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Annual meeting presentation and address

AGM19 June 2019KPGReal Estate

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NZX RELEASE
20 June 2019

Annual meeting presentation and address



Address from the Chair

Introduction

Good morning ladies and gentlemen, and a warm welcome to the 2019 Kiwi Property annual

meeting of shareholders. We are delighted to be holding today’s meeting here at our iconic

mixed-use asset, Sylvia Park, and in the comfort of the newly refurbished HOYTS cinema. It is

great to see so many of you here today and we thank you for your attendance.

My name is Mark Ford. I am an independent director, chair of the board and chair of today’s

meeting. I am pleased to advise there is a quorum present and I declare this annual meeting of

shareholders open.

I would like to start by introducing my colleagues on the board.

> Mary Jane Daly – Mary Jane was appointed to our board in September 2014. She is an

Auckland-based professional director with a strong background in banking and finance.

Mary Jane also serves as the Chair of our Audit and Risk Committee. Mary Jane is up for re-

election today. Later in this meeting, she will provide you with more details about herself.

> Richard Didsbury – Richard was one of the founders of our business and brings extensive

property and business expertise to the board.

> Jane Freeman – Jane was appointed to our board in August 2014. She is an Auckland-based

professional director who has extensive retail experience in the field of customer-driven

technology. Jane also serves as Chair of our Remuneration and Nominations Committee.

> Mark Powell – Mark is now an Auckland-based professional director, following a successful

career as an executive leader in retail, wholesale and logistics in New Zealand and overseas.

Mark joined our board in October 2017.

> Mike Steur – Mike has been a director of our board since January 2010. He is an experienced

company director with over 30 years’ experience in the property sector.

In accordance with the NZX Listing Rules, the board has determined that all directors are

independent. The Notice of Meeting also contains further information on director independence.

Also joining us as at the table is our Chief Executive Officer, Clive Mackenzie and our GM Funds

Management and Capital Markets, Gavin Parker.

I would like to take this opportunity to introduce you formally to Clive, who joined us as our new

CEO in July last year. He brings with him extensive experience in retail and mixed-use property

development in New Zealand and the United States. Since 2011, Clive has held senior roles for

Westfield USA, most recently as Senior Vice President – Development East Coast. Prior to this, he

was General Manager Development for Westfield New Zealand.

We also have in the room with us today other members of the executive team. You will have the

opportunity to meet them following the conclusion of the meeting.

I extend a warm welcome to the team from our Registrar, Link Market Services. You will have met

them at the arrivals desk this morning. They will also help conduct the voting on the formal

business later in the meeting.

Finally, I also welcome Jonathon Skilton from our auditor, PwC, who will act as scrutineer for the

voting.




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Agenda (slide 2)

Moving to today’s agenda.

I will start with a brief address, including an overview of the evolution of Kiwi Property’s strategy

over the last year.

I will then invite Clive to provide you with an update on the Company’s results and achievements

for the year ended 31 March 2019, and a look at the opportunities ahead.

At the conclusion of these presentations, we will invite you to ask any questions you may have

about the Company.

We will then move to the formal business for today, being resolutions to:

> re-elect Mary Jane Daly to the board

> authorise the board to fix the auditor’s remuneration, and

> approve amendments to the Company’s Constitution to ensure it meets the requirements of

the updated NZX Listing Rules.

Turning now to my address, commencing with our strategic focus.

Our strategic focus: The three overarching pillars (slide 3)

In December 2018, we celebrated our 25th year as a New Zealand listed property entity. As we

have been from the very beginning, we are today a Company that focuses on delivering reliable

investment returns from a portfolio of high-quality New Zealand property. Sylvia Park stands

testament to this focus.

As New Zealand continues to grow, we have a strong opportunity to capitalise on that growth

and plan methodically for the future. Central to the growth of this nation is Auckland and the

golden triangle – the term economic commentators use to describe the geographic area

bounded by Auckland, Hamilton and Tauranga. It is where about 50 percent of New Zealand’s

population lives and much of the country’s economic activity takes place.

For these reasons, we have an investment bias towards Auckland and the golden triangle, where

a strong economy and growing population present a myriad of opportunities to provide places

for people to work, shop, live and play.

Our strategy has three key areas of focus.

