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Z Energy Limited

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FY2016 Annual Report · Z Energy Limited
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2016 
Annual 
Report  

Let’s Go

Keep on 
moving  
New Zealand

Do you have feedback?
We are committed to communicating clearly 
about our business and our activities through 
our reporting. To that end, we welcome your 
comments and feedback on this report.  
Please email us at yourviews@z.co.nz.

Visit z.co.nz/AR16 to download an  
interactive PDF where you can click on bold 
text to view additional content.

1

We’re known for selling fuel and petroleum 
products across the country. But there’s 
more to Z1 than that. What gets us up in the 
morning is helping New Zealanders figure 
out how to get them, their people and the 
things they buy, sell and create from one 
place to another, from one task to another, 
from one job to another as quickly and as 
hassle-free as we can, in whatever ways we 
can. And when you understand that about 
us, everything we’ll talk about in this report 
makes plenty of sense.

We’re great believers in non-financial, 
values-based reporting in addition to 
reporting our financial performance.  
We think there’s room for significant 
change to the reporting of New Zealand 
listed companies. We believe investors 
have the right to understand how we 
operate and why, and how we plan to 
create economic, environmental and social 
value over the long term. Such reporting is 
commonplace overseas. 

We don’t see why New Zealand should be 
different. Business has widespread impact 
on people’s lives. We think business needs 
to be held to account for more than just 
financials. It’s about striking the right 
balance between what gets achieved 
quarter by quarter and what happens over, 
and for, the longer term.

From how we think about the environment 
to how we work in communities, to the 
fuel service revolution we’ve driven in 
retail, to the new levels of relationships 

we’re building with businesses of all sizes, 
to the biodiesel plant we’ve built, to our 
acquisition of Chevron’s assets in New 
Zealand, Z’s not just a fast mover; we’re a 
first mover. 

Last year, we brought you our first Annual 
Report in accordance with the Global 
Reporting Initiative (GRI) international 
sustainability reporting framework. This 
year, we’ve moved even closer still to a fully 
integrated view of our business activities 
targeting four particular Integrated 
Reporting2 principles: strategic focus 
and future orientation; connectivity of 
information; conciseness; and risks and 
opportunities.  Next year, we intend to 
deliver a fully integrated report.

We’re a company with nothing to hide.  
This is our report dated 12 May 2016. 

Signed on behalf of the Board of Z Energy 
Limited.

Peter Griffiths 
Chair, Z Energy

Abigail Foote 
Chair, Audit and Risk Committee

1. Z is a New Zealand incorporated company, operating only in New Zealand.

2.  principles 3.3, 3.6, 3.36 and 4.23 found at http://integratedreporting.org/wp-content/uploads/2013/12/13-12-08-THE-INTERNATIONAL-IR-FRAMEWORK-2-1.pdf

 
2

3

Z at a glance

1

With the recent acquisition of 
Chevron’s New Zealand assets we 
will be selling around 48% of 
New Zealand’s total transport fuel 
once we settle the transaction.

6

We work with over 33,000 
commercial customers in aviation, 
shipping, fishing, trucking, farming 
and heavy industry.

2

We’ve paid over $64M in 
corporate taxes and GST 
in FY16.

3

We own a stake in New Zealand’s 
only refinery at Marsden Point.

8

We serve over 156,000 
customers every day at our 
retail service stations.

7

We’re a top 20 publicly 
listed company, with around 
9,000 shareholders and 
nearly 9,000 bondholders.

Bank of Z

Our Shareholders

26.6 cents dividend per share

4

We directly employ over 300 
people and indirectly a further 
2,200 through our retail network.

5

We have built New Zealand’s 
first, commercial-scale 
biodiesel plant.

9

We’re listed on the New Zealand 
(NZX) and Australian (ASX) stock 
exchanges.

10

We’re still only six years old.

Please note: Z Energy Limited is incorporated in New Zealand and is not subject to chapters 6, 6A, 6B and 6C of the Australian Corporations Act 2001. The acquisition of securities in Z 
Energy may be limited under New Zealand law by the Takeovers Code (which restricts the acquisition of control rights of more than 20% of Z Energy other than via a takeover offer under 
the Code) or the effect of the Overseas Investment Act 2005 (which restricts the acquisition of New Zealand assets by overseas persons). 

4

5

Find what you’re 
looking for

Click the headings below to take you 
directly to that section of the report.

Z continues to 
benefit from its 
supply chain 
optimisation 
strategy.

Page 12

For the first time, 
many Kiwi motorists 
and businesses will 
have the choice 
to use a more 
sustainable fuel.

Page 13

6

7

Small steps lead 
to giant strides

Progressing matters on four key fronts: our people; our communities; 
our environment; and our finances.

We pride ourselves on thinking and acting differently. 
These are some of the things we believe set Z apart.

New Zealand based and New Zealand 
focused - we pride ourselves on being 
a world class Kiwi company. We make 
decisions in New Zealand to help our 
business better serve New Zealanders.

We innovate effectively -  
Z is pioneering greater use of biofuels by 
investing in its own biodiesel plant and 
has encouraged major fuel users such as 
Fonterra to adopt use of our blended  
B5 biodiesel product.

We've lifted service expectations - 
service is how Z looks to add value.  
We're committed to lifting the service 
levels for commercial customers. Within 
our retail network, we've added new 
choices and ideas to give more people 
more reasons to head our way.

Celebrating 
Z's differences

We support communities -  
Z's Good in the Hood has been a 
runaway success because New 
Zealanders love the way we encourage 
change for the better in communities 
across the country.

We're doing more to keep people 
safe and healthy - from our 
commitment to no harm to people 
and the environment through to the 
changes we've made this year to raise 
awareness of, and action on, health  
and safety, no one's worked as hard as 
us in this industry to shift health and 
safety expectations and culture in  
New Zealand.

We've spoken out - if something bugs 
us, and we think it's in New Zealanders' 
interest for us to draw attention to 
what's going on, we won't hesitate to 
speak out. From diversity to climate 
change, we're a company with opinions.

Our people

At Z, we do more than employ people. We are 
committed to our employees’ growth and personal 
development. We aspire to be a company that is 
healthier, safer and that leads by example through 
its culture. We want to continue our extraordinary 
journey and we know it’s our people who are going 
to get us there. More on this can be found on page 
21 and from 69.

Our communities

We’re stepping up in communities. In last year’s 
report, we said we’d reduce inequality and create 
opportunity, lead on healthier lifestyles and safer 
roads, and support more of what matters in Z’s 
neighbourhoods year round. We continue to work 
towards that.

For us that means being seen as part of the 
community and taking the time to listen carefully 
and do what we can to help communities with the 
things they care about. More on this can be found 
in our Communities section starting on page 34.

Our environment

Our new biodiesel plant is an important step in the 
right direction, not just for what it does but also for 
the signal that it sends. Think that’s daring? Try this. 
Can you think of another fuel supplier that has stated 
publicly that their goal is to leave more and more fossil 
fuel in the ground? We did. In this ad: z.co.nz/tvc. 
More on our environment can be found from page 30.

Our finances

Z is for New Zealanders, as customers, communities 
and as investors. We need to deliver value for our 
customers and we need to generate it through 
our operations in order to deliver the returns that 
investors deserve. Our goal is to invest wisely, to 
think long term and to be a consistent high performer 
in what we do and what we earn. You can find our 
Financial Statements section starting on page 38.

8

9

Some of the 
actions we took

Chevron
We talked with Chevron and agreed to buy 
the Chevron New Zealand business including 
(Caltex branded) service stations and 
associated assets for $785 million. The sale 
was referred to the Commerce Commission 
which investigated the proposed sale 
rigorously. They subsequently decided to 
approve the sale, on the basis that it would 
not substantially lessen competition for New 
Zealand consumers and businesses.

Central government
We talked with a number of central 
government ministries, authorities, 
agencies and political parties about the 
macro-environment in which we operate 
and compete. Discussions ranged across 
oil prices, alternative fuels, health and 
safety, sustainability, climate change policy, 
security of energy supply, the competitive 
environment and creating jobs. 

Local government, community 
organisations, NGOs
We talked with local and community groups 
as well as not-for-profit organisations about 
many of the same issues, with perhaps more 
of a focus on sustainability, environmental 
issues and the best ways that we could make 
a difference in our local communities. You can 
find out about what we did on page 34.

Customers
We talked with our customers too, of course, 
through advertising and about initiatives such 
as Good in the Hood. You can read about how 
they responded on pages 26 to 29.

Sustainability sector
We met with wide-ranging groups – non-
governmental organisations, business groups, 
policy advisers and many others – to talk 
about how we could make an environmental 
and social difference and where we could do 
with their help and guidance. You can learn 
more about what happened as a result on 
page 30.

Media
We are known for being totally accessible 
and straight up. Our hope is that by actively 
talking publicly, including through the media, 
we can get more New Zealanders talking 
openly and frankly about what’s good for  
New Zealand. Here’s an example of that:  
z.co.nz/radionz

Continuing to  
talk and listen

It’s in our nature to be proactive, direct and straight up, and relationships 
are a critical part of that. This year, we continued talking with all sorts of 
people about all sorts of things that mattered to them. 

10

11

Right now, 
we’re here 

Big stories of 
the year

Here’s our Z performance 
snapshot for the year ended 
31 March 2016.

$64 million

Historical cost net profit after tax (Net Profit)

$785 million

Cost of purchase for Chevron New Zealand 
(payable 1 June 2016)

$123 million

2,248 million litres

Replacement cost net profit after tax

Total fuel volume (retail and commercial) 

$263 million

Replacement cost operating EBITDAF profit 
($238m including Chevron New Zealand 
expenses).

36.8 million

Vehicle traffic across our retail sites 

26.6 cents

Total dividend per share

56.8 million

People transacting on our retail sites

30.8 cents

Replacement cost earnings per share

7

Electric vehicle charging stations in  
the Z network

5.5 cents

92

Replacement cost earnings per litre

Truck stops in the Z network

$70 million

Capital expenditure

100%

Health, safety, security and environment 
actions close-out rate

Environmental planning post-Paris 
– the economics for biofuels and our 
sustainability initiatives may not seem 
obvious in a world where oil prices are so 
low. But we believe that will change a lot 
when governments get really engaged with 
climate change. The Paris climate change 
talks started that.

Retail – our new food offerings like vegan 
pies, smoothies and froyos were a big 
success, showing that New Zealanders are 
keen to try new things.

Loyalty – our customers want their loyalty 
rewarded in a range of ways. Some want 
instant gratification through an offer or 
discount. Many love Fly Buys. The learning 
for us is that the loyalty market itself is 
evolving – fast – and we need to keep 
evolving too.

Robberies – disappointingly, the number 
of robberies went up this year despite us 
continuing to introduce new ways to deter 
thieves. We aren’t giving up on our quest 
to get to zero with new technological 
initiatives in place.

Net Promoter Score – we were 
disappointed to see our Net Promoter 
Score, which measures our commercial 
customer satisfaction, fall significantly 
through the year. We will continue to 
address this next year.

Fair Go

Speak up

Generative culture – we started work 
on a “Just Culture” to encourage people 
to speak up when things go wrong, 
learning when things go right and to help 
us continue to improve. These are small 
steps in our new HSSE strategy to build a 
generative culture by 2020.  We’ve called 
it giving our people a Fair Go.

Best employer – we continued building 
our values and performance based 
culture. We are now recognised as a 2015 
Aon Hewitt Best Employer with 77% of our 
people engaged.

Leadership – at Z, everyone is a 
leader, regardless of role. We have been 
recognised for this as an Aon Hewitt Top 
Company for Leaders.

Biodiesel – Fonterra, New Zealand’s 
largest company, became a foundation 
customer for our new biodiesel, along with 
New Zealand Post, Fulton Hogan, Air New 
Zealand and Downer.

Te Mahi Hou – Refining NZ continued 
to improve performance, with strong 
refining margins. A $365 million upgrade 
programme of Te Mahi Hou introduced 
new efficiencies that helped lift volumes 
and refining margins, while cutting 
carbon emissions. We benefit from these 
efficiencies as both a shareholder and a 
customer.

Integrity – we act with integrity, no 
matter how big or small the action 
is. When we made a mistake with the 
product sourcing for our vegan pies, we 
told people straight away, recalled all our 
stock and gave those affected pies away 
to people in need. Then we changed the 
mixture to make sure the mistake wasn’t 
repeated. 

Market reporting – we continue to 
look towards a more integrated way of 
reporting not just our financial results 
but also our social, commercial and 
environmental impacts.

New health and safety legislation – 
HSSE is always on our minds. We’ve now 
added specific health and safety expertise 
at executive level. We welcome and are 
ready for the new legislation.

ZORM (our operational risk management 
system) – we’ve kicked off the most 
integrated view we’ve ever had of 
operational risk in our business and how 
we need to manage it.

Non-fossil fuel alternatives – our 
philosophy of starting small and working 
our way up to significant change was 
exemplified in projects like our new 
biodiesel plant. There is 5% biofuel in 
the mix to start, and that saves the 
country tens of thousands of tonnes in 
carbon emissions. We think that’s a great 
beginning.

Community – once again this year,  
Z backed New Zealanders helping in  
their local communities.  So far, Good  
in the Hood has made millions of dollars  
of difference.

12

13

Chairman and  
Chief Executive’s 
Review

The 2016 financial year was a big one for Z, with every part of the Z 
team contributing to a safe and reliable performance from the core 
business, all the while advancing the potentially transformational 
acquisition of the Chevron New Zealand business.

Peter Griffiths  

Mike Bennetts 

Health, safety, security and the 
environment
Running a safe business is the foundation 
upon which Z is based, the licence for our 
company to operate. Over the year we have 
continued to make progress towards our 
goal of a zero harm workplace and this 
report contains a breakdown on how we have 
tracked against some core health and safety 
metrics on page 22.

On 4 April 2016, the new Health and Safety 
at Work Act came into effect. Z has been 
a strong supporter of this legislation and 
believes that while new laws cannot in 
themselves improve New Zealand’s poor 
workplace safety record, it is an important 
precursor to much-needed cultural change 
in the way we think and communicate about 
health and safety in New Zealand.

As this legislation was being developed, the 
Board and management were also working 
through internal reviews and external audits 
to ensure Z is well equipped to operate under 
the new regime and we are making good 
progress in implementing the company’s 
revised operational risk management system.

In a year in which there was much which 
could have distracted the Z team, we’re 
pleased that we’ve maintained our focus on 
safe and reliable operations.  Continually 
improving our systems, processes and 
culture ensures positive health, safety and 
environmental outcomes for our business, 
customers and communities.

Financial performance 
This financial year all parts of the business 
made important contributions to the overall 
result in a highly competitive market.  
It was also a year in which we made good  
progress in executing our “Strengthen  
the Core” strategy.

Z has delivered historical cost operating 
profit of $64 million which was impacted 
by the global oil price decreasing from $54 
per barrel to $39 per barrel during the year. 
However, looking past the change of value 
of inventory, Z also reports its results on a 
replacement cost basis (RC).

Z delivered Replacement Cost Operating 
EBITDAF (RC EBITDAF) of $263 million when 
adjusted for the one off costs of $25 million 
associated with the acquisition of Chevron 
New Zealand. This was at the upper end of 
the $245 - $265 million range that Z guided. 
This $263 million is $22 million (9%) higher 
than the $241 million reported for the 2015 
financial year.

This outcome continues Z’s track record 
of delivering double digit1 growth in 
replacement cost earnings.

Strategy delivers results in a 
highly competitive market
The New Zealand fuels industry continues 
to be highly competitive with new service 
stations being built, a now constant flow 
of significant discounts, more price-based 
promotions and new customer offers. This 
tussle for customers is vigorous, with 
competitors increasing their investment 
in fuel retailing. This increasing number 
of choices is healthy and positive for the 
industry, for consumers and for New Zealand. 
We are the preferred New Zealand fuel brand 
with distinctive and constantly evolving 
customer offers.

Z welcomes competition for customers 
head on, Z has refreshed and continued to 
invest in its brand. The company’s strategy 
continues to deliver against this highly 
competitive backdrop.

Over the year Z opened four new-to-industry 
service stations in growth areas, refurbished 
two existing sites and continued to introduce 
new high-margin products into its stores to 
boost the already strong performance of Z’s 
food and beverage offer. Z continues to grow 
its contribution from non-fuels margin – up 
from $61 million in 2015 to $64 million in 2016. 

In the commercial markets Z continues 
to optimise its commercial fuels portfolio 
towards high value customers in parts of 
the country where we are best positioned to 
serve them.

Z continues to benefit from its supply chain 
optimisation strategy. Refining NZ delivered 
a stellar financial year, with contribution 
from refining margins at $48 million, up from 
$31 million in the previous financial year. 
Additionally, the refinery completed its $365 

1Growth in RC Operating EBITDAF over last 3 years - FY14: $219m, FY15: $241m, FY16: $263m (adjusted for one-off Chevron New Zealand expenses).

million Te Mahi Hou upgrade project at the 
end of 2015 which will improve the efficiency 
of the plant and the underlying performance 
of refining margins by up to USD0.90-1.10  
per barrel.

Additionally, Z’s crude oil procurement 
collaboration with Refining New Zealand and 
BP New Zealand delivered approximately $8 
million of efficiency-related earnings on an 
annual basis.

Z has ample financial and human capability 
to continue to work through the third year of 
its ‘Strengthening the Core’ strategy while 
also integrating Chevron’s operations into our 
business.

Chevron acquisition
On 2 June 2015, Z announced it had reached 
an agreement to acquire the Chevron  
New Zealand business for $785 million.  
We appreciate this has been a significant 
focus for investors and the market. 

Before we discuss the transaction in any 
detail, it would be remiss for us not to thank 
the dedicated and passionate team from 
across Z who originated this transaction, 
negotiated the agreement, and worked on 
both securing the regulatory approvals and 
preparing two companies to come together 
as one. This has been nearly two years of 
hard work and we are proud of the fantastic 
contribution of our people.

As we said when announcing this transaction, 
the acquisition of Chevron has the potential 
to be transformative for Z and, through 
bringing a global company into local 
management, to be positive for New Zealand.

The Commerce Commission’s consideration 
of this application has taken almost a year. 
It has been very thorough covering all 
elements of all of the markets that make up 
this industry. Z appreciates that a transaction 
of this scale, in an industry with a high level 
of public interest, deserves this level of 
significant scrutiny. We are pleased with the 
rigour that has characterised this application.

Subject to divesting 19 service stations and 
one truck stop, the Commission has found 
that the acquisition does not substantially 
lessen competition. We will settle the 
transaction and cut over the systems and 
processes in order to run the two businesses 
together from 1 June 2016.

We bought well – particularly so as the value 
and performance of Chevron has improved 
since the transaction was announced.  
Z has bought a business with a track 
record of disciplined, safe operations and a 
focus on returns. The two businesses have 

complementary business models and we 
reiterate our commitment to two brands 
for our service station network. We remain 
confident in delivering the $25 - $30 million 
of synergies identified. We have decided to 
fund the transaction with debt and existing 
cash and will not be pursuing an equity raise 
as originally announced.

We expect Z’s debt to increase in the short 
term to approximately 2.6x RC EBITDAF.  
Debt is anticipated to reduce to 2.0x RC 
EBITDAF within three years.

                  This financial 
year, all parts of the 
business made important 
contributions to the 
overall result in a highly 
competitive market.

We want to thank our shareholders for their 
support and patience while this transaction 
was approved and also want to thank the 
Chevron team. We acknowledge this has 
been a very unsettling period for them and 
we wish to recognise the professionalism 
they brought to this process. In bringing our 
teams and our two companies together we 
are excited about the possibilities we can 
jointly deliver for shareholders, customers 
and for New Zealand.

Later in 2016 we will hold an investor day to 
provide an update on progress. This will be 
webcast, capable of being viewed online.

Sustainability 
In June, Z will begin the production of 
high-quality sustainable biodiesel from the 
company’s $26 million biodiesel facility at 
Wiri, Auckland. With a planned staged roll-
out into the commercial and retail markets 
across the upper North Island, the plant 
will produce 20 million litres of biodiesel 
per annum by year end. The fuel will meet 
the highest New Zealand and European 
fuel specifications and will be blended into 
mineral diesel at a 5% rate. For the first time, 
many Kiwi motorists and businesses will have 
the choice to use a more sustainable fuel. 
There is more information on this exciting 
move on page 25.

Governance
During the year Z has continued to grow 
diversity and capability with the appointment 
of Mark Cross and Julia Raue to the Board. 
Mark brings a strong financial markets and 

commercial background to the Board and 
Julia, as the former CIO of Air New Zealand, 
brings particular skills and experience in the 
area of ICT and customer experience.

Deepened and more diverse 
shareholder register
On 1 October 2015, Infratil sold its remaining 
20% holding in Z and the New Zealand 
Superannuation Fund sold down its holding 
from 20% to 10%. The company continues to 
have a high quality and diverse shareholder 
register. 

Z is part of the NZX20. Since listing, Z has 
delivered total shareholder returns (TSR) of 
116% (92nd percentile) and ranks within the 
top five companies on the NZX50 on TSR.

Z remains focused on delivering value 
to its shareholders. As with the Chevron 
acquisition, Z will continue to develop and 
initiate opportunities that deliver growth and 
reward shareholders for their support of Z.

Conclusion
We’re proud of what our people and our 
business has achieved in the 2016 financial 
year. We’ve run the business safely and 
reliably, and delivered strong financial results 
from the core business while putting in place 
the foundations for our future growth. 

The Chevron acquisition has come to 
fruition through the professionalism, hard 
work and commitment of both the Z and 
Chevron teams. This significantly changes 
the shape and scale of our business but 
it doesn’t change what we stand for. The 
acquisition makes Z one of the biggest 
companies in New Zealand and with that 
comes more responsibility. Z will continue to 
be a confident, distinctive and values-driven 
company that delivers what it says it will, 
that is prepared to take calculated risks and 
stands for things that matter to us.

We are advantaged in having a highly 
engaged team, a distinctive brand and the 
backing of an engaged and enthusiastic 
Board. We’re committed to continuing to earn 
the confidence and trust of our shareholders 
and recognise that continually delivering 
against our strategy is the best way of  
doing this.

Z is in particularly good shape for a busy, 
challenging and rewarding 2017.

Thank you for your support of Z.

Mike and Peter

14

15

                Supply disruption 
is a key risk for us.  
Our products reach  
New Zealanders through 
a long and complex 
supply chain.

See the risk, 
manage the risk

Like many businesses, we grapple with a range of risks that 
have the potential to impact the safety of our people, our 
performance, our reputation and our ability to provide our 
customers with the service and services they expect. While some 
risks can never be eliminated, we work very hard to identify their 
significance and manage them.

Supply disruption is a key risk for us. Our 
products reach New Zealanders through 
a long and complex supply chain with 
interlinked components, some of which rely 
on joint ventures and third party contracts. 
Our current business model relies on the 
continuation of existing arrangements. 
Disruption to any one or more of these 
components, or sudden shifts in international 
commodity and foreign exchange markets, 
could limit what we can sell, where and for 
how much, which in turn would impact our 
customers’ profitability and cash flows.  

                We are very aware 
of the need to carefully and 
sustainably balance growth 
with profitability.

Working with fuel
Working with and selling fuel presents health, 
safety and environmental risks. We work 
with our supply chain partners to transport 
and store crude and refined products. If 
these materials were to leak into air, land 
or water, contamination and damage could 
result. Crude oil and refined products are also 

combustible so handling these substances 
comes with the inherent risk of explosions 
or fire. We look to mitigate these potentially 
dangerous situations through our collective 
commitment and focus on health and safety 
procedures.

As a retail and commercial fuel market 
participant, we’re subject to intense 
price competition for market share. As 
we’ve noted elsewhere in this report, the 
widespread use of discounts, special offers 
and loyalty cards continues to challenge our 
margins. The entrance of new players into 
what is already an intensely competitive 
space could have a detrimental effect on 
our ability to charge what we would see 
as a fair price for what we offer. We also 
rely on banks to provide working capital 
funding, and on bondholders for funding. If 
our relationships with these providers were 
to adversely change, that could impact on 
our financial performance and our financial 
position.

