Financial Statements
 


ADDITIONAL INFORMATION
30 June 2000

SUBSIDIARY COMPANIES

The changes to subsidiary company directorships during the 12 month period ended 30 June 2000 were as follows.

On 8 March 2000, P.H. Elworthy, J.A. Hood, P.L. Reddy, E Toime, and W.G. Ward-Holmes ceased to be directors of Sky City Auckland Limited. On 30 May 2000 B.M. Wickham was appointed an alternate for A.B. Ryan in respect of his directorships of Sky City Auckland Limited and Sky City Casino Management Limited. On 31 May 2000 S.J. Dey was appointed an alternate for A.B. Ryan in respect of his directorships of Sky City Management (Auckland) Limited, Sky City Auckland Holdings Limited, Sky City Construction Limited, Abdiel Investments Limited and Sky City Australia Pty Limited. Both B.M. Wickham and S.J. Dey ceased to be alternates for A.B. Ryan on 4 July 2000. There have been no other changes in directors of the subsidiary companies during the year.

The following people held office as directors of subsidiaries of the company at the end of the 1999/2000 financial year.

Sky City Auckland Holdings Limited, Sky City Auckland Limited, Sky City Casino Management Limited
Directors: E.W. Davies, J.P. Hartley, A.B. Ryan

Sky City Management (Auckland) Limited, Abdiel Investments Limited, Sky City Construction Limited, Sky Tower Limited, Sky City Wellington Limited, Sky City International Holdings Limited, Sky City International ApS
Directors: E.W. Davies, A.B. Ryan

Sky City Australia Pty Limited, Adelaide Casino Pty Limited
Directors: E.W. Davies, T Kuhlmann, A.B. Ryan

Queenstown Casinos Limited
Directors: E.W. Davies, P.J. Hensman, A.B. Ryan, B.C. Thomas

Riverside Casino Limited
Directors: E.W. Davies, S Perry, A.B. Ryan

Riverside Casino Construction Limited
Directors: E.W. Davies, S Perry, A.B. Ryan, S.R. Solomon

 

REMUNERATION OF DIRECTORS

Remuneration paid to directors during the year ended 30 June 2000 was:

E.W. Davies

$757,773

P.H. Elworthy

$40,000

J.P. Hartley

$80,000

J.A. Hood

$33,333

P.L. Reddy

$40,000

E. Toime

$40,000

W.R Trotter

$10,000

W.G. Ward-Holmes

$40,000

B.M. Wickham

$10,000

The Managing Director, E.W. Davies, is not paid director’s fees. The amount shown next to his name represents the total of the remuneration and the value of other benefits received by him as an employee of the company.

No remuneration was received by any of the directors of the subsidiary companies in their capacity as directors of those companies. No director of the group or parent company has, since the end of the financial year, received or become entitled to receive a benefit other than the reimbursement of expenses incurred in relation to company matters or as disclosed elsewhere in this Annual Report.

 

DIRECTORS AND OFFICERS INDEMNITY AND INSURANCE

On 1 July 1999 the company effected directors and officers liability insurance coverage through HIH Casualty and General Insurance (NZ) Limited, for the period July 1999 to July 2000, with an aggregate limit of liability of $30 million.

On 1 July 1999 the company effected statutory liability insurance through HIH Casualty and General Insurance (NZ) Limited, for the period July 1999 to July 2000 with an aggregate limit of liability of $3 million.

The above-mentioned insurance policies have been renewed for the twelve month period ending July 2001.

Indemnities have been given to directors and senior managers of the Sky City group to cover acts or omissions of directors or senior managers in their capacity as such.

 

INTERESTS REGISTER

Disclosure of Directors’ Interests

Section 140(1) of the Companies Act 1993 requires a director of a company to disclose certain interests. Under subsection (2) a director can make disclosure by giving a general notice in writing to the company of a position held by a director in another named company or entity. The following are particulars as entered in the company’s Interests Register as at 30 June 2000 with the notices given by directors during the period ended 30 June 2000 marked with an asterisk.

