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Ryman Annual Meeting 2019 Media Release and Presentation

AGM24 July 2019RYMHealthcare

Ryman Healthcare Ltd, 92 Russley Rd, Avonhead, Christchurch, New Zealand 8140



Media release – July 25, 2019

Annual Meeting release: Ryman Healthcare celebrates 20 years with

shareholders


Ryman Healthcare has celebrated a remarkable 20 years as a listed company with

shareholders at its annual meeting at Evelyn Page Retirement Village in Orewa.

Dr David Kerr, Chair of Ryman, thanked shareholders for their loyal support, and said the

best was yet to come.

Ryman listed in July 1999, raising $25 million to fund its expansion into the North Island.

In the two decades since, Ryman has invested $3.7 billion in a portfolio of villages in New

Zealand and Victoria, creating homes for more than 11,200 older people on both sides of

the Tasman at 36 communities. Ryman has never asked shareholders for additional capital.

Ryman had also returned more than $800 million in dividends to shareholders, and Ryman

shares are now worth more than 40 times their value at float.

The company was now one of New Zealand’s best loved brands, and more than 1 million

Kiwis have a stake in the company through KiwiSaver.

“It’s been a remarkable success story, more so than I think anyone involved at the time

could have imagined,’’ Dr Kerr said.

“We were unloved when we listed, the offer was under-subscribed and almost didn’t

happen.

“I believe we’ve been a success because we have never lost sight of what we were set up to

do – provide the best of care for older people.

“We’ve been blessed with a team of people with kindness and compassion in their DNA

who have built a wonderful culture of care.

Ryman’s co-founders John Ryder and Kevin Hickman listed to provide the capital they

needed to gear up for the enormous growth in the ageing population expected when the

Baby Boomers retired.

That boom is only just about to hit, and Ryman has a record pipeline of villages to develop

to cope with the growth ahead.

Ryman Healthcare Ltd, 92 Russley Rd, Avonhead, Christchurch, New Zealand 8140

“We’ve come a long way since 1999, but I have the real sense that we are only just getting

started,’’ Dr Kerr said.

Chief Executive Gordon MacLeod thanked the company’s 11,200 residents for their support

and for the trust they placed in the team.

Ryman’s latest surveys of independent residents and team members showed they were

happier than ever, Mr MacLeod said.

Ryman would continue to invest in improving the experience of living in a Ryman village, he

said. Ryman invested $552 million in new and existing villages during the year, up from $478

million last year.

Pay had been increased for all staff, and experienced nurses had received a substantial

increase in the last financial year.

“We’ll also continue to invest in our people, in their pay and in their development, and in

making sure they get home safe every day,’’ Mr MacLeod said.

“They’re the heart of our organisation and we want them to love the experience of working

for Ryman.’’

Ryman has 20 villages with more than 7,000 units and beds in its landbank, equivalent to 65%

of its current portfolio. Work is targeted to be under way on 12 sites during the year

subject to consents and approvals, with Ryman entering a record expansion phase.

There is significant development work under way at four new villages - Nellie Melba in

Melbourne, William Sanders and Murray Halberg in Auckland, and Linda Jones in Hamilton.

Ryman had just received a resource consent to build a new village at Scott Rd in

Hobsonville, and work will be under way on the village soon.

Ryman has also received Overseas Investment Office (OIO) approval for a new village at

Riccarton Park in Christchurch, and the OIO has also granted Ryman a standing consent to

purchase 500 hectares of non-sensitive residential land at 20 sites over the next three years

in New Zealand. This means Ryman can purchase the land without requiring individual

approvals.

Mr MacLeod announced that Barbara Reynen-Rose, Ryman’s Chief Operations Officer, has

signalled her intention to retire in the next six months after more than 26 years at Ryman.

“Barb’s overseen the set-up of 31 care centres, been responsible for thousands of staff and

our clinical care for 26 years. She has instilled the importance of offering the very highest

standards of care into her teams and they will carry on that mantle.’’



Mr MacLeod said recruitment of her replacement was under way.


Dr Kerr said trading was satisfactory in the first quarter and development will be weighted

to the second half of the financial year.


He thanked shareholders for their continued support.

Ryman Healthcare Ltd, 92 Russley Rd, Avonhead, Christchurch, New Zealand 8140

“We have a band of loyal shareholders who have understood that we are in this for the long

haul. We are excited about the future for Ryman and we are determined to build as many

Ryman communities as we can to meet the important social need of caring for older

people.’’

New village programme:

Brandon Park, Melbourne (Nellie Melba): Village and care centre open.

Lynfield, Auckland (Murray Halberg): First residents in, village and care centre under construction.

Devonport, Auckland (William Sanders): First residents in, village and care centre under

construction.

River Rd, Hamilton (Linda Jones): First residents in, village and care centre under construction.

Burwood East, Melbourne: Development approval received, earthworks under way.

Geelong, Victoria: Development approval received, work under way.

Lincoln Rd, Auckland: Consent received, site works under way.

Havelock North, Hawkes Bay: Consent received, early site works due to start.

Coburg, Melbourne: Preliminary site works completed.

Hobsonville, Auckland. Consent received.

New villages in planning and design phase:

Aberfeldie, Victoria.

Ocean Grove, Victoria.

Mt Martha, Victoria.

Ringwood East, Victoria.

Mt Eliza, Victoria.

Kohimarama, Auckland.

Riccarton Park, Christchurch.

Bishopspark/Park Terrace, Christchurch. (Subject to Overseas Investment Office approval)

Karori, Wellington.

Newtown, Wellington.

About Ryman: Ryman Healthcare was founded in Christchurch in 1984 and owns and operates 36

retirement villages in New Zealand and Australia. Ryman villages are home to 11,200 residents, and

the company employs over 5,500 staff.

Contacts: For media information or images contact David King, Corporate Affairs Manager, on 021

499 602 (+64 21 499 602) or email david.king@rymanhealthcare.com.

For investor relations information contact Michelle Perkins, Investor Relations Manager, on 027 222

9684 (+64 27 222 9684) or email michelle.perkins@rymanhealthcare.com


Ryman Healthcare Ltd, 92 Russley Rd, Avonhead, Christchurch, New Zealand 8140


Ryman Hobsonville

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Annual
meeting

RYMAN HEALTHCARE

25 July 2019

Underlying profit
growth since listing

6

-

$50m

$100m

$150m

$200m

$250m

199920002001200220032004200520062007200820092010201120122013201420152016201720182019

Total assets
7

-

$1bn

$2bn

$3bn

$4bn

$5bn

$6bn

$7bn

Sep 15Mar 16Sep 16Mar 17Sep 17Mar 18Sep 18Mar 19

Bank debtTotal assets

Population
growth 80+

9

-

0.2m

0.4m

0.6m

0.8m

1.0m

200820132018202320282033203820432048

NZ total population aged 80+Victoria total population aged 80+

Audited full year highlights
Underlying profit* up 11.5% to $227 million

Reported (IFRS) profit down 16.0% to $326

million

Full year dividend increased to 22.7 cents,

in line with underlying profit growth

Operating cashflows $401 million, up 15%

Land bank lifted to 7,000 beds and units

* Underlying profit is a non-GAAP measure and differs from NZ IFRS profit for the period. Refer to slide 34

for a breakdown of underlying profit.

11

Evelyn Page

The ‘gold standard’ of care
4 year certification

Source: Ministry of Health. Sector average reflects the

percentage of care centres with four years’ certification

for providers with 15 or more care centres. The sector

average excludes Ryman. Data at 15 July 2019.

15

84%

40%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

RymanSector average

16
William Sanders

Linda Jones

Burwood East

Lincoln Road

Highton

Havelock North

Hobsonville

Aberfeldie

Ocean Grove

Lifting the

build rate

Murray Halberg

Riccarton Park

Nellie Melba

Target in 12 months

Subject to resource and building consent and

various regulatory approvals.

Barbara Reynen-Rose

Special Resolution 2: Constitution
21

The NZX Listing Rules have been amended by NZX following their review

in 2018. The new NZX Listing Rules came into effect on 1 January 2019,

subject to a six-month transitional period. They have applied to Ryman

from 1 July 2019.

A class waiver was also issued by NZX, providing that issuers may defer

updating their constitution to comply with the new NZX Listing Rules,

provided they do so at their next Annual Meeting following transition to

the new NZX Listing Rules.

Ryman seeks shareholder approval to amend Ryman’s constitution in

order to comply with the new NZX Listing Rules.

Resolution 3.1: Anthony Leighs
22

Ryman’s constitution and new NZX Main Board Listing Rule

2.7.1 require that any director appointed by the board must

retire from office at the next annual meeting but is eligible to

seek election.

Director Anthony Leighs retires in accordance with this

requirement and offers himself for election.

23
Under new NZX Main Board Listing Rule 2.7.1 a director must

not hold office past the later of three years and the third

annual meeting after their appointment without being re-

elected by shareholders.

Director George Savvides retires in accordance with this

requirement and, being eligible, offers himself for re-election.

Director David Kerr retires in accordance with this requirement

and, being eligible, offers himself for re-election.

Resolution 3.2 & 3.3: George Savvides and Dr David Kerr

24
Deloitte is automatically reappointed as the auditor of Ryman under

section 207T of the Companies Act 1993. Pursuant to section 207S of the

Companies Act 1993.

This resolution authorises the board to fix the auditor’s remuneration.

Resolution 4: Auditor’s remuneration

Annual
meeting

RYMAN HEALTHCARE

25 July 2019

=== IR PAGE TRANSCRIPT: Webcast transcript ===

Ryman Healthcare AGM
25 July 2019



Page 1 of 46

Start of Transcript

David Kerr: Tēnā koutou katoa everyone, my name is David Kerr and I am currently the

Chair of your Board of Directors. I would like to welcome you all to this 20th Annual

General Meeting of Ryman Healthcare as a listed company.

Both the Board and the Management Team really enjoy the engagement with yourselves,

the shareholders.

Today represents a very significant milestone for us. Those 20 years as a listed company

have flown by so I am really delighted that so many of you are able to join us here at

Evelyn Page Retirement Village in Orewa here today.

I would also like to thank the residents of the Evelyn Page for welcoming us into their

home. So they’ve been very generous.

So Jill Clark, where's Jill? Can I see Jill? Oh, there's Jill. Jill and her team do a fabulous

job here, and this has been a great success as a village. It opened about a decade ago.

Thank you Jill for your warm welcome here today, we really appreciate that.

So just looking around I can confirm that we have a quorum present. I would also like to

watch - to offer a warm welcome to everyone who is watching on our webcast.

We have a number of motions to approve today. Could I ask that any shareholder who is

seconding a motion, could they please clearly state their name for the record.

In accordance with the Company's constitution and the NZX listing rules voting on

resolutions will be carried out by way of a poll. Voting on resolutions for this Annual

Meeting will be undertaken electronically or on your allocated piece of paper.

Each share held by a shareholder counts as one vote.

The results of that poll will be available on the NZX later today.

So my fellow Directors and myself will vote all discretionary proxies we have received in

favour of the resolutions, as set out in the Notice of Meeting.

You should have either an electronic voting card or a piece of paper that has been set up

for you when you registered. I'm assuming everybody has exactly that. Is anybody lacking

in those options? No, great.

If you put your hand up we will get someone to help. Very good.

So look, we're going to start with some overviews from myself and Gordy. Then you'll hear


Ryman Healthcare AGM

25 July 2019



Page 2 of 46

from some of our directors as well.

During the meeting there will be time for questions from yourselves as shareholders, or in

other words our business owners.

If you have a question just if you hold up your attendance card. If you could wait until

someone brings you a microphone so that all of us in the room can hear you, and also

people watching on the livestream can also hear.

If you're a member of the media or you're not a shareholder and you have question please

talk to us after the meeting. We're very happy to answer any questions you have at that

time.

So in addition to the delicious morning tea treats that you're going to have at the end of

this meeting we are offering you a chance to tour the village, and also to have your blood

pressure checked by the Stroke Foundation. Yes, I might take a break and do that now.

The Foundation has been our charity partner for the past year. In the coming year we will

fundraising for the Breast Cancer Foundation, both here in New Zealand and in Australia.

As part of the agreement with the Stroke Foundation we funded the purchase of the Stroke

van t hat you can see outside. Over the past 12 months the van has travelled the length of

New Zealand and has taken blood pressure recordings on more than 10,000 people. These

recordings are undertaken free of charge of course.