Reputation
Because of the emphasis we put on trust 
and service, our reputation and the value 
associated with our brands could be 
adversely impacted by any of the risks 
identified above. We could also over-stretch 
ourselves. We have a programme of on-

going substantial capital investment in our 
business comprising both integrity capital 
investment (for example, investment in 
replacing storage tanks at terminals and 
retail sites) and growth capital investment 
(for example, investing in new retail service 
station sites). We are very aware of the need 
to carefully and sustainably balance growth 
with profitability.

Market risks
There is a range of other risks that we 
face. These are listed and discussed in 
some detail in our IPO document found 
at www.z.co.nz/ipo. Two particular risks 
are worth noting. The first is that demand 
for our transport fuel products may 
decline over time as a result of increased 
demand for alternative fuels. To an extent, 
we are encouraging this through our 
development of our B5 biofuel and electric 
recharging stations, but if demand for 
those alternatives was to suddenly surge 
and to be accompanied by a dramatic 
increase in the availability of alternatively 
fuelled vehicles, that would impact our 
fuel sales. Our principal competitors could 
also have better access to alternative 
fuels technology than we do. We don’t 
think this is likely in the short to medium 
term. Secondly, Z’s business is subject to 

a wide range of legislation and regulatory 
obligations. If we were to fail to comply with 
these requirements or if the requirements 
themselves were to materially change, that 
could impact us financially and/or in terms 
of our reputation. We have been very careful 
in our pursuit of the Chevron business 
to engage with regulators such as the 
Commerce Commission and to provide them 
with all the detail that we can in a timely 
manner. One of our key assurances to them 
throughout the process has been that, in 
our opinion, the highly competitive nature 
of the New Zealand fuels market will not be 
compromised by our acquisition of Chevron.

As expected
These are the key risks as we see them. 
Our current assessment is that we have a 
good handle on all of them through our Risk 
and Assurance function and our Enterprise 
Risk Management System, all of which is 
overseen by the Board’s Audit and Risk 
Committee. There is nothing out of the 
ordinary that we are aware of to cause 
investors, customers, stakeholders or our 
own people to be alarmed.

16

17

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3

4

5

6

8

7

Meet our leaders - 
the Z Board 

1

Peter Griffiths  
Chair 
Member, Audit and Risk Committee 
BSc (Hons), CMInstD

Peter is a professional Director and oil 
industry veteran. He has held various 
roles in New Zealand and overseas. Until 
2009, he was Managing Director of BP 
New Zealand. Peter previously served on 
the Boards of The New Zealand Refining 
Company Limited, Liquigas Limited and 
New Zealand Oil and Gas Limited, Energy 
Direct, Whanganui Gas Limited and 
Bitumix Limited. He is currently a Director 
of Marsden Maritime Holdings and New 
Zealand Diving and Salvage Limited and a 
member of the Civil Aviation Authority.

2

Paul Fowler  
Director 
Chair, HSSE Committee, Member, Audit and  
Risk Committee
BS (Marine Engineering), ME (Nuclear Engineering), 
MBA, FAICD

Paul has many years experience in primary 
industries. He was the founding CEO of 
Nyrstar NV, the world’s largest producer 
of zinc metal. Before that he was COO of 
Zinifex, an Australian zinc and lead mining 
and smelting company, CEO of Fletcher 
Challenge Forests and Carter Holt Harvey 
Forests, and spent 15 years with BP in crude 
oil trading, strategic planning, refining 
and retail marketing. Paul has served on 
the Boards of The New Zealand Refining 
Company Limited and Evergreen Forests 
Limited.

3

Alan Dunn  
Director  
Chair, HR and Nominations Committee, 
Member, HSSE Committee 
CMInstD 

Alan is an experienced senior manager and 
corporate leader. He was CEO and Chair 
of McDonald’s Restaurants New Zealand 
Limited from 1993 to 2004 before heading 
to Chicago to become Vice President of 
operations then Regional Vice President in 
the Nordic region, and managing Director 
of McDonald’s Sweden. He now manages 
his own business, Trumpeter Consulting, 
and is a Director of New Zealand Post 
Limited, Burger Fuel Worldwide Limited 
and a number of private companies.

4

Abby Foote  
Director  
Chair, Audit and Risk Committee, Member, 
HSSE Committee 
LLB (Hons), BCA, CMInstD, INFINZ (Cert) , 

Abby is a professional Director with 
experience on both publicly listed and 
Crown companies. Trained as a lawyer, 
she has worked in a range of corporate, 
treasury and legal roles over the last 
20 years. Abby is a former Director of 
Transpower New Zealand Limited. Her 
current Directorships include the New 
Zealand Local Government Funding 
Agency Limited, Livestock Improvement 
Limited and BNZ Life Insurance Limited. 

5

Justine Munro  
Director 
Member, HR and Nominations Committee 
and HSSE Committee
LLB (Hons) (Vic), MLitt (Law) (Oxon), MInstD

Justine is a change leader who focuses 
on innovation, partnership, and leadership 
and culture. A lawyer and NZ Rhodes 
Scholar, Justine is a former McKinsey & 
Company consultant and was previously 
Executive Director of Education at Social 
Ventures Australia. She has also led or 
helped establish a number of organisations 
including Global Women and DiverseNZ. 
Her current Directorships include a 
number of non-profits. 

6

Mark Cross  
Director 
Member, Audit and Risk Committee and  
HR and Nominations Committee
BBS, CA, MInstD 

Mark is a professional Director with 
20 years international experience in 
investment banking. He holds diverse 
Directorships spanning publicly listed 
companies, institutional investment funds 
and not-for-profit organisations. Mark 
is a member of Chartered Accountants 
Australia and New Zealand.

7

Julia Raue  
Director 
Member, HSSE Committee
GAICD, MInstD

Julia is a professional Director, with a 
background of over 25 years in information 
technology, business transformation and 
strategic planning. Julia was the Chief 
Information Officer at Air New Zealand for 
eight years, and has also held management 
positions in local government, 
telecommunications and charitable 
organisations.  Julia is currently a Director 
of Television New Zealand Limited and 
Southern Cross Health Society.

8

Marko Bogoievski  
Director 
Member, Audit and Risk Committee and 
HR and Nominations Committee 
BCA, MBA, ACA, FCA

Marko is the CEO of Infratil Limited. Before 
that, he was the CFO of Telecom New 
Zealand Limited, responsible for corporate 
finance, mergers and acquisitions, and 
group strategy. Marko is a Director of a 
number of Infratil and H.R.L. Morrison & 
Co related subsidiaries in addition to being 
a Director of NZ Airports Limited, Infratil 
Limited and Trustpower Limited. 

             Z Energy is now 
a leader in the gender 
balance of its Board
Propero 2016

18

19

Our  
Executive 
team

1

Mike Bennetts  
CEO
BBS, Diploma in Corporate Management, CMInstD

Mike has led Z since its inception in 2010. 
Before that, he spent 25 years with BP 
in a variety of downstream roles in New 
Zealand, China, South Africa, the United 
Kingdom and Singapore. Mike is also a 
Director of The New Zealand Refining 
Company Limited, in addition to being the 
Chair of Punakaiki Fund Limited.

2

Chris Day    
CFO  
BBS, CA, CTP, CMInstD

Chris leads the finance and ICT team at Z. 
Chris has held general management, CFO 
and financial controller roles in a range of 
listed and commercial companies. Before 
joining Z he was Financial Controller 
for Contact Energy Limited and before 
that CFO for AXA New Zealand. He is 
a member of Chartered Accountants 
Australia and New Zealand and a Director 
of Landcorp Farming Limited.

3

Meredith Ussher  
General Counsel 
LLB, BA

Meredith is responsible for all group legal 
risks as well as relevant strategic and 
legal advice in respect of all operational 
matters including major contracts 
with key suppliers and customers. An 
experienced corporate lawyer in both 
the energy and retail network industries, 
Meredith previously worked with Todd 
Energy Limited, the New Zealand Racing 
Board/TAB and at Minter Ellison Rudd 
Watts as a senior associate. 

4

Jane Anthony       
GM Marketing   
BCom

Jane is responsible for building the Z 
brand and the company’s marketing 
programme. Prior to becoming a manager 
at Z, Jane was with Shell for 14 years 
in a variety of local and global brand, 
marketing and operations positions 
in New Zealand, Australia, the United 
Kingdom and Europe. Jane is also a 
Director of Loyalty New Zealand Limited.

5

David Binnie  
GM Supply & Distribution  
BEng (Hons.) Mechanical Engineering, MBA, 
CMInstD

Dave manages Z’s supply assets and 
logistics including terminals and aviation 
depot. Dave held a number of senior 
roles in the global energy industry. 
Before joining Z, he spent 25 years 
with BP in a range of roles globally. 
He was also Managing Director of the 
United Kingdom’s oil and gas industry’s 
skills and competence development 
organisation, OPITO, before moving to 
New Zealand in 2011 to lead the New 
Zealand Government’s petroleum and 
minerals division.

6

Julian Hughes       
GM HSSE   
BSc, Masters of Health Science, CMinstD

Julian is responsible for ensuring we have 
the capability and systems to keep our 
people and our environment safe and free 
from harm. With experience in health and 
safety related roles in both the public and 
private sectors, Julian’s role immediately 
prior to Z was helping to set up and 
head the Business Leaders’ Health 
& Safety Forum, a group of over 200 
chief executives committed to working 
together to improve workplace health and 
safety in New Zealand.

7

Lindis Jones     
GM Transition  
BCom (Hons), BSc, M.Fin 

Lindis is currently overseeing the 
incorporation of Chevron into our 
business. Before that he was our GM 
Commercial and GM Corporate. Prior 
to joining Z, Lindis was with Shell for 
13 years, primarily in retail operations 
and strategy in Europe, Asia and New 
Zealand, and later was Head of Property 
at ANZ Bank.

5

6

10

9

8

7

1

4

2

3

11

8

Mark Forsyth   
GM Retail  
BCom, CMInstD

Mark looks after Z’s 200+ service 
stations and about 2,200 of our team 
working onsite, as well as managing 
Z’s retail assets. He previously held 
management positions with Shell in 
New Zealand, the United Kingdom 
and Ireland. He is a Director of 
Loyalty New Zealand Limited.

9

Debra Blackett        
Company Secretary   
LLB (Hons), MInstD

10

Nicolas Williams     
GM Commercial   
LLB (Hons), BCom, MBA

11

Sharlene Taylor    
GM People & Culture 
PgCert

Debra is responsible for governance at 
Z, working with Z’s Board of Directors, 
Board Committees, subsidiaries and joint 
ventures, as well as compliance with 
Z’s listing requirements.  Debra led the 
Commerce Commission application for 
clearance of the Chevron acquisition. 
Previously, Debra held various roles in 
corporate law including leadership of legal 
teams at BP, ANZ, and Telecom. She has 
private law firm experience from Chapman 
Tripp and DLA Phillips Fox.

Nicolas is responsible for all our 
business-to-business activity including 
Z Card. Before that he was Strategy 
Manager, responsible for Z’s strategy 
development and managing merger and 
acquisition activity. Prior to joining Z, 
Nicolas held various corporate finance-
related roles at Macquarie and the  
New Zealand Treasury. 

Sharlene oversees all aspects of our 
people and culture. Before joining 
Z, Sharlene worked in various HR 
management roles with Goodman 
Fielder Limited across Australasia.  
Most recently Sharlene was with 
Fletcher Building Limited where she 
spent four years working across various 
businesses in the Building Products and 
Corporate divisions in HR and change 
management roles.

20

21

Looking out  
for our people 

People matter to us. We’re building a world class Kiwi company by giving people reasons to belong, 
a bigger purpose to work towards and a hunger for the extraordinary.

Take the lead
Leadership is a continued focus for us 
with our Leadership Framework being 
underpinned by two core philosophies; 
extraordinary leadership delivers 
extraordinary results and you don’t need 
to be a people leader to demonstrate 
leadership. Everyone at Z is a leader, 
whether a leader of people or a leader  
of self. 

We are recognised as an Aon Hewitt Top 
Company for Leaders and continue to 
provide dedicated leadership programmes 
and coaching opportunities to all levels 
across Z. We provide support to help our 
employees go after what matters to them, 
including internal leadership boosters  
and other development opportunities.  
Our journey of taking leadership 
development to our frontline leaders has 
continued this year and we aim to do the 
same again next year.

Focus on development
We’re big on development – because 
the only way Z can grow as a company 
is if our people grow. It’s pretty clear to 
us that good things happen when work 
environments become opportunities for 
personal growth rather than “just work”. 
We believe in individual empowerment for 
development which is why each employee 
is encouraged to have an individual 
development plan. We give our employees 
exciting opportunities to continue their 
development and add value in different 
areas across the business, which is why 
over a quarter of our vacant roles were 
filled by internal employees this year. 
These opportunities not only demonstrate 
our commitment to back our people and 
help them grow, but also to build capability 
across the business. The Chevron New 
Zealand acquisition project also enabled 
a large group of senior leaders within the 
business to take on new challenges and 
develop new skills.

Highly engaged
Having engaged people is critical for Z’s 
success. Our level of engagement tells 
us how much our people are willing to go 
above and beyond to make great things 
happen here. We pride ourselves on having 
strong engagement results and our scores  
are reflective of this, having grown from 
66% in 2012 to 77% this year at a corporate 
level. This year’s result is down 1% on last 
year. This year we will continue to focus on 
connecting with our employees.

It’s results like these that put us into 
the top quartile as a Best Employer as 
judged by our engagement partners Aon 
Hewitt in 2015. We are the only company 
in Australasia to be recognised as a Best 
Employer and a Top Company for Leaders 
by Aon Hewitt and hold both awards 
concurrently.

Think broadly
We’ve always been a company that 
believes in diversity. Fresh perspectives 
and capabilities encourage thinking 
outside the box and diminish risk. We 
have now set diversity targets that 
extend from the Board all the way 
through our organisation. For the year 
ahead we agreed minimum targets of 
20% inclusion of women at Board level, 
40% at senior management level and 
50% everywhere else in the business.  
We reckon we’ll achieve these targets 
pretty soon.

At an overall level, we ensure that all 
employees have equal access to all of 
our people processes and practices.

One hundred percent of all Z permanent 
employees, including management, 
have undertaken regular performance 
reviews in 2016. One hundred percent 
of the Executive and people leaders and 
96% of leaders of self1 had individual 
development plans at the time of our 
annual drive in July.

1 Leader of self: Does not have direct reports.

22

23

Taking  
a stand  
on safety

People won’t perform well unless they’re 
safe and healthy. More broadly, our 
reputation as an employer and as a good 
investment relies on us running a safe 
business. Our commitment to HSSE goes 
all the way back to the Stand we took to 
operate safely with no harm to people and 
the environment, and our HSSE strategy 
to create a harm-free workplace with a 
generative HSSE culture by 2020. 

For more on HSSE, visit z.co.nz/hssestand

New health and safety legislation came in  
to effect on 4 April, 2016 that impacts all  
New Zealand workplaces. We have supported 
this change and are ready for it. We believe it 
is important and will go some way to improve 
the overall health and safety culture in  
New Zealand. 

In December we confirmed a four year 
strategy focused on building the leadership, 
the system and the engagement needed to 
create a generative safety culture. To kick 
this off we have taken a more sophisticated 
and consistent approach to managing our 
operational risks by implementing ZORM,  
our new operational risk management system.  
We will complete this implementation  
next year.

Health and safety leadership starts at the top. 
This year our Directors and senior leaders 
have gotten even more involved in HSSE, with 
HSSE development programmes in place, 
Directors completing deep dive reviews of 
critical risks and our executives increasing 
their visibility in operational activities through 
safety walk and talks.

Key performance indicators - for the year ended 31 March 2016

Motor vehicle incidents

Robberies

FY15
11

FY16
16

FY15
3

FY16
11

HSSE 
Leadership
“Walk and 
Talks”

FY16
63

Number of spills
(Loss of containment to ground)

Total Recordable Case 
Frequency (TRCF)

Lost time injury frequency (LTIF)

FY15
0

FY16
1

FY15
0.91

FY16
1.26

FY15
0.63

FY16
0.49

Total

Total

Notes: Injury, occupational disease, and lost work day 
information follow criteria based on US OSHA guidelines.

a  For GRI purposes, contractors are noted as Retailers and 
Mini Tankers franchisees.

Employees

1.99

0.83

0

1.48

Employees

1.33

0.58

0

0.58

Retailers and Mini Tankers franchiseesa

Retailers and Mini Tankers franchiseesa

Exposure hours (millions)

HSSE actions closeout rate

Life saving rules infringement

Lost time injuries (LTIs)

Lost work days

Total recordable cases

Occupational diseases rate

Absentee rate

Work-related fatalities

Total

Employees

Contractors

Total

Employees

Contractors

Total

Employees

Contractors

Total

Employees

Contractors

Total

Employees

Contractors

Employees

Total

Employees

Contractors

HSSE Forum membership

% of total workforce

Tier 1 and Tier 2 process safety events

Total

FY15

FY16

4.4

0.3

4.1

3.6

0.5

3.1

100%

100%

12

14

2

12

65

5

60

20

3

17

0

0

0

6

9

0

9

47

0

47

23

0

23

0

0

0

1.21%

1.33%

0

0

0

6%

0

0

0

0

5%

0

Practice makes safer
This year we reviewed our governance 
practices with a comprehensive external 
assessment. The review prompted a number 
of changes including an improvement in 
the quality and transparency of our HSSE 
reporting, gaining a better handle on our 
HSSE risk profile, and approaching HSSE 
change over a multi-year programme.

We know that involving people in decisions 
about the operational risks they face is 
critical. This year we improved structures 
and provided more opportunities for this 
engagement to occur. Overall engagement in 
HSSE at Z is very high and we have a series 
of active HSSE discussions and committee 
meetings.

Looking after our people and  
our business 
Health and safety is vitally important in our 
retail environment where we have up to 57 
million interactions with people each year.

We are troubled that we have seen an 
increase in robberies - 11 this year, up 
from three last year with a spike in the 
last quarter of FY16. One robbery involved 
physical harm which is unacceptable. We are 
currently conducting a review in light of this 
increase and a priority for next year will be 
to find ways to get this risk reduced.

This year, we’ve added new ways to help 
keep our people safe including automatic 
number plate recognition, state of the art 
digital CCTV and DNA sprays. We’re also 
starting to publicise who robbed our retail 
sites through social media and we’ve been 
delighted with the help we’ve received from 
New Zealanders which has led to the arrest 
of those involved in these robberies.

We are also talking to our competitors to see 
what we can tackle together in an industry 
response.

A fair go for all
We can’t change what we don’t know. So this 
year we launched our Fair Go programme.  
This focuses on ensuring our people know 
they will be treated fairly and consistently 
if things do not go according to plan. 
Importantly this programme also focuses 
on recognising when they go right. In many 
ways, it codifies things we’ve always held 
dear – integrity, straight calls and taking 
responsibility. We’re fully expecting a rise in 
reported incidents in the year ahead – and 
that would be a good thing. By removing 
the fear of unreasonable repercussions, 
we’re reinforcing honesty and transparency 
everywhere in our business and encouraging 
people to teach us how to learn from 
mistakes and improve.

24

25

Getting our 
products to you

Our risks as a business fluctuate all the time. This year, security 
of supply and price, which have been bigger risks in the past, 
have become more stable and don’t appear to be issues for the 
foreseeable future. Current market conditions mean we are able 
to source crude and product from overseas at better prices 
than we have for many years.

However, we’ve also recognised this is no time 
to sit back and take it easy. As we noted on page 
14 and 15, we have a long and complex supply 
chain with interlinking components that include 
international crude supply, refined product 
supply, maritime logistics, distribution and 
infrastructure. 

We focus on making the right choices in order 
to run a safe and highly efficient supply chain 
and achieve sustainable improvement. This year, 
we’ve especially focused on what we can do to 
drive further efficiencies and quality into that 
supply chain which spans half the globe.  We 
have also constructed a world first biodiesel 
plant that, while it certainly won’t get us out 
of fossil fuels altogether, is another small step 
towards that much bigger goal.  

Heading our way
A replacement programme is currently 
underway for coastal vessels. Coastal Oil 
Logistics Limited (COLL) coordinates the 
distribution of petroleum products from the 
refinery at Marsden Point to ports throughout 
the country on behalf of its shareholders. Z is 
one of those shareholders. 

Two coastal vessels currently serve the country 
and a replacement programme has been 
underway for some time now. The first of the 
new vessels, the Matuku is expected in New 
Zealand by June this year. The other vessel, 
which will replace the Kakariki, has just been 
agreed with our joint venture partners and will 
be a bitumen capable vessel. 

It took some convincing to get agreement from 
our shareholder partners in COLL as they didn’t 
immediately see a bitumen capable vessel was 
necessary but we argued that this was the best 
option to ensure we met New Zealand demand 
for this vital roading product. We agreed 
together to do the right thing and the vessel will 
arrive in New Zealand by mid-2018. This decision 
will also bring important cost and carbon 
efficiencies.

Product and crude purchases by origin (barrels Net)

6,000,000

5,000,000

4,000,000

3,000,000

2,000,000

1,000,000

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Product 

Crude

country of origin

                The refinery has 
new plant that increases 
throughput by up to 500 
million litres a year, and 
it’s more efficient.

Refining the refinery
Refining NZ is a critically important investment 
for us and at a crucial part of New Zealand’s 
liquid transport fuel supply chain. 

Three key things happened with the refinery 
this year. First of all, the refinery itself is 
becoming more efficient. It’s performing well 
and making good margins thanks to improved 
plant reliability, well-managed scheduled 
shutdowns, a good safety record, and a 
consistent stream of high quality products. 

Secondly, the Te Mahi Hou project went live in 
December 2015, on budget and on time. This 
$365 million investment means the refinery 
has a new plant that increases throughput 
by up to 500 million litres a year. Part of the 
benefit of the refinery is that it improves 
efficiencies of the plant and decreases carbon 
emissions. In today’s high gross refining margin 
environment, that uplift in production means 
greater margins for the partners and for the 
refinery itself. 

Finally, our joint venture with BP and Refining 
NZ is going from strength to strength, saving 
time and hassle by selecting better crudes 
and optimising when we process those 
crudes through the refinery. This year we’ve 
performed even better than 2015, delivering $8 
million of earnings. It’s only going to improve 
with the acquisition of Chevron as we continue 
to optimise refining arrangements with 
Refining NZ and the other participants.

Customs claim settled
In May 2015, New Zealand Customs presented 
us (and other industry participants) with an 
invoice for historic petrol excise expenses.  
That claim has now been settled, with Z 
making an $18 million payment by way of 
full and final settlement of the claim and 
establishing an agreed basis for excise 
charges going forward. In FY16, $13 million 
of the settlement was expensed with the 
remainder in prior years.

Looking ahead with tallow
The other big news this year is the opening 
of New Zealand’s first, commercial-scale, 
biodiesel plant. We believe this $26 million 
investment is the first of its kind in the 
world made without government mandate 
or incentive. Not only is this a first for New 
Zealand, it’s been built by Kiwis, made from 
a by-product from the New Zealand meat 
industry, and will supply New Zealanders 
with low-carbon diesel fuel. A truly home-
grown success story.

The plant will produce 20 million litres 
of biodiesel fuel per annum (available 
in 400 million litres of normal diesel 
with a 5% biofuel component). It will be 
available to our retail and commercial 
customers in the Auckland, Bay of Plenty 
and Waikato regions. Fonterra has signed 
up as a foundation customer, along with 

Z purchased 51,356 litres of 
biodiesel made from used 
cooking oil or tallow in FY16

Fulton Hogan, NZ Post, Downer and TIL 
Group. Foundation customers share Z’s 
commitment to a sustainable future.

The 5% blend rate is important. That’s 
the maximum amount of biofuel we can 
add to current diesel and still meet the 
diesel fuel specifications for non-modified 
vehicles. The great news is that this amount 
generates 4% less carbon at the blended 
level than standard diesel. So there are big 
gains to be made. If enough organisations 
get behind this initiative, the potential is 
there to save 37,000 carbon tonnes in just 
12 months.

