Vector AR’19 ― statutory information
statutory information
Interests register Each company in the group is required to maintain an interests register in which the particulars of certain transactions and matters involving the directors must be recorded. The interests registers for Vector Limited and its subsidiaries are available for inspection at their registered offices. Particulars of entries in the interests registers made during the year ended 30 June 2019 are set out in this Statutory Information section. Information used by directors During the financial year there were no notices from directors of Vector Limited, or any subsidiary, requesting to use information received in their capacity as a director which would not otherwise have been available to them. Indemnification and insurance of directors and officers As permitted by the constitution and the Companies Act 1993, Vector Limited has indemnified its directors, and those directors who are directors of subsidiaries against potential liabilities and costs they may incur for acts or omissions in their capacity as directors. In addition, Vector Limited has indemnified certain senior employees against potential liabilities and costs they may incur for acts or omissions in their capacity as employees of Vector Limited, or directors of Vector subsidiaries or associates. During the financial year, Vector Limited paid insurance premiums in respect of directors and certain senior employees’ liability insurance which covers risks normally covered by such policies arising out of acts or omissions of directors and employees in their capacity as such. Insurance is not provided for criminal liability or liability or costs in respect of which an indemnity is prohibited by law. Donations Vector Limited made donations of $615 during the year ended 30 June 2019. Subsidiaries of Vector Limited made donations of $12,004 during the year ended 30 June 2019. Credit rating At 30 June 2019 Vector Limited had a Standard & Poor’s credit rating of BBB/stable, and a Moody’s credit rating of Baa1/stable. NZX regulation waivers and rulings Under a decision dated 22 June 2005 Vector Limited was granted waivers from the requirements of listing rules 3.1.1, 3.1.2, 7.3.3 to 7.3.8, and 9.1.1 to allow its constitution to contain provisions which are not ordinarily contained in the constitution of a company listed by NZX, giving certain approval rights to Entrust. Vector has been given a non-standard designation by NZX due to the inclusion of these provisions in its constitution. Under a decision dated 12 September 2008, Vector Limited was granted a waiver from listing rule 9.3.1 allowing Entrust to vote on shareholder resolutions for director remuneration increases. Under a decision dated 6 October 2006 Vector Limited was granted a waiver from listing rule 3.5.1 permitting payment of director remuneration to board members of Liquigas Limited. On 1 July 2019 Vector Limited transitioned to updated listing rules. Vector has applied to NZX Regulation to redocument the existing waivers summarised above for the equivalent provisions in the updated listing rules. Until NZX Regulation has finalised this process, Vector Limited is relying on a class waiver dated 19 November 2018 that carries over the waivers to the new listing rules until 30 June 2020. Exercise of NZX powers NZX did not exercise any of its powers set out in Listing Rule 5.4.2 (relating to powers to cancel, suspend or censure an issuer) with respect to Vector Limited. Trustees of Entrust During the year ended 30 June 2019, Vector Limited made payments to M Buczkowski, J Carmichael and K Sherry, trustees of Entrust (Vector Limited’s majority shareholder) totalling $196,996 in respect of their roles as directors on the Vector Limited board. Subsidiaries and associates A list of each of the company’s subsidiaries and associates is contained on pages 68 and 69. The company has not gained or lost control of any entity during the year ended 30 June 2019.
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