We will continue to optimise the performance of our property portfolio, with a focus on core asset

management, as well as new income opportunities.

We have adopted a much more determined focus on mixed-use property, where we can

intensify our large landholdings into mixed-use communities. We see these communities as

thriving destinations with outstanding transport infrastructure that combine a range of

complementary uses, such as retail, office, dining, entertainment, hotel, civic, leisure and

residential.

The benefit of this strategic focus is compelling. By owning a group of assets that provide

complementary economic benefits, we can provide better income diversity and generate

reliable returns through the property cycle. Clive will share with you some examples of where we

are bringing this vision to life.

Finally, the re-organisation of our executive team in March of this year provided us with a new

platform to pursue more deliberately funds management opportunities, with the aim of

diversifying and growing our income streams.

Gavin Parker, our former Chief Operating Officer, is heading up this focus and is tasked with

uncovering potential investment opportunities and like-minded investment partners.

The executive team restructure was designed to align our executives to our business strategy,

and to execute on our growth opportunities.




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Mixed-use communities: The way forward (slide 4)

I’d like to take a moment to explain further what we mean by mixed-use property.

We see mixed-use as the strategic combination of complementary assets or uses to create

inspiring places where customers, visitors, businesses and people can thrive.

These include places to work, shop, live and play, as well as places where people can interact,

connect and relax.

By extension, this may include retail, office, dining, entertainment, hotel, civic, medical, leisure

and residential uses.

We see some common denominators as crucial to the success of a mixed-use development.

These include:

> a carefully curated mix of buildings and public spaces

> great access to transport, and

> a focus on community and sustainability.

Naturally, our focus is always on investment returns so it is important that such developments are

market-led and possess strong investment qualities.

If you would like to learn more, I encourage you to read our 2019 annual report, which is

available on our company website.

Our mixed-use opportunities (slide 5)

This year we have taken a step towards realising our vision through the creation of a ‘mixed-use’

portfolio of assets, where we have traditionally been retail or office focused.

Our mixed-use portfolio includes those property assets we see as having the necessary size,

location or zoning to support further intensification.

This portfolio includes existing assets:

> Sylvia Park, including Sylvia Park Lifestyle

> LynnMall, and

> The Base, which we hold in joint venture with Tainui Group Holdings.

When ultimately developed, our Drury assets will also be classified as a mixed-use asset.

As you can see from this slide, across these four assets we manage over 120 hectares of land.

Common to all of these assets are that they are located close to railway lines, bus routes or

motorway interchanges which we know from experience helps to better attract customers,

visitors and employees.

I will now invite Clive to provide you with a detailed update on the Company’s activities and

results for the financial year.

Chief Executive Officer’s address

Chief Executive Officer’s breaker slide (slide 6)

Thanks Mark and good morning everyone. It is great to be presenting here today at my first

annual meeting for Kiwi Property.

Before I begin, I just want to say how impressed I have been by the strength of both the

investment portfolio and the passion of the team in their pursuit of excellence. I have been very

warmly welcomed here and believe in the forward strategy, knowing that it leverages Kiwi

Property’s strengths and positions us well to grow with New Zealand.

It has been a busy financial year, not just for me as your new CEO, but also for the entire Kiwi

Property team.




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I will start my address by looking at the highlights of the year and what this means for our business

looking through the strategic lens that Mark has just outlined. We will then review the 2019

financial results.

Development pipeline (slide 7)

As Mark mentioned, in recent years we have been rebalancing the composition of our property

portfolio in favour of a greater exposure to Auckland and the golden triangle.

More recently, this has involved the sale of two non-core assets, being North City shopping centre

in Porirua and the Wellington office tower, The Majestic Centre. We have redeployed the funds

from these sales into strategic value-add development opportunities – predominantly here at

Sylvia Park.

Now, the slide in front of you may seem busy – because it is – but this is our potential pipeline of

new investment opportunities.

The navy blue bars at the top left of the chart highlight the $140 million in property developments

we completed during the year at three of our assets.

The teal bars show the $269 million of developments we currently have in progress here at Sylvia

Park.

In the grey bands in the lower half of the slide, you can see what opportunities we have in the

planning phase – all largely designed to build on our mixed-use vision.

Over the next few slides, we will look in detail at some of our completed and in-progress

development projects.