With oil prices so low, at the time of writing 
this report, some might say we’re taking a 
bit of a risk and to some extent they’d be 
right. Our view is that our customers will 
demand a low carbon solution soon, and if 
the recent climate change negotiations in 
Paris are anything to go by, alternative fuels 
could be legislated in due course. We’ll be 
ready. 

However, we need to think even more 
broadly than biofuels if we are to be 
sustainable after fossil fuels. That’s why we 
now have seven electric vehicle charging 
stations that can rapid-charge an electric 
vehicle in just 10-20 minutes and bike 
pumps at all of our stations. It also explains 
why we’re the country’s largest privately 
funded public place recycling network. If 
you’re going to move people, then you also 
need to be thinking about how to better 
move waste. We sell and re-use where 
possible. And all of that makes a difference.

 
 
 
 
 
 
 
 
26

27

Experience matters:  
that’ll be the Z factor

Looking to add value
Mixed messages are probably the best 
way to describe the trading environment 
we’re in right now. There’s no shortage 
of oil in the market, so we have plenty of 
places from which to potentially source. 
We buy “short”, which means we buy in 
the market for the price at that particular 
time rather than buying through long-
term contracts that would lock us in for 
significant time frames. It’s the option that 
makes most sense to us in the current oil 
production environment because there’s 
plenty of choice and prices for crude 
oil haven’t been so low for many years. 
Should market conditions change, we will 
adjust our sourcing as required. 

Having increased service levels in 
the industry, it’s clear that customer 
expectations have also increased. The 
challenging thing for us now is meeting 
those new expectations while delivering 
acceptable returns.

A lot of customers and businesses 
want more service for the same price. 
We’ve seen a big increase this year in 
discounting where fewer than half the New 
Zealanders who fill up with us are paying 
the advertised rate for their fuel. We’ve 
also seen an increase in the number of 
unmanned stations opening up this year 
with cheaper fuel.

There’s nothing new in this, so we’ll 
be patient and persistent. Retail and 
commercial fuel markets in New Zealand 
are regularly subject to intense price 
competition for market share through 
discounts or loyalty cards as companies 

look to buy volume.  Our view is that 
customers get what they pay for and 
different customers are looking for 
different things. So we’ll continue to listen 
to our customers, to make sure we are 
competitive on price, and we’ll stay very 
focused on providing our customers with 
the best value in the market and delivering 
a world class full service offering.

                Different 
customers are looking 
for different things.

Overall satisfaction scores

out of a total of 66,728 customer surveys that rated their 
experience “very satisfied” or higher.

74% FY15
out of a total of 57,554 customer surveys that rated their experience  
“very satisfied” or higher.

28

29

Z in business

One of the most consistent numbers around business 
spend on fuel is the correlation between the growth in 
diesel demand and overall economic growth. The fact 
that correlation hasn’t changed in many years shows 
that organic growth is limited – and so the opportunities 
open to us under this dynamic are to take market share 
from our competitors or to grow our profitability pool. 
We’ve chosen to pursue a differentiation strategy by 
investing in the customer experience.

Z locally

Our retail business continued to broaden 
our in-store offering with the successful 
introduction of new product lines such as 
vegan pies, froyos and smoothies. These 
were a great success, with store sales up 8% 
year on year, and sales of smoothies topping 
nearly 5,000 a week, and there’s more to 
come yet. For us, this is a new market – and 
it shows that people will buy more from us if 
the choice is there and if that’s complemented 

                 We continue 
to look for ways to 
make life easier for 
our customers.

For larger customers, that’s about providing a 
comprehensive fuel solution with nationwide 
coverage: service station; truck stop; Mini 
Tanker; home base; direct machine refuelling 
(DMR). For our key customers, solving what 
matters for a moving world revolves around 
problem solving, logistics and increased 
productivity. We’re constantly looking to 
make business refuelling simple and easier for 
these companies, with streamlined back office 
functionality and a fuel expert on the team for 
account managed customers.

For smaller businesses, it’s all about 
making things simple and more efficient. 
The partnership with Xero started last 
year and allows around 1,500 customers 
to receive their Z fuel invoice directly into 
their Xero feed. They can also make an 
online application for their Z Card. The 
increasing number of small and medium 
sized businesses completing their online 
applications is a healthy sign that they value 
convenience and access.

Net Promoter Score (NPS) is an 
internationally recognised benchmarking 
system that scores how actively commercial 
customers promote use of your brand. It is 
seen as a way to test how inclined business 
customers are to choose one brand over 
another and therefore how competitive a 
brand is and its prospects for growth from 
customer endorsement. In broad terms, there 
are three types of customer rating: active 
promoters (those who positively and actively 
encourage use of your brand to others); 
passive promoters (those who like your brand 
but don’t evangelise your brand to others); 
and aggressors (those who speak out against 
your brand). 

We were very disappointed that our NPS 
fell this year, with the rating from smaller 

Some important wins this year gave us 
confidence that our strategy is right even 
though it’s taking longer than we’d like  
to see the gains we expect. We were  
named Xero Partner of the Year 2015.  
We enjoyed two record months for new 
business acquisition in July and August.  
Online enhancements to our Z Card made  
it even easier for our business customers 
to manage their usage and fuel spend. 

businesses in particular falling much 
further than we expected. The problem 
isn’t that people don’t like what we’re 
offering. It’s mainly that we have less 
active promoters and more businesses 
that are passive. What the NPS 
change does show is that there is a big 
opportunity for us to continue to pursue 
building competitive difference through 
catering to that rising tide of commercial 
customer expectations faster and more 
thoroughly than any of our competitors.

Lifting active promotion in our 
commercial customer base by eliminating 
dissatisfaction will be a key focus for the 
year ahead. We’ll also focus more on the 
basics – making sure our sites are reliable 
and improving accessibility and interfaces.

by a light and bright environment and 
great customer service. Certainly, after 
the successes this year, we will continue 
to develop our convenience offer beyond 
the pies and coffee we’ve focused on over 
the last couple of years. There’s plenty of 
scope, as we see it, to cater more closely 
to regional tastes and the changing taste 
profiles of New Zealanders, and to offer a 
wider range of healthier choices.

While having great stores, brilliant service 
and awesome food and drink are all part 
of being famous in our neighbourhoods, 
we continue to look for ways to make 
life easier for our customers. That gets 
expressed in a whole lot of ways. On 
the one hand, it’s about services like 
car washes, parcel drop off/pick up and 
offering Lotto sales, so that we offer 
more of the things that matter to our 
customers in one easy location. On the 
other, it’s about showing we really mean it 
through our actions: consistency; choice; 
and being as individual and authentic as 
possible. 

Good in the Hood, our grass roots 
community investment programme, 
proves our commitment and gathers 
many of the headlines – but what goes 
unseen by most, but is absolutely loved 
up and down the country, is the massive 
effort that our retailers put into doing 
right by the communities they are part 
of. On any given day, our people are 
rolling up their sleeves and really making 
a difference. They’re hiring people who 
might not otherwise get an opportunity. 
They’re organising events. They’re 
stepping in to help. Our frontline is 
amazing. They’re led by strong, colourful, 
committed characters. No two ways 
about it, our teams prove that Z is for New 
Zealanders.

While we’re on the subject of forecourts, 
let’s quickly talk about where we see 
retail heading. Our stores are a key part 
of our conversion strategy. We would 
like people to spend more with us. That 
means we need to provide more reasons 
for them to do so. 

30

31

We set about putting measurement and 
management systems in place and we have 
been regularly reporting on how we are 
tracking against our targets.

So how have we done? Waste was a win. Our 
retail operation waste to landfill has reduced 
by 60% (compared with our 70% target). 
Introducing LED lighting into our retail 
canopies saw us make an 11% power saving 
and reduce carbon on our lighting. Our big 
misses were water and corporate carbon. 

A 50% water reduction was, frankly, not a 
realistic goal. We are now making 90,000 
cups of coffee a week through our stores. We 
did reduce the amount of water we use in our 
car washes thanks to clever recycling. That 
initiative has led to 60% of the water used in 
the car wash being recycled. 

We didn’t reduce our corporate carbon 
footprint anywhere close to the 25% we 
aimed for, mainly because of travel (which 
makes up over 75% of our corporate carbon 
footprint), the need for which grew as our 
employee base increased. The intensity of 
our emissions per employee (excluding our 
value chain) has reduced from 51 tCO2e to 
25 tCO2e. 

We reduced the kilometres travelled and the 
emissions from our deliveries by 346,200km 
and 439 tCO2e respectively, supported by 
improved scheduling, SAFED driver training 
and increased drop sizes. 

Our Mini Tankers operation means that 
customers can be refuelled on their site 
rather than refuelling at truck stops. Over the 
last year we reckon we’ve saved 45,000 litres 
of fuel or 12 tCO2e.

We’ll be setting new targets for the years 
ahead, which will be outcomes focused, 
backed up by quantitative proof points.

Where we have had a real impact is as 
a voice for change. We’ve been able to 
use our media profile to good effect. For 
example, we submitted a paper on the 
Paris climate targets to the Ministry for 
the Environment saying we saw no reason 
why New Zealand shouldn’t match the 
European Union’s 40% reduction target and 
that the cost of inaction in our view was far 
more than the cost of action. We received 
positive feedback from stakeholders and 
most importantly, our customers.

Certainly the feedback we’re getting is that 
people value us using our influence in this 
way. We’re seen as a progressive force and 
a thought leader and, for our own part, we’re 
very keen to be at the heart of solutions 
and to back those with actions. It was great 
to see us cited by Colmar Brunton in their 
“Better Business, Better World” report as 
the sixteenth prompted Green Brand. 

Another way that we’re using our scale 
for good is working with our suppliers on 
sustainability-based standards. Our seven 
top suppliers (based on spend, criticality 
and interface with customers) now have 
shared performance agreements. These will 
help us achieve sustainability change within 
our business and across our supply chain. 

Of course the investment we’ve made 
in biodiesel is a sign of just how serious 
we are. But we are very aware that we 
can’t stop there. There’s a realisation that 
biodiesel is the start of our next fuel journey 
and not the end point. The acquisition of 

Landfill

Recycling  
(cardboard and paper)

Recycling  
(plastic, cans & glass)

Composting

1,461
tonnes

3,098
tonnes

832
tonnes

456
tonnes

5,847
tonnes
total waste

We collect data for approximately 50% of our waste streams from our retail sites.  
We then use this data to estimate the total volume of waste we generate as a business.

How did we go against 
our targets?

Key

Fail

Awesome

Use less, waste less

Score

Use 10% less electricity  
in retail

Use 50% less water in retail

Reduce waste to landfill  
by 70% in retail

Zero waste head office

Carbon intensity

Head office carbon  
footprint reduced by 25%

15% reduction in distance 
travelled for each litre of 
fuel delivered

Reduce delivery  
emissions by 25%

10% reduction in carbon 
footprint of retail stores

Work with suppliers for  
25% reduction in carbon

Help reduce customers’  
fuel consumption

Fossil fuel reduction

Leading biodiesel supplier

Using biodiesel in  
own business

Biodiesel not in 
-
production FY16

Implementer of emergent 
transport energy

Support New Zealand

Safety at home

Safety performance  
best in class

Skilled worker days

Skills development  
of own team

Neighbourhood investment

See z.co.nz/targets for more information.

Chevron also changes the scale at which 
we will need to operate sustainably. Our 
expanded operation will mean, for example, 
that we are responsible for 37% more 
fuel, which will automatically enlarge our 
operational carbon footprint for example. 
Integrating Chevron into Z’s sustainability 
programme is a key objective for Z.

Sustainability 
matters

To Z, sustainability means acting in a way that benefits the future 
of the neighbourhoods we operate in and the planet we live on. 
We think it’s good for business, good value and good sense. 

Here at Z, we:

• 

• 

• 

 are committed to doing the right thing 
by New Zealand

 are a transport energy company, not an 
oil company — so we’re not wedded to 
fossil fuels

 reckon we're in a unique position to 
move from being a part of the problem 
to being at the heart of the solution.

In 2011, recognising that we needed to 
start somewhere, we established a list of 
sustainability targets set out on the next 
page for FY12 – FY15. They were ambitious 
– we knew that at the time – but they were 
meant to engender change and intended to 
show we were serious.

32

33

Percentage and total 
water recycled

Total water recycled  
(kilolitres)

Water used as 
percentage of 
total water used

242,493
(kilolitres)

18.5%

We collect data for about 50% of our sites and 
then use this to estimate the total volume of 
water we use as a business.

Congratulations Z Bethlehem
Z Bethlehem is the latest Z site to be accredited by Conscious Consumers. 
At the site, no food or coffee waste is sent to landfill and food waste at Z 
Bethlehem goes to a certified pig farmer who supplies meat to charities 
throughout the region including food banks and the homeless shelter. 

In total, five of our sites nationwide have received Conscious Consumers 
accreditation based on their standards for recycling, composting, generosity 
and BYO containers. Each is assessed annually.

Non-renewable fuel
602,649 litres

Electricity
32,591,154 kWh

Total

Energy 
consumption 
within the 
organisation

We use our electricity 
data and actual fuel 
use to monitor our 
consumption.

Greenhouse gas emissions

Tonnes CO2e
Scope 1 – Z offices & retail sites

Scope 2 – Z offices & retail sites

Scope 3 – Z offices & retail sites

Scope 3 – New Zealand supply chain

Scope 3 – Share of refinery

Scope 3 – Rest of supply chain

Calendar 
year 2012 
(base year)

797

5,984

5,140

21,167

542,590

612,911

FY16

3,222

4,509

2,897

22,614

433,946

495,558

Scope 3 – Z product emissions from our customers

6,101,736

5,109,936

We estimate our emissions using the Greenhouse Gas Protocol’s 
Operational Control Methodology.

Total emissions

Calendar year 
2012 (base year)

FY16 

7,290,325

6,072,683

Fonterra is a foundation 
customer for our biofuel
Since early 2014, Fonterra has worked 
closely with Z as a foundation customer for 
the new B5 biodiesel, helping Z introduce 
the lower carbon fuel to New Zealand. 

The farmer owned co-operative is 
committed to making a difference 
by reducing its emissions as well as 
supporting other Kiwis so they have the 
option to make better energy choices.

Lower emission sources like biodiesel are 
in keeping with Fonterra’s energy strategy 
and are one of a range of ways that the 
co-operative is looking to adjust its carbon 
profile in the years ahead. This initiative 
with Z is an effective way for Fonterra to 
integrate carbon savings into its supply 
chain almost immediately.

Fonterra tankers are a familiar sight on 
New Zealand roads, travelling thousands of 
kilometres every day. The Co-operative’s 
500 tankers cover more than 90 million 
kilometres of New Zealand roads annually – 
and that takes a lot of fuel. 

                 The co-operative’s 
500 tankers cover more 
than 90 million kilometres 
of New Zealand roads 
annually – and that takes  
a lot of fuel. 

Using B5 biodiesel in its tankers has the 
potential to bring an almost 4% reduction in 

emissions from each truck over the course 
of a year, which will in turn reduce the 
co-operative’s carbon costs. Because B5 is 
a drop-in fuel, Fonterra’s trucks can use it 
wherever it is available around the country, 
but not have any issues should standard 
diesel be the only option. 

Fonterra says the initiative with Z is 
important to them because of the co-
operative’s commitment to reduce its own 
carbon emissions while also supporting Z 
in making B5 more widely available for the 
benefit of New Zealanders.

For more information on biodiesel, visit 
z.co.nz/biodiesel.

34

35

Now at university
When Jessica McCleary received our 
first full time university scholarship she 
became the first person in her family to 
attend university. The $12,000 award, 
which is offered in partnership with First 
Foundation, will go towards tertiary fees 
along with paid work experience, a mentor 
for Jessica and support to help her 
successfully make the switch from school 
to university. Jessica works for Z as a 
part-time forecourt concierge. She is using 
the scholarship to study Sociology at the 
University of Otago. We wish Jessica all 
the best this year. Read more of her story 
at z.co.nz/jessica.

               Next year, we want to focus on the 
aspirations and achievements of our people 
and find ways to help them be better off.

Helping our retailers’ people
One of our most important initiatives going 
forward will be to look to give back to the 
very people who give so much: the people on 
our retail sites. Some of our team only stay 
with us for a short amount of time. However, 
a lot of our people are here to stay, provided 
they’re looked after well. Our retailers are 
committed to doing everything they can to 
give them a fun and fulfilling place to work, 
reward them well and encourage them to 
expand their skills.

Next year, we want to focus on their 
aspirations and achievements and find ways 
to help our people to be better off. We’ve 
started small, as we always do, but our 
goal is to help our people make big strides 
in critical life skills such as literacy and 
budgeting which will improve their career 
prospects and give them fresh confidence.

We piloted two educational scholarships 
this year. The first, with Capable New 
Zealand, has helped Joel Popplewell, Nathan 
Taramai and Luana Tupou to study for a 
degree in Applied Management from Otago 
Polytechnic while they are working. In fact, 
they can use their work experience as 
credits towards their degree. The second is 
our full time university scholarship awarded 
to Jessica McCleary. Only Z retailers’ 
employees or their dependent family 
members are eligible for this scholarship.

Z’s winning reputation
We were really pleased to be named the 
fourth most respected company in the 
Colmar Brunton 2016 Reputation Index 
— see z.co.nz/reputation — an index 
where key judging criteria are social 
responsibility, fairness, success and trust. 
Our rating was well above the global 
average. Our CEO, Mike Bennetts believes 
that our high rating reflected the huge 
commitment that Z people make to doing 
what matters for customers, listening 
carefully and delivering consistently. 

Dishing up support for Bellyful
Through Good in the Hood, we help all 
sorts of organisations across the country to 
make real differences in their communities. 
One of the organisations we have helped 
is Bellyful, a national community group 
that works tirelessly to cook meals for 
families with newborns or those with family 
members struggling with illness.

This year, 12 of our retailers and site teams 
across nine cities chose to support Bellyful. 
As a result, the group raised more than 
$17,000 towards paying for things like 
the ingredients they need to cook meals. 
Thanks New Zealand. Find out more about 
Bellyful and their selfless work online at 
z.co.nz/bellyful.

There’s more on how we give back at  
z.co.nz/goodinthehood.

Community 
matters:  
it’s good  
to belong

Five years ago, when we first asked 
New Zealanders about what they 
wanted from an energy company, 
they said they wanted us to give 
back to neighbourhoods, people 
and places.  

With Good in the Hood, we’ve done that, 
and we’ve done it in a way that gives New 
Zealanders the say in what and who gets 
the support they need. People like the 
fact that it’s a democratic process, that 
it happens at a neighbourhood level and 
that New Zealanders get to decide where 
the money goes. Over the last four years, 
we’ve returned more than $4 million to 
neighbourhoods. It feels great to have done 
that from all Z sites. It feels even better to 
know that it’s made such a huge difference 
— and will continue to do so. 

This year we added to Good in the Hood 
with a one-off ‘Supercharger’, giving away 
an extra $250,000 to great causes that 
needed some help. We gave $60,000 
to Child Cancer’s Keeping in Touch 
programme, for example, so that children 
with cancer could use their iPads to stay 
in touch with family and friends. The first 
family has just received their iPad. They 
were stoked. And so were we.  

36

37

A true New Zealander
We’re thrilled that former Z Retailer Selwyn 
Cook of Hamilton won this year’s Kiwibank 
New Zealand Local Hero of the Year award. 
The annual awards celebrate people who 
use their passion for New Zealand to make 
our country a better place and honour 
those whose selflessness, creativity 
and vision make us all proud to call New 
Zealand home. Selwyn was recognised 
for his tireless efforts in and for the local 
community and his huge commitment to 
giving people with disabilities opportunities 
to work. We’re proud of you Selwyn and 
even prouder now we have teamed up with 
Workbridge in your new role as Disability 
Employment Ambassador, creating more 
employment opportunities for people with 
disabilities.

Passing on skills
Our Skilled Volunteering Programme gives 
our people opportunities to share their 
skills in ways that help other community 
organisations gain a lasting benefit. Here 
are some examples of what we did this year:

• 

• 

• 

• 

• 

 Christine Langdon worked with the 
Chief Executive of Women’s Refuge to 
help bring an important plan together.

 David Jones used his skills as an 
ex-chef to run the camp kitchen for 
Waimari Primary School.

 Hannah Heberley gave a presentation 
on internal communications to 
more than 80 communications and 
marketing volunteers at not-for-profit 
organisations.

 Kerry McCarty helped Ridgway School 
plan out a better way for teachers to 
communicate with parents.

 Lisa Cole helped organise the 
spreadsheets needed to allocate 
resources for the Heart Foundation, 
Wellington branch’s collection day.

               Our people 
are doing skilled 
volunteering year 
round to make a 
lasting difference 
for groups and 
causes that matter 
to them.

Find out more at 
z.co.nz/skilledvolunteering

Helping those who care
We’ve entered into a new and exciting 
national partnership with St John that will 
see us working with them in a range of ways 
including the purchase of defibrillators at 
all Z sites to keep the community safer. 
St John is a corporate partner that very 
much aligns with our values and our local 
community focus. The partnership will see 
both organisations commit to projects and 
initiatives that protect the well being of local 
communities throughout the country. 

In the words of St John Chief Executive 
Peter Bradley, “St John is New Zealand’s 
most trusted charity; there is clear alignment 
between what our two organisations are 
committed to. Local communities will benefit 
from this exciting new partnership.”

The way we see it, this is all about New 
Zealanders helping New Zealanders helping 
New Zealanders.

Financial results matter:
How we got on this year

38

39

After announcing the Chevron transaction on 2 June 2015 we followed 
through with obtaining regulatory clearances and getting “business 
ready” in order to be ready to bring the two businesses together.

In a year likened by one of our Board members to “chewing gum and 
skipping backwards” we also stayed focused on running our business 
effectively while at the same time continuing to invest and deliver on a 
range of big projects.  As our CEO observed at half year, our ability to do 
so is a strong reflection of organisational resilience, and the quality and 
depth of the Z team.

We are pleased with this year’s financial 
results not least because we earned good 
money from across our business while at the 
same time managing the risks associated 
with a volatile market and the impact of the 
excise dispute.

Refining NZ delivered its best margins ever 
and our supply chain and commercial and 
retail teams delivered strong results in very 
competitive conditions. Operating expenses 
(excluding Chevron and Customs) increased 
2% mainly due to increases in project 
expenses and employee bonuses. 

As is the case in rising or falling oil markets 
the profit recorded under accounting 
standards, which is based on historical 
cost of product, told a different story than 
our preferred reporting metric which is 
the replacement cost of product. The key 
take-out for investors is that RC operating 
EBITDAF was healthy across the business 
over the course of the year, with all parts of 
the business contributing to performance.

Our fourth placing in the New Zealand 
Corporate Reputation Index underlines the 
deep trust we have worked so hard to build 
and reinforces our belief that Z is a company 
of proven integrity.  It also shows that our 
brand and reputation are in good health and 
that these are critical considerations for 
sustaining future profitability.

To our mind, successful companies are 
astute judges of capital allocation. They 
balance their growth spend, such as the 
Chevron acquisition, with integrity spend 
(capex around maintenance of physical 
assets and ICT systems).  Most importantly, 
they don’t allocate to one at the expense of 
the other.

So while the Z Board has moved to quickly 
capitalise on opportunities, it has also 
displayed significant discipline and patience 
when dealing with important capital 
expenditure decisions. The approach 
to upgrading and broadening Z’s ERP 
system demonstrates how integrated 

risk conversations are part of how we 
do business. Knowing that ICT system 
upgrades can represent potential risk 
for investors, the Board has adopted a 
staged approval process. The first stage 
approved in December 2015 will see 
development of a business case once the 
Chevron transaction has been brought on 
Board and “stabilisation” attained. Subject 
to approval by the Board, work will begin 
late in FY17 aimed at yielding efficiencies 
and other tangible business benefits.

Our decision to invest in biofuels at a time 
when oil prices are low should be seen in 
the context of future proofing against a 
world where oil falls out of favour. Over 
time we’re confident in the contribution 
this investment can make along with 
it being a key part of Z’s sustainability 
stand.

In closing, we’ve completed a very busy 
year, generated strong financial results 
and have protected the strength and 
capacity of our balance sheet.   