We have agreed to support the v an for another three years. We’re funding an identical van

in Victoria as well. About 1% of the people who have used the van have discovered they

had critically high blood pressure and were clearly in danger of either a heart attack or a

stroke. So, we know it is truly a lifesaver.

So, help yourself to a check from the Stroke team after the meeting.

We have also arranged a tour of Evelyn Page's Men's Shed for anyone who is interested.

They are toy makers and they supply Starship. They have sent toys to Neve, the First

Baby, and also to the recent royal arrivals in London.

So, this is a picture of them on the screen now.

As a special treat we have also arranged Blackjack bowler and Commonwealth Games

medallist Wendy Jensen who has kindly come along today to provide some bowling lessons

for any of you who are interested afterwards. You just need to roll on up to the green after

the meeting.


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Now before we get into the formalities, I would just like to take an opportunity to introduce

the Board and our team.

So, if we start at the far end, Jo Appleyard. Jo Appleyard is a partner with Chapman Tripp.

She is a particularly skilled litigator and advocate, specialising the commercial,

employment and resource management law.

Her s kills are sought after by many of the larger corporates nationally, and her experience

in relation to civil disputes is particularly wide and varied as she acts on all manner of

commercial issues.

So Jo's been a member of the New Zealand Markets Disciplinary Tribunal since 2011 and is

a member of our health and safety subcommi ttee, our clinical governance subcommittee,

and the development and construction subcommittees. Quite busy Jo isn't it really.

Coming towards me next from Jo is Warren Bell. Warren is a very experienced public and

private company director. He is currently the Chairman of Hallenstein Glassons who

operate both here in New Zealand as well as in Australia.

He is also the Chair of St George's Hospital, which is the largest private hospital in the

South Island, and he is a Director of a number of private companies. He is Chair of our

audit and financial risk committee, along with being Deputy Chairman.

Then next is George Savvides. George Savvides lives in Melbourne and he has 20 years'

experience in the Australian healthcare industry. He was for 14 years the Managing

Director of Medibank, Australia's largest health insurer.

This means he's got really wide knowledge of both the systems and the structures that

underpin the Australian healthcare sector. He's got extremely good connections with

people relevant to thi s Company, both at state level and at federal level in Australia.

He is the Chairman of NextScience and Deputy Chair of Australian broadcaster SBS and a

Director of IAG. George is a Fellow of the Australian Institute of Directors and he Chairs

our clinical governance committee.

George has made a huge contribution since joining us five years ago.

Then Claire. Claire Higgins is a professional director and she is a consultant who also has

extensive board experience in Australia and New Zealand. She has had ext ensive

experience in senior management roles with BHP and OneSteel. She is based in Melbourne

also where she's Chair of REI Superannuation Limited.


Ryman Healthcare AGM

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Claire Chairs our health and safety committee. You can see that with industry experience

at companies such as OneSteel and BHP she has got a great feel and knowledge around

health and safety. This health and safety is an area we regard as being very important.

Going to the far end we have Anthony Leighs. So, Anthony joined our Board last year. He

is the Managing Director of Leighs Construction, which he founded in 1995. He has built it

into a leading commercial construction contractor.

Anthony is a former Chair of the New Zealand Registered Master Builders Association. He

Chairs our recently created development a nd construction subcommittee of the Board and

has really added very significant construction expertise to the Board.

Now there is an invisible person, Geoff Cumming. I'm not sure, Geoff, can you hear me?

Geoff Cumming: Yes, I can, thank you.

David Kerr: Thank you Geoff. So Geoff rejoined the Board following the retirement of

Kevin Hickman. Geoff can't be with us in person today, but he's joining us via a link from

Canada. We can bring him up on the screen if that was required.

He has been a long-term supporter and shareholder in the Company. Geoff is an economist

by training, and he's got more than 30 years' experience as a chief executive, director and

inves tor. I think he's served on more than 25 corporate boards in a range of companies.

He is Canada-based, but he is a New Zealand citizen. He is with us in person the vast

majority of the time. In fact just yesterday and the day before we had Board meetings and

Geoff was there on Skype actively contributing.

So the technology worked, which always amaze s me, but it did work. It was very valuable.

So his input is really important.

So then I just noticed looking out that Bill Raynor is here. Bill , can you stick your hand up?

Thank you Bill, good to see you. Bill's from Grey Power. We've had a long and very

supportive relationship with Grey Power over a good many years, and it's good to see you

here today Bill.

Then with me of course we have Gordy MacLeod, our Chief Executive, whom many of you

will know. Just beyond him Dave Bennett, our Chief Financial Officer.

So the Notice of Meeting has been distributed and accepted as read as in accordance with

normal practice.

So are there any apologies that anybody would wish to register? I'll take the silence to


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indicate no. So I do not need to move the motion rel ating to apologies. We don’t have any

submitted - fine. That’s good, so we don’t need to move or second that motion.

Moving along, I will just to go the Annual Report. So this document of which we are very

proud. We have prepared this using the integrated reporting framework.

This year the title of All about people is carefully devised. We know as a Board that if we

look after our residents and our staff very well everything else that we hope for as a

Company will follow.

So you’ve heard us talk before that the care we provide must be, in the words of Kevin

Hickman our co-founder, good enough for Mum.

It’s what the Board and the management team believe is critical, and what makes us, I

believe, a success as a company. There’s nothing more important, really. It’s a core value,

and I believe it’s one of the reasons we have been successful.

So when you review this annual report, you could say that we are an organically

sustainable business. As y ou know, we only grow organically, we don't grow by acquisition.

The r epo rt se ts out the story of the Company and talks about how we have used the six

capitals to create value over time , and you can see those demonstrated on pages 32, 33,

these pages here.

So the capitals we report on are people, how we care for them , how we devel op and learn,

ho w we create and nurture communities, how we create financial certainty, how we share

our knowledge, and how we plan to continue to build our economic assets, and care for the

environment.

It also expl ains in the report how our model works, and how we intend to grow using our

resources sustainably and continuing to put care at the heart of everything that we do. We

always have, and we’re going to continue to do so. As I said before, it’s what makes us

successful.

I'm going to move that the ann ual report, and the auditor’s repo rt be taken as read. So

I'm moving the motion. Could I have a seconder, please?

Thank you very much, sir. Could I just have your name?

Graeme Howard: Graeme Howard.

David Kerr: Graeme Howard, seconded the mo tion. I'm going to put the motion - all those

in favour, please say I.


Ryman Healthcare AGM

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Multiple speakers: I.

David Kerr: Again st. I declare the motion carried. Thank you.

As I mentioned a moment ago, it’s 20 years since we listed on the NZX, and you can see

the 2 0th birt hday cake over here, that we’ve had presented to us. I've just re-read

recently the prospectus that we launched, and apart from some quite serious ageing

changes in this director’s picture, not a lot has changed.

[Laughter]

David Kerr: Even with an airbrush. We set up back then to become the preemin ent

provider and operator of healthcare facilities for older people. The aim was to provide

tailored care and integrated villages that meant residents could stay in the vill age safe in

the kno wle dge that their health needs would be managed to the highest possible standard.

You might be interested to know that the share market list ing al most didn’t happen, in

fact, the very first attempt in 1997 to list, did not succeed, and we had to pull the float.

Then two years later, in 1999, almost on the eve of the listing, the Australian backers got

cold feet. This is not about Australia, I'm sorry. (They) almost got cold feet and tried to

pull the listing at the very last moment, so it’s be en a remarkable succe ss story, more so

than I think anyone involved at the time could ’ve imagined. We were pretty unloved when

we listed, the offer was undersubscribed, and almost didn’t happen. A lot of people wrote

us off, but John and Kevin, and the rest of the team kept on going.

They predicted a bright future for integrated aged care companies, and in the pros pectus,

they were thinking long-term back then. Their horizon was more than 30 years out, during

which, the population aged 65 and over would more than double. So, I suspect the so-

cal led elevator pitch, which is the description of what a company does in the time restraint

of an elevator ride, is that we look after older people, and we try to do this better and

better every moment.

So whil e the intentions of the pros pectus have not changed, the size and scale of Ryman

has. In 1999, when we floa ted, we had eight villages worth $53 million, and a little over

1000 residents, and around 530 staff. Today, we have 36 villages, 11,200 residents, and

5500 staff. Our total assets are worth $ 6.7 billion, and we have net assets of $2.2 billion.

We raised $25 million in that hard one IPO, to reinvest in the business, and our market cap

at that time was $135 million. Today, the market cap is well over $6 billion.

In 1 999, Ryman needed capi tal to grow, which our IPA share holders really provided to us.


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At the time, we though that the $ 25 million investment would give us the impetus to

exp and into the North Island, and we sure did expand. We now have a total of 23 North

Island villages, and another six in the pipeline.

We’ve continued to focus on our planning being long-term, and our thinking being long-

term, and not fallen into the trap of short-term decision-making. However, it’s worth

spelling out today that at this 20-year mark, what an extraordinary one we have really had

over the last two decades.

For those of you brave enough to buy in at the IPO , and who have held on ever since - and

I know there are a fair few of you - your shares are worth more than 40 times what you

paid when you first inv ested. As w ell as that capital growth, you’ve enjoyed a growing

stream of dividends. Since 199 9, we ’ve paid out dividends of more than $800 million,

always equal to 50% of the underlying profit.

That ability to return a sustainable profit while continuing to provide the very best of care,

proves that profit and purpose are comfortable companions. Today, because of our

success, more than one mill ion kiwis have a stake in this Company through KiwiSaver. So

our corporate success today will help working people of today build the foundation for a

comfortable reti rement.

This very significant growth has been funded by our efficient use of the capital that we

recycle from the selldown of our villages. B y the continued support of our banks, who have

really been long-term partners alongside yourselves, the shareholders. Remarkably, we

have not been back to shareholders for more capital than the original $25 million that was

contributed in 1999. That investment has allowed us to prov ide h omes and care for more

than 30 ,000 people over the last 20 years. Not to mention, creating jobs, and fulfilling

careers for many more.

I believe we’ve been a succ ess because we’ve n ever lost sight of what we were set up to

do, and that’s to provide the best of care for older people. We have been blessed with a

team of people who have kindness and compassion in their DNA, and have built a

wonderful culture of care. We’ve build superb assets, valued as I said at more than $6

billion, that will provide care for generations to come. Th at inc ludes more than 3000, rest

home , hospital and dementia-care beds.

That growth in our asset base hasn't happened by chance. By putting aside that 50% of

the underlying prof it each year, it enables us to reinvest in growth. We built a large quality

portfolio of villages, which really are a springboard for the future. It's a legacy of


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Page 8 of 46

compounding investment that we bel ieve will continue to deliver in to the future.

Of course, we're proud of this. I also have the sense that is just really the beginning.

We've come a long way since 1999, but I have the real sense that we're really just starting

to get going. It's pretty early days in terms of the aging population. The first of the baby

boomers that Kevin and John were gearing up for are now only just entering their

seventies. We're expecting them to arrive in large numbers from about 2025 onwards. We

see an extraordinary growth potential ahead, a huge potential to continue to evolve our

model.

Of course, there's no shortage of competition. To be honest, we feel competition is good

for us , but we do enjoy some key competitive advantages. These would incl ude, firstly the

quality of our people, and our culture and our commitment to high-quality care and

continuous innovation.

The second thing I’d identify would be our fair terms for our resi dents, including fixed fees

and indeed the lowest fe es of the bigger players in the market.

Thirdly, our reputation. Our loyal residents and their fam ilie s, and the high degree of trust

they have in us.

Fourthly, our business model and the history of long-term investment, which enables us to

build and recycle the capital ef ficiently, and gives residents and their families the certainty

that we will be here for the long haul, and not suddenly evaporate like some operators

have done.

We want to build as many Ryman communities in New Zealand and Australia, bringing

care , comfort and security wherever we can. We want our team to get home safe each day

to their families. We want our staff to love working for us, and to build their careers with

us. It's a statement of the obvious possibly, but our staff and management are critical,

really, to our success.

The management team in particular, deserve acknowledgement. I've just had a couple of

days of Board meeting, and they truly embrace the culture. They are what you might

describe as being a real force for good. They love the purpose of what this Company does.

They treat the mo ney and the allocation of capital with great caution. It's your money, not

theirs. They manage to display the right balance between confidence and paranoia.