Sylvia Park: Centre plan (slide 8)

Commencing with Sylvia Park, which is already New Zealand’s favourite shopping centre. Our

plans are to create an even more exciting destination. A place that will demonstrate what can

be achieved for our customers, visitors, and the thousands of people who work at Sylvia Park,

through further strategic intensification.

We have a number of projects recently completed or underway. This plan shows the location of

the various projects and provides context as we talk to each them in more detail over the next

few slides.

> In December 2017, we completed a new dining precinct now named, The Grove Dining

District, marked in the dark blue outline on the left of the slide. Judging by its positive trading

performance, this has been a welcome addition for our customers and visitors alike.

> Below this, in green outline, is our first office building, ANZ Raranga, which opened in

December 2018.

> In front of this again, marked in a dotted green outline, is the site for our proposed second

office building and potential hotel.

> To the centre of the picture – the area marked in light blue – is our new central multi-deck

carpark providing further carparks for our visitors.

> The pink outline area is our latest exciting development where we are adding a second level

retail galleria which, as you can see, spans the distance of the current south end of the mall.

> We are also adding a new Kmart store, which you can see marked in red.

> Finally, the area marked in purple is a further multi-deck carpark, which will provide

unparalleled visitor amenity by adding another 900 carparks to offer a total of 5,000 visitor

carparks.

Looking now at each of these projects in more detail.





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Sylvia Park: ANZ Raranga (slide 9)

This year we successfully completed our striking new 10-level office building. Given its presence, it

is hard to miss – so I am sure all of you saw it on your arrival here this morning.

Our anchor tenant, ANZ, took naming rights and has named the building ‘ANZ Raranga’.

Raranga is a traditional weaving technique specifically relating to the creation of traditional flax

baskets. It is a symbol of togetherness and encapsulates ANZ's vision of being a more connected

and collaborative workplace.

In addition to ANZ, the remaining office space is fully let to IAG, KiwiRail and Roche. IAG has

been in occupation since late last year, ANZ is currently moving into the building and KiwiRail and

Roche will occupy the building in the coming months.

The seamless integration of the building into the heart of The Grove Dining District adds fantastic

amenity for our commercial tenants and their employees, and a new source of customers for our

retailers. It is anticipated that there will be over 1,000 workers occupying the office building. That

is a permanent weekday population of customers who will dine, shop and use services at Sylvia

Park.

We are pleased to have delivered the project on budget and that it will generate a yield of 7.5%

following full occupation of the tenants.

With the first office building now fully leased, we are already taking enquiries for a second

building with the possible inclusion of a hotel being investigated.

Sylvia Park: Central carpark (slide 10)

To make the visitor journey easier, in November last year we opened our new central carpark,

which provides an extra 590 spaces, including seven electric-vehicle charging stations.

The project was also completed on time and on budget.

Sylvia Park: Kmart (slide 11)

There is good news for shoppers, with popular retailer Kmart opening up here at Sylvia Park soon.

Kmart are a much-loved brand with our customers, and we are excited to have them. So,

please, come back and shop with us later this year!

Sylvia Park: Galleria and south carpark (slide 12)

We are also making great progress on our retail galleria and south carpark development, with

construction well advanced and leasing running to programme.

We are now finalising negotiations with key international and national tenants. Those discussions

have given us confidence to increase the size of the development and to make design

enhancements. An additional $35 million has been approved for these changes, taking the total

project cost to $258 million.

The project will provide an additional 19,000 square metres of new retail space, anchored by a

flagship Farmers department store, with approximately 60 new retailers. That will take the total

number of stores here to close to 270.

The project is expected to deliver an initial yield of 5.7%, growing to 6.2% in year three, and a

development margin of over $30 million.

The scheduled opening date in mid-2020.

Sylvia Park: Galleria and south carpark, progress photo (slide 13)

The photo on this slide shows the scale and great progress we are making on this project. In the

foreground are the galleria works. Moving up to the top centre of the picture you can see our

new office building, ANZ Raranga.




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Northlands: Langdons Quarter (slide 14)

Outside of Auckland, we completed our Langdons Quarter dining precinct at Northlands in

Christchurch during the year, bringing fourteen new or refreshed food and beverage concepts to

the centre.