Statement of comprehensive income
for the year ended 31 March 2016

Revenue

Excise and carbon expense

Purchases of crude and product

Primary distribution expenses

Operating expenses

Share of earnings of associate companies (net of tax) 

Earnings before interest, taxation, depreciation (including gains and (losses) on sale of fixed  
assets), amortisation, impairment, fair value movements in interest rate derivatives and  
movements in decommissioning and restoration provision (EBITDAF)

Depreciation and amortisation

Impairment

Loss on sale of fixed assets

Movements in decommissioning and restoration provision

Net financing expense

Fair value movements in interest rate derivatives

Net profit before taxation

Taxation (expense)/benefit

Net profit for the year

Net profit attributable to owners of the company

Notes

4

5

14

11,12

11

6

16

               Our fourth placing 
in the New Zealand 
Corporate Reputation Index 
underlines the deep trust 
we have worked so hard to 
build and reinforces our 
belief that Z is a company  
of proven integrity.

Revaluation of land and buildings net of tax

Movements in decommissioning and restoration provision recognised in asset revaluation reserve

Share of associate other comprehensive (loss) net of tax

Other comprehensive income/(loss) net of tax

Total comprehensive income for the year

Total comprehensive income attributable to owners of the company

Basic and diluted earnings per share (cents)

19

Chris Day  
CFO

The accompanying notes form part of these financial statements.

2016
$m

2,521

(569)

(1,417)

(27)

(353)

23

178

2015
$m

3,064

(562)

(2,073)

(25)

(321)

10

93

(41)

(5)

(1)

(7)

(32)

(6)

86

(22)

64

64

100

(2)

-

98

162

162

16

(43)

-

-

(3)

(34)

(7)

6

1

7

7

-

(3)

(1)

(4)

3

3

2

40

Statement of changes in equity
for the year ended 31 March 2016

Statement of financial position
as at 31 March 2016

Notes

Capital
$m

432

Retained 
earnings
$m

Employee 
share  
reserve
$m

Asset 
revaluation 
reserve
$m

20 

(2)

Balance at 1 April 2014

Net profit for the year

Other comprehensive loss

Disposal of revalued assets

Total comprehensive income/(loss) for the year

Transactions with owners recorded directly in equity:

Own shares acquired

Dividends to equity holders

Supplementary dividends to equity holders

Tax credit on supplementary dividends

Total transactions with owners recorded directly in equity

Balance at 31 March 2015

Balance at 1 April 2015

Net profit for the year

Other comprehensive income

Disposal of revalued assets

Total comprehensive income for the year

Transactions with owners recorded directly in equity:

Own shares acquired

Share based payment

Dividends to equity holders

Supplementary dividends to equity holders

Tax credit on supplementary dividends 

-

-

-

-

-

-

-

-

-

432

 432 

-

-

-

-

-

(1)

-

-

-

7

(1)

3

9

-

(88)

(4)

4

(88)

(59)

(59)

64

-

1

65

-

-

(100)

(7)

7

18

18

Total  
equity
$m

591

7

(4)

-

3

(1)

(88)

(4)

4

(89)

505

505

64

98

-

162

(1)

-

(100)

(7)

7

(101)

141

-

(3)

(3)

(6)

-

-

-

-

-

135

135

-

98

(1)

97

-

-

-

-

-

-

-

-

-

-

(1)

-

-

-

(1)

(3)

(3)

-

-

-

-

(1)

1

-

-

-

-

Total transactions with owners recorded directly in equity

(1)

(100)

Balance at 31 March 2016

431

(94)

(3)

232

566

Shareholders’ equity

Represented by:

Current assets

Cash and cash equivalents

Accounts receivable and prepayments

Inventories

Derivative financial instruments

Income tax receivable

Total current assets

Non current assets

Property, plant and equipment

Intangible assets

Investments in associates and subsidiaries

Derivative financial instruments

Other non current assets

Total non current assets

Total assets

Current liabilities

Accounts payable, accruals and other liabilities

Provisions

Derivative financial instruments

Bonds

Total current liabilities

Non current liabilities

Other liabilities

Provisions

Derivative financial instruments

Bonds

Deferred tax

Total non current liabilities

Total liabilities

Net assets

41

2015
$m

505

206

163

304

4

16

693

536

32

105

6

1

680

2016
$m

566

76

234

203

8

28

549

674

44

115

11

1

845

1,394

1,373

278

6

9

147

440

15

37

21

283

32

388

828

566

351

10

6

-

367

17

27

9

430

18

501

868

505

Notes

10

7

9

22

11

12

14,15

22

8

17

22

21

17

22

21

16

The accompanying notes form part of these financial statements.

The accompanying notes form part of these financial statements.

Approved on behalf of the Board 
on 11 May 2016.

Peter Griffiths 
Chair

Abigail Foote 
Chair, Audit and Risk Committee 

 
42

Statement of cash flows
for the year ended 31 March 2016

Cash flows from operating activities

Receipts from customers

Dividends received

Proceeds from insurance recoveries

Interest received

Payments to suppliers and employees

Excise and carbon paid

Interest paid

Taxation paid

Net cash inflow from operating activities

Cash flows from investing activities

Proceeds from sale of property, plant and equipment

Purchase of intangible assets

Deposit for Chevron acquisition

Purchase of property, plant and equipment

Net cash outflow from investing activities

Cash flows from financing activities

Purchase of shares

Dividends paid to owners of the company

Net cash outflow from financing activities

Net (decrease)/increase in cash

Cash balances at beginning of year 

Cash and cash equivalents at end of year

2016
$m

2015
$m

2,557

3,113

13

-

22

(1,796)

(592)

(50)

(27)

127

6

(5)

(79)

(72)

(150)

(2)

(105)

(107)

(130)

206

76

-

1

22

(2,328)

(550)

(51)

(25)

182

7

(4)

-

(63)

(60)

(2)

(92)

(94)

28

178

206

Reconciliation of net profit for the year to cash flows 
from operating activities

Net profit for the year

Adjustments to reconcile profit to net cash inflow from operating activities

Depreciation and amortisation

Impairment

Equity accounted earnings and income of associates

Bad debts expense

Fair value of derivatives

Dividends received

Other

Changes in assets and liabilities, net of non-cash, investing and financing activities

Change in accounts receivable and prepayments

Change in inventories

Change in accounts payable, accruals and other liabilities

Change in taxation

Net cash flow from operating activities

Notes

14

2016
$m

64

41

5

(23)

-

6

13

(1)

6

102

(74)

(12)

127

43

2015
$m

7

43

-

(10)

4

9

-

(3)

63

175

(78)

(28)

182

The accompanying notes form part of these financial statements.

The accompanying notes form part of these financial statements.

44

45

Notes to the financial statements
for the year ended 31 March 2016

1.

Basis of 
accounting

2.

Changes in 
accounting 
policies

Reporting entity
Z Energy Limited is registered in New Zealand 
under the Companies Act 1993 and is a FMC 
Reporting Entity in terms of the Financial Markets 
Conduct Act 2013. The financial statements 
have been prepared in accordance with the 
requirements of these Acts and the Financial 
Reporting Act 2013. Z Energy Limited is listed 
on the New Zealand (NZX) and Australia (ASX 
Limited) stock exchanges and has three series 
of bonds quoted on the NZX Debt Market. The 
financial statements presented are those of Z 
Energy Limited (the Company, Parent or the 
Parent Company) together with its subsidiaries, 
interests in associates and jointly controlled 
operations (“Z” or “the Group”).

Basis of preparation
The financial statements have been prepared 
in accordance with New Zealand Generally 
Accepted Accounting Practice (‘NZ GAAP’) and 
the Financial Reporting Act 2013.  They comply 
with the NZ equivalents to International Financial 
Reporting Standards (‘NZ IFRS’) as appropriate 
for profit-oriented entities, and with International 
Financial Reporting Standards (‘IFRS’). Z has 
reported as a Tier 1 entity under the new External 

Reporting Board (XRB) Accounting Standards 
Framework. Z meets the definition of a Tier 1 
entity because it is ‘publicly accountable’ and 
‘large’ as defined by the XRB. 

The functional and reporting currency used in 
the preparation of the financial statements is 
New Zealand dollars, rounded to the nearest 
million ($m).  The financial statements have been 
prepared on a GST exclusive basis except billed 
receivables and payables which include GST.

The financial statements are prepared on the 
basis of historical cost, except certain financial 
derivatives which are valued in accordance 
with the accounting policy in note 22 and 
Property, Plant and Equipment which is valued in 
accordance with the accounting policy in note 11.

Basis of consolidation
A list of associates and subsidiaries is shown 
in notes 14 and 15.  Consistent accounting 
policies are employed in the preparation and 
presentation of the Group financial statements. 
Intra-group balances and any unrealised income 
or expenses arising from intra-group transactions 
are eliminated in preparing the Group financial 
statements.

No changes to accounting policy have been 
made during the year and policies have been 
consistently applied to all years presented in the 
financial statements.

Presentational changes
Certain amounts in the comparative information 
have been reclassified to ensure consistency with 
the current period’s presentation. 

Adoption status of relevant new 
financial reporting standards and 
interpretations
The Group has chosen not to early adopt the 
following standards:

NZ IFRS 15 Revenue from Contracts with 
Customers (effective for annual periods 
beginning on or after 1 January 2018), which has 
been issued. The adoption of this standard is 
not expected to have a material impact on the 
financial statements of Z.

NZ IFRS 9 Financial Instruments: Classification 
and Measurement (effective for annual periods 
beginning on or after 1 January 2018), which has 
been issued.  The adoption of this standard is 
not expected to have a material impact on the 
financial statements of Z. 

NZ IFRS 16 Leases (effective for annual periods 
beginning on or after 1 January 2019), which 
has been issued.  The adoption of NZ IFRS 16 
introduces a single lessee accounting model 
and requires a lessee to recognise assets and 
liabilities for all leases with a term of more than 
12 months, unless the underlying asset is of low 
value. Accounting by lessors is unchanged under 
NZ IFRS 16 and as such a lessor continues to 
classify its leases as operating leases or finance 
leases, and to account for those two types of 
leases differently.  The adoption of NZ IFRS 16 
will have an impact on the financial statements 
when adopted, but the impact has not yet been 
assessed.

3.

Critical 
accounting 
estimates and 
judgements

4.

Revenue

5.

Operating 
expenses

The preparation of financial statements requires 
management to make judgements, estimates 
and assumptions that affect the application of 
policies and reported amounts of assets and 
liabilities, income and expenses. Actual results 
may differ from these estimates.

The principal areas of judgement in preparing 
these financial statements are set out below.

Provisions
Liabilities are estimated for the decommissioning 
and restoration of certain sites of operation. 
Such estimates are valued at the estimated 
future costs of the expenditure expected to 
settle the obligation. Key assumptions have been 
made as to the expected amount and timing of 
expenditure to remediate based on the expected 
lives of the assets employed on the sites, 
discounted using a risk-free rate.

Valuation of investments in 
associates and subsidiaries
Management performs an assessment of the 
carrying value of investments at least annually 
and considers objective evidence for impairment 
on each investment taking into account 
observable data on the investment, the fair 
value, the status or context of capital markets, 
its own view of investment value, and its long 
term intentions. For more detail refer to note 14 
and 15. 

Measurement of fair value
A number of the Group’s accounting policies 
and disclosures require the measurement of 
fair values.  For further information about the 
assumptions made in measuring fair values refer 
to the notes.

Revenue comprises the fair value of consideration received or receivable for the sale of goods in the 
ordinary course of the Group’s activities. Sales of goods are recognised when a Group entity has 
supplied products to the customer, the customer has accepted the products and the collectability of 
the related receivables is reasonably assured. 

Fuel

Non fuel

Total revenue

Selling commissions

Employee benefits

On-site expenses

Secondary distribution

Professional fees

Administration and other expenses

Marketing expenses

Storage and handling

Insurance

Operating expenses excluding gains/losses on foreign exchange and 
commodity transactions

Losses on foreign exchange

Losses on commodity transactions

Total operating expenses

2016
$m

2,457

64

2,521

2015
$m

3,003

61

3,064

2016
$m

2015
$m

59

53

52

45

39

37

23

13

6

327

15

11

353

59

44

51

44

21

34

21

14

6

294

11

16

321

46

5. Continued 

6.

Net financing 
expense

7.

Accounts 
receivable and 
prepayments

8.

Accounts 
payable, 
accruals and 
other liabilities

Included in professional fees are fees paid to 
auditors. These include audit and audit related 
fees of $256,280 (2015: $225,360) and other 
service fees of nil (2015: nil). Audit and audit 
related fees comprise $216,820 (2015: $187,000) 
for the audit and review of financial statements, 
carbon emission reporting review of nil (2015: 

$16,860), technical accounting opinions of 
$21,460 (2015:  $3,500), fees for audit of bank 
covenants and trustee reporting of $12,000 
(2015: $12,000) and agreed upon procedures for 
licence fee return of $6,000 (2015: $6,000).

Included in employee benefits are Directors fees 
of $0.8m (2015: $0.8m).

Interest revenues are recognised as accrued, taking into account the effective yield of the 
financial asset. 

Interest income from cash
Interest income from swaps
Other finance income
Total financing income

Interest expense on swaps
Interest expense on bonds
Financing fees
Other finance expense
Total financing expense

Net financing expense

2016
$m

4
20
2
26

(19)
(30)
(4)
(5)
(58)

(32)

2015
$m

2
20
1
23

(20)
(30)
(4)
(3)
(57)

(34)

Receivables, classified as loans and receivables, are initially recognised at fair value. Thereafter 
they are measured at amortised cost less any provision for impairment. A provision for impairment 
is established when there is objective evidence that the Group will not be able to collect the amount 
due. Receivables which are no longer collectible are written off.

Trade receivables

Provision for doubtful debts

Prepayments

Deposit for Chevron acquisition

Other receivables

Accounts receivable and prepayments

Accounts payable

Accruals and other liabilities

Employee benefits payable

Accounts payable, accruals and other liabilities

2016
$m

135

-

12

79

8

234

2016
$m

241

22

15

278

2015
$m

149

(2)

10

-

6

163

2015
$m

308

27

16

351

9.

Inventories

10.

Cash and cash 
equivalents

11.

Property, plant 
and equipment

47

Inventory is stated at the lower of cost or net realisable value. The cost of inventories is based on the 
first-in-first-out principle. Net realisable value is the estimated selling price in the ordinary course of 
business less applicable variable selling expenses.

Raw materials and consumables

Finished goods/trading products

Inventories

2016
$m

59

144

203

2015
$m

96

208

304

During the year the write down of inventories to net realisable value amounted to $9m (2015: 
$9m).  The write down is included in “Purchases of crude and product” in the Statement of 
Comprehensive Income.

Cash and cash equivalents comprise cash on deposit at banks and investments in money market 
instruments, excluding outstanding bank overdrafts.

Property, plant and equipment (PPE) are 
measured at fair value based on periodical 
valuations by an independent valuer less 
accumulated depreciation and any impairment 
after the date of revaluation. Additions to PPE 
subsequent to the most recent valuation are 
recorded at cost. Cost includes expenditure 
that is directly attributable to the acquisition 
of the item: the cost of all materials, direct 
labour, resource management consent costs, 
and an appropriate portion of variable and 
fixed overheads. An assessment of fair value is 
performed annually to assess the underlying 
assumption of each asset class to determine 

whether a full revaluation is required. At a 
minimum, a full revaluation will be performed 
on a recurring basis every five years.  The last 
recurring revaluation was performed on 1 April 
2013. A non-recurring revaluation of land and 
buildings has been performed at 31 March 2016 
due to material changes in market conditions 
impacting the fair value of land and buildings.

Depreciation is provided on a straight line basis.  
The major depreciation periods (in years) are:

Buildings

Plant and machinery

Land improvements

Year ended  
31 March 2016

Cost/valuation
Balance at beginning of year

Additions

Disposals

Transfers between asset 
classes

Offset of accumulated 
depreciation on revaluation

Impairment losses 
recognised in profit and loss

Revaluation adjustment

Balance at end of year

Construction 
in progress
$m

Buildings
$m

Land and 
improvements
$m

Plant and 
machinery
$m

47

65

-

(45)

-

-

-

67

59

-

(1)

2

(8)

(5)

66

113

156

-

-

4

(3)

-

49

206

336

-

(2)

39

-

-

-

373

10-35

5-35

15-35

Total
$m

598

65

(3)

-

(11)

(5)

115

759

48

49

11. Continued 

Year ended  
31 March 2016

Construction 
in progress
$m

Buildings
$m

Land and 
improvements
$m

Plant and 
machinery
$m

Accumulated depreciation and impairment losses
Balance at beginning of year

-

Depreciation

Disposals

Offset of accumulated 
depreciation on revaluation

Balance at end of year

Carrying amounts
At 1 April 2015

At 31 March 2016

-

-

-

-

47

67

(8)

(3)

1

8

(2)

51

111

(3)

(2)

-

3

(2)

153

204

Total
$m

(62)

(37)

3

11

(51)

(32)

2

-

(81)

(85)

285

292

536

674

Included in buildings ($46m) and plant and machinery ($1m) are assets held under finance leases 
(2015: buildings $8m and plant and machinery $1m). 

For each revalued class, the carrying amount that would have been recognised had the assets been 
carried on a historical cost basis are buildings $32m (2015: $33m); land and improvements $78m (2015: 
$76m); plant and machinery $215m (2015: $217m).

Construction 
in progress
$m

Buildings
$m

Land and 
improvements
$m

Plant and 
machinery
$m

Total
$m

Year ended  
31 March 2015

Cost/valuation

Balance at beginning of year

Additions

Disposals

Transfers between 
asset classes

Balance at end of year

47

67

-

(67)

47

Accumulated depreciation and impairment losses

Balance at beginning of year

Depreciation

Disposals

Balance at end of year

Carrying amounts

At 1 April 2014

At 31 March 2015

-

-

-

-

47

47

52

-

(1)

8

59

(4)

(4)

-

(8)

48

51

154

-

(4)

6

156

(1)

(2)

-

(3)

153

153

289

-

(6)

53

336

(26)

(29)

4

(51)

263

285

542

67

(11)

-

598

(31)

(35)

4

(62)

511

536

11. Continued 

Level 3 fair value
PPE is valued using a level three fair value measurement in accordance with the fair value hierarchy.

The following table shows the valuation technique used in measuring the fair value of PPE, as well as 
the significant unobservable inputs used.

Valuation techniques

Land and buildings  are valued 
using the direct capitalisation 
approach.  This method 
involves striking a sustainable 
market rental which is 
capitalised at an appropriate 
rate of return or yield derived 
from an analysis of sales of 
comparable assets. The market 
rental is built up from:

- fuel throughput margin and

-  estimated shop rental (for 

non-fuel sales)

A total value for land and 
buildings is determined by this 
approach. The value ascribed 
to the land is determined using 
a value estimated based on 
recent land sales near each site 
with the residual value being 
allocated to buildings.

Plant and machinery, and land 
and buildings at terminals are 
valued using the depreciated 
replacement cost approach.  
This approach is based on the 
gross current replacement 
cost, reduced by factors 
providing for age, physical 
depreciation and technical 
and functional obsolescence 
taking into account an asset’s 
total estimated useful life and 
anticipated residual value (if 
any).

Buildings subject to finance 
leases are valued using the net 
present value of contracted 
rental cash flow at lease 
commencement over the 
remaining term of the lease.

Inter-relationship between 
key unobservable inputs and 
fair value measurement

The estimated fair value 
would increase (decrease) if: 
throughput margin were higher 
(lower);

• 

• 

 shop rental rates were 
higher (lower);

 capitalisation rates were 
lower (higher).

Significant  
unobservable inputs

Throughput rental rate (cents/
litre) 1.15 - 2.35 (retail) (2014: 
1.20 – 1.75)

Throughput rental rate (cents/
litre) 1.00 (truck stop) (2014: 
0.70 – 0.80) 

Shop rental $125 - $450 per 
square metre (2014: $150 - 
$450)

Capitalisation rate 5.00% - 
8.50%  (2014: 6.5% - 10.25%)

Cost estimates sourced 
from contracting machinery 
suppliers and cost analysis of 
recent projects.

The estimated fair value would 
increase (decrease) if:

• 

• 

 cost was higher (lower) 
remaining useful life was 
higher (lower)

 technical and functional 
obsolescence were lower 
(higher).

Discount rate 6.5%.

Rental payments are sourced 
from lease agreements.

The estimated fair value would 
increase (decrease) if:

• 

• 

• 

 discount rate was lower 
(higher)

 net rental of the lease was 
higher (lower)

 remaining term of the lease 
was longer (shorter)

Highest and best use
Z holds properties where the current market value in use is lower than the highest and best alternative 
use. However Z holds these properties as part of its strategic network and therefore does not currently 
intend to change the use of these assets. The assets are recorded at their highest and best alternative 
use valuation.

50

12.

Intangible 
assets

13.

Emissions 
trading 
scheme

14.

Investments  
in associates

Emissions trading scheme
Units acquired are carried at cost less any 
accumulated impairment as they are held for 
settlement of emissions obligations. 

Other intangibles
Other intangibles include software, franchise 
rights, domain name, and occupation rights.  

Acquired computer software licences are 
capitalised on the basis of the costs incurred to 
acquire and bring to use the specific software.  
These costs are amortised over three years 
on a straight line basis.  Intangible assets with 
indefinite lives and intangible assets not yet 
available for use are tested for impairment 
annually and whenever there is an indication 
that the asset may be impaired.

Intangible assets – emissions units

Balance at beginning of year

Additions at cost

Utilised

Balance at end of year

Intangible assets – other

Balance at beginning of year

Additions at cost

Amortisation

Balance at end of year

Total intangible assets

2016
$m

21

22

(10)

33

11

4

(4)

11

44

2015
$m

20

3

(2)

21

15

4

(8)

11

32

The Group is required to deliver emission units to a government agency to be able to sell products 
which emit pollutants. A provision is recognised in the Statement of Financial Position and is 
measured at the average cost of units acquired to satisfy the emissions obligation. 

Stock of units

Balance at beginning of year

Units acquired and receivable

Units utilised

Balance at end of year

Obligation

Obligation payable at 31 March

2016
units
millions

2015
units
millions

4

2

(2)

4

4

2

(2)

4

2016
units
millions

3

2015
units
millions

3

Associates are entities in which the Group has 
significant influence, but not control, over the 
operating and financial policies. The Group 
financial statements include the Group’s share 
of the net surplus of associates on an equity 
accounted basis from the date significant 
influence commences to the date significant 
influence ceases. 

The Group is considered to have significant 
influence over its investment in Refining New 
Zealand due to the fact that it has representation 
on the Board of Directors and therefore has 
equity accounted this investment. Based on 
its closing share price of $3.10 the fair value of 
the Group’s investment in Refining NZ is $149m 
(2015: $2.60, $125m).

Carrying amounts

Listed

Refining NZ

Unlisted

Loyalty New Zealand Limited (Loyalty)

Coastal Oil Logistics Limited (COLL)

Total carrying amounts of investments in associates

Movements in carrying amounts

Carrying amount at beginning of year

Dividends received 

Share of profits from associate

Share of other comprehensive loss from associate

Carrying amount at end of year

51

2016
$m

2015
$m

113

103

2

-

115

2016
$m

105

(13)

23

-

115

1

1

105

2015
$m

96

-

10

(1)

105

Summary financial information for equity accounted investments, not adjusted for the percentage 
ownership held by the Group (all with a reporting date of 31 December, except for Loyalty NZ which 
has a 31 March reporting date):

Listed
Refining NZ

Unlisted
Loyalty
New Zealand Oil Services Limited (NZOSL)
Wiri Oil Services Limited (WOSL)
Coastal Oil Logistics Limited (COLL)

Principal activity

Ownership

2016

2015

Refinery

15%

15%

Marketing
Fuel storage
Fuel storage
Shipping operator

25%
50%
28%
25%

25%
50%
28%
25%

2016

Current assets
Non current assets
Current liabilities
Non current liabilities
Revenue 
Profit
Other comprehensive income

Refining NZ 
$m

Loyalty 
$m

NZOSL 
$m

WOSL 
$m

COLL 
$m

179
1,153
227
322
447

151
2

83
11
79
8
91
1
-

6
-
6
-
44
-
-

3
-
3
-
62
-
-

6
2
6
-
57
-
-

2015

Current assets
Non current assets
Current liabilities
Non current liabilities
Revenue
Profit
Other comprehensive loss

Refining NZ 
$m

Loyalty 
$m

NZOSL 
$m

WOSL 
$m

COLL 
$m

178
1,076
156
453
233
10
(10)

85
7
73
13
85
3
-

5
-
5
-
43
-
-

3
-
3
-
17
-
-

10
2
11
-
54
-
-

 
52

15.

