Vital notice of annual meeting 2017

The 2017 Annual Meeting of unitholders of Vital Healthcare Property
Trust will be held at the Pullman Hotel (Corner Princes Street and
Waterloo Quadrant) Auckland, in the Princes Ballroom, on Thursday,
09 November 2017 commencing at 1.00pm
20 October 2017
NOTICE OF ANNUAL MEETING
2017

NOTICE OF
MEETING
Notice is hereby given that the 2017 annual meeting of Vital Healthcare
Property Trust (the Trust) unitholders will be held at the Princes
Ballroom, Pullman Hotel, Corner Princes Street and Waterloo Quadrant,
Auckland on Thursday, 09 November 2017 commencing at 1.00 pm.
Agenda
Chairman of the Manager and Chief Executive Officer presentations.
Annual Financial Statements
The annual financial statements of the Trust for the year ended 30 June 2017 will be
tabled at the meeting.
Resolution – Re-Election of Mr Graeme Horsley
To consider and, if thought fit, pass the following resolution:
That Mr Graeme Horsley be re-elected as an Independent Director of Vital Healthcare
Management Limited, (Manager) the manager of the Trust.
The biographical details of Mr Horsley are set out in the Explanatory Notes.
By Order of the Manager
VITAL HEALTHCARE PROPERTY TRUST
NOTICE OF ANNUAL MEETING 2017
Graeme Horsley MNZM
Independent Chairman
Vital Healthcare Management Limited
Dated 20 October 2017

PROCEDURAL
NOTES
Vital Healthcare Management Limited, Level 16, AIG Building, 41 Shortland Street, Auckland 1010.
PO Box 6945, Wellesley Street, Auckland 1141.
T 0800 225 264 | F 09 377 2776
Attendance and voting rights
1. Every unitholder, or that unitholder’s
proxy or representative, is entitled to
attend the meeting and vote. On a poll,
each unitholder has one vote for each
unit.
2. If you are attending the meeting and
voting in more than one capacity
(e.g. also as proxy, attorney or
representative for one or more other
unitholders), you must fill out separate
voting papers in respect of each
capacity in which you vote.
Proxies
3. A unitholder entitled to attend and vote
at the meeting is entitled to appoint
a proxy to attend and vote instead
of that unitholder. A proxy need not
be a unitholder. A unitholder may
appoint the Chairman of the meeting,
or another person, to act as proxy. A
proxy form is enclosed. If the Chairman
of the meeting or an officer of Trustees
Executors Limited (the Trustee) is
appointed to act as proxy and is not
directed on how to vote, then pursuant
to clause 9(c) Schedule 1 of the Trust
Deed (Trust Deed) relating to the
Trust, the proxy will vote in such a
manner as he or she thinks fit.
4. A unitholder wishing to appoint a proxy
should complete the enclosed proxy
form. All joint holders must sign the
proxy form.
5. A proxy granted by a company must
be signed by a duly authorised officer
or attorney who is acting under
the company’s express or implied
authority.
6. If the proxy is signed under a power of
attorney or other authority, that power
of attorney or other authority or a copy
of such power of attorney or authority
certified by a Notary Public or in such
manner as the Manager shall approve
(unless previously provided to the
Trust) and a completed certificate of
non-revocation, must accompany the
proxy form.
7. Completed proxy forms must
be received by the Registrar,
Computershare Investor Services
Limited at either Level 2, 159
Hurstmere Road, Takapuna, Auckland
or Private Bag 92119, Auckland 1142
or via email at corporateactions@
computershare.co.nz or via facsimile
+64 9 488 8787, by no later than
1.00pm on Tuesday, 7 November
2017 (being 48 hours before the
meeting).

EXPLANATORY
NOTES
www.vhpt.co.nz
Election of Independent Director
Under clause 30.4 of the Trust Deed, at
the time of each annual meeting, one
unitholder elected Independent Director
is to retire from office as a director of the
Manager. The Independent Director to retire
is to be the person who has been longest
in office since he or she was last elected or
appointed.
Mr Horsley retires from office at this annual
meeting and, being eligible, will stand for
re-election. The biographical details of Mr
Horsley are set out on this page.

No nominations for Independent Directors
were received by the Manager this year
prior to the closing date for nominations. As
the number of persons eligible for election
is equal to the number of Independent
Directors who may be elected at the
annual meeting, if more votes are received
in favour of Mr Horsley re-election than
against, then he will be re-elected as an
Independent Director pursuant to clause
30.8 of the Trust Deed. The Board of the
Manager has determined that Mr Horsley,
if re-elected, will be an “independent
director” in terms of the NZX Main Board
Listing Rules.
Biographical notes – in respect of
Mr Horsley.
Graeme Horsley has over 40 years’
property valuation and consultancy
experience, including 14 years with Ernst &
Young New Zealand, where he was Partner
and National Director of the Real Estate
Group.
A professional director, Graeme is an
Independent Director of Willis Bond
Capital Partners and Accessible Properties
Limited. He was the deputy chair of the
Bay of Plenty DHB for nine years. He is a
Member of the New Zealand Order of Merit,
a Life Fellow of the Property Institute of
New Zealand, an Eminent Fellow of the
Royal Institution of Chartered Surveyors
and a Chartered Fellow of the Institute of
Directors.
This notice of meeting is dated 20 October 2017 and has been prepared by Vital Healthcare Management Limited as Manager of Vital
Healthcare Property Trust. The information in this Notice of Meeting and any discussion at the meeting are general information only
and are not intended as investment or financial advice and must not be relied upon as such. You should obtain independent professional
advice prior to making any decision relating to your investment or financial needs.

