Tower Limited
Annual Report 2022

Plain-text annual report

Tower Limited Annual Report 2022 TOWER LIMITED ANNUAL REPORT 2022 2022 YEAR IN REVIEW UPDATE FROM CHAIR & CEO MAKING INSURANCE EASY • Innovating to make insurance easier for customers • Creating beautifully simple and rewarding customer experiences • Transparency & fairness at the heart of our customer experience • Flood risk-based pricing • Expanding our core product range • Partnering everywhere • Making insurance affordable and accessible • Investing in the Pacific CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME • Managing the impacts of climate change • Supporting our communities through climate change SUPPORTING CUSTOMERS THROUGH LARGE EVENTS AND EVERYDAY CLAIMS • FY22 large events and everyday claims • Transforming our claims experience PUTTING OUR PEOPLE FIRST • Diverse and inclusive to the core • Supporting our people • Developing careers in the Pacific PROTECTING THE FUTURE • Managing our ESG issues • Our ESG strategy BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS • Financial Statements • Notes to the consolidated financial statements INDEPENDENT AUDITOR'S REPORT APPOINTED ACTUARY'S REPORT CORPORATE GOVERNANCE AT TOWER GRI CONTENT INDEX TOWER DIRECTORY REGISTRAR 01 02 04 06 12 14 16 18 20 22 24 26 28 32 34 40 42 48 50 54 56 58 60 62 63 64 66 66 74 113 118 122 136 142 143 TOWER LIMITED ANNUAL REPORT 2022TOWER LIMITED ANNUAL REPORT 2022 02 2022 YEAR IN REVIEW 2022 YEAR IN REVIEW 03 2022 IN REVIEW 13% $27.3m $18.9m 319k 200k Underlying GWP growth $457m vs $404m in FY21* Underlying profit incl. large events vs $20.8m in FY21* 50% Of Tower customers hold multiple products 78% Growth in EV policies - 4140 policies in FY22 vs 2320 in FY21 Profit after taxation $19.3m in FY21 Customer growth vs 304,000 in FY21 My Tower registrations vs 132k in FY21 30% Reduction in New Zealand electricity emissions after moving to 6 Green Star head office, vs 2020 baseline year 7.8 Employee NPS vs 7.7 in FY21 $19m Large events vs $13.9m in FY21 73k Everyday claims paid in New Zealand *For a reconciliation of Tower’s underlying GWP and underlying profit, which are non-GAAP measures, to its reported GWP and profit after taxation respectively, see Tower’s FY22 Investor Presentation, announced 23 November, 2022 via the NZX. 04 UPDATE FROM CHAIR & CEO UPDATE FROM CHAIR & CEO 05 UPDATE FROM CHAIR & CEO "At Tower, our purpose is to inspire, shape and protect the future for the good of our customers and communities." Strong growth and business performance We are pleased to report that in the year to 30 September 2022, our underlying profit including large events was $27.3m, up 31% from $20.8.m for the full-year 2021. Underlying profit, excluding large events, was $41m, compared to $30.8m in the prior year. Profit after taxation was $18.9m, versus $19.3m at the end of FY21. Tower’s focus on simple and rewarding customer experiences combined with our digital and data capability have contributed to strong growth. During the financial year we grew customer numbers to 319,000, up 5% on last financial year. We also grew our underlying gross written premiums (GWP) 13% year on year, up to $457m. Reflecting these positive results and based on Tower’s dividend policy, the Board has declared a final dividend of 4 cents per share. This will be paid on 1 February 2023,bringing total dividends for FY22 to 6.5 cents per share. We remain in a strong capital and solvency position. As at 30 September 2022, Tower’s New Zealand parent solvency ratio was 205% and the company was holding $22m above itstarget solvency margin. In March, the Board returned $30.6m in excess capital to shareholders by way of a compulsory share buyback under a court-sanctioned Scheme of Arrangement. In FY22 Tower successfully navigated global and domestic challenges including record inflation, supply chain blockages, access to talent, and increasing large events. We are pleased that the actions we have taken to address these challenges, combined with consistent growth and strong underlying business performance, are delivering results for shareholders. Delivering on innovation and growth Our flagship Tower Direct business continues to go from strength to strength, growing GWP by 17% to $320m as we innovate to build rewarding and engaging relationships with customers. Our digitisation strategy has seen us make the process of purchasing and managing insurance policies and making a claim even easier on one simple online platform. We have also enhanced transparency of pricing and individual property risk with the introduction of our flood and earthquake risk rating tool. Digitisation of our Pacific business continues at pace and we are now operating on one core platform across New Zealand and the Pacific, leading to further improvements in efficiency and competitiveness. Similarly, our partnerships business has attracted new partners such as Ray White, and our flagship Trade Me offering has increased by 38% to 45,000 policies. During the year we were pleased to complete our strategy of acquiring legacy insurance books from banks and migrating them to Tower Direct, reducing commission payments by around $11m per year. Our technology partnerships are enabling the business to be increasingly nimble in responding to challenges and capitalising on opportunities. In the financial year we were particularly pleased to win a number of industry awards for our leading customer experience, including the Insurance Business Awards New Zealand General Insurer of the Year, and the top Canstar Car Insurer of the Year and Outstanding Value Car Insurance Awards for the second year running. Recognising our people Our 2022 financial year result is a credit to Tower’s management and people who focused on delivering our strategy and the resulting customer benefits. We were pleased to have further bolstered our leadership team and Board this financial year. In January, we welcomed both our Chief Financial Officer, Paul Johnston, and Chief Claims Officer, Steve Wilson, and in June, Greg Moore joined as Chief Digital and Data Officer. In February we farewelled Steve Smith who had been a Director of Tower since 2012. On 30 November, Warren Lee retired following seven years' service to Tower. We sincerely thank Steve and Warren for their considerable contribution towards Tower’s transformation over the years. Just after the close of the financial year, the Board was pleased to welcome Geraldine McBride as a Director on 1 October. Geraldine brings extensive governance and technology industry experience both internationally and in New Zealand. Managing the impacts of climate change It’s clear that the biggest challenge we collectively face is the threat of climate change. Tower is committed to navigating the changing climate in support of our customers and communities in New Zealand and the Pacific, and in the long-term interests of our shareholders. That’s why we have introduced flood risk-based pricing and a parametric insurance pilot, to better inform and prepare our customers and business for the future. Increasing the large event limit in our financial plans and the successful renewal of Tower’s reinsurance programme also provide important protection from this volatility. In the coming financial year, we will respond to the Government’s new, mandatory Climate-related Disclosures reporting regime by sharing the risks and opportunities we anticipate from a range of potential climate change scenarios. We see this regime as a positive opportunity to inform our business strategy and support future resilience. Environmental, social and governance commitments This year, for the first time, we are pleased to integrate environmental, social and governance (ESG) commentary throughout our annual report, in accordance with the Global Reporting Initiative (GRI) 2021 Standards. This approach reflects our commitment to transparency and providing shareholders with the widest possible view of our activities. Tower has identified and prioritised its most relevant ESG impacts and has initiatives in place to address them. These are highlighted throughout the report with a list of our material topics summarised on page 62. We welcome feedback on this report from our shareholders and look forward to sharing our progress as we continue our sustainability journey, in tandem with our other strategic priorities. MICHAEL STIASSNY Chairman BLAIR TURNBULL CEO 06 MAKING INSURANCE EASY MAKING INSURANCE EASY 07 MAKING INSURANCE EASY 08 MAKING INSURANCE EASY MAKING INSURANCE EASY 09 Key to our strategy is a relentless focus on our customers, deepening our relationships with them through rewards, new products and other offerings that make sense and create value. 10 MAKING INSURANCE EASY MAKING INSURANCE EASY 11 DON’T JUST TAKE OUR WORD FOR IT “Just great service, easily accessible and right first time!!” – Davina, Tower customer, March 2022 “Incredible friendliness, so engaging and explained everything.” – Carolyn, Tower customer, December 2021 “The My Tower login is super easy to use to update and change policies.” – Pradeep, Tower customer, August 2022 NEW ZEALAND GENERAL INSURER OF THE YEAR Insurance Business Awards NZ 2022, Awarded in February CANSTAR CAR INSURER OF THE YEAR Awarded in September CANSTAR 2022 OUTSTANDING VALUE CAR INSURANCE AWARD Awarded in September CELENT CUSTOMER EXPERIENCE TRANSFORMATION Celent Model Insurer Awards 2022, Awarded in March NEW ZEALAND INSURTECH INITIATIVE OF THE YEAR AWARD Insurance Asia Awards 2022 – Quick Quote, Awarded in June 12 INNOVATING TO MAKE INSURANCE EASIER FOR CUSTOMERS INNOVATING TO MAKE INSURANCE EASIER FOR CUSTOMERS 13 INNOVATING TO MAKE INSURANCE EASIER FOR CUSTOMERS Customers are increasingly engaging with us online. In FY22 Tower continued to invest in and develop industry-leading technology and tools to deliver beautifully simple customer experiences. This digital focus has contributed to our flagship Tower Direct business performing well in FY22, with GWP up 17% to $320m. Throughout the year we’ve continued to enhance our unique My Tower offering. In addition to purchasing insurance, making a claim, and updating and keeping track of policies on one simple online platform, customers can also: • View a personalised comparison of pricing changes at renewal time • View their property’s individual risk profile for flooding and earthquakes • Adjust their sum insured • Update their personal details and payment methods • View discounts and promotions. 200k 66% 17% 50% 48% Customers now registered for My Tower NZ, vs 132k in FY21 Of Tower Direct sales now digital Increase in Tower Direct online quotes from FY21 Of service tasks and transactions completed digitally in NZ Of claims now lodged online in NZ 14 CREATING BEAUTIFULLY SIMPLE AND REWARDING CUSTOMER EXPERIENCES CREATING BEAUTIFULLY SIMPLE AND REWARDING CUSTOMER EXPERIENCES 15 CREATING BEAUTIFULLY SIMPLE AND REWARDING CUSTOMER EXPERIENCES Charlie the chatbot Charlie the chatbot handled more than 92,000 customer queries in FY22. Through clever use of artificial intelligence, Charlie can answer more than 10,000 unique questions and is learning more every day. Charlie is available to customers 24/7. Quick Quote Making it quicker to get a quote has increased the number of quotes we’ve provided. Quick Quote uses big data and automation to make the insurance quotation process as simple as possible for customers. A quote from Tower now only requires responses to between five and nine questions, depending on the policy. 16 TRANSPARENCY & FAIRNESS AT THE HEART OF OUR CUSTOMER EXPERIENCE TRANSPARENCY & FAIRNESS AT THE HEART OF OUR CUSTOMER EXPERIENCE 17 TRANSPARENCY & FAIRNESS AT THE HEART OF OUR CUSTOMER EXPERIENCE We are focused on building trust, through fair and transparent insurance services. Our customer research tells us that insurers traditionally do not make things easy for customers; only a quarter of Kiwis told us they are confident they have the right cover for all their risks*. Three-quarters of people surveyed also told us that transparency of information is one of the most important factors when deciding on an insurance provider. We recognise the need for clearly worded and simple descriptions of insurance products that ensure customers understand what they’re covered for. Easy to understand insurance In addition to ensuring our policies achieve the WriteMark plain English standard, we progressed several important initiatives in FY22 aimed at increasing transparency and fairness. These include our approach to risk- based pricing for flooding which launched in November 2021, and continually simplifying and improving our customer self-service offering through digitisation. We enhanced our digital platform to provide customers with transparent pricing. We also challenged industry norms by making it easier for customers to cancel their insurance online without needing to call the contact centre. With 82% of customers surveyed saying they are likely or very likely to insure with Tower again in the future, this approach has removed an unnecessary pain point for customers. Toka Tū Ake – EQC levy change A substantial change to premiums in 2022 was driven by the Government’s decision to double the amount Toka Tū Ake – EQC will pay out in certain types of natural disasters, to $300k per household. With most customers seeing a resulting increase in premiums, Tower proactively explained the change in premiums to customers, including producing an easy-to- understand video which received positive customer feedback. Putting things right for our customers An important part of being fair and transparent is fronting up and fixing things when we don’t get them right. In the 2023 financial year, Tower will put things right for customers whose discounts weren’t calculated correctly. Following an internal review, we identified that some customers who hold multiple policies with Tower have not received the multi-policy discount they were entitled to. After we identified the issue, we proactively advised the Financial Markets Authority (FMA). We are identifying affected customers and calculating refunds due. Customers will not need to take any action as we will make contact directly as appropriate. We sincerely apologise to customers who have been affected by this error. We have put new processes in place to ensure that customers always receive their correct discounts. *From Tower research commissioned in September 2021, which surveyed 1,000 New Zealanders 18 FLOOD RISK-BASED PRICING FLOOD RISK-BASED PRICING 19 FLOOD RISK-BASED PRICING In November 2021, Tower introduced flood risk-based pricing and a new online tool to help all Kiwis better understand and prepare for the risks their properties face, and to ensure we keep premiums fair and transparent. The tool was developed in partnership with Risk Management Solutions (RMS, a global risk- modelling company). It’s the first fully probabilistic flood model for New Zealand and allows a low, medium or high rating for every residential address in the country. We also use this data to help customers understand their premiums. Through My Tower we have raised the benchmark around open and transparent pricing for customers, by presenting visual breakdowns of customer premiums in a simple chart, where they can easily compare year-on- year changes for the various pricing elements. Throughout 2022, all home insurance customers who have held Tower policies prior to November 2021 have been transitioned to our new flood-risk rating model, with nearly 90% receiving a reduction in the flood- risk portion of their premiums. Looking forward, Tower will expand its risk-based pricing approach to include coastal erosion and coastal flooding risk by the end of 2023, with windstorm to follow. 20 EXPANDING OUR CORE PRODUCT RANGE EXPANDING OUR CORE PRODUCT RANGE 21 EXPANDING OUR CORE PRODUCT RANGE At Tower, we’re all about solving our customers’ problems before they even know they have them. This enables us to build deeper relationships with customers who then stay with us longer. Pet insurance We launched pet insurance in December 2021. From home and contents to canines and cats, customers are now able to insure their most precious possessions and furry friends with Tower. In FY22, Tower developed a new renovation insurance product. We also partnered with Allianz Partners to offer travel and pet insurance. Travel cover Tower launched travel insurance in October 2021. Once borders opened fully in March, Kiwis left the country in earnest with 19% of travel insurance policies purchased for trips to Australia, followed by New Zealand at 14%, the UK at 12%, and Fiji and the US at 9%. 55 18 19% Injured dogs recovered Sick cats nursed back to health Of travel insurance policies were for trips to Australia - our most popular destination Contract Works – Renovation cover Kiwis took out more than 30,000 renovation consents for their houses last year. But our research* shows many people aren’t aware home insurance doesn’t cover everything related to renovating. In August 2022, Tower launched Contract Works – Renovation cover. It’s separate from house insurance and builders’ insurance, and covers damage while work is being done, as well as theft of construction materials. Disciplined, data-driven underwriting improving risk accuracy We are staying ahead of inflationary pressures by ensuring accurate sum insured amounts for our customers’ homes. Now almost 100% of our house customers’ sums insured are updated automatically on their policies, either by the consumer price index or the Cordell calculator, compared to only 77% a year ago. Our underwriting capability is becoming increasingly automated, with 95% of risks in New Zealand now sold without requiring a manual underwriting review. We are continuously monitoring our pricing to ensure we stay both competitive and profitable. Our agility and data-driven capabilities have enabled us to make more than 140 pricing and underwriting adjustments in the year. *From Tower research commissioned in July 2022, which surveyed 1,005 New Zealanders 22 PARTNERING EVERYWHERE PARTNERING EVERYWHERE 23 PARTNERING EVERYWHERE Smart, meaningful partnerships have been key to unlocking growth amid a rapidly changing insurance landscape. Bringing Kiwis home safe We’re proud to celebrate one year of partnering with Coastguard New Zealand. New Tower Boat customers are eligible for a discounted Coastguard membership. In FY22 Tower’s Partnerships business increased GWP from active partners by 35% to $54m and Tower has attracted a number of new partners over the year. Coastguard volunteers and staff are also eligible for insurance discounts. These discounted rates help drive Coastguard memberships and ultimately, keep more Kiwis water safe. Ray White Concierge TSB Unlike any other service in the New Zealand property industry, Ray White launched Concierge in partnership with Tower in October 2022. Our partnership with Ray White makes it even easier for people to insure their home during a seamless property purchase process experience, with access to our entire product range and My Tower platform. Kiwi Adviser Network In September 2022, Tower partnered with the Kiwi Adviser Network (KAN). KAN has relationships with 200 advisors and 20 New Zealand mortgage lenders across NZ. This partnership helps simplify insurance referrals for advisers and is another positive step forward for Tower’s partnerships advisory model, helping to accelerate the growth of our network by 35% to 1,500 active advisors throughout FY22. Flagship Trade Me Partnership Our flagship Trade Me partnership has gone from strength to strength this financial year, growing 38% to $25m GWP and helping Tower reach a range of customers through Trade Me Insurance (TMI). In March, TMI extended its offering to include our Boat insurance product. With more than 3,000 boats for sale on Trade Me at any one time, we're continuing to provide insurance cover for products on Trade Me with our online journey. In May we announced a new five-year referral agreement with TSB, providing the opportunity for further growth. Tower has underwritten TSB-branded insurance products since 2004. Legacy insurance book acquisitions complete In September we completed our strategy of acquiring legacy insurance books and migrating them to Tower Direct. We announced we would acquire and assume Kiwibank’s rights and obligations relating to servicing a portfolio of insurance policies underwritten by Tower. Since February 2021, Tower has purchased books for a total price of $26m from ANZ, Westpac, TSB and Kiwibank, ending commission payments and enabling us to have a direct relationship with these customers, who hold more than 88,000 assets and contents policies. Previously, Tower paid total commission to these partners of around $11m per annum. Reducing commissions The transformation of our Partnerships business to a lower commission model and our legacy book acquisitions have resulted in commission payments reducing to 2.2% of gross earned premiums in FY22. 24 MAKING INSURANCE AFFORDABLE AND ACCESSIBLE MAKING INSURANCE AFFORDABLE AND ACCESSIBLE 25 “Cyclones bring a lot of damage to our village. This type of insurance will help us buy food and replace or repair our damaged possessions. It just costs a few bundles of fish to pay for the premiums for the whole year.” – Ledua, Tower Fiji Cyclone Response Cover pilot customer. MAKING INSURANCE AFFORDABLE AND ACCESSIBLE Providing affordable and accessible insurance is a priority for Tower, including in our Pacific markets, where most people are either not insured or are underinsured. Low rates of insurance in the Pacific are due to a range of issues, including the insurability of many Pacific homes, the unique ownership structures of properties within families, affordability, a lack of insurance products to suit their needs, or a lack of available internet or transportation to access insurance products. We know that not having the right cover makes people, communities, and economies reliant on aid, which creates unnecessary uncertainty and can mean it takes more time to recover when the worst happens. As a Kiwi and Pacific insurer, we have a responsibility to ensure insurance remains accessible and affordable. This is a challenge given the current inflationary environment and increasing risks from large events and climate change. We are committed to providing products that meet our customers’ needs, offering insurance services that are as affordable and accessible as possible, and increasing the number of people with appropriate insurance. We continuously monitor our pricing and benefits to ensure we are competitive and offer value for money. We have also formed an affordability focus group to ensure our team have all the right skills necessary to help customers navigate affordability issues. customer is impacted by a weather event, regardless of damage and without the need for an insurance assessor’s signoff. In the Pacific, Tower has advocated strongly for higher penetration of insurance. This year we made a submission to the Fiji National Financial Inclusion Strategy, calling for fast and affordable internet access. We participated in an industry initiative to develop a financial literacy programme for insurance with the United Nations Development Programme (UNDP). And in February we announced a partnership with Business Link Pacific to increase insurance knowledge in the South Pacific. Cyclone Response Cover We see the Pacific as an excellent test bed for new technology and product development. With weather events becoming more extreme, it’s important for insurers to look at different insurance models to help communities recover more quickly from widespread damage. Parametric insurance provides a rapid cash pay-out when a In October 2022, Tower launched Cyclone Response Cover, a parametric insurance pilot in Fiji, ahead of the 2022/2023 cyclone season. Cyclone Response Cover automatically pays customers following cyclone events, based on windspeed and proximity. It aims to help communities recover more quickly from a large event and offers financial security and peace of mind to customers who may not benefit from traditional insurance. It’s an affordable, lower-cost, lower total cover approach and nimbler than the assessment-based insurance models we have now. It isn’t a silver bullet and won’t replace assessment- based insurance, but it’s part of the solution – importantly, it’s a step forward in increasing insurance accessibility across the Pacific. Following the pilot phase, Cyclone Response Cover will be available to all Tower customers in Fiji for the 2023/2024 cyclone season. From there, Tower will begin to expand the product into our other Pacific Island markets. 26 INVESTING IN THE PACIFIC INVESTING IN THE PACIFIC 27 INVESTING IN THE PACIFIC Tower has been helping to protect Pacific Island customers and communities with insurance for more than 140 years. now also live in Vanuatu and Tonga. In April 2022, we launched our signature My Tower platform in Fiji, followed by My Tower Vanuatu in November 2022. My Tower means our Fiji customers no longer need to make the trip to one of our branches to make a claim, purchase insurance, change their sum insured or pay their premiums – all of this can now be done online via My Tower. We plan to launch online quote to buy and My Tower across all our Pacific territories by the end of FY23. Simplifying our Pacific business In December 2021, Tower completed the acquisition of its subsidiary National Pacific Insurance Limited (NPI) which operates across Tonga, American Samoa and Samoa. Tower has begun the process of rebranding NPI to Tower. In June 2022, Tower announced the conditional sale of all its shares in its Papua New Guinea subsidiary to Alpha Insurance Limited. The sale was completed in October 2022. It delivers good value to shareholders and will enable Tower to accelerate streamlining and modernising our Pacific business operation. In this time, Tower has been able to tap into local talent, expertise and important perspectives on issues like product development and more recently, climate change. Our Pacific team has been instrumental in the development of our parametric insurance pilot and in understanding climate change impacts on our Pacific customers. Our operations hub in Suva is the heart of our Pacific arm. In the last two years alone, we’ve celebrated significant growth in Fiji, creating more than 50 new jobs for local people, and we now have staff in Suva working across every Tower business unit. This growth both bolsters the local economy and safeguards overall business continuity and resilience. Having people across different regions means our team in Fiji can support our Pacific customers as well as peaks and troughs in customer service calls across the Tower Group. Beyond investing in talent, we’re also investing heavily in digital and data technologies to increase insurance accessibility and bring a more modern, streamlined insurance experience to the Pacific region. We’ve invested nearly NZ$7m into our Pacific digital transformation, and our digital platform is now live in every Pacific market we operate in. In March 2022, we launched Fiji and the Pacific’s first ever online quote-to buy insurance experience, and this is 1 71% 88% 45% Core NZ and Pacific personal lines platform now live Increase in Fiji new business vs FY21 Of all Fiji new business purchased via new digital platform Of all new business in the Pacific purchased via new platform Tower’s core platform has now been rolled out across seven Pacific countries, supporting a return to growth for our Pacific business with GWP up 8% to $58m. 28 CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME 29 CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME 30 CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME CLIMATE CHANGE – TACKLING THE CHALLENGE OF A LIFETIME 31 Tower is focused on managing the impacts of climate change, both within our business and for the communities we serve. We recognise that we have a responsibility to make a positive contribution to mitigating climate change through our own operations, and through our influence as a committed Kiwi and Pacific business. 32 MANAGING THE IMPACTS OF CLIMATE CHANGE MANAGING THE IMPACTS OF CLIMATE CHANGE 33 MANAGING THE IMPACTS OF CLIMATE CHANGE Tower has four main strategies for managing climate change impacts: 1 3 Continuing to expand our risk-based pricing strategy to include more climate-related hazards. Implementing a robust reinsurance programme to provide protection from volatility. 2 4 Budgeting for increasing large events in our planning to manage Managing the impacts of climate financial impacts. change Working towards a more sustainable future by supporting communities through climate change and reducing emissions through every aspect of our value chain. Robust reinsurance programme Climate-related Disclosures In October 2022, we successfully renewed our reinsurance programme for the 2023 financial year, obtaining comprehensive cover with very competitive rates for our home, motor, boat and commercial portfolios, across New Zealand and the Pacific. Tower’s reinsurance strategy provides protection from volatility caused by large events and maintains financial flexibility to support growth, while underpinning strong solvency. The New Zealand Government's new Climate-related Disclosures reporting regime will come into effect for accounting periods starting after 1 January 2023 and will therefore apply to Tower’s FY24 reporting. We see this reporting regime as a positive opportunity to inform our business strategy and are planning to make some early Climate-related Disclosures in our FY23 reporting. Lifting awareness & education Tower increased the catastrophe upper limit to $934m to reflect business growth. The catastrophe cover excess is $11.9m, up from $11.3m in FY22. Reinsurers are attracted to Tower’s robust risk management capabilities, strong underwriting, including our approach to risk-based pricing, and our dynamic rating capability. To help raise awareness of risks and climate change issues we are sharing useful data with New Zealand customers via our flood and earthquake hazard model. We also support scientific research, education and innovation through our partnership with Waikato University’s Bachelor of Climate Change Studies. We are committed to championing informed and pragmatic dialogue on climate change impacts and responses. Throughout the year, Tower has been vocal on these issues with a range of stakeholders and media in New Zealand and in the Pacific. We are clear about what’s needed. Insurers need to develop new products and models. Local and central government need to invest in mitigation solutions for suburbs and cities. We need urgent changes to building codes and to take weather events into consideration as we plan new housing developments. 