By that, I mean they demonstrate the confidence in the business model and the way in

which we operate, and the care we provide. But they're also a ware and paranoid about the


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Page 9 of 46

challenges, such as changes in the economy, changes in the political environment, the

risks of a care crisis , the challenges of staying in front of the competitors in the sector. Our

social purpose is to meet the need for care for older people. The demand for this is only

going to grow as t he population changes.

So, to come back to the present, I'd remind you we reported another solid year when we

released the annual result back in May. Audited underlying profit rose 11.5% to $227

million. R eported IFRS profit , which of course includes unre alised valuations, declined 16%

to $326 million. Now, that is actually most easily explained on page 77 of the Annual

Report, where you see that the gains that are a result of the re-evaluations of $ 185 million

in 2018, that's last year, and $102. 4 million in 2019.

You'l l recall that the 2018 full year result was boosted by changes to the independent

value assumptions, but there were no significant changes to the ass umptions in the 201 9

year. So, altho ugh the value of the investment properties increased, the value increase

was not as great as the year before because the changes in the assumptions were not

repeated.

The full year dividend, as you will be aware, was lifted to $0.227 per share, in line with the

growth and the underlying profit. Net assets reached $2.2 b illion, up from $1.94 billion.

Importantly, our operating cash flows rose 15% to $401 million, with cash receipts from

residents exceeding $1 billion for the first time.

That allowed us to invest $552 million in new and existing villages during the year, up

from the earlier year of $478 million.

The underlying profit of $227 million reflect how the Company actually has been trading,

and it's the way we use - it's the number we use to determine our dividend. The result

came within the range that we had set at the half year result, which was between $223

million and $238 million, and was in line with the market consensus.

The medium-term target, which I'm sure you are really interested in, continues to be a

doubling of our underlying profit every five years. This means we'll be able to increase the

underlying profit by approximately 15% each year over the medium-term.

We to ld our audience at the May full year results, that we fell short of that 15% long-term

target for two reasons. Firstly, we took some longer-term strategic decisions to reinvest in

the business, which we believe will help performance in the out years. These included a

nurse pay settlement that added $5 million to our wages bill, and this was important as


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our nurses are a really critical part of our care package.

Secondly, the re-sales volumes were flat. As you know , it's hard to predict the number of

re-sales we get in the short-term. We expect the volumes to grow in the medium-term, in

lin e with the steady portfolio growth that has occurred over recent years. We're very

focused on growth, but not just for growth's sake. We're not interested in comp romi sing

that core value of putting the resident first. So, w e think it was a solid result given the

decline in the Melbourne housing market, and a cooling off in the New Zealand market,

more particularly may be in Auckland.

Despi te these developments, the villages remained in demand during the year. Occupancy

at our established care centres was at 97%. While re-sales were flat, we sold almost all

our stock that came up.

We take that as a positive sign that the villages are hitting the mark in term s of what our

residents seek.

As a t 31 March, we had only 1% of our re-sale stock unsold. The build rate during the year

lifted by 42% and we have 20 new villages either in development, or in our land bank.

That gives us a great platform for growth in the years ahead, as you can imagine.

We' ve been keeping a close eye on the housing markets here in Auck land, and also in

Melbourne, as you'd expect. T he market in Melbourne is sho wing signs of recovery which is

great to see. It's worth noting that the cooling in both markets follows long periods of

quite high house price inflation. The fundamentals underpinning both markets are sound,

though. New Zealand in particular has a chronic under-supply of housing, which has failed

to keep pace with our population growth. This is most acute in Auckland, where we have a

large developme nt focus.

So, with respect to the current year, we had a Board meeting, as I mentioned, over the

last couple of days. I can advise you today that trading was satisfactory in the firs t

quarter. The development program is weighted towards the second half of the financial

year, though.

Loo k, it's now my pleasure to hand over to Gordon MacLeod to talk to you about the year

from his perspective. Thank you very muc h.

Gordon MacLeod: Hello everybody. Thanks David.

I don't think David's quite right about the prospectus comment, how everyone has

changed a lot, because David's like one of those ageless people. If you look at him - if you


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look at the photo back from 20 years ago it looks about the same today, I reckon.

David Kerr: Plast ic surgery.

Gordon MacLeod: Last time I was here at Evelyn Page was to open the bowling - the new

bowling green out there actually, which loo ks superb. We - when we built it, we built it a

bit short, so we had to fix it up , and the village residents were delighted with the change.

If there's any bowler - or, actually Tony Rickerby, who is one of the big stalwarts of the

bowli ng community here, it rolls pretty well now, doesn't it?

Gordon MacLeod: Yes, that's good. I’m delighted to be here today at Evelyn Page. It's

real ly the first village where I got my full sense of a Ryman development from start to

finish. I joined in January 2007, and in about my first week actually, Kevin Hickman and

Simon Challies and I came up, and we had a look at the site that we'd just acquired here.

We hadn' t paid for it yet, but we were having a look around. Carmel Fisher came up as

well. Some of you might remember Carmel was one of the founders of Fisher Funds, and

she was interested to see it.

You c ould just tell, standing on the site, that it would be a beautiful village. Of course, it

was the first experience of seeing the v ision of our development and design people to take

a bare piece of land and then create this - what is a really beautiful setting for today.

So, it was a big purchase for us back then. We actually paid $20 million for this land back

in 2007. So, it was a very big purchase. We were able to afford it because of our business

model of recycling capital. The settlement for the land was going to be in June that year,

and that was exactly the same time as a whole bunch of independent apartments were

being settled moved in on, at Edmund Hillary in our first stage of apartments there.

I remember I was on holiday in Mooloola ba with my family, counting the cash-in from

Edmund Hillary, as the payment was made for the land here. That mode l of recycling

capital and being able to wor k across multiple sites at once has stood with us through to

today.

Th ere were a number of battles along the way. Getting consent wasn't easy, and we were

also hit by the Global Financial Crisis, or the GFC, partway through. In 2007 - if you think

about the his tory, in 2007 investment bankers would come and see me regularly, and they

would say that we should do a share buyback. That was their big idea in 2007, and that we

should gear up the balance sheet significantly, because we had a lazy balance sheet

apparently. We should buy our own shares back on the market.


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We didn't do that. By 2008, they were telling us that we should do some acquisition of

othe r companies on the market, and that would - and then by 2009, by the time the GFC

hi t, they were telling us that we should do a capital rais ing . I sa id to them, we don't need

to do a capital raising, because we didn't do the ideas from 200 7 and 2008. So, that was a

good position to be in.

We also spent a lot of time - we've got a good reputation here in New Zealand now, a

really strong reputation. I a ctually personally spent a lot of time up here on the North

Shore during '08 and '09, talking to local lawyers in the North Shore in Auckland. Because

people didn't really know particularly who Ryma n was. There were a lot of developers who

were struggling. There was a Knightsbridge devel opment I think up here, which some of

you might be aware of, that was in receivership I think at the time. Lawyers who were

signing off on their client contacts, they were worried about things like whether we would

be able to build this community centre, or whether we would complete the ongoing build of

the village.

All those sorts of battles that sometimes you take for granted today, we never lose sight of

the fact of our heritage , of having to fight for our brand and build our reputation. In fac t,

an Auckland fund manager told me at about the same time, that this would be the very

last Auckland development we would do because we would never be able to find any more

land in Auckland. But we were able to find a couple of things along the way.

He also said that we'd never be able to sell Evelyn Page down in 2009, 2010, because of

the property market. Again, we were able to sell it down really well, and Tony , you were

he re on the ground at the time. Thank you for the huge amount of work you did during

that time, and the team.

The construction team faced a number of challenges, and the village actually set a Ryman

record for our largest single concrete pour. It's still urban legend in the Company. It was

the largest pour in Auckland since the Sky Tower. In fact, it was bigger than the Sky Tower

pour, I think. We haven't stood still since we opened. We've expanded the village centre.

We've put in emergency generators, and a Never Alone system for residents. We've

retrofitted air conditioning, sorry that we didn't do that in the first place. We only - and

we've just recently extended the bowling green as well. So, we just look to keep villages

up to date, and invest in them, and make sure that we meet the needs of what we're

learning as we go.


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Gordon MacLeod: So there have been some tru e Ry man stars at this village along for the

ride, and whilst this isn't a Group comment, it’s inte resting to get down to a village level to

understand how our people development works. So Matt Hutchinson was the project

manager, he was responsible for building the village, and then he went on to build Bert

Sutcliffe in Birkenhead. Today, he ’s a re giona l construction manager, overseeing our

Will iam Sanders and Murray Halberg builds.

Paul Sutton did a great job at getting this village started up and running as a village

manager, and he’s now over in Melbourne as our Victorian operations manager.

Lyn n Ch arlton, she was a village manager here too, she did a magnificent job, and in fact

in 2018, won Village Manager of the Year, and she’s now doing a great job for us as a

regional manager in Auckl and, making sure that our newest villages run really smoothly.

So you can kind of see that through the various people involved in the village over time,

and that’ s just a snapshot, that we create career opportunities where people can progress,

and we provide great opportunities for our people.

So really in short, Evelyn Page has been a great success story. We were told it wouldn’t

work, we had to win the community over, and now it’ s part of the fabric of Orewa, and the

centre of life for our residents, and also their families. The care centre here is a place of

kind ness, and we’ve got incredibly dedicated staff who work for us.

I remember one afternoon I was here about three or four months ago, there’s a lady who

visits eight rest homes and hospitals around the Orewa, Red Beach area, and she’s been

doing that for 10 years. She came and got me, and said to me, I just want to talk to you

about your staff, because they ’re incredible. And to the extent that when her mother

needed care, there was no question for her that her mum would come into the special care

unit here at Evelyn Page, having seen all the other care facilities.

So it was a great message to me that the staff do an incredibl e job, and we do the right

things.

So in relation to that, people are our scarcest resou rce, so looking after our people, and

making sure that we’re developing our next generation of leaders, who can share our

val ues, they’re kind of things that I obsess about really. As David mentioned, we’re a care

company, and a big focus for us in the past two years is making sure that the regard that

we have for our team is recognised in their pay.

We’ve just increased pay again, and the Ryman adult entry age for our villages is now $20


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an ho ur, whi ch is $2.30 above the minimum wage. In addition, we’ve also had increases

for our caregivers, as part of the government’s equal pay settlement, and las t year we

increased nurses’ base pay to align with the DHB settlement, and we were one of the few

people in the aged care sector to do that. So what it means is that we’ve now lifted our

median hourly rate by 33% for our registered nurses, and for our caregivers, over the past

two years.

So our form ul a for success is simple really, it’s about happiness. So having happy residents

and happy staff members means that shareholders should do well. Our surveys show that,

and overall, our residents and our team are actually happier than ever. In fact, our last

staff survey results showed an increase in engagement of 50%.

It’s a great endorsement, but we are by no means complacent, and when we look at these

surveys and stuff, we really focus on what are the frustrations and things that we need to

do better.

We’ve also invested heavily in people development and in training, and also in

apprenticeships, particularly in construction, and identifying our leaders of tomorrow, and

making sure that they have a really clear future career path with us, where they can real ly

meet their potential. If you think about the stories of Matt and Paul, and Lynn, people like

that, they’ ve had wonderful career opportunities with us, and ofte n opportunities that

perhaps you wouldn’t be able to get anywhere else.

We’re also developing the Ryman Academy, to ensure that our leaders get a world-class

education, primarily through our Lead Development Program, and through an Advanced

Lea dership Program with the Melbourne Business School. So we’ve got great people, but

we’re going to need ple nty more. We hope to double the size of the business roughly every

five years, and so finding more great people that share our values is a key part of what

we’re focus ing on.

David talked about the demographics that underpinned Kevin and John’s thinking 20 years

ago, and it’s really interesting that the demographic change has not actually started yet for

us. The first baby boomers, based on our average age of entry won't really arrive at our

villages until 2025, that’s in six years’ tim e. Then that demographic growth continues for

four decades. It’s the most unprecedented change human history.

So that’s what’s at the heart (of what we do), and so what we need to do is we need to

plan to do things differently and better over time, and that’s at the heart of things like

Proje ct [Delight], which is focused on improvements to the experience of independent


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residents, and also our Digital First Strategy, where we’re rolling out more technology of

villages.

So for example, for the first time, we ’ve appointed a customer experience role, who is an

ex highly successful village manager, so we ’re really focused on the resident experience.