Investment in 
subsidiaries 
and joint 
operations

16.

Taxation

Subsidiaries are those entities controlled, 
directly or indirectly, by Z. The purchase 
method of accounting is used to account for 
the acquisition of subsidiaries by Z. Identifiable 
assets acquired, and liabilities and contingent 
liabilities assumed in a business combination 
are measured initially at their fair values at the 
acquisition date. The financial statements of 
subsidiaries are included in the Group financial 

statements from the date control commences to 
the date control ceases.

The financial statements of the subsidiaries are 
included in the Group’s financial statements. The 
financial year-end of all subsidiaries is 31 March. 

The subsidiaries of the Group and their activities 
are shown below.

2016  
holding

2015  
holding

Principal 
activity

Country of 
incorporation

Subsidiaries

Harbour City Property Investments Limited

Z Energy ESPP Trustee Limited

Z Energy LTI Trustee Limited

100%

100%

100%

100%

Property

New Zealand

100%

100%

Trustee

New Zealand

Trustee

New Zealand

Joint operations are those entities over 
whose activities the Group has joint control, 
established by contractual agreement and 
requiring unanimous consent for strategic 
financial and operating decisions.  The Group 
financial statements includes the Group’s 
proportionate share line by line.

The Group has participating interests in three 
unincorporated jointly controlled operations 
relating to the storage and distribution of 

petroleum products.  The revenues and 
expenses are allocated on a performance/
usage basis rather than the share of the joint 
arrangement.  The Group has rights to the 
assets and obligations for the liabilities relating 
to the jointly controlled operations. At 31 March 
2016 there were no contingent liabilities in 
respect of the jointly controlled operations 
(2015: nil). The value of assets in these interests 
is $8m (2015: $9m).

Joint Operations

Joint user hydrant installation

Joint interplane fuelling services

Jointly owned storage facility

2016 holding

2015 holding

Principal activity

25%

50%

50%

25%

50%

50%

Fuel storage

Fuel distribution

Fuel storage

Taxation expense comprises both current and 
deferred tax. Current tax is the expected tax 
payable on the taxable income for the year, using 
tax rates enacted or substantively enacted at 
the balance date, and any adjustment to tax 
payable in respect of previous years. Deferred 
tax is recognised in respect of the differences 
between the carrying amounts of assets and 
liabilities for financial reporting purposes and 
the amounts used for taxation purposes. The 
following temporary differences are not provided 
for: the initial recognition of assets or liabilities 
that affect neither accounting nor taxable profit.

The amount of deferred tax provided is based on 
the expected manner of realisation or settlement 
of the carrying amount of assets and liabilities, 
using tax rates enacted or substantively enacted 

at the balance date. A deferred tax asset is 
recognised only to the extent that it is probable 
that future taxable profits will be available 
against which the asset can be utilised. Deferred 
tax asset is reduced to the extent that it is no 
longer probable that the related tax benefit will 
be realised. Additional income taxes that arise 
from the distribution of dividends are recognised 
at the same time as the liability to pay the related 
dividend. 

Income tax is recognised as an expense or 
benefit in the Statement of Comprehensive 
Income, except when it relates to items credited 
or debited directly to other comprehensive 
income or equity, in which case the deferred 
tax is also recognised directly in other 
comprehensive income or equity.

Taxation expense or benefit is determined as follows.

Net profit before taxation

Less share of earnings of associate companies (net of tax)

Net profit/(loss) before taxation excluding share of earnings from 
associates

Taxation (expense)/benefit on (loss)/profit for the year at the corporate  
income tax rate of 28% (2015: 28%)

Plus taxation adjustments:

Non-deductible expenditure

Tax subvention payment

Over/(under) provision in prior periods

Taxation (expense)/benefit

Comprising:

Current taxation 

Deferred taxation 

Taxation (expense)/benefit

53

2015
$m

6

(10)

(4)

1

-

1

(1)

1

(2)

3

1

2016
$m

86

(23)

63

(18)

(5)

-

1

(22)  

(23)

1

(22)

Deferred tax
Deferred tax assets and liabilities are offset on the face of the Statement of Financial Position and 
presented as a net deferred tax asset/(liability).  The movement in deferred tax assets and liabilities is 
provided below.

Property, 
plant and 
equipment 
$m

Intangible 
assets
$m

Employee 
benefits 
$m

Finance 
lease 
$m

Other  
provisions 
$m

Derivative 
financial 
instruments 
$m

Balance at 1 April 2014

(34)

(1)

Recognised in the Statement of Comprehensive 
Income

Recognised in other comprehensive income

(Over)/under provision in prior periods in the 
Statement of Comprehensive Income

Balance at 31 March 2015

Balance at 1 April 2015

Recognised in the Statement of Comprehensive 
Income

Recognised in other comprehensive income

(Over) provision in prior periods in the Statement 
of Comprehensive Income

Balance at 31 March 2016

1

1

(1)

(33)

(33)

5

(14)

(1)

(43)

1

-

-

-

-

-

-

-

-

1

-

-

-

1

1

-

-

-

1

5

-

-

-

5

5

-

-

-

5

2

-

-

-

2

2

(1)

-

-

1

1

1

-

-

2

2

1

-

-

3

Other 
items 
$m

Total 
$m

4

(22)

-

-

1

5

5

3

1

-

(18)

(18)

(3)

2

-

(14)

(1)

(2)

1

(32)

54

17.

Provisions

A provision is recognised in the Statement of 
Financial Position when the Group has a present 
legal or constructive obligation as a result of a 
past event, and it is probable that an outflow of 
economic benefits will be required to settle the 
obligation.

Estimated decommissioning and restoration 
costs are recognised at the estimated future 
cost. The estimated future cost is calculated 
using amounts discounted over the estimated 
useful economic life of the assets. The discount 
rate applied is a risk-free rate.  Decommissioning 

and restoration costs expected to be settled 
within one year are classified as current 
liabilities.  Decommissioning and restoration 
costs expected to be settled between one and 
thirty years are classified as non current.

Estimated remediation costs of sites are 
recognised on an accrual basis at the time 
there is a formal plan or obligation, legal or 
constructive, in place.  The remediation costs are 
expected to be settled between one and thirty 
years depending on the location.

For the year ended 
31 March 2016

Balance at beginning of year
Created
Utilised
Released
Unwind of discount
Balance at end of year

Current
Non current
Balance at end of year

For the year ended 
31 March 2015

Balance at beginning of year
Created
Utilised
Released
Unwind of discount
Balance at end of year

Current
Non current
Balance at end of year

Decommissioning  
and restoration 
$m

Remediation
$m

Other 
$m

Total
$m

26
12
(1)
(1)
2
38

3
35
38

3
1
(1)
-
-
3

1
2
3

8
15
(19)
(2)
-
2

2
-
2

37
28
(21)
(3)
2
43

6
37
43

Decommissioning  
and restoration 
$m

Remediation
$m

Other 
$m

Total
$m

20
6
(1)
-
1
26

2
24
26

4
-
(1)
-
-
3

-
3
3

8
3
(2)
(1)
-
8

8
-
8

32
9
(4)
(1)
1
37

10
27
37

18.

Share 
capital and 
distributions

Ordinary shares (fully paid)

Total issued capital at beginning of year

Movements in issued and fully paid ordinary shares 

Share based payment

Total issued capital at end of year

Ordinary shares (fully paid) 

Total issued capital at end of year

55

2016
$m

432

(1)

431

2015
$m

432

-

432

2016
shares
millions

2015
shares
millions

400

400

All fully paid ordinary shares have equal voting rights and share equally in dividends and equity.  
The issued shares have no par value. All authorised shares are issued.

1,274,941 shares at a cost of $5.5m are held by Z Energy LTI Trustee Limited for Z’s restricted share 
long-term incentive plan (2015: 944,235, $3.6m).

Dividend

2014 Final dividend (paid June 14)

2015 Interim dividend (paid December 14)

2015 Final dividend (paid June 15)

2016 Interim dividend (paid December 15)

Final dividend declared subsequent to balance date not provided (refer to note 29).

19.

Earnings 
per share

Profit after tax attributable to shareholders of the Parent Company ($m)

Weighted average number of shares (million)

Basic and diluted earnings per share (cents)

Cents  
per share

$m

57

31

66

34

14.0

 8.0

16.5

 8.5

2016

2015

64

400

16

7

400

2

56

20.

Interest-
bearing loans 
and borrowings

22.

Financial risk 
management

Facilities not utilised at reporting date

Secured bank facilities

2016
$m

2015
$m

400

400

Financing arrangements
The Group’s debt includes bank facilities 
secured against certain assets of the Group. The 
facilities require Z to maintain certain levels of 
shareholder funds and securities and operate 
within defined performance and gearing ratios. 
The arrangements also include restrictions over 
the sale or disposal of certain assets without 
bank agreement. 

Throughout the year the Group has complied 
with all debt covenant requirements as imposed 
by lenders.

At 31 March 2016 the Group had a secured 
bank debt facility of $400m (2015: $400m). No 
amounts were drawn on the bank debt facility at 
31 March 2016 (2015: nil). The facility matures 21 
October 2017.

The bank debt facilities are able to be drawn-
down as required subject to Z being in 

compliance with undertakings in respect of 
those facilities.  All loans must be repaid on the 
relevant due dates. Interest rates are determined 
by reference to prevailing money market rates 
at the time of draw-down plus a margin. Interest 
rates paid during the year ranged from 3.7% to 
4.7% (2015: 4.3% to 4.9%).

Borrowings are recorded initially at fair value, 
net of transaction costs.  Subsequent to initial 
recognition, borrowings are measured at 
amortised cost with any difference between the 
initial recognised amount and the redemption 
value being recognised in the Statement of 
Comprehensive Income over the period of the 
borrowing using the effective interest rate. 
Bond and bank debt issue expenses, fees and 
other costs incurred in arranging finance are 
capitalised and amortised over the term of the 
relevant debt instrument or debt facility using 
the effective interest rate method.

21.

Bonds

Balance at beginning of year

Amortisation

Unwind of fair value loss on substitution

Balance at end of year

Current

Non current

Balance at end of year

Repayment terms and interest rates

Maturing on 15 October 2016, 7.35% per annum fixed coupon rate

Maturing on 15 August 2018, 7.25% per annum fixed coupon rate

Maturing on 15 November 2019, 6.50% per annum fixed coupon rate

Balance at end of year

2016
$m

430

(1)

1

430

147

283

430

147

149

134

430

2015
$m

430

(1)

1

430

-

430

430

148

149

133

430

Fixed coupon
The fixed coupon bonds on issue are at a face value of $1.00 per bond.  Interest is payable bi-annually 
on the bond maturing 15 October 2016, and quarterly on the bonds maturing 15 August 2018 and 15 
November 2019.

The bonds require Z to maintain certain levels of performance, security and gearing. 

The Group has exposure to the following risks 
from its use of financial instruments:

•  Credit risk

• 

Liquidity risk

•  Market risk 

The Board of Directors has overall responsibility 
for the establishment and oversight of the 
Group’s risk management framework. The Board 
has established an Audit and Risk Committee 
with responsibilities which include reviewing 
treasury practices and policies. The Group 
has established a Treasury Management 
Committee to review and set treasury strategy 
within policy guidelines and report on market 
risk positions and exposures. The Group has 
developed a comprehensive, enterprise wide 
risk management framework which guides 
management and the Board in the identification, 
assessment and monitoring of new and existing 
risks. Management reports to the Audit and Risk 
Committee and the Board on the relevant risks 
and the controls and treatments for those risks.

Derivatives are not hedge accounted and 
are required to be accounted for at fair value 
through the Statement of Comprehensive 
Income. Derivative financial instruments are 
recognised initially at fair value at the date 
they are entered into. Subsequent to initial 
recognition, derivative financial instruments 
are stated at fair value at each Statement of 
Financial Position date. The resulting gain 
or loss is recognised in the Statement of 
Comprehensive Income.

Credit risk
Credit risk refers to the risk that a counterparty 
will default on its contractual obligations, 
resulting in financial loss to the Group.  The 
Group is exposed to credit risk in the normal 
course of business including those arising from 
trade receivables with its customers, financial 
derivatives and transactions (including cash 
balances) with financial institutions. The Group 
has adopted a policy to assure the credit-

57

worthiness of our counterparties, as a means of 
mitigating the risk of financial loss from defaults. 
The Group minimises its exposure to credit risk 
of trade receivables through the adoption of 
counterparty credit limits and standard payment 
terms. Derivative counterparties and cash 
deposit transactions are limited to high-credit-
quality financial institutions and organisations 
in the relevant industry.  The Group’s exposure 
and the credit ratings of counterparties 
are monitored, and the aggregate value of 
transactions concluded are spread amongst 
approved counterparties.  The carrying amounts 
of financial assets recognised in the Statement 
of Financial Position best represent the Group’s 
maximum exposure to credit risk at the reporting 
date. Generally, no security is held on these 
amounts. Concentration of credit risk with 
respect to trade receivables is limited due to the 
Group’s large customer base. Less than 1% (2015 
: 1%) of the Group’s receivables are more than 30 
days overdue.

Liquidity risk
Liquidity risk is the risk that assets held by 
the Group cannot readily be converted to 
cash to meet the Group’s contracted cash 
flow obligations. Liquidity risk is monitored 
by continuously forecasting cash flows and 
matching the maturity profiles of financial 
assets and liabilities.  The Group’s approach 
to managing liquidity is to ensure, as far as 
possible, that it will always have sufficient 
liquidity to meet its liabilities when due, under 
both normal and stress conditions. The Group 
manages liquidity risk by maintaining an 
adequate amount of committed credit facilities 
and spreading debt maturities in accordance 
with policy.

The following tables analyse the Group’s 
financial liabilities into relevant maturity 
groupings based on the earliest possible 
contractual maturity date at the year end.  
The amounts in the tables are contractual 
undiscounted cash flows, which include interest 
through to maturity.

58

22. Continued 

At 31 March 2016

6 months 
or less 
$m

6-12 
months 
$m

1 to 2 
years 
$m

2 to 5 
years 
$m

5 years 
+ 
$m

Contractual 
cash flows 
$m

Statement 
of financial 
position 
$m

22. Continued 

Non-derivative financial liabilities

Accounts payable 

Finance leases

Bonds

Non-derivative 
financial 
liabilities

(237)

(1)

(15)

(4)

(1)

(162)

-

(2)

(20)

-

(7)

(306)

(253)

(167)

(22)

(313)

Derivative financial instruments (liabilities)/assets

Foreign exchange 
contracts

Interest rate swaps

Commodity hedges

Derivative 
financial 
instruments 
liabilities

(1)

1

1

1

-

-

-

-

-

-

-

-

-

(7)

-

(7)

-

(9)

-

(9)

-

(7)

-

(7)

(241)

(20)

(503)

(241)

(12)

(430)

(764)

(683)

(1)

(13)

1

(1)

(11)

1

(13)

(11)

At 31 March 2015

6 months 
or less 
$m

6-12 
months 
$m

1 to 2 
years 
$m

2 to 5 
years 
$m

5 years 
+ 
$m

Contractual 
cash flows 
$m

Statement 
of financial 
position 
$m

Non-derivative financial liabilities

Accounts payable 
Finance leases
Bonds

(308)
(1)
(15)
(324)

-
(1)
(15)
(16)

-
(2)
(177)
(179)

Derivative financial instruments (liabilities)/assets 

Interest rate swaps
Commodity hedges

-
(1)
(1)

-
-
-

-
-
-

-
(7)
(325)
(332)

(2)
-
(2)

-
(11)
-
(11)

(4)
-
(4)

(308)
(22)
(532)
(862)

(6)
(1)
(7)

(308)
(12)
(430)
(750)

(4)
(1)
(5)

Market risk

Interest rate risk
The Group’s primary interest rate risk arises 
from its issued bonds (see note 21) which are 
sourced at fixed interest rates. In accordance 
with its Treasury Policy, Z manages its exposure 
to interest rate risk by entering into interest 
rate swaps (IRS). By managing the interest rate 
risk, Z aims to minimise the cost of debt and 
manage the impact of interest rate volatility on 
the Group’s earnings. The aggregate notional 
principal amount of the outstanding IRS at 31 
March 2016 was $735m (2015: $790m). The fair 
value of the IRS is $(10)m (2015: $(4)m).

Sensitivity analysis
At 31 March 2016, if bank interest rates at that 
date had been 100 basis points higher/lower with 
all other variables held constant, it would change 
post-tax profit for the year by $9m higher/$10m 
lower (2015: $7m higher/$7m lower).

Foreign currency risk
The Group has exposure to currency risk on 
the value of its sales contracts, commodity/
product supply purchases, other transaction 
flows, and assets/liabilities denominated in 
foreign currencies.   The Group enters into 
forward exchange contracts under the terms of 
its Treasury Policy to reduce the risk from price 
fluctuations of foreign currency commitments 
mainly associated with the purchase of 
hydrocarbons.

Transactions in foreign currencies are translated 
to the functional currency of the Group at 
exchange rates at the dates of the transactions. 
Monetary assets and liabilities denominated 
in foreign currencies at the reporting date are 
translated to the functional currency at the 
exchange rate at that date. The foreign currency 
gain or loss on monetary items is the difference 
between amortised cost in the functional 
currency at the beginning of the period, adjusted 
for interest and payments during the period, 

and the amortised cost in foreign currency 
translated at the exchange rate at the end of the 
period. The resulting gain or loss is recognised 
in the Statement of Comprehensive Income 
immediately.

The aggregate notional principal amount of the 
outstanding forward foreign exchange contracts 
at 31 March 2016 was $26m (2015: $68m).  At 
balance date the fair value of forward foreign 
exchange contracts outstanding was $(1)m 
(2015: $0.1m).

Sensitivity analysis
At 31 March 2016, if the New Zealand dollar had 
strengthened/weakened by 10% against the 
currencies with which the Group has foreign 
currency risk with all other variables held 
constant, post-tax profit for the year would 
change by $2m higher/$2m lower. (2015: $6m 
higher/$7m lower).

Commodity hedges risk
The Group has exposure to purchase timing 
risk on commodities. This is defined as the 
difference in timing of when purchases of crude 
and product are priced, and when volumes of 
product are sold each month. 

The Group enters into commodity swap 
contracts under the terms of its Treasury Policy 
to reduce the risk from price fluctuations, by 
matching purchase and sales volumes in a 
particular month. All hedging is within a six 
month duration.  At 31 March 2016 the fair value 
of commodity hedges was $1m (2015: $(1)m).

59

Sensitivity analysis
At 31 March 2016, if the oil commodity price had 
weakened/strengthened by 10% in which the 
Group has Commodity price risk with all other 
variables held constant, the value of commodity 
derivatives would change post-tax profit for 
the year by $2m lower/$2m higher (2015: $3m 
lower/$3m higher).

Fair value measurement in the 
financial statements
The carrying amount of financial assets and 
financial liabilities recorded in the financial 
statements is their amortised cost, with the 
exception of derivatives which are held at fair 
value.

The fair values of derivatives are calculated 
using observable market rates based on 
discounted cash flow analysis. The fair values 
determined capture the applicable credit risk of 
the counterparties and are a level two fair value 
measurement per the requirements of NZ IFRS 7 
(explained below).

Where the fair value of a derivative is calculated 
using discounted cash flow analysis, the two 
key types of variables used by this valuation 
technique are:

• 

 f orward price curve (for the relevant 
underlying interest rates, foreign exchange 
rates or commodity prices), and

•  discount rates.

The selection of variables requires judgement 
and therefore there is a range of reasonably 
possible assumptions in respect of these 
variables that could be used in estimating the 
fair value of these derivatives.

Asset and liability fair value classification

At 31 March 2016

Assets
Cash and cash equivalents
Derivatives
Deposit for Chevron acquisition
Trade receivables
Total assets

Liabilities
Bonds
Derivatives
Finance leases
Accounts payable
Total liabilities

Held for 
trading at 
fair value 
$m

Loans 
and 
receivables 
$m

Total 
carrying 
amount 
$m

-
19
-
-
19

76
-
79
134
289

76
19
79
134
308

Held for 
trading at 
fair value 
$m

Financial 
liabilities at 
amortised 
cost 
$m

Total 
carrying 
amount 
$m

-
(30)
-
-
(30)

(430)
-
(12)
(241)
(683)

(430)
(30)
(12)
(241)
(713)

Fair 
value 
$m

76
19
79
134
308

Fair 
value 
$m

(464)
(30)
(12)
(241)
(747)

 
 
 
 
60

22. Continued 

At 31 March 2015

Assets

Cash and cash equivalents

Derivatives

Trade receivables

Total assets

Liabilities

Bonds

Derivatives

Finance leases

Accounts payable

Total liabilities

Held for trading 
at fair value 
$m

Loans 
and receivables 
$m

Total carrying 
amount 
$m

-

10

-

10

206

-

149

355

206

10

149

365

Held for trading 
at fair value 
$m

Financial 
liabilities at 
amortised cost 
$m

Total carrying 
amount 
$m

-

(15)

-

-

(15)

(430)

-

(12)

(308)

(750)

(430)

(15)

(12)

(308)

(765)

Fair 
value 
$m

206

10

149

365

Fair 
value 
$m

(465)

(15)

(12)

(308)

(800)

NZ IFRS 7 requires disclosure of fair value 
measurements using the following fair value 
measurement hierarchy:

• 

• 

• 

 Quoted prices (unadjusted) in active markets 
for identical assets or liabilities (level one)

 Inputs other than quoted prices included 
within level one that are observable for the 
asset or liability, either directly (that is, as 
prices) or indirectly (that is, derived from 
prices) (level two)

 Inputs for the asset or liability that are not 
based on observable market data (that is, 
unobservable inputs) (level three).

At 31 March 2016, the fair value of bonds 
disclosed in the table above was a level one 
measurement (2015: level one) and the fair value 
of derivatives was a level two measurement 
(2015: level two). The fair value disclosed for 
bonds is the quoted price of the bonds on the 
NZDX at 31 March 2016. The fair value disclosed 
for derivatives is calculated using observable 
market rates based on discounted cash flow 
analysis and, for the remaining financial 
instruments recorded in the Statement of 
Financial Position, carrying value approximates 
fair value.

Capital management
The key factors in determining Z’s optimal 
capital structure are:

• 

• 

• 

• 

nature of activities 

forecast of earnings and cash flows

capital needs over the forecast period

available sources of capital and relative cost

The Group’s capital includes share capital and 
retained earnings. The Company’s borrowings 
are subject to certain compliance ratios relevant 
to the facility agreements or the trust deed 
applicable to the borrowings. The Group will 
seek to spread the maturities of its debt with no 
more than 50% of core debt facilities maturing 
in any forward 12 month period. Discussions on 
refinancing of bank debt facilities will normally 
commence at least six months before maturity 
with facility terms agreed at least three months 
prior to maturity. Bank facilities are maintained 
with AA- or above rated financial institutions, 
with a syndicate of four bank counterparties to 
ensure diversification.

23.

Leases

61

Operating leases
Operating lease payments, where the lessor effectively retains substantially all the risks and benefits 
of ownership of the leased items, are charged to the Statement of Comprehensive Income on a straight 
line basis over the period of the lease term.

The Group has receivables from operating leases relating to the lease of premises. These receivables 
expire as follows: 

Operating lease receivables as lessor

Between 0 to 1 year

Between 1 to 5 years

More than 5 years

Operating lease receivables as lessor

2016
$m

2015
$m

1

7

24

32

2

9

26

37

The Group has various non-cancellable operating leases. The leases have varying terms, escalation 
clauses and renewal rights. On renewal, the terms of the leases are renegotiated. The lease payables 
are predominantly for the lease of land and buildings.

