covered
by these audits. There is a dedicated health, safety and
environment team to monitor and advise on workplace
health and safety, and environmental matters and
provide training to staff.
Conduct and ethics
The Board’s policy is that Boral’s companies and
employees must observe both the letter and the spirit
of the law, adhere to high standards of business conduct
and comply with best practice.
Boral’s management guidelines include the Code of
Business Conduct and other guidelines and policies that
set out legal and ethical standards for employees.
The Code and related guidelines and policies set out
the expectations and practices necessary to maintain
confidence in the Company’s integrity, and as to the
responsibility and accountability of individuals for
reporting and dealing with unethical practices. The
Code also guides compliance with legal and other
obligations to stakeholders.
Employees are provided with training and awareness
programs on expected standards of behaviour, the
Boral values and compliance with the Code of Business
Conduct. Compliance with the Code is monitored by
senior management, and the Board is notified of material
breaches. The Board reviews the Code periodically,
with the latest review occurring in August 2021.
Boral’s Code of Business Conduct is available on Boral’s
website.
Reporting misconduct
There are procedures providing employees with
alternative means to usual management communication
lines through which to raise concerns relating to suspected
illegal or unethical conduct. This includes an external
service that enables reports to be made anonymously,
a facility known as FairCall. The Company believes that
whistleblowing can be an appropriate means to protect
Boral and individuals, and to ensure that operations are
conducted ethically and within the law.
At least twice a year, the Audit & Risk Committee receives a
confidential report about the number, nature and status of
FairCall reports. All Directors have access to this report.
Material breaches of the Code of Business Conduct and
other Boral policies, including anti-corruption and bribery
(as contained in the Code), are reported to the Board and
/or Audit & Risk Committee as appropriate. All material
conduct issues are reported to the Board, whether they
are financial or non-financial in nature.
Boral’s FairCall Policy (which is its Whistleblowing Policy)
is available on Boral’s website.
62
Corporate Governance Statement ContinuedBORAL ANNUAL REPORT 2023 Diversity and inclusion at Boral
We believe that a diverse and inclusive workforce is a critical part of creating sustainable competitive advantage
for Boral, now and into the future.
Our commitment to diversity and inclusion is outlined through our Diversity Plan, BELONG. This is led by the CEO &
Managing Director and governed by the Executive Committee, with progress reported to the Board.
Our Diversity Plan is underpinned by our Diversity and Inclusion Policy, outlining the core principles that employees:
• are expected to act in a manner that embraces difference, supports inclusion and promotes
Equal Employment Opportunity, and
• will be treated with dignity, care and respect in a workplace free from discrimination, bullying and harassment.
Boral’s Diversity and Inclusion Policy is available on Boral’s website.
Measurable objectives for FY23
Boral’s Diversity Plan outlines measurable objectives to support increasing the representation of women in leadership and
across the workforce, including in senior executive roles. These measurable objectives align to the areas of: leadership;
communication and education; system and process design; gender equality and equity; and Indigenous relations.
The status of each objective and specific actions taken during the reporting period are outlined below.
Element and objective
Status
Outcomes
1
1.1
Leadership
Leadership engagement:
engage senior leaders to
take carriage of deploying
diversity communication
and education
Completed • Undertook an extensive review of our Diversity Plan and consulted with
leaders to inform a new diversity and inclusion strategy, BELONG, that
supports Boral’s sustainability goals.
• Boral’s EGM People and Culture (P&C) has been appointed as
the Executive Sponsor for both the Gender Participation and the
Reconciliation Action Group.
• As part of Boral’s celebration of International Women’s Day 2022, the
EGM P&C facilitated a workshop for our employees on how to improve
inclusion and gender participation across our operations.
• As part of our National Reconciliation Week campaign, Boral facilitated
a discussion with our Aboriginal Affairs Manager on ways to engage
Aboriginal and Torres Strait Islander communities on improving
employment and commercial opportunities, and to better understand
Aboriginal and Torres Strait Islander cultures.
2 Communication and education
2.1
Education: develop
a framework for
diversity education to
provide management
with capability to lead
and manage diversity
and diverse teams
Ongoing
• Boral’s Diversity Policy has been updated, outlining our commitment
to build a diverse and inclusive workplace that supports everyone to
belong.
• Boral’s leaders facilitated diversity and inclusion awareness campaigns
including NAIDOC Week, International Women’s Day, Ramadan, and
National Reconciliation Week. Teams engaged with toolbox talks,
webinarsand leaders stories to build knowledge and understanding of
diversity and inclusion.
• As part of our commitment to build a deeper respect for and
understanding of Aboriginal and Torres Strait islander cultures we have
rolled out cultural awareness education modules across the business.
2.2 Networking: establish
networks, alumni and
support groups across
Boral to educate, support
and engage employees
Ongoing
• Employee community groups, including Women Inspiring Success in
Each Other (WISE) and the Aboriginal Community Network continued to
connect and engage employees.
• Performance indicators established to track, measure and report
gender diversity to the Board.
• A focus area was identified through analysing our recruitment metrics to
increase the participation of women in critical operational roles.
63
CORPORATE GOVERNANCE STATEMENTContents Element and objective
Status
Outcomes
2.3 Track and report:
Ongoing
develop key performance
indicators to measure,
track and report on
change and progress
• As part of the Diversity Plan review, an extensive analysis of measures
and actions against industry peers was undertaken to inform strategic
priorities.
• Boral reviews Workplace Gender Equality Agency’s (WGEA) industry
benchmarks to inform areas of priority and impact for gender diversity.
Ongoing
2.4 Benchmark: adopt
external metric
to measure and
benchmark effectiveness
of diversity strategy
3
System and process design
3.1
Search and selection:
embed diversity
principles in standardised
recruitment
Ongoing
• Boral’s Talent Acquisition team partnered with the business areas to
provide equitable and gender-diverse shortlists. Advertisements have
been amended to include gender-neutral language and benefits that
appeal to a more diverse candidate pool.
3.2 Flexibility and flexible
Ongoing
• We have introduced Flex@Boral to help employees manage their work
and home commitments.
work practices: develop
and implement policy,
guidelines and education
programs to improve
flexibility and flexible work
outcomes
4 Gender equality and equity
4.1
Analysis: complete an
analysis of Boral pay
equity at least annually
to monitor pay rates and
identify issues
5
Indigenous relations
5.1
Innovate Reconciliation
Action Plan (RAP):
progress the actionable
commitments set out in
the plan
Ongoing
• Will review the annual gender remuneration gap analysis and report
outcomes to the Board.
• Conducted a deep analysis of pay rates across job families and job
levels to determine areas of focus as part of our revised remuneration
framework.
Completed • All 52 actionable Innovate RAP deliverables and commitments are
on target or completed.
• Continued our organisational learning, with acknowledgement
of the local Custodians of the land displayed in our offices.
• Nationally, our social procurement expenditure exceeded $5m,
with over 45 Aboriginal and Torres Strait Islander suppliers
engaged during the year.
Proportion of men and women in the workplace
As at 30 June 2023, the proportion of women employed by Boral is as follows:
• Board of Directors: 29%
• Senior Executives: 27%1
• Total Workforce: 14%
1. Senior Executives at Boral are defined as Executives reporting directly to the CEO – this group has increased from 10 to 11 hence the drop in
% representation.
In accordance with the requirements of the Workplace Gender Equality Act 2012 (Cth), Boral submitted its Workplace
Gender Equality Public Report with the Workplace Gender Equality Agency.
The report can be viewed at wgea.gov.au.
64
Corporate Governance Statement ContinuedBORAL ANNUAL REPORT 2023 Continuous disclosure
The Company appreciates the importance of timely and
adequate disclosure to the market. It is committed to
making timely and balanced disclosure of all material
matters, and maintaining effective communication with
its shareholders and investors so as to give them ready
access to balanced and understandable information.
The Company has in place mechanisms designed to ensure
compliance with all relevant disclosure laws and ASX Listing
Rule requirements under its Continuous Disclosure Policy.
These mechanisms also ensure accountability at a senior
executive level for that compliance.
The CEO & Managing Director, the Chief Financial
Officer and the Company Secretary are responsible for
determining whether or not information is required to be
disclosed to the ASX. Announcements relating to significant
matters, such as results, guidance to the market, major
acquisitions or divestments, or other corporate matters that
involve significant financial or reputational risk, are referred
to the Board for approval, unless to do so is impractical
in the circumstances (having regard to Boral’s continuous
disclosure obligations). In such cases, approval can be given
by any two of the following officers: the CEO & Managing
Director, the Chairman of the Board and the Chairman
of the Audit & Risk Committee. The Company Secretary
will endeavour to notify all other Directors of the possible
disclosure considerations and invite them to participate in
any discussions and disclosure decisions where possible.
Directors are provided with copies of all announcements
made pursuant to Boral’s continuous disclosure obligations
promptly after they have been made.
Boral’s Continuous Disclosure Policy is available on
Boral’s website.
Dealings in Boral shares
Under Boral’s Share Trading Policy, trading in Boral shares
by Directors, senior executives and other designated
employees and their close associates is restricted to the
following trading windows:
• the 30 day period commencing 24 hours after the
release of Boral’s half year results announcement to the
ASX
• the 30 day period commencing 24 hours after the
release of Boral’s full year results
• the 30 day period commencing 24 hours after the AGM,
and
• any additional period designated by the Board
(or its delegate) from time to time (for example,
during a period of enhanced disclosure).
The policy precludes executives from entering into any
hedge or derivative transactions relating to options or
share rights granted to them as performance incentives,
regardless of whether or not the options or share rights
have vested.
Breaches of the policy are treated seriously and may lead
to disciplinary action being taken against the executive,
including dismissal.
Trading in Boral shares at any time is subject to the
overriding prohibition on trading while in possession of
inside information.
Boral’s Share Trading Policy is available on Boral’s
website.
Directors’ shareholdings
Under Boral’s Constitution, Directors must hold a minimum
of 1,000 ordinary shares in the Company.
To align the interests of non-executive Directors with the
interests of our shareholders, the Board has minimum
shareholding guidelines that encourage non-executive
Directors to accumulate over time a holding of ordinary
shares in the Company equivalent in approximate value
to the gross annual base fee paid to each non-executive
Director.
Under the guidelines, the minimum shareholding may
be held directly or indirectly by a Director, and may be
accumulated over a period of up to five years from the
date of appointment.
The timeframe to allow Directors to build their minimum
shareholding is a necessary reflection of the fact that
Directors are very limited in the opportunities they have
to acquire shares, given their exposure to price sensitive
information regarding the Company.
Details of Directors’ shareholdings in the Company are
set out on page 70 of this Annual Report.
65
CORPORATE GOVERNANCE STATEMENTContents Process for verifying periodic corporate reports
The Company has an appropriate process for preparing, verifying and approving corporate reporting.
The process for verifying the integrity of periodic corporate reports is tailored based on the nature of the relevant report,
its subject matter and where it will be published. Boral seeks to adhere to the following principles in respect of the
preparation and verification of corporate reporting:
• Periodic corporate reports are prepared with appropriate input and oversight by relevant senior management
and subject matter experts for the area being reported on.
• The relevant report and its supporting information is reviewed to ensure it is not inaccurate, false, misleading or
deceptive.
Consistent with these principles, the non-audited sections of the Annual Report, Sustainability content and
Corporate Governance Statement for the reporting period were prepared with input and oversight by relevant
senior management and subject matter experts. These reports are reviewed and verified by relevant senior
management prior to Board review and approval for release. ASX announcements (other than administrative
announcements), are also reviewed and confirmed by relevant senior management, prior to Board review and approval
for release.
Communications with shareholders
The Company’s policy is to promote effective two-way communication with shareholders and other investors. This
ensures they understand Boral’s business, governance, financial performance and prospects, as well as how to assess
relevant information about Boral and its corporate activities.
Investor
relations
Boral has a dedicated investor relations capability that facilitates ongoing engagement with
institutional shareholders, retail investor groups, analysts and proxy advisors. To encourage two-
way communication, investor relations as well as the share registry can be contacted directly by
shareholders by telephone or email. The links to these contacts are available on Boral’s website at
www.boral.com.
Annual
reporting
Shareholders may elect to receive annual reports electronically or to receive notifications via email
when reports are available online. Hard copy annual reports are provided to those shareholders who
specifically elect to receive them.
Company
announcements
All formal reporting and Company announcements made to the ASX are published on Boral’s website
after confirmation of lodgement has been received from the ASX. Furthermore, Boral also has an
email list of investors, analysts and other interested parties who are sent relevant announcements via
email alert after those announcements have been lodged with the ASX. Announcements are also sent
to major media outlets and newswire services for broader dissemination.
All new and substantive investor or analyst presentations are released on the ASX ahead of the presentation.
General
meetings
Boral encourages shareholders to participate in all general meetings, including annual general
meetings. All substantive resolutions at general meetings are decided by poll.
Shareholders are entitled to ask questions about the management of the Company and of the
auditor as to its conduct of the audit and preparation of its reports, the accounting policies adopted
by the Company in relation to the preparation of the financial statments of the Company, and the
independence of the external auditor in relation to the conduct of the audit.
Notices of Meeting are accompanied by explanatory notes to provide shareholders with information
that enables them to decide how to vote on the business of the meeting. Full copies of Notices
of Meeting and explanatory notes are posted on Boral’s website. If shareholders are unable to
participate in general meetings, they may vote by appointing a proxy.
Boral’s Stakeholder Communications Policy is available on Boral’s website.
Conclusion
While the Board is satisfied with its level of compliance with governance requirements, it recognises that practices and
procedures can always be improved. Accordingly, the corporate governance framework of the Company will be kept
under review to take account of changing standards and regulations.
66
Corporate Governance Statement ContinuedBORAL ANNUAL REPORT 2023 The Directors of Boral Limited (the Company) report
on the consolidated entity, being the Company and its
controlled entities (‘the Group’ or ‘Boral’) for the financial
year ended 30 June 2023.
(1) Review and results of operations
Information on the operations and financial position of
Boral is set out in our operating and financial review (OFR),
which comprises pages 37-40 of the Annual Report and
forms part of this Directors’ Report.
(2) State of affairs
The OFR sets out a number of matters that have had a
significant effect on the Group’s state of affairs during the
year, including that the Group reported a net profit after
tax (NPAT) excluding significant items of $142.7 million for
the year ended 30 June 2023. Significant items, as detailed
in note 2.1 to the financial statements, totalled an after-tax
gain of $5.4 million, resulting in a statutory profit after tax
of $148.1 million.
(3) Principal activities and changes
Boral’s principal activities are the manufacture and supply
of building and construction materials in Australia.
(4) Events after end of financial year
Note 8.2 of the financial statements sets out the events that
occurred subsequent to year end. Other than the matters
disclosed, there are no matters or circumstances that have
arisen since the end of the year that have significantly
affected, or may significantly affect Boral’s:
• operations in future financial years
• results of those operations in future financial years, or
• state of affairs in future financial years.
(5) Likely developments, business strategies, prospects
and risks
Likely developments, business strategies and prospects
The OFR refers to likely developments in Boral’s operations
in future financial years and the expected results of those
operations. Other than the information set out in the OFR,
information regarding other likely future developments
in Boral’s operations and the expected results of those
operations has not been included in the Directors’ Report.
The OFR sets out information on Boral’s business strategies
and prospects for future financial years. This information
has been provided to enable shareholders to make an
informed assessment of our business strategies and
future prospects.
While the Company continues to meet its obligations
in respect of continuous disclosure, we have not
included information where it would be likely to result in
unreasonable prejudice to Boral. This includes information
that is commercially sensitive, is confidential or could
give a third party a commercial advantage (for example,
details of our internal budgets and forecasts).
Risks
The achievement of Boral’s future prospects may be
adversely impacted by several material risks, some of
which are beyond our control. These business risks and
Boral’s approach to managing them are set out in the Our
risks and responses section (pages 42-47), as well as in the
Our sustainable business framework (pages 19-36) of this
Annual Report. The Group’s broader risk identification and
management framework is also set out in the Corporate
Governance Statement on pages 54-66 of this Annual
Report. Those sections address the material business risks,
including:
• health, safety and environment
• workforce, culture and engagement
• social, legal and compliance
• supply chain and cost management
• competition and customer
• transition to a low-carbon economy
• weather and physical climate impacts
• market and industry
• financial and capital management, and
• operations and technology – business interruptions.
Forward looking statements
This report contains forward looking statements, including
statements of current intention, opinion and expectation
regarding the Company’s present and future operations,
possible future events and future financial prospects.
These forward looking statements are based on the
information available as at the date of this report and they
are, by their nature, subject to significant uncertainties,
many of which are outside the control of the Company.
Actual results, circumstances and developments may
differ materially from those expressed or implied, and
Boral cautions against reliance on any forward looking
statements in this report.
(6) Environmental performance
Details of Boral’s performance in relation to environmental
regulation are set out on page 36 of the Sustainability
overview in this Annual Report.
67
Directors’ ReportContentsContentsDIRECTORS’ REPORT (7) Other information
Other than information in the Annual Report, there is
no information that shareholders of the Company would
reasonably require to make an informed assessment of:
• the operations of Boral
• the financial position of Boral, and
• Boral’s business strategies and prospects for future
financial years.
(8) Dividends paid or resolved to be paid
The Board has resolved not to pay a dividend for FY23.
(9) Names of Directors
The names of persons who have been Directors of the
Company during or since the end of the year are:
Ryan Stokes
Vik Bansal
Mark Johnson
Paul Rayner
Jacqueline Chow
Richard Richards
Rob Sindel
Karen Moses
Zlatko Todorcevski
Zlatko Todorcesvski retired as a Director on 7 October 2022
and Paul Rayner retired as a Director on 30 June 2023.
Directors have otherwise been Directors of the Company
at all times during and since the end of the year.
(10) Options
Boral has no outstanding options granted over unissued
shares of the Company, no options that lapsed during the
year and no shares of the Company were issued during
the year as a result of the exercise of options.
(11) Indemnities and insurance for officers and auditors
During or since the end of the year, Boral has not given
any indemnity to a current or former officer or auditor
against a liability or made any agreement under which an
officer or auditor may be given any indemnity of the kind
covered by subsection 199A(2) or (3) of the Corporations
Act 2001 (Cth) (Corporations Act).
During the year, Boral paid premiums in respect of
Directors’ and Officers’ Liability and Legal Expenses
insurance contracts for the year ended 30 June 2023. Since
the end of the year, Boral has paid, or agreed to pay,
premiums in respect of such contracts for the year ending
30 June 2024.
The insurance contracts insure against certain liability
(subject to exclusions) in respect of persons who are or
have been Directors or officers of the Company and its
controlled entities. A condition of the contracts is that
the nature of the liability indemnified and the premium
payable not be disclosed.
(12) Directors’ qualifications, experience, special
responsibilities and directorships of other listed
companies in the last three financial years
Each Director’s period in office, qualifications, experience
and special responsibilities are set out on page 48-50 of
the Annual Report.
Details for each Director of all directorships of other listed
companies held at any time in the three years before the
end of the financial year and the period for which such
directorships have been held are:
Ryan Stokes
Seven Group Holdings Limited since 2010 (current)
Seven West Media Limited since 2012 (current)
Beach Energy Limited from July 2016 to November 2021, an
alternate Director from December 2021 to July 2023 and
reappointed as a Director in July 2023 (current)
Zlatko Todorcevskii
Coles Group Limited from November 2018 to September
2020
Star Entertainment Group Limited from May 2018 to
August 2020
Adelaide Brighton Limited from March 2017 to June 2020
Vik Bansal
LGI Limited Chairman since April 2021 (current)
Jacqueline Chow
Coles Group Limited from November 2018 (current)
nib Holdings since April 2018 (current)
Charter Hall Group since February 2021 (current)
Mark Johnson
Metcash Limited since July 2022 (current)
Goodman Group Limited since June 2020 (current)
G8 Education Limited from January 2016 to November 2021
Coca Cola Amatil from December 2016 to May 2021
Karen Moses
Orica Limited since July 2016 (current)
Charter Hall Group since September 2016 (current)
Paul Rayner
Qantas Airways Limited from July 2008 to November 2021
Treasury Wine Estates Limited since May 2011 (current)
Richard Richards
Beach Energy Ltd since February 2017 (current)
Rob Sindel
Orora Limited since March 2019 and appointed Chair in
February in 2020 (current)
Mirvac Limited since September 2020 and appointed
Chair in January 2023 (current)
68
Directors’ Report ContinuedBORAL ANNUAL REPORT 2023 (13) Meetings of Directors
The number of meetings of the Board of Directors and each Board Committee held during the year and each Director’s
attendance at those meetings, are set out below.
Board of Directors
Audit & Risk
Committee
Remuneration
& Nomination
Committee
Health, Safety
& Environment
Committee
Independent &
Related Party
Committee
Meetings
held while
a Director
Meetings
attended
Meetings
held while
a member
Meetings
attended
Meetings
held while
a member
Meetings
attended
Meetings
held while
a member
Meetings
attended
Meetings
held while
a member
Meetings
attended
Ryan Stokes AO
Jacqueline Chow
Mark Johnson
Karen Moses
Paul Rayner
Richard Richards
Rob Sindel
Vik Bansal
Zlatko Todorcevski
8
8
8
8
8
8
8
6
2
8
8
8
8
7
8
8
6
2
–
4
4
4
4
4
–
–
–
–
4
4
4
4
4
–
–
–
4
–
4
–
–
–
4
–
–
4
–
4
–
–
–
4
–
–
3
3
–
3
–
3
–
2
1
3
3
–
3
–
3
–
2
1
–
1
1
1
1
–
1
–
–
–
1
1
1
1
–
1
–
–
The Chairman and the CEO & Managing Director attend all Board and committee meetings.
Company Secretary
Peter Lim was appointed Company Secretary in April 2023 and also holds the position of Interim General Counsel. He
has previously been general counsel and company secretary for other ASX listed entities. He holds a combined Law and
Commerce degree from the University of NSW and is a graduate of the INSEAD Advanced Management Program.
69
ContentsDIRECTORS’ REPORT (14) Directors’ shareholdings
Set out below are details of each Director’s relevant
interests in the shares and other securities of the Company
as at the date of this report.
Jacqueline Chow
Mark Johnson
Karen Moses
Paul Rayner
Rob Sindel
Richard Richards*
Ryan Stokes*
Vik Bansalb
Zlatko Todorcevskic
Non-
executive
Directors’
Share Plana
–
–
–
2,597
–
–
–
–
Shares
21,000
20,000
45,582
169,835
71,060
1,000
1,000
–
190,464
* While Mr Stokes does not hold a relevant interest in other
Boral shares, he was nominated as a director by Boral’s
largest shareholder Seven Group Holdings Limited (SGH)
and related corporations that collectively have a relevant
interest in 72.6% of Boral shares. He is Managing Director
and Chief Executive Officer of SGH. Mr Richards was also
nominated as a director by SGH. He is the Chief Financial
Officer of SGH.
Shares or other securities with rights of conversion to
equity in the Company or in a related body corporate are
not otherwise held by any Director of the Company:
a Shares in the Company allocated to the Director’s
account in the non-executive Directors’ Share Plan.
Directors will only be entitled to a transfer of the
shares in accordance with the terms and conditions of
the Plan. No shares were allocated to non- executive
Directors during FY23.
b Vik Bansal holds 1,074,491 Boral Performance Rights
c
under Boral’s Equity Incentive Plan, details of which are
set out in the Remuneration Report.
Zlatko Todorcevski holds 326,241 Boral Performance
Rights under Boral’s Equity Incentive Plan, details of
which are set out in the Remuneration Report.
No officers are former auditors
No officer of the Company has been a partner in an audit
firm, or a Director of an audit company, that is an auditor
of the Company during the year or was such a partner
or Director at a time when the audit firm or the audit
company undertook an audit of the Company.
(16) Non-audit services
Amounts paid or payable to Boral’s auditor, Deloitte, for
non-audit services provided during the year by Deloitte
totalled $163,000.
The non-audit services provided were pre-existing
arrangements in place before Deloitte was appointed
as the auditor of the Company at the Annual General
Meeting on 28 October 2021. The fees relate to
non-recurring, permissible non-audit services, with
the most significant relating to specific taxation
matters in respect of the various divestments of the US
discontinued businesses.
The services were discussed with the Audit & Risk
Committee at the time of the appointment of Deloitte as
auditor of the Company. In accordance with advice from
the Company’s Audit & Risk Committee, the Directors
are satisfied that the provision of the above non-audit
services during the year by the auditor is compatible with
the general standard of independence for auditors, as
imposed by the Corporations Act 2001 and APES 110 Code
of Ethics for Professional Accountants because:
• Directors are not aware of any reason to question the
auditor’s independence declaration under section 307C
of the Corporations Act
• the nature of the non-audit services provided is not
inconsistent with the requirements of the Corporations
Act, and
• provision of the non-audit services is consistent with the
processes in place for the Audit & Risk Committee to
monitor the independence of the auditor.
70
Directors’ Report ContinuedBORAL ANNUAL REPORT 2023 (17) Auditor’s Independence Declaration
The auditor’s independence declaration made under section 307C of the Corporations Act is set out on page 72 of
the Annual Report and forms part of this report.
(18) Remuneration Report
The Remuneration Report is set out on pages 73-93 of this Annual Report and forms part of this report.
(19) Proceedings on behalf of the Company
No application under section 237 of the Corporations Act has been made in respect of the Company, and there are
no proceedings that a person has brought or intervened in on behalf of the Company under that section.
(20) Rounding of amounts
Unless otherwise expressly stated, amounts have been rounded off to the nearest whole number of millions of dollars
and one place of decimals representing hundreds of thousands of dollars in accordance with ASIC Corporations
Instrument 2016/191, dated 24 March 2016.
Signed in accordance with a resolution of the Directors.
Ryan Stokes AO
Chairman
10 August 2023
71
ContentsContentsContentsDIRECTORS’ REPORT
Deloitte Touche Tohmatsu
ABN 74 490 121 060
Quay Quarter Tower
50 Bridge Street
Sydney NSW 2000
Australia
Phone: +61 (0) 2 9322 7000
www.deloitte.com.au
The Board of Directors
Boral Limited
T2 / 39 Delhi Road
North Ryde NSW 2113
10 August 2023
Dear Board Members
AAuuddiittoorr’’ss IInnddeeppeennddeennccee DDeeccllaarraattiioonn ttoo BBoorraall LLiimmiitteedd
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration
of independence to the directors of Boral Limited.
As lead audit partner for the audit of the financial report of Boral Limited for the year ended 30 June 2023, I
declare that to the best of my knowledge and belief, there have been no contraventions of:
•
•
The auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
Any applicable code of professional conduct in relation to the audit.
Yours faithfully
DELOITTE TOUCHE TOHMATSU
J A Leotta
Partner
Chartered Accountants
Liability limited by a scheme approved under Professional Standards Legislation
Member of Deloitte Asia Pacific Limited and the Deloitte organisation.
72
Lead Auditor’s Independence Declarationunder Section 307C of the Corporations Act 2001BORAL ANNUAL REPORT 2023
2023 Remuneration Report
Message from the Chairman of the Remuneration & Nomination Committee
Dear Shareholders,
I am pleased to present Boral’s 2023
Remuneration Report (the Report)
on behalf of the Remuneration
& Nomination Committee
(the Committee) of the Board.
The past year at Boral has seen
many changes, with a new CEO,
Mr Vik Bansal, commencing on
10 October 2022 and new CFO,
Ms Belinda Shaw, starting on
30 January 2023. In addition, a
refreshed Executive Committee
comprising senior executives
is now in place and has acted
quickly to align the business to
a new operating model.
This operating model is grounded
in providing clarity on individual
responsibility and management
expectations. This is to ensure
organisational alignment and
provide clear accountability for
financial, team and individual
performance, including a focus
on how we can simplify and
standardise activities across our
different product segments. It is
the view of the Board and senior
leadership that this model will
provide competitive advantage
and will ensure we deliver for
our customers.
Remuneration in FY24
The Committee’s focus on ensuring
our people are appropriately
and responsibly remunerated will
continue in FY24. The Committee is
also overseeing (with management)
a cultural improvement program,
which is focused on improving
employee engagement, personal
ownership of decisions and
business performance.
The STI plan directly links short
term variable reward to business
results and individual performance
of the participant, aligning the
business strategy and operating
budgets. This, coupled with our
LTI award, aligns executives to the
overall business performance in a
detailed way.
Boral remains committed to a
strong alignment between executive
pay and shareholder value. We
continue to actively engage with our
shareholders and proxy advisors
to maintain a deep understanding
of shareholder views and priorities,
and to continually monitor and
improve our remuneration practices.
We are committed to remuneration
arrangements that are aligned with
shareholder expectations and are
consistent with the leading practices
in Australia.
Our operating landscape continues
to be challenging. The effects of the
COVID-19 pandemic are no longer
impacting the organisation as in
previous years, however, inflationary
pressures are impacting our
business and supply chain. Despite
this, Boral’s leadership teams and
our people have shown exceptional
resilience, continuing to focus
on executing our strategy while
ensuring the safety of each other.
We continue to maintain a clear
focus on improving our customer
service and standardising processes.
Remuneration in 2023
As a result of the prevailing market
conditions and current business
performance the Board applied a
responsible and targeted approach
to fixed remuneration increases
across Boral in 2023.
A new short term incentive (STI) plan
was developed and rolled out to
participating executives during the
year. The new plan defines clear
accountabilities for all participants,
which are aligned to organisational
goals and the individual’s ability to
impact them. All KPIs and metrics
are directly related to one or more
aspects of People, Environment,
Markets, Assets and Financial
outcomes (PEMAF).
Following the suspension of the long
term incentive (LTI) in 2022 an award
of LTI was made to a targeted group
of key executives during 2023.
Rob Sindel
Chairman, Remuneration &
Nomination Committee and Lead
Independent Director
73
Contents2023 REMUNERATION REPORT Remuneration Report
Contents
75
76
77
82
Section 1:
Who is covered by this Report
Section 2:
Our remuneration
approach
Section 3:
FY22 performance and actual
pay received
Section 4:
Remuneration framework
for FY22
85
88
89
93
Section 5:
Remuneration governance
Section 6:
Non-executive Directors’
remuneration
Section 7:
Statutory remuneration
disclosures
Section 8:
Glossary of key terms for
the Remuneration Report
74
BORAL ANNUAL REPORT 2023 Section 1:
Who is covered by this Report
The Directors of Boral Limited present the Remuneration Report (the Report) for the Company and its controlled
entities for the year ended 30 June 2023 (FY23). This Report forms part of the Directors’ Report and has been audited
in accordance with section 300A of the Corporations Act 2001. The Report sets out remuneration information for the
Company’s Key Management Personnel (KMP).
The table below details the KMP for FY23.
Name
Position
Senior executives
Vik Bansal
Chief Executive Officer & Managing Director
(appointment as CEO and Managing Director effective 10 October 2022)
Belinda Shaw
Chief Financial Officer (CFO) (appointed on 30 January 2023)
Former senior executives
Zlatko Todorcevski Chief Executive Officer & Managing Director (CEO) (ceased as KMP on 7 October 2022)
Jared Gashel
Acting Chief Financial Officer (ACFO) (ceased as KMP on 27 January 2023)
Non-executive Directors
Ryan Stokes
Chairman and non-executive Director
Jacqueline Chow Non-executive Director
Mark Johnson
Non-executive Director
Karen Moses
Non-executive Director
Paul Rayner
Non-executive Director
Richard Richards Non-executive Director
Robert Sindel
Non-executive Director
75
Contents2023 REMUNERATION REPORT Section 2:
Our remuneration approach
Priorities in FY23
Our remuneration priorities in FY23 were characterised by clearly defined strategies and targets driven by the changing
business environment and the implementation of a new operating model. A renewed STI plan was approved by the
Board, ensuring a direct link between business performance, executive accountability and reward.