We’ve also made great progress in raising the standard of our care even higher, 84% of

our New Zealand villages now have four-year accreditation from the Ministry of Health,

which is really the gold standard of care. The average for our competitors, as you see on

the graph there is 40% for larger operators.

On the development front, we’ve just received consent for our Hobsonville site, which is

our newest in Au ckland, so well done to the development team, and we’re hoping to get

started on that just probably in about six months’ time or so.

Also hot off the press, we ’ve received Overseas Investment Office approval for our new

Riccarton Park site in Christchurch, and the Ove rseas Invest ment Office has also granted

us a standing consent to purchase 500 hectares of non-sensitive residential land at 20

sites over the ne xt three years in New Zealand, if those sort of opportunities arise. This

mea ns we can purchase land without requiring individual approvals, which is a significant

achiev ement by the team.

So all going well with consents and development applications, we are targeting to have

work underway on 12 sites in the coming year, and we're about to move into our biggest

ever build program.

In total, we have 20 villages in our land bank with more than 7000 beds and units to

develop. That's the equivalent of 65% of our current portfolio, so we have an extraordinary

platform to meet the demand that we see ahead and we'll just keep on adding to the land

bank as opportunities arise. We' ve got some great opportunities we're looking at right now

in New Zealand in Victoria to add to that.

I would just like to let you know that our Chi ef Operation s Officer, Barbara Reynen-Rose

(that’s her there with Albie , who won the first Kevin Hickman award actually, at our

awards this year, had a fantastic recognition for his job). Barbara has signalled her

inte ntion to retire later this year.

Barb has made an incredible contribution to Ryman for more than 26 years. She has

overseen the setup of 31 care centres, been responsible for thousands of staff and all of

our clinical care for all of those years. She has instilled the importance of offering the very


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highest standards of care into her team, and they will carry on that mantle because that's

the culture that we've built over that time. She' s deci ded that the time has come to spend

more time with her husband Laurie , her cocker spaniel Harry and her grandchildren and we

wish her all the best. So I'd like to recognise her, please.

In fact , Barb would have been here today but she got the flu, ironically, being involved in

care and she can't join us, but Barb, if you're watching, we acknowledge your amazing

contribution and I'm sure the shareholders would have loved to have shaken your hand at

the end of today. I hope you're well.

We' ll be recruiting a new Chief Oper ations Officer as soon as we can.

I'd like to introduce the rest of the senior team. Dave Bennett is our Chief Financial Officer;

he's up here there with me. He's m uch better than the last CFO; that's what I always say.

It's really true too. He's very, very tall as well. Stand up, Dave. Look how tall he is.

[Aside discussion]

He does, yes. Actually, I don't - I actually try and avoid arguments. Yes.

We' ve got Debbie McClure, who's our Chief Sales and Marketing Officer. Debbie, where are

you? Here she is. Hello. There she is. A lot of you probably recognise her. Debbie has done

a 2 7-year tour of duty for Ryman; i sn' t that incredible? Every year end and every half year

when we count the sales and Debbie's counting them in one by one with huge dedication

across her team and she also has been instrumental in Melbourne. You' ve been living there

for five years, Debbie? Been living there for five years so it's been a really - played a really

big part in spearheading our operations on the ground there.

We' ve also got Tom Brownrigg. Where's Tom? Here he is , her e's Tom. Tom is our Chief

Construction Officer; he's our builder. He's been with us for 13 years and it's amazing

when you think of sites; when they are at their peak, when they are at their most busiest,

you would have, say , 400 to 500 people on site per day across a number of different sites.

We' re hoping to build across 12 different sites this year, and it's a huge responsibility and

we're really grateful for the work that you do, Tom, in overseeing that work. It's not -

Auckland is certainly not the easiest market at the moment to work in and requires a lot of

dedication and hard work from the team. So, thanks, Tom.

We' ve also got Nicole Forster. Where's Nicole? She's our Chief People and Technology

Officer. She's been with us for eight years, by the way. A huge part of Nicole's focus is on

the people side of things to make sure that we've got the development and the education


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and the retention strategies to make sure that the culture of the Company and the people

that we have are just first-rate and we continue to grow our teams.

Her team have been, and herself, have been really responsible for the leadership

development programs that we've been putting in place over the last couple of years. She

also has a nother significant portfolio, which is technology. The technology side of things at

Ryman is a lot more complex now than what it used to be a few years ago. We' ve got

thousands of tablet devices installed in resident aged care rooms; we're really focused on

our digital strategy, and so Nicole's technology team have been doing a huge amount of

work in the las t couple of years. So, thanks, Nicole.

We' d also like to introduce to you Jeremy Moore. Where is Jeremy? Jeremy has stepped up

as our Acting Chief Development Officer and it's great to see that already we've seen a

couple of land purchases come through, a couple of consents, some Overseas Investment

Office approvals, so the team is getting off to a great start under your leadership, Jeremy,

and we're really enjoying having part of you with the senior team.

The senior team will be around after the meeting, and it would be great for you to have a

chat with them because it's really interesting to speak to people who are looking after

different parts of the business.

Jus t finally on the team, we operate a 24/7 business; things go wrong. Sometimes it's

quite serious, and so for me to know that I've got a team of people who are just complete

dedicated 24/7, I thi nk yo u c an be pretty proud of the sort of people that represent you as

shareholders as Ryman.

I would also like to thank you, our shareholders. One of our shareholders and residents,

John Harwood - John, could you perhaps stand up? I know it's very embarrassing. John

and his wife Marlene - hi, Marlene - were kind enough to let us feature their investment

story in our Annual Report.

John has been a resident here at Evelyn Page. As Chief Executive and in previous role as

CFO when I come up here, I'd always enjoy catching up with John and getting some

feedback on the ground from a visitor and a resident point of view. Last time I popped in

to see John, his cat was nicely asleep on his table in the loung e and I disturbed the poor

old cat and it ran out the door. That sort of loyalty and the positive impact it's made on

your life being here at the village and as a shareholder, it's humbling to hear that and

thank you for sharing those stories with us.


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People like John tend to worry about the same things that I do. John recently asked me

how Ryman was going to - how we were going to keep growing while maint aining the

same culture and philosophy. What he said to me was how are you going to make sure you

Ryman-ise everybody? That's a great way to look at it: how are we going to make sure we

Ryman-ise everyone.

I think that the answer really lies in our prospectus that David mentioned from 20 years

ago, and really our story has remained the same. Our intentions haven't altered in 20

years. The faces may change, we'll get bigger, but the fundamentals haven't altered. What

it's really about is making sure we pass down those stories from our founders and the

people who have really built this Company and share those stories with our people as they

come and make sure that they share those same values as well.

I guess we're in a world that is changing faster, I think, than at any other time in history.

Probably a lot of people might agree with that, but I think we need to really think about

the things that will not change, because some things that we want as human beings I

believe will stay the same. That means that the fundamentals for what we need actually

won't change at all, because at its core human touch is not some sentimental indulgence, I

don't think. It's a biological necessity. That's why what is uniquely Ryman, which I think is

doing stuff right and doing things that will be good enough for your mum, is at the core of

what we do.

The need for beautifully built communities where people come together, the touch and

laughter of a caregiver, the care of a nurse as she che cks your blood pres sure and holds

your wrist and arm and talks about your day, the companionships of new friends and

family, all of these things are things that people truly need and I believe they will always

need. I see that Ryman can be an ever-increasing force of good in this world and we look

after older people like our very own family.

We help older people to be seen with respect and dignity by society; we create jobs and

lifetime careers that are filled with purpose and with meaning. We do ne w things and we

get some of them wrong because the doing new things is actually hard. We develop our

people to be the very best they can be and to do what is good enough for your mum , your

very own family. I believe that if we do those things right, then success will follow for all of

us as residents, as staff and as shareholders. Thank you very much. Back to David.

[Applause]

David Kerr: Great presentation Gordy, great presentation. Some of you who were at the


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AGM last year might remember that one of the shareholders asked a very pertinent

question about what risks did we think about. Thinking about that, I thought it was such a

good question that I thought it might be useful for me to invite Warren Bell, our Deputy

Chair and chair of the Audit and Financial Risk Committee, to talk about the risks that the

committee focus on, just so you are on the same page as what he's thinking about.

Thanks, Warren.

Warren Bell: Good morning, everybody. As David said, obviously Ryman is a very busy

organisation and Company and faces a whole lot of risks on a number of fronts. I'll just

touch on five of the major ones, and none of these will come as a surprise to you. I'll just

go through those briefly; I won't take up too much time.

Obviously, you've heard Gordy talk about the number of people we can have on

construction sites, up to 400 or 500 people, he said, at one point. He also t ouched on the

number of sites that we will have underway with build programs next year, and I think the

number he mentioned was 12. One of the key areas of focus and management of risk for

us every day of the week when we get out of bed are all the health and safety related

issues around village development, but there's also health and safety issues within exis ting

villages. It's a very key focus for Ryman and the management team and people every day

as they get out of bed and go to work. We obviously want everybody to get home safely at

the end of the day so that is a really high priority for us which naturally we spend quite a

bit of time and focus and have some dedicated resources in this area, in both New Zealand

and in Australia.

That was the first one I wanted to touch on. The second one won't surprise you either, and

that is really around high-quality clinical care, and the support and the governance role

that the health and - the cli nical advisory committee monitor the progress of our

organisation around that area.

Obviously, we're a care company; we all know that, and we are all aware that we have

quite a large number of residents within our villages who can have some very complicated

health needs from time to time, so c aring for our people is always an area that needs

really key management. You would have seen the reference there to Barbara retiring after

26 years

She has been a key driver in making sure that Ryman's performance in that clinical

support area is second to none. So that is a really major priority, and that's hardly a

surprise either.


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The third point, and it was touched on briefly in Gordy's presentation, we're only as good

as the people in our organisation. So the quality of our people is right up there. It's always

a greatest asset in a care company like ours.

If you don’t get that right then obviously that can be a major risk on a number of fronts.

So recruiting the right people. Developing them, challenging them, and also making sure

that the appropriate staffing levels within the villages are there day in and day out.

So that is an ongoing risk day to day that we have to manage in each of our villages in

both countries.

The next one I'll just touch on briefly, and that is the pipeline going forward. You will see

that 12 sites are being built on next year, and I think the number up there was 20 sites in

the land bank.

So on e of the disciplines around running a company like Ryman is to do that journey in an

orderly and well-reasoned manner, and make sure that we don’t go too fast. That we

execute properly and that we get the right quality outcomes at the end.

So it's very easy to say, you should be expanding faster and brighter and going faster in

both countries. But we' ve got to be very careful that our execution is of the quality that we

want, and that we don’t go too fast so that one of the wheels falls off.

So the last but not least thing I just wanted to touch on, and that really is to make sure

that our Ryman residents and patients get an experience which is second to none. That's

easily said, but that is a constant area that we work in, on day in and day out. That is

really, we want to be the premium brand, I think we all know that.

So that's about really making sure that we are really at the front end of our resident and

patient experience, and are the premium performer in our industry sector.

So that was just the five areas that I just wanted to touch on. None of them will be a

surprise to you. But the disciplines around making sure that we execute those are really

important to the Ryman brand going forward and to what we do day in and day out.

There are obviously a whole host of other risks, so we don’t just have five. But they were

the ones I just wanted to touch on today. So thank you David and thank you.

David Kerr: Thanks Warren, that's a really helpful summary and I'm sure the shareholders

appreciate it.

So look, I now call for any discussion or questions at this stage, including on the Annual


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Report or the Notice of Meeting. This is your chance to ask questions. So if you just raise

your card and we will get a microphone to you.

As in every other year, we will also be available to mix and mingle after the meeting has

formally ended. So if you prefer that forum we will certainly be there too.

So questions.

Graeme Brady, Village Resident: Good morning. My name is [Graeme Brady] and I am a

resident of Evelyn Page Village. I have two questions. (1) Is Ryman Healthcare intending

to expand beyond the Victoria? (2) Is a listing to be made on the Australian Stock

Exchange?

My reason for enquiring is the shocking state of Australian aged care. Briefly, I was in

Australia in May and saw an extensive report in The Australian newspaper outlining the

serious shortcomings in many of the aged care facilities in New South Wales.

Last week I was in Brisbane and on Saturday the headline on the front page of the

Courier-Mail in bo ld type was, Aged Care Shame File, which is - and that was the Saturday

paper heading.