1 2 3 34 SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE 35 SUPPORTING COMMUNITIES THROUGH CLIMATE CHANGE Tower is committed to helping New Zealand and the Pacific’s transition to a more sustainable future. Our greatest opportunity to support this aim is by positively influencing and supporting our customers through the services and products we provide. including policies that cover electric and hybrid vehicles, e-bikes and e-scooters. Decarbonising transport Ensuring our product development and innovation supports climate change resilience and action is a priority for Tower. We know traditional insurance products fail to adequately support many Pacific people who either do not have insurance or are underinsured. To help build future resilience in the face of climate change in the Pacific, we are piloting parametric insurance with Cyclone Response Cover and improving the accessibility of insurance products through digital investments. In New Zealand, Tower is supporting more sustainable forms of transport with innovative insurance offerings Since broadening the range of EVs we insure in 2021 and the introduction of government schemes to incentivise uptake of EV and hybrid vehicles, sales of EV policies continued to soar, with the number of Tower EV policies increasing by 78% during 2022. Sustainability benefit Our $15,000 sustainability payment, on top of the sum insured, provides an incentive to choose sustainable building materials and features when building a new home following a total loss from fire or flood. 78% 65% Growth in EV cover Growth in hybrid vehicle cover 36 SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE 37 GoCarma carbon feature This year, we updated our GoCarma app to present customers’ personalised carbon emissions from driving and give feedback on how to improve driving to reduce emissions. Carbon emissions target Tower has set a science-based reduction target of 21% over five years from our 2020 base year. We first calculated our carbon footprint for two financial years in 2021 in accordance with the requirements of the Greenhouse Gas Protocol and ISO 14064-1:2018. We have ambitiously elected to use FY20 (1 October 2019 – 30 September 2020) as our first year of measurement, which includes multiple lockdowns in all the markets we operate in. While this base year does not reflect our pre-Covid footprint, we are aiming to incorporate the lessons of three years of working remotely and travelling less. We take measuring and reducing our emissions seriously as we recognise that every effort to reduce emissions helps to mitigate global warming. Our carbon impacts reach well beyond the boundaries of our own operational activities and include the activities of our whole value chain, including the suppliers we work with. Our emissions profile Our emissions temporarily reduced in FY21 due to the substantial reduction in travel and energy use experienced by many office-based companies throughout the pandemic. As expected, our ambitious targets are proving challenging as we continue to grow and increase customer interactions, particularly in the Pacific islands. This return to normal activities has seen our overall carbon footprint increase 12% to 617 tCo2e against our FY20 baseline year (551 tCo2e). This is largely driven by our Pacific fleet of 18 vehicles which have doubled emissions compared to our FY20 base year contributing to a 78% increase in our Scope 1 emissions. We are committed to reducing our fleet emissions and have already taken actions to curb these, such as replacing our New Zealand fleet with plug-in hybrid vehicles. This has helped manage increases to our New Zealand mobile combustion emissions in FY22 and we expect to see the full benefit of this change in FY23. We will transition four of our Pacific fleet vehicles to hybrids in FY23. Some 62% of Tower’s greenhouse gas (GHG) emissions come from our Pacific operations. While this is largely due to vehicle use, it also reflects the energy supply in the Pacific compared to mostly renewable sources in New Zealand. In our Pacific premises we rely on generators when the local electricity grids regularly fail. In FY23 we will investigate how we can implement more sustainable electricity sources for our Pacific properties. The move to our new 6 Green Star- rated building in Auckland has helped reduce our corporate office emissions and waste in New Zealand, contributing to a 30% reduction in Scope 2 emissions and an 80% decrease in emissions from our Auckland premises versus our base year. Air travel accounted for 12% of our emissions in FY22. While this was up 63% from FY21 as we reconnected with our people in the Pacific after two years of restrictions, it is down 42% compared to the FY20 base year, contributing to a 5% reduction in Scope 3 emissions. In FY22 we implemented a new Sustainable Business Travel Policy, which requires staff to first consider alternatives to travelling such as use of video conference, as well as more sustainable ways to travel. Paper use and waste were minor contributors to our carbon footprint in FY22. In FY22 we also developed a Supplier Code of Conduct, which sets out our environmental, social and governance expectations for all our suppliers. In FY23 we will work proactively with suppliers to understand and reduce our broader emissions profile. In taking responsibility for our emissions, our preferred approach is to invest in initiatives that reduce gross emissions as much as possible. Therefore, we have elected not to offset our FY22 emissions. Emissions by scope SCOPE FY20 (TCO2E) FY21 (TCO2E) FY22 (TCO2E) SCOPE 1 SCOPE 2 SCOPE 3 169 180 202 115 165 98 300 126 191 38 SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE SUPPORTING OUR COMMUNITIES THROUGH CLIMATE CHANGE 39 NEW 6 GREEN STAR HEAD OFFICE Tower’s new home at 136 Fanshawe Street was designed, developed, and constructed with sustainability in mind. The building is equipped with cutting-edge technology aimed at saving energy and cutting waste, and features a 6 Green Star rating, using the Green Star NZ – Office Built V3 tool. 40 SUPPORTING CUSTOMERS THROUGH LARGE EVENTS AND EVERYDAY CLAIMS SUPPORTING CUSTOMERS THROUGH LARGE EVENTS AND EVERYDAY CLAIMS 41 SUPPORTING CUSTOMERS THROUGH LARGE EVENTS AND EVERYDAY CLAIMS 42 FY22 LARGE EVENTS AND EVERYDAY CLAIMS FY22 LARGE EVENTS AND EVERYDAY CLAIMS 43 FY22 LARGE EVENTS AND EVERYDAY CLAIMS OCT 21 JAN 22 Hunga Tonga - Hunga Ha’apai volcanic eruption & tsunami FEB 22 Cyclone Dovi JUN-JUL 22 Nationwide storms FEB 22 North & South Island floods (incl Westport and West Coast) MAR 22 North Island rainstorms AUG 22 Nelson-Tasman floods SEP 22 359% $7.7m 68 17.5k 31.3k 11.2k Increase in mask-related claims, mainly for broken or lost hearing aids and glasses In claims related to damage caused by children* Lightning strikes resulting in claims Car windscreens replaced or repaired Vehicles fixed or replaced (in addition to windscreen claims) Claims for Kiwi and Pacific homes *Parents and caregivers at Tower were unsurprised by this statistic 44 FY22 LARGE EVENTS AND EVERYDAY CLAIMS FY22 LARGE EVENTS AND EVERYDAY CLAIMS 45 HUNGA TONGA– HUNGA HA'APAI VOLCANIC ERUPTION AND TSUNAMI "One thing that stands out for us is honesty. Thank you very much for always being there for us in the bad times, during Cyclone Harold and the Tsunami.” – Marian, Tower Tonga Customer January 2022 saw a one in a thousand year event; the Hunga Tonga–Hunga Ha'apai volcanic eruption and subsequent tsunami in Tonga. The event was seen and felt around the globe and was an incredibly challenging time for the people of Tonga, including our Tower team and customers. Since then, Tower’s goal has been to help the people of Tonga recover as quickly as possible, so they can focus on rebuilding their lives. Initial response The force of the eruption severed Tonga’s internet and communications cable, with international communications not restored until five weeks later. However, Tower’s operational resilience meant we were able to communicate immediately with our people to ensure their safety and begin to help customers. It also meant that our in-country claims partner networks could be deployed almost immediately to begin assessing damage and assisting customers. Lodging claims and fast Simultaneously, we ran radio ads letting all people in Tonga, including our customers, know how to protect their homes and cars from further damage and how to make a claim. Our locally based staff proactively contacted customers to lodge claims, and within three weeks almost all customers had been contacted and the status of their homes and cars was known. We are proud to say that due to our planning for in-country resource in case of large events, Tower paid its first claim within a month of the event as soon as the banking networks were re-established. Within two months, we had lodged every claim, settled many and understood the likely cost to Tower. All our customers had a settlement pathway in place. At the end of the financial year Tower had settled 93% of all claims related to the event. Tower is incredibly proud of the courage and dedication displayed by our teams to do what’s right for our customers and really make a difference in their lives, during such a difficult and traumatic time. 46 FY22 LARGE EVENTS AND EVERYDAY CLAIMS FY22 LARGE EVENTS AND EVERYDAY CLAIMS 4747 LAKE ŌHAU FIRE, TWO YEARS ON “You don’t think it will happen to you but having gone through something like this, you wouldn’t go without insurance.” – Nyree Schaar, Tower customer & Lake Ōhau resident October 2020 October 2022 October 2022 marked the two year anniversary of the Lake Ōhau fire, one of New Zealand’s largest wildfires on record. Tower customers Nyree and Pieter Schaar, along with their children Josh and Emily, cat Whiskers and dog Rex, lost their family home of 10 years in the fire, alongside nearly 50 other houses. We caught up with the Schaars in their new home, completely rebuilt by Tower, amongst one of the most stunning landscapes in the country. Meeting with the Schaars reminded us of how important our role is to make things easier on people’s journey to recovery. close to the house and still have a home,” says Nyree. the family. Within a week they’d been assigned a Claims Manager. “He was in contact pretty quickly and organised the removal of everything from the site. Overall, we’ve been happy with the service provided.” The Schaar family was “so relieved” when they got the keys to their new home in June 2022. “We rebuilt the same house with some minor changes. We were sitting there the first night and all said it felt exactly the same, even the cat only took about 20 minutes before she was settled.” “I wasn’t sure what we were insured for, and I had an awful feeling we weren’t insured for enough. I had just been burying my head in the sand in a bit of a daze. We’d paid to build our home, friends and family helped with labour and we’d done a lot ourselves. We couldn’t afford to replace it. “By lunch time that day our house was gone, and I thought ‘okay this is serious now’. I called Tower and they were incredibly helpful, they paid us $1,000 upfront to buy necessities and confirmed we had enough cover to rebuild. My reaction was ‘oh thank God’. “We’ve still got a mortgage. We’d probably be living on site right now in a caravan if we didn’t have insurance.” “We knew driving away that it was gone. You can’t have flames that Over the next week a Tower representative checked in daily with 48 TRANSFORMING OUR CLAIMS EXPERIENCE TRANSFORMING OUR CLAIMS EXPERIENCE 49 TRANSFORMING OUR CLAIMS EXPERIENCE Inflation impacts all facets of life, including how far your insurance cover will stretch. Due to the sharp increase in inflation over the previous 12 months, in FY22 it became more expensive to repair and rebuild homes, and repair or replace cars and contents. Tower’s unique advantage is our ability to identify and quickly address emerging trends, Thanks to our investments in digital and data technology, Tower is able to quickly identify and address emerging trends, In the financial year, we continued to take decisive actions to deliver improvements, including: • Working with our supply chain to enhance efficiencies and improve our customer experience • Launching a new feature that will allow us to further automate the process of detecting genuine and suspicious claims in real time • Continuing to improve our digital capability to streamline the claims lodgement process, which has seen the proportion of New Zealand claims lodged online increase from 31% to 48%. Our increasing scale is also continuing to deliver efficiencies, with Tower’s BAU loss ratio being brought back to a more normal level of 48.9%, compared to 50.2% in the 2021 financial year. Our new Repair Partners In June 2022, Tower announced that we would reassess our motor repairer relationships across the country, to evolve to a model that prioritises strong partnerships, innovation and streamlined experiences for customers. As part of the process, we issued a Request for Proposal (RFP) to suppliers in Auckland, Hamilton, Tauranga, Wellington, Christchurch and Dunedin to create a new repair network. In October 2022, the network for the six main centres was finalised, consisting of 12 motor Repair Partners across 19 locations, who are investing in their businesses, looking to innovate, and are keen to grow alongside us. Each Repair Partner now provides a new and improved repair experience, where Tower customers are pre-authorised. Tower will commence an RFP for the rest of New Zealand and strategically source a new Repair Partner network in Fiji, in FY23. Enhancing the customer experience with new remote assessing innovation To help speed up motor claims processing and repairs and get customers back on the road sooner, Tower trialled a remote assessment tool with a small group of motor repairers during 2021. In October 2022, the tool went live with our Repair Partners, as part of our new repair experience offering. Our remote assessment tool operates via a smartphone app that allows customers to talk to repairers in real time and submit video and images of vehicle damage. The same information submitted to the repairer during the remote assessment is also passed via the app to Tower, decreasing administration time for repairers and making the claims approval process faster. The tool saves customers an extra drive to the workshop and associated carbon emissions. Detecting potential fraud via AI In April 2022, Tower implemented an AI-based technology which automates the process of detecting genuine and suspicious claims in real time, to allow for a faster process for customers in need. By putting claims with low risk of fraud on a fast track, this new technology is standardising and further speeding up claims screening with greater accuracy. While it is early days, the results are promising. Tower's detection rate of potentially unjustified claims has improved by 300%, which has led to a greater proportion of claims either being withdrawn or appropriately declined. 50 PUTTING OUR PEOPLE FIRST PUTTING OUR PEOPLE FIRST 51 PUTTING OUR PEOPLE FIRST 52 PUTTING OUR PEOPLE FIRST PUTTING OUR PEOPLE FIRST 53 We believe that genuinely caring for our people’s wellbeing is fundamental to a healthy and agile culture. v 54 DIVERSE AND INCLUSIVE TO THE CORE DIVERSE AND INCLUSIVE TO THE CORE 55 Our new employee benefits In today’s competitive market for talent, we know that people want to work for a company that has a strong purpose and whose values align with their own. It was important to us that our company benefits reflect this, and we introduced a new set of employee benefits for all our people in June 2022. 1 2 3 4 Birthday day off An additional paid day off work. Eight extra leave days The ability to purchase eight extra annual leave days each year. Wellbeing leave The use of our sick leave allowance (up to 10 days a year) has now been expanded to include time for proactively managing personal or family wellness. Flexible working New guidance which empowers leaders and teams to determine the best approach for them while balancing customer, company, team and individual priorities. These are in addition to our existing benefits which include group insurances, discounts on insurance, retail partner discounts, contemporary parental leave entitlements, eyesight testing, study assistance and more. DIVERSE AND INCLUSIVE TO THE CORE In the 2022 financial year, Tower undertook a programme of cultural change and improvement. From November 2021 to February 2022, we collaborated with diverse groups of people from across the business to get a shared understanding of who we are now and who we want to be in the years to come. The result was a new company purpose, values and employee proposition. The Tower team comes from all walks of life and cares for one another. as an employer and retention of talented employees. We recognise that a lack of diversity excludes minority groups which limits diverse thinking and impacts mental health and emotional wellbeing. Diversity is an important part of customer innovation. We are committed to having a diverse and inclusive workplace that builds people’s physical and emotional wellbeing. Investing in a positive business culture that prioritises the personal growth of our people impacts our attractiveness Tower has policies and processes in place to ensure equal opportunities for roles at Tower. Our recruitment policy incorporates cultural considerations for conducting interviews and outlines a process to ensure all interview panels are balanced culturally and by gender. Tower offers unconscious bias training to all staff. In FY22 we commenced an emerging talent programme, with a focus on identifying diverse future leaders. Our purpose “To inspire, shape and protect the future for the good of customers and communities.” ‘Inspire’ and ‘shape’ because our innovative and disruptive thinking is driving New Zealand and Pacific insurance forward, at a pace nobody else is used to. And ‘protect,’ of course, because that is our fundamental role as an insurer. Our values N S E We do what's right Our people come first Progress boldly Our customers are our compass 56 SUPPORTING OUR PEOPLE SUPPORTING OUR PEOPLE 57 SUPPORTING OUR PEOPLE To support our people’s wellbeing, we: Hosted mental health first aid training seminars Provided free and anonymous EAP counselling sessions Introduced meeting-free Friday afternoons Provided staff with onsite Flu vaccinations and time off to receive Covid-19 vaccinations and boosters Hosted webinars sharing practical tips to manage stress and anxiety Received DVFREE tick certification and participated in Shine awareness programmes and fundraisers. To support our diverse people, we: Achieved Rainbow Tick recertification Started the Tower Kapa Haka Rōpū Celebrate Diwali, Ramadan, Matariki, Pacific Language Weeks, Lunar New Year, Pink Shirt Day and International Women’s Day Our approach is working Across 2021, our employee engagement score improved from 7.1 in the first quarter to 7.7 in the last quarter. Employee engagement continued to improve to 7.8 at the end of FY22. MIND THE GAP In March 2022, Tower joined the Mind the Gap register as one of the first 50 businesses in New Zealand to publicly report its gender pay gap. While our results aren’t unique to Tower, we are committed to doing everything we can to support women to progress in their careers, as they choose. This includes using this data to make positive changes across our business where needed, starting with our emerging talent programme formed at the end of FY22, and by committing to targets to increase gender and ethnic diversity across Tower’s leadership population. - 0.1 % Gender pay equity gap When we compare like-for-like roles for women and men at Tower in New Zealand, our pay equity gap is –0.1% (women are paid .1% more than men for the same role). 25.9 % Gender pay gap % 2.2 Leadership gender pay gap Comparing our senior leadership population and the average pay gap between men and women, our leadership pay gap is 2.2% (men are paid 2.2% more than women). When we take the total salary for all women and divide that by the number of women, and the total salary of all men and divide that by the number of men, we have a gap of 25.9%. For the most part, this is because we have a larger proportion of women in some our New Zealand frontline roles, and a greater proportion of men in senior roles. CELEBRATING OUR PEOPLE In recognition of Tower as a great place to work, Tower was named an Insurance Business New Zealand Top Insurance Employer for 2022 Head of Customer Partnerships and Relationships, Sarah-Jane Wild, named on the Insurance Business New Zealand Elite Women 2022 list Head of Portfolio Performance, Oliver Bale, Head of Underwriting, Nick Meister, and Customer Experience Owner, Krutika Chikara, named on the Insurance Business New Zealand Rising Stars 2022 list Head of Pacific Operations, Ali Wilkinson, winner of the 2022 ANZIIF Making a Difference Awards, Claims Award 58 DEVELOPING CAREERS IN THE PACIFIC DEVELOPING CAREERS IN THE PACIFIC 59 DEVELOPING CAREERS IN THE PACIFIC As a major insurer in the Pacific and New Zealand, we’re investing in the economic future of the communities that our people live, play and work in. We do this by creating meaningful job opportunities and fostering career development ‘at home’ in the Pacific Island nations we operate in. Our operations hub in Suva is the heart of our Pacific arm. In the last two years alone, we’ve created 50 new jobs in Fiji and now employ more than 100 people across the Pacific, with the vast majority being local women. Our roles in Fiji comprise the full range of corporate positions, including, finance, technology, human resources, marketing and customer service. Partnering with our Pacific family adds value to both the Pacific and New Zealand economies. It also enhances the cultural ties of all countries and as the largest insurer in the region, creates great, localised experiences for our more than 30,000 Pacific customers. 60 PROTECTING THE FUTURE PROTECTING THE FUTURE 61 PROTECTING THE FUTURE 62 MANAGING OUR ESG ISSUES OUR ESG STRATEGY 63 OUR ESG STRATEGY MANAGING OUR ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) ISSUES As the largest Kiwi insurer, Tower plays a crucial role in protecting New Zealand and the Pacific, contributing to their prosperity for future generations. Walking the talk authentically on sustainability is vital to ensure integrity and credibility. That means making sure the right foundations are in place and ensuring we are always thinking ahead. below with relevant impacts identified and addressed throughout the report. The impacts reflect Tower’s business operations in both New Zealand and the Pacific Islands. In 2022 we were pleased to launch Tower’s first ESG strategy, which guides how we manage relevant environmental, social and governance issues. This annual report is Tower’s first step into sustainability reporting with the aim of continuing to improve our disclosures and performance. This report has been prepared in accordance with the Global Reporting Initiative (GRI) 2021 standards. Tower has been part of Kiwi and Pacific communities for more than 150 years, supporting customers to protect the things they love and need. This strategy and report provide us with the opportunity to be more transparent about our broader business activities. Our approach to identifying material impacts In 2021, we identified a range of topics and impacts through research and engagement which included interviewing a range of stakeholder representatives and relevant experts. We spoke to our Board, shareholders and partners, representatives from the wider insurance industry and financial markets, as well as experts in sustainable finance and climate change. We undertook employee workshops involving senior management and a diverse range of people and roles from across the business. In 2022, we assessed and prioritised the full range of Tower’s sustainability impacts using the GRI 3: 2021 methodology. The full results are listed These material issues have been reviewed and approved by our leadership. • • Affordable and accessible insurance Transparent and fair insurance • Managing the impacts of • • climate change Carbon emissions Product development and innovation • Diversity and inclusion • • Employee wellbeing Corporate governance • Data protection • • • Corporate community citizenship Environmental footprint Responsible investment ESG Governance Tower’s Board provides the highest level of ESG governance at Tower. The Board approves our ESG reporting and monitors our performance through periodic updates from management. ESG Governance is formalised through an executive level steering committee which has responsibility for overseeing progress on our initiatives and monitors environmental and social risks. Our ESG performance is coordinated by the Head of Corporate Affairs and Sustainability, reporting to the CEO. The Board and management will continue their focus on ESG governance and climate risks and opportunities by developing new policies and enhancing our governance framework in FY23. Our ESG targets We are continuing to develop our ESG targets and measures. We have identified targets for the following material impacts: Fair and transparent insurance: • 80% of all products are WriteMark certified by end of FY23, 95% by end of FY25. Affordable & accessible insurance: • • • 40% of transactions in the Pacific are completed via digital platform by end of FY25. Consistent digital offerings in place across New Zealand and our Pacific markets by end of FY23. 1,000 parametric policies in place in the Pacific by the end of FY23. Carbon emissions target: • Tower has set a target, grounded in science, of a 21% reduction over five years from our 2020 base year. Diversity & inclusion, and wellbeing targets: • Safety – Tower’s safety target is zero harm. Tower is committed to creating a culture where incidents, near misses, hazards and discomfort are reported. • Diversity – Drive practices and outcomes that will result in Tower's leadership reflecting the diversity (gender and ethnicity) of our customers and communities - 100% of hiring panels, candidate shortlists and succession plans consist of one woman candidate and one ethnically diverse candidate. Attrition of diverse talent is kept below the level of gender and ethnic representation. 