Director

Other Company

Relationship

E.W. Davies

Auckland 2000 Trust

Chairman

 

Melanesian Mission Trust

Trustee

 

Tourism Industry Association of New Zealand

Chairman

P.H. Elworthy

Alan Duff Charitable Foundation

Chairman

 

Lincoln University Foundation

Trustee

 

Link Foundation

Trustee

 

New Zealand Institute of Economic Research (Inc)

Trustee

 

Opuha Dam Company Limited

Chairman

 

Stanfield Oaks Limited

Director

 

Wild Peter Products Limited

Chairman

J.P. Hartley

Infinity Group Limited and Subsidiaries*

Executive Director, shareholder and option holder.

   

Director of various group companies

 

The Great New Zealand Business Venture Limited*

Director

 

Trango Capital Limited

Director and Shareholder

P.L. Reddy

Active Equities Limited

Director and Shareholder

 

Caterpillar New Zealand Funding Company*

Director

 

Georgia-Pacific New Zealand Company*

Director

 

Infinity Group Limited and Subsidiaries*

Director

 

New Zealand Opera Limited*

Director

 

Sky City Community Trust

Trustee

 

Teamtalk Limited*

Associated Person of Shareholder

 

Telecom Corporation of New Zealand Limited

Director

E. Toime

New Zealand Post Limited

Chief Executive Officer

 

Certain subsidiaries of New Zealand Post Limited

Chairman

 

Datacom Group Limited

Director

 

Datacom Australia Limited

Director

 

New Zealand Symphony Orchestra

Director

 

Norwich Union Holdings (NZ) Limited

Director

W.R. Trotter

Credit Suisse First Boston NZ Securities Limited*

Director

W.G. Ward-Holmes

Advanced Animal Technology Limited*

Director

 

ASB Bank Limited and certain subsidiaries

Director

 

ASB Charitable Trust

Trustee

 

ASB Community Trust

Trustee

 

Auckland Tennis Inc

Board Member

 

Awanui Holdings Limited*

Director

 

Brandon Suit Hire Limited*

Director

 

Mtech Investments Limited*

Director

 

Oceans Corporation Services Limited*

Director

 

Plade Holdings Limited*

Director

B.M.Wickham

ENZA Cool Limited*

Chairperson

 

Uniservices Limited*

Director

 

The Great New Zealand Business Venture Limited*

Director

The following details included in the Interests Register as at 30 June 1999, or entered during the year ended 30 June 2000, have been removed during the year ended 30 June 2000.

E.W. Davies is no longer a trustee of Tourism Auckland

P.H. Elworthy is no longer chairman of the Primary Industry Consultants Board, or a director of Trans Tasman Properties Limited, Pacific Beef Limited or the New Zealand Rural Properties Trust.

J.P. Hartley is no longer chairman of LWR Industries Limited or a consultant for and director of certain subsidiaries of Solid Energy New Zealand Limited.

J.A. Hood resigned as a director during the period. During the period prior to his resignation he made the following disclosures:

- ASB Bank Limited

Director

- ASB Group Limited

Director

- Carli Investments Limited

Director

- New Zealand Vice-Chancellors’ Committee

Member

- The University of Auckland Charitable Trust

Trustee

As at the date of the last annual report, John Hood’s interests were disclosed as being America’s Cup Task Force (chairman), Auckland Uni Services Limited (director), Kings School (governor), New Zealand Sports Foundation (governor), Prime Minister’s Enterprise Council (member), Tonkin and Taylor Limited (chairman), the University of Auckland (Vice-Chancellor), and the University of Auckland (member of council).

P.L. Reddy is no longer a director of Air New Zealand Limited or Oil Basins Limited, and is no longer a trustee for the New Zealand Symphony Orchestra Foundation or Victoria University of Wellington Foundation.

E Toime is no longer a director of Norwich Union Holdings (NZ) Finance Limited or Norwich Union Financial Services (NZ) Limited.

Disclosure of Directors’ Interests in Shares

Directors disclosed, pursuant to section 148 of the Companies Act 1993, the following acquisitions and disposals of relevant interests in Sky City instalment receipts during the period to 30 June 2000.

