Incitec Pivot : Appendix 4E & 2021 Full Year Financial Report

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Pivot Incitec

Limited

Appendix 4E

Preliminary final report

			ABN 42 004 080 264
Financial year ended		Previous financial year ended
(current period)		(previous corresponding period)
30 September 2021		30 September 2020
Results for announcement to the market
Extracts of the Incitec Pivot Limited results for the financial year ended 30 September 2021			$A mill
Revenues from ordinary activities	up	$A mill 406.3 (10.3%)	to	4,348.5
Net profit for the financial year attributable
to members of Incitec Pivot Limited	up	$A mill 25.7 (20.8%)	to	149.1
Profit after tax excluding individually material items
attributable to members of Incitec Pivot Limited	up	$A mill 170.4 (90.5%)	to	358.6
			Franked amount
	Amount per security	per security
Dividends	cents			cents
Current Period
Interim dividend	1.0			1.0
Final dividend	8.3			1.2
Previous corresponding period
Interim dividend	nil			nil
Final dividend	nil			nil

Record date for determining entitlements to the final dividend: 2 December 2021

Payment date of final dividend: 16 December 2021

The Dividend Reinvestment Plan remains suspended until further notice and will not be in operation for the 2021 final dividend.

	Current period	Previous corresponding period
Net tangible asset backing per ordinary security	$1.22	$1.12

Net tangible assets include the right-of-use assets recognised under AASB 16 Leases.

The information should be read in conjunction with the consolidated financial report, which is set out on pages 46 to 82.

For the profit commentary and any other significant information needed by an investor to make an informed assessment of Incitec Pivot's results please refer to the accompanying Incitec Pivot Limited Profit Report.

Conduit foreign income component:
Current period		Previous corresponding period
Interim dividend		Interim dividend
Ordinary	nil	Ordinary	nil
Final dividend		Final dividend
Ordinary	7.1 cents	Ordinary	nil

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For personal use only

Contents

Directors' Report	3
Auditor's Independence Declaration	44
Financial Report	45
Audit Report	84

Annual General Meeting

The Annual General Meeting will be held as follows:

Location	The Annual General Meeting will be held
	as a virtual meeting via an online platform.
Date	17	December 2021
Time	11.00 am (AEDT)
Approximate date the annual report will be available	25	November 2021

Compliance Statement

This report has been prepared under accounting policies which comply with the Corporations Act 2001 (Cth), the Accounting Standards and other mandatory professional reporting requirements in Australia, and the Corporation Regulations 2001 (Cth).

This report uses the same accounting policies as the financial statements prepared under the Corporations Act 2001 (Cth). This gives a true and fair view of the matters disclosed. The financial report is based on accounts which have been audited.

For further information, please contact:

Investor Relations

Geoff McMurray

1. 03 8695 4553

1. 0418 312 773

1. [e-mail]

Limited Pivot Incitec

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REPORT	DIRECTORS' REPORT
	The directors of Incitec Pivot Limited (the Company or IPL) present their report together with the financial report of the Company and its
	controlled entities (the Group) for the year ended 30 September 2021 and the auditor's report.
	The following sections of the Annual Report form part of, and are to be read in conjunction with, this Directors' Report:
	»	Board of Directors
	» Operating and Financial Review (OFR)
	»	Remuneration Report
	»	Auditor's Independence Declaration
onlyDIRECTORS'

Directors

Particulars of the qualifications, other directorships, experience and special responsibilities of each Director as at the date of this report are set out in the Board of Directors section.

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	During the financial year, the following changes to the composition of the Board of Directors occurred:
	» Mr Biltz was appointed as a director on 1 December 2020
	» Ms McGrath retired as a director on 18 December 2020 (at the conclusion of the Company's 2020 Annual General Meeting)
	» Ms Dwyer was appointed as a director on 20 May 2021
	Directors' meetings
	The number of Board and Board Committee meetings attended by each of the directors of the Company during the financial year
	are listed below:
personalFor													Health, Safety,
								Audit and Risk					Environment and
								Management	Remuneration	Nominations	Community	Additional
							Board	Committee	Committee	Committee	Committee	Meetings (3)
	Director - Current (1)(2)	Held	Attended	Held	Attended	Held	Attended	Held	Attended	Held	Attended	Held	Attended
	B Kruger (4)		8	8	-	5	2	4	2	2	6	6	5	5
	G Biltz (5)		7	7	-	-	-	-	-	-	5	5	2	2
	B Brook		8	8	5	5	4	4	2	2	-	3	5	5
	T Dwyer (6)		3	3	2	2	2	2	-	1	-	2	-	-
	X Liu (7)		8	8	5	5	-	4	-	-	6	6	3	3
	G Robinson (8)		8	8	4	4	4	4	2	2	-	4	3	3
	J Johns		8	8	-	5	-	4	-	-	6	5	5	5
	Director - Former
	R McGrath (9)		2	2	1	1	-	-	-	-	2	2	1	1
		Chairman			Member