64 BOARD OF DIRECTORS BOARD OF DIRECTORS 65 MICHAEL STIASSNY GRAHAM STUART WENDY THORPE GERALDINE MCBRIDE WARREN LEE MARCUS NAGEL LLB, BCom, CFInstD Chairman Non-Executive Director Independent Director from: 12 October 2012 BCom (Hons), MS, FCA Non-Executive Director Independent Director from: 24 May 2012 Michael is a Chartered Fellow and past President of the Institute of Directors. He has both a Commerce and Law degree from the University of Auckland. He is Chairman of Ngāti Whātua Ōrākei Whai Rawa Limited and New Zealand Automotive Industries Ltd, and is a director of a number of other companies including Tegel Group Holdings Ltd, and New Talisman Gold Mines Ltd. Michael resides in Auckland —New Zealand. With over 30 years of senior management experience, Graham has held senior leadership roles with several major corporates, in New Zealand and overseas, the latest being the Sealord Group of which he was Chief Executive Officer for seven years. Graham has a Bachelor of Commerce (First Class Hons) from the University of Otago, a Master of Science from Massachusetts Institute of Technology and is a Fellow of Chartered Accountants Australia and New Zealand. Graham has served on a number of government bodies including the Food & Beverage Taskforce and the Māori Economic Development Panel. Graham resides in Auckland —New Zealand. BA (French), BBus (Accounting), Grad Dip, Applied Fin & Inv, Harvard AMP, FFin, GAICD Non-Executive Director Independent Director from: 1 March 2018 Wendy had an extensive executive career in financial services, leading technology and operations in insurance and wealth management. Her most recent executive role was as Group Executive, Operations for AMP Ltd, and she was previously Chief Operations Officer and Chief Information Officer for AXA in Australia. Wendy is Chair of Online Education Services, Chair of Epworth Healthcare, and a Non-Executive Director of People's Choice Credit Union and Data Action. Wendy has a Bachelor of Arts from LaTrobe University, a Bachelor of Business from Swinburne University and a Graduate Diploma in Applied Finance and Investment from the Securities Institute of Australia. She completed the Advanced Management Program at Harvard Business School, is a Fellow of the Financial Services Institute of Australasia and a Graduate member of the Australian Institute of Company Directors. Wendy resides in Melbourne —Australia. BSc BCom, CA Non-Executive Director Independent Appointed Director: 1 October 2022 Non-Executive Director Independent Director from: 26 May 2015 MBA (International Management), MBA (Banking and Finance) Non-Executive Director Not Independent Director from: 14 January 2019 Geraldine has extensive governance and technology industry experience, having performed Board and senior leadership roles both in New Zealand and internationally, with Sky Network Television Limited, SAP, Dell and IBM. Geraldine is the founder and CEO of MyWave. Geraldine holds a Bachelor of Science from Victoria University and is a Chartered Member of the NZIOD. Geraldine was appointed to fill a casual vacancy on the Board. She will retire at the 2023 Annual Shareholder Meeting and will be eligible to stand for re-election. Geraldine resides in Christchurch —New Zealand. Warren has extensive experience in the international financial services industry. Warren's two most recent executive positions were Chief Executive Officer of the Victorian Funds Management Corporation and Chief Executive Officer, Australia and New Zealand for AXA Asia Pacific Holdings Limited. Warren is currently a non-executive director of MetLife Limited, MyState Limited, and Avenue Hold Limited. He has a Bachelor of Commerce from the University of Melbourne and is a member of Chartered Accountants Australia and New Zealand. Warren retired from the board on 30 November 2022. Warren resides in Melbourne —Australia. BOARD OF DIRECTORS Marcus has significant insurance industry experience. For a decade he has performed senior leadership roles for Zurich in Europe and globally. In his last role at Zurich, he served as the Chief Executive Officer of Zurich Germany managing both life insurance and general insurance businesses. He has also held the position of Vice Chairman of the joint venture with ADAC, Germany’s largest Automotive Club, Chairman of the direct insurer, DA Direct, and Chairman of the life insurer, Zurich Deutscher Herold. Prior to that, he also managed the independent financial adviser/broker business for Zurich Global Life. Marcus holds a Master’s Degree in Banking and Finance from Goethe University in Frankfurt, Germany and Master of International Management from the Arizona State University Thunderbird School of Global Management in Arizona, United States of America. Marcus was nominated by Bain Capital Credit LP (Bain Capital) to represent Bain Capital’s stake in Tower (Bain Capital hold 19.99% of Tower’s ordinary shares) and his appointment was supported by the Tower Board. Marcus resides in Schindellegi —Switzerland. 66 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS 67 CONSOLIDATED FINANCIAL STATEMENTS 68 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS 69 Financial Statements Consolidated statement of comprehensive income Consolidated balance sheet Consolidated statement of changes in equity Consolidated statement of cash flows Notes to the consolidated financial statements 1 1.1 1.2 1.3 1.4 2 2.1 2.2 2.3 2.4 2.5 2.6 2.7 2.8 2.9 Overview About this report Consolidation Critical accounting judgements and estimates Segmental reporting Underwriting activities Underwriting revenue Net claims expense Underwriting expense Net outstanding claims Unearned premium liability Deferred insurance costs Receivables Payables Provisions 2.10 Assets backing insurance liabilities 3 3.1 3.2 3.3 4 4.1 4.2 4.3 4.4 4.5 4.6 4.7 4.8 4.9 4.10 4.11 4.12 Investments Investment income Investments Fair value hierarchy Risk management Risk management overview Strategic risk Insurance risk Credit risk Market risk Liquidity risk Capital management risk Operational risk Regulatory and compliance risk Conduct risk Cyber risk Climate change risk 70 71 72 73 74 74 74 76 76 78 78 79 79 80 84 85 85 86 87 87 87 87 88 88 89 89 89 89 91 92 93 94 95 95 95 95 95 5 5.1 5.2 5.3 5.4 5.5 6 6.1 6.2 6.3 7 7.1 7.2 7.3 7.4 8 8.1 8.2 8.3 8.4 8.5 8.6 8.7 8.8 Capital structure Contributed equity Reserves Net tangible assets per share Earnings per share Dividends Other balance sheet items Property, plant and equipment Intangible assets Leases Tax Tax expense Current tax Deferred tax Imputation credits Other information Notes to the consolidated statement of cash flows Related party disclosures Auditor's remuneration Discontinued operation and asset held for sale Contingent liabilities Subsequent events Capital commitments Impact of new accounting standards and changes in interpretation of current standards 96 96 96 97 97 97 98 98 99 102 104 104 104 105 107 107 107 108 108 109 110 110 111 111 Independent Auditor's report, and Appointed Actuary's report Independent Auditor's report Appointed Actuary's report 113 118 70 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME CONSOLIDATED BALANCE SHEET 71 Consolidated statement of comprehensive income Consolidated balance sheet FOR THE YEAR ENDED 30 SEPTEMBER 2022 AS AT 30 SEPTEMBER 2022 Gross written premium Unearned premium movement Gross earned premium Outward reinsurance premium Movement in deferred reinsurance premium Outward reinsurance premium expense Net earned premium Claims expense Less: Reinsurance and other recoveries revenue Net claims expense Gross commission expense Commission revenue Net commission expense Underwriting expense Underwriting profit Investment income Investment expense Other income Other expenses Financing and other costs Profit before taxation from continuing operations Tax expense Profit after taxation from continuing operations Profit after taxation from discontinued operation Profit after taxation for the year Items that may be reclassified to profit or loss Currency translation differences Items that will not be reclassified to profit or loss Gain on asset revaluation Deferred income tax relating to asset revaluation Other comprehensive loss net of tax Total comprehensive profit for the year Earnings per share: Basic and diluted earnings per share (cents) for continuing operations Basic and diluted earnings per share (cents) Profit after taxation attributed to: Shareholders Non-controlling interests Total comprehensive profit attributed to: Shareholders Non-controlling interests NOTE 2022 $000 RE-PRESENTED 2021 $000 445,580 396,003 (27,258) (9,383) 2.1 418,322 386,620 (66,116) (152) (66,268) 352,054 (240,147) 15,243 (60,341) 1,586 (58,755) 327,865 (226,920) 24,601 Assets Cash and cash equivalents Investments Receivables Current tax asset Assets classified as held for sale Deferred tax asset Deferred insurance costs Right of use assets 2.1 2.2 2.1 2.3 3.1 7.1 8.4 5.2 5.2 5.4 5.4 (224,904) (202,319) Property, plant and equipment Intangible assets Total assets Liabilities Payables Unearned premiums Outstanding claims Lease liabilities Provisions Current tax liabilities Liabilities classified as held for sale Deferred tax liabilities Total liabilities Net assets Equity Contributed equity Accumulated losses Reserves Total equity attributed to shareholders Non-controlling interests Total equity The above statement should be read in conjunction with the accompanying notes. The financial statements were approved for issue by the Board on 23 November 2022. (14,390) 5,105 (9,285) (94,220) 23,645 1,498 (338) 1,355 (63) (897) 25,200 (7,526) 17,674 1,181 18,855 (17,667) 6,461 (11,206) (87,160) 27,180 559 (384) 707 (52) (363) 27,647 (9,245) 18,402 913 19,315 3,948 (1,213) – – 3,948 22,803 4.43 4.73 18,803 52 18,855 22,737 66 22,803 159 (16) (1,070) 18,245 4.21 4.43 18,683 632 19,315 17,729 516 18,245 NOTE 2022 $000 2021 $000 8.1 3.2 2.7 7.2a 8.4 7.3a 2.6 6.3a(i) 6.1 6.2 2.8 2.5 2.4 6.3a(ii) 2.9 7.2b 8.4 7.3b 5.1 5.2 84,502 258,634 242,089 13,069 20,811 23,893 37,819 23,326 5,417 94,653 116,129 277,470 216,925 12,901 – 24,450 31,967 25,577 9,374 88,592 804,213 803,385 58,911 238,116 124,531 35,054 11,873 136 9,258 8,806 486,685 317,528 460,191 (41,212) (101,451) 317,528 – 69,977 212,275 122,338 39,421 6,709 170 – 2,775 453,665 349,720 492,424 (39,995) (105,385) 347,044 2,676 317,528 349,720 The above statement should be read in conjunction with the accompanying notes. Michael P Stiassny Chairman Graham R Stuart Director 72 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY CONSOLIDATED STATEMENT OF CASH FLOWS 73 Consolidated statement of changes in equity Consolidated statement of cash flows YEAR ENDED 30 SEPTEMBER 2022 FOR THE YEAR ENDED 30 SEPTEMBER 2022 Year Ended 30 September 202 Balance as at 30 September 2021 Comprehensive income Profit for the year Currency translation differences Total comprehensive income Transactions with shareholders Capital return to shareholders Purchase of non-controlling interests Dividends paid Other Total transactions with shareholders At the end of the year Year Ended 30 September 2021 Balance as at 30 September 2020 Comprehensive income Profit for the year Currency translation differences Gain on asset revaluation Deferred income tax relating to asset revaluation Total comprehensive income Transactions with shareholders Dividends Paid Other Total transactions with shareholders At the end of the year ATTRIBUTED TO SHAREHOLDERS CONTRIBUTED EQUITY $000 ACCUMULATED LOSSES $000 RESERVES $000 NON-CONTROLLING INTEREST $000 TOTAL EQUITY $000 492,424 (39,995) (105,385) 2,676 349,720 – – – (30,634) (1,599) – – (32,233) 460,191 18,803 – 18,803 – – (20,028) 8 (20,020) (41,212) – 3,934 3,934 – – – – – (101,451) 52 14 66 – (2,742) – – (2,742) – 18,855 3,948 22,803 (30,634) (4,341) (20,028) 8 (54,995) 317,528 492,424 (48,107) (104,431) 2,160 342.046 – – – – – – – – 18,683 – – – 18,683 (10,541) (30) (10,571) – (1,097) 159 (16) (954) – – – 632 (116) – – 516 – – – 19,315 (1,213) 159 (16) 18,245 (10,541) (30) (10,571) 492,424 (39,995) (105,385) 2,676 349,720 The above statement should be read in conjunction with the accompanying notes. Cash flows from operating activities Premiums received Interest received Fee and other income received Reinsurance and other recoveries received EQC settlement receipt Motor premium refund payments Reinsurance paid Reinsurance paid in relation to settlement of EQC receivable Claims paid Employee and supplier payments Income tax paid Operating activities cashflow from discontinued operations Net cash inflow from operating activities Cash flows from investing activities Proceeds from sale of interest bearing investments Proceeds from sale of unlisted equity investments Payments for purchase of interest bearing investments Payments for purchase of intangible assets Payments for purchase of customer relationships Payments for purchase of property, plant & equipment Investing activities cashflow from discontinued operations Net cash outflow from investing activities Cash flows from financing activities Payments for capital return to shareholders Purchase of non-controlling interests Received from lessor on signing of new lease Dividends paid Facility fees and interest paid Payments relating to lease liabilities Financing activities cashflow from discontinued operations Net cash outflow from financing activities Net (decrease)/increase in cash and cash equivalents Effect of foreign exchange rate changes Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year Cash from discontinued operations Cash and cash equivalents at the end of the year from continuing operations The above statement should be read in conjunction with the accompanying notes. 2022 $000 RE-PRESENTED 2021 $000 425,677 389,236 6,519 4,063 11,745 – – (57,256) – (238,483) (90,191) (1,768) (522) 59,784 5,268 6,212 17,668 52,883 (1,351) (54,288) (10,741) (213,756) (92,384) (1,928) 1,276 98,095 181,412 156,544 – (181,578) (14,695) (6,089) (2,617) (103) (23,670) (30,634) (4,341) – (20,028) (897) (6,044) (1,766) (63,710) (27,596) 3,765 116,129 92,298 (7,796) 84,502 25 (190,548) (8,866) (14,434) (3,163) 1,220 (59,222) – – 10,944 (8,866) (378) (2,684) (1,287) (2,271) 36,602 (581) 80,108 116,129 – 116,129 8.4 The 2022 balance represents the purchase of Westpac and TSB's rights and obligations relating to servicing a portfolio of insurance underwritten by Tower. The 2021 balance represents the purchase of ANZ's rights and obligations relating to servicing a portfolio of insurance underwritten by Tower. Please refer to note 6.2 for more information. 74 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 75 Notes to the consolidated financial statements FOR THE YEAR ENDED 30 SEPTEMBER 2022 OVERVIEW This section provides information that is helpful to an overall understanding of the financial statements and the areas of critical accounting judgements and estimates included in the financial statements. It also includes a summary of Tower's operating segments. 1.1 About this Report a. Entities reporting The financial statements presented are those of Tower Limited (the Company) and its subsidiaries. The Company and its subsidiaries together are referred to in this financial report as Tower or the Group. The address of the Company's registered office is 136 Fanshawe Street, Auckland, New Zealand. During the periods presented, the principal activity of the Group was the provision of general insurance. The Group predominantly operates in New Zealand with some of its operations based in the Pacific Islands region. The financial statements were authorised for issue by the Board of Directors on 23 November 2022. The entity’s owners or others do not have the power to amend the financial statements after issue. b. Statutory base Tower Limited is a company incorporated in New Zealand under the Companies Act 1993 and listed on the NZX Main Board and the Australian Securities Exchange. The Company is a reporting entity under Part 7 of the Financial Markets Conduct Act 2013. c. Basis of preparation The Company is a for-profit entity and the financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (NZ GAAP). They comply with International Financial Reporting Standards (IFRS), New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and other applicable financial reporting standards, as appropriate for Tier 1 for-profit entities. The financial statements of the Group have been prepared in accordance with the requirements of Part 7 of the Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules. The Group financial statements are presented in New Zealand dollars and rounded to the nearest thousand dollars. They have been prepared in accordance with the historical cost basis except for certain financial instruments that are stated at their fair value. d. Re-presentation of comparatives The Group's Papua New Guinea Operations ("disposal group") constitutes a discontinued operation and is classified as held for sale as at 30 September 2022. Profit or loss information for the current period is prepared on a continuing basis with net results from discontinued operations presented separately. Profit or loss information for 2021 has been re-presented for comparability. Refer to note 8.4 for further details. Where necessary, comparative information has been reclassified for consistency with the current year presentation. 1.2 Consolidation a. Principles of consolidation The Group financial statements incorporate the assets and liabilities of all subsidiaries of the Company at balance date and the results of all subsidiaries for the year. Subsidiaries are those entities over which the consolidated entity has control, being power over the investee; exposure, or rights to variable returns from its involvement with the investee; and the ability to use its power over the investee to affect the amount of the investor’s returns. The results of any subsidiaries acquired during the year are consolidated from the date on which control was transferred to the consolidated entity and the results of any subsidiaries disposed of during the year are consolidated up to the date control ceased. During the year ended 30 September 2022, Tower Limited acquired the minority shareholding of National Pacific Insurance Limited. This is now 100% owned by Tower Limited. The acquisition of controlled entities from external parties is accounted for using the acquisition method of accounting. Non-controlling interests in the results and equity of subsidiaries are shown separately in the statement of comprehensive income, statement of changes in equity and balance sheet respectively. Acquisition related costs are expensed as incurred. When the Group ceases to have control, any retained interest in the entity is re-measured to its fair value at the date when control is lost, with the change in carrying amount recognised in profit or loss. Intercompany transactions and balances between Group entities are eliminated on consolidation. 1.2 Consolidation (continued) b. Foreign currency (i) Functional and presentation currencies The financial statements of each Group entity are presented in the currency of the primary economic environment in which the entity operates. The Group financial statements are presented in New Zealand dollars and rounded to the nearest thousand dollars unless stated otherwise. (ii) Transactions and balances In preparing the financial statements of the individual entities, transactions denominated in foreign currencies are translated into the entities functional and reporting currency using the exchange rates in effect at the transaction dates. Monetary items receivable or payable in a foreign currency are translated at reporting date at the closing exchange rate. Translation differences on non-monetary items such as financial assets held at fair value through profit or loss are reported as part of their fair value gain or loss. Exchange differences arising on the settlement or retranslation of monetary items at year end exchange rates impact profit after tax in the consolidated statement of comprehensive income unless the items form part of a net investment in a foreign operation. In this case, exchange differences are taken to the Foreign Currency Translation Reserve and recognised (as part of comprehensive profit) in the statement of comprehensive income and the statement of changes in equity. (iii) Consolidation For the purpose of preparing consolidated financial statements the assets and liabilities of subsidiaries with a functional currency different to the Company are translated at the closing rate at the balance date. Income and expense items for each subsidiary are translated at a weighted average of exchange rates over the period, as a surrogate for the spot rates at transaction dates. Foreign currency translation differences are taken to the Foreign Currency Translation Reserve and recognised in the statement of comprehensive income and the statement of changes in equity. Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and are translated at the closing rate with movements recorded through the Foreign Currency Translation Reserve in the statement of changes in equity. On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that particular foreign operation is recognised in the statement of comprehensive income. c. Subsidiaries The table below lists Tower Limited's principal subsidiary companies and controlled entities. All entities have a balance date of 30 September. NAME OF COMPANY Parent Company New Zealand general insurance operations Tower Limited Subsidiaries Overseas general insurance operations Tower Insurance (Cook Islands) Limited Tower Insurance (Fiji) Limited Tower Insurance (PNG) Limited (refer Note 8.4) National Pacific Insurance Limited ("NPI") (refer Note 5.1) National Pacific Insurance (Tonga) Limited (refer Note 5.1) National Pacific Insurance (American Samoa) Limited (refer Note 5.1) Tower Insurance (Vanuatu) Limited Management service operations Tower Services Limited INCORPORATION 2022 2021 HOLDINGS NZ Parent Parent Cook Islands Fiji PNG Samoa Tonga American Samoa Vanuatu 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 71% 71% 71% 100% NZ 100% 100% 76 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 77 1.3 Critical accounting judgements and estimates In preparing these financial statements management is required to make estimates and related assumptions about the future. The estimates and related assumptions are based on experience and other factors that are considered to be reasonable, and are reviewed on an ongoing basis. Revisions to the estimates are recognised in the period in which they are revised, or future periods if relevant. The key areas in which estimates and related assumptions are applied are as follows: — Net outstanding claims — Liability adequacy test — Intangible assets note 2.4 note 2.5 note 6.2 — Lease liabilities (incremental borrowing rate) note 6.3a(ii) — Deferred tax note 7.3 1.4 Segmental reporting a. Operating segments Tower operates in two geographical segments, New Zealand and the Pacific region. New Zealand comprises the general insurance business underwritten in New Zealand. Pacific Islands comprises the general insurance business underwritten in the Pacific by Tower subsidiaries and branch operations. Other contains balances relating to Tower Services Limited (management services entity), and also includes intercompany eliminations and group diversification benefits. The Group does not derive revenue from any individual or entity that represents 10% or more of the Group's total revenue. The Pacific Islands operating segment excludes the disposal group and assets and liabilities held for sale. The prior year comparatives have been re-presented accordingly. Intercompany transactions with the disposal group are eliminated within continuing operations, refer note 8.4. 1.4 Segmental reporting (continued) b. Financial performance of continuing operations Year Ended 30 September 2022 Gross written premium Gross earned premium Outward reinsurance premium Net earned premium Net claims expense Net commission expense Underwriting expense Underwriting profit/(loss) Net investment income Other expenses Profit before tax from continuing operations Profit after tax from continuing operations Year Ended 30 September 2021 (Re-presented) Gross written premium Gross earned premium Outward reinsurance premium Net earned premium Net claims expense Net commission expense Underwriting expense Underwriting profit Net investment income Other expenses Profit before tax from continuing operations Profit after tax from continuing operations c. Financial position of continuing operations Additions to non-current assets 30 September 2022 Additions to non-current assets 30 September 2021 Total assets 30 September 2022 Total assets 30 September 2021 Total liabilities 30 September 2022 Total liabilities 30 September 2021 NEW ZEALAND PACIFIC ISLANDS $000 $000 OTHER $000 TOTAL $000 395,490 369,871 (51,026) 318,845 (207,184) (8,048) (76,089) 27,524 1,023 192 28,739 21,642 351,058 340,568 (44,918) 295,650 (195,343) (9,762) (76,519) 14,026 43 182 14,251 8,855 50,090 48,451 (15,242) 33,209 (18,066) (1,237) (18,131) (4,225) 137 203 (3,885) (4,314) 44,945 46,052 (13,837) 32,215 (6,888) (1,444) (10,641) 13,242 132 110 13,484 9,620 – – – – 445,580 418,322 (66,268) 352,054 346 (224,904) – – 346 – – 346 346 – – – – (9,285) (94,220) 23,645 1,160 395 25,200 17,674 396,003 386,620 (58,755) 327,865 (88) (202,319) – – (88) – – (88) (73) (11,206) (87,160) 27,180 175 292 27,647 18,402 NEW ZEALAND PACIFIC ISLANDS $000 $000 OTHER $000 TOTAL $000 29,547 51,970 723,805 708,527 426,930 405,058 883 430 74,539 92,843 51,462 43,660 (4,327) 26,103 – 52,400 (14,942) (10,615) (965) (617) 783,402 790,755 477,427 448,101 Additions to non-current assets include additions to property, plant and equipment, right of use assets, intangible assets and investments in subsidiaries. 78 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 79 1.4 Segmental reporting (continued) Definition An operating segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different to those of other operating segments. Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker (the Chief Executive Officer) who reviews the operating results on a regular basis and makes decisions on resource allocation and assessing performance. 2. UNDERWRITING ACTIVITIES This section provides information on Tower's underwriting activities. Tower collects premiums from customers in exchange for providing insurance coverage. These premiums are recognised as revenue when they are earned by Tower, with a liability for unearned premiums recognised on the balance sheet. When customers suffer a loss that is covered by their policy, Tower will make payments to customers or suppliers, which it recognises as claims expenses. To ensure Tower’s obligations to customers are properly recorded within the financial statements, Tower recognises provisions for outstanding claims. To manage Tower’s risk and optimise its returns, Tower reinsures some of its exposure with reinsurance companies. The premiums paid to reinsurers are recognised as an expense, while recoveries from reinsurers are recognised as revenue. 2.1 Underwriting Revenue Composition Gross written premium Movement in unearned premium liability Gross earned premium Reinsurance and other recoveries revenue Reinsurance commission Insurance administration services commission Commission revenue Underwriting revenue Recognition and measurement 2022 $000 2021 $000 445,580 396,003 (27,258) (9,383) 418,322 386,620 15,243 24,601 3,971 1,134 5,105 5,343 1,118 6,461 438,670 417,682 Gross earned premium is recognised in the period in which the premiums are earned during the term of the contract, excluding taxes and levies collected on behalf of third parties. It includes a provision for expected future premium cancellations (which is offset against gross premium receivables, see note 2.7), and customer remediation (see note 2.9). The proportion of premiums not earned in the consolidated statement of comprehensive income at reporting date is recognised in the consolidated balance sheet as unearned premiums. Reinsurance and other recoveries on paid claims, reported claims not yet paid, claims incurred but not reported and claims incurred but not enough reported are recognised as revenue. Recoveries are measured as the expected future receipts and recognised when the claim is incurred. Reinsurance commission revenue includes reimbursements by reinsurers to cover part of Tower's management and sales expense over the term of the reinsurance agreements. Reinsurance commission income can also include a proportion of expected profitability of business ceded to the reinsurer. The final value of the variable commission is based on the achievement of a hurdle rate over time. This revenue is recognised over the term of the reinsurance agreements dependent on the profitability of proportional arrangement which is reassessed at each reporting date. Insurance administration services commission includes a percentage of levies collected on behalf of third parties and is recognised at the point the levy is collected. 2.2 Net claims expense Composition EXC. CANTERBURY EARTHQUAKE CANTERBURY EARTHQUAKE TOTAL 2022 $000 2021 $000 Gross claims expense Reinsurance and other recoveries revenue Net claims expense 231,034 (13,613) 217,421 226,611 (23,396) 203,215 Recognition and measurement 2022 $000 9,113 (1,630) 7,483 2021 $000 309 (1,205) (896) 2022 $000 2021 $000 240,147 (15,243) 224,904 226,920 (24,601) 202,319 Net claims expense is measured as the difference between net outstanding claims liability at the beginning and end of the financial year plus any claims payments made net of reinsurance and other recoveries received during the financial year. Please refer to note 2.4 for more information. Additional disclosures related to the Canterbury earthquake events in 2010 and 2011 are provided in note 2.4.. 2.3 Underwriting expense Composition People costs People costs capitalised during the year Technology Amortisation Depreciation External fees Marketing Communications Miscellaneous Movement in deferred acquisition costs Claims related management expenses reclassified to claims expense Service fees charged to discontinued operations Underwriting expenses 2022 $000 2021 $000 84,160 (7,557) 14,556 14,723 4,992 10,594 11,757 3,039 3,258 (6,511) (37,085) (1,706) 94,220 64,626 (3,569) 14,320 12,556 4,440 10,300 8,477 3,829 4,319 877 (31,320) (1,695) 87,160 Includes $2.7m (2021: $2.3m) of depreciation on right of use assets. See note 6.3b for further information. 2021 included a writedown for a deficiency on the liability adequacy test of $2.5m, refer note 2.6. This resulted in a lower amortisation expense of deferred acquisition costs in 2022. Refer note 8.4 for further detail. 