This is another example of how we are evolving the offer at our centres, creating social

engagement through a greater focus on food, hospitality and entertainment.

The precinct has been well received by customers and operators alike, with a 35% increase in

foot traffic at the southern end of the centre, driving positive trading results for the various

operators, including the cinemas.

Drury (slide 15)

We are excited about our longer-term opportunities at Drury, in Auckland’s South.

Our plans for a mixed-use community at Drury on our 51-hectare site are continuing, with

Auckland Council expected to approve the proposed structure plan for the area during 2019.

We are supportive of Council’s proposed structure plan document, which reinforces our vision by

incorporating the principal centre for the area on the land owned by Kiwi Property, with a nearby

train station and excellent motorway and main arterial road connections.

Once Council-ratified, we will be able to proceed with a private plan change to rezone the land,

which we are currently preparing for lodgement.

In the meantime, we are also working with our consultant team on masterplanning, costing and

feasibilities for an exciting, integrated mixed-use community. As you would expect from Kiwi

Property, we will be drawing on global best practice, and in deep consultation with the local

community and authorities, to deliver a high-quality community of assets, which will be delivered

over several decades.

The artist’s impression on this slide shows ‘Homestead Park’. As a nod to the history of the area,

we are looking to preserve the old homestead and incorporate it as a central focus point of the

community.

Sound financial results (slide 16)

Moving now to our financial results.

For the year ended 31 March 2019, we have again produced sound financial results.

As I talked about earlier, we have sold non-core assets and are reinvesting the funds from those

sales in to the long-term value-add projects we just talked about.

The impact of these strategic initiatives are evident in our numbers this year, with our lower

revenue and funds from operations naturally reflecting those property sales and short-term

development impacts.

However, our initiatives have resulted in a stronger portfolio of assets, as evidenced by our after

tax profit which was up $18 million, or 15%, on the prior year due to stronger revaluation gains.

Our balance sheet remains strong (slide 17)

Our balance sheet remains in a strong position.

Our portfolio is now valued at $3.2 billion, $155 million higher than last year due to acquisitions,

development expenditure and revaluation gains, offset by the sale of North City.

Our year-end gearing was 31%, comfortably within our target band.

We continue to be active in our capital management programme (slide 18)

We have always been active managers of our capital and this year we issued our fourth bond

series and extended bank debt facilities.




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Our bond issue raised $100 million, which we used initially to pay down bank debt. We also

extended $165 million of bank debt facilities.

These initiatives helped reduce our weighted average cost of debt to a competitive 4.80% and

helped us maintain a healthy weighted average term to maturity for all debt facilities of 3.2 years.

Post balance date, we extended a further $166 million of bank debt facilities, which has

improved the weighted average term to maturity to 3.7 years.

Our property portfolio continues to perform strongly (slide 19)

We continue to drive the performance of our property portfolio through active leasing and

positive rental outcomes.

During the year, the team delivered overall rental growth of 4.0% over previous passing rents.

Particularly impressive was the rental growth at our mixed-use assets, which was 9.1%, and our

office assets, which saw growth of 9.3%.

We finished the year with overall occupancy of 99.3% and a healthy weighted average lease

expiry of 5.2 years.

Positive retail sales (slide 20)

Looking at our retail sales for the year.

Across the portfolio, we generated $1.7 billion in retail sales, up 1.7% on last year. Across our

traditional shopping centre assets, sales grew by 2% to $1.53 billion.

It was particularly good to see further growth in foot traffic through our assets, especially

considering some of our centres were impacted by development activity.

This highlights both the strength of retail in New Zealand, which in terms of space per capita is

under-supplied relative to the US and Australia, and the mix of uses at our centres, which create

places for people to connect and socialise.

Of course foot traffic growth would mean nothing if it did not translate to better sales for our

retailers. And I’m pleased to say, it has.

Our specialty retailers improved their productivity to $11,000 per square metre, which in turn has

helped us grow our gross occupancy cost ratio to 12.1%.

Good performing categories included:

> commercial services - dominated by travel and mobile phone operators

> pharmacy and wellbeing - which includes cosmetics, hair and beauty operators, and our

> electronics retailers.

We’re playing our part (slide 21)

During the 2019 financial year, Kiwi Property continued the excellent sustainability record of

accomplishment that we have built up over the past 16 years.