Operating lease payables as lessee

Between 0 and 1 year

Between 1 and 5 years

More than 5 years

Operating lease payables as lessee

2016
$m

2015
$m

24

74

86

184

20

61

60

141

Lease costs expensed and sub-lease income received through the Statement of Comprehensive 
Income during the year were $23m (2015: $23m) and $1m (2015: $1m) respectively.

Finance leases as lessee
Finance leases, which transfer to the Group 
substantially all the risks and benefits 
incidental to ownership of the leased items, are 
capitalised at the lower of fair value or present 
value of the minimum lease payments.  The 
leased assets and corresponding liabilities 
are therefore recognised and the assets 
are depreciated in line with the Group’s 
depreciation policy to reflect the estimated 
useful lives.   Each lease payment is allocated 
between the liability and finance charges so as 

to produce a constant periodic rate of interest 
on the remaining balance of the liability for 
each year.

The Group has finance leases arising from the 
sale and leaseback of buildings and plant and 
machinery. These lease contracts expire within 
four to 13 years and have additional terms of 
renewal. The Group also receives some sub-
lease income on these assets but this does not 
have a significant impact on the Statement of 
Comprehensive Income.

Present value of minimum lease payments

Between 0 and 1 year 

Between 1 and 5 years

More than 5 years

Present value of minimum lease payments

2016
$m

2015
$m

1

4

7

12

1

3

8

12

62

23. Continued 

Lease liability under finance leases

Between 0 and 1 year 

Between 1 and 5 years

More than 5 years

Minimum lease payments

Less interest attributable to future years

Present value of minimum lease payments

Present value of minimum lease payments - short term

Present value of minimum lease payments - long term

Present value of minimum lease payment

2016
$m

2

9

9

20

(8)

12

1

11

12

2015
$m

2

9

11

22

(10)

12

1

11

12

24.

Share based 
payments

Z Energy Restricted Share Long Term Incentive (LTI) Plan 
Z provides an LTI for selected senior employees.  Under the LTI plan, ordinary shares in Z Energy 
Limited (Parent) are issued to, or purchased on-market by, Z Energy LTI Trustee Limited (the Trustee), 
a subsidiary of the Parent. Participants purchase shares from the Trustee with funds lent to them by 
the Parent Company. 

The amount of shares that vest will depend on Z’s total shareholder return ranking within a peer group 
of the NZX50 over a three year period, although a reduced period may be used in some cases. If the 
individual is still employed by the Parent at the end of the vesting period, the employee is provided a 
cash bonus which must be used to repay the loan and the shares are then transferred to the employee. 

Balance at the 
start of year

Granted 
during year

Exercised 
during year

Forfeited 
during year

Balance at the 
end of year

Vested and 
exercisable at 
end of year

Grant date

Vesting date

Exercise  
price

Number of 
shares

Number of 
shares

Number of 
shares

Number of 
shares

Number of 
shares

Number 
of shares

2016

19 August 2013

31 March 2016

20 May 2014

31 March 2017

29 May 2015

31 March 2018

$3.71

$3.84

$5.98

Total

Weighted average exercise price

2015

19 August 2013

31 March 2016

20 May 2014

31 March 2017

$3.71

$3.84

Total

Weighted average exercise price

397,291

402,134

-

799,425

-

-

330,525

330,525

498,006

-

498,006

-

458,432

458,432

-

-

-

-

-

-

-

(25,834)

(28,358)

-

371,457

373,776

330,525

371,457

-

-

(54,192)

1,075,758

371,457

$4.00

$3.17

$3.71

(100,715)

(56,298)

(157,013)

$3.76

397,291

402,134

799,425

$3.78

-

-

-

63

Measurement of fair values  
The fair value of the LTI plan has been determined using the framework of the Black-Scholes and 
Margrabe option pricing models.

Vesting date of scheme

31 March 2018

31 March 2017

31 March 2016

Weighted average share price at grant date

$5.98

$3.84

$3.71

Contractual life

Risk free rate

2.84 years

2.86 years

2.61 years

3.1%

3.9%

3.7%

Standard deviation of Z share price

17.5%-22.5%

17.0%-22.5%

17.5%-22.5%

Standard deviation of NZX50

8.0%

9.2%

9.0%

Correlation between Z share price and NZX50

0.32-0.40

0.32-0.54

0.28-0.57

Estimated fair value per share

$2.24

$1.24

$1.26

Assumptions have been made that the 
participants will remain employed with Z and will 
achieve the minimum performance levels in each 
period to the vesting date. Dividends paid on 
shares are not material to the value of the shares 
granted under the LTI plan. 

The fair value of the share based payments is 
recognised as an expense, with a corresponding 

increase in equity, over the vesting period of 
the plan.  The expense relating to the LTI plan in 
the year ended 31 March 2016 was $0.5m (2015: 
$0.4m). 

An employee share purchase programme also 
exists which does not have a material impact on 
these financial statements.

25.

Related 
parties

Included in the Statement of Comprehensive 
Income are sales and expenses which arise from 
transactions between Group and associated 
companies. Such transactions comprise sales 
and purchases of goods and services in the 
ordinary course of business on normal trading 
terms, but also include dividends and interest.

Certain Z Directors have relevant interests 
in a number of companies with which Z has 
transactions in the normal course of business. 

A number of Z Directors are also Non-Executive 
Directors of other companies. Any transactions 
undertaken with these entities have been 
entered into as part of the ordinary business. 

Key management personnel have been defined 
as the Directors, the Chief Executive and the 
Executive team for the Group.  Executive 
members also participate in the Group’s 
restricted share LTI Plan (see note 24).

28.

Contingent 
assets

29.

Events after 
balance date

The Group has no contingent assets (2015: nil).  

65

Dividend
On 11 May 2016 the Directors approved a fully 
imputed dividend of $0.181 per share, which 
is equal to $72.4m to be paid on 8 June 2016 
(2015: $0.165 per share, $66m).

Business combination
On 2 June 2015, the Group signed an 
agreement with a subsidiary of the Chevron 
Corporation to acquire 100% of the assets 
of Chevron New Zealand Limited. The Group 
is paying $785m plus an adjustment for 
movements in working capital for all of the 
shares in Chevron New Zealand, the owner 
of Chevron’s downstream operations in New 
Zealand, including Chevron-owned service 

stations, terminals and lubricant business.  
The Group has made a $78.5m deposit for the 
acquisition and has incurred acquisition-related 
operating expenses of $25.4m and PPE spend 
of $7.3m which are included in these financial 
statements.

On 29 April 2016 the Commerce Commission 
provided clearance under the Commerce Act 
(1986) for Z to acquire Chevron New Zealand. 
This satisfies the last regulatory condition of 
the sale and purchase agreement. It is expected 
that settlement will occur on 1 June 2016.

There were no business acquisitions in the year 
ending 31 March 2016 (2015:nil).

64

25. Continued 

26.

Commitments

27.

Contingent 
liabilities

Transactions with related parties received/(paid)

Associates – sale of goods and services

Associates – purchase of goods and services

2016
$m

2015
$m

2

2

Refining NZ – processing fees, customs and excise duties

(557)

(465)

COLL – distribution

NZOSL

WOSL

Other

Infratil Group

Sales of goods and services

Tax subvention payment

Purchase of goods and services

Key management personnel

Short-term employee benefits

Other long-term benefits

Termination benefits

Balances at the end of year

Associates – payable

Refining NZ – processing fees, customs and excise duties

Other

(19)

(18)

(30)

(7)

1

-

-

5

2

-

(33)

(4)

(19)

(16)

(5)

(8)

1

(1)

-

5

2

-

(41)

(1)

Commitments relate to property, plant and equipment, the Good in the Hood community programme, 
and contracts for the purchase of ETS units.

Committed to but not provided for

2016
$m

19

2015
$m

21

The Group has guaranteed an exposure of up to USD5m ($8m) to a financier of one of the Group’s 
associate companies. There is no other contingent liability (2015: $20m).

 
66

Independent auditor’s report

Supplementary financial information
for the year ended 31 March 2016

The supplementary financial information does not form part of the financial statements. To assist in understanding the Group’s 
performance, the Directors have provided additional disclosure of the Group’s results for the year on a replacement cost basis.

To the shareholders of Z Energy Limited

We have audited the accompanying consolidated financial statements of Z Energy Limited and its subsidiaries (“the 
Group’’) on pages 39 to 65. The financial statements comprise the consolidated statement of financial position as at  
31 March 2016, the consolidated statements of comprehensive income, changes in equity and cash flows for the year 
then ended, and a summary of significant accounting policies and other explanatory information.

This report is made solely to the shareholders as a body. Our audit work has been undertaken so that we might state 
to the company’s shareholders those matters we are required to state to them in the 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’s shareholders as a body, for our audit work, this report or any of the opinions we have formed.

Directors’ responsibility 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 generally accepted accounting practice in New Zealand (being New Zealand 
Equivalents to International Financial Reporting Standards) and International Financial Reporting Standards, and 
for such internal control as the Directors determine is necessary to enable the preparation of consolidated financial 
statements that are free from material misstatement whether due to fraud or error. 

Auditor’s responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit.  
We conducted our audit in accordance with International Standards on Auditing (New Zealand). Those standards 
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about 
whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the 
consolidated financial statements. The procedures selected depend on the auditor’s judgement, including the 
assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or 
error. In making those risk assessments, the auditor considers internal control relevant to the group’s preparation and 
fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate 
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group’s internal 
control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of 
accounting estimates, as well as evaluating the presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit 
opinion.

Our firm has also provided other services to the group in relation to assurance and general accounting services. 
Subject to certain restrictions, partners and employees of our firm may also deal with the group on normal terms 
within the ordinary course of trading activities of the business of the group. These matters have not impaired our 
independence as auditor of the group. The firm has no other relationship with, or interest in, the group.

Opinion

In our opinion, the consolidated financial statements on pages 39 to 65 comply with generally accepted accounting 
practice in New Zealand and present fairly, in all material respects, the consolidated financial position of Z Energy 
Limited as at 31 March 2016 and its consolidated financial performance and cash flows for the year then ended in 
accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial 
Reporting Standards.

Income statement on replacement cost basis1

Revenue

Excise and carbon expense

Purchases of crude and product

Primary distribution expenses

Cost of sales adjustment (COSA)

Operating expenses

Replacement cost operating EBITDAF

Share of earnings of associate companies (net of tax)

Replacement cost EBITDAF

Depreciation and amortisation

Impairment and gains/(losses) on sale of fixed assets

Movements in decommissioning and restoration provision

Net financing expense

Fair value movements on interest rate derivatives

Replacement cost net profit before taxation

Taxation (expense)/benefit

Tax on COSA

Replacement cost net profit after taxation

Reconciliation from statutory net profit after tax to RC operating EBITDAF

Statutory net profit after tax

Replacement cost of sales adjustment

Tax on COSA

Replacement cost net profit after tax

Depreciation and amortisation

Impairment and gains/(losses) on sale of fixed assets

Movements in decommissioning and restoration provision

Net financing expense

Other

Taxation (including tax on COSA)

Share of earnings in associates 

Replacement cost operating EBITDAF

2016
$m

2,521

(569)

(1,417)

(27)

83

(353)

238

23

261

(41)

(6)

(7)

(32)

(6)

169

(22)

(24)

123

2016
$m

64

83

(24)

123

41

6

7

32

6

46

(23)

238

67

2015
$m

3,064

(562)

(2,073)

(25)

158

(321)

241

10

251

(43)

-

(3)

(34)

(7)

164

1

(44)

121

2015
$m

7

158

(44)

121

43

-

3

34

7

43

(10)

241

11 May 2016

Wellington

1 Replacement cost is a non-GAAP measure used by the downstream fuel industry to report earnings on a replacement cost basis. The difference 
between HC earnings and RC earnings is the cost of sales adjustment (COSA). Full reconciliation from statutory net profit after tax to RC 
operating EBITDAF is provided.

 
68

69

Governance 
matters 

Our position
At Z everything we do is governed by our 
values. Our determination to do things 
differently threads through our entire 
business. Corporate governance for us 
focuses on implementing our values from top 
to bottom. 

One of Z’s core values is to be straight up. 
We are committed to transparency at all 
levels of the organisation because we think 
it is necessary to give investors a complete 
picture of what they are investing in. This 
means including more than just financial 
information in our Annual Reports and that is 
where environmental, social and governance 
(ESG) reporting comes in.

Environmental, social and corporate 
governance are three factors that should be 
measured and disclosed by a company in 
order to assess that company’s sustainability 
and ethical impact. To us, sustainability 
means acting in a way that benefits the 
future of the neighbourhoods we operate in 
and the planet we live on. We think it’s good 
for business, good value and good sense.

In order to assure investors of our longevity 
in the market place or, in other words, that 
we are a worthy investment, Z documents 
and reports our progress, gaps and 
ambitions in these three areas.

To support our ESG reporting, Z has 
implemented the Global Reporting Initiative 
(GRI) framework and is using some elements 
of the Integrated Reporting  framework 
in this Annual Report. We will have the  
framework fully implemented for the FY17 
report.

Using these recognised international 
frameworks will assist issuers to incorporate 
sustainability factors into their reporting 
effectively and enable investors and 
stakeholders to draw comparisons between 
issuers by providing an external standard 

                Corporate 
governance for us 
focuses on implementing 
our values from top to 
bottom. 

against which a company’s non-financial 
performance can be measured.

Z would like to see significant change in 
reporting requirements for companies, 
in order to require inclusion of ESG and 
values based reporting. We have made 
a submission to the NZX (see z.co.nz/
nzxsub), advocating that they make 
reporting on non-financial aspects of 
their business, as encompassed by ESG, a 
legal requirement for listed companies.

Framework
This year, Z is using the Financial Markets 
Authority’s nine fundamental principles 
of corporate governance as a framework 
for reporting our corporate governance 
compliance. We chose this framework 
because we believe there should be 
every effort made to ensure consistency 
between the various regimes in operation 
in New Zealand and Australia. These nine 
principles form the basis for the New 
Zealand Corporate Governance Forum 
and are broadly consistent with ASX 
principles. NZX is currently proposing to 
update their code using this structure.

Z considers that during the reporting 
period, the corporate governance 
principles we adopted and followed 
did not materially differ from NZX’s 
Corporate Governance Best Practice 
Code except for in relation to Principle 2.7 
(which is discussed further in paragraph 
3 on page 72). 

More information on Z’s corporate governance 
is available in our Corporate Governance 
Statement dated 12 May 2016, which details 
Z’s compliance with the recommendations of 
the ASX Corporate Governance Principles and 
Recommendations during the reporting period. 
That statement along with our suite of Board 
policies, charters and codes are listed below 
and most are available at: z.co.nz/gov

▶  Z Board Charter
▶  Constitution of Z Energy Limited
▶  Director Code of Ethics
▶  Code of Conduct
▶  Audit and Risk Committee Charter
▶ 

 Human Resources and Nominations 
Committee Charter

▶ 

 Health, Safety, Security and 
Environment Committee Charter

 ASX Corporate Governance Statement

▶ 
▶  Diversity Policy
▶  Sustainability Policy
▶  HSSE Stand
▶ 
▶  Market Disclosure Policy
▶ 
▶  Risk Management Policy
▶ 

Insider Trading Policy

Investor Communications Policy

 External Auditor Independence Policy

Principle 1:

Ethical 
Standards

This principle is broadly 
parallel with ASX Principle 
3: Act ethically and 
responsibly.

At Z we promote ethical and responsible decision making.

Code of Conduct
The Board maintains high standards of ethical conduct, and the CEO is responsible for ensuring these 
standards are maintained by all employees. The Code of Conduct is a cornerstone of expected behaviour 
and company culture. It’s designed to help guide and inform the choices that Z employees make on a daily 
basis, to ensure they do the right thing and to help them succeed by making choices that are consistent with 
our values and policies. Directors are also governed by the Directors’ Code of Ethics. 

During the reporting period, Z had no significant fine or monetary sanctions imposed by any government 
authority, and was not made aware that it had broken any material law.

This section contains data regarding ethical standards. The numbers reported pertain to Z corporate 
employees only and do not include service station staff employed by Z’s Retailers.

Diversity and Inclusion
We are committed to a culture that promotes diversity and inclusiveness. We believe diversity within 
our workforce makes our organisation stronger and more capable. For Z, diversity encompasses gender, 
ethnicity, disability, age, sexual orientation, family responsibilities, education and diversity of thought. 

With a diverse team we are better able to understand our diverse customer and stakeholder needs and to 
respond effectively. We actively seek out people with a variety of thinking styles, backgrounds and abilities. 
This in turn broadens our potential recruitment pool and encourages our people to be the best they can be 
at work.

A copy of our Diversity Policy is available on our website.

As of October 2015, Z’s Board has approved measurable diversity objectives for Z’s gender composition. 
These are modest targets, and we realise that we have a lot of work to do to get to where we want to be. 
These objectives are a starting point for an ambitious drive in FY17 and beyond to create a comprehensive 
diversity and inclusion strategy that will produce more wide-ranging and aspirational objectives.

Z is a signatory to, and a committed endorser of, the Women’s Empowerment Principles. These principles 
were created by the United Nations and businesses are encouraged to support and follow them around 
the world. They consist of seven principles which serve to empower women in the workforce, marketplace, 
and community. Through Z’s commitment to Women’s Empowerment Principles, the Board evaluates the 
company’s performance as having met the objectives of the Diversity Policy, other than the measurable 
objectives for achieving gender diversity. 

Board
Executives
Overall organisation
Note: These figures have been assessed at 31 March 2016.

Gender

Z gender composition

Objective %  
Female
20%
40%
50%

Actual %  
Female
38%
36%
41%

Below is the gender composition of Z permanent employees at 31 March 2016. By way of comparison, figures 
for the past year are also included.

Female

Leader of self*

People leader**

Executive

Board

Total

Male
Leader of self*
People leader**
Executive
Board
Total

*Leader of self: does not have direct reports. 
**People leader: has direct reports. 
Note: Percentages are represented as whole numbers.

FY16

#

91

26

4

3

124

FY16

#
125
44
7
5
181

FY15

#

Reported differently 
in FY15

118

FY15

#

%

43

%

Reported differently 
in FY15

155

57

%

42

37

36

38

41

%
58
63
64
63
59

70

71

Z’s gender pay ratios

The ratios of female to male average pay for Z permanent employees as at 31 March 2016 are set out below.

Diversity by ethnicity

Average base salary female to male

Average remuneration female to male

Directors fees female to male

Leader  
of self

People 
leader

Executive

Board

%

94

91

NA

%

95

93

NA

%

63

59

NA

%

NA

NA

90

Remuneration is composed of a base salary, a short term incentive (percentage on top of salary), health 
insurance, any other allowances and a long term incentive for certain senior employees.

Note: The gender pay ratios for the Executive reflect that the highest paid individual (the CEO) is male. In 
addition to this, the commercial roles in the Executive team are filled by males. The gender pay ratios for the 
Board reflect that the Chair and two of the three Chairs of the Board Committees are male. These roles skew 
the ratios, shown by the percentage differences in the above table.

Age

Z’s age composition

The age of Z permanent employees and Board at 31 March 2016 is as follows:

Under 30 years

30-50 years

Over 50 years

Leader  
of self

People 
leader

Executive

Board

%

14

63

23

%

1

76

23

%

0

82

18

%

0

50

50

Total number and rates of new permanent employee hires and permanent employee turnover by age 
group and gender.

Male

Female

Under 30 years

30-50 years

Over 50 years

New 
employee #

37

23

13

36

11

Employee 
turnover

11

17

3

16

9

%

12

8

4

12

4

%

4

6

1

5

3

Total permanent employee numbers at the end of the year

297

Ethnicity
At Z we collect information from all Z permanent 
employees and contractors on which ethnicity they 
choose to identify with. We note our reporting fields 
align with New Zealand census collection data although 
we do allow employees to select “other” or choose not 
to respond.

Compared to the latest New Zealand census data 
(2013), we have the same proportion of European and 
Asian people as the general population does. Key areas 
for improvement for us are Maori and Pacific Island, as 
our proportion of employees in these groups are much 
lower than the general population of New Zealand. 

The ethnicity of Z permanent employees and Board at 
31 March 2016 is as set out in the adjacent pie graph 
and overleaf.

NZ European/Pakeha

European

Asian (including Indian 
and Pakistan)

Other ethnicity

Multiple ethnicities

Middle Eastern/Latin 
American/African

Maori

Pacific Islander

Information not provided

Headcount

Leader  
of self

People 
leader

Executive

Board

Whole 
company

Employee category

NZ European/Pakeha

European

Asian (including Indian  
and Pakistan)

Multiple ethnicities

Other ethnicity

Middle Eastern/ 
Latin American/African

Maori

Pacific Islander

Information not provided

#

129

25

33

10

7

4

4

2

2

%

60

12

15

5

3

2

2

1

1

#

51

9

5

0

2

1

1

0

1

%

73

13

7

0

3

1

1

0

1

Total

216

70

Note: Percentages are represented in whole numbers.

%

91

9

0

0

0

0

0

0

0

#

10

1

0

0

0

0

0

0

0

11

#

6

2

0

0

0

0

0

0

0

8

%

75

25

0

0

0

0

0

0

0

196

37

38

10

9

5

5

2

3

305

64

12

12

3

3

2

2

1

1

Family responsibility

Employees’ dependants

The percentage of Z permanent employees with dependants at 31 March 2016 is as follows:

Percentage of employees with dependants

Leader of self

People leader

Executive

Board

Total

56

64

100

88

60

Return to work and retention rates after parental leave

All employees who are eligible by law are entitled to parental leave. The following table reports the return to 
work and retention rates after the exercise of legal entitlements to parental leave for Z permanent employees at 
31 March 2016.

Employees 
due to return 
to work from 
parental 
leave in FY16

Returned to 
work after 
leave  
in FY16

Return to 
work rate

Returned to 
work after 
leave prior 
year

Employed  
12 months after 
return to work 
from parental 
leave

Retention 
rate

Female

6

5

83%

7

5

71%

The total number of male employees who took two weeks parental leave funded by Z was five in FY16.

Education
The highest level of education reached by Z permanent employees and Z’s Board at 31 March 2016 is as follows:

Level of education reached

% secondary 

% tertiary

% post-
graduate

% none or 
unknown

Leader of self

People leader

Executive

Board

Total

18

3

0

13

14

55

57

36

50

54

23

36

64

38

28

5

4

0

0

4

Note: Percentages are represented in whole numbers.

 
 
 
 
 
72

Principle 2:

Board composition 
& performance

This principle is broadly 
parallel with ASX Principle 
1: Lay solid foundations 
for management and 
oversight; and 2: Structure 
the Board to add value. 

Board composition
These are the Directors on the Board as at 31 March 2016, their appointment dates and how long they have 
been on the Board

Peter Griffiths
Chair – Independent
2 April 2010
(6 years)

Marko Bogoievski
1 April 2010
(6 years)

Paul Fowler
Independent
2 April 2010
(6 years)

Alan Dunn
Independent
2 April 2010
(6 years)

Justine Munro
Independent
15 May 2013
(2 years, 10 months)

Mark Cross
Independent
28 August 2015
(0 years, 7 months)

Abby Foote
Independent
15 May 2013
(2 years, 10 months)

Julia Raue
Independent
15 February 2016
(0 years, 1 month)

*Bruce Harker left Z’s Board on 6 October 2015 after 1 year, 8 months.

Our Board actively seeks the most appropriate mix of diversity, skills and expertise because we see that as 
crucial to guiding Z to the best outcomes. The skills, experience and expertise of each Director are set out in 
the profiles on pages 16 and 17. The Human Resources and Nominations Committee is responsible for matters 
relating to membership of the Board and its committees. 

There is no formal process encouraging Board members to invest a portion of their Director’s fees in Z 
securities (as recommended by Principle 2.7 of the NZX’s Corporate Governance Best Practice Code), but many 
elect to do so.

The Board has determined that Peter Griffiths, Abby Foote, Alan Dunn, Julia Raue, Paul Fowler, Mark Cross, and 
Justine Munro are independent Directors; and Marko Bogoievski is not an independent Director. Bruce Harker 
was not an independent Director during his Directorship of Z.