80 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 81 2.4 Net outstanding claims a. Composition Central estimate of future cash flows Claims handling expense Risk Margin Gross outstanding claims Reinsurance recoveries Net outstanding claims Net claim payments within 12 months Net claim payments after 12 months Net outstanding claims Recognition and measurement EXC. CANTERBURY EARTHQUAKE CANTERBURY EARTHQUAKE TOTAL 2022 $000 2021 $000 2022 $000 2021 $000 2022 $000 2021 $000 89,404 5,564 5,051 100,019 (10,293) 89,726 76,422 13,304 89,726 87,535 5,430 6,724 99,689 (18,970) 80,719 69,687 11,032 80,719 18,056 772 5,684 24,512 (3,787) 20,725 8,497 12,228 20,725 16,402 1,314 4,933 22,649 (3,880) 18,769 7,508 11,261 18,769 107,460 103,937 6,336 10,735 6,744 11,657 124,531 122,338 (14,080) 110,451 84,919 25,532 110,451 (22,850) 99,488 77,195 22,293 99,488 Gross outstanding claims liability comprises a central estimate of future cash outflows and a risk margin for uncertainty. The outstanding claims liability is measured at the central estimate of future cash outflows relating to claims incurred prior to the reporting date including direct and indirect claims handling costs. The liability is measured based on the advice of the Appointed Actuary or on valuations which have been peer reviewed by the Appointed Actuary. It is intended to include no deliberate or unconscious bias toward over or under-estimation. Given the uncertainty in establishing the liability, it is likely the final outcome will differ from the original liability established. Changes in the claim estimates are recognised in profit or loss in the reporting period in which the estimates are changed. The gross outstanding claim liabilities also include a risk margin that relates to the inherent uncertainty in the central estimate of the future payments. The risk margin represents the amount by which the liability recognised in the financial statements is greater than the actuarial estimate. Tower currently applies a 75% probability of adequacy to the outstanding claims liability which means there is a 1-in-4 chance all future claim payments will exceed the overall reserve held. Discounting has been applied to the provision for outstanding claims relating to the Canterbury earthquakes, using spot rates derived from government issued bonds. The overall discount, at 30 September 2022, is equivalent to using a uniform discount rate of 4.2% per annum. At the previous valuation of the Canterbury earthquakes liability, discounting was not applied as it was considered immaterial in a lower interest rate environment. Discounting has also not been allowed for on other outstanding claims as the expected timeframe for paying these claims is short, and the impact of discounting is considered to be immaterial. Uncertainties surrounding the liability estimation process include those relating to the available data, actuarial models and assumptions, the statistical uncertainty associated with the general insurance run-off process and external risks. Net outstanding claims liability is calculated by deducting reinsurance and other recoveries from gross outstanding claims. Reinsurance and other recoveries on outstanding claims are recognised as income with the corresponding asset being recognised on the balance sheet. 2.4. Net outstanding claims (continued) b. Reconciliation of movements in net outstanding claims liability 2022 $000 2021 $000 GROSS REINSURANCE NET GROSS REINSURANCE NET Balance brought forward Claims expense – current year Claims expense – prior year Incurred claims recognised in profit or loss from continuing operations Incurred claims recognised in profit or loss from discontinued operations Claims paid and reinsurance and other recoveries raised from continuing and discontinued operations Foreign exchange Liabilities reclassified as held for sale 122,338 248,024 (5,970) (22,850) (20,429) 4,491 99,488 227,595 (1,479) 107,747 234,675 (5,772) (12,889) (22,171) (2,464) 94,858 212,504 (8,236) 240,147 (15,243) 224,904 226,920 (24,601) 202,319 1,907 (695) 1,212 1,983 (34) 1,949 (239,706) 24,604 (215,102) (213,350) 14,397 (198,953) 1,826 (1,981) (347) 451 1,479 (1,530) (962) – 277 – (685) – Outstanding claims 124,531 (14,080) 110,451 122,338 (22,850) 99,488 Refer note 8.4. c. Development of claims The following table shows the development of net outstanding claims relative to the current estimate of ultimate claims costs for the five most recent years. ULTIMATE CLAIMS COST ESTIMATE PRIOR $000 2018 $000 2019 $000 2020 $000 2021 $000 2022 $000 TOTAL $000 At end of incident year One year later Two years later Three years later Four years later Ultimate claims cost Cumulative payments Central estimate Claims handling expense Risk margin Net outstanding claim liabilities Reinsurance recoveries Gross outstanding claim liabilities 147,806 146,214 147,073 144,041 146,234 143,209 145,752 143,233 146,157 146,157 – 158,309 183,003 200,370 154,825 153,470 – – 181,656 – – – – – – – 143,233 153,470 181,656 200,370 (145,627) (142,612) (150,821) (173,193) (134,491) 15,237 530 621 2,649 8,463 65,879 93,379 6,337 10,735 110,451 14,080 124,531 All amounts in this note exclude discontinued operations, consistent with other profit or loss disclosures. Prior year numbers have been restated at current year exchange rates to reflect the underlying development of claims. d. Actuarial information The estimation of outstanding claims as at 30 September 2022 has been carried out by: (i) Geoff Atkins, BA (ActuarDc), FIAA, FIAL, FANZIIF, Appointed Actuary – Canterbury earthquake claims; and (ii) John Feyter, B.Sc., FNZSA – all other outstanding claims The New Zealand actuarial assessments are undertaken in accordance with the standards of the New Zealand Society of Actuaries, in particular Professional Standard No. 30 "Valuations of General Insurance Claims". The Actuaries were satisfied as to the nature, sufficiency and accuracy of the data used to determine the outstanding claims liability. The outstanding claims liability is set by the Actuaries at a level that is appropriate and sustainable to cover the Group's claims obligations after having regard to the prevailing market environment and prudent industry practice. 82 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 83 2.4. Net outstanding claims (continued) e. Canterbury earthquakes Cumulative impact of Canterbury earthquakes As at 30 September 2022, Tower has 36 claims remaining to settle (2021: 33) as a result of the earthquakes impacting the Canterbury region during 2010 and 2011. The following table presents the cumulative impact of the four main Canterbury earthquake events on the consolidated statement of comprehensive income. 2.4. Net outstanding claims (continued) Canterbury Earthquake outstanding claims liability Assumptions are made for the estimation of outstanding claims related to the Canterbury earthquakes. The key assumptions are estimated ultimate costs (including building costs) for settling open claims, and the numbers of new overcap claims, litigated claims, re-opened claims and their associated costs. Other elements of judgement include the apportionment of claim costs between the four main earthquake events, future claim management expenses and assessment of the risk margin. Earthquake claims estimate net of EQC payments Reinsurance recoveries Claim expense net of reinsurance recoveries Reinsurance expense Cumulative impact of Canterbury earthquakes before tax Income tax Cumulative impact of Canterbury earthquakes after tax Canterbury earthquake impact on profit or loss before tax Net claims (gain)/expense Critical accounting estimates and judgements Outstanding claims liability (excluding Canterbury Earthquakes) 2022 $000 2021 $000 (953,531) 733,720 (219,811) (25,045) (244,856) (944,418) 732,090 (212,328) (25,045) (237,373) 68,560 66,464 (176,296) (170,909) 2022 $000 2021 $000 7,483 (896) ASSUMPTION Number of future new overcap and new litigated claims Average cost of new overcap or new litigated claim Provision for re-opened claims Additional portfolio-level provision for incurred but not enough reported New overcap and new litigated claims 2022 $000 2021 $000 46 38 114,000 121,000 1,070,000 2,400,000 2,355,000 1,274,000 New overcap claims are typically for properties that have previously been managed by EQC but where damage is now assessed as being more extensive than previously thought and there is now an insurance claim payable. New litigated claims are existing or future new claims that are referred to either the Insurance Tribunal or the High Court for resolution. Costs for new litigated claims are assumed to be substantially higher than costs for other overcap claims. Only a small number of new litigated claims is now expected. Provision for re-opened claims Re-opened claims arise where additional liability arises for additional scope not previously identified or where a repair has failed or where another expense is payable for a claim that is currently closed. f. Sensitivity Analysis The impact on profit or loss of changes in key assumptions used in the calculation of the outstanding claims liabilities is summarised below. Each change has been calculated in isolation from the other variables and is stated before income tax. Outstanding claims excluding Canterbury earthquake The estimation of the outstanding claims liability involves a number of key assumptions. Tower's estimation uses Company specific data, relevant industry data and general economic data for each major class of business. The estimation process factors in a number of considerations including the risks to which the business is exposed to at a point in time, claim frequency and severity, historical trends in the development of claims as well as legal, social and economic factors that may affect each class of business. ASSUMPTION Expected future claims development proportion Claims handling expense ratio Risk margin Expected future claims development proportion 2022 $000 20.3% 6.6% 6.0% 2021 $000 19.7% 6.7% 9.1% Expected future claims development Claims handling expense ratio Risk margin Canterbury earthquake outstanding claims This is the proportion of additional claims cost that is expected to be recognised in the future for claims that have already been reported. The assumption is expressed as a proportion of current case estimates for open claims and the resulting amount is recognised in the balance sheet as an outstanding claims liability. Claims handling expense ratio This reflects the expected cost to administer current open and future claims. The ratio is calculated based on historical experience of claims handling costs. Number of new overcap or new litigated claims Risk margin Risk margins are calculated for outstanding claims in each country separately and a diversification benefit is calculated taking into account the uncorrelated effect of random risk. The total risk margin percentage shown is calculated on a weighted average basis. The decrease in the risk margin this year reflects the reassessment of uncertainty on claim outcomes as a result of the COVID-19 pandemic. Change in average cost of a new overcap or new litigated claim Number of reopened claims Change in average cost of a reopened claim MOVEMENT IN ASSUMPTION + 10% - 10% + 10% - 10% + 10% - 10% MOVEMENT IN ASSUMPTION + 35% - 35% + 20% - 20% + 35% - 35% + 20% - 20% IMPACT ON PROFIT OR (LOSS) 2022 $000 (1,419) 1,419 (556) 556 (505) 505 2021 $000 (1,339) 1,339 (543) 543 (672) 672 IMPACT ON PROFIT OR (LOSS) 2022 $000 (1,817) 1,817 (1,038) 1,038 (375) 375 (214) 214 2021 $000 (1,610) 1,610 (920) 920 (840) 840 (480) 480 84 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 85 2.5 Unearned premium liability Reconciliation Opening balance Premiums written during the year from continuing operations Premiums earned during the year from continuing operations Unearned premium movement from continuing operations Premiums written during the year from discontinued operations Premiums earned during the year from discontinued operations Unearned premium movement from discontinued operations Foreign exchange movements Liabilities reclassified as held for sale 2022 $000 2021 $000 212,275 203,452 445,580 396,003 (418,322) (386,620) 27,258 8,055 (8,684) (629) 3,957 (4,745) 9,383 8,678 (8,910) (232) (328) – 2.6 Deferred insurance costs Reconciliation DEFERRED ACQUISITION COSTS DEFERRED OUTWARDS REINSURANCE EXPENSE DEFERRED INSURANCE COSTS 2022 $000 2021 $000 2022 $000 2021 $000 2022 $000 2021 $000 Balance bought forward 21,116 25,220 10,851 9,447 31,967 34,667 Costs deferred Amortisation expense Writedown due to LAT deficiency Foreign exchange movements Asset reclassified as held for sale 48,192 (42,765) – 247 (248) 40,323 (41,897) (2,534) 4 _ Closing balance 26,542 21,116 17,283 (17,073) – 1,303 (1,087) 11,277 17,968 (16,428) – (136) _ 10,851 65,475 (59,838) – 1,550 (1,335) 37,819 58,291 (58,325) (2,534) (132) – 31,967 Unearned premium liability from continuing operations 238,116 212,275 Deferred insurance costs are expected to be amortised within 12 months from reporting date. All unearned premiums will be earned in the 12 months after 30 September 2022 and therefore are current liabilities. The unearned premium liability is presented net of cancellation provisions. Recognition and measurement Unearned premium liability is the portion of premiums written that are yet to be earned in the consolidated statement of comprehensive income. It is calculated based on the term of the risk and in accordance with the expected pattern of the incidence of risk underwritten using an appropriate pro-rated method. Adequacy of unearned premium liability Tower undertakes a liability adequacy test ("LAT") to determine whether the unearned premium liability is sufficient to pay future claims net of reinsurance recoveries. If the present value of expected future net cash flows relating to current insurance contracts, plus a risk margin, exceeds the unearned premium liabilities less related deferred acquisition costs and intangible assets, then the unearned premium liability is deemed deficient. This deficiency is immediately recognised in profit or loss. In recognising the deficiency, Tower will first write down any related deferred acquisition costs or intangible assets before recognising an unexpired risk liability. The unearned premium liability as at 30 September 2022 was sufficient for the New Zealand business (2021: $2.0m deficiency). The unearned premium liabilities as at 30 September 2022 for each Pacific entity was also sufficient (2021: all sufficient with the exception of Fiji and Vanuatu where a total deficiency of $0.5m was recognised). % Central estimate net claims as a % of unearned premium liability Risk margin as a % of net claims Critical accounting estimates and judgements 2022 2021 45.5% 11.2% 45.2% 11.0% The LAT is conducted using a central estimate of premium liability adjusted for risk margin and it is carried out on an individual country basis. The test is based on prospective information and so is heavily dependent on assumptions and judgements. Recognition and measurement Acquisition costs comprises costs incurred in obtaining and recording general insurance contracts such as advertising expenses, sales expenses and other underwriting expenses. These costs are initially capitalised and then expensed in line with the earning pattern of the related premium. Deferred acquisition costs at the reporting date represent the acquisition costs related to unearned premium. Outwards reinsurance expense reflects premiums ceded to reinsurers and is recognised as an expense in accordance with the pattern of reinsurance service received. Deferred outwards reinsurance expense at the reporting date represents outwards reinsurance expenses related to unearned premium. 2.7 Receivables Composition Gross premium receivables Provision for expected future premium cancellations Premium receivable Reinsurance recoveries Canterbury earthquake reinsurance recoveries Other recoveries Reinsurance and other recoveries Finance lease receivables Prepayments Other receivables Receivable from discontinued operations Receivables Receivable within 12 months Receivable in greater than 12 months Receivables Refer note 8.4 for further detail. 2022 $000 2021 $000 200,715 (651) 200,064 15,847 3,787 11,378 31,012 2,375 4,411 2,401 1,826 178,213 (655) 177,558 20,326 3,880 5,207 29,413 4,278 3,279 2,397 – 242,089 216,925 241,742 214,504 347 2,421 242,089 216,925 86 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 87 2.7 Receivables (continued) Recognition and measurement Receivables (inclusive of GST) are recognised at fair value and are subsequently measured at cost less any impairment. Tower's premium receivables and reinsurance and other recoveries arise from insurance contracts. These receivables are impaired if there is objective evidence that Tower will not be able to collect all amounts due according to the original terms of the receivable. The remainder of Tower's receivables are assessed for impairment based on expected credit losses. Finance lease receivables Tower entered into a sub-lease for its previous Auckland premises. The sub-lease is for the remaining non-cancellable term of the head lease and therefore is classified as a finance lease. The profile of the net receipts is illustrated in the table below: Less than one year Between one and five years Total undiscounted finance lease receivable Unearned finance income Net investment in the finance lease 2.8 Payables Composition Trade payables GST payable EQC & Fire and Emergency New Zealand levies payable Reinsurance premium payable Unsettled investment purchases Other Payables Payable within 12 months Payable in greater than 12 months Payables Recognition and measurement 2022 $000 2,074 347 2,421 (46) 2,375 2021 $000 2,019 2,421 4,440 (162) 4,278 2022 $000 2021 $000 14,672 25,951 11,583 3,696 – 3,009 58,911 11,452 23,264 10,857 6,343 11,456 6,605 69,977 58,911 69,977 – – 58,911 69,977 Payables are recognised where goods or services that have been received or supplied and have been invoiced or formally agreed with the supplier. Payables are stated at the fair value of the consideration to be paid in the future inclusive of GST. GST payable represents the net amount payable to the respective tax authorities. 2.9 Provisions Composition Annual leave and other employee benefits Customer remediation Provisions Payable within 12 months Payable in greater than 12 months Provisions 2022 $000 8,219 3,654 11,873 10,716 1,157 11,873 2021 $000 6,709 – 6,709 6,235 474 6,709 This is a one-off provision for customer remediation arising from an error in the calculation of multi-policy discounts. Recognition and measurement Tower recognises a provision when it has a present obligation as a result of a past event and it is more likely than not that an outflow of resources will be required to settle the obligation. Tower's provision represents the best estimate of the expenditure required to settle the present obligation at the end of the reporting period. 2.10 Assets backing insurance liabilities Tower has determined that all assets within its insurance companies are held to back insurance liabilities, with the exception of: (i) property, plant and equipment; (ii) right of use assets, (iii) intangible assets; and (iv) investments in operating subsidiaries. Assets backing insurance liabilities are managed in accordance with approved investment mandate agreements on a fair value basis and are reported to the Board on that basis. 3. INVESTMENTS Tower invests funds collected as premiums and provided by shareholders to ensure it can meet its obligations to pay claims and expenses and to generate a return to support its profitability. Tower has a low risk tolerance and therefore the majority of its investments are in investment grade supranational and government bonds, and term deposits. 3.1 Investment income Interest income Net realised loss Net unrealised loss Investment income 2022 $000 6,835 (2,028) (3,309) 1,498 2021 $000 5,127 (2,152) (2,416) 559 Net realised losses relate to the maturity of fixed interest bonds, with interest coupon rates higher than market rates, purchased at higher than face value. The corresponding higher interest received is reflected in the interest income amount. Recognition and measurement Tower's investment income is primarily made up of realised and unrealised interest income on fixed interest investments and fair value gains or losses on its investment assets. Both are recognised in the period that they are earned through profit or loss. 88 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 89 3.2 Investments Fixed interest investments Property investment Investments Recognition and measurement 2022 $000 2021 $000 258,600 277,436 34 34 258,634 277,470 Tower's investment assets are designated at fair value through profit or loss. Investment assets are initially recognised at fair value and are remeasured to fair value through profit or loss at each reporting date. Tower's approach to measuring the fair value of these assets is covered in the note 3.3. Purchases and sales of investments are recognised at the date which Tower commits to buy or sell the assets (i.e. trade date). Investments are derecognised when the rights to receive future cash flows from the assets have expired, or have been transferred, and substantially all the risks and rewards of ownership have transferred. 3.3 Fair value hierarchy Tower designates its investments at fair value through profit or loss in accordance with its Treasury policy. It categorises its investments into three levels based on the inputs available to measure fair value: Level 1 Fair value is calculated using quoted prices in active markets. Tower currently does not have any Level 1 investments. Level 2 Investment valuations are based on direct or indirect observable data other than quoted prices included in Level 1. Level 2 inputs include: (1) quoted prices for similar assets or liabilities; (2) quoted prices for assets or liabilities that are not traded in an active market; or (3) other observable market data that can be used for valuation purposes. Tower investments included in this category include government and corporate debt, where the market is considered to be lacking sufficient depth to be considered active, and part ownership of a property that is rented out to staff. Level 3 Investment valuation is based on unobservable market data. Tower currently does not have any Level 3 investments. As at 30 September 2022 Fixed interest investments Property investment Investments As at 30 September 2021 Fixed interest investments Property investment Investments LEVEL 1 $000 LEVEL 2 $000 LEVEL 3 $000 TOTAL $000 – – – – – – 258,600 34 258,634 277,436 34 277,470 – – – – – – 258,600 34 258,634 277,436 34 277,470 There have been no transfers between levels of the fair value hierarchy during the current financial period (2021: nil). 4. RISK MANAGEMENT Tower is exposed to multiple risks as it works to set things right for its customers and their communities whilst maximising returns for its shareholders. Everyone across the organisation is responsible for ensuring that Tower's risks are managed and controlled on a day-to-day basis. 4.1 Risk management overview Tower’s approach to achieving effective risk management is to embed a risk-aware culture where everyone across the organisation (including contractors and third parties) is responsible for managing risk. Tower’s Board expresses its appetite for risk in a Risk Appetite Statement, which: (i) Gives clear concise guidance to management of parameters for risk taking. (ii) Embeds risk management into strategic and decision-making processes. (iii) Facilitates risk to be managed at all levels of the organisation through a structured process to identify risk, and the allocation of clear, personal responsibility for management of identified risks by assigned risk owners. The Board then approves and adopts: (i) the Risk Management Framework (RMF) which is the central document that explains how Tower effectively manages risk within the business; and (ii) the Reinsurance Management Strategy (ReMS) which describes the systems, structures, and processes which collectively ensures Tower's reinsurance arrangements and operations are prudently managed. These documents are approved annually by the Board. The Board has delegated its responsibility to the Risk Committee to provide oversight of risk management practices and provide advice to the Board and management when required. In addition, the Risk Committee also monitors the effectiveness of Tower’s risk management function which is overseen by the Chief Risk Officer (CRO). The CRO provides regular reports to the Risk Committee on the operation of the RMF. Tower has embedded the RMF with clear accountabilities and risk ownership to ensure that Tower identifies, manages, mitigates and reports on all key risks and controls through the three lines of defence model. (i) First line: Operational management has ownership, responsibility and accountability for directly identifying, assessing, controlling and mitigating key risks which prevent them from achieving business objectives. (ii) Second Line: Tower’s Risk, Compliance and Conduct Function is responsible for developing and implementing effective risk, compliance and conduct management processes; providing advisory support to the first line of defence and constructively challenging operational management and risk and obligation owners to ensure positive assurance. (iii) Third line: Internal Audit is responsible and accountable for providing an independent and objective view of the adequacy and effectiveness of the Group’s risk management, governance and internal control framework. Internal audit, along with other groups such as external audit, report independently to the Board and/or the Audit Committee. The RMF is supported by a suite of policies that address the risks and compliance obligations covered in this section. 4.2 Strategic risk Strategic risk is the risk that internal or external factors compromise Tower's ability to execute its strategy or achieve its strategic objectives. Strategic risk is managed through: (i) Monitoring and managing performance against Board approved plan and targets. (ii) Board leading an annual strategy and planning process which considers our performance, competitor positioning and strategic opportunities. (iii) Identifying and managing emerging risks using established governance processes and forums. 4.3 Insurance risk Insurance risk is the risk that for any class of risk insured, the present value of actual claims payable will exceed the present value of actual premium revenues generated (net of reinsurance). This risk is inherent in Tower's operations and arises and manifests through underwriting, insurance concentration and reserving risk. 90 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 91 4.3 Insurance risk (continued) a. Underwriting risk Underwriting risk refers to the risk that claims arising are higher (or lower) than assumed in pricing due to bad experience including catastrophes, weakness in controls over underwriting or portfolio management, or claims management issues. Tower has established the following key controls to mitigate this risk: (i) Use of comprehensive management information systems and actuarial models to price products based on historical claims frequencies and claims severity averages, adjusted for inflation and modelled catastrophes, trended forward to recognise anticipated changes in claims patterns after making allowance for other costs incurred by the Group. 4.4 Credit risk Credit risk is the risk of loss that arises when a counterparty fails to meet their financial obligations to Tower in accordance with the agreed terms. Tower's exposure to credit risk primarily results from transactions with security issuers, reinsurers and policyholders and is set out below. a. Investment and treasury Tower manages its investment and treasury credit risks in line with limits set by the Board: (i) New Zealand cash deposits that are internally managed are limited to banks with a minimum Standard & Poor's (S&P) AA- credit rating. (ii) Passing elements of insurance risk to reinsurers. Tower's Board determines a maximum level of risk to be retained by the Group as a whole. (ii) Cash deposits and investments that are managed by external investment managers are limited to counterparties with a minimum S&P A- credit rating. Tower's reinsurance programme is structured to adequately protect the solvency and capital positions of the insurance business. The adequacy of reinsurance cover is modelled by assessing Tower's exposure under a range of scenarios. The plausible scenario that has the most financial significance for Tower is a major Wellington earthquake. Each year, as part of setting the coming year's reinsurance cover, comprehensive modelling of the event probability and amount of the Group's exposure is undertaken. (iii) Underwriting limits are in place to enforce appropriate risk selection criteria and pricing with specific underwriting authorities that set clear parameters for the business acceptance. b. Concentration risk Concentration risk refers to the risk of underwriting a number of like risks, where the same or similar loss events have the potential to produce claims from many of Tower's customers at the same time. Tower is particularly subject to concentration risks in the following variety of forms: (i) Geographic concentration risk – Tower purchases a catastrophe reinsurance programme to protect against a modelled 1-in-1000 years whole of portfolio catastrophe loss. (ii) Product concentration risk – Tower's business is weighted towards the NZ general insurance market where its risks are concentrated in house insurance (Home & Contents) and motor insurance. Tower limits its exposure through proportionate reinsurance arrangements. The table below illustrates the diversity of Tower's operations. GROSS WRITTEN PREMIUM (%) NZ PACIFIC TOTAL NZ PACIFIC TOTAL 2022 2021 Home & Contents Motor Commercial Liability Workers compensation Other Total 51% 35% 1% 1% 0% 0% 88% 3% 3% 5% 0% 1% 0% 54% 38% 6% 1% 1% 0% 12% 100% 52% 34% 1% 1% 0% 1% 89% 4% 3% 4% 0% 0% 0% 11% 56% 37% 5% 1% 0% 1% 100% The Pacific Islands operating segment excludes the disposal group and the prior year comparatives have been re-presented accordingly. Tower has limited exposure to long-tail classes (which comprises part of "liability" and "workers compensation"). Long-tail classes have increased uncertainty of the ultimate cost of claims due to the additional period of time to settlement. c. Reserving risk Reserving risk is managed through the actuarial valuation of insurance liabilities and monitoring of the probability of adequacy booked reserves. The valuation of the net central estimate is performed by qualified and experienced actuaries. The central estimate is subject to a comprehensive review at least annually. (iii) Tower holds deposits and invests in Pacific regional investment markets through its Pacific Island operations to comply with local statutory requirements and in accordance with Tower investment policies. These deposits and investments generally have low credit ratings representing the majority of the value included in the 'Below BBB' and 'not rated' categories in the table below. This includes deposits and investments with Australian bank subsidiaries that comprise 55% (2021: 88%) of the 'not rated' category. CASH AND CASH EQUIVALENTS FIXED INTEREST INVESTMENTS TOTAL 2022 $000 2021 $000 2022 $000 2021 $000 2022 $000 2021 $000 – – 66,228 83,614 – – 1,614 16,660 84,502 – – 9,173 23,342 116,129 119,198 110,957 24,399 – 2,009 2,071 94,430 143,548 33,100 – 2,226 4,166 119,198 177,185 24,399 – 3,623 18,731 94,430 227,162 33,100 – 11,399 27,508 258,634 277,470 343,136 393,599 AAA AA A BBB Below BBB Not rated Total b. Reinsurance Tower manages its reinsurance programme in line with the ReMS. Tower seeks to manage the quantum and volatility of insurance risk in order to reduce exposure and overall cost. Tower's policy is to only deal with reinsurers with a credit rating of S&P A- or better unless local statutory requirements dictate otherwise. Additional requirements of the policy are for no individual reinsurer to have more than 25% share of the overall programme and Tower is prohibited from offering inwards reinsurance to external entities. The following table provides details on Tower's exposure to reinsurance recoveries: AAA AA A BBB Below BBB Not rated Total OUTSTANDING CLAIMS PAID CLAIMS REINSURANCE ON: 2022 $000 – 5,830 8,319 9 102 220 2021 $000 – 12,005 10,805 – – 40 2022 $000 – 2,929 2,220 – 3 2 2021 $000 – 1,028 320 – – 4 TOTAL 2022 $000 – 8,759 10,539 9 105 222 2021 $000 – 13,033 11,125 – – 44 14,480 22,850 5,154 1,352 19,634 24,202 92 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 93 4.4 Credit risk (continued) 4.5 Market risk (continued) The following table provides further information regarding the ageing of reinsurance recoveries on paid claims at the balance date. The following table demonstrates the impact of the New Zealand dollar weakening or strengthening against the most significant currencies for which Tower has foreign exchange exposure holding all other variables constant. NOT DUE $000 1 MONTH $000 1 TO 2 MONTHS $000 2 TO 3 MONTHS $000 OVER 3 MONTHS $000 TOTAL $000 PAST DUE 5,154 1,352 – – – – – – – – 5,154 1,352 As at 30 September 2022 Reinsurance recoveries on paid claims As at 30 September 2021 Reinsurance recoveries on paid claims c. Premium receivable Tower's premium receivable balance primarily relates to policies which are paid on either a fortnightly or monthly basis. Payment default or policy cancellation – subject to the terms of the policyholder's contract – will result in the termination of the insurance contract eliminating both the credit risk and the insurance risk. NOT DUE $000 1 MONTH $000 1 TO 2 MONTHS $000 2 TO 3 MONTHS $000 OVER 3 MONTHS $000 TOTAL $000 PAST DUE As at 30 September 2022 Net premium receivable As at 30 September 2021 Net premium receivable 192,464 5,933 1,188 384 95 200,064 169,915 5,514 1,484 562 83 177,558 This includes premiums that are less than 30 days outstanding (which are owed but not past due) of $4.0m (2021: $5.5m). 