The Editorial went on at length to contrast a shocking happening which occurred some 20

years ago with what is still taking place now. A full page spread lists 16 facilities in

Queensland, two of which are public companies, with details of the serious risks to

residents. That was the - another age weekend newspaper.

One example is, failed 12 quality standards including clinical care, infection control,

behaviour management, staffing and wound care. Staffing levels and skill mix are not

sufficient to cater for complex health needs.

The next full page spread details the emergency eviction of 70 residents from Earle Haven

at the Gold Coast. The result of a dispute between the wealthy owner and the company

contracted to run the facility, which then closed down.

Things have been so bad that a Royal Commission of Inquiry is currently at work.

There is only a handful of aged care companies listed on the Australian Stock Exchange. So

there is plenty of scope for a company such as Ryman with its excellent record to do well.

Also being named the most trusted brand in the retirement industry for the fifth time.

I speak from first-hand experience, having lived at Evelyn Page Village for eight years.

During that period my wife was in the special care dementia unit for three years. I spent


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time with her every morning and afternoon and never had the slightest concern about her

treatment or that of the other residents.

The newspaper pages are, I will leave down at the counter at the back for anyone who

wants more information.

Just fi nall y, my wife, as I said, had been in special care. Her last month was spent in the

hospital. When she died that morning the news went upstairs to the special care unit. The

staff there came down one at a time to give me a big hug. I really appreciated that no end.

Thank you.

Gordon MacLeod: Thank you Graeme. It's very humbling to hear of your experience. So

it's been a bit shocking reading some of the revelations from the Royal Commission

actually.

I think that mistakes can happen in care. We provided seven million hours of care per

annum and it is a human endeavour. Put up your hands if you’ve never made a mistake.

No-one - oh, John. None today so far, yes.

So it is a difficult business. But we pride ourselves on doing everything we possibly can to

get it right. I guess what David talked about, the sort of decisions that we make which,

yes, do hit our profits in the short-term.

Things like paying our registered nurses at the rate that nurses should be paid for aged

care, which is the same as the District Health Board public hospital nurses. Doing that

without government funding to the tune of $5 million this year.

That sort of thing is really crucial for providing good care. Because without that what the

general aged care sector has seen is an exodus of registered nurses into public hospitals.

So Graeme, you would have had continuity of the caregiving and nursing staff no doubt....

Graeme Brady, Village Resident: Yes, that was so important.

Gordon MacLeod: ...during your experience, and it was really important for you and your

family.

It's very difficult to achieve that unless you invest in people. That's what we do with

training and pay and that sort of thing.

So look it does create, without criticising the operators in Australia, which would be very

impertinent of me to do so. I do believe that there is a very strong opportunity for us in

the Australian market because we do have a very strong care philosophy.


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It's interesting that the unions in Australia did university research and global research as

to what sort of staffing ratios should be required in aged care. In fact our staffing ratios

exceeded, were greater than, what the Australian Nursing Federation recommended.

So that gives us comfort that we've got our staffing right. We seek to pay well and have

good conditions for our people. You see that in New Zealand where 84% of our care

facilities have four-year certification or more.

So taking that into the Victorian environment we mustn’t be complacent, we mustn’t be

anything other than just humble about what we bring into the market. But I think that we

have a wonderful opportunity in that market to provide great care to Victorians.

I think the question that leads on from that Graeme, that you asked was, might we go

somewhere else outside of Victoria? The answer to that is, yes. The reason is that there

will be other opportunities for us in Australia.

Probably the next one shouldn’t be the Northern Territory though, that's probably a bit far

away. Or Western Australia, it's a bit of a long plane right. But there's very large

opportunities across the Eastern Seaboard of Australia.

But what we are really focused on right now is making sure that we have a very solid base

in Victoria and that we do that really well. Sort of similar to what Warren said, that the

wheels don't fall off by trying to do too much too quick.

So really get it right, build our teams there. That, yes, we've got a great opportunity in

Victoria actually and beyond. David, you wanted to speak to the listing?

David Kerr: Oh, yes, so Graeme, we have indeed from time to time discussed dual listing

on the Australian Stock Exchange. We have been fascinated at the cost of that, it's rather

a lot of money we find to spend to just dual list.

We seem to have a pretty good international base of investors in the Company being New

Zealand listed. So our focus has not been on progressing that to date.

As you rightly point out, the care tragedies that have been so well-publicised in Australia

have done no good to share markets over there in terms of the care provider. So look, it’s

not something we’re actively pursuing at the moment.

So look, it’s not something we’re actively pursuing at the moment.

Graeme Brady, Village Resident: Thank you.

Gordon MacLeod: Thank you very much, Gr aeme , for those questions.


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David Kerr: Good questions. Thank you. Dave, just across here.

Ian Rae: (Devonport Peninsula Precinct Society, Chair) I'm Ian Rae of Ngataringa

Peninsula, and Chair of Devonport Peninsula Precincts Society. In June 2017, the Society

reached an agreement with Ry man in the Environment Court, on the form of the new

William Sanders Retirement Village in Devonport. That agreement was reached after 421

public submissions to a commissioner’s hearing on the proposed development, and

consi derable exp ense and effort by the community. I’d like to ask, what has Ryman learnt

from that particular development proceeding?

David Kerr: Loo k, thank you for the question, a really good question. It was a really

valuable learning experience. I think that we have learn t to be - as I say to my

grandchildren - using our listening ears, and listened more carefully to the community.

We’ve also established a group within the Company who consult very early, before we get

anything - I don't mean the word set in concrete - but before we get any plans set, we like

to consult early and actively now. That’s an ongoing activity with people with that

responsibility.

So I can assure you it was a good learning experience for us, I suspect it wasn’t such a

good experience for yours elve s, but we are much more attentive, I can assure you.

Iain Rae: (Devonport Peninsula Precinct Society, C hair ) Yes, I can a ssure you , there are

positive outcomes for the com munity as well. One o f the learnings for our Society was that

we see that there shou ld be a collaborative c onstruction, a collabo ration early on with the

public , if they should so d esire, in large developments which affect them. To that end,

another member of the Society, and myself, are standing for the Local Board in the

forthcoming Local Board elections.

As a supplementary question, I’d like to ask what learnings from the Devonport experience

Ryman is applying to its new proposed development in Karori, Wellington, where likewise,

there are similar cultural and heritage issues on the site, and likewise, there is strong

advocacy from the architect industry about the proposed reuse and lifetime cycle of

reusing sustainably existing institu tion al buildings.

Gordon MacLeod: So what we’re, Iain, is we are actively engaging with council, with the

local community, by h aving drop-in days with Her itage New Zealand as well, and also with

a number of local politicians and local councillors. So we’re getting a good read from them.

We’ve also had correspondence from, as you say, some of the archite cts as well.


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As you can imagine, there’s a range of use, a very wide range of use, and we also have to

take into account safety issues as well, for the sort of building that we do build, whereby

it’s vital for a very seismically active area like Wellington, that we take into account safety

measures for a 24/7 elderly care centre versus what we can achieve from a h eritage point

of view.

We’ve also engaged a very well-respected heritage architect to make sure that we get

advice, and really his buy in for thoughts that we have, and we continue to work through

and show plans to people as we can. So it’s one of those situations where it’s a dialogue.

We’ll be showing what we think, the rationale for that, the overlay of any safety concerns

me might have for he ritage buildings.

For people who don't know , it’s a 1970s university concrete construction. We will just work

it through until we get to a position where we can build what will be an amazing village for

Karori. Ideally, with everyone feeling that they’ve been at lea st heard, and we’ve worked

through the process, okay.

Just Iain, while you’re there. I want to thank you for keeping involved with us, because

sometimes after an experience like that, like you came to the [Karakia ] when we set up

the site, to lease the site, for the safety of our staff, and you came to the naming of the

village . I want to thank you for the - it’s a difficult process, but it hasn’t stopped you

remaining engaged with us. So I appreciate that.

David Kerr: The community is welcoming the new residents too, with open arms, so thank

you.

Gordon MacLeod: Yes, thanks Iain.

Neil Anderson: (Shareholder) My name’s Neil [Anderson], I'm a shareholder. Fir st of all, I

wanted to say - I don't want to be critical , I want to be actually positive about what the

Company’s doing because I think the Company is moving in a very good direction, but

there are always ways to improve.

One of the things that is quite interesting, and some people here may have heard me at

other shareholders meetings banging on about making sure there is gender equality on

Boards. I'm afraid, this Board needs to move better in that direction, and my question is,

what are you doing about that. When I look at your annual report and your executive

team, and your medical advisory team, you have more than 50% female participation and

gender equality in the peo ple that are running the business for you, who are managing the


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business for you , but y our Board doesn't reflect that. So, that's one question.

I also want to raise the question about staff safety. You talked about it quite a lot in both

the Chair's report and the Chief Executive's report, and I thin k you say you want the staff

to go home safely. Well, unfortunately in the care sector, there has been in increasing level

of ACC claims for care workers for things like bad backs, for several issues that there are. I

know this company is trying to do something. I'm aware from the fact that you actually do

engage closely with the unions that are involved, E Tu and the nurses’ union , in tryi ng to

do that. There is at the moment a move to try and get a new safe staff - safe staffing

guide for the care industry.

My question is, what is Ryman doing - because actually y ou're doing quite well at it, but

what are you doing to make sure that the care industry does do that in a better way, and

has a better, safe staffing guide?

Finally, in your annual report, you talk about training staff. You talk about apprenticesh ips

and doing staff training. But i t's mostly in the construction side that you talk in your annual

report, and it doesn't make it clear what you're doing to bring through young people into

the care industry, because that's vital.

There is - if you have a look at what's happening in the demographic of New Zeala nd in the

care industry, it's actually - you're bringing in immigrant workers to make the industry

work well. I don't have a problem with that. I don't have a problem, but I do think that we

need to be doing better as New Zealand, in educating and teaching, and bringing through

young people from the community here into the care industry.

Th at's my third question; what are you doing about that?

Neil Anderson: (Shareholder) I just want to say, I'm positive about what the Company is

doing. I'm not negative. But I want to see that it does it better.

David Kerr: Look, those are great questions. Maybe if I take the first one, which is around

gender equality, and Gordon and I will merge on the second and third points.

The question of gender equality is something I'm going to talk about very shortly around

governance changes and our plans at the Board level. I can really only assure you that we

are acutely aware of the inequality at the Board, and are in the process of addressing that.

I can't give you a specific person just at this moment, but I will talk to that point very

shortly. That's a good question.

The second one was around health and safety of care staff, was that - yes.


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Gordon MacLeod: Yes, I'll pick that up. With our care staff, exactly right, one of the most

frequent injuri es fo r care staff would be manual handling injuries. What we did, was we

actually introduced a programme which built on there - so, ACC have got guidelines on

safe handling of aged care residents. What we did, was we took that - those guidelines,

and then we applied our own expert knowledge to it. We came up with a thing we called

Ryman Moves.

Ry man Moves is a - really a bespoke manual handling training for all of our staff nationally.

It's supported by physiotherapists at each village, so that people get good induction

training and trai ning on it. There are champions within each care floor in relation to it.

We have really good videos for each individual move. We make sure that the equipment is

right. When we do - if someone does suffer an injury, then what we do is we record that

injury and we try and make sure we learn lessons from it, and that people get - if

som eone, for example, used a hoist in a way that wasn't as good as it could have been,

then that's a training opportunity to help that person out.

I'm pleased to say that generall y within our aged care business, the number of handling-

related injuries overall is actually declining. That's a res ult of Ryman Moves. I'm really

pleased with the result of the work that the team have done on that, and particularly

mak ing it Ryman-specific, you know? Instead of using ACC material, it kind of makes it

feel more in the family. There's a few - so, there's a few staff that are stars of the training

video, using slip sheets and hoists and all sorts of things.

The second one was in relation to ...

David Kerr: Can I just interrupt you, Gordon?

Gordon MacLeod: Yes.

David Kerr: Just on that same point, so we have a h ealth and safety subcommittee, and

just so you're aware, the injuries are recorded and notified to the health and safety

subcommittee , where a number of the Board members sit. In fact, it was Monday, would

you like to speak to that at all, Clair e?

Claire Higgins: Yes, so we had a health and safety committee meeting on Tuesday, and

there we receive sep arately the construction in ciden ts information, and near misses as

well. We also receive the operations data. We are acutely aware we have a historic record

of where - what parts of the body are being injured.