Our senior executives focused on:
•
•
Improving our safety performance, ensuring safety is paramount for all employees
Implementing a new operating model underpinned by the following key principles:
– Decentralised but standardised
– Strong alignment in strategy execution across the organisation, and
– Individuals and teams having clarity on their accountabilities and the roles they play
• Disciplined capital management in line with our renewed philosophy of financial management and reporting, and
• Exploring approaches to expand our competitive advantage through enhanced sustainability, decarbonisation and
recycling plans.
Executive remuneration
The Committee supports the Board in assessing whether adjustments to remuneration policy are required to take into
account the changing nature of our business and the environment in which we operate, including Boral’s stakeholder
expectations and market practice. The Committee supported the Board in responding to the challenges of FY23 by:
• taking decisive action regarding people and remuneration
• adopting remuneration arrangements that reward performance while recognising current market challenges, and
• adjusting the approach to executive remuneration in response to our current operating environment,
The Committee continued to listen to shareholders and responded to feedback and concerns which focused on:
• aligning executive remuneration and outcomes with the experiences and expectations of shareholders
•
improving the clarity and transparency of remuneration disclosures, and
• using an approach to Short Term Incentive (STI) and Long Term Incentive (LTI) plans that continues to recognise and
achieve an appropriate balance between executive and shareholder interests.
FY23 in review
The following table sets out the Committee’s areas of focus and work in FY23.
Onboarding of new senior executives
The Committee focused on ensuring that the newly appointed
senior executives were successfully onboarded so that they could
be effective immediately.
Embedding the new operating model
It was a priority to ensure the new operating model was implemented quickly
and effectively.
Renewed STI Plan
Relaunch of LTI Plan
In FY23 a new STI Plan was introduced that was closely aligned to the new
operating model and the underlying financial management philosophy
to ensure understanding and clarity of accountabilities for participants.
An award of LTI was made in FY23, following the suspension of the
award in FY22, to focus senior executives and other selected executives on the
performance of the business and to ensure shareholder return.
76
BORAL ANNUAL REPORT 2023 Section 3:
FY23 performance and actual pay received
Boral’s FY23 results reflect strong financial performance of the streamlined and refocused Australian operations
following the divestment of non-core assets and business in FY22.
Boral reported a statutory net profit after tax (NPAT) of $158.0 million for the full year ended 30 June 2023 compared
to a loss of $17.0 million in FY22 for the continuing operations. On the same basis, NPAT before significant items of
$142.7 million, was up 304.2% on the prior year.
Financial performance
Earnings per share¹ (cents)
Dividends per share (cents)
Return on equity¹ (%)
Boral share price
FY19
35.7
26.5
7.2
FY20
14.5
9.5
3.9
FY21
20.6
0
5.8
FY22
13.6
7.0
7.9
FY23
12.9
0
7.0
Boral’s performance and STI awards
EBIT performance
Boral uses EBIT before significant items (EBIT) to effectively align rewards for senior executives with a focus on delivering
strong earnings through the business cycle. This recognises the importance of ensuring that the level of payments
received reflects performance achieved. Year on year, EBIT¹ targets for the STI have been set at challenging levels
against our budget.
For FY23, Boral reported EBIT¹ of $231.5 million, which was $119.3 million or 106.3% higher than the prior year
(for continuing operations). This increase in EBIT reflects strong financial performance resulting from implementation
of the new operating model which yielded an uplift in operating efficiency, and improved cost outcomes.
STI payments over the past five years represent the combined impacts of cyclical challenges, and the disruptive
post-pandemic operating environment which included extreme weather events, and sharp increases in energy
costs. Over this five-year period (FY19 to FY23), FY23 is the first year in which Boral has achieved STI outcomes
above threshold.
Senior executive historical STI as percentage of target outcomes
Year
(% of target)
FY19
1.1%
FY20
0.0%
FY21
0.0%
FY22
0.0%
FY23
127.0%
STI awards in FY23 reflect Boral’s achievement of a 106.3% increase in EBIT before significant items, which equated to
119.3% of the EBIT target set by the Board at a Group level.
STI payments for FY23 were as follows:
• the CEO received an STI of $1.505m, representing 139.2% of his target STI and 92.8% of his maximum STI, with 50% of
this amount paid in cash and 50% deferred into equity for two years
• the CFO received a total STI of $267,110, representing approximately 95.7% of her maximum STI, with 50% deferred
into equity for two years.
See further details in Section 4.
1. Excludes significant items: significant items are detailed in note 2.1 of the financial statements.
77
FY19FY20FY22FY23FY21$8.00$7.00$6.00$5.00$4.00$3.00$2.00$1.00$0.00$9.00Capital returnof $2.65 toshareholdersContents2023 REMUNERATION REPORT Section 3:
FY22 performance and actual pay received Continued
Boral’s performance and LTI awards
Total Shareholder Returns performance in FY23
Boral’s relative TSR performance increased substantially in FY23. Factoring in share price, and dividends paid, Boral
delivered a return of 43.1% for shareholders between 1 July 2022 and 30 June 2023, against a return of negative 30.0% in
FY22. This TSR ranked Boral above the 92nd percentile (92.77) of the comparator group of S&P/ASX 100 companies for
FY23 (9th percentile for FY22).
FY23 Total Shareholder Return (TSR) for Boral vs. S&P/ASX 100 companies
Note: Franking credits are included in TSR calculations.
Total Shareholder Returns over three years
Over the three year period from September 2019 to September 2022, Boral’s TSR of 1.102% was just above the
38th percentile (38.38) of the Company’s TSR comparator group, resulting in 0% of the TSR component of the 2019
LTI grant vesting.
78
1st Quartile2nd Quartile3rd Quartile4th Quartile0%50%40%30%20%10%60%-60%70%80%90%100%110%120%130%BLD43.1%BORAL ANNUAL REPORT 2023 TSR for Boral vs S&P/ASX 100 companies: Sept 2019 to Sept 2022
Note: Franking credits are included in TSR calculations
The board approved early testing of the LTI granted in September 2020 based on final results being known as at 30 June
2023. Over the three year period from June 2020 to June 2023, Boral’s TSR of 122.95% was just above the 94th percentile
(94.95) of the Company’s TSR comparator group.
TSR for Boral vs S&P/ASX 100 companies: Sept 2020 to Sept 2023
Note: Franking credits are included in TSR calculations
79
-100%0%100%200%300%1.102%1st Quartile2nd Quartile3rd Quartile4th QuartileBLD-100%0%100%200%300%122.95%1st Quartile2nd Quartile3rd Quartile4th QuartileBLDContents2023 REMUNERATION REPORT Section 3:
FY22 performance and actual pay received Continued
Return on Funds Employed (ROFE) performance
The use of ROFE1 is designed to test the efficiency and profitability of the Company’s capital investments. It links
executive rewards to the achievement of improved ROFE performance and a long-term goal of ROFE exceeding the
cost of capital through the cycle.
Boral’s ROFE performance was 10.4% in FY23, as measured by EBIT¹ return on average funds employed.
LTI
Further details
in Section 4
2019 LTI
Vesting for the 2019 LTI was based on performance against the relative TSR hurdle
(two-thirds of the grant) and the ROFE hurdle (one-third of the grant). Relative TSR
performance outcome was 38.38% against other ASX100 companies in the comparator
group, resulting in 0% of the TSR component of the 2020 LTI grant vesting. The ROFE target
was not met. Based on these outcomes, no portion of the 2019 LTI vested.
2020 LTI
Performance of the 2020 LTI awards against the relative TSR hurdle (two-thirds of
the grant) and the ROFE hurdle (one-third of the grant) was tested as at 30 June 2023,
and the Board approved vesting/lapsing of rights prior to the normal testing date of
1 September 2023. Following testing of both LTI components, the Board applied discretion
to reduce the overall 2020 LTI vesting outcome to 66.7%.
Fixed Annual Remuneration (FAR) outcomes
The key remuneration outcomes for Boral’s senior executives in FY23 are outlined below.
Component
Outcomes
FAR
Further details
in Section 4
The Board applied a responsible and targeted approach to remuneration increases for all
executives and employees in FY23.
1. ROFE for remuneration purposes is EBIT (excluding significant items) return on average funds employed. Funds employed is calculated as the average of funds employed at the
start and end of the year.
80
BORAL ANNUAL REPORT 2023 Actual remuneration for FY23
The remuneration outcomes table below has been prepared to provide shareholders with a view of remuneration
that was actually paid to senior executives for FY23. The Board believes that presenting information this way provides
shareholders with increased clarity and transparency. Remuneration details, prepared in accordance with statutory
obligations and accounting standards, are contained in Section 7 of this Report.
FY23 remuneration cash outcomes table
Other benefits
m
e
r
d
e
x
F
i
a
)
h
s
a
c
(
r
a
e
Y
b
)
h
s
a
C
(
I
T
S
2023 1,076.8
752.8
A$’000s
Vik Bansal1
Belinda Shaw2
2023
307.5
133.6
n
o
i
t
a
r
a
p
e
s
l
a
u
t
c
a
r
t
n
o
C
t
n
e
m
y
a
p
–
–
d
r
a
w
a
y
r
a
n
o
i
t
e
r
c
s
i
D
)
h
s
a
c
(
–
–
Zlatko Todorcevski3
2023
505.9
Jared Gashel4
2023
222.7
–
–
– 1,874.7
–
–
r
o
n
o
i
t
a
u
n
n
a
r
e
p
u
S
s
t
n
e
m
y
a
p
n
o
i
s
n
e
p
19.0
12.6
12.6
16.6
Total
2023 2,112.9
886.4
– 1,874.7
60.8
s
e
c
n
a
w
o
l
l
a
h
s
a
c
r
e
h
t
O
c
s
t
i
f
e
n
e
b
d
n
a
–
–
–
–
–
d
h
s
a
c
-
n
o
n
r
e
h
t
O
–
–
–
–
–
e
)
d
o
i
r
e
p
n
i
d
e
t
s
e
v
(
s
r
a
e
y
r
o
i
r
p
m
o
r
f
l
a
r
r
e
f
e
d
I
T
S
–
–
f
)
d
o
i
r
e
p
n
i
d
e
t
s
e
v
(
I
T
L
–
–
– 3,516.8
–
99.0
T
B
F
l
a
t
o
T
– 1,848.6
–
453.7
– 2,393.2
–
239.3
– 4,934.8
– 3,615.8
Ref
Item
Notes relating to the FY23 remuneration cash outcomes table
a
b
c
d
e
f
Fixed remuneration
(cash)
Fixed remuneration (cash) is cash salary paid to the senior executive for their period as a KMP. Fixed
remuneration for Vik Bansal is for the period from 10 October 2022 to 30 June 2023. Fixed remuneration for
Belinda Shaw is for the period from 30 January 2022 to 30 June 2023. Fixed remuneration for Zlatko Todorcevski
is for the period from 1 July 2022 to 7 October 2022. Fixed remuneration for Jared Gashel is for the period from
1 July 2022 to 27 January 2023. Fixed remuneration for Darren Schulz is for 1 July 2022 only.
STI (cash)
Represents the cash portion of STI received in respect of FY23, being 50% of the total STI award.
Other cash
allowances and
benefits
Other non-cash
Other cash allowances and benefits, other non-cash benefits and associated fringe benefits tax (FBT)
are not taken into account for the purposes of calculating an executive's STI or LTI opportunity.
Other non-cash comprises non-monetary benefits, including medical cover, life and disability insurance, and
parking. These amounts are not taken into account for the purposes of calculating an executive's STI or LTI
opportunity.
STI deferral
No STI deferral vested in 2022.
LTI
The LTI granted in September 2019 did not vest on 1 September 2022. Vesting for the FY20 awards was approved
by the Board for based on TSR and ROFE testing results as at the end of the performance period, being 30 June
2023. The value of LTI vesting is calculated by taking the VWAP of Boral shares on the ASX during the 5-day
trading period up to and including 30 June 2023 being $3.9823 per right.
1. Vik Bansal commenced as Boral's Chief Executive Officer, effective 10 October 2022.
2. Belinda Shaw commenced as Boral's Chief Financial Officer, effective 30 January 2023.
3. Zlatko Todorcevski ceased as Boral's Chief Executive Officer, effective 7 October 2022.
4. Jared Gashel ceased as KMP and Boral's Acting Chief Financial Officer, effective 27 January 2023. Termination payment of $310,577 in satisfaction of Jared Gashel's entitlements
under the employment agreement and Boral's redundancy policy but not including any accrued but untaken statutory leave entitlements.
81
Contents2023 REMUNERATION REPORT
Section 4:
Remuneration framework for FY23
Remuneration strategy
Boral’s remuneration strategy and framework provides the foundation for how remuneration is determined
and paid. The chart below summarises Boral’s remuneration strategy for FY23, including details of Boral’s
Remuneration Principles
REMUNERATION STRATEGY
Align reward to business strategy and shareholder value creation
Attract and retain high-performing employees with market-competitive and flexible reward
REMUNERATION PRINCIPLES
ALIGNED TO SHAREHOLDERS
Short and long-term incentives are
based on performance measures
designed to drive sustainable value
creation for shareholders
LINKED TO BUSINESS CONDITIONS
At-risk reward outcomes reflect
financial and non-financial
performance objectives
MARKET COMPETITIVE
High-performing employees with
the ability to deliver required
financial and non-financial
outcomes are attracted and retained
with fixed remuneration that reflects
role seniority and complexity, and
with variable reward opportunities
that reflect performance
The strategy has guided the way remuneration has been set for senior executives for FY23, as outlined in the
following pages.
FY23 Executive remuneration framework components
Component
Delivery
Year 1
Year 2
Year 3
Base salary, non-cash
benefits (including any
fringe benefits tax) and
superannuation paid
during the financial year
Annual at-risk incentive
in which, for KMP, 50% of
the STI is delivered in cash
and 50% is deferred in
Performance Rights
Equity awards that
are subject to the
satisfaction of long-term
performance conditions
100% is delivered as
Performance Rights
Deferred STI vests after
two years
For awards up to and including the FY21
award two-thirds of the LTI vests after
three years based on TSR performance
compared to a selected group of
comparator companies; for the
FY23 award TSR comprises 100%
For awards up to and including the FY21
award one-third of the LTI vests after
three years based on achieving ROFE
targets set by the Board; for the FY23
award there is no ROFE component
FAR
STI
LTI
82
BORAL ANNUAL REPORT 2023 Remuneration framework details
Remuneration strategy
Description
FAR
Attract and retain high-calibre employees with a market
competitive and flexible reward.
Boral benchmarks the remuneration of its executives
against comparator companies of a similar size
(referencing market capitalisation and revenue, as
applicable) and within similar industries (focusing on
industrial and materials sector entities).
STI
STI rewards for achievement of financial performance
over one year. In FY23, a new STI plan was approved
by the Board. The new plan defines clear and relevant
accountabilities for all participants, which are aligned
to organisational goals and the individual’s ability to
impact them. All KPIs and metrics are directly related
to one or more aspects of people, environment,
markets, assets and financial outcomes.
STI hurdles
The financial targets for senior executives comprise
Group EBIT¹ (20%), Group Net Revenue (15%) and Group
ROFE (15%). Other targets are related to safety, cash
conversion, pricing and costs savings. Performance
at the end of the financial year is measured against
these predetermined targets established as part of the
Group’s annual budget and strategic planning process.
The individual STI payments may be modified at the
discretion of the Board based on individual performance,
from zero to a maximum of 150% for the CEO and zero to
120% for the CFO. No STI awards are made if the relevant
gateway EBIT performance threshold hurdle is not met.
EBIT targets are considered to be commercial-in-
confidence and are therefore not disclosed in the
interests of shareholders.
The Board retains discretion to adjust STI outcomes
up or down to ensure consistency with the Company’s
remuneration philosophy, to prevent any inappropriate
reward outcomes, including in the event of a seriously
negative safety issue, and to maintain alignment
with the shareholder experience before the final
award is determined.
Considerations in setting FAR are:
• position responsibilities and financial impact
• the individual’s knowledge, skills and experience, and
• market practice for companies of similar size and
complexity to Boral.
STI deferral
Deferring 50% of the awarded STI over two years
is considered necessary by the Board to promote
sustainability of annual performance over the medium
term, to provide executives with additional share price
exposure and to facilitate the Board’s ability to exercise
malus or clawback provisions, should this be required.
Target and maximum STI opportunities, as a percentage
of FAR for senior executives, are outlined below.
Position
CEO
CFO
Target
Maximum
100%
75%
150%
90%
When measuring EBIT, significant items are generally
excluded on the basis that STI outcomes should reflect
performance during the relevant period and should
not be skewed upwards (or downwards) due to one-off
investments or decisions in prior performance periods.
The Board, supported by the Remuneration &
Nomination Committee and the Audit & Risk Committee,
reviews the treatment and classification of significant
items for remuneration purposes when reviewing the
appropriateness of reward outcomes.
2023 outcomes
FY23 STI awards for both the CEO and CFO reflect Boral’s achievement of strong EBIT performance during the period,
which exceeded the Group’s target by 19.7% of overall, and approached stretch performance (whereby maximum
outcome is achieved at 120% of the target).
The outcome for the CEO of $1.505m, represents 139.2% of his target STI and 92.8% of his maximum STI, with
50% of this amount paid in cash and 50% deferred into equity for two years. The CFO received a total STI of
$267,000, representing approximately 95.7% of her maximum STI, with 50% deferred into equity for two years.
1. Excludes significant items: significant items are detailed in note 2.1 of the financial statements.
83
Contents2023 REMUNERATION REPORT Section 4:
Remuneration framework for FY23 Continued
Remuneration strategy
Description
LTI
LTI links long-term executive rewards with the sustained
creation of shareholder value through allocation of equity
awards subject to long-term performance conditions.
TSR
TSR measures the compound growth in the Company’s
TSR over the performance measurement period
compared to the TSR performance over the same
period of a comparator group comprised of entities
within the S&P/ASX 100 Index, excluding companies
classified as Financials under the Global Industry
Classification Standard (Index).
In considering selection of the TSR comparator group,
the Board determined there were an insufficient
number of direct ASX company comparators to
produce a meaningful bespoke peer group.
The Board believes that a relative TSR hurdle measured
against constituents of an ASX index ensures alignment
between comparative shareholder return and reward for
the executive, and provides reasonable alignment with
diversified portfolio investors.
For FY23, senior executives were eligible to participate in
the LTI award as per the details below.
CEO
CFO
100% FAR
60% of FAR
The award has one performance hurdle of relative TSR
as measured against the S&P/ASX 100 Index, excluding
companies classified as Financials under the Global
Industry Classification Standard (Index). The performance
period is the three year period commencing on July 2022.
The TSR vesting schedule to be applied for the FY22 LTI
grant is:
If at the end of the period,
the TSR of the Company:
is below the 51st percentile
is at the 51st percentile
is between the 51st and
75th percentile
reaches or exceeds
75th percentile
Proportion vesting
0%
50%
Pro-rata vesting
from 50% to 100%
100%
Total remuneration
Boral’s remuneration mix is set to balance the need to attract and retain high-calibre talent, reflecting the Board’s
commitment to performance-based reward. Total maximum remuneration mix for FY23 is shown below, reflecting the
remuneration mix should all performance hurdles at maximum be met in full.
29%
43%
40%
36%
29%
24%
FAR
STI
LTI
CEO
CFO
84
BORAL ANNUAL REPORT 2023 Section 5:
Remuneration governance
Roles and responsibilities
The table below outlines the roles and responsibilities of the Board, the Committee and management in relation to
Board and KMP remuneration.
The Board
The Committee
Management
• Approving remuneration
arrangements for the CEO,
other senior executives and
non-executive Directors
• Monitoring the performance
of senior executives
• Recommending remuneration and
incentive policies and practices
• Recommending remuneration
arrangements for the CEO
• Recommending remuneration
arrangements for other KMP
• Preparing recommendations and
providing supporting information
for the Committee’s consideration
•
Implementing approved incentive
policies and practices
Open lines of communication exist between all of Boral’s Board Committees. For example, in FY23, the Committee
was supported by the Audit & Risk Committee in reviewing the calculation of ROFE relative to WACC.
These open lines of communication are intended to prevent any gaps in risk oversight and to maintain a broader
picture of Boral’s risk profile as it relates to remuneration governance. In addition to the overlapping membership of
the Board Committees, the Board Chairman and the CEO attend all Board and Committee meetings, and provide a
link between each Committee’s oversight responsibilities.
Further detail on the responsibilities of the Committee are outlined in its Charter, which is reviewed annually by
the Board. A copy of the Charter is available in the Corporate Governance section of Boral’s website at:
www.boral.com.au/about/corporate-governance-policy.
How decisions are made
The Committee makes recommendations for approval by the full Board on remuneration arrangements for
non-executive Directors, the CEO, other senior executives and other executives. When decisions are made,
consideration is applied to the Boral strategy, remuneration strategy, alignment with shareholder interests
and market practice.
85
Contents2023 REMUNERATION REPORT Section 5:
Remuneration governance Continued
Board discretion
The Board maintains discretion to adjust remuneration outcomes for senior executives to ensure outcomes appropriately
reflect Company performance and the shareholder experience over the relevant performance period.
Determinations made in FY23
The Board did not have
cause to apply its discretion
with respect to STI in FY23.
Component Board discretion
STI
The Board retains discretion to adjust STI outcomes up or down to
ensure consistency with the Company’s remuneration philosophy,
to prevent any inappropriate reward outcomes, including in the
event of a seriously negative safety issue, and maintain alignment
with the shareholder experience before the final award is
determined.
The Remuneration & Nomination Committee assists the Board on
these matters, supported by the Audit & Risk Committee and HSE
Committee, including in respect of financial performance, safety
performance and the treatment and classification of significant
items, considered in the context of reviewing the appropriateness
of reward outcomes.
The Board also has the discretion to exercise malus or clawback
provisions in circumstances where an employee has acted
fraudulently or dishonestly; has breached their obligations to
the Company; in the event that there is a material misstatement
or omission in Boral’s financial statements; or if the Company is
required or entitled to reclaim any overpaid incentive or other
amount from an employee.
LTI
The Board retains discretion to make LTI adjustments as considered
necessary to ensure rewards reflect performance in a manner
that is consistent with shareholder expectations and the intent
and purpose of the relevant targets.
The Board also has the discretion to partially reduce or forfeit an
LTI award where an employee has their employment terminated
for cause, acts fraudulently or dishonestly, or breaches their
obligations to the Company. The Company has a further discretion
to apply clawback provisions in the event that there is a material
misstatement or omission in Boral’s financial statements, or if the
Company is required or entitled to reclaim any overpaid incentive
or other amount from an employee.
The Board determined to apply
discretion to reduce the 2020
LTI awards, having regard
to the impact of completion
settlements and other
divestment related matters.
Minimum shareholding requirements
To further align the interests of the Company’s senior executives with the interests of shareholders, the Board has
established minimum shareholding requirements for the CEO and all other senior executives.
Senior executives are required to accumulate a minimum shareholding in the Company over a period of up to five years
from the later of 1 May 2021 or their date of appointment as a KMP.
Position
CEO
CFO
Minimum
shareholding
100% of FAR
50% of FAR
Status
As at 30 June 2023, in compliance given time in role
As at 30 June 2023, in compliance given time in role
The Company’s guidelines for non-executive Directors’ minimum shareholdings are set out in the Corporate
Governance Statement on page 65 of this Annual Report. These guidelines require the non-executive Directors
to build minimum shareholdings equivalent in approximate value to the gross annual base fee paid to each
non-executive Director. Progress is monitored on an ongoing basis, and at times through the year non-executive
Directors have been in compliance with these guidelines given time in role; however, noting the impact on share
price following the capital return completed in February 2022.
86
BORAL ANNUAL REPORT 2023 External advice on remuneration
The Committee seeks information and advice regarding remuneration directly from external remuneration
consultants EY, who are independent of the Company’s management.
During FY23, no advice was provided that contained remuneration recommendations relating to the remuneration
of KMP.
The Board adopted a protocol governing the engagement of remuneration consultants and the provision of
remuneration recommendations. The purpose of this protocol is to ensure that recommendations provided by
consultants are made free from undue influence by the senior executives to whom the recommendations relate.
The protocol provides that before Boral enters into a contract to engage a consultant to provide remuneration
recommendations, the proposed consultant must be approved by the Committee or the non-executive Directors.
The remuneration consultant must report directly to the Committee or the non-executive Directors. If a consultant
makes a recommendation concerning the remuneration of a senior executive, the recommendation must be
provided directly to the Committee or the non-executive Directors.
Senior executive contracts
An overview of key terms of employment for senior executives is provided below.
Contract term
CEO and CFO
Permanent
Contract type
Notice period by Boral
6 months
Notice period by employee 6 months
Termination without cause
Termination payment
STI
LTI
Resignation or
termination with cause
Dealing restrictions
Up to 6 months’ FAR
Unless otherwise determined by the Board, no entitlement to STI for the year of
termination.
Treatment of LTI awards are dealt with under the LTI Plan rules and the specific terms of
grant. In general, unless otherwise determined by the Board, LTI awards lapse unless the
Board determines otherwise.
Unless otherwise determined by the Board:
• no termination payment
• no entitlement to STI
• forfeiture of all deferred STI, and
• all unvested LTI awards will lapse.
Boral’s Share Trading Policy prohibits executives from entering into hedge and other
derivative transactions in relation to rights granted under the LTI Plan.
Shares allocated to participants upon vesting of their LTIs may only be dealt with in
accordance with the Share Trading Policy. Any contravention of the Policy will result in
disciplinary action.
For the CEO and CFO a holding restriction on the sale of Boral shares will apply for
12 months post termination, except where the sale of shares is required to meet tax
obligations.
87
Contents2023 REMUNERATION REPORT Section 6:
Non-executive Directors’ remuneration
The non-executive Directors receive fixed fees only, which includes base fees and Board Committee fees.
These are structured on a total fee basis and paid in the form of cash and superannuation contributions.
The non-executive Directors do not receive any at-risk remuneration or other performance-related incentives,
such as options or rights to shares, and no retirement benefits are provided to non-executive Directors other than
superannuation contributions.
The directors from Seven Group Holdings (Ryan Stokes and Richard Richards) elected that from 30 July 2021 they
will not receive remuneration for their roles on the Boral Board in light of the corporate structure and given the
importance of prudent cost management.
Fees in relation to Committee roles (Chair and members) remained unchanged for FY24.
Non-executive Director fee levels for FY23 were as follows.
Fees (A$)
Board
Audit & Risk Committee
Remuneration & Nomination Committee
HSE Committee
Independent & Related Party Committee
2023
Chair
474,900
50,000
40,000
40,000
50,000
Member
158,100
25,000
20,000
20,000
–
The total annual non-executive Director remuneration for the Board for FY23 was $1,086,100, including superannuation.
This was within the current aggregate fee limit of $2,000,000 per annum, which was approved at the Company’s Annual
General Meeting in November 2016.
88
BORAL ANNUAL REPORT 2023 Section 7:
Statutory remuneration disclosures
The following senior executive remuneration table has been prepared in accordance with the accounting standards and
has been audited. The values in the table align with the amounts expensed in Boral’s financial statements.
Senior executive remuneration table
Short-term
Post employment
Share-based paymentsa
Other
Total
At-risk remuneration
Short-
term
incentivec
Cash
salaryb
Discretionary
award
Non-
monetary
benefits
Other cash
allowance
and benefits
Super-
annuation/
pension
Contractual
separation
paymentd
Fixed
rem
(rights)
Year
Deferred
equitye
Rights
Long
service
leave
accrual
% of
remuneration
related to
performance
Total
% of target
STI paid
Vik Bansal1
2023
1,125.3
752.8
2022
-
-
Belinda Shaw2
2023
331.3
133.6
Zlatko
Todorcevski3
Jared
Gashel4
2022
-
2023
545.1
2022
1,768.9
2023
215.5
2022
92.4
Darren Schulz
2023
-
2022
748.4
Tino La Spina
2023
-
2022
795.6
Wayne Manners 2023
-
2022
300.2
-
-
-
-
-
-
-
-
-
-
-
Total
2023
2,217.2
886.4
-
-
-
-
-
-
-
-
-
172.2
-
-
-
-
-
-
-
-
-
-
7.7
-
-
-
4.0
-
7.7
-
-
-
-
-
-
-
-
-
-
-
-
110.4
-
-
-
-
-
2022
3,705.5
-
172.2
19.4
110.4
19.0
-
12.6
-
12.6
23.6
16.6
4.3
-
111.7
-
-
-
-
-
1,928.2
-
-
-
442.1
-
22.4
1,100.0
-
820.0
-
13.7
60.8
175.7
-
-
-
-
-
-
-
-
-
-
-
-
-
-
240.3
418.0
17.7
2,573.1
54.8%
139.2%
-
-
-
-
-
-
39.4
63.3
5.0
585.2
40.4%
114.8%
-
891.7
1,997.5
14.2
9.5
-
-
-
-
-
-
-
-
-
-
8.4 3,386.0
26.3%
31.2
3,828.9
52.2%
3.4
1.2
-
249.7
107.4
-
5.7%
8.8%
-
-
0.0%
0.0%
0.0%
0.0%
-
179.8
172.1
7.3
1,948.0
26.9%
0.0%
-
1,207.1
-
(68.6)
-
-
-
-
-
-
-
-
14.1
3,146.9
38.4%
0.0%
-
-
-
-
5.1
1,070.4
0.0%
0.0%
1,928.2
- 1,185.6
481.3
34.5 6,794.0
37.6%
36.3%
2,362.1
- 3,325.3
172.1
58.9
10,101.6
34.6%
0.0%
Ref
Item
Notes relating to the FY23 remuneration cash outcomes table
a
b
c
d
e
Share based
payments
The fair value of rights is calculated at the date of grant. Rights subject to the relative TSR hurdle are valued
using the Monte Carlo simulation analysis; rights subject to the ROFE hurdle are valued using the Black Scholes
methodology; and both fixed annual remuneration rights and deferred STI rights are valued at face value.
The value of LTI awards are allocated evenly over the period of three years from the grant date; deferred STI
rights are allocated evenly over the one year performance period plus the two year vesting period. The value
disclosed in the table is the portion of the fair value of the rights for each relevant reporting period.
Cash salary
Cash salary includes all fixed salary and accrued annual leave.
Short-term incentive
STI values for KMP represent 50% of total STI paid in cash, with the remaining 50% to be deferred into equity
and expensed over two years, in accordance with the equity incentive plan rules introduced from FY23.
The deferred component is included in the 'Deferred equity' column.
Contractual
separation
payments
Deferred equity
Contractual separation payments for Zlatko Todorcevski was provided in accordance with his employment
agreement. Zlatko was entitled to receive a separation payment equivalent to 12 months FAR. This payment
complied with the limits on termination benefits under the Corporations Act 2001.
Deferred equity values for KMP include the value of the deferred components of any STI awarded in respect
of FY23. In addition, the value of sign-on awards made to Vik Bansal and Belinda Shaw are included.