4.5 Market risk Market risk is the risk of adverse impacts on investment earnings resulting from changes in market factors. Tower's market risk is predominately as a result of changes in the value of the New Zealand dollar (currency risk) and interest rate movements. Tower's approach to managing market risk is underpinned by its Treasury Policy as approved by the Board. a. Currency risk Tower's currency exposure arises from the translation of foreign operations into Tower's functional currency (currency translation risk) or due to transactions denominated in a currency other than the functional currency of a controlled entity (operational currency risk). The currencies giving rise to this risk are primarily the US dollar, Fijian dollar and Papua New Guinea (PNG) kina. Tower's principal currency risk is currency translation (where movement impacts equity). Tower generally elects not to hedge this risk as it is difficult given the size and nature of the currency markets in the Pacific. Tower seeks to minimise its net exposure to foreign operational risk by actively seeking to return surplus cash and capital to the parent company. Operational currency risk impacts profit and generally arises from: (i) Procurement of goods and services denominated in foreign currencies. Tower may enter into hedges for future transactions, using authorised instruments, provided that the timing and amount of those future transactions can be estimated with a reasonable degree of certainty. (ii) Investment assets managed by the external investment manager that are denominated in foreign currencies. Tower's Board set limits for the management of currency risk based on prudent asset management practice. Regular reviews are conducted to ensure that these limits are adhered to. New Zealand Dollar – USD Currency strengthens by 10% Currency weakens by 10% New Zealand Dollar – Fijian Dollar Currency strengthens by 10% Currency weakens by 10% New Zealand Dollar – PNG Kina Currency strengthens by 10% Currency weakens by 10% b. Interest rate risk DIRECT IMPACT ON EQUITY IMPACT ON PROFIT OR (LOSS) 2022 $000 2021 $000 2022 $000 2021 $000 (793) 969 (854) 1,044 (629) 769 (581) 710 (1,667) 2,037 (743) 908 113 (138) (74) 90 44 (54) 23 (28) (38) 47 30 (36) Tower is exposed to interest rate risk through its holdings in interest-bearing assets. Interest-bearing assets with a floating interest rate expose Tower to cash flow interest rate risk, whereas fixed interest investments expose Tower to fair value interest rate risk. Tower's interest rate risk primarily arises from fluctuations in the valuation of fixed-interest investments recognised at fair value and from the underwriting of general insurance contracts, which have interest rate exposure due to the use of discount rates in calculating the value of insurance liabilities. Fixed-interest investments are measured at fair value through profit or loss. Movements in interest rates impact the fair value of interest-bearing financial assets and therefore impact profit or loss (there is no direct impact on equity). The impact of a 1% increase or decrease in interest rates on fixed interest investments is shown below (holding everything else constant). Interest rates increase by 1% (2021: 0.5%) Interest rates decrease by 1% (2021: 0.5%) IMPACT ON PROFIT OR (LOSS) 2022 $000 (1,617) 1,690 2021 $000 (988) 960 Tower manages its interest rate risk through Board approved investment management guidelines that give regard to policyholder expectations and risks, and to target surplus for solvency as advised by the Appointed Actuary. 4.6 Liquidity risk Liquidity risk arises where liabilities cannot be met as they fall due as a result of insufficient funds and/or illiquid asset portfolios. Tower mitigates this risk through maintaining sufficient liquid assets to ensure that it can meet all obligations on a timely basis. Tower is primarily exposed to liquidity risk through its obligations to make payment for claims of unknown amounts on unknown dates. Fixed-interest investments can generally be readily sold or exchanged for cash to settle claims and are managed in accordance with the policy of broadly matching the overall maturity profile to the estimated pattern of claim payments. This is illustrated in the table below: NET OUTSTANDING CLAIMS LIABILITY CASH AND INVESTMENTS 2022 $000 2021 $000 2022 $000 2021 $000 Floating interest rate (at call) – – Within 3 months 3 to 6 months 6 to 12 months After 12 months Total 45,224 20,726 18,969 25,532 110,451 42,949 17,070 17,176 22,293 99,488 84,649 28,181 44,940 55,407 129,959 343,136 116,217 75,129 31,890 47,381 122,982 393,599 94 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 95 4.7 Capital management risk 4.8 Operational risk Capital risk is the risk that capital is insufficient or not of the best form to provide a buffer against losses arising from unanticipated events, while also maximising the efficient use of capital with a view to enhancing growth and returns, and adding long-term value to Tower's shareholders. Tower has a documented description of its capital management process which sets out Tower's principles, approaches, and processes in relation to capital management that enables it to operate at an appropriate level of target solvency capital which is within the bounds of Tower's risk appetite. The capital management process allows the Board, management, rating agencies and the regulator to understand Tower's approach to capital management, including requirements for formulating capital targets, and monitoring, reporting and remediating capital as required. The operation of the capital management process is reported annually to the Board together with a forward-looking estimate of expected capital utilisation and capital resilience. In addition, Tower carries out stress, reverse stress and scenario testing to ensure the level of capital is appropriate given its risk appetite. a. Regulatory solvency capital The Reserve Bank of New Zealand (RBNZ) is the prudential regulator and supervisor of all insurers carrying on insurance business in New Zealand, and is responsible for administering the Insurance (Prudential Supervision) Act 2010. Tower measures the adequacy of capital against the Solvency Standards for Non-life Insurance Business published by the RBNZ alongside additional capital held to meet RBNZ minimum requirements and any further capital as determined by the Board. Foreign operations are subject to regulatory oversight in the relevant jurisdiction. It is Tower's policy to ensure that each of the licenced insurers in the Group maintain an adequate capital position within the requirements of the relevant regulator. During the year ended 30 September 2022 the Group complied with all externally imposed capital requirements (2021: complied). Tower Limited's Group and Parent solvency margin are illustrated in the table below. Operational risk is the risk of loss due to inadequate or failed internal processes or systems, human error or from external events. Tower's approach is to proactively manage our operational risks to mitigate potential customer detriment, regulatory or legal censure, financial and reputational impacts. Tower has in place appropriate operational processes and systems, including prevention and detection measures. These include processes which seek to ensure Tower can absorb and/or adapt to internal or external occurrences that could disrupt business operations. Management and staff are responsible for identifying, assessing, recording and managing operational risks in accordance with their roles and responsibilities. Associated controls for identified risks are recorded and then actively monitored and managed through our enterprise risk management system (ERMS). Incidents are managed by the first line of defence and overseen by the second line of defence, with ongoing reporting to management and the Board Risk Committee. Tower also maintains and regularly updates its Crisis Management, Business Continuity and Disaster Recovery Plans to minimise the impact of material incidents or crisis events and to support continuity of critical systems and processes. 4.9 Regulatory and compliance risk Regulatory and compliance risk is defined as the risk of legal, regulatory or reputational impacts arising from failure to manage compliance obligations, or failure to anticipate and prepare for changes in the regulatory environment. Tower, via its ERMS, has in place an obligations management framework. The framework provides operational and managerial oversight of applicable and relevant regulatory compliance obligations to Tower and supports Tower in discharging its obligations under legislation across NZ & the Pacific. Tower engages with regulators and regularly monitors developments in regulatory requirements to support ongoing compliance. 2022 $000 2021 $000 4.10 Conduct risk PARENT GROUP PARENT GROUP Conduct risk is defined as the risk that conduct may contribute to poor outcomes for customers. Actual solvency capital Minimum solvency capital Solvency margin Solvency ratio 136,423 66,530 69,893 205% 171,647 79,018 92,629 217% 179,439 66,252 113,187 271% 214,128 79,927 134,201 268% Tower is required to maintain a solvency margin of at least $15m (2021: $25m), due to a license condition issued by the RBNZ. In October 2020, the RBNZ commenced consultation on a review of the Insurance (Prudential Supervision) Act 2010. As part of the overall process, the RBNZ issued an exposure draft on an interim solvency standard (ISS) in July 2021 which anticipated the introduction of IFRS 17. The final ISS was issued in October 2022. Tower will apply the new ISS from 1 October 2023. The ISS: combines requirements for life and non-life insurers, which were previously separate standards; proposes enhancements to the transparency of solvency reporting; provides for increased prudential supervision for insurers operating close to their minimum solvency margin; and imposes some changes that will impact solvency margins. The change in the ISS which is expected to have the largest impact on Tower's solvency margin, the introduction of the operational risk capital charge, will be phased in over the four years to 2026. While Tower is still assessing the ISS in its final form, Tower expects to maintain an appropriate capital position under the ISS. b. Capital composition The balance sheet capital mix at reporting date is shown in the table below: Total equity attributed to shareholders c. Financial strength rating 2022 $000 2021 $000 317,528 347,044 Tower Limited has an insurer financial strength rating of "A- (Excellent)" and a long-term issuer credit rating of "a-" as affirmed by international rating agency AM Best Company Inc. in April 2022. Tower manages Conduct risk through a number of measures including undertaking ongoing product reviews to ensure products are delivering good customer outcomes, reviewing customer feedback to identify conduct trends or issues, completing quality assurance reviews, managing vulnerable customers, holding workshops with frontline staff to identify potential conduct issues and embedding and monitoring controls across the business to deliver fair customer outcomes. Tower's approach to managing conduct risk is set out in its Conduct Governance Framework. The framework is a collation of policies, frameworks and processes and ensures there's robust governance in place to oversee Tower's conduct risk profile including reporting to the Management and Board Committees. 4.11 Cyber risk Cyber risk is any risk associated with financial loss, disruption or damage to the reputation of Tower resulting from either the failure, or unauthorised or erroneous use of its information systems. Tower’s approach to Cyber risk is to proactively protect against, monitor for and respond to those cyber threats seen to be targeting the organisation. Tower continues to monitor evolving key cyber risks, which are being discussed and reviewed on a monthly basis through our Management Risk and Conduct Committee and on a quarterly basis with the Risk Committee. Risk mitigation is achieved through ongoing investment in Tower’s Security programme and Tower’s dedicated security function. 4.12 Climate change risk Climate change risk is the risk associated with the unpredictable nature and impacts of weather events which may increase in frequency and severity over time due to changes in climate. Tower’s RMF considers environmental and emerging risks, which are regularly reported to the Board. Tower's approach to managing climate change risk includes leading the market by continuing to expand our risk-based pricing strategy for climate-related hazards, maintaining a robust reinsurance programme to provide protection from volatility in weather events, planning for increasing large events over time in our budget process to limit financial impacts, and supporting communities through climate change via product development and education of customers. Tower considers that climate change risk does not impact the valuation of the majority of Tower's assets and liabilities, where these assets are expected to be realised in one year or less. For non-current assets, Tower has looked to its short-medium term forecasting, which implicitly includes allowances for the risk of climate change in forecasts of the severity and frequency of future claims, including large events. These forecasts show continued profitability for Tower, which supports the carrying value of non-current assets. Accordingly, Tower does not consider that climate change risk has a material impact on the assets and liabilities recorded in these financial statements, as at 30 September 2022. 96 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 97 5. CAPITAL STRUCTURE This section provides information about how Tower finances its operations through equity. Tower's capital position provides financial security to its customers, employees and other stakeholders whilst operating within the capital requirements set by regulators. 5.1 Contributed equity Opening balance Return of share capital to shareholders Purchase of non-controlling interests Total contributed equity Represented by: Opening balance Cancellation of shares on return of capital Total shares on issue 2022 $000 2021 $000 492,424 (30,634) (1,599) 460,191 492,424 – – 492,424 421,647,258 421,647,258 (42,163,271) – 379,483,987 421,647,258 On 9 March 2022 the Group completed its ordinary share buy-back for a consideration of $30.6m (including transaction costs). This resulted in 42.2m shares being cancelled during the year ended 30 September 2022. On 14 October 2021 Tower Limited reached an agreement to increase its shareholding in National Pacific Insurance Limited from 71.39% to 93.88% for a consideration of $3.4m. Tower Limited subsequently commenced a process to acquire the remaining 6.12% shareholding which completed on 17 December 2021 for a consideration of $0.9m. Ordinary shares issued by the Company are classified as equity and are recognised at fair value less direct issue costs. All shares rank equally with one vote attached to each share. There is no par value for each share. 5.2 Reserves Opening balance Currency translation differences arising during the year Foreign currency translation reserve Opening balance Gain on revaluation Deferred tax on revaluation Asset revaluation reserve Capital reserve Separation reserve Reserves 2022 $000 2021 $000 (6,082) 3,934 (2,148) 1,707 – – 1,707 (4,985) (1,097) (6,082) 1,564 159 (16) 1,707 11,990 (113,000) (101,451) 11,990 (113,000) (105,385) The separation reserve was created in 2007 at the time of the demerger of the New Zealand and Australian businesses in accordance with a ruling provided by the Australian Tax Office (ATO). It will be carried forward indefinitely as a non-equity reserve to meet the requirements of the ATO. 5.2 Reserves (continued) Recognition and measurement The assets and liabilities of entities whose functional currency is not the New Zealand dollar are translated at the exchange rates ruling at balance date. Income and expense items are translated at a weighted average of exchange rates over the period approximating spot rates at the transaction dates. Exchange rate differences are taken to the foreign currency translation reserve. Tower's land and buildings are valued at fair value less accumulated depreciation. Any surplus on revaluation of these items is transferred directly to the asset revaluation reserve unless it offsets a previous decrease in value recognised in profit or loss in which case it is recognised in the consolidated statement of comprehensive income. 5.3 Net tangible assets per share Net tangible assets per share 2022 $000 2021 $000 0.55 0.57 Net tangible assets per share have been calculated using the net assets as per the balance sheet adjusted for intangible assets (including goodwill) and deferred tax assets divided by total shares on issue. 5.4 Earnings per share Profit from continuing operations attributable to shareholders ($ thousands) Profit from discontinued operations attributable to shareholders ($ thousands) 2022 2021 17,622 1,181 17,770 913 Weighted average number of ordinary shares for basic and diluted earnings per share (number of shares) 397,851,001 421,647,258 Basic and diluted earnings per share (cents) for continuing operations Basic and diluted earnings per share (cents) 4.43 4.73 4.21 4.43 The basic and diluted average numbers of ordinary shares shown above are used for calculating all earnings per share measures including those for profit after tax from discontinued operations (note 8.4). 5.5 Dividends On 30 June 2022, Tower paid an interim dividend of 2.5 cents per share (2021: 2.5 cents per share), with the cash impact of $9.5m (2021: $10.5m). On 23 November 2022, the Board approved a final dividend of 4 cents per share (2021: 2.5 cents per share), with the dividend being payable on 1 February 2023. The anticipated cash impact of the final dividend is approximately $15.2m (2021: $10.5m). 98 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 99 6. OTHER BALANCE SHEET ITEMS This section provides information about assets and liabilities not included elsewhere. 6.1 Property, plant and equipment Composition: 30 September 2022 Composition: Cost Accumulated depreciation Property, plant and equipment Reconciliation: Opening balance Depreciation Additions Disposals Foreign exchange movements Assets reclassified as held for sale Closing Balance LAND AND BUILDINGS $000 OFFICE EQUIPMENT AND FURNITURE $000 MOTOR VEHICLES $000 COMPUTER EQUIPMENT $000 – – – 4,102 – – – 456 (4,558) – 4,547 (2,303) 2,244 1,968 (422) 814 (85) (23) (8) 2,244 1,949 (979) 970 769 (288) 500 – 15 (26) 970 5,237 (3,034) 2,203 2,535 (1,577) 1,277 (4) (23) (5) 2,203 TOTAL $000 11,733 (6,316) 5,417 9,374 (2,287) 2,591 (89) 425 (4,597) 5,417 Assets reclassified as held for sale include the Suva building ($4.5m) and the assets of discontinued operations. Refer to Note 8.4. During the year, and following the decommissioning of several legacy ‘on premise’ IT systems, a review of property, plant & equipment with zero book values was completed. As a consequence, property, plant and equipment with a total cost and accumulated depreciation of $12.6m were written off as they are no longer in use. As the assets had zero book values, there was no impact on profit or loss from these write-offs. 30 September 2021 Composition: Cost Accumulated depreciation Property, plant and equipment Reconciliation: Opening balance Depreciation for continuing operations Depreciation for discontinued operations Additions Revaluations Disposals Foreign exchange movements Closing Balance 4,102 – 4,102 4,035 – – – 159 – (92) 4,102 4,257 (2,289) 1,968 2,989 (838) (90) 1,437 – (1,527) (3) 1,968 1,616 (847) 769 1,083 (242) (18) – – (34) (20) 769 17,292 (14,757) 2,535 1,934 (1,104) (2) 1,654 – 56 (3) 2,535 27,267 (17,893) 9,374 10,041 (2,184) (110) 3,091 159 (1,505) (118) 9,374 6.1 Property, plant and equipment (continued) Recognition and measurement Property, plant and equipment is initially recorded at cost including transaction costs and subsequently measured at cost less any accumulated depreciation and impairment losses. Depreciation is calculated using the straight line method to allocate the asset's cost or revalued amounts, net of any residual amounts, over their useful lives. The assets' useful lives are reviewed and adjusted if appropriate at each balance date. An asset's carrying amount is written down immediately to its recoverable amount if it is considered that the carrying amount is greater than its recoverable amount. Furniture & fittings 5-9 years Leasehold property improvements 3-12 years Motor vehicles Computer equipment 5 years 3-5 years Land and buildings are shown at fair value, based on periodic valuations by external independent appraisers less subsequent depreciation for buildings. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. 6.2 Intangible assets a. Amounts recognised in the balance sheet 30 September 2022 Composition: Cost Accumulated amortisation Intangible Assets Reconciliation: Opening balance Amortisation Additions Disposals Transfers to property, plant and equipment Closing Balance GOODWILL $000 SOFTWARE $000 CUSTOMER RELATIONSHIPS $000 17,744 – 17,744 17,744 – – – – 17,744 79,259 (25,801) 53,458 48,527 (9,764) 16,934 (184) (2,055) 53,458 34,745 (11,294) 23,451 22,321 (4,959) 6,089 – – 23,451 TOTAL $000 131,748 (37,095) 94,653 88,592 (14,723) 23,023 (184) (2,055) 94,653 During the year, and following the decommissioning of several legacy IT systems, a review of intangible assets with zero book values was completed. As a consequence, intangible assets with a total cost and accumulated amortisation of $32.8m were written off as they are no longer in use. As the assets had zero book values, there was no impact on profit or loss from these write-offs. 100 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 101 6.2a Amounts recognised in the balance sheet (continued) 6.2a Amounts recognised in the balance sheet (continued) 30 September 2021 Composition: Cost Accumulated amortisation Intangible Assets Reconciliation: Opening balance Amortisation Additions Disposals Transfers to property, plant and equipment Closing Balance GOODWILL $000 SOFTWARE $000 CUSTOMER RELATIONSHIPS $000 17,744 – 17,744 17,744 – – – – 17,744 98,850 (50,323) 48,527 47,866 (8,205) 10,528 (237) (1,425) 48,527 28,656 (6,335) 22,321 12,238 (4,351) 14,434 – – 22,321 TOTAL $000 145,250 (56,658) 88,592 77,848 (12,556) 24,962 (237) (1,425) 88,592 In the year ended 30 September 2021, Tower acquired and assumed ANZ's rights and obligations related to servicing the insurance polices of a group of customers already underwritten by Tower, and entered into a non-compete agreement for a period of 5 years. In the year ended 30 September 2022, Tower acquired and assumed Westpac's and TSB Bank's rights and obligations relating to servicing the insurance polices of two further groups of customers already underwritten by Tower. The amounts capitalised includes the price paid and associated acquisition/migration costs. The assets will be amortised over 5 year (the ANZ non-compete agreement) or 10 years (for other customer relationships), with the pattern of amortisation being aligned with expected net cashflow benefits over this period. Recognition and measurement Intangible assets are assets without physical substance. They are recognised as an asset if it is probable that expected future economic benefits attributable to the asset will flow to Tower and that costs can be measured reliably. Application software and customer relationships are recorded at cost less accumulated amortisation and impairment. Application software is amortised on a straight line basis over the estimated useful life of the software. Customer relationships are amortised over the estimated useful life in accordance with the pattern of economic benefit consumption. Internally generated intangible assets are recorded at cost which comprise all directly attributable costs necessary to create, produce and prepare the asset to be capable of operating in the manner intended by management. Amortisation of internally generated intangible assets begins when the asset is available for use and is amortised on a straight line basis over the estimated useful life. The useful lives for each category of intangible assets with a finite life are as follows: — capitalised software: 3-5 years for general use computer software and 3-10 years for core operating system software — customer relationships: 5-10 years Goodwill (i.e. assets with an indefinite useful life) generated as a result of business acquisition is initially measured as the excess of the purchase consideration over the fair value of the net identifiable assets and liabilities acquired. Goodwill is not subject to amortisation but is tested for impairment annually or more frequently where there are indicators of impairment. Critical accounting estimates and judgements The customer relationships asset predominantly consists of customer relationship asset with a useful life equivalent to the customer base’s expected lifespan of ten years with the exception of one asset with an additional non-compete component that has a contracted useful live of five years. Where applicable the estimated capitalised cost related to the customer relationships asset has been apportioned between the two asset components by valuing the non-compete at the differential in net present value of the asset from improved customer retention over the non- compete period, pro-rated over the full asset value. This valuation is calculated with reference to cash flow forecasts that combine past experience with future expectations based on prevailing and anticipated market factors, expected retention rates (86-94%) and a discount rate of 12.5% for each customer relationship asset. b. Impairment testing An impairment charge is recognised in profit or loss when the carrying value of the asset, or cash-generating unit (CGU), exceeds the calculated recoverable amount. (i) Software and customer relationships Software and customer relationships are reviewed at each reporting date by determining whether there is an indication that the carrying values may be impaired. If an indication exists, the asset is tested for impairment. A loss is recognised for the amount by which the carrying value exceeds the asset's recoverable value. There were no indications of impairment during the year and therefore these assets were not tested for impairment (2021: no indications). Critical accounting estimates and judgements The recoverable amount for software and customer relationships is determined by reference to a value in use calculation based on (i) cash flow forecasts that combine past experience with future expectations based on prevailing and anticipated market factors; and (ii) a discount rate that appropriately reflects the time value of money and the specific risks associated with the assets. Value-in-use calculations involve the use of accounting estimates and assumptions to determine the projected net cash flows, which are discounted using an appropriate discount rate to reflect current market assessment of the risks associated with the assets. An impairment charge for capitalised software is incurred where there is evidence that the economic performance of the asset is not as intended by management. Customer relationships represent the present value of future benefits expected to arise from existing customer relationships. The assumptions for the useful life are based on historical information. (ii) Goodwill Goodwill is deemed to have an indefinite useful life and is tested annually for impairment or more frequently where there is an indication that the carrying value may not be recoverable. Goodwill is allocated to cash generating units (CGUs) expected from synergies arising from the acquisition giving rise to goodwill. Tower's goodwill is allocated to the New Zealand general insurance CGU. Tower undertook an annual impairment review and no loss has been recognised in 2022 as a result (2021: nil). COVID-19 impacts were again taken into account when performing the review. Critical accounting estimates and judgements The recoverable amount of the New Zealand general insurance business is assessed by determining its value in use by discounting the future cash flows generated from the continuing use of the unit (2021: the recoverable amount was assessed with reference to appraisal value techniques, which is a common practice for insurance companies). A base discount rate of 14.5% was used in the calculation (2021: 12.0%). The cash flows are based on management's plans and forecasted profits for FY23 -FY25 (2021: FY22 -FY24). The projected cash flows are determined based on past performance and management's expectations for market developments with a terminal growth rate of 3% (2021: 2.5%). The overall valuation is sensitive to a range of assumptions including the discount rate and the terminal growth rate. Reasonable changes to these assumptions will not result in an impairment. 