This year, we joined some of New Zealand’s largest companies in the Climate Leaders Coalition –

a joint initiative to make a positive impact on climate change – something we have been

committed to for a long time, with a near halving of Kiwi Property’s carbon footprint since 2012.

Our waste to landfill achievements have been helped by the installation of water filling stations at

our properties. Since the programme began late last year, we estimate this has saved the

equivalent of 87,000 plastic bottles from potentially making their way into our oceans or landfills.

We have continued our rollout of charging stations for electric transport with electric-bike

charging stations now installed at LynnMall and seven new electric-car chargers in our new Sylvia

Park car parking facility.




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Following the success of the solar installation at Sylvia Park, we are now rolling out our second

installation at Northlands, bringing renewable energy to that centre, with more to follow across

the portfolio. When our roll-out programme is complete, we will be the largest commercial user

of solar energy in New Zealand.

Finally, we continue to work hard on improving the efficiency of our office buildings, all of which

have achieved at least an ‘excellent’ NABERSNZ rating.

If you would like to know more about our sustainability programme and achievements, we

encourage you to access our 2019 Sustainability Report, which is available on our website.

We have a clear focus for FY20 (slide 22)

That concludes my review of the 2019 financial year. To close out my address, let’s look at the

financial year ahead.

Now that we have re-set our strategy and aligned our executive team structure and capability,

we are focused on the opportunities at hand and delivering value for our shareholders.

We have a number of clear strategic priorities, the first being to transition our people and

processes completely to the new structure, while looking to align further capabilities across the

wider Kiwi Property team.

Operationally, we will focus on growing income through our existing assets and new

opportunities. It will take time as we wait for leases to expire, but our focus is to grow rental

revenue from our high-quality assets.

From a development perspective, there is a significant forward workload, much of which will see

us progress our mixed-use vision through completion or advancement of existing developments

at Sylvia Park, while progressing plans for Drury, The Base and LynnMall.

In the funds management space, we will actively pursue opportunities to leverage our portfolio

and management capability over a broader asset base to establish new sources of revenue.

Thank you, I will now hand you back to Mark to provide some concluding comments and to

conduct the formal business of the meeting. I look forward to chatting with some of you over a

cup of tea at the conclusion of the meeting.

Chairman’s concluding address

Outlook and dividend guidance (slide 23)

Thank you Clive, I’m sure you will agree that Kiwi Property is in a strong position and well poised

for growth. We have a:

> clear strategy

> portfolio of high-quality assets with robust investment metrics

> strong balance sheet

> pipeline of compelling development opportunities, and

> great team of people who are committed to the success of our business.

With that, I am pleased to advise that our cash dividend guidance for the year ending March

2020 is 7.05 cents per share, up from 6.95 cents per share – which as you see from the chart

continues the positive trajectory established for shareholder dividends.

On this subject, we have recently received feedback from some of our investors, including the

New Zealand Shareholders Association, about the level of our dividend relative to our AFFO or

Adjusted Funds from Operations. For those of you who are not familiar with the term AFFO, it is a

non-accounting standard measure that is commonly used by real estate entities to describe their

underlying cash flows from operations in a particular year. Those investors who have provided

feedback on this matter have questioned the rationale for paying out a dividend that exceeds

AFFO.




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As Clive mentioned earlier, we recently disposed of two non-core properties and we are

redeploying the proceeds from those asset sales into new development opportunities that offer

better long term returns for our shareholders. Understandably, the asset sales result in a

temporary drop in earnings until the earnings from the new developments come on-stream.

Rather than drop our dividend during this period of transition, we have chosen to smooth

dividends through this period and utilise a small amount of our $600 million of retained earnings.

We signalled this intent to our shareholders at our annual result in 2018, and noted that our

intention was to grow our AFFO over the next couple of years, which will be assisted by income

from the new developments.

We thank those investors who have taken the time to provide feedback on this matter and your

board will be considering this matter further over the coming months.

Questions (slide 24)

Ladies and gentlemen, that concludes our overview of the Company’s activities for the year

ended 31 March 2019.

Before we move to the formal business of the day, we would be happy to answer any questions

on the Company’s activities.

We ask that you limit your questions at this time to the Company’s activities. You will have an

opportunity to ask questions in relation to the formal business shortly.