The other point that I wanted to make, is we've also recently established som e staff safety


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forums. Rather than it being a top-down approach to health and safety, it gives us the

opportunity to hear from the staff both in construction and in operations, about the things

that are concerning them with regards to occupational he alth a nd s afety.

Gordon MacLeod: Then in relation to training, yes , you're right, a big focus for

apprenticeships last year was in relation to construction. The construction industry in New

Zealand should not have let go of apprenticeship schemes all those years ago. Big mistake.

Big mistake. Anyway, we are where we are.

So, rather than waiting for industry to deal with it, or the government, we 're developing

our own apprenticeshi p schemes. We've got a number of apprenticeships work ing for us

around the country now. In fact, Iain thinking about in Narrow Neck, Devonpor t, some of

the guys there for their apprenticeshi p they had to use Linea - you know , Linea board, for

a thing. We don't actually have any Li nea board at the village we're doing. So, what we

decided to do was build some little school play huts out of Linea board, and they were

delivered to the local school. That was part of their apprenticeship sign-off program, part

of the Ryman construction team doing that. So, that's been really successful around

apprenticeships for construction.

We're also doing apprenticeships for chefs, for example in our kitchens. Because that's a

really high - obviously a really difficult area, requires a l ot of specialty and training. As you

may know , we cook fresh on site. At lunch times there's a choice of three fresh-cooked

meals. So, the - and the quality of our present ati on is really important. So, we've got

apprenticeship schemes coming through in that.

In relation to the caregiver point that you make, what we do is we actually get out to -

we're getting out to more schools, because caregiving and being involved in aged care is a

tremendous career opportunity for people. I can't think of another career which has more

future growth, has a greater purpose really, and has an opportunity to do good and be

successful, and have career progression.

We've got people who are village managers who started off as a caregiver, or a service

departme nt co-ordinator. Helping to de-mystify - it's sort of de-mystifying the media stuff

on aged care. It's unfortunate that most of the media stories about aged care are really

negative, because it sort of maybe puts younger people off. It's our obligation to overcome

that, get out to schools, talk to people and help them understanding it's ac tually a great

career option.

Neil Anderson: (Shareholder) Thank you.


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Bob Stevens: (Shareholder) Good morning. [Bob S teven s], shareholder. My question is on

competition. Some - or one in particular that I know of, company, is adverti sing that there

will be no - that the owner will get the capital gain. Your comments on that?

Then where the share market is your - what's happening with your shares these days?

Have you any comments on that, please?

David Kerr: Yes, I could deal with t ha t.

Gordon MacLeod: Shall I do the second one, around the share market?

David Kerr: You will all be aware that the share market has ha d a lift jus t recently, but

look to be really brutally honest, we don't focus on the share price. We focus on doing the

job, a nd that's pretty much the focus of the Board. If we do the job correctly, and do the

job well, then the share price will look after itself.

So, people ask ed m e recently, before the li ft in the market, what's wrong? What' s wrong?

It was the same business a s a year ago, and as today. So, our focus is very much on

delivering really well.

The share market is - improved in Australia quite clearly. Partly the election, people feel a

bit more confident with the change of government. Interest rates, cash rate's d ropped,

hasn't it? Th at's been a bit of a stimulus. I thi nk that there's a general feelin g of optimism

in Australia, and that's driven the share price along. I think also some international buying

is evident. So, we observe it, but we don't look at it minu te by minute, and fret about it.

Bob Stevens: (Shareholder) Yes.

Gordon MacLeod: It's not done too bad. It's - two years ago it was $8, and it's $ 13 today.

That's $5. That's $2.5 billion increase. It does absolutely go through period of volatility and

flatness, and it can be rather difficult to predict some weeks. You think, why has it gone

down $0.50? We've actually been doing really well thi s week, but no one - anyway. That's

just the vagaries of it. You've got to look at it over a period of time, r ight?

David Kerr: Twenty years ago, it was $0.27 equivalent.

Gordon MacLeod: Yes. Yes. In relation to the competition, you're probably referring to an

operation in Tauranga, perhaps, who has talked about having no capital gain for a new

development there. Is that the one?

Bob Stevens: (Shareholder) No, I'm talking about in Drury.

Gordon MacLeod: In Drury, is it? Okay. What I find is a common thread for - and look, I'm


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loathe to criticise them, because I take the high road - is that they tend to not provide

care, or invest in the care - the quantity of the care services that we do. So, here at Evelyn

Page for example, we've got a 120-bed care facili ty, secure dementia, rest ho me, ho spita l.

[Graham] has spoken to the tremendous and very powerful impact that has on the lives of

our residents when that care is required.

So, the no capital gain, really largely apartment-style developments, or townhouse-style

developments, which also attract a deferred management fee. They may have no capital

gain, but I'm not sure what the value proposition is for entering into one Because our

business model is that what's really important is that t the best of our abili ty, that we look

after people for as long as we possibly can as their care changes. I'm not sure th at those

business models are able to do the same thing.

So, I guess it's just a choice.

Joeri Sels

: (Shareholder Representative) Hello, ladies and gentlemen. My name is Joeri

Sels . I am not a shareholder, however I am here on behalf of a larger and relatively new

shareholder from Germany.


I am a shareholder representative.

The name - who has bought a 1% stake in the Company. The name of the shareholder is

Investmentaktiengesellschaft fuer langfristige Investoren. So, apologise that's a terribly

long name, and most investment bankers in Germany wil l call it simply [Langfr ist ].

So, the man behind La ngfrist is Norma n Rentrop. He's a very prominent man in Germany,

and he's known as a publisher, as author, and as investor.

The c ompany is Bonn based , it's the former capital of Germany. They are so-called value

investors. For them, they are thinking in really long-term, sometimes 10 or 20 years. For

them, the understandability, and the sus tainability of the product or service is very

important, and t hey will emphasise the integrity, the significance of the integrity and the

quality of the management.

So I myself, am here because I have advised La ngfrist for more than 10 years, back in the

'90s when I wa s working in Germany as sale-side analyst, and some eight years ago I

emigrated from Germany to New Zealand with my family.

To cut a long story short, on b ehalf of Langfrist, I would like to thank the Board and the

management for the excellent performance achieved in '19 and needless to say, it is hoped

that you will be able to proceed to focus on the long-term, on the value-accre tive long-

term objectives rather than looking into the short-term things. So, a t housand thanks from


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Langfrist in Bonn.

David Kerr: Thank you, Joeri; those are very kind words. Look, the faces will change but

we hope that the culture and the intent of this Company will never change.

Col in Upchurch: (Shareholder) Good morning. My name is [Colin Upchurch], shareholder.

Following on from some of the questions we've had, I'm afraid this is going to seem

perhaps a little bit dry. First ly, congratulations to the Board. I'm pretty pleased with the

way this Company has been going over the many years that I've been a shareholder, so

congratulations for that. Financials to me look pretty good and the balance sheet is pretty

strong, so those are all things that I like.

Just one little dry, rat her t echnical question, quite small in terms of dollar impact, but I

just always like to understand. One thing I'd just like a bit of feedback on: intangible

assets.

I see in the balance sheet we've had an increase of $7 million-odd in the year and I note

that we've had amortisations of nearly $3 million so to me in rough terms that means

you've spent $10 million in the year on intangible assets, and I don't know what they are.

Perhaps you could just give me a bit of background what they are and what the write-off

scenario is, because I don't like intangibles being around for longer than is good practice.

David Kerr: Thanks, Colin. I think that sounds like a perfect question for Dave Bennett, the

Chief Financial Officer.

David Bennett: Thanks, David. Thanks, Colin. The intangible asset is primarily related to

our myRyman development that we've been doing. You would have heard us talk in the

past about the template-based application that we have developed, which has actually also

driven changes to our care model and how we develop care. So, it's primarily related to

that and it's just been amortised out over an estimated life of between seven to 10 years.

The additions this year have just been further enhancements to that as we've brought

more and more development to the system. We continue to invest in that. We' ve seen

myRyman as a real advantage for us in that it's world-leading. We looked at what we could

buy off the shelf and there was nothing available that did what we wanted, so we decided

to develop our own system and the returns that that has delivered to us from a clinical

aspect have just been amazing in terms of the data that we're now getting and the

analysis we can do with that data.

Colin Upchurch: (Shareholder) Thank you. That's pretty clear. A supplementary question


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then if this is so goddamn good, when does it go to market as a subsidiary company and

what sort of returns are you projecting?

Gordon MacLeod: It's interesting, Colin, because our Chief People and Technology Officer,

Nicole, asked the same question of us yesterday: would we like to as a Board think about

com mercialising it. So, that's a potential. That is a potential - but maybe not, but it is a

potential.

Gordon MacLeod: It could be regarded as a really important point of difference and

competitive advantage so it's just those things that have to be balanced here.

David Bennett: We wouldn't be too keen to sell it to competitors though.

David Kerr: Is there another question? Oh, ma dam.

Unidentified Female Participant: (Shareholder) Good morning, everybody. I'm sorry I was

late this morning, but I drove down through a pea souper from [Pine Lake]. I hav e never

spo ken before at a meeting of this kind and I am very proud to be a shareholder of

Ryman.

It's not exactly a question, it's a comment, because just yesterday I was speaking with

somebody who said that they have a friend who have been looking for somewhere to

retire. She is an ex-nurse and she ha d looked everywhere around our city, and her

comment is I would invest in Ryman but I wouldn't live there. That is because as a nurse

she feels that the quality of the care in the actual care facility areas and the hospital are

possibly not as good as we actually have seen elsewhere.

I t hink it's wonderful to feel that we are all shareholders in a Company that is doing

remarkably well and we all look forward to our dividends, but I would like to think that the

- I know you've said on and off that your emph asis is on caregiving, but this was just an

off-the-cuff comment that picked up just yesterday and had no intention of saying

anything at all today.

I thought it was just a little wake-up call to think if the Company is doing so well, maybe

there is a need to invest more in the actual basic care and hospital treatment for people

who are not in these wonderful units that you can buy your own and people who can live

independently. Please make sure you're taking care of the ones who really need the care. I

think that was what she probably meant and why should would invest in Ryman but not

live within a Ryman village. It's just a wee bit of a criticism, I suppose. Thank you.

Gordon MacLeod: Thank you for that comment. It's obviously disappointing to hear


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bec ause we have throughout the country, all the villages that I go to, I guess the best

endorsement that I ever see is that we have staff members who have family members in

our care centres. We have residents, like Graeme who have their husbands or wives in our

care centres, and they provide a greater level of scrutiny about what we do than any

regulator could ever do. I know visiting Evelyn Page just this morning I've caught up with

probably five or six different residents who have their husbands or wives in our care centre

and I c an tell you they were glowing in relation to how the staff have been looking after

them.

If you look at the data, when the industry average for larger providers is to only have 40%

of care facilities with four-year certification, but we have 84%, that shows the clinical

quality. The staff rosters that we have in terms of staffing of our care centres, we actually

staff above what the Australian unions recommend, which is unheard of really in the

sector. We' ve invested a considerable amount of money in myRyman to ensure that we

have real-time care available in people's rooms without all the paper-based systems and

that we get great data and specifics about each indivi dual resident and that's making great

progress.

Then to recognise the great work that our staff do for caregivers and nurses in particular,

for both to have received 33% pay increases over the last two years, I think rightly reflects

their contribution. So, very, very saddened to hear that comment and perhaps it's hard to

have 100% fans, but we'd love to talk with her at any point to perhaps allay her fears.

David Kerr: If I could just add, I as a general practitioner visit care facilities and I always

feel c omfortable. I know I'm going to be biased; I feel really comfortable about the level of

care we provide. We' ve gotten no w to the stage where our medications advisory

committee can identify the medications that our older residents in care are receiving and is

now providing advice to general practitioners saying is this still needed, could we reduce

that.

In our clinical advisory committee we monitor very closely how long people are on what

are called psychotropic medicines, which are the ones that settle people down. We are

drilling down to very high levels of detail to try and ensure that the care that's provided in

the villages, not only by our staff but by the visiting doctors is at the right standards. I

think that big efforts are being made.

Graham Howard: (Shareholder) Hi. My name is [Graham Howard]. I'm not only a

shareholder but I'm also a resident here and have been here for the last 9.5 years. In


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relation to the comment there, I've visited the rest home, the hospital and also dementia

upstairs and on every occasion without exception the staff have been absolutely fantastic.