The awards were made in the form of fixed equity rights as follows:
– Vik Bansal: 525,984 fixed equity rights granted, of which 50% vests after completion of two years and 50%
on completion of three years.
– Belinda Shaw: 92,969 fixed equity rights which vest after completion of two years.
The fair value of the fixed equity rights is allocated evenly over the relevant vesting period. The value disclosed
in the table is the portion of the fair value of the rights allocated to the relevant reporting period.
1. Vik Bansal commenced as Boral's Chief Executive Officer, effective 10 October 2022.
2. Belinda Shaw commenced as Boral's Chief Financial Officer, effective 30 January 2023.
3. Zlatko Todorcevski ceased as Boral's Chief Executive Officer, effective 7 October 2022. The termination payment reported is in satisfaction of Zlatko Todorcevski's entitlements
under the employment agreement and Boral's redundancy policy and is inclusive of accrued but untaken statutory leave entitlements.
4. Jared Gashel ceased as KMP and Boral's Acting Chief Financial Officer, effective 27 January 2023. Termination payment of $326,146 in satisfaction of Jared Gashel's entitlements
under the employment agreement and Boral's redundancy policy and is inclusive of accrued but untaken statutory leave entitlements.
89
Contents2023 REMUNERATION REPORT Section 7:
Statutory remuneration disclosures Continued
Equity grants and movement during the year
The following table provides details of rights granted during the year under the Boral Equity Incentive Plan, as well as
the movement during the year in rights granted under the plan in previous financial years.
Equity type
Balance as at
30 June 2022
Granted during
the year as
remunerationa
Value of grantb
Exercised/vested
during the year
Value of
rights vestedc
Lapsed/cancelled
during the yeard
Balance as at
30 June 2023
Vik Bansal
LTI Rights
Top Up Rights
Belinda Shaw
LTI Rights
Top Up Rights
-
-
-
-
Zlatko Todorcevski
LTI Rights
1,527,251
Top Up Rights
Jared Gashel
LTI Rights
Top Up Rights
1,112,118
61,757
44,972
No.
No.
$
No.
1,074,491
2,386,960
-
-
175,245
475,060
-
-
-
-
-
-
-
-
-
-
$
-
-
-
-
No.
No.
-
-
-
-
1,074,491
-
175,245
-
511,002
2,034,963
(827,473)
188,777
372,103
1,481,826
(602,552)
137,464
125,060
217,604
-
-
14,384
10,475
57,281
41,715
(172,433)
(34,497)
-
-
Ref
Item
Notes relating to the FY23 remuneration cash outcomes table
a
Rights granted
during the year as
remuneration
b
Value of grant
Vik Bansal was awarded fixed equity awards as part of his employment with Boral on 10 October 2022.
Vik also received LTI rights effective 1 September 2022.
Belinda Shaw was awarded fixed equity awards as part of her employment with Boral on 30 January 2023.
Belinda also received LTI rights effective 1 September 2022.
The fair market value of the LTI Rights granted on 1 September 2022 to the CEO is $1.59 per right. The face value
of the Fixed Equity awards granted to the CEO is $2.88 per right, calculated by taking the VWAP of Boral shares
on the ASX during the 5-day trading period up to and including 10 October 2022.
The fair market value of the LTI Rights granted to the CFO on 1 September 2022 is $1.74 per right. The face value
of the Fixed Equity awards granted to the CFO is $3.57 per right, calculated by taking the VWAP of Boral shares
on the ASX during the 5-day trading period up to and including 30 January 2023.
c
Value of vested rights
The value of rights vested calculated by taking the VWAP of Boral shares on the ASX during the 5-day
trading period up to and including 30 June 2023 is $3.9823 per right. No exercise price is payable in
respect of rights that vest.
d
Lapsed rights
Rights that lapsed during the year include rights awarded to Senior Executives under the 2019 and 2020 LTI
Grants in respect of relevant testing during 2023, noting that testing for the 2020 LTI Grant has been brought
forward to 30 June 2023 which is the end of the period over which its performance was assessed. Rights lapsed
also include any pro rata lapsing of rights due to cessation of employment over relevant periods from 2019 and
2020 through to the date of cessation.
90
BORAL ANNUAL REPORT 2023 Senior executive equity rights balances
The number of rights included in the balance at 30 June 2023 for the senior executives is set out below. Details of
awards granted in prior years, including applicable service and performance conditions, are summarised in prior
Remuneration Reports corresponding to the reporting period in which the awards were granted.
2020
2021
2022
Balance as at
30 June 2023
Senior Executives
Vik Bansal
Belinda Shaw
Zlatko Todorcevski
Jared Gashel
LTI Rights
Top Up Rights
LTI Rights
Top Up Rights
LTI Rights
Top Up Rights
LTI Rights
Top Up Rights
–
–
–
–
–
–
–
–
–
–
–
–
188,777
137,463
–
–
1,074,491
1,074,491
–
–
175,245
175,245
–
–
–
–
–
–
188,777
137,463
–
–
Non-executive Directors’ total remuneration
The remuneration of the non-executive Directors is set out in the following table.
A$’000s
Ryan Stokes, Chairman1
Kathryn Fagg, Chairman
Mark Johnson
Jacqueline Chow
Peter Alexander
Karen Moses
Deborah O'Toole
Paul Rayner
Richard Richards1
Rob Sindel
Total
2023
2022
Post-employment
superannuation
Total fees
Short-term
Board and
Committee
fees
Post-employment
superannuation
Total fees
–
–
19.3
3.2
–
–
–
–
–
203.1
203.1
–
223.1
–
19.8
208.1
–
–
–
248.7
42.3
1,086.1
16.9
37.8
102.9
61.5
52.9
215.7
63.9
201.1
–
230.2
982.9
–
2.1
10.3
–
–
–
6.4
19.8
–
4.4
16.9
39.9
113.2
61.5
52.9
215.7
70.3
220.9
–
234.6
43.0
1,025.9
Short-term
Board and
Committee
fees
–
–
183.8
199.9
–
223.1
–
188.3
–
248.7
1,043.8
1. Ryan Stokes and Richard Richards (the directors from Seven Group Holdings) decided that from 30 July 2021 they will not receive remuneration for their roles on the Boral
Board providing an immediate corporate cost reduction and a benefit for all shareholders
91
Contents2023 REMUNERATION REPORT
Section 7:
Statutory remuneration disclosures Continued
Senior executive and non-executive Director transactions
Movements in shares
The number of shares held in Boral Limited during the financial year by each senior executive and non-executive
Director of Boral Limited, including their personally related entities, are set out below.
Vik Bansal
Belinda Shaw
Zlatko Todorcevski
Jared Gashel
Ryan Stokes, Chairman
Mark Johnson
Jacqueline Chow
Karen Moses
Paul Rayner
Richard Richards
Rob Sindel
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
Balance at
the beginning
of the Year
Received during
the year on the
exercise of rights
Other changes
during the year
Balance at the
end of the year
-
-
-
-
190,464
151,000
-
-
-
-
-
-
-
39,464
-
-
-
-
-
-
-
-
-
-
-
-
-
-
190,464
190,464
-
-
Balance at
the beginning
of the Year
Received during
the year on the
exercise of rights
Other changes
during the year
Balance at the
end of the year
1,000
1,000
20,000
-
1,000
-
45,582
45,582
172,432
172,432
1,000
-
46,060
46,060
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
10,000
20,000
20,000
1,000
-
-
(2,597)
-
-
1,000
25,000
-
1,000
1,000
30,000
20,000
21,000
1,000
45,582
45,582
169,835
172,432
1,000
1,000
71,060
46,060
Loans
There were no loans made or outstanding to senior executives or non-executive Directors during FY23.
92
BORAL ANNUAL REPORT 2023 Section 8:
Glossary of key terms for
the Remuneration Report
Other transactions
Transactions entered into during the year with non-executive Directors or senior executives of Boral Limited and
the Group are within normal employee, customer or supplier relationships, and on terms and conditions no more
favourable than dealings in the same circumstances on an arm’s length basis and include:
• the receipt of dividends from Boral Limited
• participation in the Boral LTI Plan
• terms and conditions of employment
• reimbursement of expenses, and
• purchases of goods and services.
A number of Directors of the Company hold directorships in other entities. Several of these entities transacted with the
Group on terms and conditions no more favourable than those available on an arm’s length basis.
Glossary of key terms for the Remuneration Report
Term
Description
Committee
The Remuneration & Nomination Committee.
Comparator
companies
Two comparator groups are used for market benchmarking:
• market capitalisation and revenue - S&P/ASX 200 (ASX 200) companies within 50% to 200% of
Boral’s market capitalisation and 50% to 200% of Boral’s revenue (ranges expanded to 33% to 300%
where sample sizes are small).
• market capitalisation, revenue and industry - ASX 200 companies within the market capitalisation
and revenue comparator group within the ‘Industrials’ or ‘Materials’ Global Industry Classification
Standard (GICS).
Face value of LTI
performance rights
The face value of the FY23 performance rights was determined from the VWAP of Boral shares on the
ASX during the five days up to and including 30 June 2022.
Fair market
value of LTI
Performance
Rights
FAR
KMP
The fair market value of LTI performance rights is determined from the face value of a Boral share
on 1 September, discounted for a number of factors that impact the value of a TSR tested right, such
as the possibility that the TSR performance hurdle will not be met. Other factors that are taken into
account when determining the discount from face value include the time to vesting, expected volatility
of the share price and the dividends expected to be paid in relation to the shares. This approach is in
line with the methodology used for valuing TSR tested rights for accounting purposes. The fair value is
determined by an independent valuer (being PwC).
Fixed Annual Remuneration includes base salary, non-cash benefits such as provision of a vehicle
(including any fringe benefits tax) and superannuation contributions.
The Key Management Personnel of the Company. Defined as the people accountable for planning,
directing and controlling the affairs of the Company and its controlled entities. Includes each of the:
• non-executive Directors, and
• Senior executives.
Performance Right Upon vesting, each Performance Right entitles the executive to one ordinary share.
Relative TSR
Relative Total Shareholder Return measures the compound growth in the Company’s TSR over the
performance measurement period compared with the TSR performance over the same period of a
comparator group.
ROFE
TSR represents the change in capital value of a listed entity’s share price over a three year
performance period, plus reinvested dividends, expressed as a percentage of the opening value.
Return on funds employed tests the efficiency and profitability of the Company’s capital investments
and is determined by the Board based on EBIT (before significant items) in the year of testing as a
percentage of average funds employed (where funds employed is the sum of net assets and net
debt).
Senior executives
The CEO & Managing Director and the Chief Financial Officer.
The broader management group (who also participate in the various reward programs) are referred
to as ‘executives’.
93
Contents2023 REMUNERATION REPORT Financial Statements
Boral Limited and Controlled Entities
INCOME STATEMENT
STATEMENT OF COMPREHENSIVE INCOME
BALANCE SHEET
STATEMENT OF CHANGES IN EQUITY
STATEMENT OF CASH FLOWS
95
96
97
98
99
Section 4: Capital and financial structure
4.1 Interest bearing liabilities
4.2 Financial risk management
4.3 Issued capital
4.4 Reserves
NOTES TO THE FINANCIAL STATEMENTS
Section 5: Taxation
Section 1: About this report
Section 2: Business performance
2.1 Segments
2.2 Profit for the period
2.3 Dividends
2.4 Earnings per share
2.5 Notes to Statement of Cash Flows
Section 3: Operating assets and liabilities
3.1 Receivables
3.2 Inventories
3.3 Property, plant and equipment
3.4 Intangible assets
3.5 Carrying value assessment
3.6 Provisions
3.7 Contract liabilities
100
5.1 Income tax expense
102
107
110
111
112
113
115
116
118
118
120
122
5.2 Deferred tax assets and liabilities
Section 6: Group structure
6.1 Discontinued operations
6.2 Equity accounted investments
6.3 Controlled entities
Section 7: Employee benefits
7.1 Employee liabilities
7.2 Employee benefits expense
7.3 Share-based payments
7.4 Key management personnel disclosures
Section 8: Other notes
8.1 Contingent liabilities
8.2 Subsequent events
8.3 Commitments
8.4 Auditors’ remuneration
8.5 Related party disclosures
8.6 Parent entity disclosures
8.7 Deed of cross guarantee
STATUTORY STATEMENTS
123
126
138
139
140
143
146
147
148
150
150
150
152
153
153
154
154
155
156
157
159
Earnings before interest, taxes, depreciation and
amortisation (EBITDA) before significant items, earnings
before interest and taxes (EBIT) before significant items
and net profit after tax (NPAT) before significant items
are alternative measures to those prescribed under
International Financial Reporting Standards (IFRS) and
are used to provide a greater understanding of the
underlying performance of the Group. This information
has been extracted or derived from the financial
statements. Significant items in respect of continuing and
discontinued operations are detailed in Note 2.1 to the
financial statements and relate to income and expenses
that are associated with divestments, significant business
restructuring, or individual transactions.
94
BORAL ANNUAL REPORT 2023
For the year ended 30 June
Continuing operations
Revenue
Cost of sales
Selling and distribution expenses
Administrative expenses
Other income
Other expenses
Results of equity accounted investments
Profit before net interest expense and income tax
Interest income
Interest expense
Net interest expense
Profit/(loss) before income tax
Income tax (expense)/ benefit
Profit/(loss) from continuing operations
Discontinued operations
Note
2.2
2.2
2.2
6.2
2.2
2.2
5.1
2023
$m
2022
$m
3,460.6
(2,539.9)
(475.4)
(237.0)
26.1
-
18.9
253.3
19.9
(55.6)
(35.7)
217.6
(59.6)
158.0
2,955.9
(2,251.4)
(411.1)
(216.6)
15.5
(74.7)
19.9
37.5
5.3
(83.8)
(78.5)
(41.0)
24.0
(17.0)
(Loss)/ profit from discontinued operations (net of income tax)
6.1
(9.9)
977.6
Net profit
148.1
960.6
Total operations
Basic earnings per share
Diluted earnings per share
Continuing operations
Basic earnings per share
Diluted earnings per share
2.4
2.4
2.4
2.4
13.4c
13.3c
14.3c
14.2c
87.0c
87.0c
(1.5c)
(1.5c)
The Income Statement should be read in conjunction with the accompanying notes which form an integral part of the
financial statements.
95
Income StatementBoral Limited and Controlled EntitiesFINANCIAL STATEMENTSContents For the year ended 30 June
Net profit
Other comprehensive income
Note
Items that may be reclassified subsequently to Income Statement:
Net exchange differences from translation of foreign operations
taken to other comprehensive income
Foreign currency translation reserve transferred to net profit on
disposal of controlled entities and equity accounted investment
4.4
Fair value adjustments on cash flow hedges
Income tax on items that may be reclassified subsequently to
Income Statement
Total comprehensive income
2023
$m
148.1
-
-
(25.1)
7.5
130.5
2022
$m
960.6
53.8
(150.0)
11.7
13.2
889.3
The Statement of Comprehensive Income should be read in conjunction with the accompanying notes which form an
integral part of the financial statements.
96
Statement of Comprehensive IncomeBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 As at 30 June
Current assets
Cash and cash equivalents
Receivables
Inventories
Financial assets
Current tax assets
Other assets
Total current assets
Non-current assets
Receivables
Inventories
Investments accounted for using the equity method
Financial assets
Property, plant and equipment
Intangible assets
Deferred tax assets
Other assets
Total non-current assets
Total assets
Current liabilities
Trade creditors
Interest bearing liabilities
Financial liabilities
Current tax liabilities
Employee benefit liabilities
Provisions
Total current liabilities
Non-current liabilities
Interest bearing liabilities
Financial liabilities
Deferred tax liabilities
Employee benefit liabilities
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Retained earnings
Total equity
Note
2.5
3.1
3.2
4.2
3.1
3.2
6.2
4.2
3.3
3.4
5.2
4.1
4.2
7.1
3.6
4.1
4.2
5.2
7.1
3.6
4.3
4.4
2023
$m
658.1
549.3
257.5
3.0
25.6
20.3
1,513.8
20.0
13.4
36.1
21.9
2,118.5
71.2
107.7
36.1
2,424.9
3,938.7
497.1
23.2
10.3
0.6
107.4
55.9
694.5
973.1
10.4
36.6
7.1
191.2
1,218.4
1,912.9
2,025.8
593.7
28.1
1,404.0
2,025.8
2022
$m
1,107.1
501.3
222.5
32.8
40.4
36.3
1,940.4
35.7
12.9
31.2
-
2,117.8
71.5
166.6
24.8
2,460.5
4,400.9
497.2
639.7
1.4
0.6
103.6
65.0
1,307.5
943.8
9.8
35.1
7.2
200.0
1,195.9
2,503.4
1,897.5
593.7
47.9
1,255.9
1,897.5
The Balance Sheet should be read in conjunction with the accompanying notes, which form an integral part of the
financial statements.
97
Balance SheetBoral Limited and Controlled EntitiesFINANCIAL STATEMENTSContents Issued
capital
Reserves
Retained
earnings Total equity
$m
$m
$m
$m
Balance at 30 June 2022
Net profit
Other comprehensive income
Fair value adjustments on cash flow hedges
Income tax relating to other comprehensive income
Total comprehensive income/(loss)
Transactions with owners in their capacity as owners
Share-based payments
Total transactions with owners in their capacity
as owners
Balance at 30 June 2023
Balance at 30 June 2021
Net profit
Other comprehensive income
Translation of net assets of overseas entities
Translation of long-term borrowings and foreign
currency forward contracts
Foreign currency translation reserve transferred to net
profit on disposal of equity accounted investment
Fair value adjustments on cash flow hedges
Income tax relating to other comprehensive income
Total comprehensive income/(loss)
Transactions with owners in their capacity as owners
On-market share buy-back
Capital return
Share acquisition rights vested
Share-based payments
Dividends paid
Total transactions with owners in their capacity
as owners
Balance at 30 June 2022
593.7
-
-
-
-
-
-
593.7
3,839.5
-
-
-
-
-
-
-
(322.6)
(2,923.2)
-
-
-
(3,245.8)
593.7
47.9
-
(25.1)
7.5
(17.6)
(2.2)
(2.2)
28.1
122.8
-
109.4
(55.6)
(150.0)
11.7
13.2
(71.3)
-
-
(3.7)
0.1
-
1,255.9
148.1
1,897.5
148.1
-
-
148.1
(25.1)
7.5
130.5
-
(2.2)
-
1,404.0
(2.2)
2,025.8
372.5
960.6
4,334.8
960.6
-
-
-
-
-
960.6
-
-
-
-
(77.2)
109.4
(55.6)
(150.0)
11.7
13.2
889.3
(322.6)
(2,923.2)
(3.7)
0.1
(77.2)
(3,326.6)
1,897.5
(3.6)
47.9
(77.2)
1,255.9
The Statement of Changes in Equity should be read in conjunction with the accompanying notes, which form an integral
part of the financial statements.
98
Statement of Changes in EquityBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
For the year ended 30 June
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Dividends received
Interest received
Borrowing costs paid
Income taxes received/ (paid)
Restructure and transaction costs paid
Net cash provided by operating activities
Cash flows from investing activities
Purchase of property, plant and equipment
Note
2023
$m
2022
$m
3,743.8
(3,355.0)
388.8
14.5
19.3
(52.5)
23.3
(34.7)
4,214.1
(3,746.9)
467.2
6.6
5.0
(89.8)
(77.3)
(50.9)
2.5
358.7
260.8
Capital contribution in equity accounted investment
6.2
Proceeds on disposal of non-current assets
Proceeds on disposal of controlled entities and associates
Net cash (used in)/ provided by investing activities
Cash flows from financing activities
On-market share buy-back
Capital return paid
Dividends paid
Repayment of lease principal
Repayment of borrowings
Net cash used in financing activities
Net change in cash and cash equivalents
2.3
Cash and cash equivalents at the beginning of the year
Effects of exchange rate fluctuations on the balances of cash and
cash equivalents held in foreign currencies
Cash and cash equivalents at the end of the year
2.5
(209.1)
-
4.9
14.5
(189.7)
-
-
-
(25.9)
(628.7)
(654.6)
(485.6)
1,107.1
36.6
658.1
(342.1)
(2.8)
17.0
3,980.5
3,652.6
(352.9)
(2,923.2)
(77.2)
(57.0)
(320.1)
(3,730.4)
183.0
903.8
20.3
1,107.1
The Statement of Cash Flows should be read in conjunction with the accompanying notes, which form an integral part of
the financial statements.
99
Statement of Cash FlowsBoral Limited and Controlled EntitiesFINANCIAL STATEMENTSContents Section 1: About this report
Statement of compliance
These financial statements represent the consolidated
results of Boral Limited (ABN 13 008 421 761), a for-profit
company limited by shares, incorporated and domiciled
in Australia whose shares are publicly traded on the
Australian Securities Exchange. The consolidated financial
statements comprise Boral Limited (‘the Company’) and its
controlled entities ('the Group'). The consolidated financial
statements are general purpose financial statements,
which have been prepared in accordance with Australian
Accounting Standards (AASBs) adopted by the Australian
Accounting Standards Board (AASB) and the Corporations
Act 2001 (Cth). The consolidated financial statements
comply with International Financial Reporting Standards
(IFRS) adopted by the International Accounting Standards
Board (IASB).
The nature of the operations and principal activities of the
Group are described in Note 2.1.
The financial statements were authorised for issue by the
Board of Directors on 10 August 2023.
Basis of preparation
The financial statements have been prepared on a
historical cost basis, except for the revaluation of certain
financial instruments. Cost is based on the fair values
of the consideration given in exchange for assets. All
amounts are presented in Australian dollars, unless
otherwise noted.
The accounting policies and methods of computation in
the preparation of the financial statements are consistent
with those adopted and disclosed in the Company’s
Annual Report for the financial year ended 30 June 2022.
Accounting judgements and estimates
Preparation of the financial statements requires
management to make judgements, estimates and
assumptions about future events. Information on material
judgements and estimates considered when applying the
accounting policies can be found in the following notes:
Accounting judgements and
estimates
Note
Page
Revenue
Receivables
Property, plant and equipment
Lease term assessment
Carrying value assessment
Provisions
Income tax expense
Share-based payments
2.2
3.1
3.3
3.3
3.5
3.6
5.1
7.3
107
113
116
116
118
120
140
150
Rounding of amounts
Unless expressly stated, amounts have been rounded off
to the nearest whole number of millions of dollars and one
place of decimals representing hundreds of thousands of
dollars in accordance with ASIC Corporations Instrument
2016/191, dated 24 March 2016. Amounts shown as
‘–’ represent zero amounts and amounts less than
$50,000 which have been rounded down.
Materiality
Information is included in the financial statements only to
the extent it has been considered material and relevant
to the understanding of the financial statements. Factors
that influence if a disclosure is considered material and
relevant, include whether:
• the dollar amount is significant in size and/or nature;
• the Group’s results cannot be understood without the
specific disclosure;
•
it is critical to allow a user to understand the impact of
significant changes in the Group’s business during the
period; and
•
it relates to an aspect of the Group’s operations that is
important to its future performance.
100
Notes to the Financial StatementsBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
Foreign operations
On consolidation, the assets, liabilities, income and
expenses of foreign operations are translated into
Australian dollars using the following applicable
exchange rates:
Foreign currency amount
Applicable exchange rate
Income and expenses
Average exchange rate
Assets and liabilities
Reporting date
Equity
Historical date
Foreign exchange differences on transaction of overseas
entities are recognised in the income statement. In the
prior year, foreign exchange differences resulting from
translation of long-term borrowings and foreign currency
forward contracts, which are designated as hedges of
the net investment in overseas entities, and net assets of
overseas entities are initially recognised in the foreign
currency translation reserve and subsequently transferred
to profit or loss on disposal of the foreign operation.
C. Comparative figures
Where applicable, comparative information has been
re-presented to conform to changes in presentation in the
current year.
D. New accounting standards and interpretations
not yet adopted
There are no new or amended Australian Accounting
Standards and AASB interpretations that are mandatory
for the current reporting period and relevant to the Group.
Significant accounting policies
Accounting policies are selected and applied in a manner
that ensures the resulting financial information satisfies
the concepts of relevance and reliability, thereby ensuring
that the substance of the underlying transactions or other
events is reported. Other significant accounting policies
are contained in the notes to the consolidated financial
statements to which they relate.
A. Principles of consolidation
The financial statements incorporate the financial
statements of the Company and entities controlled by
the Group and its subsidiaries. The Company controls
an entity when it is exposed to, or has rights to, variable
returns from its involvement with the entity and has the
ability to affect those returns through its involvement and
power over the entity.
The financial statements include the information and
results of each entity from the date on which the Company
obtains control, until the time the Company ceases to
control the entity.
In preparing the financial statements, all intercompany
balances, transactions, and unrealised profits arising
within the Group, are eliminated in full.
B. Foreign currencies
Foreign currency transactions
Transactions, assets and liabilities denominated in
foreign currencies are translated into Australian dollars
at reporting date using the following applicable
exchange rates:
Foreign currency amount
Applicable exchange rate
Transactions
Monetary assets
and liabilities
Non-monetary assets
and liabilities carried
at fair value
Date of transaction
Reporting date
Date fair value
is determined
Foreign exchange gains and losses resulting from
translation are recognised in the Income Statement,
except for qualifying cash flow hedges, which are
deferred to equity.
101
FINANCIAL STATEMENTSContents Section 2: Business performance
This section provides the information that is most relevant to understanding the financial performance of the
Group during the financial year and, where relevant, the accounting policies applied and the critical judgements
and estimates made.
2.1 Segments
An operating segment is a component of an entity that engages in business activities from which it may earn revenue
and incur expenses, whose operating results are regularly reviewed by the Group’s chief operating decision maker
(being the CEO and Managing Director) in order to effectively allocate Group resources and assess performance.
During the year Boral has assessed and revised the Group’s allocation of amounts between operating segments. The
operating segments remain consistent with the prior period however allocations of amounts between the operating
segments in the prior period comparatives have been restated.
The Group has identified its operating segments based on the information that is regularly reviewed and used by the
CEO and Managing Director for the purpose of evaluating performance and making resource allocation decisions.
Discrete financial information about each of these operating businesses is reported to the CEO and Managing Director
on a recurring basis. Although Property does not meet the quantitative reportable segment threshold in the current year,
the Group considers that the separate disclosure of its financial performance qualitatively provides useful information to
users of the Group’s financial statements.
The following summary describes the operations of the Group’s reportable segments:
Construction Materials
Integrated construction materials business operating across Australia
(concrete, asphalt, quarries, cement, recycling and placing).
Property
Discontinued Operations
The property segment primarily generates earnings through the development
or divestment of surplus properties.
Boral North America (fly ash, stone, roofing, light building products, windows
and bricks joint venture) and Australian Building Products (comprising roofing
and masonry, and timber products)
Unallocated
Unallocated costs, including corporate.
The major end-use markets for Boral’s products include residential and non-residential construction and the
engineering and infrastructure markets.
The Group has a large number of customers to which it provides products, with no single customer responsible for more
than 10% of the Group’s revenue.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be
allocated on a reasonable basis.
Reconciliations of reportable segment revenues and profits
External revenue
Revenue from discontinued operations
Revenue from continuing operations
Profit/(loss) before tax
Profit before net interest expense and income tax from reportable
segments
(Profit)/ Loss before net interest expense and income tax from
discontinued operations
Profit before net interest expense and income tax from continuing
operations
Net interest expense from continuing operations
Profit/ (loss) before tax from continuing operations
Note
6.1
6.1
2.2
2023
$m
3,460.6
-
3,460.6
2022
$m
3,908.2
(952.3)
2,955.9
242.4
1,293.9
10.9
(1,256.4)
253.3
(35.7)
217.6
37.5
(78.5)
(41.0)
102
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 .
)
0
8
1
2
(
.
)
9
2
2
2
(
-
0
.
1
8
4
.
4
4
5
4
.
8
0
5
1
.
0
3
6
2
5
.
1
3
2
.
8
0
5
1
-
-
.
)
7
4
7
(
.
4
8
2
.
1
1
2
2
.
-
-
-
-
-
-
.
6
5
0
1
,
1
.
)
9
0
1
(
.
6
5
0
1
,
1
.
)
9
0
1
(
-
-
-
-
m
$
2
2
0
2
m
$
3
2
0
2
l
a
t
o
T
.
2
8
0
9
3
,
.
6
0
6
4
3
,
m
$
2
2
0
2
.
3
2
5
9
d
e
u
n
i
t
n
o
c
s
i
D
s
n
o
i
t
a
r
e
p
o
i
g
n
u
n
i
t
n
o
c
l
a
t
o
T
s
n
o
i
t
a
r
e
p
o
m
$
3
2
0
2
m
$
2
2
0
2
m
$
3
2
0
2
.
9
5
5
9
2
,
.
6
0
6
4
3
,
.
)
0
8
1
2
(
.
)
9
2
2
2
(
-
-
-
)
1
.
0
(
.
)
0
8
1
2
(
.
)
8
2
2
2
(
.
2
0
3
3
.
4
4
5
4
.
)
9
7
1
(
.
)
2
9
1
(
.
7
5
)
2
.
1
(
.
4
2
4
3
.
8
4
7
4
)
s
m
e
t
i
i
t
n
a
c
fi
n
g
i
s
g
n
d
u
c
x
e
(
l
i
d
n
a
n
o
i
t
i
a
c
e
r
p
e
D
n
o
i
t
a
s
i
t
r
o
m
a
2
T
I
B
E
5
.
1
3
2
.
)
9
7
1
(
.
)
2
9
1
(
.
7
5
)
3
.
1
(
.
4
4
2
1
.
0
2
5
2
)
s
m
e
t
i
i
t
n
a
c
fi
n
g
i
s
g
n
d
u
c
x
e
(
i
l
-
.
2
2
1
1
.
)
7
4
7
(
-
-
-
.
4
8
2
.
1
1
2
2
.
-
.
)
7
4
7
(
-
-
-
.
4
8
2
.
1
1
2
2
.
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
)
i
(
s
r
e
t
t
a
m
d
e
t
a
e
r
l
t
n
e
m
t
s
e
v
D
i
)
i
i
(
s
t
c
a
r
t
n
o
c
s
u
o
r
e
n
o
d
n
a
e
r
u
t
c
u
r
t
s
e
R
r
e
d
n
e
t
s
e
t
o
n
r
o
n
e
s
S
U
i
e
s
a
h
c
r
u
P
r
e
w
o
P
)
v
i
(
t
n
e
m
e
e
r
g
A
)
i
i
i
(
r
e
ff
o
t
s
e
r
e
t
n
i
e
r
o
f
e
b
)
s
s
o
l
(
/
t
fi
o
r
P
e
s
n
e
p
x
e
x
a
t
e
m
o
c
n
i
e
r
o
f
e
b
s
m
e
t
i
t
n
a
c
fi
n
g
S
i
i
d
e
t
a
c
o
l
l
a
n
U
y
t
r
e
p
o
r
P
-
m
$
-
m
$
m
$
2
.
1
m
$
.
2
0
2
2
0
2
3
2
0
2
2
2
0
2
3
2
0
2
m
$
2
2
0
2
m
$
3
2
0
2
n
o
i
t
c
u
r
t
s
n
o
C
s
l
a
i
r
e
t
a
m
)
d
e
u
n
i
t
n
o
c
(
e
c
n
a
m
r
o
f
r
e
p
s
s
e
n
i
s
u
B
:
2
n
o
i
t
c
e
S
)
d
e
u
n
i
t
n
o
c
(
s
t
n
e
m
g
e
S
1
.