Limited Pivot Incitec

1. 'Held' indicates the number of meetings held during the period that the director was a member of the Board or Committee.
2. 'Attended' indicates the number of meetings attended. Directors who are not members of the Board Committees do attend Committee meetings from time to time (as non-executive directors have a standing invitation to attend all Committee meetings).
3. Reflects the number of additional formal Board meetings attended by each director during the financial year, and includes attendance at Board Sub-Committee meetings where any two directors are required to form a quorum.
4. Mr Kruger was a member of the Remuneration Committee until 20 May 2021 and attended two scheduled meetings during the period he was a member.
5. Mr Biltz was appointed as a director on 1 December 2020 and as a member of the Health, Safety, Environment and Community Committee with effect from 18 December 2020.
6. Ms Dwyer was appointed as a director on 20 May 2021 and as a member of the Audit and Risk Management Committee and the Remuneration Committee with effect from 20 May 2021.
7. Dr Liu was appointed Chairman of the Health, Safety, Environment and Community Committee with effect from 18 December 2020.
8. Mr Robinson was appointed as a member of the Audit and Risk Management Committee and the Nominations Committee with effect from 18 December 2020.
9. Ms McGrath retired as a director on 18 December 2020.

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Total Dividend amount

per share $mill

Franked percentage

Date of payment

Directors' interests in share capital

The relevant interests of each director in the share capital of the Company as at the date of this report is disclosed in the Remuneration Report.

Company Secretary

Ms Richa Puri was appointed to the role of Company Secretary on 8 August 2019. Ms Puri (LLB (Hons), B. Com (Accounting), FGIA, GAICD) is a corporate lawyer and governance adviser with over 15 years relevant professional experience. She has practiced as a

onlyPrincipal activities

awyer for legal firms in Australia and has experience in providing in-house legal, governance and company secretarial advice to ASX

listed companies.

The principal activities of the Group during the course of the financial year were the manufacture and distribution of industrial explosives, industrial chemicals and fertilisers, and the provision of related services. No significant changes have occurred in the

usenature of these activities during the financial year.

Dividends

Dividends since IPL's 2020 Annual Report:

Dividend type

Paid during the financial year

personal	2020 final dividend	Nil	Nil	N/A	N/A
2021 interim dividend	1.0 cent	19.4	100% franked	2 Jul 2021
To be paid after end of the financial year
2021 final dividend	8.3 cents	161.2	14% franked	16 Dec 2021

Review and results of operations

A review of the operations of the Company during the financial year, the results of those operations and the Company's financial position is contained in the OFR.

Significant changes in the state of affairs

There have been no significant changes to the Group's state of affairs during the financial year other than the position with respect to Gibson Island. On 8 November 2021, IPL announced that it was unable to secure an economically viable long-term gas supply for its Gibson Island plant beyond its current gas supply arrangements which expire at the end of December 2022 and accordingly manufacturing operations at the site will cease at that date. The financial impact of the closure has been accounted for in the 2021 financial year. Further details are provided in the OFR and note 12 to the financial statements.

ForEvents subsequent to reporting date

In November 2021, the Board determined to pay a final dividend for the Company of 8.3 cents per share, 14% franked, to be paid on 16 December 2021. The record date for entitlement to this dividend is 2 December 2021. The total dividend payment will be $161.2m.

On 8 November 2021, IPL announced that manufacturing operations at Gibson Island will cease at the end of December 2022.

Other than the matters reported on above, the directors have not become aware of any other significant matter or circumstance that has arisen since the end of the financial year, that has affected or may affect the operations of the Group, the results of those operations, or the state of affairs of the Group in subsequent years, which has not been covered in this report.

Likely developments

The OFR contains information on the Company's 2021 financial performance and prospects for future financial years, and refers to likely developments in the Company's operations and the expected results of these operations in future financial years. Information on likely developments in the Company's operations for future financial years and the expected results of those operations together

with details that could give rise to material detriment to the Company (for example, information that is commercially sensitive, confidential or could give a third party a commercial advantage) have not been included in this report where the directors believe it would likely result in unreasonable prejudice to the Company.

Environmental regulation and performance

The operations of the Group are subject to environmental regulation under the jurisdiction of the countries in which those operations are conducted including Australia, United States of America, Mexico, Chile, Canada, Indonesia, Papua New Guinea and Turkey. The Group is committed to complying with environmental legislation, regulations, standards and licences relevant to its operations.

The environmental laws and regulations generally address certain aspects and potential impacts of the Group's activities in relation to, among other things, air and noise quality, soil, water, biodiversity and wildlife. The Group operates under a Global Health, Safety and Environment Management System which sets out guidelines on the Group's approach to environmental management, including a requirement for sites to undertake an Environmental Site Assessment.

In certain jurisdictions, the Group holds licences for some of its operations and activities from the relevant environmental regulator. The Group measures its compliance with such licences and reports statutory non-compliances as required.

Measurement of the Group's environmental performance, including determination of areas of focus and assessment of projects to be undertaken, is based not only on the actual impact of incidents, but also upon the potential consequence, consistent with IPL's risk-based focus.