When we have functions down here in the centre here, they bring the care from the rest

home and from the hospital down to the functions here and the quality of the staff is just

really outstanding. I can't praise them enough. Since Jill has been here, it's absolutely

fantastic. I give her top praise as the village manager.

You made mention of capital gains. When we came in here, we were aware of capital

gains. From my - or my wife and myself, we were quite happy that we didn’t get the

capital gains in view of what Ryman's provide. When we go up there or down there, we

can't take the capital gains with us and the famil ies are quite happy in their own

environment at the moment, so for what you, Ryman's provide for us is again outstanding.

I wish to congratulate you, the Board and the staff and partic ularly Jill Clark here; she's

outs tanding for us. Thank you.

Tony Mitchell: (Shareholder) Thank you. Tony Mitc hell , the Chair of the New Zealand

Shareholders Association. Firstly, I would like to congratulate you on 2019 and the very

good report, well-written and again, a very good read. It was thoroughly enjoyable.

I have a couple of questions and actually, the first one is related to the risk area. It's to

the Board, and look, I know that it's not easy for boards but you do have a lot of

responsibility. I was very encouraged to hear about the health and safety area with

regards to the measurement and also the form of checking that you're doing directly with

the forum. That will certainly make sure that whilst management migh t be confident,

they're also a little bit paranoid as well and making sure that they're rootin g out what else

migh t be at risk.

The three risk areas that I'm going to ask for the Board to consider are around the staff,

the hea lth a nd safety and also the suppliers. Because the pressure that's on boards these

days is not just to delegate through to management to ask the questions of the employees

or with the suppliers , but as you know, you do have to go and figure out how else - check

the checker, basically.

My question for the health and safety is what else are you doing to make sure from a

board level, with your Board workplan, that you are checking that the processes are

conti nuously being refreshed and reviewed, outside of asking management at a Board

meeting. That would be the first one. I think you've covered off the metrics very, very well

and engaging the staff, so pushing ma nagement to the side and engaging directly, I


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commend you for that.

The second one was around the risk that was highlighted in the Annual Report regarding

staff. Staff is the biggest risk area, as I read it in the report. I was very pleased to see all

the activ ities that are going on but no doubt whilst there's confidence, th ere's also still

paranoia. What is the Board doing to make sure that you are mea sur ing that risk and also

checking that what has management said being done will be done to resolve the staff risk.

The third one on risk, and I thought you did a superb job with covering most of the

dimensions that boards are asked to look at. They've got to deliver for the residents, their

customers. They' ve got to deliver for their employees. They've got to deliver for the

environment and also socially. But also, we're seeing in the UK now that you also have to

make sure you're delivering for suppliers so organisations are treating all suppliers fairly

and building long-term relationships.

So that’s no w in UK law, and I know that Rob Everett from the FMA is considering that

here in New Zealand. So my ques tio n for the Board is, how are you measuring the long-

term relationships with suppliers? I accept that there is vertical in tegration, which again, is

a great thing , so you’ve got control over a lot of that supply chain, but those organisations

will still need to be able to use suppliers as well.

So again, that is to the Board. My role is to make sure that the Board is asking the right

questions in the right way, and looking after the shareholders’ investment in that. So the

risk for staff health and safety, and suppliers. Thank you.

David Kerr: Look, thank you, Tony, for the question. So maybe if I could pass to Claire , as

the chair of our health and safety subcommittee of the Board, first of all.

Claire Higgins: (Health and Safety Sub committee of the Board, Chair ) Thanks, David.

Thanks Tony, that’s a very good question, and maybe I can just talk a little bit more about

the broader approach that we take to health and safety from the Board level.

So we certainly have our committee, and we receive the regular rep orts from the team

regarding the statistics, as you’ve said. We also have a close look at any significant

incidents, so we look at the approach that management have taken to understanding what

the causes are, and what the corrective actions are. We have a program of initiatives that

we monitor at that committee.

Sitting on top of that, I think as you say, how do you, as a director, feel the approach to

health and safety within the organisation? We’ve done a couple of things there. Gordy and


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the te am ran a very successful Safer Together Forum last y ear, where several of the Board

me mbers attended, that was a full day - I'm just trying to remember whether it was a

couple of days, but it was a full day, but it was packed full of activities.

So that gave us the opportunity to chat with people throughout the organisation, so not

only were there the leaders from the organisation, but there were representatives from all

the contractors a t that Safer Together Forum as well. So the opportunity to engage with

the contractors directly was really helpful.

The o ther thing that we’re particularly doing, and we’re continually trying to enhance this

process, is having a program for the directors to visit the sites. So not only the villages

operationally, but the construction sites. So for exa mple , last week I spent a day going to

the three Australian sites that were either under const ructi on, or as a village. So went both

into the construction side of things, not with Tom, but actually with the project manager

on site, and had the opportunity to engage with the spotters or the safety representatives,

or even just some of the contractors.

This week I actually came to New Zealand a week earlier, and I vis ited all the New Zealand

sites. So both villages, and in New Zealand, where we have the rebuild of the Figaro

buildi ng at Malvina Major. So on that site, donned the safety boots and the gear, and went

out into the Figaro building with the project manager.

So what we’re trying to do is actually as a team of not just the management team, but the

Board, is actually have so me visibility on the sites, but also go out to the sites , not

escorted by the executive team, but with an opportunity to engage at all levels of the

organisation.

David Kerr: Thank you, Claire. Tony, l think the second one was around staff. So we have

obvi ously a very active recruitment program, and one of the reports that we always have

from management is actually on people capability. So the Board have been encouraging

management to k eep that very active , and to a ctually encourage more training

opportunities, and for that end, we’re developing what we’re calling the Ryman Academy.

Now, at this time, it’s probably more a virtual academy than a physical space, but this is a

way of us demonstrating to our staff that this is a career opportunity, and that you may

grow your skills and competencies by staying with this Company.

We also undertake on a regular basis, and have reported direct to the Board, net promotor

scores, which is an assessment of how much you’re engaged in the Company. I can advise


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that the net p rom oto r score for our staff is in excess of 50%, which is unusually high. The

net promotor score is quite a complex tool, and 50% doesn't sound very much, but I can

assure you that internationally, that’s a score of which we can be very proud.

We undertake - each of us, we have a schedule where each of the directors visit villages,

muc h as Claire described around health and safety. I visit villages not with a health and

safety lens on, more so, how ’s it going, talking to residents, talking to staff. So we actually

have to tick off what we’re doing to contribute to that independent bank of knowledge. So

it is quite an active thing for the Board.

Now, I think the third one was suppliers. So we have a direct report to the Board from our

proc urement team. In fac t, that was yesterday, was our procurement team reporting to

us . We see quite a bit of the sub contractors and contractors on sites, obviously, when we

visit, but also, we have some long-standing relationships, which if I saw those changing, I

would be concerned about.

An example would be Sy denham Joinery in Christchurch, who have done our kitchens

forever, and those sorts of relationships are reported to us by the procurement team. I

gather that they open around 14 n ew contracts a month, but they also close down a

similar amount. So we rely upon paying on time, having good long-standing relationships

where we agree the quality, and we don't bicker about the price unusually.

So I think that it’s a very strong procur ement program. I should, when I talk about that,

identify that Philip Mealings , who is our Chief Procurement Officer, has been with the

Company 20 years at least , and has been a beaver on the shareholder's behalf I can

assure you. He works at this 24 hours a day. So we enjoy having presentations from him

and getting to enquire directly of him. Does that answer your question adequately?

Gordon MacLeod: The other thing we do with sup pliers is we pay them on the 20th every

month. We don't late pay. Even though we're a big company and we're paying - our

mo nthly payment runs are often $40 million. So you could have a few invoices that don't

get through and we'll process them the next day or the day after. We' re not like a big

corporate that goes, well, tough, you 're going to have to wait. We will do it. That's why we

engender loyalty like you wouldn’t believe, because we're probably the best payer that any

of our suppliers deal with. So we might drive a hard bargain, but they'll never get payment

debt terms than with us and we pride ourselves on that.

The other thing is when the directors visit villages and construction sites, if there's any

concerns t hey'll come back to me or the right people with their con cer ns. Like Claire went


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to a site last week and got some feedback from a village manager that she felt would be

good for me to know, and we've been able to action that. So they're not just a royal

walkaround where everyone is hello, hello, Claire, director, and then tell them all the good

stuff. We want people to just speak straight and that's why we don't want it to be a

chaperoned visit. Also, if people do give some negative feedback about what we're doing,

we take it on board and we cele brate the fact we've got the opportunity to f ix something.

David Kerr: About a year ago, Kevin Hickman, one of our founders, visited a village in

Christchurch and he came away absolutely indignant. I was speaking to him and I said,

what's the problem, Kev? He said , there' s a carpet tile in the front area that's got a stain

on it. So we quickly got that carpet tile replaced. So we want these villages to feel wow,

we want them to feel good. Because these villages are not villages, they're people's

homes. So we have that obligation and we embrace the obligation. Are there any other

questions?

Jill G regson: (Shareholder) Hello, my name is Jill Gregson and I am a shareholder with

Ryman and also an employee with Ryman. I am a regional sales manager with Ryman

Heal thcare. I have my parents in a Ryman village, my in-laws in a Ryman village , I've had

three aunts and two uncles in a Ryman village. So all the family. I've got a very big family.

I just wanted to say that, in my role as a regional manager, I go around to all the villages

- well, several villages in the north and through the care centres and through the

independent living. My parents and my in-laws certainly wouldn't be there if I didn't think

that it was good enough for mum. I'd just like to say that I'm very proud to be a

shareholder and a Ryman employee and to have my parents getting the care that they're

getting in a Ryman village.

We have needed care for them. My parents have actually lived in two Ryman villages, one

in Whangarei and now they're in Logan Campbell in Auckland. In both places we have

needed to call on th e staff for care at different times and it has been absolutely

outstanding. So I just wanted to put that out there, to say thank you to Ryman for the

care for all of my family. Thank you.

David Kerr: Thank you, Jill. I can assure you, we didn 't ask - I didn't know she was going

to say that.

David Kerr: John.

John Boscowan: (Shareholder) My name's [John Boscowan], I'm a shareholder. I'm not a


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staff member. I wasn't expecting to say this and I'm only saying it because the

microphone was immediately behind me. My mother is a resident of Ryman Grace Joel.

She was in a serviced apartment for four years. She' s been in the care centre for the last

nine months. Like others here this morning, I can't speak more highly of the care that

she's had. I'm very, very, grateful to you, Gordon, and for your staff, thank you very

much.

Gordon MacLeod: Thanks, John.

David Kerr: I think we're done? Right. So, you'll be aware that the NZX listing rules have

been amended following a review that the NZX undertook in 2018. The new listing rules

came into effect on 1 January 2019 with a six-month transitional period, and so they have

applied to Ryman since 1 July. A class waiver was also issued by the NZX, providing that

issuers may defer updating their constitution to comply with the new NZX listing rules,

provided they do so at the next annual meeting, which for us is now, following transition to

the new listing rules.

So, therefore, we're seeking shareholder approval to amend Ryman's constitution in order

to comply with the new NZX listing rules. So I now move that the amendments to Ryman's

constitution be approved with effect from the close of this meeting. Do I have a seconder

for that motion? Thank you very much, sir.

Ken Hooper: (Shareholder) Ken Hooper, shareholder.

David Kerr: Ken Hooper. Thank you. If you could please mark your voting cards in the way

you wish to vote, ticking either a for or against or an abstain in the appropriate place on

the voting card. Then before we move on to the next phase of the me eting, I'd just lik e to

bring you up to date with some of the discussions that the Board have been having most

recen tly. The whole issue of Board succession planning and appropriate skillset of the

Board table and independence have been a live discussion for us, both at the Board table

and at the Governance Nominations and Remuneration Subcommittee of the Board.

So some commentators or analysts and shareholders have expressed concern about

lengthy tenure, on the basis that it threatens independence that a longstanding director

might have. As a consequence, th at the direct or might not be exercising his or her duty to

represent all of you, the shareholders or business owners. A consequence of this could be

that the testing of management's decisions also is not as robust as it might need to be.