2
s
t
n
e
m
g
e
s
e
b
a
t
r
o
p
e
R
l
)
a
(
.
7
4
5
9
2
,
.
4
0
6
4
3
,
e
u
n
e
v
e
r
l
a
n
r
e
t
x
E
1
A
D
T
B
E
I
.
9
0
3
0
,
1
.
9
0
1
.
6
5
0
1
,
1
.
)
9
0
1
(
.
)
7
4
7
(
8
.
1
2
.
)
7
4
7
(
8
.
1
2
.
9
3
9
2
,
1
.
4
2
4
2
.
4
6
5
2
,
1
.
)
9
0
1
(
.
5
7
3
.
3
3
5
2
.
)
6
2
9
(
6
2
.
.
7
5
)
3
.
1
(
.
4
4
2
1
.
0
2
5
2
e
s
n
e
p
x
e
x
a
t
e
m
o
c
n
i
d
n
a
.
3
7
2
.
8
8
1
4
7
.
-
.
9
9
1
.
9
8
1
-
-
)
1
.
0
(
)
5
0
(
.
.
0
0
2
.
4
9
1
3
e
m
o
c
n
i
d
e
t
n
u
o
c
c
a
y
t
i
u
q
E
.
e
s
n
e
p
x
e
x
a
t
e
m
o
c
n
i
,
t
s
e
r
e
t
n
i
,
n
o
i
t
a
s
i
t
r
o
m
a
,
n
o
i
t
i
a
c
e
r
p
e
d
e
r
o
f
e
b
)
s
s
o
l
(
/
t
fi
o
r
p
s
i
A
D
T
B
E
I
.
1
.
e
s
n
e
p
x
e
x
a
t
e
m
o
c
n
i
,
t
s
e
r
e
t
n
i
e
r
o
f
e
b
)
s
s
o
l
(
/
t
fi
o
r
p
s
i
I
T
B
E
.
2
.
I
T
B
E
d
n
a
A
D
T
B
E
n
I
i
d
e
d
u
c
n
l
i
s
i
e
m
o
c
n
i
d
e
t
n
u
o
c
c
a
y
t
i
u
q
E
.
3
103
FINANCIAL STATEMENTSContents
Section 2: Business performance (continued)
2.1 Segments (continued)
(a) Reportable segments
Significant items ($m)
(i) Divestment related matters
(ii) Restructure and onerous contracts
(iii) US senior notes tender offer
(iv) Power Purchase Agreement
(i) Divestment related matters
Gross
2023
(10.9)
8.4
11.2
2.2
10.9
Tax
2023
1.0
(2.4)
(3.4)
(0.7)
(5.5)
Net
2023
Gross
2022
Tax
2022
Net
2022
(9.9)
1,105.6
(242.4)
863.2
6.0
7.8
1.5
5.4
(74.7)
22.4
(52.3)
-
-
-
-
-
-
1,030.9
(220.0)
810.9
During the current financial year, the group recognised pre-tax loss of $10.9 million, relating to completion settlements
and other divestment related matters.
In the prior year, the Group completed the divestments relating to North American Building Products, North American
Fly Ash, Meridian Brick and Australian Building Products businesses; resulting in a profit before tax of $1,105.6 million.
(ii) Restructure and onerous contracts
During the current financial year, the Group recognised a pre-tax net income of $8.4 million primarily as a result of
the favourable settlement of onerous contracts recognised in prior periods.
In the prior year, the Group incurred $74.7 million of costs in relation to implementation of the Group's transformation
program, primarily restructuring costs and IT-related costs.
(ii)i US senior notes tender offer
In July 2022, US$300 million of May 2028 US senior notes was repaid following completion of the Group's tender offer.
This resulted in a pre-tax net gain of $11.2 million.
(iv) Power Purchase Agreement (PPA)
During the current financial year, the Group recognised a $2.2 million gain as a mark to market movement in the
PPA derivative contract. Details provided in note 4.2.
104
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 m
$
2
2
0
2
.
5
7
1
2
,
1
6
.
1
8
6
.
8
8
8
4
.
3
2
5
1
.
5
7
2
4
.
7
6
1
1
1
.
8
8
.
6
8
1
3
.
6
3
5
.
3
7
0
2
.
2
6
5
1
.
2
8
0
9
3
,
.
7
4
0
8
.
7
0
6
4
,
1
-
-
.
9
6
0
5
-
-
-
.
8
8
8
4
.
3
2
5
1
-
-
-
.
2
2
6
3
.
2
2
0
2
.
9
3
2
1
.
6
0
6
4
3
,
.
7
6
1
1
1
.
8
8
-
-
.
6
3
5
.
8
2
5
.
3
2
5
9
-
-
-
-
-
-
-
-
-
-
-
-
m
$
3
2
0
2
m
$
2
2
0
2
m
$
3
2
0
2
m
$
2
2
0
2
.
5
7
1
2
,
1
6
.
1
8
6
-
-
-
-
m
$
3
2
0
2
.
7
4
0
8
.
7
0
6
4
,
1
.
5
7
2
4
.
9
6
0
5
-
-
-
-
.
6
8
1
3
.
2
2
6
3
-
.
3
7
0
2
.
4
3
0
1
-
.
2
2
0
2
.
9
3
2
1
.
9
5
5
9
2
,
.
6
0
6
4
3
,
l
a
t
o
T
d
e
u
n
i
t
n
o
c
s
i
D
s
n
o
i
t
a
r
e
p
O
i
g
n
u
n
i
t
n
o
C
l
a
t
o
T
s
n
o
i
t
a
r
e
p
O
d
e
t
a
c
o
l
l
a
n
U
y
t
r
e
p
o
r
P
m
$
2
2
0
2
m
$
3
2
0
2
m
$
2
2
0
2
m
$
3
2
0
2
-
-
-
-
-
-
-
-
-
-
-
–
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2
.
1
2
.
1
-
-
-
-
-
-
-
-
-
-
.
2
0
.
2
0
)
d
e
u
n
i
t
n
o
c
(
e
c
n
a
m
r
o
f
r
e
p
s
s
e
n
i
s
u
B
:
2
n
o
i
t
c
e
S
)
d
e
u
n
i
t
n
o
c
(
s
t
n
e
m
g
e
S
1
.
2
s
t
n
e
m
g
e
s
e
b
a
t
r
o
p
e
R
l
)
a
(
n
o
i
t
c
u
r
t
s
n
o
C
s
l
a
i
r
e
t
a
M
m
$
2
2
0
2
.
5
7
1
2
,
1
6
.
1
8
6
-
-
-
-
m
$
3
2
0
2
.
7
4
0
8
.
7
0
6
4
,
1
t
c
u
d
o
r
p
y
b
e
u
n
e
v
e
r
l
a
n
r
e
t
x
E
e
t
e
r
c
n
o
C
t
l
a
h
p
s
A
h
s
a
y
F
l
g
n
fi
o
o
R
.
5
7
2
4
.
9
6
0
5
s
t
c
u
d
o
r
p
y
r
r
a
u
Q
-
-
-
-
.
6
8
1
3
.
2
2
6
3
-
.
3
7
0
2
.
2
2
0
1
-
.
2
2
0
2
.
7
3
2
1
.
7
4
5
9
2
,
.
4
0
6
4
3
,
s
t
c
u
d
o
r
p
g
n
d
i
l
i
u
b
t
h
g
L
i
t
n
e
m
e
C
s
w
o
d
n
W
i
e
n
o
t
S
i
l
g
n
c
a
p
e
t
e
r
c
n
o
C
1
r
e
h
t
O
.
t
n
e
m
g
e
s
s
l
a
i
r
e
t
a
M
n
o
i
t
c
u
r
t
s
n
o
C
e
h
t
o
t
d
e
t
a
c
o
l
l
a
y
l
l
u
f
s
i
,
)
a
(
2
.
2
e
t
o
N
n
i
l
d
e
s
o
c
s
i
d
s
a
,
e
u
n
e
v
e
r
i
s
e
c
v
r
e
s
f
o
g
n
i
r
e
d
n
e
r
d
n
a
e
u
n
e
v
e
r
s
e
s
s
e
n
i
s
u
b
g
n
i
t
c
a
r
t
n
o
C
.
y
r
n
o
s
a
m
d
n
a
r
e
b
m
i
t
,
s
k
c
i
r
b
e
d
u
c
n
l
i
s
n
o
i
t
a
r
e
p
O
d
e
u
n
i
t
n
o
c
s
i
D
e
h
t
,
r
a
e
y
r
o
i
r
p
e
h
t
n
I
.
l
l
fi
d
n
a
l
d
n
a
g
n
i
l
c
y
c
e
r
,
t
r
o
p
s
n
a
r
t
s
e
d
u
c
n
l
i
s
l
a
i
r
e
t
a
M
n
o
i
t
c
u
r
t
s
n
o
C
n
i
e
u
n
e
v
e
r
r
e
h
t
O
.
1
105
FINANCIAL STATEMENTSContents
m
$
2
2
0
2
2
.
1
3
.
6
5
5
0
3
,
.
8
6
8
0
3
,
1
.
7
0
1
,
1
.
0
7
0
2
.
9
0
0
4
4
,
.
7
5
3
.
2
4
8
8
.
5
3
8
5
,
1
.
4
3
0
5
2
,
m
$
3
2
0
2
1
.
6
3
2
.
1
1
1
,
3
.
3
7
4
1
,
3
1
.
8
5
6
.
3
3
3
1
.
7
8
3
9
3
,
.
4
9
7
8
.
3
6
9
9
.
2
7
3
.
9
2
1
9
,
1
-
-
-
-
-
-
-
-
-
-
6
.
1
7
3
1
.
3
2
2
.
5
8
5
-
-
-
-
-
-
-
-
-
-
-
l
a
t
o
T
d
e
u
n
i
t
n
o
c
s
i
D
s
n
o
i
t
a
r
e
p
O
i
g
n
u
n
i
t
n
o
C
l
a
t
o
T
s
n
o
i
t
a
r
e
p
O
d
e
t
a
c
o
l
l
a
n
U
y
t
r
e
p
o
r
P
m
$
2
2
0
2
m
$
3
2
0
2
m
$
2
2
0
2
2
.
1
3
.
6
5
5
0
3
,
.
8
6
8
0
3
,
m
$
3
2
0
2
1
.
6
3
2
.
1
1
1
,
3
m
$
2
2
0
2
-
9
.
1
7
.
3
7
4
1
,
3
9
.
1
7
1
.
7
0
1
,
1
.
0
7
0
2
1
.
8
5
6
.
3
3
3
1
.
9
0
0
4
4
,
.
7
8
3
9
3
,
1
.
7
0
1
,
1
.
0
7
0
2
.
0
6
8
3
,
1
m
$
3
2
0
2
-
.
0
5
2
.
0
5
2
1
.
8
5
6
.
3
3
3
1
.
4
6
1
8
m
$
2
2
0
2
-
1
.
6
5
1
.
6
5
-
-
m
$
3
2
0
2
-
1
.
8
4
1
.
8
4
-
-
1
.
6
5
1
.
8
4
.
7
5
3
.
2
4
8
8
.
5
3
8
5
,
1
.
4
9
7
8
.
3
6
9
9
.
2
7
3
.
7
5
3
.
2
7
3
.
5
3
8
5
,
1
.
3
6
9
9
-
-
1
.
7
8
9
.
1
8
.
4
3
1
.
4
3
0
5
2
,
.
9
2
1
9
,
1
.
3
6
0
7
,
1
.
4
5
1
1
,
1
.
4
3
1
1
.
3
1
3
1
.
3
2
2
-
-
-
-
-
.
5
9
.
5
9
.
2
0
.
7
3
8
7
.
0
8
8
7
s
e
i
t
i
l
i
b
a
i
l
t
n
e
m
g
e
S
-
-
-
-
.
7
3
8
7
.
0
8
8
7
s
e
i
t
i
l
i
b
a
i
l
g
n
i
r
a
e
b
t
s
e
r
e
t
n
I
s
e
i
t
i
l
i
b
a
i
l
l
a
t
o
T
s
e
i
t
i
l
i
b
a
i
l
x
a
T
1
.
3
1
3
.
9
2
2
2
1
s
t
e
s
s
a
t
n
e
m
g
e
s
f
o
n
o
i
t
i
s
i
u
q
c
A
.
s
t
n
e
m
t
s
e
v
n
i
d
e
t
n
u
o
c
c
a
y
t
i
u
q
e
f
o
t
c
e
p
s
e
r
n
i
n
o
i
t
u
b
i
r
t
n
o
c
l
a
t
i
p
a
c
e
h
t
o
t
e
b
a
l
t
u
b
i
r
t
t
a
s
t
n
u
o
m
a
s
e
d
u
c
x
e
s
i
h
T
l
i
.
t
n
e
m
p
u
q
e
d
n
a
t
n
a
p
l
,
y
t
r
e
p
o
r
p
n
i
s
n
o
i
t
i
d
d
a
o
t
s
e
t
l
a
e
r
s
i
h
T
.
1
.
a
i
l
a
r
t
s
u
A
n
i
d
e
s
a
b
e
r
a
)
n
o
i
i
l
l
i
m
7
.
2
2
$
:
2
2
0
2
e
n
u
J
0
3
(
3
2
0
2
e
n
u
J
0
3
t
a
s
a
n
o
i
l
l
i
m
8
.
1
$
g
n
d
u
c
x
e
l
i
,
p
u
o
r
G
e
h
t
n
i
s
t
e
s
s
a
t
n
e
r
r
u
c
-
n
o
n
l
l
A
n
o
i
t
a
c
o
l
i
c
h
p
a
r
g
o
e
G
)
b
(
m
$
2
2
0
2
m
$
3
2
0
2
n
o
i
t
c
u
r
t
s
n
o
C
s
l
a
i
r
e
t
a
M
)
d
e
u
n
i
t
n
o
c
(
e
c
n
a
m
r
o
f
r
e
p
s
s
e
n
i
s
u
B
:
2
n
o
i
t
c
e
S
106
)
d
e
u
n
i
t
n
o
c
(
s
t
n
e
m
g
e
S
1
.
2
s
t
n
e
m
g
e
s
e
b
a
t
r
o
p
e
R
l
)
a
(
i
g
n
d
u
c
x
e
(
l
s
t
e
s
s
a
t
n
e
m
g
e
S
-
-
-
-
2
.
1
3
.
6
7
2
9
2
,
.
8
8
5
9
2
,
1
.
6
3
1
.
8
3
0
3
,
.
2
4
7
0
3
,
.
8
8
5
9
2
,
.
2
4
7
0
3
,
)
s
t
n
e
m
t
s
e
v
n
i
d
e
t
n
u
o
c
c
a
y
t
i
u
q
e
s
t
n
e
m
t
s
e
v
n
i
d
e
t
n
u
o
c
c
a
y
t
i
u
q
E
l
i
s
t
n
e
a
v
u
q
e
h
s
a
c
d
n
a
h
s
a
C
s
t
e
s
s
a
l
a
t
o
T
s
t
e
s
s
a
x
a
T
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
Section 2: Business performance (continued)
2.2 Profit for the period
(a) Revenue
Sales revenue is revenue earned from the provision of products or services by our Cement, Quarries, Recycling,
Concrete, Concrete placing and Asphalt operations. This revenue is net of returns, discounts and allowances.
Sale of goods
Revenue from the sale of goods is recognised at the point in time the customer obtains control of the goods, which is
typically at the time of delivery to the customer.
Revenue earned from asphalt and spray seal services are recognised progressively over the period of time that the
performance obligation is satisfied and the customer obtains control of the goods being provided in the contract, with
the Group having a right to payment for performance to date. The Group predominantly uses the output method, based
on volumes delivered, to determine the amount of revenue to recognise in a given period.
Contracting business
Revenue from the concrete placing business is recognised progressively over the period of time that the performance
obligation is satisfied in accordance with the contract, with the Group having a right to payment for performance to
date. The business predominantly uses the output method, based on volumes delivered, to determine the amount of
revenue to recognise in a given period.
Rendering of services
Revenue from the rendering of logistics and lab services is allocated across each service or performance obligation
based on their stand-alone selling price, and recognised as the service or performance obligation is performed.
Bundling of performance obligations
Contracts with customers, particularly in concrete and asphalt, may contain revenue items for ancillary services such
as mobilisation and demobilisation of plant, concrete testing, and other related services. These services are typically
combined into the core performance obligation of delivering concrete, or the supply and lay of asphalt. On occasion,
ancillary services may be deemed to have a stand-alone value to the customer, and are accounted for as a separate
performance obligation.
107
FINANCIAL STATEMENTSContents Section 2: Business performance (continued)
2.2 Profit for the period (continued)
(a) Revenue (continued)
For the year ended 30 June
Revenue from continuing operations
Sale of goods
Contracting business
Rendering of services
Revenue from continuing operations
(b) Other income and expenses
2023
$m
3,163.6
202.2
94.8
3,460.6
2022
$m
2,668.0
207.3
80.6
2,955.9
Other income and expenses also include significant items recorded in the period. These items relate to significant
transactions, which are disclosed separately in order to better explain financial performance. Further information is
included in Note 2.1.
For the year ended 30 June
Other income from continuing operations
Significant items
Net profit on sale of assets
Net foreign exchange gain
Other income
Other income from continuing operations
Other expenses from continuing operations
Significant items
Other expenses from continuing operations
Note
2.1
2.1
2023
$m
21.8
3.2
0.7
0.4
26.1
-
-
2022
$m
-
7.3
-
8.2
15.5
(74.7)
(74.7)
108
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 2.2 Profit for the period (continued)
(c) Net interest expense
Net interest expense comprises mainly of interest expense on borrowings and amortisation of ancillary costs incurred
in connection with the arrangement of borrowings. They are recognised in the profit or loss using the effective interest
rate method, except to the extent the expenses are directly attributable to the acquisition, construction or production
of a qualifying asset. Such interest expense is capitalised as part of the cost of the asset up to the time it is ready for its
intended use and is then amortised over the expected useful economic life.
Interest expense also includes the unwinding of the lease liability discount.
In the prior year, the Group repaid US$235 million of US senior notes. As a result of these transactions, the Group
incurred $8.1 million of make-whole costs and expensed $2.6 million of deferred borrowing costs.
For the year ended 30 June
Interest income received or receivable from:
Other parties (cash at bank and bank short-term deposits)
Discount unwinding
Interest expense paid or payable to:
Other parties (bank overdrafts, bank loans and other loans)1
Make-whole and refinance-related costs
Interest expense on capitalised leases
Discount unwinding
Net interest expense from continuing operations
2023
$m
19.3
0.6
19.9
(45.4)
-
(5.5)
(4.7)
(55.6)
(35.7)
2022
$m
5.0
0.3
5.3
(64.8)
(10.7)
(3.5)
(4.8)
(83.8)
(78.5)
1.
Interest of nil (2022: $4.7 million) was paid to other parties and capitalised in respect of qualifying assets. The capitalisation rate used was 3.9%.
109
FINANCIAL STATEMENTSContents Section 2: Business performance (continued)
2.3 Dividends
Amount per
share
Total amount
$m
Franked
amount per
share
Date of
payment
2023
2022 final and 2023 interim – ordinary
2022
2021 final and 2022 interim – ordinary
-
-
Special dividend
7.0 cents
-
-
77.2
-
-
-
-
-
14 February 2022
Subsequent event
Since the end of the financial year, the Directors have decided that no final dividend would be paid for the financial year
ended 30 June 2023.
2023 final – ordinary
-
-
-
-
Dividend franking account
The balance of the franking account of Boral Limited as at 30 June 2023 is $12.9 million (2022: $29.9 million).
The franking account balance is $12.9 million (2022: $9.3 million) after adjusting for franking credits/(debits)
that will arise from:
• the refund of the amount of the current tax receivable;
• the receipt of dividends recognised as receivables at year end; and
• before taking into account the Directors decision around the payment of a final dividend and any
associated franking credits.
Dividend Reinvestment Plan
The Group's Dividend Reinvestment Plan did not apply to the payment of the special dividend on 14 February 2022.
110
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
2.4 Earnings per share
Basic earnings per share
Basic earnings per share (EPS) is calculated by dividing the net profit by the weighted average number of ordinary
shares of Boral Limited, adjusted for any bonus issue.
Diluted earnings per share
Diluted EPS is calculated by dividing the net profit by the weighted average number of ordinary shares, after adjustment
for the effects of all dilutive potential ordinary shares and bonus issue.
Weighted average number of ordinary shares used as the denominator
Number for basic earnings per share
Effect of potential ordinary shares2
Number for diluted earnings per share
2023
2022
1,103,088,419
1,103,913,319
7,322,338
-
1,110,410,757
1,103,913,319
Continuing
operations
Discontinued
operations
Earnings reconciliation
Net profit before significant
items
Loss/(profit) attributable to
non-controlling interests
Net profit excluding
significant items
Net significant items
(refer Note 2.1)
Net profit/(loss)
Basic earnings per share1
Diluted earnings per share2
Basic earnings per share
(excluding significant items)1
Diluted earnings per share
(excluding significant items)2
2023
$m
142.7
-
142.7
15.3
158.0
14.3c
14.2c
12.9c
12.9c
Total
2023
$m
Continuing
operations
Discontinued
operations
2022
$m
2022
$m
Total
2022
$m
142.7
35.3
114.4
149.7
-
-
-
-
142.7
35.3
114.4
149.7
2023
$m
-
-
-
(9.9)
(9.9)
(0.9c)
(0.9c)
5.4
148.1
13.4c
13.3c
0.0c
12.9c
0.0c
12.9c
(52.3)
(17.0)
(1.5c)
(1.5c)
3.2c
3.2c
863.2
977.6
88.6c
88.6c
810.9
960.6
87.0c
87.0c
10.4c
13.6c
10.4c
13.6c
The average market value of the Company's shares for the purpose of calculating the dilutive effect of share
performance rights was based on quoted market prices for the period that the rights were outstanding.
1. Numbers may not add due to rounding.
2. As the basic earnings per share from continuing operations is a loss per share for the year ended 30 June 2022, the potential ordinary shares outstanding in respect of the
Boral Limited Equity Incentive Plan are considered anti-dilutive as their conversion would reduce the loss per share.
111
FINANCIAL STATEMENTSContents Section 2: Business performance (continued)
2.5 Notes to Statement of Cash Flows
(i) Reconciliation of cash and cash equivalents:
Cash includes cash on hand, at bank and short-term deposits, net of outstanding
bank overdrafts. Cash as at the end of the year as shown in the Statement of Cash
Flows is reconciled to the related items in the Balance Sheet as follows:
Cash at bank and on hand
Bank short-term deposits
2023
$m
2022
$m
70.2
587.9
658.1
234.2
872.9
1,107.1
The bank short-term deposits mature within 90 days and have a weighted average interest rate of 4.85% (2022: 0.67%).
(ii) Reconciliation of net profit to net cash provided by operating activities:
Net profit
Adjustments for non-cash items:
148.1
960.6
Depreciation and amortisation
Discount unwinding
Loss/(Gain) on sale of assets and businesses1
Impairment of assets, businesses and restructuring costs2
Power purchase agreement valuation
Share-based payment expense/(income)
Non-cash impact from equity accounted investments
Net cash provided by operating activities before change in assets and liabilities
Changes in assets and liabilities net of effects from acquisitions/disposals:
Receivables
Inventories
Payables
Provisions
Current and deferred taxes
Other
Net cash provided by operating activities
(iii) Changes in loans and borrowings arising from financing activities:
Balance at the beginning of the year
Repayment of borrowings
Repayment of lease principal
Changes in fair values
Non-cash lease liabilities
Net foreign currency exchange differences and other
Balance at the end of the year
222.9
4.1
7.6
(19.6)
(2.2)
(2.2)
(4.4)
354.3
(61.3)
(27.7)
7.0
(12.0)
82.0
16.4
358.7
1,583.5
(628.7)
(25.9)
(0.9)
28.6
39.7
996.3
218.0
(1.8)
(1,141.6)
75.7
-
0.1
(20.7)
90.3
9.4
(45.0)
59.1
(61.9)
173.0
35.9
260.8
1,802.9
(320.1)
(57.0)
(12.7)
47.8
122.6
1,583.5
1.
$10.9 million loss (2022: $1,134 million gain) relates divestment related matters that are included in significant items and $3.3 million (2022: $7.6m) gain on sale of property, plant
and equipment.
2. Predominantly relates to restructure and onerous contracts $8.4 million (2022: $74.7 million loss) and $11.2 million gain on US senior notes tender offer.
112
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 Section 3: Operating assets and liabilities
This section provides information relating to the operating assets and liabilities of the Group.
3.1 Receivables
Trade and other receivables are initially recognised at fair value. Subsequently they are measured at amortised cost
less any provisions for expected impairment losses or actual impairment losses. Credit losses and recoveries of items
previously written off are recognised in profit or loss.
Significant accounting judgements, estimates and assumptions
The Group has considered the collectability and recoverability of trade receivables. An expected credit loss
allowance has been made for the estimated irrecoverable receivable amounts. The allowance has been
determined by reference to past default experience along with an expected credit loss calculation which considers
the past events, and exercises judgement over the impact of current and future economic conditions when
considering the recoverability of outstanding receivable balances at the reporting date. Subsequent changes in
economic and market conditions may result in the loss allowance increasing or decreasing in future periods.
Current
Trade receivables
Less: Allowance for impairment
Associated entities
Other receivables
2023
$m
545.4
(10.1)
535.3
-
14.0
549.3
2022
$m
475.9
(7.1)
468.8
4.3
28.2
501.3
Included in the following table is an age analysis of the Group's trade receivables, along with impairment provisions
against these balances as at 30 June:
Current
Overdue 0 – 60 days
Overdue > 60 days
Total
Gross
Impairment
2023
$m
524.7
14.5
6.2
545.4
2023
$m
(2.8)
(2.1)
(5.2)
(10.1)
Net
2023
$m
521.9
12.4
1.0
Gross
Impairment
2022
$m
463.1
9.3
3.5
2022
$m
(3.9)
(1.4)
(1.8)
(7.1)
535.3
475.9
Net
2022
$m
459.2
7.9
1.7
468.8
113
FINANCIAL STATEMENTSContents Section 3: Operating assets and liabilities (continued)
3.1 Receivables (continued)
The movement in the allowance for impairment in respect to trade receivables during the year was as follows:
Balance at the beginning of the year
Amounts written off during the year
Increase recognised in Income Statement
Balance at the end of the year
Non-current
Loans to associated entities
Other receivables
2023
$m
(7.1)
0.9
(3.9)
(10.1)
2023
$m
19.0
1.0
20.0
2022
$m
(1.8)
1.6
(6.9)
(7.1)
2022
$m
19.3
16.4
35.7
No amounts owing by associates or included in other receivables were past due as at 30 June 2023 (30 June 2022: nil).
114
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
3.2 Inventories
Inventories are valued at the lower of cost and net realisable value. Net realisable value represents the estimated selling
price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.
For land development projects, cost includes the cost of acquisition, development and holding costs during
development. Costs incurred after completion of development are expensed as incurred.
The Group has considered the net realisable value of inventories at reporting date. An inventory provision is recognised
where the realisable value from sale of inventory is estimated to be lower than the inventory’s carrying value. Inventory
provisions for different product categories are estimated based on various factors, including expected sales profile,
prevailing sales prices, seasonality and expected losses associated with slow-moving inventory items.
Current
Raw materials and consumable stores
Work in progress
Finished goods
Land development projects
Non-current
Land development projects
Land development projects comprises:
Cost of acquisition
Development costs capitalised
2023
$m
95.5
18.0
142.2
1.8
257.5
2022
$m
83.5
14.8
124.2
-
222.5
13.4
12.9
9.2
6.0
15.2
7.4
5.5
12.9
115
FINANCIAL STATEMENTSContents Section 3: Operating assets and liabilities (continued)
3.3 Property, plant and equipment
Owned assets
The value of property, plant and equipment is measured as the cost of the asset, less accumulated depreciation and
impairment losses (see Note 3.5). The cost of the asset is the consideration paid plus incidental costs directly attributable
to the acquisition.
The value of self-constructed assets include the cost of material and direct labour and any other costs directly
attributable to bringing the asset to a working condition for its intended use.
Subsequent costs in relation to replacing a part of property, plant and equipment are capitalised in the carrying amount
of the item if it is probable that future economic benefits will flow to the Group and its cost can be measured reliably. All
other costs are recognised in the Income Statement as incurred.
Depreciation
Depreciation is calculated to expense the cost of items of property, plant and equipment (excluding freehold land) less
their estimated residual values on a straight-line basis over their estimated useful lives.
Depreciation is recognised in the Income Statement from the date of acquisition or, in respect of internally constructed
assets, from the time an asset is completed and held ready for use.
Quarry stripping assets are amortised over the expected life of the identified resources using the units of production
method.
Depreciation rates and methods, useful lives and residual values are reviewed at each balance sheet date. When
changes are made, adjustments are reflected prospectively in current and future financial years only.
The depreciation and amortisation rates used for each class of asset are as follows:
Buildings
Mineral reserves and licences
Plant and equipment
2023
2022
1 – 10%
2.4 – 5%
1 – 10%
2.4 – 5%
5 – 33.3%
5 – 33.3%
Significant accounting judgements, estimates and assumptions
Estimation of useful lives of assets is based on historical experience. In addition, the condition of assets is assessed
at least annually and considered against the remaining useful life, taking into account expectations about future
demand and use. Adjustments to useful lives are made when considered necessary.
Leased assets
The Leases with a term of more than 12 months, unless the underlying asset is of low value, are recognised on the
Balance Sheet as right-of-use assets ('ROU assets'). The lease term includes optional lease periods that the Group is
reasonably certain to exercise.
The Group allocates the consideration in the contract to the lease and non-lease components based on their relative
stand-alone prices. However, for leases of real estate for which the Group is a lessee, it has elected not to separate
lease and non-lease components and instead accounts for these as a single lease component.
ROU assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight-line
basis.
Significant accounting judgements, estimates and assumptions
The Group assesses at lease commencement date whether it is reasonably certain to exercise the extension options.
The Group reassesses whether it is reasonably certain to exercise the options if there is a significant event or significant
change in circumstances within its control. Once the Group determines that it is reasonably certain to exercise the
extension option, adjustment to the Right of Use (ROU) and Lease Liabilities is made for the extension period.
116
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 m
$
2
2
0
2
.
4
7
1
1
8
.
1
1
.
)
7
0
(
m
$
2
2
0
2
.
)
0
8
(
.
7
6
2
9
,
1
.
3
0
0
3
m
$
3
2
0
2
2
.
1
1
1
0
.
4
1
)
3
.
2
(
m
$
3
2
0
2
m
$
2
2
0
2
6
.
6
0
0
,
2
.
6
2
1
2
1
.
9
0
2
)
8
.
1
(
-
.
2
3
5
2
m
$
3
2
0
2
-
2
.
2
9
5
.
3
9
1
m
$
2
2
0
2
.
3
2
5
.
0
8
-
m
$
2
2
0
2
1
.
5
5
8
3
2
.
.
)
3
4
(
m
$
3
2
0
2
5
.
5
4
3
.
2
1
)
1
.
2
(
m
$
3
2
0
2
7
.
1
5
9
1
.
0
)
7
.
1
(
m
$
2
2
0
2
-
.
4
8
5
1
.
7
5
3
m
$
3
2
0
2
-
.
9
7
8
1
5
.
5
1
m
$
2
2
0
2
1
.