During the year, the Group has continued to focus on licence compliance and identification and mitigation of environmental risks. Remediation works have progressed at a number of sites in Australia and the United States.

Environmental performance has seen a substantial improvement with zero Significant Environmental Incidents reported in the

2021 financial year. This result has highlighted the importance of delivering specific environmental improvement plans to achieve sustainable improvement. The implementation of our Compliance Management Framework, with a continued focus on environmental compliance across the organisation through automation, increased controls, and improved practices has delivered significant improvement in our environmental performance.

During the 2021 financial year, a Penalty Infringement Notice (PIN) for $13,345 was issued to Phosphate Hill operations on 18 December 2020 by the Department of Environment and Science (DES) for an incident that occurred in the 2020 financial year. This fine was issued for the contravention of a condition of the site environmental licence relating to the capacity of a gypsum storage facility spillway. The DES was advised proactively of this situation in September 2020. Construction works to rectify the spillway capacity are underway.

REPORT DIRECTORS'

Limited Pivot Incitec

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REPORT	In the United States, ongoing compliance monitoring and
implementation of physical improvements at both the Carthage
and Louisiana, Missouri sites is progressing to plan. Both sites
submit quarterly reports to the Environmental Protection Agency
	(EPA) documenting the status of this progression and to date
	have met all Consent Decree milestones.
	Indemnities and insurance
	The Company's Constitution provides that, to the extent permitted
	by law, the Company must indemnify any person who is, or has
	been, a director or secretary of the Company against any liability
	incurred by that person including any liability incurred as an officer
	of the Company or a subsidiary of the Company and legal costs
	incurred by that person in defending an action.
	The Constitution further provides that the Company may enter
	into an agreement with any current or former director or
onlyDIRECTORS' secretary or a person who is, or has been, an officer of the
	Company or a subsidiary of the Company to indemnify the
	person against such liabilities.
	In accordance with the Company's Constitution, the Company has
	ntered into Deeds of Access, Indemnity and Insurance with each
	director of the Company and certain officer's and members of senior
	management. Pursuant to those deeds, the Company has paid a
	premium in respect of a contract insuring directors and officers of
	the Group against any liability for costs and expenses incurred by
	them in defending civil or criminal proceedings involving them
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	as such officers, with some exceptions. The contract of insurance
	prohibits disclosure of the nature of the liability insured against
	and the amount of the premium paid.
	Auditor independence and non-audit services
	Deloitte Touche Tohmatsu (Deloitte) was appointed as the
	Company's external auditor at the 2011 Annual General Meeting
	and continues in office in accordance with section 327B(2) of the
	Corporations Act 2001. Mr Tim Richards is the Company's lead audit
	partner for the 2021 financial year.
	The Group may decide to engage the auditor, Deloitte, for the
	provision of non-audit services, where such services are not in
	conflict with their role as auditor and their expertise and/or detailed
	experience with the Company may allow cost efficiencies for the
	work.
	The Board has considered the position and, in accordance with
	advice received by the Audit and Risk Management Committee, is
	satisfied that the provision of non-audit services during the year by
	Deloitte is compatible with the general standard of independence
	for auditors imposed by the Corporations Act 2001 and does not
personalcompromise the external auditor's independence.
	The Board also notes:
	» the engagements for all non-audit services provided by Deloitte
	were reviewed by the Chief Financial Officer, and where relevant,
	approved by the Audit and Risk Management Committee, in
	accordance with the Committee's Charter and the Company's
	policy on the engagement of the external auditor for the
	provision of non-audit services to ensure they do not impact the
Forintegrity and objectivity of the auditor; and
	» the non-audit services provided by Deloitte did not undermine
	the general principles relating to auditor independence as set
Incitec	out in APES 110 Code of Ethics for Professional Accountants, as
they did not involve reviewing or auditing the auditor's own
work, acting in a management or decision making capacity for
Limited Pivot	the Group, acting as an advocate for the Group or jointly sharing
economic risks or rewards.

Deloitte provided non-audit services to the amount of $70.4k during the year ended 30 September 2021 (refer to note 23 to the financial statements).

The lead auditor has provided a written declaration that no professional engagement for the Group has been carried out during the year that would impair Deloitte's independence as auditor. A copy of the auditor's independence declaration is set out on page 44 and forms part of this report.

Proceedings on behalf of IPL

No application has been made under section 237 of the Corporations Act 2001 in respect of IPL, and there are no proceedings that a person has brought or intervened in on behalf of IPL under that section.

Rounding

As the Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors' Reports) Instrument 2016/191, the amounts shown in this report and in the financial statements have been rounded off, except where otherwise stated, to the nearest one hundred thousand dollars.

The Directors' Report, which includes the OFR and the Remuneration Report, is signed in accordance with a resolution of the directors of Incitec Pivot Limited.

Brian Kruger

Chairman

Jeanne Johns

Managing Director & CEO

15 November 2021

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