Director

Date of acquisition/disposal

Consideration

Instalment receipts acquired/(disposed of)

Total shares as at 30 June 2000

E.W. Davies

-

-

-

50,000

J.P. Hartley

11 November 1999

$57,456

15,000

16,000

P.L. Reddy (1)

25 February 2000

($28,900)

(10,000)

12,000

E. Toime (2)

-

-

-

2,400

W.R. Trotter

       

W.G. Ward-Holmes

26 November 1999

($55,050)

(15,000)

 
 

10 April 2000

($25,143)

(10,000)

 
 

13 April 2000

($25,143)

(10,000)

15,000

B.M.Wickham

       
  1. The transaction recorded above represents the transfer by Ms Reddy of 10,000 instalment receipts to a trust of which she is trustee. Ms Reddy retains a relevant interest in the shares by virtue of her position as trustee. The shares held by Ms Reddy comprise 10,000 shares held as a trustee and 2,000 shares held by an associated person of Ms Reddy.
  2. The number of shares held by E Toime includes 2,400 held by associated persons of Mr Toime.

There have been no disclosures to the board pursuant to section 148 of the Companies Act 1993 in relation to dealings by directors in the company’s ordinary shares, as distinct from dealings in instalment receipts, or in the company’s capital notes.

As at 30 June 2000, E.W. Davies held 150,000 options issued pursuant to the Executive Share Option Plan approved by shareholders at the Annual Meeting of the company held on 5 December 1996. Options are exercisable two years after the date of issue, provided the terms and conditions of the Plan are met, and lapse if they are not exercised within five years of the date of issue.

E.W. Davies held a further 275,000 options issued pursuant to the Executive Share Option Plan approved by shareholders at the Annual Meeting of the company held on 28 October 1999. Options are exercisable one year after the date of issue, at the exercise price determined pursuant to the Plan, and lapse if they are not exercised within five years of the date of issue.

 

EMPLOYEE REMUNERATION

The number of employees or former employees of the company and its subsidiaries, not being directors of the company, who received remuneration and other benefits in their capacity as employees, the value of which was in excess of $100,000 during the financial year ended 30 June 1999, is listed below:

 

Number of Employees

   

Number of Employees

Remuneration

Group

Parent Company

 

Remuneration

Group

Parent Company

$100,000 - $109,999

4

   

$210,000 - $219,999

1

 

$110,000 - $119,999

2

   

$230,000 - $239,999

1

 

$120,000 - $129,999

3

   

$240,000 - $249,999

 

1

$140,000 - $149,999

1

1

 

$250,000 - $259,999

1

1

$160,000 - $169,999

1

   

$280,000 - $299,999

 

1

$170,000 - $179,999

2

1

 

$430,000 - $440,000

1

 

$190,000 - $199,999

1

         

 

DONATIONS

The company made donations of $100,357 during the period to 30 June 2000.

 

WAIVERS FROM THE NEW ZEALAND STOCK EXCHANGE (NZSE) LISTING RULES

The following waivers from the NZSE Listing Rules were effective as at balance date.

  • As part of the company’s Executive Share Option Plan, approved by shareholders at the 1999 Annual Meeting, the NZSE granted a waiver from compliance with Listing Rule 7.3.2 in respect of the issue of options to E.W. Davies the Managing Director of the company pursuant to the Plan. Listing Rule 7.3.2 would have required that all issues of options to Mr Davies under the Plan be made within 12 months of the shareholders resolution approving the issue. The waiver enabled the third issue of options specified in the shareholders’ resolution to be made more than 12 months after the date on which the resolution approving the issue was passed.

  • As part of the company’s public offer of capital notes, the NZSE granted a waiver from the requirement under Rules 9.2.1 and 9.2.5 of its Listing Rules that the underwriting agreement with Credit Suisse First Boston NZ Securities Limited be approved by the company’s shareholders and that an appraisal report be prepared in respect of that arrangement. Mr W R Trotter, a director of the company, is also a director of Credit Suisse First Boston NZ Securities Limited. Accordingly, Credit Suisse First Boston NZ Securities Limited is a "related party" of the company under the Listing Rules of the NZSE. As such, the entry into the underwriting agreement would have needed to be approved by Sky City shareholders if the waivers had not been granted.

The effect of all other waivers granted had ceased by balance date.

 

EVENTS SUBSEQUENT TO BALANCE DATE

The directors are not aware of any matter or circumstance since the end of the financial year, not otherwise dealt with in this report, that has significantly or may significantly affect the operations of Sky City Limited or any of its subsidiary companies.

The 2000 Annual Report of Sky City Limited is signed on behalf of the board by the following two directors:


J.P. Hartley, Chairman
26 September 2000


E.W. Davies, Managing Director
26 September 2000



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