5
6
8
3
.
.
)
7
0
(
m
$
2
2
0
2
.
6
0
0
7
1
.
9
.
)
7
3
(
m
$
3
2
0
2
7
.
1
7
.
5
6
)
2
.
0
(
m
$
3
2
0
2
8
.
4
7
7
-
)
1
.
0
(
d
e
s
a
e
L
d
e
n
w
O
d
e
s
a
e
L
d
e
n
w
O
d
e
n
w
O
d
e
n
w
O
d
e
s
a
e
L
d
e
n
w
O
d
e
s
a
e
L
d
e
n
w
O
d
e
n
w
O
d
e
n
w
O
d
e
s
a
e
L
d
e
n
w
O
d
e
s
a
e
L
d
e
n
w
O
.
7
0
.
)
7
0
(
3
.
2
)
3
.
2
(
.
)
9
4
4
3
(
)
5
.
8
6
1
(
.
7
0
.
7
5
4
2
3
.
2
5
.
8
7
.
3
4
8
.
3
1
-
.
2
4
9
-
9
.
3
7
l
a
t
o
T
n
i
k
r
o
w
l
a
t
i
p
a
C
s
s
e
r
g
o
r
p
i
t
n
e
m
p
u
q
e
d
n
a
t
n
a
P
l
,
s
e
v
r
e
s
e
r
l
a
r
e
n
M
i
y
r
r
a
u
q
d
n
a
s
e
c
n
e
c
i
l
i
g
n
p
p
i
r
t
s
s
g
n
d
i
l
i
u
b
d
n
a
d
n
a
L
-
2
.
1
1
1
.
0
7
5
2
.
)
8
5
4
1
(
2
.
1
1
1
.
)
2
4
(
.
7
4
1
-
)
0
3
(
.
)
5
.
0
(
9
.
5
1
-
-
)
3
.
3
(
)
8
0
(
.
.
5
0
.
)
6
0
2
(
-
)
9
7
(
.
.
)
9
7
2
(
.
)
0
9
2
(
)
1
.
8
8
1
(
)
2
.
4
2
(
)
5
.
8
9
1
(
-
-
2
.
0
-
-
-
-
-
-
-
.
)
2
0
(
)
2
2
(
.
.
3
0
.
2
0
-
1
.
7
)
1
.
0
(
9
.
0
-
)
3
.
3
(
-
5
.
0
-
-
.
4
8
-
-
-
)
0
4
(
.
.
4
4
1
-
-
)
4
.
0
(
0
.
5
1
-
-
.
3
0
.
)
2
8
(
-
)
4
.
8
(
.
)
8
5
1
(
.
)
0
2
5
1
(
)
2
.
2
1
(
)
6
.
5
5
1
(
.
)
9
8
1
(
)
8
.
0
2
(
.
)
2
3
1
(
.
)
2
7
1
(
)
0
.
2
1
(
)
1
.
2
2
(
-
-
-
-
-
-
-
-
-
2
.
0
.
6
6
0
0
2
,
4
.
6
1
1
1
.
2
0
0
,
2
.
2
2
9
.
2
7
1
1
.
5
5
4
7
.
1
5
9
6
.
6
4
2
.
0
7
8
.
9
7
8
1
4
.
6
9
1
.
7
5
6
.
8
4
7
7
.
8
9
6
3
.
8
1
8
.
0
4
6
7
4
,
.
)
4
7
5
7
2
(
,
.
6
7
7
2
.
6
0
3
8
,
4
.
2
2
9
.
2
7
1
1
.
9
2
1
1
)
2
.
1
6
1
(
)
5
.
8
2
8
,
2
(
-
-
.
)
4
7
6
(
.
5
6
9
2
3
,
.
)
8
4
4
3
2
(
,
9
.
0
2
1
5
.
3
4
2
,
3
.
7
7
3
4
2
.
3
6
4
1
.
4
4
1
.
6
7
3
9
7
.
6
5
1
7
.
6
0
0
,
1
)
3
.
4
7
(
)
3
.
3
7
3
,
2
(
.
)
8
9
4
2
(
)
8
.
6
6
2
(
.
)
4
8
7
(
.
)
8
2
6
1
(
)
9
.
6
8
(
)
4
.
8
8
1
(
.
6
6
0
0
2
,
4
.
6
1
1
1
.
2
0
0
,
2
.
2
2
9
.
2
7
1
1
.
5
5
4
7
.
1
5
9
6
.
6
4
2
.
0
7
8
.
9
7
8
1
4
.
6
9
1
.
7
5
6
.
8
4
7
7
.
8
9
6
3
.
8
1
8
r
a
e
y
e
h
t
i
f
o
g
n
n
n
g
e
b
i
e
h
t
t
a
e
c
n
a
a
B
l
m
o
r
f
/
)
o
t
(
d
e
r
r
e
f
s
n
a
r
T
t
n
a
p
l
,
y
t
r
e
p
o
r
p
r
e
h
t
o
i
t
n
e
m
p
u
q
e
d
n
a
l
s
a
d
e
s
o
c
s
i
d
ff
o
-
e
t
i
r
w
d
n
a
t
n
e
m
r
i
a
p
m
I
s
m
e
t
i
t
n
a
c
fi
n
g
i
s
i
r
e
h
t
o
m
o
r
f
/
)
o
t
(
r
e
f
s
n
a
r
T
s
e
i
t
i
l
i
b
a
i
l
r
o
s
t
e
s
s
a
t
n
e
m
s
s
e
s
s
a
e
r
e
s
a
e
L
e
s
n
e
p
x
e
n
o
i
t
a
s
i
t
r
o
m
a
r
o
n
o
i
t
i
a
c
e
r
p
e
D
i
s
e
c
n
e
r
e
ff
d
e
g
n
a
h
c
x
e
y
c
n
e
r
r
u
c
n
g
e
r
o
f
i
t
e
N
f
o
d
n
e
e
h
t
t
a
e
c
n
a
a
B
l
r
a
e
y
e
h
t
s
n
o
i
t
i
d
d
A
s
l
a
s
o
p
s
i
D
l
d
e
t
a
u
m
u
c
c
A
:
s
s
e
L
t
s
o
c
t
A
f
o
d
n
e
e
h
t
t
a
e
c
n
a
a
B
l
r
a
e
y
e
h
t
d
n
a
n
o
i
t
a
s
i
t
r
o
m
a
t
n
e
m
r
i
a
p
m
i
,
n
o
i
t
i
a
c
e
r
p
e
d
)
d
e
u
n
i
t
n
o
c
(
s
e
i
t
i
l
i
b
a
i
l
d
n
a
s
t
e
s
s
a
g
n
i
t
a
r
e
p
O
:
3
n
o
i
t
c
e
S
)
d
e
u
n
i
t
n
o
c
(
i
t
n
e
m
p
u
q
e
d
n
a
t
n
a
p
l
,
y
t
r
e
p
o
r
P
3
.
3
i
t
n
e
m
p
u
q
e
d
n
a
t
n
a
p
l
,
y
t
r
e
p
o
r
p
n
i
s
t
n
e
m
e
v
o
m
f
o
n
o
i
t
a
i
l
i
c
n
o
c
e
R
e
n
i
l
i
-
t
h
g
a
r
t
s
a
n
o
d
e
s
n
e
p
x
e
e
r
a
s
e
s
a
e
l
e
s
e
h
t
h
t
i
w
d
e
t
i
a
c
o
s
s
a
s
t
n
e
m
y
a
p
e
s
a
e
L
.
s
t
e
s
s
a
U
O
R
s
a
d
e
s
i
n
g
o
c
e
r
t
o
n
e
r
a
s
t
e
s
s
a
e
u
a
v
-
w
o
l
l
f
o
s
e
s
a
e
l
d
n
a
s
e
s
a
e
l
m
r
e
t
-
t
r
o
h
S
.
s
t
e
s
s
a
e
u
a
v
-
w
o
l
l
f
o
s
e
s
a
e
l
r
o
f
)
n
o
i
l
l
i
m
6
4
$
.
:
2
2
0
2
(
n
o
i
l
l
i
m
3
.
2
$
o
t
d
e
t
t
i
m
m
o
c
s
i
p
u
o
r
G
e
h
t
,
3
2
0
2
e
n
u
J
0
3
t
a
s
A
.
)
n
o
i
l
l
i
.
m
7
4
5
$
:
2
2
0
2
(
n
o
i
l
l
i
m
6
6
$
s
i
r
a
e
y
e
h
t
r
o
f
e
s
n
e
p
x
e
e
s
a
e
l
l
a
t
o
T
.
m
r
e
t
e
s
a
e
l
e
h
t
r
e
v
o
s
i
s
a
b
117
s
t
e
s
s
a
e
u
a
v
-
w
o
l
l
f
o
s
e
s
a
e
l
d
n
a
s
e
s
a
e
l
m
r
e
t
-
t
r
o
h
S
FINANCIAL STATEMENTSContents
Section 3: Operating assets and liabilities (continued)
3.4 Intangible assets
Goodwill
All business combinations are accounted for by applying the acquisition method. Goodwill represents the difference
between the cost of the acquisition and the fair value of the net identifiable assets acquired.
Goodwill is stated at cost less any impairment losses. Goodwill is tested annually for impairment (see Note 3.5).
Other intangible assets
Intangible assets with a definitive life include software assets that are not under a SAAS arrangement, which are
acquired individually and are stated at cost less accumulated amortisation and impairment losses (see Note 3.5).
In the prior year, the other intangible assets relating to trade names, fly ash contracts, customer relationships and
patents acquired through business combinations were transferred to assets held for sale.
Amortisation
Amortisation is calculated to expense the cost of an intangible asset less its estimated residual value on a straight-line
basis over its estimated useful life.
The estimated useful lives for software assets are three to five years.
Amortisation is recognised in the Income Statement from the date the assets are available for use unless their lives
are indefinite.
Goodwill
Other intangible assets
Less: Accumulated amortisation and impairment
Total
2023
$m
71.2
18.2
(18.2)
-
71.2
2022
$m
71.2
18.2
(17.9)
0.3
71.5
3.5 Carrying value assessment
The Group annually tests goodwill for impairment. Other non-financial assets, with the exception of inventories (see Note
3.2) and deferred tax assets (see Note 5.2), are tested if there is any indication of impairment or if there is any indication
that an impairment loss recognised in a prior period may no longer exist or may have decreased.
An asset that does not generate independent cash flows and where its individual value in use cannot be estimated is
tested for impairment as part of a cash generating unit (CGU).
An impairment loss is recognised in the Income Statement when the carrying amount of an asset or CGU exceeds its
recoverable amount. The asset’s recoverable amount is estimated based on the higher of its value in use and fair value
less costs to sell.
An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount.
An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount
that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. An
impairment loss in respect of goodwill is not reversed.
118
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 3.5 Carrying value assessment (continued)
Significant accounting judgements, estimates and assumptions
Management is required to make significant estimates and judgements in determining whether the carrying
amount of non-financial assets has any indication of impairment, in particular in relation to:
• the forecasting of future cash flows – these are based on the Group’s latest forecasts and reflect expectations
of sales growth, operating costs, margin, capital expenditure and cash flows, based on past experience and
management’s expectation of future market changes, taking into account external forecasts.
• discount rates applied to those cash flows – post-tax discount rates used are determined by current market inputs
and adjusted for the risks specific to the asset or CGU.
• the expected long-term growth rates – cash flows beyond the forecast period are extrapolated using
estimated growth rates. The growth rates are based on the long-term performance of each CGU in their
respective market.
• the regulatory and legislative environment – modelling is based on current regulatory and legislative
requirements including licensing and environmental obligations.
Such estimates and judgements are subject to change as a result of changing economic, operational, regulatory
and legislative conditions. Actual cash flows may therefore differ from forecasts and could result in changes to cash
flow assumptions and asset useful lives that result in the recognition of impairment charges in future periods.
Impairment testing for cash generating units containing goodwill
For the purposes of impairment testing, goodwill is allocated to the Group's CGUs impacted by the acquisition on which
the goodwill was generated. The allocation of goodwill, and subsequently the impairment testing, reflects the lowest
level within the business for which information about goodwill is available and monitored for internal management
purposes. The aggregate carrying amount of goodwill allocated to the group of CGUs is as follows:
Construction Materials CGU Group
Construction Materials CGU Group
2023
$m
71.2
2022
$m
71.2
The recoverable amount of the Construction Materials CGU group has been assessed via a value in use model. The
key assumptions used in the model were a cash flow projection period of five years using a post-tax discount rate of
8.5% (2022: 8.04%), a terminal growth rate of 2.5% (2022: 2.5%) and segment trading activity aligned to future estimates
prepared by reputable third parties. These assumptions have been determined with reference to current and historical
performance and current independent expert economists' forecasts. As the value in use recoverable value significantly
exceeds the carrying value, the Group expects that any reasonably possible adverse change in the value in use model
assumptions in isolation or combination would not result in an impairment.
119
FINANCIAL STATEMENTSContents Section 3: Operating assets and liabilities (continued)
3.6 Provisions
A provision is recognised in the Balance Sheet when:
• the Group has a present obligation (legal or constructive) as a result of a past event;
• a reliable estimate can be made of the amount of the obligation; and
it is probable that an outflow of economic benefits will be required to settle the obligation.Provisions are determined by
discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value
of money and the risk specific to the liability.
Significant accounting
judgements, estimates
and assumptions
Future costs associated with
the restructuring and the
expected time period.
Likelihood of settling
customer, legal and
insurance claims.
Future costs associated with
dismantling and removing
assets and restoring sites
to their original condition,
requiring assumptions on
closure or removal dates,
application of environmental
legislation, available
technologies, regulatory
requirements, expected
future use of the site and
consultant cost estimates.
Provision
Description
Provisions for rationalisation and restructuring are recognised
when the Group has a detailed formal plan identifying the
business or part of the business concerned, the location and
approximate number of employees affected, a detailed estimate
of the associated costs, and an appropriate timeline, and the
restructuring has either commenced or been publicly announced.
Costs related to ongoing activities are not provisioned.
Provisions are raised for liabilities arising from the ordinary course
of business, in relation to claims against the Group, including
insurance, workers compensation insurance, legal and other
claims. Where recoveries are considered virtually certain in respect
of such claims, these are included in other receivables.
The Group provides for the costs of rehabilitating and/ or
remediating a site where a legal or constructive obligation exists.
This predominantly relates to rehabilitation obligations to
make-good sites including:
• rehabilitation obligation for decommissioning, removal and
repair of the site and restoration of any quarry; and/or
• remediation obligations for any identified contamination
(including environmental) at sites.
Rehabilitation
Rehabilitation provisions are calculated based on the present
value of estimated future costs to rehabilitate currently disturbed
areas using current costs, forecast cost inflation factors and end-
of-life rehabilitation requirements. Cost estimates are updated
annually on a site-by-site basis, based on historical experience
and other factors, including expectations of future events that are
believed to be reasonable under the circumstances. The cost of
raising a provision before exploitation of the raw materials has
commenced is included in property, plant and equipment and
is depreciated over the life of the site to the extent it is directly
attributable.
Over time, the liability is increased for the change in the present-
value calculation performed based on a pre-tax discount rate
appropriate to the risks inherent in the liability. The unwinding of the
discount is recorded as an accretion charge within finance costs.
The long term inflation rate used to project the expected future
cost of cash flows is 2.0%, and the discount rate used to determine
the present value of future cash flows was 4.0%, based on
applicable government bonds aligned to the tenure of the liability.
A decrease in the discount rate of 0.5% would lead to an increase
to the provision of approximately $12.7 million, while an increase in
the discount rate of 0.5% would lead to a decrease to the provision
of approximately $14.3 million.
Rationalisation
and restructuring
Claims
Rehabilitation
and remediation
of contaminated
sites
120
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 Significant accounting
judgements, estimates
and assumptions
Technical expertise is
maintained to ensure that
industry learnings, scientific
research and local and are
reviewed in assessing its
restoration obligations.
3.6 Provisions (continued)
Provision
Description
Rehabilitation
and remediation
of contaminated
sites
(continued)
Alternate end-use outcomes, such as earth exchange or landfill, is
considered in the calculation of the rehabilitation provision. This is
based on a range of factors, including whether a current approval
for earth exchange or landfill is in place, the location of the quarry,
ABS data supporting expected long-term urban development,
and underlying demand for earth exchange or landfill over a
time period. In the event that Boral does not receive the assumed
earth exchange or land fill mitigation of outflows, the Group
estimates that this would lead to an increase to the provision of
approximately $70 million (2022: $69 million).
Actual costs and cash outflows can materially differ from the
current estimate as a result of changes in regulations and their
application, prices, analysis of site conditions, further studies,
timing of restoration and changes in removal technology.
These uncertainties may result in actual expenditure differing from
amounts included in the provision recognised as at 30 June 2023.
Remediation of contaminated sites
The estimated future costs for known remediation obligations are
determined on a site-by-site basis and are calculated based on
the present value of estimated future costs where these can be
reliably estimated. The provision includes costs associated with
the clean-up of sites owned by the Group, or contamination that
the Group has caused, to enable ongoing use of the land as an
industrial property or development to a higher value end use.
121
FINANCIAL STATEMENTSContents Section 3: Operating assets and liabilities (continued)
3.6 Provisions (continued)
Rationalisation
and
restructuring
Claims
Rehabilitation
and
remediation of
contaminated
sites
Other
Total
$m
$m
$m
$m
$m
41.2
(24.6)
-
(9.1)
-
7.5
7.5
-
7.5
22.6
22.3
-
(10.4)
0.1
34.6
16.1
18.5
34.6
198.0
1.7
4.7
(10.5)
1.4
195.3
22.9
172.4
195.3
3.2
9.9
-
265.0
9.3
4.7
(3.4)
(33.4)
-
9.7
9.4
0.3
9.7
1.5
247.1
55.9
191.2
247.1
Rationalisation
and
restructuring
Claims
Rehabilitation
and
remediation of
contaminated
sites
Other
Total
$m
$m
$m
$m
$m
15.5
41.0
-
(15.3)
-
41.2
18.7
22.5
41.2
17.7
11.0
-
(7.3)
1.2
22.6
12.3
10.3
22.6
152.0
42.6
4.8
(4.5)
3.1
198.0
30.8
167.2
198.0
2.0
1.2
-
-
-
3.2
3.2
-
3.2
187.2
95.8
4.8
(27.1)
4.3
265.0
65.0
200.0
265.0
As at 30 June 2023
Reconciliations
Balance at the beginning of the year
Provisions (reversed)/ made during the year
Discount unwinding
Payments made during the year
Net foreign currency exchange differences
Balance at the end of the year
Current
Non-current
Total
As at 30 June 2022
Reconciliations
Balance at the beginning of the year
Provisions made during the year
Discount unwinding
Payments made during the year
Net foreign currency exchange differences
Balance at the end of the year
Current
Non-current
Total
3.7 Contract liabilities
In the case of certain contracts, the Group receives payments in advance of the services being rendered, which
is recognised as a Contract Liability within Trade Creditors. The Contract Liability balance as at 30 June 2023 is
$37.7 million (2022: $20.1 million) with the majority expected to be recognised as revenue in the next financial
year given the nature of the projects.
122
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
Section 4: Capital and financial structure
This section provides information relating to the Group’s capital structure and its exposure to financial risk, how they
affect the Group’s financial position and performance, and how the risks are managed.
The capital structure of the Group consists of debt and equity. The Board determine the appropriate capital structure of
Boral, specifically how much is raised from shareholders (equity) and how much (debt) is borrowed in order to finance
the current and future activities of the Group. The Board review the Group’s capital structure and dividend policy
regularly and do so in the context of the Group’s ability to continue as a going concern, to invest in opportunities that
grow the business and enhance shareholder value.
This section also provides information around the Group’s risk management policies and how Boral uses derivatives to
hedge the underlying exposure to changes in interest rates, foreign exchange rate fluctuations and commodity prices.
4.1 Interest bearing liabilities
Interest bearing liabilities include loans, borrowings and lease liabilities. Loans and borrowings are recognised initially at
fair value less attributable transaction costs. Subsequently, loans and borrowings are stated at amortised cost, with any
difference between amortised cost and redemption value being recognised in the Income Statement over the period of
the borrowings on an effective interest rate basis. Borrowings are classified as current liabilities unless the Group has an
unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.
Lease liabilities are initially measured at the present value of the lease payments that are not paid at the commencement
date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s
incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate. Subsequently,
lease liablities are stated at amortised cost using the effective interest method. It is remeasured when there is a change in
future lease payments arising from a change in an index or rate; if there is a change in the Group’s estimate of the amount
expected to be payable under a residual value guarantee; if the Group changes its assessment of whether it will exercise a
purchase, extension or termination option; or if there is a revised in-substance fixed lease payment.
Current
Loans – unsecured1
Lease liabilities
Non-current
Loans – unsecured
Lease liabilities
Total
2023
$m
-
23.2
23.2
873.9
99.2
973.1
996.3
2022
$m
614.1
25.6
639.7
849.7
94.1
943.8
1,583.5
1. US senior notes – 144A with a notional amount of US$126.9 million was repaid in October 2022, and US$300 million of the May 2028 US senior notes was repaid in July 2022
following completion of the Group’s tender offer. The US$300 million repayment resulted in a pre-tax net gain of $11.2 million (refer to Note 2.1).
123
FINANCIAL STATEMENTSContents
Section 4: Capital and financial structure (continued)
4.1 Interest bearing liabilities (continued)
Term and debt repayment schedule
Terms and conditions of outstanding loans were as follows:
Effective
interest
rate 2023
Calendar
year of
maturity
Currency
30 June 2023
30 June 2022
Carrying
amount
Fair
value
Carrying
amount
Fair
value
$m
$m
$m
$m
Current
US senior notes – 144A/Reg S –
unsecured1
Non-current
US senior notes – private
placement – unsecured
US senior notes – 144A/Reg S –
unsecured
Total
USD
–
2022
-
-
-
-
614.1
614.1
641.3
641.3
USD
4.21% 2026 - 2030
585.9
559.6
563.2
593.4
USD
3.75%
2028
288.0
873.9
873.9
276.6
836.2
836.2
286.5
849.7
301.3
894.7
1,463.8
1,536.0
US Senior notes – private placement – unsecured
Borrower
Boral Limited
Boral Limited
Boral Finance Pty Ltd
Boral Finance Pty Ltd
Total
US Senior notes – 144A/REG S – unsecured
Borrower
Boral Finance Pty Ltd
Notional
amount
US$m
41.0
24.0
225.0
100.0
390.0
Notional
amount
US$m
200.0
Issue date
Interest rate Maturity date
05/2015
03/2015
04/2018
05/2020
4.16%
4.31%
4.05%
4.58%
05/2027
03/2030
04/2026
05/2027
Issue date
Interest rate Maturity date
AUD
equivalent
$m
61.4
35.8
339.0
149.7
585.9
AUD
equivalent
$m
11/2017
3.75%
05/2028
288.0
1. US senior notes – 144A with a notional amount of US$126.9 million was repaid in October 2022, and US$300 million of the May 2028 US senior notes was repaid in July 2022
following completion of the Group’s tender offer.
124
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
4.1 Interest bearing liabilities (continued)
Bank facilities
Bilateral Facilities
In January 2023, the Group undertook a restructuring of its committed loan facilities, resulting in the termination of
A$100 million in committed bilateral loan facilities. As of 30 June 2023, the Group retains A$150 million in undrawn
committed bilateral loan facilities, with $75 million maturing in 2025 and $75 million maturing in 2026.
Bank overdraft and other
The Group operates unsecured bank overdraft facility arrangements in Australia with a limit of $6 million
(2022: $6 million). The facilities within Australia are conducted on a set-off basis. All facilities are subject to
annual review where repayment can occur on demand by the lending bank.
The Group has complied with the borrowing covenants for all interest bearing liabilities and bank facilities
throughout the year ended 30 June 2023.
125
FINANCIAL STATEMENTSContents Section 4: Capital and financial structure (continued)
4.2 Financial risk management
Derivative financial instruments
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured to their fair value. Any gains or losses arising from changes in fair value of derivatives, except those that
qualify as effective hedges, are immediately recognised in the Income Statement.
Fair value hedge
Fair value hedges are used to hedge exposure to changes in the fair value of recognised assets, liabilities or firm
commitments. Changes in the fair value of derivatives, together with any changes in the fair value of the hedged
asset or liability that are attributable to the hedged risk, are immediately recognised in the Income Statement.
Cash flow hedge
Cash flow hedges are used to hedge risks associated with highly probable forecast transactions. For cash flow
hedges, changes in the fair value of the derivative are recognised in equity in the hedging reserve for the effective
portion of the hedge. The gain or loss relating to the ineffective portion of the hedge is recognised immediately in
the Income Statement.
Amounts deferred in equity are transferred to the Income Statement in the periods the hedged item is recognised in
profit or loss. When the forecast transaction that is hedged results in the recognition of a non-financial asset or liability,
the gains and losses previously deferred in equity are transferred to form part of the initial cost and carrying amount
of the asset or liability.
If a forecast transaction is no longer expected to occur, the cumulative gain or loss that was deferred in equity is
immediately recognised in the Income Statement. If the hedging instrument expires or is sold, terminated, or no longer
qualifies for hedge accounting, any gain deferred in equity remains in equity until the forecast transaction occurs.
Hedge of net investment in a foreign operation
The portion of the gain or loss on an instrument used to hedge a net investment in a foreign operation that
is determined to be an effective hedge is recognised directly in equity. The ineffective portion is recognised
immediately in the Income Statement.
Hedge accounting
As a result of the regulatory reform on benchmark rates, LIBOR will be discontinued and replaced by an alternative
benchmark rate from 1 July 2023.
The Group holds interest rate swaps and cross currency swaps for risk management purposes. These are designated
in fair value hedge and cash flow hedge relationships against the loans exposed directly or indirectly to USD LIBOR.
As at 30 June 2023, the notional value of the Group’s derivative hedging transactions exposed to USD LIBOR is
US$100 million (2022: US$100 million).
The Group’s derivative hedging instruments are governed by the ISDA’s Master Agreement. The Group has adhered
to ISDA IBOR Fallback Protocol and as such on the cessation of US Dollar LIBOR, it will be replaced with Fallback Rate
(Secured Overnight Financing Rate “SOFR”). Boral’s existing trade will incorporate the SOFR and fallback margin over
benchmark which will be used for valuation post June 2023. There is no change in Boral’s risk management activities due
to this reform and Boral is working with its Treasury management system vendor to manage the transition.
Credit risk
Credit risk is the risk of loss if a counterparty fails to fulfil their obligations under a financial instrument contract.
The Group is exposed to credit risk arising from financing activities including cash at bank, trade and other
receivables and other financial instruments.
Management has a counterparty credit risk policy in place and the exposure to credit risk is monitored on an
ongoing basis.
Exposure to credit risk
Credit risk relating to cash at bank and derivative contracts is minimised by using financial counterparties that
have a long-term standard and poor/ Moody’s credit rating equal to or greater than A-/A3, although allowance
is given for credit exposures up to $50 million with financial counterparties with a rating below A-/A3.
No more than 40% of Boral’s total credit exposure is to be with any individual eligible counterparty.
126
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 4.2 Financial risk management (continued)
For information on the management of credit risk relating to trade and other receivables see Note 3.1.
Credit risk (continued)
The following table indicates the Group’s maximum credit exposure from non-derivative financial assets.
Non-derivative financial assets
Loans to and receivables from associates
Trade and other receivables
Cash at bank, on hand and bank short-term deposits
Equity securities
Carrying
amount
Carrying
amount
2023
$m
2022
$m
19.0
550.3
658.1
-
23.6
513.4
1,107.1
5.7
1,227.4
1,649.8
The following table indicates the Group’s maximum credit exposure for derivative financial assets, the periods in which
the cash flows associated with derivative financial assets are expected to occur and the impact on profit or loss:
Carrying
amount
Fair
value
Contractual
cash flows
6 months
or less
6-12
months
1-2
years
2-5
years
More
than
5 years
30 June 2023
$m
$m
$m
$m
$m
$m
$m
$m
Derivative financial assets
Forward exchange contracts1
Cross currency swaps1
Power purchase agreement
0.6
17.1
2.2
0.6
17.1
2.2
19.9
19.9
0.1
15.5
3.5
19.1
0.1
0.5
-
0.6
-
0.4
-
0.4
-
(1.1)
(0.3)
(1.4)
-
15.1
(0.2)
14.9
-
0.6
4.0
4.6
Carrying
amount
Fair
value
Contractual
cash flows
6 months
or less
6-12
months
1-2
years
2-5
years
More
than
5 years
30 June 2022
$m
$m
$m
$m
$m
$m
$m
$m
Derivative financial assets
Forward exchange contracts2
Commodity options1
Commodity swaps1
8.2
2.0
16.9
27.1
8.2
2.0
16.9
27.1
8.2
2.0
16.9
27.1
8.2
2.0
14.4
24.6
-
-
2.5
2.5
-
-
-
-
-
-
-
-
-
-
-
-
1. Designated as cash flow hedges.
2. In 2022, $0.6 million designated as cash flow hedge and the remaining $7.6 million was designated as fair value hedge.
127
FINANCIAL STATEMENTSContents
Section 4: Capital and financial structure (continued)
4.2 Financial risk management (continued)
Liquidity risk
Liquidity risk is the risk that the Group has insufficient funds to meet its financial obligations when they fall due. It is also
associated with planning for unforeseen events or business disruptions that may cause pressure on liquidity.
The Group manages liquidity risk by ensuring that:
(a) Boral has a well-spread debt facility maturity profile, with a target of exceeding 3.5 years;
(b) short-term debt (< 1 year) less cash deposits, is not to exceed 20% of the sum of total debt + committed undrawn
facilities ( > 1 year) at all times; and
(c) committed undrawn facilities plus cash (liquidity sources) exceeds liquidity uses at all times.
Carrying
amount
Contractual
cash flows
6 months
or less
6-12
months
1-2 years
2-5
years
More
than
5 years
30 June 2023
$m
$m
$m
$m
$m
$m
$m
Non-derivative financial liabilities
US senior notes – private
placement – unsecured
US senior notes –
144A/Reg S – unsecured
Lease liabilities
Trade creditors
Derivative financial liabilities
Interest Rate Swap2
Commodity swaps1
1. Designated as cash flow hedges.
2. Designated as fair value hedges.
585.9
(678.3)
(12.4)
(12.4)
(24.8)
(589.4)
(39.3)
288.0
122.4
497.1
(358.3)
(186.0)
(497.1)
(5.7)
(15.3)
(497.1)
(5.7)
(15.2)
-
(11.3)
(335.6)
-
(21.4)
(35.9)
(98.2)
-
-
-
1,493.4
(1,719.7)
(530.5)
(33.3)
(57.5)
(960.9)
(137.5)
12.1
3.6
15.7
(10.9)
(3.9)
(14.8)
(1.9)
(3.7)
(5.6)
(2.2)
(0.4)
(2.6)
(2.6)
0.2
(2.4)
(4.2)
-
(4.2)
-
-
-
1,509.1
(1,734.5)
(536.1)
(35.9)
(59.9)
(965.1)
(137.5)
128
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 4.2 Financial risk management (continued)
Carrying
amount
Contractual
cash flows
6 months
or less
6-12
months
1-2 years
2-5
years
More
than
5 years
30 June 2022
$m
$m
$m
$m
$m
$m
$m
Non-derivative financial liabilities
US senior notes – private
placement – unsecured
US senior notes
– 144A/Reg S – unsecured
Lease liabilities
Trade creditors
Derivative financial liabilities
Cross currency swaps1
Interest rate swaps2
1. Designated as cash flow hedges.
2. Designated as fair value hedges.
Foreign currency risk
563.2
(676.5)
(11.9)
(11.9)
(23.8)
(589.6)
(39.3)
900.6
119.7
497.2
(1,089.8)
(200.7)
(176.6)
(497.2)
(14.8)
(497.2)
(13.6)
(14.7)
-
(27.2)
(22.0)
-
(81.7)
(766.6)
(39.4)
(85.7)
-
-
2,080.7
(2,440.1)
(724.6)
(40.2)
(73.0)
(710.7)
(891.6)
5.9
5.3
11.2
(17.5)
(5.5)
(23.0)
(0.1)
0.2
0.1
(0.4)
(0.9)
(1.3)
(1.9)
(1.4)
(3.3)
(6.7)
(2.5)
(9.2)
(8.4)
(0.9)
(9.3)
2,091.9
(2,463.1)
(724.5)
(41.5)
(76.3)
(719.9)
(900.9)
The Group is exposed to fluctuations in foreign currency as a result of the purchase of raw materials, imported plant
and equipment and the translation of its investments in overseas assets.