Signing Instructions
Individual
A unitholder wishing to appoint a proxy should complete this proxy form.
Joint Holding
All joint holders must sign this proxy form.
Power of Attorney
If this proxy form is signed under a power of attorney or other authority, that
power of attorney or other authority or a copy of such power of attorney or
authority certified by a Notary Public or in such manner as the Manager shall
approve (unless previously produced to the Trust) and a completed certificate
of non-revocation, must accompany this proxy form.
Companies
A proxy granted by a company must be signed by a duly authorised officer or
attorney who is acting under the company's express or implied authority.
Comments & Questions
If you have any comments or questions for the Trust, please write them on a
separate sheet of paper and return with this form.
Returning your form
Completed proxy forms must be received by Computershare Investor Services
Limited at the mailing address, fax number or e-mail address shown above by
no later than 1.00pm on Tuesday, 7 November 2017 (being 48 hours before
the meeting).
Lodge your proxy
By Mail
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142, New Zealand
By Fax
+64 9 488 8787
By Email
vital@computershare.co.nz
For all enquiries contact
+64 9 488 8777
vital@computershare.co.nz
Attending the Meeting
If you plan to attend the meeting please bring this Voting/Proxy Form with you
to the meeting as it contains your attendance slip. All unitholders are entitled to
attend the meeting.
Appointment of Proxy
A unitholder entitled to attend and vote at the meeting is entitled to appoint a
proxy to attend and vote instead of that unitholder. A proxy need not be a
unitholder. A unitholder may appoint the chairman of the meeting, or another
person, to act as proxy. To do this, enter 'The Chairman of the Meeting' or the
name of your proxy in the space allocated in 'Step 1' of this form.
Voting of your holding
Unless otherwise instructed, the proxy will vote (or choose not to vote) as he or
she thinks fit. Should you wish to direct the proxy how to vote, please indicate
with a tick in the appropriate box overleaf.
If the chairman of the meeting or an officer of the Trustee is appointed to act as
proxy and is not directed how to vote, then pursuant to clause 9(c) of Schedule
1 to the Trust Deed, he/she will vote in such manner as he or she thinks fit on
any resolution.
Voting requirements
Resolution 1 is proposed under clause 30.4 of the Trust Deed. At the time of each
annual meeting, one unitholder elected Independent Director is to retire from office
as a director of the Manager. The Independent Director to retire is to be the person
who has been longest in office since he or she was last elected or appointed.
Mr Horsley retires from office at this annual meeting and, being eligible, will stand
for re-election.
Voting/Proxy Form
For your vote to be effective it must be received by 1:00pm Tuesday, 7 November 2017
Turn over to complete the form to appoint a proxy and vote
SAMPLE

Please note: This part of the form can only be used as voting instructions for a proxy vote or as a voting paper at the meeting. Please note that if units are held jointly, the
voting instruction is given on behalf of each joint holder. Unless otherwise instructed, the proxy will vote (or choose not to vote) as he or she thinks fit. Should you wish to
direct the proxy to vote, please indicate with a tick in the appropriate box below.
If you wish, you may appoint as your proxy "The Chairman of the Meeting" and direct how he/she is to vote on your behalf. If the Chairman is not directed, then pursuant
to clause 9(c) of Schedule 1 to the Trust Deed, he/she will vote on any resolution in such manner as he or she thinks fit.
Capitalised terms used but not defined in this Voting/Proxy Form have the meanings given to them in the Notice of Meeting accompanying this form.
as my/our proxy to vote for me/us at the annual meeting of unitholders of Vital Healthcare Property Trust to be held at the Princes Ballroom, Pullman Hotel, Corner
Princes Street and Waterloo Quadrant, Auckland on Thursday, 9 November 2017, commencing at 1:00 pm and at any adjournment of that meeting.
Unitholder 1 Unitholder 2 Unitholder 3
or Sole Director/Director or Director (if more than one)
Contact Name Contact Daytime Telephone Date
Signature of Unitholder/Unitholders This section must be completed.
SIGN
ATTENDANCE SLIP
Voting Instructions/Voting Paper
STEP 2
Annual meeting of unitholders of Vital Healthcare Property
Trust to be held at the Princes Ballroom, Pullman Hotel, Corner
Princes Street and Waterloo Quadrant, Auckland on Thursday,
9 November 2017, commencing at 1:00 pm
ForAgainst
Proxy
Discretion
Abstain
Resolutions
Resolution 1
That Mr Graeme Horsley be re-elected as an Independent Director of Vital Healthcare
Management Limited, (Manager) the manager of the Trust.
Voting/Proxy Form
Proxy Form (for use if you are unable to attend the meeting)
STEP 1
hereby appointof
or failing him/her
of
being a unitholder/unitholders of Vital Healthcare Property Trust
Tick þ in box to record your vote
SAMPLE