As this is a shareholders’ meeting, only shareholders or appointed proxies can ask a question. If

you wish to speak, please wait to be handed a microphone.

Please introduce yourself, including whether you are a shareholder or a proxy holder, and state

your name.

Formal business (slide 25)

Thank you. We will now move to consider the formal resolutions of the meeting.

The resolutions for consideration today may only be voted on by shareholders (either in person or

by proxy). Voting on each resolution will be by poll. On a poll, each person voting at the

meeting and each shareholder who has cast a vote directed by proxy has one vote for each

share held.

I will put each resolution to the meeting and provide an opportunity for you to ask questions in

relation to that resolution. I ask that you keep the questions strictly to the resolution.

Again, as this is a shareholders’ meeting, only shareholders or appointed proxies can ask a

question. If you wish to speak, please wait to be handed a microphone. Please introduce

yourself, including whether you are a shareholder or a proxy holder, and state your name.

In respect of proxies received, if as the chair of the meeting I have been appointed to act as

proxy, and am not directed how to vote in respect of a resolution, I will vote in favour of the

resolution.

If you wish to cast your vote, you must tick one of the boxes on the voting card. If you do not tick

any box, your vote will not be counted.

If you do not have a voting card, please let one of the Link Market Services representatives know

immediately. If you do not have a pen, please indicate to one of the staff in the room, and they

will hand you one.

On completion of voting, representatives of Link Market Services will come around with ballot

boxes to collect the voting cards from you.




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Resolution 1 – Re-election of director: Explanatory information (slide 26)

Moving to resolution 1.

Resolution 1 is an ordinary resolution.

In accordance with NZX Listing Rules, Mary Jane Daly will retire at this meeting and offers herself

for re-election.

The board has determined that, if re-elected, Mary Jane will be an independent director for the

purposes of the NZX Listing Rules.

I will now ask Mary Jane to provide a brief address in support of her re-election.

Resolution 1 – Re-election of director: Explanatory information (slide 27)

Thank you Mark and good morning.

As Mark mentioned earlier, I joined the board in September 2014. The experience gained over

my career in banking and insurance, both here in New Zealand and in the UK, means I bring

particular expertise around finance, capital markets and risk management to the board. I am

also passionate about creating great experiences for customers and the community in a

sustainable way.

I have chaired the Audit and Risk Committee for Kiwi Property since October 2017 and have

chaired due diligence committees for both equity and debt issues by the Company. I have

brought an increased focus by the Audit and Risk Committee on risk management and it has

been pleasing to see our capabilities grow in this area.

In addition to my directorship at Kiwi Property, I am currently Deputy Chair of the board of the

Earthquake Commission and Airways Corporation, a director of Auckland Transport, Cigna Life

Insurance and OnePath Life.

Thank you. I will now pass you back to Mark.

Resolution 1 – Re-election of director: Recommendation and rationale (slide 28)

Thank you Mary Jane.

The board is committed to ensuring that it possesses the appropriate mix of skills, knowledge,

experience and diversity to discharge its role and responsibilities.

The board, other than Mary Jane, supports the re-election of Mary Jane as it considers that she

has the expertise to contribute to the overall skill set required by the board.

The board, other than Mary Jane, recommends that you vote in favour of the resolution.

Resolution 1 (slide 29)

I will now read the resolution.

That Mary Jane Daly be re-elected as a director of the Company.

Are there any comments or questions from shareholders on this resolution?

<<Q&A time>>

Thank you.

For this resolution to be passed, it must be approved by a simple majority of votes of those

shareholders entitled to vote and voting on the resolution, in person or by proxy.

I will now put the motion. Can you please tick one of the boxes on your voting card to indicate

the way you wish to vote on this resolution.

<<Pause for voting to be completed>>

Resolution 2 – A uditor’s remuneration: Explanatory information and recommendation (slide 30)

This resolution is sought to authorise the directors to fix the remuneration of the auditor pursuant to

Section 207(S)(a) of the Companies Act 1993.




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During the 2019 financial year, $279,000 was paid to PwC for audit and assurance related services

and $34,000 was paid for advisory services, primarily in relation to remuneration benchmarking

and design.

This is an ordinary resolution.

The board recommends that you vote in favour of the resolution.