The Group manages this risk by adopting the following policies:
(a) All global operational foreign exchange exposures are regarded as being within hedging parameters.
If hedging is elected, then maximum hedging levels of 75% for Year 1 (months 1 to 12), 50% for Year 2
(months 13 to 24), 50% for Year 3 (months 25 to 36), 50% for Year 4 (months 37 to 48) apply. The maximum
hedging term permitted is four years.
(b) Capital expenditure-related foreign currency exposures greater than A$0.5 million must be 100% hedged
at the time of capital expenditure approval.
The Group uses forward exchange contracts to hedge foreign exchange risk. Most of the forward exchange contracts
have maturities of less than one year. Where necessary and in accordance with policy compliance, forward exchange
contracts can be rolled over at maturity.
129
FINANCIAL STATEMENTSContents
Section 4: Capital and financial structure (continued)
4.2 Financial risk management (continued)
Foreign currency risk (continued)
(i) Translation risk
Foreign currency translation risk is the risk that upon consolidation for financial reporting the value of the Group’s
investment in foreign domiciled entities will fluctuate due to changes in foreign currency rates.
Foreign currency fluctuations on translation of foreign entities is taken direct to the income statement. In the prior
year, the Group used foreign currency denominated borrowings and cross currency swaps to hedge the Group’s
net investment in overseas domiciled assets. The related exchange gains/losses on foreign currency movements
were taken to the Foreign Currency Translation Reserve.
The table below shows the Group’s net exposure to translation risk. Amounts below are calculated based on
notional amounts:
Currency
30 June 2023
Balance sheet
Net investment in overseas domiciled entities
Foreign currency borrowings
Cross currency swaps
Net foreign currency cash and cash equivalent
Currency
30 June 2022
Balance sheet
Net investment in overseas domiciled entities
Foreign currency borrowings
Foreign exchange contract
Cross currency swaps
Net foreign currency cash and cash equivalent
1. The notional amount shows the principal face value for each instrument.
USD
CAD
Euro
GBP
Notional A$ equivalent ($m)1
5.6
(889.9)
889.9
10.4
16.0
-
-
-
-
-
(0.2)
-
-
0.1
(0.1)
0.2
-
-
0.3
0.5
USD
CAD
Euro
GBP
Notional A$ equivalent ($m)1
659.0
(1,476.3)
380.2
145.2
214.9
(77.0)
0.1
(1.1)
0.2
-
-
-
-
-
-
-
-
-
-
-
-
0.1
(1.1)
0.2
130
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 4.2 Financial risk management (continued)
(ii) Transaction risk
Foreign currency transaction risk is the risk that the value of financial commitments, recognised monetary assets or
liabilities or cash flows will fluctuate due to changes in foreign currency rates.
The Group’s foreign currency transaction risk is managed through the use of forward exchange contract derivatives. A
forward exchange contract is an agreement between two parties to exchange two currencies at a given exchange rate
at some point in the future with the aim of mitigating foreign currency transaction risk.
Based on notional amounts, the forward exchange contracts taken out to hedge foreign exchange transactional risk at
balance date were as follows:
US dollars
Buy USD/sell AUD – one year or less
Sell USD/buy AUD - one year or less
Euros
Buy EUR/sell AUD – one year or less
JPY
Buy JPY/sell AUD – one year or less
Notional amount AUD1
Average exchange rate
2023
$m
90.2
0.3
3.4
1.6
2022
$m
394.7
-
-
-
2023
2022
0.6647
0.6894
0.7037
n/a
0.6058
n/a
88.01
n/a
1. The notional amount shows the principal face value for each instrument.
The forward exchange contracts are considered to be highly effective hedges as they are matched against underlying
foreign currency cash flows such as future interest payments, purchases and sales. There was no significant cash flow
hedge ineffectiveness in the current or prior year.
As at balance date, the unhedged foreign currency payables were $0.5 million at 30 June 2023 (2022: $1.4 million). The
related exchange gains/losses on foreign currency movements are taken to the Income Statement.
Sensitivity
At 30 June 2023, had the Australian dollar weakened/ strengthened by 10% against the respective foreign currencies
where all other variables remain constant, the Group’s pre-tax change to earnings would have increase/ decreased by
$0.1 million in 2023 (2022: $37.3 million) and equity would have increased/ decreased respectively by around equivalent
$10.3 million (2022: equivalent $5.1 million).
The following significant exchange rates applied during the year:
USD
EUR
GBP
Average rate
Reporting date spot rate
2023
2022
2023
2022
0.6734
0.6439
0.5597
0.7258
0.6442
0.5455
0.6630
0.6099
0.5250
0.6889
0.6589
0.5671
131
FINANCIAL STATEMENTSContents
Section 4: Capital and financial structure (continued)
4.2 Financial risk management (continued)
Interest rate risk
Interest rate risk is the risk that the Group is impacted by significant changes in interest rates. Borrowing issued at or
swapped to floating rates expose the Group to interest rate risk.
Interest rate swaps and cross currency swaps have been transacted to assist with achieving an appropriate mix of fixed
and floating interest rate borrowings. All interest rate derivative instruments mature progressively over the next seven
years, with the duration applicable to the interest rate and cross currency swaps consistent with maturities applicable to
the underlying borrowings.
The Group adopts a policy that ensures a maximum of 100% of its borrowings are fixed interest rates borrowings.
The use of interest rate derivative instruments provides the Group with the flexibility to raise term borrowings at fixed or
variable interest rate and subsequently convert these borrowings to variable or fixed rates of interest.
At the reporting date, the Group had 83% of the debt as fixed and remaining US$100 million has been converted to
floating.
Borrowings are held at amortised cost, meaning that the borrowing’s effective rate of interest is charged as a finance
cost to the Income Statement (not the interest paid in cash). While generally close, the carrying value at amortised cost
may be different to the principal face value.
At the reporting date, the interest rate profile of the Group’s interest bearing financial instruments was:
Fixed rate instruments
US senior notes – private placement – unsecured
US senior notes – 144A/Reg S – unsecured
Lease liabilities
Pay variable interest rate derivatives
Interest rate swap pay floating US$ LIBOR2
Cross currency swap pay floating A$ BBSW3
Pay fixed interest rate derivatives
Cross currency swap receive fixed
US$/ pay fixed AUD4
2023
2023
2022
2022
Carrying
amount
Notional
amount1
Carrying
amount
Notional
amount3
$m
$m
$m
$m
585.9
288.0
122.4
996.3
(12.1)
(0.9)
(13.0)
18.0
18.0
588.2
301.7
122.4
1,012.3
150.8
150.7
301.5
716.7
716.7
563.2
900.6
119.7
566.1
910.0
119.7
1,583.5
1,595.8
5.3
5.9
11.2
-
-
145.2
150.7
295.9
-
-
The ineffective portion of the hedges transferred to the Income Statement was a $0.1 million gain/loss in 2023 due
to the unwind of credit and execution charge cost of hedge on the interest rate swaps and cross currency swaps
(2022: $0.1 million gain).
1. The notional amount shows the principal face value for each instrument.
2. US$100 million (equivalent A$145.2 million) fixed rate notes due May 2028 have been swapped to USD floating rate via interest rate swaps in October 2017.
3. US$100 million fixed rate notes due May 2028, which were previously swapped to USD floating rate via interest rate swaps, have been swapped to AUD floating rate
(equivalent A$150.7 million) via cross currency swaps in May 2020.
4. US$490 million fixed rate notes have been swapped to AUD floating rate (equivalent to A$716.7 million) via cross currency swaps in December 2022.
Sensitivity
At 30 June 2023, if interest rates had changed by +/- 1% pa from the year end rates with all other variables held constant,
the Group’s pre-tax profit for the year would have been $0.1 million higher or lower (2022: $0.3 million) and the change
in equity would have been $0.7 million (2022: nil) mainly as a result of a higher or lower interest cost applying to interest
rate derivatives.
132
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 4.2 Financial risk management (continued)
Commodity price risk
Commodity price risk is the risk that the Group is exposed to fluctuations in commodity prices. The Group’s primary
exposures to commodity price risk are the purchase of diesel, natural gas, electricity and coal under variable price
contract arrangements. The Group uses commodity swaps and options to hedge a component of these exposures.
If hedging is elected, then the maximum hedging levels are:
• 75% for Year 1 (months 1 to 12); and
• 50% for Year 2 (months 13 to 24); and
• 50% for Year 3 (months 25 to 36); and
• 50% for Year 4 (months 37 to 48).
The maximum permitted term for a hedge transaction is four years.
Commodities hedging activities
The notional and fair value of commodity derivative instruments at year end is as follows:
Singapore gasoil
Natural gas (STTM)
Electricity
2023
2023
2022
2022
Notional1
$m
64.6
5.4
23.9
Fair value/
carrying
amount
Notional1
Fair value/
carrying
amount
$m
(1.3)
(0.2)
(2.1)
$m
-
-
9.7
$m
-
-
18.9
1. The notional amount shows the principal face value for each instrument, and the amounts have been presented in Australian dollars.
The commodity swaps and options are considered to be highly effective hedges as they are matched against
forward commodity purchases. There was no ineffective portion of the hedges transferred to the Income Statement
in 2023 and 2022.
Sensitivity
At 30 June 2023, if the commodity price had changed by +/- 10% from the year end prices with all other variables held
constant, the Group’s pre-tax earnings for the year would have been unchanged (2022: unchanged) and the change in
equity would have been $8.7 million (2022: $2.9 million).
Power purchase agreement
The Group entered into a solar power purchase agreement (PPA) in November 2022 for a period of ten years
from the commencement of commercial production expected from April 2025. The solar farm is situated in
Wellington North, NSW.
The Group will buy 7.4% of total generation from LightsourceBP Solar farm; and with a nameplate capacity of 330MWAC
Boral’s expected share is 60,000 MWhs which represents 17% of Boral’s total electricity consumed.
The Group has no involvement in financing, operating and maintaining the solar farm.
The PPA is not a physical electricity supply contract. It operates as a “contract for differences” (CfD) whereby the
parties have agreed to a ‘Bundled Price’. If the NSW electricity spot price is higher than the Bundled Price then the
LightsourceBP will pay the difference to the company and vice versa. The CfD is a derivative and is required to be
fair valued at each reporting date with any movements recorded in the profit or loss.
The key inputs impacting the value of the derivative are the strike price, the contract period, forward NSW electricity spot
prices (Level 3 unobservable input), future estimates of the Group’s share of solar output and the credit worthiness of the
service provider. The 30 June 2023 PPA derivative payable was valued at $2.2 million (June 2022: n/a). The profit impact
from a reasonably possible movement in spot electricity prices (+/- 10 %) is +/- $3.4 million.
133
FINANCIAL STATEMENTSContents Section 4: Capital and financial structure (continued)
4.2 Financial risk management (continued)
Fair value
The fair value of all financial instruments approximates their carrying value. The following describes the methodology
adopted to derive fair values:
Financial instrument
Valuation method
Commodity swaps
and options
The fair value is calculated using closing commodity market prices and
implied volatility data and includes bilateral credit value adjustments.
Forward exchange
contracts, options and
cross currency swaps
Interest rate swaps
Power purchase
agreement
Cash, deposits, loans and
receivables, payable and
short-term borrowings
Long-term borrowings
The fair value is calculated based on market derived spot and forward
prices, relevant currency interest rate curves, foreign currency basis spreads
applicable to the relevant currency and includes bilateral credit value
adjustments.
The fair value is calculated from the present value of expected future cash
flows for each instrument and includes the bilateral credit adjustment. The
expected future cash flows are derived from yield curves constructed from
market sources reflecting their term to maturity.
The fair value is calculated based on the present value of expected future cash
flows of the PPA and includes the bilateral credit adjustment. The expected
future cash flows are derived by calculating the difference between the strike
price of the PPA and the long-term electricity forecasted prices obtained from
an independent expert.
The carrying value approximates fair value due to the short term nature of
these assets and liabilities
Loans and borrowings are recognised initially at fair value less attributable
transaction costs. Fair value on inception reflects the present value of expected
cash flows using interest rates derived from market sources reflecting their
term to maturity. Subsequently, loans and borrowings are stated at amortised
cost, with any difference between amortised cost and redemption value being
recognised in the Income Statement over the period of the borrowings on an
effective interest rate basis.
Carried
at fair
value?
Yes
Yes
Yes
Yes
No
No
Equity securities
The fair value represents the market value of the underlying securities.
Yes
134
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 4.2 Financial risk management (continued)
Interest rates used for determining fair value
Where appropriate, the Group uses BBSW, LIBOR and Treasury Bond yield curves as of 30 June 2023 plus an adequate
credit spread to discount financial instruments. The interest rates used are as follows:
Derivatives
Loans and borrowings
Leases
The fair value hierarchy
2023
% pa
2022
% pa
4.05 - 5.06
1.29 – 3.75
3.75 - 4.58
3.00 – 4.58
0.93 – 7.67
0.8 – 5.87
The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been
defined as follows:
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 – Inputs for the asset or liability that are not based on observable market data.
The following table presents the Group’s financial assets and liabilities that are measured at fair value for each level:
Assets
Equity securities – Level 1
Derivative financial assets – Level 2
Derivative financial assets – Level 31
Total assets
Current
Non-current
Total assets
Liabilities
Derivative financial liabilities – Level 2
Derivative financial liabilitiess – Level 31
Total liabilities
Current
Non-current
Total liabilities
2023
$m
-
22.7
2.2
24.9
3.0
21.9
24.9
20.7
-
20.7
10.3
10.4
20.7
1. During the period, the Group entered into a 10-year cash for difference Power Purchase Agreement (PPA), effective from April 2025. As at 30 June 2023, the fair value is
$2.2 million.
2022
$m
5.7
27.1
-
32.8
32.8
-
32.8
11.2
-
11.2
1.4
9.8
11.2
135
FINANCIAL STATEMENTSContents w
o
l
f
h
s
a
c
e
h
t
e
v
r
e
s
e
r
e
g
d
e
h
d
n
a
t
i
f
o
r
p
o
t
t
e
s
s
a
d
n
a
s
s
o
l
t
n
u
o
m
A
m
o
r
f
d
e
i
f
i
s
s
a
c
e
r
l
l
s
e
u
a
v
g
n
y
r
r
a
c
i
s
s
e
n
e
v
i
t
c
e
f
f
e
n
i
t
n
e
m
u
r
t
s
n
i
e
g
d
e
H
i
g
n
g
d
e
h
e
h
t
f
o
r
o
f
d
e
s
u
m
e
t
i
d
e
g
d
e
h
e
h
t
f
o
l
e
u
a
v
n
i
e
g
n
a
h
C
l
e
u
a
v
n
i
e
g
n
a
h
C
i
g
n
g
d
e
h
e
h
t
f
o
l
e
u
a
v
n
i
e
g
n
a
h
C
r
o
f
d
e
s
u
t
n
e
m
u
r
t
s
n
i
e
h
t
f
o
t
n
u
o
m
a
g
n
y
r
r
a
C
i
)
D
U
A
(
t
n
e
m
u
r
t
s
n
i
i
g
n
g
d
e
h
3
)
s
s
o
l
(
/
t
i
f
o
r
p
n
i
d
e
s
i
n
g
o
c
e
r
e
v
r
e
s
e
r
n
i
d
e
s
i
n
g
o
c
e
r
e
g
d
e
h
g
n
i
t
a
u
c
a
c
l
l
e
g
d
e
h
g
n
i
t
a
u
c
a
c
l
l
l
i
a
c
n
a
n
F
i
l
i
a
c
n
a
n
F
i
s
s
e
n
e
v
i
t
c
e
f
f
e
n
i
s
s
e
n
e
v
i
t
c
e
f
f
e
n
i
s
e
i
t
i
l
i
b
a
L
i
s
t
e
s
s
A
s
e
t
a
r
e
g
d
e
H
m
e
t
i
l
i
a
n
m
o
N
i
g
n
g
d
e
h
f
o
t
n
u
o
m
a
t
n
e
m
u
r
t
s
n
i
d
e
g
d
e
h
d
n
a
)
d
e
u
n
i
t
n
o
c
(
e
r
u
t
c
u
r
t
s
l
i
a
c
n
a
n
fi
d
n
a
l
a
t
i
p
a
C
:
4
n
o
i
t
c
e
S
136
i
.
s
p
h
s
n
o
i
t
l
a
e
r
e
g
d
e
h
l
l
a
o
t
1
:
1
f
o
o
i
t
a
r
e
h
t
d
e
i
l
p
p
a
s
a
h
l
a
r
o
B
g
n
i
t
n
u
o
c
c
A
e
g
d
e
H
)
d
e
u
n
i
t
n
o
c
(
t
n
e
m
e
g
a
n
a
m
k
s
i
r
l
i
a
c
n
a
n
F
i
.
2
4
m
$
m
$
)
4
2
(
.
.
9
6
1
-
1
.
0
-
8
.
1
.
7
0
-
1
.
7
1
)
9
0
(
.
)
9
0
(
.
.
2
6
1
-
-
-
-
-
-
-
-
-
1
.
0
1
.
0
1
.
0
m
$
)
3
.
1
(
.
)
0
9
1
(
.
)
2
0
(
-
1
.
0
)
1
.
1
(
m
$
3
.
1
.
0
9
1
.
2
0
-
)
1
.
0
(
1
.
1
.
8
2
2
.
)
8
2
2
(
.
)
2
8
2
(
.
)
9
6
2
(
-
-
.
)
9
6
2
(
-
)
3
.
1
(
.
9
6
.
9
6
5
5
.
.
)
2
0
(
)
4
0
(
.
.
3
0
m
$
)
3
.
1
(
.
)
0
9
1
(
-
1
.
0
)
1
.
1
(
.
8
2
2
-
3
.
1
)
8
6
(
.
)
8
6
(
.
)
5
5
(
.
m
$
m
$
m
$
s
e
g
d
e
h
w
o
fl
h
s
a
C
3
2
0
2
e
n
u
J
0
3
)
1
.
2
(
.
)
3
2
(
8
0
.
.
2
0
-
)
1
.
0
(
-
-
l
e
r
r
a
B
/
D
S
U
2
.
0
1
1
-
4
8
.
6
8
h
W
M
/
D
U
A
5
.
0
5
1
-
4
5
.
6
5
.
5
9
1
j
G
/
D
U
A
.
6
4
6
s
l
e
r
r
a
B
)
r
a
e
y
2
o
t
p
u
(
s
p
a
w
S
y
t
i
d
o
m
m
o
C
-
s
t
s
o
c
l
i
e
s
e
d
D
S
U
8
.
1
2
h
W
M
y
t
i
d
o
m
m
o
C
-
s
t
s
o
c
y
t
i
c
i
r
t
c
e
e
D
U
A
l
)
s
r
a
e
y
2
o
t
p
u
(
n
o
i
t
p
o
d
n
a
s
p
a
w
S
4
5
.
J
G
)
s
r
a
e
y
2
o
t
p
u
(
s
p
a
w
S
y
t
i
d
o
m
m
o
C
-
s
t
s
o
c
s
a
G
l
a
r
u
t
a
N
D
U
A
R
U
E
/
D
U
A
4
3
.
D
U
A
)
r
a
e
y
1
o
t
p
u
(
s
t
c
a
r
t
n
o
C
e
g
n
a
h
c
x
E
i
n
g
e
r
o
F
-
s
e
r
u
t
i
d
n
e
p
x
e
l
a
t
i
p
a
C
.
8
8
0
6
0
-
8
3
0
6
0
.
1
0
.
8
8
Y
P
J
/
D
U
A
6
.
1
D
U
A
)
r
a
e
y
1
o
t
p
u
(
s
t
c
a
r
t
n
o
C
e
g
n
a
h
c
x
E
i
n
g
e
r
o
F
-
e
r
u
t
i
d
n
e
p
x
e
l
a
t
i
p
a
C
-
.
7
0
D
S
U
/
D
U
A
.
9
9
8
D
U
A
i
n
g
e
r
o
F
-
s
e
r
u
t
i
d
n
e
p
x
e
n
o
i
t
a
r
e
p
O
s
n
o
i
t
p
O
d
n
a
s
t
c
a
r
t
n
o
C
e
g
n
a
h
c
x
E
)
r
a
e
y
1
o
t
p
u
(
.
)
7
3
(
.
6
0
2
-
.
)
6
8
(
)
1
.
2
1
(
)
1
.
2
1
(
-
.
6
2
2
-
-
.
)
7
0
2
(
.
6
2
2
%
6
0
.
5
g
n
i
t
a
o
F
l
4
9
8
6
-
0
0
5
6
0
.
.
4
7
6
8
D
U
A
1
)
r
a
e
y
7
o
t
p
u
(
s
p
a
w
S
y
c
n
e
r
r
u
C
s
s
o
r
C
%
8
5
.
4
-
%
5
7
.
3
d
e
x
i
F
.
0
0
9
5
D
S
U
s
e
t
o
n
r
o
n
e
s
i
P
P
S
U
d
n
a
s
e
t
o
n
r
o
n
e
s
S
g
e
R
/
A
4
4
1
i
a
/
n
g
n
i
t
a
o
F
l
.
0
0
0
1
D
S
U
s
p
a
w
S
e
t
a
R
t
s
e
r
e
t
n
I
-
t
s
e
r
e
t
n
I
2
)
s
r
a
e
y
7
o
t
p
u
(
s
e
g
d
e
h
e
u
a
v
r
i
a
F
l
-
i
s
g
n
w
o
r
r
o
b
y
c
n
e
r
r
u
c
n
g
e
r
o
F
i
.
n
o
i
l
l
i
.
m
7
0
1
$
s
i
t
n
u
o
m
a
g
n
y
r
r
a
c
m
e
t
i
i
d
e
g
d
e
h
n
o
t
n
e
m
j
t
s
u
d
a
r
i
a
f
d
e
t
l
a
u
m
u
c
c
A
.
e
g
d
e
h
e
u
a
v
r
i
a
f
n
l
i
d
e
t
a
n
g
i
s
e
d
s
p
a
w
s
e
t
a
r
t
s
e
r
e
t
n
i
D
U
A
D
S
U
.
t
n
e
m
e
t
a
t
S
e
m
o
c
n
I
e
h
t
n
i
s
e
s
n
e
p
x
e
r
e
h
t
O
/
e
m
o
c
n
i
r
e
h
t
O
n
i
d
e
s
i
n
g
o
c
e
R
.
e
g
d
e
h
w
o
fl
h
s
a
c
n
i
d
e
t
a
n
g
i
s
e
d
s
p
a
w
s
y
c
n
e
r
r
u
c
s
s
o
r
c
D
U
A
D
S
U
.
1
.
2
.
3
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
m
$
6
7
.
5
.
1
-
1
.
0
-
.
)
2
0
(
-
-
-
0
9
.
-
-
0
9
.
w
o
l
f
h
s
a
c
e
h
t
e
v
r
e
s
e
r
e
g
d
e
h
d
n
a
t
i
f
o
r
p
o
t
t
e
s
s
a
d
n
a
s
s
o
l
t
n
u
o
m
A
m
o
r
f
d
e
i
f
i
s
s
a
c
e
r
l
l
s
e
u
a
v
g
n
y
r
r
a
c
i
-
-
-
-
-
-
-
-
-
-
.
)
2
0
(
.
)
2
0
(
.
)
2
0
(
m
$
e
g
d
e
H
3
)
s
s
o
l
(
/
t
i
f
o
r
p
n
i
d
e
s
i
n
g
o
c
e
r
s
s
e
n
e
v
i
t
c
e
f
f
e
n
i
m
$
-
e
v
r
e
s
e
r
t
n
e
m
u
r
t
s
n
i
n
i
d
e
s
i
n
g
o
c
e
r
i
g
n
g
d
e
h
e
h
t
f
o
l
e
u
a
v
n
i
e
g
n
a
h
C
m
$
-
.
4
5
1
.
)
4
5
1
(
-
-
-
.
6
0
-
1
.
4
1
)
8
.
1
1
(
.
3
8
1
-
-
.
3
8
1
-
-
-
.
)
6
0
(
-
)
1
.
4
1
(
-
)
1
.
0
3
(
.
7
5
1
.
7
5
1
.
)
4
4
1
(
m
$
m
$
-
.
4
5
1
-
-
-
.
6
0
-
1
.
4
1
-
1
.
0
3
.
)
5
5
1
(
.
)
5
5
1
(
.
6
4
1
-
-
-
-
-
-
-
)
9
5
(
.
-
)
9
5
(
.
.
)
3
5
(
.
)
3
5
(
)
2
.
1
1
(
f
o
e
u
a
v
n
l
i
e
g
n
a
h
C
i
g
n
g
d
e
h
e
h
t
f
o
l
e
u
a
v
n
i
e
g
n
a
h
C
d
e
s
u
m
e
t
i
d
e
g
d
e
h
e
h
t
r
o
f
d
e
s
u
t
n
e
m
u
r
t
s
n
i
e
h
t
f
o
t
n
u
o
m
a
g
n
y
r
r
a
C
i
)
D
U
A
(
t
n
e
m
u
r
t
s
n
i
i
g
n
g
d
e
h
e
g
d
e
h
g
n
i
t
a
u
c
a
c
r
o
f
l
l
e
g
d
e
h
g
n
i
t
a
u
c
a
c
l
l
l
i
a
c
n
a
n
F
i
l
i
a
c
n
a
n
F
i
s
s
e
n
e
v
i
t
c
e
f
f
e
n
i
s
s
e
n
e
v
i
t
c
e
f
f
e
n
i
s
e
i
t
i
l
i
b
a
L
i
s
t
e
s
s
A
s
e
t
a
r
e
g
d
e
H
m
$
-
0
2
.
-
.
6
0
-
-
-
.
5
9
1
-
-
.
5
9
1
.
9
6
1
h
W
M
/
D
U
A
1
.
3
h
W
M
)
r
a
e
y
1
o
t
p
u
(
s
p
a
w
S
y
t
i
d
o
m
m
o
C
–
s
t
s
o
c
y
t
i
c
i
r
t
c
e
e
D
U
A
l
-
l
e
r
r
a
B
/
D
S
U
-
s
l
e
r
r
a
B
s
p
a
w
S
y
t
i
d
o
m
m
o
C
–
s
t
s
o
c
l
i
e
s
e
d
D
S
U
.
6
6
h
W
M
)
r
a
e
y
1
o
t
p
u
(
s
n
o
i
t
p
O
y
t
i
d
o
m
m
o
C
–
s
t
s
o
c
y
t
i
c
i
r
t
c
e
e
D
U
A
l
m
e
t
i
m
$
i
g
n
g
d
e
h
l
i
a
n
m
o
N
f
o
t
n
u
o
m
a
t
n
e
m
u
r
t
s
n
i
d
e
g
d
e
h
d
n
a
s
e
g
d
e
h
w
o
fl
h
s
a
C
2
2
0
2
e
n
u
J
0
3
)
d
e
u
n
i
t
n
o
c
(
e
r
u
t
c
u
r
t
s
l
i
a
c
n
a
n
fi
d
n
a
l
a
t
i
p
a
C
:
4
n
o
i
t
c
e
S
i
.
s
p
h
s
n
o
i
t
l
a
e
r
e
g
d
e
h
l
l
a
o
t
1
:
1
f
o
o
i
t
a
r
e
h
t
d
e
i
l
p
p
a
s
a
h
l
a
r
o
B
g
n
i
t
n
u
o
c
c
A
e
g
d
e
H
)
d
e
u
n
i
t
n
o
c
(
t
n
e
m
e
g
a
n
a
m
k
s
i
r
l
i
a
c
n
a
n
F
i
.
2
4
0
9
3
-
0
9
h
W
M
/
D
U
A
-
R
U
E
/
D
U
A
-
D
S
U
/
D
U
A
7
3
0
7
0
.
D
S
U
/
D
U
A
.
0
5
8
4
-
5
7
4
3
.
-
-
.
0
4
1
D
S
U
/
D
U
A
-
-
a
/
n
g
n
i
t
a
o
F
l
d
e
x
F
i
%
5
7
3
.
a
/
n
g
n
i
t
a
o
F
l
.
7
0
5
1
D
U
A
1
)
s
r
a
e
y
6
o
t
p
u
(
s
p
a
w
S
y
c
n
e
r
r
u
C
s
s
o
r
C
.
0
0
0
1
D
S
U
i
s
e
t
o
n
r
o
n
e
s
S
g
e
R
/
A
4
4
1
.
0
0
0
1
D
S
U
s
p
a
w
S
e
t
a
R
t
s
e
r
e
t
n
I
-
t
s
e
r
e
t
n
I
2
)
s
r
a
e
y
6
o
t
p
u
(
s
e
g
d
e
h
e
u
a
v
r
i
a
F
l
i
–
s
g
n
w
o
r
r
o
b
y
c
n
e
r
r
u
c
n
g
e
r
o
F
i
D
U
A
i
n
g
e
r
o
F
–
s
e
r
u
t
i
d
n
e
p
x
e
l
a
t
i
p
a
C
s
t
c
a
r
t
n
o
C
e
g
n
a
h
c
x
E
D
U
A
)
r
a
e
y
1
o
t
p
u
(
s
t
c
a
r
t
n
o
C
e
g
n
a
h
c
x
E
i
n
g
e
r
o
F
–
s
e
r
u
t
i
d
n
e
p
x
e
l
a
t
i
p
a
C
D
U
A
D
U
A
i
n
g
e
r
o
F
-
s
e
r
u
t
i
d
n
e
p
x
e
n
o
i
t
a
r
e
p
O
)
r
a
e
y
1
o
t
p
u
(
s
t
c
a
r
t
n
o
C
e
g
n
a
h
c
x
E
i
n
g
e
r
o
F
–
s
d
e
e
c
o
r
p
e
a
s
l
t
e
s
s
A
s
t
c
a
r
t
n
o
C
e
g
n
a
h
c
x
E
.
n
o
i
l
l
i
m
3
.
5
$
s
i
t
n
u
o
m
a
g
n
y
r
r
a
c
m
e
t
i
i
d
e
g
d
e
h
n
o
t
n
e
m
j
t
s
u
d
a
r
i
a
f
d
e
t
l
a
u
m
u
c
c
A
.
e
g
d
e
h
e
u
a
v
r
i
a
f
n
l
i
d
e
t
a
n
g
i
s
e
d
s
p
a
w
s
y
c
n
e
r
r
u
c
s
s
o
r
c
D
U
A
D
S
U
.