So there are reasons why one looks to refresh the Board from time to time. On the other


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hand, you could argue that a director with longer tenure has deep knowledge of all the

different facets of a company and, as a consequence, has continued value. So it's very

difficult to assess how independent a director is if you're not in the room to see the

interactions that go on between the Board and management. But the Board has turned its

attention to that question of independence of directors. I'll leave one of the other Board

members to comment on my personal situation, but there are two other members'

situations that I think could be explained a little more fully. Firstly , there's Geoff. Geoff,

are you able to hear me?

Geoffrey Cumming: Yes, I am.

David Kerr. Thank you. Geoff has a very significant shareholding in the Com pany. He's

held this for many years and I can absolutely assure you that his interaction at the Board

table , between the directors and between the Board and management, displays all that

one would want in the way of independence. However, because of his extensive

shareholding, one might be concerned that he would not exercise his duty on behalf o f all

shareholders. So I don't believe this to be the case at all. But in order that there can be no

misconception, you'll note that he's been regarded as not being independent.

Now, Jo Appleyard, as I mentioned earlier, is an extremely valuable source of advice at the

Board table. She' s a partner in Chapman Tripp. Chapman Tripp provide legal services to

Ryman, but of course Jo herself doesn't provide any legal services to Ryman. We have

clear protocols in place with Chapman Tripp to ensure that Ryman can obtain impartial

legal advice from Chapman Tripp , or from any other firm that Ryman chooses. However,

the concern might be that she would profit from an y interaction that her firm has with

Rym an Healthcare. So I can advise that the size of the fees paid to Chapman Tripp by this

Company identifies it to be only a small percentage of the legal fees r eceived by the firm.

For these reasons, we regard her as being independent. I can also advise that in terms of

her interactions and advice at the Board table, she behaves in an exemplary way.

If I turn my attention to the second issue , which is of Board composition and succession

planning. For some time we've been attentive to getting the right skills around the table

that are critical for the Company's continued growth and development. As a Company, we

don't go for high-flying names, I'm sorry, colleagues. We focus more on diversity and skill.

To that end, we appointed Anthony who's proven himself to be absolutely invaluable,

bringing the perspective of an experienced building and property development company

owner.


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We recently undertook a skills matri x process of the whole Board, which identified that the

appointment of the next director should, and could, come from people capability, talent

management, people development area and it would be of the female gender. We've

started this process of seeking out such a person and we'd anticipate an appointment will

be made before too long. George Savvides and I spent some quite extensive time in

Melbourne last week interviewing a number of possible people.

We' ve also been having discussion about succession planning for the Board members.

While I can' t yet advise that we have a conclusion to that discussion, I can advise that we

haven't lost sight of the importance of the discussion, and that you can be confident that

that whole area is very much work in progress.

So if we turn our attention to the election of directors. In accordance with the Company's

constitution and the new NZX main board listing rule 2.7.1, Anthony Leighs, having been

appointed by the Board, retires from office. He is eligible to seek election. Anthony has

offered himself for election. So maybe, Anthony, if you could introduce yourself now.

[Appl ause]

Anthony Leighs: Good morning, everyone, and thank you, David, and thank you for those

kind words earlier. Can I just say how incredible excited and proud I am to have been

inv ited to be part of Ryman. I haven't been in the market looking for directorships. I'm at

a stage of my career where that hasn't been a priority. I can say that there would not be

another company in New Zealand that I would have accepted an invitation to join a board

from at this time. But Ryman, the combination of the values, the principles, the success to

date, and probably more so the calibre of the people, both on this Board and the senior

management team that I inte ract with, have driven me to be attracted to this Company

and to be really quite thrilled to be invited to be involved.

There's no doubt about it in my mind, Ryman is a care business, which we've talked about,

but a very significant element of the Company's future success is going to be on its ability

to deliver the bricks and mortar, so to speak, across a growing trans-Tasman build

program. I'm confident in my potential capacity as a director that I can make a positive

con tribution to the achievement of our business goals in that regard.

So just a little bit about me. I was trained as a - I did a management cadetship at Downers

in the late eighties and early nineties, back in the day when Downers had a very heavy

involvement in vertical construction in New Zealand. I was extraordinarily lucky on two

fronts. One, my t raining, I started with the business, started with Downers, at the start of


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1988. That was a period post the '87 stock market crash and, for the four years that I was

there, probably one of the toughest environments for a construction business in some

ways in the history of New Zealand.

One might argue now that the last few years are just as tough, but also the senior

management team very much took me under their wing and I didn't really receive the

cadetship training that most of the young project managers did. I received an exceptional

level of training in how to run a construction business.

I then established Leighs Construction in the mid-nineties. It was a start-up business. We

employed two people on day one and I was one of them and we've since, over the cour se

of a bit over 25 years, built Leighs Construction to be one of New Zealand's leading and

most trusted and probably most successful pri vately-owned commercial construction

companies.

Leighs builds social infrastructure throughout New Zealand, we build schools, universities,

hos pitals, prisons, research laboratories and commercial buildings. We also build offshore

for the New Zealand Government. We do a range of work that we are the first and only

company to ever build for the New Zealand Government on the Antarctic continent.

As a business Leighs is a little bit different to your average builder and I believe that the

background that I have there and the background, as David alluded earlier too, chairing

Master Builders for a long period of time and being involved at an industry governance

level, I've got some good skills to help Ryman achieve its goals.

Just in closing I'd just touch on the Development and Construction Subcommittee. Since

being part of the Boa rd since late last year I have chaired the inaugural Development and

Construction Board Subcommittee. This committee has the primary aim of enhancing the

quality of the Company's development and construction performance. There's a wide range

of areas that we focus on, but the key of those being, is to ensure that the design, consent

and construction delivers upon the Company's business plan goals to ensure that

innovation and progress that improves the resident experience of living in Ryman villages

through design and built form is enhanced.

Also, to ensure that the Ryman model of recycling capital is met on every village

development. I think it's great that that subcommittee has been formed and I am thrilled

to have been asked to chair it.

There's absolutely no doubt in my mind that Ry man has a hugely successful future ahead


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of it. Significant value is going to be developed and as I noted earlier, I'm incredibly proud

and very excited to be part of it. Thank you.

David Kerr: Thank you Anthony. I am delighted to move that Anthony be elected a

Director of the Company. Do I have a seconder? Thank you, sir.

Alan Pearce: (Shareholder) [Alan Pearce].

David Kerr: Alan Pearce, thank you very much. Could you please mark your voting cards in

the way that you wish to vote by ticking for, against or abstain in the appropriate place on

the voting card. I hope I'm not rushing you but I know that I'm standing between

yourselves a nd morning tea.

In accordance with the Company's constitution under the new NZX Main Board Listing

Rules, George Savvides and myself retire after having held office for three years. We offer

ourselves for re-election at today's meeting. So George, would you like to address the

Shareholders?

George Savvides: Thank you David. Good morning everyone. Well , I joined the Ryman

Board in 2013, so about to move into our seventh year and it's been absolutely a privilege

to be able to serve the Board and the Shareholders in this role. I am a member of the

Audit Committee and also a member of the [Nom and Rem] Committee and I also chair

the C linical Governance Committee of the Board.

Some of the work that we have undertaken at the committee. Gordy has already spoken

about our amazing accreditation level, a four-year accreditation, 84% of our New Zealand

villages. Just a standout and we monitor the progressive renewal of those accreditations at

the Committee. We monitor the resident wellbeing with some key measures. We are

concerned about infection, we are concerned about falls, we monitor the satis faction

around food and laundry services. As more villages get added onto our resident scale and

footprint we continue with that complexity as well with more people to monitor.

We are concerned about complaints. We investigate them. We lo ok at resident satisfaction

surveys and also the next of kin, making sure that they're happy with the way mum and

dad are being looked after. We also monitor the significant implementation of the

myRyman system which is a standout piece of technology that makes a paperless

environment much more focused around caring for residents.

One of the significant pieces of work in the last year has been the work on the dementia

review investigation that we have undertaken with an international expert visiting our


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villages and providing very important feedback for our continuous improvement in that

area.

I want to thank Shareholders for the opportunity that I have had to be able to serve on the

Board and I am happy to offer myself up for re-election. Thank you.

David Kerr: Thank you George. I have pleasure in moving that George Savvides be re-

elected a Director of the Company. Do I have a seconder for that motion? Thank you very

much.

Unidentified Female Shareholder: Seconded.

David Kerr: Thanks. So, w ould you kindly mark your voting cards for, against or abstain in

the appropriate place? N ow look, I'd like to just maybe hand over to George at this point

as the Chair or a member of our Governance Nominations and Remuneration Committee.

Thank you.

George Savvides: Thank you David. Before David ta lks about his own re-election I just

wanted to outline the Board' s view of David's independence. David has been a Director

since 1995 and has been the Chair since 1999. The Board considered David's tenure as a

Director when determining his independence under the NZX Listing Rules. David every

year offers his resignation from the role of Chair to the Board and invites the Board to

discuss his candidature while he is absent from that particular part of the meeting.

We have once again unanimously resolved to reappoint him as Chair of our Board. We are

satis fied that David's length of service does not compromise his independence as a

Director. It is our view he continues to bring independent judgment to the role and he acts

in R yman's best interests in a manner that is unaffected by his tenure. His contribution as

Chairman of the Board is deeply appreciated by all the members of the Board. Thank you,

David.

David Kerr: Thank you George. Look, I'm tired of me so you must be absolutely exhausted

of me by this stage, but just to - so those of you who don't know my background. I am a

general practitioner, general medical practitioner and I have been qualified now for about

45 years, whi ch fr ightens me every time I think about it.

I g uess my whole life has been spent working enm eshed in families and people. General

practice is partly about providing medical care, making a diagnosis and pills and tests and

all that sort of stuff, but it's also about helping navigate their way through life. I love what

this Company does and I have since I first made contact with it in around 1994.


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As a Company we help older citiz ens and often vulnerable older citizens navigate their way

through their older years. So, you can see that my personal north star and the Company's

purpose are closely aligned with the Company's purpose being it's got to be good enough

for mum. The other thing that really appeals to me about this Company is that we make

things, of course, but more importantly we have an impact on people and many people in

addition to our residents.

It's pretty wonderful to talk to members of our staff about their roles and how that has

impacted on their lives, to talk with the subcontractors like the joinery company I

mentioned a short time ago, who make the kitche ns and of course there are many, many

subcontractors who have been loyal to this Company as we are loyal to them. Then there

are the young people on the places when I visit construction sites, young apprentices, who

start at apprentices, acquire skills, capability and they get going through their adult lives.

It's great to see that.

Like many of you, as Shareholders, I have enjoyed the evolution of this Company from

quite small beginnings. While you might note that I've got several other Board

commitments, everyone understands that this is my primary responsibility. This is where

I'll always come first. So, you could say I'm committed both in terms of responsibility and

purpose and I'm really very fortunate to have a group of engaged skil led Directors at the

Ryman table who feel similarly. I see my responsibility as partly just to be the oil that

makes the Board work as effectively as possible, but also to put in my two pennies worth

from time to time based on many years of navigation of life and things like that, so look, I

offer mys elf for re-election. Thank you.

George Savvides: Thank you David. I m ove that David Kerr be re-elec ted a Director of the

Company. Do I have a seconder? Thank you.

Seconded.

George Savvides: Thank you very much. Could you please mark your voting cards for,

against of abstain on your voting device? Thank you very much. Back to David.

David Kerr: Thank you George. Look, before I declare the meeting closed, I'd just like to

thank you all for your attendance and your support of Ryman. We have always had an

incredibly supportive lo yal family of Shareholders and we appreciate your support greatly.

George Savvides: David, there's one more resolution.

David Kerr: There's one more resolution. Oh, the auditors. Oh, how could I forget?


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David Kerr: How could I forget? I can see our auditor sitting in the audience. Pau l is

havi ng a quick panic. Right, I also retreat. Okay, I now move that the auditors - the

Direc tors be authorised - the auditors fixing the auditor's remuneration, I don't think so -

no, I now move that the Directors be authorised to fix the auditor's remuneration for the

ensuring year. Do I have a seconder for that motion? Thank you very much John. Could

you please mark your card for, against or abstain in the usual place?

So look, thank you very much for your attendance. We really do appreciate it. We enjoy

the A GM, we enjoy the face to face contact and we enjoy the mingling before and after, so

you can be confident we are going to have AGMs with this sort of interaction going

forward. So incredibly grateful to your support. We appreciate it greatly. We have got

morning tea for you, a birthday cake and we are looking forward to having some further

chat. Thank you very much.

End of Transcript

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