In order for a Director to be considered independent, our Board must affirmatively determine that the Director 
does not have a disqualifying relationship (other than solely as a consequence of being a Director). The 
basis for determining whether a Director has a disqualifying relationship is set out in the Board’s Charter. 
In accordance with the Board’s Charter, NZX Main Board / Debt Market Listing Rules and ASX Principles, 
only relationships that are material will be considered for the purposes of assessing Director independence. 
Materiality is considered from the perspective of Z, the relevant Director and the person or organisation with 
which the Director is related (for example, the customer, supplier or adviser).

Performance of the Board and management
The Board is responsible for the affairs and activities of Z. It guides the company’s strategic direction, and 
directs and oversees management. We want our Directors to have access to the best advice possible. With that 
in mind, and in accordance with the Board’s Charter, our Directors may take independent professional advice 
and professional development training at Z’s expense. That way, they remain on the ball about everything 
happening at Z and in the broader market.

The role, structure, and governance of the Board are also set out in the Board’s Charter. That charter enables 
the Board to delegate specific responsibilities to sub-committees and to the CEO, which the CEO can then sub-
delegate in accordance with the Delegation of Financial Authority, which was reviewed and updated this year.

The specific responsibilities of the Board and the Executive are outlined in the Board’s Charter.

Performance evaluation of Executives
The Board is responsible for monitoring the performance of the CEO and the Executive team against 
established objectives.

Z’s Human Resources and Nominations Committee reviews and approves annual performance review programs 
for executives and draws on external market information when considering remuneration arrangements. In 
determining each executive’s total remuneration, external benchmarking is used to ensure comparability and 
competitiveness alongside consideration of that individual’s performance, skills, expertise and experiences. 
Information on Z’s executive remuneration arrangements (fixed remuneration, short and long-term performance 
incentives) is set out under Principle 5: Remuneration, on page 74. 

A performance evaluation of Executives took place during FY16 in accordance with this process.

Review of the Board and Director performance
The Board reviews and evaluates the performance of the Board, individual Directors and Committees regularly 
to ensure they are operating consistently with the Board’s Charter and all relevant Board delegations. The 
evaluation process itself was developed and is overseen by the Human Resources and Nominations Committee.

Our Board is regularly evaluated, using internal self-evaluation and external processes. Following the 2013 IPO, 
in 2014 we engaged Propero Insights Partnership to conduct an in depth review of the Board, benchmarking 
against best practice and to identify strengths and areas for development, with a goal of being a world class 
Kiwi Board. Notable strengths included the Board’s relationship with the CEO and Executive team, and well 
established performance and risk management processes. Areas for development included developing a 
more streamlined induction process for new Directors and more closely aligning the Director development 
programme with key strategic goals such as deep customer insight. Propero conducted a follow up review 

Principle 3:

Board committees

This principle is broadly 
parallel with ASX Principle 
2: Structure the Board 
to add value and ASX 
Principle 4: Safeguard 
integrity in corporate 
reporting.

73

in April 2016, recording the Board had made good progress since the 2014 report, particularly on Board 
gender composition, noting that the Z Board was now a New Zealand leader in this area. It was also noted that 
improvements in Board leadership and culture had driven stronger engagement and open debate at the Board. A 
further in depth review will follow in 2017.

Director induction
New Directors receive a thorough induction when joining Z including relevant paper based information (Z policies, 
charters and publications), access to Board books and the resource centre online, organised site visits, one on 
one time with each Director and member of the Executive, and meetings with the Board and Executive.

Feedback we have received from our external reviewer is that, while the new Director receives everything they 
need to fully engage themselves with the business, the implementation of the process needs improvement. A plan 
to streamline the Board Induction Programme is currently underway.

The Board has three standing committees to assist in carrying out its responsibilities.

Audit and Risk Committee (ARC)

Abby Foote (Chair), Marko Bogoievski, Paul Fowler, Mark Cross, Peter Griffiths.  

The ARC helps the Board oversee all matters relating to risk and financial management, accounting, audit and 
reporting.

Risk management and internal audit (assurance) are critical governance and management functions within the 
company. Robust policy and compliance assurance in both risk management and financial audit is important 
for investors in Z, financial markets more generally and for internal assurance as to the transparent, safe and 
financially responsible management of the company. The skills and relevant qualifications of each member 
of the Audit and Risk Committee are set out on pages 16 and 17. For more information about auditing and 
reporting of Z’s financial performance, see Principle 4 on page 74.

Human Resources and Nominations (HRN) Committee

Alan Dunn (Chair), Justine Munro, Marko Bogoievski

The HRN Committee helps the Board oversee people policies and strategies and promotes the continual 
improvement of good corporate governance, as expected of a NZX Main Board, NZX Debt Market and ASX 
listed organisation, in accordance with the framework set out in the Human Resources and Nominations 
Committee Charter.

The Committee is responsible for developing and recommending to the Board for its approval an annual 
evaluation process of the Board and Board Committees. This includes identifying and recommending 
individuals for nomination (including rotation and reappointment) to membership of the Board and Board 
Committees, taking into account such factors that it considers are appropriate. These factors will include skills, 
experience and expertise in transport fuels, marketing, retail and sales, finance and legal, as well as relevant 
qualifications, judgements, the ability to work with other Directors and fit with the culture of Z.

The Committee also approves the remuneration of the CEO and the overall annual remuneration budget.

Health, Safety, Security, Environment (HSSE) Committee

Paul Fowler (Chair), Abby Foote, Alan Dunn, Justine Munro, Julia Raue

The HSSE Committee provides a specific governance focus on risks arising from the company’s physical (not 
financial) operations, HSSE policy and risk mitigation programmes. 

Attendance at Board meetings
Directors attended the following Board and Committee meetings during the year. 

Director

Board meetings

ARC

HRN

HSSE and Reputation

Total number of meetings held

Peter Griffiths

Marko Bogoievski

Alan Dunn

Abby Foote

Paul Fowler

Justine Munro

Mark Cross

Julia Raue

Bruce Harker*

12/12

10/12

11/12

12/12

12/12

11/12

5/5

0/1

8/8

4/4

4/4

-

4/4

4/4

2/2

2/2

-

-

-

6/6

6/6

-

-

6/6

-

-

-

-

-

6/6

6/6

6/6

3/3

-

-

3/3

*Bruce Harker left Z’s Board on 6 October 2015.

Note: If a Director was not a member of a particular Committee at the time of the relevant meetings “-” has 
been recorded.

74

Principle 4:

Reporting and 
disclosure

Financial reporting
Z is committed to transparent reporting of its financial performance. The ARC plays a central role in this 
regard. Their principal functions are:

• 

• 

 to assist the Board in ensuring that appropriate accounting policies and internal controls are established 
and followed

 to assist the Board in producing an Annual Report along with accurate financial statements that comply 
with all applicable legal requirements and accounting standards

• 

to ensure the efficient and effective management of business risks.

This principle is broadly 
parallel with ASX Principle 
5: Make timely and 
balanced disclosure

The external auditors are invited to attend ARC meetings when the ARC considers it appropriate. The ARC 
itself comprises five non-executive Directors, four of whom are independent Directors. It’s chaired by an 
independent Director who is not the Chair of the Board. A full description of the ARC’s role is contained 
in the Audit and Risk Committee Charter and details regarding each member’s skills and relevant 
qualifications are set out on pages 16 and 17.

Principle 5:

Remuneration

This principle is broadly 
parallel with ASX Principle 
8: Remunerate fairly and 
responsibly.

Timely and balanced disclosure
Z is committed to maintaining a fully informed market through effective communication and complying with 
the NZX Main Board / Debt Market and ASX Listing Rules. We have a Market Disclosure Policy that assists 
the Board to keep investors and the markets informed in a timely, clear and balanced way.

The General Counsel and Company Secretary are our Market Disclosure Officers. They sit on a Disclosure 
Committee (together with the Board Chair, the Chair of the ARC, the CEO, the Chief Financial Officer, and the 
Communications and Investor Relations Manager) that is ultimately responsible for ensuring that Z complies 
with its disclosure obligations. All market disclosures are made to the NZX Main Board, ASX and to Z’s 
website (www.z.co.nz).

Environmental, social and governance reporting (ESG)
Z is committed to transparency at all levels of the organisation because we think it is necessary to give 
investors a complete picture of what they are investing in. This means reporting on environmental, social 
and governance factors in our Annual Report as well as financial performance. For further information please 
refer to pages 30-36 and the GRI index at page 83.

The data in this section relates to Z permanent corporate employees and not employees of Z retail sites.

Human Resources and Nominations (HRN) Committee
Z’s remuneration framework and policies are managed by the HRN Committee in accordance with the Human 
Resources and Nomination (HRN) Comittee Charter. The purpose and roles of the Committee, along with 
who attended which HRN Committee meetings, are described under Principle 3 on page 73. 

Remuneration 
The Z Board and management are committed to a remuneration framework that aims to achieve a high-
performance culture, linking pay to the achievement of the company strategy and business objectives.  
The HRN Committee, under delegated authority of the Board, is responsible for ensuring management is 
motivated to create sustainable shareholder wealth.

Z’s remuneration strategy aims to attract, retain and motivate high-calibre employees at all levels of 
the organisation. This in turn helps drive performance, a strong customer focus and personal growth. 
Underpinned by a company-wide philosophy of paying for performance, the remuneration strategy supports 
and promotes strategic business objectives, behaviours and values and is based on a practical set of guiding 
principles that provide consistency, fairness and transparency.

All permanent Z employees have a base salary, a short term incentive (STI) component, and health insurance 
(with Southern Cross) for themselves and their immediate family in their remuneration packages.  
Z also makes a 5% employer contribution to KiwiSaver. A limited number of senior employees are also invited 
to participate in a Restricted Share Long Term Incentive Plan (RSLTIP). All remuneration packages are 
reviewed annually.

Base salary
The base salary model is informed and adjusted each year based on data from independent remuneration 
specialists. Employees’ base salary is ascertained from a matrix of their own performance and their current 
position in the market, and is reviewed annually.

Short Term Incentive (STI)
STI values are calculated as a percentage of base salary and determined based on the complexity of 
the roles. Employees’ STI payments are determined following a review of the company and individual 
performance, and may be paid out at a multiplier of zero to three times an individual’s STI target. This model 
is focused on articulating performance goals, driving for outcomes, differentiating high performance and 
rewarding delivery.

75

Restricted Share Long-Term Incentive Plan (RSLTIP)
Following listing, Z replaced its Long-Term Incentive Scheme (a cash-based scheme) with a RSLTIP for the 
executive and selected senior employees. The RSLTIP is intended to incentivise the selected employees to achieve 
long-term shareholder returns by ensuring that their incentives are aligned with the interests of shareholders. The 
RSLTIP does this by providing a proportion of the employees’ remuneration on an “at-risk” basis aligned to the 
achievement of defined performance targets. An amount of shares is held on trust for the employee for three years. 
At the end of the three years, if the employee has achieved their defined performance targets and the company 
achieves its total shareholder return (TSR) targets, they will be transferred the shares. The amount of shares is 
calculated as a percentage of the employee’s base salary and depending on the performance of the company, may 
be multiplied by zero to two times that percentage. The first time this scheme vested was April 2016.

Z Energy LTI Trustee Limited, a subsidiary of Z, purchased 330,706 shares at a weighted average purchase price of 
$5.98 in FY16. These shares were purchased for the purpose of Z’s Restricted Share Long Term Incentive Plan.

Employee Share Purchase Plan (ESPP)
Z established an Employee Share Purchase Plan for eligible employees of Z to buy and hold shares in the company 
at a discount to the listing price. The plan is an IRD approved DC12 plan and has a three year vesting period on 
the shares purchased. Employees could purchase up to the amount of 786 shares for a price below the listing 
value. Those shares are held for the employees by the ESPP Trust. Payment for these shares comes out of those 
employees’ wages over a three year period. The shares held under this scheme will vest in November 2016. One 
hundred and twenty eight employees currently participate in the plan.

Transactions in associated products
Z’s Insider Trading Policy prohibits Directors, officers, employees, contractors or secondees of Z or any of its 
subsidiaries, where they are entitled to participate in any equity-based remuneration scheme, from entering into 
any transaction that would limit the economic risk of participating in any unvested entitlement that they are eligible 
for under that remuneration scheme.

Remuneration of Executives
At Z, our approach is to pay Executives a base salary and a performance based bonus which includes a short term 
and a long term incentive. This ensures Executive motivation is aligned with the goals of the company in the short 
and long term.

In determining Executive base salary, Z partners with EY to conduct market research on the specific role to ensure 
that we are offering our Executives a competitive salary. Final decisions on Executive base salary are agreed upon 
by Sharlene Taylor, our GM of People and Culture, and Mike Bennetts, our CEO. Along with this, Executives are 
entitled to the same health insurance for themselves and their immediate families as all employees, as well as a 5% 
KiwiSaver employer contribution.

The STI component is the same model as used for all permanent staff. Depending on their role, Executive STI is 
calculated at 30% or 40% of their base salary and that figure can be multiplied zero to three times depending on 
the performance of the company and their individual performance. All our Executives also participate in the RSLTIP. 
The Executive RSLTI is calculated at 30% of their base salary and can go up to double that percentage depending 
on company performance.

Chief Executive Officer remuneration
Mike Bennetts’s employment agreement for his role as CEO commenced on 1 April 2010.

The key terms of Mike’s employment are as follows:

• 

• 

• 

• 

• 

• 

 Mike currently has a base salary of $750,000.00 per annum, which is reviewed annually with effect from  
1 April each year.

 In addition to his base salary, Mike may also be paid an annual short-term incentive payment with an on-target 
value of 50% of his base salary and a maximum payment of 150% of his base salary. Payment of a short-term 
incentive is fully discretionary and is assessed in the first quarter of each financial year, based on the business’ 
performance in the previous financial year and Mike’s performance in relation to certain key performance 
indicators. If Mike is made redundant, then he will be entitled to a proportional short-term incentive-based 
performance payment up to his departure.

 Mike may also be entitled to long-term incentive payments calculated against his base salary. Mike’s potential 
entitlements under the 2013 RSLTIP will be paid in 2016, based on the business’ performance against specific 
financial objectives for each year relative to the performance of other NZX listed companies. The maximum 
payment to which Mike may be entitled under the RSLTIP is 100% of his salary.

 Z has also agreed to pay Mike’s reasonable accommodation and living expenses in Wellington, and the 
reasonable travel expenses for national travel (particularly between Wellington and Auckland).

 Either Z or Mike can terminate his employment on three months’ notice. Z can also terminate his employment 
for redundancy or for ill health (in both cases, also on three months’ notice).

 Mike has also agreed to non-solicitation commitments (applying to Z’s suppliers and employees) and a 
restraint of trade (restricting him from involvement in the downstream oil industry in New Zealand). Both of 
these generally apply for 12 months after the end of his employment as CEO, but the restraint of trade does not 
apply if Mike is made redundant.

76

77

Remuneration of Directors
None of the Directors is entitled to any remuneration from Z other than by way of Directors’ fees and 
reasonable travelling, accommodation and other expenses incurred in the course of performing duties or 
exercising powers as Directors. No Directors are entitled to any retirement benefits.

In addition to Directors fees, additional fees are paid to the Chair and members in respect of work carried 
out by Directors on various Board Committees to reflect the additional time involved and responsibilities of 
these positions.

The total remuneration pool for Z’s non-executive Directors was set at $900,000 per annum at a time when 
the Board comprised seven non-executive Directors. With the addition of Julia Raue in February 2016, the 
size of Z’s Board has increased to eight non-executive Directors. To accommodate the additional Director, 
the Board will recommend an increase to the total remuneration pool available for Z’s non-executive 
Directors to $1,000,000 at the 2016 Annual General Meeting.

Details of the total remuneration of each Director and former Director of Z (including the value of all benefits 
received) during FY16 are as follows:

Director

Peter Griffiths

Marko Bogoievski

Paul Fowler

Alan Dunn

Abby Foote

Fee

Director

$170,000

$100,000

$110,000

$110,000

$110,000

Justine Munro

Bruce Harker*

Mark Cross

Julia Raue

* Bruce Harker left Z’s Board on 6 October 2015. 

Fee

$110,000

$46,479

$52,500

$10,110

Employee remuneration
The data in this section relates to Z permanent employees only. Total corporate employees = 335 (of which 
297 are permanent). 

There were 163 Z employees (or former employees) who received remuneration and other benefits in 
excess of $100,000 in their capacity as employees during FY16, as set out in the table below. This includes 
salary, short and long term performance bonuses, settlement payments and redundancy payments for all 
permanent employees.

Amount of remuneration

Employees

Amount of remuneration

Employees

$100,000 to $110,000

$110,001 to $120,000

$120,001 to $130,000

$130,001 to $140,000

$140,001 to $150,000

$150,001 to $160,000

$160,001 to $170,000

$170,001 to $180,000

$180,001 to $190,000

$190,001 to $200,000

$200,001 to $210,000

$220,001 to $230,000

$230,001 to $240,000

$250,001 to $260,000

$260,001 to $270,000

14

13

25

17

9

9

15

7

9

6

6

6

3

2

3

$270,001 to $280,000

$300,001 to $310,000

$330,001 to $340,000

$340,001 to $350,000

$380,001 to $390,000

$400,001 to $410,000

$410,001 to $420,000

$430,001 to $440,000

$450,001 to $460,000

$460,001 to $470,000

$520,001 to $530,000

$540,001 to $550,000

$710,001 to $720,000

$780,001 to $790,000

1,750,001 to 1,760,000

1

3

1

2

1

1

2

1

1

1

1

1

1

1

1

risk management and internal control, the system is operating effectively in all material respects in relation to 
financial reporting risks.

Risk controls are reviewed by Z’s Risk and Assurance Function. The Risk and Assurance Manager reports to the 
Chair of the ARC for functional risk purposes and the CFO for administrative purposes. Risk and Assurance has 
full and free access to the ARC,  Z employees and Z records. The ARC approves Risk and Assurance’s priorities 
and scope each year, and monitors the Z’s management’s response to their reviews.

KPMG has been the external auditor of Z and its subsidiaries for five years. The tenure and reappointment 
procedure of the external auditor is detailed in the External Auditor Independence Policy. In accordance 
with this and KPMG’s policy, FY16 was the last year that Brent Manning of KPMG was the engagement 
partner for Z. Commencing in FY17, Graeme Edwards of KPMG will be the engagement partner. The 
ARC oversees and monitors the performance of the external auditor and assesses the external auditor’s 
independence to ensure that independence is maintained and its ability to carry out its statutory duties 
is not impaired. All non-audit work performed by the external auditor must be approved by the Chair of 
the ARC, which will detail what work is to be performed and how auditor independence and objectivity are 
maintained. 

The KPMG audit report is based on the audited Group financial statements. Total fees paid to KPMG in 
their capacity as auditors for FY16 was $256,280 (2015: $225,360) and total fees paid to KPMG for other 
professional services for FY16 was nil (2015: nil).

At Z we are committed to having our financial reports externally audited to meet international accounting 
standards. We have not sought external assurance over our environmental, social and governance (ESG) 
reporting.

In the past, Z’s external auditors have attended the Annual General Meeting where they have been available 
to answer shareholders’ questions relevant to the audit. Z expects the auditor to attend the 2016 AGM.

Z is committed to high standards of communication. We want our investors and stakeholders alike to feel 
that they have straight-forward access to all information they need to make prudent decisions about Z’s 
value and prospects. We believe the way to make that happen is by providing timely, accurate and complete 
information. Details on how we do that are covered in Z’s Investor Communications Policy.

We provide information about who we are, including our governance policies, on our website for investors to 
access at any time.

The Board also encourages active participation by shareholders at the Annual General Meeting of the 
company. 

This year we are trialling a hybrid AGM which will include a traditional onsite meeting and an online 
component, whereby shareholders can attend the AGM without being physically present. Z plans to hold 
online only AGMs from 2017. This year’s AGM will be held in the Amokura Gallery, at the Museum of New 
Zealand Te Papa Tongarewa in Wellington at 1pm on Friday 1 July 2016.

Shareholders are welcome to submit questions for the Board prior to or at the meeting.

The whole purpose of our corporate governance policies is to protect long term stakeholder interests. It’s 
something we take very seriously and that the Board is highly mindful of. In keeping with our values, Z looks 
to speak freely and openly about matters that influence and affect the company directly, and about matters 
where we have an opinion to share. 

Our submission to the NZX’s Review of Corporate Governance Reporting Requirements this year 
demonstrates our commitment to our stakeholders. We are committed to increasing disclosure requirements 
to allow investors to better understand the businesses they are dealing with and ensure that all aspects of 
a business can be measured.  And, we have taken a voluntary step in that direction through the disclosures 
that we have made in this Annual Report.

Principle 7:

Auditors 

This principle is broadly 
parallel with ASX 
Principle 4: Safeguard 
integrity in corporate 
reporting.

Principle 8:

Shareholder 
Relations

This principle is broadly 
parallel with ASX 
Principle 6: Respect the 
rights of the security 
holders.

Principle 9:

Stakeholder 
Interests

This principle is broadly 
parallel with ASX 
Principle 6: Respect the 
rights of the security 
holders.

Principle 6:

Risk management

This principle is broadly 
parallel with ASX Principle 7: 
Recognise and manage risk.

The ARC assists the Board in overseeing all matters relating to risk management. The proactive identification 
of risks and implementation of risk controls are responsibilities of management. To learn more about how we 
manage risks at Z please refer to page 14, where we have discussed our material business, ESG (see page 27), 
and HSSE risks.

The ARC reviews Z’s risk management systems annually and receives quarterly reports relating to risk 
management from Z’s Risk and Assurance Function and from Management as part of half-yearly CEO and CFO 
certifications. These certifications provide assurance to the Board that, in their opinion, Z’s financial records 
have been properly maintained and that the financial statements comply with GAAP and give a true and fair 
view of Z’s financial position and performance. This opinion has been formed based on a sound system of 

78

79

Further Disclosures required by the Companies Act 1993:

Disclosure of Z’s interests
The following table discloses Z’s subsidiaries and shareholdings in other companies at 31 March 2016:

Interest

Harbour City Property Investments Limited

Z Energy ESPP Trustee Limited

Z Energy LTI Trustee Limited

The New Zealand Refining Company Limited (RNZ)

New Zealand Oil Services Limited (NOSL)

Loyalty New Zealand

Wiri Oil Services Limited (WOSL)

Coastal Oil Logistics Limited (COLL)

Shareholding percentage

100%

100%

100%

15.4%

50%

25%

27.8%

25%

Disclosure of Directors’ interests
The following disclosures of interests have been made by Directors in terms of section 140(2) of the New Zealand Companies Act 1993  
at 31 March 2016:

Director

Position

Company

Peter Griffiths Director

Member

Trustee

Director

Marko 
Bogoievski

Alan Dunn

Director

Hemnestral Limited, Island Leader Limited, Marsden Maritime Holdings Limited, NZDS Properties (No 2) 
Limited, Shoman Limited, Wings over Whales NZ Limited, Z Energy Limited, New Zealand Oil and Gas Limited 
(resigned as at 16 February 2016), New Zealand Diving and Salvage Limited, Kupe Royalties Limited (resigned as 
at 16 February 2016), National Petroleum Limited (resigned as at 16 February 2016), Nephrite Enterprises Limited  
(resigned as at 16 February 2016), NZOG Services Limited (resigned as at 16 February 2016), Petroleum Equities 
Limited (resigned as at 16 February 2016), Stewart Petroleum Co Limited (resigned as at 16 February 2016)

Civil Aviation Authority

NZ Business and Parliament Trust

Aotea Energy Holdings Limited, Aotea Energy Holdings No 2 Limited, Aotea Energy Investments Limited, Aotea 
Energy Limited, HRL Morrison & Co (Asia) Limited, HRL Morrison & Co (Australia) Pty Limited, HRL Morrison 
& Co Australia Holdings Limited, HRL Morrison & Co Capital Management (Int) Limited, HRL Morrison & Co 
Capital Management Limited, HRL Morrison & Co Group GP Limited, HRL Morrison & Co Limited, HRL Morrison 
& Co Offshore Limited, HRL Morrison & Co. Private Markets Pty Limited, Infratil 1998 Limited, Infratil Australia 
Limited, Infratil Energy Limited, Infratil Energy New Zealand Limited, Infratil Europe Limited, Infratil Finance 
Limited, Infratil Gas Limited, Infratil Infrastructure Property Limited, Infratil Insurance Co Limited, Infratil Limited, 
Infratil No.1 Limited, Infratil No. 5 Limited, Infratil Outdoor Media Limited, Infratil PPP Limited, Infratil RV Limited, 
Infratil Securities Limited, Infratil Trustee Company Limited, Infratil UK Limited, Infratil Ventures Limited, Infratil 
Ventures 2 Limited, Infratil Investments Limited, Morrison & Co Funds Management (Australia) Pty Limited, 
Morrison & Co Funds Management Limited, Morrison & Co Infrastructure Management (Australia) Pty Limited, 
Morrison & Co Infrastructure Management Limited, Morrison & Co International Limited, Morrison & Co Property 
Group Limited, Morrison & Co PIP Limited, Morrison & Co PPP GP 2 Limited, Morrison & Co Ventures Limited, 
Morrison & Co Wealth Management Limited, Morrison Asian Investments Limited, Morrison Leasing Limited, 
Morrison Pastures Limited, North West Auckland Airport Limited, NZ Airports Limited, Renew Nominees Limited, 
Swift Transport Limited, Trustpower Limited, Woodward Capital Limited (currently in voluntary liquidation), Z 
Energy ESPP Trustee Limited, Z Energy Limited, Z Energy LTI Trustee Limited, Zig Zag Farm Limited.