8
2
0
2
y
a
M
n
i
e
r
u
t
a
m
o
t
e
u
d
s
i
i
h
c
h
w
,
e
g
d
e
h
w
o
fl
h
s
a
c
n
i
d
e
t
a
n
g
i
s
e
d
s
p
a
w
s
y
c
n
e
r
r
u
c
s
s
o
r
c
D
U
A
D
S
U
.
t
n
e
m
e
t
a
t
S
e
m
o
c
n
I
e
h
t
n
i
s
e
s
n
e
p
x
e
r
e
h
t
O
/
e
m
o
c
n
i
r
e
h
t
O
n
i
d
e
s
i
n
g
o
c
e
R
.
1
.
2
.
3
137
FINANCIAL STATEMENTSContents
Section 4: Capital and financial structure (continued)
4.3 Issued capital
Ordinary shares issued are classified as equity and are fully paid, have no par value and carry one vote per share and
the right to dividends. Incremental costs directly attributable to the issue of new shares or the exercise of options are
recognised as a deduction from equity, net of any related income tax effects.
Where the Group purchases the Company’s own equity instruments, as the result of a share buy-back, those instruments
are deducted from equity and the associated shares are cancelled. The amount of the consideration paid, including
directly attributable costs, is recognised as a deduction from contributed equity, net of any related income tax effects.
In the event of a winding up of Boral Limited, ordinary shareholders rank after creditors and are fully entitled to any
proceeds of liquidation.
Issued and paid up capital
1,103,088,419 (2022: 1,103,088,419) ordinary shares, fully paid
593.7
593.7
2023
$m
2022
$m
138
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 4.4 Reserves
Foreign currency translation reserve (FCTR)
Exchange differences arising on translation of foreign operations are recognised in the income statement. In the prior
year exchange differences arising on translation of foreign operations were recognised in FCTR, together with foreign
exchange differences from the translation of liabilities that hedge the Group’s net investment in a foreign operation.
Gains or losses accumulated in equity are recognised in the Income Statement when a foreign operation is disposed.
Balance at the beginning of the year
Net gain on translation of assets and liabilities of overseas entities
Foreign currency translation reserve transferred to net profit on disposal of controlled
entities and equity accounted investment
Net loss on translation of long-term borrowings and foreign currency forward
contracts net of tax benefit in 2022: $16.7 million
Balance at the end of the year
Hedging reserve
2023
$m
-
-
-
-
-
The hedging reserve records the portion of the gain or loss on a hedging instrument in a cash flow hedge that is
determined to be an effective hedge relationship.
Balance at the beginning of the year
Transferred to the Income Statement
Transferred to initial carrying amount of hedged item
(Loss)/ gain taken directly to equity
Tax expense
Balance at the end of the year
Share-based payments reserve
11.8
(16.2)
-
(8.9)
7.5
(5.8)
2022
$m
79.5
109.4
(150.0)
(38.9)
-
3.6
8.9
0.1
2.7
(3.5)
11.8
The share-based payments reserve is used to recognise the fair value of options and rights recognised as an expense.
Balance at the beginning of the year
Option/rights expense/(benefit)
Share acquisition rights vested
Balance at the end of the year
Total reserves
36.1
(2.2)
-
33.9
39.7
0.1
(3.7)
36.1
28.1
47.9
139
FINANCIAL STATEMENTSContents
Section 5: Taxation
This section provides the information that is most relevant to understanding the taxation treatment by the Group during
the financial year.
Boral Limited and its wholly owned Australian controlled entities are part of a tax consolidated group. As a consequence,
all members of the tax consolidated group are taxed as a single entity. The head entity within the tax consolidated
group is Boral Limited.
5.1 Income tax expense
Income tax expense includes current and deferred tax. Current and deferred tax are recognised in the Income
Statement except to the extent that they relate to items recognised directly in other comprehensive income or equity.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year and any adjustment
to tax payable in respect of previous years. It is measured using tax rates enacted or substantively enacted at the
reporting date.
Significant accounting judgements, estimates and assumptions
The Group is primarily subject to income taxes in Australia. In determining the amounts of current and deferred tax,
the Group takes into account the impact of uncertain tax positions and whether additional taxes and interest may
be due. This assessment relies on estimates and assumptions and may involve a series of judgements about future
events. Changes in circumstances will alter expectations, which may impact the amounts recognised on the Balance
Sheet and the amount of other tax losses and temporary differences not yet recognised.
140
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 5.1 Income tax expense (continued)
For the year ended 30 June
(i) Income tax expense
Current income tax expense
Deferred income tax expense
Changes in estimate from prior years
Income tax expense attributable to profit
Note
(ii) Reconciliation of income tax expense to prima facie tax
Income tax expense on profit:
- at Australian tax rate 30%
- adjustment for difference between Australian and overseas tax rates
Income tax expense on pre-tax profit at standard rates
Tax effect of amounts that are not deductible/(taxable) in calculating taxable income:
Capital losses and exempt income on disposal of business
Capital and income tax losses realised
Share of associates' net profit
Other items
Income tax expense on profit
Changes in estimate from prior years
Income tax expense attributable to profit
Income tax expense/(benefit) from continuing operations
Income tax expense/(benefit) excluding significant items
Income tax expense/(benefit) relating to significant items
Income tax expense/(benefit) from discontinued operations
Income tax expense excluding significant items
Income tax expense/(benefit) relating to significant items
(iii) Tax amounts recognised directly in equity
The following deferred tax amounts were charged/(credited) directly to
equity during the year in respect of:
Net exchange differences taken to equity
Fair value adjustment on cash flow hedges
Recognised in comprehensive income
2.1
2.1
6.1
2023
$m
(6.4)
66.4
(1.4)
58.6
62.0
0.4
62.4
1.5
(0.8)
(4.1)
1.0
60.0
(1.4)
58.6
53.1
6.5
59.6
-
(1.0)
(1.0)
58.6
-
(7.5)
(7.5)
2022
$m
202.0
58.3
(10.0)
250.3
363.3
(42.5)
320.8
(41.7)
(10.1)
(4.2)
(4.5)
260.3
(10.0)
250.3
(1.6)
(22.4)
(24.0)
31.9
242.4
274.3
250.3
(16.7)
3.5
(13.2)
141
FINANCIAL STATEMENTSContents Section 5: Taxation (continued)
5.1 Income tax expense (continued)
(iv) Reconciliation of current year income tax expense for continuing and discontinued operations
For the year ended 30 June 2023
- at Australian tax rate 30%
- adjustment for difference between Australian and overseas tax rates
Income tax expense on pre-tax profit at standard rates
Tax effect of amounts that are not deductible/(taxable) in calculating
taxable income:
Capital losses and exempt income on disposal of business
Capital and income tax losses realised
Share of associates' net profit
Other items
Income tax expense on profit
Changes in estimate from prior years
Income tax expense attributable to profit
For the year ended 30 June 2022
- at Australian tax rate 30%
- adjustment for difference between Australian and overseas tax rates
Income tax expense on pre-tax profit at standard rates
Tax effect of amounts that are not deductible/(taxable) in calculating
taxable income:
Capital losses and exempt income on disposal of business
Capital and income tax losses realised
Share of associates’ net profit
Other items
Income tax expense on profit
Changes in estimate from prior years
Income tax expense attributable to profit
Continuing
operations
Discontinued
operations
$m
65.2
(0.4)
64.8
-
(0.8)
(4.1)
1.1
61.0
(1.4)
59.6
$m
(3.2)
0.8
(2.4)
1.5
-
-
(0.1)
(1.0)
-
(1.0)
Continuing
operations
Discontinued
operations
$m
(12.4)
0.8
(11.6)
-
(2.3)
(3.8)
(0.2)
(17.9)
(6.1)
(24.0)
$m
375.7
(43.3)
332.4
(41.7)
(7.8)
(0.4)
(4.3)
278.2
(3.9)
274.3
Total
$m
62.0
0.4
62.4
1.5
(0.8)
(4.1)
1.0
60.0
(1.4)
58.6
Total
$m
363.3
(42.5)
320.8
(41.7)
(10.1)
(4.2)
(4.5)
260.3
(10.0)
250.3
142
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 5.2 Deferred tax assets and liabilities
Deferred tax is recognised on all temporary differences between the carrying amounts of assets and liabilities for
financial reporting and taxation purposes.
Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against
which they can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced if it is no longer
probable that the related tax benefit will be realised.
Recognised deferred tax balances
Deferred tax asset
Deferred tax liability
Unrecognised deferred tax assets
2023
$m
107.7
(36.6)
71.1
2022
$m
166.6
(35.1)
131.5
The potential deferred tax asset has not been taken into account in respect of capital
tax losses
89.1
128.3
Australia has $297 million (2022: $268 million) carry forward capital losses with no restriction on the expiry date.
All other foreign tax losses for 2022 are expected to be extinguished or have been fully utilised.
143
FINANCIAL STATEMENTSContents
m
$
0
3
.
)
1
.
0
(
)
3
.
1
(
)
7
7
(
.
1
.
3
.
0
7
3
1
.
7
0
1
.
)
4
9
5
(
.
)
6
0
1
(
)
0
0
(
.
1
.
1
7
-
-
-
-
-
-
-
-
-
)
5
.
1
(
)
5
.
1
(
-
-
-
-
-
-
-
-
-
-
-
m
$
m
$
m
$
-
-
5
7
.
-
-
-
-
-
-
-
5
7
.
m
$
9
0
.
8
0
.
)
5
.
1
(
5
.
1
1
.
)
2
0
(
2
.
1
.
2
9
.
2
3
.
)
5
8
5
(
.
)
0
3
3
(
.
)
4
6
6
(
t
a
e
c
n
a
a
B
l
d
n
e
e
h
t
r
a
e
y
e
h
t
f
o
i
n
g
e
r
o
F
y
c
n
e
r
r
u
c
e
g
n
a
h
c
x
e
s
e
c
n
e
r
e
f
f
i
d
s
e
c
n
a
a
B
l
d
e
s
o
p
s
i
d
y
t
i
u
q
e
n
i
d
e
s
i
n
g
o
c
e
R
e
m
o
c
n
i
n
i
d
e
s
i
n
g
o
c
e
R
m
$
1
.
2
)
9
0
(
.
)
3
7
(
.
.
)
2
9
1
(
3
3
.
.
8
5
3
.
9
7
9
)
1
.
1
6
(
.
9
7
4
.
0
3
3
5
.
1
3
1
r
a
e
y
e
h
t
f
o
t
a
e
c
n
a
a
B
l
i
i
g
n
n
n
g
e
b
e
h
t
r
a
e
y
e
h
t
g
n
i
r
u
d
s
e
c
n
e
r
e
ff
d
y
r
a
r
o
p
m
e
t
n
i
i
t
n
e
m
e
v
o
M
3
2
0
2
e
n
u
J
0
3
t
a
s
A
i
t
n
e
m
p
u
q
e
d
n
a
t
n
a
p
l
,
y
t
r
e
p
o
r
P
s
t
n
e
m
u
r
t
s
n
i
l
i
a
c
n
a
n
fi
r
e
h
t
O
s
e
i
t
i
l
i
b
a
i
l
g
n
i
r
a
e
b
t
s
e
r
e
t
n
I
l
s
e
b
a
y
a
P
s
e
i
r
o
t
n
e
v
n
I
e
g
n
a
h
c
x
e
n
g
e
r
o
f
d
e
s
i
l
i
a
e
r
n
U
d
r
a
w
r
o
f
d
e
i
r
r
a
c
s
e
s
s
o
l
x
a
T
s
n
o
i
s
i
v
o
r
P
r
e
h
t
O
l
s
e
b
a
v
e
c
e
R
i
)
d
e
u
n
i
t
n
o
c
(
s
e
i
t
i
l
i
b
a
i
l
d
n
a
s
t
e
s
s
a
x
a
t
d
e
r
r
e
f
e
D
2
.
5
)
d
e
u
n
i
t
n
o
c
(
n
o
i
t
a
x
a
T
:
5
n
o
i
t
c
e
S
144
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
m
$
1
.
2
)
9
0
(
.
)
3
7
(
.
.
)
2
9
1
(
-
.
3
3
.
8
5
3
.
9
7
9
)
1
.
1
6
(
.
9
7
4
.
0
3
3
5
.
1
3
1
-
-
-
m
$
)
2
.
1
(
.
)
4
5
(
-
-
.
5
0
)
4
.
1
(
-
8
4
.
.
)
7
2
(
m
$
)
1
.
0
(
)
4
.
1
(
-
)
4
.
1
2
(
.
8
9
6
1
-
)
0
2
(
.
)
6
3
(
.
.
)
7
7
6
(
-
-
.
6
3
7
-
-
m
$
)
5
3
(
.
-
-
-
-
-
-
.
7
6
1
-
.
2
3
1
m
$
.
7
0
.
)
4
6
(
.
)
7
8
(
.
8
9
4
.
6
0
)
1
.
1
(
)
8
4
(
.
)
1
.
5
(
1
.
2
2
.
0
4
3
.
)
4
9
3
1
(
.
)
3
8
5
(
t
a
e
c
n
a
a
B
l
d
n
e
e
h
t
r
a
e
y
e
h
t
f
o
i
n
g
e
r
o
F
y
c
n
e
r
r
u
c
e
g
n
a
h
c
x
e
s
e
c
n
e
r
e
f
f
i
d
s
e
c
n
a
a
B
l
d
e
s
o
p
s
i
d
y
t
i
u
q
e
n
i
d
e
s
i
n
g
o
c
e
R
e
m
o
c
n
i
n
i
d
e
s
i
n
g
o
c
e
R
m
$
5
.
1
.
9
6
9
4
.
.
)
4
6
4
(
.
)
0
5
6
1
(
4
4
.
.
6
2
4
1
.
6
0
1
)
1
.
4
1
(
)
8
2
(
.
.
6
7
6
1
.
7
5
0
1
r
a
e
y
e
h
t
f
o
i
i
g
n
n
n
g
e
b
e
h
t
t
a
e
c
n
a
a
B
l
)
d
e
u
n
i
t
n
o
c
(
r
a
e
y
e
h
t
g
n
i
r
u
d
s
e
c
n
e
r
e
ff
d
y
r
a
r
o
p
m
e
t
n
i
i
t
n
e
m
e
v
o
M
2
2
0
2
e
n
u
J
0
3
t
a
s
A
i
t
n
e
m
p
u
q
e
d
n
a
t
n
a
p
l
,
y
t
r
e
p
o
r
P
s
t
n
e
m
u
r
t
s
n
i
l
i
a
c
n
a
n
fi
r
e
h
t
O
s
e
i
r
o
t
n
e
v
n
I
l
s
e
b
a
v
e
c
e
R
i
s
e
i
t
i
l
i
b
a
i
l
g
n
i
r
a
e
b
t
s
e
r
e
t
n
I
l
s
e
b
a
y
a
P
s
n
o
i
s
i
v
o
r
P
r
e
h
t
O
e
g
n
a
h
c
x
e
n
g
e
r
o
f
d
e
s
i
l
i
a
e
r
n
U
d
r
a
w
r
o
f
d
e
i
r
r
a
c
s
e
s
s
o
l
x
a
T
145
s
t
e
s
s
a
e
b
g
n
a
t
n
l
i
I
)
d
e
u
n
i
t
n
o
c
(
s
e
i
t
i
l
i
b
a
i
l
d
n
a
s
t
e
s
s
a
x
a
t
d
e
r
r
e
f
e
D
2
.
5
)
d
e
u
n
i
t
n
o
c
(
n
o
i
t
a
x
a
T
:
5
n
o
i
t
c
e
S
FINANCIAL STATEMENTSContents
Section 6: Group structure
This section explains significant aspects of Boral’s group structure, including equity accounted investments that the
Group has an interest in, its controlled entities and how changes have affected the Group structure. When applicable,
it also provides information on business acquisitions and disposals made during the financial year.
6.1 Discontinued operations
A discontinued operation is a component of the Group’s business that represents a separate major line of business or
geographical area of operations that has been disposed of or is held for sale. An operation would be classified as held
for sale if the carrying value of the assets of the operation will be principally recovered through a sale transaction rather
than continuing use. Classification as a discontinued operation occurs upon disposal or when the operation meets the
criteria to be classified as held for sale, if earlier. When an operation is classified as discontinued, the comparative
Income Statement is restated as if the operation had been discontinued from the start of the comparative period.
During the current financial year, the group recognised pre-tax loss of $10.9 million, relating to completion settlements
and other divestment related matters. Please refer to Note 2.1 for further details.
In the comparative period, the earnings in relation to the divested businesses, including North American Building
Products, North American Fly Ash, Meridian Brick and Australian Building Products businesses, had been classified
to 'Discontinued Operations' in the Income Statement, and are summarised in the following table.
Results of discontinued operations
Revenue
Expenses
Share of equity accounted income
Profit/(loss) before significant items, net interest expense and income tax
Significant items
Profit before net interest expense and income tax
Note
2.1
Net interest expense
Profit before income tax
Income tax (expense)/benefit
Net profit
Cash flows from discontinued operations
Net cash (used in)/provided by operating activities
Net cash provided by investing activities
Net cash used in financing activities
Net cash provided by discontinued operations
Total
2023
$m
-
-
-
-
(10.9)
(10.9)
-
(10.9)
1.0
(9.9)
-
14.5
-
14.5
2022
$m
952.3
(808.9)
7.4
150.8
1,105.6
1,256.4
(4.5)
1,251.9
(274.3)
977.6
44.1
3,940.9
(25.1)
3,959.9
146
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 6.2 Equity accounted investments
The Group’s equity method investment in its equity accounted investments is initially recorded at cost and subsequently
accounted for using the equity method. The carrying amount of the investment is adjusted to recognise changes in the
Group’s interest in the net assets of the investees. Dividends received from the investees are recognised as a reduction
in the carrying amount of the investment. Goodwill relating to the investees is included in the carrying amount of the
investment and is not tested for impairment individually. However, the carrying value of the investment is tested for
impairment when there are indicators that the investment is potentially impaired.
The Group’s share of the results of the investees is reported in the Income Statement.
When the Group's share of losses from an equity accounted investment exceed the Group's investment in the relevant
equity accounted investment, the losses are taken against any long-term receivables relating to the equity accounted
investment and if the Group's obligation for losses exceeds this amount, they are recorded as a provision in the Group's
financial statements to the extent that the Group has an obligation to fund the liability.
Principal
activity
Country of
incorporation date
Balance
2023
2022
%
%
2023
$m
2022
$m
Ownership interest
Investment carrying
amount
Name
Details of equity accounted
investments
Bitumen Importers
Australia Pty Ltd
ConnectSydney Pty Ltd
Flyash Australia Pty Ltd
Penrith Lakes Development
Corporation Ltd
South Australian Road
Services Pty Ltd
South East Asphalt Pty Ltd
Sunstate Cement Ltd
TOTAL
Bitumen importer
Australia
Road maintenance Australia
Fly ash collection
Australia
Property
development
Australia
Road maintenance Australia
Asphalt road
maintenance
Cement
manufacturer
Australia
Australia
Movements in carrying value of equity accounted investments
Balance at the beginning of the year
Additions during the year
Share of equity accounted income
Dividends received
Results recognised against non-current receivables
Balance at the end of the year
30-Jun
30-Jun
31-Dec
30-Jun
30-Jun
30-Jun
30-Jun
50
38.5
50
40
50
50
50
50
38.5
50
40
50
50
50
11.6
5.9
2.1
-
0.3
1.4
14.8
36.1
2023
$m
31.2
-
18.9
(14.5)
0.5
36.1
12.4
4.0
1.6
-
-
1.5
11.7
31.2
2022
$m
15.0
2.8
19.9
(6.6)
0.1
31.2
147
FINANCIAL STATEMENTSContents Section 6: Group structure (continued)
6.3 Controlled entities
The financial statements of the following entities have been consolidated to determine the results of the
consolidated entity.
Country of
incorporation
Beneficial ownership by
Group
2023
%
Group
2022
%
Boral Limited
Boral Cement Limited >*
Barnu Pty Ltd *
Boral Building Materials Pty Ltd >*
Boral International Pty Ltd >*
Boral Concrete (1992) Limited
Boral Holdings Inc.
Boral USA <
Boral Industries Inc.
Boral Meridian Holdings Inc. **
Boral IP Holdings LLC **
Headwaters Energy Services Corp.
Covol Engineered Fuels, LLC **
Covol Fuels No.2, LLC
Tile Service Company LLC
E.U.M. Tejas De Concreto Servicios, S. de R.L. de C.V.
Boral Roofing de Mexico, S. de R.L. de C.V.
Boral (UK) Ltd
Boral Investments BV
Boral Industrie GmbH **
Boral Klinker GmbH **
Boral Mecklenburger Ziegel GmbH **
Boral Canada Ltd **
Boral Investments Pty Ltd >*
Boral Construction Materials Ltd >*
Boral Resources (WA) Ltd >*
Boral Contracting Pty Ltd *
Boral Construction Related Businesses Pty Ltd >*
Boral Resources (Vic) Pty Ltd >*
Bayview Quarries Pty Ltd *
Davegale Pty Ltd
Boral Resources (Qld) Pty Ltd >*
Allen's Asphalt Pty Ltd >*
Q-Crete Premix Pty Ltd >*
Boral Resources (NSW) Pty Ltd >*
Dunmore Sand & Soil Pty Ltd*
Boral Recycling Pty Ltd >*
De Martin & Gasparini Pty Ltd >*
De Martin & Gasparini Queensland Pty Limited *
De Martin & Gasparini Pumping Pty Ltd *
De Martin & Gasparini Contractors Pty Ltd *
Boral Precast Holdings Pty Ltd >*
Boral Construction Materials Group Ltd >*
Concrite Pty Ltd >*
Boral Resources (SA) Ltd >*
Bitumax Pty Ltd >*
Road Surfaces Group Pty Ltd >*
Alsafe Premix Concrete Pty Ltd >*
148
Australia
Australia
Australia
Australia
Australia
Thailand
USA
USA
USA
USA
USA
USA
USA
USA
USA
Mexico
Mexico
UK
Netherlands
Germany
Germany
Germany
Canada
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
100
100
100
100
100
100
100
100
-
-
100
-
100
100
100
100
100
100
-
-
-
-
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 6.3 Controlled entities (continued)
Boral Transport Ltd >*
Boral Corporate Services Pty Ltd
Bitupave Ltd >*
Boral Resources (Country) Pty Ltd >*
Found Concrete Pty Ltd >*
Bayview Pty Ltd *
Dandenong Quarries Pty Ltd *
Boral Insurance Pty Ltd
Boral Bricks Pty Ltd >*
Boral Masonry Ltd >*
Boral Timber Fibre Exports Pty Ltd >*
Boral Shared Business Services Pty Ltd >*
Boral Building Products Ltd >*
Boral Bricks Western Australia Pty Ltd >*
Boral IP Holdings (Australia) Pty Ltd
Boral Finance Pty Ltd >*
Country of
incorporation
Beneficial ownership by
Group
2023
%
Group
2022
%
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
> Granted relief by the Australian Securities and Investments Commission (ASIC) from specified accounting requirements in accordance with ASIC Corporations
(Wholly-owned Companies) Instrument 2016/785 (refer to Note 8.7).
* Entered into cross guarantee with Boral Limited (refer to Note 8.7).
** Deregistered during the year.
< A Delaware general partnership.
All the shares held by Boral Limited in controlled entities are ordinary shares.
The following controlled entities were deregistered during the financial year ended 30 June 2023:
Entities deregistered:
Boral IP Holdings LLC
Covol Engineered Fuels, LLC
Boral Meridian Holdings Inc.
Boral Klinker GmbH
Boral Mecklenburger Ziegel GmbH
Boral Industrie GmbH
Boral Canada Ltd
merged into
merged into
merged into
Boral Industrie GmbH
Boral Industrie GmbH
Boral Investments BV
The following controlled entities had name changes during the financial year ended 30 June 2023:
Name changes during the financial period:
Pro Concrete Group Pty Limited
to
De Martin & Gasparini
Queensland Pty Limited
Date of
deregistration/
merger
Jul 2022
Jul 2022
Aug 2022
Aug 2022
Aug 2022
Jan 2023
Jan 2023
149
FINANCIAL STATEMENTSContents Section 7: Employee benefits
This section provides a breakdown of the various programs Boral uses to reward and recognise employees and key
executives, including Key Management Personnel (KMP). Boral believes that these programs reinforce the value of
ownership and drives performance both individually and collectively to deliver better returns to shareholders.
7.1 Employee liabilities
Liabilities for wages and salaries, including non-monetary benefits, and annual leave expected to be settled with 12
months of the reporting date, are measured at the amounts expected to be paid when the liabilities are settled.
Liabilities for long service leave are measured as the present value of estimated future payments for the services
provided by employees up to the reporting date. Liabilities that are not expected to be settled within 12 months are
discounted at the reporting date using market yields of high-quality corporate bonds. The rates used reflect the terms to
maturity and currency that match, as closely as possible, the estimated future cash outflows.
Employee liabilities
Current
Non-current
2023
$m
107.4
7.1
114.5
2022
$m
103.6
7.2
110.8
7.2 Employee benefits expense
Employee benefits expense includes salaries and wages, defined contribution expenses, share-based payments and
other entitlements.
Employee benefits expense1
2023
$m
2022
$m
650.5
810.8
1. Employee benefits expense in 2023 related only to continuing operations, however, amounts for 2022 also include discontinued operations. Total defined contribution expense for
the year was $48.8 million (2022: $48.4 million).
7.3 Share-based payments
The Group provides benefits to senior executives in the form of share-based payment transactions, whereby senior
executives render services in exchange for options and/or rights over shares.
The cost of the share-based payments with employees is measured by reference to the fair value at the date at which
they are granted, and amortised over the expected vesting period with a corresponding increase in equity. The amount
recognised is adjusted to reflect the actual number of rights that vest, except for those that fail to vest due to market
conditions not being achieved.
Significant accounting judgements, estimates and assumptions
The fair value at grant date is independently determined using a pricing model that takes into account the exercise
price, the terms of the share-based payment, the vesting and performance criteria, the impact of dilution, the
non-tradeable nature of the payment, the share price at grant date, the expected price volatility of the underlying
share, the expected dividend yield and the risk-free interest rate for the term of the share-based payment.
150
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
7.3 Share-based payments (continued)
Share Acquisition Rights (SAR)
During the current year, SARs were issued under the Boral Equity Plan Rules. SARs issued with a Total Shareholder
Return (TSR) hurdle were valued at $1.59 per right for CEO rights and $1.74 per right for non-CEO rights.
The following represents the inputs to the pricing model used in estimating grant date fair value:
Grant date share price
Risk-free rate
Dividend yield
Volatility factor
2023
2023
2022
CEO rights
Non-CEO
rights
CEO rights
$2.88
3.25%
3.19%
32.5%
$3.02
3.21%
3.09%
32.5%
$6.02
0.22%
2.54%
25.0%
Further details of the terms and conditions of the issue of rights are contained in the Remuneration Report.
Set out below are summaries of share acquisition rights granted under the plans.
Rights
Grant
date
Vesting
date
Exercise
price
Consolidated – 2023
Balance at
beginning
of the year
Issued
during the
year
Cancelled
during the
year
Vested and
exercised
during the
year
Balance at
end of the
year
Number
Number
Number
Number
Number
1/9/2019
1/9/2022
1/9/2019
1/9/2022
30/6/2022
1/9/2022
30/6/2022
1/9/2022
1/9/2020
1/9/2023
1/9/2020
1/9/2023
30/6/2022
1/9/2023
30/6/2022
1/9/2023
1/9/2021
1/9/2024
30/6/2022
1/9/2024
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
1,311,718
655,856
955,201
477,580
2,211,613
1,105,804
1,610,485
805,253
377,553
274,927
1/1/2022
1/1/2024
$0.00
28,496
30/6/2022
1/1/2024
$0.00
20,750
TSR
ROFE
TSR
ROFE
TSR
ROFE
TSR
ROFE
TSR
TSR
Deferred
equity
Deferred
equity
CEO Sign-
on award1
1/9/2022
1/10/2025
TSR-CEO1
1/9/2022
1/9/2025
CFO Sign-
on award1
1/9/2022
30/1/2025
TSR
1/9/2022
1/9/2025
1. Refer to the remuneration report for further details.
$0.00
$0.00
$0.00
$0.00
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
525,984
548,507
92,969
(1,311,718)
(655,856)
(955,201)
(477,580)
(638,193)
(816,715)
(464,663)
(594,748)
(188,776)
(137,463)
-
-
-
-
-
2,824,839
(264,295)
9,835,236
3,992,299
(6,505,208)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,573,420
289,089
1,145,822
210,505
188,777
137,464
28,496
20,750
525,984
548,507
92,969
2,560,544
7,322,327
151
FINANCIAL STATEMENTSContents Section 7: Employee benefits (continued)
7.3 Share-based payments (continued)
Share Acquisition Rights (SAR) (continued)
Rights
Grant
date
Vesting
date
Exercise
price
Balance at
beginning
of the year
Issued
during the
year
Cancelled
during the
year
Vested and
exercised
during the
year
Balance at
end of the
year
Number
Number
Number
Number
Number
Consolidated – 2022
TSR
ROFE
TSR
ROFE
TSR1
ROFE1
1/9/2018
1/9/2021
1/9/2018
1/9/2021
1/9/2019
1/9/2022
1/9/2019
1/9/2022
30/6/2022
1/9/2022
30/6/2022
1/9/2022
Deferred STI
1/9/2019
1/9/2021
TSR
ROFE
TSR1
ROFE1
1/9/2020
1/9/2023
1/9/2020
1/9/2023
30/6/2022
1/9/2023
30/6/2022
1/9/2023
Fixed equity
1/7/2020 30/6/2021
1/9/2021
1/9/2024
30/6/2022
1/9/2024
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
1/1/2022
1/1/2024
$0.00
30/6/2022
1/1/2024
$0.00
TSR
TSR1
Deferred
equity
Deferred
equity1
(494,545)
(497,941)
992,486
496,239
1,952,553
976,272
-
-
-
-
-
-
955,201
477,580
25,120
3,524,722
1,762,362
-
-
-
-
-
1,610,485
805,253
39,464
-
-
-
-
-
377,553
274,927
28,496
20,750
(496,239)
(640,835)
(320,416)
-
-
-
(1,313,109)
(656,558)
-
-
-
-
-
-
-
-
1,311,718
655,856
955,201
477,580
-
-
-
-
-
(25,120)
-
-
-
-
-
2,211,613
1,105,804
1,610,485
805,253
(39,464)
-
-
-
-
-
377,553
274,927
28,496
20,750
9,769,218
4,550,245
(3,921,702)
(562,525)
9,835,236
During the year ended 30 June 2023, the Group recognised reversal of expense of $2.2 million (2022: expense $0.1 million)
in relation to share-based payments.
1. Following the capital return of $2.72 per share on 14 February 2022, additional share acquisition rights were issued for rights that were issued prior to this date and remain
unvested. This ensured that employees were not impacted by the reduction in the share price following the capital return. The rights are subject to the same vesting conditions
as those previously issued.
7.4 Key management personnel disclosures
Key management personnel compensation
Key management personnel compensation is set out below. Detailed remuneration disclosures are provided in the
audited Remuneration Report section in the Directors’ Report.