102 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 103 6.3 Leases a. Amounts recognised in the Balance Sheet (ii) Right of use assets 30 September 2022 Composition: Cost Accumulated depreciation Right of use assets Reconciliation: Opening balance Depreciation Additions Disposals Revaluations Net foreign exchange movements Assets reclassified as held for sale Right of use assets 30 September 2021 Composition: Cost Accumulated depreciation Right of use assets Reconciliation: Opening balance Depreciation for continuing operations Depreciation for discontinued operations Additions Disposals Revaluations Net foreign exchange movements Right of use assets OFFICE SPACE $000 MOTOR VEHICLES $000 TOTAL $000 26,977 (3,651) 23,326 25,569 (2,702) 438 (37) 968 (347) (563) 23,326 – – – 8 (3) – (5) – – – – OFFICE SPACE $000 MOTOR VEHICLES $000 26,901 (1,332) 25,569 7,189 (2,242) (162) 24,332 (3,308) (3) (237) 25,569 25 (17) 8 22 (14) – – – – – 8 26,977 (3,651) 23,326 25,577 (2,705) 438 (42) 968 (347) (563) 23,326 TOTAL $000 26,926 (1,349) 25,577 7,211 (2,256) (162) 24,332 (3,308) (3) (237) 25,577 6.3a. Amounts recognised in the Balance Sheet (continued) (ii) Lease liabilities Composition: Current Non-current Lease liabilities Due within 1 year Due within 1 to 2 years Due within 2 to 5 years Due after 5 years Discount Lease liabilities Recognition and measurement 2022 $000 2021 $000 6,237 28,817 35,054 6,237 4,440 11,990 15,876 (3,489) 35,054 6,082 33,339 39,421 6,082 6,041 12,055 19,514 (4,271) 39,421 Lease liabilities are recognised at the date Tower has the right to use the corresponding asset. Lease liabilities are initially measured as the present value of expected lease payments under lease arrangements. Lease liability will include any option to extend where it is reasonably certain that the option will be exercised. The lease payments are discounted using the incremental borrowing rate as the interest rate in the lease cannot be readily determined. The incremental borrowing rate is the rate of interest that Tower would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right of use asset in a similar economic environment. Tower's incremental borrowing rate is based on bonds issued by financial institutions with similar credit rating and maturity profile. Incremental borrowing rates used during the year ranged between 1.9% and 5.0% (2021: between 1.9% and 3.6%). Subsequent repayments are split between principal and interest cost where the finance cost represents the time value of money and is charged to the profit or loss over the lease period. The discount rate applied is unchanged from that applied at the initial recognition of the lease, unless there are material changes to the lease. b. Amounts recognised in the consolidated statement of comprehensive income CLASSIFICATION Depreciation and impairment Underwriting expense & corporate and other expenses Interest expense Gain on disposal Lease expense Finance costs Other Income c. Amounts recognised in the consolidated statement of cash flows 2022 $000 (2,705) (897) 12 (3,590) 2021 $000 (2,252) (363) 1,179 (1,436) 2022 $000 2021 $000 (6,044) (2,684) In August 2021 Tower entered into a new lease with a 10 year term for its Auckland premises. Tower recognised an initial right of use asset of $24.0m and an initial lease liability of $33.3m with the difference primarily representing lease incentives. Tower has assumed no renewals of the lease past the initial 10 year term for the right of use asset and lease liability. Recognition and measurement Total cash outflow for lease principal payments Right of use assets are recognised when Tower has the right to use the corresponding assets. Right of use assets are measured at cost comprising the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date less any lease incentives received; and indirect costs; and restoration costs. Right of use assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight line basis. 104 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 105 7. TAX This section provides information on Tower's tax expense during the year and its position at balance date. 7.1 Tax expense Composition Current tax Deferred tax Adjustments in respect of prior years Tax expense Tax expense from continuing operations Tax expense from discontinued operations Reconciliation of prima facie tax to income tax expense Profit before tax from continuing operations Profit before tax from discontinued operations Profit before taxation Prima facie tax expense at 28% (2021: 28%) Adjustments in respect of prior years Tax effect of non-deductible expenses and non-taxable income Foreign tax credits written off Other Tax expense Recognition and measurement 2022 $000 1,159 6,593 292 8,044 7,526 518 2021 $000 3,745 5,785 (395) 9,135 9,245 (110) 2022 $000 2021 $000 25,200 1,699 26,899 7,532 293 (732) 371 580 8,044 27,647 803 28,450 7,966 (395) 796 861 (93) 9,135 Tax expense is calculated on the basis of the applicable tax rates that have been enacted or substantively enacted at the end of the reporting period in the jurisdictions Tower operates in. There have been no tax rate changes during the year in these jurisdictions. Current tax expense relates to tax payable for the current financial reporting period while deferred tax will be payable in future periods. 7.2 Current tax a. Current tax asset Excess tax payments related to prior periods Excess tax payments related to current period Current tax assets Expected to be recovered from 2024 as per the Board approved operational plan for 2023 to 2025. Excess tax payment made in the Pacific Islands during the reporting period. 2022 $000 2021 $000 12,038 1,031 13,069 12,038 863 12,901 7.2 Current tax (continued) b. Current tax liability The current tax liability balance of $136k (2021: $170k) relates to taxes payable to offshore tax authorities in the Pacific Islands. Recognition and measurement Overpayment of tax in the current and prior periods is recognised as a current tax asset. Current tax assets are measured at the amount expected to be recovered from the taxation authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. 7.3 Deferred tax a. Deferred tax asset Composition Tax losses recognised Software, property, plant and equipment Leases Provisions and accruals Recognised in profit or loss Impact through other comprehensive income Recognised in comprehensive profit or loss Set-off of deferred tax liabilities pursuant to NZ IAS 12 Deferred tax asset Deferred tax asset from continuing operations Deferred tax asset from discontinued operations Reconciliation of movements Opening balance Movements recognised in profit or loss Deferred tax asset pre NZ IAS 12 set off 2022 $000 23,716 1.989 352 5,258 31,315 2021 $000 24,116 2,834 373 4,165 31,488 – – 31.315 31,488 (7,278) 24,037 23,893 144 (7,038) 24,450 24,450 – 2022 $000 2021 $000 31,488 (173) 31,315 35,397 (3,909) 31,488 106 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 107 7.3 Deferred tax (continued) b. Deferred tax liability Composition Deferred acquisition costs Customer relationships Software, property, plant and equipment Other Recognised in profit or loss Asset revaluation Recognised in comprehensive profit or loss Set-off of deferred tax liabilities pursuant to NZ IAS 12 Deferred tax liability Primarily relates to withholding tax on undistributed profit from the Pacific Islands. Reconciliation of movements Opening balance Movements recognised in other comprehensive income Movements recognised in profit or loss Deferred tax liability pre NZ IAS 12 set off Recognition and measurement 2022 $000 (7,016) (4,412) (4,163) (203) (15,794) (290) (16,084) 7,278 (8,806) 2022 $000 (9,813) 148 (6,419) (16,084) 2021 $000 (5,481) (3,433) – (461) (9,375) (438) (9,813) 7,038 (2,775) 2021 $000 (7,921) (16) (1,876) (9,813) Deferred tax is income tax which is expected to be payable or recoverable in the future as a result of the unwinding of temporary differences. These arise from differences in the recognition of assets and liabilities for financial reporting and from the filing of income tax returns. Deferred tax is recognised on all temporary differences, other than those arising from (i) goodwill or (ii) from the initial recognition of assets and liabilities in a transaction (other than in a business combination) that affects neither the accounting nor taxable profit or loss. At the reporting date, the Group has recognised a deferred tax asset in respect of its unused tax losses of $84.7m (2021: $86.1m). Deferred tax is calculated at the tax rates that are expected to apply to the year when the liability is settled or the asset realised, based on tax rates and tax laws that have been enacted or substantively enacted at balance date. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis. Critical accounting judgements and estimates Deferred tax assets are recognised for all unused tax losses to the extent it is probable that taxable profits will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised based on the likely timing and quantum of future taxable profits. This assessment is completed on the basis of the approved strategic plans of Tower Limited and subsidiaries. Tower's ability to utilise these tax losses depends on the future profitability, shareholder continuity and no major change in Tower's business. The enactment of the new business continuity test in the Income Tax Act 2007 on 30 March 2021 for carrying forward tax losses means that Tower is able to carry forward its tax losses even if there is a significant shareholding change, as long as the business continuity test is met. 7.4 Imputation credits The Group imputation credit account reflects the imputation credits held by the Company as the representative member of the Group. Imputation credits available for use in subsequent reporting periods 8. OTHER INFORMATION This section includes additional disclosures which are required by financial reporting standards. 8.1 Notes to the consolidated statement of cash flow Composition Cash at bank Deposits at call Cash and cash equivalents The average interest rate at 30 September 2022 for deposits at call is 2.89% (2021: 0.25%). Reconciliation of profit for the year to cash flows from operating activities Profit after taxation from continuing operations Adjusted for non-cash items Depreciation of property, plant and equipment Depreciation, impairment and disposals of right of use assets Amortisation of intangible assets Financing costs Fair value losses on financial assets Gain on disposal of fixed assets Change in deferred tax Adjusted for movements in working capital Change in receivables Change in payables Change in taxation Net cash inflows from operating activities from continuing operations Cashflows from operating activities from discontinued operations Net cash inflows from operating activities 2022 $000 2021 $000 271 271 2022 $000 2021 $000 54,422 30,080 84,502 88,740 27,389 116,129 2022 $000 2021 $000 17,674 18,402 2,287 2,705 14,723 897 5,337 (24) 6,452 (30,495) 41,445 (695) 60,306 (522) 59,784 2,182 2,252 12,556 363 4,568 319 5,731 41,957 6,888 1,601 96,819 1,276 98,095 108 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 109 8.2 Related party disclosures 8.4 Discontinued operation and asset held for sale Tower considers key management personnel to consist of the Board of Directors, Chief Executive Officer and executive leadership team. Information regarding individual director and executive compensation is provided in the Corporate Governance section of the annual report. Salaries and other short term employee benefits paid Long term benefits Termination benefits Director fees Related party remuneration 2022 $000 4,466 773 748 676 6,663 2021 $000 4,799 260 486 723 6,268 Tower insurance products are available to all key management personnel on the same terms as available to other employees. In addition, Tower purchases indemnity insurance for all directors both past and present covering liabilities and legal expenses incurred whilst in office. The Board has decided to implement a share based long term incentive scheme with effect from 1 October 2022. During the year ended 30 September 2022, Tower Limited acquired the minority shareholding of National Pacific Insurance Limited. Refer Note 5.1. Definition Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity. 8.3 Auditor's remuneration Audit of financial statements Other assurance services Total fees paid to Group's auditors Fees paid to subsidiaries' auditors different to Group auditors: Audit of financial statements Auditors remuneration 2022 $000 612 63 675 16 691 2021 $000 599 60 659 14 673 Audit of financial statements includes fees for both the audit of annual financial statements and the review of the interim financial statements. PwC Fiji performs the audits of all overseas incorporated subsidiaries with the support of PwC New Zealand and other PwC network firms. $129.6k is paid to other PwC network firms (non New Zealand) for their audit services. On 10 June 2022 Tower announced the conditional sale of all of its shares in its Papua New Guinea subsidiary to Alpha Insurance Limited for a sale price of AUD 7.9m, subject to settlement adjustments. The sale was still conditional as at 30 September 2022 and so the Group's Papua New Guinea Operations constitutes a discontinued operation and is classified as held for sale as at 30 September 2022. Subsequently, the sale became unconditional and was completed on 28 October 2022, for a revised price of PGK 22m, subject to settlement adjustments and transaction costs. The estimated gain on sale that will be included in profit or loss after tax, including reclassifications of amounts in the foreign currency translation reserve, is approximately $2.1m, however at the time these financial statements were prepared a final calculation of the gain on sale had not been completed At 30 September 2022, Tower was actively marketing the Suva building for sale. The recoverable amount of the building of $4.5m is included in the property, plant and equipment disclosed below. The sale is expected to be completed within a year from the reporting date. The sale of the Suva building was approved by the Board on 3 November 2022. Refer note 8.6. Assets and liabilities classified as held for sale Assets classified as held for sale Cash and cash equivalents Investments Receivables Current tax assets Deferred tax assets Deferred insurance costs Right of use assets Property, plant and equipment Total assets classified as held for sale Liabilities classified as held for sale Payables Unearned premiums Outstanding claims Lease liabilities Provisions Total liabilities classified as held for sale Net assets classified as held for sale 2022 $000 7,796 3,580 2,565 315 144 1,335 479 4,597 20,811 1,965 4,745 1,981 519 48 9,258 11,553 Other assurance services includes annual solvency return assurance and Pacific Island regulatory return audits. The other assurance services for the year ended 30 September 2021 were Property, plant and equipment disclosed above includes the Suva building carrying value of $4.5m. completed during the year ended 30 September 2022. The audit of Tower Insurance (Vanuatu) Limited was performed by Law Partners (2021: Law Partners). As at 30 September 2022, Tower PNG owed other members of the Tower Group of $1.8m.. The liabilities from discontinued operations disclosed above are stated without adjustment for these intercompany transactions. The cumulative currency translation losses recognised in other comprehensive income in relation to the discontinued operation as at 30 September 2022 were $2.7m. 110 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 111 8.4 Discontinued operation and asset held for sale (continued) Profit from discontinued operation Gross written premium Unearned premium movement Gross earned premium Outward reinsurance premium Movement in deferred reinsurance premium Outward reinsurance premium expense Net earned premium Claims expense Less: Reinsurance and other recoveries revenue Net claims expense Gross commission expense Commission revenue Net commission expense Underwriting expense Underwriting profit Investment income Other income/(expense) Financing and other costs Profit before taxation Tax expense Profit after taxation from discontinued operation 2022 $000 8,055 629 8,684 (3,187) (58) (3,245) 5,439 (1,907) 695 (1,212) (310) 288 (22) (2,559) 1,646 50 15 (12) 1,699 (518) 1,181 2021 $000 8,678 232 8,910 (3,426) (46) (3,472) 5,438 (1,983) 34 (1,949) (391) 292 (99) (2,591) 799 21 (2) (15) 803 110 913 Tower PNG paid fees to other members of the Tower Group of $2.4m during the financial year ended 30 September 2022 (2021: $2.5m), relating to the provision or reinsurance, management and other services. These amounts are included within the reinsurance premium expense and underwriting expense lines above, and are then eliminated within continuing operations. Earnings per share 2022 2021 Basic and diluted earnings per share (cents) for discontinued operations 0.30 0.22 The currency translation differences recognised in other comprehensive income during the period ending 30 September 2022 in relation to the discontinued operation were $1.1m. 8.5 Contingent liabilities The Group is occasionally subject to claims and disputes as a commercial outcome of conducting insurance business. Provisions are recorded for these claims or disputes when it is probable that an outflow of resources will be required to settle any obligations. Best estimates are included within claims reserves for any litigation that has arisen in the usual course of business. The Group has no other contingent liabilities. 8.6 Subsequent events On 6 October 2022, Tower entered an agreement with Kiwibank to purchase the rights and obligations relating to servicing the insurance polices of a group of customers underwritten by Tower for $5.9m payable on 1 December 2022. On 28 October 2022, Tower completed the sale of Tower Insurance (PNG) Limited, refer note 8.4 for more information. On 3 November 2022, the Board approved the sale of Suva building at a price of FJD 8.2m which, after allowing for transaction costs and taxes, is greater than the book value of this asset recorded in these financial statements. The estimated gain on sale to be recognised in profit or loss after tax is approximately $1.1m, however at the time these financial statements were prepared a final calculation of the gain on sale had not been completed. On 23 November 2022, the Board approved a full year dividend of 4 cents per share, with the dividend being payable on 1 February 2023 as specified by Note 5.5. The anticipated cash impact of the final dividend is approximately $15.2m. 8.7 Capital commitments As at 30 September 2022, Tower has nil capital commitments (2021: nil). 8.8 Impact of new accounting standards and changes in interpretation of current accounting standards New accounting standards No new accounting standards were implemented during the year with a material effect on Tower. Issued and effective The only new or revised accounting standard that is expected to have a material impact on Tower’s financial statements is NZ IFRS 17 Insurance Contracts (“IFRS 17”).  Other new or revised accounting standards that will be mandatory in future financial years are not expected to have a material impact. IFRS 17 IFRS 17 is effective for periods beginning on or after 1 January 2023. Tower will apply the standard for the year ending 30 September 2024, with the comparative period for the year ending 30 September 2023.  Tower expects to apply the standard using the full retrospective approach. IFRS 17 replaces the current guidance in NZ IFRS 4 Insurance Contracts (“IFRS 4”), and establishes principles for the recognition, measurement, presentation and disclosure of insurance contracts. The standard introduces substantial changes in the presentation of financial statements and disclosures, introducing new balance sheet and income statement line items and increased disclosure requirements compared with existing reporting. IFRS 17 contains three new measurement models. The general model measures insurance contracts based on the fulfilment cash flows (the present value of estimated future cash flows with an explicit risk adjustment for non-financial risk) and the contractual service margin (the unearned profit that will be recognised as services are provided over the coverage period). A modified version of the general model (the variable fee approach) is applied to insurance contracts with direct participation features, and a simplified measurement model (the premium allocation approach, or “PAA”) is permitted in certain circumstances. The PAA is similar to the current measurement model used for general insurance. Tower expects all its current insurance contracts and reinsurance contracts will meet the requirements of the PAA. Under the PAA, insurance and reinsurance contracts will be aggregated together into portfolios based on the contracts having similar risks and being managed together, and then divided into groups based on the expected profitability of contracts and the periods in which the contracts are written. Insurance contracts and reinsurance contracts are measured separately. Under the aggregation requirements, the identification and measurement of contracts that are expected to be loss making will be performed at a lower granularity than occurs for the liability adequacy test under current accounting standards, with any loss component recognised on initial recognition. IFRS 17 makes changes to the way that discount rates are applied to future cash flows, with discount rates required to reflect the time value of money, the characteristics of the cash flows and the liquidity characteristics of the insurance contracts. Tower has determined that it will not discount insurance assets and liabilities for remaining coverage unless the time between the provision of the services and the premiums received will be more than one year. Insurance assets and liabilities for incurred claims will be discounted to reflect the time value of money. The methodology for deriving the discount rate is currently being finalised, with Tower expecting to apply the bottom-up approach, whereby a risk-free yield curve is adjusted through the addition of an illiquidity premium. IFRS 17 allows a choice between expensing acquisition costs related to the fulfilment cash flows immediately, or deferring them. Tower expects to defer acquisition costs and amortise them over the coverage period of the related insurance contracts. IFRS 17 requires a risk adjustment for non-financial risk to be applied to reflect the compensation an entity requires for bearing uncertainty about the amount and timing of cash flows. This differs from the risk margin used under IFRS 4, which reflects the inherent uncertainty in the central estimate of future claims cash flows. Tower is developing its framework for determining the risk adjustment and expects to use a confidence level approach. 112 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS INDEPENDENT AUDITORS REPORT 113 8.8 Impact of new accounting standards and changes in interpretation of current accounting standards (continued) IFRS 17 also introduces significant changes to the presentation of insurance contracts. Assets and liabilities related to portfolios of insurance contracts and reinsurance contracts will be shown separately on the balance sheet, replacing current insurance related line such as premium receivables, deferred insurance costs and unearned premiums. In the consolidated statement of comprehensive income Tower will present income and expenses related to insurance contracts gross of reinsurance, which will be disclosed separately. Tower has a programme to assess the impact of adopting NZ IFRS 17 and to project manage the transition to the new standard including system development. Tower has completed a proposed accounting policy framework under NZ IFRS 17, subject to approval by the Board, and systems development work is in the implementation phase. IFRS 17 is not expected the change the underlying economics or cash flows of Tower’s business, although it may impact how profit emerges on a year-to-year basis, and it will change the presentation in the financial statements. Due to the complexity of the requirements within the standard and with global interpretations continuing to change, some material judgements and accounting policy choices are still under consideration by Tower, and therefore a full assessment of the financial impact of IFRS 17 has not yet been completed. Independent auditor’s report To the shareholders of Tower Limited Our opinion In our opinion, the accompanying consolidated financial statements of Tower Limited (the Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at 30 September 2022, its financial performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS). What we have audited The Group's consolidated financial statements comprise: ● ● ● ● ● the consolidated balance sheet as at 30 September 2022; the consolidated statement of comprehensive income for the year then ended; the consolidated statement of changes in equity for the year then ended; the consolidated statement of cash flows for the year then ended; and the notes to the consolidated financial statements, which include significant accounting policies and other explanatory information. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance Practitioners (including International Independence Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Code of Ethics for Professional Accountants (including International Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements. Our firm carries out other assurance services for the Group over solvency and regulatory insurance returns. In addition, certain partners and employees of our firm may deal with the Group on normal terms within the ordinary course of trading activities of the Group. The provision of these other services and relationships have not impaired our independence as auditor of the Group. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand T: +64 9 355 8000, www.pwc.co.nz 114 INDEPENDENT AUDITORS REPORT INDEPENDENT AUDITORS REPORT 115 Description of the key audit matter How our audit addressed the key audit matter Description of the key audit matter How our audit addressed the key audit matter The outstanding claims liability includes a risk margin that allows for the inherent uncertainty in the central estimate of future claim cash outflows. In determining the risk margin, the Group makes judgements about the volatility of each class of business written and the correlation between different geographical locations. Refer to note 2.4 to the consolidated financial statements. (2) Recoverability of the deferred tax asset arising from tax losses (2022: $23,716,000, 2021: $24,116,000) The majority of the Group’s deferred tax asset arises from tax losses. We considered recoverability of the deferred tax asset a key audit matter because utilisation of the asset is sensitive to the Group’s expected future profitability and sufficient continuity of the ultimate shareholders or business continuity. Management judgement is involved in forecasting the timing and quantum of future taxable profits, which are inherently uncertain, and whether it is probable the tax losses will be utilised in the foreseeable future. Refer to note 7.3 to the consolidated financial statements. In considering the recoverability of the deferred tax asset arising from tax losses we performed the following procedures: ● compared the previous management budget with actual results to assess the reliability of management’s forecasting; ● considered the reasonableness of the assumptions in the year ending 30 September 2023 operational plan on the forecast utilisation of tax losses; ● assessed the Group’s ability to maintain sufficient continuity of the ultimate shareholders or to meet the business continuity test and therefore its entitlement to offset the tax losses against future taxable profits; and ● determined whether it was probable (more likely than not) that the tax losses would be utilised in the foreseeable future. (1) Valuation of outstanding claims (2022: $124,531,000, 2021: $122,338,000) We considered the valuation of outstanding claims a key audit matter as it involves an estimation process combined with significant judgements and assumptions, made by management, to estimate future cash outflows to settle claims. The outstanding claims liability includes a central estimate of the future cash outflows relating to claims incurred, as at and prior to the reporting date, and the expected costs of handling those claims. There is uncertainty over the amount that reported claims and claims incurred at the reporting date but not yet reported to the Group will ultimately be settled at. The estimation process relies on the quality of underlying claims data and the use of informed estimates to determine the quantum of the ultimate loss. Key actuarial assumptions applied in the valuation of outstanding claims (excluding Canterbury earthquakes) include: ● expected future claims development proportion; and ● claims handling expense ratios. Outstanding claims in relation to the Canterbury earthquakes have a greater degree of uncertainty and judgement. This mainly arises due to the uncertainty as to further deterioration of open known claims, the Earthquake Commission (EQC) reporting of new claims to the Group which have gone over the $100,000 statutory liability cap (over cap claims), new litigation claims, reopening of closed claims, expected claims costs for open claims and estimates of future claims management expenses. Changes in assumptions can lead to significant movements in the outstanding claims liability. Claims data is a key input to the actuarial estimates. Accordingly, we: ● evaluated the design effectiveness and tested controls over claims processing; ● assessed a sample of claim case estimates at the year end to check that they were supported by an appropriate management assessment and documentation; ● assessed, on a sample basis, the accuracy of previous claim case estimates by comparing to the actual amount settled during the year and analysed any escalation in the claim case estimate to determine whether such escalation was based on new information available during the year; inspected a sample of claims paid during the year to confirm that they are supported by appropriate documentation and approved within delegated authority limits; and tested the integrity of data used in the actuarial models by agreeing relevant model inputs, such as claims data, to source, on a sample basis. ● ● Together with our actuarial experts, we: ● considered the work and findings of the actuaries engaged by Tower; ● evaluated the actuarial models and methodologies used, and any changes to them, by comparing with generally accepted models and methodologies applied in the sector; ● assessed key actuarial judgements and ● assumptions and challenged them by comparing with our expectations based on Tower’s experience, our own sector knowledge and independently observable industry trends (where applicable); tested on a sample basis, the underlying calculations in certain valuation models; and ● assessed the risk margin by comparing to known industry practice. In particular we focused on the assessed level of uncertainty in the central estimate and the inherent uncertainty in the remaining Canterbury earthquake claims and consistency of the risk margin with prior periods. PwC 57 PwC 56 116 INDEPENDENT AUDITORS REPORT INDEPENDENT AUDITORS REPORT 117 Our audit approach Overview Overall group materiality: $4.5 million, which represents approximately 1% of gross written premium from continuing and discontinued operations. We chose gross written premium as the benchmark because, in our view, it is the benchmark against which the performance of the Group is most commonly measured by users, and is a generally accepted benchmark for insurance companies. A full scope audit was performed for the Company based on its financial significance to the Group. Specified audit procedures were performed on financial statement line items of certain subsidiaries and analytical review procedures were performed on remaining Group entities. As reported above, we have two key audit matters, being: ● Valuation of outstanding claims ● Recoverability of the deferred tax asset arising from tax losses As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the consolidated financial statements. In particular, we considered where management made subjective judgements; for example, in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all of our audits, we also addressed the risk of management override of internal controls, including among other matters, consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud. Materiality The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. Misstatements may arise due to fraud or error. They are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the consolidated financial statements. Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group materiality for the consolidated financial statements as a whole as set out above. These, together with qualitative considerations, helped us to determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and in aggregate, on the consolidated financial statements as a whole. How we tailored our group audit scope We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the consolidated financial statements as a whole, taking into account the structure of the Group, the accounting processes and controls, the industry and countries in which the Group operates. Other information The Directors are responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the consolidated financial statements and our auditor's report thereon. The Annual Report is expected to be made available to us after the date of this auditor's report. Our opinion on the consolidated financial statements does not cover the other information and we will not express any form of audit opinion or assurance conclusion thereon. In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. When we read the other information not yet received, if we conclude that there is a material misstatement therein, we are required to communicate the matter to the Directors and use our professional judgement to determine the appropriate action to take. Responsibilities of the Directors for the consolidated financial statements The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the Directors determine is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, the Directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the consolidated financial statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements, as a whole, are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. A further description of our responsibilities for the audit of the consolidated financial statements is located at the External Reporting Board’s website at: https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/ This description forms part of our auditor’s report. Who we report to This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might state those matters which we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our audit work, for this report or for the opinions we have formed. The engagement partner on the audit resulting in this independent auditor’s report is Karen Shires. For and on behalf of: Chartered Accountants 23 November 2022 Auckland PwC 58 PwC 59 118 APPOINTED ACTUARY'S REPORT APPOINTED ACTUARY'S REPORT 119 APPOINTED ACTUARY'S REPORT 120 APPOINTED ACTUARY'S REPORT APPOINTED ACTUARY'S REPORT 121 23 November 2022 The Directors Tower Limited 136 Fanshawe Street Auckland 1010 Dear Directors Review of Actuarial Information contained in the financial statements As required by Section 78 of IPSA the Appointed Actuary, Geoff Atkins of Finity Consulting, has reviewed the actuarial information contained in, or used in the preparation of, the financial statements at 30 September 2022. Geoff Atkins and Finity have no relationship with or interest in Tower other than being a provider of actuarial services. I prepared the actuarial valuation of liabilities remaining from the Canterbury Earthquakes and reviewed the actuarial valuations of insurance liabilities for the New Zealand business and the Pacific Islands businesses. I reviewed the other actuarial information as specified by IPSA in Section 77, including the solvency calculations for the financial statements. No limitations were placed on me in performing the review and all data and information requested was provided. Nothing has come to my attention that would lead me to believe that any of the actuarial information contained in, or used in the preparation of, the financial statements is not appropriate. In my opinion the company has maintained a solvency margin in excess of the minimum required as at 30 September 2022. The report is being provided for the sole use of Tower for the purpose state above. It is not intended, nor necessarily suitable, for any other purpose and should only be relied on for the purpose for which it is intended. Yours sincerely Geoff Atkins (Appointed Actuary) Fellows of the New Zealand Society of Actuaries Anagha Pasche Fellows of the New Zealand Society of Actuaries 122 CORPORATE GOVERNANCE AT TOWER CORPORATE GOVERNANCE AT TOWER 123 CORPORATE GOVERNANCE AT TOWER 124 CORPORATE GOVERNANCE AT TOWER CORPORATE GOVERNANCE AT TOWER 125 This section of the Annual Report provides an overview of the corporate governance principles, policies and processes adopted and followed by Tower’s Board during the year ending 30 September 2022 (FY22) The Board is committed to achieving the highest standards of corporate governance, ethical behaviour, and accountability. When there are developments in corporate governance practices, the Board reviews these against Tower’s practices and updates Tower’s practices where appropriate, including seeking external advice to encourage an environment of continuous improvement in Board performance. For the reporting period to 30 September 2022, the Board considers that Tower’s corporate governance practices have materially adhered to the NZX Corporate Governance Code (NZX Code). Further information about the extent to which Tower has complied with each of the NZX Code recommendations is set out in Tower’s corporate governance statement, available on Tower’s website at tower.co.nz/investor-centre. The following policies and company documentation are available on Tower’s website (https://www.tower.co.nz/ investor-centre/corporate-governance/policies): STATUTORY DISCLOSURES DIVERSITY Gender Diversity The below table provides a quantitative breakdown as to the gender composition of Tower’s Directors and Officers, and other employee groups as at 30 September 2022, compared to 30 September 2021, including subsidiaries. The Executive Leadership team includes the Chief Executive Officer and those employees who report directly to the Chief Executive Officer. The Senior Leadership Team refers to employees in remuneration band 8 and above. Total Company figures exclude the Board of Directors, and include permanent and fixed term employees, and the employees of Tower’s Pacific Island subsidiaries. GROUP % GROUP NUMBER % GROUP NUMBER 30 SEPTEMBER 2022 30 SEPTEMBER 2021 • Tower Limited Constitution • Corporate Governance Statement • Board Charter • Board Protocols • Audit Committee Terms of Reference • Risk Committee Terms of Reference • Remuneration & Appointments Committee Terms of Reference • Director and Executive Remuneration Policy • Insider Trading and Market Manipulation Policy • Corporate Disclosure Policy • External Audit Independence Policy • Health and Safety Policy • Code of Conduct Policy • Diversity and Inclusion Policy Board of Directors Males Females Gender Diverse Executive Leadership team Males Females Gender Diverse Senior Leadership team Males Females Employees Males Females Total company Males Females Total employees 80% 20% 0% 88% 12% 0% 63% 37% 38% 62% 39% 61% 83% 17% 0% 67% 33% 0% 42% 58% 40% 60% 40% 60% 4 1 0 7 1 0 27 16 268 446 302 463 765 5 1 0 6 3 0 11 15 293 447 310 465 775 126 CORPORATE GOVERNANCE AT TOWER CORPORATE GOVERNANCE AT TOWER 127 Evaluation from the Board on Tower’s performance with respect to diversity and inclusion Tower has a diversity and inclusion policy, focussing on the following categories: • Gender diversity • Age and career progression • Ethnicity and Pacific and Māori inclusion • LGBTIQ+ identification and inclusion • Accessibility The Board considers there has been continued progress on initiatives focused around the pillars of gender, culture, sexuality, age and accessibility in FY22. Tower’s bi-annual engagement survey is a key way of measuring progress diversity and inclusion activities. In the most recent survey, Tower’s diversity and inclusion score increased by 0.1 over FY22. This places Tower in the top 25% of the finance industry (and is higher than our overall engagement score of 7.8), which the Board considers demonstrative of the progress that we have made over the last 12 months. Diversity and Inclusion score 8.8 0 0.5 above Finance benchmark In the top 25% of Finance Gender Representation 10 Tower’s overall female representation remains consistent year-over-year at 60% female / 40% male. In FY22 Tower captured data in respect of other gender identities for the first time. 0% 20% 40% 60% 80% 100% Female 59.92% Male 39.10% Other gender identity 0.98% Gender pay gap Tower has calculated its gender pay gap for New Zealand team members. When comparing like-for-like roles for women and men at Tower in New Zealand, Tower’s pay equity gap is 0.1%. Comparing our senior leadership population and the average pay gap between men and women, our leadership pay gap is 2.2% (men are paid 2.2% more than women). The overall gender gap is 25.9%. For the most part, this is because we have a larger proportion of women in some our New Zealand frontline roles, and a larger proportion of men in senior roles. Tower is proud to have contributed to MindtheGap NZ Public Pay Gap registry, and shares its gender pay gap information on its external careers page to increase visibility and accountability. Tower intends to extend its pay gap reporting to include Māori and Pacific data. Inclusion In 2022, Tower was re-accredited by the Rainbow Tick, reflecting Tower's commitment to valuing people in the workplace, and embracing the diversity of sexual and gender identities. The number of Tower employees identifying as part of the Rainbow community fell from 93 to 81 (12.7% to 9.7%). There was also an increase in the percentage of individuals either leaving the question blank or choosing not to disclose from 77 to 167 (12.9% to 19.9%). Alongside the collection of data to understand gender identities, Tower has developed guidelines to support Tower individuals who are transitioning. Tower also maintained domestic violence abuse charity Shine’s DVFree Tick for creating a domestic violence- free workplace. This reflects Tower's commitment to ensuring our people feel safe and have the appropriate channels to raise any domestic violence they may experience with a group of trained Tower First Responders. Throughout FY22, Tower has sponsored and celebrated a number of events celebrating diversity including a company-wide zoom chat with Black Fern Ruby Tui, Fijian and Samoan language weeks, and Diwali, together with a celebration of Te Reo Māori during Te Wiki o te Reo Māori 2022. CURRENT ETHNICITY BREAKDOWN BAND-7 8 9 10 EXEC TOTAL HIRES TOTAL NET FY22 HIRES African Asian Chinese Fijian Fijian Indian Filipino Indian Māori Samoan Sri Lankan Tamil Afrikaner Australian British Danish English European German Irish n a e p o r u E - n o N n a e p o r u E New Zealand European South African European Prefer not to disclose/did not disclose Total Ethnicity Representation – 3 2 2 – 3 4 2 – 1 – – 1 – 1 3 1 1 24 2 5 55 1 – – – – – 3 1 1 – 1 – – 1 1 1 – 1 10 – – 21 – – 1 1 – – – – – – – – 2 – – – – – 6 – – – – – – – – – – – – – – 1 – – 3 – – 6 – – 10 10 – – – – 1 – – – – – – 1 – – 2 2 – – 2 – – 8 – – 1 1 – 1 1 – – – – 1 1 – 1 1 1 1 11 1 3 25 26 73 5 104 4 18 -14 3 3 In FY22, Tower broadened the range of ethnicities its employees can identify as. This has enabled Tower to identify that 53% of its workforce is made up of diverse, non-European ethnicities, with 42% of the workforce being made up of European ethnicities, and 5% of the workforce preferring not to disclose. Achieving representation of diverse ethnicities at leadership levels has proven challenging in a very competitive labour and hiring market where immigration into New Zealand has only recovered to around 1/3 of pre-pandemic levels. A breakdown of the ethnicity of Tower's senior staff is set out in the table above. Tower Talent Programmes In FY22, two targeted talent development programmes were introduced with a view to identify, retain and accelerate the development of diverse talent. The Talent & Culture Group (TCG) is made up of 12 senior leaders identified from Tower’s executive team from a pool of high-potential talent and potential successors. The Emerging Talent Programme (ETP) pilot was launched in late FY22 targeting diverse talent at all levels at Tower. The TCG was launched in January 2022, and the group has played a significant role in defining and implementing key initiatives across Tower related to talent and culture. Achievements include the definition of Tower’s new Purpose and Values, and embedding those values into the performance framework. In September 2022 Tower commenced a pilot for an Emerging Talent Programme comprising 13 staff from Claims, Partnerships, Sales & Service and Technology divisions. Participants come from a range of backgrounds, genders and ethnicities. The purpose of the programme is to: • develop emerging talent at Tower, providing growth opportunities for a diverse pipeline of talented people in the business • give participants a chance to broaden their horizons at Tower, get exposure, learn skills and build relationships outside of the areas they normally work • over time increase diversity across all levels at Tower As part of the programme, participants will have access to learning experiences including team activities, focus groups, guest speakers, mentoring sessions, action learning projects and opportunities to build networks. 128 CORPORATE GOVERNANCE AT TOWER CORPORATE GOVERNANCE AT TOWER 129 BOARD COMMITTEES During FY22 the Board comprised the following members: Micheal Stiassny (Chair), Graham Stuart, Steve Smith (until 2 February 2022), Warren Lee, Wendy Thorpe, Marcus Nagel. The Board has determined, based on information provided by directors regarding their interests, and the criteria for independence contained in the Board and Director Protocols, that as at 30 September 2022, Mr Stiassny, Mr Stuart, Mr Lee and Ms Thorpe were independent. The Board determined that Mr Nagel was not independent due to his relationship with Tower’s largest shareholder. The criteria for assessing independence contained in the Board and Director protocols is benchmarked against the RBNZ and NZX independence requirements. During FY22 the Board had the following committees: Audit Committee Members: Graham Stuart (Chair), Michael Stiassny, Steve Smith (retired 2 February 2022), Warren Lee (retired 30 November), Wendy Thorpe, Marcus Nagel. Risk Committee Members: Warren Lee (Chair) until 31 August 2022 (retired 30 November 2022), Wendy Thorpe (Chair) from 1 September 2022, Michael Stiassny, Graham Stuart, Steve Smith (retired 2 February 2022), Marcus Nagel. Remuneration and Appointments Committee Members: Michael Stiassny (Chair), Graham Stuart, Steve Smith (retired 2 February 2022), Warren Lee (retired 30 November 2022), Wendy Thorpe, Marcus Nagel. Other committees Tower’s Board may establish sub-committees from time to time. In 2022, a Results Sub-Committee was convened on two occasions. Board and Committee meeting attendance The following numbers of Board and Committee meetings were held during the year from 1 October 2021 to 30 September 2022: • Board meetings – 12 • Audit Committee meetings – 3 • Risk Committee meetings – 4 • Remuneration and Appointments Committee – 6 • Results Sub-Committee – 2 All executive members have a standing invitation to attend all Board meetings, although they do not always attend the entire meeting. The Chief Executive Officer, Chief Financial Officer, Chief Risk Officer, General Counsel & Company Secretary attend all Audit Committee and Risk Committee meetings by standing invitation. The Chief Executive Officer, Chief People Officer and General Counsel & Company Secretary attend all meetings of the Remuneration and Appointment Committee by standing invitation. All Board, Audit, Risk and Remuneration and Appointment Committee meetings are attended by the General Counsel & Company Secretary who is responsible for taking accurate minutes of each meeting and ensuring that Board procedures are observed. Director attendance at Board and Committee meetings held in the year to 30 September 2022 is set out below: BOARD AUDIT COMMITTEE RISK COMMITTEE REMUNERATION AND APPOINTMENTS COMMITTEE RESULTS SUB-COMMITTEE Meetings held Michael Stiassny Steve Smith (retired 2 February 2022) Graham Stuart Warren Lee Wendy Thorpe Marcus Nagel 12 11 6 12 12 12 11 3 2 1 3 3 3 3 4 3 2 4 4 4 4 6 6 3 6 6 6 4 2 2 1 2 – – – Remuneration Director Remuneration REMUNERATION AND BENEFITS RECEIVED BY TOWER SUBSIDIARY DIRECTORS IN THE YEAR ENDED 30 SEPTEMBER 2022 The Board’s approach is to remunerate directors at a similar level to comparable Australasian companies, with a small premium to reflect the complexity of the insurance and financial services sector. At the Annual Shareholders’ Meeting in February 2004 shareholders approved a maximum payment of NZ$900,000 per annum for director fees. Tower seeks external advice when reviewing Board remuneration. The Remuneration and Appointments Committee is responsible for assisting directors with the review of directors’ fees. Remuneration is considered through the lens of the Director and Executive Remuneration Policy to ensure that directors and executives are remunerated in a fair and reasonable manner, and that such remuneration is transparently communicated to relevant stakeholders. Non-executive directors are also paid additional fees for sitting on certain Board Committees. Annual fees as approved by the Board with effect from 1 October 2020 are: TOWER LIMITED BOARD/COMMITTEE FEES CHAIR (NZ$) MEMBER (NZ$) Base fee – Board of directors 180,000 100,000 Audit Committee Risk Committee 10,000 (included in base Director fee) 10,000 (included in base Director fee) Remuneration and Appointments Committee – – The total of the remuneration received by each for the year ended 30 September 2022 are set out below (NZ$, and exclusive of GST, if any): REMUNERATION AND BENEFITS RECEIVED BY TOWER LIMITED DIRECTORS IN THE YEAR ENDED 30 SEPTEMBER 2022 Michael Stiassny Graham Stuart Steve Smith Warren Lee (Chair of Risk Committee until 1 September 2022) Wendy Thorpe (Chair of Risk Committee commencing 1 September 2022) Marcus Nagel 180,000 110,000 38,333 109,166 100,833 100,000 Rodney Reid, Director, National Pacific Insurance Limited (retired 3 October 2021) Heseti Vaai, Director, National Pacific Insurance Limited (retired 1 December 2021) Isikeli Tikoduadua, Director Tower Insurance (Fiji) Limited and, National Insurance Company (Holdings) Pte Limited Barry Whiteside, Director Tower Insurance (Fiji) Limited Ernie Gangloff, Director Tower Insurance (PNG) Limited (retired 28 October 2022) 1625 Samoan Tala 1625 Samoan Tala 18,000 Fijian Dollars 20,000 Fijian Dollars 50,000 Kina Directors of Tower Limited and its subsidiaries are reimbursed for out of pocket expenses incurred in the course of their activities as directors, including travel and other expenses. As these expenses are not in the nature of remuneration or benefits, they are not listed here. No employee of Tower Limited or its subsidiaries who acts as a director of a subsidiary receives any remuneration for their role as a director of that subsidiary. The number of employees who receive remuneration of more than $100,000 is included in the remuneration table on page 132. Auditor fees paid on behalf of Tower and its subsidiaries are disclosed in the financial statements CEO and senior executive remuneration The Board’s approach to remunerating the Chief Executive Officer and other key executives is to provide market- based remuneration packages comprising a blend of fixed and variable remuneration, with clear links between individual and company performance, and reward. This approach is intended to encourage Tower’s executives to meet Tower’s short and long-term objectives. The Remuneration and Appointments Committee reviews the remuneration packages of the Chief Executive Officer and the Chief Executive Officer’s direct reports at least annually. The Chief Executive Officer, Mr Blair Turnbull, is remunerated through a combination of a base salary of $650,000, (inclusive of a Kiwisaver contribution) and variable performance incentives including a Short Term Incentive (STI) and a Long Term Incentive (LTI). The maximum STI is currently $325,000 per annum based on meeting key financial and non-financial and operational performance measures. The maximum LTI per annum is currently $975,000 (total) should Tower deliver Total Shareholder Return performance relative to the performance of companies within the NZX50 index. In FY22, Mr Turnbull was eligible for an STI payment of $181,675, and an LTI payment of $650,000. 130 CORPORATE GOVERNANCE AT TOWER CORPORATE GOVERNANCE AT TOWER 131 Employee remuneration FROM TO 2021 2022 The table below sets out the number of employees or former employees of Tower (excluding directors and former directors and employees of Tower’s subsidiaries) who received remuneration and other benefits valued at or exceeding $100,000 for the years ended 30 September 2022 and 2021. Remuneration includes base salary, performance payments and redundancy or other termination payments. The 2022 figures include company contributions of 3% of gross earnings for those individuals who are members of a KiwiSaver scheme. These contributions are not included in the 2021 figures. The remuneration bands are expressed in New Zealand Dollars. 100,000 109,999 110,000 119,999 120,000 129,999 130,000 139,999 140,000 149,999 150,000 159,999 160,000 169,999 170,000 179,999 180,000 189,999 190,000 199,999 200,000 209,999 210,000 219,999 220,000 229,999 230,000 239,999 240,000 249,999 250,000 259,999 260,000 269,999 270,000 279,999 280,000 289,999 300,000 309,999 310,000 319,999 320,000 329,999 330,000 339,999 340,000 349,999 350,000 359,999 380,000 389,999 400,000 409,999 440,000 449,999 450,000 459,999 470,000 479,999 490,000 499,999 530,000 539,999 560,000 569,999 610,000 619,999 650,000 659,999 23 19 16 8 7 8 5 2 1 2 1 1 3 2 0 2 2 0 3 0 0 1 1 2 1 0 0 0 1 0 0 1 1 1 0 32 22 29 25 18 16 15 3 10 8 8 0 3 1 1 0 2 1 3 2 2 1 0 0 0 1 1 1 0 1 1 0 0 0 1 Total 115 209 SECURITY HOLDER INFORMATION Substantial product holders (as at 30 September 2022) The names and holdings of Tower’s substantial product holders based on notices filed with Tower under the Financial Markets Conduct Act 2013 as at 30 September 2022 are: NAME TOTAL ORDINARY SHARES 14 15 16 17 18 19 Bain Capital Credit LP, Bain Capital Investments (Europe) Limited and Dent Issuer Designated Activity Company Salt Funds Management Limited Accident Compensation Corporation Investment Services Group Limited New Zealand Funds Management Limited on behalf of itself and its wholly owned subsidiary New Zealand Funds Superannuation Limited 67,464,858 29,607,771 36,239,113 20,589,363 26,615,216 These totals may differ from the shareholdings described in other sections on this report. Largest shareholders (as at 15 November 2022) The names and holdings of the 20 largest registered Tower shareholders as at 15 November 2022 were: NAME TOTAL ORDINARY SHARES %UNITS Investment Custodial Services Limited 3,512,373 0.93 TEA Custodian Limited Client Property Trust Account – NZCSD 3,027,220 0.80 HSBC Nominees A/C NZ Superannuation Fund Nominees Limited – NZCSD 2,971,425 0.78 Rural Equities Limited 2,025,000 0.53 New Zealand Depository Nominee Limited Hobson Wealth Custodian Limited 20 Forsyth Barr Custodians Limited <1-CUSTODY> 1,956,528 0.52 1,945,628 0.51 1,779,617 0.47 Totals: Top 20 holders of ORDINARY SHARES (Total) 267,501,618 70.49 Securities held by Directors At 30 September 2022, directors, or entities related to them held relevant interests (as defined in the Financial Markets Conduct Act 2013) in Tower Limited shares as follows: ORDINARY SHARES DIRECTOR Michael Stiassny Graham Stuart Wendy Thorpe Warren Lee Marcus Nagel BENEFICIAL 624,897 202,500 14,625 108,450 56 Dent Issuer Designated Activity Company 75,896,447 20.00 Accident Compensation Corporation – NZCSD 36,318,045 9.57 Citibank Nominees (New Zealand) Limited – NZCSD 31,063,105 8.19 National Nominees Limited – NZCSD 16,060,989 4.23 Director trading in Tower securities In FY22, all directors had shares cancelled as part of a compulsory share buyback. There were no other acquisitions or disposals of Tower shares by its directors. NUMBER OF SHARES CANCELLED ON 9 MARCH 2022 CONSIDERATION ($NZ) ($NZ0.72 PER SHARE) Lennon Holdings Limited 15,800,000 4.16 Michael Stiassny HSBC Nominees (New Zealand) Limited – NZCSD 14,499,664 3.82 BNP Paribas Nominees (NZ) Limited – NZCSD 13,959,307 3.68 Masfen Securities Limited 11,430,000 3.01 Graham Stuart Wendy Thorpe Warren Lee Marcus Nagel JBWere (NZ) Nominees Limited 11,090,058 2.92 Shareholder analysis 69,433 22,500 1,625 12,050 6 49,991.76 16,200 1,170 8,676 4.32 HSBC Nominees (New Zealand) Limited A/C State Street – NZCSD 7,762,443 2.05 Public Trust – NZCSD JP Morgan Chase Bank NA NZ Branch – Segregated Clients Acct – NZCSD BNP Paribas Nominees (NZ) Limited – NZCSD 6,125,000 1.61 6,116,713 1.61 4,162,056 1.10 Tower’s shares are quoted on both the NZSX and ASX. As at 30 September 2022, 16,301 Tower shareholders held less than A$500 of Tower shares (i.e., less than a marketable parcel as defined in the ASX Listing Rules), amounting to a total of 6,249,528 of the Tower shares on issue. 