Burger Fuel Worldwide Limited, New Zealand Post Limited, Trumpeter Consulting Limited, Trumpeter Trustees 
(2007) Limited, Vertical 4 Systems Limited, Z Energy ESPP Trustee Limited, Z Energy Limited, Z Energy LTI 
Trustee Limited

Abby Foote

Director

BNZ Life Insurance Limited, BNZ Insurance Services Limited, Diligent Corporation, Livestock Improvement 
Corporation Limited, New Zealand Local Government Funding Agency Limited, Z Energy Limited

Director
Paul Fowler
Justine Munro Director

Mark Cross

Director

Julia Raue

Trustee

Director

Member

Z Energy Limited

Maia Consulting Limited, Munro Crockett Trustees Limited, Z Energy ESPP Trustee Limited, Z Energy Limited, Z 
Energy LTI Trustee Limited

Alpha Investment Partners Limited, Argosy Property Limited, Aspect Productivity Technology Limited, Emcee 
Squared Limited, Genesis Energy Limited, MFL Mutual Fund Limited, Milford Asset Management Limited, Milford 
Funds Limited, Milford Private Wealth Limited, Superannuation Investments Limited, Triathlon New Zealand 
Incorporated, Virsae Group Limited, Z Energy Limited

Triathlon Youth Foundation

Rowdy Consulting Limited, Southern Cross Health Society, Television New Zealand, Z Energy Limited

Risk and Audit Committee of the Treasury

Directors’ interests in share transactions
Directors disclosed, pursuant to section 148 of the New Zealand Companies Act 1993, the following acquisitions and disposals of relevant 
interests in shares during the year to 31 March 2016.

Director

Paul Fowler

Paul Fowler

Paul Fowler

Number of shares 
purchased/(sold)

5000

4800

200

Consideration

Date of transaction

Interest

$29,600

$28,800

$1,256

1 July 2015

3 June 2015

2 June 2015

Shares

Shares

Shares

Directors’ interests in shares and bonds
Directors disclosed the following relevant interests in shares at 31 March 2016.

Director

Abby Foote

Number of shares or bonds which a relevant interest is held

Infratil Limited – 21,292 shares held by the Balmerino Trust 
Z Energy Limited – 14,285 shares

Marko Bogoievski

Infratil Limited – 1,618,299 shares

Peter Griffiths

Paul Fowler

Infratil Limited – 21,903 shares, Z Energy Limited – 42,857 shares 
The New Zealand Refining Company Limited – 18,744 shares

Caltex Australia Limited – 500 subordinated notes 
Z Energy Limited – 10,000 shares

Executives’ interests in shares and bonds
Executives disclosed the following relevant interests in shares at 31 March 2016.

Executive

Mike Bennetts

Number of shares or bonds  
which a relevant interest is held
Z Energy Limited – 28,571 shares held by 
Kammjam Trust

Chris Day

Z Energy Limited – 7,142 shares –  
by CW & CR Day Trust

Z RSLTIP interest
122,438 shares for the period ending 31 March 2016

126,421 shares for the period ending 31 March 2017

Z ESPP 
interest
786 shares

83,970 shares for the period ending 31 March 2018
53,600 shares for the period ending 31 March 2016

786 shares

39,324 shares for the period ending 31 March 2017

25,930 shares for the period ending 31 March 2018

Lindis Jones

Z Energy Limited – 4,285 shares

40,766 shares for the period ending 31 March 2016

786 shares

Julian Hughes
Mark Forsyth

Z Energy Limited – 339.2 shares
Z Energy Limited – 5,714 shares

Meredith Ussher

Z Energy Limited – 1,428 shares

David Binnie

Jane Anthony

Sharlene Taylor
Nicolas Williams

30,078 shares for the period ending 31 March 2017

20,152 shares for the period ending 31 March 2018
15,450 shares for the period ending 31 March 2018
44,209 shares for the period ending 31 March 2016

32,618 shares for the period ending 31 March 2017

-
786 shares

21,630 shares for the period ending 31 March 2018
22,914 shares for the period ending 31 March 2016

786 shares

24,063 shares for the period ending 31 March 2017

9,740 shares for the period ending 31 March 2018
13,881 shares for the period ending 31 March 2017

-

19,817 shares for the period ending 31 March 2018
19,331 shares for the period ending 31 March 2017

15,450 shares for the period ending 31 March 2018
16,122 shares for the period ending 31 March 2018
10,860 shares for the period ending 31 March 2016

10,288 shares for the period ending 31 March 2017

16,794 shares for the period ending 31 March 2018

786 shares

-
786 shares

80

81

NZX Main Board and ASX waivers
Z has no waivers from the requirements of the NZX Main Board/Debt Market Listing Rules.

• 

• 
• 

As part of its application to list on the ASX, Z applied for and was granted waivers from the ASX Listing Rules that are standard for a New Zealand 
company listed on both the NZX Main Board and the ASX:
• 

 A waiver from ASX Listing Rule 6.10.3 to the extent necessary to permit Z to set the specified time to determine whether a security holder is 
entitled to vote at a shareholders’ meeting in accordance with the requirements of the relevant New Zealand legislation.
 A waiver from ASX Listing Rule 7.1 to permit Z to issue securities without security holder approval, subject to the following conditions:
 Z remains subject to, and complies with, the NZX Main Board Listing Rules with respect to the issue of new securities
 Z certifies to ASX on an annual basis (on or about 30 June each year) that it remains subject to, has complied with, and continues to 
comply with the requirements of the NZX Main Board Listing Rules with respect to the issue of new securities
 If Z becomes aware of any change to the application of NZX Main Board Listing Rules with respect to the issue of new securities, 
or that Z is no longer in compliance with the requirements of the NZX Main Board Listing Rules with respect to the issue of new 
securities, it must immediately advise ASX.
 Without limiting ASX’s right to vary or revoke its decision pursuant to ASX Listing Rule 18.3, ASX reserves the right to revoke this 
waiver if:
• 
• 

 Z fails to comply with any of the above conditions, or
 there are changes to the NZX Main Board Listing Rules in respect of the issue of new securities such that, in ASX’s opinion, the 
regulation of the issue of new securities under those NZX Main Board Listing Rules ceases to be comparable to the regulation of 
the issue of new securities under the ASX Listing Rules.

• 

• 

• 
• 

A waiver from ASX Listing Rule 15.7 to permit Z to provide announcements simultaneously to both ASX and NZX.
A waiver from ASX Listing Rules 15.13, 15.13A and 15.13B to the extent necessary to permit Z to divest shareholders of less than a minimum 
holding in accordance with the procedure set out in Z’s constitution.

Donations
For the year ended 31 March 2016, Z made donations of $1,255,849. Z’s subsidiaries made no donations during the period.

Indemnity and insurance disclosure
As permitted by Z’s constitution, has entered into a deed to indemnify its Directors and its personnel who serve as Directors of related companies 
for potential liabilities or costs they may incur for acts or omissions in their capacity as Directors of Z or its related companies. Z has a Directors’ 
and officers’ liability insurance policy in place. This provides insurance for the liabilities of the Directors and employees of Z for acts or omissions 
in their capacity as Directors or employees. Neither the indemnity nor the insurance policies cover dishonest, fraudulent, malicious or wilful acts 
or omissions.

Results disclosure
The reporting period for this Annual Report relates to the 12 months to 31 March 2016. The previous reporting period relates to the 12 months to 
31 March 2015.

Dividend disclosure

FY16 Interim dividend

Record date

Payment date

FY15 Final dividend

Record date

Payment date

Amount per security (cents)

Imputed amounts per 
security (cents)

8.5

16.5

3.3056

20/11/2015

2/12/2015

6.4167

22/5/2015

3/6/2015

Net tangible assets per security
Net tangible assets per security at 31 March 2016: 63 NZ cents (57 NZ cents: 31 March 2015).

Group disclosures – subsidiaries
Harbour City Property Investments Limited (HCPIL)

Directors: Michael John Bennetts and Mark Andrew Forsyth. 

Disclosure of Z’s subsidiaries’ Directors’ interests 

Harbour City Property Investments Limited (HCPIL) 
Directors at 31 March 2016

Director

Michael Bennetts

Mark Forsyth

Position

Director

Director

Company

Punakaiki Fund Limited 
Auckland Iron Works Limited 
The New Zealand Refining Company Limited

Loyalty New Zealand Limited

The Directors of HCPIL are employees of Z and do not receive any remuneration in their capacity as Directors. HCPIL has no employees.

Z Energy ESPP Trustee Limited
Directors at 31 March 2016

Director

Justine Munro

Alan Dunn

Marko Bogoievski

Z Energy LTI Trustee Limited
Directors at 31 March 2016

Director

Justine Munro

Alan Dunn

Marko Bogoievski

Position

Director

Director

Director

Position

Director

Director

Director

As listed on page 78

As listed on page 78

As listed on page 78

As listed on page 78

As listed on page 78

As listed on page 78

The Directors’ of Z Energy ESPP Trustee Limited and Z Energy LTI Trustee Limited do not receive any remuneration in their capacity as Directors of 
those companies. Neither Z Energy ESPP Trustee Limited nor Z Energy LTI Trustee Limited has any employees.

Shareholder information
Z shares are quoted on the NZX Main Board and on the ASX. Z trades under the ticker ZEL on the NZX and ASX (until 30 March 2016, Z traded under 
the ticker ZNZ on the ASX). Z has registered with the Australian Securities and Investment Commission (ASIC) as a foreign company. Z has been 
issued an Australian Registered Body Number (ARBN) of 164 438 448. 

At 31 March 2016, there were 400,000,000 fully paid ordinary shares in Z on issue. Each Z share confers on its holder the right to attend and vote at a 
meeting of Z, including the right to cast one vote on a poll on any resolution.

The content of this shareholder information section was prepared on 31 March 2016, not more than six weeks before the release of the Annual Report.

There is currently no on-market buy back of Z shares.

Shareholders holding less than a marketable parcel
At 31 March 2016, there were five shareholders holding between one and 49 Z shares (less than a minimum holding number according to the NZX 
Main Board/Debt Market Listing Rules) and, based on the market price of A$6.14, there were 15 shareholders that held less than a marketable parcel of 
A$500 of Z shares under the ASX Listing Rules.

Distribution of ordinary shares and shareholders
At 31 March 2016

Size of holding

1 – 1,000

1,001 – 5,000

5,001 – 10,000

10,001 – 100,000

100,001 and over

Totals

Number of shareholders %

Number of shares %

1,613

17.35

5,238 56.35

1,555

16.73

833 8.96

56 0.60

9,295 100

1,157,265 0.29

13,612,654 3.40

11,137,017

2.78

17,106,712 4.28

356,986,352 89.25

400,000,000 100

Distribution of ordinary bonds and bondholders
At 31 March 2016

ZEL010

Size of holding

1 – 1,000

1,001 – 5,000

5,001 – 10,000

10,001 – 100,000

100,001 and over

Totals

Number of bondholders

0

299

821

1,944

108

3,172

%

0

9.43

25.88

61.29

3.40

100

Number of bonds

0

1,495,000

7,918,000

65,172,000

72,415,000

147,000,000

%

0

1.02

5.39

44.33

49.26

100

 
 
 
 
 
 
 
 
82

ZEL020

Size of holding

1 – 1,000

1,001 – 5,000

5,001 – 10,000

10,001 – 100,000

100,001 and over

Totals

ZEL030

Size of holding

1 – 1,000

1,001 – 5,000

5,001 – 10,000

10,001 – 100,000

100,001 and over

Totals

Number of bondholders

0

446

878

1,797

111

3,232

Number of bondholders

0

267

669

1,379

82

2,397

%

0

13.80

27.17

55.60

3.43

100

%

0

11.14

27.91

57.53

3.42

100

Number of bonds

0

2,230,000

8,462,000

58,811,000

80,497,000

150,000,000

Number of bonds

0

1,335,000

6,547,000

44,759,000

82,359,000

135,000,000

%

0

1.49

5.64

39.21

53.66

100

%

0

.99

4.85

33.15

61.01

100

Substantial product holders
According to notices given under the Financial Markets Conduct Act 2013, the following persons were substantial product holders of the company 
at 31 March 2016.

Substantial product holders

Perpetual Limited and subsidiaries

NZ Superannuation Fund Nominees Limited

Accident Compensation Corporation

UBS Group AG and its related bodies corporate

Lazard Asset Management LLC

The Goldman Sachs Group, Inc.

Number of voting products  
in substantial holding  
(ordinary Z shares)

Percentage of shares  
held at date of notice

47,929,027

41,950,000

20,302,908

20,570,825

36,462,849

31,579,784

11.98%

10.48%

5.07%

5.14%

9.11%

7.89%

Date of notice

6 October 2015

6 October 2015 

9 October 2015

13 October 2015

25 January 2016

29 January 2016

The total number of Z ordinary shares on issue at 31 March 2016 was 400,000,000.

20 largest shareholders
As at 31 March 2016

Rank

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20

Holder name
New Zealand Superannuation Fund Nominees Limited
HSBC Nominees (New Zealand) Limited
RBC Investor Services Australia Nominees Pty Limited
National Nominees New Zealand Limited
J P Morgan Nominees Australia Limited
Accident Compensation Corporation
National Nominees Limited
HSBC Nominees (New Zealand) Limited
HSBC Custody Nominees (Australia) Limited
JPMORGAN Chase Bank
Citibank Nominees (NZ) Ltd
Citicorp Nominees Pty Limited
Forsyth Barr Custodians Ltd
RBC Investor Services Australia Nominees Pty Limited
Custodial Services Limited
BNP Paribas Noms Pty Ltd
UBS Nominees Pty Ltd
BNP Paribas Nominees NZ Limited
Premier Nominees Limited
FNZ Custodians Limited

Holding
41,610,200
36,338,640
23,777,770
23,724,539
21,084,619
17,576,294
17,020,020
15,917,873
15,572,088
14,544,643
14,336,752
11,485,266
10,720,658
7,906,392
7,757,287
7,741,805
6,120,246
5,321,724
5,095,182
5,067,145

%
10.4
9.08
5.94
5.93
5.27
4.39
4.26
3.98
3.89
3.64
3.58
2.87
2.68
1.98
1.94
1.94
1.53
1.33
1.27
1.27

In the table above, the shareholding of New Zealand Central Securities Depository Limited (NZCSD) has been re-allocated to the underlying 
beneficial owners.

GRI index 

We’ve applied the Global Reporting Initiative (GRI) G4 Guidelines to a ‘Core’ level of compliance. We’ve chosen not to have our report third-
party verified this year.

83

Standard 
disclosure

Standard disclosure title

Page 
number

Standard 
disclosure

Standard disclosure title

General standard disclosures

Strategy and analysis
G4-1

Statement by CEO and Chair

Organisational profile
G4-3

Name

G4-4

G4-5

G4-6

G4-7

G4-8

G4-9

G4-10

G4-11

G4-12

G4-13

G4-14

G4-15

G4-16

Primary brands, products, services

Head office

Locations

Legal form

Markets served

Scale of organisation

Workforce

Collective agreements

Supply chain

Business changes

Precautionary approach

Charters

Memberships

Identified material aspects and boundaries

G4-17

G4-18

G4-19

G4-20

Organisation

Report content and boundaries

Material issues

Boundaries inside organisation

G4-21

Boundaries outside organisation

G4-22

Restatements

G4-23

Changes

Stakeholder engagement

G4-24

G4-25

G4-26

G4-27

Stakeholder groups engaged

Selection of stakeholder

Organisation’s approach

Key topics and concerns

Report profile

G4-28

G4-29

G4-30

G4-31

G4-32

G4-33

Reporting period

Date of previous report

Reporting cycle

Contact

GRI compliance

Assurance

Governance

G4-34

Governance

12-13

1

3

85

1

3

2-3

2-3, 39

69-71

none

14-15

11

76-77

(a)

(b)

44

6-9

6-7

Identified per 
indicator

Identified per 
indicator

No 
restatements

No changes

9

9

9

9

39

1

Annual

85

Core

77

72-73

Ethics and integrity

G4-56

Values

Specific standard disclosures

Economic

Economic Performance
G4-DMA

G4-EC1

G4-EC2

Generic disclosures on management 
approach
Direct economic value generated  
and distributed
Financial implications and other 
risks and opportunities for the 
organization’s activities due to  
climate change

Environmental
Energy
G4-DMA

G4-EN3

G4-EN6

Water

G4-DMA

G4-EN10

Emissions

G4-DMA

G4-EN15

G4-EN16

G4-EN17

G4-EN18

G4-EN19

Generic disclosures on  
management approach
Energy consumption within  
the organization
Reduction of energy consumption

Generic disclosures on management 
approach
Percentage and total volume of water 
recycled and reused

Generic disclosures on management 
approach
Direct greenhouse gas (GHG) 
emissions (Scope 1)
Energy indirect greenhouse gas (GHG) 
emissions (Scope 2)
Other indirect greenhouse gas (GHG) 
emissions (Scope 3)
GHG emissions intensity

Reduction of greenhouse gas (GHG) 
emissions

Effluents and waste

G4-DMA

G4-EN23

G4-EN24

Generic disclosures on management 
approach
Total weight of waste by type and 
disposal method
Total number and volume of  
significant spills

Page 
number

69

38

39-43

14-15

31

33

31

31

33

30

33

33

33

31

31

31

31

22

(a) Zero Harm workplace, NZX Corporate Governance Best Practice Code, ASX Principles, Women’s Empowerment Principles.
(b) Sustainable Business Council, Sustainable Business Network.

84

Standard 
disclosure

Transport

G4-DMA

G4-EN30

Standard disclosure title

Page 
number

Standard 
disclosure

Standard disclosure title

Page 
number

Diversity and equal opportunity

Generic disclosures on management 
approach
Significant environmental impacts of 
transporting products and other goods 
and materials for the organization’s 
operations, and transporting members 
of the workforce

24

G4-DMA

24-25, 31

G4-LA12

Generic disclosures on management 
approach
Composition of governance bodies and 
breakdown of employees per employee 
category according to gender, age 
group, minority group membership, 
and other indicators of diversity

21, 69

69-71

Supplier environmental assessment

Equal remuneration for women and men

Generic disclosures on management 
approach
Significant actual and potential 
negative environmental impacts in the 
supply chain and actions taken

24

24

G4-DMA

G4-LA13

Generic disclosures on management 
approach
Ratio of basic salary and remuneration 
of women to men by employee 
category, by significant locations of 
operation

69

70

G4-DMA

G4-EN33

Social

Labour practices and decent work
Employment

G4-DMA

G4-LA1

G4-LA2

G4-LA3

Generic disclosures on management 
approach
Total number and rates of new 
employee hires and employee turnover 
by age group, gender and region
Benefits provided to full-time 
employees that are not provided to 
temporary or part-time employees
Return to work and retention rates 
after parental leave, by gender

21

70

74

71

Occupational health and safety

G4-LA5

G4-DMA

Generic disclosures on management 
approach
Percentage of total workforce 
represented in formal joint 
management-worker health and safety 
committees that help monitor and 
advise on occupational health and 
safety programs
Type of injury and rates of injury, 
occupational diseases, lost days, and 
absenteeism, and total number of 
work-related fatalities, by region and 
by gender
Training and education

G4-LA6

22-23

23

22-23

G4-DMA

G4-LA10

G4-LA11

Generic disclosures on management 
approach
Programs for skills management and 
lifelong learning that support the 
continued employability of employees 
and assist them in managing career 
endings

Percentage of employees receiving 
regular performance and career 
development reviews, by gender and 
by employee category

21

21

21

Society
Local communities

G4-DMA

G4-SO1

Compliance

Generic disclosures on management 
approach
Percentage of operations with 
implemented local community 
engagement, impact assessments, and 
development programs

G4-SO8

G4-DMA

Generic disclosures on management 
approach
Monetary value of significant fines 
and total number of non-monetary 
sanctions for non-compliance with 
laws and regulations
Asset integrity and process safety

G4-DMA

G4-OG13

Generic disclosures on management 
approach
Number of process safety events, by 
business activity

34

34

69

69

22

23

Product responsibility
Product and service labeling

G4-DMA

G4-PR5

Generic disclosures on management 
approach
Results of surveys measuring 
customer satisfaction about the 
organisation as a whole and major 
product or sevice categories

27, 28

27, 28

Fossil fuel substitutes

G4-DMA

G4-OG14

Generic disclosures on management 
approach
Volume of biofuels produced and 
purchased meeting sustainability 
criteria

25

25

85

Company directory

Registered and head office –  
New Zealand
3 Queens Wharf 
Wellington 6011

Contact us
General enquiries 0800 474 355 and  
press ‘0’ or email general@z.co.nz

Directors

Peter Ward Griffiths (Chair)

Abigail Kate Foote

Marko Bogoievski

Alan Michael Dunn

Paul Lightle Fowler

Justine Mary Munro

Andrew Mark Cross 
(Appointed 1 September 2015)

Julia Margaret Raue 
(Appointed 15 February 2016)

Bruce Harker  
(Resigned 6 October 2015)

Senior management

Michael Bennetts 
Chief Executive

Christopher Day 
Chief Financial Officer

Jane Anthony 
General Manager Marketing

David Binnie 
General Manager Supply and Distribution

Debra Blackett 
Company Secretary

Mark Forsyth 
General Manager Retail

Julian Hughes 
General Manager Health, Safety, Security 
and Environment 
Lindis Jones 
General Manager Transition

Sharlene Taylor 
General Manager People and Culture

Auditor

KPMG 
Maritime Tower 
10 Customhouse Quay 
PO Box 996 
Wellington 6140

Meredith Ussher 
General Counsel

Nicolas Williams 
General Manager Commercial

Robert Wiles 
General Manager Corporate  
(Resigned 30 September 2015)

Registered office – Australia

c/- TMF Corporate Services (Aust)  
Pty Limited 
Level 16, 201 Elizabeth Street, 
Sydney NSW 2000, Australia 
PO Box A2224, 
Sydney South NSW 1235, Australia

+61 2 8988 5800

Share registrars

Link Market Services – New Zealand 
PO Box 91976 
Auckland 1142 
New Zealand

+64 9 375 5998

Link Market Services – Australia 
Locked Bag 
A14 Sydney 
NSW, 1235 
Australia

+61 2 8280 7100

Bankers
ANZ Bank New Zealand Limited 
215–229 Lambton Quay 
Wellington

ASB 
ASB North Wharf 
12 Jellicoe Street 
Auckland Central  
Auckland 1010

Bank of New Zealand  
80 Queen Street 
Auckland

Hong Kong and Shanghai Banking 
Corporation 
HSBC Tower 
195 Lambton Quay 
Wellington

Macquarie Bank Limited 
1 Martin Place 
Sydney NSW 2000 
Australia

Westpac Banking Corporation 
188 Quay Street 
Auckland

Australia Registered  
Business Number
164 438 448

z.co.nz