Resolution 2 (slide 31)

I will now read the resolution.

That the directors be authorised to fix the auditor’s remuneration.

Are there any comments or questions from shareholders on this resolution?

<<Q&A time>>

Thank you.

In order for this resolution to be passed, it must be approved by a simple majority of votes of those

shareholders entitled to vote and voting on the resolution, in person or by proxy.

I will now put the motion. Can you please tick one of the boxes on your voting card to indicate

the way you wish to vote on this resolution.

<<Pause for voting to be completed>>

Amendment to the constitution of the company: Explanatory information and recommendation

(slide 32)

Moving now to resolution 3.

The former NZX Listing Rules, dated 1 October 2017, have been replaced by updated rules dated

1 January 2019. Kiwi Property opted into compliance with the updated rules, with effect from 1

April 2019.

As required by the Listing Rules, a number of amendments are required to be made to the

Company’s existing Constitution to ensure it meets the requirements of, and is consistent with, the

new Listing Rules. We have also taken this opportunity to update and clarify certain other

aspects of the Constitution.

A summary of the amendments required were provided in the Notice of Meeting, and a copy of

the updated Constitution has been made available since the release of the Notice of Meeting

on the Company’s website and at the Company’s registered office. A hard copy of the

updated Constitution has also been made available by the Registrar at the arrivals desk.

As required by the Listing Rules, our legal advisors, Russell McVeagh, have provided an opinion to

NZX that confirms that the amendments comply with the NZX Listing Rules.

The board recommends that you vote in favour of this resolution.

Resolution 3 (slide 33)

I will now read the resolution.

That the Company amend its existing Constitution, in the manner marked up in the Constitution

as presented to shareholders at the annual meeting.

Are there any comments or questions from shareholders on this resolution?

<<Q&A time>>

Thank you.

This is a special resolution.

For this resolution to be passed, it must be approved by a majority of 75% of votes of those

shareholders who are entitled to vote and voting on the resolution, in person or by proxy.




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I will now put the motion. Can you please tick one of the boxes on your voting card to indicate

the way you wish to vote on this resolution.

<<Pause for voting to be completed>>

Results of proxy voting (slide 34)

That completes voting on the resolutions. At this time, I would like to advise the outcome of proxy

votes that were lodged in respect of each of the resolutions. I will not read the proxy results for

each resolution, but they are shown up on the screen now.

I will now ask for the voting papers to be collected in the boxes being circulated.

<<Pause for voting papers to be collected>>

The Registrar will complete the counting of all votes and PwC will complete their duties as

scrutineer for the purposes of the poll. We will make an announcement of the results of the voting

to NZX once this process has been completed.

Closing slide

I now draw this meeting to a close. Thank you for your attendance and participation today. For

your information, a copy of this presentation and our addresses are available on our website.

We now invite you to join us for refreshments. These will be served in the lux lounge, just outside of

this theatre.

> Ends


Contact us for further information

Clive Mackenzie

Chief Executive Officer

clive.mackenzie@kp.co.nz

+64 9 359 4011

Gavin Parker

GM Funds Management and Capital Markets

gavin.parker@kp.co.nz

+64 9 359 4012


Stuart Tabuteau

Chief Financial Officer

stuart.tabuteau@kp.co.nz

+64 9 359 4025

About us

Kiwi Property (NZX: KPG) is the largest listed property company on the New Zealand Stock

Exchange and is a member of the S&P/NZX 20 Index. We’ve been around for 25 years and we

proudly own and manage a $3.2 billion portfolio of real estate, comprising some of New

Zealand’s best mixed-use, retail and office buildings. Our objective is to provide investors with

a reliable investment in New Zealand property through the ownership and active

management of a diversified, high-quality portfolio. S&P Global Ratings has assigned Kiwi

Property a corporate credit rating of BBB (stable) and an issue credit rating of BBB+ for each of

its fixed rate senior secured bonds. Kiwi Property is one of the highest rated New Zealand

companies within CDP (Carbon Disclosure Project) and is a member of FTSE4 Good, a series of

benchmarks and tradeable indices for ESG (Environmental, Social and Governance) investors.

Kiwi Property is licensed under the Real Estate Agents Act 2008. To find out more, visit our

website kp.co.nz

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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