1 2 3 4 5 6 7 8 9 10 12 11 13 132 CORPORATE GOVERNANCE AT TOWER CORPORATE GOVERNANCE AT TOWER 133 In comparison, a ‘minimum holding’ under the NZX Listing Rules means a holding of shares having a value of at least NZ$1,000. As at 16 November 2022, 19,861 Tower shareholders held less than NZ$1,000 of Tower Shares (being, a parcel size of 1,667 at $0.60 per share), amounting to a total of 10,187,831 of the Tower shares on issue. Total voting securities HOLDING RANGE ORDINARY SHARES NUMBER OF HOLDERS 379,483,987 24,116 15 November 2022 16 November 2022 (prior to compulsory buyback completed March 2022) transactions and matters involving the directors must be recorded. The interests register for Tower Limited is available for inspection on request by shareholders. Tower’s constitution provides that an ‘interested’ director may not vote on a matter in which he or she is interested unless the director is required to sign a certificate in relation to that vote pursuant to the Companies Act 1993, or the matter relates to a grant of an indemnity pursuant to section 162 of the Companies Act 1993. During the year to 30 September 2022, pursuant to section 140 of the Companies Act 1993 Tower’s directors disclosed new interests and cessations of interest as noted in the table below. Disclosures made since 30 September 2022 are also noted. 421,647,258 24,577 Warren Lee Tower’s ordinary shares each carry a right to vote on any resolution on a poll at a meeting of shareholders. Holders of ordinary shares may vote at a meeting in person, or by proxy, representative or attorney. The address and telephone number of the office at which the register of Tower securities is kept is set out in the directory at the back of this Annual Report. Spread of Shareholders (as at 15 November 2022) HOLDING RANGE HOLDER COUNT HOLDER COUNT % HOLDING QUANTITY (ORDINARY SHARES) HOLDING QUANTITY % 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over 17,747 4280 711 1124 221 73.65 17.79 2.96 4.67 7,002,966 8,839,842 5,029,859 34,171,798 .12 324,442,522 Total 24, 137 100 379,483,987 1.84 2.32 1.33 8.91 85.63 100 Indemnity and insurance In accordance with section 162 of the Companies Act 1993 and Tower's constitution, Tower has provided insurance for and indemnities to, directors and employees of Tower for losses from actions undertaken in the course of their duties. The insurance includes indemnity costs and expenses incurred to defend an action that falls outside the scope of the indemnity. Particulars have been entered in the Interests Register pursuant to section 162 of the Companies Act 1993 Interests register Tower and its subsidiaries are required to maintain an interests register in which the particulars of certain MyState Limited MyState Bank Limited TPT Wealth Limited Avenue Hold Limited (ceased 4 July 2022) Avenue Bank Limited (ceased 4 July 2022) MetLife Insurance Limited MetLife General Insurance Limited Warakirri Asset Management Limited Warakirri Holdings Pty Limited Flinders Investment Partners Pty Limited Michael Stiassny Bengadol Corporation Limited Emerald Group Limited Gadol Corporation Limited Geffen Holdings Limited Michael Spencer Limited Ngāti Whātua Ōrākei Housing Trustee Limited Ngāti Whātua Ōrākei Whai Rawa Limited Poukawa Estate Limited Ted Kingsway Limited Whai Rawa GP Limited Whai Rawa Kainga Development Limited LPF Group Limited MS10 Limited Morgan HoldCo Limited Remuera Investments Limited Te Waenga Ltd Tegel Group Holdings Ltd New Talisman Gold Mines Ltd New Zealand Automotive Investments Limited (from 21 August 2022) Graham Stuart Leroy Holdings Limited EROAD Limited VinPro Limited NorthWest Healthcare Properties Management Limited Metro Performance Glass Limited H4G Group Limited, trading as Vet South and VetNZ (from 1 February 2022) Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Director Chair Director Director Director Director Director Director Director Director Director Director Director Director Director Chair Director Chair Director Chair Wendy Thorpe Online Education Services Pty Limited Chair Very Special Kids (ceased 25 October 2021) Epworth Foundation (Epworth Healthcare) Ausgrid Asset Partnership (ceased 25 June 2022) Ausgrid Operator Partnership (ceased 25 June 2022) Plus ES Partnership (ceased 25 June 2022) Australian Central Credit Union Ltd T/A People’s Choice Credit Union Epworth Geelong Limited Data Action (from 3 October 2022) auDA (from 16 November 2022) Marcus Nagel 3Arrow AG Jarowa AG Barry Whiteside Kontiki Finance Pacific Catastrophe Risk Insurance Company Bayly Trust Isikeli Tikoduadua Merchant Finance Vodafone Fiji Fiji Commerce Commission iTaukei Land Trust Board Special Administrators for Suva City and Lami Town USP MBA Advisory Committee Blair Turnbull InsurtechNZ Insurance Council of New Zealand Ernie Gangloff Gangloff Consulting Limited Gangloff Projects Limited Pacific Training Consortium Limited BSP Financial Group Limited New Britain Palm Oil Limited Highlands Pacific Limited Business Incubation Solution Limited BSP Finance (Fiji) Pte Limited Institute of National Affairs Inc. University Rugby Football Union Club Capital Rugby Union Inc. Veialawa Rereiwasaliwa Bank of Baroda – Fiji Operations Director Director Director/Trustee Chairman Director Commissioner Director Chairman Chairman Co-Chair Board member Managing Director Director Director Director Director Director Director Director President President Treasurer Member, Local Advisory Board Angus Shelton Shelton Contracting Limited Director Director Chair Director Director Director Director Director Director Director Director Director Specific disclosures of interest Directors made disclosures in respect of the implementation of Tower Limited’s capital return to shareholders whereby the company cancelled 1 share for every 10 shares held on the record date of 8 March 2022. Details of the shares cancelled are set out on page 131. Directors also disclosed the monetary value of dividends received during the year. NATURE OF INTEREST MONETARY VALUE Michael Stiassny Shareholder of 17,358 Based on a Dividend 694,330 shares in Tower Limited Shareholder of 624,897 shares in Tower Limited Shareholder of 225,000 shares in Tower Limited Shareholder of 202,500 shares in Tower Limited Shareholder of 16,250 shares in Tower Limited Shareholder of 14,625 shares in Tower Limited Shareholder of 62 shares in Tower Limited Shareholder of 56 shares in Tower Limited Beneficial Shareholder of 120,500 shares in Tower Beneficial Shareholder of 108,450 shares in Tower Limited Shareholder of 110,000 shares in Tower Limited of NZ$0.025 per share declared on 24 November 2021 1562 Based on a Dividend of NZ$0.0025 per share declared on 24 May 2022 5625 Based on a Dividend of NZ$0.025 per share declared on 24 November 2021 506 Based on a Dividend of NZ$0.0025 per share declared on 24 May 2022 406 Based on a Dividend of NZ$0.025 per share declared on 24 November 2021 37 Based on a Dividend of NZ$0.0025 per share declared on 24 May 2022 2 Based on a Dividend of NZ$0.025 per share declared on 24 November 2021 0.14 Based on a Dividend of NZ$0.0025 per share declared on 24 May 2022 3013 Based on a Dividend of NZ$0.025 per share declared on 24 November 2021 271 Based on a Dividend of NZ$0.0025 per share declared on 24 May 2022 2750 Based on a Dividend of NZ$0.025 per share declared on 26 May 2021 Graham Stuart Wendy Thorpe Marcus Nagel Warren Lee Steve Smith 134 CORPORATE GOVERNANCE AT TOWER CORPORATE GOVERNANCE AT TOWER 135 Corporations Act 2001 (Australia) Tower is not subject to Chapters 6, 6A, 6B or 6C of the Corporations Act 2001 (Australia) dealing with the acquisition of shares (such as substantial holdings and takeovers). The Annual Report is signed on behalf of the Board by Michael Stiassny Chair Graham Stuart Director Tower subsidiary company directors Trading Halt In March 2022, Tower Limited implemented a capital return by way of Court approved scheme of arrangement, under which NZ$30.6m was returned to shareholders with 1 ordinary share for every 10 ordinary shares held on the record date being cancelled. In order to facilitate the share cancellation, a trading halt on NZX and ASX was necessary during the Ex-Date and Record Date for the scheme (being 7 March 2022 and 8 March 2022 respectively). As such, NZX applied a trading halt as an operational matter to facilitate the corporate action, and ASX agreed to grant a trading halt at Tower’s request. Limits on acquisition of securities under New Zealand law Tower undertook to the ASX, at the time it granted Tower a full listing in July 2002, to include the following information in its annual report. Except for the limitations detailed below, Tower securities are freely transferable under New Zealand law. The New Zealand Takeovers’ Code prohibits a person (including associates) from increasing their shareholding to more than 20% of the voting rights in Tower except in accordance with the Takeovers Code. The exceptions include a full or partial takeover offer in accordance with the Takeovers Code, a scheme of arrangement (under the Companies Act 1993), an acquisition or an allotment approved by an ordinary resolution of shareholders, a creeping acquisition (in defined circumstances) and a compulsory acquisition once a shareholder owns or controls 90% or more of the voting rights in Tower. The New Zealand Overseas Investment Act 2005 and related regulations determine certain investments in New Zealand by overseas persons. Generally, the Overseas Investment Office’s consent is required if an ‘overseas person’ acquires Tower shares or an interest in Tower shares of 25% or more of the shares on issue or, if the overseas person already holds 25% or more, the acquisition increases that holding. The New Zealand Commerce Act 1986 is likely to prevent a person from acquiring Tower shares if the acquisition would, or would be likely to, substantially lessen competition in a market. Directors of Tower’s subsidiary companies during the year to 30 September 2022 were: TOWER SUBSIDIARY COMPANY DIRECTORS Tower Services Limited The National Insurance Company of New Zealand Limited Blair Turnbull, Paul Johnston and Angus Shelton Blair Turnbull, Paul Johnston and Angus Shelton National Insurance Company (Holdings) Pte Limited Blair Turnbull, Isikeli Tikoduadua, Paul Johnston, Ronald Mudaliar Southern Pacific Insurance Company (Fiji) Limited Tower Insurance (Fiji) Limited Blair Turnbull, Isikeli Tikoduadua, Peter Muggleston and Barry Whiteside, Paul Johnston Blair Turnbull, Isikeli Tikoduadua, Paul Johnston, Peter Muggleston, and Barry Whiteside Tower Insurance (Cook Islands) Limited Blair Turnbull, Paul Johnston, and Peter Muggleston Tower Insurance (PNG) Limited (ceased to be a subsidiary on 28 October 2022) Blair Turnbull, Paul Johnston, Peter Muggleston, Ronald Mudaliar, and Ernie Gangloff National Pacific Insurance Limited National Pacific Insurance (Tonga) Limited Rodney Reid, Peter Muggleston, Heseti Vaai, Jeffrey Wright, Blair Turnbull, Paul Johnston and Ronald Mudaliar Jeffrey Wright, Peter Muggleston, Blair Turnbull, Paul Johnston and Ronald Mudaliar Tower Insurance (Vanuatu) Limited Blair Turnbull, Paul Johnston, Peter Muggleston and Stephen Grant Ives National Pacific Insurance (American Samoa) Rodney Reid, Jeffrey Wright, Blair Turnbull, Ronald Mudaliar, Paul Johnston, Veilawa Rereiwasaliwa OTHER MATTERS Donations During the financial year ended 30 September 2022, donations made by Tower Limited and its subsidiaries totalled $4,703.94. Credit rating In April 2022, global rating organisation A.M. Best Company affirmed Tower Limited’s financial strength rating of A- (Excellent). Waivers Tower Limited did not rely on, or make any applications for, waivers from the NZX Listing Rules or the ASX Listing Rules in the financial year ending on 30 September 2022. 136 GRI CONTENT INDEX GRI CONTENT INDEX 137 GRI CONTENT INDEX 138 GRI CONTENT INDEX GRI CONTENT INDEX 139 GRI Content Index Statement of use: Tower has reported the information cited in this GRI content index for the period 1 October 2021 to 30 September 2022, in accordance with the GRI Standards. GRI 1 used: GRI 1: Foundation 2021 DISCLOSURE LOCATION/INFORMATION DISCLOSURE LOCATION/INFORMATION GRI 2: GENERAL DISCLOSURES 2021 2-1 Organisational details Pg 142 Tower Directory 2-2 2-3 Entities included in the organisation’s sustainability reporting Pg 142 Tower Directory Reporting period, frequency and contact point Tower reports sustainability information annually. This report covers the period 1 October 2021 – 30 September 2022. This report was published on 16 December, 2022. Questions about this report can be directed to Emily.Davies@tower.co.nz 2-18 Evaluation of the performance of the highest governance body See Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/ corporate-governance/policies/ 2-19 Remuneration policies See Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/ corporate-governance/policies/ 2-20 Process to determine remuneration See Director and Executive Remuneration Policy and Remuneration and Appointments Committee Terms of Reference in this link: https://www.tower.co.nz/investor-centre/corporate-governance/policies/ 2-21 Annual total compensation ratio Not disclosed: information on annual compensation ratio is not reported externally. 2-4 Restatements of information This is Tower’s first report in accordance with the GRI Standard 2-22 Statement on sustainable development strategy Pg 62 2-5 External assurance External assurance approach is covered in our Corporate Governance Statement which can be found in this link: https://www.tower.co.nz/investor-centre/corporate-governance/policies/ We have not sought external assurance on our sustainability information. 2-6 Activities, value chain and other business relationships https://www.tower.co.nz/about-us/ 2-7 Employees Tower has 780 employees across New Zealand and the Pacific, 59% of whom are women, and 41% are men. The numbers of permanent, temporary, full, and part-time employees broken down by gender and region is currently not available. 2-8 Workers who are not employees As at 30 September 2022, Tower had 50 contingent workers who are predominantly independent contractors on either direct or agency contracts engaged in technology or project-based work. There were no significant fluctuations in this number during the reporting period. 2-9 Governance structure and composition Our Governance structure and composition, along with a list of committees of the highest governance body can be found here: https://www.tower.co.nz/investor-centre/corporate- governance/the-board/ Nomination and selection of the highest governance body Chair of the highest governance body Role of the highest governance body in overseeing the management of impacts https://www.tower.co.nz/wp-content/uploads/2020/12/TOWER-Constitution.pdf Pg 64 Pg 62 Role of the highest governance body in sustainability reporting Pg 62 2-15 Conflicts of interest See Code of Ethics Policy in this link: https://www.tower.co.nz/investor-centre/corporate- governance/policies/ 2-16 Communication of critical concerns See Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/ corporate-governance/policies/ Communication of critical concerns regarding ESG topics is to be developed in FY23. 2-17 Collective knowledge of the highest governance body See Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/ corporate-governance/policies/ Actions to advance the collective knowledge, skills, and experience of the highest governance body on sustainable development to be undertaken in FY23. 2-10 2-11 2-12 2-13 2-14 2-23 Policy commitments Relevant policies currently in place can be found here: https://www.tower.co.nz/investor-centre/ corporate-governance/policies/ 2-24 Embedding policy commitments See Corporate Governance Statement in this link: https://www.tower.co.nz/investor-centre/ corporate-governance/policies/ 2-25 Processes to remediate negative impacts https://www.tower.co.nz/contact-us/complaints-and-compliments/ Remediation process for our material impacts is covered under the relevant topics. 2-26 Mechanisms for seeking advice and raising concerns See Code of Ethics Policy in this link: https://www.tower.co.nz/investor-centre/corporate- governance/policies/ Staff are encouraged to raise concerns with their manager, or a senior leader. Tower’s whistle blower service provides a confidential avenue to report any serious concerns. 2-27 Compliance with laws and regulations In FY22 Tower recorded no significant instances of non-compliance with laws and regulations. Accordingly there are no fines to report. 2-28 Membership associations Tower is a member of Insurance Council of New Zealand and is especially active in ICNZ’s Climate Change committee. Other memberships are detailed throughout tower.co.nz 2-29 Approach to stakeholder engagement Tower takes a collaborative approach to stakeholder engagement. In 2022 Tower developed a new company purpose and values with stakeholders at the heart (pg 54) Similarly, our Southern Star drives outcomes for customers and our people, this is: "To deliver beautifully simple experiences for our people and customers." Our ESG strategy was developed in consultation with a range of stakeholders and considers our impacts on various stakeholder groups. 2-30 Collective bargaining agreements None 3-1 3-2 3-3 Process to determine material topics Pg 62 List of material topics Pg 63 Management of material topics Affordable and accessible insurance Pg 24 Transparent and fair insurance Pg 16 Managing the impacts of climate change Pg 30-35 Carbon emissions Pg 36-37 Product development and innovation Pg 20 Diversity and inclusion Pg 54-57 Employee wellbeing Pg 56 Corporate governance Pg 62 and 122-135 Data protection – not currently available Corporate community citizenship – not currently available Environmental footprint – not currently available Responsible investment – not currently available Delegation of responsibility for managing impacts The board delegates day-to-day management of the company to the CEO and does not currently provide for any additional specific delegation of ESG impacts. GRI 3: MATERIAL TOPICS 2021 140 GRI CONTENT INDEX GRI CONTENT INDEX 141 DISCLOSURE LOCATION/INFORMATION DISCLOSURE LOCATION/INFORMATION GRI 305: EMISSIONS 2016 305-1 Direct (Scope 1) GHG emissions Pg 37 Scope 1 emissions include distributed natural gas in New Zealand and vehicle fleet fuel in New Zealand and the Pacific. 305-2 Energy indirect (Scope 2) GHG emissions Pg 37 Scope 2 emissions include electricity consumption from all business premises. 305-3 Other indirect (Scope 3) GHG emissions Pg 37 Scope 3 emissions include transmission & distribution losses for electricity & gas, air travel, hotel stays, rental cars, taxi travel, working from home, paper purchased (NZ only), waste to landfill (NZ only) and water (NZ and some Pacific locations). 305-5 Reduction of GHG emissions Pg 37 403-3 Occupational health services 403-4 Worker participation, consultation, and communication on occupational health and safety 2016 GRI 401: EMPLOYMENT 2016 401-1 New employee hires and employee turnover In FY22 Tower hired 307 staff to address growth and attrition. These comprised permanent, fixed term and casual new hires. New hires by Gender: Female: 145, Male: 106, Gender Diverse: 3, Non Binary: 2, Not disclosed: 51. New hires by region: New Zealand: 271, Pacific: 36 Number and rate of new employees by age is currently unavailable. Over the period employee numbers increased by 82 full-time equivalent staff from 708 in FY21 to 790 in FY22, due to increased business growth and regulatory compliance requirements. Employee attrition was 29.9% in FY22, reflecting the year’s challenging employment market in New Zealand. 403-5 Worker training on occupational health and safety 403-6 Promotion of worker health Tower workers have access to Employee Assistance Programme counselling sessions provided offsite by external trained counsellors. These sessions are arranged by workers independently and any information discussed is strictly confidential between EAP and Tower employees. If employees choose to get health checks, these are done directly with General Practitioners and results are kept confidential between the worker and General Practitioner. As per the Health and Safety at Work Act 2015, Tower has the default ratio of 1 Health and Safety Representative per every 19 workers. These representatives engage and consult with workers regularly and report any concerns to the Health and Safety Advisor or/and at the Health and Safety meeting. Tower’s H&S Management system is reviewed by the Health and Safety Advisor annually to ensure risks are kept up to date. Tower has several Health and Safety committees that meet monthly and are chaired by Health and Safety committee members on a rotation basis. The Health and Safety Representatives are chosen to represent different divisions of the business and are voted into the committee by the Health and Safety Advisor and existing members. Committee members are allocated specific time each month to undertake their responsibilities. Their responsibilities include, but are not limited to, office inspections, disseminating H&S updates from the meetings to relative teams, ensuring H&S is on the agenda at all team meetings and promotion of a wide range of health, safety and wellbeing education and activities. Tower offers training to workers who volunteer to be First Aiders, Fire Wardens, Mental Health First Aiders, and Domestic Violence First Responders. In addition to this Defensive Driver training every two years is mandatory for all workers where their primary employment involves driving. Asbestos awareness training is mandatory for Building Assessors. Training is provided free of charge and workers are given paid leave to undertake all of the above training. Tower supports its employees that have non-work-related accidents through workstation assessments to ensure they have the necessary equipment to undertake their job. Where a return-to-work plan is required, Tower will work alongside ACC to facilitate a satisfactory solution for the employee. Health checks in the Pacific are done through a local General Practitioner, and the results are confidential and not shared with Tower. Tower offers employees access to several health promotion services including Employee Assistance Programme (online and in person); discounted Flu vaccinations and MoleMap skin checks (onsite or through vouchers) and access to trained Mental Health First Aiders (online and in-person). Tower promotes prevention off communicable diseases in the Pacific through education on symptoms, prevention and treatment. Our Rainbow network supports education on AIDS awareness and prevention. GRI 405: DIVERSITY AND EQUAL OPPORTUNITY 2016 405-1 Diversity of governance bodies and employees Pg 122-135 405-2 Ratio of basic salary and remuneration of women to men Pg 57 GRI 418: CUSTOMER PRIVACY 2016 418-1 Substantiated complaints concerning breaches of customer privacy and losses of customer data. Tower has not disclosed the number of complaints related to customer data privacy as this is subject to confidentiality constraints. 401-2 Benefits provided to full-time employees that are not provided to temporary or part-time employees Benefits are offered to both full-time and part-time permanent employees. Tower benefits include Group Insurances, parental leave, ability to buy additional leave, birthday leave, Tower insurance discounts, health insurance discounts, partner discounts, eyesight testing, and study assistance. 401-3 Parental leave Tower offers Primary Paid Carer Leave & paid Parental Leave for staff who have worked with us for 6 months or more. For the first 12 weeks, Tower will top up the IRD payment to the equivalent of the employee's usual weekly take-home pay. Tower also offers paid keeping in touch days, flexible working for six weeks upon return from parental leave, and we will pay a one- off lump sum payment to IRD of 3% of base salary as a contribution (pro-rated for time on unpaid leave). Additionally, any Annual Leave taken on the employee's return from parental leave will be paid at their usual rate. This is more generous than the current Holidays Act legislation and means take- home pay is not affected when the employee takes paid annual leave. For staff whose spouses or partners are the primary caregivers we offer two weeks' paid partner leave. In FY22: 27 employees took parental leave (all female) versus 31 in FY21 (30 female, 1 gender not disclosed); 12 employees returned to work from parental leave during FY22 (all female); of these 9 are still employed 12 months after return to work (all female). GRI 403: OCCUPATIONAL HEALTH AND SAFETY 2018 403-1 Occupational health and safety management system See Health and Safety Policy in this link: https://www.tower.co.nz/investor-centre/corporate-governance/policies/ 403-2 Hazard identification, risk assessment, and incident investigation Tower’s H&S Management System has an incident register where incidents are reported. When reporting, it is mandatory that all incidents are rated using the Hierarchy of Control and each incident must have a corrective action added and be reviewed on an annual basis. Once entered into the register, incidents are then reviewed by the Health and Safety Advisor who will investigate any incidents with an inherent high rating. Workers are encouraged to report hazards and hazardous situations through the H&S system. Tower’s H&S Policy is in line with New Zealand’s Health and Safety at Work Act 2015. All workers have access to the Health and Safety Policy on Tower’s intranet. 142 TOWER DIRECTORY REGISTRAR 143 TOWER DIRECTORY Enquiries For customer enquiries, call Tower on 0800 808 808 or visit www.tower.co.nz For investor enquiries: Telephone: +64 9 369 2000 Email: investor.relations@tower.co.nz Website: www.tower.co.nz Board of Directors Michael Stiassny (Chair) Warren Lee (until 30 November 2022) Steve Smith (until 2 February 2022) Graham Stuart Wendy Thorpe Marcus Nagel Geraldine McBride (from 1 October 2022) Chief Executive Officer Blair Turnbull Company Secretary Hannah Snelling (until March 2022) Tania Pearson (from March 2022) Executive Leadership Team Blair Turnbull Paul Johnston Jonathan Beale James Brownell (acting) Michelle Finch Andrew Hambleton Michelle James (until March 2023) Anna Kooperberg Greg Moore Ronald Mudaliar Peter Muggleston (until March 2022) Tania Pearson Paula ter Brake (until August 2022) Steven Wilson Registered Office New Zealand Level 5, 136 Fanshawe Street, Auckland PO Box 90347 Auckland Telephone: +64 9 369 2000 Facsimile: +64 9 369 2245 Australia C/– PricewaterhouseCoopers Nominees (N.S.W) Pty Ltd PricewaterhouseCoopers Darling Park Tower 2 Level 1 201 Sussex Street Sydney, NSW 2000, Australia Auditor PricewaterhouseCoopers Lawyers MinterEllisonRuddWatts Banker Westpac New Zealand Limited Company numbers for FY22 Tower Limited (Incorporated in New Zealand) NZ Incorporation 143050 NZBN 9429040323299 ARBN 645 941 028 Stock exchanges The Company’s ordinary shares are listed on the NZSX and the ASX. On Wednesday 18 May 2016, Tower’s ASX admission category changed to “ASX Foreign Exempt Listing”. Registrar New Zealand Computershare Investor Services Limited Level 2, 159 Hurstmere Road, Takapuna, Auckland Private Bag 92119 Auckland 1142 Freephone within New Zealand: 0800 222 065 Telephone New Zealand: +64 9 488 8777 Australia Computershare Investor Services Pty Limited Yarra Falls, 452 Johnston Street Abbotsford VIC 3067 GPO Box 3329 Melbourne Vic 3000 Freephone within Australia: 1800 501 366 Telephone Australia: +61 3 9415 4083 Email: enquiry@computershare.co.nz Website: www.computershare.com/nz You can also manage your holdings electronically by using Computershare’s secure website www.investorcentre.com/nz This website enables holders to view balances, change addresses, view payment and tax information and update payment instructions and report options. Tower recommends shareholders elect to have any payments direct credited to their nominated bank account in New Zealand or Australia to minimise the risk of fraud and misplacement of cheques. We also encourage shareholders to receive investor communications electronically as it keeps costs down, delivery of our communications to you is faster and it is better for the environment. All you need to do is log in to www.investorcentre.com/nz and update your ‘Communication Preference’ to enable us to send all your investor correspondence electronically where possible. Please quote your CSN number or shareholder number when contacting Computershare.

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