Short-term employee benefits
Post-employment benefits
Termination benefits
Share-based payments
Long-term employee benefits
152
2023
$'000
4,147.4
103.1
1,928.2
1,666.9
34.5
7,880.1
2022
$'000
4,990.4
218.7
2,362.1
3,497.4
58.9
11,127.5
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 Section 8: Other notes
This section provides details on other required disclosures relating to the Group to comply with the accounting standards
and other pronouncements.
8.1 Contingent liabilities
A contingent liability is a possible obligation arising from past events and whose existence will be confirmed only by
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group. A
contingent liability may also be a present obligation arising from past events that is not recognised on the basis that an
outflow of economic resources to settle the obligation is not viewed as probable, or the amount of the obligation cannot
be reliably measured.
When the Group has a present obligation, an outflow of economic resources is assessed as probable and the Group can
reliably measure the obligation, a provision is recognised.
The Group presently has litigation, tax and other claims, for which the timing of resolution and the potential economic
outflow are uncertain. This includes bank guarantees, environmental contingent liabilities and shareholder class action
as set out below.
Bank guarantees
The Group has granted indemnities to banks to cover bank guarantees given on behalf of controlled entities to a
maximum exposure of $34.5 million (2022: $41 million).
Environmental contingent liabilities
The Group’s activities involve the extraction of resources as well as the processing and subsequent handling of materials
that could contaminate the environment. As a consequence of these activities, the Group has incurred and may continue
to incur costs associated with closure, remediation, aftercare and monitoring. Provisions have been recognised for sites
where obligations are known to exist. However, additional costs may be incurred due to factors outside the Group’s
current knowledge or control, such as changes in the laws and regulations that govern land use and environmental
protection across the various jurisdictions in which we operate.
Shareholder class action
Boral Limited continues to defend two shareholder class action proceedings filed against it in the Federal Court of
Australia by Maurice Blackburn and Phi Finney McDonald, which are being case-managed together. A provision has not
been raised as an outflow is not probable. It is not possible to determine the ultimate impact, if any, of the proceedings
on Boral, which continues to vigorously defend the proceedings.
8.2 Subsequent events
There has not been any other matter or circumstances in the interval between 30 June 2023 and the date of this
report, that has significantly affected or may significantly affect the operations of the Boral's group, the result of
those operations or the state of affairs of the Boral group in subsequent financial years.
153
FINANCIAL STATEMENTSContents Section 8: Other notes (continued)
8.3 Commitments
Capital expenditure commitments
Contracted but not provided for are payable as follows:
Not later than one year
8.4 Auditors’ remuneration
Audit and review services:
Deloitte Touche Tohmatsu
Audit and review of financial statements - Group
Other assurance related services:
Deloitte Touche Tohmatsu
Other assurance services
Non-audit services1:
Deloitte Touche Tohmatsu
Taxation services2
Due diligence
Advisory
1. All non-audit services provided in 2022 were arranged prior to Deloitte’s appointment as auditors.
2. Taxation services relate to compliance and advice provided in respect of discontinued operations.
2023
$m
2022
$m
11.9
14.7
2023
$'000
2022
$'000
780
780
890
890
35
50
163
-
-
163
978
3,359
-
1,183
4,542
5,482
154
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 8.5 Related party disclosures
Controlled entities
Interests held in controlled entities are set out in Note 6.3.
Associated entities
Interests held in associated entities are set out in Note 6.2. The business activities of a number of these entities are
conducted under joint venture arrangements. Associated entities conduct business transactions with various controlled
entities. Such transactions include purchases and sales of certain products, dividends, interest and loans. All such
transactions are conducted on the basis of normal commercial terms and conditions.
Sale of goods and services
Associates
Purchase of goods and services
Associates
Other entities
Others
Associates
Loan receivable
Payables
2023
$m
2022
$m
47.9
42.2
165.4
23.7
120.6
16.4
19.0
7.1
23.6
1.6
Director transactions with the Group
Transactions entered into during the year with Directors of Boral Limited and the Group are within normal employee,
customer or supplier relationships on terms and conditions no more favourable than dealings in the same circumstances
on an arm’s length basis and include:
• the receipt of dividends from Boral Limited;
• participation in the Boral Long Term Incentive Plan;
• terms and conditions of employment;
• reimbursement of expenses; and
• purchases of goods and services.
A number of Directors of the Company hold directorships in other entities. Several of these entities transacted with the
Group on terms and conditions no more favourable than those available on an arm’s length basis.
155
FINANCIAL STATEMENTSContents Section 8: Other notes (continued)
8.6 Parent entity disclosures
For the year ended 30 June
RESULT OF THE PARENT ENTITY
Profit after tax
Total comprehensive income for the period
SUMMARISED BALANCE SHEET
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Issued capital
Reserves
Retained earnings
Total equity
BORAL LIMITED
2023
$m
83.0
83.0
1,606.4
1,518.2
3,124.6
1,556.0
115.8
1,671.8
1,452.8
593.7
35.5
823.4
1,452.6
2022
$m
673.6
673.6
1,557.7
1,376.3
2,934.0
1,459.1
103.2
1,562.3
1,371.7
593.7
37.6
740.4
1,371.7
AASB 17 Insurance Contracts (AASB 17) will be first applicable to the Group for the year commencing 1 July 2023 and
must be applied retrospectively. AASB 17 establishes the principles for the recognition, measurement, presentation and
disclosure of insurance contracts. The parent entity, Boral Limited, will be impacted by the application of AASB 17 as the
parent entity is the licensed self-insurer in New South Wales and South Australia for workers compensation insurance.
The Group is currently determining the financial impact on the parent entity disclosures.
Parent entity contingencies
Bank guarantees
The Company has granted indemnities to banks to cover bank guarantees given on behalf of controlled entities to a
maximum exposure of $17.4 million (2022: $22.3 million).
156
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 8.7 Deed of cross guarantee
Under the terms of ASIC Corporations (Wholly-owned Companies) Instrument 2016/785, certain wholly owned
controlled entities have been granted relief from the requirement to prepare audited financial reports. Boral Limited has
entered into an approved deed of indemnity for the cross-guarantee of liabilities with those controlled entities identified
in Note 6.3.
The following consolidated Statement of Comprehensive Income and Balance Sheet comprises Boral Limited and
its controlled entities, which are party to the Deed of Cross Guarantee, after eliminating all transactions between
parties to the Deed.
STATEMENT OF COMPREHENSIVE INCOME
Revenue
Profit before income tax expense
Income tax (expense)/benefit
Profit from continuing operations
Discontinued operations
Profit/(loss) from discontinued operations (net of income tax)
Net profit
Other comprehensive income
Items that may be reclassified subsequently to Income Statement:
Foreign currency translation reserve transferred to net profit on disposal of
controlled entities
Fair value adjustment on cash flow hedges
Income tax on items that may be reclassified subsequently to Income Statement
Total comprehensive income
Reconciliation of movements in retained earnings
Balance at the beginning of the year
Net profit
Dividends paid
Balance at the end of the year
2023
$m
2022
$m
3,460.6
2,955.9
283.1
(70.6)
212.5
5.5
218.0
-
(25.1)
7.5
200.4
1,185.6
218.0
-
1,403.6
576.2
52.8
629.0
(24.9)
604.1
30.8
11.7
(3.5)
643.1
658.7
604.1
(77.2)
1,185.6
157
FINANCIAL STATEMENTSContents Section 8: Other notes (continued)
8.7 Deed of cross guarantee (continued)
BALANCE SHEET
CURRENT ASSETS
Cash and cash equivalents
Receivables
Inventories
Financial assets
Current tax assets
Other assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Receivables
Inventories
Investments accounted for using the equity method
Financial assets
Property, plant and equipment
Intangible assets
Deferred tax assets
Other assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Payables
Interest bearing liabilities
Financial liabilities
Employee benefit liabilities
Provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Interest bearing liabilities
Financial liabilities
Employee benefit liabilities
Provisions
Other liabilities
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Retained earnings
TOTAL EQUITY
158
2023
$m
2022
$m
592.7
589.3
255.7
3.0
-
20.3
1,461.0
19.9
13.4
36.0
60.8
2,087.2
71.2
107.9
36.1
2,432.5
3,893.5
525.9
23.2
10.3
105.0
34.0
698.4
973.1
10.4
7.1
179.1
-
1,169.7
1,868.1
2,025.4
593.7
28.1
1,403.6
2,025.4
409.2
525.7
222.5
27.0
23.9
36.2
1,244.5
22.1
12.9
31.2
671.4
2,078.6
71.5
166.6
24.1
3,078.4
4,322.9
564.3
654.2
1.4
91.9
35.8
1,347.6
943.9
9.8
7.2
187.2
0.1
1,148.2
2,495.8
1,827.1
593.7
47.8
1,185.6
1,827.1
Notes to the Financial Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 Directors’ Declaration
1. In the opinion of the Directors of Boral Limited:
(a) the consolidated financial statements and notes set out on pages 94 to 158 and the Remuneration Report in
the Directors’ Report, set out on pages 73 to 93, are in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its performance for
the financial year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001;
(b) there are reasonable grounds to believe that the Group will be able to pay its debts as and when they
become due and payable.
2. There are reasonable grounds to believe that Boral Limited and the controlled entities identified in Note 6.3 will
be able to meet any obligations or liabilities to which they are or may become subject by virtue of the Deed of Cross
Guarantee between Boral Limited and those controlled entities pursuant to ASIC Corporations (Wholly-owned
Companies) Instrument 2016/785.
3. The Directors have been given the declarations required by section 295A of the Corporations Act 2001 from the
Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2023.
4. The Directors draw attention to Note 1 to the consolidated financial statements, which includes a statement of
compliance with International Financial Reporting Standards.
Signed in accordance with a resolution of the Directors:
Ryan Stokes AO
Chairman
Vik Bansal
CEO & Managing Director
Sydney, 10 August 2023
159
Statutory StatementsBoral Limited and Controlled EntitiesFINANCIAL STATEMENTSContents
Deloitte Touche Tohmatsu
ABN 74 490 121 060
Quay Quarter Tower
50 Bridge Street
Sydney NSW 2000
Tel: +61 2 9322 7000
www.deloitte.com.au
Independent Auditor’s Report
to the Members of Boral Limited
RReeppoorrtt oonn tthhee AAuuddiitt ooff tthhee FFiinnaanncciiaall SSttaatteemmeennttss
OOppiinniioonn
We have audited the Financial Statements of Boral Limited (the “Company”) and its subsidiaries (the “Group”)
which comprises the Balance Sheet as at 30 June 2023, the Income Statement, the Statement of Comprehensive
Income, the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and the
Notes to the Financial Statements, including a summary of significant accounting policies and other explanatory
information, and the Directors’ Declaration.
In our opinion, the accompanying Financial Statements of the Group is in accordance with the Corporations Act
2001, including:
Giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its financial performance
for the year then ended; and
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
BBaassiiss ffoorr OOppiinniioonn
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section
of our report. We are independent of the Group in accordance with the auditor independence requirements of
the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are
relevant to our audit of the financial statements in Australia. We have also fulfilled our other ethical responsibilities
in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
KKeeyy AAuuddiitt MMaatttteerrss
Key Audit Matters are those matters that, in our professional judgement, were of most significance in our audit
of the Financial Statements for the current period. These matters were addressed in the context of our audit of
the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte organisation.
160
Statutory Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
KKeeyy AAuuddiitt MMaatttteerr
AAccccoouunnttiinngg ffoorr rreevveennuuee ((rreeffeerr ttoo NNoottee 22..22((aa)) ooff tthhee
ffiinnaanncciiaall ssttaatteemmeennttss))
The Group has recorded revenue from continuing
operations of $3,460.6m for the year ended 30 June
2023.
We considered the accounting for revenue from
continuing operations as it relates to the risk of cut-off
to be a Key Audit Matter due to:
The significance of revenue;
The judgement involved in the determination of the
stage of completion and measurement of progress
towards satisfaction of performance obligations
particularly for Asphalt operations;
The estimated value of construction materials
supplied under long term contracts from the last
progress claims to the end of the reporting period;
and
The estimated revenue recognised in respect of
goods supplied to customers between the date of
the last billing cycles and the end of the reporting
period.
EEssttiimmaattiioonn ooff rreehhaabbiilliittaattiioonn pprroovviissiioonnss ((rreeffeerr ttoo NNoottee
33..66 ooff tthhee ffiinnaanncciiaall ssttaatteemmeennttss))
Rehabilitation provisions associated with quarries
have been recognised by the Group as at 30 June
2023.
costs and
The rehabilitation provisions comprise an estimate of
make-good
costs associated with
environmental obligations pertaining to quarries for
legal or constructive
which the Group has a
obligation.
Expected costs are assessed annually and are based on
estimates of current costs to rehabilitate relevant
quarries. The expected current costs are adjusted for
inflation over the useful life of each site and are
discounted to present value, using a pre-tax discount
rate appropriate to the risks
in the
liability. Other key inputs applied in estimating the
provisions
expected
include management’s
decommissioning plans, regulatory requirements and
opportunities
fully mitigate
to partially or
rehabilitation costs through alternate use outcomes.
inherent
We considered the accounting for rehabilitation
provisions to be a Key Audit Matter due to the
their
complexity and
determination.
judgement
required
in
HHooww tthhee ssccooppee ooff oouurr aauuddiitt rreessppoonnddeedd ttoo tthhee KKeeyy
AAuuddiitt MMaatttteerr
Our procedures included, amongst others:
Obtaining an understanding of
the revenue
processes and relevant controls that management
has in place in respect of the recognition of revenue,
in particular around cut-off;
Testing a sample of revenue transactions recorded
during June and July 2023 to proof of delivery and
customer acceptance documentation, in order to:
o Assess assumptions relating to volume and
customer pricing used in recognising revenue;
o Validate the relevant performance obligation
has been met; and
o Determine whether
recognised in the relevant financial period.
revenue has been
Assessing the appropriateness of the Group’s
accounting policies and disclosures in the financial
statements regarding revenue recognition against
the
requirements of Australian Accounting
Standards.
Our procedures included, amongst others:
Performing inquiries of management to understand
whether there were any significant changes during
the financial year that would impact the estimates
made;
Assessing and evaluating the appropriateness and
integrity of the rehabilitation provision calculation
prepared by the Group, particularly whether the key
assumptions meet the measurement requirements
of Australian Accounting Standards, judgements
have been applied consistently and testing the
mathematical accuracy of the relevant calculations;
Testing the completeness of the quarries included
in the rehabilitation provision;
For a sample of quarries:
o Obtained an understanding of the legal or
constructive obligation that presently exists;
o Assessed the nature, timing and extent of future
rehabilitation work to be performed, including
reasonability of any alternate use
the
outcomes; and
o Compared the cost estimate to rehabilitate the
quarries to external cost benchmarks.
In conjunction with our
specialists, assessing
inflation
management; and
and
discount
internal valuation
the appropriateness of
by
applied
rates
Assessing the disclosures in the Group financial
statements
rehabilitation
respect of
provisions recorded against the requirements of
Australian Accounting Standards.
the
in
161
FINANCIAL STATEMENTSContents
OOtthheerr IInnffoorrmmaattiioonn
The Directors are responsible for the Other Information. The Other Information comprises the information
included in the Group’s Annual Report for the year ended 30 June 2023 but does not include the Financial
Statements and our Auditor’s Report thereon.
Our opinion on the Financial Statements does not cover the Other Information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the Financial Statements, our responsibility is to read the Other Information and,
in doing so, consider whether the Other Information is materially inconsistent with the Financial Statements or
our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we
have performed, we conclude that there is a material misstatement of this Other Information, we are required to
report that fact. We have nothing to report in this regard.
RReessppoonnssiibbiilliittiieess ooff tthhee DDiirreeccttoorrss ffoorr tthhee FFiinnaanncciiaall SSttaatteemmeennttss
The Directors of the Company are responsible for the preparation of the Financial Statements that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
internal control as the Directors determine is necessary to enable the preparation of the Financial Statements that
gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the Financial Statements, the Directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or
has no realistic alternative but to do so.
AAuuddiittoorr’’ss RReessppoonnssiibbiilliittiieess ffoorr tthhee AAuuddiitt ooff tthhee FFiinnaanncciiaall SSttaatteemmeennttss
Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole is free from
material misstatement, whether due to fraud or error, and to issue an Auditor’s Report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this Financial Statements.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of
the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the Directors.
Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our Auditor’s Report to the related disclosures in the
Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our Auditor’s Report. However, future events or conditions
may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the Financial Statements, including the
disclosures, and whether the Financial Statements represents the underlying transactions and events in a
manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the Financial Statements. We are responsible for the
162
Statutory Statements ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023
direction, supervision and performance of the Group’s audit. We remain solely responsible for our audit
opinion.
We communicate with the Directors regarding, amongst other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our
audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably
be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards
applied.
From the matters communicated with the Directors, we determine those matters that were of most significance
in the audit of the Financial Statements of the current period and are therefore the Key Audit Matters. We describe
these matters in our Auditor’s Report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
RReeppoorrtt oonn tthhee RReemmuunneerraattiioonn RReeppoorrtt
OOppiinniioonn oonn tthhee RReemmuunneerraattiioonn RReeppoorrtt
We have audited the Remuneration Report included in the Directors’ Report for the year ended 30 June 2023. In
our opinion, the Remuneration Report of Boral Limited, for the year ended 30 June 2023, complies with section
300A of the Corporations Act 2001.
RReessppoonnssiibbiilliittiieess
The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
DELOITTE TOUCHE TOHMATSU
J A Leotta
Partner
Chartered Accountants
Sydney, 10 August 2023
163
FINANCIAL STATEMENTSContents
Shareholder communications
Enquiries or notifications by shareholders regarding
their shareholdings or dividends should be directed
to Boral’s share registry:
Link Market Services Limited
Locked Bag A14
Sydney South NSW 1235 Australia
Hand deliveries to:
Level 12, 680 George Street
Sydney NSW 2000 Australia
Telephone +61 1300 730 644
Facsimile +61 2 9287 0303
Online services
Shareholders can access and update information
about their Boral shareholdings via the internet
by visiting Link Market Services’ website at
www.linkmarketservices.com.au or Boral’s website
at www.boral.com.
Some of the services available online include:
checking current and previous holding balances, choosing
a preferred Annual Report option, updating address and
bank details, confirming that a tax file number (TFN),
Australian business number (ABN) or proof of exemption
has been lodged, checking the share prices and graphs,
and downloading a variety of forms.
Dividends
The Board has determined not to pay a dividend for FY23.
Dividend Reinvestment Plan
Boral’s Dividend Reinvestment Plan (DRP) was reactivated
in February 2020. For additional information on the
DRP please visit Boral’s website.
Dividend payments
Boral uses direct credit as the preferred method
for paying cash dividends.
For those shareholders with a registered address
in Australia or New Zealand, dividend payments will
only be made by direct credit to a nominated bank
account (rather than by cheque posted to a registered
address). To provide or update bank account details,
please contact the share registry or visit its website
at www.linkmarketservices.com.au.
Shareholders who don’t have a registered address
in Australia or New Zealand and who wish their
dividends to be paid directly to a bank, building society
or credit union account in Australia or New Zealand
should contact the share registry or visit its website at
www.linkmarketservices.com.au for an application form.
Payments are electronically credited on the dividend
payment date and confirmed by a payment advice mailed
to the shareholder’s registered address. All instructions
received remain in force until amended or cancelled in
writing.
Shareholders are also reminded to bank dividend
cheques as soon as possible. Dividend cheques that are
not banked are required to be handed over to the Chief
Commissioner of State Revenue under the Unclaimed
Money Act 1995 (NSW).
Tax or exemption
Shareholders are strongly advised to lodge their TFN,
ABN or exemption. If these details are not lodged with
the share registry, Boral Limited is obliged to deduct
tax at the highest marginal rate (plus the Medicare
levy) from the unfranked portion of any dividend
payment. Certain pensioners are exempt from supplying
a TFN. Shareholders can confirm whether they have
lodged a TFN, ABN or exemption via the internet at
www.linkmarketservices.com.au.
Uncertificated forms of shareholding
Two forms of uncertificated holdings are available to Boral
shareholders:
Issuer-sponsored holdings: this type of holding is
sponsored by Boral and provides shareholders with the
advantages of uncertificated holdings without the need to
be sponsored by any particular stockbroker.
Broker-sponsored holdings (CHESS): shareholders may
arrange to be sponsored by a stockbroker (or certain
other financial institutions) and are required to sign
a sponsorship agreement appointing the sponsor as their
‘controlling participant’ for the purposes of CHESS. This
type of holding is likely to attract regular stock market
traders or those shareholders who have their share
portfolio managed by a stockbroker.
Holding statements are issued to shareholders not later
than five business days after the end of any month
in which transactions alter the balance of a holding.
Shareholders requiring replacement holding statements
should request them from their controlling participant.
Shareholders communicating with the share registry
should have to hand their Securityholder Reference
Number (SRN) or Holder Identification Number (HIN)
as it appears on the Issuer Sponsored/CHESS holding
statements or dividend statements. For security reasons,
shareholders should keep their Securityholder Reference
Numbers confidential.
164
Shareholder informationBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 Annual report mailing list
Shareholders are able to update their preferences for
receiving the annual report via the Link Market Services
or Boral websites, and can nominate to receive email
notification of the release of the Annual Report and
then access it via a link.
Share sale facility
Issuer-sponsored shareholders, particularly small
shareholders, can sell their entire Boral shareholding using
the share registry’s sale facility.
To do so, contact Link Market Services’ Share Sale Centre
on +61 1300 730 644.
Change of address
Issuer-sponsored shareholders should notify any change
of address to the share registry promptly. This can be
done via the Link Market Services website or in writing
quoting their Securityholder Reference Number, previous
address and new address. Change of Address application
forms are also available for download via the Link Market
Services or Boral websites. Broker-sponsored (CHESS)
holders must advise their sponsoring broker of the
change.
Information on Boral
Boral has a comprehensive website featuring news items,
announcements, corporate information and a wide
range of product and service information. Boral’s internet
address is www.boral.com.
The Annual Report is the main source of information
for shareholders. Other sources of information include:
• February – the interim results announcement
for the December half year
• August – the annual results announcement for the year
ended 30 June, and
• October/November – the Annual General Meeting.
Requests for publications and other enquiries about
Boral’s affairs should be addressed to:
Group Communications & Investor Relations
Boral Limited
PO Box 6041
North Ryde NSW 2113
Enquiries can also be made via email:
investorrelations@boral.com.au.
Or visit Boral’s website at www.boral.com.
Share trading and price
Boral shares are traded on the Australian Securities
Exchange Limited (ASX).
The stock code under which they are traded is ‘BLD’
and the details of trading activity are available on
the internet and published in most daily newspapers
under that abbreviation.
American depositary receipts (ADRs)
In the USA, Boral shares are traded in the over-
the-counter market in the form of ADRs issued by the
depositary, The Bank of New York Mellon (BNY Mellon).
Each ADR represents four ordinary Boral shares.
Holders of Boral’s ADRs should contact BNY Mellon on all
matters relating to their ADR holdings.
By mail:
BNY Mellon Shareowner Services
PO Box 30170
College Station, TX 77842-3170
USA
By telephone:
To speak directly to a BNY Mellon representative,
please call 1-888-BNY-ADRS (1-888-269-2377) if calling
from within the United States. If calling from outside
the United States, please call 201-680-6825.
By email:
Send email enquiries to
shrrelations@bnymellon.com or visit the website at
www.bnymellon.com.
Share information as at 7 July 2023
Substantial Holders Notice as at 7 July 2023
Name
No. of shares
% of
Issued
Capital
Date of
Last Notice
Received
Macquarie
Group
Limited
Seven Group
Holdings
Limited
100,576,030
9.12
30 May 2023
800,850,696
72.6 11 October 2022
Rights granted under the Equity Incentive Plan
As at 7 July 2023, Boral Limited had 7,322,327 unquoted
rights under its Equity Incentive Plan for which the number
of holders was 81.
Rights do not give the holder an entitlement to be issued
Boral Limited shares, and do not confer any voting rights
on the holder, unless and until those rights vest (subject to
performance hurdles) and are converted into shares.
165
FINANCIAL STATEMENTSContents Share information as at 7 July 2023 (continued)
Distribution schedule of shareholders as at 7 July 2023
Size of shareholding
(a) in the categories –
1 to 1,000
1,001 to 5,000
5,001 to 10,000
10,001 to 100,000
100,001 and over
b) holding less than a marketable parcel of 125 securities ($4.010 on 07/07/2023)
Number of
shareholders
% of ordinary
shares
23,948
20,738
4,187
2,654
112
51,639
2,326
1.01
4.44
2.74
5.03
86.78
100.00
0.01
Voting rights – ordinary shares
On a show of hands, every person present, who is a member or proxy, attorney or representative of a member,
shall have one vote and on a poll every member who is present in person or by proxy, attorney or representative shall
have one vote for each share held by him or her.
On-market share buy-back
Boral does not have a current on-market share buy-back in place.
On-market acquisitions for employee incentive schemes during the financial year ended 30 June 2023
No Boral Limited ordinary shares were purchased on-market during FY23.
Twenty largest shareholders as at 7 July 2023
Ordinary shares
% of ordinary
shares
NETWORK INVESTMENT HOLDING PTY
INDUSTRIAL INVESTMENT HOLDINGS PTY LIMITED
HSBC CUSTODY NOMINEES
J P MORGAN NOMINEES AUSTRALIA
WOODROSS NOMINEES PTY LTD
CITICORP NOMINEES PTY LIMITED
MANOOKA HOLDINGS PTY LTD
NATIONAL NOMINEES LIMITED
BNP PARIBAS NOMS PTY LTD
BUTTONWOOD NOMINEES PTY LTD
BROADGATE INVESTMENTS PTY LTD
UBS WEALTH MANAGEMENT AUSTRALIA
PACIFIC CUSTODIANS PTY LIMITED
NETWEALTH INVESTMENTS LIMITED
PORTMAN TRADING PTY LIMITED
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
INVIA CUSTODIAN PTY LIMITED
AUSTRALIAN PIONEER PTY LTD
NETWEALTH INVESTMENTS LIMITED
613,609,369
66,312,997
65,963,065
46,875,318
46,619,440
40,248,243
19,893,899
14,393,345
12,694,724
3,359,645
2,823,484
1,852,657
1,481,674
1,374,506
1,013,830
895,518
883,357
788,270
713,631
659,477
55.63
6.01
5.98
4.25
4.23
3.65
1.80
1.30
1.15
0.30
0.26
0.17
0.13
0.12
0.09
0.08
0.08
0.07
0.06
0.06
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
166
Shareholder information ContinuedBoral Limited and Controlled EntitiesBORAL ANNUAL REPORT 2023 30 June
2023
2022
2021
2020
2019
2018
2017
2016
2015
2014
Revenue
Earnings before interest,
tax, depreciation and
amortisation (EBITDA)1
Depreciation and
amortisation
Earnings before interest and
tax (EBIT)1
Net interest expense1
Profit before tax1
Income tax expense1
Non-controlling interests
Profit after tax1
Significant items – net of tax
Net profit/(loss) attributable
to members of Boral Limited
Total assets
Total liabilities
Net assets
Net debt
$m
$m
$m
$m
$m
$m
$m
$m
$m
$m
3,461
3,908
5,346
5,728
5,861
5,869
4,388
4,311
4,415
5,204
455
223
232
(36)
196
(53)
-
143
5
148
481
218
882
807
1,010
1,051
720
645
605
556
437
483
378
368
260
247
249
261
263
445
324
632
684
460
(83)
180
(30)
-
150
811
(131)
314
(63)
-
251
389
(126)
(103)
(104)
(51)
197
(24)
-
174
529
(110)
-
580
(110)
-
419
469
(1,318)
(168)
(32)
409
(67)
-
343
(46)
398
(63)
335
(67)
-
357
(64)
293
(44)
-
268
249
(12)
8
961
640
(1,145)
251
437
297
256
257
294
(83)
211
(37)
(3)
171
2
173
3,939
4,401
7,609
9,162
9,520
9,507
9,381
5,801
5,865
5,559
1,913
2,503
3,274
4,667
3,688
3,781
3,940
2,294
2,341
2,211
2,026
1,898
4,335
4,495
5,832
5,726
5,441
3,506
3,524
3,348
338
476
899
2,580
2,193
2,453
2,333
893
817
718
Funds employed
2,268
2,203
5,120
6,918
8,019
8,168
7,833
4,199
4,192
4,002
-
-
-
-
12.9c
12.9c
7.0%
6.7%
10.4%
6.4
17%
Dividends paid or declared
Statistics
Dividend per ordinary share
Dividend payout ratio1
Dividend cover1
Earnings per ordinary share1
Earnings per ordinary share1,2
Return on equity1
EBIT to sales1
ROFE3,4 (EBIT to average
funds employed1)
Net interest cover (times)1
Gearing (net debt to equity)
Gearing (net debt to net debt
plus equity)
Net tangible asset backing
per share
77
7.0c
51%
1.9
-
-
-
-
111
311
311
281
167
139
117
9.5c
64%
1.6
26.5c
26.5c
24.0c
22.5c
18.0c
15.0c
74%
1.3
66%
1.5
82%
1.2
62%
1.6
56%
1.8
68%
1.5
13.6c
20.6c
14.5c
35.7c
40.0c
33.7c
35.8c
31.9c
22.0c
13.6c
20.6c
14.5c
35.7c
40.0c
33.7c
33.3c
29.7c
20.5c
5.8%
8.3%
3.9%
5.7%
7.2%
8.2%
6.3%
10.8%
11.7%
10.5%
7.6%
9.2%
7.1%
8.1%
5.1%
5.7%
7.4%
4.3%
7.8%
6.1
38%
8.5%
6.6
43%
7.6%
9.1
43%
9.5%
8.7%
6.7%
6.3
25%
5.6
23%
3.5
21%
2.6
57%
7.9%
6.7%
7.2%
3.2
25%
3.4
21%
17%
14%
20%
36%
27%
30%
30%
20%
19%
18%
$1.77
$1.66
$2.04
$1.85
$2.10
$1.99
$1.79
$4.40
$4.31
$4.03
Results have been prepared under Australian equivalents to International Financial Reporting Standards (A-IFRS).
Figures may not add due to rounding.
1. Excludes significant items.
2. Adjusted to reflect the bonus element in the renounceable entitlement offer which occurred during November and December 2016.
3. Return on funds employed (ROFE) is calculated as EBIT before significant items on funds employed (average of opening and closing funds employed for the year).
4. Refer to the Remuneration Report for a discussion of how ROFE is used as an additional performance hurdle under the Company's Long Term Incentive Plan.
167
Financial historyBoral Limited and Controlled EntitiesFINANCIAL STATEMENTSContents This page is intentionally left blank
168
BORAL ANNUAL REPORT 2023 Boral Limited
ABN 13 008 421 761
Level 3, Triniti 2
39 Delhi Road
North Ryde NSW 2113
PO Box 6041
North Ryde NSW 2113
t: +61 2 9220 6300
w: www.boral.com
e: info@boral.com.au
Share registry
c/- Link Market Services
Level 12, 680 George Street
Sydney NSW 2000
Locked Bag A14,
Sydney South NSW 1235
t: +61 1300 730 644
w: www.linkmarketservices.com.au
e: boral@linkmarketservices.com.au
AGM details
The Annual General Meeting
of Boral Limited will be held on
Thursday, 26 October 2023.